Digital Commons Network^™

Corporate Governance In An Era Of Compliance, Sean J. Griffith

William & Mary Law Review

Compliance is the new corporate governance. The compliance function is the means by which firms adapt behavior to legal, regulatory, and social norms. Formerly, this might have been conceived as a typical governance matter to be handled at the discretion of the board of directors. Compliance, however, does not fit traditional models of corporate governance. It does not come from the board of directors, state corporate law, or federal securities law. Compliance amounts instead to an internal governance structure imposed upon the firm from the outside by enforcement agents. This insight has important implications, both practical and theoretical, for corporate …

Accounting Information Systems: Ethics, Fraudulent Behavior, And Preventative Measures, Jasmine S. Smith

Honors College Theses

Most business organizations have implemented Accounting Information Systems to improve efficiency and to help optimize use of company resources. The evolution of Information Technology within financial and accounting processes has brought new ethical issues, forms of fraudulent behavior, and mechanisms to prevent compromising confidential, sensitive, and personal information. This investigation focuses on the evolution of Accounting Information Systems and their controls for limiting fraud and misconduct in financial and accounting processes.

Public Corruption: Causes, Consequences & Countermeasures, Victor Hartman, Sridhar Ramamoorti

Accounting Faculty Publications

The article discusses the cause and consequences of public corruption in the U.S. It mentions several countermeasures against public corruption which include strengtening the organizational commitment, behaviour, and emphasizing code of ethics. The article also mentions the conflict of interests, challenges on law enforcement, and asset misappropriation.

Ethics At Eastern Michigan University And The College Of Business: A Study Of Academic Dishonesty And Professionalism, Ashley Shahan

Senior Honors Theses and Projects

No abstract provided.

Audit Committees And Financial Reporting Quality In Singapore, Kwong Sin Leong, Jiwei Wang, Themin Suwardy, Yuanto Kusnadi

Research Collection School Of Accountancy

No abstract provided.

Form Vs. Function In Rule 10b-5 Class Actions, Amanda M. Rose

Vanderbilt Law School Faculty Publications

The Supreme Court’s widely anticipated decision last term in Halliburton Co. v. Erica P. John Fund, Inc. did little to change the fundamental landscape of securities fraud litigation in the United States. Rule 10b-5 class actions premised on the “fraud-on-the-market” presumption of reliance may still be brought, although it is now clear that defendants may present evidence of lack of price distortion to rebut that presumption at the class certification stage. Halliburton does, however, raise a variety of new questions that will keep plaintiffs’ lawyers and defense counsel fighting for years to come. Determining the answers to these questions will …

Broker-Dealers, Institutional Investors, And Fiduciary Duty: Much Ado About Nothing?, Lynn Bai

William & Mary Business Law Review

Under the mandate of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, the SEC is soliciting public opinions on whether broker-dealers should be subject to a fiduciary duty when advising retail and institutional investors. This Article focuses on the advisability of such a proposal for institutional investors. It shows that, first, a fiduciary duty could potentially enhance broker-dealers’ standard of conduct for only a subset of institutional investors who are well capitalized, capable of assessing risks independently, and acknowledge in writing their nonreliance on broker-dealers’ advice. Thus, the benefit of fiduciary duty is much narrower than what …

Should Courts Do Behavioral Analysis Of Boardroom Conduct?, Dale A. Oesterle

Journal of Business & Technology Law

No abstract provided.

Interdisciplinary Perspectives On Corruption, David Jancsics

Publications and Research

Corruption has become one of the most popular topics in the social scientific disciplines. However, there is a lack of interdisciplinary communication about corruption. Models developed by different academic disciplines are often isolated from each other. The purpose of this paper is to review several major approaches to corruption and draw them closer to each other. Most studies of corruption fall into three major categories: (i) rational-actor models where corruption is viewed as resulting from cost/benefit analysis of individual actors; (ii) structural models that focus on external forces that determine corruption; and (iii) relational models that emphasize social interactions and …

Can Ethical Business Behavior Be Legislated?, Emily C. Owens

Senior Honors Theses and Projects - Management

Throughout the history of the United States, there have been landmark business laws established with the intent to shape business practices and procedures in a way that we as a country deem ethical. In this paper I discuss some of the most important landmark acts passed by U.S. lawmakers in order to establish standards for ethical business practices and values that we strive to maintain and improve upon in corporate America today. My research question is, "Can ethical business behavior be legislated?" There are five dominant themes that emerge from this study. First, it is often a corporate scandal or …

Using Second Circuit Precedent To Fundamentally Change Mutlinational Corporations' Global Foreign Corrupt Practices Act Internal Investigations, Travis Robert-Ritter

Brigham Young University International Law & Management Review

No abstract provided.

