Vedanta Resources Creates Encumbrance on 56.38% Stake in Vedanta Limited for $80 Million Facility
Vedanta Resources Limited has created encumbrance over 56.38% stake in Vedanta Limited through five subsidiaries for an $80 million overseas facility agreement. The arrangement involves negative lien provisions and requires maintaining at least 50.1% control, with proceeds designated for intercompany loan repayment and related expenses.

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Vedanta Resources Limited has made a comprehensive regulatory disclosure regarding the creation of encumbrance over equity shares of Vedanta Limited held by its subsidiaries. The disclosure, made under Regulation 31 of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, pertains to a significant financing arrangement involving multiple subsidiary entities and overseas lenders.
Facility Agreement Details
The encumbrance arises from a facility agreement dated December 30, 2025, for facilities aggregating up to US$ 80,000,000. The agreement involves Vedanta Resources Limited as the borrower, multiple overseas lenders, and Bank of Maharashtra IFSC Banking Unit acting as agent for the benefit of the lenders.
| Parameter: | Details |
|---|---|
| Facility Amount: | US$ 80,000,000 |
| Agreement Date: | December 30, 2025 |
| Reporting Date: | January 01, 2026 |
| Agent Bank: | Bank of Maharashtra IFSC Banking Unit |
| Borrower: | Vedanta Resources Limited |
Encumbered Shareholdings
The encumbrance covers shares held by five subsidiaries of Vedanta Resources Limited, representing a substantial portion of Vedanta Limited's equity capital. The total encumbered shareholding amounts to 2,204,724,753 shares, constituting 56.38% of the total share capital.
| Subsidiary Entity: | Number of Shares | Percentage of Total Share Capital |
|---|---|---|
| Twin Star Holdings Ltd.: | 1,564,805,858 | 40.02% |
| Vedanta Holdings Mauritius II Limited: | 492,820,420 | 12.60% |
| Vedanta Holdings Mauritius Limited: | 107,342,705 | 2.75% |
| Welter Trading Limited: | 38,241,056 | 0.98% |
| Vedanta Netherlands Investments B.V.: | 1,514,714 | 0.04% |
| Total Encumbered Shares: | 2,204,724,753 | 56.38% |
Nature of Encumbrance and Facility Terms
The facility agreement establishes several key restrictions and obligations on the subsidiary entities. A negative lien has been created on the shares of Vedanta Limited held or to be held by the obligors, including Twin Star Holdings Ltd., Vedanta Holdings Mauritius II Limited, and Welter Trading Limited.
The arrangement includes specific provisions that the obligors are not permitted to create any encumbrance over the shares directly held by them or to be acquired by them in Vedanta Limited. Additionally, Vedanta Resources Limited and its direct or indirect subsidiaries, collectively referred to as the VRL Group, are required to retain control over Vedanta Limited or directly or indirectly own at least 50.1% of the issued equity share capital.
Facility Utilization and Purpose
According to the regulatory disclosure, the borrowed amount under the facility agreement will be applied towards specific purposes outlined in the facility terms:
| Purpose: | Details |
|---|---|
| Primary Use: | Part repayment of and payment of interest on intercompany loan availed by Twinstar Holding Limited from VRL Group |
| Secondary Use: | Payment of interest, fees, costs and expenses in connection with finance documents |
| Restriction: | No proceeds under the facility will be routed to India |
Regulatory Compliance and Disclosure Requirements
The company has clarified that no pledge has been created by Vedanta Resources Limited or its subsidiaries over the equity shares of Vedanta Limited in relation to the facilities as on the date of disclosure. The encumbrance represents 99.99% of the total promoter shareholding and exceeds both the 50% threshold of promoter shareholding and the 20% threshold of total share capital, triggering the disclosure requirements under SEBI regulations.
The disclosure references previous facility agreements and notes that encumbrances have been created due to the nature of conditions and arrangements mentioned in such facility agreements, with disclosures filed from time to time in accordance with regulatory requirements. The company has made similar disclosures on multiple occasions throughout 2024 and 2025, indicating ongoing financing arrangements within the group structure.
Historical Stock Returns for Vedanta
| 1 Day | 5 Days | 1 Month | 6 Months | 1 Year | 5 Years |
|---|---|---|---|---|---|
| +1.75% | +2.52% | +14.98% | +31.62% | +37.97% | +282.29% |
















































