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| | Proposed Rule: Disclosure Under Sections 404, 406 and 407 - Sarbanes-Oxley Act; Release Nos. 33-8138; 34-46701; IC-25775 |
 | | Third, companies would be required to disclose whether they have adopted a code of ethics that covers their principal executive officers and senior financial officers, or if they have not, an explanation of why they have not, as well as amendments to, and waivers from, the code of ethics relating to any of those officers. |
 | | Section 406, requiring the Commission to adopt rules requiring a company to disclose whether it has adopted a code of ethics for the company's senior financial officers, and if not, the reasons therefor, as well as any changes to, or waiver of any provision of, that code of ethics; and |
 | | Although Section 406 of the Sarbanes-Oxley Act focuses on whether or not a company has adopted a code of ethics applicable to its senior financial officers, we believe that it is appropriate to propose rules that also apply to a company's principal executive officer. |
| www.sec.gov /rules/proposed/33-8138.htm (16535 words) |
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