Company Registration Lawyer
Near Me in Sylhet

Sylhet is a major commercial and judicial hub in northeastern Bangladesh. The city has a well-established legal community, with corporate law chambers concentrated in key areas:

• Court Point (District Judge's Court Area): The Sylhet District and Sessions Judge's Court complex houses numerous corporate and civil law practitioners.
• Zindabazar & Dhopadighir Par: The commercial heart of Sylhet, home to many law firms, chartered accountant offices, and business consultancies.
• Shimanta Abasik Area & Mirboxtula: Several established legal practitioners operate from these central neighbourhoods.

Our legal team provides complete company registration services for Sylhet-based businesses and NRB investors — with both online and in-person consultations available.

Company registration in Bangladesh is governed by the Companies Act 1994 and administered by the Registrar of Joint Stock Companies and Firms (RJSC). The process is entirely online — you do not need to visit Dhaka from Sylhet. Key steps include:

• Step 1 — Name Clearance: Apply online via the RJSC portal for a unique company name (1–2 working days; fee BDT 600).
• Step 2 — Draft MOA & AOA: Prepare the Memorandum and Articles of Association defining objectives, share capital, and governance.
• Step 3 — Open Temporary Bank Account: Required for foreign/NRB shareholders to remit capital and obtain an Encashment Certificate from a Sylhet-based bank.
• Step 4 — Submit RJSC Application: Upload signed MOA/AOA, Form IX, Form XII, and subscriber pages through the RJSC portal.
• Step 5 — Pay Government Fees: Fees depend on authorised capital, payable online or through designated banks.
• Step 6 — Receive Certificate of Incorporation: Issued digitally by RJSC, typically within 20–30 working days.

Contact our Sylhet legal team for seamless, end-to-end registration.

The RJSC requires the following core documents for incorporating a Private Limited Company:

• National ID (NID) or Passport copies of all Directors and Shareholders
• Passport-size photographs of all Directors
• Memorandum of Association (MOA) — signed and stamped by subscribers
• Articles of Association (AOA) — signed and stamped by subscribers
• Form IX — Written consent of each Director to act in that capacity
• Form XII — Particulars and list of all Directors
• Subscriber page (share subscription sheet with signatures)
• Proof of registered office address (utility bill, rental agreement, or ownership deed — can be a Sylhet address)
• Bank certificate or Encashment Certificate (mandatory for foreign/NRB shareholders)
• RJSC fee payment receipt

Our lawyers prepare and verify all documentation — get a free document checklist.

Trade Licenses in Sylhet are issued by the Sylhet City Corporation (SCC). A Trade License is mandatory before commencing any business activity. The procedure is as follows:

• Collect the K-Form (commercial) or I-Form (industrial) from the SCC Zonal Office or download from the SCC portal.
• Complete the application with your business name, Sylhet address, nature of business, and proprietor/director details.
• Get the form endorsed by the local Ward Councillor.
• Submit the form along with supporting documents (NID, address proof, rental agreement) to the SCC office.
• After inspection, pay the prescribed fee at the designated Sonali Bank branch or via the SCC online portal.
• Collect your Trade License from the SCC Zonal Office.

The Trade License must be renewed annually by 30th June. A signboard fee (30% of the license fee) also applies. Consult our licensing specialists.

Registration costs depend on Authorised Share Capital. Government fees are the same nationwide whether you register from Sylhet or Dhaka:

• Name Clearance: BDT 600
• Up to BDT 10 Lakh authorised capital: BDT 20,000–25,000 in government fees
• BDT 10 Lakh – 1 Crore authorised capital: BDT 25,000–55,000 in government fees
• Above BDT 1 Crore: Scaled fees as per the RJSC schedule
• Stamp Duty: Payable on MOA and AOA under the Stamp Act 1899
• Professional Legal Fee: Typically BDT 15,000–50,000+ depending on complexity and foreign/NRB investment involvement

Contact us for a transparent, all-inclusive cost estimate.

Since the RJSC process is fully online, there is no time difference between registering from Sylhet and Dhaka. Typical timeline:

• Name Clearance: 1–2 working days
• Document preparation: 2–5 working days with a lawyer
• RJSC processing & Certificate of Incorporation: 15–25 working days
• Total for a local company: Approximately 20–30 working days
• Foreign / NRB / Joint Venture companies: 30–45 working days (additional BIDA and bank encashment steps)

Our Sylhet team offers expedited assistance for time-sensitive incorporations.

