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FirstRand - Audited results for the year ended 30 June 2006

Release Date: 19/09/2006 08:30
Code(s): FSR
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FirstRand - Audited results for the year ended 30 June 2006 Firstrand Limited (Incorporated in the Republic of South Africa) (Registration number: 1966/010753/06) ISIN: ZAE000066304 Share Code (JSE): FSR Share Code (NSX): FST ("FirstRand" or "the company" or "the Group") AUDITED RESULTS FOR THE YEAR ENDED 30 JUNE 2006 HIGHLIGHTS - Headline earnings +21% - Diluted headline earnings per share +20% - Normalised earnings (unaudited) +21% - Diluted normalised earnings per share (unaudited) +19% - Ordinary dividend per share +20% - Total assets under management or administration +24% INTEGRATED FINANCIAL SERVICES INTRODUCTION This report covers the financial results of FirstRand Limited (`FirstRand" or `the Group"), its wholly-owned subsidiaries FirstRand Bank Holdings Limited (`the Banking Group"), Momentum Group Limited (`Momentum Group") and its 57.1% (2005: 62.3%) subsidiary Discovery Holdings Limited (`Discovery"). The Group is segmented into the Banking Group, Momentum Group and Discovery Group. Comprehensive reports relating to the wholly-owned segments are included in this report and should be read in conjunction with this report. Given the accounting anomalies that impact headline earnings, this report discloses normalised earnings, which the Group believes reflect operational performance. BASIS OF PRESENTATION The information presented has been prepared in accordance with International Financial Reporting Standards (`IFRS") applicable at 30 June 2006. A full transitional report on the adoption of IFRS was prepared and has been circulated to shareholders in a separate booklet as part of the interim financial results at 31 December 2005. FINANCIAL PERFORMANCE FirstRand produced excellent results, growing normalised earnings by 21%. Headline earnings grew 21% and were impacted by the exclusion of the profit on disposal of equity accounted private equity associates, the agreement by Momentum with the National Treasury, the Discovery BEE transaction and consolidation of treasury shares. FirstRand believes that normalised earnings reflect the operational performance of the Group. The table below shows the reconciliation between normalised earnings and headline earnings. Year ended 30 June R million 2006 2005 % change Headline earnings (audited) 8 115 6 723 21 Adjustments 703 553 Private equity realisations 219 406 Agreement with National Treasury 30 - Discovery BEE transaction 102 - Treasury shares 352 147 Normalised earnings (unaudited) 8 818 7 276 21 These results were achieved in a positive economic environment which provided strong organic growth opportunities for the Group"s banking and insurance businesses. The Banking Group, which produced normalised earnings growth of 20% to R7 268 million, benefited from an outstanding performance from Rand Merchant Bank (`RMB") and strong performances from First National Bank (`FNB") and WesBank. Sustained low interest rates continued to result in strong advances growth for FNB and WesBank although margin pressure increased. The strong equity markets and a healthy pipeline of BEE transactions underpinned the excellent performance of a number of RMB"s businesses. Momentum Group delivered strong results in what remained a challenging operating environment, growing normalised earnings 23% to R1 564 million. The combination of buoyant equity markets and the continued success of Momentum"s distribution model resulted in a significant increase in lump sum investment inflows. Sales of recurring premium risk policies also continued to show strong growth, although sales of recurring premium investment products were negatively impacted by a reduction in retirement annuity sales. Discovery delivered an excellent performance growing normalised earnings by 34% to R424 million. This performance reflects Discovery"s successful organic growth strategy. Group earnings, headline earnings and normalised earnings per share Year ended
30 June cents 2006 2005 % change Earnings per share (audited) - Basic 171.6 137.3 25 - Diluted 166.0 134.5 23 Headline earnings per share (audited) - Basic 157.8 129.3 22 - Diluted 152.6 126.7 20 Normalised earnings per share (unaudited) - Basic 156.9 132.4 19 - Diluted 156.7 131.4 19 The relative contributions to normalised earnings by the various operating businesses were: Year ended 30 June
% 2006 2005 Banking Group 78 79 Momentum Group 17 17 Discovery 5 4 100 100 ECONOMIC OVERVIEW Economic conditions remained very positive during the year with stable inflation and interest rates resulting in continued strong growth in consumer expenditure, income and output. Corporate profitability and private sector fixed investment also showed strong growth, which supported job creation. Consumer confidence remained high and this, combined with low interest rates, resulted in substantial increases in consumer borrowings. Demand for asset- backed credit was particularly strong. Further income tax relief and the increase in government grants boosted the income of many of the lower income groups and this also positively impacted on consumer spending. Business confidence remained at record high levels and although corporate balance sheets continue to be strong, corporate credit demand increased as companies took advantage of favourable financing conditions to fund capital expenditure projects. Short-term interest rates remained stable during the year under review. This resulted in further asset price growth and very buoyant equity markets, with the FTSE-JSE Top 40 Index increasing by 52% during the financial year, although property prices lost some of the momentum of previous years. The Life Offices" Association (`LOA") statistics on new business growth in the life insurance industry indicate that new recurring premium and single premium business increased by 10% and 13% respectively in the year to December 2005. Sales of new recurring retirement annuity (`RA") products declined 15% over the same period. Discretionary retail investment product providers, comprising mainly Collective Investment Schemes (`CIS"s") and Linked Investment Service Providers (`LISP"s"), continue to benefit from increased lump sum inflows. The Association of Collective Investments (`ACI") reported that total unit trust net inflows of R50 billion were recorded for the year 30 June 2006. STRATEGIC ISSUES Agreement with National Treasury The total impact on Momentum and Sage of the agreement with National Treasury regarding minimum standards on early termination values, that was reached on 12 December 2005, amounts to R196 million after tax. The impact on Momentum is R108 million, with the balance representing Sage. The balance of R88 million is a charge against pre-acquisition earnings of Sage. As a provision of R78 million after tax already existed at 30 June 2005, the full balance of the Momentum charge of R30 million after tax has been taken against current year earnings. Momentum