Pioneer Cement Limited has approved a proposed Scheme of Arrangement for the merger of the company with Maple Leaf Cement Factory Limited (MLCFL), marking a significant development for the two cement businesses.
According to a material information disclosure dated September 2, 2026, Pioneer Cement’s Board of Directors approved the Scheme at its meeting held on the same day. The proposed transaction remains subject to shareholder approval, regulatory permissions and approvals, and sanction by the Honourable Lahore High Court.
Under the proposed arrangement, the entire undertaking of Pioneer Cement—including its assets, liabilities, privileges, obligations, rights and business—will be merged into and transferred to MLCFL through amalgamation.
Share Swap Proposed for Pioneer Cement Shareholders
As consideration for the merger, an aggregate of 136,167,857 ordinary shares of Maple Leaf Cement Factory Limited will be allotted and issued to Pioneer Cement shareholders, excluding MLCFL itself where applicable.
The share exchange will be based on a swap ratio of 2.65 ordinary shares of MLCFL for every one ordinary share of Pioneer Cement held by eligible shareholders.
Following completion of the merger, Pioneer Cement is expected to stand dissolved without winding up, while its shares—including those held by MLCFL—will be cancelled.
Court and Shareholder Approvals Required
The company said a joint petition concerning the proposed Scheme will be filed with the Honourable Lahore High Court, Lahore, in due course. The Scheme will also be circulated to Pakistan Stock Exchange Limited and Pioneer Cement shareholders, subject to any directions or orders issued by the court.
The disclosure states that the effective date of the Scheme is July 1, 2026, while completion remains dependent on the required legal, regulatory and shareholder approvals.
The proposed merger represents an important corporate restructuring for Pioneer Cement and Maple Leaf Cement Factory. Investors and shareholders will now be watching the regulatory and court approval process, as well as the formal implementation of the proposed share-swap arrangement.
