Transactions and Regulatory Compliance

Competition & Anti-Trust

  • Successfully represented Overseas Investors Chamber of Commerce and Industry (OICCI) against alleged claims of anti-competitive behaviour and collusive practices by members of the Pharma Bureau of OICCI before the Competition Commission of Pakistan
  • Representing one of the leading distributors of engine oils and lubricants in Pakistan before the Competition Commission of Pakistan in proceedings relating to deceptive marketing practices based on a complaint filed by a competing business
  • Represented around 25 medical centres licensed by the GCC States to conduct pre-departure medical check-ups of prospective emigrant workers before the Competition Commission of Pakistan
  • Representing and advising the Travel Agents Association of Pakistan (TAAP) in relation to a complaint filed before the Competition Commission of Pakistan (CCP) against the International Air Transport Association (IATA) for anti-competitive behaviour including exclusionary practices and tie-ins
  • Representing the premier regulatory body for the development and regulation of the Chartered Accountancy profession in Pakistan before the Competition Appellate Tribunal in proceedings relating to allegations of preventing, reducing or restricting competition in the relevant market

Corporate Governance & Compliance

  • Advised the president of a leading public listed banking company in relation to the enquiry conducted by the Securities and Exchange Commission of Pakistan with respect to allegations of insider trading and market trading under the Securities Act, 2015
  • Advised a multinational company on the preparation of the annual compliance calendar setting out all the corporate regulatory deadlines and timeline for filing of documents before the Securities and Exchange Commission of Pakistan
  • Advised a public listed company on scope and meaning of Related Party Transactions (RPTs), whether certain types of transactions constitute RPTs and the reporting requirements of RPTs to the Pakistan Stock Exchange
  • Advised a company considering listing on the Pakistan Stock Exchange on the factors that are taken into account by the Commission when considering the suitability of a company for listing on the stock exchange (under Section 22(4)(c) of the SECP Act, 1997) and how this phrase has been interpreted by regulatory bodies in foreign jurisdictions.
  • Advised one of the oldest private sector asset management companies in Pakistan on the nature and extent of the restrictions contained in Sections 240 and 241 of the Companies Act, 2017 in relation to payment of dividends to shareholders

Electricity

  • Drafted and filed a modification petition for the client and made detailed submissions before National Electric Power Regulatory Authority (NEPRA) in relation to generation license and generation tariff for a 50 MW solar power plant
  • Representing one of the largest housing societies of Lahore in relation to its generation license proceedings in front of NEPRA for a 68 MW HFO based thermal power plant for supply of electricity to its residents
  • Advised a client, a project originator, on the regulatory framework of the power sector and drafted a standardized bankable corporate power purchase agreement including wheeling arrangements for sale of electricity to bulk power consumers; the matter involved the development of a portfolio of renewable energy projects (amounting to 100 MW) for generation, delivery and sale to bulk power consumers
  • Acting for the project company in relation to procurement of approvals for extension in validity period of tariff in front of the national regulator for 14 MW wind power project in Sindh to be set up for sale of electricity to the Central Power Purchasing Agency Guarantee Limited
  • Acted for a client in a matter that relates to the applicability of the Workers’ Welfare Fund Act, 2019 on the power purchase agreement executed between NCPL and the national power purchaser. We issued a legal opinion on the regulatory and tax framework to the client in this regard
  • Advised renewable energy companies (totaling 35 MW including solar, bagasse and small hydro) on establishing the legal framework for removing regulatory constraints affecting the development of small renewable energy plants in relation to evacuation of electricity and related matters (NEPRA (Sale of Electric Power by Renewable Energy Companies) Guidelines, 2015)
  • Advised in relation to the proceedings for the determination of the first ever Upfront Tariff for small hydro power generation projects of up to 25 MW installed capacity
  • Represented the client in proceedings seeking review of an order of NEPRA in relation to its generation license for a 31.23 MW power plant
  • Represented the client before NEPRA in relation to the determination of the Upfront Tariff for solar PV power plants for 2016
  • Represented sugar mills before NEPRA in relation to the development of the Upfront Tariff for low-pressure boiler bagasse-based power projects for 2016
  • Successfully represented clients engaged in the implementation and development of hydropower plants in Azad Jammu & Kashmir before NEPRA in a legal challenge to the proposed amendments in the Commercial Code 2015 of CPPA-G
  • Represented numerous clients before NEPRA in various regulatory matters, including the proposed amendments to the NEPRA Act, 1997

