SEC Staff Completes Processing of CEO, CFO Statements


Washington, D.C., August 20, 2002 -- The staff of the Securities and Exchange Commission has completed processing the sworn statements filed as of Aug. 14 by the CEOs and CFOs of the largest U.S. based companies and found that the overwhelming majority of CEOs and CFOs filed statements certifying the material accuracy and completeness of their companies' prior disclosure reports.

The staff concluded that CEOs and CFOs of 16 companies whose reports were due Aug. 14 did not certify to the accuracy and completeness of their companies' reports and instead filed explanations or other forms of certification. The statements are posted and categorized on the SEC's Web site. Statements matching the specified form of certification are noted on the Web site as having been filed as "Exhibit A." Non-matching submissions are categorized as "Other."

"The certification procedures for America's largest companies have had the desired effect," said SEC Chairman Harvey L. Pitt. "We wanted assurances that senior corporate executives are taking personal responsibility for their companies' filings and personally stand behind the accuracy of their companies' reported numbers. We want CEOs and CFOs to seriously consider the quality of their disclosure. And we want to know in a timely manner where disclosure needed correction and improvement. These objectives were achieved. This has been an important and worthwhile exercise."

The statements were required under a June 27 Commission order to the CEOs and CFOs of U.S. based companies that reported more than $1.2 billion in revenue in their most recent fiscal year. The order required the statements to be filed with each company's next periodic disclosure report to the SEC due on or after Aug. 14. For 691 of the companies, reports were due Aug. 14. Officers of only one company, which is in bankruptcy liquidation, failed either to file or obtain an extension of the Aug. 14 deadline.

"The certification requirements are one piece of the package of far-reaching reforms that we have been putting in place," Pitt said. "Together with effective actions by the Administration, Congress and the self-regulatory bodies governing the securities industry, they represent important progress in our ongoing efforts to restore investor and market confidence in the integrity of public company disclosure."

Last modified: 8/20/2002