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MMI HOLDINGS LIMITED - MMI Holdings Audtired Group Results for the year ended 30 June 2012

Release Date: 12/09/2012 07:05
Code(s): MMI     PDF:  
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MMI Holdings Audtired Group Results for the year ended 30 June 2012

MMI Holdings Limited Group

Incorporated in South Africa

(Registration number 2000/031756/06)

"MMI Holdings" or "the Company"

JSE share code (primary listing): MMI

NSX share code: MIM

ISIN: ZAE0001149902



MMI Holdings audited group results for the year ended 30 June 2012


- Core headline earnings increased by 12% to R2 955 million

- Group embedded value of R32.5 billion

- Integration progressing well

- R201 million recurring expense savings achieved

- Final ordinary dividend up 10% to 69 cents per share

- Special dividend of 65 cps/R1 021 million



Overview of operations and prospects


Nature of activities

MMI Holdings is a South African based financial services group that provides

a wide range of products and services to clients locally and in selected

African countries.



Operating environment

Local operating conditions remained challenging. Equity market volatility

continued, with a slight positive bias, while long-bond interest rates

decreased, mainly in the last quarter. Employment levels improved in some

sectors; however, levels of debt are high and overall consumer confidence

remained fragile.



Group results

- The embedded value of R32.5 billion (2 023 cents per share) reflects the

  underlying financial strength and sustainability of the group.

- Diluted core headline earnings, as per the segmental information, 
  
  increased by 12% to R2 955 million for the year.



Capital management

-   The group actively manages its capital resources within a defined risk

    appetite and balances the interests of all stakeholders to protect and

    enhance shareholder wealth.

-   The investment mandate for shareholder capital was finalised during the

    year and a less risky mandate was implemented for Metropolitan Life

    Limited. This change reduced the capital adequacy requirement (CAR) and

    increased the CAR multiple. The new mandate also resulted in a once-off

    increase in the cost of capital in the traditional embedded value

    calculation, which reduced the embedded value by R523 million.

-   The group remains committed to the FSB's solvency assessment and

    management (SAM) project.

-   The group has declared a special dividend in order to enhance capital

    efficiencies.

-   The capital buffer was R3.3 billion on 30 June 2012, after allowing for

    strategic growth initiatives, the final dividend and a special dividend.

-   The impact of SAM on the capital buffer will continually be assessed.

-   The group is comfortable that its present level of capital is

    appropriate in the current environment; this position is evaluated 

    on an ongoing basis.



Merger integration

-   The overarching objective of the integration, overseen by a dedicated

    chief integration officer, is to incorporate "the best of both".

-   The integration process moved from planning to implementation 
  
    during the year.

-   Systems and data migration projects are proceeding according to plan.

-   The legal amalgamation of the Metropolitan and Momentum long-term

    insurance licences has commenced, subject to regulatory approvals.

-   Group and divisional strategies have been embedded and total targeted

    merger expense savings of R500 million remain on track to emerge up to

    30 June 2014:

        -  Targets have been set per division and firm deadlines are in

           place.

        -  The board is measuring progress against these targets on an

           ongoing basis.

        -  Recurring expense savings of R201 million were realised during

           the year; however, additional integration costs were incurred

           that reduced the immediate benefit.



Prospects

-   Each division has implemented strategic plans and integration processes

    to identify and optimise structures, operations, target markets,

    distribution channels and product offerings.

-   Growth in new business volumes will, however, be influenced by the

    economic environment, including a recovery in employment and stronger

    disposable income levels.

-   All divisions face opportunities and threats posed by ongoing 

    changes in the highly regulated environments in which they operate, 
   
    including the national health insurance and national social security 
   
    reform proposals.

-   Ongoing uncertainties from the Eurozone crisis could continue to have a

    negative impact on business and consumer confidence.

-   The board of MMI Holdings believes that the group has appropriate

    strategies in place to unlock value and generate a satisfactory return

    on capital for shareholders over time.



Operational review


Shareholder capital

-   Shareholder capital includes investment income on shareholder funds. 

    The prior year included a once-off interest accrual on an income 

    tax refund.

-   Operating profit from the balance sheet management business is 

    reflected in this segment.

-   Staff rationalisation costs of R76 million are included in 

    this section.

-   The investment mandate for shareholder capital was revised during the

    year and a less risky mandate has been implemented for Metropolitan 

    Life Limited.



Momentum Retail

-   Despite tough trading conditions, new business on an annual premium

    equivalent (APE) basis, grew by 2%, excluding the Odyssey business.

