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April 6, 2010

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What's New
Room for improvement on 404?
Has Sarbox lead to a chill on information flow?
Small business accounts may lack protection
New way to steal from small enterprises and banks

Editor's Corner: Corporate governance, big improvement at banks?

Tip of the Week
Can a book kick start your GRC marketing efforts?

Also Noted: Alberto Gonzalez gets 20 years; Accountants embrace cloud computing; and much more...



Editor's Corner

Corporate governance, big improvement at banks?

By Jim Kim Comment | Forward | Tweet thisShare on FacebookShare on LinkedIn


Sarbanes-Oxley (Sarbox news) was supposed to improve corporate board performance, and there was lots of talk about how the new law imposed some big new burdens on the board, especially the audit committee (audit committee news). So much so that some long-time directors thought the job wasn't worth it anymore. 

In the wake of the financial crisis--and some of the accounting shenanigans that came to light later--people started to wonder if the law really made much of a difference. When it comes to big banks, a recent report from Moody's offers an answer. According to the report on 20 big banks, about one-third of outside directors had financial backgrounds pre-crisis, while just nine chairmen were independent--nothing to be proud of, to be sure. 

But the silver lining is that the public pressure has forced some changes. While the percentage of independent directors remains steady at about 70 percent, the report says these banks on average have turned over a third of their boards and added four new members. Now almost half of bank board members have financial experience. 

A good example would be Bank of America (NYSE: BAC). Ex-CEO Ken Lewis (Ken Lewis news) was stripped of his chairman title before he was forced out altogether. After the government took its massive bailout steps, 10 directors left the board. Six of the new directors had significant banking industry or regulatory experience. Citigroup (NYSE: C) has also replaced many directors and has added seven new ones with banking experience. 

Is there a linkage between a board's banking expertise and the bank's ability to navigate the economic crisis? Some might say so. About 62 percent of Credit Suisse's outside directors had banking experience in 2007 and it fared well compared to rival UBS (NYSE: UBS), where only 12 percent of directors had banking experience. At Goldman Sachs (NYSE: GS), 45 percent of directors had financial services backgrounds three years ago. 

But what to make of JPMorgan Chase (NYSE: JPM), which has outside directors with financial industry experience? The report notes the outside directors at Wells Fargo (NYSE: WFC), Deutsche Bank (NYSE: DB) and BNP Paribas had little financial services industry experience, and they all fared relatively well. 

The Financial Times opines: "The truth is the meltdown was not a corporate governance issue. Goldman Sachs is run perfectly well with Lloyd Blankfein (Lloyd Blankfein news) as chief executive and chairman. And perhaps during the bubble more plumbers on bank boards might have asked: 'Hey, what happens if house prices actually fall?'"

That's not to say that good corporate governance practices are not a good thing. TheStreet.com offers a list of issues at the top companies. We'll likely hear more about this at annual meetings. - Jim

Read more about: Bank of America, JPMorgan, Goldman Sachs, corporate governance




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Today's Top News

Room for improvement on 404?

By Jim Kim Comment | Forward | Tweet thisShare on FacebookShare on LinkedIn

Many people will argue that the Sarbanes-Oxley (Sarbox news) has been a success, in particular Section 404 (404(b) news). At large companies, I think you can make a strong case for this. Restatements have fallen and so have compliance costs. Some companies are realizing strategic benefits, but there's always room for improvement.

A survey by Ajilon Finance Solutions, which polled 210 accountants, has found that 73 percent of finance professionals "believe their company could be more efficient in the implementation" of Section 404(b). This section, as you know, requires management and external auditors to report on the adequacy of the company's internal control over financial reporting.

Specific inefficiencies included: Poor training and education in the area of processes and controls, lack of focus in project management, and utilizing resources and a "compliance at all costs" mentality that focused on effectiveness but not efficiency. Small companies that may someday face a 404(b) mandate would be wise to listen. 

For more:
- here's the article

Related Articles:
A need for a small company 404(b) requirement?
Update: 404(b) reprieve for small companies?
Another 404(b) reprieve for small companies?
Never say never on Sarbanes-Oxley
Wow! Another 404(b) extension

Read more about: 404(b), Sarbanes Oxley, Restatements, Internal Control


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Has Sarbox lead to a chill on information flow?

By Jim Kim Comment | Forward | Tweet thisShare on FacebookShare on LinkedIn

One goal of Sarbanes-Oxley (Sarbox news) was to ensure that the information disseminated by companies was accurate and that executives were accountable for it. But you often hear Sarbanes-Oxley used as excuse. Executives are so concerned with saying the wrong thing, they tend to clam up. To be sure, there may be cases where executives use the law as an excuse, though Reg FD is just as applicable. Still, the idea of Sarbanes-Oxley and the chilling effect is explored in Finance & Commerce, which takes a look at the advertising industry.

