Foreign Investment Compliance and Regulatory Risks in Bangladesh: A Guide for Foreign Companies, Branches and Liaison Offices
Who this guide is for
This guide is for foreign investors who already do business in Bangladesh through a locally incorporated company, a branch office or a liaison office. Each type of entity carries its own filings, renewals and approvals. If you miss them, the consequences fall on the entity and its officers. For a branch or liaison office, they also fall directly on the foreign parent.
The rules you have been working under are changing fast. In July 2026 Parliament passed the Invest Bangladesh Act, replacing BIDA, BEZA and the PPP Authority, the bodies that issued most foreign investment registrations and branch and liaison office permissions. Bangladesh Bank has loosened foreign borrowing rules, and the Finance Act 2026 fixed corporate tax rates for five years. Approvals, filings and remittance procedures you relied on last year may no longer work the same way.
For an operating business, non-compliance rarely costs just a single fine. It can mean a blocked dividend or head-office remittance, or a branch or liaison permission refused at renewal. It can mean a tax reassessment years later, a work permit refused for a key manager, or an exit delayed by months.
This guide sets out the framework you operate under and the obligations that apply to your type of entity. It covers the specific legal provisions you must comply with and the penalties for breach, the mistakes we see foreign businesses make most often, and how Justice Corner can keep your Bangladesh operation compliant.
The regulatory framework
No single law governs foreign investment in Bangladesh. An investor deals with several statutes and at least four regulators, depending on sector and location.
| Law | What it governs | Lead regulator |
|---|---|---|
| Invest Bangladesh Act, 2026 | Investment registration, economic zones, PPP projects, one-stop services, approval of royalty and technical fees | Invest Bangladesh Authority |
| Foreign Private Investment (Promotion and Protection) Act, 1980 | Protection against expropriation, equal treatment, right to repatriate capital and profits | Government of Bangladesh |
| Foreign Exchange Regulation Act, 1947 | All cross-border payments: capital inflow, dividends, loans, fees | Bangladesh Bank |
| Companies Act, 1994 | Incorporation, branch and liaison offices, annual filings | Registrar of Joint Stock Companies and Firms (RJSC) |
| Income Tax Act, 2023; VAT and Supplementary Duty Act, 2012; Customs Act, 2023 | Corporate tax, withholding, transfer pricing, VAT, import duties | National Board of Revenue (NBR) |
| Bangladesh Labour Act, 2006 | Employment terms, wages, worker participation funds | Department of Labour; DIFE |
| BEPZA Act, 1980 | Export processing zones | BEPZA |
The 2026 consolidation. The Invest Bangladesh Act abolished BIDA, BEZA and the PPP Authority. It repealed the BEZA Act 2010, the PPP Act 2015, the BIDA Act 2016 and the One Stop Service Act 2018, with transitional provisions. The new authority has operated since August 2026.
The law promises service standards, fixed timelines for licences, and a single digital platform for all investment services. Investors registered under the old regimes should confirm how their existing approvals carry over, since implementing rules are still being issued.
Core protections still stand. The Foreign Private Investment (Promotion and Protection) Act, 1980 was not repealed. It guarantees foreign investors fair and equitable treatment (section 4), and treatment no less favourable than local investors (section 5). Section 5 also protects against unilateral changes to the terms of a sanction. Under section 7, investments cannot be expropriated except for a public purpose against market-value compensation, paid promptly and freely transferable. Section 8 guarantees the transfer of capital, returns and liquidation proceeds, subject to the government's power to restrict transfers in exceptional financial and economic difficulty.
Bangladesh has also signed bilateral investment treaties with 33 countries, including the UK, China, Japan, Germany, India and Singapore, and double taxation agreements with 36 countries. Structuring an investment through a treaty country can add treaty-level protection and reduce withholding tax.
