Do More Transparent Corporate Actions Following a Restatement Influence the SEC's Decision to Issue an Enforcement Action?

This study examines whether corporate transparency about a restatement influences the Securities and Exchange Commission's (SEC) decision to issue an enforcement action. I consider corporate transparency to be higher when firms initiate an independent investigation into the restatement, display the restatement in a more prominent press release location, and/or report the restatement in a more visible SEC filing (i.e., Form 8-K). My sample of restatement observations spans nine years, 1997-2005, and is taken from the databases compiled by the General Accounting Office. For each restatement observation, I hand-collect information on SEC enforcement actions from the SEC's website and information on corporate transparency from company press releases and SEC filings. In order to determine the influence of corporate transparency, I develop a model predicting which restatement firms will be sanctioned by the SEC that includes measures of restatement severity, restatement characteristics, firm characteristics, and all three measures of corporate transparency. I find that, on average, greater restatement transparency increases the likelihood of an SEC sanction. This result is strongest before the Sarbanes-Oxley Act of 2002 (SOX), where all three proxies for corporate transparency are positive and significant predictors of SEC enforcement actions. After SOX, however, more visible SEC filings decrease the likelihood of an SEC sanction, suggesting that the SEC rewards this type of transparent behavior. In addition, the SEC also rewards corporate transparency by reducing monetary penalties when an enforcement action is issued. These results extend prior research (Bowen et al. 2005; Files et al. 2008; Gordon et al. 2008; Myers et al. 2008) by providing the first evidence on how corporate transparency affects the SEC's decision to issue an enforcement action. The results may be useful to managers of restating firms and academics researching SEC enforcement actions.