You are on page 1of 17

See discussions, stats, and author profiles for this publication at: https://www.researchgate.

net/publication/304441053

Revisiting the Satyam Accounting Scam: A Case Study

Article · June 2016

CITATIONS READS

2 15,027

2 authors, including:

Madan Bhasin
Universiti Utara Malaysia
121 PUBLICATIONS   1,309 CITATIONS   

SEE PROFILE

Some of the authors of this publication are also working on these related projects:

Integrated Reporting and EVA Disclosures. Collaboration Proposala View project

Scientific Journal "Economics, Management and Sustainability" View project

All content following this page was uploaded by Madan Bhasin on 26 June 2016.

The user has requested enhancement of the downloaded file.


International Journal of Management and Social Sciences Research (IJMSSR) ISSN: 2319-4421 31
Volume 5, No. 6, June 2016

Revisiting the Satyam Accounting Scam: A Case Study

Dr. Madan Lal Bhasin, Professor, School of Accountancy, College of Business, Universiti Utara Malaysia, Sintok, Kedah
Darul Aman, Malaysia

ABSTRACT punishments, and effective enforcement of law with the


right spirit.”
Satyam Computers were once the crown jewel of Indian IT
industry, but were brought to the ground by its founders in Keywords
2009 as a result of financial crime. The untimely demise of Satyam, accounting scandal, case study, India, Enron,
Satyam raised a debate about the role of CEO in driving a corporate governance, accounting and auditing standards.
company to the heights of success and its relation with the
board members and core committees. The scam brought to 1. INTRODUCTION
the light the role of corporate governance (CG) in shaping
the protocols related to the working of audit committees Fraud is a worldwide phenomenon that affects all
and duties of board members. The Satyam scam was a jolt continents and all sectors of the economy. Organizations
to the market, especially to Satyam stockholders, which of all types and sizes are subject to fraud. Fraudulent
tarnished the reputation of India. An attempt is made in financial reporting can have significant consequences for
this paper to examine in-depth and analyze India‟s Enron, the organization and its stakeholders, as well as for public
Satyam Computer‟s “accounting” scandal. Unlike Enron, confidence in the capital markets. As Bhasin (2013)
which sank due to agency problem, Satyam was brought to reiterated, ―Corporate accounting fraud is not a new thing
its knee due to tunneling effect. In public companies, this in this world after the debacle of Enron, which proved to
type of accounting leading to fraud and investigations are, be a stimulus for others to fancy their own Enron in their
therefore, launched by the various governmental oversight respective organizations.‖ With increasing trend in
agencies. financial crimes across the globe, investors lost their
The accounting fraud committed by the founders of confidence, the credibility of financial disclosures were
Satyam in 2009 is a testament to the fact that “the science being questioned and companies were facing huge
of conduct is swayed in large by human greed, ambition, financial losses. Satyam Computer Services Limited
and hunger for power, money, fame and glory.” Scandals (henceforth ‗Satyam‘) was just another case featuring
have proved that “there is an urgent need for good almost same causes like that of Enron and others including
conduct based on strong corporate governance, ethics and WorldCom (Vasudev, 2010). Satyam computers were once
accounting & auditing standards.” The Satyam scandal the crown jewel of Indian IT industry, but were brought to
highlights the importance of securities laws and CG in the ground by its founders in 2009 as a result of financial
emerging markets. Indeed, Satyam fraud “spurred the crime. ―The debacle of Satyam raised a debate about the
government of India to tighten the CG norms to prevent role of CEO in driving an organization to the heights of
recurrence of similar frauds in future.” Thus, major success and its relation with the board members and core
financial reporting frauds need to be studied for committees,‖ concludes Bhasin (2016) The scam at
„lessons-learned‟ and „strategies-to-follow‟ to reduce the Satyam brought to the light the role of corporate
incidents of such frauds in the future. The increasing rate governance in shaping the protocols related to the working
of white-collar crimes “demands stiff penalties, exemplary of audit committee and duties of board members. Thus, an

i-Explore International Research Journal Consortium www.irjcjournals.org


International Journal of Management and Social Sciences Research (IJMSSR) ISSN: 2319-4421 32
Volume 5, No. 6, June 2016

in depth study is conducted to analyze the financial scam Indian scandal that analysts have called ―India's Enron.‖ It
from a management‘s perspective. covered the areas of corporate history of Satyam and also
provided an insight into how the $2.7 billion scandal
No doubt, recent corporate accounting frauds and scandals, evaded regulators, investors, and the board of directors. He
and the resultant outcry for transparency and honesty in also provided a discussion of who was responsible for the
reporting, have given rise to two disparate yet logical fraud, and also explained the scandal‘s effect in India and
outcomes. Recently, Bhasin (2016a) stated, ―First, the implications for dealing with future obstacles. Finally,
‗forensic‘ accounting skills have become crucial in the author discussed the regulatory reform following
untangling the complicated accounting maneuver‘s that Satyam and the current status of Indian securities markets.
have obfuscated financial statement frauds. Second, public
demand for change and subsequent regulatory action has In another research study performed by Bhasin (2013),
transformed ‗corporate governance‘ (henceforth, CG) ―the main objectives of this study were to: (a) identify the
scenario.‖ In fact, both these trends have the common goal prominent companies involved in fraudulent financial
of addressing the investors‘ concerns about the transparent reporting practices, and the nature of accounting
financial reporting system. The failure of the corporate irregularities they committed; (b) highlighted the Satyam
communication structure has made the financial Computer Limited‘s accounting scandal by portraying the
community realize that there is a great need for ‗skilled‘ sequence of events, the aftermath of events, the key parties
professionals that can identify, expose, and prevent involved, and major follow-up actions undertaken in India;
‗structural‘ weaknesses in three key areas: poor CG, and (c) what lesions can be learned from Satyam scam?‖
flawed internal controls, and fraudulent financial To attain the above stated research objectives we applied a
statements. ―Forensic accounting skills are becoming ―content‖ analysis to the ―press‖ articles. Niazi and Ali‘s
increasingly relied upon within a corporate reporting (2015) paper unfolds Satyam‘s corporate scandal of
system that emphasizes its accountability and inflated financial health, the aroused concerns of investors
responsibility to stakeholders.‖ about the effectiveness of CG framework in India, the
long-term effects over Indian stock market resulting from
2. LITERATURE REVIEW Satyam‘s scam, and several suggestions from the CG
theory and practice that could have helped in preventing
Several analytical studies, from time to time, have been this debacle. Thus, an in depth study is conducted to
reported in the media. Unfortunately, majority of them analyze the financial scam from a management‘s
were performed in developed, Western countries. The perspective.
nature of the present study is ―primarily qualitative,
descriptive and analytical, with latest evidence and Another descriptive study by Pai and Tolleson (2015)
updates.‖ Hence, the present study seeks to fill this gap examined the capture of government regulators using the
and contributes to the literature. case of Satyam Computer Services Ltd., one of India‘s
largest software and services companies, which disclosed a
Bhasin (2008) examined the reasons for ‗check‘ frauds, the $1.47 billion fraud on its balance sheet on January 7, 2009.
magnitude of frauds in Indian banks, and the manner, in The authors reviewed the Satyam fraud and PWC‘s failure
which the expertise of internal auditors can be integrated, to detect Satyam‘s accounting shenanigans, and also
in order to detect and prevent frauds in banks. In addition discussed the societal implications associated with a ―too
to considering the common types of fraud signals, auditors big to fail‖ mentality and the moral hazard of such a
can take several ‗proactive‘ steps to combat frauds. mindset. In addition, the paper provides suggestions to
Winkler, D. (2010), paper provided an analysis of the protect the public interest while citing lessons learned

