Summary: (a) Review Jurisdiction—Scope and Limitations ----C.P.L.A. 3113/2020—Review Petition—Grounds for Review—Per Incuriam Principle Petitioner, Oil and Gas Regulatory Authority (OGRA), sought review of the Supreme Court's judgment refusing leave to appeal against the decision of the Islamabad High Court—High Court had ruled that OGRA could not authorize Hydrocarbon Development Institute of Pakistan (Institute) to conduct sampling under the Pakistan Oil (Refining, Blending, Transportation, Storage, and Marketing) Rules, 2016—Supreme Court reaffirmed that its earlier judgment was based solely on statutory interpretation and a pure question of law—Review jurisdiction cannot be invoked merely to reargue a case—Petitioner failed to establish that the judgment was per incuriam, which is a necessary ground for review in such cases—Review petition dismissed. Cited Cases: • Principles of Per Incuriam—Established legal doctrine • Judicial Precedents on Review Jurisdiction—No specific case cited, but principles reaffirmed (b) Procedural Fairness—Right to be Heard—Dismissal of Review Application ----C.M.A. 5277/2023—Condemned Unheard—Finality of Judgment Institute, which had not sought leave to appeal against the High Court’s decision, filed an application seeking review of the Supreme Court’s judgment—Claimed it was condemned unheard as no notice was issued to it—Supreme Court held that the Institute was a party in the original High Court proceedings and was heard there—Failure to seek leave to appeal led to finality of the judgment against it—Supreme Court practice does not require issuance of notice to non-petitioning respondents when leave to appeal is refused—Review application dismissed. (c) Interpretation of Statutory Provisions—Rule 54 of the 2016 Rules & Section 4 of the 2006 Act ----Judicial Review—Statutory Interpretation—Authority of Regulatory Bodies High Court interpreted Rule 54 of the 2016 Rules and relevant clauses of Section 4 of the 2006 Act—Supreme Court upheld the interpretation that OGRA could not delegate its sampling authority to the Institute—When a decision rests purely on statutory interpretation, a review petition cannot be used to challenge the correctness of such interpretation without demonstrating a fundamental legal error—No such error established—Petition dismissed. Disposition: Both review petition (CRP 540/2023) and review application (CMA 5277/2023) dismissed.

Summary: (a) Civil Procedure Code (V of 1908): ----O. VII, R. 11---Rejection of plaint---Maintainability of suit before Gas Utility Court---Scope of jurisdiction under the Gas (Theft, Control and Recovery) Act, 2016 (“2016 Act”)---The Gas Utility Court rejected the respondents’ plaints based on the availability of alternate remedies under the Oil & Gas Regulatory Authority (OGRA) Ordinance, 2002, and its Complaint Resolution Procedure---High Court remanded the suits to the Gas Utility Court, holding that billing and metering disputes, including overbilling and penalties, fall within the exclusive jurisdiction of the Gas Utility Court under Section 6 of the 2016 Act---Held, the 2016 Act explicitly provides consumers and Gas Utility Companies the right to file suits before the Gas Utility Court for billing disputes, and its provisions override any conflicting remedies under other laws---High Court’s judgment, emphasizing purposive statutory interpretation, correctly acknowledged consumers’ right to approach the Gas Utility Court directly, without being confined to OGRA mechanisms. (b) Statutory interpretation ----Preamble and substantive provisions---Interpretation of statutes---Scope---A preamble cannot restrict or override clear and unequivocal substantive provisions of the law---Courts must adopt a purposive approach to interpretation, ensuring the legislative intent is achieved while avoiding absurdity or injustice---Where a specific statute provides exclusive remedies, such remedies override general laws or alternate dispute resolution mechanisms---The 2016 Act’s overriding effect under Section 31 reinforces its exclusivity for resolving gas-related disputes. ----Cited Cases: • 2014 SCMR 531 (Syntron Limited v. Huma Ijaz and others) • 2023 SCMR 755 (Province of the Punjab through Deputy Commissioner/District Collector, Rawalpindi v. Muhammad Akram and others) • 2011 SCMR 1591 (Muhammad Arif and others v. District & Sessions Judge, Sialkot and others) ----Disposition: Civil Petitions dismissed, and leave to appeal refused. The High Court’s judgment remanding the matter to the Gas Utility Court for decision on merits was upheld.

