The Securities and Exchange Commission of Pakistan (SECP) has proposed extensive amendments to the Companies (Further Issue of Shares) Regulations, 2020, under its powers granted by the Companies Act, 2017.
The draft has been published for public comment within 14 days of its placement on the SECP website.
Key proposed changes include:
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Faster Timelines:
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Companies must now submit the draft offer document to SECP on the same day the board approves the issuance of right shares (revised from the earlier 45-day allowance).
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SECP will review and respond to draft documents within 5 working days instead of 15.
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Companies must respond to SECP within 5 days, reduced from 20.
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Book closure for right share entitlement must begin within 7 working days of the offer document’s placement on the PSX website, with a maximum one-day closure period.
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Expanded Disclosure Requirements:
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Mandatory justification for issuing different kinds or classes of shares.
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Submission of complete information on associated companies, including CUINs, sponsors’, promoters’, directors’, and substantial shareholders’ CNICs and fathers’ names.
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Elimination of the requirement to submit offer documents in both English and Urdu.
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Bonus Shares Book Closure:
A new clause requires companies to initiate book closure for bonus share entitlement within 7 working days of the board’s resolution, also limited to a maximum of one day’s closure. -
Public Dissemination:
Boards must communicate decisions on share issuance to SECP and the stock exchange on the same day for public disclosure. -
Regulatory Fee Proof:
Companies must submit the original challan or proof of fee payment when applying under these regulations. -
Schedule Amendments:
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Clear justification for different share classes added in Schedule I.
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The timeline for processing in some clauses has been reduced from 14 business days to 10 working days.
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The SECP has invited stakeholders to submit feedback within 14 days for consideration before finalizing these changes.
