HEG Limited's Scheme of Arrangement Sanctioned by NCLT Indore
NCLT Indore sanctioned HEG Limited's Composite Scheme of Arrangement involving HEG Graphite and Bhilwara Energy. The scheme demerges graphite business and amalgamates Bhilwara Energy into HEG. Share exchange ratios are set: 1:1 for HEG Graphite and 8:7 for Bhilwara Energy into HEG. Appointed date is April 1, 2024.
The scheme involves demerger and amalgamation, which are major corporate restructuring events that will significantly alter the company's structure, operations, and financial standing.
The NCLT sanctioning the scheme of arrangement is a significant positive development for the company, enabling restructuring and potential growth.
HEG Limited announced that the Hon'ble National Company Law Tribunal (NCLT), Indore Bench, has sanctioned the Composite Scheme of Arrangement. This scheme involves HEG Limited (Demerged Company/Transferee Company), HEG Graphite Limited (Resulting Company), and Bhilwara Energy Limited (Transferor Company), along with their respective shareholders and creditors.
The NCLT order was passed on August 13, 2026, and uploaded on the Tribunal's website on August 18, 2026. The scheme will become effective upon the filing of the certified copy of the order with the Registrar of Companies.
The rationale behind the scheme is to segregate HEG Limited's core businesses – graphite electrodes manufacturing and power generation – into independent entities to foster faster growth and unlock value for shareholders. It aims to provide flexibility in attracting investors, manage different risk profiles, enhance operational efficiency, and create distinct growth paths for each business segment. The amalgamation of Bhilwara Energy Limited into HEG Limited is intended to streamline the corporate structure, reduce compliance costs, and create synergies.
The scheme involves a share exchange ratio: 1 equity share of ₹2 each in HEG Graphite Limited for every 1 equity share of ₹2 each in HEG Limited. Additionally, 8 equity shares of ₹2 each in HEG Limited for every 7 equity shares of ₹10 each in Bhilwara Energy Limited. The appointed date for the scheme is April 1, 2024.
Financials as of September 30, 2025, show HEG Limited's total assets at ₹5,594.20 crore before the scheme and ₹1,727.48 crore after the scheme (reflecting the demerger of graphite business and amalgamation of Bhilwara Energy). HEG Graphite Limited's total assets increased from ₹0.02 crore to ₹4,329.30 crore post-scheme. The net worth of HEG Limited decreased from ₹4,274.76 crore to ₹1,092.38 crore, while HEG Graphite Limited's net worth increased from (₹0.02) crore to ₹3810.32 crore. Revenue from operations for HEG Limited decreased from ₹1,309.63 crore to ₹1,104.69 crore, while HEG Graphite Limited's revenue from operations became ₹1,309.63 crore.
What to do with a filing like this
HEG Limited filed this with the NSE as a statutory disclosure, categorised under demerger. It is a primary document, not a recommendation, and the desk marks it high impact, which is the band that most often changes something.
That call is the part a filing cannot make for you. On RealCase, SEBI-registered research analysts and investment advisers read announcements like this one and turn the ones that matter into actions inside their model portfolios: a change in weight, a hold, or nothing at all. You are not left working out which of the roughly 250 filings published each day needs a response. The portfolio you follow is updated when a filing actually warrants it, with the reason written down.
See the model portfoliosA plain-language summary of a public exchange filing by HEG Limited. Read the original for the full detail.