BENGALURU: Wipro shareholders reappointed two of the company’s independent directors, Patrick Ennis and Patrick Dupuis, with an overwhelming majority, though there were some doubts cast in the run up to their reappointment by a proxy advisory firm.
The two directors, who have been with the IT services firm for five years, got 99.3% and 99.5% of the total votes cast respectively, with some naysayers from the public institutions and non-institutions, according to a regulatory filing on Sunday.
Ennis is a venture partner in Madrona Venture Group, and Dupuis was the chief financial officer of PayPal Holdings.
Both their terms came to end on March 31, following which Wipro reappointed them and sought shareholders approval for the same.
Proxy advisory firm Stakeholders Empowerment Services (SES) had raised questions regarding the reappointment back in April and recommended shareholders to vote against the proposal saying the reappointment was not in accordance with the law.
SES cited a note issued by the Institute of Companies Secretaries of India (ICSI) which says that the special resolution for the reappointment of an independent director should be taken on the last date of the first term, failing which the director cannot be re-appointed by a board as an additional director for second term as he does not possess the eligibility to get reappointed for second term.
“While, no concern has been identified regarding profile and independence of Patrick Ennis and Patrick Dupuis, however, SES is of the opinion that the re-appointment of both the directors is not in accordance with the law.
Power to re-appoint IDs rests with the shareholders, and the board cannot re-appoint them,” an SES note said.