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2. VERIFICATION OF THE APPROPRIATENESS OF THE VALUATION OF THE<br />

CONTRIBUTION AND SHARES OF THE BENEFICIARY<br />

2.1. Presentation of valuation<br />

As indicated in paragraph 1.5. of this report, given that ACCOR S.A. currently holds and intends<br />

to retain almost all of the shares of NEW SERVICES HOLDING S.A. until June 29, 2010, the<br />

terms of the consideration were established such that one NEW SERVICES HOLDING S.A.<br />

share will be issued for every ACCOR S.A. share entitled to the distribution of shares of NEW<br />

SERVICES HOLDING S.A.<br />

Based on the information available on the execution date of the contribution agreement, the<br />

consideration was estimated to amount to 225,536,306 shares of NEW SERVICES HOLDING<br />

S.A., taking into account the estimate set forth in the contribution agreement of the number of<br />

shares issued by ACCOR S.A. granting rights to the distribution of shares of the beneficiary.<br />

Given the issue of 342,590 shares recorded by the Board of Directors of ACCOR S.A. on May<br />

11, 2010 following the exercise of the share subscription options, 225,878,896 ACCOR S.A.<br />

shares will grant rights to the distribution of NEW SERVICES HOLDING S.A. shares, as<br />

acknowledged by the Board of Directors of ACCOR S.A. and NEW SERVICES HOLDING<br />

S.A. on May 11, 2010.<br />

2.2 Examination performed<br />

We performed the work that we considered to be necessary pursuant to the professional<br />

standards of the Compagnie Nationale des Commissaires aux Comptes (National Association of<br />

Auditors) applicable to this engagement, requiring us to:<br />

- verify that the relative values attributed to the contributed business division and the<br />

shares of the beneficiary are appropriate, and<br />

- analyze the relationship of the proposed payment compared to the relative values that<br />

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