BSEInsider Trading / SAST25 Aug 2026 · 25 Aug 2026, 10:25 am
The Exchange has received Disclosure under Regulation 31(1) and 31(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 on August 24, 2026 for Twin Star Holdings Ltd & Others
Vedanta Ltd · 500295
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Vedanta Ltd has disclosed the release of encumbrances created under facilities agreements with lenders, which were likely to fall within the definition of the term 'encumbrance' provided under Chapter V of the Takeover Regulations.
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Full Announcement
Vedanta Ltd - 500295 - Disclosures under Reg. 31(1) and 31(2) of SEBI (SAST) Regulations, 2011.
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Date: August 24, 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” / “Borrower”/ “we”). We
refer our previous disclosures dated April 18, 2025, June 24, 2025, February 02, 2026 (as
revised on February 16, 2026) and May 15, 2026 (“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 direct and indirect
subsidiaries of Vedanta Resources Limited (“VRL”/ “Borrower”), (i.e., Twin Star Holdings Ltd.
(“TSHL”), Welter Trading Limited (“Welter”), Vedanta Holdings Mauritius Limited (“VHML”),
Vedanta Holdings Mauritius II Limited (“VHMLII”) and Vedanta Netherlands Investments BV
(“VNIBV”)) in terms of:
(i) the facility agreement dated April 17, 2025 (“April 2025 Agreement”) for facilities
aggregating up to US$ 530,000,000 executed inter alios, amongst Barclays Bank
PLC, First Abu Dhabi Bank PJSC, Mashreqbank PSC, Standard Chartered Bank
(Mauritius) Limited, Deutsche Bank AG, Singapore Branch and Standard Chartered
Bank, GIFT City (each as the original lender), TSHL (as the borrower), VRL and
Welter (as the guarantors) and the Agent acting for the benefit of the lenders
therein. (Reference earlier disclosure dated April 18, 2025)
(ii) the facilities agreement dated June 24, 2025 (“June 2025 Agreement”) for
facilities aggregating up to US$ 600,000,000, executed inter alios, amongst First
Abu Dabhi Bank PJSC, Mashreqbank PSC, Standard Chartered Bank, Standard
Chartered Bank (Mauritius) Limited and Sumitomo Mitsui Banking Corporation
Singapore Branch (each as the original lender), VRL (as the borrower), TSHL and
Welter (as the guarantors) and the Agent acting for the benefit of the lenders
therein. (Reference earlier disclosure dated June 24, 2025)
(iii) the facilities agreement dated January 30, 2026 as amended and supplemented
with an amended and restatement deed dated May 13, 2026 (“May 2026 AR
Agreement”), for total commitment aggregating up to US$ 600,000,000,
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
executed inter alios, amongst VRL (as the borrower), TSHL, VHMLII and Welter (as
the guarantors), DB International (Asia) Limited, First Abu Dhabi Bank PJSC, JP
Morgan Chase Bank, N.A., London Branch, Mashreqbank PSC, National
Development Bank PLC, Standard Chartered Bank (Mauritius) Limited and
Standard Chartered Bank (Singapore Limited) (each as the present lender), Bank
of Maharashtra IFSC Banking Unit and Sumitomo Mitsui Banking Corporation
Singapore Branch (each as the joining lender), and the Agent acting for the benefit
of the present and joining lenders therein. (Reference earlier disclosures dated
February 02, 2026 (as revised on February 16, 2026) and May 15, 2026)
April 2025 Agreement, June 2025 Agreement and May 2026 AR Agreement are collectively
referred to as “Facilities Agreement”.
Pursuant to the Facilities Agreement, inter alia: (i) a negative lien was created on the shares
of VEDL held or to be held by the Obligors (as defined under the respective Facilities
Agreement) including TSHL, VHML II and Welter or any Material Subsidiary (as defined under
the respective Facilities Agreement); (ii) the Obligors (as defined under the respective
Facilities Agreement) including TSHL, VHMLII and Welter or any Material Subsidiary (as
defined under the respective Facilities Agreement) or any other member of the Group were
not permitted to create any encumbrance over the shares directly or indirectly held by
them/or to be acquired by them in VEDL; and (iii) VRL and its direct or indirect subsidiaries
(collectively referred to as the “VRL Group”) were required to retain control over VEDL or,
directly or indirectly, own at least 50.1% of the issued equity share capital of VEDL;
(collectively, the “Encumbrances”).
Pursuant to complete repayment of the facilities and all the other liabilities under the
respective Facilities Agreements, all the encumbrances created under the respective Facilities
Agreements and as disclosed under the Earlier Disclosures, have been fully released with effect
from August 21, 2026.
Given the nature of conditions and/or arrangements under the Facilities Agreement, the
Encumbrances and other conditions therein which are being released were 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 31 of the Takeover Regulations 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.
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 August 24, 2026
TWIN STAR HOLDINGS LTD.
WELTER TRADING LIMITED
Names of the promoters or PAC on whose shares encumbrance has been created/ released/ invoked VEDANTA HOLDINGS MAURITIUS LIMITED
VEDANTA HOLDINGS MAURITIUS II LIMITED
VEDANTA NETHERLANDS INVESTMENTS B.V.
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 Pa
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