SHC restrains Zia Chishti, wife from transferring shares of TRG Pakistan: notice

KARACHI: The Sindh High Court (SHC) has restrained Zia Chishti – former chief executive officer of TRG Pakistan – and his wife Sarah Pobereskin from selling or transferring their shares of the company, as growing number of shareholders filed lawsuits to postpone the Board of Directors’ (BoD) elections till the next hearing, according to the notice sent by TRG Pakistan to the Pakistan Stock Exchange (PSX) on Monday.

“Honourable High Court of Sindh passed an ad-interim order dated February 12, 2025 in favour of the company and its associate The Resource Group International Limited (TRGI), restraining the company’s former CEO Mr Zia Chishti and his spouse Ms Sarah Pobereskin from transferring, selling, or creating any third party interest in the shares of the company owned by them,” read TRG Pakistan notice.

“This ad-interim order is part of a JCM filed by the company and TRGI and related to a US arbitration award issued in favour of TRGI on January 27, 2025 which ruled, inter alia, that “shares pledged by Mr. Chishti, primarily to JS Bank as security for a loan, were in breach of contractual obligations of Mr. Chishti,” it added.

It was learnt that TRG Pakistan had previously alleged in late 2022 in the Sindh High Court that Mr. Chishti and the JS Group were acting in concert to take over the company in violation of Pakistani takeover law. It had maintained that loans allegedly provided illegally by JS Bank to Mr Chishti formed a key element of that takeover plan, and had received a stay order from the Sindh High Court that restrained the voting rights of shares owned by Mr Chishti and/or the JS Group in excess of the statutory takeover threshold of 30%.

Pakistani-American tech entrepreneur and former CEO of TRG and AI firm Afiniti, Zia Chishti, also lost a defamation case last year against Tatiana Spottiswoode, a former employee of Afiniti, and her lawyers in the Washington DC District Court in the United States. Mr Chishti had earlier been found liable in a US arbitration for sexual harassment and assault of Ms Spottiswoode, with that arbitration award becoming public as part of a high profile US congressional hearing on the misuse of confidential arbitration in employment situations involving sexual misconduct.

TRG Pakistan said in Monday’s notice that it had received a copy of a certified order regarding the filing of a suit by a shareholder of the company before the Civil Judge in Islamabad seeking inter alia, an injunction, and restraining order against the company in respect of conducting elections of its Board of Directors.

The notice read that the Civil Judge 1st Class was pleased to pass an ad-interim order, dated February 11, 2025, to restrain the company in respect of its board elections until the next date of hearing.

“This suit is in addition to previous suits filed by two separate shareholders of the company before a senior civil judge in Lahore seeking to stay the elections.”

According to the notice, Zia Chishti joined the Lahore proceedings by filing an intervenor application and also filed a writ petition and received a stay before the Lahore High Court (LHC) challenging the dismissal of his appeal against the senior civil judge’s ad-interim orders to stay the elections.

The company’s largest shareholder, Greentree Holdings Limited, had also filed intervenor applications in both the civil court and the LHC proceedings.

“Both these proceedings remain pending. In addition, Greentree Holdings Limited also filed a suit before the Sindh High Court in January 2025 to delay the Company’s elections, which proceedings are pending as well,” the notice read.

Copyright Business Recorder, 2025