How Can I Register a Company In The Pakistan as a non-Citizen And Non-Resident?

Company Registration In Pakistan as a non-citizen and non-resident is a feasible process, designed to attract foreign investment and international business. Pakistan has streamlined its procedures for foreign entrepreneurs through the Securities and Exchange Commission of Pakistan (SECP) and other regulatory bodies. This guide outlines the steps required to register a company in Pakistan as a non-citizen and non-resident.

1. Choose the Right Business Structure

As a foreign entrepreneur, the first step in registering a company in Pakistan is to decide on the appropriate legal structure. The most common business structures in Pakistan include:

Private Limited Company (Pvt Ltd): The most common choice for foreign investors as it offers limited liability protection and allows shareholders to own parts of the company.

Public Limited Company: Suitable for larger corporations planning to raise capital through public shares.

Branch Office/Liaison Office: A good option for foreign companies that want to establish a physical presence in Pakistan without setting up a fully operational company.

Sole Proprietorship: Not recommended for non-residents due to legal and liability concerns.

A Private Limited Company is the most favorable structure for non-citizens and non-residents because it offers protection from personal liabilities and is easier to set up compared to a Public Limited Company.

2. Reserve a Company Name

The next step is to reserve a business name. The SECP offers an online name reservation portal through its e-services platform. The chosen name must not conflict with existing registered names and must comply with Pakistan’s company name rules. Once approved, the name reservation remains valid for 60 days, during which the registration process must be completed.

3. Appoint Directors and Shareholders

For a Private Limited Company in Pakistan, the company must have at least two directors and shareholders. As a non-resident, you can be one of the shareholders or directors, and the other can be either a Pakistani national or another foreign national. Pakistan allows 100% foreign ownership, which means the shareholders do not have to be Pakistani citizens.

Directors do not need to reside in Pakistan, making it possible to manage the company from abroad.

4. Register the Company with SECP

Once you have reserved a name and appointed directors, you can proceed to register the company with the SECP. The registration process involves submitting several documents online via SECP’s e-portal:

Protocol of Organization: outlines the goals and activities of the company.

The Association's Bylaws: define the rules and structure of the company's internal management.

CNIC or Passport Copies: Required for the directors and shareholders, including foreign nationals.

Registered Office Address: The company must have a registered office address in Pakistan.

Upon submission, the SECP reviews the application and, if everything is in order, issues a certificate of incorporation. Typically, this procedure takes a few business days.

5. Obtain a National Tax Number (NTN)

After incorporation, the company must obtain a National Tax Number (NTN) from the Federal Board of Revenue (FBR). This number is necessary for tax compliance and allows the company to file tax returns. The NTN application can also be submitted online via the FBR’s portal.

As a non-resident, you will need to hire a tax consultant or service to ensure your company remains compliant with Pakistani tax laws.

6. Open a Corporate Bank Account

Once the Company Registration in Pakistan is done, you will need to open a corporate bank account in Pakistan. Most banks in Pakistan allow non-residents to open accounts remotely or with the help of a representative. You will need the following documents:

Certificate of incorporation

NTN certificate

Memorandum and Articles of Association

Directors' identification documents (passport copies)

7. Obtain Necessary Licenses and Permits

You may require additional permits or licenses from relevant authorities, depending on the nature of your business. For example, businesses in sectors like telecommunications, banking, and pharmaceuticals may require approvals from specialized regulatory bodies.

8. Comply with Post-Incorporation Requirements

After incorporation, the company must comply with ongoing legal requirements, such as annual filings with the SECP, tax submissions, and keeping updated corporate records. Pakistan has made strides in digitizing these processes, making it easier for non-residents to maintain compliance.

Conclusion

Registering a company in Pakistan as a non-citizen and non-resident is a well-regulated process that encourages foreign entrepreneurs. By following the necessary steps—choosing a suitable business structure, registering with SECP, obtaining an NTN, and opening a corporate bank account—Hamza & Hamza Law Associates can successfully establish and operate a business in Pakistan. With the growing digital infrastructure and support from SECP and FBR, managing a business remotely is also more convenient than ever.