Meeks Readies Amendment to Sarbox

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The New York Sun

WASHINGTON — With Mayor Bloomberg and financial leaders expected here today for a conference on capital markets, a Queens congressman is preparing to introduce legislation to amend the Sarbanes-Oxley Act, which many say has threatened New York’s status as the center of global finance.

Rep. Gregory Meeks, a Democrat who represents southeast Queens, said in an interview yesterday that his bill would exclude smaller public companies from requirements of the 2002 law and aim to reduce the high cost of compliance.

The proposal comes as the treasury secretary, Henry Paulson, is convening a major Washington summit on capital markets and competitiveness that will bring together leaders from across the financial community, including the mayor; the chairman of the Securities and Exchange Commission, Christopher Cox; the chairman of Berkshire Hathaway, Warren Buffett, and two former chairmen of the Federal Reserve, Alan Greenspan and Paul Volcker.

Mr. Bloomberg, who founded the business news and information company that bears his name, is slated to sit on a panel alongside Messrs. Greenspan, Volcker, and a former treasury secretary, Robert Rubin.

Congress enacted Sarbanes-Oxley five years ago in response to a spate of corporate accounting scandals, notably Enron. Although many officials and lawmakers say the law has brought increased transparency and accountability, there is a growing consensus in favor of changing at least one area of the law, known as Section 404. The provision requires companies whose stock is publicly traded to report on their internal financial controls and hire an external auditor to verify the data.

Where there is less agreement is on how to change Section 404.

In January, Mr. Bloomberg and Senator Schumer jointly released a report on the emerging threats to New York and America’s global financial leadership. The study recommended changes in the way regulators implement Section 404, but not a legislative overhaul. Similarly, Mr. Paulson, a former chief executive of Goldman Sachs, has said that while regulations should be implemented in a “more efficient and cost effective manner,” he does not support new amendments to the law.

The bill Mr. Meeks is proposing is modeled on legislation he introduced in the last Congress along with a Republican co-sponsor, Rep. Tom Feeney of Florida. Mr. Meeks, a member of the House Financial Services Committee, said he hopes the bill will have new life in a Democratic Congress.

Acknowledging that many oppose legislative amendments to Sarbanes-Oxley, he said he wants to build enough support to pressure the SEC to move faster in loosening requirements in Section 404. “We’ve got to stop the hemorrhaging quickly,” Mr. Meeks said, pointing to the growing number of firms that are moving overseas to avoid the regulations.

The original sponsors of the law, Senator Sarbanes, a Democrat of Maryland, and Rep. Michael Oxley, a Republican of Ohio, retired from Congress in January.

A chief criticism of Section 404 is that compliance costs millions of dollars for smaller public companies, which may not have the same infrastructure for internal reporting as larger corporations. The result is that the firms may spend more money on adhering to the regulations than on innovations that drive the economy. The Meeks bill would exempt companies from the reporting requirements of Section 404 that have less than $700 million in market value, annual revenue of less than $125 million, and fewer than 1,500 shareholders. It would also maintain audits every three years after the first year, instead of annually.

Some critics of amending Section 404 in Congress say it could make the broader bill vulnerable to proposals that would destroy it entirely. “There’s always a danger in opening the legislative process to Sarbanes-Oxley,” the chief operating officer of the U.S. Chamber of Commerce, David Chavern, said.

In a report released yesterday on capital markets in the 21st century, the chamber recommends that instead of a legislative change, Congress should incorporate Sarbanes-Oxley into the Securities Exchange Act of 1934, which it said would give the SEC added flexibility to create reporting rules to accommodate companies of different size.

“In a lot of ways, we’re trying to get at the same thing as Congressman Meeks,” Mr. Chavern said.

In November, a blue-ribbon commission of 22 business and academic leaders also urged changes to Sarbanes-Oxley as a way of increasing America’s financial edge.

Amid complaints from Wall Street, the SEC and the Public Company Accounting Oversight Board in December issued proposals aimed at reducing compliance costs for firms, but they are not as far-reaching as Mr. Meeks or others have urged. They do not include, for example, total exemptions for smaller public companies. “They’re well-intentioned, but they still have some ways to go,” Mr. Chavern said.


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