Title 15 — Commerce and Trade
Chapter 98 — Public Company Accounting Reform and Corporate Responsibility
§ 7264. Code of ethics for senior financial officers
Statutory text
Code of ethics disclosure
The Commission shall issue rules to require each issuer, together with periodic reports required pursuant to section 78m(a) or 78o(d) of this title, to disclose whether or not, and if not, the reason therefor, such issuer has adopted a code of ethics for senior financial officers, applicable to its principal financial officer and comptroller or principal accounting officer, or persons performing similar functions.
Changes in codes of ethics
The Commission shall revise its regulations concerning matters requiring prompt disclosure on Form 8–K (or any successor thereto) to require the immediate disclosure, by means of the filing of such form, dissemination by the Internet or by other electronic means, by any issuer of any change in or waiver of the code of ethics for senior financial officers.
Definition
In this section, the term “code of ethics” means such standards as are reasonably necessary to promote—
honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;
full, fair, accurate, timely, and understandable disclosure in the periodic reports required to be filed by the issuer; and
compliance with applicable governmental rules and regulations.
Deadline for rulemaking
The Commission shall—
propose rules to implement this section, not later than 90 days after ; and
issue final rules to implement this section, not later than 180 days after .
Legislative history
Reconstructed from this section’s Code source credit and amendment notes, resolved against the local Statutes at Large. Editorial notes are evidence, not the law that made the change.
Sarbanes-Oxley Act of 2002
Pub. L. 107–204 title IV § 406 · 116 Stat. 745
Enacted · 15 U.S.C. § 7264
(Pub. L. 107–204, title IV, § 406, July 30, 2002, 116 Stat. 789.)
Source evidence
Code source credit
(Pub. L. 107–204, title IV, § 406, July 30, 2002, 116 Stat. 789.)Enacted provision · exact public law section
SEC. 406. CODE OF ETHICS FOR SENIOR FINANCIAL OFFICERS. (a) Code of Ethics Disclosure.— The Commission shall issue Regulations. rules to require each issuer, together with periodic reports required pursuant to section 13(a) or 15(d) of the Securities Exchange Act of 1934, to disclose whether or not, and if not, the reason therefor, such issuer has adopted a code of ethics for senior financial officers, applicable to its principal financial officer and comptroller or principal accounting officer, or persons performing similar functions. (b) Changes in Codes of Ethics.— The Commission shall Regulations. revise its regulations concerning matters requiring prompt disclosure on Form 8-K (or any successor thereto) to require the immediate disclosure, by means of the filing of such form, dissemination by the Internet or by other electronic means, by any issuer of any change in or waiver of the code of ethics for senior financial officers. (c) Definition.— In this section, the term “code of ethics” means such standards as are reasonably necessary to promote— (1) honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships; (2) full, fair, accurate, timely, and understandable disclosure in the periodic reports required to be filed by the issuer; and (3) compliance with applicable governmental rules and regulations. (d) Deadline for Rulemaking.— The Commission shall— (1) propose rules to implement this section, not later than 90 days after the date of enactment of this Act; and (2) issue final rules to implement this section, not later than 180 days after that date of enactment.
1 of 1 references resolved to an enrolled provision