Infosys loses arbitration case against Rajiv Bansal over severance package
Infosys, the country’s second-largest information technology services firm, has lost an arbitration battle against its former chief financial officer Rajiv Bansal over his severance package.
The arbitration tribunal has directed the IT firm to pay Bansal the pending amount of Rs 121.70 million with interest. Infosys’s counterclaim for refunding the previously paid severance amount of Rs 52 million has also been rejected. Law experts and corporate governance professionals are of the opinion that Infosys has a limited scope of contesting the award in a higher court, as the company will have to convince the court with fresh reasons for admissibility of the case. Given the merits of the case and the publicity involved in contesting it in an open court, Infosys might not pursue the matter further, they said. “As per the award, Infosys is required to pay Bansal the outstanding severance amount of Rs 121.70 million with interest,” the company said in a regulatory filing. “While the award acknowledges that Infosys had bona fide disputes, its counterclaim for refund of the previously paid severance amount of Rs 52 million and damages has been rejected.”
The company, however, said the arbitral award remained confidential.
In October 2015, Infosys’s then CFO Rajiv Bansal quit, and one of the reasons for his exit was attributed to his differences with the management over the acquisition of Panaya, an Israeli automation software company it acquired for $200 million.
Bansal was offered a severance package of Rs 174 million by the previous board headed by R Seshasayee. The unprecedented level of severance package, which was equivalent to close to 24 months of his salary, sparked a huge controversy.
Founders like N R Narayana Murthy raising questions over governance.
This led to halting of the assured payout after the initial payment of Rs 50 million. Subsequently, the dispute went to arbitration over the remaining amount, with former Supreme Court Justice R V Raveendran acting as the sole arbitrator. While law firm Indus Law was representing Bansal, counsel for Infosys was Nishith Desai Associates.
“Infosys can challenge the award under section 34 of the Arbitration and Conciliation Act, 1996, in court. Given the pecuniary consideration, the next court of appeal will be high court,” said Mohit Chaudhary, managing partner at law firm Kings and Alliance LLP. “No liabilities would arise personally for the directors of the firm due to this award,” he added.
Legal experts also pointed out that Infosys would have to give substantial reasons before the high court for admissibility of the case. “Now, the company has to convince the court about the substance of appeal, which they had not presented during arbitration,” said Bharath Babu, managing partner of law firm Hammurabi & Solomon.
While Infosys said it would take legal advice before taking necessary actions, corporate governance experts hinted that the IT services firm might not choose to contest the case any further.
“What the tribunal has ruled that there was a watertight case with regard to severance payment. Now, if Infosys decides to appeal, the case will be heard in the open court, which may ask for various information which the company may not be comfortable with in sharing,” said Shriram Subramanian, founder and MD of proxy advisory firm InGovern Research.
“Open-court hearing could create embarrassment for the firm. So, the company may not pursue the case further,” he added.