VEDANTA LIMITED

Vedanta Limited was initially incorporated on June 26, 1965 as 'Sesa Goa Limited'. The name of the Company was changed from Sesa Goa Limited to Sesa Sterlite Limited on 20 September, 2013 and further was changed to Vedanta Limited on 22 April, 2015. Vedanta Limited, a subsidiary of Vedanta Resources Limited, is a leading global natural resources conglomerate operating across India, Namibia, South Africa, Liberia, Korea, Japan, Taiwan and UAE. It is headquartered in Mumbai, India. Vedanta has a diversified portfolio and produces commodities vital for global decarbonisation and materials intensive energy transition. The Company produces Aluminium, Copper, Zinc, Lead, Silver, Iron Ore, Oil & Gas, Steel, Ferro Chrome , Nickel, Cement and Commercial Energy. Vedanta has iron ore mining operations in Goa and Karnataka in India. While iron ore from its Goa mines is shipped through the Mormugoa port, the ore from Karnataka mines is exported through the ports of Goa, Mangalore and Krishnapatnam. The company is also into metallurgical coke and pig iron. The pig iron business focuses on the domestic Indian market, especially to foundries and steel mills in western and southern India. They also export to the Middle-East and South East Asia. In the year 1979, a single company, Sesa Goa Pvt Ltd was formed with amalgamation of Sesa Goa and Mingoa full owned by Finsider SpA. In the year 1981, the company went public. In the year 1984, they started a barge construction unit at Sirsaim. In the year 1992, first phase of 150,000 tons per year pig iron plant was commissioned. Also, they started manufacture of low phosphorous foundry grade pig iron. In the year 1993, ILA international raised their equity in the company to 51%. In July 1994, they commissioned their second blast furnace. In January 1995, the company launched Sesa Shipping with the acquisition of Transhipper MV Oirssa. In April 1995, they commissioned 84 coke ovens. In the year 1997, Sesa Kembla became 100% subsidiary of the company. Also, they commenced Karnataka mining development. In the year 1999, the company commenced mining operations in Barbil in Orissa. In the year 2001, the company commissioned a new process plant for their mining operations at Orissa. In the year 2002, they became the first business of their kind to be certified with OHSAS 18001. Also, the Shipbuilding Division launched their 60th vessel, MV Toni, mini-bulk carrier. In the year 2003, the company increased their equity stake to 88.25% in Sesa Industries. In the year 2004, the company Shipbuilding Division built their 62nd vessel, a 2200T barge for their own fleet. In the year 2007, Vedanta Resources plc, a diversified metals and mining group, listed on the London Stock Exchange acquired 51% controlling stake in the company from Mitsui & Co Ltd. In June 2009, the company and Dempo Group signed a definitive share purchase agreement under which the company has acquired all the outstanding common shares of VS Dempo & Co Pvt Ltd, along with their 100% equity shares of Dempo Mining Corporation Pvt Ltd and 50% equity shares of Goa Maritime Pvt Ltd. During the year 2009-10, the company announced setting up of new integrated project to increase the pig iron production capacity by 0.375 million tonnes per annum (mtpa) by setting up a new blast furnace of 450 cubic metres working volume. They also announced the setting up of a new sinter plant of 75 square metres, a new non recovery coke plant of 0.280 mtpa based on its own patented coke-making technology. In February 2011, Sesa Industries Ltd was amalgamated with the company with appointed date of April 1, 2005. In March 2011, the company acquired the assets of the upcoming steel plant unit of Bellary Steel and Alloys Ltd (BSAL) for an all cash deal of Rs 220 crore. BSAL was in the process of putting up a 0.5 mtpa Steel Plant Project at Bellary. The assets of the under construction plant acquired include a free hold land of around 700 acres, building and structures, plant and machinery and other assets of the Steel Plant. The assets have been transferred on an 'As is where is' Basis to