Branch, Liaison, Representative, or Project Office in Bangladesh
Liaison or Representative Office in Bangladesh
Are you planning to establish a Liaison Office in Bangladesh? Many foreign companies explore this option when they want to enter the Bangladeshi market but are not yet ready to start commercial operations. In this blog, we will explain in detail what a Liaison or Representative Office is, its functions, limitations, and how to get approval in Bangladesh.
What is a Liaison or Representative Office?
A Liaison Office (also known as a Representative Office) is a type of office set up by a foreign registered company in Bangladesh. The main purpose of such an office is to:
Communicate with Bangladeshi companies, organizations, and government agencies.
Promote the parent company’s business activities.
Exchange information about products and services.
Conduct market research and feasibility studies.
However, a Liaison Office in Bangladesh cannot generate any income locally. It works only as a communication bridge between the parent company abroad and stakeholders in Bangladesh.
Key Features of a Liaison Office in Bangladesh
Non-Commercial Nature
No buying or selling of goods and services locally.
No invoices or payments can be collected in Bangladesh.
Funding
All expenses (office rent, staff salaries, utilities, etc.) must be paid by the parent company through remittances from abroad.
Approval Requirement
Approval must be obtained from the Bangladesh Investment Development Authority (BIDA).
Usually granted for 3 years and renewable.
Permitted Activities
Promote the parent company’s business.
Provide technical and marketing support.
Collect market intelligence.
Organize promotional events and seminars.
Restrictions
Cannot earn local revenue.
Cannot engage in manufacturing or trading.
Cannot sign commercial contracts directly.
Example of a Liaison Office
Imagine a German IT company wants to explore opportunities in Bangladesh. Instead of starting operations immediately, it opens a Liaison Office in Dhaka.
The office introduces its software to local businesses.
Collects feedback about market demand.
Maintains communication with potential partners.
Sends reports back to the parent company in Germany.
The Dhaka office does not sell software licenses directly; instead, sales happen through the parent company abroad.
Why Set Up a Liaison Office in Bangladesh?
- Easy entry point for foreign investors.
- Builds brand presence without financial risk.
- Helps understand the Bangladeshi market before investing heavily.
- Establishes relationships with local stakeholders.
Project Office in Bangladesh
Foreign companies and international organizations often participate in development projects in Bangladesh. To manage and coordinate such projects, they need an official presence in the country. This is where a Project Office comes in. In this blog, we will explain what a Project Office is, its functions, regulatory framework, and how foreign companies can set up a Project Office in Bangladesh.
What is a Project Office in Bangladesh?
A Project Office means the office of a foreign registered company or organization established in Bangladesh for the implementation of a specific development project or a part of it.
These projects are usually:
Funded by: The Government of Bangladesh, foreign development partners, or through public-private financing (PPP).
For a fixed duration: The Project Office operates only as long as the project continues.
In simple terms, a Project Office is a temporary office of a foreign company set up to execute a project in Bangladesh.
Key Features of a Project Office
Project-Specific Operations
Exists only for the duration of the approved project.
Cannot conduct business outside the project scope.
Approval Requirement
Must be approved by the Bangladesh Investment Development Authority (BIDA).
Approval is usually tied to the project’s timeline.
Funding
All expenses are financed from project funds, either by the government, donor agencies, or parent company abroad.
Inclusion of Contractors
The term “Project Office” also covers the offices of foreign contractors and sub-contractors appointed by the concerned authority to work on the project.
Functions of a Project Office
Coordination: Acts as a coordination center between the foreign parent company, government agencies, and local partners.
Implementation: Oversees the execution of the assigned project or part of it.
Monitoring & Reporting: Provides updates and reports to the funding agency or parent company.
Compliance: Ensures all legal and regulatory obligations are met during the project.
Example of a Project Office in Bangladesh
Suppose a foreign construction company is awarded a contract to build a highway in Bangladesh, funded by the government and a foreign development bank.
The company sets up a Project Office in Dhaka.
The office manages project staff, logistics, and coordination with local contractors.
Once the highway is completed, the Project Office is closed down.
Why Set Up a Project Office in Bangladesh?
To execute large-scale development or donor-funded projects.
To maintain a legal presence in Bangladesh during project duration.
To coordinate efficiently with government agencies and stakeholders.
To comply with local regulations while implementing projects.
Commercial Office in Bangladesh
Bangladesh is becoming an attractive destination for foreign companies, contractors, and investors. To establish a formal presence in the country, many foreign businesses set up different types of offices. One important category is the Commercial Office. In this blog, we will explain what a Commercial Office is, its scope, and how it works in Bangladesh.
What is a Commercial Office in Bangladesh?
A Commercial Office in Bangladesh refers to a broad category of offices and organizations that include:
Branch Office of a foreign company
Liaison or Representative Office
Project Office
Foreign contractors or sub-contractors working in development projects in Bangladesh
Joint ventures, consortia, or associations (JVCP) formed by multiple local and/or foreign organizations for project implementation under Rule 54 of the Public Procurement Rules, 2008 or any existing law
Institutions registered in Bangladesh engaged in the purchase and sale of duty-free goods and services
In short, a Commercial Office is the legal identity under which foreign companies or organizations can operate in Bangladesh for business, development, or project purposes.
Key Features of a Commercial Office
Covers Multiple Types of Offices
Includes branch, liaison, representative, and project offices.
Also covers joint ventures and consortiums in Bangladesh.
Legal Framework
Governed by Bangladesh Investment Development Authority (BIDA) and relevant laws.
