Don't think there is any boardroom battle: Infosys Chairman R Seshasayee

NEW DELHI: Infosys board chairman R Seshasayee and Chief Executive Vishal Sikka said the ongoing corporate governance dispute between the founders and board members was “not a battle” and explained the company’s stand on some core issues that have been raised over the past week.

Seshasayee addressed the questions raised about the appointments of different board members, including Punita Kumar Sinha as independent director, and said “We are very proud to have Punita Sinha on our board, a woman should not be judged based on the profession of her spouse,” he said. Sinha is Minister of state for civil aviation Jayant Sinha’s wife.

Earlier in the day, Sikka said he shares a “heartfelt” and “warm” relationship with founder Narayana Murthy, an reiterated his stand at the press meet on Monday evening, held in Mumbai. “I deeply value Narayana Murthy's suggestions, including the criticism,” he added Monday evening.

Seshasayee explained how the board follows good corporate governance practices, including holding an inquiry into a whistleblower complaint and the practices followed to decide Sikka’s package, which has been a bone of contention with the founders.


Don't think there is any boardroom battle: Infosys Chairman R Seshasayee

Infosys co-founder Narayana Murthy in an explosive interview to ET last week, questioned corporate governance at the country's second largest software exporter, including the Rs 17.38 crore severance paid to former Chief Financial Officer Rajiv Bansal, and questioned the actions of chairman R Seshasayee and independent director Jeffrey Lehman.

Seshasayee stressed that a new severance package plan has been put in place to ensure there are “no more Rajiv Bansals”.

CEO Vishal Sikka's high compensation has also been a topic of debate, but Murthy and others have reiterated their faith in Sikka, calling this a battle of corporate governance irregularities.

Two former CFOs of Infosys also specifically called out Seshasayee for failing to uphold corporate governance at the company. While Mohandas Pai said there was no communication between the board and the Infosys founders, V Balakrishnan asked for Seshasayee to step down as board chairman.

“It is untrue that we don't engage with the founders,” Seshasayee said on Monday.


Don't think there is any boardroom battle: Infosys Chairman R Seshasayee


ET reported Monday that at the heart of the ongoing battle is a $200-million acquisition of Israeli software company Panaya by Infosys in February 2015, which triggered a series of contentious internal debates, leading to Bansal leaving the company. “We followed the complete process on Panaya acquisition,” said Sikka. He added that ex-CFO Bansal did the accounts for the deal, certified it, and there was no question of skipping process.

OppenheimerFunds, a large institutional investor in Infosys, has already come out and publicly backed the management saying the board should ‘contain interventions from non-executive promoters.’

The founders have especially questioned the high severance package given to former Chief financial officer Rajiv Bansal. ET reported Monday that Bansal questioned the validity of the deal, before finally resigning. In addition, the deal raised a series of questions on due diligence and governance.
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