GOVERNANCE
GREATER ACCOUNTABILITY DRIVING RAPID PROGRESS
At the foundation of our organizational culture lies a steadfast commitment to business integrity and accountability. We strive to adhere to the highest standards of corporate governance and continuously work towards incorporating ESG priorities into our business operations. Our Board of Directors maintains a vigilant watch over enterprise risk management, ensuring that the interests of our stakeholders are always safeguarded and prioritized.
WE ACT ACCORDING TO THE FOLLOWING GOVERNANCE PRINCIPLES:
Act in the spirit of the law and not just the letter of the law
Do what is right and not what is convenient
Provide complete transparency in operations
Follow openness in communication with stakeholders
GOVERNANCE STRUCTURE

Our governance structure is built to facilitate effective and transparent business conduct. Guided by our unwavering commitment to our governance principles, we endeavor to deliver sustainable, long-term value for all our stakeholders, including shareholders, employees, business partners, and society at large.

We have adopted governance policies for the Board of Directors, Key Managerial Personnel and Senior Management including appointments, remuneration and evaluation and conflicts of interest.

GOVERNANCE STRATEGY

Our strategy is to institutionalize governance to align with our responsible business.

Governance by shareholders

Shareholders appoint and authorize the Board of Directors to conduct business with objectivity and ensure accountability.

Governance by the Board and committees

The Board leads the strategic management on behalf of the stakeholders, exercises supervision through direction and control, and appoints various committees to handle specific areas of responsibilities.

Governance by executive management

The executive management and Board Committees take up specific responsibilities and day-to-day tasks to ensure that all activities are in accordance with the strategies and targets set by the Board.

THE ROLE OF THE BOARD

The Board decides on the Company’s strategy and exercises control over its operations. The long-term performance of the Company is dependent upon the effectiveness with which the Board sets this strategic direction; reviews and assesses the initiatives taken in pursuance of this strategy; and assesses and understands issues and risks that determine the Company’s performance.

In its supervisory capacity, the CSR Committee of the Board monitors corporate performance and the behavior of the executive team. This oversight includes strategy development, its design, and implementation, and tracking the effectiveness of the programs and results. The Board members actively discuss various ESG initiatives of the Company and encourage the senior management to go beyond regulatory requirements in their bid to create value for the long term.

Board expertise

As the ultimate decision-making body, the Board plays a pivotal role in defining the Company's strategic direction and exercising control over its affairs. At LTIMindtree, we believe that the diversity and expertise of our Board are essential to our success. By leveraging this collective wisdom, we can continue to deliver innovative solutions to our customers and create long-term value for all our stakeholders.

Board balance chart

3

NON-EXECUTIVE DIRECTORS

3

EXECUTIVE DIRECTORS

6

INDEPENDENT DIRECTORS (INCLUDING ONE WOMAN DIRECTOR)

THE BOARD DRAWS EXPERTS ACROSS THE SKILL MATRIX

Board demographics

64 years

MEDIAN DIRECTOR AGE

98%

AVERAGE ATTENDANCE RATE AT BOARD MEETINGS

3 years

AVERAGE TENURE OF INDEPENDENT DIRECTORS

BOARD COMMITTEES

As per the requirements of the law, various committees have been constituted by the Board for the purpose of monitoring governance at LTIMindtree. The Board Committees review the terms of reference as prescribed under the Regulations and update the Board periodically. The Board Committees are:

