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Governance

Energising ethics and excellence

We adhere to all governance matters with a focus on maintaining transparency, accountability, and ethical practices in every aspect of our operations.

As one of India’s leading power producers, our governance framework supports effective management of operations while fulfilling environmental, social, and economic responsibilities. By ensuring compliance, managing risks, and enabling informed decision-making, we remain committed to creating long-term value for stakeholders and aligning with the country’s energy goals.

Corporate Governance Philosophy

Our corporate governance philosophy stands for three distinctive attributes – Courage, Trust, and Commitment.

Together, this forms our guiding path to achieve greater excellence while positioning integrity at the core.

Courage

We shall embrace new ideas and businesses

Trust

We shall believe in our employees and other stakeholders

Commitment

We shall stand by our promises and adhere to high standards of business

Key Focus Areas

No Non-Compliance

Board Independence & Diversity

Data Privacy & Information Security

Business Ethics

Transparency & Disclosure

UN SDGs linkages

Governance at Adani Power

Our governance model goes beyond compliance, fostering a culture of trust and collective success. By prioritising ESG principles, ethical standards, and transparency, we ensure regulatory compliance and drive sustainable growth. Our commitment to social responsibility aligns with ISO 26000, reinforcing our dedication to ethical practices.

At the top of our governance structure is the Board, which makes strategic decisions focussed on long-term value creation and operational excellence. The Board reviews and approves key business, financial, and strategic plans, ensuring alignment with objectives and stakeholder expectations. Under their leadership, we embrace agility, resilience, and innovation, maintaining transparency and accountability across all operations

Ethical Practices and Responsible Business Conduct

Ethical business practices and Responsible Business Conduct (RBC) are at the core of Adani Power's operations. As a signatory to the United Nations Global Compact (UNGC), we are committed to upholding the highest standards of business ethics while ensuring full compliance with all statutory and legal requirements.

Our governance framework is built on integrity, fairness, and transparency, guided by our Code of Conduct (CoC). We actively promote ethical behaviour through annual appraisals and mandatory CoC signings for all stakeholders. Beyond compliance, we conduct rigorous risk assessments to identify and mitigate environmental, social, and regulatory risks, reinforcing our commitment to sustainability.

Our CoC also mandates that directors and senior management avoid conflicts of interest and disclose any potential conflicts to the Company Secretary. Throughout FY 2024-25, there were no reported cases of conflicts of interest, reaffirming our dedication to ethical business practices and responsible governance

Board of Directors and KMP Training

Our diverse Board members bring invaluable industry expertise, steering our strategic direction. We emphasise continuous learning and development, offering tailored training on ESG, leadership, POSH, sustainability, and inclusive growth. During the reporting period, 100% of participants engaged in key programmes. These training initiatives are crucial in fostering a culture of responsibility, accountability, and innovation.

Anti-Corruption and Anti-Bribery

Our Anti-Corruption and Anti-Bribery Policy reflects our firm commitment to maintaining ethical practices across all operations. With a zero-tolerance approach to bribery, corruption, and fraud, we ensure compliance with relevant laws and regulations. This policy is communicated to directors, employees, and third parties via our internal portal and company website, reinforcing our stance against unethical practices.

Additionally, our Whistleblower Policy provides a secure mechanism for reporting any violations, ensuring transparency and accountability within the organisation. Access to the audit committee chair remains unrestricted for all employees.

As per the mandate, all the employees are required to complete the mandatory Anti-Bribery and Anti-Corruption (ABAC) course on our e-training platform, enhancing awareness and reinforcing our ethical standards. As part of our ongoing compliance efforts, we conduct regular bribery and corruption risk assessments across all operations. Our assessments identified no significant risks and as a result, we did not report any instances of corruption and bribery in the current financial year.

Zero

Cases of Anti-Corruption and Anti-Bribery in FY 2024-25

Policy Framework

Policy Name

Adani Power ESG Policy

Stakeholders Groups

Employees, Business Partners

Coverage

Demonstrates a commitment to Environmental, Social, and Governance (ESG) principles, harnessing portfolio companies to drive lasting and scalable impact.

