Presentation by-
 Swapnil Mali
Rohit Deshmukh
 Vipin Bhosale
MITSOT System (2011-13)   2
OVERVIEW


•   Introduction
•   Literature Review
•   Findings and Analysis
•   Conclusions and Further Research




                 MITSOT System (2011-13)   3
Introduction

• Study shows
  – World is not only just going through economic
    crisis but also ethical crisis with the Corporate
    frauds, Accounting scandals, Mismanagement,
    Bribes and many more.
• Present Situation
• Purpose of Study
• Importance of Ethics



                   MITSOT System (2011-13)              4
Description of terms


   Code of
                         Financial         GAAP
   Conduct              Statements




 Balance      Income          Cash Flow      Stmt. Of
  Sheet        Stmt.            Stmt.      shareholders




              ASSETS = LIABILITIES +
             SHAREHOLDERS’ EQUITY


                 MITSOT System (2011-13)                  5
Uses of Financial
Statements

                            • Financial Position
            Company
                            • Decision Making




                                    • Evaluate Risk
                   Investors
                                    • Financial View




               Financi      • Amount of Loan
                  al
               Instituti    • Interest Rate
                 ons


          MITSOT System (2011-13)                      6
What is manipulation

                               Intentional omission
     Alteration
                              of events, accounts…



                  Manipulation



   presentation of                  Deliberate
     inadequate                  misapplication of
     disclosures                accounting policies

                  MITSOT System (2011-13)             7
Terms Used


                          Cooking
                         the Books
         Creative
        Accounting




                     Window
                     Dressing




       Manipulation of Financial
      Statements – Doing Wrong
           MITSOT System (2011-13)   8
Need for manipulation

                           Meet deadlines


                              Competition


  Need                             Tax


                          Executive Bonus


                           Investors happy
         MITSOT System (2011-13)             9
Manipulation and its
effects
                       • Less revenue
                       • Less TAX
   Expenses            • More revenue
                       • Better market position
                       • Happy investors

                      • More revenue
                      • Better market position
                      • Happy investors
    Income
                      • Less revenue
                      • Less TAX

         MITSOT System (2011-13)                 10
Manipulation and its
effects
• Investors are happy as long as Assets are
higher than liabilities.
• So to make Assets > Liabilities :

 1. Overstate assets than actual
 2. Showing fictitious deposits in bank and also
    interests on it
 3. Hiding your Liabilities
 E.g. Not showing all the loans , hiding unpaid bills




                   MITSOT System (2011-13)              11
Literature Review


What is Satyam ?     SATYAM                  What happened ?
- Company             SCAM                      - Accounting
Background                                           Scandal




              How did it happen ?
              Scandal Analysis



                   MITSOT System (2011-13)                12
Literature Review


What is Satyam ?     SATYAM                  What happened ?
- Company             SCAM                      - Accounting
Background                                           Scandal




              How did it happen ?
              Scandal Analysis



                   MITSOT System (2011-13)                13
Company background


What is Satyam ?     SATYAM
- Company             SCAM
Background




                   MITSOT System (2011-13)   14
Company Background
•   Satyam was established in 1987.
•   4th fastest growing IT company in India.
•   9 % market share
•   53,000 employees
•   Revenue $2.1 billion
•   First Indian company to be listed in three
    International Exchanges: NYSE, DOW and
    EURONEXT


                  MITSOT System (2011-13)        15
IT




Healthcare                             Automotive


                  Software
                Development,
                    ERP,
                Outsourcing,
                   CRM,
                 Consulting


                                        Banking
Bio-Tech                                  and
                                        Finance



                  Telecom
                 and Media


             MITSOT System (2011-13)                16
Interesting Facts

 Development centers across world.
 Stance over 66 countries across six
  continents.
 Satyam serves Fortune 500 Companies
  which are 163 in number out of its 558
  global companies.
 Exports account for almost 75.9 per cent of
  its total sales revenues.
 North America contributes around 65 per
  cent of the sales revenue followed by
  Europe.
                 MITSOT System (2011-13)        17
Account Practices

