Pushing For A Repeal Of Sarbanes-Oxley
from the about-frickin-time dept
It's been over six years since we began banging the drum around here to get Congress to repeal Sarbanes-Oxley, the law that was hastily written post-Enron to try to prevent such collapses again, but instead simply added a huge compliance tax, without doing much of anything to actually prevent corporate fraud. Corporate fraud is still rampant, and the law did absolutely nothing to prevent the financial collapse we see ourselves in today. There were, instead, massive unintended consequences, leading companies to go public elsewhere, go private or avoid the public markets altogether. The lack of IPOs, especially in the tech space over the past few years, even as the economy was looking strong, is incredibly telling.So, it's good to see a renewed effort to get Congress to repeal Sarbanes-Oxley, which simply created a massive tax in terms of compliance, with awful unintended (though, totally predictable) consequences -- all while doing almost nothing to cut down on actual fraud.
I am a strong believer in the idea that fraud should be punished heavily -- but Sarbanes-Oxley didn't do that. It just moved the loopholes and punished the honest companies by dumping a huge compliance tax on them. It's been bad for the economy, bad for startups and bad for innovation, and it's time to go.
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Filed Under: compliance, repeal, sarbanes-oxley
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Re:
All I see from my perspective is a lot of red tape, extra hoops to jump through, and more vulnerabilities/potential to be "in violation". I do not see ANY benefit to the consumer, to the industry, or really any benefit at all.
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Repeal SOX
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Re: Repeal SOX
I think that federal "pound me in the ass" prison is a good choice though.
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Re: Repeal SOX
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It is truly suppressing just how many including reporters and pundits that simply do not grasp the basics of what has happened but then again it should not be suppressing as the event is quite extraordinary and most unusual. We can speak of Hillary, Obama, and McCain as if they are people or we can instead choose to let thee names represent what they really are the names of groups. If Hillary had been elected then her petticoat-train would have been composed predominately of NOW (National Organization of Women) supporters. For McCain his long-coat-tail would have included former supporters Bush hence the comparison of this being Bush’s third term. For Obama the train includes people like Rev. Jeremiah Wrigh. And! This is correct even if they disavow, refuse to nominate, socialize snub, or have any contact direct or indirect with these groups since in the public’s mind that is their support group.
Lets put McCain and the Republicans aside as much as possible and focus our limited space only mostly on the Democrats. Hillary like McCain represented the establishment. Not only did they represent the establishment they are the establishment. Different sectors of the establishment but the establishment including the thousands of Washington lawyers, lobbyists, pundits, regulators, research tank college professors, late night talk-show host and other cast of supporting characters whose hole existence, jobs, careers, and power rest on one candidate being in power. Obama on the other hand represent a consistence of the US population that does not and never has had a national coat-tail following. The most outrageous and strongest support class, the Rev. Jeremiah Wrigh, class does not represent the entranced Democrat establish in Washington and has very little representation and that only through a very limited number of Black Congressmen.
Washington has always been a town equally split between the white Northwest – Georgetown and the black Southeast – Anacostia. Most large American governments be that federal, state, county, or city have long had a majority of workers that are minorities. The clerk that one goes to pay taxes, the supervisor of the clerks et in almost all US cities has for 20 or 30 years or so been a minority. These are highly undesirable low paid, bureaucrat job with little advancement potential. Upper level jobs were simply held by whites who have increasingly abandoned cities and moved to suburbs and the country. All this has now changed. Georgetown is now reporting to Anacostia. The last time this occurred was 1865 to 1890 Southern Reconstruction a rather nasty period of US history as 15% of population never controls 85% with out some serious issues. From a social level the culture shift in power is as serious as 15% of Sidney were Moselum and that 15% had taken power of all of Australia. This is not just a selection of a Black as President but a complete power shift dependent on voter disaffection with BOTH existing political parties and is about as stable as any government could be that does not have basic support from more that 15% of the voters while collecting 50% of vote due to belief that the political structure would not change and disaffection with existing structure required a radical change.
Two aspects of American society that need to fully understood. In locations where there are high concentrations of minorities be that Black or Hispanic the minority relation is just about the same as the relation of Christians to Mosleums is in Australia. Two different societies with two completely different value systems.
