Bangladesh
Wyoming
Wyoming will register a company for a founder in Dhaka in a day, for $100, without asking where the founder lives. That side is settled.
The difficulty is at home. Bangladesh controls what a resident may pay abroad and where a resident's foreign earnings may sit, under an Act of 1947 and circulars that Bangladesh Bank reissues every year.
This page spends most of its length there. It quotes the rules as they stood on 5 October 2026, and it says where the texts stop short of answering the question.
The Wyoming side, in four lines
Nothing here is specific to Bangladesh, so it stays short. Each point has its own guide.
- Eligibility. Wyoming sets no citizenship or residency condition, and Bangladesh is on no US sanctions list that touches formation. See Wyoming LLC for non-residents.
- Filing. Articles of Organization cost $100, or $102.40 online. The tax number is requested by phone or fax, as set out in forming a Wyoming LLC from abroad.
- Budget. The state takes $60 a year. The larger lines are private services, added up in Wyoming LLC cost.
- US tax. Usually no federal income tax without US operations, and Form 5472 every year, with a $25,000 penalty. See Wyoming LLC taxes for non-residents and the compliance calendar.
First question: are you a resident of Bangladesh?
Everything below turns on this, and the law asks it twice, with two different tests. Citizenship is not part of either.
| Exchange control | Income tax | |
|---|---|---|
| Text | Foreign Exchange Regulation Act 1947, section 2 | Income Tax Act 2023, section 2(45) |
| Test for an individual | Residing in Bangladesh for six months or more in the last twelve months | 183 days or more in the income year |
| Second limb | Holding a residential or working visa valid for six months or more | 90 days in the year, with 365 days over the four preceding years |
| What it triggers | Bangladesh Bank permission rules on payments and assets abroad | Tax on income from every country |
A Bangladeshi who has lived and earned abroad for more than six months is outside the first test. A Bangladeshi in Dhaka is inside both, whatever passport or client list they hold.
The two tests can also disagree for a year, typically the year of a move. Check both dates before you rely on either status.
What the 1947 Act controls
The Act does not contain a sentence saying a resident may not own a foreign company. It works one level down, on payments and on assets.
| Section | What it says | Why it matters here |
|---|---|---|
| 4(5) | A resident may buy foreign exchange from an authorised dealer for a current account transaction | Fees and subscriptions are possible, within limits |
| 4(6) | Bangladesh Bank specifies the classes of permissible capital account transactions | A stake in a foreign company is a capital transaction |
| 5(1)(e) | No payment linked to "the acquisition by any person of property outside Bangladesh" without an exemption | Funding a company abroad needs a permission |
| 5(2)(b) | Payments made with foreign exchange earned for services "not arising from business in, or anything done while in Bangladesh" stay lawful | The basis of the non-resident position |
| 23(1) | Up to seven years of imprisonment, a fine, or both, and confiscation | The rule is criminal, not administrative |
| 24(1) | The accused must prove that the permission existed | Keep every approval in writing |
So the working question for a resident is never "may I own it". It is "which permission covers this payment, and where is it written".
Sending money out: what the permissions cover
Bangladesh Bank's consolidated circular of 30 September 2026 lists what an authorised dealer bank may release without asking Dhaka first. None of the facilities is written for buying or funding a company abroad.
| Facility | Limit | Written for |
|---|---|---|
| Annual travel quota | USD 18,000 a year, raised on 6 September 2026 | Travel abroad |
| Online payment by international card | USD 300 per transaction, capped at the unused travel quota plus USD 1,000 a year | Goods and services such as software, e-books, subscriptions |
| Virtual card for individual developers and freelancers | USD 500 a year | Marketplace registration, licences, domains, hosting |
| IT and software firms recommended by BASIS | USD 40,000 a year | Registration, hosting, server and marketing fees |
| Offices abroad of a commercial or industrial concern | USD 30,000 a year | Current expenses of the office |
The last line carries the sentence that matters most. The circular states that this authorisation is "in no way" usable "for equity remittance to establish subsidiaries abroad".
