Liaison Office refers to an establishment which does not get involved in any kind of commercial activity. Commercial activities have not been defined under the BOI Guideline though the Guideline suggests that Liaison Office cannot get involved in any kind of commercial activity. However, in general terms, commercial activities mean 'activities relating to income generation'.
The Liaison office typically promotes the activities within Bangladesh of the parent office abroad as far as permitted by the Board of Investment, Dhaka, Bangladesh; without getting involved in income generating activities. Liaison offices can act as a strait of communication between Parent Office abroad and the parties in Bangladesh. It is not allowed to carry out any business, trade or industrial activity in Bangladesh.
Liaison office and representative office refer to the same entity in Bangladesh as their permitted activities and characteristics are more or less same and the establishment procedure is also the same under BOI Guidelines.
In order to incorporate Liaison Office in Bangladesh prior authorization of BIDA(Bangladesh Investment Development Authority) will be required in order to set up a Liaison office and the outside investor intending to set up a Liaison office is required to submit application in the prescribed form alongside the following documents, which must be attested by the Bangladesh Embassy or High Commission of the country of origin or Apex Chamber of Commerce of the country of origin:
a. Prescribed application form, duly filled in, signed and sealed,
b. Memorandum of Association (MoA) and Articles of Association (AoA) of the principal Company;
c. Certificate of Incorporation of the principal Company;
d. Name and nationalities of the directors/promoters of the principal Company;
e. Board resolution to open a Liaison office in Bangladesh;
f. Audited accounts of the last financial year;
g. Proposed organogram of the office showing the posts to be occupied by expatriates as well as local personnel;
h. List of activities of the proposed office on the Company letterhead.
Once the aforementioned documents are submitted to BOI, it takes about 2-3 weeks to get an approval for setting up a Liaison office in Bangladesh.
The cost for opening up a Liaison office is BDT 25,000 and an inward remittance of USD 50,000 needs to be remitted to the local office’s account from the Parent Company.