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Coal Supply Safeguarded in High-Stakes Pakistan Energy Dispute

Coal supply safeguarded in high-stakes Pakistan energy dispute

RIAA Barker Gillette has secured the suspension of an injunction that threatened to disrupt coal offloading for Huaneng Shandong Ruyi (Pakistan) Energy, a 1320 MW imported coal-fired power plant central to Pakistan’s generation mix. The appellate court’s decision restored operational flexibility in a complex Pakistan energy dispute spanning multiple agreements, a foreign-seated arbitration clause, regulatory frameworks and port logistics infrastructure.

Background to the Pakistan energy dispute

The underlying contractual matrix was governed by foreign law and contained an arbitration agreement providing for dispute resolution at an offshore seat, raising threshold questions on the propriety of a domestic court granting interim relief that effectively pre-empted issues reserved for the arbitral tribunal. Notwithstanding the arbitration clause, the respondent obtained an injunction seeking to confine coal offloading to a single terminal arrangement, although no such restriction existed under the NEPRA tariff regime, the Power Purchase Agreement or the broader governing policy framework. The constraint was also commercially untenable, since the designated terminal could handle no more than 2.64 million tons of coal annually — well below the project’s annual requirement of 3.5 million tons.

The timing of the dispute magnified the stakes considerably. Regional conflict affecting the Strait of Hormuz had sharply reduced Pakistan’s LNG generation from its usual 6,000 MW capacity, and coal-fired generation had consequently assumed heightened strategic importance for national energy security.

Strategy and outcome

With seven vessels awaiting immediate unloading and a continuous monthly pipeline of shipments scheduled thereafter, any restriction on offloading capacity would have triggered demurrage exposure, contractual breach under the PPA and broader instability in the national power supply.

Nadir Altaf, Partner and lead counsel, advanced a layered case before the appellate court, addressing the limits of court intervention in matters subject to a foreign-seated arbitration agreement, the absence of any contractual or regulatory basis for the restriction imposed, and the disproportionate operational harm flowing from continued injunctive relief. The presiding Judge held both judicial experience and engineering qualifications, which enabled a practical appreciation of the operational realities and port-capacity constraints underlying the dispute.

“This case turned on a careful reading of the contractual and regulatory architecture governing fuel logistics, and on the well-established principle that interim relief should not extend beyond what the underlying agreements contemplate — particularly where the parties have chosen to resolve their disputes through international arbitration,” said Nadir Altaf, Partner at RIAA Barker Gillette. “We are pleased that the appellate court was able to restore the balance of convenience in a manner consistent with the project’s operational realities and the wider public interest.”

The court ultimately held that the balance of convenience favoured suspension, and the project resumed uninterrupted vessel unloading shortly thereafter, averting disruption to a critical piece of national energy infrastructure.

Implications

This Pakistan energy dispute illustrates how appellate intervention can preserve project bankability where injunctive relief from a domestic court threatens to disrupt established contractual architecture and pre-empt issues reserved for arbitration, with broader resonance for IPP sponsors, lenders and offtakers navigating cross-border dispute resolution in Pakistan’s energy sector.

Our team on this matter was led by Nadir Altaf (Partner – Pakistan).

For more information on energy sector disputes, contact Nadir Altaf today.

This article is not legal advice; it provides information of general interest about current legal issues.

RIAA Barker Gillette is Pakistan’s premier law firm, with an on-the-ground presence in three major cities in Pakistan: Karachi, Islamabad and Lahore, and affiliated offices in Dubai (DIFC) and London. 

The firm practices in all areas of corporate, commercial and dispute resolution law. Leading international legal directories consistently recognise the firm as a top-tier law firm in Pakistan.

RIAA Barker Gillette is the exclusive member firm in Pakistan for Lex Mundi, the world's leading network of independent law firms with in-depth experience in over 125 countries worldwide.

RIAA Barker Gillette is the exclusive member firm in Pakistan for Lex Mundi, the world’s leading network of independent law firms with in-depth experience in over 125 countries worldwide.


E-Commerce Advisory on Customs Valuation in Pakistan

Advising leading global e-commerce platform

RIAA Barker Gillette recently advised one of the world’s fastest-growing international e-commerce platforms on customs valuation in Pakistan and import compliance. The engagement addressed the platform’s expanding operations in Pakistan amid evolving regulatory requirements for cross-border digital commerce.

