Thursday, January 15, 2009

Governance... whats that ! Happy New Year !!

The New Year has got off with a bang. India's Big-4 IT company has shown that it does not have underwear - the king without clothes and all along we believed that they were the best. Satyam Computers is a billion dollar plus company doing great business, employing 50,000 people across the globe....... and living a fraud.

The boss man at Satyam confessed that he has been cooking the books of accounts since the past 7 years or more. And this fudging has snowballed into a huge $ 1.2 billion hole in the company's statement of cash in hand and bank deposits. If this was not enough, Raju also said that revenue figures had been and margin statements for the quarter were inflated !

Satyam board had approved the purchase of companies owned by Raju's sons and the shareholders smelt a rat and Satyam's stock tumbled 55% on NYSE. The decision was withdrawn in an hour but this action brought greater scrutiny and the house of cards collapsed within a few days.

Governance norms were thrown to the wind by this company which was recently recognized by an award for good Governance (Golden Peacock).

What is surprising is that the directors, auditors, accountants and managers all say that they did not know about this. And this fraud has been going on for so many years now. So we must assume that Raju is super human and a super-genius to be able to put a mask on so many players at the same time and be able to successfully cloak numbers in the account statements repeatedly.

According to Raju he could not get off the tiger he was riding. It is common knowledge that you sleep with the devil and you get burned. He started a con job and the con grew bigger and bigger and there was no way he (or his cronies) could handle it.

And all these cronies are crying out loud claiming innocence. The auditors say that they relied on documents provided by the management ! The CFO says he did not check the balance sheet and that it was prepared by his VP !! The Directors say they accepted what was presented to them - ta face value !!! It is highly irresponsible to sign on public documents asserting they are correct and then not being able to stand by the same documents. All these people were busy being wined, dined and rewarded with cash and gifts and never gave a thought to their responsibility towards the shareholders.

Hope they are brought to book too, and get to see a jail from the inside. The reason is that this is a typical line of thought - nothing will happen it is India. Our investors association hardly has any teeth to fight for rights and bring these large corporations to closure. Well for once they were wrong because they did not factor shareholder anger in the US.

And thank God for this wake up call. Companies must embrace the practices of good governance not for complying with public sentiment and regulatory requirement. Any corporate leader with a decent amount of common sense can reap benefits of good governance by way of efficient processes and increased brand value which will provide ROI in the form of savings and stakeholder / customer confidence. The trick is in implementing governance initiatives in the spirit and do not worry you are not exposing yourself but you will be cleaning your act.

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