Combined independent auditor’s and assurance report

To: the general meeting and Supervisory Board of Coöperatief Deloitte U.A.

Summary

The full text of the independent auditor’s report, which includes the audit opinion on the financial statements and the reasonable assurance report on the other (integrated) information included in the Integrated Annual Report has been included in the following pages.

The other (integrated) information in scope of our audit is included in the sections Key numbers of value creation, About this report, Executive Board highlights, lessons learned and outlook (excluding outlook), Our purpose and strategy, About Deloitte, Roles and Responsibilities (excluding the Report of the Supervisory Board), Risk management, Annex 2: Non-financial statements, Annex 3: Supporting documentation (hereafter: the other (integrated) information in the Integrated Annual Report).

	Financial statements	Other (integrated) information in the Integrated Annual Report
Opinion	Unqualified opinion on financial statements.	Unqualified reasonable assurance opinion on other (integrated) information in the Integrated Annual Report.
Materiality	Materiality of €14,000,000. Approximately 7% of reported income before tax and management fee.	Based on our professional judgement we determined materiality levels for each relevant part of the other (integrated) information and for the other (integrated) information as a whole.
Key audit matters	Valuation of unbilled services and advance billings to customers. Valuation of professional liability provision.	True and fair view on material theme Quality of services.

A. Report on the audit of the financial statements and other (integrated) information 2021/2022 included in the Integrated Annual Report

Our opinion

We have audited the financial statements 2021/2022 of Coöperatief Deloitte U.A. based in Rotterdam, the Netherlands. The financial statements comprise the consolidated financial statements and the company financial statements.

WE HAVE AUDITED

OUR OPINION

The financial statements comprise:

the consolidated and company statement of financial position as at May 31, 2022;
the following statements for 2021/2022: the consolidated and company income statement, the consolidated and company statements of comprehensive income, changes in equity and cash flows; and
the notes comprising a summary of the significant accounting policies and other explanatory information.

In our opinion, the accompanying financial statements give a true and fair view of the financial position of Coöperatief Deloitte U.A. as at May 31, 2022 and of its result and its cash flows for 2021/2022 in accordance with International Financial Reporting Standards as adopted by the European Union (EU-IFRS) and with Part 9 of Book 2 of the Dutch Civil Code.

Other (integrated) information in the Integrated Annual Report

The other (integrated) information comprises:

4. Key numbers of value creation, About this report,
Executive Board highlights, lessons learned and
outlook (excluding outlook), Our purpose and
strategy, About Deloitte, Roles and
Responsibilities (excluding the Report of the
Supervisory Board), Risk management, Annex 2:
Non-financial statements, Annex 3: Supporting
documentation (hereafter: the other (integrated)
information in the Integrated Annual Report).

The other (integrated) information includes prospective information such as ambitions, objectives, targets and expectations. Inherent to this information is that the actual results may differ in the future and are therefore uncertain. We do not provide any assurance on the achievability of prospective information in the Integrated Annual Report.

Other (integrated) information in the Integrated Annual Report

In our opinion, the other (integrated) information presents, in all material respects, a reliable and adequate view of:

the policy and business operations with regard to corporate responsibility; and
the thereto related events and achievements for the year ended May 31, 2022 in accordance with the Sustainability Reporting Guidelines of the Global Reporting Initiative (GRI) (Universal Standards) and the supplementary internally applied reporting criteria as disclosed on pages 152-153.

Basis for our opinion

We conducted our audit in accordance with Dutch law, including the Dutch Standards on Auditing and the Dutch Standard 3810N ‘Assurance-opdrachten inzake maatschappelijke verslagen’ (Assurance engagements relating to sustainability reports), which is a specific Dutch standard that is based on the International Standard on Assurance Engagements (ISAE) 3000: ‘Assurance Engagements other than Audits or Reviews of Historical Financial Information’. Our responsibilities under those standards are further described in the ‘Our responsibilities for the audit of the financial statements and the other (integrated) information in the Annual Report’ section of our report.

