Bank Makramah Limited (BML) has officially disclosed that its sole sponsor shareholder, Nasser Abdulla Hussain Lootah, has submitted a formal proposal seeking an adjustment to his shareholding in the institution. The development was communicated through a notice issued to the Pakistan Stock Exchange (PSX), reflecting a new phase in the bank’s ongoing capital restructuring efforts following a series of recent approvals.
The proposal comes shortly after the Islamabad High Court sanctioned the bank’s scheme of arrangement, which included the merger of Global Haly Development Limited (GHDL) into BML along with a reduction in the bank’s paid-up share capital. This scheme has been at the core of BML’s broader plan to reinforce its financial structure, meet regulatory demands, and strengthen its capital adequacy position. The bank stated that the court approval marks a major achievement in its journey toward meeting both the Minimum Capital Requirement (MCR) and the Capital Adequacy Ratio (CAR).
Under the original terms of the arrangement, Lootah held 86.1 percent of the bank’s total shareholding. However, the recent surge in BML’s market price has prompted the sponsor to propose a recalibration of the shares allotted to him. In a detailed letter addressed to the bank’s Board of Directors, Lootah highlighted that the shares initially issued to him were based on a valuation of Rs2.14 per share—the rate applicable at the time the swap ratio was determined during the restructuring. With the current market price rising sharply to Rs6.25 per share, he has recommended recalculating the additional shares he received under the scheme.
Lootah’s position is that any adjustment should reflect the present value of the bank’s stock rather than the earlier rate. He underlined that recalculating the shares in line with the current share price would deliver a more equitable outcome for the bank and its minority shareholders. To reflect this adjustment, Lootah stated that his overall shareholding would reduce from 86.1 percent to approximately 75.8 percent if the proposed recalculated share structure is implemented.
He emphasized that the intention behind the proposal is to support the long-term stability of the institution and align it more closely with shareholder interests as the bank progresses through its capital strengthening measures. The strong appreciation in share price, he noted, has created an opportunity to correct the shareholding structure in a manner that preserves transparency and strengthens confidence among investors.
Bank Makramah’s Board acknowledged receiving the proposal and affirmed that it will undergo a detailed review. The bank noted that any decision will be made after evaluating all legal, regulatory, and accounting implications associated with adjusting a completed share allotment. The review process is expected to take into account the interests of all shareholders as well as compliance with corporate governance and banking regulations.
As BML continues its capital rebuilding process, the proposed shareholding revision could represent a significant development in shaping the institution’s governance framework and ownership dynamics. Market observers note that such adjustments are uncommon and often involve complex regulatory considerations, but they may support long-term stability when executed transparently and strategically.
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