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Report of the statutory auditor on the financial statements to the General Meeting

of Shareholders of Autoneum Holding Ltd, Winterthur

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

the balance sheet, income statement and notes on pages 109 to 116 for the year ended December 31, 2015.

Board of Directors’ responsibility

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

of Swiss law and the Company’s articles of incorporation. This responsibility includes designing, implementing and

maintaining an internal control system relevant to the preparation of 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 reasonable in the circumstances.

Auditor’s responsibility

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

audit in accordance with Swiss law and Swiss Auditing Standards. Those standards require that we plan and perform

the audit to obtain reasonable assurance whether the financial statements are free from material misstatement.

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

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

material misstatement of the 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 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 appropri­

ateness of the accounting policies used and the reasonableness of accounting estimates made, as well as evaluating

the overall presentation of the 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 financial statements for the year ended December 31, 2015, comply with Swiss law and the Company’s

articles of incorporation.

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 financial statements according to the instructions

of the Board of Directors.

We further confirm that the proposed appropriation of available earnings complies with Swiss law and the Company’s

articles of incorporation. We recommend that the 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

118

Autoneum Financial Report 2015

Financial statements of Autoneum Holding Ltd