Islamabad, January 19, 2026 – The Securities and Exchange Commission of Pakistan
(SECP) has notified amendments to the Companies (Further Issue of Shares)
Regulations, 2020 (the Regulations) to facilitate capital raising by listed companies, while
maintaining adequate disclosure requirements for investors.
The amendments address a challenge faced by listed companies when raising further
capital from existing shareholders through a rights issue. Under the previous framework,
listed companies were prohibited from announcing a rights issue if the company, its
sponsors, promoters, substantial shareholders, or directors had any overdue amounts or
defaults appearing in their Credit Information Bureau (CIB) report. This restriction
constrained financially stressed yet viable companies from raising capital, even in
circumstances where existing shareholders were willing to support revival, restructuring,
or continuation of operations.
Under the amended framework, the requirement for a clean CIB report will not apply if
the relevant persons provide a No Objection Certificate (NOC) regarding the proposed
rights issue from the concerned financial institution(s). To ensure transparency and
protect investors’ interests, companies in such cases must make comprehensive
disclosures in the rights offer document. These disclosures must include details of any
defaults or overdue amounts, ongoing recovery proceedings, and the status of any debt
restructuring. The revised Regulations strike an appropriate balance between facilitating
corporate rehabilitation and enabling investors to make informed investment decisions.
The notification of the amendments follows a consultative process in which the SECP
sought feedback from market stakeholders, including listed companies, issue
consultants, professional bodies, industry associations, law firms, and capital market
institutions. The amendments are expected to enhance market confidence, improve
access to capital for listed companies, and strengthen transparency within the rights
issue framework.
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