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Corporate Governance links


Corporate Governance
World Bank International Corporate Website
Research Source: The Current Crisis of Investor Confidence: Corporate Governance and the Imbalance of Power, by Richard L. Wise

Best Practice Corporate Governance Program: Restoring Trust, a report by Richard C. Breeden, Court Appointed Corporate Monitor for MCI

Sarbanes-Oxley Overview
House Committee on Financial Services - Rebuilding Investor Confidence, Protecting U.S. Capital Markets - The Sarbanes-Oxley Act: The First Year

Sarbanes-Oxley Act (Full Text)

Exchange Listing Requirements
NYSE Rules: Corporate governance rule proposals submitted to the SEC on October 8, 2003

N.Y. STOCK EXCH. CONSTITUTION AND RULES R. 452

NASDAQ Rules: Corporate governance proposals as of February 26, 2003

AMEX Rules: Proposed rule changes as of May 21, 2003

Audit Committee
SEC Rule: Standards Relating to Listed Company Audit Committees

SEC Rule: Audit Committee Financial Experts & Disclosures Regarding Code of Ethics

SEC Rule:Strengthening the Commission's Requirements Regarding Auditor Independence.

Scholarly Articles and Assistance on the Whistleblower Processby Jernberg Law Group:

Audit Committee Expectations for Performance of the External Independent Auditor National Association of Corporate Directors publication intended to help the audit committee communicate its expectations of performance to the external auditor and to serve as a checklist for the annual evaluation of the external auditor.

Deloitte & Touche Audit Committee Governance Survey Results

An Approach to Effective Audit Committee Self-Evaluation KPMG LLP publication providing a checklist for audit committee self-evaluation, as proposed by the New York Stock Exchange proposed listing standards

Committee of Sponsoring Organizations of the Treadway Commission Homepage

Auditor Independence
Public Company Accounting Oversight Board Website of the PCAOB created by the Sarbanes-Oxley Act.

Internal Controls
SEC Release SEC adopting release dated June 5, 2003, Final Rule: Management's Reports on Internal Control Over Financial Reporting and Certification of Disclosure in Exchange Act Periodic Reports.

October 7, 2003 - PCAOB Release No. 2003-017 - Proposed Auditing Standard - An Audit of Internal Control Over Financial Reporting Performed in Conjunction with an Audit of Financial Statements.

Ernst & Young Report on Preparing Internal Control Reporting - A Guide for Management's Assessment Under Section 404 of the Sarbanes-Oxley Act

July 31, 2003 - PCAOB Flash Report - PCAOB Conducts Roundtable on Internal Control

Certifications
SEC Rule on Certification of Disclosure in Companies' Quarterly and Annual Reports

July 2003 - Association For Financial Professionals - Subcertification: Financial Professionals Taking the Lead on Sarbanes-Oxley - Report of Survey Results

Disclosure of Non-GAAP Financial Measures
January 27, 2003 - SEC Publishes Final Rules on the Disclosure of Pro Forma Financial Information

SEC Release SEC adopting release dated January 22, 2003, Final Rule: Conditions for Use of Non-GAAP Financial Measures.

SEC FAQ SEC Division of Corporation Finance release dated June 13, 2003, Frequently Asked Questions Regarding the Use of Non-GAAP Financial Measures.

SEC ReleaseSEC adopting release dated January 28, 2003, Final Rule: Disclosure in Management's Discussion and Analysis about Off-Balance Sheet Arrangements and Aggregate Contractual Obligations.

MD&A ChecklistBDO Seidman, LLP checklist designed to help identify matters that should be covered in MD&A.

Attorney Ethics
SEC Rule on Standards of Professional Conduct for Attorneys



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