i-Explore International Research Journal Consortium www.irjcjournals.org


International Journal of Management and Social Sciences Research (IJMSSR) ISSN: 2319-4421 33
Volume 5, No. 6, June 2016

from this scandal. than six years later, the first decision in the Satyam scam
has been made. Of course, we have not seen the last of this
3. MATERIALS AND METHODS case, given the slow pace at which our judicial system
works.
The main objective of this study is to highlight the Satyam
Computer Services Limited‘s accounting scandal by The case of Satyam accounting fraud has been dubbed by
portraying the emergence of Satyam, sequence of events, the media as ―India‘s Enron‖. Ironically, Satyam means
key players involved in the scam process, anatomy of ―truth‖ in the ancient Indian language ―Sanskrit‖ (Basilico
Satyam fraud, the aftermath of events, auditors role, major et al., 2012). Satyam won the ―Golden Peacock Award‖ for
follow-up actions, regulatory reforms undertaken in India, the best governed company in 2007 and in 2009. From
etc. This study is primarily based on ―secondary‖ sources being India‘s IT ―crown jewel‖ and the country‘s ―fourth
of data, and the nature of the study is ―primarily largest‖ company with high-profile customers, the
qualitative, descriptive and analytical.‖ Best possible outsourcing firm Satyam Computers has become
efforts have made by the author to provide the latest embroiled in the nation‘s biggest corporate scam in living
evidence supporting the case. memory (Ahmad, et al., 2010). Mr. Ramalinga Raju
(Chairman and Founder of Satyam; henceforth called
4. REVISITING THE SATYAM SCAM: A ‗Raju‘), who has been arrested and has confessed to a
CASE STUDY $1.47 billion (or Rs. 7,800 crore) fraud, admitted that he
had made up profits for years. According to reports, Raju
4.1 Introduction and his brother, Mr. B. Rama Raju, who was the Managing
The Satyam Computer Services Limited (hereinafter, Director, ―hid the deception from the company‘s board,
‗Satyam‘), a global IT company based in India, has just senior managers, and auditors.‖
been added to a notorious list of companies involved in
fraudulent financial activities. Satyam‘s CEO, Mr. 4.2 Emergence of Satyam Computer Services Ltd.
Ramalingam Raju (hereinafter, ‗Raju‘), took responsibility Satyam Computer Services Limited was a ‗rising-star‘ in
for all the accounting improprieties that overstated the the Indian ‗outsourced‘ IT-services industry (Fernando,
company‘s revenues and profits, and reported a cash 2010). The company was formed in 1987 in Hyderabad
holding of approximately $1.04 billion that simply did not (India) by Mr. Ramalinga Raju. The firm began with 20
exist. This leads one to ask a simple question: How does employees, grew rapidly as a ‗global‘ business, which
this keep on happening for five years, without any operated in 65 countries around the world. Satyam was the
suspicions? So, while Raju ran his fraud, the auditor slept, first Indian company to be registered with three
the analysts slept, and so did the media. To be fair, the International Exchanges (NYSE, DOW Jones and
media did an excellent job of exposing Raju and his many EURONEXT).
other ―shenanigans‖ after he had confessed (Kaul, 2015;
Miller 2006). In his letter (of Jan.7, 2009) addressed to Satyam was as an example of India‘s growing success; it
board of directors of Satyam, Raju showed the markers of won numerous awards for innovation, governance, and
this fraud ‗pathology‘. He stated, ―What started as a corporate accountability. As Agrawal and Sharma (2009)
marginal gap between actual operating profits and ones stated, ―In 2007, Ernst & Young awarded Mr. Raju with
reflected in the books of accounts continued to grow over the ‗Entrepreneur of the Year‘ award. On April 14, 2008,
the years. It has attained unmanageable proportions.‖ Later, Satyam won awards from MZ Consult‘s for being a ‗leader
he described the process as ―like riding a tiger, not in India in CG and accountability‘. In September 2008, the
knowing how to get off without being eaten.‖ Now, more ―World Council for Corporate Governance‖ awarded the

i-Explore International Research Journal Consortium www.irjcjournals.org


International Journal of Management and Social Sciences Research (IJMSSR) ISSN: 2319-4421 34
Volume 5, No. 6, June 2016

Satyam with the ‗Global Peacock Award‘ for global Satyam became the centre-piece of a ‗massive‘ accounting
excellence in corporate accountability.‖ Unfortunately, less fraud.
than five months after winning the Global Peacock Award,

Table-1: Operating Performance of Satyam


(Rs. in millions)
Particulars 2003-04 2004-05 2005-06 2006-07 2007-08 Average Growth
Rate (%)
Net Sales 25,415.4 34,642.2 46,343.1 62,284.7 81,372.8 38
Operating Profit 7,743 9,717 15,714.2 17,107.3 20,857.4 28
Net Profit 5,557.9 7,502.6 12,397.5 14,232.3 17,157.4 33
Operating Cash Flow 4,165.5 6,386.6 7,868.1 10,390.6 13,708.7 35
ROCE (%) 27.95 29.85 31.34 31.18 29.57 30
ROE (%) 23.57 25.88 26.85 28.14 26.12 26
(Source: www.geogit.com)

From 2003-2008, in nearly all financial metrics of interest sheet by $1.47 billion. Nearly $1.04 billion in bank loans
to investors, the company grew measurably, as and cash that the company claimed to own was
summarized in Table-1. Satyam generated Rs. 25,415.4 non-existent. Satyam also underreported liabilities on its
million in total sales in 2003-04. By March 2008, the balance sheet and overstated its income nearly every
company sales revenue had grown by over three times. quarter over the course of several years in order to meet
The company demonstrated ―an annual compound growth analyst expectations. For example, the results announced
rate of 38% over that period.‖ Operating profits, net profit on October 17, 2009 overstated quarterly revenues by 75%
and operating cash flows averaged 28, 33 and 35%, and profits by 97%. Mr. Raju and the company‘s global
respectively. In addition, earnings per share (EPS) head of internal audit used a number of different
similarly grew, from $0.12 to $0.62, at a compound annual techniques to perpetrate the fraud (Willison, 2006). As
growth rate of 40%. Over the same period (2003‐ 2009), Ramachandran (2009) pointed out, ―Using his personal
the company was trading at an average trailing EBITDA computer, Mr. Raju created numerous bank statements to
multiple of 15.36. Finally, beginning in January 2003, at a advance the fraud. He falsified the bank accounts to inflate
share price of Rs. 138.08, Satyam‘s stock would peak at the balance sheet with balances that did not exist. He also
Rs. 526.25: a 300% improvement in share price after inflated the income statement by claiming interest income
nearly five years. Satyam clearly generated significant from the fake bank accounts. Mr. Raju also revealed that
corporate growth and shareholder value. The company was He created 6,000 fake salary accounts over the past few
a leading star (and a recognizable name) in a global IT years and appropriated the money after the company
marketplace. deposited it. The company‘s global head of internal audit
created fake customer identities and generated fake
4.3 Mr. Ramalinga Raju and the Satyam Scandal invoices against their names to inflate revenue. The global
On January 7, 2009, Mr. Raju disclosed in a letter (as head of internal audit also forged board resolutions and
shown in Exhibit-1) to Satyam Computers Services illegally obtained loans for the company.‖ It also appeared
Limited Board of Directors, ―He had been manipulating that the cash that the company raised through American
the company‘s accounting numbers for years.‖ Mr. Raju Depository Receipts in the United States never made it to
claimed that He overstated assets on Satyam‘s balance the balance sheets (Wharton, 2009).

i-Explore International Research Journal Consortium www.irjcjournals.org


International Journal of Management and Social Sciences Research (IJMSSR) ISSN: 2319-4421 35
Volume 5, No. 6, June 2016

