Summary
This Form 40-F filing from Canadian Pacific Kansas City Ltd./CN (CP) for the period ending December 31, 2003, serves as an annual report that incorporates by reference the company's 2003 Annual Report. The filing indicates that the company's disclosure controls and procedures were effective as of December 31, 2003, and no material changes occurred in internal controls over financial reporting during the period. It also details the company's adherence to corporate governance standards, including revised Codes of Business Ethics and specific codes for senior financial officers, along with adopted corporate governance guidelines and committee terms of reference. Key information for investors includes the number of outstanding shares for both Canadian Pacific Railway Limited (158,656,763 Common Shares) and Canadian Pacific Railway Company (347,170,009 Ordinary Shares) as of year-end 2003. The filing also provides details on auditor fees paid to PricewaterhouseCoopers LLP, totaling $1.5 million in 2003, a decrease from $2.4 million in 2002, with a significant portion allocated to audit and audit-related services. The company emphasizes the independence of its audit committee members and its robust pre-approval process for both audit and non-audit services provided by its independent auditor.
Key Highlights
- 1Canadian Pacific Kansas City Ltd./CN (CP) filed its 2003 Annual Report on Form 40-F on March 16, 2004.
- 2The company reported 158,656,763 Common Shares of Canadian Pacific Railway Limited and 347,170,009 Ordinary Shares of Canadian Pacific Railway Company outstanding as of December 31, 2003.
- 3Disclosure controls and procedures were deemed effective as of December 31, 2003, with no material changes to internal controls over financial reporting.
- 4The company has revised its Code of Business Ethics and adopted a Code of Ethics for CEO and Senior Financial Officers, aligning with NYSE corporate governance standards.
- 5Audit fees paid to PricewaterhouseCoopers LLP decreased to $1.5 million in 2003 from $2.4 million in 2002.
- 6The Audit, Finance and Risk Management Committee comprises four members, all designated as audit committee financial experts.
- 7The company has a pre-approval policy for all audit and non-audit services provided by its independent auditors to ensure auditor independence.