Environment Policy

Employees, Customers, Vendors, Local Communities, etc.

Implements top environmental practices within management and governance systems to minimise environmental impact and achieve excellence in environmental stewardship.

Energy and Emission Policy

Employees, Customers, Vendors, Local Communities, etc.

Prioritises sustainable energy use and resource conservation to lower greenhouse gas emissions.

Resource Conservation Policy

Suppliers, Employees, Government, Community, Investors, Customers

A framework for assessing, enhancing, and optimising resource efficiency in procurement, manufacturing, and the supply chain.

Water Stewardship Policy

Suppliers, Employees, Government, Community, Investors, Customers

Emphasises the protection and conservation of water resources through effective water management practices and governance systems.

Land Policy

Employees, Customers, Vendors, Local Communities, etc.

Aims to acquire land in full legal and social compliance, ensuring a clear and marketable title for post-procurement security.

Adani Power Diversity, Equity and Inclusion Policy

Employees, Investors and Shareholders

Champions diversity, equity, and inclusion, recognising diversity as a competitive advantage and equity and inclusion as key pillars of human capital management.

Environment, Health and Safety Policy

Employees, Suppliers, Communities

Dedicated to ensuring a safe and healthy work environment by preventing industrial injuries, occupational hazards, and environmental incidents.

Corporate Social Responsibility Policy

Communities

Demonstrates the company’s dedication to social and environmental causes while upholding high standards of corporate conduct toward stakeholders.

Freedom of Association Policy

Employees

Respects employees' rights to freedom of association and collective bargaining without interference or discrimination.

Prevention of Sexual Harassment Policy

Employees

Promotes a workplace culture of respect for all employees, with a strong commitment to preventing and prohibiting any unwelcome behaviour considered sexual harassment.

Stakeholder Engagement Policy

Communities, Employees, Supply Chain Partners, Customers, Investors, Regulators, Civil Society Organisations

Generates value for stakeholders by aligning decisions with their expectations and aspirations, fostering open dialogue and strong relationships to achieve shared goals.

Supplier Code of Conduct

Suppliers

Advocates for fair business practices by embedding human rights, ethical commerce, and environmental responsibility into supplier partnerships.

Anti-Slavery Policy

Employees, Workers, Contractors, Consultants, Suppliers, Third-Party Representatives

Guarantees that the organisation and supply chain remain free from modern slavery and human trafficking, reinforcing a broader commitment to transparency, accountability, and human rights protection.

Employee Grievance Management Policy

Employees

Addresses employee complaints swiftly and effectively, offering a platform for voicing concerns and ensuring fair resolution.

Code of Conduct

Board of Directors, Senior Management & Employees

Upholds commercial standards, ensures compliance with regulations, strengthens the company’s reputation, and prevents misconduct in business operations.

Board Diversity Policy

Board of Directors

Values directors from diverse backgrounds, fostering varied perspectives and expertise to enhance negotiations and operations.

Remuneration Policy

Employees, KMPs, Directors

Draws, retains, and inspires talent through competitive compensation, clear performance metrics, and a balanced mix of fixed and incentive pay.

Information and Cyber Security Policy

Employees, Suppliers, Customers, Investors and Shareholders

Acknowledges the critical role of cybersecurity and data privacy in sustainable growth and business continuity, ensuring robust information systems and effective data management.

Whistleblower Policy/Vigil Mechanism

Employees, Customers, Suppliers, Communities

Establishes a secure and responsible whistleblowing framework, safeguarding stakeholders who report serious irregularities within the company.

Anti-Corruption and Anti-Bribery Policy

Employees, Customers, Suppliers, Communities, Investors and Shareholders, Government and Regulatory Bodies

Operates with integrity and professionalism, enforcing a zero-tolerance policy on bribery and corruption while implementing robust anti-bribery measures.

Business Continuity Policy

Employees, Customers, Vendors, Local Communities, etc.

Safeguards long-term operations by protecting shareholder value, achieving strategic objectives, and maintaining business continuity in challenging circumstances.

Responsible Advocacy Policy

Employees, Customers, Vendors, Local Communities, etc.

