HEG Limited receives NCLT sanction for Composite Scheme of Arrangement involving demerger and merger

M&A / JV 18 Aug 2026 · Ruling· ✓ Verified

The National Company Law Tribunal, Indore Bench, has passed an order sanctioning a composite scheme of arrangement (Scheme) amongst three parties: HEG Limited (the transferee and demerged company), HEG Graphite Limited (a newly created resulting company), and Bhilwara Energy Limited (the transferor company), along with their respective shareholders and creditors. The scheme is structured under Sections 230–232 of the Companies Act, 2013 and related provisions. The company disclosed the order to the National Stock Exchange on 18 August 2026.

Why it mattersComposite scheme under Sections 230–232 CA 2013 involving a multi-step demerger (HEG → HEG Graphite) combined with a merger (Bhilwara Energy) represents a complex capital restructuring; watch for implementation mechanics (share swaps, effective dates, regulatory conditions precedent on stock exchange approvals and minority discent petitions).
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