Company, Corporate & Banking Law
Our firm is committed to providing comprehensive legal services to companies looking to set up or expand their operations in Bangladesh. We specialize in meeting a wide range of corporate and regulatory needs, with a strong emphasis on ensuring compliance and providing long-term business success in this dynamic marketplace
From the start of the project, we assist clients in preparing and drafting the Communication Plan and Articles of Association. Our team ensures that these foundation documents are carefully drafted in line with local and international legal standards. We provide expert guidance on corporate governance responsibilities, advice on director fiduciary duties, compliance and corporate governance.
As businesses grow, they can face serious challenges. Our legal professionals are well equipped to handle complex corporate transactions such as mergers, acquisitions, acquisitions and restructuring. We guide businesses through each step of this process, from initiating due diligence and negotiations to obtaining approval and complying with Bangladesh’s regulatory framework.
In addition to corporate negotiations, we have experience in resolving shareholder disputes, counseling on dispute resolution strategies, and facilitating shareholder agreements that protect the interests of all parties involved They are.
Whether you are an international company entering the Bangladeshi market, a local business looking to expand, or a company in need of specialist advice on any corporate law matter, our experienced team ensures that you are fully equipped with the legal knowledge and support needed to operate efficiently, ethically, and in full compliance with local laws.
Expertise in Corporate Legal Matters
Our firm provides a full spectrum of legal services tailored to meet the diverse needs of businesses in Bangladesh. With a deep understanding of local and international corporate law, we assist businesses at every stage of their lifecycle, from incorporation to governance and dispute resolution.
Company Incorporation: Navigating Regulatory Processes with Precision
Setting up a business in Bangladesh requires compliance with a range of legal procedures and regulatory requirements. Our team offers expert services to guide you through the incorporation process, ensuring that all necessary documents are meticulously prepared and filed with the Registrar of Joint Stock Companies and Firms (RJSC). We provide strategic advice on choosing the appropriate business structure, whether it’s a private limited company, public limited company, or branch office of a foreign entity.
In addition, we assist with the registration of your business, preparing the Memorandum and Articles of Association, and ensuring that you comply with initial capital requirements. Our goal is to provide a seamless incorporation process that allows you to focus on growing your business.
Compliance and Vetting: Ensuring Adherence to the Companies Act, 1994
Bangladesh’s Companies Act, 1994, is the cornerstone of corporate governance and legal operations for businesses. Our team ensures that your business complies with critical provisions of the Act, including:
- Section 12: Addressing the incorporation requirements, defining the objects and activities of the company, and ensuring all statutory filings are done promptly.
- Section 43: Guiding directors on their fiduciary duties, powers, and responsibilities to avoid legal liabilities.
- Sections 228-229: Ensuring proper preparation and filing of annual financial statements, maintaining transparency with regulatory authorities.
- Section 233: Managing the dissolution and winding-up process if necessary, ensuring that all legal requirements are met in case of liquidation or closure.
We also conduct detailed compliance audits to evaluate your company’s adherence to ongoing corporate governance practices and identify potential risks that could lead to legal issues or penalties. By proactively addressing these concerns, we help businesses maintain robust legal standing.
Share Transfer and RJSC Issues: Handling Shareholder Agreements and Capital Structuring
Effective management of capital and shareholder relationships is essential to the success of any company. Our firm specializes in the legal aspects of share transfers, ensuring that all transactions are executed smoothly and in compliance with the law. We assist in structuring shareholder agreements, outlining the rights and responsibilities of each party to avoid disputes and conflicts.
We also help clients navigate issues related to the Registrar of Joint Stock Companies and Firms (RJSC), handling the administrative process of share issuance, transfer, and registration. Whether you are dealing with private share sales, rights offerings, or capital restructuring, we ensure that your business interests are protected and all transactions are properly documented and recorded.
Dispute Resolution: Proactive Strategies for Resolving Corporate Conflicts
Corporate disputes, especially those involving shareholders, can have serious financial and operational consequences. We offer proactive dispute resolution services aimed at preventing conflicts before they escalate. Our team utilizes alternative dispute resolution mechanisms such as mediation and arbitration, alongside traditional litigation, to ensure that disputes are resolved efficiently and cost-effectively.
Whether your business is facing conflicts over shareholder rights, management control, or director conduct, we provide expert counsel to resolve issues while protecting your company’s reputation and operations.
