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Vedanta's Mega Demerger: Strategic or Mandatory Move to Unlock Value

M & A Critique

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November 2023

"Post demerger, each of the separate businesses shall have share capital equivalent to the existing share capital of combined VEDL"

- Anirudha Jain

Vedanta's Mega Demerger: Strategic or Mandatory Move to Unlock Value

Vedanta Limited ("Demerged Company" or "VEDL") is a diversified natural resources company engaged in the business of extraction, refining, manufacturing and sale of various metals and minerals, generation and sale of power and other businesses. The equity shares of VEDL are listed on nationwide bourses. The listed debt securities of VEDL are listed on BSE Limited. VEDL is a subsidiary of Vedanta Resources Limited listed on the Luxemburg exchange.

Vedanta Aluminum Metal Limited ("Resulting Company 1" or VAML"), Talwandi Sabo Power Limited ("Resulting Company 2" or TSPL"), MALCO Energy Limited ("Resulting Company 3" or MEL"), Vedanta Base Metals Limited ("Resulting Company 4" or VBML") and Vedanta Iron and Steel Limited ("Resulting Company 5" or VISL") are wholly owned subsidiaries of VEDL.

Transaction:

The Board of Directors of VEDL have approved a Composite Scheme of Arrangement which inter-alia provides for:

Demerger of Aluminum Undertaking of VEDL to Vedanta Aluminum Metal Limited

Rationale for the demerger:

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