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The Business Lawyer | Summer 2023

Volume 78, Issue 3

Articles

Sarbanes-Oxley at 20

James Park

Congress passed the Sarbanes-Oxley Act of 2002 (Sarbanes-Oxley) with overwhelming popular support, but the statute soon generated strong criticism by many experts on public company regulation.

Aug 07, 2023 5 min read

The Need for Sarbanes-Oxley

James Park

Rather than an overreaction to the bankruptcies of Enron and WorldCom, Sarbanes-Oxley is best understood as an appropriate reaction to two waves of accounting-based securities frauds driven by increa…

Aug 07, 2023 18 min read

Sarbanes-Oxley § 404 at Twenty

Stephen M Bainbridge

Sarbanes-Oxley Section 404 compliance costs remain high and show no signs of dropping over time. It remains the case that those costs are disproportionately borne by smaller firms.

Aug 07, 2023 22 min read

SOX X-Border

Carlos Berdejo

This article explores developments in Brazilian and Chilean law to highlight SOX’s influence on corporate governance in other countries via two channels: bonding and convergence.

Aug 07, 2023 16 min read

Social Enterprise Governance Post-SOX

Alina S Ball

This article outlines reformist and legislative SOX-inspired efforts targeting the mission-driven sector, within which nonprofit and for-profit social enterprises reside.

Aug 07, 2023 23 min read

Corporate Compliance’s Achilles Heel

Miriam Baer

The future of the Sarbanes-Oxley Act may be compromised by the political polarization of our society. The workplace and the government enforcement institutions have become or appear more politicized…

Aug 07, 2023 34 min read

Reports

Survey

Annual Survey of Judicial Developments Pertaining to Mergers and Acquisition

Annual Survey Working Group of the M&A Jurisprudence Subcommittee and Mergers and Acquisitions Committee

The Annual Survey Working Group reports annually on judicial decisions that we believe are the of the greatest significance to mergers and acquisitions (“M&A”) practitioners.

Aug 07, 2023 67 min read

Survey—Federal Regulation of Securities

Introduction

Subcommittee on Annual Review and Federal Regulation of Securities Committee

The Review covers significant developments in federal securities law and regulation during 2022. The Review is divided into three sections: regulatory actions, accounting statements, and caselaw deve…

Aug 07, 2023 3 min read

Section I: Regulatory Developments 2022

Subcommittee on Annual Review and Federal Regulation of Securities Committee

The Review covers significant developments in federal securities law and regulation during 2022. This portion covers regulatory developments.

Aug 07, 2023 48 min read

Section II: Accounting Developments 2022

Subcommittee on Annual Review and Federal Regulation of Securities Committee

The Review covers significant developments in federal securities law and regulation during 2022. This portion covers accounting developments.

Aug 07, 2023 14 min read

Section III: Caselaw Developments 2022

Subcommittee on Annual Review and Federal Regulation of Securities Committee

The survey covers significant developments in federal securities law and regulation during 2022. This portion covers caselaw developments.

Aug 07, 2023 98 min read