Date: ___January 2020 VEDANTA/2019-20/NCD/Jan 2020

Date: ____January 2020 VEDANTA/2019-20/NCD/Jan 2020/01 VEDANTA LIMITED Incorporated as Public Company under the Companies Act, 1956 and validly subsisting under the Companies Act, 2013. The Company is presently listed on The National Stock Exchange of India Limited (NSE), BSE Limited (BSE) and American Depository Shares (ADS) are listed on New York Stock Exchange (NYSE).

Reg. Off.: 1st Floor, ‘C’ Wing, Unit -103, Corporate Avenue, Atul Projects, Chakala, Andheri (East), Mumbai - 400099 Tel No: 91-22-66435000; Fax No: +91-22-66434530; Website: www.vedantalimited.com; CIN: L13209MH1965PLC291394

DISCLOSURE DOCUMENT/INFORMATION MEMORANDUM/ PRIVATE PLACEMENT OFFER LETTER Disclosure Document for Private Placement of upto 30,000 Secured, Rated, Non-Cumulative, Redeemable Debentures of Rs. 10,00,000/- (Rupees Ten Lakhs Only) each upto Rs. 3000,00,00,000/- (Rupees Three Thousand Crores Only). This consists of Base Issue Size of Rs. 1250,00,00,000/- (Rupees One Thousand Two Hundred Fifty Crores Only) alongwith Greenshoe option to retain oversubscription upto Rs. 1750,00,00,000/- (Rupees One Thousand Seven Hundred Fifty Crores Only). GENERAL RISK Investment in debt and debt related securities involve a degree of risk and investors should not invest any funds in debt instruments, unless they can afford to take the risks attached to such investments and only after reading the information carefully. For taking an investment decision, investors must rely on their own examination of the issue, the disclosure document and the risk involved. The Securities have not been recommended by SEBI nor does SEBI guarantee the accuracy or adequacy of this Private Placement Offer Letter. ISSUER’S RESPONSIBILITY The Issuer, having made all reasonable inquiries, accepts responsibility for, and confirms that this Information Memorandum contains all information with regard to the Issuer and the Issue, which is material and relevant in the context of the Issue, that the information contained in this Information Memorandum is true and correct in all material respects and is not misleading in any material respect, that the opinions and intentions expressed herein are honestly held and that there are no other facts, the omission of which makes this document as a whole or any of such information or the expression of any such opinions or intentions misleading in any material respect. CREDIT Rating The NCDs are rated by CRISIL as “CRISIL AA/Stable” (pronounced as CRISIL double A rating with stable outlook). Instruments with this rating are considered to have high degree of safety regarding timely servicing of financial obligations. Such Instruments carry very low credit risk. The rating is not a recommendation to buy, sell or hold securities and investors should take their own decision. The rating obtained is subject to revision, suspension or withdrawal at any time by the assigning rating agency and each rating should be evaluated independently of any other rating. LISTING

The Secured, Rated, Redeemable, Non-Convertible Debentures are proposed to be listed on the BSE Limited (BSE). Issue Schedule

Issue Opens on TBD Issue Closes On TBD Allotment/Deemed Date of Allotment TBD The Issuer reserves its sole and absolute right to modify (prepone/postpone) the above issue schedule without giving any reason or prior notice.

PARTIES TO THE ISSUE

CREDIT RATING AGENCY REGISTRAR & TRANSFER AGENT DEBENTURE TRUSTEES

Kfin Technologies Private Limited

CRISIL Limited Karvy Selenium Tower-B, Plot no. 31 Axis Trustee Services Limited CRISIL House, Central & 32, Gachibowli, Financial District, Axis House, 2nd Floor Avenue, Nanakramguda, Serilingampally, Wadia International Centre Hiranandani Business Parks, Hyderabad – 500 032 P B Marg, Worli Powai, Mumbai – 400 076 Ph: +91 40 6716 2222 Mumbai – 400025 Ph: +91 22 3342 3000 Fax: +91 40 2300 1153 Ph: 022 – 2425 2525 Fax: +91 22 4040 5800 Fax:022 - 2425 4200

DISCLAIMER OF THE ISSUER This Private Placement Offer Letter is neither a Prospectus nor a Statement in lieu of a Prospectus. The issue of Debentures is being made strictly on a private placement basis. This Private Placement Offer Letter is not intended to be circulated to more than 49 (forty-nine) persons. Multiple copies hereof given to the same entity shall be deemed to be given to the same person and shall be treated as such. It does not constitute and shall not be deemed to constitute an offer or an invitation to subscribe to the NCDs to the public in general. This Private Placement Offer Letter should not be construed to be a prospectus or a statement in lieu of prospectus under the Companies Act or any other prevailing rules and regulations.

This Private Placement Offer Letter has been prepared in conformity with the applicable SEBI Regulations and the Companies Act. Pursuant to Section 42 of the Companies Act, 2013 and Rule 14(3) of the PAS Rules, the Issuer shall file a copy of this Private Placement Offer Letter with the Registrar of Company, BSE Limited and Securities Exchange Board of India within a period of 30 (thirty) days of circulation of this Private Placement Offer Letter as applicable.

This Private Placement Offer Letter / Information Memorandum has been prepared to provide general information about the Issuer to potential investors to whom it is addressed and who are willing and eligible to subscribe to the Debentures. This Private Placement Offer Letter does not purport to contain all the information that any potential investor may require. Neither this nor any other information or document supplied in connection with the Debentures is intended to provide the basis of any credit or other evaluation and any recipient of this Private Placement Offer Letter should not consider such receipt a recommendation to purchase any Debentures. Each investor contemplating purchasing any Debentures should make its own independent investigation of the financial condition and affairs of the Issuer and its own appraisal of the creditworthiness of the Issuer. Potential investors should consult their own financial, legal, tax and other professional advisors as to the risks and investment considerations arising from an investment in these Debentures and should possess the appropriate resources to analyze such investment and the suitability of such investment to such investor's particular circumstances.

Potential Investors to Debentures must make their own independent evaluation and judgment before making the investment and are believed to be experienced in investing in debt and are able to bear the economic/commercial risk of investing in the Debentures. Potential investors should conduct their own investigation, due diligence and analysis before applying for the Debentures. Nothing in this Private Placement Offer Letter should be construed as advice or recommendation by the Issuer to subscribers to the Debentures. Potential investors should also consult their own advisors on the implications of application, allotment, sale, holding, ownership and redemption of these Debentures and matters incidental thereto.

The Issuer confirms that, as of the date hereof, this Private Placement Offer Letter (including the documents incorporated by reference herein, if any) contains all information that is material in the context of the Issue of the Debentures, is accurate in all material respects and does not contain any untrue statement of a material fact. It has not omitted any material fact necessary to make and the statements made herein are not misleading in the light of the circumstances under which they are made. No person has been authorized to give any information or to make any representation not contained or incorporated by reference in this Private Placement Offer Letter or in any material made available by the Issuer to any potential investor pursuant hereto and, if given or made, such information or representation must not be relied upon as having been authorized by the Issuer.

The Issuer reserves the right to withdraw the private placement of the Debentures Issue prior to the issue closing date(s) in the event of any unforeseen development adversely affecting the economic and regulatory environment or any other force majeure condition including any change in the applicable laws.

This Information Memorandum / Private Placement Offer Letter and the contents hereof are restricted for only the intended recipient(s) who have been addressed directly and specifically through a communication by the Issuer Company and only such recipients are eligible to apply for the Debentures. All investors are required to comply with the relevant regulations/guidelines applicable to them for investing in this Issue. The contents of this Private Placement Offer Letter are intended to be used only by those investors to whom it is distributed. It is not intended for distribution to any other person and should not be reproduced by the recipient. The potential investors shall be required to independently procure all the licenses and approvals, if applicable, prior to subscribing to the NCDs and the Issuer shall not be responsible for the same.

No invitation is being made to any persons other than those to whom the Private Placement Offer Letter along with the documents annexed hereto being issued have been sent by or on behalf of the Issuer. Any application by a person to whom this Information Memorandum / Private Placement Offer Letter has not been sent by or on behalf of the Issuer shall be rejected without assigning any reason. The person who is in receipt of this Private Placement Offer Letter shall maintain utmost confidentiality regarding the contents of this Private Placement Offer and shall not reproduce or distribute in whole or part or make any announcement in public or to a third party regarding the contents without the consent of the Issuer.

This Information Memorandum/ Private Placement Offer Letter does not constitute, nor may it be used for or in connection with, an offer or solicitation by anyone in any jurisdiction in which such offer or solicitation is not authorized or to any person to whom it is unlawful to make such an offer or solicitation.

Each person receiving this Private Placement Offer Letter acknowledges that:

Such person has been afforded an opportunity to request and to review and has received all additional information considered by it to be necessary to verify the accuracy of or to supplement the information herein; and

Such person has not relied on any intermediary that may be associated with issuance of Debentures in connection with its investigation of the accuracy of such information or its investment decision.

The Issuer does not undertake to update the Private Placement Offer Letter to reflect subsequent events after the date of circulation of this Private Placement Offer Letter and thus it should not be relied upon with respect to such subsequent events without first confirming its accuracy with the Issuer.

Neither the delivery of this Private Placement Offer Letter nor any issue of Debentures made hereunder shall, under any circumstances, constitute a representation or create any implication that there has been no change in the affairs of the Issuer since the date hereof. This Private Placement Offer Letter does not constitute, nor may it be used for or in connection with, an offer or solicitation by anyone in any jurisdiction in which such offer or solicitation is not authorized or to any person to whom it is unlawful to make such an offer or solicitation. No action is being taken to permit an offering of the Debentures or the distribution of this Private Placement Offer Letter in any jurisdiction where such action is required. The distribution of this Private Placement Offer and the offering and issue of the Debentures may be restricted by law in certain jurisdictions. Persons into whose possession this Private Placement Offer Letter come are required to inform themselves about and to observe any such restrictions. The Private Placement Offer Letter is made available to investors in the Issue on the strict understanding that the contents hereof are strictly confidential and the details provided herein are strictly for the sole purpose of information to the potential investors.

CAUTIONARY NOTE

Each invited potential Investor acknowledges and agrees that each of them, (i) are knowledgeable and experienced in financial and business matters, have expertise in assessing credit, market and all other relevant risk and are capable of evaluating, and have evaluated, independently the merits, risks and suitability of subscribing to or purchasing the ; (ii) understand that the Issuer has not provided, and will not provide, any material or other information regarding the Debentures, except as included in the Information Memorandum, (iii) have not requested the Issuer to provide it with any such material or other information, (iv) have not relied on any investigation that any person acting on their behalf may have conducted with respect to the Debentures, (v) have made their own investment decision regarding the Debentures based on their own knowledge (and information they have or which is publicly available) with respect to the Bonds or the Issuer (vi) have had access to such information as deemed necessary or appropriate in connection with purchase of the Debentures, (vii) are not relying upon, and have not relied upon, any statement, representation or warranty made by any person, including, without limitation, the Issuer, and (viii) understand that, by purchase or holding of the Bonds, they are assuming and are capable of bearing the risk of loss that may occur with respect to the Debentures, including the possibility that they may lose all or a substantial portion of their investment in the Debentures.

It is the responsibility of each potential Investor to also ensure that they will sell these Debentures in strict accordance with this Information Memorandum, the Transaction Documents and all other applicable laws, so that the sale does not constitute an offer to the public, within the meaning of the Companies Act,

1956 and/or the Companies Act, 2013. The potential investors shall at all times be responsible for ensuring that it shall not do any act deed or thing which would result this Private Placement Offer Letter being released to any third party (where such party is not an intended recipients from the Issuer) and in turn constitutes an offer to the public howsoever.

The distribution of this Information Memorandum or the Application Forms and the offer, sale, pledge or disposal of the Debenture may be restricted by law in certain jurisdictions. The sale or transfer of these Bonds outside India may require regulatory approvals in India, including without limitation, the approval of SEBI or RBI.

DISCLAIMER OF STOCK EXCHANGE As required, a copy of this Private Placement Offer Letter shall be submitted to BSE Limited (hereinafter referred to as “BSE”/ “Stock Exchange”) for seeking listing of the NCDs. It is to be distinctly understood that such submission of the Private Placement Offer Letter with BSE or hosting the same on the website of BSE should not in any way be deemed or construed that the Private Placement Offer Letter has been cleared or approved by BSE; nor does it in any manner warrant, certify or endorse the correctness or completeness of any of the contents of this Private Placement Offer Letter; nor does it warrant that this Issuer’s securities will be listed or continue to be listed on the Stock Exchange; nor does it take responsibility for the financial or other soundness of this Issuer, its management or any scheme or project of the Issuer. Every person who desires to apply for or otherwise acquire any securities of this Issuer may do so pursuant to independent inquiry, investigation and analysis and shall not have any claim against the Stock Exchange or any agency whatsoever by reason of any loss which may be suffered by such person consequent to or in connection with such subscription/ acquisition whether by reason of anything stated or omitted to be stated herein or any other reason whatsoever.

DISCLAIMER OF SEBI This Information Memorandum shall be filed with or submitted to SEBI in accordance with Section 42 of the Companies Act, 2013 the rules made thereunder and other applicable law within 30 days from the date of this Information Memorandum. The Debentures have not been recommended or approved by SEBI nor does SEBI guarantee the accuracy or adequacy of this document. It is to be distinctly understood that this Information Memorandum should not in any way be deemed or construed to have been approved or vetted by SEBI. SEBI does not take any responsibility either for the financial soundness of any proposal for which the Issue is proposed to be made or for the correctness of the statements made or opinions expressed in this Information Memorandum.

DISCLAIMER OF THE RBI RBI does not accept any responsibility or guarantee about the present position as to the financial soundness of the Issuer or for the correctness of any of the statements or representations made or opinions expressed by the Issuer and for discharge of liability by the Issuer.

TABLE OF CONTENTS

S. Particulars No. 1 About the Issuer a) Issuer general information b) Brief summary of the Issuer and its line of business c) Brief history and development of the Issuer since its incorporation d) Present Vedanta group structure e) Brief overview of the various business activities f) Other Group companies g) Management and the Board of Directors h) Details of Committees of the Board 2 Management Perception of Risk Factor a) Risk factors in relation to the debentures b) Risks in relation to Indian market, economy and political situation c) Risk factors in relation to the Issuer and Industry 3 Financial Information About The Company Audited Annual Financial Results of the Issuer for half year September 19-20, FY 18-19, 17-18, a) & FY 16-17 b) Key financial parameters for the last 3 years and as on Half year end September 2019-20

c) Changes in accounting policies d) Details of borrowings of the company as on 31st October 2019 e) Gross debt equity ratio of the Company (considering 30th September 19 financials) 4 Details Of Share Capital And Share Holding Pattern a) Details of share capital as on 30th December 2019 b) Changes in Capital Structure as on 31st December 2019, for the last 5 years

c) Equity share capital history of the company as on 31st December 2019, for the last 5 years

d) Details of any acquisition or amalgamation in the last 1 year e) Details of any reorganization or reconstruction in the last 1 year f) Details of the shareholding of the company as on 31st December 2019 g) Details of shares pledged or encumbered by the promoters (if any) h) Details of capital structure of the company 5 Details Regarding Directors, Promoters & Auditors Of The Company a) Details of current Directors of the Issuer b) The list of current Directors who are appearing in the RBI defaulter list c) Details of change in Directors since last three years

d) Remuneration of Directors (during the current year and last three financial years) e) Details of promoters of the company: f) Details regarding auditors of the company 6 Disclosures With Regard To Interest Of Directors, Litigations Etc. 7 Details Of Debt Securities to Be Issued 8 Disclosure pertaining to Wilful Default 9 Annexures I Term Sheet II Declaration III Application Form IV Rating Letter & Rating Rationale V Consent Letter from the Debenture Trustee VI BSE In-principle approval for Listing VII Copies of Shareholders Resolution VIII Copy of Committee of Directors Resolution

Company / Issuer/ We/ Us/VL Vedanta Limited (Vedanta) Board/ Board of Directors/ Board/ Committee of Directors of Vedanta Limited Director(s) ADS American Depository Shares Balance sheet date The last date of the financial year of the Company which is currently 31st March Book Closure/ Record Date The date of closure of register of Debentures for payment of interest and repayment of principal CRISIL / CRISIL Ratings CRISIL Ltd. Companies Act The Companies Act,1956 or the Companies Act of 2013, as may be applicable and as modified and amended from time to time including the rules made thereunder CDSL Central Depository Services (India) Limited Depository A Depository registered with SEBI under the SEBI (Depositories and Participant) Regulations, 1996, as amended from time to time Depository Participant /DP A Depository participant as defined under Depositories Act Disclosure Document Disclosure Document for Private Placement of upto 30,000 Secured, Non-Convertible, Non-Cumulative, Redeemable, Debentures of Rs.10,00,000/- each. This includes option to retain oversubscription upto 17,500 Debentures. FIIs Foreign Institutional Investors Financial Year / FY Twelve months period ending March 31, of that particular year FIs Financial Institutions GOI Government of India NCDs/ Debentures Upto 30,000 (Thirty Thousand) Secured, Non-Convertible, Non- Cumulative, Redeemable, Debentures of Rs.10,00,000/- each. NRIs Non Resident Indians NSDL National Securities Depository Limited BSE BSE Limited OCBs Overseas Corporate Bodies PAN Permanent Account Number Rating “CRISIL AA/Stale” (CRISIL Double A rating with stable outlook) by CRISIL Ltd. Rs./ INR Indian National Rupee RTGS Real Time Gross Settlement Scheme Group Consolidation Scheme of Vedanta Group, wherein among others Sterlite Industries (India) Limited merged into Sesa Goa Limited and pursuant thereto Scheme Sesa Goa was renamed as Sesa Sterlite. Later on the name was further changed to Vedanta Limited

SEBI The Securities Exchange and Board of India, constituted under the SEBI Act, 1992 SEBI Act Securities and Exchange Board of India Act, 1992,as amended from time to time SEBI Regulations Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 issued vide Circular No. LAD- NRO/GN/2008/13/127878 dated June 06, 2008 and Securities and Exchange Board of India (Issue and Listing of Debt Securities) (Amendment) Regulations, 2012 issued vide notification No. LAD- NRO/GN/2012-13/19/5392 dated October 12, 2012) as amended from time to time. Security Cover 1 time security cover in relation to outstanding face value of NCDs on the specific movable and/or immovable fixed assets of the Issuer Company, as may be identified by the Issuer and notified to the Debenture Trustee from time to time. TDS Tax Deducted at Source The Issue/ The Offer/ Private Private Placement of upto 30,000 Secured, Non-Convertible, Non- Placement Cumulative, Redeemable, Debentures of Rs.10,00,000/- each, including greenshoe option. Trustee Axis Trustee Services Limited

A) ISSUER GENERAL INFORMATION

Vedanta Limited (Erstwhile Sesa Goa Limited) was incorporated as a private company under the laws of India in Panaji, State of Goa, India on June 25, 1965 as Sesa Goa Private Limited. It became a public limited company following a public offering of its shares in 1981. Effective September 18, 2013 the name of the company was changed from Sesa Goa Limited to Sesa Sterlite Limited and further w.e.f. April 21, 2015 name has been changed to Vedanta Limited. Name Vedanta Limited Company Registration No. L13209MH1965PLC291394 Date of Incorporation 25th June 1965 1st Floor, ‘C’ Wing, Unit 103, Corporate Avenue, Atul Registered office Projects, Chakala, Andheri (East), Mumbai – 400 099 T +91-22-66434500; F +91-22-66434530 DLF Atria, Phase 2, Jacaranda Marg, DLF City, Gurugram Corporate Office – 122002, Haryana

Website www.vedantalimited.com Ms. Prerna Halwasiya, Company Secretary & Compliance Officer Vedanta Limited, DLF Atria, Phase-2, Jacaranda Marg, DLF Company Secretary & Compliance Officer City, Gurgaon-122002, Haryana Phone No: +91 - 124 459 3000 Email Id: [email protected], [email protected] Mr. G.R. Arun Kumar Vedanta Limited, DLF Atria, Phase-2, Jacaranda Marg, DLF Chief Financial Officer City, Gurgaon – 122 002, Haryana Phone No: +91 124 459 3000 Email Id: [email protected] Axis Trustee Services Limited The Ruby, 2nd Floor, SW 29 – Senapati Bapat Marg, Dadar – West, Mumbai – 400 028 Debenture Trustee Tel No.: (022) 6230 0603 Web: www.axistrustee.com Email: [email protected] [email protected] Kfin Technologies Private Limited “Karvy Selenium Tower-B”, Plot No.31 & 32, Gachibowli, Financial District, Nanakramguda, Serilingampally, Hyderabad – 500 032 Tel No.+91 40 6716 2222 Registrar and Transfer Agents Fax No.+91 40 2300 1153 Website: www.kfintech.com E-mail : [email protected] Contact Person: Mr. S. P. Venugopal SEBI Regn No. INR000000221

CRISIL Limited Crisil House, Central Avenue, Credit Rating Agencies for the NCD Hiranandani Business Park, Powai, Mumbai – 400076 S.R. Batliboi & Co. LLP Statutory Auditors Golf View Corporate Tower-B, Sector 42, Sector Road, Gurgaon – 122002,Haryana

b) BRIEF SUMMARY OF THE ISSUER AND ITS LINE OF BUSINESS Vedanta Limited (“VL” or the “Company”) is the flagship operating of Vedanta Group - one of the world’s largest diversified natural resource groups. Its business spread across iron ore, copper, aluminum, oil & gas and power generation and through its subsidiary Hindustan Zinc Limited in zinc-lead-silver & Electrosteel Ltd in Steel respectively. VLis listed on both The National Stock Exchange of India Limited (NSE) and BSE Limited (BSE) with market capitalization of more than Rs. 56,673 Crores as on December 31, 2019 and has ADRs listed on The New York Stock Exchange (NYSE).

Vedanta Resources Limited (erstwhile Vedanta Resources Plc) (“Vedanta”), the ultimate parent company of VL is a London based entity. Company got delisted from London stock Exchange wef September 30, 2019.

Geographically, VL’s business operations are principally located in India, one of the fastest growing economies in the world. In addition, VL has assets and operations in Australia, South Africa, Ireland, Namibia, Sri Lanka and Liberia employing over 76,000 direct/indirect personnel worldwide. It has experienced significant growth in recent years through various expansion projects for its copper, zinc, aluminum and oil and gas businesses. VL was formed in 2013 through the merger of key subsidiaries of Vedanta Group which included Sesa Goa, Sterlite Industries, Sterlite Energy, MALCO & Vedanta Aluminum.

VL’s experience in operating and expanding its businesses in India enables it to capitalize on attractive growth opportunities arising from India’s large mineral reserves, relatively low cost of operations and large and talented labor pools. VL is ideally positioned to focus and capitalize on India’s growth being the country’s leading producers of zinc, lead, silver, copper, aluminium and crude oil.

Further, the geographical location of VL also positions it well to take advantage of the significant growth in industrial production and investments in infrastructure in India, China, Southeast Asia and the Middle East, which it expects will continue to generate strong demand for metals, power and oil and gas. c) BRIEF HISTORY AND DEVELOPMENT OF THE ISSUER SINCE ITS INCORPORATION IMPORTANT EVENTS IN THE DEVELOPMENT OF STERLITE INDUSTRIES (INDIA) LIMITED

Sterlite Industries (India) Limited (SIIL) Company was incorporated in Kolkata, the State of West Bengal, India as Rainbow Investment Limited on September 8, 1975 under the laws of India. Our name was subsequently changed to Sterlite Cables Limited on October 19, 1976 and then to Sterlite Industries (India) Limited on February 28, 1986.

Pursuant to the Re-organization Transactions (as explained below) becoming effective on August 17, 2013, SGL name changed to Sesa Sterlite Limited. A certificate of incorporation for change in name of the Company was filed with the Registrar of Companies, India on September 18, 2013. Further, w.e.f. April 21, 2015 name has been changed to Vedanta Limited.

SIIL was acquired by Mr. Anil Agarwal and his family in 1979. In 1988, SIIL completed an initial public offering of shares in India to finance in part its first polythene insulated jelly filled copper telephone cables plant. It discontinued production of polyvinyl chloride power and control cables and enameled copper wires in 1990 and in 1991 commissioned a continuous cast copper rod plant.

In 1997, in order to obtain captive sources of copper for the copper rod plant, it commissioned the first privately developed copper smelter in India at Tuticorin. In 2000, SIIL acquired CMT through Monte Cello, which owns the Mt. Lyell copper mine in Australia. The operation of Mt Lyell mine was suspended in January 2014, following a mud slide incident. Subsequently, the operations at the Mt. Lyell copper mine has been placed under care and maintenance following a rock falling on the ventilation shaft in June 2014.

In July 2000, the telecommunications cables and optical fiber business was spun-off into a new company, Sterlite Technologies Limited. The Agarwal family has substantial interests in Sterlite Technologies Limited. Sterlite Technologies Limited is not a part of our group companies.

SIIL acquired the aluminium business through the acquisition of a 51.0% interest in BALCO from the GoI on March 2, 2001.

On April 11, 2002, SIIL acquired, through Sterlite Opportunities and Ventures Limited (“SOVL”), a 26.0% interest in HZL from the GoI and a further 20.0% interest through an open market offer. On November 12, 2003, SIIL acquired through SOVL, a further 18.9% interest in HZL following the exercise of a call option granted by the GoI, increasing SIIL’s interest in HZL to 64.9%. In addition, SOVL has a call option, which became exercisable on April 11, 2007 to acquire the GoI’s remaining ownership interest in HZL. As per the order of the High Court of Madras dated March 29, 2012, SOVL merged into SIIL. The exercise of this option has been contested by the GoI and is still under dispute.

On October 3, 2006, SIIL acquired 100% of Sterlite Energy from Mr. Anil Agarwal and Mr. Dwarka Prasad Agarwal, one of its directors until March 31, 2009, for a total consideration of Rs. 4.9 million ($ 0.1 million). Sterlite Energy was SIIL’s subsidiary through which it had set up a thermal coal-based 2,400 MW power facility in the State of Odisha.

In June 2007, SIIL completed an initial public offering of its shares in the form of ADSs in the US and its ADSs were listed on the NYSE. After this offering, Vedanta’s ownership interest, held through its subsidiaries, decreased to 59.9%.

In July 2008, Sterlite Energy was successful in an international bidding process and was awarded the construction of a 1,980 MW coal-based thermal commercial power plant at Talwandi Sabo in the State of Punjab, India. On September 1, 2008, Sterlite Energy completed the acquisition of TSPL for a purchase price of Rs. 3,868 million.

In July 2009, in connection with SIIL’s follow-on offering of ADS, each representing one equity share of par value Rs. 2, it issued 131,906,011 new equity shares in the form of ADSs, at a price of $ 12.15 per

ADS, aggregating approximately $ 1,602.7 million. Out of 131,906,011 equity shares, 41,152,263 equity shares were allotted to its parent company, Twin Star Holdings Limited, which is a wholly-owned subsidiary of Vedanta.

In October 2009, SIIL issued $ 500 million aggregate principal amount of 4% convertible senior notes. Subject to certain exceptions, these convertible senior notes were convertible, at the option of the holder, into ADSs at a conversion rate of 42.8688 ADSs per $ 1,000 principal amount of convertible senior notes, which was equal to a conversion price of approximately $ 23.33 per ADS. Upon the effectiveness of the Amalgamation and Re-organization Scheme, the conversion rate has been changed to 25.7213 ADSs per $ 1,000 principal amount of the convertible senior notes which is equal to a conversion price of approximately $ 38.88 per ADS. These convertible senior notes matured on October 30, 2014 and were repaid on the maturity date.

On May 10, 2010, SIIL agreed to acquire the zinc business of Anglo American Plc for a total consideration of Rs. 69,083 million ($ 1,513.1 million). The zinc business comprises of: (1) 100.0% stake in Skorpion which owns the Skorpion mine and refinery in Namibia; (2) 74.0% stake in BMM, which includes the Black Mountain mine and the Gamsberg Project, in South Africa; and (3) 100.0% stake in Lisheen, which owns the Lisheen mine in Ireland.

On December 3, 2010, SIIL announced the completion of the acquisition of 100.0% stake in Skorpion by Sterlite Infra Limited, wholly-owned subsidiary of SIIL for a consideration of Rs. 32,098 million ($ 706.7 million). On February 4, 2011, SIIL announced the completion of the acquisition of the 74.0% stake in BMM for a consideration of Rs. 11,529 million ($ 250.9 million), net of refund of $ 9.3 million. On February 15, 2011, SIIL announced the completion of the acquisition of 100.0% stake in Lisheen for a consideration of Rs. 25,020 million ($ 546.2 million). The purchase price for the zinc business was paid in US dollars and has been converted into Indian Rupees based on the exchange rate as on the date of each such acquisition.

On February 3, 2011, the board of SIIL approved the acquisition of 100% ownership of Malco Power Company Limited for a consideration of Rs. 0.5 million and Malco Industries Limited for a consideration of Rs. 1.3 million. The acquisition of Malco Power Company Limited and Malco Industries Limited was completed on February 19, 2011 and March 4, 2011, respectively. Malco Power Company Limited was renamed as Sterlite Ports Limited and it received its new certificate of incorporation on October 5, 2011. Malco Industries Limited was renamed as Sterlite Infraventures Limited and it received its new certificate of incorporation on January 23, 2012. Subsequent to the change in name of Malco Power Company Limited and Malco Industries Limited, the registered offices of both the companies were shifted from Mettur to Tuticorin in the state of Tamil Nadu.

On November 28, 2011, THL Zinc Holding B.V. acquired the entire outstanding share capital of Lakomasko BV for a consideration of $ 37.7 million from VRHL, a wholly owned subsidiary of Vedanta. Consequently, Lakomasko BV became the subsidiary of SIIL.

CONSOLIDATION AND RE-ORGANISATION OF SESA GOA, SIIL, VEDANTA ALUMINUM, STERLITE ENERGY AND MALCO TO FORM SESA STERLITE AND TRANSFER OF VEDANTA’S SHAREHOLDING IN CAIRN INDIA TO SESA STERLITE

On February 25, 2012, Vedanta announced an all-share merger of Sesa Goa and SIIL to create Sesa Sterlite and to effect the consolidation and simplification of Vedanta’s corporate structure through two series of transactions (together the “Re-organization Transactions” consisting of the “Amalgamation and Re-organization Scheme” and the “Cairn India Consolidation”). On August 17, 2013, Re- organization Transactions became effective and the name of the merged entity was changed to Sesa Sterlite Limited with effect from September 18, 2013.

On August 19, 2013, Sesa Goa furnished to the SEC a notice, as required under Rule 12g-3(f) under the Exchange Act which provided that Sesa Goa was the successor issuer to SIIL under the Exchange Act. Further, the notice provided that the equity shares of Sesa Goa with a par value of Re. 1 each, would be traded in the United States in the form of ADSs, where each ADS would represent four equity shares of Sesa Goa and such ADSs would be deemed to be registered under Section 12(b) of the Exchange Act by operation of Rule 12g-3(a) under the Exchange Act. The ADSs of Sesa Goa were registered for trading on the NYSE on September 13, 2013. On September 23, 2013, Sesa Goa submitted to the SEC that the name of Sesa Goa Limited was changed to Sesa Sterlite Limited following the approval from the Registrar of Companies, Goa on September 18, 2013. Pursuant to a fresh certificate of incorporation issued by the Registrar of Companies on April 21, 2015 the name of the Sesa Sterlite Limited was changed to Vedanta Limited.

Our equity shares are listed and traded on the NSE and BSE. Our American Depositary Receipts (“ADRs”) are quoted on the NYSE (NYSE:VLT).

Our equity shares are beneficially held by the Twin Star Holdings Limited, Finsider International Company Limited, Westglobe Limited and Welter Trading Limited, which are in turn wholly-owned subsidiaries of Vedanta Resources Limited.

THE AMALGAMATION AND RE-ORGANIZATION SCHEME

The Amalgamation and Re-organization Scheme was made effective in the month of August 2013. In accordance with the Amalgamation and Re-organization Scheme

i. SIIL merged with and into Sesa Goa through the issue of Sesa Goa shares to SIIL shareholders (other than MALCO) on a 3 for 5 basis resulting in the issue of 1,944,874,125 Sesa Goa shares to SIIL shareholders. The holders of SIIL ADSs received 3 Sesa Goa ADSs for every 5 existing SIIL ADSs. The outstanding convertible bonds of SIIL have become convertible bonds of Sesa Goa with equivalent rights and obligations; ii. MALCO’s power business was sold to Vedanta Aluminum for cash consideration of ₹ 1,500 million; iii. MALCO merged with and into Sesa Goa through the issue of Sesa Goa shares to the shareholders of MALCO on a 7 for 10 basis, resulting in the issue of 78,724,989 Sesa Goa shares to the shareholders of MALCO and therefore MALCO’s holding in SIIL was cancelled; iv. Sterlite Energy merged with and into Sesa Goa for no consideration;

v. Vedanta Aluminium’s aluminium business merged with and into Sesa Goa for no consideration; and vi. Through a separate but concurrent amalgamation under Indian and Mauritian law, Ekaterina Limited, a Mauritian company and a wholly owned subsidiary of Vedanta which held Vedanta’s 70.5% ownership interest in Vedanta Aluminum, merged with and into Sesa Goa. SIIL held the remaining 29.5% of the shares of Vedanta Aluminum and upon this concurrent amalgamation scheme becoming effective, Vedanta Aluminum became a wholly-owned subsidiary of Sesa Sterlite.

Subsequent to the effectiveness of the Amalgamation and Re-organization Scheme, special leave petitions challenging the orders of the High Court of Bombay at Goa were filed before the Supreme Court of India by the Commissioner of Income Tax, Goa and the Ministry of Corporate Affairs in July 2013 and in April 2014, respectively. Further, a creditor and a shareholder have challenged the Amalgamation and Re-organization Scheme in the High Court of Madras in September 2013. Further, the Ministry of Mines, GoI have challenged the Amalgamation and Re-organization Scheme before the High Court of Madras and the High Court of Bombay, Goa Bench, respectively. The Supreme Court has now admitted the special leave petitions and the matter is likely to be listed in the due course.

ACQUISITION OF POWER ASSETS

Through a slump sale agreement dated August 19, 2013 between Vedanta Aluminum and Sesa Goa, the power business consisting of 1,215 MW thermal power facility situated at Jharsuguda and 300 MW co- generation facility (90MW operational and 210 MW under development) at Lanjigarh, was purchased by the Company at a consideration of Rs. 28,929 million ($482.2 million).

BRIEF HISTORY OF SESA GOA

Sesa Goa was incorporated as a private company under the laws of India in Panaji, state of Goa, India on June 25, 1965 as Sesa Goa Private Limited. It became a public limited company following a public offering of its shares in 1981. In 2007, Vedanta, through its subsidiaries, acquired 51.0% of Sesa Goa Limited from Mitsui Co. Ltd. which was subsequently increased to 55.13% by fiscal year 2013.

On June 11, 2009, Sesa Goa entered into a share purchase agreement with the shareholders of V.S. Dempo & Co. Private Limited (which later changed its name to Sesa Resources Limited) pursuant to which Sesa Goa agreed to purchase the entire issued share capital of Sesa Resources Limited for a total consideration of Rs. 17,500 million ($291.6 million) on a debt-free and cash-free basis other than with respect to two loans owed to Mitsui and the Bank of India, New York. The transaction included the purchase of the entire issued share capital of Sesa Resources’ wholly-owned subsidiary, Sesa Mining Corporation Limited, and 50.0% of the share capital held by Sesa Resources Limited in Goa Maritime Private Limited. The assets acquired include mining leases, mining rights and related infrastructure in Goa.

In October 2009, Sesa Goa issued 5,000 nos. 5% convertible bonds of an aggregate principal amount of $500 million. Subject to certain exceptions, the convertible bonds are convertible, at the option of the holder, into ADSs at a conversion rate of 13,837.64 ADSs per $100,000 principal amount of convertible bonds, which is equal to a conversion price of approximately $7.23 per ordinary share. The convertible bonds matured on October 30, 2014 and same were settled on October 30, 2014. 15

On July 25, 2011, Sesa Goa entered into a share purchase and operation agreement with Elenilto Minerals & Mining LLC, WCL and BFL, pursuant to which BFL agreed to acquire 51.0% of the fully diluted ordinary share capital of WCL for a cash consideration of $90 million. Subsequently, on December 20, 2012, BFL acquired the remaining 49.0% of the fully diluted ordinary share capital of WCL from Elenilto Minerals & Mining LLC for $33.5 million.

On December 8, 2011, Sesa Goa along with its subsidiary Sesa Resources Limited, completed the acquisition of 20.1% of the equity share capital of Cairn India. As of this date, Vedanta had a total ownership interest of 58.76% (including equity interests held through its other subsidiary, TMHL).

On March 1, 2012, Sesa Goa acquired 100% of the equity share capital of Goa Energy Private Limited engaged in the business of power generation from Videocon Industries at a consideration of $9.5 million. The name was subsequently changed to Goa Energy Limited in September 2012.

CAIRN INDIA CONSOLIDATION

Prior to the Re-organization Transactions, Sesa Goa along with one of its subsidiaries Sesa Resources Limited, held 20.1% of the total outstanding equity share capital of Cairn India. Pursuant to the share purchase agreement, dated February 25, 2012 between BFL, a wholly owned subsidiary of Sesa Goa and VRHL, BFL acquired 38.68% shareholding in Cairn India and an associated debt of $5,998 million by way of acquisition of TEHL, for a nominal cash consideration of $1. With effect from August 26, 2013, TEHL, TMHL and Cairn India (including all of its subsidiaries) have become subsidiaries of the Sesa Goa. As a result, Vedanta held 58.76% of the total shareholding of Cairn India as of August 26, 2013.

Merger of Vedanta Limited and Cairn India

During Q1 FY 2015-16, the Company announced the Board approved merger of its subsidiary Cairn India Limited with itself. As per originally announced scheme, minority shareholders of Cairn India will receive one equity share in Vedanta Limited and 1 redeemable preference share in Vedanta Limited with a face value of ₹ 10 for each equity share held. No shares will be issued to Vedanta Limited or any of its subsidiaries for their shareholding in Cairn India. Following completion of the transaction, Cairn India minority shareholders will own 20.2% and Vedanta Limited minority shareholders will own a 29.7% stake in the enlarged entity.

On 22nd July 2016, the Boards of Vedanta Limited and Cairn India have approved revised and final terms for the merger. As per the revised term, each Cairn India minority shareholder will receive for each equity share held:  1 equity share in Vedanta Limited; and  4 Redeemable Preference Shares with a face value of ₹ 10 each in Vedanta Limited, with a coupon of 7.5% and tenure of 18 months from the date of issuance.

In September 2016, equity shareholders of Cairn India and Vedanta Limited have approved the scheme of arrangement of Cairn India Limited and Vedanta Limited with requisite majority. The Scheme of Arrangement between Cairn India Limited and Vedanta Limited and their respective shareholders and

creditors was approved by the Hon’ble National Company Law Tribunal, Mumbai Bench by order dated March 23, 2017.

Vide a press release dated April 11, 2017, Vedanta informed that Thursday 27 April, 2017 has been fixed as the Record date for determining the list of the shareholders of Cairn India to whom the equity and preference shares of Vedanta will be allotted as per terms of the Scheme. Shareholders of Cairn India will receive for each equity share held:  1 (One) equity share in Vedanta of face value ₹ 1 each and  4 (Four) 7.5% Redeemable Preference Share (“RPS”) in Vedanta with a face value of ₹ 10 each

Cairn India shareholders as on the said Record Date, who will become shareholders of Vedanta, would also receive an interim dividend of ₹ 17.70 per equity share as approved by the Board of Vedanta on 30 March 2017.

