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Vedanta Limited Proxy Solicitation & Information Statement 2025

Jan 17, 2025

60660_rns_2025-01-17_8ed10c6a-bec5-4f6d-b30c-3ccdd7a50dc7.pdf

Proxy Solicitation & Information Statement

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VEDL/Sec./SE/24-25/253

January 17, 2025

BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers “Exchange Plaza” 5[th] Floor Plot No., C/l, G Block Dalal Street, Fort Bandra-Kurla Complex, Bandra (East), Mumbai - 400 001 Mumbai – 400 051

Scrip Code: 500295

Scrip Code: VEDL

Sub: Notice – Meeting of Equity Shareholders, Secured Creditors and Unsecured Creditors of Vedanta Limited scheduled to be held on Tuesday, February 18, 2025 through Video Conferencing/Other Audio-Visual Means (“VC”/“OAVM”), pursuant to the Order dated November 21, 2024 of the Hon’ble National Company Law Tribunal, Mumbai Bench (“NCLT Order”), in the matter of proposed Scheme of Arrangement between Vedanta Limited and Vedanta Aluminium Metal Limited and Talwandi Sabo Power Limited and Malco Energy Limited and Vedanta Base Metals Limited and Vedanta Iron and Steel Limited and their respective shareholders and creditors under Sections 230-232 and other applicable provisions of the Companies Act, 2013 (“Scheme”)

Dear Sir/Ma’am,

In continuation to the disclosure dated November 22, 2024 and December 20, 2024, we wish to inform you that in accordance with the NCLT Order dated November 21, 2024 passed in the Company Scheme Application no. C.A.(CAA)/MB/171/2024 in the matter of Scheme of Arrangement between Vedanta Limited ( “Demerged Company” or “Company” ) and Vedanta Aluminium Metal Limited ( “Resulting Company 1” ) and Talwandi Sabo Power Limited ( “Resulting Company 2” ) and Malco Energy Limited ( “Resulting Company 3” ) and Vedanta Base Metals Limited (“ VBML ”) and Vedanta Iron and Steel Limited ( “Resulting Company 4” ) and their respective shareholders and creditors, the meetings of the Equity Shareholders, Secured Creditors and Unsecured Creditors of the Company are scheduled to be held on Tuesday, February 18, 2025.

Subsequent to the NCLT Order, pursuant to paragraphs 44, 46 and 51 of the Scheme, the Board of Directors (“ Board ”) of the Demerged Company, VBML and the Resulting Companies, have by way of their resolutions dated December 20, 2024, December 23, 2024 and December 23, 2024 respectively, decided to not proceed with implementation of Part V ( Demerger and Vesting of the Base Metals Undertaking ) of the Scheme. Accordingly, the Board of the Demerged Company, VBML and the Resulting Companies have approved the updated Scheme of Arrangement, between the Demerged Company and Resulting Company 1 and Resulting Company 2 and Resulting Company 3 and Resulting Company 4 and their respective shareholders and creditors.

The abovementioned meetings will be conducted through VC/OAVM facility, in pursuance to the NCLT Order and as directed therein and in compliance with the applicable provisions of the Companies Act, 2013 (the “Act” ) and the Securities and Exchange Board of India ( “SEBI” ) (Listing Obligations and Disclosure Requirements) Regulations, 2015 ( “SEBI Listing Regulations” ) as below:

Meetings of Vedanta Limited
Equity Shareholders
Secured Creditors
Unsecured Creditors
Day, Date & Time of the Meeting
Tuesday,February18,2025 at 10:00 AM IST
Tuesday,February18,2025 at 11:45 AM IST
Tuesday,February18,2025 at 01:30 PM IST

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The other details for the aforementioned meetings are given below:

Particulars Details
Helpline number of NSDL for
participation through VC/OAVM
022-4886 7000
Cut-off Date for e-Voting
Meeting of Equity Shareholders:
Tuesday, February 11, 2025

Meeting of Secured Creditors:
Monday, September 30, 2024

Meeting of Unsecured Creditors:
Monday,September 30,2024
Commencement of e-Voting Thursday,February13,2025;09:00 am IST
End of e-Voting Monday,February17,2025;05:00pm IST
e-Voting website www.evoting.nsdl.com

Pursuant to Regulation 30 read with Schedule III of the SEBI Listing Regulations, kindly note that the Notices for the aforementioned meetings are circulated to the Shareholders and Creditors today i.e. January 17, 2025 in accordance with the NCLT Order.

The aforementioned notices have been made available on the website of the Company and can be accessed at www.vedantalimited.com.

This is for your information and dissemination on your website.

Thanking you,

Yours faithfully, For Vedanta Limited Prerna Digitally signed by Prerna Halwasiya Date: 2025.01.17 09:50:00 Halwasiya +05'30'

Prerna Halwasiya Company Secretary and Compliance Officer Enclosed: As above

CC:

  1. National Securities Depository Limited , Trade World, A Wing, 4[th] Floor, Kamala Mills Compound, Senapati Bapat Marg, Lower Parel, Mumbai – 400 013

  2. Central Depository Services (India) Ltd , Marathon Futurex, A Wing, 25[th] Floor, Mafatlal Mills Compound, N M Joshi Marg, Lower Parel, Mumbai – 400 013

  3. Debenture Trustee – Axis Trustee Services Limited , 2[nd] Floor, Wadia International Centre, Pandurang Budhkar Marg, Worli, Mumbai – 400 025

  4. Debenture Trustee – Catalyst Trusteeship Limited , Unit No. 901, 9[th] Floor, Tower - B, Peninsula Business Park, Senapati Bapat Marg, Lower Parel (W), Mumbai – 400 013

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