When tweets on boardroom talks trigger debate on disclosure propriety

April 23, 2014 10:01 pm | Updated May 21, 2016 01:01 pm IST - BANGALORE:

Ms Kiran Mazumdar Shaw, Chairperson and Managing Director, Biocon Ltd, at Tiecon 2011, in Chennai on Thursday ( November 24, 2011)Photo : Bijoy GhoshTo go with Swetha's report

Ms Kiran Mazumdar Shaw, Chairperson and Managing Director, Biocon Ltd, at Tiecon 2011, in Chennai on Thursday ( November 24, 2011)Photo : Bijoy GhoshTo go with Swetha's report

Biocon chairperson Kiran Mazumdar Shaw’s seemingly innocuous tweet appreciating the “tech-loaded” presentation skills of Rohan Murthy, son of and executive assistant to N.R. Narayana Murthy, has drawn flak for what’s been termed as impropriety. Analysts and corporate governance experts have termed the casual comment as one that could tread the fine line between an informal observation and disclosure of what transpired at a high-level board meeting.

Following criticism, Ms. Shaw tweeted an apology on Wednesday morning, saying, “I apologise for this inadvertent and improper tweet on Rohan Murthy – I agree it was incorrect to do so”.

The tweet acquires significance given that the software services exporter is in the midst of a CEO hunt, and Mr. Rohan Murthy’s presence in the company at this juncture has led to speculation on his being in the running; despite repeated assertions from the company about his tenure being co-terminus with his father. The young Murthy’s appointment was also criticised in a recent report by Ambit Capital, which listed his entry as a factor contributing to declining corporate governance standards at the company.

In response to a query from one of her followers, Ms. Shaw also alluded to this, when she replies that she “just wanted to express opinion on a matter that has been so strongly criticised.” The newly-appointed independent director to the Infosys Board had tweeted that she was “most impressed by Rohan Murthy’s brilliant tech-loaded presentation which will enormously benefit Infy”.

Expert speak

Analysts have criticised Ms. Shaw’s casual tweeting of a board meeting event. An irate Infosys Board member has reportedly also decided to take this up with the board. According to proxy advisory and corporate governance research firm InGovern Research Services, casual revelations on internal boardroom discussions could be potentially harmful. “Putting out information of this sort could lead to asymmetric information and could go against the norms of fair disclosure; that is, if she had tweeted something of material consequence,” said InGovern MD Shriram Subramanian. When asked if boards must train members on this, he said that this was only a slip given Ms. Shaw is not new to directorship. “It’s a matter of commonsense…but perhaps Boards should make people aware of these risks.”

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