The Audit Committee has discussed with the independent auditors the matters required to be discussed by Public Company Accounting Oversight Board (PCAOB) Auditing Standard No. 16, Communications
with Audit Committees.
The Audit Committee has also discussed with EY the matters required to be discussed by Auditing Standard No. 16, «Communications
with Audit Committees» issued by the Public Company Accounting Oversight Board («PCAOB»).
The AEC has discussed with KPMG the matters required to be discussed by Statement on Auditing Standards No. 61 (Communication
with Audit Committees), including matters relating to the conduct of the audit of our financial statements.
We have discussed with Deloitte & Touche LLP the matters required to be discussed by the Public Company Accounting Oversight Board («PCAOB»), as adopted in Auditing Standard No. 16 (Communications
with Audit Committees).
The Audit Committee has discussed with Ernst & Young LLP, the Company's independent auditors, the matters required to be discussed by Public Company Accounting Oversight Board («PCAOB») Auditing Standard 1301, Communications
with Audit Committees.
The Audit Committee has met with the internal auditors and independent registered public accounting firm, separately and together, with and without management present, to discuss IBM's financial reporting process and internal accounting controls in addition to other matters required to be discussed by the statement on Auditing Standards No. 16, Communications
with Audit Committees, as adopted by the Public Company Accounting Oversight Board (PCAOB), as may be modified or supplemented.
We discussed with PricewaterhouseCoopers matters that independent registered public accounting firms must discuss
with audit committees under generally accepted auditing standards and standards of the Public Company Accounting Oversight Board («PCAOB»), including, among other things, matters related to the conduct of the audit of the Company's consolidated financial statements and the matters required to be discussed by PCAOB AU 380 (Communications
with Audit Committees).
The Audit Committee has also discussed with the independent auditors matters required to be discussed by Auditing Standard No. 16, «Communications
with Audit Committees» issued by the Public Company Accounting Oversight Board (PCAOB).
These discussions included a review of the reasonableness of significant judgments, the quality, not just acceptability, of the Company's accounting principles and such other matters as are required to be discussed
with the audit committee by Statement on Auditing Standards (SAS) No. 61, as amended (Communications with Audit Committees), by the Auditing Standards Board of the American Institute of Certified Public Accountants.
The Audit Committee reviewed and discussed with the independent registered public accounting firm the audited consolidated financial statements for the fiscal year ended May 31, 2014, the firm's judgments as to the acceptability and quality of FedEx's accounting principles and such other matters as are required to be discussed
with the Audit Committee under the standards of the Public Company Accounting Oversight Board (United States)(the «PCAOB»), including those matters required to be discussed by Auditing Standard No. 16, Communications with Audit Committees.
«The buck stops
with the audit committee and frankly most of them are mailing it in,» says Curran.
Managed school purchasing and coordinated
with Audit Committee.
Not exact matches
From January 2008 to July 2013, he was the Chief Risk Officer and worked
with the Board's Risk Management and
Audit committees to enable the Board's overview of risk management and governance.
After having to deal
with a major accounting restatement, this
audit committee chair now thinks mandatory
audit firm rotation would be wise.
In performing its responsibilities, the
Audit Committee has reviewed and discussed
with management and the independent auditors the
audited consolidated financial statements in Google's Annual Report on Form 10 - K for the year ended December 31, 2014.
We also have
audited, in accordance
with the standards of the Public Company Accounting Oversight Board (United States), Neiman Marcus, Inc.'s internal control over financial reporting as of July 28, 2012, based on criteria established in Internal Control — Integrated Framework issued by the
Committee of Sponsoring Organizations of the Treadway Commission and our report dated September 18, 2012 expressed an unqualified opinion thereon.
Mr. Shea is well qualified to serve as a director due to his experience in public and private company governance and private equity, including his service on numerous corporate boards and on
audit and compensation
committees, including his experience
with Hennessy I and Hennessy II.
