Securities & Exchange Commission of Pakistan
   
 
 
 
     
ABOUT US
SECP ACT 1997
ORGANIZATION
THE Policy board
THE COMMISSION
THE COMMISSION secretariat
legal department
divisions
company law
securities market
specialized companies
finance and admin
hr and training
insurance
is&T
 
senior management
management directory
company registeration offices
organizational chart (Pdf)
   
BILATERAL AGREEMENTS
INTERNATIONAL MEMBERSHIPS

 

 

The Registration Department is responsible for administration of the Companies Ordinance 1984, and the rules and regulations made there under along with other relevant laws. Its primary functions include registration of companies, regulating their statutory functions, and monitoring of corporate compliance through examination of statutory returns and accounts. These functions are performed by the eight regional offices of the SECP, the Company Registration Offices (CROs). The Registration Department supervises, coordinates, and monitors the workings of the CROs. The Department is headed by Executive Director.

registration department
   
about the department
laws administered by the department
market developments
information for promoters
Name selection guide
promoters' guide
Memorandum of Association
Articles of Association
Forms
Schedule of Fees/Filing
   
enforcement department

 

name selection guide

These guidelines will assist company sponsors in selecting a suitable and valid name for their company as per the guidelines under the Companies Ordinance 1984. You can read more about name selection guidelines by clicking on Name Selection Guideline link below:

Company Name Availability Guide

promoters' guide

Urdu

English

Arabic

Chinese

Memorandum of Association

Memorandum of Association is the constitution of a company, and is its main document. A company cannot incorporate without a memorandum of association. It provides information about a company, its financial structure, and its functions. Memorandum of association governs a company’s business operations by highlighting clauses of what a company can do and what it cannot. It includes five main clauses:

Name clause
Registered Office Clause
Object Clause
Liabilities Clause
Authorized Capital Clause

Specimens of few memorandums of associations pertaining to specific industries are given below for your information and use.

1. Instructions (PDF Version)

Instructions for adopting of specimen of Memorandum and Articles of Association for licence under section 42 of the Companies Ordinance, 1984

Download Instructions

2. Sectors (MS Word/PDF Version)

Association/Foundation (PDF Version) (MS Word Version)
ASSOCIATION NOT FOR PROFIT
Auto and Allied
Banking Company
Chemical and Pharmaceutical
Communication and IT Related
Construction
DRAFT MEMOR`ANDUM OF ASSOCIATION FOR EXCHANGE COMPANY-A
DRAFT MEMOR`ANDUM OF ASSOCIATION FOR EXCHANGE COMPANY-B
EDUCATIONAL INSTITUTION
Engineering
FISHING
Fuel and Energy
HAJJ-UMRAH SERVICES
HOTELS
Insurance
JUTE
Leather
Leasing
Live Stock
Miscellaneous
Power Generation
Poultry & Breeding
Security Services
Synthetics and Rayon
SUGAR AND ALLIED
Textile
Textile Composite
Textile Spinning
Textile Allied and Others
Transportation

3. Single Page Memorandum and Articles of Association (MS Word Version)

(a) Memorandum of Association
(b) Articles of Association

4. Articles of Association of a private limited company (MS Word Version)

(a) Articles of Association

Articles of Association

Articles of Association highlight internal regulations for the management of the company. It states the roles and functions of the company’s management. Articles of Association govern company management’s operations.  

Specimens of few memorandums of associations pertaining to specific industries are given below for your information and use.

I. Instructions (PDF Version): Instructions for adopting of specimen of the Articles of Association for license under section 42 of the Companies Ordinance, 1984.

Single Page Articles of Association (MS Word Version)

forms

Forms are filed by companies and business registered with the SECP. These forms also known as statutory returns show the status of a company provide SECP the updated information on the company and its business activities. There are a total of 45 such forms specified for each particular activity or incident.

Some of the more widely used forms and their brief description are given below:

Form A:
An annual return is a snapshot of general information about a company giving details of its chief executive, directors, chief accountant, secretary, legal adviser and auditors, registered office address, shareholders and share capital. It is for a company having share capital. This form is submitted each year to reflect a company’s correct and updated position.  If you file this form late or not at all, the company and its director(s) and secretary can be prosecuted under the Ordinance. Please note annual returns are different from annual accounts

Form B:
This is an annual return similar to Form-A. It’s a snapshot of general information about an association under section-42, giving details of its directors, chief executive, chief accountant, secretary, legal adviser and auditors, registered office address, shareholders and share capital. This form is submitted each year to reflect an association’s correct and updated position, and is for a company not having share capital. If you file this form late or not at all, the association and its director(s) and secretary can be prosecuted under the Ordinance. Please note annual returns are different from annual accounts

Form 21:
Every company must have a registered office because it is the 'home' of the company to which all official documents, notices and court papers have to be sent by law. The address must be a physical location and not a post office box. This is because people have a right to visit a company’s office to inspect certain registers and documents, and to deliver documents by hand.It is vital for a company to keep SEC informed of the location of its registered office for future communications. Form-21 is filed if there is a change in the company’s registered office. A company can change its registered office address by filing a notice for change on Form 21 with the Registrar within 28 days of such change. This change only becomes legally effective when the Registrar registers the form.

Forms 29:
This form highlights particulars about directors and officers of a company.  All changes in particulars of directors and other officers must be sent to the Registrar within 14 days of the change. This form is used for:-

The appointment of an officer.

An officer ceasing to act (resignation, removal, death etc).

A change in details of an officer, e.g.: a change of name or address.

Form 3:
This form is filed if there is a change in the company’s capital structure, or there has been an allotment of shares. This form should be sent to Registrar within 30 days of the shares being allotted. This change only becomes legally effective when the Registrar registers the form.

Form 7:
This form is filed if there is a change in the company’s authorized capital and nominal capital. Form-7 should be sent to the Registrar within 30 days of the change. The change only becomes legally effective when the form is registered.

Forms 10, 11, 13, 14, 16 and 17:
These forms are associated with changes in any mortgage and charges by the company during the life of its operations. Particulars of any mortgage or charge created by a company must be sent to Registrar within 21 days of its creation or satisfaction. Each of the six forms is geared towards a specific action on mortgage and charges.

Form 10:- This form is for mortgage creation, and is used whenever a company creates a new mortgage or charge.

Form 11:- Highlights the particulars of mortgages or charges subject to which property has been acquired. The form is filed whenever there is a change in property status in relation to a mortgage or charge.

Form 13:- Relates to the registration of entire series of debenture and redeemable capital.

Form 14:- Relates to the particulars of an issue of redeemable capital, redeemable in a series when more then one issue in the series is made.

Form 16:- This form is filed whenever there is any change in the existing mortgage or charge.

Form 17:- This form is for mortgage satisfaction and un-registering. The form is filed whenever a mortgage is un-registered and brought back into company’s name.

Specimens of all the forms available for statutory returns can be downloaded by clicking on the download button below.

Download Forms

 

Schedule of Fees/Filing

Schedule of Fees/Filing (pdf)