Says one executive: "We're oftentimes more limited in what we say because we're part of a publicly traded company (IPO news)." The pages of Advertising Age reflect the times. Reporters "used to page through Advertising Age's agency income issue--back when people still paged through publications--to gauge the size of agencies on an annual basis. However, since 2002, disclosing revenue, number of employees and billings (an increasingly dated measure of an ad campaign's size) have in effect been banned by ad holding companies because of the chilling effects of Sarbanes-Oxley." This is an interesting perspective. What do you think? 

For more:
- here's the article (reg. req.)

Related Articles:
Controls creating complexity?
A need for a small company 404(b) requirement?
Did Justices tip their hand on Sarbanes-Oxley?
Finally, the Supreme Court takes up Sarbanes-Oxley
These men want to take down Sarbanes-Oxley

Read more about: IPO, Sarbanes Oxley, Ad Campaign



Small business accounts may lack protection

By Jim Kim Comment | Forward | Tweet thisShare on FacebookShare on LinkedIn

If you run your own small consulting operation or other business, you've likely been advised or tempted to set up a separate bank account dedicated to your business. But given the risk of online fraud, an article from the Pocono Record suggests you rethink that standard bit of advice. Some business and personal accounts have rules that protect individuals from online hacking but can leave small-business owners unprotected. One Bank of America (NYSE: BAC) customer lost $50,000 to fraudsters and wasn't reimbursed by the bank.

Business customers are governed by the Uniform Commercial Code, which essentially allows the bank to lay out the conditions under which clients will--or won't--be reimbursed for a loss. Federal law, however, requires the bank to reimburse hacking losses to personal accounts.

The implications of this for the banking industry are huge. Small businesses loom as a huge source of potential business due to higher fees for new services, but to the extent that people are discouraged from signing up for them, they are also frustrated by these new business development ideas. The obvious answer of course is more security for business accounts. 

For more:
- here's the article

Related Articles:
School system, banks hit by thieves
Designate a computer for online transactions
Forensic savvy key to fighting database hackers?

Read more about: data security, small businesses, Banking Industry, Bank of America



New way to steal from small enterprises and banks

By Jim Kim Comment | Forward | Tweet thisShare on FacebookShare on LinkedIn

Have you noticed a bunch of signs around your town advertising for people to work from home, where they can make about $500 or so a week. They've been proliferating in some areas and represent, unfortunately, yet another banking scam. We've noted that cyber criminals (hackers news) are stepping up their activity, compromising the bank accounts of small enterprises, especially government institutions and businesses.

In a recent scam, noted by The Star-Ledger, the FBI (FBI news) has found that the employers are basically looking for money mules to launder money. They make people think they are working from home in the accounts receivable unit of a large company, or something similar. In reality, they are sending out money in small increments to criminals. They do pay you, however. Usually, a bank account for a small business or government agency is compromised. Money in small sums are sent along to be resent overseas by a mule working from home. Not all mules are innocent of course. Some may have some suspicions about their work but turn a blind eye as long as they are getting paid. 

For more:
- here's the article

Related Articles:
School system, banks hit by thieves
A global victory for cyber-crime fighters
Browser security looms as big issue

Read more about: small businesses, money mules, Cyber Criminals, Bank Accounts



Tip of the Week

Can a book kick start your GRC marketing efforts?

By Jim Kim Comment | Forward | Tweet thisShare on FacebookShare on LinkedIn

If you've dealt with veteran trade reporters, you know they can be a prickly bunch. But you need them to write about your company and your solution (PR news). Frankly, you need them more than they need you because they've got a lot of options when it comes to cranking out articles. So you really need to stand out in a way that doesn't cause them to roll their eyes.

A commentary at ZDNet suggests one approach: Have your executive write a good book. The key term here is "good." Writing about a book produced by CA executives, the commentator noted, "I was expecting this thing to be really light and full of infomercial material. You know what? It was pretty good and was only 1 percent self-promoting. If you didn't understand governance (corporate governance news) well, you ought to get this. Each chapter was written by a different CA executive and covers a separate topic."

Heck, I'd even like a copy. This, in many ways, is a time-worn approach but it can work, as long as the content is compelling--which usually means non-promotional. In a crowded field, where good information comes at a premium. It may be worth a shot. 

For more:
- here's the item

Related Articles:
The state of the GRC industry
Case study: Zions Bancorp and GRC
Time to converge ERM and IT GRC?

Read more about: Marketing Opportunity, marketing, GRC



Also Noted

> Alberto Gonzalez gets 20 years. Article
> Firm advises fair value care. Article
> Reacting to reform. Article
> The fix for ethics concerns in financial services. Article
> A look at the SEC's budget. Article
> Accountants embrace cloud computing. Article 

And Finally... What's a degree really worth? Article


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