SECP clarifies filing requirements for shareholding changes

March 26, 2024 (MLN): The Securities and Exchange Commission of Pakistan (SECP) has issued a circular clarifying provisions of section 465(4) read with 510 of the Companies Act 2017 regarding filing of return with the registrar for change in shareholding of the companies.

Under the provisions of section 465 of the Companies Act, 2017, it is mandatory for a company, other than a listed company, to report any change of more than 25% in its shareholding or membership or voting rights on Form-3.

Circular No 9/2024 was issued to clarify that a company other than the listed company, may also file Form-3 with the registrar about any change of 25% or less in its shareholding or membership or voting rights.

The above circular has been issued to address practical difficulties being faced in reporting transfer of shareholding and in order to keep the record of shareholding of companies updated.

The above clarification would encourage companies to report any change of 25% or less in shareholding, membership or voting rights to the Registrar.

Additionally, since, the company’s information/returns maintained by the Registrar are public documents which may be inspected and certified copies may be obtained by any person, hence, updated shareholding information will be available to the stakeholders and the interested parties.

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