Hemadri Cements board approves voluntary liquidation under IBC
NOOR MOHMMED
18/Jun/2025
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Hemadri Cements board has approved voluntary liquidation under IBC Section 59, pending shareholder and creditor approvals.
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The board proposed Rajendran Shanmugam, a registered insolvency professional, to act as the liquidator for the process.
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The resolution will require special resolution by shareholders and support of two-thirds of the company’s creditors by value.
Hemadri Cements Limited, a publicly listed cement manufacturing company, has announced the decision to initiate voluntary liquidation proceedings following a meeting of its Board of Directors held on 18th June 2025. This marks a significant development for the company, which has its registered office and factory in Krishna District, Andhra Pradesh, and an administrative office in Chennai.
Voluntary Liquidation Under IBC Section 59
In accordance with Section 59 of the Insolvency and Bankruptcy Code (IBC), 2016, and the rules and regulations framed thereunder, the Board has given its formal consent for voluntary liquidation of the company. However, this decision remains subject to:
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Approval by shareholders through a special resolution, and
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Subsequent approval by creditors representing at least two-thirds in value of the company’s total debt.
This dual approval requirement ensures that both ownership and financial stakeholders of Hemadri Cements agree with the board’s decision to dissolve the company through a legally structured and transparent process.
Appointment of Insolvency Professional as Liquidator
As part of the board’s decision, the directors have recommended the appointment of Mr. Rajendran Shanmugam as the Liquidator. He is a registered Insolvency Professional with the Insolvency and Bankruptcy Board of India (IBBI), bearing Registration Number: IBBI/IPA-002/IP-NO0098/2017-18/10241.
His appointment, the board noted, would be made at a mutually agreed remuneration, ensuring both compliance with regulatory norms and economic feasibility.
Timeline of the Meeting
The Board Meeting was convened at 12:00 Noon and concluded at 01:30 PM on 18th June 2025. The meeting was formally attended by the company’s directors and the Company Secretary and Compliance Officer, Mr. Srikanth Ramani, who later issued the official communication to the Bombay Stock Exchange (BSE).
Compliance with SEBI LODR Regulations
The disclosure was made in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, which mandates listed companies to promptly inform stock exchanges about material events such as liquidation decisions, especially those that may affect investor interests and shareholding value.
Shareholder and Creditor Involvement
The next steps in the process would include:
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Convening a General Meeting of Shareholders to pass a special resolution approving the voluntary liquidation.
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Seeking consent from creditors, who must represent at least 66% of the company’s total debt in terms of value, to move forward with the liquidation.
Only once these steps are fulfilled will the actual liquidation proceedings commence, under the oversight of the appointed liquidator.
Business Implications
This move implies that Hemadri Cements intends to cease its operations and undergo structured dissolution under Indian insolvency law. While no reasons were stated in the official communication, such decisions typically result from financial stress, operational challenges, or strategic realignments by the promoters and board.
The decision may also impact:
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Shareholders, who will be entitled to distribution (if any) after settling liabilities.
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Employees, whose dues will need to be addressed during the liquidation process.
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Creditors, who may receive partial or full repayment depending on the liquidation value of the company’s assets.
About Hemadri Cements Limited
Hemadri Cements Limited is listed on the BSE under Scrip Code: 502133 and operates in the cement manufacturing industry. Its factory and registered office are located at Vedari Village, Jaggaiahpet Mandal, Krishna District, Andhra Pradesh, while its administrative office operates from Chennai.
The company has maintained compliance with statutory filings and public disclosures as mandated by SEBI and the Companies Act, 2013. With the board’s latest decision, the company now enters a transition phase that will be closely watched by investors and regulatory authorities
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