| Sarbanes-Oxley Act |
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The Sarbanes-Oxley Act of 2002 (Act) covers corporations and other business organizations that are required to register securities and file reports pursuant to federal securities laws. Under Section 307 of the Act, Congress directed the Securities and Exchange Commission (SEC) to issue rules that would establish minimum standards of professional conduct for attorneys who appear and practice before the SEC. Specifically, the SEC was instructed to develop and implement rules that required attorneys "to report evidence of a material violation of securities law or breach of a fiduciary duty or similar violation by the company or any agent thereof, to the chief legal counsel or the chief executive officer of the company (or the equivalent thereof)." Additionally, the SEC was instructed to devise reporting procedures. The SEC issued a proposed rule to govern attorney professional conduct and ultimately adopted this final rule (with certain changes), which went into effect in 2003. The rule is now part of the Code of Federal Regulations and has the force of federal law.
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| Registration Requirements for Securities Brokers and Dealers |
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| Most brokers and dealers are required under Section 15 of the Securities Exchange Act of 1934 to register with the Securities and Exchange Commission and with a self-regulatory organization such as a national stock exchange before engaging in the securities business.More... |
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| Reliance on Third-Party Advice or Information |
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| The duty of care requires directors to act in good faith and in a manner that they reasonably believe is in the best interest of the corporation. Directors must exercise informed business judgment and be attentive to the corporation's affairs. In order to do so, directors are required to keep themselves informed of all material information that is reasonably available to them before making a business decision. Directors also must use care when performing their duties. More... |
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| Business & Corporate Entities> Corporations> Shareholders & Other Constituents> Meetings & Voting |
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| (Preparations for the Annual Shareholder Meeting)More... |
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| Corporate Governance Practices for Directors |
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| Directors are encouraged to adopt good corporate governance practices that exceed the minimal requirements of established corporation law. The duty of care requires directors to act and to make business decisions on an informed basis.More... |
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