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The public companies have the right to issue securities (i.e.

stocks and bonds) and


raise financing for their projects. In order to do that, they issue their securities
through an initial public offering or IPO where interested traders can purchase them.
The first step towards starting a public company starts from name clearance.
Current government has an increasing number of web services, and providing
company legislation services is one of the many examples. The promoters can apply
for a desired name of their company through an online form which then has to be
submitted to The register of joint stock companies and firms.
First of all, the promoters have to find available names for their entity, now it is
possible through the official RJSC website. After finding an available name, the
promoter then has to sign up in the official website of RJSC. After logging inn, the
promoter has to get hold of the name clearance form. For choosing an entity name,
it has some pre-requisite rules. they are:

cannot be the same name (i.e. matching with another existing company)
cannot imitate the name of another international organization
cannot avail the name from institutions who are running for a long time,
especially business organizations, societal institutions and sports &
entertainment clubs
cannot derive the name from an existing Government entity
in case of using names of famous personalities, prior permission from their
family must be obtained
cannot take a name from a political party
sarcastic, curse and other unacceptable names cannot be availed
race, sex and community discriminating names are banned

Upon fulfilling the above criteria, the promoter can then go on with the name
clearance stage. A drop down menu helps choosing among appropriate RJSC
locations, followed through a name box, position, email address and full address.
After a proposed name is cleared, the promoter can approach the online registration
page by RJSC. This is a page that contains the generation information about the
company, such as name of the entity type of entity and many others. In this page, a
promoter can chose among private, public, trade organization, foreign company,
society and partnership firm. The page requires to input the relevant answers that
are already enlisted in The memorandum of association and articles of association..
The Memorandum of association is a legal document to define the relationship
between the company (and directors) with its shareholders. Common components in
a Memorandum of association includes the company name, names of its members,
and number of shares held by them and location of their office. The document also
represents company's objectives, amount of authorized capital, whether liabilities of
a shareholder is limited by shares or guarantee and what types of contracts the

company is allowed to get into. The articles of association governs and specifies
the rules and regulations that govern a company's operations. Articles of
association represent the company's purpose and formulate the processes for
appointing directors and how financials are to be handled. All the following
information to be submitted in the general information page are previously
incorporated in the Memorandum and articles of association.

The General information page includes:

name of the entity ( as per the name from the name clearance form
submission)
type of the entity (public, private, trade etc)
liabilities by share/guarantee
address of the entity (the main location of the business)
entity email address
main business objective
business sector (Sector in which the company will operate)
business sub-sector
Authorized capital (The capital authorized through Government policies)
value of each share
minimum number of directors
maximum number of directors
Quorum of AGM/EGM
Quorum of Board of directors' meeting
Duration for chairmanship
Duration for managing directorship

After the general information page, The number of qualification shares are enlisted.
This section includes text fields such as number of qualification shares, value of
each share, witnessed to the agreement of taking qualification share, name of the
witness, his/her address and district. Note that every step has a "Save" option to
prevent promoters from data loss. The next step contains the particulars of body
corporate shares as of Memorandum and articles of association. In this part, it is
necessary to input the name of the corporate body, the person by whom it is
represented, address of the body corporate and numbers of subscribed share. The
promoter can add necessary rows for multiple body corporate. The next step,
contains the names, his/her position in the company and number of subscribed
shares of each of them. These information are previously incorporated in
Memorandum and articles of association, Form IX, Form X, and Form XII. This section
can be expanded through add/remove rows as per necessity.
The next step includes adding witnesses to the process, i.e. the names of the
witnesses, address, phone and national ID. Note that 2 witnesses are required. The

next step incorporates the name, position and address of the person who filed the
documents. Next comes the promoter should enlist his/her name, position in the
company, Organization(applicable for the lawyers only), address and district. All the
information typed into the forms are advised to be saved while the process to
prevent from data loss. The section E is the second last page, which is The
declaration on Registration of the company signed by the promoter and as of Form
I.
Upon fulfilling the above pages, the promoter then needs to upload the necessary
forms to the system. A detailed look at the Forms that are needed to form a
company is taken below:
Memorandum & Articles of Association, original + 2 copies
Filled in Form I: Declaration on Registration of Company [Section 25].
Filled in Form VI: Notice of situation of Registered Office and of any change
therein [Section 77].
Filled in Form IX: Consents of Directors to Act [Section 92].
Filled in Form X: List of Persons Consenting to be Directors [Section 92].
Filled in Form XII: Particulars of the Directors, Manager and Managing Agents
and of any Change therein [Section 115].
Filled in Form XIV: Declaration before Commencing Business in case of
Company Filing Statement in lieu of Prospectus [Section 150]
Filled in Form XI (if necessary): Agreement to Take Qualification Shares in
Proposed Company [Section 92].
Evidence of Name Clearance
Special Adhesive Stamps and Treasury Challan from Bangladesh Bank to
Treasury (photocopy) of Collecting the Stamps