 U.S. Generally Accepted Accounting
  Principles (USGAAP)

 International Financial Reporting Standards
  (IFRS)

 Complied with Indian accounting standards




                MITSOT System (2011-13)       18
Literature Review


What is Satyam ?     SATYAM                  What happened ?
- Company             SCAM                      - Accounting
Background                                           Scandal




              How did it happen ?
              Scandal Analysis



                   MITSOT System (2011-13)                19
Accounting scandal



           SATYAM                  What happened ?
            SCAM                      - Accounting
                                           Scandal




         MITSOT System (2011-13)                20
What happened ?
 Satyam board
 announces the          Satyam
 decision to buy        announces a                                 Sale of Pledged
 stake in Maytas        board meeting          World Bank           shares of
 infrastructure a       on Dec 29th            confirms an 8        promoters result
 company owned          says it will           year ban of          in the promoter
 by the promoter        consider buy           Satyam for           stake in Satyam
 family of Satyam       back to keep           data theft and       coming down to
 for INR 65 Billion     investors trust        bribery              less than 5%


      Dec 16                Dec 18                 Dec 23              Jan 03
      2008                  2008                   2008                2009


                           Dec 19                    Dec 28                 Jan 07
Dec 17 2008                2008                      2008                   2009
Satyam calls          Unpaid files              4 Board               Mr. Ramalinga
of the Maytas         motion against            members resign        Raju resigns and
deal as a             Satyam and                in wake of            confesses/cites
result of             promoters for             Maytas                financial
investor              INR 55 Billion            controversy .         irregularities in
revolt.               claiming fraud            Market                the book of
                                                speculation talks     accounts to the
                                                of hostile take       tune of INR 71.36
                                                over by peers         Billion.

                                          MITSOT System (2011-13)                         21
Literature Review


What is Satyam ?     SATYAM                  What happened ?
- Company             SCAM                      - Accounting
Background                                           Scandal




              How did it happen ?
              Scandal Analysis



                   MITSOT System (2011-13)                22
Scandal Analysis



            SATYAM
             SCAM




       How did it happen ?
       Scandal Analysis



          MITSOT System (2011-13)   23
Satyam + PwC




      Ramalinga Raju – CEO
      created INR71.36 billion in fake
      billing and cash
      PwC auditors missed cash
      accounts?
          MITSOT System (2011-13)        24
Confessions of Raju
• “The scam of INR
  71.36 billions in the
  company’s balance
  sheet was a result of
  small manipulation of
  accounts done many
  years back.”

• “Riding a tiger, not
  knowing how to get
  off without being
  eaten.”

                 MITSOT System (2011-13)   25
The wealth of Satyam investors has
been wiped-out by the scandal.




                             Source: Economic Times, 2009
             MITSOT System (2011-13)                        26
Question Raised ?



 Investors                Board              Government
                                              Invention




             Accounting          Ethics and Code
             Standards              of Conduct

                   MITSOT System (2011-13)                27
Investors




   Investors                Board              Government
                                                Invention




               Accounting          Ethics and Code
               Standards              of Conduct

                     MITSOT System (2011-13)                28
Investors

• Investors play an important role in detecting
  financial position of a company.
• Investors must ensure that the share value which
  is listed is genuine and as per its financial status.
• Institutional investors should take more
  responsibility.
• Information about the company should be latest,
  from trusted source, easily accessible and
  correct.
• New regulation for information Act.
• Investors should take more care before investing.
• No risk involved if CEO is the founder of the
  company.
Board

