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Thatta Cement, Fauji Foundation Sign PC Hotel Restructuring Deal

PC Hotel deal

Pearl-Continental, one of Pakistan’s most prominent hotel chains and a landmark in Karachi’s cantonment area, has long been a preferred destination for business travellers, diplomats, celebrities and visitors. But behind its well-known hospitality and prestige, the hotel chain has been caught in a bitter ownership dispute for nearly a year, putting the future control of the iconic brand under intense scrutiny.

For nearly four decades, Pearl-Continental was synonymous with the Hashwani family. Through Hashoo Group, the family controlled Pakistan Services Limited (PSL), a PSX-listed company.

Before 1985, the hotels that would later become part of the Pearl-Continental chain operated under the InterContinental brand. Pakistan Services Limited (PSL) was incorporated in Karachi in 1958 as a public limited company. According to PACRA, the company was established by the Government of Pakistan and Pakistan International Airlines (PIA) and initially had four hotels in Karachi, Lahore, Rawalpindi and Peshawar.

From the 1960s until 1985, these hotels operated under the InterContinental brand name and were managed by InterContinental Hotels. The ownership story changed significantly in 1985, when businessman Sadruddin Hashwani acquired a majority stake in Pakistan Services Limited, bringing the company under the control of the Hashwani family. The hotels were subsequently developed under the Pearl-Continental brand, which went on to become one of Pakistan’s best-known hotel chains.

The ownership dispute came to the forefront on July 15, 2025, when a notice from AKD Securities Limited was published on the Pakistan Stock Exchange website, disclosing that AKD Group Holdings and AKD Securities has acquired a combined 27.95% stake at Rs700 per share in Pakistan Services Limited (PSL), a listed company that owns and operates the Pearl-Continental hotel chain in Pakistan.

But that was not the end of the story. On the same day, another prominent businessman and stock-market broker Dawood Jan Muhammad also disclosed that he had acquired a 28% stake in Pakistan Services Limited, the company behind the Pearl-Continental hotel chain, at Rs700 per share.

Within three months of acquiring their stakes, Dawood Jan Muhammad sold his entire 28% shareholding in Pakistan Services Limited to Thatta Cement at Rs710 per share on October 13, 2025. The transaction earned him a Rs10-per-share gain over his original purchase price of Rs700, according to documents reviewed by Profit Magazine.

AKD Group Holdings and AKD Securities also sold their combined 27.95% stake at Rs710 per share on the same date, but the publicly available filing reviewed does not identify the buyer of those shares.

A source at AKD brokerage, speaking on condition of anonymity, said AKD Securities acquired the disputed PSL shares from several parties, including Soneri Bank, Danish Elahi and others, after the Hashoo Group allegedly defaulted on obligations owed to those parties.

Similarly, Dawood Jan Muhammad also acquired other available shares from the markets.

The further investigation said that PSL’s 2024 accounts say the company had failed to comply with the terms of a restructuring agreement, resulting in certain loan obligations being classified as current. The company was negotiating revised repayment terms with lenders.

Its March 2025 interim accounts also say that a Sukuk participant had initiated civil proceedings for recovery against PSL and other lenders, while PSL’s current liabilities exceeded current assets by about Rs10.05 billion, primarily because of the default event.

Thatta Cement Claims

In a notice to the Pakistan Stock market today, the Thatta Cement Company Limited said that it has entered into a definitive agreement with Fauji Foundation in relation to the proposed restructuring of Pakistan Services Limited, subject to the requisite corporate, regulatory and other necessary approvals. However, it did not mention the deal.

Earlier in a notice, the Thatta Cement disclosed that it had acquired Dawood Jan Muhammad’s roughly 28% stake in Pakistan Services Ltd, bringing the cement manufacturer directly into the ownership dispute surrounding the Pearl-Continental hotel chain.

However, Thatta Cement did not disclose any acquisition of the separate 27.95% stake previously held by AKD Group Holdings and AKD Securities, leaving the ownership of those shares unclear in the publicly available documents.

Documents said that AKD Group Holdings and AKD Securities sold their entire combined stake in Pakistan Services Limited (PSL), leaving them with zero shares in the company.

The confusion deepens as AKD Group Holdings and AKD Securities did not disclose the identity of the buyer that acquired their shares in Pakistan Services Limited (PSL).

Thatta Cement is associated with the Omni Group, whose chairman is Khawaja Muhammad Salam Younis. According to JIT reports, Al-Mirth Holding holds 14.94%, Golden Globe Holding 8.5%, Sky Pak Holding 21.21%, and Rising Star Holding 6.55% in the group. Khawaja Muhammad Salam Younis is also identified as the group head of Rising Star Holding and chairman of the Thatta Cement.

Who Is Dawood Jan Muhammad?

Dawood Jan Muhammad is a businessman and stock-market professional. He founded DJM Securities Limited in 2005, a brokerage firm and Trading Rights Entitlement Certificate (TREC) holder of the Pakistan Stock Exchange.

The official PSX disclosure does not state that Dawood Jan Muhammad acquired the 9,107,800 shares directly from any named individual or company. This is one of the reasons the Hashwani Group challenged the transactions. The legal question was not simply who acquired the shares, but whether the shares could legally be transferred in the first place, given the agreements and financing arrangements surrounding them.

