RBS 2004 Annual Report Download - page 140

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138
Independent auditors’ report to the members of The Royal Bank of Scotland Group plc
We have audited the financial statements of The Royal Bank of
Scotland Group plc ("the company") and its subsidiaries
(together "the Group") for the year ended 31 December 2004
which comprise the accounting policies, the profit and loss
account, the balance sheets, the cash flow statement, the
statement of total recognised gains and losses, the
reconciliation of movements in shareholders’ funds and the
related Notes 1 to 54. These financial statements have been
prepared under the accounting policies set out therein. We
have also audited the information in the part of the directors’
remuneration report that is described as having been audited.
This report is made solely to the company’s members, as a
body, in accordance with section 235 of the Companies Act
1985. Our audit work has been undertaken so that we might
state to the company’s members those matters we are
required to state to them in an auditors’ report and for no other
purpose. To the fullest extent permitted by law, we do not
accept or assume responsibility to anyone other than the
company and the company’s members as a body, for our audit
work, for this report, or for the opinions we have formed.
Respective responsibilities of directors and auditors
As described in the ‘Statement of directors’ responsibilities’,
the company’s directors are responsible for the preparation
of the financial statements in accordance with applicable
United Kingdom law and accounting standards. They are also
responsible for the preparation of the other information contained
in the 2004 Annual Report including the directors’ remuneration
report. Our responsibility is to audit the financial statements and
the part of the directors’ remuneration report described as having
been audited in accordance with relevant United Kingdom legal
and regulatory requirements and auditing standards.
We report to you our opinion as to whether the financial statements
give a true and fair view and whether the financial statements
and the part of the directors’ remuneration report described as
having been audited have been properly prepared in accordance
with the Companies Act 1985. We also report to you if, in our
opinion, the directors’ report is not consistent with the financial
statements, if the company has not kept proper accounting
records, if we have not received all the information and
explanations we require for our audit, or if information specified
by law regarding directors’ remuneration and transactions with
the company and other members of the Group is not disclosed.
We review whether the corporate governance statement
reflects the company's compliance with the nine provisions of
the Combined Code specified for our review by the Listing
Rules of the Financial Services Authority, and we report if it
does not. We are not required to consider whether the Board's
statements on internal control cover all risks and controls, or
form an opinion on the effectiveness of the Group's corporate
governance procedures or its risk and control procedures.
We read the directors’ report and the other information
contained in the 2004 Annual Report as described in the
contents section including the unaudited part of the directors’
remuneration report and consider the implications for our
report if we become aware of any apparent misstatements or
material inconsistencies with the financial statements.
Basis of audit opinion
We conducted our audit in accordance with United Kingdom
auditing standards issued by the Auditing Practices Board and
with the standards of the United States Public Company
Accounting Oversight Board. An audit includes examination,
on a test basis, of evidence relevant to the amounts and
disclosures in the financial statements and the part of the
directors’ remuneration report described as having been
audited. An audit includes consideration of internal control
over financial reporting as a basis for designing 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 over financial reporting.
Accordingly, we express no such opinion. It also includes an
assessment of the significant estimates and judgements made
by the directors in the preparation of the financial statements
and of whether the accounting policies are appropriate to the
circumstances of the company and the Group, consistently
applied and adequately disclosed.
We planned and performed our audit so as to obtain all the
information and explanations which we considered necessary in
order to provide us with sufficient evidence to give reasonable
assurance that the financial statements and the part of the
directors’ remuneration report described as having been audited
are free from material misstatement, whether caused by fraud
or other irregularity or error. In forming our opinion, we also
evaluated the overall adequacy of the presentation of information
in the financial statements and the part of the directors’
remuneration report described as having been audited.
UK opinion
In our opinion the financial statements give a true and fair view
of the state of affairs of the company and the Group as at 31
December 2004 and of the profit and cash flows of the Group
for the year then ended and the financial statements and the
part of the directors’ remuneration report described as having
been audited have been properly prepared in accordance with
the Companies Act 1985.
US opinion
In our opinion, the financial statements present fairly, in all
material respects, the financial position of the Group as at 31
December 2004 and 2003 and the results of its operations and
its cash flows for each of the three years in the period ended
31 December 2004 in conformity with accounting principles
generally accepted in the United Kingdom.
Accounting principles generally accepted in the United
Kingdom vary in certain significant respects from accounting
principles generally accepted in the United States of America.
The application of the latter would have affected the
determination of net income for each of the three years in the
period ended 31 December 2004 and the determination of
shareholders’ equity as at 31 December 2004 and 2003, to the
extent summarised in Note 53 to the financial statements.
Deloitte & Touche LLP
Chartered Accountants and Registered Auditors
Edinburgh
23 February 2005
Independent auditors’ report to the members of The Royal Bank of Scotland Group plc