Navigating a Complex Regulatory Framework

The advisory required detailed analysis of Pakistan’s customs framework, including the Customs Act 1969 and the Customs Rules 2001. The firm guided the platform on structuring pricing models aligned with local taxation and customs requirements. Additionally, the team assessed regulatory implications of import declarations under recent amendments introduced by the Finance Act 2025. These amendments reshaped the treatment of cross-border e-commerce transactions and introduced new compliance obligations for digital platforms.

Designing Practical Compliance Solutions

The firm worked closely with the platform to evaluate compliance considerations across its supply chain. This included guidance on documentation and evidentiary requirements supporting accurate customs declarations. The team also helped develop internal processes to ensure transparency and conformity with Pakistan’s import procedures and consumer protection regulations. Furthermore, the firm advised on aligning the platform’s operational model with Pakistan’s broader trade policy objectives.

Broader Market Context

Customs valuation in Pakistan presents distinct challenges for international e-commerce businesses. Cross-border platforms must navigate layered regulatory requirements that differ significantly from traditional import models. As a result, accurate customs declarations and robust pricing structures remain essential for sustainable market access.

“Our work with this platform reflects our commitment to helping international businesses understand and comply with Pakistan’s customs and trade regulations,” said Mazhar Bangash, Partner at RIAA Barker Gillette. “We see growing demand from global digital commerce players seeking clarity on customs valuation in Pakistan as the e-commerce sector expands.”

This engagement reinforces the firm’s depth of expertise in customs law, international trade, and regulatory compliance. It further underscores RIAA Barker Gillette’s role as a trusted advisor to multinational businesses navigating Pakistan’s regulatory environment.The engagement was led by Mazhar Bangash (Partner – Pakistan) and included Saman Shahrukh (Associate).

For more information, on international trade, whether in the context of e-commerce or otherwise, contact Mazhar Bangash, our heads of International Trade and Trade Remedies.

This article is not legal advice; it provides information of general interest about current legal issues.

RIAA Barker Gillette is Pakistan’s premier law firm, with an on-the-ground presence in three major cities in Pakistan: Karachi, Islamabad and Lahore, and affiliated offices in Dubai (DIFC) and London. 

The firm practices in all areas of corporate, commercial and dispute resolution law. Leading international legal directories consistently recognise the firm as a top-tier law firm in Pakistan.

RIAA Barker Gillette is the exclusive member firm in Pakistan for Lex Mundi, the world's leading network of independent law firms with in-depth experience in over 125 countries worldwide.

RIAA Barker Gillette is the exclusive member firm in Pakistan for Lex Mundi, the world’s leading network of independent law firms with in-depth experience in over 125 countries worldwide.


RIAA defeats ship arrest of M/V Lady Ileen amid the Strait of Hormuz crisis

[NEWS] RIAA defeats admiralty arrest in Iran bound shipping dispute amid Hormuz crisis

The Strait of Hormuz crisis has produced a new wave of shipping disputes — diverted voyages, stranded cargoes, war-risk invocations — with Pakistan’s admiralty courts at Karachi emerging as a key forum. Against that backdrop, last week the Sindh High Court released M/V Lady Ileen, a Palau-flagged bulk carrier arrested at Karachi since March 2026. The Court acted on a jurisdictional challenge by RIAA Barker Gillette for Turkish voyage charterer Ege Trade ve Pazarlama A.Ş. Two questions arose: whether a disponent owner can bring a ship arrest without a claim in personam against the beneficial owner relating to the use or hire of a ship; and whether protective discharge can rest on a war-risk case advanced under a since-terminated time charter, and contradicted by the claimant’s own contemporaneous correspondence.

The commercial backdrop

In January 2026, Ege Trade fixed M/V Lady Ileen for 27,500 tonnes of ground phosphate from Egypt to Bandar Imam Khomeini (BIK), Iran. The Oman-based disponent owner, Nexus Marine Trading & Logistics Service SPC, agreed the fixture and took freight. For banking reasons, the parties executed two fixture notes: Karachi as the documentary port, and BIK — via a rider — as the actual destination. Unknown to Ege Trade, Nexus’s time charter banned Iran trade save a narrow food-only carve-out that excluded phosphate.

The invocation of war risk

The vessel signalled ETAs to BIK for 15–19 January 2026. Yet Nexus shortly afterwards invoked the war-risk clause, and the vessel went directly to Karachi anchorage. On the same day it served its war-risk notice, Nexus’s own correspondence called BIK the “intended port of call.” Port records showed BIK remained operational. War risk was the stated reason; the undisclosed head-contract bar was the real one.

