Dollar General 2015 Annual Report Download - page 66
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Proxy
PROPOSAL 2:
RATIFICATION OF APPOINTMENT OF AUDITORS
Who is responsible for the selection of the independent auditor?
The Audit Committee is directly responsible for the appointment, compensation, retention and
oversight of the independent auditor that is retained to audit our financial statements.
Was the Audit Committee involved in the lead audit partner selection process?
Yes. Prior to the selection of the current lead audit partner, the Chairman of the Audit
Committee interviewed the lead audit partner candidates, and the Audit Committee discussed with
management such candidates’ qualifications and experience.
Does the Audit Committee evaluate the independent auditor and the lead audit partner?
Yes. The Audit Committee annually evaluates the lead audit partner, as well as the
independent auditor’s qualifications, performance and independence. The evaluation, which includes
the input of management, entails consideration of a broad range of factors, including the quality of
services and sufficiency of resources that have been provided; the skills, knowledge and experience of
the firm and the audit team; the effectiveness and sufficiency of communications and interactions;
independence and level of objectivity and professional skepticism; reasonableness of fees; and other
factors.
Who has the Audit Committee selected as the independent registered public accounting firm?
After conducting the evaluation process discussed above, the Audit Committee selected
Ernst & Young LLP as our independent auditor for the 2016 fiscal year. Ernst & Young LLP has
served in that capacity since October 2001. The Audit Committee and the Board of Directors believe
that the continued retention of Ernst & Young LLP is in the best interests of Dollar General and our
shareholders.
Will representatives of Ernst & Young LLP attend the annual meeting?
Representatives of Ernst & Young LLP have been requested and are expected to attend the
annual meeting. These representatives will have the opportunity to make a statement if they so desire
and are expected to be available to respond to appropriate questions.
What does the Board of Directors recommend?
Our Board unanimously recommends that you vote FOR the ratification of Ernst &
Young LLP as our independent auditor for the 2016 fiscal year. The Audit Committee is not bound by
a vote either for or against the firm. If the shareholders do not ratify this appointment, our Audit
Committee will consider that result in selecting our independent auditor in the future.
54