In one sense, it still looks like business as usual when it comes to executives hauling in huge severance packages. For example, Wallace D. Malone Jr., the chief executive officer of SouthTrust Corp., is entitled to $59 million in termination awards, stock awards, and options over the next five years if he leaves the Birmingham-based […]
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8-K Rule Effective Next Week; Rule Delay Rumors Abound
On Aug. 23, the SEC’s accelerated 8-K amendments become effective. On that date, the number and type of events required to be reported on Form 8-K will expand significantly—as will the amount of attention and effort that public companies must devote to their Form 8-K reporting obligations. The amendments also shorten the filing deadline for […]
Compliance With Section 404 Costing More Than Expected
According to a recent study conducted by Financial Executives International, complying with Section 404 of The Sarbanes-Oxley Act will cost public companies over 60 percent more than previously anticipated. The study, which surveyed 224 public companies with average revenues of $2.5 billion, pegged the total cost of “year one” compliance at $3.14 million. That’s a […]
Cumulative Voting Disappearing In Governance Trade-Off
Back in June, Energy East agreed to declassify its board of directors, thus ending the staggered terms. Was this yet another case of a company voluntarily practicing good governance in this Sarbanes-Oxley world? Sort of. Because while it declassified its board, at the same time the company discontinued its practice of allowing cumulative voting of […]
Five Worst Practices To Avoid When Handling Restatements
Many compliance officers and in-house counsel are aware of the important steps they need to follow in order to assess a potential financial restatement and implement a comprehensive strategy for managing the restatement. It is perhaps equally instructive, however, to study the more egregious mistakes that others have made in the face of a restatement […]
36 Internal Control Disclosures In July
SECTION 404 The July Data View The Actual Internal Control Disclosures From July View Sample Disclosures Of Remediation Efforts From July According to a review of regulatory filings during the month of July, 36 companies disclosed material weaknesses or significant deficiencies in internal controls, or provided material updates on the status of their control-improvement processes. […]
$21.4b EDS Names EVP, Secretary, General Counsel
Plano, Texas-based IT services company EDS announced that former Sprint EVP and chief staff officer Bruce Hawthorne would take over the duties of EVP, secretary and general counsel from Gil Friedlander, who will return to private practice. Hawthorne Hawthorne will direct EDS’ global legal operations, and will lead the company’s Office of Ethics and Business […]
AICPA Ethics Committee Weighs In On Outsourcing
On Aug. 9, the AICPA Professional Ethics Executive Committee issued an exposure draft regarding the responsibilities of businesses to disclose to their customers and clients when they outsource services. The boom in offshore outsourcing has been a lightening rod for policy makers and unions and recent months, and has become a corporate governance issue through […]
Client Size, Auditor Specialization, & Fraudulent Reporting
Academic study examines the effect that client size has on the relation between industry-specialist auditors and fraudulent financial reporting.
EDGAR Changes Will Accommodate New 8-K Rules; Manual Published
On August 23, 2004, the SEC’s EDGAR system will be updated in order to support the redesign of Form 8-K. The form will accommodate the additional disclosure requirements effective that day, which include eight new items and the transfer of two items from the periodic reports. According to a Commission announcement, a new hierarchical numbering […]


