Directors Report 1

Directors' report

The directors present their report and the audited financial statements for the year ended 31 March 2013
The directors' report has been prepared in accordance with the provisions applicable to companies entitled to

Results and dividends The company recorded a profit after taxation of ?12,475 (2012 ?3,880,737) The directors do not

Principal activities and review of business The principal activity of the company was that of a holding company
Going concern The directors' considerations in orenarine these financial statements on a going concern basis are set out

Directors The directors who held office during the year and to date are given below DM Hannon SL Illingworth (resigned 27 September 2013) MA Gee (appointed 13 August 2013)

During the year, directors' and officers' liability insurance was in force
Disclosure of information to the auditor Each of the persons who is a director at the date of approval of this report confirms that 1 so far as he or she is aware, there is no relevant audit information of which the company's auditor is
2 he or she has taken all the steps that he/she ought to have taken as a director in order to make
aware of that information This confirmation is given, and should be interpreted, in accordance with the provisions of section 418 of

Auditor Our auditor, KPMG, has informed us that for administrative reasons and to instigate the orderly wind
KPMG audit Plc to KPMG LLP KPMG Audit Plc has indicated that it will resign as auditor during the year ending 31 March 2014 and The Board of Directors will propose the appointment of KPMG LLP as auditor of the Company for the financial year ending 31 March 2014
Approved by the board and signed on its behalf by

MA Gee Gee Director II December 2013
United Utilities Capital Delivery Holdings Limited

Statement of directors' responsibilities in respect of the

The directors are responsible for preparing the report and the financial statements in accordance with

Company law requires the directors to prepare financial statements for each financial year Under that law
Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law)
Under company law the directors must not approve the financial statements unless they are satisfied that
company for that period In preparing these financial statements, the directors are required to
?select suitable accounting policies and then apply them consistently, ?make judgments and accounting estimates that are reasonable and prudent, ?state whether applicable -UK Accounting Standards have been followed, subject to any material
?prepare the financial statements on the going concern basis unless it is inappropriate to presume that

The directors are responsible for keeping adequate accounting records that are sufficient to show and
position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006 They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities

4 1
Independent auditor's report to the members of United Utilities Capital Delivery Holdings Limited
We have audited the financial statements of United Utilities Capital Delivery Holdings Limited for the
applied in their preparation is applicable law and UK Accounting Standards (UK Generally Accepted Accounting Practice)
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16
members those matters we are required to state to them in an auditor's report and for no other purpose To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members, as a body, for our audit work, for this report, or for the opinions we have formed Respective responsibilities of directors and auditor As explained more fully in the Directors' Responsibilities Statement set out on page 4, the directors are
fair view Our responsibility is to audit, and express an opinion on, the financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland) Those standards require us to comply with the Auditing Practices Board's Ethical Standards for Auditors
Scope of the audit of the financial statements A description of the scope of an audit of financial statements is provided on the Financial Reporting Council's website at www frc org uk/auditscopeukprivate
Opinion on financial statements In our opinion the financial statements ?give a true and fair view of the state of the company's affairs as at 31 March 2013 and of its profit for
?have been properly prepared in accordance with UK Generally Accepted Accounting Practice, and ?have been prepared in accordance with the requirements of the Companies Act 2006
Opinion on other matter prescribed by the Companies Act 2006 In our opinion the information given in the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements
Matters on which we are required to report by exception We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion
?adequate accounting records have not been kept, or returns adequate for our audit have not been
?the financial statements are not in agreement with the accounting records and returns, or ?certain disclosures of directors' remuneration specified by law are not made, or ?we have not received all the information and explanations we require for our audit

JoWl Costello (Senior Statutory Auditor) fo nd on behalf of KPMG Audit Plc, Statutory Auditor 11 Chartered Accountants St James' Square Manchester M2 6DS (2) December 2013
United Utilities Capital Delivery Holdings Limited

Directors Report 2

Directors' report

The directors present their report and the audited financial statements for the year ended 31 March 2012
The directors' report has been prepared in accordance with the provisions applicable to companies entitled to

Results and dividends The company recorded a profit after taxation of 0,880,737 (2011 ?1,208,295) The directors do not

