including the matters in the written disclosures required by the Public Company Accounting Oversight Board. The Companys auditors do not perform financial information system design and
implementation services, internal audit or tax services for the Company.
The Audit Committee discussed with the Companys
independent auditors the overall scope and plans for their audits. The Audit Committee meets with the independent auditors, with and without management present, to discuss the results of their examinations, their evaluations of the Companys
internal controls, and the overall quality of the Companys financial reporting.
In reliance on the reviews and discussions referred
to above, the Audit Committee recommended to the Board of Directors (and the Board has approved) that the audited financial statements be included in the Annual Report on Form 10-K for the year ended
December 31, 2021, for filing with the Securities and Exchange Commission.
|
Audit Committee |
|
H. Gifford Fong, Chairman |
Thomas S. T. Gimbel |
Clint Hurt |
This report of the Audit Committee shall not be deemed incorporated by reference by any general
statement incorporating by reference this proxy statement into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except to the extent that the Company specifically incorporates this
information by reference, and shall not otherwise be deemed filed under such Acts.
CODE OF BUSINESS CONDUCT
AND ETHICS
The Company is committed to observing sound, ethical principles in the conduct of its business and operations and by our
officers and employees in the course of their duties. The Code of Business Conduct and Ethics adopted by the Company was last amended in December, 2011. The Code, as amended, is available at the Companys website at www.primeenergy.com.
The Code of Conduct is applicable to the Companys operations and to all of its employees, including the Companys principal executive officer, principal financial officer and Directors. Any amendments to or waivers of the Code, to the
extent applicable to the Companys principal executive officers, will be posted on the Companys website.
SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE
Section 16(a) of the Securities Exchange Act of 1934, as
amended requires the Companys executive officers and Directors, and persons who own more than ten percent of a registered class of the Companys equity securities (collectively, Reporting Persons), to file reports of ownership
and changes in ownership of such securities with the Securities and Exchange Commission and to furnish the Company with copies of such reports. To the Companys knowledge, based solely on review of the copies of such reports furnished to the
Company with respect to the fiscal year ended December 31, 2021, there were no instances of untimely filing of any of our beneficial owners.
INDEPENDENT PUBLIC ACCOUNTANTSFEES AND SERVICES
The Company engaged Grassi & Co., CPA, P.C. (Grassi & Co.) as the principal accountants for the Company with
respect to the audit of the Companys financial statements for the years ended December 31, 2021
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