HEG Secures NCLT Approval to Split Into Two Listed Entities

NEW DELHI / INDORE — HEG Limited announced that it has received formal sanction from the National Company Law Tribunal (NCLT), Indore Bench, for its comprehensive Composite Scheme of Arrangement, clearing the path for the creation of two distinct, independently listed corporate entities.

The landmark regulatory approval allows the company to execute its strategic restructuring plan, which involves demerging its core graphite electrode manufacturing business into HEG Graphite Limited and simultaneously amalgamating Bhilwara Energy Limited (BEL) into the parent company. Existing shareholders will receive shares in the new demerged graphite entity in a clean 1:1 ratio, separating mature industrial manufacturing from fast-scaling clean-tech and green energy verticals.

Strategic Corporate Restructuring and Value Unlocking

The NCLT sanction marks a pivotal turning point for the conglomerate, resolving pending tribunal proceedings and enabling management to execute a long-term capital allocation strategy. By isolating the cyclical graphite electrode business from emerging green energy, hydro power, and advanced carbon materials, the corporate architecture is optimized to pursue dedicated growth tracks.

According to official corporate filings, stock exchange disclosures, and tribunal notices:

• Tribunal Sanction: The NCLT Indore Bench formally approved the composite scheme of arrangement, clearing the final legal hurdle for the enterprise restructuring.

• Graphite Demerger Ratio: Eligible shareholders will receive one equity share of HEG Graphite Limited for every one equity share held in HEG Limited (1:1 ratio).

• Green Energy Pivot: The surviving parent entity will consolidate Bhilwara Energy Limited and transition into a focused green energy and advanced carbon platform.

• Listing Timeline: Following the filing of certified tribunal orders with the Registrar of Companies, the resulting entities will proceed with dedicated stock exchange listings within regulatory windows.

Official Sources Section

• BSE India Corporate Disclosures: Official material event notifications, NCLT sanction announcements, and scheme filings submitted by HEG Limited (BSE: HEGL.NS).

• National Stock Exchange of India (NSE): Exchange compliance archives and restructuring updates.

• National Company Law Tribunal (NCLT): Judicial orders, tribunal bench pronouncements, and company scheme petitions.

Quote Section

According to statements released by HEG Limited Chairman and Managing Director Ravi Jhunjhunwala regarding the corporate restructuring:

"The existing company and the new company will script new paths as two independent, publicly listed companies. The underlying growth drivers, risk profile, and capital allocation requirements are fundamentally different in the graphite business compared to the green energy business, and this scheme unlocks full value for our shareholders."

Why It Matters

For institutional investors, retail shareholders, and market analysts, the formal NCLT approval eliminates structural overhang and provides direct ownership in two specialized corporate vehicles. Separating high-cash-flow industrial manufacturing from capital-intensive clean-tech investments enhances transparency, improves valuation metrics, and tailors capital access for each distinct business line.

Key Facts at a Glance

• Company Name: HEG Limited (HEGL.NS).

• Regulatory Body: National Company Law Tribunal (NCLT), Indore Bench.

• Key Transaction: Composite demerger of the graphite business and amalgamation of Bhilwara Energy.

• Share Entitlement: 1:1 share distribution for the new demerged graphite entity.

FAQ Section

What did the NCLT approve for HEG Limited? The NCLT sanctioned HEG's Composite Scheme of Arrangement, allowing the company to demerge its graphite business and consolidate clean energy operations.

What is the share entitlement ratio for the demerger? Existing shareholders will receive one equity share of HEG Graphite Limited for every one equity share held in HEG Limited (1:1 ratio).

How will the restructuring benefit investors? The split creates two independently listed entities with focused management, allowing investors to separately target mature graphite manufacturing and high-growth green energy sectors.

Where can stakeholders review official scheme documents and filings? Official NCLT orders, exchange disclosures, and investor presentations are published directly on the BSE, NSE, and official company portals.

Source: BSE India, NSE India, HEG Limited Corporate Portal, Sahi Markets