Energy Infrastructure

  • Represented the national grid operator in negotiations relating to the transmission services agreement, land lease agreement, and O&M services agreement with a subsidiary of the State Grid Corporation of China for setting up a 4,000 MW Matiari-Lahore Transmission Line Project worth over USD 1.5 Billion
  • Acted as an investor counsel for a minority shareholder in a 50 MW solar IPP in Gharo, Sindh in relation to the shareholders’ agreements and sponsor support and security agreements under the financing documents
  • Represented and advised small hydropower IPPs in negotiations with PPIB and the power purchaser in relation to the standardized energy purchase agreement, water use agreement, and implementation agreement for small hydro projects in Azad Jammu & Kashmir
  • Acted as investor counsel on the first ever private sector solar IPP in Pakistan at various stages of project development, including shareholders’ agreement, review of financing documents and concession agreements
  • Advised solar power investors and EPC contractors on developing bankable corporate power purchase agreements for wheeling arrangements for sale of electricity to bulk power consumers
  • Reviewed and drafted multiple EPC contracts and ancillary guarantees for the setting up of an automotive assembly plant in Faisalabad, Punjab

Food & Beverages

  • Advised one of the leading global energy drinks company incorporated in the United Kingdom in relation to their product launch in Pakistan and, in particular, with respect to the food regulations applicable in Punjab, Sindh, Balochistan, Khyber Pakhtunkhwa, and Islamabad
  • Advised the owner/ firm of the restaurant ‘Ginsoy-Extreme Chinese’ in relation to issues pertaining to food and restaurant regulation, licensing, franchising, as well as the legal sustainability of joint venture projects
  • Advised the owner/ firm of the restaurant ‘Bam-Bou’ in relation to issues pertaining to food and restaurant regulation, licensing, franchising, as well as the legal sustainability of new ventures
  • Advised two of the leading milk brands in Pakistan after their milk was declared unfit for human consumption by certain laboratories who had conducted tests on the instructions of the Honorable Supreme Court of Pakistan. The aforementioned findings were eventually overturned, and the milk of both companies was declared fit for human consumption
  • Advised one of the leading foods and beverage manufacturers in Pakistan after the Honorable Supreme Court shut down production of its tea whitener on the premise that it was being misrepresented as a substitute for milk

Labor & Employment

  • Advised one of the leading banks in Pakistan in the engagement of the chief executive officer of the bank, including drafting and negotiating the appointment agreement and the terms of service
  • Advised one of the leading power producers of Pakistan on the applicability of the Workers’ Welfare Fund Act, 2019, the Companies Profits (Workers’ Participation) Act, 1968, and the Workers’ Welfare Fund Ordinance, 1971 (and have advised a number of other clients on similar issues)
  • Advised a multinational company and conducted due diligence on the applicability of labor and employment laws and issued government regulations on private limited companies during a country-wide lockdown due to Covid-19
  • Advised an international software company on various employment and labor matters, including termination and re-hiring of employees, arising from the sale of the company
  • Drafted a comprehensive memorandum on relevant employment law, including applicability of the Workers’ Welfare Fund Act, 2019, the Companies Profits (Workers’ Participation) Act, 1968, the Factories Act, 1934, the Maternity Benefits Ordinance, 1968, and the Industrial and Commercial Employment (Standing Orders) Ordinance, 1968 for a company with operations situated in Punjab and Sindh

Mergers & Acquisitions

  • Conducted a comprehensive due diligence of a company incorporated in Pakistan holding licenses for granite and marble mining in Khyber Pakhtunkhwa, Pakistan on behalf of a private equity investment firm incorporated in Delaware, USA and advised on the share subscription agreement for an investment of around USD 3 Million
  • Representing a leading Pakistani bank (a publicly listed company) on the sale of its wholly owned subsidiary, which included the drafting and execution of the share purchase agreement, disclosure notices and related regulatory approvals under the relevant provisions of the law
  • Represented a large textile conglomerate from South Punjab in the acquisition of strategic equity stake a 200 MW gas-fired IPP, and conducted due diligence, review of the project financing documents and post-transaction compliance
  • Advised several Nishat Group companies on shareholders’ agreements (involving parties from Japan), security documents and ancillary project agreements for
    establishing an automotive assembly plant for Hyundai Motor Company vehicles and parts in Pakistan
  • Advised MCB Bank Limited in relation to the amalgamation agreement with NIB Bank Limited for submission to the State Bank of Pakistan for approval under Section 48 of the Banking Companies Ordinance, 1962
  • Advised and represented a leading business group in Pakistan on the seller side in multiple transactions involving sale of assets of a sugar mill and sale of shares of another sugar mill (both located in Punjab, Pakistan); the total transaction amounted to more than PKR 12 Billion
  • Advised a client in relation to the main share purchase agreement and advised the client in relation to acquisition of shares in a real estate development company worth PKR 1.5 Billion

Oil & Gas

  • Represented one of the largest spinning mills in Pakistan in a complaint before the Oil and Gas Regulatory Authority against Sui Northern Gas Pipelines Limited in respect of a demand of unpaid gas issued by Sui Northern Gas Pipelines Limited for the sum of PKR 337 Million
  • Successfully represented a textile company before Oil and Gas Regulatory Authority against allegation of pilferage leveled by Sui Northern Gas Pipelines Limited
  • Represented the clients in fertilizer sector before Oil and Gas Regulatory Authority in relation to the review of the provisional price determination of the Re-gasified Liquefied Natural Gas (RLNG)
  • Advised a major oil and gas exploration and production (E&P) company in respect of the enquiry conducted by the Directorate General of Petroleum Concessions (DGPC) as to the reasons for non-production at one of the company’s discoveries

