Autodesk 2004 Annual Report Download - page 84

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
Not applicable.
ITEM 9A. CONTROLS AND PROCEDURES
Evaluation of disclosure controls and procedures.
Our management evaluated, with the participation of our Chief Executive Officer and Chief Financial
Officer, the effectiveness of our disclosure controls and procedures as of the end of the period covered by
this Annual Report on Form 10-K. Based on this evaluation, our Chief Executive Officer and Chief Financial
Officer have concluded that our disclosure controls and procedures are effective to ensure that information
we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed,
summarized and reported within the time periods specified in Securities and Exchange Commission rules
and forms.
Changes in internal control over financial reporting.
There was no change in our internal control over financial reporting that occurred during our fourth
fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over
financial reporting.
PART III
Certain information required by Part III is omitted from this Report in that the Registrant will file a
definitive proxy statement pursuant to Regulation 14A (the “Proxy Statement”) not later than 120 days after
the end of the fiscal year covered by this Report and certain information included therein is incorporated
herein by reference. Only those sections of the Proxy Statement that specifically address the items set forth
herein are incorporated by reference. Such incorporation does not include the Compensation Committee
Report or the Performance Graph included in the Proxy Statement.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The information concerning Autodesk’s directors, compliance with Section 16 of the Securities and
Exchange Act of 1934 and our code of ethics that applies to our principal executive officer, principal financial
officer and principal accounting officer required by this Item are incorporated by reference to the sections
of the Proxy Statement entitled “Election of Directors,” “Section 16(a) — Beneficial Ownership Reporting
Compliance” and “Code of Business Conduct.”
The information concerning Autodesk’s executive officers required by this Item is incorporated by
reference herein to the section of this Report at the end of Part I, entitled “Executive Officers of
the Registrant.”
ITEM 11. EXECUTIVE COMPENSATION
The information required by this Item is incorporated by reference to the sections of the Proxy
Statement entitled “Election of Directors — Compensation of Directors,” “Executive Officer Compensation”
and “Employee and Director Stock Options.”
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The information required by this Item is incorporated by reference to the sections of the Proxy
Statement entitled “Security Ownership of Certain Beneficial Owners and Management” and “Equity
Compensation Plan Information.”
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The information required by this Item is incorporated by reference to the section of the Proxy
Statement entitled “Employment Contracts and Certain Transactions.”
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