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Index Companies Ordinance, 1984 Index New 2016 Index New 2017
PARTICULARS SECTION PARTICULARS SECTION PARTICULARS SECTION
Preamble Preamble Preamble
Short title, extent and commencement 1 Short title, extent and commencement 1 Short title, extent and commencement 1
Definitions 2 Definitions 2 Definitions 2
Meaning of "subsidiary" and "holding company" 3 Application of Act to non-trading companies with purely provincial objects 3 Application of Act to non-trading companies with purely provincial objects 3
Ordinance not to apply to certain corporations 4 Act to override memorandum, articles. 4 Act to override 4
Application of Ordinance to non-trading companies with purely provincial objects 5 PART II-JURISDICTION OF COURTS PART II-JURISDICTION OF COURTS
Ordinance to override memorandum, articles, etc. 6 Jurisdiction of the Courts 5 Jurisdiction of the Courts and creation of benches 5
PART II-JURISDICTION OF COURTS Constitution of Company Benches 6 Procedure of the Court and appeal 6
Jurisdiction of the Courts 7 Procedure of the Court 7 PART III-SECURITIES AND EXCHANGE COMMISSION OF PAKISTAN
Constitution of Company Benches 8 Appeals against Court orders 8 Powers and functions of the Commission 7
Procedure of the Court 9 PART III-SECURITIES AND EXCHANGE COMMISSION OF PAKISTAN Reference by the Federal Government or Commission to the Court 8
Appeals against Court orders 10 Powers and functions of the Commission 9 PART IV-INCORPORATION OF COMPANIES AND
PART III-SECURITIES AND EXCHANGE COMMISSION OF PAKISTAN Reference by the Federal Government or Commission to the Court 10 MATTERS INCIDENTAL THERETO
Deleted 11 PART IV-INCORPORATION OF COMPANIES AND Obligation to register certain associations, partnerships as companies. 9
Powers and functions of the Commission 12 MATTERS INCIDENTAL THERETO PROVISIONS WITH RESPECT TO NAMES OF COMPANIES
Reference by the Federal Government or Commission to the Court 13 Obligation to register certain associations, partnerships as companies. 11 Prohibition of certain names 10
PART IV-INCORPORATION OF COMPANIES AND PROVISIONS WITH RESPECT TO NAMES OF COMPANIES Rectification of name of a company 11
MATTERS INCIDENTAL THERETO Prohibition of certain names 12 Change of name by a company 12
Obligation to register certain associations, partnerships, etc. as companies. 14 Rectification of name of a company 13 Registration of change of name and effect thereof 13
MEMORANDUM OF ASSOCIATION Change of name by a company 14 MODE OF FORMING A COMPANY
Mode of forming a company 15 Registration of change of name and effect thereof 15 Mode of forming a company 14
Memorandum of company limited by shares 16 MODE OF FORMING A COMPANY CARRYING ON BUSINESS WITH LESS THAN THE LEGAL MINIMUM
Memorandum of company limited by guarantee 17 Mode of forming a company 16 OF MEMBERS
Memorandum of unlimited company 18
CARRYING ON BUSINESS WITH LESS THAN THE LEGAL MINIMUM
Liability for carrying on business with less than three or, in the case of a private company,
two members
15
Printing, signature, etc., of memorandum 19 OF MEMBERS GENERAL PROVISIONS WITH RESPECT TO REGISTRATION OF
Restriction on alteration of memorandum 20
Liability for carrying on business with less than three or, in the case of a private company,
two members
17 MEMORANDUM AND ARTICLES
Alteration of memorandum 21 GENERAL PROVISIONS WITH RESPECT TO REGISTRATION OF Registration of memorandum and articles 16
Powers of Commission when confirming alteration 22 MEMORANDUM AND ARTICLES Effect of memorandum and articles 17
Exercise of discretion by Commission 23 Registration of memorandum and articles 18 Effect of registration 18
Procedure on confirmation of the alteration 24 Effect of memorandum and articles 19 COMMENCEMENT OF BUSINESS BY A PUBLIC COMPANY
Effect of failure to register within ninety days 25 Effect of registration 20 Commencement of business by a public company 19
ARTICLES OF ASSOCIATION COMMENCEMENT OF BUSINESS BY A PUBLIC COMPANY Consequences of non complience of sec. 19 20
26 Commencement of business by a public company 21 REGISTERED OFFICE, PUBLICATION OF NAME
Printing, signature, etc. of articles 27
Consequences of doing business without obtaining the certificate of commencement of
business
22
Registered office of company
21
Alteration of articles 28 REGISTERED OFFICE, PUBLICATION OF NAME Publication of name by a company 22
FORMS OF MEMORANDUM AND ARTICLES Registered office of company 23 Company may have common seal 23
Forms of memorandum and articles 29 Publication of name by a company 24 Penalties for non-publication of name 24
GENERAL PROVISIONS WITH RESPECT TO REGISTRATION OF Company may have common seal 25 Publication of authorised as well as paid-up capital 25
MEMORANDUM AND ARTICLES Penalties for non-publication of name 26 Business and objects of a company 26
Registration of memorandum and articles, etc. 30 Publication of authorised as well as paid-up capital 27 MEMORANDUM AND ARTICLES OF ASSOCIATION
Effect of memorandum and articles 31 Business and objects of a company 28 Memorandum of company limited by shares 27
Effect of registration 32 MEMORANDUM AND ARTICLES OF ASSOCIATION Memorandum of company limited by guarantee 28
Conclusiveness of certificate of incorporation 33 Memorandum of company limited by shares 29 Memorandum of unlimited company 29
Effect of alteration in memorandum or articles 34 Memorandum of company limited by guarantee 30 Borrowing powers to be part of memorandum 30
Copies of memorandum and articles to be given to members 35 Memorandum of unlimited company 31 Memorandum to be printed, signed and dated 31
Alteration of memorandum or articles to be noted in every copy 36 Borrowing powers to be part of memorandum 32 Alteration of Memorandum 32
PROVISIONS WITH RESPECT TO NAMES OF COMPANIES Memorandum to be printed, signed and dated 33 Powers of Commission when confirming alteration 33
Prohibition of certain names 37 Alteration of Memorandum 34 Exercise of discretion by Commission 34
Rectification of name of a company 38 Powers of Commission when confirming alteration 35 Effect of alteration in memorandum or articles 35
Change of name by a company 39 Exercise of discretion by Commission 36 ARTICLES OF ASSOCIATION

Registration of change of name and effect thereof 40 Effect of alteration in memorandum or articles 37 Registration of articles 36
Alteration of names on commencement of Ordinance and change of status of company 41
ARTICLES OF ASSOCIATION Articles to be printed, signed and dated
37
Registration of articles 38 Alteration of articles 38
ASSOCIATIONS NOT FOR PROFIT Articles to be printed, signed and dated 39 Copies of memorandum and articles to be given to members 39
Power to dispense will "Limited" in the name of charitable and other Companies 42 Alteration of articles 40 Alteration of memorandum or articles to be noted in every copy 40
Copies of memorandum and articles to be given to members 41 FORMS OF MEMORANDUM AND ARTICLES 41
COMPANIES LIMITED BY GUARANTEE Alteration of memorandum or articles to be noted in every copy 42 Power to dispense with "Limited" in the name of charitable and other Companies 42
Provision as to companies limited by guarantee 43 FORMS OF MEMORANDUM AND ARTICLES Effect of revocation of licence 43
PROVISIONS RELATING TO CONVERSION OF PUBLIC COMPANY INTO Form of memorandum and articles 43 Penalty 44
PRIVATE COMPANY AND VICE VERSA AND OTHER MATTERS ASSOCIATIONS NOT FOR PROFIT COMPANIES LIMITED BY GUARANTEE
Conversion of public company into private company 44 Power to dispense with "Limited" in the name of charitable and other Companies 44 Provision as to companies limited by guarantee 45
Prospectus or statement in lieu of prospectus to be filed by private company on ceasing
to be private company
45
Effect of revocation of licence
45
PROVISIONS RELATING TO CONVERSION OF A COMPANY OF
Penalty 46 ANY CLASS INTO A COMPANY OF OTHER CLASS AND THE
Consequence of default in complying with conditions constituting a company a private
company
46
COMPANIES LIMITED BY GUARANTEE
RELATED MATTERS
Provision as to companies limited by guarantee 47 Conversion of public company into private company and vice-versa 46
CARRYING ON BUSINESS WITH LESS THAN
PROVISIONS RELATING TO CONVERSION OF A COMPANY OF
Conversion of status of private company into a Single Member Company and vice-versa
47
THE LEGAL MINIMUM OF MEMBERS ANY CLASS INTO A COMPANY OF OTHER CLASS AND THE CONVERSION OF UNLIMITED COMPANY AS LIMITED AND VICE-VERSA
Liability for carrying on business with less than three or, in the case of a private
company, two members
47
RELATED MATTERS
Conversion of status of unlimited company as limited company and vice-versa
48
Conversion of public company into private company and vice-versa
48
Conversion of a company limited by guarantee to a company limited by shares and vice-
versa
49
Conversion of status of private company into a Single Member Company and vice-versa
49
Issue of certificate on conversion of status of a company
50
SERVICE AND AUTHENTICATION OF DOCUMENTS
CONVERSION OF UNLIMITED COMPANY AS LIMITED AND VICE-VERSA
Power of unlimited company to provide for reserve share capital on conversion of status to
a limited company
51
Service of documents on company 48
Conversion of status of unlimited company as limited company and vice-versa
50
company
52
Service of documents on registrar 49
Conversion of a company limited by guarantee to a company limited by shares and vice-
versa
51 SERVICE AND AUTHENTICATION OF DOCUMENTS
Service of notice on members, etc. 50 Issue of certificate on conversion of status of a company 52 Service of documents on a company 53
Authentication of documents and proceedings 51
Power of unlimited company to provide for reserve share capital on conversion of status to
a limited company
53
Service documents on Commission or the Registrar
54
PART V- PROSPECTUS, ALLOTMENT, ISSUE AND TRANSFER OF
company
54
Service of notice on a member
55
SHARES AND DEBENTURES, DEPOSITS, ETC. SERVICE AND AUTHENTICATION OF DOCUMENTS Authentication of documents and proceedings 56
PROSPECTUS Service of documents on a company 55 PART V
Prospectus to be dated 52 Service documents on Commission or the Registrar 56 PROSPECTUS, ALLOTMENT, ISSUE AND TRANSFER OF SHARES
Matters to be stated and reports to be set out in prospectus 53 Service of notice on a member 57 AND OTHER SECURITIES
Expert to be unconnected with formation or management of company 54 Authentication of documents and proceedings 58 PROSPECTUS
Expert's consent to issue of prospectus containing statement by him 55 PART V Prospectus 57
Penalty and interpretation 56 PROSPECTUS, ALLOTMENT, ISSUE AND TRANSFER OF SHARES Classes and kinds of share capital 58
Approval, issue and registration of prospectus 57 AND OTHER SECURITIES VARIATION OF SHAREHOLDER’S RIGHTS
Terms of contract mentioned in prospectus or statement in lieu of prospectus not to be
varied
58
PROSPECTUS Variation of shareholder’s rights
59
Prospectus 59 SHARE CAPITAL AND NATURE, NUMBERING AND CERTIFICATE
Civil liability for misstatements in prospectus 59 CLASSES AND KINDS OF SHARES OF SHARES
Criminal liability for misstatements in prospectus 60 Classes and kinds of share capital 60 Numbering of shares 60
Document containing offer of shares or debentures for sale to be deemed prospectus 61
VARIATION OF SHAREHOLDER’S RIGHTS Nature of shares or other securities
61
Variation of shareholder’s rights 61 Shares certificate to be evidence 62
Offer of shares or debentures for sale by certain persons 62 SHARE CAPITAL AND NATURE, NUMBERING AND CERTIFICATE SPECIAL PROVISIONS AS TO DEBENTURES
Issue of securities outside Pakistan 62-A OF SHARES Issue of debentures 63
Interpretation of provisions relating to prospectus 63
Numbering of shares
62
Payment of certain debts out of assets subject to floating charge in priority to claims under
the charge
64
Newspaper advertisement of prospectus 64 Nature of shares or other securities 63 Powers and liabilities of trustee 65
Construction of references to offering shares or debentures to the public etc. 65 Shares certificate to be evidence 64 Issue of securities and redeemable capital not based on interest 66
Penalty for fraudulently inducing persons to invest money 66 SPECIAL PROVISIONS AS TO DEBENTURES ALLOTMENT

