Alaska Airlines and Horizon Air 2013 Annual Report Download - page 49

AUDIT COMMITTEE MATTERS
The Audit Committee has considered
whether the provision of the non-audit
services referenced above is compatible
with maintaining the independence of the
Company’s independent accountants, and
has determined that it does not impact the
independence of the accountants.
Independent Accountant Engagement Policy
The Audit Committee has established and
annually reviews an Independent Accountant
Engagement Policy designed to ensure that
the Company’s independent accountant
performs its services independently and with
the highest integrity and professionalism. In
addition to certain specific prohibited
services, the Audit Committee considers
whether any service provided by the
independent accountants may impair the
firm’s independence in fact or appearance.
The policy provides that any engagement of
the Company’s outside accountant must be
consistent with principles determined by the
SEC, namely, whether the independent
accountant is capable of exercising impartial
judgment on all issues encompassed within
the accountant’s engagement.
Permitted services under the policy include
audit services, audit-related services, certain
tax services and certain other services
not prohibited by SEC rules or other federal
regulations. Before retaining its independent
accountant for non-audit services, the Audit
Committee will consider factors such as
whether the services might compromise the
accountant’s independence, whether the
accountant is the best provider for the
services, and the appropriate proportion of
audit to non-audit services.
All services must be pre-approved by the
Audit Committee except for certain services
other than audit, review, or attest services
that meet the “de minimis exception” under
17 CFR Section 210.2-01, namely:
• the aggregate amount of fees paid for all
such services is not more than 5% of the
total fees paid by the Company to its
accountant during the fiscal year in which
the services are provided;
• such services were not recognized by the
Company at the time of the engagement
to be non-audit services; and
• such services are promptly brought to the
attention of the Audit Committee and
approved prior to the completion of the
audit.
During fiscal years 2013, 2012 and 2011,
there were no such services that were
performed pursuant to the “de minimis
exception.”
AUDIT COMMITTEE REPORT
The following report of the Audit Committee
shall not be deemed to be soliciting material
or to be filed with the SEC under the
Exchange Act, as amended, or incorporated
by reference in any document so filed.
Review of Our Company’s Audited Financial
Statements
The Audit Committee has reviewed and
discussed with management and KPMG, the
Company’s independent accountants, the
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