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With the conviction and incarceration of America’s most prominent CEO, Martha Stewart, it becomes incumbent on corporations of any size to make new governance arrangements. If you manage other people’s money, beware! At issue are the corporate governance rules created by the Sarbanes-Oxley law (hereafter, Sarbox) and new applications by a fresh crop of U.S. attorneys. Both criminal and civil penalties await that will make the RICO abuses of the last 30 years seem like a waltz to corporate officers and directors.

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