We are independent of Coöperatief Deloitte U.A. in accordance with the EU Regulation on specific requirements regarding statutory audit of public-interest entities, the Wet toezicht accountantsorganisaties (Wta, Audit firms supervision act), the Verordening inzake de onafhankelijkheid van accountants bij assurance-opdrachten (ViO, Code of Ethics for Professional Accountants, a regulation with respect to independence) and other relevant independence regulations in the Netherlands. Furthermore we have complied with the Verordening gedrags- en beroepsregels accountants (VGBA, Dutch Code of Ethics).

We believe the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

B. Information in support of our opinion

We designed our audit procedures in the context of our audit of the financial statements and the (other) integrated information as a whole and in forming our opinion thereon. The following information in support of our opinion was addressed in this context, and we do not provide a separate opinion or conclusion on these matters.

Reporting criteria financial statements

The information outlined in the scope of our engagements needs to be read and understood together with the reporting criteria, for which Coöperatief Deloitte U.A. is solely responsible for selecting and applying, taking into account applicable laws and regulations related to reporting. The criteria used for the preparation of the consolidated and company financial statements are EU-IFRS and Part 9 of Book 2 of the Dutch Civil Code, respectively.

Reporting criteria other (integrated) information in the Integrated Annual Report

The other (integrated) information needs to be read and understood together with the reporting criteria. Coöperatief Deloitte U.A. is solely responsible for selecting and applying these reporting criteria, taking into account applicable laws and regulations related to reporting.

The reporting criteria used for the preparation of the other (integrated) information are the Sustainability Reporting Standards of the Global Reporting Initiative (GRI) and the applied supplemental reporting criteria as disclosed on page 152-153 of the annual report. The absence of an established practice on which to draw, to evaluate and measure non-financial information allows for different, but acceptable, measurement techniques and can affect comparability between entities and over time.

Materiality

Based on our professional judgement we determined the materiality for the financial statements as a whole at €14,000,000. The materiality is based on a benchmark of income before tax and management fee (representing approximately 7% of reported income before tax and management fee). We applied this benchmark based on our analysis of the common information needs of users of the financial statements. On this basis, we believe that the income before tax and management fee is an important metric for the financial performance of the group. We have also taken into account misstatements and/or possible misstatements that in our opinion are material for the users of the financial statements for qualitative reasons.

We agreed with the Supervisory Board that misstatements in excess of €700,000, which are identified during the audit, would be reported to them, as well as smaller misstatements that in our view must be reported on qualitative grounds.

Materiality other (integrated) information in the Integrated Annual Report

Based on our professional judgement we determined materiality levels for each relevant part of the other (integrated) information and for the other (integrated) information as a whole. When evaluating our materiality levels, we have taken into account quantitative and qualitative considerations as well as the relevance of information for both stakeholders and the company.

We agreed with the Supervisory Board that misstatements which are identified during the audit and which in our view must be reported on quantitative or qualitative grounds, would be reported to them.

Scope of the group audit

Coöperatief Deloitte U.A. is at the head of a group of entities. The financial information of this group is included in the consolidated financial statements of Coöperatief Deloitte U.A.

Our group audit mainly focused on significant group entities. We consider an entity significant when:

it is of individual financial significance to the group;
the component, due to its specific nature or circumstances, is likely to include significant risks of material misstatement, whether due to fraud or error of the group financial statements.

To this extent, for the purpose of the audit of the consolidated financial statements, we performed audit procedures for all of the following significant group entities:

Deloitte Risk Advisory B.V.
Deloitte Accountants B.V.
Deloitte Belastingadviseurs B.V.
Deloitte Consulting B.V.
Deloitte Financial Advisory B.V.
Deloitte Holding B.V.

In addition, we performed specific audit procedures for other group entities.

For clarification purposes we hereby show our scope divided into revenue, assets and result:

By performing the procedures mentioned above at group entities, together with additional procedures at group level, we have been able to obtain sufficient and appropriate audit evidence about the group’s financial information to provide an opinion on the consolidated financial statements.

