President Bush signed the Sarbanes-Oxley Act of 2002, also known as the
Public Company Accounting Reform and Investor Protection Act of 2002,
on July 30, 2002. This sweeping bill was signed in response to the recent
high profile scandals involving Enron, Arthur Andersen, Global Crossing,
Tyco, WorldCom and other corporations and will have a profound impact
on executives, accountants and shareholders. The bill significantly affects
the regulation of accountants; imposes new responsibilities and liabilities
on CEOs, CFOs and directors; and toughens criminal penalties, in terms
of both fines and prison sentences, for corporate fraud, destruction of
documents and hindrance of investigations. Consider the following questions
about your company or one in which you invest:
- Has the company
extended credit or made any loans to any of its executive officers or
directors?
- Does the company
have significant stock option plans for its executive officers and directors?
- Have the public
filings of the company been delayed or its financial results been restated?
- Is the board of directors of the company comprised primarily of insiders?
If your response is yes to any of these questions, the Sarbanes-Oxley Act will have far-reaching effects on this company and the way it conducts business. Even if you answered no, there are few, if any, public companies and shareholders that will not need to be informed about the costs and benefits of what is arguably the most important piece of federal securities legislation to be passed in decades.
Bristol Advisory Services on Corporate Covernance
Bristol and its specialty legal counsel provide advice to public company clients on the myriad regulatory and governance issues that they face - from Sarbanes-Oxley disclosure provisions, to financial reporting statutes, to insider trading matters - and we are thoroughly familiar with all legal and regulatory developments affecting our clients. Our corporate advisory services for our public company clients include:
- reviewing Exchange
Act forms;
- commenting on proxy
statements and annual reports to shareholders;
- drafting officer
and director questionnaires for securities filings;
- counseling on
resales of restricted securities and securities held by affiliates under
Rule 144;
- developing disclosure
guidelines and insider trading restrictions (including the new requirements
under the Sarbanes-Oxley Act); and
- consulting on the content and timing of press releases in connection with earnings and similar reporting issues.
Our services encompass advisory work for individual directors, full boards of directors, board committees, executive officers, and institutional and private investors. Among the matters on which Bristol and its specialty legal counsel frequently advise directors and executives are: changes in control; executive succession; financial reporting compliance; strategic decision-making, including acquisition, divestiture and spin-off planning; and capital raising alternatives.
Our overall goal is to enhance the investment returns of our public company clients by growing enterprise and shareholder value through both sounder corporate governance and improved profits and cash flows. We accomplish this through both the advisory services that we offer as well as the development and implementation of financial and strategic programs that are suitably aligned with our clients' specific business needs. Bristol has extensive experience in: capital restructurings; mergers and acquisitions; divestitures; and private placements of debt and equity.
We look forward to hearing from you.
Alan P. Donenfeld
President
Bristol
Investment Group, Inc.
110 East 59th Street, 29th fl.
New York, NY 10022
Tel: (212) 593-3157
Fax: (212) 202-5022
Website: http://www.BristolDirect.com
Email:
Corporate
Governance Focus Reports (click to view the full text)
Executive
Compensation, Loans, Bonuses and Insider Trading >>>
Financial Certification and Audit
Committee Requirements >>>
Internal Controls >>>
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Electronic Filing >>>