Registering a Company in Pakistan as a Foreign Investor

The main routes into Pakistan for a foreign business, and the steps that usually follow incorporation.

By LISORBIS Editorial Team · Published October 2026 · Last reviewed October 2026

Foreign investors who want a presence in Pakistan usually choose between two structures: incorporating a Pakistani company (often a subsidiary of the foreign parent), or registering the foreign company itself to operate a branch or liaison office. The two routes involve different regulators, documents and permitted activities. This guide gives an overview of each, and of the main steps after incorporation.

Choosing a structure: subsidiary or branch/liaison office

A Pakistani company is incorporated with the Securities and Exchange Commission of Pakistan (SECP) under the Companies Act, 2017. It is a separate legal person in Pakistan. A foreign individual or a foreign company can be a subscriber (shareholder), and foreign nationals can be directors, subject to the requirements described below. SECP's guidance describes single member companies, private companies (two or more members, up to 50) and public companies (three or more members).

A branch or liaison office is not a new company. The foreign company itself is registered to operate in Pakistan. The Board of Investment (BOI) explains that:

  • a branch office is set up by a foreign company to fulfil its contractual obligations in Pakistan, and its activity is limited to the work in the signed agreement or contract;
  • a liaison office is set up to promote the foreign company's products, give technical advice, explore collaboration and promote exports;
  • neither may undertake commercial or trading activities.

If the plan is to trade, provide services to the general market or build an operating business in Pakistan, a branch or liaison office will usually not be suitable, and incorporating a company is the more common route. The right choice also depends on tax, liability and sector rules, which should be considered before filing.

Incorporating a company with SECP

SECP's incorporation is digital. According to SECP's FAQs, an applicant creates a user account on SECP's eServices portal (which requires a valid CNIC and a registered mobile number), completes a combined application for name reservation and incorporation, attaches the required documents and pays the fee online. The certificate of incorporation is issued electronically.

Points to note:

  • Name. Under the Companies (Incorporation) Regulations, 2017, an applicant may propose up to three names in order of priority. Where name availability is issued separately, it remains valid for roughly two months; if the incorporation application is not filed within that period, the name lapses (regulation 3).
  • Documents. SECP lists the memorandum and articles of association and copies of the CNICs or passports of the promoters. A foreign subscriber or director must provide an undertaking certified by a public officer or notary in the country of origin, together with biodata. A foreign corporate subscriber should provide a board resolution naming the shareholding and its nominee director, and its latest annual return.
  • Capital. SECP's FAQs state that there is no minimum authorised capital requirement for incorporation generally. Fees depend on the authorised capital. Certain regulated sectors have their own capital and licensing requirements, which must be checked separately.
  • Registered office. SECP's FAQs state that a registered office address must be provided within roughly a month of incorporation.

Fees are set by SECP and may change. Please check SECP's current schedule before filing.

Security clearance for foreign subscribers and directors

Regulation 15 of the Companies (Incorporation) Regulations, 2017, as amended, deals with foreign subscribers and officers. The Registrar may require extra information, such as the foreign company's profile and the nationality and country of origin of its directors. The Regulations then distinguish between:

  • most foreign subscribers and officers, where the company is incorporated on the basis of each foreign subscriber's or officer's undertaking, and security clearance by the Ministry of Interior follows. If a person is not cleared, the subscriber or officer and the company must take immediate steps to replace that person and transfer any shares he or she holds;
  • subscribers or officers of certain specified nationality or origin, where incorporation takes place only after security clearance has been received; and
  • security services companies, which are incorporated only after clearance from the Ministry of Interior.

The Regulations state that the manner of security clearance is subject to changes in government security policy. Separately, SECP has required prior Ministry of Interior clearance before granting certain licences or permissions in the securities and futures markets where sponsors, directors or shareholders are foreign. Investors should therefore check the current position for their nationality and sector at the time of filing.

Registering a branch or liaison office

For a branch or liaison office, the steps are broadly as follows:

  • BOI permission. BOI receives the application, circulates it to relevant bodies for comments and no-objection certificates, and then issues permission. BOI notes that permission may be cancelled if adverse remarks are later reported or an NOC is withdrawn. Permission is granted for a fixed period and must be renewed. BOI sets its own fees and renewal requirements.
  • BOI documents. BOI's list includes the application form, the company's registration document and memorandum (attested by the Pakistani embassy), a board resolution or authority letter, a company profile, the authorised representative's CV and passport or CNIC copy, and, for a branch, the contract.
  • SECP registration. SECP's foreign company FAQs state that a foreign company establishing a branch or liaison office must register with SECP under section 435 of the Companies Act, 2017, read with the Foreign Companies Incorporation Regulations, 2018, and that a BOI NOC is mandatory before applying. SECP requires constitutional documents, the certificate of incorporation, a board resolution appointing a principal officer and an authorised person, the latest annual return and identity documents. The main documents must be certified in the country of origin and authenticated by a Pakistani diplomatic or consular officer. Translations apostilled in a country recognised by Pakistan are accepted.
  • Authorised person. The authorised person must be resident in Pakistan and accept service of notices on the company's behalf.

After incorporation or registration

  • Tax registration. SECP's FAQs explain that information entered at incorporation is passed to the Federal Board of Revenue (FBR), which issues a National Tax Number (NTN) if complete and accurate information has been given. Sales tax and provincial registrations depend on the business and should be considered separately.
  • Bank account. Pakistani banks apply their own account-opening and due-diligence requirements, which may include the incorporation documents, board resolutions and identification of beneficial owners.
  • Repatriation. The State Bank of Pakistan (SBP) regulates foreign exchange. Payments abroad, such as dividends and the proceeds of selling an investment, go through authorised banks. For example, SBP's FE Circular No. 05 of 2020 allowed designated banks to remit disinvestment proceeds to non-residents after checking specified documents, and dividends may be remitted net of applicable taxes. Investors should keep full records of how investment funds came into Pakistan and confirm current SBP requirements with their bank.
  • Ongoing compliance. Companies and registered foreign companies must make ongoing statutory filings with SECP and tax filings with FBR.

Frequently asked questions

Can a foreign national own 100% of a Pakistani company?

Foreign individuals and companies can be subscribers to a Pakistani company. Some sectors may restrict or condition foreign ownership, or require separate licences. The position should be checked for the specific activity before incorporation.

Does every foreign director need security clearance before the company is formed?

Not in every case. Under regulation 15, most companies with foreign subscribers or officers are incorporated on the basis of undertakings, with clearance following. Prior clearance is required for certain specified nationalities and for security services companies. The rules can change with government policy.

Is there a minimum share capital?

SECP's FAQs state there is no minimum authorised capital requirement generally. Sector regulators may set their own requirements.

Can a liaison office earn income in Pakistan?

BOI states that branch and liaison offices cannot undertake commercial or trading activities. A liaison office is limited to promotion, technical advice, exploring collaboration and export promotion.

Sources

This guide is general information only and is not legal, tax or investment advice. Requirements, fees and policies change, and the right structure depends on your circumstances. Please take advice before acting.

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