6.3 Independent auditor’s report

To: the general meeting and the supervisory board of Nedap N.V.

Report on the audit of the financial statements 2024

Our opinion 

In our opinion:

  • the consolidated financial statements of Nedap N.V. together with its subsidiaries (‘the Group’) give a true and fair view of the financial position of the Group as at 31 December 2024 and of its result and cash flows for the year then ended in accordance with IFRS Accounting Standards as adopted by the European Union (‘EU’) and with Part 9 of Book 2 of the Dutch Civil Code;

  • the company financial statements of Nedap N.V. (‘the Company’) give a true and fair view of the financial position of the Company as at 31 December 2024 and of its result for the year then ended in accordance with Part 9 of Book 2 of the Dutch Civil Code.

What we have audited 

We have audited the accompanying financial statements 2024 of Nedap N.V., Groenlo. The financial statements comprise the consolidated financial statements of the Group and the company financial statements.

The consolidated financial statements comprise: 

  • the consolidated balance sheet as at 31 December 2024;

  • the following statements for 2024: the consolidated statement of profit or loss, the consolidated statement of comprehensive income, the consolidated statement of cash flows and the consolidated statement of changes in shareholders' equity; and

  • the notes to the consolidated financial statements, including material accounting policy information and other explanatory information.

The company financial statements comprise: 

  • the balance sheet of Nedap N.V. as at 31 December 2024; 

  • the statement of profit or loss of Nedap N.V. for the year then ended; and

  • the notes to the company financial statements, comprising a summary of the accounting policies applied and other explanatory information.

The financial reporting framework applied in the preparation of the financial statements is IFRS Accounting Standards as adopted by the EU and the relevant provisions of Part 9 of Book 2 of the Dutch Civil Code for the consolidated financial statements and Part 9 of Book 2 of the Dutch Civil Code for the company financial statements.

The basis for our opinion 

We conducted our audit in accordance with Dutch law, including the Dutch Standards on Auditing. We have further described our responsibilities under those standards in the section ‘Our responsibilities for the audit of the financial statements’ of our report.

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

Independence 

We are independent of Nedap N.V. in accordance with the European Union Regulation on specific requirements regarding statutory audit of public-interest entities, the ‘Wet toezicht accountantsorganisaties’ (Wta, Audit firms supervision act), the ‘Verordening inzake de onafhankelijkheid van accountants bij assuranceopdrachten’ (ViO, Code of Ethics for Professional Accountants, a regulation with respect to independence) and other relevant independence regulations in the Netherlands. Furthermore, we have complied with the ‘Verordening gedrags- en beroepsregels accountants’ (VGBA, Dutch Code of Ethics).

Our audit approach 

We designed our audit procedures with respect to the key audit matters, fraud and going concern, and the matters resulting from that, in the context of our audit of the financial statements as a whole and in forming our opinion thereon. The information in support of our opinion, such as our findings and observations related to individual key audit matters, the audit approach fraud risk and the audit approach going concern was addressed in this context, and we do not provide separate opinions or conclusions on these matters.

Overview and context 

Nedap N.V. is a company that develops, produces, or has third parties manufacture, and markets technologically innovative products and services. The development activities mainly take place at the head office in Groenlo, in what are known as business units. The group has nine foreign sites that support the sales of its products and solutions. Product manufacturing is largely outsourced to specialized partners. There is limited product manufacturing at Nedap’s own production facility in Groenlo.

The Group is comprised of several components and therefore we considered our group audit scope and approach as set out in the section ‘The scope of our group audit’. In our audit, we paid particular attention to the head office in Groenlo, because it is individually financially significant. We also performed specific work for the site in the United States (Nedap Inc.).

As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial statements. In particular, we considered where the board of directors made important judgements, for example, in respect of significant accounting estimates that involved making assumptions and considering future events that are inherently uncertain. In these considerations, we paid attention to, amongst others, the assumptions underlying the physical and transition risk related to climate change.

