University of the

Punjab
Hailey college of
commerce
BS Accounting and Taxation
Semester 3rd
Section: A (MORNING)

Banking law and practice

Prof ASHFAQ AHMAD BHATTI

Group#3

Fariha Amin BSAT21-31 DIRECTOR

Iqra Salman BSAT21-22 DIRECTOR
Fizza Arshad BSAT21-23 DIRECTOR
Aqsa Mazhar BSAT21-12 DIRECTOR
Dua Mohsin Ali BSAT21-11 DIRECTOR
Eman Shakil BSAT21-18 DIRECTOR
Zoha Hanif BSAT21-25 DIRECTOR
Fatima Khan BSAT21-10 DIRECTOR
 Bank Name:
HAILLIAN BANK

INTRODUCTION
State Bank of Pakistan (the central bank of the country) is the sole supervisory and
regulatory authority of Commercial Banks, Islamic Commercial Banks, Development
Financial Institutions (DFIs), Micro Finance Banks and Exchange Companies in Pakistan.
The authorization/issuance of a commercial banking license has been vested in State
Bank of Pakistan (SBP) under Section 27 of the Banking Companies Ordinance, 1962.

For Creation of a commercial bank

SECTION 5
Definitions. —
Under this section bank and banking company is defined as:
“banking means the accepting, for the purpose of lending or investment, of deposits of money from the
public, repayable on demand or otherwise, and withdrawable by cheque, draft, order or otherwise
“banking company” means any company which transacts the business of banking in Pakistan;
Memorandum
 Name
 Registered Office
 Business and Objects of the Exchange
 Limited Liability: The liability of the members is limited
 Capital: The authorized share capital of the bank is Rs. 10,000,000,000 (Pak. Rupees Ten Billion only)
divided into 1,000,000,000 (One Billion) equity shares of Rs.10 (Pak. Rupees Ten)
 names and addresses of members
Articles
 Act
 “Board” means the Board of Directors
 “Chairman” means the Chairman of the Board appointed from time to time pursuant to these Articles
 “Chief Executive” means the Chief Executive for the time being
 “Closing Date” means the date agreed between the Anchor Investor and Divestment Committee of
Exchange under terms of Share Purchase Agreement on which Closing takes place
 “Directors” means the Directors of the Company including the Directors elected, appointed, nominated or
Independent Directors, pursuant to these Articles, Companies Act, Act, Securities Act, Futures Act and
regulation made thereunder and shall include alternate directors
 ” Equity Stake” means 40% of total ordinary shares of Exchange out of ordinary shares lying in the
blocked account of Exchange pursuant to Section 5(1)(c) of the Act, acquired by Anchor Investor and
transferred in the name of Consortium members of Anchor Investor
 Capital and class of shares
 Issue of shares
 SECTION5 /40
place of business
“branch” or “branch office”, in relation to a banking company, means any branch or branch office,
whether called a pay office or sub-pay office or by any other name, at which deposits are received,
cheques cashed or moneys lent, and for the purposes of section 40 includes any place of business where
any other form of business referred to in sub-section (1) of section 7 is transacted;

 The first branch of the company is located in CANTT LAHORE

SECTION 8:
Use of the word “Bank” or any of its derivatives: Every company carrying on the business of
banking in Pakistan shall use the word “bank”, or any of its derivatives as part of its name and no
company other than a banking company shall use in its name any word calculated to indicate that it is a
banking company
The proposed bank should be a public limited company and listed on the Pakistan Stock Exchange. In
case it is not listed at the time of commencement of its business, the listing should be completed within a
maximum period of two years from the date of commencement of business.
A minimum of 50% shares have to be offered to general public
SECTION 33A.
Fidelity and secrecy
Every president, chairman, member of the Board, administrator, auditor, advise, officer or other employee of any
bank and financial institution shall, before entering upon his office, make a declaration of fidelity and secrecy in
such form as may be prescribed
SECTION 12.
Restrictions on removal of records and documents. —
No banking company shall remove from Pakistan to a place outside Pakistan any of its records and
documents relating to its business at is branches, whether they are functioning or not, without the prior
permission in writing of the State Bank.
SECTION 13
Requirements as to minimum paid- up capital and Reserve: As a commence business of
banking, we have minimum paid up capital (free of losses) of Rs.10 billion as prescribed by SBP from
time to time

