Red Lobster 2010 Annual Report Download - page 38

36 DARDEN RESTAURANTS, INC. | 2010 ANNUAL REPORT
Notes to Consolidated Financial Statements
Darden Restaurants
36 DARDEN RESTAURANTS, INC. | 2010 ANNUAL REPORT
REPORT OF MANAGEMENT’S
RESPONSIBILITIES
The management of Darden Restaurants, Inc. is responsible for the fairness
and accuracy of the consolidated financial statements. The consolidated
financial statements have been prepared in accordance with U.S. generally
accepted accounting principles, using management’s best estimates and
judgments where appropriate. The financial information throughout this
report is consistent with our consolidated financial statements.
Management has established a system of internal controls that
provides reasonable assurance that assets are adequately safeguarded and
transactions are recorded accurately, in all material respects, in accordance
with management’s authorization. We maintain a strong audit program
that independently evaluates the adequacy and effectiveness of internal
controls. Our internal controls provide for appropriate segregation of duties
and responsibilities and there are documented policies regarding utilization
of our assets and proper financial reporting. These formally stated and
regularly communicated policies set high standards of ethical conduct for all
employees.
The Audit Committee of the Board of Directors meets at least quarterly
to determine that management, internal auditors and the independent regis-
tered public accounting firm are properly discharging their duties regarding
internal control and financial reporting. The independent registered public
accounting firm, internal auditors and employees have full and free access to
the Audit Committee at any time.
KPMG LLP, an independent registered public accounting firm, is retained
to audit our consolidated financial statements and the effectiveness of our
internal control over financial reporting. Their reports follow.
Clarence Otis, Jr.
Chairman of the Board and Chief Executive Officer
MANAGEMENT’S REPORT ON INTERNAL
CONTROL OVER FINANCIAL REPORTING
Management is responsible for establishing and maintaining adequate
internal control over financial reporting (as defined in Rule 13a-15(f) under
the Securities Exchange Act of 1934, as amended). The Company’s internal
control over financial reporting is designed to provide reasonable assurance
to the Company’s management and Board of Directors regarding the
preparation and fair presentation of published financial statements.
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 assessed the effectiveness of the Company’s
internal control over financial reporting as of May 30, 2010. In making this
assessment, management used the criteria set forth by the Committee of
Sponsoring Organizations of the Treadway Commission (COSO) in Internal
Control-Integrated Framework. Management has concluded that, as of
May 30, 2010, the Company’s internal control over financial reporting was
effective based on these criteria.
The Company’s independent registered public accounting firm KPMG
LLP, has issued an audit report on the effectiveness of our internal control
over financial reporting, which follows.
Report of Management’s Responsibilities and
Management’s Report on Internal Control Over Financial Reporting
Darden