Firm registration decisions should come within 30 days

Businesses have proposed a 30-day deadline for the Registrar of Joint Stock Companies and Firms (RJSC) to decide on applications under the proposed amendment to the Companies Act, with undecided applications deemed approved.

They also called for a clear appeal mechanism against the registrar’s decisions, saying delays and uncertainty in the regulatory process can significantly increase the cost of doing business.

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Nihad Kabir, former president of the Metropolitan Chamber of Commerce and Industry (MCCI), made the proposals while presenting the keynote at a consultation on the draft Companies Act (Third Amendment) 2026 at the FBCCI office in Motijheel yesterday.

Businesses also called for a clear appeal mechanism against the registrar’s decisions

She said the draft would give the registrar powers to approve amendments to a company’s memorandum and articles of association. There should also be a clear process for appealing the registrar’s decisions, she said.

Under the draft, appeals would go to the government.

“If the registrar does not approve or reject an application within 30 days, it should be deemed approved,” Kabir proposed.

She also called for strengthening the RJSC’s capacity so that applications can be processed within the prescribed timeframe.

The ex-MCCI chief raised concerns about the procedure for share transfers, under which the transferor is required to appear in person before the RJSC. If the transferor cannot appear, the RJSC has to send a commission to complete the process, making it costly and time-consuming, she said.

The requirement is particularly difficult for Bangladeshis living abroad, as Bangladesh does not have consulates in every city, she said.

She proposed using secure digital identification, including biometrics, facial recognition or video verification, to authenticate the transferor without requiring physical presence.

Nihad also called for company restructuring, mergers and settlements to be made time-bound, noting that such cases can take two to three years in court.

Responding to the feedback from the business community, Commerce Minister Khandkar Abdul Muktadir said the government would consider their views before finalising the law.

Businesses have been given 30 days to submit their recommendations, with the period extendable if necessary, he said.

“This is a transition time for all of us. We have to get through this period with a cool head and a good plan to build the real platform for the real future,” Muktadir said.

He said the government was facing resource constraints while undertaking its reform agenda, noting that it had not inherited “a huge reserve, a huge fiscal surplus or a huge budgetary surplus”.

The Companies Act was only one part of the broader reforms needed as Bangladesh prepares for its graduation from the LDC category, Muktadir said.

Mahbubur Rahman, president of the International Chamber of Commerce (ICC) Bangladesh, called for institutionalising consultation with the private sector when framing and amending business laws.

“Consultation with the private sector should be institutional, not individual,” he said, urging the government to engage business organisations more regularly in policymaking.

Anwar-ul Alam Chowdhury Parvez, president of Bangladesh Chamber of Commerce and Industries (BCCI), also called for stronger accountability and time-bound services at the RJSC.

“Time-bound service is a must,” he said, stressing the need for greater RJSC expertise in company law.

Syed Nasim Manzur, president of the Footwear, Leathergoods and Accessories Exporters Association, cautioned that treating inter-company loans as taxable income could discourage entrepreneurship.

He said businesses often relied on loans from sister or related companies when bank financing was unavailable or costly, and later repaid them with interest.