Acquirer’s Delayed Disclosure of Share Acquisition Deemed Minor Oversight by SECP

Islamabad: The Securities and Exchange Commission of Pakistan (SECP) has concluded its investigation into the delayed disclosure of share acquisition by Mr. Nadeem Maqbool, a non-executive director of Crescent Fibers Limited. The regulatory body has determined that the delay was an inadvertent oversight, attributed to technical issues with the SECP’s filing portal.

The proceedings against Mr. Maqbool were initiated following an acquisition of 166,099 voting shares of Crescent Fibers Limited, received as a gift from his spouse, Nazia Maqbool, on February 01, 2024. This transaction increased his shareholding in the company from 9.19% to 10.52%, as reported in the company’s announcement on February 22, 2024. The disclosure of this acquisition was required under the Securities Act, 2015, and the Listed Companies (Substantial Acquisition of Voting Shares and Takeovers) Regulations, 2017, to be made within two working days.

According to information available from the Pakistan Stock Exchange (PSX), the acquisition did not lead to any significant market impact or strategic shifts within Crescent Fibers Limited, as it was a non-monetary, intra-family transfer. The SECP’s investigation confirmed that no financial benefit was accrued by Mr. Maqbool from the transaction or the delayed disclosure.

During a hearing on May 16, 2024, Mr. Maqbool’s representative acknowledged the oversight and cited technical challenges with the SECP’s eServices portal as the cause of the delay. The necessary disclosure was eventually filed on May 23, 2024, a delay of approximately 78 days. The SECP noted this corrective action as a demonstration of Mr. Maqbool’s commitment to regulatory compliance.

In reviewing the case, the SECP assessed that the delayed disclosure constituted a minor, isolated incident, considering the family nature of the transaction, the absence of financial gain, and Mr. Maqbool’s clean track record. Consequently, Mr. Maqbool was issued a warning to adhere to disclosure timelines in future dealings.

The SECP’s decision underscores the importance of timely disclosures to maintain market transparency, while also recognizing the challenges posed by technical issues in regulatory compliance.