Electronic Arts 2016 Annual Report Download - page 66

PROPOSAL 6: RATIFICATION OF THE APPOINTMENT OF KPMG LLP, INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
KPMG LLP has audited the financial statements of the Company and its consolidated subsidiaries since fiscal
1987. The Board of Directors, through the Audit Committee, has appointed KPMG LLP as the Company’s
independent auditors for the fiscal year ending March 31, 2017. The Audit Committee and the Board of Directors
believe that KPMG LLP’s long-term knowledge of EA and its subsidiaries is valuable to the Company as
discussed further below. Representatives of KPMG LLP have direct access to members of the Audit Committee
and the Board of Directors. We expect one or more representatives of KPMG LLP to attend the Annual Meeting
in order to respond to appropriate questions from stockholders and make a statement if they desire to do so.
Ratification of the appointment of KPMG LLP as our independent auditors is not required by our Amended and
Restated Bylaws or otherwise. The Board of Directors has determined to submit this proposal to the stockholders
as a matter of good corporate practice. If the stockholders do not ratify the appointment, the Audit Committee
will review its future selection of auditors. Even if the appointment is ratified, the Audit Committee may, in its
discretion, direct the appointment of different independent auditors at any time during the year if it determines
that such a change would be in the best interests of the Company and the stockholders.
Fees of Independent Auditors
The aggregate fees billed for the last two fiscal years for each of the following categories of services are set forth
below:
Description of Fees
Year Ended
March 31, 2016
Year Ended
March 31, 2015
Audit Fees(1) ....................................................... $4,608,000 $4,698,000
Audit-Related Fees(2) ................................................ $ 286,000 $ 75,000
Tax Fees—Compliance(3) ............................................. 495,000 422,000
Total All Fees ...................................................... $5,389,000 $5,195,000
(1) Audit Fees: This category includes the annual audit of the Company’s financial statements and internal controls over financial reporting
(including quarterly reviews of financial statements included in the Company’s quarterly reports on Form 10-Q), and services normally
provided by the independent auditors in connection with regulatory filings. This category also includes consultation on matters that arose
during, or as a result of the audit or review of financial statements, statutory audits required for our non-US subsidiaries, and services
associated with our periodic reports and other documents filed with the SEC and foreign filings, as well as Sarbanes-Oxley Section 404
compliance consultation.
(2) Audit-Related Fees: This category consists of fees for assurance and related services that are reasonably related to the performance of the
audit or review of the Company’s financial statements and are not reported under “Audit Fees.” In fiscal 2016, these fees include services
in connection with our debt offering and other regulatory filings in our international jurisdictions.
(3) Tax Fees: This category includes compliance services rendered for U.S. and foreign tax compliance and returns, and transfer pricing
documentation.
Services Provided by the Independent Auditor
KPMG LLP audits our consolidated operations and provides statutory audits for 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 2017, the Audit Committee and the Board of
Directors have considered the performance of KPMG LLP in fiscal 2016, 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.
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