Principal activities and review of business The principal activity of the company was that of a holding company
Going concern The directors' considerations in preparing these financial statements on a going concern basis are set out

Directors The directors who held office during the year and to date are given below DM Hannon SL Illingworth A Prescott UU Directorate Limited UU Secretariat Limited
(appointed 29 April 2011) (resigned 29 April 2011) (appointed 29 April 2011, resigned 19 August 2011) (appointed 19 August 2011) During the year, directors' and officers' liability insurance was in force
Disclosure of information to the auditor Each of the persons who is a director at the date of approval of this report confirms that I so far as he or she is aware, there is no relevant audit information of which the company's auditor is
2 he or she has taken all the steps that he/she ought to have taken as a director in order to make
aware of that information This confirmation is given, and should be interpreted, in accordance with the provisions of section 418 of

Auditor During the year Deloitte LLP resigned as auditor of the company and KPMG Audit Plc were appointed
Appropriate arrangements have been put in place for KPMG Audit Plc to be deemed reappointed as
Approved by the board and signed on its behalf by

EL Illingworth
a-% September 2012

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United Utilities Capital Delivery Holdings Limited

Statement of directors' responsibilities in respect of the

The directors are responsible for preparing the report and the financial statements in accordance with

Company law requires the directors to prepare financial statements for each financial year Under that law
Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law)
Under company law the directors must not approve the financial statements unless they are satisfied that
company for that period In preparing these financial statements, the directors are required to
?select suitable accounting policies and then apply them consistently, ?make judgments and accounting estimates that are reasonable and prudent, ?state whether applicable UK Accounting Standards have been followed, subject to any material
?prepare the financial statements on the going concern basis unless it is inappropriate to presume that

The directors are responsible for keeping adequate accounting records that are sufficient to show and
position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006 They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities

4.0
Independent auditor's report to the members of United Utilities Capital Delivery Holdings Limited
We have audited the financial statements of United Utilities Capital Delivery Holdings Limited for the
applied in their preparation is applicable law and UK Accounting Standards (UK Generally Accepted Accounting Practice)
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16
members those matters we are required to state to them in an auditor's report and for no other purpose To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members, as a body, for our audit work, for this report, or for the opinions we have formed Respective responsibilities of directors and auditor As explained more fully in the Directors' Responsibilities Statement set out on page 4, the directors are
fair view Our responsibility is to audit, and express an opinion on, the financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland) Those standards require us to comply with the Auditing Practices Board's (APB's) Ethical Standards for Auditors
Scope of the audit of the financial statements A description of the scope of an audit of financial statements is provided on the APB's website at www frc org uldapb/scope/private cfm
Opinion on financial statements In our opinion the financial statements ?give a true and fair view of the state of the company's affairs as at 31 March 2012 and of its profit for
?have been properly prepared in accordance with UK Generally Accepted Accounting Practice, and ?have been prepared in accordance with the requirements of the Companies Act 2006
Opinion on other matter prescribed by the Companies Act 2006 In our opinion the information given in the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements
Matters on which we are required to report by exception We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion
?adequate accounting records have not been kept, or returns adequate for our audit have not been
?the financial statements are not in agreement with the accounting records and returns, or ?certain disclosures of directors' remuneration specified by law are not made, or ?we have not received all the information and explanations we require for our audit

1 n Costel o (Senior Statutory Auditor) foP and on behalf of KPMG Audit Plc, Statutory Auditor Chartered Accountants St James Square Manchester M2 6DS / September 2012 t?
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United Utilities Capital Delivery Holdings Limited

Directors Report 3

Directors' report

The directors present their report and the audited financial statements for the year ended 31 March 2011
The directors' report has been prepared in accordance with the provisions applicable to companies entitled to

Results and dividends The company recorded a profit for the year of ?1,208,295 (2010 fnil) The directors do not recommend

Principal activities and review of business The principal activity of the company was to act as a holding company After the disposal of the
are continuing to assess potential future investment opportunities The directors consider the financial position of the company to be satisfactory Further details are provided in note 6
Going concern The directors' considerations in preparing these financial statements on a going concern basis are set out

