Listed Companies (Code of Corporate Governance) Regulations, 2019

GOVERNMENT OF PAKISTAN
SECURITIES AND EXCHANGE COMMISSION OF PAKISTAN Islamabad, the 25th September, 2019 NOTIFICATION SRO 1163 (I)/20191 .- In exercise of the powers conferred under Section 156 read with
section 512 of the Companies Act, 2017 (XIX of 2017), the same having been previously published
in the official Gazette vide Notification S.R.O. 485(I)/2019 dated 23rd April, 2019, as required under proviso to sub-section (1) of said section 512, the Securities and Exchange Commission is pleased to notify the following Regulations, namely:-
CHAPTER 1
PRELIMINARY

1. Short Title and Commencement. - (1) These Regulations shall be called the Listed
   Companies (Code of Corporate Governance) Regulations, 2019.
   (2) These Regulations shall apply to the listed companies based on “comply or explain approach” except the requirements for which it is explicitly stated as “mandatory” and it shall be the responsibility of the board of directors (the “Board”) to use this approach wisely and of investors to assess differing company approaches thoughtfully. (3) These Regulations shall come into force from the date of its publication.
2. Definitions. – (1),- In these Regulations, unless there is anything repugnant in the
   subject or context,
   (a) “Annexure” annexure mean annexure appended to these Regulations; (b) “Comply or explain approach” means discretion of a company with respect to non-mandatory provisions of these Regulations either to comply or provide appropriate explanation as to any impediment in its compliance in the compliance report along with the financial statements;