Your entity determines your obligations
Your compliance burden depends on how you are present in Bangladesh. A locally incorporated company is a separate legal person, with the fullest set of corporate, tax and labour duties. A branch or liaison office is not a separate entity. It is the foreign parent itself operating in Bangladesh, so the parent is directly exposed to its liabilities, and the office exists only as long as its permission is renewed.
| Obligation | Company (100% foreign or joint venture) | Branch office | Liaison or representative office |
|---|---|---|---|
| Legal status | Separate Bangladeshi legal entity; shareholders' liability limited | Part of the foreign parent, which is liable for its obligations | Part of the foreign parent; may not earn income |
| Permitted activities | Any lawful business, subject to sector licences | Only the activities named in its permission; manufacturing generally not allowed | Liaison, promotion and market research only; no contracts, invoices or sales |
| Permission and renewal | Registration with the Invest Bangladesh Authority (or BEPZA); no periodic permission to renew | Permission usually valid 3 years, renewable for 2 years at a time | Same as a branch |
| RJSC filings | AGM, annual return, audited accounts, changes of directors and capital | Filing within one month of establishment (section 379), annual accounts (section 381), changes in particulars | Same as a branch |
| Trade licence | Required, renewed every fiscal year | Required | Not required under current practice |
| Income tax | TIN, annual return, advance tax, withholding agent | TIN, annual return on Bangladesh profits, withholding agent | TIN and annual return even with no income; withholding agent on salaries, rent and suppliers |
| VAT | Registration and monthly returns if making taxable supplies; VAT deduction at source where applicable | Same as a company | Normally no taxable supplies; check deduction-at-source and reverse-charge duties |
| Funding and remittance | Equity and loans; dividends remittable after tax | Minimum US$50,000 inward remittance; post-tax profit remittable only if permitted to earn revenue | Minimum US$50,000 inward remittance; all costs met from head-office remittances; no outward remittance |
| Foreign staff | Work permits within the 10:1 (initial) or 20:1 (operational) local-to-foreign ratio | Work permits within a 5:1 ratio | Work permits within a 5:1 ratio |
| Local staff | Labour Act; Workers' Participation Fund if thresholds are met | Labour Act | Labour Act |
| Closing down | Winding up through RJSC, tax clearance, Bangladesh Bank permission to repatriate proceeds | Parent board resolution, public notice, authority approval, tax clearance and RJSC filing | Same as a branch |
If you operate in a controlled sector, such as telecoms, power, pharmaceuticals or financial services, the sector regulator's licence conditions apply on top of everything above.
Foreign exchange, repatriation and remittance
The legal right to repatriate capital and profits is protected, but the money only moves if the paperwork behind it is complete. Every cross-border payment passes through an authorised dealer bank under the Foreign Exchange Regulation Act, 1947, and Bangladesh Bank's guidelines.
Capital inflow. Equity must arrive through banking channels and be properly documented and reported. Weak documentation at entry is the most common reason remittances stall years later.
Dividends. Declared dividends can generally be remitted without prior Bangladesh Bank approval once taxes are paid. The bank will still check audited accounts, board resolutions and tax documents.
Exit. Selling shares to a resident, or repatriating sale proceeds, needs prior permission from Bangladesh Bank's Foreign Exchange Investment Department, a share valuation and a tax clearance certificate. Valuation disputes can delay an exit by months.
Exit tax is often underestimated. Capital gains are computed on the higher of the sale price and the fair value, so an independent valuation is needed for tax as well as for Bangladesh Bank. A sale of shares in the foreign parent can also be taxed in Bangladesh as an indirect transfer. Share transfers involving non-residents must be reported to Bangladesh Bank within 14 days of completion. A company can only be closed or liquidated once tax clearance certificates, regulator NOCs and RJSC filings are in place, a process that typically runs for several months.
Closing a branch or liaison office. The foreign parent's board must resolve to close the office, and a public notice must be published. The office then applies to the investment authority, obtains tax clearance, settles employee dues and makes its RJSC filings. Only then can any remaining funds be repatriated. Gaps in earlier filings or renewals are the usual cause of delay, so they should be fixed before the closure application is made.
Royalties and technical fees. Under the Invest Bangladesh Act, paying royalties, know-how, technical assistance or franchise fees to a foreign party requires approval from the new authority. The authority sets the payable amount, and companies may pay only what is approved.