- Equity abroad has its own route. It is the Capital Account Transaction (Overseas Equity Investment) Rules 2022, which Bangladesh Bank cites for exporters investing from their retention quota balances, "with prior approval".
- That route is not built for individuals. It starts from an exporting business with retained export earnings. We did not read the Rules themselves, only the central bank's reference to them.
- A card payment does not settle the question. The card rule covers purchases of goods and services. Whether a formation fee fits is for your bank to say in writing.
Bringing money in: the rule most guides leave out
Bangladesh welcomes foreign earnings, and the same circular that welcomes them says where they must go. For a resident freelancer or IT exporter, this is the part that collides with a US company.
Part K of the export circular of 30 July 2026 is addressed to freelancers and individual service exporters. Its terms are specific.
- Deadline. Service export proceeds come home within the period that applies to goods, which is four months.
- Retention. Up to 50% of net earnings from software and other ICT services may stay in foreign currency, in a retention quota account at a Bangladeshi bank. For other services the figure is 30%.
- Conversion. The rest is converted to taka.
- Payment platforms. Proceeds collected through an online payment gateway are swept to Bangladesh, up to USD 10,000 per transaction.
- Paperwork. Receipts up to USD 20,000 are credited without the Form-C declaration.
Then comes paragraph 10: retention of export proceeds abroad "in any form (including foreign accounts, assets, or virtual assets)", outside the permitted merchant and notional accounts, "shall constitute a violation of the Foreign Exchange Regulation Act, 1947".
Part H of the same circular is wider still. It lists "equity/portfolio investment" and "maintenance of accounts regardless of currencies" among the forms of retention that contravene section 5(1)(e)(i).
The sources diverge on the retention quota, and the older figure is still online.
| Source | ICT services | Other services |
|---|---|---|
| Guidelines for Foreign Exchange Transactions 2018, chapter 13 | 70% | 60% |
| FEPD-1 Circular No. 26 of 30 July 2026, Part O | 50% | 30% |
The 2026 circular repeals earlier instructions and cites a change of 22 July 2026. It is the one to follow, and it is valid for one year.
What this means for a resident who wants the LLC
Put the two halves together. A resident who does the work in Bangladesh, invoices through a Wyoming LLC and lets the money rest in a US account has foreign earnings sitting abroad, in a company they own.
No Bangladesh Bank text we read names that arrangement. The cautious reading is that it falls under the retention rule, and nothing we read supports the opposite view.
- 11. Have you lived in Bangladesh six months or more of the last twelve?If no, you are a non-resident for exchange control. Money you earned abroad is outside the permission rules
- 22. If yes, will any capital leave Bangladesh for the company?There is no general permission for equity abroad. The approved route is built for exporters with retained earnings
- 33. Where will client payments rest?Service proceeds of a resident come home within four months. A balance left in a US account is retention abroad
- 44. Has your authorised dealer bank confirmed the plan in writing?The burden of proving a permission is on you. Get the answer before the company exists
Three situations follow.
- Non-resident Bangladeshi. Funds earned and held abroad are outside section 5. The LLC is an ordinary non-resident company, and the questions left are banking and tax where you live.
- Resident with an exporting business. The 2022 Rules exist for you, on approval. Treat the application as a project with its own timetable, not as a formality.
- Resident freelancer or solo founder. No written permission we found fits. The plan needs your bank's answer first, and that answer may be no.
Informal transfers are not a fourth option. Using hundi to fund the company or bring money back turns a payments problem into an offence under section 23.
