Coforge Ltd: Internal Audit Flags Governance Issues in Board Evaluation
Coforge Ltd has issued an update under SEBI Listing Regulations clarifying its board evaluation process and an internal audit review. The company stated that its board has unanimously approved all business strategies and governance decisions, enabling swift key decisions like the divestment of AdvantageGo, exit from data centre business, acquisition of Encora, Sabre contract execution, and exit from loss-making India Government business. The board evaluation process is an annual corporate governance requirement distinct from financial reporting. An internal audit review in Q2FY27, covering "Hire-to-Retire" and "Accuracy and Completeness of Board reporting (BR)", examined reports related to the board evaluation. The internal auditor observed that certain reports, particularly concerning the Chairman's category receiving the lowest rating, were not shared with all board members, including independent directors, at the Chairman's instruction. The company emphasized its commitment to transparent governance processes as the review is ongoing.
Key Highlights
- Board unanimously approved key strategic decisions including divestments and acquisitions.
- Internal audit reviewed board evaluation process and reporting accuracy.
- Observations noted selective sharing of board evaluation findings.
- Chairman's low rating was not disclosed to the full board.
- Company reaffirms commitment to transparent governance.
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