DERICHEBOURG - Universal registration document 2019-2020

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Financial statements Parent company financial statements at September 30, 2020

Specific verification In accordance withthe professionalstandards applicablein France,we also carriedout the specific verifications required blayw and regulations. Informationgiven in the managementreport and in theother documents addressed toshareholdersgiving details of thefinancial position and theannual financial statements. We have no matters to report as to the fair presentationand consistencywith the annual financial statementsof the informationgiven in the Board of Directors’ management report drawn up on December 3, 2020 and in the other documents addressed to shareholders giving details of the financial position and the annual financial statements.With regard to the events that have occurred and informationwhich comes to light on the effects of the COVID-19crisis after the closing date for the financial statements,managementhas informedus that a communicationon this subject will be made to the shareholders'meetingcalled to approvethe financial statements. We certify the fair presentation and consistency with the annual financial statements of the information on the payment times indicated in Article D. 441-4of the FrenchCommercialCode. Informationon corporategovernance We hereby certify that the corporate governance section of the Board of Directors' management report contains the disclosures required by Articles L. 225-37-3and L. 225-37-4of the FrenchCommercialCode. With regard to the disclosuresmade in accordancewith Article L. 225-37-3of the French CommercialCode on compensationand benefits owed or granted to corporateofficers as well as on undertakingsgiven to them, we have verified their consistencywith the financial statementsor with data used to prepare such financial statementsand, where appropriate,with the items of informationobtained by your Company from your Company’s parent companiesor companieswhich it controlsand which are includedin the consolidationscope. Based on this work, we can confirmthe accuracy and fair presentationof this information. With regard to the disclosuresof elements that your Company considers likely to have an impact in the event of a public takeover or exchangebid, provided in accordancewith Article L. 225-37-5of the French CommercialCode, we have verified their consistencywith the documentsfrom which they are extracted and which have been communicatedto us. Based on this work, we do not have any observations to make concerning these disclosures. Other information In accordancewith the law, we made sure that the various pieces of informationrelating to the identity of the owners of the share capital or voting rightswas communicatedto you in the managementreport. Information resultingfrom other legal and regulatoryrequirements Appointment of independent auditors We were appointed independent auditors for Derichebourgby your shareholders’meeting of February 7, 2018 for BM&A, February 19, 2014 for DENJEANET ASSOCIÉSAUDIT and March 15,2007 for ERNST& YOUNGAudit. As of September 30, 2020, the firm BM&A was in the third uninterrupted year of its mission, DENJEAN ET ASSOCIÉS AUDIT in the seventh uninterruptedyear, and ERNST& YOUNGAudit in the fourteenthuninterruptedyear. Responsibilities ofmanagement andpersons comprisingthe corporate governancewith respectto the annual financial statements It is the responsibilityof managementto prepare annual financial statementsthat present a true and fair view in accordancewith French accounting policies and rules and to implement the internal controls that it deems necessary for the preparationof annual financial statementswith no material misstatements,whetherdue to fraud or error. In the preparationof the annual financial statements,managementis responsiblefor evaluatingwhether the Company can continue to operate, for presentingin these financial statements,where appropriate,the necessaryinformationrelating to the continuityof operationsand applyingthe going concernaccountingconventionunless there are plans to liquidatethe Companyor cease operations. The Audit Committeeis responsiblefor monitoringthe financial informationpreparationprocess and for monitoringthe effectivenessof the internal control and risk management systems and, as needed, of the internal audit systems as regards to the procedures relating to the preparation and processingof accountingand financial information. The annual financial statementswere approvedby the Board of Directors.

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