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Sarbanes Oxley Act: SOX Corporate Governance

Instructions:
  • Answer 50 questions in 15 minutes.
  • If you are not ready to take this test, you can study here.
  • Match each statement with the correct term.
  • Don't refresh. All questions and answers are randomly picked and ordered every time you load a test.

This is a study tool. The 3 wrong answers for each question are randomly chosen from answers to other questions. So, you might find at times the answers obvious, but you will see it re-enforces your understanding as you take the test each time.
1. Failure of a corporate director or officer to exercise the duty of care while conducting the corporation's business






2. The employee must also service the notice on whom?






3. A requirement that a greater than majority of shares constitutes a quorum of the vote of the shareholders






4. What is one of the most important controls to protect cash received in over-the-counter sales?






5. How does this Act define 'harm'?






6. The criminal provision of SOX






7. If a public company fails to adopt the complaint procedures mandated by SOX what may happen?






8. Either party may request a review of the judge's decision by filing a __ with the __ within __ days after the date on the judge's order






9. The criminal provision could apply to anyone who ____________ - whether or not the perpetrator works for or has any association with a public company






10. The Board can either adopt the judge's decision as its own or __ the case itself






11. A date specified in corporate bylaws that determines whether a shareholder may vote at a shareholders' meeting






12. Examples of complaints found not to be covered under SOX






13. The penalties that may be imposed under SOX.






14. Bank statement






15. A written document that a shareholder signs - authorizing another person to vote his or her shares at the shareholders' meetings in the event of the shareholder's absence






16. If OSHA investigates - it will issue findings and a preliminary order within __ days after the complaint is filed.






17. A meeting of the shareholders of a corporation that must be held by the corporation to elect directors and to vote on other matters

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18. The company or person must present evidence within __ days after receiving notice of the complaint.






19. Sarbanes-Oxley Act of 2002






20. A doctrine that says if a shareholder dominates a corporation and uses it for improper purposes - a court of equity can disregard the corporate entity and hold the shareholder personally liable for the corporation's debts and obligations - also calle






21. SOX states that __ - __ - __ - __ and __ all constitute retaliation.






22. The required number of share that must be represented in person or by proxy to hold a shareholders' meeting - the RMBCA establishes a majority of outstanding share as this term






23. Why did Congress pass SOX?






24. A member of the board of directors who is also an officer of the corporation






25. What provision is enforced by the SEC only?

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26. Even if the employee provides evidence of individual complaints - OSHA will not investigate under what condition?






27. Remittance Advice






28. SOX creates __ for company representatives.






29. Either party may object to these findings and request a hearing within __ days after receiving the finding and order.






30. Company representative






31. Voucher System






32. Internal Complaint Procedures






33. The SEC regulations to not require companies to follow what?






34. What about an employee whose complaint is based on a feeling or hunch - in the absence of any evidence?






35. Establishes establishes far reaching rules regarding coporate governance; CEO and CFO certification; reimbursement of bonuses and incentive pay; prohibition on personal loans; tampering with evidence; bar from acting as an officer/director






36. What employees are protected under SOX?






37. What new employee right was created by SOX?






38. SOX deadlines

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39. A lawsuit a shareholder brings against an offending party on behalf of a corporation when the corporation fails to bring the lawsuit






40. What procedures must the audit committee of a public company establish?






41. A distribution of profits of the corporation to shareholders






42. Public company






43. The number of directors necessary to hold a board meeting or transact business of the board






44. A rule that says directors and officers are not liable to the corporation or its shareholders for honest mistakes of judgment






45. An arrangement in which the shareholders transfer their stock certificates to a trustee who is empowered to vote the shares






46. SOX generally only applies to __ - however - it's whistleblower provision also applies to company representatives.






47. What is required to qualify as a protected whistleblower






48. The duties of obedience - care - and loyalty owed by directors and officers to their corporation and its shareholders






49. Meetings of a shareholders that may be called to consider and vote on important or emergency issues - such as a proposed merger or amending the articles of incorporation

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50. To be protected by sox an employee must do one of what activities?