Performance Share Plan - Options

THIS LETTER AND ACCOMPANYING DECISION FORM ARE IMPORTANT AND

REQUIRE YOUR IMMEDIATE ATTENTION.

If you are in any doubt about the Offer or what action you should take, you are recommended to
seek your own personal financial advice immediately from your stockbroker, bank manager,
solicitor, accountant or other independent financial adviser authorised under the Financial
Services and Markets Act 2000 (as amended) if you are resident in the United Kingdom or, if not,
from another appropriately authorised independent financial adviser in the relevant jurisdiction.

All words and expressions defined in the Offer Document have the same respective meanings in
this letter. Please read the terms and conditions of the Offer, as set out in the Offer Document,
the terms of which are incorporated into and form part of this letter.

The release, publication or distribution of this document in, into or from jurisdictions other than
the United Kingdom and the availability of the Offer to Vedanta Shareholders who are not
resident in the United Kingdom may be restricted by the laws of those jurisdictions. Therefore,
persons into whose possession this document comes should inform themselves about, and observe,
any applicable restrictions. Any failure to comply with such restrictions may constitute a violation
of the securities law of any such jurisdiction. This document does not constitute to sell or issue,
nor the solicitation of an offer to buy or subscribe for, any shares in any jurisdiction in which
such offer or solicitation is unlawful.

Vedanta Resources plc Volcan Investments Limited

(registered number 04740415) (registered number 11,772B)
6 St Andrew Street Loyalist Plaza, Don Mackay
London Boulevard, Marsh Harbour, Abaco,
United Kingdom the Bahamas
EC4A 3AE

20 August 2018

To: The option holders under the Vedanta Resources plc Performance Share Plan 2014 (the "Plan")
(an "Option holder")

Dear Option holder

Recommended Cash Offer for Vedanta Resources plc (the "Company" or "Vedanta") by Volcan
Investments Ltd ("Volcan")

This letter relates to any outstanding options granted to you under the Plan ("Option(s)"). In particular,
this letter describes the impact the takeover offer, described below, has on your Option(s). It is
important that you consider the proposal set out in this letter carefully and ensure that your response is
received as soon as possible and in any event to be received no later than the deadline which is 9.00am
(BST) on 11 September 2018.

You have a short window of time to accept the proposal set out in this letter in relation to your
Option(s) should you wish to do so. If you do not accept the proposal in this letter, you may lose out on
the opportunity to realise the offer consideration in respect of your Option(s). It is, therefore, important
that you read this letter and make a decision promptly.

If you hold cash conditional awards under the Plan, you will be contacted separately by Vedanta in
respect of the impact of the takeover offer upon these cash conditional awards.

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EU-DOCS\21890671.2
Introduction

On 31 July 2018, the Independent Committee of the board of directors of the Company (the
"Independent Committee") and Volcan announced the terms of a recommended all cash firm offer
(the "Offer") for the Company by Volcan.

As at the date of this letter, Volcan already holds approximately 66.52 per cent. of Vedanta's total
issued share capital. Pursuant to the Offer, Volcan would acquire the remaining issued and to be issued
share capital of the Company not already owned by Volcan.

The purpose of writing to you is to explain how the Offer will affect the Vedanta Shares ("Plan
Shares") held under your Option(s) and the courses of action open to you with respect to your
Option(s).

This letter should be read in conjunction with the offer document dated 3 August 2018 (the "Offer
Document") containing full details of the Offer, a copy of which can be found on the Company's
website www.vedantaresources.com/investor-relations/volcan-offer. Words and expressions defined in
the Offer Document will apply in this letter and the enclosed form (the "Decision Form"), unless
otherwise defined in this letter or indicated otherwise.

This letter deals only with the rights of vesting and exercise, and the lapse of outstanding Option(s)
resulting from the Offer. Your Option(s) may vest and/or be exercisable or lapse for other reasons under
the terms of the Plan.

The Offer

Under the terms of the Offer, shareholders of the Company are entitled to receive US$10.89 in cash (the
"Offer Price") for each share in the Company (a "Vedanta Share") which is subject to the Offer.

