SECTION 1 -

10. we also relied on the work that we have performed within the framework of our engagement
as statutory appraisers responsible for assessing the proposed value of the contribution.
The purpose of our engagement is to inform the shareholders of ACCOR S.A. and NEW
SERVICES HOLDING S.A. concerning the relative values adopted in order to determine the
consideration to be offered for the contribution and to assess the fairness thereof. It should not
be viewed as a “due diligence” engagement carried out by a lender or a purchaser, and does not
include all of the work that must be performed for this type of exercise. Our report may not be
used for this purpose.
Moreover, the transaction that is submitted for your approval is part of reorganization in respect
of which you have been asked to make a decision, and we are not offering any financial, tax, legal,
or accounting advice of any nature whatsoever with respect thereto.
2.3 Verification of the valuation
As indicated in paragraph 2.1. of this report, the consideration established in the contribution
agreement is a contractual payment agreed upon by the parties, in respect of which no relative
value of the contributed business division and NEW SERVICES HOLDING S.A. has been
determined.
3. ASSESSMENT OF THE FAIRNESS OF THE CONSIDERATION
The determination of the amount of the consideration offered for the contribution results in
theory from an appraisal using different criteria to represent the respective weight of the
contibuted business, on the one hand, and NEW SERVICES HOLDING S.A. on the other.
In this case, to the extent that ACCOR S.A. holds and intends to retain almost all of the shares of
NEW SERVICES HOLDING S.A. until the completion date of the contribution, and given that
forecasted variation in NEW SERVICES HOLDING S.A.’s shareholders’ equity as of June 29,
2010, as presented to us, is not significant in light of the the contribution transaction, the
consideration for the contribution was established on contractual basis.
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