No shares were issued to Vedanta or any of its subsidiaries for their shareholding in Cairn India.

d) PRESENT VEDANTA GROUP STRUCTURE

Note: Shareholding as on 30th September 2019. *50% of share in RJ Blocks of Cairn India is held by subsidiary of Vedanta Limited

e) BRIEF OVERVIEW OF THE VARIOUS BUSINESS ACTIVITIES Oil & Gas Vedanta Limited's Oil & Gas operations comprise the assets of Cairn India contributing approximately 25% of India's annual production, as India's largest private sector crude oil producer. Cairn Oil & Gas was rated as the fastest-growing energy company in the world, as per 2012 & 2013 Platts Top 250 Global Energy Company Rankings. The average gross production of Cairn Oil & Gas for FY 2018- 19 was around 189,027 barrels of oil equivalent per day (boepd) with exit run rate in March 19 of 186,224 barrels of oil equivalent per day Vedanta Limited - Cairn Oil & Gas is one of the largest independent oil and gas exploration and production companies in India, operating for close to 20 years and is well positioned to reduce the country's energy import burden. The Oil & Gas business has been playing an active role in developing India's oil and gas resources. The oil and gas business segment has a diversified asset base with 48 blocks in India and one block in South Africa. The blocks are primarily located across the Indian basins in Barmer, Krishna-Godavari, Cambay, Assam, Gujarat Kutch and Cauvery, and the Orange Basin in South Africa. The Mangala field in Rajasthan, discovered in January 2004, was the largest onshore oil discovery in India in two decades. Mangala, Bhagyam and Aishwariya fields, the three major discoveries in the Rajasthan block, cumulatively having hydrocarbons reserves of approximately 2.3 billion barrels of oil equivalent. Where We Operate The Company’s operational oil and gas fields are located at:  Barmer (Rajasthan)  Ravva (Andhra Pradesh)  Cambay Basin (Gujarat)  Krishna-Godavari Basin (Andhra Pradesh) Asset Portfolio  Rajasthan block is the largest asset of the Company with production level of 1,55,903 boepd during FY 2018-19.  11 development drilling rigs as on March 2019, 99 wells drilled and 33 wells hooked up during FY2019 in Rajasthan  45 infill wells at Mangala: 25 wells drilled till March 2019 and the remaining are to be drilled by Q1 FY 2019-20. Out of the currently drilled wells, commercial production from 17 wells started till March 2019.  Focusing on monetizing the resource base through development efforts on key growth projects - Bhagyam Polymer, Aishwariya Polymer, Alkaline Surfactant Polymer in Mangala, Bhagyam and Aishwarya Fields, RDG, Barmer Hill and other satellite fields.

Zinc-Lead-Silver

Vedanta is the world’s second-largest and India’s only miner of integrated zinc producer and a leading producer of silver. There is huge end-demand for zinc in India, particularly since the galvanizing sector continues to deliver strong growth. The country’s investment in infrastructure is also driving end- demand for zinc, meaning this momentum is likely to continue for many years. Our fully integrated zinc operations currently hold a significant share of the domestic market. Vedanta Limited owns 64.9% stake in Hindustan Zinc Limited, while the Government of India retains a 29.5% stake; Hindustan Zinc Limited is listed on the NSE and BSE stock exchanges in India. Hindustan Zinc Limited has mining capacity of approx. 1 million tonne per annum and smelter capacities of 823,000 tonne per annum for zinc, 185,000 tonne per annum for lead, and 518 tonne per annum for silver. The Company is among the top five zinc smelting companies globally, and accounts for 6% of the global zinc output. Our fully integrated zinc operations comprise five lead-zinc mines, one rock phosphate mine, four hydrometallurgical zinc smelters, two lead smelters, one lead-zinc smelter, seven sulphuric acid plants, one silver refinery and six captive power plants. The company has been globally ranked 3rd in ‘Environment’ & 11th overall in the Dow Jones Sustainability Index amongst Metal and Mining Companies The Company has smelting facilities located in Chanderiya, Dariba and Debari in the state of Rajasthan, along with zinc processing and refining facilities in Haridwar, and zinc, lead and silver processing and refining facilities in Pantnagar, both in the State of Uttarkhand. Notably, there is a transition from opencast to underground mining underway at our Rampura Agucha plant in Rajasthan, which is the world’s largest zinc mine. Our international zinc operations include the Skorpion Zinc Mine and Refinery in Namibia, Black Mountain Mining (BMM) in South Africa, and the Lisheen Mine in the Republic of Ireland. In FY2019, zinc production was around 148 kt. The Gamsberg project was launched by The President of South Africa on 28th Februray 2019. Gamsberg mining production is going well as per plan. During the year, 41Mt rock has been moved including pre- stripping and healthy stockpile of 1.0Mt has been built in for smooth feed to the Plant. Post the trial production, concentrator plant has been ramping up with plant having achieved availability of 80% in March 2019. Where We Operate Our Zinc operations comprise the mining and smelting assets of Hindustan Zinc Limited in India and Zinc International in Namibia, South Africa and Ireland. Asset Portfolio  World’s largest integrated zinc-lead producer.  World’s second largest zinc mine at Rampura Agucha, India.  9th largest silver producer in the world.  Developing the largest undeveloped zinc deposit in the world at Gamsberg.  Zinc India has R&R of 403 million tonnes with mine life of c.25 years.  Zinc International has R&R of more than 434 million tonnes, supporting mine life in excess of 30 years.  Record underground mined metal production at 936k in FY 19

Iron Ore One of Vedanta’s iron ore mining operations is located in Karnataka. With Supreme Court Order in April 2013, Karnataka mines have resumed their operations at a capacity of 2.29 WMt in December 2013. Karnataka mining lease and forest clearance have been renewed for 20 Years w.e.f 2012 in the FY 2014- 15. We have achieved our full permitted allocations during FY 2017-18 with increase in the mining cap from 2.3 WMt to 4.5 WMt in May 2018. In FY 2018-19 achieved production of 4.1 million tonnes up 89% y-o-y. The company also has iron ore operations at its Sonshi and Codli mines in Goa. The ban on mining in the State of Goa was lifted by the Supreme Court in April 2014, although the ruling imposed interim mining capacity restrictions. This restriction (of 20 million tonnes) is subject to a determination of final capacity by the Expert Committee appointed by the court.

WCL comprises of three concession areas where exploration activities have been undertaken and approx. 1,20,000 meters of drilling has been done and a certificate resource of 3.8 billion tons has been found out. Completing feasibility study for the entire WCL project remains a key strategic focus. We continue to work closely with government of Liberia for working out feasible transportation solution for the project. In the coming years we intend to carry out further exploration to establish feasibility and carry out initial studies for the logistic solution. The operational infrastructure at these mines will be developed in phases. Where We Operate Our iron ore mining operations are carried out in the Indian States of Goa and Karnataka. We have iron ore assets in Liberia as well, where the exploration activity is in progress and are reviewing the different phased options. Asset Portfolio  Karnataka iron ore mine with R&R of 81 million tonnes, and life of 18 years  Achieved 4.1 million tonnes of the production capacity granted in Karnataka in FY 18-19 with additional allocation from 2.3 MT to 4.5 MT in May 2018  Hon’ble Superme Court of India vide judgment dated Feb 07, 2018 have directed to stop all mining operations in the State of Goa with effect from 16th March 2018. Accordingly Goa mining operation are currently suspended.

Copper There is huge demand for refined copper in India and it is expected to grow to 2 million tonnes by 2030. Such high demand is a result of investment in infrastructure projects, growing power generation capacity and ongoing urbanisation. 90kt copper cathodes have been produced at our Indian facilities in FY 2018-19, which include a custom smelter, a refinery, a phosphoric acid plant, a sulphuric acid plant and copper rod plant. In addition, we have 2*80 MW thermal power plants located in Thoothukudi, southern India, and a refinery and two copper rod plants operating in Silvassa, western India. Smelting operations at Tuticorin have been halted since April 2018. Our international copper operations include the Mt. Lyell copper mine in Tasmania, Australia. The Mt. Lyell copper mine produced 18kt of mined metal in 2013 and caters the concentrate requirements of our Indian operations. The operation of Mt Lyell mine was suspended in January 2014, following a mud 20

slide incident. Subsequently, Mines continued in care and maintenance awaiting a decision on restart. Meanwhile, a small dedicated team is maintaining the site and there were no significant safety or environmental incidents during the year. The site retained its ISO accreditation in safety, environment and quality management systems and the opportunity of a lull in production was used to review and further improve these systems. Where We Operate Our copper business includes operations in India and Australia. Our copper India operations includes a custom smelter, a refinery, a phosphoric acid plant, a sulphuric acid plant, a copper rod plant and a 2*80MW thermal power plants at Thoothukudi in southern India, a refinery and two copper rod plants at Silvassa in western India. In addition, we own the Mt. Lyell copper mine in Tasmania, Australia. Asset Portfolio  One of the largest copper producers in India  Smelting operations at Tuticorin halted pending renewal of consent to operate and matter is being heard at TamilNadu High Court

Aluminium Vedanta Limited holds a 51% controlling stake in BALCO, while the Government of India holds the remaining 49% stake. The capacity of the Korba-II smelter is 245 ktpa, which has further expanded to 570 ktpa with the new Korba-III 325 ktpa smelter during FY 16-17. The smelters at our aluminium business unit in Chhattisgarh (BALCO) have access to captive power from the 540 MW thermal power plants. An additional 1,200 MW power plant has started production in FY 2015-16 wherein two units of 300 MW each used as captive. Aluminium is seen as the metal of the future with the potential to be almost 100% recyclable, and as such it is often referred to as the “green metal”. India’s aluminium demand is expected to grow at a rate of 11-12% CAGR over the course of the next 10 years, and is due to reach 5 million tonnes by 2020. 45% of the country’s domestic capacity remains unutilized due to shortages of bauxite, alumina and coal. This additional capacity could generate approximately $3.6 billion in revenue and substantially increase GDP in the states where mining takes place, as well as contribute $3.4 billion to the government budget. We have strategically located our plants in the bauxite- and coal-rich regions of eastern India. The aluminium division in Odisha is renowned for its high quality bauxite reserves and large coal reserves. The aluminium unit comprises a 1.5 million tonne alumina refinery at Lanjigarh and is connected to a 75 MW captive power plant. We have established 1.75 million tonne aluminium smelting facility at Jharsuguda. Existing 500 ktpa smelter is supplied by a 1,215 MW captive power plant and balance 1.25 MTPA is powered by a 2400 MW power plant. Company achieved record annual production of Aluminium – 1,959 kt and Alumina – 1,501 kt during FY 2018-19. Holds 37% share in India’s Primary market

Where We Operate Our aluminium operations have operational smelters at Korba (Chhattisgarh) and Jharsuguda (Odisha) and an alumina refinery at Lanjigarh (Odisha).

Asset Portfolio  Largest installed aluminium capacity in India: 2.3 million tonnes per annum (mtpa). Strategically located large-scale assets with integrated power and an Alumina refinery.  FY 2019, aluminium production was 1,959 KT & alumina production of 1,501 KT  Ramp up at 1.25 MTPA Smelter II at Jharsuguda wherein 3 lines are fully operational. 4th line is under evaluation  We continue to explore the feasibility of expanding our Alumina refinery capacity from 2 MTPA to 4 MTPA and then upto 6 MTPA.

Commercial Power We are one of the largest thermal power producers in India, operating large-scale facilities. At present, the total commercial power generating capacity of our thermal power plants and wind power plants is 9000 MW. We operate multiple power plants in various locations across India. Where We Operate Our Commercial Power generation business are located across India which includes 600 MW in Jharsuguda ,Odisha, 600 MW BALCO power plant in Chhattisgarh, 100 MW MALCO power plant in Tamil Nadu, 1980 MW TSPL power plant in Punjab and 274 MW HZL with power plants at various locations in India. Asset Portfolio Capacity of 9000 MW (600MW of 2.4GW Vedanta, Jharsuguda, 1,980MW TSPL, 600MW BALCO (of 1200 MW plant), 100MW at MALCO and 274MW at HZL).

Steel

In June 2018, Vedanta acquired a 90% stake in ESL, a primary producer of steel and downstream value- added products. The business was acquired under the Insolvency and Bankruptcy Code (IBC) 2016, in line with the Resolution Plan approved by Honourable National Company Law Tribunal (NCLT), Kolkata. The acquisition was made for a consideration of `5,320 crore, paid upfront for a 90% stake. Following the deal, the Company was delisted from the Indian Stock Exchange and is now owned by Vedanta Limited through Vedanta Star Limited.

Where We Operate Facility is a green field integrated steel plant located near Bokaro, Jharkhand, India, which has a current capacity of 1.5mtpa and the potential to increase to 2.5mtpa. It consists primarily of two sinter plants,

a coke oven, two basic oxygen furnaces, a steel melting shop, a wire rod mill, a bar mill, a power plant and a ductile iron pipe plant. Asset Portfolio

 Acquired in June 2018 under IBC process for an integrated iron ore and steel business.  Design capacity of 2.5mtpa. ESL’s current operating capacity is 1.5Mtpa with a diversified product mix of wire rod, rebar, DI pipe and pig iron.  FY 2019 production at 1199 kt f) OTHER GROUP COMPANIES Hindustan Zinc Limited Registered Address: Yashad Bhawan, Udaipur – 313004, Rajasthan, India Hindustan Zinc is a Vedanta Group company in zinc, lead and silver business. We are one of the world's largest integrated producer of zinc and are among leading global lead and silver producers. We are one of the lowest cost producers in the world and are well placed to serve the growing demand of Asian countries. Hindustan Zinc is a subsidiary of the BSE and NSE listed Vedanta Limited (ADRs listed on the NYSE), a part of London based diversified metals and mining major, Vedanta Resources Limited. Our core business comprises of mining and smelting of zinc and lead along with captive power generation. We have a metal production capacity of over one million tonnes per annum with our key lead-zinc mines in Rampura Agucha and Sindesar Khurd; and key modern smelting complexes in Chanderiya and Dariba, all in the state of Rajasthan in India. We are focused on operational excellence and long-term sustainability on the back of our high-quality assets, long mine life of over 25 years and low cost base. With reserves and resources of 365.1 million tonnes, our exploration programme is integral to our growth and future expansions. Successful exploration and subsequent development of mineral assets underlines our mission and business strategy. We own 474 MW of coal based thermal captive power plants in Rajasthan to support our metallurgical operations. In addition, our environment friendly power generation includes 274 MW of wind energy and 36MW from waste heat generation. The Issuer as of date owns 64.9 % of the issued, subscribed and paid capital of Hindustan Zinc Limited.

Bharat Aluminium Company Limited (BALCO) Registered Address: Aluminium Sadan, Core -6, Scope Office Complex, Lodi road, New Delhi - 110 003

The Issuer had acquired a 51% stake in Government of India Bharat Aluminum Company in 2001 in the state divestment program. The entity primarily comprises of a 245 ktpa smelter at Korba in India and a Captive Power Plant - with 540MW capacity. Smelter capacity has been further expanded to 570 ktpa with the new Korba-III 325 ktpa smelter during FY 2016-17. Also, an additional 1,200 MW power plant has started operation in FY 2015-16 wherein two units of 300 MW each are for captive consumption.

MALCO Energy Limited Registered Address: SIPCOT Industrial Complex, Madurai Bypass Road, TV Puram PO, Tuticorin, Tamil Nadu – 628 002

Mettur power plant is a 106.5 MW coal based thermal power plant operated by MALCO Energy Limited. The power plant at Mettur Dam, Tamil Nadu, is one of the largest merchant power plant in the state of Tamil Nadu. The plant has been set up in stages, with the first 75 MW set up in the year 1999 to cater to the requirements of the aluminium smelter operated by MALCO. The aluminium operations were closed since November 2008. An additional 25 MW unit was added in the year 2009. Further, a 6.50 MW steam turbine generator was added in the year 2013 taking capacity to106.5 MW.

MALCO entered in to an energy purchase agreement with Tamil Nadu Electricity Board in January 2009 for supply of power from Feb 2009 to June 2009 and entered with Power Trading Corporation Limited for supply of power to Tamil Nadu Electricity Board in April 2009 until May 2011. Subsequently entered in to the power purchase agreement directly with Tamil Nadu Electricity Board from June 2011 to May 2016.

Further on the expiry of TNEB contract, participated in the tender called by Telangana through NTPC Vidyut Viyapar Nigam Limited and entered with power purchase agreement from 1st June’2016 to 25th May 2017. The Issuer as of date owns 100% of the issued, subscribed and paid capital of MALCO.

Talwandi Sabo Power Limited Registered Office: Village Banawala, Mansa - Talwandi Sabo Road, Distt. Mansa, Punjab - 151302

Talwandi Sabo Power Limited (“TSPL” or the “Project” or the “Company”), is a wholly owned subsidiary of Vedanta Limited, a Vedanta group company. TSPL has set up a domestic coal based power project with a generation capacity of 1,980 MW (3 x 660 MW) using supercritical technology near Talwandi Sabo, Village Banawala, District Mansa, Punjab. The project was awarded to Sterlite Energy Limited (since merged with Vedanta Limited) under case 2 bidding in 2008 invited by the erstwhile Punjab State Electricity Board (PSEB), now Punjab State Power Corporation Ltd. (PSPCL). Entire power from the project is supplied to PSPCL under the PPA. All the 3 units of 660 MW each have been commissioned in the month of Jan 2014, Nov 2015 & Sep 2016 respectively The Issuer as of date owns 100% of the issued, subscribed and paid capital of TSPL.

Western Cluster Limited (WCL) In 2009 The Government of Liberia has selected ELENILTO for the development of the Western Cluster iron mega-project. Elenilto has executed a 25 years Mineral Development Agreement with the Government of Liberia to develop the mines.

In 2011, Sesa Goa (a subsidiary of Vedanta Resources Limited) joined the project as the operating partner and has become 100% shareholder of WCL. Located in western Liberia, the Western Cluster project consists of three mining concessions, the Bomi, Mano and Bea, with over 1,000 Mt of iron ore resource. The general geology of the iron ore concessions is typical of Proterozoic banded iron formations (BIF), and is comprised primarily of quartz, hematite, and magnetite as well such weathering and replacement products as martite and limonite.

WCL in Liberia which has iron ore assets and is wholly owned subsidiary of the Group. WCL’s assets include development rights to western cluster and a network of iron ore deposits in West Africa. WCL assets were fully impaired in the year ended March 2016

The operational infrastructure at these mines will be developed in phases, with a target capacity of 28 mmtpa. The first phase of the project envisages a 0.3 mmtpa iron ore output from the Bomi Mine. Initially, the saleable ore will be transported 76 km to the Monrovia port by road, but this arrangement will be replaced by an integrated logistics solution gradually set up for the integrated project. WCL is in the process of securing statutory clearances for the project. The Issuer as of date owns 100% of the issued, subscribed and paid capital of WCL.

Skorpion & Lisheen Address: Lisheen Mine- Killoran, Moyne, Thurles, Co.Tipperary, Ireland Skorpion Zinc Mine- 26 km North of Rosh Pinah Namzinc (Pty) Ltd, Rosh Pinah, Namibia

The Group’s zinc international business comprises Skorpion mine and refinery in Namibia operated through THL Zinc Namibia Holdings (Proprietary) Limited (“Skorpion”), Lisheen mine in Ireland operated through Vedanta Lisheen Holdings Limited (“Lisheen”) and Black Mountain Mining (Proprietary) Limited (“BMM”), whose assets include the Black Mountain mine and the Gamsberg mine project which is in exploration stage, located in South Africa. The Group has 100% issued, subscribed and paid capital in Skorpion, 74% issued, subscribed and paid capital in BMM and 100% issued, subscribed and paid capital in Lisheen as at March, 2017

Australian Copper Mines Our international copper operations include Mt. Lyell copper mine in Tasmania, Australia. The operation of Mt Lyell mine was suspended in January 2014, following a mud slide incident. Subsequently, the operation at this mine had been placed under care and maintenance following a rock falling on the ventilation shaft in June 2014. The Issuer as of date owns 100% of the issued, subscribed and paid capital of Australian Copper Mines

g) MANAGEMENT AND THE BOARD OF DIRECTORS

Vedanta’s Board is chaired by Mr. Navin Agarwal. The other members of the Board are Mr. Aman Mehta, Mr. K. Venkataramanan, Ms. Lalita D Gupte, Mr. M K Sharma, Mr. U.K. Sinha, Ms. Priya Agarwal, Mr. Tarun Jain, Mr. Srinivasan Venkatakrishnan and Mr. GR Arun Kumar

Anil Agarwal – Chairman Emeritus - Vedanta and Executive Chairman Vedanta Resources Anil Agarwal, who founded the Vedanta group in 1976 was appointed as our Chairman Emeritus with effect from April 1, 2014. He is also the executive chairman of Vedanta and a director of Sterlite Technologies Limited. Anil Agarwal was previously Chairman and Managing Director of erstwhile Sterlite Industries India Limited until the expiration of his term in October 2004, and thereafter, he continued as Non-Executive Chairman until March 2014. Anil Agarwal was also the Chief Executive Officer of Vedanta from December 2003 to March 2005. He has over 44 years of experience as an industrialist and has been instrumental in the growth and development of the Company since its inception.

Executive Directors

Navin Agarwal – Executive Chairman Vedanta and Executive Vice-Chairman Vedanta Resources Navin Agarwal was appointed as our Executive Chairman with effect from April 1, 2014. He was also appointed as Whole Time Director with effect from August 17, 2013. Prior to this he was the executive vice chairman of SIIL. Navin Agarwal plays a key role in developing strategic thinking and the governance framework of the Group, and provides leadership for long-term planning, business development and capital planning. He has been part of the Group since its inception and has extensive experience in the natural resources industry. Navin Agarwal plays a key role in the strategic and governance framework of the Group and provides leadership for its long-term planning, business development and capital planning. He has been instrumental in the growth of the Group, through world-scale organic projects as well as acquisitions. He was recently conferred the “Industrialist of the Year 2018” award by the Bombay Management Association for his outstanding contribution to the natural resource sector. Navin Agarwal is also the Executive Vice Chairman of Vedanta Resources. He has over 35 years of experience in general management. Navin Agarwal has completed the Owner/President management program at Harvard University and holds a bachelor’s degree in commerce from Sydenham College, Mumbai, India.

Lalita D Gupte – Independent Non-Executive Director Lalita D. Gupte is one of our independent directors and was appointed to our Board with effect from March 29, 2014. She is the former joint managing director of ICICI Bank and was the chairperson of ICICI Venture Funds Management Company Limited until October 2016. Lalita D. Gupte joined the board of ICICI Limited in 1994 as the executive director and remained on the board as the joint managing director until 2002 when it merged with ICICI Bank. She was the joint managing director of ICICI Bank from 2002 until 2006. She has more than three decades of experience in the financial sector and has held various leadership positions in areas of leasing, planning and resources and corporate banking. She serves as a director on the board of several companies including Godrej Properties Limited, Bharat Forge Limited, TVS Motor Company Limited. She is also the Chairperson of ICICI Lombard General Insurance Company Limited and India Infradebt Limited. She holds a bachelor’s degree in economics and a master’s degree in business management. She completed her advanced management program from INSEAD.

Mahendra Kumar Sharma – Independent Non-Executive Director Mahendra Kumar Sharma is one of our independent directors and was appointed to our Board effective June 1, 2019. Mahendra Kumar Sharma retired in May 2007 as the Vice-Chairman of Hindustan Unilever Limited. As Vice Chairman of Hindustan Unilever Limited, he managed human resource, legal and secretarial, corporate affairs, corporate communications, corporate real estate functions and new ventures, plantations and export businesses of the Company. He displays passion for ensuring highest standards of corporate governance and adherence to responsible and ethical conduct in all aspects of business operations. Mahendra Kumar Sharma served on a seven member committee constituted by the Government of India for redrafting the Indian Companies Act and was also a member of the Naresh Chandra Committee constituted by the Government of India which formulated norms for corporate governance in India. He holds a bachelor’s degree in Arts and Bachelor of Law Degree from Canning College, University of Lucknow and has a Post Graduate Diploma in Personnel Management from Department of Business Management, University of Delhi and Diploma in Labour Laws from Indian Law Institute, Delhi. In 1999 he was nominated to attend Advance Management Programme at Harvard Business School. Mahendra Kumar Sharma is also actively involved in various industry associations, particularly Confederation of Indian Industry [CII] on Corporate Governance and Regulatory matters. He is a Member on the Board of Governors of Indian School of Business, Hyderabad and the Anglo Scottish Education Society which runs the Cathedral & John Cannon School in South Mumbai. He is also the Chairman of Indian Cancer Society.

Aman Mehta – Independent Non-Executive Director Aman Mehta is one of our independent directors and was appointed to our Board with effect from May 17, 2017. He has over 36 years of experience in various positions with HSBC group from where he retired in January 2004 as Chief Executive Officer, Asia Pacific. Aman Mehta occupies himself primarily with corporate governance, with board and advisory roles in a range of companies and institutions in India as well as overseas. Formerly, he has been a supervisory board member of ING Group NV and a director of Raffles Holdings, Singapore. He is also a member of the governing board of the Indian School of Business, Hyderabad, India. He is an economics graduate from Delhi University.

K. Venkataramanan – Independent Non-Executive Director Krishnamurthi Venkataramanan is one of our independent directors and was appointed to our Board with effect from April 1, 2017. He was the Chief Executive Officer and managing director of Larsen & Toubro Limited from April 2012 and also served on the Board of Larsen & Toubro Limited from May 1999 until his retirement in September 2015. During his four decades of experience at Larsen & Toubro Limited, his responsibilities included leading a team of engineers and consultants and overseeing its engineering, procurement and construction value chain. He is a graduate in chemical engineering and also a distinguished alumni awardee from Indian Institute of Technology, Delhi.

Upendra Kumar Sinha – Independent Non-Executive Director Upendra Kumar Sinha is one of our Independent Directors and was appointed to our Board with effect from March 13, 2018 till August 10, 2021 which was approved by the shareholders at the Annual General Meeting held on August 24, 2018. He has over three decades of experience and has served as the Chairman of Securities and Exchange Board of India from February 2011 to March 2017. Under his leadership, Securities and Exchange Board of India introduced significant regulatory amendments to the various acts enhancing corporate governance and disclosure requirements and has been instrumental in bringing about key capital market reforms. Prior to joining the Securities and Exchange Board of India, he was the Chairman and Managing Director of UTI Asset Management Company Private Limited.

Upendra Kumar Sinha has also worked for the Department of Economic Affairs under the Ministry of Finance, India.

Tarun Jain – Non-Executive Director, Vedanta Tarun Jain was appointed to our Board as a Whole Time Director with effect from April 1, 2014 till March 31, 2019. He was re-appointed as Non-Executive Director with effect from April 1, 2019 subject to shareholders approval at the ensuing Annual General Meeting. He was the director of finance of Sterlite Industries India Limited. Tarun Jain joined the Group in 1984 and has over 36 years of experience in the corporate finance, audit and accounting, tax and secretarial practice. He is responsible for our strategic financial matters, including corporate finance, corporate strategy, business development and mergers and acquisitions. Tarun Jain is a graduate of the Institute of Cost Accountants of India and a Fellow Member of the Institute of Chartered Accountants of India and the Institute of Company Secretaries of India.

Srinivasan Venkatakrishnan – Whole Time Director & Chief Executive Officer

Srinivasan Venkatakrishnan was appointed to our Board as a Whole Time Director and Chief Executive Officer, effective as of March 1, 2019. He is the Chief Executive Officer and a member of the Board of directors of Vedanta Resources Limited effective August 31, 2018 and also the Chairman of the Board of Konkola Copper Mines Plc effective November 6, 2018. He was Chief Executive Officer of Johannesburg-based AngloGold Ashanti Limited. He has experience and success in delivering major projects on time, efficiently, by improving productivity, reducing operating and overhead costs, and improving overall safety and sustainability performance. Prior to his appointment as Chief Executive Officer in May 2013, Srinivasan Venkatakrishnan was AngloGold Ashanti’s Chief Financial Officer, a post he held since 2005. Between 2000 and 2004, he was the Chief Financial Officer of Ashanti Goldfields Limited, a London Stock Exchange listed company. Srinivasan Venkatakrishnan has accumulated extensive experience throughout his career in the United Kingdom, India, Africa, Australia and South America. He is a qualified Chartered Accountant who holds a Bachelor’s degree from the University of Madras.

GR Arun Kumar – Whole Time Director & Chief Financial Officer, Vedanta GR Arun Kumar is our Chief Financial Officer with effect from October 1, 2016 and was appointed as a member of the Board effective November 22, 2016. GR Arun Kumar joined Vedanta in May 2013 as Chief Financial Officer of Vedanta Aluminium and was appointed as deputy Chief Financial Officer of Vedanta in December 2013. In 2014, he moved into the role of Executive Vice President Finance and Deputy Chief Financial Officer, as part of which he was responsible for enhancing the capability of the finance function in the areas of accounting, risk management, driving value creation, strategic planning, re-financing, board reporting and governance and direct taxation. As a chartered accountant, GR Arun Kumar has over 24 years of experience at global companies such as Hindustan Unilever and General Electric. Prior to joining Vedanta Aluminium, he was the Chief Financial Officer - Asia Pacific (Appliances and Lighting) for General Electric, based out of Shanghai. GR Arun Kumar holds a bachelor’s degree in commerce from Loyola University, Chennai and is a fellow member of the Institute of Chartered Accountants of India.

Priya Agarwal – Non-Executive Director Priya Agarwal is one of our Non-Executive directors and was appointed to our Board with effect from May 17, 2017. She brings with her experience in public relations with Ogilvy and Mather and in human resources with Korn Ferry International, Vedanta Resources and HDFC Bank and in strategic planning with Rediffusion Dentsu Young & Rubicam Private Limited. She holds a bachelor’s degree in science, psychology and business management from the University of Warwick in the United Kingdom.

Senior Management Team

Dilip Golani – Director Management Assurance Mr. Golani joined the Group in April 2000 and currently heads the Group’s Management Assurance function. He has over 30 years of operational experience and previously headed the Sales and Marketing function at Hindustan Zinc Limited and the Group Performance Management function. Prior to joining the Group, Mr. Golani was a member of Unilever’s corporate audit team responsible for auditing the Unilever group companies in Central Asia, Middle East and Africa region. He was also formerly responsible for managing the operations and marketing functions for one of the export businesses at Unilever India and has worked at Union Carbide India Limited and Ranbaxy Laboratories. Mr. Golani has a Bachelor’s Degree in Mechanical Engineering and a Post Graduate Degree in Industrial Engineering and Management from NITIE.

Madhu Srivastava, Chief Human Resources Officer Ms. Madhu joined the group in 2012. She was appointed as the Chief Human Resources Officer for Vedanta Group in December 2018. In her earlier role, she was the CHRO for Cairn Oil & Gas business and led the Talent Acquisition and Diversity & Inclusion functions for the Group. Madhu has 20 years of experience across HR as well as Sales, Marketing and Operations, spanning the FMCG, telecom, ITES, BFSI and natural resources industries. Madhu started her professional journey in 1999 with Godrej where she handled sales in Gujarat and Maharashtra and later moved to the Corporate Sales & Marketing role. Post working with companies like GE Capital and Reliance in Operations & Marketing profiles, she started her Human Resources journey in 2006 by joining Genpact as Assistant Vice President, Talent Acquisition where she led middle management hiring. She then went on to lead the recruitments for Citibank’s India operations as Vice President, HR. Madhu has completed her PGDM in marketing and sales, from the IIM, Ahmedabad.

Sunil Duggal, Chief Executive Officer of Hindustan Zinc Limited & lead, Base Metals Group Mr. Duggal joined the Group in August 2010 and has been a significant driver of Hindustan Zinc‘s growth. His dedication to sustainability has enhanced safety awareness and helped to embed a culture of safety at HZL. He has led the value adding adoption of best-in-class mining and smelting techniques, machineries, state-of-the-art environment friendly technologies, mechanisation and automation of operational activities. Mr. Duggal has over 21 years of prior experience in leading high performance teams and working in leadership positions, nurturing business, evaluating opportunities and risks and successfully improving efficiency and productivity whilst reducing costs and inefficiencies. He is an Electrical Engineering graduate from Thapar Institute of Engineering & Technology, Patiala and is an Alumnus of IMD, Lausanne and IIM Calcutta.

Ajay Kumar Dixit, Chief Executive Officer (Acting) – Oil & Gas Business Mr. Ajay joined the Group as Chief Executive Officer of our Power business in May 2015 and has 39 years of experience in the power industry. He was appointed as the Acting Chief Executive Officer of our Oil & Gas business on 5th April, 2019. Prior to his role as CEO of the Oil & Gas business, he was the Chief Executive Officer of Alumina and Power from February 2017 to April 2019. He was appointed as interim Chief Executive Officer of Aluminium & Power from November 2018 to February 2019. Prior to this, he was the Chief Executive Officer of Energy with Siemens, responsible for the overall operations of South Asia. He has a wide experience in the entire energy chain comprising power generation, automation, transmission and distribution. He also has experience in manufacturing and setting up plants in South Asia, Middle East and Africa. Ajay holds a Bachelor’s degree in Electrical Engineering from Delhi College of Engineering.

Ajay Kapur, Chief Executive Officer – Aluminium & Power Business Mr. Ajay was appointed as Chief Executive Officer, Aluminium & Power in March 2019. Ajay leads the Aluminium & Power business for Vedanta comprising of 2.3mtpa installed smelter capacity, 8GW of Power and 2mtpa of Alumina refinery. Prior to his appointment at Vedanta Limited, Ajay was Managing Director & Chief Executive Officer for Ambuja Cements. He started his career as an Executive Assistant to the founder & Managing Director. He went on to handle various strategic positions at Ambuja cements with his last position as Managing Director & Chief Executive Officer. He holds a graduate degree in Economics from St. Xavier’s College, Mumbai, an MBA from KJ Somaiya Institute, Mumbai and is an alumnus of Wharton’s Advanced Management Program.

Deshnee Naidoo, Chief Executive Officer of Zinc International & CMT Africa Ms. Naidoo joined the Group in 2014 as Chief Executive Officer designate of Zinc International and Copper Mines of Tasmania (CMT) and was appointed Chief Executive Officer of Zinc International and CMT in February 2015. Ms. Naidoo has over 21 years of experience in the natural resources industry, including platinum, thermal coal, manganese and zinc. Prior to joining the Group, Ms. Naidoo held various senior and executive roles at Anglo American such as the Strategic Long-Term Planning Manager, Corporate Finance Manager and Deputy Head of the CEO’s Office. She was appointed as the CFO of Anglo American Thermal Coal in 2011, where she managed thermal coal and manganese across South Africa, South America and Australia. Ms. Naidoo holds a Bachelor’s degree in Chemical Engineering from the University of Natal and Certification in Finance and Accounting from the University of Witwatersrand, Johannesburg.

Philip Turner, Head Group Health, Safety, Environment and Sustainability Mr. Turner joined the Group in September 2014 as Head of Group Health and Safety. He currently heads the Group HSE and Sustainability function. Mr. Turner has over 38 years of experience within mining, heavy engineering and manufacturing organisations. He was previously General Manager Risk & Sustainability of JK Tech, a wholly-owned subsidiary of the University of Queensland. He has also previously held a number of senior corporate and operational roles at Rio Tinto in Australia, Canada and the UK, including responsibility for HSE and sustainability assurance. Mr. Turner has held senior roles at North Limited and at BHP Petroleum’s offshore operations. Mr. Turner has a Master of Applied Science degree in Risk Engineering from Ballarat University; Bachelor of Science degree in Chemistry/Physics

from Deakin University; Graduate Diploma in Occupational Hygiene from Deakin University; and Graduate Diploma in Occupational Hazard Management from Ballarat C.A.E

M. Siddiqi, Group Director Projects Mr. Siddiqi joined the Group in 1991 and possesses 43 years of rich industry experience. He was formerly Chief Executive Officer, Aluminium and led the setting up of the Group’s large aluminium and power projects including BALCO smelters and captive power plants. He also played a key role in setting up the Group’s copper smelter at Tuticorin and copper refinery at Silvassa. Prior to joining the Group, Mr. Siddiqi held senior positions in Hindustan Copper Limited. Mr. Siddiqi has a Mechanical Engineering Degree from the Indian Institute of Technology, Delhi and a Post Graduate Diploma in Management from AIMA, New Delhi

Scott Caithness – Director Exploration Mr. Caithness was appointed Head of Exploration for Hindustan Zinc Limited in November 2015 before moving into the role of Director - Exploration (Group-wide) in September 2017. Mr. Caithness has over 35 years of experience within the exploration industry. Prior to joining the Group, he co-founded and was Managing Director of an unlisted Australian exploration company, Indian Pacific Resources Limited. He spent 18 years with Rio Tinto Exploration where he held a number of senior corporate and operational roles in Australia, Papua New Guinea and India including establishing Rio Tinto Exploration’s first exploration office in India. In addition, Mr. Caithness held senior roles at Indophil Resources and the Australian Trade Commission. He was also associated with Vedanta, as Head of Exploration in the year 2005-06. Mr. Caithness has a Bachelor of Applied Science degree in Geology from RMIT University in Melbourne, Australia.

Naveen Singhal, Chief Executive Officer, Vedanta Limited – Iron Ore Business Naveen Singhal is the Chief Executive Officer of Vedanta Sesa Goa Iron Ore, the Iron Ore business vertical of Vedanta Limited. Mr. Singhal comes with over three decades of experience, of which 22 years has been in the natural resources arena having handled various portfolios in metals & mining and cement industry. Mr. Singhal joined Vedanta in 2003 and was instrumental in driving the growth projects in Hindustan Zinc from conceptualisation to commissioning through best-in-class mining and smelting technologies, mechanisation and automation alongside effective stakeholder management. He has been a key pillar to bring about strategic alignment in business with his strong techno-commercial mind set. Prior to joining Vedanta, he served in leadership roles at Swaraj Mazda, Shri Ram and Dunkan Goenka Group and played pivotal role in the areas of supply chain management, assets acquisition, business turnaround strategy, general management and project management. Mr. Singhal has a Bachelor’s Degree in Mechanical and Industrial Engineering from IIT, Roorkee and has a Post Graduate Diploma in Industrial Engineering and Management from NITIE, Mumbai.

Pankaj Kumar, Chief Executive Officer – Sterlite Copper Pankaj Kumar was appointed the Chief Executive Officer of our copper operations in Tuticorin, Silvassa and Fujairah Gold FZC and Director of MEL in March 2019. In his career span of over 26 years, Pankaj has worked with large conglomerates like Tata Steel, Mittal Steel, Adani ports, Gujarat Guardian Limited and United Breweries Limited. Prior to joining us, at Sterlite Copper as Chief Executive Officer, he was the Chief Operating Officer of Hindustan Zinc Limited. Pankaj holds a Bachelor’s degree in Technology 31

(Hons.) from IIT Kharagpur and a Postgraduate Diploma in Business Management specialising in Operations Management & IT from XLRI Jamshedpur.

Pankaj Malhan, Deputy Chief Executive Officer – Electrosteel Business Pankaj Malhan is the Deputy Chief Executive Officer of ESL. Pankaj joined ESL from Tata Steel, where he was working as Head – Engineering & Project at Jamshedpur. In that role, he was responsible for leading Tata Steel’s capital expansion programme in the area of iron making. He has been associated with Tata Group since 2000 and has held various senior management positions at Tata Steel, Tata Blue Scope Steel Limited and Tata power Limited. Prior to joining Tata Group, he worked with Indian Acrylics Limited and Fisher Rosemount Limited. Pankaj joined ESL in October, 2018 and holds a B.Tech in Instrumentation and Control from NIT, Jalandhar, and a Diploma in Business Management from XLRI, Jamshedpur.

