To register a private limited company in Pakistan, you must first reserve a company name with the Securities and Exchange Commission of Pakistan (SECP), prepare and submit incorporation documents through SECP’s eServices portal, pay the prescribed registration fee, and obtain a Certificate of Incorporation. Once the company is registered, it must also be enrolled with the Federal Board of Revenue (FBR) for a National Tax Number (NTN) and complete other post-incorporation compliance requirements.
Registering a private limited company is a legally structured process governed by the Companies Act, 2017, and is widely adopted by startups, SMEs, and growing businesses in Pakistan.
What Is A Private Limited Company In Pakistan?
A private limited company in Pakistan is incorporated under the Companies Act, 2017 and registered with the Securities and Exchange Commission of Pakistan (SECP). It is treated as a separate legal entity, meaning the company has its own legal identity independent of its owners.
The liability of shareholders is limited to their shareholding, and personal assets are not responsible for company obligations. Ownership is divided into shares, while the company is managed by appointed directors, allowing structured control over operations and decision-making.
Key Features Of A Private Limited Company:
- Limited liability, restricting financial exposure to the value of shares held
- Separate legal identity, allowing the company to hold assets and enter contracts in its own name
- Restricted share transfers, keeping ownership private and controlled
- Perpetual succession, with continuity unaffected by changes in shareholders or directors
- Recognized business structure, commonly accepted by banks, vendors, and corporate clients
Minimum Requirements To Register a Private Limited Company
Minimum Number of Directors and Shareholders:
A Private Limited Company in Pakistan must have at least two directors and two shareholders. The same individuals can serve as both directors and shareholders.
Share Capital Requirements:
There is no minimum paid-up capital requirement.
- Authorized capital is the maximum share capital the company can issue.
- Paid-up capital is the amount actually invested by shareholders at registration.
Company Name Criteria:
The company name must follow SECP naming guidelines. Names containing restricted or prohibited words require prior approval. Name availability must be checked through the SECP eServices portal before registration.
Documents Required For Private Limited Company Registration In Pakistan
To register a Private Limited Company with SECP, you must prepare and submit the following essential documents:
- CNIC copies of Pakistani directors and shareholders
- Passport copies of foreign directors or shareholders (if applicable)
- Proposed company name for SECP approval
- Registered office address in Pakistan
- Defined business object or nature of business
- Memorandum of Association
- Articles of Association
- SECP-approved digital signatures for all directors
How To Register a Private Limited Company In Pakistan: Step By Step Process
Registering a Private Limited Company in Pakistan involves a series of structured steps through the SECP eServices portal. Following these steps ensures legal compliance and smooth incorporation.
Step 1: Name Reservation with SECP
Before incorporation, you must check the availability of your proposed company name online through the SECP portal. Once approved, the name can be reserved for a limited period, during which you must complete the registration process. This prevents other entities from using the same name.
Step 2: Prepare Incorporation Documents
Prepare the required incorporation documents, including:
- Memorandum of Association: defines the company’s objectives and scope of business
- Articles of Association: outlines the company’s internal governance and rules
- Declaration of Compliance: confirms adherence to SECP regulations
Step 3: Online Company Registration via SECP eServices
Create an account on the SECP eServices portal and upload all prepared documents. Submit the necessary forms:
- Form 1: declaration of compliance and company particulars
- Form 21: notice of directors and their consent
- Form 29: particulars of subscribers/shareholders
Step 4: Payment of SECP Registration Fees
SECP registration fees are calculated based on the authorized share capital of the company. Payments can be made online through the SECP portal, ensuring immediate processing and faster approval.
Step 5: Certificate of Incorporation Issuance
After verification, SECP issues the Certificate of Incorporation, confirming the company’s legal existence. From this point onward, the company becomes a separate legal entity, authorized to operate and conduct business in Pakistan.
Post-Registration Requirements For A Private Limited Company:
After obtaining the Certificate of Incorporation, a Private Limited Company in Pakistan must complete certain post-registration formalities to start operations legally and remain compliant with government regulations.
