Under Armour 2005 Annual Report Download - page 66

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ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
There has been no change of accountants nor any disagreements with accountants on any matter of
accounting principles or practices or financial disclosure required to be reported under this Item.
ITEM 9A. CONTROLS AND PROCEDURES
Our management has evaluated, under the supervision and with the participation of our Chief Executive
Officer and Chief Financial Officer, the effectiveness of our disclosure controls and procedures as of the end of
the period covered by this report pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934 (the
“Exchange Act”). Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have
concluded that, as of December 31, 2005, our disclosure controls and procedures are effective in ensuring that
information required to be disclosed in our Exchange Act reports is (1) recorded, processed, summarized and
reported in a timely manner, and (2) accumulated and communicated to our management, including our Chief
Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required
disclosure.
There has been no change in our internal control over financial reporting that occurred during our most
recent quarter ended December 31, 2005 that has materially affected, or is reasonably likely to materially affect,
our internal control over financial reporting.
We are required to comply with Section 404 of the Sarbanes-Oxley Act of 2002 by our fiscal year ending
December 31, 2006. The evidence of such compliance is due no later than the time we file our annual report for
the fiscal year ending December 31, 2006. We believe adequate resources and expertise, both internal and
external have been put in place to meet this requirement. However, there is no guarantee that our efforts will
result in a management assurance, or an attestation by the independent auditors, that internal controls over
financial reporting are adequate.
ITEM 9B. OTHER INFORMATION
None
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The information required by this Item regarding directors is incorporated herein by reference from the 2006
Proxy Statement, under the headings “NOMINEES FOR ELECTION AT THE ANNUAL MEETING,”
“CERTAIN RELATIONS AND RELATED TRANSACTIONS,” “CORPORATE GOVERNANCE AND
RELATED MATTERS: Audit Committee” and “SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING
COMPLIANCE.” Information required by this Item regarding executive officers is included under “Executive
Officers of the Registrant” in Item 1 of this Form 10-K.
Code of Ethics
We have a written code of ethics in place that applies to all our employees, including our principal executive
officer, principal financial officer, and principal accounting officer and controller. A copy of our ethics policy is
available on our website: www.underarmour.com. We are required to disclose any change to, or waiver from, our
code of ethics for our senior financial officers. We intend to use our website as a method of disseminating this
disclosure as permitted by applicable SEC rules.
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