Hertz 2014 Annual Report Download - page 280

Table of Contents

 

We provided relocation assistance to our employees in connection with the relocation of our corporate headquarters from Park Ridge, New Jersey
to Estero, Florida. In connection with the relocation program, we entered into an agreement with a third-party provider of relocation services, part of
which included purchases of the current residences of eligible employees on our behalf. Consistent with the practices of other, similarly-situated
companies that undergo relocations, the purchase price of each of the residences was determined by obtaining multiple appraisals, which were
averaged for the third party's purchase price. The total amount that we spent under the program during the year ended December 31, 2014 was $3
million for the executive officers. The Compensation Committee approved the program.

In connection with our car and equipment rental businesses, we enter into millions of rental transactions every year involving millions of
customers. In order to conduct those businesses, we also procure goods and services from thousands of vendors. Some of those customers and
vendors may be affiliated with members of our Board. We believe that all such rental and procurement transactions have been conducted on an
arms‑length basis and involved terms no less favorable to us than those that we believe we would have obtained in the absence of such affiliation.
It is our management’s policy to bring to the attention of our Board any transaction with a related party, even if the transaction arises in the
ordinary course of business, if the terms of the transaction would be less favorable to us than those to which we would agree to in normal
commercial circumstances. For additional information regarding our transactions with companies of which certain of our independent directors are
executive officers, see “Board Independence” below.

Our Board has determined that all of our directors, other than Mr. Tague, are "independent" as defined in the federal securities laws and applicable
NYSE rules for service on our Board. The standards for determining director independence are specified in Annex A to our Corporate Governance
Guidelines.
In recommending to the Board that each of the independent directors be classified as independent, the Nominating and Governance Committee
also considered whether there were any facts or circumstances that might impair the independence of each of those directors. In particular, the
Nominating and Governance Committee considered that the Company in the ordinary course of business provides products and services to and
purchases products and services from companies at which some of our directors serve. In each case: (i) the relevant products and services were
provided on terms and conditions determined on an arms-length basis and consistent with those provided by or to similarly situated customers and
suppliers; (ii) the relevant director did not initiate or negotiate the relevant transaction, each of which was in the ordinary course of business of both
companies; and (iii) the aggregate amounts of such purchases and sales were less than 2% of the consolidated gross revenues of each of the
Company and the other company in each of the years 2014, 2013 and 2012.
 

The Company's fees for services performed by its principal accounting firm, PricewaterhouseCoopers LLP, during fiscal years 2014 and 2013 were
as follows:
 


Audit fees(1) $ 14

$ 10
Audit‑related fees(2) —

1
Tax fees(3) 1

1
All other fees —

—
Total $ 15

$ 12
268
Source: HERTZ GLOBAL HOLDINGS INC, 10-K, July 16, 2015 Powered by Morningstar® Document Research℠
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