is well advanced in adapting its systems ahead of the 1 October 2006 implementation date of the agreement. National Credit Act The National Credit Act (`NCA") was enacted during May 2006 with the provisions relating to fees and pricing effective 1 June 2007. The impact to revenue has not been fully determined, given that the regulations governing the detail of the Act are yet to be finalised. The Group estimates that the total implementation costs of the NCA will range between R140 million and R270 million. FNB believes that the NCA will provide significant opportunities for the established players to enter new markets. Competition Commission enquiry One of the key challenges facing the industry is the Competition Commission enquiry. On 4 August 2006, the Competition Commission announced an enquiry which will focus on the following: - the level and structure of charges made by banks, as well as other providers of payment services; - the feasibility of improving access by non-banks and would-be banks to the national payment system infrastructure so that they can compete more effectively; and - any other aspects relating to the payment system which could be seen as anti-competitive. Capital management The Group"s capital management strategy aims to enhance shareholder value. This is achieved through the proactive management of the level, investment and allocation of capital. During the year, the following actions were taken: In November 2005, the Group raised R1.5 billion through the issue of non- cumulative non-redeemable preference shares to further enhance the level and structure of its capital base. R500 million was deployed to Momentum for its acquisition strategy and R1 billion was utilised to refinance the vendor component of the BEE transaction, which was previously funded by the Banking Group. This eliminated the capital impairment in the Banking Group. During the year, Momentum issued a further R1 billion subordinated debt to further improve efficiency of its capital structure. In October 2005, the Banking Group issued R1 billion subordinated bonds. In June 2006, there was a further issue of R3 billion. The Group considered the market conditions to be favourable and therefore took maximum opportunity to raise debt capital and this resulted in an excess of debt capital of R1.5 billion. The strategy is to utilise this excess for future funding and capital requirements. Momentum has an excess of 0.9 times over its target range of between 1.8 and 2.2 times Capital Adequacy Requirement (`CAR") cover. As a result, a special dividend of R500 million was declared to FirstRand on 30 June 2006 which the Group utilised to reduce debt at the centre. The Group"s strategy is to utilise Momentum"s remaining excess capital for further organic growth requirements. FirstRand Bank securitised R2 billion of vehicle finance loans originated by WesBank during the year. The Group has obtained approval from the SARB to securitise up to R15 billion of asset-backed securities, primarily home loans and vehicle finance loans originated by FNB HomeLoans and WesBank respectively. Securitisation enhances a bank"s liquidity position, diversifies its sources of funding across the maturity spectrum and optimises the composition of its balance sheet. It improves the liquidity risk position of the bank through matched funding as the cash flow profile of the securitisation bonds generally match the cash flow profile of the assets securitised. OVERVIEW OF RESULTS Banking Group The Banking Group produced excellent results for the year, benefiting from strong performances from RMB, FNB and WesBank. RMB had a particularly outstanding year, growing profit before tax by 38%, with much of the growth driven by the excellent performance of its equity related businesses. The strong performances by FNB and WesBank were driven in part by good economic conditions which provided significant consumer credit demand, particularly for asset-backed finance, together with increased customer numbers and transaction volumes. In addition, the implementation of a number of innovative growth strategies across all the businesses created additional organic growth. The combined impact of increased volumes and the bank"s hedging strategies, compensated for pressure on margins experienced by FNB and WesBank. Margin pressure on certain assets, particularly home loans and vehicle finance, intensified during the financial year, primarily due to competitive pricing pressure. The increased use of wholesale funding sources, as a result of low retail savings in South Africa, further exacerbated the margin squeeze on liabilities. Net interest income and interest margins benefited from the improved mix in the lending book as a result of an increase in retail lending and a decrease in large corporate advances. Non-interest income continued to grow very strongly, increasing 33%, reflecting significant increases in customer numbers and transaction volumes at FNB and high growth in new business and cross-selling of insurance products at WesBank. The significant growth in investment income (>100%) and income from associates and joint ventures (up 28%) again reflects the outstanding performance from RMB"s private equity business. Operating expenses increased 15%, reflecting high new business acquisition costs and infrastructure investment. Despite these investments, based on normalised earnings, the cost to income ratio reduced from 56% in 2005 to 53% in 2006. First National Bank FNB produced excellent results for the year, with profit before tax increasing 22% to R5.06 billion. Its segment strategy continues to be successful as it facilitates product innovation and differentiation. Interest income grew 19%, attributable to the strong balance sheet growth during the last quarter of the 2005 financial year and the whole of the period under review. Non-interest income grew 21%, as a result of increased customer numbers and transaction volumes, particularly in the Mass, Card, Consumer and Commercial segments. Bad debts increased to 0.5% of advances (up from 0.3% in the previous year), however this normalisation of bad debts was anticipated given the abnormally low levels of arrears in the past few years. Pricing strategies have taken these new levels into account. Operating expenses increased 16%, although much of this growth reflected variable costs such as new business expenses and investments in the network and processes. Base costs only increased 9%. Advances grew 31% with HomeLoans and Card Issuing being the major contributors. Although FNB grew advances to the medium corporates, large corporate lending continued to decline, reflecting the bank"s stated strategy to focus on transactional banking in this segment. Deposits grew 20% with particularly good growth from corporates. FNB continued with its strategy to attract retail deposits and the Million a Month account increased its customer base to 400 000 accounts, contributing positively to the overall retail deposit growth. In the Consumer segment, HomeLoans and Card Issuing contributed significantly to advances