Seagate 2004 Annual Report Download - page 111

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Table of Contents
ITEM 9.
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE
None.
ITEM 9A. CONTROLS
AND PROCEDURES
Conclusions Regarding Disclosure Controls and Procedures
The Securities and Exchange Commission, or SEC, defines the term “disclosure controls and procedures” to mean a company’s controls
and other procedures that are designed to ensure that information required to be disclosed in the reports that it files or submits under the
Securities Exchange Act of 1934, as amended, is recorded, processed, summarized, and reported within the time periods specified in the SEC’s
rules and forms. Our chief executive officer and our chief financial officer have concluded, based on the evaluation of the effectiveness of our
disclosure controls and procedures by our management, with the participation of our chief executive officer and our chief financial officer, as
of the end of the period covered by this report, that our disclosure controls and procedures were effective for this purpose.
Management’s Report on Internal Control over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rules
13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended). Under the supervision and with the participation of our
management, including our chief executive officer and chief financial officer, we conducted an evaluation of the effectiveness of our internal
control over financial reporting based on the framework in Internal Control—Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission, or COSO. Based on our evaluation under the framework in Internal Control—Integrated
Framework
, our management has concluded that our internal control over financial reporting was effective as of July 1, 2005. Our
management’s assessment of the effectiveness of our internal control over financial reporting as of July 1, 2005 has been audited by Ernst &
Young LLP, an independent registered public accounting firm, as stated in their report that is included herein.
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting during our fourth fiscal quarter that have materially affected, or are
reasonably likely to materially affect, our internal control over financial reporting.
Our management, including our chief executive officer and chief financial officer, does not expect that our disclosure controls and
procedures or our internal controls will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can
provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must
reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent
limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any,
within Seagate have been detected. An evaluation was performed under the supervision and with the participation of our management,
including our chief executive officer and chief financial officer, of the effectiveness of the design and operation of our disclosure controls and
procedures as of July 1, 2005. Based on that evaluation, our management, including our chief executive officer and chief financial officer,
concluded that our disclosure controls and procedures were effective.
ITEM 9B. OTHER
INFORMATION
On July 28, 2005, our board of directors authorized the payment of annual bonus awards to the chairman of our board of directors and
each of our executive officers for the year ended July 1, 2005 under our executive
107