A Primer on Corporate Governance, Second Edition, 2nd Edition

Chapter 4

Major U.S. Governance Reforms: 2002–2012¹

The Sarbanes-Oxley Act of 2002

In the aftermath of the governance scandals around the turn of the century, the government, regulatory authorities, stock exchanges, investors, ordinary citizens, and the press all began to scrutinize the behavior of corporate boards much more carefully than they had done at anytime before. The result was an avalanche of structural and procedural reforms aimed at making boards more responsive, proactive, and accountable, and at restoring public confidence in U.S. business institutions.

The Sarbanes-Oxley Act of 2002 imposes significant new disclosure and corporate governance requirements for public companies and also provides for substantially increased liability ...