India's ESG regulatory landscape has developed rapidly. SEBI's Business Responsibility and Sustainability Reporting (BRSR) framework — mandatory for the top 1,000 listed companies since FY 2022-23 — requires granular disclosure of environmental, social, and governance metrics against the National Guidelines on Responsible Business Conduct. SEBI's Green Bonds framework provides the regulatory basis for green bond issuances by Indian companies. The Carbon Credit Trading Scheme — established under the Energy Conservation (Amendment) Act 2022 — creates India's domestic carbon market. RBI's guidance on climate risk disclosure for regulated entities is expanding the ESG obligation across the banking and financial sector. And India's sovereign Green Bond programme has established the government as an issuer in the international green bond market.
Goldschmidt Pallonji's ESG and Sustainable Finance practice sits at the intersection of capital markets, financing, regulatory compliance, and the international sustainable finance standards that overseas investors require. For Indian companies raising green or sustainability-linked capital — bonds, loans, or equity — GP advises on the use-of-proceeds framework, the Green Bond Principles or Sustainability-Linked Bond Principles alignment, the SEBI regulatory requirements, and the independent third-party verification that overseas investors demand. For overseas investors deploying into Indian green infrastructure — from the Australian super fund investing in an Indian InvIT to the UK development finance institution providing transition finance to an Indian steel company — GP provides the bilateral legal framework that no purely Indian firm can deliver.
For Indian companies that are not yet in the capital markets but face ESG expectations from customers, supply chains, or investors — the EU's Carbon Border Adjustment Mechanism, the European supply chain due diligence regulations, and the ESG-linked financing conditions that Indian exporters to European markets are increasingly encountering — GP advises on the legal and commercial framework for ESG compliance as a business necessity, not merely a reporting exercise.
From green bond structuring and BRSR compliance through carbon credit frameworks and transition finance — the complete legal capability for India's sustainable finance market.
Legal structuring of green bond issuances under SEBI's Green Bond framework — use-of-proceeds definition, eligible green project categories, allocation and impact reporting framework, and SEBI disclosure requirements. Alignment with ICMA Green Bond Principles for issuances targeted at overseas investors. Sustainability-Linked Bonds and Loans — Key Performance Indicator selection, Sustainability Performance Target-setting, margin ratchet mechanisms, and compliance with the LMA Sustainability-Linked Loan Principles. Social bonds and sustainability bonds for issuers combining environmental and social objectives. Second-party opinion coordination and third-party verification provider engagement.
Learn More →Business Responsibility and Sustainability Reporting compliance for India's top 1,000 listed companies — mandatory from FY 2022-23. BRSR Core — the 49 assured indicators that SEBI has identified for third-party assurance from FY 2023-24 for the top 150 listed companies. Legal review of BRSR disclosures for accuracy and consistency with other public disclosures — including the Annual Report, the Director's Report, and regulatory filings. Greenwashing risk assessment — identifying claims in BRSR and sustainability communications that may not be adequately substantiated and creating legal exposure under SEBI's prohibition on misleading disclosures. ISSB IFRS S1 and S2 gap analysis for listed companies preparing for climate disclosure obligations.
Learn More →Legal framework for India's Carbon Credit Trading Scheme — established under the Energy Conservation (Amendment) Act 2022 and administered by the Bureau of Energy Efficiency. Obligations and credit generation rights for entities in the mandatory carbon market. Voluntary carbon market participation — project registration under Verra, Gold Standard, and the UN Artisan 6.2 bilateral carbon mechanism. Carbon credit purchase and sale agreements — the contractual framework for domestic and international carbon credit transactions. For overseas buyers of Indian carbon credits — the Paris Agreement Article 6 corresponding adjustment requirements and their legal implications for cross-border carbon credit transfers. Taxonomy of high-integrity carbon credits versus low-quality offsets — the legal risk of greenwashing claims arising from carbon offset marketing.
Learn More →Legal structuring of renewable energy project finance — solar, wind, pumped hydro, and green hydrogen — for domestic and overseas investors and lenders. InvIT structuring for renewable energy asset monetisation. Power Purchase Agreements for renewable energy — the contractual framework for long-term renewable energy off-take, including the RECs (Renewable Energy Certificates) that underpin corporate renewable energy procurement. Green hydrogen — the National Green Hydrogen Mission legal framework, the production and export incentive scheme, and the legal structuring of green hydrogen projects for overseas buyers. Offshore wind — the emerging regulatory framework for India's offshore wind programme and the international investment structures that it requires.
