Recently Adopted Corporate Governance Reforms for Amex-Listed Companies
During the past year, dramatic changes were made to the rules that govern the conduct of public company directors and officers, and the companies they serve. In an attempt to restore investor confidence in the integrity of the U.S. capital markets and their participants, the American Stock Exchange ("Amex") has adopted new standards to strengthen corporate governance requirements for Amex-listed companies. For its part, Congress passed the Sarbanes-Oxley Act of 2002 ("Sarbanes-Oxley"), which was signed into law on July 30, 2002. Sarbanes-Oxley imposes significant new disclosure and corporate governance requirements for public companies, and also provides for substantially increased liability under the federal securities laws for public companies, and their executives and directors.
Over the course of the past year, the Securities and Exchange Commission (the "SEC") adopted final rules to implement the corporate governance reforms mandated by Sarbanes-Oxley. On December 1, 2003, the SEC formally approved substantially all of the reforms proposed and recently adopted by Amex. Below is a summary of the corporate governance reforms that are mandated by Sarbanes-Oxley and the rules thereunder, as well as those that have been adopted by Amex.
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