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CLIENTELE LIMITED - Reviewed Summarised group results for the year ended 30 June 2012

Release Date: 17/08/2012 17:00
Code(s): CLI     PDF:  
Wrap Text
Reviewed Summarised group results for the year ended 30 June 2012

Clientèle Limited
(Registration number 2007/023806/06)
Share code: CLI ISIN: ZAE000117438
Reviewed Summarised group results for the year ended 30 June 2012
Highlights
Diluted headline earnings per share increased by 27% from 61,25 cents to 77,76 cents
Diluted headline earnings per share from continuing operations increased by 15% from 68,61 cents to 78,88 cents
Dividend declared per share increased by 25% from 53,50 cents to 67,00 cents
Return on average shareholders interest of 65%
Recurring Embedded Value Earnings increased from R552,9 million to R602,4 million
Value of New Business decreased by 20% from R457,6 million to R365,5 million
Drive for business sustainability through client centricity and quality

Comments

Introduction
the Clientèle group (“the group”) increased diluted headline earnings per share for the year by 27% and its diluted headline earnings from continuing operations by 15%. this is driven
by a 7% increase in insurance premium revenue, a 1% increase in operating expenses and good investment returns.
As a result the return on average shareholders’ interests for the year amounted to 65% and the dividend declared per share increased by 25% from 53,50 cents to 67,00 cents.
A recurring Return on Embedded value (“RoEv”) of 26% has been achieved on the back of Recurring Embedded value Earnings of R602,4 million (2011: R552,9 million) which
contributed to group Embedded value (“Ev”) increasing from R2 520,3 million to R3 259,0 million, however, the value of New Business (“vNB”) has decreased by 20% in comparison to
last year from R457,6 million to R365,5 million.
It has been a difficult year for the group and our target market. the group experienced increased withdrawals and a decrease in the number of policies sold in comparison to last year as
a result of a number of external factors. In addition, the acceleration of the group’s initiatives to improve the quality of new business written has, by design, also slowed production. we
believe that these initiatives, aimed at embedding business sustainability principles and practices into the group’s operations, will further improve the quality of products and services
offered to our clients and provide enduring long-term benefits to all stakeholders.

Operating Results
Group Embedded Value
The increase in group Ev reflects Ev Earnings of R928,7 million (2011: R661,2 million) for the year, including once-off economic and other adjustments (refer to the Ev Earnings
analysis) and translates into a RoEv of 40% (2011: 36%) and a recurring RoEv of 26% (2011: 30%). the reduction in the recurring RoEv is due to a worsening withdrawal experience
variance of R115,0 million and the decrease in vNB. the withdrawal experience has necessitated a change in withdrawal assumptions with a resulting impact of R62,7 million on Ev and
R46,4 million on vNB. the quality of business written has received significant management attention this year and the on-going refinement in internal processes, referred to above, is
expected to result in sustained improvements in the quality of production into the future. the changes implemented will however take time to reflect in the future withdrawal experience, at
which time the withdrawal assumptions would be revisited with a consequential positive effect on Ev and vNB.
the Board has adopted current actuarial guidance in respect of the risk discount rate, now set at 9.8% (2011: 11.3%). the calculation is comprehensively explained in the group Ev
section of the results and a sensitivity analysis is also provided.
group Statement of Comprehensive Income
headline earnings for the group of R256,0 million are 28% higher than the headline earnings of R199,5 million for last year. As a result, diluted headline earnings per share have
increased by 27% to 77.76 cents, up from 61.25 cents and the return on average shareholders’ interests amounted to 65% compared to 64% for last year.
Insurance premium revenue for the year is up by 7% from R1 115,0 million to R1 194,9 million and other income of R164,2 million, which mainly comprises annuity fees from Clientèle
Life’s Independent field Advertisers, is 12% up in comparison to last year’s figure of R147,3 million.
the group adopts the conservative accounting practice of eliminating negative reserves and thus expensing acquisition costs upfront and deferring profit release over the life of the
policy. the total value of negative reserves eliminated now amounts to R1,8 billion in comparison to R1,6 billion at 30 June 2011.
Net insurance benefits and claims of R291,0 million have increased by 39% from R209,3 million year on year. the majority of the increase is in respect of policyholders’ benefit payments
for unitised endowment policies, many of which have now been held for 10 years or more.
the increase in policyholder liabilities under insurance contracts is, for the first time, net of cash back payments amounting to R44,8 million in respect of insurance policies.

egment Results
SA Long-term Insurance – Clientèle Life
Clientèle Life’s Long-term insurance segment remains the major contributor to overall group performance. It accounts for 84% or R305,9 million of the group’s R365,5 million of vNB and
generated R235,8 million net operating profit for the year. It should be noted that Clientèle Life fully impaired its R19,3 million loan to IfA Nigeria as at 30 June 2012, as disclosed in the
Segment Statements of Comprehensive Income.
on a continuing basis, the net operating profit for the year of R235,8 million was up by 16% from R204,1 million last year.
SA Investment Contracts – Clientèle Life
In terms of International financial Reporting Standards, expenses in respect of the group’s Investment contracts (Single premium business) are expensed as and when incurred. the
related revenue is, however, recognised over the term of the contract (usually 60 months).
this operating segment reported a R2,7 million net profit for the year. this should be viewed in conjunction with the R34,4 million (2011: R32,3 million) of deferred profits included in the
Statement of financial position.
SA Short-term Insurance – Clientèle general Insurance (Clientèle Legal)
vNB for the year of R58,2 million now comprises 16% of the group’s vNB for the year.
Clientèle Legal now has an Ev of R394,5 million (2011: R241,0 million) and has recorded R20,9 million net profit for the year, an 18% increase on the R17,7 million net profit last year.

