1. 1 Charles Garbowski Senior Director Research March 16, 2007 R E S E A R C H K P M G L L P ACI Second Annual Global Audit Committee Survey

2. 2 Objectives And Methodology

3. 3 Objectives Gauge input from Audit Committee Members regarding trends in: Audit Committee risk oversight responsibilities Audit Committee processes Issues affecting Audit Committees Composition / background of Audit Committees and their members Relationships with other company functions / executives Assess differences in Audit Committee processes, issues, and trends based on global region

4. 4 Methodology Analysis based on 1,343 electronic and paper surveys conducted November 2006 – February 2007 in the following global regions: Americas (567 respondents) Europe (563 respondents) Africa (86 respondents) Asia (126 respondents) Other / unspecified international (1 respondents) Findings compared to the results of a survey of global Audit Committee members conducted November, 2005 – January, 2006 Findings compared to the results of a survey of global Audit Committee members conducted November, 2005 – January, 2006

5. 5 Methodology Americas:BrazilCanadaMexicoU.S.Europe:BelgiumCaymanFranceGermanyIrelandItalyLiechtensteinLuxembourg

6. 6 Europe (Contd.): NetherlandsPolandSpainSwitzerlandU.K.Africa:Namibia South Africa Zambia

7. 7 Methodology Asia:AustraliaChina Hong Kong IndiaMalaysia

8. 8 Methodology Respondents are all Audit Committee Members of at least one company U.S. respondents are all Audit Committee Members of at least one public company Respondents were asked to respond based on the largest company (by revenue) for which they serve as an Audit Committee Member U.S. respondents were asked to respond based on the largest public company for which they serve as an Audit Committee Member For international companies in which a Supervisory Board fulfills the Audit Committee role, respondents answered based on the Supervisory Board’s Audit Committee activities

9. 9 Overview

10. 10 Overview Risk management, internal controls are the top priorities for Audit Committee members Across global regions Audit Committees are overseeing various aspects of their companies’ information technology Believe AC and Boards could be doing more in the area of IT risk oversight As in 2006, Audit Committees generally believe they are effective, but could do better Many Audit Committee members still lack complete confidence in their Chief Audit Executive

11. 11 Overview Chief Audit Executives are typically audit professionals not slotted for line management positions AC members believe this is appropriate Even more so than in 2006, Audit Committees are generally pleased with their extra-committee interactions External Auditor is gaining prominence with Audit Committees High satisfaction with external auditor communications Along with BOD, tops in providing constructive AC suggestions CFOs attend AC meetings most often Outside legal counsel, non-AC Directors, Tax attend least Audit Committee Member time commitment still varies by region As in 2006, most work 100 hours or less per committee

12. 12 Key Findings

13. 13 Key Findings The Audit Committee And Risk Oversight Audit committee’s highest priorities: Risk management (6 in 10) Internal controls (6 in 10) Accounting judgments and estimates (half) Risk management, internal controls are top 2 in all global regions: Americas rates internal controls highest The other 3 regions rate risk management highest RISK MANAGEMENT, INTERNAL CONTROLS ARE THE TOP PRIORITIES FOR AUDIT COMMITTEE MEMBERS, ACROSS GLOBAL REGIONS

14. 14 Key Findings The Audit Committee And Risk Oversight Audit Committees have primary oversight responsibility for various areas of information technology, in particular: IT compliance and controls (two thirds) Business continuity (half) The top choice in Africa (8 in 10) Information security and privacy (just under half) Only 2 in 10 don’t have responsibility for any of these 1 in 3 are not satisfied that their Audit Committee devotes sufficient agenda time to IT risk oversight Only 1 in 10 very satisfied Trend similar across global regions AUDIT COMMITTEES ARE OVERSEEING VARIOUS ASPECTS OF THEIR COMPANIES’ INFORMATION TECHNOLOGY; NOT SATISFIED WITH THEIR ATTENTION TO IT RISK

15. 15 Key Findings The Audit Committee And Risk Oversight Few are very satisfied with Board’s IT risk oversight: Business continuity (1 in 5) IT compliance and controls (less than 1 in 5) Information security / privacy (less than 1 in 5) These areas rated low across global regions AUDIT COMMITTEES ALSO BELIEVE THEIR BOARDS COULD BE DOING MORE IN THE AREA OF IT RISK OVERSIGHT