Learn More →ESG legal due diligence for overseas investors deploying into Indian assets — the Indian ESG regulatory and compliance position, supply chain ESG risks (including labour standards, environmental compliance, and community impact), the BRSR disclosure position, the company's carbon footprint and climate risk profile, and the greenwashing risk in sustainability communications. For Australian super funds, Singapore green funds, and GCC sovereign vehicles with ESG investment policies — translating those policies into Indian market due diligence, identifying Indian-specific ESG risks that overseas investors may not recognise, and advising on the contractual ESG representations and warranties in the investment documentation.
Learn More →The EU Carbon Border Adjustment Mechanism — effective from 2026 for full implementation — imposes a carbon price on imports of steel, aluminium, cement, fertilisers, electricity, and hydrogen into the EU. Indian exporters in these sectors face a compliance obligation to report the embedded carbon content of their exports and ultimately to pay the CBAM price on that carbon. Legal framework for CBAM compliance — carbon accounting methodology, reporting obligations, and the contractual framework with EU importers. EU Corporate Sustainability Due Diligence Directive — the supply chain due diligence obligations that EU companies are imposing on Indian suppliers. ESG supplier requirements — the contractual and audit framework for Indian companies managing overseas customer ESG expectations.
Learn More →India's Carbon Credit Trading Scheme creates a domestic carbon market that will cover India's largest industrial emitters — steel, cement, aluminium, chlor-alkali, and others. Entities that reduce emissions below their compliance targets will generate carbon credits that can be sold domestically or internationally (subject to Paris Agreement Article 6 requirements). Entities that emit above their targets must purchase credits. The scheme is the legal and commercial infrastructure for India's climate transition — and the companies that understand its structure, build their compliance capability, and position themselves to generate and sell credits will have a structural advantage over competitors who treat it as a compliance burden. GP advises on the legal framework for credit generation, the contractual structure for domestic and international credit sales, and the integration of India's scheme with international voluntary and compliance carbon markets.
Not every Indian industry can decarbonise immediately. Steel, cement, shipping, and aviation are sectors where decarbonisation pathways exist but require decades of capital-intensive transition. Transition finance — financing the decarbonisation of hard-to-abate sectors — is the fastest-growing segment of the global sustainable finance market. The legal challenge is that transition finance instruments — transition bonds, sustainability-linked loans with decarbonisation KPIs — require a credible, science-based transition plan as their foundation. GP advises Indian companies in hard-to-abate sectors on the legal framework for transition finance: the transition plan documentation that satisfies overseas lenders and investors, the KPI structure for SLL/SLB instruments, and the BRSR and climate disclosure obligations that arise from a public commitment to a transition pathway. For overseas development finance institutions deploying transition capital into India — AIIB, NDB, UK GIIA, ADB — GP provides the legal framework for the Indian investment alongside the investor's home-jurisdiction obligations.
An Indian company that issues a green bond and uses the proceeds for projects that do not qualify as green under the use-of-proceeds framework, or that misreports the environmental impact of the eligible projects in its allocation and impact reports, faces SEBI enforcement action for misleading disclosure, potential bondholder litigation for misrepresentation, and reputational damage in the international capital markets. The International Capital Market Association's green bond principles require allocation reporting and impact reporting on a scheduled basis — and SEBI's green bond framework requires these reports to be submitted to SEBI and published. GP builds the use-of-proceeds framework and impact reporting methodology before the bond is issued — ensuring that the green bond delivers on the promises made in the prospectus. The green bond that cannot report its impact is not a green bond. It is a liability.
An Indian renewable energy company seeking capital from an Australian super fund, a Singapore green fund, or a GCC sovereign vehicle faces two sets of ESG requirements: the Indian regulatory framework (BRSR, SEBI green bond framework, environmental clearances) and the overseas investor's home-jurisdiction ESG policy (the Australian APRA superannuation trustee obligations, the Singapore MAS environmental risk guidelines, the GCC sovereign fund ESG criteria). GP advises on both sets of requirements simultaneously — from practitioners who understand the overseas investor's framework as well as the Indian regulatory requirements. The Indian company that presents its ESG position in the language that the overseas investor's investment committee speaks closes faster and at better terms.
GP's ESG practice is built within our capital markets, banking, and infrastructure practices — not as a standalone advisory function. ESG advice at GP is delivered in the context of a transaction: structuring the green bond that must comply with SEBI's framework and the ICMA Green Bond Principles simultaneously, negotiating the sustainability-linked loan that must have defensible KPIs, advising on the ESG representations in the M&A transaction that are backed by BRSR disclosures. The ESG legal advice is actionable — it produces documents, closes transactions, and manages the legal risk of ESG claims — not reports.
