‘These are the Pangs of Grow­ing Up... it will Sta­bilise Over Time’

This process of grow­ing up as a pro­fes­sional board and the lim­i­ta­tions within... will bring about erup­tions

The Economic Times - - Disruption: Startups & Tech -

In­fosys non-ex­ec­u­tive chair­man R Se­shasayee spoke to about the ‘pangs’ of grow­ing up into a pro­fes­sional-led com­pany, and the rift be­tween pro­mot­ers and man­age­ment. Edited ex­cerpts:

Some of NR Narayana Murthy’s re­marks are at­tacks on you than the board. Do you think it is an in­di­rect at­tack on the CEO? I don’t think so. This kind of is­sue shouldn’t be viewed from that kind of prism at all. I look at it as an ex­pres­sion com­ing out of very deep pas­sion. If there is asym­me­try in the be­liefs, pas­sion comes out. I don’t read any­thing more that.

Why did these is­sues reach this point? Why were they al­lowed to es­ca­late? Why were they not re­solved? Hon­estly I don’t know. I don’t think we should be spend­ing too much time into ask­ing why it hap­pened. If there is a thun­der­storm or vol­canic erup­tion, rather than ask­ing why it hap­pened, we ask what do we do to pro­tect our­selves.

When was last time you en­gaged with Mr Murthy on com­pany-re­lated mat­ters? Af­ter ev­ery earn­ings call, it has been our prac­tice to meet to dis­cuss what he be­lieves about the is­sues from what is avail­able in the pub­lic do­main. We lis­ten to him and take his in­puts. We must ap­pre­ci­ate that these con­ver­sa­tions hap­pen within the frame­work on what we can dis­cuss. This process of grow­ing up as a pro­fes­sio- nal board and the lim­i­ta­tions within which have to op­er­ate that process will bring about erup­tions now and then — that can’t be con­trolled. But I look at it as pangs of grow­ing up. It will sta­bilise over time and come to a more rhyth­mic kind of con­ver­sa­tion.

Are you re­fer­ring to in­sider trad­ing reg­u­la­tions? The frame­work is very clear that in­for­ma­tion not avail­able to other share­hold­ers don’t get dis­cussed with other group of share­hold­ers. This is part of our grow­ing up. We are learn­ing.

How do you deal with the sug­ges­tion of ap­point­ing a co-chair­man? It’s a call from a sig­nif­i­cant share­holder. Ev­ery share­holder has a right to make sug­ges­tions. The law pro­vides that if you have 10% share­hold­ing, than you call an EGM. The sug­ges­tions are made for us to con­sider. As I have said re­peat­edly we have to work for the en­tire group of share­hold­ers. Some­times we say yes, some­times we say no.

Can you give cou­ple of ex­am­ples of sug­ges­tions from founders that you have in­cor­po­rated? (DN) Prahlad was a sug­ges­tion by the founders. We dis­cussed and thought we could do with some­one who had a great un­der­stand­ing of the busi­ness. We in­di­vid­u­ally met for a cou­ple of hours and we said he is the right per­son.

Is David Kennedy’s de­par­ture re­lated to Ra­jiv Bansal’s exit? No! Some of you tend to con­nect the dots. It is not un­rea­son­able. But the truth is not that. That is the end of it. The process of peo­ple leaving the com­pany hap­pens all the time. We have tended to look at ev­ery­thing with sus­pi­cion. When shad­ows don’t exit we be­lieve they do. We both agreed he should leave. The em­ploy­ment con­tract said that if he sep­a­rates with­out cause, then 12 months in payable. The process is gone through.

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