-   The new business margin, on a present value of premiums (PVP) basis,

    remained under pressure as a result of a shift to lower margin single

    premium products.

-   The Momentum Wealth off balance sheet business was reclassified as non-

    covered business with effect from the end of the financial year.

    Excluding this business, the Momentum Retail new business PVP margin

    would have been 1.1%.

-   Positive mortality experience was recorded during the year.

-   The results were materially supported by certain discretionary margins

    that were released as a result of the gradual shift to more capital

    efficient products.

-   Operating profit increased by 40% to R1 064 million.



Metropolitan Retail

-   Recurring premium new business ended 12% higher, driven by good

    production in the traditional agency channels.

-   The reduction in single premium income was the direct result of certain

    distribution channels having been discontinued; new business from the

    continuing channels was up 33%.

-   The value of new business increased by 2%, at a PVP margin of 4.9%, on

    the back of increased production and good expense management after

    allowing for a R17 million increase in the cost of capital.

-   Operating profit increased by 11% to R438 million.



Momentum Employee Benefits

-   Total new business for the year increased 12% to R1 157 million on an APE

    basis and a satisfactory new business pipeline remains in place.

-   The new business growth was achieved in an environment where expense growth

    was well contained over the year.

-   The value of new business more than doubled due to improved expense

    efficiencies, increased volumes and business mix, in particular for risk

    business from the large corporate market.

-   Client retention interventions resulted in better persistency across all

    product lines.

-   The combination of strong new business and better retention led to net

    cash flows turning positive for the year.

-   The integration of the two employee benefits businesses is materially

    complete.

-   Overall risk experience was very satisfactory and included a turnaround in

    disability experience in comparison with the first six months.

-   Operating profit increased 33% to R249 million as a result of good risk

    experience and expense efficiencies.



Metropolitan International

-   New business APE increased by 26% to R255 million.

-   The main contributions to new business improvement came from Lesotho,

    Namibia and Ghana.

-   The individual life policy book grew by 8.5%, boosted primarily by the

    business in Ghana.

-   Capital of R500 million has been allocated for growth in Africa.

-   The medical claims ratio has improved as a result of appropriate re-

    pricing and improved claims controls.

-   Following these changes, the total lives under administration in the

    health business declined slightly during the period as some clients

    sought cheaper alternatives in the market.

-   Risk and claims experience improved across the division.

-   Operating profit increased 78% to R57 million.



Momentum Investments

-   During the period under review assets under management remained exposed

    to volatile global and local markets.

-   Equity performance improved during the year; however, more work is

    required on the performance of institutional balanced mandates.

-   Although Momentum Collective Investments recorded good inflows, new

    white label regulations published by the Financial Services Board could

    have a negative impact on this business in future.

-   Operating profit reduced by 5% to R125 million.



Metropolitan Health

-   The new business model for the Government Employees Medical Scheme was

    implemented successfully during the year; however, the change had a

    negative impact on revenue.

-   The reduction was, however, partly mitigated by the take-on of two new

    corporate schemes.

-   The division currently administers 1.3 million principal members,

    covering 3.2 million lives.

-   The Momentum Open Scheme increased membership by 7% over the year while

    solvency levels remained stable.

-   Metropolitan Health Risk Management continued to deliver good

    performance and expand the product offering.

-   Positioning for national health insurance reforms is ongoing.

-   Operating profit increased 17% to R133 million, reflecting the

    improvement in operational efficiencies.



Directors' statement

The directors take pleasure in presenting the audited results of the 

MMI Holdings financial services group for the year ended 30 June 2012. 

The preparation of the MMI group's consolidated and audited results was

supervised by the group finance director, Preston Speckmann, BCompt (Hons),

CA(SA).



Basis of preparation of financial information

These results have been prepared in accordance with International Accounting

Standard 34 (IAS 34) ­ Interim financial reporting; the South African

Companies Act of 2008; and the listings requirements of the JSE Limited

(JSE). The accounting policies of the group are in terms of International

Financial Reporting Standards (IFRS) and have been applied consistently to

all the periods presented and the previous reporting period. The preparation

of the financial statements is in accordance with and contains the

information required by IFRS and the AC 500 standards, as issued by the

Accounting Practices Board, which requires the use of certain critical

accounting estimates as well as the exercise of managerial judgement in the

application of the group's accounting policies. Such critical judgements and

accounting estimates are disclosed in detail in the group's integrated

report for the year ended 30 June 2012, including changes in estimates which

are an integral part of the insurance business. The group is exposed to

financial and insurance risks ­ details are also provided in the group's

integrated report.



