Karachi September 16, 2021: Honorable Lahore High Court, Lahore vide its order dated September 06, 2021 has sanctioned the merger of Ghani Automobile Industries Ltd with and into Ghani Value Glass Ltd, as per information shared by the company at Pakistan Stock Exchange (PSX).
Earlier, the Commission raised certain reservations on the Scheme and sought calculation of swap ratio, no objection certificates from the secured creditors and an undertaking by Ghani Value Glass Limited to the effect that inspection of books of accounts of Ghani Automobiles shall be its responsibility. The petitioners accordingly placed on record additional documents, whereby the presentation of certain annexures of the Scheme was updated. The reservations/observations of the Commission thus stood addressed whereafter the learned counsel for the Commission recorded his no objection to the Scheme.
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The Scheme envisages merging of the assets and liabilities of Ghani Value Glass Limited company into Ghani Value Glass Limited company. In terms of the Scheme, the entire Undertaking (as defined in the Scheme), assets and liabilities of Ghani Automobiles company shall be transferred to and stand vested in Ghani Value Glass Limited company. The object of the Scheme is to combine the assets and liabilities of the petitioner companies and their members into one company and to bring significant value addition for shareholders of both the companies as petitioner Ghani Automobiles suffered financial losses and faced operational difficulties in recent years. The merger of the two companies as per the Scheme will bring financial stability and result in business growth.
Ghani Value Glass Limited a public limited company with an authorised share capital of Rs.650,000,000/ (Rupee Six Hundred and Fifty Million) divided into 65,000,000 ordinary shares of Rs.10/- each. Its paid up capital is Rs.580,312,730/- (Rupee Five Hundred Eighty Million Three Hundred Twelve Thousand Seven Hundred Thirty) divided into 58,031,273 ordinary shares of Rs.10/- each. Ghani Value Glass is authorized to, inter alia, carry on the business of manufacturing and sale of a diverse range of mirror, tempered glass and laminated glass.
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Ghani Automobiles is a public limited company with an authorised share capital of Rs.850,000,000/ (Rupee Eight Hundred and Fifty Million), divided into 85,000,000 ordinary shareS of Rs.10/- each. Its paid- up capital is Rs.500,288,800/- (Rupee Five Hundred Million Two Hundred Eighty Eight Thousand and Eight Hundred) divided into 50,028,880 ordinary shares of Rs.10/- each. The Ghani Automobiles is authorized to, inter alia, carry on the business of manufacturing, assembling and trade of automotive vehicles of various kinds.
None of the stakeholders, creditors and shareholders of Ghani Value Glass and Ghani Automobiles and other interested parties have raised any objection to the Scheme. There is nothing on the record to show that the Scheme is against public policy or in violation of any law.