Memorandum of Understanding/Agreements

October 6, 2026 BSE Limited National Stock Exchange of India Limited Floor 25, P J Towers, Exchange Plaza, Dalal Street, Bandra Kurla Complex, Mumbai – 400 001 Bandra (E), Mumbai – 400 051 Scrip Code: 533096 Scrip Code: ADANIPOWER Dear Sirs, Sub.: Disclosure in terms of Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) Pursuant to Regulation 30 of the SEBI Listing Regulations, we would like to inform that Adani Power Limited (the “Company” or “APL”) and Druk Green Power Corp. Ltd. (“DGPC”), Bhutan’s state-owned utility, has signed the shareholders agreement (SHA) for setting up a 770 MW Chamkharchhu Hydropower Project (Chamkharchhu HEP) in Thimpu, Bhutan (“Project”). The SHA was signed on October 5, 2026, at 7:20 p.m. Pursuant to the SHA, APL and DGPC shall jointly incorporate a public company (with 49:51 shareholding) in Bhutan, to undertake the said Project. The details under Regulation 30 of the SEBI Listing Regulations read along with SEBI Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026, are enclosed as “ANNEXURE A”. The above information is being made available on the website of the Company www.adanipower.com. A press release in this regard is appended herewith as “ANNEXURE B”. Kindly take our above-referred disclosure on your record. For Adani Power Limited Puneet Bansal Company Secretary Encl.: as above Adani Power Limited Tel +91 79 2656 7555 “Adani Corporate House” Fax +91 79 2555 7177 Shantigram, Near Vaishno Devi Circle, info@adani.com S. G. Highway, Khodiyar, www.adanipower.com Ahmedabad-382421, Gujarat India CIN: L40100GJ1996PLC030533 Registered Office: “Adani Corporate House”, Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad-382421 ANNEXURE A 1 Name(s) of parties APL has signed the SHA with DGPC for setting up with whom the the Project at Thimpu in Bhutan. agreement is entered 2 Purpose of entering Setting up the Project at Thimpu in Bhutan. into the agreement 3 Shareholding, if any, in APL does not have any shareholding in DGPC. the entity with whom Pursuant to the SHA, APL and DGPC (“Parties”) shall the agreement is jointly incorporate a public company (“Project executed Company”) (with 49:51 shareholding) in Bhutan to undertake the said Project. 4 Significant terms of APL and DGPC shall have the right to appoint 3 the agreement (in (three) directors each on the Board of Project brief) special rights Company. like right to appoint directors, first right to Besides initial capital investment, the Parties shall share subscription in make capital contributions from time to time in the case of issuance of agreed proportion. shares, right to restrict any change in Other standard clauses relating to pre-emptive capital structure etc. rights, restrictions on transfer of shares, events of default, non-compete etc. 5 Whether the said No parties are related to promoter/promoter group/ group companies in any manner. If yes, nature of relationship. 6 Whether the No transaction would fall within related party transactions? If yes, whether the same is done at “arm’s length” 7 In case of issuance of Initially, the Project Company shall issue 4.9 Million shares to the parties, Shares to APL and 5.1 Million Shares to DGPC at a details of issue price, value of BTN* 100 per share. class of shares issued * Bhutanese Ngultrum Adani Power Limited Tel +91 79 2656 7555 “Adani Corporate House” Fax +91 79 2555 7177 Shantigram, Near Vaishno Devi Circle, info@adani.com S. G. Highway, Khodiyar, www.adanipower.com Ahmedabad-382421, Gujarat India CIN: L40100GJ1996PLC030533 Registered Office: “Adani Corporate House”, Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad-382421 8 Any other disclosures Not Applicable related to such agreements, viz., details of nominee on the board of directors of the listed entity, potential conflict of interest arising out of such agreements, etc. 9 In case of termination Not Applicable or amendment of agreement, listed entity shall disclose additional details to the stock exchange(s): a) name of parties to the agreement; b) nature of the agreement; c) date of execution of the agreement; d) details of amendment and impact thereof or reasons of termination and impact thereof. Adani Power Limited Tel +91 79 2656 7555 “Adani Corporate House” Fax +91 79 2555 7177 Shantigram, Near Vaishno Devi Circle, info@adani.com S. G. Highway, Khodiyar, www.adanipower.com Ahmedabad-382421, Gujarat India CIN: L40100GJ1996PLC030533 Registered Office: “Adani Corporate House”, Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad-382421 ANNEXURE B Media release Adani Power and Druk Green Power to set up the 770 MW Chamkharchhu-I Hydropower Project in Bhutan • 49:51 equity partnership between Adani Power and Druk Green Power • Project to be delivered within six years of ground-breaking • Part of the larger 5,000 MW hydropower development strategic partnership between Adani Group and the Royal Government of Bhutan Thimpu/ Ahmedabad, October 5, 2026: Adani Power, India’s leading private power producer, and Druk Green Power Corp. Ltd. (DGPC), Bhutan’s state-owned generation utility, today signed the Shareholders Agreement (SHA) for setting up a 770 MW Chamkharchhu-I Hydroelectric Project in the Kingdom of Bhutan. The signing ceremony was graced by Hon’ble Prime Minister of Bhutan, Lyonchen Dasho Tshering Tobgay, and attended by Hon’ble Minister of Finance and the Hon’ble Minister of Energy and Natural Resources, along with representatives from Druk Holding & Investments Limited (DHI), Bhutan Power Corporation Limited (BPC), the DGPC Board, DGPC Management, and Adani Power. The project marks the second major hydropower collaboration between the two partners following the 570 MW Wangchhu Hydroelectric Project agreement signed in September 2025, and forms part of the broader 5,000 MW hydropower development Memorandum of Understanding (MoU) signed between the Adani Group and DGPC in May 2025. The peaking run-of-river project is located in central Bhutan’s Zhemgang District and on the Chamkarchhu River and the project will be implemented under the Build, Own, Operate and Transfer (BOOT) model through a 49:51 equity partnership between Adani Power and DGPC with a concession of 30 years from COD. The project will strengthen Bhutan’s clean energy generation capacity and enhance regional energy cooperation, with construction expected to commence in the first half of 2027 and commissioning targeted for six years from groundbreaking. “We are delighted to strengthen our partnership with the Royal Government of Bhutan and DGPC through the Chamkharchhu Hydroelectric Project. Hydropower will play a pivotal role in accelerating South Asia’s energy transition, and this project will contribute significantly to enhancing energy security, reducing carbon intensity, and advancing shared sustainability goals. While the project is expected to help meet Bhutan’s peak winter electricity requirements, it will also enable the export of surplus green power to India during the summer months, creating long-term value for both nations,” said Anil Sardana, Managing Director, Adani Power Ltd. Adani Power Limited Tel +91 79 2656 7555 “Adani Corporate House” Fax +91 79 2555 7177 Shantigram, Near Vaishno Devi Circle, info@adani.com S. G. Highway, Khodiyar, www.adanipower.com Ahmedabad-382421, Gujarat India CIN: L40100GJ1996PLC030533 Registered Office: “Adani Corporate House”, Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad-382421 “This partnership marks another significant milestone in Bhutan’s hydropower development journey and further strengthens the long-standing energy partnership between Bhutan and India. The 770 MW Chamkharchhu-I Hydropower Project will contribute to strengthening Bhutan’s energy security, particularly during the winter months, while creating opportunities to optimise and export s [Showing first 8,000 characters — download PDF for full document]