growth, which was up 39% to R93 billion. HomeLoans maintained its strong growth trend, growing advances 40% to R81 billion as a result of a 58% increase in new business written, and maintaining its new business market share at just over 20%. The One Account also grew strongly and increased its loan book to R4.9 billion from R1.3 billion in the previous year. Card Issuing increased profit before tax 42% and grew advances 36% to R9 billion. This excellent performance resulted from both increased customer numbers and customer spending, with card turnover up 33%. In the Wealth segment, RMB Private Bank performed particularly well, increasing pre tax profit 76%. Assets under management continued to grow, increasing 57% to R18 billion, mainly due to growth in the equity market, investment selection and net new business inflows. Advances grew 29% to R16 billion and deposits showed very strong growth of 32%. The Commercial segment, which services the medium corporates, had an excellent year, growing pre tax profit 23%. Good deposit growth reflected strong consumer demand and retail sales and the advances growth of 25% was driven mainly by FNB Leveraged Finance and Commercial Property Finance, both of which are growing rapidly off a relatively low base. Strong transactional volumes resulted in non- interest income growing 19%. The Mass segment performed particularly well in the current year. Non-interest income grew 26% driven by 18% growth in transacting accounts and 19% growth in ATM transactions. FNB has been pursuing a lending strategy in this segment and achieved 82% growth in advances mainly driven by the Smart Spend, Smart HousingPlan and Smart Bond products. Cell phone banking continued to be very successful, with a total of 215 000 customers, and generating profits on a monthly basis. Rand Merchant Bank RMB delivered an exceptional performance in 2006 producing year-on-year pre tax profit growth of 38%. This performance was mainly due to the equity businesses, which benefited from the buoyant equity markets and low interest rate environment. The healthy economic environment and continued BEE activity were also positive for originated debt and advisory mandates. The proprietary trading and arbitrage businesses experienced mixed success in challenging market conditions, although increased volatility towards the end of the year benefited the forex and debt trading books. RMB"s strategy to focus on managing client relationships has been extremely successful and provided good growth opportunities during the year. The Private Equity business delivered an outstanding performance. The strong equity market provided good opportunities for the realisation of a number of investments and significant growth in equity accounted earnings. The unrealised profit in the remainder of the portfolio also increased and BEE continued to provide good opportunities to invest in new assets at reasonable prices. Equity Trading recorded another strong performance in 2006, posting year on year growth of 68%. Corporate Finance delivered exceptional results for 2006 with a number of significant M&A deals, including the Venfin and Kumba transactions. For the second year running RMB was the top corporate finance house according to both the Dealmakers and PricewaterhouseCoopers (`PwC") league tables. Structured Finance delivered exceptional growth on the prior year"s performance, taking advantage of opportunities in the property, acquisition and leverage finance markets. Despite tightening credit spreads, strong deal flow and innovative structuring solutions delivered particularly strong fee income performance. Collaboration with Corporate Finance in the preference share market also produced excellent results. The Project, Trade and Commodity Finance business benefited from the strong pipeline of project finance opportunities locally and in Africa, despite the slower than expected roll out of Private Public Partnership (`PPP") deals in 2006. Project Finance is well positioned to take advantage of the considerable opportunities that PPPs present. SPJ International delivered a good performance. It exited from the US high yield market and reduced its exposure to emerging markets as credit spreads tightened. This limited the financial effect of the correction in the emerging market spreads in the last quarter. The Offshore Resources division comprises the energy trading business of Nufcor and the private equity business of RMB Resources. Both divisions delivered exceptional performances, doubling contributions compared to the prior year. Nufcor took advantage of the significant increase in the price of uranium to generate very strong trading profits. RMB Resources benefited from a number of realisations and a strong increase in equity accounted earnings from primarily resource based associate investments. WesBank WesBank had a very good year with pre tax profits increasing by 25%, extending a period of strong profitability, with annual compound growth over the last three years of 36.5%. Advances increased R15.1 billion (23.9%), excluding the impact of securitisations, driven by increased market share and high new business volumes. Total new business written was R50.8 billion, an increase of 28.4%, and included R700 million written in the Motor One Finance business in Australia. The Motor, Corporate, Fleet and Personal Loans divisions increased new business 22.2%, 46.8%, 19.7% and 48.5% respectively. The Motor Division comprises 70% of total new business and its growth reflects the continued buoyancy in the motor industry. Increasing capital investment demands combined with increasing collaboration with FNB, resulted in high growth in the Corporate Division. Personal Loan growth reflected the higher debt appetite in the middle-income market. Bad debts were 0.8% of gross advances and non-performing loans 1.2% of gross advances. These figures are up from 0.5% and 0.9% respectively in the prior year and reflect a combination of increased consumer indebtedness, as well as the reduction in realisation values on vehicles as security. They remain, however, within WesBank"s long-term target range. Interest margins declined from 3.61% to 3.46% due to further compression of short-term funding rates, as well as competitive pressures on customer rates. Non-interest revenue increased 26.2% and was largely driven by high new business volumes and the increased penetration of insurance products. WesBank Auto, the fleet card offering, showed further growth in customers and corresponding revenue streams. Costs increased 18.4%, against new business growth of 28.4%, with both the cost to income and cost to asset ratios improving, from 46.8% to 43.0% and from 2.39% to 2.28% respectively. The cost increases resulted from investment in capacity to deal with the high volumes currently experienced and expected into the future. The platform has now been built and this level of annual cost increases is not forecast to continue into the new financial year. FNB Africa subsidiaries Despite operating in challenging economies, particularly in Namibia and Swaziland, the