IN THE WAKE of highly publicized corporate scandals and their resulting politicization, Congress has reacted with legislation as redolent of populist anger as it is of well-intentioned and needed reforms.

With the list of major accounting and securities fraud investigations and indictments at public companies growing on almost a daily basis, even the most staunch opponents of corporate reform have quickly hopped on the speeding band wagon. In a mere two weeks, Congress all but unanimously passed broad corporate reform legislation called the Sarbanes-Oxley Act of 2002 (SOA or the act) that was signed into law by President George W. Bush on July 30, 2002.[1] The act seeks to address a deep-seated loss of investor confidence in the strength, reliability and transparency of corporate earnings.