The Sarbanes-Oxley Act of 2002 presents significant changes in the way companies operate and how they interact with their advisors. For attorneys, both in-house and outside counsel, who work with businesses on a daily basis, this seminar is a must; but even lawyers who do business work occasionally should be reasonably knowledgeable about these important changes. Coverage includes:
- Background Of The Sarbanes-Oxley Act
- Who Is Affected?
- Internal Audits
- Internal Controls
- Disclosure Requirements
- Professional Standards Of Conduct
9:15 a.m. - 10:30 a.m.
I. Overview Of The Sarbanes-Oxley Act
A. Who Is Affected?
B. Related Corporate Governance Mandates For Regulated Industries And Not-For-Profit Organizations
C. Impact On Board Of Directors' Responsibilities And Committee Structure
10:30 a.m. - 10:45 a.m.
10:45 a.m. - 12:00 p.m.
II. Understanding The Independent Auditor's Role
A. New Standards Under Public Company, Accounting Oversight Board
B. Internal Audits
C. Internal Controls
D. Audit Committee Functions
12:00 p.m. - 1:00 p.m.
Lunch (On Your Own)
1:00 p.m. - 2:00 p.m.
III. Directors And Officers Liability Insurance
A. Coverage Issues
B. Current Market Conditions
C. Recent Claims
2:00 p.m. - 3:15 p.m.
IV. Impact On Public Companies
A. New Disclosure Requirements
B. Accelerated And Enhanced Filing Requirements
C. NYSE And NASDAQ Rules
3:15 p.m. - 3:30 p.m.
3:30 p.m. - 4:45 p.m.
V. Professional Standards Of Conduct For Attorneys (Ethics)
A. Up-The-Ladder Reporting
B. Proposed 'Noisy Withdrawal' Rule
C. Duties Under N.Y. Code Of Professional Responsibility