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Annual Accounts /

Statutory Auditor’s Report

STATUTORY AUDITOR’S REPORT

To the shareholders

As required by law, we report to you in the context of our appointment as

the company’s Statutory Auditor. This report includes our report on the

consolidated financial statements together with our report on other legal

and regulatory requirements. These consolidated financial statements

comprise the consolidated statement of financial position as at 31.12.2013,

the consolidated statement of comprehensive income, the consolidated

statement of changes in equity and the consolidated statement of cash

flows for the year then ended, as well as the summary of significant

accounting policies and other explanatory notes.

Report on the consolidated financial statements –

Unqualified opinion

We have audited the consolidated financial statements of Cofinimmo SA/

NV (“the Company”) and its subsidiaries (jointly “the Group”), prepared in

accordance with International Financial Reporting Standards as executed

by the Royal Decree of 07.12.2010 with respect to public real estate invest-

ment trusts and with the legal and regulatory requirements applicable in

Belgium.

The consolidated statement of financial position shows total assets of

€3,670,443,000 and the consolidated income statement shows a consol-

idated net result (Group share) for the year then ended of €58,737,000.

Board of Directors’ responsibility for the preparation of the consolidated

financial statements

The Board of Directors is responsible for the preparation and fair presenta-

tion of consolidated financial statements in accordance with International

Financial Reporting Standards (IFRS) as executed by the Royal Decree of

07.12.2010 with respect to public real estate investment trusts and with

the legal and regulatory requirements applicable in Belgium, and for such

internal control as the Board of Directors determines is necessary to ena-

ble the preparation of consolidated financial statements that are free from

material misstatement, whether due to fraud or error.

Statutory auditor’s responsibility

Our responsibility is to express an opinion on these consolidated financial

statements based on our audit. We conducted our audit in accordance

with International Standards on Auditing (ISA). Those standards require

that we comply with ethical requirements and plan and perform the audit

to obtain reasonable assurance about 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 Statutory Auditor’s judgment,

including the assessment of the risks of material misstatement of the

consolidated financial statements, whether due to fraud or error. In mak-

ing those risk assessments, the Statutory Auditor considers internal con-

trol relevant to the Group’s preparation and fair presentation of the consol-

idated 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 Group’s internal control. An audit

also includes evaluating the appropriateness of accounting policies used

and the reasonableness of accounting estimates made by the Board of

Directors, as well as evaluating the overall presentation of the consoli-

dated financial statements. We have obtained from the Group’s officials

and the Board of Directors the explanations and information necessary for

performing our audit.

We believe that the audit evidence we have obtained is sufficient and

appropriate to provide a basis for our opinion.

Unqualified opinion

In our opinion, the consolidated financial statements of Cofinimmo SA/NV

give a true and fair view of the Group’s net equity and financial position

as of 31.12.2013, and of its results and its cash flows for the year then

ended, in accordance with International Financial Reporting Standards as

adopted by the European Union and with the legal and regulatory require-

ments applicable in Belgium.

Report on other legal and regulatory requirements

The Board of Directors is responsible for the preparation and the content of

the Directors’ report on the consolidated financial statements.

As part of our mandate and in accordance with the Belgian standard

complementary to the International Standards on Auditing applicable in

Belgium, our responsibility is to verify, in all material respects, compliance

with certain legal and regulatory requirements. On this basis, we make the

following additional statement, which does not modify the scope of our

opinion on the consolidated financial statements:

The Directors’ report on the consolidated financial statements

includes the information required by law, is consistent with the

consolidated financial statements and is free from material

inconsistencies with the information that we became aware of

during the performance of our mandate.

Diegem, 21.03.2014

The Statutory Auditor

DELOITTE Bedrijfsrevisoren/Réviseurs d’Entreprises

BV o.v.v.e. CVBA / SC s.f.d. SCRL

Represented by

Frank Verhaegen