Vistaprint 2009 Annual Report Download - page 139

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Committee, with the assistance of Vistaprint’s General Counsel, is primarily responsible for monitoring
communications from shareholders and for providing copies or summaries to the other directors as its members
consider appropriate.
The chair of the Nominating and Corporate Governance Committee will forward communications to all
directors if the communications relate to substantive matters and include suggestions or comments that the he
considers to be important for the directors to know. In general, the chair is more likely to forward
communications relating to corporate governance and corporate strategy than communications relating to
ordinary business affairs, personal grievances and matters as to which Vistaprint may receive repetitive or
duplicative communications.
Shareholders who wish to send communications on any topic to our Supervisory Board should address such
communications to:
Supervisory Board
c/o Secretary
Vistaprint N.V.
Hudsonweg 8
5928 LW Venlo
The Netherlands
Report of the Audit Committee
The Audit Committee has reviewed Vistaprint’s audited consolidated financial statements for the fiscal year
ended June 30, 2009 and has discussed these financial statements with Vistaprint’s management and Ernst &
Young LLP, our independent registered public accounting firm.
The Audit Committee has also received from, and discussed with, Ernst & Young LLP various
communications that Ernst & Young is required to provide to the Audit Committee, including the matters
required to be discussed by Public Company Accounting Oversight Board, or PCAOB, AU Section 380
(Communication with Audit Committees) as modified or supplemented.
Ernst & Young LLP also provided the Audit Committee with the written disclosures and the letter required
by PCAOB Rule 3526 (Communicating with Audit Committees Concerning Independence), as modified or
supplemented. The Audit Committee has discussed with the independent registered public accounting firm its
independence from Vistaprint. The Audit Committee also considered whether the provision of other, non-audit
related services referred to under the heading “Independent Registered Public Accounting Firm Fees and Other
Matters” under Proposal 5 is compatible with maintaining the independence of our registered public accounting
firm.
Based on its discussions with, and its review of the representations and information provided by,
management and Ernst & Young LLP, the Audit Committee recommended to the Supervisory Board that the
audited consolidated financial statements be included in Vistaprint’s Annual Report on Form 10-K for the fiscal
year ended June 30, 2009. The Audit Committee and Supervisory Board also have selected, subject to
appointment by the shareholders, Ernst & Young LLP as Vistaprint’s independent registered public accounting
firm for the fiscal year ending June 30, 2010.
This Audit Committee Report is not incorporated by reference to any of our previous or future filings with
the SEC, unless any such filing explicitly incorporates this Report.
Audit Committee of the Supervisory Board
John J. Gavin, Jr., Chairman
Louis R. Page
Richard T. Riley
Proxy Statement
23