会计舞弊财务舞弊外文文献翻译
财务舞弊——精选推荐

我国上市公司财务报告舞弊行为的研究摘要:财务报告舞弊行为对资本市场的正常发展造成了巨大阻碍,一直受到资本市场监管部门和学术界的广泛关注。
本文结合中国转轨经济时期的特殊制度背景,对我国上市公司财务报告舞弊的动因、手段及识别进行了分析,本文最后为我国财务报告舞弊的综合防范与治理提供有益的政策建议。
关键字:财务报告舞弊;上市公司;动因;手段;识别An research on Financial reporting fraud of China’sListed CompanyAbstract:To the normal development of capital markets ,Financial reporting fraud has been tremendous obstacle ,which attract great attention of the capital market authorities and academic at. In this paper, We study the motives of the financial reporting fraud,the financial reportingfraud means and its identifying methods in the special institutional background of China's transition economy period. Finally, this paper proposes some useful suggestion and comprehensive policy to prevent and supervise it .Keywords: Financial reporting fraud;Listed Company;Motives;Means;Identify,一、引言(一)问题的提出上市公司报告舞弊现象一直是证券市场的“瘤疾”,它极大地挫伤了广大投资者的信心,损害了证券市场优化资源配置的功能。
美国反舞弊性财务报告委员会发起组织的报告【外文翻译】

本科毕业论文(设计)外文翻译外文题目Committee of sponsoring organizationsof the treadway Commission 外文出处Enterprise risk management外文作者Committee of sponsoring organizations 原文:Committee of sponsoring organizations of the treadway commission Organizational overviewCOSO was formed in 1985 to sponsor the National Commission on Fraudulent Financial Reporting (the Treadway Commission). The Treadway Commission was originally jointly sponsored and funded by five main professional accounting associations and institutes headquartered in the United States: the American Institute of Certified Public Accountants (AICPA), American Accounting Association (AAA), Financial Executives International (FEI), Institute of Internal Auditors (IIA) and the Institute of Management Accountants(IMA). The Treadway Commission recommended that the organizations sponsoring the Commission work together to develop integrated guidance on internal control. These five organizations formed what is now called the Committee of Sponsoring Organizations of the Treadway Commission.The original chairman of the Treadway Commission was James C. Treadway, Jr., Executive Vice President and General Counsel, Paine Webber Incorporated and a former Commissioner of the U.S. Securities and Exchange Commission. Hence, the popular name "Treadway Commission". Currently, David L. Landsittel replaced Larry E. Rittenberg as the COSO Chairman.HistoryDue to questionable corporate political campaign finance practices and foreigncorrupt practices in the mid -1970s, the U.S. Securities and Exchange Commission (SEC) and the U.S. Congress enacted campaign finance law reforms and the 1977 Foreign Corrupt Practices Act(FCPA) which criminalized transnational bribery and required companies to implement internal control programs. In response, the Treadway Commission, a private-sector initiative, was formed in 1985 to inspect, analyze, and make recommendations on fraudulent corporate financial reporting.The Treadway Commission studied the financial information reporting system over the period from October 1985 to September 1987 and issued a report of findings and recommendations in October 1987 titled Report of the National Commission on Fraudulent Financial Reporting. As a result of this initial report, the Committee of Sponsoring Organizations (COSO) was formed and it retained Coopers & Lybrand, a major CPA firm, to study the issues and author a report regarding an integrated framework of internal control.In September 1992, the four volume report entitled Internal Control— Integrated Framework was released by COSO and later re-published with minor amendments in 1994. This report presented a common definition of internal control and provided a framework against which internal control systems may be assessed and improved. This report is one standard that U.S. companies use to evaluate their compliance with FCPA. According to a poll by CFO Magazine released in 2006, 82% of respondents claimed t hey used COSO’s framework for internal controls. Other frameworks used by respondents included COBIT, AS2 (Auditing Standard No. 2, PCAOB), and SAS 55/78 (AICPA).Internal control - integrated frameworkKey concepts of the COSO frameworkThe COSO framework involves several key concepts:∙Internal control is a process. It is a means to an end, not an end in itself.∙Internal control is affected by people. It’s not merely policy, manuals, and forms, but people at every level of an organization.∙Internal control can be expected to provide only reasonable assurance, not absolute assurance, to an entity’s management and board.Internal control is geared to the achievement of objectives in one or more separate but overlapping categories.Use of the capability maturity modelThe capabilities of an organization in relation to the COSO model could be assessed based on universal states or plateaus that organizations typically target. The descriptions are incremental.The capability descriptions are based on evolution toward generally recognized best practices. Each organization determines which level of "maturity" would be the most appropriate in support of its business needs, priorities and availability of resources. A rating system of “0” to “5” is used. A rating of “5” does not necessarily mean “goodness”, but rather, maturity of capability. The ideal maturity rating for any area is dependent on the needs of the organization. The different and progressive plateaus are: 0 Non-existent when:The organization lacks procedures to monitor the effectiveness of internal controls. Management internal control reporting methods are absent. There is a general unawareness of IT operational security and internal control assurance. Management and employees have an overall lack of awareness of internal controls.1 Initial/Ad Hoc when:Management recognizes the need for regular IT management and control assurance. Individual expertise in assessing internal control adequacy is applied on an ad hoc basis. IT management has not formally assigned responsibility for monitoring the effectiveness of internal controls. IT internal control assessments are conducted as part of traditional financial audits, with methodologies and skill sets that do not reflect the needs of the information services function.2 Repeatable but Intuitive when:The organization uses informal control reports to initiate corrective action initiatives. Internal control assessment is dependent on the skill sets of key individuals. The organization has an increased awareness of internal control monitoring. Information service management performs monitoring over the effectiveness of what it believes are critical internal controls on a regular basis. Methodologies and tools formonitoring internal controls are starting to be used, but not based on a plan. Risk factors specific to the IT environment are identified based on the skills of individuals.3 Defined when:Management supports and institutes internal control monitoring. Policies and procedures are developed for assessing and reporting on internal control monitoring activities. An education and training program for internal control monitoring is defined. A process is defined for self-assessments and internal control assurance reviews, with roles for responsible business and IT managers. Tools are being utilized but are not necessarily integrated into all processes. IT process risk assessment policies are being used within control frameworks developed specifically