FSA's Comments on the Proposed Rule by the U.S. SEC under the Section 301 of the Sarbanes-Oxley Act of 2002

February 14, 2003
Financial Services Agency (FSA)

1. The Financial Services Agency (''FSA'') sent a comments letter on February 14 to the proposed rule by the Securities and Exchange Commission (''SEC'') of the United States under the Section 301(*) of the Sarbanes-Oxley Act of 2002.

   (*)  The Section 301 requires ''issuers'' such as listed corporations in the United States securities exchanges to establish an ''audit committee'' each member of which shall be independent.

2. In view of the impacts of applications of the Sarbanes-Oxley Act would have on the Japanese audit firms and the Japanese corporations listed in the United States, the FSA has had constructive dialogues with the SEC. As part of these dialogues, the FSA sent several public comments letters so far with regard to the proposed rules under the Sarbanes-Oxley Act.
3. Although we appreciate that the proposed rule under the Section 301 includes general exemption clauses for foreign private issuers, in view of the impact on Japanese listed corporations in the United States, we sent the public comments letter to the SEC in close cooperation with relevant government ministries including the Ministry of Justice and related institutions.

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(Reference) Comments letter (PDF:113K)