Hertz 2014 Annual Report Download - page 216

Table of Contents
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
None.
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
As described in additional detail in the  to this Annual Report on Form 10-K, in June 2014, we commenced an internal
investigation of certain matters related to the accounting during prior periods. The investigation was undertaken by outside counsel, along with
independent counsel for the Audit Committee. Counsel received assistance from outside consultants and new senior accounting and compliance
personnel. The internal investigation is complete, although our outside counsel and the independent counsel to the Audit Committee continue to
provide forensic and investigative support in connection with certain proceedings discussed in Item 3, "Legal Proceedings" and in Item 8, Note 14,
“Contingencies and Off-Balance Sheet Commitments” to the consolidated financial statements in this Annual Report on Form 10-K involving our
restatements and related accounting for prior periods.
Based on the internal investigation, our review of our financial records, and other work completed by our management, the Audit Committee has
concluded that there were material misstatements in the 2011, 2012 and 2013 consolidated financial statements. Accordingly, our Board and
management concluded that our consolidated financial statements for these periods should no longer be relied upon and required restatement. The
restated consolidated financial statements for 2012 and 2013 are provided in this Annual Report on Form 10-K. The unaudited restated selected
data for 2011 is included in Item 6, “Selected Financial Data” in this Annual Report on Form 10-K.

Our senior management has evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined under
Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this Annual Report on Form 10-K. Based upon that
evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that as of December 31, 2014, due to the identification of
material weaknesses in our internal control over financial reporting, as further described below, our disclosure controls and procedures were not
effective to provide reasonable assurance that the information required to be disclosed by us in the reports that we file or submit under the
Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that
such information is accumulated and communicated to management as appropriate to allow timely decisions regarding required disclosure.

Management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange
Act Rule 13a-15(f) and 15d-15(f).
A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable
possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis. Because
of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of
effectiveness 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.
Management, including our new Chief Executive Officer and our Chief Financial Officer, assessed the effectiveness of our internal control over
financial reporting as of December 31, 2014. In making this assessment, management used the criteria set forth by the Committee of Sponsoring
Organizations of the Treadway Commission (“COSO”) in . Based on this assessment, management
has concluded that we did not maintain effective internal control over financial reporting as of December 31, 2014 due to the fact that there are
material weaknesses in our internal control over financial reporting as discussed below.
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Source: HERTZ GLOBAL HOLDINGS INC, 10-K, July 16, 2015 Powered by Morningstar® Document Research℠
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