White American psychological thought is bankrupt and has been since the end of WW 1 (and yes that does mean the First World War). Ann Rand the leading architect (Ragan executed Ann Rand’s ideas) of the demise of Communism was Russian not American even though she had US citizenship her thoughts were Russian from her birth to death.
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Re:
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Re:
So, instead you decided to post your spelling error infested ramblings to a completely unrelated web site? OK!
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Re: Re:
So, instead you decided to post your spelling error infested ramblings to a completely unrelated web site? OK!
Rats, you beat me to it.
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Re:
As for your post, I think you are saying that electing Obama was a protest to established government and that this will cause instability. Obama will do what all liberally mided Democrats do, increase spending on social services, decrease military spending and increase taxes on what they consider "wealthy Americans". If you were thinking that electing Obama would be some revolutionary change, you are going to be very disappointed. If anything, as the first African-American president he will encouraged by the black leadership to refrain from radical changes so as not to ruin the chances for future minority presidents (the thinking will be "don't screw it up for the rest of us"). As Obama has said, he may have a funny name and not look like the presidents of the past, but make no mistake about it, he's a Democrat with strong liberal voting tendencies and his actions will reflect those views.
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Re: Re:
Well, that particular bash was intended to be humorous. For the record, most people who vote Republican are not dumb (although I think many of them are ignorant).
In fact, one could make the argument (and I sometimes do) that the Democrats (i.e. the people who actually run the party, not the people who vote for the party) are dumber than the Republicans because they fail to recognize that people vote Republican for reasons other than stupidity.
As you might imagine, this sentiment doesn't go over very well among my Democrat friends. That's one of the reasons I'm feel pretty confident that my position is correct: I seem to offend both sides more or less equally.
For the record, let me tell you where I stand politically:
1. I believe in small (but not non-existent) government. I think the size and power of the federal government has spiraled wildly out of control and it needs to be seriously reeled in.
2. I believe in fiscal responsibility. We are on a wild spending binge on our children's credit card. It has to stop.
3. I believe in personal freedom. I think people should be able to say what they want, write what they want, think what they want, worship whomever or whatever they want, eat what they want, smoke what they want, marry whom they want.
4. I believe in personal responsibility and accountability. If you choose to smoke and get lung cancer, don't come bitching to me (or the government). No one put a gun to your head and forced you to inhale. You did that to yourself.
5. I believe in free enterprise. The function of government is to provide a level playing field, not to bail out companies or individuals who make poor choices or get unlucky. (I do think that we ought to provide a social safety net, but I think we should do this purely out of self-interest, not as a matter of principle. I think most people don't like seeing their fellow humans living on the street, and the best way to deal with that problem is to make sure everyone has at least one other viable option.)
Except for the marry-whoever-you-want bit I kind of sound like a Republican, don't I? So why do I bash on the Republicans so hard?
It's very simple: if you look at what the Republicans actually do as opposed to what they say they are almost exact opposites. Republicans say they are for small government, but in the last 50 years the government has grown more under Republican administrations than under Democratic ones. They say they are for fiscal responsibility, but the federal budget deficit has grown more under Republican administrations than Democratic ones. (The correlation is quite striking:)
http://www.lafn.org/politics/gvdc/Natl_Debt_Chart_2006-lo.jpg
The Republicans say they are for personal freedom, but the fact of the matter is that they want to use the force of government to constrain your life just as much as the Democrats do, they just want to constrain it in different ways. The Democrats want to throw you in jail if you're not politically correct, and the Republicans want to throw you in jail if you go over the speed limit, or have an abortion (even if you've been raped) or burn the flag.
Republicans say they are for personal responsibility. There are so many examples of Republican hypocrisy on this issue that I hardly know where to begin.
Well, let's start with the weasel-in-chief who takes no responsibility for 9/11, no responsibility for the mess in Iraq (according to Dubya everything is just hunky-dory and he hasn't made any mistakes).
Then let's go on to Dennis Hastert, who let a child molester go unmolested through the halls of Congress. (They didn't do anything about it because they'd be accused of gay-bashing?
Oh give me a break. Even if that were true, why should the prospect of a false accusation of gay-bashing stop you from doing what is so clearly the right thing?)
The Republicans say they are for free enterprise, but in fact they are rife with corruption, giving out billions of dollars in no-bid contracts to the vice-president's former company.
