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Audit Committee Members: the Act Affects You!
Last month, we discussed the provisions of the Sarbanes-Oxley Act (the Act) that directly affect audit committees. These included Title II: auditor indpendence. This month, we discuss Title III: corporate resposibility, and Title IV: enhanced financial disclosures.
Title III: Corporate Responsibility
- Section 301. Public company audit committees. This section specifies that audit committees are directly responsible for appointment, compensation and oversight of the work of an auditor.
This section is clearly instrumental in advancing corporate governance, as it transfers the responsibility of engaging the auditor from management to the audit committee, and, thereby, aligning the scope of the auditor's objectives with those of the shareholders. There are several initial and ongoing issues for the audit committee to consider in this regard. First, the audit committee should consider if continuing engagement of the auditor is appropriate in light of the partner's and the firm's industry experience. This issue's relevance depends on the complexity, diversity and operations of the company.
The DOJ's Corporate Enforcement Policy: One Year Later
The DOJ's Criminal Division issued three declinations since the issuance of the revised CEP a year ago. Review of these cases gives insight into DOJ's implementation of the new policy in practice.
The DOJ's New Parameters for Evaluating Corporate Compliance Programs
The parameters set forth in the DOJ's memorandum have implications not only for the government's evaluation of compliance programs in the context of criminal charging decisions, but also for how defense counsel structure their conference-room advocacy seeking declinations or lesser sanctions in both criminal and civil investigations.
Use of Deferred Prosecution Agreements In White Collar Investigations
This article discusses the practical and policy reasons for the use of DPAs and NPAs in white-collar criminal investigations, and considers the NDAA's new reporting provision and its relationship with other efforts to enhance transparency in DOJ decision-making.
Bankruptcy Sales: Finding a Diamond In the Rough
There is no efficient market for the sale of bankruptcy assets. Inefficient markets yield a transactional drag, potentially dampening the ability of debtors and trustees to maximize value for creditors. This article identifies ways in which investors may more easily discover bankruptcy asset sales.
A Lawyer's System for Active Reading
Active reading comprises many daily tasks lawyers engage in, including highlighting, annotating, note taking, comparing and searching texts. It demands more than flipping or turning pages.