Regulation 48 — Additional particulars of Ultimate Beneficial Owners

(1) 16 (1) A company shall,
take reasonable measures to identify and obtain the information of its ultimate beneficial owners, by
issuing a notice as per Form -16 annually to every member.
Provided that in case of listed company, the company shall issue a notice as per Form-16 to
every member who holds at least five percent of shares or voting rights in the company or to the
representative of every legal person or legal arrangement which holds at least five percent of shares
or voting rights in the company;
(2) In reply to the notice issued by the company, every 17 member to whom the notice has
been issued under sub -regulation (1), shall submit a declaration to the company as per Form -17,
within fourteen days of the notice, indicating the name, address and other particulars as specified
therein, as are necessary to properly identify the ultimate beneficial owner.
Provided that any person becoming a new member subsequently shall also, within a
period of fourteen days of his name being entered in the register of mem bers, submit the said
declaration to the company 18on the specified Form-17.
(3) Where any change occurs in the particulars of ultimate beneficial owner or his
ownership of the company, the person referred to in sub -regulation (2) shall, within a period of
fourteen days from the date of any change, submit a declaration to the company as per Form-18,
stating the nature of change and other particulars as mentioned therein.
(4) Where a declaration is made to a company under sub-regulation (2) or sub-regulation
(3), the company shall make a note of such declaration in a register of ultimate beneficial owners to
be maintained by it for such purpose containing the following particulars:-
(i) Name;
(ii) Father’s Name/Spouse’s Name;

16 Substituted sub-regulation (1) vide S.R.O. 1355(I)/2025 dated 25th July, 2025.
17 Substituted the word “person” with “member” vide S.R.O. 1355(I)/2025 dated 25th July, 2025.
18 Added the expression “on the specified Form-17.” vide S.R.O. 1355(I)/2025 dated 25th July, 2025.

(iii) 19CNIC/NICOP/Passport no. along with date of issue and expiry;
20 (iiia) Date of birth
(iiib) Gender;
(iv) Nationality;
(v) Country of origin (in case of foreign national or dual national);
21 (va) Address of UBO as per CNIC/NICOP/Passport;
(vi) Usual residential address 22 (in case different than given in CNIC/NICOP/Passport);
(vii) Email address;
(viii) Date on which shareholding, control or interest acquired in the company;
(ix) Date on which shareholding, control or interest acquired in the company from former
ultimate beneficial owner;
(x) In case of indirect shareholding, control or interest being exercised through
intermediary companies, entities or other legal persons or legal arrangements in the
chain of ownership or control, the company shall take reasonable measures to obtain
names and particulars of the ultimate beneficial owner of the legal persons or
arrangements, as specified below. If there is no natural person, it should obtain the
particulars of relevant natural person who holds the position of senior managing
official:
Name
Legal form
(Company/L
LP/Partnershi
p Firm/Trust/
Any other
body
corporate (to
be specified)
Date of incorporation/ registration
Name of registering authority
Business Address
Country
Email address
Percenta
ge of
sharehol
ding,
control
or
interest
of UBO
in the
legal
person or
legal
arrange
ment
Percentage of
shareholding,
control or
interest of
legal person or
legal
arrangement in
the Company
Identity of
Natural
Person who
ultimately
owns or
controls the
legal person
or
arrangement
(a) (b) (c) (d) (e) (f) (g) (h) (i) (j)

19 Substituted clause (iii) vide S.R.O. 1355(I)/2025 dated 25th July, 2025.
20 Inserted new clauses “(iiia) Date of birth” and “(iiib) Gender” vide S.R.O. 1355(I)/2025 dated 25th July, 2025.
21 Inserted new clause “(va) Address of UBO as per CNIC/NICOP/Passport” vide S.R.O. 1355(I)/2025 dated 25th July, 2025.
22 Added the expression “(in case different than given in CNIC/NICOP/Passport)” vide S.R.O. 1355(I)/2025 dated 25th July, 2025

(xi) Any other information incidental to or relevant to enable the company to evaluate this
matter.
(5) Every company required to maintain a register of ultimate beneficial owners shall,
within fifteen days from the receipt of declaration received under sub -regulation (2) or (3), and
thereafter along with its annual return, submit to the registrar concerned a declaration of compliance
in pursuance of sub-section (2) of section 123A of the Act, as per Form-19.
23Provided that in case annual return is not required to be filed by any company under
the Act, such company shall submit declaration of compliance in pursuance of sub -section (2) of
section 123A of the Act, as per Form -19 to the registrar concerned within t hirty days of last day of
calendar year:
Provided further that in case of change of particulars of UBO, the company shall file
Form-19 with the Registrar within fifteen days from the receipt of declaration received under sub -
regulation (3) of this regulation.
(6) The board of directors of every company required to maintain a register of ultimate
beneficial owners shall authorize its chief executive officer or one of its directors or officers to
provide the information required under this regulation to the registrar for verification purposes, or to
any other authority or agency pursuant to the powers to call for information entrusted by law to such
authority or agency, and to provide further assistance as may be required, and the name and particulars
of such an officer shall be furnished to the registrar along with the declaration specified hereinabove.
(7) Without prejudice to the provisions of regulation 147, a company shall, to whom
necessary information has not been provided by a member in reply to the notice issued under sub -
regulation (1), make an application to the Commission, in the form and manner specified in regulation
5 of the Companies (Distribution of Dividends) Regulations, 2017.
Explanation.—For the purposes of this regulation, the term “ultimate beneficial owner” means
a natural person who ultimately owns or controls a company, whether directly or indirectly, through
at least twenty five percent shares or voting rights or by exercising effective control in that company
through other means. ‘Control through other means’ may be exercised through a chain of ownership
or through close relatives or associates having significant influence or control o ver the finances or
decisions of the company.
2448A. Register of Ultimate Beneficial Owners.— (1) The company shall submit to the Registrar
all the ultimate beneficial owners information maintained under sub-regulation (2) and sub-regulation
(3) of the Regulation 13, Regulation 23 and/or sub -regulation (4) of the Regulation 48, as the case
may be, on prescribed Form -1 (Application for Company Incorporation), Form -2 (Registration of
documents of a Foreign Company) or Form -19 (Declaration of compliance wit h the provisions of
section 123A of the Companies Act, 2017) respectively.

23 Omitted existing proviso and inserted two new provisos vide S.R.O. 1355(I)/2025 dated 25th July, 2025.
24 Inserted new regulation “Register of Ultimate Beneficial Owners” vide S.R.O. 1355(I)/2025 dated 25th July, 2025.

(2) The requirement to file UBO particulars as specified in sub -regulation (1) shall
commence from financial years ending on or after 30th June 2025.
(3) The Commission shall keep record of the information in the Register of Ultimate
Beneficial Owners as per format Register R-9 (Register of UBO).
(4) Every company shall take appropriate steps to verify the identity of any natural
person(s) recorded as a beneficial owner and verify the basis of identification of a person
as a beneficial owner.