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| ► Certified Sarbanes
Oxley Expert -
Distance
Learning and Online Certification
Program |
| ►
Certified EU
Sarbanes Oxley Expert -
Distance
Learning and Online Certification
Program |
 
Course
Title
8th
Company Law Directive of the EU: Certified EU Sarbanes Oxley
Expert (CEUSOE)
Objectives:
The
seminar has been designed to provide with the knowledge and skills
needed to understand and support compliance with the European Sarbanes-Oxley
(8th Company Law Directive), and to
become a Certified EU Sarbanes Oxley Expert (CEUSOE)
Target Audience:
This
course is highly recommended for:
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Risk Officers
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Compliance
Officers
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Auditors
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IT Managers and Professionals
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Information
Security Managers and Professionals
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Process
Owners
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Network, System and Security Administrators
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Internal Controls
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Operations
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Legal
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Consultants
Overview:
After the passage of the US Sarbanes-Oxley Act in 2002, US and
non-US companies listed in a US stock exchange have the difficult
task to comply with the Sarbanes-Oxley Act.
After the passage of the European Union’s 8th Company Law Directive
on Statutory Audit (Directive 2006/43/EC), European and non-European
companies listed in any country of the EU have to comply with the
8th company law directive.
EU Member States already comply with this Directive (after July
2008).
The 8th directive is considered the European post Sarbanes-Oxley
regulatory retaliation. And, like in the US SOX, there are extremely
important extraterritorial consequences. The Offshore Financial
Centers (OFCs) for example must immediately enact legislation to
prove that they have an “equivalent level of regulation”, to protect
their auditors that audit offshore companies with EU listings from
being subject to a tough European oversight regime. Otherwise,
auditors and audit firms from ‘third countries’ have to be
registered in the EU and to be subject to oversight, quality
assurance and sanctions.
Companies listed in EU are directly affected.
From the changes in the audit committee and the role of the
board of directors to the new internal controls requirements,
professionals in EU listed companies will face the same or similar
challenges with their American colleagues that have to comply with
the US SOX. The European SOX (E-SOX) and the Japanese SOX (J-SOX)
definitely create a new flat world in the financial markets.
Course Synopsis:
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From the Sarbanes Oxley Act of 2002 to the
European Union’s equivalent regulatory vehicles
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Restoring investor confidence in the EU
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The European Unions Financial Services Action Plan (FSAP)
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From the Eighth Directive of 1984 (Directive 84/253/EEC) to the
8th Company Law Directive on Statutory Audit (Directive
2006/43/EC)
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The 8th Company Law Directive
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New Definitions
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Approval, continuing education and mutual recognition of statutory
auditors and audit firms
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Registration of statutory auditors and audit firms
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Professional ethics, independence and objectivity
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Confidentiality and professional secrecy
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Auditing standards
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Statutory audits of consolidated accounts
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Audit reporting
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Quality assurance systems
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Auditors' liability
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Public oversight and regulatory arrangements between member states
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Mutual recognition and designation of competent authorities
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Application to non-listed public-interest entities
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The Audit Committee
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Similarities and differences with the US Sarbanes-Oxley Act
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The 8th Company Law Directive and Corporate
Governance
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The impact on corporate governance
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The role of the board of directors and executive management
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Internal controls and external auditors
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The 8th Company Law Directive: Committees and Interpretations
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From the US Public Company Accounting Oversight Board (PCAOB) to
the European Group of Auditors’ Oversight Bodies (EGAOB)
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The three new bodies established in the EU
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The Audit Regulatory Committee (AuRC)
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The European Group of Auditors’ Oversight Bodies (EGAOB)
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The European Forum on Auditors’ Liability
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The 8th Company Law Directive and the World
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Approval of auditors from third countries
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Registration and oversight of third-country auditors and audit
entities
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The 8th Company Law Directive and the European Union (EU)
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Requirements applicable to the auditors of companies incorporated
outside of the European Union (EU)
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The 8th Company Law Directive and countries
outside the European Economic Area
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The importance of Articles 45 and 46
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The 8th Company Law Directive and the Offshore Financial Centers
(OFCs)
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The 8th Company Law Directive and the USA
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The “post-Sarbanes-Oxley regulatory retaliation” opinion and the
EU Financial Services Action Plan (FSAP)
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Derogation in the case of equivalence
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Cooperation with competent authorities from third countries
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The Transparency Directive
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The harmonisation of transparency requirements with regard to
information about issuers whose securities are admitting to
trading on a regulated market
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Annual financial reports
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Half-Yearly financial reports
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Transparency and information for holders of securities
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Important disclosures
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Major Holdings
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Third countries
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International Accounting Standards
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The Market Abuse Directive
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Insider dealing
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Market manipulation
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Competent authorities with “investigatory powers”
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How the directive is implemented under the Lamfalussy process
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How to comply with both the 8th Company Law
Directive and the Sarbanes Oxley Act
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Compliance in the post-Parmalat EU and the post-Enron USA
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Privacy and Compliance with the Federal Trade Commission Fair, the
California Online Privacy Protection Act, the Children Online Privacy
Protection Act, the Privacy Alliance, the Controlling the Assault of
Non-Solicited Pornography and Marketing Act
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