PSL Shareholders File Case in Islamabad High Court

According to the documents, Murtaza Hashwani and five other shareholders of Pakistan Services Limited filed a petition before the Islamabad High Court, in which they mentioned that the PSL shares were not available in the market and questioned how these owners had purchased the PSL shares. The case, No. 17 of 2025, was filed in the Islamabad High Court in October 2025.

The Hashwani Group challenged these transactions in the Islamabad High Court, arguing that the share transactions were unlawful and disputing the circumstances under which the shares were transferred. The court subsequently put the shareholding, board and management situation under status quo on November 28, 2025.

The Hashwani Group challenged the transactions, arguing that the disputed PSL shares were pledged as security for financing—not sold outright.

Murtaza Hashwani and other petitioners told the Islamabad High Court that they were the lawful owners of the disputed 56% stake in Pakistan Services Limited.

They alleged that some shares had been transferred under a Share Repurchase Agreement as security against a Rs3.64 billion loan, which barred their sale or transfer to third parties, the court order said. He did not give the actual numbers of the shares transferred under this agreement.

The petitioners therefore claimed that the subsequent transfers to AKD Group and Dawood Jan Muhammad were illegal and fraudulent.

In simple terms, Hashwani’s position was that the shares were pledged to secure financing, not sold. Therefore, they argued, the shares could not legally have been transferred to AKD or Dawood Jan Muhammad.

The dispute gained fresh significance after Thatta Cement acquired Dawood Jan Muhammad’s roughly 28% PSL stake, bringing the cement company into the ownership controversy.

AKD Group also sold 27.95% shares of PSL

The AKD source further disclosed that on October 13, 2025 AKD Group sold its PSL shares to another leading brokerage house and a Food Company. However, repeated attempts to establish the current ownership of those shares have so far yielded no response from either party. The source claimed that he doesn’t know whether they have these shares or transferred to other parties.

A key question remains unanswered in the ownership dispute surrounding PSL.

According to PSL’s disclosure to the PSX, AKD Group Holdings and its subsidiary AKD Securities Limited sold a combined 9,089,651 voting shares, representing 27.95% of PSL, on October 13, 2025, at Rs710 per share. Following the transactions, AKD’s shareholding fell to zero.

The AKD block comprised 7,889,651 shares held by AKD Group Holdings, representing 24.26%, and 1.2 million shares held by AKD Securities, representing 3.69%. Together, the two entities held 27.95% of PSL.

However, the publicly available PSL filing confirming the sale does not identify the purchaser (Thatta Cement) of AKD’s 9.09 million shares.

The same day on October 13, 2025, Thatta Cement Company Limited acquired 9,107,800 PSL shares, representing 28% of the company’s voting shares, at Rs710 per share for approximately Rs6.48 billion. Thatta Cement’s subsequent financial statements also record this investment as 9,107,800 shares, or 28% of PSL.

This creates an important distinction in the PSL ownership story. Before the October transactions, AKD group and Dawood Jan Muhammad together held nearly 56% of PSL’s voting shares. However, the available disclosures establish that Thatta Cement acquired the 28% block associated with Dawood Jan Muhammad.

The question is significant because the ownership dispute involving PSL has subsequently led to legal proceedings and negotiations over the future structure of the Pearl-Continental hotel business.

For now, the documented position is clear on one point: AKD sold its entire 27.95% stake, but the publicly available filing reviewed does not disclose that Thatta Cement acquired those shares.

IHC Civil Miscellaneous Application Order:

The Islamabad High Court in November 2025 issued notices for the aforesaid date and, in the meantime, suspended the operation of the impugned notices dated July 15, October 14, October 31 and November 15, 2025.

The court further restrained respondents No. 3 to 7 from transferring, assigning, selling or otherwise disposing of their 56% shareholding in Pakistan Services Limited (PSL) to any third party, except the petitioners. The respondents were also barred from interfering with the management or any affairs of PSL until further orders.

Out-of-Court Settlement

According to a September 10, 2026 notice, Thatta Cement said it had reached an in-principle understanding on the proposed restructuring of Pakistan Services Limited (PC Hotels), with the arrangement subject to the finalization of definitive agreements. The development takes on added significance amid claims about the ownership of PSL.

The AKD source further claimed that the Fauji Foundation had also acquired 45-46% shares from the Hashoo Group to have a control on PSL. This substantial stake is the reason the Fauji Foundation is seeking to restructure the Pearl Continental hotel chain. However, the exact shareholdings and the proposed hotel-by-hotel restructurings have not been publicly disclosed in the Thatta Cement notice.

The media reports said that Five Pearl-Continental (PC) hotels could be divided between Thatta Cement Company and Fauji Foundation under a proposed settlement aimed at resolving the long-running ownership dispute in Pakistan Services Limited.

Under the reported arrangement, PC Karachi and PC Rawalpindi would be transferred to Thatta Cement, while PC Lahore, PC Bhurban and PC Muzaffarabad would go to Fauji Foundation. The proposed settlement has emerged after more than a year of legal disputes over control of Pakistan Services Limited that owns and operates the Pearl-Continental hotel chain. The reported arrangement has not yet been formally completed, and the agreements would be announced soon, the source added.

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