Coforge shares in focus: Ex-Chairman’s low rating not disclosed to board, audit finds

In a further update to its internal audit report and Chairman resignation, Coforge Ltd has clarified the internal auditor has observed that the manner in which the evaluation findings were presented, without sharing copies of the reports, by the ex-Chairman OP Bhatt  to the Nomination and Remuneration Committee (NRC) and the board, did not cover all relevant aspects and findings.

In particular, while the Chairman’s category received the lowest rating in the reports, this finding was not disclosed or discussed before the NRC or the board by the NRC Chair and the chairman of the board.

Coforge clarified that the board evaluation process is entirely distinct from the company's financial reporting and audit processes. The matters relating to the evaluation of board members does not concern the company's financial statements, accounting policies, revenue or profitability has no bearing on the company's financial or operational performance or its business and growth outlook.

It said the inclusion of the reports within the scope of the internal audit was in the context of reviewing the relevant governance processes. It should not be construed as an audit or review of the company's financial statements or financial reporting, Coforge said.

Also read: Coforge shares: Why Chairman’s resignation concerns are overdone; fresh target prices 

Coforge said its board has worked in close cooperation, with all business strategies and governance decisions being approved unanimously, which has enabled the company to take key decisions expeditiously. These decisions included the divestment of the AdvantageGo business, exit from the data centre business, acquisition of Encora, execution of the Sabre contract and decision to exit the loss-making India Government business.

Coforge's Chairman OP Bhatt resigned recently, following which Coforge had clarified that its audit review identified certain concerns in relation to the manner in which the Board Evaluation Report (BER) had been dealt with and presented to the board. Vivek Sharma, Non-Executive Independent Director, has been appointed as interim Chairperson of the company till January 31, 2027.