Audit approach going concern

As explained in the section 'Going concern' in note 1.1 of the financial statements, management has carried out a going concern assessment and identified no going concern risks. Our procedures to evaluate the going concern assessment of management includes:

We agreed the opening cash position used in the cash flow forecast to the audited position at May 31, 2022;
We performed an accuracy check on the mechanics of the cash flow forecast model prepared by management;
We assessed managements’ financial forecasts prepared for a period of at least 12 months from the date of these financial statements. This included consideration of the reasonableness of key underlying assumptions by reference to current and future expected operating and capital expenditure, including any effects of uncertainties of the COVID-19 pandemic and the Ukraine conflict; and
We evaluated the adequacy of disclosures made in the financial statements in respect of going concern.

These audit procedures did not lead to any material findings regarding the going concern assumption of the Company.

Audit approach fraud risks and non-compliance with laws and regulations

In accordance with Dutch Standards on Auditing, we are responsible for obtaining reasonable assurance that the financial statements and the other (integrated) information taken as a whole are free from material misstatements, whether due to fraud or error.

Inherent to our responsibilities for the audit of the financial statements and the other (integrated) information taken, there is an unavoidable risk that material misstatements will not be detected, even though the audit is planned and performed in accordance with Dutch law. The risk of not detecting a material misstatement resulting from fraud is higher than the risk of not detecting a material misstatement resulting from error because fraud may involve sophisticated and carefully organized schemes designed to conceal it. Such attempts at concealment may be even more difficult to detect when accompanied by collusion. The primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and with management.

In conducting an audit of financial statements and the other (integrated) information taken, we take into account the applicable legal and regulatory framework for the group. However, the auditor is not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations. It is the responsibility of management, with the oversight of those charged with governance, to ensure that the group’s operations are conducted in accordance with the provisions of laws and regulations, including compliance with the provisions of laws and regulations that determine the reported amounts and disclosures in the financial statements.

Our objectives

In accordance with the Dutch Standard 240 ‘De verantwoordelijkheden van de accountant met betrekking tot fraude in het kader van een controle van financiële overzichten’ (The auditor’s responsibility to consider fraud in an audit of financial statements) our objectives in relation to fraud are:

To identify and assess the risks of material misstatement of the financial statements due to fraud;
To obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses; and
To respond appropriately to fraud or suspected fraud identified during the audit.

In accordance with the Dutch Standard 250 ‘Het in aanmerking nemen van wet- en regelgeving bij controle van financiële overzichten’ (Considering of laws and regulations in an audit of financial statements) our objectives in relation to non- compliance with laws and regulation are:

To obtain sufficient appropriate audit evidence regarding compliance with the provisions of those laws and regulations generally recognized to have a direct effect on the determination of material amounts and disclosures in the financial statements;
To perform specified audit procedures to help identify instances of non-compliance with other laws and regulations that may have a material effect on the financial statements; and
To respond appropriately to non-compliance or suspected non-compliance with laws and regulations identified during the audit.

Our risk assessment

We performed risk assessment procedures to identify potential risks of material misstatements due to fraud and non-compliances with laws and regulations. As part of this work we evaluated the group’s risk assessment, inquiries with management and those charged

with governance. We also specifically evaluated whether fraud risk factors are present based on the framework of the fraud triangle during several team discussions and considered any unusual or unexpected relationships based on analytical procedures. As part of this assessment, we specifically assessed how fraud risks can arise in the revenue recognition as part of the unbilled revenue process and reflected this in our risk assessment and audit approach.

Following these procedures, and the presumed risks under the prevailing audit standards, we considered (presumed) fraud risks related to management override of controls and related to the overstatement of (unbilled) revenues. We consider these fraud risks to also be prevalent as a result of the nature of the group, where the compensation of partners and senior management personnel are driven and based on the annual profits achieved. The partners/senior management therefore might have pressure or incentives to unjustly modify certain aspects of the financial statements in order to increase the profits achieved with the aim to increase their respective compensation. This would especially be relevant for financial statement areas such as unbilled revenue and provisions, such as the professional liability provision or other areas involving significant estimates.

