ADT 2015 Annual Report Download - page 18

CORPORATE GOVERNANCE OF THE COMPANY—CONTINUED
Audit Committee The Audit Committee was established in accordance with Section 3(a)(58)(A) and Rule 10A-3
under the Exchange Act.
Primary Responsibilities
•overseeing the quality and integrity of our annual audited and quarterly unaudited financial
statements, accounting practices and financial information that we provide to the SEC or
the public;
•selecting our independent registered public accounting firm, such selection to be
presented by our Board of Directors to our stockholders for their ratification at the annual
meeting of stockholders;
•pre-approving all services to be provided to us by our independent registered public
accounting firm;
•conferring with our independent registered public accounting firm to review the plan and
scope of its proposed financial audits and quarterly reviews, as well as its findings and
recommendations upon the completion of the audits and such quarterly reviews;
•reviewing the independence of the independent registered public accounting firm;
•overseeing our internal audit function;
•meeting with the independent registered public accounting firm, our appropriate financial
personnel and internal auditor regarding our internal controls, critical accounting policies
and other matters; and
•overseeing all of our compliance, internal controls, cybersecurity risk and risk
management policies.
Financial Expertise, Independence and Financial Literacy
The Board of Directors has determined that the committee chairman, Mr. Colligan, and
Ms. Hyle each qualify as an “audit committee financial expert” as defined by the rules of the
SEC.
The Audit Committee is comprised of directors who meet the independence requirements set
forth in the listing standards of the NYSE, our Board Governance Principles and in
accordance with the Audit Committee charter, are “financially literate” as defined by the NYSE
rules and have accounting or related financial management expertise as such terms are
interpreted by the Board of Directors in its business judgment. None of our Audit Committee
members simultaneously serves on more than two other public company audit committees.
Report
The Audit Committee Report is set forth on page 50 of this Proxy Statement.
Charter
The Audit Committee charter is posted to our website at http://investors.adt.com. A printed
copy of the Audit Committee charter is available to stockholders upon written request to the
Corporate Secretary at The ADT Corporation, 1501 Yamato Road, Boca Raton, Florida
33431.
Met nine times in FY 2015
Committee Members
Thomas Colligan (Chairman)
Bridgette Heller
Kathleen Hyle
Christopher Hylen
8The ADT Corporation 2016 Proxy Statement
PROXY STATEMENT