Tax in Bangladesh on the LLC's profit
A resident is taxed on income that "accrues or arises to him outside Bangladesh", under section 26 of the Income Tax Act 2023. The United States treats a single-member LLC as transparent, so the profit is yours as it is earned.
| Provision | What it does |
|---|---|
| Section 26 | Worldwide income for a resident, Bangladesh source income only for a non-resident |
| Sixth Schedule, Part 1, paragraph 21 | Exempts income from 19 listed IT businesses, including software as a service and IT freelancing, from 1 July 2024 to 30 June 2027 |
| Condition of paragraph 21 | All income, expenditure and investment of the business must go through bank transfer |
| Sixth Schedule, Part 1, paragraph 17 | Exempts income a Bangladeshi citizen earns abroad and brings in under the remittance rules |
| Section 167 | A statement of assets and liabilities is mandatory for anyone who "owns any asset abroad" |
| Section 21 | An undisclosed offshore asset with no satisfactory explanation draws a penalty equal to its fair market value |
- The LLC goes on your return. Membership of a foreign company is an asset abroad, so the section 167 statement applies from the first year.
- The IT exemption is not automatic here. Paragraph 21 exempts the business income of an individual. Whether income invoiced by a US company still qualifies is a question for a chartered accountant.
- Rates are set each year. The Finance Act fixes the slabs, and we did not read the current one, so no rate is quoted on this page.
The US and Bangladesh tax treaty
The sources diverge on whether a treaty exists. Some guides written for Bangladeshi founders state that there is no comprehensive income tax treaty with the United States.
There is one. The convention was signed at Dhaka on 26 September 2004. The IRS publishes its text and Technical Explanation, and covers Bangladesh in Publication 901.
| Article | Rule | Use to a solo LLC owner |
|---|---|---|
| 7, business profits | Taxable in the US only through a permanent establishment there | Confirms the no US presence position |
| 10, dividends | 15%, or 10% for a company holding 10% of the voting stock | Relevant to a corporation, not to a transparent LLC |
| 11 and 12, interest and royalties | 10% | Lowers the 30% withholding on US source passive income |
| 23, relief | Bangladesh credits US tax paid by its resident | Rarely used when no US tax is due |
One limit applies before any of this helps. The Technical Explanation says an entity that is fiscally transparent is not itself a resident, so the claim belongs to you, as a resident of Bangladesh, not to the LLC.
Banking and Stripe from Bangladesh
The bank decision is private and it tests where you live. The lists below were read on the providers' own pages for Wyoming LLC bank account for non-residents.
| Provider | Bangladesh | Test applied | Page date |
|---|---|---|---|
| Mercury | Listed as prohibited | Country of residence, not citizenship | Edited 30 Sep 2026 |
| Relay | Not listed | Citizenship or residency | Updated 11 Aug 2026 |
| Wise | Not listed | Where the user is | Read 5 Oct 2026 |
| Payoneer | Not confirmed | No eligibility page could be read | None |
- "Not listed" is not an approval. Relay's own pages disagree on whether an owner without a US Social Security number is accepted. Ask before applying.
- Wise has a second list. Its general country list does not name Bangladesh, but its page on US dollar account details lists Bangladesh among the addresses where they are unavailable.
- A Bangladeshi living abroad is tested on the country of residence at Mercury, and may be eligible after review.
- Stripe is a separate decision. A Wyoming LLC applies as a US business, and Stripe still verifies the person behind it. What it asks of an owner in Bangladesh was not read on a Stripe page.
- A US balance is the exchange control issue again. Whatever account opens, a resident's earnings cannot simply stay in it.
The bottom line
A Wyoming LLC is a sound tool for a Bangladeshi who lives abroad. For a resident it is a hard case, and the obstacle is Bangladeshi law, not Wyoming.
The rules reward one sequence. Settle your residence under both tests, take the plan to your authorised dealer bank and a chartered accountant, get the answers in writing, and only then form the company.
If that work is done and the answer is yes, the US side is the part that can be handled for you: the filing, the registered agent and the tax number. See what the Wyoming LLC formation service covers before you start.
Frequently asked questions
Can a Bangladeshi citizen own a Wyoming LLC?
