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This excerpt taken from the HAS DEF 14A filed Apr 6, 2009. REPORT OF
THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS
The Audit Committee of the Board (the “Committee”) is
comprised solely of non-employee directors, each of whom has
been determined by the Board to be independent under the
Company’s Standards for Director Independence and the
requirements of the New York Stock Exchange’s corporate
governance listing standards.
The Committee operates under a written charter, which is
available on the Company’s website (www.hasbro.com) under
“Corporate — Investor Relations —
Corporate Governance — Governance Highlights”.
Under the charter, the Committee’s primary purpose is to:
In conducting its oversight function, the Committee discusses
with the Company’s internal auditor and independent
auditor, with and without management present, the overall scope
and plans for their respective audits. The Committee also
reviews the Company’s programs and key initiatives to
implement and maintain effective internal controls over
financial reporting and disclosure controls.
The Committee meets with the Company’s head of internal
audit, and with the independent auditors, with and without
management present, to discuss the results of their audits, the
evaluations of the Company’s internal controls and the
overall quality of the Company’s financial reporting. The
Committee discusses with management and the independent auditors
all annual and quarterly financial statements and
Management’s Discussion and Analysis of Financial Condition
and Results of Operations prior to their filing with the United
States Securities and Exchange Commission.
The independent auditor is responsible for performing an
independent integrated audit of the Company’s consolidated
financial statements and effectiveness of internal control over
financial reporting and issuing an opinion as to whether the
financial statements conform with accounting principles
generally accepted in the United States of America and an
opinion as to the effectiveness of internal control over
financial reporting.
The Committee has reviewed and discussed with management the
audited financial statements for the fiscal year ended
December 28, 2008. The Committee has also reviewed and
discussed with the independent auditors the matters required to
be discussed by The Public Company Accounting Oversight Board
and the Securities and Exchange Commission. In addition, the
Committee discussed with the independent auditors their
independence from management and the Committee has received from
the independent auditors the communications required by the
applicable requirements of the Public Company Accounting
Oversight Board.
Based on its review and discussions with management and the
independent auditors referred to in the preceding paragraph, the
Committee recommended to the Board and the Board has approved
the inclusion of the audited financial statements for the fiscal
year ended December 28, 2008 in the Company’s Annual
Report on
Form 10-K
for filing with the United States Securities and Exchange
Commission. The Committee has also selected and the Board has
ratified the selection of KPMG LLP as the independent auditor
for Fiscal 2009.
Report issued by Basil L. Anderson (Chair), Tracy A. Leinbach,
Michael W.O. Garrett and Edward M. Philip, as the members of the
Audit Committee as of the 2008 fiscal year end.
This excerpt taken from the HAS DEF 14A filed Apr 8, 2008. REPORT OF
THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS
The Audit Committee of the Board (the “Committee”) is
comprised solely of non-employee directors, each of whom has
been determined by the Board to be independent under the
Company’s Standards for Director Independence and the
requirements of the New York Stock Exchange’s corporate
governance listing standards.
The Committee operates under a written charter, which is
available on the Company’s website (www.hasbro.com) under
“Corporate Information — Investors —
Corporate Governance”. Under the charter, the
Committee’s primary purpose is to:
In conducting its oversight function, the Committee discusses
with the Company’s internal auditor and independent
auditor, with and without management present, the overall scope
and plans for their respective audits. The Committee also
reviews the Company’s programs and key initiatives to
implement and maintain effective internal controls over
financial reporting and disclosure controls.
The Committee meets with the Company’s head of internal
audit, and with the independent auditors, with and without
management present, to discuss the results of their
examinations, the evaluations of the Company’s internal
controls and the overall quality of the Company’s financial
reporting. The Committee discusses with management and the
independent auditors all annual and quarterly financial
statements and Management’s Discussion and Analysis of
Financial Condition and Results of Operations prior to their
filing with the United States Securities and Exchange Commission.
The independent auditor is responsible for performing an
independent integrated audit of the Company’s financial
statements and effectiveness of internal control over financial
reporting and issuing an opinion as to whether the financial
statements conform with accounting principles generally accepted
in the United States of America.
The Committee has reviewed and discussed with management the
audited financial statements for the fiscal year ended
December 30, 2007. The Committee has also reviewed and
discussed with the independent auditors the matters required to
be discussed by The Public Company Accounting Oversight Board
and the Securities and Exchange Commission. In addition, the
Committee discussed with the independent auditors their
independence from management and the Committee has received from
the independent auditors the written disclosures required by
Independence Standards Board Standard No. 1 (Independence
Discussions with Audit Committees).
Based on its review and discussions with management and the
independent auditors referred to in the preceding paragraph, the
Committee recommended to the Board and the Board has approved
the inclusion of the audited financial statements for the fiscal
year ended December 30, 2007 in the Company’s Annual
Report on
Form 10-K
for filing with the United States Securities and Exchange
Commission. The Committee has also selected and the Board has
approved the selection of KPMG LLP as the independent auditor
for Fiscal 2008.
Report issued by Basil L. Anderson (Chair), Michael W.O.
Garrett, Claudine B. Malone and Edward M. Philip, as the members
of the Audit Committee as of the 2007 fiscal year end.
