Charter 2004 Annual Report Download - page 100

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CHARTER COMMUNICATIONS, INC. 2004 FORM 10-K
PART IV
ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES.
AUDIT FEES approves in advance all fees and terms for the audit engagement
and non-audit engagements where non-audit services are not
During the years ended December 31, 2004 and 2003, we prohibited by Section 10A of the Securities Exchange Act of
incurred fees and related expenses for professional services 1934, as amended with registered public accountants. Pre-
rendered by KPMG LLP (‘‘KPMG’’) for the audits of our and approvals of non-audit services are sometimes delegated to a
our subsidiaries’ financial statements (including five subsidiaries single member of the Audit Committee. However, any pre-
that are also public registrants), for the review of our and our approvals made by the Audit Committee’s designee are
subsidiaries’ interim financial statements and five offering memo- presented at the Audit Committee’s next regularly scheduled
randums and registration statement filings in 2004 and two meeting. The Audit Committee has an obligation to consult
offering memorandums and registration statement filings in 2003 with management on these matters. The Audit Committee
totaling approximately $6.2 million and $3.2 million, respec- approved 100% of the KPMG fees for the years ended
tively. Included in 2004 are fees and related expenses of December 31, 2004 and 2003. Each year, including 2004, with
$1.9 million for the audit of internal control over financial respect to the proposed audit engagement, the Audit Committee
reporting required under Sarbanes-Oxley Section 404. reviews the proposed risk assessment process in establishing the
scope of examination and the reports to be rendered.
AUDIT-RELATED FEES In its capacity as a committee of the Board, the Audit
We incurred fees to KPMG of approximately $0.1 million and Committee oversees the work of the registered public account-
$0.4 million during the years ended December 31, 2004 and ing firm (including resolution of disagreements between manage-
2003, respectively. The services in 2004 primarily related to the ment and the public accounting firm regarding financial
audit of our 401(k) plan and advisory services associated with reporting) for the purpose of preparing or issuing an audit
our Sarbanes-Oxley Section 404 implementation. In 2003, these report or performing other audit, review or attest services. The
services primarily related to the audit of cable systems sold to registered public accounting firm reports directly to the Audit
Atlantic Broadband Finance, LLC and advisory services associ- Committee. In performing its functions, the Audit Committee
ated with our Sarbanes-Oxley Section 404 implementation. undertakes those tasks and responsibilities that, in its judgment,
most effectively contribute to and implement the purposes of
ALL OTHER FEES the Audit Committee charter. For more detail of the Audit
Committee’s authority and responsibilities, see Charter’s Audit
None.
Committee charter set forth in Appendix A of our 2004 Proxy
The Audit Committee appoints, retains, compensates and
Statement filed with the SEC on June 25, 2004.
oversees the registered public accountants (subject, if applicable,
to board of director and/or shareholder ratification), and
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.
(a) The following documents are filed as part of this annual We agree to furnish to the SEC, upon request, copies
report: of any long-term debt instruments that authorize an
(1) Financial Statements. amount of securities constituting 10% or less of the
A listing of the financial statements, notes and reports total assets of Charter and its subsidiaries on a
of independent public accountants required by Item 8 consolidated basis.
begins on page F-1 of this annual report.
(2) Financial Statement Schedules
No financial statement schedules are required to be
filed by Items 8 and 15(d) because they are not
required or are not applicable, or the required informa-
tion is set forth in the applicable financial statements or
notes thereto.
(3) The index to the Exhibits begins on page 114 of this
annual report.
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