|
 
AUDIT COMMITTEE CHARTER
The Audit Committee (Committee) shall consist
of a minimum of three directors. As determined by the Board of Directors
in accordance with applicable requirements, all members of the Committee
shall be independent directors having no relationship that may interfere
with the exercise of their objective judgment in discharging the responsibilities
set forth below. As also determined by the Board of Directors, all members
of the Committee shall have sufficient financial experience and ability
to enable them to discharge such responsibilities, and at least one member
shall have accounting or related financial management expertise. The Committee
shall have the following responsibilities with respect to the Company,
which term shall include without limitation its subsidiaries General Electric
Capital Services, Inc., and General Electric Capital Corporation:
1. To recommend to the Board of Directors,
for share owner approval, the independent auditor to examine the Company’s
accounts, controls and financial statements. The independent auditor
is ultimately accountable to the Board of Directors and to the Committee,
and the Board of Directors and the Committee have the ultimate authority
and responsibility to select, evaluate and if necessary replace the
independent auditor.
2. To review and approve the scope of the
examination to be conducted by the independent auditor. In addition,
the Committee shall at least annually obtain from the independent auditor
a formal written statement delineating all relationships between the
independent auditor and the Company, and shall at least annually discuss
with the independent auditor any relationship or services which may
impact the independent auditor’s objectivity or independence, and
shall take or recommend that the Board take appropriate actions to ensure
such independence.
3. To review and approve the Corporate
Audit Staff functions, including: (i) purpose, authority and organizational
reporting lines; (ii) annual audit plan, budget and staffing; and (iii)
concurrence in the appointment, removal and compensation of the Vice
President – Corporate Audit Staff.
4. To review results of the examinations
of the financial statements of the Company by the independent auditors,
their evaluation of the Company’s internal system of audit and
financial controls, and their annual report on the Company’s financial
statements.
5. To review, with the Senior Vice President
– Finance, the Vice President – Corporate Audit Staff or such
others as the Committee deems appropriate the Company’s internal
system of audit and financial controls and the results of internal audits.
6. To review the Company’s financial
reporting, the accounting standards and principles followed by the Company
and significant changes in such standards or principles or in their
application.
7. To review and investigate any matters
pertaining to the integrity of management, including conflicts of interest,
or adherence to standards of business conduct as required in the policies
of the Company. In connection therewith, the Committee will meet, as
deemed appropriate, with the General Counsel and other Company officers
or employees.
In discharging its responsibilities, the
Committee will periodically meet with the Company’s auditors without
the presence of any Company officer or employee.
GE ANNUAL MEETING OF SHARE OWNERS
10:00 a.m., April 25, 2001
Atlanta Civic Center
395 Piedmont Avenue, N.E.
Atlanta, Georgia 30308
ADVANCE REGISTRATION
Advance registration for the GE Annual Meeting
will expedite your entry into the meeting.
Attendance at the Annual Meeting is limited
to GE share owners, members of their immediate family or their named representative.
We reserve the right to limit the number of representatives who may attend
the meeting. Share owners may register at the door on the day of the meeting
by showing proof of ownership of GE shares.
|