ALLOTMENT Issue of debentures 65 Application for, and allotment of, shares and debentures 67
Application for, and allotment of, shares and debentures 67
Payment of certain debts out of assets subject to floating charge in priority to claims under
the charge
66
Repayment of money received for shares not allotted
68
Restriction as to allotment 68 Powers and liabilities of trustee 67 Allotment of shares and other securities to be dealt in on securities exchange 69
Statement in lieu of prospectus 69 Issue of securities and redeemable capital not based on interest 68 Return as to allotments 70
Effect of irregular allotment 70 ALLOTMENT CERTIFICATE OF SHARES AND OTHER SECURITIES
Repayment of money received for shares not allotted 71 Application for, and allotment of, shares and debentures 69 Limitation of time for issue of certificates 71
Allotment of shares and debentures to be dealt in on stock exchange 72 Repayment of money received for shares not allotted 70 Issuance of shares in book-entry form 72
Return as to allotments 73 Allotment of shares and other securities to be dealt in on securities exchange 71 Issue of duplicate certificates 73
CERTIFICATE OF SHARES AND DEBENTURES Return as to allotments 72 TRANSFER OF SHARES AND OTHER SECURITIES
Limitation of time for issue of certificates 74 CERTIFICATE OF SHARES AND OTHER SECURITIES Transfer of shares and other securities 74
Issue of duplicate certificates 75 Limitation of time for issue of certificates 73 Board not to refuse transfer of shares 75
TRANSFER OF SHARES AND DEBENTURES Conversion of shares into de-mat form 74 Restriction on transfer of shares by the members of a private Company 76
Transfer of shares and debentures 76 Issue of duplicate certificates 75 Notice of refusal to transfer 77
Directors not to refuse transfer of shares 77 TRANSFER OF SHARES AND OTHER SECURITIES Transfer to successor-in-interest 78
Notice of refusal to transfer 78 Transfer of shares and other securities 76 Transfer to nominee of a deceased member 79
Appeal against refusal for registration of transfer 78-A Filing of documents through intermediaries 77 Appeal against refusal for registration of transfer 80
Transfer to successor-in-interest 79 Directors not to refuse transfer of shares 78 COMMISSION, DISCOUNT, PREMIUM
Transfer to nominee of a deceased member 80 Restriction on transfer of shares by the members of a private Company 79 Application of premium received on issue of shares 81
Transfer by nominee or legal representative 81 Notice of refusal to transfer 80 Power to issue shares at a discount 82
COMMISSION, DISCOUNT, PREMIUM AND REDEEMABLE Transfer to successor-in-interest 81 FURTHER ISSUE OF CAPITAL
PREFERENCES SHARES Transfer to nominee of a deceased member 82 Further issue of capital 83
Power to pay certain commissions, and prohibition of payment of othercommissions,
discounts, etc.
82
Appeal against refusal for registration of transfer
83
INVITATION OF DEPOSITS
COMMISSION, DISCOUNT, PREMIUM AND REDEEMABLE Prohibition on acceptance of deposits from public 84
Application of premium received on issue of shares 83 PREFERENCE SHARES Power of company to alter its share capital 85
Power to issue shares at a discount 84 Application of premium received on issue of shares 84 Prohibition of purchase by company or giving of loans by it for purchase of its shares 86
Redemption of preference shares 85 Power to issue shares at a discount 85 Subsidiary company not to hold shares in its holding company 87
FURTHER ISSUE OF CAPITAL FURTHER ISSUE OF CAPITAL Power of a company to purchase its own shares 88
Further issue of capital 86 Further issue of capital 86 REDUCTION OF SHARE CAPITAL
Issue of shares in lieu of outstanding balance of any loans, etc. 87 INVITATION OF DEPOSITS Reduction of share capital 89
REGULATION OF DEPOSITS Prohibition on acceptance of deposits from public 87 Objection by creditors and settlement of list of objecting creditors 90
Deposits not to be invited without issuing an advertisement 88 Power of company to alter its share capital 88 Power to dispense with consent of creditor on security being given for his debt 91
PART IV- SHARE CAPITAL AND DEBENTURES NATURE, Prohibition of purchase by company or giving of loans by it for purchase of its shares 89 Order confirming reduction 92
NUMBERING AND CERTIFICATE OF SHARES Subsidiary company not to hold shares in its holding company 90 Registration of order of reduction 93
Nature of shares and certificate of shares 89 Power of a company to purchase its own shares 91 Liability of members in respect of reduced shares 94
CLASSES AND KINDS OF SHARES REDUCTION OF SHARE CAPITAL Penalty on concealment of name of creditor 95
Classes and kinds of shares capital 90 Reduction of share capital 92 Publication of reasons for reduction 96
GENERAL PROVISIONS AS TO SHARE CAPITAL
Objection by creditors and settlement of list of objecting creditors
93
Increase and reduction of share capital in case of a company limited by guarantee having a
share capital
97
Only fully paid shares to be issued 91 Power to dispense with consent of creditor on security being given for his debt 94 UNLIMITED LIABILITY OF DIRECTORS
Power of company limited by shares to alter its share capital 92 Order confirming reduction 95 Limited company may have directors with unlimited liability 98
Notice to register of consolidation of share capital, etc. 93 Registration of order of reduction 96 Special resolution of limited company making liability of directors unlimited 99
Notice of increase of share capital or of members 94 Liability of members in respect of reduced shares 97 PART VI
Prohibition of purchase or grant of financial assistance by a company for purchase of its
own or its holding company’s shares
95
Penalty on concealment of name of creditor
98
REGISTRATION OF MORTGAGES, CHARGES
Publication of reasons for reduction 99 Requirement to register a mortgage or charge 100
A Power of company to purchase its own shares 95A
Increase and reduction of share capital in case of a company limited by guarantee having a
share capital
100
Particulars in case of series of debentures entitling holders pari passu
101
REDUCTION OF SHARE CAPITAL UNLIMITED LIABILITY OF DIRECTORS Register of charges to be kept by Registrar 102
Reduction of share capital 96 Limited company may have directors with unlimited liability 101 Index to register of mortgages and charges 103
Application to Court for confirming order 97
Special resolution of limited company making liability of directors unlimited
102
Endorsement of certificate of registration on debenture or certificate of debenture stock
104
Addition to name of company of 'and reduce' 98 PART VI Duty of company and right of interested party as regards registration 105
Objection by creditors and settlement of list of objecting creditors 99 REGISTRATION OF MORTGAGES, CHARGES Modification in the particulars of mortgage or charge 106
Power to dispense with consent of creditor on security being given for his debt 100 Requirement to register a mortgage or charge 103 Copy of instrument creating mortgage or charge to be kept at registered office 107
Order confirming reduction 101 Particulars in case of series of debentures entitling holders pari passu 104 Rectification of register of mortgages 108
Registration of order and minute of reduction 102 Register of charges to be kept by Registrar 105 Company to report satisfaction of charge 109