And as if that weren't enough, the Republicans say they are patriots, but then they pass laws that undermine the very bedrock that this country is supposed to stand on: the rule of law, Habeus Corpus, separation of powers, judicial review, the right of the people to be secure in their persons, paper and possessions from unreasonable searches and seizures. They say they are for freedom, but it is quite clear that there is an influential faction of the Republican party that believes that the United States was founded not as a secular democracy, but as a Christian theocracy, and wants to return to those halcyon days. George the First once said, "I don't know that atheists should be considered as citizens, nor should they be considered patriots. This is one nation under God." He said that despite the fact that the Constitution very clearly states that "no religious test shall ever be required as a qualification to any office" including, one presumes, citizenship.
I bash Republicans because they believe in second-class citizenship (or worse) for atheists, gays (that's many of my friends), people of color, people without means (those are my brothers and sisters).
I bash Republicans because they believe that there are witches -- oh, sorry, -- terrorists against whom we can only defend ourselves by giving George Bush the unilateral and unreviewable power to imprison and torture them.
I bash Republicans because they want to take us back to the dark ages. I bash Republicans because they want to make me "secure".
I don't want to be secure. I want to be free.
I bash Republicans not because I love the Democrats. I think the Democrats are a bunch of self-important morons who can't see beyond their ivory tower. I bash the Republicans because they are a clear and present danger to the principles enshrined in the Constitution of the United States of America. I bash them because as a citizen of the U.S. I am bound to defend the Constitution against all enemies, foreign and domestic.
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Re: Re: Re:
But is it yours?
http://rondam.blogspot.com/2006/10/why-i-bash-republicans.html
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Re: Re:
Sorry about that.
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Re:
WTF!?!?!?!!?? I'm guessing that their posting rules require the posters to ahve a passing acquaintance with standard English grammar and syntax? It is conceivable that the embedded spell-checker on the site simply shat itself, and the grammar checker was too busy laughing to care.
Wow. Two quick tips from the ass-end of your drivel: Ayn Rand and Reagan. Oh, and you spell 'trainwreck' the same way it is spelled on your driver's license.
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Re: Re:
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Taking off the SOX
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That should always be an option...
I am upset at politicians that feel that more laws are needed when there are current laws that could simply be enforced.
The problem is not another layer of legal compliance.
The problem is enforcement of current law.
More laws will not force compliance or even good behavior.
Enforcement (Punishment/Reward) will, it always has.
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Yeah, would have to agree there. If anything, the tax might be increased.
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If a company/industry can devastate then it must ....
Jez ... look at the 1920's unregulated heaven. Stock manipulation. Leveraged to the hilt. AIG, Lehman Brothers, redux.
If someone dies in a car crash, I bet you are there saying "see seat belts will not always save your life. Seat belts should not be required in cars, because they are not perfect protection."
BTW, in case you haven't heard the adults have taken control of our kleptocracy -- ZERO change of SOX going away.
The bit of comedy you link to was written by Newt -- the much-unlamented Speaker of the House.
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Re: If a company/industry can devastate then it must ....
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Our current financial crisis was more the government and markets all complacently moving in the wrong direction legally.
Also, you cannot measure the success of SOX unless you can quantify the amount of corporate malfeasance which has not occurred since its inception because of its existence.
Its similar to the argument that most of history's violence is sourced in religious beliefs - this cannot be quantified as there is no control involving a history without religion.
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Re: wait Seth
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Your crazy if you think there is a chance
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Re: Your crazy if you think there is a chance
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S-O
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SOX raises barriers
I remember an article from a year or two back that mentioned that SOX adds some $3-6M to the overhead costs of a medium to large company. The article had a discussion of floating a company on a foreign exchange to get around compliance, but this was a nil when the company had 1,000 US shareholders. SOX stints small and midsized businesses as they look for ways to raise capital. I've read that many companies who decided not to pursue an IPO route, the main detractor is SOX.
Agreeing with #24, SOX adds a new level of operational complexity which prevent the small and midsized businesses from growing, and produces a heavy reliance on VC to grow the business. And, it's not that VC is bad, but it prevents more traditional routes (such as the IPO) for companies to grow.