income after tax of FNB"s African subsidiaries grew 18.3% for the financial year. FNB Botswana FNB Botswana continued to perform well with income after tax increasing 22.7% to P238.4 million (8.2% in Rand terms due to the Pula depreciation). Non-interest income grew 22.4% mainly due to increased product offerings and transactional volumes, as well as growth in forex income. Although advances grew only 9.7%, the property portfolio performed exceptionally well growing by 42%. Despite inflation running at 12%, operating expenses were well contained to a 10% increase and this, together with the solid non-interest revenue increase, resulted in the cost to income ratio reducing further from 38% to an excellent 35%. FNB Namibia FNB Namibia offers a wide range of banking services and insurance products and services from FNB, WesBank and RMB Asset Management and despite the moderate growth in the economy, grew income after tax 21.3% to N$262 million. Non- interest income increased 19.2% due to the focus on sales and effective cross- selling across all businesses, substantially increasing the number of accounts and transactional volumes. Operating expenses were well controlled, increasing by 10.4%, and the cost to income ratio reduced to 47%. Total assets grew 15.8% to N$9.5 billion and advances grew 17.3% to N$8 billion, predominantly driven by HomeLoans and WesBank. FNB Swaziland There has been a significant turnaround in the Swaziland business compared to 2005 despite a stagnant economic environment. Income after tax grew 106.6% to E31 million with non-interest income increasing 33% and operating expenses increasing by only 7.1%. The cost to income ratio reduced to 59% after exceeding 80% in the previous year. Total assets grew 20% to over E1 billion, advances grew 11% and deposits 22.9%. FNB Lesotho Despite the difficult operating environment, FNB Lesotho performed well above expectations and achieved a maiden monthly profit in December 2005, thirteen months after start-up. The main drivers of this performance were the growth in the liability base as well as transactional revenues allied to the growing account base. Credit growth was in line with expectations, although off a low base. This growth is attributed primarily to the WesBank operation. OUTsurance OUTsurance continued to grow strongly increasing operating profit 21%. This was largely driven by growth in premium income which resulted principally from growth in client numbers, as premium adjustments were contained in line with inflation. Management and marketing expenses, as a percentage of net premium revenue, increased slightly from 16.2% to 16.4%. The main reasons for the higher costs include an increase in the development of sales channels for Business OUTsurance, as well as increased compliance costs. The claims ratio of 58.3% (including OUTbonus costs) was 0.7 percentage points higher than the previous year. The slight increase was mainly due to weather- related claims. The short-term insurance industry as a whole registered significantly higher claims ratios and the underwriting cycle turned downwards. Against this background, OUTsurance maintained its profit margin, reflecting the competitiveness of its low-cost direct business model and scientific rating approach. Momentum Group The Momentum Group delivered strong results in what remained a challenging environment. Good organic growth was achieved in individual recurring risk and lump sum retail investment flows, however sales of recurring premium investment products were negatively impacted by a reduction in retirement annuity sales. Collaboration with the wider FirstRand Group progressed well. Sales from the two joint ventures with FNB, namely FNB Life in the mass market and Aspire in the middle market, increased significantly, mainly as a result of credit life policies embedded in the bank"s products. Sales of Momentum products through the FNB Financial Consultants distribution channel increased significantly and Momentum"s short-term insurance initiative is generating new business volumes ahead of the business plan. The integration of Sage Group Limited (`Sage") progressed well, with the conversion of 260 000 Sage Life policies to the Momentum IT platform completed within a 100-day timeframe. Normalised group earnings before the once-off impact of the agreement with National Treasury, increased 23% to R1 564 million for the year ended 30 June 2006. Group headline earnings, after the impact of the agreement with National Treasury, increased 21% to R1 534 million. Earnings attributable to ordinary shareholders increased 42% to R1 909 million. Total assets under management or administration increased 31% to R353.7 billion, mainly due to the growth in equity markets and the acquisition of Sage. The headline return on equity (`ROE") amounted to 24.1% before the impact of the agreement with National Treasury, compared with 24.5% in the prior year. This ROE is in excess of Momentum"s internal target of 20.8%, representing the weighted average cost of capital plus 10%. The return on embedded value for the year was 31%. Insurance operations The local insurance operations increased operating profit 22% to R883 million. The strong growth in investment markets impacted positively on the results, although the increased new business levels and the investment in the agency force resulted in new business strain, which dampened new business profit growth. The value of new business, which represents the present value of profits from new business, increased 18% to R434 million, driven mainly by the increased new business volumes. However, the margin on new business declined from 2.6% to 2.2% because of reduced fee charges and a change in the new business mix. The integration of the Sage agency force into the Momentum distribution environment was completed, with the combined agency operation increasing its contribution to new recurring premium product sales during the year. Although the new tied agency force is not yet operating at optimum capacity, it provides a solid platform for future new business growth in an area of the market where Momentum has not traditionally been well represented. Asset management operations The asset management operations increased earnings by 40% to R347 million, with the local asset management operations, represented mainly by RMB Asset Management (`RMBAM"), generating an excellent 37% increase in headline earnings. Strong market growth in the institutional business, offset marginally by a net outflow of funds, resulted in increased asset values and consequently higher fees. Positive retail unit trust net inflows also benefited income levels. The withdrawal of the Aflife assets following Momentum"s disposal of its stake in Aflife to Sanlam, has impacted negatively on off-balance sheet funds under management, whilst Momentum"s acquisition of Sage has benefited Group assets managed on-balance sheet. Discovery Group The year under review has been a particularly successful one for Discovery, with important developments in each of its businesses, strong earnings growth and the