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5.0 Special 5.0<br />

Auditors’ report<br />

Special Statutory Auditors’ report<br />

Statutory<br />

Special statutory auditors’ report on regulated<br />

agreements and commitments<br />

Year ended December 31 st , <strong>2007</strong><br />

Dear Shareholders,<br />

In our capacity as your company’s Statutory Auditors, please<br />

find hereafter our report on regulated agreements.<br />

Agreements and commitments authorized during<br />

the year<br />

In accordance with Articles L.225-88 and L. 225-40 of<br />

the French commercial code, we were informed of the<br />

agreements and commitments that were authorized<br />

beforehand, depending on the periods concerned, by your<br />

Supervisory Board or your Board of Directors respectively.<br />

We are not required to ascertain whether any other<br />

contractual agreements exist, but rather, to inform you, on<br />

the basis of the information provided to us, of the terms<br />

and conditions of agreements that have been brought to our<br />

attention, without commenting on their validity or relevance.<br />

It is your responsibility, under the terms of Article R.225-31,<br />

to evaluate the benefits of concluding such agreements prior<br />

to their approval.<br />

We conducted our audit in accordance with the industry<br />

standards applicable in France. These standards require that<br />

we perform procedures to verify that the information given<br />

to us is consistent with the underlying documents.<br />

APRIL GROUP SA taking out a subordinated loan for<br />

Axeria Vie<br />

Nature and purpose<br />

On August 28 th , <strong>2007</strong>, APRIL GROUP SA took out a 30 million<br />

euro subordinated loan issued by Axeria Vie in connection<br />

with the creation of the Life and Savings division. This loan,<br />

concluded for an indefinite period, includes an option for<br />

Axeria Vie to pay it back ahead of schedule, without any<br />

penalty, at the end of the 10 th year. This loan is subject to<br />

interest at 170 basis points over the 10-year CMS rate. This<br />

operation had been authorized by the Supervisory Board on<br />

December 12 th , 2006.<br />

Terms<br />

In <strong>2007</strong>, the interest received by APRIL GROUP SA relative to<br />

this loan totaled 633,863 euros.<br />

Person concerned<br />

Bruno Rousset, Chairman and Chief Executive Officer of<br />

APRIL GROUP SA and Director of Axeria Vie.<br />

166<br />

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