Regulatory Alerts2024-03-25
Added · Updated
Listed Companies (Substantial Acquisition of Voting Shares and Takeovers) Regulations, 2017
The Securities and Exchange Commission of Pakistan establishes regulations governing substantial acquisitions of voting shares and takeovers of listed companies, requiring acquirers to make mandatory disclosures to the target company, securities exchange, and Commission within two working days of acquiring shares beyond prescribed thresholds. The framework mandates public announcements of intention and public offers, specifying strict timetables for book closures, offer letters, and offer closure, while defining eligibility for shareholders and GDR/ADR holders. It sets minimum offer pricing rules based on negotiated prices, historical trading data, or net asset values depending on whether shares are frequently traded, and requires acquirers to offer at least fifty percent of remaining voting shares with a maximum minimum acceptance level of thirty-five percent. Additionally, acquirers must furnish security for offer obligations through cash escrow, government securities, bank guarantees, or margin trading eligible shares.