HEG Scheme Approved: All Three NCLT-Convened Meetings Pass Resolution on May 5, 2026
HEG Limited successfully concluded NCLT-convened meetings for equity shareholders, secured creditors, and unsecured creditors on May 5, 2026, with all resolutions on the Composite Scheme of Arrangement amongst HEG Limited, HEG Graphite Limited, and Bhilwara Energy Limited passed with requisite majority. Equity shareholders voted 99.9997% in favour across 1,39,241,772 shares polled; all 5 secured creditors representing Rs. 5,59,55,57,560/- voted unanimously in favour; and 47 unsecured creditors representing Rs. 5,75,78,65,358/- (91.76% of total debt) voted 100% in favour. The Scrutinizer's consolidated report was issued on May 6, 2026, by CS Sahive Alam Khan.

*this image is generated using AI for illustrative purposes only.
HEG Limited successfully concluded three NCLT-convened meetings on Tuesday, May 5, 2026, for equity shareholders, secured creditors, and unsecured creditors. Held via Video Conferencing (VC) and Other Audio-Visual Means (OAVM), the meetings were conducted pursuant to the order of the Hon'ble National Company Law Tribunal, Indore Bench dated March 26, 2026. All resolutions regarding the Composite Scheme of Arrangement amongst HEG Limited, HEG Graphite Limited, and Bhilwara Energy Limited were passed with the requisite majority by the respective stakeholders.
Meeting Schedule and Proceedings
The three meetings were held sequentially on the same day at the Registered Office of the Company in Mandideep, Madhya Pradesh. Mr. Ritesh Kumar Sharma, Advocate, chaired all sessions, assisted by Mr. Vivek Chaudhary, Company Secretary. Mr. S. Alam Khan of Alam Khan & Co. was appointed as the Scrutinizer by the Hon'ble NCLT vide order dated March 26, 2026. The meetings were held to consider the proposed Composite Scheme under Sections 230 to 232 of the Companies Act, 2013. The remote e-voting period remained open from Friday, May 1, 2026 at 9:00 a.m. (IST) to Monday, May 4, 2026 up to 5:00 p.m. (IST).
| Parameter: | Equity Shareholders | Secured Creditors | Unsecured Creditors |
|---|---|---|---|
| Date: | Tuesday, May 5, 2026 | Tuesday, May 5, 2026 | Tuesday, May 5, 2026 |
| Start Time: | 2:00 P.M. | 3:30 P.M. | 4:30 P.M. |
| Conclusion Time: | 2:27 P.M. | 3:57 P.M. | 4:55 P.M. |
| Mode: | VC / OAVM | VC / OAVM | VC / OAVM |
Equity Shareholders Voting Results
The equity shareholders meeting was attended by 66 shareholders via VC/OAVM. The record date for e-voting was April 28, 2026, with 1,37,819 shareholders holding 19,29,77,530 equity shares of Rs. 2/- each, representing an aggregate value of Rs. 38,59,55,060/-. A total of 374 valid e-ballots were received — 357 through remote e-voting and 17 through e-voting during the meeting. The resolution was passed with 99.9997% of votes in favour.
| Category: | Votes Polled | % Polled | Votes in Favour | Votes Against | % in Favour |
|---|---|---|---|---|---|
| Promoter & Promoter Group: | 108608870 | 100.00 | 108608870 | 0 | 100.00 |
| Public – Institutions: | 26569163 | 71.57 | 26569163 | 0 | 100.00 |
| Public – Non Institutions: | 4063739 | 8.60 | 4063351 | 388 | 99.99 |
| Total: | 139241772 | 72.15 | 139241384 | 388 | 99.9997 |
The consolidated report on public shareholders (excluding promoter and promoter group) showed that 365 members cast votes totalling 3,06,32,902 shares, of which 3,06,32,514 shares (99.9987%) were in favour and 388 shares were against.
Secured and Unsecured Creditors Results
The secured creditors meeting saw 100% participation, with all 5 creditors attending via video conferencing and voting in favour. The outstanding debt as on the cut-off date of March 31, 2026 was Rs. 5,59,55,57,560/-. All 5 valid e-ballots were cast through remote e-voting, representing 100% of the total debt value, with zero votes against or invalid.
The unsecured creditors meeting was attended by 40 out of 281 creditors. A total of 47 valid e-ballots were received through remote e-voting, representing a debt value of Rs. 5,75,78,65,358/- out of the total outstanding Rs. 6,27,50,83,062/- (91.76% of total). All 47 creditors voted in favour, representing 100% of the debt value voted upon, with zero votes against or invalid.
| Creditor Category: | Total Creditors | Creditors Voted | Debt Value Voted (Rs.) | % in Favour |
|---|---|---|---|---|
| Secured Creditors: | 5 | 5 | 5,59,55,57,560/- | 100.00 |
| Unsecured Creditors: | 281 | 47 | 5,75,78,65,358/- | 100.00 |
Conclusion
The Scrutinizer's consolidated report was issued on May 6, 2026, by CS Sahive Alam Khan, Practicing Company Secretary (M. No. FCS: F11411; C.P. No.: 16581). The voting results and the consolidated scrutinizer's reports have been submitted to the exchanges and are hosted on the Company's website at www.hegltd.com and on the NSDL website at www.evoting.nsdl.com . The results will be reported to the Hon'ble NCLT, Indore Bench.
Historical Stock Returns for HEG
| 1 Day | 5 Days | 1 Month | 6 Months | 1 Year | 5 Years |
|---|---|---|---|---|---|
| +0.26% | +1.92% | -6.31% | +14.03% | +12.17% | +35.72% |
What is the expected timeline for the NCLT, Indore Bench to grant final approval for the Composite Scheme of Arrangement, and what regulatory hurdles remain before the merger is completed?
How will the amalgamation of HEG Limited, HEG Graphite Limited, and Bhilwara Energy Limited reshape the combined entity's competitive positioning in the global graphite electrode market?
What share swap ratio or consideration has been proposed for minority shareholders of HEG Graphite Limited and Bhilwara Energy Limited, and how might it impact HEG Limited's equity dilution?


































