The thesis analyzes moral hazard in corporate governance and brings in actual theoretical knowledge on the topic. It examines four examples of the companies which went bankrupt due to moral hazard of their top management: Enron, WorldCom, Parmalat and IPB. All case studies are assessed in accordance with OECD Principles of Corporate Governance. At the end of the thesis, there are mentioned impacts on legislature and suggestions of possible solutions.

The thesis is focused on state interventions and regulation on field of stock exchanges. On special examples I show for and against argumentation of real precautions. I repeal the questions of public konvenience of these precautions. In the first part of the thesis I begin with historical genesis of exchange especially in our area including the origin -- private or state. The first part continue with theoretical functions of stock exchange and its fulfilment in case of The Stock Exchange in Prague. In the second part I present dilemma of squeeze-out or expropriation of minority shareholders.There will be arguments of proposers, opponents and also neutral arbiter representing by The Constitutional Court of the Czech Republic. In the third part of the thesis I present an example of foreign regulation. It is Sarbanes-Oxley Act with its impact on different entities. In conclusion I propose some changes and I want to give a support to discussion about state admission to regulation of stock markets.

The work deals with ethic porblems of audit profession and their violations. It focus on the definition of the ethical rules in the normative sources. It analyzes accounting scandals in the U.S. at the turn of the 20th and 21 century and their impact. Finally, it discusses the Sarbanes-Oxley Act of 2002, as an main effect of these scandals.

The thesis deals with the issue of fraudulent conduct, detection, investigation and prevention. The first part defines the most common types of fraudulent schemes, including detailed specifications, warning signals and measures to avoid them. Also describes the role and importance of forensic investigation. The second part analyzes the typical offender and the efficiency of detection of fraudulent conduct. The work is completed by tables and graphs that are supported by actual cases of fraud in the Czech Republic and the USA. The third part describes the impact of the Sarbanes-Oxley Act to improve investors protection and prevention in the fight against fraud on the U.S. capital markets.

The thesis aims to raise the knowledge about operation of Sarbanes-Oxley Act and its effective application. The thesis describes historical background and arguments for its creation. It presents each section of the law with a focus on the internal control section. The thesis characterizes recommended methodes of successful application of the SOX Act. The main factors of effective control environment are discussed on the example of the COSO control framemork along with a description of the testing. Then, the thesis examines the impact of the law on external audit. Next chapter clarifies progression of the law followed with an analysis of the impact on the economy and companies. High-quality internal control system has positively influenced accuracy and reliability of the financial statements and has also improved investor´s confidence and reduced likelihood of a fraud. For effective application of the SOX Act it is crucial to understand internal processes and clearly determine the internal control objectives.

This study uses an institutional theory perspective to examine whether significant changes to the audit work and engagement practices required under the Sarbanes-Oxley Act (SOX) lead to improved audit quality in nonprofit hospitals. Unlike their for-profit counterparts, nonprofit organizations have been subject to audits of internal controls over financial reporting and program compliance for decades under Circular A-133 of the Single Audit Act of 1984, as amended. Circular A-133 audits represent the primary accountability tool over the billions of grant dollars awarded annually by the federal government. Despite the enormity of these awards and the substantial informational effect of the audit reports, prior empirical research suggests that the quality of these audits is problematic. Using the archival data of nonprofit hospital Circular A-133 audits and related hand-collected financial data from IRS Form 990s, bivariate and multivariate analyses are conducted on a cross-sectional sample of 875 audits for 141 nonprofit hospitals with audits during both pre-SOX (2001-2004) and post-SOX (2008-2011) periods. Audit quality is inferred from discretionary accruals (Modified Jones model) and auditor-reported internal control deficiencies (reportable conditions and material weaknesses). The results indicate support for improved audit quality from the pre- to the post-SOX period for all measures of audit quality. The results are different for the measures of audit quality used to examine the association between audit firm size and audit quality. Non-Big 4 audit firms experienced a significant improvement in audit quality when discretionary accruals are used as a proxy for audit quality. Conversely, Big 4 audit firms experienced a significant improvement in audit quality when internal control deficiencies are proxies for audit quality. In the post-SOX period audit firms provide approximately the same level of audit quality regardless of firm size when discretionary accruals or material weaknesses are the proxy for audit quality. When reportable conditions are the proxy, non-Big 4 firms have higher audit quality than Big 4 firms post-SOX. Client characteristics, specifically hospital size and the interaction of leverage and risk, are attributable to differences in post-SOX audit quality. Finally, the study fails to support the hypothesis that large audit firms self-select low risk clients.

This study investigates whether the current lack of structure of internal control weakness disclosures (a narrative about the reliability of the financial reporting system) leads nonprofessional investors to make differential investment decisions. Using the non-accelerated filer (smaller public company) setting, where nonprofessional investors are likely to consume unaudited internal control reports in their investing judgments and decisions, I examine two facets of internal control disclosure formats: presentation salience and disaggregation of material weaknesses. A 2 x 2 between-participants behavioral experiment was conducted with internal control presentation salience (bulleted vs. in-text) and disaggregation level (a single material weakness vs. a combination of multiple control deficiencies that is a material weakness). I find that nonprofessional investors reward companies that disclose internal control weaknesses more saliently. The results also indicate that disaggregation interacts with salience in that it increases the effect of salience on investing judgments such that salient (stealth) disclosure of a combination of control deficiencies is viewed more positively (negatively) than salient (stealth) disclosure of a material weakness. These findings are contrary to Rennekamp (2012) who finds that processing fluency in bad news leads to more negative investment judgements. Additional analyses indicated that the results related to management trust and credibility are consistent with prior literature. The findings contribute to academia and practice by shedding light on the importance that needs to be placed on the presentation format of internal control disclosures.