• Must monitor the ethical policies and the way
  they are being maintained in the company.
• Accountable for the financial information
  being projected.
• No to inactive board members.
• Authority to independent board of directors.
• Clear understanding of responsibility between
  the board and next level employees.
• Qualified Board members.
Government Regulations, Policies and
intervention
• Government should always plays an active role in
  the company affairs because the company runs
  with the public money.
• The government must frequently check the
  company’s performance in the market and take
  necessary steps in curtailing any malpractices or
  falsification.
• Government is not taking any corrective
  measures in case of any violations
• If the auditor do their work sincerely then any
  balance sheet and income statements would
  show the fair value of the company’s financial
  records.
• Government intervention must be increased to
  have a foolproof mechanism in the company
  policy matters.
Accounting Standards

• Auditors main responsibility is to check
  fairness and trueness of financial
  statements.
• Proper Audit Tools.
• Freedom for auditors
• Reputation of auditing firm/individual can’t
  avoid scandals.
• Most of the companies involved in mega
  scandals were audited by reputed auditing
  firms.
Ethics of Individuals/Company, Defining
and implementing code of conduct

• Search or Nominations Committee
• Proper code of conduct updated on regular
  basis should be implemented.
• Every company should have fraud detection
  mechanism.
• Good Corporate Governance
• Good educational background doesn’t
  always mean individual has good ethics.
• Whistle blowing policies
Result of scandal




         MITSOT System (2011-13)   34
A Tale of Two Frauds
Then : December, 2001   Now : December, 2008
Failure of Auditors

   Must take
  information
  directly from
      Bank        Company in order
                  to show increase
                   in revenue has
                  created fictitious
                    debtors and in
                   turn resulted in
                    fictitious bank
  Confirmation          balance.
   from Bank
   regarding
    balances
Role of External Auditor
• The auditor did not confirm the bank balances
  independently
• The various protocols were violated
• Two set of Confirmation
• No sample checking of invoices
• Liability against tax not reported
• Extra-ordinary payment of audit fee
• Not verifying the accrue interest on fake FDs
• Not verifying the TDS on accrued interest
• Not doing end to end audit
• Systems were found to be lax and same was not
  taken up for rectification
Role of Internal Auditor
• The auditor did not do beginning to end
  transactions verification
• Cash and bank balances were not verified
• Fake invoices were ignored
• The matter was not reported to Audit
  Committee
• The audit plans were prepared on the basis
  of the approval of the promoters
• Serious findings of the auditing team were
  ignored by the audit team leader

                MITSOT System (2011-13)    38
MITSOT System (2011-13)   39

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Satyam scandal a full analysis

