PUNJAB UNDESIRABLE COMPANIES ORDINANCE, 1959

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THE PUNJAB UNDESIRABLE COMPANIES ORDINANCE, 
1959 
(XXII of 1959) 
CONTENTS 
1. Short title and extent. 
2. Definitions. 
3. Registration of undesirable companies prohibited. 
4. Existing undesirable Companies to cease functioning. 
5. Deposit of cash and preservation of assets, etc. 
6. Statement of assets, etc., to be submitted to registrar. 
7. Winding up undesirable companies. 
8. Dissolution of undesirable companies. 
9. Power to call for certain information, etc. 
10. Offences to be cognizable. 
11. Cognizance by court with the consent of registrar. 
12. Power to make rules. 
 
TEXT 
1
THE 
2
[PUNJAB] UNDESIRABLE COMPANIES ORDINANCE, 1959 
(XXII of 1959) 
[22 April 1959] 
An 
Ordinance 
to prohibit the registration of companies for carrying on business for certain 
undesirable purposes and to provide for the winding up and dissolution of such 
companies. 
Preamble.– WHEREAS it is expedient to prohibi t the registration of companies for 
carrying on business for certain undesirable purposes and to provide for the winding 
up and dissolution of such companies; 
 NOW, THEREFORE , in pursuance of the Presidential Proclamation of the 
seventh day of October, 195 8, and in exercise of all powers enabling him in that 
behalf, the Governor of West Pakistan is pleased to make and promulgate the 
following Ordinance:– 
1. Short title and extent .– (1) This Ordinance may be called the 
3
[Punjab] 
Undesirable Companies Ordinance, 1959. 
 
4
[(2) It extends to the whole of the Province of 
5
[the Punjab] , except the 
Triable Areas.] 
2. Definitions.– (1) In this Ordinance, unless the context otherwise requires, the 
following expressions shall have the meanings hereby respectively assig ned to 
them, that is to say– 
(a) “registrar” means– 
(i) in the case of a company, the registrar appointed under section 
248 of the Companies Act, 1913
6
; and 
(ii) in any other case, an officer appointed as such for purposes of 
this Ordinance; 
                                                           
1This Ordinance was promulgated by the Governor of West Pakistan on April 20, 1959 , published in the  Gazette of West 
Pakistan (Extraordinary), dated April 22, 1959, pp. 339-343; saved and given permanent effect by Article 225 of the Constitution 
of the Islamic Republic of Pakistan (1962). 
2Substituted for the words “West Pakistan” by the Punjab Laws (Adaptation) Order, 1974 (1  of 1974) (w.e.f. 14.08.1973),  
published in the Gazette of West Pakistan (Extraordinary), dated November 20, 1974, pp. 1425-A-1425-PP, Article 2 read with 
Schedule, Part III, Serial No. 24.  
3Ibid.  
4Substituted by the West Pakistan Laws (Extension to Karachi) Ordinance, 1964 (VII of 1964) ,  published in the  Gazette of 
West Pakistan (Extraordinary), dated May 25, 1964, pp. 1679-1688, s. 2 read with Schedule, Serial No. 23.  
5Substituted for the words “West Pakistan” by the Punjab Laws (Adaptation) Order, 1974 (1  of 1974) (w.e.f. 14.08.1973),  
published in the Gazette of West Pakistan (Extraordinary), dated November 20, 1974, pp. 1425-A-1425-PP, Article 2 read with 
Schedule, Part III, Serial No. 24.  
6VII of 1913. 
(b) “specified purpose” means the promotion or the carrying on of any 
scheme or business except the business authorised and carried on 
under the provisions of the Insurance Act, 1938
1
, by whatever name 
called, whereby, in return for a deposit or contribution, whether 
periodically or otherwise, of a sum of money in cash or by means of 
coupons, certificates, tickets or other documents, payment, at future 
date or dates of money or grant of property, right or benefit, directly or 
indirectly, and whether with or without any o ther right or benefit, 
determined by chance or lottery or any other like manner, is assured or 
promised; 
(c) “undesirable company” means a company which, with objects and 
business confined to the Province of 
2
[the Punjab], is registered under 
the Companies  Act, 1913
3
, and carries on business for a specified 
purpose or for purposes which, among others, include a specified 
purpose and includes a company, association or other body of 
individuals which carries on business for a specified purpose or for 
purposes which, among others, include a specified purpose. 
 (2) Any expression used but not defined in this Ordinance and defined in 
the Companies Act, 1913
4
, shall have the meanings assigned to it in that Act. 
3. Registration of undesirable companies prohibited .– (1) Notwithstanding 
anything in the Companies Act, 1913
5
, or in any other law for the time being in force, 
no association or other body of individuals which, with objects and business confined 
to the Province of 
6
[the Punjab], carries or intends to carry on business for a specified 
purpose or for purposes which, among others, include a specified purpose, shall on 
and after the commencement of this Ordinance, be registered under the Companies 
Act, 1913
7
. 
 (2) Registration in contravention of sub-section (1) shall be void. 
 (3) Notwithstanding anything contained in any other law for the time being 
in force, no company, association or other body of individuals, with objects and 
business confined to the Province of 
8
[the Punjab], shall carry on, or shall be for med 
to carry on, business for a specified purpose or for purposes which, among others, 
include a specified purpose. 
                                                           