Minute to form part of memorandum 103
Index to register of mortgages and charges
106
Power of Registrar to make entries of satisfaction and release in absence of intimation from
company
110
Liability of members in respect of reduced shares 104
Endorsement of certificate of registration on debenture or certificate of debenture stock
107
Punishment for contravention
111
Penalty on concealment of name of creditor 105 Duty of company and right of interested party as regards registration 108 Company’s register of mortgages and charges 112
Publication of reasons for reduction 106 Modification in the particulars of mortgage or charge 109 RECEIVERS AND MANAGERS
Copy of instrument creating mortgage or charge to be kept at registered office 110 Registration of appointment of receiver or manager 113
Increase and reduction of share capital in case of company limited by guarantee having
share capital
107
Rectification of register of mortgages
111
Filing of accounts of receiver or manager
114
Company to report satisfaction of charge 112 Disqualification for appointment as receiver or manager 115
VARIATION OF SHAREHOLDER'S RIGHTS
Power of Registrar to make entries of satisfaction and release in absence of intimation from
company
113
Application to Court
116
Variation of shareholders' rights 108 Punishment for contravention 114 Power of Court to fix remuneration of receiver or manager 117
REGISTRATION OF UNLIMITED COMPANY AS LIMITED Company’s register of mortgages and charges 115 PART VII
Registration of unlimited company as limited 109 RECEIVERS AND MANAGERS MANAGEMENT AND ADMINISTRATION
Power of unlimited company to provide for reserve share capital on re-registration 110
Registration of appointment of receiver or manager
116
Members of a company
118
Filing of accounts of receiver or manager 117 REGISTER AND INDEX OF MEMBERS
UNLIMITED LIABILITY OF DIRECTORS Disqualification for appointment as receiver or manager 118 Register of members 119
Limited company may have directors with unlimited liability 111 Application to Court 119 Index of members 120
Special resolution of limited company making liability of directors unlimited 112 Power of Court to fix remuneration of receiver or manager 120 Trust not to be entered on register 121
SPECIAL PROVISIONS AS TO DEBENTURES PART VII Register of debenture-holders 122
Right of debenture-holder and shareholder to have copies of trust-deed 113 MANAGEMENT AND ADMINISTRATION Index of debenture-holders 123
Debentures not to carry voting rights 114 Members of a company 121 Rights to inspect and require copies 124
Perpetual debentures 115 REGISTER AND INDEX OF MEMBERS Power to close register 125
Power to re-issue redeemed debentures in certain cases 116 Register of members 122 Power of Court to rectify register 126
Specific performance of contract to subscribe for debentures 117 Index of members 123 Punishment for fraudulent entries in and omission from register 127
Payment of certain debts out of assets subject to floating charge in priority to claims
under the charge
118
Trust not to be entered on register
124
Notice to Registrar of rectification of register
128
Register of debenture-holders 125 Register to be evidence 129
Powers and liabilities of trustee 119 Index of debenture-holders 126 Annual Return 130
Issue of securities and redeemable capital not based on interest 120 Rights to inspect and require copies 127 MEETINGS AND PROCEEDINGS
PART VII- REGISTRATION OF MORTGAGES, CHARGES, ETC. Power to close register 128 Statutory meeting of company 131
Certain mortgages and charges to be void if not registered 121 Power of Commission to rectify register 129 Annual general meeting 132
Registration of charges on properties acquired subject to charge 122 Punishment for fraudulent entries in and omission from register 130 Calling of extraordinary general meeting 133
Particulars in case of series of debentures entitling holders pari passu 123 Notice to Registrar of rectification of register 131 Provisions as to meetings and votes 134
Particulars in case of commission, etc. on debentures 124 Register to be evidence 132 Quorum of general meeting 135
Register of mortgages and charges 125 Annual list of members 133 Power of the Court to declare the proceedings of a general meeting invalid. 136
Index to register of mortgages and charges 126 MEETINGS AND PROCEEDINGS Proxies 137
Certificate of registration 127 Statutory meeting of company 134 Representation of body corporate or corporation at meetings 138
Endorsement of certificate of registration on debenture or certificate of debenture stock 128
Annual general meeting
135
Representation of Federal Government at meetings of companies
139
Calling of extraordinary general meeting 136 Notice of resolution 140
Duty of company and right of interested party as regards registration 129 Provisions as to meetings and votes 137 Voting to be by show of hands in first instance 141
Copy of instrument creating mortgage or charge to be kept at registered office 130 Quorum of general meeting 138 Declaration by chairman on a show of hands 142
Rectification of register of mortgages 131 Circumstances in which proceedings of a general meeting may be declared invalid 139 Demand for poll 143
Registration of payment or satisfaction of mortgages and charges 132 Proxies 140 Poll through secret ballot 144
Power of Registrar to make entries of satisfaction and release in absence of intimation
from company
133
Representation of body corporate or corporation at meetings
141
Time of taking poll
145
Representation of Federal Government at meetings of companies 142 Resolutions passed at adjourned meeting 146
Penalties 134 Notice of resolution 143 Power of Commission to call meetings 147
Company's register of mortgages 135 Voting to be by show of hands in first instance 144 Punishment for default in complying with provisions of section 147 148
Right to inspect copies of instruments creating mortgages and charges and company's
register of mortgages
136
Declaration by chairman on a show of hands
145
Passing of resolutoin by the members through circulation
149
Demand for poll 146 Filing of resolution 150
RECEIVERS AND MANAGERS Time of taking poll 147 Records of resolutions and meetings 151
Registration of appointment of receiver or manager 137 Resolutions passed at adjourned meeting 148 Inspection of records of resolutions and meetings 152
Filing of accounts of receiver or manager 138 Power of Commission to call meetings 149 APPOINTMENT AND REMOVAL OF DIRECTORS
Disqualification for appointment as receiver or manager 139 Punishment for default in complying with provisions of section 149 150 Ineligibility of certain persons to become director 153
Application to Court 140 Provisions relating to meetings and vote in a SMC 151 Minimum number of directors of a company 154

Powers of Court to fix remuneration, etc., of receiver or manager 141 Filing of resolution 152 Number of directorships 155
PART VIII-MANAGEMENT AND ADMINISTRATION Records of resolutions and meetings 153 Compliance with the Code of Corporate Governance 156
REGISTERED OFFICE, PUBLICATION OF NAMES, ETC Inspection of records of resolutions and meetings 154 First directors and their term 157
Registered office of company 142 APPOINTMENT AND REMOVAL OF DIRECTORS Retirement of first and subsequent directors 158
Publication of name by a limited company 143 Ineligibility of certain persons to become director 155 Procedure for election of directors 159
Penalties of non-publication of name 144 Minimum number of directors of a company 156 Powers of Court to declare election of directors invalid 160
Publication of authorised as well as paid-up-capital 145 Number of directorships 157 Term of office of directors 161
COMMENCEMENT OF BUSINESS BY A PUBLIC COMPANY Compliance with the Code of Corporate Governance 158 Fresh election of directors 162
Restrictions on commencement of business 146 First directors and their term 159 Removal of directors 163
REGISTER OF MEMBERS AND DEBENTURE-HOLDERS Retirement of first directors 160 Nominee directors 164
Register of members and index 147 Procedure for election of directors 161 Certain provisions not to apply to directors representing special interests 165
Trusts not to be entered on register 148 Circumstances in which election of directors may be declared invalid 162 Manner of selection of independent directors and maintenanceof databank of independent directors166
Register and index of debenture-holders 149 Term of office of directors 163 Consent to act as director to be filed with company 167
Inspection of registers 150 Fresh election of directors in case of unlisted companies 164 Validity of acts of directors 168
Power to close register 151 Removal of directors 165 Penalties 169
Power of Court to rectify register 152 Nominee directors 166 Restriction on director's remuneration 170
Punishment for fraudulent entries in and omission from register 153 Certain provisions not to apply to directors representing special interests 167 Vacation of office by the directors 171
Notice to register of rectification of register 154 Consent to act as director to be filed with Registrar 168 DISQUALIFICATION OF DIRECTORS BY THE COMMISSION
Register to be evidence 155 Validity of acts of directors 169 Disqualification orders 172
Annual list of members, etc. 156 Penalties 170 Personal liability for company’s debts where person acts while disqualified 173
MEETINGS AND PROCEEDINGS Restriction on director's remuneration 171 Prohibition on assignment of office by directors 174
Statutory meeting of company 157 Vacation of office by the directors 172 Penalty for unqualified person acting as director 175
Annual general meeting 158 DISQUALIFICATION OF DIRECTORS BY THE COMMISSION Proceedings of board 176
Calling of extra ordinary general meeting 159 Disqualification orders 173 Ineligibility of bankrupt to act as director 177
Provisions as to meetings and votes 160 Personal liability for company’s debts where person acts while disqualified 174 Records of resolutions and meetings of board 178
Circumstances in which proceedings of a General Meeting may be declared invalid. 160-A
Prohibition on assignment of office by directors
175
Passing of resolution by the directors through circulation
179
Penalty for unqualified person acting as director 176 Liabilities of directors and officers 180
Proxies 161 Proceedings of directors 177 Protection to independent and non-executive directors 181
Representation of corporations at meetings of companies and of creditors 162 Ineligibility of bankrupt to act as director 178 Loans to directors: requirement of members’ approval 182
Representation of Federal Government, etc., at meetings of companies 163 Records of resolutions and meetings of directors 179 Powers of Board 183
Notice of resolution 164 Passing of resolution by the directors through circulation 180 Prohibition regarding making of political contributions 184
Voting to be by show of hands in first instance 165 Passing of resolution by the members through circulation 181 Prohibition regarding distribution of gifts 185
Chairman's declaration of result of voting by show of hands to be evidence 166 Liabilities of directors and officers 182 CHIEF EXECUTIVE
Demand for poll 167 Protection to independent and non-executive directors 183 Appointment of first chief executive 186
Time of taking poll 168 Loans to directors: requirement of members’ approval 184 Appointment of subsequent chief executive 187
Resolution passed at adjourned meeting 169 Powers of Board 185 Terms of appointment of chief executive 188
Power of registrar to call meetings 170 Prohibition regarding making of political contributions 186 Restriction on appointment of chief executive 189
Penalty for default in complying with the directions of the registrar for holding the
meeting
171
Prohibition regarding distribution of gifts
187
Removal of chief executive
190
CHIEF EXECUTIVE Chief executive not to engage in business competing with company's business 191
Filing of resolution, etc. 172 Appointment of first chief executive 188 Chairman in listed companies 192
Minutes of proceedings of general meetings and directors 173 Appointment of subsequent chief executive 189 Penalty 193
DIRECTORS Terms of appointment of chief executive 190 Public company required to have secretary 194
Minimum number of directors 174 Restriction on appointment of chief executive 191 Listed company to have share registrar 195
Only natural persons to be directors 175 Removal of chief executive 192 Bar on appointment of sole purchase and sales agents. 196
First directors and their term 176 Chief executive not to engage in business competing with company's business 193 REGISTER OF DIRECTORS AND OTHER OFFICERS
Retirement of directors 177 Penalty 194 Register of directors, officers 197
Procedure for election of directors 178 Public company required to have secretary 195 Rights to inspect 198
Circumstances in which election of directors may be declared invalid 179 Listed company to have share registrar 196 MISCELLANEOUS PROVISIONS REGARDING INVESTMENTS,
Term of office of directors 180 Appointment of Legal Adviser 197 CONTRACTS OFFICERS AND SHAREHOLDING, TRADING AND
Removal of director 181 BAR ON APPOINTMENT OF SOLE PURCHASE INTERESTS
Creditors may nominate directors 182 AND SALES AGENTS Investments in associated companies and undertaking 199
Certain provisions not to apply to directors representing special interests 183 Bar on appointment of sole purchase, sales agents 198 Investments of company to be held in its own name 200
Consent to act as director to be filed with registrar 184 REGISTER OF DIRECTORS AND OTHER OFFICERS Method of contracting 201
Validity of acts of directors 185 Register of directors, officers 199 Execution of bills of exchange, promissory notes and deeds 202
Penalties 186 Rights to inspect 200 Company to have official seal for use abroad 203
Ineligibility of certain persons to become director 187 MISCELLANEOUS PROVISIONS REGARDING INVESTMENTS, Duties of directors 204

