Newly-incorporated unlisted cos: SECP orders electronic shares issuance only

ISLAMABAD: The Securities and Exchange Commission of Pakistan (SECP) has directed all the newly-incorporated unlisted companies to issue shares only in book-entry form.

The SECP Monday further instructed unlisted companies for not maintaining its shares in physical form.

The SECP has issued S.R.O.246(I)/2025 on Monday to notify a new procedure for newly incorporated unlisted companies.

Unlisted cos allowed to issue shares by way of other than right

All unlisted companies, having share capital, incorporated on or after March 03, 2025, shall hold and issue shares in book-entry form only, from the date of their incorporation and no such company shall maintain its shares in physical form and the replacement of shares from book-entry to physical shares shall not be permitted, SECP stated.

At the time of incorporation, the subscribers of the company shall provide consent to the contractual arrangements, including its terms and conditions, with the Central Depository for directly crediting and maintaining its shares in book-entry form along with payment of annual fee & security deposit, SECP maintained.

All unlisted companies shall also comply with the requirements of Central Depository for issuing shares in book entry form.

The SECP stated that all unlisted companies, having share capital, upon induction of its shares in book entry form at the time of incorporation shall attach following additional documents issued by Central Depository along-with relevant return(s) on the prescribed form notifying detail of or change in shareholding under the companies Act, 2017 as and when due, SECP added.

Any person, who contravenes or does not comply with the requirements of this notification shall be liable for penal action as provided under sub-section (2) of section 510 of the Companies Act, 2017.

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