Subject to the below, the vesting of any outstanding but unvested Option(s) will be accelerated, i.e. your
outstanding Option(s) will vest and become exercisable, if and when the Offer becomes or is declared
wholly unconditional in all respects (the "Unconditional Offer Date").

The vesting of your outstanding unvested Option(s) is subject to the satisfaction of certain performance
conditions attached to your Option(s) (which may apply to all or only a part of your Option). Any part
of your Option(s) not subject to any performance condition shall vest in full (if applicable).

Performance conditions

Some or all of the Plan Shares subject to your Option(s) will only vest and become exercisable, subject
to the satisfaction of business performance, tenure and performance conditions (as applicable).

The vesting of outstanding Option(s) subject to performance conditions granted under the Plan in 2015,
2016 and 2017 are subject to a condition based on the Company’s relative total shareholder return
("TSR") performance against the TSR performance of a comparator group of companies.

The business performance, tenure and TSR performance conditions (as applicable to the Options) will
be measured and determined by the Remuneration Committee of the Board of Directors of the
Company (the "RemCo") by reference to the business performance, tenure and TSR performance of the
Company up to the Unconditional Offer Date. It is not, therefore, possible to tell you at the date of this
letter what percentage of your outstanding unvested Option(s) that are subject to the performance
conditions shall vest (if at all) on the Unconditional Offer Date; however, based on an interim
assessment of performance up to August 2018, that part of your Option(s) subject to TSR performance
are currently vesting as illustrated in your account section of the Company's share plan portal (the
“Online Portal”) at https://vedanta.schemetrack.net. As mentioned above, that part of your Option(s)
not subject to any business performance conditions shall vest in full.

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Please note that this is only an interim assessment of performance. RemCo's assessment does not
guarantee the final vesting percentage under the performance conditions, which shall be determined by
the RemCo immediately prior to, on or as soon as reasonably practicable after the Unconditional Offer
Date. Such assessment of performance by RemCo may be higher or lower than the interim performance
measure as set out in the relevant section of the Online Portal at https://vedanta.schemetrack.net.

Time-based pro rata reduction

The RemCo has considered the time-based pro rata reduction that may apply to Option(s) and having
regard to (amongst other things) the shortened performance period and the value being delivered to
shareholders under the Offer, exercised its discretion and has made an initial and provisional
determination that, in its opinion, the pro-rata reduction will be waived for your Option(s), unless you
receive a separate notification from RemCo informing you that a time pro-rata reduction shall apply to
your awards.

To the extent that a time-based pro-rata reduction applies, please note that this will apply to the whole
of your Option(s) and is illustrated in your account section on the Online Portal which can be found at
https://vedanta.schemetrack.net.

Further details of your Option(s), including the proportion of your Option(s), subject to business
performance, tenure and performance conditions (as applicable) and the terms of those performance
conditions are set out and detailed in your account section of the Online Portal at
https://vedanta.schemetrack.net.

Volcan's proposal

The proposal being offered to you by Volcan in respect of your outstanding Option(s) is set out below.
There may be other courses of action available to you under the Plan but these do not form part of the
proposal offered here. Volcan's proposal may be summarised, as follows:

Exercise your Option(s) and Accept the Offer of US$10.89 in cash for all of your Plan Shares and
elect currency ("Acceptance Offer")

Outstanding Option(s) shall vest and become exercisable on the Unconditional Offer Date after the
application of the performance conditions to your Option(s) (or a proportion of them) and business
conditions, as applicable. You will then be paid a cash sum of an amount equal to US$10.89 per vested
Plan Share. Any Plan Shares that do not vest on the Unconditional Offer Date shall lapse.

Although your outstanding unvested Option(s) do not vest and become exercisable until the
Unconditional Offer Date, under the Acceptance Offer you will have the opportunity to exercise your
Option(s) in advance of the Unconditional Offer Date and accept the Offer in respect of the resultant
vested Plan Shares. If you choose to exercise your Option(s) in advance of the Unconditional Offer
Date, you will agree to irrevocably exercise all of your Option(s), conditional upon the Offer becoming
or being declared unconditional in all respects. In this scenario, if the Offer does not become or is not
declared unconditional in all respects, your Option(s) will be treated as though they have never been
exercised and they will continue to subsist and remain capable of vesting and/or exercise in accordance
with the rules of the Plan.

