Vedanta Limited — Combination C-2025/09/1328

COMPETITION COMMISSION OF INDIA 14th October 2025 Notice under Section 6(2) of the Competition Act, 2002 given by Vedanta Limited

CORAM: Ms. Ravneet Kaur Chairperson

Mr. Anil Agrawal Member

Ms. Sweta Kakkad Member

Mr. Deepak Anurag Member

Order under Section 31(1) of the Competition Act, 2002

1. On 11th September 2025, the Competition Commission of India (Commission) received a notice (Notice) under Section 6(2) of the Competition Act, 2002 (Act), given by Vedanta Limited (Vedanta/Acquirer) for its proposed acquisition of Jaiprakash Associates Limited (JAL/Target) (Proposed Combination) [hereinafter, the Acquirer and the Target are collectively referred to as the ‘Parties’]. JAL is currently undergoing corporate insolvency resolution process (CIRP) under the Insolvency and Bankruptcy Code, 2016 (IBC). The Proposed Combination is being undertaken in furtherance of the resolution plan being submitted by the Acquirer in connection with the CIRP of the Target. The Notice was filed pursuant to the submission of a resolution plan dated 4th September 2025 and has been updated on 25th September 2025 (Resolution Plan).

2. In accordance with Regulation 14(2) of The Competition Commission of India (Combinations) Regulations, 2024 (Combination Regulations), vide letter dated 24th September 2025 (RFI), certain information and clarifications were sought from the Acquirer. The Acquirer submitted the response to RFI on 1st October 2025 and made certain additional submissions on 7th October 2025.

3. Vedanta, a subsidiary of Vedanta Resources Limited (VRL), is incorporated in India and is a public company listed on the BSE Limited (BSE) and the National Stock Exchange of India Limited (NSE). Vedanta Incorporated (Vedanta Inc.) and its wholly owned subsidiary together hold 100 percent of the share capital and voting rights of VRL. Vedanta Inc. is 100% beneficially owned and controlled by the Anil Agarwal Discretionary Trust, of which Mr. Anil Agarwal is the protector. Vedanta is engaged in, inter alia, oil & gas, zinc, lead, silver, copper, iron ore, steel, nickel, aluminium and power segments.

4. JAL is incorporated in India and is a public company, listed on the BSE and the NSE1. It is an infrastructure and industrial company engaged in diverse business activities including real estate, cement, hospitality, engineering, procurement, and construction contracting. In addition, certain group companies of JAL are also engaged in power, fertilizer, sports and aviation segments.

5. For the purpose of competition assessment, the Commission considered the activities of Vedanta Group (comprising Vedanta, Mr. Anil Agarwal and their affiliates) and that of JAL. Based on the information in the Notice, horizontal overlaps are identified between the activities of Vedanta Group and JAL in the areas of power generation, provision of engineering, procurement and construction (EPC), and fly ash (collectively, ‘Horizontally Overlapping Segments’). The Horizontally Overlapping Segments of power generation and EPC can be narrowed down further to sub-segments of thermal power generation and EPC services for power projects in India respectively.

1 JAL’s trading on the BSE and NSE is currently suspended due to the ongoing CIRP

6. The Commission noted the presence of Vedanta Group and JAL in each of the Horizontally Overlapping Segments (and their plausible sub-segments) and observed that the same is insignificant to raise concerns of likelihood of appreciable adverse effect on competition (AAEC). Further, as observed, each of the Horizontally Overlapping Segments (and their plausible sub-segments) are characterised by presence of other significant competitors. Considering the same, the Proposed Combination is not likely to cause change in competition dynamics of any plausible relevant market(s) that could have been delineated for the purpose of assessment of Horizontally Overlapping Segments and accordingly, the question of exact delineation of relevant market(s) is left open.

7. The activities of Vedanta Group also exhibit certain vertical/complementary linkages with the activities of JAL. The vertical/complementary linkages are identified in power, EPC/real estate, and cement sectors (respectively referred to as the Power Sector Linkages, EPC/Real Estate Linkages, and Cement Sector Linkages and collectively as ‘Vertical/Complementary Linkages’). The Power Sector Linkages include the linkages between the activities of power generation, power transmission and provision of EPC services for power projects. The EPC/Real Estate Linkages include the linkages between the upstream activities relating to aluminium, zinc, steel, cables and conductors, cement and the downstream activities relating to EPC/real estate services. The Cement Sector Linkages include the inter se linkages between the activities relating to fly ash and slag, clinker, cement and iron ore.

8. As regards Vertical/Complementary Linkages, the Commission observed that considering both the upstream and downstream presence of the Parties in totality, the Vertical/Complementary Linkages resulting from the Proposed Combination are not likely to confer any ability/incentive to the resulting entity post the Proposed Combination to engage in foreclosure strategies in the plausible market(s) that could be impacted by the Proposed Combination.

9. Considering the material on record, including the details provided in the Notice and the assessment of the Proposed Combination based on the factors stated in Section 20(4)

of the Act, the Commission is of the opinion that the Proposed Combination is not likely to have AAEC in India. Therefore, the Commission approves the Proposed Combination under Section 31(1) of the Act.

10. The order may be revoked if, at any time, the information provided by the Acquirer is found to be incorrect.

11. The information provided by the Acquirer shall be treated as confidential in terms of and subject to provisions of Section 57 of the Act.

12. The Secretary is directed to communicate to the Acquirer accordingly.