Earle Mack School of Law Program in Business & Entrepreneurship Law

Presents

A Faculty Colloquium

Friday, November 30th at Noon
Register by Monday, November 26th at BusLaw@Drexel.edu

Professor Joan Heminway*

will discuss her paper entitled

“DOES SARBANES-OXLEY FOSTER THE EXISTENCE OF ETHICAL EXECUTIVE ROLE MODELS IN THE CORPORATION?”

The abstract of the paper states:

The achievement of good corporate governance has been a major U.S. and international policy objective in the 21st Century. Both governmental and nongovernmental organizations have proposed, promoted, or adopted measures intended to achieve this objective. The flagship example of these efforts is the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley”), U.S. federal legislation enhancing the corporate governance regulation of public companies.

But what does it take to achieve good corporate governance? Most agree that rules (whether in the form of principles or standards), even if necessary, are not sufficient to accomplish the task. Some commentators have asserted that good corporate governance can only be achieved when top executives serve as role models, demonstrating credibility and integrity on a daily basis.

If compliance with, or the efficacy of, Sarbanes-Oxley and other corporate governance initiatives requires that executives be good ethical role models, then it is important to ask whether Sarbanes-Oxley—or any other attribute of existing corporate governance regulation—in fact promotes the production or preservation of ethical role models in public companies. An absence of support for ethical role models in public companies may signal the failure of broad-based federal corporate governance initiatives like Sarbanes-Oxley.

This paper preliminarily assesses whether Sarbanes-Oxley may encourage or discourage the existence of the appropriate ethical role models in the corporation thought to be necessary to ensure Sarbanes-Oxley’s ultimate success as federal corporate governance regulation. The assessment proceeds in three parts, focusing first on a survey of social sciences literature on role models, then briefly on descriptions of certain relevant provisions from Sarbanes-Oxley and related regulations, and finally on hypotheses arising from this information.

The Colloquium will be held on Friday, November 30th, starting at noon. We will meet in Room 440 at the Drexel University College of Law, 3320 Market Street, Philadelphia, PA 19104. Please register your intent to attend by Monday, November 26th at buslaw@drexel.edu. Or contact Karl Okamoto, Director, Program in Business & Entrepreneurship Law at (215) 571-4761.