The ship arrest

On 4 March 2026 — days after strikes on Iran triggered the Hormuz crisis — Nexus filed suit at the Sindh High Court and obtained ex parte ship arrest. RIAA filed counter-affidavits and a stay application under the 2011 Arbitration Act the very next day.

The jurisdictional defence

Our principal defence attacked the statutory gateway to the ship’s arrest. Section 4(4) of the Admiralty Jurisdiction of High Courts Ordinance, 1980 requires both a claim in personam and beneficial ownership of the vessel to sit in the same defendant for quasi in rem claims, including those under section 3(2)(h). Under V.N. Lakhani v. M.V. Lakatoi Express (PLD 1994 SC 894), charterers fall outside that category. The registered owner, Vectory Marine Services Inc., had no contractual nexus with Nexus.

The plaintiff’s agency argument that the manager acted for the registered owner failed on the documents. The BIMCO SHIPMAN management agreement had only the technical functions opted in, not commercial management. The NYPE time charter bore the manager’s own signature, named the manager as “Owner,” and directed hire to the manager’s account.

Protective discharge and the liens

Protective discharge could not outlast the arrest, and was self-defeating on its own terms. The plaintiff invoked both the GENCON Clause 8 lien (voyage level) and the mirror NYPE Clause 18 lien (time-charter level) — but both are possessory. Discharge without original bills of lading would also have exposed the registered owner to a misdelivery claim.

Outcome

After several days of argument, the Court on 9 April 2026 passed a short tentative order releasing the vessel, recording that serious questions of maintainability arose. The Court required no security from Ege Trade. The plaintiff’s appeal failed to secure a stay. The vessel sailed from Karachi on 17 April 2026. At subsequent hearings, we will be pushing for a hearing on maintainability.

“Disciplined jurisdictional analysis is decisive in admiralty arrest cases,” said Mayhar Kazi, Partner at RIAA Barker Gillette. “Pakistani law requires a claim in personal to be alleged against the beneficial owner as the gateway to arrest for quasi in rem claims, and SHIPMAN-based agency arguments require testing against what the form actually agrees.”

The matter reflects RIAA’s integrated dispute resolution capability across admiralty, international arbitration and sanctions-sensitive trade. It was led by Mayhar Kazi (Partner – Pakistan) supported by Doost Muhammad Jan (Associate).

For further information on admiralty, shipping and sanctions-sensitive trade matters, please contact Mayhar Kazi today.

This article is not legal advice; it provides information of general interest about current legal issues.

RIAA Barker Gillette is Pakistan’s premier law firm, with an on-the-ground presence in three major cities in Pakistan: Karachi, Islamabad and Lahore, and affiliated offices in Dubai (DIFC) and London. 

The firm practices in all areas of corporate, commercial and dispute resolution law. Leading international legal directories consistently recognise the firm as a top-tier law firm in Pakistan.

RIAA Barker Gillette is the exclusive member firm in Pakistan for Lex Mundi, the world's leading network of independent law firms with in-depth experience in over 125 countries worldwide.

RIAA Barker Gillette is the exclusive member firm in Pakistan for Lex Mundi, the world’s leading network of independent law firms with in-depth experience in over 125 countries worldwide.


PTA Anti-Dumping Duties: RIAA Barker Gillette Secures 9.50%

PTA Anti-Dumping Duties: RIAA Barker Gillette Secures 9.50%

In July 2025, RIAA Barker Gillette filed an application on behalf of Lotte Chemical Pakistan Limited (LCPL) before the National Tariff Commission (the Commission), seeking anti-dumping duties on imports of purified terephthalic acid (PTA) from China. The Commission subsequently initiated a formal investigation on 16 August 2025 under the Anti-Dumping Duties Act, 2015.

Strategic Significance of PTA

PTA is a critical industrial input across Pakistan’s textile and packaging value chains. Manufacturers use it to produce polyester staple fibre, polyester filament yarn, and PET resin for bottles and food packaging. These downstream industries supply everyday consumer goods, including garments, beverage containers, and household plastics. LCPL operates Pakistan’s sole PTA production facility at Port Qasim, Karachi, with an annual capacity of 500,000 tonnes. As a result, the investigation carries significant implications for domestic manufacturing capacity and supply-chain resilience.

