Napa Auto Parts 2009 Annual Report Download - page 35

Table of Contents
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We have prepared the accompanying consolidated financial statements and related information included herein for the years ended
December 31, 2009, 2008 and 2007. The opinion of Ernst & Young LLP, the Company’s independent registered public accounting firm,
on those consolidated financial statements is included herein. The primary responsibility for the integrity of the financial information
included in this annual report rests with management. Such information was prepared in accordance with generally accepted accounting
principles appropriate in the circumstances based on our best estimates and judgments and giving due consideration to materiality.
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The management of Genuine Parts Company and its subsidiaries (the “Company”) is responsible for establishing and maintaining
adequate internal control over financial reporting as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934.
The Company’s internal control system was designed to provide reasonable assurance to the Company’s management and to the
board of directors regarding the preparation and fair presentation of the Company’s published consolidated financial statements. The
Company’s internal control over financial reporting includes those policies and procedures that:
i. pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions
of the assets of the Company;
ii. provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in
accordance with U.S. generally accepted accounting principles, and that receipts and expenditures of the Company are being made
only in accordance with authorizations of management and directors of the Company; and
iii. provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the
Company’s assets that could have a material effect on the financial statements.
All internal control systems, no matter how well designed, have inherent limitations and may not prevent or detect misstatements.
Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement
preparation and presentation. Also, projections of any evaluation 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.
The Company’s management, including our Chief Executive Officer and Chief Financial Officer, assessed the effectiveness of the
Company’s internal control over financial reporting as of December 31, 2009.
In making this assessment, it used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway
Commission (COSO) in “Internal Control-Integrated Framework.” Based on this assessment, management concluded that, as of
December 31, 2009, the Company’s internal control over financial reporting was effective.
Ernst & Young LLP has issued an audit report on the Company’s operating effectiveness of internal control over financial reporting
as of December 31, 2009. This report appears on page F-3.
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The Audit Committee of Genuine Parts Company’s Board of Directors is responsible for reviewing and monitoring the Company’s
financial reports and accounting practices to ascertain that they are within acceptable limits of sound practice in such matters. The
membership of the Committee consists of non-employee Directors. At periodic meetings, the Audit Committee discusses audit and
financial reporting matters and the internal audit function with representatives of financial management and with representatives from
Ernst & Young LLP.
/s/ Jerry W. Nix
JERRY W. NIX
Vice Chairman and Chief Financial Officer
February 26, 2010
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