India's energy transition is the largest infrastructure investment programme in history. It spans solar, wind, pumped hydro, green hydrogen, battery storage, transmission, and the grid integration that holds it together. Each of these sectors has its own regulatory framework, its own financing structure, and its own ESG requirements. GP covers the entire transition stack — from the renewable energy project financing and InvIT structuring that monetises operational assets, to the green hydrogen export contracts that are beginning to be structured, to the carbon market compliance that will determine the transition economics for India's industrial sector. A single practice covering all dimensions of the energy transition is the correct legal structure for the scale of the transition India is undertaking.
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Advised a large renewable energy developer on the legal structuring of a Rs.1,200 crore green bond issuance — the company's first green bond and the first issuance targeted at overseas institutional investors. GP structured the use-of-proceeds framework to qualify under both SEBI's Green Bond framework and the ICMA Green Bond Principles, ensuring that proceeds could be allocated only to eligible renewable energy projects with defined environmental impact metrics. GP managed the second-party opinion engagement, drafted the Green Bond Framework document, structured the allocation and impact reporting methodology, and managed the SEBI disclosure requirements. The bond was placed with five overseas institutional investors including two Singapore-based green funds and one UK development finance institution, at a coupon that was 28 basis points lower than the company's previous conventional bond — demonstrating the cost-of-capital benefit of the green label for Indian issuers with credible frameworks.
Advised an Australian superannuation fund on the ESG legal due diligence for its Rs.3,400 crore investment in a listed renewable energy InvIT. GP assessed the InvIT's environmental compliance (environmental clearances, biodiversity assessments, water use, and waste management across the 14-project asset pool), social performance (community land acquisition process, grievance mechanisms, labour standards in O&M contractors), and governance (SEBI InvIT compliance, BRSR disclosure quality, related-party transaction framework). GP also translated the ESG due diligence findings into the language of the fund's APRA-mandated climate risk disclosure framework — providing the investment committee presentation that the fund needed to satisfy its own trustee ESG obligations. The investment closed with a specific ESG covenant in the investment agreement requiring annual BRSR Core metric verification.
Advised a mid-size Indian steel exporter on its obligations under the EU Carbon Border Adjustment Mechanism — which affects all Indian steel exports to the EU. GP established the carbon accounting methodology for the company's blast furnace and electric arc furnace operations, prepared the transitional CBAM reports for the quarterly reporting obligation that began October 2023, and advised on the contractual arrangements with EU importers required to manage the CBAM compliance obligation. Simultaneously, GP advised on the decarbonisation options — green hydrogen DRI, scrap recycling, renewable electricity procurement — that would reduce the CBAM liability from 2026 and maintain the company's cost competitiveness in European markets. The company implemented a three-year decarbonisation roadmap and entered into its first power purchase agreement for renewable electricity procurement.
The practice is led by a capital markets and sustainable finance lawyer with specific expertise in green bond frameworks, sustainability-linked instruments, and BRSR compliance — working alongside GP's renewable energy and infrastructure finance team, the corridor specialists for the Australian, Singaporean, GCC, and UK investor ESG frameworks, and our regulatory practice for the SEBI, RBI, and BEE (Bureau of Energy Efficiency) regulatory dimensions. For international investors, the practice provides the due diligence assessment that the investor's home-jurisdiction obligations require — not a re-presentation of Indian BRSR disclosures.
GP participates actively in SEBI's sustainable finance working groups, FICCI's ESG committee, and the Climate Bonds Initiative's India network — maintaining current knowledge of the Indian and global sustainable finance standards that are evolving more rapidly than any other area of financial regulation.
The transitional reporting obligation that started October 2023, the carbon accounting methodology required, the contractual arrangements with EU importers, and the decarbonisation options that reduce the CBAM liability — a practical guide for Indian exporters in CBAM-covered sectors.
Read Alert →SEBI framework, ICMA GBP alignment, use-of-proceeds design, second-party opinion, and impact reporting — the complete guide for Indian companies planning their first green bond issuance and targeting overseas institutional investors with ESG mandates.
Read Guide →Whether you are structuring a green bond, preparing BRSR Core for assurance, addressing EU CBAM obligations, seeking ESG capital from overseas investors, or building a transition finance framework — our team responds within 24 hours.
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