“Starting a company is one thing. Keeping it legal, every single year? That’s where most people get humbled.”
— Every founder with a balance sheet and a tax deadline
When the Real Work Starts
Most foreign entrepreneurs think registering a business in Bangladesh as a foreigner is the hard part.
Well, it’s not. You comply with the mandatory legal requirements for starting your business, such as filling out forms, getting approvals, maybe working with an agent, and boom, you’re live.
Now, the actual challenge? Knowing what comes after your company is approved—when the government stops smiling and starts asking for paperwork.
Bangladesh welcomes foreign-owned companies. But if you skip your annual returns, ignore local tax rules, or forget to file one tiny document—that “welcome” wears off quickly.
This guide breaks down exactly what you’re expected to do: from taxes to financial statements, to yearly filings, and all the small boxes no one tells you about… until they fine you for not ticking them.
Annual Compliance Duties You Can’t Skip
Every company in Bangladesh—whether fully foreign-owned or not—has to keep up with yearly filings. Here’s what’s non-negotiable:
- Income Tax Return: You’ll need to submit your company’s annual return to the National Board of Revenue (NBR). This includes your profit/loss details, tax paid, and supporting documents. Deadline? Usually, within 7 months after your financial year ends.
- Audited Financials: These must be signed off by a certified Chartered Accountant and submitted to the RJSC (Registrar of Joint Stock Companies). No audit? You’re out of compliance.
- Annual Return to RJSC: Within 42 days of your AGM (Annual General Meeting), you’ll need to file the Annual Return and Schedule X, listing your directors, shareholders, and capital structure.
- Trade License Renewal: City corporations require yearly renewals. Delay it, and your local business permissions start falling apart.
- Withholding Tax Reporting: If you’re deducting taxes from vendor payments or salaries, that money needs to be declared and deposited monthly.
Quick tip: Don’t rely on memory only. Set calendar reminders for each of these, because once the penalty hits, it won’t tap you on the shoulder—it’ll hit like a storm.
How Taxes Actually Work for Foreign-Owned Companies
Bangladesh doesn’t care who owns the company when it comes to taxes—the rules are the same for everyone. But how you structure your entity and what company type you choose does affect the rate you pay and what kind of paperwork you’ll deal with.
Let’s have a look at the table given below:
| Entity Type | Corporate Tax Rate |
| Private Limited Company | 27.5% |
| Branch Office of a Foreign Company | 27.5% + 20% on profits remitted abroad |
| Public Company (listed, >10% shares) | 20% |
| Capital Gains (general) | 15% |
| Dividend Received by Non-Resident | 30% |
Even if your company makes no profit, you may still be subject to a minimum tax, calculated as a small percentage (typically 0.6%) of your gross revenue.
Also, if you’re planning to send profits home (i.e., outside Bangladesh), expect to pay remittance tax before you wire the money out.
Monthly and Quarterly Duties (the Ones People Forget)
Not all compliance is yearly. Some of it lands every single month, and skipping it builds up into trouble fast.
Here’s what most people overlook:
- VAT Returns: Even if you don’t owe VAT, if you’re registered, you must file every month. Standard VAT is 15%, but certain sectors have reduced rates. No filing = automatic penalty.
- Salary Tax (TDS): As an employer, you must deduct tax at source from your employees’ salaries—and submit that to NBR on time. Delay? That’s non-compliance.
- Advance Tax Payments: You may need to pay estimated income tax in four quarterly installments. If you don’t, and your final bill is off? Expect interest charges.
Cash-heavy business? Be careful. Paying more than BDT 500,000 in cash to any vendor can trigger additional taxes and disallowances in your audit.
What Foreigners Often Miss
Here’s where even smart, experienced entrepreneurs mess up:
- Assuming the accountant is filing everything: Trust me, they often don’t. Unless you specify what needs to be submitted and double-check, things get lost.
- Thinking VAT isn’t their issue: Until the mighty NBR notices that your turnover crossed BDT 3 crore, and you are yet to register!
- Delaying audit finalization: Also missing RJSC deadlines because your reports weren’t ready in time.
- Appointing a nominee director and forgetting to update their information in the RJSC or bank records.
- Not submitting Schedule X with your annual return: Yes, it’s boring. I know. I also can inform you, it’s required.
Want to avoid all this? For real? Then make a compliance calendar! Seriously! One small checklist can save you months of stress and a few hundred thousand taka in penalties.
Penalties and What They Actually Look Like
This isn’t scare tactics—just the real consequences you’ll face for missing deadlines:
- Late tax return filing: 2% penalty per month on unpaid tax
- RJSC non-filing: Daily late fee, and your company status may show as “defaulter.”
- Skipping VAT returns: Monthly fines + random audit selection.
- Missing audit report submission: Your financials get rejected, and lenders won’t take you seriously.
- Unauthorized foreign employees: Your tax gets hiked, often by 50%.
Worst-case? You lose your trade license renewal—which means you’re technically illegal until you catch up.
The Structure You Pick Decides the Path You Walk
In Bangladesh, you’re not just registering a company—you’re choosing a system to live in. A tax system. A filing system. A regulatory system.
If you choose the wrong business structure, hire the wrong help, or skip the basics because they feel “small,” the problems that show up later won’t feel small at all.
But if you start with clarity—the right timelines, the right people, the right filings—you’ll never have to panic during tax season or scramble before your AGM.
You did not travel this far to get stuck in paperwork.
So slow down. File right. And make compliance a habit, not a headache.
FAQ
What are the main annual filings I need to do as a foreign entrepreneur in Bangladesh?
You’ll need to file three big things every year: your company’s income tax return, your audited financial statements to the RJSC, and your annual return (including Schedule X). Miss one, and you’re already on the RJSC’s naughty list.
Do I still need to file even if I didn’t make any revenue this year?
Yes. The authority doesn’t really care whether you earned or lost—your company is expected to report. If you skip filing just because business was slow, expect late fees or worse: compliance status flagged.
What happens if I miss my tax deadline?
First comes the fine: 2% of unpaid tax per month. Then the notices. Then the real pain—frozen accounts, trouble renewing your trade license, and potentially getting blacklisted from certain business opportunities. Don’t roll the dice on this.
Do I need to submit VAT returns if I didn’t charge any VAT this month?
Still yes. If you are VAT-registered, you’re expected to file every single month, even if your return is zero. No filing makes you non-compliant. Non-compliance will push you to hefty penalties, and potentially an audit you really don’t want.
When do I need to renew my trade license?
Annually. Usually right before the fiscal year starts (July). It’s not automatic. And if it lapses, your business operations—including signing contracts or issuing invoices—legally stall.
Do I need to pay taxes on profits I send back to my home country?
Yep. Bangladesh applies a remittance tax when profits are sent abroad from a branch office or WOS. That’s in addition to regular corporate tax. The amount depends on how your company is structured—and no, you can’t skip it.