In the paragraph estimates in the notes of the financial statements, the Company describes the areas of judgement in applying accounting policies and the key sources of estimation uncertainty. We have identified the capitalization of development costs as a key audit matter, as further explained in the section 'Key audit matters'. This is mainly related to the extent of the research and development costs incurred by the business units in developing new propositions, and the uncertainty associated with the future economic benefits of these propositions.

Furthermore, we identified the audit of revenue recognition as key audit matter given the variety in revenue streams, combined with the often informal nature of the internal controls. This key audit matter is also set out in the section 'Key audit matters'.

Nedap N.V. assessed the possible effects of climate change on its financial position. We discussed Nedap N.V.’s assessment and governance thereof with the board of directors and the Audit & Risk committee and evaluated the potential impact on the financial position including underlying assumptions and estimates. The expected effects of climate change are not considered to impact the key audit matter.

We ensured that the audit teams at both group and component level included the appropriate skills and competences which are needed for the audit of a company that generates revenue through the development and sale of technologically innovative products and services. We therefore included specialists in the areas of IT audit in our team.

The outline of our audit approach was as follows: 

Materiality 

  • Overall materiality: €2,000,000. 

Audit scope 

  • The group audit mainly focused on Nedap N.V. An audit of the complete financial information has been carried out for this group company.

  • Additionally, Nedap Inc. was included in the scope of the group audit to obtain sufficient coverage for the audit of individual items of the consolidated financial statements.

  • Audit coverage: 95% of consolidated revenue, 90% of consolidated total assets and 95% of consolidated profit before tax.

Key audit matters 

  • Capitalizations of development costs; and

  • Audit of revenue recognition. 

Materiality 

The scope of our audit was influenced by the application of materiality, which is further explained in the section ‘Our responsibilities for the audit of the financial statements’.

Based on our professional judgement we determined certain quantitative thresholds for materiality, including the overall materiality for the financial statements as a whole as set out in the table below. These, together with qualitative considerations, helped us to determine the nature, timing and extent of our audit procedures on the individual financial statement line items and disclosures and to evaluate the effect of identified misstatements, both individually and in aggregate, on the financial statements as a whole and on our opinion.

Overall group materiality 

€2,000,000 (2023: €1,500,000).

Basis for determining materiality 

We used our professional judgement to determine overall materiality. As a basis for our judgement, we used 0.8% of total revenues.

Rationale for benchmark applied 

We used total revenues as the primary benchmark, a generally accepted auditing practice, based on our analysis of the common information needs of the users of the financial statements. On this basis, we believe that total revenues is the most relevant metric for the financial performance of the Company. Nedap is aiming for autonomous revenue growth, especially recurring revenue being less volatile and more predictable. Revenue growth and the percentage of recurring revenues are important KPIs. Additionally, revenue is the main driver of EBIT, which is another important KPI and bonus target. Therefore it has been concluded that revenue is the appropriate benchmark.

Component materiality 

Based on our judgement, we allocate materiality to each component in our audit scope that is less than our overall group materiality.

We also take misstatements and/or possible misstatements into account that, in our judgement, are material for qualitative reasons.

We agreed with the supervisory board that we would report to them any misstatement identified during our audit above €100,000 (2023: €78,000) and reclassifications above €150,000 (2023: €150,000) as well as misstatements below that amount that, in our view, warranted reporting for qualitative reasons.

The scope of our group audit 

Nedap N.V. is the parent company of a group of entities. The financial information of this group is included in the consolidated financial statements of Nedap N.V.

We are responsible for the identification and assessment of the risks of material misstatement of the financial statements of the group, including those with respect to the consolidation process. Based on our risk assessment, we tailored the scope of our audit to ensure that we, in aggregate, performed sufficient work on the financial statements to enable us to provide an opinion on the financial statements as a whole.

In setting the scope of our group audit we determined what audit work needed to be performed at group level or component level and whether involvement of component auditors was necessary.

