This excerpt taken from the AVAV DEF 14A filed Aug 20, 2008.
Audit Committee. The board has determined that Mr. Alibrandi qualifies as an audit committee financial expert as defined by the rules of the SEC. Our Audit Committees main function is to oversee our accounting and financial reporting processes, internal systems of control, independent registered public accounting firm relationships and the audits of our financial statements. This committees responsibilities include:
· selecting and hiring our independent registered public accounting firm;
· evaluating the qualifications, independence and performance of our independent registered public accounting firm;
· reviewing and approving the audit and non-audit services to be performed by our independent registered public accounting firm;
· reviewing the design, adequacy, implementation and effectiveness of our internal controls established for finance, accounting, legal compliance and ethics;
· reviewing the design, adequacy, implementation and effectiveness of our critical accounting and financial policies;
· overseeing and monitoring the integrity of our financial statements and our compliance with legal and regulatory requirements as they relate to financial statements or accounting matters;
· reviewing with management and our independent registered public accounting firm our annual and quarterly financial statements;
· reviewing with management and our independent registered public accounting firm any earnings announcements or other public announcements concerning our operating results;
· preparing the audit committee report that the SEC requires in our annual proxy statements; and
· reviewing and approving any related party transactions.
The Audit Committee held four meetings in fiscal year 2008. The board of directors has adopted a written charter for the Audit Committee, which is available via our website at http://investor.avinc.com. The information contained on our website is not incorporated by reference into and does not form a part of this proxy statement.
The code of business conduct and ethics (code of conduct) is our code of ethics for directors, executive officers and employees. Any amendment to the code of conduct that applies to our directors or executive officers may be made only by the board or a board committee and will be disclosed on our website. The code of conduct is available at http://investor.avinc.com. The Audit Committee charter and the code of conduct are also available in print to any stockholder who requests them.