AC AUDIT COMMITTEE

NRC NOMINATION AND REMUNERATION COMMITTEE

CSRC CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

SRC STAKEHOLDERS’ RELATIONSHIP COMMITTEE

RMC RISK MANAGEMENT COMMITTEE

SIC STRATEGIC INVESTMENT COMMITTEE

  • ANILKUMAR MANIBHAI NAIK

    Founder Chairman

    SIC NRC
  • S. N. SUBRAHMANYAN

    Vice Chairman

    SIC
  • R. SHANKAR RAMAN

    Non-Executive Director

    SIC AC
  • DEBASHIS CHATTERJEE

    Chief Executive Officer and Managing Director

    CSRC SRC RMC
  • SUDHIR CHATURVEDI

    Whole-time Director and President, Markets

    SRC
  • NACHIKET DESHPANDE

    Whole-time Director and Chief Operating Officer

  • SANJEEV AGA

    Independent Director

    NRC CSRC
  • JAMES V ABRAHAM

    Independent Director

    AC
  • VINAYAK CHATTERJEE

    Independent Director

    RMC
  • APURVA PUROHIT

    Independent Director

    CSRC NRC
  • BIJOU KURIEN

    Independent Director

    SRC AC
  • CHANDRASEKARAN RAMAKRISHNAN

    Independent Director

    AC RMC
CHAIRPERSON MEMBER

These Committees meet at frequent intervals to discuss their relevant focus areas. All ground level inputs and stakeholder feedback (including critical concerns, issues and outputs of stakeholder consultation are reviewed and discussed by these Board Committees. We firmly believe that this robust Governance structure will uphold the prized trust and confidence bestowed upon us by our stakeholders.

ANILKUMAR MANIBHAI NAIK

Founder Chairman

Mr. A.M. Naik is a doyen of industry, reputed for his vision to conceive disruptive change and to drive transformation while boosting value. He is the Chairman Emeritus of Larsen & Toubro Limited (L&T), having served the Company for nearly six decades, of which close to two were in an apex leadership position. He took over as Managing Director & Chief Executive Officer in 1999, and Chairman & Managing Director in 2003. Effective October 2017, he relinquished executive responsibilities while continuing as Group Chairman. In 2023, he was appointed Chairman Emeritus.

Mr. Naik has been the Founder Chairman of LTIMindtree since February 2001. He had articulated the IT vision, which led to the parent Company’s increasing involvement with the sector. He had envisaged the setting up of a market-facing and customer-centric organization that evolved into LTIMindtree Limited (earlier known as Larsen & Toubro Infotech Limited) and placed it on track to accelerated growth. Under his leadership, LTIMindtree has emerged as the fifth largest IT Company by market capitalization in India.

Mr. Naik is the Honorary Consul General of Denmark. He was conferred the Danish Knighthood by Her Majesty Queen Margarethe in 2008 and a further honor, the Order of the Dannebrog – Knight First Class in 2015. Over the years, Mr. Naik has been the recipient of many national honours, including the Padma Bhushan (2009) and Gujarat Garima (2009), followed by the Padma Vibhushan (2019). He has won Lifetime Achievement Awards from virtually every major media house, including The Economic Times (2024).

A committed, outcome-oriented philanthropist, Mr. Naik was instrumental in setting up the Larsen & Toubro Public Charitable Trust. In his personal capacity, he has set up six schools, adopted over 40, and played a major part in the setting up and expansion of a ‘Vaidik’ school. He has also set up five hospitals in South Gujarat and Mumbai, including a cancer hospital which was inaugurated by the Prime Minister of India.

Under Mr. Naik’s leadership and guidance, the Company has moved rapidly towards achieving its business, social and environmental goals.

S. N. SUBRAHMANYAN

Vice Chairman

Mr. S.N. Subrahmanyan (SNS) is the Chairman & Managing Director of Larsen & Toubro, a multi-billion-dollar conglomerate, spanning across Engineering, Infrastructure, Information Technology and Financial Services. He also holds diverse leadership positions as Chairperson of L&T Finance Holdings Ltd, Vice Chairman of LTIMindtree and L&T Technology Services, and Chairman of L&T Metro Rail (Hyderabad) Limited.

SNS, over the years, has played a pivotal role in guiding the Company's infrastructure business to become the largest in India and among the biggest globally. Now, he is focused on driving L&T's diverse business interests towards new heights by leveraging the power of digitalisation, technology, transition to green energy and fostering a people-centric culture. This multi-pronged approach has already started pivoting L&T into a tech-driven engineering solutions and services powerhouse.