for the IT organization. Process-specific risks and mitigation policies are defined.4 Managed and Measurable when:Management implements a framework for IT internal control monitoring. The organization establishes tolerance levels for the internal control monitoring process. Tools are implemented to standardize assessments and automatically detect control exceptions. A formal IT internal control function is established, with specialized and certified professionals utilizing a formal control framework endorsed by senior management. Skilled IT staff members are routinely participating in internal control assessments. A metrics knowledge base for historical information on internal control monitoring is established. Peer reviews for internal control monitoring are established.5 Optimized when:Management establishes an organization wide continuous improvement program that takes into account lessons learned and industry best practices for internal control monitoring and reporting. The organization uses integrated and updated tools, where appropriate, that allow effective assessment of critical IT controls and rapid detection of IT control monitoring incidents. Knowledge sharing specific to the information services function is formally implemented. Benchmarking against industry standards and good practices is formalized.Definition of internal control and framework objectivesThe COSO framework defines internal control as a process, effected by an entity’sboard of directors, management and other personnel, designed to provide "reasonable assurance" regarding the achievement of objectives in the following categories: ∙Effectiveness and efficiency of operations∙Reliability of financial reporting∙Compliance with applicable laws and regulationsThe five framework componentsThe COSO internal control framework consists of five interrelated components derived from the way management runs a business. According to COSO, these components provide an effective framework for describing and analyzing the internal control system implemented in an organization as required by financial regulations (see Securities Exchange Act of 1934, Section 240 15d-15). The five components are the following:Control environment:The control environment sets the tone of an organization, influencing the control consciousness of its people. It is the foundation for all other components of internal control, providing discipline and structure. Control environment factors include the integrity, ethical values, management's operating style, delegation of authority systems, as well as the processes for managing and developing people in the organization.Risk assessment:Every entity faces a variety of risks from external and internal sources that must be assessed. A precondition to risk assessment is establishment of objectives and thus risk assessment is the identification and analysis of relevant risks to the achievement of assigned objectives. Risk assessment is a prerequisite for determining how the risks should be managed.Control activities: Control activities are the policies and procedures that help ensure management directives are carried out. They help ensure that necessary actions are taken to address the risks that may hinder the achievement of the entity's objectives. Control activities occur throughout the organization, at all levels and in all functions. They include a range of activities as diverse as approvals, authorizations, verifications, reconciliations, reviews of operating performance, security of assets and segregation of duties.Information and communication:Information systems play a key role in internal control systems as they produce reports, including operational, financial and compliance-related information, that make it possible to run and control the business. In a broader sense, effective communication must ensure information flows down, across and up the organization. For example, formalized procedures exist for people to report suspected fraud. Effective communication should also be ensured with external parties, such as customers, suppliers, regulators and shareholders about related policy positions.Monitoring: Internal control systems need to be monitored—a process that assesses the quality of the system's performance over time. This is accomplished through ongoing monitoring activities or separate evaluations. Internal control deficiencies detected through these monitoring activities should be reported upstream and corrective actions should be taken to ensure continuous improvement of the system. LimitationsInternal control involves human action, which introduces the possibility of errors in processing or judgment. Internal control can also be overridden by collusion among employees (see separation of duties) or coercion by top management.CFO magazine reported that companies are struggling to apply the complex model provided by COSO. “One of the biggest problems: limiting internal audits to one of the three key objectives of the framework. In the COSO model, those objectives are applied to five key components (monitoring, information and communication, control activities, risk assessment, and control environment). Given the number of possible matrices, it's not surprising that the number of audits can get out of hand.” CFO magazine continued by stating, that many organization are creating their own risk-and-control matrix by taking the COSO model and altering it to focus on the components that relate directly to Section 404 of the Sarbanes-Oxley Act.Source:Enterprise risk management,2004.译文:美国反舞弊性财务报告委员会发起组织的报告组织概述COSO是成立于1985年的美国反虚假财务报告委员会(特雷德韦委员会)的发起组织委员会。
会计造假行为外文翻译文献

会计造假行为外文翻译文献(文档含中英文对照即英文原文和中文翻译)一、对会计造假行为主体的界定(一)会计造假的含义财务会计作假可以分成会计信息的急于作假和会计信息的有意不实。
本文主要牵涉会计信息的急于作假,它就是指财务会计活动中当事人.事前经过精心安排,故意以欺诈、舞弊等手段.假造、变造不实会计信息,并使会计信息歪曲充分反映经济活动和财务会计事项.以此达至特定利益的集团或个人的不能抗拒违法犯罪犯罪行为。
(二)会计造假主体的界定财务会计作假主体应当包含炮制假账和有关违法乱纪活动的主谋、共谋和执行者。
按照在作假过程中所充分发挥的促进作用相同,财务会计作假主体包含动议者、决策者、操作者和协同者。
造假的动议者是指为会计造假出谋划策的人。
通常是单位财会部门的负责人.在作假过程中往往饰演替编剧的角色。
造假的决策者是指有权决定会计造假实施的各级领导人。
决策者既可以是领导者个人.也可以是领导层集体,是会计造假的最大受益者。
作假的实施者就是指具有职务便捷、能碰触会计凭证、帐厚、报表等资料,亲自实行和顺利完成财务会计作假的人员。
它不仅包含有关会计人员、办事员人员,而且还包括有关的订货人员、销售人员、看管人员和统计人员。
作假的协同者就是所指从某些方面策应、协调作假的人员。
既包含在作假之初为之提供方便者.例如某些财会人员为作假积极主动出谋划策,提供更多信息及技术方法和手段,与领导共同设计严防检查的对策和措施:也包含在作假事实出现后为其掩盖、布防、通风报信和提供更多伪证等人员。
值得说明的是,在不同的造假案件中.造假主体的人员构成不尽相同.相关人员在造假过程中所承担的职资和所发挥的作用也不一样。
二、做为企业的经营者,对不实会计信息的回潮和传播有著较为繁杂的心态(一)“高指标”诱出假数字前些年在企业和主管部门还没全然挂勾的情况下,一些厂长经理不顾经营业绩的考核压力年年把销售、利润当作最要紧的“任务”揪,推行以“低指标”“乌纱帽”的考核办法,在这种压力下,经营者不粉饰报表、不捏造假数字就伤心考核第一关。
外文翻译--关于打击财务报告舞弊的研究

