SECTION 404 - MANAGEMENT ASSESSEMENT OF INTERNAL CONTROLS
Requires from SEC filers (foreign and domestic) with each annual report to contain an "internal control report", which shall:
- State the responsibility of management for establishing and maintaining an adequate internal control structure and procedures for financial reporting;
- Contain an assessment, as of the end of the issuer's fiscal year, of the effectiveness of the internal control structure and procedures of the issuer for financial reporting. Disclosing any Material Internal Control weaknesses.
ADDITIONALLY: Each issuer's auditor shall attest to, and report on, the assessment made by the management of the issuer. An attestation made under this section shall be in accordance with standards for attestation engagements issued or adopted by the Board. An attestation engagement shall not be the subject of a separate engagement. The language in the report of the Committee which accompanies the bill to explain the legislative intent states, "... the Committee does not intend that the auditor's evaluation be the subject of a separate engagement or the basis for increased charges or fees."
Instructing the SEC to require each issuer to disclose whether it has adopted a code of ethics for its senior financial officers and what the content of this code actually is.
Instructing the SEC to modify its regulations concerning prompt disclosure on Form 8-K to require immediate disclosure "of any change in, or waiver of," an issuer's code of ethics. |
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