Auditor’s Report

To the Members of Express Discount Limited

Report on the Financial Statements

We have audited the accompanying financial statements of Express Discount Limited (“the Company”) and its subsidiary (together “the Group”) which comprise the balance sheets as at 31 March, 2009, and the profit and loss accounts, statements of cash flows and value added statements for the year then ended and the statement of accounting policies, notes to the financial statements, three year financial summary for the Group and five year financial summary for the Company, set out on pages 9 to 47.

Directors’ Responsibilities for the Financial Statements
The Company’s directors are responsible for the preparation and fair presentation of these financial statements in accordance with Statements of Accounting Standards applicable in Nigeria and in the manner required by the Companies and Allied Matters Act of Nigeria, the Banks and Other Financial Institutions Act of Nigeria and relevant Central Bank of Nigeria circulars. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.

Auditor’s Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the 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 entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion
In our opinion, these financial statements give a true and fair view of the financial position of Express Discount Limited (“the company”) and its subsidiary (together “the Group) as at 31 March 2009, and of the Group and Company’s financial performance and cash flows for the year then ended in accordance with Statements of Accounting Standards applicable in Nigeria and in the manner required by the Companies and Allied Matters Act of Nigeria, Banks and Other Financial Institutions Act of Nigeria, and relevant Central Bank of Nigeria circulars.

Report on Other Legal and Regulatory Requirements
Compliance with the requirements of Schedule 6 of the Companies and Allied Matters Act of Nigeria In our opinion, proper books of account have been kept by the Company, so far as appears from our examination of those books and the Company’s balance sheets and profit and loss accounts are in agreement with the books of accounts. Compliance with Section 27 (2) of the Banks and Other Financial Institutions Act of Nigeria and Central Bank of Nigeria circular BSD/1/2004

i. The Company did not pay any penalties in respect of contravention of the provisions of the Banks and Other Financial Institutions Act of Nigeria and Central Bank Circulars during the year ended 31 March 2009.

ii. Related party transactions and balances are disclosed in note 27 of the financial statements in compliance with the Central Bank of Nigeria circular BSD/1/2004.