declaration of a maiden dividend. Discovery has consistently followed a philosophy of pursuing organic growth, funded from internal resources without recourse to debt. Discovery is now in a position of having built both scale and platforms for future growth and is now strongly cash-generative. The level of the maiden dividend has been set taking into account Discovery"s future capital and growth needs. Discovery Life Discovery Life"s performance exceeded expectations. The core driver of Discovery Life"s performance is the leadership position that it has achieved in the protection market. During the year, Discovery Life entered the retirement funding market with the launch of the Discovery Retirement Optimiser. The company estimates that its market share of new business amounted to approximately 17% of the independent broker recurring premium Retirement Annuity market, in just its first year of entry. Discovery Health Discovery Health"s performance was pleasing. The number of lives covered on the Discovery Health Medical Scheme (`DHMS") and other medical schemes under management increased 9% to 1.94 million from 1.78 million. The size of the DHMS is now 3.8 times greater than that of its nearest competitor. The company continued its growth in the lower income market through its KeyCare product range and formed a proprietary network of 2 055 doctors and 64 hospitals specifically to care for KeyCare members. Service levels reached their highest levels yet, and substantial efficiencies emerged, with staff headcount per thousand lives covered reducing by 13.2% over the year. The combination of organic growth and expense efficiencies drove the increase in operating profit. Destiny Health Destiny Health"s performance was disappointing for the financial year, although its performance for the last six months was in line with expectations set at the interim results stage. Discovery has made the decision that the business model and strategy is not sustainable and must change. Discovery, Destiny Health and the Guardian Life Assurance Company of New York (Destiny Health"s exclusive distribution partner in the US) are in the process of revisiting their partnership arrangement. Vitality and DiscoveryCard Vitality membership increased 7% to 522 516 members (2005: 486 416 members), and the number of primary Discovery Card-holders increased 120% to 307 688 (2005: 139 563). PruHealth The performance of PruHealth, Discovery"s 50% joint venture with the Prudential plc, was particularly pleasing. Members covered increased 696% to 58 912 (2005: 7 400), while new business increased 706% to R282 million (2005: R35 million). Going forward, PruHealth is well positioned for continued growth. It is pursuing a number of key strategies, including the broadening of its distribution channels to the generalist Independent Financial Advisor (`IFAs") and an acceleration of its direct-to-customer (`D2C") execution. FirstRand Limited - central cost Losses after tax in FirstRand Limited company decreased to R127 million as reflected below: Year ended 30 June R million 2006 2005 Dividend income 204 - Operating expenses (49) (31) Taxation (185) (184) Cumulative redeemable preference shares (97) (89) Total (127) (304) The dividend income from the BEE staff share trust relates to the FirstRand BEE transaction whereby the Group made capital contributions to the various BEE trusts to yield an effective return. The dividend income is more than offset by the cost of funding. The yield for the comparative period was included in the Banking Group results. The increase in operating expenses relates to the professional fees paid for the restructuring of the staff component of the BEE transaction. Taxation expenses increased due to higher Secondary Tax on Companies (`STC") paid during the year following the reduction in the dividend cover. The increase in the cumulative redeemable preference shares compared to the prior year is as a result of the funding required for the BEE staff share component. CAPITAL MANAGEMENT The Group actively manages its capital base with the objective of enhancing shareholder value through its capital management framework. Capital is allocated to FirstRand Group business units on an economic risk assumed basis, founded on Basel principles. The Banking Group invests its capital in interest bearing instruments to achieve a desired interest return and risk profile. The lower interest rate environment resulted in reduced returns, however this was partially offset by higher capital levels and benefits derived from hedging strategies. The capital adequacy ratio is at 12.8% (2005:12.5%) which is above the target range of 11.5% to 12.5%. The Banking Group is well positioned to meet the requirements of Basel II, given the proposed implementation date of 1 January 2008. The Capital Adequacy Requirement for Momentum of R1 978 million was covered 3.1 times (2005: 2.2 times), which is an excess of 0.9 times over the targeted range of between 1.8 and 2.2 times. DIVIDEND POLICY Ordinary shareholder dividend The Group aligns its dividend policy with sustainable earnings growth therefore dividend cover is based on normalised earnings. The Group has experienced strong advances growth which is expected to slow marginally and this next cycle of growth may result in a lower demand for capital from business units. The Group will retain its dividend cover of 2,5 times normalised earnings for dividend purposes. The Group believes it is a sustainable dividend cover given the internal earnings generating capacity and the organic growth potential of the businesses. The proposed final dividend amounts to 34.0 cents, which together with the interim dividend of 32.0 cents per share reflects an increase of 20% over total dividend per share for 2005. BASIS OF PRESENTATION AND ACCOUNTING POLICIES FirstRand prepares its audited consolidated financial statements in accordance with IFRS, on a going concern basis using the historical cost basis, except for certain financial assets and liabilities where it adopts the fair value basis of accounting. These financial assets and liabilities include: - financial assets held for trading; - financial assets classified as available-for-sale; - derivative assets and liabilities; - financial assets and liabilities at elected fair value; and - short trading positions. The preparation of audited consolidated financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying FirstRand"s accounting policies. In accordance with the transitional provisions set out in IFRS 1, `First-time Adoption of International Financial Reporting Standards" and other relevant standards, FirstRand has applied IFRS as at 30 June 2006 in its financial reporting with effect from FirstRand"s transition date of 1 July 2004, with the exception of the standards relating to financial instruments and insurance contracts which were applied from 1 July 2005. Therefore the impact of adopting IAS 32, IAS 39 and IFRS 4 are not included in the 2005 comparatives in accordance with IFRS 1. FirstRand previously reported under South African Generally Accepted Accounting