Summary: (a) Arbitration Act, 1940 – Section 20 – Party to Arbitration Agreement: ---- Requirement of privity of contract for invoking arbitration clause An arbitration agreement can only be enforced by parties to the agreement. A third party, even if a representative organization, cannot invoke an arbitration clause without explicit authorization by the actual parties to the agreement. (b) Arbitration Award – Application to Make Rule of Court: ---- Misconduct by arbitrator in adjudicating disputes involving a non-party Arbitration proceedings initiated by a party not privy to the agreement containing the arbitration clause are invalid. Awards rendered in such proceedings are liable to be set aside on the grounds of jurisdictional impropriety and lack of standing. (c) Contractual Obligations – Franchise Fees and OMC Margins: ---- Dual obligations under franchise agreements and OGRA notifications The imposition of Rental / OMC Margins in OGRA’s notifications for the maximum sale price of CNG does not relieve the CNG operators from their contractual obligations to pay franchise fees under agreements with PSO, unless expressly stated in the contract. (d) OGRA Notifications and Private Contracts: ---- Limited impact of statutory notifications on pre-existing contractual obligations Notifications issued by OGRA fixing the maximum sale price of CNG, including Rental / OMC Margins, do not override or modify pre-existing contractual agreements between private parties unless expressly authorized by law. (e) Representation in Arbitration: ---- Legal standing of a trade organization as a representative body A trade organization may represent its members in arbitration proceedings only when expressly authorized by the parties to the arbitration agreement. Without such authorization, the organization lacks standing, rendering the proceedings and any resultant award unenforceable. (f) Costs and Conduct of Arbitration: ---- Jurisdictional irregularities and costs imposed on non-compliance Where arbitration is initiated or pursued improperly, costs are imposed on the initiating party for engaging in proceedings that violate established contractual or statutory requirements. ----Disposition: The petition was dismissed, upholding the concurrent judgments of the lower courts that set aside the arbitration award and declared the arbitration proceedings initiated by APCNGA as unauthorized and invalid.

Summary: (a) Companies Act, 2017 (XIX of 2017): ----S. 132---- Obligation to convene Annual General Meeting (AGM) within 120 days—Delay in holding AGM—Imposition of penalty—Appellant failed to convene AGM for financial year ended June 30, 2018, despite multiple extensions granted by SECP—Appellant argued delay was caused by Oil and Gas Regulatory Authority (OGRA) not approving final revenue requirement (FRR) on time—Held, Section 132 of the Act overrides OGRA Ordinance, 2002, as the latter does not contain any provisions regarding AGMs—Delay in submitting FRR petition to OGRA reflected negligence on part of the Appellant—Penalty of PKR 150,000 upheld. (b) Securities and Exchange Commission of Pakistan Act, 1997 (XLII of 1997): ----S. 33---- Appeal against imposition of penalty—Failure to convene AGM—Appellant contended that OGRA Ordinance, 2002, being a special law, supersedes the Companies Act, 2017—Held, no conflict exists between OGRA Ordinance and Section 132 of the Companies Act, 2017—Appellant’s failure to comply with statutory obligation under the Act constituted negligence—Appeal dismissed. (c) OGRA Ordinance, 2002 (XVII of 2002): ----S. 6(2), S. 8(2)---- Special law versus general law—Determination of FRR by OGRA—Appellant argued that OGRA’s authority over financial matters delayed the AGM—Held, OGRA Ordinance does not govern AGMs, and delay in FRR approval due to late submission by the Appellant cannot justify non-compliance with Section 132 of the Companies Act, 2017—Principle of special law prevailing over general law inapplicable—Companies Act, 2017, enacted later, overrides in case of any inconsistency. (d) Companies Act, 2017 (XIX of 2017): ----Ss. 4 & 505(1)(d)---- Overriding effect and application to companies governed by special enactments—Act applies to companies governed by special laws unless provisions conflict with the special enactment—No inconsistency found between Section 132 of the Act and OGRA Ordinance, 2002—Companies Act, 2017 holds overriding effect per Section 4. -----Disposition: Appeal dismissed. Impugned Order imposing a penalty of PKR 150,000 upheld. No order as to costs.