The Investigation and Preliminary Determination

A central challenge in the case involved distinguishing between legitimate imports needed to meet residual demand and dumped imports entering at unfairly low prices. PTA pricing practices added further complexity, as prices are often benchmark-linked and adjusted retrospectively rather than fixed at shipment.

The firm assembled detailed pricing and cost evidence from recognised international market intelligence sources. This approach ensured the Commission had a reliable basis for assessing dumping margins and price effects. Throughout the investigation, the firm has advised LCPL during the Commission’s on-site verification, responded to submissions by exporters, importers, and downstream users, and addressed issues of price undercutting and sales displacement.

In its Preliminary Determination dated 4 January 2026, the Commission imposed provisional anti-dumping duties ranging from 2.63% to 9.50% on the subject imports. This marks an important step toward addressing unfairly priced PTA entering the Pakistani market, while the investigation continues toward a final determination.

“This preliminary determination is an important measure to counter unfair trade practices affecting Pakistan’s sole PTA producer and a critical industrial input,” said Mazhar Bangash, Partner at RIAA Barker Gillette.

The team on this matter was led by Mazhar Bangash (Partner – Pakistan) and supported by Senior Associate Momin Taufiq, Associate Saman Shahrukh, Junior Associate Ayesha Bashir, and Trainee Associate Fuzail Hassan.

For advice on trade remedies matters in Pakistan, contact Mazhar Bangash today.

This article is not legal advice; it provides information of general interest about current legal issues.

RIAA Barker Gillette is Pakistan’s premier law firm, with an on-the-ground presence in three major cities in Pakistan: Karachi, Islamabad and Lahore, and affiliated offices in Dubai (DIFC) and London. 

The firm practices in all areas of corporate, commercial and dispute resolution law. Leading international legal directories consistently recognise the firm as a top-tier law firm in Pakistan.

RIAA Barker Gillette is the exclusive member firm in Pakistan for Lex Mundi, the world's leading network of independent law firms with in-depth experience in over 125 countries worldwide.

RIAA Barker Gillette is the exclusive member firm in Pakistan for Lex Mundi, the world’s leading network of independent law firms with in-depth experience in over 125 countries worldwide.


Constitutional Challenge to NEPRA Prosumer Regulations

[NEWS] Constitutional Challenge to NEPRA Prosumer Regulations

RIAA Barker Gillette has filed a constitutional petition before the Islamabad High Court challenging the NEPRA Prosumer Regulations 2026. The regulations replaced Pakistan’s decade-old net metering regime with a net billing framework. This change fundamentally alters how solar consumers receive compensation for electricity exported to the grid.

A Structural Shift in Pakistan’s Solar Framework

Under the previous regime, solar consumers offset exported electricity against imported units on a one-to-one basis. The revised framework now compensates exported electricity at the national average energy purchase price — approximately PKR 11 per unit — while consumers continue to pay prevailing retail tariffs for grid electricity. As a result, the commercial position of existing solar consumers has shifted significantly.

The Constitutional Challenge

The petition contests both the process and substance of this regulatory change. Specifically, it raises questions about consultation and notification requirements under the governing statute. It also examines whether such changes can lawfully apply to subsisting agreements without adequate transitional mechanisms.

At the core of the challenge are issues of regulatory authority, legal certainty, and consumer protection. The petition argues that changes materially affecting the economic position of existing consumers require clear statutory backing. Moreover, the NEPRA Prosumer Regulations raise broader concerns about the limits within which regulatory authorities may revisit previously settled frameworks.

Broader Sectoral Context

Recent amendments indicate that existing net metering consumers may continue under their current agreements until expiry. However, all new installations now fall under the revised net billing framework. This phased transition has prompted debate across the industry regarding investment certainty and the long-term viability of distributed renewable energy projects.

“This is not about whether net billing is good or bad policy. It is about whether such a fundamental shift could lawfully proceed through delegated regulations without following constitutional and statutory safeguards. At its core, this is about regulatory discipline — even well-intentioned policy must travel through the right legal route,” said Nadir Altaf, Partner at RIAA Barker Gillette.

The case has attracted attention from investors, developers, and consumers across Pakistan’s energy sector. Its outcome could shape the future direction of regulatory reform concerning distributed generation and renewable energy policy.

The team advising on this matter is led by Nadir Altaf (Partner – Pakistan).

For more information on electricity regulation in Pakistan, contact Nadir Altaf today.

This article is not legal advice; it provides information of general interest about current legal issues.

