1. CORPORATE AND BUSINESS LAW
PRESENTATION
SUBMITTED BY:
S.M.KUMAIL ABBAS
YOUSUF FAZAL
M. ADIL JAMIL
HUSSAM UDDIN
SUBMITTED TO:
SIR SAAD SALMAN

2. FORMATION OF A COMPANY
SECP
Securities & Exchange Commission of Pakistan (SECP) is the regulatory body in the country to regulate the corporate
sector and the capital market with the aim to ensure transparency and efficiency in market.
Types of legal companies:
 Single Member Company
 A single member company can be defined as a company with only one member, also referred to as the shareholder.
 Not required to pay company’s debts with their personal assets.
 PKR 100,000 is considered to be the minimum capital requirement.
 Incorporation in 4 weeks.
 Public Limited Company
 Public limited companies are listed on the stock exchange where it's share/stocks are traded publicly
 Not required to pay company’s debts with their personal assets.
 Minimum 7 share holders and capital of PKR 500,000 required.

3. Cont.
 Private Limited Company
 Two or more persons
 PKR 100,000 is the minimum capital requirement.
 Any foreign national can be a shareholder, except for those coming from Israel.
 Registered address of the company’s office must be in Pakistan
 The incorporation time of a limited liability company in Pakistan is generally six weeks.
 The financial statements of a private limited company are not public, their shares do not trade
on Pakistan Stock Exchange and their accounts are not required to be audited.
 Liability is restricted to the scope of their shareholding; They are not required to pay company’s
debts with their personal assets.

4. This is the e-portal for SECP from where we can easily register our company
step by step.

5. These are the different forms available on SECP site, each form has it’s own
legal status and importance

6. STEP 1: COMPANY NAME RESERVATION

7. KYAH (Private) Limited
Name
and
surname
(present &
former) in
full
(in Block
Letters)
NIC No.
(in
case of
foreigner,
Passport No)
Father's/
Husband's
Name in full
Nationality(ies)
with any
former
Nationality
Occupation
Usual residential address in full or
the registered/
principal office
other than natural person
Number of
shares
taken by
each
subscriber
(in
figures and words)
Signatures
KUMAIL ABBAS 42000-1502402-1 ALI RIZVI PAKISTANI Sales Manager Gulshan e Iqbal, Karachi Five thousand (5,000)
YOUSUF FAZAL 42000-1502402-2 YOUNUS AFZAL PAKISTANI Supply
Manager
F.B Area Karachi Five thousand(5,000)
HUSSAM UDDIN 42000-1502402-3 HASSAN KHAN PAKISTANI Engineer Gulistan e johar, Karachi Five thousand(5,000)
ADIL JAMIL 42000-1502402-4 FAZIL JAMIL PAKISTANI Accountant Karimabad, Karachi Five thousand(5,000)
Total number of shares taken (in figures and words) TWENTY THOUSANDS
(20,000)

8. STEP 2: DOCUMENTS OF INCORPORATION
 Memorandum of Association
It is a legal document prepared during the formation and registration process of a company to define its
relationship with shareholders and it specifies the powers & objectives of company.
 Article of Association
Specifies the rules regulations for a company's operations and defines the company's purpose.
 Application of company Incorporation (Form 2)
 There is no need to create Form 1, Form 21 and Form 29 manually, as eservices system will
automatically generate afterwards.
 Availability of Name letter issued by SECP
 CNIC copies of all Directors

9. MEMORANDUM

10.  AUTHORIZATION CAPITAL
It is the maximum amount of the capital for which shares can be issued by the Company to shareholders.
 PAID UP CAPITAL
Paid-up capital is the amount of money a company has received from shareholders in exchange for shares of stock.
Paid-up capital of a company can never be more than its authorized capital but it can be equal to the authorized capital.
Face Value
Number of
shares
Total
Authorized Capital 5 20,000 100,000
Paid Up Capital 5 16,000 80,000
Capital Structure

