Group Members: (G)

Bilal Hussain  K1F12MCOM0009Hafiz Salman  K1F12MCOM0015Arshad  K1F12MCOM0050Kishwar   K1F12MCOM0005Adeel   K1F12MCOM0048

Presented to: Sir Hassan ShahzadCorporate And Commercial Law

M.com2nd Semester

5

Adeel Reg#0048

What to Discuss… History About SECP Organization Commission Legal Departments Services Offered by SECP SECP Act 1997 Organizational Structure Responsibilities Stakeholders of SECP

History The Securities and Exchange Commission of Pakistan

was created to succeed the Corporate Law Authority

an attached Department of the Ministry of Finance

process of restructuring the Authority was initiated in 1997 under the Capital Market Development Plan of the (ADB).

SECP was passed by the Parliament and promulgated in December 1997

Act gave the administrative authority and financial independence to carry out the reform program of Pakistan’s capital market with the assistance of (ADB)

Introduction The Securities and Exchange

Commission of Pakistan (SECP) is an organization whose purpose is to develop a modern and efficient

corporate sector and a capital market based on sound regulatory principles, in order to foster

economic growth and prosperity in Pakistan.

SECP Act 1997 This Act institutionalized certain policy

decisions relating to the constitution and structure, powers, and functions of the SECP

Operational in Jan 1999

Continued….

It was concerned with the regulation of:

Corporate sector and capital market

Insurance CompaniesNon-Banking finance companies

Vision Statement Mission Statement Strategy

Organization

The Policy Board main objective of the Policy Board is to

provide guidance to the Commission in all matters

relating to its functions and to formulate policies in consultation with the Commission

Policy Board is also responsible for advising the Government on matters falling within the purview of the Act and other corporate laws

Policy Board ….. Policy Board consist of a maximum

of nine members appointed by the Federal Government

five ex-officio members and four from the private sector ex-officio members are Secretary, Finance Division; Secretary, Law and Justice Division; Secretary, Commerce Division; Chairman of the Commission; and Deputy Governor of the State Bank of

Pakistan (SBP)

International Memberships

SECP has been playing an active role in the activities of International Organization of Securities Commissions (IOSCO)

to cooperate together to promote high standards of regulation

to exchange information on their respective experiences in order to promote the development of domestic markets

to unite their efforts to establish standards and an effective surveillance of international securities transactions

Memorandum of Understanding between

SBP and SECP SBP is entrusted with the responsibility of

promoting monetary and financial stability and fostering a sound and dynamic banking system, by regulating and supervising it, to safeguard the interest of stakeholders.

SECP has now given the responsibility of regulating the NBFIs, regulation of Corporate sector, capital markets and insurance sector.

To share information and work towards the holistic development of the financial sector in supervision of banks/DFIs and NBFCs operating in Pakistan.

Hafiz SalmanReg#0015

The Commission:

Commission is a collegiate body with collective responsibility

Operational and executive authority of the Commission is vested in the Chairman who is (CEO).

The Commission presently consists of three Commissioners including the Chairman:

Mr. Tahir Mehmood (Chairman) Mr Imtiaz Haider (Companies Division) M.Asif Arif (Insurance Division) Mr Zafar Abdullah ( Securities Market

Division)

The Commission Secretariat:

To assist the Chairman of the SECP and external entities, in achieving the objectives of the SECP in an efficient and holistic manner

The Commission Secretariat is headed by Ms Bushra Aslam, Secretary

It coordinates the overall functioning of the SECP and liaises with external entities:

Including government agencies and international organizations

In addition, it supervises the internal monitoring function within the SECP and is responsible for the management

SERVICES Laws and Policies Registration Licensing Facilitation Monitoring & Compliance Enforcement Development Protection Corporate Laws

Regulations:

Corporate sector Capital market Insurance Non Banking sector Professional services

Bilal Hussain  reg#0009

SECP ACT 1997

The SECP act 1997 has been divided into 12 parts which are given below.

PART I PRELIMINARY Short title and commencement Definitions

PART II THE COMMISSION Establishment of the Commission Head Office The Commissioners The Chairman

Continued…. PART III THE BOARD

The Securities and Exchange Policy Board

Procedure of the Board PART IV CONFLICT OF

INTEREST Disclosure of interest by

Commissioners PART V DISQUALIFICATION, REMOVAL, RESIGNATION AND

VACANCIES Disqualification of Members and

removal

Continued……

PART VI POWERS AND FUNCTIONS

Powers and functions of the Commission

Functions and powers of the Board PART VII FINANCE

The Fund Expenditure to be charged on the

Fund Annual report

Continued….

PART VIII ENFORCEMENT AND INVESTIGATION

Investigation and proceedings by the Commission

Powers of the investigating officers of the Commission

Appeal to the Court

Continued…..

PART IX CONFIDENTIALITY OF INFORMATION

Obligation of confidentiality

PART X COGNIZANCE AND PROSECUTION OF OFFENCES

Cognizance of offences Conduct of prosecution(suit)

Continued…

PART XI RULES AND REGULATIONS

Power to make rules Power to make regulations

PART XII GENERAL Common seal Dissolution of the Authority

The Legal Department

Legal Department is headed by the Executive Director

It operates under the direct guidance of the Chairman

to manage the legal affairs of SECP and provide impartial legal advice to each operational Division and Department of the SECP.

Arshad  reg#0050

Securities Market Division

It is responsible for the regulation of all aspects of the securities market including:

licensing and coordination regulation of secondary market public offerings market intermediaries market surveillance. (Monitoring Behavior Of mkt)

To provide for the protection of investors, regulation of markets and dealings in securities.

Specialized Company Division

Regulates and monitors insurance companies, non-banking finance companies, Modarabas 

Specialized Companies Division seeks to provide a conducive regulatory environment

To foster growth in the non-banking financial sector, safeguard the financial system

Protect the interests of shareholders, depositors and policyholders under the relevant laws

Finance & Admin Division

Responsible for directing and controlling the areas of accounting, facilitating overall operations of the SECP and ensuring its smooth functioning.

division has been organized into the following departments:

Finance & Accounts Department Administration Department

Kishwar  reg#0005

Responsibilities of SECP

Regulating the issue of securities Regulating the business in Stock

Exchange Supervising and monitoring the

activities of any stock exchange clearing house

registering and regulating the working of stock brokers, sub brokers, share transfer agents, bankers to an issue, trustees of trust deeds, registrars to an issue, underwriters,

Promoting investors education and training of intermediaries of securities markets

Regulating substantial acquisition of shares and the merger and take-over of companies

Encouraging the organized development of the capital market and the corporate sector in Pakistan

Continued…

Stake Holders

Industry Association and Professional Bodies

NBFCS Credit Rating Companies Government Ministries &

Departments International Organizations