|Founded||1987 (Byrraju Ramalinga Raju)|
|Defunct||2013 (after accounting scandal)|
|Fate||Acquired by Tech Mahindra (now called Mahindra Satyam)|
In 1987, Satyam Computer Services Limited was founded in India by brothers B. Rama Raju and Byrraju Ramalinga Raju. IT and business process outsourcing (BPO) services across various sectors globally were the primary operations of the company.  Satyam started with only 20 employees, but employed more than 50,000 employees and operated in more than 60 countries at its peak. 
The company was also labeled as India's IT crown jewel and growing success.  In 1991, Satyam was the fourth largest company in the industry after Tata Consultancy Services, Wipro, and Infosys.  The company received multiple awards for its innovation, governance, and corporate accountability.  In 2008, the Ramalinga Raju earned the accredited Ernst and Young Entrepreneur of the Year Award .
Satyam: India's very own version of Enron
The Satyam accounting scandal was claimed to be India's own version of the Enron's accounting scandal in the United States. Satyam holds the record of having the biggest accounting scandal in the country. Mr. Raju announced to the company's board of directors that he was manipulating the financial statements for a significant number of years.  He overstated the the balance sheet by $1.47 billion. In addition, nearly $1.04 billion worth of bank loans and cash were claimed to be non-existent.  The high expectations of analysts, shareholders, and investors for the company created an opportunity for fraud. Mr. Raju overstated the company's quarterly income over several years to meet these expectations. 
Attempt to purchase companies: Mr. Raju suggested to the board of the directors to purchase two companies namely Maytas Properties and Maytas Infra. The board declined this offer, consequently adding motivation to Raju's fraudulent actions. 
Fake bills: Mr. Raju's non-inclusion of receipts and payments resulted to the overstatement of the company's Rs 12,318 crores over the period of five to six years. 7,561 bills were found fictitious in the internal audit reports. Invoices worth Rs 490 crores that pertained to fake debtors were also detected during the audit. This allowed Satyam to get easy approval in bank loans and to impress its shareholders with an increase in income. 
Web of companies: A total of 356 web companies were created for diversion of funds from Satyam. The transfer of funds were made through inter-corporate investments, advances, and loans.  These web of companies paved the way for Mr. Raju to invest in real estate using the money embezzled from Satyam. 
Irony: Satyam is an ancient Sanskrit word meaning the "truth" when translated to English. 
Netflix: Like all good corporate governance scandals, the Satyam Computer Services story has been recognized as a great opportunity to be commercialized by the media. As a result, the Satyam case has been included in a recent Netflix Series - Bad Boy Billionaires India. The show is a series featuring Indian tycoons who ran into trouble with the law, including the star of the Satyam Computer Services Case, Ramalinga Raju. However, since the release of their initial trailer the documentary series has been in some legal trouble - with all but one episode being aired. Netflix has been contesting a legal challenge on the Raju episode and the episode has still yet to be aired.  Raju is fighting the airing of the episode as he states that it is an attempt to damage his reputation further and serves only to tell half truths of his story. 
Fall from Grace
A brief timeline from Satyam's foundation to its fall in 2009 is provided in this section.
- Satyam Computer Services Limited was established on March 24, 1987.
- In 2001, Satyam was listed in the New York Stock Exchange and its revenue exceeded $1 billion. 
- In 2008, Satyam's revenue was recorded at $2 billion. 
- On December 16, 2008, Satyam Computers proposed a $1.6 billion takeover in two companies owned by Chairman Ramalinga Raju -- Maytas Properties and Maytas Infra. The investors revolted seven hours after the proposal, and the stock price of Satyam decreased by 55% in the New York Stock Exchange. 
- On December 23, 2008, the World Bank imposed an eight-year disbarment period from doing businesses with any of the bank's direct contacts due to its failure to provide sufficient documents supporting fees charged to its subcontractors. 
- Satyam demanded an apology and a proper explanation from the World Bank regarding this issue as it significantly damaged the company's investor confidence on December 25, 2008.