In relation to our risk assessment on non-compliance with laws and regulation, we performed procedures to obtain an understanding of the legal and regulatory frameworks that are applicable for Coöperatief Deloitte U.A.. The potential effect of laws and regulations on the financial statements varies considerably. Resulting from our risk assessment procedures, we considered adherence to (corporate) tax law and financial reporting with a direct effect on the financial statements as an integrated part of our audit procedures to the extent these are material for the financial statements.

In addition to the aforementioned laws and regulation, Coöperatief Deloitte U.A.is subject to other laws and regulations where the consequences of non-compliance could have a material effect on amounts and/or disclosures in the financial statements, for instance through imposing fines or litigation. Examples of such other laws and regulations are those relating to the supervision of the Financial Market Authority (AFM) based on the Wta and data privacy laws. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and other management and inspection of regulatory and legal correspondence, if any. Therefore, if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect such breaches.

Our response to the risk of fraud and non-compliance with laws and regulation

We determined an overall audit response to address the assessed fraud risks and designed and performed tailor-made audit procedures whose nature, timing and extent are responsive to the assessed risk.

Our audit procedures to respond to these fraud risks include, amongst others:

We inquired the procedures for compliance with laws and regulations with relevant personnel, including Board of Directors, Reputation & Risk Leader and the Ethics Officer.
We inspected minutes of meetings of the Supervisory Board, Executive Board and Quality Integrity & Risk Committee.
We inspected correspondence with regulators.
We evaluated the design and the implementation and, where considered appropriate, tested the operating effectiveness of internal controls that mitigate fraud risks.
Supplementary to reliance on the internal controls, we performed substantive audit procedures, including detailed testing of journal entries with a risk-based approach.
We reviewed significant accounting estimates for biases and evaluated whether the circumstances producing the bias, if any, represent a risk of material misstatement due to fraud. As part of this we performed a retrospective review and evaluated the judgements and decisions made by management in making the estimates in the current year.
We remained alert for indications of fraud throughout our other audit procedures and evaluated whether identified findings or misstatements were indicative of fraud.
We incorporated an element of unpredictability in the selection of the nature, timing and extent of audit procedures performed.
We assessed matters reported on the group’s whistleblowing and complaints procedures and assessed, where deemed necessary, the results of management’s follow-up of such matters.
We obtained written representations that all known instances of (suspected) fraud or non-compliance with laws and regulations have been disclosed to us.
We evaluated whether final analytical procedures performed near the end of the audit, when forming an overall conclusion as to whether the financial statements are consistent with our understanding of the group, indicate a previously unrecognized risk of material misstatement due to fraud.

Our response in addressing fraud risks related to the valuation of unbilled services and advance billings to customers, and the potential bias in significant estimates in the provision for professional liability is detailed in our key audit matters.

Our audit procedures in relation to non-compliance with laws and regulations notably consists of:

We inquired the procedures for compliance with laws and regulations with relevant personnel, including Board of Directors, Reputation & Risk Leader and the Ethics Officer.
We inspected minutes of meetings of the Supervisory Board, Executive Board and Quality Integrity & Risk Committee.
We inspected correspondence with regulators.
We obtained sufficient appropriate audit evidence regarding compliance with the provisions of those laws and regulations generally recognized to have a direct effect on the determination of material amounts and disclosures in the financial statements, where we also included a specialist in the area of corporate tax law.
We performed limited procedures in relation to other laws and regulations, i.e. we performed inquiries with management and those charged with governance as to whether the group is in compliance with such laws and regulations and we inspected correspondence, if any, with the relevant authorities.
During the audit, we remained alert to the possibility that other audit procedures applied may bring instances of non-compliance or suspected non-compliance with laws and regulations to our attention.
We obtained management representation that all known instances of non-compliance or suspected non-compliance with laws and regulations whose effects should be considered when preparing integrated annual report are adequately disclosed in the financial statements.

The audit procedures described above have resulted in sufficient and appropriate audit evidence to mitigate or rebut the potential fraud risks and non-compliance risks. For an overview of our responsibilities and those of the management regarding the financial statements and the risks of fraud and non-compliance, we refer to section D. of this statement.