the company. In April 19, 2011, the company acquired 200 million shares amounting to 10.4% stake in Cairn India from Petronas International Corporation Ltd (Petronas) at a price of Rs 331 per share through bulk deal on Bombay Stock Exchange Ltd. This acquisition is in addition to the Open Offer launched by the company on April 11, 2011. In August 2011, the company acquired 51% stake in Western Cluster Ltd, Liberia (WCL). WCL, which has mining interests/rights in the Western Cluster iron ore project in Liberia with a potential reserves and resources of over 1 billion tonnes. On 25 February 2012, the company approved the restructuring proposal, in which Sterlite Industries (India) will merge into Sesa Goa to create Sesa Sterlite, through the issue of Sesa Goa shares to shareholders of Sterlite via a scheme of arrangement under Indian law. On 1 March 2012, the company completed the acquisition of Goa Energy Pvt Ltd (GEPL). GEPL owns and operates a 30 MW waste heat recovery power plant in Goa which utilizes the waste heat and gases from Sesa Goa's coke making and pig iron facilities. On 21 August 2012, Sesa Goa announced the successful commissioning of its third blast furnace of 450 m3 capacity with the hot metal production commencing from 17 August 2012. With this commissioning, Sesa's pig iron plant becomes the largest producer of low phosphorous pig iron in India with an installed capacity of 0.625 million tonnes per annum (mtpa) which is increased from earlier capacity of 0.250 mtpa. On 27 October 2012, Sesa Goa announced that it has received order from Goa State Pollution Control Board revoking their earlier order to stop the activity at second battery of its new metallurgical coke plant at Amona, Goa. On 20 December 2012, Sesa Goa announced that it has acquired the entire remaining 49% of the outstanding common shares of Western Cluster Limited (WCL) from Elenilto Minerals & Mining LLC, Delaware, for a cash consideration of US$33.5 million. Post this transaction, Sesa's shareholding in WCL increased to 100%. WCL is a logical and strategic fit with Sesa's existing iron ore business and is expected to create significant long term value for all stakeholders. At WCL, exploration activities are progressing well, with over 42,000 meters of drilling completed till 30 November 2012. The project is on track for first shipment in FY 2014. On 17 August 2013, Sesa Goa Limited and Sterlite Industries (India) Ltd (Sterlite) announced that merger of Sterlite and The Madras Aluminium Company Limited (MALCO) with Sesa Goa and transfer of MALCO power plant to Vedanta Aluminium Limited (VAL) pursuant to the Scheme of amalgamation and arrangement amongst Sterlite, MALCO, Sterlite Energy Limited (SEL), VAL and Sesa Goa and their respective shareholders and creditors (Composite Scheme) and the Scheme of Amalgamation of Ekaterina Limited (Ekaterina) with Sesa Goa and their respective Shareholders and Creditors (Ekaterina Scheme) has become effective. On 19 August 2013, Sesa Goa announced that the merger of Sterlite Energy Limited (SEL) with Sesa Goa and the demerger of the aluminium business undertaking of Vedanta Aluminium Limited (VAL) into Sesa Goa pursuant to the Scheme of Amalgamation and Arrangement has become effective. Sesa Goa's wholly owned subsidiary, Bloom Fountain Limited, would acquire 38.68% stake in Cairn India Limited together with the associated debt, effective 26 August 2013. Further, Sesa Goa also approved the acquisition of 1,215 MW thermal power plants situated at Jharsuguda and 90 MW co-generation facility at Lanjigarh from its wholly owned subsidiary, VAL, on a going concern basis. On 20 September 2013, Sesa Goa Limited announced change in its name to Sesa Sterlite Limited following approval by the Registrar of Companies, Goa on 18 September 2013. The change of name is consequent to the approval of the Scheme of amalgamation and arrangement amongst Sterlite Industries (India) Limited, Madras Aluminium Company Limited, Sterlite Energy Limited, Vedanta Aluminium Limited and Sesa Goa Limited and their respective shareholders and creditors and the Scheme of