2008 Registration Document - Rexel

taken place at a date prior to those at which they actuallyoccurred.This pro forma financial information was prepared underyour responsibility, in application of the provisions ofregulation (CE) n° 809/2004 (and the recommendations ofthe CESR) concerning pro forma financial information.It is our responsibility to express our opinion, on thebasis of our procedures, and in the terms required underpoint 7 of appendix II of regulation (CE) n° 809/2004 asto the satisfactory preparation of the pro forma financialinformation.We performed our work in accordance with relevantprofessional guidelines of the French Institute of StatutoryAuditors. Our work, which did not include an examinationof the financial information underlying the preparation of thepro forma financial information; our principal procedureswere (i) the verification that the bases on which the pro formafinancial information was prepared agreed with the sourcedocuments, as disclosed in the footnotes to the pro formafinancial information, assumptions made and methodsapplied; (ii) an examination of evidence supporting the proforma restatements and (iii) enquiries of the management ofRexel S.A., in order to obtain information and explanationsthat we considered necessary.In our opinion:− The pro forma financial information has been satisfactorilyprepared on the basis disclosed;− This basis is consistent with the accounting policiesadopted by the company.This report is issued only for the purposes of the registrationof the reference document with the AMF, and if required,of a public offering in France and other European Unioncountries in which a prospectus comprising the referencedocument registered with the AMF would be published,and may not be used for any other purpose.Paris-La Défense, February 11, 2009KPMG AuditDivision of KPMG S.A.The Statutory AuditorsERNST & YOUNG AuditHervé Chopin Pierre Bourgeois Jean BouquotPartner Partner PartnerREXEL 2008 | PAGE 231