SA Loans – Clientèle Loans

the personal loans business, of which the group owns 70%, is progressing in line with expectations and in accordance with its conservative credit assessment and lending approach.
the loans business produced net profit for the year of R1,0 million, in comparison to a net loss of R6,1 million last year. the gross advances book at 30 June 2012 amounted to R194,4
million (2011: R122,1 million) and impairment experienced from the book is close to expectations. Clientèle Loans currently has, in addition to group funding of R55,2 million, a funding
facility of R210,0 million from one of South Africa’s largest financial institutions.
Nigeria – Long-term Brokerage (IfA Nigeria) – discontinued operation
As previously reported, the Clientèle Limited Board, together with the Board of KC2008, our minority partner, decided to close the IfA Nigeria business and placed it into voluntary
liquidation with effect from 29 July 2011. the closure of the business is now complete and only administrative procedures remain and as a result the foreign Currency translation
Reserve of R 11,8 million has been released to the Statement of Comprehensive Income.
It should be noted that the write-off of the loan from IfA Nigeria’s minority shareholders of R14,9 million had a positive effect on the results of the discontinued operation for the year.

Prospects

The Group has accelerated its process of ingraining sustainability principles and practices into its operations, which includes a special focus on addressing the quality of business written,
as well as consolidating its role as a responsible corporate citizen. this is expected to add additional long-term value to the group and its stakeholders, including specifically the group’s
policyholders, although the implementation may impact short-term performance.
the group expects the business environment to remain challenging in the year ahead, however, the group has in the past demonstrated its ability to react promptly and positively to new
challenges and this remains a core strength of the group. the group will remain focused on creating sustainable value through its proven business models and will continue to evaluate
new opportunities on a prudent basis going forward.

Dividend Declared

Notice is hereby given that the directors have declared a final gross dividend of 67,00 cents per share on 15 August 2012 for the year ended 30 June 2012.
the directors of Clientèle Limited confirm that the group will satisfy the solvency and liquidity test immediately after completion of the dividend distribution.
the dividend will be subject to the new dividends tax that was introduced with effect from 1 April 2012. In accordance with paragraphs 11.17 (a) (i) to (x) and 11.17 (c) of the JSE Listings
Requirements, the following additional information is disclosed:
– the dividend has been declared out of income reserves;
– the local dividends tax rate is 15% (fifteen percent);
– the gross local dividend amount is 67,00 cents per ordinary share for shareholders exempt from the dividends tax;
– the net local dividend amount is 57,15913 cents per ordinary share for shareholders liable to pay the dividends tax;
– the local dividend withholding tax amount is 9,84087 cents per ordinary share for shareholders liable to pay the dividend withholding tax;
– StC credits to the value of 1,39418 cents per share are utilised;
– Clientèle Limited currently has 326 716 221 ordinary shares in issue;
– Clientèle Limited’s income tax reference number is 9465071166.
In compliance with the requirements of Strate, the electronic settlement and custody system used by the JSE Limited, the following salient dates for the payment of the dividend are
applicable:
Last day to trade friday, 31 August 2012
Shares commence trading “ex” dividend monday, 3 September 2012
Record date friday, 7 September 2012
payment date monday, 10 September 2012
Share certificates may not be dematerialised or rematerialised between monday, 3 September 2012 and friday, 7 September 2012, both days inclusive.
By order of the Board
GQ Routledge
Chairman
G J Soll
managing director
Johannesburg
15 August 2012

REVIEWED
Condensed Group Statement of Comprehensive Income

                                                                 Year ended                 %
                                                                  30 June                Change
(R’000’s)                                                   2012           2011#

Revenue
Insurance premium revenue                                1 194 852        1 114 995         7
Reinsurance premiums                                      (68 916)         (56 673)
Net insurance premiums                                   1 125 936        1 058 322         6
other income                                               164 222          147 254        12
Interest income                                             56 046           25 334
fair value adjustment to financial assets at fair
value through profit or loss                               252 189          224 686        12
Net income                                               1 598 393        1 455 596        10
Net insurance benefits and claims                         (291 024)        (209 319)       39
Increase in policyholder liabilities under insurance
contracts                                                  (13 746)         (84 032)      (84)
decrease in reinsurance assets                                (333)          (2 401)
fair value adjustment to financial liabilities at fair
value through profit or loss – investment contracts       (139 415)         (99 960)
Interest expense                                           (14 565)          (5 956)
Impairment of advances                                     (21 642)         (11 558)
operating expenses                                        (739 165)        (728 779)        1
profit from operations                                     378 503          313 591        21
Equity accounted earnings                                        –              (81)
profit before tax                                          378 503          313 510        21
tax                                                       (118 434)         (96 417)
profit from continuing operations                          260 069          217 093        20
Loss from discontinued operation                           (21 694)         (26 867)
– Loss from discontinued operating activities               (9 916)         (26 867)
– foreign currency translation reserve realised            (11 778)               –