Yes. Bangladesh permits 100% foreign and NRB ownership in most sectors under the Bangladesh Investment Development Authority (BIDA) framework. Sylhet, with its massive British-Bangladeshi (NRB) diaspora, sees significant NRB investment. Key points:

• NRBs and foreign investors may hold 100% shares in most sectors including real estate, tourism, healthcare, IT, and manufacturing.
• NRB shareholders must remit paid-up capital via official banking channels (e.g., from UK banks to Sylhet branches) and obtain an Encashment Certificate from the receiving bank before RJSC submission.
• Certain sectors (banking, insurance, telecom) have ownership restrictions or require regulatory approval.
• Work permits for foreign nationals and NRB investor visas are processed through BIDA.

Our lawyers are highly experienced in NRB-focused FDI registrations for Sylhet. Speak with our NRB investment legal team.

Bangladesh law provides several business structures:

• Private Limited Company (Pvt. Ltd.): Most popular; minimum 2 shareholders, limited liability, registered with RJSC.
• Public Limited Company: Can raise public capital; minimum 7 shareholders.
• One Person Company (OPC): Single shareholder and director; ideal for solo NRB entrepreneurs.
• Partnership Firm: Registered with RJSC under the Partnership Act 1932.
• Sole Proprietorship: Simplest form; established via Trade License only.
• Branch Office / Liaison Office: For foreign companies; requires BIDA approval.

Talk to our experts to choose the optimal structure for your Sylhet business.

Once you receive the Certificate of Incorporation, mandatory post-registration steps include:

• TIN Registration: Obtain a Tax Identification Number from NBR online (etaxnbr.gov.bd).
• BIN / VAT Registration: Acquire a Business Identification Number if annual turnover exceeds BDT 30 Lakh.
• Trade License: Apply to SCC before commencing business — renewable annually by 30 June.
• Corporate Bank Account: Open a current account in the company's name at a Sylhet branch of any scheduled bank.
• Import/Export Registration: IRC/ERC from the Chief Controller of Imports & Exports (relevant for Tamabil border trade).
• Annual Return Filing (RJSC): File yearly returns and AGM minutes under Section 150 of the Companies Act 1994.

Get a complete compliance package for your Sylhet business.

Key administrative details for business registration in Sylhet:

• City Corporation: Sylhet City Corporation (SCC)
• Major Thanas: Kotwali (Sadar), Jalalabad, South Surma, Mogalgaon, Shahparan
• Postal Code (Sadar/Kotwali): 3100
• Area Code: 0821
• Key Commercial Areas: Zindabazar (3100), Dhopadighir Par, Ambarkhana, Upashahar, Mirboxtula, Subid Bazar, Taltala
• Airport: Osmani International Airport (ZYL), located in Osmani Nagar
• Land Port: Tamabil Land Port (India–Bangladesh border, ~55 km from city)

When completing applications, use "Zindabazar, Sylhet-3100" or the specific area and postal code. Book a consultation.

The MOA and AOA are the constitutional documents of a company under the Companies Act 1994:

• MOA (Section 11): Defines the company's name, registered office jurisdiction (e.g., Sylhet), business objectives, authorised share capital, and member liability. Limited to 400 words across 7 clauses.
• AOA (Section 22): Sets out internal governance rules — meetings, share transfers, director appointments, voting rights, and dividends.

A poorly drafted MOA restricts your future business activities. An inadequate AOA triggers shareholder disputes. RJSC rejects documents with errors. A lawyer ensures your MOA/AOA are tailored, legally sound, and RJSC-compliant. Our team drafts MOA/AOA for Sylhet businesses.

Trade License fees under SCC depend on business category and premises size. Typical ranges for Sylhet (2025):

• Small Commercial Firm (K-Form): BDT 1,500 – 8,000 per year
• Medium Commercial / Service: BDT 8,000 – 20,000 per year
• Large Business / Corporate Office: BDT 20,000 – 40,000+ per year
• Signboard Fee: 30% of the Trade License fee (mandatory)

Renewal is due by 30 June each year. Late renewal incurs surcharges. Let us manage your SCC Trade License.

