Exercise 1 Below is a summary of the SEC corporate governance requirements of companies publicly-listed in the stock exchange. For each requirement, state how it is intended to help to address the risk of fraud in publicly traded organizations. a. Boards need to consist of at least 3 independent directors or 1/3 of the board which is higher. b. Boards need to hold regular executive sessions of independent directors without management present. c. Boards must have a corporate governance committee composed at least of 3 independent directors.
Exercise 1
Below is a summary of the SEC corporate governance requirements of companies publicly-listed in the stock exchange. For each requirement, state how it is intended to help to address the risk of fraud in publicly traded organizations.
a. Boards need to consist of at least 3 independent directors or 1/3 of the board which is higher.
b. Boards need to hold regular executive sessions of independent directors without management present.
c. Boards must have a corporate governance committee composed at least of 3 independent directors.
d. The corporate governance committee must have a written charter that addresses the committee’s purpose and responsibilities, and there must be annual performance evaluation of the committee.
e. Boards must have an audit committee with a minimum of three independent members.
f. The audit committee must have a written charter that addresses the committee’s purpose and responsibilities, and the committee must produce an audit committee report: there must be also an annual performance evaluation of the committee.
Exercise 2
Below is a summary of the SEC listing requirements for audit committee responsibilities of companies listed on this stock exchange. For each requirement, state how it is intended to help to address the risk of fraud in publicly traded organizations.
a. Obtaining each year a report by the external auditor that addresses the company’s internal control procedures, any quality control or regulatory problems, and any relationships that might threaten the independence of the external auditor
b. Discussing the company’s financial statements with management and the external auditor
c. Discussing in its meetings the company’s earnings press releases, as wells as financial information and earnings guidance provided to analysts
d. Discussing in its meetings policies with respect to risk assessment and risk management
e. Meeting separately with management, internal auditors, and the external auditor on a periodic basis
f. Reviewing with the external auditor any audit problems or difficulties that they had with management
g. Setting clear hiring policies for employees or former employees of the external auditors
h. Reporting regularly to the board of directors
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