Company Incorporation · PakistanIncorporating with SECP is mostly online now. The decisions you make on the forms still last for years.
We incorporate private limited and single-member companies on SECP’s eZfile portal, handle the extra steps for foreign shareholders, and set up the company’s tax registration and records afterwards.
Business & Incorporation
At a glance
- Authorities
- Securities and Exchange Commission of Pakistan (SECP) · Federal Board of Revenue (FBR) · Ministry of Interior (security clearance)
- Forms & references
- Companies Act 2017Memorandum & Articles of AssociationCertificate of Incorporation
- Filed with
- SECP, on eZfile
- Law
- Companies Act 2017
- Common types
- Private limited (Pvt Ltd) and SMC-Pvt
- Tax number
- NTN usually issued through the SECP–FBR link
Overview
What it is, and why it matters.
Companies in Pakistan are incorporated under the Companies Act 2017 by the Securities and Exchange Commission of Pakistan (SECP). Applications go through eZfile, SECP’s online registry, which lets you reserve a name and apply for incorporation in one combined application.
Most owner-managed businesses choose between a private limited company (Pvt Ltd), which needs at least two members, and a single-member company (SMC-Pvt), which has one shareholder and names a nominee and alternate nominee to act if that shareholder dies. The choice affects governance, future fundraising and how easily you can bring in partners.
Foreign shareholders and directors add steps: passport documents and undertakings, security clearance by the Ministry of Interior, and bringing share capital in through banking channels so the investment is recorded under State Bank of Pakistan rules.
Incorporation is the start of the work. The company then needs its IRIS profile, a bank account, statutory registers and a clear view of its SECP and FBR filing calendar.
Who needs it
Who typically needs it.
- 01
Startups planning to raise investment
Investors generally expect a private limited company with a clean share register.
- 02
Sole proprietors who have outgrown the structure
Limited liability and a separate legal identity start to matter once contracts, staff and borrowing grow.
- 03
Foreign-owned businesses
A locally incorporated subsidiary is the usual way for a foreign company to trade in Pakistan beyond a branch or liaison office.
- 04
IT and software exporters
Foreign clients and banks often expect to contract with a company, and the company can register with PSEB in its own name.
- 05
Overseas Pakistanis investing at home
A company can hold a Pakistani business while local directors run it day to day.
When you need it
The moments that usually trigger it.
- You are about to sign a significant contract or bid for a tender that requires a registered company.
- An investor has agreed terms and needs a company to invest into.
- You are bringing a foreign co-founder or shareholder into a Pakistani business.
- Your sole proprietorship has grown and you want to separate business and personal liability.
- A foreign parent company wants a Pakistani subsidiary.
Scope
Exactly what we handle.
Our engagement letter lists these specifically, so you know what is included before any work begins.
- 01
Advising on Pvt Ltd versus SMC-Pvt, share capital and shareholding from a tax and compliance view
- 02
Checking and reserving the company name on eZfile
- 03
Preparing the Memorandum and Articles of Association and the incorporation application
- 04
Collecting documents and undertakings from foreign subscribers and directors
- 05
Following up SECP queries and the security clearance process
- 06
Completing the company’s IRIS profile and supporting the bank account opening
- 07
Setting up registers of members, directors and beneficial owners, and share certificates
- 08
Arranging the first auditor appointment where an audit is required, plus a first-year SECP and FBR calendar
The process
How it runs, step by step.
Timings depend on the authority and on how quickly documents come together. We tell you what’s typical for your case at the start.
Start with a conversationStructure and name
We agree the company type, shareholders, directors, share capital and principal business, and check name availability against SECP’s rules.
Prepare the application
We draft the Memorandum and Articles and assemble the incorporation application with subscriber and director details.
Submit on eZfile
The combined name and incorporation application is filed with SECP’s fee, and we respond to any queries from the registrar.
Security clearance, if needed
Where there are foreign subscribers or directors, SECP refers them to the Ministry of Interior. Depending on nationality and sector, clearance is dealt with before or after incorporation.
Post-incorporation setup
We confirm the NTN, complete the IRIS profile, support bank account opening, issue share certificates and set up the statutory registers.
