9. Use the letters in Part 2 Item 8 in 10K to answer the follow questions. a. Using the Management Report on Consolidated Financial Statements i. Who is responsible for the information contained in the audited financial statements? Management ii. Why is this significant and for whom? iii. Financial statements are prepared in conformity with ...? The U.S. Generally Accepted Accounting Principle (GAAP) iv. What type of assurance does management provide regarding the financial information? b. Using the Report of Independent Public Accounting Firm as it relates to the Opinion on the Financial Statements. i. Who is the auditor? ii. What is the fiscal period covered by the audit? iii. What type of assurance does the auditor provide about the financial data? iv. Does an audit guarantee against material mistakes or fraud? Explain. v. What is the auditor's responsibility? vi. Audits are conducted in accordance with.... c. Using the Report of Independent Public Accounting Firm as it relates to the Opinion on Internal Controls over Financial Reporting. i. An audit is conducted in accordance with what standard? ii. What is required of this standard? iii. With regards to internal controls, what type of assurance is provided by the auditor? RePopts Report of Management on Internal Control over Financial Reporting Ouf management is responsible for establishing and maintaining adecuate internal control over financial reporting, as such tem is defined in Exchange Act Rules 13a-15in). Under the supervision and with the partipation of our managernent, including our chief executive officer and chief franclal officer, we assessed the effectiveness of our internal control over financial reporting as of January 28, 2023, based on the tramework in intemal Control-integrated Framework (2013), lssued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework). Based on our assessment, we conclude that the Corperasion's intemal control over finandial reporting is effective based on these criteria. Our internal control over financial reporting as of January 28, 2023, has been audited by Emat \& Young LLP, the independent registered public accounting frm who has also audted our consolidated financial statements, as stated in their report which appears on this page. Brian C. Comell Chair of the Beard and Chief Executive Officer Executve Vice President and Chiof Financial Orficer March 8, 2023 Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Dinectors of Target Corperation Opinion on Intemal Control Over Financlal Reporting We have audted Target Corporation's internal control over financial reporting as of January 28, 2023, based on criteria established in intemal Control-integrated Framework issued by the Committee of Sponsoring Organizations of the Troadway Commission (2013 framework) (the COSo criteria). in our opinion, Target Corperation (the Corpocation) maintained, in all malerial respects, effoctive irternal control cover finaneial reporting as of January 28, 2023, based on the COSO criteria. We also have audised, in acoordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB). the consolidated statements of financial position of the Corporation as of January 28, 2023 and January 29, 2022, the related consolidated statements of operations, comprohensive income, cash flows and shareholders' investment for each of the three years in zhe period ended January 28, 2023, and the related notes and our report dased March 8, 2023 expeessed an ungualified opinion thereon. Basis for Opinion The Corporation's management is responsible for maintaining effoctive internal control over financial reporting and for its assessment of the effectiveness of internal control over fanclial reporing included in the accompanying Report of Management on Intemal Control over Finandial Reporting. Our responsibility is to express an opinion on the Corporafion's internal control over financial reporting based on our audi. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Corporation in accordance with the U.S. federal secunties laws and the applicable rules and regulations of the Securities and Exchange Commiesion and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance abcut whether eflective internal control over finandial reporting was maintained in all material respects. Our audit included obtaining an understanding of intemal control over financial reporting, assessing the risk that a material weakness exists. testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such ofher procedures as we considered necessary in the clrcumstanots. We believe that our audit provides a reasonable basis for cur opinion. Definition and Limitations of Internal Control Over Financial Reporting A companys internal control over financial reporting is a peocess designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accondanoe with generally accepted accounting principles, A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the mainenance of records that, in reasonoble detail, accurately and fairly reflect the transactions and dispositions of the assets of the company, (2) provide reasonable assurance that transactions are rocorded as necesoary to permit preparation of financial statements in accordance with generally accoptod accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and divectors of the company; and (3) provide reasonabie assurance regarding prevention or timely detection of unauthorized acquistion, use, or disposition of the company's assets that could have a material effect on the financial statements Because of its inherent limitations, imernal control over financial reporting may not prevent or detect 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 condilions, of that the degree of compliance with the policies or procedures may deteriorate. is Emst \& Young LLP FanaveuL statrutsis Dabe at Cortarts Report of Management on the Consolidated Financlal Statements Marnagement is responsible for the consistency, integrity, and presentation of the information in the Annual Report. The consolidated firancial statements and other information peesented in this Annual Report have been prepared in accordance with accounting principles generally accepted in the United States and include necessary judgmenta and estimates by management. To fulfil our responsbilty, we maintain comprehensive systems of internal control designed te provide reasonable assurance that assets are safeguarded and tranaactions are executed in accordance with establiahod proceduren. The concept of roasonable assurance is based upon recognition that the cost of the controls should not exceed the beneft dertived. Wo believe our systerns of interral cortrol provide this reasonabie assurance. The Board of Directors exercised its oversight role with respect to the Corporation's systems of intemal contrit primarily through its Auft 8 Risk Comminee, which is comprised of independent directors. The Commithee oversees the Corporation's systems of internal control, accounting practices, financial reporting and audits to assess whether their qualify, integrity, and objectivity are sufficient fo protect shareholders' investments. In addition, our consolidated financial statements have been audited by Emst is Young LL, independent regatered public accounting firm, whose report also appears on this poge. Brian C. Comell Chair of the Board and Chief Executhe Oflicer Exboufive Vice Pretide March 8, 2023 Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of Target Corporation Opinion on the Financial Statements We have audled the accomparying consolidated stalements of financial position of Target Corpoirafion (the Corporation) as of January 26,2 ce3 and January 29, 2022, the related consolidabed statements of operafions, comprehensive income, cash fows and shareholdern' imvestrnent for each of the three years in the period ended January 28, 2023, and the relatod notes foollectively relerred to an the "consolidated financial statements"). In our opinion, the conolidated financial statements present fairly, in alt matrenial renpecta, the financial porition of the Corporation at January 28, 2023 and January 29, 2022, and the tesults of its operations and las cash flows for each of the three years in the period ended Janiary 28,2023 , in conformity with U.S. generally accepted accounting principles. Wo also have audted, in accordance with the standards of the Public Company Aocounting Oversight Board (United States) (PCAOB), the Corporation's internal control over financial reporting as of January 28, 2623 , based on criteria established in Intemal Control-integrated Framework issued by the Commithee of Sponsoring Organizations of the Treadway Commission (a013 framenork) and our report dated March 8 , 2023 expressed an unqualfied opinion thereon. Basis for Opinion These financial statements are the resporibility of the Corporation's managenent. Our responsally is to express an opinion on the Corporation's financial statements based on our audits. We ace a public aceounting frm regiatered with the PCADE and are required to be independont with respect to the Corporation in acoordance with the U.S. federal securities lass and the acplicable rules and regulations af the Securities and Exchange Comminsion and the PCAOB. We conducted our audits in accordance with the standards of the PCMOA. Those standards require that we plan and perform the audit fo obtain included performing procedures to aseoss the riaks of material misstatement of the firancial statementa, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test banis, evidence reganding the amounts and disclosures in the financlal statements. Our audits also inclobed evaluating the accounting palinciples used and significant estimates made by management, as wel as evaluating the overal presentation of the financial statements. We beleve that our audits provide a reasonable basis for our cpinion. Critical Audit Matters The critical audit motters coenmunicated betow are matten arising from the cuncet penod auda of the financial statements that were communicated or required to be communicated to the avdit committeo and that: (1) relate to accounts or dincloeures that are material to the financial statements and (2) involved our especially chalienging, subjective or compiex judgments. The communication of critical aucit inattern does not alter in any way our opinion on the consolidated financial statements, taiken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accourts or disclosures lo which they relate