  • 1. Presentation by- Swapnil Mali Rohit Deshmukh Vipin Bhosale
  • 3. OVERVIEW • Introduction • Literature Review • Findings and Analysis • Conclusions and Further Research MITSOT System (2011-13) 3
  • 4. Introduction • Study shows – World is not only just going through economic crisis but also ethical crisis with the Corporate frauds, Accounting scandals, Mismanagement, Bribes and many more. • Present Situation • Purpose of Study • Importance of Ethics MITSOT System (2011-13) 4
  • 5. Description of terms Code of Financial GAAP Conduct Statements Balance Income Cash Flow Stmt. Of Sheet Stmt. Stmt. shareholders ASSETS = LIABILITIES + SHAREHOLDERS’ EQUITY MITSOT System (2011-13) 5
  • 6. Uses of Financial Statements • Financial Position Company • Decision Making • Evaluate Risk Investors • Financial View Financi • Amount of Loan al Instituti • Interest Rate ons MITSOT System (2011-13) 6
  • 7. What is manipulation Intentional omission Alteration of events, accounts… Manipulation presentation of Deliberate inadequate misapplication of disclosures accounting policies MITSOT System (2011-13) 7
  • 8. Terms Used Cooking the Books Creative Accounting Window Dressing Manipulation of Financial Statements – Doing Wrong MITSOT System (2011-13) 8
  • 9. Need for manipulation Meet deadlines Competition Need Tax Executive Bonus Investors happy MITSOT System (2011-13) 9
  • 10. Manipulation and its effects • Less revenue • Less TAX Expenses • More revenue • Better market position • Happy investors • More revenue • Better market position • Happy investors Income • Less revenue • Less TAX MITSOT System (2011-13) 10
  • 11. Manipulation and its effects • Investors are happy as long as Assets are higher than liabilities. • So to make Assets > Liabilities : 1. Overstate assets than actual 2. Showing fictitious deposits in bank and also interests on it 3. Hiding your Liabilities E.g. Not showing all the loans , hiding unpaid bills MITSOT System (2011-13) 11
  • 12. Literature Review What is Satyam ? SATYAM What happened ? - Company SCAM - Accounting Background Scandal How did it happen ? Scandal Analysis MITSOT System (2011-13) 12
  • 13. Literature Review What is Satyam ? SATYAM What happened ? - Company SCAM - Accounting Background Scandal How did it happen ? Scandal Analysis MITSOT System (2011-13) 13
  • 14. Company background What is Satyam ? SATYAM - Company SCAM Background MITSOT System (2011-13) 14
  • 15. Company Background • Satyam was established in 1987. • 4th fastest growing IT company in India. • 9 % market share • 53,000 employees • Revenue $2.1 billion • First Indian company to be listed in three International Exchanges: NYSE, DOW and EURONEXT MITSOT System (2011-13) 15
  • 16. IT Healthcare Automotive Software Development, ERP, Outsourcing, CRM, Consulting Banking Bio-Tech and Finance Telecom and Media MITSOT System (2011-13) 16
  • 17. Interesting Facts  Development centers across world.  Stance over 66 countries across six continents.  Satyam serves Fortune 500 Companies which are 163 in number out of its 558 global companies.  Exports account for almost 75.9 per cent of its total sales revenues.  North America contributes around 65 per cent of the sales revenue followed by Europe. MITSOT System (2011-13) 17
  • 18. Account Practices  U.S. Generally Accepted Accounting Principles (USGAAP)  International Financial Reporting Standards (IFRS)  Complied with Indian accounting standards MITSOT System (2011-13) 18
  • 19. Literature Review What is Satyam ? SATYAM What happened ? - Company SCAM - Accounting Background Scandal How did it happen ? Scandal Analysis MITSOT System (2011-13) 19
  • 20. Accounting scandal SATYAM What happened ? SCAM - Accounting Scandal MITSOT System (2011-13) 20
  • 21. What happened ? Satyam board announces the Satyam decision to buy announces a Sale of Pledged stake in Maytas board meeting World Bank shares of infrastructure a on Dec 29th confirms an 8 promoters result company owned says it will year ban of in the promoter by the promoter consider buy Satyam for stake in Satyam family of Satyam back to keep data theft and coming down to for INR 65 Billion investors trust bribery less than 5% Dec 16 Dec 18 Dec 23 Jan 03 2008 2008 2008 2009 Dec 19 Dec 28 Jan 07 Dec 17 2008 2008 2008 2009 Satyam calls Unpaid files 4 Board Mr. Ramalinga of the Maytas motion against members resign Raju resigns and deal as a Satyam and in wake of confesses/cites result of promoters for Maytas financial investor INR 55 Billion controversy . irregularities in revolt. claiming fraud Market the book of speculation talks accounts to the of hostile take tune of INR 71.36 over by peers Billion. MITSOT System (2011-13) 21
  • 22. Literature Review What is Satyam ? SATYAM What happened ? - Company SCAM - Accounting Background Scandal How did it happen ? Scandal Analysis MITSOT System (2011-13) 22
  • 23. Scandal Analysis SATYAM SCAM How did it happen ? Scandal Analysis MITSOT System (2011-13) 23
  • 24. Satyam + PwC Ramalinga Raju – CEO created INR71.36 billion in fake billing and cash PwC auditors missed cash accounts? MITSOT System (2011-13) 24