Summary: (a) Companies Act, 2017: ----Section 132; Obligation to hold Annual General Meetings (AGMs)---Failure to convene AGM within the statutory period---Appellant failed to hold AGM within 120 days of the financial year-end as required by Section 132 of the Act, despite multiple extensions granted by the SECP---Claimed delays in obtaining approval of Final Revenue Requirement (FRR) from OGRA---Bench rejected the excuse, noting that the appellant submitted its FRR petition to OGRA with delay, reflecting negligence on its part. (b) OGRA Ordinance, 2002: ----Sections 6(2) and 8(2); Applicability in relation to AGMs---Appellant argued that the OGRA Ordinance, as a special law, overrides the Companies Act---Bench held that there was no conflict between the OGRA Ordinance and Section 132 of the Act---Section 505(1)(d) of the Act specifies that the Act applies unless inconsistent with special enactments, which was not the case here---Act's overriding effect affirmed under Section 4. (c) Legal Principles: ----Conflict between special and general laws---Bench reaffirmed the principle that, in the absence of inconsistency, later enactments prevail over earlier ones---Companies Act, 2017, as the later enactment, held to have overriding authority in matters concerning AGMs. (d) Corporate Governance: ----Statutory compliance by listed companies---Bench emphasized the obligation of listed companies to adhere strictly to statutory timelines for AGMs under the Act, irrespective of external factors such as regulatory delays. -----Disposition: Appeal dismissed; impugned order upheld with no order as to costs.

Summary: (Gas Utility Court has exclusive jurisdiction to decide gas theft cases) The specific issue at hand is whether OGRA has concurrent jurisdiction with the Gas Utility Court or if the Gas Utility Court has exclusive jurisdiction over matters covered by the Gas (Theft Control and Recovery) Act, 2016. OGRA argues that it has the authority to resolve consumer complaints, while the gas companies (Sui Southern Gas Company Limited and Sui Northern Gas Pipelines Limited) argue that the 2016 Act provides a detailed mechanism for redressal of consumer complaints and limits OGRA's jurisdiction. The Supreme Court analyzes the relevant provisions of the Oil and Gas Regulatory Authority Ordinance, 2002, and the Gas (Theft Control and Recovery) Act, 2016. It concludes that the Gas Utility Court has exclusive jurisdiction over matters defined in the 2016 Act, including gas theft and other gas-related offenses. While OGRA can entertain complaints against licensees under its Regulations, it does not enjoy concurrent jurisdiction with the Gas Utility Court. Therefore, the Supreme Court dismisses OGRA's argument and upholds the exclusive jurisdiction of the Gas Utility Court in resolving disputes covered by the 2016 Act.

Summary: Section(s) Section 17 and 12 of the KP Consumer Protection Act, 1997; The OGRAOrdinance, 2002, section 6 (2)(r); Rule 18 (1) of the LPG (Production & Distribution)Rules, 20011. The general principle ? where no right of appeal is available, remedy by way ofwrit may be pursued ?applied and elaborated in the context of KP consumerprotection law.2. A consumer court has no jurisdiction to intervene where fixation of prices (ofLiquefied Petroleum Gas (LPG)) has been disputed by a retailer rather than aconsumer.3. Under the KP consumer protection law, a consumer, not a retailer, file a complaintwhere the question of fixation of prices of LPG is involved.4. The OGRA, being legally competent to fix prices for companies, not retailers, theDeputy Commissioner may fix transport costs borne by retailers.

Summary: (a) Oil and Gas Regulatory Authority Ordinance (XVII of 2002)-------S.12(2)---Appeal---Regulating activity---Scope---When decision is 'concerning a regulating activity' which adversely affects licensee, the aggrieved licensee can approach High Court as no other adequate remedy is provided in Oil and Gas Regulatory Authority Ordinance, 2002 to deal with such decision of Authority.(b) Oil and Gas Regulatory Authority Ordinance (XVII of 2002)-------Ss. 12(2) & 45---Pakistan Oil and Gas (Refining, Blending, Transporting, Storage and Marketing) Rules, 2016, R. 12(1)(c), Schedule-V, Part-A---Appeal---Existing blending plant---Phrase 'notwithstanding anything contained in the Ordinance'---Scope---Appellant was running lube and oil blending plant prior to promulgation of Oil and Gas Regulatory Authority Ordinance, 2002---Appellant assailed letter issued by Oil and Gas Regulatory Authority imposing additional conditions on its licence---Validity---Use of phrase 'notwithstanding anything contained in the Ordinance' and its repetition in relevant Rule of Pakistan Oil and Gas (Refining, Blending, Transporting, Storage and Marketing) Rules, 2016, indicated that decision and direction contained in letters in question were not applicable to appellant who fell within the category of existing operations/existing blending plants which were in field before commencement of Oil and Gas Regulatory Authority Ordinance, 2002---Non-obstante clause was repeated by Pakistan Oil and Gas (Refining, Blending, Transporting, Storage and Marketing) Rules, 2016,making the Authority while making Rules in exercise of powers conferred on the Authority wherever it referred to the existing lubricant blending plant, which amounted to acknowledgement of the Authority that Oil and Gas Regulatory Authority Ordinance, 2002 and Pakistan Oil and Gas (Refining, Blending, Transporting, Storage and Marketing) Rules, 2016, would not affect or apply on existing Lube Oil blending plant---High Court refrained the Authority from applying additional condition on the licensees to whom licences were granted under R.13 of Pakistan Oil and Gas (Refining, Blending, Transporting, Storage and Marketing) Rules, 2016, including appellant as they were already carrying out regulated activities of running lube oil blending plants immediately before commencement of Pakistan Oil and Gas Regulatory Authority Ordinance, 2002, and requirement of Part-A of Schedule-V of R. 12 (1)(c) of Oil and Gas (Refining, Blending, Transporting, Storage and Marketing) Rules, 2016,were not enforceable against them---Appeal was allowed in circumstances.

