Majority Shareholder KEH Demands Immediate Elections for K-Electric Board

K-Electric

ISLAMABAD: KE Holdings (KEH), Cayman Islands — the majority shareholder of KES Power Mauritius and the indirect largest shareholder of K-Electric — has called for urgent elections to reconstitute the K-Electric (KE) Board, whose term expired in July 2025.

In a letter addressed to the CEO of KE, the Chairman of the SECP, and the CEO of the Pakistan Stock Exchange, Casey McDonald, Sole Director of KE Holdings Limited (formerly IGCF SPV 21 Limited), asserted that KEH holds 53.8% of KES Power (KESP), which in turn owns 66.4% of K-Electric. This gives KEH an indirect ownership stake of 35.7%, making it the single largest shareholder.

McDonald expressed “deep concerns” over the conduct of KE’s senior management, accusing them of leaking sensitive information to the media and misrepresenting developments surrounding recent board meetings and shareholder positions. KEH argued that management’s actions have undermined the company’s performance and jeopardised its future.

The letter claims that KE’s leadership has lost the trust of key stakeholders, including the Government of Pakistan and NEPRA, due to weak strategic direction, deteriorating financial and operational results, ineffective communication, excessive lobbying and PR efforts, and flawed legal strategies. KEH alleged that failure to utilise established tariff appellate mechanisms has further eroded shareholder value.

KEH warned that a “minority shareholder group and rogue management acting out of self-preservation” cannot be allowed to hold a company of KE’s national importance hostage. It said the KE Board had previously begun taking steps to hold management accountable, including considering leadership changes.

The letter blames minority shareholders — Al Jomaih Power (18% indirect stake) and Denham Investment Ltd (12% indirect stake) — for paralysing the Board. After their unsuccessful attempt to increase their stake in KESP, the minority shareholders obtained an ex-parte injunction from the Sindh High Court in October 2022, blocking board appointments. KE has since operated with an incomplete board for three years, and the board’s term has now expired.

According to KEH, the Cayman Court of Appeal has ruled that the injunction was improperly obtained and violated the shareholders’ agreement among KEH, the minority shareholders, and KESP.

Calling the situation “critical,” KEH has demanded immediate board elections to restore full governance and representation. It emphasised that the appointment of senior management does not violate the disputed SHC order, and KE should not remain “hostage to spurious legal actions taken by shareholders with minuscule interests.”

Positioning itself as a “solution-oriented commercial shareholder,” KEH stressed the need for new leadership capable of engaging with stakeholders to secure a viable tariff structure and improved performance. It criticised KE’s current strategy of excessive litigation, warning that operational decline and continued reliance on tariff subsidies nearly 20 years after privatisation threaten the company’s long-term viability.

KEH urged all shareholders to push for the immediate reconstitution of the KE Board in accordance with law and contractual rights. It reminded stakeholders that the Board’s term ended on July 29, 2025, and accused KE’s management of failing to seek necessary approvals from SECP and the courts to enable fresh elections.

Story by Mushtaq Ghumman

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