WeightWatchers 2005 Annual Report Download - page 57

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Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
Item 9A. Controls and Procedures
Disclosure Controls and Procedures
We maintain disclosure controls and procedures that are designed to ensure that information
required to be disclosed in our reports under the Securities Exchange Act of 1934, as amended (the
‘‘Exchange Act’’) is recorded, processed, summarized and reported within the time periods specified in
the Securities and Exchange Commission’s rules and forms, and that such information is accumulated
and communicated to our management, including our Chief Executive Officer and Chief Financial
Officer, as appropriate, to allow timely decisions regarding required disclosures. Any controls and
procedures, no matter how well designed and operated, can provide only reasonable assurance of
achieving the desired control objectives. Our management, with the participation of our Chief
Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and
operation of our disclosure controls and procedures as of December 31, 2005. Based upon that
evaluation and subject to the foregoing, our Chief Executive Officer and Chief Financial Officer
concluded that the design and operation of our disclosure controls are effective.
In addition, there was no change in our internal control over financial reporting that occurred
during the quarter ended December 31, 2005 that has materially affected, or is reasonable likely to
materially affect our internal control over financial reporting.
Management’s Report on Internal Control Over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over
financial reporting. Internal control over financial reporting is a process designed under the supervision
and with the participation of our management, including our principal executive officer and principal
financial officer, to provide reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with accounting principles
generally accepted in the United States of America.
Our management assessed the effectiveness of our internal control over financial reporting as of
December 31, 2005, the end of fiscal 2005. In making this assessment, our management used the
criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO)
in Internal Control-Integrated Framework. Based on this assessment, management, under the
supervision and with the participation of our principal executive officer and principal financial officer,
concluded that, as of December 31, 2005, our internal control over financial reporting was effective
based on those criteria.
Our management’s assessment of the effectiveness of the Company’s internal control over financial
reporting as of December 31, 2005 has been audited by PricewaterhouseCoopers LLP, an independent
registered public accounting firm, as stated in their report which appears herein.
Item 9B. Other Information
None.
47