Exhibit-1: Satyam’s Founder, Chairman and CEO, Mr. be. What followed in the last several days is common
knowledge.
Raju’s Letter to his Board of Directors I would like the Board to know:
1. That neither myself, nor the Managing Director
To The Board of Directors, January 7, 2009 (including our spouses) sold any shares in the last
Satyam Computer Services Ltd. eight years—excepting for a small proportion
From: B. Ramalinga Raju declared and sold for philanthropic purposes.
Chairman, Satyam Computer Services Ltd. 2. That in the last two years a net amount of Rs. 1,230
crore was arranged to Satyam (not reflected in the
Dear Board Members, books of Satyam) to keep the operations going by
It is with deep regret, and tremendous burden that I am resorting to pledging all the promoter shares and
carrying on my conscience, that I would like to bring the raising funds from known sources by giving all kinds
following facts to your notice: of assurances (Statement enclosed, only to the
1. The Balance Sheet carries as of September 30, 2008: members of the board). Significant dividend payments,
(a) Inflated (non-existent) cash and bank balances of acquisitions, capital expenditure to provide for growth
Rs.5,040 crore (as against Rs. 5,361 crore reflected in did not help matters. Every attempt was made to keep
the books); (b) An accrued interest of Rs. 376 crore the wheel moving and to ensure prompt payment of
which is non-existent; (c) An understated liability of salaries to the associates. The last straw was the
Rs. 1,230 crore on account of funds arranged by me; selling of most of the pledged share by the lenders on
and (d) An over stated debtors position of Rs. 490 account of margin triggers.
crore (as against Rs. 2,651 reflected in the books). 3. That neither me, nor the Managing Director took even
2. For the September quarter (Q2), we reported a one rupee/dollar from the company and have not
revenue of Rs.2,700 crore and an operating margin benefitted in financial terms on account of the inflated
of Rs. 649 crore (24% of revenues) as against the results.
actual revenues of Rs. 2,112 crore and an actual 4. None of the board members, past or present, had any
operating margin of Rs. 61 Crore (3% of revenues). knowledge of the situation in which the company is
This has resulted in artificial cash and bank balances placed. Even business leaders and senior executives in
going up by Rs. 588 crore in Q2 alone. the company, such as, Ram Mynampati, Subu D, T.R.
The gap in the Balance Sheet has arisen purely on Anand, Keshab Panda, Virender Agarwal, A.S.
account of inflated profits over a period of last several Murthy, Hari T, SV Krishnan, Vijay Prasad, Manish
years (limited only to Satyam standalone, books of Mehta, Murali V, Sriram Papani, Kiran Kavale, Joe
subsidiaries reflecting true performance). What started Lagioia, Ravindra Penumetsa, Jayaraman and
as a marginal gap between actual operating profit and Prabhakar Gupta are unaware of the real situation as
the one reflected in the books of accounts continued against the books of accounts. None of my or
to grow over the years. It has attained unmanageable Managing Director‘s immediate or extended family
proportions as the size of company operations grew members has any idea about these issues.
significantly (annualized revenue run rate of Rs. Having put these facts before you, I leave it to the wisdom
11,276 crore in the September quarter, 2008 and of the board to take the matters forward. However, I am
official reserves of Rs. 8,392 crore). The differential also taking the liberty to recommend the following steps:
in the real profits and the one reflected in the books 1. A Task Force has been formed in the last few days to
was further accentuated by the fact that the company address the situation arising out of the failed Maytas
had to carry additional resources and assets to justify acquisition attempt. This consists of some of the most
higher level of operations —thereby significantly accomplished leaders of Satyam: Subu D, T.R. Anand,
increasing the costs. Keshab Panda and Virender Agarwal, representing
Every attempt made to eliminate the gap failed. As the business functions, and A.S. Murthy, Hari T and
promoters held a small percentage of equity, the Murali V representing support functions. I suggest
concern was that poor performance would result in a that Ram Mynampati be made the Chairman of this
take-over, thereby exposing the gap. It was like riding Task Force to immediately address some of the
a tiger, not knowing how to get off without being operational matters on hand. Ram can also act as an
eaten. interim CEO reporting to the board.
The aborted Maytas acquisition deal was the last 2. Merrill Lynch can be entrusted with the task of
attempt to fill the fictitious assets with real ones. quickly exploring some Merger opportunities.
Maytas‘ investors were convinced that this is a good 3. You may have a ‗restatement of accounts‘ prepared
divestment opportunity and a strategic fit. Once by the auditors in light of the facts that I have placed
Satyam‘s problem was solved, it was hoped that before you. I have promoted and have been associated
Maytas‘ payments can be delayed. But that was not to with Satyam for well over twenty years now. I have
seen it grow from few people to 53,000 people, with

i-Explore International Research Journal Consortium www.irjcjournals.org


International Journal of Management and Social Sciences Research (IJMSSR) ISSN: 2319-4421 36
Volume 5, No. 6, June 2016

185 Fortune 500 companies as customers and through, as Satyam would have been able to use Maytas‘
operations in 66 countries. Satyam has established an
assets to shore up its own books.‖ Raju, who showed
excellent leadership and competency base at all levels.
I sincerely apologize to all Satyamites and ‗artificial‘ cash on his books, had planned to use this
stakeholders, who have made Satyam a special ‗non-existent‘ cash to acquire the two Maytas companies
organization, for the current situation. I am confident
they will stand by the company in this hour of crisis. (Ahmad et al., 2010). Table-2 depicts some parts of the
In light of the above, I fervently appeal to the board to Satyam‘s fabricated ‗Balance Sheet and Income Statement‘
hold together to take some important steps. Mr. T.R. and shows the ‗difference‘ between ‗actual‘ and ‗reported‘
Prasad is well placed to mobilize support from the
government at this crucial time. With the hope that finances.
members of the Task Force and the financial advisor, Table-2: Fabricated Balance Sheet and Income
Merrill Lynch (now Bank of America) will stand by Statement of Satyam: As of September 30, 2008
the company at this crucial hour, I am marking copies
of this statement to them as well. Actual Reported Difference
Under the circumstances, I am tendering my resignation as Cash and Bank Balances 321 5,361 5,040
the chairman of Satyam and shall continue in this position
only till such time the current board is expanded. My Accrued Interest on bank FDs Nil 376.5 376
continuance is just to ensure enhancement of the board Understated Liability 1,230 None 1,230
over the next several days or as early as possible. Overstated Debtors 2,161 2,651 490
I am now prepared to subject myself to the laws of the
land and face consequences thereof. Total Nil Nil 7,136
Revenues (Q2 FY 2009) 2,112 2,700 588
Signature
(B. Ramalinga Raju) Operating Profits 61 649 588
(Source: Letter distributed by the Bombay Stock Exchange
and Security and Exchange Board of India, available at Greed for money, power, competition, success and prestige
www.sebi.gov.in) compelled Mr. Raju to ―ride the tiger,‖ which led to
violation of all duties imposed on them as fiduciaries: the
The fraud took place to divert company funds into duty of care, the duty of negligence, the duty of loyalty,
real-estate investment, keep high earnings per share, raise and the duty of disclosure towards the stakeholders
executive compensation, and make huge profits by selling (Bhasin, 2016b). According to Damodaran (2012), ―The
stake at inflated price. In this context, Kripalani (2009) Satyam scandal is a classic case of negligence of fiduciary
stated, ―The gap in the balance sheet had arisen purely on duties, total collapse of ethical standards, and a lack of
account of inflated profits over a period that lasted several corporate social responsibility.‖ Indeed, the Satyam fraud
years starting in April 1999.‖ ―What accounted as a activity dates back from April 1999, when the company
marginal gap between actual operating profit and the one embarked on a road to double‐ digit annual growth. As of
reflected in the books of accounts continued to grow over December 2008, Satyam had a total market capitalization
the years. This gap reached unmanageable proportions as of $3.2 billion dollars (Dixit, 2009).
company operations grew significantly,‖ Ragu explained
in his letter to the board and shareholders. He went on to On 7 January 2009, the Indian stock market regulator, the
explain, ―Every attempt to eliminate the gap failed, and the SEBI commenced investigations under various SEBI
aborted Maytas acquisition deal was the last attempt to fill regulations. The Ministry of Corporate Affairs (MCA) of
the fictitious assets with real ones. But the investors the Central Government separately initiated a fraud
thought it was a brazen attempt to siphon cash out of investigation through its Serious Fraud Investigation
Satyam, in which the Raju family held a small stake, into Office (SFIO). In addition, the MCA filed a petition
firms the family held tightly (D‘Monte, 2008). Fortunately, before the Company Law Board (CLB) to prevent the
the Satyam deal with Maytas was ‗salvageable‘. It could existing directors from acting on the Board and to appoint
have been saved only if ―the deal had been allowed to go new directors. On 9 January 2009, the CLB suspended the