16. 16 Key Findings Audit Committee Evaluation Of Committee / Processes As in 2006, Audit Committees rate themselves at least somewhat effective overall Nearly half indicate room for improvement Somewhat effective (4 in 10) Needs improvement (just under 1 in 10) Americas members rate their Audit Committee effectiveness highest AS IN 2006, AUDIT COMMITTEES GENERALLY BELIEVE THEY ARE EFFECTIVE, BUT COULD DO BETTER

17. 17 Key Findings Audit Committee Evaluation Of Committee / Processes General satisfaction, with room for improvement in the following (similar to 2006): Time and attention devoted by AC to its duties Approach used to establish AC agenda Americas respondents generally more positive about their processes in these two areas Current self-evaluation approach Lowest satisfaction of the three

18. 18 Key Findings Committee Relationship With Internal Audit 3 in 10 still have some doubts about whether Chief Audit Executive would report senior management controversies to Audit Committee Asia members least confident in their Chief Audit Executive Less than 6 in 10 are very confident Only 4 in 10 are very satisfied with the effectiveness of their IA function Somewhat satisfied: half Not satisfied: Just under 1 in 10 Trend similar across global regions MANY AUDIT COMMITTEE MEMBERS STILL LACK COMPLETE CONFIDENT IN THEIR CHIEF AUDIT EXECUTIVE

19. 19 Key Findings Committee Relationship With Internal Audit Globally, AC members believe Chief Audit Executive should report to the Audit Committee functionally Trend similar across regions CEO, CFO administratively Asia cites CEO most Most (8 in 10) do not plan to use Chief Audit Executive as stepping stone to line management Two thirds say this is appropriate Across regions, majority agree CHIEF AUDIT EXECUTIVES ARE TYPICALLY AUDIT PROFESSIONALS NOT SLOTTED FOR LINE MANAGEMENT POSITIONS; AC MEMBERS BELIEVE THIS IS APPROPRIATE

20. 20 Key Findings Relationship With Other Parties Satisfaction with executive support inched up in many areas Still highest for CFO, Chief Audit Executive Many still expect more from their outside counsel Lowest rated in all regions ACs rate CFO executive sessions most productive (nearly 8 in 10 rate very productive, among those who hold sessions regularly) Chief Audit Exec (7 in 10) External audit partner (two thirds) CEO (6 in 10) In-house general counsel sessions the lowest (just under half) Many do not hold regular executive sessions with in-house counsel Almost all do with CFO/external auditor EVEN MORE SO THAN IN 2006, AUDIT COMMITTEES ARE GENERALLY PLEASED WITH THEIR EXTRA-COMMITTEE INTERACTIONS

21. 21 Key Findings Relationship With Other Parties Two thirds of Audit Committee members very satisfied with the communication between them and their external auditor Nearly everyone else somewhat satisfied Americas most satisfied Globally, BoD and external auditor still top two in providing constructive suggestions to improve audit committee External auditor (previously a distant second) has closed gap Now leads in Americas, Africa EXTERNAL AUDITOR IS GAINING PROMINENCE WITH AUDIT COMMITTEES GLOBALLY

22. 22 Key Findings Relationship With Other Parties Over 9 in 10 say CFOs almost always attend AC meetings Followed by Chief Audit Executive (8 in 10) External audit partner is third (two thirds) Outside legal counsel, Non-AC Directors, Tax Directors attend least Some differences in attendance by region CFOs ATTEND AC MEETINGS MOST OFTEN, FOLLOWED BY CHIEF AUDIT EXEC AND EXTERNAL AUDIT PARTNER

23. 23 Key Findings Audit Committee Time Commitment As in 2006, 3 in 4 expect to spend 100 hours or less fulfilling their Audit Committee member role in upcoming year Over a third still expect to spend less than 50 hours Americas AC members most likely to spend over 100 hours on their AC duties Globally, the frequency of Audit Committee meetings is slightly down: 2006: 6.5 per year 2007: 6.0 per year Americas Audit Committees meet most often AUDIT COMMITTEE MEMBER TIME COMMITMENT STILL VARIES BY REGION; AS IN 2006, MOST WORK 100 HOURS OR LESS PER COMMITTEE

