Securities Lawyer's Deskbook
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Sarbanes-Oxley Act of 2002

Section 407 -- Disclosure of Audit Committee Financial Expert

  1. Rules Defining "Financial Expert". The Commission shall issue rules, as necessary or appropriate in the public interest and consistent with the protection of investors, to require each issuer, together with periodic reports required pursuant to sections 13(a) and 15(d) of the Securities Exchange Act of 1934, to disclose whether or not, and if not, the reasons therefor, the audit committee of that issuer is comprised of at least 1 member who is a financial expert, as such term is defined by the Commission.

  2. Considerations. In defining the term "financial expert" for purposes of subsection (a), the Commission shall consider whether a person has, through education and experience as a public accountant or auditor or a principal financial officer, comptroller, or principal accounting officer of an issuer, or from a position involving the performance of similar functions--

    1. an understanding of generally accepted accounting principles and financial statements;

    2. experience in--

      1. the preparation or auditing of financial statements of generally comparable issuers; and

      2. the application of such principles in connection with the accounting for estimates, accruals, and reserves;

    3. experience with internal accounting controls; and

    4. an understanding of audit committee functions.

  3. Deadline for Rulemaking. The Commission shall--

    1. propose rules to implement this section, not later than 90 days after the date of enactment of this Act; and

    2. issue final rules to implement this section, not later than 180 days after that date of enactment.

Legislative History

July 30, 2002, 107 P.L. 204, Title IV, § 407, 116 Stat. 745.

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