Chief Audit Executive Job Specification

Chief Audit Executive Date: January 2014 Position: Function/Business Unit: Global Finance Department: Internal Audit Audit Committee of the Board of Directors with Administrative reporting to Reports to: EVP and Chief Financial Officer JOB SUMMARY As a senior member of the Finance Leadership Team, the position will serve as the Chief Audit Executive at Marriott International and have responsibility for all internal audit functions, oversight of financial governance including Sarbanes Oxley 404, business integrity and ethics.

As the Chief Audit Executive, this position will be responsible for establishing the Internal Audit vision, and functions as the chief business advisory and risk person in the company. This position is specifically responsible for supporting the accomplishment of strategic objectives and helping ensure that established financial, operational and compliance practices, and the related controls, are designed and operating effectively. This position will oversee the Company’s compliance with Sarbanes Oxley, and the required reporting. The Internal Audit function operates as Marriott’s independent appraiser, responsible for examining and evaluating business activities and related risk for the purpose of ensuring regulatory compliance, safeguarding company assets and improving its systems of financial and operational controls. This position will ensure that all audit work conforms to the “Standards for the Professional Practice of Internal Auditing.” In addition, this position will oversee the Company’s Business Integrity Line program and lead financial and accounting fraud investigations. This position reports to the Audit Committee of the Board of Directors and will provide it with formal assessments of the adequacy of the Company’s internal control environment.

He/She must be adept at tapping diverse sources of information, anticipating challenges, and devising and executing breakthrough strategies to deliver against current and future Internal Audit priorities, thereby strengthening Marriott’s competitive advantage through excellence in ensuring regulatory compliance, safeguarding company assets and improving its systems of financial and operational controls.

The job requires a concentrated focus to continue efforts in stabilizing the internal audit’s organizational infrastructure necessary to deliver against current and future objectives of the division; including, the use of various staffing alternatives (including co-sourcing and external staff augmentation) as necessary to ensure organizational capabilities (structure, processes and systems) are in place to meet the Company’s needs. EXPECTED CONTRIBUTIONS OVERALL:  Develops the audit vision that provides timely information with bias and absolute integrity to business leaders.  Sets the strategy for Internal Audit, Governance & Sarbanes Oxley in alignment with the overall Global Finance Function priorities and MI strategy. Draws on diverse sources of information (e.g., competitor, industry, economic) to develop strategies and identify business improvement opportunities.  Develops and maintains strong relationships and communications with the Audit Committee to ensure concerns are addressed and expectations met; approves and oversees the reports to the Audit Committee and senior management which address key business risks and control issues within the Company.  Develops and maintains strong relationships with MI leadership, providing guidance and/or consultation in the development of strategies to improve financial and operational performance of the business; act as an early warning system for business and financial risks; supports business ethics and integrity initiatives.  Provides leadership in the development of audit plans, procedures and programs to evaluate the adequacy of the company’s internal control environment.  Manages area related to Sarbanes-Oxley Act to maintain internal controls to ensure the identification of significant accounts, processes, assertions and risks, documentation of significant processes and the identification and evaluation of the control design, the performance of tests and controls and the overall assessment of financial reporting and internal controls.  Develops and maintains strong working relationship with external auditors to ensure effectiveness of service delivery and appropriate resolution of findings/issues identified.  Works closely with Legal and Global Compliance Officer on compliance programs involving Business Ethics and Integrity, Foreign Corrupt Practices Act, Patriot Act, etc.  Uses knowledge of Marriott’s business to make sound decisions that balance the priorities of relevant stakeholders. Makes resource decisions that involve greater risk and have significant impact on meeting long term enterprise objectives.  Monitors and innovates, as appropriate, accounting practices and strategies to optimize business performance  Develops an organizational competency in the audit function by identifying and integrating best practices in work flow, measurement, technologies and resource configuration.  Achieves annual goals and budget targets by effectively managing resources and stakeholder requirements  Attracts, develops and retains a high performing workforce.