24. 24 Key Findings Audit Committee Time Commitment Average number of face-to-face meetings is flat 4.8 (4.9 in 2006) Average number of teleconferences is down From 1.6 to 1.2

25. 25 Key Findings Composition / Background And Other Practices Similar to 2006, most Audit Committees have 3 – 4 members Africa has the largest Audit Committee size (4.9) Americas (4.0) Asia (4.0) Europe (3.9) Audit Committee split regarding the practice of memorializing its self-evaluation in writing Trend similar across regions

26. 26 Detailed Findings

27. 27 Q10. Which areas of oversight will be the highest priorities on your audit committee agenda for 2007? (Select three) n = 1319 Multiple Responses Allowed Audit Committee’s Oversight Responsibility Priorities: Risk Management, Internal Controls, Accounting Judgments Audit Committee’s Oversight Responsibility Priorities: Risk Management, Internal Controls, Accounting Judgments

28. 28 Q10. Which areas of oversight will be the highest priorities on your audit committee agenda for 2007? (Select three) Multiple Responses Allowed Contd.. Differences In Priorities - By Region Differences In Priorities - By Region

29. 29 Q10. Which areas of oversight will be the highest priorities on your audit committee agenda for 2007? (Select three) Multiple Responses Allowed Differences In Priorities - By Region Differences In Priorities - By Region

30. 30 Two Thirds Say Audit Committee Primary IT Oversight Responsibility: IT Compliance / Controls Q20. For which of the following areas of information technology (IT) does your audit committee have primary oversight responsibility? n = 1290 Multiple Responses Allowed

31. 31 African Audit Committee Primary IT Oversight Responsibility: Business Continuity Q20. For which of the following areas of information technology (IT) does your audit committee have primary oversight responsibility? May Not Add Up To 100% Due To Rounding

32. 32 1 in 3 Not Satisfied That AC Devotes Sufficient Agenda Time To IT Risk Oversight; Only 1 in 10 Very Satisfied Q21. How satisfied are you with that your audit committee devotes sufficient agenda time to the oversight of IT risk? n = 1231

33. 33 Trend Similar Across Regions Q21. How satisfied are you with that your audit committee devotes sufficient agenda time to the oversight of IT risk?

34. 34 Low Satisfaction With Board’s IT Risk Oversight n 1221 1244 1212 May Not Add Up To 100% Due To Rounding Q22. How satisfied are you with your board’s oversight of the following IT risks?

35. 35 Satisfaction With Board’s IT Risk Oversight – Americas Satisfaction With Board’s IT Risk Oversight – Americas n 501 511 507 May Not Add Up To 100% Due To Rounding Q22. How satisfied are you with your board’s oversight of the following IT risks?

36. 36 Satisfaction With Board’s IT Risk Oversight – Europe Satisfaction With Board’s IT Risk Oversight – Europe n 519 532 509 May Not Add Up To 100% Due To Rounding Q22. How satisfied are you with your board’s oversight of the following IT risks?

37. 37 Satisfaction With Board’s IT Risk Oversight – Africa Satisfaction With Board’s IT Risk Oversight – Africa n 83 81 78 May Not Add Up To 100% Due To Rounding Q22. How satisfied are you with your board’s oversight of the following IT risks?

38. 38 Satisfaction With Board’s IT Risk Oversight – Asia Satisfaction With Board’s IT Risk Oversight – Asia n 118 120 118 May Not Add Up To 100% Due To Rounding Q22. How satisfied are you with your board’s oversight of the following IT risks?

