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OML - Old Mutual Plc - Preliminary results for the year ended 31 December 2010

Release Date: 08/03/2011 09:09
Code(s): OML
Wrap Text

OML - Old Mutual Plc - Preliminary results for the year ended 31 December 2010 (Part 2: Continued) OLD MUTUAL PLC ISIN: GB0007389926 JSE SHARE CODE: OML NSX SHARE CODE: OLM ISSUER CODE: OLOML Statement of directors` responsibilities in respect of the preliminary announcement of the Annual Report and the financial statements We confirm that to the best of our knowledge: - The financial statements, prepared in accordance with the applicable set of accounting standards, gives a true and fair view of the assets, liabilities, financial position and profit of the Group and the undertakings included in the consolidation taken as a whole; - The Group Finance Director`s review and the Business review include a fair view of the development and performance of the business and the position of the Group and the undertakings included in the consolidation taken as a whole, together with a description of the important events, principal risks and uncertainties that they face. Julian Roberts Philip Broadley Group Chief Executive Group Finance Director 8 March 2011 8 March 2011 Consolidated income statement For the year ended 31 December 2010 GBPm Year ended Year ended Notes 31 December 31 December 2010 2009*
Revenue Gross earned premiums B3 3,582 3,020 Outward reinsurance (305) (267) Net earned premiums 3,277 2,753 Investment return (non-banking) 10,791 11,112 Banking interest and similar income 4,082 3,989 Banking trading, investment and similar income 204 168 Fee and commission income, and income from service activities 3,061 2,422 Other income 159 196 Total revenues 21,574 20,640 Expenses Claims and benefits (including change in insurance contract provisions) (5,039) (3,786) Reinsurance recoveries 227 200 Net claims and benefits incurred (4,812) (3,586) Change in investment contract liabilities (6,899) (8,345) Losses on loans and advances (552) (511) Finance costs (269) (322) Banking interest payable and similar expenses (2,519) (2,627) Fee and commission expenses, and other acquisition costs (963) (728) Other operating and administrative expenses (3,714) (3,072) Goodwill impairment C1(b) (1) (266) Change in third-party interest in consolidated funds (388) (470) Amortisation of PVIF and other acquired intangibles C1(b) (297) (312) Total expenses (20,414) (20,239) Share of associated undertakings` and joint ventures` profit/(loss) after tax 7 2 Loss on disposal of subsidiaries, associated undertakings and strategic investments C1(c) (22) (50) Profit before tax 1,145 353 Income tax (expense)/credit D1(a) (456) (400) Profit/(loss) from continuing operations after tax 689 (47) Discontinued operations Loss from discontinued operations after tax H1 (713) (71) Loss after tax for the financial year (24) (118) Attributable to Equity holders of the parent (282) (340) Non-controlling interests Ordinary shares F2(a) 196 158 Preferred securities F2(a) 62 64 Loss after tax for the financial year (24) (118) Earnings per share Basic earnings per share based on profit from continuing operations (pence) 8.2 (6.3) Basic earnings per share based on loss from discontinued operations (14.7) (1.5) Basic earnings per ordinary share (pence)C3(a) (6.5) (7.8) Diluted earnings per share based on profit from continuing operations (pence) 7.4 (6.3) Diluted earnings per share based on loss from discontinued operations (13.5) (1.5) Diluted earnings per ordinary share (pence) C3(a) (6.1) (7.8) Weighted average number of shares - millions C3(a) 4,859 4,758 * The year ended 31 December 2009 has been restated to reflect US Life as discontinued (see note A1). Consolidated statement of comprehensive income For the year ended 31 December 2010 GBPm
Year ended Year ended Notes 31 December 31 December 2010 2009* Profit/(loss) after tax for the financial year (24) (118) Other comprehensive income for the financial year Fair value (losses)/gains Property revaluation 26 (10) Net investment hedge (87) (41) Available-for-sale investments Fair value gains/(losses) 32 112 Recycled to the income statement - 13 Shadow accounting (15) 36 Currency translation differences/exchange differences on translating foreign operations 1,039 334 Other movements 31 21 Income tax relating to components of other comprehensive income D1(c) 13 13 Total other comprehensive income for the financial year from continuing operations 1,039 478 Total other comprehensive income for the financial year from discontinued operations 112 750 Total other comprehensive income for the financial year 1,151 1,228 Total comprehensive income for the financial year 1,127 1,110 Attributable to Equity holders of the parent 594 709 Non-controlling interests Ordinary shares 428 334 Preferred securities 105 67 Total comprehensive income for the financial year 1,127 1,110 * The year ended 31 December 2009 has been restated to reflect US Life as discontinued (see note A1). Reconciliation of adjusted operating profit to profit after tax For the year ended 31 December 2010 GBPm
Year ended Year ended Notes 31 December 31 December 2010 2009* Core operations Long-Term Savings B2 897 636 Nedbank B2 601 470 M&F B2 103 70 USAM B2 87 83 1,688 1,259 Finance costs (128) (104) Long-Term investment return on excess assets 31 91 Interest payable to non-core operations - Bermuda (55) (40) Interest receivable from non-core operations - US Life 16 12 Other shareholders` expenses (71) (85) Adjusted operating profit 1,481 1,133 Adjusting items C1(a) (482) (973) Non-core operations B2 (3) 1 Profit before tax (net of policyholder tax) 996 161 Income tax attributable to policyholder returns B2 149 192 Profit before tax 1,145 353 Total income tax (expense)/credit D1(a) (456) (400) Profit/(loss) from continuing operations after tax 689 (47) Loss from discontinued operations after tax H1 (713) (71) Loss after tax for the financial year (24) (118) Adjusted operating profit after tax attributable to ordinary equity holders of the parent GBPm Year ended Year ended Notes 31 December 31 December
2010 2009* Adjusted operating profit 1,481 1,133 Tax on adjusted operating profit D1(d) (347) (283) Adjusted operating profit after tax 1,134 850 Non-controlling interests - ordinary shares F2(a) (217) (181) Non-controlling interests - preferred securities F2(a) (62) (64) Adjusted operating profit after tax attributable to ordinary equity holders of the parent 855 605 Adjusted weighted average number of shares - (millions) C3(b) 5,359 5,229 Adjusted operating earnings per share - (pence) C3(b) 16.0 11.6 * The year ended 31 December 2009 has been restated to reflect US Life as discontinued (see note A1). Basis of preparation The reconciliation of adjusted operating profit has been prepared so as to reflect the directors` view of the underlying long-term performance of the Group. The statement reconciles adjusted operating profit to profit after tax as reported under IFRS as adopted by the EU. For core life assurance and general insurance businesses, adjusted operating profit is based on a long-term investment return, including investment returns on life funds` investments in Group equity and debt instruments, and is stated net of income tax attributable to policyholder returns. For the US Asset Management business it includes compensation costs in respect of certain long-term incentive schemes defined as non-controlling interests in accordance with IFRS. For all core businesses, adjusted operating profit excludes goodwill impairment, the impact of acquisition accounting, revaluations of put options related to long-term incentive schemes, profit/(loss) on disposal of subsidiaries, associated undertakings and strategic investments, dividends declared to holders of perpetual preferred callable securities, and fair value profits/(losses) on certain Group debt movements. Bermuda and US Life, which are non-core, are not included in adjusted operating profit. Adjusted operating earnings per ordinary share is calculated on the same basis as adjusted operating profit. It is stated after tax attributable to adjusted operating profit and non-controlling interests. It excludes income attributable to Black Economic Empowerment trusts of listed subsidiaries. The calculation of the adjusted weighted average number of shares includes own shares held in policyholders` funds and Black Economic Empowerment trusts. Consolidated statement of financial position At 31 December 2010 GBPm
At At Notes 31 December 31 December 2009 2010 Assets Goodwill and other intangible assets 4,965 5,159 Mandatory reserve deposits with central banks 1,079 882 Property, plant and equipment 1,015 828 Investment property 2,040 1,759 Deferred tax assets 416 570 Investments in associated undertakings and joint ventures 162 135 Deferred acquisition costs 1,534 3,138 Reinsurers` share of life assurance policyholder liabilities 982 1,296 Reinsurers` share of general insurance liabilities 122 120 Deposits held with reinsurers 2 146 Loans and advances 51,778 42,393 Investments and securities 106,153 98,461 Current tax receivable 156 169 Client indebtedness for acceptances 190 170 Trade, other receivables and other assets 3,932 3,051 Derivative financial instruments - assets 2,503 2,546 Cash and cash equivalents 4,132 2,982 Non-current assets held for sale H2 12,391 1 Total assets 193,552 163,806 Liabilities Life assurance policyholder liabilities 98,631 93,876 General insurance liabilities 397 372 Third-party interests in consolidated funds 3,584 2,906 Borrowed funds E1 4,204 3,309 Provisions F1 260 263 Deferred revenue 730 654 Deferred tax liabilities 858 905 Current tax payable 238 210 Trade, other payables and other liabilities 5,661 4,305 Liabilities under acceptances 190 170 Amounts owed to bank depositors 53,236 44,135 Derivative financial instruments - liabilities 1,870 1,990 Non-current liabilities held for sale H2 12,219 - Total liabilities 182,078 153,095 Net assets 11,474 10,711 Shareholders` equity Equity attributable to equity holders of the parent 8,951 8,464 Non-controlling interests Ordinary shares F2(b) 1,763 1,537 Preferred securities F2(b) 760 710 Total non-controlling interests 2,523 2,247 Total equity 11,474 10,711 Consolidated statement of cash flows For the year ended 31 December 2010 GBPm Year ended 31 Year ended December 2010 31 December 2009*
Cash flows from operating activities - continuing operations Profit before tax 1,145 353 Capital (gains)/losses included in investment income (8,837) (9,988) Profit/(loss) on disposal of property, plant and equipment (2) 1 Depreciation of property, plant and equipment 103 85 Amortisation and impairment of goodwill and other intangible assets 378 628 Impairment of loans and receivables 552 770 Share-based payment expense 13 21 Share of associated undertakings` (profit)/loss after tax (7) (2) Loss/(profit) arising on disposal of subsidiaries, associated undertakings and strategic investments 22 50 Other non-cash amounts in profit 380 (408) Non-cash movements in profit before tax (7,398) (8,843) Reinsurers` share of life assurance policyholder liabilities (155) (129) Reinsurers` share of general insurance liabilities 17 (5) Deferred acquisition costs (11) 31 Loans and advances (3,484) (6,590) Insurance liabilities 374 (277) Investment contracts 10,326 13,200 Amounts owed to bank depositors 2,345 5,964 Other operating assets and liabilities 817 (2,069) Changes in working capital 10,229 10,125 Taxation paid (413) (367) 3,563 1,268 Net cash inflow from operating activities - continuing operations Cash flows from investing activities Net acquisitions of financial investments (2,222) (2,821) Acquisition of investment properties (162) (82) Proceeds from disposal of investment properties 272 57 Acquisition of property, plant and equipment (152) (138) Proceeds from disposal of property, plant and equipment - 29 Acquisition of intangible assets (78) (43) Acquisition of interests in subsidiaries (75) (5) Capital funding of discontinued operations - (136) Disposal of interests in subsidiaries, associated undertakings and strategic investments (16) 40 (2,433) (3,099) Net cash outflow from investing activities - continuing operations Cash flows from financing activities Dividends paid to Ordinary equity holders of the Company (102) - Non-controlling interests and preferred security interests (196) (190) Interest paid (excluding banking interest paid) (79) (57) Proceeds from issue of ordinary shares (including by subsidiaries to non-controlling interests) 5 100 Net acquisition/sale of treasury shares (25) 38 Shares repurchased in buyback programme - - Issue of subordinated and other debt 492 1,049 Subordinated and other debt repaid (104) (441) Net cash inflow/(outflow) from financing activities - continuing operations (9) 499 GBPm Year ended 31 Year ended 31 December 2010 December 2009* Net increase/(decrease) in cash and cash equivalents - continuing operations 1,121 (1,332) Net increase / (decrease) in cash and cash equivalents - discontinued operations (104) (47) Effects of exchange rate changes on cash and cash equivalents 376 160 Cash and cash equivalents at beginning of the year 4,761 5,980 Cash and cash equivalents at end of the year 6,154 4,761 Consisting of Coins and bank notes 328 263 Money at call and short notice 3,526 2,412 Balances with central banks (other than mandatory reserve deposits) 278 307 Cash and cash equivalents in the statement of financial position 4,132 2,982 Mandatory reserve deposits with central banks 1,079 882 Short-term cash balances held in policyholder funds 522 897 Cash and cash equivalents included in assets held for sale 421 - Total 6,154 4,761 Other supplementary cash flow disclosures Interest income received (including banking interest) 5,391 5,394 Dividend income received 383 335 Interest paid (including banking interest) 2,262 2,544 Cash flows presented in this statement include all cash flows relating to policyholders` funds for life assurance. Except for mandatory reserve deposits with central banks of GBP1 079 million (2009: GBP882 million), short-term cash balances held in policyholder funds of GBP522 million (2009: GBP897 million) and cash and cash equivalents subject to consolidation of funds of GBP689 million (2009: GBP717 million), management do not consider that there are any material amounts of cash and cash equivalents which are not available for use in the Group`s day-to-day operations. Mandatory reserve deposits are, however, included in cash and cash equivalents for the purposes of the cash flow statement in line with market practice in South Africa. * The year ended 31 December 2009 has been restated to reflect US Life as discontinued (see note A1). Consolidated statement of changes in equity For the year ended 31 December 2010 Millions GBPm Attributable to Number of shares equity holders of
