Starwood 2008 Annual Report Download - page 57

AUDIT COMMITTEE REPORT
The information contained in this Audit Committee Report shall not be deemed to be “soliciting material” or
“filed” or “incorporated by reference” in future filings with the SEC, or subject to the liabilities of Section 18 of the
Exchange Act, except to the extent that the Company specifically incorporates it by reference into a document filed
under the Securities Act of 1933, as amended, or the Exchange Act.
The Audit Committee (the “Audit Committee”) of the Board of Directors (the “Board”) of Starwood Hotels &
Resorts Worldwide, Inc. (the “Company”), which is comprised entirely of “independent” Directors, as determined
by the Board in accordance with the New York Stock Exchange (“NYSE”) listing requirements and applicable
federal securities laws, serves as an independent and objective party to assist the Board in fulfilling its oversight
responsibilities including, but not limited to, (i) monitoring the quality and integrity of the Company’s financial
statements, (ii) monitoring compliance with legal and regulatory requirements, (iii) assessing the qualifications and
independence of the independent registered public accounting firm and (iv) establishing and monitoring the
Company’s systems of internal controls regarding finance, accounting and legal compliance. The Audit Committee
operates under a written charter which meets the requirements of applicable federal securities laws and the NYSE
requirements.
In the first quarter of 2009, the Audit Committee reviewed and discussed the audited financial statements for
the year ended December 31, 2008 with management, the Company’s internal auditors and the independent
registered public accounting firm, Ernst & Young LLP. The Audit Committee also discussed with the independent
registered public accounting firm matters relating to its independence, including a review of audit and non-audit
fees and the written disclosures and letter from Ernst & Young LLP to the Audit Committee pursuant to the
Statement on Auditing Standards No. 61 Communications with Audit Committees, as amended, as adopted by the
Public Company Accounting Oversight Board in Rule 3200T regarding the independent accountants’ communi-
cations with the Audit Committee concerning independence.
Based on the reviews and discussions referred to above, the Audit Committee recommended to the Board of
Directors that the financial statements referred to above be included in the Company’s Annual Report on Form 10-K
for the year ended December 31, 2008.
Audit Committee of the Board of Directors
Thomas O. Ryder (chairman)
Adam M. Aron
Thomas E. Clarke
Clayton C. Daley, Jr.
Kneeland C. Youngblood
Audit Fees
The aggregate amounts paid by the Company for the fiscal years ended December 31, 2008 and 2007 to the
Company’s principal accounting firm, Ernst & Young, are as follows (in millions):
2008 2007
Audit Fees(1) ........................................ $4.9 $5.0
Audit-Related Fees(2) .................................. $0.9 $0.9
Tax Fees(3) ......................................... $0.4 $0.3
Total .............................................. $6.2 $6.2
(1) Audit fees include the fees paid for the annual audit, the review of quarterly financial statements and assistance
with regulatory and statutory filings, the audit of the Company’s internal controls over financial reporting with
the objective of obtaining reasonable assurance about whether effective internal controls over financial
reporting were maintained in all material respects and for the attestation of management’s report on the
effectiveness of internal controls over financial reporting.
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