SkyWest Airlines 2015 Annual Report Download - page 152

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50
AUDIT AND FINANCE COMMITTEE DISCLOSURE
Who served on the Audit and Finance Committee?
The members of the Audit and Finance Committee as of December 31, 2015, were W. Steve Albrecht
(Chairman), Henry J. Eyring, Andrew C. Roberts, Keith E. Smith and James Welch. Each member of the Audit and
Finance Committee has been determined by the Board to be independent under the rules of the Securities and Exchange
Commission and The Nasdaq Global Select Market. The Board has determined that W. Steve Albrecht, who served on
the Audit and Finance Committee during the year ended December 31, 2015, is an “audit committee financial expert” as
defined in Item 401(h) (2) of Regulation S-K promulgated under the Exchange Act.
What document governs the activities of the Audit and Finance Committee?
The Audit and Finance Committee acts under a written charter, which sets forth its responsibilities and duties,
as well as requirements for the Audit and Finance Committee’s composition and meetings. The Audit and Finance
Committee charter is available on the Company’s website at inc.skywest.com, and is also available in print, free of
charge, upon request. Requests for a printed copy of the Audit and Finance Committee charter should be submitted to
Eric J. Woodward, Chief Accounting Officer of the Company, at 444 South River Road, St. George, Utah 84790.
How does the Audit and Finance Committee conduct its meetings?
During the year ended December 31, 2015, the Audit and Finance Committee met with the senior members of
the Company’s financial management team at each of its regular scheduled quarterly meetings. The Audit and Finance
Committee also met with representatives of Ernst & Young, LLP (“EY”), the Company’s independent registered public
accounting firm, at each of its in-person meetings and met with representatives of Protiviti, Inc. (“Protiviti”), the
Company’s principal internal auditor, at several of its meetings. Agendas for the Audit and Finance Committee’s
meetings are established by the Chairman of the Audit and Finance Committee, after consultation with the Company’s
Chief Financial Officer and Chief Accounting Officer. At those meetings, the Audit and Finance Committee reviewed
and discussed the Company’s financial performance, financial reporting practices, various financial and regulatory
issues, accounting and financial management issues, developments in the accounting profession, as well as the
Company’s industry, risk management and a summary of calls received on the Company’s anonymous reporting line.
The Audit and Finance Committee also had separate, executive sessions regularly with representatives of EY, the
Company’s Chief Financial Officer, Protiviti and the Company’s legal counsel, at which meetings candid discussions of
financial management, accounting, internal controls and legal and compliance issues took place. Additionally, the
Chairman of the Audit and Finance Committee had separate discussions regularly with the Chief Financial Officer and
representatives of EY, Protiviti and the Company’s legal counsel.
Does the Audit and Finance Committee review the periodic reports and other public financial disclosures of the
Company?
The Audit and Finance Committee reviews each of the Company’s quarterly and annual reports, including
Management’s Discussion and Analysis of Financial Condition and Results of Operations. As part of its review, the
Audit and Finance Committee discusses the reports with the Company’s management and independent registered public
accounting firm and considers the audit and review reports prepared by the independent registered public accounting
firm about the Company’s quarterly and annual reports, as well as related matters such as the quality (and not just the
acceptability) of the Company’s accounting practices, alternative methods of accounting under generally accepted
accounting principles in the United States (“GAAP”) and the preferences of the independent registered public accounting
firm in this regard, the Company’s critical accounting policies and the clarity and completeness of the Company’s
financial and other disclosures.