本科毕业论文(设计)外文翻译外文题目Fighting Financial Reporting Fraud外文出处Internal Auditor外文作者Green, Scott原文:Fighting Financial Reporting FraudCONGRES PASSED THE U.S. SARBANES-OXLEY ACT of 2002 with the goal of rebuilding investor confidence and protecting capital markets. It recognized that strong internal controls were an important component of confidence building. Section 404 of the act addresses this component by mandating an annual evaluation of internal controls and procedures for financial reporting and requiring management to assess and certify the effectiveness of these controls.In addition Sarbanes-Oxley requires a company's external auditor to complete a separate report that attests to management's assessment of the effectiveness of internal controls and procedures for financial reporting. In short, the external auditor must perform testing to validate management's assessment of the internal control structure.A strong internal audit function can provide both management and the public accountants with comfort that the control structure is being evaluated regularly and that deficiencies are remedied. Documenting and evaluating a company's processes and related control structure are traditional internal audit tasks that protect the enterprise. However, the degree to which internal auditors focus on the accuracy of their organization's financial reporting presentation and disclosure, in addition to operational audits, is a matter of judgment. Critical factors that will determine the scope of internal auditing involvement in the financial reporting process include the strength and experience of the external auditors as well as the extent of their reliance on the internal control function the transparency and culture of the enterprise andaudit priorities based on solid risk analysis.There are three steps every auditor should take-regardless of their level of' involvement-to help protect the organization from fraudulent financial reporting: * Listen to rogues and whistleblowers.* Ask focused questions that may lead to red flags of financial reporting trouble.* Watch for financial oddities by benchmarking performance. Investors depend on interim financial reports and need to believe these reports are fair and accurate. Internal auditing can provide valuable oversight to organizations by helping to ensure that communications arc free from inappropriate financial engineering.THE ART OF LISTENINGOne of the problems with financial reporting scandals is that an unscrupulous chief financial officer (CFO) and members of his or her team are unlikely to announce their intentions. In fact, a common thread running through World Com, Enron, and other high-profile financial sandals is that each company had a strong, respected CFO who kept the number of people involved in the scandal to a minimum, exerted incredible control over the working group and commanded the group's loyalty above all other ethical considerations. These CFOs reportedly rewarded those who supported them and intimidated, excluded, and punished those who did not. No auditor can reasonably expect such II tightly knit group to volunteer that their boss is playing with the numbers. The CFO's sycophants will court his or her approval at the expense of all else even the total destruction of the enterprise.The good news is that, in recent cases, there were outsiders who were willing to step forward. At Enron, for example, Sherron Watkins, a corporate vice president, specifically told both Andersen and senior executives of her concerns regarding the conflict of interest between Enron and the special purpose entities (SPEs) the CFO administered as well as the perception of improper accounting at many of the SPEs he created. She also raised the possibility of the complete financial collapse of the company. Had they listened to Watkins, the fraud might have been identified earlier, thereby limiting the damage to the company and its employees.The lesson for auditors is clear: Listen the rogues who complain. Particu1arly towhere constructive criticism is viewed as an act of disloyalty, those who arc not viewed as a part of the team can be a terrific source information. It is often too easy to dismiss the grumbling of those who arc perceived as outsiders or on the fast track to termination. Internal auditors should resist passive behavior and listen, evaluate, and, if warranted, investigate what they hear.IDENTIFY RED FLAGSAlthough the number of possible disclosure omissions and financial presentation errors are many, internal auditors can look for patterns to help focus their activities to where they will be most effective. Uncovering these red flags may take some digging and may require the auditor to ask tough questions.AGGRESSIVE REVENUE RECOGNITION POLICIESA typical red flag is revenue that is matched to future performance or expense. Qwest Communications has stated that, between 1999 and 200l, it incorrectly accounted for more than $1.1 billion in transactions. Revenues were contingent on the purchase of fiber capacity and future services, but they were improperly booked as earned.Unify Corp, a provider of software products, reportedly went even further when it boosted revenue by loaning money to customers. Those customers then bought Unify's products with no reasonable expectation of ever repaying the loans. A $15 million profit was eventually restated into a 57 million loss.Understanding when revenues are recognized is the first step to comprehending the quality of the revenue stream.Revenues of the highest quality are those that are booked after the customer has received, accepted, and paid for the product or service without any further performance requirement or contingency. To identify aggressive accounting and contingencies, auditors can:* Make a direct inquiry to management ns to the existence of loans to customers or asset- swap agreements.* Conduct a detailed analysis or debt obligations, which may uncover undisclosed contingencies.* Evaluate alternative revenue recognition methodologies available to the company and ask the CFO and external auditors why these were rejected in favor of the current practice. Such inquiry is not a sign of ignorance, but instead demonstrates prudence and due diligence.The revenue policy applied must have a sound business rationale that is easily understood by senior management and directors. If it doesn't, this issue should be raised with the audit committee.EVER-PRESENT NONRECURRING CHARGESCompanies are continually making provisions expenses, even if they are not sure of their exact amount. There has been an epidemic of merger. Product return, lawsuit, obsolete inventory, and bad loan expenses that usually give rise to reserves or nonrecurring charges. The Center for Business Innovation reports that the number of Standard and Poor's 500 (S&P 500) firms declaring special losses grew from 68 in 1982 to Z33 in 2000. 1 n other words, a whopping 47 percent of the S&P 500 had nonrecurring charges in 2000.There arc many legitimate nonrecurring expenses - due to acts of nature, mergers, and asset sales. So how does an auditor identify the misuse of this accounting method to hide underlying weaknesses in operating results? One clue is if a company regularly reverses reserves, such as reorganization expenses, back into operating income. This type of activity creates inflation in reported results. To identify such activity, an auditor should ask probing questions such as:* Why the charge nonrecurring and not a part of normal operating income?* How was the amount of the charge determined and how accurate is it?* What is the likelihood that all or a portion of the charge neither will nor be used?