i-Explore International Research Journal Consortium www.irjcjournals.org


International Journal of Management and Social Sciences Research (IJMSSR) ISSN: 2319-4421 37
Volume 5, No. 6, June 2016

current directors of Satyam and allowed the Government filled, processing of the order does not go ahead. So,
to appoint up to 10 new nominee directors. Subsequently, what Raju & Company did was to use two alphabets
the new, six-member Board had appointed a chief ‗H‘ (Home) or ‗S‘ (Super) in the Invoice Field Status
executive officer and external advisors, including the to process the entry. The invoices, thus created were
accounting firms KPMG and Deloitte to restate the ‗hidden‘ from the view of those who ran the finance
accounts of Satyam. units. There were about 74,625 invoices generated in
the IMS between April 2003 and December 2008.
4.4 The Anatomy of Satyam Fraud About 7,561 invoices out of 74,625 had ‗S‘ marked in
In its recent indictment of the former promoters and top their invoice field status. Out of this, 6,603 were also
managers of Satyam, the Securities and Exchange Board found on the company‘s Oracle Financials software
of India (SEBI) had provided minute and fascinating system, to make it seem like these were actual sales.
details about how India‘s largest corporate scam was Entries into this system get reflected straight in the
committed. But SEBI‘s account also revealed ―how Profit and Loss Statement. The balance of 958
stupendously easy it is to pull off financial fraud on a invoices remained in the invoice state, and therefore,
grand scale, even in publicly listed companies.‖ The within the IMS system—they were not keyed into the
following is a brief description about the methodology Oracle enterprise-ware. The total revenues shown
used by the Satyam to commit the accounting fraud: against these 7,561 fake invoices were Rs. 5,117 crore.
1. Maintaining Records: Raju maintained thorough Of this, sales through the ‗reconciled‘ 6,603 invoices
details of the Satyam‘s accounts and minutes of were about Rs. 4,746 crore. The CBI has also found
meetings since 2002. He stored records of accounts that ―sales were inflated every quarter and the average
for the latest year (2008-09) in a computer server inflation in sales was about 18%. After generating
called ―My Home Hub.‖ Details of accounts from fake invoices in IMS, a senior manager of the finance
2002 till January 7, 2009 – the day Mr. Raju came out department (named Srisailam), entered the 6,603 fake
with his dramatic (5-page confession) were stored in invoices into Oracle Financials with the objective of
two separate Internet Protocol (IP) addresses. inflating sales by Rs. 4,746 crore. By reconciling the
2. Fake Invoices and Bills: The investigators had used receipts of these invoices, the cash balances in the
cyber forensics to uncover how in-house computer company‘s account were shown at Rs. 3,983 crore.‖
systems were exploited to generate fake invoices. The CBI officers have concluded that ―the scandal
Regular Satyam bills were created by a computer involved this system structure being bypassed by the
application called ‗Operational Real Time abuse of an emergency ‗Excel Porting System‘, which
Management (OPTIMA)‘, which created and allows invoices to be generated directly in IMS…by
maintained information on all company projects. The porting the data into the IMS.‖ This system was
‗Satyam Project Repository (SRP)‘ system then subverted by the creation of a user ID called ‗Super
generated project IDs; there is also an ‗Ontime‘ User‘ with ―the power to hide/unhide the invoices
application for entering the hours worked by Satyam generated in IMS.‖ By logging in, as Super User, the
employees; and a ‗Project Bill Management System accused were hiding some of the invoices that were
(PBMS)‘ for billing. An ‗Invoice Management System generated through Excel Porting. Once an invoice is
(IMS)‘ generated the final invoices. hidden the same will not be visible to the other
From the above, an intriguing question that arises here divisions within the company but will only be visible
is: ―how were the fake invoices created by subverting to the company‘s finance division sales team. As a
the IMS?‖ In the IMS system, there is a mandatory result, concerned business circles would not be aware
field earmarked ‗Invoice Field Status‘. Unless this is of the invoices, which were also not dispatched to the

i-Explore International Research Journal Consortium www.irjcjournals.org


International Journal of Management and Social Sciences Research (IJMSSR) ISSN: 2319-4421 38
Volume 5, No. 6, June 2016

customers. Investigation revealed that all the invoices invoices into the company‘s computer systems to
that were hidden using the Super User ID in the IMS record sales that simply did not exist. For good
server were found to be false and fabricated. The face measure, profits too were padded up to show healthy
values of these fake invoices were shown as margins. Over the years, these ghostly clients
receivables in the books of accounts of Satyam, understandably never paid their bills, leading to a‖
thereby dishonestly inflating the total revenues of the big-hole‖ in Satyam‘s balance sheet. The hole was
company. plugged by inflating the debtors (dues from clients) in
3. Web of Companies: A web of 356 investment the balance sheet and forging bank statements to show
companies was used to allegedly divert funds from a mountain of cash and bank balances (Ingam, 2015).
Satyam. All these companies had several transactions After several years of such manipulation, Satyam was
in the form of inter-corporate investments, advances reporting sales of over Rs. 5,200 crore in 2008-09,
and loans within and among them. One such ‗sister‘ when it was in reality making about Rs. 4,100 crore. Its
company, with a paid-up capital of Rs. 5 lakh, had operating profit margins were shown at 24% when they
made an investment of Rs. 90.25 crore, and received were actually at 3% and its handsome profits on paper
unsecured loans of Rs. 600 crore. covered up for real-life losses. It was when the
4. Why did he need the Money?: The cash so raised company ran out of cash (of the real variety) to pay
was used to purchase several thousands of acres of salaries that Ramalinga Raju decided that ―he could not
land, across Andhra Pradesh, to ride a booming realty ride the tiger any longer and made his confession.‖
market. It presented a growing problem as facts had to 6. Riding a Tiger: Raju was compelled to admit to the
be doctored illegally to keep showing healthy profits fraud following an aborted attempt to have Satyam
for Satyam that was growing rapidly both in size and invest $1.6 billion in Maytas Properties and Maytas
scale. Every attempt made to eliminate the gap failed. Infrastructure, two firms promoted and controlled by
As Raju put it, ―it was like riding a tiger, not knowing his close family members. On December 16, Satyam‘s
how to get off without being eaten.‖ Cashing out by board cleared the investment, sparking a negative
selling Maytas Infrastructure and Maytas Properties to reaction by investors, which pummeled its stock on
Satyam for an estimated Rs. 7,800 crore was the last the New York Stock Exchange and Nasdaq. The board
straw. hurriedly reconvened the same day a meeting and
5. The Modus Operandi of Accounting Fraud: As called off the proposed investment. Unfortunately, the
financial frauds go, the one perpetrated by Raju and his matter did not die there, as Raju may have hoped. In
team from Satyam Company was quite uncomplicated. the next 48 hours, resignations streamed in from
Satyam‘s top management simply cooked the Satyam‘s non-executive director, Krishna Palepu, and
company‘s books by overstating its revenues, profit three independent directors. The trigger was obviously
margins, and profits for every single quarter over a the failed attempt to merge Maytas with Satyam. The
period of 5-years, from 2003 to 2008. Not for them, effort failed and in January 2009 Raju confessed to
complex methods like derivatives accounting or irregularity on his own, and was arrested two days
off-balance sheet transactions that were used by later. The attempt finally failed, and Raju made the
Enron‘s executives (Krishnan, 2014). stunning confessions three weeks later on Jan. 7,
Keen to project a perpetually rosy picture of the 2009.
company to investors, employees and analysts, the 7. Truth in Numbers: Satyam‘s finances were a
Rajus manipulated Satyam‘s books, as already black-box with an access card so rare that only Raju
described above. To achieve this, they sewed up deals and his confidants knew what exactly was going on in
with fictitious clients, and introduced over 7,000 fake the company. Ganesh Natarajan of Zensar

