BSEInsider Trading / SAST22 Jun 2026 · 22 Jun 2026, 01:17 pm

The Exchange has received the disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 for Victory XII Pte Ltd

Hindustan Zinc Ltd · 500188

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Victory XII Pte. Ltd., acting as an agent for finance parties, announced the full release of encumbrances on 50.10% of Hindustan Zinc Limited's equity shares, totaling 2,116,884,819 shares. This action follows the prepayment of a term loan facility on June 17, 2026, which was originally established on July 16, 2024. The encumbrances were associated with undertakings provided by Vedanta Limited concerning HZL shares. This disclosure, made under SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011, indicates a significant reduction in financial leverage for the promoter group.

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Governance Concern3/10
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Liquidity Impact6/10
Market Sentiment8/10

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Hindustan Zinc Ltd - 500188 - Disclosures under Reg. 29(2) of SEBI (SAST) Regulations, 2011

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500C64E1_B6A7_4263_817E_E75DB65D6974_131702.pdf

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Date: 20 June 2026 BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, Dalal Street, Fort Bandra-Kurla-Complex, Bandra (East) Mumbai – 400 001 Mumbai – 400 051 E-mail: corp.relations@bseindia.com Email: takeover@nse.co.in Hindustan Zinc Limited Yashad Bhawan, Yashadgarh Udaipur, Rajasthan – 313 004 E-mail: hzl.secretarial@vedanta.co.in Sub: Disclosure pursuant to Regulation 29(2) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (“Takeover Regulations”) Dear Sir/Ma’am, We, Victory XII Pte. Ltd., refer to our previous disclosure dated July 18, 2024, as the agent to the finance parties (the “Agent”) in connection with certain undertakings provided by Vedanta Limited (the “Company”) in relation to the equity shares of Hindustan Zinc Limited (“HZL”), a subsidiary of the Company. Pursuant to the prepayment of the term loan facility on June 17, 2026, all the Encumbrances created pursuant to the facility agreement dated 16 July 2024 (as amended and restated from time) have now been fully released with effect from the date of prepayment. Given the nature of conditions and/or arrangements under the Facility Agreement, the Encumbrances and other conditions therein which are being released are likely to fall within the definition of the term ‘encumbrance’ provided under Chapter V of the Takeover Regulations. The enclosed disclosure is being made under Regulation 29(2) read with Regulation 29(4) of the Takeover Regulations and read with Securities and Exchange Board of India's Master circular dated February 16, 2023, bearing reference no. SEBI/HO/CFD/PoD-1/P/CIR/2023/31 in relation to the above considering the definition of the term “encumbrance” for the purposes of Chapter V of the Takeover Regulations. Kindly take the above on record. Yours faithfully, For and on behalf of Victory XII Pte. Ltd. Name: Gayathri Sivasurian Designation: Director Name: Anup Suresh Designation: Director Sensitivity: Internal (C3) Format for disclosures under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 Name of the Target Company Hindustan Zinc Limited (TC) Name(s) of the acquirer and Victory XII Pte. Ltd., as the Agent for the finance parties Persons Acting in Concert (PAC) under the Facility Agreement dated July 16, 2024 (Refer note below). with the acquirer Whether the acquirer belongs to No Promoter/Promoter group Name(s) of the Stock Exchange(s) BSE Limited and National Stock Exchange of India Limited where the shares of TC are Listed % w .r.t. % w.r.t. total total diluted share/voting Details of the share/voting Number capital acquisition/disposal as follows capital of wherever the TC applicable(*) (**) Before the acquisition/ disposal under consideration, holding of acquirer along with PACs of: (a) Shares carrying voting Nil Nil Nil rights (b) Shares in the nature of 2,116,884,819 50.10 50.10 encumbrance (pledge/ (Refer