National Tax Number (NTN) Registration
All companies must register with the Federal Board of Revenue (FBR) to obtain a National Tax Number (NTN). This involves submitting company details, director information, and incorporation documents. Once registered, the tax profile is activated, allowing the company to file tax returns and conduct tax-compliant business transactions.
Sales Tax Registration (If Applicable)
Companies dealing in goods or services subject to sales tax must register with FBR for sales tax purposes. Registration is mandatory for businesses exceeding the prescribed turnover threshold or operating in industries requiring sales tax compliance. This enables the company to issue tax invoices and claim input tax credits where applicable.
Company Bank Account Opening
To operate financially, the company must open a corporate bank account. Banks typically require:
- Certificate of Incorporation
- NTN certificate
- Memorandum and Articles of Association
- Board resolution authorizing account opening
Banks also perform compliance checks, including verification of directors, shareholders, and the company’s business activity, before activating the account.
Private Limited Company Vs Other Business Structures in Pakistan:
| Feature | Private Limited Company (PLC) | Sole Proprietorship | Partnership | Single Member Company (SMC) |
| Ownership | At least 2 shareholders | Single owner | 2 or more partners | Single shareholder |
| Directors/Management | Minimum 2 directors | Owner manages | Partners manage jointly | Single director (owner) |
| Legal Status | Separate legal entity | Not a separate legal entity | Not a separate legal entity | Separate legal entity |
| Liability | Limited to shareholding | Unlimited personal liability | Unlimited personal liability | Limited to shareholding |
| Capital Requirement | No minimum paid-up capital | No requirement | No requirement | No minimum paid-up capital |
| Registration | Mandatory with SECP | Optional (but recommended for bank/NTN) | Optional (but recommended for bank/NTN) | Mandatory with SECP |
| Tax Registration | NTN mandatory; sales tax if applicable | NTN optional; sales tax if applicable | NTN optional; sales tax if applicable | NTN mandatory; sales tax if applicable |
| Credibility & Growth | High credibility; easier to raise funds | Limited credibility | Moderate credibility | High credibility; limited to single owner |
Why Professional Assistance Helps In Company Registration?
Registering a private limited company involves careful preparation of legal documents, SECP submissions, and post-registration compliance with FBR and other authorities. By taking professional assistance, you can save time, avoid errors, and ensure your company is fully compliant.
At Company Enrolla, We handle everything for you, from document preparation and filing to tax registration and ongoing compliance, so you can focus on growing your business.
FAQs:
Which Platforms Offer The Fastest Private Limited Company Registration In Pakistan?
The fastest way to register a Private Limited company in Pakistan is through the SECP eServices portal. It is the official online system of the Securities and Exchange Commission of Pakistan. When documents are correctly prepared and submitted online, the process can be completed within 3 to 5 working days. Using a professional registration service can make it even faster by avoiding mistakes and rejections.
What Is The Minimum Number Of Directors Required For A Private Limited Company?
A Private Limited company in Pakistan must have at least two directors. These directors can also be shareholders of the company. There is no requirement for directors to be Pakistani nationals; foreign nationals can also act as directors, subject to SECP rules.
What Is The Minimum Capital Requirement For A Private Limited Company In Pakistan?
There is no minimum paid-up capital requirement for registering a Private Limited company in Pakistan. You can start your company with any reasonable capital amount. However, the declared capital should align with the nature and scale of your business to avoid future compliance issues.
How Long Does It Take To Register a Private Limited company In Pakistan?
If all documents are complete and correctly submitted, Private Limited company registration usually takes 3 to 7 working days. Delays may occur if documents are missing, names are rejected, or information is incorrectly filled.
Can A Single Person Own A Private Limited Company In Pakistan?
No, a Private Limited company requires at least two shareholders. If you want full ownership as a single individual, you can register a Single Member Company (SMC) instead, which offers similar benefits with a different legal structure