Amalgamation of Ekaterina Limited with the company and their respective shareholders and creditors. On 28 December 2013, Sesa Sterlite announced the resumption of iron ore mining operations at its Karnataka mine after receiving permission from a Supreme Court appointed Monitoring Committee. Earlier, the Supreme Court of India had vide its order dated 18 April 2013 given the clearance for resumption of mining operations for A and B category mines in Karnataka. Sesa Goa's Karnataka mine falls under B category. On 22 April 2014, Sesa Sterlite announced that it is working towards securing the necessary permissions for commencement of iron ore mining operations in Goa after the Supreme Court vide its order dated 21 April 2014 lifted the ban on iron ore mining in Goa subject to certain conditions. The Supreme Court held that all mining leases in Goa, including those of Sesa Sterlite, have expired in 2007. Consequently, no mining operations can be carried out until renewal/execution of mining lease deeds by the Goa state government. The Board of Directors of Sesa Sterlite at its meeting held on 5 September 2014 considered and recommended passing an enabling resolution for issue of convertible securities up to Rs 6000 crore, enabling resolution for private placement of Non-Convertible Debentures (NCDs) and/or other debt securities with warrants up to Rs 4000 crore and enabling resolution for increase in the borrowing limits of the company from Rs 60000 crore Rs 80000 crore. On 13 November 2014, Sesa Sterlite announced that its Board of Directors has approved development of Gamsberg-Skorpion Integrated Zinc Project, in South Africa and Namibia for US$782 million, to be invested over a 3 year period, to develop an open pit zinc mine in Gamsberg, South Africa, as well as the conversion of the Skorpion Zinc Refinery in neighbouring Namibia. The majority of the investment, approximately US$630 million, will go towards developing an open-pit zinc mine, concentrator plant and associated infrastructure at Gamsberg, one of world's largest undeveloped zinc deposits. The balance of the investment will be used to convert the refinery at the Skorpion Mine in Rosh Pinah, Namibia thereby enabling it to refine zinc concentrates from the Gamsberg mine into special high grade zinc metal. The Gamsberg project will be operated under the auspices of Black Mountain Mining (BMM) which is 74% owned by Sesa Sterlite. The remaining 26% interest in BMM is held by Exxaro Resources Limited, a diversified resources company listed on the Johannesburg Stock Exchange. The first phase of the Gamsberg open pit mine is expected to have a total lifespan of approximately 13 years with the first ore likely to be produced in 2017/18. On 22 January 2015, Sesa Sterlite announced that its subsidiary Bharat Aluminium Company Limited (BALCO) has received approval of Consent to Operate (CTO) from the Chattisgarh State Pollution Control Board and other clearances for starting its Korba's based 1200 MW power plant. On 3 June 2015, Vedanta Limited announced that that the company has entered into an agreement with a wholly owned subsidiary Twinstar Mauritius Holdings Limited (TSMHL), whereby TSMHL has transferred 4.98% of its stake in Cairn India to Vedanta Limited for a cash consideration of US$315 million. The funds received by TSMHL will be used to service existing debt obligations at TSMHL. On 10 August 2015, Vedanta announced that the company has received the relevant consent, license and approvals in place to commence the iron-ore mining operations in Goa for some of its leases. The company said that its biggest mine at Codli in Sanguem taluka in Goa is likely to recommence operations from 10 August 2015. The company has been granted approval for total extraction of 5.5 million metric tons of which Codli is 3.1 million metric tons. On 12 August 2015, Vedanta announced that its subsidiary Bharat Aluminium Company Limited (BALCO) has decided to close down its rolled product business due to a steep fall in aluminium prices globally, negative margins and huge imports. The rolled product business is a value added product