The board members and statutory auditors of Satyam Computer Services Ltd were paid Rs14.03 crore during the previous two fiscal years, according to the company’s annual report. They were paid to ensure that the interests of Satyam’s shareholders are protected. These interests were not protected. The directors and auditors—including the independent directors who have resigned—should return the money to the shareholders.
True, there is no law to force them to do so. There is no variant, in this case, of the disgorgement powers that allow the securities markets regulator to ask wrongdoers to return profits that were unfairly earned in the stock market.
Despite this, the directors and auditors of Satyam should own responsibility for the fraud at the company and return the money they have been paid. The class action suits being filed in the US on behalf of shareholders in that country may force the issue anyway. But a voluntary recognition of culpability in this sordid episode will help.