Payment of the Option exercise monies

It is a term of the Acceptance Offer that the Option exercise price of US$0.10 per Vedanta Share, will
be deducted and withheld by Sanne Fiduciary Services Limited or Volcan direct from the Offer
consideration payable to you under the Offer in respect of your Plan Shares. This is known as a
cashless exercise facility and allows you to exercise your Option(s) under the Acceptance Offer without
having to pay the exercise price in advance.

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Payment of tax on Option(s). Please note that under the Acceptance Offer, any tax and/or employer
National Insurance or social security contributions (or their equivalent) due and accountable for by
Volcan, the Company or your employer to any relevant tax authorities will be deducted and withheld
automatically from the Offer consideration due to you on any cash consideration payable to you on the
sale of your Plan Shares (acquired on the exercise of your Option(s)) to Volcan.

How to make an election in respect of your Options

You can accept the Acceptance Offer by logging on to the Online Portal, reading the Decision Form
carefully and checking the relevant box, as indicated, to confirm your acceptance of this proposal by the
specified deadline, indicating the currency election you wish to make. Please read the
recommendation of the Independent Committee on page 6 before you make your selection.

If you accept the Acceptance Offer by logging on to the Online Portal before and conditional upon the
Offer becoming or being declared wholly unconditional in all respects, the exercise of your Option(s)
(as applicable) will take effect on the Unconditional Offer Date. If you chose to exercise your
Option(s) under the Acceptance Offer, this will ensure that you are able to sell your Plan Shares and
receive the proceeds of sale at the earliest possible opportunity.

If you accept the Acceptance Offer by logging on to the Online Portal on or after the Unconditional
Offer Date, the exercise of your Option(s) will take effect on the first dealing day immediately after 11
September 2018. If you make an election under the Acceptance Offer in respect of any Option(s) in
accordance with the instructions set out in the Decision Form, you will then sell your Plan Shares and
receive the proceeds of sale at the earliest possible opportunity.

It is important that you take appropriate action as soon as possible. Please read the
recommendation of the Independent Committee on page 6 before you take action. Volcan's
proposal under the Acceptance Offer will remain open for acceptance until 9:00 am on 11 September
2018 and your confirmation of your acceptance of the Offer and election of currency on the Online
Portal received after this time and date will not be accepted.

If you do not wish to accept Volcan's proposals in respect of your Option(s) (or you miss the deadline)
any outstanding Option(s) you hold will still vest or become exercisable (as applicable) on the
Unconditional Offer Date. Further, to the extent you hold Option(s), you may exercise those Option(s)
and acquire Plan Shares within the period of one month from the Unconditional Offer Date, upon the
expiry of which any unexercised Option(s) will lapse. However, if you do this, you should be aware
that in respect of any Option(s) you may hold:

(a) the cashless exercise facility which has been made available by Volcan and the Company under the
Acceptance Offer will not be available to you;

(b) if Volcan receives acceptance in respect of at least 90 per cent of the Vedanta Shares to which the
Offer relates, Volcan will have the right, and intends to compulsorily acquire all the remaining Vedanta
Shares. As such, your Plan Shares would still be acquired for US$10.89 pence for each Vedanta Share;
and

(c) in any event, even if Volcan does not issue a compulsory acquisition notice, to the extent Volcan
holds at least 83 per cent of the voting rights of Vedanta, it is intended to delist Vedanta Shares from the
London Stock Exchange. In this event, you would become a minority shareholder in an unquoted
company and your ability to sell your Plan Shares may be extremely limited. You may also incur
dealing costs.

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What are the tax consequences?

The tax consequences of exercising your Option(s) and accepting the Offer are summarised in the
Appendix to this letter.

THE SUMMARY ONLY ADDRESSES THE POSITION OF A PERSON WHO IS RESIDENT

IN THE UK FOR TAX PURPOSES. FURTHER, THERE ARE TAX APPENDICES FOR
PARTICIPANTS RESIDENT IN INDIA AND ZAMBIA (THESE HAVE NOT BEEN
REVIEWED BY LOCAL COUNSEL). IF YOU ARE NOT RESIDENT IN THE UK FOR TAX
PURPOSES OR IF YOU ARE IN ANY DOUBT AS TO YOUR TAX POSITION, YOU
SHOULD CONSULT AN APPROPRIATE PROFESSIONAL ADVISER.

