SHC Halts Quice Food Merger Pending Shareholder Challenge

The Sindh High Court (SHC) has temporarily halted the proposed merger between Quice Food Industries and Indus Food Products, directing that no further steps be taken until the court examines a petition filed by shareholders following the conclusion of its summer vacation.

The interim order was issued during proceedings in Judicial Companies Miscellaneous No. 43 of 2026, filed by shareholders collectively holding a 26.87% stake in Quice Food Industries. The court also directed the Securities and Exchange Commission of Pakistan (SECP) to submit a report outlining the parties’ registered shareholding and its position regarding the disputed merger. Notices have likewise been issued to all respondents in the matter.

The dispute arises from an Extraordinary General Meeting (EGM) held on June 23, 2026, during which Quice Food Industries announced that its shareholders had approved the proposed merger with Indus Food Products.

The petitioners contend that the merger failed to satisfy the approval requirement prescribed under Section 279(2) of the Companies Act, 2017, which mandates the consent of at least 75% of the company’s general body for such a corporate restructuring. According to the petitioners, shareholders representing 26.87% of the general body opposed the proposal, making it legally impossible for the statutory threshold to have been achieved.

Apart from disputing the validity of the voting outcome, the shareholders have also challenged the conduct of the EGM, alleging that they were unlawfully prevented from casting their votes and intentionally excluded from the voting process.

The proposed merger has previously been the subject of judicial proceedings. In Judicial Companies Miscellaneous No. 29 of 2026, shareholders had questioned the share-swap ratio approved by Quice Food Industries’ board of directors and raised concerns regarding the transparency of the financial position of Indus Food Products.

The matter is scheduled to be heard during the first week following the court’s summer vacation. Until further orders are issued, the merger process will remain suspended.