(h) DETAILS OF THE COMMITTEES OF THE BOARD (as on 30th Sep’19) Audit Committee Lalita D Gupte Chairperson Mahendra Kumar Sharma Member Aman Mehta Member Upendra Kumar Sinha Member

Nomination & Remuneration Committee Aman Mehta Chairman Mahendra Kumar Sharma Member Lalita D Gupte Member Navin Agarwal Member

Corporate Social Responsibility Committee Mahendra Kumar Sharma Chairman Aman Mehta Member K Venkataramanan Member Tarun Jain Member S. Venkatakrishnan Member Priya Agarwal Member Upendra Kumar Sinha Member

Stakeholders Relationship Committee Lalita D Gupte Chairperson K Venkataramanan Member Tarun Jain Member S. Venkatakrishnan Member G.R. Arun Kumar Member Upendra Kumar Sinha Member

Risk Management Committee Tarun Jain Member S Venkatakrishnan Member GR Arun Kumar Member Dilip Golani Member Deodatta Padgaonkar Risk Officer

2. MANAGEMENT PERCEPTION OF RISK FACTOR These risks may include, among others, business aspects, equity market, bond market, interest rate, market volatility and economic, political and regulatory risks and any combination of these and other risks. Prospective investors should carefully consider all the information in this Information Memorandum, including the risks and uncertainties described below, before making an investment in the Debentures. All of these factors are contingencies which may or may not occur and the Issuer is not in a position to express a view on the likelihood of any such contingency occurring. a) RISK FACTORS IN RELATION TO THE DEBENTURES An investment in Debentures involves a high degree of risk. Investors should carefully consider each of the following risk factors and all the information set forth in this Information Memorandum before making an investment in our Debentures. The risks and uncertainties described in this section are not the only risks that the Issuer currently faces. Additional risks and uncertainties not presently known to the Issuer may also have an adverse effect on the Issuer’s business, results of operations and financial condition. If any particular or some combinations of the following risks or other risks that are not currently known actually occur, the business prospects, results of operations and financial condition of the Issuer could be adversely affected. The actual occurrence of such risks will also affect the trading price of the Debentures and the value of your investment could decline or be lost. Taxation: Potential purchasers and sellers of the Debentures should be aware that they may be required to pay taxes in accordance with the laws and practices of India. Potential investors who are in any doubt as to their tax position should consult their own independent tax advisers. In addition, potential investors should be aware that tax regulations and their application by the relevant taxation authorities change from time to time. Accordingly, it is not possible to predict the precise tax treatment which will apply at any given time. Interest Rate Risk: All securities where a fixed rate of interest is offered are subject to price risk. The price of such securities will vary inversely with changes in prevailing interest rates, i.e. when interest rates rise, prices of fixed income securities fall and when interest rates drop, the prices increase. The extent of fluctuation in the prices is a function of the existing coupon, days to maturity and the increase or decrease in the level of prevailing interest rates. Any increase in rates of interest is likely to have a negative effect on the price of the Debentures. The Debentures may be illiquid: It is not possible to predict if and to what extent a secondary market may develop in the Debentures or at what price the Debentures will trade in the secondary market or whether such market will be liquid or illiquid. The fact that the Debentures may be so listed or quoted or admitted to trading does not necessarily lead to greater liquidity than if they were not so listed or quoted or admitted to trading. Downgrading in credit rating: The Debentures have been rated by the Credit Rating Agency as having CRISIL AA/ Stable Outlook rating for the issuance of Debentures for an aggregate amount of upto INR

3000 Crores. The Issuer cannot guarantee that this rating will not be downgraded. Such a downgrade in the credit rating may lower the value of the Debentures and may also affect the Issuer’s ability to raise further debts. The rating is subject to changes and contingent upon various actions and circumstances. The Issuer has limited sources of funds to fulfill its obligations under the Debentures: If there is a shortfall in any amounts then due and payable pursuant to the terms of the Debentures, the Issuer may not have sufficient funds to make payments on the Debentures and the Debenture Holders may incur a loss on the Debenture amount and redemption premium. The ability of the Issuer to meet its obligations to pay any amounts due to the Debenture Holders under the Debentures will ultimately be dependent upon funds being received from internal accruals and/or borrowings and depending upon the profitability of the Issuer. The Issuer is therefore generally exposed to the credit risk of the relevant counterparties in respect of such payments. The Debentures may not be a suitable investment for all investors: Potential investors should ensure that they understand the nature of the Debentures and the extent of their exposure to risk, that they have sufficient knowledge, experience and access to professional advisers such as legal, tax, accounting and other advisers to make their own legal, tax, accounting and financial evaluation of the merits and risks of investment in the Debentures and that they consider the suitability of the Debentures as an investment in the light of their own circumstances and financial condition. These risks may include, among others, equity market risks, bond market risks, interest rate risks, market volatility and economic, political and regulatory risks and any combination of these and other risks. Delays in court proceedings in India: If any dispute arises between the Issuer and any other party, the Issuer or such other party may need to take recourse to judicial proceedings before courts in India. It is not unusual for court proceedings in India to continue for extended periods. Disposition of cases may be further subject to various delays including multiple levels of appellate adjudication. Exercise of powers by the Debenture Trustee is subject to equitable principles and supervisory powers of courts:The exercise by the Debenture Trustee of the powers and remedies conferred on it under the Debentures and the Debenture Documents or otherwise vested in it by law, will be subject to general equitable principles regarding the enforcement of security, the general supervisory powers and discretion of the Indian courts in the context thereof and the obtaining of any necessary governmental or regulatory consents, approvals, authorizations or orders. The right of the Debenture Holders to receive payments under the Debentures will be junior to certain tax and other liabilities preferred by law on an insolvency of the Issuer: The Debentures will be subordinated to certain liabilities preferred by law such as claims of the Government of India on account of taxes and certain liabilities incurred in the ordinary course of the Issuer’s business (including workmen’s dues). Upon an order for winding-up in India, the assets of a company are vested in a liquidator who has wide powers to liquidate such company to pay its debt and administrative expenses. The investors are required to take independent advice with regards to the consequences of any of the events mentioned herein. Receipt of coupon or principal is subject to the credit risk of the Issuer: Investors should be aware that the receipt of any coupon payment and principal amount at maturity is subject to the credit risk of the Issuer. Any stated credit rating of the Issuer reflects the independent opinion of the referenced rating agency as to the creditworthiness of the rated entity but is not a guarantee of credit quality of the Issuer. Any downgrading of the credit ratings of the Issuer by the rating agency may lower the value of the Debentures. b) RISKS IN RELATION TO INDIAN MARKET, ECONOMY AND POLITICAL SITUATION Future legal and regulatory obstructions: The central and state governments serve multiple roles in the 34

Indian economy, including producers, consumers and regulators, which may have a significant influence on the Issuer. Future government policies and changes in laws and regulations in India, including applicable foreign exchange laws and comments, statements, policy changes or any adverse interpretation of applicable law by any regulator, including but not limited to the SEBI or the RBI, may adversely affect the Debentures. The timing and content of any new law or regulation is not within the Issuer’s control and such new law, regulation, comment, statement, policy change or adverse interpretation by any regulator could have an adverse effect on the market for and the price of the Debentures. Further, the SEBI, the National Stock Exchange/BSE Limited, ROC or other regulatory authorities may require clarifications on this Offer Letter, which may cause a delay in the issuance of the Debentures or may result in the Debentures being materially affected or even rejected. c) RISK FACTORS IN RELATION TO THE ISSUER AND INDUSTRY This Information is are based on our current expectations, assumptions, estimates and projections about our company and our industry and statements are subject to various risks and uncertainties. Risks Relating to the Business of the Issuer Licenses and Approvals Our operations are subject to governmental, health and safety and environmental regulations, which require us to obtain and comply with the terms of various approvals, licenses and permits. Any failure to obtain, renew or comply with the terms of such approvals, licenses and permits in a timely manner may have a material adverse effect on our business, results of operations and financial condition Numerous governmental permits, licenses, approvals and leases are required for our operations as the industries in which we operate and seek to operate are subject to numerous laws and extensive regulation by national, state and local authorities in jurisdictions including India, Sri Lanka, Australia, Namibia, South Africa, Ireland, Liberia and any other jurisdictions where we may operate in future. Our operations are also subject to laws and regulations relating to employment, the protection of health and safety of employees as well as the environment, including conservation and climate change. Our oil and gas, exploration and mining activities depend on the grant or renewal of various exploration and mining licenses and production sharing contracts and other regulatory approvals that are valid for a specific period of time. In addition, such licenses and contracts contain various obligations and restrictions, including restrictions on assignment or any other form of transfer of a mining lease or on the employment of a person who is not an Indian national. Furthermore, under the terms of the production sharing contracts, we are obliged to sell our entitlement to crude oil in the domestic Indian market until such time as the total availability of the crude oil and condensate from all domestic petroleum production activities meets the total national demand and India achieves self-sufficiency. There is currently a mismatch between the demand and the supply for crude oil in India, with the demand outweighing the domestic production of crude oil, and this mismatch is expected to continue in the long term. However, to the extent our Indian blocks yield crude oil that is not suitable for processing by refineries in India, it may be difficult for us to monetize such domestic crude oil reserves and this could have a material adverse effect on our oil and gas business, financial condition or results of operations. Any general suspension of mining activities by the government of a jurisdiction containing our mining operations could have the effect of closing or limiting production from our operations.

Furthermore, regulation of greenhouse gas emissions in the jurisdictions of our major customers and in relation to international shipping could also have an adverse effect on the demand for our products. Increasing regulation of climate change issues such as greenhouse gas emissions, including the progressive introduction of carbon emissions trading mechanisms and tighter emission reduction targets, may raise energy costs and costs of production over the coming years. Any failure to comply with applicable laws, regulations or recognized international standards, or to obtain or renew the necessary permits, approvals and leases may result in the loss of the right to operate our facilities or continue our operations, the imposition of significant administrative liabilities, or costly compliance procedures, or other enforcement measures that could have the effect of closing or limiting production from our operations. Any prolonged closure of our operations could have a material adverse effect on our businesses, results of operations, financial condition or prospects or may result in the recognition of an impairment of our assets. Political, Legal, Regulatory and Social Risks We are exposed to the political, legal, regulatory and social risks of the countries in which we operate. These risks potentially include expropriation and nationalization of property, instability in political, economic or financial systems, uncertainty arising from underdeveloped legal and regulatory systems, corruption, civil strife or labor unrest, acts of war, armed conflict, terrorism, outbreaks of infectious diseases, prohibitions, limitations or price controls on hydrocarbon exports and limitations or the imposition of tariffs or duties on imports of certain goods. Countries in which we have operations or intend to have operations have transportation, telecommunications and financial services infrastructures that may present logistical challenges not associated with doing business in more developed locales. Furthermore, we may have difficulty in ascertaining our legal obligations and enforcing any rights that we may have. Political, legal and commercial instability or community disputes in the countries and territories in which we operate could affect our operations. Some of our current and potential operations are located in or near communities that may regard such operations as having a detrimental effect on their environmental, economic or social circumstances.

Changes in local laws Material changes in the regulations that govern our businesses, or the interpretation of recent legislation, could have a material adverse effect on our business, financial condition and result of operations

Asset concentration Risks We have significant asset concentration risks, and any interruption in the operations at those assets could have a material adverse effect on our results of operations and financial condition Our results of operations have been and are expected to continue to be substantially dependent on the reserves, production and the cost of production at certain of our key assets, and any interruption in the operations or exploration and development activities at those assets for any reason could have a material adverse effect on our results of operations and financial condition. Capital Risks Our business requires substantial capital expenditures and the dedication of management and other resources to maintain ongoing operations and to grow our business through projects, expansions and

acquisitions, which projects, expansions and acquisitions are subject to additional risks that could adversely affect our business, financial condition and results of operations. As part of our growth strategy, we intend to continue to pursue acquisitions to expand our business. There can be no assurance that we will be able to identify suitable acquisition, strategic investment or joint venture opportunities, obtain the financing necessary to complete and support such acquisitions or investments, integrate such businesses or investments satisfy regulatory requirements for such acquisitions or that any business acquired will be profitable. If our planned expansions and new projects are delayed, or if we experience cost overruns in our projects, our results of operation and financial condition may be materially and adversely affected.

Competitive Risks If we are unable to secure additional reserves of oil and gas, zinc, copper, iron ore and bauxite that can be extracted at competitive costs or cannot extract existing reserves at competitive costs, our profitability and operating margins could decline. We may not be able to accurately assess the geological characteristics of any reserves that we acquire, which may adversely affect our profitability and financial condition. Our future production depends significantly upon our success in finding or acquiring and developing additional reserves adopting and using the appropriate technology. If we are unsuccessful, we may not meet our production targets which could adversely affect our results of operations and financial condition.

Operational Risks Our operations are subject to risks that could result in decreased production, increased cost of production and increased cost of or disruptions in transportation, power generation, mining and oil exploration. We are subject to operating conditions and events beyond our control that could, among other things, increase our mining, transportation or production costs, disrupt or halt operations at our mines and production facilities permanently or for varying lengths of time or interrupt the delivery of our products to our customers.  Third Party: We depend on third parties for the construction, delivery and commissioning of the power facilities, supply and testing of equipment and transmission and distribution of electricity that we generate, which is beyond our control. We further depend on Third Parties to supply of a portion of our raw material requirements, for the continuance of certain iron ore mining leases, and for execution of our projects and supply of equipment and services, as well as for offtake of our production volumes  Price volatility and changes in tariff policy. As we sell the power we generate in the open market (rather than to captive schemes), we are exposed to spot prices, which are subject to factors beyond our control.  Power purchase agreements. The power purchase agreements and other agreements that we have entered into, or may enter into may require us to guarantee certain minimum performance standards, such as plant availability and generation capacity, to the power purchasers.

 Power transmission. Lack of strong power transmission infrastructure could restrict our power generation volumes.  Regulatory compliance. Power generation in India is a regulated industry. In particular, national and state regulatory bodies and other statutory and government mandated authorities may, from time to time, impose minimum performance standards upon us. Failure to meet these requirements could expose us to the risk of penalties, including, in certain instances, plant shut downs.  Accidents at mines, oil fields, smelters, refineries, oil processing terminals, cargo terminals and related facilities. Any accidents or explosions causing personal injury, property damage or environmental damage at or to our mines, oil fields, smelters, refineries, oil processing terminals, cargo terminals and related facilities may result in expensive litigation, imposition of penalties and sanctions or suspension or revocation of permits and licenses.  Strikes and industrial actions or disputes. The majority of the total workforce of our consolidated group of companies is unionized. Strikes and industrial actions or disputes have in the past and may in the future lead to business interruptions and halts in production. We are exposed to competitive pressures in our various business segments in which we operate which could result in lower prices or sales volumes of the products we produce, which may cause our profitability to suffer

Defects in title or loss Our ability to mine the land on which we have been granted mining lease rights and to make use of our other industrial and office premises is dependent on the acquisition of surface rights. Surface rights and title to land are required to be negotiated separately with land owners, although there is no guarantee that these rights will be granted. Any delay outside of the ordinary course of business in obtaining or inability to obtain or any challenge to the title or leasehold rights to surface rights could negatively affect our business, financial condition or results of operations. In addition, there may be certain irregularities in title in relation to some of our owned and leased properties. Third party interests in our subsidiary companies, restrictions due to stock exchange listings of our subsidiary companies as well as third party interest in assets of our subsidiary companies will restrict our ability to deal freely with our subsidiaries or such assets of our subsidiary companies, which may have a material adverse effect on our results of operations and financial condition: We do not wholly own all of our operating subsidiaries, although we hold the majority of the total outstanding share capital in all of our subsidiaries. Although we have direct or indirect management control of HZL, BALCO and Black Mountain Mining, each of these companies has other shareholders who, in some cases, hold substantial interests. Update Costs: If we do not continue to invest in new technologies and equipment, our technologies and equipment may become obsolete and our cost of production may increase relative to our competitors, or such implemented technologies might not achieve the objective, which would have a material adverse effect on our results of operations, financial condition and prospects Our profitability and competitiveness are in large part dependent upon our ability to maintain a low cost of production as we sell commodity products with prices we are unable to influence. Unless we continue to invest in newer technologies and equipment and are successful at integrating such newer technologies and equipment to make our operations more efficient, our cost of production relative to

our competitors may increase and we may cease to be profitable or competitive. Newer technologies and equipment are expensive and the necessary investments may be substantial. Moreover, such investments entail additional risks including whether they will reduce our cost of production sufficiently to justify the capital expenditures to obtain them, or whether they will result in achieving the objective of using such technology.

Restrictive Covenants: We are subject to restrictive covenants for the credit facilities including term loans and working capital facilities provided to us and our subsidiaries. There are restrictive covenants in agreements which we have entered into with certain financial institutions for our borrowings and for borrowings by our subsidiaries. These restrictive covenants among others, require us to maintain certain financial ratios and seek the prior permission of these financial institutions for various activities, including, among others, any change in our capital structure, issue of equity, preferential capital or debentures, raising any loans and deposits from the public, undertaking any new project, effecting any scheme of acquisition, merger, amalgamation or reconstitution, implementing a new scheme of expansion or creation of a subsidiary. If the covenants are not complied with we may be required to repay the amount borrowed from such lenders immediately. Such restrictive covenants may restrict our operations or ability to expand and may adversely affect our business, financial condition or results of operations. We maintain insurance which we believe is typical in the respective industries in which we operate and in amounts which we believe to be commercially appropriate. Nevertheless, we may become subject to liabilities against which we may not have adequate insurance coverage or at all. Our insurance policies contain certain customary exclusions and limitations on coverage which may result in our claims not being honored to the full extent of the losses or damages we have suffered.

Risks Relating to our Industry Commodity prices and the copper TcRc may be volatile, which would affect our revenue, results of operations and financial condition. Similarly, for the portion of our alumina requirements sourced internally, our profitability is dependent upon the LME price of aluminium, less the cost of production, which includes the cost of mining bauxite, the refining of bauxite into alumina, transportation of bauxite and alumina and smelting of alumina into aluminium. For the portion of our alumina requirements sourced from third parties, our profitability is dependent upon the LME price of aluminium, less the cost of the sourced alumina and the cost of smelting. The market price of the alumina that we purchase from third parties and the market price of the aluminium metals that we sell have experienced volatility in the past and any increases in the market price of the raw material relative to the market price of the metal that we sell would adversely affect the profitability and operating margins of our aluminium business, which could have a material and adverse effect on our business, financial condition or results of operations. There are numerous uncertainties inherent in estimating crude oil and natural gas reserves. Reservoir engineering follows a subjective process of estimating underground accumulations of crude oil and natural gas. It is well understood that these cannot be measured in an exact manner. These risks are gradually mitigated through enhanced understanding of the reservoirs, achieved by undertaking additional work. Reserves estimation involves a high degree of judgment and it is a function of the quality of the available data and the engineering and geological interpretation. Results of drilling, testing and production may substantially change the reserve estimates for a given reservoir over a period of

time. For these reasons, actual results may vary substantially. Such variation in results may materially impact our actual production, revenue and expenditures.

Oil and gas exploration activities are capital intensive and inherently uncertain in their outcome. Oil and gas exploration activities are capital intensive and inherently uncertain in their outcome. We or the operators of assets in which we have an interest may undertake exploration activities and incur significant costs in so doing with no assurance that such expenditure will result in the discovery of hydrocarbons in commercially viable quantities or not.

Changes in tariffs, royalties, cess, customs duties, export duties and government assistance may reduce our Indian market domestic premium, which would adversely affect our profitability and results of operations. Copper, zinc and aluminium are sold in the Indian market at a premium to the international market prices of these metals due to tariffs payable on the import of such metals. The upstream oil and gas industry is dependent on a limited number of global vendors for key equipment and services.

Risks Relating to Our Relationship with Vedanta We are controlled by Vedanta Resources Limited and our other shareholders’ ability to influence matters requiring shareholder approval will be extremely limited. We are a majority-owned and controlled subsidiary of Vedanta. Volcan Investments Limited, or Volcan holds 65.7% of the share capital and voting rights of Vedanta as of 1 December 2019. Volcan Investments Cyprus Limited, a wholly owned subsidiary of Volcan holds 34.3% of the share capital and voting rights of Vedanta as of 1 December 2019. Volcan is a holding company, 100% owned and controlled by the Trust. Conclave is the trustee of the Trust and controls all voting and investment decisions of the Trust. Vedanta shares beneficially owned by Volcan may be deemed to be beneficially owned by the Trust, of which Mr. Anil Agarwal is the protector and with effect from October 16, 2014, one of the beneficiary. As long as Vedanta, through its subsidiaries, owns a majority of our outstanding equity shares, Vedanta may have the ability to control or influence significant matters requiring board approval and to take shareholder action without the vote of any other shareholder, and the holders of our equity shares and ADSs will not, in such circumstances, be able to affect the outcome of any shareholder vote. Vedanta will have the ability to control all matters affecting us. In the event Vedanta ceases to be our majority shareholder, we will be required to immediately repay some of our outstanding long-term debt. Vedanta’s voting control may discourage transactions involving a change of control of us, including transactions in which holders of our equity shares and ADSs might otherwise receive a premium over the then current market prices. Vedanta is not prohibited from selling a controlling interest in us to a third party and may do so without the approval of holders of our equity shares and ADSs and without providing for a purchase of our equity shares or ADSs. Accordingly, our equity shares and ADSs may be worth less than they would be if Vedanta did not maintain voting control over us. Vedanta may decide to allocate business opportunities to other members of the Vedanta Group instead of us, which may have a material adverse effect on our business, results of operations, financial condition and prospects. Vedanta’s control of us means it can determine the allocation of business opportunities among us, itself and its other subsidiaries.

We have issued several guarantees as security for the obligations of certain of our subsidiaries and other companies within the Vedanta Group and we will have liability under these guarantees in the

event of any failure by such entities to perform their obligations, which could have a material adverse effect on our results of operations and financial condition.

Any disputes that arise between us and Vedanta or other companies in the Vedanta Group could harm our business operations.

 Disputes may arise between Vedanta or other companies in the Vedanta Group and us in a number of areas, including:  intercompany agreements setting forth services and prices for services between us and Vedanta or other companies in the Vedanta Group;  business combinations involving us;  sales or distributions by Vedanta of all or any portion of its ownership interest in us; or  business opportunities that may be attractive to us and Vedanta, or other companies in the Vedanta Group.

We may not be able to resolve any potential conflicts, and even if we do, the resolution may be less favorable than if we were dealing with an unaffiliated party.

Our agreements with Vedanta and other companies in the Vedanta Group may be amended upon agreement between the parties. As we are controlled by Vedanta, Vedanta may require us to agree to amendments to these agreements that may be less favorable to us than the original terms of the agreements.

Other Risks

As the domestic Indian market constitutes the major source of our revenue, the downturn in the rate of economic growth in India due to the unprecedented and challenging global market and economic conditions, or any other such downturn for any other reason, will be detrimental to our results of operations.

Terrorist attacks and other acts of violence involving India or other neighboring countries could adversely affect our operations directly, or may result in a more general loss of customer confidence and reduced investment in these countries that reduces the demand for our products, which would have a material adverse effect on our business, results of operations, financial condition and cash flows.

If natural disasters or environmental conditions in India, including floods and earthquakes, affect our mining and production facilities, our revenue could decline

Currency fluctuations among the Indian Rupee, the US dollar and other currencies could have a material adverse effect on our results of operations The Group’s businesses are subject to several risks and uncertainties including financial risks. The Group’s documented risk management polices act as an effective tool in mitigating the various financial risks to which the business is exposed to in the course of their daily operations. The risk 41

management policies cover areas such as liquidity risk, commodity price risk, foreign exchange risk, interest rate risk, counterparty and concentration of credit risk and capital management. Risks are identified through a formal risk management programme with active involvement of senior management personnel and business managers at both the corporate and individual subsidiary level. Each operating subsidiary in the Group has in place risk management processes which are in line with the Group’s policy. Each significant risk has a designated ‘owner’ within the Group at an appropriate senior level. The potential financial impact of the risk and its likelihood of a negative outcome are regularly updated. The risk management process is coordinated by the Management Assurance function and is regularly reviewed by the Company’s Audit Committee. The Audit Committee is aided by the CFO Committee and the Risk Management Committee, which meets regularly to review risks as well as the progress against the planned actions Key business decisions are discussed at the periodic meetings of the CFO Committee and the Executive Committee. The overall internal control environment and risk management programme including financial risk management is reviewed by the Audit Committee on behalf of the Board.

The risk management framework aims to: . Improve financial risk awareness and risk transparency . Identify, control and monitor key risks . Identify risk accumulations . Provide management with reliable information on the Group’s risk situation . Improve financial returns

Treasury management The Group’s treasury function provides services to the business, co-ordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations of the Group through internal risk reports which analyses exposures by degree and magnitude of risks. These risks include market risk (including currency risk, fair value interest rate risk and price risk), credit risk, liquidity risk and cash flow interest rate risk.

The Group uses derivative instruments as part of its management of exposure to fluctuations in foreign currency exchange rates, interest rates and commodity prices. The Group does not acquire or issue derivative financial instruments for trading or speculative purposes. The Group does not enter into complex derivative transactions to manage the treasury and commodity risks. Both treasury and commodities derivative transactions are normally in the form of forward contracts and interest rate and currency swaps and these are subject to the Group’s guidelines and policies.

Commodity price risk The Group is exposed to the movement of base metal commodity prices on the London Metal Exchange. Any decline in the prices of the base metals that the Group produces and sells will have an immediate and direct impact on the profitability of the businesses. As a general policy, the Group aims to sell the products at prevailing market prices. The commodity price risk in import of Cu Concentrate & Alumina is hedged on back-to back basis ensuring no price risk for the business. Entities with integrated operations aim to achieve the monthly average of the commodity prices for sales realization. Hedging is used primarily as a risk management tool and, in some cases, to secure future cash flows in cases of high volatility by entering into forward contracts or similar instruments. The hedging activities are subject to strict limits set out by the Board and to a strictly defined internal control and monitoring mechanism. Decisions relating to hedging of commodities are taken at the Executive Committee level and with clearly laid down guidelines for their implementation by the subsidiaries. 42

Financial instruments with commodity price risk are entered into in relation to following activities: . Economic hedging of prices realized on commodity contracts . Purchases and sales of physical contracts . Cash flow hedging of revenues forecasted highly probable transactions

Interest rate risk The Group is exposed to interest rate risk on short-term and long-term floating rate instruments and on the refinancing of fixed rate debt. The Group’s policy is to maintain a balance of fixed and floating interest rate borrowings and the proportion of fixed and floating rate debt is determined by current market interest rates.

The borrowings of the Group are principally denominated in Indian Rupees and US dollars with mix of fixed and floating rates of interest. The US dollar debt is split between fixed and floating rates (linked to US dollar LIBOR) and the Indian Rupee debt is principally at fixed interest rates. The Group has a policy of selectively using interest rate swaps, option contracts and other derivative instruments to manage its exposure to interest rate movements. These exposures are reviewed by appropriate levels of management on a monthly basis.

The Group invests cash and liquid investments in short-term deposits and debt mutual funds, some of which generate a tax-free return, to achieve the Group’s goal of maintaining liquidity, carrying manageable risk and achieving satisfactory returns.

Floating rate financial assets are largely mutual fund investments which have debt securities as underlying assets. The returns from these financial assets are linked to market interest rate movements; however the counterparty invests in the agreed securities with known maturity tenure and return and hence has manageable risk. Additionally, the investments portfolio is independently reviewed by CRISIL Limited, and our investment portfolio has been rated as “Very Good” meaning highest safety.

Counterparty and concentration of credit risk Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient collateral, where appropriate, as a means of mitigating the risk of financial loss from defaults.

The Group is exposed to credit risk for receivables, cash and cash equivalents, short-term investments, financial guarantees and derivative financial instruments.

Derivative financial instruments The Group uses derivative instruments as part of its management of exposure to fluctuations in foreign currency exchange rates, interest rates and commodity prices. The Group does not acquire or issue derivative financial instruments for trading or speculative purposes. The Group does not enter into complex derivative transactions to manage the treasury and commodity risks. Both treasury and commodities derivative transactions are normally in the form of forward contracts and these are subject to the Group guidelines and policies. All derivative financial instruments are recognized as assets or liabilities on the consolidated statements of financial position and measured at fair value, generally based on quotations obtained from financial 43

institutions or brokers. The accounting for changes in the fair value of a derivative instrument depends on the intended use of the derivative and the resulting designation. The fair values of all derivatives are separately recorded in the consolidated statements of financial position within current and non-current assets and liabilities. Derivatives that are designated as hedges are classified as current or non-current depending on the maturity of the derivative. The Group uses derivative instruments as part of its management of exposures to fluctuations in foreign currency exchange rates, interest rates and commodity prices. The use of derivatives can give rise to credit and market risk. The Group tries to control credit risk as far as possible by only entering into contracts with reputable banks and financial institutions. The use of derivative instruments is subject to limits, authorities and regular monitoring by appropriate levels of management. The limits, authorities and monitoring systems are periodically reviewed by management and the Board. The market risk on derivatives is mitigated by changes in the valuation of the underlying assets, liabilities or transactions, as derivatives are used only for risk management purposes.

3. Financial Information about the Company a) Audited Annual Financial Results Of The Issuer

Standalone Balance Sheet for Vedanta Limited (As on September 30, 2019 & March 31, 2019) Rs. in Crores As at As at Particulars September 30, 2019 March 31, 2019 ASSETS Non-current assets Property, Plant and Equipment 40,943 40,972 Capital work-in-progress 14,674 14,148 Intangible assets 28 34 Exploration intangible assets under development 1,682 1,583 Financial assets Investments 64,227 64,204 Trade receivables 1,306 1,248 Loans 190 197 Derivatives 2 - Others 664 619 Deferred tax assets (net) 1,692 3 Income tax assets (net) 1,678 2,175 Other non-current assets 3,036 3,027 Total non-current assets 1,30,122 1,28,210

Current assets Inventories 5,221 7,657 Financial assets Investments 4,077 4,378 Trade receivables 841 1,966 Cash and cash equivalents 2,666 3,209 Other bank balances 337 682 Loans 2,255 118 Derivatives 151 46 Others 1,889 2,630 Other current assets 1,865 1,971 Total current assets 19,302 22,657 Total Assets 1,49,424 1,50,867

EQUITY AND LIABILITIES Equity Equity Share Capital 372 372 Other Equity 80,397 77,508 Total Equity 80,769 77,880

Liabilities Non-current liabilities Financial liabilities Borrowings 16,346 20,521 Derivatives 24 - Other financial liabilities 205 281 Provisions 1,081 988 Other non-current liabilities 3,101 2,468 Total non-current liabilities 20,757 24,258

Current Liabilities Financial liabilities Borrowings 15,089 17,180 Trade payables (a) Total outstanding dues of micro, small and medium enterprises 92 59 (b) Total outstanding dues of creditors other than micro, small and medium enterprises 11,248 11,203 Derivatives 152 343 Other financial liabilities 13,054 11,483 Provisions 167 140 Income tax liabilities (net) 46 46 Other current liabilities 8,050 8,275 Total current liabilities 47,898 48,729 Total Equity and Liabilities 1,49,424 1,50,867

Standalone Profit and Loss for Vedanta Limited (For Half year ended September 30, 2019)

Half year ended Particulars September 30, 2019

Revenue from operations 18,121 Other operating income 196 Other income 2,528 Total Income 20,845

Expenses: Cost of materials consumed 5,960 ChangesPurchases in of inventories stock-in-trade of finished goods, work-in-progress and stock-in- 9 trade 1,718 Power and fuel charges 4,534 Employee benefits expense 437 Finance costs 1,781 Depreciation, depletion and amortisation expense 1,642 Other expenses 3,853 Total expenses 19,934 Profit before exceptional items and tax 911 Net exceptional gain - Profit before tax 911 Tax (benefit)/expense : On other than exceptional items Net deferred tax (benefit)/expense (1,752) On exceptional items Net deferred tax expense - Net tax (benefit)/expense: (1,752) Net Profit for the period (A) 2,663 Other Comprehensive Income Items that will not be reclassified to profit or loss Re-measurements (loss)/gain of defined benefit plans (15) Tax credit 5 (Loss)/gain on FVOCI equity investment (29) (39) Items that will be reclassified to profit or loss Net (loss)/gain on cash flow hedges recognised during the period 72 Tax credit/(expense) (25) Net (gain)/loss on cash flow hedges recycled to statement of profit and loss (2) Tax (expense)/credit 1 Exchange differences on translation 168 Tax (expense)/credit 5 219 Total Other Comprehensive Income for the period (B) 180 Total Comprehensive Income for the period (A+B) 2,843 Earnings per share after tax and exceptional items (in ₹) - Basic & Diluted 7.16 Earnings per share after tax but before exceptional items (in ₹) - Basic & Diluted 7.16

Standalone Balance Sheet for Vedanta Limited (As on March 31, 2018 & March 31, 2017)

As at As at Particulars Note March 31, 2018 March 31, 2017

ASSETS Non-current assets Property, plant and equipment 5 38,132 36,042 Capital work-in-progress 5 9,392 12,215 Intangible assets 5 44 155 Exploration intangible assets under development 5 7,977 5,028 Financial assets Investments 6 62,473 66,417 Trade receivables 11 471 551 Others 7 443 388 Deferred tax assets (net) 35 - 1,958 Income tax assets (net of provisions) 2,429 2,189 Other non-current assets 8 2,577 1,863 Total non-current assets 1,23,938 1,26,806

Current assets Inventories 9 8,149 5,540 Financial assets Investments 10 5,537 19,668 Trade receivables 11 1,968 1,529 Cash and cash equivalents 12 1,144 638 Other bank balances 13 450 776 Loans 14 14 286 Others 15 3,105 9,274 Other current assets 16 2,864 1,667 Total current assets 23,231 - 39,378 - Total assets 1,47,169 1,66,184 EQUITY AND LIABILITIES

Equity Equity share capital 17 372 372 Other equity 18 78,941 79,396 Total equity 79,313 79,768 Liabilities Non-current liabilities Financial liabilities Borrowings 19 14,810 22,248 Other financial liabilities 20 44 3,208 Provisions 21 852 808 Deferred tax liabilities (net) 35 26 - Other non-current liabilities 22 2,479 2,541 Total non-current liabilities 18,211 - 28,805 - Current Liabilities Financial liabilities Borrowings 23 18,320 14,309 Trade payables 24 14,066 14,975 Other financial liabilities 25 12,270 24,639 Other current liabilities 26 4,815 3,561 Provisions 27 129 82 Current tax liabilities (net of payments) 45 45 Total current liabilities 49,645 57,611 Total Equity and Liabilities 1,47,169 1,66,184

Standalone Profit and Loss for Vedanta Limited (For the year ended March 31, 2019, March 31, 2018 & March 31, 2017) Rs. in Crores

Year Ended Year Ended Year Ended Particulars 31.03.2019 31.03.2018 31.03.2017

Revenue Revenue from operations (Net of excise duty) 38,098 45,046 36,663 Add: Excise duty - 450 1,877 Revenue from operations (Gross of excise duty) 38,098 45,496 38,540 Other operating income 546 478 Other income 6,152 3,559 9,705 Total Income 44,796 49,533 48,245 Expenses Cost of materials consumed 15,508 25,209 18,788 Purchases of Stock-in-Trade 505 426 580 Changes in inventories of finished goods , work-in-progress and 307 (11) (417) stock - in- trade Power & fuel charges 9,179 6,643 4,582 Employee benefits expense 862 802 784 Excise Duty on sales - 450 1,877 Finance costs 3,757 3,353 3,896 Depreciation, depletion and amortization expense 3,243 2,842 2,986 Other expenses 5,585 4,998 4,695 Share of expenses in producing oil and gas blocks 1,227 1,004 1,000 Total expenses 40,173 45,716 38,771 Profit/(Loss) before exceptional items and tax 4,623 3,817 9,474 Net exceptional gain/(loss) (Refer note 5) 324 5,407 1,324 Profit/(Loss) before tax 4,947 9,224 10,798 Tax expense/(benefit) on other than exceptional items: Net Current tax expense 5 - 2.00 Net Deferred tax (benefit)/expense (245) 1,026 (360) Tax expense on exceptional items (Refer note 5): Net Current tax expense - - Net Deferred tax expense 112 942 87 Net tax (benefit)/expense: (128) 1,968 (271) Net Profit after tax (a) 5,075 7,256 11,069

Net Profit after tax before exceptional items (net of tax) 4,863 2,791 9,745 Other Comprehensive Income (a) Items that will not be reclassified to profit or loss (49) 91 29

(b) Tax benefit/(expense) on items that will not be reclassified to 1 5 (10) profit or loss (a) Items that will be reclassified to profit or loss 415 44 (81) (b) Tax benefit/(expense) on items that will be reclassified to profit 50 (5) (22) or loss Total Other Comprehensive Income (b) 417 135 (84)

Total Comprehensive Income (a+b) 5,492 7,391 10,985 Earnings per share after exceptional items (₹) (*not annualised) - Basic & Diluted 13.65 19.47 29.04

Earnings per share before exceptional items (₹) (*not annualised) - Basic & Diluted 13.08 7.46 25.72

Standalone Cash Flow Statement of Vedanta Limited (for half year ended September 30, 2019) Rs Crores

Particulars September 30, 2019

Cash flows from operating activities Profit before tax 911 Adjustments for: Depreciation, depletion and amortization 1,667 Net exceptional gain - Provision/ (Reversal of provision) for doubtful debts/advances 29 Exploration costs written off - Fair value gain on financial assets held at fair value through profit or loss (122) Loss on sale of property, plant and equipments, net 29 Foreign exchange loss/(gains), net 124 Unwinding of discount on decommissioning liability 15 Share based payment expense 28 Interest and dividend income (2,342) Interest expense 1,766 Deferred government grant (37)

Changes in assets and liabilities: Decrease/ (Increase) in trade and other receivables 1,750 Decrease in inventories 2,529 Decrease in trade and other payables (327) Cash generated from operations 6,020 Income taxes refund/(paid) 497 Net cash generated from operating activities 6,517

Cash flows from investing activities Purchases of property, plant and equipment (including intangibles) (1,375) Proceeds from sale of property, plant and equipment 32 Loans given to related parties (2,529) Loans repaid by related parties 400 Proceeds from redemption of short-term deposits 519 Short-term deposits made (189) Proceeds from sale of short-term investments 15,558 Short-term investments made (15,177) Interest received 181 Dividends received 2,134 Investment made in Subsidiary -

Net cash used in investing activities (446)

Cash flows from financing activities Repayment of short term borrowings (net) (2,394) Proceeds from current borrowings 2,080 Repayment of current borrowings (1,764) Proceeds from long-term borrowings 700 Repayment of long-term borrowings (2,866) Interest paid (2,373)

Net cash (used in) / generated from financing activities (6,617)

Net (decrease)/increase in cash and cash equivalents (546) Cash and cash equivalents at the beginning of the period 3,284 Cash and cash equivalents at the end of the period 2,738 49

Standalone Cash Flow for Vedanta Limited (For the year ended March 31, 2019 & March 31, 2018 ) Rs Crores Year ended Year ended Particulars March 31, 2019 March 31, 2018 * Cash flows from operating activities Profit before tax 4,947 9,224 Adjustments for : Depreciation, depletion and amortization 3,271 2,869 Impairment reversal (net) (265) (5,520) Other exceptional items (59) 113 Provision for doubtful debts/advances / Bad debts written off - 38 Exploration costs written off 48 - Fair value gain on financial assets held for trading (96) (615) Loss on sale / discard of property, plant and equipment (net) 76 11 Foreign exchange loss/(gain) (net) 71 (78) Unwinding of discount on decommissioning liability 30 27 Other non-operating income - 18 Share based payment expense 51 27 Interest and dividend income (5,947) (2,798) Interest expense 3,727 3,326 Deferred government grant (72) (69) Changes in assets and liabilities: Increase in trade and other receivables (844) (313) Decrease/(Increase) in inventories 490 (2,623) Increase in financial and other assets (853) (1,078) Decrease in trade and other payable (512) (1,025) Increase in other current and non-current liabilities 3,331 1,265 Cash generated from operations 7,394 2,799 Income taxes refund/(paid) 305 (59) Net cash generated from operating activities 7,699 2,740 Cash flows from investing activities Purchases of property, plant and equipment (including intangibles) (2,498) (2,198) Proceeds from sale of property, plant and equipment 60 7 Loans given to related parties (380) (225) Loans repaid by related parties 30 223 Proceeds from redemption of short-term deposits 840 392 Short-term deposits made (1,068) (336) Proceeds from sale of short term investments 26,571 55,873 Short-term investments made (25,321) (41,353) Interest received 370 610 Dividend received 7,147 8,101 Investment made in Subsidiary (1,770) (18) Payments made to site restoration fund (27) (43) Net cash from investing activities 3,954 21,033 Cash flows from financing activities (Repayment)/Proceeds from short term loan (net) (1,833) 3,815 Proceeds from current borrowings 3,407 3,650 Repayment of current borrowings (2,739) (3,482) Proceeds from long-term borrowings 10,270 1,143 Repayment of long-term borrowings (7,658) (10,721) Interest paid (4,042) (3,489) Payment of dividends to equity holders of the parent, including dividend distribution tax (7,005) (14,461) Net cash used in financing activities (9,600) (23,545) Net increase in cash and cash equivalents 2,053 228 Cash and cash equivalents at the beginning of the year 1,231 1,003 Cash and cash equivalents at the end of the year (Note 12) 3,284 1,231 Notes: 1. The figures in bracket indicates outflow. 2. The cash flow statement has been prepared using the indirect method as set out in Ind AS 7

Standalone Cash Flow for Vedanta Limited (For the year ended March 31, 2017 ) Cash Flow Statement for the year ended March 31, 2017 (₹ in Crore)

Year ended Year ended March 31, 2017 March 31, 2016 Cash flows from operating activities Profit/ (loss) before tax 10,798.01 (17,759.55) Adjustments to reconcile profit /(loss) before tax to net cash flows: Depreciation, depletion and amortization 3,012.14 4,332.10 Exceptional Items (excluding voluntary retirement expenses) (1,324.10) 25,564.24 Provision for doubtful debts/advances 2.12 5.01 Exploration costs written off 29.34 12.63 Fair value gain on financial assets held for trading (1,042.39) (889.83) Loss/(profit) on sale of fixed asset, net 18.58 - Foreign exchange loss/(gains), net 122.89 134.21 Unwinding of discount on decommissioning liability 31.40 29.33 Loss on sale of investment in subsidiary 2.66 4.09 Other non-operating income (47.43) (177.12) Share based payment expense 22.46 33.75 Interest and dividend income (8,533.48) (8,794.06) Finance cost 3,742.07 3,437.01 Deferred government grant (64.65) (62.26) Changes in assets and liabilities: (Increase)/ Decrease in trade and other receivables (189.75) 487.74 (Increase)/ Decrease in inventories (322.21) 354.84 Decrease/ (Increase) in financial and other assets 101.47 (924.32) Increase in trade and other payable 1,862.33 778.34 (Decrease)/ Increase in other current and non-current liabilities (45.61) 3,310.12 Cash generated from operations 8,175.85 9,876.27 Income taxes paid (36.68) (31.21) Net cash generated from operating activities 8,139.17 9,845.06

