As reported in a pre-holiday weekly Society Alert, a recent member-requested Society Quick Survey on the use and form of SOX 302 sub-certifications garnered responses from about 100 issuer-members, which can assist others with evaluating and potentially refreshing their certification/sub-certification practices.
Noteworthy results include:
- In total, the number of individuals at respondent companies required to provide a sub-certification for each Form 10-Q and Form 10-K to support the SOX 302 CEO & CFO certifications is most commonly 11 – 20 (24% of respondents), followed by 50+ (19% of respondents), and then 21 – 30 (18.5% of respondents).
- More than 48% of respondents use just one version or form of sub-certification; 17.5% use 3 – 5 different versions or forms.
- 38% of respondents have a single version/form of sub-certification that all Disclosure Committee (DC) members are asked to sign, and those DC members don’t sign any other version.
- Most respondents’ companies require sub-certifications from these roles/positions, some of which commonly certify as to the entire periodic report, and others that commonly certify only as to their area of responsibility (as detailed in the survey report):
- Top accounting employee other than CFO
- Division controllers (or equivalent)
- Division presidents (or equivalent)
- Internal audit personnel
- Other corporate accounting personnel
- Treasury personnel
- Tax personnel
- Head of investor relations
- General counsel
- All executive officers other than CEO & CFO
- All Disclosure Committee members