You might think that five years after a bill was passed, figuring out how to comply with it would be pretty much cut-and-dried. That's simply not the case with the Sarbanes-Oxley Act of 2002.While there is a good understanding of the kinds of excesses and vulnerabilities that its major sections are supposed to prevent, exactly how to go about implementing compliance procedures - and to what extent different-sized companies are responsible for compliance - is still very much up in the air.

The two major compliance areas are Section 302, which holds management, especially the chief executive officer and chief financial officer of the company, responsible for the appropriateness and fairness of the financial statements, and Section 404, which holds the same management responsible for the creation and validation of internal controls sufficient to prevent or expose unauthorized transactions.

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