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Report on the consolidated financial statements

To the Shareholders,

The consolidated financial statements of the Rai Group at 31 December 2010, which have been made available for your information, are expressed in millions of euros and consist of the Consolidated Balance Sheet, Income Statement and Notes to the Consolidated Financial Statements; they are also accompanied by a Directors' Report on operation.

The Consolidated Balance Sheet and Income Statement present comparative figures for 2009.

The scope of consolidation in 2010 no longer includes RaiSat which, as mentioned in the Directors' Report on the Parent Company's financial statements, has been merged by incorporation into Rai SpA.

The financial statements for 2010 close with a loss of 98.2 million euros (61.8 in 2009).

In the Directors' Report on Operation, they describe the overall performance of the Group, reiterating much of the information disclosed in relation to Rai SpA and accompanying this information with details on various individual aspects of activity by the various subsidiaries.

A summary of the Group's financial position and earnings is also provided to facilitate the reader's understanding of the comments on these areas: as part of this, summary information is given on the content of major income statement and balance sheet components with explanations of the changes from 2009, as well as details of their composition.

The Notes to the Consolidated Financial Statements describe the scope of the consolidation and the valuation methods applied and provide, with the aid of the supplementary schedules presented, the other disclosures required under article 38 of Legislative Decree 127/1991.

A statement is also provided showing the reconciliation between Rai and the Group results and equity at 31 December 2010.
Everything is compared with the corresponding data of the financial statements at 31 December 2009.

With regard to matters falling within the sphere of competence of the Board of Statutory Auditors, we report that, also on the basis of contacts with the Independent Auditors PWC, the consolidated financial statements have been drawn up, in all three of their components, in compliance with statutory requirements and correspond to the accounting records of the parent company and the information transmitted by the various companies included in the scope of consolidation.

With regard to accounting matters, we wish to draw your attention to the following:

• there have been no "exceptional cases" requiring derogations from standard accounting principles as permitted under article 29 (4) of Legislative Decree no. 127/1991;
• assets and liabilities have been valued on a consistent basis, which is unchanged from the previous year;

In conclusion, as a result of all the matters described above, in our opinion the consolidated financial statements of the Rai Group at 31 December 2010 and the accompanying Directors' Report on operations have been drawn up in accordance with the provisions of the aforementioned Legislative Decree 127/1991.


Rome, 3 June 2011

THE STANDING STATUTORY AUDITORS

Mr. Carlo GATTO
Ms. Maria Giovanna BASILE
Mr. Antonio IORIO