Coforge chairman resigns after internal audit flags disclosure gaps

The resignation followed concerns identified in an internal audit review over the handling and disclosure of information relating to the board evaluation report

Coforge said its non-executive chairman OP Bhatt has resigned with immediate effect following concerns raised by the internal auditor relating to the manner in which the board evaluation report (BER) was dealt with and presented to the board by him.

 

As part of the internal audit plan for the second quarter, the auditor reviewed the process followed in relation to the Board Evaluation Exercise under the chairman’s guidance and the subsequent BER presented to the board.

 

The review, however, identified certain concerns regarding the manner in which the BER had been dealt with, including that certain material information contained in or relating to the BER and the performance of the chairman had not been fully disclosed.

 

 

“The board considers it important to clarify that the chairman's resignation followed the concerns identified in the internal audit review and the subsequent process undertaken by the board to seek and consider his explanation in relation to those concerns,” Coforge said in a filing with the BSE.

 

Bhatt, a former chairman of State Bank of India (SBI), on his part said he had always discharged his duties independently, objectively and in the best interests of the company.

 

“I believe that continuing on the board while there remains a disagreement considering the characteristics of my good faith actions in the board evaluation process would not be conducive to the effective functioning of the board,” he said in a letter addressed to the board.

 

Shares of the company were down about 5.35 per cent at ₹1,845 in morning trade.

 

Coforge has appointed Vivek Sharma, currently a non-executive independent director, as interim chairperson of the board until January 31, 2027.

 

The company added that Bhatt’s resignation was accepted with immediate effect and that he has ceased to be a member of all board committees.