FORM 10-K - Praxair

MANAGEMENT’S STATEMENT OF RESPONSIBILITY FOR FINANCIAL STATEMENTS
Praxair’s consolidated financial statements are prepared by management, which is responsible for their
fairness, integrity and objectivity. The accompanying financial statements have been prepared in conformity with
accounting principles generally accepted in the United States of America applied on a consistent basis, except for
accounting changes as disclosed, and include amounts that are estimates and judgments. All historical financial
information in this annual report is consistent with the accompanying financial statements.
Praxair maintains accounting systems, including internal accounting controls, monitored by a staff of
internal auditors, that are designed to provide reasonable assurance of the reliability of financial records and the
protection of assets. The concept of reasonable assurance is based on recognition that the cost of a system should
not exceed the related benefits. The effectiveness of those systems depends primarily upon the careful selection
of financial and other managers, clear delegation of authority and assignment of accountability, inculcation of
high business ethics and conflict-of-interest standards, policies and procedures for coordinating the management
of corporate resources, and the leadership and commitment of top management. In compliance with Section 404
of the Sarbanes-Oxley Act of 2002, Praxair assessed its internal control over financial reporting and issued a
report (see below).
PricewaterhouseCoopers LLP, an independent registered public accounting firm, has completed an
integrated audit of Praxair’s 2008, 2007 and 2006 consolidated financial statements and of its internal control
over financial reporting as of December 31, 2008 in accordance with the standards of the Public Company
Accounting Oversight Board (United States) as stated in their report appearing on page 47.
The Audit Committee of the Board of Directors, which consists solely of non-employee directors, is
responsible for overseeing the functioning of the accounting system and related controls and the preparation of
annual financial statements. The Audit Committee periodically meets with management, internal auditors and the
independent accountants to review and evaluate their accounting, auditing and financial reporting activities and
responsibilities, including management’s assessment of internal control over financial reporting. The independent
registered public accounting firm and internal auditors have full and free access to the Audit Committee and meet
with the committee, with and without management present.
MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
Praxair’s management is responsible for establishing and maintaining adequate internal control over
financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). Under the supervision and with the
participation of management, including the company’s principal executive officer and principal financial officer,
the company conducted an evaluation of the effectiveness of its internal control over financial reporting based on
the framework in Internal Control – Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (often referred to as COSO). Based on this evaluation, management
concluded that the company’s internal control over financial reporting was effective as of December 31, 2008.
PricewaterhouseCoopers LLP, an independent registered public accounting firm, has issued their opinion on
the company’s internal control over financial reporting as of December 31, 2008 as stated in their report
appearing on page 47.
/s/ STEPHEN F. ANGEL /s/ MATTHEW J. WHITE
Stephen F. Angel Matthew J. White
Chairman, President and
Chief Executive Officer
Vice President and Controller
/s/ JAMES S. SAWYER
James S. Sawyer Danbury, Connecticut
Executive Vice President and
Chief Financial Officer
February 24, 2009
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