Cash flows from investing activities Purchases of property, plant and equipment (including intangibles) (1,636.33) (1,543.08) Proceeds from sale of property, plant and equipment 12.25 6.90 Loans repaid by/(given to) related parties 142.02 (232.58) Proceeds from redemption of short-term deposits 111.75 11.66 Purchases of short-term deposits (280.72) (7.47) Proceeds from sale of short term investments 60,980.03 57,000.53 Purchases of short term investments (64,914.33) (56,518.16) Interest received 464.96 343.67 Dividend received 7,105.48 1,728.51 Payment towards investment in Subsidiary (15,551.80) (8,284.92) Payments made to site restoration fund (40.04) (62.30) Proceeds from sale of investment in subsidiary 0.20 0.21 Foreclosure income - 135.00 Net cash used in investing activities (13,606.53) (7,422.03)

Cash flows from financing activities Proceeds on exercise of Cairn stock options 2.42 - Proceeds from short-term borrowings 42,429.97 40,828.96 Repayment of short-term borrowings (35,522.24) (38,356.36) Repayment of short-term borrowings to related parties - (7.52) Proceeds from long-term borrowings 6,020.00 6,295.32 Repayment of long-term borrowings (3,188.37) (4,806.81) Interest paid (4,134.47) (3,221.96) Payment of dividends to equity holders of the parent, including dividend distribution tax (790.45) (2,097.92) Proceeds from release of escrow account - 143.12 Net cash generated from /(used in)financing activities 4,816.86 (1,223.17) Net (decrease)/increase in cash and cash equivalents (650.50) 1,199.86 Cash and cash equivalents at the beginning of the year 1,652.84 452.98 Cash and cash equivalents at year end (Note 12) 1,002.34 1,652.84

Notes: 1. The figures in bracket indicates outflow. 2. The cash flow statement has been prepared using the indirect method as set out in Ind-AS 7

Consolidated Financials of the Borrower

Consolidated Balance sheet for Vedanta Limited (For the period as on September 30, 2019, March 31, 2019, March 31, 2018 & March 31, 2017)

Consolidated Balance Sheet (₹ in Crore)

As at As at As at As at Particulars September 30, 2019 March 31, 2019 March 31, 2018 March 31, 2017 A ASSETS 1 Non-current assets (a) Property, Plant and Equipment 94,332 95,515 79,330 75,835 (b) Capital work-in-progress 24,167 22,236 16,140 17,671 (c) Intangible assets 897 882 949 921 (d) Exploration intangible assets under development (Refer note 4) 2,900 2,723 15,915 9,886 (e) Financial assets (i) Investments (Refer note 8) 170 4,891 164 73 (ii) Trade receivables 2,916 3,688 1,347 1,169 (iii) Loans 18 20 23 26 (iv) Others 1,206 1,083 3,142 2,989 (f) Deferred tax assets (net) 5,118 3,475 4,934 7,492 (g) Income tax assets (net) 2,498 3,484 3,389 2,817 (h) Other non-current assets 4,353 4,218 4,138 3,355 Total Non-current assets 1,38,577 1,42,215 1,29,471 1,22,234

2 Current assets (a) Inventories 10,641 13,198 11,967 9,628 (b) Financial Assets (i) Investments 27,053 28,174 28,536 46,889 (ii) Trade receivables 2,589 4,630 3,969 2,240 (iii) Cash and cash equivalents 8,151 7,289 4,236 9,864 (iv) Other bank balances 457 1,080 980 4,259 (v) Loans 81 82 82 79 (vi) Derivatives 181 78 152 (vii) Others 1,032 2,482 1,205 1,106 (c) Income tax assets (net) 22 8 15 14 (d) Other current assets 2,845 3,455 3,972 2,717 Total Current assets 53,052 60,476 55,114 76,796 - Total assets 1,91,629 2,02,691 1,84,585 1,99,030 B EQUITY AND LIABILITIES

1 Equity Equity Share Capital 372 372 372 372 Other Equity 65,674 61,925 62,940 60,128 Equity attributable to owners of Vedanta Limited 66,046 62,297 63,312 60,500

2 Non-controlling interests 16,431 15,227 15,961 13,928

Total Equity 82,477 77,524 79,273 74,428

Liabilities 3 Non-current liabilities (a) Financial liabilities (i) Borrowings 29,652 34,721 26,789 30,255 (ii) Derivatives 98 99 118 (iii) Other financial liabilities 622 1,569 276 3,376 (b) Provisions 2,813 2,596 2,361 2,054 (c) Deferred tax liabilities (net) 3,809 4,484 4,218 2,084 (d) Other non-current liabilities 5,057 4,409 4,303 4,158 Total Non-current liabilities 42,051 47,878 38,065 41,927

4 Current liabilities (a) Financial liabilities (i) Borrowings 16,909 22,982 21,951 32,245 (ii) Trade payables 17,094 17,352 17,843 18,459 (iii) Derivatives 229 451 143 (iv) Other financial liabilities 20,398 22,288 18,668 24,305 (b) Provisions 465 387 410 293 (c) Income tax liabilities (net) 217 409 311 (d) Other current liabilities 11,789 13,420 7,921 203 Total Current liabilities 67,101 77,290 67,247 82,675 Total Equity and Liabilities 1,91,629 2,02,691 1,84,585 1,99,030 52

Consolidated Profit and Loss for Vedanta Limited (For the period Half year ended September 30, 2019, year ended March 31, 2019, March 31, 2018 & March 31, 2017)

Half Year Ended Year Ended Year Ended Year Ended S. No. Particulars 30.09.2019 31.03.2019 31.03.2018 31.03.2017

1 Revenue Revenue from operations (Net of excise duty) 42,906 90,901 90,954 72,225 Add: Excise duty - 1,057 3,946 Revenue from operations (Gross of excise duty) 42,906 90,901 92,011 76,171 2 Other operating income (Refer note 7) 426 1,147 912 3 Other income 1,236 4,018 3,205 4,581 Total Income 44,568 96,066 96,128 80,752 4 Expenses a) Cost of materials consumed 10,598 25,490 31,582 22,460 b) Purchases of stock-in-trade 0 588 220 649

Changes in inventories of finished goods, work-in- c) 1,287 72 450 (1,229) progress and stock-in-trade

d) Power & fuel charges 9,389 18,144 14,026 10,233 e) Employee benefits expense 1,457 3,023 2,496 2,339 f) Excise duty on sales - - 1,057 3,946 g) Finance costs 2,681 5,689 5,112 5,855 h) Depreciation, depletion and amortization expense 4,550 8,192 6,283 6,292 i) Other expenses 10,980 21,628 18,230 16,441 5 Total expenses 40,942 82,826 79,456 66,986 6 Profit before exceptional items and tax 3,626 13,240 16,672 13,766 7 Net exceptional gain (Refer note 5) (422) 320 2,897 (114) 8 Profit before tax 3,204 13,560 19,569 13,652 9 Tax expense: On other than exceptional items a) Net Current tax expense 953 2,677 2,867 2,302 b) Net Deferred tax expense (2,368) 1,073 2,472 (199)

c) Distribution tax credit on dividend from subsidiaries - (1,536) 196

On Exceptional items (Refer note 5) 0 a) Net Current tax expense - - 51 0 b) Net Deferred tax expense (56) 112 2,023 34 Net tax expense: (1,471) 3,862 5,877 2,333 Profit after tax before share in profit of jointly 10 controlled entities and associates and non- 4,675 9,698 13,692 11,319 controlling interests Add: Share in profit of jointly controlled entities and 11 (1) 0 0 (3) associates Profit after share in profit of jointly controlled 12 4,674 9,698 13,692 11,316 entities and associates (a) 13 Other Comprehensive Income i. (a) Items that will not be reclassified to profit or loss (152) (85) 97 22 (b) Tax benefit/(expense) on items that will not be 42 25 3 3 reclassified to profit or loss ii. (a) Items that will be reclassified to profit or loss 461 516 2,042 (286) (b) Tax benefit/(expense) on items that will be (41) 1 34 (4) reclassified to profit or loss Total Other Comprehensive Income (b) 310 457 2,176 (265) 14 Total Comprehensive Income (a + b) 4,984 10,155 15,868 11,051 15 Paid-up equity share capital (Face value of ₹ 1 each) 372 372 372 297 Earnings per share after exceptional items (₹) 16 (*not annualised) -Basic 9.48 * 19.07 28.30 23.47 -Diluted 9.44 * 18.98 28.24 23.46

Consolidated Cash Flow Statement for Vedanta Limited (For the period Half year ended September 30, 2019, year ended March 31, 2019, March 31, 2018 & March 31, 2017)

Half year Year ended Year ended Year ended ended March 31, March 31, March 31, September 30, 2019 2018 2017 2019 Cash flows from operating activities Profit before tax 3,204 13,560 19,569 13,652 Adjustments to reconcile profit before tax to net cash flows: Depreciation, depletion and amortization 4,576 8,220 6,310 6,317 Impairment (reversal)/charge/Loss on unusable CWIP 504 (261) (4,327) Other Exceptional Items(including recycle of FCTR) (82) (59) 1,598 114 Provision for doubtful debts/advances (2) - 68 19 Unsuccessful exploration costs written off 0 50 - 41 Fair value gain on financial assets held for trading (254) (1,988) (1,676) (3,185) Loss/(profit) on sale of fixed asset, net 42 68 15 44 Exchange Loss/(gains), net 36 512 82 135 Unwinding of discount 46 93 84 85 Other non-operating income - - 22 (51) Share based payment expense 46 81 47 7 Interest and dividend income (939) (1,447) (1,304) (1,193) Interest expenses 2,631 5,593 4,996 5,635 Deferred Government Grant (100) (183) (145) 130

Changes in assets and liabilities: (Increase)/ Decrease in trade and other receivables 4,015 (1,755) (1,685) (917) (Increase)/ Decrease in inventories 2,655 (418) (2,215) (1,623) Increase in other financial and non-financial assets - (935) (1,633) (531) Increase in trade and other payable (2,747) 932 101 5,707 Increase in other current and non-current liabilities - 4,304 657 (840) Cash generated from operations 13,631 26,367 20,564 23,284 Income taxes paid (172) (2,613) (3,198) (5,307) Net cash provided in operating activities 13,459 23,754 17,366 17,977 Cash flows from investing activities Acquisition of Subsidiary (5,075) (859)

Purchases of property, plant and equipment (including intangibles) (4,703) (8,942) (7,334) (5,517) Proceeds from sale of property, plant and equipment 45 125 38 81 Loans repaid by related parties /(Loans to related parties) (0) - - (1) Proceeds from short-term deposits 1,396 4,406 6,230 1,090 Purchases of short-term deposits (845) (1,926) (3,774) (3,635) Proceeds from short term investments 40,103 83,362 1,02,592 1,03,201 Purchases of short term investments (37,718) (81,523) (82,841) (93,585) Interest received 438 884 1,405 1,144 Dividends received 31 30 10 1 Payment towards investment in Subsidiary - - - (4) Payments made to site restoration fund - (55) (71) (65) Proceeds from sale of investment in subsidiary - 0 0 Proceeds from Structured investment 3,077 (1,816) - Payments towards Structured investment (435) Net cash used in investing activities 1,389 (10,530) 15,396 2,711 Cash flows from financing activities - Proceeds from Cairn Stock Options 2 Proceeds from/(repayment of) working capital loan, net (6,333) (626) (3,945) Proceeds from short-term borrowings 2,167 4,429 4,238 72,677 Repayment of short-term borrowings (2,000) (3,179) (9,291) (58,204) Proceeds from long-term borrowings 2,020 16,835 8,271 8,847 Repayment of long-term borrowings (6,357) (9,760) (16,542) (7,191) Interest paid (3,464) (6,009) (5,006) (6,150) Loans from related parties - - - 191 Loans repaid to related parties - - - (12,715) Payment of dividends to equity holders of the parent, including - (8,076) (14,881) (519) dividend distribution tax Payment of dividends to non-controlling interests, including - (3,716) (1,931) (9,154) dividend distribution tax Purchase of Treasury Shares for stock options - (144) (202) (103) Excersice of Stock Options - 4 34 Net cash provided/(used in)from financing activities (13,967) (10,242) (39,255) (12,319) Effect of exchange rate changes on cash and cash equivalents (25) (64) 84 (30) Net (decrease)/increase in cash and cash equivalents 856 2,918 (6,409) 8,339 Cash and cash equivalents at the beginning of the year 7,385 4,467 10,876 2,537 Cash and cash equivalents at the end of the year 8,241 7,385 4,467 10,876 54

(b) Key Financial Parameters as on September 30,2019 and for last 3 financial year (Standalone)

Half year Sep Sr No Parameters 2018-19 2017-18 2016-17 30, 2019 1 Net Worth 80,769 77,880 79,313 79,768 2 Total Debt 37,961 42,204 40,713 43,233 3 - Long Term Borrowing (Non-Current) 16,346 20,521 14,810 22,248 4 - Short Term Borrowing 15,089 17,180 18,320 14,309 5 - Current Maturities of Long Term Borrowing 6,526 4,503 7,583 6,676 6 Non-Current Liabilities (excluding 3) 4,411 3,737 3,401 6,557 7 Net Fixed Assets (including CWIP) 55,617 56,737 55,545 53,440 8 Non-Current Assets (excluding 7) 74,505 71,473 68,393 73,366 9 Cash and Cash Equivalents 2,666 3,209 1,144 638 10 Current Investments 4,077 4,378 5,537 19,668 11 Current Assets (excluding 9 and 10) 15,225 15,070 16,550 19,072 12 Current Liabilities (excluding 4 and 5) 26,283 27,046 23,742 36,626 13 Net Sales (Total Income) 20,845 44,796 49,533 48,245 14 EBITDA 4,334 11,623 10,462 16,356 15 EBIT 2,692 8,380 7,620 13,370 16 Finance Cost 1,781 3,757 3,353 3,896 17 PBT 911 4,947 9,224 10,798 18 PAT 2,663 5,075 7,256 11,069 19 Dividend amounts (including Tax) -7,005 -7,881 -7,370 20 Current ratio (Note 1) 0.46 0.46 0.47 0.68 21 Gross debt/equity ratio (Note 3) 0.47 0.54 0.51 0.54 22 Interest coverage ratio (Note 2) 3.05 3.24 3.08 4.95 23 Debt Service Coverage Ratios (Note 4) 1.29 1.03 1.00 2.60 Notes: 1. Current Ratio=Current Assets/Current Liabilities 2. Interest coverage ratio = (PBT + Interest)/ Interest 3. Gross Debt/Equity = Total Debt/ Net worth 4. Debt Service Coverage Ration= (PBT + Interest)/ (Interest + Current Maturities of Long Term Borrowings) 5. Net Worth = Equity + Total Reserves & Surplus

C) ANY CHANGE IN ACCOUNTING POLICIES DURING THE LAST THREE YEARS AND THEIR EFFECT ON THE PROFITS AND THE RESERVES OF THE COMPANY)

The Company has adopted new Ind AS accounting standards w.e.f. 01st April 2017.

d) DETAILS OF BORROWINGS OF THE COMPANY AS ON 31st October 2019 i. Details of Secured Loan Facilities as on 31st October 2019: (Rs. Cr unless otherwise specified) Principal Type of Sanctioned Repayment Date/ Lender’s Name amount Details of Security Facility Amount Repayment Schedule outstanding Cash State Bank of Credit/ 1000 - Repayable on Demand India EPC Cash First charge by way Barclays Credit / 350 40 Repayable on Demand of hypothecation of EPC the Company’s entire Cash stocks of raw ICICI Bank Credit/ 10 4 Repayable on Demand materials, semi- EPC finished and finished Cash goods, consumable HDFC Bank Credit/ 1520 700 Repayable on Demand EPC stores and spares Cash and such other Axis Bank Credit/ 400 - Repayable on Demand movables including EPC book-debts, bills Cash whether IDBI Bank Credit/ 75 - documentary or EPC clean, outstanding Cash ICICI Bank Credit/ 500 - monies, receivables, EPC both present and Cash future, in a form and Deutsche Bank Credit/ 100 - Repayable on Demand manner satisfactory EPC to the Bank, ranking Cash Kotak pari passu with other Credit/ 750 250 Repayable on Demand Mahindra Bank participating banks. EPC

Cash SCB Credit/ 5 - Repayable on Demand EPC

Term First Pari Passu Axis Bank 1,000 890 Payable by way of Loan Charge by way of structured quarterly Mortgage / installments starting Hypothecation of the Bank of Baroda from March 31, 2016 and Term immovable/ movable (erstwhile 500 444 ending on December Loan assets of Aluminium Vijaya Bank) 2030. Division. State Bank of Term 500 445 India Loan Term Payable in 6.25 years by First Pari Passu Bank of India 2,000 342 Loan way of structured Charge by way of

Term quarterly installments Mortgage / Syndicate Bank 1,025 75 Loan starting from December Hypothecation of the 31, 2014 and ending on immovable/ movable Term Bank of Baroda 2,000 419 December 2020. assets of Aluminium Loan Division. First Pari Passu Payable in 7.25 years by Charge by way of way of structured Mortgage / State Bank of Term quarterly installments 5,000 3,125 Hypothecation of the India Loan starting from December immovable/ movable 31, 2014 and ending on assets of Aluminium March 2022. Division. First Pari Passu Payable by way of Charge by way of structured quarterly Mortgage / State Bank of Term installments starting 1,250 1,156 Hypothecation of the India Loan from March 31, 2018 and immovable/ movable ending on December assets of Aluminium 2025. Division. First Pari Passu Payable by way of 7 half Charge by way of yearly installments Mortgage / Term Axis Bank 2,700 1,170 starting from November Hypothecation of the Loan 30,2018 and ending on immovable/ movable April 2021 assets of Aluminium Division. First Pari Passu Payable by way of 55 Charge by way of structured quarterly Mortgage / Term Canara Bank 300 267 installments starting Hypothecation of the Loan from June 30,2017 and immovable/ movable ending on Dec 2030 assets of Aluminium Division. First Pari Passu Payable by way of 31 Charge by way of structured quarterly Mortgage / Term Bank of Baroda 3,000 3,000 installments starting Hypothecation of the Loan from Sep 30 ,2020 and immovable/ movable ending on Mar 2028 assets of Aluminium Division. First Pari Passu Payable by way of 24 Charge by way of structured quarterly Mortgage / Kotak Term 650 390 installments starting Hypothecation of the Mahindra Loan from Oct 31 ,2018 and immovable/ movable ending on Jul 2024 assets of Aluminium Division.

First Pari Passu Payable by way of 20 Charge by way of structured quarterly Mortgage / Term Indusind Bank 1,000 900 installments starting Hypothecation of the Loan from Nov ,2018 and immovable/ movable ending on Aug 2023 assets of Aluminium Division. First Pari Passu Payable by way of 40 Charge by way of structured quarterly Mortgage / Term ICICI Bank 500 468 installments starting Hypothecation of the Loan from Dec 31 ,2018 and immovable/ movable ending on Sep 2028 assets of Aluminium Division. First Pari Passu Payable by way of 24 Charge by way of structured quarterly Mortgage / United Bank of Term 150 146 installments starting Hypothecation of the India Loan from Oct 31 ,2018 and immovable/ movable ending on Jul 2024 assets of Aluminium Division. First Pari Passu Payable by way of 20 Charge by way of structured quarterly Mortgage / Union Bank of Term 500 300 installments starting Hypothecation of the India Loan from Dec 31 ,2019 and immovable/ movable ending on Sep 2024 assets of Aluminium Division. First Pari Passu Payable by way of 12 Charge by way of structured quarterly Mortgage / FCNR ICICI Bank Ltd 700 700 installments starting Hypothecation of the (B) from Nov 31 ,2019 and immovable/ movable ending on Aug 2022 assets of Aluminium Division. Total 27,485 15,231 Note: Secured NCD are covered under point no. (iii) Details of NCD. ii. Details of Unsecured Loan Facilities as on 31st October 2019:

Principal Sanctioned amount Repayment Date/ Lender’s Name Type of Facility Amount outstanding Repayment Schedule (Rs Cr.) (Rs. Crs.) Mutual Commercial 15,000.00 12,350.00 Repayable in FY 2019-20 Funds/Banks Paper Total 15,000.00 12,350.00

iii. Details of NCDs as on 31st October 2019:

Redemp tion Credit Tenor/ Amou Date of Secured/ Sr Debenture Coupo date/ Rating(at Security Period of nt (In Allotme Unsecure no. Series n Redemp the time of details Maturity Rs Crs) nt d tion Issuance) Schedule i) Mortgage of 9.45% Specific Land Secured (ii)Hypothecati Redeemable 9.45% 17-Aug- 17-Aug- 1 5 years 2,000 CRISIL AA + Secured on of Specific Non- p.a. 2015 2020 Movable Convertible assets of the Debentures Company i) Mortgage of 8.70% Specific Land Secured (ii)Hypothecati Redeemable 3 years 7 30-Sep- 20-Apr- 2 8.70% 600 CRISIL AA- Secured on of Specific Non- months 2016 2020 Movable Convertible assets of the Debentures Company i) Mortgage of 8.75% Specific Land Secured (ii)Hypothecati Redeemable 4 years & 07-Oct- 15-Apr- 3 8.75% 250 CRISIL AA- Secured on of Specific Non- 6 months 16 21 Movable Convertible assets of the Debentures Company i) Mortgage of 8.75% Specific Land Secured (ii)Hypothecati Redeemable 07-Oct- 15-Sep- 4 5 years 8.75% 250 CRISIL AA- Secured on of Specific Non- 16 21 Movable Convertible assets of the Debentures Company i) Mortgage of 7.95% Specific Land Secured (ii)Hypothecati Redeemable 3 years & 22-Nov- 22-Apr- 5 7.95% 300 CRISIL AA- Secured on of Specific Non- 5 months 2016 2020 Movable Convertible assets of the Debentures Company i) Mortgage of 7.50% Specific Land Secured (ii)Hypothecati Redeemable 30-Nov- 30-Nov- 6 3 years 7.50% 200 CRISIL AA- Secured on of Specific Non- 2016 2019 Movable Convertible assets of the Debentures Company

i) Mortgage of 8.50% Specific Land Secured (ii)Hypothecati Redeemable 05-Apr- 05-Apr- CRISIL 7 3 years 8.50% 2350 Secured on of Specific Non- 2018 2021 AA/Positive Movable Convertible assets of the Debentures Company i) Mortgage of 8.50% Specific Land Secured (ii)Hypothecati Redeemable 3 years & 05-Apr- 15-Jun- CRISIL 8 8.50% 1650 Secured on of Specific Non- 3months 2018 2021 AA/Positive Movable Convertible assets of the Debentures Company i) Mortgage of 9.18% Specific Land Secured (ii)Hypothecati Redeemable 2 years & 04-Jul- 02-Jul- CRISIL 9 9.18% 1000 Secured on of Specific Non- 363 days 2018 2021 AA/Positive Movable Convertible assets of the Debentures Company

Details of Top 10 Holders for all outstanding debenture issues

S. No of Shares / Amt Name of Debenture Holder No. Securities (In Rs Cr) 1 FRANKLIN INDIA ULTRA SHORT BOND FUND 9300 930 2 ICICI PRUDENTIAL SAVINGS FUND 8650 865 3 SBI LIFE INSURANCE CO.LTD 6000 600 4 HDFC TRUSTEE COMPANY LTD A/C HDFC CREDIT RISK DEBT 5777 578 5 ICICI PRUDENTIAL CREDIT RISK FUND 4500 450 6 ICICI PRUDENTIAL FLOATING INTEREST FUND 4500 450 7 ICICI PRUDENTIAL EQUITY & DEBT FUND 3124 312 8 STATE BANK OF INDIA 3000 300 9 HDFC LIFE INSURANCE COMPANY LIMITED 2500 250 10 AXIS BANK LIMITED 2200 220

iv. Amount of Corporate Guarantee issued by the Issuer along with name of the Counterparty, on behalf of whom it has been issued as on 30th September 2019

Amount Counterparty (in Rs. Crs) Talwandi Sabo Power Limited 6,354 Vizag General Cargo Berth Private Limited 483 Copper Mines of Tasmania Pty Limited 30 Thalanga copper mines Pty Limited 28 Electrosteel Limited 962 Fujairah Gold FZC. 811 Black Mountain Mining (Proprietary) Limited 427 Volcan 115 Vedanta Star 3400 Total 12,610

v. Details of Commercial Papers as on 31st October 2019

Amount Maturity Date (Rs. Crs.) 12,350 Various dates in FY 2019-20

vi. Details of Rest of the Borrowings (if any, including hybrid debt like FCCB, Optionally Convertible Debentures / Preference Shares) as on 31st October 2019:

NIL vii. Details of all default/s and/or delay in payment of interest and principal of any kind of term loans, debt securities and other financial indebtedness including corporate guarantees issued by the Company, in the past 5 years:

NIL viii. Details of any outstanding borrowings taken/ debt securities issued where taken / issued (i) for consideration other than cash, whether in whole or part, (ii) at a premium or discount, or (iii) in pursuance of an option

NIL

e) GROSS DEBT EQUITY RATIO OF THE COMPANY Before the Issue of Debt After considering the Particulars Securities proposed Issue of NCD Debt / Equity Ratio* 0.47 0.49 *considering financials of H1 FY 2019-20  Debt means Long term Borrowings, Short Term Borrowings and Current Maturity of Long Term Borrowings  Equity means Share Capital of company plus Reserves and Surplus.  Debt/Equity Ratio after the proposed issue consider refinancing of debts from the proceeds of the issue.

4. Details of Share Capital and Share Holding Pattern a) Detail of Share Capital as on 30th Sep 2019 Amount Details of Share Capital No. of Shares (₹ In Crores) a) Authorised Share Capital Equity Shares of ₹ 1 each 44,020,100,000 4,402.01 Redeemable Preference Share of Rs.10 each 3,010,000,000 3,010.00 Total 7,412.01 Issued, Subscribed and Paid up Equity Capital* 3,717,504,871 371.75 Issued, Subscribed and Paid up Redeemable Preference - - Shares of Rs. 10 each Total 371.75 b) Share Premium Account 19964.95 *includes 308,232 equity shares pending allotment kept in abeyance. During the Financial year 2018-19 the Company redeemed 3,010,000,000 Preference Shares of ₹ 10/- each as per their terms of issuance. The paid-up share capital of the Company was reduced from ₹ 33,817,504,871 divided into 3,717,504,871 equity shares of face value of ₹ 1 each and 3,010,000,000 preference shares of face value of ₹ 10 each to 3,717,504,871 equity shares of ₹1 each. b) Changes in Capital Structure as on 30th Sep 2019, for the last 5 years

Date of Change/AGM/ EGMDate of Change No. of Shares Amount (in Crores) Particulars (AGM/EGM)

A) Authorized Equity Share Capital (Equity shares of ₹ 1 each) As on 01.04.2014 51,260,000,000 51,26.00 - Pursuant to Scheme of Amalgamation with 08.04.2015 10,100,000 1.01 Sterlite Infra Limited dated April 08, 2015

Pursuant to Scheme of 23.03.2017 (7,250,000,000) (725) Amalgamation with Cairn India Limited Total Authorized Equity 44,020,100,000 44,02.01 - Share Capital B) Authorized Preference Share Capital of ₹ 10/- each 01.04.2014 - - - Pursuant to Scheme of Amalgamation of Sterlite 08.04.2015 35,000,000 35 Infra Limited and Vedanta Limited dated April 08, 2015 Pursuant to scheme of Amalgamation of Cairn 23.03.2017 29,75,000,000 2975.00 India Limited with Vedanta Limited Pursuant to the Scheme of Arrangement between Cairn India Limited and Vedanta Limited and their respective shareholders and creditors as approved by the Hon’ble National Company Law Tribunal, Mumbai Bench by order Total Authorised dated March 23, 2017 – 7.5% 4 (Four) preference Preference Share 0 0 shares of ₹ 10./- each for Capital every 1(one) equity shares of Cairn India of ₹ 10/- each. As per the terms of issuance pursuant to Scheme of Amalgamation, the preference shares were redeemed on October 27, 2018 C) Issued, Subscribed and Paid up Equity Capital (Equity shares of ₹ 1 each) Opening balance as on 01.04.2014 2,964,674,487 2,964,674,487 April 01, 2014 Allotment of equity shares

14,952 14,95214,952 of ₹ 1 each which were 13.08.2014 earlier kept in abeyance. Allotment of equity shares

25.02.2015 4,800 of ₹ 1 each which were 4,800 earlier kept in abeyance. Total 2,96,46,94,239 2,96,46,94,239

Pursuant to the Scheme of Arrangement between Cairn India Limited and Vedanta Limited and their respective shareholders and creditors as approved by the Hon’ble National 752,500,000 3,717,194,239 28.04.2017 Company Law Tribunal, Mumbai Bench by order dated March 23, 2017 – 1 (one) equity share of ₹ 1/- each for every 1(one) equity shares of Cairn India of ₹10/- each Allotment of equity shares 26.03.2018 2,400 2,400 of ₹ 1 each which were earlier kept in abeyance.

Pending allotment of equity shares to shareholders of erstwhile 30,8232 308,232 Sterlite Industries (India) Limited have been kept in abeyance. Total 3,717,504,871 D) Issued, Subscribed and Paid up Preference Share Capital (Preference shares of ₹ 10 each) Pursuant to the Scheme of Arrangement between Cairn India Limited and Vedanta Limited and their respective shareholders and creditors as approved by the Hon’ble National Company Law Tribunal, Mumbai Bench by order dated March 23, 2017 – 7.5% 4 (Four) preference 3,010,000,000 30,100,000,000 28-04-2017 shares of ₹ 10./- each for every 1(one) equity shares of Cairn India of ₹ 10/- each. As per the terms of issuance pursuant to Scheme of Amalgamation, the preference shares were redeemed on October 27, 2018 Total 0.00 0.00 During the Financial year 2018-19 the Company redeemed 3,010,000,000 Preference Shares of ₹ 10/- each as per their terms of issuance. The paid-up share capital of the Company was reduced from ₹ 33,817,504,871 divided into 3,717,504,871 equity shares of face value of ₹ 1 each and 3,010,000,000 preference shares of face value of ₹ 10 each to 3,717,504,871 equity shares of ₹ 1 each. 64

c) Equity Share Capital History of the Company as on 30th Sep 2019, for the last 5 years:

Consi Cumulative Remarks derati Date on No of Face Issue of (Cash, Nature of Equity Equity Equity Valu Price Allotm other Allotment No of Equity Share Share Shares e (Rs) (Rs) ent than Shares Capital Premium cash, (Rs) (in Rs Cr) etc)

Opening 01.04. 296,46,74,4 296,46,74 Balance as - ₹ 1/- - - 19964.95 2014 87 ,487 on April 1, 2014

Share allotted to the shareholders Other of erstwhile 13.8.2 296,46,89,4 296,46,89 14,952 ₹ 1/- - than Sterlite Industries 19964.95 014 39 ,439 cash (India) Limited which was earlier kept in abeyance

Share allotted to the shareholders Other of erstwhile 25.02. 296,46,94,2 296,46,94 4,800 ₹ 1/- - than Sterlite Industries 19964.95 2015 39 ,239 cash (India) Limited which was earlier kept in abeyance

Pursuant to the Scheme of Arrangement Other between Cairn 28.04. 752,50 3,717,194,2 3,717,194 ₹ 1/- - han India Limited and - 2017 0,000 39 ,239 cash Vedanta Limited and their respective shareholders and

creditors as approved by the Hon’ble National Company Law Tribunal, Mumbai Bench by order dated March 23, 2017 – 1 (one) equity share of ₹ 1/- each for every 1(one) equity shares of Cairn India of ₹ 10/- each Share allotted to the sharehold ers of Other erstwhile 26.03. Sterlite 3,717,196,6 3,717,196 2400 ₹ 1/- - than 2018 Industries 39 ,639 cash (India) Limited which was earlier kept in abeyance Pending allotment of equity shares to Other shareholders of 308,23 3,717,504,8 3,717,504 ₹ 1/- - than erstwhile Sterlite - 2 71 ,871 cash Industries (India) Limited have been kept in abeyance.

d) Details of any acquisition or amalgamation in the last 1 year

In June 2018, Vedanta acquired a 90% stake in ESL (Electrosteel Limited), a primary producer of steel and downstream value-added products. The business was acquired under the Insolvency and Bankruptcy Code (IBC) 2016, in line with the Resolution Plan approved by Honourable National Company Law Tribunal (NCLT), Kolkata. The acquisition was made for a consideration of `5,320 crore, paid upfront for a 90% stake. Following the deal, the Company was delisted from the Indian Stock Exchange and is now owned by Vedanta Limited through Vedanta Star Limited.

ESL’s manufacturing facility is a green field integrated steel plant located near Bokaro, Jharkhand, India, which has a current capacity of 1.5mtpa and the potential to increase to 2.5mtpa. It consists primarily of two sinter plants, a coke oven, two basic oxygen furnaces, a steel melting shop, a wire rod mill, a bar mill, a power plant and a ductile iron pipe plant.

e) Details of any Reorganization or Reconstruction in the last 1 year

NIL f) Details of the Shareholding of the Company as on 30th September 2019: g) Shareholding Pattern of the Company as on 30th September 2019

Table I - Summary Statement holding of specified securities

Number of equity Total No of Shares shares held in Category Category of Shareholder % Held dematerialized form (A) Promoter & Promoter Group 1,863,618,788 50.14 1,863,618,788 (B) Public 1,838,579,149 49.46 1,828,171,736 (C) Non Promoter-Non Public (C1) Shares underlying DRs 0 0 0 (C2) Shares held by Employes Trusts 14,998,702 0.40 14,998,702 Total 3,717,196,639 100.00 3,706,789,226

Table II - Statement showing shareholding pattern of the Promoter and Promoter Group

Number of equity Category & Name of the Total No of Shares shares held in Category % Shareholder Held dematerialized form (1) Indian Individuals/Hindu undivided (a) Family 160,656 0.00 160,656 PRAVIN AGARWAL 18,660 0.00 18,660 SUMAN DIDWANIA 87,696 0.00 87,696 ANKIT AGARWAL 36,300 0.00 36,300 SAKSHI MODY 18,000 0.00 18,000 DWARKA PRASAD AGARWAL 0 0.00 0 ANIL AGARWAL 0 0.00 0 VEDVATI AGARWAL 0 0.00 0 NAVIN AGARWAL 0 0.00 0 KIRAN AGARWAL 0 0.00 0 AGNIVESH AGARWAL 0 0.00 0 PRIYA AGARWAL 0 0.00 0 PRATIK AGARWAL 0 0.00 0

Central Government/State (b) Government(s) 0 0.00 0 (c) Financial Institutions/Banks 0 0.00 0 (d) Any Other 0 0.00 0 AGARWAL GALVANISING PVT LIMITED 0 0.00 0

HARE KRISHNA PACKAGING PVT LIMITED 0 0.00 0 STERLITE METALS ROLLING MILLS PVT LIMITED 0 0.00 0

Sub-Total (A)(1) 160,656 0.00 160,656 (2) Foreign Individuals (Non-Resident (a) Individuals/Foreign Individuals 0 0.00 0 (b) Government 0 0.00 0 (c) Institutions 0 0.00 0

(d) Foreign Portfolio Investor 0 0.00 0

(e) Any Other 1,863,458,132 50.13 1,863,458,132 FINSIDER INTERNATIONAL COMPANY LIMITED 401,496,480 10.80 401,496,480 WESTGLOBE LIMITED 44,343,139 1.19 44,343,139 WELTER TRADING LIMITED 38,241,056 1.03 38,241,056 TWIN STAR HOLDINGS LIMITED 1,379,377,457 37.11 1,379,377,457 RICHTER HOLDING LIMITED, CYPRUS 0 0.00 0 VEDANTA RESOURCES CYPRUS LIMITED (VRCL, CYPRUS) 0 0.00 0 VEDANTA RESOURCES HOLDINGS LIMITED (VRHL, UK) 0 0.00 0 VEDANTA FINANCE UK LIMITED (VFUL) 0 0.00 0 MONTE CELLO NV (MCNV) NETHERLAND ANTILLES 0 0.00 0 VEDANTA RESOURCES LIMITED., UK 0 0.00 0 VEDANTA RESOURCES FINANCE LIMITED 0 0.00 0 VEDANTA RESOURCES FINANCE II PLC 0 0.00 0 ANIL AGARWAL DISCRETIONARY TRUST 0 0.00 0 CONCLAVE PTC LIMITED 0 0.00 0 VOLCAN INVESTMENTS LIMITED 0 0.00 0

Sub-Total (A)(2) 1,863,458,132 50.13 1,863,458,132 Total Shareholding of Promoter and Promoter Group (A)=(A)(1)+(A)(2) 1,863,618,788 50.14 1,863,618,788

Note: 1. Twinstar Holdings Limited (Promoter) holds 2,48,23,177 American Depository Shares (ADS) representing 9,92,92,708 equity shares. One (1) ADS represents four (4) equity shares. 2. Twinstar Holdings Limited (Promoter) holds two Folio numbers.

