Vedanta Power promoters encumber 56.38% stake for US$ 2.25 billion facility

GLAS Agency (Hong Kong) Limited has disclosed that promoter group entities of Vedanta Power Limited have encumbered 56.38% of its total equity share capital against a facility agreement with a total maximum commitment of US$ 2,250,000,000. The encumbrance involves 2,20,47,24,753 shares and arises from conditions in a facility agreement dated July 20, 2026. GLAS Agency submitted the disclosure to BSE Limited and National Stock Exchange of India Limited on July 22, 2026 under Regulation 29(1) read with Regulation 29(4) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

The facility agreement was executed amongst Twin Star Holdings Ltd as the borrower, Vedanta Resources Limited, Vedanta Holdings Mauritius II Limited, and Welter Trading Limited as guarantors, and various lenders including Barclays Bank PLC, Citigroup Global Markets Asia Limited, and Standard Chartered Bank. GLAS Agency (Hong Kong) Limited acts as the agent and security agent. The filing clarifies that no pledge has been created over the equity shares as of the date of the disclosure. The obligations arise from negative pledges and restrictions on creating security or quasi-security over the shares of Vedanta Power.

The entities creating the encumbrance include Twin Star Holdings Ltd, Welter Trading Limited, Vedanta Holdings Mauritius II Limited, Vedanta Holdings Mauritius Limited, and Vedanta Netherlands Investments B.V. The terms require the Vedanta Resources group to maintain control over the company, ensuring it continues to own at least 50.1% of the issued equity share capital if Vedanta Power becomes a Material Subsidiary. As on the date of disclosure, the commitment of the original lenders is US$ 1,545,000,000, with an increase commitment of up to US$ 705,000,000 available.

Encumbrance Details

The following table details the shareholding and encumbrance status of the promoter group entities:

Promoter Entity	Promoter Holding (Shares)	% of Total Share Capital	Encumbered Shares (Post Event)	% of Total Share Capital
Twin Star Holdings Ltd	1,56,48,05,858	40.02	1,56,48,05,858	40.02
Welter Trading Limited	3,82,41,056	0.98	3,82,41,056	0.98
Vedanta Holdings Mauritius II Limited	49,28,20,420	12.60	49,28,20,420	12.60
Vedanta Holdings Mauritius Limited	10,73,42,705	2.75	10,73,42,705	2.75
Vedanta Netherlands Investments B.V.	15,14,714	0.04	15,14,714	0.04
Total	2,20,48,67,749	56.38	2,20,47,24,753	56.38

Facility Terms

The facility agreement restricts the promoter group entities from creating security over the shares of Vedanta Power. The encumbrance covers 99.99% of the total promoter shareholding, which exceeds 50% of the promoter holding and 20% of the total share capital of the company. The borrower is required to apply the proceeds towards repayment of outstanding financial indebtedness of the Vedanta Resources group, payment of fees and costs, and general corporate purposes, excluding the financing of thermal coal infrastructure or remittance to India.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
+1.75%	-8.12%	-16.43%	-12.07%	-12.07%	-12.07%

Vedanta Power Limited reported a 38% year-on-year increase in power sales to 5,225 million units for the first quarter ended June 30, 2026. The performance reflects the company's operational scale following its demerger from Vedanta Limited during the quarter. Meenakshi Energy Ltd drove the growth with sales rising 245% year-on-year to 1,350 million units, supported by full operational capacity of 1,000 MW.

The Talwandi Sabo Thermal Plant (TSTP) recorded sales of 2,723 million units, flat compared to the prior year, while its Plant Availability Factor (PAF) improved sequentially from 77% to 86%. This availability exceeded the 80% normative level required under its Power Purchase Agreement (PPA) with the Punjab State Government. Jharsuguda Thermal Plant achieved a PAF of 93%, up from 66% in the same period last year, with sales increasing 1% to 687 million units.

Sakti Thermal Plant, formerly known as Athena Power Plant, faced operational challenges during the quarter. Sales declined to 465 million units following a boiler blast in Unit-I on April 14, which forced a temporary shutdown. Consequently, the plant's sales dropped 57% sequentially from the fourth quarter of the previous fiscal year.

Operational Performance

The following table details the power sales and plant availability for the reported period:

Particulars	1Q FY 27	1Q FY 26	% Change	4Q FY 26	% Change
Power Sales (In million units)	5225	3784	38%	5530	-6%
Talwandi Sabo Thermal Plant	2723	2715	0%	2386	14%
Sakti Thermal Plant	465	0	-	1087	-57%
Meenakshi Energy Ltd	1350	391	245%	1161	16%
Jharsuguda Thermal Plant	687	678	1%	896	-23%
Plant Availability Factor
Talwandi Sabo Thermal Plant	86%	90%	-	77%	-
Jharsuguda Thermal Plant	93%	66%	-	94%	-

Key Factors

Vedanta Power Limited was demerged from Vedanta Limited during 1QFY27. The reported figures include both pre- and post-demerger periods. The comparison with prior periods accounts for the expanded capacity base at Meenakshi Energy, where only a single 300 MW unit was operational in Q1 FY26. The decline in power sales at Sakti Thermal Plant was attributed to reduced plant availability due to the boiler incident.