The co-chairing conundrum

Infosys’s latest innovation in corporate governance — co-chairmanship of the board — marks the beginning of a strange experiment. This was quite possibly done to reduce tensions and buy peace in the founders versus management versus board battle. Both the dramatis personae — newly appointed co-chair Ravi Venkatesan, and incumbent chairman of the board R Seshasayee — while sounding suitably grave using terms such as “transformation”, “higher bandwidth” and “delivering leadership” to explain this new arrangement, have still not been able to make a convincing case on the need for a co-chair.

Even taking their explanations at face value and assuming there is indeed a separate and vital role for board members on strategy, leadership, risk mitigation and so on, can’t Venkatesan do that as an active board member? What is the need for him to be co-chair to “lead on strategy”? This is like appointing Rahane co-captain of the cricket team because he is good at field placements while Kohli is retained as captain because he’s good at sledging (and batting). Boards, in any case, have a vice-chair for contingencies when the chair is absent or unavailable. By having two chairmen, the board and the company are simply compounding the confusion.

Whatever the gloss put on the issue, such arrangements are tenuous and fraught with problems. Were that not the case, we would have by now had co-captains, co-governors, co-presidents, co-chief ministers, co-prime ministers and co-editors. Why, all that Infosys needs to do is look at the experience of its celebrated rival, Azim Premji of Wipro, who experimented with two CEOs for a while. It didn’t work. The simplest interpretation of this development is that Seshasayee no longer enjoys the trust of the promoters/founders. He should see the writing on the wall and put himself out of this misery by chucking the chairmanship.

Associate Editor

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