We spoke about what constitutes a partnership under Bangladeshi law in the last article. In order to be considered a partnership, there has to be a minimum of 2 and a maximum of 20 partners. These partners can be either persons or companies. Unlike limited companies, a partnership in Bangladesh does not have directors, shareholders or secretaries – instead, the partners own and run the business.
In order to register your partnership you need a couple of things. First off, you should have your proposed partnership name ready. You can choose any name as desired, but the name must not be too identical or similar to the name of another existing firm doing similar business so as to prevent confusion. The name must also not contain certain words expressing or implying the sanction, approval or patronage of the government. Once you select a name, apply for name clearance and reservation using the Registrar of Joint Stock Companies (RJSC) website (http://www.roc.gov.bd/).
Secondly, you have to have a partnership agreement with your partner(s) that has to be duly notarized. This agreement must contain the following information: the name and address of the firm as well as all the partners, the nature of business you intend to carry out, date of commencement of business, duration of the partnership (whether it is for a fixed period or indefinite time), capital contribution by each partner, profit sharing ratio among the partners, rules to be followed in case of retirement, death and/or admission of a partner and any other additional clauses suited to your requirements. Once finalized, print the agreement on stamp paper in accordance with the Stamp Act and have it signed by all partners, then it should be notarized.
When you have name clearance and a notarized partnership agreement, go to the RJSC website and get Form I (RJSC). You will have to fill out this document for your registration. These three documents along with evidentiary information for particulars of the partners, residential address of the partners, details of the registered address for the partnership and percentage of the share of profit of each partner are required to register your partnership.
The partnership deed and filled up Form I should be filed with RJSC. These documents will be reviewed by the public authority. When the officials are satisfied with the points stated in the partnership deed, they shall record an entry of the statement in a register called the Register of Firms and issue a Certificate of Registration.
Under normal circumstances, a partnership registration can be completed within one/two days.