Introduction
The implementation of the LEAP (Leading Efficient and Accessible Processes) program marks a significant transition in the regulatory landscape for companies in Pakistan. This initiative includes the replacement of the existing eServices with a new portal, “eZfile.” The first phase, launched on 22 June 2023, facilitated the registration of Limited Liability Partnerships (LLPs). The subsequent phases will introduce further processes for filing returns by Limited Liability Companies (LLCs), with the next major phase set for 15 February 2024.
This article provides a comprehensive comparison of the existing forms under various regulations with the newly introduced forms in the Companies Regulations, 2024, highlighting changes in filing modes, form structures, and the consolidation or abolition of certain forms.
A. Companies (General Provisions and Forms) Regulations, 2018
- Form-A (Annual Return of Company Having Share Capital)
- New Form: Form A (Annual Return of a Company)
- Changes: Combined with existing Forms A, B, and D into a single Form A.
- Filing Mode: eZfile
- Form-B (Annual Return of Company Not Having Share Capital)
- Status: Abolished
- Changes: Merged into new Form A.
- Form-D (Annual Return of Inactive Company)
- Status: Abolished
- Changes: Merged into new Form A.
- Form-C (Annual Return with No Changes Since Last Filing)
- New Form: Form 24
- Changes: Number changed.
- Filing Mode: eZfile
- Form 1 with Appendix (Receipt of Subscription Money)
- Status: Abolished
- Changes: Abolished due to amendments in the Companies Act.
- Form 2 (Application for Conversion of Company Status)
- Status: Abolished
- Changes: Relevant forms for conversion status (Form-26, Form-3, Form-9) to be filed under eZfile.
- Form 2A (Filing of Altered Memorandum and Articles of Association)
- Status: Abolished
- Changes: Altered documents to be filed as attachments to Form-26 under eZfile.
- Form-3 with Appendix (Return of Allotment of Shares)
- New Form: Form 3
- Changes: Merged with existing Form 3A.
- Filing Mode: eZfile
- Form-3A (Change in Shareholding or Membership)
- Status: Abolished
- Changes: Merged into new Form 3.
- Form 4 (Intimation About Principal Line of Business)
- Status: Unchanged
- Filing Mode: Manual
- Form-5 (Petition for Alteration in Memorandum of Association)
- Status: Abolished
- Form-6 (Notice of Consolidation, Division, or Sub-Division of Shares)
- Status: Abolished
- Changes: Merged into new Form 7.
- Form-7 (Notice of Alteration in Share Capital)
- New Form: Form 7
- Changes: Combined with Form 6.
- Filing Mode: eZfile
- Form-8 (Application for Change of Company Name)
- Status: Abolished
- Changes: Application to be filed with relevant information in eZfile.
- Form-9 (Notice of Court’s Order Regarding Shareholder Rights)
- Status: Abolished
- Changes: Company to forward a copy of the order to the registrar.
- Form-10 (Particulars of Mortgage, Charge, Pledge, etc.)
- New Form: Form 10
- Changes: Combined with Forms 11, 16, and 17.
- Filing Mode: eServices
- Form-11 (Particulars of Mortgage or Charge on Property)
- Status: Abolished
- Changes: Merged into new Form 10.
- Filing Mode: eServices
- Form-12 (Register of Mortgages, Charges, Pledge, etc.)
- Status: Abolished
- Changes: Converted to Register R-5.
- Form-13 (Registration of Debentures/Redeemable Capital)
- New Form: Form 13
- Changes: Combined with Form 14.
- Filing Mode: eServices
- Form-14 (Particulars of Issue of Redeemable Capital/Debentures)
- Status: Abolished
- Changes: Merged into new Form 13.
- Filing Mode: eServices
- Form-15 (Notice of Appointment or Change of Nominee)
- Status: Abolished
- Changes: Merged into new Form 9.
- Form-16 (Modification of Mortgage, Charge, Pledge, etc.)
- Status: Abolished
- Changes: Merged into new Form 10.
- Filing Mode: eServices
- Form-17 (Satisfaction of Mortgage, Charge, Pledge, etc.)
- Status: Abolished
- Changes: Merged into new Form 10.
- Filing Mode: eServices
- Form-18 (Notice of Appointment/Cessation of Receiver or Manager)
- Status: Abolished
- Changes: Information to be furnished manually with the concerned CRO.
- Form-19 (Notice by Receiver/Manager on Ceasing to Act)
- Status: Abolished
- Changes: Information to be furnished manually with the concerned CRO.
- Form-20 (Receiver’s Abstract of Receipts and Payments)
- Status: Abolished
- Changes: Information to be furnished manually with the concerned CRO.
- Form-21 (Notice of Registered Office Address)
- New Form: Form 21
- Changes: Combined with Form 33.
- Filing Mode: eZfile
- Form-22 (Declaration Before Commencing Business for Companies Issuing Prospectus)
- New Form: Form 22
- Changes: Combined with Form 23.
- Filing Mode: Manual
- Form-23 (Declaration Before Commencing Business for Companies Filing Statement in Lieu of Prospectus)
- Status: Abolished
- Changes: Merged into new Form 22.
