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PRVT » Topics » Responsibilities

This excerpt taken from the PRVT DEF 14A filed Nov 15, 2005.

Responsibilities

 

In carrying out its responsibilities, the Audit Committee shall:

 

  (i) Review the external auditor’s compensation, the proposed terms of its engagement, and its independence;

 

  (ii) Serve as an additional communication between the external auditor and this Board of Directors and between the senior internal auditing executive, if any, and this Board of Directors;

 

  (iii) Review results of each external audit, including any qualifications in the external auditor’s opinion, any related reported condition letter, management’s responses to recommendations made by the external auditor in connection with the audit, reports submitted to the Audit Committee by the internal auditing department that are material to the Corporation as a whole, and management’s responses to those reports;

 

  (iv) Review the Corporation’s annual financial statements and any significant disputes between management and the external auditor that arose in connection with the preparation of those financial statements;

 

  (v) Consider, in consultation with the external auditor and the senior internal auditing executive, if any, the adequacy of the Corporation’s internal financial controls; it being understood that, among other things, such controls must be designed to provide reasonable assurance that the Corporation’s publicly reported financial statements are presented fairly in conformity with generally accepted accounting principles;

 

  (vi) Consider major changes and other major questions of choice regarding the appropriate auditing and accounting principles and practices to be followed when preparing the Corporation’s financial statements;

 

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  (vii) Meet (a) periodically with the Chief Executive Officer and separately with the Chief Financial Officer to review the financial affairs of the Corporation; (b) at its discretion with the external auditor for the Corporation.

 

  (viii) Review related party transactions for potential conflicts of interest in accordance with the listing requirements of the Nasdaq National Market; and

 

  (ix) Perform oversight functions as requested by the Board of Directors.

 

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