Virgin Media 2006 Annual Report Download - page 78

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(b) Management’s Annual Report on Internal Control Over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over our financial reporting, as such
term is defined in Exchange Act Rule 13a−15(f). Our internal control over financial reporting is a process designed to provide
reasonable assurance regarding the reliability of financial reporting and the preparation of the Company’s financial statements for
external reporting purposes in accordance with U.S. generally accepted accounting principles. Because of its inherent limitations,
internal control over financial reporting may not prevent or detect misstatements.
Under the supervision and with the participation of our management, including our chief executive officer and chief financial
officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2006 based
on the framework described in “Internal Control—Integrated Framework” issued by the Committee of Sponsoring Organizations of
the Treadway Commission (COSO). This evaluation did not include our Virgin Mobile operations as we acquired Virgin Mobile in
July 2006, which constituted £1,339.3 million and £942.0 million of total and net assets, respectively, as of December 31, 2006 and
£291.8 million and £17.5 million of revenues and net loss, respectively, for the year then ended. Pursuant to guidance issued by the
SEC, a company can exclude an acquired business’s internal controls from management’s report on internal control over financial
reporting in the first year of acquisition. Based on our evaluation under the COSO framework, our management has concluded, and
hereby reports, that our internal control over financial reporting (excluding Virgin Mobile) was effective as of December 31, 2006.
Management’s assessment of the effectiveness of our internal controls over financial reporting as of December 31, 2006 has been
audited by Ernst & Young LLP, an independent registered public accounting firm as stated in their report below.
(c) Attestation Report of Independent Registered Public Accounting Firm
The Board of Directors and Shareholders
Virgin Media Inc.
We have audited management’s assessment, included in the accompanying “Management’s Annual Report on Internal Control
Over Financial Reporting”, that Virgin Media Inc. (formerly known as NTL Incorporated) maintained effective internal control over
financial reporting as of December 31, 2006, based on criteria established in Internal Control—Integrated Framework issued by the
Committee of Sponsoring Organizations of the Treadway Commission (the COSO criteria). Virgin Media Inc.’s management is
responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal
control over financial reporting. Our responsibility is to express an opinion on management’s assessment and an opinion on the
effectiveness of the company’s internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).
Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control
over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over
financial reporting, evaluating management’s assessment, testing and evaluating the design and operating effectiveness of internal
control, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a
reasonable basis for our opinion.
A company’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 generally
accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that
(1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the
assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to
74
Source: VIRGIN MEDIA INVESTM, 10−K, March 01, 2007