Under Section 36 of the Companies Act 1994, every limited company in Bangladesh must hold an Annual General Meeting (AGM) once every calendar year and submit its annual return (Schedule X / Form IX) along with audited balance sheets to the RJSC within 21 days of the AGM.
Legal Consequence: Defaulting on annual RJSC filings compromises company standing, freezes bank credit lines, prevents share transfers, and eventually triggers striking off the company name from the official register.
Annual RJSC Filing Requirements
| Statutory Filing | Statutory Form | Deadline | Description |
|---|---|---|---|
| Annual Return | Schedule X (Form IX) | Within 21 days of AGM | Details list of shareholders, capital structure, and shares held |
| Director Particulars | Form XII | Upon any change or annual AGM | Updates names, addresses, and designations of board directors |
| Balance Sheet | Certified Audited Financials | Within 21 days of AGM | Certified by a licensed Chartered Accounting firm |
| Special Resolutions | Form VIII | Within 15 days of passing | Documents extraordinary decisions (capital increase, MoA changes) |
How to Regularize Past Due Annual Returns
If a company has missed filings for multiple consecutive years, the RJSC portal restricts automated submissions. Regularizing past returns requires:
- Compiling historical audited financial statements for all overdue financial years.
- Convening regularized AGMs and drafting formal board minutes.
- Applying for late filing condonation and paying statutory late penalty fees.
- Obtaining certified true copies of all updated forms for banking and licensing records.
Keep your corporate standing pristine. EasyTax manages secretarial maintenance, AGM minutes, and annual RJSC filings for companies across Bangladesh. Explore Secretarial Compliance or Consult EasyTax.
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Regulatory Notice: This compliance guide is for general educational information only under Bangladeshi statutory frameworks (including the Income Tax Act 2023, Value Added Tax and Supplementary Duty Act 2012, and Companies Act 1994) and does not constitute formal legal or tax counsel. Government gazette rules, statutory regulatory orders (SROs), and procedural circulars are subject to periodic administrative updates. Please consult an EasyTax advocate or tax practitioner for customized advisory on your specific situation.
