Windstream 2011 Annual Report Download - page 95

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23
Item 9A. Controls and Procedures
(a) Evaluation of disclosure controls and procedures.
The term “disclosure controls and procedures” (defined in Exchange Act Rule 13a-15(e)) refers to the controls and
other procedures of Windstream that are designed to ensure that information required to be disclosed by Windstream
in the reports that it files or submits under the Securities Exchange Act of 1934 (the “Exchange Act”) is recorded,
processed, summarized and reported within the time periods specified in the SEC's rules and forms. Disclosure
controls and procedures include, without limitation, controls and procedures designed to ensure that information
required to be disclosed by Windstream in the reports that it files or submits under the Exchange Act is accumulated
and communicated to Windstream's management, including its principal executive and principal financial officers, or
persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
Windstream's management, with the participation of the Chief Executive Officer and Chief Financial Officer, have
evaluated the effectiveness of the Company's disclosure controls and procedures as of the end of the period covered by
this annual report (the “Evaluation Date”). Based on that evaluation, Windstream's Chief Executive Officer and Chief
Financial Officer have concluded that, as of the Evaluation Date, such disclosure controls and procedures were
effective.
(b) Management’s report on internal control over financial reporting.
Management has excluded the operations of PAETEC, one of our wholly-owned subsidiaries, from its assessment of
internal control over financial reporting as of December 31, 2011, because it was acquired by us in a recently
completed 2011 purchase business combination. The operations of PAETEC represent approximately 19.2 percent of
our consolidated total assets and 4.2 percent of our consolidated revenues and sales, as of, and for the year ended,
December 31, 2011.
Management’s Report on Internal Control Over Financial Reporting, which appears on page F-31 of the Financial
Supplement, is incorporated by reference herein.
(c) Changes in internal control over financial reporting.
The term “internal control over financial reporting” (defined in Exchange Act Rule 13a-15(f)) refers to the process
designed by, or under the supervision of, our principal executive and principal financial officers, or persons
performing similar functions, and effected by our board of directors, management and other personnel, 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 and 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 our assets;
2. Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial
statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are
being made only in accordance with authorizations of our management and directors; and
3. Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or
disposition of our assets that could have a material effect on the financial statements.
Our management, with the participation of the Chief Executive Officer and Chief Financial Officer, have evaluated
any changes in our internal control over financial reporting that occurred during the period covered by this annual
report, and they have concluded that there were no changes to our internal control over financial reporting that have
materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Item 9B. Other Information
No reportable information under this item.