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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. 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


2. A system in which each shareholder votes the number of share he or she own on candidates for each of the positions open - also called noncumulative voting






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






4. A duty that directors and officers have not to act adversely to the interests of the corporation and to subordinate their personal interests to those of the corporation and its shareholders






5. What is the stated purpose of SOX?






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






7. What employees are protected under SOX?






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






9. An agreement between two or more shareholders that stipulates how they will vote their shares






10. An agreement that requires a selling shareholder to offer his or her shares for sale to the other parties to the agreement before selling them to anyone else






11. Rights that give existing shareholders the option of subscribing to new share being issued in proportion to their current ownership interests






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






13. Voucher System






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






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






16. Bank statement






17. Why did Congress pass SOX?






18. What are the conditions under which OSHA will investigate individual complaints?






19. If OSHA does not issue a final decision on the employee's complaint within 180 days after the complaint is filed - the employee can do what?






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






21. Failure of a corporate director or officer to exercise the duty of care while conducting the corporation's business






22. The penalties that may be imposed under SOX.






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






24. A duty of corporate directors and officers to use care and diligence when acting on behalf of the corporation






25. Sox important Organizations that you must know






26. Usurping of corporate opportunity


27. An agreement that requires selling shareholders to sell their shares to the other shareholders or to the corporation at the price specified in the agreement






28. SOX (or SARBOX)






29. Public company






30. 4 elements that must be proven to show usurping of corporate opportunity:


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






32. Voucher






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






34. The criminal provision of SOX






35. Personal liability provision






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






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






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


39. Public companies and company representatives are not permitted to retaliate against an employee in the __ or __ of his/her employment because the employee provided information - participated in an investigation - or participated in a proceeding relat






40. A panel of decision makers who are elected by the shareholders






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






42. A duty that directors and officers of a corporation have to act within the authority conferred upon them by state corporation codes - the articles of incorporation - the corporate bylaws - and the resolutions adopted by the board of directors






43. Under what conditions may an employee claim protection of SOX?






44. Bank reconcilation steps






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






46. The employee must file a notice with the administrative law judge assigned to the original complaint __ days before filing the lawsuit.






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






48. Company representative






49. 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






50. Types of proceedings protected under SOX?