SECP has not published its own consolidated, up-to-date PDF of this Schedule. The text below is the last text SECP did consolidate, which already incorporates S.R.O. 1169(I)/2017 and S.R.O. 888(I)/2019. Unlike the Fourth Schedule, neither of the two further 2024 amendment notifications available at the time of writing (S.R.O. 1278(I)/2024 and S.R.O. 1511(I)/2024) touches the Fifth Schedule — both amend the Fourth Schedule only — so no further changes have been applied here. Verify against the source notifications linked below before relying on this for a filing.
Sources: base consolidated text · S.R.O. 888(I)/2019.
The Fifth Schedule (see https://www.corporate-law.masss.com.pk/section/section-225-contents-of-financial-statements/) sets the disclosures non-listed companies and their subsidiaries must make in their financial statements, in addition to what the applicable Financial Reporting Framework (per the Third Schedule) already requires.
Part I — General Requirements
I. Companies other than listed companies and their subsidiaries follow the applicable Financial Reporting Framework (as defined in the Third Schedule), as notified in the official Gazette by the Commission under Section 225.
II. These disclosure requirements are additional to what the applicable Framework itself prescribes, and are made in the notes to the accounts unless specifically required otherwise.
III. Beyond what the Act and this Schedule expressly require, any further information necessary to ensure the required disclosure is not misleading must also be added.
IV. Any word or expression used here but not defined in the Act and/or the Fourth Schedule has the meaning the applicable Accounting Framework gives it.
V. The following shall be disclosed in the financial statements:
1. General information about the company: (i) geographical location of all business units including mills/plant; (ii) the capacity of an industrial unit, actual production, and the reasons for any shortfall; (iii) the number of persons employed as at the financial statement date and the average number during the year; and (iv) the names of associated companies, related parties, or undertakings the company transacted or had agreements/arrangements with during the year, with the basis of the relationship (common directorship, percentage shareholding) — using the applicable Framework’s definition of “related party.”
2. For associated companies, subsidiaries, joint ventures, or holding companies incorporated outside Pakistan that the company transacted or had agreements/arrangements with during the year: name of the undertaking, registered address, and country of incorporation.
3. and 4. (Clauses deleted.)
5. Where the company has given loans/advances, or made short- or long-term investments, in foreign companies or undertakings: name of the company/undertaking and its jurisdiction.
Part II — Requirements as to Statement of Financial Position
6. Disclose as separate line items on the face of the statement of financial position: (i) revaluation surplus on property, plant and equipment; (ii) long-term deposits and prepayments; (iii) unpaid dividend; (iv) unclaimed dividend; and (v) cash and bank balances.
Fixed Assets
7. Where a company-funded property or asset is not held in the company’s name or is not in its possession/control, disclose that fact and the reasons, along with the property/asset’s description and value and who holds/possesses/controls it.
8. Land and buildings must be distinguished between freehold and leasehold.
9. Forced sale value must be separately disclosed on revaluation of property, plant and equipment, or investment property.
10. On sale of fixed assets, if the aggregate book value of assets sold exceeds Rs. 5 million, disclose for each asset with a book value of Rs. 500,000 or more: (i) cost or revalued amount; (ii) book value; (iii) sale price and mode of disposal; (iv) particulars of the purchaser; (v) gain or loss; and (vi) any relationship of the purchaser with the company or its directors.
Long Term Investments
11. (Clause deleted.)
Long Term Loans and Advances
12. On loans/advances to directors: (i) the purpose of the loan/advance; and (ii) a reconciliation of the carrying amount at the start and end of the period, showing disbursements and repayments.
13. Reasons must be disclosed for any loan/advance obtained or provided otherwise than on arm’s-length terms.
14. On loans and advances to associates: (i) name of each associate/related party; (ii) terms of the loan/advance; (iii) particulars of any collateral security; (iv) the maximum aggregate amount outstanding at any time during the year, by month-end balances; (v) provisions for doubtful loans/advances; and (vi) any loans/advances written off.
Current Assets
15. On debts/receivables from associates: (i) name of each associate/related party; (ii) the maximum aggregate amount outstanding at any time during the year, by month-end balances; (iii) receivables past due or impaired, with age analysis distinguishing trade debts, loans, advances, and other receivables; (iv) debts written off as irrecoverable, similarly distinguished; (v) provisions for doubtful/bad debts, similarly distinguished; and (vi) justification for any reversal of a doubtful-debt provision.
16. Any provision for bad/doubtful loans and advances, or for diminution/loss on an asset, is shown as a deduction from the gross amount.
Share Capital and Reserves
17. Capital and revenue reserves must be clearly distinguished; any reserve the Act requires to be maintained is separately disclosed; legal or other restrictions on distributing or applying reserves must be disclosed for every reserve maintained.
18. Issued share capital must separately disclose: (i) shares allotted for cash consideration; (ii) shares allotted for consideration other than cash (property and others separately); (iii) bonus shares allotted; and (iv) treasury shares.
18A. Any discount on the issue of shares is shown separately as a deduction from share capital in the statement of financial position and the statement of changes in equity (if applicable).
19. Shareholder agreements covering voting rights, board selection, rights of first refusal, and block voting must be disclosed.
Non-Current Liabilities
20. Amounts due to an associated company are disclosed separately.
Current Liabilities
21. Disclose as separate line items: (i) payable to a provident fund, contributory pension fund, or other contributory retirement fund; (ii) deposits, accrued liabilities, and advances; (iii) loans from banking companies/financial institutions other than an associated company; (iv) loans/advances from an associated company, sponsors, and directors, with purpose and utilisation; and (v) loans/advances classified as secured and unsecured.
22. For a provident/pension/other contributory retirement fund the company maintains, state that investments in collective investment schemes and listed equity/debt securities out of those funds comply with Section 218 and its conditions.
23. On security deposits payable: (i) bifurcate amounts received as security deposits for goods/services to be delivered into amounts usable for company business and others; (ii) amount utilised for business purposes per Section 217 and any written agreement; and (iii) amount kept in a separate bank account.
Contingencies and Commitments
24. Describing any legal proceeding before a court, agency, or government authority (local or foreign): name of the court/agency/authority, date instituted, the principal parties, a description of the factual basis, and the relief sought.
Part III — Requirements as to Statement of Profit or Loss Account
25. Disclose as separate deductions from turnover: (i) trade discount; and (ii) sales and other taxes directly attributable to sales.
26. The aggregate amount of auditors’ remuneration — fees, expenses, and other remuneration for audit services and for services in any other capacity (stating their nature), shown separately for each joint auditor where applicable.
27. Where a donation to a single party exceeds 10% of the company’s total donations for the year, or Rs. 1 million, whichever is higher, disclose the donee’s name; where a director or their spouse has an interest in the donee (of any amount), disclose the director’s name and interest.
28. (Clause deleted.)
29. Disclose, separately for directors, chief executive, and executives (with the number of each): (i) fees; (ii) managerial remuneration; (iii) commission or bonus (nature stated); (iv) reimbursable expenses in the nature of a perquisite/benefit; (v) pension, gratuities, and company contributions to provident/superannuation/other staff funds, and compensation for loss of office/retirement; (vi) other perquisites and benefits, with their nature and approximate money values where practicable; and (vii) amounts for any other services rendered.
30. For royalties paid to companies/entities/individuals: (i) name and registered address; and (ii) relationship, if any, with the company or its directors.