SYNOPSIS ON THE COMPANIES REGULATIONS, 2024 PROMULGATED VIDE S.R.O. (I)/ 2024, 12TH FEBRUARY, 2024

1. SYNOPSIS ON THE COMPANIES REGULATIONS, 2024 PROMULGATED VIDE S.R.O. (I)/ 2024, 12TH
FEBRUARY, 2024
The Securities and Exchange Commission of Pakistan has introduced a new regulation namely the
“Companies Regulations 2024” (hereafter called CR), consolidating multiple regulations and forms into a
single document. This synopsis aims to provide a clear overview of the key features and potential areas for
further reform.
The CR has been segmented into the following chapters:
1. Chater-I Preliminary
2. Chapter-II (Reservation of Name of a company and change thereof): Regulation 4 and 7;
3. Chapter-III Incorporation of a Company
4. Chapter-IV (Provisions related to Foreign companies): Regulations 20 to 28;
5. Chapter-V (Reporting & Compliance): Sr. No. 3, 6, 7, 11, 14, 15 to 19 of Regulation 30(1), Part-
III of App-1 and App-4 of Regulation 30(1), Annexures-E, F & I of Regulation 30(2), R-2, R-3 &
R-4 of Regulation 30(3), Regulation 43, Regulation 48 (except sub-regulation-5), Regulation 79 to
the extent of its applicability under sections 106, 109, 426 and Chapter XII of the Act;
6. Chapter-VI (Companies Registration Offices): Regulations-81(2) and 82; and
7. Chapter-VII Association with Charitable and Not for Profit Objects
8. Chapter-VIII Further Issue of Shares by Unlisted Companies
9. CHAPTER IX Unlisted Companies (Buy-Back of Shares)
10. CHAPTER X Registration of Intermediary
11. CHAPTER XI Registration of Companies as a group And related matters
12. Chapter-XII (Easy Exit of a defunct Company): Regulations 144 to 14
Key Features:
• Consolidated and Streamlined: CR 2024 merges and revises seven general regulations and two
specific regulations, aiming to simplify compliance for various company types.
• Phased Implementation: While initially focusing on specific areas, the intention is to eventually
encompass all relevant regulations, creating a comprehensive rulebook.
• Categorized Chapters: The regulations are organized into 12 chapters, facilitating easier
navigation for specific needs.
• Standard Forms: The regulations include standardized forms for common compliance
procedures, promoting uniformity and efficiency.
Current Scope:
• General Regulations: CR 2024 currently covers:
o The Companies (Incorporation) Regulations, 2017
o The Companies (General Provisions and Forms) Regulations, 2018
o The Companies (Registration Offices) Regulations, 2018
o The Companies (Further Issue of Shares) Regulations, 2020
o The Intermediaries (Registration) Regulations, 2017
o The Group Companies Registration Regulations, 2008
o The Companies (Easy Exit) Regulations, 2014
o Unlisted Companies (Buy Back of Shares), Regulations, 2023

2. • Specific Regulations: It also addresses few of the specialized entities such as:
o The Foreign Companies Regulations, 2018;
o The Associations with Charitable and Not for Profit Objects Regulations, 2018;
Areas for Potential Inclusion:
Some of the regulations are yet to be included; as the name of the regulation represents/indicates that this
regulation is conclusive
Missing Regulations: Several crucial regulations are not yet integrated, including those related to:
General Kind (for all Companies)
1. The Companies (Related Party Transactions and Maintenance of Related Records) Regulations,
2018
2. The Companies (Investment in Associated Companies or Associated Undertakings) Regulations,
2017
3. The Securities and Exchange Commission of Pakistan (Anti Money Laundering, 1 [Combating the
Financing of Terrorism and Countering Proliferation Financing)] Regulations, 2020
4. The Employees Contributory Funds (Investment in Listed Securities) Regulations, 2018
5. S.R.O. 423 (I)/2018 Material Facts To Be Disclosed where Special Resolution
6. The Companies (Postal Ballot) Regulations, 2018
7. The Panel of Provisional Managers and Official Liquidators Regulations, 2019.
Specific Kind (For Specialized Companies)
1. The Private Funds Regulations, 2015.
2. The Collateral Management Companies Regulations, 2019.
3. The Modaraba Regulations, 2021.
4. Non Banking Finance Companies and Notified Entities Regulations, 2008.
5. The Clearing Houses (Licensing and Operations) Regulations, 2016.
6. The Futures Brokers (Licensing and Operations) Regulations, 2018.
7. The Real Estate Investment Trust Regulations, 2015.
8. The Companies (Maintenance and Audit of Cost Accounts) Regulations, 2020
9. Public Offering Regulation 2017.
10. The Public Offering (Regulated Securities Activities Licensing) Regulations, 2017
11. The Central Depository (Licensing & Operations) Regulations 2016
12. The Share Registrars and Ballotters Regulations 2017.
13. The Listed Companies (Substantial Acquisition of Voting Shares and Takeovers) Regulations, 2017
14. The Listed Companies (Code of Corporate Governance) Regulations, 2019
15. The Listed Companies (Buy-Back of Shares) Regulations, 2019
16. The Securities and Futures Advisers (Licensing and Operations) Regulations, 2017.
17. The Shariah Governance Regulations, 2023.
18. The Self-Regulatory Organizations (Registration) Regulations, 2022
19. Oversight Regulations for Self-Regulatory Bodies of Accountants, 2020
20. The Asset Backed Securitization Regulations, 2022
21. The Credit Rating Companies Regulations, 2016.
22. The Issuance of Convertible Debt Securities through Right Offer Regulations, 2022

3. Recommendation:
A single regulation categorized into following segments may be introduced:
1. Generally Applicable Regulations
2. Specialized Event Regulations
3. Specialized Companies Regulations
4. Listed Companies Regulations
The current phased approach is commendable. However, for a truly comprehensive and user-friendly
framework, the SECP should prioritize incorporating the missing regulations and addressing specialized
company types in subsequent phases. This would create a single, authoritative reference point for all
company operations in Pakistan.

4. Syed Muhammad Humza Hussain
Seasoned corporate and legal professional with 9+ years of experience in
company secretarial and tax compliance. Adept at navigating the
complexities of Companies Act 2017, Securities Act 2015, Trust Act 2020,
and Income Tax Ordinance 2001. Proven track record in statutory returns,
PUCARS announcements, share issuances, NPO/NGO registrations, post-
merger filings, tax preparation, and returns.
Key skills:
• Company secretarial services
• Tax compliance
• Statutory Returns
• PUCARS announcements
• Share issuances
• NPO/NGO registrations
• Trust Registration (Both Specialized and Normal)
• Post-merger filings
• Tax preparation and returns
Education:
• MBA (Finance) - Iqra University
Current role:
• Assistant Manager Corporate and Legal
Contact:
• Mobile: +92 (0)335 2951436
• Email: sm_humza@outlook.com
LinkedIn: https://www.linkedin.com/in/humza