Controls & Procedures

Compliance Analysis Summary: Disclosure and Internal Controls

1. Management's Conclusion on Effectiveness of Disclosure Controls:
As of December 31, 2023, management (including the Chairman and CEO, and EVP/CFO) concluded that the company's disclosure controls and procedures were operating effectively.

2. Material Weaknesses or Significant Deficiencies:
Management reported that there were no other changes in internal control over financial reporting in the period covered that materially affected, or were reasonably likely to materially affect, the company's internal control over financial reporting.

3. Changes to Internal Controls During the Reporting Period:
The primary change involves the multi-year implementation of an updated global Enterprise Resource Planning (ERP) system, which began in the third quarter of 2023. This implementation necessitated corresponding changes to business processes and information systems, requiring the updating of applicable internal controls over financial reporting.

4. Remediation Efforts:
Remediation efforts are focused on updating applicable internal controls over financial reporting to align with the changes resulting from the phased ERP system implementation.

5. Noteworthy New Controls or Procedures Introduced:

Noteworthy/Changed: The entire multi-year ERP system implementation is the most noteworthy change.
Ongoing/Future Changes: The company noted that as the ERP implementation progresses, they expect to continue to modify or change certain processes and procedures, which may result in further changes to internal controls over financial reporting.

Item 9A. Controls and Procedures

We maintain disclosure controls and procedures designed to ensure information required to be disclosed in reports we file or submit under the Securities Exchange Act of 1934, as amended (the Act), is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to management, including our principal executive and principal financial officers, as appropriate, to allow timely decisions regarding required disclosure. As of December 31, 2023, with the participation of our management, our Chairman and Chief Executive Officer (principal executive officer) and our Executive Vice President and Chief Financial Officer (principal financial officer) carried out an evaluation, pursuant to Rule 13a-15(b) of the Act, of ConocoPhillips' disclosure controls and procedures (as defined in Rule 13a-15(e) of the Act). Based upon that evaluation, our Chairman and Chief Executive Officer and our Executive Vice President and Chief Financial Officer concluded our disclosure controls and procedures were operating effectively as of December 31, 2023.

In the third quarter of 2023, we began a multi-year implementation of an updated global enterprise resource planning system (ERP). As a result, we have made corresponding changes to our business processes and information systems, updating applicable internal controls over financial reporting where necessary. As the phased implementation of the ERP system progresses, we expect to continue to modify or change certain processes and procedures which may result in further changes to our internal controls over financial reporting.

There have been no other changes in our internal control over financial reporting, as defined in Rule 13a-15(f) of the Act, in the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Management's Annual Report on Internal Control Over Financial Reporting

This report is included in Item 8 on page 71 and is incorporated herein by reference.

Report of Independent Registered Public Accounting Firm

This report is included in Item 8 on page 72 and is incorporated herein by reference.

Conocophillips Controls & Procedures Analysis

Controls & Procedures