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Audit Committee Members: the Act Affects You!
Last month, we discussed the provisions of the Sarbanes-Oxley Act (the Act) that directly affect audit committees. These included Title II: auditor indpendence. This month, we discuss Title III: corporate resposibility, and Title IV: enhanced financial disclosures.
Title III: Corporate Responsibility
- Section 301. Public company audit committees. This section specifies that audit committees are directly responsible for appointment, compensation and oversight of the work of an auditor.
This section is clearly instrumental in advancing corporate governance, as it transfers the responsibility of engaging the auditor from management to the audit committee, and, thereby, aligning the scope of the auditor's objectives with those of the shareholders. There are several initial and ongoing issues for the audit committee to consider in this regard. First, the audit committee should consider if continuing engagement of the auditor is appropriate in light of the partner's and the firm's industry experience. This issue's relevance depends on the complexity, diversity and operations of the company.
Second, the audit committee must weigh the value of retaining versus changing the auditor solely based on economics. Audit committees should not be afraid to challenge the auditor's fees in fear that a change may send a negative message to a nervous marketplace. It has been recently reported that auditing fees have increased at an annual rate of as much as 30% depending on industry, location and perceived audit risk. This is a substantial increase that should not go unchallenged and needs, in certain circumstances, to be reasonably justified by the auditor.
Major Differences In UK, U.S. Copyright Laws
This article highlights how copyright law in the United Kingdom differs from U.S. copyright law, and points out differences that may be crucial to entertainment and media businesses familiar with U.S law that are interested in operating in the United Kingdom or under UK law. The article also briefly addresses contrasts in UK and U.S. trademark law.
The Article 8 Opt In
The Article 8 opt-in election adds an additional layer of complexity to the already labyrinthine rules governing perfection of security interests under the UCC. A lender that is unaware of the nuances created by the opt in (may find its security interest vulnerable to being primed by another party that has taken steps to perfect in a superior manner under the circumstances.
Strategy vs. Tactics: Two Sides of a Difficult Coin
With each successive large-scale cyber attack, it is slowly becoming clear that ransomware attacks are targeting the critical infrastructure of the most powerful country on the planet. Understanding the strategy, and tactics of our opponents, as well as the strategy and the tactics we implement as a response are vital to victory.
Legal Possession: What Does It Mean?
Possession of real property is a matter of physical fact. Having the right or legal entitlement to possession is not "possession," possession is "the fact of having or holding property in one's power." That power means having physical dominion and control over the property.
Removing Restrictive Covenants In New York
In Rockwell v. Despart, the New York Supreme Court, Third Department, recently revisited a recurring question: When may a landowner seek judicial removal of a covenant restricting use of her land?