It would be difficult to "repeal SOX" all together, perhaps a good middle ground would be make SOX compliance applicable to businesses which have market capitalization over a certain amount, such as $2B. This would be open to discussion of course, but the concept of making it applicable to all publicly traded companies hinders the smaller, more nimble companies as they try to grow in their niche market.
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Re: SOX raises barriers
The sad thing is that SOX costs a small company just about as much as a much larger mid-sized company. It not only kills IPOs, it also means that small companies almost have to either grow extremely rapidly or get acquired. There's no longer any reasonable way to grow slowly.
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Re: Re: SOX raises barriers
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SOx Rap
It's lamentable
And unimplementable
It would take more than dental
For me to be willing to try
To get a corporation by
The wily auditor's watchful eye
Allowing authority to supply
The clients Fortune 500 dreams
So they'd hand over luscious greens
Signing on cheques to meet
The quotas that we keep
That keep us off the street
However, now the tender meat
Of the youthful employee stock
A progressive, idealistic crop
Of enthusiastic young minds are caught
Pressed 'tween collision bound rocks
Conflicting orders, inversely relational
Anti-democratic, representational
Metaphorical shareholder felatio
Posting record profit to TCO ratio
We do whatever we're trained
To ensure perpetual margin gains
An inflation induced addiction ingrained
Subversively branded on our brains
A system impossible to sustain
In a world where education is business, business is marketing, and marketing is education
A disturbingly dangerous level of private/public interest integration
Higher education gradually transformed into social engineering and lobotomization
Given a shrinking piece of the puzzle through career specialization
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SOX - not!
The problem with the US is that we are so damned two-faced:
- we can have nuclear weapons, but you (fill in the country) can't
- you bad corporations have to keep pristine records of everything, in case of fraud, but we, the government of the people, don't have to
- America is all about life & liberty, except it's okay for us to throw suspicious people into a prison without any legal recourse
- we privatize businesses when there is the potential to make money (mostly for the already-rich), and socialize them when they are losing money to protect the already-rich
It's no wonder to me that lots of people around the world distrust and even hate America, not for its people or what it stands for, but how it behaves.
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Re: SOX - not!
Most corporate email is not archived.
Would YOU trust any more countries with nuclear weapons?
CONGRESS exempts the gov't from record keeping--throww the bums out..
When enemy combatants become citizens, they can be given constitutional protections. I sleep better knowing where the terrorists are...
Again, CONGRESS approves the nationalization of businesses...
Just my $0.02!
JC
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Re: Re: SOX - not!
Do YOU trust the countries that already have them? If the US wants to convince other countries that they don't need nuclear weapons then perhaps it should promote that idea by getting rid of its own first.
By blaming Congress you aren't exactly exonerating the government. Cogress, in case you didn't know, is actually part of the US government. (No, George Bush is not "The US Government")
How do you know they're terrorists? Should people sleep better if YOU were locked up? Further, I find your reasoning repulsive. It reminds me of how Japanese soldiers excused themselves while committing atrocities during WWII because the victims weren't Japanese citizens and so deserved no "protections".
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Re: Re: Re: SOX - not!
By blaming Congress you aren't exactly exonerating the government. Cogress, in case you didn't know, is actually part of the US government. (No, George Bush is not "The US Government")"
So, how does "Congress did it, elect someone else if you don't like it" equate to exonerating the government, and when did he mention Bush? It seems you are the once confused, or simply too stupid to get it.
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Re: Re: Re: Re: SOX - not!
It has been my experience that when someone starts talking like they think Congress is separate from the government that they have often have the mistaken idea the federal government is made up entirely of the executive branch. Right now, the chief executive is George Bush.
"Once confused"? That's pretty funny coming from someone who can't even follow a thread.
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Back to the topic: SOx
The issue was that companies and their auditors stopped doing basic internal control work in the 1980's and 90's due to the streamlining of overhead. They took the risk of not having adequate internal controls and lost! The main problem with SOx, in its original form, was that Section 404 was issued without regulations and the external auditors over-reacted to the shifting of risk. This caused companies to docuemnt and test every moving thing and cost millions of dollars.
