Vedanta shares are in focus today after the National Company Law Tribunal (NCLT), Mumbai, approved the long-awaited demerger of Vedanta Ltd, paving the way for the metals and mining major to split its diverse businesses into separate, sector-focused entities.
The order was pronounced on Tuesday by an NCLT bench comprising Judicial Member Nilesh Sharma and Technical Member Charanjeet Singh. A detailed copy of the order is expected to be uploaded later tonight. The approval marks a key milestone in Vedanta’s multi-year restructuring plan aimed at unlocking value and sharpening business focus.
The tribunal sanctioned Vedanta’s scheme of arrangement filed under Sections 230 to 232 of the Companies Act, 2013. The scheme covers the demerger of four group companies—Vedanta Aluminium Metal, Talwandi Sabo Power, Malco Energy and Vedanta Iron and Steel—along with their respective shareholders and creditors.
Vedanta had announced the restructuring plan in 2023, outlining its intent to split its Indian operations into five separately listed companies. These include Vedanta Aluminium, Vedanta Oil and Gas, Vedanta Power, Vedanta Iron and Steel, and a restructured Vedanta Ltd. Post-demerger, Vedanta Ltd will continue to hold the zinc and silver businesses through Hindustan Zinc and also function as an incubator for new technologies and future ventures.
During the first motion stage, the NCLT had examined the structure and rationale of the proposed scheme through an order dated November 21, 2024. The tribunal recorded that the boards of Vedanta Ltd and the resulting companies had approved the demerger between September 29, 2023, and October 13, 2023. It also noted that Vedanta had received observation letters from the National Stock Exchange on July 30, 2024, and the BSE on July 31, 2024, with both exchanges stating that they had no adverse remarks on the restructuring proposal.
An objection was raised at the first motion stage by a party claiming creditor interest in one of Vedanta’s power undertakings, arguing that the scheme could not proceed without impleading it as an applicant. The tribunal rejected this objection, observing that at the initial stage it was only required to issue procedural directions for convening meetings and that such objections were premature and not maintainable.
Following this, the NCLT directed Vedanta to convene meetings of shareholders and creditors of the demerged entities and to serve notices on regulatory authorities, including SEBI, the Regional Director (Western Region), the Registrar of Companies, the Income Tax Department and other sector-specific regulators.
After the first motion was approved, an intervention application was filed by SEPCO against Talwandi Sabo Power Limited, a Vedanta subsidiary, related to contractual disputes. The tribunal later recorded that a settlement agreement dated September 11, 2025, between SEPCO and Talwandi Sabo Power had been taken on record, allowing the demerger process to continue.
At the final hearing stage, both the Registrar of Companies and the Regional Director informed the tribunal that Vedanta’s replies and rejoinders had satisfactorily addressed their concerns and that no objections remained. The Ministry of Petroleum and Natural Gas had earlier raised issues regarding the post-demerger financial profile of the oil and gas business and sought additional disclosures on hydrocarbon assets and liabilities. Vedanta informed the tribunal that all regulatory requirements had been complied with and also confirmed that SEBI had cleared its revised demerger plan after earlier raising disclosure-related concerns.
Senior Advocate Ravi Kadam appeared on behalf of Vedanta, while the Union of India and sectoral regulators were represented by Additional Solicitor General Brijender Chahar, along with counsel for SEBI, the Ministry of Petroleum and Natural Gas and the Directorate General of Hydrocarbons.
After hearing all parties, the tribunal reserved its orders on November 12, which were pronounced today.