- Over the period of two days, four directors resigned after the World Bank critical statements circulated. 
- On January 2, 2009, Satyam's stock price decreased and shares were dumped in the stock market. 
- Mr. Ramalinga Raju disclosed the past and recent fraudulent activities through a letter addressed to Satyam's board of directors on January 9, 2009. 
One of the key reasons why the Satyam scandal remained overlooked for a long time was due to the contribution of multiple parties, both in and outside the organization, to fraudulence.
CEO: Byrraju Ramalinga Raju
Raju was the CEO, founder and Chairman of Satyam Computer Services, before his ultimate admission to embezzlement in 2009.  Before his admission, Raju had been a tech Tycoon within India – praised and consistently recognized for his achievements.
Raju was responsible for manipulating and inflating quarterly profits to improve the image of the company's performance to its investors. During his reign as a CEO, Raju also created numerous false bank statements in order to inflate their balance sheets. These fraudulent acts allowed easier access to bank loans and funding and also led to an increase in their overall share price.  Over the course of his term, Raju withdrew more than $3 million every month as salaries on behalf of non-existent employees, solely for his own personal use.  Leading to his eventual downfall, Raju also attempted to have Satyam Computer Services make a large purchase of two of his additional companies, Maytas Properties and Maytas Infra, as an attempt to continue his fraudulent activities. In his letter of admission to fraudulence, Raju stated that his tenure as CEO and committing fraud was like "riding a tiger and not knowing how to get off without being eaten." 
Internal Audit Chief: Prabhakar Gupta
Prabhakar Gupta was Satyam's Global Audit Chief and acted as Raju's right hand man in his fraudulent activities. Alongside Raju, Gupta created fake customer identities and fake invoices in order to inflate the revenue of the business. Gupta was also the key person in assisting Raju by inflating quarterly profits in order to meet investor expectations. Because of Gupta's position as the Global Audit Chief, he was vital to Raju in terms of his ability to manipulate the financial position of the company.  Gupta's position also made him highly culpable for the crimes committed. Gupta's failure as audit chief to protect shareholders interests by participating and contributing to the advancement of the fraud, was a testament to the lack of internal control that allowed this scandal to happen.
External Auditors: Price Waterhouse Coopers (PwC)
Price Waterhouse Coopers served as the auditors for Satyam during the period of their fraudulent activities and when subsequent information leading to the company's downfall came to light.  Contributing to Satyam's fraud, PwC failed to independently check monthly bank statements and fixed deposit receipts and simply relied on Raju & internal auditors to provide these documents during their audit process.  It was also later revealed by both the company CEO, Ramalinga Raju as well as CFO, Vadlamani Srinivas that PwC auditors were well aware of the fraud that was taking place. Raju and Srinivas also admitted to crime investigators that the PwC auditors were excessively compensated for their manipulation of Satyams accounts.  Over the term of PwC's contract as auditors for Satyam, their audit fee increased three-fold and were paid audit fees that doubled and tripled what peers in the industry pay their auditors. 
Who was at fault?
As the primary external auditors for Satyam, Price Waterhouse Coopers or PwC, was the firm ultimately responsible for issuing an opinion as to whether or not financial statements fairly presented the current status of the organization in accordance to either GAAP or IFRS accounting standards. An audit done by an external accounting firm is intended to enhance the degree of confidence that the users of the Financial Statements (FS) (lenders, investors, creditors) can place in the FS.  In PwC's role as Satyam's external auditors, they clearly did not successfully fulfill these requirements.