Yes, as far as Wyoming and US law are concerned. Wyoming sets no citizenship or residency condition. The constraint is Bangladeshi exchange control, and it depends on whether you are a resident of Bangladesh.
Is it legal for a resident of Bangladesh to form a US LLC?
The Foreign Exchange Regulation Act 1947 does not ban ownership by name. It requires a permission for payments linked to acquiring property abroad, and we found no general permission written for an individual. Ask your authorised dealer bank in writing first.
Can a Bangladeshi freelancer keep client payments in a US bank account?
Not if the freelancer is a resident. Bangladesh Bank's circular of 30 July 2026 states that keeping export proceeds abroad in any form, foreign accounts included, violates the 1947 Act. Proceeds come home within four months.
Does a non-resident Bangladeshi face the same rules?
No. An individual who has not lived in Bangladesh for six months of the last twelve is outside the resident definition. Money earned and held abroad is not subject to the permission rules of section 5.
Is there a tax treaty between the United States and Bangladesh?
Yes. It was signed at Dhaka on 26 September 2004 and is published by the IRS. It caps US withholding on interest and royalties at 10% and on dividends at 10% or 15%.
Do I pay tax in Bangladesh on the LLC's profit?
A resident is taxed on worldwide income under section 26 of the Income Tax Act 2023, and must declare assets held abroad. An exemption for listed IT businesses runs to 30 June 2027, on conditions to check with an accountant.
Can I open Mercury from Bangladesh?
Mercury's list, edited on 30 September 2026, names Bangladesh as a prohibited country, tested on residence. Relay and Wise did not list Bangladesh on their general lists on the dates read, but Wise excludes addresses in Bangladesh from US dollar account details. None of this guarantees an account.
Sources
- Foreign Exchange Regulation Act 1947: the six month residence test in section 2, the bar on payments linked to acquiring property outside Bangladesh in section 5(1)(e), and the penalty of up to seven years in section 23
- Bangladesh Bank, FEPD-1 Circular No. 26 of 30 July 2026: the freelancer rules in Part K, the 50% and 30% retention quotas, the four month repatriation period, and the statement that keeping export proceeds abroad in any form contravenes the Act
- Bangladesh Bank, FEPD-1 Circular No. 40 of 30 September 2026: the USD 18,000 travel quota, the USD 300 online card limit, and the rule that the offices abroad facility cannot fund equity in a foreign subsidiary
- Income Tax Act 2023, authentic English text gazetted 16 October 2025: residence at 183 days, worldwide income in section 26, the offshore asset penalty in section 21 and the IT income exemption to 30 June 2027
- United States and Bangladesh income tax convention signed at Dhaka on 26 September 2004: business profits, the 10% and 15% dividend rates and the 10% rates on interest and royalties
Official, read in full text on 5 October 2026: the Foreign Exchange Regulation Act 1947 on the Bangladesh laws database, Bangladesh Bank FEPD-1 Circulars No. 26 of 30 July 2026 and No. 40 of 30 September 2026, the Income Tax Act 2023 in the authentic English text gazetted on 16 October 2025, the 2004 convention and its Treasury Technical Explanation, and the IRS treaty documents page. Taken from the other guides in this series and read by their authors on provider pages: the Mercury, Relay and Wise country lists and every Wyoming and IRS figure. Not read in a primary source: the text of the Capital Account Transaction (Overseas Equity Investment) Rules 2022, known here only through Bangladesh Bank's reference to them, the income tax rates of the current Finance Act, Stripe's country list, Payoneer's eligibility for Bangladesh, and any incentive paid on inward remittances. To reconfirm before acting: no Bangladesh Bank text read names a resident freelancer who invoices through a foreign company of their own, so the reading given here is the cautious one, and both circulars are reissued every year. Not reviewed by a Bangladeshi lawyer or chartered accountant. This is not legal or tax advice.