Practice. As part of the adoption of IFRS, FirstRand has changed its accounting policy in respect of accounting for Joint Ventures from proportionate consolidation to equity accounting, with effect from 1 July 2004. Details relating to the changes resulting from the adoption of IFRS are set out on FirstRand"s website at www.firstrand.co.za. FINANCIAL IMPACT OF THE BLACK ECONOMIC EMPOWERMENT ("BEE") TRANSACTION Background IFRS 2 - Share-based Payments requires that all share-based payment transactions for goods or services received must be expensed with effect from financial periods commencing on or after 1 January 2005. During the past 18 months there has been ongoing debate on whether BEE equity-linked transactions result in the receipt of "goods" or "services", and therefore should be expensed in terms of IFRS 2. The International Financial Reporting Interpretations Committee issued an interpretation IFRIC 8 - the Scope of IFRS 2 (`IFRIC 8") during January 2006. IFRIC 8 clarifies that IFRS 2 applies to all share-based payment transactions where the consideration received or to be received, either through identifiable or unidentifiable goods or services, is less than the fair value of the equity instruments issued or granted. IFRIC 8 is applicable for financial periods commencing on or after 1 May 2006, on a fully retrospective basis, using the transitional provisions of IFRS 2 read with IFRS 1. Financial impact on the FirstRand Group SAICA is in the process of finalising South African interpretation dealing for accounting for BEE transactions in terms of IFRS 2. Consequently, FirstRand will account for the non-staff component of the Group"s BEE transaction with effect from the financial year commencing 1 July 2006, in accordance with the requirements of IFRIC 8. As a result, the full financial impact in terms of IFRS 2 of the non-staff component of the BEE transaction, amounting to R1.655 billion, will be accounted for as an opening reserve transfer on 1 July 2005, and will have no further income statement effect. CORPORATE GOVERNANCE FirstRand has embraced the recommendations of King II on Corporate Governance and strives to provide reports to shareholders that are timely, accurate, consistent and informative. PROSPECTS The Group believes that South Africa remains in a structurally low interest rate and inflation environment and economic prospects remain positive. The cycle of interest rate increases in June 2006 and again in August 2006, is expected to result in the low levels of bad debts experienced over the last few years, of between 30 and 50 basis points (`bps") of advances trending back to the long-term average of 70 bps of advances. The higher levels of interest rates will also have a slight dampening effect on consumer credit demand and spending. However the anticipated public and private sector fixed investment leading up to 2010, together with increased BEE activity and continued consumer demand, abeit at lower levels, should underpin future growth. The challenge going into the 2007 financial year will be to maintain robust top line growth while managing expected increases in bad debt levels, which will require an increased focus on efficiencies. The increased volatility of investment markets makes any projections regarding Momentum"s overall future performance extremely difficult. Increased consumerism will continue to place pressure on the financial services industry, however the Group is confident of the steps it has taken to address the value for money issue through, among other strategies, revised fee structures. Momentum"s focus is now on extracting efficiencies from existing operations, improved service levels, continued product innovation and expansion into new markets, such as the collaboration with FNB which now includes leveraging off the FNB infrastructure into Africa. The success of the newly established tied agency force will also be critical to future new business growth. Overall FirstRand is confident, barring any unforseen circumstances, that the growth strategies in place within its operating businesses will enable it to achieve the targeted long-term growth in earnings of CPIX plus 10%. GT Ferreira PK Harris Chairman Chief Executive Annual report Comprehensive financial information relating to all Group entities will be distributed to shareholders in due course. The financial information denoted as "audited" in this document has been extracted in a summarised format from the annual financial statements for the year ended 30 June 2006. These results have been audited by PricewaterhouseCoopers Incorporated. Their unqualified audit opinion is available for inspection at the company"s registered office. DIVIDEND DECLARATIONS Ordinary shares The following ordinary cash dividends were declared in respect of the 2006 and 2005 financial year. Cents per share 2006 2005 Interim (declared 1 March 2005) 32.00 26.60 Final (declared 19 September 2006)* 34.00 28.50 66.00 55.10
* The last day to trade in FirstRand Shares on a cum-dividend basis in respect of the final dividend will be Friday 13 October 2006 and the first day to trade ex-dividend will be Monday 16 October 2006. The record date will be Friday 20 October 2006 and the payment date Monday 23 October 2006. No dematerialisation or rematerialisation of shares may be done during the period Monday 16 October 2006 and Friday 20 October 2006, both days inclusive. Preference shares Dividends on the "A" preference shares are calculated at a rate of 65% of the prime lending rate of banks and the following dividends have previously been declared for payment: "A" preference share Rmillion
Period 1 July 2005 - 31 December 2005 23 Period 1 January 2006 - 30 June 2006 13 Dividends on the "B" and "B1" preference shares are calculated at a rate of 68% of the prime lending rate of banks and the following dividends have previously been declared for payment: "B" "B1" Preference Preference cents per cents
share per share 2006 2006 Period 30 August 2005 - 27 February 2006 356 356 Period 28 February 2006 - 28 August 2006 363 363 AH Arnott Company Secretary 19 September 2006 Description of normalised earnings The Group believes normalised earnings accurately reflect operational performance. Headline earnings are adjusted to take into account non-operational and accounting anomalies. Year ended 30 June
