OG&E 2013 Annual Report Download - page 81

OGE Energy Corp. 75
The Board of Directors and Stockholders
OGE Energy Corp.
We have audited the accompanying consolidated balance sheets and
statements of capitalization of OGE Energy Corp. as of December 31,
2013 and 2012, and the related consolidated statements of income,
comprehensive income, cash flows and changes in stockholders’ equity
for each of the three years in the period ended December 31, 2013. Our
audits also included the financial statement schedule listed in the Index
at Item 15(a). These financial statements and schedule are the responsi-
bility of the Company’s management. Our responsibility is to express
an opinion on these financial statements and schedule based on our
audits. We did not audit the consolidated financial statements of Enable
Midstream Partners, LP (Enable), a partnership in which the Company
has a 28.5 percent interest. The Company’s investment in Enable con-
stituted 14.2 percent of the Company’s assets as of December 31, 2013
(none at December 31, 2012), and the Company’s equity earnings in the
net income of Enable constituted 19.4 percent of the Company’s income
before income taxes for the year ended December 31, 2013 (none for
the years ended December 31, 2012 and 2011). Those statements were
audited by other auditors whose report has been furnished to us, and
our opinion, insofar as it relates to the amounts included for Enable, is
based solely on the report of the other auditors.
We conducted our audits 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 reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits and
the report of other auditors provide a reasonable basis for our opinion.
In our opinion, based on our audits and the report of other auditors,
the financial statements referred to above present fairly, in all material
respects, the consolidated financial position of OGE Energy Corp.
at December 31, 2013 and 2012, and the consolidated results of its
operations and its cash flows for each of the three years in the period
ended December 31, 2013, in conformity with U.S. generally accepted
accounting principles. Also, in our opinion, the related financial state-
ment schedule, when considered in relation to the basic financial
statements taken as a whole, presents fairly, in all material respects,
the information set forth therein.
We also have audited, in accordance with the standards of the Public
Company Accounting Oversight Board (United States), OGE Energy
Corp.’s internal control over financial reporting as of December 31,
2013, based on criteria established in Internal Control-Integrated
Framework issued by the Committee of Sponsoring Organizations of
the Treadway Commission (1992 framework) and our report dated
February 25, 2014 expressed an unqualified opinion thereon.
Ernst & Young LLP
Oklahoma City, Oklahoma
February 25, 2014
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The Company maintains a set of disclosure controls and procedures
designed to ensure that information required to be disclosed by the
Company in reports that it files or submits under the Securities Exchange
Act of 1934 is recorded, processed, summarized and reported within
the time periods specified in the Securities and Exchange Commission
rules and forms. In addition, the disclosure controls and procedures
ensure that information required to be disclosed is accumulated and
communicated to management, including the chief executive officer
and chief financial officer, allowing timely decisions regarding required
disclosure. The Company has an investment in an unconsolidated
affiliate (see Note 3 of Notes to Condensed Consolidated Financial
Statements). As the Company does not control this affiliate, its disclosure
controls and procedures with respect to such affiliate is more limited
than those the Company maintains with respect to its consolidated
subsidiaries. As of the end of the period covered by this report, based
on an evaluation carried out under the supervision and with the partici-
pation of the Company’s management, including the chief executive
officer and chief financial officer, of the effectiveness of the Company’s
disclosure controls and procedures (as such term is defined in Rules
13a-15(e) and 15(d)-15(e) under the Securities Exchange Act of 1934),
the chief executive officer and chief financial officer have concluded
that the Company’s disclosure controls and procedures are effective.
No change in the Company’s internal control over financial reporting
has occurred during the Company’s most recently completed fiscal
quarter that has materially affected, or is reasonably likely to materially
affect, the Company’s internal control over financial reporting (as such
term is defined in Rules 13a-15(f) and 15d-15(f) under the Securities
Exchange Act of 1934).
CONTROLS AND PROCEDURES