Table III - Statement showing shareholding pattern of the Public shareholder

Number of equity Category & Name of the Total No of Shares shares held in Category % Shareholder Held dematerialized form (1) Institutions (a) Mutual Funds 417,532,263 11.23 417,532,263 ICICI PRUDENTIAL EQUITY 188,391,725 5.07 188,391,725 SAVINGS FUND HDFC TRUSTEE CO LTD A/C HDFC SENSEX EXCHANGE 94,453,367 2.54 94,453,367 TRADED FUND UTI – LONG TERM EQUITY FUND 38,484,911 1.04 38,484,911 (TAX SAVING) SBI – ETF SENSEX 42,274,437 1.14 42,274,437

(b) Venture Capital Funds 0 0.00 0

Foreign Venture Capital (d) 0 0.00 0 Investors

(e) Foreign Portfolio Investors 636,682,055 17.13 636,677,215

(f) Financial Institutions/Banks 243,695,093 6.56 243,670,673 LIFE INSURANCE CORPORATION 238,456,494 6.41 238,456,494 OF INDIA - ULIF00220091

(g) Insurance Companies 29,511,947 0.79 29,511,947

Provident Funds/Pension (h) 0 0.00 0 Funds

(i) Any Other 0 0.00 0 Sub Total (B)(1) 1,327,445,601 35.71 1,327,416,341

Central Government/State (2) Government(s)/President of 0 0.00 0 India Sub Total (B)(2) 0 0.00 0

(3) Non-Institutions 0 i.Individual shareholders (a) holding nominal share capital 212,150,110 5.71 202,191,519 up to Rs.2 lakhs ii.Individual shareholders holding nominal share capital 11,977,428 0.32 11,977,428 in excess of Rs. 2 Lakhs

(b) NBFCs Registered with RBI 20,437 0.00 20,437

Overseas Depositories (d) (Holding DRs)(Balancing 149,787,348 4.03 149,787,348 figure) CITIBANK N.A. NEW YORK, 149,787,348 4.03 149,787,348 NYADR DEPARTMENT

(e) Any Other 137,198,225 3.69 136,778,663 FOREIGN NATIONALS 1,380 0.00 1,380 FOREIGN BODIES 7,000 0.00 7,000 BODIES CORPORATES 84,004,998 2.26 83,689,323 PTC CABLES PRIVATE LTD 42,730,200 1.15 42,730,200 QUALIFIED INSTITUTIONAL 15,927,605 0.00 15,927,605 BUYER TRUSTS 12,645,575 0.34 12,642,819 NON- RESIDENT INDIANS 5,819,964 0.16 5,718,833 NRI NON-REPATRIATION 3,002,421 0.08 3,002,421 OVERSEAS CORPORATE BODIES 1,100 0.00 1,100 FOREIGN BODIES-DR 415,029 0.01 415,029 I E P F 4,479,333 0.12 4,479,333 H U F 7,721,345 0.21 7,721,345 CLEARING MEMBERS 3,172,475 0.09 3,172,475 Sub Total (B)(3) 511,133,548 13.75 500,755,395 Total Public Shareholding (B) = 1,838,579,149 49.46 1,828,171,736 (B)(1)+(B)(2)+(B)(3)

Details of the shareholders acting as persons in Concert including their Shareholding (No. and %): S.No Name of PAC No. of Shares 1 Naivedya Agarwal 81,650 2 Jyoti Agarwal 14,000 3 Shweta Agarwal 1,350 4 Varunn Mody 200 Total 97,200

Details of Shares which remain unclaimed may be given hear along with details such as number of shareholders, outstanding shares held in demat/unclaimed suspense account, voting rights which are frozen etc.:

S.No. No of Shareholders No. of Shares 1 793 995,009

Table IV - Statement showing shareholding pattern of the Non-Promoter - Non Public Shareholder

Category Category & Name of the Total No of % Number of equity Shareholder Shares Held shares held in dematerialized form (1) Custodian/DR Holder 0 0.00 0 Employee Benefit Trust (under (2) SEBI(Share based Employee Benefit) 14,998,702 0.40 14,998,702 Regulations 2014) 70

Total Non-Promoter-Non Public 14,998,702 0.40 14,998,702 Shareholding (C) = (C)(1)+(C)(2)

Note: As per Regulation 3(5) of the SEBl(Share based Employee Benefit) Regulations 2014 the voting rights of Vedanta limited ESOS Trust are reserved

i. List of Top 10 Holders of Equity Shares of the Company as on 30th Sep 2019 % of S. No of shares Name of the shareholders No. of shares holdin no. in demat form g 1 TWINSTAR HOLDINGS LIMITED 1,280,084,749 34.44 1,280,084,749 FINSIDER INTERNATIONAL COMPANY 401,496,480 10.80 401,496,480 2 LIMITED CITIBANK N.A. NEW YORK, NYADR 249,080,056 6.70 249,080,056 3 DEPARTMENT LIFE INSURANCE CORPORATION OF 238,456,744 6.42 238,456,744 4 INDIA ICICI PRUDENTIAL EQUITY & DEBT 188,391,725 5.07 188,391,725 5 FUND HDFC TRUSTEE COMPANY LTD. A/C HDFC 94,453,367 2.54 94,453,367 6 BALANCED ADVANTAGE FUND 7 WESTGLOBE LIMITED 44,343,139 1.19 44,343,139 8 PTC CABLES PRIVATE LTD 42,730,200 1.15 42,730,200 9 SBI - ETF NIFTY 50 42,274,437 1.14 42,274,437 10 UTI - HYBRID EQUITY FUND 38,484,911 1.04 38,484,911 *In addition, Twin Star Holdings Limited holds 24,823,177 American Depository shares (ADS) representing 99,292,708 equity shares of Re. 1/- each wherein Citibank NA, New York is the depository for all ADS

g) Details of shares pledged or encumbered by the Promoters (if any) None of the Shares are pledged or encumbered by the promoters 30.09.2019

h) Details of Capital Structure of the Company as on 30th Sep 2019

i. Capital Structure of the company in a tabular form

No of Amount Details of Share Capital Shares/Units (Rs. In Cr) a) Share Capital Authorized Equity Shares of ₹ 1 each 44,020,100,000 4,402.01 Issued, Subscribed and Paid up Equity Capital 3,717,504,871 371.75 Authorized Redeemable Preference Share Capital 3,010,000,000 3,010.00 b) Details of Current Issue No Share Capital being issued under this IM - - Paid up capital after the current offer: 71

Equity Preference 3,717,504,871 371.75 - - Total paid-up capital of the Company, assuming full conversion of warrants and convertible securities Equity 3,717,504,871 371.75 Preference - - b) Share Premium Account Before the Offer 19,964.95 After the Offer 19,964.95

During the Financial year 2018-19 the Company redeemed 3,010,000,000 Preference Shares of ₹ 10/- each as per their terms of issuance. The paid-up share capital of the Company was reduced from ₹ 33,817,504,871 divided into 3,717,504,871 equity shares of face value of ₹ 1 each and 3,010,000,000 preference shares of face value of ₹10 each to 3,717,504,871 equity shares of ₹ 1 each ii. the details of the existing share capital of the issuer company in a tabular form, indicating therein with regard to each allotment, the date of allotment, the number of shares allotted, the face value of the shares allotted, the price and the form of consideration

Date of No. of shares Issue Price Type of Issue IPO /FPO / Cumulative Whether Issue issued (₹) Preferential Issue / capital (No of listed, if Scheme/ Bonus/ Rights, shares) not listed, etc.) give reasons thereof 22.01.1982 22,05,000 ₹ 10.00 Public 36,75,000 ** Listed (₹ 2.50 (1st offer to the public.) premium) ** 60% of 36,75,000 i.e. 22,05,000 shares were offered to Indian Public by the Promoters by offer for sale and balance 14,70,000 shares held by Promoters representing 40% of the paid-up capital. 12.12.1986 14,70,000 - Bonus 51,45,000 Listed 5,88,000 – Promoters 8,82,000 – Public 01.02.1992 8,64,360 ₹ 10.00 Preferential Allotment Listed (₹ 20 8,64,360 – Promoters premium) (to maintain stake at 41%.) 73,05,900 01.02.1992 12,96,540 ₹ 10.00 Debenture (₹ 20 Conversion premium) 12,96,540– Public 29.05.1993 73,05,900 - Bonus 1,46,11,800 Listed 29,22,360- Promoters 43,83,540- Public 15.03.1994 32,80,200 ₹ 10.00 Preferential Allotment 1,78,92,000 Listed 72

(₹ 50 Promoters- 32,80,200 premium) (to increase stake to 51%) 04.12.1995 17,41,587 ₹ 10.00 (₹ 90 Rights Listed 27.03.1997 44,898 premium) 9,12,492 – Promoters 1,96,81,010 19.08.1997 2,525 8,76,518- Public 03.03.2005 1,96,81,010 - Bonus 3,93,62,020 Listed 1,00,37,412- Promoters 96,43,598- Public August - Bonus/Sub-division 78,72,40,400 Listed 2008 In 2008, Sub-Division of shares from face value of ₹ 10/- to face value of ₹ 1/- and bonus share issued in August 2008 (Ratio of 1:1). 39,36,20,200 Bonus shares and on Sub-division to face value of ₹ 1/- the paid capital stood increased in 78,72,40,400 shares. 22.07.2009 3,32,74,000 ₹ 1 (₹ 160.46 Preferential Issue to Twin 82,05,14,400 Listed premium) Star Holdings Limited 14.01.2010 20,34,128 ₹ 1 (₹ 345.88 Conversion of FCCB’s 82,25,48,528 Listed premium) 15.03.2010 84,13,274 ₹ 1 (₹ 345.88 Conversion of FCCB’s 83,09,61,802 Listed premium) 05.04.2010 88,14,567 ₹ 1 (₹ 345.88 Conversion of FCCB’s 83,97,76,369 Listed premium) 23.04.2010 1,83,76,377 ₹ 1 (₹ 345.88 Conversion of FCCB’s 85,81,52,746 Listed premium) 17.05.2010 15,49,813 ₹ 1 (₹ 345.88 Conversion of FCCB’s 85,97,02,559 Listed premium) 12.03.2011 93,98,864 - Scheme of Amalgamation 86,91,01,423 Listed of Sesa Industries Limited with Sesa Goa Limited Issue of 93,98,864 equity shares of ₹ 1/- issued pursuant to the scheme of amalgamation to erstwhile shareholders of Sesa Industries Limited (except Sesa Goa Limited where 1,76,50,284 equity shares held by Sesa Goa Limited in Sesa Industries Limited stand cancelled as per Scheme of Amalgamation). 29.08.2013 209,55,73,064 - Scheme of Amalgamation 296,46,74,487 Listed The Scheme of amalgamation and arrangement was amongst Sterlite Industries (India) Limited, Madras Aluminium Company Limited (MALCO), Sterlite Energy Limited (SEL), Vedanta Aluminium Limited (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’). 13.08.2014 14,952 - Shares under abeyance 296,46,89,439 Listed category

23.02.2015 4,800 - Shares under abeyance 296,46,94,239 Listed category 28.04.2017 752,500,000 - Scheme of Amalgamation 3,717,194,239 Listed Pursuant to the Scheme of Arrangement between Cairn India Limited and Vedanta Limited and their respective shareholders and creditors as approved by the Hon’ble National Company Law Tribunal, Mumbai Bench by order dated March 23, 2017 – 1 (one) equity share of ₹ 1/- each for every 1(one) equity shares of Cairn India of ₹ 10/- each 28.04.2017 3,010,000,000 - Scheme of Amalgamation 30,100,000,000 Pursuant to the Scheme of Arrangement between Cairn India Limited and Vedanta Limited and their respective shareholders and creditors as approved by the Hon’ble National Company Law Tribunal, Mumbai Bench by order dated March 23, 2017 – 7.5% 4 (Four) Preference Shares of Rs10./- each for every 1(one) equity shares of Cairn India of Rs.10/- each

5. Details regarding Directors, Promoters & Auditors of the Company

a. Details of Current Directors of the Issuer as on September 30, 2019 Details of Director of the Name, Designation other Age Address Company Occupation and DIN directorsh Since ip Refer Mr. Navin Agarwal, Vedanta, 75 Nehru 17.08.2013 58 point A in Executive Chairman – Road, Vile Parle (E), Reappointed – Industrialist (11-Jan-61) table DIN 00006303 Mumbai- 400099 01.08.2018 below

Mhaskar Building, Ms. Lalita D. Gupte, 153 C Matunga, Sir Refer 29.01.2015 Independent Non- 71 Bhalchandra Road, Retired point B in Reappointed – Executive Director, (4-Oct-48) (Opposite Ruia Banker table 29.01.2018 DIN - 00043559 College) Mumbai – below 400 019.

Flat 192-A Wing, Centrum Towers, Refer Mr. Mahendra Kumar 72 Barkat Ali Road, point C in Sharma 01-06-2019 Professional May 4, 1947 Near Wadala East, table DIN: 00327684 Mumbai – 400 037, below India.

Mr. K. Refer Venkataramanan, 401 Varsha, Janki Retired Top 74 01.04.2017 point D Independent Non- Kutir, Juhu, Manageme (11-Dec-44) table Executive Director Mumbai - 400 049 nt Executive below (DIN 00001647) Mr. Aman Mehta, 115 A, 2nd Floor, Jor Refer Independent Non- 73 Bagh, point E 17.05.2017 Professional Executive Director (1-Sept-46) New Delhi – 110 table (DIN 00009364) 003 below K-94, Second Floor, Refer Mr. UK Sinha, Non- 67 Hauz Khas Enclave, point F in Executive Director, 13.03.2018 Professional (02-Mar-52) New Delhi – 110 table (DIN:00010336) 016 below 01.04.2014 Whole Time Re-appointed - Director Refer Mr. Tarun Jain, Non- 59 Vedanta, 75 Nehru 01.04.2018 point G Executive Director, (6-March Road, Vile Parle (E), Non- table DIN – 00006843 1960) Mumbai- 400099. 01.04.2019 Executive below Director DLF Atria, Mr. GR Arun Kumar Jacaranda Marg, Refer Whole-Time 48 DLF City - Phase- point H in Director and Chief (29-June- 22.11.2016 Service 2, Gurgaon – table Financial Officer, 71) 122002, Haryana, below DIN 01874769 India Flat No. 2501/2502 Raheja Ms. Priya Agarwal, Refer Legend, Plot No. Non-Executive 30 point I in 254 A, Dr Anne 17.05.2017 Professional Director, (DIN (10-Aug-89) table Besant Road, 05162177) Worli, Mumbai – below 400 025 Mr. Srinivasan Venkatarishnan, Flat 10, 5 Refer Whole-Time 54 Grosvenor point J in 01.03.2019 Professional Director and Chief (29-Mar-65) Square, London table Executive Officer W1K4AF below (DIN 08364908)

Details of other Directorship

(A) Mr. Navin Agarwal 1 Vedanta Resources Limited, UK 2 Hindustan Zinc Limited 3 Hare Krishna Packaging Private Limited

(B) Ms. Lalita D Gupte 1 Godrej Properties Limited 2 Bharat Forge Limited

3 TVS Motor Company Limited 4 India Infradebt Limited 5 ICICI Lombard General Insurance Company Limited

(C) Mr. Mahendra Kumar Sharma 1 Wipro Limited 2 Asian Paints Limited 3 United Spirits Limited 4 Ambuja Cements Limited 5 Atria Convergence Technologies Limited 6 East India Investments Co. Private Limited 7 Gwalior Webbing Co. Private Limited 8 BIC-Cello (India) Private Limited 9 The Anglo Scottish Education Society Limited 10 Indian School of Business, Hyderabad

(D) Mr. K. Venkataramanan 1 Kirloskar Pnuematic Co. Ltd. 2 Nilkamal Limited 3 L&T Employees Welfare Foundation Private Limited

4 L&T Welfare Company Limited

(E) Mr. Aman Mehta 1 Wockhardt Limited 2 Godrej Consumer Products Limited 3 Max Financial Services Limited 4 PCCW Limited 5 Tata Steel Limited 6 HKT Limited 7 HKT Management Limited 8 TATA Consultancy Services Limited

(F) Mr. Upendra Kumar Sinha 1 Saumitra Research & Consulting Private Limited 2 Havells India Limited 3 Housing Development Finance Corporation Limited Aavishkaar Venture Management Services Private 4 Limited 5 Max Healthcare Institute Limited

(G) Mr. Tarun Jain 1 Bharat Aluminum Company Limited 2 Sterlite (USA) Inc. 3 Vedanta Medical Research Foundation 4 Rajtaru Charity Foundation 5 Vedanta Star Limited 6 Rushabhnath Digamber Jain Foundation 7 Aart Ventures Private Limited

(H) Mr. G R Arun Kumar 1 Black Mountain Mining Pty Limited 2 Sesa Community Development Foundation 3 Namzinc Pty Ltd 4 Skorpion Mining Company Limited 5 Vedanta Lisheen Mining Limited 6 Killoran Lisheen Mining Limited 7 Lisheen Milling Limited 8 Vedanta Exploration Ireland Limited 9 Sesa Resources Limited 10 Sesa Mining Corporation Limited 11 Copper Mines of Tasmania Pty Ltd. 12 Thalanga Copper Mines Pty Ltd. 13 Konkola Copper Mines Plc 14 Vedanta Star Limited 15 Sterlite Iron & Steel Company Limited

(I) Ms. Priya Agarwal None

(J) Mr. S Venkatakrishnan 1 Vedanta Resources Limited, UK 2 Konkola Copper Mines Plc

b. Company to Disclose Name Of The Current Directors Who Are Appearing In The RBI Defaulter List and/or ECGC Default List, If Any - NIL c. Details of Change In Directors Since Last Three Years: Director of the Date of Name, Designation and DIN Company since (in Remarks Appointment case of resignation) Mr. Navin Agarwal, Executive Chairman, 17.03.2013 - - 77

DIN 00006303 Mr. Tarun Jain, Non-Executive Director, 01.04.2014 - DIN-00006843 Ms. Lalita D Gupte, Independent Non- 29.01.2018 - - Executive Director, DIN 00043559 Mr. K. Venkataramanan, Independent 01.04.2017 - Non-Executive Director DIN 00001647 Mr. Aman Mehta, Independent Non- 17.05.2017 - Executive Director, DIN 00009364 Mr. U. K. Sinha, Independent Non – Executive Director, DIN - 00010336 (on 13.03.2018 - - March 13, 2018) Mr. Mahendra Kumar Sharma, DIN 01.06.2019 00327684 Mr. S. Venkatakrishnan, Whole Time 01.03.2019 - Director & Chief Executive Officer - Mr.GR Arun Kumar Whole Time Director and Chief Financial 22.11.2016 - Officer, DIN 01874769 Ms. Priya Agarwal, Non-Executive 17.05.2017 - Director, DIN 05162177) Mr. Ravi Kant, Independent Non- Completion of 29.01.2018 31.05.2019 Executive Director, DIN 00016184 Tenure Mr. Dindayal Jalan, Whole Time Director 01.04.2014 30.09.2016 & Chief Financial Officer, DIN 00006882 Superannuation Mr. Thomas Albanese, Whole Time 01.04.2014 31.08.2017 Superannuation Director & Chief Executive Office (DIN 06853915) Ms. Anuradha Dutta, Independent Non- 27.04.2015 31.03.2017 Executive Director, DIN--00145124

d. Remuneration Of Directors

FINANCIAL YEAR AMT IN CRORES F.Y. 2013-14 13.00 FY 2014-15 39.36 FY 2015-16 39.50 FY 2016-17 42.95 FY 2017-18 49.19 FY 2018-19 66.59

e. Details Of Promoters Of The Company:

Details of Promoter & Promoter Group Holding in the Company as on 30th September 2019:

Total % of Shares No of shareholdin pledged Share S. Total No of No of shares g as % of with Name of the shareholders s respect to No Equity Shares in demat form total no of Pledg shares equity ed shares owned. 1 TWIN STAR HOLDINGS LIMITED* 1,379,377,457 1,379,377,457 37.11 Nil Nil FINSIDER INTERNATIONAL 2 40,14,96,480 40,14,96,480 10.80 Nil Nil COMPANY LIMITED 3 WESTGLOBE LIMITED 44,343,139 44,343,139 1.19 Nil Nil 4 WELTER TRADING LIMITED 38,241,056 38,241,056 1.03 Nil Nil 5 ANKIT AGARWAL 36,300 36,300 0.00 Nil Nil 6 PRATIK PRAVIN AGARWAL 0 0 0 Nil Nil 7 SUMAN DIDWANIA 87,696 87,696 0 Nil Nil 8 SAKSHI MODY 18,000 18,000 0 Nil Nil 9 PRAVIN AGARWAL 18,660 18,660 0 Nil Nil 10 DWARKA PRASAD AGARWAL 0 0 0 Nil Nil 11 ANIL AGARWAL 0 0 0 Nil Nil 12 VEDVATI AGARWAL 0 0 0 Nil Nil 13 NAVIN AGARWAL 0 0 0 Nil Nil 14 KIRAN AGARWAL 0 0 0 Nil Nil 15 AGNIVESH AGARWAL 0 0 0 Nil Nil 16 PRIYA AGARWAL 0 0 0 Nil Nil AGARWAL GALVANISING PVT 17 0 0 0 Nil Nil LIMITED HARE KRISHNA PACKAGING PVT 18 0 0 0 Nil Nil LIMITED STERLITE METALS ROLLING MILLS 19 0 0 0 Nil Nil PVT LIMITED RICHTER HOLDING CYPRUS 20 0 0 0 Nil Nil LIMITED VEDANTA RESOURCES CYPRUS 21 0 0 0 Nil Nil LIMITED VEDANTA RESOURCES HOLDINGS 22 0 0 0 Nil Nil LIMITED 23 VEDANTA FINANCE UK LIMITED 0 0 0 Nil Nil MONTE CELLO NV (MCNV) 24 0 0 0 Nil Nil NETHERLAND ANTILLES VEDANTA RESOURCES LIMITED, 25 0 0 0 Nil Nil UK 79

VEDANTA RESOURCES FINANCE 26 0 0 0 Nil Nil LIMITED VEDANTA RESOURCES FINANCE II 27 0 0 0 Nil Nil PLC ANIL AGARWAL DISCRETIONARY 28 0 0 0 Nil Nil TRUST 29 CONCLAVE PTC LIMITED 0 0 0 Nil Nil 30 VOLCAN INVESTMENTS LIMITED 0 0 0 Nil Nil Total 1,863,618,788 1,863,618,788 50.14 * Note: Including Twinstar Holdings Limited (Foreign Promoter) holing of 2,48,23,177 ADS representing 9,92,92,708 equity shares. One (1) American Depository Shares represents four equity shares.

a) Details Regarding Auditors Of The Company:

i. Details Of Auditors Of The Company:

Name Address Auditor since Golf View Corporate Tower-B S.R. Batliboi & Co. LLP Sector 42, Sector Road 2016-17 onwards Chartered Accountants Gurgaon – 122 002 Haryana ii. Details Of Change In Auditors Since Last 3 Years Name Address Auditor since India Bulls Finance , Tower 3, 32nd Floor, Elphinstone Mill Deloitte Haskins & Sells, Compound, Senapati Bapat 2008-09 till 2015-16 Chartered Accountants Marg, Elphinstone (West), Mumbai-400 013

6. Details with Regard to Interest of Directors, Litigations etc

a) Any financial or other material interest of the directors, promoters or key managerial personnel in the offer and the effect of such interest in so far as it is different from the interests of other persons. NIL

b) Details of any litigation or legal action pending or taken by any Ministry or Department of the Government or a statutory authority against any promoter of the offeree company during the last three years immediately preceding the year of the circulation of this Offer Letter and any direction issued by such Ministry or Department or statutory authority upon conclusion of such litigation or legal action shall be disclosed

Appeal proceedings in the High Court of Bombay brought by SEBI to overrule a decision by the SAT that Vedanta has not violated regulations prohibiting fraudulent and unfair trading practices.

In April 2001, SEBI ordered prosecution proceedings to be brought against Vedanta, alleging that it violated regulations prohibiting fraudulent and unfair trading practices, and also passed an order prohibiting Vedanta from accessing the capital markets for a period of two years. SEBI’s order was overruled by the SAT in 22 October 2001 on the basis of a lack of sufficient material evidence to establish that Vedanta had, directly or indirectly, engaged in market manipulation and noting that SEBI had exercised its jurisdiction incorrectly in prohibiting Vedanta from accessing the capital markets. In November 2001, SEBI appealed to the High Court of Bombay. No further action or procedures have taken place since 2001 and the next date of hearing has not yet been fixed.

In addition to the civil proceedings, SEBI also initiated criminal proceedings in 2001 before the Court of the Metropolitan Magistrate, Mumbai, against Vedanta, Vedanta’s Executive Chairman, Mr. Anil Agarwal, Vedanta’s Director of Finance, Mr. Tarun Jain, and the chief financial officer of MALCO at the time of the alleged price manipulation. When SEBI’s order was overturned in October 2001, Vedanta filed a petition before the High Court of Bombay to defend those criminal proceedings on the grounds that the SAT had overruled SEBI’s order on price manipulation. An order has been passed by the High Court of Bombay in Vedanta’s favour, granting an interim stay of the criminal proceedings.

The claim amount in respect of both civil and criminal proceedings is not currently quantifiable.

Criminal proceedings against certain directors and employees of BALCO

Criminal proceedings were initiated by Mr. Ajay Padia before the Court of the Judicial Magistrate First Class, Pune against Mr. Anil Agarwal, Mr. Navin Agarwal, Mr. Tarun Jain and certain of our other former directors and employees in 2002 alleging that an assurance that was given by the above mentioned directors regarding payment of all amounts owed to him for the damaged material supplied by BALCO was not honored. An application under Section 482 of the Indian Criminal Procedure Code was filed in the High Court of Bombay for quashing the proceedings in the Judicial Magistrate First Class and to dispose the matter directing that alternative remedies were available before the Sessions Court, Pune, which was the appropriate Court. The High Court of Bombay stayed the criminal proceedings and the application was listed for disposal. The next date of hearing has not been fixed.

Penalties levied by the Enforcement Directorate on certain of our directors and Vedanta

The Enforcement Directorate levied penalties on Mr. Anil Agarwal, Mr. D.P. Agarwal and Mr. Navin Agarwal and Vedanta aggregating to Rs.347 million ($ 5.8 million). It was alleged that we transferred an amount equivalent to $49 million to Twinstar Holdings Limited and investment into Sterlite and MALCO through Twinstar Holdings Limited without the permission of the RBI. We have submitted that Twinstar Holdings Limited obtained the required approvals from the Foreign Investment Promotion Board (“FIPB”) for the investment.

We appealed against this order of the Enforcement Directorate to the appellate tribunal for foreign exchange seeking a waiver of the pre-deposit amount, which is equal to 100% of the penalty levied, which was allowed by the tribunal. The Enforcement Directorate appealed against this decision of the tribunal to the High Court of Delhi, which referred the matter back to the tribunal to consider the issue afresh. Favourable order received staying the pre-deposit of the penalty from the Appellate Tribunal on August 06, 2019. Matter will be heard on merits in due course.

Criminal proceedings against former directors of Sesa Industries Limited

Ms. Krishna Bajaj filed a complaint against the former directors of Sesa Industries Limited (which has since been amalgamated with Sesa Goa) before the Magistrate at Mumbai in 2000, in relation to shares issued on a preferential basis by Sesa Industries Limited in 1993 to Sesa Goa’s shareholders, alleging that the shares of Sesa Industries Limited were not listed within 12 to 18 months of the offer as stated in the offering document. The four directors appeared before the court on June 16, 2009 and pleaded not guilty to the charges. The four directors filed a criminal application in the High Court of Bombay challenging the Magistrate’s order of framing charges before the High Court of Bombay. The High Court of Bombay admitted the criminal application and stayed the proceedings pending before Magistrate at Mumbai. c) Related party transactions entered during the last three financial years immediately preceding the year of circulation of offer letter including with regard to loans made or, guarantees given or securities provided Related Party Transactions for FY 2018-19(Standalone)

36 Related Party disclosures List of related parties and relationships

A) Entities controlling the Company (Holding Companies) Volcan Investments Limited Lakomasko BV Volcan Investments Cyprus Limited Lisheen Milling Limited Intermediate Holding Companies Malco Energy Limited Finsider International Company Limited Maritime Ventures Private Limited Richter Holdings Limited Monte Cello BV Twin Star Holdings Limited Namzinc (Proprietary) Limited Vedanta Resources Cyprus Limited Paradip Multi Cargo Berth Private Limited Vedanta Resources Finance Limited Rosh Pinah Health Care (Proprietary) Limited Vedanta Resources Holdings Limited Sesa Mining Corporation Limited Vedanta Resources Limited (Formerly Vedanta Resources Plc) Sesa Resources Limited Welter Trading Limited Sesa Sterlite Mauritius Holdings Limited* Westglobe Limited Skorpion Mining Company (Proprietary) Limited Skorpion Zinc (Proprietary) Limited Sterlite (USA) Inc.* B) Fellow Subsidiaries (with whom transactions have taken place) Sterlite Ports Limited Konkola Copper Mines Plc Talwandi Sabo Power Limited Sterlite Iron and Steel Company Limited Thalanga Copper Mines (Proprietary) Limited Sterlite Technologies Limited THL Zinc Holding BV Sterlite Power Grid Ventures Limited THL Zinc Limited Sterlite Power Transmission limited THL Zinc Namibia Holdings (Proprietary) Limited THL Zinc Ventures Limited C) Associates (with whom transactions have taken place) Twin Star Energy Holdings Limited* Gaurav Overseas Private Limited Twin Star Mauritius Holdings Limited* Roshkor Township Pty Ltd. Vedanta Exploration Ireland Limited Vedanta Lisheen Holdings Limited D) Subsidiaries Vedanta Lisheen Mining Limited Amica Guesthouse (Proprietary) Limited Vedanta Star Limited*** AvanStrate Inc, Japan Vizag General Cargo Berth Private Limited AvanStrate Korea Inc, Korea Western Cluster Limited AvanStrate Taiwan Inc, Taiwan Bharat Aluminium Company Limited E) Post retirement benefit plan Black Mountain Mining (Proprietary) Limited Sesa Group Employees Provident Fund Bloom Fountain Limited Sesa Group Employees Gratuity Fund and Sesa Group Executives Cairn Energy Discovery Limited Gratuity Fund Cairn Energy Gujarat Block 1 Limited Sesa Group Executives Superannuation Scheme Fund Cairn Energy Hydrocarbons Limited Cairn Energy India (Proprietary) Limited F) Others (with whom transactions have taken place) Cairn Exploration (No. 2) Limited Cairn Foundation Cairn India Holdings Limited India Grid Trust Cairn Lanka (Private) Limited Janhit Electoral Trust Cairn South Africa (Pty) Limited Rampia Coal Mines & Energy Private Limited CIG Mauritius Holdings Private Limited Runaya Refinery LLP CIG Mauritius Private Limited Sesa Community Development Foundation Copper Mines of Tasmania (Proprietary) Limited Vedanta Foundation Electrosteel Steels Limited** Vedanta Limited ESOS Trust Fujairah Gold FZC Goa Sea Port Private Limited Hindustan Zinc Limited

Killoran Lisheen Finance Limited

Killoran Lisheen Mining Limited Lisheen Mine Partnership

* Under liquidation ** Acquired during the year *** Incorporated during the year

Particulars Year ended Year ended March March 31, 2019 31, 2018 Income : (i) Revenue from operations Fujairah Gold FZC 41 2,308 Cairn India Holdings Limited 0 - Electrosteel Steels Limited 2 - Sterlite Technologies Limited 0 2 Sterlite Power Transmission Limited 864 954 Bharat Aluminium Company Limited 1,813 935 Sesa Resources Limited 0 12 Sesa Mining Corporation Limited 0 2 Talwandi Sabo Power Limited - 0 Hindustan Zinc Limited 4 10 Konkola Copper Mines Plc - 2 2,724 4,225

(ii) Other income a) Interest and guarantee commission Malco Energy Limited - 0 Electrosteel Steels Limited 1 - Talwandi Sabo Power Limited 23 - Sterlite Iron and Steel Company Limited 0 0 Bharat Aluminium Company Limited - 1 Sterlite Ports Limited 0 0 Vizag General Cargo Berth Private Limited 1 1 Paradip Multi Cargo Berth Private Limited 0 0 Sterlite Power Transmission limited 4 1 Cairn India Holdings Limited 8 7 Sesa Resources Limited 4 3 Sesa Mining Corporation Limited 1 - Copper Mines of Tasmania Pty Limited 0 0 Konkola Copper Mines Plc 5 4 Fujairah Gold FZC 1 3 Vedanta Star Limited 21 - Black Mountain Mining (Proprietary) Limited 0 - 69 20 b) Dividend income Hindustan Zinc Limited 5,485 2,195 Sterlite Technologies Limited 1 1 India Grid Trust 15 8 5,501 2,204 c) Outsourcing service fees Vedanta Resources Limited (formely Vedanta Resources Plc) 3 3 3 3 d) Other non-operating income Hindustan Zinc Limited - 1 Sterlite Power Transmission Limited - 0 - 1

36 Related Party disclosures continued

Particulars Year ended Year ended March March 31, 2019 31, 2018 Expenditure and other transactions i) Purchase of goods/services Konkola Copper Mines Plc 351 657 Hindustan Zinc Limited - 16 Sesa Resources Limited 3 48 Bharat Aluminium Company Limited 741 303 Maritime Ventures Private Limited 8 2 Sterlite Power Transmission limited - 2 Sesa Mining Corporation Limited 1 213 Talwandi Sabo Power Limited 1 - Vizag General Cargo Berth Private Limited 11 6 Runaya Refinery LLP 1 - Fujairah Gold FZC - 6 1,117 1,253 ii) Power Charges Malco Energy Limited - 18 - 18 iii) Stock options expenses/(recovery) Vedanta Resources Limited (formerly Vedanta Resources Plc) 14 49 Electrosteel Steels Limited (1) - Hindustan Zinc Limited (23) (25) Bharat Aluminium Company Limited (10) (11) Talwandi Sabo Power Limited (2) (2) Malco Energy Limited (0) (1) Black Mountain Mining (Proprietary) Limited (1) - Vizag General Cargo Berth Private Limited (0) (0) Konkola Copper Mines Plc (0) (0) Fujairah Gold FZC (0) (0) (23) 10 iv) Allocation of Corporate Expenses : Hindustan Zinc Limited (78) (73) Bharat Aluminium Company Limited (43) (40) Malco Energy Limited - (1) (121) (114) v) Management and Brand Fees paid/ (recovered): Vedanta Resources Limited (formerly Vedanta Resources Plc) 325 345 Hindustan Zinc Limited (9) (10) Bharat Aluminium Company Limited (5) (5) 311 330

vi) (Recovery of) / Reimbursement to /for other expenses (net) Bharat Aluminium Company Limited (80) (187) Hindustan Zinc Limited (1) 5 Malco Energy Limited (1) (1) Electrosteel Steels Limited (3) - Vedanta Resources Limited (formerly Vedanta Resources Plc) 1 11 Konkola Copper Mines Plc (3) (5) Sesa Resources Limited 3 - Sesa Mining Corporation Limited 4 - Copper Mines of Tasmania Pty Limited (0) (0) Fujairah Gold FZC (0) (0) Black Mountain Mining (Proprietary) Limited (1) (2) Talwandi Sabo Power Limited (4) (3) Vizag General Cargo Berth Private Limited (1) (0) Cairn Energy Hydrocarbons Limited 85 0 - Goa Sea Port Private Limited (0) (2) Maritime Ventures Private Limited 1 2 Namzinc (Pty) Limited (0) (0) Sterlite Power Transmission limited 0 - Vedanta Lisheen Mining Limited (0) (0) Vedanta Star Limited (18) - Volcan Investments Limited (1) (2) Cairn India Holdings Limited - 0

36 Related Party disclosures continued (₹ in Crore)

Particulars Year ended Year ended March March 31, 2019 31, 2018 vii) Corporate Social Responsibility expenditure/ Donation Vedanta Foundation 5 0 Janhit Electoral Trust 3 - Cairn Foundation 19 16 27 16 viii) Contribution to Post retirement employee benefit trust Sesa Group Employees Provident Fund Trust 5 5 Sesa Group Employees Gratuity Fund and Sesa Group Executives 0 1 Gratuity Fund Sesa Group Executives Superannuation Scheme Fund 2 2 7 8 ix) Transfer of Assets

Purchase of Assets Hindustan Zinc Limited 0 0 Sesa Resources Limited 4 - Sesa Mining Corporation Limited 3 -

7 0

x) Dividend paid Twin Star Holdings Limited 2,600 2,924 Finsider International Company Limited 757 851 Westglobe Limited 84 94 Welter Trading Limited 72 81 Vedanta Limited ESOS Trust 26 20 3,539 3,970

xi) a. Financial guarantees given Talwandi Sabo Power Limited 2,800 3,600 Black Mountain Mining (Proprietary) Limited 477 - Fujairah Gold FZC. 851 - Vizag General Cargo Berth Private Limited - 425 Vedanta Star Limited 3,400 - Cairn India Holdings Limited - 4,870 7,528 8,895

b. Financial guarantees relinquished Talwandi Sabo Power Limited 2,504 5,293 Vizag General Cargo Berth Private Limited - 400 Bharat Aluminium Company Limited - 2,500 Western Cluster Limited - 32 Cairn India Holdings Limited 416 1,646 2,920 9,871

xii) Banking Limits assigned/utilised/renewed to/for group companies Electrosteel Limited 730 - Copper Mines of Tasmania Proprietary Limited 30 31 Thalanga Copper Mines Proprietary Limited 23 23 783 54 xiii) Sale/ (Redemption) of Investments India Grid Trust - (0) - (0)

Particulars As at As at March 31, 2019 March 31, 2018 (ix) Balances as at year end

Trade Receivables a)

Fujairah Gold FZC 0 606 Cairn Lanka (Private) Ltd 0 0 Bharat Aluminium Company Limited 74 58 Electrosteel Steels Limited 0 - Sterlite Power Transmission Limited 0 0 Vizag General Cargo Berth Private Limited 1 - Maritime Ventures Private Limited 0 - Talwandi Sabo Power Limited 0 - Hindustan Zinc Limited 0 - Konkola Copper Mines Plc 0 0 Western Cluster Limited - 0 75 664

b) Loans given Sterlite Ports Limited 4 4 Vedanta Star Limited 197 - Sesa Mining Corporation Limited 26 - Paradip Multi Cargo Berth Private Limited 0 0 Sesa Resources Limited 79 - Sterlite Iron and Steel Company Limited 5 5 Vedanta Limited ESOS Trust 351 236 662 245

c) Other receivables and advances Talwandi Sabo Power Limited 37 4 Sesa Resources Limited 4 69 Bharat Aluminium Company Limited 84 46 Electrosteel Steels Limited 1 - Vedanta Star Limited 27 - Sterlite Iron and Steel Company Limited 13 13 Hindustan Zinc Limited 10 22 Malco Energy Limited 1 5 Konkola Copper Mines Plc 98 320 Sterlite Ports Limited 1 1 Volcan Investments Limited 1 4 Paradip Multi Cargo Berth Private Limited 5 5 Sesa Mining Corporation Limited 1 - Vizag General Cargo Berth Private Limited 4 2 Vedanta Lisheen Mining Limited 0 0 Black Mountain Mining (Proprietary) Limited 1 1

Namzinc (Pty) Limited 0 - Fujairah Gold FZC 1 0 Sterlite Power Transmission Limited 0 0 Goa Sea Port Private Limited 3 3 Vedanta Resources Limited (formerly Vedanta Resources Plc) 27 62 Vedanta Foundation - 5 319 562

As at As at Particulars March 31, 2019 March 31, 2018 d) Dividend receivable Hindustan Zinc Limited - 1,646 - 1,646 e) Trade Payables Hindustan Zinc Limited - 10 Sesa Mining Corporation Limited - 8 Malco Energy Limited - 0 Bharat Aluminium Company Limited 1 0 Black Mountain Mining (Proprietary) Limited - 0 Konkola Copper Mines Plc 10 38 Cairn Energy Hydrocarbons Ltd 1 1 Western Cluster Limited 0 - Vizag General Cargo Berth Private Limited 0 0 Sterlite Power Transmission Limited - 0 Maritime Ventures Private Limited 1 0 Talwandi Sabo Power Limited 0 0 13 57 f) Other payables Malco Energy Limited 0 - Hindustan Zinc Limited 0 - Vedanta Resources Limited (Vedanta Resources plc) 22 2 Bharat Aluminium Company Limited 0 0 Talwandi Sabo Power Limited - 0 Sesa Group Employees Gratuity Fund and Sesa Group Executives 5 4 Gratuity Fund Maritime Ventures Private Limited - 1 Fujairah Gold FZC - 0 Vizag General Cargo Berth Private Limited 0 0 Namzinc (Proprietary) Limited - 0 Sesa Group Employees Provident Fund 2 2 Sesa Group Executives Superannuation scheme 0 0 Vedanta Resources Limited (Vedanta Resources plc) 54 11 Cairn Foundation 8 11 Sesa Resources Limited and Sesa Mining Corporation Limited 0 0 Employees Superannuation Fund 91 31 g) Other Current liabilities- Advance from Customers Sterlite Power Transmission limited 2 - 2 - h) Banking Limits assigned/utilised to/for group companies Vizag General Cargo Berth Private Limited 38 38 Volcan Investments Limited 115 115 Copper Mines of Tasmania Pty Limited 30 31 Thalanga Copper Mines Pty Limited 23 23 Electrosteel Steels Limited 730 - 936 207 * Bank gaurantee given by Vedanta Limited on behalf of Volcan Investments Limited in favour of Income Tax department, India as collateral in respect of certain tax disputes of Volcan Investments Limited i) Financial guarantee given Talwandi Sabo Power Limited 8,496 9,000 Black Mountain Mining (Proprietary) Limited 477 - Vizag General Cargo Berth Private Limited 445 445 Copper Mines of Tasmania Proprietary Limited - 31 Fujairah Gold FZC 851 - Vedanta Star Limited 3,400 - Thalanga copper mines Proprietary Limited - 23 Volcan Investments Limited* - 115 Cairn India Holdings Limited 3,017 3,224 16,686 12,838 j) Commission payable to KMP 5 3

As at As at Particulars March 31, 2019 March 31, 2018 (x) Transactions during the year

a) Loans given during the year Paradip Multi Cargo Berth Private Limited 0 - Malco Energy Limited - 18 Sterlite Ports Limited 0 - Sesa Resources Limited* 79 5 Sterlite Iron and Steel Company Limited 0 0 Sesa Mining Corporation Limited 26 - Vedanta Star Limited 197 - Vedanta Limited ESOS Trust 145 202 447 225 * Sesa Resources Limited includes ₹ 69 Crore as advance/interest receivable converted to loan during the year.

b) Loans repaid during the year Sesa Resources Limited - 138 Sterlite Ports Limited - 1 Vizag General Cargo Berth Private Limited - 8 Sterlite Iron and Steel Company Limited 0 - Vedanta Limited ESOS Trust* 30 58 Malco Energy Limited - 18 30 223

* The Company reduced its loan receivable from Vedanta Limited ESOS Trust by ₹ 2 Crore and ₹ 12 Crore on exercise of stock options by employees during the year March 31, 2019 and March 31, 2018 respectively.

c) Investments made during the year Gaurav Overseas Private Limited - 0 Malco Energy Limited - 18 Vedanta Star Limited 1,770 - 1,770 18 During previous year, Compulsorily Convertible Debentures (CCDs) issued by Vizag General Cargo Berth Private Limited (VGCB) to the Company for an amount ₹ 150 Crores have been extended for an additional period of 2 years and 10 months. The remuneration of key management personnel of the Company are set out below in aggregate for each of the categories specified in Ind AS 24 Related Party disclosures. (₹ in Crore) (xi) Remuneration of key management personnel Year ended Year ended March 31, 2019 March 31, 2018 Short-term employee benefits 41 33 Post employment benefits* 1 2 Share based payments 5 6 47 41

*Does not include the provision made for gratuity and leave benefits, as they are determined on an actuarial basis for all the employees Commission/Sittingtogether. fees Commission to Key Management Personnel 1 0 Commission and sitting fees to Independent directors 4 4 Dividend to key management personnel 0 0 Dividend to relatives of key management personnel 0 0

Terms and conditions of transactions with related parties All transactions with related parties are done in the ordinary course of business. For the year ended March 31 2019, the Company has not recorded any impairment of receivables relating to amounts owed by related parties. This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates.

There are no outstanding debts or loans due from directors or other officers (as defined under Section 2(59) of the Companies Act, 2013) of the company.

