Pep Boys 2009 Annual Report Download - page 18

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12
Report of the Audit Committee of the Board of Directors
The Audit Committee reviews Pep Boys’ financial statements and makes recommendations to the full Board of
Directors on matters concerning the audits of Pep Boys’ books and records. Each committee member is
“independent” as defined by the listing standards of the New York Stock Exchange. Ms. Scaccetti (chair), Mr. Hotz,
Mr. Reid and Mr. Williams are the current members of the Audit Committee. Ms. Scaccetti has been designated by
the full Board as an Audit Committee Financial Expert as defined by SEC regulations. A written charter adopted by
the full Board governs the activities of the Audit Committee. The charter is reviewed, and when necessary revised,
annually.
Management has primary responsibility for Pep Boys’ internal accounting controls and financial reporting
process. The independent registered public accounting firm is responsible for performing an independent audit of
Pep Boys’ consolidated financial statements and internal control over financial reporting in accordance with
standards of the Public Company Accounting Oversight Board (United States) and to issue a report as a result of
such audit and to issue an attestation of management’s assertion of Pep Boys internal control over financial
reporting. The Audit Committee’s responsibility is to monitor and oversee these processes. The Audit Committee
serves as a focal point for communication among the Board of Directors, the independent registered public
accounting firm, management and Pep Boys’ internal audit function, as the respective duties of such groups, or their
constituent members, relate to Pep Boys’ financial accounting and reporting and to its internal controls.
In this context, the Audit Committee reviewed and discussed the audited consolidated financial statements with
management and the independent registered public accounting firm. These discussions included the matters required
to be discussed by Statement on Auditing Standards No. 61 (Communication with Audit Committees). The Audit
Committee also reviewed and discussed with management, the internal auditors and the independent registered
public accounting firm, management’s report, and the independent registered public accounting firm’s attestation, on
internal control over financial reporting in accordance with Section 404 of the Sarbanes-Oxley Act of 2002.
The Audit Committee also discussed with the independent registered public accounting firm its independence
from Pep Boys and its management, including the written disclosures submitted to the Audit Committee by the
independent registered public accounting firm as required by Independence Standards Board Standard No. 1
(Independence Discussions with Audit Committees).
Based upon the discussions and reviews referred to above, the Audit Committee recommended that the Board of
Directors include the audited consolidated financial statements and management’s report on internal control over
financial reporting in Pep Boys’ Annual Report on Form 10-K for the fiscal year ended January 30, 2010 filed with
the SEC.
This report is submitted by: Jane Scaccetti; Robert H. Hotz; Irvin D. Reid; and James A. Williams.