Directors The directors who held office during the year and to date are given below C Cornish A Cowan DM Hannon SL Illingworth 13 McAulay A Prescott VU Directorate Limited UU Secretariat Limited (resigned 30 September 2010) (resigned 31 December 2010) (appointed 23 December 2010) (appointed 29 April 2011) (resigned 5 August 2010) (appointed 20 October 2010, resigned 29 April 2011) (appointed 29 April 2011, resigned 19 August 2011) (appointed 19 August 2011) During the year, directors' and officers' liability insurance was in force
Disclosure of information to the auditor Each of the persons who is a director at the date of approval of this report confirms that 1 so far as he or she is aware, there is no relevant audit information of which the company's auditor is unaware, and 2 he or she has taken all the steps that he/she ought to have taken as a director in order to make
aware of that information This confirmation is given, and should be interpreted, in accordance with the provisions of section 418 of

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United Utilities Capital Delivery Holdings Limited

Directors' report (continued)

Auditor During the year, following a thorough tender process, the United Utilities Group PLC's (the group) audit
its subsidiary undertakings, following the conclusion of Deloitte LLP's audit of the 2011 financial statements Deloitte LLP will therefore resign as auditor to the company and KPMG Audit Plc will be appointed to fill a casual vacancy In the absence of an annual general meeting KPMG Audit Plc will thereafter be deemed to be reappointed as auditor to the company
Approved by the board and signed on its behalf by

SL Illingworth
15 November 2011

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United Utilities Capital Delivery Holdings Limited

Statement of directors' responsibilities in respect of the

The directors are responsible for preparing the report and the financial statements in accordance with

Company law requires the directors to prepare financial statements for each financial year Under that law
Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law) Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period In preparing these financial statements, the directors are required to
?select suitable accounting policies and then apply them consistently, ?make judgments and accounting estimates that are reasonable and prudent, ?state whether applicable UK Accounting Standards have been followed, subject to any material
?prepare the financial statements on the going concern basis unless it is inappropriate to presume that

The directors are responsible for keeping adequate accounting records that are sufficient to show and
position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006 They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities

5.0
Independent auditor's report to the members of United Utilities Capital Delivery Holdings Limited
We have audited the financial statements of United Utilities Capital Delivery Holdings Limited for the
gains and losses, the balance sheet and the related notes 1 to 12 The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice)
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16
members those matters we are required to state to them in an auditor's report and for no other purpose To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed
Respective responsibilities of directors and auditor As explained more fully in the Statement of Directors' Responsibilities, the directors are responsible for
responsibility is to audit and express an opinion on the financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland) Those standards require us to comply with the Auditing Practices Board's Ethical Standards for Auditors
Scope of the audit of the financial statements An audit involves obtaining evidence about the amounts and disclosures in the financial statements
whether caused by fraud or error This includes an assessment of whether the accounting policies are appropriate to the company's circumstances and have been consistently applied and adequately disclosed, the reasonableness of significant accounting estimates made by the directors, and the overall presentation of the financial statements In addition, we read all the financial and non-financial information in the annual report to identify material inconsistencies with the audited financial statements If we become aware of any apparent material misstatements or inconsistencies we consider the implications for our report
Opinion on financial statements In our opinion the financial statements ?give a true and fair view of the state of the company's affairs as at 31 March 2011 and of its profit for
?have been properly prepared in accordance with United Kingdom Generally Accepted Accounting
?have been prepared in accordance with the requirements of the Companies Act 2006
Opinion on other matter prescribed by the Companies Act 2006 In our opinion the information given in the Directors' Report for the financial year for which the financial

6.0
Independent auditor's report (continued) to the members of United Utilities Capital Delivery Holdings Limited

Matters on which we are required to report by exception We have nothing to report in respect of the following matters where the Companies Act 2006 requires us
?adequate accounting records have not been kept, or returns adequate for our audit have not been
?the financial statements are not in agreement with the accounting records and returns, or ?certain disclosures of directors' remuneration specified by law are not made, or ?we have not received all the information and explanations we require for our audit, or ?the directors were not entitled to take advantage of the small companies exemption in preparing the