1V of 1938. 
2Substituted for the words “West Pakistan” by the Punjab Laws (Adaptation) Order, 1974 (1  of 1974) (w.e.f. 14.08.1973),  
published in the Gazette of West Pakistan (Extraordinary), dated November 20, 1974, pp. 1425-A-1425-PP, Article 2 read with 
Schedule, Part III, Serial No. 24.  
3VII of 1913. 
4VII of 1913. 
5VII of 1913. 
6Substituted for the words “West Pakistan” by the Punjab Laws (Adaptati on) Order, 1974 (1  of 1974) (w.e.f. 14.08.1973),  
published in the Gazette of West Pakistan (Extraordinary), dated November 20, 1974, pp. 1425-A-1425-PP, Article 2 read with 
Schedule, Part III, Serial No. 24.  
7VII of 1913. 
8Substituted for the words “West Pakistan” by the Punjab Laws (Adaptation) Order, 1974 (1  of 1974) (w.e.f. 14.08.1973),  
published in the Gazette of West Pakistan (Extraordinary), dated November 20, 1974, pp. 1425-A-1425-PP, Article 2 read with 
Schedule, Part III, Serial No. 24.  
 (4) Any person who forms or associates himself in the formation of, a 
company, association or other body of individuals in contravention of  sub-section (3) 
and every officer or agent of a company, association or other body of individuals 
which carries on business in contravention of the said sub -section shall be punished 
with imprisonment for a term which may extend to three years or with fin e or with 
both. 
4. Existing undesirable Companies to cease functioning .– (1) Every 
undesirable company existing immediately before the commencement of this 
Ordinance shall, on such commencement, cease to function and, notwithstanding 
anything in the Compan ies Act, 1913
1
 or in any other law for the time being in force, 
shall be wound up and dissolved in the manner provided in this Ordinance. 
 (2) Any transaction with an undesirable company or with any officer or 
agent acting for or on behalf of such company shall be void. 
 (3) Any officer or agent acting for or on behalf of any such company who, 
on or after the commencement of this Ordinance, carries on or attempts to carry on 
the business of the company shall be punished with imprisonment for a term which 
may extend to three years or with fine or with both. 
5. Deposit of cash and preservation of assets, etc .– (1) Any officer or agent 
acting for or on behalf of an undesirable company who has in his possession or 
under his control any cash belonging to the comp any shall, immediately after the 
commencement of this Ordinance, deposit or cause to be deposited such cash with 
the company’s bankers. 
 (2) Until such time as the official liquidator appointed under section 7 takes 
into his custody or under his control al l the books, documents and assets of the 
company, including actionable claims to which the company is or appears to be 
entitled, every officer and agent acting for or on behalf of the company shall preserve 
all such books, documents, assets, property, effe cts and claims and shall be jointly 
and severally liable for any loss or damage. 
 (3) Any person who, with intent to evade the provisions of this  Ordinance, 
conceals, destroys, mutilates or defaces any books, documents, assets, property, 
effects or claims or knowingly allows such concealment, destruction, mutilation or 
defacement to be caused, shall, without prejudice to any liability to which he may be 
subject under sub -section (2), be punished with imprisonment for a term which may 
extend to three years or with fine or with both. 
6. Statement of assets, etc., to be submitted to registrar .– (1) Within three 
days of the commencement of this Ordinance, or within such period as the registrar 
may allow, the manager of an undesirable company shall submit to the registrar a 
statement showing the assets and liabilities of the company. 
 (2) Anyone who contravenes the provisions of sub -section (1) shall be 
punished with imprisonment for a term which may extend to one year or with fine or 
with both. 
                                                           
