as reported in an 8-K filed with the S.E.C.
http://biz.yahoo.com/e/040825/sbgi8-k.htmlAmendment or Waiver to Code of Ethics, Financial Statements and Exhi
Item 5.05. Amendments to the Registrant's Code of Ethics, or Wavier of a Provision of the Code of Ethics.
On August 5, 2004, the Board of Directors of Sinclair Broadcast Group, Inc. (the "Company") approved and adopted a revised Code of Business Conduct and Ethics for its employees, officers and directors. Amendments to the code are described below and the revised code is furnished as an exhibit to this filing. The code can also be found on the Company's website at www.sbgi.net.
The Conflicts of Interest provision of the code has been revised to allow for the acceptance of gifts that are customary for a director or employee's position or responsibility. Acceptance of a gift that is not customary for a director or employee's position or acceptance of any service, money, loan or employment from any organization that does business with the Company must be authorized by an employee's general manager or, in the case of a corporate employee or a director, by the Company's Executive Vice President/Chief Financial Officer. The Executive Vice President/Chief Financial Officer must obtain authorization to accept such gifts from the Board of Directors.
In addition, the code has been revised to amend the authorization process under the Corporate Opportunities provision. If the Company determines not to pursue a business opportunity, directors and employees may pursue such opportunities with the consent of an employee's general manager or, in the case of a corporate employee or director, the consent of the Company's Executive Vice President/Chief Financial Officer. The Chief Executive Officer and the Executive Vice President/Chief Financial Officer must obtain authorization from the Board of Directors to pursue such opportunities.
The revised code now provides that the disclosure committee (the "Committee") can determine that potential conflicts of interest exist among employees, as well as directors and executive officers.
The revised code provides that the Internal Audit Director, rather than the General Counsel, is responsible for investigating alleged violations of the code and reporting the results to the Committee.
The Committee may review requests for waivers and make recommendations to the Audit Committee. Any change to or waiver of the code will now be made only by the Audit Committee rather than the full Board of Directors.
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Apparently, Sinclair revised the rules under which its executives can receive gifts from outside organizations. Why?
I'm no business expert, but this doesn't sound good. Maybe the executives are getting kickbacks for this hit piece they're running on Kerry?