Ufnuadt?D----_
Jane Boardman (Senior Statutory Auditor) for and on behalf of Deloitte LLP Chartered Accountants and Statutory Auditor Manchester, UK akivi_November 2011

7.0 United Utilities Capital Delivery Holdings Limited

Directors Report 4

Directors' report

The directors present their report and the audited financial statements for the year ended 31 March 2010
The company recorded a result for the year of inil (2009 ?1,113,120 loss) The directors do not

Principal activities and review of' business The principal activity of the company is to act as a holding company The directors consider the financial position of the company to be satisfactory
The company's fixed asset investments have been sold following the year end with a profit on disposal,
considering the future of the company and are continuing to assess potential future investment opportunities
Post balance sheet events In June 2010, the group (meaning United Utilities Group PLC and its subsidiary undertakings) announced
company's subsidiary United Utilities Capital Delivery Limited, and subsidiaries thereof, to Veolia Water UK PLC The total consideration payable by Veolia Water UK PLC to the United Utilities group is ?.108 million The transaction has completed in November 2010 and the company has recorded a profit on disposal
Going concern The directors' considerations in preparing these financial statements on a going concern basis are set out

Directors The directors who held office during the year and to date are given below C Cornish (resigned 30 September 20 10) A Cowan Ii McAulay (resigned 5 August 2010) A Prescott (appointed 20 October 2010) During the year, directors' and officers' liability insurance was in force
Disclosure of information to the auditors Each of the persons who is a director at the date of approval of this report confirms that
?so far as the director is aware, there is no relevant audit information of which the company's
?the directors have taken all the steps that he ought to have taken as a director to make himself
are aware of that information
This confirmation is given and should be interpreted in accordance with the provisions of section 418 of

United Utilities Capital Delivery Holdings Limited

Directors' report (continued)

Auditors Deloitte LLP have indicated their willingness to be reappointed for another term and appropriate
Annual General Meeting
By order of the board

A Cowan Director p November 2010

4.0
United Utilities Capital Delivery Holdings Limited

Statement of directors' responsibilities in respect of the

The directors are responsible for preparing their report and the financial statements in accordance with

Company law requires the directors to prepare financial statements for each financial year Under that law
Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law) Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period In preparing these financial statements, the directors are required to
?select suitable accounting policies and then apply them consistently,
?make judgments and accounting estimates that are reasonable and prudent,
?state whether applicable UK Accounting Standards have been followed, subject to any material

?prepare the financial statements on the going concern basis unless it is inappropriate to presume

The directors are responsible for keeping adequate accounting records that are sufficient to show and
position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006 They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities

5.0
Independent auditors' report to the members of United Utilities Capital Delivery Holdings Limited We have audited the financial statements of United Utilities Capital Delivery Holdings Limited for the year ended 31 March 2010 which comprise the profit and loss account, the statement of total recognised gains and losses, the balance sheet and the related notes 1 to 12 The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice) This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006 Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditors' report and for no other purpose To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opmions we have formed Respective responsibilities of directors and auditors As explained more fully in the statement of directors' responsibilities, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view Our responsibility is to audit the financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland) Those standards require us to comply with the Auditing Practices Board's (APB's) Ethical Standards for Auditors Scope of the audit of the financial statements An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable assurance that the financial statements are free from matenal misstatement, whether caused by fraud or error This includes an assessment of whether the accounting policies are appropnate to the company's circumstances and have been consistently applied and adequately disclosed, the reasonableness of significant accounting estimates made by the directors, and the overall presentation of the financial statements Opinion on financial statements In our ommon the financial statements ?give a true and fair view of the state of the company's affairs as at 31 March 2010 and of its
?have been properly prepared in accordance with United Kingdom Generally Accepted
?have been prepared in accordance with the requirements of the Companies Act 2006 Opinion on other matter prescribed by the Companies Act 2006 In our opinion the information given in the directors' report for the financial year for which the financial statements are prepared IS consistent with the financial statements Matters on which we are required to report by exception We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion ?adequate accounting records have not been kept, or returns adequate for our audit have not been
?the financial statements are not in agreement with the accounting records and returns, or ?certain disclosures of directors' remuneration specified by law are not made, or ?we have not received all the information and explanations we require for our audit

