Toro 2013 Annual Report Download - page 48

25NOV200815522918
Report of Independent Registered Public Accounting Firm
The Stockholders and Board of Directors
The Toro Company:
We have audited the accompanying consolidated balance sheets of The Toro Company and subsidiaries as of October 31, 2013 and 2012 and
the related consolidated statements of earnings, comprehensive income, stockholders’ equity, and cash flows for each of the fiscal years in the
three-year period ended October 31, 2013. In connection with our audits of the consolidated financial statements, we have audited the financial
statement schedule listed in Item 15(a) 2. We also have audited The Toro Company’s internal control over financial reporting as of October 31,
2013 based on criteria established in Internal Control – Integrated Framework (1992) issued by the Committee of Sponsoring Organizations of
the Treadway Commission (COSO). The Toro Company’s management is responsible for these consolidated financial statements and the
identified financial statement schedule, for maintaining effective internal control over financial reporting, and for its assessment of the effective-
ness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Report-
ing. Our responsibility is to express an opinion on these consolidated financial statements and financial statement schedule and an opinion on
the Company’s internal control over financial reporting based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those
standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of
material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the
consolidated financial statements and financial statement schedule included examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluat-
ing the overall financial statement presentation. Our audit of internal control over financial reporting 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 audits also included performing such other procedures as we considered
necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
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, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of The Toro
Company and subsidiaries as of October 31, 2013 and 2012 and the results of their operations and their cash flows for each of the fiscal years
in the three-year period ended October 31, 2013, in conformity with U.S. generally accepted accounting principles. In our opinion, the identified
financial statement schedule, when considered in relation to the basic consolidated financial statements taken as a whole, presents fairly, in all
material respects, the information set forth therein. Also in our opinion, The Toro Company maintained, in all material respects, effective internal
control over financial reporting as of October 31, 2013 based on criteria established in Internal Control – Integrated Framework (1992) issued by
the Committee of Sponsoring Organizations of the Treadway Commission.
Minneapolis, Minnesota
December 20, 2013
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