Vacation of office by the directors 188 CONTRACTS OFFICERS AND SHAREHOLDING, TRADING AND Disclosure of interest by director 205
Penalty for unqualified person acting as director, etc. 189 INTERESTS Interest of officers 206
Ineligibility of bankrupt to act as director, etc. 190 Investments in associated companies and undertaking 201 Interested director not to participate or vote in proceedings of board 207
Restriction on director's remuneration, etc. 191 Investments of company to be held in its own name 202 Related party transactions 208
Restriction on assignment of office by directors 192 Method of contracting 203 Register of contracts or arrangements in which directors are interested 209
Proceedings of directors 193 Execution of bills of exchange, promissory notes and deeds 204 Contract of employment with directors 210
Liabilities, etc., of directors and officers 194 Company to have official seal for use abroad 205 Restriction on non-cash transactions involving directors 211
Loans to directors, etc. 195 Duties of directors 206 Declaring a director to be lacking fiduciary behaviour 212
Powers of directors 196 Disclosure of interest by director 207 Disclosure to members of directors’ interest in contract appointing chief executive 213
Prohibition regarding making of political contributions 197 Interest of other officers 208 Contracts by agents of company in which company is undisclosed principal 214
Prohibition regarding distribution of gifts 197-A Interested director not to participate or vote in proceedings of directors 209 Liability for undesired activities of the shareholders 215
CHIEF EXECUTIVE Related party transactions 210 Company deemed to be a public interest company in certain circumstances 216
Appointment of first chief executive 198 Register of contracts or arrangements in which directors are interested 211 Securities and deposits 217
Appointment of subsequent chief executive 199
Contract of employment with directors
212
Employees’ provident funds and securities, contributory retirement funds and securities
218
Terms of appointment of chief executive and filling up of casual vacancy 200 Restriction on non-cash transactions involving directors 213 Penalty for contravention of section 217 or 218 219
Restriction on appointment of chief executive 201 Declaring a director to be lacking fiduciary behaviour 214 ACCOUNTS OF COMPANIES
Removal of chief executive 202 Disclosure to members of directors’ interest in contract appointing chief executive 215 Books of account 220
Chief executive not to engage in business competing with company's business 203 Contracts by agents of company in which company is undisclosed principal 216 Inspection of books of account by the Commission 221
Penalty 204 Securities and deposits 217 Default in compliance with provisions of section 221 222
Certain companies to have Secretaries 204-A Employees’ provident funds and securities 218 Financial Statements 223
REGISTER OF DIRECTORS AND OTHER OFFICERS Penalty for contravention of section 217 or 218 219 Classification of Companies 224
Register of directors, officers, etc. 205 ACCOUNTS OF COMPANIES Contents of Financial Statements 225
BAR ON APPOINTMENT OF MANAGING AGENTS, Books of account 220 Duty to prepare directors’ report and statement of complience 226
SOLE PURCHASE AND SALES AGENTS, ETC. Inspection of books of account by the Commission 221 Contents of directors’ report general 227
Bar on appointment of managing agents, sole purchase, sales agents, etc. 206 Default in compliance with provisions of section 221 222 Consolidated Financial Statements 228
TERMS OF APPOINTMENT OF MANAGING AGENT Financial Statements 223 Financial year of holding company and subsidiary 229
Terms and conditions of appointment of managing agent 207 Classification of Companies 224 Rights of holding company’s representatives and members 230
MISCELLANEOUS PROVISIONS REGARDING INVESTMENTS, Contents of Financial Statements 225 Financial Statements of modaraba company to include modaraba accounts 231
CONTRACTS, OFFICERS AND SHAREHOLDINGS, Duty to prepare directors’ report 226 Approval and authentication of Financial Statements 232
TRADING AND INTERESTS Contents of directors’ report general 227 Copy of Financial Statements to be forwarded to the Registrar 233
Investments in associated companies and undertakings 208 Consolidated Financial Statements 228 Filing of un-audited financial statements 234
Investments of company to be held in its own name 209
Financial year of holding company and subsidiary
229
Right of member of company to copies of the Financial Statements and the auditor’s report
235
Form of contract 210 Rights of holding company’s representatives and members 230 Penalty for improper issue, circulation or publication of Financial Statements 236
Bills of exchange and promissory notes 211 Financial Statements of modaraba company to include modaraba accounts 231 Quarterly Financial Statements of listed companies 237
Execution of deeds 212
Approval and authentication of Financial Statements
232
Power of Commission to require submission of additional statements of accounts and
reports
238
Power for company to have official seal for use abroad 213 Copy of Financial Statements to be forwarded to the Registrar 233 Rights of debenture-holders to obtain copies of financial statements 239
Disclosure of interest by director 214
Right of member of company to copies of the Financial Statements and the auditor’s report
234
DIVIDENDS AND MANNER AND TIME OF PAYMENT THEREOF
Interest of other officers, etc. 215 Penalty for improper issue, circulation or publication of Financial Statements 235 Certain restrictions on declaration of dividends 240
Interested director not to participate or vote in proceedings of directors 216 Quarterly Financial Statements of listed companies 236 Dividend to be paid only out of profits 241
Declaring a director to be lacking fiduciary behaviour 217
reports
237
Dividend not to be paid except to registered shareholders
242
Rights of debenture-holders to obtain copies of financial statements 238 Directors not to withhold declared dividend 243
Disclosure to members of directors interest in contract appointing chief executive,
managing agent or secretary
218
DIVIDENDS AND MANNER AND TIME OF PAYMENT THEREOF Unclaimed shares, modaraba certificates and dividend to vest with the Federal Government
244
Certain restrictions on declaration of dividends 239 Establishment of Investor Education and Awareness Fund 245
Register of contracts, arrangements and appointments in which directors, etc., are
interested
219
Dividend to be paid only out of profits
240
AUDIT
Dividend not to be paid except to registered shareholders 241 Appointment, removal and fee of auditors 246
Register of directors' shareholdings, etc. 220 Directors not to withhold declared dividend 242 Qualification and disqualification of auditors 247
Duty of directors, etc. to make disclosure of shareholdings, etc. 221 AUDIT RIGHTS AND DUTIES OF AUDITOR
Submission of statements of beneficial owners of listed securities 222 Appointment, removal and fee of auditors 243 Auditors’ right to information 248
Prohibition of short-selling 223 Qualification and disqualification of auditors 244 Duties of auditor 249
Trading by directors, officers and principal shareholders 224 RIGHTS AND DUTIES OF AUDITOR Audit of cost accounts 250
Contracts by agents of company in which company is undisclosed principal 225 Auditors’ right to information 245 Signature of auditor’s report 251
Securities and deposits, etc. 226 Duties of auditor 246 Penalty for non-compliance with provisions by companies 252

