CERC Allows Withdrawal Of Corporate Restructuring Petition Following CTUIL Guidance

The Central Electricity Regulatory Commission (CERC) has allowed the withdrawal of a petition filed by three companies belonging to the AMPIN Energy group regarding an internal corporate restructuring involving a connectivity-granted entity. The petition had been filed under Section 79 of the Electricity Act, 2003, along with the provisions of the CERC Connectivity and General Network Access (GNA) Regulations, 2022.

The matter related to the proposed transfer of 100% shareholding of AMPIN Energy C&I Thirteen Private Limited from its immediate holding company, AMPIN C&I Private Limited, to another group company, AMPIN Energy Utility Private Limited. The companies had approached the Commission seeking approval and clarification regarding the applicability of Regulation 11A(6) of the GNA Regulations.

According to the petitioners, the proposed transaction was purely an internal restructuring exercise within the same promoter group. They argued that the ultimate parent company, AMPIN Energy Transition Private Limited, would continue to hold a controlling 51% stake in both the transferring and receiving entities. As a result, the overall ownership structure, management control, and operational framework of the connectivity grantee would remain unchanged despite the share transfer.

The petition was filed at a time when the detailed procedure under Regulation 11A(6)(c) had not yet been notified. The petitioners had written to the Central Transmission Utility of India Limited (CTUIL) in March 2026 seeking clarification but did not receive a response. Consequently, they approached the Commission for relief.

CTUIL opposed the petition, arguing that the request effectively sought an advisory opinion from the Commission on a proposed future transaction. It stated that such a request was outside the statutory jurisdiction of the Commission and amounted to seeking an advance ruling on a hypothetical situation.

The situation changed after CTUIL issued its Detailed Procedure on April 10, 2026, following stakeholder consultations. Subsequently, on April 24, 2026, CTUIL circulated a clarification to all connectivity grantees. The clarification stated that prior approval from CTUIL would only be required if a corporate action resulted in a change from the original control structure before the commercial operation date of the project. Internal restructuring exercises that do not alter ultimate control would not require CTUIL’s approval, with responsibility for compliance resting on the connectivity grantees.

Based on this clarification, the petitioners concluded that their proposed restructuring did not trigger any change in ultimate control. They therefore submitted a memo on June 8, 2026, requesting permission to withdraw the petition while reserving the right to approach the Commission again if CTUIL altered its position in the future.

Taking note of the request and the understanding between the parties, the CERC bench comprising Chairperson Jishnu Barua and members Ramesh Babu V., Harish Dudani, and Ravinder Singh Dhillon accepted the withdrawal request and disposed of Petition No. 151/MP/2026 as withdrawn on June 17, 2026.