Collaborates with authorities on sector matters, upholding commitment, integrity, transparency, and balanced stakeholder interests.

Policy Name Stakeholders Groups Coverage
Adani Power ESG Policy Employees, Business Partners Demonstrates a commitment to Environmental, Social, and Governance (ESG) principles, harnessing portfolio companies to drive lasting and scalable impact.
Environment Policy Employees, Customers, Vendors, Local Communities, etc. Implements top environmental practices within management and governance systems to minimise environmental impact and achieve excellence in environmental stewardship.
Energy and Emission Policy Employees, Customers, Vendors, Local Communities, etc. Prioritises sustainable energy use and resource conservation to lower greenhouse gas emissions.
Resource Conservation Policy Suppliers, Employees, Government, Community, Investors, Customers A framework for assessing, enhancing, and optimising resource efficiency in procurement, manufacturing, and the supply chain.
Water Stewardship Policy Suppliers, Employees, Government, Community, Investors, Customers Emphasises the protection and conservation of water resources through effective water management practices and governance systems.
Land Policy Employees, Customers, Vendors, Local Communities, etc. Aims to acquire land in full legal and social compliance, ensuring a clear and marketable title for post-procurement security.
Adani Power Diversity, Equity and Inclusion Policy Employees, Investors and Shareholders Champions diversity, equity, and inclusion, recognising diversity as a competitive advantage and equity and inclusion as key pillars of human capital management.
Environment, Health and Safety Policy Employees, Suppliers, Communities Dedicated to ensuring a safe and healthy work environment by preventing industrial injuries, occupational hazards, and environmental incidents.
Corporate Social Responsibility Policy Communities Demonstrates the company’s dedication to social and environmental causes while upholding high standards of corporate conduct toward stakeholders.
Freedom of Association Policy Employees Respects employees’ rights to freedom of association and collective bargaining without interference or discrimination.
Prevention of Sexual Harassment Policy Employees Promotes a workplace culture of respect for all employees, with a strong commitment to preventing and prohibiting any unwelcome behaviour considered sexual harassment.
Stakeholder Engagement Policy Communities, Employees, Supply Chain Partners, Customers, Investors, Regulators, Civil Society Organisations Generates stakeholder confidence and alignment with their expectations and aspirations, fostering open dialogue and strong relationships to achieve shared goals.
Supplier Code of Conduct Suppliers Advocates for fair business practices by embedding human rights, ethical commerce, and environmental responsibility into supplier partnerships.
Anti-Slavery Policy Employees, Workers, Contractors, Consultants, Suppliers, Third-Party Representatives Guarantees that the organisation and supply chain remain free from modern slavery and human trafficking, reinforcing a broader commitment to transparency, accountability, and human rights protection.
Employee Grievance Management Policy Employees Addresses employee complaints swiftly and effectively, offering a platform for voicing concerns and ensuring fair resolution.
Code of Conduct Board of Directors, Senior Management & Employees Upholds commercial standards, ensures compliance with regulations, strengthens the company’s reputation, and prevents misconduct in business operations.
Board Diversity Policy Board of Directors Values directors from diverse backgrounds, fostering varied perspectives and expertise to enhance reputation and operations.
Remuneration Policy Employees, KMPs, Directors Draws, retains, and inspires talent through competitive compensation, clear performance metrics, and a balanced mix of fixed and incentive pay.
Information and Cyber Security Policy Employees, Suppliers, Customers, Investors and Shareholders Acknowledges the critical role of cybersecurity and data privacy in sustainable growth and business continuity, ensuring robust information systems and effective data management.
Whistleblower Policy/Vigil Mechanism Employees, Customers, Suppliers, Communities Establishes a secure and responsible whistleblowing framework, safeguarding stakeholders who report serious irregularities within the company.
Anti-Corruption and Anti-Bribery Policy Employees, Customers, Suppliers, Communities, Investors and Shareholders, Government and Regulatory Bodies Operates with integrity and professionalism, enforcing a zero-tolerance policy on bribery and corruption while implementing robust anti-bribery measures.
Business Continuity Policy Employees, Customers, Vendors, Local Communities, etc. Safeguards long-term operations by protecting shareholder value, achieving strategic objectives, and maintaining business continuity in challenging circumstances.
Responsible Advocacy Policy Employees, Customers, Vendors, Local Communities, etc. Collaborates with authorities on sector matters, advocating integrity, insight, transparency, and balanced stakeholder interests.

