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## Auditor’s Independence Declaration 

As lead auditor for the audit of Kathmandu Holdings Limited for the year ended 31 July 2012, I declare that to the best of my knowledge and belief, there have been: 

a) no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and 

b) no contraventions of any applicable code of professional conduct in relation to the audit. 

This declaration is in respect of Kathmandu Holdings Limited and the entities it controlled during the period. 

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20 September 2012 

