Syed SAULAT HUSSAIN NAQVI vs FEDERATION OF PAKISTAN Ss — 2025 CLD 23 KARACHI-HIGH-COURT-SINDH

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Syed SAULAT HUSSAIN NAQVI VS FEDERATION OF PAKISTAN Ss.153 & 166(2)(e)---State-Owned Enterprises (Governance and Operations) Act (VII of 2023), S.29---Recruitment process for appointment of Chief Executive Officer (CEO)---Judicial review---Scope---Eligibility criteria and process for recruitment---Determination---Petitioner challenged the composition of recruitment board, increase in number of board members without calling Annual General Meeting, appointment of independent directors ignoring their inter se relationship being brothers and non-representation of female in the board---Validity---Section 166(2) of the Companies Act, 2017, does not serve to preclude two or more persons who are related inter se but as are otherwise unrelated to the sponsors/shareholders or directors representing otherwise their interests from being appointed as independent directors of a company---No requirement had been imposed by the Commission as to female representation in the board and the petitioner was also unable to point out any notification or directive in that regard---Section 29 of the State-Owned Enterprises (Governance and Operation) Act, 2023, empowers the Federal Government to exercise all the powers and rights of shareholders with the respondent being entirely owned by the Federal Government and its shareholding vesting solely in the President of Pakistan, which factual aspect remained unrefuted, thus, the argument that an Annual General Meeting ought to have been called for approving the increase in the size of its Board was fallacious and misconceived---Petitioner painted National Insurance Company Limited to be rife with malfeasance, with its incumbent CEO being at the epicentre thereof and to have so entrenched himself within the organisation so as to be able to orchestrate his own continuity in that role, which suggested that the Federal Government had conspired so as to expand the size of the Board and induct handpicked persons for the role of independent directors while excluding female representation for the ulterior motive of then tailoring the advertisement to fit the specification met by the incumbent so as to pave the way for his re-appointment, all of which was far-fetched to say the least---Disparate allegations had been conflated so as to cobble together a case against the recruitment process, which on examination, did not suffer from any contravention of law, rule, policy so as to warrant interference in exercise of the constitutional jurisdiction of High Court---Constitutional petition was dismissed, in circumstances.

Syed SAULAT HUSSAIN NAQVI vs FEDERATION OF PAKISTAN Ss — 2025 CLD 23 KARACHI-HIGH-COURT-SINDH

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