Until the new authority issues its own rules, BIDA's 2021 guidelines on royalty and technical fee remittance remain the practical reference. Fees are generally capped at 6% of the previous year's sales, excluding VAT, as declared in the income tax return. For a new project, the cap is 6% of the cost of imported machinery. Anything above the cap needs prior approval. The underlying agreement must state the purpose, scope, calculation basis, payment schedule, validity period and deliverables of the fees, and every page must be signed by both parties.
Foreign borrowing. In July 2026 Bangladesh Bank relaxed borrowing rules for wholly foreign-owned companies borrowing from parents, affiliates and shareholders:
| Loan term | What is now allowed |
|---|---|
| Under 1 year | Interest-free working capital without prior approval (outside specialised zones); interest-bearing loans at an all-in cost of up to 3% a year, rollover capped at 3 years |
| 1 to 5 years | Interest-free loans up to US$50 million for capital expenditure; interest-bearing loans up to US$5 million |
| Over 5 years | Permitted, with interest capped at 3% a year |
Outstanding foreign loans may also be converted into equity. Joint ventures with local shareholders do not benefit from these relaxations and remain under the stricter general regime.
Tax compliance and transfer pricing
Tax is where most foreign-owned companies in Bangladesh face their largest regulatory exposure. Foreign and local companies are taxed on the same basis, under the Income Tax Act, 2023 and the VAT and Supplementary Duty Act, 2012.
Rates are stable for now. The Finance Act 2026 fixed corporate tax rates for five assessment years, 2026-27 to 2030-31. Reduced rates for some taxpayers depend on conducting all transactions through bank transfers. A general unlisted company pays 27.5%; unlisted banks, insurers and NBFIs pay 40%.
Withholding tax. Payments to suppliers, contractors, landlords and non-residents carry withholding obligations. Dividends, royalties, technical fees and interest paid abroad are taxed at source, with possible relief under a double taxation treaty. The 2026-27 budget scrapped the rule disallowing expenses when withholding tax was not deducted, but penalties for failure to deduct still apply.
Transfer pricing. Transactions with foreign group companies must be priced at arm's length and supported by documentation. Management fees, intra-group services, royalties and loan interest draw the closest scrutiny from the NBR's transfer pricing cell.
VAT. Most supplies carry VAT at a standard 15%, with reverse-charge VAT on services imported from abroad. VAT returns are monthly, and errors compound quickly.
The budget also promised automated and more transparent selection of cases for tax audit. That reduces arbitrary assessments, but makes gaps in records easier for the system to find.
Incentives in economic zones
Units in economic zones receive substantial tax and duty incentives. Each one is granted by a specific SRO or circular and comes with conditions, so the incentives are themselves a compliance obligation.
| Incentive | What it gives |
|---|---|
| Corporate tax holiday | 10 years: 100% exempt for years 1 to 3, falling to 80% in year 4 and 20% in year 10. Excludes edible oil, sugar, flour, cement and iron products |
| Dividends and capital gains | Tax-exempt dividends for 10 years; tax-exempt capital gains on share transfers for 10 years |
| Royalties and technical fees | Income tax exemption on these fees for 10 years |
| Expatriate staff | 50% income tax exemption for 3 years; may remit up to 75% of current income |
| Imports and exports | Duty-free capital machinery and construction materials (with exceptions); export duty exemption |
| Domestic sales | Up to 20% of the previous year's export volume may be sold in the domestic market |
| Local taxes | Land development tax exempt; 50% stamp duty exemption on lease registration |
The Invest Bangladesh Act repealed the Economic Zones Act, 2010 and brought all zones under the new authority. The Act includes transitional provisions, but zone investors should confirm in writing that existing incentives and lease terms continue to apply.
Employing foreign nationals and local staff
Every foreign employee needs a work permit before starting work, and the employing company carries the liability if one is missing. Permits for companies outside the zones have been issued by BIDA, now succeeded by the Invest Bangladesh Authority; BEPZA issues permits for EPZ enterprises.
