Walmart 2013 Annual Report Download - page 60

58 || Walmart 2013 Annual Report
Management’s Report to Our Shareholders
Wal-Mart Stores, Inc.
Management of Wal-Mart Stores, Inc. (“Walmart,” the “company” or “we”)
is responsible for the preparation, integrity and objectivity of Walmart’s
Consolidated Financial Statements and other  nancial information con-
tained in this Annual Report to Shareholders. Those Consolidated Financial
Statements were prepared in conformity with accounting principles
generally accepted in the United States. In preparing those Consolidated
Financial Statements, management was required to make certain estimates
and judgments, which are based upon currently available information
and management’s view of current conditions and circumstances.
The Audit Committee of the Board of Directors, which consists solely
of independent directors, oversees our process of reporting  nancial
information and the audit of our Consolidated Financial Statements. The
Audit Committee stays informed of the  nancial condition of Walmart
and regularly reviews management’s  nancial policies and procedures,
the independence of our independent auditors, our internal control over
 nancial reporting and the objectivity of our  nancial reporting. Both the
independent auditors and the internal auditors have free access to the
Audit Committee and meet with the Audit Committee periodically, both
with and without management present.
Acting through our Audit Committee, we have retained Ernst & Young LLP,
an independent registered public accounting  rm, to audit our
Consolidated Financial Statements found in this Annual Report to
Shareholders. We have made available to Ernst & Young LLP all of our
 nancial records and related data in connection with their audit of our
Consolidated Financial Statements. We have  led with the Securities and
Exchange Commission (“SEC”) the required certi cations related to our
Consolidated Financial Statements as of and for the year ended January 31,
2013. These certi cations are attached as exhibits to our Annual Report
on Form 10-K for the year ended January 31, 2013. Additionally, we have
also provided to the New York Stock Exchange the required annual
certi cation of our Chief Executive O cer regarding our compliance with
the New York Stock Exchange’s corporate governance listing standards.
Report on Internal Control Over Financial Reporting
Management has responsibility for establishing and maintaining adequate
internal control over  nancial reporting. Internal control over  nancial
reporting is a process designed to provide reasonable assurance regarding
the reliability of  nancial reporting and the preparation of  nancial
statements for external reporting purposes in accordance with accounting
principles generally accepted in the United States. Because of its inherent
limitations, internal control over  nancial reporting may not prevent or
detect misstatements. Management has assessed the e ectiveness of
the Company’s internal control over  nancial reporting as of January 31,
2013. In making its assessment, management has utilized the criteria
set forth by the Committee of Sponsoring Organizations (“COSO”) of
the Treadway Commission in Internal Control-Integrated Framework.
Management concluded that based on its assessment, Walmart’s internal
control over  nancial reporting was e ective as of January 31, 2013. The
Company’s internal control over  nancial reporting as of January 31, 2013,
has been audited by Ernst & Young LLP as stated in their report which
appears in this Annual Report to Shareholders.
Under guidelines established by the SEC, companies are allowed to
exclude acquisitions from their  rst assessment of internal control over
 nancial reporting following the date of acquisition. Based on those
guidelines, management’s assessment of the e ectiveness of the
Company’s internal control over  nancial reporting excluded
Newheight Holdings Ltd, a holding company that owns Yihaodian
(collectively, “Yihaodian”), an e-commerce business in China, of which
the Company purchased a controlling interest in  scal 2013. Yihaodian
represented 0.8% and 0.0% of the Company’s consolidated total assets
and consolidated net sales, respectively, as of and for the year ended
January 31, 2013. The Company’s acquisitions are discussed in Note 13
to its Consolidated Financial Statements for  scal 2013.
Evaluation of Disclosure Controls and Procedures
We maintain disclosure controls and procedures designed to provide
reasonable assurance that information required to be timely disclosed is
accumulated and communicated to management in a timely fashion.
Management has assessed the e ectiveness of these disclosure controls
and procedures as of January 31, 2013, and determined they were e ective
as of that date to provide reasonable assurance that information required
to be disclosed by us in the reports we  le or submit under the Securities
Exchange Act of 1934, as amended, was accumulated and communicated
to management, as appropriate, to allow timely decisions regarding
required disclosure and were e ective to provide reasonable assurance
that such information is recorded, processed, summarized and reported
within the time periods speci ed by the SEC’s rules and forms.
Report on Ethical Standards
Our Company was founded on the belief that open communications
and the highest standards of ethics are necessary to be successful. Our
long-standing “Open Door” communication policy helps management
be aware of and address issues in a timely and e ective manner. Through
the open door policy all associates are encouraged to inform man-
agement at the appropriate level when they are concerned about any
matter pertaining to Walmart.
Walmart has adopted a Statement of Ethics to guide our associates in the
continued observance of high ethical standards such as honesty, integrity
and compliance with the law in the conduct of Walmart’s business.
Familiarity and compliance with the Statement of Ethics is required of all
associates who are part of management. The Company also maintains
a separate Code of Ethics for our senior  nancial o cers. Walmart also
has in place a Related-Party Transaction Policy. This policy applies to
Walmart’s senior o cers and directors and requires material related-
party transactions to be reviewed by the Audit Committee. The senior
o cers and directors are required to report material related-party
transactions to Walmart. We maintain a global ethics o ce which oversees
and administers an ethics helpline. The ethics helpline provides a channel
for associates to make con dential and anonymous complaints regarding
potential violations of our statements of ethics, including violations
related to  nancial or accounting matters.
Michael T. Duke
President and Chief Executive O cer
Charles M. Holley, Jr.
Executive Vice President and Chief Financial O cer