Based on this outcome, we subjected one component (Nedap N.V.) for the audit of the complete financial information, as this Group company is considered significant due to size. We further selected one component (Nedap Inc.) to be included in the scope of the group audit to achieve appropriate coverage on financial line items in the consolidated financial statements.

In total, in performing these procedures, we achieved the following coverage on the financial line items:

Revenue

95%

Total assets

90%

Profit before tax

95%

None of the remaining components represented more than 5% of total group revenue or total group assets.

The group engagement team performed the audit work for the group entity Nedap N.V. For component Nedap Inc. we used a component auditor.

Where a component auditor performed the work, we determined the level of involvement we needed to have in their work to be able to conclude whether we had obtained sufficient and appropriate audit evidence as a basis for our opinion on the consolidated financial statements as a whole.

We issued instructions to the component auditor of Nedap Inc. in the United States of America to perform specified procedures with respect to cash and cash equivalents, accounts receivable, inventories, accruals and deferred income, provisions, revenue, fraud risks, and shareholders’ equity to obtain sufficient coverage for the audit of these individual items of Nedap N.V.’s consolidated financial statements. The instructions included, among others, our risk analysis, materiality and the scope of the work. We explained to the component auditor the structure of the Group, the main developments that were relevant for the component auditor, the risks identified, the materiality levels to be applied and our global audit approach. We had individual calls with the component auditor both during the year and upon conclusion of their work. During these calls, we discussed the significant accounting and audit issues identified by the component auditor, their report, the findings of their procedures and other matters that could be of relevance for the consolidated financial statements.

By performing the procedures outlined above at the components, combined with additional procedures exercised at group level, we have been able to obtain sufficient and appropriate audit evidence on the Group’s financial information, to provide a basis for our opinion on the financial statements.

Audit approach fraud risks 

We identified and assessed the risks of material misstatements of the financial statements due to fraud. During our audit we obtained an understanding of Nedap N.V. and its environment and the components of the internal control system. This included the board of directors’ risk assessment process, the board of directors’ process for responding to the risks of fraud and monitoring the internal control system and how the supervisory board exercised oversight, as well as the outcomes. We refer to section '3.2 Risk management & internal controls' of the annual report for the board of directors’ informal risk assessment procedures and the Nedap Risk Management Framework and section ‘Risk management’ of the supervisory board report in which the supervisory board reflects on the fraud risks. We note that the board of directors has no separate fraud risk assessment as fraud risks are included in the overall risk assessment.

We evaluated the design and relevant aspects of the internal control system with respect to the risks of material misstatements due to fraud and in particular the fraud risk assessment, as part of the Nedap Risk Management Framework as well as the code of conduct and whistleblower procedures. We evaluated the design and the implementation and, where considered appropriate, tested the operating effectiveness of internal controls designed to mitigate fraud risks.

We asked members of the board of directors, as well as the internal audit department, legal affairs and the supervisory board whether they are aware of any actual or suspected fraud. This did not result in signals of actual or suspected fraud that may lead to a material misstatement.

As part of our process of identifying fraud risks, we evaluated fraud risk factors with respect to financial reporting fraud, misappropriation of assets and bribery and corruption. We evaluated whether these factors indicate that a risk of material misstatement due to fraud is present.

We identified the following fraud risks and performed the following specific procedures:

Identified fraud risks 

Our audit work and observations

Management override of controls 

To the extent relevant to our audit, we have evaluated the design of internal control measures to mitigate the risk of override of internal control in the processes for generating and processing journal entries and making estimates.

We have selected journal entries based on risk criteria and performed specific audit procedures, whereby we also paid attention to identifying significant transactions outside the normal course of business.

We also performed specific audit procedures with regard to important estimates made by management, including the capitalization of development costs. For this, we refer to the key audit matter section. We have paid particular attention to the inherent risk of management bias in the estimates.

Our procedures have not revealed any material misstatements in the information provided by management in the financial statements and the director’s report.

