Vedanta Resources Creates Encumbrance on VEDL Shares for US$2.25 Billion Facility

Vedanta Resources Limited (VRL) has disclosed the creation of encumbrances over equity shares of Vedanta Limited (VEDL) held by its direct and indirect subsidiaries. This action is in relation to a facility agreement dated July 20, 2026, with a total maximum commitment of US$2,250,000,000 (₹187,500 crore). The agreement involves Twin Star Holdings Ltd (TSHL) as the borrower, with VRL, Vedanta Holdings Mauritius II Limited (VHMLII), and Welter Trading Limited as guarantors. Several international banks, including Barclays Bank PLC, Citigroup Global Markets Asia Limited, and Standard Chartered Bank, are acting as arrangers and original lenders. The encumbrances, as defined under Chapter V of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, include restrictions on creating security or quasi-security over VEDL shares by any Obligor. The VRL Group is required to retain control over VEDL or own at least 50.1% of its issued equity share capital. As of the disclosure date, the commitment of the original lenders is US$1,545,000,000 (₹128,500 crore), with an additional US$705,000,000 (₹58,500 crore) available through an increase commitment mechanism. The disclosure clarifies that no pledge has been created by VRL or its subsidiaries over the equity shares of VEDL in relation to this Facility Agreement. The encumbrances are stated to be due to the nature of conditions and arrangements under previous facility agreements, with the reported holdings in the table reflecting existing encumbrances. Twin Star Holdings Ltd. has a post-event holding of 1,499,732,868 shares (38.35%) encumbered, along with other subsidiaries like Welter Trading Limited, Vedanta Holdings Mauritius Limited, Vedanta Holdings Mauritius II Limited, and Vedanta Netherlands Investments B.V., collectively representing 54.72% of VEDL's total share capital. The disclosure is made in accordance with Regulation 31 of the SEBI Takeover Regulations.