39. 39 Audit Committee Evaluation Of Committee / Processes

40. 40 Q25. How would you rate the overall effectiveness of your Audit Committee? % Saying Effective 2006 – 95% 2007 – 92% As In 2006, ACs Rate Themselves At Least “Somewhat Effective”; But Nearly Half Indicate Room For Improvement May Not Add Up To 100% Due To Rounding

41. 41 Americas Rate Their Audit Committee Effectiveness Highest Q25. How would you rate the overall effectiveness of your Audit Committee? May Not Add Up To 100% Due To Rounding

42. 42 Nearly All At Least Somewhat Satisfied With Time/ Attention Devoted To AC Duties; Opportunity To Improve Remains Q8. How satisfied are you that the Audit Committee devotes an appropriate amount of time and attention to its duties? % Satisfied 2006 – 93% 2007 – 91% May Not Add Up To 100% Due To Rounding

43. 43 Americas Most Satisfied With Time/ Attention Devoted To AC Duties Q8. How satisfied are you that the Audit Committee devotes an appropriate amount of time and attention to its duties? May Not Add Up To 100% Due To Rounding

44. 44 As In 2006, AC Members At Least Somewhat Satisfied With Approach Used To Establish AC Agenda; Room To Improve Q9. How satisfied are you with the approach used to establish the Audit Committee’s agenda/work plan? % Satisfied 2006 – 91% 2007 – 92% May Not Add Up To 100% Due To Rounding

45. 45 Americas Most Satisfied With Approach For Establishing Audit Committee Agenda / Work Plan Q9. How satisfied are you with the approach used to establish the Audit Committee’s agenda/work plan? May Not Add Up To 100% Due To Rounding

46. 46 Q26. How satisfied are you that your Audit Committee’s current self-evaluation approach enhances its effectiveness? Among Those With A Self-Evaluation Process Most Respondents Only “Somewhat Satisfied” That AC’s Self-Evaluation Approach Enhances Its Effectiveness % Satisfied 2006 – 93% 2007 – 92%

47. 47 Q26. How satisfied are you that your Audit Committee’s current self-evaluation approach enhances its effectiveness? Among Those With A Self-Evaluation Process Trend Similar Across Regions May Not Add Up To 100% Due To Rounding

48. 48 Committee Relationship With Internal Audit

49. 49 3 In 10 Still Have Some Doubts Whether Chief Audit Exec Would Report Sr. Management Controversies To AC Q16. How confident are you that your company’s Chief Audit Executive would report any controversial issues involving senior management to the Audit Committee? Among Those With Internal Audit Function % Not very confident 2006 – 31% 2007 – 30%

50. 50 Asia AC Members Least Confident In Chief Audit Executives Q16. How confident are you that your company’s Chief Audit Executive would report any controversial issues involving senior management to the Audit Committee? Among Those With Internal Audit Function May Not Add Up To 100% Due To Rounding

51. 51 Only 4 In 10 Are Very Satisfied With The Effectiveness Of Their IA Function Q15. How satisfied are you with the effectiveness of your company’s Internal Audit function? n = 1186 May Not Add Up To 100% Due To Rounding

52. 52 Trend Similar Across Regions Q15. How satisfied are you with the effectiveness of your company’s Internal Audit function?

53. 53 AC Members Say Chief Audit Executive Should Report To AC Functionally, CEO Or CFO Administratively Q13-14. To whom should the Chief Audit Executive report functionally? To whom should the Chief Audit Executive report administratively? May Not Add Up To 100% Due To Rounding

54. 54 Trend Similar Across Regions Chief Audit Exec Should Report Functionally To AC Trend Similar Across Regions Chief Audit Exec Should Report Functionally To AC Q13. To whom should the Chief Audit Executive report functionally?

55. 55 Trend Similar Across Regions Report To CEO/CFO Administratively, Asia Cites CEO Trend Similar Across Regions Report To CEO/CFO Administratively, Asia Cites CEO Q14. To whom should the Chief Audit Executive report administratively? May Not Add Up To 100% Due To Rounding

56. 56 Most Do Not Plan To Use Chief Audit Exec Position As Stepping Stone To Line Management Q17-18. Which of the following describes your company’s internal audit staffing model for the position of Chief Audit Executive? In your opinion, which of the following internal audit staffing models is more appropriate for the position of Chief Audit Executive at your company?

57. 57 Trend Similar Across Regions Chief Audit Exec Is An Audit Professional Trend Similar Across Regions Chief Audit Exec Is An Audit Professional Q17. Which of the following describes your company’s internal audit staffing model for the position of Chief Audit Executive?