Our procedures have not led to specific indications of fraud or suspicions of fraud with regard to the risk of management override of controls.

In all our audits we pay attention to the risk of management breaching internal control measures, including risks of possible material misstatements as a result of fraud in estimates based on an analysis of possible interests of management.

Management receives bonuses, the size of which partly depends on the achievement of financial targets set by the supervisory board, as disclosed in the remuneration report.

In addition, management has the opportunity to influence estimates due to the unique position in which it finds itself. In that context, we have paid special attention to the capitalized development costs, given the estimation element in this item.

Fraud in revenue recognition 

Our audit work and observations

This risk relates to the occurrence of revenue. Management has been given targets for growth in revenue and results, as explained in chapter 4.2 'Remuneration report 2024' of the annual report. This could put pressure on management to overstate revenue by recognising fictitious revenue.

To the extent relevant to our audit, we have evaluated the design of internal controls surrounding revenue recognition and the processes for generating and processing journal entries regarding revenue.

We have carried out specific work on the occurrence of revenues:

- We have sample tested the settled revenue transactions against the underlying sales invoices and cash receipts.
- The unsettled revenue transactions have been sample tested by sending out accounts receivable confirmations at year-end date.
- We carried out substantive procedures on the credit notes during the year and after the end of the financial year.
- We have selected journal entries based on risk criteria related to revenue and performed specific audit procedures.
- For revenue from healthcare solutions, we tested the control with regard to the monthly comparison between the subledger and the license database. Furthermore, we substantively tested the revenue from services for certain business units by reconciling the sales transactions to the underlying license databases.

Our work has not revealed any material misstatements in the information provided by management in the financial statements and the director’s report.

Our work has not led to specific indications of fraud or suspicions of fraud with regard to the occurrence of revenue recognition.

We incorporated an element of unpredictability in our audit. During the audit, we remained alert to indications of fraud. Furthermore, we considered the outcome of our other audit procedures and evaluated whether any findings were indicative of fraud or non-compliance with laws and regulations.

Audit approach going concern 

As disclosed in section 'Going concern' within the notes to the financial statements the board of directors performed their assessment of the entity’s ability to continue as a going concern for at least 12 months from the date of preparation of the financial statements and has not identified events or conditions that may cast significant doubt on the entity’s ability to continue as a going concern (hereafter: going-concern risks).

Our procedures to evaluate the board of directors’ going-concern assessment included, amongst others:

  • considering whether the board of directors’ going-concern assessment included all relevant information of which we were aware as a result of our audit and inquiring with the board of directors regarding the board of directors’ most important assumptions underlying its going-concern assessment;

  • evaluating the board of directors’ current budget including cash flows for at least 12 months from the date of preparation of the financial statements taken into account current developments in the industry and all relevant information of which we were aware as a result of our audit;

  • analysing whether the current and the required financing has been secured to enable the continuation of the entirety of the entity’s operations;

  • analysing whether the current and the required financing has been secured to enable the continuation of the entirety of the entity’s operations; 

  • performing inquiries of the board of directors as to its knowledge of going-concern risks beyond the period of the board of directors’ assessment.

Our procedures did not result in outcomes contrary to the board of directors’ assumptions and judgements used in the application of the going-concern assumption.

Key audit matters 

Key audit matters are those matters that, in our professional judgement, were of most significance in the audit of the financial statements. We have communicated the key audit matters to the supervisory board. The key audit matters are not a comprehensive reflection of all matters identified by our audit and that we discussed. In this section, we described the key audit matters and included a summary of the audit procedures we performed on those matters.

Key audit matter 

Our audit work and observations

Capitalizations of development costs

We tested the assessment made by management regarding the capitalization of development costs based on the capitalization criteria from IAS 38, interviews with employees and management involved, reading minutes and consulting public sources. We also took note of the internal processes surrounding the administration and management of research and development costs. Since the internal controls at transaction level are not always formally and/or visibly recorded, we have carried out a substantive audit of the administration at proposition level per business unit.

