TRW & Co · Land & Property
Real Estate Developer Lawyer in Chittagong (Chattogram)
Most new apartment buildings in Chattogram rise on family land under a landowner-developer agreement. A real estate developer lawyer in Chittagong negotiates that agreement, limits the power of attorney, aligns it with CDA approvals and the Real Estate Development and Management Act 2010, and acts quickly when a project is delayed, stalls or is mis-allocated.
Key pointSection 36 of the 2010 Act sends landowner-developer disputes to amicable settlement and then arbitration, and the High Court Division has insisted that parties follow the agreement's dispute clause step by step.
At a glance
CDA is the authority
Under a notification made under section 4 of the Real Estate Development and Management Act 2010, CDA is the developer registration authority for its area.
Arbitration comes first
Section 36 requires amicable settlement and then arbitration under the Arbitration Act 2001 for disputes between landowners and developers.
A Chattogram precedent
In 2025, in a case from the Chattogram District Judge's Court, the High Court Division held that the District Judge must appoint a defaulting party's arbitrator.
Delay compensation
Section 15 of the 2010 Act provides compensation for late handover, at the agreed rate or a statutory rate where the agreement is silent.
REHAB membership compulsory
A 2017 Ministry of Commerce notification made REHAB membership compulsory for developer companies, a useful first check on any developer.
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What a real estate developer lawyer in Chittagong does
A real estate developer lawyer in Chittagong advises on the projects that are changing the city's skyline: apartment buildings put up on family land, mixed-use towers on commercial roads, and land-sharing schemes in the growing suburbs. The work covers the agreement between landowners and developer, the power of attorney behind it, CDA approvals, sales to buyers and, when things go wrong, arbitration and court.
The typical Chattogram project is a joint venture in all but name. A family that owns a plot in Nasirabad, Khulshi, Halishahar, Chandgaon or along the Oxygen and Bayazid corridor contributes the land. A developer designs, finances and builds. The finished flats are divided in agreed proportions, and the developer sells its share to buyers to recover its costs and profit.
That structure aligns interests while the market is strong. It strains when approvals take longer than planned, costs rise, the developer runs short of cash, or a landowner dies and new heirs dispute the deal. Most of the disputes we see could have been avoided by a clearer agreement at the start.
Who we act for
- Landowner families negotiating with a developer, often for the first time.
- Developers structuring projects, buying land or taking over stalled schemes.
- Investors and lenders checking a project before committing money.
- Flat buyers and landowners facing delayed or abandoned projects.
- Probashi co-owners whose land is part of a development in Chattogram.
The legal framework for property development
Development in Chattogram sits under a national statute regulating developers, the general law of contract and property, and the planning controls of the Chattogram Development Authority. A real estate developer lawyer in Chittagong has to keep all three in view.
Real Estate Development and Management Act 2010
The Real Estate Development and Management Act 2010 is the core statute. It regulates developers who sell plots, apartments and commercial space, and it requires them to be registered with the designated authority. Under a government notification issued under section 4 of the Act, the Chattogram Development Authority (CDA) is the authority for its area.
Several provisions bear directly on landowner-developer projects:
- Section 10 contemplates a written agreement between landowner and developer, and section 11 requires the developer to comply with its conditions.
- Section 15 deals with compensation where the developer fails to hand over on time, at the rate the parties agreed or, failing agreement, a rate fixed by the Act.
- Section 36 requires parties to a dispute to try to settle it amicably first and, if that fails, to resolve it under the Arbitration Act 2001.
The Act also creates offences, including a developer's failure to hand over the landowner's share, which are tried by magistrates. A separate Ministry of Commerce notification of 2017 made membership of REHAB, the developers' trade association, compulsory for developer companies.
Contract, property and registration law
The agreement itself is a contract under the Contract Act 1872. Registration is critical: development agreements have had to be registered since the Registration (Amendment) Act 2004, and the power of attorney that lets the developer act for the landowner must comply with the Power of Attorney Act 2012. Sales of flats to buyers are made by registered deed under the Registration Act 1908. The Land Crimes Prevention and Remedy Act 2023 adds criminal liability for failing to transfer property after payment and for double sales.
CDA planning and building control
The CDA now operates under the Chattogram Development Authority Act 2018. Building permission follows the construction rules for the CDA area, in force since 2009, with structural and fire standards from the Bangladesh National Building Code 2020. Approval runs through land-use clearance, special project approval for large or sensitive schemes, and building design approval. A draft Chattogram metropolitan master plan for 2025 to 2050 was published for comment in August 2026, so zoning assumptions should be checked against the latest planning documents. Our CDA building approval lawyers handle that side.
