Hasbro 2012 Annual Report Download - page 100

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Changes in Internal Controls
There were no changes in the Company’s internal control over financial reporting, as defined in Rule 13a-
15(f) promulgated under the Exchange Act, during the quarter ended December 30, 2012, that have materially
affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
The Company is currently in the process of a multi-year global initiative to upgrade its existing SAP system
and implement enhanced global practices. During the second quarter of 2010, the SAP upgrade was completed
for the U.S. and Canada operations. During the first quarter of 2011, the implementation of the SAP upgrade
along with consolidation of certain business activities was completed in the Company’s European business. In
January 2013, the implementation of the SAP upgrade was completed for the Company’s Latin America
business. There were no significant changes in the Company’s internal controls over financial reporting resulting
from the completion of these phases of the project.
Item 9B. Other Information.
None.
PART III
Item 10. Directors, Executive Officers and Corporate Governance.
Certain of the information required by this item is contained under the captions “Election of Directors”,
“Governance of the Company” and “Section 16(a) Beneficial Ownership Reporting Compliance” in the
Company’s definitive proxy statement for the 2013 Annual Meeting of Shareholders and is incorporated herein
by reference.
The information required by this item with respect to executive officers of the Company is included in Part I
of this Annual Report on Form 10-K under the caption “Executive Officers of the Registrant” and is incorporated
herein by reference.
The Company has a Code of Conduct, which is applicable to all of the Company’s employees, officers and
directors, including the Company’s Chief Executive Officer, Chief Financial Officer and Controller. A copy of
the Code of Conduct is available on the Company’s website under Corporate, Investor Relations, Corporate
Governance. The Company’s website address is http://www.hasbro.com. Although the Company does not
generally intend to provide waivers of or amendments to the Code of Conduct for its Chief Executive Officer,
Chief Financial Officer, Controller, or other officers or employees, information concerning any waiver of or
amendment to the Code of Conduct for the Chief Executive Officer, Chief Financial Officer, Controller, or any
other executive officers or directors of the Company, will be promptly disclosed on the Company’s website in the
location where the Code of Conduct is posted.
The Company has also posted on its website, in the Corporate Governance location referred to above, copies
of its Corporate Governance Principles and of the charters for its (i) Audit, (ii) Compensation, (iii) Finance,
(iv) Nominating, Governance and Social Responsibility, and (v) Executive Committees of its Board of Directors.
In addition to being accessible on the Company’s website, copies of the Company’s Code of Conduct,
Corporate Governance Principles, and charters for the Company’s five Board Committees, are all available free
of charge upon request to the Company’s Senior Vice President, Chief Legal Officer and Secretary, Barbara
Finigan, at 1027 Newport Avenue, P.O. Box 1059, Pawtucket, R.I. 02862-1059.
Item 11. Executive Compensation.
The information required by this item is contained under the captions “Compensation of Directors”,
“Executive Compensation”, “Compensation Committee Report”, “Compensation Discussion and Analysis” and
“Compensation Committee Interlocks and Insider Participation” in the Company’s definitive proxy statement for
the 2013 Annual Meeting of Shareholders and is incorporated herein by reference.
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