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KBC Groupe NV

Audit Report / Information Apr 2, 2013

3968_rns_2013-04-02_a79a3564-72e9-4fb5-9419-941f2b2c1282.pdf

Audit Report / Information

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Ernst & Young Réviseurs d'Entreprises Bedrijfsrevisoren De Kleetlaan 2 B - 1831 Diegem Tel: +32 (0)2 774 9111 Fax: +32 (0)2 774 90 90 www.ev.com/be

Free Translation from the Dutch version

Statutory auditor's report to the general meeting of shareholders of KBC Group nv on the financial statements for the year ended 31 December 2012

In accordance with the legal and statutory requirements, we report to you on the performance of our mandate of statutory auditor. This report contains our opinion on the financial statements as well as the required additional comments and information.

Unqualified opinion on the financial statements

We have audited the financial statements for the year ended 31 December 2012, prepared in accordance with the financial reporting framework applicable in Belgium, which show a balance sheet total of € 15.884.916.316,25 and a profit for the year of €45.639.206,69.

Responsibility of the board of directors for the preparation and fair presentation of the financial statements

The board of directors is responsible for the preparation and fair presentation of the financial statements. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.

Responsibility of the statutory auditor

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the legal requirements and the International Standards on Auditing (ISA). Those standards require that we plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement.

Société civile ayant emprunté la forme d'une société coopérative à responsabilité limitée

Burgerlijke vennootschap die de rechtsvorm van een coöperatieve vennootschap met beperkte aansprakelijkheid heeft aangenomen RPM Bruxelles - RPR Brussel - T.V.A. - B.T.W. BE 0446.334.711 Banque - Fortis - Bank 210-0905900-69

Audit report dated 18 March 2013 on the statutory financial statements of KBC Group nv for the year ended 31 December 2012 (continued)

In accordance with these standards, we have performed procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on our judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

In making those risk assessments, we have considered internal control relevant to the company's preparation and fair presentation of the financial statements 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 company's internal control. We have evaluated the appropriateness of accounting policies used, the reasonableness of significant accounting estimates made by the company and the presentation of the financial statements, taken as a whole.

Finally, we have obtained from the board of directors and the company's officials the explanations and information necessary for executing our audit procedures.

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

Opinion

In our opinion, the financial statements for the year ended 31 December 2012 give a true and fair view of the company's financial position and the results of its operations in accordance with the financial reporting framework applicable in Belgium.

Additional comments and information

The preparation and the assessment of the information that should be included in the directors' report and the company's compliance with the requirements of the Company Code (Wetboek van vennootschappen/Code des sociétés) and its articles of association are the responsibility of the board of directors.

Within the context of our assignment, it is our responsibility to verify in all material respects, the compliance with certain statutory and regulatory obligations. On this basis, we make the following comments which do not modify the scope of our opinion on the financial statements:

The directors' report deals with the information required by law and is consistent with the financial statements. We are, however, unable to comment on the description of the principal risks and uncertainties which the company is facing, and on its financial situation, its foreseeable evolution or the significant influence of certain facts on its future development. We can nevertheless confirm that the matters disclosed do not present any

$M \longrightarrow V$

Audit report dated 18 March 2013 on the statutory financial statements of KBC Group nv for the year ended 31 December 2012 (continued)

obvious inconsistencies with the information that we became aware of during the performance of our mandate.

  • $\bullet$ Without prejudice to formal aspects of minor importance, the accounting records were maintained in accordance with the legal and regulatory requirements applicable in Belgium.
  • We do not have to report any transactions undertaken or decisions taken in violation of the $\bullet$ company's articles of association or the Company Code. The appropriation of the results proposed to the shareholders' meeting complies with the legal and statutory provisions.

Brussels, 18 March 2013

Ernst & Young Réviseurs d'Entreprises sccrl Statutory auditor Represented by

Pierre Vanderbeek Partner

13PVDB0087

///

Peter Telders Partner

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