Infosys, after conducting a review of all external probes on contentious issues of Panaya acquisition and severance pay to former CFO, said on Tuesday “there was no merit to the allegations of wrongdoing” and it would not release the full report.
The review was conducted by the new non-executive chairman Nandan Nilekani, who took over the reins from Vishal Sikka following Mr. Sikka’s resignation as CEO and managing director in August, according to an Infosys statement.
A probe by Gibson Dunn & Crutcher and Control Risks in June had cleared former CEO Vishal Sikka on charges of wrongdoing in the $200 million Panaya acquisition.
A whistleblower in February had written to the board, its founders, and stock market regulators in India and the U.S., alleging wrongdoing by Mr. Sikka in buying the Israeli start-up. The mail had accused Mr. Sikka of using Infosys resources for personal gain.
The mail also alleged that Rajiv Bansal, the former CFO, had resigned over differences on the deal and was paid ₹17 crore. Mr. Murthy said the board had violated disclosure norms. The founders led by Mr. Murthy wanted the report to be made public.
“I believe that all stakeholders acted out of a strong passion for Infosys, wanting what they believed to be the best for the Company and to see it succeed,” Mr. Nilekani, the chairman of the newly constituted board said.
“In light of my review of these matters, I am fully persuaded, as is the entire board, that the conclusions of the independent investigations are correct. This board and I are committed to the highest standards of professionalism and will deal promptly and decisively with any governance issues should they ever come up in the future.”
Mr. Nilekani said the severance payments to Mr. Bansal could have been better handled, and the company had identified opportunities for improvements in processes and practices, which have been implemented. “The company has now globally benchmarked its severance pay and revised its senior management employment contracts. As previously noted, these external investigations were comprehensive and robust.”
“After careful reconsideration, the company has concluded that publishing additional details of the investigation would inhibit the company's ability to conduct effective investigations into any matter in the future. Confidentiality is critical to ensuring the candor and cooperation of whistleblowers and other participants in any investigative process. The precedent of releasing the full investigation reports could impair the cooperation of participants should the need for an investigation arise in the future,” Mr. Nilekani said.
Mr. Nilekani said it was time to put “these issues to rest. It [board] seeks the support of all stakeholders to look towards the future, and to collectively focus on strategy, operations, and growth.
“I would also like to acknowledge the leadership role Mr. Narayana Murthy has played in building this iconic institution and in corporate governance matters. Going forward, it is our endeavor to build a trusting relationship with Mr. Murthy,” he said.