The Companies Ordinance, 1984

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The Companies Ordinance, 1984
THE COMPANIES ORDINANCE, 1984
(XLVII OF 1984)
*********
CONTENTS
…………
PART I - PRELIMINARY

SectionsPages

Preamble 1
1. Short title, extent and commencement 1
2. Definitions 2
3. Meaning of "subsidiary" and "holding company" 9
4. Ordinance not to apply to certain corporations 9
5.Application of Ordinance to non-trading companies with purely provincial 10 objects 6. Ordinance to override memorandum, articles, etc. 10

PART II-JURISDICTION OF COURTS
7. Jurisdiction of the Courts 11
8. Constitution of Company Benches 11
9. Procedure of the Court 11
10. Appeals against Court orders 12

PART III-SECURITIES AND EXCHANGE COMMISSION OF PAKISTAN
11.Deleted
12. Powers and functions of the Commission 13
13. Reference by the Federal Government or Commission to the Court 13

PART IV-INCORPORATION OF COMPANIES AND
MATTERS INCIDENTAL THERETO

14. Obligation to register certain associations, partnerships, etc. as companies. 14

MEMORANDUM OF ASSOCIATION
15. Mode of forming a company 14
16. Memorandum of company limited by shares 15
17. Memorandum of company limited by guarantee 16
18. Memorandum of unlimited company 17
19. Printing, signature, etc., of memorandum 17
20. Restriction on alteration of memorandum 18
21. Alteration of memorandum 18
22. Powers of Commission when confirming alteration 19
23. Exercise of discretion by Commission 20
24. Procedure on confirmation of the alteration 20
25. Effect of failure to register within ninety days 20

Contents

ARTICLES OF ASSOCIATION
26. Registration of articles21
27. Printing, signature, etc. of articles21
28. Alteration of articles22

FORMS OF MEMORANDUM AND ARTICLES
29.Forms of memorandum and articles 22
GENERAL PROVISIONS WITH RESPECT TO REGISTRATION OF MEMORANDUM AND ARTICLES 30. Registration of memorandum and articles, etc.23
31. Effect of memorandum and articles24
32. Effect of registration24
33. Conclusiveness of certificate of incorporation24
34. Effect of alteration in memorandum or articles24
35. Copies of memorandum and articles to be given to members25 36. Alteration of memorandum or articles to be noted in every copy 25

PROVISIO NS WITH RESPECT TO NAMES OF COMPANIES
37. Prohibition of certain names25
38.Rectification of name of a company 26
39.Change of name by a company 26
40.Registration of change of name and effect thereof 27
41.Alteration of names on commencement of Ordinance and change of status 27 of company

ASSOCIATIONS NOT FOR PROFIT
42.Power to dispense will "Limited" in the name of charitable and other 28 Companies

COMPANIES LIMITED BY GUARANTEE
43. Provision as to companies limited by guarantee 29

PROVISIONS RELATING TO CONVERSION OF PUBLIC COMPANY INTO PRIVATE COMPANY AND VICE VERSA AND OTHER MATTERS 44.Conversion of public company into private company 29
45.Prospectus or statement in lieu of prospectus to be filed by private company on ceasing to be private company 29 46.Consequence of default in complying with conditions constituting a company a private company 31

CARRYING ON BUSINESS WITH LESS THAN
THE LEGAL MINIMUM OF MEMBERS

47.Liability for carrying on business with less than three or, in the case The Companies Ordinance, 1984

of a private company, two members 31

SERVICE AND AUTHENTICATION OF DOCUMENTS
48. Service of documents on company 32
49. Service of documents on registrar 32
50. Service of notice on members, etc. 32
51. Authentication of documents and proceedings 33

PART V- PROSPECTUS, ALLOTMENT, ISSUE AND TRANSFER OF SHARES AND DEBENTURES, DEPOSITS, ETC.

PROSPECTUS
52. Prospectus to be dated 33
53. Matters to be stated and reports to be set out in prospectus 33 54. Expert to be unconnected with formation or management of company 36 55.Expert's consent to issue of prospectus containing statement by him 36 56.Penalty and interpretation 36

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