Yahoo 2011 Annual Report Download - page 118

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(7) Net income attributable to Yahoo! Inc. for the quarter ended September 30, 2011 includes non-cash gain
related to the dilution of the Company’s ownership interest in Alibaba Group, which is included in earnings
in equity interests of $25 million and net restructuring reversal of $3 million.
(8) Net income attributable to Yahoo! Inc. for the quarter ended December 31, 2011 includes net restructuring
charges of $16 million.
Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
None.
Item 9A. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
The Company’s management, with the participation of the Company’s principal executive officer and principal
financial officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures (as such
term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by
this report. Based on such evaluation, the Company’s principal executive officer and principal financial officer
have concluded that, as of the end of such period, the Company’s disclosure controls and procedures were
effective.
Management’s Report on Internal Control Over Financial Reporting
The Company’s management is responsible for establishing and maintaining adequate internal control over
financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Under the supervision
and with the participation of the Company’s management, including its principal executive officer and principal
financial officer, the Company conducted an evaluation of the effectiveness of its internal control over financial
reporting based on criteria established in the framework in Internal Control—Integrated Framework issued by
the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, the
Company’s management concluded that its internal control over financial reporting was effective as of
December 31, 2011.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect all
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.
The Company’s independent registered public accounting firm has issued an attestation report regarding its
assessment of the Company’s internal control over financial reporting as of December 31, 2011, which appears
on page 64.
Changes in Internal Control Over Financial Reporting
There have been no changes in Yahoo!’s internal control over financial reporting (as such term is defined in
Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended December 31, 2011 that have
materially affected, or are reasonably likely to materially affect, internal control over financial reporting.
Item 9B. Other Information
Executive Incentive Plan
On February 27, 2012, the Compensation and Leadership Development Committee of the Board (the
“Compensation Committee”) approved the Company’s annual cash bonus plan for senior executives (the
Executive Incentive Plan, or “EIP”), which will be effective for 2012. Each participant in the EIP is assigned a
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