Notes issued and fully paid the parent For the year ended 31 December 2010 Shareholders` equity at beginning of the year 5,518 8,464 (Loss)/profit after tax for the financial year - (282) Other comprehensive income Fair value gains/(losses) Property revaluation - 21 Net investment hedge - (87) Available-for-sale investments Fair value gains - 562 Recycled to the income statement - (12) Shadow accounting - (349) Currency translation differences/exchange differences on translating foreign operations - 794 Other movements - 1 Income tax relating to components of other comprehensive income D1(c) - (54) Total comprehensive income for the financial year - 594 Dividends for the year C4 - (175) Net acquisition of treasury shares - (25) Acquisition of non-controlling interest in Mutual & Federal F2 147 51 Change in participation in other subsidiaries F2 - - Shares issued in lieu of cash dividend 24 30 Exercise of share options 6 5 Other issues of ordinary share capital by the Company - 3 Change in share-based payments reserve - 4 Transactions with shareholders 177 (107) Shareholders` equity at end of the year 5,695 8,951 Total Total Notes non-controlling equity interests
For the year ended 31 December 2010 Shareholders` equity at beginning of the year 2,247 10,711 (Loss)/profit after tax for the financial year 258 (24) Other comprehensive income Fair value gains/(losses) Property revaluation 5 26 Net investment hedge - (87) Available-for-sale investments Fair value gains - 562 Recycled to the income statement - (12) Shadow accounting - (349) Currency translation differences/exchange differences on translating foreign operations 274 1,068 Other movements (4) (3) Income tax relating to components of other comprehensive income D1(c) - (54) Total comprehensive income for the financial year 533 1,127 Dividends for the year C4 (152) (327) Net acquisition of treasury shares - (25) Acquisition of non-controlling interest in Mutual & Federal F2 (51) - Change in participation in other subsidiaries F2 (57) (57) Shares issued in lieu of cash dividend - 30 Exercise of share options - 5 Other issues of ordinary share capital by the Company - 3 Change in share-based payments reserve 3 7 Transactions with shareholders (257) (364) Shareholders` equity at end of the year 2,523 11,474 GBPm Share Share Other Notes capital premium reserves
For the year ended 31 December 2010 Attributable to equity holders of the parent at beginning of the 552 771 3,087 year Profit/(loss) for the financial year attributable to equity - - - holders of the parent Other comprehensive income Fair value gains/(losses) Property revaluation - - 21 Net investment hedge - - - Available-for-sale investments Fair value gains - - 562 Recycled to income statement - - (12) Shadow accounting - - (349) Currency translation differences/exchange differences on - - - translating foreign operations Other movements - - 15 Income tax relating to components of other comprehensive income - - (66) Total comprehensive income for the financial year - - 171 Dividends for the year C4 - - - Net acquisition of treasury shares - - - Acquisition of non-controlling interest in Mutual & Federal F2 15 - 129 Shares issued in lieu of cash dividends 2 17 - Exercise of share options 1 4 - Other issues of ordinary share capital by the Company - 3 - Change in share-based payments reserve - - 4 Transactions with shareholders 18 24 133 Attributable to equity holders of the parent at end of the year 570 795 3,391 Translation Retained Perpetual Total reserve earnings preferred Notes callable
securities For the year ended 31 December 2010 Attributable to equity holders of the parent at beginning of the 469 2,897 688 8,464 year Profit/(loss) for the financial year attributable to equity - (314) 32 (282) holders of the parent Other comprehensive income Fair value gains/(losses) Property revaluation - - - 21 Net investment hedge (87) - - (87) Available-for-sale investments Fair value gains - - - 562 Recycled to income statement - - - (12) Shadow accounting - - - (349) Currency translation differences/exchange differences on 794 - - 794 translating foreign operations Other movements - (14) - 1 Income tax relating to components of other comprehensive income - - 12 (54) Total comprehensive income for the financial year 707 (328) 44 594 Dividends for the year C4 - (131) (44) (175) Net acquisition of treasury shares - (25) - (25) Acquisition of non-controlling interest in Mutual & Federal F2 - (93) - 51 Shares issued in lieu of cash dividends - 11 - 30 Exercise of share options - - - 5 Other issues of ordinary share capital by the Company - - - 3 Change in share-based payments reserve - - - 4 Transactions with shareholders - (238) (44) (107) Attributable to equity holders of the parent at end of the year 1,176 2,331 688 8,951 GBPm Merger Available for Property Notes reserve sale reserve revaluation
reserve Other reserves attributable to equity holders of the parent At beginning of the year 2,716 82 87 Fair value gains/(losses) Property revaluation - - 21 Available-for-sale investments Fair value gains - 562 - Recycled to income statement - (12) - Shadow accounting - (343) (6) Other movements - 2 (1) Income tax relating to components of other comprehensive income - (66) - Acquisition of non-controlling interest in M&F F2 129 - - Change in share-based payments reserve - - - At end of the year 2,845 225 101 Share-based Other Total Notes payments reserves reserve
At beginning of the year 191 11 3,087 Other reserves attributable to equity holders of the parent Fair value gains/(losses) Property revaluation - - 21 Available-for-sale investments Fair value gains - - 562 Recycled to income statement - - (12) Shadow accounting - - (349) Other movements 20 (6) 15 Income tax relating to components of other comprehensive income - - (66) Acquisition of non-controlling interest in M&F - - 129 Change in share-based payments reserve 4 - 4 At end of the year 215 5 3,391 Retained earnings were reduced by GBP478 million at 31 December 2010 in respect of own shares held in policyholders` funds, ESOP trusts, Black Economic Empowerment trusts and other related undertakings. Consolidated statement of changes in equity For the year ended 31 December 2010 continued Millions GBPm Year ended 31 December 2009 Number of shares Attributable to Notes issued and fully paid equity holders
of the parent Shareholders` equity at beginning of the year 5,516 7,737 (Loss)/profit after tax for the financial year - (340) Other comprehensive income Fair value gains/(losses) Property revaluation - (12) Net investment hedge - (41) Available-for-sale investments Fair value gains - 1,087 Recycled to the income statement - 239 Shadow accounting - 27 Currency translation differences/exchange differences on translating foreign operations - 124 Other movements - 22 Income tax relating to components of other comprehensive income D1(c) - (397) Total comprehensive income for the financial year - 709 Dividends for the year C4 - (45) Net sale of treasury shares - 39 Issue of ordinary share capital by the Company - 2 Change in participation in subsidiaries - - Exercise of share options 2 3 Change in share-based payments reserve - 19 Transactions with shareholders 2 18 Shareholders` equity at end of the year 5,518 8,464 Year ended 31 December 2009 Total Total non-controlling equity
Notes interests Shareholders` equity at beginning of the year 1,840 9,577 (Loss)/profit after tax for the financial year 222 (118) Other comprehensive income Fair value gains/(losses) Property revaluation 2 (10) Net investment hedge - (41) Available-for-sale investments Fair value gains - 1,087 Recycled to the income statement - 239 Shadow accounting - 27 Currency translation differences/exchange differences on translating foreign operations 178 302 Other movements (1) 21 Income tax relating to components of other comprehensive income D1(c) - (397) Total comprehensive income for the financial year 401 1,110 Dividends for the year C4 (145) (190) Net sale of treasury shares - 39 Issue of ordinary share capital by the Company - 2 Change in participation in subsidiaries 150 150 Exercise of share options - 3 Change in share-based payments reserve 1 20 Transactions with shareholders 6 24 Shareholders` equity at end of the year 2,247 10,711 GBPm Share capital Share Other Year ended 31 December 2009 Notes premium reserves Attributable to equity holders of the parent at beginning of 552 766 2,130 the year (Loss)/profit for the financial year attributable to equity - - - holders of the parent Other comprehensive income Fair value gains/(losses) Property revaluation - - (12) Net investment hedge - - - Available-for-sale investments Fair value gains - - 1,087 Recycled to income statement - - 239 Shadow accounting - - 27 Currency translation differences/exchange differences on - - - translating foreign operations Other movements - - 7 Income tax relating to components of other comprehensive - - (410) income Total comprehensive income for the financial year - - 938 Dividends for the year C4 - - - Net sale of treasury shares - - - Issue of ordinary share capital by the Company - 2 - Exercise of share options - 3 - Change in share-based payments reserve - - 19 Transactions with shareholders - 5 19 Attributable to equity holders of the parent at end of the 552 771 3,087 year Notes Translation Retained Perpetual Total
Year ended 31 December 2009 reserve earnings preferred callable securities Attributable to equity holders of the parent at beginning of 386 3,215 688 7,737 the year (Loss)/profit for the financial year attributable to equity - (372) 32 (340) holders of the parent Other comprehensive income Fair value gains/(losses) Property revaluation - - - (12) Net investment hedge (41) - - (41) Available-for-sale investments Fair value gains - - - 1,087 Recycled to income statement - - - 239 Shadow accounting - - - 27 Currency translation differences/exchange differences on 124 - - 124 translating foreign operations Other movements - 15 - 22 Income tax relating to components of other comprehensive - - 13 (397) income Total comprehensive income for the financial year 83 (357) 45 709 Dividends for the year C4 - - (45) (45) Net sale of treasury shares - 39 - 39 Issue of ordinary share capital by the Company - - - 2 Exercise of share options - - - 3 Change in share-based payments reserve - - - 19 Transactions with shareholders - 39 (45) 18 Attributable to equity holders of the parent at end of the ye 469 2,897 688 8,464 GBPm Merger Available for Property Notes reserve sale reserve revaluation Other reserves attributable to reserve equity holders of the parent At beginning of the year 2,716 (844) 85 Fair value gains/(losses) Property revaluation - - (12) Available-for-sale investments Fair value gains - 1,087 - Recycled to income statement - 239 - Shadow accounting - 9 18 Other movements - 1 (4) Income tax relating to components of other comprehensive income - (410) - Change in share-based payments reserve - - - At end of the year 2,716 82 87 Share-based Other Total payments reserves
reserve Other reserves attributable to equity holders of the parent At beginning of the year 171 2 2,130 Fair value gains/(losses) Property revaluation - - (12) Available-for-sale investments Fair value gains - - 1,087 Recycled to income statement - - 239 Shadow accounting - - 27 Other movements 1 9 7 Income tax relating to components of other comprehensive income - - (410) Change in share-based payments reserve 19 - 19 At end of the year 191 11 3,087 Retained earnings were reduced by GBP379 million at 31 December 2009 in respect of own shares held in policyholders` funds, ESOP trusts, Black Economic Empowerment trusts and other related undertakings. Notes to the consolidated financial statements For the year ended 31 December 2010 A: Accounting policies Basis of preparation The consolidated financial information contained herein has been prepared in accordance with the recognition and measurement principles of International financial Reporting Standards adopted by the EU. The Group`s results for the year ended 31 December 2010 and the position at that date have been prepared using accounting policies consistent with those applied in the preparation of the Group`s 2009 Annual Report and Accounts. The consolidated financial statements have been prepared on the going concern basis which the directors believe to be appropriate. At 31 December 2010 the Group was in advanced stage negotiations for the disposal of its life assurance operations in the United States, which represent almost the entirety of the US Life operating segment. As a result of this, the assets and liabilities of the US Life disposal group have been classified as held for sale in the statement of financial position for the current year in accordance with IFRS 5. This sale will represent the Group`s exit from the life assurance market in the United States and therefore meets the criteria of a discontinued operation. Consequently the comparative information in the income statement, statement of comprehensive income, statement of cash flows, and the related notes has been restated where applicable to reflect this. For the purposes of adjusted operating profit, US Life has been reclassified as a non- core operation for the year ended 31 December 2010 with the comparative information restated accordingly. The financial information set out herein does not constitute the Company`s statutory accounts for the years ended 31 December 2010 or 2009. Statutory accounts for 2009 have been delivered to the Registrar of Companies, and those for 2010 will be delivered in due course. The auditors have reported on those accounts; their reports were (i) unqualified, (ii) did not include references to any matters to which the auditors draw attention by way of emphasis without qualifying their reports, and (iii) did not contain statements under section 498(2) or (3) of the Companies Act 2006. Segment reporting The Group`s results are analysed and reported consistent with the way that management and the Board of Directors considers information when making operating decisions and the basis on which resources are allocated and performance assessed by management and the Board of Directors, covering both core and non-core operations. The core operating segments are Emerging Markets, Nordic, Retail Europe and Wealth Management (collectively being Long-Term Savings) plus Nedbank, Mutual & Federal (M&F), US Asset Management and Other operations (which includes the Group head office functions). The non-core operating segment includes US Life and the Bermuda segments. The above reported segments have been revised during the year to reflect the reclassification of US Life as non-core, with the comparative information having been revised to report on a consistent basis to the amended structure. There are four principal business activities from which the Group generates revenues. These are life assurance (premium income), asset management business (fee and commission income), banking (banking interest receivable) and general insurance (premium income). The revenues generated in each reported segment can be seen in the analysis of profits and losses in note B. The information reflected in note B reflects the measures of profit and loss, assets and liabilities for each operating segment as regularly provided to management and the Board of Directors. There are no differences between the measurement of the assets and liabilities reflected in the primary statements and that reported for the segments. A reconciliation between the segment revenues and expenses and the Group`s revenues and expenses is shown in note B. In line with internal reporting, assets, liabilities, revenues or expenses that are not directly attributable