Coforge Chairman O.P. Bhatt Quits After Advent Objection and Audit Flag

A 3 a.m. resignation is rarely a quiet affair. When O.P. Bhatt, the former chairman of State Bank of India, stepped down as chairman of Coforge Ltd on 8 September, he ended a 27-month tenure and triggered a flurry of regulatory filings that laid bare a 43-day boardroom tussle. For anyone tracking how global private capital is reshaping India's IT services industry, this is more than a governance footnote. It is a case study in how a new controlling shareholder can quietly, then suddenly, redraw a board's future.

Bhatt, a veteran banker who retired from SBI in 2011 and has since served as an independent director on close to a dozen listed companies, was set for a second term as Coforge chairman running from 1 May 2027 to 30 April 2032. On 27 July, the four-member nomination and remuneration committee—headed by independent director D.K. Singh and including Bhatt, independent director Mary Beth Boucher and Advent nominee Shweta Jalan—unanimously approved that extension. Then came the pushback. Advent International, the private equity giant that owns 21.18% of Coforge and is its largest shareholder, had reservations about Bhatt continuing until 2032, when he would turn 82, according to an executive of the IT services firm. In the first week of August, internal auditor KPMG flagged irregularities in Coforge's board evaluation exercise for the year ended March 2026. KPMG found gaps between the evaluation report and Bhatt's submissions at the board meeting, and on 21 August shared preliminary findings that Bhatt had received the lowest rating among all board members. Fellow directors sought his responses. Bhatt replied—and then resigned.

To understand why this matters, you need the local context. Coforge, based in Noida, has no promoter—a rarity in India, where most listed firms are family-controlled. That makes its board the ultimate authority, and it makes large shareholders like Advent unusually influential. Advent came aboard only this fiscal year, after Coforge closed Indian IT's largest acquisition: the $2.39 billion purchase of Encora, a US-based data analytics and digital engineering firm. As part of the deal, Coforge issued shares to Encora's majority owner, Advent, which ended up with a 21% stake. Advent's managing partner and nominee, Shweta Jalan, and director Atin Jain joined the Coforge board on 23 April. A third Advent nominee, senior advisor Vivek Sharma, also joined in April and has now been made interim chairman until 31 January 2027. The three Advent nominees were not included in the FY26 board evaluation because they had joined only in April.

The sequence reveals a familiar pattern in Asian dealmaking: when private equity takes a meaningful stake, governance expectations shift quickly. Advent's reservations were not about Bhatt's past performance but about the future—specifically, whether an 82-year-old chairman was the right fit for an IT services firm navigating the age of artificial intelligence. That is a forward-looking argument, and it is one that increasingly resonates across Asia's technology sector, where boards are being asked to oversee rapid technological disruption. Bhatt's resignation also highlights the growing scrutiny of board evaluation processes. KPMG's audit, prompted by unknown triggers, found discrepancies that turned a routine renewal into a reputational question. For a company with no promoter, the integrity of board evaluations is a critical governance signal.

What happens next matters for Coforge and for Advent. Vivek Sharma, a senior advisor to Advent, now holds the interim chairman role until 31 January 2027. That gives Advent time to shape the board further, but it also raises questions about independence. Coforge's nine-member board includes three Advent nominees, and the nomination and remuneration committee that approved Bhatt's extension included Jalan. The company has not announced a permanent successor. For international investors watching India's $250 billion IT services industry, the episode is a reminder that private equity's growing presence in listed companies can accelerate governance changes—sometimes abruptly. Bhatt's exit was a surprise to the company, according to an executive. But in a sector where capital is global and competition is fierce, surprises may become the norm.