Corporate Governance Post-Sarbanes-Oxley: Regulations, Requirements, and Integrated Processes

Corporate Governance Post-Sarbanes-Oxley

Regulations, Requirements, and Integrated Processes

Corporate governance has been shaped by state and federal statutes, listing standards, and best practices. Good corporate governance is not an option but an obligation, if shareholder interest is to be protected. Now, thanks to the Sarbanes-Oxley Act (SOX)—which emerged as the government's response to the pervasive confidence and integrity crises—corporate boards are on call to transform their governance practices, improve investor confidence, and prevent fraud, scandals, and potential civil and criminal liability.

Corporate Governance Post-Sarbanes-Oxley introduces a corporate governance structure consisting of seven interrelated functions of oversight, managerial, compliance, internal audit, advisory, external audit, and monitoring. This authoritative guide thoroughly discusses the new requirements for corporate governance and financial reporting brought about by emerging corporate governance reforms including SOX, and:

• Explains how a well-balanced functioning of the seven functions produces a responsible corporate governance structure that ensuresquality financial reporting and credible audit services
• Shows board members and company executives how to integrate an effective corporate governance model that satisfies the requirements of SOX and other recent regulatory changes
• Discusses implications of corporate governance reforms in creating sustainable shareholder value, protecting the interests of other stakeholders, and efficient functioning of the global capital markets
• Provides an abundance of practical aids including handy checklists, real-world case studies, best practice tips, and other useable chunks of "instant information"

The passage of SOX has brought about a fundamental shift in the way companies must govern themselves. Corporate Governance Post-Sarbanes-Oxley adopts an integrated approach to corporate governance that focuses on the value-increasing role of corporate governance participants, including the board of directors, management, auditors, financial advisers, legal counsel, standard-setting bodies and regulators, and investors.

About the Author

Zabihollah (Zabi) Rezaee is the Thompson-Hill Chair of Excellence and Professor of Accountancy at the University of Memphis. He received his Ph.D. from the University of Mississippi, his M.B.A. from Tarleton State University in Texas, and his B.S. degree from the Iranian Institute of Advanced Accounting in Iran. Dr. Rezaee holds several certifications, including Certified Public Accountant (CPA), Certified Management Accountant (CMA), Certified Internal Auditor (CIA), Certified Fraud Examiner (CFE), and Certified Government Financial Manager (CGFM), and is a member of numerous professional organizations. Dr. Rezaee is a former member of the Standing Advisory Group of the Public Company Accounting Oversight Board (PCAOB), created by the Sarbanes-Oxley Act (SOX) of 2002, and a member of the PCAOB Financial Reporting Fraud project synthesis group.

Dr. Rezaee has published over 160 articles in a variety of accounting and business journals, including the Journal of Accounting and Economics; Contemporary Accounting Research; Journal of Business, Finance and Accounting; Journal of Accountancy; Journal of Accounting, Auditing and Finance; Management Accounting Quarterly; Internal Auditor; Advances in Accounting; Advances in Public Interest Accounting; Journal of Forensic Accounting; Auditing: A Journal of Practice and Theory; Research in Accounting Regulations; Internal Auditing; The CPA Journal; Journal ofAccounting Education; Critical Perspectives on Accounting; and Accounting Horizons. Dr. Rezaee has served on the editorial boards of several journals. He received the 1998 Distinguished Research Award at Middle Tennessee State University and the Lybrand Bronze Medal for outstanding article in 1999, awarded by the Institute of Management Accountants. He was selected by the Institute of Internal Auditors for the 2003 Outstanding Contributor Award for his article, "The Three Cs of Fraudulent Financial Reporting" published in Internal Auditors.

Active within the accounting profession and the academic and business communities, Dr. Rezaee has made over 150 presentations at conferences and workshops throughout the world. He teaches financial, management, and international accounting and auditing, and has been involved in financial and management consulting with national and international organizations, such as the United Nations. Dr. Rezaee is the author of a book entitled Financial Institutions, Valuations, Mergers and Acquisitions (John Wiley & Sons, 2001). In 2002, he published a book entitled Financial Statement Fraud: Prevention and Detection (John Wiley & Sons), which has also been translated into the Korean and Chinese languages, and in 2004 he coauthored the third edition of the U.S. Master Auditing Guide, CCH. Dr. Rezaee's recent book, entitled Audit Committee Oversight Effectiveness Post Sarbanes-Oxley Act, was published in the fall of 2006 by the Bureau of National Affairs, Inc.