Xerox 2004 Annual Report Download - page 91

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Reports of Management
Management’s Responsibility
for Financial Statements
Our management is responsible for the integrity and
objectivity of all information presented in this annual
report. The consolidated financial statements were
prepared in conformity with accounting principles
generally accepted in the United States of America
and include amounts based on management’s best
estimates and judgments. Management believes the
consolidated financial statements fairly reflect the
form and substance of transactions and that the
financial statements fairly represent the Company’s
financial position and results of operations.
The Audit Committee of the Board of Directors,
which is composed solely of independent directors,
meets regularly with the independent auditors,
PricewaterhouseCoopers LLP, the internal auditors
and representatives of management to review
accounting, financial reporting, internal control and
audit matters, as well as the nature and extent of the
audit effort. The Audit Committee is responsible for
the engagement of the independent auditors. The
independent auditors and internal auditors have
free access to the Audit Committee.
Management’s Report on Internal
Control Over Financial Reporting
Our management is responsible for establishing and
maintaining adequate internal control over financial
reporting, as such term is defined in the rules promul-
gated under the Securities Exchange Act of 1934.
Under the supervision and with the participation of
our management, including our principal executive,
financial and accounting officers, we have conducted
an evaluation of the effectiveness of our internal con-
trol over financial reporting based on the framework
in “Internal Control-Integrated Framework” issued by
the Committee of Sponsoring Organizations of the
Treadway Commission.
Based on the above evaluation, our management has
concluded that, as of December 31, 2004, we did not have
any material weaknesses in our internal control over
financial reporting and our internal control over financial
reporting was effective. Our management’s assessment
of the effectiveness of our internal control over financial
reporting as of December 31, 2004 has been audited by
PricewaterhouseCoopers LLP, an independent registered
public accounting firm (independent auditors), as stated
in their report which is included herein.
Anne M. Mulcahy
Chief Executive Officer
Lawrence A. Zimmerman
Chief Financial Officer
Gary R. Kabureck
Chief Accounting Officer
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