Bengaluru: wipro has demanded that its former CFO Jatin Dalal Pay the company Rs 25 crore for breach of contract, according to a suit filed in the Bengaluru civil court. TOI has obtained a copy of the court papers. The company has also asked the court to stop the broker from disclosing confidential information and soliciting its customers, vendors and employees, and said it reserves the right to claim additional damages at a later date.
Dalal left Wipro on November 30 and joined Cognizant as CFO the very next day.
Wipro’s claim of Rs 25 crore is based on the value of RSUs (restricted stock units) and PSUs (performance share units) granted to the broker since he took over the role of CFO in 2015. The company said in its petition filed in the court that all the grants came with the condition that for a period of 12 months after the last date of his employment, the broker should not, directly or indirectly, be associated with any competitor, taking away the existing business. Cannot solicit Wipro’s customer to transfer to another party, and also cannot solicit Wipro. The employee must be associated with a competitor, supplier or customer.
It said 10 of Wipro’s competitors were also listed in the RSU and PSU agreements and Cognizant was also included in the list.
Wipro’s court filing also said the broker had given an undertaking to Cognizant – which is publicly available in the form of a filing at the US SEC – stating, “…I will not disclose any information to any previous employer or other I am not bound by the terms of any agreement with the party to refrain from competing directly or indirectly with the business of such previous employer or other party in any case which is breached by me by entering into this agreement and /or by providing services to Cognizant in accordance with the terms hereof…”
Wipro says this undertaking is “patently false” as the brokers are bound by their obligations under the agreement with Wipro. Wipro says, “As a result, the defendants have forced Cognizant to make materially false and misleading statements in its SEC filings. The defendants’ actions and conduct demonstrate a blatant disregard for its contractual and fiduciary obligations.”
The filing said the broker has signed a 12-month non-compete and non-solicitation agreement with Cognizant in case he leaves the company, and adds that it is “unconscionable” for the broker to claim that his Wipro There is no equal responsibility with. ,
The court filing also said Cognizant will pay the broker annual compensation of $5.2 million, five times more than what he received at Wipro, and $300,000 as a sign-on bonus. Wipro alleges that all this is evidence is that the broker was appointed by Cognizant “because of commercially sensitive confidential information” which he has about Wipro, and which Cognizant hopes to use, and the RSUs. And wants to compensate the broker for the possible loss of the PSU.
An email sent to Wipro on the court filing remained unanswered at the time of going to press.
The broker has filed an application demanding the court to send the matter for mediation. They say their contracts with Wipro allow arbitration. Their counter notice also states that Wipro is not entitled to compensation merely because of the possibility of confidential information becoming public.
The next hearing is scheduled for January 3 when the court will pass an order on whether the matter should be referred to arbitration or not. Arbitration is the use of an arbitrator instead of a judicial court to resolve a dispute.
Dalal left Wipro on November 30 and joined Cognizant as CFO the very next day.
Wipro’s claim of Rs 25 crore is based on the value of RSUs (restricted stock units) and PSUs (performance share units) granted to the broker since he took over the role of CFO in 2015. The company said in its petition filed in the court that all the grants came with the condition that for a period of 12 months after the last date of his employment, the broker should not, directly or indirectly, be associated with any competitor, taking away the existing business. Cannot solicit Wipro’s customer to transfer to another party, and also cannot solicit Wipro. The employee must be associated with a competitor, supplier or customer.
It said 10 of Wipro’s competitors were also listed in the RSU and PSU agreements and Cognizant was also included in the list.
Wipro’s court filing also said the broker had given an undertaking to Cognizant – which is publicly available in the form of a filing at the US SEC – stating, “…I will not disclose any information to any previous employer or other I am not bound by the terms of any agreement with the party to refrain from competing directly or indirectly with the business of such previous employer or other party in any case which is breached by me by entering into this agreement and /or by providing services to Cognizant in accordance with the terms hereof…”
Wipro says this undertaking is “patently false” as the brokers are bound by their obligations under the agreement with Wipro. Wipro says, “As a result, the defendants have forced Cognizant to make materially false and misleading statements in its SEC filings. The defendants’ actions and conduct demonstrate a blatant disregard for its contractual and fiduciary obligations.”
The filing said the broker has signed a 12-month non-compete and non-solicitation agreement with Cognizant in case he leaves the company, and adds that it is “unconscionable” for the broker to claim that his Wipro There is no equal responsibility with. ,
The court filing also said Cognizant will pay the broker annual compensation of $5.2 million, five times more than what he received at Wipro, and $300,000 as a sign-on bonus. Wipro alleges that all this is evidence is that the broker was appointed by Cognizant “because of commercially sensitive confidential information” which he has about Wipro, and which Cognizant hopes to use, and the RSUs. And wants to compensate the broker for the possible loss of the PSU.
An email sent to Wipro on the court filing remained unanswered at the time of going to press.
The broker has filed an application demanding the court to send the matter for mediation. They say their contracts with Wipro allow arbitration. Their counter notice also states that Wipro is not entitled to compensation merely because of the possibility of confidential information becoming public.
The next hearing is scheduled for January 3 when the court will pass an order on whether the matter should be referred to arbitration or not. Arbitration is the use of an arbitrator instead of a judicial court to resolve a dispute.
