TripAdvisor 2012 Annual Report Download - page 147

Fees Paid to Our Independent Registered Public Accounting Firm
The following table sets forth aggregate fees for professional services rendered by Ernst & Young LLP for
the years ended December 31, 2012 and 2011.
2012 2011
Audit Fees(1) ................................................. $1,218,300 $468,000
Audit-Related Fees(2) .......................................... $ — $ —
Total Audit and Audit-Related Fees ................................ $1,218,300 $468,000
Tax Fees(3) ................................................... $ 3,150 $ —
Other Fees ................................................... $ — $ —
Total Fees ................................................ $1,221,450 $468,000
(1) Audit Fees include fees and expenses associated with the annual audit of TripAdvisor’s consolidated
financial statements, statutory audits, reviews of TripAdvisor’s periodic reports, accounting consultations,
reviews of SEC registration statements, report on the effectiveness of internal control and consents and other
services related to SEC matters.
(2) Audit-Related Fees include fees and expenses for due diligence in connection with acquisitions.
(3) Tax Fees include fees and expenses for quarterly tax compliance services outside of the U.S.
Audit and Non-Audit Services Pre-Approval Policy
The Audit Committee has considered the non-audit services provided by Ernst & Young LLP as described
above and believes that they are compatible with maintaining Ernst & Young LLP’s independence as our
independent registered public accounting firm.
The Audit Committee has adopted a policy governing the pre-approval of all audit and permitted non-audit
services performed by TripAdvisor’s independent registered public accounting firm to ensure that the provision
of such services does not impair the independent registered public accounting firm’s independence from
TripAdvisor and our management. Unless a type of service to be provided by our independent registered public
accounting firm has received general pre-approval from the Audit Committee, it requires specific pre-approval
by the Audit Committee. The payment for any proposed services in excess of pre-approved cost levels requires
specific pre-approval by the Audit Committee.
Pursuant to its pre-approval policy, the Audit Committee may delegate its authority to pre-approve services
to one or more of its members, and it has currently delegated this authority to its Chairman, subject to a limit of
$250,000 per approval. The decisions of the Chairman (or any other member(s) to whom such authority may be
delegated) to grant pre-approvals must be presented to the full Audit Committee at its next scheduled meeting.
The Audit Committee may not delegate its responsibilities to pre-approve services to Company management.
15