RIAA Barker Gillette is Pakistan’s premier law firm, with an on-the-ground presence in three major cities in Pakistan: Karachi, Islamabad and Lahore, and affiliated offices in Dubai (DIFC) and London. 

The firm practices in all areas of corporate, commercial and dispute resolution law. Leading international legal directories consistently recognise the firm as a top-tier law firm in Pakistan.

RIAA Barker Gillette is the exclusive member firm in Pakistan for Lex Mundi, the world's leading network of independent law firms with in-depth experience in over 125 countries worldwide.

RIAA Barker Gillette is the exclusive member firm in Pakistan for Lex Mundi, the world’s leading network of independent law firms with in-depth experience in over 125 countries worldwide.


RIAA Delivers Comprehensive Airline Regulatory Compliance Roadmap for Pakistan Market Entry

Clearing the Runway for a Major Airline's Pakistan Operations

The KSA office of a Big Four professional services firm engaged RIAA Barker Gillette to develop a comprehensive airline regulatory compliance framework for a major international airline preparing to launch operations in Pakistan. The cross-border mandate — originating from the Middle East and requiring deep Pakistan regulatory expertise — demanded cross-disciplinary analysis spanning customs law, civil aviation regulation, foreign exchange controls, carbon tax obligations, and strategic compliance architecture across 19 distinct areas of the airline’s proposed operations.

The airline required a complete regulatory roadmap before commencing commercial flights into Pakistan. Our team began with the foundational requirements: entry and exit procedures under the Customs Act, 1969, civil aviation certifications recognised under the Civil Aviation Rules, 1994, and flight permissions issued under bilateral Air Service Agreements. We then mapped the airline’s foreign exchange reporting obligations to the State Bank of Pakistan, including monthly reporting of passage and freight bookings and compliance procedures for remittance of surplus collections.

A central component of the advisory addressed customs valuation across complex aircraft acquisition structures. Our team analysed the distinct regulatory treatment of owned aircraft, dry leases, wet leases, and charter arrangements — delineating when the goods component attracts duty and when service elements fall outside the customs valuation framework. We also advised on the duty-free re-import regime for parts exported for repair under warranty.

Pakistan offers substantial incentives for the aviation sector. Aircraft, spare parts, engines, and maintenance equipment qualify for zero percent customs duty under the Fifth Schedule to the Customs Act and the National Aviation Policy. Our team guided the client through the eligibility criteria, Aviation Division certification requirements, and application processes needed to access these concessions.

The advisory extended well beyond traditional customs analysis. We assessed the regulatory treatment of the airline’s ancillary services and loyalty programme, distinguishing between services (which carry no customs implications) and goods such as amenity kits, duty-free products, and airline merchandise — each attracting different obligations depending on whether they are sold domestically or on international flights.

On environmental compliance, we advised that while Pakistan currently imposes no carbon tax on aviation, the airline must comply with CORSIA monitoring, reporting, and verification requirements on international flight emissions. We noted that mandatory offset purchases will take effect from 2027.

The advisory also examined the joint and several liability regime governing carriers and customs agents, cargo handling and warehousing obligations through third-party handlers, and customs audit preparedness — including record retention, manifest accuracy, and the significant penalty exposure for non-compliance, which extends to potential confiscation of the aircraft itself.

Our advisory culminated in a three-pronged compliance strategy. First, we recommended immediate digital infrastructure through WeBOC enrolment and automated manifest systems. Second, we advised the airline to clearly delineate its role as carrier versus importer of record and to structure third-party handler agreements to allocate customs liability appropriately. Third, we recommended embedding preemptive airline regulatory compliance across every operational touchpoint — including redundant checking systems, monthly internal audits, and zero tolerance for manifest discrepancies.

“Our engagement by a Big Four firm’s KSA practice to advise on Pakistan’s regulatory landscape reflects the confidence that leading international professional services firms place in our capabilities,” said Mayhar Kazi, Partner at RIAA Barker Gillette. “The aviation sector here offers genuinely attractive concessions, but realising them demands rigorous compliance across customs, civil aviation, foreign exchange, and emerging environmental obligations. Precision and practical insight at every level are essential.”

The team advising on this matter was led by Mayhar Kazi (Partner – Pakistan).

For further information or advice on airline regulatory compliance in Pakistan, please contact Mayhar Kazi.

This article is not legal advice; it provides information of general interest about current legal issues.

RIAA Barker Gillette is Pakistan’s premier law firm, with an on-the-ground presence in three major cities in Pakistan: Karachi, Islamabad and Lahore, and affiliated offices in Dubai (DIFC) and London. 

