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Section 404 of the Sarbanes-Oxley Act came about as a direct result of corporate failures (Enron, Worldcom) of the past decade in which there were significant internal control failures associated with fraudulent financial statements. In the opinion of legislators, it was not sufficient that the external audit profession would be improved; there had to be significant improvement in the governance and control of public registrants.
Section 404 was just one part of a more comprehensive set of requirements that included the development of disclosure committees, certification of financial statements by both the CEO and CFO, the development of more financially literate and responsible audit committees, increased independence of the external auditor, and the implementation of fraud risk management processes (like “whistleblower”procedures) that would alert the appropriate levels of governance of potential frauds or illegal acts within the company.
Section 404 of the Act requires an annual assessment by management of the effectiveness of internal control over financial reporting, and an attestation report by the external auditor on management’s assessment.
The impact of Section 404 in Indonesia will be initially limited to SEC foreign registrants such as Telkom and Indosat and subsidiaries of US public companies for financial years ending 2005.
However, there is also likely to be, and is already some indication of, interest in voluntary assessments of internal control by Indonesia companies that a desire to embrace corporate governance best practices or improving internal control.
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