Notes to the Financial Statements

Independent Auditors’ ReportTo the members of Zirax plc16We have audited the Group and Parent Companyfinancial statements (the ‘‘financial statements’’) ofZirax plc for the year ended 31 December 2006which comprise the Consolidated Income Statement,the Consolidated and Parent Company BalanceSheets, the Consolidated and Parent Company CashFlow Statements, the Consolidated Statement ofShareholders’ Funds and Statement of Changes inShareholders’ Equity and the related notes. Thesefinancial statements have been prepared under theaccounting policies set out therein.Respective responsibilities ofdirectors and auditorsThe directors’ responsibilities for preparing theAnnual Report and the financial statements inaccordance with applicable law and InternationalFinancial Reporting Standards (IFRSs) as adoptedby the European Union are set out in theStatement of Directors’ Responsibilities.Our responsibility is to audit the financialstatements in accordance with relevant legal andregulatory requirements and InternationalStandards on Auditing (UK and Ireland). Thisreport, including the opinion, has been preparedfor and only for the Company’s members as a bodyin accordance with Section 235 of the CompaniesAct 1985 and for no other purpose. We do not, ingiving this opinion, accept or assume responsibilityfor any other purpose or to any other person towhom this report is shown or into whose hands itmay come save where expressly agreed by ourprior consent in writing.We report to you our opinion as to whether thefinancial statements give a true and fair view andhave been properly prepared in accordance withthe Companies Act 1985. We also report to youwhether in our opinion the information given in theDirectors’ Report is consistent with the financialstatements.In addition we report to you if, in our opinion, thecompany has not kept proper accounting records,if we have not received all the information andexplanations we require for our audit, or ifinformation specified by law regarding directors’remuneration and other transactions is notdisclosed.We read other information contained in the AnnualReport and consider whether it is consistent withthe audited financial statements. The otherinformation comprises only the Directors’ Report,the Chairman’s Statement and the OperatingReview and Financial Review. We consider theimplications for our report if we become aware ofany apparent misstatements or materialinconsistencies with the financial statements. Ourresponsibilities do not extend to any otherinformation.Basis of audit opinionWe conducted our audit in accordance withInternational Standards on Auditing (UK andIreland) issued by the Auditing Practices Board.An audit includes examination, on a test basis,of evidence relevant to the amounts anddisclosures in the financial statements. It alsoincludes an assessment of the significantestimates and judgments made by the directorsin the preparation of the financial statements,and of whether the accounting policies areappropriate to the Group’s and Company’scircumstances, consistently applied andadequately disclosed.We planned and performed our audit so as toobtain all the information and explanations whichwe considered necessary in order to provide uswith sufficient evidence to give reasonableassurance that the financial statements are freefrom material misstatement, whether caused byfraud or other irregularity or error. In forming ouropinion we also evaluated the overall adequacy ofthe presentation of information in the financialstatements.ZiRAX Annual Report & Accounts 2006