Companies Bill 2015: SECP introduces new provision for conversion of companies

The Securities and Exchange Commission of Pakistan (SECP) has introduced a new provision in Companies Bill 2015 for conversion of status of unlimited company as limited company and conversion of a company limited by guarantee to a company limited by shares and vice-versa.
According to a new section 51 (conversion of status of unlimited company as limited company and vice-versa) introduced in the draft Companies Bill 2015, an unlimited company may be converted into a limited Company with the approval of the Registrar by passing a special resolution, amending its memorandum and articles of association that they no longer include the provisions relating to an unlimited company and add the provisions relating to a limited company and complying with all the requirements as may be specified.
On an application for change in status of a company, if the Registrar is satisfied that the company is entitled to be so converted, the company shall be allowed conversion accordingly. If a limited company, alters its articles in such a manner that they no longer include the provisions relating to a limited company in the articles, the company shall as on the date of the alteration, cease to be a limited company; and file with the Registrar special resolution along with amended copy of the memorandum and articles of association.
As per section 52 (conversion of a company limited by guarantee to a company limited by shares and vice-versa), if a company limited by guarantee, alters its memorandum and articles in such a manner that they no longer include the provisions relating to a company limited by guarantee in the articles, the company shall, as on the date of the alteration, cease to be a company limited by guarantee and shall file with the Registrar special resolution along with amended copy of the memorandum and articles of association.
If a company limited by shares, alters its memorandum and articles in such a manner that they no longer include the provisions relating to a company limited by shares in the articles, the company shall as on the date of the alteration, cease to be a company limited by shares and file with the registrar special resolution along with amended copy of the memorandum and articles of association.