Karachi: Sapphire Fibres Limited announced on December 8, 2025, that its shareholders have approved a significant corporate move to amalgamate with Reliance Cotton Spinning Mills Limited. This decision, taken during the company’s Extra Ordinary General Meeting at the Cotton Exchange Building in Karachi, marks a pivotal development for both entities involved.
The resolution, which received approval from the members, details the amalgamation of Reliance Cotton Spinning Mills Limited into Sapphire Fibres Limited. According to the plan, all assets and liabilities of Reliance Cotton Spinning Mills Limited will be integrated into Sapphire Fibres Limited. This integration will be executed through the issuance of ordinary shares to the shareholders of Reliance Cotton Spinning Mills Limited, ultimately leading to the dissolution of the latter without the process of winding up.
The Scheme of Arrangement also includes the cancellation of shares held by Sapphire Fibres Limited in Reliance Cotton Spinning Mills Limited. This move is designed to eliminate the existing cross-holding between the two companies. Similarly, shares of Sapphire Fibres Limited held by Reliance Cotton Spinning Mills Limited will be distributed to the shareholders of Reliance Cotton Spinning Mills Limited, excluding Sapphire Fibres Limited, further resolving any cross-holding issues.
According to information available from the Pakistan Stock Exchange (PSX), this strategic consolidation is contingent upon the approval of the High Court and compliance with applicable laws and regulations. The Scheme of Arrangement, as outlined under Sections 279-283 of the Companies Act, 2017, also necessitates a reduction in the issued and paid-up share capital of Reliance Cotton Spinning Mills Limited through the cancellation of its ordinary shares.
The resolution emphasizes that all ancillary and incidental matters related to the Scheme of Arrangement are included in this approval. The shareholders and stakeholders of both companies await the High Court’s sanction to finalize this corporate restructuring, which aims to streamline operations and enhance shareholder value.