GLAS Agency (Hong Kong) Limited has placed a claim on 56.38% of the shares in Vedanta Aluminium Metal Limited, following a $400 million bond issuance by its parent group.

Vedanta Aluminium Metal Limited disclosed the creation of an encumbrance over promoter group shares on September 18, 2026. The regulatory filing relates to debt instruments issued by Vedanta Resources Finance II PLC and specifically covers equity shares held by subsidiaries in Vedanta Aluminium Metal Limited and four other listed Indian subsidiaries.

The London-based parent company, Vedanta Resources Limited (VRL), reported the encumbrance under Regulation 29(1) read with Regulation 29(4) of the SEBI Takeover Regulations. This disclosure supplements previous filings made in July 2026 regarding original bonds issued earlier in the year.

Bond Issuance Details

Vedanta Resources Finance II PLC issued three series of guaranteed senior bonds on September 16, 2026. These tap issues were consolidated with original bonds issued in June 2026. The new issuance includes:

• $125 million 7.000% Guaranteed Senior Bonds due 2032, consolidated with $500 million 7.000% Original Bonds
• $50 million 7.375% Guaranteed Senior Bonds due 2034, consolidated with $700 million 7.375% Original Bonds
• $225 million 7.750% Guaranteed Senior Bonds due 2037, consolidated with $550 million 7.750% Original Bonds

GLAS Agency (Hong Kong) Limited acts as the security trustee for these bonds. The trust deeds impose specific conditions on the promoter group entities regarding asset encumbrances and share disposals.

Shareholding Impact

The encumbrance affects shares held by five promoter entities in Vedanta Aluminium Metal Limited. Twin Star Holdings Ltd holds the largest stake among them at 40.02%. The total promoter holding in Vedanta Aluminium Metal Limited stands at 56.38%.

VRL clarified that no pledge was created over the equity shares for these tap bonds. Instead, the encumbrance arises from covenants restricting asset disposal and requiring VRL to retain control or own at least 50.1% of Vedanta Aluminium Metal Limited's equity.

What the Numbers Show

The disclosure reveals that 99.99% of the promoter group's total shareholding in Vedanta Aluminium Metal Limited is already encumbered. This high level of encumbrance stems from existing facility agreements and the new bond covenants, indicating significant structural constraints on the promoter group's ability to freely dispose of assets without meeting specific conditions.

Use of Proceeds

The proceeds from the tap bonds are intended to repay outstanding bonds, including accrued interest, and to pay transaction costs. This refinancing activity aligns with the company's broader debt management strategy across its international holdings.

Vedanta Limited promoter group entities have created an encumbrance over 54.72% of the company’s equity shares. The pledge secures a recent $400 million bond issuance by Vedanta Resources Finance II PLC, disclosed on September 18, 2026.

The disclosure was filed by GLAS Agency (Hong Kong) Limited acting as trustee and security agent for bondholders. It falls under Regulation 29(1) read with Regulation 29(4) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations 2011.

Bond Structure and Security

The encumbrance relates to three series of guaranteed senior bonds issued on September 16, 2026:

• $125 million at 7.000% due 2032
• $50 million at 7.375% due 2034
• $225 million at 7.750% due 2037

These "Tap Bonds" consolidate with earlier issuances from June 2026. The total outstanding series now include $625 million due 2032, $750 million due 2034, and $775 million due 2037.

Promoter group entities including Twin Star Holdings Ltd, Welter Trading Limited, and Vedanta Holdings Mauritius II Limited executed supplemental trust deeds. No new pledge was created over the shares; rather, existing contractual restrictions were formalized as an encumbrance.

Regulatory Implications

GLAS Agency clarified that no direct pledge exists over the equity shares of Vedanta Limited or its listed Indian subsidiaries (Vedanta Power, Vedanta Oil and Gas, Vedanta Iron And Steel, and Vedanta Aluminium Metal).

However, the trust deed terms restrict promoter group entities from creating further encumbrances without conditions. VRL must retain control or own at least 50.1% of Vedanta Limited’s issued equity capital.

What the Numbers Show

The encumbrance covers 2,139,651,763 shares out of a total equity capital of 3,910,388,057 shares. This represents exactly 54.72% of the voting capital. The figure remains unchanged from previous disclosures in July 2026, indicating these are recurring regulatory filings for the same underlying security interest rather than a fresh pledge event.