15/09/2026
Corporate Merger — Court Sanction under Section 228 of the Companies Act, 1994
The Company Bench of the High Court Division of the Supreme Court of Bangladesh has sanctioned the Scheme of Amalgamation between Blackberry Agro Care Limited and T H Pesticide Limited pursuant to Section 228 of the Companies Act, 1994, marking a significant milestone in what stands as one of the more substantial corporate restructuring transactions undertaken in Bangladesh.
The Scheme was duly placed before the Hon’ble High Court Division for its consideration. Pursuant to the directions of the Court, meetings of the respective creditors and members were convened and held, at which the Scheme received unanimous approval. Upon being satisfied as to its commercial rationale, statutory compliance and the interests of the companies and their respective stakeholders, the Hon’ble Court was pleased to sanction the Scheme of Merger.
LATIF & ASSOCIATES acted as legal advisers and advocates for both companies throughout the proceedings before the Hon’ble High Court Division, providing comprehensive legal assistance in connection with the merger and successfully representing the companies in the proceedings culminating in the Court’s sanction.
Two leading Chartered Accountancy firms likewise contributed to the transaction, working in close collaboration with LATIF & ASSOCIATES in the preparation of the Scheme of Merger and in ensuring the requisite financial, regulatory and statutory compliances.
The Court-sanctioned restructuring is expected to enhance operational efficiency, rationalise the corporate structure and facilitate greater administrative and commercial coherence within the Group, thereby creating a stronger and more streamlined corporate framework for its future growth.
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