Employees' provident funds and securities 227 Audit of cost accounts 247 Penalty for non-compliance with provisions by auditors 253
Right to see bank receipts for money or securities 228 Signature of auditor’s report 248 POWER OF REGISTRAR TO CALL FOR INFORMATION
Penalty for contravention of section , or 229 Penalty for non-compliance with provisions by companies 249 Power of Registrar to call for information or explanation 254
ACCOUNTS Penalty for non-compliance with provisions by auditors 250 Seizure of documents by Registrar, inspector or investigation officer 255
Books of accounts to be kept by the company 230 POWER OF REGISTRAR TO CALL FOR INFORMATION INVESTIGATION AND RELATED MATTERS
Inspection of books of account by registrar, etc. 231 Power of Registrar to call for information or explanation 251 Investigation into affairs of company 256
Default in compliance with provisions of section 232 Seizure of documents by Registrar 252 Investigation of company’s affairs in other cases 257
Annual accounts and balance-sheet 233 INVESTIGATION AND RELATED MATTERS Serious Fraud Investigation 258
Contents of balance-sheet 234 Investigation into affairs of company 253 Inspector to be a Court for certain purposes 259
Treatment of surplus arising out of revaluation of fixed assets 235 Investigation of company’s affairs in other cases 254 Power of inspectors to carry investigation into affairs of associated companies 260
Directors' report 236 Serious Fraud Investigation 255 Duty of officers to assist the inspector 261
Consolidated financial statements. 237 Inspector to be a Court for certain purposes 256 Inspector’s report 262
Financial year of holding company and subsidiary 238 Power of inspectors to carry investigation into affairs of associated companies 257 Prosecution 263
Rights of holding company's representatives and members 239 Duty of officers to assist the inspector 258 Power of Commission to initiate action against management 264
Balance-sheet of modaraba company to include modaraba accounts, etc. 240 Inspector’s report 259 Effect of Court's order 265
Authentication of balance-sheet 241 Prosecution 260 No compensation to be payable for annulment or modification of contract 266
Copy of balance-sheet to be forwarded to the registrar 242 Power of Commission to initiate action against management 261 No right to compensation for loss of office 267
Right of member of company to copies of the balance-sheet, etc. and the auditor's
report
243
Effect of Court's order
262
POWERS OF COURT HEARING APPLICATION
No compensation to be payable for annulment or modification of contract 263 Application for winding up of company or an order under section 286 268
Penalty for improper issue, circulation or publication of balance-sheet or profit and loss
account
244
No right to compensation for loss of office
264
Proceedings for recovery of damages or property
269
POWERS OF COURT HEARING APPLICATION Expenses of investigation 270
Quarterly accounts of listed companies 245 Application for winding up of company or an order under section 283 265 Inspector's report to be evidence 271
reports
246
Proceedings for recovery of damages or property
266
Imposition of restrictions on shares and debentures and prohibition of transfer of shares or
debentures in certain cases
272
Expenses of investigation 267 Saving for legal advisers and bankers 273
Rights of debenture-holders, etc., as to receipt and inspection of report, etc. 247 Inspector's report to be evidence 268 Enquiries and investigation not to be affected by winding up 274
DIVIDEND AND MANNER AND TIME OF PAYMENT THEREOF
Imposition of restrictions on shares and debentures and prohibition of transfer of shares or
debentures in certain cases
269
Application of sections 254 to 274 to liquidators and foreign companies
275
Certain restrictions on declaration of dividends 248 Saving for legal advisers and bankers 270 PART VIII
Dividend to be paid only out of profits 249 Enquiries and investigation not to be affected by winding up 271 MEDIATION, ARBITRATION, ARRANGEMENTS AND
Dividend not to be paid except to registered shareholders or to their order or to their
bankers
250
Application of sections 251 to 271 to liquidators and foreign companies
272
RECONSTRUCTION
PART VIII Mediation and Conciliation Panel 276
MEDIATION, ARBITRATION, ARRANGEMENTS AND Resolution of disputes through mediation 277
Period for payments of dividend 251 RECONSTRUCTION Power for companies to refer matter to arbitration 278
AUDIT MEDIATION COMPROMISES, ARRANGEMENTS AND RECONSTRUCTION
Appointment and remuneration of auditors 252 Mediation and Conciliation Panel 273 Compromise with creditors and members 279
Provisions as to resolutions relating to appointment and removal of auditors 253 Resolution of disputes through mediation 274 Power of Commission to enforce compromises and arrangements 280
Qualification and disqualification of auditors 254 ARBITRATION Information as to compromises or arrangements with creditors and members 281
Power for companies to refer matter to arbitration 275 Powers of Commission to facilitate reconstruction or amalgamation of companies 282
Powers and duties of auditors 255 COMPROMISES, ARRANGEMENTS AND RECONSTRUCTION Notice to be given to Registrar for applications under section 279 and 282 283
Reading and inspection of auditor's report 256 Compromise with creditors and members 276 Amalgamation of wholly owned subsidiaries in holding company 284
Signature on audit report, etc. 257 Power of Commission to enforce compromises and arrangements 277 Power to acquire shares of members dissenting from scheme or contract 285
Audit of cost accounts 258 Information as to compromises or arrangements with creditors and members 278 PART IX
Penalty for non-compliance with provisions by companies 259 Powers of Commission to facilitate reconstruction or amalgamation of companies 279 PREVENTION OF OPPRESSION AND MISMANAGEMENT
Penalty for non-compliance with provisions by auditors 260 Notice to be given to Registrar for applications under section 276 and 279 280 Application to Court 286
POWER OF REGISTRAR TO CALL FOR INFORMATION, ETC. Amalgamation of wholly owned subsidiaries in holding company 281 Powers of Court under section 286 287
Power of registrar to call for information or explanation 261 Power to acquire shares of members dissenting from scheme or contract 282 Interim order 288
Seizure of documents by registrar 262 PART IX Claim for damages inadmissible 289
INVESTIGATION AND RELATED MATTERS PREVENTION OF OPPRESSION AND MISMANAGEMENT Application of certain sections to proceedings under this Part 290
Investigation of affairs of company on application by members or report by registrar. 263
Application to Court
283
Management by Administrator
291
Powers of Court under section 283 284 Rehabilitation of sick public sector companies 292
Application by members to be supported by evidence and power to call for security 264
Interim order
285
PART X
Claim for damages inadmissible 286 WINDING UP
Investigation of company's affairs in other cases 265 Application of certain sections to proceedings under this Part 287 PRELIMINARY

Inspector to be a Court for certain purposes 266 Management by Administrator 288 Modes of winding up 293
Power of inspectors to carry investigation into affairs of associated companies 267 Rehabilitation of companies owing sick industrial units 289 Liability as contributories of present and past members 294
Duty of officers, etc., to assist the inspector 268 PART X Liability of directors whose liability is unlimited 295
Inspector's report 269 WINDING UP Liability of Contributory having fully paid share. 296
Prosecution 270 PRELIMINARY Nature of liability of contributory 297
Power of Commission to initiate action against management 271 Modes of winding up 290 Contributories in case of death of member 298
Effect of Court's order 272 Liability as contributories of present and past members 291 Contributory in case of insolvency of member 299
No compensation to be payable for annulment or modification of contract 273 Liability of directors whose liability is unlimited 292 Contributories in case of winding up of a body corporate which is a member 300
No right to compensation for loss of office 274 Definition of "contributory” 293 WINDING UP BY COURT
Application for winding up of company or an order under section 275 Nature of liability of contributory 294 Circumstances in which a company may be wound up by Court 301
Proceedings for recovery of damages of property 276 Contributories in case of death of member 295 Company when deemed unable to pay its debts 302
Expenses of investigation 277 Contributory in case of insolvency of member 296 TRANSFER OF PROCEEDINGS
Inspector's report to be evidence 278 Contributories in case of winding up of a body corporate which is a member 297 Transfer of proceedings to other Courts 303
Imposition of restrictions on shares and debentures and prohibition of transfer of shares
or debentures in certain cases
279
WINDING UP BY COURT PETITION FOR WINDING UP
Circumstances in which a company may be wound up by Court 298 Provisions as to applications for winding up 304
Saving for legal advisers and bankers 280
Company when deemed unable to pay its debts
299
Right to present winding up petition where company is being wound up voluntarily or
subject to Court's supervision
305
Enquiries and investigations not to be affected by winding up, etc. 281 TRANSFER OF PROCEEDINGS COMMENCEMENT OF WINDING UP
Application of sections to to liquidators and foreign companies 282 Transfer of proceedings to other Courts 300 Commencement of winding up by Court 306
PETITION FOR WINDING UP POWERS OF COURT HEARING APPLICATION
PART VIII A. --- NON-BANKING FINANCE COMPANIES Provisions as to applications for winding up 301 Court may grant injunction 307
PROVISIONS AS TO ESTABLISHMENT AND REGULATION OF NONBANKING
FINANCE COMPANIES
302
Powers of Court on hearing petition
308
Application of this Part. 282-A COMMENCEMENT OF WINDING UP Copy of winding up order to be filed with Registrar 309
Power to make Rules 282-B Commencement of winding up by Court 303 Suits stayed on winding up order 310
Incorporation of NBFCs 282-C POWERS OF COURT HEARING APPLICATION Court may require expeditious disposal of suits 311
Power to issue directions 282-D Court may grant injunction 304 Effect of winding up order 312
Power to remove 282-E Powers of Court on hearing petition 305 Power of Court to stay winding up 313
Power to supersede Board of Directors 282-F Copy of winding up order to be filed with Registrar 306 Court may ascertain wishes of creditors or contributories 314
Power to require to furnish information, etc. 282-G Suits stayed on winding up order 307 OFFICIAL LIQUIDATORS
Special Audit. 282-H Court may require expeditious disposal of suits 308 Appointment of official liquidator 315
Inquiry by the Commission. 282-I Effect of winding up order 309 Removal of official liquidator 316
Penalty for failure, refusal to comply with, or contravention of any provision of this Part. 282-J
Power of Court to stay winding up
310
Remuneration of official liquidator
317
Court may ascertain wishes of creditors or contributories 311 Style and title of official liquidator 318
Penalty for making false statement, etc. 282-K OFFICIAL LIQUIDATORS General provisions as to liquidators 319
Procedure for amalgamation of NBFCs. 282-L Appointment of official liquidator 312 Statement of affairs to be made to official liquidator 320
Punishment and adjudication of fine or penalty. 282-M Removal of official liquidator 313 Report by official liquidator 321
PART IX Remuneration of official liquidator 314 Court’s Directions on report of official liquidator 322
ARBITRATION, ARRANGEMENTS AND RECONSTRUCTION Style and title of official liquidator 315 Settlement of list of contributories and application of assets 323
ARBITRATION General provisions as to liquidators 316 Custody of company's properties 324
Powers of companies to refer matters to arbitration 283 Statement of affairs to be made to official liquidator 317 Power to require delivery of property 325
COMPROMISES, ARRANGEMENTS AND RECONSTRUCTION Report by official liquidator 318 Power to summon persons suspected of having property of company 326
Power to compromise with creditors and members 284 Court’s Directions on report of official liquidator 319 Power to order public examination of promoters, directors 327
Power of Court to enforce compromises and arrangements 285 Settlement of list of contributories and application of assets 320 Power to arrest absconding contributory 328
Information as to compromises or arrangements with creditors and members 286 Custody of company's properties 321 Power to order payment of debts by contributory 329
Provisions for facilitating reconstruction and amalgamation of companies 287 Power to require delivery of property 322 Power of Court to make calls 330
Notice to be given to registrar for applications under section to 288 Power to summon persons suspected of having property of company 323 Power to order payment into bank 331
Power and duty to acquire shares of shareholders dissenting from scheme or contract 289
Power to order public examination of promoters, directors
324
Regulation of account with Court
332
Power to arrest absconding contributory 325 Order on contributory conclusive evidence 333
PART X Power to order payment of debts by contributory 326 Power to exclude creditors not proving in time 334
PREVENTION OF OPPRESSION AND MISMANAGEMENT Power of Court to make calls 327 Adjustment of rights of contributories 335
Application to Court 290 Power to order payment into bank 328 Power to order costs 336
Powers of Court under section 291 Regulation of account with Court 329 Powers and duties of official liquidator 337
Interim order 292 Order on contributory conclusive evidence 330 Liquidator to keep books containing proceedings of meetings 338
Claim for damages inadmissible 293 Power to exclude creditors not proving in time 331 Liquidator's account 339
Application of certain sections to proceedings under this Part 294 Adjustment of rights of contributories 332 Exercise and control of liquidator's powers 340
Management by Administrator 295 Power to order costs 333 Distribution by official liquidator 341

