NOBL » Topics » PART I

This excerpt taken from the NOBL 10-K filed Apr 29, 2008.

Part IV

SIZE="2">Item 15. Exhibits and Financial Statement Schedules

The following documents are being filed as part of this report on
Form 10-K/A:

(b) Exhibits:

 





































Exhibit
Number

  

Exhibit Description

10.44  Sublease between Noble International, Ltd. and Quantum Ventures of Michigan, LLC dated April 18, 2008.
31.1  Certification by the Chief Executive Officer pursuant to Rule 13a-14 (a) of the Securities and Exchange Act of 1934, as amended.
31.2  Certification by the Chief Financial Officer pursuant to Rule 13a-14 (a) of the Securities and Exchange Act of 1934, as amended.
32.1  Certification of Periodic Financial Report by the Chief Executive Officer and the Chief Financial Officer pursuant to 18 U.S.C. § 1350, as created by Section 906 of Sarbanes-Oxley Act of
2002.

 


32








These excerpts taken from the NOBL 10-K filed Apr 15, 2008.

PART III

 

Item 10. Directors, Executive Officers and Corporate Governance

Certain of the information required to be furnished pursuant to this item is incorporated by reference from the information under the caption “Proposal 2: Election of Directors” in the Proxy Statement to be filed with the SEC pursuant to Regulation 14A for our 2008 Annual Meeting of Stockholders.

We have adopted a written Code of Ethics which is applicable to our Chief Executive Officer, Chief Financial Officer and Corporate Controller, as well as applicable to all of our directors, officers and employees. A copy of the Noble International, Ltd. Code of Ethics is available free of charge on our website at www.nobleintl.com.

 

Item 11. Executive Compensation

The information required to be furnished pursuant to this item is incorporated by reference from the information under the captions “Executive Compensation and Other Information,” “Compensation Discussion and Analysis” and “Report of the Compensation Committee” in the 2008 Proxy Statement to be filed with the SEC pursuant to Regulation 14A for our 2008 Annual Meeting of Stockholders.

 

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The information required to be furnished pursuant to this item is incorporated by reference from the information under the captions “Equity Compensation Plan Information,” “Voting Rights and Requirements” and “Security Ownership of Certain Beneficial Owners and Management of Noble” in the 2008 Proxy Statement to be filed with the SEC pursuant to Regulation 14A for our 2008 Annual Meeting of Stockholders.

 

Item 13. Certain Relationships and Related Transactions, and Director Independence

The information required to be furnished pursuant to this item is incorporated by reference from the information under the caption “Certain Relationships and Related Transactions” in the definitive Proxy Statement to be filed with the SEC pursuant to Regulation 14A for our 2008 Annual Meeting of Stockholders.

 

Item 14. Principal Accountant Fees and Services

The information required to be furnished pursuant to this item is incorporated by reference from the information under the caption “Principal Accounting Firm Fees” in the definitive Proxy Statement to be filed with the SEC pursuant to Regulation 14A for our 2008 Annual Meeting of Stockholders.

 

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PART III

 






Item 10.
Directors, Executive Officers and Corporate Governance

SIZE="2">Certain of the information required to be furnished pursuant to this item is incorporated by reference from the information under the caption “Proposal 2: Election of Directors” in the Proxy Statement to be filed with the SEC
pursuant to Regulation 14A for our 2008 Annual Meeting of Stockholders.

We have adopted a written Code of Ethics which is applicable to
our Chief Executive Officer, Chief Financial Officer and Corporate Controller, as well as applicable to all of our directors, officers and employees. A copy of the Noble International, Ltd. Code of Ethics is available free of charge on our website
at www.nobleintl.com.

 






Item 11.
Executive Compensation

The information required to
be furnished pursuant to this item is incorporated by reference from the information under the captions “Executive Compensation and Other Information,” “Compensation Discussion and Analysis” and “Report of the Compensation
Committee” in the 2008 Proxy Statement to be filed with the SEC pursuant to Regulation 14A for our 2008 Annual Meeting of Stockholders.

 






Item 12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
STYLE="margin-top:6px;margin-bottom:0px; text-indent:4%">The information required to be furnished pursuant to this item is incorporated by reference from the information under the captions “Equity
Compensation Plan Information,” “Voting Rights and Requirements” and “Security Ownership of Certain Beneficial Owners and Management of Noble” in the 2008 Proxy Statement to be filed with the SEC pursuant to Regulation 14A
for our 2008 Annual Meeting of Stockholders.

