November 127, 2023 (MLN): The Board of Directors of Arif Habib Corporation in today's emergent meeting has authorized Arif Habib Corporation Limited (PSX: AHCL) to enter into an arrangement with its subsidiary, Arif Habib Limited (PSX: AHL), the company's filing on the PSX showed today.
This is in terms of a Scheme of Arrangement under Sections 279 to 283 and 285 of the Companies Act, 2017, involving the demerger of certain non-core business, including assets, liabilities, and obligations, from AHL, and merger/amalgamation of the same with and into AHCL.
It will constitute a corporate restructuring of the said companies and their members, along with all ancillary matters.
In consideration of the Proposed Arrangement, it is proposed that shares of AHCL will be issued to the shareholders of AHL (other than AHCL itself) on the basis of a swap ratio of 0.8673, i.e. 86.73 ordinary shares of AHCL will be issued for every 100 ordinary shares of AHL held by each AHL Shareholder at the time (other than AHCL itself)
The above will be subject to the completion of necessary corporate and regulatory formalities, including obtaining requisite approvals from the relevant stakeholders/regulators, in accordance with the applicable laws, and sanction of the Scheme by the High Court of Sindh at Karachi, for which purposes the Board has, inter alia, authorized AHCL to file a petition with the High Court.
