Home >Companies >News >Ravi Venkatesan’s resignation seen as part of Infosys board reconstitution

Bengaluru: Ravi Venkatesan, the former co-chairman of Infosys Ltd, resigned from the post of independent director at India’s second-largest IT outsourcing company, a move many observers said was part of co-founder Nandan Nilekani’s board reconstitution.

Infosys, in a filing to the exchanges on Friday, said that Venkatesan, who joined the board in 2011, had decided to step down as the former head of Microsoft India wanted “to pursue an exciting new opportunity".

Last month, Infosys elevated Kiran Mazumdar-Shaw as the lead independent director.

At least one proxy advisory firm believed that Venkatesan could have completed his current term—it was to end in April 2019—and that his resignation from the company reflects the board reconstitution, with more changes not ruled out in coming months.

“This is not surprising and was expected, especially since what happened in August last year," said Shriram Subramanian, founder and managing director of investor proxy firm InGovern Research Services.

On 17 August, Infosys board blamed founder N.R. Narayana Murthy for his “continuous assault and misguided campaign", and said this was the primary reason behind the abrupt exit of chief executive officer Vishal Sikka. As the company was thrown into chaos, Nilekani returned as non-executive chairman, even as three independent directors, including chairman R. Seshasayee, Jeffrey S. Lehman and John Etchemendy, resigned. Nilekani’s return also saw Venkatesan stepping down as co-chairman, less than five months after he was elevated to run the board along with former chairman Seshasayee, as the company sought to buy peace with the promoters.

The trouble between Venkatesan and Murthy became public, when Mint cited an email written by Murthy to some of his advisers, claiming that at least three independent directors, including Venkatesan, had told him that Sikka was more chief technology officer material than CEO material.

Venkatesan then said that his discussions with Murthy were part of “privileged conversations" he had had with Murthy, even as both declined to comment on the email.

“I believe more changes at the board can be expected in the coming months as Infosys under Nilekani starts afresh," said InGovern’s Subramanian.

In the eighteen months to Sikka’s resignation in August last year, Murthy lambasted the board over issues related to corporate governance, an irregular and very generous severance package given to its former chief financial officer, and salaries of the CEO and chief operating officer.

“All these measures, including having CEO Salil Parekh to be based out Bengaluru, selling (acquisitions) Panaya and Skava, company having a services-led approach and the conservative revenue guidance (7-9% dollar revenue growth in this fiscal), appointment of Kiran Mazumdar-Shaw as lead independent director, and now Venkatesan’s resignation is a clear sign of the company going back to the promoter’s vision," said a former executive vice president of Infosys, on the condition of anonymity.

Venkatesan, in a statement sent along with Infosys’s filing to exchanges, said: “My seven years on the board have been exciting, rewarding and eventful. l feel fortunate to have been part of this extraordinary company at a seminal moment in its history and to have worked with so many fine colleagues on the Board and in management."

Calls and text messages to Venkatesan seeking comment went unanswered.

Nilekani said, “I thank Ravi for his pivotal contributions to Infosys in a period of important transitions and towards a digital-first future. This passage is one that every entrepreneurial company faces eventually and I thank Ravi for his leadership in ensuring a successful transition."

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