DIRECTV 2002 Annual Report Download - page 74

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HUGHES ELECTRONICS CORPORATION
AUDIT COMMITTEE’S REPORT
The Audit Committee of the Hughes Electronics Corporation Board of Directors (the “Committee”)
is composed of three independent directors and operates under a written charter adopted by the Board
of Directors. The members of the Committee are J. M. Cornelius (Chair), P. A. Lund and A. C. Sikes.
The Committee recommends to the Board of Directors the selection of Hughes’ independent auditors.
Management is responsible for internal control, disclosure controls and procedures and the
financial reporting process. The independent auditors are responsible for performing an independent
audit of Hughes’ consolidated financial statements in accordance with auditing standards generally
accepted in the United States of America and to issue a report thereon. The Committee’s responsibility
is to monitor and oversee these processes.
In this context, the Committee has met and held discussions with management and the
independent auditors. Management represented to the Committee that Hughes’ consolidated financial
statements were prepared in accordance with accounting principles generally accepted in the United
States of America, and the Committee has reviewed and discussed the audited consolidated financial
statements with management and the independent auditors. The Committee discussed with the
independent auditors matters required to be discussed by Statement on Auditing Standards No.61
(Communication with Audit Committees).
Hughes’ independent auditors also provided to the Committee the written disclosures required by
Independence Standards Board Standard No.1 (Independence Discussions with Audit Committees),
and the Committee discussed with the independent auditors that firm’s independence.
Based upon the Committee’s discussions with management and the independent auditors and the
Committee’s review of the representation of management and the report of the independent auditors to
the Committee, the Committee recommended that the Board of Directors include the audited
consolidated financial statements in Hughes’ Annual Report on Form 10-K for the year ended
December 31, 2002 filed with the Securities and Exchange Commission.
/s/ J. M. C
ORNELIUS
, Chair
/s/ P.A.L
UND
/s/ A.C.S
IKES
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