The firm practices in all areas of corporate, commercial and dispute resolution law. Leading international legal directories consistently recognise the firm as a top-tier law firm in Pakistan.

RIAA Barker Gillette is the exclusive member firm in Pakistan for Lex Mundi, the world's leading network of independent law firms with in-depth experience in over 125 countries worldwide.

RIAA Barker Gillette is the exclusive member firm in Pakistan for Lex Mundi, the world’s leading network of independent law firms with in-depth experience in over 125 countries worldwide.


RIAA advises Nippon Express on TCS Logistics stake in Pakistan

RIAA Barker Gillette advises Nippon Express on strategic investment in TCS Logistics

Nippon Express Holdings has completed a strategic minority investment in TCS Logistics (Private) Limited, one of Pakistan’s largest and most established logistics companies. NX South Asia & Oceania Co., Ltd., a subsidiary of the Japan-based NX Group, executed the transaction on 2 February 2026. This cross-border deal marks a significant development in foreign direct investment into Pakistan’s logistics sector.

Founded in 1983 and headquartered in Karachi, the TCS Group ranks among Pakistan’s leading logistics conglomerates. TCS Logistics operates a nationwide infrastructure spanning domestic land transportation, warehousing and distribution, and international overland transport connecting Central Asia to overseas destinations via the Port of Karachi. The NX Group, with operations in over 50 countries, will leverage TCS Logistics’ domestic network and customer base to expand its capabilities in a market of over 250 million people.

RIAA Barker Gillette acted as Pakistan law counsel to Nippon Express, working alongside Japan’s Nishimura & Asahi — a fellow Lex Mundi member firm. The firm conducted detailed legal due diligence and advised on the structuring, negotiation, and execution of core transaction documents. These included a shareholders’ agreement, share subscription agreement, and share purchase agreement, reflecting a carefully balanced framework governing ownership, management rights, and future operations.

Additionally, competition law approvals formed a critical component of the deal. RIAA advised Nippon Express on obtaining pre-clearance and an exemption from the Competition Commission of Pakistan, ensuring compliance with applicable laws and enabling the transaction to proceed without regulatory delay.

“This transaction reflects the growing confidence of international logistics players in Pakistan’s market fundamentals,” said Bilal Shaukat, Managing Partner at RIAA Barker Gillette. “We advised Nippon Express on all aspects of this complex cross-border investment, from due diligence through to regulatory approvals and execution.”

“This transaction reflects the growing confidence of international logistics players in Pakistan’s market fundamentals,” said Bilal Shaukat, Managing Partner at RIAA Barker Gillette. “Working with Nishimura & Asahi through our shared Lex Mundi network, we advised Nippon Express on all Pakistan law aspects of this complex cross-border investment.”

The transaction has now completed, and RIAA continues to support Nippon Express on post-acquisition regulatory and compliance matters.

Our team was led by Bilal Shaukat (Managing Partner – Pakistan) and included Ahsan Amir (Associate).

For advice on cross border M&A transactions in Pakistan’s logistics section, contact Bilal Shaukat today.

This article is not legal advice; it provides information of general interest about current legal issues.

RIAA Barker Gillette is Pakistan’s premier law firm, with an on-the-ground presence in three major cities in Pakistan: Karachi, Islamabad and Lahore, and affiliated offices in Dubai (DIFC) and London. 

The firm practices in all areas of corporate, commercial and dispute resolution law. Leading international legal directories consistently recognise the firm as a top-tier law firm in Pakistan.

RIAA Barker Gillette is the exclusive member firm in Pakistan for Lex Mundi, the world's leading network of independent law firms with in-depth experience in over 125 countries worldwide.

RIAA Barker Gillette is the exclusive member firm in Pakistan for Lex Mundi, the world’s leading network of independent law firms with in-depth experience in over 125 countries worldwide.


RIAA advises PIGL on Attock Cement sale to Fauji Cement & KAPCO

RIAA advises PIGL on Attock Cement sale to Fauji Cement & KAPCO

RIAA Barker Gillette represented Pharaon Investment Group Limited Holding S.A.L. (“PIGL”), a leading international conglomerate based in Lebanon, as sole legal counsel on the Attock Cement sale. PIGL divested its 84.06% controlling stake in Attock Cement Pakistan Limited to Fauji Cement Company Limited and Kot Addu Power Company Limited (“KAPCO”) after a months-long, multi-bidder contest. Both parties executed the Share Purchase Agreement (“SPA”) on 30 January 2026.

