Opening a Branch Office in Pakistan – Complete Foreign Investor Guide
Foreign companies looking to expand into Pakistan often choose to set up a Branch Office or Liaison Office instead of incorporating a new local entity. This allows them to operate under their existing parent company while conducting business or promotional activities within Pakistan.
If you’re a foreign investor exploring business opportunities in Pakistan, here’s a complete, updated guide on how to establish a Branch Office, its regulatory framework, documents required, and ongoing compliance obligations.
What Is a Branch Office?
A Branch Office is an extension of a foreign company established in Pakistan to carry out commercial activities approved by the Board of Investment (BOI).
It does not create a separate legal entity — the parent company remains legally responsible for all the branch’s operations, obligations, and liabilities in Pakistan.
Branch Office vs. Liaison Office
| Feature | Branch Office | Liaison Office |
|---|---|---|
| Purpose | Commercial operations (services, contracts, billing) | Promotion, coordination, market research |
| Income Generation | Allowed (subject to taxation) | Not allowed |
| Tax Registration | Required (FBR NTN, STRN) | Required for limited purposes |
| Local Invoicing | Permitted | Not permitted |
| BOI Approval Period | 1–5 years (renewable) | 1–5 years (renewable) |
| Typical Use | For companies executing contracts or offering services in Pakistan | For representative or marketing offices |
Legal Framework
Branch and Liaison Offices in Pakistan are regulated by:
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Board of Investment (BOI) – for approval and licensing
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Securities and Exchange Commission of Pakistan (SECP) – for company registration
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Federal Board of Revenue (FBR) – for tax registration
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State Bank of Pakistan (SBP) – for foreign remittance reporting
All foreign companies must comply with the Companies Act, 2017 and the Companies (Registration of Foreign Companies) Regulations, 2018.
Step-by-Step Process to Open a Branch Office in Pakistan
| Step | Description | Responsible Authority |
|---|---|---|
| 1 | Apply for permission to establish a Branch Office | Board of Investment (BOI) |
| 2 | Obtain SECP registration as a Foreign Company | SECP |
| 3 | Register for NTN and tax purposes | FBR |
| 4 | Open a local corporate bank account | Commercial Bank (with SBP reporting) |
| 5 | Apply for visa and work permits (if needed) | BOI & Immigration |
| 6 | Start operations within scope of approved activities | Company |
Step 1: Obtain BOI Permission
All foreign investors must first apply to the Board of Investment (BOI) for permission to set up a Branch Office.
Documents Required for BOI Application
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Application form (available at https://www.invest.gov.pk)
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Copy of Certificate of Incorporation of the parent company
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Memorandum & Articles of Association (MOA & AOA)
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Details of directors, shareholders, and management
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Power of Attorney authorizing local representative
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Description of proposed activities in Pakistan
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Bank statement or financial profile of the parent company
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Fee challan (USD 3,000 to 5,000, depending on category)
BOI Approval Timeline
The BOI typically issues approval within 4–6 weeks, after reviewing the application and consulting relevant ministries (Interior, Finance, etc.).
Once approved, the Branch Office is issued a Permission Letter valid for 1–5 years, renewable upon expiry.
Step 2: Register with SECP
After BOI approval, the foreign company must register with the Securities and Exchange Commission of Pakistan (SECP) as a Foreign Company under Section 435 of the Companies Act, 2017.
Required SECP Documents
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Certified copies of parent company’s incorporation documents
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BOI Permission Letter
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List of directors and principal officers
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Address of principal place of business in Pakistan
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Authorized representative details
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Power of attorney in favor of local agent
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Fee challan (approximately Rs. 50,000–100,000, depending on structure)
SECP then issues a Certificate of Registration of Foreign Company.
Step 3: Tax Registration (NTN & STRN)
After SECP registration, the Branch Office must obtain a National Tax Number (NTN) from the Federal Board of Revenue (FBR).
For service-based businesses, Sales Tax Registration (STRN) may also be required if taxable supplies are made in Pakistan.
Key Tax Points
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Branch offices are taxed as non-resident entities on Pakistan-source income.
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Income tax is levied at the standard corporate rate (currently 29%).
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All income must be declared, and annual returns filed on the IRIS Portal.
Step 4: Open a Bank Account
To operate locally, the Branch Office must open a corporate bank account in Pakistan.
The bank will require:
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SECP registration certificate
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BOI permission letter
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NTN certificate
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Passport/ID of local signatories
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Resolution authorizing account opening
All foreign remittances must be routed through State Bank of Pakistan (SBP) channels, with proper reporting of inflows and outflows.
Step 5: Employment, Visas, and Work Permits
Foreign employees working at the Branch Office require work visas and permits, which are processed through BOI.
The BOI allows:
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Up to 4 foreign employees in managerial or technical roles
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Additional staff upon justification
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Work visa validity equal to BOI permission validity
Local employees must be registered under EOBI and social security as per labor laws.
Step 6: Annual Compliance Requirements
| Compliance | Description | Frequency |
|---|---|---|
| SECP Filings | Annual accounts, Form 52 (foreign company return) | Annually |
| BOI Renewal | Permission renewal after expiry | Every 1–5 years |
| FBR Returns | Income tax and withholding tax filings | Annually |
| Audit | Accounts must be audited by a licensed Pakistani firm | Annually |
| SBP Reporting | Quarterly remittance statements | Quarterly |
Failure to file within due dates can result in penalties and possible revocation of permission.
Key Advantages of a Branch Office
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100% foreign ownership allowed
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No need to incorporate a local subsidiary
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Full control by parent company
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Ability to execute contracts and generate income
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Easier profit repatriation (subject to SBP approval)
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Recognized as an official foreign business presence
Important Restrictions
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Branch Office can only perform activities approved by BOI.
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Manufacturing or trading is not allowed unless specifically permitted.
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No expansion beyond approved scope without fresh BOI approval.
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Repatriation of profits requires audited financials and tax clearance.
Typical Timeline Overview
| Stage | Duration |
|---|---|
| BOI Approval | 4–6 weeks |
| SECP Registration | 1–2 weeks |
| FBR Registration | 3–5 days |
| Bank Account Setup | 1 week |
| Total Estimated Time | 6–8 weeks |
How Sterling Consultancy Helps
At Sterling Consultancy, we specialize in helping foreign companies establish a Branch or Liaison Office in Pakistan — efficiently and compliantly.
Our services include:
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BOI application and documentation preparation
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SECP foreign company registration
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FBR tax and STRN registration
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Assistance with bank account opening
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Visa and work permit coordination
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Annual compliance and renewal management
We handle all regulatory communication with BOI, SECP, FBR, and SBP, ensuring your company operates legally from day one.
Final Thoughts
Opening a Branch Office in Pakistan offers tremendous opportunities for international businesses seeking to enter one of South Asia’s most promising markets.
While the process involves multiple regulatory layers — BOI approval, SECP registration, FBR compliance — with the right guidance, it can be completed smoothly within a few weeks.
By establishing a compliant Branch Office, you gain full operational control while enjoying the advantages of foreign ownership, access to local clients, and simplified repatriation.
If you’re ready to expand your business footprint in Pakistan, Sterling Consultancy can manage the entire process — from approval to launch.
