Corporate Governance - Cost Benefit Analysis of Sarbanes Oxley
THE BENEFITS OF SARBANES-OXLEY AND CORPORATE GOVERNANCE MEASURED AGAINST THE COSTS
Salim Motala
A research project submitted to the Gordon Institute of Business Science, University of Pretoria, in partial fulfilment of the requirements for the degree of Master of Business Administration.
14 November 2007
ABSTRACT
The Sarbanes-Oxley Act of 2002 (SOX) is the only legislated corporate governance structure, and is aimed at increasing investor confidence in public companies by forcing them to be transparent in their financial affairs. In order for companies to comply with the legislation, significant costs need to be incurred without any guarantee that the benefits will accrue to the investors or the company. The legislation will be regarded as being successful if a) the benefits and costs can be identified and b) the benefits exceed the costs.
This study reviews the SOX legislation elements using documentary and secondary interview research, and reveals a convergence between the two. While the purpose of the regulation is to prevent fraud and restore investor confidence, there was no empirical evidence suggesting that investor confidence has increased after complying with the legislation. The benefits of complying with the legislation appear to be access to capital markets in the United States, and awareness of the controls environment by all employees. The costs incurred are listed as initial implementation costs and ongoing sustainable costs, and the overall costs are greater than benefits obtained. In the long term, benefits should exceed the costs, as the sustainable costs are low compared to implementation costs.
i
DECLARATION
I declare that this research project is my own, unaided work. It is submitted in partial fulfilment of the requirements of the degree of Master of Business Administration for the Gordon Institute of Business Science, University of Pretoria. It has not been submitted before for any degree or examination in any other
Salim Motala
A research project submitted to the Gordon Institute of Business Science, University of Pretoria, in partial fulfilment of the requirements for the degree of Master of Business Administration.
14 November 2007
ABSTRACT
The Sarbanes-Oxley Act of 2002 (SOX) is the only legislated corporate governance structure, and is aimed at increasing investor confidence in public companies by forcing them to be transparent in their financial affairs. In order for companies to comply with the legislation, significant costs need to be incurred without any guarantee that the benefits will accrue to the investors or the company. The legislation will be regarded as being successful if a) the benefits and costs can be identified and b) the benefits exceed the costs.
This study reviews the SOX legislation elements using documentary and secondary interview research, and reveals a convergence between the two. While the purpose of the regulation is to prevent fraud and restore investor confidence, there was no empirical evidence suggesting that investor confidence has increased after complying with the legislation. The benefits of complying with the legislation appear to be access to capital markets in the United States, and awareness of the controls environment by all employees. The costs incurred are listed as initial implementation costs and ongoing sustainable costs, and the overall costs are greater than benefits obtained. In the long term, benefits should exceed the costs, as the sustainable costs are low compared to implementation costs.
i
DECLARATION
I declare that this research project is my own, unaided work. It is submitted in partial fulfilment of the requirements of the degree of Master of Business Administration for the Gordon Institute of Business Science, University of Pretoria. It has not been submitted before for any degree or examination in any other