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Independent
auditors’ report to the members of BT Group plc
We have audited
the parent company financial statements of BT Group
plc for the year ended 31 March 2007 which comprise
the balance sheet, accounting policies and the related
notes, including the subsidiary undertakings and associate
section. These parent company financial statements have
been prepared under the accounting policies set out
therein. We have also audited the information in the
report on directors' remuneration that is described
as having been audited.
We have reported separately
on the group financial statements of BT Group plc for
the year ended 31 March 2007.
Respective
responsibilities of directors and auditors
The directors'
responsibilities for preparing the Annual Report and
the parent company financial statements in accordance
with applicable law and United Kingdom Accounting Standards
(United Kingdom Generally Accepted Accounting Practice)
are set out in the statement of directors' responsibilities.
Our responsibility is to audit
the parent company financial statements and the part
of the Report on the directors' remuneration to be audited
in accordance with relevant legal and regulatory requirements
and International Standards on Auditing (UK and Ireland).
This report, including the opinion, has been prepared
for and only for the company's members as a body in
accordance with Section 235 of the Companies Act 1985
and for no other purpose. We do not, in giving this
opinion, accept or assume responsibility for any other
purpose or to any other person to whom this report is
shown or into whose hands it may come save where expressly
agreed by our prior consent in writing.
We report to you our opinion
as to whether the parent company financial statements
give a true and fair view and whether the parent company
financial statements and the part of the report on the
directors' remuneration to be audited have been properly
prepared in accordance with the Companies Act 1985.
We also report to you whether in our opinion the information
given in the Report of the Directors is consistent with
the parent company financial statements.
In addition we report to you
if, in our opinion, 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 regarding directors'
remuneration and other transactions is not disclosed.
We read other information contained
in the Annual Report and Form 20-F and consider whether
it is consistent with the audited parent company financial
statements. The other information comprises only financial
headlines, BT at a glance, the Chairman's message, the
Chief Executive's statement and the Report of the Directors.
We consider the implications for our report if we become
aware of any apparent misstatements or material inconsistencies
with the parent company financial statements. Our responsibilities
do not extend to any other information.
Basis of
audit opinion
We conducted
our audit in accordance with International Standards
on Auditing (UK and Ireland) issued by the Auditing
Practices Board. An audit includes examination, on a
test basis, of evidence relevant to the amounts and
disclosures in the parent company financial statements
and the part of the Report on directors' remuneration
to be audited. It also includes an assessment of the
significant estimates and judgments made by the directors
in the preparation of the parent company 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 parent company financial statements and the
part of the Report on directors' remuneration to be
audited 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 parent company
financial statements and the part of the Report on directors'
remuneration to be audited .
Opinion
In our opinion:
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the
parent company financial statements give a true
and fair view, in accordance with United Kingdom
Generally Accepted Accounting Practice, of the
state of the company's affairs as at 31 March
2007;
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the
parent company financial statements and the part
of the Report on directors' remuneration to be
audited have been properly prepared in accordance
with the Companies Act 1985; and
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the
information given in the Report of the Directors
is consistent with the parent company financial
statements.
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PricewaterhouseCoopers
LLP
Chartered
Accountants and Registered Auditors
London, United Kingdom
16 May 2007
(a) The
maintenance and integrity of the BT Group plc web site
is the responsibility of the directors; the work carried
out by the auditors does not involve consideration of
the matters and, accordingly, the auditors accept no
responsibility for any changes that may have occurred to
the full annual statement or the summary financial
statement since they were initially presented on the web
site.
(b) Legislation in the United Kingdom governing the
preparation and dissemination of financial statements
may differ from legislation in other jurisdictions.
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