Audit Certificate

To Vonovia SE, Bochum

We have reviewed the condensed interim consolidated financial statements – comprising the consolidated income statement, consolidated statement of comprehensive income, consolidated balance sheet, consolidated statement of cash flows, consolidated statement of changes in equity and selected explanatory notes to the consolidated financial statements – and the interim Group management report of Vonovia SE, Bochum, for the period from January 1 to June 30, 2020, which form part of the half-year report pursuant to Section 115 WpHG. The legal representatives of the company are responsible for the preparation of the condensed interim consolidated financial statements pursuant to the IFRS for interim financial reporting, as applicable in the EU, and for the preparation of the interim Group management report in accordance with the WpHG provisions applicable in respect of consolidated interim management reports. It is our responsibility to issue a certificate for the condensed interim consolidated financial statements and the interim Group management report on the basis of our review.

We have reviewed the condensed interim consolidated financial statements and the interim Group management report in compliance with the German Generally Accepted Standards for Financial Statement Audits promulgated by the institute of public auditors (IDW) and supplementary compliance with the International Standard of Review Engagements “Review of Interim Financial Information Performed by the Independent Auditor of the Entity” (ISRE 2410). Pursuant to the above standards, the review must be planned and conducted in such a way that, following critical assessment, we are able to rule out with a certain degree of certainty that the condensed interim consolidated financial statements have been prepared in a way that is non-compliant with the IFRS for interim financial reporting, as applicable in the EU, in material respects and that the interim Group management report has been prepared in a way that is non-compliant with the WpHG provisions applicable to consolidated interim management reports in material respects. First and foremost, a review is restricted to interviews with employees of the company and analytical evaluations, and therefore does not offer the level of certainty achievable through an audit. As, pursuant to the terms of our assignment, we did not conduct an audit, we are unable to issue an audit opinion.

On the basis of our review, we did not become aware of any circumstances that gave us reason to believe that the condensed interim consolidated financial statements have been prepared in a way that is non-compliant with the IFRS for interim financial reporting, as applicable in the EU, in material respects or that the interim Group management report has been prepared in a way that is non-compliant with the WpHG provisions applicable to consolidated interim management reports in material respects.

Düsseldorf, August 3, 2020

KPMG AG

Wirtschaftsprüfungsgesellschaft

[Original German version signed by:]
Ufer
Wirtschaftsprüfer
[German Public Auditor]

[Original German version signed by:]
Bornhofen
Wirtschaftsprüfer
[German Public Auditor]