Black & Decker 2011 Annual Report Download - page 58

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46
MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
The management of Stanley Black & Decker, Inc. is responsible for establishing and maintaining adequate internal control over
financial reporting. Internal control over financial reporting is a process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with
accounting principles generally accepted in the United States of America. Because of its inherent limitations, internal control over
financial reporting may not prevent or detect misstatements.
In September 2011, Stanley Black & Decker acquired Niscayah Group AB (“Niscayah”) for $984.5 million. Since Stanley Black &
Decker has not yet fully incorporated the internal controls and procedures of Niscayah into Stanley Black & Decker’s internal control
over financial reporting, management excluded this business from its assessment of the effectiveness of internal control over financial
reporting as of December 31, 2011. Niscayah accounted for $1,577 million and $978 million of Stanley Black & Decker’s total assets
and net assets, respectively, as of December 31, 2011 and $303 million and $6 million of revenue and net income, respectively, for the
year then ended.
Management has assessed the effectiveness of Stanley Black & Decker Inc.’s internal control over financial reporting as of
December 31, 2011, with the exception of the aforementioned Niscayah acquisition. In making its assessment, management has
utilized the criteria set forth by the Committee of Sponsoring Organizations (“COSO”) of the Treadway Commission in Internal
Control — Integrated Framework. Management concluded that based on its assessment, Stanley Black & Decker, Inc.’s internal
control over financial reporting was effective as of December 31, 2011. Ernst & Young LLP, the auditor of the financial statements
included in this annual report, has issued an attestation report on the registrant’s internal control over financial reporting, a copy of
which appears on page 48.
/s/ John F. Lundgren
John F. Lundgren, President and Chief Executive Officer
/s/ Donald Allan Jr.
Donald Allan Jr., Senior Vice President and Chief Financial Officer