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Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997
Hill House
1 Little New Street
London EC4A 3TR
24 June 1997
Review report by the auditors on corporate governance to Vodafone Group Plc
In addition to our audit of the financial statements, we have reviewed the directors' statements in the
Shareholders' returns and the Basis of preparation of financial statements and in the Report of the
directors on the Company's compliance with the paragraphs of the Code of Best Practice specified for our
review by the London Stock Exchange and their adoption of the going concern basis in preparing the
financial statements. The objective of our review is to draw attention to non-compliance with Listing
Rules 12.43 (j) and 12.43 (v).
Basis of opinion
We carried out our review in accordance with guidance issued by the Auditing Practices Board. That
guidance does not require us to perform the additional work necessary to, and we do not, express any
opinion on the effectiveness of either the Group's system of internal financial control or its corporate
governance procedures or on the ability of the Company to continue in operational existence.
Opinion
With respect to the directors' statements on internal financial control in the Report of the directors and
going concern in the Shareholders' returns and the Basis of preparation of financial statements, in our
opinion the directors have provided the disclosures required by the Listing Rules referred to above and
such statements are not inconsistent with the information of which we are aware from our audit work on
the financial statements.
Based on enquiry of certain directors and officers of the Company, and examination of relevant
documents, in our opinion the directors' statement in the Report of the directors appropriately reflects the
Company's compliance with the other paragraphs of the Code specified for our review by Listing Rule
12.43 (j).
Deloitte & Touche
Chartered Accountants and Registered Auditors
Hill House
1 Little New Street
London EC4A 3TR
24 June 1997
http://www.vodafone.com/download/investor/reports/annual97/4/49.htm (2 of 3)29/03/2007 22:37:28