From 2011 to 2014, Mr. Bell served as a director and chairman of the
Audit Committee of Virent Corporation, a pre-revenue biochemical company
with proprietary technology for producing plastics and other products from plant sugars.
From January 2014 to February 2015, Mr. Bell served as a director and chairman of the
Audit Committee of Hennessy I, which merged
with School Bus Holdings Inc. in February 2015 and is now known as Blue Bird Corporation (NASDAQ: BLBD).
Mr. Bell is well qualified to serve as director due to his experience in public and private company governance and accounting, including his service on
audit, nominating and corporate governance and compensation
committees, including his experience
with Hennessy I and Hennessy II.
The
Audit Committee serves a Board - level oversight role, in which it provides advice, counsel, and direction to management and to the auditors on the basis of the information it receives, discussions
with management and the auditors, and the experience of the
Audit Committee's members in business, financial, and accounting matters.
From July 2015 to February 2017, Mr. Bell served as a director and chairman of the
Audit Committee of Hennessy II, which merged
with Daseke in February 2017 and is now known as Daseke, Inc. (NASDAQ: DSKE).
We believe that Ms. Denholm possesses specific attributes that qualify her to serve as a member of our Board and chair of our
Audit Committee, including her executive experience and her financial and accounting expertise
with international companies, including in the technology and automotive industries.
The
Audit Committee, which has been established in accordance with Section 3 (a)(58) of the Exchange Act, currently consists of Mr. Buss, Ms. Denholm and Mr. Gracias, each of whom is «independent» as such term is defined for audit committee members by the listing standards of NA
Audit Committee, which has been established in accordance with Section 3 (a)(58) of the Exchange Act, currently consists of Mr. Buss, Ms. Denholm and Mr. Gracias, each of whom is «independent» as such term is defined for audit committee members by the listing standards o
Committee, which has been established in accordance
with Section 3 (a)(58) of the Exchange Act, currently consists of Mr. Buss, Ms. Denholm and Mr. Gracias, each of whom is «independent» as such term is defined for
audit committee members by the listing standards of NA
audit committee members by the listing standards o
committee members by the listing standards of NASDAQ.
From 2001 through 2015, he served as a director of IDEX Corporation (NYSE: IEX), a global industrial company
with key growth platforms in Fluid Metering Technology and Health & Science Technology segments, where he chaired the Nominating and Corporate Governance
Committee and
Audit Committee and served on the Compensation
Committee.
The
Audit Committee has direct communication channels
with the external auditors and Chief Financial Officer and senior finance staff and discusses and reviews issues
with each of them on a regular basis.
HP has a separately designated standing
Audit Committee established in accordance
with Section 3 (a)(58)(A) of the Securities Exchange Act of 1934, as amended (the «Exchange Act»).
After consultation
with management, the
Audit Committee is responsible for setting the external auditors» compensation.
Immediately following the completion of this offering, our
audit committee will consist of Messrs. Fenton, Klausmeyer and Volpi,
with Mr. Klausmeyer serving as Chairman.
With respect to each such service, the independent accountants provide detailed back - up documentation to the
Audit Committee and to the corporate controller.
In addition, the Chair of the Enterprise Risk Management
Committees meets quarterly
with Franklin Templeton's
Audit Committee and annually
with its Board of Directors to discuss Enterprise Risk Management processes, findings and trends.
Performs the
audit committee and fiduciary
audit committee functions on behalf of our bank subsidiaries in accordance
with federal banking regulations.
This included a discussion of the independent registered public accounting firm's judgments as to the quality, not just the acceptability, of AMD's accounting principles and such other matters that generally accepted auditing standards require to be discussed
with the
Audit and Finance
Committee.
The
Audit and Finance
Committee also discussed
with Ernst & Young LLP the matters required to be discussed by Statement on Auditing Standards No. 114, «The Auditor's Communication With Those Charged With Governance.&ra
with Ernst & Young LLP the matters required to be discussed by Statement on Auditing Standards No. 114, «The Auditor's Communication
With Those Charged With Governance.&ra
With Those Charged
With Governance.&ra
With Governance.»