Attock Cement operates a major production facility in Hub, Balochistan, with an annual capacity of 3 million tonnes and significant export operations across the Middle East and Africa. The Attock Cement sale therefore represents one of the largest recent transactions in Pakistan’s cement sector and marks a strategic exit for PIGL as part of a broader refocus on its energy business.

RIAA managed the complete sell-side legal advisory from initial structuring through SPA execution. Standard Chartered Bank’s Investment Banking Division in Dubai served as financial advisor to PIGL throughout the process. In the first phase, the firm assisted Standard Chartered in finalising process letters and the transaction framework for potential investors. RIAA also provided detailed advice on Pakistan’s regulatory landscape, including listed company share transfer requirements and applicable takeover laws.

The firm subsequently drafted and negotiated the SPA while leading negotiations with multiple bidders. The competitive sale process attracted interest from major strategic players, including Cherat Cement, Bestway Group, and Alpha Cement, before PIGL selected the Fauji Cement–KAPCO consortium as preferred bidders.

Completion of the Attock Cement sale remains subject to a mandatory public offer under the Listed Companies (Substantial Acquisition of Voting Shares and Takeovers) Regulations, pre-merger clearance from the Competition Commission of Pakistan, and shareholder approval at KAPCO.

“We are honoured that PIGL placed its trust in our firm to lead this complex and high-stakes transaction,” said Bilal Shaukat, Managing Partner at RIAA Barker Gillette. “Acting as sole legal advisors without foreign counsel involvement reflects PIGL’s confidence in RIAA’s capability to deliver on major cross-border mandates.”

The transaction aligns with renewed consolidation activity in Pakistan’s cement sector, driven by improving macroeconomic conditions and growing export demand through Karachi port. For Fauji Cement and KAPCO, the acquisition strengthens their position in the strategic southern region of Pakistan’s cement market.

RIAA’s team on this transaction was led by Bilal Shaukat (Managing Partner – Pakistan) and also included Rohaan Nasir (Senior Associate), and Manaal Sabzwari (Junior Associate). 

For advice on mergers and acquisitions in Pakistan, contact Bilal Shaukat today.

This article is not legal advice; it provides information of general interest about current legal issues.

RIAA Barker Gillette is Pakistan’s premier law firm, with an on-the-ground presence in three major cities in Pakistan: Karachi, Islamabad and Lahore, and affiliated offices in Dubai (DIFC) and London. 

The firm practices in all areas of corporate, commercial and dispute resolution law. Leading international legal directories consistently recognise the firm as a top-tier law firm in Pakistan.

RIAA Barker Gillette is the exclusive member firm in Pakistan for Lex Mundi, the world's leading network of independent law firms with in-depth experience in over 125 countries worldwide.

RIAA Barker Gillette is the exclusive member firm in Pakistan for Lex Mundi, the world’s leading network of independent law firms with in-depth experience in over 125 countries worldwide.


RIAA Advises WPP on Acquisition of Media Businesses in Pakistan

[NEWS] RIAA Advises WPP on full acquisition of Pakistan Media Businesses

WPP Inc., a global leader in media and marketing communications, has completed a landmark transaction in Pakistan. The WPP Pakistan acquisition gives WPP full ownership of three entities: Ogilvy & Mather Pakistan (Private) Limited, Mindshare Pakistan (Private) Limited, and Soho Square Pakistan Private Limited. This ends longstanding local partnership arrangements and consolidates WPP’s control over its advertising and media operations in the country.

RIAA Barker Gillette advised WPP throughout the deal. The firm provided comprehensive legal support on corporate, regulatory, and competition law matters across every stage of the process. Notably, the team drafted and negotiated share purchase agreements for each of the three entities. Additionally, RIAA managed pre-merger filings with the Competition Commission of Pakistan and handled competition exemption applications. This coordinated approach enabled the transaction to close without regulatory delays.

The WPP Pakistan acquisition also involved complex cross-border elements requiring careful navigation. Fund transfers into Pakistan required compliance with foreign exchange regulations and the requirements of the State Bank of Pakistan. Accordingly, RIAA advised on remittance procedures, foreign exchange compliance, and tax withholding obligations under Pakistani law. By addressing these regulatory requirements early in the process, the team helped WPP manage cross-border risk effectively and achieve a smooth closing.

