We have audited the consolidated financial statements
prepared by Bayer Aktiengesellschaft, Leverkusen, comprising
the income statement, balance sheet, cash flow statement,
statement of recognized income and expense and the notes to
the consolidated financial statements, together with the group
management report, for the business year from January 1, 2005
to December 31, 2005. The preparation of the consolidated
financial statements and the group management report in accordance
with the IFRS, as adopted by the E.U., and the additional
requirements of German commercial law pursuant to § (Article)
315a Abs. (paragraph) 1 HGB (“Handelsgesetzbuch”:
German Commercial Code) are the responsibility of the parent
Company’s
Board of Management. Our responsibility is to express an opinion
on the consolidated financial statements and on the group
management report based on our audit.
We conducted our audit of the consolidated financial statements
in accordance with § 317 HGB and German generally accepted
standards for the audit of financial statements promulgated
by the Institut der Wirtschaftsprüfer (Institute of
Public Auditors in Germany) (IDW) and additionally observed
the International Standards on Auditing (ISA). Those standards
require that we plan and perform the audit such that misstatements
materially affecting the presentation of the net assets,
financial position and results of operations in the consolidated
financial statements in accordance with the applicable
financial reporting framework and in the group management
report are detected with reasonable assurance. Knowledge
of the business activities and the economic and legal
environment of the Group and expectations as to possible
misstatements are taken into account in the determination
of audit procedures. The effectiveness of the accounting-related
internal control system and the evidence supporting the
disclosures in the consolidated financial statements and
the group management report are examined primarily on
a test basis within the framework of the audit. The audit
includes assessing the annual financial statements of
those entities included in consolidation, the determination
of the entities to be included in consolidation, the accounting
and consolidation principles used and significant estimates
made by the Company’s Board of Management, as well as
evaluating the overall presentation of the consolidated
financial statements and the group management report. We
believe that our audit provides a reasonable basis for
our opinion.
Our audit has not led to any reservations.
In our opinion based on the findings of our audit the consolidated
financial statements comply with the IFRS as adopted by
the E.U., the additional requirements of German commercial
law pursuant to § 315a Abs. 1 HGB and give a true and
fair view of the net assets, financial position and results
of operations of the Group in accordance with these requirements.
The group management report is consistent with the consolidated
financial statements and as a whole provides a suitable
view of the Group’s position and suitably presents
the opportunities and risks of future development.