Our key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements and other (integrated) information. We have communicated the key audit matters to the Supervisory Board. The key audit matters are not a comprehensive reflection of all matters discussed.

These matters were addressed in the context of our audit of the financial statements and the other (integrated) information as a whole and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

VALUATION OF UNBILLED SERVICES AND ADVANCE BILLINGS TO CUSTOMERS	OUR AUDIT APPROACH
As at May 31, 2022 the recognised unbilled services (contract assets) amounts to € 152 million. Refer to note 3.2 - Unbilled services and advance billings to customers. The valuation of unbilled revenues and advanced billings to customers as at the financial year-end requires a significant degree of management estimate that may be complex and inherently subjective in nature. This requires the group to estimate the expected results of current engagements based on an estimate of time and costs to be incurred, the estimate of expected additional billing on fixed fee projects and the assessment of the collectability of unbilled amounts. We considered the valuation of unbilled services to be a key audit matter due to its significance, subjectivity in the estimates of the valuation of the unbilled revenues and the fraud risk in revenue recognition.	We evaluated the design and tested implementation of both automated and manual internal controls within the organisation relating to the valuation of the unbilled revenues and advance billings to customers. We tested the operational effectiveness of the internal controls that were considered relevant for our audit, to validate the appropriate recognition of revenues and the existence and accuracy of gross unbilled revenue prior to the application of provisions. In addition to the reliance taken on effective internal control measures in place, we applied tailored data analytical procedures focusing on partner portfolio profitability and partner portfolio profitability trends -including major contrary effects within portfolios- to identify any tendencies through management bias. Furthermore, we performed substantive audit procedures on specific elements not yet fully addressed by aforementioned procedures, i.e. cut-off testing including realisation of success fees, onerous contracts and (non) chargeable hours. In addition, we performed substantive audit procedures regarding the valuation of unbilled services and advance billings by testing the estimate of expected results and recorded fees, including any overruns and scope changes to supporting documentation (e.g. contracts) for a sample of projects. We also tested journal entries related to unbilled services and advance billings to customers. Finally, we assessed the adequacy of the related disclosures in the financial statements.
VALUATION OF PROFESSIONAL LIABILITY PROVISION	OUR AUDIT APPROACH
The group is involved in a number of disputes in the ordinary course of business which may give rise to claims. Refer to note 8.2 – Provisions and note 8.3 – Claims for the disclosures with respect to such claims and legal proceedings. The professional liability provision is based on assumptions of, amongst others the existence of a present obligation and measurement of the expected amount to settle the claim. Furthermore an assessment is made if the estimated provision falls inside the scope of insurance policies or if the amount exceeds the maximum coverage of the insurance policies. We considered the valuation of the provision for professional liability provision a key audit matter due to the high degree of subjectivity and complexity in the assumptions.	In addition to testing the design and operating effectiveness of the provisional indemnity claims process and related control procedures, the audit procedures mainly comprised of substantive audit procedures. These procedures notably consisted of: obtained and read the company’s insurance arrangements related to professional liability; assessed the completeness of registered claims by discussing the claims with the in-house legal counsel, validating that registered claims are consistent with the partner confirmations, a review of legal expenses, internet research, review of the minutes of meetings of the company’s Executive Board and Supervisory Board and obtaining the correspondence with regulators; discussed and challenged the appropriateness of key assumptions and on the existence of a present obligation by evaluating management position papers, discussion with in-house legal counsel and by having direct communication with the company’s external lawyers, in respect of a sample of both current year and prior year matters, including review of supporting documentation and correspondence; obtained confirmation from insurers of the claims notified to them as at May 31, 2022 to verify the completeness of registered claims; attended meetings of the Audit & Finance Committee of Deloitte Coöperatief U.A. where the professional liability matters were discussed, including claims received, as well as the results of internal and external (regulatory) investigations; performed back-testing procedures to assess the appropriateness of the estimates of prior year; reviewed the website of the Authority of the Financial Markets (AFM) to assess the completeness of investigations that we have been made aware of, as well as their current status; we assessed the collectability of receivables towards the insurers, amongst others by means of validating that claims fall within the scope of the insurance agreements. Furthermore, we assessed the adequacy of the related disclosures relating to professional liability in the financial statements.
FAIR VIEW ON MATERIAL THEME QUALITY OF SERVICES	OUR AUDIT APPROACH
With regard to the other (integrated) information one of the most material themes in the materiality matrix (annex 2) is Quality of services. As a result, this theme is the most important part of our audit of the other (integrated) information in the Integrated Annual Report.	We determined which information in the other (integrated) information refers to the material theme Quality of services. We made a distinction between numerical information and text claims. With respect to this information we determined the design of the internal control framework regarding this theme. Regarding the numerical information, we reconciled the numerical information to underlying databases. We determined the reliability of the information in these databases by reconciling the information to supporting external and internal information. For the text claims, we examined a selection of the texts based on professional judgement, and made a reconciliation with supporting external and internal information.