Hailing from Chennai, SNS embarked on his professional journey with L&T in 1984 as a project planning engineer with a degree in civil engineering from NIT, Kurukshetra and a PGDM from Symbiosis Institute of Business Management, Pune. He furthered his education with an Executive Management Programme from the London Business School. Mentored by industry stalwarts, he took on roles of increasing responsibility across various business verticals and joined the L&T Board in 2011.

Notable achievements under SNS's leadership include the execution of diverse projects like the Statue of Unity, ITER, Dual Feed Crackers, Offshore Platforms, K9 Vajra, Atal Setu, Ayodhya Ram Mandir, in the offing Bullet Train and more – each recognised for being the ‘tallest’, ‘largest, ‘longest’, ‘smartest’, ‘most complex’, or ‘first’ in their respective categories. His entrepreneurial mindset propelled L&T into untapped geographies, including the Middle East, Africa, and ASEAN, establishing the Company's credentials globally. This has led to L&T being recognised among Asia’s Most Honoured Companies by Institutional Investor, the Company of the Year by Business Standard in 2020, among the world's best employers on the Forbes' list and one of India’s Best Employers among Nation-Builders in 2023 by the Great Place to Work (GPTW).

SNS himself has garnered numerous accolades. He won the Eminent Engineer award from the Engineering Council of India in 2024. Apart from being featured on the cover of Fortune magazine’s October 2023 edition as India’s Best CEO, he is also the winner in the Infrastructure & Engineering category of the Business Today-PwC India’s Best CEOs ranking in March 2022, was ranked 8th in the Construction Week Power 100 Ranking for 2022 and was honoured as the Infrastructure Person of the Year in 2012. In 2020, he achieved the Top CEO (Sell Side) and the 3rd Best CEO (Overall) in the All-Asia Executive Team Survey conducted by Institutional Investor and recognised as the CEO of the Year by the leading Indian news channel, CNBC-Awaaz. His exemplary leadership was also recognised with the Emergent CEO Award in 2019, and he received the Leading Engineering Personality award from the Institution of Engineers (India) in 2014.

R. SHANKAR RAMAN

Non-Executive Director

Mr. R. Shankar Raman is a qualified Chartered Accountant and a Cost Accountant. Over the past 40 years, Mr. Shankar Raman has worked in varied capacities in the field of finance.

Mr. R. Shankar Raman joined L&T Group in November 1994 to set up L&T Finance Limited, a wholly owned subsidiary of Larsen & Toubro Limited.

Over the years, Mr. Shankar Raman has assumed responsibilities to oversee the entire finance function at the Group level, including functions like Risk Management, Investor Relations, Mergers & Acquisitions and Legal. He was appointed as Chief Financial Officer of Larsen & Toubro Limited in September 2011 and subsequently elevated to the Board on October 1, 2011. He is also on the Board of Management of several companies within the L&T Group.

Mr. Shankar Raman has been the recipient of several awards, such as Best CFO of Asia in the Industrial Sector in a survey conducted by the prestigious New York-based Institutional Investor magazine, winner of Best CFO awards from CNBC TV18, Financial Express, and Business Today. He is also the recipient of the Lifetime Achievement award in the field of Finance from Financial Express.

Mr. Shankar Raman is presently a member of the Advisory Committee to the Insolvency and Bankruptcy Board of India (IBBI) on Corporate Insolvency & Liquidation and a member of the SEBI-Corporate Bonds and Securitization Advisory Committee (CoBoSAC). He is also a member of CII National Committee on Financial Reporting & CII National Committee for CFOs.

DEBASHIS CHATTERJEE

Chief Executive Officer and Managing Director

Mr. Debashis Chatterjee (DC) is the CEO and Managing Director at LTIMindtree. A seasoned professional with over three decades of experience in driving profitable growth for leading IT companies, DC has been instrumental in building and executing strategies to meet the evolving needs of customers and delivering technology services worldwide.

DC’s forte lies in building high-performance businesses, driving strategic alliances and M&A, and ensuring enterprise change and delivery management across industries, technologies, and geographies. He firmly believes in the enduring potential of the Indian IT services industry and encourages a culture of innovation and collaboration.