Registered companies must fulfil ongoing statutory requirements under the Companies Act 1994:

• Annual General Meeting (AGM): Within 18 months of incorporation, then annually (Section 81).
• Annual Return (RJSC): Filed within 21 days of the AGM (Section 150).
• Audited Financial Statements: Required annually by a practising Chartered Accountant.
• Trade License Renewal: By 30 June each year with SCC.
• Income Tax Return: Filed annually with NBR; corporate tax starts at 22.5%.
• VAT Returns: Monthly BIN returns if VAT-registered.
• Director Changes: Notified to RJSC within 30 days.

Contact our compliance team for a tailored annual plan.

Absolutely. Sylhet is the number one destination for NRB investment in Bangladesh, particularly from the British-Bangladeshi community. Advantages include:

• Strong emotional and familial ties drive NRB investment in Sylhet's real estate, healthcare, education, and hospitality sectors.
• NRBs can incorporate a company and open bank accounts entirely remotely — physical presence in Bangladesh is not strictly required.
• Capital remitted from abroad and encashed at a Sylhet bank branch qualifies for legal share subscription.
• BIDA provides dedicated NRB investment facilitation services, including visa recommendations and work permits for expatriate staff.
• NRB-invested companies enjoy the same fiscal incentives as domestic companies, plus potential tax benefits on repatriable profits.

Consult our NRB investment specialists for hassle-free registration from abroad.

RJSC prescribes several statutory forms for incorporation. The three most essential are:

• Form I (Declaration): A statutory declaration affirming compliance with the Companies Act 1994. Must be signed by an Advocate or a named director/secretary.
• Form IX (Consent of Director): Each director signs this, confirming their consent and that they are not disqualified.
• Form XII (Particulars of Directors): Lists full name, address, occupation, and NID/passport details of all directors. Must be updated within 30 days of any change.

Errors in these forms are the most common reason for RJSC rejection. Contact us for end-to-end RJSC filing support.

Yes. Under the Companies Act 1994, you may use a residential property in Sylhet as your registered office, provided:

• The address is a physical, identifiable location — not a P.O. Box.
• You submit proof of address: a recent utility bill (WASA, electricity, gas), rental agreement, or ownership deed.
• If rented, a no-objection certificate (NOC) from the landlord is advisable.
• The registered office determines your Trade License jurisdiction — SCC for areas within the city corporation.

Many NRB investors use their family home in Sylhet initially, later moving to a commercial space. Get guidance on your registered office setup.

You do not need to travel to Dhaka. The entire RJSC process is online. From Sylhet, the process works as follows:

• Name Clearance: Applied for and received online.
• Document Preparation: Shared electronically for review and e-signature.
• Document Signing: Print, sign, scan, and upload from your Sylhet home or office.
• Fee Payment: Paid online or through designated Sylhet bank branches.
• Certificate of Incorporation: Issued digitally and downloadable from the RJSC portal.
• Post-Registration: TIN, BIN, and SCC Trade License applications are also processed online or locally.

Our firm provides fully remote registration services — you never need to leave Sylhet. Start your remote registration today.

Sylhet is the heartland of Bangladesh's tea industry (Srimangal, Maulvibazar, Habiganj). Registering a tea-related business involves:

• Standard RJSC Incorporation: Register as a Private or Public Limited Company with MOA objectives covering tea cultivation, processing, blending, or export.
• Bangladesh Tea Board Registration: Tea estates and manufacturing units must be licensed by the Bangladesh Tea Board under the Tea Act 1951.
• Land Lease from BTB: New tea gardens require land allocation or lease approval from the Tea Board and relevant government authorities.
• Environmental Clearance: Tea processing factories require clearance from the Department of Environment (DoE).
• Export Registration: If exporting tea, obtain ERC from the Chief Controller of Imports & Exports.

Get specialised tea industry registration support.

Sylhet's natural beauty (Jaflong, Ratargul Swamp Forest, Bichnakandi, Lalakhal) makes it a prime location for tourism and hospitality investment. Registration involves:

• Standard RJSC Incorporation: Register as a Private Limited Company with tourism, hospitality, or eco-tourism objectives.
• SCC / Upazila Trade License: Obtainable from SCC or the relevant Upazila Parishad depending on resort location (e.g., Gowainghat for Jaflong).
• Bangladesh Parjatan Corporation (BPC) Registration: Recommended for hotels, resorts, and tour operators to access government tourism incentives and accreditation.
• Environmental Clearance: Eco-resorts near rivers, haors, or forests require DoE clearance under the Environment Conservation Act 1995.
• Fire Safety Certificate: Mandatory for hotels and resorts from the Fire Service and Civil Defence Directorate.

