DERICHEBOURG - Universal registration document 2018-2019

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Financial statements Parent company financial statements as at September 30, 2019

Specific verification In accordance with the professional standards applicable in France, we also carried out the specific verifications required by law and regulations. Information given in the management report and in the other documents addressed to shareholders giving details of the financial position and the annual financial statements. We have no matters to report as to the fair presentation and consistency with the annual financial statements of the information given in the Board of Directors’ management report and in the other documents addressed to shareholders giving details of the financial position and the annual financial statements. We certify the fair presentation and consistency with the annual financial statements of the information on the payment times indicated in Article D. 441-4 of the French Commercial Code. Corporate governance report We hereby certify that the Board of Directors’ corporate governance report contains the disclosures required by Articles L. 225-37-3 and L. 225-37-4 of the French Commercial Code. With regard to the disclosures made in accordance with Article L. 225-37-3 of the French Commercial Code on compensation and benefits granted to corporate officers as well as on undertakings given to them, we have verified their consistency with the financial statements or with data used to prepare such financial statements and, where appropriate, with the items of information obtained by your Company from your Company’s parent companies or companies which it controls. Based on this work, we can confirm the accuracy and fair presentation of this information. With regard to the disclosures of elements that your Company considers likely to have an impact in the event of a public takeover or exchange bid, provided in accordance with Article L. 225-37-5 of the French Commercial Code, we have verified their consistency with the documents from which they are extracted and which have been communicated to us. Based on this work, we do not have any observations to make concerning these disclosures. Other information In accordance with the law, we made sure that the various pieces of information relating to investments and control and the identity of the owners of the share capital or voting rights was communicated to you in the management report. Information resulting from other legal and regulatory requirements Appointment of Statutory Auditors We were appointed Statutory Auditors for Derichebourg by your shareholders’ meeting of February 7, 2018 for BM&A, February 19, 2014 for DENJEAN ET ASSOCIÉS AUDIT and March 15, 2007 for ERNST & YOUNG Audit. As of September 30, 2019, the firm DENJEAN ET ASSOCIÉS AUDIT was in the sixth uninterrupted year of its mission, and ERNST & YOUNG Audit in the thirteenth year (of which thirteen years since the Company’s securities were admitted to trading on a regulated market). Responsibilities of management and persons comprising the corporate governance with respect to the annual financial statements It is the responsibility of management to prepare annual financial statements that present a true and fair view in accordance with French accounting policies and rules and to implement the internal controls that it deems necessary for the preparation of annual financial statements with no material misstatements, whether due to fraud or error. In the preparation of the annual financial statements, management is responsible for evaluating whether the Company can continue to operate, for presenting in these financial statements, where appropriate, the necessary information relating to the continuity of operations and applying the going concern accounting convention unless there are plans to liquidate the Company or cease operations. The Audit Committee is responsible for monitoring the financial information preparation process and for monitoring the effectiveness of the internal control and risk management systems and, as needed, of the internal audit systems as regards to the procedures relating to the preparation and processing of accounting and financial information. The annual financial statements were approved by the Board of Directors.

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