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External auditors
External, independent auditors  Ernst & Young Ltd., Basel, (Ernst & Young) have been assigned
the mandate to serve as global auditors for the UBS Group.
They assume all auditing functions according to laws, regulatory
requests and the “Articles of Association UBS AG” (“Articles of Association”). The Audit Committee of the Board of Directors
(BoD) annually assesses the independence of Ernst &
Young and has determined that they meet all independence
requirements established by the US Securities and Exchange
Commission (SEC). Authority for pre-approval of all additional
audit, audit-related and non-audit mandates to the principal
auditors lies with the Audit Committee, ensuring that independence
of the auditors is not jeopardized by conflicts of interest
through additional mandates. Ernst & Young inform the
Audit Committee annually of the measures they are taking to
ensure their own and their employees’ independence from
UBS. The Audit Committee assesses this information on behalf
of the BoD and informs the BoD accordingly.
At the 2006 annual general meeting (AGM), BDO Visura,
Zurich, was appointed as special auditor for a three-year
term of office. The special auditors provide audit opinions in
connection with capital increases, independently from the
Group auditors. Duration of the mandate and term of office of the lead partnersAfter the UBS-SBC merger, Ernst & Young were first appointed
as UBS’s principal external auditor for the audit of the
1998 financial statements. Following a comprehensive evaluation
process during 1999, they were proposed for re-election
at the 2000 AGM. AGMs up to 2007 annually confirmed
their mandate, and they will be proposed for re-election at
the 2008 AGM.
The lead partners in charge of the UBS audit are Andrew
McIntyre and Andreas Blumer (since 2005 and 2004,
respectively). Fees paid to principal external auditorUBS paid the fees (including expenses) listed in the table
below to its principal external auditors Ernst & Young.
Audit work includes all services necessary to perform the
audit in accordance with applicable generally accepted auditing
principles as well as other assurance services that generally
only the principal auditor can provide, including comfort
letters, statutory and regulatory audits, attest services,
consents and reviews of documents filed with regulatory
bodies under applicable law.
Audit-related work consists primarily of additional attest
services, such as retirement and compensation plan audits, agreed upon procedures reports required by contract and
audits performed at the request of management. It also includes
due diligence work on acquisitions and initial work
relating to the eventual attestation as to UBS’s compliance
with section 404 of the US Sarbanes-Oxley Act of 2002.
Tax work means services performed by professional staff
in Ernst & Young’s tax division, other than audit work, and
includes tax compliance, tax consultation and tax planning in
respect of UBS’s own affairs. Ernst & Young may not provide
personal tax consulting to members of UBS management
who serve in a financial reporting oversight role.
“Other” services are only approved on an exceptional basis.
In 2006 and 2007, they mainly comprised on-call advisory
services and selected transaction-related operational reviews.
In addition to the fees listed in the table on page 40, Ernst
& Young received CHF 31,050,000 in 2007 (CHF 22,080,000
in 2006) for audit and tax work performed on behalf of UBS
investment funds, many of which have independent fund
boards or trustees. | Fees paid to external auditors | For the year ended |
|---|
|
in CHF thousand
|
31.12.07
|
31.12.06
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Audit
| | | Global audit fees | 49,000 | 48,925 | Additional services classified as audit (services required by law or statute, including work of non-recurring nature mandated by regulators) | 12,718 | 14,766 | Total audit | 61,718 | 63,691 |
Non-audit
| | | Audit-related fees | 9,779 | 7,843 | Tax advisory | 1,892 | 1,249 | Other | 1,699 | 3,043 | Total non-audit | 13,370 | 12,135 |
Pre-approval procedures and policiesAll services provided by Ernst & Young have to be pre-approved
by the Audit Committee of the BoD. A pre-approval
may be granted either for a specific mandate or in the form
of a general pre-approval authorizing a limited and well-defined
type and amount of services. The Audit Committee has
delegated pre-approval authority to its Chairman. After endorsement
by the Group Chief Financial Officer (Group CFO),
requests for mandates are routed to the Company Secretary,
who submits them to the Chairman of the Audit Committee
for approval. At each quarterly meeting, the Audit Committee
is informed on the approvals granted by its Chairman.
The SEC prohibits independent auditors from providing a
number of specific services. Ernst & Young have not provided
any such services during 2007.
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