to a particular segment are allocated between segments where appropriate and where there is a reasonable basis for doing so. The Group accounts for inter-segment revenues and transfers as if the transactions were with third parties at current market prices. Given the nature of the operations, there are no major customers within any of the segments. Reclassifications of comparative segment information have been made to align segment information to the Group`s revised management reporting structure described above. There was no impact on net profit or net assets. B: Segment information B1: Basis of segmentation The Group`s core operations are Emerging Markets, Nordic, Retail Europe and Wealth Management (collectively Long-Term Savings), Nedbank, Mutual & Federal, US Asset Management and Other (including the Group head office functions). The Bermuda operating segment is regarded as non-core. This is consistent with the revised way that management and the Board of Directors considers information when making operating decisions and is the basis on which resources are allocated and performance assessed by management and the Board of Directors, being in line with that reported in the previous financial year. This information is presented to the Board in local currency however this note is presented in pounds sterling, the presentation currency of the Group. As detailed above US Life has been reclassified as discontinued and as a result also non- core with the comparative segment information restated accordingly, with this resulting in a reduction in adjusted operating profit before tax and non-controlling interest of GBP49 million for the year ended 31 December 2009. The Group generates revenue from four principal business activities: life assurance, asset management, banking and general insurance. The types of products and services from which each operating segment derives its revenues are as follows: Core operations Emerging Markets - life assurance and asset management Nordic - life assurance, asset management and banking Retail Europe - life assurance and asset management Wealth Management - life assurance and asset management Nedbank - banking and asset management Mutual & Federal - general insurance US Asset Management - asset management Other - other operating segments and business activities Non-core operations Bermuda - life assurance US Life - life assurance Adjusted operating profit is one of the key measures reported to the Group`s management and Board of Directors for their consideration in the allocation of resources to and the review of performance of the segments. The Group utilises additional measures to assess the performance of each of the segments, in particular the level of net client cash flows and funds under management. Additional performance measures considered by management and the Board of Directors in assessing the performance of the segments can be found in the Market Consistent Embedded Value basis supplementary information. In the analysis that follows, consolidation adjustments include the elimination of inter-segment revenues, expenses, assets and liabilities together with the impacts of the consolidation of the Group`s interest in unit trusts, mutual funds and similar entities. B2: Adjusted operating profit statement - segment information year ended 31 December 2010 Long-Term Savings Emerging Nordic Retail
Markets Europe Revenue Gross earned premiums 2,353 122 28 Outward reinsurance (72) (5) (8) Net earned premiums 2,281 117 20 Investment return (non-banking) 4,072 1,144 392 Banking interest and similar income - 169 - Banking trading, investment and similar income - 5 - Fee and commission income, and income from service activities 372 238 198 Other income 72 8 - Inter-segment revenues 54 20 5 Total revenues 6,851 1,701 615 Expenses Claims and benefits (including change in insurance contract provisions) (3,943) (83) (25) Reinsurance recoveries 83 5 5 Net claims and benefits incurred (3,860) (78) (20) Change in investment contract liabilities (1,261) (1,066) (382) Losses on loans and advances - (4) (1) Finance costs (including interest and similar expenses) - - - Banking interest payable and similar expenses - (78) - Fee and commission expenses, and other acquisition costs (219) (62) (75) Other operating and administrative expenses (941) (255) (84) Goodwill impairment - - - Change in third-party interest in consolidated funds - - - Amortisation of PVIF and other acquired intangibles - - - Income tax attributable to policyholder returns (32) (48) - Inter-segment expenses (2) (2) (2) Total expenses (6,315) (1,593) (564) Share of associated undertakings` and joint ventures` profit/(loss) after tax 3 2 - Loss on disposal of subsidiaries, associated undertakings and strategic investments - - - Adjusted operating profit/(loss) before tax and non-controlling interests 539 110 51 Tax expense (146) (20) (13) Non-controlling interests (1) - - Adjusted operating profit/(loss) after tax and non-controlling interests 392 90 38 Adjusting items net of tax and non-controlling interests (1) (87) (25) Profit/(loss) after tax from continuing operations 391 3 13 Loss from discontinued operations after tax - - - Profit/(loss) after tax attributable to equity holders of the parent 391 3 13 Wealth Total Long
Management Term Savings Revenue Gross earned premiums 351 2,854 Outward reinsurance (79) (164) Net earned premiums 272 2,690 Investment return (non-banking) 4,409 10,017 Banking interest and similar income - 169 Banking trading, investment and similar income - 5 Fee and commission income, and income from service activities 912 1,720 Other income 11 91 Inter-segment revenues 12 91 Total revenues 5,616 14,783 Expenses Claims and benefits (including change in insurance contract provisions) (303) (4,354) Reinsurance recoveries 75 168 Net claims and benefits incurred (228) (4,186) Change in investment contract liabilities (4,190) (6,899) Losses on loans and advances - (5) Finance costs (including interest and similar expenses) - - Banking interest payable and similar expenses - (78) Fee and commission expenses, and other acquisition costs (500) (856) Other operating and administrative expenses (390) (1,670) Goodwill impairment - - Change in third-party interest in consolidated funds - - Amortisation of PVIF and other acquired intangibles - - Income tax attributable to policyholder returns (69) (149) Inter-segment expenses (43) (49) Total expenses (5,420) (13,892) Share of associated undertakings` and joint ventures` profit/(loss) after tax 1 6 Loss on disposal of subsidiaries, associated undertakings and strategic investments - - Adjusted operating profit/(loss) before tax and non-controlling interests 197 897 Tax expense (44) (223) Non-controlling interests - (1) Adjusted operating profit/(loss) after tax and non-controlling interests 153 673 Adjusting items net of tax and non-controlling interests (140) (253) Profit/(loss) after tax from continuing operations 13 420 Loss from discontinued operations after tax - - Profit/(loss) after tax attributable to equity holders of the parent 13 420 Of the total revenues, excluding intercompany revenues, GBP5,143 million was generated in the UK (2009: GBP5,544 million), GBP2,937 million in rest of Euorpe (2009: GBP3,938 million), GBP12,575 million in South Africa (2009: GBP10,084 million), GBP829 million in United States (2009: GBP993 million) and GBP90 million relates to other operating segments (2009: GBP81 million). B2: Adjusted operating profit statement - segment information year ended 31 December 2010 continued Nedbank M&F USAM Other Consolidation adjustments - 728 - - - - (140) - - - - 588 - - - - 56 16 61 435 3,913 - - - - 199 - - - - 946 28 465 1 - 35 - 9 (1) 3 20 20 4 29 (207) 5,113 692 494 90 231 (436) - - - - - 58 - - - - (378) - - - - - - - - (548) - - 1 - - - (128) - (2,422) - - - - (3) (109) (23) - (36) (1,485) (83) (384) (93) (14) - - - - - - - - - (388) - - - - - - - - - - (54) (20) - (77) 207 (4,512) (590) (407) (297) (231) - 1 - - - - - - - - 601 103 87 (207) - (128) (24) (17) 45 - (232) (5) - (41) - 74 70 (203) - 241 10 (11) (20) (151) - 251 63 50 (354) - - - - - - 251 63 50 (354) - GBPm
Adjusted Adjusting Non-core IFRS Income operating profit items operations* statement (Note C1) 3,582 - - 3,582 (304) - (1) (305) 3,278 - (1) 3,277 10,585 (93) 299 10,791 4,082 - - 4,082 204 - - 204 3,160 (99) - 3,061 137 - 22 159 (43) - 43 -
21,403 (192) 363 21,574 (4,790) - (249) (5,039) 226 - 1 227 (4,564) - (248) (4,812) (6,899) - - (6,899) (552) - - (552) (128) (141) - (269) (2,500) (19) - (2,519) (1,027) 149 (85) (963) (3,729) 41 (26) (3,714) - (1) - (1) (388) - - (388) - (297) - (297) (149) 149 - - 7 (7) - (19,929) (119) (366) (20,414) 7 - - 7 - (22) - (22) 1,481 (333) (3) 1,145 (347) (113) 4 (456) (279) 21 - (258) 855 (425) 1 431 (425) 425 - - 430 - 1 431
- - (713) (713) 430 - (712) (282) * Non-core operations relates to Bermuda with the exception of GBP19 million of Inter-segment revenue and expenses and the Loss from discontinued operations after tax, with these reflecting the results of US Life which has been classified as a discontinued operation as detailed in notes A1 and B1. Bermuda profit after tax for 2010 was GBP22 million. Further detail on the results of discontinued operations is provided in note H1. B2: Adjusted operating profit statement - segment information year ended 31 December 2009 (restated) Long-Term Savings Emerging Nordic Retail Europe Markets
Revenue Gross earned premiums 1,946 109 31 Outward reinsurance (56) (5) (8) Net earned premiums 1,890 104 23 Investment return (non-banking) 2,636 2,035 564 Banking interest and similar income - 157 - Banking trading, investment and similar income - - - Fee and commission income, and income from service activities 305 190 189 Other income 65 6 - Inter-segment revenues 55 32 10 Total revenues 4,951 2,524 786 Expenses Claims and benefits (including change in insurance contract provisions) (2,551) (72) (37) Reinsurance recoveries 76 2 5 Net claims and benefits incurred (2,475) (70) (32) Change in investment contract liabilities (1,040) (1,972) (554) Losses on loans and advances - (5) (1) Finance costs (including interest and similar expenses) - - - Banking interest payable and similar expenses - (70) - Fee and commission expenses, and other acquisition costs (184) (53) (79) Other operating and administrative expenses (768) (215) (96) Goodwill impairment - - - Change in third-party interest in consolidated funds - - - Amortisation of PVIF and other acquired intangibles - - - Income tax attributable to policyholder returns (37) (39) - Inter-segment expenses (5) (38) (2) Total expenses (4,509) (2,462) (764) Share of associated undertakings` and joint ventures` profit/(loss) after tax 4 - - Profit on disposal of subsidiaries, associated undertakings and strategic investments - - - Adjusted operating profit/(loss) before tax and non-controlling interests 446 62 22 Tax expense (130) 9 (8) Non-controlling interests (2) - - Adjusted operating profit/(loss) after tax and non-controlling interests 314 71 14 Adjusting items net of tax and non-controlling interests (200) (4) (228) Profit/(loss) after tax from continuing operations 114 67 (214) Loss from discontinued operations after tax - - - Profit/(loss) after tax attributable to equity holders of the parent 114 67 (214) Wealth Total Long Management Term Savings
Revenue Gross earned premiums 315 2,401 Outward reinsurance (81) (150) Net earned premiums 234 2,251 Investment return (non-banking) 4,997 10,232 Banking interest and similar income - 157 Banking trading, investment and similar income - - Fee and commission income, and income from service activities 746 1,430 Other income 24 95 Inter-segment revenues 27 124 Total revenues 6,028 14,289 Expenses Claims and benefits (including change in insurance contract provisions) (255) (2,915) Reinsurance recoveries 46 129 Net claims and benefits incurred (209) (2,786) Change in investment contract liabilities (4,775) (8,341) Losses on loans and advances - (6) Finance costs (including interest and similar expenses) - - Banking interest payable and similar expenses - (70) Fee and commission expenses, and other acquisition costs (394) (710) Other operating and administrative expenses (380) (1,459) Goodwill impairment - - Change in third-party interest in consolidated funds - - Amortisation of PVIF and other acquired intangibles - - Income tax attributable to policyholder returns (116) (192) Inter-segment expenses (48) (93) Total expenses (5,922) (13,657) Share of associated undertakings` and joint ventures` profit/(loss) after tax - 4 Profit on disposal of subsidiaries, associated undertakings and strategic investments - - Adjusted operating profit/(loss) before tax and non-controlling interests 106 636 Tax expense (20) (149) Non-controlling interests - (2) Adjusted operating profit/(loss) after tax and non-controlling interests 86 485 Adjusting items net of tax and non-controlling interests (225) (657) Profit/(loss) after tax from continuing operations (139) (172) Loss from discontinued operations after tax - - Profit/(loss) after tax attributable to equity holders of the parent (139) (172) B2: Adjusted operating profit statement - segment information year ended 31 December 2009 (restated) continued GBPm Nedbank M&F USAM Other Consolidation adjustments
- 612 - - - - (117) - - - - 495 - - - - 58 13 91 509 3,832 - - - - 168 - - - - 663 22 429 - (6) 70 1 7 - 1 31 29 6 30 (251) 4,764 605 455 121 253 - (412) - - - - 72 - - - - (340) - - - - - - - - (505) - - - - - - - (104) - (2,557) - - - - (2) (106) (18) - (12) (1,167) (64) (354) (84) (22) - - - - - - - - - (470) - - - - - - - - - - (65) (25) - (55) 251 (4,296) (535) (372) (243) (253) - - (4) - 2 - - - -
- 70 83 (126) - 470 (96) (15) (19) (4) - (193) (16) - (34) - 39 64 (164) - 181 15 - (3) (241) - 196 39 61 (405) - - - - - - 196 39 61 (405) - Adjusted Adjusting Non-core IFRS Income operating profit items operations * statement (Note C1) 3,013 - 7 3,020 (267) - - (267) 2,746 - 7 2,753 10,903 (275) 484 11,112 3,989 - - 3,989 168 - - 168 2,538 (116) - 2,422 174 - 22 196 (31) - 31 - 20,487 (391) 544 20,640 (3,327) - (459) (3,786) 201 - (1) 200 (3,126) - (460) (3,586) (8,341) - (4) (8,345) (511) - - (511) (104) (218) - (322) (2,627) - - (2,627) (848) 167 (47) (728) (3,150) 97 (19) (3,072) - (266) - (266) (470) - - (470) - (312) - (312)
(192) 192 - - 13 - (13) - (19,356) (340) (543) (20,239) 2 - - 2
- (50) - (50) 1,133 (781) 1 353 (283) (128) 11 (400) (245) 23 - (222) 605 (886) 12 (269) (886) 886 - - (281) - 12 (269) - - (71) (71)
(281) - (59) (340) * Non-core operations relates to Bermuda with the exception of GBP(21) million of Inter-segment revenues and the Loss from discontinued operations after tax, with these reflecting the results of US Life which has been classified as a discontinued operation as detailed in notes A1 and B1. Bermuda profit after tax for 2009 was GBP33 million. Further detail on the results of discontinued operations is provided in note H1. B3: Gross earned premiums Year ended 31 December 2010 Long-Term Savings Emerging Markets Nordic Retail Europe
