Under the Companies Act 2017, every company registered with the Securities and Exchange Commission of Pakistan (SECP)—regardless of whether it is active or dormant—is legally obligated to maintain statutory records and submit mandatory annual filings.
Failure to meet SECP statutory deadlines leads to heavy late-filing fees, adjudication penalties against directors personally, and potential listing of the company on the inactive/defaulter register.
1. Holding the Annual General Meeting (AGM)
Every private limited company must hold an AGM once in every calendar year, within 120 days following the close of its financial year. For companies whose financial year closes on June 30, the AGM must be convened on or before October 28.
2. Mandatory Annual SECP Filings
| Statutory Form | Purpose | Statutory Deadline |
|---|---|---|
| Form A / Annual Return | Summary of capital, shareholders, directors, and registered office | Within 30 days of the AGM (or Dec 31 if no AGM required) |
| Form 29 | Notification of appointment, resignation, or changes in directors/officers | Within 15 days of the occurrence of change |
| Audited Financial Statements | Filing annual audited accounts for companies with paid-up capital of PKR 10M+ | Within 30 days of the AGM |
3. Statutory Register Maintenance
Every company is required to maintain the following physical/digital registers at its registered office:
- Register of Members (Shareholders) and share allotment records
- Register of Directors, Chief Executive, and Officers
- Register of Ultimate Beneficial Ownership (UBO) under Section 123A
- Register of Mortgages and Charges
- Minute books of Board Meetings and General Meetings
4. Ultimate Beneficial Ownership (UBO) Compliance
SECP strictly enforces UBO declaration requirements to prevent financial crimes. Companies must identify individuals holding directly or indirectly 10% or more of shares or voting rights and file Form 45 when applicable.
AGM Companies Act 2017 Corporate Governance Form 29 Form A SECP