SECP Revises Public Offering Regulations for Debt Securities

The Securities and Exchange Commission of Pakistan (SECP) has revised general conditions for the public offer of debt securities by “issuer” including companies, Special Purpose Vehicles (SPVs), or body corporate.

The SECP has proposed amendments in the Debt Securities Trustees Regulations, 2017 and Public Offering Regulations, 2017 through two notifications issued on Thursday.

The Public Offering Regulations, 2017 apply to a public limited company or body corporate proposing to issue securities to the general public; an ‘Offeror’ who intends to offer securities to the general public and sponsors of the public limited company or body corporate, the ‘Consultants’ to the Issue, the ‘Underwriter’, the ‘Book Runner’, the ‘Designated Institution’, the ‘Banker to an Issue’, ‘Investment Agent’ and ‘Issuing and Paying Agent’.

On the other hand, Debt Securities Trustees Regulations, 2017 provide a comprehensive regulatory framework under the Securities Act, 2015 for licensing and regulation of debt securities trustees (DSTs).

SECP officials ProPakistani that the commission has issued certain amendments to the Public Offering Regulations, 2017 to promote capital formation by facilitating issuers and safeguarding the interest of the general public.

According to the S. R. O.1229 (I)/2020, one of the revised general conditions for the public offer of debt securities is that in case of debt securities other than the commercial paper, it has an appointed Debt Securities Trustee or investment agent.

Previously, the condition said that in the case of debt securities, other than Commercial Paper and Sukuk, it has an appointed debt securities trustee licensed by the Commission.

The SECP has also revised the functions of the ‘Consultant to the Issue’. The Consultants to the Issue” means any person licensed by the Commission to act as a Consultant to the Issue which may also be called Lead Manager or Adviser.



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