Sarbanes-Oxley Act: Study with Video Lessons, Practice Problems & Examples

The Sarbanes-Oxley Act (SOX) was enacted in response to major accounting scandals like Enron and Worldcom, aiming to enhance the reliability of financial statements. Key features include the establishment of the Public Company Accounting Oversight Board (PCAOB) to oversee auditors, mandatory CEO and CFO certification of financial statements, and restrictions on auditors providing non-audit services. SOX also mandates auditor rotation, internal control assessments, and the formation of an audit committee to hire auditors, ensuring greater accountability and transparency in financial reporting.

Sarbanes-Oxley Act of 2002

So in the early 2000s, there were some huge accounting scandals that became big hot topics in your accounting classes. Okay? And from these accounting scandals, there was legislation that passed called the Sarbanes Oxley Act to try and stop these scandals from happening again in the future. Let's learn a little more about the Sarbanes Oxley Act. Okay. So in the early 2000s, those famous accounting scandals that they love to mention in your accounting textbooks are Enron, there was a company called Enron, and another one called WorldCom. Okay? And both these companies they basically falsified information, they said they were making all sorts of money that they weren't making and it ended up being a problem, right, and this is an accounting problem, right, because it comes down to the financial information that they release, those balance sheets, those income statements that they were giving to their investors, they were false. They didn't show true information, alright? And the problem there is that these financial statements, they were audited by an auditor who came in and he's supposed to be completely separate from the company and say hey this is all okay. So in the end, it ended up being even worse because it was the auditors themselves that were also under fire. Okay? So in response to these scandals, we saw the Sarbanes Oxley Act, okay? And it's called SOX for short. Alright? So let's learn just on a high level some of the things that the Sarbanes Oxley Act did and see how that would make financial statements more reliable and help the investors feel safe with the financial information that they're getting again. Okay. So let's see what were some of the key features here. One of the most important things was the creation of the PCAOB, the Public Company Accounting Oversight Board. So what the PCAOB basically does is set standards for the auditors as well. Okay? So they're basically they make sure that the auditors are doing what they're supposed to be doing. They're the auditors of the auditors. Okay? So isn't that sound really productive, right? Now we're auditing the people who are supposed to be auditing, either way it helps us feel safer with what the auditors are doing, right? There's more strict guidelines on the auditing process. Okay? Next is executive accountability. So after the Sarbanes-Oxley Act required that the CEO and CFO of public companies, companies that are traded on stock exchanges, well, they're now required to sign off on the statements. They have to literally sign the statement and say, hey, I'm okay with this, right? They're certifying that this is all good information and there are big penalties if they sign these statements and then they end up being false, they can definitely go to prison. Okay? Next is non-audit services. So what this made it illegal for auditors to perform non-audit services. Okay? So now auditors, the only thing they can do for the company is audited the company. Right? Before it was able for them to do things like consulting services as well, right? And this ended up making it like a conflict of interest, right? Maybe the auditor wanted to keep this client and make more money off of them, so they wanted to get these other engagements like consulting engagements and make these friendly terms, but there shouldn't be friendly terms between the company and auditor. The auditor needs to be very objective and make sure that everything is done correctly, okay? So those non-audit services like consulting, they're no longer allowed. The audit firm can only audit. Next, work paper retention. So auditors are required to hold onto important documents for 7 years, that's a pretty long time, right? So they can always go back and make sure that those audits were done correctly, especially when the PCAOB comes in and audits those auditors and checks those work papers. Cool? Next is auditor rotation. So the lead auditor on an engagement, so whoever is like the partner of the engagement, well that's going to have to change every 5 years. This is so that there's not friendliness that starts to happen between the partner and the executives of the company, they want to keep that rotating. Okay? And it also makes it so that the new auditor can come in and have a fresh look at the statements and maybe find new problems that the other one didn't notice. Next is conflicts of interest. So this one seems pretty obvious, right? The audit firms cannot audit companies where the executives used to work for the auditors, right? This is a situation where maybe someone who worked for the company is now the CEO of the company you're auditing, well, that wouldn't really make sense, right? You could see a conflict of interest there. They're probably on friendly terms with their auditors, which is never good. Okay. The audit committee. So now, Sarbanes Oxley Act forces an audit committee to be formed and the audit committee is what hires the audit committee hires the auditors, okay? So it's no longer the management of the company can hire the auditor and they can pick and choose who they want. No, the audit committee which is the board of directors from the board of directors, they're the ones who choose the auditors. And the last is the topic of internal controls. So there has to be internal controls in place and management must assess their effectiveness, so management must make a statement in the financial statements or a written statement saying, hey, our controls are effective and they should make our information more reliable. On top of that statement, the auditors are going to test internal controls to make sure that they are working properly. Okay? So you can see that the Sarbanes Oxley Act has forced accounting information to hopefully be more reliable, right, because they've put all these extra restrictions and extra regulations to make sure that the auditors are doing their job as well as management. Cool? Alright. Let's go ahead and move on to the next video.