Rehabilitation of companies owing sick industrial units 296 Powers and duties of official liquidator 334 Dissolution of company 342
PART XI Liquidator to keep books containing proceedings of meetings 335 Saving of other proceedings 343
WINDING UP Liquidator's account 336 ENFORCEMENT OF ORDERS
PRELIMINARY Exercise and control of liquidator's powers 337 Power to enforce orders 344
Modes of winding up 297 Distribution by official liquidator 338 Order made by any Court to be enforced by other Courts 345
Liability as contributors of present and past members 298 Dissolution of company 339 Mode of Dealing with Orders to be enforced by other Courts 346
Liability of directors whose liability is unlimited 299 Saving of other proceedings 340 VOLUNTARY WINDING UP RESOLUTION FOR, AND
Definition of "contributory" 300 ENFORCEMENT OF ORDERS COMMENCEMENT OF VOLUNTARY WINDING UP
Nature of liability of contributory 301 Power to enforce orders 341 Circumstances in which company may be wound up voluntarily 347
Contributories in case of death of member 302 Order made by any Court to be enforced by other Courts 342 Commencement of voluntary winding up 348
Contributory in case of insolvency of member 303 Mode of Dealing with Orders to be enforced by other Courts 343 CONSEQUENCES OF VOLUNTARY WINDING UP
Contributories in case of winding up of a body corporate which is a member 304 VOLUNTARY WINDING UP RESOLUTION FOR, AND Effect of voluntary winding up on status of company 349
WINDING UP BY COURT COMMENCEMENT OF VOLUNTARY WINDING UP Notice of resolution to wind up voluntarily 350
CASES IN WHICH COMPANIES MAY BE WOUND UP BY COURT Circumstances in which company may be wound up voluntarily 344 DECLARATION OF SOLVENCY
Circumstances in which company may be wound up by Court 305 Commencement of voluntary winding up 345 Declaration of solvency in case of proposal to wind up voluntarily 351
Company when deemed unable to pay its debts 306 CONSEQUENCES OF VOLUNTARY WINDING UP Distinction between “members’” and “creditors’” voluntary winding up 352
TRANSFER OF PROCEEDINGS Effect of voluntary winding up on status of company 346 PROVISIONS APPLICABLE TO MEMBERS' VOLUNTARY
Transfer of proceedings to other Courts 307 Notice of resolution to wind up voluntarily 347 WINDING UP
Withdrawal and transfer of winding up from one Court to another 308 DECLARATION OF SOLVENCY Appointment of liquidator 353
PETITION FOR WINDING UP Declaration of solvency in case of proposal to wind up voluntarily 348 Power to fill vacancy in office of liquidator 354
Provisions as to applications for winding up 309 Distinction between “members’” and “creditors’” voluntary winding up 349 Notice by liquidator of his appointment 355
310
PROVISIONS APPLICABLE TO MEMBERS' VOLUNTARY Power of liquidator to accept shares as consideration for sale of property of company
356
WINDING UP Duty of liquidator where company turns out to be insolvent 357
COMMENCEMENT OF WINDING UP Appointment of liquidator 350 Duty of liquidator to call general meetings 358
Commencement of winding up by Court 311 Power to fill vacancy in office of liquidator 351 Final meeting and dissolution 359
POWERS OF COURT HEARING APPLICATION Notice by liquidator of his appointment 352 Alternative provisions as to annual and final meetings in case of insolvency 360
Hearing of winding up petition by the Court 312 Power of liquidator to accept shares as consideration for sale of property of company 353 PROVISIONS APPLICABLE TO CREDITORS' VOLUNTARY
Court may grant injunction 313 Duty of liquidator where company turns out to be insolvent 354 WINDING UP
Powers of Court on hearing petition 314 Duty of liquidator to call general meetings 355 Provisions applicable to creditors’ voluntary winding up 361
Final meeting and dissolution 356 Meeting of creditors 362
Copy of winding up order to be filed with registrar 315 Alternative provisions as to annual and final meetings in case of insolvency 357 Appointment of liquidator 363
Suits stayed on winding up order 316 PROVISIONS APPLICABLE TO CREDITORS' VOLUNTARY Fixing of liquidator's remuneration 364
Court may require expeditious disposal of suits, etc. 317 WINDING UP Cesser of boards' powers 365
Effect of winding up order 318 Meeting of creditors 358 Power to fill vacancy in office of liquidator 366
Power of Court to stay winding up, etc. 319 Appointment of liquidator 359 Application of section 356 to a creditor's voluntary winding up 367
Court to have regard to wishes of creditors or Contributories 320 Fixing of liquidator's remuneration 360 Duty of liquidator to call meeting of company and of creditors 368
OFFICIAL LIQUIDATORS Cesser of directors' powers 361 Final meeting and dissolution 369
Appointment of official liquidator 321 Power to fill vacancy in office of liquidator 362 PROVISIONS APPLICABLE TO EVERY VOLUNTARY WINDING UP
Resignation, removal, filling up vacancies, etc., of official liquidator 322 Application of section 353 to a creditor's voluntary winding up 363 Distribution of property of company 370
Remuneration of official liquidator 323 Duty of liquidator to call meeting of company and of creditors 364 Application of sections 320 and 321 to voluntary winding up 371
Style of official liquidator 324 Final meeting and dissolution 365 Powers and duties of liquidator in voluntary winding up 372
Appointment and powers of provisional manager 325 PROVISIONS APPLICABLE TO EVERY VOLUNTARY WINDING UP Power of Court to appoint and remove liquidator in voluntary winding up 373
General provisions as to liquidators 326 Distribution of property of company 366 Notice by liquidator of his appointment 374
Receiver not to be appointed of assets with liquidator 327 Application of sections 316 and 317 to voluntary winding up 367 Arrangement when binding on company and creditors 375
Statement of affairs to be made to official liquidator 328 Powers and duties of liquidator in voluntary winding up 368 Power to apply to Court to have questions determined or powers exercised 376
Report by official liquidator 329 Power of Court to appoint and remove liquidator in voluntary winding up 369 Application of liquidator to Court for public examination of promoters, directors 377
Custody of company's property 330 Notice by liquidator of his appointment 370 Costs of voluntary winding up 378
Committee of inspection in compulsory winding up 331 Arrangement when binding on company and creditors 371 Saving for right of creditors and contributories 379
Constitution and proceedings of committee of inspection 332 Power to apply to Court to have questions determined or powers exercised 372 Power of Court to adopt proceedings of voluntary winding up 380
Powers of official liquidator 333 Application of liquidator to Court for public examination of promoters, directors 373 WINDING UP SUBJECT TO SUPERVISION OF COURT
Discretion of official liquidator 334 Costs of voluntary winding up 374 Power to order winding up subject to supervision 381
Provision for assistance to official liquidator 335 Saving for right of creditors and contributories 375 Effect of petition for winding up subject to supervision 382
Liquidator to keep books containing proceedings of meetings, etc. 336 Power of Court to adopt proceedings of voluntary winding up 376 Court may have regard to the wishes of creditors and contributories 383
Liquidator's account 337 WINDING UP SUBJECT TO SUPERVISION OF COURT Power to replace liquidator 384
Exercise and control of liquidator's powers 338 Power to order winding up subject to supervision 377 Effects of supervision order 385
Settlement of list of Contributors and application of assets 339 Effect of petition for winding up subject to supervision 378 Appointment of voluntary liquidator as official liquidator in certain cases 386

