ADP 2011 Annual Report Download - page 73

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
Item 9A. Controls and Procedures
Attached as Exhibits 31.1 and 31.2 to this Annual Report on Form 10
- K are certifications of ADP ’ s Chief Executive Officer and
Chief Financial Officer, which are required by Rule 13a
- 14(a) of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”
). This “Controls and Procedures” section should be read in conjunction with the report of Deloitte & Touche LLP that appears
on page
75 of this Annual Report on Form 10 - K and is hereby incorporated herein by reference.
Management ’ s Evaluation of Disclosure Controls and Procedures
The Company carried out an evaluation (the “evaluation” ), under the supervision and with the participation of the Company ’ s
management, including its Chief Executive Officer and Chief Financial Officer, of the effectiveness of the Company
’ s disclosure
controls and procedures, as defined in Rules 13a
- 15(e) and 15d - 15(e) under the Exchange Act. Disclosure controls and procedures
include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in
the reports that it files or submits under the Exchange Act is accumulated and communicated to the Company
’ s management,
including its Chief Executive Officer and Chief Financial Officer, or persons performing similar functions, as appropriate to allow
timely decisions regarding required disclosure. Based on the evaluation, the Company ’ s Chief Executive Officer and Chief Financial
Officer have concluded that the Company
’ s disclosure controls and procedures were effective as of June 30, 2011 in ensuring that (i)
information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is accumulated and
communicated to the Company ’ s management, including its Chief Executive Officer and Chief Financial Officer, to allow timely
decisions regarding required disclosure and (ii) such information is recorded, processed, summarized and reported within the time
periods specified in the Securities and Exchange Commission ’ s rules and forms.
Management ’ s Report on Internal Control over Financial Reporting
It is the responsibility of Automatic Data Processing, Inc.
’ s (“ADP” ) management to establish and maintain effective internal
control over financial reporting (as defined in Rule 13a
- 15(f) under the Securities Exchange Act of 1934, as amended). Internal control
over financial reporting is designed to provide reasonable assurance to ADP
’ s management and board of directors regarding the
preparation of reliable financial statements for external purposes in accordance with generally accepted accounting principles.
ADP
’ s internal control over financial reporting includes those policies and procedures that: (i) pertain to the maintenance of
records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of ADP; (ii) 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 ADP are being made only in accordance with
authorizations of management and directors of ADP; and (iii) provide reasonable assurance regarding the prevention or timely
detection of unauthorized acquisition, use or disposition of ADP
’ s assets that could have a material effect on the financial
statements of ADP.
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