Other information Auditors' Report Introduction We have audited the 2001 financial statements of Heineken N.V., Amsterdam, as included on pages 49 to 74 of this report. The financial statements are the respon sibility of the company's management. 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 Netherlands. 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 Amsterdam, 26 February 2002 KPMG Accountants N.V. supporting the amounts and disclosures in the financial statements. An audit also includes assessing the account ing principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. 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 company as at 31 December 2001 and of the result for the year then ended in accordance with accounting principles generally accepted in the Netherlands and comply with the financial reporting requirements included in Part 9, Book 2, of the Netherlands Civil Code. Appropriation of profit Article 12, paragraph 4, of the Articles of Association stipulates: 'From the net profit there shall first be distributed, if possible, six per cent dividend on the issued part of the authorised share capital. The amount then remaining shall be at the disposal of the General Meeting of Shareholders.' It is proposed to appropriate EUR 157 million of the net profit for payment of dividend and to add EUR 610 million to the general reserve. Special rights pursuant 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 Shareholders from a binding nomination of at least two persons to be drawn up for each appointment by the Supervisory Board.' 'Members of the Executive Board and Supervisory Board shall be appointed by the General Meeting of Shareholders from a binding list of at least two candidates for each appointment drawn up by the Supervisory Board.' Heineken N.V. is not a 'structuurvennootschap' within the meaning of Sections 152-164 of the Netherlands Civil Code. Other information Heineken Holding N.V., a company listed on Euronext Amsterdam, holds 50.005% of the shares of Heineken N.V. Events after balance sheet date On 1 February 2002, Heineken signed an agreement for the acquisition of the Russian brewery Bravo International in St Petersburg. The transaction involves a maximum amount of USD 400 million. In March 2002, Heineken received formal objections from the European Commission concerning alleged brea ches of European competition rules. Heineken rejects the Commission's allegations and will be mounting a defence. With regard to the other investigations begun in 2000 in France, the Netherlands and Italy, the Commission has indicated that they have not yet reached a stage where conclusions can be drawn. OTHER INFORMATION 75

Jaarverslagen en Personeelsbladen Heineken

Jaarverslagen | 2001 | | pagina 81