Amendments to Public Offering Regulations, 2017 – Special Purpose Acquisition Company

GOVERNMENT OF PAKISTAN
SECURITIES AND EXCHANGE COMMISSION OF PAKISTAN -.-.- Islamabad, the 15th September, 2021 NOTIFICATION S.R.O. 1214 (I)/2021:- In exercise of the powers conferred under section 169 of the Securities Act, 2015 (III of 2015), the Securities and Exchange Commission of Pakistan is pleased to make the following amendments in the Public Offering Regulations, 2017, the same having been previously published in the official Gazette vide notification S.R.O. 519(I)/2021 dated April 26, 2021, as required under sub-section (4) of section 169 of the Securities Act, 2015 for eliciting public opinion, namely:- AMENDMENTS In the aforesaid Regulations, - (1) in regulation 2, in sub-regulation (1), - (a) after clause (xviiia), the following new clauses shall be inserted, namely: - “(xviiib) “Custodian” means an investment agent/debt securities trustee, Bank, Investment Finance Service license holder and Depository Company engaged in regulated activities, not being an associate of the Special Purpose Acquisition Company, appointed for securing the monies of investors in the escrow account.”; (b) after clause (xxi), the following clause shall be inserted, namely: - “(xxia) “Escrow Account” means an account maintained with a scheduled bank (having an investment grade rating) by a custodian”; (c) after clause (xxxiii), the following clause shall be inserted, namely: - “(xxxiiia) “Merger” means the merger, acquisition, amalgamation, combination or joining of two or more companies or other entities as may be specified by the Commission for the purpose of merger or part thereof into an existing company”; (d) after clause (xxxvi), the following clause shall be inserted, namely: - “(xxxvia) “Permitted Investments” means investments in Government securities, mutual funds (except equity based), money market instruments, debt securities and sukuks with investment grade ratings;”; (e) after clause (liii), the following clause shall be inserted, namely: - “(liiia) “Special Purpose Acquisition Company” or “SPAC” means a Company formed and registered under the Companies Act, 2017, having sole principal line of business to raise money through public offering for entering into merger or acquisition transactions;” ; and (2) after regulation 12, the following new chapters and regulations shall be inserted, namely: -