European Union -
8th Company Law Directive
DIRECTIVE
2006/43/EC
Fully tailored training,
presented exclusively for your own people.
We can discuss your goals and objectives, and after that we can
choose some of the modules below, or develop for your organization
new modules (at no extra cost).
Course Title
The
European Union’s Sarbanes-Oxley Act (E-SOX)
The 8th Company Law, the Market Abuse and the Transparency
Directives: Implementation and Compliance Training
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 must comply with this Directive before
29 June 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.
Objectives:
The seminar
has been designed to provide with the knowledge and skills needed to
understand and support compliance with the above important
directives of the European Union’s Financial Services Action Plan.
Target Audience:
This course
is intended for audit committees and boards of directors, senior
managers and executives, internal and external auditors and
management consultants.
The course
is highly recommended to managers and professionals from:
-
Internal Audit
-
Internal
Controls
- Compliance
- Operations
- Risk
- IT
-
Legal
Duration:
2 Days,
09:00 to 17:00
Course Synopsis:
Introduction
-
From the Sarbanes Oxley Act of 2002 to the European Union’s
equivalent regulatory vehicles
-
Restoring investor confidence in the EU
-
The European Unions Financial Services Action Plan (FSAP)
-
From the Eighth Directive of 1984 (Directive 84/253/EEC)to the
8th Company Law Directive on Statutory Audit (Directive
2006/43/EC)
-
From the Consolidated Admissions and Reporting Directive (CARD) to
the Transparency Directive (Directive 2004/109/EC)
-
From the Insider Dealing Directive (Directive 1989/592/EEC) to the
Market Abuse Directive (Directive 2003/6/EC)
The 8th Company Law Directive on Statutory Audit
The Directive
-
New Definitions
-
Approval, continuing education and mutual recognition of statutory
auditors and audit firms
-
Registration of statutory auditors and audit firms
-
Professional ethics, independence and objectivity
-
Confidentiality and professional secrecy
-
Auditing standards
-
Statutory audits of consolidated accounts
-
Audit reporting
-
Quality assurance systems
-
Auditors' liability
-
Public oversight and regulatory arrangements between member states
-
Mutual recognition and designation of competent authorities
-
Application to non-listed public-interest entities
-
The Audit Committee
-
Similarities and differences with the US Sarbanes-Oxley Act
The 8th Company Law Directive and Corporate Governance
-
The impact on corporate governance
-
The role of the board of directors and executive management
-
Internal controls and external auditors
The 8th Company Law Directive: Committees and Interpretations
-
From the US Public Company Accounting Oversight Board (PCAOB) to
the European Group of Auditors’ Oversight Bodies (EGAOB)
-
The three new bodies established in the EU
-
The Audit Regulatory Committee (AuRC)
-
The European Group of Auditors’ Oversight Bodies (EGAOB)
-
The European Forum on Auditors’ Liability
The 8th Company Law Directive and the World
-
Approval of auditors from third countries
-
Registration and oversight of third-country auditors and audit
entities
-
The 8th Company Law Directive and the European Union (EU)
-
Requirements applicable to the auditors of companies incorporated
outside of the European Union (EU)
-
The 8th Company Law Directive and countries outside the European
Economic Area
-
The importance of Articles 45 and 46
-
The 8th Company Law Directive and the Offshore Financial Centers (OFCs)
-
The 8th Company Law Directive and the USA
-
The “post-Sarbanes-Oxley regulatory retaliation” opinion and the
EU Financial Services Action Plan (FSAP)
-
Derogation in the case of equivalence
-
Cooperation with competent authorities from third countries
The Transparency Directive
-
The harmonisation of transparency requirements with regard to
information about issuers whose securities are admitting to
trading on a regulated market
-
Annual financial reports
-
Half-Yearly financial reports
-
Transparency and information for holders of securities
-
Important disclosures
-
Major Holdings
-
Third countries
-
International Accounting Standards
The Market Abuse Directive
-
Insider dealing
-
Market manipulation
-
Competent authorities with “investigatory powers”
-
How the directive is implemented under the Lamfalussy process
Interaction between these directives and other regulatory
initiatives
-
The three directive and the Financial Services Action Plan
-
How to comply with both the 8th Company Law Directive and the
Sarbanes Oxley Act
-
The 8th Company Law Directive and the Financial Conglomerates
Directive
-
The 8th Company Law Directive and the Savings Tax Directive
-
Compliance in the post-Parmalat EU and the post-Enron USA
Our Policy
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Consultant of Compliance LLC.
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Note
This web site has been prepared as a general guide and does not
constitute or offer legal, financial or other advice upon which you
may act or rely. Specific professional advice should be taken in
respect of any individual matter.
George Lekatis
General Manager and Chief Compliance Consultant
Compliance LLC
Legal Assistance
We
are proud to have the legal assistance of
John J. Maalouf, Chairman
of Maalouf Law Firm, which has offices in
New York City, London and Hong Kong.
He is named as
one of the US Top 10 Finance Lawyers
by US
Lawyer Rankings, 2006 and 2007
Editions.
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