| Citation(s) |
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| 2026 SLG 4097 = 2026 SLD 4097 |
C.O No. 78664 of 2024.
Presented By: (Ch. Sultan Mahmood) Judge
Date of hearing: 24.10.2025. Petitioners by: Barrister Ahmad Pervaiz & Maryam Rasheed, Advocate for the petitioners. M/s Mansoor Hassan Khan, Advocate and Barrister Nauman Ahmad Langrial, for objectors. Mr. Ruman Bilal, Advocate for the SECP. Mr. Bakhtayar Mehmood Malik, Advocate and Barrister Arhum Tariq Butt (Chairmen).
Fatima Fertilizers Company (Petitioner No.1) and Pakarab Fertilizers Limited (Petitioner No.2)
Law: Companies Act, 2017
Section: 279–283, 285(8), 61
Case Summary
The petition was filed under Sections 279–283 and 285(8) of the Companies Act, 2017 seeking the Court's approval of a Scheme of Arrangement (Demerger) between Fatima Fertilizer Company Limited (Transferor Company) and Pakarab Fertilizers Limited (Transferee Company).
Under the Scheme, a part of Fatima Fertilizer's manufacturing business, together with its assets, liabilities, rights, and obligations, was to be transferred to Pakarab Fertilizers, while the remaining business would continue with Fatima. The transfer was to take effect from 01.01.2025.
The Scheme was unanimously approved by the shareholders of both companies in their Extraordinary General Meetings (EGMs). The SECP raised certain observations, which were satisfactorily addressed by the petitioners. Nineteen secured creditors issued No Objection Certificates (NOCs). Objections filed by three unsecured creditors were rejected because the Scheme did not affect their legal rights or restructure their liabilities.