i-Explore International Research Journal Consortium www.irjcjournals.org


International Journal of Management and Social Sciences Research (IJMSSR) ISSN: 2319-4421 39
Volume 5, No. 6, June 2016

Technologies famously said, ―If anybody in the Mr. Raju‘s brothers and his mother to buy thousands
industry is capable of pulling off a scam like this, it of acres of land. Making up ghost employees might
would be Ramalinga Raju…the capability, the sound complicated, but investigators said it was not
thinking through, the planning of such a large that difficult. ―Employees are just code numbers in
operation….only he had the ability to pull it off‖ your system; you can create any amount of them by
(Shubhashish, 2015). creating bogus employee IDs with false address,
Notwithstanding Raju‘s confession, the Satyam time-sheets, opening salary accounts with banks, and
episode has brought into sharp relief the role and collecting payments through an accomplice.‖
efficacy of ―independent‖ directors. The SEBI Interestingly, the charge-sheet filed by the
requires the Indian publicly held companies to ensure investigators is of the view that Satyam employees
that independent directors make up at least half of remained underutilized. For instance, the utilization
their board strength. The knowledge available to level shown in the latest investor update by the
independent directors and even audit committee company is about 74.88% for offshore employees.
members was inherently limited to prevent willful However, the actual utilization was 62.02%. This
withholding of crucial information. The reality was, at clearly shows that the bench strength was as high as
the end of the day, even as an audit committee 40% in the offshore category. Further, as a result of
member or as an independent director, I would have to underutilization, the company was forced to pay
rely on what the management was presenting to me, salaries to associates without jobs on hand, which
drawing upon his experience as an independent increased the burden on company‘s finances. Even in
director and audit committee member. As Bhasin the onshore category, the bench strength was around
(2008, 2011) pointed out, ―It is the auditors‘ job to see 5% (of total staff).
if the numbers presented are accurate. That is what the 9. Punishment by the Court: All the accused involved
directors should have been asking… Like the dog that in the Satyam fraud case, including Raju, were
didn‘t bark in the Sherlock Holmes story, the matter charged with cheating, criminal conspiracy, forgery,
was allowed to slide. Even if outside directors were breach of trust, inflating invoices, profits, faking
unaware of the true state of Satyam‘s finances, some accounts and violating number of income tax laws.
‗red‘ flags should have been obvious. The CBI had filed three charge-sheets in the case,
8. Showing Fake and Underutilized Employees: To which were later clubbed into one massive
quote Bhasin (2012a), ―One of the biggest sources of charge-sheet running over 55,000 pages. Over 3000
defalcation at Satyam was the inflation of the number documents and 250 witnesses were parsed over the
of employees. Founder chairman of Satyam, Raju past 6 years.
claimed that the company had 53,000 employees on A special CBI court on April 9, 2015 finally,
its payroll. But according to investigators, the real sentenced Mr. B. Ramalinga Raju, his two brothers
number was around 43,000. The fictitious/ghost and seven others to seven years in prison in the
number of employees could be fabricated because Satyam fraud case. The court also imposed a fine of
payment to the remaining 13,000 employees was Rs. 5 crore on Ramalinga Raju, the Satyam Computer
faked year-after-year: an operation that evidently Services Ltd‘s founder and former chairman, and his
involved the creation of bogus companies with a large brother B Rama Raju, and Rs. 20-25 lakh each on the
number of employees.‖ The money, in the form of remaining accused. The 10 people found guilty in the
salaries paid to ghost employees, came to around $4 case are: B. Ramalinga Raju; his brother and Satyam‘s
million a month, which was diverted through front former managing director B. Rama Raju; former chief
companies and through accounts belonging to one of financial officer Vadlamani Srinivas; former PwC

i-Explore International Research Journal Consortium www.irjcjournals.org


International Journal of Management and Social Sciences Research (IJMSSR) ISSN: 2319-4421 40
Volume 5, No. 6, June 2016

auditors Subramani Gopalakrishnan and T. Srinivas; U.S. contesting Maytas deal.‖ Four independent directors
Raju‘s another brother, B Suryanarayana Raju; former quit the Satyam board and SEBI ordered promoters to
employees (G. Ramakrishna, D. Venkatpathi Raju and disclose pledged shares to stock exchanges.
Ch. Srisailam); and Satyam‘s former internal chief
auditor V.S. Prabhakar Gupta. 4.6 Tunneling Strategy Used by Satyam
As part of their ―tunneling‖ strategy, the Satyam promoters
4.5 Failed Attempt to Acquire Maytas Infrastructure had substantially reduced their holdings in company from
Limited 25.6% in March 2001 to 8.74% in March 2008.
It all started with Raju‘s love for land and that Furthermore, as the promoters held a very small
unquenchable thirst to own more and more of it. Satyam percentage of equity (mere 2.18%) on December 2008, as
planned to acquire a 51% stake in ―Maytas Infrastructure shown in Table-3, the concern was that poor performance
Limited,‖ for $300 million. The trigger was obviously the would result in a takeover bid, thereby exposing the gap.
failed attempt to merge Maytas with Satyam. Satyam had The aborted Maytas acquisition deal was the final,
tried to buy two infrastructure company run by his sons, desperate effort to cover up the accounting fraud by
including Maytas, in December 2008. As Bhasin stated bringing some real assets into the business. When that
(2016c), ―The effort failed and in January 2009 Raju failed, Raju confessed the fraud. Given the stake the Rajus
confessed to irregularity on his own, and was arrested two held in Matyas, pursuing the deal would not have been
days later. This was followed by the law-suits filed in the terribly difficult from the perspective of the Raju family.

