Chili's 2006 Annual Report Download - page 74

F-28
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The Board of Directors
Brinker International, Inc.:
We have audited management’s assessment, included in the accompanying Management’s Reporton
Internal Control over Financial Reporting, that Brinker International,Inc. and subsidiaries maintained effective
internal control over financial reporting as of June 28, 2006, based on criteriaestablished in Internal Control—
Integrated Framework issuedby the Committee of Sponsoring Organizations of the Treadway Commission
(COSO). The Company’s management is responsible for maintaining effective internal control over financial
reporting and for its assessment of the effectiveness of internal control over financial reporting. Our
responsibility is to expressan opinion on management’s assessment and an opinion on the effectiveness of the
Company’s internal control over financial reporting based on our audit.
We conducted ouraudit in accordance with the standardsof the Public Company Accounting Oversight
Board (United States). Those standards require thatwe plan andperform the audit to obtain reasonable
assurance about whether effective internal control over financial reporting was maintained in all material
respects.Our audit included obtainingan understanding of internalcontrol over financial reporting, evaluating
management’s assessment, testing and evaluating the design and operating effectivenessof internal control, and
performing such other procedures as we considered necessary in the circumstances. We believe that our audit
provides a reasonable basis for our opinion.
A company’s internal controlover financial reporting is 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 generally accepted accounting principles. A company’s internal control over financial
reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in
reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;
(2)provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial
statements in accordance with generally accepted accounting principles, and that receipts and expenditures of
the company are being made onlyin accordance with authorizations of management and directors of the
company; and(3) provide reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use, or disposition of the company’s assets that could have amaterial effect on the financial
statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect
misstatements. Also, projections of anyevaluation 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 the
policies or procedures may deteriorate.
In our opinion, management’s assessment that Brinker International, Inc. and subsidiariesmaintained
effective internal control over financial reporting as of June 28, 2006, is fairly stated, in all material respects,
based on criteria established in Internal Control—IntegratedFramework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (COSO). Also, in our opinion, Brinker International, Inc. and
subsidiaries maintained, in all material respects, effective internal control over financial reportingasofJune 28,
2006, based on criteria established in Internal Control—Integrated Framework issued by the Committee of
Sponsoring Organizations of the Treadway Commission (COSO).
We also have audited, in accordance with the standards of the Public Company Accounting Oversight
Board (United States), the consolidated balance sheets of Brinker International, Inc. and subsidiariesas of
June 28, 2006and June 29, 2005, and the related consolidated statements of income, shareholders’ equity and
cash flows for each of the years in the three-year period ended June28, 2006, and our report dated August15,
2006 expressed an unqualified opinion on those consolidated financial statements, with an explanatory
paragraph asthe Companyadopted Statement of Financial Accounting Standards No. 123(revised 2004),
“Share-BasedPayment” in fiscal year 2006.
KPMG LLP
Dallas, Texas
August 15, 2006