* What will be disclosed about the charge in the financial statements?Confusing or hesitant answers be investigated further. Auditors should have responses documented and on hand future meetings. If nonrecurring for charges are reversed at a later date, auditors should and challenge detailed explanations regarding this treatment.REGULAR CHANGES TO RESERVE, DEPRECIATION, AMORTIZATION,OR COMPREHENSIVE INCOME POLICY Frequent changes in accounting guidance can also mask manipulation of the numbers. It is to be expected that the dollar amount of reserves will change with the business c1imare, bur the method used to calculate reserves should not. If an increase in sales results in an increase in accounts then a corresponding and proportional increase in reserves and bad debt expenses would be expected. I f there does not seem to be a direct correlation; internal auditors should challenge the consistency of the reserve calculation.Likewise, capitalized costs should not increase at a rate greater than revenue over time. There may be a lag in related revenue until after major capitalized projects are completed. Auditors should question capitalization techniques that appear aggressive. Any change in methodology should be just; 6ed by long-term trends, not short-term needs.RELATED·PARTY TRANSACTIONSRelated panics are entities whose management or operating policies can be controlled or influenced by another party. Although related-parry transactions are particularly difficult to identify, there are auditors can regularly several activities undertake to help reveal this red flag. As discussed earlier, ongoing communications with rogues can be effective; however, quarterly procedures should also include activities designed to conflicts, such as:* Maintaining open communications with outside auditors.* Conducting periodic balance-sheet analyses.* Scheduling regular management interviews.At Enron, the external auditors were intimately involved in the creation of SPEs and were aware of the potential conflicts of interest associated with them. SPEs can be effective financing and risk management vehicles if used correctly. A parent company's debt level or other can hinder the capability of risk factors a strong: business segment to obtain favorable interest rates to finance its operations. In such a situation, the parent can create an SPE and transfer the asset to it with the goal of receiving more favorable lending rates. As long as there is another independent third-party investor that has contributed at least 3 percent of the assets, the PE doesnot be consolidated into the parent have to for financial-reporting purposes. Furthermore, if the assets in the SPE are of high quality, banks will perceive the entity as a desirable borrower, resulting in lower lending rates. The SPE will then use this money to pay the parent for the asset received. The bottom line is that the company obtains the money it requires, bur pays less to obtain it than it would without the SPE.Enron ran out of quality assets, so the company transferred inferior assets and pledged Enron stock as a guarantee of payment to the banks. According to the Report of Investigation by the Special Investigative Committee of the Board of Directors of Enron Corp. (Powers Report), Enron reported earnings from the third quarter of 2000 through the third quarter of 2001 of almost $1 billion more than should have been reported us a result of this shell game. External auditors routinely request that management attest to and disclose their knowledge of related-party transactions. Simply asking the external auditors about their knowledge of related-party transactions would identified this potential threat to the organization. Such inquiries can be easy for the internal audit department if it maintains it strong relationship with the external auditors. Insightful analyses of balance sheet movements, particularly at year-end when the pressure to report strong results is at its peak, might also identify related-party transactions. The asset movements at Enron were large, and inquiry into their removal from the balance sheet would have uncovered the SPEs and the conflicts of interest with the CFO. Internal auditors need to: ask management directly about any related-party activities and, where appropriate, raise their existence to the audit committee.COMPLEX PRODUCTS Some companies provide complex financial products, such as structured financia1 instruments containing derivatives, or use hedging strategies that few understand. When a star performer produces complex products, few want to challenge this success or reveal that they don't understand how the system works. This is evidenced by the Joe Jett story, the infamous trader who executed seemingly profitable trades that, in reality, had no economic benefit. These trades caused the investment bank Kidder Peabody to port more than S300 million in bogus profits. No one was sure how Jett made his margins, but no one - from supervisors, toauditors, to finance staff wanted to admit their ignorance. Several internal controls should have identified this control break; however, simply requiring that the process be documented in derail may have dissolved the mirage of profitability.An auditor can insist that managers or their employees map out complex strategies. Jett's supervisor would not have able to do this because he did not been know how Jett made money on his trades. Likewise, Jett would not be able to document the process, as the fraud has been discovered.Green, Scott. Fighting Financial Reporting Fraud [J]. Internal Auditor, 2003, 60(6).译文:关于打击财务报告舞弊的研究美国于2002年通过了《萨班斯-奥克斯利法案》,旨在重建投资者的信心和保护资本市场的有效运行。
财务报表舞弊上市公司会计舞弊外文文献翻译

财务报表舞弊上市公司会计舞弊外文文献翻译文献出处:Amara I, Amar A B, Jarboui A. Detection of Fraud in Financial Statements: French Companies as a Case Study[J]. International Journal of Academic Research in Accounting, Finance and Management Sciences, 2013, 3(3): 40-51.翻译后中文字数:7240第一部分为译文,第二部分为原文。
默认格式:中文五号宋体,英文五号Times New Roma,行间距1.5倍。
财务报表舞弊的检测:以法国公司为例摘要:本研究的目的是检验“舞弊三角”元素对财务报表舞弊行为的影响。
我们使用2001年至2009年期间的SBF250中的80家法国公司的样本数据,使用逻辑回归方法进行分析。
研究发现,对经理施加绩效考核的压力是导致财务报表舞弊的因素之一。
与财务困难(债务,流动性)和审计事务所规模等因素与舞弊无关。
关键词:舞弊,舞弊三角,压力,机会1.引言如今,全球经济经历了一系列金融危机,导致市场、投资者和舆论对公司账户的不信任。
在这里,只要强调一个事实,即安然公司,一家前美国的能源商品和服务公司,已经为所有社会伙伴造成了70万亿美元的损失。
因此,上述的借口带来了随之而来的经济危机,这种危机已经蔓延到全球所有新兴计划。
例如,广泛宣传的丑闻是Worldcom,Parmalat,Ahold 等的案例(Rezaee,2005年)。
当然,上面列出的财务丑闻不是商界信任危机的唯一原因。
影响经济的真正祸患无疑是“舞弊”。
所有的操作在一定程度上是固有的共同之处:它包括欺骗,违反了对社区造成损害的行为和法规。
正如Rouff(2003)所述,“舞弊是一种故意行为,其作者是一个真正的罪犯”。
会计舞弊财务舞弊外文翻译文献

会计舞弊财务舞弊外文翻译文献(文档含中英文对照即英文原文和中文翻译)原文:Global Corporate Accounting Frauds and Action for Reforms1、IntroductionDuring the recent series of corporate fraudulent financial reporting incidents in the U.S., similar corporate scandals were disclosed in several other countries. Almost all cases of foreign corporate accounting frauds were committed by entities that conduct their businesses in more than one country, and most of these entities are also listed on U.S. stock exchanges. Following the legislative and regulatory reforms of corporate America, resulting from the SarbanesOxley Act of 2002, reforms were also initiated worldwide. The primary purpose of this paper is twofold: (1) to identify the prominent American and foreign companies involved in fraudulent financial reporting and the nature of accounting irregularities they committed; and (2) to highlight the global reaction for corporate reforms which are aimed at restoring investor confidence in financial reporting, the public accounting profession and global capital markets.2、Cases of Global Corporate Accounting FraudsThe list of corporate financial accounting scandals in the U.S. is extensive, and each one was the result of one or more creative accounting irregularities. Exhibit 1 identifies a sample of U.S. companies that committed such fraud and the nature of their fraudulent financial reporting activities.EXHIBIT 1. A SAMPLE OF CASES OF CORPORATE ACCOUNTING3、Global