DC values assembling the right teams, inspiring them with a vision, and empowering them to achieve their goals. He takes a keen interest in leadership development and succession planning.

At LTIMindtree, DC focuses on utilizing industry and technical expertise in a complementary manner, ensuring a distinctive core experience edge value proposition at scale.

Having started his IT career with TCS, DC’s experience spans positions in organizations such as Cognizant Technology Solutions and IBM, showcasing extensive industry expertise and a breadth of experience. His educational background includes a bachelor's degree in mechanical engineering from Jadavpur University.

DC has served twice as a member of the Executive Council at NASSCOM. He has been a keynote speaker at several prestigious associations and institutes, including CII, MIT Sloan School of Management, IIM Ahmedabad, ISB, and Jadavpur University.

SUDHIR CHATURVEDI

Whole-time Director and President, Markets

Mr. Sudhir Chaturvedi serves as the President and Executive Board Member at LTIMindtree since 2016. In this role, he leads a dynamic global team responsible for sales, marketing, large deals, and partnerships. Sudhir has been instrumental in transforming LTIMindtree, driving industry-leading growth over the last eight years and significantly enhancing its brand value, market presence, and client satisfaction.

With over three decades of experience in consulting, IT services, and software products, Sudhir's career spans across influential roles in Europe, the USA, and Asia. Prior to joining LTIMindtree, he was the Chief Operating Officer at NIIT Technologies, overseeing global sales and delivery. His experience also includes over a decade at Infosys, where he led the Manufacturing vertical in Europe and served as Senior Vice President for Banking & Financial Services in the Americas. His earlier roles included positions at Ernst & Young in the UK and with AF Ferguson and Ogilvy & Mather in India. Sudhir has a unique blend of experience across multiple continents and multiple verticals.

Mr. Chaturvedi is an advocate for diversity and inclusion, mentoring young managers and supporting award-winning initiatives like LTIMindtree’s iRise, aimed at fostering young leadership. His efforts have earned him recognition as one of the Top 100 most influential BAME leaders in the UK Tech sector by Inclusive Tech Alliance and Financial Times, and the Champion of Change Award by the Indian Businesswomen Conference.

Mr. Chaturvedi holds a bachelor’s degree in mechanical engineering and dual MBAs from the University of Poona and the University of Leeds, focusing on Finance and Information Systems. Recognized as a thought leader in the tech sector, Sudhir has presented at esteemed venues, including the French Senate, UK Parliamentary Committees, and various global industry conferences.

NACHIKET DESHPANDE

Whole-time Director and Chief Operating Officer

Mr. Nachiket Deshpande is the Whole-time Director and Chief Operating Officer at LTIMindtree. He is known for his comprehensive approach and focus on customer centricity, capability building, culture, innovation, and strategy.

He brings his experience and problem-solving skills to the forefront during client discussions and CXO connects. Nachiket is known for his ability to quickly understand the clients' needs and offer innovative solutions. He is always willing to go the extra mile to ensure customer satisfaction.

As the Chief Operating Officer at LTIMindtree, Mr. Deshpande has helped the Company build capability in several key areas. He has been instrumental in implementing stronger processes, such as risk management, to ensure the highest level of services for customers. Nachiket has also focused on talent development, introducing new talent and skill frameworks to help employees grow and develop within the Company. Additionally, he has worked to strengthen the Company's service lines, both traditional ones like ERP and new-age ones like Cloud and Gen AI.

Through his leadership, he has helped to foster a culture of excellence and problem-solving at LTIMindtree. Always available for a mentoring session for his next in line and beyond, he has cultivated a culture where meritocracy thrives and everyone feels empowered. Nachiket strives for perfection but remains grounded in his approach. In his close circles, he is known as the chief problem solver and inspires others to imbibe the culture of problem-solving for the greater good.

Mr. Deshpande has held various leadership positions in the technology sector and has seen its evolution over the years. He is passionate about technology and loves talking about how it can bring innovation to businesses and day-to-day life. He believes that technology has the power to transform the way we live and work, and he is always eager to share his insights and expertise on the subject. With his years of experience and deep understanding of the industry, he is a strong advocate for using technology to drive progress and growth.