Local-to-foreign ratios. Industrial projects may generally employ one foreigner for every 10 local workers at the initial stage and one for every 20 once operational. Branch, liaison and representative offices work to a 5:1 ratio.
Justification. Permits are normally granted only for roles that cannot be filled locally. Renewals increasingly look at whether the foreign employee is training local successors.
Tax exposure. The NBR can impose a penalty of 50% of the company's income tax for employing foreigners without a permit. Salaries of foreign staff must also be paid and taxed through proper channels.
For local staff, the Bangladesh Labour Act, 2006 sets rules on appointment letters, working hours, leave, termination benefits and trade union rights. Qualifying companies must also contribute to a Workers' Participation and Welfare Fund from net profit. EPZ enterprises follow a separate EPZ labour regime.
The provisions you must comply with, and what happens if you don't
Most penalties fall on the company and, often, personally on its directors and officers. The tables below set out the core recurring obligations for a foreign-owned company, law by law. Penalty amounts are as stated in the statute or in the cited guidance, and many are "up to" figures that the authority sets case by case.
Companies Act, 1994 (RJSC)
| Provision | What you must do | Consequence of default |
|---|---|---|
| Section 81 | Hold the first AGM within 18 months of incorporation, then one AGM every calendar year with no more than 15 months between them | Section 82: fine of up to Tk 10,000 on the company and every officer in default, plus up to Tk 250 for each day of delay |
| Section 36 | File the annual return (Schedule X) within 21 days of the AGM | Continuing fine of up to Tk 200 a day on the company and its officers |
| Section 190 | File audited accounts with RJSC within 30 days of the AGM | Continuing fine of up to Tk 100 a day |
| Sections 183 to 185 | Lay audited balance sheet and profit and loss account before the AGM | Each defaulting director: up to six months' imprisonment, a fine of up to Tk 5,000, or both |
| Section 115 and Form XII | Report changes of directors, managers and managing agents | Fines, and an RJSC record that does not match reality, which blocks bank, tax and exit work |
| Sections 379 and 381 (foreign companies) | A branch must file its constitution, local address and authorised representative within one month of setting up, and file its accounts every year | Fines on the company and its officers; problems at renewal and closure |
Foreign Exchange Regulation Act, 1947 and Bangladesh Bank rules
| Provision | What you must do | Consequence of default |
|---|---|---|
| Inward remittance rules | Bring capital through an authorised dealer bank and obtain encashment certificates; issue shares only against documented inflow | Investment may not qualify for repatriation of dividends or sale proceeds |
| FDI reporting | File quarterly FDI returns through your AD bank | Delays and refusals on later remittance requests |
| Share transfers | Report transfers involving non-residents to Bangladesh Bank within 14 days, with a fair valuation | Sale proceeds cannot be remitted |
| Section 23 | Make every cross-border payment, loan and fee only as permitted | Criminal liability under the Act, including imprisonment, fines and confiscation of funds; payments blocked by the bank |
Invest Bangladesh Act, 2026
| Provision | What you must do | Consequence of default |
|---|---|---|
| Royalty and fee approval | Get the authority's approval for royalty, technical know-how, technical assistance and franchise fees before paying | Only the approved amount may be paid; anything more cannot be remitted and is exposed to tax disallowance |
| Registration and reporting | Keep registration current and submit annual progress reports when required | Loss of registration benefits; work permit and other approvals held up |
Income Tax Act, 2023
| Provision | What you must do | Consequence of default |
|---|---|---|
| Section 166 | File the annual corporate return by the tax day | Section 266: penalty of 10% of tax on last assessed income (minimum Tk 1,000), plus Tk 50 a day while the default continues (Tax VAT Point); best-judgement assessment |
| Section 154 | Pay advance tax in four quarterly instalments | 10% simple interest a year on any shortfall |
| Withholding provisions | Deduct tax at source from payments to suppliers, landlords, employees and non-residents, and deposit it on time | Company treated as the taxpayer in default for the unpaid tax, with 2% simple interest a month |
| Section 177 | File withholding tax returns | Section 266(2): 10% of tax on last assessed income or Tk 5,000, whichever is higher, plus Tk 1,000 a month |
