Securities and Exchange Commission of Pakistan (SECP)

The Securities and Exchange Commission of Pakistan (SECP) is the Official Financial Regulatory Authority in Pakistan whose mission is to develop a modern-day and well-organized business sector and a business market based on comprehensive governing principles, in order to boost financing and promote economic growth and success in Pakistan.

The Securities and Exchange Commission of Pakistan was formed on 1st January 1999 by the government of Pakistan to monitor and regulate financial institutions of Pakistan. Before formation of SECP, it was monitored by Corporate Law Authority, which falls under Ministry of Finance Government of Pakistan. The idea of restructuring CLA was initiated in year 1997 by Asian Development Bank (ADB). Than the Parliament of Pakistan passed Securities and Exchange Commission act in December 1997 under which SECP became operational to regulate the capital market of Pakistan.

SECP

DIVISIONS OF SECP

    • Company Law Division
    • Securities Market Division
    • Specialized Companies Division
    • Insurance Division
    • Law Division

The Head office of SECP is situated in NIC Building, Jinnah Avenue, in the blue area of Islamabad, capital of Pakistan and it has regional office named as Company registration offices (CRO) in Karachi, Lahore, Peshawar, Sukkur, Multan, Faisalabad and Quetta.

FUNCTIONS OF SECP

  1. Registration and licensing
  2. Supervision (prudential and regulatory)
  3. Appellate bench
  4. Investor awareness and education
  5. Administration of professional like chartered accountants, cost accountants and corporate secretaries.

PROCEDURE OF COMPANY FORMATION

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Any three or more persons associated for lawful purpose may, by subscribing their names to the Memorandum of Association and complying with the requirements of the Ordinance form a public company and any one or more persons so associated may, in like manner, form a private company. If only one member forms a private company, it is called a single member company. Prior approval of the Ministries/Departments is required for banking company, NBFC, NGO etc.

INCORPORATION OF A COMPANY

Availability of Name

The first step with regard to incorporation of a company is to seek the availability of the proposed name for the company from the registrar. For this purpose, an application is to be made and Rs.200/- for online application and Rs.500/- for offline application is required to be paid seeking availability certificate for each name. To facilitate the promoters, a list of prohibited/sensitive names has also been provided online as well.

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Documents Required Registration

    • NIC or passport copy of each subscriber and witness to the memorandum and article of association,
      Memorandum and articles of association
    • Form - 1: Declaration of applicant for compliance
    • Form - 21: Notice of situation of registered office of the company
    • Form - 29: Particulars of first directors of the company
    • Registration/ filing fee
    • Form 27 (List of persons consenting to act as director)
    • Form 28 (Consent of Directors)

RUNNING A COMPANY

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Annual Return Form A/B

Every company is required to file an annual return once in a year. Annual return is required to be filed by the companies, in terms of Section-130 of the Companies Act, 2017. It is a snapshot of general information about a company as on the date of the annual general meeting or, where no such meeting is held or if held is not concluded, on the last day of the calendar year, giving details of its chief executive, directors, chief financial officer, secretary, legal adviser and auditors, registered office address, members and share capital.

    • A company having a share capital files annual return on Form-A
    • A company not having a share capital files annual return on Form-B

When to File Annual Return

    • Listed Companies - within 30 days of holding of AGM
    • Other Companies - within 30 days of holding of AGM
    • Single member Company (SMC) or Private limited company and change of particulars - within 30 days of holding of AGM
    • Single member Company (SMC) or Private limited company having paid up capital not more than three million and no change in particulars - no need to file Form A/B.
    • Single member Company (SMC) or Private limited company having paid up capital more than three million and no change in particulars - just inform the registrar about no change on specified return "Form C"

Form 29

    • Subsequent appointment of officers of the company after incorporation including director, chief executive, company secretary, chief Financial officer; auditors and legal adviser.

 

    • Ceasing of officers of the company (resignation, removal, death etc.).

 

    • Any change in particulars/details of officers of the company, for example, a change of name or new residential address.