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5.1. STATUTORY AUDITORS’ REPORT ON THE CONSOLIDATED

FINANCIAL STATEMENTS

Year ended December 31, 2012

This is a free translation into English of the Statutory Auditors’ report issued in French and is provided solely for the convenience of English speaking readers. The Statutory Auditors’ report includes information specifically required by French law in such reports, whether qualified or not. This information is presented below the opinion on the consolidated financial statements and includes explanatory paragraphs discussing the Auditors’ assessments of certain significant accounting and auditing matters. These assessments were considered for the purpose of issuing an audit opinion on the consolidated financial statements taken as a whole and not to provide separate assurance on individual account captions or on information taken outside of the consolidated financial statements.

This report should be read in conjunction with and construed in accordance with French law and professional auditing standards applicable in France.

To the Shareholders,
In compliance with the assignment entrusted to us by the
Annual Shareholders’ Meeting, we hereby report to you for the
year ended December 31, 2012 on:
a the audit of the accompanying financial statements of Accor;

a the justification of our assessments;
a the specific verification required by law.
These consolidated financial statements have been approved

by the Board of Directors. Our role is to express an opinion on these consolidated financial statements, based on our audit.

I. Opinion on the consolidated financial statements

We conducted our audit in accordance with professional standards applicable in France. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. An audit involves examining, using sample testing techniques or other selection methods, evidence supporting the amounts and disclosures in the consolidated financial statements. An audit also includes assessing the accounting principles used and significant estimates made, 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 reasonable basis for our opinion.

In our opinion, the consolidated financial statements give a true and fair view of the financial position and assets and liabilities of the Group at December 31, 2012, and of the results of its operations for the year then ended, in accordance with the IFRSs as adopted by the European Union.

II. Justification of our assessments

In compliance with the requirements of Article L. 823-9 of the

French Commercial Code (Code de commerce) relating to the

justification of our assessments, we bring to your attention the

following matters:

a notes 1.E.4 and 1.E.6 to the consolidated financial statements describe the policies and methods used to account for leases and sale-and-leaseback transactions, and the accounting policies and methods used to determine the recoverable amount of property, plant and equipment and intangible assets, including goodwill. We have verified the appropriateness of these accounting policies and methods and of the related disclosures provided in the notes to the consolidated financial statements. We have also examined the consistency of the data and assumptions used and the supporting documentation, and on these bases assessed the reasonableness of the estimates made;

a notes 2.A.1 and 17 to the consolidated financial statements describe the accounting impacts of the sale of the “US Economy Hotels” division on the 2012 financial statements. This sale gave rise to a €679 million capital loss but had a €249 million positive effect on consolidated net debt at December 31, 2012. As part of our assessment of the accounting rules and principles applied by the Accor Group, we have verified the appropriateness of the accounting treatment applied to this sale and of the related disclosures provided in the notes to the consolidated financial statements;

a note 39 to the consolidated financial statements describes the legal proceedings currently underway regarding the tax audits of CIWLT and claims relating to the dividend withholding tax. This note describes Management’s positions concerning these disputes. Our work consisted of assessing the reasonableness of the elements on which these positions are based and verifying that the note to the consolidated financial statements provides appropriate disclosures.

These assessments were made in the context of our audit of the consolidated financial statements, taken as a whole, and therefore contributed to the formation of the opinion expressed in the first part of this report.

III. Specific verification

As required by law and in accordance with professional standards applicable in France, we have also verified the information presented in the Group’s management report. We have no matters to report as to its fair presentation and consistency with the consolidated financial statements.

Neuilly-sur-Seine and Paris-La DĂ©fense – March 4, 2013
The Statutory Auditors
French original signed by:

Deloitte & AssociĂ©s Ernst & Young et Autres Pascale Chast aing-Doblin Jacques Pierres