American Home Shield 2009 Annual Report Download - page 143

Table of Contents
Framework. Based on our assessment we believe that, as of December 31, 2009, the Company's internal control over financial reporting is effective based on
those criteria.
Although the Company is not a "large accelerated filer" or an "accelerated filer" as those terms are defined by the SEC, and therefore not required to
provide an attestation report from its independent registered public accounting firm, the Company is voluntarily providing such report. Deloitte &
Touche LLP, the Company's independent registered public accounting firm, has issued an attestation report on the effectiveness of our internal control over
financial reporting as of December 31, 2009. This attestation report is included in Item 8 of this Annual Report on Form 10-K.
Changes in Internal Control over Financial Reporting. No change in ServiceMaster's internal control over financial reporting occurred during the
fourth quarter of 2009 that has materially affected, or is reasonably likely to materially affect, ServiceMaster's internal control over financial reporting.
ITEM 9B. OTHER INFORMATION
None.
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
The Board is responsible for reviewing the qualifications of nominees for membership on the Board. Consideration of Board candidates typically
involves a series of internal discussions and review of information concerning candidates.
The Board does not have an audit committee or an audit committee financial expert because the Company is not a listed issuer under SEC rules and is not
required to have such.
DIRECTORS
Biographical information for each director follows, including information regarding the qualifications, skills and attributes that led the Board to conclude
that the directors should continue serving as directors.
Name Age Principal Occupation
Director
Since
Kenneth A. Giuriceo 36 Principal, Clayton, Dubilier & Rice, LLC 2007
David H. Wasserman 43 Principal, Clayton, Dubilier & Rice, LLC 2007
Mr. Giuriceo joined CD&R in 2003. Prior to joining CD&R, Mr. Giuriceo worked in the principal investment area of Goldman, Sachs & Co.
Mr. Giuriceo serves on the Board of Directors of Sally Beauty Holdings, Inc. Mr. Giuriceo's extensive knowledge of the capital markets and his experience
with other consumer-oriented service businesses give him beneficial insight into the Company's capital and liquidity needs, in addition to its challenges,
opportunities and operations.
Mr. Wasserman has been with CD&R for 12 years. Prior to joining CD&R, Mr. Wasserman worked in the principal investment area at Goldman,
Sachs & Co. and as a management consultant at both Monitor Company and Fidelity Capital. Mr. Wasserman serves on the Boards of Directors of
Culligan Ltd., Hertz Global Holdings, Inc. and ICO Global Communications (Holdings) Limited and formerly served on the Boards of Directors of Covansys
Corporation and Kinko's, Inc. Mr. Wasserman's extensive knowledge of the capital markets, experience as a management consultant and experience as a
director of other consumer-oriented service businesses with nationwide locations that are similar to ServiceMaster's business structure give him beneficial
insight into the Company's capital and liquidity needs, in addition to its challenges, opportunities and operations.
133