Related Party transactions for Financial Year 17-18 (Standalone)

Related Party disclosures List of related parties and relationships

A) Entities controlling the Company (Holding Companies) Volcan Investments Limited (Ultimate Holding Company) Monte Cello B.V. Intermediate Holding Companies Namzinc (Proprietary) Limited Finsider International Company Limited Paradip Multi Cargo Berth Private Limited Richter Holdings Limited Rosh Pinah Health Care (Proprietary) Limited Twin Star Holdings Limited Sesa Mining Corporation Limited Vedanta Resources Cyprus Limited Sesa Resources Limited Vedanta Resources Finance Limited Sesa Sterlite Mauritius Holdings Limited* Vedanta Resources Holdings Limited Skorpion Mining Company (Proprietary) Limited Vedanta Resources Plc Skorpion Zinc (Proprietary) Limited Welter Trading Limited Sterlite (USA) Inc. Westglobe Limited Sterlite Infraventures Limited** Sterlite Ports Limited B) Fellow Subsidiaries (with whom transactions have taken place) Talwandi Sabo Power Limited Konkola Copper Mines Plc Thalanga Copper Mines (Proprietary) Limited Sterlite Iron and Steel Company Limited THL Zinc Holding B.V. Sterlite Technologies Limited THL Zinc Limited Sterlite Power Transmission limited THL Zinc Namibia Holdings (Proprietary) Limited THL Zinc Ventures Limited C) Associates (with whom transactions have taken place) Twin Star Energy Holdings Limited* Gaurav Overseas Private Limited Twin Star Mauritius Holdings Limited* Vedanta Exploration Ireland Limited D) Subsidiaries Vedanta Lisheen Holdings Limited Amica Guesthouse (Proprietary) Limited Vedanta Lisheen Mining Limited Bharat Aluminium Company Limited Vizag General Cargo Berth Private Limited Black Mountain Mining (Proprietary) Limited Western Cluster Limited Bloom Fountain Limited Goa Sea Port Private Limited Cairn Energy Discovery Limited AvanStrate Inc, Japan Cairn Energy Gujarat Block 1 Limited AvanStrate Korea Inc, Korea Cairn Energy Hydrocarbons Limited AvanStrate Taiwan Inc, Taiwan Cairn Energy India (Proprietary) Limited Cairn Exploration (No. 2) Limited E) Post retirement benefit plan Cairn India Holdings Limited Sesa Group Employees Provident Fund Trust Cairn Lanka (Private) Limited Sesa Group Employees Gratuity Fund and Sesa Group Executives Gratuity Fund Cairn South Africa (Pty) Limited Sesa Group Executives Superannuation Scheme Fund CIG Mauritius Holdings Private Limited CIG Mauritius Private Limited F) Others (with whom transactions have taken place) Copper Mines of Tasmania (Proprietary) Limited Vedanta Foundation Fujairah Gold FZC Sesa Community Development Foundation Hindustan Zinc Limited Rampia Coal Mines & Energy Private Limited Killoran Lisheen Finance Limited Vedanta Limited ESOS Trust Killoran Lisheen Mining Limited Cairn Foundation Lakomasko B.V. India Grid Trust Lisheen Milling Limited Malco Energy Limited Maritime Ventures Private Limited

* Under liquidation ** Sold during the previous year

Disclosure in respect of transactions/balances with related parties Year ended Year ended March 31, 2018 March 31, 2017

Income : (i) Revenue from operations Fujairah Gold FZC 2,308 2,035 Sterlite Technologies Limited 2 742 Sterlite Power Transmission Limited 954 8 Bharat Aluminium Company Limited 935 969 Malco Energy Limited - 4 Sesa Resources Limited 12 67 Sesa Mining Corporation Limited 2 1 Talwandi Sabo Power Limited 0 - Hindustan Zinc Limited 10 28 Konkola Copper Mines Plc 2 - 4,225 3,854

(ii) Rendering of service a) Interest and guarantee commission Malco Energy Limited 0 - Sterlite Iron and Steel Company Limited 0 0 Bharat Aluminium Company Limited 1 2 Sterlite Ports Limited 0 0 Sterlite Infraventures Limited - 0 Vizag General Cargo Berth Private Limited 1 8 Paradip Multi Cargo Berth Private Limited 0 0 Sterlite Power Transmission limited 1 - Sterlite Technologies Limited - 9 Cairn India Holdings Limited 7 - Sesa Resources Limited 3 15 Copper Mines of Tasmania Proprietary Limited - 0 Konkola Copper Mines Plc 4 3 Fujairah Gold FZC 3 3 20 40 b) Dividend income Hindustan Zinc Limited 2,195 8,065 Sterlite Technologies Limited 0 1 India Grid Trust 8 - 2,203 8,066 c) Outsourcing service fees Vedanta Resources Plc 3 3 3 3 d) Other non-operating income Hindustan Zinc Limited 1 - Cairn India Holdings Limited - 0 Sterlite Power Transmission Limited 0 - 1 0

Expenditure : (iii) Purchases : a) Purchase of goods Konkola Copper Mines Plc 657 298 Hindustan Zinc Limited 16 1 Sesa Resources Limited 48 167 Bharat Aluminium Company Limited 303 396 Maritime Ventures Private Limited 2 3 Sterlite Technologies Limited - 13 Sterlite Power Transmission limited 2 - Sesa Mining Corporation Limited 213 141 Vizag General Cargo Berth Private Limited 6 0 Fujairah Gold FZC 6 1 1,254 1,020 b) Power Charges Malco Energy Limited 18 39 18 39

(iv) Receiving of services a) Stock options expenses/(recovery) Vedanta Resources Plc 49 63 Hindustan Zinc Limited (25) (20) Bharat Aluminium Company Limited (11) (10) Talwandi Sabo Power Limited (2) (1) Malco Energy Limited (1) (1) Vizag General Cargo Berth Private Limited (0) 0 Konkola Copper Mines Plc (0) - Fujairah Gold FZC (0) (0) 10 31 b) Allocation of Corporate Expenses : Hindustan Zinc Limited (73) 72 Bharat Aluminium Company Limited (40) 39 Malco Energy Limited (1) 1 (113) 112 c) Management and Brand Fees charged/ (recovered): Vedanta Resources Plc 345 59 Hindustan Zinc Limited (10) (11) Malco Energy Limited - (0) Bharat Aluminium Company Limited (5) (6) 329 42

d) (Recovery of) / Reimbursement to /for other expenses (net) Bharat Aluminium Company Limited (187) (191) Hindustan Zinc Limited 5 (49) Malco Energy Limited (1) (0) Vedanta Resources Plc 11 15 Konkola Copper Mines Plc (5) (10) Sesa Resources Limited - (18) Sesa Mining Corporation Limited - (3) Copper Mines of Tasmania Proprietary Limited (0) (0) Fujairah Gold FZC (0) (1) Black Mountain Mining (Proprietary) Limited (2) 0 Talwandi Sabo Power Limited (3) (5) Vizag General Cargo Berth Private Limited (0) (0) Paradip Multi Cargo Berth Private Limited - (4) Cairn Energy Hydrocarbons Limited - 1 Cairn South Africa (Pty) Limited - 0 Goa Sea Port Private Limited (2) (0) Maritime Ventures Private Limited 2 - Namzinc (Proprietary) Limited (0) (4) Sterlite Iron and Steel Company Limited - 0 Vedanta Lisheen Mining Limited (0) (0) Vedanta Lisheen Holdings Limited - (0) Volcan Investments Limited (2) (1) Cairn India Holdings Limited 0 - (184) (273) e) Corporate Social Responsibility expenditure/ Donation Vedanta Foundation* 0 18 Cairn Foundation 16 12 16 30 *includes donation in kind, having fair market value of ₹ 11 Crore in previous year f) Contribution to Post retirement employee benefit trust Sesa Group Employees Provident Fund Trust 5 6 Sesa Group Employees Gratuity Fund and Sesa Group Executives 1 6 Gratuity Fund Sesa Group Executives Superannuation Scheme Fund 2 2 8 14

(v) Transfer of Assets a) Sale of Assets Konkola Copper Mines Plc - 1 Hindustan Zinc Limited - 0 - 1 b) Purchase of Assets Hindustan Zinc Limited 0 1 0 1

(vi) Dividend paid Twin Star Holdings Limited 2,924 2,683 Finsider International Company Limited 851 781 Twin Star Mauritius Holdings Limited* - 194 Sesa Resources Limited* - 10 Westglobe Limited 94 86 Welter Trading Limited 81 74 Vedanta Limited ESOS Trust 20 7 3,970 3,835 * Dividend paid by erstwhile Cairn India Limited

(vii) a. Financial guarantees given Talwandi Sabo Power Limited 3,600 1,853 Vizag General Cargo Berth Private Limited 425 275 Cairn India Holdings Limited 4,870 - 8,895 2,128

b. Financial guarantees renewed during the year Copper Mines of Tasmania Proprietary Limited 31 30 Thalanga Copper Mines Proprietary Limited 23 23 54 53

c. Financial guarantees relinquished Talwandi Sabo Power Limited 5,293 750 Vizag General Cargo Berth Private Limited 400 75 Bharat Aluminium Company Limited 2,500 - Western Cluster Limited 32 - Cairn India Holdings Limited 1,646 - 9,871 825

(viii) Sale/ (Redemption) of Investments Sterlite Power Transmission Limited - 0 (Investment in Sterlite Infraventures Limited) India Grid Trust (0) - (0) 0

As at Disclosure in respect of transactions/balances with related parties March 31, As at 2018 March 31, 2017 (ix) Balances as at year end

a) Trade Receivables Fujairah Gold FZC 606 663 Cairn Lanka (Private) Limited 0 - Bharat Aluminium Company Limited 58 148 Sterlite Power Transmission Limited 0 0 Konkola Copper Mines Plc 0 - Western Cluster Limited 0 0 664 811

b) Loans given

Sterlite Ports Limited 4 4 Vizag General Cargo Berth Private Limited - 8 Paradip Multi Cargo Berth Private Limited 0 0 Sesa Resources Limited - 133 Sterlite Iron and Steel Company Limited 5 4 Vedanta Limited ESOS Trust 236 103 245 252

c) Other receivables and advances Talwandi Sabo Power Limited 4 1 Sesa Resources Limited 69 - Bharat Aluminium Company Limited 46 74 Sterlite Iron and Steel Company Limited 13 12 Hindustan Zinc Limited 22 21 Malco Energy Limited 5 33 Konkola Copper Mines Plc 320 148 Sterlite Ports Limited 1 1 Sterlite Technologies Limited - 0 Volcan Investments Limited 4 2 Paradip Multi Cargo Berth Private Limited 5 5 Sesa Mining Corporation Limited - - Vizag General Cargo Berth Private Limited 2 2 Vedanta Lisheen Mining Limited 0 0 Black Mountain Mining (Proprietary) Limited 1 0 Fujairah Gold FZC 0 0 Sterlite Power Transmission Limited 0 - Goa Sea Port Private Limited 3 - Vedanta Resources PLC 62 - Vedanta Foundation 5 - 562 299

d) Dividend receivable Hindustan Zinc Limited 1,646 7,544 1,646 7,544 e) Trade Payables Hindustan Zinc Limited 10 0 Fujairah Gold FZC - 0 Sesa Resources Limited - 16 Sesa Mining Corporation Limited 8 44 Malco Energy Limited 0 14 Bharat Aluminium Company Limited 0 - Black Mountain Mining (Proprietary) Limited 0 0 Konkola Copper Mines Plc 38 8 Vedanta Resources PLC 11 9 Vizag General Cargo Berth Private Limited 0 0 Sterlite Technologies Limited - 1 Sterlite Power Transmission Limited 0 - Goa Sea Port Private Limited - 1 Cairn Energy Hydrocarbons Limited 1 1 Cairn Foundation 11 18 Maritime Ventures Private Limited 0 - Talwandi Sabo Power Limited 0 - 81 111 f) Other payables Malco Energy Limited - 0 Hindustan Zinc Limited - 0 Vedanta Resources Plc 2 12 Bharat Aluminium Company Limited 0 0 Talwandi Sabo Power Limited 0 - Konkola Copper Mines Plc - 0 Maritime Ventures Private Limited 1 - Fujairah Gold FZC 0 0 Vizag General Cargo Berth Private Limited 0 - Namzinc (Proprietary) Limited 0 - Sesa Group Employees Provident Fund Trust 2 2 Sesa Group Executives Superannuation Scheme 0 0 5 14 g) Other Current liabilities- Advance from Customers Sterlite Technologies Limited - 14 - 14 h) Dividend Payable Twin Star Holdings Limited - 2,441 Finsider International Company Limited - 711 Westglobe Limited - 78 Welter Trading Limited - 68 Vedanta Limited ESOS Trust - 7 - 3,305

i) Financial guarantee given Talwandi Sabo Power Limited 9,000 10,693 Vizag General Cargo Berth Private Limited 483 458 Bharat Aluminium Company Limited - 2,500 Copper Mines of Tasmania Proprietary Limited 31 30 Thalanga copper mines Proprietary Limited 23 23 Western Cluster Limited - 32 Volcan Investments Limited* 115 115 Cairn India Holdings Limited 3,224 - 12,876 13,851

* Bank gaurantee given by Vedanta Limited on behalf of Volcan Investments Limited in favour of Income Tax department, India as collateral in respect of certain tax disputes of Volcan Investments Limited

(x) Transactions during the year Year ended Year ended March 31, 2018 March 31, 2017 a) Loans given during the year Paradip Multi Cargo Berth Private Limited - 0 Malco Energy Limited 18 - Sterlite Ports Limited - 2 Sterlite Infraventures Limited - 0 Sesa Resources Limited 5 7 Vizag General Cargo Berth Private Limited - 79 Sterlite Iron and Steel Company Limited 0 0 Vedanta Limited ESOS Trust 202 108 225 196 b) Loans repaid during the year Sesa Resources Limited 138 68 Sterlite Ports Limited 1 1 Vizag General Cargo Berth Private Limited 8 264 Vedanta Limited ESOS Trust* 58 5 Cairn South Africa (Proprietary) Limited - 0 Malco Energy Limited 18 - 223 338 *During the year, the Company reduced its loan receivable from Vedanta Limited ESOS Trust by ₹ 12 Crore on exercise of stock options by employees

c) Investments made during the year Gaurav Overseas Private Limited 0 - Malco Energy Limited 18 107 Bloom Fountain Limited - 14,730 Vedanta Limited ESOS Trust (₹ 5000) - 0 Erstwhile Cairn India Limited from subsidiaries* - 715 18 15,552 * March 31, 2017 purchase of investment from Sesa Sterlite Maurities Holdings Limited During the year, Compulsorily Convertible Debentures (CCDs) issued by Vizag General Cargo Berth Private Limited (VGCB) to the Company for an amount ₹ 150 Crores have been extended for an additional period of 2 years and 10 months.

The remuneration of key management personnel of the Company are set out below in aggregate for each of the categories specified in Ind AS 24 Related Party disclosures.

(xi) Remuneration of key management personnel Year ended Year ended March 31, 2018 March 31, 2017 Short-term employee benefits 33 34 Post employment benefits* 2 3 Share based payments 6 8 41 45

*Does not include the provision made for gratuity and leave benefits, as they are determined on an actuarial basis for all the employees together.

Commission/Sitting fees

Commision to Key Management Personnel 0 0 Commision and sitting fees to Independent directors 4 3

Dividend to key management personnel 0 0

Dividend to relatives of key management personnel 0 0

Terms and conditions of transactions with related parties All transactions are from related parties are made in ordinary course of business. For the year ended March 31 2018, the Company has not recorded any impairment of receivables relating to amounts owed by related parties. This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates.

d) Summary of reservations or qualifications or adverse remarks of auditors in the last five financial years immediately preceding the year of circulation of offer letter and of their impact on the financial statements and financial position of the company and the corrective steps taken and proposed to be taken by the company for each of the said reservations or qualifications or adverse remark - NIL e) Details of any inquiry, inspections or investigations initiated or conducted under the Companies Act or any previous company law in the last three years immediately preceding the year of circulation of offer letter in the case of company and all of its subsidiaries. Also if there were any prosecutions filed (whether pending or not) fines imposed, compounding of offences in the last three years immediately preceding the year of the offer letter and if so, section-wise details thereof for the company and all of its subsidiaries

 On 23 October 2009, the Ministry of Corporate Affairs, Government of India ordered that the SFIO investigate into the affairs of the Company and its then subsidiary, Sesa Industries Limited (which has since been amalgamated with Sesa Goa Limited (Now Vedanta Limited) with effect from 14 February 2011), in respect of alleged mismanagement, malpractices and financial and other irregularities, and certain allegations of violations under the Companies Act, 1956. On 26 May, 2011, the Company received a copy of the report by the SFIO on the investigation into the company’s affairs pursuant to section 235 of the Indian Companies Act, 1956 wherein certain allegations were made under the Indian Penal Code pertaining to under / over invoicing of iron ore / coal and excess payment of commission and certain allegations were made under the Indian Companies Act. In response to the report received from the SFIO, the Company has filed its representations to the Secretary, Ministry of Corporate Affairs, with a copy to the SFIO, explaining in detail the Company’s position on the allegations made in the SFIO’s report and denying the allegations made therein. Subsequently, the Ministry has dropped all allegations in the SFIO reports under the Indian Penal Code pertaining to under / over invoicing of iron ore / coal and excess payment of commission. The Union of India through the Ministry of Corporate Affairs filed three cases against Sesa Goa Limited (now Vedanta Limited), its erstwhile subsidiary, Sesa Industries Limited, and some of their officials under the Indian Companies Act, 1956. The Company filed applications for compounding of offences and the offences were compounded by way of the Company Law Board’s compounding order dated 18 February, 2016. Further, based on the said compounding order, the proceedings before the Judicial Magistrate, First Class, Panaji were withdrawn and disposed on 22 April, 2016.

 The High Court of Bombay by judgment dated 11.12.2008 in Writ Petition No. 2739 of 2006 allowed the petition filed by the Company and others impugning the order of 04.10.2006 passed by the ACMM, 40th Court, Girgaon, Mumbai. In the original complaint, the Complainant has alleged violation of inter-alia, Section 73 of the Companies Act, 1956. The Complainant in the original complaint challenged the judgment of the Bombay High Court before the Supreme Court of India and the matter was dismissed as withdrawn on 4th August 2015.

 SEBI barred Sterlite Industries (India) Limited (SIIL) (Now merged with Vedanta Limited) from accessing the Indian Capital Market for Equity/Debt issue for a period of two years from April 19, 2001. The matter relates to alleged price manipulation during an open offer for the acquisition of shares in Indian Aluminium Company Limited made by SIIL. SIIL appealed against the SEBI Order before the Securities Appellate Tribunal (SAT). The SAT vide its order dated October 22, 2001 set aside the earlier SEBI order. SEBI has preferred an appeal against the SAT order in the High Court of Judicature at Bombay and the same is pending. In addition to the civil proceedings, SEBI also initiated criminal proceedings before the Court of the Metropolitan Magistrate, Mumbai, against Mr. Anil Agarwal, presently our Chairman

Emeritus and Mr. Tarun Jain, one of our Whole Time Directors and the then Chief Financial Officer of The Madras Aluminium Company Limited at the time of the alleged price manipulation. When SEBI’s order was set aside in October 2001, we filed a petition before the High Court of Bombay to quash those criminal proceedings on the ground that the SAT had overruled SEBI’s order on price manipulation. An order was passed by the High Court of Bombay in our favour, granting an interim stay over the criminal proceedings. The proceedings before the Court of the Metropolitan Magistrate, Mumbai is currently pending and is listed under the caption of ‘stayed matter’ from time to time. The petition filed by us before the Bombay High Court is also pending with the next date of hearing yet to be fixed. f) Details of acts of material frauds committed against the company in the last three years, if any, and if so, the action taken by the company NIL g) Details of default, if any, including therein the amount involved, duration of default and present status, in repayment of –  statutory dues - NIL  debentures and interest thereon - NIL  deposits and interest thereon - NA  loan from any bank or financial institution and interest thereon - NIL h) Any material event/ development or change having implications on the financial / credit quality (e.g. any material regulatory proceedings against the Issuer/Promoters, tax litigations resulting in material liabilities, corporate restructuring event etc.) at the time of issue or subsequent to the issue which may affect the issue or the investor’s decision to invest / continue to invest in the debt securities.

Save for the event/ developments described below and what forms part of legal proceedings against promoters of the issuer company, there are no governmental, legal or arbitration proceedings which may have or have had during the 12 months prior to the date of this document a significant effect on the Company or its subsidiaries and/or the Company's or the subsidiary’s financial position or profitability.

Vedanta has commenced proceedings against the GoI, which has disputed Vedanta’s exercise of the call option to purchase its remaining 29.5 per cent ownership interest in Hindustan Zinc Limited

Pursuant to the Government of India’s policy of disinvestment, Vedanta, through its wholly-owned subsidiary, Sterlite Opportunities and Ventures Limited (“SOVL”), acquired 64.92 per cent of the share capital of Hindustan Zinc Limited through the shareholders' agreement between the Government of India (GoI) and SOVL dated 4 April 2002 (the "SHA") and duly followed the open offer mechanism. Under the terms of the SHA, SOVL was granted two call options to acquire all of the remaining shares in HZL held by the GoI at the time of exercise. SOVL exercised the first call option on 29 August 2003. On 21 July 2009, SOVL exercised the second call option to acquire the remaining 29.5 per cent of the share capital shares in HZL held by the GoI. The GoI refused to act upon the second call option stating that the call option violates the provisions of the Indian Companies Act, 1956. Arbitral proceedings are currently under progress and the next date to be notified.

On 9 January 2012, Vedanta offered to acquire the GoI’s interest in HZL for US$2,938 million. Vedanta has, by way of letters dated 10 April 2012 and 6 July 2012, sought to engage with the GoI on the same terms as the offer. This offer was separate from the contested exercise of the call options and Vedanta

100

proposed to withdraw the litigation in relation to the contested exercise of the options should the offer be accepted. On 30 October 2013, Vedanta’s shareholders approved the terms of the offer and authorised Vedanta to negotiate the acquisition of the entirety of the GoI’s interest in HZL for an aggregate consideration not exceeding US$3,482 million. To date, the offer has not been accepted by the GoI and therefore there is no assurance that the acquisition will proceed.

PIL challenging the residual disinvestment in HZL

A writ petition was filed in March 2014 in the Supreme Court of India by the National Confederation of Officers Association questioning the decision of GOI to disinvest its 29.54% residual shareholding in HZL. The Supreme Court on January 19, 2016 ordered the status quo to be maintained with respect to the proposed disinvestment of government interest in HZL until further orders are passed by the court.

Vedanta has commenced proceedings against the GoI, which has disputed Vedanta’s exercise of the call option to purchase its remaining 49.0 per cent ownership interest in BALCO

Arbitration proceedings have been concluded in relation to a dispute between the GoI and Vedanta, with respect to Vedanta’s exercise of its second call option to acquire the remaining shares in BALCO held by the GoI, pursuant to the shareholders’ agreement between the parties. In January 2011, the majority award of the arbitral tribunal rejected Vedanta’s claims on the grounds that the clauses relating to the call option, the right of first refusal, the “tag-along” rights and the restriction on the transfer of shares violate the provisions of the Companies Act, 1956. In April 2011, Vedanta filed an application under section 34 of the Arbitration and Conciliation Act, 1996 in the High Court of Delhi to set aside the award dated 25 January 2011 to the extent that it holds these clauses ineffective and inoperative. The GoI also filed an application before the High Court of Delhi to partially set aside the arbitral award dated 25 January 2011 in respect of certain matters involving valuation. The High Court of Delhi passed an order dated 10 August 2011 directing Vedanta's application and the application by the GoI to be heard together as they arise from a common arbitral award. The matter is currently listed to be heard on March 12, 2020.

On 9 January 2012, Vedanta offered to acquire the GoI’s interests in BALCO for US$338 million. Vedanta has, by way of letters dated 10 April 2012 and 6 July 2012, sought to engage with the GoI on the same terms as the offer. This offer was separate from the contested exercise of the call options and Vedanta proposed to withdraw the litigation in relation to the contested exercise of the options should the offer be accepted. On 30 October 2013, Vedanta’s shareholders approved the terms of the offer and authorised Vedanta to negotiate the acquisition of the entirety of the GoI’s interest in BALCO for an aggregate consideration not exceeding US$487 million. To date, the offer has not been accepted by the GoI and therefore there is no assurance that the acquisition will proceed.

Challenge relating to the environmental clearance granted for our expansion plans of refinery in Lanjigarh

In line with the Expert Appraisal Committee’s recommendation, the MoEF on November 20, 2015 granted environmental clearance for the alumina refinery expansion up to 4 mtpa and environmental clearance of up to 6 mtpa, which will be received as an amendment to the existing environmental clearance after the completion of land acquisition of the balance area of 666.03 HA. Further, a Consent to establish for 6 mtpa and Consent to Operate for 2 mtpa has also been granted.

On February 18, 2016 an individual challenged the environmental clearance grant for the alumina refinery expansion at Lanjigarh before the National Green Tribunal Kolkata wherein MoEF, Odisha State

101

Pollution Control Board and Vedanta Limited have been made parties. In the meantime, another individual has filed an interlocutory application for being impleaded in the matter before the NGT, Kolkata.

Vedanta (previously known as Sesa Goa) is involved in proceedings involving a suspension of mining operations in the State of Goa

Pursuant to findings in the Justice M.B. Shah Commission Report dated March 15, 2012 on the allegations of illegal mining in the State of Goa, the State Government had banned iron ore mining operations in the State Goa on September 10, 2012 and the Ministry of Environment and Forest (“MOEF”) had suspended Environmental Clearances of all mining leases within the State of Goa. A writ petition was filed before the Supreme Court of India to initiate action based on the report Justice M.B. Shah Commission Report and an interim order was passed by the Supreme Court of India on October 5, 2012 suspending the mining operations within the State of Goa.

During the pendency of matter on November 11, 2013, the Supreme Court of India directed passed an interim order on November 11, 2013 directing that the inventory of the excavated mineral ores be verified by the Directorate of Mines and Geology (“DMG”) and the Monitoring Committee was constituted to sell the materials through an e-auction. The auction of inventorized ore is yet to be completed.

On April 21, 2014, the Supreme Court passed judgment in the matter lifting the ban with certain stipulations including directions on mining by the lessees after November 22, 2007 as being illegal, dumping outside the leased area as being impermissible; interim buffer zone fixed at one kilometer from the boundaries of National Parks and Sanctuaries, cap on annual excavation at 20 million tons other than from dumps until the final report of Expert Committee is submitted, appropriation of the sale value of e-auctioned inventorized ores by the State Government as per stipulated conditions, payment of 10% of the sale proceeds to the Goan Iron Ore Permanent Fund. The Green Bench of the Supreme Court passed an order on April 21, 2014 lifting the ban subject to certain conditions interalia limiting the maximum annual excavation to 20 million tonnes subject to determination of final capacity by Expert Committee appointed by it and 10% of the sale proceeds of the iron ore to be appropriated towards a sustainability fund. The Supreme Court has held that all mining leases in the State of Goa, including those of the Company, had expired in 2007 and consequently, no mining operations can be carried out until renewal/execution of mining lease deeds by the State Government. The petition filed by us in May 2014 for the review of the aforesaid judgment in the Supreme Court of India on certain limited issues was subsequently withdrawn by us in September 2014.

On August 13, 2014 , the High Court of Bombay, Goa Bench passed a common order directing the State of Goa to renew the mining leases for which stamp duty was collected in accordance with the Goa Mineral Policy (2013) and to decide the other applications for which no stamp duty was collected within three months thereof.

The Government of Goa in January 2015 revoked the order suspending mining operations in the State of Goa and MOEF has revoked suspension of Environment Clearances in March 2015. Subsequently, the lease deeds for all working leases were executed and registered as of August 2015. We obtained consent to operate under the Air (Prevention of Pollution) Act and Water (Prevention of Pollution) Act from the Goa State Pollution Control Board and mining plan approval from the Indian Bureau of Mines for these leases, and the Company resumed operations of its mines on 10 August 2015.

102

On 10 September, 2014, the Goa Foundation challenged the High Court order directing the renewal of mining by way of a Special Leave Petition (SLP) before the Supreme Court of India, challenging the judgment of the High Court dated13 August 2014 directing renewal of mining leases. No stay has yet been granted by the Supreme Court. Another set of SLPs on an identical issue were filed by [Rama Velip]. Two writ petitions have also been filed before Supreme Court by Goa Foundation and Sudip Tamankar in September 2015 for setting aside the second renewal of iron ore mining leases in Goa made under section 8 (3) of MMDR Act and challenging the revocation of suspension on mining in State of Goa. The Supreme Court passed its final order in the matter on 7 February 2018 wherein it set aside the second renewal of the mining leases granted by the State of Goa. The court directed all lease holders operating under a second renewal to stop all mining operations with effect from 16 March, 2018 until fresh mining leases (not fresh renewals or other renewals) and fresh environmental clearances are granted in accordance with the provisions of the MMDR Act.

Separately, the Expert Committee has filed its reports on dump handling and ceiling on annual extraction before the Supreme Court recommending the immediate enhancement of the annual extraction ceiling to 30 million MT, and subsequently to 37 million MT after the development of infrastructure. Vedanta filed an application before the Supreme Court of India, requesting clarification on whether any contributions to the Goa Permanent Iron Ore Fund should be made as per the Supreme Court’s orders, as the Central government has introduced a provision to set up social fund known as District Mineral Foundation in states for similar objectives. The application has been withdrawn in view of the judgement dated 07 February 2018. The Expert Committee Report is yet to be accepted by the SC and the matter is pending before the Supreme Court.

Vedanta (previously known as Sea Goa) is involved in proceedings challenging environmental consents received for its expansion project of pig iron, metallurgical coke, sinter plants and power plant

The High Court of Bombay by its order dated 6 March 2012 dismissed a public interest litigation filed by Mr. Ramachandra Vaman Naik and others to quash an approval issued by the MoEF/GSPCB for the expansion project of a pig iron plant, sinter plant, met coke plant and power plant at Bicholim. Mr. Naik challenged this order by filing a special leave petition before the Supreme Court of India on 26 July 2012 for an interim stay of the operations of the High Court of Bombay order and for the stay of the construction and operation of the plant. Vedanta filed a counter affidavit in February 2013 requesting the dismissal of the special leave petition. The Supreme Court set aside the order passed by the HC without expressing any opinion on the merits of the contention open to the parties and on November 7, 2016, directed the matter to be heard de novo by the National Green Tribunal, Delhi. The matter before the National Green Tribunal, New Delhi was heard on December 4, 2017 and the Tribunal has disposed the matter with directions to the MoEF to examine, if any, additional conditions are to be added to the environmental clearance. Applicants were given liberty to submit suggestions, if any, to MoEF within 2 weeks and MOEF was directed to pass orders expeditiously thereafter.

Separately, an application was filed by the village panchayat head of Navelim, Goa before the National Green Tribunal against the Goa State Pollution Control Board, MoEF, State of Goa, others and us alleging that (i) Goa State Pollution Control Board had issued its approval in a piecemeal manner to us, even though the environmental clearance order issued by the MoEF and the approval are for all four plants thereby violating the MoEF order, (ii) the no-objection certificate issued in relation to this project in 2007 was forged and fabricated, and (iii) the CN5 bridge at Maina-Navelim junction falls outside the notified industrial area, and crosses a public road belonging to the village panchayat. The application sought cancellation of the approval and the order of the MoEF. On March 1, 2013, the National Green

103

Tribunal gave directions to issue notices to all the parties. We responded on April 11, 2013, denying all contentions and submissions made by the village head and requested that the application be dismissed. Pleadings in the matter have been completed. Subsequently on February 10, 2014 the matter was transferred from the Principal Bench of the National Green Tribunal at New Delhi to the Western Bench of the National Green Tribunal at Pune where it is currently pending.

The claim amount in these cases is not currently quantifiable.

Vedanta (previously known as Sesa Sterlite /Sesa Goa) has challenged the imposition of forest development tax by Government of Karnataka

In October 2008, Vedanta filed a writ petition in the High Court of Karnataka against the Government of Karnataka and others, challenging the imposition of a forest development tax at a rate of 8.0 per cent (a subsequent demand was made for the payment of tax at the rate of 12.0 per cent) on the value of iron ore sold by Vedanta from the mining leases in the forest area, pursuant to a notification by the Government of Karnataka and a memorandum/common order issued by the Deputy Conservator of Forests. In August 2009, the High Court of Karnataka permitted the Government of Karnataka to levy the forest development tax and directed that the demand be restricted to 50.0 per cent of the forest development tax as an interim arrangement pending disposal of the writ petition.

An application was filed by Vedanta before the High Court of Karnataka, seeking modification of the order in August 2009. However, the application was not taken up for hearing. Subsequently, Vedanta filed a special leave petition before the Supreme Court of India, against the order of the High Court of Karnataka. In November 2009, the Supreme Court of India directed the High Court of Karnataka to dispose of the application for modification of the order given in August 2009 and directed Vedanta to furnish a bank guarantee towards payment of the forest development tax. In April 2010, Vedanta was directed by the High Court of Karnataka to pay 25.0 per cent of the demand in cash and furnish a bank guarantee for the remaining 25.0 per cent subsequently, the Government of Karnataka appealed to the High Court of Karnataka. Vedanta filed written submissions on 25 July 2012 requesting the writ petition be allowed and the notification issued by the Government of Karnataka to be set aside. On December 3, 2015, the High Court of Karnataka passed its final order quashing the forest development tax notification, holding that the rate of forest development tax levied to be 8% and directing a refund of the amount collected from mining leases other than state government owned companies. The state government of Karnataka appealed against the order before the Supreme Court of India, and another mining lessee also filed a counter appeal in the matter. The matter is pending before the Supreme Court. In the interim, the Supreme Court has stayed the refund of the forest development tax amount as ordered by the High Court.

In the meantime, amending the Karnataka Forest Act, 1963, Govt. of Karnataka legislated the Karnataka Forest Development (Amendment) Act, 2016 (the ‘Amendment Act’) empowering the State to collect Forest Development Fee (FDF) (the Amendment Act substituted ‘tax’ from retrospective effect) at 12%, with retrospective effect from 2008, on the sale price of iron ore sold by us.

We filed WP in the Karnataka HC challenging constitutional validity of the (Amendment) Act. On October 4, 2017 the High Court passed an order quashing the Amendment Act and directed the State to refund the amounts collected. On March 13, 2017, the Supreme Court, in the appeal filed by State of Karnataka against the order of the High Court, has stayed the refund of the amount collected as FDF. On March 21, 2018 the Supreme Court directed that appeals against both the FDT and FDF matters will be heard together. The matter will be listed for hearing in due course.

104

The claim amount is not currently quantifiable.

Shenzhen Shandong Nuclear Power Construction Co. Limited has commenced arbitration proceedings against Vedanta

On 19 February 2012, Shenzhen Shandong Nuclear Power Construction Co. Limited (“SSNP”) filed a petition under section 9 of the Arbitration and Conciliation Act, 1996 before the High Court of Bombay alleging non-payment in relation to the construction of a 210 MW co-generation power plant for a refinery expansion project at Lanjigarh, and filed a claim for INR 16,420 million (US$252 million) in damages. Prior to this, SSNP had terminated the contract dated 25 February 2011 and a legal notice dated 23 February 2012 had been issued for the recovery of damages.

SSNP also requested interim relief in the form of an order to enforce the advance bank guarantee, an injunction to prevent Vedanta from disposing or creating any third party right over plant, machinery at the project site or security for the amount due under the contract. On 25 April 2012, the High Court of Bombay dismissed SSNP’s petition. SSNP appealed and by an order dated 12 December 2012 the High Court of Bombay directed Vedanta to deposit a bank guarantee for an amount of INR 1,870 million (US$29 million) until the arbitration proceedings are completed.

Vedanta filed a counter claim in April 2013 for failure by SSNP to deliver on agreed timelines. Subsequently, SSNP made an application for an interim award of INR 2,020 million which was not allowed. The arbitral award was pronounced on November 9, 2017, wherein the Tribunal awarded an aggregate amount of ₹ 2,210 million ($ 34 million) to SSNP payable within a period of 120 days carrying an interest at the rate of nine per cent (9%) from the date of filing of the claim and along with a cost of ₹ 5 million. The tribunal further directed that beyond the said period of 120 days, the award amount shall carry an interest at the rate of fifteen per cent (15%) till the realization of the award amount.

Vedanta challenged the award before the High Court of Delhi under section 34 of Arbitration Act. This was dismissed by the court, post which the Company filed an appeal under section 37 before the division bench of the High Court of Delhi. The court granted a stay subject to the deposit of the award amount. Accordingly, we deposited an amount of ₹ 1522.2 million with the court, requesting the court to direct SSNP to return the bank guarantee post which the balance amount shall be deposited.

The division bench, on August 30, 2018, dismissed our appeal u/s 37 of Act and vacated all interim orders passed by the court. We challenged the said order of High Court before Supreme Court by way of a special leave petition. In the meantime, SSNP also filed an execution application before the High Court for appropriation of money which was deposited with the court, against which we filed an appeal to get a stay of execution.

The Supreme Court disposed of the SLP passing its final order, on October 11, 2018, partially modifying the Arbitral Award on the interest aspect as under: (i) A uniform rate of 9% will be applicable for the INR component of the award amount in entirety till the date of realization (ii) The interest payable on the EUR component of the award amount will be as per LIBOR + 300 basis points on the date of Award, till the date of realization. The aggregate award amount now stands revised at ₹ 2,899 million as on February 28, 2019.

Vedanta has filed a reply to the Execution Petition filed by SSNP in the Delhi HC for giving effect to the above order and handing over the drawings, documents and the Bank Guarantee by SSNP. Vide its Order dated 08.08.2019, the registry has been directed to release a sum of Rs.34.7 crores to SSNP out of the deposit of Rs 92 crores with the Registry. The Court has accepted our argument that the Euro

105

component can be paid in INR. SSNP has been directed to make a reply to our submission on drawings and documents. The matter has been disposed of with the liberty to the decree holder to file fresh application for payment of balance amount.

Proceedings against Talwandi Sabo Power Limited ("TSPL") relating to its delay in commissioning various units of the power plant

On 1 September 2008, TSPL entered into a long term power purchase agreement ("PPA") with Punjab State Power Corporation Limited (“PSPCL”) for the supply of power. TSPL has a contractual obligation to complete the commissioning of various units of its power plant that will produce the power to be supplied according to agreed scheduled timelines. According to the terms of the agreement, there are obligations and performances to be met by both PSPCL and TSPL. PSPCL was obligated to fulfill certain conditions including procuring interconnection and transmission facilities, arranging supply of adequate quantity of fuel for the project etc. However, due to the delay in fulfilment of certain obligations and other force majeure reasons, there were delays in implementing the project as compared to the scheduled timelines under the agreement.

TSPL received letters from PSPCL on 21 August 2013, 20 January 2014 and 30 April 2014 respectively, seeking payment of liquidated damages of INR 3,176.4 million (US$49 million) for each delay in commissioning Units I, II and III at the plant totalling INR 9,529.2 million (US$146 million).

Subsequently, PSPCL invoked a bank guarantee of INR 1,500.0 million (US$23.0 million) in relation to the delay in completion of Unit I. On 18.06.2014 TSPL filed a civil writ petition in the High Court of Punjab and Haryana. TSPL filed a petition with the Punjab State Electricity Regulatory Commission (“PSERC”) for quashing of the wrongful claim of liquidated damages and grant of extension of time to complete the commissioning of various units of the power plant.

Further, on October 22, 2014, PSERC directed the matter to be settled through arbitration and allowed the stay on encashment of the bank guarantee until the matter is finally adjudged by Arbitrator. PSPCL has preferred an appeal in Appellate Tribunal for Electricity (APTEL) against the PSERC order and APTEL had on May 12, 2015, disposed the appeal by directing directed that the matter will be adjudicated by an Arbitral Tribunal. The arbitration proceedings have completed and the order has been passed in TSPL favour. Meanwhile, PSPCL has filed an application challenging the award under Section 34 of the Arbitration and Conciliation Act, 1996 TSPL has filed an application for dismissal of PSPCL's application on 28.09.2018. The matter has been listed for hearing on January 23, 2020.

The Amalgamation and Re-organization Scheme has been challenged by the Tax Authorities and others

Subsequent to the effectiveness of the Amalgamation and Re-organization Scheme, a special leave petition challenging the orders of the High Court of Bombay at Goa has been filed before the Supreme Court of India by the Commissioner of Income Tax, Goa and the Ministry of Corporate Affairs in July 2013 and in April 2014, respectively. Further, a creditor and a shareholder have challenged the Amalgamation and Re-organization Scheme in the High Court of Madras in September 2013. Further, the Ministry of Mines, GoI have challenged the Amalgamation and Reorganisation Scheme before the High Court of Madras and the High Court of Bombay, Goa Bench, respectively. The Supreme Court has now admitted the special leave petitions which are likely to be listed in due course.

