TripAdvisor 2013 Annual Report Download - page 153

Fees Paid to Our Independent Registered Public Accounting Firm
E&Y was TripAdvisor’s independent registered public accounting firm for the years ended December 31,
2013 and 2012. The following table sets forth aggregate fees for professional services rendered by E&Y for the
years ended December 31, 2013 and 2012.
2013 2012
Audit Fees(1) ................................................ $1,479,583 $1,218,300
Audit-Related Fees(2) ......................................... — —
Tax Fees(3) ................................................. 3,150 3,150
Other Fees .................................................. 1,995 —
Total Fees .............................................. $1,484,728 $1,221,450
(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 and
accounting matters not related to the annual audit.
(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 responsibility for appointing, setting compensation of and overseeing the work of
the independent registered public accounting firm. In recognition of this responsibility, 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.
The Audit Committee has considered the non-audit services provided by E&Y as described above and
believes that they are compatible with maintaining E&Y’s independence as our independent registered public
accounting firm.
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