Financial Leadership: controlling appropriate expenses, and maximizing returns on investments to Marriott International and key stakeholders  Responsible for deploying appropriate tactics to meet/exceed budgeted goals  Oversees internal audit processes of the enterprise as well as the specific administrative activities associated with operating the Internal Audit (business planning, reporting, budgeting, etc.)  Ensures appropriate metrics are in place to manage business risks and improve decision making; ensure strong accounting and operational control environment to safeguard MI and improve operations. Chief Audit Executive Job Specification

 Consistently identifies opportunities to reduce costs and improve operating margins

Human Resources: Improves business performance through leveraging talent and organizational systems. Leads the selection, development, and retention of key leadership talent in division in order to build a high-performing, diverse workforce. Supervises the day-to-day activities of direct reports and promotes a work environment that is fair, equitable, feedback-rich and career opportunity-focused. Assembles a high performing leadership team that bridges the gaps in own competencies based on an exceptional understanding of business performance requirements  Partners with Human Resources leadership to strengthen the organization performance through ensuring effective structures, processes, jobs, and performance management systems, along with the “right” people, are in place to support the strategic priorities of the business.  Sets goals and expectations for direct reports using the Leadership Performance Process (LPP) and holds staff accountable for successful performance; coaches team by providing specific feedback to improve performance; conducts annual performance appraisal with direct reports; and ensures the same occurs at lower level of his/her organization  Champions leadership development and workforce planning priorities by personally assessing, selecting, retaining and developing diverse, high- caliber talent that can lead the organization today and strengthen the leadership bench for the future; works with Human Resource Leader to anticipate future talent needs based on business growth plans, and allocates resources appropriately. Actively assists in transferring talented internal auditors out of the department into other challenging positions within the company. Other  Performs other duties as assigned to meet business needs.

CANDIDATE PROFILE Experience . Extensive (10+ years) experience in finance and accounting business processes to include auditing in a Fortune 500 company or a top tier professional services firm. . Experience in a management role, leading a department . Experience leading and managing large scale initiatives and managing associated change . History of consistently delivering business results . Exposure to international complexities in accounting and finance business processes . Demonstrated success leading senior professionals and developing a strong organization and workforce in a complex, service-intensive, deadline-driven environment . Lodging/ hospitality industry experience strongly preferred, but not required.

Education or Certification  Baccalaureate degree in Accounting or related area.  CPA certification required

Knowledge and Skills  Strong business acumen and service orientation.  Outstanding strategic planning and management skills  Exceptional accounting skills, and knowledge of the business processes and systems necessary to execute work  Depth of knowledge in generally accepted finance and accounting policies, principles and controls  Depth of knowledge of accounting theory, auditing standards, procedures and related techniques.  Knowledge of auditing information systems and systems designs.  Strong working knowledge of information technology and its implications for business commerce and managing and controlling business operations  Ability to determine emerging risk management concepts and control models  Ability to work in a matrix organization, partnering with resources to achieve results through others.  Develops and maintains effective relationships with a broad group of stakeholders in order to foster trust and influence key decisions  Exceptional communication skills; creates an atmosphere in which timely information flows smoothly through the organization.  Steps forward to address difficult issues and guide others toward the accomplishment of identified, meaningful goals.  Actively develops and effectively manages a diverse workforce  Orchestrates systemic change – initiates, supports and manages change within the organization, taking steps to remove barriers or to accelerate its pace  Constructive approach to dealing with conflict; strong mediation skills.  Effectively deploys and manages resources to achieve objectives and uses data to systemically monitor progress against plans  Strong quantitative and qualitative analysis skills; ability to take large volumes of complex information and present it in a clear and concise manner to senior management, owners and franchisees; uses data and a cogent problem solving methodology in decision making and impact assessment  Skillful negotiator in tough situations, sells ideas persuasively, settles differences and wins concessions without damaging relationships; can be both direct and forceful while remaining diplomatic  Strong business performance management abilities– monitoring the progress of work against schedules, budgets, quality standards, and achieving/exceeding planned economic benefits in a dynamic operating environment  Ability to integrate and balance priorities, work activities and resources for the benefit of multiple key stakeholders  Demonstrated ability to enhance organization effectiveness through expertise in talent management and organizational capability Chief Audit Executive Job Specification

 Able to build effective teams that are committed to organizational goals and initiatives  Strong leader of people – ability to creates a compelling vision, demonstrate flexibility in approach; and motivates others (who may, oftentimes, not be direct reports) to achieve desired results  Active learner -- able to enhance personal, professional and business growth through new knowledge and experiences; pushes the organization to learn from other industries’ standards and practices.