Table of Contents
This excerpt taken from the HAS DEF 14A filed Apr 16, 2007. REPORT OF
THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS
The Audit Committee of the Board (the “Committee”) is
comprised solely of non-employee directors, each of whom has
been determined by the Board to be independent under the
Company’s Standards for Director Independence and the
requirements of the New York Stock Exchange’s corporate
governance listing standards.
The Committee operates under a written charter, which is
available on the Company’s website (www.hasbro.com) under
“Corporate Information — Investors —
Corporate Governance”. Under the charter, the
Committee’s primary purpose is to:
In conducting its oversight function, the Committee discusses
with the Company’s internal auditors and independent
auditors, with and without management present, the overall scope
and plans for their respective audits. The Committee also
reviews the Company’s programs and key initiatives to
implement and maintain effective internal controls over
financial reporting and disclosure controls.
The Committee meets with the Company’s head of internal
audit, and with the independent auditors, with and without
management present, to discuss the results of their
examinations, the evaluations of the Company’s internal
controls and the overall quality of the Company’s financial
reporting. The Committee discusses with management and the
independent auditors all annual and quarterly financial
statements and Management’s Discussion and Analysis of
Financial Condition and Results of Operations prior to their
filing with the United States Securities and Exchange Commission.
The independent auditors are responsible for performing an
independent integrated audit of the Company’s financial
statements and effectiveness of internal control over financial
reporting and issuing an opinion as to whether the financial
statements conform with accounting principles generally accepted
in the United States of America.
The Committee has reviewed and discussed with management the
audited financial statements for the fiscal year ended
December 31, 2006. The Committee has also reviewed and
discussed with the independent auditors the matters required to
be discussed by Statement on Auditing Standards No. 61
(Communications with Audit Committees). In addition, the
Committee discussed with the independent auditors their
independence from management and the Committee has received from
the independent auditors the written disclosures required by
Independence Standards Board Standard No. 1 (Independence
Discussions with Audit Committees).
Based on its review and discussions with management and the
independent auditors referred to in the preceding paragraph, the
Committee recommended to the Board and the Board has approved
the inclusion of the audited financial statements for the fiscal
year ended December 31, 2006 in the Company’s Annual
Report on
Form 10-K
for filing with the United States Securities and Exchange
Commission. The Committee has also selected and the Board has
approved the selection of KPMG LLP as the independent auditor
for Fiscal 2007.
Report issued by Basil L. Anderson (Chair), Michael W.O.
Garrett, Claudine B. Malone and Edward M. Philip, as the members
of the Audit Committee as of the 2006 fiscal year end.
Table of Contents
This excerpt taken from the HAS DEF 14A filed Apr 17, 2006. REPORT OF
THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS
The Audit Committee of the Board of Directors (the
“Committee”) is comprised solely of non-employee
directors, each of whom has been determined by the Board of
Directors to be independent under the Company’s Standards
for Director Independence and the requirements of the New York
Stock Exchange’s listing standards.
The Committee operates under a written charter, which is
available on the Company’s website (www.hasbro.com) under
Corporate
Information — Investors — Corporate
Governance. Under the charter, the Committee’s primary
purpose is to:
In conducting its oversight function, the Committee discusses
with the Company’s internal auditors and independent
auditors, with and without management present, the overall scope
and plans for their respective audits. The Committee also
reviews the Company’s programs and key initiatives to
implement and maintain effective internal controls over
financial reporting and disclosure controls.
The Committee meets with the Company’s head of internal
audit, and with the independent auditors, with and without
management present, to discuss the results of their
examinations, the evaluations of the Company’s internal
controls and the overall quality of the Company’s financial
reporting. The Committee discusses with management and the
independent auditors all annual and quarterly financial
statements and Management’s Discussion and Analysis of
Financial Condition and Results of Operations prior to their
filing with the Securities and Exchange Commission.
The independent auditors are responsible for performing an
independent integrated audit of the Company’s financial
statements and effectiveness of internal control over financial
reporting and issuing an opinion as to whether the financial
statements conform with accounting principles generally accepted
in the United States of America.
The Committee has reviewed and discussed with management the
audited financial statements for the fiscal year ended
December 25, 2005. The Committee has also reviewed with the
independent auditors the matters required to be discussed by
Statement on Auditing Standards No. 61 (Communications with
Audit Committees). In addition, the Committee discussed with the
independent auditors their independence from management and the
Committee has received from the independent auditors the written
disclosures required by Independence Standards Board Standard
No. 1 (Independence Discussions with Audit Committees).
Based on its review and discussions with management and the
independent auditors referred to in the preceding paragraph, the
Committee recommended to the Board and the Board has approved
the inclusion of the audited financial statements for the fiscal
year ended December 25, 2005 in the Company’s Annual
Report on
Form 10-K
for filing with the Securities and Exchange Commission. The
Committee has also selected and the Board has approved the
selection of KPMG LLP as the independent auditor for Fiscal 2006.
Report issued by Basil L. Anderson (Chair), Michael W.O.
Garrett, Claudine B. Malone and Edward M. Philip, as the members
of the Audit Committee as of the 2005 fiscal year end.
Table of Contents
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