Under Armour 2006 Annual Report Download - page 73

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ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
None.
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
December 31, 2006 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, 2006, 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. Refer to Item 8 of this
report for the “Report of Management on Internal Control Over Financial Reporting.”
There has been no change in the Company’s internal control over financial reporting during the most recent
fiscal quarter that has materially affected, or that is reasonably likely to materially affect the Company’s internal
control over financial reporting.
ITEM 9B. OTHER INFORMATION
None.
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
The information required by this Item is incorporated herein by reference from the 2007 Proxy Statement,
under the headings “NOMINEES FOR ELECTION AT THE ANNUAL MEETING,” “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 Part 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.
ITEM 11. EXECUTIVE COMPENSATION
The information required by this Item is incorporated by reference herein from the 2007 Proxy Statement
under the headings “CORPORATE GOVERNANCE AND RELATED MATTERS: Compensation of Directors,”
“EXECUTIVE COMPENSATION,” and “COMPENSATION COMMITTEE INTERLOCKS AND INSIDER
PARTICIPATION.”
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