The Memorandum of Organization is a crucial incorporation document required by Pakistani law for establishing a new company. It serves as the foundation of the company's legal existence and is mandated by the Companies Act 2017. This document outlines the company's fundamental characteristics, including its name, objectives, registered office location, liability structure, and capital composition. The Memorandum of Organization must be filed with the Securities and Exchange Commission of Pakistan (SECP) during the company registration process and becomes a public document once registered. It defines the scope of the company's activities and its relationship with outside stakeholders, making it essential for both internal operations and external dealings.
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1. Name Clause: States the proposed name of the company and confirms it has been approved by SECP
2. Registered Office Clause: Specifies the location of the registered office in Pakistan
3. Objects Clause: Details the main objects and ancillary objects of the company's business
4. Limited Liability Clause: Declaration of the limited liability nature of the members/shareholders
5. Capital Clause: States the authorized share capital, types of shares, and their nominal value
6. Association Clause: Declaration of the subscribers' desire to form a company
7. Subscription Clause: Details of initial subscribers including names, addresses, occupations, and shares subscribed
1. Additional Business Activities: Used when the company wants to specify secondary business activities beyond main objects
2. Foreign Investment Provisions: Required when foreign investment or shareholders are involved
3. Branch Office Provisions: Include when the company plans to establish branch offices
4. Special Rights Provisions: Used when creating different classes of shares with special rights
5. Shariah Compliance Declaration: Required for Islamic banking or Shariah-compliant businesses
1. Schedule I - Share Capital Structure: Detailed breakdown of share classes, rights, and initial allocation
2. Schedule II - Subscriber Details: Complete information about subscribers including ID documents and signatures
3. Schedule III - Initial Directors: List of first directors with their details and consent
4. Appendix A - Objects Classification: Detailed classification of business objects as per SECP categories
5. Appendix B - Form Declarations: Required statutory declarations and forms for SECP submission
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