Here’s what students ask on this topic:

What is the Sarbanes-Oxley Act and why was it enacted?

The Sarbanes-Oxley Act (SOX) was enacted in 2002 in response to major accounting scandals involving companies like Enron and Worldcom. These scandals revealed significant issues with the reliability of financial statements, as these companies had falsified their financial information. SOX aims to enhance the accuracy and reliability of corporate disclosures and protect investors from fraudulent accounting activities. Key provisions include the establishment of the Public Company Accounting Oversight Board (PCAOB) to oversee auditors, mandatory CEO and CFO certification of financial statements, and restrictions on auditors providing non-audit services. These measures ensure greater accountability and transparency in financial reporting.

What is the role of the Public Company Accounting Oversight Board (PCAOB) under SOX?

The Public Company Accounting Oversight Board (PCAOB) was established by the Sarbanes-Oxley Act to oversee the audits of public companies. Its primary role is to set auditing standards and ensure that auditors comply with these standards. The PCAOB conducts inspections of audit firms, enforces compliance with specific regulations, and can impose sanctions for violations. Essentially, the PCAOB acts as an auditor of the auditors, providing an additional layer of oversight to ensure the integrity and reliability of financial statements. This helps restore investor confidence in the financial information provided by public companies.

What are the key provisions of the Sarbanes-Oxley Act?

The Sarbanes-Oxley Act includes several key provisions aimed at improving the reliability of financial statements and protecting investors. These include the creation of the Public Company Accounting Oversight Board (PCAOB) to oversee auditors, mandatory CEO and CFO certification of financial statements, and restrictions on auditors providing non-audit services. Other important provisions are auditor rotation, requiring the lead auditor to change every five years, and the formation of an audit committee to hire auditors. Additionally, SOX mandates internal control assessments and requires auditors to retain work papers for seven years. These measures collectively enhance accountability and transparency in financial reporting.

How does the Sarbanes-Oxley Act impact auditors and their relationship with clients?

The Sarbanes-Oxley Act significantly impacts auditors by imposing stricter regulations and oversight. Auditors are now prohibited from providing non-audit services, such as consulting, to their audit clients, eliminating potential conflicts of interest. SOX also mandates auditor rotation, requiring the lead auditor to change every five years to prevent overly friendly relationships with clients. Additionally, auditors must retain work papers for seven years and are subject to inspections by the Public Company Accounting Oversight Board (PCAOB). These measures ensure that auditors remain objective and independent, thereby enhancing the reliability of financial statements and protecting investors.

What is the significance of CEO and CFO certification of financial statements under SOX?

Under the Sarbanes-Oxley Act, CEOs and CFOs of public companies are required to certify the accuracy and completeness of financial statements. This certification holds these executives personally accountable for the financial information provided to investors. If the statements are found to be false or misleading, the CEO and CFO can face severe penalties, including fines and imprisonment. This provision aims to ensure that top executives take responsibility for the integrity of their company's financial reporting, thereby enhancing investor confidence and promoting transparency and accountability in corporate governance.