facility that produced 46,000 tonnes of the product in FY 2015. On 29 February 2016, Vedanta announced that it was declared successful bidder for the Baghmara gold mine block in Chhattisgarh (6.08 sq.km) at royalty of 12.55% of value of mineral despatched. The winning bidder has to submit a performance bank guarantee of Rs 1.60 crore and invest in exploration. The block requires extensive exploration and the process will commence in due course. On 15 April 2016, Vedanta announced that its wholly owned subsidiary Sterlite Ports Limited will be signing a MoU pursuant to Letter of Award' for redevelopment of existing berths 8, 9 and barge berths at the Port of Mormugao (project), Goa on Develop, Build, Finance, Operate and Transfer (DBFOT) basis for a concession period of 30 years with the Mormugoa Port Trust. The project was awarded to the company through a competitive bidding process. The redeveloped berths are planned to handle all type of cargo including iron ore, coal and general cargo with an expected capacity of 19.22 million tonnes per annum. The redevelopment of the berths would be done over a period of 3 to 5 years. The project would provide logistic integration to Vedanta's iron ore business apart from handling other cargo. On 12 May 2016, Vedanta announced that its overseas subsidiary THL Zinc Limited has agreed to extend the maturity of the loan of USD 1.25 billion, which was taken for a term of two years in May 2014, from Cairn India Holdings Limited, an overseas subsidiary of Cairn India Limited (CIL), for a further period of two years. The extension is on arm's length at a revised rate of interest of LIBOR plus 450 basis points (bps) in the first year and at LIBOR plus 475 bps in the second year, on terms that are market standards including change of control provisions and will continue to be secured by a guarantee from Vedanta Resources Pic. The Board of Directors of Vedanta and Cairn India at their respective meetings held on 22 July 2016 approved revised and final terms for the proposed merger of Cairn India with Vedanta, taking into account prevailing market conditions and having regard to underlying commercial factors. As per the revised and final terms, each Cairn India minority shareholder will receive 1 equity share in Vedanta and 4 Redeemable Preference Shares of Vedanta with a coupon of 7.5% and tenure of 18 months for each equity share held Cairn India. On 4 August 2016, Vedanta announced that the company's iron ore operations at Goa have been reissued the import and transit permits on 3 August 2016 which was earlier cancelled on 28 July 2016. The permit issued, states that the company is allowed to import iron ore for domestic self-consumption for its pig iron plant in Amona. On 26 August 2016, Vedanta announced that the third 600 MW unit of its Talwandi Sabo power plant in Punjab was put to commercial production on 24 August 2016. The company also said that the commissioning of the pots at the first line of the 1.25 mtpa Jharsuguda-II aluminium smelter was completed in July 2016. The commissioning of the second line commenced in July 2016 with 65 pots commissioned till date, and this line will ramp up in the next 3-6 months. The company plans to start commissioning of pots at the third line of the smelter in September 2016, well ahead of the earlier schedule of Q4 FY 2017. On 26 August 2016, Vedanta announced that the company has secured 6.09 million tonnes per annum of coal in an auction for coal linkage of captive power plant for its captive power plants that supply power to its aluminium smelters at Jharsuguda and Balco. The tenor of the coal linkage is 5 year with an option to extend this further. The premium paid was Rs 96 per tonne, which is about 10% over the Coal India linkage price for captive power plants. On 11 April 2017, Vedanta and Cairn India announced that the merger of Cairn India with Vedanta pursuant to the Scheme of Arrangement has become effective. The merger consolidates Vedanta's position as one of the world's largest diversified natural resources companies, with world-class, low-cost assets in metals & mining