“…the MD and CEO (Pawan Singh) being in the executive position and in control of the daily affairs of the company, along with the Chairman (Rajib Mishra), are found to be at the steering wheel in PFS, and therefore, responsible for corporate governance failure,” said the capital markets regulator, in its 74-page Show Cause Notice sent to these officials on May 8. Emails sent to PTC India Financial Services (PFS) and Sebi went unanswered till the time of going to print
Sebi’s investigation followed allegations levelled by the three independent directors of PFS, the arm of PTC India, in January 2022.
The company’s directors, Kamlesh Vikamsey, Santosh Nayar, and Thomas Mathew resigned citing serious governance lapses accusing the chairman and MD and CEO of running the company affairs single-handedly including ‘changing the composition’ of the Board Committees and ‘tweaking the terms and conditions’ of the loans without the prior approval from the Board. However, PFS has dismissed these accusations.
Sebi’s show cause notice said it observed multiple e-mail requests made by the three independent directors between November and December 2021 to the PFS chairman and MD/ CEO relating to the appointment of one independent woman director, the constitution of the Nomination and Remuneration Committee, or these directors seeking legal help, were “blatantly ignored.”