Regulatory Action for Corporate and Accounting ReformsI. U.S. Sarbanes-Oxley Act of 2002 (SOA 2002)In response to corporate and accounting scandals, the effects of which are still being felt throughout the U.S. economy, and in order to protect public interest and to restore investor confidence in the capital market, U.S. lawmakers, in a compromise by the House and Senate, passed the Sarbanes-Oxley Act of 2002. President Bush signed this Act into law (Public Law 107-204) on July 30, 2002. The Act resulted in major changes to compliance practices of large U.S. and non-U.S. companies whose securities are listed or traded on U.S. stock exchanges, requiring executives, boards of directors and external auditors to undertake measures to implement greater accountability, responsibility and transparency of financial reporting. The statutes of the act, and the new SEC initiatives that followed, are considered the most significant legislation and regulations affecting the corporate community and the accounting profession since 1933. Other U.S. regulatory bodies such as the New York StockExchange (NYSE), the National Association of Securities Dealers Automated Quotation (NASDAQ) and the State Societies of CPAs have also passed new regulations which place additional burdens on publicly traded companies and their external auditors.The Sarbanes-Oxley Act (SOA) is expressly applicable to any non-U.S. company registered on U.S. exchanges under either the Securities Act of 1933 or the Security Exchange Act of 1934, regardless of country of incorporation or corporate domicile. Furthermore, external auditors of such registrants, regardless of their nationality or place of business, are subject to the oversight of the Public Company Accounting Oversight Board (PCAOB) and to the statutory requirements of the SOA .The United States' SOA has reverberated around the globe through the corporate and accounting reforms addressed by the International Federation of Accountants (IFAC); the Organization for Economic Cooperation and Development (OECD); the European Commission (UC); and authoritative bodies within individual European countries.II. International Federation of Accountants (IFAC)The International Federation of Accountants (IFAC) is a private governance organization whose members are the national professional associations of accountants. It formally describes itself as the global representative of the accounting profession, with the objective of serving the public interest, strengthening the worldwide accountancy profession and contributing to the development of strong international economies by establishing and promoting adherence to high quality standards. The Federation represents accountancy groups worldwide and has served as a reminder that restoring public confidence in financial reporting and the accounting profession should be considered a global mission. It is also considered a key player in the global auditing arena which, among other things, constructs international standards on auditing and has laid down an international ethical code for professional accountants. The IFAC has recently secured a degree of support for its endeavors from some of the world's most influential international organizations in economic and financial spheres, including global Financial Stability Forum (FSF), the International Organization ofSecurities Commissions (IOSCO), the World Bank and, most significantly, the European Communities(EC).In October 2002, IFAC commissioned a Task Force on Rebuilding Public Confidence in Financial Reporting to use a global perspective to consider how to restore the credibility of financial reporting and corporate disclosure. Its report, "Rebuilding Public Confidence in Financial Reporting: An International Perspective," includes recommendations for strengthening corporate governance, and raising the regulating standards of issuers. Among its conclusions and recommendations related to audit committees are :1. All public interest entities should have an independent audit committee or similar body .2. The audit committee should regularly report to the board and should address concerns about financial information, internal controls or the audit .3. The audit committee must meet regularly and have sufficient time to perform its role effectively .4. Audit committees should have core responsibilities, including monitoring and reviewing the integrity of financial reporting, financial controls, the internal audit function, as well as for recommending, working with and monitoring the external auditors.5. Audit committee members should be financially literate and a majority should have "substantial financial experience." They should receive further training as necessary on their responsibilities and on the company.6. Audit committees should have regular private "executive sessions" with the outside auditors and the head of the internal audit department. These executive sessions should not include members of management. There should be similar meetings with the chief financial officer (CFO) and other key financial executives, but without other members of management.7. Audit committee members should be independent of management .8. There should be a principles-based approach to defining independence on an international level. Companies should disclose committee members' credentials,remuneration and shareholdings.9. Reinforcing the role of the audit committee should improve the relationship between the auditor and the company. The audit committee should recommend the hiring and firing of auditors and approve their fees, as well as review the audit plan.10. The IFAC Code of Ethics should be the foundation for individual national independence rules. It should be relied on in making decisions on whether auditors should provide non-audit services. Non-audit services performed by the auditor should be approved by the audit committee.11. All fees, for audit and non-audit services, should be disclosed to shareholders.12. Key audit team members, including the engagement and independent review partners, should serve no longer than seven years on the audit .13. Two years should pass before a key audit team member can take a position at the company as a director or any other important management position .III. Organization for Economic Cooperation and Development (OECD)The Organization for Economic Cooperation and Development (OECD) is a quasi-think tank made up of 30 member countries, including the United States (U.S.) and the United Kingdom (UK), and it has working relationships with more than 70 other countries. In 2004, the OECD unveiled the updated revision of its "Principles of Corporate Governance" that had originally been adopted by its member governments (including the U.S. and UK) in 1999. Although they are non-binding, the principles provide a reference for national legislation and regulation, as well as guidance for stock exchanges, investors, corporations and other parties .The principles have long become an international benchmark for policy makers, investors, corporations and other stakeholders worldwide. They have advanced the corporate governance agenda and provided specific guidance for legislative and regulatory initiatives in both the OECD and non-OECD countries.The 2004 updated version of "Principles of Corporate Governance" includes recommendations on accounting and