The approved plan decides how many flats exist to share. Negotiate the agreement around the plan, not the other way round.
The landowner-developer agreement: terms that matter
Developers often arrive with a printed agreement. Some are balanced; many leave landowners with little protection if the project stalls. A real estate developer lawyer in Chittagong negotiates the points that decide who bears the risk.
| Term | What to settle | Why it matters |
|---|---|---|
| Sharing ratio | Percentage of flats, parking and commercial space for each side, by floor and orientation | Disputes arise when "50:50" is not tied to specific units |
| Signing money | Amount, timing and whether it is refundable or adjustable | Often the landowner's only cash before handover |
| Timetable | Deadlines for plan approval, start, completion and handover | Clear dates make delay compensation enforceable |
| Delay compensation | Monthly rent or compensation for late handover | Links to section 15 of the 2010 Act |
| Specifications | Materials, fittings, lifts, generator and finishes in a schedule | Prevents downgrading of the landowners' flats |
| Power of attorney | Scope, limits and when it can be revoked | Stops the developer selling the landowners' units |
| Project finance | Whether land can be mortgaged and on what terms | An unpaid project loan can threaten the whole building |
| Disputes | Amicable settlement, then arbitration seat and appointment | Section 36 of the 2010 Act points to arbitration |
The agreement should also deal with heirs. Many Chattogram plots belong to several co-heirs, some living abroad. Every co-owner must sign, or the developer must hold valid authority from them. If an owner dies mid-project, the agreement should state how heirs step in. Our inheritance lawyers often resolve these issues before a project can proceed.
Attach the approved building plan, or a draft plan with a mechanism to adjust shares when the final approval comes, to the agreement. Then list the landowners' flats by floor and position. That single schedule prevents most allocation disputes.
How a development project should run
- Title and planning check. Confirm the landowners' title, mutation and tax, road width, zoning and any hill, water body or acquisition constraint. Our title verification service covers this.
- Developer due diligence. Check the developer's registration with the CDA, REHAB membership, completed projects, litigation and finances.
- Negotiate and register the agreement. Settle the terms above and register the agreement at the sub-registry.
- Grant a limited power of attorney. Give the developer the authority it needs for approvals and the sale of its own units, registered and limited in scope.
- Obtain CDA approvals. Land-use clearance, any special project approval and building design approval, with other clearances where needed.
- Build and monitor. Track progress against the timetable and specifications, with site inspections and written reports.
- Allocate and hand over. Hand over the landowners' flats, register buyers' deeds for the developer's flats, and set up the owners' association.
Documents to assemble
Before a real estate developer lawyer in Chittagong can advise properly, the following papers should be on the table:
- The landowners' title deeds, khatians, mutation records and land development tax receipts.
- Inheritance documents where the land was inherited: death certificates, warish certificates and any partition deed.
- The developer's registration, trade licence, REHAB membership and company documents.
- The draft or signed development agreement and power of attorney.
- CDA land-use clearance, building approval and any other clearances.
- Payment records for signing money and any compensation.
- Progress reports, correspondence and notices between the parties.
- For buyers: allotment letters, payment receipts and agreements for sale.
Disputes: delay, abandonment and allocation
Development disputes in Chattogram usually take one of four shapes: the project is late, the project has stalled, the allocation is contested, or the developer has sold units it did not own. Each needs a different response from a real estate developer lawyer in Chittagong.
Arbitration under section 36
The High Court Division has looked closely at how section 36 works. In Civil Revision No. 263 of 2024 (judgment of 10 March 2025), which arose from the District Judge's Court in Chattogram, a landowner whose developer had missed its deadline served a section 36 notice, revoked the power of attorney and gave notice of arbitration. When the developer did not appoint an arbitrator, the High Court Division held that the District Judge must make the appointment under section 12 of the Arbitration Act 2001 rather than direct the parties to do so.
In Civil Revision No. 5705 of 2024 (judgment of 1 July 2025), the court held that a developer could not go straight to the District Judge for an appointment when the agreement required the parties first to try to agree a sole arbitrator, and it relied on section 36(1) as supporting that first step. The lesson for both sides is to follow the agreement's dispute clause precisely. Our arbitration practice runs these proceedings.
Other remedies
Depending on the facts, remedies include specific performance and injunctions in the civil courts, a criminal complaint under the 2010 Act or the Land Crimes Act, and revocation of the power of attorney. Business disputes may fall within the commercial courts under the Commercial Courts Act 2026; check the Act's current text for any value threshold. Our construction dispute lawyers handle contractor and cost claims that sit alongside the landowner dispute.
