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Body Corporate Status Extends to whole of Pakistan Perpetual succession Common seal May sue and be sued in its own name May contract
Authority: Power originates from government. Policy making by government Commission: Power originates from stakeholder (persons having interest) and government. Majority is from private side. Hence, policy making is largely shifts from government to private sector. Dealing in Securities u/s. 2(j) means making or offering to make, whether as principal or agent, with any person or inducing or attempting to induce any person to enter into or to offer to enter into1. any agreement for or with a view to acquiring, disposing of, subscribing for or underwriting securities, or 2. any agreement the apparent or ostensible purpose of which is to secure a profit to any of the parties from the yield of securities or by reference to fluctuations in the value of securities;
Commissioners1 u/s. 5
1. Shall not be less than 5 and more than 7 2. Majority from private sector. 3. The Commissioners, including the Chairman2, shall be paid such remuneration and allowances as are determined by the Commission3 may with the approval of the Board4. 4. A person who is more than 62 years of age, on the date of his appointment, shall not be appointed as a Commissioner; and 5. A Commissioner shall cease to hold office attaining the age of 65 years. Remember, No act or proceeding of the Commission shall be invalid by reason only of the existence of a vacancy in, or defect in the constitution of the Commission.
1 Commissioner u/s. 2(h): Means a Commissioner of the Commission and shall include the Chairman thereof 2 Chairman u/s. 2(d): Means the Chairman of the Commission 3 Commission u/s. 2(g): Means the Securities and Exchange Commission of Pakistan (SECP) 4 Board u/s. (c): Securities and Exchange Policy Board
SECP
Divisions
Insurance Division Securities Market Division Specialized Companies Division
Quetta
Peshawar
Multan
Lahore
Faisalabad
Karachi
Islamabad
5 Private Sector Person u/s. 2(p) A person who is not in the service of Pakistan or of any statutory body or any body which is owned or controlled by the Federal Government or a Provincial Government not including a University or an educational institution.
Failure to disclose Interest Any Commissioner or Member who fails to disclose his interest shall be guilty of an offence and shall on conviction be liable to imprisonment for a term which may extend to one year, or a fine not exceeding one million rupees, or both. Defence: It shall be a valid defence for a person charged with an offence, if he proves that he was not aware of the facts constituting the offence and that he exercised due care and diligence in discovering those facts which he ought reasonably to have known in the circumstances.
c. Calling for information, undertaking inspections, conducting inquiries and audits of the Stock Exchanges and intermediaries and self-regulatory organizations in the securities markets; d. Ensuring and monitoring compliance by insurers, insurance surveyors and insurance intermediaries of all laws, rules and regulations pertaining to insurance for the time being in force; 4. Promotion Functions a. Promoting and regulating self-regulatory organizations including securities industry b. Promoting investors education and training of intermediaries of securities markets; c. Encouraging the organized development of the capital market and the corporate sector in Pakistan; d. Encouraging the organized development of the insurance market in Pakistan; e. Promoting and regulating development of Private Pension Schemes and Funds; and f. Promoting and regulating any scheme, fund, arrangement or undertaking established by or on behalf of companies and state owned corporations as employers, for entitlement of post employment benefits of their employees. 5. Maintenance Functions a. Maintaining and issuing panels of auditors and approving audit firms for financial institutions, listed companies and NBFIs; b. Conducting investigations in respect of matters related to SECP Act & the Companies Ordinance 1984 c. Conducting investigations for the purpose of investigating insider trading in securities and initiating actions against the offenders; 6. Advisory Functions a. Proposing regulations for the registration and regulating the working of collective investment schemes, including unit trust schemes b. Considering and suggesting reforms of the law relating to companies and bodies corporate, securities markets
Powers of Investigating Officers u/s. 30 1. Enter any place or building only after written order of the commission signed by any two commissioners a. To inspect and make copies of or take extracts; and b. Where he believes that an offence has been committed has a power to make investigation or inspection, to search for, seize, take possession of and detain any object or documents which may be used as evidence. 2. Require any person to produce before him documents which are in custody or control of that person 3. A person who a. fails deliberately to produce or b. Obstructs or hinders an investigating officer, shall be guilty of an offence and shall be liable on conviction to a fine which may extend to one million rupees or to imprisonment for a term not exceeding one month, or both. Documents seized and taken possession of by the investigating officer may be inspected by a person entitled to inspect under SECP Act and authorized in writing by commission. Complaint to Commission of conduct of Investigating Officer u/s. 30(6)(7) Any Person aggrieved may lodge a complaint to the commission. Commission shall within fifteen days of receipt of the complaint, commence a hearing to determine the veracity of such complaint in accordance with prescribed procedures. Forcible Entry9 u/s. 31 An investigating officer may enter any place or building by force, if necessary with a written order of the Commission signed by any two Commissioners. If, on enquiry it is found that the exercise by an investigating officer of his power was vexatious10, excessive or with mala fide intent such officer shall be dismissed from service and punishable with a fine which may extend to five hundred thousand rupees and imprisonment for a term not exceeding one year. Whenever a criminal court imposes a fine it shall order that a sum equal to the whole or any part of the fine recovered o Be paid to the complainant and o In case the fine is not recovered the sum shall be paid out of the Fund. Power to call for Examination u/s. 32 Commission may by notice in writing require any person acquainted to appear before an authorized investigating officer. Person examined shall be bound to answer all relevant questions in truth, whether or not the statement is made wholly or partly. Statement o Person shall be examined orally and his statements during examination shall be reduced into writing
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Forcible Entry: Means to enter any place or building against wishes. Vexatious: Instituted without sufficient grounds and serving only to cause annoyance to the defendant.
o Written statement will be signed by the person making such statement and he shall affix his thumb print on it. o The investigating officer shall endorse thereon under his hand the fact of such refusal and the reason therefore, if any, stated by the person examined