Management and Government Ownership

Our company does not mandate stock ownership for the CEO or executive committee members. Currently, neither the CEO nor other executive officers hold company shares. Additionally, there is no government ownership or golden shares allocated to governmental institutions.

Grievance Redressal Mechanism

We are committed to transparency, fairness, and accountability, fostering a positive workplace culture where open communication is valued. Our grievance redressal mechanism, SPEAK UP, provides a structured process for employees to raise concerns, ensuring prompt resolution.

The Grievance Redressal Committee (GRC), led by the HR Head and comprising 20 representatives, aims to resolve issues within 14 days and respond within 3 working days. Employees can appeal to the CEO or station head if dissatisfied with the outcome. CSR Heads at corporate locations address community-related complaints, with no issues reported during the reporting period.

Zero

Cases of IT Breaches

Information Security and Data Privacy

As cyber threats continue to evolve, the importance of strong cybersecurity measures has become critical, particularly in the power sector, where the impact on Operations Technology (OT) is gaining increased attention. While the integration of ICT devices has enhanced automation and control in smart power systems, it has also exposed them to increased vulnerability. This recurring risk has heightened the need for a strong cybersecurity framework, with government and regulatory bodies enforcing compliance requirements for power sector entities.

Dimensions of Cyber Security

People Dimension

Adani Power integrates e-learning modules into employee onboarding to enhance awareness. Our policy includes ongoing education and training, with regular updates on cyber threats and frauds through email and digital channels.

Process Dimension

We conduct comprehensive CIA (Confidentiality, Integrity, Availability) assessments for enterprise applications, continuously evaluating IT infrastructure resilience. Regular vulnerability analyses are performed on both infrastructure and related applications.

Technology Leadership

We deploy preventive and detective measures, such as network firewalls and multi-factor authentication. Secure remote access is enabled, while controls monitor and restrict removable media usage and sensitive data transfers.

Cybersecurity Projects Review

All digital projects undergo architecture reviews, incorporating cybersecurity objectives and conducting early risk assessments to determine necessary controls.

Constant Monitoring and Vigilance

Continuous monitoring of security controls is conducted, supported by a dedicated cyber defence centre that detects and responds to security incidents in real-time.

Approach and Policy Framework

Our business processes and operations are heavily reliant on Information Technology, making robust cybersecurity critical to safeguarding our systems from emerging threats. To address this, we have adopted a risk-based approach to cybersecurity, aligned with the NIST Cybersecurity Framework (NISTCSF). All our locations are ISO 27001:2013 certified, reinforcing our commitment to maintaining industry-leading cybersecurity practices.

Through our Information and Cyber Security Policy, we aim to foster a cybersecurity culture across the organisation, promoting secure use of cyber assets. The policy strengthens our ability to detect, prevent, defend, and respond to cyber threats. We are dedicated to protecting both our information systems and industrial control systems, whether managed internally or through third-party support. The policy, governed by our cybersecurity structure, is reviewed annually to ensure its relevance and effectiveness.

Information and Cyber Security Governance

We have established a dedicated cybersecurity function, led by the Chief Information Security Officer (CISO), who reports directly to senior management. This function is responsible for defining, leading, and overseeing the cybersecurity programme, which focusses on identifying, analysing, and responding to both known and emerging cyber threats. Additionally, it aims to effectively manage cyber risks and enhance resilience against cyberattacks, while continuously improving cybersecurity across three key dimensions: people, processes, and technology.