In addition to PwC's failure to act within the realm of their responsibility as auditors, they were also key contributors to the fraudulence that occurred. PwC auditors did not only ignore fraudulence and material misstatements in Satyam's Financial Statements, but also contributed in creating them. After the resulting fraud broke open, it was stated that PwC auditors failed to complete even the most basic audit procedures, such as confirming third-party confirmation procedures and questioning the integrity of the confirmation responses they received from the client. Shortly after PwC was removed from their long tenure as Satyam's auditors and new auditors were instated, the new audit team was able to uncover the fraudulence in a period of 10 days. The inability of PwC to expose Satyam's fraudulence over their tenure of 9 years, compared to the short 10 days it took new auditors, is key in understanding how large the firm's role was in this major corporate governance scandal.
Although in 2013, shortly after Raju's confession of fraudulence, the firm issued a report that the financial statements may be rendered inaccurate and unreliable, PwC had been auditing Satyam too long to escape all blame. PwC's role as Satyam's auditor for the years that the fraudulence occurred, was vital to Raju's ability to maintain his position as CEO and furthermore, resulted in PwC acting as a key contributor to the fraudulence itself. Without the specific relationship that PwC audit partners had with upper-management of Satyam, this fraudulence would have been quickly uncovered or even unattainable. Hence, making PwC auditors the key players responsible for allowing this fraudulence to exist.
Although it was the work of a few auditors that contributed to the Satyam fraudulence case, it was revealed that this was not a standalone event. After further investigation, it quickly became clear to the appropriate governing bodies that the Satyam case was actually the result of a greater quality control issue within all of PwC India.  PwC is a key stakeholder in this case because of the global reputation and reach of the firm. The results of the Satyam scandal have resulted in a negative effect on both the reputation and credibility of the firm.
Impact on the Firm
United States Securities Commission Charges (SEC)
The United States Securities Commission (SEC) charged PwC a $6 million dollar penalty for their involvement in the fraud, the largest ever charged to a foreign based accounting firm in an SEC enforcement action.  The SEC also entered an agreement with PwC India that they were not engage in any acceptance of U.S based clients for the following 6 months. In this agreement, PwC was also responsible for establishing training protocols for for its officers and employees on securities laws and accounting principles as well as revising all of it's current audit practices. 
Securities and Exchange Board of India Charges (SEBI)
After the fraudulence was exposed, the two senior partners responsible for the audit, S. Gopalakrishnan and Srinivas Talluri, were later forced to repay the excessive gains earned, totalling 130M Rupees or $2.23M Canadian Dollars. The Securities and Exchange Board of India also banned PwC from auditing listed companies for the next two years as a result of their failure to uncover Satyam's fraud.  This was unprecedented on the part of SEBI, as they had never before banned an entire network of audit firms for the acts/issues cause by one partner or associate firm, such as PwC India in this case.
Shareholders held a financial stake in Satyam before it fell, and as a result were one of the most disadvantaged by the fall of the company in 2008. Due to Satyam's inability to provide fairly stated financial reports, shareholders of the company were cheated on from the beginning. 
The Central Bureau of Investigation in India or CBI, estimated that institutional investors such as Birla SunLife, Franklin Templeton, HDFC Asset Management and more, had suffered losses upwards of $9.6B Indian Rupees, or $16M CAD. The CBI also estimated the total loss suffered by individual investors was in excess of $140M Indian Rupees or $2.4M Canadian dollars. 
Other Companies also Audited by PWC
As the only auditing firm held accountable for Satyam's accounting fraud, the reputation of the companies audited by PwC were also at stake. The investor confidence of over 100 companies that were also audited by PwC decreased. Further, the stock prices of these companies fell variously ranging from 5% to 15%.
Satyam was one of the largest companies listed in both the Indian Stock Market and the New York Stock Exchange. The circulation of the accounting scandal over the news led to a 5% decrease in the Sensex index and a 70% decrease of Satyam shares overall. 
Satyam's employees were recorded as one of the main victim groups after the accounting scandal along with clients, stakeholders, bankers, and the Indian government. Satyam's accounting fraud resulted to a multiple job losses and a diminished pension fund values available for its employees.
Mahindra Satyam vs. Key Players in Satyam Scandal
Mahindra Satyam sought damages after the company was hit by the scandal in 2009. They filed the suit based on key players perpetrating fraud, breach of fiduciary responsibilities, and obligations and negligence in performance of duties for undisclosed damages.