Mr. Kwauk is currently a senior consultant of Motorola Solutions (China) Co., Ltd. and serves as an independent non-executive director of Thunder Power Co. Ltd., a Taiwan company
with its shares traded on Taiwan's Gre Tai Securities Market; Sinosoft Technology Group Limited, a company listed on the Hong Kong Stock Exchange, of which Mr. Kwauk is also the chairman of its
audit committee; and several private companies.
The Board also benefits from Mr. Dean's substantial finance, systems operations, service quality, and community affairs expertise, which he gained as a result of his responsibilities
with Dignity Health, and from his extensive banking and related financial management expertise acquired as a former member of the Company's
Audit and Examination
Committee and as a current member of the Credit
Committee.
The
audit committee reviewed and discussed the
audited financial statements
with management and the Company's independent auditors.
Upon the closing of this offering, our
audit committee will consist of Messrs. Vivian, Flug and Guillemin
with Mr. Vivian serving as chair.
Each member of our
audit committee can read and understand fundamental financial statements in accordance
with applicable requirements.
In reaction to the vote by the Legal Affairs
Committee, Michael Izza, chief executive of the Institute of Chartered Accountants in England and Wales, pointed out that a number of the changes voted through by the members of the European Parliament seem to align the EU
audit reform proposals more closely
with international standards, which he considers a positive.
The
Audit Committee also met with the auditors to review the scope and results of the auditor's annual audit and quarterly reviews of the Company's financial statem
Audit Committee also met
with the auditors to review the scope and results of the auditor's annual
audit and quarterly reviews of the Company's financial statem
audit and quarterly reviews of the Company's financial statements.
Our board of directors has affirmatively determined that Messrs. Vivian and Guillemin meet the definition of «independent director» for purposes of serving on an
audit committee under Rule 10A - 3 and the New York Stock Exchange rules, and we intend to comply
with the other independence requirements within the time periods specified.
Each member of our
audit committee is independent under the current New York Stock Exchange and SEC rules and regulations and we intend to comply
with the requirement to have a minimum of three members on our
audit committee within the applicable transition period.
During the past year, the
Audit Committee met
with management and reviewed matters that included the Company's risk assessment and compliance functions, information security, public policy expenditures, treasury and investment matters, accounting industry issues, the reappointment of our independent auditor, and pending litigation.
For auditors of public interest entities, such as banks, insurance companies and listed companies, the
committee agreed that
audit firms would have to provide shareholders and investors
with a detailed understanding of what the auditor did and an overall assurance of the accuracy of the company's accounts.
The
Audit Committee represents and assists our board of directors in fulfilling its responsibilities for overseeing our financial reporting processes and the audit of our financial statements, including the integrity of our financial statements, our compliance with legal and regulatory requirements, the qualifications, independence and performance of our independent registered p
Audit Committee represents and assists our board of directors in fulfilling its responsibilities for overseeing our financial reporting processes and the
audit of our financial statements, including the integrity of our financial statements, our compliance with legal and regulatory requirements, the qualifications, independence and performance of our independent registered p
audit of our financial statements, including the integrity of our financial statements, our compliance
with legal and regulatory requirements, the qualifications, independence and performance of our independent registered public
Perform the
audit committee and fiduciary
audit committee functions on behalf of our bank subsidiaries in accordance
with federal banking regulations; and
The
Audit Committee has reviewed and discussed the
audited financial statements for the year ended September 28, 2013
with the Company's management and Ernst & Young LLP, the Company's independent registered public accounting firm («EY»).
Our
audit committee consists of Messrs. Currie, Fenton and Rosenblatt,
with Mr. Currie serving as Chairman, each of whom meets the requirements for independence under the listing standards of the and SEC rules and regulations.
The
audit and risk
committee will be governed by a charter that complies
with Nasdaq rules, effective upon the effectiveness of the registration statement of which this prospectus forms a part.