Bharat Heavy Electricals Limited (BHEL), a Maharatna public sector undertaking, has initiated a significant move to amend its Articles of Association, aiming to enhance its powers for establishing joint ventures and subsidiaries. The company has issued a postal ballot notice seeking shareholder approval through a special resolution to modify Article 69 of its Articles of Association.

Key Points of the Amendment

The proposed amendment seeks to replace the existing clause 22 under Article 69, which currently limits BHEL's investment capabilities based on its previous Navratna status. The new clause, if approved, will read:

"To establish Joint Ventures and Subsidiaries in India or abroad and divest shareholding in joint ventures and subsidiaries, subject to compliance of Government guidelines issued from time to time."

This change aims to align BHEL's powers with its Maharatna status, granted in 2013, providing more flexibility in establishing joint ventures and subsidiaries.

Comparison of Old and New Clauses

Voting Process and Timeline

• E-voting Period: November 19, 2025 (9:00 AM IST) to December 18, 2025 (5:00 PM IST)
• Results Declaration: On or before December 20, 2025
• Scrutinizer: Shri Sachin Agarwal, Company Secretary (FCS no. 5774, CP no. 5910)

Implications for BHEL

This amendment, if approved, could potentially enhance BHEL's strategic flexibility in forming partnerships and expanding its business operations. It may allow the company to respond more effectively to market opportunities and challenges, both domestically and internationally.

Shareholders are advised to carefully review the postal ballot notice and cast their votes through the remote e-voting system provided by National Securities Depository Limited (NSDL). The outcome of this resolution could have significant implications for BHEL's future growth strategies and operational capabilities.

Note: Shareholders should ensure their email addresses are updated with the company or depositories to receive the postal ballot notice and participate in the e-voting process.

Bharat Heavy Electricals Limited (BHEL) has announced a significant development in its High Voltage Direct Current (HVDC) link project, originally contracted with Rajasthan Part I Power Transmission Limited (RPPTL). The project, aimed at transmitting renewable energy between Rajasthan and Uttar Pradesh, has undergone a contractual change through a novation agreement.

Key Details of the Novation

• Date of Agreement: November 14, 2025
• Parties Involved:
  • BHEL and Hitachi Energy India Limited (Consortium)
  • Rajasthan Part I Power Transmission Limited (RPPTL)
  • AESL Projects Limited (APL)

Project Specifics

Implications of the Novation

1. Transfer of Obligations: RPPTL's obligations under the original contracts have been transferred to APL, a wholly-owned subsidiary of Adani Energy Solutions Limited (AESL).

2. Continuity of Terms: The consortium confirms that all other terms and conditions of the project remain unchanged, including:

   • Scope of work
   • Project schedule
   • Commercial terms

3. Legal Transition: APL has legally assumed all past, ongoing, and future rights, liabilities, obligations, and duties pertaining to the project that were originally held by RPPTL.

Corporate Governance

BHEL's disclosure of this development aligns with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company has promptly informed the stock exchanges, demonstrating its commitment to transparency and regulatory compliance.

Conclusion

This novation agreement marks a significant shift in the project's execution structure while maintaining the core aspects of the original contract. It reflects the dynamic nature of large-scale infrastructure projects and the importance of adaptability in corporate partnerships. Stakeholders and investors in BHEL should note that while the counterparty has changed, the fundamental parameters of the project remain intact, potentially ensuring continuity in the project's progress and expected outcomes.