  • 25. Confessions of Raju • “The scam of INR 71.36 billions in the company’s balance sheet was a result of small manipulation of accounts done many years back.” • “Riding a tiger, not knowing how to get off without being eaten.” MITSOT System (2011-13) 25
  • 26. The wealth of Satyam investors has been wiped-out by the scandal. Source: Economic Times, 2009 MITSOT System (2011-13) 26
  • 27. Question Raised ? Investors Board Government Invention Accounting Ethics and Code Standards of Conduct MITSOT System (2011-13) 27
  • 28. Investors Investors Board Government Invention Accounting Ethics and Code Standards of Conduct MITSOT System (2011-13) 28
  • 29. Investors • Investors play an important role in detecting financial position of a company. • Investors must ensure that the share value which is listed is genuine and as per its financial status. • Institutional investors should take more responsibility. • Information about the company should be latest, from trusted source, easily accessible and correct. • New regulation for information Act. • Investors should take more care before investing. • No risk involved if CEO is the founder of the company.
  • 30. Board • Must monitor the ethical policies and the way they are being maintained in the company. • Accountable for the financial information being projected. • No to inactive board members. • Authority to independent board of directors. • Clear understanding of responsibility between the board and next level employees. • Qualified Board members.
  • 31. Government Regulations, Policies and intervention • Government should always plays an active role in the company affairs because the company runs with the public money. • The government must frequently check the company’s performance in the market and take necessary steps in curtailing any malpractices or falsification. • Government is not taking any corrective measures in case of any violations • If the auditor do their work sincerely then any balance sheet and income statements would show the fair value of the company’s financial records. • Government intervention must be increased to have a foolproof mechanism in the company policy matters.
  • 32. Accounting Standards • Auditors main responsibility is to check fairness and trueness of financial statements. • Proper Audit Tools. • Freedom for auditors • Reputation of auditing firm/individual can’t avoid scandals. • Most of the companies involved in mega scandals were audited by reputed auditing firms.
  • 33. Ethics of Individuals/Company, Defining and implementing code of conduct • Search or Nominations Committee • Proper code of conduct updated on regular basis should be implemented. • Every company should have fraud detection mechanism. • Good Corporate Governance • Good educational background doesn’t always mean individual has good ethics. • Whistle blowing policies
  • 34. Result of scandal MITSOT System (2011-13) 34
  • 35. A Tale of Two Frauds Then : December, 2001 Now : December, 2008
  • 36. Failure of Auditors Must take information directly from Bank Company in order to show increase in revenue has created fictitious debtors and in turn resulted in fictitious bank Confirmation balance. from Bank regarding balances
  • 37. Role of External Auditor • The auditor did not confirm the bank balances independently • The various protocols were violated • Two set of Confirmation • No sample checking of invoices • Liability against tax not reported • Extra-ordinary payment of audit fee • Not verifying the accrue interest on fake FDs • Not verifying the TDS on accrued interest • Not doing end to end audit • Systems were found to be lax and same was not taken up for rectification
  • 38. Role of Internal Auditor • The auditor did not do beginning to end transactions verification • Cash and bank balances were not verified • Fake invoices were ignored • The matter was not reported to Audit Committee • The audit plans were prepared on the basis of the approval of the promoters • Serious findings of the auditing team were ignored by the audit team leader MITSOT System (2011-13) 38

Editor's Notes

  • #30: Instituational shareholders should try to satisfy themselves that the investee company’s board and sub-committee structures are effective; that independent directors provide adequate oversight; and maintain a clear audit trail of their meetings and of votes cast on company resolutions, in particular contentious issues.
  • #36: Major differences between these two historic scandals lies in the complexity and public understanding of the scandal and the role of the auditor.What is AndersenEnron involved a public company with millions of investors and a large international accounting firm – Arthur AndersenMadoff involved thousands of wealthy investors and a $50 billion Ponzi scheme and a small auditing firm operated by a sole practitioner, David Friehling of New York.The public and press did not understand the complexities of trading energy futures & manipulating markets but they did understand shredding of documents by AndersenIn Madoff’s case, the public understands Ponzi schemes and thus looks no further. Even though the auditor, David Friehling will be facing 105 years in jail