Public Procurement Rules, 2008 (Rule 54) plays an important role for project-based offices.
Business Scope
Can be project-specific or business-focused.
May involve foreign contractors, duty-free trade, or service delivery.
Tax and Regulatory Compliance
All Commercial Offices must comply with Bangladeshi tax laws, reporting requirements, and labor regulations.
Types of Commercial Offices in Bangladesh
Branch Office – Can engage in commercial activities and earn income with approval.
Liaison/Representative Office – For communication, promotion, and support (non-commercial).
Project Office – Established for implementing a specific development project.
Joint Ventures/Consortiums (JVCP) – Collaboration between multiple local and foreign entities for development projects.
Duty-Free Trading Institutions – Registered entities dealing with purchase and sale of duty-free goods and services.
Why Set Up a Commercial Office in Bangladesh?
Expanding into a growing market – Bangladesh is one of the fastest-growing economies in Asia.
Government and donor-funded projects – Many infrastructure and development projects require foreign contractors and consultants.
Ease of entry – A Commercial Office provides legal presence without forming a full-fledged company.
Networking and collaboration – JVCPs and consortiums allow multiple companies to work together.
Approval Process for Commercial Office
To establish a Commercial Office, foreign companies usually need:
Approval from the Bangladesh Investment Development Authority (BIDA).
Compliance with Public Procurement Rules, 2008 (for project offices or JVCPs).
Registration with the Registrar of Joint Stock Companies and Firms (RJSC) if applicable.
Necessary tax registration (TIN, VAT, etc.) depending on operations.
Example of a Commercial Office in Practice
Imagine a foreign engineering firm is awarded a contract to build a power plant in Bangladesh under a public-private partnership.
It sets up a Project Office in Dhaka.
Partners with a local firm through a Joint Venture Consortium (JVCP).
Purchases duty-free equipment for project execution.
Together, all these activities fall under the scope of a Commercial Office in Bangladesh.
Branch Office in Bangladesh – A Complete Guide for Foreign Companies
Are you a foreign company planning to expand your business operations in Bangladesh? Setting up a Branch Office in Bangladesh is one of the most effective ways to enter the Bangladeshi market while maintaining full ownership and control under your parent company.
In this blog, we’ll explain what a branch office is, its benefits, requirements, and the process of setting up a branch office in Bangladesh.
What is a Branch Office in Bangladesh?
A Branch Office is an extension of a foreign company that operates in Bangladesh. It does not have a separate legal identity; rather, it functions as an extension of the parent company. The branch office is allowed to engage in activities such as:
Providing services to local clients
Carrying out import & export of goods
Executing consultancy, technical or professional services
Representing the parent company in Bangladesh
However, a branch office cannot engage in manufacturing or direct commercial trading unless specifically approved by the Bangladesh Investment Development Authority (BIDA).
Benefits of Opening a Branch Office in Bangladesh
Setting up a Branch Office in Bangladesh offers several advantages, including:
Full Control: Operates directly under the parent company’s authority.
Market Entry: Provides a fast way for foreign companies to test the Bangladeshi market.
Reputation: Enhances credibility and trust among local businesses and government bodies.
Revenue Generation: Allows income from approved activities, subject to local tax compliance.
Documents Required for Branch Office Setup in Bangladesh
To establish a branch office, a foreign company must submit the following documents to BIDA:
Application in prescribed form with company profile.
Copy of the parent company’s Certificate of Incorporation.
Memorandum and Articles of Association of the parent company.
Board Resolution for opening the branch office in Bangladesh.
Details of proposed activities in Bangladesh.
List of directors, promoters, and their nationality.
Copy of audited financial statements of the parent company.
Organization structure of the proposed office in Bangladesh.
Particulars of local and foreign employees (if applicable).
(All documents must be attested by the Bangladesh Embassy or a recognized notary.)
Step-by-Step Process of Setting Up a Branch Office in Bangladesh
Application to BIDA – Submit an application with all necessary documents.
BIDA Approval – BIDA reviews and grants permission (usually valid for 3 years, renewable).
Opening a Bank Account – A temporary bank account must be opened in Bangladesh.
Registration with RJSC – Register the branch office with the Registrar of Joint Stock Companies (RJSC).
Tax and VAT Registration – Obtain TIN and VAT registration from NBR.
Office Setup – Rent office space and begin operations.
Taxation of Branch Offices in Bangladesh
A Branch Office is subject to the same tax regulations as Bangladeshi companies. The corporate tax rate generally applies, and remittance of profits outside Bangladesh requires prior approval from Bangladesh Bank.
Final Thoughts
Opening a Branch Office in Bangladesh is a smart choice for foreign companies looking to establish a long-term presence in the country. With the right guidance, the setup process can be smooth and efficient.
Summary: How to Set Up a Branch, Liaison, or Representative Office in Bangladesh (2025)
Get BIDA Approval: Apply through BIDA OSS and submit required documents (initial 3-year approval).
Rent Office Space: Secure a physical office in Bangladesh.
Open Bank Account: Bring foreign capital of at least US$50,000 within 2 months of BIDA approval.
Notify Bangladesh Bank: Submit notification under Section 18B of the Foreign Exchange Regulation Act, 1947 within 30 days via your bank.
Obtain TIN: Get your Tax Identification Number (TIN) certificate.
Apply to RJSC: File for a certificate under Section 379 of the Companies Act, 1994 within 30 days of BIDA approval.
Get Trade License: Obtain a valid trade license for the office.
VAT Registration: Register for VAT (E-BIN) with the National Board of Revenue (NBR).
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