R million 2006 2005 % change Headline earnings (audited) 8 115 6 723 21 Adjustments (unaudited) 703 553 Private equity realisations 219 406 Agreement with National Treasury 30 - Discovery BEE transaction: 102 - Treasury shares 352 147 -Adjust for effective shareholding in (28) (8) Discovery -Consolidation of staff share schemes 383 155 -FirstRand shares held by policyholders (3) - Normalised earnings (unaudited) 8 818 7 276 21 Private equity realisations In terms of IFRS, and specifically IAS 28 - "Investment in Associates", investors in private equity or venture capital associate companies may elect to either equity account or fair value associate investments. As part of its conversion to IFRS, FirstRand elected to continue to equity account for its private equity associate investments. On 4 May 2006, the Accounting Practices Committee, (`APC") of the South African Institute of Chartered Accountants (`SAICA") published Issue 8 of Circular 7/2002 - "Headline Earnings". In terms of the Circular, profits or losses on the realisation of all equity accounted private equity or venture capital investments are to be excluded from the calculation of headline earnings. FirstRand will continue to disclose normalised headline earnings and normalised headline earnings per share information, which includes the profits or losses on disposal of private equity investments. FirstRand will continue with its policy of using normalised headline earnings as the basis for determination of dividend payments. FirstRand regards private equity to be a core component of its investment banking business. Accordingly, FirstRand does not agree with the circular and it further believes that the document contradicts the intention of calculating headline earnings, which is to exclude profits and losses on disposal of businesses. Agreement with National Treasury The total impact on Momentum and Sage of the agreement with National Treasury that was reached on 12 December 2005, amounts to R196 million after tax. The impact on Momentum is R108 million. The balance of R88 million is a charge against pre-acquisition earnings of Sage. As a provision of R78 million after tax already existed at 30 June 2005, the full balance of the Momentum charge of R30 million after tax has been taken against current year earnings. Momentum is well advanced in adapting its systems ahead of the 1 October 2006 implementation date of the agreement reached with National Treasury regarding minimum standards on early termination values. Discovery BEE transaction In December 2005, Discovery issued 38.7 million shares in terms of its BEE transaction. The special purpose vehicles and trusts to which these shares have been issued, have been consolidated into the accounts of Discovery, eliminating the share issue. The normalised adjustment: - adds back the IFRS 2 charge - adds back the treasury shares to equity. Treasury shares: Effective shareholding in Discovery Holdings Limited Discovery consolidates in its results treasury shares relating to their BEE transaction, which effectively increases FirstRand"s share in Discovery from 57.1% to 62.3%. This adjustment relates to reflect the actual shareholding in Discovery of 57.1% Treasury shares: Consolidation of staff share schemes FirstRand hedges itself against the price risk of the FirstRand share price in the various staff share schemes. The staff schemes purchase FirstRand shares in the open market to ensure the company is not exposed to the increase in the FirstRand share price. Consequently, the cost to FirstRand is the funding costs of the purchases of FirstRand"s shares by the staff share trust. These trusts are consolidated and FirstRand shares held by the staff share scheme are treated as treasury shares. For purposes of calculating the normalised results, the consolidation entries are reversed and the Group shares held by the staff share scheme are treated as issued to parties external to the Group. Treasury shares: FirstRand shares held by policyholders Group companies" shares held by Momentum Group and Discovery Life are invested for the risk and reward of its policyholders, not its shareholders, and consequently the Group"s shareholders are not exposed to the fair value changes on these shares. In terms of IAS 32, FirstRand Limited and Discovery Holdings Limited shares held by Momentum Group and Discovery Life on behalf of policyholders are deemed to be treasury shares for accounting purposes. The corresponding movement in the policyholder liabilities is, however not eliminated, resulting in a mismatch in the overall equity and income statement of the Group. Increases in the fair value of Group shares and dividends declared on these shares increases the liability to policyholders. The increase in the liability to policyholders is accounted for in the income statement. The increase in assets held to match the liability position is eliminated. For purposes of calculating the normalised results, the adjustments described above are reversed and the Group shares held on behalf of policyholders are treated as issued to parties external to the Group. Consolidated income statement for the year ended 30 June Audited R million 2006 2005 Net interest income 15 012 13 184 Interest and similar income 30 395 27 505 Interest expense and similar charges (15 383) (14 321) Impairment losses on loans and advances (1 411) (706) Net fee and commission income 12 009 9 878 Fee and commission income 14 088 11 835 Fee and commission expense (2 079) (1 957) Net insurance premium income 6 822 7 423 Insurance premium revenue 7 758 8 111 Premium ceded to reinsurers (936) (688) Net claims and benefits paid (6 174) (8 861) Gross claims and benefits paid on (6 875) (9 348) insurance contracts Reinsurance recoveries 701 487 Gains from banking and trading activities 4 349 2 187 Gains from investment activities 19 225 16 003 Other operating income 2 268 1 715 Increase in value of policyholder (17 430) (13 447) liabilities Fair value adjustments to financial (530) (232) liabilities Net operating income 34 140 27 144 Operating expense (20 402) (16 836) Share of profit of associates and joint 1 290 1 076 venture companies Income before discontinued operations 15 028 11 384 Loss on disposal of discontinued - (67) operations Operating profit before income tax 15 028 11 317 Taxation expense (5 040) (3 610) Profit for the year 9 988 7 707 Attributable to: Non-cumulative non-redeemable preference 274 68 shareholders Equity holders of the parent 8 825 7 137 Minority interest 889 502 9 988 7 707 Earnings per share (cents) 171.6 137.3 Diluted earnings per share (cents) 166.0 134.5 Consolidated balance sheet at 30 June Audited R million 2006 2005 Assets Cash and short-term funds 30 323 24 890 Money market investments 16 361 11 427 Advances 291 076 221 851 Derivative financial instruments 37 934 39 795 Investment securities and investments 173 848 133 763 Commodities 676 439 Investment properties 6 141 4 172 Policy loans on insurance contracts 118 - Policy loans on investment contracts - 530 Reinsurance assets 292 236 Insurance assets 1 766 1 881 Loans and accounts receivables 6 046 11 548 Investment in associates and joint 5 069 5 707 ventures Taxation 7 118 Intangibles 4 076 1 178 Property and equipment 5 011 4 610 Deferred taxation 1 043 594 Total assets 579 787 462 739 Shareholders" equity and liabilities Liabilities Deposits 317 840 245 793 Short trading positions 25 967 19 919 Derivative financial instruments 22 370 30 264 Creditors and accruals 16 848 23 257 Reinsurance liabilities 24 31 Policyholders" liabilities under 93 720 48 844 investment contracts Policyholders" liabilities under 40 740 49 001 insurance contracts Liabilities arising to third parties 1 725 1 027 Deferred revenue liability 248 - Post retirement funding liability 1 635 1 733 Debentures and long-term liabilities 10 576 5 007 Provisions 2 407 1 567 Taxation liability 1 024 185 Deferred taxation 5 159 3 877 Total liabilities 540 283 430 505 Ordinary share capital and premium 3 635 4 396 Non-cumulative non-redeemable preference 4 519 2 992 shares Distributable reserves 24 854 20 284 Non distributable reserves 3 522 2 238 Shareholders" equity 36 530 29 910 Minority interest 2 974 2 324 Total shareholders" equity and 579 787 462 739 liabilities Consolidated cash flows statement for the year ended 30 June Audited