The lawsuit included around 123 PW or PwC partners from the US and India offices including the PW affiliates. PwC have proclaimed themselves as a victims to the whole scandal, stating Mahindra Satyam is trying to shift the blame of the scandal to PwC to reduce their own liabilities.
Countless class actions had been filed from US shareholders in Satyam, these were consolidated into one large class action as all the victims had similar damages caused by Satyam and by extension Byrraju Ramalinga Raju and his brother Rama Raju. The lead plaintiffs involved were Public Employees' Retirement System of Mississippi, Mineworkers' Pension Scheme, Skagen AS, and Sampension KP Livsforsikring A/S. The class action had three charges against Satyam as follows: misleading information in the annual reports, injury due to purchase of stock by relying on the misleading information, and reliance on false statements made by the defendants.
In 2011, Satyam (became Mahindra Satyam Ltd.) and PwC agreed to settle shareholder claims and paid $125 million USD and $25.5 million USD, respectively to the victims.  However, this settlement does not include Satyam's former directors, who continued to litigate the case, only Satyam Mahindra, who appointed a new board. US District Judge Barbara Jones ruled that former directors will not be charged. In order to make this decision, she cited the 2010 US Supreme Court case that involved stocks bought on overseas exchanges.
Income Tax Case: Serious Fraud Investigation Office (SFIO)
Satyam had paid Rs 186.91 Crore in taxes over seven years (2001-2007) on interest income that was fictitious because it was based on non-existent income. Satyam had allegedly faked Rs 3,318.37 Crore fixed deposits while only Rs 9.96 Crore in the FD account was legit. The Raju brothers were aware that no tax should be payed on the fictitious FD accounts, but choose to misuse the company funds anyways. SFIO charged the defendants with fudging of balance sheets, deceiving shareholders, taking huge benefits and dividends as directors, and showing unpaid dividend as paid. 
The Raju brothers, Vadlamani Srinivas, and Ram Mynampti were sentenced to six months in prison and each of them were fined an amount within the range of Rs 10,000 to Rs 10 Lakh. Other accomplices Krishna G Palepu, Manglam Srinivas, Vinod K Dham, T R Prasad, V S Raju, and Ram Mohan Rao were fined Rs 20,000 each.
SEBI/ICAI Ban on PwC
In 2019, SAT overturned the SEBI ban on PwC, SAT ruled that SEBI was "erroneous in law". SEBI has no authority to look into the quality of audit or services provided by PwC therefore can only take remedial or preventative actions, this means the ban cannot be issued by SEBI. SAT stated that only the Institute of Chartered Accountants of India (ICAI) can take action in regards to the situation. While also stating fraud cannot be proven based on negligence in auditing. 
However, SAT continued to acknowledge there had been a breach of duty so the entire fee of Rs 13 Crore will be taken back from PwC with interest of 12% per annum as of January 7, 2019 till date of payment. 
Enforcement Directorate (ED) Charges
In December 2018, Enforcement Directorate's case to provisionally attach Tech Mahindra's fixed deposits worth Rs 822 Crore in a case related to the Satyam fraud after Mahindra Tech acquired Satyam was denied by the Hyderabad High Court.
In 2019, ED appealed the High Court's decision to the Supreme Court. ED explained that the RS 822 Crore was a part of ill-received gains from the Rs 7,200 Crore fraud committed by Satyam.
Charges against Satyam's Key Players (CBI)
Byrraju Ramalinga Raju (Chairman and CEO)
Raju was convicted of criminal breach of trust by merchant or agent under Section 409, forgery under Section 467 and using forged documents as genuine under Section 468), and fudging of accounts under Sections 471 and 477-A.  He was also found guilty of destruction of evidence under Section 201 along with PWC auditor Ramakrishna. He was asked to surrender in 2009 but he did not until November 2, 2010 due to health concerns. About three years later (2011), he was released after Federal CBI investigators were not successfully able to build their case against Raju. In April 2015, Ramalinga Raju and his brother, B. Rama Raju, were sentenced to seven years in prison and fined for Rs 5.5 core (~$750,000 USD). However, one month later, bail was granted on the condition that Ramalinga Raju will pay one-tenth of his Rs 5.5 core fine within four weeks of being released otherwise the bail will default. 
