Circuit City 2008 Annual Report Download - page 74

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While the fundamental responsibility for the Company’s financial statements and disclosures rests with management and the independent
auditor, the Committee shall review: (i) major issues regarding accounting principles, and financial statement presentations, including any
significant changes in the Company’s selection or application of accounting principles, and major issues as to the adequacy of the Company’s
internal controls and any special audit steps adopted in light of material control deficiencies; (ii) analyses prepared by management and/or the
independent auditor setting forth significant financial reporting issues and judgments made in connection with the preparation of the financial
statements, including analyses of the effects of using alternative methods under generally accepted accounting principles (“ GAAP ”) on the
financial statements; (iii) the effect of regulatory and accounting initiatives, as well as off-balance sheet structures, on the financial statements of
the Company; and (iv) earnings press releases (paying particular attention to any use of “pro forma,” or “adjusted” non-GAAP, information), as
well as financial information and earnings guidance provided to analysts and rating agencies.
Resources and Authority of the Committee
In discharging its oversight responsibilities, the Committee shall have unrestricted access to the Company’s management, books and records and
the authority to retain outside counsel, accountants or other consultants in the Committee’s sole discretion. The Committee may direct any
officer of the Company, the independent auditor and/or the Company’s internal audit staff to inquire into and report to the Committee on any
matter.
Nothing contained in this charter is intended to, or should be construed as, creating any responsibility or liability of the members of the
Committee except to the extent otherwise provided under applicable Delaware law which shall continue to set the legal standard for the conduct
of the members of the Committee.
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