Statement of the Board of Management

The Board of Management’s statement on the financial statements, the management report and on internal controls

We have prepared the 2009 annual report of AkzoNobel and the undertakings included in the consolidation taken as a whole in accordance with International Financial Reporting Standards (IFRS) as adopted by the EU and additional Dutch disclosure requirements for annual reports.

To the best of our knowledge:

  1. The financial statements in this 2009 Report give a true and fair view of our assets and liabilities, our financial position at December 31, 2009, and of the result of our consolidated operations for the financial year 2009.
  2. The management report in this 2009 Report includes a fair review of the development and performance of the businesses and the position of AkzoNobel and the undertakings included in the consolidation taken as a whole, and describes the principal risks and uncertainties that we face.

The Board of Management is responsible for the establishment and adequate functioning of internal controls in our company. Consequently, the Board of Management has implemented a broad range of processes and procedures designed to provide control by the Board of Management over the company’s operations. These processes and procedures include measures regarding the general control environment, such as a Code of Conduct including Business Principles, Corporate Directives and Authority Schedules, as well as specific measures, such as a risk management system, a system of controls and a system of letters of representation by responsible management at various levels within our company.

All these processes and procedures are aimed at a reasonable level of assurance that we have identified and managed the significant risks of our company and that we meet our operational and financial objectives in compliance with applicable laws and regulations. The individual components of the above set of internal controls are in line with the COSO Enterprise Risk Management framework. With respect to support to, and monitoring of, compliance with laws and regulations including our Business Principles, a compliance committee has been established. Internal Audit provides assurance to the Board whether our internal risk management and control systems, as designed and represented by management, are adequate and effective.

While we routinely work towards continuous improvement of our processes and procedures regarding financial reporting, the Board of Management is of the opinion that, as regards financial reporting risks, the internal risk management and control systems:

  • Provide a reasonable level of assurance that the financial reporting in this 2009 Report does not contain any errors of material importance
  • Have worked properly in the year 2009.

For a detailed description of the risk management system with regard to the strategic, operational and compliance risks and the principal risks identified, reference is made to the Risk Management chapter (see page 73 onwards). We have discussed the above opinions and conclusions with the Audit Committee, the Supervisory Board and the external auditor.

Outlook and medium-term targets

The economic recovery remains uncertain, particularly in mature markets. However, AkzoNobel remains on track to achieve its medium-term target of an EBITDA margin of 14 percent by the end of 2011. The results of the actions that the company has taken, and will continue to take, underpin our confidence in achieving this target.

The focus on customers, cost reduction and cash generation will continue, but investments to capture growth will remain a priority, particularly in high growth markets.

Amsterdam, February 16, 2010
The Board of Management

Hans Wijers
Leif Darner
Rob Frohn
Tex Gunning
Keith Nichols

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