Limitations to the scope of our audit

The other (integrated) information includes prospective information such as ambitions, strategy, plans, expectations, estimates and risk assessments. Inherent to prospective information, the actual future results are uncertain. We do not provide any assurance on the assumptions and achievability of prospective information in the other (integrated) information in the Integrated Annual Report.

The references to external sources or websites in the other (integrated) information are not part of the other (integrated) information in the Integrated Annual Report as audited by us. We therefore do not provide assurance on this information. Our opinion is not modified in respect to these matters.

C. Report on other information included in the Integrated Annual Report

In addition to the financial statements and our auditor’s report thereon, the Integrated Annual Report contains other information that consists of:

Key numbers of value creation;
About this Report;
Executive Board highlights, lessons learned and outlook;
Our purpose and strategy;
About Deloitte;
Our businesses and industries;
Roles and Responsibilities;
Risk management;
Annex 2: Non-Financial statements;
Annex 3: Supporting documentation;
Annex 4: Other information.

Based on the following procedures performed, we conclude that the other information:

is consistent with the financial statements and does not contain material misstatements;
contains the information as required by Part 9 of Book 2 of the Dutch Civil Code.

We have read the other information. Based on our knowledge and understanding obtained through our audit of the financial statements or otherwise, we have considered whether the other information contains material misstatements.

By performing these procedures, we comply with the requirements of Part 9 of Book 2 of the Dutch Civil Code and the Dutch Standard 720. The scope of the procedures performed is substantially less than the scope of those performed in our audit of the financial statements. Refer to paragraph A for elaboration of the elements of other information for which we obtained reasonable assurance.

Management is responsible for the preparation of the other information, including the management report in accordance with Part 9 of Book 2 of the Dutch Civil Code and other information as required by Part 9 of Book 2 of the Dutch Civil Code.

D. Report on other legal and regulatory requirements

Engagement

We were engaged by the Supervisory Board as auditor of Coöperatief Deloitte U.A. for the audit of the financial year ended May 31, 2022 on July 14, 2021.

No prohibited non-audit services

We have not provided prohibited non-audit services as referred to in Article 5(1) of the EU Regulation on specific requirements regarding statutory audit of public-interest entities.

E. Description of responsibilities regarding the financial statements

Responsibilities of management and the Supervisory Board for the financial statements and other (integrated) information in the Integrated Annual Report

Management Board is responsible for the preparation and fair presentation of the financial statements in accordance with EU-IFRS and Part 9 of Book 2 of the Dutch Civil Code. The Management Board is also responsible for the preparation of the other (integrated) information in accordance with the reporting criteria of Coöperatief Deloitte U.A., based on the reporting criteria for other (integrated) information in the Integrated Annual Report. Furthermore, management is responsible for such internal control as management determines is necessary to enable the preparation of the financial statements and the other (integrated) information that are free from material misstatement, whether due to fraud or error.

As part of the preparation of the financial statements, management is responsible for assessing the company’s ability to continue as a going concern. Based on the financial reporting frameworks mentioned, management should prepare the financial statements using the going concern basis of accounting, unless management either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.