Jane Boardman (Senior Statutory Auditor) for and on behalf of Deloitte LLP Chartered Accountants and Statutory Auditors Manchester 2010-11-30 00:00:00

6.0 United Utilities Capital Delivery Holdings Limited

Directors Report 5

Directors' report

The directors present their report and the audited financial statements for the year ended 31 March 2009.
incorporation to 31 March 2008.
Results and dividends The company recorded a loss for the year of ?1,113,120 (2008: ?548,512 loss for the period). The

Principal activities and review of business The principal activity of the company is to act as a holding company. The directors of the company

No significant future developments are anticipated.
The future performance of the company is contingent upon the performance of its subsidiaries. The
those companies, which do not form part of this report.
Directors The directors who held office during the year and to date are given below: CJ Brook (resigned 9 April 2008) C Cornish A Cowan 1J McAulay
During the year, directors' and officers' liability insurance was in force.
Disclosure of information to the auditors Each of the persons who is a director at the date of approval of this report confirms that:
1.so far as he or she is aware, there is no relevant audit information of which the company's

2.he or she has taken all the steps that he/she ought to have taken as a director in order to make
auditors are aware of that information.
This confirmation is given, and should be interpreted, in accordance with the provisions of s234ZA of the

Auditors A resolution to reappoint Deloitte LLP as auditors will be put to the members at the Annual General

By order of the board

AJ Tayl For and on behalf of UU Secretariat Limited Company Secretary Date: 7 September 2009

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United Utilities Capital Delivery Holdings Limited

Statement of directors' responsibilities in respect of the

The directors are responsible for preparing the Annual Report and the financial statements in accordance
Company law requires the directors to prepare financial statements for each financial year. Under that law
Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). The financial statements are required by law to give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
?select suitable accounting policies and then apply them consistently;
?make judgments and estimates that are reasonable and prudent;
?state whether applicable UK Accounting Standards have been followed, subject to any material

?prepare the financial statements on the going concern basis unless it is inappropriate to presume that

The directors are responsible for keeping proper accounting records that disclose with reasonable accuracy
statements comply with the Companies Act 1985. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

4.0
United Utilities Capital Delivery Holdings Limited

Independent auditors' report to the members of United Utilities Capital Delivery Holdings Limited

We have audited the company's financial statements for the year ended 31 March 2009 which comprise
notes 1 to 10. These financial statements have been prepared under the accounting policies set out therein.
This report is made solely to the company's members, as a body, in accordance with section 235 of the
members those matters we are required to state to them in an auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Respective responsibilities of directors and auditors
The directors' responsibilities for preparing the annual report and the financial statements in accordance
Accounting Practice) are set out in the statement of directors' responsibilities.
Our responsibility is to audit the financial statements in accordance with relevant legal and regulatory

We report to you our opinion as to whether the financial statements give a true and fair view and are
opinion the information given in the directors' report is consistent with the financial statements.
In addition we report to you if, in our opinion, the company has not kept proper accounting records, if we
by law regarding directors' remuneration and other transactions is not disclosed.
We read the directors' report and consider the implications for our report if we become aware of any

Basis of audit opinion
We conducted our audit in accordance with International Standards on Auditing (UK and Ireland) issued
the amounts and disclosures in the financial statements. It also includes an assessment of the significant estimates and judgments made by the directors in the preparation of the 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
financial statements 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 financial statements.

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United Utilities Capital Delivery Holdings Limited

Independent auditors' report (continued) to the members of United Utilities Capital Delivery Holdings Limited

Opinion
In our opinion: ?the financial statements give a true and fair view, in accordance with United Kingdom
March 2009 and of its loss for the year then ended; ?the financial statements have been properly prepared in accordance with the Companies Act
?the information given in the directors' report is consistent with the financial statements.

