IRIS Corporation Berhad (IRIS) has announced plans to undertake an internal reorganisation that will see the company exchange its shares with those of a new holding company, IGB Berhad (IGB), and transfer its listing status to IGB on Bursa Malaysia’s ACE Market.
According to a filing with Bursa Malaysia, the proposed internal reorganisation will be implemented via a members’ Scheme of Arrangement under Section 366 of the Companies Act 2016. The exercise consists of two key components:
All 815.7 million issued IRIS shares will be exchanged for an equal number of IGB shares on a one-for-one basis. Upon completion, IRIS will become a wholly-owned subsidiary of IGB, while existing IRIS shareholders will hold the same proportion of shares in IGB. The existing IRIS Board of Directors will also assume leadership of IGB.
Following the share exchange, IRIS will be delisted from the Official List of Bursa Malaysia, and IGB will be admitted in its place with a total of 815.7 million shares (including two pre-existing IGB shares) quoted on the ACE Market. The reference price of IGB shares will match the last closing price of IRIS shares prior to the trading suspension.
The High Court of Malaya has granted an order for IRIS to convene a court-convened meeting (CCM) within 90 days from 4 September 2025, allowing shareholders to consider and vote on the proposal.
In a supplemental agreement signed on 10 September 2025, IRIS and IGB agreed to reclassify one of the scheme’s conditions precedent as a condition subsequent, further refining the terms of the restructuring.
The company emphasised that the share exchange will not alter shareholders’ existing voting rights, as IGB will adopt the same constitutional provisions currently in IRIS’s constitution.
Upon completion, the reorganisation is expected to streamline the group’s corporate structure, with IRIS operating as a wholly-owned subsidiary under IGB as the new listed entity.
