How to Register a Private Limited Company in Pakistan

 

Starting a business is an exciting journey, but ensuring it has a legal standing is crucial for long-term success. One of the most popular business structures in Pakistan is a Private Limited Company, which offers limited liability protection to its shareholders and enhances business credibility. The Securities and Exchange Commission of Pakistan (SECP) regulates company registration under the Companies Act, 2017.

In this blog post, we at Usman, Rasheed & Co.  Chartered Accountants, will walk you through the step-by-step process of registering a Private Limited Company in Pakistan.

Step 1: Selecting and Reserving the Company Name

The first step is choosing a unique and legally compliant company name. SECP has specific guidelines for name selection:

SECP Naming Guidelines:

• The name must not resemble an existing registered company.
• It must not include restricted terms like “Government,” “Federal,” “Pakistan,” or offensive words.
• If the name implies a specific sector (e.g., Tech Solutions), it should align with your business activities.
• Check for domain name availability if you plan on launching a website.

Name Reservation Process:

1. Create an account on the SECP eZfile portal.(https://leap.secp.gov.pk/#/user/login).
2. Select Company Name Reservation and submit an application.
3. Pay the name reservation fee through bank deposit, credit card, or mobile banking.
4. SECP will process the request and issue a Name Reservation Certificate within 1-2 working days.

The reserved name remains valid for 60 days, and the incorporation process should be completed within this period.

Step 2: Preparing Incorporation Documents

After securing the name, the next step is preparing legal documents for company incorporation.

Essential Documents:

• Memorandum of Association (MoA): Defines the company’s objectives, scope, and business activities.
• Articles of Association (AoA): Specifies the internal governance rules and management structure.
• CNIC copies of all directors and shareholders.
• Form 29 – Details of directors, CEO, and company secretary.
• Form 21 – Declaration of the company’s registered office address.

All these documents are prepared online using SECP’ eZfile portal through pre-designed forms, eliminating the need for physical signatures and scanning.

Step 3: Filing the Incorporation Application

Once the required documents are ready, you can apply for company incorporation through SECP’s eZfile portal.

Online Submission Process:

1. Log in to the SECP eZfile portal
2. Select Incorporation of a New Company.
3. Fill out the form and upload the required documents.
4. Pay the incorporation fee (varies based on authorized capital).
5. Submit the application for SECP review.

SECP will verify all details and, if everything is in order, issue a Certificate of Incorporation within 3-7 working days.

Step 4: Obtaining NTN (National Tax Number)

After incorporation, the company must obtain an NTN from the Federal Board of Revenue (FBR).

NTN Registration Process:

1. Register on FBR’s IRIS Portal (https://iris.fbr.gov.pk).
2. Fill out and submit Form-181 for NTN registration.
3. Provide company business details and shareholder information.
4. The NTN is issued within same working day.

Step 5: Opening a Corporate Bank Account

To conduct financial transactions, the company must open a corporate bank account.

Required Documents for Bank Account Opening:

• Certificate of Incorporation.
• NTN Certificate.
• Memorandum and Articles of Association.
• Board Resolution authorizing a director to open the account.
• CNICs of directors and authorized signatories.

Choose a reputable bank and submit the application for a business account.

Step 6: Additional Regulatory Registrations (If Required)

Depending on your business nature, additional registrations may be necessary:

• Sales Tax Registration (STRN) – Required for businesses dealing in taxable goods/services.
• Professional Tax Registration – Mandatory in some provinces for professional firms.
• Chamber of Commerce Membership – Recommended for traders and exporters.
• Pakistan Engineering Council (PEC) Registration – Required for engineering firms.
• Pakistan Software Export Board (PSEB) Registration – For IT and software export companies.

Conclusion

Registering a Private Limited Company in Pakistan involves multiple steps, from name reservation to obtaining regulatory approvals. Compliance with SECP and FBR regulations is crucial to avoid legal complications and ensure smooth business operations.

At Usman, Rasheed & Co.  Chartered Accountants, we assist businesses in navigating company incorporation, tax registration, and compliance matters. If you need professional guidance, feel free to reach out to us for personalized consultancy.

Disclaimer:

This blog post is for informational purposes only and should not be considered legal advice. Consult a professional for tailored solutions.