SECP seeks public feedback on draft amendments

September 22, 2025 (MLN): The Securities and Exchange Commission of Pakistan (SECP) has issued a notification to seek comments on proposed amendments to the Companies (Further Issue of Shares) Regulations, 2020 (the “Regulations”).

The proposed amendments aim to streamline the further issue of shares that have different rights and privileges by listed companies, while safeguarding the rights of minority shareholders and ensuring robust corporate governance practices, transparency, and price discovery.

As per the draft amendments, shares carrying voting rights shall be entitled to receive dividends.

This ensures the alignment of economic benefits, preserves the significance of ordinary shares, and minimizes conflicts of interest by aligning voting and dividend rights.

To safeguard against undue concentration of control and promote equitable governance, it is proposed that the combined voting power of all ordinary shares based on the principle of one share, one vote shall not be less than seventy-five percent of the total voting power of all shares issued by a company.

The amendments also prescribe that a share with varied rights can have a maximum of 5 voting rights per share and that ordinary shares with varied rights shall be mandatorily issued as a listed security.

The draft amendments follow an extensive consultation process with key stakeholders, including the PSX, CDC, NCCPL, listed companies, consultants, professional associations, law firms, and financial experts.

These stakeholders provided valuable feedback on the previously circulated consultation paper and in subsequent in-person and online consultation sessions.

The feedback was carefully reviewed and analyzed to identify key insights, on the basis of which the SECP has now published the draft amendments for a final round of comments before finalizing them into regulations.

Feedback on the draft amendments can be submitted by October 2, 2025, to capitalissuefeedback@secp.gov.pk.

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