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ponzi_implosion

03/21/12 8:03 PM

#172249 RE: WATERLOOO #172247

Pristine Auditor Report? hardly

http://www.sec.gov/Archives/edgar/data/1381105/000121390012001206/f10k2011_jbi.htm

Page 64

"....A material weakness is a control deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis.

As described in Management’s Annual Report on Internal Control over Financial Reporting, the Company did not maintain effective control over financial reporting as of December 31, 2011 due to pervasive control deficiencies and material weaknesses. The existence of pervasive control deficiencies and material weaknesses impair the effectiveness of other controls by rendering their design ineffective or by keeping them from operating effectively. The Company’s material weaknesses are a result of a lack of policies and procedures, with the associated internal controls, to appropriately address entity level matters. Management concluded that the lack of adherence to the Board of Directors’ policies and more specifically, the Audit Committee Charter, which requires a three member committee with one member qualified as a “financial expert”, caused a failure at the entity level for proper governance over the Company’s financial reporting environment. The lack of oversight on the Company’s routine transactions, as well as a sufficient number of qualified personnel to timely account for such transactions in accordance with U.S. GAAP resulted in the recording of numerous post-closing and late adjusting journal entries during the quarterly reviews and delayed the financial statement closing process for the fiscal year ended 2011.

These material weaknesses were considered in determining the nature, timing, and extent of audit tests applied in our audit of the 2011 consolidated financial statements, and this report does not affect our report dated March 15, 2012, on those consolidated financial statements.

In our opinion, because of the effect of the material weaknesses described above on the achievement of the objectives of the control criteria, The Company has not maintained effective internal control over financial reporting as of December 31, 2011 based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO)...."