auditing standards, the independence of board members and the need for boards to act in the interest of the company and theshareholders. The updated version also sets more demanding standards in a number of areas that impact corporate executive compensation and finance, such as :1. Granting investors the right to nominate company directors, as well as a more forceful role in electing them.2. Providing shareholders with a voice in the compensation policy for board members and executives, and giving these stockholders the ability to submit questions to auditors.3. Mandating that institutional investors disclose their overall voting policies and how they manage material conflicts of interest that may affect the way the investors exercise key ownership functions, such as voting .4. Identifying the need for effective protection of creditor rights and an efficient system for dealing with corporate insolvency .5. Directing rating agencies, brokers and other providers of information that could influence investor decisions to disclose conflicts of interest, and how those conflicts are being managed .6. Mandating board members to be more rigorous in disclosing related party transactions, and protecting so-called "whistle blowers" by providing the employees with confidential access to a board-level contact .4、ConclusionThe Sarbanes-Oxley Act of 2002 was the U.S. government's response to the wave of fraudulent corporate financial reporting experienced during the 1990s and early 2000s an represented a significant step in regaining investors' confidence in the global financial reporting process. The SOA created new and stricter statutes to avoid a repeat of previous corporate financial disasters. The Act not only applies to U.S. entities but also covers primarily large non-U.S. companies whose securities are listed or traded on U.S. stock exchanges, as well as their non-U.S. external auditors, regardless of their nationality or place of business. Foreign entities have to comply with the SOA by June 2005 .Across the Atlantic, the IFAC, OECD and EU have recognize the recent eruption of corporate scandals in Europe and affirmed the inevitable need forcorporate governance reforms and regulation of the public accounting profession worldwide. The International Federation of Accountants (IFAC) has passed the Code of Professional Ethics for international accounting firms. The Organization for Economic Cooperation and Development (OECD) has passed guidelines for improving corporate governance. The European Union (EU) has proposed a code of conduct for independent auditors, which include a five-year auditor rotation requirement. European countries are also individually involved in improving their corporate laws through governance codes of practice.Sourse: Badawi, Ibrahim M. Review of Business; Spring2005, Vol. 26 Issue 2, p8-14, 7p译文:全球公司会计舞弊和改革行为一、前言随着最近一系列公司虚假财务报告事件在美国发生,类似丑闻也在其他国家被曝光。
外文翻译---上市公司财务舞弊原因及对策

Reasons and countermeasures of listed companies ' financial fraudPick to: financial fraud accompanied by China's reform and opening process and continuous development, bring social harm is more and more apparent, whether to financial fraud effective management by the people's widespread concern. On the listed company's financial fraud concepts and methods were summarized, from the interest drive, corporate governance, accounting personnel occupation moral standards, accounting and auditing system, in-depth analysis of the causes of financial fraud, and in view of the above reasons put forward the corresponding control measuresKey words: financial fraud; reasons; control countermeasures; listed companyIntroductionSince the beginning of Enron in late 2001, cases of financial fraud in listed companies at home and abroad frequently burst out. In early 2006, the Shanghai national accounting Institute Research Center for financial fraud (snaiFFRC) disclosed to "kelong" headed by the "2005 top ten most fraudulent financial companies of the listed companies" means is more amazing the financial fraud of "smart". Self, circulating trading, trading of yin and Yang, the packing channels, always accounting errors, large bath, mergers and acquisitions, restructuring, concealed stocks, the report cash traps, this is a top ten listing companies financial fraud trick.One, the concept of financial fraud and wayFinancial fraud is the subject of false financial information processing in accounting and reporting process, to obtain undue economic interests, used deceptive means to intentionally lied about the importance and financial facts of violations of laws and substantive violations. Financial fraud has four characteristics: unlawful, intentional sexuality, danger, and concealment. Specific means of financial fraud can be said to be endless, but the core is intact. Income fraud including fictitious earnings and revenue across periods; cost of fraud including cross-phase meter cost less and adjustment costs as well as costs of capital; corrupt cash fraud, should be the project assets, such as fraud, less provision for impairment; liabilities are generally less-total liabilities of fraud.Financial fraud means basically has the following several aspects:1.the use of improper accounting policies and accounting fraud. Management typically useintertemporal amortization class accounts for many share, share more, less or less cost to adjust profit. (1) the selection of inappropriate borrowing costs accounting method. In practice, many listed company through misuse of borrowing costs accounting, in build a project completed and not the final. (2) improper selection of equity investment accounting methods. Principles of enterprise accounting regulations: investment enterprises of joint control or significant influence, should adopt equity method; instead, it uses the cost method.But many companies use, when the investee company profit, should not use the equity method investment using the equity method of accounting; when the investee company loss, the equity method to the cost method .(3) improper selection of merging policy. (4) the improper selection of depreciation method.Extended depreciation, by accelerating method is changed into the straight line method, inpractice it is often seen. (5) the improper selection of income, cost confirmation method.Advance or delay the confirmation of income or expense is also listed companies generally adopt cheating. (6) the improper selection of the impairment provision method.2. use of enterprise internal control system defects and the weak link of fraud. As the cashier personnel use enterprise blank check, financial dedicated seal, legal person seal does not separate keeping malpractice, privately issued checks, misappropriation of public funds. Cozy with his duties incompatible staff collude with a fraud.3.related party transaction fraud. The related party transaction fraud, refers to the management using the related party transaction to hide losses, fictitious profits, and not in the statements and notes in accordance with the provisions as appropriate, full disclosure, the resulting information will have on the users of financial statements misleading a fraud method. Typically, Chinese listed companies using the purchase and sale of related fraud, fraud, entrusted with the operation of funds embezzlement, fraud and other four kinds of cost sharing related transactions