The Sarbanes-Oxley Act of 2002

1.The Sarbanes-Oxley Act ("S.O.A.") created a Public Company of Accounting Oversight Board to register accounting firms that prepare audit reports for companies registered under the 1934 Act, as well as establish rules for auditing, quality control, ethics etc.

2. Corporate Responsibility

Public Company Audit Committees: The Sarbanes-Oxley Act ("S.O.A.") states that each board of directors of an 1934 Act Company has to create an audit committee. The committee, consisting of board members, oversees the registered public accounting firms work, establishes accounting controls, procedures, etc.

Corporate Responsibility for Financial Reports: In each report the Chief Executive Officer ("CEO") of a company has to certify that the officer has reviewed the report, based on his knowledge the report is true, and that the signing officer is responsible for establishing internal controls.

Forfeiture of Bonuses and Profits: CEO or Chief Financial Officer ("CFO") have to give back to the company any bonus or incentive based compensations received in a 12-month period after inaccurate reports were filed with the Securities Exchange Commission ("SEC") or made public. Officers must also reimburse the company for any profits from securities´ sales in that period.

Prohibition Against Insider Trades During Pension Blackout Periods: Directors and executive officers will not be allowed to purchase or sell securities when that prohibition apply to persons participating in the company pension plan.

Prohibition Against Personal Loans to Executives: except to the extent that loans are made in the ordinary course of the company’s consumer credit business.

Disclosure of Audit Committee Financial Expert: Companies have to inform in their annual reports if they have in the audit committee at least one member who is a financial expert, and if not, why not.

3. Corporate and Criminal Fraud

Criminal Penalties for Destruction, Alternation, Etc.: When a person destroys, alters, falsifies a document with intention to prevent a federal investigation.

Criminal Penalty for Destruction of Corporate Audit Records: An accountant who performs an audit of an 1934 Act company and fails to keep all workpaper related to the audit for at least two years is punishable by fine and up 10 years´ imprisonment.

Whistleblower Protection: The SOA protects employees from being fired because of providing the state with information regarding illegal conduct.

Criminal Penalties for Defrauding Shareholder and Public Security fraud is punishable with up to 25 years in prison.