| Section 237 | Keep transfer pricing records for international transactions with associated enterprises | Section 277: up to 1% of the value of each international transaction |
| Section 238 | File a statement of international transactions with the return | Section 278: up to 2% of the value of the transactions |
| Section 239 | Submit an accountant's transfer pricing report where required | Section 279: up to Tk 300,000 |
| Employment of non-citizens | Employ foreign nationals only with a valid work permit | Additional tax of 50% of the company's tax payable or Tk 500,000, whichever is higher |
VAT and Supplementary Duty Act, 2012
| Provision | What you must do | Consequence of default |
|---|---|---|
| Registration | Register for VAT before making taxable supplies | Penalty under section 85 and recovery of unpaid VAT |
| Monthly return | File the VAT return (Mushak 9.1) by the 15th of the following month | Penalty under section 85 plus interest under section 127 |
| VAT deduction at source and reverse charge | Deduct VAT from specified suppliers and account for VAT on services imported from abroad | Liability for the VAT, plus interest and penalty |
| Invoices and records | Issue tax invoices (Mushak 6.3) and keep purchase and sales books | Penalties per offence; customers lose input credit |
| Evasion | Declare supplies correctly | Penalties up to a multiple of the tax evaded, and prosecution |
Bangladesh Labour Act, 2006 and employment rules
| Provision | What you must do | Consequence of default |
|---|---|---|
| Sections 232 to 234 | Companies with paid-up capital of Tk 1 crore or fixed assets of Tk 2 crore must pay 5% of net profit into the Workers' Participation and Welfare Funds | Section 236: fine of up to Tk 100,000 plus Tk 5,000 a day of continuing failure, on responsible directors and managers |
| Appointment, wages, leave, termination | Issue appointment letters, pay on time, keep registers and pay statutory termination benefits | Labour court claims, inspection penalties under the Act |
| Work permits | Obtain and renew permits for every foreign employee, within the local-to-foreign ratio | Additional income tax (above); visa cancellation; refusal of future permits |
Local and sector licences
| Provision | What you must do | Consequence of default |
|---|---|---|
| Trade licence | Renew the City Corporation or local authority trade licence every fiscal year | Surcharges, inspections and possible sealing of premises |
| Sector licences and environmental clearance | Keep sector licences (for example telecoms, pharmaceuticals, power) and Department of Environment clearance current | Suspension of operations, fines and loss of the licence |
Key regulatory risks
The biggest risks for foreign investors in 2026 come from transition, not restriction. The rules are generally moving in investors' favour, but rapid change creates gaps between what the law says and what officials, banks and tax offices actually apply.
| Risk | Why it matters now | How to manage it |
|---|---|---|
| Institutional transition | BIDA, BEZA and the PPP Authority were abolished in July 2026; detailed rules for the new authority are still being issued | Confirm that existing registrations, zone allotments and permits remain valid; track new circulars |
| Remittance delays | Dividends, fees and exit proceeds depend on complete documentation; royalty and technical fees now need prior approval of the amount | Keep an inward-remittance file from day one; obtain fee approvals before signing licence agreements |
| Tax reassessment | Transfer pricing, withholding and VAT disputes often surface years after the transaction | Maintain arm's-length documentation; review withholding monthly; reconcile VAT returns |
| Trade status change | Bangladesh is due to graduate from LDC status on 24 November 2026; the government has requested a three-year deferral, with the final decision resting with the UN General Assembly | Exporters should model the loss of duty-free access in the EU and UK and plan rules-of-origin compliance |
| Policy reversal | Reforms passed quickly can be amended quickly; the Invest Bangladesh Bill was passed without committee review over opposition objections | Build change-of-law and stabilisation clauses into contracts; use the FPIPP Act protections |
| Dispute enforcement | Court proceedings can take years | Choose arbitration in contracts, with a clear seat and rules; consider bilateral investment treaty protection |
| Partner and governance risk | Joint ventures with local partners are a frequent source of litigation | Due diligence on partners; clear shareholder agreements on control, deadlock and exit |
Corruption and informal payment requests remain a practical concern. Foreign investors subject to home-country anti-bribery laws should keep a written compliance policy and document every official interaction.
