Aetna 2009 Annual Report Download - page 91

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Annual Report – Page 85
Management’s Report on Internal Control Over Financial Reporting
Management is responsible for establishing and maintaining adequate internal control over financial reporting
(“ICOFR”) for the Company. ICOFR is defined as 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
GAAP.
Our ICOFR process 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 our assets; (ii) provide reasonable
assurance that transactions are recorded as necessary to permit preparation of consolidated financial statements in
accordance with GAAP, and that our receipts and expenditures are being made only in accordance with authorizations
of our management and directors; and (iii) provide reasonable assurance regarding prevention or timely detection of
unauthorized acquisition, use or disposition of our assets that could have a material effect on our consolidated financial
statements.
Because of its inherent limitations, ICOFR may not prevent or detect misstatements. Further, projections of any
evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of
changes in conditions, or that the degree of compliance with policies or procedures may deteriorate.
Under the supervision and with the participation of management, including our Chief Executive and Chief Financial
Officers, management assessed the effectiveness of our ICOFR at December 31, 2009. In making this assessment,
management used the framework set forth by the Committee of Sponsoring Organizations of the Treadway
Commission in “Internal Control – Integrated Framework.” Based on this assessment, management concluded that
our ICOFR was effective at December 31, 2009. Our ICOFR as well as our consolidated financial statements have
been audited by KPMG LLP, an independent registered public accounting firm, as stated in their report which is
included beginning on page 86.
Management’s Responsibility for Financial Statements
Management is responsible for our consolidated financial statements, which have been prepared in accordance with
GAAP. Management believes the consolidated financial statements, and other financial information included in this
report, fairly present in all material respects our financial position, results of operations and cash flows as of and for
the periods presented in this report.
The financial statements are the product of a number of processes that include the gathering of financial data
developed from the records of our day-to-day business transactions. Informed judgments and estimates are used for
those transactions not yet complete or for which the ultimate effects cannot be measured precisely. We emphasize the
selection and training of personnel who are qualified to perform these functions. In addition, our personnel are subject
to rigorous standards of ethical conduct that are widely communicated throughout the organization.
The Audit Committee of Aetna’ s Board of Directors engages KPMG LLP, an independent registered public accounting
firm, to audit our consolidated financial statements and express their opinion thereon. Members of that firm also have
the right of full access to each member of management in conducting their audits. The report of KPMG LLP on their
audit of our consolidated financial statements appears beginning on page 86.
Audit Committee Oversight
The Audit Committee of Aetna’ s Board of Directors is comprised solely of independent directors. The Audit
Committee meets regularly with management, our internal auditors and KPMG LLP to oversee and monitor the work
of each and to inquire of each as to their assessment of the performance of the others in their work relating to our
consolidated financial statements and ICOFR. Both KPMG LLP and our internal auditors have, at all times, the right
of full access to the Audit Committee, without management present, to discuss any matter they believe should be
brought to the attention of the Audit Committee.