profit for the year                                        238 375          190 226        25
Attributable to:
– Non-controlling interest – ordinary shareholders             (57)          (4 731)
– Equity holders of the group – ordinary
shareholders                                               238 432          194 957        22
profit for the year                                        238 375          190 226        25
other comprehensive income:
Exchange differences on translating foreign
operation                                                     (796)             261
gains on property revaluation                                 9 081           5 937
Income tax relating to gains on property
revaluation                                                  (2 056)         (1 230)
other comprehensive income for the year net of
tax                                                           6 229            4 968
total comprehensive income for the year                     244 604          195 194      25
Attributable to:
– Non-controlling interest – ordinary shareholders             (173)          (4 586)
– Equity holders of the group – ordinary
shareholders                                                244 777           199 780     23
# the comparatives are reclassified to disclose the results of the discontinued
operation separately

Condensed Group Statement of Financial Position

                                                                        Year ended
                                                                         30 June
(R’000’s)                                                           2012             2011
Assets
Intangible assets                                                 20 865             24 762
property and equipment                                            37 198             47 822
owner-occupied properties                                        176 873            150 329
Investment in associate                                              291                291
deferred tax                                                      20 801             30 270
Inventories                                                        1 371                839
Reinsurance assets                                                 3 845              4 178
financial assets at fair value through profit or loss          2 303 907          1 940 210
Loans and receivables including insurance receivables            209 591            154 255
Current tax                                                        3 885                  –
Cash and cash equivalents                                        168 513            145 681
total assets                                                   2 947 140          2 498 637
total equity and reserves                                        440 004            353 220
Liabilities
policyholder liabilities under insurance contracts               790 725            776 979
financial liabilities – investment contracts                   1 351 303          1 049 988
– at fair value through profit or loss                         1 312 904          1 015 790
– at amortised cost                                               38 399             34 198
financial liabilities – loans at amortised cost                  138 219             93 488
finance leases                                                            –             319
Employee benefits                                                 60 178             86 293
Accruals and payables including insurance payables               141 112            113 456
deferred tax                                                      25 400             23 083
Current tax                                                          199              1 811
total liabilities                                              2 507 136          2 498 637


Tax

                                                                         Year ended
                                                                          30 June
(R’000’s)                                                            2012              2011
Continuing operations:
Current and deferred tax                                           (95   641)      (80 211)
Secondary Tax on Companies (“STC”)                                 (16   686)      (15 538)
Capital gains tax                                                   (1   594)       (1 108)
(underprovision)/overprovision in prior years                       (4   513)          440
                                                                    (118 434)      (96 417)
Discontinued operation                                                   –               –
Tax 
                                                                   (118 434)      (96 417)
The individual Policyholder Fund has an estimated tax loss of R1,9 billion (2011: R1,8 billion)


Reconciliation of Results from Continuing Operations and the Discontinued operation

                                                                         Year ended                    %
                                                                           30 June                  Change
(R’000’s)                                                            2012              2011
Continuing operations
Net profit for the year attributable to equity holders
of the Group                                                         238 432       194 957           22
Add: Attributable loss from the discontinued
operation                                                              2 077         6 454
Add: Loan written off – IFA Nigeria*                                  19 250        17 519
Net profit related to continuing operations
attributable to equity holders of the group                          259 759       218 930           19
Discontinued operation
Net profit/(loss) for the year                                         9 334        (9 348)
Foreign currency translation reserve realised                        (11 778)
Less: Loan written off by Clientèle Life*                            (19 250)      (17 519)
Loss for the year related to the discontinued
operation                                                            (21 694)      (26 867)
Add: Net loss attributable to non-controlling
interest                                                                 367         2 894
Net loss related to the discontinued operation
attributable to equity holders of the group                          (21 327)      (23 973)
* The loan written off by Clientèle Life was in respect of the discontinued operation (IFA Nigeria)


Reconciliation of Net profit to headline Earnings

                                                                           Year ended                 %
                                                                             30 June                Change
(R’000’s)                                                              2012           2011#
Continuing operations
Net profit for the year attributable to equity holders
of the group                                                        259 759         218 930          19
Less: profit on disposal of property and equipment                      (78)           (250)
Add: Impairment of intangible assets                                  4 790
Headline earnings from continuing operations                        259 681         223 470          16
Discontinued operation
Net loss for the year attributable to equity holders
of the group                                                        (21 327)        (23 973)
Add: Impairment of property and equipment                             4 045
Add: Impairment of intangible assets                                  3 596
Add: foreign currency translation reserve realised                   10 010
Headline earnings from discontinued operation                       (3 676)         (23 973)

Headline earnings for the year                                      256 005         199 497          28
# The comparatives are reclassified to disclose the results of the discontinued operation separately


Ratios per Share

                                                                           Year ended                   %
                                                                             30 June                  Change
(Cents)                                                                 2012        2011#
 

