MLCF board clears amalgamation of PIOC, subject to LHC nod

September 02, 2026 (MLN): Maple Leaf Cement Factory Limited's (PSX:MLCF) Board of Directors has approved a Scheme of Arrangement for the merger of Pioneer Cement Limited (PIOC) with and into the company, subject to shareholder approval and sanction by the Lahore High Court, marking the final step in MLCF's full absorption.

The company conveyed the disclosure to the Pakistan Stock Exchange in line with the requirements of the PSX Rule Book and the Securities Act, 2015, following a board meeting held on September 2, 2026, at which the Scheme was approved under sections 279 to 283 and other applicable provisions of the Companies Act, 2017.

Under the terms of the Scheme, the entire undertaking of PIOC  including its assets, liabilities, privileges, obligations, rights and business will be merged with and into Maple Leaf Cement.

In consideration, an aggregate of 136,167,857 ordinary shares of the company will be allotted and issued to PIOC shareholders, excluding shares held by Maple Leaf Cement itself as a PIOC shareholder, based on a swap ratio of 2.65 Maple Leaf Cement shares for every one PIOC share held.

As a consequence of the merger, PIOC will stand dissolved without winding up, and all its shares, including those held by Maple Leaf Cement, will stand cancelled.

The company said a joint petition regarding the proposed Scheme would be filed with the Lahore High Court in due course, with the effective date of the Scheme set as July 1, 2026.

The Scheme will also be circulated to the Pakistan Stock Exchange and shareholders, subject to the court's directions.

Earlier in February, MLCF has completed its public offer and related share acquisition of PIOC, raising its collective stake to 88.28% and obtaining control of the company.

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