Vedanta has secured a major regulatory milestone with the National Company Law Tribunal (NCLT) Mumbai Bench sanctioning its comprehensive Scheme of Arrangement on January 9, 2026. The approval enables the restructuring of the company's diversified business operations across multiple sectors including aluminium, power, iron and steel, and base metals.

NCLT Approval Details

The scheme was filed under Sections 230–232 of the Companies Act, 2013, and involves several key subsidiaries of Vedanta. The approved arrangement covers the restructuring to enable focused management, enhance operational efficiency, and provide distinct investment opportunities for shareholders and creditors.

Subsidiaries Involved in Restructuring

The comprehensive scheme encompasses multiple Vedanta subsidiaries, each representing different business verticals:

• Talwandi Sabo Power Limited (TSPL)
• Vedanta Aluminium Metal Limited
• Malco Energy Limited
• Vedanta Base Metals Limited
• Vedanta Iron and Steel Limited

Transfer of Merchant Power Undertaking

Under the sanctioned scheme, TSPL, a wholly owned subsidiary of Vedanta, will assume control of the Merchant Power Undertaking from the demerged company. The transfer encompasses all related assets, liabilities, and employee obligations on a going-concern basis.

Creditor Approval and Compliance

The scheme received overwhelming support from creditors during meetings held in November 2025. The approval demonstrates strong stakeholder confidence in the restructuring plan.

Before receiving final sanction, Vedanta addressed observations from the Regional Director and other regulatory authorities, ensuring full compliance with regulatory requirements. The company confirmed that the scheme complies with relevant accounting standards and tax provisions under the Income Tax Act, 1961.

Strategic Impact

The NCLT order formalizes the restructuring initiative, with the appointed date for effective transfer of assets and liabilities set as per the approved scheme. This corporate restructuring is designed to create separate entities for each business vertical, allowing for more focused management approaches and enhanced operational efficiency across Vedanta's diversified portfolio.

The National Company Law Tribunal (NCLT) has granted approval for Vedanta 's power business demerger, removing the final regulatory obstacle for the mining conglomerate's ambitious restructuring plan. The Mumbai bench of the tribunal approved the demerger scheme filed by Talwandi Sabo Power Ltd. and Vedanta on Friday.

Settlement Clears Path for Approval

The tribunal's approval came after Talwandi Sabo Power Ltd. (TSPL) successfully resolved its dispute with China's Sepco Electric Power Construction Corp., a creditor that had previously objected to the demerger. The settlement addressed alleged non-payment of dues worth ₹1,251.00 crores, which had been a key impediment to the demerger process.

Talwandi Sabo Power operates in the power generation, transmission, and distribution sector, supplying electricity to state electricity boards, power utilities, generating companies, transmission companies, and distribution companies across India.

Comprehensive Demerger Structure

Under the revised demerger scheme, Vedanta has proposed spinning off four of its business segments into separate subsidiary companies, each planned for individual stock exchange listings. The base metals business will remain within the parent company structure.

Shareholder Benefits

The demerger structure offers specific advantages to existing shareholders:

• One share in each of the four new companies for every Vedanta share held
• Continued ownership in the parent entity
• Retained exposure to Hindustan Zinc Ltd. through the parent company's stake

Strategic Rationale and Market Response

Vedanta has positioned the demerger as a strategic initiative designed to streamline operations, enhance management focus, and unlock shareholder value across its diverse business portfolio. The restructuring aims to provide investors with direct exposure to individual business segments.

Analyst Sentiment

Market analysts maintain a positive outlook on Vedanta's prospects following the demerger approval. Among analysts tracked by Bloomberg with coverage on the stock:

• 10 analysts maintain 'Buy' ratings
• 4 analysts hold 'Hold' ratings
• No 'Sell' recommendations currently active

The strong analyst support reflects confidence in the demerger's potential to enhance value creation across Vedanta's business segments. The approval represents a significant step forward in the company's transformation strategy, positioning each business unit for focused growth and operational excellence.

Source: https://www.ndtvprofit.com/business/vedanta-demerger-moves-ahead-after-nclt-nod-for-talwandi-sabo-power