SECP Issues SRO 459 of 2025: Key Amendments to the Companies Regulations, 2024

Published by EasyFiling.pk | April 2025

The Securities and Exchange Commission of Pakistan (SECP) has released SRO 459(I)/2025, bringing significant updates to the Companies Regulations, 2024. These amendments are aimed at simplifying compliance procedures, strengthening regulatory transparency, and supporting digital company filings in Pakistan.

If you’re a startup founder, private limited company, or foreign investor, this breakdown of the changes introduced by SECP SRO 459 of 2025 will help you stay compliant with the latest legal requirements.

Overview of SRO 459 of 2025

This SRO introduces several updates in company law, including:

Clarification of commencement timelines for certain regulations
Revisions to major SECP forms like Annual Return, Form 3, Form 4, and Form 5
New compliance checks for foreign shareholders
Formatting and terminology standardization across all SECP forms

Commencement of Regulations – Updated List

Under the new rules, only the following regulations are now deferred until notified by SECP:

Appendix-4 of Regulation 30(1) and Regulation 79 (limited to Section 426)
Regulations 144 to 146 under Chapter XII

This provides more certainty to businesses and professionals preparing for SECP filings.

Repeal and Saving Clauses Amended

The new clause clarifies that Regulation 8 of the 2018 General Provisions and Regulation 13 of the Foreign Companies Regulations remain applicable. Also, companies filing electronically via SECP’s system are exempt from Regulation 13 under Chapter III, reducing duplicate compliance requirements.

Form A – Annual Return Revisions

Form A now collects more detailed company data:

“An Active Company” updated to “A company other than inactive”
New fields: Annual Turnover and Number of Employees
Identity field expanded to CNIC/NICOP/Passport/Registration No.
Shareholding table now includes Kind and Class of Shares

Form 3 – Return of Allotment

Companies issuing shares, especially to foreign nationals, must comply with new documentation requirements:

Removal of terms like “Allottee/Allotted”
Added column for “Kind and Class of Shares”
Foreign shareholders must submit:
- Passport copy
- Bio-data
- Email address
- Mobile number
- Source of funds

Form 4 – Changes in Principal Business Activity

SECP has added a new field for companies to state the precise reason for changing their principal line of business, helping eliminate vague justifications.

Form 5 – Conversion of Company Type

Important changes to Form 5 include:

“Status” is now referred to as “Kind” of company
Foreign documentation must be apostilled or notarized
Detailed address and support document fields added

Formatting Updates Across SECP Forms

SECP has standardized key terms across all forms:

“Registration Number” is now “Corporate Unique Identification Number (CUIN)”
“Cell No.” is now “Mobile No.”
Instructions changed to “Please complete in typescript or bold block capitals”
Date format standardized to DD MM YYYY

Why These Amendments Matter for Your Business

These amendments reflect SECP’s push toward:

Improving digital compliance
Ensuring transparency in company records
Reducing ambiguity in filings
Strengthening AML and KYC frameworks

If you operate a company in Pakistan, these changes impact your annual returns, share allotments, business activity updates, and more.

Let EasyFiling.pk Handle Your SECP Compliance

At EasyFiling.pk, we specialize in SECP filings, company registration, and legal compliance for businesses across Pakistan. Whether you’re a local business or a foreign investor, our expert team ensures you stay compliant with the latest regulations.

Need help filing under SECP’s new rules?

📞 WhatsApp us at 0336 786 0333 or visit www.EasyFiling.pk for a free consultation.

Keywords:

SECP SRO 459 of 2025, Companies Regulations 2024 Amendments, SECP Form A Update, Return of Allotment SECP, Pakistan Company Law Changes, SECP Form 3, Foreign Shareholders SECP, SECP Form 5 Changes, Easy Filing SECP, Company Compliance Pakistan