Articles of Association of One Person Company is a mandatory legal document required for incorporating a single-member company in Pakistan. This document became particularly relevant after the introduction of One Person Companies in the Companies Act 2017, which aimed to promote entrepreneurship and formalize small businesses in Pakistan. The Articles must comply with SECP regulations and include specific provisions for single member operations, nomination in case of member's death, and corporate governance structures. It serves as the primary reference for the company's internal management, shareholder rights, and operational procedures. The document is essential for entrepreneurs looking to establish a formal business structure while maintaining sole ownership and limited liability protection under Pakistani law.
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1. Name and Company Type: Specifies the company name and explicitly states it is a One Person Company
2. Registered Office: States the location of the registered office of the company
3. Objects of the Company: Details the business activities and purposes for which the company is established
4. Liability: Statement of limited liability of the single member
5. Capital Structure: Details of authorized share capital and initial paid-up capital
6. Single Member Details: Information about the sole member including name, address, and CNIC/passport details
7. Nominee Details: Information about the nominated person who will succeed in case of death of single member
8. Management Structure: Details about company management, including appointment of directors and CEO
9. Meetings and Resolutions: Procedures for conducting meetings and passing resolutions
10. Accounts and Audit: Requirements for maintaining accounts and conducting audits
11. Seal: Provisions regarding the company seal and its use
12. Winding Up: Procedures for dissolution of the company
1. Foreign Investment Provisions: Required when the single member is a foreign national, detailing compliance with foreign investment regulations
2. Branch Offices: Include when the company plans to establish branch offices
3. Special Business Activities: Required for companies engaging in specialized sectors like IT services or manufacturing
4. Borrowing Powers: Detailed provisions about company's power to borrow, required if business model involves significant financing
5. Intellectual Property Rights: Required for companies dealing with intellectual property or technology
6. Digital Communications: Provisions for conducting business through digital means, recommended for modern businesses
1. Schedule I - Details of Single Member: Comprehensive information about the single member including contact details, nationality, and occupation
2. Schedule II - Nominee Details: Complete information about the nominated person including acceptance of nomination
3. Schedule III - Initial Business Plan: Brief outline of the company's initial business activities and objectives
4. Schedule IV - Form of Share Certificate: Template for the company's share certificate
5. Appendix A - Consent Forms: Standard forms for various consents required under the Companies Act
6. Appendix B - Resolution Templates: Standard templates for various types of resolutions
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