Ncell Share Transfer Dispute: Supreme Court Directs Telecommunications Authority for Effective Regulation

23rd July 2026, Kathmandu

The Supreme Court of Nepal has issued a directive regarding the Ncell share transfer controversy, instructing the Nepal Telecommunications Authority (NTA) to regulate the process transparently in accordance with the law. Read the full analysis of the court’s verdict.

Ncell Share Transfer Dispute

Supreme Court Verdict on Ncell Ownership Dispute: NTA to Handle Share Transfer Regulation

The long-standing legal dispute concerning the ownership transfer and share purchase of Ncell has finally reached a significant turning point.

Rather than immediately declaring the transfer of Ncell’s 80 percent stake valid or void, the Supreme Court has issued a directive order instructing the Nepal Telecommunications Authority (NTA) to regulate the matter strictly in accordance with the law.

A joint bench of Justices Sapana Pradhan Malla and Tek Prasad Dhungana dismissed the writ petition filed by lawmaker Amaresh Kumar Singh. In doing so, the court emphasized the principle of judicial self-restraint, stating that the judiciary should not unnecessarily interfere in the decisions of specialized regulatory bodies acting within their jurisdiction.

Key Grounds for Dismissing the Writ

The court outlined three main pillars supporting its decision to dismiss the petition:

Expertise and Jurisdiction: As the autonomous body responsible for regulating and managing the telecommunications sector, the NTA makes decisions within its domain. Unless there is a clear legal error or malice, the court should not intervene in the work of experts.

Pending Regulatory Approval: Because the NTA had not yet granted official validity to the share purchase agreement, it was deemed unnecessary for the court to prematurely invalidate the contract itself.

Absence of Grounds for Mandamus: Given that the NTA had already carried out its core legal duties, the court found no justification for issuing a separate writ of mandamus or certiorari.

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Directives Issued to Ncell and the NTA

Under Article 133, Sub-clause (3) of the Constitution of Nepal, the Supreme Court issued specific directive orders to both Ncell and the telecommunications regulatory body:

For Ncell: The company has been ordered to operate its services transparently and lawfully, strictly complying with all terms and conditions outlined in the Telecommunications Act, Telecommunications Regulations, Bylaws, and its operating license.

For the NTA: The regulatory authority has been instructed to utilize its statutory powers to enhance monitoring and oversight. If deemed necessary, the NTA may initiate penal actions, including fines under the law, before making a final decision on the legality of the share transaction.

Background of the Controversy

The legal challenge originated after Axiata Investments (UK) signed an agreement on December 1, 2023, to sell its 80 percent stake in Ncell Axiata to Spectrilite UK Ltd, owned by UK-based Nepali businessman Satish Lal Acharya, for NPR 6.66 billion, significantly lower than the NPR 143 billion Axiata had paid for the shares in 2013. This steep valuation drop prompted lawmaker Amaresh Kumar Singh and others to file writs in the Supreme Court.

While the court’s full text—released after a year and a half since the initial December 26, 2024, dismissal order does not directly invalidate the ownership transfer, it strongly underscores that prior approval from the NTA was mandatory under telecommunications regulations requiring consent for share transactions exceeding 5 percent.

What Lies Ahead?

Ncell had submitted its formal application for approval to the NTA in February 2024, months after the transaction had already taken place. At the time, the NTA kept the application in status quo because the writ was sub judice in court.

The Supreme Court’s verdict does not place a blanket ban on the share transaction, but instead paves the way for proper legal compliance.

By highlighting provisions under Section 15 (power to issue directives), Section 28 (license cancellation), and Section 47 (penalties for violating license terms) of the Telecommunications Act, 2053, the court has empowered the NTA to enforce stringent regulatory accountability moving forward.

For more: Ncell Share Transfer Dispute