To ensure a structured and coordinated approach, we employ a ‘Three Lines of Defence’ model for cybersecurity risk management:

First Line of Defence

  • Focusses on identifying and managing cyber risks within our operations and projects, including Control and Instrumentation (C&I), Supervisory Control and Data Acquisition (SCADA), and Information Technology (IT)
  • Line managers are responsible for implementing cybersecurity measures and complying with the policy within their respective functions

Second Line of Defence

  • Overseen by the Cybersecurity function, which monitors the design and operation of controls in the first line
  • This line provides risk management support, sets policies, and reports on the status of the cybersecurity programme to senior management

Third Line of Defence

  • Independent assurance, conducted by internal and external auditors, to evaluate the effectiveness of the first and second lines of defence
  • Ensures comprehensive oversight and accountability for cybersecurity practices

The Senior management reviews cyber risks and programme performance, while the Info Tech and Data Security Committee, led by the Board, receives regular updates from the CISO. The committee monitors emerging threats and incidents, strengthening cyber resilience.

Cybersecurity Culture at Adani Power

Training and Awareness Initiatives

Adani Power fosters a strong cybersecurity culture, guided by the principle "Forewarned is forearmed", ensuring comprehensive training across all levels to mitigate cyber risks

Mandatory Cybersecurity Awareness Course

The mandatory course educates employees on best practices for information asset usage and cybersecurity. Specialised training is provided for those managing ICT infrastructure

Routine Communication and Phishing Campaigns

Regular emails are sent to raise awareness about cyber-attacks and fraud, while simulated phishing campaigns assess vulnerability. At-risk individuals receive targeted training to enhance their response to threats

Effective Cybersecurity Process

Adani Power implements an ISO 27001:2013-compliant ISMS, integrating cyber risk management into our Risk Management Framework. Policies cascade through control domains and are reviewed annually. Regular audits ensure alignment with standards, maintaining strong cybersecurity practices.

Technology Infrastructure

At Adani Power, we safeguard our data by implementing a range of robust technical controls, including the widely recognised CIS (Centre for Internet Security) Critical Security Controls.

Inventory and Control of Enterprise Assets

Actively manage and monitor all enterprise information assets across physical, virtual, remote, and cloud environments to ensure comprehensive protection..

Inventory and Control of Software Assets

Ensure only authorised software runs on systems, preventing the installation and execution of unauthorised applications..

Data Protection

Identify and protect sensitive data at rest and in transit, using endpoint encryption and monitoring transfers to prevent theft and misuse.

Secure Configuration of Enterprise Assets and Software

Ensure secure configurations of assets and software to prevent misconfigurations and minimise attack surfaces.

Identity and Access Management

Manage user identities from creation to deletion, enforce multi-factor authentication, secure privileged accounts, and grant system access based on the principle of least privilege.

Network Segmentation

Segment networks into logical zones for enhanced security, controlling traffic flow, enforcing policies, and isolating threats.

Continuous Technical Vulnerability Management

Continuously assess and track vulnerabilities across enterprise assets, with our cybersecurity team monitoring industry sources for emerging threats.

Audit Log Management

Collect, retain, and periodically review audit logs to detect, analyse, and respond to potential attacks.

Email and Internet Access Protections

Using email security solutions to detect phishing and spam and inspect internet traffic for anomalies and threats.

Malware Defence

Deploy multi-layered security controls to prevent the installation, spread, and execution of malicious code.

Application Software Security

Analyse confidentiality, integrity, and availability ratings for enterprise applications, conducting security assessments to prevent, detect, and remediate vulnerabilities.

Monitoring and Assurance

We continuously monitor security controls through a dedicated Security Operations Centre (SOC) and external attack surface monitoring. CERT-IN empanelled auditors conduct third-party audits to ensure compliance with cybersecurity best practices.

Incident Response and Business Continuity

Our SOC, which is operational 24/7, handles cybersecurity incidents. We follow a Cyber Crisis Management Plan (CCMP) and maintain a Business Continuity Management System (BCMS), certified to ISO 22301:2019, ensuring minimal impact from cyber incidents.

Data Protection and Management

The internal Privacy Policy governs the collection, use, and retention of personal data, extending to contractors and third parties. Cybersecurity risks, including data loss, are tracked in our risk register, and we enforce corrective actions for breaches.

Customer Data Protection

We prioritise customer privacy by mandating consent for any collection, processing, or use of personal information. Transparent education on data usage safeguards this information, and we are proud to declare zero privacy breaches during the reporting period.