Stamps.com 2014 Annual Report Download - page 51

Report of Independent Registered Public Accounting Firm
The Board of Directors and Stockholders of
Stamps.com Inc. and subsidiaries
We have audited Stamps.com Inc. and subsidiaries internal control over financial reporting as of December 31, 2014, based on criteria
established in Internal Control—
Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission
(2013 Framework) (the COSO criteria). Stamps.com Inc. and subsidiaries’
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 appearing under item 9A. 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, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and
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 management 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.
As indicated in the accompanying Management’s report on internal control over financial reporting, management’
s assessment of and conclusion
on the effectiveness of internal control over financial reporting did not include the internal controls of Auctane, LLC and Interapptive, Inc. which
are included in the 2014 consolidated financial statements of Stamps.com Inc. and subsidiaries and together constituted 36% of total assets as of
December 31, 2014 and 6% and 3% of revenues and net income, respectively, for the year then ended. Our audit of internal control over
financial reporting of Stamps.com Inc. and subsidiaries also did not include an evaluation of the internal control over financial reporting of
Auctane, LLC and Interapptive, Inc.
In our opinion, Stamps.com Inc. and subsidiaries maintained, in all material respects, effective internal control over financial reporting as of
December 31, 2014, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company
Accounting Oversight Board (United States), the balance sheets
of Stamps.com Inc. and subsidiaries as of December 31, 2014 and 2013, and the related consolidated statements of income, comprehensive
income, stockholders’
equity, and cash flows for each of the three years in the period ended December 31, 2014 of Stamps.com Inc. and
subsidiaries and our report dated March 16, 2015 expressed an unqualified opinion thereon.
46
Table of Contents
/s/ ERNST & YOUNG LLP
Los Angeles, California
March 16, 2015