We present the annual report for approval at the general meeting.

Auditors’ Report
To the Shareholders of William Demant Holding A/S

We have audited the annual report of William Demant Holding A/S for the financial year 1 January - 31 December 2002.

The annual report is the responsibility of the Company’s Board of Directors and Management. Our responsibility is to express an opinion on the annual report based on our audit.

Basis of Opinion
We conducted our audit in accordance with Danish Auditing Standards. Those standards require that we plan and perform the audit to obtain reasonable assurance that the annual report is free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the annual report. An audit also includes assessing the accounting policies used and significant estimates made by the Board of Directors and the Management, as well as evaluating the overall annual report presentation. We believe that our audit provides a reasonable basis for our opinion.

Our audit has not resulted in any qualification.

Opinion
In our opinion, the annual report gives a true and fair view of the Group’s and the Parent Company’s assets and liabilities, financial position at 31 December 2002 and of the results of the Group’s and the Parent Company’s operations and consolidated company cash flows for the financial year 1 January - 31 December 2002 in accordance with the Danish Financial Statements Act and Danish Accounting Standards.

Copenhagen, 4 March 2003