The Audit Committee has adopted other policies in an effort to help ensure the independence of our independent registered
public accounting firm. The Audit Committee must pre-approve the rendering of personal financial and tax advice to any of Brown-Formans designated executive officers by its independent registered public
accounting firm. In addition, the Audit Committee has a policy that limits Brown-Formans ability to hire certain current and former employees of our independent registered public accounting firm.
Appointment of Independent Registered Public Accounting Firm
General
In fiscal 2020, the Audit Committee, with the assistance of management,
issued a Request for Proposal (RFP) regarding the companys engagement of an independent registered public accounting firm to audit the companys consolidated financial statements for its fiscal year ended April 30, 2021. Thereafter,
the Audit Committee conducted a comprehensive, competitive RFP process. The Audit Committee invited several firms to participate in this RFP process, including PricewaterhouseCoopers LLP (PwC). In connection with the RFP process, the Audit
Committee considered a variety of factors, including: the strength and cultural fit of the independent auditors engagement team and their understanding of our business; approach to a value-added audit; innovation and technology capabilities;
competitive fixed-fee pricing; and transition approach. As a result of the RFP process, the Audit Committee appointed EY to serve as our independent registered public accounting firm beginning with
the fiscal year ended April 30, 2021.
Change of Independent Registered Public Accounting Firm
As a result of the RFP process described above, on February 19, 2020, the Audit Committee approved the appointment of EY as our independent registered public
accounting firm for the fiscal year ended April 30, 2021, and notified PwC of EYs appointment. EYs engagement as our independent registered public accounting firm began, and PwCs engagement ended, on June 19, 2020 (the
Engagement Date), the date that PwC issued its audit reports on our financial statements for the fiscal year ended April 30, 2020, and our internal control over financial reporting as of April 30, 2020.
The audit report of PwC on our consolidated financial statements for the fiscal year ended April 30, 2020, did not contain any adverse opinion or disclaimer of
opinion and was not qualified or modified as to uncertainty, audit scope, or accounting principles.
During our fiscal year ended April 30, 2020, and prior to
the Engagement Date: (i) there were no disagreements as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions thereto, between Brown-Forman and PwC on any matter of
accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements, if not resolved to PwCs satisfaction, would have caused PwC to make reference to the subject matter of the disagreements
in connection with its report on Brown-Formans consolidated financial statements for such fiscal years, and (ii) there were no reportable events as described in Item 304(a)(1)(v) of Regulation S-K.
In accordance with Item 304(a)(3) of Regulation S-K, we provided PwC with copies of the Current Report on Form 8-K filed with the SEC on February 25, 2020 (the Initial Form 8-K) and the Current Report on Form 8-K/A filed with the SEC on
June 24, 2020 (the Amended Form 8-K) reporting the change in our independent registered public accounting firm for the fiscal year ended April 30, 2021, containing substantially the same disclosures
as above. We requested that PwC provide us with letters addressed to the SEC stating whether it agreed with the statements made by Brown-Forman contained in the Initial Form 8-K and the Amended Form 8-K, and, if not, stating the respects in which it did not agree. Copies of PwCs letters dated February 25, 2020, and June 24, 2020, are both filed as Exhibit 16.1 to the Initial Form 8-K and Amended Form 8-K, respectively.
During our fiscal year ended April 30, 2020,
and prior to the Engagement Date, neither we nor anyone on our behalf consulted with EY regarding (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be
rendered on our consolidated financial statements, and neither a written report nor oral advice was provided by EY to us that EY concluded was an important factor considered by us in reaching a decision as to any accounting, auditing, or financial
reporting issue; (ii) any matter that was the subject of either a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instruction thereto); or (iii) any reportable event
(as described in Item 304(a)(1)(v) of Regulation S-K).