We have tested the accuracy of the capitalized development costs by testing the applicable principles for capitalization, including the assessment of the principles and assumptions regarding the technical feasibility of the propositions as well as management's analysis of the future economic benefits.

With regard to the completeness of the capitalized development costs, we sample tested various propositions based on size and risk. Based on interviews, project plans, progress reports and other documentation, we determined that the principles used for not capitalizing these propositions and development costs are appropriate based on the criteria of IAS 38.

Based on professional judgment and the explanations and substantiations per proposition, we agree with the development costs capitalized by management.

The disclosure of intangible fixed assets is included in disclosure note 1 in the financial statements. The disclosure on research and development costs is included in the 'Other information' section of the consolidated financial statements.

Research and development for new propositions is part of the core activities of Nedap N.V. Costs incurred for research are charged directly to the result before taxation. The development costs for propositions that have been determined to be technically feasible and that have sufficient market potential are administered for separately per proposition.

Based on the internally defined capitalization criteria, which comply with IAS38, a decision is made for each individual proposition whether the development costs can be capitalized as intangible fixed assets. If the costs do not meet the capitalization criteria, they are charged directly to the result before taxation.

At year-end 2024, the capitalized development costs amount to €3.4 million (December 31, 2023: €1.6 million).

In the statement of profit and loss, €50 million (2023: €47 million) research and development costs has been charged to the result before taxation. As explained in the 'Other information' section of the consolidated financial statements, these costs largely relate to the maintenance, upgrades and further development of existing propositions and to a lesser degree to the actual research and development for new propositions.

The distinction between the development of a new proposition and the further development and/or maintenance of an existing proposition cannot always be determined factually. In addition, there is uncertainty as to whether propositions will ultimately lead to future economic benefits. As a result of these aspects, as well as the material amounts involved in research and development, we have identified the capitalization of development costs as a key audit matter.

Audit of revenue recognition

Our audit work and observations

The disclosure of revenues is included in disclosure note 14 in the financial statements.

We have tested the accuracy of the revenues by testing the operating effectiveness of the monthly control on standing data changes in revenue prices. Furthermore, through our own detailed observations by sample testing the revenue recognized in the general ledger against the performance obligations in the underlying sales agreements and sales invoices.

Based on sample testing, we have reconciled the settled revenue transactions against the underlying sales invoices and cash receipts.

The unsettled revenue transactions have been sample tested by sending out accounts receivable confirmations at year-end.

We carried out substantive procedures on the credit notes during the year and after the end of the financial year.

Regarding the completeness of revenue from the delivery of products, we have performed detailed testing of underlying sales transactions of hardware products.

For revenue from healthcare solutions, we tested the control with regard to the monthly comparison between the subledger and the license database. Furthermore, we substantively tested the revenue from services for certain business units by reconciling the sales transactions to the underlying license databases.

We have verified the cut-off by sample testing, the revenue recognized in the general ledger against the sales invoices and delivery notes for both the periods before and after year-end.

For the cut-off of revenue from services, we performed analytical procedures to identify discrepancies in the revenue that is recognized on a monthly basis.

We did not identify any misstatements based on the procedures performed.

The revenue of Nedap N.V. consists of various contract forms with elements of the delivery of products, services (consisting of subscriptions, maintenance contracts and licenses) and combinations thereof, all of which have a separate transaction price. The agreed performance obligations may have an impact on the moment at which revenues may be recognized, in accordance with the requirements of IFRS 15.

In the organizational culture of Nedap N.V., informal checks and balances, such as management’s close involvement, are key elements of the governance and internal control environment.

Internal controls at transaction level are not always formally or visibly recorded as such.

The diversity of business units, types of contracts, and relatively informal internal control have led to us focusing a significant part of our efforts on verifying the accuracy and completeness of the revenue recognized in the financial statements.

