SEC MARY Essay

1. The SEC is often called the “watchdog” of corporate America. How does it assist in preventing fraud?

Fincham and Rhodes (2005, p525) define change management as ‘the leadership and direction of the process of organisational transformation – especially with regard to human aspects and overcoming resistance to change’.

The US Securities and Exchange Commission (SEC) is the US federal agency that holds the primary mandate to enforce federal securities laws and regulations to control the securities industry and the country’s stock exchange and regulation of all activities and organizations including the US electronic securities market. The SEC is committed to promoting a market environment that yields public trust characterized by integrity to attain its mission of protecting investors through maintenance of fair and efficient markets through facilitation of capital information (Basagne, 2010). The SEC financing is a major area of focus since there has been major concern regarding the SEC agency financing and whether they utilize the

Following a number of discovered fraud scandals committed by well-known corporations and in order to restore public confidence in the stock market and trading of securities, the United States congress passed the Sarbanes-Oxley Act in the year 2002. As a result of the act endorsement by the New York Stock Exchange and the Securities and Exchange Commission, among many other national overseeing committees, a number of rules and regulations were proposed and adopted and that demanded new processes and programs be instilled for ensuring compliance with the requirements of the new law. The new rules and regulations pertaining to the enacted law have a common goal:

5. News of the massive fraud prompted an angry public to question why the nation’s “watchdog function” for the capital markets, particularly the independent audit function, had failed once again.

In the early 2000’s there were a series of financial scandals that took place by large companies such as Enron, Tyco, and WorldCom. The impact of these scandals was significant. Investors lost large amounts of money. Employees of the scandalous companies not only lost their jobs but lost their life savings. The financial scandals that had taken place were so severe that an Act was created in response to them in hopes to prevent these scandals from happening. The Sarbanes-Oxley Act, also referred to as SOX or Sarbanes-Oxley, was created by Senator Paul Sarbanes and Representative Michael Oxley and was signed into law by President George W. Bush on July 30, 2002. The creation and passing of the act was so tremendous that “in the opinion of most observers of securities legislation” Sarbanes-Oxley was “viewed as the most important new law enacted since the passage of the Securities and Exchange Act of 1934” (Ink.com 2008).

The Securities and Exchange Commission (SEC) is an agency created by the federal government to protect the investors and regulate the securities markets, as well as monitoring the corporate takeovers in the United States (Jones, 112). The SEC oversees security transactions, mutual fund trading, and activities of financial professionals to international deception and prevents fraud. With certain exceptions, the Commission has the authority to regulate trading and issuance of law securities that are offered to the public, it also requires the issuers to provide the investors with sufficient information in order to make informed

SEC whistleblowers who provide tips about possible unlawful conduct are heroes, although they rarely see themselves that way. Anyone who is considering alerting the U.S. Securities and Exchange Commission (SEC) about irregularities that involve their employer, colleagues or friends has probably wrestled with the decision for a while before taking action. People who find the courage to report potential violations should remember that they are protecting investors who are saving for retirement or their child's college education.

Some can say that the Sarbanes-Oxley Act of 2002 is working while some say that there still ways to get around to committing corporate fraud. Washington wants to crack down on corporate fraud so they came up with the Sarbanes-Oxley Act in 2002 that was designed to protect the interest of investors. “The Sarbanes-Oxley Act established oversight of public corporate governance and financial reporting obligations and redesigned accountability and ethics standards…” (Ferrell, O., Hirt, G., & Ferrell, L., 2009). The act was an important stepping-stone in the right direction especially when responding to the financial scandals of Enron and WorldCom. Those scandals shook customer’s faith and confidence in corporate management of private organizations.

“The SEC works closely with many other institutions, including Congress, other federal departments and agencies, the self-regulatory organizations (e.g. the stock exchanges), state securities regulators, and various private sector organizations. In particular, the Chairman of the SEC, together with the Chairman of the Federal Reserve, the Secretary of the Treasury, and the Chairman of the Commodity Futures Trading Commission, serves as a member of the President's Working Group on Financial Markets (The Investors Advocate, 2013)”. The SEC is one of the main sources that helps protect the general public form fraud within a corporation. However, the Sarbanes - Oxley will play an important role with the SEC to help protect the public form fraud within corporation.

When revisiting some history where scandals have taken place such as Enron or WorldCom, it became necessary for stronger controls to be put in place and have all people involved held accountable for their actions. It is for this reason that Sarbanes-Oxley Act is in place. It has not stopped fraud from occurring; however, it does create a deterrent. In reading about the Societe Generale fiasco poor IT security is the focal point in this fraud. Stronger security controls will be the only way fraud of this magnitude will not take place again.

1.1 Change management is described by Armstrong (1) as “the process of achieving the smooth implementation of change by planning and introducing it systematically taking into account the likelihood of it being resisted”. Change, the fundamental constant in any successful organisation, can be adaptive, reconstructive, revolutionary or evolutionary and can happen for a number of diverse reasons:

The illegal construction of the Bernie Madoff securities pyramid scheme grew to preposterous proportions from legal, auditing, and regulatory weaknesses of the Securities Exchange Commission, the designated regulatory body of the U.S. financial markets. The required expertise, authority, and relevant penalties needed to deter management from committing ethical breaches lacked substance in the case study of BMIS (Crews 11). Even after the wake of the Enron and WorldCom scandals that occurred in the early 2000s, the SEC unexplainably revoked provisions created to help avoid fraud. The provision the SEC revoked specifically mandated firms structured like Madoff’s to be audited by accounting firms registered and audited by the Board. By revoking the provision, BMIS was allowed to continue its Ponzi scheme for another half a decade with the aid of utilizing an unregistered, small accounting firm called Freihling & Horowitz (“Madoff’s Jenga”

Change is a common thing that happens all around us on a daily basis sometimes even without us noticing. It can range from family level to international levels, likewise in time frame it can happen on a daily basis, a monthly, yearly or even a decade. In the words of Senior & Fleming (6) Change can be simply defined as process of moving from one state to another. It is this transition that creates distress to the people due to fear of the unknown. We can not stop change but rather we can only manage it. So then what is change management?

For these reasons, corporate financial accounts do not provide accurate or sufficient information to corporate managers, investors, or regulators. This leads us to recommend that the SEC allow each stock exchange to set the accounting standards for all firms listed on that exchange and to promote the development of industry-specific non-financial accounts to complement the financial accounts (After Enron 53). The most important lesson of the Enron collapse is that every link in the audit chain including: the audit committee and the board, the independent public auditor, the bankers and lawyers that aided and abetted the misrepresentation of Enron’s financial condition, the credit-rating agencies, and the Securities and Exchange Commission failed to deter, detect, and correct the conditions that led to that collapse. Although not a part of the formal audit chain, most of the market specialists in Enron stock and the business press were also late in recognizing Enron’s financial weakness (Corporate Aftershocks 12).