Management should disclose events and circumstances that may cast significant doubt on the company’s ability to continue as a going concern in the financial statements.

The Supervisory Board is responsible for overseeing Coöperatief Deloitte U.A.’s reporting process.

Our responsibilities for the audit of the financial statements and the other (integrated) information in the Integrated Annual Report

Our responsibility is to plan and perform the audit engagement in a manner that allows us to obtain sufficient and appropriate audit evidence for our opinion.

Our audit has been performed with a high, but not absolute, level of assurance, which means we may not detect all material errors and fraud. We apply the ‘Nadere voorschriften kwaliteitssystemen)’ (NVKS, regulations for quality management systems) and accordingly maintain a comprehensive system of quality control including documented policies and procedures regarding compliance with ethical requirements, professional standards and other relevant legal and regulatory requirements.

Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. The materiality affects the nature, timing and extent of our audit procedures and the evaluation of the effect of identified misstatements on our opinion.

We have exercised professional judgement and have maintained professional skepticism throughout the audit, in accordance with Dutch Standards on Auditing, ethical requirements and independence requirements. Our audit on the financial statements included among others:

identifying and assessing the risks of material misstatement of the financial statements, whether due to fraud or error, designing and performing audit procedures responsive to those risks, and obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;
obtaining an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control;
evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management;
concluding on the appropriateness of management’s use of the going concern basis of accounting, and based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the entity’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause a company to cease to continue as a going concern;
evaluating the overall presentation, structure and content of the financial statements, including the disclosures; and
evaluating whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Our audit of the other (integrated) information in the Integrated Annual Report included among others:

Performing an analysis of the external environment and obtaining an understanding of relevant social themes and issues, and the characteristics of the company;
Identifying and assessing the risks if the sustainability information is misleading or unbalanced, or contains material misstatements, whether due to errors or fraud. Designing and performing further audit procedures responsive to those risks, and obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk that the sustainability information is misleading or unbalanced, or the risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from errors. Fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. These further procedures consisted amongst others of:
- Interviewing management (and/or relevant staff) at corporate (and business/division/cluster/local) level responsible for the sustainability strategy, policy and results;
- Interviewing relevant staff responsible for providing the information for, carrying out internal control procedures on, and consolidating the data in the sustainability information;
- Determining the nature and extent of the audit procedures for the group components and locations. For this, the nature, extent and/or risk profile of these components are decisive.
- Obtaining assurance information that the sustainability information reconciles with underlying records of the company;
- Evaluating relevant internal and external documentation, on a test basis, to determine the reliability of the information in the sustainability information;
- Performing an analytical review of the data and trends.
Obtaining an understanding of the systems and processes for collecting, reporting and consolidating the sustainability information, including obtaining an understanding of internal control relevant to our audit, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control;
Evaluating the appropriateness of the reporting criteria used, their consistent application and related disclosures in the sustainability information. This includes the evaluation of the results of the stakeholders’ dialogue and the reasonableness of estimates made by the management board;
Evaluating the overall presentation, structure and content of the other (integrated) information, including the disclosures;
Evaluating whether the other (integrated) information represents the underlying transactions and events free from material misstatement;
Reconciling the relevant financial information with the financial statements;
Evaluating the consistency of the sustainability information with the information in the annual report which is not included in the scope of our audit.

Because we are ultimately responsible for the opinion, we are also responsible for directing, supervising and performing the group audit. In this respect we have determine the nature and extent of the audit procedures to be carried out for group entities. Decisive were the size and/or the risk profile of the group entities or operations. On this basis, we selected group entities for which an audit or review had to be carried out on the complete set of financial information or specific items.

We communicate with the Supervisory Board regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant findings in internal control that we identified during our audit.

We provide the Supervisory Board with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with the Supervisory Board, we determine the key audit matters: those matters that were of most significance in the audit of the financial statements. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, not communicating the matter is in the public interest.

Rotterdam, 18 July, 2022

For and on behalf of BDO Audit & Assurance B.V.,

Drs. A. Thomson RA