Duke Energy 2014 Annual Report Download - page 234

214
PART II
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.
ITEM 9A. CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
Disclosure controls and procedures are controls and other procedures
that are designed to ensure that information required to be disclosed by the
Duke Energy Registrants in the reports they fi le or submit under the Securities
Exchange Act of 1934 (Exchange Act) is recorded, processed, summarized and
reported, within the time periods specifi ed by the SEC rules and forms.
Disclosure controls and procedures include, without limitation, controls
and procedures designed to provide reasonable assurance that information
required to be disclosed by the Duke Energy Registrants in the reports they
fi le or submit under the Exchange Act is accumulated and communicated to
management, including the Chief Executive Offi cer and Chief Financial Offi cer,
as appropriate, to allow timely decisions regarding required disclosure.
Under the supervision and with the participation of management,
including the Chief Executive Offi cer and Chief Financial Offi cer, the Duke Energy
Registrants have evaluated the effectiveness of their disclosure controls and
procedures (as such term is defi ned in Rule 13a-15(e) and 15d-15(e) under the
Exchange Act) as of December 31, 2014, and, based upon this evaluation, the
Chief Executive Offi cer and Chief Financial Offi cer have concluded that these
controls and procedures are effective in providing reasonable assurance of
compliance.
Changes in Internal Control over Financial Reporting
Under the supervision and with the participation of management,
including the Chief Executive Offi cer and Chief Financial Offi cer, the Duke Energy
Registrants have evaluated changes in internal control over fi nancial reporting
(as such term is defi ned in Rules 13a-15(f) and 15d-15(f) under the Exchange
Act) that occurred during the fi scal quarter ended December 31, 2014 and
have concluded no change has materially affected, or is reasonably likely to
materially affect, internal control over fi nancial reporting.
Management’s Annual Report On Internal Control Over Financial Reporting
The Duke Energy Registrants’ management is responsible for establishing
and maintaining an adequate system of internal control over fi nancial reporting,
as such term is defi ned in Exchange Act Rules 13a-15(f) and 15d-15(f). The
Duke Energy Registrants’ internal control system was designed to provide
reasonable assurance regarding the reliability of fi nancial reporting and the
preparation of fi nancial statements for external purposes, in accordance with
generally accepted accounting principles in the United States. Due to inherent
limitations, internal control over fi nancial reporting may not prevent or detect
misstatements. Also, projections of any evaluation of effectiveness of the
internal control over fi nancial reporting to future periods are subject to the risk
that controls may become inadequate because of changes in conditions, or that
the degree of compliance with policies and procedures may deteriorate.
The Duke Energy Registrants’ management, including their Chief
Executive Offi cer and Chief Financial Offi cer, has conducted an evaluation of the
effectiveness of their internal control over fi nancial reporting as of December 31,
2014 based on the framework in the Internal Control – Integrated Framework
(2013) issued by the Committee of Sponsoring Organizations of the Treadway
Commission. Based on that evaluation, management concluded that its internal
controls over fi nancial reporting were effective as of December 31, 2014.
Deloitte & Touche LLP, Duke Energy’s independent registered public
accounting fi rm, has issued an attestation report on the effectiveness of Duke
Energy’s internal control over fi nancial reporting.
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
Duke Energy will provide information that is responsive to this Item 10 in its defi nitive proxy statement or in an amendment to this annual report not later than
120 days after the end of the fi scal year covered by this annual report. That information is incorporated in this Item 10 by reference.
ITEM 11. EXECUTIVE COMPENSATION
Duke Energy will provide information that is responsive to this Item 11 in its defi nitive proxy statement or in an amendment to this annual report not later than
120 days after the end of the fi scal year covered by this annual report. That information is incorporated in this Item 11 by reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
Duke Energy will provide information that is responsive to this Item 12 in its defi nitive proxy statement or in an amendment to this annual report not later than
120 days after the end of the fi scal year covered by this annual report. That information is incorporated in this Item 12 by reference.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
Duke Energy will provide information that is responsive to this Item 13 in its defi nitive proxy statement or in an amendment to this annual report not later than
120 days after the end of the fi scal year covered by this annual report. That information is incorporated in this Item 13 by reference.