by way of fictitious profit.4. the assets of fraud. Asset restructuring, mergers and acquisitions, debt restructuring, asset replacement form, occurring between the related parties. Assets reorganization of corrupt corrupt corrupt major mergers and acquisitions and debt restructuring in two ways.5. cover up fraud transaction or fact. Hide transaction or fact of fraud is through the use of accounting statements to hide transactions of listed companies or the truth, or has not been fully disclosed in the notes to the report deals truth an fraud methods.Second, the causes of listed companies ' financial malpracticeListed companies ' financial malpractice caused several of the following reasons:1. financial return far greater than the cost of fraud. To meet listing standards at some companies desperate to find ways to make financial fraud, and fraud, to meet the policy requirements. In addition, because the share price is times the income and earnings per share, and high stock market price/earnings ratio of deformity in China, so the main purpose of listed company's financial fraud is false profits. False profits of $ 1, the circulation market value of listed companies will increase 10 times times times. Relative to the fraud fraud income, cost is too low, from a certain extent, it is too low a fraud cost contributed some fraud.2. corporate governance structure is not perfect. Corporate governance structure is in fact about between owners, the Board of Directors and senior executive officers rights assigned and the arrangement of a system of checks and balances, the reality in China, led directly to the equity structure of listed companies malformations include the general meeting of shareholders, Board of Directors, Board of supervisors, which distort the relationship between corporate governance structure of checks and balances, which has provided an opportunity for financial fraud in listed companies. This is mainly manifested in the following aspects: (1) the ownership structure is not reasonable. As of the second half of 2006, the Shanghai and Shenzhen stock market, shares of over50 listed companies only 185, largest shareholder holding ratio of no more than 25 and only 219, 60~70 listed companies have invaded and occupied by large shareholders of listed company's funds. In the case of high concentration of ownership, possibilities of treatment failure of listed companies increased, listed companies, the greater possibility of financial fraud. (2) the independence of the Board is not strong, internal control is a serious problem. China listed company Director served as Senior Manager of the phenomenon is more prevalent, Director serves as the Senior Manager (internal control) more than 50 per cent of the sample company 32, more than 30 per cent of a sample of 65 companies. In this case, the operation of the Board is usually "Insider" or shareholder control, rather than based on the collective interest. This has led to the phenomenon of frequent corporate financial fraud. (3) the Supervisory Board weakening the oversight function, financial report difficulty in discharging its oversight functions. Based on analysis of listed company financial reporting fraud, Board of supervisors system in suppression of financial fraud in China did not play a role of Directors and managers of monitoring. Listed companies are required by law to set up a supervisory board, Board of supervisors actually are in a very awkward position, lower right or upper right of vulnerable rights of supervision or stronger right.3. accounting staff lack of professional ethics. Finance and accounting personnel who are directly involved in financial fraud, from the macro perspective, is mainly long term and not enough on accounting ethics education, lack of accounting professional standards; micro-perspective, strong sense of company accountants law, in order to meet company leaders of unhealthy psychological, thus violating the ethics of being practical and realistic, objective and fair. In addition, individuals driven by economic interests, has also led to some accountants deliberately forged, altered, hiding and destroyed the accounting information, taking advantage of his position of financial fraud.4. accounting and audit system is not sound. In recent years, although China is making a lot of accounting and auditing legislation, but from the practical point of view are not perfect and sound. Poor operability of some provisions, resulting in accounting fraud an opportunity. New accounting law "legal responsibility" chapter referred to "serious", "criminal", "significant losses" are not quantified, has no specific explanation. 2006 implementation of new accounting standards, provided more accounting options for management, which provides management with more profit opportunities. In addition, lack of punishment measures, social supervision is not strong, quality performance evaluation of accounting does not work, no ability to detect fraud, also can lead to occurrence of listed companies ' financial malpractice.Third, the governance of listed companies’financial fraud countermeasures1. coordinating the relationship between benefits and costs of financial fraud. We should increase the penalties for financial fraud, financial fraud costs more than it gains, so you can basically stop financial fraud. At the same time, in charge of financial malpractice should bear unlimited joint and several financial responsibility, which can to a large extent, inhibit their impulses of illegal counterfeiting. For those who dare to report the accounting officer shall provide ample rewards, so that its behavior is greater than the loss of income to report financial fraud. In this way, financial malpractice liability and they will take the initiative to give up the idea of financial fraud.2. perfect the corporate governance structure. Improve the internal governance structure of thecompany, is to prevent financial fraud, improve the quality of accounting information. (1) to improve the company's ownership structure, can solve the status of minority shareholders and the controlling shareholder is not symmetric. (2) the perfection of listed company's Board. In the establishment of external independent directors on the Board of the company, and provides that a certain proportion of the external independent directors, and established a number of specialized committees, raise the level of professionalization of the Board, to play the role of the Board. (3) improvement Board of supervisors of listed companies. As the Board of supervisors a mere formality, only to stand in the governance structure of the company, to further improve the system of Board of supervisors.3. raising the level of professional ethics of accountants. State management and accounting departments, should continuously strengthen the ideological education of accountants and accounting staff levels continue to improve, making it able to consciously resist financial malpractice, gradually establishing accounting integrity and fair image.4. accounting and auditing systems. Accounting standards and the flexibility of the system is the important basis for financial fraud to achieve. First of all, according to China's actual conditions, principles of system of accounting standards and make appropriate adjustments, in general lack of ethical culture in China