OG&E 2012 Annual Report Download - page 88

86 OGE Energy Corp.
The management of the Company is responsible for establishing and
maintaining adequate internal control over financial reporting. The
Company’s internal control system was designed to provide reasonable
assurance to the Company’s management and Board of Directors
regarding the preparation and fair presentation of published financial
statements. All internal control systems, no matter how well designed,
have inherent limitations. Therefore, even those systems determined to
be effective can provide only reasonable assurance with respect to
financial statement preparation and presentation.
The Company’s management assessed the effectiveness of the
Company’s internal control over financial reporting as of December 31,
2012. In making this assessment, it used the criteria set forth by the
Committee of Sponsoring Organizations of the Treadway Commission in
Internal Control-Integrated Framework. Based on our assessment, we
believe that, as of December 31, 2012, the Company’s internal control
over financial reporting is effective based on those criteria.
The Board of Directors and Stockholders
OGE Energy Corp.
We have audited OGE Energy Corp.’s internal control over financial
reporting as of December 31, 2012, based on criteria established in
Internal Control-Integrated Framework issued by the Committee of
Sponsoring Organizations of the Treadway Commission (the COSO
criteria). OGE Energy Corp.’s management is responsible for maintaining
effective internal control over financial reporting, and for its assessment
of the effectiveness of internal control over financial reporting included
in the accompanying Management’s Report on Internal Control Over
Financial Reporting. Our responsibility is to express an opinion on the
company’s internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the
Public Company Accounting Oversight Board (United States). Those
standards require that we plan and perform the audit to obtain reason-
able assurance about whether effective internal control over financial
reporting was maintained in all material respects. Our audit included
obtaining an understanding of internal control over financial reporting,
assessing the risk that a material weakness exists, testing and evaluat-
ing the design and operating effectiveness of internal control based
on the assessed risk, and performing such other procedures as we
considered necessary in the circumstances. We believe that our audit
provides a reasonable basis for our opinion.
A company’s internal control over financial reporting is a process
designed to provide reasonable assurance regarding the reliability
of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting
principles. A company’s internal control over financial reporting includes
those policies and procedures that (1) pertain to the maintenance of
records that, in reasonable detail, accurately and fairly reflect the trans-
actions and dispositions of the assets of the company; (2) provide
MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The Company’s independent auditors have issued an attestation
report on the Company’s internal control over financial reporting.
This report appears below.
Peter B. Delaney
Chairman of the Board,
President and
Chief Executive Officer
Sean Trauschke
Vice President and
Chief Financial Officer
reasonable assurance that transactions are recorded as necessary to
permit preparation of financial statements in accordance with generally
accepted accounting principles, and that receipts and expenditures of
the company are being made only in accordance with authorizations of
management and directors of the company; and (3) provide reasonable
assurance regarding prevention or timely detection of unauthorized
acquisition, use, or disposition of the company’s assets that could have
a material effect on the financial statements.
Because of its inherent limitations, internal control over financial
reporting may not prevent or detect misstatements. Also, projections
of any evaluation of effectiveness to future periods are subject to the
risk that controls may become inadequate because of changes in condi-
tions, or that the degree of compliance with the policies or procedures
may deteriorate.
In our opinion, OGE Energy Corp. maintained, in all material respects,
effective internal control over financial reporting as of December 31,
2012, based on the COSO criteria.
We also have audited, in accordance with the standards of the
Public Company Accounting Oversight Board (United States), the
consolidated balance sheets and statements of capitalization of OGE
Energy Corp. as of December 31, 2012 and 2011, and the related con-
solidated statements of income, comprehensive income, cash flows
and changes in stockholders’ equity for each of the three years in the
period ended December 31, 2012 of OGE Energy Corp. and our report
dated February 27, 2013 expressed an unqualified opinion thereon.
Ernst & Young LLP
Oklahoma City, Oklahoma
February 27, 2013
Scott Forbes
Controller and
Chief Accounting Officer