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Corporate Governance Crisis Hits PTC India Financial Services as Three Independent Directors Exit
Moneylife Digital Team 30 September 2025
Investor Interest
PTC India Financial Services Ltd has been thrust into a fresh corporate governance controversy following the simultaneous departure of three independent directors who cited concerns about their ability to maintain oversight standards at the non-banking finance company (NBFC).
 
On 28 September 2025, three independent directors—Seema Bahuguna, Naveen Bhushan Gupta, and PV Bharathi—submitted their resignations with immediate effect, marking a significant setback for the State-run PTC India subsidiary. The trio, who had been serving on the board since November 2022, were approaching the end of their three-year tenure when they abruptly stepped down.
 
In their resignation communications, all three directors pointed to a deteriorating work environment that compromised their independence. "During the last few months, an environment has been created in the company which has made it difficult for me to function in an independent and impartial manner," Ms Bahuguna wrote in her resignation letter, with similar sentiments echoed by her colleagues.
 
The departing directors emphasised that they felt unable to uphold the governance standards expected of their roles. However, they stopped short of providing specific details about the circumstances that precipitated their decision.
 
The three directors highlighted their contributions over the past three years, including:
  • Recruiting a new managing director
  • Filling long-vacant positions at both board and company levels
  • Resolving outstanding finance and audit matters
  • Reviewing and updating company policies
  • Establishing robust internal control systems
  • Developing standard operating procedures across multiple functions
 
These initiatives, they noted, had helped bring the company into regulatory compliance and improved overall performance.
 
PTC expressed astonishment at the resignations in a regulatory filing on Monday. "The management is surprised by the unexpected resignation of the aforementioned independent directors and more so because of the reasons cited in their resignation letters," PFS stated.
 
Management emphasised that the directors had never raised these concerns in any board meetings or with company leadership prior to their resignation. It maintained that independent directors had always participated freely in board meetings, audit committees and other forums without restrictions, with their views properly documented.
 
This incident marks another chapter in PTC India Financial Services' ongoing governance challenges. The NBFC has previously faced scrutiny from multiple regulatory bodies including the Reserve Bank of India, the Securities and Exchange Board of India, and the registrar of companies (RoC). The departures leave the company's eight-member board significantly weakened, with only one independent director remaining—Manas Ranjan Mohanty, a former RBI official who joined in mid-2024.
 
Both Ms Bahuguna and Ms Bharathi serve on other prominent boards. Ms Bahuguna is an independent director at DCM Shriram, while Ms Bharathi holds multiple roles at IDBI Bank, including chairing their risk management committee.
 
This situation bears similarities to recent governance issues at other companies, including KRBL, where an independent director resigned citing corporate governance concerns, prompting the management to commission an external investigation. The developments at PTC India Financial Services raise fresh questions about corporate oversight at the company just as it appeared to be emerging from previous regulatory difficulties.
 
Comments
parimalshah1
1 month ago
Is deep sate and Soros working using coercion now to disrupt Indian corporates?
Reply
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