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113Tesco plc
Independent auditors’ report to the members of Tesco PLC
Wehave audited the parent company financial statements of
Tesco PLC for the year ended 25 February 2006 which comprise
the Balance Sheet and the related notes. These parent
company financial statements have been prepared under the
accounting policies set out therein. We have also audited the
information in the Directors’ Remuneration Report that is
described as having been audited.
We have reported separately on the Group financial
statements of Tesco PLC for the year ended 25 February 2006.
Respective responsibilities of directors and auditors
The Directors’ responsibilities for preparing the Annual Report,
the Directors’ remuneration report and the parent company
financial statements in accordance with applicable law and
United Kingdom Accounting Standards (United Kingdom
Generally Accepted Accounting Practice) are set out in the
Statement of Directors’ responsibilities.
Our responsibility is to audit the parent company financial
statements and the part of the Directors’ remuneration report
to be audited in accordance with relevant legal and regulatory
requirements and International Standards on Auditing (UK and
Ireland). This report, including the opinion, has been prepared
for and only for the company’s members as a body in
accordance with Section 235 of the Companies Act 1985 and
for no other purpose. We do not, in giving this opinion, accept
or assume responsibility for any other purpose or to any other
person to whom this report is shown or into whose hands it
may come save where expressly agreed by our prior consent
in writing.
Wereport to you our opinion as to whether the parent
company financial statements give a true and fair view and
whether the parent company financial statements and the part
of the Directors’ remuneration report to be 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 parent company 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 other transactions is not disclosed.
We read other information contained in the Annual Report
and consider whether it is consistent with the audited parent
company financial statements. The other information
comprises only the Operating and financial review, the
Directors’ report, the Corporate governance statement and the
unaudited information in the Directors’ remuneration report.
We consider the implications for our report if we become aware
of any apparent misstatements or material inconsistencies with
the parent company financial statements. Our responsibilities
do not extend to any other information.
Basis of audit opinion
We conducted our audit in accordance with International
Standards on Auditing (UK and Ireland) issued by the Auditing
Practices Board. An audit includes examination, on a test basis,
of evidence relevant to the amounts and disclosures in the
parent company financial statements and the part of the
Directors’ remuneration report to be audited. It also includes
an assessment of the significant estimates and judgments
made by the Directors in the preparation of the parent
company financial statements, and of whether the accounting
policies are appropriate to the company’s circumstances,
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 parent company financial
statements and the part of the Directors’ remuneration report
to be 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 parent company financial
statements and the part of the Directors’ remuneration report
to be audited.
Opinion
In our opinion:
• the parent company financial statements give a true and
fair view, in accordance with United Kingdom Generally
Accepted Accounting Practice, of the state of the company’s
affairs as at 25 February 2006; and
• the parent company financial statements and the part
of the Directors’ remuneration report to be audited have
been properly prepared in accordance with the Companies
Act 1985.
PricewaterhouseCoopers LLP
Chartered Accountants and Registered Auditors
London 24 April 2006