LabCorp 2011 Annual Report Download - page 23

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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, 2011 and 2010,
and the results of their operations and their cash flows for each
of the three years in the period ended December 31, 2011 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 reporting as of December 31, 2011, 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 effectiveness of internal control over
financial reporting, included in the Report of Management
on Internal Control Over Financial Reporting appearing under
Item 9A. 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
statements 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 reporting 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 dispositions 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 expenditures 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, projections 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.
PricewaterhouseCoopers LLP
Greensboro, North Carolina
February 23, 2012
LABORATORY CORPORATION OF AMERICA
Report of Independent Registered
Public Accounting Firm