Company maintenance in Bangladesh is the recurring work needed to keep a registered company in good standing: holding the AGM, filing the annual return with RJSC, getting accounts audited, filing income tax and withholding returns with NBR, submitting monthly VAT returns, renewing the trade licence and keeping registers current. A maintenance retainer bundles these into one annual plan, especially useful for small, dormant or foreign-owned companies.
Company maintenance in Bangladesh is the routine that follows incorporation and continues every year until the company is closed. Many companies, especially small trading companies, holding companies and foreign-owned subsidiaries with limited local staff, find that no one inside the business owns this routine. Deadlines are missed not because they are hard, but because they are spread across several authorities and months.
This page describes our maintenance retainer: what is included, the annual calendar it follows, and who it suits. It differs from our annual compliance page, which explains the legal obligations themselves; here the focus is on an ongoing service model that takes the whole upkeep off your desk for a predictable annual fee.
On this page
What a company maintenance retainer covers
The retainer is built around the filings every limited company in Bangladesh faces, then extended for the company's specific registrations.
- RJSC: AGM documentation, annual return (Schedule X), Form XII for director changes and other event filings
- Accounts and audit: bookkeeping review, year-end financial statements under BFRS and coordination with the statutory auditor
- Income tax: company return with audited accounts, PSR, advance tax and withholding returns
- VAT: monthly Mushak 9.1 return, including nil returns, and VDS reconciliations
- Licences: trade licence renewal each financial year and reminders for sector licences
- Registers and minutes kept up to date and available on request
Who needs company maintenance support
We designed the retainer for companies where compliance is real but the volume does not justify a full-time company secretary.
- Small and medium companies run by owner-directors
- Foreign-owned subsidiaries whose finance team sits abroad
- Holding or property companies with few transactions but full obligations
- Dormant companies kept alive for future projects
- Companies recovering from years of missed filings that want to stay clean
Need this done for you?
Message us on WhatsApp with your situation and we will tell you exactly what is needed.
The annual company maintenance calendar
For most companies with a 30 June income year, the year has a predictable rhythm. Monthly VAT returns fall due by the 15th of the following month. Withholding returns follow the periodic schedule set under the Income Tax Act 2023. The trade licence is renewed at the start of the financial year. After year-end, accounts are closed and audited, the company tax return is filed by its due date under the current law, and the AGM approves accounts so the annual return can be filed with RJSC within the period the Companies Act allows.
We tailor the calendar to your year-end, Articles and registrations, then share it at the start of the retainer so everyone sees what is coming.
Why maintenance costs less than catching up
Late RJSC filings attract additional fees, and NBR and VAT offices can impose penalties and interest for late or missing returns. Beyond the direct cost, gaps cause practical problems: RJSC may not issue certified copies, banks pause facilities, tender documents cannot be completed, and buyers or investors discount the company in due diligence. Keeping the company maintained month by month is usually cheaper and far less stressful than a catch-up exercise every few years.
Keeping a dormant company maintained
A company that is not trading still has to hold an AGM, file its annual return, prepare accounts, file tax returns and submit nil VAT returns if it holds a BIN. Our dormant company plan focuses on these minimum obligations at a lower cost, and we review each year whether keeping the company or closing it through strike-off is the better choice.
How the process works
- Onboarding reviewWe check the company's existing RJSC, NBR, VAT and licence status and list any gaps.
- Fix the backlogWhere needed, we file overdue items first so the retainer starts from a clean base.
- Agree the calendarWe share a twelve-month calendar with every deadline, responsible person and document needed.
- Monthly workWe collect data, prepare and file monthly VAT and periodic withholding returns and confirm submission.
- Year-end cycleWe coordinate accounts and audit, the tax return, the AGM and the RJSC annual return.
- Annual reviewWe report on what was filed, what changed in the law and what to plan for next year.
Typical timeline: Onboarding usually takes two to four weeks depending on the state of records; after that the retainer runs on the annual calendar, with each filing subject to the relevant authority's processing.
How Tax & VAT Associates helps
- Twelve-month compliance calendar tailored to your company
- RJSC annual return, AGM papers and event-based filings
- Monthly VAT and periodic withholding return filing
- Company income tax return preparation with audit coordination
- Trade licence renewal and reminders for other licences
- Dormant company plan with an annual keep-or-close review
Frequently asked questions
What is included in company maintenance in Bangladesh?
It typically includes the AGM and RJSC annual return, statutory registers, coordination of audited accounts, the company income tax return and withholding returns, monthly VAT returns and trade licence renewal. The exact scope depends on your registrations and activities and is listed in the engagement letter.
Does a dormant company need maintenance?
Yes. A dormant company in Bangladesh still has RJSC, income tax and, if it holds a BIN, VAT return obligations. Missing them leads to late fees and penalties. If the company has no future purpose, closing it may be more economical than maintaining it.
Is the audit fee included in the maintenance retainer?
The statutory audit must be carried out by an independent chartered accountancy firm registered to practise in Bangladesh, so its fee is separate from our retainer. We prepare the accounts, ledgers and supporting schedules and coordinate with the auditor so the audit runs smoothly and finishes in time for the tax return and AGM.
Can you maintain a company whose directors are abroad?
Yes. Many of our maintenance clients are foreign-owned subsidiaries. We prepare documents for electronic or courier signature, schedule board meetings and the AGM to suit time zones, and keep the overseas finance team updated with a simple monthly status report showing what was filed and what is coming next.
How is company maintenance different from annual compliance?
Annual compliance describes the legal obligations a company must meet under the Companies Act, tax law and VAT law. Company maintenance is our service model for meeting them continuously, with a calendar, monthly filings and year-end coordination handled under one retainer and one point of contact.
What if my company has missed filings in previous years?
We start with a catch-up phase to file overdue RJSC annual returns, income tax returns and VAT returns where possible, and quantify late fees and likely penalties before you commit. Once the backlog is cleared, the regular maintenance cycle keeps the company current so the same problem does not return.
Ready to get started with Company Maintenance?
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Learn more →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.