Adv Ch Shahid Bhalli

How To Prepare Memorandum and Articles of Association in Pakistan

As per Lawkidunya, Preparing the Memorandum and Articles of Association is a crucial step in registering a company in Pakistan. Here’s a step-by-step guide to help you prepare these documents:

Memorandum of Association

The Memorandum of Association is a document that outlines the company’s objectives, scope, and powers. It contains the following information:

1. Company Name: The name of the company.
2. Company Type: The type of company (e.g., private limited, public limited).
3. Registered Office: The address of the company’s registered office.
4. Objectives: A statement of the company’s objectives and purposes.
5. Authorized Capital: The maximum amount of share capital the company is authorized to issue.
6. Liability Clause: A statement outlining the liability of the company’s members.

Articles of Association

The Articles of Association is a document that outlines the company’s internal management and administrative structure. It contains the following information:

1. Company Name: The name of the company.
2. Share Capital: Details of the company’s share capital, including the number and value of shares.
3. Directors: Details of the company’s directors, including their powers and responsibilities.
4. Shareholders: Details of the company’s shareholders, including their rights and responsibilities.
5. Meetings: Details of the company’s meeting procedures, including the frequency and conduct of meetings.
6. Voting: Details of the company’s voting procedures.

Preparation Steps  

1. Consult the Companies Act, 2017: Familiarize yourself with the Companies Act, 2017, which governs company law in Pakistan.
2. Seek Professional Advice: Consult with a lawyer or a chartered accountant to ensure compliance with all applicable laws and regulations.
3. Use a Template: Use a template or a sample Memorandum and Articles of Association to guide your preparation.
4. Customize the Documents: Customize the documents to suit your company’s specific needs and objectives.
5. Review and Revise: Review and revise the documents carefully to ensure accuracy and completeness.

Filing and Registration

1. File with the SECP: File the Memorandum and Articles of Association with the Securities and Exchange Commission of Pakistan (SECP).
2. Pay the Filing Fee: Pay the filing fee, which is currently PKR 10,000 (approximately USD 65).
3. Obtain a Certificate of Incorporation: Obtain a Certificate of Incorporation from the SECP, which confirms the company’s registration.

By following these steps, you can prepare and file the Memorandum and Articles of Association for your company in Pakistan.

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