Aeloitte U-e
Deloitte LLP Chartered Accountants and Registered Auditors Manchester, United Kingdom Date: 0910912009

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United Utilities Capital Delivery Holdings Limited

Directors Report 6

Directors' report

The directors present their first report and the audited financial statements for the period from

The directors' report has been prepared in accordance with the special provisions relating to small

Incorporation The company was incorporated in Great Britain and registered in England and Wales on 10 August 2007
Capital Delivery Holdings Limited and the number 6340356.
Results and dividends The company recorded a loss for the period of ?548,512. No dividend can be paid.
The principal activity of the company is to act as a holding company. The directors of the company

Directors The directors who held office during the period and to date are given below: CJ Brook (appointed 29 August 2007; resigned 9 April 2008) C Cornish (appointed 29 August 2007) A Cowan (appointed 29 August 2007) Ii McAulay (appointed 29 August 2007) lnhoco Formations Limited (appointed 10 August 2007; resigned 29 August 2007)
Secretaries The secretaries that held office during the period and thereafter were as follows: AG Secretarial Limited (appointed 10 August 2007; resigned 29 August 2007) UU Secretariat Limited (appointed 29 August 2007)
Disclosure of information to the auditors Each of the persons who is a director at the date of approval of this report confirms that:
1.so far as he or she is aware, there is no relevant audit information of which the company's

2.he or she has taken all the steps that he/she ought to have taken as a director in order to make
auditors are aware of that information.
This confirmation is given, and should be interpreted, in accordance with the provisions of s234A of the

United Utilities Capital Delivery Holdings Limited

Directors' report

Auditors Deloitte & Touche LLP were appointed during the period as the company's initial auditors. On I
Deloitte LLP as auditors will be put to the members at the Annual General Meeting.
By order of the board

JL Gilmore On behalf of UU Secretariat Limited Date: 13 May 2009

4.0
United Utilities Capital Delivery Holdings Limited

Statement of directors' responsibilities in respect of the

The directors are responsible for preparing the report and the financial statements in accordance with

Company law requires the directors to prepare financial statements for each financial year. Under that law
Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). The financial statements are required by law to give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
?select suitable accounting policies and then apply them consistently;
?make judgments and estimates that are reasonable and prudent;
? state whether applicable UK Accounting Standards have been followed, subject to any material

? prepare the financial statements on the going concern basis unless it is inappropriate to presume that

The directors are responsible for keeping proper accounting records that disclose with reasonable accuracy
statements comply with the Companies Act 1985. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

5.0
United Utilities Capital Delivery Holdings Limited

Independent auditors' report to the members of United Utilities Capital Delivery Holdings Limited

We have audited the company's financial statements for the period ended 31 March 2008 which comprise
related notes 1 to 10. These financial statements have been prepared under the accounting policies set out therein.
This report is made solely to the company's members, as a body, in accordance with section 235 of the
members those matters we are required to state to them in an auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Respective responsibilities of directors and auditors
The directors' responsibilities for preparing the annual report and the financial statements in accordance
Accounting Practice) are set out in the statement of directors' responsibilities.
Our responsibility is to audit the financial statements in accordance with relevant legal and regulatory

We report to you our opinion as to whether the financial statements give a true and fair view and are
opinion the information given in the directors' report is consistent with the financial statements.
In addition we report to you if, in our opinion, the company has not kept proper accounting records, if we
by law regarding directors' remuneration and other transactions is not disclosed
We read the directors' report and consider the implications for our report if we become aware of any

Basis of audit opinion
We conducted our audit in accordance with International Standards on Auditing (UK and Ireland) issued
the amounts and disclosures in the financial statements. It also includes an assessment of the significant estimates and judgments made by the directors in the preparation of the 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
financial statements 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 financial statements.

6.0
United Utilities Capital Delivery Holdings Limited

Independent auditors' report (continued) to the members of United Utilities Capital Delivery Holdings Limited

Opinion
In our opinion: ?the financial statements give a true and fair view, in accordance with United Kingdom
March 2008 and of its loss for the period from incorporation on 10 August 2007 to 31 March 2008; ?the financial statements have been properly prepared in accordance with the Companies Act
?the information given in the directors' report is consistent with the financial statements.

Igeate
Deloitte LLP Chartered Accountants and Registered Auditors Manchester, United Kingdom Date: 9-May 2009

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United Utilities Capital Delivery Holdings Limited