As described above, as part of the Acceptance Offer, any tax and/or National Insurance or social
security contributions due (or their equivalent in any other jurisdiction) as a result of the exercise of
your Option(s) will be deducted automatically from the cash proceeds due to you from the Company or
on the sale of your Plan Shares under the Offer.

What happens if I do nothing?

If you wish to accept the Acceptance Offer, you must log on to the Online Portal, read the Decision
Form carefully and check the relevant box, as indicated, to confirm your acceptance of this proposal,
marking the currency election you wish to make in accordance with the instructions set out therein by
9:00am on 11 September 2018.

If you do not wish to accept the Acceptance Offer (or you miss the deadline for returning Decision
Forms) your Options(s) will lapse (to the extent unexercised) one month after the Offer becomes or is
declared wholly unconditional in all respects. If this happens, you will not be able to exercise your
Option(s) and they will be worthless.

It is therefore very important that you read this letter carefully and decide what to do, including taking
any relevant action (as set out in the paragraph below headed “Action Required”).

When will I receive the cash for my Plan Shares?

You will receive the cash for your Plan Shares within 30 days following and the effective date of
exercise of your Option(s) and acquisition of your Plan Shares by Volcan.

If you have accepted the Acceptance Offer, payment will be made by Sanne Fiduciary Services Limited
by way of electronic bank transfer into your bank account into which your salary is normally paid, after
deduction of any Tax Liabilities and the total exercise cost of your Option(s). If you have left the
Vedanta Group and wish the cash to be paid into a different bank account, please provide your details
on the Company's online portal.

ACTION REQUIRED

If you wish to exercise your Option(s) and accept the Offer under the Acceptance Offer, you should log
on to the Online Portal at https://vedanta.schemetrack.net, read the Decision Form carefully and check
the relevant box, as indicated, to confirm your acceptance of this proposal, marking the currency
election you wish to make in accordance with the instructions set out in it and return it as soon as
possible and in any event by 9.00am (BST) on 11 September 2018.

You must confirm your acceptance of the Acceptance Offer on the Online Portal and indicate your
currency election no later than 9.00am (BST) on 11 September 2018.

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If you have any questions on the information set out in this letter or the Decision Form please
email the Company Secretary at dk@vedantaresources.com or, alternatively please call Deepak
Kumar on 0207 6594734.

Recommendation

The Independent Committee, who have been so advised by Lazard & Co., Limited (“Lazard”) as to the
financial terms of the proposal set out in this letter, consider the proposal set out in this letter to be fair
and reasonable in the context of the Offer. In providing its advice to the Independent Committee,
Lazard has taken into account the commercial assessments of the Independent Committee. Nothing in
this letter constitutes financial advice to any holder of Option(s) in Vedanta or Volcan. The Independent
Committee unanimously recommends that you accept the Acceptance Offer in relation to your
Option(s). In deciding whether it is appropriate to accept the proposal in this letter, you should consider
your own personal circumstances, including your tax and financial position.

You are reminded that if you take no action, your Option(s) will lapse and cease to be of any
value.

Please note that no officer or employee of the Company will be able to give you legal,
financial or tax advice nor advise you on the course of action that you should take in
relation to your Option(s). If you are in any doubt as to the action you should take, you
should seek your own independent professional advice immediately.

Yours faithfully

Deepak Parekh Mr E Isaac Collie

Director, Vedanta Resources plc Director, Volcan Investments Ltd

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NOTES:

1. The Independent Committee of Vedanta accepts responsibility for the information contained in
this letter relating to Vedanta, including any expressions of opinion, save that the only
responsibility accepted by them in respect of such information or opinion as relates to Vedanta
has been to ensure that such information or opinion has been correctly and fairly reproduced and
compiled. The directors of Volcan accept responsibility for the other information or opinion
contained in this letter. To the best of the knowledge and belief of the directors of Volcan and
the Independent Committee of Vedanta (who have taken all reasonable care to ensure that such
is the case), such information or opinion is in accordance with the facts and does not omit
anything likely to affect the import of such information or opinion. The directors of Volcan and
the Independent Committee of Vedanta accept responsibility accordingly.

