Vedanta Aluminium Metal Limited shareholders have approved eleven resolutions through a postal ballot process concluded on September 30, 2026. The approvals include the appointment of a new statutory auditor and the implementation of new employee stock option and share purchase plans.

The voting results, declared on October 1, 2026, show strong support from both promoter and public shareholders for all agenda items. The company initiated this process following a board meeting held on August 27, 2026, to seek member approval for various corporate actions under SEBI Listing Regulations.

Key Approvals Secured

The postal ballot covered three primary categories of resolutions: auditor appointment, employee benefit schemes, and related party transactions. All resolutions were passed with requisite majorities.

Voting Results Breakdown

The e-voting facility was provided by KFin Technologies Limited. The total number of shareholders on the record date (August 28, 2026) stood at 21,52,251. The voting participation varied across categories, with promoters casting 100% of their votes in favor of all resolutions.

Auditor Appointment (Resolution 1)

The appointment of M/s. S R B C & CO LLP as Statutory Auditors received overwhelming support. Promoters voted 100% in favor. Public institutions voted 99.72% in favor, while public non-institutions voted 99.71% in favor. The overall approval rate for this ordinary resolution was 99.91%.

Employee Stock Option Plan 2026 (Resolutions 2-5)

The four special resolutions related to the ESOP 2026 saw slightly lower but still substantial support compared to the auditor appointment. Public institutions showed notable dissent, voting approximately 27.3% against the core ESOP approval (Resolution 2). However, the combined promoter and non-institutional support ensured passage.

Employee Share Purchase Plan 2026 (Resolutions 6-9)

The ESPP 2026 resolutions received higher support than the ESOP resolutions. Public institutions voted approximately 94.6% in favor of the core ESPP approval (Resolution 6), indicating stronger institutional comfort with the share purchase mechanism compared to the option plan.

Related Party Transactions (Resolutions 10-11)

Promoters abstained from voting on the two ordinary resolutions concerning material related party transactions, as required by regulations given their interest. Public shareholders approved these transactions with near-unanimous support:

• RPTs with Company: 99.95% votes in favor.
• RPTs with BALCO: 99.95% votes in favor.

What the Numbers Show

A distinct divergence appears in institutional investor sentiment between the two employee benefit schemes. While public institutions supported the Employee Share Purchase Plan (ESPP) with ~94.6% approval, they opposed the Employee Stock Option Plan (ESOP) significantly more, with ~27.3% voting against the primary resolution. This suggests institutional investors may perceive the dilution or valuation impact of the ESOP structure differently than the ESPP, despite both being implemented via trusts. The promoter group’s 100% support across all non-RPT items highlights their alignment with management’s strategic direction.

Vedanta Aluminium Metal has issued a postal ballot notice dated August 27, 2026, seeking shareholder approval for its Employee Stock Option Plan (ESOP) and Employee Share Purchase Plan (ESPP) for 2026. The company is also seeking approval for material related party transactions with various group entities following its recent demerger from Vedanta Limited.

The resolutions require approval through a remote e-voting process, which will be open from September 1, 2026, to September 30, 2026. The notice outlines the implementation of these employee benefit schemes through an irrevocable employee welfare trust, named VAML ESOS Trust.

Employee Benefit Plans

The proposed VAML ESOP 2026 involves the grant of up to 16,62,04,184 employee stock options, representing 4.25% of the total paid-up share capital. These options are intended for eligible employees of the company, as well as its holding and subsidiary companies. The vesting of options will be linked to individual and company performance parameters, including financial metrics such as revenue growth, profitability, and cash flow.

Additionally, the VAML ESPP 2026 proposes the allotment of up to 2,93,30,150 fully paid-up equity shares, representing 0.75% of the total paid-up share capital. This plan is designed for employees in grades M5 and below, allowing them to purchase shares through payroll deductions. Matching shares may be provided upon completion of a minimum holding period of 24 months.

Both plans will be implemented through secondary acquisition of shares by the trust, ensuring no additional equity dilution for existing shareholders. The company may provide interest-free loans to the trust for acquiring these shares, subject to regulatory limits.

Related Party Transactions

The notice also seeks approval for material related party transactions with several identified entities, including:

• Bharat Aluminium Co Ltd (BALCO)
• Sterlite Electric Limited
• Vedanta Limited
• Vedanta Power Limited
• Hindustan Zinc Limited

These transactions are largely operational in nature and include the purchase and sale of goods and services, recovery and reimbursement of expenses, and provision of services. The company states that these transactions are necessary for business continuity and operational efficiency following the demerger.

Auditor Appointment

The postal ballot also includes an ordinary resolution for the appointment of M/s. S R B C & CO LLP as statutory auditors for the financial year ending March 31, 2027. This appointment is to fill a casual vacancy arising from the resignation of the previous auditors.

What the Numbers Show

The scale of the proposed employee benefit plans is significant, with the ESOP pool alone accounting for over 4% of the company's total share capital. This indicates a strong focus on aligning employee interests with long-term shareholder value creation. The reliance on secondary market acquisitions for both plans suggests a strategy to minimize immediate dilution while still offering substantial equity-based incentives.