Segmental information

During the 2011 financial year Metropolitan merged with

Momentum to form the MMI financial services group. The group

operates through the following divisions: Momentum Retail,

Metropolitan Retail, Momentum Employee Benefits, Metropolitan

International, Momentum Investments, Metropolitan Health and

Shareholder Capital (which includes the Balance Sheet

Management business unit).


Employee Benefits, Metropolitan International, Momentum

Investments, Metropolitan Health and Shareholder Capital (which

includes the Balance Sheet Management business unit).



Management information presented to the executive committee

(chief operating decision-maker) assumes that the merger

occurred prior to 1 July 2010 and therefore all segmental

information in terms of IFRS 8 ­ Operating segments ­ has been

disclosed on an `as if' basis. The operational reviews are

based on this segmental information. More details are available

in the tables, on SENS and on the company's website.


Reclassifications

On analysing the equity portfolios classified as available-for-sale

financial instruments, it was noted that certain of the net cumulative

realised gains over a period before June 2010, totalling R651 million, 

were not recycled from the available-for-sale reserve to the income 

statement on disposal or de-recognition of these assets. The retained 

earnings and available-for-sale reserve balances at 1 July 2010 have 

therefore been restated from R6 495 million to R7 146 million and 

R658 million to R7 million respectively, and the retained earnings 

and available-for-sale reserve balances at 30 June 2011 have 

been restated from R6 803 million to R7 454 million and R666 million 

to R15 million respectively. These restatements had no taxation impact.


Investments in collective investment schemes where the group holds between

20% and 50% of the issued units were previously disclosed as investments in

associates. These investments have always been designated at fair value

through profit and loss using the scope exemption in IAS 28, and disclosed

as part of the investment in associates. These investments, totalling 

R7 554 million as at 30 June 2011, are now disclosed as financial 

instruments as this better reflects the nature thereof. The investment 

in associates balance has therefore been restated from R7 797 million 

to R243 million and the financial instruments investment in associates 

designated at fair value through income from nil to R7 554 million 

respectively.


Core headline earnings for the year ended June 2011 have increased by 

R60 million while investment variances have been reduced by the 

same amount in order to provide consistent disclosure.


These restatements had no impact on the 2012 or 2011 year reported earnings

or headline earnings per share or on the statement of cash flows.



Business combinations

The group acquired the remaining 51% of shares in Momentum Life Assurance

Namibia Ltd for R342.8 million cash and R28.6 million on loan account on 

30 June 2012.



Corporate Governance

The board has satisfied itself that appropriate principles of corporate

governance were applied throughout the year under review.



Directorate changes and directors' shareholding

Mr LL Dippenaar and Mr PK Harris resigned with effect from 22 November 2011.

On the same date, Mr MJN Njeke was appointed chairman while Mr JP Burger

was elected deputy chairman. In addition, Prof JD Krige and Mr MH Visser

were appointed to the board. Mr K Matseke resigned with effect from

31 October 2011 and was replaced by Mr V Nkonyeni, the chief executive of

Kagiso Tiso Holdings. On 26 April 2012, Mr MH Visser passed away tragically

following a motor vehicle accident. Mr L Crouse was appointed to the board

on 18 May 2012.Mr M Mthombeni resigned as an executive director with effect

from 31 August 2012. All transactions in listed shares of the company

involving directors were disclosed on SENS as required.



Capital commitments and contingent liabilities

The group had no material capital commitments at 30 June 2012. The group is

party to legal proceedings in the normal course of business, and appropriate

provisions are made when losses are expected to materialise.



Events after the reporting period

MMI Holdings has agreed to acquire the remaining 50% of Momentum Short-term

Insurance (MSTI) as well as a controlling interest in Eris Property Group,

subject to the fulfilment of certain suspensive conditions.


No other events occurred between the reporting date and the date of approval

of the annual financial statements.


Final and special dividend declaration for the year ended 30 June 2012

Ordinary shares

The dividend policy for ordinary listed shares, approved by the directors,

is to provide shareholders with stable dividend growth, increasing to

reflect the board's long-term view on the expected underlying basic core

headline earnings growth. Exceptions will be made from time-to-time in

order to account for, inter alia, volatile investment markets, capital

requirements and changes in legislation.