Headline earnings per share                                           78.89             61.65            28
– Continuing operations                                               80.02             69.05            16
– Discontinued operation                                              (1.13)            (7.40)
Diluted headline earnings per share                                   77.76             61.25            27
– Continuing operations                                               78.88             68.61            15
– Discontinued operation                                              (1.12)            (7.36)
Earnings per share                                                    73.47             60.24            22
– Continuing operations                                               80.04             67.65            18
– Discontinued operation                                              (6.57)            (7.41)
Diluted earnings per share                                            72.43             59.86            21
– Continuing operations                                               78.91             67.22            17
– Discontinued operation                                              (6.48)            (7.36)
Net asset value per share                                            135.58            109.15            24
Diluted net asset value per share                                    133.66            108.45            23
Dividends per share – paid                                            53.50             47.00            14
Dividends per share – declared                                        67.00             53.50            25
Weighted average ordinary shares (’000)                             324 540           323 616
Diluted average ordinary shares (’000)                              329 201           325 698
# The comparatives are reclassified to disclose the results of the discontinued operation separately


Condensed Group Statement of Cash flows

                                                                         Year ended 30 June
(R’000’s)                                                                  2012        2011#
Profit from operations adjusted for non-cash items                  372 809           360 742
Working capital changes                                             (45 258)          (37 295)
Separately disclosable items1                                       (49 625)          (44 737)
Increase in financial liabilities2                                  157 699           134 317
Net acquisition of investments3                                    (111 508)         (107 811)
Interest received1                                                   32 579            30 437
Dividends received1                                                  17 046            14 300
Dividends paid                                                     (173 261)         (152 009)
Tax paid                                                           (114 201)         (100 614)
Cash flows from operating activities – Continuing
operations                                                           86 280            97 330
Cash flows from operating activities – discontinued
operation                                                           (13 314)           (6 833)
Cash flows from operating activities                                 72 966            90 497
Cash flows from investing activities4
Continuing operations                                               (40 944)          (34 320)
Discontinued operation                                                    –              (810)
Cash flows from investing activities                                (40 944)          (35 130)
Cash flows from financing activities
Continuing operations                                                     –             4 321
Discontinued operation                                                (9 190)           8 010
Cash flows from financing activities                                  (9 190)          12 331
Net increase in cash and cash equivalents                             22 832           67 698
Cash and cash equivalents at beginning of the year                   145 681           77 983
Cash and cash equivalents at end of the year                         168 513          145 681
# The comparatives are reclassified to disclose the results of the discontinued operation separately 
1. Interest and dividends
2. Investment contracts
3. Investments in respect of insurance operations and investment contracts
4. mainly relates to the acquisition of intangible assets, property and equipment


Notes to the Results
The results have been reviewed by the group’s external auditors, pricewaterhouseCoopers Incorporated, in terms of International Standards on Review Engagements 2410. the scope
of the review was to enable the auditors to report that nothing came to their attention to cause them to believe that the accompanying condensed preliminary consolidated financial
information is not presented in all material respects, in accordance with the South African Companies Act 71 of 2008, as amended and section 8.57 of the JSE Limited Listings
Requirements. A copy of the unqualified review opinion is available on request at the Company’s registered offices.The Summarised Group Results were prepared under the supervision of Mr IB Hume (CA(SA), ACMA),
the group financial director.

Accounting Policies
Statement of compliance
The accounting policies adopted for the purpose of the Group Financial Statements comply with International Financial Reporting Standards (IFRS), the JSE Limited Listings
Requirements, the AC 500 Standards as issued by the Accounting practices Board and the Companies Act 2008 (Act 71 of 2008), as amended, and are consistent with those used in the
Annual financial Statements for the year ended 30 June 2011 except for the treatment of the discontinued operation. where the group has inter-company transactions and balances
between continued and discontinued operations, those transactions are eliminated or disclosed as part of the discontinued operation. the results have been prepared in terms of IAS 34
(Interim financial Reporting).
The preparation of Financial Statements in accordance with IFRS requires the use of certain critical accounting estimates and judgement. The reported amounts in respect of the Group’s
insurance contracts, employee benefits and unquoted financial instruments are affected by accounting estimates and judgement.
there was no significant impact due to changes in previous assumptions used in deriving the amounts referred to above.

Related party transactions
Transactions between Clientèle Limited and its subsidiaries have been eliminated on consolidation. there were no significant related party transactions during the year.

Segment Information
The Group’s results are analysed across two geographical segments which are South Africa (“SA”) and Nigeria.
The Group’s main operating segments are Long-term insurance, Investment contracts, Short-term insurance, Loans business, mobile business and Long-term brokerage (discontinued
operation) segments. policies written are in respect of individuals.

Segment Assets & Liabilities

                                                                         Year ended 30 June
(R’000’s)                                                                  2012        2011#
SA – Long-term insurance                                              1 367 002    1 297 286
SA – Investment contracts                                             1 351 741    1 050 131
SA – Short-term insurance                                                95 412       72 773
SA – Loans                                                              197 668      123 494
SA – Mobile                                                               1 282        1 369
Continuing operations                                                 3 013 105    2 545 053
Discontinued operation
Nigeria – Long-term brokerage                                                 –       18 416
Inter segment                                                           (65 965)     (64 832)
Total Group Assets                                                    2 947 140    2 498 637
SA – Long-term insurance                                                985 037      970 756
SA – Investment contracts                                             1 351 303    1 049 988
SA – Short-term insurance                                                22 226       20 453
SA – Loans                                                              213 485      140 344
SA – Mobile                                                               1 050          875
Continuing operations                                                 2 573 101    2 182 416
Discontinued operation
Nigeria – Long-term brokerage                                                 –       27 833
Inter segment                                                           (65 965)     (64 832)
Total Group Liabilities                                               2 507 136    2 145 417
# The comparatives are reclassified to disclose the results of the discontinued operation separately


