Alaska Airlines and Horizon Air 2014 Annual Report Download - page 45

The Audit Committee has considered whether the
provision of the non-audit services referenced
above is compatible with maintaining the
independence of the Company’s independent
accountants, and has determined that it does
not impact the independence of the accountants.
Independent Accountant Engagement Policy
The Audit Committee has established and
annually reviews an Independent Accountant
Engagement Policy designed to ensure that the
Company’s independent accountant performs its
services independently and with the highest
integrity and professionalism. In addition to
certain specific prohibited services, the Audit
Committee considers whether any service
provided by the independent accountants may
impair the firm’s independence in fact or
appearance.
The policy provides that any engagement of the
Company’s outside accountant must be
consistent with principles determined by the
SEC, namely, whether the independent
accountant is capable of exercising impartial
judgment on all issues encompassed within the
accountant’s engagement.
Permitted services under the policy include audit
services, audit-related services, certain tax
services and certain other services not prohibited
by SEC rules or other federal regulations. Before
retaining its independent accountant for non-audit
services, the Audit Committee will consider
factors such as whether the services might
compromise the accountant’s independence,
whether the accountant is the best provider for
the services, and whether the proportion of audit
to non-audit services is appropriate.
All services must be pre-approved by the Audit
Committee except for certain services other than
audit, review, or attest services that meet the
“de minimis exception” under 17 CFR
Section 210.2-01, namely:
• the aggregate amount of fees paid for all
such services is not more than 5% of the
total fees paid by the Company to its
accountant during the fiscal year in which the
services are provided;
• such services were not recognized by the
Company at the time of the engagement to
be non-audit services; and
• such services are promptly brought to the
attention of the Audit Committee and
approved prior to the completion of the audit.
During fiscal years 2014, 2013 and 2012, there
were no such services that were performed
pursuant to the “de minimis exception.”
Audit Committee Report
The following report of the Audit Committee shall not be deemed to be soliciting material or to be filed
with the SEC under the Exchange Act, as amended, or incorporated by reference in any document so filed.
Review of the Company’s Audited Financial
Statements
The Audit Committee has reviewed and discussed
with management and KPMG, the Company’s
independent accountants, the Company’s audited
financial statements included in the Company’s
Annual Report on Form 10-K for the fiscal year
ended December 31, 2014. The Committee
believes that management maintains an effective
system of internal controls that results in fairly
presented financial statements.
The Audit Committee has discussed with KPMG
the matters required to be discussed by the
Public Company Accounting Oversight Board
(PCAOB) Auditing Standards No. 16
(Communications with Audit Committees), as
amended, as adopted by the PCAOB.
ŠProxy
AUDIT COMMITTEE MATTERS 33