Comfort Inn 2011 Annual Report Download - page 110

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Table of Contents
International Financial Reporting Standards (“IFRS”). Additional disclosure requirements in the update include: (1) for Level 3 fair value measurements,
quantitative information about unobservable inputs used, a description of the valuation processes used by the entity, and a qualitative discussion about the
sensitivity of the measurements to changes in the unobservable inputs; (2) for an entity’s use of a non-financial asset that is different from the asset’s highest
and best use, the reason for the difference; (3) for financial instruments not measured at fair value but for which disclosure of fair value is required, the fair
value hierarchy level in which the fair value measurements were determined; and (4) the disclosure of all transfers between Level 1 and Level 2 of the fair value
hierarchy. ASU 2011-04 will be effective for interim and annual periods beginning on or after December 15, 2011. The Company will update its disclosures
as appropriate upon adoption of this standard.
 
On February 20, 2012, the Company’s Board of Directors declared a quarterly cash dividend of $0.185 per share of common stock. The dividend is
payable on April 16, 2012 to shareholders of record as of April 2, 2012. Based on the Company’s share count at February 15, 2012, the total dividends to be
paid is approximately $10.7 million.
Subsequent to December 31, 2011 through February 29, 2012, the company repurchased an additional 0.2 million shares of its common stock at a total
cost of $7.3 million under its share repurchase program.
 
None.

The Company has a disclosure review committee whose membership includes the Chief Executive Officer (“CEO”) and Chief Financial Officer
(“CFO”), among others. The disclosure review committee’s procedures are considered by the CEO and CFO in performing their evaluations of the Company’s
disclosure controls and procedures (as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934) and in assessing the accuracy and
completeness of the Company’s disclosures.
An evaluation was performed under the supervision and with the participation of the Company’s CEO and CFO, of the effectiveness of the design and
operation of the Company’s disclosure controls and procedures. Based on that evaluation, the Company’s management, including the CEO and CFO,
concluded that the Company’s disclosure controls and procedures were effective as of December 31, 2011.
There have been no changes in the Company’s internal control over financial reporting that occurred during 2011 that materially affected, or is
reasonably likely to materially affect the Company’s internal control over financial reporting.

The management of Choice Hotels International, Inc. and its subsidiaries (together “the Company”) is responsible for establishing and maintaining
adequate internal control over financial reporting. The Company’s internal control over financial reporting was designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted
accounting principles.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation
of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or the degree of compliance with
the policies or procedures may deteriorate.
Management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2011. In making this assessment,
management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control—Integrated
Framework. Based on management’s assessment under those criteria, management concluded that the Company’s internal control over financial reporting
was effective as of December 31, 2011.
The effectiveness of the Company’s internal control over financial reporting as of December 31, 2011 has been audited by PricewaterhouseCoopers LLP,
an independent registered public accounting firm, as stated in their report which appears herein.
 
None.
108