Recordati Industria Chimica e Farmaceutica

Annual / Quarterly Financial Statement • Mar 21, 2016

(Translation from the Italian original which remains the definitive version)

Recordati Industria Chimica e Farmaceutica S.p.A.

Separate financial statements and consolidated financial statements as at and for the year ended 31 December 2015 (with reports of the auditors thereon)

KPMG S.p.A. 18 March 2016

KPMG S.p.A. Revisione e organizzazione contabile Via Vittor Pisani 25 20124 MILANO MI

Telefono +39 02 6763.1 Telefax +39 02 67632445 e-mail it-fmauditalv@kpmg.it PEC kpmgspa@pec.kpmg.it

(Translation from the Italian original which remains the definitive version)

Independent auditors' report pursuant to articles 14 and 16 of Legislative decree no. 39 of 27 January 2010

To the shareholders of Recordati Industria Chimica e Farmaceutica S.p.A.

Report on the separate financial statements

We have audited the accompanying separate financial statements of Recordati Industria Chimica e Farmaceutica S.p.A. (the "company"), which comprise the balance sheet as at 31 December 2015, the income statement, statement of comprehensive income, statement of changes in shareholders' equity, cash flow statement and notes thereto.

Directors' responsibility for the separate financial statements

The company's directors are responsible for the preparation of separate financial statements that give a true and fair view in accordance with the International Financial Reporting Standards endorsed by the European Union and the Italian regulations implementing article 9 of Legislative decree no. 38/05.

Independent auditors' responsibility

Our responsibility is to express an opinion on these separate financial statements based on our audit. We conducted our audit in accordance with the International Standards on Auditing (ISA Italia) promulgated pursuant to article 11.3 of Legislative decree no. 39/10. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the separate financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the separate financial statements. The procedures selected depend on our judgment, including the assessment of the risks of material misstatement of the separate financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the entity's preparation of separate financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by directors, as well as evaluating the overall presentation of the separate financial statements.

Ancona Aosta Bari Bergamo Bologna Bolzano Brescia Catania Como Firenze Genova
Lecce Milano Napoli Novara
Padova Palermo Parma Perugia Pescara Roma Torino Treviso Trieste Varese Verona

Società per azioni Capitale sociale
Euro 9 179 700,00 i.v. Registro Imprese Milano e
Codice Fiscale N 00709600159 R.E.A. Milano N. 512867 Partita IVA 00709600159
VAT number IT00709600159 Sede legale: Via Vittor Pisani, 25 20124 Milano MI ITALIA

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the separate financial statements give a true and fair view of the company's financial position as at 31 December 2015 and of its financial performance and cash flows for the year then ended in accordance with the International Financial Reporting Standards endorsed by the European Union and the Italian regulations implementing article 9 of Legislative decree no. 38/05.

Report on other legal and regulatory requirements

Opinion on the consistency of the directors' report and certain information presented in the report on corporate governance and ownership structure with the separate financial statements

We have performed the procedures required by Standard on Auditing (SA Italia) 720B in order to express an opinion, as required by the law, on the consistency of the directors' report and the information presented in the report on corporate governance and ownership structure required by article 123-bis.4 of Legislative decree no. 58/98, which are the responsibility of the company's directors, with the separate financial statements. In our opinion, the directors' report and the information presented in the report on corporate governance and ownership structure referred to above are consistent with the separate financial statements of Recordati Industria Chimica e Farmaceutica S.p.A. as at and for the year ended 31 December 2015.

Milan, 18 March 2016

KPMG S.p.A.

(signed on the original)

Marco Ferrarini Director of Audit