Cracker Barrel 2008 Annual Report Download - page 53

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We conducted an evaluation of the effectiveness of our
internal control over financial reporting based on the
framework in
Internal Control – Integrated Framework
issued
by the Committee of Sponsoring Organizations of the
Treadway Commission. This evaluation included review
of the documentation of controls, evaluation of the
design effectiveness of controls, testing of the operating
effectiveness of controls and a conclusion on this
evaluation. We have concluded that our internal control
over financial reporting was effective as of August 1,
2008, based on these criteria.
In addition, Deloitte & Touche LLP, an independent
registered public accounting firm, has issued an
attestation report on our internal control over financial
reporting, which is included herein.
Michael A. Woodhouse
Chairman, President and Chief Executive Officer
Senior Vice President, General Counsel and
Interim Chief Financial Officer
51
We are responsible for establishing and maintaining
adequate internal controls over financial reporting (as
defined in Rules 13a-15(f) and 15d-15(f) under the
Securities and Exchange Act of 1934, as amended). We
maintain a system of internal controls that is designed to
provide reasonable assurance in a cost-effective manner
as to the fair and reliable preparation and presentation of
the consolidated financial statements, as well as to
safeguard assets from unauthorized use or disposition.
Our control environment is the foundation for our
system of internal control over financial reporting and is
embodied in our Corporate Governance Guidelines, our
Financial Code of Ethics, and our Code of Business
Conduct and Ethics, all of which may be viewed on our
website. They set the tone for our organization and
include factors such as integrity and ethical values. Our
internal control over financial reporting is supported
by formal policies and procedures, which are reviewed,
modified and improved as changes occur in business
condition and operations. Our disclosure controls and
procedures and our internal controls, however, will not
and cannot prevent all error and all fraud. A control
system, no matter how well conceived and operated, can
provide only reasonable, not absolute, assurance that
the objectives of the control system are met. Further, the
design of a control system must reflect the benefits of
controls relative to their costs. Because of the inherent
limitations in all control systems, no evaluation of
controls can provide absolute assurance that all control
issues and instances of fraud, if any, within the Company
have been detected.
C B R L G R O U P, I N C .
Management’s Report on Internal Control over Financial Reporting
N.B. Forrest Shoaf