Report on the other information included in the annual report 

The annual report contains other information. This includes all information in the annual report in addition to the financial statements and our auditor’s report thereon.

Based on the procedures performed as set out below, we conclude that the other information:

  • is consistent with the financial statements and does not contain material misstatements; and

  • contains all the information regarding the directors’ report and the other information that is required by Part 9 of Book 2 and regarding the remuneration report required by the sections 2:135b and 2:145 subsection 2 of the Dutch Civil Code.

We have read the other information. Based on our knowledge and the understanding obtained in our audit of the financial statements or otherwise, we have considered whether the other information contains material misstatements.

By performing our procedures, we comply with the requirements of Part 9 of Book 2 and section 2:135b subsection 7 of the Dutch Civil Code and the Dutch Standard 720. The scope of such procedures was substantially less than the scope of those procedures performed in our audit of the financial statements.

The board of directors is responsible for the preparation of the other information, including the directors’ report and the other information in accordance with Part 9 of Book 2 of the Dutch Civil Code. The board of directors and the supervisory board are responsible for ensuring that the remuneration report is drawn up and published in accordance with sections 2:135b and 2:145 subsection 2 of the Dutch Civil Code.

Report on other legal and regulatory requirements and ESEF 

Our appointment 

We were appointed as auditors of Nedap N.V. on 2 April 2015 by the supervisory board and have been reappointed for a three-year period on 12 April 2022. This followed the passing of a resolution by the shareholders at the annual general meeting held on 2 April 2015 and on 12 April 2022. Our appointment now represents a total period of uninterrupted engagement of 9 years.

European Single Electronic Format (ESEF) 

Nedap N.V. has prepared the annual report in ESEF. The requirements for this are set out in the Delegated Regulation (EU) 2019/815 with regard to regulatory technical standards on the specification of a single electronic reporting format (hereinafter: the RTS on ESEF).

In our opinion, the annual report prepared in XHTML format, including the marked-up consolidated financial statements, as included in the reporting package by Nedap N.V., complies in all material respects with the RTS on ESEF.

The board of directors is responsible for preparing the annual report, including the financial statements in accordance with the RTS on ESEF, whereby the board of directors combines the various components into a single reporting package.

Our responsibility is to obtain reasonable assurance for our opinion whether the annual report in this reporting package complies with the RTS on ESEF.

We performed our examination in accordance with Dutch law, including Dutch Standard 3950N ‘Assuranceopdrachten inzake het voldoen aan de criteria voor het opstellen van een digitaal verantwoordingsdocument’ (assurance engagements relating to compliance with criteria for digital reporting).

Our examination included amongst others:

  • Obtaining an understanding of the entity’s financial reporting process, including the preparation of the reporting package.

  • Identifying and assessing the risks that the annual report does not comply in all material respects with the RTS on ESEF and designing and performing further assurance procedures responsive to those risks to provide a basis for our opinion, including: 

    • obtaining the reporting package and performing validations to determine whether the reporting package containing the Inline XBRL instance document and the XBRL extension taxonomy files have been prepared in accordance with the technical specifications as included in the RTS on ESEF;

    • examining the information related to the consolidated financial statements in the reporting package to determine whether all required mark-ups have been applied and whether these are in accordance with the RTS on ESEF.

No prohibited non-audit services 

To the best of our knowledge and belief, we have not provided prohibited non-audit services as referred to in article 5(1) of the European Regulation on specific requirements regarding statutory audit of public-interest entities.

Services rendered 

The services, in addition to the audit, that we have provided to the Company or its controlled entities, for the period to which our statutory audit relates, are disclosed in the notes to the financial statements.

