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Securities and Exchange Commission of Pakistan Act, 1997

Act· 1997· 57 pages
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Summary

This 1997 Act created the Securities and Exchange Commission of Pakistan (SECP), the country's main regulator for capital markets and corporate entities. Section 3 establishes the Commission, and Sections 5 to 11 set up its leadership structure — Commissioners, a Chairman, and rules on their appointment and terms — along with the Commission's power to hire staff, appoint advisers, and delegate its functions. Part III (Sections 12 to 15) creates the Securities and Exchange Policy Board, a separate body that helps oversee the Commission's policy direction.

Part VI (Sections 20 to 22) sets out the Commission's powers and functions, which the Schedule to the Act shows include broad authority over companies under the Companies Ordinance, 1984 — such as ordering companies to change their financial year (section 238 of the Ordinance), demanding additional financial statements, appointing auditors, investigating company affairs, prosecuting companies or individuals found guilty following investigation, appointing administrators, applying to wind up companies, imposing fines, and hearing appeals against the Registrar's decisions. Part VII covers the Commission's finances, including its Fund (Section 23) and power to borrow and invest. Part VIII (Sections 29 to 34) gives the Commission strong investigative powers: it can investigate companies and regulated persons, its officers can forcibly enter premises in certain circumstances (Section 31), and there are appeal routes to the Commission's own Appellate Bench and then to the Court.

Later additions to the Act expanded its scope significantly. Part IX-B (Sections 36C to 36G) lets the Commission register and regulate "self-regulatory organizations," while Part IX-C (Sections 36H to 36CC) establishes the Audit Oversight Board (AOB), which registers and inspects audit firms and can impose penalties or revoke an audit firm's registration. Section 2's definitions show the Commission's remit has grown over time to cover "financial services," "regulated persons" and "regulated activities" generally (except matters exclusively regulated by the State Bank of Pakistan). Schedule I lists the specific laws the Commission administers, including the Companies Ordinance, 1984, the Insurance Ordinance, 2000, the Central Depositories Act, 1997, the Modaraba Companies and Modaraba (Floatation and Control) Ordinance, 1980, and the Securities Act, 2015.

Section 42A gives the Commission, its Chairman, Commissioners and employees indemnity (legal protection) for actions taken under the Act, and Section 45 makes this Act override other laws where there is a conflict. Because the Act has been amended substantially since 1997 (notably by Act No. XXXVI of 2016, which added many definitions and provisions), the current structure and powers of the SECP should be checked against the latest official text for full accuracy, though the extract confirms the core institutional and regulatory framework described above.

Key topics

securities market regulationcompany law enforcementSECP governance structureaudit oversightinvestigative and enforcement powers

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