Dawood Lawrencepur Limited (DLL) has approved the amalgamation of DH Partners Limited and Cyan Limited with and into the company through a Scheme of Arrangement, the company disclosed to the Pakistan Stock Exchange (PSX) on Tuesday.
According to the disclosure, the DLL board approved the proposed amalgamation at its meeting held on December 15, 2025, under Sections 279 to 283 of the Companies Act, 2017. Under the scheme, DLL will issue shares to shareholders of DH Partners Limited, other than DLL itself, and to shareholders of Cyan Limited based on approved swap ratios.
DLL said shareholders of DH Partners Limited will receive 4.7724 ordinary shares of DLL for every 100 ordinary shares held, while shareholders of Cyan Limited will receive 7.2974 ordinary shares of DLL for every 100 ordinary shares.
The company said the swap ratios were determined based on audited special purpose financial statements of DLL, Cyan and DH Partners for the period ended October 31, 2025, valuations of immovable properties conducted by independent valuers, and calculations carried out by an independent financial advisor jointly appointed by the companies.
According to the disclosure, the proposed amalgamation aims to consolidate entities engaged in similar business activities into a single listed platform. DLL said the move is expected to align overlapping business models, strengthen the balance sheet through a larger equity base and diversified assets, and improve borrowing capacity and financial resilience.
The company said integration of governance systems and decision-making processes is expected to streamline oversight and reduce administrative and regulatory costs, while consolidation of investment holdings is expected to support more effective capital allocation and broaden the shareholder base.
The proposed amalgamation remains subject to corporate and regulatory approvals, including sanction by the Islamabad High Court.
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