Power to require delivery of property 340 Court may have regard to the wishes of creditors and contributories 379 Status of companies being wound up 387
Power to order payment of debts by contributory 341 Power to replace liquidator 380 PROOF AND RANKING OF CLAIMS
Power of Court to make calls 342 Effects of supervision order 381 Debts of all description to be proved 388
Power to order payment into bank 343 Appointment of voluntary liquidator as official liquidator in certain cases 382 Application of insolvency rules in winding up of insolvent companies 389
Regulation of account with Court 344 PROVISIONS APPLICABLE TO EVERY MODE OF WINDING UP Preferential payments 390
Order on contributory conclusive evidence 345 STATUS OF COMPANIES BEING WOUND UP Avoidance of transfers 391
Power to exclude creditors not proving in time 346 Status of companies being wound up 383 Disclaimer of onerous property 392
Adjustment of rights of Contributors 347 PROOF AND RANKING OF CLAIMS EFFECT OF WINDING UP ON ANTECEDENT AND OTHER
Power to order costs 348 Debts of all description to be proved 384 TRANSACTIONS
Distribution by official liquidator 349 Application of insolvency rules in winding up of insolvent companies 385 Fraudulent preference 393
Dissolution of company 350 Preferential payments 386 Liabilities and rights of certain fraudulently preferred persons 394
Power to summon persons suspected of having property of company 351 Avoidance of transfers 387 Avoidance of certain attachments, executions 395
Power to order public examination of promoters, directors, etc. 352 Disclaimer of onerous property 388 Effect of floating charge 396
EFFECT OF WINDING UP ON ANTECEDENT AND OTHER OFFENCES ANTECEDENT TO OR IN COURSE OF WINDING UP
Power to arrest absconding contributory 353 TRANSACTIONS Power of Court to assess damages against delinquent directors 397
Saving of other proceedings 354 Fraudulent preference 389 Liability for fraudulent conduct of business 398
ENFORCEMENT OF ORDERS
Liabilities and rights of certain fraudulently preferred persons
390
Liability under sections 397 and 398 to extend to partners or directors in firm or body
corporate
399
Power to enforce orders 355 Avoidance of certain attachments, executions 391 Penalty for fraud by officers of companies which have gone into liquidation 400
Order made by any Court to be enforced by other Courts 356 Effect of floating charge 392 Liability where proper accounts not kept 401
Mode of dealing with orders to be enforced by other Courts 357 OFFENCES ANTECEDENT TO OR IN COURSE OF WINDING UP Penalty for falsification of books 402
VOLUNTARY WINDING UP Power of Court to assess damages against delinquent directors 393 Prosecution of delinquent directors 403
RESOLUTION FOR, AND COMMENCEMENT OF VOLUNTARY Liability for fraudulent conduct of business 394 Penalty for false evidence 404
WINDING UP
Liability under sections 393 and 394 to extend to partners or directors in firm or body
corporate
395
Penal Provisions
405
Circumstances in which company may be wound up voluntarily 358 Penalty for fraud by officers of companies which have gone into liquidation 396 SUPPLEMENTARY PROVISIONS AS TO WINDING UP
Commencement of voluntary winding up 359 Liability where proper accounts not kept 397 Liquidator to exercise certain powers subject to sanction 406
CONSEQUENCES OF VOLUNTARY WINDING UP Penalty for falsification of books 398 Meetings to ascertain wishes of creditors or contributories 407
Effect of voluntary winding up on status of company 360 Prosecution of delinquent directors 399 Documents of company to be evidence 408
Notice of resolution to wind up voluntarily 361 Penalty for false evidence 400 Summary disposal of certain suits by liquidators 409
DECLARATION OF SOLVENCY Penal Provisions 401 Limitation 410
Declaration of solvency in case of proposal to wind up voluntarily 362 SUPPLEMENTARY PROVISIONS AS TO WINDING UP Court fees 411
PROVISIONS APPLICABLE TO MEMBERS' VOLUNTARY Liquidator to exercise certain powers subject to sanction 402 Inspection of documents 412
WINDING UP Meetings to ascertain wishes of creditors or contributories 403 Disposal of books and papers of company 413
Provisions applicable to members' voluntary winding up 363 Documents of company to be evidence 404 Power of Court to declare dissolution of company void 414
Appointment of liquidators 364 Summary disposal of certain suits by liquidators 405 Information as to pending liquidations 415
Power to fill vacancy in office of liquidator 365 Limitation 406 Payments by liquidator into bank 416
Notice of appointment of liquidator to be given to registrar alongwith his consent 366
Court fees
407
Unclaimed dividends and undistributed assets to the account maintained under section
244
417
Inspection of documents 408 Books of accounts and other proceedings to be kept by liquidators 418
Power of liquidator to accept shares, etc., as consideration for sale of property of
company
367
Disposal of books and papers of company
409
Application of provisions relating to audit 419
Power of Court to declare dissolution of company void 410 Enforcement of duty of liquidator to make return 420
Duty of liquidator to call creditors' meeting in case of insolvency 368 Information as to pending liquidations 411 Notification that a company is in liquidation 421
Duty of liquidator to call general meeting at the end of each year 369 Payments by liquidator into bank 412 Court or person before whom affidavit may be sworn 422
Final meeting and dissolution 370
Unclaimed dividends and undistributed assets to be paid to Companies Liquidation
Account
413
COURT RULES
Alternative provisions as to annual and final meetings in case of insolvency 371 Books of accounts and other proceedings to be kept by liquidators 414 Power to make rules 423
PROVISIONS APPLICABLE TO CREDITORS' VOLUNTARY Application of provisions relating to audit 415 DORMANT COMPANY
WINDING UP Enforcement of duty of liquidator to make return 416 Inactive Company 424
Provisions applicable to creditors' voluntary winding up 372 Notification that a company is in liquidation 417 REMOVAL OF DEFUNCT COMPANIES FROM REGISTER
Meeting of creditors 373 Court or person before whom affidavit may be sworn 418 Registrar may strike defunct company off register 425
Notice of resolution passed by creditors' meeting to be given to registrar 374 COURT RULES Easy exit of a defunct company 426
Appointment of liquidator 375 Power to make rules 419 PART XI
Appointment of committee of inspection 376 DORMANT COMPANY WINDING UP OF UNREGISTERED COMPANIES
Fixing of liquidator's remuneration 377 Dormant Company 420 Meaning of "unregistered company" 427
Directors' powers to cease on appointment of liquidator 378 REMOVAL OF DEFUNCT COMPANIES FROM REGISTER Winding up of unregistered companies 428
Power to fill vacancy in office of liquidator 379 Registrar may strike defunct company off register 421 Contributories in winding up of unregistered companies 429

Application of section to a creditor's voluntary winding up 380 Easy exit of a defunct company 422 Power to stay or restrain proceedings 430
PART XI Suits stayed on winding up order 431
Duty of liquidator to call meeting of company and of creditors at the end of every year 381
WINDING UP OF UNREGISTERED COMPANIES Directions as to property in certain cases
432
Meaning of "unregistered company" 423 Provisions of this part cumulative 433
Final meeting and dissolution 382 Winding up of unregistered companies 424 PART XII
PROVISIONS APPLICABLE TO EVERY VOLUNTARY WINDING UP Contributories in winding up of unregistered companies 425 COMPANIES ESTABLISHED OUTSIDE PAKISTAN
Provisions applicable to every voluntary winding up 383 Power to stay or restrain proceedings 426 PROVISIONS AS TO ESTABLISHMENT OF PLACES OF BUSINESS IN
Accounts and statements to be audited 384 Suits stayed on winding up order 427 PAKISTAN
Distribution of property of company 385 Directions as to property in certain cases 428 Application of this Part to foreign companies 434
Application of Sections and to voluntary winding up 386 Provisions of this part cumulative 429 Documents to be delivered to Registrar by foreign companies 435
Powers and duties of liquidator in voluntary winding up 387 PART XII Return to be delivered to Registrar by foreign companies whose documents altered 436
Power of Court to appoint and remove liquidator in voluntary winding up 388 COMPANIES ESTABLISHED OUTSIDE PAKISTAN Accounts of foreign companies 437
Notice by liquidator of his appointment 389 PROVISIONS AS TO ESTABLISHMENT OF PLACES OF BUSINESS IN Certain obligations of foreign companies 438
Arrangement when binding on company and creditors 390 PAKISTAN Power of the Commission to require information from foreign company 439
Powers to apply to Court to have questions determined or powers exercised 391 Application of this Part to foreign companies 430 Service on foreign company 440
Applications of liquidator to Court for public examination of promoters,directors, etc. 392
Documents to be delivered to Registrar by foreign companies
431
Company’s failure to comply with this part not to affect its liability under contracts 441
Return to be delivered to Registrar by foreign companies whose documents altered 432 Provisions relating to names, inquiries to apply to foreign companies 442
Costs of voluntary winding up 393 Accounts of foreign companies 433 Intimation of ceasing to have place of business to be given 443
Saving for right of creditors and Contributors 394 Certain obligations of foreign companies 434 Penalties 444
Power of Court to adopt proceedings of voluntary winding up 395 Service on foreign company 435 Interpretation of provisions of this Part 445
WINDING UP SUBJECT TO SUPERVISION OF COURT Company’s failure to comply with this part not to affect its liability under contracts 436 PROSPECTUS
Power to order winding up subject to supervision 396 Provisions relating to names, inquiries to apply to foreign companies 437 Issue of prospectus 446
Effect of petition for winding up subject to supervision 397 Intimation of ceasing to have place of business to be given 438 Restriction on convassing for sale of securities 447
Court may have regard to wishes of creditors and Contributors 398 Penalties 439 REGISTRATION OF CHARGES
Power to replace liquidator 399 Interpretation of provisions of this Part 440 Registration of charges 448
Effects of supervisions order 400 PROSPECTUS Notice of appointment of receiver 449
Appointment of voluntary liquidator as official liquidator in certain cases 401 Issue of prospectus 441 Notice of liquidation 450
PROVISIONS APPLICABLE TO EVERY MODE OF WINDING UP Restriction on convassing for sale of securities 442 PART XIII
STATUS OF COMPANIES BEING WOUND UP REGISTRATION OF CHARGES GENERAL
Status of companies being wound up, etc. 402 Registration of charges 443 SHARIAH COMPLIANT COMPANIES
PROOF AND RANKING OF CLAIMS, ETC. Notice of appointment of receiver 444 Certification of Shariah compliant companies and Shariah compliant securities 451
Debts of all descriptions to be proved 403 NOTICE OF LIQUIDATION Companies’ Global Register of Beneficial Ownership 452
Application of insolvency rules in winding up of insolvent companies 404 Notice of liquidation 445 Prevention of offences relating to fraud, money laundering and terrorist financing 453
Preferential payments 405 PART XIII Free Zone company 454
Avoidance of transfers, etc. 406 GENERAL Filing of documents through intermediaries 455
Disclaimer of property 407 SHARIAH COMPLIANT COMPANIES Acceptance of advances by real estate companies engaged in real estate projects 456
EFFECT OF WINDING UP ON ANTECEDENT AND OTHER TRANSACTIONS Certification of Shariah compliant companies and Shariah compliant securities 446 Agriculture promotion compaines
457
Fraudulent preference 408 REGISTERED VALUERS Power to give exemptions by the Federal Government 458
Liabilities and rights of certain fraudulently preferred persons 409 Valuation by registered valuers 447 Quota for persons with disabilities in the public interest compaines 459
Avoidance of certain attachments executions, etc. 410 REGISTRATION OFFICES AND FEES Valuation by registered valuers 460
Effect of floating charge 411 Registration offices 448 Security clearence of shareholder and director 461
OFFENCES ANTECEDENT TO OR IN COURSE OF WINDING UP Production of documents kept by Registrar 449 REGISTRATION OFFICES AND FEES
Power of Court to assess damages against delinquent directors, etc. 412 Registrar not to accept defective documents 450 Registration offices 462
Liability for fraudulent conduct of business 413 Special return to rectify the data 451 Production of documents kept by Registrar 463
Liability under sections and to extend to partners or directors in firm or body
corporate
414
Jurisdiction in the disputes relating to shareholding and directorship
452
Registrar not to accept defective documents
464
Approval of transfer of shares by the agents licensed by the Commission 453 Special return to rectify the data 465
Penalty for fraud by officers of companies which have gone into liquidation 415 Acceptance of documents presented after prescribed time 454 Jurisdiction in the disputes relating to shareholding and directorship 466
Liability where proper accounts not kept 416 Fees 455 Approval of transfer of shares by the agents licensed by the Commission 467
Penalty for falsification of books 417 Power to prescribe fees chargeable by companies 456 Acceptance of documents presented after prescribed time 468
Prosecution of delinquent directors 418 Filing of documents electronically 457 Fees 469
Penalty for false evidence 419 Supply of documents, information, notices to the members electronically 458 Power to prescribe fees chargeable by companies 470
Penal provisions 420 Enforcing compliance with provisions of Act 459 Filing of documents electronically 471
SUPPLEMENTARY PROVISIONS AS TO WINDING UP Power of Court trying offences under Act to direct compliance with the provisions 460 Destruction of physical record 472
Liquidator to exercise certain powers subject to sanction 421 LEGAL PROCEEDINGS, OFFENCES, ETC Supply of documents, information, notices to the members electronically 473