Life assurance - insurance contracts 1,498 122 28 Life assurance - investment contracts with discretionary participation features 855 - - General insurance - - - Gross earned premiums 2,353 122 28 Life assurance - other investment contracts recognised as deposits 1,829 1,040 656 Wealth Total Long Management Term Savings Life assurance - insurance contracts 351 1,999 Life assurance - investment contracts with discretionary participation features - 855 General insurance - - Gross earned premiums 351 2,854 Life assurance - other investment contracts recognised as deposits 6,287 9,812 Long-Term Savings Emerging Markets Nordic Retail
Year ended 31 December 2009 Europe Life assurance - insurance contracts 1,287 109 31 Life assurance - investment contracts with discretionary participation features 659 - - General insurance - - - Gross earned premiums 1,946 109 31 Life assurance - other investment contracts recognised as deposits 2,726 1,199 733 Wealth Total Year ended 31 December 2009 Management Long-Term Savings
Life assurance - insurance contracts 315 1,742 Life assurance - investment contracts with discretionary participation features - 659 General insurance - - Gross earned premiums 315 2,401 Life assurance - other investment contracts recognised as deposits 4,906 9,564 B4: Impairments of financial assets GBPm Year ended Year ended 31 31 December 2010 December 2009 Nordic 4 5 Total Long-Term Savings 4 5 Nedbank 547 504 Bermuda - 13 Total 551 522 B5: Funds under management GBPm Emerging Markets Nordic Retail As at 31 December 2010 Europe Life assurance policyholder funds 31,750 11,722 4,317 Unit trusts and mutual funds 10,613 1,800 398 Third-party client funds 11,732 - - Total client funds under management 54,095 13,522 4,715 Shareholder funds 2,882 431 245 Total funds under management 56,977 13,953 4,960 Total Long
Wealth Term Savings Management As at 31 December 2010 Life assurance policyholder funds 40,401 88,190 Unit trusts and mutual funds 14,525 27,336 Third-party client funds - 11,732 Total client funds under management 54,926 127,258 Shareholder funds 958 4,516 Total funds under management 55,884 131,774 Emerging Markets Nordic Retail Europe As at 31 December 2009 Life assurance policyholder funds 25,454 9,221 3,569 Unit trusts and mutual funds 7,686 1,428 391 Third-party client funds 8,229 - - Total client funds under management 41,369 10,649 3,960 Shareholder funds 2,130 360 210 Total funds under management 43,499 11,009 4,170 Total Long Wealth Term Savings
Management As at 31 December 2009 Life assurance policyholder funds 34,721 72,965 Unit trusts and mutual funds 11,308 20,813 Third-party client funds - 8,229 Total client funds under management 46,029 102,007 Shareholder funds 830 3,530 Total funds under management 46,859 105,537 Nedbank M&F USAM - - - - - - - 728 -
- 728 - - - - GBPm Non-core operations Total
Total core operations 1,999 - 1,999 855 - 855 728 - 728
3,582 - 3,582 9,812 - 9,812 Nedbank M&F USAM - - -
- - - - 612 - - 612 - - - -
Total core operations Non-core operations Total Restated 1,742 7 1,749 659 - 659
612 - 612 3,013 7 3,020 9,564 8 9,572 B5: Funds under management Nedbank M&F USAM 846 - 3,846 5,713 - 4,974 4,164 - 157,555 10,723 - 166,375 - 210 226 10,723 210 166,601 GBPm
Total core operations Non-core operations Total 92,882 13,489 106,371 38,023 - 38,023 173,451 - 173,451
304,356 13,489 317,845 4,952 - 4,952 309,308 13,489 322,797 Nedbank M&F USAM 658 - 6,789 3,775 - 4,095 3,800 - 150,423 8,233 - 161,307 - 162 169 8,233 162 161,476 GBPm Total core operations Total Non-core operations 80,412 9,602 90,014 28,683 - 28,683 162,452 - 162,452
271,547 9,602 281,149 3,861 - 3,861 275,408 9,602 285,010 B6: Statement of financial position - segment information year ended 31 December 2010 Long-Term Savings Nordic Retail At 31 December 2010 Emerging Europe Markets
Assets Goodwill and other intangible assets 120 995 522 Goodwill 101 243 198 Present value of acquired in-force business - 568 246 Software development 11 4 3 Other intangibles 8 180 75 Mandatory reserve deposits with central banks - - - Property, plant and equipment 396 12 3 Investment property 1,679 - - Deferred tax assets 96 78 27 Investments in associated undertakings and joint ventures 26 4 - Deferred acquisition costs 139 66 316 Insurance contracts 1 14 7 Investment contracts 118 52 306 Asset management 20 - 3 Reinsurers` share of life assurance policyholder liabilities 24 12 8 Insurance contracts 24 1 2 Unit-linked investment contracts and similar contracts - 8 - Outstanding claims - 3 6 Reinsurers` share of general insurance liabilities - - - Deposits held with reinsurers - - - Loans and advances 343 5,216 1 Policyholder loans 63 - 1 Other loans and advances 280 5,216 - Investments and securities 34,519 13,392 4,466 Government and government-guaranteed securities 4,704 167 74 Listed other debt securities, preference shares and debentures 2,324 2,798 46 Unlisted other debt securities, preference shares and debentures 4,209 - 20 Listed equity securities 10,991 - 7 Unlisted equity securities 1,945 4 - Listed pooled investments 672 408 3 Unlisted pooled investments 7,936 10,015 4,316 Short-term funds and securities treated as investments 1,704 - - Other securities 34 - - Current tax receivable 4 1 9 Client indebtedness for acceptances - - - Trade, other receivables and other assets 854 191 58 Derivative financial instruments - assets 557 10 - Cash and cash equivalents 1,141 198 93 Non-current assets held for sale - - - Inter-segment assets 947 58 56 Total assets 40,845 20,233 5,559 Wealth Total Long At 31 December 2010 Management Term Savings
Assets Goodwill and other intangible assets 1,463 3,100 Goodwill 655 1,197 Present value of acquired in-force business 593 1,407 Software development 20 38 Other intangibles 195 458 Mandatory reserve deposits with central banks - - Property, plant and equipment 16 427 Investment property - 1,679 Deferred tax assets 27 228 Investments in associated undertakings and joint ventures 1 31 Deferred acquisition costs 855 1,376 Insurance contracts 47 69 Investment contracts 711 1,187 Asset management 97 120 Reinsurers` share of life assurance policyholder liabilities 907 951 Insurance contracts 83 110 Unit-linked investment contracts and similar contracts 813 821 Outstanding claims 11 20 Reinsurers` share of general insurance liabilities - - Deposits held with reinsurers - - Loans and advances 185 5,745 Policyholder loans 185 249 Other loans and advances - 5,496 Investments and securities 40,856 93,233 Government and government-guaranteed securities 272 5,217 Listed other debt securities, preference shares and debentures - 5,168 Unlisted other debt securities, preference shares and debentures 140 4,369 Listed equity securities - 10,998 Unlisted equity securities - 1,949 Listed pooled investments 1,779 2,862 Unlisted pooled investments 37,671 59,938 Short-term funds and securities treated as investments 994 2,698 Other securities - 34 Current tax receivable 95 109 Client indebtedness for acceptances - - Trade, other receivables and other assets 274 1,377 Derivative financial instruments - assets - 567 Cash and cash equivalents 336 1,768 Non-current assets held for sale 6 6 Inter-segment assets 294 1,355 Total assets 45,315 111,952 Nedbank M&F USAM Other 637 33 1,181 14 453 13 1,155 13 - - - - 184 20 - 1 - - 26 - 1,079 - - - 546 25 16 1 19 - - 1 28 12 148 - 96 2 8 25 1 19 14 - - 19 - - - - - - 1 - 14 - 31 - - - 31 - - - - - - - - - - - - 122 - - - 2 - - 46,032 1 - - - - - - 46,032 1 - - 6,886 553 218 109 1,997 - - - 3,730 2 - 52 - 4 - - 52 119 - - 241 8 - - 866 43 179 1 - - 39 3 - 377 - 19 - - - 34 47 - - - 190 - - - 943 82 138 62 1,350 - - 109 841 131 171 458 1 - - - 202 23 4 975 58,929 1,005 1,898 1,754 GBPm Bermuda US Life Total Consolidation adjustments - - - 4,965 - - - 2,831 - - - 1,407 - - - 243 - - - 484 - - - 1,079 - - - 1,015 - - 341 2,040 - - - 416 - - - 162 124 - - 1,534 124 - - 212 - - - 1,187 - - - 135 - - - 982 - - - 141 - - - 821 - - - 20 - - - 122 - - - 2 - - - 51,778 - - - 249 - - - 51,529 2,567 - 2,587 106,153 17 - 2,044 9,275 323 - 2,081 11,356 201 - - 4,574 - - 12,033 23,202 5 - 48 2,251 1,919 - 2,721 8,591 - - (16,528) 43,452 102 - 156 3,352 - - 32 100 - - - 156 - - - 190 1,038 - 292 3,932 1 - 476 2,503 74 - 689 4,132 - 12,384 - 12,391 874 47 (3,480) - 4,678 12,431 905 193,552 Nordic
At 31 December 2010 Notes Emerging Markets Liabilities Life assurance policyholder liabilities 35,676 12,248 Insurance contracts 14,122 45 Unit-linked investment contracts and similar contracts 12,789 12,094 Other investment contracts 137 - Discretionary participating investment contracts 8,249 - Outstanding claims 379 109 General insurance liabilities - - Third-party interests in consolidated funds - - Borrowed funds E1 291 2 Senior debt securities - 2 Mortgage backed securities - - Subordinated debt securities 291 - Provisions F1 158 (38) Deferred revenue 22 1 Life assurance 17 1 Asset management 5 - General insurance - - Deferred tax liabilities 225 98 Current tax payable 123 12 Trade, other payables and other liabilities 2,246 259 Liabilities under acceptances - - Amounts owed to bank depositors - 5,957 Derivative financial instruments - liabilities 135 10 Non-current liabilities held for sale - - Inter-segment liabilities 123 1 Total liabilities 38,999 18,550 Net assets 1,846 1,683 Equity Equity attributable to equity holders of the parent 1,847 1,683 Non-controlling interests (1) - Non-controlling interests - ordinary shares F2(b) (1) - Non-controlling interests - preference shares F2(b) - - Total equity 1,846 1,683 Long-Term Savings
Retail Europe Wealth Total Long Management Term Savings At 31 December 2010 Liabilities Life assurance policyholder liabilities 4,460 41,468 93,852 Insurance contracts 130 1,109 15,406 Unit-linked investment contracts and similar contracts 4,308 40,347 69,538 Other investment contracts - - 137 Discretionary participating investment contracts - - 8,249 Outstanding claims 22 12 522 General insurance liabilities - - - Third-party interests in consolidated funds - - - Borrowed funds - 1 294 Senior debt securities - - 2 Mortgage backed securities - - - Subordinated debt securities - 1 292 Provisions 4 50 174 Deferred revenue 197 498 718 Life assurance 194 408 620 Asset management 3 90 98 General insurance - - - Deferred tax liabilities 124 224 671 Current tax payable 4 65 204 Trade, other payables and other liabilities 94 544 3,143 Liabilities under acceptances - - - Amounts owed to bank depositors - - 5,957 Derivative financial instruments - liabilities - - 145 Non-current liabilities held for sale - - - Inter-segment liabilities 4 99 227 Total liabilities 4,887 42,949 105,385 Net assets 672 2,366 6,567 Equity Equity attributable to equity holders of the parent 672 2,366 6,568 Non-controlling interests - - (1) Non-controlling interests - ordinary shares - - (1) Non-controlling interests - preference shares - - - Total equity 672 2,366 6,567 Nedbank M&F USAM Other 846 - - - 136 - - - - - - - 710 - - - - - - - - - - - - 397 - - - - - - 2,456 - 11 1,443 1,186 - 11 537 112 - - - 1,158 - - 906 (4) 40 3 47 1 11 - - 1 - - - - - - - - 11 - - 158 13 - 16 12 1 7 13 1,717 114 210 120 190 - - - 47,279 - - - 1,172 - - 102 - - - - 431 2 803 1,860 54,258 578 1,034 3,601 4,671 427 864 (1,847) 2,643 409 832 (2,293) 2,028 18 32 446 1,714 18 32 - 314 - - 446 4,671 427 864 (1,847) GBPm Bermuda US Life Total Consolidation adjustments 3,933 - - 98,631 3,635 - - 19,177 - - - 69,538 298 - - 1,145 - - - 8,249 - - - 522 - - - 397 - - 3,584 3,584 - - - 4,204 - - - 1,736 - - - 112 - - - 2,356 - - - 260 - - - 730 - - - 621 - - - 98 - - - 11 - - - 858 1 - - 238 7 - 350 5,661 - - - 190 - - - 53,236 - - 451 1,870 - 12,219 - 12,219 - 157 (3,480) - 3,941 12,376 905 182,078 737 55 - 11,474 737 55 - 8,951 - - - 2,523 - - - 1,763 - - - 760 737 55 - 11,474 The net assets of Emerging Markets are stated after eliminating investments in Group equity and debt instruments of GBP340 million (2009: GBP340 million) held in policyholder funds. These include investments in the Company`s ordinary shares and subordinated liabilities and preferred securities issued by the Group`s banking subsidiary Nedbank Limited. All Emerging Markets debt relates to life assurance. All other debt relates to other shareholders` net assets. B6: Statement of financial position - segment information year ended 31 December 2009 Long-Term Savings Emerging Nordic Retail Europe
At 31 December 2009 Markets Assets Goodwill and other intangible assets 106 1,035 563 Goodwill 91 219 204 Present value of acquired in-force business - 624 265 Software development 6 1 3 Other intangibles 9 191 91 Mandatory reserve deposits with central banks - - - Property, plant and equipment 336 7 4 Investment property 1,518 - - Deferred tax assets 54 108 17 Investments in associated undertakings and joint ventures 20 2 - Deferred acquisition costs 123 49 275 Insurance contracts - 2 - Investment contracts 107 47 271 Asset management 16 - 4 Reinsurers` share of life assurance policyholder liabilities 11 10 6 Insurance contracts 11 7 4 Unit-linked investment contracts and similar contracts - - - Outstanding claims - 3 2 Reinsurers` share of general insurance liabilities - - - Deposits held with reinsurers - 108 - Loans and advances 340 4,209 2 Policyholder loans 58 2 2 Other loans and advances 282 4,207 - Investments and securities 27,603 10,836 3,693 Government and government-guaranteed securities 3,586 150 60 Listed other debt securities, preference shares and debentures 1,825 1,453 53 Unlisted other debt securities, preference shares and debentures 2,989 - 2 Listed equity securities 8,854 1 10 Unlisted equity securities 1,223 15 - Listed pooled investments 457 547 - Unlisted pooled investments 6,123 8,670 3,568 Short-term funds and securities treated as investments 2,543 - - Other securities 3 - - Current tax receivable 4 4 16 Client indebtedness for acceptances - - - Trade, other receivables and other assets 630 155 58 Derivative financial instruments - assets 327 9 - Cash and cash equivalents 189 344 81 Non-current assets held for sale - - - Inter-segment assets 1,352 59 23 Total assets 32,613 16,935 4,738 Wealth Total Long Management Term Savings At 31 December 2009 Assets Goodwill and other intangible assets 1,602 3,306 Goodwill 656 1,170 Present value of acquired in-force business 671 1,560 Software development 35 45 Other intangibles 240 531 Mandatory reserve deposits with central banks - - Property, plant and equipment 19 366 Investment property 2 1,520 Deferred tax assets 23 202 Investments in associated undertakings and joint ventures - 22 Deferred acquisition costs 778 1,225 Insurance contracts 50 52 Investment contracts 654 1,079 Asset management 74 94 Reinsurers` share of life assurance policyholder liabilities 772 799 Insurance contracts 45 67 Unit-linked investment contracts and similar contracts 717 717 Outstanding claims 10 15 Reinsurers` share of general insurance liabilities - - Deposits held with reinsurers - 108 Loans and advances 148 4,699 Policyholder loans 148 210 Other loans and advances - 4,489 Investments and securities 35,120 77,252 Government and government-guaranteed securities 251 4,047 Listed other debt securities, preference shares and debentures - 3,331 Unlisted other debt securities, preference shares and debentures 104 3,095 Listed equity securities - 8,865 Unlisted equity securities - 1,238 Listed pooled investments 437 1,441 Unlisted pooled investments 34,327 52,688 Short-term funds and securities treated as investments 1 2,544 Other securities - 3 Current tax receivable 86 110 Client indebtedness for acceptances - - Trade, other receivables and other assets 232 1,075 Derivative financial instruments - assets - 336 Cash and cash equivalents 278 892 Non-current assets held for sale - - Inter-segment assets 277 1,711 Total assets 39,337 93,623 Nedbank M&F USAM Other 543 30 1,171 13 393 11 1,142 13 - - - - 150 19 1 - - - 28 - 882 - - - 417 23 19 2 18 - - - 24 6 147 8 82 - 7 24 2 17 29 - - 17 - - - - - - 2 - 29 - 22 - - - 22 - - - - - - - - - - - - 120 - - - 3 - - 37,638 2 - - - - - - 37,638 2 - - 5,501 425 162 43 2,044 - - - 2,532 2 - - - 4 - - 41 87 - - 209 6 - - 675 41 122 - - - 40 - - 285 - - - - - 43 51 - - 8 170 - - - 432 96 126 111 1,067 - - 154 660 79 173 425 1 - - - 148 48 1 1,363 47,658 849 1,835 2,151 GBPm Bermuda Consolidation Total adjustments
