The Sarbanes-Oxley Act (SOX) was enacted in July 2002 to restore
investors' confidence in the financial markets and close loopholes
that allowed public companies to defraud investors.
The major changes to the accounting profession as a result of
Sarbanes-Oxley are as follows:
- One direct effect of the
Sarbanes-Oxley Act on corporate governance is the strengthening of
public companies' audit committees. The audit committee receives
wide leverage in overseeing the top management's accounting
decisions.
- Changed the management's
responsibility for financial reporting significantly. This act
requires that top managers personally certify the accuracy of
financial reports.
- The act significantly strengthens
the disclosure requirement. Public companies are required to
disclose any material off-balance sheet arrangements. The company
is also required to disclose any pro forma statements and how they
would look under the generally accepted accounting principles
(GAAP).
- The Sarbanes-Oxley Act imposes
harsher punishment for obstructing justice, securities fraud, mail
fraud, and wire fraud.
- The costliest part of the
Sarbanes-Oxley Act is Section 404, which requires public companies
to perform extensive internal control tests and include an internal
control report with their annual audits. Testing and documenting
manual and automated controls in financial reporting requires
enormous effort and involvement of not only external accountants
but also experienced IT personnel. The compliance cost is
especially burdensome for companies that heavily rely on manual
controls. The Sarbanes-Oxley Act has encouraged companies to make
their financial reporting more efficient, centralized and
automated.