Insider trading and earnings management (EM) have traditionally been associated with fraud and corporate scandals. Corporations involved in fraudulent financial reporting or earnings manipulations were assumed to have used insider trading patterns to manipulate earnings, thereby concealing information from investors. The purpose of this quantitative, non-experimental study was to examine the association between insider trading patterns and EM citations among a randomly selected sample of publicly traded companies. The research question pertained to the association between the number of EM citations and whether a firm exhibited patterns of insider trading among publicly traded firms. The theoretical framework was based on accounting, auditing and financial theories. Archival data were collected in the form of financial statements from annual reports of 77 companies submitted to the Securities and Exchange Commission. A multiple linear regression was used to answer the research question to determine whether there was an association between insider trading patterns and EM. Results of descriptive statistics and regression analysis revealed that, after controlling for the firm size, a significant association existed between the number of EM citations and patterns of insider trading in the sample of publicly traded firms. A positive relationship, wherein firms with patterns of insider trading had more EM citations as indicated from the regression results. These findings may encourage investors, regulators, auditors, the public, and other interested parties to work with researchers to foster confidence in financial markets and the accounting profession, and to redeem the mistakes made by companies in the past.

The central focus of this dissertation study is to understand the impact of the Sarbanes-Oxley Act and the factors that contribute to increased risk of fraud in order to determine why fraud may occur despite the imposed regulation of the Sarbanes-Oxley Act. The main premise of the study tests the application of the fraud triangle framework constructs to publicly traded restaurant companies during the time period of 2002-2014, using proxy variables defined through literature. Essentially, the study seeks to identify the factors that may provide the optimal criteria to engage in fraudulent or opportunistic behavior. The fraud triangle theoretical framework is comprised of the constructs of pressure, opportunity and rationalization, and has mostly been utilized by external auditors to assess the fraud risk of various companies. It has never been applied to the restaurant industry, and the proxy variables selected have never before been tested in a comprehensive model. Thus, a major contribution of this study may enable executive managers to assess the fraud triangle conditions according to the model in order to afford conclusions regarding increased risk of fraud. The study first hypothesized that the Sarbanes-Oxley Act has had a significant impact on detecting increased risk of fraud for publicly traded restaurant companies. Additionally, the study controlled for and tested the proxy variables of the fraud triangle constructs to determine if any of the variables had a significant impact on detecting increased risk of fraud for publicly traded restaurant companies. The variables tested included company size, debt, employee turnover, organizational structure, international sales growth, executive stock compensation, return on assets, the Recession, and macro-economic factors of interest, inflation, and unemployment rates. The research study adopted an exploratory research design using the case of publicly traded United States restaurant companies in order to provide a better understanding of the characteristics that may contribute to increased fraud risk. The study assumed a binary distribution of the dependent variable, increased fraud risk, measured by the incidence of a reported internal control deficiency over the testable time period. Specifically, the study employed a probit model to estimate the probability that an entity or company will be at an increased risk of fraud based on the independent variables that support and are linked to the fraud triangle framework. Additionally, the model assumes equal weight to the variables of the fraud triangle framework. Through use of the probit model, the major findings of the study were as follows: First, the Sarbanes-Oxley Act does have a significant impact on highlighting areas of increased fraud risk for publicly traded restaurant companies. Second, for the total population of restaurant companies, only the Recession, interest rates, inflation rates and unemployment rates are significant indicators of increased fraud risk. None of the internal variables were significant. However, once the data was segmented by type of restaurant, the results revealed significance of both internal and external variables. These results imply a couple of theoretical notions: first, that the Sarbanes-Oxley Act is an effective means for detecting risk of fraud for publicly traded restaurant companies when considering variables that support the fraud triangle; second, that the fraud triangle is contextual when applied to the restaurant industry because only the variables that are outside of managements control were significant. Finally, from a managerial perspective, the study provides evidence that macro-economic conditions that might affect consumer demand may increase the risk of fraud for publicly traded restaurant companies.

This dissertation examines the litigation and legal liability exposure of auditors related to the Sarbanes-Oxley Act of 2002 (SOX). Three separate studies were conducted to examine how auditor's litigation exposure is evaluated by potential litigants (lawyers), and how auditor liability is evaluated by jurors, following the bankruptcy of a client. The first study examines whether the auditor's SOX Section 404 reporting decisions influence lawyers' assessments of their litigation exposure. The second study investigates whether voluntary disclosures of significant deficiencies in internal controls within the SOX Section 404 report, and the subjectivity of the internal control judgments made by the auditor, influence jurors' perceptions of auditor liability for negligence. The third study examines how the requirements of SOX Section 302 related to audit committee independence and audit committee expertise influence jurors' perceptions of auditor independence and auditor liability for negligence. Overall, these three studies provide insights on how different provisions of SOX, specifically the Section 404 report and audit committee requirements, influence the likelihood that auditors will be sued and the likelihood that they will be held liable by a jury.