###### 2.2. AGEL's ESG Governance
AGEL has constituted six different committees of the Board of Directors ("BoD") that sets the highest example of governance and sustainability in AGEL. This goes beyond the regulatory requirements applicable under the Companies Act, 2013 in India.
The six committees and their key responsibilities include:
(i) The Corporate Responsibility Committee which oversees all ESG performance and sustainability related disclosures by AGEL.
(ii) The Risk Management Committee which oversees and safeguards the risk to all stakeholders. Enterprise Risk Management is one of the key pillars of corporate governance at AGEL.
(iii) The Corporate Social Responsibility (CSR) Committee of BoOD that fulfills the statutory requirement under the Companies Act and ensures that AGEL operates as corporate citizen for inclusive growth with all stakeholders, especially in the communities where AGEL is operating.
(iv) The Stakeholder Engagement Committee which oversees stakeholder engagement including shareholders.
(v) The Audit Committee; and
(vi) The Remuneration Committee
Together, these committees set the highest example of the Board Governance at AGEL and ensure strong ESG execution.
These committees are comprised of 50-100% of independent directors (e.g. the "Corporate Responsibility Committee" has 100% of independent directors, "Corporate Social Responsibility Committee" has at least 75% of independent directors, "Risk Management Committee" has at least 50% of independent directors). The Terms of Reference (TOR) of these committees have been published on AGEL's website.
The company has also established a system to ensure the integrity of ESG performance disclosure, in the following order:
A. Corporate Responsibility Committee of the Board of Directors with 100% independent directors oversee and assures sustainability performance and disclosures at AGEL.
B. For development of the ESG report, the Sustainability reporting team has been formed at all operating locations guided by Head ESG at Corporate Office.
C. For development of the ESG report, the Sustainability Reporting Team has been formed at all operating locations guided by Head ESG at Corporate Office.
D. Integrated Management Systems covering Energy, Quality, Asset, Environment, Health and Safety, Business continuity, Information Security and Information and Communication Technology Readiness for Business Continuity has been adopted at all operating locations.
E. The report is internally released to Apex Sustainability Committee, which is a group of functional heads, for review and comments before submission of report for Assurance by External Agency.
F. ESG report is apprised to the "Corporate Responsibility Committee of BoD" and External Assurance is obtained before releasing in public domain through Company Website.