Ashwini Asokan
About Ashwini Asokan
Ashwini Asokan (age 44) has served as an independent director of Investcorp AI Acquisition Corp. (IVCA) since 2022. She is the CEO and Co‑Founder of Mad Street Den (MSD), holds patents across disciplines, and is a Carnegie Mellon University graduate; prior roles include leading Mobile Innovation at Intel Labs in California. Her career spans AI, product design, and human‑centric systems, with recognition including Fortune’s 40 Under 40 and Forbes Women in Power 2021 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Intel Labs (California) | Led Mobile Innovation; R&D of AI & mobile products | Not disclosed | Applied AI product development |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Mad Street Den (MSD) | CEO & Co‑Founder | Current (not disclosed) | Horizontal AI platform (Blox) adopted across retail, healthcare, media, finance |
| Early-stage investing | Investor across deep tech, SaaS, life sciences, women‑led businesses; early‑stage VC funds | Not disclosed | Active investor; several patents and awards |
Board Governance
- Independence: The Board determined Ms. Asokan is independent under Nasdaq and SEC rules .
- Committee assignments:
- Audit Committee – Member; chair: Manpreet Singh; Singh qualifies as “audit committee financial expert” .
- Compensation Committee – Member; chair: Kunal Bahl; charter allows retention of independent advisors and oversight of director remuneration .
- Nominating & Corporate Governance Committee – Member; chair: Kunal Bahl; oversees director nominations, governance guidelines, and Board self‑evaluation .
- Audit Committee engagement: Asokan signed the Audit Committee report recommending inclusion of FY2024 audited financials in the 10‑K, evidencing active oversight .
- Governance infrastructure: Committee charters available on website; Code of Ethics adopted; stockholder communication channel disclosed; insider trading policy prohibits hedging and short sales by directors .
- Auditor oversight: Audit Committee selected CBIZ for FY2025 after CBIZ acquired Marcum’s attest business; prior auditor reports included a going‑concern explanatory paragraph; material weaknesses in ICFR noted by the company in 2024 and 2023 .
Committee Map
| Committee | Role | Chair | Independence |
|---|---|---|---|
| Audit | Member | Manpreet Singh | Committee comprised of independent directors |
| Compensation | Member | Kunal Bahl | Committee comprised of independent directors |
| Nominating & Corporate Governance | Member | Kunal Bahl | Committee comprised of independent directors |
Fixed Compensation
- Policy: No cash compensation to officers or directors prior to completion of the initial business combination. The company reimburses the sponsor $10,000 per month for office space, utilities, and administrative services and reimburses directors’ and officers’ out‑of‑pocket expenses; Audit Committee reviews such payments quarterly .
| Compensation Element | Amount/Terms |
|---|---|
| Annual cash retainer | None prior to business combination |
| Committee chair/member fees | Not disclosed |
| Meeting fees | Not disclosed |
| Admin services reimbursement (company to sponsor) | $10,000 per month |
| Out‑of‑pocket expense reimbursement | Allowed; Audit Committee quarterly review |
Performance Compensation
- Pre‑combination: No equity or performance‑linked awards disclosed for directors. Post‑combination, directors who remain may be paid consulting/management compensation; certain directors may receive additional compensation in the form of equity interests of the sponsor; details to be disclosed at the time of business combination .
| Performance Metric | Target | Measurement Period | Weight | Payout Curve |
|---|---|---|---|---|
| None disclosed pre‑business combination | N/A | N/A | N/A | N/A |
Other Directorships & Interlocks
| Company | Role | Committee Roles | Notes |
|---|---|---|---|
| None disclosed in proxy | — | — | No public company board roles listed for Asokan in IVCA filings |
Expertise & Qualifications
- Core expertise: Artificial Intelligence, product design, and human‑centric systems; patents across disciplines .
- Industry exposure: Retail, healthcare, media, finance via MSD’s AI platform (Blox) .
- Education: Carnegie Mellon University .
- Recognition: Fortune 40 Under 40; Forbes Women in Power 2021 .
Equity Ownership
- Beneficial ownership: The 2025 proxy’s beneficial ownership table lists no ordinary shares for Asokan individually; sponsor (ICE I Holdings Pte. Ltd.) holds 6,468,750 founder shares (approx. 83.69% of outstanding) as of April 7, 2025 .
- Hedging/short sales: Prohibited under the company’s insider trading policy for directors .
| Holder | Shares Beneficially Owned | % Outstanding |
|---|---|---|
| Ashwini Asokan | None disclosed | Not disclosed |
| ICE I Holdings Pte. Ltd. (Sponsor) | 6,468,750 founder shares | 83.69% |
Note: As of the April 23, 2025 record date, public shares outstanding were 1,475,380 and founder shares 6,468,750; the sponsor and officers/independent directors indicated they intend to vote in favor of proposals, reflecting sponsor control of voting outcomes .
Governance Assessment
- Strengths
- Independent director with deep AI/ML operating experience; sits on all three key committees, adding technical perspective to oversight .
- Active Audit Committee participation (signed FY2024 report), and robust committee charters; insider trading policy prohibits director hedging/shorting .
- Risks and potential red flags
- No formal related‑party transaction policy adopted; reliance on Audit Committee procedures may be acceptable but is below best practice .
- SPAC‑specific sponsor arrangements (admin fee, extension contributions, and loans convertible into equity/warrants) create structural conflicts; directors/officers may face competing fiduciary obligations to other entities; sponsor intends to vote its founder shares, concentrating control .
- Company‑level material weaknesses in internal control over financial reporting noted for 2023 and 2024; while not director‑specific, this indicates elevated audit/controls risk requiring strong committee oversight .
- Compensation alignment
- No pre‑combination director pay mitigates pay‑for‑performance concerns, but potential future sponsor‑linked compensation and lack of disclosed ownership by Asokan limit current alignment signals .
Overall, Asokan’s independence and AI expertise support board effectiveness in IVCA’s AI‑focused strategy, while SPAC‑structural conflicts (sponsor control, convertible loans, and lack of formal RPT policy) and ICFR weaknesses warrant heightened scrutiny by investors .