now, improving the reliability of the accounting report is the key. Second, correctly handle the relationship between consistency and flexibility, reducing the options available to the company within the scope of accounting system as much as possible, especially when it comes to income and expenses recognized measuring principle, the depreciation of fixed assets, eight-asset impairment provision ratio and maximum detailed provisions should be made. Introduce specific implementation details will be quantitative and specific legal responsibility to explain, this has the advantage of parties a clear financial consequences of fraud, also in favour of the relevant departments to determine the financial fraud and punishable by appropriate penalties. Finally, give full play to the role of public opinion and the media. As the perfection of the securities market, market supervision is not limited to certified public accountants and the Government, the general public and the media has also been involved in the regulatory process.The endAt present, China is in an early stage of market economy, all kinds of deceptive behaviors emerge, accounting activity as a measure of economic activity, inevitably financial fraud. Financial fraud is not only an economic phenomenon, is also a visualization of the deep moral conviction. So, on the governance of financial fraud is a systems engineering, business, community and government supervision of Trinity system is required in all departments and make concerted efforts, coordinate with each other. Only an integrated approach to governance, to create good information environment for China's economic development.Reference.[1] Hou Yanlei, Zhai Yingmin. The financial fraud of listed companies analysis [J]. Economy and management,2006, (7):71-73.[2] Huang Xinjian . Chinese listed company's financial fraud and the Countermeasures Research [J]. Economic survey,2006, (4):77-79.[3] Wang Jianxin. The financial fraud of listed companies : motives and management [J ]. Market modernization,2008, (2):346-347.[4] Yang Yunshu . The financial fraud of listed companies analysis [J ]. Accounting research,2006,(5):62-63.[5]You Xiaofeng. Chinese Research on financial governance of Listed Companies [ M]. Beijing: Economic Science Press,2005: 144-145.[6] Zhang Aimin. The combination of internal and external, prevention of financial fraud of Listed Companies [ J]. Contemporary economy,2006, (2):18-19.[7]Hong Ge. Fraud in financial reports of listed companies governance approach [J]. Economic review,2005, (9):117-137.[8]Wang Haixia. Internal governance structure in listed companies and the prevention of financial fraud [J]. Auditing & Finance,2005, (7):23-24.上市公司财务舞弊原因及对策摘要:财务舞弊行为伴随着中国改革开放的进程而不断演进发展,带给社会的危害也愈来愈明显,能否对财务舞弊行为进行切实有效地治理受到人们的普遍关注。
虚假财务报告的后果中英文对照外文翻译文献

虚假财务报告的后果中英文对照外文翻译文献(文档含英文原文和中文翻译)虚假财务报告的后果1.欺诈和欺诈性财务报告从广义上讲,欺诈可能被定义为故意以不正当行为或非法手段获得的增益以及优势。
这可能包括:(鲁宾G . A .,2007)财务报告舞弊;挪用资产(在内部或外部的系统中做出,如:贪污,工资欺诈和盗窃等行为);获得非法资产或进行不道德的活动(如:利用过度的客户结算或欺诈性的销售行为);用于非法目的的费用(商业和公共贿赂以及其他不正当支付系统);欺瞒获得的收入或有意回避成本(在系统实体中对员工或第三方欺诈,或当一个实体通过一定手段故意避免成本,如收入税和销售税);对公司的欺诈行为(例如假冒生产者故意侵犯知识产权)。
可以通过对该部门机构的制度的完整性的认识来调查它的欺诈行为。
它在调查了世界银行集团和银行的融资项目后,指控了他们的欺诈和腐败行为,认定了哪些行为可以被认为行为是在银行系统中的欺诈或腐败行为:(Banca银行,蒙迪艾尔.2009)拍卖欺诈,在拍卖中理解所有的参与者,在合同执行中的欺诈,避免对合同执行的审计,做出不适当的价格和伙伴关系,让审计人员误判合同中的成本和工作,并对审计人员进行贿赂,错误地使用世界银行的资金或自己的立场,这就是在运动,偷窃和欺骗的情况下的欺诈。
虽然所有类别的欺诈都可以说是主要的和值得辩论,但是只有财务报告舞弊才是影响最大的和最值得研究的。
(鲁宾G . A .,2007)在财务报告中欺诈行为的基础是肇事者(董事,审计人员,员工等)错误地提出了现实的自觉意图。
但错误地提出现实的自觉意图的原因可能是欺诈财务报告中任何一项不当资产的回收。
因此,“欺诈性报告仅指故意歪曲,包括遗漏大量财务信息旨在误导财务报表的使用者”也可译为(波帕一人,铝。
罗斯·,2009):操纵,伪造,伪造或更改文件或证明文件,错误或遗漏的事件、交易或信息,故意滥用会计原则与价值、分类、方式介绍或信息传递,虚拟条目记录(年底)操纵结果或达到其他目标,调整不正确的假设和判断来估计帐户余额,遗漏、发展或拖延承认事件或交易发生在报告所述期间,隐瞒或保密的事实可能影响的数量记录在财务报表,在改变记录或条件的重大交易中;进行复杂的交易旨在歪曲实体的财务状况或性能。
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会计舞弊财务舞弊外文文献翻译
___ confidence and have taken n to address this issue. The n of ns, standards, and guidelines aims to ___ global financial systems.
During ___, ___ in more than one country, and most of these ___ the Sarbanes-Oxley Act of 2002, reforms were also initiated worldwide. The primary purpose of this paper is twofold: (1) ___; and (2) ___, the public accounting n, and global capital markets.
In n, ___ activities, ___ financial fraud are significant and can have long-___, it is essential for companies to ___ fraud, ___.
Global Regulatory n for Corporate and Accounting Reforms In response ___, U.S. lawmakers passed the Sarbanes-Oxley Act of 2002. This Act aims to protect public interest and restore investor confidence in the capital market. President Bush signed the Act into law on July 30, 2002. The Act ___ It requires executives, boards of directors, and ___, responsibility, ___. The Act, along with subsequent SEC initiatives, ___ since 1933. Other U.S. regulatory bodies, such as NYSE, NASDAQ, and the State Societies of CPAs, have also ___ and their external auditors.
Note: ___ if it should be ___.
The ___ (IFAC) is a global ___ is to serve the public interest, ___ worldwide, and contribute to the development of strong nal ___ high-___ such as the Global Financial Stability Forum (FSF), the nal n of Securities ns (IOSCO), the World Bank, and the European ___ 2002, the ___ in Financial Reporting to address the
global ___. The task force's report, titled "Rebuilding Public Confidence in Financial Reporting: An nal Perspective," ___ issuers. One of the key ___.
All public ___ report to the board and address concerns related to financial n, internal controls, or the audit. It is ___ financial reporting, financial controls, the internal audit n, as well as mending, working with, and monitoring the external auditors. The members of ___, and a majority should have ___.
8. A principles-based approach ___ credentials, n, ___.
Note: ___ (OECD) has been deleted as it is not clear how it relates to the rest of the text.
___ (OECD) is a quasi-think tank consisting of 30 member countries, including the United States and the United Kingdom. It also has working nships with over 70 other countries. In 2004, the OECD unveiled the updated n of its "Principles of Corporate Governance," ___ (including the U.S. and UK) in 1999. Although these principles are nonbinding, they serve as a reference for nal n and n, as well as provide guidance for stock exchanges, investors, ns, ___ policymakers, investors, ns, ___ OECD and non-OECD countries.
4. Recognizing the ___.
6. ___ party ___.
In n, member states of the European n have proposed a code of conduct for independent auditors, ___ every five years. Moreover, the nal governments of individual European countries ___. For example, in July 2002, the British ___ to the Company Law. These ___ misleading auditors, redefining the roles of directors, ___.
全球企业和会计改革监管行动正在进行中,旨在恢复投资者对财务报告、会计行业和全球金融市场的信心。
以上是审计委员会的结论和建议。
关键审计组成员在担任公司董事或其他重要管理职位之前的两年内,应通过经济合作与发展组织(OECD)的认可。
OECD是一个由30个成员国组成的准智库,与70多个其他国
家建立了工作关系。
2004年,___公布了其最新成员国政府于1999年通过的“公司治理原则”的修订版。
尽管这些原则没有
具体约束力,但它们为国家立法和监管机构,以及证券交易所、投资者、公司和其他相关方提供了指导。
这些原则已成为决策者、投资者、公司和全球其他利益相关者的国际基准,推动了公司治理议程,并为___和非经合组织国家的立法和监管措施
提供了具体指导。
2004年更新版的“公司治理原则”还提出了
关于会计和审计标准的建议,董事会成员的独立性以及董事会需要为公司和股东的利益行事的要求。
此外,更新后的版本还在影响企业高管薪酬和财务的若干领域制定了更严格的标准。
1. 授予投资者提名公司董事的权利,并加强他们在选举中的角色。
2. 赋予股东发言权,让他们能够就董事会成员和高管的薪酬政策发表意见,并允许他们向审计师提出问题。
3. 要求机构投资者公开披露其整体投票政策,并解释他们如何管理可能影响投资者行使关键所有权职能方式的重大利益冲突,例如投票。
4. 确定建立有效的债权保护机制,并制定应对公司破产的有效制度。
5. 引导评级机构、经纪人和其他信息提供者披露利益冲突,并说明他们如何管理这些冲突,以避免对投资者决策产生影响。