Segment Statements of Comprehensive Income
                                                                                                                                                         IFA        Inter
                                                                                         SA         SA        SA                                      Nigeria –     segment
                                                                                      Long-term  Investment  Short-term            SA –      SA –     discontinued  (revenue)/
(R’000’s)                                                                             insurance  contracts    insurance           Loans      mobile    operation     expense       Total
30 June 2012
Insurance premium revenue                                                             1 059 006                  135 846                                                          1 194 852
Reinsurance premiums                                                                    (68 765)                    (151)                                                           (68 916)

Net insurance premiums                                                                  990 241                  135 695                                                          1 125 936
Other income                                                                            140 735       11 046                     12 845      3 944            460    (4 348)        164 682
Interest income                                                                          10 634                      580         49 964         75              2    (5 207)         56 048
Fair value adjustment to financial assets at fair value through profit or
loss                                                                                    101 800      143 616       6 773                                                            252 189

Segment revenue                                                                       1 243 410       154 662    143 048         62 809      4 019            462     (9 555)     1 598 855
Segment expenses and claims                                                            (897 795)     (150 953)  (114 939)       (61 375)    (4 383)       (25 257)     9 555     (1 245 147)
Net insurance benefits and claims                                                      (274 400)                 (16 624)                                                          (291 024)
Increase in policyholder liabilities under insurance contracts                          (12 430)                  (1 316)                                                           (13 746)
Decrease in reinsurance assets                                                             (333)                                                                                       (333)
Fair value adjustment to financial liabilities at fair value through profit or loss                  (139 415)                                                                     (139 415)
Interest expense                                                                                       (4 201)                  (15 571)                      (41)     5 207        (14 606)
Impairment of advances                                                                                                          (21 642)                                            (21 642)
Operating expenses                                                                     (610 632)       (7 337)   (96 999)       (24 162)    (4 383)       (25 216)     4 348       (764 381)

Profit/(loss) before tax                                                                345 615         3 709     28 109          1 434       (364)       (24 795)         –        353 708
Tax                                                                                    (109 854)       (1 038)    (7 242)          (402)       102                                 (118 434)

Net operating profit/(loss) for the year                                                235 761         2 671     20 867          1 032       (262)       (24 795)         –        235 274
Loans waived – discontinued operation                                                   (19 250)*                                                          34 129                    14 879
Foreign currency translation reserve realised                                                                                                             (11 778)                  (11 778)

Net profit/(loss) for the year                                                          216 511         2 671     20 867          1 032       (262)        (2 444)         –        238 375
Attributable to:
Non-controlling interest – ordinary shareholders                                                                                    310                      (367)                      (57)
Equity holders of the group – ordinary shareholders                                     216 511         2 671     20 867            722       (262)        (2 077)                  238 432

30 June 2011#
Insurance premium revenue                                                             1 004 877                  110 118                                                          1 114 995
Reinsurance premiums                                                                    (56 673)                                                                                    (56 673)
Net insurance premiums                                                                  948 204                  110 118                                                          1 058 322
Other income                                                                            130 622         8 234          5          6 911      3 498        10 718      (2 016)       157 972
Interest income                                                                          16 929                      260         14 753        137            23      (6 745)        25 357
Fair value adjustment to financial assets held at fair value through profit
or loss                                                                                 115 030       103 692      5 964                                                            224 686

Segment revenue                                                                       1 210 785       111 926    116 347         21 664      3 635        10 741      (8 761)     1 466 337
Segment expenses and claims                                                            (914 529)     (110 704)   (92 583)       (30 007)    (2 943)      (37 608)      8 761     (1 179 613)
Net insurance benefits and claims                                                      (199 595)                  (9 724)                                                          (209 319)
(Increase)/decrease in policyholder liabilities under insurance contracts               (86 347)                   2 315                                                            (84 032)
Decrease in reinsurance assets                                                           (2 401)                                                                                     (2 401)
Fair value adjustment to financial assets held at fair value through profit
or loss                                                                                               (99 960)                                                                      (99 960)
Interest expense                                                                                       (3 732)                  (8 969)                    (129)      6 745          (6 085)
Impairment of advances                                                                                                         (11 558)                                             (11 558)
Operating expenses                                                                     (626 186)       (7 012)   (85 174)       (9 480)    (2 943)      (37 479)      2 016        (766 258)

Results from operating activities                                                       296 256         1 222     23 764        (8 343)       692       (26 867)          –         286 724
Equity accounted loss                                                                       (81)                                                                                        (81)
Profit/(loss) before tax                                                                296 175         1 222     23 764        (8 343)       692       (26 867)          –         286 643
Tax                                                                                     (92 075)         (342)    (6 026)        2 220       (194)                                  (96 417)

Net operating profit/(loss) for the year                                                204 100           880     17 738        (6 123)       498       (26 867)          -          190 226
Loan waived – discontinued operation                                                    (17 519)*                                                        17 519                            –
Net profit/(loss) for the year                                                           186 581          880                   17 738      (6 123)         498       (9 348)        190 226
Attributable to:
Non controlling interest – ordinary shareholders                                                                                (1 837)                  (2 894)                      (4 731)
Equity-holders of the group – ordinary shareholders                                      186 581          880                   17 738      (4 286)         498       (6 454)         94 957
* The loan written off by Clientèle Life was in respect of the discontinued operation (IFA Nigeria)

