Securities Lawyer's Deskbook
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The

Sarbanes-Oxley Act of 2002





Section 1105 -- Authority of the Commission to Prohibit Persons from Serving as Officers or Directors


  1. Securities Exchange Act of 1934. Section 21C of the Securities Exchange Act of 1934 is amended by adding at the end the following:

    "(f) Authority of the Commission to Prohibit Persons From Serving as Officers or Directors.--In any cease-and-desist proceeding under subsection (a), the Commission may issue an order to prohibit, conditionally or unconditionally, and permanently or for such period of time as it shall determine, any person who has violated section 10(b) or the rules or regulations thereunder, from acting as an officer or director of any issuer that has a class of securities registered pursuant to section 12, or that is required to file reports pursuant to section 15(d), if the conduct of that person demonstrates unfitness to serve as an officer or director of any such issuer.".




  2. Securities Act of 1933. Section 8A of the Securities Act of 1933 is amended by adding at the end of the following:

    "(f) Authority of the Commission to Prohibit Persons From Serving as Officers or Directors.--In any cease-and-desist proceeding under subsection (a), the Commission may issue an order to prohibit, conditionally or unconditionally, and permanently or for such period of time as it shall determine, any person who has violated section 17(a)(1) or the rules or regulations thereunder, from acting as an officer or director of any issuer that has a class of securities registered pursuant to section 12 of the Securities Exchange Act of 1934, or that is required to file reports pursuant to section 15(d) of that Act, if the conduct of that person demonstrates unfitness to serve as an officer or director of any such issuer.".





Legislative History


July 30, 2002, 107 P.L. 204, Title XI, § 1105, 116 Stat. 745.



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