Company in Pakistan

Company is legally entity apart from its members, capable of rights and duties of its own, and endowed with the potential of perpetual succession. It is an ‘intricate, centralized, economic, administrative structure run by Professional managers who hire capital from the investors”. According to section 2(7) of the Companies Ordinance, 1984 “company” means a company formed and registered this Ordinance or an existing company.


Element of Companies:

  • Limited Liability: Liability of Shareholder cannot go beyond his/her share in the company unlike in firm where personal assets can also be attached in case of unpaid liabilities.
  • Perpetual Existence: Life of a Company is unlimited and it remains in existence independent of its directors or members.
  • Governing Law: Companies Ordinance, 1984
  • Governing Body: Securities and Exchange Commission of Pakistan

Registration Procedure


Company Registration Through e-Service:


Step 1: Online Name Reservation
  • Sign   up   and   create   User   ID   and   Password   at https://eservices.secp.gov.pk/eServices/ . After you enter the required information to sign up, you will receive an email containing URL for activation. For activating your User ID, you will have to click the said URL.
  • After your User ID is activated, log in at https://eservices.secp.gov.pk/eServices/ and fill out the application. Press Continue    button at the bottom of the page. The next page will be   displayed   and   the   information   entered   so   far   will   be automatically   saved   by   the System.
  • Attach the required document(s) and press Save Form button. If you do not need to attach any document, click Save Form button either way.
  • Open   and   Save   Challan   Form   which   is   automatically   generated   through   the   System. Please note that digital signature is not required for Name Reservation process.
  • Click Start Process.

Step 2: Obtain Digital Signature through NIFT
  • Create additional User IDs, as required through Manage Company Users button available on the top right hand side of the web page. You will need to create separate User IDs for all proposed Subscribers in order to obtain their digital signatures.
  • Obtain the required Digital Signatures for all Subscribers from NIFT https://secp.niftetrust.com/
  • Enroll for a SECP eservices Digital Certificate by filling out this form and gathering all required supporting documents.   Note that one form must be completed for each applicant of a Certificate.
  • forms may be downloaded and printed by clicking on https://secp.niftetrust.com/download/NIFT
  • Place the completed form(s) and the required supporting documents including Pay Order or Demand Draft in an envelope marked “SECP eServices Digital Certificate Request” and send to NIFT either by mail or courier or personally.
  • Application will be processed in 2-3 working days after which you will receive an e-mail from secp-info@niftetrust.com on the address you provided   on   the   Certificate Request Form; the e-mail will contain a Passcode. Please ensure that all e-mails from the address secp-info@niftetrust.com are not diverted into your Junk mail folder.

Step 3:  Company Incorporated
  • A successful logon to eServices by entering user ID and password, will display a list of   available   and   unavailable   processes. If   the   Company  name   has   been   reserved successfully, the Company Incorporation facility will be available at this stage.
  • User will click on the company incorporation process. An input page is displayed, wherein the following information will be entered by the user, Application Details, Declarant, Director/ Subscriber, Company information, Signatory.
  • By   pressing   Continue   Link,   Process   Document     Listing Page   will be displayed containing the following links: -Update Form(s) Data, View Forms, View Company Profile Form,Fill New Attachment Form.
  • Fill and Attach   Memorandum   of   Association &Articles of Association in the attachment link provided Please note that the attachment size should not exceed 2 MB.
  • Attach and Save CNICs of all the Subscribers and any other required document(s) under Fill New Attachment Form link.
  • Open and Save Challan Form which is automatically generated through the System.
  •  Click Sign Forms
  • Select and Sign Forms using the digital signatures obtained from NIFT. Every Subscriber needs to sign forms by logging through his/her User ID.
  • Click Submit to SECP button. After your process is submitted, reference   number   on   the   screen created print this reference number.
  • Print and Pay Challan in the designated branch
  • After you have submitted the process and paid the Challan, your process will be assigned to the concerned officer for processing. You will receive an email letting you know about the status of your case whether it is accepted, rejected or further information is required for issue resolution.
  • Obtaining a certificate of commencement of business from ROC.
  • After Registration, you will receive:
    • Certificate of Filing of Documents
    • Certificate of Incorporation

Company Registration through Physical Appearance

  • Starts check availability of name from COR or online.
  • For the facilitation to general public and promoters desirous of forming a company, the Commission has provided a name search facility on e-services portal at https://eservices.secp.gov.pk/eServices/NameSearch.jsp
  • Confirmation of availability or non-availability of name is instantly sent on the e-mail address (if provided by the company). Simultaneously, letter is also dispatched on the postal address
  • Completion of documents listed below for different types of companies and submission of documents to the registrar of company.
  • Payment of registration fee to the registrar of company.
  • Receipt of certificate of incorporation
  • Obtaining a certificate of commencement of business from ROC.

Checklist of Documents

Documents/information Required
Company (Pvt)
Company (Public)
Single Member Company
Availability of Name
Y Y Y
CNIC copies of Subscribers /Directors of Company
Y Y Y
Copy of N.I.C./ Passport (in case of foreigner)
Y Y Y
CNIC copies of all witness
Y Y Y
Copies of NTN of Directors/Partners (in case of Sales tax registration)
Y Y Y
Four printed copies of Memorandum of Association
Y Y Y
Four printed copies of Articles of Association
Y Y Y
Form – 1 Declaration of compliance with the pre-requisites for Formation of the company
Y Y Y
Form-21 regarding situation of registered office of the company
Y Y Y
Form-29 regarding particulars of Directors
Y Y Y
Original paid Challan
Y Y Y
Forms- 27 list of Directors & chief Executive.
N N Y
Forms- 28 consent of directors & chief Executive.
N N Y
List of members on floppy diskette to the Commission and the associations are required to file with the registrar
Y Y Y
Form ‘B’ concerned annual return on.
N N Y
Form S1 Form indicating at least two individuals to act as nominee director and alternate nominee director, of the company in the event of his death
N N Y
Authority Letter authorizing consultants to represent promoters in SECP during registration process.
Y Y Y

Fees

Document
Online Fees Offline Fees
Availability of Name
200 500
Form 1
600 1,500
Form 21
600 1,500
Form 29
- 3,000
Form 27
600 1,500
Form 28
600 1,500
Form S1
600 1,500
For registration of a company whose nominal share capital does not exceed 100, 000 rupees , a fee of —–
2,500 5,000

For registration of a company whose nominal share capital exceeds 100, 000 rupees, the additional fee to be determined according to the amount of nominal share capital as follows, namely:

  • For every 100,000 rupees of Nominal share capital or part of 100,000 rupees, after the first 100,000 rupees, Up to 5,000,000 rupees, a fee of…….
  • For every 100,000 rupees of nominal share capital or part of 100,000 rupees, after the first 5,000,000 rupees, Up to 5,000,000,000 a fee of……..
  • For every 100,000 rupees of nominal share capital or part of 100,000 rupees, after the first 5,000,000,000 Rupees, up to any amount a fee of……..
Registration Fees for foreign companies
  • Registration Fees for Associations not for Profit under Section 42 License or its Renewal

-500

250

100

25,000

25,000

5,000

-1,000

500

200

50,000

50,000

10,000

Company Process Flowchart

Company Process Flowchart