SOX: Title 3 Flashcards

1
Q

Under § 301, what are the requirements of the audit committee?

A
  1. each audit committee member should be a member of of the board
  2. should be independent
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2
Q

Who is required to sign off on audits?

A

CEO & CFO

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3
Q

What are they certifying

A
  1. they’ve reviewd it
  2. the report does not contain or omit a material fact
  3. the report fairly presents the companies financials
  4. have designed internal controls and said controls are effective
  5. disclosed all significant deficiencies in design or operation
  6. any fraud matertial or not that involved upper mgmt
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4
Q

What are the consequences under § 304?

A

reimburse the issuer for—
(1) any bonus or other incentive-based or equity-based compensation received by that person from the issuer during the 12-month period following the first public issuance or filing with the Commission (whichever first occurs) of the financial document embodying such financial reporting requirement; and
(2) any profits realized from the sale of securities of the
issuer during that 12-month period.
****if they didn’t than they may not have to give up all bonuses

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