AUDITORS Representatives of E&Y are expected to participate in the Annual Meeting and will have an opportunity to make a statement andrespondtoappropriate questions from shareholders. Fee Information Thetable below sets forth the aggregate audit fees billed and expected to be billed by E&Y for the indicated fiscal year and the fees billed and expected to be billed by E&Y for all other services rendered during the indicated fiscal year: Fiscal 2021 Fiscal 2020 Audit Fees $29,364,000 $26,608,000 Audit-Related Fees 5,667,000 4,200,000 Tax Fees 00 All Other Fees 325,000 95,000 Total Fees 35,356,000 30,903,000 Audit Fees Audit fees include the aggregate fees for the audit of our annual consolidated financial statements and internal controls, andthereviewsofeachofthequarterlyconsolidatedfinancialstatementsincludedinourForms10-Q.Thesefeesalsoinclude statutory and other audit work performed with respect to certain of our subsidiaries. Audit-Related Fees Audit-related fees include accounting advisory services related to the accounting treatment of transactions or events, includingacquisitions,andtotheadoptionofnewaccountingstandards,aswellasadditionalproceduresrelatedtoaccounting records performed to comply with regulatory reporting requirements and to provide certain attest reports. TaxFees Tax fees, if any, include tax compliance services and assistance with federal and provincial tax-related matters for certain international entities. All Other Fees All other fees were for advisory services related to sustainability reporting. Pre-Approval Policies and Procedures All of the fees described above were approved by the Audit Committee. The Audit Committee is responsible for overseeing the audit fee negotiations associated with the retention of E&Y to perform the audit of our annual consolidated financial statementsandinternalcontrols. The Audit Committee has adopted a pre-approval policy under which the Audit Committee approvesinadvanceallauditandnon-auditservicestobeperformedbyourindependentauditors.Aspartofitspre-approval policy, the Audit Committee considers whether the provision of any proposed non-audit services is consistent with the SEC’s rules on auditor independence. In accordance with the pre-approval policy, the Audit Committee has pre-approved certain specified audit and non-audit services to be provided by E&Y if they are initiated within 18 months after the date of thepre-approval(orwithinsuchotherperiodfromthedateofpre-approvalasmaybeprovided).Ifthereareanyadditional 20
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