SEC Request for Comments 548
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We received the note below from the NYSE. It indicates that the SEC is
open to comment on SOX 404 through April 1 with responses posted at the site indicated in the first bullet
(http://www.sec.gov/news/press/4-497.shtml). Comments can be sent via e-mail to rule-comments_at_sec.gov with ‘File Referene 4-497’ in the
subject. Any attachments should be in Word (.doc) format.
Again - comments must be in by APRIL 1…
John Thain hosted a meeting at the NYSE with Bill McDonough and Board
Members of the PCAOB, Alan Beller, Director of Corporate Finance and Don
Nicolaisen, Chief Accountant at the SEC, and the heads of the eight
largest accounting firms. The purpose of the meeting was to discuss the
market impact on securities as companies file and disclose their own, as well as their independent auditor’s, assessment of Section 404 compliance; the cost and resources devoted to this effort; and implications for its future.
While recognizing the critical importance of investor confidence, John
encouraged a very practical assessment of the cost benefit analysis and
a clear understanding of the intended and perhaps unintended consequences. There was an open mind with regard to the potential for
fine-tuning of Section 404 on an implementation level.
A number of important initiatives are underway:- The SEC is setting up a website to review directly, suggestions
for change and improvement in SOX, particularly Section 404. The
address for the website is: http://www.sec.gov/news/press/4-97.shtml. The SEC will treat all emails as they would public comments on any rule proposal. We encourage you to comment. - The SEC will conduct a public roundtable on April 13. We have
attached the press release for information. - On March 2, the SEC announced a one-year extension for Section 404
compliance for non-U.S. and non-accelerated U.S. reporting companies.
The press release is attached. - On January 12, Stanford University sponsored a conference in New
York entitled Investors, the Stock Market, and Sarbanes-Oxley Section
404
Requirements. The panel of subject matter experts provided their views
on Section 404, the potential reaction of the market to disclosure of
deficiencies and weaknesses, and the need for further assessment to
fully appreciate the cost benefit analysis. A copy of the summary
provided
by Stanford is attached for your information. - In May, John will chair two CEO/CFO forums at the NYSE. They are
designed to provide additional feedback to the SEC. During these
forums, we will evaluate the U.S. experience, draw lessons from the
experience of accelerated filers, and make appropriate suggestions for
change for our
companies, both U.S. and non-U.S.
We look forward to continued discussion of this very important
legislation and welcome your views and comments.
Sincerely,
Catherine R. Kinney
President and Co-Chief Operating Officer
New York Stock Exchange
Distribution List
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Chief Executive Officer
Chief Financial Officer
Investor Relations Contact
- The SEC is setting up a website to review directly, suggestions