In his strategy stewardship role, he has helped the Company make bold moves in opening new frontiers like Digital Engineering, Data Engineering, Core Banking, and Generative AI. Mr. Deshpande has been instrumental in steering the acquisition and integration of companies like Cuelogic, Powerupcloud, Lymbyc, and Syncordis. He was also pivotal in the operational integration during the merger of LTI and Mindtree.

SANJEEV AGA

Independent Director

Mr. Sanjeev Aga spent his formative business years with Asian Paints in field sales and marketing responsibilities. He later headed the Furniture and Leo-Mattel Toys businesses of the erstwhile BlowPlast, now VIP Industries, before leading that Company as MD from 1993 to 1998. Subsequently, Mr. Aga was Managing Director of Aditya Birla Nuvo, and more notably, the Managing Director of Idea Cellular in its breakout years, before he stepped down in 2011.

In 2009, Mr. Aga received the ET Award for The Emerging Company of the Year on behalf of Idea Cellular. In the same year, Indira Innovation named him CEO of the Year, and in 2010 Tele. Net felicitated him for Outstanding Contribution to the Telecom Sector. In 2010, Forbes magazine shortlisted Mr. Aga for the Person of the Year. The Scindia School conferred upon him the Madhav Award 2014 for the Old Boy Of Eminence.

Mr. Aga now engages in advisory and Board roles for reputed corporates and not-for-profit organizations. He also serves on the Board of other listed and unlisted companies.

Mr. Aga did his schooling from Scindia School, Gwalior, graduated with Physics Honours from St. Stephen’s College, Delhi and is a business management postgraduate from IIM Kolkata.

JAMES V ABRAHAM

Independent Director

Mr. James Abraham is the Co-Founder of Mynzo Carbon, developing a platform to engage people on the road to Net Zero.

He was one of the Founding Partners of the Boston Consulting Group (BCG) in India from 1998 to 2009, leading the expansion of the firm into New Delhi. He has been involved across sectors including power, transport, infrastructure, telecom, and consumer goods; covering a range of issues from business planning and acquisitions to organization development and financial structuring.

In 2009, Mr. Abraham was a Senior-Partner with BCG, when he left to lead SunBorne Energy, where he was also involved in the early formulation of solar policy in India.

In 2014, he co-founded SolarArise, which focuses on financing, owning, and managing utility-scale solar-power plants. SolarArise was one of the earliest to adopt solar tariffs that were lower priced than fossil fuels. In 2022, the firm was sold to a listed Investment Trust in the UK (Thomas Lloyd Energy Impact Trust).

Mr. Abraham is a fellow of the Aspen Global Leadership Network, the Kamalnayan Bajaj Fellowship of the Ananta-Aspen Center, and a senior moderator of Aspen’s leadership programs. He is on the Board of the Ananta Center in India and chairs the Center’s Leadership Committee. He also serves on the Board of other listed and unlisted companies.

Mr. Abraham earned a Bachelor of Science degree in electrical engineering from the University of Waterloo, an MBA (Palmer Scholar) from Wharton, and an MA (International Relations) from Johns Hopkins University.

VINAYAK CHATTERJEE

Independent Director

Born in 1959, Mr. Vinayak Chatterjee graduated in Economics (Hons) from St. Stephen's College, Delhi University (1976-1979) and did his MBA from the Indian Institute of Management Ahmedabad (1979 – 1981). He co-founded Feedback Infra Pvt. Ltd., a consulting-engineering Company, in 1990 and served as its Chairman from 1990 to 2021. Since stepping down from active management, he now devotes his time and energy to infrastructure policy, advocacy and capacity building; and for this purpose has recently founded The Infravision Foundation, where he is a Managing Trustee.

