Bank Makramah Limited Announces Share Issuance and Reorganisation Scheme

Karachi: Bank Makramah Limited (BML) disclosed significant corporate actions following its Annual General Meeting held on March 25, 2026. The disclosure was made in compliance with Sections 96 of the Securities Act, 2015, and Clause 5.6.1(a) of the PSX Rule Book.

The Members and Shareholders of BML have approved a pivotal decision to issue 27,888,469 fully paid-up ordinary shares. This issuance is aimed at settling the outstanding principal amount and accrued profit related to the bank’s rated, unsecured and subordinated term finance certificates (TFCs) as of December 31, 2025. The shares will be issued to the TFC Holders and will contribute to the Bank’s Tier I Capital. This move is contingent upon obtaining all necessary regulatory approvals from authorities including the State Bank of Pakistan and the Securities & Exchange Commission of Pakistan.

According to information available from the Pakistan Stock Exchange (PSX), BML’s shareholders have also endorsed a Scheme of Arrangement, termed the “BML Reorganisation Scheme.” This scheme, filed before the High Court of Islamabad under specific sections of the Companies Act, 2017, involves reorganizing the shareholding structure of the bank. The scheme proposes the cancellation of a specified portion of the Sponsor’s current shareholding, with an equivalent number of new shares to be issued to the remaining shareholders on a pro rata basis. These new shares will be issued free of cost to all eligible shareholders whose names are listed on the Register of Members as of the Book Closure Date, determined post the court’s sanctioning of the scheme.

The decisions taken at the AGM represent significant corporate governance measures aimed at restructuring and enhancing the Bank’s financial architecture. The market category impacted by these changes is the Financial sector. The dissemination of this information to the TRE certificate holders of the Exchange is advised as per the regulatory requirements.