Electronic Arts 2012 Annual Report Download - page 35

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Proxy Statement
Services Provided by the Independent Auditor
KPMG LLP audits our consolidated operations and provides statutory audits for approximately 30 legal entities
within our international corporate structure. Having one audit firm with a strong global presence responsible for
these audits ensures that a coordinated approach is used to address issues that may impact our businesses across
multiple geographies and legal entities. Few audit firms have the knowledge of our sector and the capability of
servicing our global audit requirements. KPMG LLP has the geographical scope that our operations require and
the accounting expertise in the matters relevant to our sector. In addition, KPMG LLP’s experience working with
the Company gives them the institutional knowledge to understand our operations and processes, which we
believe helps them address the relevant issues and improves the quality of the audit.
In appointing KPMG LLP as our independent auditors for fiscal 2013, the Audit Committee and the Board of
Directors have considered the performance of KPMG LLP in fiscal 2012, as well as in prior years and have taken
into account the alternative options available to the Company. The Audit Committee and the Board of Directors
have determined that it is in the best interest of the Company to continue KPMG LLP’s engagement.
We believe the experience and expertise held by the members of the Audit Committee gives them the necessary
skills to evaluate the relationship between the Company and its independent auditors and to oversee auditor
independence. In addition, the Audit Committee is empowered under its charter to obtain advice and assistance
from outside legal, accounting and other advisors as it deems appropriate.
At each meeting of the Audit Committee, Company management is provided the opportunity in private session
with the Committee to discuss any issues relating to KPMG LLP’s engagement. Similarly, KPMG LLP regularly
meets in a private session with the Audit Committee with no members of Company management present. In
addition, Company management and members of the Audit Committee regularly participate in a survey to
evaluate KPMG LLP’s performance, which is administered by an independent third party. Information collected
from this survey is reviewed by a KPMG LLP partner unaffiliated with the Company’s engagement to address
any issues raised.
Audit Partner Rotation
Our KPMG LLP lead audit partner and concurring audit partner have been working on the Company’s audit
since the first quarter of fiscal 2011 and the second quarter of fiscal 2010, respectively. Both audit partners may
serve a maximum of five years on the Company’s audit. Candidates are proposed by KPMG LLP based on their
expertise and experience and are vetted by Company management and a recommendation is made to the Audit
Committee. The Audit Committee has final approval of the lead audit partner and the concurring audit partner.
Pre-approval Procedures
The Audit Committee is required to pre-approve the engagement of, and has engaged, KPMG LLP to perform
audit and other services for the Company and its subsidiaries. The Company’s procedures for the pre-approval
by the Audit Committee of all services provided by KPMG LLP comply with SEC regulations regarding
pre-approval of services. Services subject to these SEC requirements include audit services, audit-related
services, tax services and other services. The audit engagement is specifically approved and the auditors are
retained by the Audit Committee. In some cases, pre-approval for a particular category or group of services is
provided by the Audit Committee for up to a year, subject to a specific budget and to regular management
reporting. In other cases, the Chairman of the Audit Committee has the delegated authority from the Audit
Committee to pre-approve additional services up to a specified dollar limit, and such pre-approvals are then
communicated to the full Audit Committee. The Audit Committee reviews quarterly the status of all
pre-approved services to date and approves any new services to be provided.
In determining whether to approve additional non-audit services, the Audit Committee considers the level of
non-audit fees incurred to date as a percentage of the total annual fees paid to KPMG LLP. In addition, the Audit
Committee considers additional factors to assess the potential impact on auditor independence of KPMG LLP
performing such services, including whether the services are permitted under the rules and recommendations of
the Public Company Accounting Oversight Board, the American Institute of Certified Public Accountants, and
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