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Report of the statutory auditor on the consolidated financial statements

to the General Meeting of Shareholders of Autoneum Holding Ltd, Winterthur

As statutory auditor, we have audited the accompanying consolidated financial statements of Autoneum Holding Ltd,

which comprise the balance sheet, income statement, statement of comprehensive income, statement of changes in equity,

statement of cash flows and notes on pages 62 to 102 for the year ended December 31, 2015.

Board of Directors’ responsibility

The Board of Directors is responsible for the preparation of the consolidated financial statements in accordance with

International Financial Reporting Standards (IFRS) and the requirements of Swiss law. This responsibility includes

designing, implementing and maintaining an internal control system relevant to the preparation of consolidated financial

statements that are free from material misstatement, whether due to fraud or error. The Board of Directors is further

responsible for selecting and applying appropriate accounting policies and making accounting estimates that are reason-

able in the circumstances.

Auditor’s responsibility

Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conduct-

ed our audit in accordance with Swiss law and Swiss Auditing Standards as well as International Standards on Auditing.

Those standards require that we plan and perform the audit to obtain reasonable assurance whether the consolidated

financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated

financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the

risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those

risk assessments, the auditor considers the internal control system relevant to the entity’s preparation of the consoli-

dated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the

purpose of expressing an opinion on the effectiveness of the entity’s internal control system. An audit also includes

evaluating the appropriateness of the accounting policies used and the reasonableness of accounting estimates made,

as well as evaluating the overall presentation of the consolidated financial statements. We believe that the audit

evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the consolidated financial statements for the year ended December 31, 2015, give a true and fair view

of the financial position, the results of operations and the cash flows in accordance with International Financial

Reporting Standards (IFRS) and comply with Swiss law.

Report on other legal requirements

We confirm that we meet the legal requirements on licensing according to the Auditor Oversight Act (AOA) and inde-

pendence (article 728 CO and article 11 AOA) and that there are no circumstances incompatible with our independence.

In accordance with article 728a paragraph 1 item 3 CO and Swiss Auditing Standard 890, we confirm that an internal

control system exists, which has been designed for the preparation of consolidated financial statements according to the

instructions of the Board of Directors.

We recommend that the consolidated financial statements submitted to you be approved.

KPMG AG

Kurt Stocker

Kathrin Schünke

Licensed audit expert

Licensed audit expert

Auditor in charge

Zurich, March 2, 2016

103

Autoneum

Financial Report 2015

Consolidated financial statements