Mumbai/Bengaluru: A promoter-owned company of the Adani Group that handles the conglomerate’s infrastructure projects is reaping the benefits of its record capital expenditure, emerging as the biggest cash generator for billionaire Gautam Adani in just two years.
Adani Infra (India) Ltd (AIIL) is now using this new wealth to buy shares in listed group companies, building significant minority stakes in four of them over the past seven months, according to public disclosures by the companies.
Adani Infra made ₹7,127 crore in profit in fiscal year 2026 (FY26), double of what it reported in the previous year and 80 times more than what it made in FY24, as per the company’s filings of 24 July. Its revenue from operations for the year was ₹11,301 crore, a 13-fold growth in just two years.
During the fiscal year, Adani Infra generated free cash flow of ₹6,666 crore given its low capital investment requirement, generating more free cash than any other Adani company. Most of Adani's listed companies reinvest their profits into capital expenditure to fund expansion.
The Adani Group spent ₹1.53 trillion in capital expenditure in FY26, boosting Adani Infra’s performance. The private company’s fortunes surged after it was designated as the project management consultant (PMC) and the engineering, procurement, and construction (EPC) arm for the Adani Group at the beginning of FY25.
Earlier, the project management work was handled by all the group firms individually, who then signed up with EPC firms.
“Since FY25, the management transformed AIIL into a PMC and EPC player that executes contracts for the Adani group, and EPC contracts for external counterparties, leading to an improved business profile and profitability,” credit rating agency India Ratings & Research said in a note dated 2 April.
Adani Infra's management told India Ratings that the PMC contract's execution at the company was unlikely to increase project costs for the underlying group entities, the ratings agency wrote in its 2 April note.
Financials fineprint
About 95%, or ₹10,738 crore, of Adani Infra’s revenue came from group companies, while the rest came from outside, according to the company’s financials. In FY26 Adani Ports and Special Economic Zone Ltd accounted for ₹1,873 crore, followed by the flagship Adani Enterprises Ltd at ₹1,497 crore, and ₹1,382 crore from Adani Power Ltd. Adani Energy Solutions and Adani Green Energy brought in ₹952 crore and ₹281 crore in revenue for Adani Infra.
The ₹7,127-crore profit makes Adani Infra the third most profitable company in the conglomerate, behind Adani Ports and Adani Power, which reported ₹12,782 crore and ₹12,971 crore last fiscal, respectively.
Adani Infra is 100% controlled by the S.B. Adani Family Trust and other group companies, as per India Ratings.
Stake buys
Since the beginning of 2026, the company has been deploying its income to buy shares of listed Adani firms. It bought 0.70% of Adani Enterprises sometime in January-March for ₹1,583 crore, as per its annual report. This was followed by a purchase of 1.53% of Adani Energy Solutions Ltd for ₹1,725 crore between 23 March and 25 March.
In FY27, Adani Infra spent ₹5,626 crore to buy 2.34% of Adani Green Energy Ltd between 9 June and 3 August. It then spent ₹2,627 crore to buy 0.65% of Adani Power Ltd on 4 August.
Cumulatively, over the last seven months, Adani Infra has spent ₹11,561 crore to buy shares in these four listed companies. The acquisitions were funded from cash inflows from repayment of loans by related parties and the company's operating profit.
Notably, Adani Infra's purchases of Adani Enterprises and Adani Energy Solutions shares were made from the open market, thereby increasing the promoter stake in both the companies. In the case of Adani Green Energy and Adani Power, the privately-held company bought the shares from Ardour Investment Holding Ltd, a UAE-based promoter group entity of the Adani Group. Thus, the transactions did not change the overall promoter ownership in them.
When contacted, a spokesperson for the Adani Group said that AIIL was established as the conglomerate's centre of excellence for project management to bring together specialized capabilities to execute the group's largescale infrastructure projects.
"This structure and its role have also been approved by the lenders of respective Adani companies since the beginning. Only after that AIIL was engaged by the portfolio companies and is awarded contracts at arms-length basis," the spokesperson said in an email.
Minority shareholder approval was secured for all contracts worth more than ₹1,000 crore, as per governance requirements, he said.
Consolidating project management under Adani Infra has created more value for the group firms than the sum being paid to it, he said. For instance, Adani Power has announced 23.7-gigawatts of capacity expansion by FY32, involving an investment of ₹2 trillion. This translates into an investment of about ₹8.5 crore per megawatt of capacity as against the industry standard of ₹10-12 crore per megawatt, he said, adding that it translates to a cost differential of upwards ₹50,000 crore for the company.
Governance debate
Corporate governance experts are split in their views on how Adani Infra's moves stand under scrutiny.
Under India's company regulations, every related party transaction (RPT) is subject to a strict governance framework, and every material RPT must be vetted and approved by independent directors on the audit committee.
For material transactions that exceed regulatory limits, an approval from public shareholders is also required, said Sanjay Kallapur, professor of accounting at the Indian School of Business.
“From an operational perspective, a centralised procurement and project management arm like Adani Infra (India) Ltd offers commercial advantages, including economies of scale, streamlined vendor coordination, faster execution and reduced execution risk across group entities,” said Kallapur.
He added that institutional checks in India’s capital markets have matured, with proxy advisory firms scrutinizing related-party transactions and issuing voting recommendations to institutional investors.
“Regulations have created a framework for proxy advisory firms and institutional shareholders to act. Persistent pressure from proxy recommendations and dissenting institutional votes forces companies seeking RPT approvals to offer higher standards of disclosure, detailed margin breakdowns and formal arm’s-length benchmarking,” he said.
However, Sharmila Gopinath, an independent corporate governance consultant, said that even when legally kosher, this arrangement raises ethical concerns.
“This is highly unorthodox. I am sure that the Adani Group would not do anything that is going against Sebi’s (Securities and Exchange Board of India) rules. But it’s not great optics. That’s a lot of money to be paid to a promoter entity by a listed company,” she said, adding that while the move could well be legitimate, it may not look good from a governance perspective for listed firms.