Proposal 2 Ratification of Appointment of Independent Registered Public Accounting Firm
The Board of Directors has selected PricewaterhouseCoopers LLP as our independent registered public accounting firm for the year ending December 31, 2018. There is
no requirement that the Boards selection of PricewaterhouseCoopers LLP be submitted to our shareholders for ratification or approval. The Board, however, believes that Quakers shareholders should be given an opportunity to express their
views on the selection. While the Board is not bound by a vote against ratifying PricewaterhouseCoopers LLP, the Board may take a vote against PricewaterhouseCoopers LLP into consideration in future years when selecting our independent registered
public accounting firm. PricewaterhouseCoopers LLP has audited our financial statements since at least 1972.
We anticipate that representatives of
PricewaterhouseCoopers LLP will be present at the meeting and, if present, we will give them the opportunity to make a statement if they desire to do so. We also anticipate that the representatives will be available to respond to appropriate
questions from shareholders.
Audit Fees
Audit fees charged to us by PricewaterhouseCoopers LLP for audit services rendered during the years ended December 31, 2016 and 2017 for the integrated audit of our
financial statements and our internal controls over financial reporting included in our Annual Report on Form 10-K, the review of the financial statements included in our quarterly reports on Form 10-Q, and foreign statutory audit requirements
totaled $1,663,614 and $1,768,928, respectively.
Audit-Related Fees
Audit-related fees charged to us by PricewaterhouseCoopers LLP for audit-related services rendered, primarily related to foreign statutory audit-related assistance,
certifications and other audit-related services, during the years ended December
31, 2016 and 2017, totaled $47,389 and $167,258, respectively.
Tax Fees
Tax fees charged to us by PricewaterhouseCoopers LLP for tax services rendered, primarily related to tax compliance, during the years ended December 31, 2016 and
2017, totaled $172,641 and $498,954, respectively.
All Other Fees
The fees billed to us by PricewaterhouseCoopers LLP for all other services rendered, primarily related to accounting research and disclosure software purchased by the
Company from PricewaterhouseCoopers LLP, during the years ended December
31, 2016 and 2017, totaled $5,940 and $6,840, respectively.
Pre-Approval Policy
The Audit Committee has adopted a policy governing the pre-approval of services provided by Quakers independent registered public accounting firm. The policy
expressly prohibits non-audit services for which engagement is not permitted by applicable law and regulations, including internal audit outsourcing and expert services. A list of prohibited and permitted services is set forth in the
policy. Permitted services under the policy include audit and audit-related services, internal control-related consulting, tax-related services and consulting services not related to information systems design and implementation. Audit and
audit-related services include, among other things, services related to securities filings, accounting and financial reporting consultations, statutory audits, acquisition and divestiture-related due diligence and benefit plan audits.
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2018 Proxy
Statement
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QUAKER CHEMICAL CORPORATION
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