US Life 2 94 - 5,159 - - - 2,729 - 89 - 1,649 2 5 - 222 - - - 559 - - - 882 - 1 - 828 - - 221 1,759 - 183 - 570 - - - 135 194 1,671 - 3,138 194 1,671 - 1,934 - - - 1,079 - - - 125 - 475 - 1,296 - 450 - 539 - - - 717 - 25 - 40 - - - 120 - 35 - 146 - 54 - 42,393 - 53 - 263 - 1 - 42,130 2,942 10,045 2,091 98,461 - 302 1,775 8,168 461 6,766 1,729 14,821 167 2,439 - 5,705 - - 9,503 18,496 37 - - 1,490 2,059 3 1,400 5,741 - 16 (12,678) 40,066 218 519 293 3,859 - - 69 115 - - - 169 - - - 170 878 213 120 3,051 - 187 802 2,546 32 4 717 2,982 - - - 1 564 74 (3,909) - 4,612 13,036 42 163,806 Long-Term Savings At 31 December 2009 Emerging Nordic Retail Europe Notes Markets Liabilities Life assurance policyholder liabilities 28,655 9,514 3,689 Insurance contracts 11,783 74 121 Unit-linked investment contracts and similar contracts 9,838 9,335 3,560 Other investment contracts 115 - - Discretionary participating investment contracts 6,639 - - Outstanding claims 280 105 8 General insurance liabilities - - - Third-party interests in consolidated funds - - - Borrowed funds E1 272 26 - Senior debt securities - 26 - Mortgage backed securities - - - Subordinated debt securities 272 - - Provisions F1 147 11 8 Deferred revenue 23 5 160 Life assurance 16 5 155 Asset management 7 - 5 General insurance - - - Deferred tax liabilities 200 113 124 Current tax payable 70 20 2 Trade, other payables and other liabilities 1,512 203 79 Liabilities under acceptances - - - Amounts owed to bank depositors - 5,448 - Derivative financial instruments - liabilities 141 22 - Non-current liabilities held for sale - - - Intersegment liabilities 51 37 - Total liabilities 31,071 15,399 4,062 Net assets 1,542 1,536 676 Equity Equity attributable to equity holders of the parent 1,540 1,536 676 Non-controlling interests 2 - - Non-controlling interests - ordinary shares F2(b) 2 - - Non-controlling interests - preference shares F2(b) - - - Total equity 1,542 1,536 676 Total Wealth Long Management Term Savings At 31 December 2009 Liabilities Life assurance policyholder liabilities 35,554 77,412 Insurance contracts 901 12,879 Unit-linked investment contracts and similar contracts 34,639 57,372 Other investment contracts - 115 Discretionary participating investment contracts - 6,639 Outstanding claims 14 407 General insurance liabilities - - Third-party interests in consolidated funds - - Borrowed funds E1 - 298 Senior debt securities - 26 Mortgage backed securities - - Subordinated debt securities - 272 Provisions F1 33 199 Deferred revenue 456 644 Life assurance 379 555 Asset management 77 89 General insurance - - Deferred tax liabilities 167 604 Current tax payable 37 129 Trade, other payables and other liabilities 550 2,344 Liabilities under acceptances - - Amounts owed to bank depositors - 5,448 Derivative financial instruments - liabilities - 163 Non-current liabilities held for sale - - Intersegment liabilities 181 269 Total liabilities 36,978 87,510 Net assets 2,359 6,113 Equity Equity attributable to equity holders of the parent 2,359 6,111 Non-controlling interests - 2 Non-controlling interests - ordinary shares - 2 Non-controlling interests - preference shares - - Total equity 2,359 6,113 Nedbank M&F USAM Other 661 - - - 95 - - - - - - - 566 - - - - - - - - - - - - 372 - - - - - - 1,614 - - 1,397 484 - - 636 118 - - - 1,012 - - 761 1 21 2 40 1 9 - - 1 - - - - - - - - 9 - - 148 2 - 25 21 - 10 45 897 118 221 120 170 - - - 38,687 - - - 969 - - 59 - - - - 697 - 1,202 1,571 43,866 522 1,435 3,257 3,792 327 400 (1,106) 2,084 265 371 (1,552) 1,708 62 29 446 1,444 62 29 - 264 - - 446 3,792 327 400 (1,106) GBPm Bermuda US Life Total Consolidation adjustments
4,178 11,625 - 93,876 3,788 10,787 - 27,549 - - - 57,372 390 788 - 1,859 - - - 6,639 - 50 - 457 - - - 372 - - 2,906 2,906 - - - 3,309 - - - 1,146 - - - 118 - - - 2,045 - - - 263 - - - 654 - - - 556 - - - 89 - - - 9 - 126 - 905 5 - - 210 (9) 359 255 4,305 - - - 170 - - - 44,135 - 9 790 1,990 - - - - - 170 (3,909) - 4,174 12,289 42 153,095 438 747 - 10,711 438 747 - 8,464 - - - 2,247 - - - 1,537 - - - 710 438 747 - 10,711 C: Other key performance information C1: Operating profit adjusting items (a) Summary of adjusting items In determining the adjusted operating profit of the Group for core operations certain adjustments are made to profit before tax to reflect the directors` view of the underlying long-term performance of the Group. The following table shows an analysis of those adjustments from adjusted operating profit to profit before and after tax. GBPm Notes Year ended 31 December 2010 Emerging Nordic
Markets Income/(expense) Goodwill impairment and impact of acquisition accounting C1(b) (2) (89) Loss on disposal of subsidiaries, associated undertakings and strategic investments C1(c) - - Short-term fluctuations in investment return C1(d) 1 (1) Investment return adjustment for Group equity and debt instruments held in life funds C1(e) (10) - Dividends declared to holders of perpetual preferred callable securities C1(f) - - US Asset Management equity plans and non-controlling interests C1(g) - - Credit-related fair value losses on Group debt instruments C1(h) - - Total adjusting items (11) (90) Tax on adjusting items D1(d) 10 3 Non-controlling interest in adjusting itemsF11(a)(iii) - - Total adjusting items after tax and non-controlling interests (1) (87) Year ended 31 December 2010 Long-Term Savings Retail Wealth Long-Term Notes Europe Management Savings Income/(expense) Goodwill impairment and impact of acquisition accounting C1(b) (41) (74) (206) Loss on disposal of subsidiaries, associated undertakings and strategic investments C1(c) - - - Short-term fluctuations in investment return C1(d) 1 (71) (70) Investment return adjustment for Group equity and debt instruments held in life funds C1(e) - - (10) Dividends declared to holders of perpetual preferred callable securities C1(f) - - - US Asset Management equity plans and non-controlling interests C1(g) - - - Credit-related fair value losses on Group debt instruments C1(h) - - - Total adjusting items (40) (145) (286) Tax on adjusting items D1(d) 15 5 33 Non-controlling interest in adjusting items - - - Total adjusting items after tax and non-controlling interests F11(a)(iii) (25) (140) (253) GBPm Notes Year ended 31 December 2009* Emerging Nordic Markets Income/(expense) Goodwill impairment and impact of acquisition accounting C1(b) (1) (12) (Loss)/profit on disposal of subsidiaries, associated undertakings and strategic investments C1(c) (51) - Short-term fluctuations in investment return C1(d) (38) (1) Investment return adjustment for Group equity and debt instruments held in life funds C1(e) (109) - Dividends declared to holders of perpetual preferred callable securities C1(f) - - US Asset Management equity plans and non-controlling interests C1(g) - - Credit-related fair value gains on Group debt instruments C1(h) - - Total adjusting items (199) (13) Tax on adjusting items D1(d) (1) 9 Non-controlling interest in adjusting items F2(a)(iii) - - Total adjusting items after tax and non-controlling interests (200) (4) Year ended 31 December 2009* Long-Term Savings Retail Wealth Long-Term Europe Management Savings Income/(expense) Goodwill impairment and impact of acquisition accounting (243) (167) (423) (Loss)/profit on disposal of subsidiaries, associated undertakings and strategic investments - (7) (58) Short-term fluctuations in investment return 1 (88) (126) Investment return adjustment for Group equity and debt instruments held in life funds - - (109) Dividends declared to holders of perpetual preferred callable securities - - - US Asset Management equity plans and non-controlling interests - - - Credit-related fair value gains on Group debt instruments - - - Total adjusting items (242) (262) (716) Tax on adjusting items 14 37 59 Non-controlling interest in adjusting items - - - Total adjusting items after tax and non-controlling interests (228) (225) (657) * The year ended 31 December 2009 has been restated to reflect US Life as non- core and discontinued. GBPm Nedbank M&F USAM Other Total (6) - (2) - (214) (1) - (21) - (22) - (7) - (6) (83)
- - - - (10) - - - 44 44 - - 6 - 6 (20) - - (183) (203) (27) (7) (17) (145) (482) 7 (4) 6 (6) 36 30 - (9) - 21 10 (11) (20) (151) (425)
GBPm Nedbank M&F USAM Other Total Restated (4) - (2) - (429)
- - 1 7 (50) - (10) - (30) (166) - - - - (109) - - - 45 45
- - (1) - (1) - - - (263) (263) (4) (10) (2) (241) (973) - 3 2 64
19 7 (3) - 23 15 - (3) (241) (886) (b) Goodwill impairment and impact of acquisition accounting Acquisition date deferred acquisition costs and deferred revenues are not recognised. These are reversed in the acquisition statement of financial position and replaced by goodwill, other intangible assets and the value of the acquired present value of in-force business (`acquired PVIF`). In determining its adjusted operating profit the Group recognises deferred revenue and acquisition costs in relation to policies sold by acquired businesses pre- acquisition, and excludes the impairment of goodwill and the amortisation of acquired other intangibles and acquired PVIF and the movements in certain acquisition date provisions. Goodwill impairment and acquisition accounting adjustments to adjusted operating profit are summarised below: Year ended 31 December 2010 Emerging Nordic Retail Wealth
Markets Europe Management Amortisation of acquired PVIF - (116) (21) (77) Amortisation of acquired deferred costs and revenue - 23 (7) 34 Amortisation of other acquired intangible assets (1) (26) (13) (35) Change in acquisition date provisions - 30 - 4 Goodwill impairment (1) - - - (2) (89) (41) (74) Year ended 31 December 2010 Nedbank USAM Total
Amortisation of acquired PVIF - - (214) Amortisation of acquired deferred costs and revenue - - 50 Amortisation of other acquired intangible assets (6) (2) (83) Change in acquisition date provisions - - 34 Goodwill impairment - - (1) (6) (2) (214) Year ended 31 December 2009* Emerging Nordic Retail Wealth
Markets Europe Management Amortisation of acquired PVIF - (106) (37) (86) Amortisation of acquired deferred costs and revenue 1 21 (5) 34 Amortisation of other acquired intangible assets (2) (25) (14) (36) Change in acquisition date provisions - 98 - - Goodwill impairment - - (187) (79) (1) (12) (243) (167) Nedbank USAM Total Restated
Amortisation of acquired PVIF - - (229) Amortisation of acquired deferred costs and revenue - - 51 Amortisation of other acquired intangible assets (4) (2) (83) Change in acquisition date provisions - - 98 Goodwill impairment - - (266) (4) (2) (429) * The year ended 31 December 2009 has been restated to reflect US Life as non- core and discontinued. (c) (Loss)/profit on disposal of subsidiaries, associated undertakings and strategic investments On 27 August 2010 USAM disposed of a subsidiary at a loss of GBP21 million. In August 2008, an agreement with ABN AMRO Asset Management Asia and their parent company, Fortis Bank was entered into to acquire the 49% stake that Fortis held in AATEDA, a major Chinese asset management joint venture for EUR165 million. On 27 May 2009 the termination of this agreement with ABN AMRO Asset Management Asia and Fortis Bank was announced, with an exit fee of GBP41 million which has been accounted for as a loss on disposal. (Loss)/profits on the disposal of subsidiaries, associated undertakings and strategic investments are analysed below: GBPm Year ended Year ended 31 December 31 December 2010 2009
Emerging Markets - (51) Wealth Management - (7) Total Long-Term Savings - (58) Nedbank (1) - USAM (21) 1 Other - 7 (Loss)/profit on disposal of subsidiaries, associated undertakings and strategic investments (22) (50) (d) Long-term investment return Profit before tax includes actual investment returns earned on the shareholder assets of the Group`s life assurance and general insurance businesses. Adjusted operating profit is stated after recalculating shareholder asset investment returns based on a long-term investment return rate. The difference between the actual and the long-term investment returns are short-term fluctuations in investment return. Long-term rates of return are based on achieved real rates of return appropriate to the underlying asset base, adjusted for current inflation expectations, default assumptions, costs of investment management and consensus economic investment forecasts, and are reviewed frequently, usually annually, for appropriateness. These rates of return have been selected with a view to ensuring that returns credited to adjusted operating profit are consistent with the actual returns expected to be earned over the long-term. For Emerging Markets, the return is applied to an average value of investible shareholders` assets, adjusted for net fund flows. For Nordic, Retail Europe and Wealth Management, the return is applied to average investible assets. For M&F general insurance business, the return is an average value of investible assets supporting shareholders` funds and insurance liabilities, adjusted for net fund flows. % Year ended Year ended Long-term investment rates 31 December 31 December 2010 2009
Emerging Markets 9.4 13.3 Nordic 1.8 1.8 Retail Europe 2.5 2.8 Wealth Management 2.0 5.0 M&F 9.4 13.3 Analysis of short-term fluctuations in investment return Year ended 31 December 2010 Emerging Nordic Retail Wealth Markets Europe Management*
Long-term investment return 108 2 1 132 Less: Actual shareholder investment return 109 1 2 61 Short-term fluctuations in investment return (1) 1 (1) 71 GBPm Year ended 31 December 2010 Total M&F Other Total Long-Term
