2008 Registration Document - Rexel

I. Opinion on the consolidated financial statementsWe conducted our audit in accordance with professionalstandards applicable in France. Those standards requirethat we plan and perform the audit to obtain reasonableassurance about whether the consolidated financialstatements are free of material misstatement. An auditincludes examining, on a test basis, evidence supportingthe amounts and disclosures in the financial statements. Anaudit also includes assessing the accounting principles usedand significant estimates made by management, as well asevaluating the overall financial statements presentation. Webelieve that our audit provides a reasonable basis for ouropinion.In our opinion, the consolidated financial statements givea true and fair view of the assets, liabilities, and financialposition of the group at December 31, 2008 and of the resultsof its operations for the year then ended in accordance withIFRS as adopted by the EU.II. Justification of our assessmentAccounting estimates related to the preparation ofthe financial statements at December 31, 2008 havebeen performed in a specific context where economicperspectives are hardly predictable. In that context, and inaccordance with the requirements of article L.823-9 of theFrench company law (Code de commerce) relating to thejustification of our assessments, we bring to your attentionthe following matters:As disclosed in note 2.2, the group makes estimates andassumptions, particularly in respect of the measurementof financial instruments (note 2.9.4), intangible assets(note 2.5), employee benefits (note 2.13), share-basedpayments (note 2.14), provisions (note 2.15 ) and deferredtaxation (note 2.19). We have examined the related availabledocumentation supporting these estimates, and assessedtheir reasonableness.Note 2 “Significant accounting policies” discloses theaccounting principles and methods applied and note 3“Business combinations” describes the accounting methodsapplied in respect of acquisitions carried out in the form ofa purchase of assets or of a business. We have verified thatthe acquisitions have been treated in accordance with IFRSusing the purchase method of accounting. The acquisitionprice has been temporarily allocated by the company toidentifiable assets, liabilities and contingent liabilities on thebasis of the estimated fair value of the acquired assets andassumed liabilities. We have examined the related availabledocumentation, and have assessed the reasonableness ofthe estimates used.The assessments were thus made in the context of theperformance of our audit of the consolidated financialstatements taken as a whole and therefore contributed tothe formation of our audit opinion expressed in the first partof this report.III. Specific verificationWe have also verified the information given in the group’smanagement report as required by French law. We haveno matters to report regarding its fair presentation andconformity with the consolidated financial statements.Paris-La Défense, February 11, 2008The statutory auditorsKPMG AuditERNST & YOUNG AuditHervé Chopin Pierre Bourgeois Jean BouquotREXEL 2008 | PAGE 215