Memorandum

To: Target Corporation From: Nick Pastorino, Megan Trowbridge and Desiree Carter Date: 2/24/2013 Re: Preparation for Audit

Target Corp (Description of business. This was assigned to Nick. Insert here.) Integrity of management and board of directors (Assigned to Megan. Insert here.) We looked at the strength and independence of the audit committee. We believe that all of the auditing committee members are able to maintain their independence. A search of each individuals name did not turn up any evidence to prove otherwise. Target has done well in selecting their audit committee. Their industry experience will help Target to ensure that they maintain regulatory compliance. A brief overview of each member is listed below.

Audit Committee Members I. Roxanne S. Austin (Chair)

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II. III. IV.

Mary E Minnick Derica W Rice John G Stumpf

Roxanne S Austin- President and CEO of Move Networks. Prior works include: partner at Deloitte & Touche, member of California Society of CPAs, CEO of DirectTV, President of Austin Investment Advisors and CFO of Hughes Electric Company. She serves as board member to: Move Networks, Abbott Laboratories, Teledyne Technologies and Target Corp. She holds 3,000 Class B shares in Ericsson. She is compensated for her work in stock and options. I do not see any conflict of interest. She has had a lot of variation in industry (telecommunications, aerospace & defense, private investment consulting, technology and healthcare). Mary E Minnick- Partner of Lion Capital an investment firm. Prior tenure includes COO of Coca-Cola Asia. Compensation from Target Corp in stock. Derica W Rice-CFO with Eli Lilly. John G Stumpf-CEO of Wells Fargo. Serves as director for Chevron and Target Corp. A search of his name turned up information regarding one of the highest compensations of 18.7 million in 2009.

We found several news articles that we feel have an impact on Target Corporation. The first article was found at Star Tribune that discusses credit card use behind Targets 15% gain. Customers are using the Target RedCard to save 5% on

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everyday purchases. Third quarter results are up $0.96 a share. This is also due to the pending sale of Targets credit card portfolio to TD Bank next year.

There are several risks that we noted for Target Corporation. The first risk we determined will be the sale of Targets credit card portfolio with regards to the debt liability. Will Target be liable if customers dont pay? We do not feel this is likely since the sale of its credit portfolio

CONFIDENTIAL