PTA Imposes Stringent Safeguards as PTCL Gets Conditional Approval to Acquire Telenor Pakistan

The Pakistan Telecommunication Authority (PTA) has conditionally approved Pakistan Telecommunication Company Limited’s (PTCL) plan to acquire Telenor Pakistan and Orion Towers, marking one of the biggest telecom mergers in the country’s history. The approval comes with a long list of rules and safeguards to protect consumers, ensure fair competition, and maintain service quality during and after the merger.

PTCL and Telenor first notified PTA about the potential acquisition in December 2023. After reviewing applications, holding hearings, and consulting industry stakeholders, PTA concluded that the deal can move forward, but only under strict compliance conditions.

The documents exclusively provided to TechJuice highlight how the merger will undergo. Once the acquisition is complete, PTCL is expected to merge Telenor Pakistan (TP) with its mobile subsidiary, Ufone (PTML), creating a new combined operator often referred to as MergeCo. Until PTA formally approves the merger, PTCL, Telenor and Ufone must continue operating as separate companies.

PTA’s order states that PTCL must take full responsibility for all obligations and liabilities of Telenor Pakistan, its LDI arm and Orion Towers.

Some of the key conditions include:

• No changes to brand names without PTA’s approval.
• No shutdown of Telenor or Ufone network sites without PTA’s permission.
• No exclusive or unfair contracts that might harm other telecom operators.
• Fair and equal access to infrastructure, bandwidth, and interconnection for all operators.
• All tariffs must be pre-approved by PTA and cannot be predatory or anti-competitive.
• Strict rules for decommissioning towers, ensuring customers do not face coverage gaps.
• Accounting separation, so PTCL cannot subsidize one business using money from another.
• Protection of consumers, including continued provision of modern services and updated service contracts.
• Quality-of-service monitoring, with MergeCo required to maintain or improve current service standards.

PTA also made it clear that all existing long-term contracts, including infrastructure sharing and IRU agreements, must be honored for several years to avoid market disruption.

PTCL must now meet all PTA conditions, clear outstanding dues, and submit required documents before it receives the final No Objection Certificate. The upcoming merger with Ufone will be reviewed separately and may come with additional conditions.