Walmart 2012 Annual Report Download - page 57
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The Board of Directors and Shareholders of Wal-Mart Stores, Inc.
We have audited Wal-Mart Stores, Inc.’s internal control over fi nancial
reporting as of January 31, 2012, based on criteria established in Internal
Control—Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (the COSO criteria). Wal-Mart
Stores, Inc.’s management is responsible for maintaining eff ective internal
control over fi nancial reporting, and for its assessment of the eff ectiveness
of internal control over fi nancial reporting included in the accompanying
“Management’s Report to Our Shareholders.” Our responsibility is to
express an opinion on the Company’s internal control over fi nancial
reporting based on our audit.
We conducted our audit in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable assurance
about whether eff ective internal control over fi nancial reporting was
maintained in all material respects. Our audit included obtaining an
understanding of internal control over fi nancial reporting, assessing the
risk that a material weakness exists, testing and evaluating the design
and operating eff ectiveness of internal control based on the assessed
risk, and performing such other procedures as we considered necessary
in the circumstances. We believe that our audit provides a reasonable
basis for our opinion.
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 fi nancial reporting includes
those policies and procedures that (1) pertain to the maintenance of
records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company; (2) provide
reasonable assurance that transactions are recorded as necessary to
permit preparation of fi nancial 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 (3) provide reasonable
assurance regarding prevention or timely detection of unauthorized
acquisition, use or disposition of the company’s assets that could have a
material eff ect on the fi nancial statements.
Because of its inherent limitations, internal control over financial
reporting may not prevent or detect misstatements. Also, projections of
any evaluation of eff ectiveness 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 indicated in the accompanying “Management’s Report to Our
Shareholders”, management’s assessment of and conclusion on the
eff ectiveness of internal control over fi nancial reporting did not include
the internal controls of Massmart Holdings Limited and Netto Food Stores
Limited, which are included in the 2012 consolidated fi nancial statements
of Wal-Mart Stores, Inc. and constituted 3.8% and 1.1% of the Company’s
consolidated total assets and consolidated net sales, respectively, as of and
for the year ended January 31, 2012. Our audit of internal control over
fi nancial reporting of Wal-Mart Stores, Inc. also did not include an evaluation
of the internal control over financial reporting of Massmart Holdings
Limited and Netto Food Stores Limited.
In our opinion, Wal-Mart Stores, Inc. maintained, in all material respects,
eff ective internal control over fi nancial reporting as of January 31, 2012,
based on the COSO criteria.
We also have audited, in accordance with the standards of the Public
Company Accounting Oversight Board (United States), the consolidated
balance sheets of Wal-Mart Stores, Inc. as of January 31, 2012 and 2011,
and related consolidated statements of income, comprehensive income,
shareholders’ equity and cash fl ows for each of the three years in the
period ended January 31, 2012 and our report dated March 27, 2012
expressed an unqualifi ed opinion thereon.
Rogers, Arkansas
March 27, 2012
Report of Independent Registered Public Accounting Firm
on Internal Control Over Financial Reporting