.
SECTION 14.
Regulation of paid-up capital, subscribed capital and authorized capital and voting
rights of share-holders. —
(1) No banking company incorporated in Pakistan shall carry on business in Pakistan unless it satisfies
the following conditions, namely: -
(i) that the subscribed capital of the company is not less than one half of the authorized capital and paid-
up capital is not less than one half of the subscribed capital and that if the capital is increased it complies
with the conditions prescribed in this clause within such period not exceeding two years as the State
Bank may allow;
(ii) that the capital of the company consists of ordinary shares only;
(iii) that, subject to the provisions contained in clause
(iv), the voting rights of any one shareholder are strictly proportionate to the contribution made by him
to the paid-up capital of the company;
 (iv) that the voting rights of any one shareholder, except those of the Federal Government or a
Provincial Government do not exceed five per cent of the total voting rights of all the shareholders
SECTION 15.
Election of new directors. —
(1) The State Bank may, by order, require any banking company to call a general meeting of the
shareholders of the company within such time, not less than two months from the date of the order, as
may be specified therein or within such further time as the State Bank may allow in this behalf, to elect
in accordance with the voting rights permissible under this Ordinance fresh directors, and the banking
company shall be bound to comply with the order.
(2) Every director elected under sub-section
Shall hold office until the date up to which his predecessor would have held office, if the election had
not been held.
Any election duly held under this section shall not be called in question in any court.
SECTION 21. Reserve Fund.—
(1) Every banking company incorporated in Pakistan shall create a reserve fund to which shall be
credited—
SECTION 27: Licensing of Banking Companies
Licensing of banking companies:
No individual or association or body of individuals, not being a company, shall carry on banking
business in Pakistan and, save as hereinafter provided, no company shall carry on banking business in
Pakistan unless it holds a license issued in that behalf by the State Bank; and any such license may be
issued subject to such conditions as the State Bank may think fit to impose.
Before granting any license under this section, the State Bank may require to be satisfied by an inspection of
the books of the company. So ill complete the following task
the company will pay its present or future depositors in full as their claims accrue.

SECTION 29
Maintenance of liquid assets. -: We will maintain a liquid asset of 2billion

SECTION 34
Accounts and balance-sheet: company shall prepare a balance sheet and other financial
statement all of them is to be signed by all three director
SECTION. 35.
Audit:
We hired a person so that The balance sheet and profit and loss account prepared in accordance with
section 34 shall be audited by a person who is duly qualified, under the Chartered Accountants
Ordinance.
 Function of Commercial Bank:
SECTION 7: Following functions will be perfumed
In accordance to
(a) Primary functions
Accepts deposit: The bank takes deposits in the form of saving, current, and fixed deposits. The surplus
balances collected from the firm and individuals are lent to the temporary requirements of the commercial
transactions.
Provides loan and advances : Another critical function of this bank is to offer loans and advances to
the entrepreneurs and business people, and collect interest. For every bank, it is the primary source of making
profits. In this process, a bank retains a small number of deposits as a reserve and offers (lends) the remaining
amount to the borrowers in demand loans, overdraft, cash credit, short-run loans, and more such banks.
Credit cash: When a customer is provided with credit or loan, they are not provided with liquid cash. First, a
bank account is opened for the customer and then the money is transferred to the account. This process allows
the bank to create money.
(b) Secondary functions
Discounting bills of exchange: It is a written agreement acknowledging the amount of money to be paid
against the goods purchased at a given point of time in the future. The amount can also be cleared before
the quoted time through a discounting method of a commercial bank.
Overdraft facility: It is an advance given to a customer by keeping the current account to overdraw up to the
given limit.
Purchasing and selling of the securities: The bank offers you with the facility of selling and buying the
securities.
Locker facilities: A bank provides locker facilities to the customers to keep their valuables or documents safely.
The banks charge a minimum of an annual fee for this service.
Paying and gathering the credit : It uses different instruments like a promissory note, cheques, and bill of
exchange.
SECTION 9. Prohibition of trading. —
Except as authorized under section 7, no banking
company shall directly or indirectly deal in the buying or selling or bartering of goods or
engage in any trade or buy, sell or barter goods for others, otherwise than in connection with
bills of exchange received for collection or negotiation.
SCTION 16.
Restriction on commission, brokerage, discount, etc. on sale of shares.
SECTION 18. Prohibition of floating charge on assets. —
(1) Notwithstanding anything contained in section 7 no banking company shall create a floating charge
on the undertaking or any property of the company or any part thereof, unless the creation of such
floating charge is certified in writing by the State Bank as not being detrimental to the interest of the
depositors of such company.
(2) Any such charge created without obtaining the certificate of the State Bank shall be invalid.
SECTION 19. Restrictions as to payment of dividend. —
No banking company shall pay any dividend on its shares until all its capitalized expense (including
preliminary expenses, organization expenses, share-selling commission, brokerage, amounts of losses
incurred and any other item of expenditure not represented by tangible assets) have been completely
written off.
SECTION20. Prohibition of common directors. —
(1) Except with the permission of the State Bank, no banking company incorporated in Pakistan shall
have as a director any person who is a director—
(i) of any other banking company; or
(ii) of companies which among themselves are entitled to exercise voting rights in excess of twenty
percent of the total voting rights of all the shareholders of the banking company.
OR a Federal Minister
SECTION 23. Restriction on the nature of subsidiary companies. —
(1) A banking company shall not form any subsidiary company except a subsidiary company
SECTION 24. Restrictions on loans and advance. —
(1) No banking company shall—
(a) make any loans or advances against the security of its own shares; or
(b) grant unsecured loans or advances to, or make loans and advances on
the guarantee of. —
(i) any of its directors;
(ii) any of the family members of any of its directors;
(iii) any firm or private company in which the banking company or any of
the persons referred to in sub-clause (i) or sub-clause (ii) is interested
as director, proprietor or partner;
(iv) any public limited company in which the banking company or any of
the persons as aforesaid is substantially interested.
(2) No banking company shall make loans or advances to any of its directors or to
individuals, firms or companies in which it or any of its directors is interested as partner,
director or guarantor, as the case may be, without the approval of the majority of the directors
of that banking company, excluding the director concerned
SECTION 28.
Restrictions on opening of new, and transfer of existing place of business. —
 Liquidation/ Winding up of Commercial
Bank
 Operations of a Banking Company may be suspended under this ordinance.
 High Court is the judicial forum for Winding up of Banking Company.
 High court may also stay proceedings against a Banking Company initiated by SBP (maximum stay can be
granted up to six months) copy of stay order shall be forwarded to SBP by High Court. Special Officer may
be appointed by High Court.
 Application may be submitted by SBP by High Court for Winding up of a Banking Company if satisfied
that affairs of Banking Company are being conducted in a manner detrimental to the interest of depositor.
 Restrictions on compromise or arrangement between banking companies and creditors.