“Completing this acquisition marks an important milestone for WPP in Pakistan,” said Shafaq RehmanPartner at RIAA Barker Gillette. “The deal required navigating multiple regulatory frameworks simultaneously. Our team delivered a comprehensive solution addressing corporate, competition, and cross-border considerations.”

This transaction reflects the growing confidence of multinational corporations in Pakistan’s media and advertising sector. As global companies increasingly seek direct control over their regional operations, expert advisory on regulatory compliance and cross-border deal structuring remains essential. The deal also underscores the strategic importance of Pakistan’s advertising market to global industry players. It highlights the role of experienced legal counsel in facilitating complex multinational transactions in emerging markets.

The team advising on the WPP Pakistan acquisition was led by Shafaq Rehman (Partner – Pakistan) and our team also included Ahsan Amir (Associate).

For further information on corporate transactions and acquisitions in Pakistan, contact Shafaq Rehman.

This article is not legal advice; it provides information of general interest about current legal issues.

RIAA Barker Gillette is Pakistan’s premier law firm, with an on-the-ground presence in three major cities in Pakistan: Karachi, Islamabad and Lahore, and affiliated offices in Dubai (DIFC) and London. 

The firm practices in all areas of corporate, commercial and dispute resolution law. Leading international legal directories consistently recognise the firm as a top-tier law firm in Pakistan.

RIAA Barker Gillette is the exclusive member firm in Pakistan for Lex Mundi, the world's leading network of independent law firms with in-depth experience in over 125 countries worldwide.

RIAA Barker Gillette is the exclusive member firm in Pakistan for Lex Mundi, the world’s leading network of independent law firms with in-depth experience in over 125 countries worldwide.


RIAA Wins Pharmaceutical Tax Exemption Case

The Appellate Tribunal Inland Revenue (Karachi Bench) recently issued a significant judgment in favour of our client, a leading pharmaceutical multinational, concerning the applicability of a pharmaceutical tax exemption under SRO 551(I)/2008. The dispute centred on whether medicated shampoos and certain health salts qualified for tax exemptions reserved for registered drugs and medicaments.

Background and Dispute

The tax authorities had raised a substantial demand, arguing that the client’s products did not qualify for exemptions under Serial No. 7 of the SRO. The Revenue Department contended that the word “and” in the notification required a substance to be both a registered drug under the Drugs Act, 1976 and a medicament under the Customs Act, 1969 to qualify for the exemption. Additionally, authorities sought to classify medicated shampoos as “cosmetics and toilet preparations,” which are expressly excluded from tax-exempt status.

Legal Arguments

Our team advanced two principal arguments before the Tribunal. First, we demonstrated that the term “and” in the SRO must be read disjunctively (as “or”) to avoid legal absurdity and redundancy—a principle firmly supported by Supreme Court precedents. Second, we presented detailed clinical literature establishing that the medicated shampoos are specifically formulated to treat serious dermatological conditions including psoriasis and eczema. Consequently, their therapeutic purpose distinguishes them from ordinary cosmetic products.

Tribunal’s Decision

The Tribunal accepted our arguments and ruled that a product registered as a drug does not become a cosmetic simply because it can also be used for cleansing. It subsequently annulled the demand for sales tax, default surcharges, and penalties. This judgment will have wide-ranging implications for the consumer health industry, as many brands had previously accepted under regulatory pressure that this pharmaceutical tax exemption was unavailable to them.

“This judgment provides much-needed clarity on the interpretation of tax exemptions, ensuring that therapeutic products are not misclassified for revenue purposes,” said Shahbakht Pirzada (Partner – Pakistan).

For more information on navigating complex tax disputes or pharmaceutical regulations, contact Shahbakht Pirzada today.

This article is not legal advice; it provides information of general interest about current legal issues.

RIAA Barker Gillette is Pakistan’s premier law firm, with an on-the-ground presence in three major cities in Pakistan: Karachi, Islamabad and Lahore, and affiliated offices in Dubai (DIFC) and London. 

The firm practices in all areas of corporate, commercial and dispute resolution law. Leading international legal directories consistently recognise the firm as a top-tier law firm in Pakistan.

RIAA Barker Gillette is the exclusive member firm in Pakistan for Lex Mundi, the world's leading network of independent law firms with in-depth experience in over 125 countries worldwide.

RIAA Barker Gillette is the exclusive member firm in Pakistan for Lex Mundi, the world’s leading network of independent law firms with in-depth experience in over 125 countries worldwide.


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