Savings Long-term investment return 243 56 31 330 Less: Actual shareholder investment return 173 49 25 247 Short-term fluctuations in investment return 70 7 6 83 Emerging Nordic Retail Europe Wealth Year ended 31 December 2009** Markets Management* Long-term investment return 126 1 1 109 Less: Actual shareholder investment return 88 - 2 21 Short-term fluctuations in investment return 38 1 (1) 88 GBPm Year ended 31 December 2009** Total M&F Other Total Long-Term Restated Savings Long-term investment return 237 60 91 388 Less: Actual shareholder investment return 111 50 61 222 Short-term fluctuations in investment return 126 10 30 166 * Wealth Management long-term investment return includes of GBP121 million (2009: GBP96m) in respect of income tax attributable to policyholder returns. ** The year ended 31 December 2009 has been restated to reflect US Life as non- core and discontinued. (e) Investment return adjustment for Group equity and debt instrument held in life funds Adjusted operating profit includes investment returns on policyholder investments in Group equity and debt instruments held by the Group`s life funds. These include investments in the Company`s ordinary shares, and the subordinated liabilities and ordinary securities of Nedbank. These investment returns are eliminated within the consolidated income statement in arriving at profit before tax, but are included in adjusted operating profit. In 2010 the investment return adjustment increased adjusted operating profit by GBP10 million (2009: increase of GBP109 million). (f) Dividends declared to holders of perpetual preferred callable securities Dividends declared to the holders of the Group`s perpetual preferred callable securities were GBP44 million in the year ended 31 December 2010 (2009: GBP45 million). These are recognised in finance costs on an accruals basis for the purpose of determining adjusted operating profit. In the IFRS financial statements this cost is recognised in equity. (g) US Asset Management equity plans and non-controlling interests US Asset Management has a number of long-term incentive arrangements with senior employees in its asset management affiliates. In accordance with IFRS requirements the cost of these schemes is disclosed as being attributable to non-controlling interests. However, this is treated as a compensation expense in determining adjusted operating profit. The loss recognised in 2010 was GBP6 million (2009: gain GBP1 million). The Group has issued put options to senior employees as part of some of its US affiliate incentive schemes. The impact of revaluing these instruments is recognised in accordance with IFRS, but excluded from adjusted operating profit. As at 31 December 2010 these instruments were revalued, the impact of which was GBP3 million (2009: GBP4 million). (h) Credit-related fair value gains and losses on Group debt instruments The narrowing of credit spread of the Group`s debt instruments in the market price has resulted in losses of GBP183 million (2009: losses due to narrowing of GBP263 million) on Other operating segments and GBP20 million (2009: GBP nil) in Nedbank being recorded in the Group`s income statement for those instruments that are recorded at fair value. In the directors` view, such movements are not reflective of the underlying performance of the Group and will reverse over time. They have therefore been excluded from adjusted operating profit. C2 Foreign currencies The principal exchange rates used to translate the operating results, assets and liabilities of key foreign business segments to Sterling are: Income Statement of statement financial position (average rate) (closing rate)
31 December 2010 Rand 11.3095 10.2796 US Dollars 1.5459 1.5530 Swedish Kronor 11.1364 10.4227 Euro 1.1650 1.1614 31 December 2009 Rand 13.1746 11.9172 US Dollars 1.5655 1.6148 Swedish Kronor 11.9743 11.5562 Euro 1.1227 1.1268 C3: Earnings and earnings per share (a) Basic and diluted earnings per share Basic earnings per share is calculated by dividing the profit for the financial year attributable to ordinary equity shareholders by the weighted average number of ordinary shares in issue during the year excluding own shares held in policyholder funds, ESOP trusts, Black Economic Empowerment trusts and other related undertakings. GBPm Year ended Year ended 31 December 31 December
2010 2009 Profit/(loss) for the financial year attributable to equity holders of the parent from continuing operations 431 (269) Loss for the financial year attributable to equity holders of the parent from discontinued operations (713) (71) Loss for the financial year attributable to equity holders of the parent (282) (340) Dividends declared to holders of perpetual preferred callable securities (32) (32) Loss attributable to ordinary equity holders (314) (372) Total dividends declared to holders of perpetual preferred callable securities of GBP44 million in 2010 (2009: GBP45 million) are stated net of tax credits of GBP12 million (2009: GBP13 million). Millions Year ended Year ended
31 December 31 December 2010 2009 Weighted average number of ordinary shares in issue 5,422 5,277 Shares held in charitable foundations (7) (7) Shares held in ESOP trusts (56) (41) Adjusted weighted average number of ordinary shares 5,359 5,229 Shares held in life funds (205) (236) Shares held in Black Economic Empowerment trusts (295) (235) Weighted average number of ordinary shares 4,859 4,758 Basic earnings per ordinary share (pence) (6.5) (7.8) Diluted earnings per share recognises the dilutive impact of share options held in ESOP trusts and Black Economic Empowerment trusts which are currently in the money in the calculation of the weighted average number of shares, as if the relevant shares were in issue for the full period. Millions Year ended Year ended
31 December 31 December 2010 2009 Weighted average number of ordinary shares 4,859 4,758 Adjustments for share options held by ESOP trusts 137 - Adjustments for shares held in Black Economic Empowerment trusts 295 - 5,291 4,758 Diluted earnings per ordinary share (pence) (6.1) (7.8) No adjustments to the weighted average number of ordinary shares have been effected for 2009 in order to calculate the diluted earnings per ordinary share as any adjustments would be antidilutive. (b) Adjusted operating earnings per ordinary share Adjusted operating earnings per ordinary share is determined based on adjusted operating profit. Adjusted operating profit represents the directors` view of the underlying performance of the Group. For long-term and general insurance business adjusted operating profit is based on long-term investment return, including investment returns on life funds` investments in Group equity and debt instruments and is stated net of income tax attributable to policyholder returns. For the US Asset Management business it includes compensation costs in respect of certain long-term incentive schemes defined as non-controlling interests in accordance with IFRS. For all businesses, adjusted operating profit excludes goodwill impairment, the impact of acquisition accounting, revaluations of put options related to long-term incentive schemes, the impact of closure of unclaimed shares trusts, profit/(loss) on disposal of subsidiaries, associated undertakings and strategic investments, dividends declared to holders of perpetual preferred callable securities, income/(expense) from closure of unclaimed shares trusts and fair value gains/(losses) on Group debt instruments. The reconciliation of profit for the financial year to adjusted operating profit after tax attributable to ordinary equity holders is as follows: GBPm Year ended Year ended 31 December 31 December
2010 2009 Restated Loss for the financial year attributable to equity holders of the parent (282) (340) Adjusting items 482 973 Tax on adjusting items (36) (64) Non-core operations (1) (12) Loss from discontinued operations - US Life 713 71 Non-controlling interest on adjusting items (21) (23) Adjusted operating profit after tax attributable to ordinary equity holders 855 605 Adjusted weighted average number of ordinary shares - (millions) 5,359 5,229 Adjusted operating earnings per ordinary share - (pence) 16.0 11.6 (c) Headline earnings per share In accordance with the JSE Limited (JSE) listing requirements, the Group is required to calculate a `headline earnings per share` (HEPS), determined by reference to the South African Institute of Chartered Accountants` circular 8/2007 `Headline Earnings`. The table below sets out a reconciliation of basic earnings per ordinary share and HEPS in accordance with that circular. Disclosure of HEPS is not a requirement of International Financial Reporting Standards. Year ended
31 December 2010 Gross Net Loss for the financial year attributable to equity holders of the parent (282) (282) Dividends declared to holders of perpetual preferred callable securities (32) (32) Loss attributable to ordinary equity holders (314) (314) Adjustments: Impairments of goodwill and intangible assets 20 20 Impairment of discontinued operations 827 827 Loss/(profit) on disposal of subsidiaries, associated undertakings and strategic investments 22 17 Realised gains/losses (including impairments) on available-for-sale financial assets (12) (12) Headline earnings 543 538 Weighted average number of ordinary shares 4,859 4,859 Diluted weighted average number of ordinary shares 5,291 5,291 Headline earnings per share (pence) 11.2 11.1 Diluted headline earnings per share (pence) 10.1 10.0 GBPm
Year ended 31 December 2009 Restated Gross Net
Loss for the financial year attributable to equity holders of the parent (340) (340) Dividends declared to holders of perpetual preferred callable securities (32) (32) Loss attributable to ordinary equity holders (372) (372) Adjustments: Impairments of goodwill and intangible assets 266 266 Impairment of discontinued operations - - Loss/(profit) on disposal of subsidiaries, associated undertakings and strategic investments 50 53 Realised gains/losses (including impairments) on available-for-sale financial assets 239 239 Headline earnings 183 186 Weighted average number of ordinary shares 4,758 4,758 Diluted weighted average number of ordinary shares 5,109 5,109 Headline earnings per share (pence) 3.8 3.9 Diluted headline earnings per share (pence) 3.6 3.6 C4: Dividends Dividends paid were as follows: GBPm
Year ended Year ended 31 December 31 December 2010 2009 2009 Final dividend paid - 1.5p per 10p share 77 - 2010 Interim dividend paid - 1.1p per 10p share 54 - Dividends to ordinary equity holders 131 - Dividends declared to holders of perpetual preferred callable securities 44 45 Dividend payments for the year 175 45 Dividends paid to ordinary equity holders, as above, are calculated using the number of shares in issue at the record date, less treasury shares held in ESOP trusts, life funds of Group companies, Black Economic Empowerment trusts and related undertakings. As a consequence of the exchange control arrangements in place in certain African territories, dividends to ordinary equity holders on the branch registers of those countries (or, in the case of Namibia, the Namibian section of the principal register) are settled through Dividend Access Trusts established for that purpose. In March and November 2010, GBP22 million and GBP22 million respectively were declared and paid to holders of perpetual preferred callable securities (March 2009: GBP22 million and November 2009: GBP23 million). A final dividend of 2.9 pence per 10p share has been recommended by the directors. Subject to shareholders` approval, the dividend will be paid on 31 May 2011 to shareholders on the register at the close of business on 15 April 2011. The dividend will absorb an estimated GBP142 million of shareholders` funds before taking into account any election for the scrip dividend alternative. The Company is planning to offer a scrip dividend alternative for eligible shareholders. D: Other income statement notes D1: Income tax expense/(credit) (a) Analysis of total income tax expense/(credit) GBPm
Year ended Year ended 31 December 31 December 2010 2009 Restated
Current tax United Kingdom tax Corporation tax 23 46 Overseas tax South Africa 346 257 United States (4) (7) Europe 61 49 Secondary Tax on Companies (STC) 4 13 Prior year adjustments (1) 14 Total current tax 429 372 Deferred tax Origination and reversal of temporary differences (10) 105 Changes in tax rates/bases (4) - Write down/recognition of deferred tax assets 41 (77) Total deferred tax 27 28 Total income tax expense/(credit) 456 400 (b) Reconciliation of total income tax expense/(credit) GBPm Year ended Year ended
31 December 31 December 2010 2009 Restated Profit before tax 1,145 353 Tax at standard rate of 28% (2009: 28%) 321 99 Different tax rate or basis on overseas operations (22) (2) Untaxed and low taxed income (171) (83) Disallowable expenses 124 180 Net movement on deferred tax assets not recognised 92 69 Effect on deferred tax of changes in tax rates (7) (2) STC (3) 19 Income tax attributable to policyholder returns 134 142 Other (12) (22) Total income tax expense/(credit) 456 400 (c) Income tax relating to components of other comprehensive income GBPm Year ended Year ended 31 December 31 December 2010 2009
Restated Preferred perpetual callable securities (12) (13) Other (1) - Income tax expense/(credit) - continuing operations (13) (13) Fair value gains/(losses) 181 428 Shadow accounting (114) (18) Income tax expense/(credit) - discontinued operations 67 410 Income tax expense/(credit) relating to components of other comprehensive income 54 397 (d) Income tax on adjusted operating profit GBPm Year ended Year ended 31 December 31 December
2010 2009 Restated Income tax expense/(credit) 456 400 Tax on adjusting items Impact of acquisition accounting 35 40 Profit on disposal of subsidiaries, associated undertakings and strategic investments 5 (2) Short-term fluctuations in investment return 3 39 Income tax attributable to policyholders returns (149) (192) Tax on dividends declared to holders of perpetual preferred callable securities recognised in equity (12) (13) Fair value gains and losses on group debt instruments 5 - Tax on non-core operations 4 11 Income tax on adjusted operating profit 347 283 E1: Borrowed funds Group Nedbank At excluding 31 December Notes Nedbank 2010 Senior debt securities and term loans E1(a) 550 1,186 1,736 Mortgage backed securities E1(b) - 112 112 Subordinated debt securities (net of Group holdings) E1(c) 1,198 1,158 2,356 Borrowed funds 1,748 2,456 4,204 Other issues treated as equity for accounting purposes US$750 million cumulative preference F2(b) 458 securities EUR500 million perpetual preferred callable securities F2(b) 338 GBP350 million perpetual preferred callable securities F2(b) 350 Total: Book value 2,894 Nominal value of the above 3,045 GBPm Group Nedbank At excluding 31 December Nedbank 2009
Senior debt securities and term loans 662 484 1,146 Mortgage backed securities - 119 119 Subordinated debt securities (net of Group holdings) 1,034 1,010 2,044 Borrowed funds 1,696 1,613 3,309 Other issues treated as equity for accounting purposes US$750 million cumulative preference 458 securities EUR500 million perpetual preferred callable securities 338 GBP350 million perpetual preferred callable securities 350 Total: Book value 2,842 Nominal value of the above 3,162 The table below is a maturity analysis of liability cash flows based on contractual maturity dates for borrowed funds. Maturity analysis is undiscounted and based on year end exchange rates. Group Nedbank At excluding 31 December
Nedbank 2010 Less than 1 year 498 323 821 Greater than 1 year and less than 5 years 921 2,164 3,085 Greater than 5 years 880 722 1,602 Total 2,299 3,209 5,508 GBPm Group Nedbank At excluding 31 December
Nedbank 2009 Less than 1 year 219 156 375 Greater than 1 year and less than 5 years 1,413 1,226 2,639 Greater than 5 years 899 1,033 1,932 Total 2,531 2,415 4,946 (a) Senior debt securities and term loans Group Nedbank At excluding 31 December
Nedbank 2010 Floating rate notes1 86 720 806 Fixed rate notes2 462 466 928 Revolving credit facility3 - - - Term loan and other loans 2 - 2 Total senior debt securities and term loan 550 1,186 1,736 GBPm