2. Lazard, which is authorised and regulated in the United Kingdom by the Financial Conduct
Authority, is acting exclusively as financial adviser to the Independent Committee and no one
else in connection with the subject matter of this letter and the Offer and will not be responsible
to anyone other than the Independent Committee for providing the protections afforded to its
clients or for providing advice in relation to the subject matter of this letter, the Offer or any
matter referenced herein. Neither Lazard nor any of its affiliates owes or accepts any duty,
liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort,
under statute or otherwise) to any person who is not a client of Lazard in connection with this
document, any statement contained herein or otherwise.

3. Lazard has given and not withdrawn its written consent to the issue of this letter with the
inclusion of the references to its name in the form and context in which they appear.

4. The enclosed Decision Form, including the notes and instructions on it, shall be deemed an
integral part of the proposal.
5. The proposal and acceptances and elections in respect of the Decision Form shall be governed
by and construed in accordance with English law.
6. All documents and/or cheques to which you will become entitled will be despatched to the
address provided by you in the Online Portal, at your own risk.
7. All acceptances and elections in respect of the proposal will be irrevocable.
8. Your Option(s) are governed by the rules of the Plan and applicable legislation. If there is any
inconsistency between those rules and the legislation and this letter and the Decision Form,
those rules and the applicable legislation will prevail. Nothing in this letter or the Offer
Document serves to vary the rules of the Plan or to extend the life of any Option(s) which have
lapsed or may lapse under the rules of the Plan. The information relating to taxation given in
this document is given by way of guidance only.
9. The vesting of your Option(s) pursuant to the Offer (and the extent of vesting) is subject to the
Offer becoming or being declared wholly unconditional in all respects. If the Offer does not
become wholly unconditional or is not declared unconditional in all respects your Option(s) will
not vest early and will continue to subsist on their agreed terms.
10. Accidental omission to despatch this document to, or failure to receive the same by, any person
to whom the proposal is made or should be made shall not invalidate the proposal in any way.

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 APPENDIX 2- TAXATION

The following is a summary of the likely UK tax implications of the Acceptance Offer. The
precise taxation consequences for you will depend on your particular circumstances. The
information in this Appendix is intended as a general guide only and is not a full description of
all the circumstances in which a tax liability may occur and nor does it constitute advice to you.
If you are in any doubt as to the tax implications for your situation and, in particular, if you are
subject to tax in any jurisdiction other than the UK, you are advised to seek independent
professional advice before taking any action in connection with this letter. The following
assumes that you are tax resident in the UK and have been so resident from the date of grant of
your Option(s) up to the date of exercise.

The following is based on current legislation and published HM Revenue & Customs guidance.

Acceptance Offer

Income tax

If you exercise your Option(s) and accept the Acceptance Offer, you will have to pay income tax and
employee’s National Insurance contributions ("NICs") on the amount by which the market value of the
Plan Shares at the date of exercise exceeds the total exercise price paid for those shares. HM Revenue
& Customs (or the relevant taxation authority in any other jurisdiction) is likely to agree that the market
value of a Plan Share at the date of exercise is the Offer Price.

The relevant amounts payable in respect of income tax and employee’s NICs will be deducted from the
proceeds of sale of the Plan Shares resulting from the exercise of your Option(s) by the Trustee with the
assistance of your employing Company and will be accounted for to HM Revenue & Customs (or the
relevant taxation authority in any other jurisdiction).

Capital gains tax

When your Plan Shares are acquired by Volcan under the Offer you will be treated as having disposed
of them for capital gains tax ("CGT") purposes, which may give rise to a tax liability.

CGT will be chargeable on the amount by which the disposal proceeds ($10.89 per share under the
Offer) exceed the market value of the Plan Shares at the date you exercised your Option. As HM
Revenue & Customs (or the relevant taxation authority in any other jurisdiction) is likely to agree that
the market value of a Plan Share at the date of exercise is the same as the Offer Price, it is likely there
will be no CGT liability.

The rules around tax are complicated and you should seek independent professional advice if you are
based outside the UK or in any doubt about the action you need to take.