Sales to buyers, handover and the owners' association
The developer's share of flats is usually sold off-plan, and buyers' instalments often fund construction. That makes the sales documents part of the project's legal structure, not an afterthought. A real estate developer lawyer in Chittagong drafting for a developer will align the allotment letter, the agreement for sale and the final deed with the landowner agreement, so that the developer never promises a buyer a unit, a parking space or a roof right it does not control.
The 2010 Act regulates what developers say in prospectuses and allotment letters, how buyers pay, and what happens when a buyer cancels or the developer fails to deliver. Agreements for sale must be registered within the statutory period, which the Registration (Amendment) Ordinance 2026 extended, and each party must be able to show proof of submission of an income tax return before a property transfer is registered. Our flat purchase team sees these documents from the buyer's side.
Handover and common areas
Handover is where many projects falter. Landowners and buyers should receive possession letters, the approved plan, the occupancy documentation where required, and a clear statement of common areas: the roof, staircases, lift lobbies, parking and the generator room. The developer should transfer each flat with its undivided proportionate share of the land.
The owners' association then takes over maintenance. Its constitution should be settled before handover, with rules on service charges, use of common areas and dispute resolution. A real estate developer lawyer in Chittagong can prepare the association documents and the handover protocol so that the building starts life with clear rules rather than a dispute about who controls the roof.
Risks and common mistakes
Signing an unregistered or vague agreement
An agreement that is not registered, or that describes the sharing ratio only as a percentage, invites trouble. When the building is complete, both sides claim the better flats, the ground-floor commercial space or the extra parking. Courts then have to construe a document that never answered the question. Register the agreement and attach a schedule listing each side's units by floor and position, with a formula for adjusting shares if the approved plan changes the number of flats.
An unlimited power of attorney
Landowners often sign a broad power that lets the developer deal with "the property". That can allow the developer to sell or mortgage landowners' units, or the land itself. Limit the power to approvals, construction and the sale of the developer's own allocation, and register it. If the developer defaults, the Power of Attorney Act 2012 governs revocation, but undoing sales already registered is far harder than preventing them.
Ignoring a stalled project
Landowners sometimes wait years for a stalled developer, hoping construction will resume. Meanwhile the land is tied up, buyers have paid money and the developer may have borrowed against the project. Delay usually reduces the options. Serve a formal notice under the agreement and section 36 early, record the state of the site, and take advice on termination, takeover by another developer, or arbitration.
Building beyond the approved plan
Extra floors or changes of use outside CDA approval are common and dangerous. The CDA has fined owners, sealed buildings and demolished unauthorised parts, and CDA officials have said that a large share of buildings deviate from their approvals. Unauthorised floors also complicate registration, utility connections and bank finance. Landowners should insist that the developer builds only to approved drawings.
Overlooking co-heirs and buyers
If one co-heir did not sign, or a buyer paid the developer for a unit that belongs to the landowners, the project carries a dispute that will surface at handover. Identify all co-owners and their shares before signing, and make sure buyers of the developer's units can see which units the developer is entitled to sell. Our flat purchase lawyers act for buyers caught in these situations.
Probashi landowners and foreign investors
Many development plots in Chattogram are owned partly by family members in the Gulf, the UK, Singapore or North America. Each must sign the agreement and grant authority, usually through a power of attorney executed abroad and then authenticated and stamped in Bangladesh. Our NRB property team coordinates this so that one absent co-owner does not hold up a project.
Foreign investors and diaspora funds looking at Chattogram real estate face additional questions: foreign exchange rules on investment and repatriation, ownership structures, and registration with the Invest Bangladesh Authority, which has succeeded BIDA under the Invest Bangladesh Act 2026. TRW & Co's offices in Dhaka, Singapore, Dubai and London work with the Chattogram team on structuring and investor documentation.
How TRW & Co helps landowners and developers
Our Chattogram office at Court Hill is in central Chattogram, a short drive from the residential areas where many current projects sit. The firm's Bangladesh advocates appear in the Chattogram civil courts, before arbitral tribunals and in the High Court Division.
Landowner advisory
We review developer proposals, run due diligence on the developer and negotiate the agreement, power of attorney and allocation schedule. We explain the trade-offs between a higher share and a stronger developer.
Developer structuring
For developers, we prepare template agreements, land acquisition documents and buyer contracts that comply with the 2010 Act and stand up in arbitration.
Approvals support
We work with architects on the legal side of CDA applications: title, authority, zoning questions and responses to queries or refusals.
Disputes and rescue
We serve section 36 notices, run arbitrations, seek injunctions and negotiate takeovers of stalled projects by a new developer with the consent of landowners and buyers.
We do not promise outcomes or timelines that depend on authorities or tribunals; we tell you the realistic options. See the full range of our work on our practices page, or our Chattogram office overview.