106

Demands against HZL by the Department of Mines and Geology and Ministry of Mines

The Department of Mines and Geology of the State of Rajasthan issued HZL with several "show cause" notices in August, September and October of 2006 to the value of INR 3,339 million (US$51 million), in relation to alleged unlawful occupation and unauthorised mining of associated minerals other than zinc and lead at HZL’s Rampura Agucha, Rajpura Dariba and Zawar mines in Rajasthan, during the period from July 1968 to March 2006. HZL filed a writ petition against the notices. In October 2006, the High Court of Rajasthan issued an order granting a stay in respect of these notices and restrained the Department of Mines and Geology from undertaking any coercive measures to recover the penalty. In January 2007, the High Court of Rajasthan issued another order granting the Department of Mines and Geology an additional four weeks to file its reply. The High Court of Rajasthan also directed the Department of Mines and Geology not to issue any orders cancelling the lease. The next hearing has not yet been fixed.

Demands against HZL for environment and health cess by the State of Rajasthan

The State of Rajasthan issued a notification in June 2008 notifying the implementation of the Rajasthan Environment and Cess Rules which imposed environment and health cess on major minerals including lead and zinc. HZL and other mine operators resisted the notification and the imposition thereunder before the High Court of Rajasthan on the ground that the imposition of such cess and all matters relating to the environment fall under the competence of the Central Government as opposed to a State Legislature. In October 2011, the High Court of Rajasthan disposed of the writ petitions. HZL has challenged this order by a special leave petition in December 2011, before the Supreme Court of India. The Supreme Court of India passed an interim order on 23rd March 2012, restraining the State of Rajasthan from taking any coercive steps for recovery of the demand. The matter is still pending and is not yet listed for hearing. The state government has rescinded the prospective liability towards the environment and health cess by notification dated January 6, 2017.

The claim amount is not currently quantifiable.

Claims for contributions towards the District Mineral Foundation

The District Mineral Foundation was introduced by the MMDRA Amendment Act, whereby all mining lease holders are required to pay contributions towards the District Mineral Foundation. The contribution amounts were to be percentage of royalties as prescribed by the central government and were effective from January 12, 2015. In September 2015, a notification was issued by the Ministry of Mines prescribing the rate for the District Mineral Foundation contribution.

Subsequently, state rules were formulated for Rajasthan with effect from May 2016 and HZL received demand notices for the deposit of contributions to the District Mineral Foundation from January 12, 2015. In its order dated August 8, 2016, the High Court of Rajasthan stayed the demand retroactively for the period under challenge.

On December 16, 2015, the Federation of Indian Mineral Industries also filed a writ petition before the High Court of Delhi, obtaining an order for no coercive action. The writ petition was subsequently transferred to the Supreme Court.

In October 2015, another notification was issued by the Ministry of Coal whereby rates were prescribed for certain minerals such as coal and lignite, although an additional provision also required for the application of such rates from the earlier date of the notification or the respective state rules. Vedanta

107

Limited and Balco challenged the notifications for liability on account of fuel before the High Court of Delhi.

The Supreme Court through order dated October 13, 2017, held that contribution to DMF in case of minerals other than coal shall take effect from September 17, 2015 and in the case of coal from October 20, 2015 or from the date on which the DMF was established by the state, whichever is later. Pursuant to the Supreme Court order, HZL has challenged the demand for payment between the disputed period i.e. from the date when the State of Rajasthan established DMF until the date when the High Court of Rajasthan has granted a stay. In parallel, BALCO has filed a petition before the High Court of Delhi challenging the constitutionality of section 9B(5) and section 9B(6) of the MMDR Act. HZL has also filed an intervention application in the said petition. The matter will be listed in the due course.

Petitions filed against BALCO in relation to the encroachment of land on which our Korba smelter is located.

BALCO has 1804.67 acres of government land out of which 1751 acres is forest land which were given on lease by the State Government. The lease deed has not been executed till date. The High Court of Chhattisgarh on February 2010 held that BALCO is in legal possession of 1804.67 acres of government land based on which the Cabinet of Chhattisgarh recommended the execution of lease deed in favour of BALCO but after approvals for forest land were sought.

With respect to the approvals for forest land, petitions have been filed in public interest before the Supreme Court of India by various individuals and Sarthak, a non-governmental organization alleging that BALCO is using forest land for non-forest activities. The Supreme Court of India referred the matter to the Central Empowered Committee (“CEC”), which recommended a post-facto diversion of forest land with payment of net present value on land for which forest compensation was not paid prior to the year 1980. Subsequently, it was alleged that BALCO had cut trees in violation of the Court order and filed a contempt petition and the matter was again referred to the CEC. The CEC submitted its report on June 30, 2012 to the Court recommending that a detailed survey should be conducted through Forest Survey of India (MoEF) using high quality remote sensing technique to find out whether any tree felling and/or non-forest use has taken place after February 29, 2008 in the revenue forest land and/or deemed forest in possession of BALCO. In order to expedite the proceedings, BALCO filed an application in the Court seeking direction to pay the net present value on forest land as per the recommendation of the CEC provided an ex-post facto diversion of the 1751 acres forest land held by BALCO. The CEC has submitted its report dated February 22, 2019 on the ground truthing exercise conducted by the Forest Survey of India (FSI) jointly with BALCO between October 29-31, 2018. The matter is scheduled for hearing before the Supreme Court and will be listed in due course. .

Claim against BALCO for energy development cess

In December 2006, the High Court of Chhattisgarh, on a writ filed by BALCO, quashed the provisions relating to imposition of energy development cess of Rs. 6899 million ($106 million) on captive power plants and directed a refund of the cess already collected by the state government. The State of Chhattisgarh filed a special leave petition in February 2007 in the Supreme Court against the order of the High Court of Chhattisgarh. The Supreme Court of India issued notice on 9 March 2007 and stayed the refund of the cess already collected from BALCO pending the outcome of the special leave petition. The date of the next hearing in the matter is to be notified.

108

Demand against BALCO for electricity duty

BALCO received a notice in February 2010 from the Chief Electrical Inspector, Government of Chhattisgarh demanding that BALCO is required to pay Rs. 2,404 million ($ 37million) from June 2005 to March 2009, towards duty on electricity for the generation of power by BALCO’s 540 MW power plant. It alleged that BALCO did not submit the eligibility certificate required for exemption from payment of electricity duty. The said exemption is claimed pursuant to a memorandum of understanding entered with the state government and according to the industrial policy 2001-2006. The state level committee recommended that an eligibility certificate be issued to us that will exempt us from paying duty on electricity. The application is filed before Directorate of Industries for granting us exemption from electricity duty and is currently under review. The amount of duty on electricity payable for the period subsequent to March 31, 2009 until March 31, 2019 is Rs. 827.43 crores.

Demand against BALCO for electricity dues and power allocated from central quota

During 1983 and 1984, BALCO (as a public sector undertaking) was allocated 45 MW of power (the "Allocation") by the GoI from the central quota. On 12 January 2001, as a result of the disinvestment and privatisation of BALCO the allocation was withdrawn. BALCO made representations to the GoI, as a result of which, on 13 January 2003, the Ministry of Power passed a specific order restoring the allocation to BALCO (on the same terms and conditions as existed before its withdrawal) for the period of 1 April 2001 to 31 March 2003. Despite this order, the Chhattisgarh State Power Distribution Company Limited (the "CSPDL") raised an electricity bill for the period of September 2002 to November 2002 and unilaterally adjusted an amount of [INR 70.4 million (US$ 1.2 million)] on 23 December 2010 from the security deposit that it held.

BALCO has challenged this action by filing a writ petition with the High Court of Chhattisgarh to declare the order dated 23 December 2010 as illegal and void. The CSPDL, by way of letter dated 19 June 2012, demanded an amount of [INR 629 million (US$10.5 million)], which it considered to be outstanding. BALCO was required to provide security for 50 per cent of the amount demanded by CSPDL. As a result of providing such security, BALCO was granted interim relief. The matter has not yet been listed.

Proceedings related to the imposition of entry tax

Vedanta Limited and other group companies challenged the constitutional validity of the local statute in Chhattisgarh, Odisha and Rajasthan levying entry tax on the entry of goods brought into the states and other notifications, as being in violation of certain provisions of the Indian constitution. Post some contradictory orders of High Courts across India adjudicating on similar challenges, the Supreme Court referred the matters to a nine judge bench. The Supreme Court in its order rejected the compensatory nature of tax as a ground for challenge and left all other issues open for adjudication by regular benches hearing the matter.

Post the order of the nine judge bench, the regular bench of the Supreme Court proceeded with hearing the maters. The regular bench remanded the entry tax matters relating to the issue of discrimination against domestic goods from other States to the respective High Courts for final determination but retained the issue of jurisdiction on levy on imported goods, for determination by regular bench of the Supreme Court. Following the order of the Supreme Court, we filed a writ petition in the High Court of Rajasthan and Odisha. Hindustan Zinc Limited and BALCO have also filed writ petitions in the High Court of Rajasthan and High Court of Chhattisgarh respectively.

109

On October 9, 2017, the Supreme Court held that States have the jurisdiction to levy entry tax on imported goods. With this Supreme Court judgement, imported goods will rank pari passu with domestic goods for the purpose of levy of Entry tax. The company and its subsidiaries have amended their (writ petitions) in Orissa and Chhattisgarh to include the issue of imported goods as well. With respect to Rajasthan, the State Government has filed a counter petition in the Rajasthan High Court, whereby it has admitted that it does not intend to levy the entry tax on imported goods. The issue of discrimination has been remanded back to the High Courts for final adjudication.

In a related matter, the issue pertaining to levy of entry tax on movement of goods into a Special Economic Zone (SEZ) remains pending before the High Court of Odisha. Meanwhile, the Govt of Odisha further through its SEZ Policy 2015 and the operational guidelines for administration of this policy dated 22.08.2016, exempted entry tax levy on SEZ operations.

Proceedings against TSPL relating to Mega Power Project Benefits

TSPL submitted its bid for setting up a 1980 MW Thermal Power Plant in the State of Punjab under tariff based international competitive bidding under Case-2 Model. Sterlite Energy Limited (‘SEL’ now “Vedanta Limited”) evolved as the successful bidder and accordingly, the project was awarded to SEL. A Power Purchase Agreement (‘PPA’) was entered between TSPL and PSEB [now, Punjab State Power Corporation Limited (‘PSPCL’)]. In terms of the said PPA, any increase/decrease in capital cost of the Project on account of any “Change in Law” occurring post the cut-off date i.e. 16-06-2008 (date seven days prior to the bid deadline) has to be passed on to PSPCL.

At the time of bidding, TSPL was not eligible for the mega power project status. However towards the end of 2009, the said policy was amended and various conditions were relaxed making TSPL eligible for the mega power project status. Accordingly, TSPL was given the mega power project status in 2010 basis which it has been availing the customs and excise exemption. As TSPL had become entitled to the mega power project status post the cut-off date, as per PSPCL the mega power project benefits availed by TSPL need to be passed-on to them under “Change in Law” clause of the PPA. It is the submission of TSPL that as on the cut-off date, similar benefits were available to it under the Foreign Trade Policy even as a non-mega power project and accordingly, its economic position has not altered pursuant to the grant of mega power project status warranting pass-on of such benefits to PSPCL which is sine qua non for trigger of “Change in Law” article of the PPA.

TSPL has also produced a number of approval letters issued by the several DGFT offices across India granting such benefits to the non-mega power projects which even includes power projects of government/PSUs.

PSERC had passed an Order dated 02-12-2014 wherein the majority (2:1) has held against TSPL. TSPL has filed an appeal along with a stay application before APTEL challenging the majority order of PSERC. The stay application was summarily rejected by the APTEL without considering the submissions of TSPL. TSPL has filed an SLP before Supreme Court (“SC”) against the order passed by the APTEL on the stay application, SC has granted the stay against the wrongful deductions of PSPCL on account of Mega benefits. Stay granted by the SC was later vacated which led to a deduction of Rs 214 crores whereas basis a subsequent SC order Rs. 50 crores was later refunded. Post this order APTEL granted a stay for

110

further deductions from the monthly billing cycle against a bank guarantee furnished by the Company. APTEL disallowed TSPL’s contentions as per its order dated July 4, 2017. TSPL filed an appeal before the Supreme Court against the adverse APTEL order and a stay order against the deduction of Rs. 90 Cr and against encashment of bank guarantee amounting to Rs. 38 Cr was granted.

TSPL filed a clarification application before SC which was allowed and PSPCL was directed to refund Rs. 50 cr. deducted by them. However, the ongoing monthly deductions on account of mega benefit claim has not been stayed. The appeal in the matter is pending for further hearing in the Supreme Court and the next date is yet to be notified.

TSPL dispute related to Coal GCV measurement and coal washing

Upon PSPCL’s refusal to pay energy charges to TSPL as per the provisions of a PPA between PSPCL and TSPL dated September 1, 2008, TSPL filed a petition on May 22, 2014, in PSERC against PSPCL claiming charges for washing, unloading, surface transportation, transit loss, finance charges, gross calorific value (GCV) loss related to the procurement of coal. PSPCL’s contention was that fuel charges should only include charges billed by the fuel supply company namely Mahanadi Coalfields Limited, whereas TSPL contended that all costs of fuel procurement are to be considered by PSPCL under the PPA, since the obligation to supply fuel for the project is that of PSPCL under Case II Scenario IV bidding procedure of Ministry of Power. PSPCL’s obligation of signing fuel supply agreement with Mahanadi Coalfields Limited and to supply fuel for project was later upheld by APTEL in another case between TSPL and PSPCL and that judgement is subsisting since its operation has not been disturbed in PSPCL’s appeal to Supreme Court of India.

PSERC issued the final order on November 23, 2015 denying all the claims made by TSPL. TSPL filed an appeal before APTEL challenging the order of PSERC. On July 3, 2017, APTEL partially allowed the appeal awarding unloading and shunting charges to TSPL although it ruled against TSPL on other claims. TSPL filed an appeal against the APTEL order before the Supreme Court. On March 7, 2018, the Supreme Court allowed TSPL’s appeal and directed PSPCL to pay charges for washing, surface transportation and to measure GCV of coal at TSPL site. However, PSPCL misinterpreting the Supreme Court order, paid only ₹ 160 million on account of washing charges. TSPL had filed a Contempt Petition in the Supreme Court wherein, vide order dated 07.08.2019, the SC has directed PSPCL repay the amounts deducted from energy charge by taking notional figures related GCV and Cost of Coal within eight weeks. PSPCL has paid approx. Rs. 1000 crs on this account. TSPL is going to reconcile the data with PSPCL for balance amount.

The Supreme Court also dismissed the cross appeal filed by PSPCL, thereby affirming APTEL’s order allowing unloading and shunting charges to be paid by PSPCL. PSERC remand proceedings have commenced pursuant to APTEL’s order dated July 3, 2017, for computation of unloading and shunting charges allowed to TSPL. The order in remand proceedings is now reserved.

111

Arbitration proceedings on issues related to the cost recovery of the Ravva block

We along with other joint operation partners (the “Contractor Parties”) are involved in a dispute against GoI relating to the recovery of contractual costs in terms of calculation of payments that the Contractor Parties were required to make in connection with the Ravva field.

The Ravva production sharing contract obliges the Contractor Parties to pay a proportionate share of ONGC’s exploration, development, production and contract costs in consideration for ONGC’s payment of costs related to construction and other activities it conducted in Ravva prior to the effective date of the Ravva production sharing contract (the ‘‘ONGC Carry’’). The question as to how the ONGC Carry is to be recovered and calculated, along with other issues, was submitted to an international arbitration tribunal in August 2002 which rendered a decision on the ONGC Carry in favor of the Contractor Parties whereas four other issues were decided in favor of GoI in October 2004 (the “Partial Award").

The GoI then proceeded to challenge the ONGC Carry decision before the Malaysian courts, as Kuala Lumpur was the seat of the arbitration. The Federal Court of Malaysia adjudicated the matter on October 11, 2011 and upheld the Partial Award. Per the decision of the arbitral tribunal with regards to Partial Award, the Contractor Parties and the GoI were required to arrive at a quantification of the sums relating to each of the issues under the Partial Award. Also, the arbitral tribunal retained the jurisdiction for determination of any remaining issues in the matter.

Pursuant to the decision of the Federal Court, the Contractor Parties approached the Ministry of Petroleum and Natural Gas (“MoPNG”) to implement the Partial Award while reconciling the statement of accounts as outlined in the Partial Award. GoI failed to implement the Partial Award by way of reconciling accounts as provided in the Partial Award ever since the Federal Court of Malaysia adjudicated in the Contractor Parties’ favour.

However, on July 10, 2014 MoPNG issued a show cause notice alleging that since the Partial Award has not been enforced the profit petroleum share of the GoI has been short-paid. MoPNG threatened to recover that amount from the sale proceeds payable by the oil marketing companies to the Contractor Parties. The Contractor Parties replied to the show cause notice taking various legal contentions. On March 9, 2015, a personal hearing took place between MoPNG and the Contractor Parties whereby the Contractor Parties expressed their concerns against such alleged unilateral recoveries and filed further written submissions on March 12, 2015.

Because the Partial Award did not quantify the sums, the Contractor Parties approached the same arbitral tribunal to pass a final award in the subject matter since it had retained the jurisdiction to do so. The final award was passed by the Tribunal on October 26, 2016, upholding that no further amounts are due from the Claimants. With respect to arbitration costs, the Award specifies that each party should bear costs equally. GoI’s challenge against the final award was dismissed by the High Court of Malaysia, Kuala Lumpur. GoI has subsequently filed an appeal against the High Court’ decision before the Court of Appeal, Malaysia which was dismissed on Sept 27, 2018. GoI further appealed against the decision of the Court of Appeal before the Federal Court of Malaysia which was also dismissed on 28 February 2019.

112

Meanwhile, Vedanta Limited has filed a petition before the High Court of Delhi for the enforcement of the partial award and the final award.

While the enforcement petitions were still pending in the High Court of Delhi, GOI issued a notice, dated October 22, 2018, directing the oil marketing companies (OMCs) (who are the offtakers for Ravva) to divert the sale proceeds to GoI’s account towards recovery of alleged short payment of profit petroleum by the JV with interest (Vedanta’s share being USD 64 million). Vedanta has challenged the said recovery notice before the High Court of Delhi wherein the court as an interim measure directed that the OMCs deposit the sale proceeds in the Court and has granted liberty to Vedanta to seek withdrawal of the amounts from the Court upon furnishing a Bank Guarantee of commensurate value. The interim arrangement is to continue until further orders by the court. The matter was reserved for orders on 24 May 2019.

On 28 October 2019, Cairn received a 10-year extension on the Ravva Block Production Sharing Contract from the Directorate General of Hydrocarbons.

Petitions have been filed in the Rajasthan High Court relating to sales tax

We have filed two writ petitions before the Rajasthan High Court seeking to set aside the letters and show cause notice issued by the Rajasthan Sales Tax Department demanding Rajasthan VAT on sales of crude oil alleging that the sales are intra-state sale (as opposed to an inter-state sale). Vide its interim order, the High Court directed us to appear before the Commissioner of Commercial Tax. The Commissioner confirmed the sales as intra-state sale. A 2% Central States Tax is currently being paid. A stay against the order of the Commissioner and show cause notices has been issued. The potential liability for tax and related interest for all periods until March 31, 2016 is approximately Rs 40,005 million ($617 million)

The Court has decided the matter in our favour, holding the sales to be inter-state and declaring that the State had no jurisdiction to levy tax under the RVAT Act, 2003. Subsequently, the Rajasthan Sales Tax Department filed an appeal before the division bench of the High Court of Rajasthan on September 9, 2016, challenging the previous order. On April 4, 2018, division bench dismissed the petition filed by the Rajasthan Sales Tax Department. The Rajasthan Sales Tax department filed an SLP before Supreme Court against the judgment of the Division Bench of the Rajasthan High Court. However, the SLP of the department has been dismissed as the department has failed to cure the defects in filing despite specific order from the Supreme Court.

Writ petition filed in the Delhi High Court by Cairn India Limited relating to extension of tenure of the Production Sharing Contract for the Rajasthan block

Cairn India Limited filed a writ petition before the High Court of Delhi against the Ministry of Petroleum and Natural Gas (“MoPNG”), the Directorate General of Hydrocarbons (“DGH”) and Oil and Natural Gas Corporation Limited (“ONGC”) regarding the extension of the tenure for the Production Sharing Contract (“PSC”) for the RJ-ON-90/1 Block (“RJ Block”). 113

The RJ Block PSC is valid until May 14, 2020. Consistent with the terms of the PSC, given that the RJ Block is also producing natural gas, Cairn India Limited has been requesting for an extension of the tenure of the RJ Block PSC for a period of up to 10 years, i.e., until May 14, 2030. ONGC, Cairn India Limited’s joint venture partner in the RJ Block, is technically aligned on the recoverable resources potential of the RJ Block beyond the PSC period, until the proposed extension period up to 2030. Cairn India Limited has been making regular requests to the MoPNG for extension of the tenure of the RJ Block PSC since the past few years. However, apart from seeking further technical and financial details, the MoPNG has not yet made a final decision in the matter.

In view of the MoPNG’s delay, a writ petition was filed by Cairn India Limited on December 11, 2015, seeking relief from the High Court of Delhi. The High Court of Delhi on 31 May 2018 allowed the writ petition, directing Government of India to extend the PSC for the RJ Block for a period of ten years beyond the current contract term in accordance with Article 2.1 of the PSC on the same terms and conditions.

The decision of the Single Bench was appealed by GOI before the Division Bench High Court of Delhi. The Court ordered that the application filed by Cairn India Limited (now Vedanta Limited - oil and gas business) in May 2018 for seeking extension of the PSC for ten years shall be decided/processed by the GOI under the new extension policy dated April 7, 2017 (“Policy”) within a period of two months, notwithstanding the time prescribed in the Policy. The Court also stayed the order passed by the Single Judge and placed on record that the question of applicability of the Policy was presently left open.

On October 26, 2018, the GoI granted extension of the PSC for a period of ten (10) years under the Policy, subject to the fulfillment of certain conditions. The applicability of the Policy remains sub-judice. The matter is next listed on January 23, 2020.

Writ petition filed in the Delhi High Court by Cairn India Limited relating to export of crude oil from RJ Block

Cairn India Limited has filed a writ petition before the High Court of Delhi against the Directorate General of Foreign Trade (“DGFT”), the Ministry of Petroleum and Natural Gas (“MoPNG”), and Indian Oil Corporation Limited (“IOCL”) for the export of crude oil from the RJ Block.

Due to its nature and composition, RJ Block crude has the potential to be valued higher by refineries in other markets, beyond the prices being received from the GoI nominated buyers and other domestic private refiners. Since 2009, Cairn has been receiving bids from international buyers and refiners offering prices that are an additional US$3-4 per bbl more than the domestic sale prices for RJ Block crude.

In accordance with the provisions of the RJ Block PSC and the applicable GoI policies for crude oil export, Cairn India Limited repeatedly requested IOCL and MoPNG to allow it to export RJ Block crude oil, to which there has been no firm response. Cairn India Limited also made written requests to the DGFT to intervene in the matter, which again proved unsuccessful.

114

In view of the aforesaid, Cairn filed a writ petition in the High Court of Delhi on December 11, 2015 to obtain relief in the form of orders to the DGFT, MoPNG and IOCL for approvals and authorizations to permit and facilitate the export of RJ Block crude oil, to the extent GoI nominated buyers are unable to cover the entire production. Through its order dated December 14, 2015, the High Court ordered the MoPNG, DGFT and IOCL to obtain necessary instructions on whether the GoI was willing to pick up the entire crude oil production from the RJ Block, or in the alternative was ready to grant permission to Cairn to directly export the crude oil not covered by the GoI nominees.

On October 18, 2016, the High Court set aside the writ petition.. Cairn India Limited (now Vedanta Limited- oil and gas business) filed an appeal against the order before the Division Bench of the Delhi High Court which was dismissed by way of its order dated November 28, 2018. Vedanta has now challenged the Division Bench’s dismissal by way of a special leave petition before the Supreme Court.

Writ petitions filed against us alleging violation of certain air, water and hazardous waste management regulations at our Tuticorin plant

Various writ petitions were filed before the High Court of Madras alleging that sulphur dioxide emissions from our copper smelting operations at Tuticorin were causing air and water pollution and hazardous waste and sought a cancellation of our permits and environmental approval to operate our smelter.

A writ petition was filed in December 2009 before the High Court of Madras challenging the grant of environmental clearance for the expansion of our copper smelter at Tuticorin. But no order or direction for injunction was granted. By way of its order dated April 28, 2016, the High Court of Madras dismissed the petition and rejected the claims of the petitioner.

Separately, in March 2013, the TNPCB ordered the closure of the copper smelter at Tuticorin due to complaints regarding a noxious gas leak by local residents. On April 1, 2013 we filed a petition with the National Green Tribunal challenging the order of the TNPCB on the basis that the plant’s emissions were within permissible limits. The National Green Tribunal passed an interim order in May 31, 2013 allowing the smelter to recommence operations subject to certain conditions, and consequently we recommenced operations on June 16, 2013. The expert committee constituted by the National Green Tribunal submitted a report on the operation of the plant on July 10, 2013 stating that the plant’s emissions were within the prescribed standards. Based on this report, the National Green Tribunal ordered on July 15, 2013 that the smelter could recommence its operations. On August 8, 2013, the National Green Tribunal confirmed its May 31, 2013 order and held that there was no health impact owing to the operations with directions to comply with the recommendations made by the committee to further improve the working of the plant within a time bound schedule. We implemented all the recommendations during fiscal year 2013. However, the TNPCB filed a civil appeals in 2013 against the National Green Tribunal’s interim order dated May 31, 2013 and final order dated August 8, 2013. V Gopalaswamy, the General Secretary of a political party, MDMK, also filed civil appeals in 2013.

These appeals have been allowed by the Supreme Court and the NGT judgment dated August 08, 2013 has been set aside on grounds of maintainability. However, the Supreme Court has given the Vedanta 115

the liberty to approach the High Court of Madras challenging the orders of TNPCB. We have now approached the High Court of Madras, Principal Bench challenging the impugned orders of TNPCB passed in 2013. The matter is being argued and will be listed in due course.

Proceedings related to the existing copper smelting operations and the proposed expansion project at the Tuticorin plant

We had filed an application dated 31 January, 2018 for renewal of Consent to Operate (CTO), before the Tamil Nadu pollution Control Board (TNPCB) as per procedure established by law, for our existing 400,000 MTPA Copper Smelter plant at Tuticorin, which was due to expire on March 31, 2018. The TNPCB rejected the said renewal application by its order dated April 9, 2018 (Rejection Order).The Company had filed an appeal before the TNPCB Appellate Authority challenging the Rejection Order, which the Company withdrew after the NGT Order dated December 15, 2018 on account of redundancy of proceedings before this (TNPCB Appellate Authority) forum.

During the pendency of the appeal, TNPCB vide its order dated May 23, 2018 ordered the disconnection of electricity supply and closure of the existing Copper Smelter plant with immediate effect (‘Closure Order’). TNPCB passed the Closure Order without any prior notice to us which was due to be served as per the requirements under Section 21(4) of the Air Act and Rule 34 of the Water (Prevention and Control of Pollution) Rules 1975. Thereafter, the Government of Tamil Nadu, proclaiming and endorsing TNPCB’s Rejection Order, issued orders dated May 28, 2018 with a direction to seal the existing Copper Smelter plant unit permanently (‘TN Government Order’), without providing any prior notice to us. The Company had filed an appeal before National Green Tribunal, Principal Bench at New Delhi challenging the Closure Order passed by TNPCB as well as the TN Government Order for sealing of the existing plant.

The aforesaid appeal was allowed vide NGT’s judgement dated December 15, 2018. The NGT judgment was challenged before the Madurai Bench of the High Court of Madras (by a writ petition filed by an intervenor, Fathima Babu), which ordered to maintain status quo regarding the closure of the plant at Tuticorin until the State decided on filing of the appeal. The Company challenged the order of the High Court before the Supreme Court. Meanwhile, the State also approached the Supreme Court against the final orders of the NGT ordering the reopening of the plant at Tuticorin.

The Supreme Court on February 18, 2019 set aside the NGT judgment dated December 15, 2018 on the grounds of maintainability, allowing Vedanta the liberty to approach the High Court of Madras to challenge all the orders collectively, stating that no plea of alternative remedy shall be allowed. Vedanta challenged the earlier impugned orders passed by TNPCB and the State of Tamil Nadu before Madras High Court under Article 226 and indicated for an expeditious hearing of the matter.

Basis the said order, Vedanta has filed a writ petition before the Principal Bench of the High Court of Madras and has additionally filed an application seeking interim relief for care and maintenance of the plant. Arguments are ongoing and the matter will be listed in due course.

Separately, our application for renewal of the Environmental Clearance for the proposed Copper Smelter Plant 2 (‘Expansion Project’) which expired on December 31, 2018 was rejected by the MoEF. Thereafter, we made a fresh application dated March 12, 2018 before the Expert Appraisal Committee 116

of the MoEF wherein a sub-committee was directed to visit the Expansion Project site prior to prescribing the Terms of Reference.

In the meantime, the Madurai Bench of the High Court of Madras in a Public Interest Litigation, filed against the Company, the Ministry of Environment, Forest & Climate Change and State Industries Promotion Corporation of Tamil Nadu (SIPCOT), held vide its order dated May 23, 2018 that the application for renewal of the Environmental Clearance for the Expansion Project shall be processed after a mandatory public hearing and the said application shall be decided by the competent authority on or before September 23, 2018. In the interim, the High Court ordered us to cease construction and all other activities on site for the proposed Expansion Project with immediate effect. Separately, SIPCOT vide its letter dated May 29, 2018, cancelled 342.22 acres of the land allotted to the Company for the proposed Expansion Project. Further the TNPCB issued orders on June 7, 2018 directing the withdrawal of the Consent to Establish (CTE) which was valid till December 31, 2022.

The Company would be taking appropriate legal measures to address the matters

Proceedings relating to the challenge against the consent to operate and environmental clearance for Electrosteel Steels Limited

A writ petition was filed by Electrosteel Steels Limited (Electrosteel) in High Court of Jharkhand praying for direction to Jharkhand State Pollution Control Board (JSPCB) to issue renewal of Consent to Operate (CTO) which was valid till December 31, 2017 and for which the application was duly filed in August 2017. JSPCB declined the application of Electrosteel for grant of CTO which was challenged before the High Court of Jharkhand.

Additionally, the Ministry of Environment, Forests and Climate Change (MOEF) issued an order dated September 20, 2018 revoking the environment clearance of Electrosteel which was also challenged before the Jharkhand High Court in a separate writ petition.

The High Court has granted a stay against orders of MOEF and JSPCB and allowed the plant operations to continue till the next date of hearing i.e. 26 February 2020. Meanwhile, ESL’s Forest Diversion Proposal has received Stage I clearance from the Forest Advisory Committee.

Proceedings relating to the cost pass through of the installation and operating costs of FGD units

There is an ongoing litigation where Ministry of Environment, Forest and Climate Change (MOEF&CC) issued Environment (Protection) Amendment Rules to implement new emission norms for regulation of sulphur and nitrogen oxide emissions in all thermal power plants in India. The timeline of TSPL to implement these guidelines is 31 December 2019. For this, TSPL approached PSPCL since change in law costs are to be transferred to PSPCL as per PPA, but no positive response received from PSPCL in cost pass through matter. PSERC has passed an adverse order in the matter considering that the said notification is not a change in law event. TSPL has filed its appeal in APTEL. Appeal has been admitted in APTEL and the next date of hearing is to be notified in due course. The amounts involved for the capital cost of installation and operation of the FGD (flue gas desulphurization) units are estimated at ₹10,000 million ($143.3 million) and a recurring ₹700 million per year respectively ($10 million).

In the meantime, TSPL has applied to the Central Pollution Control Board (CPCB), Ministry of Power and the Central Electricity Authority (CEA) to grant an extension of the deadline to implement new emission

117

norms. Separately, the Punjab State Government has also written to the central government requesting for extension of deadline for power plants in Punjab including TSPL’s plant. Further, the Supreme Court in a related matter, has also recorded the submissions made by the central government as well as the affidavits filed by various power plants that a more feasible date for FGD installations would be December 2022. Proceedings related to ONGC’s obligation to share contract costs The dispute pertains to inter-party issues between ONGC, Vedanta Limited (“Operator”) and Cairn Energy Hydrocarbons Limited (“CEHL”) (ONGC, Vedanta and CEHL collectively referred to as “Contractor Parties”) in relation to key components of the parties’ contractual relationships, including the Companies’ right to recover Contractor’s Contract Costs incurred as a result of Petroleum Operations and ONGC’s contractual obligation to contribute its Participating Interest (“PI”) share of such costs in the RJ-ON-90/1 Block (“Block”) and the subsequent finalization of accounts for the Block. GoI has taken the position, among other things, that Operator’s annual accounts and statements are not final. The same is due to the Contractor Parties’ divergent views on the Block accounts and non-adoption of the accounts of the Management Committee (“MC”) of the Block. The GoI has directed the Contractor Parties either to “finalize Cost Oil” and make PP payments on that basis or, in the absence of agreement, to make disputed PP payments. These issues arise from the interpretation and application of the RJ Operating Agreement (“OA”), the RJ Production Sharing Contract (“PSC”).

Vedanta has served a notice of arbitration in accordance with the dispute resolution mechanism prescribed in the PSC and OA to ONGC dated March 1, 2019 and ONGC has responded to the same on April 12, 2019. Both parties have appointed their respective arbitrators and the Presiding Arbitrator is to be appointed. Meanwhile, ONGC has filed a Section 9 application seeking interim relief before the High Court of Delhi which is listed for hearing on December 5, 2019.

Tax Matters:-

We received an order from the Indian tax authorities for not withholding tax on payments made while acquiring a subsidiary

In March 2014, Vedanta Limited (notice was served on Cairn India Limited which subsequently merged with Vedanta Limited, accordingly now referred to as Vedanta Limited) received a show cause notice from the Indian Tax Authorities (‘Tax Authorities’) for not deducting withholding tax on the payments made to Cairn UK Holdings Limited (CUHL), for acquiring shares of Cairn India Holdings Limited (CIHL), as part of their internal reorganisation. The Tax Authorities have stated in the notice that a short-term capital gain has accrued to CUHL on transfer of the shares of CIHL to Vedanta Limited, in the financial year 2006–2007, on which tax should have been withheld by the Company. Pursuant to this various replies were filed with the Tax Authorities. After several hearings, the Income Tax Authority, in March 2015, issued an order holding the Company as ‘assessee in default’ and raised a demand totaling ₹ 20,495 Crore (including interest of ₹ 10,247 Crore). The Company had filed an appeal before the First Appellate Authority, Commissioner of Income Tax (Appeals) which vide order dated July 03, 2017 confirmed the tax demand against the Company. The Company has challenged the Commissioner of Income Tax’s (Appeals) order before the Income Tax Appellate Tribunal (ITAT).

118

The Company also filed a writ petition before the Delhi High Court wherein it has raised several points for assailing the aforementioned Income Tax Authority’s order. The matter is pending for adjudication before the Honourable Delhi High Court."

"Separately CUHL, on whom the primary liability of tax lies, had received an Order from the ITAT in the financial year 2016-17 holding that the transaction is taxable in view of the clarification made in the Act but also acknowledged that being a retrospective transaction, interest would not be levied. Hence affirming a demand of ₹ 10,247 Crore excluding the interest portion that had previously been claimed. The tax department has appealed this order before the Delhi High Court. As a result of the above order from ITAT, the Company considers the risk in respect of the interest portion of claim to be remote. Further, as per the recent recovery notice dated October 12, 2018 received from the Tax Recovery Officer (TRO) appointed for CUHL, tax demand of CUHL of approx. ₹ 4,996 Crore along with interest is outstanding. Further, in the said notice, tax department had also instructed to remit the preference shares redemption amount including dividend payable thereon to the TRO. Accordingly amount aggregating to ₹ 607 Crore has been paid to the TRO on October 26, 2018 thus reducing the liability to ₹ 4,389 Crore. The Company has also paid interim dividend for FY 2018-19 of ₹ 4 Crore to the TRO. Accordingly, the Company has revised the contingent liability to ₹ 4,385 Crore (March 31, 2018: ₹ 9,139 Crore).

In the event, the case is finally decided against the Company, the demand payable along with interest as per the above mentioned order would be ₹ 20,495 Crore, of which only ₹ 4,385 Crore is considered as possible. Separately, but in connection with this litigation, Vedanta Resources Limited has filed a Notice of Claim against the Government of India (‘GOI’) under the UK India Bilateral Investment Treaty (the BIT). The International Arbitration Tribunal passed a favorable order on jurisdiction and Transparency and hearing on merits have been completed in May 2019 and award will be passed in due course. The Government of India has challenged the jurisdiction and Transparency orders of Arbitration Tribunal before the High Court of Singapore which are listed for hearing on 06 February 2020 and 24 February 2020 respectively.

7. DISCLOSURE OF DEBT SECURITIES TO BE ISSUED

I. THE ISSUE The Company proposes to issue upto 30000 Rated, Taxable, Secured, Listed, Redeemable, Non- convertible debentures of face value of Rs. 10 lakhs each, aggregating upto Rs. 3000 Crores with base issue size of Rs 1250 crores along with green shoe option of Rs 1750 crores.

II. UTILIZATION OF THE ISSUE PROCEEDS Proceeds of the issue may be utilised for repayment / prepayment of existing debt, various capex / operational payments and for general corporate purposes.

III. COUPON TBD % p.a. payable annually.

119

IV. RATING: The Company has obtained long term rating of CRISIL AA/ Stable for this debenture issue. V. DISCOUNT / EFFECTIVE PRICE TO INVESTOR The Debentures are being issued at face value and no discount shall be offered on the Debenture. Hence the Investor shall pay 100% of the Issue Price.

VI. SECURITY The debentures shall be secured by first pari passu charge over such fixed assets of the Issuer, as may be identified and intimated by the Issuer to the Debenture Trustee from time to time, so as to maintain minimum security cover of 1 time of the outstanding amount of the Debentures. Debenture Trust Deed shall be executed within the time limits permitted under the Companies Act, 2013. Security Creation/ Hypothecation on the assets shall be created within 180 days from the Deemed Date of Allotment.

VII. PROJECTED CASH FLOW PER DEBENTURE

Particulars Company Vedanta Limited Face Value (per security) Rs. 1,000,000 Issue Date/Date of Allotment TBD Redemption TBD Base Issue Size Rs 1250 crores Green Shoe option Rs 1750 crores Call/Put Option NIL Coupon Rate (Payable Annually) TBD Frequency of the interest Payable Annually Payment with specific dates Day Count Convention Actual/Actual

Cash Flow Dates Amount (INR) per Debenture Allotment Date TBD Coupon TBD Coupon TBD Principal TBD

NOTE: Payment dates are subject to change as per holidays declared in any particular year

VIII. DISCRIPTION OF SECURITY Security shall be created on the following assets to maintain 1 time security cover on the outstanding amount of debentures:

1. Mortgage on one or more land parcels of the Issuer, as may be identified by the Issuer for the same; and/or

120

2. Hypothecation over specific movable fixed assets of the Issuer located at one or more business/plant locations as may be identified and intimated to the Debenture Trustee by the Issuer for the same from time to time.

Debenture Trustee

The Company has appointed Axis Trustee Services Limited as the Debenture Trustee. All the rights and remedies of the Debenture holders shall vest in and shall be exercised by the Debenture Trustee. All investors are deemed to have irrevocably given their authority and consent to Axis Trustee Services Limited to act as their Debenture Trustee and for doing such acts and signing such documents to carry out their duty in such capacity. Any payment by the Company to the Debenture Trustee on behalf of the Debenture holders shall discharge the Company pro tanto to the Debenture holders. Resignation/retirement of the Debenture Trustee shall be as per terms of the trust deed to be entered into between the Company and the Debenture Trustee. A notice in writing to the Debenture holders in such an event shall be provided for the same.

The Debenture Trustee shall duly intimate the Debenture holders by issuing a release on occurrence of any of the following events:

a) default by the Company to pay interest on the Debentures or redemption amount; b) failure of the Company to create a charge on the assets for the secured Debentures within stipulated time period; c) Revision of credit rating assigned to the Debentures. d) breach of financial covenants, if applicable, by the Company Such information can also be placed on the websites of the Debenture Trustee, the Company and the Stock Exchange.

Axis Trustee Services Limited has given its written consent for its appointment as debenture trustee to the Issuer under Regulation 4(4) of the SEBI Regulations and for inclusion of its name in the form and context in which it appears in this Private Placement Offer Letter.

