KPMG’s internal review at Coforge has reportedly identified instances of “misrepresentation” and inaccurate presentation of information in the company’s board evaluation process, after former chairman OP Bhatt’s lowest performance rating from fellow directors was not disclosed to the board.
According to a report by Moneycontrol, the internal auditor examined supporting documents related to the board assessment as part of a governance audit.
As per the report, citing sources, KPMG reviewed the original evaluation report, board meeting records and recordings of discussions where the findings were presented.
KPMG review highlights gaps in board disclosure
The review found that the information shared with the board did not completely represent the contents of the original evaluation report.
A key finding was that Bhatt had received the lowest rating among directors during the assessment, but the relevant section was not presented before the board, according to sources.
Bhatt, who previously served as chairman of State Bank of India between 2006 and 2011, has held directorships at several major organisations, including Tata Consultancy Services and Oil and Natural Gas Corporation.
In a late-night regulatory filing on September 10, Coforge said the evaluation reports were accessible only to the board chairman and the nomination and remuneration committee chairman.
The documents were not shared with other directors, including independent directors, based on instructions from the chairman.
The company also stated that the manner in which the evaluation findings were presented did not include all important details, including the chairman’s lowest rating.
Bhatt resignation follows governance controversy
Experts said Coforge’s decision to disclose details of the internal governance review publicly reflects the company’s approach towards transparency and oversight mechanisms.
The board evaluation was part of Coforge’s annual governance exercise for FY26. The company’s internal audit programme for the second quarter of FY27 separately reviewed the accuracy and completeness of board reporting.
The findings became a major factor behind Bhatt’s resignation as chairman on September 8. In his resignation communication, Bhatt said he had acted in good faith and that continuing on the board amid disagreements over the evaluation process would not support effective functioning.
The controversy affected investor sentiment, with Coforge shares declining after Bhatt’s sudden exit raised concerns over governance practices at the IT services company.
