American Express 2015 Annual Report Download - page 171

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
Not applicable.
ITEM 9A. CONTROLS AND PROCEDURES
The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial
Officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures (as such term is defined
in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this Report. Based on
such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such
period, the Company’s disclosure controls and procedures are effective and designed to ensure that the information
required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized
and reported within the requisite time periods specified in the applicable rules and forms, and that it is accumulated
and communicated to our management, including our principal executive officer and principal financial officer, as
appropriate, to allow timely decisions regarding required disclosure.
There have not been any changes in the Company’s internal control over financial reporting (as such term is
defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the Company’s fourth quarter that have
materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial
reporting.
“Management’s Report on Internal Control over Financial Reporting,” which sets forth management’s evaluation
of internal control over financial reporting, and the “Report of Independent Registered Public Accounting Firm” on the
effectiveness of the Company’s internal control over financial reporting as of December 31, 2015 are set forth in
“Financial Statements and Supplementary Data.”
ITEM 9B. OTHER INFORMATION
Not applicable.
PART III
ITEMS 10, 11, 12 and 13. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE;
EXECUTIVE COMPENSATION; SECURITY OWNERSHIP OF CERTAIN
BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER
MATTERS; CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS,
AND DIRECTOR INDEPENDENCE
We expect to file with the SEC in March 2016 (and, in any event, not later than 120 days after the close of our last
fiscal year), a definitive proxy statement, pursuant to SEC Regulation 14A in connection with our Annual Meeting of
Shareholders to be held May 2, 2016, which involves the election of directors. The following information to be included
in such proxy statement is incorporated herein by reference:
• Information included under the caption “Corporate Governance at American Express — Our Board’s
Independence”
• Information included under the caption “Corporate Governance at American Express — Board
Committees — Board Committee Responsibilities”
• Information included under the caption “Proxy Summary and Voting Roadmap — Item 1 Election of Directors
For a Term of One Year – Director Attendance”
• Information included under the caption “Corporate Governance at American Express — Compensation of
Directors”
• Information included under the caption “Stock Ownership Information”
• Information included under the caption “Corporate Governance at American Express — Item 1 — Election of
Directors for a Term of One Year”
• Information included under the caption “Executive Compensation”
• Information under the caption “Corporate Governance at American Express — Certain Relationships and
Transactions”
• Information under the caption “Stock Ownership Information — Section 16(a) Beneficial Ownership Reporting
Compliance”
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