The Companies Act (Bangladesh), 1994 is an important legislation governing the formation, operation, and regulation of companies in Bangladesh. It provides a legal framework for the incorporation, management, and administration of companies registered in Bangladesh. The Act covers various aspects related to company formation, shareholder rights, corporate governance, financial reporting, and other relevant matters. Here are some key features of the Companies Act (Bangladesh), 1994:
Company Formation: The Act provides provisions for the incorporation of different types of companies, including private companies, public companies, and companies limited by guarantee. It sets out the requirements for company registration, such as the minimum number of shareholders and directors, share capital, and the process for obtaining the certificate of incorporation.
Corporate Governance: The Act outlines the responsibilities and duties of company directors, including their fiduciary duties, disclosure requirements, and restrictions on certain activities. It also establishes requirements for holding annual general meetings, appointment of auditors, and the filing of annual financial statements.
Shareholder Rights: The Act ensures the protection of shareholder rights and provides mechanisms for shareholders to exercise their rights, such as the right to vote on important matters, access to company information, and the right to receive dividends.
Financial Reporting: The Act lays down the requirements for financial reporting and auditing of companies. It mandates the preparation and filing of financial statements, including the balance sheet, profit and loss account, and cash flow statement. The Act also requires companies to appoint auditors to conduct annual audits and submit audited financial statements to regulatory authorities.
Corporate Restructuring and Insolvency: The Act contains provisions related to corporate restructuring, mergers, acquisitions, and winding up of companies. It outlines the processes and requirements for voluntary winding up, compulsory winding up by the court, and the appointment of liquidators.
Regulatory Oversight: The Act establishes the Registrar of Joint Stock Companies and Firms (RJSC) as the regulatory authority responsible for the administration and enforcement of company laws. The RJSC maintains the register of companies and monitors compliance with statutory requirements.
It's important to note that the Companies Act (Bangladesh), 1994 has undergone some amendments and updates over the years. To ensure accurate and up-to-date information, it is advisable to refer to the latest version of the Companies Act and consult legal professionals or relevant authorities in Bangladesh