 |
|
For business information, annual reports, laws, ordinances, regulations and articles. |
|
|
PART
XV
REGISTRATION OFFICES AND FEES
466.
Registration office.-- (1) For the purposes of the registration of companies and other
work under this Ordinance, there shall be offices at such places as the Federal Government
think fit, and no company shall be registered except at an office within the Province or
Territory in which, by the memorandum, the registered office of the company is declared to
be established.
(2) The Federal Government may appoint such registrars, additional registrars, joint
registrars, deputy registrars and assistant registrars as it thinks necessary for the
registration of companies and performing other duties under this Ordinance, and may make
regulations with respect to their duties.
(3) All assistant registrars, deputy registrars, joint registrars and additional
registrars shall observe and follow the orders and instructions of the registrar who is
head of the organization for the registration of companies in Pakistan.
(4) The salaries and other terms and conditions of service of the persons appointed under
this section shall be fixed by the Federal Government.
(5) The Federal Government may direct a seal or seals to be prepared for the
authentication of documents required for or connected with the registration of companies.
(6) Any person may inspect the documents kept by the registrar and any person may require
a certificate of incorporation or a certificate of commencement of business of any
company, or a copy or extract of any other document or register or any part of any other
document or-register to be certified by the registrar on payment of the fees specified in
the Sixth Schedule.
(7) Wherever any act is by this Ordinance directed to be done to or by the registrar it
shall, until the Federal Government otherwise directs, be done to or by the existing
registrar of joint stock companies or in his absence to or by such person as the Federal
Government may for the time being authorise; but, in the event of the Federal Government
altering the constitution of the existing registration offices or any of them, any such
act shall be done to or by such officer and at such place with reference to the local
situation of the registered offices of the companies to be registered as the Federal
Government may appoint.
467. Production of documents kept by registrar, etc.-- (1) No
process for compelling the production of any document or register kept by the registrar
shall issue from any Court except with the special leave of that Court for reasons to be
recorded; and any such process, if issued, shall bear thereon a statement that it is
issued with the special leave of the Court so granted and state the reasons for grant of
such leave.
(2) A copy of, or extract from, any document or register kept and registered at any of the
offices for the registration of companies under this Ordinance, certified to be a true
copy under the hand of the registrar (whose official position it shall not be necessary to
prove) shall, in all legal proceedings, be admissible in evidence as of equal validity
with the original document.
(3) Notwithstanding anything contained in any other law, no one shall, without the
permission of the Authority in writing, take over or remove any original document or
register from the custody of the registrar.
468. Registrar not to accept defective documents.-- (1) Where,
in the opinion of the registrar, any document required or authorized by or under this
Ordinance to be filed or registered with the registrar-
(a) contains any matter contrary to law, or does not other wise comply with the
requirements of law;
(b) is not complete owing to any defect, error or omission;
(c) is insufficiently legible or is written upon paper which is not durable; or
(d) is not properly authenticated;
the registrar may either require the company to file a revised document in the form and
within the period to be specified by him or refuse to accept or register the same.
(2) Subject to the provisions of subsections (3) and (4); if the registrar refuses to
accept any document for any of the reasons aforesaid, the same shall not be deemed to have
been delivered to him in accordance with the provisions of this Ordinance unless a revised
document in the form acceptable to the registrar is duly delivered within such time, or
such extended time, as the registrar may specify in this behalf.
(3) The registrar shall, if he refuses to accept any document as aforesaid, communicate
his decision in writing to the company.
(4) If registration of any document is refused, the company may either supply the
deficiency and remove the defect pointed out or, within thirty days of the order of
refusal, prefer an appeal--
(a) where the order of refusal has been passed by an additional registrar, a joint
registrar a deputy registrar or an assistant registrar to the registrar; and
(b) where the order of refusal has been passed, or upheld in appeal, by the registrar, to
the Authority.
(5) An order of the Authority under subsection (4) shall be final and shall not be called
in question before any Court or other authority.
469. Acceptance of documents presented after prescribed time.-- (1)
Where any document required or authorised by or under this Ordinance to be filed or
registered with the registrar within a specified period is presented after the expiry of
such period, the registrar may, on payment by the company or other person concerned of
such additional fee as may be prescribed by the Authority, not exceeding three times the
amount of the specified fee payable in respect thereof, accept the same.
(2) No such document as aforesaid shall be deemed to have been filed with the registrar
until the specified or prescribed fee, as the case may be, has been paid in full.
(3) The acceptance of the document by the registrar under subsection (1) shall not absolve
the defaulting company or other person concerned of any liability arising from the
default, delay in filing or other failure to comply with the requirements of this
Ordinance.
470. Fees.-- (1) There shall be paid in respect of the several
matters mentioned in the Sixth Schedule the several fees therein, for the time being,
specified [.] as the Federal Government may direct:
Provided that, in the case of resolutions to which section 172 applies, not more than one
fee shall be required for the filing of more resolutions than one passed in the same
meeting if such resolutions are filed with the registrar at the same time.
(2) All fees paid in pursuance of this Ordinance shall be accounted for to the [Commission].
(3) Any document required or authorised by this Ordinance to be filed by a company with
the registrar shall not be deemed to have been so filed until the fee payable in respect
thereof has been duly paid and either the original receipt or other proof acceptable to
the registrar has been furnished to him.
471. Power of the Federal Government to prescribe fees chargeable by
companies.-- The maximum limits of fees to be paid to or charged by companies and
liquidators from members, creditors or other persons for supply of copies of documents,
inspection of records and other services as are required to be provided under this
Ordinance shall be such as may be prescribed
472. Enforcing compliance with provisions of Ordinance.-- (1) If
a company, having made default in complying with any provision of this Ordinance or
committed any other irregularity fails to make good the default or undo the irregularity,
as the case may be, within thirty days after the service of a notice on the company
requiring it to do so, the Authority may, of its own motion or on an application made to
it by any member or creditor of the company, or a reference by the registrar and, in the
case of a listed company, besides other persons as aforesaid, on a reference by the stock
exchange, make an order directing the company and any officer thereof, as the case may be,
to make good the default or undo the irregularity, or otherwise make amends, as the
circumstances may require, within such time as may be specified in the order.
(2) Any such order may provide that all costs of and incidental to the application or
reference shall be borne by the company or by any officer of the company responsible for
the default.
(3) Nothing in this section shall be taken to prejudice the operation of any enactment
imposing penalties on a company or its officers in respect of any such default as
aforesaid.
473. Power of Court, etc., trying offences under Ordinance to direct
compliance with the provisions.-- The Court, the Authority, the registrar or other
officer trying an offence for a default in compliance with any provisions or requirements
of this Ordinance may, at any time during the pendency of the trial or at the time of
passing final order, direct, without prejudice to any liability, any officer, auditor or
employee of the company in respect of which the default has been committed to comply with
the said provisions or requirements within such time as may be specified in the order.