On 11 September 2012 a gross final dividend of 69 cents per ordinary share

was declared, resulting in an annual dividend of 113 cents per share. In

addition, a special dividend of 65 cents per share was declared. The final

dividend and the special dividend are payable out of income reserves to

all holders of ordinary shares recorded in the register of the company at

the close of business on Friday, 5 October 2012 and will be paid on

Monday, 8 October 2012. Both dividends will be subject to local dividend

withholding tax at a rate of 15% per ordinary share unless the shareholder

is exempt from paying dividend tax or is entitled to a reduced rate.



Final dividend

The STC credits utilised per share amount to 1.89762 cents per ordinary

share on the final dividend. This will result in a net dividend, for those

shareholders who are not exempt from paying dividend tax, of 58.93464

cents per ordinary share.



Special dividend

The STC credits utilised per share amount to 1.78762 cents per ordinary

share on the special dividend. This will result in a net dividend, for

those shareholders who are not exempt from paying dividend tax, of

55.51814 cents per ordinary share.



MMI's income tax number is 975 2050 147 and the number of ordinary shares

in issue at the declaration date is 1 570 132 231. The last day to trade

"cum" dividend will be Friday, 28 September 2012. The shares will trade

"ex" dividend from the start of business on Monday, 1 October 2012. Share

certificates may not be dematerialised or rematerialised between Monday, 

1 October and Friday, 5 October 2012, both days inclusive.


Where applicable, dividends in respect of certificated shareholders will

be transferred electronically to shareholders' bank accounts on payment

date. In the absence of specific mandates, dividend cheques will be posted

to certificated shareholders on or about payment date. Shareholders who

hold dematerialised shares will have their accounts with their CSDP or

broker credited on Monday, 8 October 2012.



Preference share dividend

Dividends of R5.7 million (8.4% pa), R2.2 million (8.4% pa), and 

R26.5 million (19.1% pa/132 cps) were declared on the unlisted A1, 

A2 and A3 MMI preference shares respectively. The declaration rate 

was determined as set out in the company's articles and the 

total preference dividend utilised STC credits of R946 061. 

MMI preference share dividends are included under finance 

costs in these results.



Annual General Meeting

The next annual general meeting will be held at 14:00 on Monday, 

26 November 2012 at 268 West Street, Centurion. All shareholders 

are welcome to attend.


Audit opinion

The auditors, PricewaterhouseCoopers Inc, have issued their opinion on the

group financial statements for the year ended 30 June 2012. A copy of their

unqualified report is available for inspection at the company's registered

office.


Review of embedded value

The consolidated value of in-force business and value of new business

results have been independently reviewed by PricewaterhouseCoopers Inc. 

A copy of their unqualified report is available for inspection at the

company's registered office.



Signed on behalf of the board


JJ Njeke         Chairman

Nicolaas Kruger  Group chief executive officer


Centurion

11 September 2012


These results can also be viewed online at www.mmiholdings.com


Directors: MJN Njeke (chairman), JP Burger (deputy chairman), 

NAS Kruger (group chief executive officer), 

FW van Zyl (deputy group chief executive officer), 

PE Speckmann (group finance director), 

L Crouse, RB Gouws, F Jakoet, Prof JD Krige, PJ Moleketi, 

SA Muller, JE Newbury, V Nkonyeni, SE Nxasana, KC Shubane, 

FJC Truter, BJ van der Ross, JC van Reenen, M Vilakazi


Secretary: FD Jooste


www.mmiholdings.com


Transfer secretaries: Link Market Services SA (Pty) Ltd

(registration number 2000/007239/07)

Rennie House, 13th Floor, 19 Ameshoff Street, Braamfontein 2001.

PO Box 4844, Johannesburg 2000

Telephone: +27 11 713 0800, E-mail: info@linkmarketservices.co.za

Sponsor: Merrill Lynch (registration number: 2000/031756/06)

Registered office: 268 West Avenue, Centurion


JSE code: MMI, NSX CODE: MIM, ISIN NO. ZAE0001149902


MMI Holdings Limited Group

Summary of financial information


Audited results for the year ended 30 June 2012


MMI Holdings Limited Group

IFRS financial information

The MMI group was formed on 1 December 2010 following the 

merger of Metropolitan and Momentum.


The audited results presented for the current period comprise Momentum and

Metropolitan results for the year ended 30 June 2012. The comparatives 

for the year ended 30 June 2011 comprise the Momentum results for 

the 12 months ended 30 June 2011 and Metropolitan results for the 

seven months ended 30 June 2011.


