Section 424 — Inactive Company
Statute text
(1) Where a company, other than a listed
company, is formed for a future project or to hold an asset or intellectual property
and has no significant accounting transaction, such a company or an inactive
company may make an application to the registrar in such manner as may be
specified for obtaining the status of an inactive company.
Explanation.—For the purposes of this section—
(a) “inactive company” means a company, other than a listed
company, which has not been carrying on any business or operation,
or has not made any significant accounting transaction during the
last two financial years;
(b) “significant accounting transaction” means any transaction other
than—
(i) payments made by it to fulfill the requirements of this Act or
any other law;
(ii) allotment of shares to fulfill the requirements of this Act; and
(iii) payments for maintenance of its office and records.
(2) The registrar on consideration of the application shall allow the
status of inactive company to the applicant and issue a certificat e in such form as
may be specified to that effect.
(3) The registrar shall maintain a register of inactive companies in such
form as may be specified.
(4) In case of a company which has not filed financial statements or
annual returns for two financial years consecutively, the registrar shall issue a
notice to that company and enter the name of such company in the register
maintained for inactive companies.
(5) An inactive company shall have such minimum number of directors,
file such documents as may be specified by the Commission through regulations to
the registrar to retain its inactive status in the register and pay such annual fee as
prescribed in the Seventh Schedule and may become an active company on an
application made in this behalf accompanied by such documents as may be
specified by the Commission through regulations on payment of such fee as
prescribed in the Seventh Schedule.
(6) The registrar shall strike off the name of an inactive company from
the register of inactive companies, which has failed to comply with the
requirements of this section.
(7) Any contravention or default in complying with requirements of this
section shall be an offence liable to a penalty of level 2 on the standard scale and in
case false or misleading information has been given to obtain the status of an
inactive company, the directors and other officers of the company in default shall
be liable to imprisonment for a term which may extend to three years.
Forms & certificates for this section
Annexure-M — Certificate on Allowing Status of Inactive Company
Certificate on Allowing Status of Inactive Company
Regulation: Regulation 62
Fee reference: please refer to the Seventh Schedule.
Not something you file — this is a certificate, approval, or acknowledgement that SECP or the registrar issues once the related form or application has been processed. No separate filing fee applies (a fee only arises if you later request a certified copy, per Seventh Schedule Item VI).
Annexure-N — Certificate on Granting Status of Active Company
Certificate on Granting Status of Active Company
Regulation: Regulation 62(4)
Fee reference: please refer to the Seventh Schedule.
Not something you file — this is a certificate, approval, or acknowledgement that SECP or the registrar issues once the related form or application has been processed. No separate filing fee applies (a fee only arises if you later request a certified copy, per Seventh Schedule Item VI).
App-2 — Application for Obtaining Status of Inactive Company and Vice Versa
Application for Obtaining Status of Inactive Company and Vice Versa
Regulation: Regulation 62
Fee reference: please refer to the Seventh Schedule.
Filed electronically through the eZfile portal at leap.secp.gov.pk, after logging in with the credentials of the company's authorised form signatory. The exact fee is calculated automatically by the portal once the form is submitted, based on the actual event dates and details you enter — figures shown here are Seventh Schedule reference amounts, not a guaranteed final charge.
Form-A — Annual Return of a Company
Annual Return of a Company
Regulation: Regulation 62
Fee reference: please refer to the Seventh Schedule.
Filed electronically through the eZfile portal at leap.secp.gov.pk, after logging in with the credentials of the company's authorised form signatory. The exact fee is calculated automatically by the portal once the form is submitted, based on the actual event dates and details you enter — figures shown here are Seventh Schedule reference amounts, not a guaranteed final charge.
How to file a form
New to SECP's eZfile / LEAP portal? See the step-by-step filing guide →