Independent Auditor's Report


Audited by PwC

+To the Shareholders of Novozymes A/S

We have audited the Consolidated Financial Statements, the Financial Statements and Management’s Review including environmental and social data, of Novozymes A/S for the financial year January 1 - December 31, 2009. The Consolidated Financial Statements and the Financial Statements comprise Income Statement, Balance Sheet, Statement of Shareholders’ Equity and Notes for both the Group and the Company as well as Statement of Comprehensive Income and Statement of Cash Flows and Financial Resources for the Group. The Consolidated Financial Statements are prepared in accordance with International Financial Reporting Standards as adopted by the EU, and the Financial Statements are prepared in accordance with the Danish Financial Statements Act. Moreover, the Consolidated Financial Statements and the Financial Statements are prepared in accordance with additional Danish disclosure requirements for listed companies. Management’s Review is prepared in accordance with Danish disclosure requirements for listed companies and environmental and social data are prepared in accordance with accounting policies used for environmental and social data.

Management’s Responsibility

Management is responsible for the preparation and fair presentation of the Consolidated Financial Statements and the Financial Statements in accordance with the above-mentioned legislation and disclosure requirements. This responsibility includes: designing, implementing, and maintaining internal controls relevant to the preparation and fair presentation of Consolidated Financial Statements and Financial Statements that are free from material misstatement, whether due to fraud or error. This responsibility also includes selecting and applying appropriate accounting policies, and making accounting estimates that are reasonable in the circumstances. Furthermore, Management is responsible for preparing a Management’s Review that includes a true and fair account in accordance with Danish disclosure requirements for listed companies and for preparing environmental and social data in accordance with accounting policies used for environmental and social data.

Auditor’s Responsibility and Basis of Opinion

Our responsibility is to express an opinion on the Consolidated Financial Statements, the Financial Statements and Management’s Review, including environmental and social data, based on our audit. We conducted our audit in accordance with Danish Auditing Standards. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the Consolidated Financial Statements, the Financial Statements and Management’s Review, including environmental and social data, are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the Consolidated Financial Statements, the Financial Statements and Management’s Review, including environmental and social data. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the Consolidated Financial Statements, the Financial Statements and Management’s Review, including environmental and social data, whether due to fraud or error. In making those risk assessments, the auditor considers internal controls relevant to the Company’s preparation and fair presentation of the Consolidated Financial Statements and Financial Statements and to the preparation of a Management’s Review, including environmental and social data, that includes a true and fair account 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 controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by Management, as well as evaluating the overall presentation of the Consolidated Financial Statements, the Financial Statements and Management’s Review, including environmental and social data.

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

Our audit has not resulted in any qualification.

Opinion

In our opinion, the Consolidated Financial Statements give a true and fair view of the financial position of the Group at December 31, 2009 and of the results of the Group’s operations and cash flows for the financial year January 1 - December 31, 2009 in accordance with International Financial Reporting Standards as adopted by the EU and additional Danish disclosure requirements for listed companies.

In our opinion, the Financial Statements give a true and fair view of the financial position of the Company at December 31, 2009 and of the results of the Company operations for the financial year January 1 - December 31, 2009 in accordance with the Danish Financial Statements Act and additional Danish disclosure requirements for listed companies.

In our opinion, Management’s Review includes a true and fair account of the development in the operations and financial circumstances of the Group and the Company, of the results for the year and of the financial position of the Group and the Company as well as a description of the most significant risks and elements of uncertainty facing the Group and the Company in accordance with Danish disclosure requirements for listed companies, and environmental and social data are prepared in accordance with accounting policies used for environmental and social data.



 

Bagsvaerd, January 21, 2010

PricewaterhouseCoopers
Statsautoriseret Revisionsaktieselskab

Kim Füchsel Torben Jensen
State Authorized Public Accountant State Authorized Public Accountant
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