Student Guide to the Sarbanes-Oxley Act

Enron was once the seventh-largest company on the Fortune 500. Yet, in the wake of revelations of accounting irregularities and securities fraud, it became entangled in the greatest business scandal of a generation and was essentially blinked out of existence after declaring bankruptcy. Similar accounting scandals at Global Crossing, Tyco, WorldCom, Adelphia, HealthSouth, and other companies prompted Congress to pass the Sarbanes-Oxley Act (SOX) in June 2002. This revolutionary act, which embodies the most significant securities law changes since the original federal securities laws of 1933 and 1934, contains provisions that create a new federal agency, restructure the entire accounting industry, reform Wall Street practices, dramatically alter corporate governance practices here and abroad, and attack insider trading and obstruction of justice. A lot has happened since its passage. The Public Company Accounting Oversight Board (PCAOB) has come into being, and the PCAOB and the Securities Exchange Commission (SEC) have issued countless rules to implement the SOX's many legislative mandates. This short guide focuses not only on what each part and section of the SOX means but also on what businesses need to know now that is has been implemented.

Enron was once the seventh largest company on the Fortune 500. Yet, in the wake of revelations of accounting irregularities and securities fraud, it became entangled in the greatest business scandal of a generation and, after declaring bankruptcy, essentially blinked out of existence. Similar accounting scandals at Global Crossing, Tyco, WorldCom, Adelphia, HealthSouth, and other companies prompted Congress to pass the Sarbanes-Oxley Act (SOX) in June of 2002. This revolutionary act, which embodies the most significant securities law changes since the original federal securities laws of 1933 and 1934, contains provisions that create a new federal agency, restructure the entire accounting industry, reform Wall Street practices, dramatically alter corporate governance practices here and abroad, and attack insider trading and obstruction of justice. A lot has happened since its passage. The Public Company Accounting Oversight Board (PCAOB) has come into being and the PCAOB and the Securities Exchange Commission (SEC) have issued countless rules to implement Sarbanes-Oxley's many legislative mandates. This short guide focuses not only on what each part and section of the SOX means but also on what businesses need to know now that is has been implemented.

Currently in his fifteenth year on the faculty at UT, Professor Bredeson specializes in business ethics, business law, and discrimination law, and has received several rare teaching awards including the Lockheed Martin Excellence Award for three years running. He is also among the youngest recipients of the Board of Regents Teaching Award, and was UT's nominee for the Carnegie Foundation's United States Professor of the Year Award in 2010. Professor Bredeson recently published the STUDENT GUIDE TO THE SARBANES-OXLEY ACT with Robert Prentice, and is the co-author of BUSINESS LAW AND THE LEGAL ENVIRONMENT with Jeffrey Beatty and Susan Samuelson. He earned his undergraduate degree from the McCombs School of Business and a J.D. from the School of Law at the University of Texas.