CB approves amalgamation of Arpico Finance with Associated Motor Finance

The Central Bank has approved the amalgamation of Arpico Finance Company PLC (AFC) with the Associated Motor Finance Company PLC (AMF), with the latter being the surviving entity. 

In terms of the approval, AMF is required to complete the Merger by 31 March 2021.

As per the announcements by the two companies, the merger will commence immediately, subject to the in-principle approval being given by the Colombo Stock Exchange (CSE) to AMF, for the listing of shares of AMF arising from the amalgamation of AFC with AMF in terms of the Listing Rules and the approval of the shareholders of both AMF and AFC, by way of Special Resolutions, post receiving the CSE approval, and the concurrence of the secured lenders to AFC being received by AFC.

The holders of 444,890 shares of AFC, constituting 5.98% of the issued shares of AFC other than the 6,992,610 shares held by AMF, constituting 94.02%, shall receive 76 ordinary shares of AMF for every 100 shares of AFC.

In terms of Section 241 (3) (a) of the Companies Act No.07 of 2007, shares held by AMF in AFC will be cancelled without payment of any consideration, when the amalgamation becomes effective.

Accordingly, a shareholder holding 100 ordinary shares of AFC will be issued 76 ordinary shares of AMF as consideration for the amalgamation.