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211

2014 Registration Document

Consolidated Financial Statements Year ended December 31, 2014

5

Statutory Auditors’ report on the Consolidated Financial Statements

To the Shareholders,

In compliance with the assignment entrusted to us by your Shareholders’ Meetings, we hereby report to you, for the year ended December 31, 2014, on:

the audit of the Consolidated Financial Statements of Carrefour “the Group”, as attached to the present report;

the justification of our assessments;

the specific verification required by French law.

The Consolidated Financial Statements have been approved by the Board of Directors. Our role is to express an opinion on these Consolidated

Financial Statements based on our audit.

1.

Opinion on the Consolidated Financial Statements

We conducted our audit in accordance with the professional standards applicable in France; those standards require that we plan and perform the

audit to obtain reasonable assurance that the Consolidated Financial Statements are free of material misstatement. An audit involves performing

procedures, using sampling techniques or other methods of selection, to obtain audit evidence about the amounts and disclosures in the Consolidated

Financial Statements. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting

estimates made, as well as the overall presentation of the Consolidated Financial Statements. We believe that the evidence we have obtained is

sufficient and appropriate to provide a basis for our audit opinion.

In our opinion, the Consolidated Financial Statements give a true and fair view of the financial position and the assets and liabilities of the Group as

of December 31, 2014, and of the results of its operations for the year then ended, in accordance with International Financial Reporting Standards

(“IFRS”) as adopted by the European Union.

Without qualifying our opinion, we draw your attention to the matters set out in Notes 1.2 and 4.1 to the Consolidated Financial Statements which

expose the first application as of January 1, 2014 of standards IFRS 10, 11, 12 and IAS 28 revised and the early application as of January 1, 2014

of the interpretation IFRIC 21 retrospectively.

2.

Justification of assessments

The accounting estimates used to prepare the Consolidated Financial Statements were made in an uncertain economic environment in several

countries in the euro zone, in particular Italy, which makes it difficult to anticipate the economic outlook. It is within this context that, in accordance

with the provisions of Article L. 823-9 of the French Commercial Code relating to the justification of our assessments, we bring to your attention

the following matters:

Note 1.3 to the Consolidated Financial Statements states that the Company’s Group’s Management uses estimates and makes assumptions that

may affect the book value of certain assets and liabilities as well as the accompanying notes to the Financial Statements. Note 1.3 also states that,

depending on the evolutions of those assumptions, the book value of these assets and liabilities in the future Financial Statements may differ from

the current estimates.

5.7

Statutory Auditors’ report on the

Consolidated Financial Statements

Year-ended December 31, 2014

This is a free translation into English of the Statutory Auditors’ report on the Consolidated Financial Statements issued in French and it is provided

solely for the convenience of English-speaking users.

The Statutory Auditors’ report includes information specifically required by French law in such reports, whether modified or not. This information is

presented below the opinion on the Consolidated Financial Statements and includes an explanatory paragraph discussing the Auditors’ assessments

of certain significant accounting and auditing matters. These assessments were considered for the purpose of issuing an audit opinion on the

Consolidated Financial Statements taken as a whole and not to provide separate assurance on individual account captions or on information taken

outside of the Consolidated Financial Statements.

This report also includes information relating to the specific verification of information given in the Group’s management report.

This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France.