Travelzoo 2010 Annual Report Download - page 90

Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
None.
Item 9A. Controls and Procedures
As of December 31, 2010, we carried out an evaluation, under the supervision and with the participation of the
Company’s management, including the Company’s Chief Executive Officer along with the Company’s Chief
Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures
pursuant to Exchange Act Rule 13a-15(e). Based upon that evaluation, the Company’s Chief Executive Officer
along with the Company’s Chief Financial Officer concluded that the Company’s disclosure controls and
procedures are effective as of December 31, 2010 to ensure that information required to be disclosed in the
reports that the Company files or submits under the Exchange Act, including this report, is recorded, processed,
summarized and reported, within the time periods specified in the Commission’s rules and forms, and to ensure that
information required to be disclosed in such reports is accumulated and communicated to management, including
the Company’s Chief Executive Officer and the Company’s Chief Financial Officer, to allow timely decisions
regarding required disclosure. For these purposes, “disclosure controls and procedures” means controls and other
procedures of the Company that are designed to ensure that information required to be disclosed by the Company in
the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within
the time periods specified in the Commission’s rules and forms. “Disclosure controls and procedures” include,
without limitation, controls and procedures designed to ensure that information required to be disclosed by the
Company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the
Company’s management, including its principal executive and principal financial officers, or persons performing
similar functions, as appropriate to allow timely decisions regarding required disclosure.
During the quarter ended December 31, 2010, there was no change in our internal control over financial
reporting (as defined in Exchange Act Rule 13a-15(f)) that materially affected, or is reasonably likely to materially
affect, the Company’s internal control over financial reporting.
Management’s Report on Internal Control Over Financial Reporting
Travelzoo’s management is responsible for establishing and maintaining adequate internal control over
financial reporting for Travelzoo Inc. Travelzoo’s internal control over financial reporting is a process designed to
provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with U.S. generally accepted accounting principles. Travelzoo’s
internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of
records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of
Travelzoo; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of
financial statements in accordance with generally accepted accounting principles, and that receipts and
expenditures of Travelzoo are being made only in accordance with authorizations of management and directors
of Travelzoo; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use, or disposition of Travelzoo’s assets that could have a material effect on the 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.
Travelzoo’s management assessed the effectiveness of Travelzoo’s internal control over financial reporting as
of December 31, 2010, utilizing the criteria set forth by the Committee of Sponsoring Organizations of the
Treadway Commission (COSO) in Internal Control — Integrated Framework. Based on the assessment by
Travelzoo’s management, we determined that Travelzoo’s internal control over financial reporting was
effective as of December 31, 2010. The effectiveness of Travelzoo’s internal control over financial reporting as
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