Red Lobster 2010 Annual Report Download - page 39

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DARDEN RESTAURANTS, INC. | 2010 ANNUAL REPORT 37
Notes to Consolidated Financial Statements
Darden Restaurants
DARDEN RESTAURANTS, INC. | 2010 ANNUAL REPORT 37
The Board of Directors and Stockholders
Darden Restaurants, Inc.
We have audited Darden Restaurants, Inc.’s internal control over financial
reporting as of May 30, 2010, based on criteria established in Internal
Control – Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (COSO). Darden Restaurants,
Inc.’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, included in the accompanying Management’s
Report on Internal Control Over Financial Reporting. Our responsibility is to
express an opinion on the Company’s internal control over financial reporting
based on our audit.
We conducted our audit in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards require
that we plan and perform the audit to obtain reasonable assurance about
whether effective internal control over financial reporting was maintained in all
material respects. Our audit included obtaining an understanding of internal
control over financial reporting, assessing the risk that a material weakness
exists, and testing and evaluating the design and operating effectiveness of
internal control based on the assessed risk. Our audit also included 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 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 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 only in accordance with authorizations of manage-
ment฀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 a material effect on the
financial statements.
Because of its inherent limitations, internal control over financial
reporting may not prevent or detect misstatements. 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.
In our opinion, Darden Restaurants, Inc. maintained, in all material
respects, effective internal control over financial reporting as of May 30,
2010, based on criteria established in Internal Control – Integrated
Framework issued by the Committee of Sponsoring Organizations of the
Treadway Commission.
We also have audited, in accordance with the standards of the Public
Company Accounting Oversight Board (United States), the consolidated balance
sheets of Darden Restaurants, Inc. as of May 30, 2010 and May 31, 2009,
and the related consolidated statements of earnings, changes in stockholders’
equity and accumulated other comprehensive income (loss), and cash flows for
each of the years in the three-year period ended May 30, 2010, and our report
dated July 23, 2010 expressed an unqualified opinion on those consolidated
financial statements.
Orlando, Florida
July 23, 2010
Certified Public Accountants
Report of Independent Registered Public Accounting Firm on
Internal Control Over Financial Reporting
Darden