Group Nedbank At excluding 31 December Nedbank 2009 Floating rate notes1 114 265 379 Fixed rate notes2 548 219 767 Revolving credit facility3 - - - Term loan and other loans - - - Total senior debt securities and term loan 662 484 1,146 Senior debt securities and term loan comprise: 1. Floating rate notes Nedbank - R1,690 million unsecured senior debt repayable September 2012 at 3 month JIBAR + 1.5%. - R1,044 million unsecured senior debt repayable September 2015 at JIBAR + 2.20%. - R1,750 million unsecured senior debt repayable March 2013 inflation linked (3.9% real yield). - R98 million unsecured senior debt repayable March 2013 inflation linked (3.8% real yield). - R1,552 million unsecured senior debt repayable April 2013 JIBAR +1.48%. - R1,027 million unsecured senior debt repayable April 2015 JIBAR +1.75%. - R80 million unsecured senior debt repayable April 2020 JIBAR +2.15%. Group excluding Nedbank - R550 million repayable August 2010 at 3 month ZAR - JIBAR-SAFEX + 4.5% - repaid. - R100 million repayable February 2011 at 3 month ZAR - JIBAR-SAFEX + 4.5% - repaid. - US$50 million repayable September 2011 at 3 month LIBOR plus 0.50%. - EUR22 million repayable January 2010 at 3 month EURIBOR plus 0.35%. - repaid - SEK50 million repayable March 2010 at 3 month STIBOR plus 0.38% - repaid. - GBP3 million note repayable in December 2010, with holders having the option to elect for early redemption every six months with coupon referenced against six month LIBOR less 0.50% - repaid. 2. Fixed rate notes Nedbank - R130 million unsecured senior debt repayable October 2024 at zero coupon. - R3,244 million unsecured senior debt repayable September 2015 at 10.55%. - R762 million unsecured senior debt repayable September 2019 at 11.39%. - R478 million unsecured senior debt repayable April 2015 at R157 +1.75%. Group excluding Nedbank - GBP500 million euro bond repayable October 2016 at 7.125%. - US$ 16.5 million secured senior debt repayable August 2014 at 5.23%. - EUR30 million euro bond repayable July 2010, capital and interest swapped into fixed rate US dollars at 5.28% - Repaid. - EUR10 million euro bond repayable December 2010, capital and interest swapped into floating rate US dollars at 3 month LIBOR + 0.95% - repaid. - EUR20 million euro bond repayable August 2013, capital and interest swapped into floating rate US dollars at 3 month LIBOR + 1.30% - repaid. The total fair value of the swap derivatives associated with the Senior notes is GBPnil (2009: GBP12 million). These are recognised as assets and are included within note E5. 3. Revolving credit facilities and irrevocable letters of credit The Group has a GBP1,250 million five-year multi-currency revolving credit facility, which had an original maturity date of September 2010. On 18 August 2007 syndicate banks agreed to extend the maturity date of GBP1,232 million of the facility until September 2012. At 31 December 2010 GBP499 million (2009: GBP480 million) of this facility was utilised, GBPnil (2009: GBPnil) in the form of drawn debt and GBP499 million (2009: GBP480 million) in the form of irrevocable letters of credit. The Group has committed standby facilities totalling GBP275 million, which were put in place in December 2010 and have a latest maturity date of 29 June 2012. The Group has a SEK1,500 million revolving credit facility, which has a maturity date of 1 July 2011. At 31 December 2010 this facility was undrawn (2009: undrawn). (b) Mortgage backed securities - Nedbank GBPm At At
31 December 31 December 2010 2009 R291 million notes (class A1) repayable 18 November 2039 (11.467%) 4 25 R1.4 billion notes (class A2A) repayable 18 November 2039 (11.817%) 96 84 R98 million notes (class B note) repayable 18 November 2039 (12.067%) 7 6 R76 million notes (class C note) repayable 18 November 2039 (13.317%) 5 4 112 119 (c) Subordinated debt securities GBPm At At 31 December 31 December 2010 2009 Nedbank R1.5 billion repayable 24 April 2016 (7.85%)(1) 148 126 R1.8 billion repayable 20 September 2018 (9.84%)(2) 186 149 R500 million repayable on 30 December 2010 (8.38%)(3) - 41 R650 million repayable 8 February 2017 (9.03%)(4) 67 55 R1.7 billion repayable 8 February 2019 (8.9%)(5) 171 138 R2.0 billion repayable 6 July 2022 (3 month JIBAR plus 0.47%)(6) 198 171 R500 million repayable 15 August 2012 (3 month JIBAR plus 0.45%)(7) 49 42 R1.0 billion repayable 17 September 2020 (10.54%)(8) 105 84 R500 million repayable 14 December 2017 (3 month JIBAR plus 0.70%)(9) 49 42 R120 million repayable 14 December 2017 (10.38%)(10) 12 10 R487 million repayable 20 November 2018 (15.05%)(1) 51 41 R1,265 million repayable 20 November 2018 (JIBAR plus 4.75%)(12) 125 108 R300 million repayable on 4 December 2013 (JIBAR + 2.5%)(13) 15 13 US$100 million repayable on 3 March 2022 (3 month USD LIBOR)(14) 65 62 1,241 1,082 Less: banking subordinated debt securities held by other Group companies (83) (72) Banking subordinated debt securities (net of Group holdings) 1,158 1,010 Group excluding Nedbank R3.0 billion repayable 27 October 2015 (8.9%)(15) 293 252 GBP300 million repayable 21 January 2016 (5.0%)(16) 296 252 R250 million preference shares repayable 9 June 2011(17) - repaid - 21 EUR750 million repayable 18 January 2017 (4.5%)(18) 609 509 1,198 1,034
Total subordinated liabilities 2,356 2,044 The subordinated notes rank behind the claims against the Group depositors and other unsecured, unsubordinated creditors. None of the Group`s subordinated notes are secured. 1. Unsecured secondary callable note was issued 24 April 2006 with a call date of 24 April 2011. 2. Unsecured secondary callable note was issued 20 September 2006 at R1.5 billion with a call date of 20 September 2013. On 18 May 2007 an additional R0.3 billion was issued. 3. Unsecured callable Bonds issued 30 March 2006. 4. Unsecured secondary callable note was issued 8 February 2007 with a call date of 8 February 2012. 5. Unsecured secondary callable note was issued 8 February 2007 at R1.0 billion. On 19 March 2007 an additional R0.7 billion was issued. 6. Unsecured secondary capital callable note issued 6 July 2007 and has a call date of 6 July 2017. 7. This bond issued on 15 August 2007 is an unsecured secondary capital callable floating rate note with a call date 15 August 2012. 8. This bond issued on 17 September 2007 is an unsecured fixed rate note with a term of 13 years (non-call 8 year). 9. This bond issued on 14 December 2007 is a 10 year (non-call 5 year) floating rate note. After its call date on 14 December 2012 its terms become JIBAR plus 1.70% until maturity. 10. This bond issued on 14 December 2007 is a 10 year (non-call 5 year) fixed rate note. After its call date its terms become floating 3 month JIBAR plus initial margin over mid swaps plus 1.0% until maturity. 11. This bond issued on 20 May 2008 is a perpetual (non-call 10 year) fixed rate note with a call date on 20 November 2018. 12. This bond issued on 20 May 2008 is a perpetual (non-call 10 year) floating rate note with a call date of 20 November 2018. 13. This bond issued on 4 December 2008 is a floating rate note with a call date of 4 December 2013. 14. Dated Tier 2 notes issued 3 March 2009 with call date 2 March 2017. 15. These bonds have a maturity date of 27 October 2020 and pay a coupon of 8.92% to 27 October 2015 and 3 month JIBAR plus 1.59% thereafter. The Group has the option to repay the bonds at par on 27 October 2015 and at 3 monthly intervals thereafter. 16. These bonds, issued on 20 January 2006, had a maturity date of 21 January 2016 and paid a coupon of 5.0% to 21 January 2011 and 6 month LIBOR plus 1.13% thereafter. The coupon on the bonds was swapped into floating rate of 6 month STIBOR plus 0.50%. The Group had the option to repay the bonds at par on 21 January 2011 and at 6 monthly intervals thereafter. These bonds were redeemed after the balance sheet date, at the first call date of 21 January 2011. 17. These preference shares were redeemable on 9 June 2011 and paid a variable cumulative coupon of 61.0% of the Prime Rate as quoted by Nedbank Limited. The Group had the option to redeem the shares at par at any time before the final redemption date but after giving an agreed period of notice, with the Group electing to redeem in 2010. 18. This bond, issued on 16 January 2007, has a maturity date of 18 January 2017 and pays a coupon of 4.5% to 17 January 2012 and 6 month EURIBOR plus 0.96% thereafter. The principal and coupon on the bond were swapped equally into Sterling and US Dollars with coupons of 6 month LIBOR plus 0.34% and 6 month US LIBOR plus 0.31% respectively. The Group has the option to repay the bonds at par on 17 January 2012 and at 6 monthly intervals thereafter. F1: Provisions GBPm
At At 31 December 31 December 2010 2009 Surplus property 16 20 Client compensation 39 30 Warranties on sale of business 3 17 Liability for long service leave 57 49 Restructuring 15 5 Provision for donations 89 84 Other provisions 92 90 311 295 Post employment benefits (51) (32) Total 260 263 GBPm Surplus Client Warranties Liability property compensation on sale of for long
business service leave Year ended 31 December 2010 Balance at beginning of the year 20 30 17 49 Unused amounts reversed - - (10) - Unwind of discount - - - - Charge to income statement - 7 - 28 Utilised during the year (4) (9) - (27) Foreign exchange and other movements - 11 (4) 7 Balance at end of the year 16 39 3 57 Restruct- Provision for Other Total
uring donations Year ended 31 December 2010 Balance at beginning of the year 5 84 90 295 Unused amounts reversed - - (19) (29) Unwind of discount - - - - Charge to income statement 9 - 25 69 Utilised during the year - - (5) (45) Foreign exchange and other movements 1 5 1 21 Balance at end of the year 15 89 92 311 GBPm
Surplus Client Warranties Liability property compensation on sale of for long business service leave
Year ended 31 December 2009 Balance at beginning of the year 23 27 111 38 Unused amounts reversed - (2) (54) - Unwind of discount 1 - - - Charge to income statement 3 (3) - 24 Utilised during the year (7) (2) (26) (20) Foreign exchange and other movements - 10 (14) 7 Balance at end of the year 20 30 17 49 Restruct- Provision for Other Total Year ended 31 December 2009 uring donations Balance at beginning of the year - 80 201 480 Unused amounts reversed - - (52) (108) Unwind of discount - - - 1 Charge to income statement 5 - 8 37 Utilised during the year - - (65) (120) Foreign exchange and other movements - 4 (2) 5 Balance at end of the year 5 84 90 295 2010 provisions in relation to surplus property amounted to GBP16 million (2009: GBP20 million). These relate to the onerous costs of vacant properties leased by the Group of which GBP16 million (2009: GBP13 million) is estimated to be payable after more than one year. Provisions in relation to client compensation were GBP39 million (2009: GBP30 million), primarily relating to possible mis-selling of guarantee contracts in Wealth Management. GBP1 million (2009: GBP5 million) is estimated to be payable after more than one year. Provisions in relation to warranties on the sale of businesses amounted to GBP3 million (2009: GBP17 million). GBP3 million (2009: GBP9 million) is estimated to be payable after more than one year. The liability for long service leave of GBP57 million (2009: GBP49 million) relates to provision for staff payments for long serving employees, all of which estimated to be payable in less than one year. Provisions in relation to restructuring were GBP15 million (2009: GBP5 million), primarily in respect of consolidation and related office relocation for Wealth Management. GBP11 million (2009: GBP3 million) is estimated to be payable after more than one year. The provision for donations is held by Emerging Markets. It relates to the payment of charitable donations in future periods to which the Group is committed, out of the funds made available on the closure of the Group`s unclaimed shares trusts, which were set up as part of the demutualisation in 1999 and closed in 2006 of which GBP70 million (2009: GBP84 million) is estimated to be payable after more than one year. Other provisions includes provisions for tax on long-term staff benefits and legal fees. Where material, provisions are discounted at discount rates specific to the risks inherent in the liability. The timing and final amounts of payments in respect of some of the provisions, particularly those in respect of litigation claims and similar actions against the Group, are uncertain and could result in adjustments to the amounts recorded. Of the total provisions recorded above, GBP163 million (2009: GBP188 million) is estimated to be payable after more than one year. F2: Non-controlling interests (a) Income statement (i) Ordinary shares The non-controlling interests charge to profit for the financial year has been calculated on the basis of the Group`s effective ownership of the subsidiaries in which it does not own 100% of the ordinary equity. The principal subsidiaries where a non-controlling interest exists are the Group`s banking business in South Africa and, prior to the acquisition of the non-controlling interest in Mutual & Federal in February 2010 (see F2(b)), the general insurance business in South Africa. For the year ended 31 December 2010 the non-controlling interests attributable to ordinary shares was GBP196 million (2009: GBP158 million). (ii) Preferred securities GBPm
At At 31 December 31 December 2010 2009 R2,000 million non-cumulative preference shares 14 16 R773 million non-cumulative preference shares 5 6 R300 million non-cumulative preference shares 2 2 US$750 million cumulative preferred securities 38 38 R364 million non-cumulative preference shares 3 2 Non-controlling interests - preferred securities 62 64 (iii) Non-controlling interests - adjusted operating profit The following table reconciles non-controlling interests` share of profit for the financial year to non-controlling interests` share of adjusted operating profit: GBPm Year ended Year ended 31 December 31 December
2009 Reconciliation of non-controlling interests share of profit for the financial year The non-controlling interests charge is analysed as follows: Non-controlling interests - ordinary shares 196 158 Goodwill impairment and impact of acquisition accounting 2 1 Short-term fluctuations in investment return - 2 Income attributable to Black Economic Empowerment trusts of listed subsidiaries 22 23 Fair value gains on group debt instruments 6 - Income attributable to US Asset Management non-controlling interests (9) (3) Non-controlling interests share of adjusted operating profit 217 181 The Group uses revised weighted average effective ownership interests when calculating the non-controllable interest applicable to the adjusted operating profit of its South Africa banking and, prior to the acquisition of the non-controlling interest in February 2010, general insurance businesses. This reflects the legal ownership of these businesses following the implementation for Black Economic Empowerment (BEE) schemes in 2005. In accordance with IFRS accounting rules the shares issued for BEE purposes are deemed to be, in substance, options. Therefore the effective ownership interest of the minorities reflected in arriving at profit after tax in the consolidated income statement is lower than that applied in arriving at adjusted operating profit after tax. In 2010 the increase in adjusted operating profit attributable to non-controlling interests as a result of this was GBP22 million (2009: GBP23 million). (b) Statement of financial position (i) Ordinary shares GBPm