note below) (Refer note (Refer note lien/ non-disposal below) below) undertaking/ others) (c) Voting rights (VR) Nil Nil Nil otherwise than by equity shares (d) Warrants/convertible Nil Nil Nil securities/any other instrument that entitles the acquirer to receive shares carrying voting rights in the TC (specify holding in each category) (e) Total (a+b+c+d) 2,116,884,819 50.10 50.10 (Refer note below) Sensitivity: Internal (C3) (Refer note (Refer note below) below) Details of acquisition/sale Nil Nil Nil (a) Shares carrying voting rights acquired / sold (b) VRs acquired / sold Nil Nil Nil otherwise than by shares (c) Warrants/convertible Nil Nil Nil securities/any other instrument that entitles the acquirer to receive shares carrying voting rights in the TC (specify holding in each category) acquired / sold (d) Shares encumbered / 2,116,884,819 50.10 50.10 invoked / released by the (Refer note below) (Refer note (Refer note acquirer below) below) (e) Total (a+b+c+/-d) 2,116,884,819 50.10 50.10 (Refer note below) (Refer note (Refer note below) below) After the acquisition/sale, Nil Nil Nil holding of acquirer along with PACs of: (a) Shares carrying voting rights (b) VRs otherwise than by Nil Nil Nil shares (c) Warrants/convertible Nil Nil Nil securities/any other instrument that entitles the acquirer to receive shares carrying voting rights in the TC (specify holding in each category) after acquisition (d) Shares encumbered with Nil Nil Nil the acquirer Sensitivity: Internal (C3) (e) Total (a+b+c+d) Nil Nil Nil Mode of acquisition/sale (e.g. Release of encumbrance (Refer note below) open market/public issue/rights issue/preferential allotment/inter se transfer etc.) Date of acquisition/ sale of June 17, 2026 (date of pre-payment of Facility) shares/ VR or date of receipt of intimation of allotment of shares, whichever is applicable. Equity share capital / total voting 4,22,53,19,000 equity shares of Rs. 2/- each aggregating Rs. capital of the TC before the said 8,45,06,38,000/- sale Equity share capital/ total voting 4,22,53,19,000 equity shares of Rs. 2/- each aggregating Rs. capital of the TC after the said 8,45,06,38,000/- sale Total diluted share/voting capital 4,22,53,19,000 equity shares of Rs. 2/- each aggregating Rs. of the TC after the said 8,45,06,38,000/- acquisition/ sale Note: (*) Total share capital/ voting capital to be taken as per the latest filing done by the company to the Stock Exchange under Clause 35 of the listing Agreement and under the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as per the shareholding pattern for the quarter ended 31 March 2026 as publicly disclosed by the Target Company. (**) Diluted share/voting capital means the total number of shares in the TC assuming full conversion of the outstanding convertible securities/warrants into equity shares of the TC. (***) Part-B shall be disclosed to the Stock Exchanges but shall not be disseminated Note 1: We, Victory XII Pte. Ltd., refer to our previous disclosure dated July 18, 2024, as the agent to the finance parties (the “Agent”) in connection with certain undertakings provided by Vedanta Limited (the “Company”) in relation to the equity shares of Hindustan Zinc Limited (“HZL”), a subsidiary of the Company. Pursuant to the prepayment of the Facility on June 17, 2026, all the Encumbrances created pursuant to the Facility Agreement have now been fully released with effect from the date of prepayment. Sensitivity: Internal (C3) Given the nature of conditions and/or arrangements under the Facility Agreement, the Encumbrances and other conditions therein which are being released are likely to fall within the definition of the term ‘encumbrance’ provided under Chapter V of the Takeover Regulations. The enclosed disclosure is being made under Regulation 29(2) read with Regulation 29(4) of the Takeover Regulations and read with Securities and Exchange Board of India's Master circular dated February 16, 2023, bearing reference no. SEBI/HO/CFD/PoD-1/P/CIR/2023/31 in relation to the above considering the definition of the term “encumbrance” for the purposes of Chapter V of the Takeover Regulations. Sensitivity: Internal (C3)