NSEDisclosure under SEBI Takeover Regulations22h ago · 21 Jul 2026, 06:29 pm

Disclosure under SEBI Takeover Regulations

Vedanta Limited · VEDL

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Vedanta Resources Ltd has submitted a disclosure under SEBI Takeover Regulations, stating that the encumbrances created over Vedanta Limited's shares by its subsidiaries Twin Star Holdings Ltd and Welter Trading Limited have been fully released with effect from July 17, 2026.

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Vedanta Resources Ltd has submitted to  the Exchange a copy of Disclosure under Regulation 31 of the SEBI (SAST) Regulations, 2011.

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Date: July 21, 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 Vedanta Limited 1st Floor ‘C’ Wing, Unit 103, Corporate Avenue Atul Projects, Chakala, Andheri (East), Mumbai, Maharashtra – 400 093 E-mail: comp.sect@vedanta.co.in Dear Sir/Madam, Subject: Disclosure under Regulation 31 of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 ("Takeover Regulations") This disclosure is being made by Vedanta Resources Limited (“VRL” / “we”). We refer our previous disclosures dated September 19, 2024; October 28, 2024; and December 04, 2024 (“Earlier Disclosures”), wherein, we had disclosed regarding creation of encumbrances (as defined under Chapter V of the Takeover Regulations) over the equity shares of Vedanta Limited (“VEDL”) held by our subsidiaries, namely, Twin Star Holdings Ltd (“Twin Star”) and Welter Trading Limited (“Welter”), pursuant to terms and conditions of the following bonds issued by Vedanta Resources Finance II plc (“Issuer”), a subsidiary of VRL: (i) US$ 900,000,000 10.875 per cent Guaranteed Senior Bonds due 2029, issued on September 17, 2024 (“September 2024 Bonds”); (ii) US$ 300,000,000 10.875 per cent Guaranteed Senior Bonds due 2029, issued on October 25, 2024 (“October 2024 Bonds”); and (iii) US$ 300,000,000 10.25 per cent Guaranteed Senior Bonds due 2028, issued on December 03, 2024 (“December 2024 Bonds Series 1”, together with the September 2024 Bonds and the October 2024 Bonds, collectively referred to as the “Bonds”). Under the terms and conditions of the Bonds (“T&Cs”), inter alia, following encumbrances were disclosed, under the Earlier Disclosures: (a) Twin Star and Welter are not permitted to create or permit to subsist any encumbrance or security interest over the assets directly held by them unless certain conditions are fulfilled; (b) Twin Star and Welter shall acquire or dispose of shares of VEDL only as specified; and (c) following an Event of Default (as defined in the respective trust deeds), the Promoter Group Entities can dispose of their assets only as specified. Given the nature of conditions under the T&Cs, one or more conditions therein were likely to fall within the definition of the term 'encumbrance' provided under Chapter V of the Takeover Regulations. Pursuant to complete repayment and settlement of the Bonds, all the encumbrances created under the T&Cs and as disclosed under the Earlier Disclosures, have been fully released with effect from July 17, 2026. The enclosed disclosure is being made under Regulation 31 of the Takeover Regulations read with Securities and Exchange Board of India's Master circular dated February 16, 2023, Vedanta Resources Limited (Registered in England & Wales No. 04740415) Registered Office: C/O CSC CLS (UK) Limited, 5 Churchill Place, 10th Floor, London, United Kingdom, E14 5HU Corporate Office: 30 Berkeley Square, London, W1J 6EX Tel: +44 (0) 20 7499 5900 | Fax: +44 (0) 20 7491 8440 | Website: www.vedantaresources.com 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. Yours faithfully, For and on behalf of Vedanta Resources Limited and its aforementioned subsidiaries Authorised Signatory Encl.: a/a Vedanta Resources Limited (Registered in England & Wales No. 04740415) Registered Office: C/O CSC CLS (UK) Limited, 5 Churchill Place, 10th Floor, London, United Kingdom, E14 5HU Corporate Office: 30 Berkeley Square, London, W1J 6EX Tel: +44 (0) 20 7499 5900 | Fax: +44 (0) 20 7491 8440 | Website: www.vedantaresources.com