Reconciliation of movements in non-controlling interests Year to Year to 31 December 31 December
2010 2009 Balance at beginning of the year 1,537 1,147 Non-controlling interests` share of profit 196 158 Non-controlling interests` share of dividends paid (88) (80) Net acquisition of interests (116) 63 Foreign exchange and other movements 234 249 Balance at end of the year 1,763 1,537 Acquisition on non-controlling interest in Mutual & Federal On 5 February 2010, the Group completed the acquisition of the remaining non-controlling shareholdings in Mutual & Federal Insurance Company Limited, following the fulfilment of all outstanding conditions precedent. On 8 February 2010, 147 313 449 new Old Mutual plc ordinary shares were issued in exchange for Mutual & Federal shares and listed on the London Stock Exchange, of which 68 378 851 were issues to Black Economic Empowerment trusts and 78 934 598 to other previous holders. Other acquisitions On 8 February 2010 Nedbank announced that it had obtained regulatory approval for the acquisition of the remaining 49.9% indirect interest in Imperial Bank Limited thereby satisfying all conditions precedent for the acquisition. The purchase consideration was approximately GBP162 million (GBP155 million plus a Johannesburg Interbank Agreed Rate (JIBAR) factor applied up to 5 February 2010) which is being settled in four instalments out of existing cash resources of Nedbank Limited. The total amount, which will included interest at the three/month JIBAR, amounted to GBP165 million. (ii) Preferred securities GBPm At At 31 December 31 December
2010 2009 R2,000 million non-cumulative preference shares1 140 140 R773 million non-cumulative preference shares2 71 71 R300 million non-cumulative preference shares3 12 12 US$750 million cumulative preferred securities4 458 458 R364 million non-cumulative preference shares5 25 25 R363 million non-cumulative preference shares6 17 17 R92 million non-cumulative preference status7 50 - 773 723 Unamortised issue costs (13) (13) Total in issue at 31 December 760 710 Preferred securities are held at historic value of consideration received less unamortised issue costs. 1. 200 million R10 preference shares issued by Nedbank Limited (Nedbank), the Group`s banking subsidiary. These shares are non-redeemable and non- cumulative and pay a cash dividend equivalent to 75% of the prime overdraft interest rate of Nedbank. Preference shareholders are only entitled to vote during periods when a dividend or any part of it remains unpaid after the due date for payment or when resolutions are proposed that directly affect any rights attaching to the shares or the rights of the holders. Preference shareholders will be entitled to receive their dividends in priority to any payment of dividends made in respect of any other class of Nedbank`s shares. 2. 77.3 million R10 preference shares issued at R10.68 per share by Nedbank on the same terms as the securities described in (1) above. 3. 30 million R10 preference shares issued on 22 June 2006 by Imperial Bank Limited a subsidiary of Nedbank Limited, on the same terms as the securities described in (1) above. 4. US$750 million Guaranteed Cumulative Perpetual Preference Securities issued on 19 May 2003 by Old Mutual Capital Funding L.P., a subsidiary of the Group. Subject to certain limitations, holders of these securities are entitled to receive preferential cash distributions at a fixed rate of 8.0% per annum payable in arrears on a quarterly basis. The Group may defer payment of distributions at its sole discretion, but such an act may restrict Old Mutual plc from paying dividends on its ordinary shares for a period of 12 months. Arrears of distributions are payable quarterly cumulatively only on redemption of the securities or at the Group`s option. The securities are perpetual, but may be redeemed at the discretion of the Group from 22 December 2008. The costs of issue have been amortised over the period to 22 December 2008. 5. 35 million R10 preference shares issued in 16 April 2007 at R10.27 per share by Nedbank on the same terms as the securities described in (1) above. 6. 36.3 million R10 preference shares issued by Nedbank in seven instalments between September 09 and December 09 on the same terms as the securities described in (1) above. 7. 9.2 million R10 preference shares issued by Nedbank on 11 March 2010 on the same terms as the securities in note 1 above. G: Other notes G1: Contingent liabilities GBPm
At At 31 December 31 December 2010 2009 Guarantees and assets pledged as collateral security 2,883 2,375 Irrevocable letters of credit 207 605 Secured lending 775 555 Other contingent liabilities 55 49 The Group has pledged debt securities amounting to GBP1,379 million (2009: GBP1,253 million) as collateral for deposits received under repurchase agreements. These amounts represent assets that have been transferred but do not qualify for derecognition under IAS 39.These transactions are entered into under terms and conditions that are standard industry practice to securities borrowing and lending activities. Nedbank structured financing Historically a number of the Group`s South African banking businesses entered into structured finance transactions with third parties using the tax base of these companies. Pursuant to the terms of the majority of these transactions, the underlying third-party has contractually agreed to accept the risk of any tax being imposed by the South African Revenue Service (SARS), although the obligation to pay in the first instance rests with the Group`s companies. It is only in limited cases where, for example, the credit quality of a client becomes doubtful, or where the client has specifically contracted out of the repricing of additional taxes, that the recovery from a client could be less than the liability that could arise on assessment, in which case provisions are made. SARS has examined the tax aspects of some of these types of structures and SARS could assess these structures in a manner different to that initially envisaged by the contracting parties. As a result Group companies could be obliged to pay additional amounts to SARS and recover these from clients under the applicable contractual arrangements. Nedbank litigation There are a number of legal or potential claims against Nedbank and its subsidiary companies, the outcome of which cannot at present be foreseen. The largest of these potential actions is a claim in the High Court for R1.3 billion against Nedbank by certain shareholders in Pinnacle Point Group Limited, alleging that Nedbank had a legal duty of care to them arising from a share swap transaction. Nedbank and its legal advisers are of the opinion that the claim is without merit and it will be defended vigorously. Nedbank Securitisations The Group through Nedbank is party to securitisation transactions involving GreenHouse Funding (Pty) Limited ("GreenHouse"), a residential mortgage backed securitisation programme, Octane ABS 1 (Pty) Limited ("Octane"), a securitisation programme of auto loans advanced by a subsidiary of Nedbank, and Synthesis Funding Limited ("Synthesis"), an asset backed commercial paper mortgage programme. Synthesis primarily invests in long-term rated bonds and offers capital market funding to South African corporates. These assets are funded through the issuance of short-dated investment-grade commercial paper to institutional investors. All the commercial paper issued by Synthesis Funding Limited is assigned the highest short-term RSA local-currency credit rating by both Fitch and Moody`s, and is listed on the Bond Exchange of South Africa (BESA). Under GreenHouse Series 1, R2 billion of residential mortgages originated by Nedbank Retail was securitised. The commercial paper issued by GreenHouse has been assigned credit ratings by both Fitch and Moody`s and is listed on the JSE. The homeloans of GreenHouse continue to be recognised in the statement of financial position of the Group, due to the significant risks and rewards associated with the homeloans not being transferred to the external investors. In January 2010 the arrears levels in GreenHouse breached the Arrear Trigger level. As a result, the Stop Purchase Event remains in effect resulting in no further home loans (other than servicing redraws - ie access facilities on existing GreenHouse loans) being acquired for as long as the arrears level remains above the Arrear Trigger level. As a consequence, all capital repayments were directed to noteholders. Octane is a securitisation programme of auto loans originated by a subsidiary of Nedbank. The inaugural transaction entailed the securitisation of R2 billion of motor vehicle loans under Octane Series 1. The commercial paper issued by Octane Series 1 has been assigned credit ratings by Fitch and is listed on the JSE. The auto loans of Octane continue to be recognised on the statement of financial position of the Group due to the significant risks and rewards associated with the autoloans not being transferred to the external investors. During 2010 the transaction continued to repay investors in the normal course, as envisaged in the transaction documents. The following table shows the carrying amount of securitised assets, stated at the amount of the Group`s continuing involvement where appropriate, together with the associated liabilities, for each category of asset in the statement of financial position:* GBPm Carrying amount of Associated liabilities assets Year ended 31 December 2010 Loans and advances to customers Residential mortgage loans 165 171 Motor vehicle financing ** 59 78 Other Financial Assets Corporate and bank paper 155 - Other securities 327 - Commercial paper - 484 Total 706 733 Carrying amount of Associated liabilities
assets Year ended 31 December 2009 Loans and advances to customers Residential mortgage loans 166 169 Motor vehicle financing ** 122 134 Other Financial Assets Corporate and bank paper 145 - Other securities 338 - Commercial paper - 484 Total 771 787 This table presents the gross balances within the securitisation schemes and does not reflect any eliminations of intercompany and cash balances held by the various securitisation vehicles. ' The value of any derivative instruments taken out to hedge any financial ' asset or liability, is adjusted against such instrument in this disclosure. ** Comparative information relating to motor vehicle financing has been restated to only disclose auto loans relating to the Octane transaction. This approach ensures consistency with the disclosure provided for Greenhouse and Synthesis. The effect of this restatement is a GBP21 million decrease in the carrying amount of motor vehicle financing assets. G2: Events after the reporting date On 21 January 2011 the Group redeemed the GBP300 million Tier 2 bond repayable 21 January, taking the option to redeem at the first call date. H: Discontinued operations and held for sale operations H1: Discontinued operations The results of the Group`s United States life business, US Life, are shown as a discontinued operation in these financial statements. At 31 December 2010 the Group had entered into an agreement to dispose of the controlling interest in US Life to Harbinger OM LLC, an affiliate of Harbinger Capital Partners, and is seeking to gain regulatory approval for the sale. The disposal is expected to be completed at or around the end of the first quarter of 2011. US Life has been classified as a discontinued operation in these financial statements. Analysis of the results of discontinued operations is given below. (a) Income statement from discontinued operations GBPm Year ended Year ended
31 December 2010 31 December 2009 Revenue 1,608 1,208 Expenses (1,557) (1,314) Profit/(loss) before tax from discontinued operations 51 (106) Loss on remeasurement to fair value less costs to sell (827) - Loss before tax (776) (106) Tax credit 63 35 Loss from discontinued operations after tax (713) (71) (b) Statement of comprehensive income from discontinued operations GBPm Year ended Year ended 31 December 31 December 2010 2009
(Loss)/profit after tax for the financial year (713) (71) Other comprehensive income for the financial year Fair value (losses)/gains Available-for-sale investments Fair value gains/(losses) 530 975 Recycled to the income statement (12) 227 Shadow accounting (334) (9) Currency translation differences/exchange differences on translating foreign operations 29 (68) Other movements (34) - Income tax relating to components of other comprehensive income (67) (410) Total other comprehensive income for the financial year 112 715 Total comprehensive (loss)/income for the financial year (601) 644 Attributable to Equity holders of the parent (601) 644 Total comprehensive (loss)/income for the financial year (601) 644 (c) Net cash flows from discontinued operations GBPm Year ended Year ended 31 December 31 December
2010 2009 Operating activities (167) (191) Investing activities 63 144 Net cash flows (104) (47) H2: Disposal group held for sale The assets and liabilities of the Group`s United States life business, US Life, are shown as held for sale in these financial statements. The Group has entered into an agreement to dispose of the controlling interest in US Life to Harbinger OM LLC, an affiliate of Harbinger Capital Partners, and is seeking to gain regulatory approval for the sale. On reclassification of the assets and liabilities of US Life to held for sale the fair value based on agreed terms with Harbinger less expected costs to sell was assessed and an impairment charge was taken to write down the net assets to this amount. (a) Statement of financial position Assets directly associated with disposal group held for sale GBPm At 31 December 2010
Deferred tax assets 78 Deferred acquisition costs 551 Reinsurers` share of long-term business policyholder liabilities 506 Deposits held with reinsurers 36 Loans and advances 57 Investments and securities 10,794 Trade, other receivables and other assets 209 Derivative financial instruments - assets 127 Cash and cash equivalents 26 12,384 Liabilities directly associated with disposal group held for sale GBPm At 31 December 2010
Long-term business policyholder liabilities 11,975 Deferred tax liabilities 22 Trade, other payables and other liabilities 222 12,219
Included within Investments and securities is GBP395 million of short term cash balances. In addition to the disposal group held for sale, namely US Life, the Group had additional non-current assets held for sale of GBP7 million (2009: GBP1 million). (b) Equity attributable to equity holders of the parent directly associated with disposal group held for sale GBPm
At 31 December 2010 Retained earnings 36 Available-for-sale reserve 18 Share-based payments reserve 1 55 08 March 2011 Sponsor: Merrill Lynch South Africa (Pty) Limited Date: 08/03/2011 09:09:01 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

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