58. 58 Trend Similar Across Regions Position Should Be An Audit Professional Trend Similar Across Regions Position Should Be An Audit Professional Q18. In your opinion, which of the following internal audit staffing models is more appropriate for the position of Chief Audit Executive at your company?

59. 59 Relationships With Other Parties

60. 60 Satisfaction With Executive Support Inched Up In Many Areas; AC Still Expects More From Outside Counsel % Very Satisfied Q24. How satisfied are you with the interaction and the support the Audit Committee receives from each of the following?

61. 61 Ratings By Region % Very Satisfied Q24. How satisfied are you with the interaction and the support the Audit Committee receives from each of the following? Contd..

62. 62 % Very Satisfied Q24. How satisfied are you with the interaction and the support the Audit Committee receives from each of the following? Ratings By Region

63. 63 Q24. How satisfied are you with the interaction and the support the Audit Committee receives from each of the following? AC Satisfaction With Executive Support – Globally n 1270 1084 1220 1259 1168 793 718 484 May Not Add Up To 100% Due To Rounding 2007

64. 64 n 531 May Not Add Up To 100% Due To Rounding 2007 414 516 526 496 313 342 279 Q24. How satisfied are you with the interaction and the support the Audit Committee receives from each of the following? AC Satisfaction With Executive Support – Americas AC Satisfaction With Executive Support – Americas

65. 65 May Not Add Up To 100% Due To Rounding 2007n 535 475 506 528 472 335 285 141 Q24. How satisfied are you with the interaction and the support the Audit Committee receives from each of the following? AC Satisfaction With Executive Support – Europe AC Satisfaction With Executive Support – Europe

66. 66 May Not Add Up To 100% Due To Rounding 2007n 83 75 82 84 82 61 38 26 Q24. How satisfied are you with the interaction and the support the Audit Committee receives from each of the following? AC Satisfaction With Executive Support – Africa AC Satisfaction With Executive Support – Africa

67. 67 May Not Add Up To 100% Due To Rounding 2007n 121 Q24. How satisfied are you with the interaction and the support the Audit Committee receives from each of the following? AC Satisfaction With Executive Support – Asia AC Satisfaction With Executive Support – Asia 120 116 121 115 84 53 38

68. 68 ACs Rate CFO Executive Sessions Most Productive In-House General Counsel Sessions The Lowest ACs Rate CFO Executive Sessions Most Productive In-House General Counsel Sessions The Lowest % Rating Very Productive Among Those Who Hold Sessions On A Regular Basis Q12. In your opinion, how productive are your Audit Committee’s executive sessions with the following individuals?

69. 69 Ratings By Region Q12. In your opinion, how productive are your Audit Committee’s executive sessions with the following individuals? % Rating Very Productive Among Those Who Hold Sessions On A Regular Basis

70. 70 Percent Not Holding Exec Sessions On Regular Basis With This Individual Q12. In your opinion, how productive are your Audit Committee’s executive sessions with the following individuals? Many Do Not Hold Regular Exec Sessions With Their General Counsel; Almost All Do With CFO / Ext Auditor Multiple Responses Allowed

71. 71 Percent Not Holding Executive Sessions On A Regular Basis - By Region Percent Not Holding Executive Sessions On A Regular Basis - By Region Q12. In your opinion, how productive are your Audit Committee’s executive sessions with the following individuals? Percent Not Holding Exec Sessions On Regular Basis With This Individual Multiple Responses Allowed

72. 72 Two Thirds Very Satisfied With Their External Auditor Communications Q19. How satisfied are you with the communications between the Audit Committee and the External Auditor? n = 1300 % Satisfied 95%

73. 73 Americas Most Satisfied With Their External Auditor Communications Q19. How satisfied are you with the communications between the Audit Committee and the External Auditor? May Not Add Up To 100% Due To Rounding

74. 74 Globally, BoD And External Auditor Top Two In Providing Constructive Suggestions To Improve AC Q23. Who has identified and communicated constructive suggestions to improve the Audit Committee’s organization and activities as a result of their interaction with the Committee? (Select all that apply) Multiple Responses Allowed Note: 2006 – Single response question 2007 – Multiple response question

75. 75 External Auditor Leads In Americas, Africa Q23. Who has identified and communicated constructive suggestions to improve the Audit Committee’s organization and activities as a result of their interaction with the Committee? (Select all that apply) Multiple Responses Allowed Contd..