The Lord & Benoit Report in 2006 had a study that included a population of nearly 2,500 companies and indicated that companies with no material weaknesses in their internal controls, or companies that corrected them in a timely manner, experienced much greater increases in share prices than companies that did not. The report indicated that the benefits to a compliant company in share price (10% above Russell 3000 index) were greater than their SOX Section 404 costs. Piotroski and Srinivasan published a study earlier in 2008 that examined a comprehensive sample of international companies that list onto U.S. and U.K. stock exchanges before and after the enactment of the Act in 2002. Using a sample of all listing events onto U.S. and U.K. exchanges from 1995-2006, they find that the listing preferences of large foreign firms choosing between U.S. exchanges and the LSE's Main Market did not change following SOX. In contrast, they find that the likelihood of a U.S. listing among small foreign firms choosing between the Nasdaq and LSE's Alternative Investment Market decreased following SOX. The negative effect among small firms is consistent with these companies being less able to absorb the incremental costs associated with SOX compliance. The screening of smaller firms with weaker governance attributes from U.S. exchanges is consistent with the heightened governance costs imposed by the Act increasing the bonding-related benefits of a U.S. listing.
If you go to the DOJ website, the Corporate Fraud Task Force has logged over 1,300 convictions for fraud under SOx provisions, so it is at least partially working.
Quit your whining and get back to work!
JC
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Cost of Sarbanes-Oxley
I am not endorsing Zhang's method. In fact, I think her methodology is fraught with problems and is somewhat akin to determining whether a house needs more food by measuring the weight of family members. However, what I do find fascinating is that Bessen and Meurer did a similar sort of comparison with respect to patent litigation costs and arrived at a number somewhere around $11.2 billion in 1999. I mention 1999 because in previous years the amount was less, and a decade earlier the amount was significantly less.
To put it a different way, the cost of Sarbanes-Oxley would equate to about 125 years of patent litigation. Actually, the ratio is probably far worse because courts have shown a propensity to reduce or limit awards and investors have realized that in most cases patent litigation generally has few long-term effects, so current markets may be reacting significantly less to news of patent litigation. If the effect of patent litigation on market value returns to more normal historical levels, say $4 billion per year, then the cost of Sarbanes-Oxley in terms of market effect would equal about 350 years of patent litigation.
Quite a sobering thought.
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Sarbanes-Oxley is Reality.
All kinds of custom manufacturing are becoming more and more like jobbing printing as the equipment is automated. There are fewer and fewer niches where specialist electronics are justified instead of software. You obviously do not want to get into a situation where you are competing head-to-head with Intel in the production of basic standard components. If you have a small widget to sell, Amazon will take care of the retail sales for you, on consignment. And so on, across the board. There is less and less justification for actual outside capital investment. However, there is a certain type of IPO which is driven by the management's desire to be wealthy, rather than by any real need for capital to plow back into the business.
The technical staff are likely to know the product better than anyone else does. If you cannot ask them to work for graduate student wages, plus eventual ownership participation in some form, you've got no business asking the public for money in an IPO.
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Thanks
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And replace with...
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Repeal SOX??? No way!!!
Reapealing it now might bring us back to the day where the bolder company's might lie about their profits or losses. Hey, when is the last time in the news a company committed fraud? It's been quite a while, the Enron, Globol Crossings, etc. stories have given way to good old straight up bad financial news. The numbers might be bad right now. But at least (for the most part) they are true.
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Who can approve an invoice?
What bothers me the most are how the companies that created this mess (what use to be the big5 now the Big 4) are reaping hundreds of millions of dollars in compliance costs. They make a big deal out of the poor souls by asking idiotic questions as "who can approve invoices of $500?" while the big scam artists, the charlatans such as AIG, Bernard Madoff and the many others get away with defrauding the public with the emergence of a shadow banking system that most people in government are too stupid to understand yet alone regulate.
I also worked first hand at both Freddie and Fannie and let me tell you happens when a person questions the corrupt business practices: they either release you or dimiss you as not smart enough to understand complicated financial instruments that are nothing more than huge pyramid schemes.
The meltdown on wall street will repeat itself over and over again, we are just seeing the beginning of the demise of this country. Honest corporations are fleeing this country setting up shop in countries such as the United Arab Emirates who at the end of the day have a better understanding of corporate governance than the corrupt politicians in Washington who are in bed with lobbyists representing private interests , interests that have a toxic effect on financial stability of the country.
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