pam334 - lecture 18 - Pam 334 Lecture 18 Lehman Bros Monday...

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Pam 334 – October 17, 2007 Lecture 18 Lehman Bros – Monday 22 nd Prelim 2 – week from today Cornell Trustee – Friday – Read annual report – 1-19 – def pages 10-15 Read effects and unintended consequences of the Sarbanes Oxley act on corporate boards. Quack Corporate Governance Sarbanes-Oxley SOX act - Passed in charged political environment – timing was key - Run-up to midterm 2002 elections - After failures of Enron and World Com - Very little deliberation SOX was a departure from a pervious federal regulation - Previously mainly disclosure requirements – not actual mandates - State corporate law contained federal mandates – certain rules - SOX moved authority from states to SEC - Complex Legislation: Interpretation of many sections not well understood. o hard to know exactly what they mean Main Provisions of SOX – only the “highlights” Audit Committees – - Sec. 301 – Requires all members of the audit committee to be independent directors - Audit comm.. chooses auditors and oversees audits -
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