Table-3: Promoter’s Shareholding pattern in Satyam


Particulars March March March March March March March March Dec.
2001 2002 2003 2004 2005 2006 2007 2008 2008
Promoter‘s holding in
Percentage 25.6 22.26 20.74 17.35 15.67 14.02 8.79 8.74 2.18

As pointed out by Shirur (2011), ―Unlike Enron, which


sank due to agency problem, Satyam was brought to its 4.7 The Insider Trading Activities at Satyam
knee due to tunneling. The company with a huge cash pile, Investigations into Satyam scam by the CID of the State
with promoters still controlling it with a small per cent of Police and Central agencies have established that the
shares (less than 3%), and trying to absorb a real-estate promoters indulged in nastiest kind of insider trading of
company in which they have a majority stake is a deadly the company‘s shares to raise money for building a large
combination pointing prima facie to tunneling.‖ The land bank. According to the SFIO Report (2009) findings,
reason why Ramalinga Raju claims that he did it was ―promoters of Satyam and their family members during
because every year he was fudging revenue figures and April 2000 to January 7, 2009 sold almost 3.9 crore shares
since expenditure figures could not be fudged so easily, collecting in Rs. 3029.67 crore. During this course, the
the gap between ‗actual‘ profit and ‗book‘ profit got founder ex-chairman Ramalinga Raju sold 98 lakh shares
widened every year. In order to close this gap, he had to collecting in Rs. 773.42 crores, whereas, his brother Rama
buy Maytas Infrastructure and Maytas Properties. In this Raju, sold 1.1 crore shares pocketing Rs. 894.32 crores.‖
way, ‗fictitious‘ profits could be absorbed through a Table-4 provides details of sale of shares by the promoters
‗self-dealing‘ process. Bhasin, (2013a) concludes, ―The and their family. Finding these top managers guilty of
auditors, bankers, and SEBI, the market watchdog, were unfair manipulation of stock prices and insider trading,
all blamed for their role in the accounting fraud.‖ SEBI has asked them to deposit their ‗unlawful gains‘ of

i-Explore International Research Journal Consortium www.irjcjournals.org


International Journal of Management and Social Sciences Research (IJMSSR) ISSN: 2319-4421 41
Volume 5, No. 6, June 2016

Rs. 1850 crore, with 12% interest, with the regulator within from operations. But now, we can see there is no real
45 days. They have also been barred from associating with difference in the trends in Satyam‘s net income and its cash
the securities markets in any manner for the next 14 years. flow from operations during 2004 and 2005, as shown in
Figure 1 below. Both net income and cash flow lines were
Table-4: Stake Sold by the Promoters oef Satyam almost overlapping each other for 2004 and 2005. That is
Computers Limited not because the earnings were genuine; it is because the
Name of Promoter No. of Money cash flows were manipulated too. To do that, Raju had to
Shares Sold Earned Rs. forge several big amount accounts receivables, and
in Crore simultaneously falsify about their cash collections. Thus,
B. Ramalinga Raju 98,25,000 773.42 the fake cash flows had led to the bogus bank balances. To
B. Rama Raju 1,13,18,500 894.32 keep from tripping the income-cash flow alarms, Raju had
B. Suryanarayana Raju 1,11,000 12.81 to manipulate almost every account related to operations.
B. Nandini Raju 40,47,000 327.59 However, wide gaps can be noticed in net income and cash
B. Radha 38,73,500 313.55 flow from operation during 2006, 2007 and 2008,
B. Jhansi Rani 1,00,000 11.25 respectively. During 2006 to 2008, cash flows were far less
B. Pritam Teja 9,42,250 49.01 than net income due to accounting manipulations. Indeed,

B. Rama Raju (Jr.) 9,34,250 48.59 Satyam fraud was a stunningly and very cleverly articulated
comprehensive fraud, likely to be far more extensive than
Maytas Infra Ltd (Satyam 0 0.00
what happened at Enron (Bhasin, 2015a). The independent
Construction Ltd.)
board members of Satyam, the institutional investor
B. Satyanarayana Raju 0 0.00
community, the SEBI, retail investors, and the external
B. Appal Anarsamma 0 0.00
auditor—none of them, including professional investors
Elem Investments Pvt. Ltd. 25,47,708 181.29
with detailed information and models available to them,
Fincity Investments Pvt. Ltd. 25,30,400 180.41
detected the malfeasance.
Highgrace Investments Pvt. 25,30,332 170.83
Ltd.
Veeyes Investments Pvt. Ltd. 57,500 71.79
Other Individuals connected 68,000 515.58
to investment co‘s
Off-market transfers by 1,90,000 78.29
investment co‘s in the year
2001 (value estimated)
Promoters Group Total 3,90,75,440 3,029.67

4.8 Satyam’s Earnings and Cash Flows


4.9 The Auditor’s Role and Factors Contributing to
Through long and bitter past experience, some investors
Fraud
have developed a set of early warning signs of financial
Global auditing firm, PricewaterhouseCoopers (PwC),
reporting fraud. One of the strongest is ―the difference
audited Satyam‘s books from June 2000 until the
between income and cash flow.‖ Because overstated
discovery of the fraud in 2009. Several commentators
revenues cannot be collected and understated expenses still
criticized PwC harshly for failing to detect the fraud
must be paid, companies that misreport income often show
(Winkler, 2010). Indeed, PwC signed Satyam‘s financial
a much stronger trend in earnings than they do in cash flow
statements and was responsible for the numbers under the

i-Explore International Research Journal Consortium www.irjcjournals.org


International Journal of Management and Social Sciences Research (IJMSSR) ISSN: 2319-4421 42
Volume 5, No. 6, June 2016

Indian law. One particularly troubling item concerned the strange reason, everyone, from the internal auditor to the
$1.04 billion that Satyam claimed to have on its balance statutory auditors, chose to place their faith in the
sheet in ―non-interest-bearing‖ deposits. The large amount ‗Chairman‘s office‘ rather than the company‘s information
of cash thus should have been a ‗red-flag‘ for the auditors systems (Bhasin, 2015). Furthermore, it appears that the
that further verification and testing was necessary. As to auditors did not independently verify with the banks in
the external auditors, who are supposed to look out for which Satyam claimed to have deposits‖ (Kahn, 2009).
investors, they seem to have been quite a trusting lot Furthermore, PwC audited the company for nearly 9 years
(Bhasin, 2016d). While verifying bank balances, they and did not uncover the fraud, whereas Merrill Lynch
relied wholly on the (forged) fixed deposit receipts and discovered the fraud as part of its due diligence in merely
bank statements provided by the ‗Chairman‘s office‘. The 10 days. Missing these ―red-flags‖ implied either that the
forensic audit reveals differences running into hundreds of auditors were grossly inept or in collusion with the
crores between the fake and real statements as captured by company in committing the fraud.
the computerised accounting systems. But for some

Table-5: Satyam’s Total Income and Audit Fees (Rs. in Millions)


Year 2004-05 2005-06 2006-07 2007-08
Total Income (A) 35,468 50,122.2 64,100.8 83,944.8
Audit Fees (B) 6.537 11.5 36.7 37.3
% of B to A 0.0184 0.0229 0.0573 0.0444
(Source: Annual Reports of Satyam, Percentage computed)

