Walgreens 2015 Annual Report Download - page 126

To the Board of Directors and Shareholders of Walgreens Boots Alliance, Inc.:
We have audited the internal control over financial reporting of Walgreens Boots Alliance, Inc. (successor to
Walgreen Co.) and subsidiaries (the “Company”) as of August 31, 2015 based on criteria established in Internal
Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway
Commission. As described in Management’s Report on Internal Control, management excluded from its
assessment the internal control over financial reporting at Alliance Boots GmbH and its subsidiaries (Alliance
Boots), in which the Company acquired a controlling interest on December 31, 2014, at which time Alliance
Boots became wholly-owned. Alliance Boots represented approximately 49.2% and 21.7% of the Company’s
total assets and net sales, respectively, as of and for the year ended August 31, 2015. Accordingly, our audit did
not include the internal control over financial reporting at Alliance Boots. The Company’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, included in the accompanying Management’s Report on
Internal Control. Our responsibility is to express an opinion on 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, assessing the risk that a material
weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the
assessed risk, 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 by, or under the supervision of, the
company’s principal executive and principal financial officers, or persons performing similar functions, and
effected by the company’s board of directors, management, and other personnel 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 permit preparation of financial statements in accordance
with generally accepted accounting principles, and that receipts and expenditures of the company are being made
only in accordance with authorizations of management and directors of the company; and (3) provide reasonable
assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the
company’s assets that could have a material effect on the financial statements.
Because of the inherent limitations of internal control over financial reporting, including the possibility of
collusion or improper management override of controls, material misstatements due to error or fraud may not be
prevented or detected on a timely basis. Also, projections of any evaluation of the effectiveness of the internal
control over financial reporting to future periods are subject to the risk that the controls may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures may
deteriorate.
In our opinion, the Company maintained, in all material respects, effective internal control over financial
reporting as of August 31, 2015, based on the criteria established in Internal Control – Integrated Framework
(2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board
(United States), the consolidated financial statements as of and for the year ended August 31, 2015 of the
Company and our report dated October 28, 2015 expressed an unqualified opinion on those financial statements
and includes an explanatory paragraph on a change in accounting method for equity investment and equity
earnings in Alliance Boots GmbH to eliminate the three month reporting lag used prior to December 31, 2014.
/s/ DELOITTE & TOUCHE LLP
Chicago, Illinois
October 28, 2015
- 122 -