1. Corporate Governance and Financial Reporting Research Discussion of “Audit Committees, Boards of Directors, and Remediation of Material Weaknesses in Internal Control” by Goh (2009) CAR 1

2. Purpose of the Paper To investigate whether audit committee independence, size and non-accounting financial expertise affect the remediation of MWs. 2

3. Motivation & Contribution I. Motivation: public questions – what’s the best size of AC? Should AC includes non-accounting financial experts? (SOX 407) Does AC independence works? II. Contribution: provide evidence for regulator and legislator for policy making. 3

4. Sample Data and Method I. Sample Data: 208 MW firms 03-04. II. Regression model is used: REMEDIED= controls + AC_Characteristics The categorical variable REMEDIED is used to measure firms' timeliness in the remediation of MWs. It is equal to 2 {FAST remediators) if the firm remediates MWs within the first SOX section 404 report (i.e., the first and second SOX section 404 opinions are unqualified). It is equal to 1 (SLOW remediators) if the firm remediates MWs within the second SOX section 404 report (i.e., the first SOX section 404 opinion is adverse but the second SOX section 404 opinion is unqualified). Lastly, it is equal to 0 {NON remediators) if the firm fails to remediate MWs even within the second SOX section 404 report (i.e., the first and second SOX section 404 opinions are adverse). 4

5. Results/Conclusion T4: AC_size, nonaccounting financial experts, and AC_independence are more likely to remediate MWs timely. 5

6. Extension I. Other AC characteristics (gender/tenure/age); II. Other stakeholder influences. 6