Cisco 2012 Annual Report Download - page 141

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Internal Control over Financial Reporting
Management’s report on our internal control over financial reporting and the report of our independent registered
public accounting firm on our internal control over financial reporting are set forth, respectively, on page 80
under the caption “Management’s Report on Internal Control Over Financial Reporting” and on page 79 of this
report.
There was no change in our internal control over financial reporting during our fourth quarter of fiscal 2012 that
has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
Item 9B. Other Information
None.
PART III
Item 10. Directors, Executive Officers and Corporate Governance
The information required by this item relating to our directors and nominees is included under the captions
“Proposal No. 1: Election of Directors—General,” “—Business Experience and Qualifications of Nominees,”
and “—Board Committees and Meetings—Nomination and Governance Committee” in our Proxy Statement
related to the 2012 Annual Meeting of Shareholders and is incorporated herein by reference.
The information required by this item regarding our Audit Committee is included under the caption
“Proposal No. 1: Election of Directors—Board Committees and Meetings” in our Proxy Statement related to the
2012 Annual Meeting of Shareholders and is incorporated herein by reference.
Pursuant to General Instruction G(3) of Form 10-K, the information required by this item relating to our
executive officers is included under the caption “Executive Officers of the Registrant” in Part I of this report.
The information required by this item regarding compliance with Section 16(a) of the Securities Act of 1934
is included under the caption “Ownership of Securities—Section 16(a) Beneficial Ownership Reporting
Compliance” in our Proxy Statement related to the 2012 Annual Meeting of Shareholders and is incorporated
herein by reference.
We have adopted a code of ethics that applies to our principal executive officer and all members of our
finance department, including the principal financial officer and principal accounting officer. This code of ethics,
which consists of the “Special Ethics Obligations for Employees with Financial Reporting Responsibilities”
section of our Code of Business Conduct that applies to employees generally, is posted on our website. The
Internet address for our website is www.cisco.com , and the code of ethics may be found from our main webpage
by clicking first on “About Cisco” and then on “Corporate Governance” under “Investor Relations,” next on
“Code of Business Conduct” under “Corporate Governance,” and finally on “Special Ethics Obligations for
Employees with Financial Reporting Responsibilities.”
We intend to satisfy any disclosure requirement under Item 5.05 of Form 8-K regarding an amendment to,
or waiver from, a provision of this code of ethics by posting such information on our website, on the webpage
found by clicking through to “Code of Business Conduct” as specified above.
Item 11. Executive Compensation
The information appearing under the headings “Proposal No. 1: Election of Directors—Director
Compensation” and “Executive Compensation and Related Information” in our Proxy Statement related to the
2012 Annual Meeting of Shareholders is incorporated herein by reference.
133