CCP approves Stonepeak's acquisition of Castrol's global lubricants business

July 31, 2026 (MLN): The Competition Commission of Pakistan (CCP) has cleared the proposed acquisition of BP plc's global Castrol lubricants business by Motion JVCo Limited, a special purpose vehicle set up by US-based investment firm Stonepeak Partners, following a Phase-I review.

Castrol lubricants are marketed and sold in Pakistan through Castrol Group Holdings Limited.

Although the transaction is global in nature, acquisitions involving businesses with a presence in Pakistan fall under the country's merger control law, which requires a review to ensure competition in the relevant market is not substantially lessened, APP reported.

Under the deal, BP plc will sell Castrol Group Holdings Limited  which owns the global Castrol lubricants business to Motion JVCo.

Canada Pension Plan Investment Board (CPP Investments) will acquire an indirect minority stake through its wholly owned subsidiary, while Stonepeak will hold indirect sole control once the transaction is completed.

The CCP identified the sale of lubricants in Pakistan as the relevant market for its assessment.

It found that neither Stonepeak nor CPP Investments currently operates in Pakistan's lubricants market, meaning the transaction does not combine competing businesses locally and creates no horizontal or vertical overlap with the target's operations. Castrol lubricants are marketed in Pakistan through a third-party distributor.

The Commission concluded that the acquisition would not alter the market structure, create entry barriers, or lead to the creation or strengthening of a dominant position in Pakistan's lubricants market, and accordingly authorised the transaction under Section 31(1)(d)(i) of the Competition Act, 2010.

The CCP clarified that its approval is limited to the competition assessment under the Competition Act, 2010, and that the transaction remains subject to all other applicable legal and regulatory requirements.

 It added that its merger review framework is designed to facilitate investment, corporate restructuring, and M&A activity while preserving market competition, thereby strengthening investor confidence and supporting foreign direct investment.

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