B. Rama Raju (Managing Director)
Like his brother, Rama Raju, was convicted of criminal breach of trust by merchant or agent under Section 409, forgery under Section 467, and using forged documents as genuine under Section 468, and fudging of accounts under Sections 471 and 477-A.  He was let out on bail in May 2015 with his brother with the same conditions of paying one-tenth of his fine of Rs 5.5 core (~$750,000 USD) within four weeks of his release.
Suryanarayana Raju (Director of SRSR Advisory Services)
Unlike his brothers, Suryanarayana Raju, was not charged with criminal breach of trust, but was convicted of forgery, using forged documents as genuine, and fudging of accounts under sections 467, 468, 471 and 477-A.  This allowed Suryanarayana to get off with fine of Rs 25 Lakhs (~$34,500 USD), but the same amount of prison time. He was let out on bail with his brothers in May of 2015 under the condition that one-tenth of his fine needs to be paid within four weeks of his release. 
G. Venkatapathi Raju (Senior Manager of Finance)
Venkatpathi Raju was convicted of forgery, using forged documents as genuine, and fudging of accounts under sections 467, 468, 471 and 477-A. He was sentenced to seven years, but was released on bail in May of 2015 with condition of paying one-tenth his fine of Rs 25 Lakhs (~$34,500 USD) within four week of his release. 
Ch. Srisailam (Manager of Finance Department)
He was convicted of forgery, using forged documents as genuine, and fudging of accounts under sections 467, 468, 471 and 477-A. Srisailam was sentenced to seven years, but was released on bail on May 2015 along with all the others involved in the Satyam scandal under the condition that one-tenth of his fine, Rs 25 Lakhs (~$34,500 USD) needs to be paid within four weeks of his release.
G. Ramakrishna (Vice President of Finance)
Ramakrishna was convicted of criminal breach of trust under section 406, impersonation under section 419, forgery, using forged documents as genuine, and fudging of accounts under sections 467, 468, 471 and 477-A.  Similar to Byrraju Ramalinga Raju, he was charged with destruction of evidence under Section 201. He was sentenced to seven years, but was release in May 2015 with all the others involved with the Satyam sandal under the same conditions of paying one-tenth of his fine, Rs 25 Lakhs (~$34,500 USD), within four weeks of his release. 
Srinivas Vadlamani (CFO)
Vadlamani was convicted of criminal breach of trust under Section 409 with Byrraju Ramalinga Raju and Rama Raju, forgery, using forged documents as genuine, and fudging of accounts under sections 467, 468, 471 and 477-A. His bail conditions were the same as Suryanarayana Raju and Venkatpathi Raju. Vadlamani was sentenced to seven years, but was released on bail in May of 2015 along with all the others involved with the Satyam scandal based on the conditions of paying one-tenth of the fine, Rs 25 Lakhs (~$34,500 USD) within four weeks of his release.
V.S. Prabhakara Gupta (Chief of Internal Audit)
Gupta was convicted of forgery, using forged documents as genuine, and fudging of accounts under sections 467, 468, 471 and 477-A. Gupta was sentenced to seven years, but was released on bail as of May of 2015 as well as all the others involved in the Satyam scandal under the condition that one-tenth of his fine, Rs 25 Lakhs (~$34,500 USD) needs to be paid within four weeks of his release.
