LabCorp 2009 Annual Report Download - page 37

LABORATORY CORPORATION OF AMERICA 35
To the Board of Directors and Shareholders of
Laboratory Corporation of America Holdings:
In our opinion, the consolidated balance sheets and related
consolidated statements of operations, changes in shareholders’
equity, and cash flows present fairly, in all material respects, the
financial position of Laboratory Corporation of America Holdings
and its subsidiaries at December 31, 2009 and 2008, and the
results of their operations and their cash flows for each of the
three years in the period ended December 31, 2009 in conformity
with accounting principles generally accepted in the United States
of America. Also in our opinion, the Company maintained, in all
material respects, effective internal control over financial report-
ing as of December 31, 2009, based on criteria established in
Internal Control – Integrated Framework issued by the Committee
of Sponsoring Organizations of the Treadway Commission
(COSO). The Company’s management is responsible for these
financial statements, for maintaining effective internal control
over financial reporting and for its assessment of the effective-
ness of internal control over financial reporting, included in the
Report of Management on Internal Control Over Financial
Reporting. Our responsibility is to express opinions on these
financial statements and on the Company’s internal control
over financial reporting based on our integrated audits. We
conducted our audits in accordance with the standards of the
Public Company Accounting Oversight Board (United States).
Those standards require that we plan and perform the audits to
obtain reasonable assurance about whether the financial state-
ments are free of material misstatement and whether effective
internal control over financial reporting was maintained in all
material respects. Our audits of the financial statements included
examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by
management, and evaluating the overall financial statement
presentation. Our audit of internal control over financial report-
ing included obtaining an understanding of internal control over
financial reporting, assessing the risk that a material weakness
exists, and testing and evaluating the design and operating
effectiveness of internal control based on the assessed risk.
Our audits also included performing such other procedures as
we considered necessary in the circumstances. We believe
that our audits provide a reasonable basis for our opinions.
A company’s internal control over financial reporting is a
process designed to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally
accepted accounting principles. A company’s internal control
over financial reporting includes those policies and procedures
that (i) pertain to the maintenance of records that, in reasonable
detail, accurately and fairly reflect the transactions and disposi-
tions of the assets of the company; (ii) provide reasonable
assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally
accepted accounting principles, and that receipts and expendi-
tures of the company are being made only in accordance with
authorizations of management and directors of the company;
and (iii) provide reasonable assurance regarding prevention or
timely detection of unauthorized acquisition, use, or disposition
of the company’s assets that could have a material effect on
the financial statements.
Because of its inherent limitations, internal control over financial
reporting may not prevent or detect misstatements. Also, pro-
jections of any evaluation of effectiveness to future periods are
subject to the risk that controls may become inadequate because
of changes in conditions, or that the degree of compliance with
the policies or procedures may deteriorate.
As described in the Report of Management on Internal
Controls over Financial Reporting, management has excluded
Monogram Biosciences, Inc. from its assessment of internal
control over financial reporting as of December 31, 2009
because it was acquired by the Company in a purchase
business combination during 2009. We have also excluded
Monogram Biosciences, Inc. from our audit of internal control
over financial reporting. Monogram Biosciences, Inc. is a
wholly-owned subsidiary whose total assets and total revenues
represent 3.9% and 0.4%, respectively, of the related consoli-
dated financial statement amounts as of and for the year ended
December 31, 2009.
PricewaterhouseCoopers LLP
Greensboro, North Carolina
February 24, 2010
LABORATORY CORPORATION OF AMERICA
Report of Independent Registered
Public Accounting Firm