| Executive Summary | | | | | 3 | 1 | Introduction | | | | | | 4 | 2 | Corporate Governance-An Academic Review | | | 5 | | 2.1 | Corporate Governance Mechanisms | | | 5 | | 2.2 | Overview of the OECD Principles of Corporate Governance. | 6 | | 2.3 | Corporate Governance in India | | | | 7 | 3 | Satyam Computer Services Limited - Overview | | | 9 | | 3.1 | The Satyam Scandal | | | | | 10 | | 3.2 | Satyam's Corporate Governance Issues | | | 12 | 4 | Corporate Governance Recommendations-Satyam Compute Services Ltd. | 14 | 5 | Management Control System | | | | 16 | | Conclusion | | | | | | 18 | | References | | | | | | 19 | | | | | | | | | |
Executive Summary
This report examines the key issues in the corporate governance and management control systems of Satyam Computer Services Limited, an India based IT service provider, as of January 2009.
The report presents a detailed analysis of the company’s compliance with respect to its regulatory obligations and international corporate governance principles while reflecting on the scandal which questioned the company’s corporate integrity. Additionally, an overview of Satyam Management Control System and its need for restructuring is highlighted.
Conclusively, proposed changes within the overall company structure, within the context of international good practice, are recommended.
1. Introduction
Over the past decade, general concerns about the functioning of the corporate systems have been echoed due to the unexpected collapse of major companies. Criticism was further heightened with regard to the lack of effective board accountability, management control and companies’ corporate governance structure as a whole.
For these reason, and possible problems that could result from the separation of ownership and control, it was necessary for companies to intensify their corporate structures and mechanisms.
Corporate governance requires
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