Sundaram Clayton corrects governance lapse in Company Secretary appointment

Sundaram Clayton has started the process of correcting a corporate governance lapse with respect to the appointment and reporting structure of its Company Secretary, PD Dev Kishan, which was basically a legacy issue.

businessline learns that Dev Kishan, who resigned on March 27 (Friday) and was brought back on March 30 (Monday), has now been made a full-time employee of Sundaram Clayton.

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Further, once a junior-level employee, his grade has now been brought appropriate to his stature as a Key Managerial Personnel. While he was earlier appointed by TVS Holding and reporting to its CFO, steps are now being taken to also bring in his reporting structure within Sundaram Clayton, said sources in the know.

Family arrangement

As for the return of the patriarch Venu Srinivasan as Executive Chairman of the company, sources note that the family arrangement in 2022 had clearly determined that governance and legal compliance across the group companies always rested with Srinivasan while his children would take care of the operational aspects of respective companies. He was already the Chairman Emeritus and Managing Director at the firm, they add.

Srinivasan endeavoured to rectify the terms of appointment of Dev Kishan and called for a second board meeting on Monday to bring him back, another source said. It was called at a short notice so as to ensure that it got done before the new Secretary’s appointment kicks in on April 6, they added. However, some questions still remain.

Sundaram Clayton’s board had earlier approved Dev Kishan’s secondment from TVS Holdings and was also paying his salary since the demerger of the Group, one of the persons in the know said. The suddenness of the move of seeking his resignation raises questions, they add.

Corporate governance experts note the tendency of large groups to have a shared pool of resources leading to complications. “Large groups tend to have pooled resources even when they have multiple listed companies. This defeats the purpose of a dedicated compliance officer for each listed company,” said Shriram Subramanian, Founder and MD, InGovern Research Services.

Published on April 2, 2026