Understanding Sarbanes-Oxley, What Is Different After May 2015

Today we will start with a very interesting keynote address.

Jay D. Hanson, Board Member, The Citadel Directors’ Institute, Charleston, SC

Good Morning,

First, let me thank you for inviting me to speak here today in the beautiful city of Charleston.

I am pleased to have been included among such an impressive group of speakers at an event hosted by this historic institution, which trains the leaders of tomorrow, whether in business, the military, education or other areas.

I am a member of the Public Company Accounting Oversight Board and am based in our headquarters in Washington, D.C.

Unlike the Citadel, with its long and distinguished history, the PCAOB is just over a decade old, having been created by Congress through the passage of the Sarbanes-Oxley Act of 2002 ("Sarbanes-Oxley Act").

Our mission is to oversee the audits of public companies in order to protect investors and the public interest by promoting informative, accurate, and independent audit reports.

We also oversee the audits of broker-dealers, including compliance reports filed pursuant to federal securities laws, to promote investor protection.

The PCAOB began operations in April 2003 and has four main responsibilities:

1. Registration of public accounting firms;

2. Inspections of registered public accounting firms;

3. Setting of auditing standards for the audits of public companies and broker-dealers; and

4. Investigations and disciplinary proceedings in cases where auditors may have violated the securities laws or applicable standards or rules.

Today, I will provide a little more background about the PCAOB, along with some of the work we are doing that relates to public company directors and management.

But before I go further, I should tell you that the views I express today are my personal views and do not necessarily reflect the views of the Board, any other Board member, or the staff of the PCAOB.