GROUP EMBEDDED VALUE RESULTS
Condensed group Statement of Changes in Equity
                                                                                                                                                     NDR:         NDR:
                                                                                                                                                   Contin-        foreign
                                                                                          Common                                     SAR           gency          currency     NDR:             NDR:                    Non-
                                                            Share           Share         control         Sub-       Retained        scheme        Short-term     translation  Changes in       Reva-       Sub-       controlling
(R’000’s)                                                  capital        premium         deficit        total       earnings        reserve †     insurance?     reserve      ownership        luation     total       interest        Total
Balance as at 1 July 2010                                    6 471        218 857        (220 273)       5 055        218 030         14 796          7 610         (9 446)       45 326          26 827     308 198       (3 295)    304 903
Ordinary dividends                                                                                                   (152 058)                                                                              (152 058)                (152 058)
Total comprehensive income                                       –              –               –            –        194 957              –              –            116             –           4 707     199 780       (4 586)    195 194
– Net profit/(loss) for the year                                                                             –        194 957                                                                                194 957       (4 731)    190 226
– Other comprehensive income                                                                                 –                                                         116                         4 707       4 823          145       4 968
Transfer to contingency reserve                                                                              –         (3 401)                        3 401                                                        –                        –
Shares issued                                                    8          4 313                        4 321                                                                                                 4 321                    4 321
SAR scheme allocated                                                                                         –                         5 181                                                                   5 181                    5 181
Transfer from shares issued                                                                                  –                        (4 321)                                                                 (4 321)                  (4 321)
Shares issued by subsidiary                                                                                  –                                                                    (1 420)                     (1 420)       1 420           –
Balance as at 30 June 2011                                   6 479        223 170        (220 273)       9 376        257 528         15 656         11 011         (9 330)       43 906          31 534     359 681       (6 461)    353 220
Balance as at 1 July 2011                                    6 479        223 170        (220 273)       9 376        257 528         15 656         11 011         (9 330)       43 906          31 534     359 681       (6 461)    353 220
Ordinary dividends                                                                                           –       (173 329)                                                                              (173 329)                 173 329)
Total comprehensive income                                       –              –               –            –        238 432              –              –           (680)            –           7 025     244 777         (173)    244 604
– Net profit/(loss) for the year                                                                             –        238 432                                                                                238 432          (57)    238 375
– Other comprehensive income/(expense)                                                                       –                                                        (680)                        7 025       6 345         (116)      6 229
Transfer of contingency reserve                                                                              –         11 011                       (11 011)                                                       –                        –
Shares issued                                                   55         30 508                       30 563                                                                                                30 563                   30 563
SAR scheme allocated                                                                                         –                         3 731                                                                   3 731                    3 731
Transfer from shares issued                                                                                  –        (21 133)        (9 430)                                                                (30 563)                 (30 563)
Transfer to Statement of Comprehensive Income                                                                –                                                      10 010                                    10 010        1 768      11 778
Transfer of NDR to Retained earnings                                                                         –         43 906                                                    (43 906)                          –                        –
Balance as at 30 June 2012                                    6 534       253 678        (220 273)      39 939        356 415          9 957              –              –             –          38 559     444 870       (4 866)    440 004
† SAR scheme – the Clientèle Limited Share Appreciation Rights Scheme
? The contingency reserve is no longer a Statutory Capital Adequacy Requirement

Group Embedded Value
The Embedded value (“Ev”) represents an estimate of the value of the group, exclusive of the goodwill attributable to future new business. the Ev comprises:
– the free Surplus; plus
– the Required Capital identified to support the in-force business; plus
– the present value of in-force business (“PVIF”); less
– the Cost of Required Capital (“CoC”)
The PVIF business is the present value of the future after tax profits arising from covered business in force as at 30 June 2012.
All material business written by the Group has been covered by EV Methodology as outlined in the Professional Guidance Note, PGN 107 of the Actuarial Society of South Africa, including:
– all Long-term insurance business regulated in terms of the Long-term Insurance Act, 1998;
– annuity income arising from the non-insurance contracts where Ev methodology has been used to determine future shareholder entitlements;
– Legal insurance business where Ev methodology has been used to determine future shareholder entitlements; and
– Loans and mobile business where Ev methodology has been used to determine future shareholder entitlements.

The IFA Nigeria Board of directors, the Clientèle Limited Board of directors and the KC2008 Board of directors resolved to terminate the IfA Nigeria operations with effect from 29 July 2011.
The EV calculations have been certified by the group’s independent actuaries, QED Actuaries & Consultants Proprietary Limited. the EV can be summarised as follows:

                                                    Year ended 30 June
(R’000’s)                                                 2012        2011
Free surplus                                           271 252     199 505
Required capital                                       182 633     139 565
Adjusted Net Worth (ANW) of covered business           453 885     339 070
CoC                                                    (42 391)    (36 747)
PVIF                                                  2 847 550  2 218 010
EV of covered business                                3 259 044  2 520 332

The ANW of the covered business is defined as the excess value of assets attributed to the covered business, but not required to back the liabilities of the covered business. free
Surplus is the ANw less the Required Capital attributed to covered business.

