Karachi March 27 2024: Cnergyico PK Limited shareholders through special resolution approved bifurcation of the company into six segments.
In terms of the Scheme, it is intended, inter alia, that certain business units / undertakings of the Company shall be segregated and demerged / carved out from the Company, which undertakings (including the respective assets, liabilities and obligations comprising thereof) shall be merged with and into, and stand vested in, ORB 1, ORB 2, OMB, OSB and CPB respectively. Furthermore, ISOM, being a wholly owned subsidiary of the Company shall be merged with and into ORB 2.
“The Scheme of Arrangement dated January 22, 2024, prepared under the provisions of Sections 279 to 283 and 285 ofthe Companies Act, 2017, for, inter alia, (A) the bifurcation / separation of Cnergyico Pk Limited into six segments / undertakings (ie. the ORB 1 Demerged Undertaking, ORB 2 Demerged Undertaking, OMB Demerged Undertaking, OSB Demerged Undertaking, CPB Demerged Undertaking and Retained Undertaking), and the merger, by way of amalgamation, of the (i) ORB 1 Demerged Undertaking with and into Bosicorco ORB 1 (Private) Limited; (ii) ORB 2 Demerged Undertaking with and into Bosicorco ORB 2 (Private) Limited; (iii) OMB Demerged Undertaking with and into Bosicorco OMB 1 (Private) Limited; (iv) OSB Demerged Undertaking with and into Bosicorco OSB 2 (Private) Limited; and (v) CPB Demerged Undertaking with and into Bosicorco CPB 1 (Private) Limited; and (B) the merger, by way of amalgamation, of the entire undertaking of Cnergyico Isomerate Pk (Private) Limited with and into Bosicorco ORB 2 (Private) Limited, along with all ancillary and incidental matters thereto, placed before the meeting for consideration and approval, be and is hereby approved and adopted, along with any modifications / amendments required or conditions imposed by the High Court of Sindh at Karachi, subject to sanction by the Honorable High Court of Sindh at Karachi, in terms of the provisions of the Companies Act, 2017” states the notification.