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Expertise

Commercial & Operational Contracts

Joint venture, franchise, supply, service, licensing and agency agreements — drafted, reviewed and negotiated.

Commercial & Operational Contracts — Tuhin & Partners

In short

Tuhin & Partners drafts, reviews and negotiates the contracts a business in Bangladesh runs on: joint venture and shareholders' agreements, distribution, agency and franchise arrangements, supply and service contracts, licensing, and non-disclosure agreements. The firm works on both the commercial terms and the provisions that decide what happens when the relationship fails — governing law, dispute resolution, termination and limitation of liability.

Key takeaways

  • Contracts in Bangladesh are governed principally by the Contract Act 1872, with sector-specific statutes layered over it.
  • A contract between a Bangladeshi party and a foreign one can choose foreign law and foreign arbitration, but enforcement in Bangladesh should be considered when it is drafted, not afterwards.
  • Agency and distribution arrangements carry termination and compensation consequences that are easier to control in the drafting than in a dispute.
  • Tuhin & Partners drafts and negotiates commercial agreements and advises on the terms that decide the outcome if they are ever litigated.

Our Commercial and Operational Contract services cover every stage of business operations, ensuring that contracts are clear, enforceable, and aligned with your commercial goals.

Our services include

  • Drafting joint venture, franchise and supply agreements.
  • Service, licensing and agency agreements.
  • Contract review and negotiation support.
  • Advising on contract interpretation and risk management.
  • Developing standard contract templates.

Common questions

Does a commercial contract in Bangladesh have to be in Bangla?

Commercial contracts are commonly made in English and are enforceable in that language. Documents filed with certain authorities, and proceedings in some courts, may require a Bangla version, so a translation is sometimes needed even where the contract itself is in English.

Can a contract in Bangladesh be governed by foreign law?

Yes, parties are generally free to choose a foreign governing law for a contract with an international element. The practical question is enforcement: a foreign judgment is not automatically enforceable in Bangladesh, whereas a foreign arbitral award from a New York Convention state is on a much stronger footing.

Does a contract need to be on stamp paper or registered in Bangladesh?

Many commercial contracts require stamp duty under the Stamp Act, and an insufficiently stamped document can face difficulties when it is put in evidence. Registration is required for certain categories, notably instruments affecting land.

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