A Karachi civil court has placed the upcoming Extraordinary General Meeting (EOGM) of Quice Food Industries Limited under judicial supervision after minority shareholders moved against the company’s proposed merger with Indus Fruit Products Limited, alleging the deal would unfairly dilute their stake.

The order was issued on June 9 by the South Civil Court on a petition filed by shareholders Muhammad Munir Ahmed and Khanani Securities Limited, who together hold about 20.04% in Quice Food. The petition seeks to halt the merger, arguing that the transaction terms disproportionately benefit the owners of the formerly listed Indus Fruit Products, which was delisted in 2012.

At the center of the dispute is the proposed share swap ratio of 13.66 Quice shares for each share of Indus Fruit Products. The petitioners argue the valuation is inflated and could significantly dilute existing shareholders’ ownership and voting influence, raising concerns over fairness, governance, and transparency.

The court observed that a prima facie case had been made and noted that any major restructuring involving substantial equity dilution requires safeguards for minority investors. It directed that the EOGM scheduled for June 23 must ensure full participation rights for shareholders, including the ability to raise objections and vote without restriction.

To ensure transparency, the court appointed the Nazir to attend and supervise the meeting and submit an independent report. It also asked the Securities and Exchange Commission of Pakistan (SECP) to nominate a compliance officer to monitor the proceedings alongside the court-appointed official. The defendants have been asked to file their responses before the next hearing as the case continues.