Lecture Note Week 12
Session 1, 2013
FINS 3626 p International Corporate Governance
Week 12 Case‐study & Final Examination Review
Dr Gloria Y. Tian School of Banking & Finance y.tian@unsw.edu.au
Satyam Computers Ltd.
Satyam Computers Ltd., the winner of Golden
Case‐study: Governance Failure Satyam Computers Ltd.
Peacock Award for Excellence in Corporate Governance, ironically became a black mark in the history of corporate governance in India, when Ramalinga Raju (f li j (founder, CEO and the chairman) d d h h i ) admitted fraud in his resignation letter. Satyam, founded by Ramalinga Raju and his brother, became a publicly listed company in 1992. The company expanded into foreign countries in 1996, and Satyam has been cross‐listed in the U.S (as ADR) since 1999.
4
Satyam Computers Ltd. (Cont.)
Name
Satyam: Board Composition (pre‐crisis)
Affiliation Executive chairman, Promoter‐director Managing director, Promoter‐director Executive director, Declared interim CEO Non‐executive director , consultant Non‐executive director, independent Non‐executive director, independent Non‐executive director, independent Non‐executive director, independent Non‐executive director, independent Qualification MBA MBA MCA Ph.D. Ph.D. Occupation Promoter of Satyam Computers Promoter of Satyam Computers Employee and executive director on board of Satyam Professor at Harvard Business School Management consultant and advisor to Kennedy School of Management Director of New Path Ventures LLC,NEA—Indo U.S. Ventures LLC Ramalinga Raju Rama Raju Ram Mynampati Prof. Krishna G.Palepu Dr.(Mrs) Mangalam Srinivasan Mr. Vinod K.Dham Prof. M. Rammohan Rao Mr, T.R. Prasad
The company had some (foreign) institutional investors. The company had a board with majority independence,
and Raju brothers were the only “promoter shareholders” sitting on the board. The audit and remuneration committees were independent. ti itt i d d t In 2008, ranked as one of
FINS 3626 p International Corporate Governance
Week 12 Case‐study & Final Examination Review
Dr Gloria Y. Tian School of Banking & Finance y.tian@unsw.edu.au
Satyam Computers Ltd.
Satyam Computers Ltd., the winner of Golden
Case‐study: Governance Failure Satyam Computers Ltd.
Peacock Award for Excellence in Corporate Governance, ironically became a black mark in the history of corporate governance in India, when Ramalinga Raju (f li j (founder, CEO and the chairman) d d h h i ) admitted fraud in his resignation letter. Satyam, founded by Ramalinga Raju and his brother, became a publicly listed company in 1992. The company expanded into foreign countries in 1996, and Satyam has been cross‐listed in the U.S (as ADR) since 1999.
4
Satyam Computers Ltd. (Cont.)
Name
Satyam: Board Composition (pre‐crisis)
Affiliation Executive chairman, Promoter‐director Managing director, Promoter‐director Executive director, Declared interim CEO Non‐executive director , consultant Non‐executive director, independent Non‐executive director, independent Non‐executive director, independent Non‐executive director, independent Non‐executive director, independent Qualification MBA MBA MCA Ph.D. Ph.D. Occupation Promoter of Satyam Computers Promoter of Satyam Computers Employee and executive director on board of Satyam Professor at Harvard Business School Management consultant and advisor to Kennedy School of Management Director of New Path Ventures LLC,NEA—Indo U.S. Ventures LLC Ramalinga Raju Rama Raju Ram Mynampati Prof. Krishna G.Palepu Dr.(Mrs) Mangalam Srinivasan Mr. Vinod K.Dham Prof. M. Rammohan Rao Mr, T.R. Prasad
The company had some (foreign) institutional investors. The company had a board with majority independence,
and Raju brothers were the only “promoter shareholders” sitting on the board. The audit and remuneration committees were independent. ti itt i d d t In 2008, ranked as one of