EOG » Topics » General

This excerpt taken from the EOG DEF 14A filed Mar 25, 2009.
General
 
For 2008 and 2007, we retained our principal auditors, Deloitte & Touche LLP (“Deloitte”), independent public accountants, to provide services in the following categories and, in consideration of such services, paid to Deloitte the following amounts:
 
Audit Fees.  The aggregate fees billed for professional services rendered by Deloitte for the audit of our financial statements for the fiscal years ended December 31, 2008 and December 31, 2007, and the reviews of the financial statements included in our Forms 10-Q for such years, were $2,044,474 and $1,989,271, respectively.
 
Audit-Related Fees.  The aggregate fees billed for the years ended December 31, 2008 and December 31, 2007 for assurance and related services rendered by Deloitte that were reasonably related to the performance of the audit or review of our financial statements, but not reportable as Audit Fees above, were $324,863 and $128,733, respectively. Audit-Related Fees for 2008 were for (1) financial statement audit work relating to the February 2008 sale of a majority of our assets and surrounding acreage in the Appalachian Basin (a substantial portion of such fees were reimbursed by the purchaser) and (2) audits of our benefit plans. Audit-Related Fees for 2007 were primarily for audits of our benefit plans.
 
Tax Fees.  The aggregate fees billed for the year ended December 31, 2008 for tax compliance, tax advice and tax planning services rendered by Deloitte were $38,780. Such fees were for tax compliance services provided to certain of our expatriate employees. There were no professional services rendered by Deloitte for tax compliance, tax advice and tax planning for the year ended December 31, 2007.
 
All Other Fees.  The aggregate fees billed for services rendered by Deloitte not reportable as Audit Fees, Audit-Related Fees or Tax Fees above for the years ended December 31, 2008 and December 31, 2007 were $169,830 and $108,599, respectively. All Other Fees for 2008 primarily related to comfort letter work with respect to our September 2008 offering of our 6.125% Senior Notes due 2013 and 6.875% Senior Notes due 2018, and services rendered with respect to our Canadian subsidiary indebtedness. All Other Fees for 2007 primarily related to comfort letter work with respect to our September 2007 offering of our 5.875% Senior Notes due 2017.
 
Pre-Approval of Audit and Non-Audit Services.  The Audit Committee pre-approves all audit and non-audit services provided to us by our independent auditors at the first meeting of each calendar year and at subsequent meetings as necessary. The non-audit services to be provided are specified and shall not exceed a specified dollar limit.
 
Management is directed to provide a report to the Audit Committee at each meeting of the Audit Committee showing in reasonable detail the services provided by the independent auditors to us since the beginning of the calendar year, as well as the then-estimated cost to-date of audit and non-audit services.
 
During the course of a year, if additional non-audit services are deemed to be appropriate or advisable, these services are presented to the Audit Committee for pre-approval, subject to the availability of the de minimus exception for non-audit services set forth in Section 202 of the Sarbanes-Oxley Act of 2002 (“SOX”) and in Rule 2-01 of Regulation S-X.
 
None of the services rendered by Deloitte for the years ended December 31, 2008 and December 31, 2007 and reportable as Audit-Related Fees, Tax Fees or All Other Fees above were approved by the Audit Committee pursuant to such de minimus exception.
 
The Audit Committee has delegated to the Chairman of the Audit Committee the authority to approve non-audit services provided by the independent auditors to us pursuant to the de minimus exception for non-audit services referred to above and set forth in SOX Section 202 and in Rule 2-01 of Regulation S-X.


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Table of Contents

GENERAL
 
As of the date of this proxy statement, our management has no knowledge of any business to be presented for consideration at the Annual Meeting other than that described above. If any other business should properly come before the Annual Meeting, it is intended that the shares represented by proxies will be voted with respect thereto in accordance with the judgment of the persons named in such proxies.
 
By Order of the Board of Directors,
 
MICHAEL P. DONALDSON
Corporate Secretary
 
Houston, Texas
April 4, 2008


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EXHIBIT A
 
This excerpt taken from the EOG DEF 14A filed Mar 29, 2007.

