Gautam Adani, Sagar Adani, and Cyril Cabanes
U.S. SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 26177 / Nov. 21, 2024
Securities and Exchange Commission v. Adani, et al., No. 1:24-cv-08080 (E.D.N.Y. filed Nov. 20, 2024)
Securities and Exchange Commission v. Cabanes, No. 1:24-cv-08081 (E.D.N.Y. filed Nov. 20, 2024)
SEC Charges Three Senior Executives in Two Actions Alleging Massive Bribery Scheme Involving Indian Energy Companies Adani Green and Azure Power
On November 20, 2024, the Securities and Exchange Commission charged Gautam Adani and Sagar Adani, executives of Adani Green Energy Ltd., and Cyril Cabanes, an executive of Azure Power Global Ltd., for conduct arising out of a massive bribery scheme. According to the SEC’s allegations, the bribery scheme was orchestrated to enable the two renewable energy companies to capitalize on a multi-billion-dollar solar energy project that the companies had been awarded by the Indian government. During the alleged scheme, Adani Green raised more than $175 million from U.S. investors and Azure Power’s stock was traded on the New York Stock Exchange.
In one action, the SEC charged Gautam Adani, Chairman of Adani Green’s Board of Directors, and his nephew, Sagar Adani, Executive Director of Adani Green’s Board. According to the SEC’s complaint, Gautam and Sagar Adani orchestrated a bribery scheme that involved paying or promising to pay the equivalent of hundreds of millions of dollars in bribes to Indian government officials to secure their commitment to purchase energy at above-market rates that would benefit Adani green and Azure Power. As alleged, Gautam and Sagar Adani were engaged in the bribery scheme during a September 2021 note offering by Adani Green that raised $750 million, including approximately $175 million from U.S. investors. The Adani Green offering materials included statements about its anti-corruption and anti-bribery efforts that were materially false or misleading in light of Gautam and Sagar Adani’s conduct.
In the other action, the SEC charged Cyril Cabanes, a former member of Azure Power’s Board of Directors, with Foreign Corrupt Practices Act (FCPA) violations for his role in the alleged bribery scheme. According to the SEC’s complaint, Cabanes allegedly facilitated the authorization of bribes in furtherance of the scheme while in the United States and abroad.
The SEC’s complaint against Gautam and Sagar Adani charges them with violating Section 17(a) of the Securities Act of 1933 (“Securities Act”), Section 10(b) of the Exchange Act of 1934 (“Exchange Act”), and Rule 10b-5 thereunder, and with aiding and abetting violations of Section 17(a)(2) of the Securities Act, Section 10(b) of the Exchange Act, and Rule 10b-5(b) thereunder. The complaint seeks permanent injunctions, civil penalties, and officer-and-director bars. The SEC’s complaint against Cabanes charges him with violating Section 30A of the Exchange Act and seeks a permanent injunction, a civil penalty, and an officer-and-director bar. Both complaints were filed in the U.S. District Court for the Eastern District of New York.
In a parallel action, the U.S. Attorney’s Office for the Eastern District of New York, on November 20, 2024, unsealed criminal charges against Gautam and Sagar Adani and Cabanes, among other individuals connected to Adani Green and Azure Power.
The SEC’s ongoing investigation regarding Adani Green is being conducted by Nicholas Karasimas, Stewart Gilson, Christopher M. Colorado, and Alison Conn of the New York Regional Office. It is being supervised by Tejal D. Shah. The litigation will be led by Mr. Colorado, Mr. Karasimas, and Mr. Gilson, under the supervision of Daniel Loss. The FCPA investigation is being conducted by Eric Heining and Paul Block of the SEC’s FCPA Unit and Patrick Noone of the Boston Regional Office. The litigation will be led by Boston Regional Office Trial Counsel Martin Healey. The SEC appreciates the assistance of the U.S. Attorney’s Office, the Fraud Section of the U.S. Department of Justice, and the FBI.