Reconciliation of total Equity to ANW

                                                         Year ended 30 June
(R’000’s)                                                   2012       2011
Total equity and reserves per the
 Statement of financial position                        440 004      353 220
Removal of deferred profits and impact of
compulsory margins on investment business (net
impact after tax)                                        18 647       17 095
Removing minority interests                               4 868        6 462
Adjusting subsidiaries to Net Asset value                11 911        2 422
SAR scheme adjustment                                   (21 545)     (40 129)
ANW                                                     453 885      339 070

The CoC is the opportunity cost of having to hold the Required Capital of R182,6 million as at 30 June 2012. the Required Capital has been set as the greater of the Statutory
Termination Capital Adequacy Requirement and 1.25 times the Statutory ordinary Capital Adequacy Requirement for the Long-term Company plus the Required Statutory Capital for the
Short-term company.
The SAR scheme adjustment recognises the future dilution in EV, on a mark to market basis, as a result of the SAR scheme.
Clientèle Life’s Statutory CAR cover ratio at 30 June 2012 was 2.95 times (30 June 2011: 2.94 times) on the statutory valuation basis.
value of New Business (“VNB”)

                                                        year ended 30 June
(R’000’s)                                                  2012        2011
total vNB                                               365 496     457 587
present value of New Business premiums                1 749 447   1 859 123
New Business profit margin                                 20.9%       24.6%

the vNB (excluding any allowance for the management Incentive Scheme) represents the present value of the projected after tax profits at the point of sale on new covered business
commencing during the period ended 30 June 2012 less the CoC pertaining to this business.
the New Business profit margin is the vNB expressed as a percentage of the present value of future premiums (and other annuity fee income) pertaining to the same business.

Long-term Economic Assumptions

                                                          Year ended 30 June
(%)                                                         2012        2011
Risk discount rate                                          9.80       11.30
Overall investment return                                   6.30        7.80
Expense inflation                                           4.30        5.80
Corporate tax                                              28.00       28.00

the Risk discount rate (“RDR") has been determined using a top-down weighted average cost of capital approach, with the equity return calculated using Capital Asset pricing model
(“CAPM”) theory. In terms of the actuarial guidance, the RDR has been set as the risk free rate plus a beta multiplied by the assumed equity risk premium. It has been assumed that the
equity risk premium (i.e. the long-term expected difference between the equity returns and the risk free rate) is 3.5%. the Board draws the reader’s attention to the RdR sensitivity
analysis in the table below which allows for sensitivity comparisons using alternative RDRs. the beta pertaining to the Clientèle share price is relatively low, which is partially a
consequence of the relatively small free-float of shares. After careful consideration, the Board has decided to continue to use a more conservative beta of 1, as opposed to its actual beta
of 0.47, in the calculation of the RDR.
The resulting risk discount rate utilised for the South African business as at 30 June 2012 was 9.8%.

Prior period results include an allowance for STC on an assumed dividend policy. however, with the change to dividend tax, the EV and VNB for the current period are shown before any
allowance for the tax on dividend payments. this increased the EV by R130,0 million and the VNB by R23,3 million.

Demographic Assumption Changes
A large withdrawal loss was experienced during the period under review. As a result, the withdrawal assumptions used to calculate the EV and VNB were changed to reflect the current
withdrawal experience. the impact of this change has been disclosed separately in the analysis of the change in EV. this reduced the EV by R62,7 million and the VNB by R46,4 million.
In addition, the modelling term for Short-term business as well as annuity income from non-insurance business, used to be limited to a modelling term of 10 years from the date of
calculation. the Short-term company was established about 5 years ago, and due to it now being an established business the modelling term for the Short-term business was extended
to a term of 27 years from policy commencement. Similarly, the modelling term for annuity income from non-insurance business was extended to be in line with the modelling term for the
underlying product. this increased the EV by R81,9 million and the vNB by R14,0 million. the impact of this change has also been disclosed separately in the analysis of the change in
EV.

RDR Sensitivities

(R’000’s)                                                    EV         VNB
RDR 7.8%                                              3 788 137      481 659
RDR 8.8%                                              3 498 815      417 778
RDR 9.8%                                              3 259 044      365 496
RDR 10.8%                                             3 057 838      321 965
RDR 11.3%                                             2 970 729      302 800
RDR 11.8%                                             2 887 279      285 065

EV per Share

                                                      year ended 30 June
(Cents)                                                     2012        2011
EV per share                                            1 004.20      778.80
Diluted EV per share                                      989.99      773.82

Segment Information
The EV can be split between segments as follows:

(R’000’s)                         ANW          PVIF         CoC            EV
30 June 2012
SA – Long-term insurance       392 274   2 506 381      (31 126)     2 867 528
SA – Short-term insurance       73 187     332 587      (11 265)       394 508
SA – Investment contracts                    5 383                       5 383
SA – Loans                     (11 078)      2 105                      (8 973)
SA – mobile                        232       1 094                       1 326
Nigeria – Long-term
brokerage                         (729)                                   (729)
total                          453 885   2 847 550     (42 391)      3 259 044

30 June 2011
SA – Long-term insurance       314 186   2 010 230      (32 582)    2 291 835
SA – Short-term insurance       44 252     200 875       (4 166)      240 962
SA – Investment contracts                    4 663                      4 663
SA – Loans                     (11 809)        805                    (11 004)
SA – mobile                        495       1 437                      1 931
Nigeria – Long-term
brokerage                       (8 054)                                (8 054)
Total                          339 070 2 218 010         (36 747)   2 520 332

