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This excerpt taken from the WBMD DEF 14A filed Nov 5, 2008. Services
and Fees of Ernst & Young
In addition to retaining Ernst & Young LLP to audit
WebMDs consolidated financial statements for 2007 and 2006
and to review its quarterly financial statements during those
years, WebMD retained Ernst & Young to provide certain
related services. The fees for Ernst & Youngs
services to WebMD were:
In the above table, in accordance with applicable SEC rules:
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None of these services was provided pursuant to a waiver of the
requirement that such services be pre-approved by the Audit
Committee of WebMDs board of directors. The Audit
Committee has determined that the provision by Ernst &
Young of non-audit services to WebMD in 2007 is compatible with
Ernst & Young maintaining their independence.
The Audit Committee considers whether to pre-approve permissible
non-audit services and fees on a
case-by-case
basis, rather than pursuant to a general policy, with the
exception of acquisition-related due diligence engagements,
which have been pre-approved by the Audit Committee and are
subject to monitoring by the Chairman of the Audit Committee. To
ensure prompt handling of unexpected matters, the Audit
Committee has delegated to its Chairman the authority to
pre-approve permissible non-audit services and fees and to amend
or modify pre-approvals that have been granted by the entire
Audit Committee. A report of any such actions taken by the
Chairman is provided to the Audit Committee at the next Audit
Committee meeting.
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This excerpt taken from the WBMD DEF 14A filed Aug 14, 2007. Services
and Fees of Ernst & Young
In addition to retaining Ernst & Young LLP to audit
our consolidated financial statements for 2006 and 2005 and in
connection with our initial public offering and to review our
quarterly financial statements during those years, we retained
Ernst & Young to provide certain related services. The
fees for Ernst & Youngs services to WebMD were:
In the above table, in accordance with applicable SEC rules:
None of these services was provided pursuant to a waiver of the
requirement that such services be pre-approved by the Audit
Committee of our Board of Directors. The Audit Committee has
determined that the provision by Ernst & Young of
non-audit services to us in 2006 is compatible with
Ernst & Young maintaining their independence.
The Audit Committee has decided to pre-approve permissible
non-audit services and fees on a
case-by-case
basis, rather than pursuant to a general policy, with the
exception of acquisition-related due diligence engagements,
which have been pre-approved by the Audit Committee and are
subject to monitoring
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by the Chairman of the Audit Committee. To ensure prompt
handling of unexpected matters, our Audit Committee has
delegated to its Chairman the authority to pre-approve
permissible non-audit services and fees and to amend or modify
pre-approvals that have been granted by the entire Audit
Committee. A report of any such actions taken by the Chairman is
provided to the Audit Committee at the next Audit Committee
meeting.
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