Registration of Business in
Pakistan is very welcoming towards foreign investors. Foreign investors can establish their business / company through Securities & Exchange Commission of Pakistan (SECP), which is responsible for registration of companies in Pakistan. Registering a company has been automated and it can now be registered in one day with SECP and Federal Board of Revenue (FBR). Details on overview of legal entities, types of legal entities, how to register company and alternatives to register company are as under:
Types of Legal Entities in Pakistan
Following types of legal entities exist in Pakistan.
Private Limited Company
Foreign investors can set up fully foreign-owned Private Limited Companies (PLCs) in Pakistan. The minimum number of shareholders needed in order to register this kind of company is two (02). The minimum capital requirement in case of PLCs is PKR 100,000 (US$ 600). Another requirement is that the registered address of the company’s office must be in Pakistan. The incorporation time of a Limited Liability Company in Pakistan with SECP & FBR is one day.
Single Member Company
Foreign investors can set up a single member company in Pakistan with only one shareholder with a minimum capital of PKR 100,000 (US$ 600)*. The incorporation time is one day and registered address of the company should be in Pakistan.
Public Limited Company
A Public Limited Company has their shares offered to the general public. Those shares are with limited liability. Anyone can acquire the shares. It may be through a public offering or through trading in the stock market. There are two types of public limited companies in Pakistan, unlisted and listed. The details are listed below.
Steps for Registration of Company
Step 1: Approval of Company Name
This is the first step of company registration in Pakistan is choosing the company’s name. It is important to devise a unique company name that would set you apart from the rest in the industry.
Step 2: Submission of Documents
Once the company name gets the approval, you need to submit the incorporation documents to the Securities and Exchange Commission of Pakistan (SECP).
Step 3: Certificate of Incorporation
After submitting the documents, the SECP evaluates them. They check their validity. A digital signature is granted by the National Institutional Facilitation Technologies (NIFT) and can be acquired through the SECP. They issue the certificate of incorporation. Presentation of the company’s details may be needed. However, this depends on where the business started.
Step 4: Deposit of Shares
After the registration, shareholders must deposit their corresponding amount of shares purchased in the company’s bank account.
Step 5: Registration of Income, Sales, and Professional Taxes
The last step of company registration in Pakistan is the registration with the FBR and issuance of the NTN. A sales tax registration number may be registered if applicable. The procedure of registering a Public Limited Company is same as above. However, they may require you to submit more documents.
Alternatives to Register Company
A branch office is an alternative to company registration if your company wants to have a presence in Pakistan without setting up a separate legal entity. Branches carrying out a contract in Pakistan can be established. A branch office, however, cannot take part in any commercial or trading activities of whatever nature. Therefore, your activities depend on the contract you signed. The contract restricts your activities. The parent company owns 100% of the branch office in the country of origin. It does not require any minimum capital. Process time for the registration takes up to seven weeks. The permit can be valid for 1 to 5 years if it has an approval from the BOI.
If you want to promote your products in Pakistan, you can set up a 100% foreign-owned liaison office here. Besides product promotion, you can also provide technical advice and assistance, explore the various possibilities of joint collaboration, and export promotion in Pakistan. However, this type of office cannot engage in commercial or trading activities and it is not subjected to any minimum capital. The standard time for establishing a liaison office in Pakistan is seven (7) weeks. Therefore, once granted your permit will have a validity period of 1 to 5 years. The Board of Investment (BOI) needs to approve it.
Usman Rasheed & Co is a leading Chartered Accountants firm having offices in Islamabad, Lahore, Karachi & Peshawar. The firm is providing quality services to its clients in the field of Auditing, Taxation, Corporate, Accounting, Legal & Secretarial Consultancy and, other related assistance to local and foreign private, public and other organizations.
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