By all accounts, Satyam (now known as Mahindra Satyam) is out of the woods. Losses have been cut. The hole caused by Ramalinga Raju’s misdemeanours has been plugged. The company is now hopeful of coming out of the red within two years. Once the results for the first two quarters of the current financial year are out in November, merger with Tech Mahindra will be initiated. This is great news indeed for the company’s shareholders, employees and business associates alike. Timely intervention by the government did save the company from imploding. Had Satyam collapsed, it would have taken several years for Indian information technology companies to regain the trust of their customers abroad. The economic consequences would have been disastrous. Never before has the damage caused by a scandal of such proportions been contained within such a short span of time.
But what about corporate governance? Lengthy investigations by the Central Bureau of Investigation and the Serious Frauds Investigation Office notwithstanding, it appears there still isn’t much to move against Mr Raju. His version, outlined in his confession of January 7, 2009, that he inflated the books only to show that Satyam was in the same league as TCS, Infosys and Wipro remains unchallenged to date. He didn’t sell a single share during the seven years that he cooked the accounts, Mr Raju claimed. So, the fraud was not perpetrated for personal gains. Mr Raju may not have sold the shares, but he pledged almost his entire stake to lenders. Without inflated accounts, those shares would have been worth much less. Mr Raju’s friends counter that he ploughed all the money back into Satyam to keep the show going.
Those who are responsible for maintaining the highest standards of accounting say that the issue in the Satyam scandal was not the lack of controls over auditors but the failure of corporate governance. That may be true, but auditors point out that at least two issues that came up in Satyam are very much alive. Most companies are still in a rush to publish their audited accounts, which puts auditors under tremendous strain. This may result in lapses. Two, auditors still have to depend on the company to procure certificates of deposits with banks. These certificates were found to be fakes when Satyam unravelled. This was the core of the Satyam scandal. No mechanism has been put in place to make this process transparent and foolproof. However, auditors have become vigilant. They are no longer afraid to drop companies they don’t feel comfortable with. It might mean lesser money, but reduces the possibility of getting mired in an accounting scandal.
There is something else that still calls for answers. The auditors at Pricewaterhouse spent long months in jail on the suspicion that they were hand in glove with Mr Raju. The evidence so far suggests that they were just negligent. Was the excessive focus on auditors from day one right? Mr Raju had claimed that only two others were aware of the shenanigans: his brother, Rama Raju, and his CFO, Vadlamani Srinivas. It is difficult to imagine that a scandal of such scale and complexities was pulled off by just three men. What about the independent directors? Though they all resigned from the board, they have been allowed to go free with a rap on the knuckles. The new management has done its job, almost. It is now for the investigators to take the Satyam scandal to its logical conclusion.
