The Competition Commission of Pakistan has authorized a proposed restructuring involving ISE Towers REIT Management Company Limited and ISE Realty Company Limited after determining that the transaction is unlikely to harm competition or alter market dynamics.
The approval was granted following a Phase I review of a pre-merger application jointly filed by the two companies on January 23, 2026. The transaction is being executed under a Scheme of Compromise, Arrangement and Reconstruction dated November 17, 2025.
According to the Commission’s order, the restructuring entails the transfer of designated real estate assets and related liabilities from ISE Towers REIT Management Company Limited to ISE Realty Company Limited. The process will also include a reorganization of shareholding through the issuance of shares in ISE Realty to the existing shareholders of ISE Towers REIT.
Upon completion of the transaction, ISE Towers REIT Management Company Limited will transition into a Special Purpose Vehicle to facilitate the launch and management of a Real Estate Investment Trust structure.
ISE Towers REIT Management Company Limited, formerly known as Islamabad Stock Exchange Guarantee Limited, operates as a licensed Non-Banking Finance Company. ISE Realty Company Limited, incorporated in October 2025, is a public limited company engaged in real estate development and marketing activities, including commercial and mixed use projects.
In its assessment, the Commission noted that ISE Realty was incorporated specifically to implement the restructuring scheme and is not currently operational in the relevant market. It characterized the transaction as an internal restructuring and transfer of assets between related entities.
The Commission concluded that the proposed arrangement would neither create nor strengthen a dominant position, substantially lessen competition, nor establish barriers to entry in the relevant market. It further observed that the transaction is not expected to adversely affect market conditions and accordingly cleared the deal.
The restructuring is aimed at facilitating the launch of a REIT framework in Pakistan, which may contribute to greater formalization, institutional participation, and transparency in the real estate sector.
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