Unlocking Synergies: Grasim's Composite Coup for Birla's Brighter Green Future |

Updated: December 29, 2025 20:33

Image Source: PR Newswire, Saur Energy

Grasim Industries board has greenlit a composite scheme merging renewable assets from Essel Mining into Aditya Birla Renewables, creating a unified platform with 141 MW capacity. The move simplifies operations, boosts synergies, and awaits NCLT approval amid detailed valuations.

The Board of Directors of Grasim Industries Limited approved a Composite Scheme of Arrangement involving Essel Mining & Industries Limited (EMIL), Aditya Birla Renewables Limited (ABReN), and related subsidiaries. This includes a slump sale of EMIL's 141 MW renewable energy undertaking to ABReN, amalgamation of Electrotherm Renewables Private Limited (ERPL) into ABReN, and merger of three EPC subsidiaries—ABREL EPCCO Services, ABREL Renewables EPC, and ABREL EPC—into ABReN. The restructuring aims to consolidate renewable generation and ancillary services under ABReN for streamlined management and economies of scale.

Key Transaction Highlights

Transfer of EMIL Renewable Energy Undertaking on slump sale basis per Income Tax Act Section 2(42C), without individual asset valuation.
Amalgamation ratios: For ERPL, 1,87,070 ABReN shares per 100 ERPL shares at INR 10.15 issue price; no new shares for EPC mergers as wholly owned.
Total new ABReN equity issuance: 39.91 crore shares for slump sale and 9.35 crore for ERPL, diluting Grasim's stake while retaining promoter control at 100%.

Financial Snapshot

EMIL reports standalone turnover of INR 330.93 crore and net worth INR 20,138.54 crore as on September 30, 2025; ABReN at INR 132.84 crore turnover and INR 1,199.74 crore net worth. ERPL shows zero turnover and negative net worth of INR 22.89 crore; EPC firms have minimal revenues under INR 2 crore each with negative net worths. Aggregate turnover across entities stands at INR 355.73 crore with combined net worth INR 27.41 crore (standalone). Valuation by Bansi S. Mehta Valuers LLP and fairness opinion from Fedex Securities confirm equity issuance fairness.

Strategic Benefits and Approvals

The scheme unlocks value by separating EMIL's mining from renewables, enhancing ABReN's platform for wind, solar, EPC, and trading. It follows December 9 board approval of INR 500 crore infusion from EMIL into ABReN via preferential issue. Pending shareholder, creditor, NCLT (Mumbai/Kolkata), and regulatory nods; not classified as related party transaction under SEBI norms post NCLT sanction. No impact on ABReN NCD holders. Promoter shareholding remains 100% pre/post-scheme, rising post-preferential to 216.63 crore shares.

Sources: BSE/NSE Stock Exchange Filings by Grasim Industries Limited; Aditya Birla Renewables Limited Intimation

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