Section 32 — Alteration of memorandum

(1) Subject to the provisions of this
Act, a company may by special resolution alter the provisions of its memorandum
so as to—
(a) change the place of its registered office from.—
(i) one Province to another Province or Islamabad Capital
Territory and vice versa; or
(ii) one Province or Islamabad Capital Territory to a part of
Pakistan not forming part of a Province and vice versa;
or
(b) change its principal line of business; or
(c) adopt any business activity or any change therein which is subject
to licence, registration, permission or approval under any law.
(2) The alteration shall not take effect until and except in so far as it is
confirmed by the Commission on petition:
Provided that an alteration so as to change its principal line of business shall
not require confirmation by the Commission.
9 Substituted the expression “and father’s name or, in the case of a married woman or widow, her
husband’s or deceased husband’s name in full, his nationality and his” vide the Companies
(Amendment) Act, 2021 dated 1st December, 2021

(3) A copy of the order confirming the alteration duly certified by an
authorised officer of the Commission shall be forwarded to the company and to the
registrar within seven days from the date of the order.
(4) A copy of the memorandum of association as altered pursuant to the
order under this section shall within thirty days from the date of the order be filed
by the company with the registrar, who shall register the same and issue a certificate
which shall be conclusive evidence that all the requirements of this Act with respect
to the alteration and the confirmation thereof have been complied with and
thenceforth the memorandum so filed shall be the memorandum of the company:
Provided that the Commission may by order, at any time on an application
by the company, on sufficient cause shown extend the time for the filing of
memorandum with the r egistrar under this section for such period as it thinks
proper.
(5) Where the alteration involves a transfer of registered office from the
jurisdiction of one company registration office to another, physical record of the
company shall be transferred to the registrar concerned of the company registration
office in whose jurisdiction the registered office of the company has been shifted.
(6) Where the alteration involves change in principal line of business,
the company shall file the amended memorandum of association with the registrar
within thirty days, which shall be recorded for the purposes of this Act.