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NCLT Mumbai sanctions merger of Vidarbha Industries Power; both benches have now approved the Scheme

NCLT Mumbai, by order dated September 24, 2026, sanctioned the amalgamation of wholly owned subsidiary Vidarbha Industries Power Limited with Adani Power.

By ScoutQuest · Fri 25 Sep 2026, 1:53 PM IST · 2 min read

NCLT Approval Date: September 24, 2026
Appointed Date of Scheme: April 1, 2025
VIPL Thermal Power Capacity: 600 MW (2 units of 300 MW each)
Adani Power Total Operational Capacity: 14,550 MW
Subsidiaries Merged: Ten wholly owned subsidiaries consolidated

What happened

The National Company Law Tribunal, Mumbai Bench, pronounced an order on 24.09.2026 sanctioning the amalgamation of Vidarbha Industries Power Limited (VIPL), a wholly owned subsidiary, with Adani Power Limited. The order was uploaded on the NCLT website on September 25, 2026.

Earlier, NCLT Ahmedabad had sanctioned the same Scheme on August 4, 2026 for the nine other wholly owned subsidiaries: Adani Power Dahej, Kutchh Power Generation, Resurgent Fuel Management, Mahan Fuel Management, Orissa Thermal Energy, Korba Power, Anuppur Thermal Energy (MP), Mirzapur Thermal Energy (UP) and Emberiza Infra Park. With the Mumbai order, the Scheme has the requisite approvals from both benches.

Timing

The Appointed Date of the Scheme is April 1, 2025. The Scheme will be effective upon completion of the steps laid out in it, and the company will update the exchanges then.

Consideration

All transferor companies are wholly owned (VIPL is directly held; Kutchh Power Generation is held by Adani Power Dahej). The shares held by Adani Power and its nominees stand cancelled and extinguished, with no allotment of equity shares in Adani Power. So there is no dilution for existing shareholders.

The entities involved

VIPL was incorporated on 27.12.2005 and has set up and commissioned a 600 MW thermal power plant of 2 units of 300 MW each at Village Buttibori, Nagpur, Maharashtra.
Adani Power has set up, commissioned and/or acquired thermal and solar power plants of total operational capacity of 14,550 MW across India.

Capital position as on March 31, 2026

VIPL issued, subscribed and paid-up capital: 1,00,000 equity shares of Rs.10/- each, totalling 10,00,000.
Adani Power issued, subscribed and paid-up equity: 1928,46,94,705 equity shares of Rs. 2/- each, totalling 3856,93,89,410, plus 4,15,86,207 Preference Shares of Rs. 100/- each.

Stated rationale

Enhanced scale of operations, improved controls, operational flexibility and optimisation of overheads
Improved creditworthiness with optimised capital structure and pooling of financial resources
Improvement in credit profile leading to reduction in borrowing costs
Enhanced leveraging capability of the combined entity
Simplification of corporate structure by reducing multiplicity of legal and regulatory compliances

The boards of VIPL and Adani Power approved the Scheme by resolutions passed on 30th October 2025. Since the merger is of wholly owned subsidiaries into the holding company, a no-objection letter from the stock exchanges was not required under Regulation 37 of SEBI LODR; the Scheme was shared with the exchanges for disclosure.

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