A point has also been raised about the increase in audit fee. and charged them with selling the company in the shortest
A reference to the figures of audit fee in comparison with time possible.
total income over a period of time may be pertinent.
Table-5 shows that over a period of four years, 2004-05 to At its peak market capitalization, Satyam was valued at Rs.
2007-08, the audit fee increased by 5.7 times, whereas 36,600 crore in 2008. Just a year later, the scam-hit
total income increased by 2.47 times during the same Satyam was snapped up by Tech Mahindra for a mere Rs.
period. Nevertheless, it is difficult to draw any conclusion 58 per share—a market cap of a mere Rs. 5600 crore. The
as to whether the increase in audit fee was justified or not. stock that hit its all-time high of Rs. 542 in 2008 crashed
Suspiciously, Satyam also paid PwC twice what other to an unimaginable Rs. 6.30 on the day Raju confessed on
firms would charge for the audit, which raises questions January 9, 2009. Satyam‘s shares fell to 11.50 rupees on
about whether PwC was complicit in the fraud (Bhasin, January 10, 2009, their lowest level since March 1998,
2013). compared to a high of 544 rupees in 2008. In the New
4.10 The Aftermath of Satyam Scandal York Stock Exchange, Satyam shares peaked in 2008 at
The Indian government immediately started an US$ 29.10; by March 2009 they were trading around US
investigation, while at the same time limiting its direct $1.80. Thus, investors lost $2.82 billion in Satyam.
participation. The government appointed a ‗new‘ board of Criminal charges were brought against Mr. Raju, including:
directors for Satyam to try to save the company: goal was criminal conspiracy, breach of trust, and forgery. After the
to sell the company within 100 days. To devise a plan of Satyam fiasco and the role played by PwC, investors
sale, the board met with bankers, accountants, lawyers, became wary of those companies who are clients of PwC
and government officials immediately. To accomplish the (Blakely, 2009), which resulted in fall in share prices of
sale, the board hired Goldman Sachs and Avendus Capital around 100 companies varying between 5 to 15%. The

i-Explore International Research Journal Consortium www.irjcjournals.org


International Journal of Management and Social Sciences Research (IJMSSR) ISSN: 2319-4421 43
Volume 5, No. 6, June 2016

news of the scandal (quickly compared with the collapse Satyam fell more than 70%. The graph, ―Fall from Grace,‖
of Enron) sent jitters through the Indian stock market, and shown in Figure 2, depicts the Satyam‘s stock decline
the benchmark Sensex index fell more than 5%. Shares in between December 2008 and January 2009.

Figure 2: Stock Charting of Satyam from December 2008 to January 2009

In the aftermath of Satyam, India‘s markets recovered and Chartered Accountants of India (ICAI 2009) ruled that
Satyam now lives on. India‘s stock market is currently ―the CFO and the auditor were guilty of professional
trading near record highs, as it appears that a global misconduct.‖ The CBI is also in the course of investigating
economic recovery is taking place. Civil litigation and the CEO‘s overseas assets. There were also several civil
criminal charges continue against Satyam. Tech Mahindra charges filed in the U.S. against Satyam by the holders of
purchased 51% of Satyam on April 16, 2009, successfully its ADRs. The investigation also implicated several Indian
saving the firm from a complete collapse. As Winkler politicians. Both civil and criminal litigation cases
states (2010), ―With the right changes, India can minimize continue in India and civil litigation continues in the
the rate and size of accounting fraud in the Indian capital United States.
markets.‖
4.12 Regulatory and Corporate Governance Reforms
4.11 Investigation into the Satyam Case: Criminal, in India
Civil Charges After the Satyam scandal, investors and regulators called
The Satyam fraud has highlighted the multiplicity of for strengthening the regulatory environment in the
regulators, courts and regulations involved in a serious securities markets. In response to the scandal, the SEBI
offence by a listed company in India. The investigation revised CG requirements as well as financial reporting
that followed the revelation of the fraud has led to charges requirements for publicly traded corporations listed in the
against several different groups of people involved with country. The SEBI also strengthened its commitment to
Satyam. Indian authorities arrested Mr. Raju, Mr. Raju‘s the adoption of International Financial Accounting
brother, B. Ramu Raju, its former managing director, Reporting Standards (IFRS). In addition, the Ministry of
Srinivas Vdlamani, the company‘s head of internal audit, Corporate Affairs (MCA) has devised a new Corporate
and its CFO on criminal charges of fraud. Indian Code and is considering changing the securities laws to
authorities also arrested and charged several of the make it easier for shareholders to bring class-action
company‘s auditors (PwC) with fraud. The Institute of lawsuits (Bhasin, 2012). Some of the recent CG reforms

i-Explore International Research Journal Consortium www.irjcjournals.org


International Journal of Management and Social Sciences Research (IJMSSR) ISSN: 2319-4421 44
Volume 5, No. 6, June 2016

undertaken in India, as summed up by Sharma (2015), are: organization to the heights of success and its relation with
(a) Appointment of Independent Directors, (b) Disclosure the board members and core committees. The scam at
of Pledged Securities, (c) Increased Financial Accounting Satyam brought to the light the role of CG in shaping the
Disclosures, (d) IFRS (Adoption of International protocols related to the working of audit committee and
Standards), and (e) Creation of New Corporate Code by duties of board members (Niazi, and Ali, 2015).
the Ministry of Corporate Affairs.
The Indian government took very quick actions to protect
Satyam grossly violated all rules of corporate governance the interest of the Satyam investors, safeguard the
(Chakrabarti, 2008). The Satyam scam had been the credibility of India, and the nation‘s image across the
example for following ―poor‖ CG practices. It had failed world. Moreover, Satyam fraud has forced the government
to show good relation with the shareholders and to re‐ write the CG rules and tightened the norms for
employees. As Kahn (2009) stated, ―CG issue at Satyam auditors and accountants (Bhasin, 2013b). The Indian
arose because of non-fulfillment of obligation of the affiliate of PwC ―routinely failed to follow the most basic
company towards the various stakeholders. Of specific audit procedures. The SEC and the PCAOB fined the
interest are the following: distinguishing the roles of board affiliate, PwC India, $7.5 million in what was described as
and management; separation of the roles of the CEO and the largest American penalty ever against a foreign
chairman; appointment to the board; directors and accounting firm‖ (Norris, 2011). According to Mr. Chopra,
executive compensation; protection of shareholders rights President (ICAI), ―The Satyam scam was not an
and their executives.‖ Scandals from Enron to the recent accounting or auditing failure, but one of CG. This apex
financial crisis have time and time again proved that there body had found the two PwC auditors ‗prima-facie‘ guilty
is a need for good conduct based on strong ethics. Not of professional misconduct.‖ The CBI, which investigated
surprising, such frauds can happen, at any time, all over the Satyam fraud case, also charged the two auditors with
the world. Satyam fraud spurred the government of India complicity in the commission of the fraud by consciously
to tighten CG norms to prevent recurrence of similar overlooking the accounting irregularities.
frauds in the near future. The government took prompt Keeping in view the ―modus operandi‖ used by the
actions to protect the interest of the investors and management in Satyam scam, we recommend the
safeguard the credibility of India and the nation‘s image followings: (a) Corporations must uplift the moral, ethical
across the world.
and social values of its executives. (b) Board members
need to feel the importance of the responsibility entrusted
6. CONCLUSION AND
with them: be proactive and watchful in protecting the
RECOMMENDATIONS
interests of owners. (c) There was a lack of proper and

The fraud committed by the founders of Satyam is a timely information in Satyam‘s case. (d) Shareholder
testament to the fact that ―the science of conduct is swayed activism is an excellent mechanism of keeping a check on
in large by human greed, ambition, and hunger for power, the corporation and its executives. (e) Block-holders and
money, fame and glory.‖ The culture at Satyam, especially institutional investors can also serve as an effective means
dominated by the board, symbolized an unethical culture. for board‘s and management‘s accountability. And finally,
Unlike Enron, which sank due to ‗agency‘ problem, CG framework needs to be implemented in letter as well
Satyam was brought to its knee due to ‗tunneling‘ effect.
as spirit.
All kind of frauds have proven that there is a need for
good conduct based on strong ethics. The debacle of
The Satyam fraud, finally, had to end and the implications
Satyam raised a debate about the role of CEO in driving an

i-Explore International Research Journal Consortium www.irjcjournals.org


International Journal of Management and Social Sciences Research (IJMSSR) ISSN: 2319-4421 45
Volume 5, No. 6, June 2016

