The shareholders of Ghani Chemical Industries Limited (GCIL) have unanimously approved a comprehensive Scheme of Compromise, Arrangement, and Reconstruction during an Extraordinary General Meeting (EOGM) chaired by representatives appointed by the Lahore High Court.Â
This scheme facilitates a demerger of the Calcium Carbide Project from GCIL and its merger into Ghani ChemWorld Limited, along with a merger of Ghani Products (Private) Limited into GCIL. The information was revealed in a notice sent to the Pakistan Stock Exchange (PSX) on Monday.
The resolutions were passed under Sections 279 to 283 of the Companies Act, 2017, and are subject to approvals from the Lahore High Court and other regulatory bodies, including the Securities and Exchange Commission of Pakistan (SECP) and the Pakistan Stock Exchange (PSX).
The Calcium Carbide Project of GCIL will transfer to Ghani ChemWorld Limited along with associated assets, liabilities, and employees. While Ghani Products (Private) Limited will merge into GCIL, with its assets, liabilities, and employees seamlessly integrated into the parent company.
GCIL shareholders will receive partially redeemable shares in Ghani ChemWorld Limited and additional ordinary shares in GCIL. The swap ratio will be determined based on a valuation by ShineWing Hameed Chaudhri & Co., Chartered Accountants.
The effective date for the scheme is June 30, 2024 (or as determined by the High Court), with any financial adjustments arising from the scheme reflected in merger reserves or goodwill. The scheme is subject to detailed scrutiny and approval by the Lahore High Court, SECP, and PSX, ensuring compliance with legal and corporate governance standards.
This restructuring is designed to streamline GCIL’s business operations by focusing on core competencies while empowering Ghani ChemWorld Limited to independently manage and expand the Calcium Carbide Project. Additionally, the merger of Ghani Products (Private) Limited into GCIL will consolidate operations, improving efficiency and financial stability.
The company believes these measures will enhance shareholder value, improve operational synergies, and provide greater financial transparency and growth opportunities in a competitive market.
Company Secretary Farzand Ali expressed optimism about the strategic benefits of this move, which aligns with the company’s vision of sustainable growth and value creation for stakeholders.