International Trade, Insurance, and Admiralty Law Services
Our firm’s expertise extends beyond traditional corporate law into the specialized fields of international trade, insurance, and admiralty law. We offer bespoke legal services for businesses engaged in global commerce, marine operations, and the insurance industry, ensuring compliance with both local regulations and international standards.
International Trade: Expertise in Global Transactions and Trade Finance
International trade presents complex legal challenges, from negotiating contracts to securing financing and ensuring compliance with international agreements. Our legal team advises clients on trade agreements, import-export regulations, and customs procedures to facilitate smooth international transactions.
In trade finance, we assist businesses in utilizing letters of credit, documentary credits, and other financial instruments to secure payments and minimize risks. Our firm helps clients structure agreements that comply with international trade regulations, ensuring that their global operations are legally sound and financially secure.
Insurance Law: Resolving Complex Disputes and Ensuring Adequate Coverage
With the rise of global commerce, businesses in sectors like shipping, manufacturing, and logistics face ever-increasing risks, making insurance coverage essential. We offer expert advice on marine insurance, cargo insurance, general liability, and property insurance, ensuring that your business is fully covered against potential risks.
We also represent clients in insurance disputes, including claims for cargo damage, policy breaches, and liability issues. Whether you are an insurer or a policyholder, our firm ensures that your interests are defended in a manner that adheres to local and international insurance laws.
Admiralty Law: Legal Guidance on Maritime Issues
Admiralty law governs maritime operations, including shipping, navigation, and marine commerce. Our legal team specializes in handling complex maritime disputes, including vessel collisions, marine pollution, cargo claims, and salvage operations. We assist clients in structuring maritime contracts, ensuring compliance with national and international regulations, such as the United Nations Convention on the Law of the Sea (UNCLOS) and International Maritime Organization (IMO) conventions.
Our firm also provides advice on ship financing, ship registration, and maritime litigation, ensuring that your maritime business operates in full compliance with the law and is protected from potential legal risks.
Banking and Finance Legal Solutions
Our deep expertise in banking and finance law enables us to offer strategic solutions to both local and international banks, financial institutions, and corporate clients. We provide legal advice on a range of banking transactions, from loan documentation to complex financial agreements, ensuring that your business or financial institution is fully compliant with Bangladeshi laws and international banking standards.
Drafting and Perfecting Securities: Documentation for Loans, Mortgages, and Guarantees
We provide comprehensive services for the drafting and perfection of securities, ensuring that loans, mortgages, guarantees, and other financial agreements are legally sound and enforceable. Our team ensures that all documents meet the requirements of the Bangladesh Bank and other regulatory bodies, offering protection for lenders and borrowers alike.
Litigation and Recovery: Representing Clients in Loan Recovery and Disputes
Our firm is highly skilled in banking litigation, representing clients in loan recovery cases, default disputes, and money loan courts. We ensure that the interests of banks, lenders, and financial institutions are safeguarded in legal proceedings, facilitating debt recovery and resolving disputes efficiently.
Loan Agreements and Financial Documents
We provide expertise in drafting and reviewing syndicated loan agreements, security sharing agreements, master franchise agreements, and online banking agreements, ensuring they comply with local and international legal frameworks. We help structure these agreements to meet the business needs of all parties involved, minimizing legal risks and maximizing financial security.
Legal Opinions: On Banking and Commercial Matters
Our firm provides legal opinions on complex banking and commercial matters, including documentary credits, electronic payment systems, and other financial instruments. These opinions offer clients a clear understanding of their legal standing, potential risks, and obligations in various banking transactions.
Advisory Services for Multinational Banks
We frequently provide advisory services to multinational banks, helping them navigate the legal complexities of operating in Bangladesh. Our services include:
- Amalgamations and Acquisitions: Providing legal due diligence, deal structuring, and post-merger integration support to ensure smooth transitions.
- Reorganization and Restructuring: Offering strategic advice on internal management changes, operational overhauls, and corporate restructuring to improve efficiency.
- Employment Issues: Advising on employment contracts, employee benefits, and compliance with Bangladesh’s labor laws.
By combining our local legal expertise with a global perspective, we are able to offer comprehensive, solutions-driven legal services that align with your business objectives. Whether it’s handling complex trade transactions, insurance disputes, corporate governance matters, or banking law, our firm is committed to providing timely, effective, and high-quality legal support that enables businesses to thrive in Bangladesh and beyond.