 






Item 13.
Certain Relationships and Related Transactions, and Director Independence

FACE="Times New Roman" SIZE="2">The information required to be furnished pursuant to this item is incorporated by reference from the information under the caption “Certain Relationships and Related Transactions” in the definitive Proxy
Statement to be filed with the SEC pursuant to Regulation 14A for our 2008 Annual Meeting of Stockholders.

 






Item 14.
Principal Accountant Fees and Services

The
information required to be furnished pursuant to this item is incorporated by reference from the information under the caption “Principal Accounting Firm Fees” in the definitive Proxy Statement to be filed with the SEC pursuant to
Regulation 14A for our 2008 Annual Meeting of Stockholders.

 


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This excerpt taken from the NOBL 8-K filed Apr 4, 2008.

PART III

 

Item 10. Directors, Executive Officers and Corporate Governance

Certain of the information required to be furnished pursuant to this item is incorporated by reference from the information under the caption “Proposal 2: Election of Directors” in the Proxy Statement to be filed with the SEC pursuant to Regulation 14A for our 2008 Annual Meeting of Stockholders.

We have adopted a written Code of Ethics which is applicable to our Chief Executive Officer, Chief Financial Officer and Corporate Controller, as well as applicable to all of our directors, officers and employees. A copy of the Noble International, Ltd. Code of Ethics is available free of charge on our website at www.nobleintl.com.

 

Item 11. Executive Compensation

The information required to be furnished pursuant to this item is incorporated by reference from the information under the captions “Executive Compensation and Other Information,” “Compensation Discussion and Analysis” and “Report of the Compensation Committee” in the 2008 Proxy Statement to be filed with the SEC pursuant to Regulation 14A for our 2008 Annual Meeting of Stockholders.

 

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The information required to be furnished pursuant to this item is incorporated by reference from the information under the captions “Equity Compensation Plan Information,” “Voting Rights and Requirements” and “Security Ownership of Certain Beneficial Owners and Management of Noble” in the 2008 Proxy Statement to be filed with the SEC pursuant to Regulation 14A for our 2008 Annual Meeting of Stockholders.

 

Item 13. Certain Relationships and Related Transactions, and Director Independence

The information required to be furnished pursuant to this item is incorporated by reference from the information under the caption “Certain Relationships and Related Transactions” in the definitive Proxy Statement to be filed with the SEC pursuant to Regulation 14A for our 2008 Annual Meeting of Stockholders.

 

Item 14. Principal Accountant Fees and Services

The information required to be furnished pursuant to this item is incorporated by reference from the information under the caption “Principal Accounting Firm Fees” in the definitive Proxy Statement to be filed with the SEC pursuant to Regulation 14A for our 2008 Annual Meeting of Stockholders.

 

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This excerpt taken from the NOBL 10-Q filed Nov 9, 2007.

PART I

 

To: [            ] as Agent

 

From: [Subsidiary] and [Company]

Dated:

Dear Sirs

Noble European Holdings B.V.—€118,000,000 Facilities Agreement

dated [            ] 2007 (the “Facilities Agreement”)

 

1. We refer to the Facilities Agreement. This is an Accession Letter. Terms defined in the Facilities Agreement have the same meaning in this Accession Letter unless given a different meaning in this Accession Letter.

 

2. [Subsidiary] agrees to become an Additional [Borrower]/[Guarantor] and to be bound by the terms of the Facilities Agreement and the other Finance Documents as an Additional [Borrower]/[Guarantor] pursuant to Clause [27.2 (Additional Borrowers)]/[Clause 27.4 (Additional Guarantors)] of the Facilities Agreement. [Subsidiary] is a company duly incorporated under the laws of [name of relevant jurisdiction] and is a limited liability company and registered number [            ].

 

3. [Subsidiary’s] administrative details are as follows:

Address:

Fax No.:

Attention:

 

4. This Accession Letter is governed by English law.

[This Guarantor Accession Letter is entered into by deed.]

 

[Company]    [Subsidiary]  

 

154


This excerpt taken from the NOBL 10-K filed Mar 28, 2007.

PART IV

 

Item 15. Exhibits and Financial Statement Schedules

 

  (a) Financial Statements.

Report of Independent Registered Public Accounting Firm

Consolidated Balance Sheets

Consolidated Statements of Operations

Consolidated Statements of Stockholders’ Equity

Consolidated Statements of Comprehensive Income

Consolidated Statements of Cash Flows

Notes to Consolidated Financial Statements

Supplementary Data—Summary of Quarterly Results of Operations

 

  (b) Financial Statement Schedules.

Schedule II—Valuation and Qualifying Accounts

 

  (c) Exhibits.

The exhibits listed on the accompanying “Index to Exhibits” are filed, or incorporated herein by reference, as part of this Report.

 

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