Rule · BSEC · 2 Jul 2009
The Securities and Exchange Commission inserts new Rule 6A into the Securities and Exchange Commission (Issue of Capital) Rules, 2001, establishing lock-in periods for securities issued by listed companies. A three-year lock-in applies to directors and shareholders holding 5% or more shares, while a one-year lock-in applies to others, calculated from the later of the security issuance date or consent date. The time between issuing convertible securities and converting them counts toward the lock-in period, and lock-ins also apply to equity securities issued against loans or debt without predetermined conversion features if not priced at the last six months' weighted average market price.
Notification
Dated: July 02, 2009
No. SEC/CMRRCD/2003-109/Admin/--------- In exercise of power conferred by section 33 of the Securities and Exchange Ordinance, 1969 (Ordinance No. XVII of 1969), the Securities and Exchange Commission makes, after prior circulation, the following further amendments in the Securities and Exchange Commission (Issue of Capital) Rules, 2001, namely:- In the aforesaid Rules,- a new rule 6A shall be inserted after existing rule 6 in the following manner, namely:- “6A. Lock in.- The security (except debt security without conversion feature) including the equity security issued in part or in full against any convertible security by a listed company for which the consent is accorded under these Rules shall be subject to a lock-in of (a) 3 (three) years in case of directors and those who hold 5% (five percent) or more shares, and (b) 1 (one) year in case of others, from the date of issuance of such security, or from the date of issuance of consent, whichever is later:
Provided that the time involved in between the issuance of convertible security and converted equity security shall be counted for the lock-in period:
Provided further that the said lock-in shall also be applicable in case of issuance of equity security against loan or debt security having no predetermined conversion feature if such equity security is not issued at a price equal to last 6 (six) months’ weighted average market price at the stock exchange(s).”. By Order of the Securities and Exchange Commission Md. Ziaul Haque Khondker Chairman.
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