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2011. In this annual information form - Encana

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Bruce G. Waterman<br />

Mr. Waterman holds a Bachelor of Commerce (Queen's University) and a designation as a Chartered Accountant.<br />

He is also a Fellow of the Chartered Accountants (FCA). He has been the Executive Vice President and Chief<br />

Strategy Development & <strong>In</strong>vestment Officer of Agrium <strong>In</strong>c. (a public agricultural supply company) since April<br />

<strong>2011.</strong> From April 2000 through April 2011, he was Senior Vice President, Finance & Chief Financial Officer of<br />

Agrium. Prior to joining Agrium, Mr. Waterman was the Vice-President & Chief Financial Officer of Talisman<br />

Energy <strong>In</strong>c. (a public oil and gas company) from January 1996 to April 2000. Mr. Waterman also has extensive<br />

expertise in oil and gas exploration and production operations, having spent 15 years (1981 to 1996) at Amoco<br />

Corporation, including Dome Petroleum Limited, a predecessor company. At Amoco (a global chemical, oil and<br />

gas company which merged with British Petroleum in 1998), his roles included various positions in finance and<br />

accounting.<br />

The above list does not include David P. O’Brien who is an ex officio member of the Audit Committee.<br />

Pre-Approval Policies and Procedures<br />

<strong>Encana</strong> has adopted policies and procedures with respect to the pre-approval of audit and permitted non-audit<br />

services to be provided by PricewaterhouseCoopers LLP. The Audit Committee of the Board of Directors has<br />

established a budget for the provision of a specified list of audit and permitted non-audit services that the Audit<br />

Committee believes to be typical, recurring or otherwise likely to be provided by PricewaterhouseCoopers LLP.<br />

The budget generally covers the period between the adoption of the budget and the next meeting of the Audit<br />

Committee, but at the option of the Audit Committee it may cover a longer or shorter period. The list of services is<br />

sufficiently detailed as to the particular services to be provided to ensure that (i) the Audit Committee knows what<br />

services it is being asked to pre-approve; and (ii) it is not necessary for any member of management to make a<br />

judgment as to whether a proposed service fits within the pre-approved services.<br />

Subject to the next paragraph, the Audit Committee has delegated authority to the Chair of the Audit Committee<br />

(or if the Chair is unavailable, any other member of the Committee) to pre-approve the provision of permitted<br />

services by PricewaterhouseCoopers LLP which have not otherwise been pre-approved by the Audit Committee,<br />

including the fees and terms of the proposed services (“Delegated Authority”). All pre-approvals granted pursuant<br />

to Delegated Authority must be presented by the member(s) who granted the pre-approvals to the full Audit<br />

Committee at its next meeting. The fees payable in connection with any particular service to be provided by<br />

PricewaterhouseCoopers LLP that has been pre-approved pursuant to Delegated Authority (i) may not exceed<br />

C$200,000, in the case of pre-approvals granted by the Chair of the Audit Committee; and (ii) may not exceed<br />

C$50,000, in the case of pre-approvals granted by any other member of the Audit Committee.<br />

All proposed services, or the fees payable in connection with such services, that have not already been preapproved<br />

must be pre-approved by either the Audit Committee or pursuant to Delegated Authority. Prohibited<br />

services may not be pre-approved by the Audit Committee or pursuant to Delegated Authority.<br />

<strong>Encana</strong> Corporation<br />

27<br />

Annual <strong>In</strong><strong>form</strong>ation Form (prepared in US$)

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