and oil & gas. On 10 November 2017, Vedanta announced that its Board of Directors has approved brownfield growth projects in the Cairn Oil & Gas Business and an expansion project in the Copper business. The Oil & Gas business has commenced its next phase of growth, which will result in an additional production of c.100kboepd. The company expects to eventually ramp up to c. 275 - 300kboepd by FY 2020. The Board also approved expansion of its copper smelter at Tuticorin to double its capacity from 400kt p.a. to 800kt p.a., with a capex of $717 million of which $141 million has already spent. Completion of this project will place Tuticorin as one of the world's largest single-location copper smelting complexes. The project is expected to have an execution timeline of 24 months, with plant commissioning & stabilization in FY 2020. On 15 November 2017, Vedanta announced that the State Pollution Control Board, Odisha (SPCB) through its order dated 10 November 2017 has revoked the closure order on the remaining two power units of the company at Jharsuguda that were shut down as directed by SPCB on 13 September 2017. With this order, the closure order has been revoked on all five units that were directed by SPCB to be temporarily closed. The SPCB has allowed operations of all the units of 1215 MW and 2400 MW plant up to 12 January 2018 after which further extension of operations will be considered with a review of progress. On 27 December 2017, Vedanta announced that the Board of Directors of its wholly owned subsidiary Cairn India holdings Limited (CIHL), has approved an investment of c.US$158 million in Japanese manufacturer for LCD glass substrate, AvanStrate Inc. (ASI), currently majority owned by the Carlyle Group. The transaction involves CIHL acquiring c.US$151 million in existing ASI debt with face value of c.US$299 million from banks. CIHL will acquire just over 51% of the equity stake of ASI for a nominal consideration from the Carlyle Group. The transaction also involves extension of c.US$7 million loan to ASI from CHIL. ASI clocked revenue of c.US$169 million, EBITDA of c.US$75 million and net profit of c.US$1.4 million for the year ended 31 March 2017. During FY 2018, the company spent Rs 5,306 crore on Growth projects primarily driven by higher capex at Oil & Gas. The Company has 52 subsidiaries (15 direct and 37 indirect) as at 31 March 2018. During the FY2019,the company spent Rs 7,549 crore, with the majority invested in projects at Zinc India, the Gamsberg project at our Zinc International business, growth projects at Oil & Gas and ramping up our Aluminium capacities. The company has 54 subsidiaries (15 direct and 39 indirect) as at 31 March 2019. In June 2018, Vedanta acquired a 90% stake in ESL, a primary producer of steel and downstream value-added products. During the FY2020,the company spent Rs 6385 crore, with the majority invested in projects at Zinc India, the Gamsberg project at our Zinc International business, growth projects at Oil & Gas and ramping up our Aluminium capacities. The company has 49 subsidiaries (15 direct and 34 indirect) as at 31 March 2020. Vedanta Star Limited, a wholly owned subsidiary company has been merged with Electrosteel Steels Limited w.e.f. 25 March 2020. The name of a Subsidiary Company changed from Electrosteel Steels Limited to 'ESL Steel Limited' with effect from 26 September 2020. The Company acquired Ferro Alloys Corporation Limited (FACOR) on 21 September 2020 under IBC as wholly-owned subsidiary. Consequent to acquisition of FACOR, subsidiaries of FACOR - Facor Power Limited (FPL) and Facor Realty and Infrastructure Limited (FRIL) become indirect subsidiaries of the Company. Australia Subsidiary - Cairn Energy India Pty Limited got deregistered w.e.f. 26 August 2020. Scotland subsidiaries - Cairn Energy Discovery Limited and Carin Exploration (No. 2) Limited dissolved w.e.f. 22 September 2020. Killoran Lisheen Finance Limited and Vedanta Exploration Ireland Limited have been voluntarily struck off w.e.f. 02 March 2021. The company has 49 subsidiaries (16 direct and 33 indirect) as at 31 March 2021. Pursuant