The VNB can be split between segments as follows:

                                                       Year ended 30 June
(R’000’s)                                              2012          2011
SA – Long-term insurance                              305 878        432 425
SA – Short-term insurance                              58 190         43 084
SA – Investment contracts                               4 110          6 777
SA – Loans                                             (2 154)        (3 293)
SA – mobile                                              (528)           778
SA – New venture costs                                      –        (22 185)
Total                                                 365 496        457 587

Embedded Value Earnings Analysis
EV earnings (per PGN 107) comprises the change in EV for the year after adjusting for capital movements and dividends paid as they pertain to the Group.

                                                                                                                                                    Year ended          Year ended
                                                                                                   Year ended 30 June 2012                        30 June 2012        30 June 2011
(R’000’s)                                                                         ANW                       PVIF                   CoC                      EV                  EV
A: EV at the end of the year                                                    453 885                2 847 550                 (42 391)             3 259 044           2 520 332
EV at the beginning of the year                                                 339 070                2 218 011                 (36 747)             2 520 332           2 026 760
Dividends and StC paid                                                         (190 015)                       –                       –               (190 015)           (167 596)
B: Adjusted EV at the beginning of the year                                     149 055                2 218 011                 (36 747)             2 330 318           1 859 164
EV earnings (A – B)                                                             304 831                  629 539                  (5 644)               928 726             661 168
Impact of once-off economic assumption changes (excluding StC
tax)                                                                             (4 129)                (213 417)                  1 852               (215 694)           (136 532)
Impact of once-off StC tax change                                                     –                 (129 981)                      –               (129 981)                  –
Impact of other once-off items                                                    9 016                    6 222                   4 081                 19 318              28 277
Recurring EV earnings (before once-off items)                                   309 718                  292 363                     288                602 369             552 912
Recurring Return on EV (before once-off items)                                                                                                             25.8%               29.7%
Return on EV                                                                                                                                               39.9%               35.6%
Components of EV earnings (R’000’s)
VNB                                                                            (214 874)                 587 874                  (7 504)                365 496            457 587
Expected return on covered business (unwinding of RDR)                                –                  257 840                  (4 402)                253 438            211 957
Expected profit transfer                                                        440 251                 (440 251)                      –                       –                  –
Withdrawal experience variance                                                    8 206                 (133 505)                 10 257                (115 042)           (29 486)
Claims and reinsurance experience variance                                       (4 148)                       –                       –                  (4 148)               317
Sundry experience variance                                                       23 680                   18 088                   4 000                  45 767             11 290
Change in withdrawals and unpaid premium assumptions                             (1 568)                 (63 872)                  2 789                 (62 650)                 –
Change in Short-term and annuity income from non-insurance
business modelling term                                                              (1)                  82 934                    (998)                 81 934                  –
Change in Short-term business reserving and capital requirements
basis                                                                             7 433                   (6 222)                 (4 081)                 (2 869)                 –
Other Changes in modelling/basis?                                                  (732)                 (10 304)                    227                 (10 808)           (18 135)
Extraordinary non-recurring expenses/development costs                                –                        –                       –                       –             (4 790)
Expected return on ANW                                                           23 465                        –                       –                   23 465            19 865
SAR scheme dilution                                                              23 108                        –                       –                   23 108           (16 705)
Goodwill and Medium-term incentive schemes                                       (5 930)                    (220)                      –                   (6 150)          (39 313)
Reduction in Net Asset Value on Nigerian operation                                    –                        –                       –                        –           (22 659)
EV operating return                                                             298 889                  292 363                     288                  591 540            569 928
Investment return variances on ANW                                               10 829                        –                       –                   10 829             18 540
Effect of economic assumption changes (excluding STC tax change)                  4 129                  213 417                  (1 852)                 215 694            103 642
Impact of once-off STC tax change                                                     –                  129 981                       –                  129 981                  –
Impact of other once-off items                                                   (9 016)                  (6 222)                 (4 081)                 (19 318)           (28 277)
Net impact of writing off a loan in respect of the Nigerian operation                 –                        –                       –                        –             (2 665)
EV Earnings                                                                     304 831                  629 539                  (5 644)                 928 726            661 168
? The basis changes for the year ended 2011 were not split into as much detail as has been done for the year ended 2012

Registered office: Clientèle office park, Cnr Rivonia and Alon Roads, morningside, PO Box 1316, Rivonia 2128, South Africa

Transfer secretaries: Computershare Investor Services proprietary Limited, 70 marshall Street, Johannesburg 2001, South Africa po Box 61051, marshalltown 2107, South Africa

Directors: G Q Routledge BA LLB (Chairman), G J Soll CA(SA) (managing director)‡, ADTPEnthoven BA, PhD (political Science), P R Gwangwa Bproc LLB, LLm, B A Stott CA(SA), I B
Hume CA(SA), ACMA‡, B Frodsham BCom‡, B W Reekie BSc(hons), FASSA‡
Company secretary: W van Zyl CA(SA) ‡ Executive director

Sponsor:
PricewaterhouseCoopers Corporate Finance Proprietary Limited

Date: 17/08/2012 05:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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