K-Electric’s long-running shareholder dispute has taken a decisive turn, as KE Holdings Limited (KEH) secured multiple victories across courts in the Cayman Islands and the UK, strengthening its position in the power utility’s board control saga.
The developments were disclosed in a regulatory filing to the Pakistan Stock Exchange (PSX)
Background of the Dispute:
KEH — formerly IGCF SPV 21 Limited — gained its stake in K-Electric (PSX: KEL) through Sage Venture Group Limited, owned by business executive Shaheryar Chishty. The acquisition, completed in October 2022, followed arm’s length transactions supervised by the Grand Court of the Cayman Islands.
Following the takeover, KEH nominated two directors:
Mr. Shaheryar Chishty
Mr. Darin Baur
These nominations aligned with the KES Power Limited (KESP) Shareholders’ Agreement, which outlines governance rights among KEH, Al Jomaih Holding Co, and Denham Investments Ltd (NIG).
However, Al Jomaih and NIG quickly moved to block these changes through an ex parte injunction obtained from the Sindh High Court (SHC) on October 21, 2022.
However, Al Jomaih and NIG quickly moved to block these changes through an ex parte injunction obtained from the Sindh High Court (SHC) on October 21, 2022.
Cayman Courts Rule Against Al Jomaih & NIG:
In July 2023, the Grand Court of the Cayman Islands declared that the SHC proceedings violated the contractual shareholders’ agreement and ordered Al Jomaih and NIG to withdraw their actions. The case then advanced through several appeals.
Recent Legal Milestones:
December 5, 2025, Cayman Court of Appeal Decision:
The Court of Appeal dismissed Al Jomaih and NIG’s appeal, effectively affirming KEH’s rights under the shareholders’ agreement.
The decision lifted the stay on the earlier August 16, 2023 Order, which requires:
Immediate termination of SHC proceedings against KEH, KESP, K-Electric, and Alvarez & Marsal
A bar on initiating similar proceedings outside the Cayman Islands or English courts
A prohibition on pursuing any further steps in Pakistan regarding the dispute
Privy Council Ruling, November 24, 2025
The Judicial Committee of the Privy Council, the highest appellate authority for Cayman Islands cases, upheld the anti-suit injunction against Al Jomaih and Denham.
The Council criticized the appellants, stating:
“Having made one volte-face… the appellants now seek to do so again. This is not how appellate litigation should be conducted.”
These rulings represent five consecutive legal wins for KEH.
New Evidence: Communications With Arif Naqvi:
In separate proceedings on November 28, 2025, the Grand Court ordered Al Jomaih and NIG to disclose documents related to discussions with Arif Naqvi (founder of the collapsed Abraaj Group) in 2023.
Emails presented by KEH suggested discussions between Al Jomaih’s representatives and Naqvi about:
Challenging Sage’s acquisition
Influencing KESP board decisions
Planning litigation strategies
KEH expressed “serious concern” over this relationship, given Naqvi’s ongoing legal challenges and pending extradition to the U.S.
Questions Over Minority Shareholder Lawsuits
Another case emerged on September 6, 2023, when:
Two minority shareholders
And a self-described “concerned citizen”
filed a lawsuit in SHC mirroring the earlier 2022 filing.
KEH highlighted that these shareholders own only 7,500 shares, worth roughly Rs 41,000 ($145), prompting questions over:
Who is funding the litigation:
Whether the case is being used to prolong Al Jomaih and NIG’s claims
KEH has urged Pakistani regulators to investigate.
Next Steps: SECP & Board Restructuring
KEH is now pressing for the removal of the SECP restriction placed on November 8, 2022, under Section 125 of the Securities Act 2015. According to KEH, “no basis remains” for this ban.
Once:
- SHC proceedings are withdrawn, and
- SECP lifts its restriction,
K-Electric will be required to hold an Extraordinary General Meeting (EGM) to elect a new board, including KEH-nominated directors.
Both Chishty and Baur bring extensive experience in Pakistan’s power sector, something KEH believes will help K-Electric improve:
Operational efficiency:
Financial performance
Service quality for Karachi
The latest legal victories significantly strengthen KEH’s position in the ongoing K-Electric ownership and control dispute. With the Cayman and Privy Council rulings now settled, pressure is mounting on Al Jomaih and NIG to comply and withdraw their Pakistan-based legal challenges.
What happens next, especially the SECP’s response and the timeline for K-Electric’s board restructuring, will be critical for the future governance and strategic direction of Pakistan’s largest power utility.