NCLT approves Vedanta demerger plan to split into sector-specific entities

Mumbai: The National Company Law Tribunal (NCLT) on Tuesday approved the Vedanta demerger plan, paving the way for splitting the group into sector-specific entities across aluminium, oil and gas, power, and iron and steel.

"The sanction to the company scheme is granted," the Mumbai bench of the tribunal, composed of Charanjeet Singh Gulati and Nilesh Sharma, said.

NCLT had reserved the order after hearing the matter in November.

Vedanta welcomed the NCLT order pronounced on Tuesday, sanctioning the company's demerger scheme.

"The approval marks a key milestone in Vedanta's transformation into focused, sector-leading companies with clear strategic mandates and dedicated capital structures. The company will now proceed with the necessary steps to implement the scheme," a Vedanta spokesperson said.

The Ministry of Petroleum and Natural Gas (MoPnG) had opposed the demerger, citing concerns over the potential financial risks and alleged misrepresentation of hydrocarbon assets and insufficient disclosure of liabilities.

The ministry also wanted disclosures on the concealment of facts that include showing the exploration blocks as Vedanta's assets and details of the loan taken on the basis of those assets, among others.

The ministry cited a long-pending dispute concerning Vedanta's RJ oil and gas block in Rajasthan, noting that a substantial portion of the company's debt was related to the government claims linked to the block. According to the ministry, Vedanta has not adequately disclosed these liabilities in its demerger scheme.

However, Vedanta said that the company has already complied with all the compliances required.

"The company remains committed to the proposed demerger, which aims to create independent, sector-specific entities across aluminium, oil and gas, power, and iron and steel," Vedanta had stated.

The company also told the tribunal that it had already secured approval from the Securities and Exchange Board of India after revising its demerger scheme in line with regulatory requirements.

The Anil Agarwal-led Vedanta Group had announced the demerger plan in 2023, proposing to split its Indian operations into five separately listed entities - Vedanta Aluminium, Vedanta Oil & Gas, Vedanta Power, Vedanta Iron and Steel, and a restructured Vedanta. The parent entity would retain the zinc and silver businesses through Hindustan Zinc and act as an incubator for new ventures.