were having far reaching consequences. With all the 10 International Journal of Contemporary Business
people involved in the multi-crore accounting fraud found Studies, September, Volume 3, No. 9, pp. 6-26.
guilty of cheating, forgery, destruction of evidence and [7] Bhasin, M.L. (2013), Corporate Accounting
Scandal at Satyam: A Case Study of India‘s Enron,
criminal breach of trust, by a special Central Bureau of
European Journal of Business and Social Sciences,
Investigation court in Hyderabad, the six-year-old case has
1(12), March, 25-47.
reached its logical conclusion. This includes the founder
[8] Bhasin, M.L. (2013a), Corporate Accounting Fraud:
and the Chairman of the company B Ramalinga Raju. The
A Case Study of Satyam Computer Limited, Open
court pronounced a seven year-jail term for the founder Journal of Accounting, April, 2(2), 26-38.
and also imposed a Rs. 5 crore fine on Raju. The decision [9] Bhasin, M.L. (2013b), Corporate Governance and
came more than six years after the scam first came to light Role of the Forensic Accountants: An Exploratory
in 2009. Since liberalization, serious efforts have been Study of an Asian Country, International Journal of
directed at overhauling the CG system, with the SEBI Contemporary Business Studies, 4(7), July, 38-59.
instituting the Revised Clause 49 of the Listing [10] Bhasin, M.L. (2015), Menace of Frauds in Banking
Industry: Experience of a Developing Country,
Agreements dealing with CG. With the right changes, India
Australian Journal of Business and Management
can minimize the rate and size of accounting fraud in the
Research, 4(12), April, 21-33.
Indian capital markets.
[11] Bhasin, M.L. (2015a), Creative Accounting
Practices in the Indian Corporate Sector: An
REFERENCES Empirical Study, International Journal of
Management Science and Business Research,
[1] Agrawal, S. & Sharma, R. (2009), Beat this:
Volume 4, Issue 10, October 2015, E-ISSN
Satyam won awards for corporate governance,
2226-8235 published by QS publishers, USA, pp.
internal audit. Available at www.vccircle.com/news.
35-52 (USA).
[2] Ahmad, T., Malawat, T., Kochar, Y. & Roy, A.
[12] Bhasin, M.L. (2016a), Contribution of Forensic
(2010), Satyam Scam in the Contemporary
Accounting to Corporate Governance: An
corporate world: A case study in Indian Perspective,
Exploratory Study of an Asian Country,
IUP Journal. Available at SSRN, 1-48.
International Business Management Journal, 10(4),
[3] Basilico, E., Grove, H, & Patelli, L. (2012), Asia‘s
479-492.
Enron: Satyam (Sanskrit word for truth), Journal of
[13] Bhasin, M.L. (2016b), Survey of Creative
Forensic & Investigative Accounting, 4(2),
Accounting Practices: An Empirical Study,
142-160.
Wulfenia Journal KLAGENFURT, 23(1), January,
[4] Bhasin, M.L. (2008), Corporate Governance and
143-162.
Role of the Forensic Accountant, The Chartered
[14] Bhasin, M.L. (2016), Debacle of Satyam
Secretary Journal, Vol. 38(10), October,
Computers Limited: A Case Study of India‘s Enron,
1361-1368.
Wulfenia Journal KLAGENFURT, 23(3), March,
[5] Bhasin, M.L. (2011), Corporate Governance
124-162.
Disclosure Practices: The Portrait of a Developing
[15] Bhasin, M.L. (2016c), Strengthening Corporate
Country, International Review of Business Research
Governance Through an Audit Committee: An
Papers, 7(1), January, 393-419.
Empirical Study, Wulfenia Journal, Volume 23, No.
[6] Bhasin, M.L. (2012), Voluntary Corporate
2, Feb. pp. 2-27.
Governance Disclosures: An Exploratory Study,
[16] Bhasin, M.L. (2016d), Integration of Technology to

i-Explore International Research Journal Consortium www.irjcjournals.org


International Journal of Management and Social Sciences Research (IJMSSR) ISSN: 2319-4421 46
Volume 5, No. 6, June 2016

Combat Bank Frauds: Experience of a Developing Computers Ltd.: A Case Study from Management‘s
Country, Wulfenia Journal, 23, No. 2, Feb. 2016, Perspective, Universal Journal of Industrial and
pp.201-233. Business Management, 3(2), 58-65.
[17] Blakely, R. (2009). ―Investors raise questions over [32] Pai, K. & Tollsen, T.D. (2015), India‘s Satyam
PWC Satyam audit,‖ Times Online. Scandal: Evidence the too large to Indict Mindset of
[18] Chakrabarti, R., Megginson, W., Yadav & Pradeep Accounting Regulators is a Global Phenomenon,
K. (2008). Corporate Governance in India, Journal Review of Business and Financial Studies, 6(2),
of Applied Corporate Finance, 20(1), 59. 35-43.
[19] Chopra, A. (2011), ―Satyam fraud, not an [33] Ramachadran, S. (2009). Raju brings down Satyam,
accounting failure,‖ Business Standard, 25 January. shakes India. Asia Times Online Ltd.
Available at http://www.business-standard.com. [34] SFIO Report published in the Pioneer (New Delhi),
[20] D‘Monte, L. (2008). Satyam: just what went wrong? May 4, 2009, p 10
Rediff India Abroad. [35] Sharma, J.P. (2015), What went wrong with Satyam?
[21] Damodaran, M. (2009), ―Listed firms to get new Paper presented at WCFCG Global Convention, in
conduct code,‖ Financial Chronicle, available at association with Institute of Directors, available at
http://wrd.mydigitalfc.com. www.
[22] Dixit, N. (2009), What Happened at Satyam? [36] Shirur, S. (2011), ―Tunneling vs agency effect: a
March 1, available at Wharton@knowledge.com case study of Enron and Satyam,‖ Vikalpa, 36(3),
[23] Fernando, A.C. (2010), Satyam: Anything but July-September, 9-20.
Satyam, Loyala Institute of Business [37] Shubhashish (2015), ―All that you need to know
Administration. Available at about the Satyam Scam,‖ DNA, April 9.
www.publishingindia.com. [38] Vasudev, P.M. (2010), Satyam and Enron: A Tale of
[24] ICAI (2009). ICIA finds ex Satyam CFO, Price two companies and two countries, Sept. 14, Deccan
Waterhouse auditors guilty. Outlook India.com. Herald, available at
[25] Kripalani, M. (2009). India‘s Madoff Satyam http://www.deccanherald.com/content/96271/satya
scandal rocks outsourcing industry. Business Week. m-amp-enron-tale-two.html.
[26] Kahn, J. (2009). The Crisis exposes all the flaws. [39] Willison, R. (2006) ―Understanding the
Newsweek. offender/environment dynamic for computer
[27] Kaul, V. (2015), Satyam scam: Ramalinga Raju, the crimes‖, Information Technology & People, 19(2),
man who knew too much, gets 7 years in jail, April 170 - 186
10. [40] Winkler, D. (2010), India‘s Satyam Accounting
[28] Krishnan, A. (2014), Finally, the truth about Satyam, Scandal, February 1, The University of Iowa Center
The Hindu Business Line, July 18. for International Finance and Development.
[29] Miller, G.. S. (2006), ―The press as a watchdog for Available online at http://blogs.law.uiowa.edu.
accounting fraud,‖ Journal of Accounting Research, [41] Wharton (2009), Scandal at Satyam: Truth, Lies and
44(5), December, 1001- 1033. Corporate Governance, available at
[30] Norris, F. (2011), ―Indian Accounting Firm is Fined knowledge@wharton.
$7.5 million over fraud at Satyam,‖ The New York
Times, April 5, 2011.
[31] Niazi, A. & Ali, M. (2015), The Debacle of Satyam

i-Explore International Research Journal Consortium www.irjcjournals.org

View publication stats

You might also like