GROUPAMA / 2018 Registration document

7 FINANCIAL STATEMENTS

STATUTORY AUDITORS’ REPORT ON THE ANNUAL FINANCIAL STATEMENTS

STATUTORY AUDITORS’ REPORT ON THE ANNUAL 7.4 FINANCIAL STATEMENTS This is a free translation into English of the statutory auditors’ report on the annual financial statements issued in French and is provided solely for the convenience of English speaking readers. This report should be read in conjunction with, and construed in accordance with,French law andprofessional auditing standards applicable in France. (Year ended 31 December 2018)

PricewaterhouseCoopers Audit 63, rue de Villiers 92208 Neuilly-sur-Seine Cedex

Mazars Tour Exaltis 61, rue Henri-Régnault 92400 Courbevoie

Dear Members,

OPINION

In compliancewith the assignment entrusted to us by your General Meeting, we performed an audit of the annual financial statements of Caisse Nationale de RéassuranceMutuelle Agricole Groupama for the fiscal year ended 31 December 2018, as attached to this report. We certify that, in accordance with French accounting rules and principles, the annual financial statements are truthful and in order and present a fair picture of the operating profits and losses for the past fiscal year as well as the Company’s financial situation and assets at the end of said fiscal year. The above opinion is consistent with the content ofour report to the Audit andRisk ManagementCommittee.

BASIS OF THE OPINION

Audit reference standard We conducted our audit in accordancewith the professional standards applicable in France. We believe that the audit evidence we have obtained is sufficient andappropriateto provide abasis for our audit opinion. Our responsibilitiesaccordingto these standardsare described in the section “Responsibilitiesof the statutory auditors relating to the audit of the annual financialstatements”of this report. Independence We conductedour audit in accordancewith the rules of independenceapplicable to us, over the period from 1 January 2018 to the issue date of our report. In particular,we did not provide any services prohibitedby Article 5, paragraph 1,of Regulation(EU) no 537/2014or by the professional Codeof Ethicsfor statutoryauditors.

JUSTIFICATION OF THE ASSESSMENTS – KEY POINTS OF THE AUDIT

Pursuant to the provisions of Articles L. 823-9 and R. 823-7 of the French Commercial Code relating to the justification of our assessments, we wish to bring to your attention the key points of the audit relating to the risks of material misstatement that, in our professional judgement, were the most significant for the audit of the annual financial statements for the fiscal year, as well as our responses to these risks. These assessments contributed to the audit of the annual financial statements, taken as a whole, and to the formation of our opinion expressed above. We donot expressan opinionon items inthese annual financial statementsviewed in isolation.

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REGISTRATION DOCUMENT 2018 - GROUPAMA ASSURANCES MUTUELLES