Procedure for Conversion of SMC to Pvt Ltd
Procedure for Conversion of SMC to Pvt Ltd: PROCEDURE FOR THE CONVERSION OF STATUS OF COMPANY FROM SINGLE MEMBER COMPANY INTO PRIVATE COMPANY
Following is the Procedure for Conversion of SMC to Pvt Ltd:
Step 1: The proposal for conversion of status of single member company into private company is firstly discussed and approved by the Board of Directors.
Step 2: 21 days notice accompanied with the proposed special resolution is issued for convening the general meeting of shareholders of the company.
Step 3: Resolution for conversion of the status from Single Member Company into Private Company and alteration in Articles of Association is placed before the members which is carried as special resolution.
There is significant difference in the Articles of both the types of companies. Therefore; the resolution not only meant for removal of word “(SMC)” from the name of the company, but would also to substitute new articles for a private company.
Step 4: The company has to increase its directors and shareholders to minimum number i.e. 2 required for private company within 15 days of the passing of special resolution under section 174 (i) (b) of the Ordinance.
Step 5: The company has to file the under-mentioned documents with the registrar concerned:-
- a) Form 26 within 15 days of passing of special resolution.
- b) Amended copy of Memorandum and Articles of Association.
- c) Circular u/s 86(3) (if further shares are offered to the existing members)
- d) Form – 3 (in case if further allotment of shares is made).
- e) Form – 29 (for the appointment of additional director, within 14 days of the date of appointment).
- f) Bank challan evidencing the deposit of filing fee of all the aforesaid documents in any of the designated branches of MCB, as per schedule given in Annexure-A.
Step 6: The registrar concerned issues a filing certificate regarding conversion of single member company into private company and a filing certificate.
Step 7: The Company may obtain a certified copy of the Memorandum and Articles of Association on payment of copying fee of Rs. 250/- for the application submitted online and 500/- in physical form, and the requisite court fee stamps.
Step 8: Change of status is recorded in all letterheads, bills, invoices, seal etc. Copies of the Memorandum and Articles of Association are also recorded with the alteration.
If you are in process of incorporating a limited liability company in Pakistan then you need to know the following FAQs on Company Incorporation with SECP in Pakistan
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