First-year calendar
You receive the SECP and FBR obligations for the first year, including the first AGM where one is required, the annual return, tax returns and withholding statements.
What we’ll need
The information to have ready.
A typical checklist. After the first conversation we send a version specific to your situation, so you don’t gather anything you don’t need.
Pakistani shareholders and directors
- CNIC copies
- NTN, if any
- Residential address, email and mobile number
- Proposed shareholding and roles
Foreign shareholders and directors
- Passport copies
- Residential address abroad
- SECP’s undertaking for foreign directors and subscribers
- For a corporate shareholder: certificate of incorporation, board resolution and constitutional documents, notarised and apostilled or legalised
Company details
- Three or more proposed names, in order of preference
- Principal line of business
- Registered office address
- Authorised and paid-up share capital
- Nominee and alternate nominee details for an SMC-Pvt
Please don’t email passports or bank statements. Once we’ve spoken, you’ll get access to a secure upload.
Common mistakes
Where this usually goes wrong.
The problems we are most often asked to fix, and what they tend to cost.
- Mistake 01
Choosing an SMC when a second founder is coming
Converting later means extra SECP filings. If a co-founder or investor is expected soon, starting as a Pvt Ltd is often simpler.
- Mistake 02
A vague principal line of business
SECP checks the stated business, and banks and FBR rely on it later. A mismatch with what you actually do causes questions at account opening and registration.
- Mistake 03
Paying foreign share capital informally
Capital that does not arrive through banking channels is hard to evidence, and it can complicate sending dividends or sale proceeds abroad later.
- Mistake 04
Stopping at the certificate
Companies that skip the IRIS profile, registers and first-year calendar tend to miss their first returns and withholding statements.
Worth knowing
The limits, stated upfront.
Name approval, incorporation and security clearance are decisions of SECP and the Ministry of Interior; we cannot guarantee outcomes or timing.
We do not draft shareholder agreements, investment terms or bespoke legal clauses in the Articles. Your lawyer should handle those, and we work alongside them.
Regulated sectors, such as financial services, security services and some media, need licences or approvals beyond standard incorporation.
Bank account opening depends on each bank’s own due diligence.
Questions
Company Incorporation: frequently asked.
If yours isn’t here, ask us directly. We’ll answer in plain terms.
Ask a questionHow long does incorporation take?
Once documents are complete, SECP often processes a straightforward application within a few working days, though timing varies. Name objections, and foreign subscribers who need security clearance before incorporation, can add weeks.
What is the difference between a Pvt Ltd and an SMC-Pvt?
An SMC-Pvt has one shareholder, who names a nominee and alternate nominee to take over if they die. A Pvt Ltd has at least two members. Both give limited liability; a Pvt Ltd is usually easier when co-founders or investors are involved.
Can foreigners own all the shares in a Pakistani company?
In many sectors, yes, subject to security clearance and any sector-specific rules. Share capital should come in through banking channels so the investment is properly recorded under State Bank of Pakistan rules.
Do the directors need to live in Pakistan?
There is no general requirement for every director to live in Pakistan, but foreign directors go through security clearance, and banks usually want signatories who can complete their due diligence. We plan who will operate the bank account at the outset.
Does the company get an NTN automatically?
Usually, yes. SECP and FBR share incorporation data, and the NTN is typically issued with or shortly after the certificate, but the IRIS profile still needs completing.
Does my company need an auditor?
It depends mainly on paid-up capital. At the time of writing, private companies and SMCs with paid-up capital of up to Rs 1 million that are not subsidiaries of public companies are generally exempt from audit; we confirm the position for your company.
What does the company have to file every year?
With SECP, an annual return and related filings; with FBR, an income tax return (due 31 December for a June year end), quarterly withholding statements and, if registered, monthly sales tax returns.
Related
Often needed alongside this.
The equivalent in our other countries
Speak with a consultant
Talk to us about company Incorporation.
Pick the closest match and we’ll take it from there. You’ll get a written scope and fee before any work begins.
Or use our three-step guide, or email hello@fiscorra.com