Vodafone Idea Limited’s (Vi) promoters have earmarked 3.28 billion equity shares, valued at Rs 35.29 billion, to settle legacy liabilities linked to the merger between Vodafone India and Idea Cellular. This follows Vi’s last week decision, to amend an agreement with its Vodafone promoter group to secure recovery of nearly Rs 58.36 billion associated with liabilities arising from the 2017 Vodafone-Idea merger. Under the revised recovery framework, Rs 23.07 billion will be paid in cash by Vodafone promoters over the next 12 months.
The balance amount will be secured through 3.28 billion equity shares held by three Vodafone group promoter entities, including, Euro Pacific Securities Limited (EPSL), Omega Telecom Holdings Private Limited, and Usha Martin Telematics Limited (UMTL).
The earmarked shares represent around 3.03 per cent of Vi’s total equity capital and will be sold over a five-year period, with the net proceeds flowing directly to Vi. While the promoters will continue to remain the legal and beneficial owners of these shares, they will not be allowed to sell, transfer, dispose of, or create any lien on them, except as permitted under the amended agreement.
Of the total shares set aside, EPSL has earmarked 2.89 billion shares, accounting for more than half of its holding in Vi, while Omega has allocated 256.8 million shares and UMTL 131.8 million shares.
The arrangement forms part of the contingent liability adjustment mechanism (CLAM) built into the original merger agreement to address any pre-merger legal, tax, or regulatory liabilities that may materialise after the merger. The original CLAM framework was due to expire on June 30, 2025, and was later extended to December 31, 2025. Before its expiry, Vi and the Vodafone promoters revised the settlement terms, under which Vi now expects to receive approximately Rs 58.36 billion.
