Company Overview

Vedanta Aluminium Metal Limited (VAML), which demerged from Vedanta Limited effective May 1, 2026 and listed on June 15, 2026, is seeking shareholder approval via postal ballot for 11 resolutions through remote e-voting from September 1-30, 2026.

Key Resolutions

Auditor Appointment

Appointment of M/s. S R B C & CO LLP as statutory auditors for FY2026-27 with proposed fee of ₹5.00 crore, filling the casual vacancy created by resignation of previous auditors.

Employee Benefit Plans

ESOP 2026: Special resolution for 16,62,04,184 options (4.25% of equity) with minimum 1-year vesting, implemented through VAML ESOS Trust with secondary market acquisitions.

ESPP 2026: Special resolution for 2,93,30,150 shares (0.75% of equity) for employees in grades M5 and below, with matching shares up to 50% of employee contribution and 24-month holding period.

Both plans include provisions for extending benefits to holding/subsidiary employees and company loans to the trust not exceeding 5% of paid-up capital and free reserves.

Material Related Party Transactions

Approval sought for RPTs totaling ₹12,059 crore across two categories:

Company Level: ₹8,947 crore with 27 related parties including Bharat Aluminium, Sterlite Electric, Vedanta Limited, and Hindustan Zinc for purchase/sale of goods, services, and asset transactions.

BALCO Subsidiary: ₹3,112 crore with 19 related parties, including significant renewable energy transactions with Serentica Renewables entities (₹836.2 crore total) comprising:

  • ₹454.12 crore with Serentica India 1 (₹441 crore purchase + ₹13.12 crore investment)
  • ₹210.08 crore with Serentica India 7 (₹178 crore purchase + ₹32.08 crore investment)
  • ₹172 crore with Serentica India 8 (₹133 crore purchase + ₹39 crore investment)

Additional transactions include ₹8 crore with Vizag General Cargo Berth and ₹1 crore with Resonia Ltd for expense recovery and reimbursements.

Rationale and Compliance

All RPTs are operational, in ordinary course of business, at arm's length pricing, and essential for leveraging synergies. The Serentica transactions support renewable energy objectives, fulfill Renewable Consumption Obligations, reduce carbon intensity, and enhance energy security. Investments will be funded through internal accruals.

Transactions are reviewed quarterly by the Audit & Risk Management Committee and validated half-yearly by independent experts for arm's length compliance.

Voting Details

Remote e-voting through KFin Technologies from September 1-30, 2026, with results declaration on September 30, 2026. Scrutinizer: Mr. Shivaram Bhat, Practicing Company Secretary.

Financial Context

Paid-up capital: ₹3,91,06,86,689. FY2026 Aluminium Business Revenue: ₹66,891 crores (consolidated). The company emphasizes that all transactions are compliant with SEBI Listing Regulations and Companies Act requirements.