11. STEP 3: DIGITAL SIGNATURES
 Witness of our documents will be NIFT ( National Institutional Facilitation
Technologies)
 Digital certificate from NIFT for each director of the company
 Name Reservation certificate from SECP (Securities & Exchange Commission of
Pakistan)
 1. One Login/user ID for one Director of the proposed company.
 2. Digital Signatures are mandatory for submitting case through eservices(online)
 SBC will fill in the rest of NIFT form and submit at NIFT counter at CRO-SECP

12. STEP 3: DIGITAL SIGNATURES
 Attested copies of CNIC of all Directors
 Attested copies of availability of name letter issued by SECP
 NIFT will deliver digital signatures
 NIFT Normal Fee: Rs.1,500 per director

13. STEP 4: FEE OF INCORPORATION/FILING
 It is fixed to your share capital
 Can be calculated online using Incorporation Fee Calculator

14. STEP 4: FEE OF INCORPORATION/FILING
ONLINE PAYMENT
 Facility is available for MCB and UBL account holders only
 You can pay via Credit and debit card

15. STEP 4: FEE OF INCORPORATION/FILING
OFFLINE PAYMENT
 Can be done by manual challan
 Company registration application required
 Can be paid at MCB or UBL designated
branches
 Post Payment of the fee, SECP
Documents Required
 Declaration of compliance
 Identification of office’s location
 Copies of CNIC/NICOP of the subscribers
 NOC/Letter of Intent/ License
 Copies of the Memorandum and Articles
of Association with each member’s
signature

16. CERTIFICATE OF INCORPORATION
 If any Objection arrives you might receive and email.
 Make the required correction and submit the form again
 7 working days time
 You will receive a confirmation email
 Incorporation Certificate can be picked from Company Registration office (CRO)

17. Register Company for Income/Sales Tax
DOCUMENTS REQUIRED
 Name of company and business name
 Business address, Phones, Email, Contact Number
 Accounting period
 Principal business activity
 Company type, like public, private, trust, NGO etc.
 Date of registration
 Incorporation certificate by (SECP)
 Registration certificate
 Trust deed in case of trust
 Name of representative with CNIC or NTN.
 Last Paid Utility Bill
 Place is Rental/Owned

18. Register Company for Income/Sales Tax
 Use Iris Portal credentials to login. Once logged in, the person shall select Form 14(1) (Form of
Registration filed voluntarily through Simplified) (Sales Tax) from the Registration.
 Form 181 (Form of Registration filed voluntarily) (Income Tax). Scan and attach given above documents
and submit the application and Form 181 (filed for modification) Income Tax.
 Every person engaged making taxable supplies including zero-rated supplies in Pakistan and is importer;
exporter; seller; distributor; retailer; or wholesaler of goods is required to get registered for sales tax with
Federal Board of Revenue (FBR).

19. Annual Returns (Form A/B)
 Every company required to file an annual return once in a year.
 Giving details of directors, Chief executives, CFO, Secretary, Legal advisor, Registered office
address, member and share capital.
 A company having a share capital files annual return on Form-A
 A company having not a share capital files annual return on Form-B

20. FORM 29
 Form 29 is compulsory document for every company, which is also submitted annually or
any change of company structure like, change in Director, CEO appointment / resign,
appointment of Legal Adviser, Appointment of company secretary, CFO appointment.
 Form 29 is required to be filed within 15 days from the date of appointment or any change
among them.
 Single Member Company (SMC) Registration. SMC is a private company which has only one
member/director.

23. Impact of reforms

24. Articles of Association
 Shares
 Transfer and Transmission of Shares
 Alteration of Capital
 General Meetings
 Votes of Members
 Power and duties of directors
 Filling of vacancies
 Dividends and Reserve
 Accounts

25. Articles of Association
 Notices
 Winding up
 Indemnity

26. Form - II
 Part 1
 Part 2
 Company Information
 Capital Structure
 Special Business Information
 Company Subscribers, Directors Chief Executive Officers
 Company limited by shares
 Part 3