Meetings to ascertain wishes of creditors or contributories 422 Cognizance of offences 461 Enforcing compliance with provisions of Act 474
Documents of company to be evidence 423 Offences to be non-cognizable 462 Power of Court trying offences under Act to direct compliance with the provisions 475
Summary disposal of certain suits by liquidators 424 Adjudication of offences and standard scale of fine 463 LEGAL PROCEEDINGS, OFFENCES, ETC
Limitation 425 Appeal 464 Offences to be cognizable 476
Court-fees 426
Review
465
Complaint to the court by the Commission, registrar, member or creditor in case of certain
offences
477
Inspection of documents 427 Revision 466 Penalty to be imposed by Commission 478
Disposal of books and papers of company 428 Adjudication of offences involving imprisonment 467 Adjudication of offences and standard scale of penalty 479
Power of Court to declare dissolution of company void 429 Powers of the Commission in relation to enquiries and proceedings 468 Appeal against order passed by officer of the Commission 480
Information as to pending liquidators 430 Procedure for trial of a corporate body 469 Appeal before appellate bench 481
Payments by liquidator into bank 431 Recovery of fine or penalty 470 Adjudication of offences involving imprisonment 482
Unclaimed dividends and undistributed assets to be paid by Companies Liquidation
Account
432
Prosecution of offences by the Commission
471
Powers of the Commission in relation to enquiries and proceedings
483
Appeal against acquittal 472 Procedure for trial of a corporate body 484
Books of accounts and other proceedings to be kept by liquidators 433 Payment of compensation in cases of frivolous or vexatious prosecution 473 Recovery of penalty 485
Application of provisions relating to audit 434 Application of fines 474 Prosecution of offences by the Commission 486
Enforcement of duty of liquidator to make return, etc. 435 Appeals against orders 475 Appeal against acquittal 487
Notification that a company is in liquidation 436 Production and inspection of books where offence suspected 476 Payment of compensation in cases of frivolous or vexatious prosecution 488
Court or person before whom affidavit may be sworn 437 Power to require limited company to give security for costs 477 Application of fine and penalities 489
COURT RULES Power of Court to grant relief in certain cases 478 Production and inspection of books where offence suspected 490
Power to make rules 438 Enforcement of orders of Court 479 Power to require limited company to give security for costs 491
REMOVAL OF DEFUNCT COMPANIES FROM REGISTER Enforcement of orders of Court by other Courts 480 Power of Court to grant relief in certain cases 492
Registrar may strike defunct company off register 439 Protection of acts done in good faith 481 Enforcement of orders of Court 493
PART XII Penalty for false statement 482 Enforcement of orders of Court by other Courts 494
APPLICATION OF ORDINANCE TO COMPANIES FORMED AND Penalty for wrongful withholding of property 483 Protection of acts done in good faith 495
REGISTERED UNDER PREVIOUS COMPANIES ACTS Liability of directors for allotment of shares for inadequate consideration 484 Penalty for false statement, falsification, forgery, fraud, deception 496
Applications of Ordinance to companies formed and registered under previous
Companies Acts
440
Punishment for non-compliance of directive of Court, etc,
485
Penalty for wrongful withholding of property
497
Penalty for carrying on ultra vires business 486 Liability of directors for allotment of shares for inadequate consideration 498
Applications of Ordinance to companies registered but not formed under previous
Companies Acts
441
Penalty for improper use of word “Limited”
487
Punishment for non-compliance of directive of Court.
499
Penalty where no specific penalty is provided elsewhere in the Act 488 Penalty for carrying on ultra vires business 500
Applications of Ordinance to unlimited companies registered under previous
Companies Acts
442
POWER TO ACCORD APPROVAL SUBJECT TO CONDITIONS Penalty for improper use of word “Limited”
501
Power to accord approval subject to conditions 489 Penalty where no specific penalty is provided 502
PART XIII DELEGATION OF POWERS Power to accord approval subject to conditions 503
WINDING UP OF UNREGISTERED COMPANIES Delegation of powers 490 Delegation of powers 504
Meaning of "unregistered company" 443 APPLICATION OF ACT TO COMPANIES GOVERNED BY SPECIAL Application of Act to companies governed by special enactments 505
Winding up of unregistered companies 444 ENACTMENTS SCHEDULES, TABLES, FORMS AND GENERAL RULES
Contributories in winding up of unregistered companies 445 Application of Act to companies governed by special enactments 491 Forms 506
Power to stay or restrain proceedings 446 SCHEDULES, TABLES, FORMS AND GENERAL RULES Power to alter schedules 507
Suits stayed on winding up order 447 Forms 492 Power of the Federal Government to make rules 508
Directions as to property in certain cases 448 Power of the Federal Government to alter schedules 493 Repeal and savings 509
Provisions of this part cumulative 449 Power of the Federal Government to make rules 494 Power to issue directives, circulars, guidelines 510
PART XIV Power to make regulations 495 Power of the Commission to permit use of Urdu words of abbreviations 511
COMPANIES ESTABLISHED OUTSIDE PAKISTAN PROVISIONS AS TO Power to issue directives, circulars, guidelines 496 Power to make regulations 512
ESTABLISHMENT OF PLACES OF BUSINESS OF PAKISTAN Power of the Commission to permit use of Urdu words of abbreviations 497 Valedation of laws 513
Application of this Part to foreign companies 450 REPEAL, SAVINGS Former registration offices, registers and Registrars continued 514
Documents to be delivered to registrar by foreign companies 451 Repeal of laws and savings 498 Removal of difficulty 515
Return to be delivered to registrar by foreign companies whose documents, etc., altered 452
Savings
499
Former registration offices, registers and Registrars continued 500
Accounts of foreign companies 453 Construction of references to extraordinary resolution in articles, etc, 501
Certain obligations of foreign companies 454 Removal of difficulties 502
Service on foreign company 455
Company's failure to comply with this Part not to affect its liability under contracts, etc. 456
Provisions relating to names, enquiries, etc., to apply to foreign companies 457

Intimation of ceasing to have place of business to be given 458
Penalties 459
Interpretation of provisions of this Part 460
PROSPECTUS
Issue of prospectus 461
Restriction on canvassing for sale of securities 462
REGISTRATION OF CHARGES, ETC.
Registration of charges 463
Notice of appointment of receiver 464
NOTICE OF LIQUIDATION
Notice of liquidation, etc. 465
PART XV
REGISTRATION OFFICERS AND FEES
Registration offices 466
Production of documents kept by registrar, etc. 467
Registrar not to accept defective documents 468
Acceptance of documents presented after prescribed time 469
Fees 470
Power of the Federal Government to prescribe fees chargeable by companies 471
Enforcing compliance with provisions of Ordinance 472
Power of Court, etc., trying offences under Ordinance to direct compliance with the
provisions
473
PART XVI
GENERAL
LEGAL PROCEEDINGS, OFFENCES, ETC.
Cognizance of offences, etc. 474
Offences to be non-cognizable 475
Punishment and adjudication of fine or penalty 476
Appeal and revision 477
Powers of the Federal Government, etc., in relation to enquiries and proceedings 478
Procedure for the trial of a corporate body 479
Power of Federal Government to appoint company prosecutors 480
Appeal against acquittal 481
Payment of compensation in cases of frivolous or vexatious prosecuting 482
Application of fines 483
Revision and review 484
Appeals against orders, etc. 485
Production and inspection of books where offence suspected 486
Power to require limited company to give security for costs 487
Power of Court, etc., to grant relief in certain cases 488
Enforcement of orders of Court 489
Enforcement of order of Court by other Courts 490
Protection of acts done in good faith 491
Penalty for false statement 492
Penalty for wrongful withholding of property 493
Liability of directors for allotment of shares for inadequate consideration 494
Punishment for non-compliance of directive of Court, etc. 495
Penalty for carrying on ultra virus business 496
Penalty for improper of word “Limited” 497
Penalty where no specific penalty is provided elsewhere in the Ordinance 498
POWER TO ACCORD APPROVAL, ETC. SUBJECT TO CONDITIONS
Power to accord approval subject to conditions 499
ANNUAL REPORT ON ADMINISTRATION OF THE ORDINANCE
Annual Report by Commission 500

DELEGATION OF POWERS
Delegation of powers 501
ADVISORY COMMITTEE
Advisory Committee 502
APPLICATION OF ORDINANCE TO COMPANIES GOVERNED
BY SPECIAL ENACTMENTS
Application of Ordinance to companies governed by special enactments 503
SCHEDULES, TABLES, FORMS AND GENERAL RULES
Forms 504
Power of the Federal Government to alter schedules 505
Power of the Federal Government to make rules 506
Power to make regulations 506-A
Power to issue directives, circulars, guidelines 506-B
Power of the Federal Government to permit use of Urdu words or abbreviations 507
REPEAL, SAVINGS, ETC.
Repeal of laws and savings 508
Amendment of Ordinance, XVII of 509
Savings 510
Former registration offices, registers and registrars continued 511
Construction of references to extraordinary resolution in articles, etc. 512
Traditional provisions 513
Removal of difficulties 514
SCHEDULES
FIRST SCHEDULE
Table A Regulation for Management of a Company Limited by Shares
Table B Memorandum of association of company limited by shares
Table C Memorandum and articles of association of a company limited by guarantee
and not having a share capital
guarantee and not having a share capital
Table D Memorandum and articles of association of a company limited by guarantee
and having a share capital
Table E Memorandum and articles of association of an unlimited company having a
share capital
Table F Repealed
SECOND SCHEDULE
Part I Matters to be specified in prospectus and reports to be set out therein
Part II Form of statement in lieu of prospectus to be delivered to registrar by a
company which does not issue a prospectus or which does not go to allotment on a
prospectus issued, and reports to be set out therein
Part III Form of statement in lieu of prospectus to be delivered to registrar by a private
company on becoming a public company and reports to be set out therein
THIRD SCHEDULE
Form A Annual return of company having share capital
Form B Annual return of company not having share capital
FOURTH SCHEDULE
Requirements as to balance sheet and profit and loss account of listed companies
FIFTH SCHEDULE

Requirements as to balance sheet and profit and loss account of non-listed companies
SIXTH SCHEDULE
Table of fees to be paid to the registrar, the Commission and the Federal Government
SEVENTH SCHEDULE
Enactments repealed
EIGHTH SCHEDULE
Amendment of Ordinance. XVII of

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