Pakistan’s largest telecom merger has moved a step closer to completion after the Islamabad High Court (IHC) approved the amalgamation of Telenor Pakistan (Private) Limited into Pak Telecom Mobile Limited (PTML), the company operating under the Ufone brand.
The court’s decision removes the final legal hurdle for the integration of the two telecom operators, paving the way for the merger to proceed.
Following the merger, the combined business is expected to gradually retire both the Ufone and Telenor Pakistan brands and operate under the “e&” identity, aligning with the global branding strategy of the UAE-based telecom group.
According to a notice submitted to the Pakistan Stock Exchange (PSX), the approved Scheme of Amalgamation provides for the transfer of Telenor Pakistan’s entire business, including its assets, liabilities, rights, and obligations, to PTML as a going concern.
The scheme also authorizes the cancellation of PTCL’s entire shareholding in Telenor Pakistan. Once the merger process is completed, Telenor Pakistan will cease to exist as a separate legal entity without undergoing liquidation, and its name will be removed from the records of the Registrar of Companies.
The court’s approval follows the issuance of the final No Objection Certificate (NOC) by the Pakistan Telecommunication Authority (PTA), which cleared the way for the operational integration of the two companies.
Justice Khadim Hussain Soomro approved the merger under Sections 279 to 283 and 285(8) of the Companies Act, 2017, ruling that the amalgamation satisfied all legal requirements, protected the interests of shareholders and creditors, and was not contrary to the public interest.
The court further noted that all secured creditors of both companies had unanimously supported the merger by submitting their respective no-objection certificates. It also acknowledged that the International Finance Corporation (IFC) consortium had separately filed its no-objection certificate with the Securities and Exchange Commission of Pakistan (SECP), further supporting the completion of the transaction.
