NCLT sanctions HEG demerger scheme; shares allotted at 1:1 ratio
The NCLT Indore Bench sanctioned HEG's demerger scheme on August 18, 2026, announced on August 19. The composite arrangement splits HEG into two listed entities: one focused on graphite electrodes and another on advanced materials and green energy. Shareholders receive shares in the new entity at a 1:1 ratio. The scheme becomes effective upon filing with the RoC.

*this image is generated using AI for illustrative purposes only.
HEG has received final approval from the National Company Law Tribunal for its demerger plan, marking the culmination of regulatory clearances required to split the business into two distinct listed entities.
NCLT sanction and execution timeline
The Hon'ble NCLT, Indore Bench, passed the order sanctioning the Composite Scheme of Arrangement on August 18, 2026, which was subsequently uploaded to the tribunal's website. The company announced the receipt of this approval on August 19, 2026. Under the approved scheme, every shareholder of HEG will be entitled to one equity share in HEG Graphite Limited for every one share held in HEG Limited, maintaining the previously disclosed 1:1 allotment ratio.
The scheme involves HEG Limited, HEG Graphite Limited, and Bhilwara Energy Limited, along with their respective shareholders and creditors. It is structured under Sections 230 to 232 of the Companies Act, 2013. The arrangement becomes effective immediately upon the filing of the certified copy of the order with the Registrar of Companies (RoC). This sanction follows earlier approvals from the boards and shareholders of all involved companies, as well as no-objection letters from both the BSE and NSE.
| Parameter: | Details |
|---|---|
| Approving authority: | National Company Law Tribunal (NCLT), Indore Bench |
| Order date: | August 18, 2026 |
| Announcement date: | August 19, 2026 |
| Corporate action: | Demerger (Composite Scheme of Arrangement) |
| Share entitlement ratio: | 1:1 |
| Entities involved: | HEG Ltd, HEG Graphite Ltd, Bhilwara Energy Ltd |
Strategic rationale and business focus
The restructuring is designed to unlock long-term value by creating two focused businesses with independent capital structures and management attention. HEG Limited will retain its legacy position as a global manufacturer of graphite electrodes, primarily used in electric arc furnace steelmaking. The demerged entity will house the group's growth-oriented initiatives, including advanced battery materials, battery energy storage solutions, renewable energy generation, and hydro power assets.
Ravi Jhunjhunwala, Chairman, MD & CEO, stated that the split leverages the LNJ Bhilwara Group's five-decade expertise in carbon science to create differentiated platforms. He noted that HEG Limited will continue its graphite electrode operations, while the new company will extend into technologies powering the next industrial era, contributing to India's energy transition.
Riju Jhunjhunwala, Vice Chairman, added that the approval marks a key milestone in value creation. He highlighted that the demerger separates the single largest graphite electrode plant globally into a pure-play entity, while positioning the advanced materials business with backing from green power and carbon-negative infrastructure (CNI) solutions.
EY acted as the structuring and tax advisor, while Khaitan & Co served as the legal advisor for the scheme.
Historical Stock Returns for HEG
| 1 Day | 5 Days | 1 Month | 6 Months | 1 Year | 5 Years |
|---|---|---|---|---|---|
| -4.22% | +4.39% | +19.14% | +27.90% | +37.78% | +53.23% |
How will the separation of HEG's legacy graphite electrode business from its high-growth battery and renewable energy assets impact the valuation multiples of each entity in the near term?
What specific capital allocation strategies will HEG Graphite Limited pursue to accelerate its advanced battery materials and energy storage initiatives post-demergers?
Will the 1:1 share allotment ratio lead to immediate arbitrage opportunities or significant volatility on the BSE and NSE upon listing of the new entities?


































