The Board of Directors of Citi Pharma Limited (PSX: CPHL) has officially approved and recommended a strategic Scheme of Arrangement and Demerger during its meeting. The corporate restructuring initiative marks a significant step toward unlocking the latent value of the pharmaceutical company’s non-core physical assets by establishing a specialized Real Estate Investment Trust (REIT) structure. The formal transmission of this information was made available to the public through an official regulatory notification disseminated to the Pakistan Stock Exchange.
The newly approved corporate scheme specifically outlines the transfer and vesting of two prime immovable properties currently held under the ownership of Citi Pharma Limited. These high-value real estate assets are to be legally moved into Citi Core Holdings (Private) Limited, which operates as a wholly-owned Special Purpose Vehicle (SPV) incorporated explicitly in connection with the proposed REIT development framework. The first parcel consists of a 4.1-kanal commercial property located at 71-E, Hali Road, Gulberg III, Lahore. The second, much larger plot comprises a 27.15-kanal industrial or commercial expanse situated at Mouza Haloki, close to Khayaban-e-Zafar within the Tehsil Model Town Extension territory of Lahore.
As direct financial consideration for executing this real estate asset transfer, the newly formed Special Purpose Vehicle, Citi Core Holdings (Private) Limited, will issue exactly 331,720,000 ordinary corporate shares. These shares will carry a standard face value of ten rupees each and will be issued directly to Citi Pharma Limited. This financial allocation mechanism has been carefully aligned with the precise valuation metrics detailed in an Auditor’s Swap Ratio Certificate, which was independently prepared and verified by a recognized firm of Chartered Accountants.
The legal implementation of this corporate demerger scheme has been progressed following explicit instructions handed down by the Honorable Lahore High Court, Lahore. Pursuant to these judicial directions, the formal arrangement was placed directly before the company’s equity investors for statutory consideration and evaluation during an Extraordinary General Meeting convened on July 8, 2026. Moving forward, the ultimate execution and finalized implementation of the demerger scheme remain firmly conditional upon securing formal sanction from the Honorable Lahore High Court, final definitive approval by the voting shareholders, and the seamless completion of all remaining legal, statutory, and regulatory compliance protocols required within the domestic financial and corporate governance framework.
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