"Corporate Governance in the United States"

Remarks before the ECGI/ALI 2006 Transatlantic Corporate Governance Conference

by Commissioner Cynthia A. Glassman

Thank you, Michael. It is a pleasure to participate in the 2006 Transatlantic Corporate Governance Conference. I would like to thank Alex Schaub of the European Commission for inviting me. I have had several opportunities to meet with Alex and Charlie McCreevy to share our views on subjects of mutual interest regarding the capital markets. We at the SEC value our relationship with the EU and look forward to continuing our high quality dialogue. We very much appreciate the mutual good will. On a personal level, I would like to extend best wishes to Alex on his retirement and note that I am leaving the SEC next month, as well. I don't know what Alex's immediate plans are, but my short-term plan includes hiring a personal trainer, tennis, swimming, golf and yoga. In between those activities, I will be deciding what my longer-term next step will be. But, turning to the business at hand, before I go any further, I need to give the SEC's standard disclaimer. The views I express here today are my own and do not necessarily represent the views of the Commission, any of the other Commissioners or the SEC staff.

Your conference organizers have chosen a very important and timely topic, corporate governance and the role of controlling shareholders. Corporate governance issues are universal, but today, I would like to give you a U.S. perspective on issues relating to the conference topic. Earlier speakers focused very specifically on the U.S. treatment of controlling shareholders. I would like to take a step back and discuss corporate governance in the U.S. more generally - to put the earlier discussions in context and to highlight some of the corporate governance issues that the SEC has been facing in the aftermath of the Enron and WorldCom scandals, which resulted in the passage of the Sarbanes-Oxley Act of 2002 (Sarbanes-Oxley), the most significant corporate governance legislation passed in generations.

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