2003 FORM 10-K ZIMMER HOLDINGS, INC. AND SUBSIDIARIES ITEM 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure  ITEM 9A. Controls and Procedures  None The Company has established disclosure controls and procedures and internal controls over financial reporting to provide reasonable assurance that material information relating to the Company, including its consolidated subsidiaries, is made known on a timely basis to management and the Board of Directors. However, any control system, no matter how well designed and operated, cannot provide absolute assurance that the objectives of the control system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected. Based on their evaluation, the Company’s principal executive officer and principal financial officer have concluded that the Company’s disclosure controls and procedures as of the end of the period covered by this report are effective. Since the acquisition of control of Centerpulse on October 2, 2003, the results of operations of Centerpulse have been included in the Company’s consolidated results of operations, and its respective assets and liabilities were recorded at their estimated fair values in the Company’s consolidated statement of financial position, with the excess purchase price being allocated to goodwill. Historically, Centerpulse’s consolidated financial statements were prepared in accordance with International Financial Reporting Standards, which differ in certain material respects from accounting principles generally accepted in the United States of America (‘‘U.S. GAAP’’) which the Company must follow. Following the completion of the acquisition, the necessary adjustments were made within the Company’s financial statements to adjust the Centerpulse financial statements to U.S. GAAP. In addition, the Company has integrated Centerpulse operating units into the Company’s financial reporting system. New accounting policies and procedures went into effect within the Centerpulse operating units during the fourth quarter to ensure consistency in financial reporting among all of the Company’s operating units. The Company established a common approach for estimating excess inventories and instruments. The effect of this change in estimate is further described under Item 7, Critical Accounting Estimates. Other than these changes, there were no significant changes in the Company’s internal controls during the most recent quarter that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. 56