Skip to content
BOL Conferences
Thread Options
#182185 - 04/21/04 02:55 PM audit committee independence
beegee Offline
Diamond Poster
Joined: Feb 2004
Posts: 1,110
South
We are a $600 million privately held institution. Our audit committee is made up of outside directors. The audit committee chairman is an attorney. He does on occasion do legal work for the bank.

How does SOX affect this? Is he still considered independent?

Return to Top
Audit
#182186 - 04/21/04 03:07 PM Re: audit committee independence
Retired DQ Offline
10K Club
Retired DQ
Joined: Dec 2002
Posts: 40,766
Turnpike Exit 10
From the act:
‘‘(3) INDEPENDENCE.—
‘‘(A) IN GENERAL.—Each member of the audit committee
of the issuer shall be a member of the board of
directors of the issuer, and shall otherwise be independent.
‘‘(B) CRITERIA.—In order to be considered to be independent
for purposes of this paragraph, a member of an
audit committee of an issuer may not, other than in his
or her capacity as a member of the audit committee, the
board of directors, or any other board committee—
‘‘(i) accept any consulting, advisory, or other
compensatory fee from the issuer; or
‘‘(ii) be an affiliated person of the issuer or any
subsidiary thereof.


I don't think you are governed by SOX, however, interagency guidelines recommend that you still implement some of the provisions.
Regarding your attorney, I would not consider him independent.

Just curious, do you have a "financial expert" on your audit committee?
_________________________
Get your facts first, then you can distort them as you please. - Mark Twain

Return to Top
#182187 - 04/21/04 07:49 PM Re: audit committee independence
Anonymous
Unregistered

yes - we have a tax attorney that would be considered a "financial expert."

Return to Top
#182188 - 04/21/04 08:22 PM Re: audit committee independence
Retired DQ Offline
10K Club
Retired DQ
Joined: Dec 2002
Posts: 40,766
Turnpike Exit 10
That's good, I know that was not an issue for us, but for some others it was.
_________________________
Get your facts first, then you can distort them as you please. - Mark Twain

Return to Top

Moderator:  Andy_Z