APPLICATION FOR THE DEBENTURES How to Apply  Applications for the Debentures must be made in the Application Form and must be completed in block letters in English by investors. Application Forms must be accompanied by either a demand draft or cheque or electronic transfer drawn or made payable in favour of “VEDANTA LIMITED” and cheque or draft should be crossed as “Account Payee only”. The full amount of the issue price for the Debentures applied for has to be paid along with the delivery of the fully completed and executed Application Form together with other applicable documents described below.  Cheques/demand drafts/electronic transfer may be drawn on any scheduled bank and payable at Mumbai.  The Company assumes no responsibility for any applications/cheques/demand drafts lost in mail or in transit.  The Application form containing the details of the payment is annexed hereto as “Annexure III”

121

Who can apply Application by Banks/ Corporate Bodies/ Mutual Funds/ Financial Institutions/ Trusts/ Statutory Corporations / Insurance Companies

The applications must be accompanied by certified true copies of (i) memorandum and articles of association/constitution/bye-laws/trust deed; (ii) resolution authorizing investment and containing operating instructions; (iii) specimen signatures of authorized signatories; and (iv) necessary form for claiming exemption from deductions on interest on application money. Application made by an asset management company or a custodian of Mutual Fund shall clearly indicate the name of the concerned scheme for which application is being made.

How to Bid All Eligible Investors are required to register themselves as a one-time exercise (if not already registered) with the EBP platform offered by BSE for participating in electronic book building mechanism. Eligible Investors should refer the operating guidelines for issuance of debt securities on private placement basis through an electronic book mechanism as available on the website of BSE. Eligible Investors will also have to complete the mandatory know your customer verification process. Eligible Investors should refer to the BSE EBP Guidelines in this respect.

(a) The details of the Issue shall be entered on the EBP platform by the Issuer at least 1 (one) Business Days prior to the Issue Opening Date, in accordance with the Operational Guidelines.

(b) The Issuer will be open for bidding for the duration of the bidding window that would be communicated through the Issuer’s bidding announcement on the EBP platform, at least 1 (one) Business Day before the start of the Issue Opening Date.

Some of the key guidelines in terms of the current Operational Guidelines on issuance of securities on private placement basis through an EBP mechanism, are as follows:

(a) Modification of Bid Eligible Investors may note that modification of bid is allowed during the bidding period/window. However, in the last 10 minutes of the bidding period/window, revision of bid is only allowed for upward revision of the bid amount placed by the Eligible Investor.

(b) Cancellation of Bid Eligible Investors may note that cancellation of bid is allowed during the bidding period/window. However, in the last 10 minutes of the bidding period/window, no cancellation of bids is permitted.

However, Eligible Investors should refer to the Operational Guidelines as prevailing on the date of the bid.

Application under Power of Attorney

122

A certified true copy of the power of attorney or the relevant authority as the case may be along with the names and specimen signatures of all authorised signatories must be lodged along with the submission of the completed Application Form. Further, modifications/additions in the power of attorney or authority should be delivered to the Company at its Registered Office.

Submission of completed Application Form All applications duly completed accompanied by account payee cheques/drafts/application money/transfer instructions from the respective investor’s account to the account of the Issuer, shall be submitted at the Registered/Head Office of the Issuer.

Procedure and Schedule for Allotment and Issue of Certificates On the Debentures being subscribed under this offer, the Debentures would be allotted by such persons as are authorized by the Board / Committee of Directors from time to time. The allotment would be intimated by way of a Letter of Allotment. The Company will execute and dispatch such Letter of Allotment or refund letter along with refund amount, not later than seven working Days after receipt of completed Application Form or the Deemed Date of Allotment, whichever is later.

After completion of all legal formalities, the Company will issue the Debentures certificate(s)/credit the DP account of the allottees against surrender of the Letter(s) of Allotment within three month(s) of the Deemed Date of Allotment or such extended period, subject to obtaining the approvals, if any.

Basis of Allotment The Company has the sole and absolute right to allot the Debentures to any applicant.

Right to Accept or Reject Applications The Company is entitled at its sole and absolute discretion to accept or reject any application, in part or in full, without assigning any reason. Application Forms that are not complete in all respects shall be rejected at the sole and absolute discretion of the Company.

Dispatch of Refund Orders The Company shall ensure dispatch of refund orders by registered post or by way of RTGS within seven working days from the Deemed Date of Allotment.

Loss of Interest Cheques/Refund Cheques Loss of interest cheques/refund cheques should be intimated to the Company along with request for duplicate issue. The issue of duplicates in this regard shall be governed by applicable law and any other conditions as may be prescribed by the Company.

Interest on Application Money If applicable, Interest at applicable coupon rate will be paid on the application money to the applicants. Such interest will be paid for the period commencing from the date of realization of the cheque(s)/demand drafts (s) /RTGS up to but excluding the Deemed Date of Allotment. The interest payable on application money will be credited within 3 Working Days after the Deemed Date of Allotment. The letters of Allotment/Allotment advice/refund orders, as the case may be, will be sent by

123

registered post/courier/hand delivery within seven days from the Deemed Date of Allotment to the first/sole applicant, at the sole risk of the applicant. The payment will be subject to tax deducted at source at the rates prescribed under the provisions of the IT Act or any other statutory modification or re-enactment thereof.

Tax exemption certificates, if applicable, in respect of non-deduction of tax on interest on application money must be submitted along with the Application Form. It is clarified that interest shall not be paid on invalid and incomplete Application Forms.

Interest at the applicable coupon will be paid only to the Debenture holders registered in the Register of Debenture holders or to the Beneficial Owners. All the applications for transfer shall be accepted only at the Registered Office of the Company.

In the case of joint holders of Debentures, interest shall be payable to the first named Debenture holder. For the purpose of registering a transfer of Debentures prior to the Record Date, the Debenture certificate(s)/Letter(s) of the Allotment, a duly stamped transfer deed and all supporting documents must reach the Company at its Registered Office at least seven Working Days before the Record Date. The provisions of the Depositories would be complied with by the Registrar for facilitating payment by the Company on the respective payment date.

Tax as applicable under the IT Act or any other statutory modification or re-enactment thereof will be deducted at source on the interest payable on the Debentures. Tax exemption certificate/document/form, under Section 193 of the IT Act if any, must be lodged at the Registered Office/Head office of the Issuer, at least 15 days before the relevant interest payment becoming due.

Computation of Interest

Interest for each of the interest periods shall be calculated, on 'actual/ actual' (actual/366 in case of a leap year) basis, on the face value of principal outstanding on the Debentures at the coupon rate rounded off to the nearest Rupee.

Redemption Schedule Redemption schedule is mentioned below: Series Redemption Price per Particulars Redemption Dates Debenture TBD

It is amply clarified that the Debentures would be redeemed by bullet repayment on final Redemption Date.

Payment on Redemption

124

Payment of the redemption amount of the Debentures will be made by the Company to the beneficiaries as per the beneficiary list provided by the Depositories as on the Record date. The Debentures shall be taken as discharged on payment of the redemption amount by the Company to the beneficiaries as per the beneficiary list. Such payment will be a legal discharge of the liability of the Company towards the Debenture holders. On such payment being made, the Company will inform the Depositories and accordingly the account of the Debenture holders with the Depositories will be adjusted. The Company’s liability to the Debenture holder in respect of all their rights including for payment or otherwise shall cease and stand extinguished after the maturity date, in all events save and except for the Debenture holder’s right of redemption as stated above. Upon dispatching the payment instrument towards payment of the redemption amount as specified above in respect of the Debentures, the liability of the Company shall stand extinguished and the Company shall request Debenture Trustee to issue No Due Certificate and release the Security.

Delay in Listing In case of delay in listing application of the Debentures beyond 15 days from the deemed date of allotment, the Company will pay penal interest of 1% pa over the coupon rate from the expiry of 15 days from the deemed date of allotment till the listing of such Debentures to the investor.

Splitting and Consolidation Splitting and consolidation of the Debentures is not applicable in the demat mode since the saleable lot is one Debenture.

Power of Company to exercise right to re-purchase and/or re-issue the Debentures The Company will have the power, exercisable at its sole and absolute discretion from time to time, to re-purchase a part or all of its Debentures from the secondary markets, at any time prior to the Maturity date, subject to applicable law and in accordance with the prevailing guidelines/regulations issued by the RBI, the SEBI and other authorities. In the event of a part or all of its Debentures being repurchased as aforesaid or redeemed under any circumstances whatsoever, the Company shall have, and shall be deemed always to have, the power to reissue the Debentures either by reissuing the same Debentures or by issuing other debentures in their place. Further, in respect of such re-purchased/re-deemed Debentures, the Company shall have the power, exercisable either for a part or all of those Debentures, to cancel, keep alive, appoint nominee(s) to hold or reissue at such price and on such terms and conditions as it may deem fit and as permitted by law.

Eligible Holders and Mode of Transfer The title to the Debentures shall pass by execution of duly stamped transfer deed(s) accompanied by the Debentures certificate(s) together with necessary supporting documents. The transferee(s) should deliver the Debenture certificates to the Company for registration of transfer in the Register of Debenture holders at the Registered Office. The Company on being satisfied will register the transfer of such Debentures in its Register of Debenture holders. The person whose name is recorded in the Register of Debenture holders shall be deemed to be the owner of the Debenture

Debentures 125

Request for registration of transfer, along with the necessary documents, and all other communications, requests, queries and clarifications with respect to the Debentures should be addressed to and sent to the Registered Office of the Company. No correspondence shall be entertained in this regard at any other branches or any of the offices of the Company. In the event the Debentures are issued in physical form, the Company shall use a common form of transfer.

The request from Registered Debenture holder(s) for splitting/consolidation of Debenture certificates will be accepted by the Company only if the original Debentures certificate(s) is/are enclosed along with an acceptable letter of request. No requests for split below the market lot will be entertained.

Transfer of debentures in dematerialized form would be in accordance to the rules/procedures as prescribed by the Depositories.

Permission/ Consent from Prior Creditors

The Company hereby confirms that it is entitled to raise money through current issue of Bonds without the consent/ permission/ approval from the Bondholders/ Trustees/ Lenders/ other creditors of the Company. The Company hereby undertakes that it shall seek consent from the existing charge holders, as may be applicable, for creation of security for the Bonds on pari passu basis.

Future Borrowings

As long as the Company maintains the stipulated security cover in respect of the NCD, the Company shall be entitled to borrow/ raise loans or avail of financial assistance in whatever form and also issue Debentures / Notes / other securities in any manner and to change its capital structure without the consent of Debenture holders/Debenture Trustee.

Further, the Company shall not be required to obtain debenture holders/ debenture trustee consent for creating pari passu charge on the assets given as security or otherwise for further borrowings till the time stipulated security cover/Asset cover is maintained.

In case, pari passu letter for any charge creation is requested by the Issuer, Debenture Trustee shall be empowered to issue the same without seeking consent from the Debenture holders, as long as the Issuer satisfies the above requirement of minimum security cover maintenance by way of a practicing Chartered Accountant’s certificate.

Succession In the event of demise of a Registered Debenture holder being an Individual, the Company will recognize the executor or administrator of the demised Registered Debenture holder or the holder of succession certificate or other legal representative of the demised Registered Debenture holder as the Registered Debenture holder of such Debentures, if such a person obtains probate or letter of administration or is the holder of succession certificate or other legal representation, as the case may be, from a court in India having jurisdiction over the matter and delivers a copy of the same to the Company. The Company may in its absolute discretion, where it thinks fit, dispense with the production of the probate or letter of administration or succession certificate or other legal representation, in order to recognize such holder as being entitled to the Debentures standing in the name of the demised Debenture holder(s) on 126

production of sufficient documentary proof or indemnity. In case of joint holders, on demise of the first holder, the surviving joint holder shall be recognized as the Registered Debenture holder of such debentures on production of death certificate of the demised Debenture holder. In case a person other than individual holds the Debentures, the rights in the Debentures shall vest with the successor acquiring interest therein, including liquidator or any such person appointed as per the applicable law.

Issue of Duplicate Debenture Certificates If any Debenture certificate(s) is/are mutilated or defaced, then, upon production of such certificates at the Registered Office, the same will be cancelled and a new Debenture certificate will be issued in lieu thereof. If any Debenture certificate is lost, stolen or destroyed then, upon production of proof thereof to the satisfaction of the Company and upon furnishing such indemnity as the Company may deem adequate and upon payment of any expenses incurred by the Company in connection thereof, new certificate(s) shall be issued.

Notices The Company agrees to send notice of all meetings of the Debenture holders specifically stating that the provisions for appointment of proxy as mentioned in Section 105 of the Companies Act, 2013 shall be applicable for such meeting. The notices, communications and writings to the Debenture holder(s) required to be given by the Company shall be deemed to have been given if sent by registered post to the Registered Debenture holder(s) at the address of such Debenture holder(s) registered with the Registered Office of the Company.

All notices, communications and writings to be given by the Debenture holder(s) shall be sent by registered post or by hand delivery to the Company at its Registered Office or to such persons at such address as may be notified by the Company from time to time and shall be deemed to have been received on actual receipt of the same.

Rights of Debenture holders The Debenture holder(s) shall not be entitled to any right and privileges of shareholders other than those available to them under the Act. The Debentures shall not confer upon the holders the right to receive notice(s) or to attend and to vote at any general meeting(s) of the shareholders of the Company.

Modifications of Rights The rights, privileges, terms and conditions attached to all Debentures may be varied, modified or abrogated with the consent, in writing, of those holders of the Debentures who hold at least three- fourths of the outstanding amount of Debentures or with the sanction accorded pursuant to a resolution passed at a meeting of the Debenture holders, carried by a majority consisting of not less than three- fourths of the persons voting there upon a show of hands or, if a poll is demanded by a majority representing not less than three-fourths in value of the votes cast on such poll, provided that nothing in such consent or resolution shall be operative against the Company if the same are not accepted in writing by the Company.

Debenture Redemption Reserve (DRR)

127

In accordance with Section 71 of the Act and applicable rules and notifications thereafter, the company would not be crediting/transferring any amount to DRR in respect of the proposed Debenture issue.

Issue/Instrument specific Legislations

1. Companies Act, 2013 and all rules and regulations framed thereunder 2. Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 (as amended from time to time)

3. Listing agreement with BSE and NSE for listing of privately placed Debentures

Governing Laws and Jurisdiction The Debentures are governed by and will be construed in accordance with the Indian law. The Company, the Debentures and Company’s obligations under the Debentures shall, at all times, be subject to the directions of the RBI and the SEBI. The Debenture holders, by purchasing the Debentures, agree that the Mumbai Courts shall have exclusive jurisdiction with respect to matters relating to the Debentures.

Effect of Holidays

If any Coupon Payment Date (except coupon falling due on Redemption Date) falls on a day that is not a Business day, the payment shall be made by the Issuer on the immediately succeeding Business Day and the interest amount will be interest accrued on the NCD’s until but excluding the Coupon payment date originally stipulated. However, the next interest period will continue to commence from the Coupon Payment Dates original stipulated.

If the Redemption Date (also being the last Coupon Payment Date) of the NCD’s falls on a day that is not a Business Day, the redemption proceeds shall be paid by the Issuer on the immediately preceding Business Day along with the interest accrued on the Bonds until but excluding the date of such payment.

In the event the Record Date falls on a day which is not a Business Day, the immediately preceding Business Day will be considered as the Record Date.

Tax Deduction at Source Tax as applicable under the IT Act or any other statutory modification or re-enactment thereof will be deducted at source on the interest payable on the Debentures. Tax exemption certificate/document/form, under Section 193 of the IT Act if any, must be lodged at the Registered Office of the Issuer, at least 15 days before the relevant interest payment becoming due. Tax exemption certificate / declaration of non-deduction of tax at source on interest on application money, should be submitted along with the application form.

The Issuer shall be entitled to deduct appropriate taxes or other deductions as required to be withheld on the redemption amount or any other Debenture payments at the rates prevailing from time to time under the provisions of the IT Act or any other law, or any other statutory modification or re-enactment thereof. In case any Debenture holder wishes to avail a lower rate of withholding tax pursuant to the provisions of any tax treaty entered into by India with the country of residence of such Debenture 128

holder, then such Debenture holder shall need to provide an appropriate representation / documentation to the satisfaction of the Issuer for claiming a lower rate of withholding tax under the respective tax treaty.

Record Date The record date shall be 15 Days before each relevant payment date(s) including interest payments and /or principal repayments / payments on redemption for determining the beneficiaries of the Debentures.

In case the Record Date/Book Closure Date falls on Sunday/Saturday/Holiday, the working day prior to the said Sunday/Saturday/Holiday will be considered as the record date/book closure date.

OTHER REGULATORY AND STATUTORY DISCLOSURES Disclaimer in respect of Jurisdiction This Issue is made in India to investors as specified under clause “Who Can Apply” of this Private Placement Offer Letter / Disclosure Document, who shall be specifically approached by the Company. This Private Placement Offer Letter / Disclosure Document does not constitute an offer to sell or an invitation to subscribe to Debentures offered hereby to any person to whom it is not specifically addressed. Any disputes arising out of this Issue will be subject to the exclusive jurisdiction of the courts of Mumbai. This Private Placement Offer Letter / Disclosure Document does not constitute an offer to sell or an invitation to subscribe to the Debentures herein, in any other jurisdiction to any person to whom it is unlawful to make an offer or invitation in such jurisdiction.

Company Disclaimer Clause The Company certifies that the disclosures made in this Private Placement Offer Letter / Disclosure Document are generally adequate and in conformity with the SEBI Regulations. Further, the Company accepts no responsibility for statements made otherwise than in the Private Placement Offer Letter / Disclosure Document or any other material issued by or at the instance of the Company and anyone placing reliance on any source of information other than this Private Placement Offer Letter / Disclosure Document would be doing so at his own risk.

Issue of Debentures in Dematerialized Form The Debentures will be issued in dematerialized form. The Company has made arrangements with the Depositories for the issue of the Debentures in dematerialised form. Investors will have to hold the Debentures in dematerialised form as per the provisions of The Depositories Act, 1996. The Depository Participant’s name, DP-ID and beneficiary account number must be mentioned at the appropriate place in the Application Form. The Company shall take necessary steps to credit the Debentures allotted to the depository account of the investor.

The Company will make the Allotment to investors on the Deemed Date of Allotment after verification of the Application Form, the accompanying documents and on realisation of the application money.

Transferability of Debentures 129

The Debentures shall be freely transferable subject to applicable law. Further, any dispute in regard to the sale, transfer or assignment of any Debentures or in respect to any principal/interest claim, shall be settled between the transferor(s) and the transferee(s), and the Company shall not be liable in this regard in any manner, whatsoever.

Debentures held in electronic form (dematerialized) form shall be transferred subject to and in accordance with the rules / procedures as prescribed by the NSDL or CDSL / depository participant of the transferor/ transferee and any other applicable laws and rules notified in respect thereof. The consent letter of Axis Trustee is annexed hereto as Annexure V”

The rating rationale(s) adopted / credit rating letter issued by the rating agencies shall be disclosed The NCDs are rated by CRISIL as “CRISIL AA/Positive” (CRISIL double A rating with positive outlook. Instruments with this rating are considered to have high degree of safety regarding timely servicing of financial obligations. Such Instruments carry very low credit risk.

Please note that the rating is not a recommendation to buy, sell or hold securities and investors should take their own decision. The rating may be subject to revision or withdrawal at any time by the assigning rating agency and each rating should be evaluated independently of any other rating. The rating obtained is subject to revision at any point of time in the future. The rating agencies have a right to suspend, withdraw the rating at any time on the basis of new information etc.

The rating letter along with rating rationale as released by Rating Agencies is attached at the end of this document.

A statement containing particulars of the dates of, and parties to all material contracts, agreements involving financial obligations of the issuer

Material Contracts - By very nature and volume of its business, the Company is involved in a large number of transactions involving financial obligations and therefore it may not be possible to furnish details of all material contracts and agreements involving financial obligations of the Company. However, the contracts referred to in Para A below (not being contracts entered into in the ordinary course of the business carried on by the Company) which are or may be deemed to be material have been entered into by the Company. Copies of these contracts together with the copies of documents referred to in Para B may be inspected at the Registered Office of the Company between 10.00 a.m. and 2.00 p.m. on any working day until the issue closing date

Para A: a) Letter appointing Registrar and Transfer Agents and copy of MoU entered into between the Company and the Registrar. b) Letter appointing Axis Trustee Services Ltd. as Trustees to the Debenture Holders.

Para B: Documents 130

 Memorandum and Articles of Association of the Company, as amended from time to time.  Credit Rating Letters for the current Placements.  Letter from BSE conveying its in-principle approval.  Board Resolution approving the proposed private placement.  Committee of Directors Resolution for Issue and allotment of debentures  Shareholders Resolution providing for the Borrowing Powers of the Company.  Consent letters of the Trustees to the Debenture holders.  Annual Reports of the Company for the last three years.  Auditor’s Report in respect of the Financials of the Company.  Shareholder’s resolution under Sec 42 & 71 of the Companies Act, 2013

Name of the Recognized stock exchange where securities are proposed to be listed The securities redeemable Non-Convertible debentures are proposed to be listed on the Bombay Stock Exchange (BSE), designated stock exchange. In-principal approval from the stock exchange has been obtained.

Details of utilization of the issue proceeds Proceeds of the issue may be utilised for repayment / prepayment of existing debt, various capex / operational payments and for general corporate purposes. Issue proceeds will not be used for acquisition of Land or for investing in Capital Markets or any speculative activity.

131

8. Disclosures pertaining to willful Default

i. Name of the Bank declaring the entity as a willful defaulter: NIL ii. The year in which the entity is declared as a willful defaulter: N.A. iii. Outstanding amount when the entity is declared as a willful defaulter: N.A. iv. Name of the entity declared as a willful defaulter: N.A. v. Steps taken, if any, for the removal from the list of willful defaulters: N.A. vi. Other disclosures, as deemed fit by the Issuer in order to enable investors to take informed decisions: N.A. vii. Any other disclosure as specified by SEBI: N.A.

132

Annexure 1 – Term Sheet

Security Name

Issuer Vedanta Limited Date of passing resolution in general AGM dated August 24, 2018 meeting Date of passing of Board/ Committee of 29th January, 2020 Directors Resolution Secured, Rated, Listed, Redeemable Non-Convertible Type of Instrument Debentures (“NCDs” or “Debentures” or “Bonds”) to be issued in Dematerialized Form) Secured by way of first pari-passu charge on the specific movable and/or immovable Fixed Assets, as may be identified and notified by the Issuer to the Security Security Trustee from time to time, with minimum asset coverage of 1 time of the aggregate face value of NCD’s outstanding at any point of time. Price at which the security is being offered including the premium, if any, The security will be issued At par along with justification of the price

Base Issue Size Rs 1250 crs

Rs 1750 crs Green shoe option (option to retain oversubscription)

Tenor TBD

Redemption Date TBD

Coupon Rate (payable per annum) TBD

Annual Coupon Payment Dates: Coupon Payment Dates/Frequency TBD Settlement At Par Proceeds of the issue may be utilised for repayment / prepayment of existing debt, various capex / operational payments and for general corporate purposes. Purpose and Objects of the Issue

Issue proceeds will not be used for acquisition of Land or for investing in Capital Markets. 133

Contribution being made by the No contributions have been made by the promoters or promoters or directors as part of the directors of the Issuer, either as part of the offer or offer or separately in furtherance of such separately in furtherance of such objects. objects Deemed Date of Allotment TBD Minimum Subscription and multiples of Minimum 1 Debenture of Rs. 10,00,000 each or multiples Debt Securities therefore Put Option Date NIL Put Option Price N.A. Call Option Date N.A. Call Option Price N.A. Put Notification Time N.A. Call Notification Time N.A. The NCD shall be listed on the Wholesale Debt Market segment of BSE. In case of delay in listing application beyond 15 days from the Deemed Date of Allotment, the Listing Company will pay penal interest of 1% p.a. over the coupon rate from the expiry of 15 days from the Deemed Date of Allotment till the date of application for listing. Mode of issuance Only in Dematerialized form Mode of Trading Only in Dematerialized form Depository NSDL / CDSL Rating of the Instrument “CRISIL AA/Stable” by CRISIL Pay in shall be done through Clearing Corporation of BSE, Settlement by way of i.e. Indian Clearing Corporation Limited “ICCL” Mode of Issue E-Bidding through Electronic Platform of BSE Manner of Allotment Uniform price Settlement Cycle (Pay in Date) T+1 Manner of Bidding Open Bidding Issue Timing: 1. Issue Opening Date 2. Issue Closing Date TBD 3. Pay – in – Date 4. Deemed date of Allotment Axis Trustee Services Limited, Name & Address of the Debenture The Ruby, 2nd Floor, SW Trustee 29 – Senapati Bapat Marg, Dadar – West, Mumbai – 400 028 Registrar and transfer Agent Karvy Fintech Pvt Ltd

Other Details Nature of Instrument Secured Seniority Senior Mode of Issue Private Placement 134

The following categories of investors, specifically approached, are eligible to apply for this private placement of NCD’s: 1. Scheduled Commercial Banks; 2. Financial Institutions; 3. Insurance Companies; 4. Primary/ State/ District/ Central Co-operative Banks Eligible Investors (subject to permission from RBI); 5. Regional Rural Banks; 6. Mutual Funds; 7. Companies, Bodies Corporate authorized to invest in Debentures; 8. Trusts, Provident Funds, Gratuity, Superannuation & Pension Funds, subject to their Investment guidelines. 9. Any other investor(s) authorized to invest in such bonds. Step Up/ Step Down Coupon Rate N.A. Redemption Amount At par (Rs.10,00,000 per NCD) Coupon Type Fixed Coupon Reset Process None Actual/Actual Basis Interest payable on the NCD’s will be calculated on the basis Day Count Basis of actual number of days elapsed in a year of 365 or 366 Days as the case may be. At the coupon rate (subject to deduction of tax of source, as applicable) from the date of realization of cheque(s) / Interest on application money demand draft(s) up to one day prior to the Deemed Date of Allotment. In case of default in payment of interest and/or principal redemption on the due dates, additional interest @ 2% p.a. Default Interest Rate over the Coupon Rate will be payable by the Company till the date of cure of the concerned default. Redemption Premium / Discount NIL Issue Price Rs.10,00,000 per NCD Discount at which security is issued and the effective yield as a result of such N.A., as the security is being issued at par discount Face Value Rs.10,00,000 per NCD 1 NCD of the face value of Rs.10,00,000 each and in multiple Minimum Application of 1 thereafter Proceeds of the issue may be utilised for repayment / prepayment of existing debt, various capex / operational Details of the utilization of the Proceeds payments and for general corporate purposes.

135

Issue proceeds will not be used for acquisition of Land or for investing in Capital Markets A “Business Day‟/ “Working Day” shall be a day on which commercial banks are open for business in the city of Mumbai.

In the event the Record Date falls on a day which is not a Business Day, the immediately preceding Business Day will be considered as the Record Date. Record Date 15 Days prior to each Coupon Payment / Redemption Date. The Company shall execute a Debenture Trust Deed in Form No. SH.12 or as near thereto as possible, in favour of the Debenture Trustee within sixty days of Deemed Date of Allotment of the Bonds and submit with Stock Exchange and Debenture Trustee / Bondholders. In the event of delay in execution of Debenture Trust Deed within sixty days of Deemed Date of Allotment of the Bonds or delay in the creation of pari – passu charge on the security within 180 days from the Deemed date of allotment, the Company shall refund the subscription with the Coupon Rate Security Creation or pay penal interest at the rate of 2.00% p.a. over the Coupon Rate till these conditions are complied with, at the option of the Bondholders.

The Company shall create charge over specific fixed assets and file the same with ROC within 180 days of the deemed date of allotment. Provided that the charge as mentioned before has been created and filed with ROC, the company shall complete other procedural formalities, if any applicable, within a period of not exceeding 180 days from deemed date of allotment.

136

As long as the Company maintains the stipulated security cover with respect to NCDs, the Company shall be entitled to borrow/ raise loans or avail of financial assistance in whatever form and also issue Debentures / Notes / other securities in any manner and to change its capital structure without the consent of Debenture holders/Debenture Trustee.

Further, the Company shall not be required to obtain debenture holders/ debenture trustee consent for creating pari passu charge on the assets given as a security for further borrowings till the time stipulated security cover/Asset cover Future Borrowings and Automatic is maintained. Approvals to the Issuer In case, pari passu letter for any charge creation is requested by the Issuer, Debenture Trustee shall be empowered to issue the same without seeking consent from the Debenture holders, as long as the Issuer satisfies the above requirement of minimum security cover maintenance by way of a practicing Chartered Accountant’s certificate.

The Issuer Company shall not be required to obtain any approval/consent /NOC from the NCD holders / Debenture Trustee for any merger / amalgamation /restructuring scheme of the Issuer, by whatever name called, within the Vedanta Group. 1. Information Memorandum 2. Letter appointing Axis Trustee Services Limited, as Trustees to the Bondholders; 3. Debenture Trusteeship Agreement; 4. Debenture Trust Deed; 5. Rating Letter from CRISIL Ratings and another rating agency; Transaction Documents 6. Letter appointing Registrar; 7. In-principle approval of Stock Exchange for listing of Bonds; 8. Tripartite Agreement between the Issuer; Registrar and NSDL/CDSL for issue of Bonds in dematerialized form 9. And such other documents as may be required to be executed to perfect the transaction contemplated herein. The subscription from investors shall be accepted for Conditions Precedent to Disbursement allocation and allotment by the Issuer subject to the following:

1. Information Memorandum Private Placement Offer Letter (complying with SEBI disclosures) and certified by the Issuer

137

2. Written consent letter from Axis Trustee Services Limited, conveying their consent to act as Trustees for the Bondholders; 3. Execution of Debenture Trustee Agreement 4. In-principle listing approval from BSE, for listing of

Bonds; 5. Rating Letter from CRISIL Ratings; 6. Written consent letter from Karvy Fintech, conveying

their consent to act as Registrar to the issue 7. Board and Shareholders Resolution of the Issuer as required under the Companies Act 2013 for issuance of the NCDs 8. A certified true copy of the special resolution of the shareholders of the Issuer approving the private placement of the Debentures under rule 14 (2) (a) of the Companies (Prospectus and Allotment of Securities) Rules, 2014 9. A certified true copy of the special resolution of the shareholders of the Issuer under section 180(1) ( c )of the Companies Act, 2013 setting out the borrowing limit applicable to the Issuer 10. A certified copy of a resolution of the board of directors of the Company under Section 179 of the Companies Act, 2013. 11. Compliance with all applicable laws and regulations

pertaining to the issuance of the NCD. The Issuer shall ensure that the following documents are Conditions Subsequent to Disbursement executed/ activities are completed as per time frame mentioned elsewhere in this Private Placement Offer Letter: 1. Maintaining a complete record of private placement offers in Form PAS-5 and filing the such record along with Private Placement Offer Letter in Form PAS-4 with the Registrar of Companies with fee as provided in Companies (Registration Offices and Fees) Rules, 2014 and with Securities and Exchange Board of India, within the stipulated timelines; 2. Filing a return of allotment of Bonds with complete list of all Bondholders in Form PAS-3 under section 42 of the Companies Act, 2013, with the Registrar of Companies within thirty days of the Deemed Date of Allotment along with fee as provided in the Companies (Registration Offices and Fees) Rules, 2014; 3. Credit of demat account(s) of the allottee(s) by number of Bonds allotted within two working days from the Deemed Date of Allotment; 4. Making listing application to BSE within 15 days from the Deemed Date of Allotment of Bonds; 138

5. Executing the Debenture Trust Deed in Form No. SH.12 or as near thereto as possible, in favour of the Trustee within sixty days of Deemed Date of Allotment of the Bonds. 6. Security Creation within 180 days from the deemed date of allotment 1. Default in payment of monies due in respect of interest/principal in respect of the NCDs. A cure period of 3 working days will be provided; 2. Default in payment of any other monies including costs, charges and expenses incurred by the Trustees. A cure period of 30 days will be provided for remedying this; Event of Defaults 3. Non-execution of the debenture trust deed within 60 days from the Deemed Date of Allotment.

In case, the above events of default happen and continue without being remedied within the cure periods stated therein, it will necessitate repayment before stated maturity. NA Provision relating to Cross Default The Trustees shall perform its duties and obligations and exercise its rights and discretions, in keeping with the trust reposed in the Trustees by the holder(s) of the Bonds and shall further conduct itself, and comply with the provisions of all applicable laws. The Trustees shall carry out its duties and Role and Responsibilities of Debenture perform its functions as required to discharge its Trustee obligations under the terms of SEBI Debt Regulations, the Securities and Exchange Board of India (Debenture Trustees) Regulations, 1993, the Debenture Trusteeship Agreement, Disclosure Document and all other related transaction documents, with due care, diligence and loyalty. The Bonds are governed by and shall be construed in Governing Law and Jurisdiction accordance with the existing laws of India. Any dispute arising thereof shall be subject to the jurisdiction of district courts of Mumbai, Maharashtra 1. Security Creation: In the event of delay in execution of Debenture Trust Deed within sixty days of Deemed Date of Allotment of the Bonds, the Company shall refund the subscription with the Coupon Rate or pay penal interest at the rate of 2.00% p.a. over the Coupon Rate till these conditions are complied with, at the option of Covenants the Bondholders. 2. Default in Payment: In case of default in payment of interest and/ or principal redemption on the due dates, the Company shall pay additional interest at the rate of 2.00% p.a. over the Coupon Rate for the defaulting period i.e. the period commencing from and including 139

the date on which such amount becomes due and upto but excluding the date on which such amount is actually paid. 3. Delay in Listing: The Company shall make listing application to BSE within 15 days from the Deemed Date of Allotment of the Bonds. In case of delay in making listing application beyond 15 days from the Deemed Date of Allotment, the Company shall pay penal interest at the rate of 1.00% p.a. over the Coupon Rate from the expiry of 30 days from the Deemed Date of Allotment till the listing of Bonds to the Bondholder(s).

The interest rates mentioned in above three covenants shall be independent of each other. Income Tax or such other tax as may be required to be Interest Tax, Service Tax, levies and deducted at source under the Income Tax Act or any other duties applicable Act/Rules shall be deducted from the interest payable by the company, if applicable. Any expenses that may be incurred towards executing of this transaction including NCD issuance, security creation, Other Expenses custodial services, payment of stamp duty, fees for legal, accounting, due diligence and others shall be borne by the Issuer

# THE ISSUER RESERVES THE RIGHT TO CHANGE THE ISSUE CLOSING DATE AND IN SUCH AN EVENT, THE DATE OF ALLOTMENT FOR THE DEBENTURES MAY ALSO BE REVISED BY THE ISSUER AT ITS SOLE AND ABSOLUTE DISCRETION. IN THE EVENT OF ANY CHANGE IN THE ABOVE ISSUE PROGRAMME, THE ISSUER WILL INTIMATE THE INVESTORS ABOUT THE REVISED ISSUE PROGRAMME

140

Annexure II - Declaration

ANNEXURE III – APPLICATION FORM

Application form Serial No: VEDANTA/2019-20/NCD/Dec/01

Date: Mrs. Prerna Halwasiya Company Secretary Vedanta Limited, DLF Atria, Phase-2, Jacaranda Marg DLF City, Gurgaon-122002, Haryana

ISSUE OPENS ON: 06th December 2019 CLOSING ON: 06th December 2019

Name of Applicant:

Dear Madam,

Subject: Issue of Secured, Rated, Non-Convertible, Non-Cumulative, Redeemable Debentures of face value of INR 10,00,000 (Rupees Ten Lacs Only) each, for an amount of INR 3000,00,00,000 (Rupees Three Thousand Crores Only) , including Green shoe option of INR 1750,00,00,000 (Rupees One Thousand Seven Hundred Fifty Crores Only)

Having read and understood the contents of the Information Document / Private Placement Offer Letter 04th December 2019 we apply for allotment of the Debentures to us. The amount payable on application as shown below is remitted herewith. On allotment, please place our name(s) on the Register of Debenture holder(s). We bind ourselves to the terms and conditions as contained in the Information Document / Disclosure Document. (Please read carefully the instructions on the next page before filling this form)

141

Details Series I Series II No. of debentures applied (in figures) No. of debentures applied (in words) Amount (Rs. in figures) Amount (Rs. in words) Cheque/Demand Draft/RTGS Details Date Drawn on Bank

Applicant’s Name & Address in full (please use capital letters)

Pin Code: Telephone: Fax: Email: Contact Person Status: Banking Company ( ) Insurance Company ( ) Others ( ) – please specify Name of Authorised Signatory Designation Signature

Details of Bank Account Bank Name & Branch Nature of Account Account No.: IFSC/NEFT Code MICR No

Depository Details DP Name DP ID Client ID (*) We understand that in case of allotment of debentures to us/our Beneficiary Account as mentioned above would be credited to the extent of debentures allotted. Taxpayers PAN / GIR No. IT Circle/Ward/District ( ) Not Allotted

Tax Deduction Status ( ) Fully Exempt ( ) Tax to be deducted at ( ) Yes ( ) No Source

142

We understand and confirm that the information is provided by the issuer in the said Information Memorandum. We confirm that we have for the purpose of investing in these debentures carried out our own due diligence and made our own decisions with respect to investment in these debentures.

We understand that : i) in case of allotment of debentures to us, our beneficiary account as mentioned above would get credited to the extent of allotted Debentures, ii) the applicant must ensure that the sequence of names as mentioned in the application form matches the sequence of names held with our depository participant, (iii) if the names of the applicant in this application are not identical and also not in the same order as the beneficiary Account details with the above mentioned depository participant or if the debentures cannot be credited to our beneficiary account for any reason, whatsoever the Company shall be at its sole discretion to reject the application or issue of Debentures in physical form.

We understand the we are assuming on our own account, all risk of loss that may occur or be suffered by us including as to the returns on and/or the sale values of the Debentures and shall not look directly or indirectly to any person to indemnify or otherwise hold us harmless in respect of any such loss and/or damage. We undertake that upon sale or transfer to subsequent investor or transferee (“Transferee”), we shall convey all terms and conditions contained herein and in the offer letter to such Transferee. In the event of any Transferee (including any intermediate or final holder of Debentures) suing the Issuer ( or any person acting on his behalf ) we shall indemnify the Issuer and also hold the Issuer and each of such affected persons(s) harmless in respect of any claim by any Transferee.

Applicant Signature

______(Tear here) ______

ACKNOWLEDGEMENT SLIP Application form serial No: ______Date: ______

Name of the Applicant Address of the Applicant

Details Series I Series II No. of debentures applied (in figures) No. of debentures applied (in words) Amount (Rs. in figures) Amount (Rs. in words) Cheque/Demand Draft/RTGS Details 143

Date Drawn on Bank

For all further correspondence please contact: The Compliance Officer, Vedanta Limited

INSTRUCTIONS 1. You must complete application in full in BLOCK LETTERS IN ENGLISH.

2. Your Signatures should be in English or in any of the Indian languages

3. Application forms duly completed in all respects, together with Cheques/Pay Order/Demand Draft, must be lodged at the registered office of the Company.

4. In case of payments through RTGS, the payments may be made as follows: Beneficiary Vedanta Limited-Aluminium & Power Bank Acc No 054451000039 Bank ICICI Bank Limited, TRANS TRADE CENTER, NEAR SEEPZ, MIDC, Bank Branch ANDHERI (E), MUMBAI - 400093 IFSC Code ICIC0000544

5. The Cheque(s)/Demand Draft(s) should be drawn in favour of "Vedanta Limited" and crossed "A/c payee" only. Cheque(s)/Demand draft(s) may be drawn on any scheduled bank and payable at Mumbai.

6. Outstation cheques, cash, money orders, postal orders and stock invest will NOT be accepted.

7. As a matter of precaution against possible fraudulent encashment of interest warrants due to loss/misplacement, you are requested to mention the full particulars of the bank account, as specified in the application form.

8. Interest warrants will then be made out in favour of the bank for credit to your account. In case the full particulars are not given, cheques will be issued in the name of the applicant at their own risk.

9. VL in the “Acknowledgement Slip” appearing above the Application Form will acknowledge receipt of applications. No separate receipt will be issued.

144

10. You should mention your Permanent Account Number or the GIR number allotted under Income-Tax Act, 1961 and the Income-Tax Circle/Ward/District. In case where neither the PAN nor GIR number has been allotted, the fact of non-allotment should be mentioned in the application form in the space provided.

11. The application would be accepted as per the terms of the issue outlined in the Information Document / Disclosure Document.

ANNEXURE IV – RATING LETTER AND RATING RATIONALE

ANNEXURE V – CONSENT LETTER FROM THE DEBENTURE TRUSTEE

ANNEUXRE VI – BSE IN PRINCIPAL FOR LISTING

ANNEXURE VII – COPY OF SHAREHOLDERS RESOLUTION

145

146

ANNEXURE VIII – COPY OF COMMITTEE OF DIRECTORS RESOLUTION

147