Forget OPA, Meet Sarbox

By Gary J. Wolfe of Seward & Kissel LLP

he Sarbanes-Oxley Act of 2002 (“Sarbanes- Oxley”), adopted over a weekend at the end of July, 2002, hit the capital markets world the way the Oil Pollution Act of 1990 hit the shipping world 12 years ago. Everyone knew it was coming. Everyone pretended that it wasn’t. Therefore, it came “without warning”. Everyone then fell into a state of shock and wished it away. When it would not disappear, everyone learned to live with it. With Sarbanes-Oxley, the capital markets world is still in the wishing away stage. Public companies, whether U.S. or foreign, no matter what their industries, will have to learn to live with it.

What does Sarbanes-Oxley Do?

For those who do not have time to read a 200-page statute, the best way to understand Sarbanes-Oxley is to look at the Enron/Worldcom/Adelphi a/Global Crossing situations, and turn them upside down. The simple rule is: If something scandalous happened at Enron, Worldcom, Adelphia or Global Crossing that angered the investing public, then Sarbanes-Oxley forbids it or tries to make it much more difficult. We can examine the companies in order and see how Sarbanes-Oxley addresses their situations. We can then see how the Sarbanes- Oxley provisions may apply to public shipping companies, especially those that are not U.S. incorporated or headquartered.

This is only an excerpt of Forget OPA, Meet Sarbox

Content is restricted to subscribers. To continue reading please Log-In or view our subscription options.