Supplementary notes Auditors' Report Introduction We have audited the 2000 financial statements of Heineken N.V., Amsterdam, as included on pages 53 to 80 of this report. These financial statements are the responsibility of the company's manage ment. Our responsibility is to express an opinion on these financial statements based on our audit. Scope We conducted our audit in accordance with auditing standards generally accepted in the Nether lands. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and signif icant estimates made by management, as well as evaluating the overall financial statement presen tation. We believe that our audit provides a reasonable basis for our opinion. Opinion In our opinion, the financial statements give a true and fair view of the financial position of the com pany as of December 31, 2000 and of the result for the year then ended in accordance with account ing principles generally accepted in the Netherlands and comply with the financial reporting requirements included in Part 9, Book 2, of the Netherlands Civil Code. Amsterdam, 28 February 2001 KPMG Accountants N.V. Appropriation of profit Article 12, paragraph 4, of the Articles of Association lays down: 'From the net profit there shall in the first place be distributed, if possible, six per cent dividend on the issued part of the share capital. The amount then remaining shall be at the disposal of the General Meeting of Shareholders.' From the net profit it will be proposed that EUR 125 million be appropriated for payment of dividend and that EUR 496 million be added to the general reserve. Special rights under the Articles of Association Article 7, paragraph 2, of the Articles of Association reads: 'The appointment of the members of the Executive Board and of the Supervisory Board shall be made by the General Meeting of Sharehold ers from a binding nomination of at least two persons, to be drawn up for each appointment by the Supervisory Board'. Heineken N.V. is not a 'structuurvennootschap' pursuant to the Netherlands Civil Code. Heineken Holding N.V., a company listed on Euronext Amsterdam, holds 50.005% of the shares of Heineken N.V. Events subsequent to the balance-sheet date On 22 February 2001 Heineken signed an agreement with Bayerische BrauHolding AG to set up a joint venture. In the joint venture, BrauHolding International AG, Heineken will acquire an interest of 49-9%- This joint venture still requires the approval of the EU competition authorities. HEINEKEN N.V. ANNUAL REPORT 2000 81

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