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WEDNESDAY, NOVEMBER 25, 2009

Hyderabad / Bangalore: Raising fresh doubts about the credibility of Satyam Computer Services Ltd’s promoter-managers, Harvard professor G. Krishna Palepu now says he actually resigned as a director after being stunned by a disclosure that chairman B. Ramalinga Raju and his family’s stake may have been diluted by financial institutions who had lent them money.

New revelations: Harvard Business School professor Krishna Palepu. India Today Images

New revelations: Harvard Business School professor Krishna Palepu. India Today Images

The promoter family’s stake, originally estimated at relatively low 8.6%, is a key component of a major self-dealing and corporate governance scandal that has enveloped Satyam after chairman Raju personally led an effort to use $1.6 billion (Rs7,760 crore today) of the computer company’s money to buy out two infrastructure companies that were promoted by his sons.

At least four so-called independent directors have now resigned amid a slew of unanswered questions; Satyam’s repeated stonewalling about key gaps in its statements; a sharp plunge in Satyam’s shares since 16 December; and a serious government probe that has cast a dark shadow over corporate governance practices and shareholder rights in India.

“The timing of my resignation was prompted by the revelation this past weekend that the promoters of Satyam pledged their shares with financial institutions, and that they were under margin call pressure. This was complete news to me,” Palepu wrote in an email response to a Mint questionnaire.

Satyam disclosed that the promoters had informed the company on 27 December of the possibility of their stake being reduced as a result of institutional lenders liquidating the shares. The company and the promoters have since refused to elaborate or address stories that the stake may have been halved.

Palepu’s statement is a dramatic change in stance by the Harvard Business School professor.

Also See Satyam’s Director Compensation (Graphic)

In an earlier statement, Palepu claimed that he had been working with the management of Satyam to craft a new agenda for the company to deal with the challenges it faces and his physical presence was required over the coming weeks and months to effectively implement this agenda.

“Due to my teaching commitments, this is unfortunately not possible, so I have regretfully resigned,” he had said, a claim similar to another academic, M. Ramamohan Rao, dean of the Indian School of Business in Hyderabad, who too claimed a busy schedule for resigning.

Both the other directors who resigned, well-regarded venture capitalist Vinod Dham and Mangalam Srinivasan, said they were resigning over the botched acquisition deal that Satyam said was signed off by all nine directors unanimously.

Satyam aborted the deal within 12 hours of unveiling it because institutional shareholders mounted a revolt and its US-listed shares lost at least half their value.

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Rohit Said:


The one lesson we should all learn is that these 'brilliant experts' are no better than most others slogging away at lesser known universities as professors. These shameless guys take shareholders money, pad their resume with directorships, make undeserved money, go to cocktail parties, and then are absent when they are most needed. And then they resign - my goodness, the gall. Clean up the mess you created, Mr Palepu. And get ready for a liability lawsuit. You deserve to be fired from your job for unethical, incompetent behavior. You need to be debarred from ever again serving as a director of a public company anywhere in the world. Countless people like me lost our hard earned money due to your dereliction of fiduciary duties. Shame on you.

Posted On 12/31/2008 5:21:49 AM
Krishna Said:


Independent directors must be answerable. Having approved the Maytas purchase deal, they should account for the benefits they expected to receive. However, Raju should be given another chance. He has a great track record of building such an organization that delivered value to client the world over. Satyam has competed with other world class organizations, grown to its current state and even made a lot of people proud.

Posted On 12/31/2008 12:20:45 PM
vthyagi Said:


Is is sad that such highly respected individuals (earlier) after taking such huge amounts as consultation fees over the past few years failed to notice these things. I wonder whether they practice what they preach - in school or in their ventures - very sad and depressing. All these directors should be forced to do social service - they should take up social causes voluntarily. A street vendor/ poor man is more honest than these guys.

Posted On 1/8/2009 1:40:45 PM