external auditor

External Auditor

Alliander’s external auditor is PricewaterhouseCoopers Accountants N.V. The external auditor performs the audit on the consolidated financial statements of Alliander and the official financial statements of the subsidiaries of Alliander. The external auditor reports his audit findings simultaneously to the Management Board and the Supervisory Board.

The appointment of the external auditor to perform audit work and non-audit work (including the fee and the conditions) is approved by the Supervisory Board on the proposal of the Audit Committee and after consultation with the Management Board. Appointments for the performance of non-audit work by the external auditor exceeding an amount of EUR 250,000 are discussed and agreed in advance with the chairman of the Audit Committee after consultation with the Management Board.

The external auditor is appointed by the General Meeting of Shareholders. The Supervisory Board makes a nomination for this purpose, based on advice received from both the Audit Committee and the Management Board. During the annual shareholders meeting in 2006, PricewaterhouseCoopers Accountants N.V was appointed to perform the annual audit for the financial years 2006 to 2009. The Management Board and the Audit Committee are required to report annually to the Supervisory Board on their contacts with the external auditor, particularly in relation to the auditor’s independence. Partly on the basis of this report, the Supervisory Board determines its nomination to the General Meeting of Shareholders for the appointment of an external auditor.

Once every four years the Management Board and the Audit Committee carry out a thorough assessment of the functioning of the external auditor in the various entities and capacities in which he operates. The most recent assessment took place in 2006. The most important conclusions of this assessment were communicated to the General Meeting of Shareholders in 2006.

The external auditor shall in principle attend all meetings of the Audit Committee. The external auditor also attends the meeting of the Supervisory Board in which the external auditor’s report on the audit of the financial statements is discussed and the financial statements are approved by the Supervisory Board.

The external auditor can be questioned about the truth and fairness of the financial statements by the General Meeting of Shareholders. The external auditor shall therefore attend this meeting and is authorised to speak at the meeting.