TCF Bank 2012 Annual Report Download - page 126

Report of Independent Registered Public Accounting Firm
The Board of Directors and Stockholders
TCF Financial Corporation:
We have audited TCF Financial Corporation’s (the Company)
internal control over financial reporting as of December 31,
2012, based on criteria established in Internal Control
— Integrated Framework issued by the Committee of
Sponsoring Organizations of the Treadway Commission
(COSO). TCF Financial Corporation’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 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.
In our opinion, TCF Financial Corporation maintained,
in all material respects, effective internal control over
financial reporting as of December 31, 2012, 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 statements
of financial condition of TCF Financial Corporation and
subsidiaries as of December 31, 2012 and 2011, and the
related consolidated statements of income, comprehensive
income, equity, and cash flows for each of the years in the
three-year period ended December 31, 2012, and our report
dated February 22, 2013 expressed an unqualified opinion
on those consolidated financial statements.
Minneapolis, Minnesota
February 22, 2013
{ 110 } { TCF Financial Corporation and Subsidiaries }