76. 76 Identifying Constructive Suggestions For Improving AC – By Region Identifying Constructive Suggestions For Improving AC – By Region Q23. Who has identified and communicated constructive suggestions to improve the Audit Committee’s organization and activities as a result of their interaction with the Committee? (Select all that apply) Multiple Responses Allowed

77. 77 Over 9 In 10 Say CFOs Almost Always Attend Audit Committee Meetings, Followed By Chief Audit Executive Q11. How often do the following individuals attend Audit Committee meetings? % Almost Always

78. 78 Q11. How often do the following individuals attend Audit Committee meetings? Audit Committee Meeting Attendance n 1284 1091 1246 1059 1285 976 819 840 839 840 938 May Not Add Up To 100% Due To Rounding

79. 79 Q11. How often do the following individuals attend Audit Committee meetings? Contd.. % Almost Always Audit Committee Meeting Attendance – By Region Audit Committee Meeting Attendance – By Region

80. 80 Q11. How often do the following individuals attend Audit Committee meetings? % Almost Always Audit Committee Meeting Attendance – By Region Audit Committee Meeting Attendance – By Region

81. 81 Q11. How often do the following individuals attend Audit Committee meetings? n 539 419 529 488 540 432 340 316 366 264 428 May Not Add Up To 100% Due To Rounding Audit Committee Meeting Attendance – Americas Audit Committee Meeting Attendance – Americas

82. 82 Q11. How often do the following individuals attend Audit Committee meetings? n 543 477 520 426 543 399 339 373 339 419 369 May Not Add Up To 100% Due To Rounding Audit Committee Meeting Attendance – Europe Audit Committee Meeting Attendance – Europe

83. 83 Q11. How often do the following individuals attend Audit Committee meetings? n 84 77 80 68 85 59 66 69 63 70 62 May Not Add Up To 100% Due To Rounding Audit Committee Meeting Attendance – Africa Audit Committee Meeting Attendance – Africa

84. 84 Q11. How often do the following individuals attend Audit Committee meetings? n 118 117 77 117 86 74 82 71 87 79 May Not Add Up To 100% Due To Rounding Audit Committee Meeting Attendance – Asia Audit Committee Meeting Attendance – Asia

85. 85 Audit Committee Time Commitment

86. 86 As In 2006, 3 In 4 Expect To Spend 100 Hours Or Less Fulfilling Their AC Member Role In Upcoming Year Q7. How much time do you expect to spend in 2007 fulfilling your role as an Audit Committee Member (excluding other board responsibilities), including all related meetings and preparation time? 2006 question: How much time do you expect to spend in 2006 fulfilling your role as an Audit Committee Member (excluding other board responsibilities), including all related meetings and preparation time? % 100 Hours or Less 2006 – 77% 2007 – 74% May Not Add Up To 100% Due To Rounding

87. 87 Americas AC Members Most Likely To Spend Over 100 Hours On Their AC Duties Q7. How much time do you expect to spend in 2007 fulfilling your role as an Audit Committee Member (excluding other board responsibilities), including all related meetings and preparation time? May Not Add Up To 100% Due To Rounding

88. 88 Globally, The Frequency Of Audit Committee Meetings Is Slightly Down Q6. How many Audit Committee meetings, including teleconferences, were held last year? % Meeting At Least 6 Times 2006 – 48% 2007 – 44% Average # Of Meetings 2006 – 6.5 2007 – 6.0 May Not Add Up To 100% Due To Rounding

89. 89 Americas Audit Committees Meet Most Often Q6. How many Audit Committee meetings, including teleconferences, were held last year? Average # of meetings Americas: 7.6 Europe: 4.9 Africa: 4.3 Asia: 5.2 May Not Add Up To 100% Due To Rounding

