Corporate governance can make or break an IPO, according to advisory firm KPMG. Governance topped the ranking of biggest headaches faced by companies preparing to go public, recent KPMG surveys found. And Aamir Husain, national leader for IPO Services at KPMG, says that corporate governance can be such an issue that it can kill an IPO.

The work involved in improving corporate governance can be overwhelming and complex. There is compliance with SarbOx, quarterly reports with the SEC, the annual 10k, robust auditing and internal controls -- numerous systems and processes that need to be in place.

Brazilian companies are taking a page from their US counterparts when it comes to governance and corporate social responsibility. In a recent Latin American corporate governance survey by Latin Finance and consultancy Management & Excellence, Brazilian firms topped the rankings across different industries--not only aiming for compliance, but striving for excellence in corporate social responsibility, sustainability, board independence and other governance measures.

Companies throughout the region are showing increasing interest in building their good governance reputations in order to attract capital investment from Latin America, the US, and globally.

Governance activists have argued for years that companies are better off when a majority of their board members are outsiders.

And in the aftermath of the accounting scandals at the beginning of the millennium, listing standards on US exchanges were changed to require boards contain a majority of outside directors. In addition, Section 407 of the Sarbanes-Oxley Act required public companies to disclose whether their audit committees include at least one member who is a financial expert, and if so, whether the person is "independent" of management.

While shareholders and Sarbanes-Oxley demand more independent directors on boards, a new study shows companies with boards that have at least one key insider, the CFO, are better at financial reporting than those without that executive on their boards. But that doesn't necessarily mean that all companies should appoint their CFOs to their boards, not at least without taking other considerations seriously into account. In fact, most companies probably should still look elsewhere for the expertise that CFOs supply.

The study found that companies with CFOs on their boards have more effective internal controls over financial reporting, higher accrual quality and a lower likelihood of restatements.

The study measured the quality of financial reporting by examining the incidence of material weaknesses reported under Section 404 of Sarbanes-Oxley. The provisions require companies to document and test internal control over financial reporting, and the company's independent auditor to independently test those controls and opine on internal control effectiveness.

Patent infringement has reached the point where companies can no longer rely on litigation alone to protect their intellectual property, experts say. And those on the wrong end of such suits have to take them more seriously.

The intellectual property of the world’s 500 largest corporations is now estimated to be worth over $3 trillion, roughly 80 percent of their total market value. Yet some $59 billion of that is stolen in the US each year, because few companies have systems and controls in place to manage and monitor the risk that others are to stealing their intangible assets or that they themselves are in violation of someone else’s patent.

Despite pressure to improve corporate performance, US companies have been slow to embrace the role of lead director. But critics contend that is a mistake.

Six years after the New York Stock Exchange mandated the presiding director position as a result of the corporate scandals of the last decade, little consensus has emerged regarding the roles presiding or lead directors should undertake and how they can act most effectively to improve the governance and performance of their companies. The reform was created as a compromise between having a board with no leader of its independent directors and mandating that every company have a nonexecutive chairman.

Advocates of good corporate governance believe there is a link with stock market performance.

Trouble is, there has never really been a study that convincingly concludes that companies that are good corporate citizens are better investments than those who conduct does not meet the standards of the governance set.

More companies are using judgment as well as set performance targets to incentivize top managers during uncertain times, a recent survey finds.

In a survey last June of 230 major US corporations, consultancy Mercer found that 26 percent either said they would increase judgment related to short-term incentives last year or that they planned to do so this year. Nineteen percent either said the same thing in connection with long-term performance plans.

Submitted by Caleb Newquist, republished from Going Concern, Accounting News for Accountants and CFOs.

It's been nearly three weeks since we last picked up the Koss/Sue Sachdeva beat, when we told you about Michael Koss resigning as the audit committee chair of Strattec Security Corp. At that time, Strattec had also elected to give Grant Thornton the boot as its auditor.

Submitted by Adrienne Gonzalez, republished from Going Concern, Accounting News for Accountants and CFOs.

A group of Republican senators (including Chuck Grassley) want Boys & Girls Clubs of America executives to answer for such egregious non-profit sins as high executive salaries, fat retirement plans, and lobbying expenses. You see, Chuck Grassley is a sharp guy (wild statements about executive suicide notwithstanding) and as ranking member of the Senate Finance Committee, he's the one keeping an eye on the sort of action non-profits get from Congress. So when an $85 million a year initiative to provide blanket funding to the non-profit group slipped by the committee, the red flags went up.