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Auditors'Report<br />

Report of the Auditors to the members of EMI Group plc<br />

We have audited the financial statements on pages 38 to 69<br />

which haw been preparcd under the historical cost con€ntion<br />

and on the basis of the accounting policies set out on pages<br />

4 and 45.<br />

Respective responsibilities of Directors and Auditors<br />

EMI Group plc! DirectoB are responsible for preparing the<br />

Annual Report. As described on page 26, this includes<br />

responsibility for preparing the financial staternents in accordance<br />

with applicabh United Kingdom law and accounting standards.<br />

our responsibilities, as independent audito6, are established in<br />

the United Kingdom by statne, the Auditing Ptactices Board,<br />

the Lining Rules of the United Kingdom Usting Authonty and<br />

by our profession3 ethical guidance.<br />

We report to tou our opinion as to whether the financial<br />

statements give a true and fair veu/ and are properly prepared<br />

in accordance with tre Companr€s Act. We also report to you<br />

if, in our opinbn, the Di€ctors' Repon is not consinent with<br />

the financial statemens, if the Company has not kept proper<br />

accounting records, if we hale not receiwd all the information<br />

and explanations ue require for our audit or if the information<br />

specified bv larv or the Lining Rules regarding Directo6'<br />

remuneration and transactions with the Company is not disclosed.<br />

We revrs,v whether the Corporate Gc /€mance Statefi€nt on<br />

paqes 25 to 27 reflecb the Companys compliance with the ss/en<br />

provisons of the combined Code pecified fo our reuiaru by tlre<br />

iJnited Kinqdorn Listing Authority, and we report ff it does not.<br />

We are not required to consider whether the Boardb statements<br />

on intemal control corer all risk and controls, or form an oprnion<br />

on the effectrcness of either the Company's corporate<br />

golernance procedures or its risk and control procedures.<br />

Basis of audit opinion<br />

We condrrted our audit in accordance wittt Auditing Standards<br />

issued by the Auditing Practices Board. An audit includes<br />

examination, on a test basis, of eviderrce relevant to the amounts<br />

and drrlosures in the financial statements. tt also indudes an<br />

assessment of the significant estimates and.iudgemens made b/<br />

the Directors in the preparatinn of the financial statemenB, and<br />

of whether the accounting policies are appropriate to the Groups<br />

ciKumstances, consistently applied and adequately disclosed.<br />

We planned and performed our audit so as to obtain all the<br />

informatron and explanations which vre consideted necessary<br />

in oder to prwde us with sufficient evtdence to give reasonable<br />

assurance that the financial statements are free from nntenal<br />

misstatement, vvt€ther caused by fraud o other inegularity<br />

or enor. ln forming our opinion vre also eualuated the overall<br />

adequacy of the presentation of information in the financial<br />

staternents.<br />

Opinion<br />

ln our opinion ttre financial statemens give a true and fair viaru<br />

of the state of affaiB of the Company and of the Group as at<br />

31 March 2000 and of th€ profit of the Group for the year tt€n<br />

ended and hare been properly prepared in accordance with the<br />

Companies Act 1985.<br />

Emst & Young<br />

Reginercd Auditor<br />

London<br />

22 May 2000<br />

We read the other information contained in the Annual Report,<br />

induding the Corporate Go€rnan€e Statement, and consider<br />

whetlrer it is consistent wifl the audited financial statements.<br />

We consider the implications for our report if we become aware<br />

of any apparent missbternents or matenal inconsistencies with<br />

the financial statemens.

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