Tucows 2012 Annual Report Download - page 78

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F-2
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 Rule 13a-15(f) under the Securities Exchange Act of 1934 as amended. Our internal control over
financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with accounting principles generally accepted in
the United States of America and includes those policies and procedures that:
• Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions
and dispositions of our assets;
• Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial
statements in accordance with accounting principles generally accepted in the United States of America;
• Provide reasonable assurance that our receipts and expenditures are being made only in accordance with
authorization of our management and directors; and
• Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, o
r
disposition of our assets that could have a material effect on the financial statements.
Because of its inherent limitations, such as resource constraints, human error, lack of knowledge or awareness
and the possibility of intentional circumvention of these controls, internal control over financial reporting may not
prevent or detect misstatements. Furthermore, the design of any control system is based, in part, upon assumptions about
the likelihood of future events, for which assumptions may ultimately prove to be incorrect. Therefore, even those
systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation
and presentation.
Our management assessed the effectiveness of its internal control over financial reporting as of
December 31, 2012. In making this assessment, management used the criteria established in Internal Control—
Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
Based on its assessment, management has concluded that the Company’s internal control over financial reporting was
effective as of December 31, 2012.
This Annual Report on Form 10-K does not include an attestation report of the Company’s registered public
accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation
by the Company’s registered public accounting firm pursuant to rules of the SEC that permit the Company to provide
only management’s report in this Annual Report on Form 10-K.
/s/ ELLIOT NOSS /s/ MICHAEL COOPERMAN
Elliot Noss Michael Cooperman
P
resident and Chief Executive Office
r
Chief Financial Officer
(Principal Executive Officer)
(Principal Financial Officer)
March 15, 2013 March 15, 2013