Responsibilities for the financial statements and the audit 

Responsibilities of the board of directors and the supervisory board for the financial statements

The board of directors is responsible for:

  • the preparation and fair presentation of the financial statements in accordance with IFRS Accounting Standards as adopted by the EU and Part 9 of Book 2 of the Dutch Civil Code; and for

  • such internal control as the board of directors determines is necessary to enable the preparation of the financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the board of directors is responsible for assessing the Company’s ability to continue as a going concern. Based on the financial reporting frameworks mentioned, the board of directors should prepare the financial statements using the going-concern basis of accounting unless the board of directors either intends to liquidate the Company or to cease operations or has no realistic alternative but to do so. The board of directors should disclose in the financial statements any event and circumstances that may cast significant doubt on the Company’s ability to continue as a going concern.

The supervisory board is responsible for overseeing the Company’s financial reporting process.

Our responsibilities for the audit of the financial statements 

Our responsibility is to plan and perform an audit engagement in a manner that allows us to obtain sufficient and appropriate audit evidence to provide a basis for our opinion. Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high but not absolute level of assurance, and is not a guarantee that an audit conducted in accordance with the Dutch Standards on Auditing will always detect a material misstatement when it exists. Misstatements may arise due to fraud or error. They are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements.

Materiality affects the nature, timing and extent of our audit procedures and the evaluation of the effect of identified misstatements on our opinion.

A more detailed description of our responsibilities is set out in the appendix to our report.

Zwolle, 3 March 2025
PricewaterhouseCoopers Accountants N.V. 

F.S. van der Ploeg RA 

Appendix to our auditor’s report on the financial statements 2024 of Nedap N.V.

In addition to what is included in our auditor’s report, we have further set out in this appendix our responsibilities for the audit of the financial statements and explained what an audit involves.

The auditor’s responsibilities for the audit of the financial statements 

We have exercised professional judgement and have maintained professional scepticism throughout the audit in accordance with Dutch Standards on Auditing, ethical requirements and independence requirements. Our audit consisted, among other things of the following:

  • Identifying and assessing the risks of material misstatement of the financial statements, whether due to fraud or error, designing and performing audit procedures responsive to those risks, and obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the intentional override of internal control.

  • Obtaining an understanding of internal control relevant to the audit 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.

  • Evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the board of directors.

  • Concluding on the appropriateness of the board of directors’ use of the going-concern basis of accounting, and based on the audit evidence obtained, concluding whether a material uncertainty exists related to events and/or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report and are made in the context of our opinion on the financial statements as a whole. However, future events or conditions may cause the Company to cease to continue as a going concern.

  • Evaluating the overall presentation, structure and content of the financial statements, including the disclosures, and evaluating whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

We are responsible for planning and performing the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the group as a basis for forming an opinion on the financial statements. We are also responsible for the direction, supervision and review of the audit work performed for purposes of the group audit. We remain solely responsible for our audit opinion.

We communicate with the supervisory board regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. In this respect, we also issue an additional report to the audit committee in accordance with article 11 of the EU Regulation on specific requirements regarding statutory audit of public-interest entities. The information included in this additional report is consistent with our audit opinion in this auditor’s report.

We provide the supervisory board with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related actions taken to eliminate threats or safeguards applied.

From the matters communicated with the supervisory board, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Disclaimer

This annual report contains the Board of Directors′ forward-looking statements and expectations based on current insights and assumptions, which are subject to known and unknown risks and uncertainties. The actual results or events could differ from these expectations due to changes in the economic climate, developments on specific markets, orders from individual customers and/or other developments. Nedap cannot be required to update the forward-looking statements contained in this version of the annual report or held responsible for doing so, regardless of whether they are related to new information, future events or suchlike, unless Nedap is required to do so by law.

This version of the annual report is a non-official copy of our original and official 2024 annual report. The independent auditor (PwC) has not certified this copy as being a true copy of the official version, neither are they under an obligation to do so. Therefore, the independent auditor′s report and the limited assurance report of the independent auditor on the sustainability statement do not relate to this copy, but solely to the official version. In the event of any inconsistencies in the interpretation, the official annual report shall prevail. No rights can be derived from this version. The audited and approved version is available in ‘2024 Annual report - ESEF-package’ on https://nedap.com/investors/publications/ (new window).

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