90. 90 Average Number Of Face-To-Face Meetings Is Flat; Average Number Of Teleconferences Is Down Q006_02. Number of meetings in which Members met face-to-face, Q006_03 Number of meetings in which Members met via teleconference, Q006_04 Number of meetings in which Members met using other means: Average # Of Meetings Face-to-Face: 4.8 (4.9 in 2006) Teleconference: 1.2 (1.6 in 2006) Other means: 0.1 (not asked in 2006) May Not Add Up To 100% Due To Rounding

91. 91 Q006_02. Number of meetings in which Members met face-to-face: Number Of Face-To-Face AC Meetings Held Last Year By Global Region Number Of Face-To-Face AC Meetings Held Last Year By Global Region Average # of Meetings Americas: 5.3 Europe: 4.4 Africa: 4.0 Asia: 5.1 May Not Add Up To 100% Due To Rounding

92. 92 Q006_03. Number of meetings in which Members met via teleconference: Number Of Teleconference AC Meetings Held Last Year By Global Region Number Of Teleconference AC Meetings Held Last Year By Global Region Average # of meetings Americas: 2.2 Europe: 0.5 Africa: 0.2 Asia: 0.1 May Not Add Up To 100% Due To Rounding

93. 93 Q006_04. Number of meetings in which Members met using other means: Number Of AC Meetings Held Last Year Using Other Means By Global Region Number Of AC Meetings Held Last Year Using Other Means By Global Region Average # of meetings Americas: 0.1 Europe: 0.0 Africa: 0.0 Asia: 0.0

94. 94 Composition / Background And Other Practices

95. 95 Q5. How many Members, including the Chair, serve on your Audit Committee? Avg. # Of members 2006 – 3.9 2007 – 4.0 Similar to 2006, Most Audit Committees Have 3 - 4 Members May Not Add Up To 100% Due To Rounding

96. 96 Africa Has The Largest Average Audit Committee Size Q5. How many Members, including the Chair, serve on your Audit Committee? Average # of Members Americas: 4.0 Europe: 3.9 Africa: 4.9 Asia: 4.0 May Not Add Up To 100% Due To Rounding

97. 97 Q27. Does your audit committee memorialize in writing the results of its self-evaluation? n = 1222 Audit Committees Split Regarding The Practice Of Memorializing Its Self-Evaluation Results In Writing

98. 98 Trend Similar Across Regions Q27. Does your audit committee memorialize in writing the results of its self-evaluation?

99. 99 Appendix – Demographics

100. 100 Respondent Company Revenue Q3. What is the annual revenue of the largest public company for which you serve as an Audit Committee Member? Less Than $1 Billion 2006 – 57% 2007 – 57% $1 Billion Plus 2006 – 42% 2007 – 43% May Not Add Up To 100% Due To Rounding

101. 101 Respondent Company Revenue - By Region Respondent Company Revenue - By Region Q3. What is the annual revenue of the largest public company for which you serve as an Audit Committee Member? May Not Add Up To 100% Due To Rounding

102. 102 Respondent Background Globally Active and Retired Combined Q1. What is your background? (Select one) Note: In 2006 survey, respondents were only allowed one response each for this question. In 2007, it was a multiple response question

103. 103 Q1. What is your background? Active and Retired Combined Contd.. Respondent Background - By Region Respondent Background - By Region Multiple Responses Allowed

104. 104 Q1. What is your background? Active and Retired Combined Respondent Background - By Region Respondent Background - By Region Multiple Responses Allowed

105. 105 Q2. How many Audit Committees do you serve on? Respondent Profile Number Of Audit Committees Served On Respondent Profile Number Of Audit Committees Served On Avg. # Of Companies 2006 – 2.4 2007 – 2.0 May Not Add Up To 100% Due To Rounding

106. 106 Number Of Audit Committees Served On - By Region Number Of Audit Committees Served On - By Region Q2. How many Audit Committees do you serve on? May Not Add Up To 100% Due To Rounding

107. 107 Charles Garbowski Senior Director Research March 16, 2007 R E S E A R C H K P M G L L P ACI Second Annual Global Audit Committee Survey