The First Counsel

Pakistan

Business Lawyer in Pakistan

This page states the position as of July 2026. Statutory thresholds, tax rates, and regulatory requirements cited here change with federal and provincial budgets; verify current figures before acting.

Doing business in Pakistan means answering one question over and over: which government does this belong to? The Constitution, especially after the Eighteenth Amendment in 2010, splits commercial life between a federal layer and four provincial ones, and the split does not follow intuition. The company as a legal person is federal. The contract it signs is stamped provincially. Its income tax is federal; the sales tax on its services is provincial; the sales tax on its goods is federal again. Its employees are governed by the province each workplace sits in. A business lawyer in Pakistan earns the title by holding this whole map at once.

The federal layer: SECP, FBR, SBP

Three federal institutions anchor every Pakistani business. The Securities and Exchange Commission of Pakistan administers the Companies Act, 2017 and the Limited Liability Partnership Act, 2017 — incorporation, statutory filings, beneficial-ownership disclosure, and the regulation of securities, NBFCs, and insurance. The Federal Board of Revenue administers the Income Tax Ordinance, 2001 and the Sales Tax Act, 1990: the NTN, income tax and withholding regimes, and federal sales tax on goods, through its Regional and Large Taxpayers' Offices. The State Bank of Pakistan controls the border for money under the Foreign Exchange Regulation Act, 1947 and its Foreign Exchange Manual — share subscriptions by foreign investors, repatriation of dividends and capital, foreign borrowing, royalties, and outbound investment by residents.

Alongside them sit the Competition Commission of Pakistan under the Competition Act, 2010 — merger clearance thresholds catch more transactions than parties expect — and the Intellectual Property Organization of Pakistan for trademarks, patents, and copyright registration.

The provincial layer

The Eighteenth Amendment made the provinces genuine regulators of business operations, and each built its own machinery. Sales tax on services belongs to the Punjab Revenue Authority, the Sindh Revenue Board, the Khyber Pakhtunkhwa Revenue Authority, and the Balochistan Revenue Authority, each with its own statute, rates, and withholding rules. Labour law is provincial: industrial relations, shops and establishments, standing orders, minimum wages, and social security institutions — PESSI in Punjab, SESSI in Sindh, and counterparts elsewhere — differ province by province in text and in practice. Stamp duty runs on provincial schedules to the Stamp Act, 1899, with Punjab operating e-stamping at scale and other provinces at varying stages of the same transition. Land, local licensing, and development-authority approvals are provincial and municipal.

The practical consequence: a company with offices in Lahore and Karachi is not running one compliance program with two addresses. It is running two provincial programs under one federal umbrella.

The sector regulators

Above the general map sits a sectoral one. Telecom and much of the digital economy answer to the Pakistan Telecommunication Authority; electronic media to PEMRA; banking to the SBP as prudential regulator; insurance and capital markets to the SECP in its second role; pharmaceuticals to DRAP; power to NEPRA; oil and gas to OGRA. Federal incentive and facilitation regimes — the Board of Investment, the Special Investment Facilitation Council, the Special Technology Zones Authority, and export processing frameworks — overlay their own registrations and benefits [current programs and criteria — TO BE VERIFIED BY REVIEWING LAWYER]. Sector selection is therefore a legal decision as much as a commercial one: the regulator you acquire comes with the market you enter.

Federal or provincial counsel — how to tell

A useful sorting rule: if the issue concerns what the company is — its existence, shares, directors, insolvency — or how it is taxed on income, or how money crosses the border, the answer is federal. If the issue concerns where the company acts — its premises, its provincial services taxes, its employees at a given workplace, the stamping of what it signs — the answer is provincial, and the province is the one where the act happens, not where the head office sits.

Most real mandates straddle the line. An acquisition of a Karachi target by a Lahore buyer involves SECP filings and possibly CCP clearance federally, Sindh stamp duty on transfer instruments, Sindh labour diligence on the target's workforce, and both PRA and SRB histories in tax diligence. Opening a Peshawar office involves no new company at all, but a new KP tax registration, KP labour enrolment, and KP-stamped leases. The recurring failure we see is a business that solved the federal layer thoroughly at incorporation and discovered the provincial layers one notice at a time.

How we run national work

The First Counsel is based on the 8th Floor, Askari Corporate Towers, Lahore, and acts for businesses across Pakistan. National engagements are built as a matrix rather than a pile of tasks: for each city where the client operates, the federal items, the provincial items, and the sectoral items, each with an owner and a date. Where local counsel is needed at a specific registry or court outside our own benches, we instruct and supervise them under one engagement, so the client holds one relationship and one standard of work. Fees are set by engagement letter after the map is drawn — because in Pakistan, drawing the map correctly is most of the advice.

The Office

The First Counsel does not maintain an office in Pakistan. The firm serves businesses nationwide from 8th Floor, Askari Corporate Towers, Lahore, Punjab, Pakistan — most engagements run by email and video call, with local steps arranged as the matter requires. Write to [email protected].

Questions, Answered

What businesses across Pakistan ask.

The SECP creates and regulates the company itself — incorporation under the Companies Act, 2017, statutory filings, and corporate governance. The FBR taxes it — the National Tax Number, income tax under the Income Tax Ordinance, 2001, and federal sales tax on goods. Every company needs both relationships; neither substitutes for the other.

Very often, yes. Sales tax on services is provincial: the Punjab Revenue Authority, the Sindh Revenue Board, the KP Revenue Authority, and the Balochistan Revenue Authority each administer their own statute. Where a service is rendered in one province to a recipient in another, more than one authority may claim the tax, and the place-of-provision rules decide — a recurring dispute area we plan around in contracts.

Whenever money crosses the border. Foreign shareholders subscribing for shares, dividend and capital repatriation, foreign loans, royalty and technical fee agreements, and outbound investment by Pakistani residents all run through the foreign exchange framework under the Foreign Exchange Regulation Act, 1947, the SBP's Foreign Exchange Manual, and the banks that administer it day to day.

Each workplace follows its own province's labour statutes — Punjab, Sindh, KP, and Balochistan each have their own industrial relations, shops-and-establishments, and social security regimes, while EOBI stays federal. A trans-provincial establishment may instead fall under the federal Industrial Relations Act, 2012 and the National Industrial Relations Commission for collective matters. Multi-province employers need a compliance matrix, not a single policy.

You need counsel who can tell which layer a problem lives in, because most business problems in Pakistan live in both. A single mandate — say, opening a second city — touches SECP filings, FBR and provincial tax registrations, provincial labour enrolment, and provincial stamp duty at once. We run that as one engagement with one point of responsibility.

Prepared by The First Counsel · As of 2026-07-12 · Pending professional review — statements flagged in the text are being verified

This publication is provided for general information only. It is not legal advice, and neither reading it nor corresponding with the firm about it creates a lawyer–client relationship. The position stated must be verified against current law before it is relied upon.

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