Section 303 Financial Management

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Title III relates to corporate responsibility. Section 301 makes audit committee, which must be independent, responsible for appointment, compensation and oversight of any audit work performed by the audit firm. It also allows the SEC to de-list any issuer not in compliance with title III. Section 302 requires principal executive and principal financial officers to certify, in each annual or quarterly report that they review the report, the report does not contain any untrue statement of material fact or omission of a material fact and financial position and results of operations are fairly presented. The officers also certify that they are responsible for establishing and maintaining effective internal control, have evaluated the effectiveness …show more content…

Section 303 prohibits an officer or director of an issuer to fraudulently influence, coerce, manipulate, or mislead the auditor. Section 304 requires executives of an issuer to forfeit any bonus or inventive based pay or profits from the sale of stock, received in the 12 months period after the date of issuance of financial statements subject to an earnings restatement (Claw-back Policy). Section 305 allows the SEC bar any person who has violated federal securities laws from serving as an officer or director of an issuer. Section 306 prohibits trading by officers and directors during blackout periods established between the end of a quarter and the earnings report date. Title III focuses on reducing fraud, mostly related to CEOs and CFOs of public companies. Before SOX and this requirement, CEOs and CFOs simply deny in any knowledge of knowing financial wrongdoing. Now, they require to take more responsibilities on what the company is reporting on financial statements. They have to sign off on financial statements that the financial statements are presented fairly to their best of knowledge and internal control of the company is efficient and

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