Author:
Jae Shim, PHd
The Sarbanes-Oxley Act & Corporate Governance
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Copyright © 2010 | Field of Study: Accouting Level: Basic Recommended CPE Credit 6 hours Prerequisites: None Advanced Preparation: None Type of Delivery: Self-Study Expiration: Course expires 1 year after purchase Course Update: Jan, 2009 Accreditation: NASBA, IRS, CTEC, OTPB Guarantee/Complaint Resolution |
Course Outline
Lesson 1 - Points of Controversy
Overall Objectives
Learning Objectives 1
Accounting Scandals
Controversial Points
Moving Debt
Earnings Management
Overstated Pension Plans
Underreporting Compensation
Revenue Accounting
Expense Accounting
Channel Stuffing
Inappropriate Earnings Management Practices
Auditor Independence
Corporate Governance Issue
Stock Options Controversy
Option Pricing Models
Lesson 2 - FASB Proposals
Learning Objectives 2
FASB 123
FASB 123R
Alternatives to Stock Options: Restricted Stock and Stock Appreciation Rights
The Black-Scholes Problem and Other Lattice-based Option Models
The Binomial Model
Stock Options Backdating: Illegal Practice
Special-Purpose Entities
The New York Stock Exchange's Corporate Governance Rules
SEC Approves Rules
Limitations
Analyst Compensation
Firm Compensation
Restrictions on Trading
Disclosures
Disclosures in Research
Disclosures by Analysts
SEC Tightens Deadlines
Analysts' Stock Research
Lesson 3 - Sarbanes-Oxley Act
Learning Objectives 3
Corporate Responsibility
Specifics
Other Requirements
Internal Control Report
Requirements for Corporations
Criminal Penalties Enhanced
Analyst Conflicts of Interest
Attorney Requirements
Lesson 4 - Corporate Governance
Learning Objectives 4
Key Landmarks
Financial Literacy Training Can Be Very Helpful
SEC Approves New Listing Standards
SEC Restricts Mutual Funds' Broker Rewards
Mandatory Evaluation of Board Performance
Lesson 5 - SOX Act
Learning Objectives 5
Section 404 Of The Sarbanes-Oxley Act
Internal Control over Financial Reporting
Responsibilities of Management and the Independent Auditor
Audit of Internal Control over Financial Reporting
Structure of the New Reporting Model
Management's Report
The Independent Auditor's Report
Material Weakness
The Sox Section 302 And Section 906 Considerations
Section 302 - Management Certifications
Section 906 - Management Certifications (Criminal Provision)
A List of Questions You Need To Answer For Sarbanes-Oxley Compliance
Good Governance
Governance Analytics
Corporate Governance Quotient
Board Effectiveness Ratings
Lesson 6 - Information Technologies
Learning Objectives 6
Documentation
Meaningfulness
Time is Factor
Assist With Compliance
Some Compliance Software
Lesson 7 - Social Responsibility
Learning Objectives 7
Corporate Social Responsibility
Financial Constraints
Public Interest
CSR
Specialist Rating Agencies
Basic Indicators
CSR Best Practice
Lesson 8 - Business Ethics
Learning Objectives 8
Ethics
Increased Concern
Unethical Behavior
General Guides to Ethics
Evaluating Behavior
Ethics are Individual
Codes of Ethical Conduct
Standards of Ethical Conduct
Competence
Confidentiality
Integrity
Objectivity
Resolve Ethical Conflict
Conflict of Interest
Legal Aspects
Lesson 9 - Summary - Sarbanes-Oxley Act
Learning Objectives 9
Sections 3 and 101
Sections 102 and 103
Sections 109;104;105;106
Sections 107 and 108
Sections 200
Sections 300
Sections 400
Section 501
Sections 600
Section 701
Title VIII
Title IX
Sections 1000
Course Objectives
Lesson - 1After studying this lesson you will be able to:
- List and describe each of the sources of accounting irregularities and scandals.
- Explain the Enron debacle and its major reasons.
- Give some examples of recent financial restatements.
- Define Special Purpose Entities (SPEs).
After studying this lesson you will be able to:
- Identify the stock option controversy: to expense or not to expense.
- Explain the background that led to the issuance of FASB No. 123R.
- Illustrate why stock option backdating can be hazardous to shareholders.
- Describe briefly a series of rules and regulations put out by the FASB, NYSE, SEC, and AIMR.
After studying this lesson you will be able to:
- List the major features of the Corporate Responsibility Law - the Sarbanes-Oxley (SOX) Act of 2002.
After studying this lesson you will be able to:
- Define corporate governance and describe how governance can be measured quantitatively.
After studying this lesson you will be able to:
- Describe the Section 404 of the SOX Act—Internal Control over Financial Reporting.
- Explain how the Section 302 and Section 906 certifications relate to the Section 404 reports.
- Outline a list of questions you need to answer for Sarbanes-Oxley compliance.
After studying this lesson you will be able to:
- Explain how software and technologies can be helpful in implementing the SOX Act.
After studying this course you will be able to:
- Compare and contrast social responsibility (CSR) and business ethics.
After studying this course you will be able to:
- How to apply the standards of ethical conduct promulgated by the Institute of Management Accountants (IMA).
After studying this lesson you will be able to:
- Determine which services are outside the scope of practice of auditors.
- Determine which services are prohibited activities.
- Determine the rules by which the Board of directors must operate.
- Determine the period of time audit working papers must be maintained.