Public Procurements

  • Advised a consortium of leading local and foreign technology companies in relation to their preparation of a bid for tender floated by the Federal Board of Revenue (FBR) for a Track and Trace System for Tobacco products in Pakistan
  • Advised a consortium of leading local and foreign technology companies in relation to their preparation of a bid for a tender floated by the Civil Aviation Authority (CAA) for the grant of a license for the deployment, operation and maintenance of a Common Use Processing System (“CUPPS”) and Baggage Reconciliation System (“BRS”) at CAA airports across Pakistan
  • Advised a consortium of leading local and foreign technology companies in relation to their preparation of a bid for a tender floated by the Civil Aviation Authority (CAA) for the deployment, operation and maintenance of Advance Passenger Interface (API), Passenger Name Record (PNR) and E-Gates Solution at CAA airports across Pakistan

Real Estate & Property

  • Advised one of the leading business groups of Pakistan in the acquisition of title of a property located in the central business hub of Lahore (which was used for the construction for luxury apartments)
  • Advised one of the leading business groups in the due diligence and the acquisition of around 9 hectors of land in Lahore
  • Drafted and reviewed the lease deed, including due diligence of land title and registration formalities, between a Pakistani textile company and a German retailer for the operations and management of a mega mall in Multan
  • Advised one of the leading industrial groups of South Punjab in relation to long-term leases of two properties for the setting up and operation of high-end hotels in Multan
  • Conducted due diligence of land title and drafted sale deeds and ancillary agreements for the purchase of approximately 250 acres of land for a renewable IPP situated in Sindh
  • Advised a real estate developer on the long-term lease of a seven-storey commercial property situated in DHA Lahore, including registration with sub-registrar and other legal formalities

Taxation

  • Advising various Chinese EPC contractors and sub-contractors in relation to multiple tax disputes arising from EPC contracts for the construction and development of power generation facilities such as Sahiwal Coal Power Project and Haveli Bahadur Shah Power Plants
  • Advised the largest clean energy group in China on the tax implications of a land lease agreement proposed to be entered into by one of its subsidiaries in Azad Jammu and Kashmir for the purposes of developing and constructing 1124MW Hydropower Project
  • Advised the premier ride hailing service of Pakistan on the applicability of sales tax on services on ride hailing services in Khyber Pakhtunkhwa
  • Advised a major food and beverage manufacturer on the tax implications of a sponsorship agreement entered into with a major sports promotion company in order to facilitate the manufacturers sponsorship of Islamabad United cricket team in the Pakistan Super League (PSL)

Technology, Media & Telecommunications

  • Represented one of the renowned industrial groups of Pakistan before the PEMRA Council of Complaints (COC) in a complaint made against a well-known television channel for airing false and defamatory remarks against the company
  • Advised and represented a web-based start-up in relation to setting up a business in compliance with the laws of Pakistan, including complete initial documentation, intellectual property registration, and risk management and employee contracts
  • Reviewed and drafted the incorporation documents of a joint venture company for registration in Pakistan including the memorandum and articles of associations and other related documents
  • Advising one of the leading online start-ups in Pakistani in the health sector on a number of issues, including intellectual property, anti-trust laws, and financing agreements
  • Advised several major telecommunication providers in respect of a dispute with the Customs Authorities relating to the determination of the customs value of imported goods purchased from the leading Chinese global provider of information and communications technology infrastructure and smart devices
  • Advised a major telecommunication provider in respect of demand notes received from the Pakistan Telecommunication Authority (PTA) for approximately PKR 01 Billion comprising of Late Payment Additional Fee relating to Radio Frequency Spectrum Charges, BTS Registration Fee and Microwave Links
  • Advised one of the leading multinational business groups based in South Korea on the federal and business laws governing the films and cinemas in Pakistan

Trade Organizations

  • Represented APPMA members in complaints before the Director-General Trade Organizations in relation to the appointment of a receiver/ administrator for the All Pakistan Paper Merchants Association (APPMA) on account of regulatory violations
  • Advised the largest association of Pakistan, in respect of restrictions placed on the processing of Drawback of Local Taxes and Levies (DLTL) claims of the members of the association by certain banks, on account of a dispute between the association and the Directorate General of Trade Organizations relating to the validity of the license of the association
  • Advised the largest trade association of Pakistan in relation to a long-standing dispute with the Directorate General of Trade Organizations concerning the validity and status of the license of the association
  • Providing ongoing advice to the largest trade association of Pakistan on the process of its annual elections so as to ensure the same is in compliance of the Trade Organization Act, 2013 and the Trade Organization Rules, 2013