Google 2012 Annual Report Download - page 51

45GOOGLE INC. |Form10-K
PART II
ITEM8.Financial Statements and Supplementary Data
Report of Independent Registered Public AccountingFirm
The Board of Directors and Stockholders of Google Inc.
We have audited Google Inc.’s internal control over fi nancial reporting as of December31, 2012, based on criteria established in
Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (the
COSO criteria). Google Inc.’s management is responsible for maintaining eff ective internal control over fi nancial reporting, and
for its assessment of the eff ectiveness of internal control over fi nancial reporting included in the accompanying Management’s
Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control
over fi nancial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).
Those standards require that we plan and perform the audit to obtain reasonable assurance about whether eff ective internal
control over fi nancial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal
control over fi nancial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating
eff ectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary
in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
A company’s internal control over fi nancial reporting is a process designed to provide reasonable assurance regarding the reliability
of fi nancial reporting and the preparation of fi nancial statements for external purposes in accordance with generally accepted
accounting principles. A company’s internal control over fi nancial reporting includes those policies and procedures that (1)pertain
to the maintenance of records that, in reasonable detail, accurately and fairly refl ect the transactions and dispositions of the assets
of the company; (2)provide reasonable assurance that transactions are recorded as necessary to permit preparation of fi nancial
statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are
being made only in accordance with authorizations of management and directors of the company; and (3)provide reasonable
assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that
could have a material eff ect on the fi nancial statements.
Because of its inherent limitations, internal control over fi nancial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of eff ectiveness to future periods are subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In our opinion, Google Inc. maintained, in all material respects, eff ective internal control over fi nancial reporting as of December31,
2012, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the
consolidated balance sheets of Google Inc. as of December31, 2011 and 2012, and the related consolidated statements of income,
comprehensive income, stockholders’ equity, and cash fl ows for each of the three years in the period ended December31, 2012
of Google Inc. and our report dated January29, 2013 expressed an unqualifi ed opinion thereon.
/s/ ERNST& YOUNG LLP
San Jose, California
January29, 2013
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