SHC allows plea to merge SPI Insurance with United Insurance

KARACHI: The Sindh High Court (SHC) has allowed an application for the merger and amalgamation of the SPI Insurance Company with the United Insurance Company of Pakistan.

SPI Insurance had filed an application for merging with United Insurance with the scheme of merger. The applicant’s counsel said that under the merger scheme, the entire undertaking and business, including assets, rights, properties, benefits, powers, privileges, contracts, liabilities, encumbrances, obligations and dues of SPI Insurance will be transferred to, vested in and assumed by United Insurance.

According to the merger deal, United Insurance will issue the company’s shares to SPI Insurance’s shareholders on the effective date as per the computed share swap ratio based on the breakup value, whereby a 0.9 share of United Insurance will be issued for every one share of SPI Insurance.

The court was informed that United Insurance will act accordingly, while SPI Insurance will cease to exist without winding up, and the members, creditors and shareholders of both companies will remain duly secured to the same extent as at present, without affecting the security interests and other rights of the members or creditors of SPI Insurance.

After perusing the annual reports and the scheme of merger, a single SHC bench headed by Justice Mohammad Shafi Siddiqui said that both applicants are unanimous in their view that to improve the businesses of both applicants, it would be advantageous if SPI Insurance merges with United Insurance. The bench said that it appears that the applicants completed all necessary legal formalities, including the holding of separate meetings of shareholders and board of directors, and the requisite publication and issuance of notices to the Securities & Exchange Commission of Pakistan.