Infosys gets clean chit in Panaya deal

IT giants Infosys on Friday said that an independent investigation into complaints made by anonymous whistleblower alleging irregularities in the acquisition of Panaya and certain expenses related to CEO found no evidence of wrongdoing on the part of the firm.

The company’s audit committee had appointed Gibson Dunn & Crutcher, LLP, an international law firm and Control Risks, a global risk consultancy to probe the alleged irregularities. “We found no evidence supporting the whistleblower’s allegations regarding the acquisitions — there were no conflicts of interest or kickbacks, required approvals for the acquisitions were obtained, thorough due diligence was conducted, the valuations of the target companies done by an outside financial advisor were reasonable, and the purchase prices were within the range of values determined by that advisor,” the final report said.

The complainants in their letter to Sebi alleged that there were improprieties in connection with the company’s acquisitions of Panaya, Inc. and Skava Systems in 2015, the mergers and acquisitions (M&A) team acted without securing proper approvals and the CEO received inappropriate compensation and incurred excessive expenses relating to travel, security and the Palo Alto office in US.

The complaints also included allegations relating to the departure of the former CFO (Rajiv Bansal) that were previously investigated by the Indian law firm Cyril Amarchand Mangaldas (CAM) in 2015 and 2016. The complainant had questioned the findings and conclusions in the CAM reports in those investigations.

The probe didn’t find any evidence related to inappropriate contracting or any failure to get necessary approvals by the mergers and acquisition team. “We found no evidence that the CEO (Vishal Sikka) received excessive variable compensation or incurred unreasonable expenses for security, travel and the Palo Alto office,” the report concluded.

On CAM’s investigation into the departure of former CFO, the investigation concluded that those probes were thorough and their findings and conclusions were reasonable and credible based on the evidence.

We found no evidence supporting the whistleblower’s allegations regarding the acquisitions — there were no conflicts of interest or kickbacks, required approvals for the acquisitions were obtained

— AUDIT REPORT