The Registrar of Companies (SECP) recently declared 39,704 companies inactive. It’s not fraud. They haven’t filed annual returns for four years.
Most of these directors undoubtedly didn’t plan to fall into non-compliance, but the deadlines mounted.
Below is the list of SECP compliance requirements for private limited companies so you don’t end up on this list.
Why you need to care
As soon as you incorporate your company, you have obligations under the Companies Act 2017. You have to hold meetings, keep records, and report any changes to the registrar.
If you don’t, you’ll be in considerably more trouble than just a penalty. You must hold meetings, keep records, and report any changes to the registrar.
If you don’t, you’ll face much more than a penalty. Bankers, investors, tender committees and corporate clients will all want to know your status.
You could easily miss an opportunity because your company looks inactive.
Basic Statutory Returns to file with SECP
Most have deadlines tied to your Annual General Meeting (AGM) or specific events.
Hold AGM within time.
- First AGM – within 16 months of incorporation.
- Subsequent AGMs – within 120 days of your year-end. If your year-end is 30th June, you need to hold it by around 28th October.
You may be able to extend this by 30 days.
Single member companies have different rules.
Form A – Annual Return
This is the annual summary of your company details. It includes information about your members, shareholdings, share transfers, officers, auditor and registered office.
Any private company that has had any of the following changed since its last return must file a Form A. This includes a single share transfer or a new auditor.
Within 30 days of your AGM.
If there have been no changes:
| Company type | Form to file |
|---|---|
| PKR 3 million+ paid-up capital | Form 24 (no changes) |
| Up to PKR 3 million paid-up capital | No annual return. |
| Single Member Company | No annual return |
Be very careful with this. Many owners will assume that their firm has not changed. However, they often forget that a share transfer or address change has occurred.
Form 29 – Particulars of Directors and Officers
This is commonly known as Form 29. Under the Companies Regulations, 2024, the return is now referred to as Form 9. Check what it says on your portal.
Unlike Form A, this is not an annual return. It is based on incidents as outlined in Section 197. You must file this within 15 days of:
- Appointment of a director or Chief Executive.
- Resignation, removal or death of a director.
- A change of company secretary, CFO, auditor, or legal adviser.
- Change of name, address or nationality of an officer.
These two forms together must tell the same story. If you have a director listed on the annual return that you haven’t declared, it will show.
Annual Financial Statements
Often there is confusion with the following:
Do we need to prepare financial statements? Yes, all companies need to prepare annual financial statements. However, the format and audit requirements depend on your company’s size.
Do we need to get them audited? If your company is a private company with up to PKR 1 million paid-up capital, you generally won’t need to have them audited unless they are a subsidiary of a public company. If you have more than PKR 1 million paid-up capital, you will need to appoint an auditor.
Do we need to file them? As per Section 233:
| Paid-up Capital | Status |
|---|---|
| Up to PKR 1 million | Generally, you will need to file unaudited financial statements with an affidavit from your Chief Executive stating the board has approved them. |
| Up to PKR 10 million | Generally, you will prepare and get them audited but won’t need to file with the registrar. |
| Over PKR 10 million | You will need to file audited financial statements within 15 days of your AGM. |
The rules on what you need to file have changed. Each year, make sure you know which category you fall into.
Other things Directors often miss
- Beneficial owners: Declare anyone who owns or controls 25% or more of shares or voting rights. This is alongside your annual return.
- Allotment of shares: File a return within 45 days of the allotment.
- Share transfers: You should keep a record of all share transfers. Record all transfers in your next Form A.
- Changes of registered office – Declare these promptly.
- Statutory Registers: Keep your members register, minutes and share register up to date.
SECP Compliance Deadline 2026
If you have a year-end of 30th June 2026, your SECP compliance deadline for 2026 would be:
| Requirement | Approximate Date |
|---|---|
| AGM | 28th October 2026 |
| Form A/Form 24 | 30 days after AGM (approx 27th November) |
| Financial Statements (if applicable) | 15 days after AGM (approx. 12th November) |
| Company Income Tax Return | 31st December 2026 |
| Form 9 (Form 29) | 15 days after any change throughout the year |
If your AGM was in late October, these dates will be close. Everything will move depending on your year-end.
Connection to filing a Company Tax Return in Pakistan
While the SECP and FBR are two different worlds, you need to ensure they match. If your year-end is in June, you will file your Tax Year 2026 return by 31st December 2026.
Your approved accounts will go straight through to your tax return. If your audit is late, it will delay your tax return.
Things to be mindful of:
- Directors – Update FBR about changes in Principal Officer details when the Chief Executive changes.
- Numbers: Revenue and profit should tie out to your accounts.
- Address: Make sure that your registered office with SECP and FBR is the same.
- ATL Status – If you are late with your company return, you could be charged a PKR 100,000 surcharge to get back onto the Active Taxpayer List.
SECP Penalties
The early penalties don’t seem like much; however, they can be dangerous.
Late Fees
As of April 2026, the standard online fee for Form A, Form 24, or Form 9 with SECP has increased to around PKR 1,331 per document. If you are late, you will be charged a multiple of this amount (Section 468):
| Length of Delay | Extra Fee | Approx. Total |
|---|---|---|
| Up to 3 months | 1x | PKR 2,662 |
| Up to 6 months | 2x | PKR 3,993 |
| Up to 1 Year | 3x | PKR 5,324 |
| Up to 2 Years | 4x | PKR 6,655 |
This amount is per document. If you have missed several years, this can quickly mount up.
If you have missed over 2 years, you won’t be able to pay only the extra fee. The registrar may still accept the document; however, you may be assessed penalties. Officers in default can also be held personally liable.
Inactive Status
If you don’t file your returns or financial statements for 2 consecutive years, the registrar can issue an order and add you to the register of inactive companies.
Recent reports show that:
- You cannot open new bank accounts.
- Banks and other stakeholders will know you are inactive.
- You will be restricted from using financial services.
- You won’t be able to declare any changes to directors.
If you file your overdue documents, you can become active again.
Winding Up
If you don’t pay for 2 years, the court could wind you up. Separately, the registrar can strike off a company if it looks like it isn’t trading.
This could be chasing past liabilities as a director.
Truly Not Trading?
If your company is genuinely not trading, it can apply to be inactive (Section 424). To remain inactive, they need to file a Form A with the reduced annual fee within 30 days of each calendar year-end.
If they are no longer trading, shut them down properly.
Don’t Worry About Deadlines
Most of the time, you won’t run into issues if you miss a form. However, you’ll pay later when a banker, investor, or tax officer checks your history.
Our team at TaxAccountant.pk handles all annual filings for private limited companies in Pakistan. We can help you with your AGM, statutory returns, director changes, overdue returns and company tax returns. We will review your SECP history and tell you exactly what you owe. Then we’ll sort it out for you.
Get it solved today at a low fee.