Common compliance mistakes foreign companies make
The mistakes below are rarely deliberate. Most come from treating Bangladesh compliance as a one-off set-up task, or from assuming the head office, the local accountant and the bank are each covering something that in fact nobody owns.
Bringing in capital without the right paper trail. Funds sent as "advances" or through the wrong account, missing encashment certificates, or shares issued before the money is documented. The cost appears years later, when dividends or sale proceeds cannot be remitted.
Paying the parent company before getting approval. Royalties, technical fees, management fees and IT recharges are paid, or contracts signed, without approval or above the 6% cap. The excess cannot be remitted, may be disallowed for tax, and invites a transfer pricing adjustment.
No transfer pricing documentation. Intra-group services, loans and purchases are priced at whatever the group sets, and the section 238 statement is not filed. Penalties are calculated on the value of the transactions, not on the tax at stake, so they grow quickly.
Missing withholding on cross-border payments. Tax and VAT are not deducted on payments to foreign suppliers, consultants and the parent, and reverse-charge VAT on imported services is overlooked. The company ends up paying the tax itself, plus interest.
Foreign staff working before or without a permit. Executives arrive on business visas and start work, permits lapse at renewal, or salaries are paid offshore. The additional tax of 50% of the company's tax, or Tk 500,000 at minimum, can far exceed the salary involved.
Letting corporate housekeeping slide. AGMs are skipped, annual returns are not filed, and director changes are never recorded with RJSC. Daily fines build up, and the gaps surface at the worst moment: a bank KYC review, a tax clearance, or a share sale.
A liaison office that acts like a business. The liaison office negotiates contracts, invoices customers or receives local income. This breaches the approval, creates a taxable presence, and puts renewal at risk.
Ignoring the Workers' Participation Fund. Qualifying companies fail to set up the fund or pay 5% of profit into it. Directors and managers face personal fines, and workers can claim arrears.
Assuming zone incentives are automatic. Tax holidays and duty exemptions depend on conditions in specific SROs and circulars. If a condition is breached, the exemption can be withdrawn with tax and interest due.
Relying on nominee or undocumented local partners. Shares or licences are held in a local name for convenience, with no written agreement. Control disputes and blocked exits follow.
Not tracking regulatory change. Approvals issued by BIDA or BEZA are assumed to roll over under the Invest Bangladesh Act without anyone checking, and new Bangladesh Bank circulars go unread.
No single compliance owner. Without a compliance calendar and one person accountable for it, deadlines across RJSC, NBR, Bangladesh Bank, the investment authority and the local authority will be missed.
A practical compliance checklist for your entity
Most compliance failures we see are avoidable with a clear calendar and a few disciplined habits.
For every entity
Keep a permanent file of every inward remittance, encashment certificate and Bangladesh Bank report.
Get approval before signing or paying royalties, technical fees, franchise fees or foreign loans.
Deduct and deposit withholding tax and VAT every month, and file the withholding returns.
Track work permit and visa expiry dates for every foreign employee, and renew in good time.
File the annual income tax return, with the transfer pricing statement if you deal with group companies.
Review new Bangladesh Bank circulars and Invest Bangladesh Authority rules every quarter.
If you operate a company
Hold the AGM every calendar year, within 15 months of the last one.
File the annual return within 21 days, and audited accounts within 30 days, of the AGM.
Record every change of director, shareholder, capital or registered office with RJSC on time.
Pay advance tax quarterly, and contribute to the Workers' Participation Fund if you meet the thresholds.
Renew the trade licence and any sector licences every year.
Before declaring dividends, check that audited accounts, tax payments and board approvals are in order.
If you operate a branch office
Keep activities strictly within the scope of your permission.
Apply to renew the permission well before it expires, with audited accounts and evidence of inward remittances.
File your annual accounts and any change in particulars with RJSC.
