Vedanta expects to get NCLT Approval Soon
India is experiencing a demerger boom, with big names breaking up to build bigger and successful futures. With conglomerates revamping their structures to unveil their true potential, 2025 seems to be the year of strategic demergers, setting the stage for a new era of growth and innovation. Among many conglomerates choosing the restructuring route, one is Vedanta Limited. Vedanta, India’s foremost natural resources, critical minerals, technology and energy conglomerate, has announced its demerger plans aligned with its corporate restructuring plan.
Anil Agarwal-founded Vedanta, expects the National Company Law Tribunal (NCLT), a quasi-judicial body in India handling disputes related to companies, to grant final approval for its demerger plan within the next four to six weeks. The actual deadline of the demerger of Vedanta’s businesses, which was March 31, 2025, has been extended to September 30, 2025, due to pending approvals from government authorities and NCLT. Vedanta had announced in an exchange filing that almost 99% of their shareholders, secured, and unsecured creditors had already approved the proposed demerger scheme. After the demerger, the shareholders will get ONE additional share in each of the four newly demerged companies for every ONE share of Vedanta they own. This will enable each business to be valued based on its potential.
Vedanta NCLT approval, once secured, will mark a critical regulatory milestone showcasing Vedanta’s commitment to transparent governance, shareholder value creation, and focused business leadership in pure-play companies.
Functions of NCLT’s Role in Corporate Restructuring
The NCLT serves as the judicial authority under India’s Companies Act, overseeing merger and demerger schemes to ensure they comply with legal, financial, and shareholder-protection frameworks. Its roles and responsibilities include:
- Approvals for Mergers, Demergers, and Restructuring: NCLT roles and responsibilities include approving merger/demerger plans/restructuring schemes. Also, NCLT enquires whether such arrangements are per the law, align with stakeholders’ interests or not, and validates the fairness of such arrangements for the interests of shareholders.
- Initiation of Insolvency Proceedings: The NCLT is the first forum where creditors or corporate debtors can apply to initiate insolvency. The body evaluates the eligibility criteria and ensures proper documentation.
- Prevention of Oppression and Mismanagement: NCLT intervenes in case the minority shareholders or members are oppressed or mismanaged by the majority shareholders. The quasi-judicial body, also protects the interests of shareholders by having removing the existing management or reorganising the company, in case of misuse.
- Reduction of Share Capital: The requests relating to reductions in share capital are also considered by NCLT to evaluate whether the process meets the legal requirements or not. It takes the decision in the favour of the rights of the creditors and protects the interests of the stakeholders.
By placing Vedanta’s demerger under this rigorous judicial lens, the Vedanta NCLT approval provides external validation that the restructuring is equitable and legally sound.
Structure of the Vedanta Demerger
Post getting Vedanta NCLT approval, the company’s shareholders will receive one additional share in each newly demerged entity for every Vedanta share held. The restructuring will be as follows:
- Vedanta Aluminium
- Vedanta Oil & Gas
- Vedanta Power
- Vedanta Iron & Steel
- Vedanta Ltd (existing listed company BSE:VEDL)
Why Vedanta Demerger will be Beneficial for Shareholders
Vedanta’s goal for the the demerger is to create pure-play business units that are capable of independent investment across natural resources, critical minerals, energy and technology sectors. The demerger will strengthen Vedanta’s operational focus by letting management prioritise specific business verticals, thereby improving efficiency and resource allocation. By creating standalone units, the restructuring will also unlock hidden value, enabling better access to equity and debt markets tailored aligning with individual’s financial needs.
Post Vedanta NCLT approval, the restructuring will not only enhance portfolio diversification but will also give more flexibility to the shareholders, letting them focus on specific industries within Vedanta’s extensive portfolio of critical minerals, transition metals, renewable energy and technology.
The Group Chairman Anil Agarwal has anticipated that each of the four newly demerged companies could potentially grow into $100 billion companies each.
Conclusion: A New Chapter Begins with Vedanta NCLT Approval
With Vedanta transforming into a holding incubator alongside four specialised independents, each entity will be well-positioned to pursue growth opportunities in its domain. This also aligns with the Government’s Make In India initiative, pushing domestic production of critical minerals, transition metals and energy atmanirbharta.
For investors, shareholders, and market observers, the Vedanta NCLT approval signals the start of a value-unlocking phase that could redefine the way Indian conglomerates approach corporate architecture. With the tribunal’s go-ahead on the horizon, Vedanta stands ready to embark on this new chapter of growth, transparency, and visionary leadership.