Office Depot 2011 Annual Report Download - page 112

planning and other consulting services are set forth below. The audit committee approved 100% of the fees
related to the services discussed below.
Audit & Other Fees Paid to Deloitte & Touche LLP Fiscal 2010 Fiscal 2011
Audit Fees ................................ $ 5,487,548 $ 6,493,872
Audit Related Fees (as defined under the
Sarbanes-Oxley Act of 2002) ............... $ 431,925 $ 116,338
Tax Fees ................................. $ 589,499 $ 264,567
All Other Fees ............................. $ 0 $ 0
Total Fees ................................ $ 6,508,972 $ 6,874,777
Ratio of Audit Fees, Audit Related Fees and Tax
Compliance Fees To Total Fees paid to our
Independent Registered Public Accounting Firm
in the years indicated .....................
100% Audit, Audit-Related
and Tax Compliance Fees
0% – all other fees
(including tax planning fees)
100% Audit, Audit-Related
and Tax Compliance Fees
0% – all other fees
(including tax planning fees)
Audit Fees — Consists of fees for professional services rendered in connection with the audits of our
consolidated financial statements and the effectiveness of our internal controls over financial reporting for the
fiscal years ended December 31, 2011, and December 25, 2010; the reviews of the consolidated financial
statements included in each of our Quarterly Reports on Form 10-Q during those fiscal years; consultations on
accounting matters; statutory audit filings; and SEC registration statements. In April 2011, the company and
Deloitte Tax LLP entered into an agreement resolving on mutually agreeable terms, all potential claims with
respect to tax advice and related services provided by Deloitte relating to the company’s 2010 taxable year. The
consideration for such release was an undisclosed amount.
Audit Related Fees — Consists primarily of fees for accounting consultation and additional audit procedures
associated with the company’s International business restructuring transactions.
Tax Fees — Consists primarily of fees for tax compliance.
Audit Committee Pre-Approval Policies and Procedures
The Audit Committee has established policies and procedures under which audit and non-audit services
performed by the company’s independent registered public accounting firm must be approved in advance by the
Audit Committee. The Audit Committee’s policy provides for pre-approval of audit, audit-related, tax and other
services specifically described by the Audit Committee on an annual basis. In addition, individual engagements
anticipated to exceed pre-established thresholds, as well as any other services, must be separately approved. The
policy also provides that the Audit Committee has delegated pre-approval authority to the Chair of the Audit
Committee provided that the pre-approval of any matters permitted by the Chair is reported to the full Audit
Committee at its next meeting.
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