Remit profit to the head office only after tax is paid and only if your permission allows revenue.
Renew the trade licence every year.
If you operate a liaison office
Do not sign contracts, issue invoices or receive local income.
Fund every expense through inward remittances from the head office.
File a tax return every year, even with no income, and withhold tax on salaries, rent and supplier payments.
Keep audited accounts ready for each permission renewal, and apply before the permission expires.
If the office needs to start earning revenue, convert it to a branch or company before doing so.
How Justice Corner keeps you compliant
Being compliant in Bangladesh is not a single filing. It is a year-round discipline across five or more regulators. Justice Corner works with foreign investors to build that discipline into the business, so compliance protects your returns instead of threatening them.
1. Compliance health check. We review your company against every provision in this article: corporate records, capital inflow documents, remittance history, tax and VAT filings, transfer pricing, work permits, labour obligations and licences. You receive a written report that ranks each gap by risk and sets out a plan to fix it, including any voluntary disclosure or regularisation.
2. A compliance calendar and retainer. We set up a calendar of every deadline that applies to your company and act as your compliance partner throughout the year. That covers AGMs, RJSC returns, tax and VAT filings, FDI reporting, trade licence and work permit renewals. Each deadline is tracked and owned.
3. Corporate secretarial support. We prepare board and shareholder resolutions, AGM documents and RJSC filings, and keep your statutory registers accurate. Branch and liaison offices get the same support for their approvals, renewals and annual filings.
4. Foreign exchange and remittance approvals. We prepare applications to the Invest Bangladesh Authority and Bangladesh Bank for royalty and technical fee agreements, foreign loans, dividend remittance and share transfers. We draft agreements so they meet approval requirements from the start.
5. Tax, VAT and transfer pricing. We review withholding and VAT processes, support transfer pricing documentation, and represent you in tax audits, assessments and appeals.
6. Employment and work permits. We handle work permit applications and renewals, and review employment contracts, policies and Workers' Participation Fund compliance under the Labour Act.
7. Transition review under the Invest Bangladesh Act. For investors registered with BIDA or BEZA, or located in an economic zone, we confirm in writing which approvals, incentives and lease terms carry over, and what needs to be refiled.
8. Regulatory defence and disputes. If a regulator raises a query, issues a notice or imposes a penalty, we respond, negotiate and, where needed, litigate or arbitrate. We also advise on joint venture disputes and exit.
9. Training for local and head-office teams. Practical sessions show your finance, HR and management teams what the rules require and where the traps are.
Whether you are planning an investment or want a compliance health check on an existing operation, contact Justice Corner:
Office: 37/2 Purana Paltan, Pritom-Zaman Tower, Level 11, Suite 1207, Dhaka-1000
Phone: +88 01760907777
Email: info@justicecornerbd.com
Web: justicecornerbd.com
This article is general information as of October 2026 and is not legal advice. Laws and regulator practice are changing quickly; seek advice on your specific situation.
Reference documents:
1. Foreign Investment Compliance and Regulatory Risks in Bangladesh
BIDA, Guidelines for Outward Remittance Repatriation for Payment of Royalty, Technical Know-how, Technical Assistance and Franchise Fees, 2020 (circular of 3 March 2021)
BEZA, Incentives for Economic Zones (unit investors)
KPMG Bangladesh, Exit Options for Foreign Investors
Legal Counsel, Foreign Investment in Bangladesh: The Legal Framework (April 2025)
BIDA Act, 2016 and One Stop Service Act, 2018 (both repealed by the Invest Bangladesh Act, 2026)
Sources for the compliance provisions and penalties:
ICAB, Tax Planning & Compliance suggested answers (Jul–Aug 2024): Income Tax Act 2023 transfer pricing penalties and additional tax for employing non-citizens
Income Tax Act 2023, section 266: Tax VAT Point
AGM compliance under Companies Act 1994: Accord Chambers
Bangladesh FY 2026-27 compliance calendar for foreign companies: Khan Akber
WPPF in Bangladesh labour laws: Mahbub & Company