ANNEXURE – 1 Disclosure by the Promoters to the Stock Exchanges and to the Target Company for encumbrance of shares/invocation of encumbrance/release of encumbrance, in terms of Regulations 31(1) and 31(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 Name of the Target Company (TC) Vedanta Limited Names of the stock exchanges where the shares of the target company are listed BSE Limited and National Stock Exchange of India Limited Date of reporting July 21, 2026 TWIN STAR HOLDINGS LTD Names of the promoters or PAC on whose shares encumbrance has been created/ released/ invoked WELTER TRADING LIMITED Details of the creation/release of encumbrance: Post event holding of Promoter holding in the Promoter holding Details of events pertaining to encumbrance encumbered shares target company (1) already encumbered (2) (3) {creation [(2)+(3)]/release [(2)-(3)]/invocation [(1)-(3)]} Name of the promoter(s) Date of or PACs with him* Type of event Type of encumbrance Name of the entity % of % of total % of total creation/ Reasons for % of (creation / (pledge/ lien/ non in whose favour total Number share Number share release/ encumbrance* Number share Number release / disposal shares encumbered share capital capital invocation of * capital invocation) undertaking/ others) *** capital encumbrance Pravin Agarwal 1,000 0.00 Nil Nil - - - - - - - - - Suman Didwania 87,696 0.00 Nil Nil - - - - - - - - - Ankit Agarwal 36,300 0.00 Nil Nil - - - - - - - - - Sakshi Mody 18,000 0.00 Nil Nil - - - - - - - - - Anil Agarwal - - - - - - - - - - - - - Navin Agarwal - - - - - - - - - - - - - Kiran Agarwal - - - - - - - - - - - - - Priya Agarwal - - - - - - - - - - - - - Pratik Agarwal - - - - - - - - - - - - - Hare Krishna Packaging - - - - - - - - - - - - - Private Limited Vedanta Resources Limited, - - - - - - - - - - - - - Finsider International - - - - - - - - - - - - - Company Limited 1,499,732,868 Citicorp Twin Star Holdings Ltd. # 1,499,732,868 38.35 1,499,732,868 38.35 July 17, 2026 (i.e. (Please refer to Note 1 38.35 1,499,732,868 38.35 Others International Release of the date of Please refer to below) (Please refer to Note Limited (Please encumbrance settlement of Note 1 below 38,241,056 1 below) refer to Note 1 Welter Trading Limited 38,241,056 0.98 38,241,056 0.98 the Bonds) (Please refer to Note 1 0.98 38,241,056 0.98 below) below) Vedanta Holdings Mauritius 107,342,705 2.75 107,342,705 2.75 - - - - - - - 107,342,705 2.75 Limited Vedanta Holdings Mauritius 492,820,420 12.60 492,820,420 12.60 - - - - - - - 492,820,420 12.60 II Limited Vedanta Netherlands 1,514,714 0.04 1,514,714 0.04 - - - - - - - 1,514,714 0.04 Investments B.V. Vedanta UK Investments - - - - - - - - - - - - - Limited Westglobe Limited - - - - - - - - - - - - - Richter Holding Limited, - - - - - - - - - - - - - Cyprus Vedanta Resources Cyprus - - - - - - - - - - - - - Limited (VRCL, Cyprus) Vedanta Resources - - - - - - - - - - - - - Holdings Limited (VRHL, UK) Vedanta Finance UK limited - - - - - - - - - - - - - (VFUL) Vedanta Holdings Jersey - - - - - - - - - - - - - Limited Volcan Investments Cyprus - - - - - - - - - - - - - Limited Vedanta Resources Finance - - - - - - - - - - - - - Limited Vedanta Resources Finance - - - - - - - - - - - - - II PLC Anil Agarwal Discretionary - - - - - - - - - - - - - Trust Conclave PTC Limited - - - - - - - - - - - - - Vedanta Incorporated (formerly Volcan - - - - - - - - - - - - - Investments Limited) Total (Refer to Note 3 2,139,794,7549 54.72 2,139,651,763 54.72 - - - - 1,537,973,924 39.33 - 2,139,651,763 54.72 below) #On June 23, 2026, Twin Star Holdings Ltd. (part of the Promoter and Promoter Group of Vedanta Limited) has sold 65,072,990 equity shares. Post this transaction, the holding of TSHL has reduced from 40.02% to 38.35%. Notes: Note 1: This disclosure is being made by Vedanta Resources Limited (“VRL” / “we”). We refer our previous disclosures dated September 19, 2024; October 28, 2024; and December 04, 2024 (“Earlier Disclosures”), wherein, we had disclosed regarding creation of encumbrances (as defined under Chapter V of the Takeov [Showing first 8,000 characters — download PDF for full document]