Summary: It has to be borne in mind that while adjudicating the merits ofthis petition we are not sitting in appeal over the OGRA Decision, asthat is the purview and function of the authority prescribed vide theRules. It is the considered view of this Court that the facts andcircumstances of this case do not merit any further indulgence of theConstitutional jurisdiction of this Court. In view of the reasoningprovided herein this petition is hereby dismissed with no order as tocosts. The petitioner shall however remain at liberty to avail anyappellate remedy against the OGRA Decision in accordance with thelawIt is pertinent to record that the observations madeherein above shall cause no prejudice to the adjudication of any 21proceedings wherein the OGRA Decision may be assailed, beforethe forum of competent jurisdiction

Summary: The central issue in this case and related petitions was the charging of a "Signature Bonus" by producing companies, such as OGDCL, for awarding contracts to marketing companies for the transportation of Liquefied Petroleum Gas (LPG) from various gas fields.The petitioners argued that the Signature Bonus should not be charged by the producing companies, as it exceeded the price determined and regulated by the federal government and the Oil & Gas Regulatory Authority (OGRA). They cited the Liquefied Petroleum Gas (Production & Distribution) Policy of 2016 and Rule 18 (as amended in August 2017) of the Liquefied Petroleum Gas (Production and Distribution) Rules of 2001 to support their position. They contended that the high auction prices of LPG were challenged previously through a writ petition.OGRA acknowledged that the Policy of 2016 was not being implemented due to the absence of corresponding amendments in Rule 18. Still, they assured that the matter would be reviewed and decided in compliance with the rules. The court observed that some public officials were not fulfilling their duties according to the relevant statutes, so it directed the Secretary of the Ministry of Energy (Petroleum Division) to determine liability for not controlling LPG prices. In response, Rule 18 was substituted through S.R.O. 68(KE)/2017 on 7th August 2017.Barrister Umair Majeed Malik, representing OGDCL, argued that the issue of Signature Bonus had already been resolved in a previous case. He claimed that the Policy of 2016 authorized producers to establish their own procedures for competitive bidding and that Signature Bonus was not part of the LPG price, so it did not need to be regulated by OGRA.Barrister Haroon Dugal, the advocate for OGRA, explained that they had written to the federal government for price fixation following the amendment of Rule 18, but the notification had not been issued. He clarified that OGRA's regulation of petroleum products was contingent on guidelines from the federal government as stipulated in the Policy of 2016 and the existing Rule 18. OGRA eventually acknowledged that Signature Bonus should be regulated by them and pledged to address the issue.The court examined the previous judgment in the Tez Gas Case (PLD 2017 Lahore 111), which held that Signature Bonus was legal, based on the 2013 policy. However, the court noted that the Policy of 2016 had replaced the earlier policy, rendering the Tez Gas Case judgment inapplicable to disputes arising after its issuance.The Policy of 2016 was approved by the Council of Common Interest (CCI) and introduced a regulated regime for the production and distribution of LPG. The law now required OGRA to regulate LPG pricing at all levels of the supply chain, with prices being notified based on federal government advice.The court concluded that the charging of Signature Bonus needed to be regulated by OGRA, and the cases were referred to OGRA for further action. Additionally, the federal government was directed to ensure consumer representation in the committee responsible for determining LPG prices, as required by the Policy of 2016. Compliance was expected within a specified time frame.In summary, this judgment clarified the regulatory framework for LPG pricing and the role of OGRA in overseeing the LPG industry, while also highlighting the need for government and regulatory compliance with established policies.