January 27, 2026 (MLN): Bank Makramah Limited (PSX: BML) has approved a comprehensive restructuring plan aimed at optimizing its shareholding structure and strengthening its capital base, following a board meeting held on January 26, 2026.

Under the approved proposal, the Bank’s Sponsor has agreed to adjust the valuation of his shareholding under the previously approved restructuring framework.

While the Sponsor currently holds 861.16 million fully paid-up ordinary shares, representing 86.1% of the Bank’s paid-up capital, these shares will now be valued at Rs6.25 per share instead of Rs2.14.

As a result, the Sponsor’s ownership will be reduced to 75.8%, according to the issued today.

To implement this adjustment, a Scheme of Arrangement will be filed with the Islamabad High Court.

Subject to court approval, the excess shares held by the Sponsor will be transferred and distributed among the remaining shareholders of Bank Makramah Limited at no cost, a move expected to enhance free float and improve shareholder value.

In a parallel development, the Board has also approved a proposal related to the Bank’s outstanding Term Finance Certificates (TFCs), which have remained unpaid since October 2018 due to financial, regulatory, and macroeconomic challenges.

The plan involves converting the total TFC redemption amount into equity.

The conversion covers Rs1.50bn in principal and Rs1.85bn in accrued profit up to December 31, 2025, aggregating Rs3.35bn.

This amount will be converted into fully paid ordinary shares at a price of Rs6.25 per share, adjusted for a share reduction factor of 94.7341%, and allotted to TFC holders in proportion to their respective holdings.

Upon completion, the conversion will increase the paid-up capital of Bank Makramah Limited by Rs3.35bn, significantly strengthening the Bank’s balance sheet and addressing long-standing liabilities.

The proposed restructuring and capital enhancement measures remain subject to regulatory approvals and, where applicable, consent from the relevant stakeholders.

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