1VII of 1913. 
7. Winding up unde sirable companies.– (1) As soon as may be after receipt 
of the statement submitted under sub -section (1) of section 6, the registrar shall 
make a petition to the court for winding up the company, and thereupon the court 
shall make an order for the winding up of the company and shall appoint an official 
liquidator for such winding up. 
 (2) After the official liquidator has been appointed under this section, the 
provisions of the Companies Act, 1913
1
, relating to the winding up by court of a 
registered company shall mutatis mutandis apply in relation to the winding up of the 
company in respect of which the petition has been made under sub-section (1). 
8. Dissolution of undesirable companies.– When the affairs of an undesirable 
company have been completely woun d up, the company shall be deemed to have 
been dissolved under sub-section (1) of section 194 of the Companies Act, 1913
2
. 
9. Power to call for certain information, etc .– (1) Where the registrar has 
reason to believe that a company is an undesirable compan y or that an undesirable 
company is carrying on business in contravention of section 4, he or any gazetted 
officer authorized by him in this behalf, may– 
(a) direct any person to give such information in his possession with 
respect to any business carried on by that company as he may 
demand; 
(b) inspect or cause to be inspected any book or other document 
belonging to or under the control of the company or any officer thereof; 
(c) enter and search any premises and seize or authorize any person to 
seize any book or other document belonging to or under the control of 
the company or any officer thereof. 
 (2) If the registrar is satisfied that a company is an undesirable company or 
that an undesirable company is carrying on business in contravention of section 4,  
he shall by order in writing, direct the manager of the company to hand over the 
management of the company to a person to be appointed by the registrar for the 
purpose, and the manager shall forthwith hand over the management of the 
company to such person. 
 (3) The person to whom management is handed over in pursuance of sub -
section (2) shall be deemed to be the manager of the company, and the other 
provisions of this Ordinance shall apply accordingly. 
 (4) Whoever fails to comply with any direction given under sub-section (1) 
or sub-section (2) shall be punished with imprisonment for a term which may extend 
to six months or with fine or with both. 
10. Offences to be cognizable .– Notwithstanding anything contained in the 
Code of Criminal Procedure, 1898
3
, a ny offence under this Ordinance shall be 
cognizable.  
                                                           
1VII of 1913. 
2VII of 1913. 
3V of 1898. 
11. Cognizance by court with the consent of registrar .– No court shall take 
cognizance of any offence under this Ordinance except with the previous consent in 
writing of the registrar. 
12. Power to make rules.– The Provincial Government may make rules to carry 
out the purposes of this Ordinance, and such rules may provide that the breach of 
any of them shall be punishable with imprisonment for a term not exceeding three 
months or with fine not exceeding one thousand rupees.