Radio Shack 2008 Annual Report Download - page 50

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Based upon that evaluation, our CEO and CFO have concluded that these disclosure controls and
procedures were effective.
Management’s Report on Internal Control Over Financial Reporting
Our 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). Under the supervision and with the
participation of our management, including our CEO and CFO, we conducted an evaluation of the
effectiveness of our internal control over financial reporting based on the framework in “Internal Control –
Integrated Framework” issued by the Committee of Sponsoring Organizations of the Treadway
Commission. Based on our evaluation under the framework in “Internal Control – Integrated Framework,”
our management concluded that our internal control over financial reporting was effective as of December
31, 2008. The effectiveness of our internal control over financial reporting as of December 31, 2008, has
been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as
stated in their report which is included herein.
Changes in Internal Controls
There were no changes in our internal control over financial reporting that occurred during our last fiscal
quarter that have materially affected, or are reasonably likely to materially affect, our internal control over
financial reporting.
ITEM 9B. OTHER INFORMATION.
None.
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
We will file a definitive proxy statement with the Securities and Exchange Commission on or about April 14,
2009. The information called for by this Item with respect to directors and the Audit and Compliance
Committee of the Board of Directors is incorporated by reference from the Proxy Statement for the 2009
Annual Meeting under the headings “Item 1 - Election of Directors” and “Meetings and Committees of the
Board.” For information relating to our Executive Officers, see Part I of this report. The Section 16(a)
reporting information is incorporated by reference from the Proxy Statement for the 2009 Annual Meeting
under the heading “Section 16(a) Beneficial Ownership Reporting Compliance.” Information regarding our
Financial Code of Ethics is incorporated by reference from the Proxy Statement for the 2008 Annual
Meeting under the heading “Corporate Governance – Code of Conduct and Financial Code of Ethics.”
ITEM 11. EXECUTIVE COMPENSATION.
The information called for by this Item with respect to executive compensation is incorporated by reference
from the Proxy Statement for the 2009 Annual Meeting under the headings “Compensation Discussion and
Analysis,” “Executive Compensation,” “Non-Employee Director Compensation,” “Other Matters Involving
Executive Officers,” “Compensation Committee Interlocks and Insider Participation” and “Report of the
Management Development and Compensation Committee on Executive Compensation.”
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS.
The information called for by this Item with respect to security ownership of certain beneficial owners and
management is incorporated by reference from the Proxy Statement for the 2009 Annual Meeting under the
heading “Ownership of Securities.”
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