Introduction
Establishing a branch office in Bangladesh is a strategic move for foreign companies looking to expand their operations in South Asia. A branch office operates as an extension of its parent company, conducting similar business activities while remaining under the regulatory oversight of the Bangladesh Board of Investment (BOI). The process involves obtaining approval from the BOI, submitting necessary documentation, and complying with financial requirements. This article provides a detailed guide on how to set up a branch office in Bangladesh, covering key aspects such as required documents, approval timelines, and associated costs. By following the outlined steps, businesses can navigate the regulatory landscape efficiently and establish a strong presence in Bangladesh’s growing economy.
Understanding a Branch Office
A branch office is a legal entity that operates under the parent company’s name and conducts the same business activities outside its home country. Unlike a subsidiary, a branch office is not a separate legal entity but functions as an extension of the parent company. In Bangladesh, setting up a branch office requires approval from the BOI, ensuring compliance with local regulations. This structure is ideal for companies looking to test the market before committing to a full-fledged subsidiary or joint venture. The branch office must adhere to the parent company’s policies while complying with Bangladeshi laws, including taxation and employment regulations.
Incorporating a Branch Office in Bangladesh
To establish a branch office, foreign investors must submit an application to the BOI along with several key documents. These include the Memorandum of Association (MoA), Articles of Association (AoA), and a Certificate of Incorporation of the parent company, all attested by the Bangladesh Embassy or an apex chamber of commerce. Additionally, the application must include a Board resolution approving the branch office, audited financial statements, and a proposed organogram. The BOI reviews these documents to ensure the parent company’s legitimacy and the branch office’s proposed activities align with Bangladeshi laws. Once approved, the branch office can commence operations.
Approval Timeline and Financial Requirements
The BOI typically processes branch office applications within 2-3 weeks of submission, provided all documents are in order. The approval timeline may vary based on the complexity of the application and any additional scrutiny required. In terms of financial obligations, the government fee for registering a branch office is BDT 25,000. Additionally, the parent company must remit USD 50,000 to the branch office’s local bank account as an inward remittance. This capital infusion ensures the branch office has sufficient funds to operate and meet initial expenses, such as office setup and staffing.
Conclusion
Setting up a branch office in Bangladesh is a streamlined process, provided foreign investors adhere to the BOI’s requirements. By submitting the necessary documents, including the MoA, AoA, and financial statements, companies can secure approval within a few weeks. The financial commitment, though modest, ensures the branch office is well-capitalized for smooth operations. Bangladesh’s growing economy and favorable regulatory environment make it an attractive destination for international businesses. With proper planning and compliance, establishing a branch office can serve as a stepping stone for long-term success in the region. By following this guide, companies can navigate the process efficiently and establish a strong foothold in Bangladesh.