Checklist before signing with a developer
- Have all co-owners been identified and agreed to sign?
- Is the title clean, mutated and tax-paid, and is the plot buildable under current zoning?
- Is the developer registered with the CDA and a REHAB member, with a verifiable track record?
- Does the agreement fix deadlines, delay compensation and a unit-by-unit allocation?
- Is the power of attorney limited to what the developer needs?
- Can the land be mortgaged for project finance, and on what conditions?
- Is the dispute clause consistent with section 36 and workable in practice?
- Will the agreement and power of attorney be registered?
To discuss a project, contact a real estate developer lawyer in Chittagong at info@trw.co or +880 1779 127165, or use our contact page to arrange a meeting at Room 4022, Annex 2, District and Sessions Judge Court Building, Court Hill (Porir Pahar), Kotwali, Chattogram 4000.
Frequently asked questions
01What share of flats should a landowner get in Chattogram?
There is no fixed legal ratio. The share depends on land value, location, road width, the number of floors the CDA will allow, the developer's costs and the signing money. Ratios are negotiated project by project. What matters most legally is that the share is tied to specific flats, parking and commercial space by floor and position, with a mechanism to adjust if the approved plan changes. A percentage without a unit schedule is the most common cause of allocation disputes.
02Does a landowner-developer agreement have to be registered?
Yes. Development agreements have been required to be registered since the Registration (Amendment) Act 2004, and the power of attorney given to the developer must comply with the Power of Attorney Act 2012. Registration protects both sides: it gives the agreement evidential weight, puts later buyers and lenders on notice, and supports remedies such as specific performance. An unregistered agreement leaves the landowner exposed if the developer sells or mortgages units without authority.
03The developer is years late. What can the landowners do?
Start with the agreement: deadlines, delay compensation and termination rights. Section 15 of the 2010 Act addresses compensation for late handover. Section 36 requires an attempt at amicable settlement, followed by arbitration. Landowners can also consider revoking a power of attorney, criminal remedies for failure to hand over their share, and an injunction to stop further sales. The right sequence depends on how far the building has progressed and the developer's finances.
04Can we bring in a new developer to finish a stalled building?
Often, yes, but it requires careful structuring. The original developer's rights must be ended or bought out, buyers who paid the first developer must be dealt with, any project loan must be addressed, and the CDA approval may need revision. A tripartite agreement among landowners, the new developer and, where possible, the old developer is usually the cleanest route. We have advised on the legal steps for such takeovers and on the risks of proceeding without the old developer's consent.
05What approvals does a Chattogram project need from the CDA?
Projects in the CDA area normally need land-use clearance, special project approval for large or sensitive schemes, and building design approval, followed by building strictly to the approved drawings. Other clearances, such as environmental and fire safety approvals, may also be needed. Approval depends on title, road width, zoning and the master plan, and a new draft metropolitan master plan was published in August 2026. Our CDA approval lawyers deal with the legal side of applications.
06Is a developer required to be registered?
Yes. The Real Estate Development and Management Act 2010 requires developers to register with the designated authority, which for the Chattogram area is the CDA. Since 2017, REHAB membership has also been compulsory for developer companies under a Ministry of Commerce notification. Check registration, membership, completed projects and any litigation before signing. A developer that cannot show these basics is a serious risk for landowners and buyers alike.
07We are co-owners living abroad. How do we join a development?
Each co-owner must sign the agreement or grant authority. From abroad, that is usually done by a power of attorney executed before a Bangladesh mission or a notary, then authenticated and stamped in Bangladesh within the statutory period before registration. We coordinate the wording so the power is limited to the development, and we keep overseas co-owners informed as approvals and construction progress.
Sources and official materials
- High Court Division, Civil Revision No. 263 of 2024 — Landowner-developer arbitration from Chattogram; section 36 and Arbitration Act section 12
- High Court Division, Civil Revision No. 5705 of 2024 — Following the agreed dispute clause before seeking appointment of an arbitrator
- Power of Attorney Act 2012 — Powers of attorney for development and sale
- The Registration Act, 1908 — Registration of agreements and deeds
- Land Crimes Prevention and Remedy Act, 2023 — Failure to transfer after payment, double sales
- Chattogram Development Authority — Developer registration and building approvals
- Arbitration Act 2001 (Bangladesh Laws) — Appointment of arbitrators and arbitral procedure
General information only, current as at 2 November 2026. It is not legal advice and does not create an advocate–client relationship. It reflects the law of Bangladesh unless stated otherwise, and the law, court practice and official fees change frequently. Check current official sources and take advice on the facts of your matter.
