K-Electric Limited (“KE” or “the Company”), originally incorporated as Karachi Electric Supply Company Limited (KESC) in 1913 under the repealed Indian Companies Act, 1882 (now replaced by the Companies Act, 2017), is a publicly listed entity with its shares traded on the Pakistan Stock Exchange (PSX). KE has an installed power generation capacity of 2,397 MW through its own generation assets. In addition to in-house generation, KE has power procurement arrangements with various Independent Power Producers (IPPs) and the Central Power Purchasing Agency – Guaranteed (CPPA-G), has arrangement of over 1,600 MW to its power supply portfolio. The Company’s transmission network is integrated with the national grid via interconnection with the National Transmission and Despatch Company (NTDC). The network infrastructure includes transmission lines operating at 500kV, 220kV, 132kV, and 66kV voltage levels, 74 grid stations, and 184 power transformers, enabling efficient transmission of electricity across its service territory.

KES Power Limited, a company incorporated in the Cayman Islands, is the principal shareholder of KE, holding a 66.40% ownership stake. KES Power is jointly owned by the Al-Jomaih Group of the Kingdom of Saudi Arabia, Denham Investments and KE Holdings Limited. The Government of Pakistan (GoP) retains a 24.36% shareholding in KE, making it the second-largest stakeholder in the Company. The remaining shares are publicly traded as free float. The involvement of the GoP as a significant shareholder, alongside the Kingdom of Saudi Arabia, contributes positively to the overall stability of the Company. This diverse ownership structure fosters international confidence, enhances credibility, and supports long-term strategic alignment with both domestic and regional stakeholders.

The overall control of KE vests in 13-member Board of Directors (BoD), including the CEO, where majority is nominated by KES Power Limited (KESP), KE’s holding company. In addition to KESP’s nominees, the Board also comprises of the directors nominated by Government of Pakistan (GoP) and an independent director. However, in October 2022, resignation of 3 directors nominated by KESP resulted in casual vacancies on the Board which cannot be filled by the Company as it is restricted from making change in its current Board composition in view of the following: i)An ad-interim order of the High Court of Sindh was passed on 21 October 2022, in the suit filed by Al Jomaih Power Limited & Denham Investments Limited against IGCF SPV 21 Limited and others whereby no change shall be affected in the present Board of the Company. ii) A directive under section 125 of the Securities Act, 2017 was issued by Securities and Exchange Commission of Pakistan on 08 November 2022 according to which the composition of the current BoD of KE shall not be changed, till further orders of the Commission. Mark Gerard Skelton was appointed as Chairman of the BoD of KE in August 2022. He currently serves as a Managing Director in Alvarez & Marsal’s (A&M) Advisory practice based in London. With over 20 years of experience in corporate finance and advisory, Mr. Skelton specializes in complex, cross-border assignments, navigating diverse legal jurisdictions and various waterfall structures. Currently, the Board of KE is supported by four key committees to ensure the effective functioning of its operations: (i) Audit, (ii) Finance, (iii) Human Resources & Remuneration, and (iv) Board Strategy & Projects. These committees play a crucial role in streamlining the Board’s processes and decision-making. A.F. Ferguson & Company, Chartered Accountants, is the external auditor of the Company. The auditors have given unqualified opinion and review report on Company’s financial statements for the year ended June 30, 2023. As the complete MYT of KE has been approved in May 2025, the financial statements for periods beyond FY23 will be available soon.

KE’s core business operations are organized into three main segments: Generation, Transmission, and Distribution. Each segment is overseen by a well-structured hierarchy, consisting of qualified and experienced professionals. This organizational framework ensures that the Company operates efficiently across its diverse business functions, with dedicated expertise managing the strategic, operational, and technical aspects of each segment. Mr. Moonis Alvi has been leading KE as Chief Executive Officer (CEO) since June 2018, steering the Company through various phases of growth and transformation. Mr. Muhammad Aamir Ghaziani serves as the Chief Financial Officer (CFO), overseeing the Company’s financial strategy and operations. In addition to the leadership of Mr. Alvi and Mr. Ghaziani, KE's management team consists of a group of experienced professionals, bringing expertise to their respective roles. The Company operates with a strong foundation built upon four core pillars: (i) Thought Leadership, (ii) Knowledge-based Learning, (iii) Values, and (iv) Social Responsibility. These pillars guide the Company’s operations and strategic direction. KE’s leadership is deeply committed to upholding the principles of integrity, accountability, and continuous improvement, fostering a culture that encourages innovation and ethical practices. The Company strives to create a harmonious balance between economic growth and environmental sustainability, ensuring that its business activities contribute positively to society and the environment.

As of June 30, 2024, Pakistan’s total installed power generation capacity stood at 45,885 MW. The country’s energy mix remains predominantly thermal-based, followed by a significant contribution from hydropower sources. Renewable energy, while currently accounting for approximately 6% of the total installed capacity, is anticipated to grow steadily in the coming years as the country shifts toward cleaner and more sustainable energy solutions. During FY24, total electricity generation across the country amounted to 137,196 GWh, compared to 138,539 GWh in FY23. KE is the only vertically integrated power utility in Pakistan, responsible for the full spectrum of electricity generation, transmission, and distribution within its licensed territory. KE has a registered customer base of ~3.8 million at end-Mar25, of which 84.6% constitute residential consumers, 14.8% commercial, Industrial 0.6%, and the remaining comprises of agricultural and public consumers. The MYT was submitted in four distinct segments: Generation, Transmission, Distribution Network, and Supply. NEPRA approved the Generation tariff in October 2024, followed by the Transmission, Distribution, and Supply tariffs in May 2025. As approvals of entire MYT recently granted, additional time is required to finalize the Company’s financial statements. KE management has indicated that the accounts will be published soon. Profit margins are directly tied to the revenue allowances that have been permitted by the regulator in the recently approved tariffs.

KE manages its working capital requirements through a balanced approach that includes a combination of short-term borrowings and internally generated cash flows. To further strengthen its liquidity position, KE has finalized a Power Purchase Agreement (PPA) with the regulatory authority. The formalization of this agreement enables KE to offset its payables to the CPPA-G against Tariff Differential Claims (TDCs) receivable from the GoP, ensuring a balanced net financial position. According to management, the Company’s current cash flow position and debt profile remain comfortable and well-managed. The Company anticipates that this trend will continue, supported by sustainable cash generation and prudent debt management practices in the future. The approval of the Investment Plan is anticipated to result in a significant increase in debt, primarily allocated towards the expansion and enhancement of the transmission and distribution segments. However, this is mitigated by the fact that KE has strategically allocated funds in its Master Collection Accounts (MCA), specifically earmarked for servicing its long-term debt, to meet its debt obligations in a timely manner.

KE is in the process of issuing a rated, privately placed, unsecured debt instrument in the form of a short-term sukuk (STS), designated as PPSTS-33, amounting to PKR 7,000 million (inclusive of a green shoe option of PKR 1,000 million). The issuance is expected in July 2025 and is intended to meet the Company’s working capital requirements. PPSTS-33 will have a tenor of six months and will offer a profit rate of 3-month KIBOR plus up to 10 basis points per annum. Both principal and profit will be payable at maturity.

Altough unsecured, in the hierarchy of creditors, the investors shall rank after the secured lenders/investors of the Company.

The instrument is unsecured.