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Report of Independent Registered Public Accounting Firm

1802-2605130 Report of Independent Registered Public Accounting firm The Board of Directors liberty mutual Holding Company Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of liberty mutual Holding Company Inc. (the Company) as of December 31, 2017 and 2016, the related consolidated statements of income, comprehensive income (loss), changes in total equity and cash flows for each of the three years in the period ended December 31, 2017, and the related notes (collectively referred to as the consolidated financial statements ).

1802-2605130 . Report of Independent Registered Public Accounting Firm . The Board of Directors . Liberty Mutual Holding Company Inc. Opinion on Internal Control over Financial Reporting

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Transcription of Report of Independent Registered Public Accounting Firm

1 1802-2605130 Report of Independent Registered Public Accounting firm The Board of Directors liberty mutual Holding Company Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of liberty mutual Holding Company Inc. (the Company) as of December 31, 2017 and 2016, the related consolidated statements of income, comprehensive income (loss), changes in total equity and cash flows for each of the three years in the period ended December 31, 2017, and the related notes (collectively referred to as the consolidated financial statements ).

2 In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2017 and 2016, and the consolidated results of its operations and its cash flows for each of the three years in the period ended December 31, 2017, in conformity with generally accepted Accounting principles. We also have audited, in accordance with the auditing standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company s internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our Report dated February 26, 2018 expressed an unqualified opinion thereon.

3 Basis for Opinion These consolidated financial statements are the responsibility of the Company s management. Our responsibility is to express an opinion on the Company s consolidated financial statements based on our audits. We are a Public Accounting firm Registered with the PCAOB and are required to be Independent with respect to the Company in accordance with the federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission. We conducted our audits in accordance with the auditing standards of PCAOB and in accordance with auditing standards generally accepted in the United States of America.

4 Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

5 Our audits also included evaluating the Accounting A member firm of Ernst & Young Global Limited Ernst & Young LLP 200 Clarendon Street Boston, MA 02116 Te l : + 1 617 266 2000 Fax: +1 617 266 5843 1802-2605130 principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. We have served as the Company s auditor since 1996. February 26, 2018 A member firm of Ernst & Young Global Limited 1802-2605130 Report of Independent Registered Public Accounting firm The Board of Directors liberty mutual Holding Company Inc.

6 Opinion on Internal Control over Financial Reporting We have audited liberty mutual Holding Company Inc. s internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 Framework) (the COSO criteria). In our opinion, liberty mutual Holding Company Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017, based on COSO criteria.

7 As indicated in the accompanying Management s Report on the Effectiveness of Internal Control Over Financial Reporting, management s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of Ironshore Inc., which is included in the 2017 consolidated financial statements of the Company and constituted and of total assets and equity, respectively, as of December 31, 2017 and of revenues for the year then ended. Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of Ironshore Inc.

8 We also have audited, in accordance with the auditing standards of the Public Company Accounting Oversight Board (United States) and in accordance with auditing standards generally accepted in the United States of America, the consolidated balance sheets of liberty mutual Holding Company Inc. as of December 31, 2017 and 2016, the related consolidated statements of income, comprehensive income, changes in total equity, and cash flows for each of the three years in the period ended December 31, 2017, and the related notes and our Report dated February 26, 2018 expressed an unqualified opinion thereon.

9 Basis for Opinion The Company s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management s Report on the Effectiveness of Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the company s internal control over financial reporting based on our audit. We are a Public Accounting firm Registered with the PCAOB and are required to be Independent with respect to the Company in Ernst & Young LLP 200 Clarendon Street Boston, MA 02116 Te l : + 1 617 266 2000 Fax: +1 617 266 5843 A member firm of Ernst & Young Global Limited 1802-2605130 accordance with the federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission.

10 We conducted our audit in accordance with the auditing standards of the PCAOB and in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances.


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