GENERAL

     As of the date of this proxy statement, our management has no knowledge of any business to be presented for consideration at the meeting other than that described above. If any other business should properly come before the meeting, it is intended that the shares represented by proxies will be voted with respect thereto in accordance with the judgment of the persons named in such proxies.

By Order of the Board of Directors, 
 
 
PATRICIA L. EDWARDS 
Vice President, Human Resources, 
Administration & Corporate Secretary 

Houston, Texas
March 29, 2007

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This excerpt taken from the EOG DEF 14A filed Mar 30, 2006.

General

     During fiscal years 2005 and 2004, the Company retained its principal auditors, Deloitte & Touche LLP (“Deloitte”), independent registered public accountants, to provide services in the following categories and amounts:

     Audit Fees. The aggregate fees billed for professional services rendered by Deloitte for the audit of the Company’s financial statements for the fiscal years ended December 31, 2005 and December 31, 2004, and the reviews of the financial statements included in the Company’s Forms 10-Q for such fiscal years were $1,310,183 and $958,690, respectively.

     Audit-Related Fees. The aggregate fees billed for each of the fiscal years ended December 31, 2005 and December 31, 2004 for assurance and related services rendered by Deloitte that are reasonably related to the performance of the audit or review of the Company’s financial statements but not reportable as Audit Fees were $74,785 and $41,500, respectively. Audit-Related Fees in 2005 and 2004 were primarily for the Company’s benefit plan audits.

     Tax Fees. There were no professional services rendered by Deloitte for tax compliance, tax advice, and tax planning for the fiscal years ended December 31, 2005 and December 31, 2004.

     All Other Fees. The aggregate fees billed for services rendered by Deloitte not reportable as Audit Fees, Audit-Related Fees or Tax Fees for each of the fiscal years ended December 31, 2005 and December 31, 2004 were $59,405 and $72,043, respectively. All Other Fees in 2005 and 2004 primarily relate to software license renewals and conference registration fees. None of these services for the fiscal year ended December 31, 2005 were approved by the Audit Committee pursuant to the de minimis exception of the Sarbanes-Oxley Act of 2002.

     Pre-Approval of Audit and Non-Audit Services. The Audit Committee of the Company pre-approves all audit and non-audit services provided to the Company by the Company’s independent auditors at the first meeting of each calendar year and at subsequent meetings as necessary. The non-audit services to be provided are specified and shall not exceed a specified dollar limit. During the course of a fiscal year, if additional non-audit services are identified, these services are presented to the Audit Committee for pre-approval. Management of the Company is directed to provide a report to the Audit Committee at each meeting of the Audit Committee during the remainder of the calendar year, showing in reasonable detail the services provided by the independent auditors to the Company since the first day of the calendar year, as well as the estimated cost to date of audit and non-audit services. The Audit Committee has delegated to the Chairman of the Audit Committee the authority to approve non-audit services provided by the independent auditors to the Company under the de minimis exception of the Sarbanes-Oxley Act of 2002.

This excerpt taken from the EOG DEF 14A filed Mar 30, 2005.

GENERAL

As of the date of this proxy statement, the management of the Company has no knowledge of any business to be presented for consideration at the meeting other than that described above. If any other business should properly come before the meeting, it is intended that the shares represented by proxies will be voted with respect thereto in accordance with the judgment of the persons named in such proxies.

In addition to solicitation by use of the mails, certain officers and employees of the Company, or employees of Morrow & Co., Inc., may solicit the return of proxies by telephone, telegraph or personal interview. The cost of any solicitation of proxies will be borne by the Company. Arrangements may also be made with brokerage firms and other custodians, nominees and fiduciaries for the forwarding of material to and solicitation of proxies from the beneficial owners of Common Stock held of record by such persons, and the Company will reimburse such brokerage firms, custodians, nominees and fiduciaries for reasonable out of pocket expenses incurred by them in connection therewith.

By Order of the Board of Directors,


PATRICIA L. EDWARDS
Vice President, Human Resources,
Administration & Corporate Secretary

Houston, Texas
March 30, 2005

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