Consult our tourism business registration specialists.

Yes. Sylhet's stone and boulder quarries (Bichnakandi, Jaflong, Companiganj) are heavily regulated. Additional licenses include:

• Environmental Clearance (DoE): Stone crushing units must obtain Environmental Clearance from the Department of Environment under the Environment Conservation Rules 1997. This requires an Environmental Impact Assessment (EIA).
• Mining Licence / Quarry Permit: Required from the Bureau of Mineral Development (BMD) or the relevant district administration for stone extraction.
• Factory Licence: From the Chief Inspector of Factories and Establishments.
• Fire Safety Certificate: Mandatory for crushing units.
• Local Government Permission: Upazila Parishad and Union Parishad NOCs for quarry operations in their jurisdiction.

Get sector-specific licensing guidance for Sylhet's stone industry.

Foreign companies wishing to operate in Sylhet can establish a branch office or liaison office with BIDA approval:

• Eligibility: The parent company must have operated for at least 3 years with a positive track record.
• Application to BIDA: Submit incorporation certificate, audited financials (3 years), board resolution, and proposed Sylhet address.
• Security Deposit: Refundable deposit (USD 5,000–50,000) placed with a scheduled bank.
• Post-Approval: Obtain Trade License from SCC, TIN from NBR, and open a Sylhet bank account.

A liaison office cannot earn revenue; a branch office can. Consult our foreign investment lawyers.

For NRB or foreign directors/shareholders, additional documentation is required:

• Notarised Passport Copy: Notarised by a notary public in the NRB's country of residence (e.g., UK, USA).
• Apostille or Consular Authentication: Apostille for Hague Convention countries; Bangladesh Embassy authentication for others.
• Proof of Overseas Address: Utility bill, bank statement, or council tax bill showing the NRB's foreign address.
• Encashment Certificate: Mandatory for NRB shareholders. Capital remitted from abroad must be encashed at a Bangladesh bank (e.g., a Sylhet branch of Sonali, City, or BRAC Bank).
• Power of Attorney: If the NRB cannot sign in person, a notarised POA authorising a local representative in Sylhet is necessary.

Get expert help with NRB/foreign documentation.

Both TIN and BIN are mandatory for registered companies:

• e-TIN Registration: Visit etaxnbr.gov.bd, create an account, and complete the application using your company details and Sylhet address. The 12-digit TIN is issued instantly.
• BIN (Business Identification Number): Apply online via vat.gov.bd using your TIN, Certificate of Incorporation, Trade License, and bank details. Required if turnover exceeds BDT 30 Lakh.
• Circle Office: Your company is assigned to an NBR Circle under the Sylhet Tax Zone, which covers the Sylhet, Maulvibazar, Habiganj, and Sunamganj districts.

Let us manage your tax registrations.

Yes. Each separate business location requires its own Trade License:

• Each physical location — even under the same company name — must have a distinct Trade License from the local authority.
• A corporate office in Zindabazar requires an SCC Trade License. A resort in Gowainghat requires a license from the Gowainghat Upazila Parishad.
• A tea factory in Srimangal requires a license from the Srimangal Paurashava (Maulvibazar district).
• The head office Trade License does not cover branch offices.

Contact us for multi-branch licensing assistance.

Tamabil Land Port (on the India–Bangladesh border) and Sheola Land Port (in Beanibazar) are crucial for Sylhet's cross-border trade. Registration for an import-export company involves:

• Standard RJSC Incorporation: Register a company with import/export objectives in the MOA.
• Trade License from SCC/Upazila: Mandatory before applying for import/export rights.
• TIN and BIN: Both are required for customs and VAT compliance.
• IRC (Import Registration Certificate): Apply to the Chief Controller of Imports & Exports (CCIE) online. Required for importing goods through Tamabil.
• ERC (Export Registration Certificate): Apply to the CCIE for exporting goods (e.g., tea, boulders, agricultural products).
• Customs Registration: Obtain a customs code from the Commissioner of Customs, Sylhet for filing declarations at Tamabil LCS (Land Customs Station).

Get Tamabil/Sheola import-export registration support.