The Competition Commission of Pakistan (CCP) has granted Phase-II approval for the proposed acquisition of Telenor Pakistan by Pakistan Telecommunication Company Limited (PTCL), marking a major milestone in the telecom sector’s ongoing consolidation.
According to a notice sent to the Pakistan Stock Exchange (PSX), PTCL and Telenor Pakistan BV (TPBV) entered into a Share Purchase Agreement (SPA) on August 14, 2024. The deal covers the acquisition of the entire issued share capital of Telenor Pakistan (Private) Limited and Orion Towers (Private) Limited.
“We highly appreciate the Commission’s thoroughness in safeguarding the future outlook and long-term sustainability of Pakistan’s telecom sector. We are especially thankful to our customers, partners, and the wider telecom community who have been eagerly looking forward to this historic announcement,” said a statement issued by PTCL.
PTCL is grateful to the Competition Commission of Pakistan (CCP) for successfully concluding Phase II of the review of its acquisition of Telenor Pakistan, it added.
PTCL fully cooperated with the Commission throughout the review process and remains committed to advancing the acquisition in complete alignment with the directions of all regulatory bodies on this matter, along with necessary compliance with the applicable laws of the country.
This intra-sector consolidation is a pivotal step forward for Pakistan’s telecom industry, which will draw strengths from both PTML (Ufone) and Telenor to deliver best in class customer experience, enhanced network quality, broader coverage, and innovative digital services for their customer base, while enabling the sector to achieve greater efficiency, resilient infrastructure, and a more competitive landscape, the statement added.
Moreover, the consolidated entity will strengthen nationwide connectivity, drive innovation, and support the government’s vision of a digitally empowered Pakistan.
The CCP’s approval follows a detailed review of the pre-merger application filed by PTCL and TPBV, in line with the Competition Act, 2010 and the Competition (Merger Control) Regulations, 2016. The commission’s Phase-II order, issued today, confirms that the transaction complies with all relevant legal provisions.
However, the notice clarifies that the transaction is still subject to other corporate and regulatory approvals, completion of formalities, and the signing of necessary agreements and instruments before it can be finalized.
The CCP’s review is among the most comprehensive in its history, applying the Substantial Lessening of Competition (SLC) Test to assess whether the merger would distort market dynamics. The Commission examined multiple sub-markets, including cellular mobile services, long-distance and international (LDI) services, fixed-line, leased lines, and IP bandwidth.
Between September 2024 and August 2025, the CCP held at least five open hearings and several confidential sessions with PTCL, Telenor, and other stakeholders. The Commission demanded extensive data, ranging from regulatory separated accounts to interconnection agreements and business plans, to address concerns about potential market dominance. Despite repeated delays and technical complexities, the CCP pressed for clarifications until it was satisfied with the information provided.
Officials familiar with the process said the CCP faced significant external and corporate pressure to expedite the approval. However, Chairman Dr. Kabir Sidhu insisted on full transparency and refused to proceed until all statutory requirements were met.
In February 2025, a stakeholder’s counsel argued that the CCP had become “functus officio” on the matter, a claim the Commission rejected, maintaining that statutory timelines were being observed and that public interest required a thorough probe.
The PTCL-Telenor review mirrors global precedents in telecom mergers. For example, the Vodafone/Three UK deal took nearly 23 months for clearance, while the Sprint/T-Mobile merger in the U.S. underwent a 22-month review. In this context, the CCP’s 18-month examination aligns with international best practices and highlights the complexity of mergers that reshape competitive landscapes.