The End Of The Internal Compliance World As We Know It, Or An Enhancement Of The Effectiveness Of Securities Law Enforcement? Bounty Hunting Under The Dodd-Frank Act's Whistleblower Provision, Justin Blount, Spencer Markel

Fordham Journal of Corporate & Financial Law

In the wake of Bernard Madoff’s $65 billion Ponzi scheme and the recent economic crisis stemming largely from loosely regulated subprime lending and mortgage-backed securities, President Obama signed the Dodd-Frank Wall Street Reform and Consumer Protection Act on July 21, 2010, signaling loudly and clearly that change is coming to Wall Street. But Wall Street is not the only one receiving a message. Buried deep within the 2,319 pages of the Dodd-Frank Act, companies can find Section 922, the whistleblower provision, which provides a bounty for whistleblowers who report securities violations to the Securities and Exchange Commission.These bounty provisions and …

Sarbanes-Oxley And Corporate Greed, Adria L. Stigliano

Honors Scholar Theses

The Sarbanes-Oxley Act is still a relatively new federal law set forth by the Securities Exchange Commission in 2002. Since its implementation, individuals have been wondering if Sarbanes-Oxley is effective enough and doing what it is meant to do – catch and prevent future accounting frauds and scandals. With the use of closer and stricter rules, the SOA is trying to prevent frauds with the use of a created Public Company Accounting Oversight Board. Most importantly, however, it was created to protect the investors from self-interested managers, so as to not have repeats of the Enron, WorldCom and Tyco International …

Auditor Reputation And Earnings Management: International Evidence From The Banking Industry, Kanagaretnam Kiridaran, Chee Yeow Lim, Gerald J. Lobo

Research Collection School Of Accountancy

We examine the relation between auditor reputation and earnings management in banks using a sample of banks from 29 countries. In particular, we examine the implications of two aspects of auditor reputation, auditor type and auditor industry specialization, for earnings management in banks. We find that both auditor type and auditor industry specialization moderate benchmark-beating (loss-avoidance and just-meeting-or-beating prior year’s earnings) behavior in banks. In addition, we find that once auditor type and auditor industry specialization are included in the same tests, only auditor industry specialization has a significant impact on constraining benchmark-beating behavior. In separate tests related to income-increasing …

Turning A Small Residential Farm Into A Non-Profit Educational Organization, Thomas John Anderson

Agribusiness

This study was undertaken to determine whether Felicity’s Farm could become a non-profit organization for education. In order to determine the feasibility of turning Felicity’s Farm into a non-profit organization, interviews were conducted and financial statements were collected. In addition, a Certificate of Incorporation was completed based on the interview and financial data. It was concluded that Felicity’s Farm could become a non-profit organization; however, better organization of finances, fund-raising and the use of volunteers was recommended.

Sarbanes Oxley Act Of 2002: Will It Be Effective In Preventing Another Enron Scandal?, Scott W. Eichar

Senior Honors Theses

The Sarbanes-Oxley Act of 2002 (SOX) was introduced to Congress as a result of the deceit and fraud taking place at Enron in December of 2001. The three factors that led to the scandal were Enron’s weak internal control, misleading off-balance sheet entities, and conflicting interests between Enron’s employees and their chief auditor, Arthur Andersen. The provisions of SOX were established, in part, to strengthen internal control, require proper disclosure for special purpose entities, and eliminate conflicts of interests between a firm and its auditors. The purpose of this paper is to measure the effectiveness of these implementations to prevent …

Hedge Fund Fraud And The Public Good, Lydie Pierre-Louis

Economics, Law, and International Business

The current financial crisis resonates with every American, regardless of their connection to the securities markets. Many struggle to understand how and why the American financial and securities markets collapsed last year. In essence, why did the regulators fail to prevent the collapse? Government officials continue to analyze the relationship between the structural collapse of the markets and regulators’ limited jurisdiction over a class of entities whose transactions substantially impact the markets: hedge funds. Congress can no longer deny hedge funds’ detrimental impact on the financial and securities markets. The impetus for financial re-regulation has arrived. It is incumbent upon …

Reforming Securities Litigation Reform: Restructuring The Relationship Between Public And Private Enforcement Of Rule 10b-5, Amanda A. Rose

