Television set-rankings firm Nielsen employed exterior attorneys in September to look into its No. 2 govt for getting an affair with a enterprise attorney, The Submit has realized.

The inner probe — sparked by an nameless whistleblower — observed that Chief Operating Officer Karthik Rao did not violate the company’s code of carry out, sources claimed. But the alleged affair with the Nielsen lawyer — who also got a advertising in the course of the trysts — has elevated eyebrows throughout an period of “Me Too” company scrutiny.

The legal professional at some point broke up with Rao and still left the corporation, a supply acquainted with the matter explained to The Publish. Following the break up, Rao despatched the female a rambling email with the topic line “My thoughts…..” expressing, “I have performed the do the job to know it is not your fault.”

“I fell deeply in like with you and the whole you,” Rao wrote in the December 2020 e mail, which was reviewed by The Publish. “Having my have darkness, I knew that everybody has baggage. The real truth is that I hardly ever ran, not as soon as. And I was light, caring and cautious to help you operate by your inner thoughts for a extended time.”

Element of what Nielsen investigated, according to resources, was irrespective of whether Rao made use of his situation to pave the way for the girl to get a advertising.

In a statement to The Submit, Rao mentioned: “I am in full compliance with the code of perform. I am self-assured in the thoroughness of the investigation Nielsen finished and aid its conclusions.” He declined to comment additional on the alleged affair.

Main Operating Officer Karthik Rao, 2nd from proper, was investigated by Nielsen for obtaining an alleged affair with a company law firm. Component of what Nielsen investigated, in accordance to resources, was no matter if Rao made use of his place to pave the way for the female to get a advertising.
Rob Kim

Nielsen ruled that the affair did not present a conflict for the reason that Rao was not the woman’s direct supervisor. That is in spite of the fact that she evidently was promoted as an alternative of candidates that experienced been suggested by Nielsen’s Deputy Main Lawful Officer Eric Rubenstein, in accordance to a December 2019 e mail from Rubenstein to the woman, in which he also congratulated her for the promotion.

Nielsen explained the woman’s supervisor “made a fully impartial conclusion,” which the company mentioned was affirmed through the training course of its investigation.

Even though Nielsen informed The Article that its overview identified “no conflict of curiosity in the functionality of responsibilities or effect on Nielsen’s small business,” the organization explained it is “taking this as an prospect to overview our policies and will be making updates, in consultation with outside counsel, as correct.”

When requested to detail any updates, Nielsen would not comment specifically, but explained: “We are examining — as we do periodically — the full code with respect to our personnel rights and obligations.”

The company’s most recent code of conduct, from 2019, claims: “Certain interactions can also produce conflicts of interest or the physical appearance of conflict of desire.” It also suggests: “A romantic partnership among a supervisor and a person managed by that man or woman would current a conflict.”

Nonetheless, Nielsen’s code of perform doesn’t involve affairs to be disclosed, compared with some other public companies, such as McDonald’s, which ousted a CEO last yr immediately after it discovered he experienced lied about an affair with an worker.

Nevertheless, “the optics of this are not wonderful — and that is the challenge,” claimed Charles Elson, a company governance pro and attorney who is not concerned in the condition.

Neilsen Chief Operation Officer Karthik Rao.
Neilsen Main Procedure Officer Karthik Rao.

If Nielsen experienced explicitly necessary the disclosure of workplace affairs, it could possibly have discouraged Rao from starting off the alleged romance — or provided the firm the appropriate to self-control him once it uncovered of the alleged affair, Elson claimed.

While resources reported Rao was cleared of code of perform violations, it’s unclear if he faced any punishment for the alleged affair. Nielsen wouldn’t comment.

The company’s head of compliance and integrity, Lauren Connell, opened the investigation into Rao on Sept. 24, four times after the grievance was obtained, according to a doc that specific an exchange in between Connell and the whistleblower.

“I have entire independence and access to the inner records essential to absolutely look into this subject and have retained outside counsel owing to the major mother nature of the [alleged] perform,” Connell wrote.

On Nov. 2, Connell despatched a cryptic concept to the whistleblower that stated, “We have totally investigated the problem you raised and taken remedial motion, if correct.”

It is unclear if Nielsen’s CEO or the board were being manufactured mindful of the probe, but on Oct. 28, Rao participated in Nielsen’s third-quarter earnings phone. There was no point out of the investigation that he was struggling with at the time.

Rao’s increase to electrical power at Nielsen came amid upheaval at the enterprise in November 2019. The investigate company experienced split into two publicly-traded entities — just one managing shopper exploration, and the other concentrating on Television set ratings.

Rao, who was main solution and know-how officer at Nielsen, was promoted to the lofty job of COO of the freshly formed media firm, now dubbed Nielsen World wide Media.