In this regard, the statutory provisions have contained in various sections of the Ordinance are reproduced below:

SECTION 41A. Power of the State Bank to remove directors or other managerial persons
form office—
SECTION 44: High Court defined:
In this Part and in Part IV “High Court”, in relation to a banking company, means the High Court exercising
jurisdiction in the place where the registered office of the banking company is situated or, in the case of a banking
company incorporated outside Pakistan, where its principal place of business in Pakistan is situated.

43F: Consequential provisions for winding up, etc.

Where the person in respect of which a declaration has been made is a company or an unregistered
company, the High Court shall, upon an application made by the State Bank within seven days of the
publication of the declaration, or within such further time as the Federal Government may allow, make
an order for the winding up of the company or the unregistered company.
SECTION 50: Court Liquidator:
When, having regard to the number of proceedings for the winding up of banking companies or the extent of
thework involved in such proceedings, in any Province or at any place in any Province, the Federal Government is
of the opinion that it is necessary or expedient to attach a court Liquidator to the High Court of that province it
may, in consultation with the State Bank, appoint a Court Liquidator, the province or at a place in Province, and
for such time as the Federal Government may think fit, for the purpose of conducting all proceedings for the
winding up of banking companies and performing such duties in reference thereto as the High Court may impose.
Where there is a court liquidator attached to a High Court and an order is passed by the High court for the
winding up of any banking company, then notwithstanding anything contained in section 171A or section l75 of
the Companies Act, 1913 (VII of 1913), the court liquidator shall become the official liquidator of the banking
company.
SECTION 56. Power to dispense with meetings of creditors, etc.—
Notwithstanding anything to the contrary contained in sections 178A. 78 and 183 of the Companies Act,
1913 (VII of 1913), the High Court may, in the proceedings for winding-up a banking company,
dispense with any meetings of creditors or contributories or with the appointment of a committee of
inspection if it considers that no object will be secured thereby sufficient to justify the delay and expense
SECTION 49: Winding up by High Court
The High Court shall order the winding up of a banking company;
(a) if the banking company is unable to pay its debts; or
(b) if an application for its winding up has been made by the State Bank under section 45 or this section.
.
SECTION 65. Documents of banking company to be evidence. —
Entries in the books of account or other documents of a banking company which is being wound up shall
be admitted in evidence in all proceeding by or against the banking company; and all such entries may
be proved either by the production of the books of account or other documents of the banking company
containing such entries or by the production of a copy of the entries, certified by the official liquidator
under his signature and stating that it is a true copy of the original entries and that such original entries
are contained in the books of account or other documents of the banking company in his possession.
SECTION 68. Duty of directors and officers of banking company to assist in the
realization of property. —
Every director or other officer of a banking company which is being wound up shall give such assistance
to the official liquidator as he may reasonably require in connection with the realization and distribution
of the property of the banking company

SECTION 74. State Bank to tender advice in winding up proceedings. —

Where in any proceeding for the winding up of a banking company in which any person other than the
State Bank has been appointed as the official liquidator and the High Court has directed the official
liquidator to obtain the advice of the State Bank on any matter (which it is hereby empowered to do), it
shall be lawful for the State Bank to examine the record of any such proceeding and tender such advice
on the matter as it may think fit.
SECTION 75: Power to inspect. —
(1) The State Bank shall, on being directed so to do by the Federal Government or by the High Court,
cause an inspection to be made one or more of its officers of a banking company which is being wound
up and its books and accounts.
(2) On such inspection, the State Bank shall submit its report to the Federal Government and the High
Court.
(3) If the Federal Government, on consideration of the report of the State Bank, is of opinion that there
has been a substantial irregularity in the winding up proceedings, it may bring such irregularity to the
notice of the High Court for such action as the High Court may think fit
. (4) On receipt of the report of the State Bank under sub-section
(5) or on any irregularity being brought to its notice by the Federal Government, under sub-section
(6) the High Court may, if it deems fit, after giving notice to and hearing the Federal Government in
regard to the report, give such directions as it may consider necessary.