to Voluntary Open Offer made by Vedanta Resources Limited (Acquirer) together with Twin Star Holdings Limited, Vedanta Holdings Mauritius Limited and Vedanta Holdings Mauritius II Limited, as persons acting in concert with the Acquirer (PACs), to Public Shareholders of the Company during the year 2022, the Acquirer and PACs have acquired 374,231,161 equity shares of the Company representing 10.07% of fully diluted voting share capital, which increased acquirer's indirect shareholding in the Company from 55.1% to 65.18%. Further, Vedanta Netherlands Investments BV and Twinstar Holdings Limited, Members of the Promoter Group of the Company had purchased 63,514,714 and 103,985,286 equity shares respectively (representing 1.71% and 2.80% of the equity share capital respectively), during the FY 2022, through a block deal on the stock exchanges. Consequently, total shareholding of Promoter and Promoter Group increased to 69.69%. In FY 2022, the Company through its subsidiaries has closed the three acquisitions: Firstly, Vedanta strengthened its position in the Met Coke sector with the acquisitions of assets of Gujarat NRE Coke Limited which went in Liquidation, with a total capacity of Bhachau and Khambalia plants in Gujarat for ~1MTPA. Secondly, the Company acquired assets of Nicomet Industries Limited, a leading Nickel and Cobalt producer based in Goa, which was also in Liquidation under the Indian Bankruptcy Code (IBC). Lastly, its indirect wholly owned subsidiary Sesa Mining Corporation Limited (SMCL), acquired Desai Cement Company Private Limited (DCCPL), a cement manufacturing plant based out of Goa. During year 2022, in HZL, the Company completed development of North Decline (ND1) at Rampura Agucha mine. It completed RD Mines Shaft & Conveyor upgradation for enhancement of ore hoisting capacity in Q3 of this FY. It completed installation of Dry Filtration & Paste fill plant to enable effective tailing managements by switching from Wet to Dry tailing management system. In VZI, the Gamsberg mine and processing facilities are almost stabilized and set the stage for Gamsberg Phase II. In Cairn, nearly 25 infill wells were drilled in FY 2022 across producing fields. It had acquired 3 coal block mines through competitive bidding, Jamkhani, Radhikapur West & Kuraloi North, which cater to 100% of Jharsuguda's coal requirement. The development of North Decline (ND1) was completed at Rampura Agucha (RA) mine. The Company has 48 subsidiaries (13 direct and 35 indirect) as on 31 March, 2022. During the year 2021-22, Sterlite (USA) Inc. has been dissolved w.e.f. 20 December 2021. Cairn South Africa (Pty) Ltd was deregistered effective from 06 April 2021. Sesa Resources Limited has acquired shares of Sterlite Ports Limited and Paradip Multi Cargo Berth Private Limited w.e.f 30 August 2021. Hindustan Zinc Alloys Private Limited, 100% subsidiary of Hindustan Zinc Limited, incorporated w.e.f. 17 November 2021. Desai Cement Company Private Limited, 100% subsidiary of SMCL, was acquired w.e.f. 15 November 2021. Vedanta Zinc Football & Sports Foundation, 100% subsidiary of Hindustan Zinc Limited, was incorporated w.e.f. 21 December 2021 and Rampia Coal Mines and Energy Private Limited struck off on 19 April 2021. Facor Power Limited (Transferor Company), subsidiary of Ferro Alloys Corporation Limited was merged into Ferro Alloys Corporation Limited (Transferee Company), a subsidiary of Vedanta Limited, effective from the Merger Date, i.e., 22 November 2022. The Nickle Plant was put to operation in FY 2023, the Company commissioned Nickle Metal Plant for for producing Ni metal in Q4FY2023. The 33 MVA FACOR Furnace Project was commissioned in Mar' 23. In 2023-24, Company acquired 100% of Vedanta Semiconductors Private Limited (VSPL) and Vedanta Displays Limited (VDL) through share purchase agreement, making them the wholly-owned subsidiaries of the Company with effect from 28 July 2023. Rajpura Dariba mill revamping project for improved recovery of zinc, lead, and silver was commissioned in August 2023. Further, the 160 KTPA fumer plant has also been commissioned in 2023-24.