R million 2006 2005 Cash inflow from operating activities 2 878 6 491 Net cash outflows from investment (282) (11 407) activities Poceeds from disposal of investments 273 (10 484) Net purchase of property and equipment (1 224) (388) Investment in associates 638 (1 316) Net purchase of intangible assets (36) (238) Proceeds on disposal of susbsidiary 67 1 019 Cash flows from financing activities 6 995 2 307 Proceeds from/(repayment of) of long-term 5 469 (693) liabilities Proceeds from share issue 1 526 3 000 Net increase/(decrease) in cash and cash 9 591 (2 609) equivalents Cash and cash equivalents at the 36 317 40 253 beginning of the year Cash and cash equivalents at the end of 45 908 37 644 the year Cash and cash equivalents sold (52) (1 335) Cash and cash equivalents acquired 828 8 Cash and cash equivalents at the end of 46 684 36 317 the year Sources of profit for the year ended 30 June % % % 2006 composition 2005 composition change Banking Group 7 049 85 5 656 83 25 FNB 3 473 41 2 934 44 18 RMB 1 454 18 1 306 19 11 Wesbank 1 059 13 788 12 34 FNB Africa 377 5 314 4 20 Support 686 8 314 4 >100 Momentum Group 1 534 18 1 270 19 21 Insurance 943 11 672 10 40 operations Asset management 341 4 243 4 40 operations Investment income 280 3 355 5 (21) on shareholders" assets Agreement with (30) - - - (>100) National Treasury Discovery Group 350 4 324 5 8 FirstRand Limited (164) (2) (304) (5) (46) Consolidation of (380) (5) (155) (2) - share trusts Headline earnings 8 389 100 6 791 100 24 Dividend payment to (274) (68) >100 non-cumulative non- redeemable preference shareholders Headline earnings 8 115 6 723 21 for the group Statement of changes in equity for the year ended 30 June Audited Ordinary share capital and ordinary shareholders" funds non- Total preference redeemable capital ordinary share Total and Distri- Distri- Capital holders" share- share butable butable R million premium reserves reserves interest Restated balance 1 July 4 396 20 284 2 238 2 324 2005 IFRS adjustments (296) (857) (174) (18) Restated balance 1 July 4 100 19 427 2 064 2 306 2005 Issue of share capital 165 (165) - 19 Reduction of share - - - - capital Share issue expense - - - (4) Currency translation - - 225 27 differences Movement in revaluation - - 225 41 reserves Movement in other - - 19 - reserves Earnings attributable to - 8 825 - 889 shareholders Ordinary dividends - (3 114) - (263) Preference dividends - - - - Transfer (to)/from - (184) 184 7 reserves Effective change of - 69 10 17 shareholding of subsidiary Share based payment - (4) 274 (65) reserve Consolidation of share (630) - 521 - trusts Balance at 30 June 2006 3 635 24 854 3 522 2 974 Non-
cumulative Share Non- Outside ordinary distri- share- share- capital holders" holders" and holders" R million interest premium funds Restated balance 1 July 29 242 2 992 32 234 2005 IFRS adjustments (1 345) - (1 345) Restated balance 1 July 27 897 2 992 30 889 2005 Issue of share capital 19 1 531 1 550 Reduction of share - - - capital Share issue expense (4) (4) (8) Currency translation 252 - 252 differences Movement in revaluation 266 - 266 reserves Movement in other 19 - 19 reserves Earnings attributable to 9 714 274 9 988 shareholders Ordinary dividends (3 377) - (3 377) Preference dividends - (274) (274) Transfer (to)/from 7 - 7 reserves Effective change of 96 - 96 shareholding of subsidiary Share based payment 205 - 205 reserve Consolidation of share (109) - (109) trusts Balance at 30 June 2006 34 985 4 519 39 504 Statement of headline earnings and dividends for the year ended 30 June Audited R million 2006 2005 % change Attributable earnings to ordinary 8 825 7 137 24 shareholders Headline earnings adjustments (710) (414) Less: Profit on disposal of equity (219) (406) accounted private equity associates Add: Impairment of property and 1 - equipment Less: Profit on sale of associates (92) 67 Less: Profit on sale of shares in (37) - subsidiary Less: Net asset value in excess of (22) - purchase price of subsidiaries Add: Loss on sale of assets 19 7 Less: Profit on sale of available-for- (360) (82) sale financial assets Headline earnings 8 115 6 723 21 Earnings per share (cents) -Basic 171.6 137.3 25 -Diluted 166.0 134.5 23 Headline earnings per share (cents) -Basic 157.8 129.3 22 -Diluted 152.6 126.7 20 Ordinary dividend per share (cents) -Interim 32.0 26.6 20 -Final 34.0 28.5 19 Total 66.0 55.1 20 Dividend information Non-cumulative non-redeemable preference dividend per share (cents) "B" preference share -27 February 2006/28 February 2005 356 228 -28 August 2006/29 August 2005 363 360 Total 719 588 "B1" preference share -27 February 2006 356 - -28 August 2006/29 August 2005 363 37 Total 719 37 Ordinary dividends declared 3 718 3 093 20 Non-cumulative non-redeemable 324 177 83 preference share dividends declared Divisional attributable earnings for ordinary shareholders Banking Group 7 260 5 967 22 Momentum Group 1 909 1 341 42 Discovery Group 437 356 23 FirstRand Limited (company) (127) (304) 58 Consolidation of share trusts (383) (155) >100 Dividend paid to non-cumulative non- (274) (68) >100 redeemable preference shareholders Consolidation of treasury shares: 3 - >100 policyholders Attributable earnings for the group 8 825 7 137 24 Divisional headline earnings for ordinary shareholders Banking Group 7 049 5 656 25 Momentum Group 1 534 1 270 21 Discovery Group 350 324 8 FirstRand Limited (company) (164) (304) 46 Consolidation of Share Trusts (383) (155) >100 Dividend paid to non-cumulative non- (274) (68) >100 redeemable preference shareholders Consolidation of treasury shares 3 - >100 policyholders Headline earnings for the group 8 115 6 723 21 Directors GT Ferreira (Chairman), PK Harris (CEO), VW Bartlett, DJA Craig (British), LL Dippenaar, DM Falck, PM Goss, NN Gwagwa, MW King, YI Mahomed, G Moloi, AP Nkuna, SE Nxasana, SEN Sebotsa, KC Shubane, BJ van der Ross, Dr F van Zyl Slabbert, RA Williams. Registered office 1st Floor, 4 Merchant Place, 1 Fredman Drive, Sandton Secretary and registered office AH Arnott, 4th Floor, 4 Merchant Place, Corner of Fredman Drive and Rivonia Road, Sandton 2196 Postal Address PO Box 786273, Sandton, 2146, Telephone: +27 11 282 1808, Telefax: +27 11 282 8088 Web address: www.firstrand.co.za Sponsor Rand Merchant Bank, (a division of FirstRand Bank) additional information is available at www.firstrand.co.za CERTAIN COMPANIES WITHIN THE FIRSTRAND GROUP ARE AUTHORISED FINANCIAL SERVICES PROVIDERS Date: 19/09/2006 08:30:33 AM Supplied by www.sharenet.co.za Produced by the JSE SENS Department

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