Rules for Transfer of Shares in Pakistan:
Pre-Transfer Requirements
1. Shareholder Agreement: Compliance with shareholder agreement terms.
2. Board Approval: Approval from the board of directors.
3. Share Transfer Form: Completion of share transfer form.
4. Share Certificate: Surrender of share certificate.
5. Identification Proof: Provision of identification documents.
Transfer Procedure
1. Filing with SECP: Filing of share transfer with Securities and Exchange Commission of Pakistan (SECP).
2. Stamp Duty Payment: Payment of stamp duty.
3. Capital Gains Tax: Payment of capital gains tax (if applicable).
4. Withholding Tax: Payment of withholding tax (if applicable).
5. Share Registry Update: Update of share registry.
Transfer Restrictions
1. Pre-emptive Rights: Existing shareholders have priority to purchase new shares or existing shares being transferred.
2. Drag-Along Rights: Majority shareholders can force minority shareholders to sell their shares.
3. Tag-Along Rights: Minority shareholders can force majority shareholders to sell their shares.
4. Non-Compete Clauses: Shareholders may be restricted from engaging in competing businesses.
Transfer Fees
1. Stamp Duty: 0.5% to 1% of share value.
2. Transfer Fees: PKR 5,000 to PKR 50,000 (depending on share value).
3. SECP Fees: PKR 5,000 to PKR 20,000 (depending on share value).
Timeframe
1. Transfer Completion: Within 30 days of share transfer form submission.
2. SECP Approval: Within 15 days of share transfer form submission.
Documents Required
1. Share transfer form.
2. Share certificate.
3. Identification documents.
4. Board resolution (if required).
5. Shareholder agreement (if applicable).
Tax Implications
1. Capital Gains Tax: Applicable on share transfers.
2. Withholding Tax: Applicable on dividend payments.
3. Stamp Duty: Payable on share transfer documents.
Consultation
For accurate information and updates, consult:
1. Securities and Exchange Commission of Pakistan (SECP) website.
2. Federal Board of Revenue (FBR) website.
3. Certified public accountants (CPAs) or company secretaries.
4. Business consultants.
Please note that laws and regulations may change. Consult official sources for updates.