EX-31.1 6 d123120dex311.htm EX-31.1 d123120dex311
 
 
 
 
 
 
 
 
 
 
 
 
 
Exhibit 31.1
 
 
CERTIFICATION
 
I, Ryan
 
M. Lance, certify that:
 
1.
 
I have
 
reviewed this annual report on Form 10
 
-K
 
of ConocoPhillips;
 
2.
 
Based on my knowledge,
 
this report does not contain
 
any untrue
 
statement of a material fact
 
or omit to
state a material
 
fact
 
necessary to make the statements made,
 
in
 
light of the circumstances
 
under which
such statements
 
were
 
made,
 
not misleading with respect to the period covered by
 
this report;
 
3.
 
Based on my knowledge,
 
the financial statements,
 
and other financial information
 
included in
 
this report,
fairly present in all material
 
respects the financial condition,
 
results of operations
 
and cash
 
flows of the
registrant as of, and
 
for, the periods presented in this report;
 
4.
 
The registrant’s
 
other certifying
 
officer and
 
I are responsible for establishing and
 
maintaining disclosure
controls and
 
procedures (as defined in Exchange Act Rules
 
13a
 
-15(e) and 15d
 
-15(e))
 
and internal control
over financial
 
reporting (as defined in Exchange
 
Act Rules 13a
 
-15(f) and 15d
 
-15(f))
 
for the registrant and
have:
 
(a)
 
Designed such disclosure
 
controls and procedures,
 
or caused
 
such disclosure controls and
procedures to be designed
 
under our supervision, to ensure
 
that
 
material information
 
relating to
 
the
registrant, including its
 
consolidated
 
subsidiaries, is made known to us by others within those
entities, particularly during
 
the period in which this report
 
is being prepared;
 
(b)
 
Designed such internal
 
control over financial
 
reporting, or caused such internal control over
financial
 
reporting to be designed under our
 
supervision, to provide reasonable
 
assurance regarding
the reliability of financial
 
reporting and the preparation
 
of financial statements for external
purposes in accordance
 
with
 
generally accepted
 
accounting principles;
 
(c)
 
Evaluated
 
the effectiveness of the registrant’s disclosure controls
 
and procedures
 
and presented
 
in
this report our conclusions
 
about
 
the effectiveness of the disclosure controls and
 
procedures, as of
the end of the period covered
 
by this report based
 
on such evaluation;
 
and
 
(d)
 
Disclosed in this report any
 
change in the registrant’s
 
internal control over
 
financial
 
reporting that
occurred during the registrant’s
 
most recent
 
fiscal quarter (the registrant’s
 
fourth fiscal quarter
 
in
the case of an annual
 
report) that has
 
materially affected,
 
or is reasonably likely to materially
affect,
 
the registrant’s internal control over financial
 
reporting; and
 
5.
 
The registrant’s
 
other certifying
 
officer and
 
I have disclosed, based on our most
 
recent evaluation
 
of
internal control over financial
 
reporting, to the registrant’s
 
auditors and
 
the audit committee
 
of the
registrant’s board
 
of directors (or persons performing the
 
equivalent
 
functions):
 
(a)
 
All significant deficiencies
 
and material weaknesses
 
in
 
the design or operation
 
of internal control
over financial
 
reporting which are reasonably
 
likely to adversely affect
 
the registrant’s ability to
record, process, summarize
 
and report financial information;
 
and
 
(b)
 
Any fraud,
 
whether or not material, that
 
involves management
 
or other employees who have a
significant role in the registrant’s
 
internal control over financial
 
reporting.
 
February 16, 2021
 
 
 
 
/s/ Ryan M.
 
Lance
 
 
 
 
Ryan
 
M. Lance
 
 
Chairman
 
and
 
Chief Executive Officer