Mr. Chatterjee has often been called upon to play a strategic advisory role for leading domestic and international corporates, the Government of India, various ministries dealing with infrastructure, as well as multilateral and bilateral institutions in the areas of infrastructure policy, planning and implementation. He is one of the leading proponents of the Public-Private Partnership (PPP) model for developing India’s infrastructure. One of his more recent engagements with the Government of India relates to being a Member of the Committee on Setting up a DFI (Development Finance Institution). He has also chaired various Infrastructure Councils at the national level of the Confederation of Indian Industry (CII) since 2001.

In 1998, the World Economic Forum at Davos recognized Mr. Chatterjee as one of the 100 Global Leaders of Tomorrow. In 2011, the Indian Institute of Management Ahmedabad conferred on him the Distinguished Alumnus Award.

He is on the Board of Directors of Apollo Indraprastha Hospital, Delhi, Apollo HealthCo, KEC International Limited; and is also an advisor to some infra companies.

Mr. Chatterjee is a well-read columnist and writes a monthly column on infrastructure for Business Standard called ‘INFRATALK’. He has authored a book titled, "Getting it Right – India’s Unfolding Infrastructure Agenda," published in 2011.

APURVA PUROHIT

Independent Director

Ms. Apurva Purohit is an Indian businesswoman with over three decades of experience in the corporate world, where she formed significant partnerships with private equity firms and promoters to build and scale up a diverse set of businesses – from early-stage fledgling businesses, to setting up new ventures, or to supervising turnarounds in mature and declining organizations.

She also serves on the Board of other listed and unlisted companies. Ms. Purohit has recently launched Aazol Ventures Private Limited, a consumer products Company, which aims to create a market for traditional food items made by self-help groups and micro-entrepreneurs, by reconnecting Indian consumers with their roots and the local food of their regions.

Ms. Purohit has been a leading voice in the Indian business landscape, advocating gender diversity, probing what ails it, and what organizations and leaders can do to improve this critical imperative. She is also the author of two national bestsellers, "Lady, You’re not a Man – the Adventures of a Woman at Work" and "Lady, You’re the Boss!."

Ms. Purohit has won multiple business awards and has been named as one of the Most Powerful Women in Business by the India Today Group and Fortune India over several years. She was awarded the Distinguished Alumni Award by IIM Bangalore in 2022.

She holds a bachelor’s degree in Science (Physics) and completed her PGDM from IIM Bangalore.

BIJOU KURIEN

Independent Director

Mr. Bijou Kurien has over 35 years of experience with marquee brands in India’s fast-moving consumer goods (FMCG), consumer durables, and retail industries. He was among the founding members of Titan Industries and Reliance Retail and helped build the foundations, and then led and grew multi-Billion dollar businesses. Currently, he advises two leading private equity funds and several start-ups.

He also serves as an Independent Director on the Boards of several listed and unlisted companies and is the Chairman of the Retailers Association of India (RAI), an Advisory Board member of the World Retail Congress and is on the governing Boards of two academic institutions.

He has a Postgraduate Diploma in Business Management from XLRI, Jamshedpur.

CHANDRASEKARAN RAMAKRISHNAN

Independent Director

Mr. Chandrasekaran Ramakrishnan has had an exemplary career spanning over 34 years in the field of information technology. He retired as Executive Vice Chairman of Cognizant, India, as of March 2019. He serves on the Board of other listed and unlisted companies, and is also part of the Chairman’s Council, NASSCOM.

He joined Cognizant as a member of the founding team. He has been widely recognized as a significant contributor to growing the Company to over 250,000 employees, USD 16 Billion+ in revenue and establishing the global delivery footprint.

After earning his engineering degree from Regional Engineering College, Trichy (National Institute of Technology), he started his career with Ashok Leyland, where he spent four years. After his MBA from the Indian Institute of Management Bangalore in 1985, he joined TCS, where he held positions of increasing responsibility and stature, including stints in the UK and the US.

Mr. Ramakrishnan is very passionate about education and is on the Advisory Board of Thiagarajar College of Engineering, Madurai. He is an active supporter of social causes, sponsoring education for underprivileged children, promoting digital literacy in rural areas, offering scholarships to deserving students in NIT, and also supporting research in IIM Bangalore.