WCRX » Topics » Audit Committee

This excerpt taken from the WCRX DEF 14A filed Jun 26, 2009.

Audit Committee

Our board of directors has established an Audit Committee that convenes at least four times a year, currently comprised of Messrs. Bloem, Burgstahler and King, each of whom is a director of our Company. Each member of the Audit Committee is independent under Rule 10A-3 of the Exchange Act and the applicable rules of the NASDAQ.

The board of directors also has determined that Mr. Bloem, the chairman of the Audit Committee, is an Audit Committee “financial expert” within the meaning stipulated by the SEC.

The Audit Committee recommends the annual appointment of the Company’s independent auditors with whom the Audit Committee reviews the scope of audit and nonaudit assignments and related fees, accounting principles that the Company uses in financial reporting, internal auditing procedures and the adequacy of the Company’s internal control procedures. The Audit Committee’s report begins on page 42.

The Audit Committee operates under a written charter adopted by the board of directors, a current copy of which is available on the Company’s website at www.wcrx.com under “Investor Relations” and “Corporate Governance.” The Audit Committee met five times during the year ended December 31, 2008.

 

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These excerpts taken from the WCRX 10-K filed Apr 17, 2009.

Audit Committee

Our Board of Directors has established an Audit Committee that convenes at least four times a year, currently comprised of Messrs. Bloem, Burgstahler and King, each of whom is a director of our Company. Each member of the Audit Committee is independent under Rule 10A-3 of the Securities and Exchange Act of 1934, as amended, and the applicable rules of NASDAQ.

The Board of Directors also has determined that Mr. Bloem, the chairman of the Audit Committee, is an Audit Committee “financial expert” within the meaning stipulated by the SEC.

Audit Committee

FACE="Times New Roman" SIZE="2">Our Board of Directors has established an Audit Committee that convenes at least four times a year, currently comprised of Messrs. Bloem, Burgstahler and King, each of whom is a director of our Company. Each member of
the Audit Committee is independent under Rule 10A-3 of the Securities and Exchange Act of 1934, as amended, and the applicable rules of NASDAQ.

SIZE="2">The Board of Directors also has determined that Mr. Bloem, the chairman of the Audit Committee, is an Audit Committee “financial expert” within the meaning stipulated by the SEC.

STYLE="margin-top:24px;margin-bottom:0px" ALIGN="center">Section 16(a) Beneficial Ownership Reporting Compliance

FACE="Times New Roman" SIZE="2">Section 16(a) of the Securities Exchange Act of 1934 requires the Company’s directors, officers, and beneficial owners of more than 10% of the Company’s common shares (collectively, “Reporting
Persons”) to file with the SEC initial reports of ownership and reports of changes in ownership of common shares of the Company. Such Reporting Persons are required by SEC regulation to furnish the Company with copies of all Section 16(a)
reports they file. Based on its review of the copies of such filings received by it with respect to the year ended December 31, 2008, the Company believes that all required persons complied with all Section 16(a) filing requirements.

This excerpt taken from the WCRX DEF 14A filed Apr 8, 2008.

Audit Committee

Our Board of Directors has established an Audit Committee that convenes at least four times a year, currently comprised of Messrs. Bloem, Burgstahler and King, each of whom is a director of our Company. Each member of the Audit Committee is independent under Rule 10A-3 of the Securities and Exchange Act of 1934, as amended. In addition, Messrs. Bloem and Burgstahler are independent under the applicable rules of NASDAQ. As discussed above, Mr. King will not satisfy the independence standards established by NASDAQ until May 18, 2008.

The Board of Directors also has determined that Mr. Bloem, the chairman of the Audit Committee, is an Audit Committee “financial expert” within the meaning stipulated by the SEC.

The Audit Committee recommends the annual appointment of the Company’s independent auditors with whom the Audit Committee reviews the scope of audit and non-audit assignments and related fees, accounting principles that the Company uses in financial reporting, internal auditing procedures and the adequacy of the Company’s internal control procedures. The Audit Committee’s report begins on page 38.

The Audit Committee operates under a written charter adopted by the Board of Directors, a current copy of which is available on the Company’s website at www.warnerchilcott.com under “Investor Relations” and “Corporate Governance.” The Audit Committee met seven times during the year ended December 31, 2007.

This excerpt taken from the WCRX DEF 14A filed Apr 26, 2007.

Audit Committee

Under the applicable rules of NASDAQ, a company listing in connection with its initial public offering is permitted to phase in its compliance with the independent audit committee requirements set forth in Rule 4350(a)(5)303A pursuant to Rule 10A-3 under the Securities and Exchange Act of 1934, as amended, that is, (1) one independent member at the time of listing; (2) a majority of independent members within 90 days of listing; and (3) all independent members within one year of listing.

Our Board of Directors has established an Audit Committee that convenes at least four times a year, currently comprising Messrs. Abbrecht, Andress and Bloem each of whom is a director of our Company. Mr. Andress and Mr. Bloem are independent under the applicable rules of NASDAQ and Rule 10A-3 of the Securities and Exchange Act of 1934, as amended. We intend to comply with the independent audit committee requirements in the future in accordance with the phase-in compliance rules described above.

The Board of Directors also has determined that Mr. Andress, Chairman of the Audit Committee, and Messrs. Abbrecht and Bloem are Audit Committee “financial experts” within the meaning stipulated by the SEC.

The Audit Committee recommends the annual appointment of independent auditors with whom the Audit Committee reviews the scope of audit and non-audit assignments and related fees, and reviews accounting principles we will use in financial reporting, internal auditing procedures and the adequacy of our internal control procedures. The Audit Committee’s report begins on page 38.

The Audit Committee operates under a written charter adopted by the Board of Directors, a current copy of which is available on the Company’s website at www.warnerchilcott.com under “Investor Relations” and “Corporate Governance.”

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