Bangladesh Bank Guidelines for Foreign Investment Funds Repatriation (2026)
If you are a foreign investor, venture capitalist, or multinational corporation operating in Bangladesh, understanding the Bangladesh Bank guidelines for foreign investment funds repatriation guideline is crucial for a successful exit strategy. On March 8, 2026, Bangladesh Bank issued FEID Circular No. 01, fundamentally liberalizing how share sale proceeds are transferred abroad.
These new regulations shift significant approval authority from the central bank to local Authorized Dealer (AD) banks. This guide breaks down the core changes, the mandatory valuation methodologies, the new 5-day processing timelines, and the exact paperwork required for seamless capital repatriation.
New AD Bank Processing Limit
Local AD banks can now independently approve the repatriation of sale proceeds up to BDT 1 Billion (Tk 100 Crore) without seeking prior approval from Bangladesh Bank. This is a tenfold increase from the previous Tk 10 Crore limit.
Transfers Below Net Asset Value
For investors selling at a loss or early-stage startups: if the deal value does not exceed the company's Net Asset Value (NAV) based on audited financials, AD banks can process the repatriation regardless of the total transaction size.
Authority Limit Comparison: AD Banks
Visualizing the shift from the 2018/2020 circulars to the 2026 Master Circular.
Valuation Guidelines for Unlisted Companies in Bangladesh
According to Annexure-A of the 2026 circular, transactions exceeding Tk 1 Crore (and above NAV) require an independent valuation report. Bangladesh Bank mandates that valuers (Licensed Merchant Bankers or Chartered Accountants) use internationally recognized standards. The fair value is generally determined using a weighted average of three specific approaches:
1. Asset-Based Approach (NAV)
This method calculates the Fair Market Value (FMV) of net assets (Total Assets minus Total Liabilities). It is best suited for asset-intensive companies (manufacturing, real estate) or holding/investment companies.
- Time-lag between two valuations of the same asset class must be at least 3 years.
- Forbidden to revalue: Leasehold land with less than 99 years total lease or < 10 years remaining.
- Forbidden to revalue: Second-hand machinery, or new machinery with less than 50% economic life remaining.
- Forbidden to revalue: Intangible assets, loose tools, vehicles, and furniture.
2. Market-Based Approach (Comparable Public Company)
This approach determines value by referencing trading multiples of publicly listed companies in the same sector. AD Banks require strict peer group selection.
- Financial Services: Price to Book Value (P/B).
- Tech & Startups: Price to Sales (P/S) due to high initial losses.
- General: Price to Earnings (P/E) or EV/EBITDA.
Valuers must use a 1-year month-end average of peer group values prior to the MoU signing. Extreme outliers (beyond mean ±2.5 standard deviations) must be discarded.
3. Income-Based Approach (Discounted Cash Flow - DCF)
The DCF method projects expected future free cash flows and discounts them to a present value. It is highly effective for established businesses with predictable revenue.
- Discount Rate: Must be the Weighted Average Cost of Capital (WACC) OR the yield rate on a 20-year Bangladesh Government Treasury Bond (BGTB) on the MoU signing date—whichever is higher.
- Terminal Value: Calculated using the Gordon Growth Model. The perpetual growth rate must not exceed long-term economic growth/inflation to prevent artificial overvaluation.
Policy Shifts: 2018 vs. 2026 Repatriation Guidelines
Use the interactive table below to understand exactly how the new Bangladesh Bank circular changes the regulatory landscape for share transfers compared to the older regimes.
| Policy Area | Previous Rules (2018/2020) | Current Master Circular (2026) |
|---|
Mandatory Repatriation Timelines
To combat delays, the central bank has imposed strict Service Level Agreements (SLAs) on both corporations and commercial banks.
1. MoU Execution
Buyer and seller sign the Share Purchase Agreement. The audited financials used cannot be older than 6 months from this date.
2. Corporate Compliance
All RJSC filings, stamp duties, and NBR tax clearances must be finalized within 45 days of the MoU.
3. AD Bank Repatriation
Upon receiving flawless documentation, the local bank MUST remit the funds abroad within 5 working days.
4. BB Reporting
The AD Bank reports the completed transaction back to the Foreign Exchange Investment Department (FEID) for audit.
Required Documentation for Share Transfer
To trigger the 5-day repatriation window, foreign investors must submit a comprehensive dossier to their AD bank. Click the categories below to view the requirements specified in Annexure B.
Core Financial & Taxation Requirements
- Independent Valuation Report: Supported by audited reports for the past 5 years. Must detail applicable multiples (P/E, P/B) or WACC calculations.
- Audited Financials with DVC: Document Verification Code is mandatory to prove authenticity.
- NBR Tax Documentation: Tax clearance certificate and the specific income tax computation submitted to the National Board of Revenue (NBR) regarding capital gains. Investors should also review the Double Taxation Avoidance procedure if applicable.
- Encashment Certificate: Absolute proof that shares were originally acquired using freely convertible foreign exchange.
- CIB Report: To verify the liability status of the target company.
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