Vanderbilt Law School Faculty Publications

Commentators have long debated how to reform the controversial Rule 10b-5 class action without pausing to ask whether the game is worth the candle. Is private enforcement of Rule lOb-5 worth preserving, or might we be better off with exclusive public enforcement? This fundamental but neglected question demands attention today more than ever. An academic consensus has emerged that the typical Rule 1Ob-5 class action cannot be defended on compensatory grounds. That leaves the oft-cited, but undertheorized, rationale that private enforcement is a "necessary supplement" to the securities fraud deterrence efforts of the SEC. When this justification is critically examined, …

Improving Corporate Governance : Character Education As A Supplement To Corporate Ethics Training, Richard L. Muney

Theses, Dissertations and Culminating Projects

This thesis explores the hypothesis that ethics training for corporate personnel will significantly increase ethical behavior and thereby significantly reduce the incidence of corporate malfeasance.

For over 100 years the federal government has been trying to curb malfeasance by managers of public corporations and their boards of directors. This thesis examines the history of that legislation and those regulatory efforts, concluding that these legislative and regulatory attempts have met with varying degrees of success, but, on balance, that success has been transitory at best. It also comes to the conclusion that corporate training programs in ethics, in the absence of …

Corporate Governance, Public Accounting Firm And Multinational Corporation: The Us Sox Act Perspective, Marc Massoud, Eunsup Daniel Shim

WCBT Faculty Publications

The purpose of this paper is to review US corporate governance systems and to highlight the mandated roles of audit committee and external auditor within the SOX Act. In addition, it discusses requirements and implications of the SOX Act for the foreign accounting firms and multinational corporations. Finally this paper provides a perspective on improvement of corporate governance and financial integrity. In order to regain trust from the financial market, the SOX Act mandates (1) to improve auditor’s independence by reducing conflicts of interest; (2) to increase corporate financial reporting responsibility by requiring a CEO or a CFO certify accuracy …

Voluntary Decisions On Audit Committee Composition And Expertise And The Influence Of Board Of Director Characteristics: Further Evidence From Singapore, Jean-Luc Wolfgang Mitchell Van Der Zahn, Inderpal Singh

Research Collection School Of Accountancy

No abstract provided.

Thinking Like A Deal Lawyer, Tina L. Stark

Journal of Legal Education

No abstract provided.

Audit Committee Effectiveness: A Synthesis Of The Empirical Audit Committee Literature, F. Todd Dezoort, Dana R. Hermanson, Deborah S. Archambeault, Scott A. Reed

Accounting Faculty Publications

The empirical audit committee literature is both diverse and expansive, with rapid growth in recent years based on increased concerns about corporate governance and the quality of financial reporting. Our objective in this paper is to synthesize empirical literature on audit committee effectiveness to guide future thinking and research on audit committees. To organize our review, we focus on four components that we believe contribute to audit committee effectiveness (ACE) - audit committee composition, authority, resources, and diligence.

Preventing Fraudulent Financial Reporting, Mark S. Beasley, Joseph V. Carcello, Dana R. Hermanson

Faculty Articles

Provides information on a study conducted by the Committee of Sponsoring Organizations regarding the detection and prevention of financial fraud. Discussion on the nature of financial frauds; Characteristics of unreliable financial reporting; Views on the role of auditing firms in the prevention of fraud.

Just Say 'No', Mark S. Beasley, Joseph V. Carcello, Dana R. Hermanson

Faculty Articles

The article discusses the prevention of financial fraud within corporations and businesses in the United States. The types of individuals named in the U.S. Securities and Exchange Commission (SEC) files are examined. Different fraud techniques are looked at, including sham sales, the recording of conditional sales, and unauthorized shipments. The author discusses the status of firms after fraud disclosure and the implications it has for finance professionals.

Enhancing The Auditor's Fraud Detection Ability: An Interdisciplinary Approach, Maria Krambia Kapardis

Theses: Doctorates and Masters

A contemporary issue of concern to both external auditors and financial statement users is fraud-detection by auditors. The ability of auditors to detect material irregularities, including fraud, should be enhanced to enable them to apply "reasonable skill and care" in carrying out the audit. Such proficiency in fraud detection is needed if the profession is to avoid costly litigation, ever-increasing indemnity insurance and erosion of the profession's credibility. The thesis maintains that such enhancement can be achieved if auditors both utilise knowledge about the aetiology of fraud in psychology, sociology and criminology as well as by synthesising a broad range …