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Branch Office Establishment in Bangladesh: BIDA Permission

How a foreign company obtains and keeps permission to open a branch office in Bangladesh.

Quick answer

Branch office establishment in Bangladesh is the regulatory approval process by which a foreign company obtains permission, normally from BIDA (or Bangladesh Bank for banks and financial institutions), to operate a branch that is legally part of the parent. It requires an application with the parent's constitutional documents, audited accounts and a board resolution, followed by registration as a foreign company with RJSC under the Companies Act 1994.

Branch office establishment in Bangladesh starts with a permission, not a registration. Unlike a subsidiary, a branch is not a new company; it is the foreign parent itself doing business here. That is why the Bangladesh Investment Development Authority (BIDA) examines the parent's standing, the proposed activities and how the branch will be funded before granting permission, and why that permission comes with conditions.

This page explains the approval side: eligibility, the BIDA application, conditions attached to the permission, and renewal. It is aimed at legal and finance teams at the parent company. Once permission is granted, the practical steps of opening the bank account, registering with RJSC, NBR and the trade licence authority are covered on our branch office setup page.

On this page
  1. When a branch office is the right structure
  2. Documents needed for BIDA branch office permission
  3. Typical conditions attached to the permission
  4. Tax and regulatory consequences of establishing a branch
  5. Renewal and changes after establishment
  6. Process
  7. FAQs

When a branch office is the right structure

BIDA generally permits branch offices for activities such as executing contracts with government or private parties, supervising projects, providing services, and certain trading or industrial support activities in line with its guidelines. Pure manufacturing or long-term local trading is usually better carried out through a subsidiary, while a liaison or representative office suits companies that only want to promote and coordinate without earning local income.

The key trade-off is liability. A branch exposes the parent directly to Bangladesh obligations and tax, while a subsidiary ring-fences them in a local company.

Documents needed for BIDA branch office permission

BIDA's online application asks for documents that establish the parent's identity, financial capacity and intent. Foreign documents usually need notarisation and attestation by the Bangladesh mission in the parent's country or an apostille-equivalent route where accepted.

  • Certificate of incorporation and Memorandum and Articles (or equivalent charter) of the parent
  • Recent audited financial statements of the parent
  • Board resolution approving the branch, its activities and the appointment of the country manager
  • Business plan or activity description with projected expenditure and staffing
  • Contract or letter of award where the branch is opened for a specific project
  • Passport and details of the proposed authorised representative
  • Proposed office address in Bangladesh

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Typical conditions attached to the permission

Permission letters set out conditions that the branch must follow for the life of its operation. The exact wording varies, so we read each letter with the client, but the following themes recur.

  • Bringing in a minimum initial inward remittance through banking channels within the period stated in BIDA's guidelines
  • Using the branch only for the approved activities
  • Registering with RJSC as a foreign company and with NBR for tax and VAT
  • Submitting periodic reports and audited accounts as required
  • Obtaining Bangladesh Bank or authorised dealer approval, through the bank, before remitting profits
  • Applying for renewal before the permission period expires

Tax and regulatory consequences of establishing a branch

A branch earning income in Bangladesh is taxed on its Bangladesh-source profit under the Income Tax Act 2023, generally at the rate applicable to companies set by the current Finance Act. Payments received from local clients are usually subject to TDS, and the branch must itself deduct tax on salaries and supplier payments. Remittance of branch profit to the head office requires audited accounts, tax compliance documents and processing through the authorised dealer bank under the Foreign Exchange Regulation Act 1947. A double taxation agreement between Bangladesh and the parent's country may affect the overall tax cost.

Renewal and changes after establishment

Branch permission is granted for a fixed period and must be renewed. BIDA typically reviews whether the remittance condition was met, whether activities matched the permission and whether reports were filed. Changes such as a new country manager, a new office address or extended activities also need BIDA's acknowledgement and an update to RJSC filings. Missing a renewal can disrupt work permits of foreign staff and bank operations.

How the process works

  1. Structure assessmentWe confirm that a branch, rather than a subsidiary or liaison office, fits your activities and risk appetite.
  2. Prepare parent documentsWe list the documents, draft the board resolution and guide notarisation and attestation abroad.
  3. BIDA online applicationWe complete the application, upload documents and pay the BIDA fee through the online system.
  4. Respond to queriesWe handle BIDA's questions and any presentation or clarification it requests.
  5. Permission and conditions reviewOn approval we walk you through each condition and set reminders for remittance, reports and renewal.
  6. Hand over to setupWe move into RJSC foreign company registration, bank account, TIN, BIN and trade licence.

Typical timeline: BIDA permission for a branch office typically takes several weeks from a complete application, depending on document readiness and BIDA's processing; renewals are usually quicker if reports are up to date.

How Tax & VAT Associates helps

  • Comparison of branch, subsidiary and liaison office for your activities
  • Document checklist and board resolution drafting for the parent
  • BIDA online application and query management
  • Explanation of permission conditions and a compliance calendar
  • Renewal applications and change approvals
  • Coordination with tax advisers on branch profit tax and remittance

Frequently asked questions

Who grants permission for a branch office in Bangladesh?

For most foreign companies, permission is granted by BIDA. Branches of foreign banks and certain financial institutions are regulated by Bangladesh Bank, and entities in economic zones or export processing zones deal with BEZA or BEPZA. The permission is followed by registration with RJSC as a foreign company.

Is a branch office a separate legal entity?

No. A branch is an extension of the foreign parent company. Contracts are made by the parent through the branch, and the parent is liable for the branch's obligations. This is the main difference from a subsidiary, which is a separate Bangladeshi company with limited liability.

Does a branch office have to bring money into Bangladesh?

Yes. BIDA's guidelines generally require a minimum initial inward remittance within a set period after permission, sent through banking channels. The amount and period are stated in the current guidelines and the permission letter, and the encashment certificate is the evidence.

Can a branch office remit profits to the parent?

Yes, subject to conditions. The branch must have audited accounts, pay its Bangladesh tax and submit the required documents to the authorised dealer bank, which processes the remittance under Bangladesh Bank's foreign exchange guidelines. Planning this from day one avoids delays at the first remittance.

How is a branch office different from a liaison office?

A branch can earn income in Bangladesh within its permitted activities. A liaison or representative office cannot earn local income; it is funded entirely by the parent and limited to promotion, liaison and coordination. The application route is similar but the conditions differ.

What happens if the branch permission expires?

If permission lapses without renewal, the branch technically loses authority to operate, which can affect bank accounts, work permits and contracts. Renewal should be applied for before expiry with up-to-date reports. If a lapse has already occurred, we assess the regularisation route with BIDA.

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Last reviewed: . Bangladesh tax and regulatory rules change with each Finance Act, SRO and authority circular. This page is general guidance; confirm current requirements for your case before filing.

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