Subramani Gopalakrishnan (External Auditor for Satyam, Partner at PwC)
Gopalakrishnan was convicted of criminal breach of trust under section 406 and impersonation under Section 419, forgery, using forged documents as genuine, and fudging of accounts under sections 467, 468, 471 and 477-A. In addition, he was convicted of destruction of evidence under Section 201 with Byrraju Ramalinga Raju.  His bail conditions were set at paying one-tenth of his fine of Rs 25 Lakhs (~$34,500 USD) within four weeks of his release.
Srinivas Talluri (External Auditor for Satyam, Partner at PwC)
Like his PWC partner, Talluri was convicted of criminal breach of trust under Section 406 and impersonation under Section 419, forgery, using forged documents as genuine, and fudging of accounts under sections 467, 468, 471 and 477-A. His bail conditions were the same as his partner's: one-tenth of the fine, Rs 25 Lakhs (~$34,500 USD) needs to be paid within four weeks of his release.
After Mr. Raju's confession in 2009, the Indian government delegated a board in order to sell the remaining shares of Satyam. As one of the top Indian information technology companies with a vertically diversified portfolio, Satyam's auction attracted multiple IT companies.  As a result, Mahindra Group bought Satyam for Rs 2,889 cr to support their diversification strategy, since they were focusing on IT niche markets. Mahindra decided to amalgamate Satyam assets with their values by naming the company Mahindra Satyam to change the market perspective on Satyam's reputation. In late 2013, Mahindra Group ended their commitment to merge with Satyam by merging Mahindra Satyam into a brand new company called Tech Mahindra Ltd.
The immensity of Satyam's fraud scandal increased awareness and regulations in India. Boards of directors and high-positioned executives refer to the Indian business environment as pre and post-Satyam's scandal. There are still crucial players involved in pending cases, and every corporation operating in India needed to change its operations with compliance to the new regulations.
Post Scandal Effects on Key Players:
CEO: Byrraju Ramalinga Raju
After being convicted on April 2015, Mr. Raju is still the patriarch of his family heritage. However, the media is constantly harming his reputation. Netflix tried to broadcast "Bad Boy Billionaires", but Raju is constantly filing demands against Netflix as he argued that it would illegally invade his privacy. As a result, the judge granted a court order that currently prevents Netflix from broadcasting the series.
Internal Audit Chief: Prabhakar Gupta
As an internal Audit Chief of Satyam, Prabhakar Gupta has been banned from the Institute of Chartered Accountants of India, but he paid bail to get out of jail.
External Auditors: Price Waterhouse Coopers (PwC)
PwC is still recovering from the perception of accounting fraud in India. In 2018, based on a decade of Satyam's accounting fraud, the government of India still banned PwC for two years. In 2020, even though non-audit services generate more revenue than audit services, PwC announced that they will only perform audited services in India. This voluntary decision is a strategy to get acceptance from the government as an audit assurance services operating for the Indian companies.
Regulatory Changes in India
Companies Act 2013
After Satyam's scam, the Indian government retaliated by creating new regulations affecting all companies operating in India called The Companies Act 2013. This Act focuses on corporate governance by making the board more accountable for any actions done by companies. The essential controls that made The Companies Act 1956 obsolete are the following:
- Section 135: Companies must develop a corporate social responsibility in their core structure.
- Section 139: Appointment and re-appointment of auditors and audit firms after five consecutive years.
- Section 149: Companies must have at least one woman on the Board of Directors.
- Section 177: Companies must develop within their structure a whistleblower mechanism to report unethical behaviours.
- Section 188: There must be approval from the board of directors for related parties transactions.
- Section 195: Prohibits insider trading by directors and top executives.
- Section 197: Disclosure of packages like salaries, benefits, bonuses, stock options, etc.
Securities and Exchange Board of India
Based on Satyam's failure of corporate governance, SEBI revised Clause 49, listing guidelines to improve corporate governance.
Institute of Chartered Accountants of India
ICAI permanently cancelled the auditing licenses of PwC partners Gopalakrishnan and Talluri. Srinivasu, the Senior Vice President of Satyam was permanently banned to any practices of chartered accountants.
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