- Form-24 (Rectification of Register of Members/Directors)
- Status: Abolished
- Changes: Became part of the regulation.
- Form-25 (Statutory Report)
- New Form: Form 25
- Status: Unchanged
- Filing Mode: Manual
- Form-26 (Special Resolution)
- New Form: Form 26
- Status: Unchanged
- Filing Mode: eZfile
- Form-27 (Declaration to Court by Provisional Manager/Official Liquidator)
- Status: Abolished
- Changes: Information to be furnished as prescribed under Court Rules.
- Form-28 (Consent to Act as Director/Chief Executive)
- Status: Abolished
- Changes: Became an Appendix to Form 9.
- Form-29 (Particulars of Directors and Officers)
- New Form: Form 9
- Changes: Combined with Form 15.
- Filing Mode: eZfile
- Form-30 (Notification of Beneficial Ownership)
- Status: Abolished
- Changes: Became part of the regulation.
- Form-31 (Particulars of Substantial Shareholder/Officers)
- New Form: Form 11
- Changes: Combined with Form 32.
- Filing Mode: eZfile
- Form-32 (Particulars of Companies for Global Register of Beneficial Ownership)
- Status: Abolished
- Changes: Merged into new Form 11.
- Form-33 (Notice of Address Where Books of Accounts Are Maintained)
- Status: Abolished
- Changes: Merged into Form 21.
- Form-34 (Pattern of Shareholding)
- New Form: Form 20
- Changes: Form number changed.
- Filing Mode: Manual
- Form-35 (Filing of Scheme of Amalgamation)
- New Form: Form 8
- Changes: Form number changed.
- Filing Mode: Manual
- Form-36 (Notice of Dissenting Shareholders)
- Status: Abolished
- Changes: Became part of Regulation-59.
- Form-37 (Information Related to Transfer of Shares)
- New Form: Form 23
- Changes: Form number changed.
- Filing Mode: Manual
- Form-38 (Application for Inactive Company Status)
- Status: Abolished
- Changes: Converted to Application App-2.
- Filing Mode: Manual
- Form-39 (Application for Conversion from Inactive to Active Status)
- Status: Abolished
- Changes: Converted to Application App-2.
- Filing Mode: Manual
- Form-40 (Public Notice to Holders of Bearer Securities)
- New Form: Form 14
- Changes: Form number changed.
- Form-41 (Register of Bearer Securities)
- New Form: Form 15
- Changes: Form number changed.
- Form-42 (Notice to Members for Providing Beneficial Ownership Details)
- New Form: Form 16
- Changes: Form number changed.
- Form-43 (Declaration by Member About Beneficial Owners)
- New Form: Form 17
- Changes: Form number changed.
- Form-44 (Declaration of Change in Beneficial Ownership)
- New Form: Form 18
- Changes: Form number changed.
- Form-45 (Declaration of Compliance with Section 123A)
- New Form: Form 19
- Changes: Form number changed.
- Filing Mode: eZfile
B. Companies (Incorporation) Regulations, 2017
- Inc. Form-I (Application for Reservation of Name)
- New Form: App-1
- Changes: Converted to Application App-1.
- Filing Mode: eZfile
- Inc. Form-II (Application for Company Incorporation)
- New Form: Form 1
- Changes: Form number changed.
- Filing Mode: eZfile
C. Foreign Companies Regulations, 2018
- Fnc. Form-I (Application for Reservation of Name)
- New Form: App-1
- Changes: Converted to Application App-1.
- Filing Mode: eServices
- Fnc. Form-II (Registration of Documents of Foreign Company)
- New Form: Form 2
- Changes: Form number changed.
- Filing Mode: eServices
- Fnc. Form-III (Registration of Alterations in Documents)
- New Form: Form 5
- Changes: Form number changed.
- Filing Mode: eServices
- Fnc. Form-IV (Application for Change of Name)
- Status: Abolished
- Fnc. Form-V (Filing of Accounts and Related Information)
- Status: Abolished
- Fnc. Form-VI (Notice by Foreign Company on Ceasing Business)
- New Form: Form 6
- Changes: Form number changed.
- Filing Mode: eServices
D. Companies (Further Issue of Shares) Regulations, 2020
- Schedule I (Further Issue of Shares)
- New Form: Form 12
- Changes: Developed as a new form for the circular to be sent to members along with the offer letter.
- Filing Mode: Manual
E. Unlisted Companies (Buy-Back of Shares) Regulations, 2023
- No Existing Form
- New Form: Form 27
- Changes: Developed as a new form for the final return for the buy-back of shares.
- Filing Mode: Manual
The transition to the LEAP program and the introduction of the “eZfile” portal signify a substantial overhaul in the regulatory process for company filings in Pakistan. This restructuring aims to streamline the filing process, reduce redundancy, and enhance the efficiency of regulatory compliance. The abolition of certain forms and the merging of others into comprehensive forms underlines the effort to simplify and modernise the regulatory framework.
