Enron and Beyond Technical Analysis of
Accounting, Corporate Governance, and Securities
Issues is a series of in-depth discussions of the
several substantive legal, accounting, corporate governance
and financial issues implicated by the controversial
collapse of the Enron corporation. Each chapter of the book
is presented by a different author, each of whom provides a
primer on the substantive area discussed and applies this
groundwork to help with an analysis of the complex events
and facts.
This presentation allows explanation and analysis of a
myriad of issues. For instance, Chapter 2 demystifies the
SPE (Special Purpose Entity) and describes the historically
valid reasons for its usage, while it explains the
considerable lengths to which Enron's managers used SPEs to
orchestrate accounting results rather than forming and
structuring the entities for true financial purposes. In
examining a less-publicized topic, Chapter 7 describes
Enron's role as a reformer in the achievement of more
competitive energy markets.
By breaking down a variety of topics into an issue-by-
issue analysis, the book also highlights the far-reaching
aftershocks of the Enron affair: effects ranging from the
accounting profession, to Wall Street, to corporate business
culture and to public confidence in the markets. For
example, Chapter 8 discusses major corporate reform
legislation (the Sarbanes-Oxley Act) already enacted as a
direct result of the Enron scandal, and Chapter 10 proposes
that pressure may arise to reinstate recently repealed
legislation (the Glass-Steagall Act) to eliminate investment
bank conflicts.
Other discussions in the book point to nonregulatory
measures beyond legislation, such as corporate board reform
(Chapter 10) and institution of complete independence of
accountants in their engagements (Chapter 15), as necessary
means to restoring confidence in the markets.
Although the book is generally technical in nature (as
indicated by its subtitle) and reads much like a textbook
(given the detail presented and professor-laden roster of
authors), the number of authors provides for a variety of
different views examining the cause of the collapse,
including the appropriateness of the state of laws, business
standards and ethics that produced the climate in which the
events occurred.
Was the situation caused by faulty accounting practices?
Chapter 4 measures Arthur Andersen's actions against
prevailing Generally Accepted Accounting Standards and
presents the firm's arguments that its actions were
appropriate in most instances in light of the facts known to
it. Was Wall Street to blame? Chapter 9 provides an
interesting chronology of analysts' glowing recommendations
up until the end of October of 2001, just one month before
the bankruptcy, but allows that the analysts may not be
culpable for relying on the reports and statements of
Enron's managers.
Should the board of directors have been able to avert the
problems or at least stem the tide? Chapter 10 focuses on
the role of boards of directors and whether Enron's board
was "asleep at the wheel" or was kept in the dark
by its CEO who was also serving as chairman of the board.
The author also posits that even complete independence of
the board cannot "guarantee individual behavior and
accountability from corporate directors or
managers."
Indeed, authors throughout the book question whether
strict enforcement of current legislation, enactment of new
legislation or simply more diligent and ethical actions by
those entrusted to run and investigate our corporations is
the best hope to prevent future corporate catastrophes of
the likes of Enron. These themes are perhaps summarized best
in one author's quote from Federal Reserve Board Chairman
Alan Greenspan: "A market economy requires a structure
of formal rules, but rules cannot substitute for
character."
Because of the wide range of topics presented and the
depth of discussion, Enron and Beyond serves as both
a reference tool and a platform for discussion for those
desiring to study the technical aspects of the Enron events
and the policy reform emanating from the aftermath.
Wasserman is a shareholder at Akerman Senterfitt, in
Miami. His e-mail is swasserman@akerman.com.
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