HEG Board Approves Composite Scheme of Arrangement, Sets Record Date for Demerger and Amalgamation
HEG Limited's Board approved a Composite Scheme of Arrangement, effective September 1, 2026. The record date for share entitlement is September 7, 2026. Key appointments include Riju Jhunjhunwala as CMD and Neha Rajvanshi as CFO. The company name is proposed to change to HEG Advanced Materials Limited.
The composite scheme of arrangement, including demerger and amalgamation, along with significant changes in leadership and proposed name changes, represents a substantial corporate restructuring that will likely have a medium-term impact on the company's operational structure, governance, and strategic direction.
The announcement details a complex corporate restructuring involving a scheme of arrangement, demerger, and amalgamation, along with significant changes in board and key management personnel. While these are material events, they do not inherently indicate improved or worsened financial performance or immediate market impact, hence the neutral sentiment.
HEG Limited announced the outcome of its Board Meeting held on August 24, 2026. The Board took on record the certified copy of the National Company Law Tribunal's (NCLT) order dated August 13, 2026, which sanctioned the Composite Scheme of Arrangement among HEG Limited, HEG Graphite Limited, and Bhilwara Energy Limited.
The Board approved making the Scheme effective from Tuesday, September 01, 2026. Consequently, Monday, September 7, 2026, has been fixed as the record date for determining shareholders eligible to receive consideration pursuant to the Scheme. For the demerger of the Demerged Undertaking into HEG Graphite Limited, each shareholder of HEG Limited as of the Record Date will receive one fully paid-up equity share of INR 2 each in HEG Graphite Limited for every one equity share of INR 2 each held in HEG Limited. For the amalgamation of Bhilwara Energy Limited with HEG Limited, shareholders of Bhilwara Energy Limited (excluding HEG Limited itself) as of the Effective Date will receive eight fully paid-up equity shares of INR 2 each in HEG Limited for every seven equity shares of INR 10 each held in Bhilwara Energy Limited.
Furthermore, the Board approved the reconstitution of various committees, including the Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee, Risk Management Committee, and Corporate Social Responsibility & ESG Committee, effective September 01, 2026. Key managerial personnel have been authorized to determine the materiality of events and information. The company also proposed changing its name to "HEG Advanced Materials Limited" and renaming "HEG Graphite Limited" to "HEG Limited" subsequent to the Scheme becoming effective, subject to regulatory approvals.
The Board also noted several appointments and cessations of Key Managerial Personnel (KMP) and Senior Management Personnel, effective September 01, 2026, consequent to the Composite Scheme of Arrangement. Notably, Shri Ravi Jhunjhunwala will relinquish his roles as Chairman, Managing Director & CEO but will continue as a Non-Executive Non-Independent Director. Shri Riju Jhunjhunwala will be elevated to Chairman, Managing Director & CEO, subject to shareholder approval. Ms. Neha Rajvanshi has been appointed as Chief Financial Officer, and Shri Ravi Gupta as Company Secretary & Compliance Officer.
What to do with a filing like this
HEG Limited filed this with the NSE as a statutory disclosure, categorised under other corporate actions. It is a primary document, not a recommendation, and the desk marks it medium impact: worth reading, rarely worth acting on by itself.
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See the model portfoliosA plain-language summary of a public exchange filing by HEG Limited. Read the original for the full detail.