We have audited the financial
statements which comprise the financial statements such as the
profit and loss account, the balance sheet, the cash-flow statement,
the statement of total recognised gains and losses and the related
notes, which have been prepared under the historical cost convention
and the accounting policies set out in the statement of accounting
policies. We have also examined the amounts disclosed relating
to the emoluments, share options and long-term incentives of the
directors which form part of the Remuneration report.
Respective responsibilities of directors and auditors
The directors' responsibilities
for preparing the annual report and the financial statements in
accordance with applicable United Kingdom law and accounting standards
are set out in the Statement of directors' responsibilities.
Our responsibility is to audit the financial statements in accordance
with relevant legal and regulatory requirements, United Kingdom
Auditing Standards issued by the Auditing Practices Board and
the Listing Rules of the Financial Services Authority.
We report to you our opinion as to whether the financial statements
give a true and fair view and are 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 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 or
the Listing Rules regarding directors' remuneration and transactions
is not disclosed.
We read the other information contained in the annual report
and consider the implications for our report if we become aware
of any apparent misstatements
or material inconsistencies with the financial statements. The
other information comprises only the directors' report, the
chairman's statement, the chief executive review, the business
review, the financial review and the corporate governance statement.
We review whether the corporate governance statement reflects
the company's compliance with the seven provisions of the Combined
Code specified for our review by the Listing Rules, and we report
if it does not. We are not required to consider whether the
board's statements on internal control cover all risks and controls,
or to form an opinion on the effectiveness of the company's
or group's corporate governance procedures or its risk and control
procedures.
Basis of audit opinion
We conducted our audit
in accordance with auditing standards issued by the Auditing
Practices Board. An audit includes examination, on a test basis,
of evidence relevant to the amounts and disclosures in the financial
statements. It also includes an assessment of the significant
estimates and judgements made by the directors in the preparation
of the 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 financial statements 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 financial statements.
Opinion
In our opinion the financial
statements give a true and fair view of the state of affairs
of the company and the group at 31 July 2001 and of the results
and cash-flows of the group for the year then ended and have
been properly prepared in accordance with the Companies Act
1985.
PricewaterhouseCoopers
Chartered Accountants
and Registered Auditors
London
5 October 2001