Effective 1 December 2010 the group entered into a reinsurance agreement with a

cell captive owned by FirstRand whereby 90% of the FNB Life business is reinsured

to the cell captive owned by FirstRand. The IFRS results for the current and prior

periods therefore include 10% of FNB Life results for the year ended 30 June 2012;

100% for the five months ended 30 November 2010 and 10% of FNB Life's results for

the seven months ended 30 June 2011.


Segmental information

The current MMI group results disclose the segmental information

based on the way the business has been managed since the merger.

This assumes that the merger was in place for all comparative

information. Management information presented to the MMI

executive committee (chief operating decision maker) is also

presented this way and therefore all segmental information, in

terms of IFRS 8 ­ Operating segments ­ is disclosed on an 'as if'

basis.


The group operates through the following divisions: Momentum

Retail; Metropolitan Retail; Momentum Employee Benefits;

Metropolitan International; Momentum Investments; Metropolitan

Health and Shareholder capital (which includes the balance sheet

management business unit).



Embedded value and statement of assets and liabilities on the 

reporting basis 

The analysis of embedded value earnings reported for the 

12 months ended 30 June 2011 reconciles embedded value at 30 June 2010 

(assuming Metropolitan and Momentum were already merged then) to the 

closing embedded value at 30 June 2011.


The analysis of surplus, relating to the long-term insurance 

business excess on the statement of assets and liabilities 

on the reporting basis, for the 12 months ended 30 June 2011 

assumes that Metropolitan and Momentum were already merged 

on 1 July 2010.


Basis of presentation of financial information

These results have been prepared in accordance with International

Accounting Standard 34 (IAS 34) ­ Interim financial reporting; the

South African Companies Act of 2008; and the Listings Requirements of

the JSE Limited (JSE). The accounting policies of the group are in

terms of International Financial Reporting Standards (IFRS) and have

been applied consistently to all the periods presented. The preparation

of financial statements is in accordance with and contains the

information required by IFRS and the AC 500 standards, as issued by the

Accounting Practices Board or its successor, which requires the use of

certain critical accounting estimates as well as the exercise of

managerial judgement in the application of the group's accounting

policies. Such critical judgements and accounting estimates are

disclosed in detail in the MMI Holdings integrated report for 2012

(which will be available on the company website), including

changes in estimates which are an integral part of the insurance

business. The group is exposed to financial and insurance risks ­

details are also provided in the MMI Holdings group integrated report.


The preparation of the MMI Group's condensed consolidated, audited

results was supervised by the Group Finance Director, Preston Speckmann,

BCompt (Hons), CA (SA).


Reclassifications

The June 2011 results have been restated for the following

reclassifications:



-  On analysing the equity portfolios classified as available-for-sale

   financial instruments, it was noted that certain of the net

   cumulative realised gains over a period before June 2010, totalling

   R651 million, were not recycled from the available-for-sale reserve

   to the income statement on disposal or derecognition of these

   assets. The retained earnings and available-for-sale reserve

   balances at 1 July 2010 have therefore been restated from R6 495

   million to R7 146 million and R658 million to R7 million,

   respectively and the retained earnings and available-for-sale

   reserve balances at 30 June 2011 have been restated from R6 803

   million to R7 454 million and R666 million to R15 million,

   respectively. This restatement had no taxation impact.

-  Investments in collective investment schemes where the group holds

   between 20% and 50% of the issued units were previously disclosed as

   investments in associates. These investments have always been

   designated at fair value through profit and loss using the scope

   exemption in IAS 28 and disclosed as part of the investment in

   associates. These investments, totalling R7 554 million as at

   30 June 2011, are now disclosed as financial instruments as this

   better reflects the nature thereof. The investment in associates

   balance has therefore been restated from R7 797 million to R243

   million and financial instruments investment in associates

   designated at fair value through income from Rnil to R7 554 million

   respectively.

-  Core headline earnings for the year ended June 2011 has increased 

   by R60 million, which was previously included in investment variances

   and therefore excluded from core headline earnings, to ensure consistency

   with the year ended June 2012. It relates to the expected release of 

   reserves held in respect of minimum maturity guarantees as well as 

   demographic experience on these reserves. It is reflected as part of 

   core headline earnings as these are releases that are expected at 

   the start of the financial year and are already allowed for in the 

   reserving. Treating this component as core headline earnings is 

   consistent with the treatment of margin releases on other reserves. 

   Similarly, all other demographic experience is already included 

   in core headline earnings. For Momentum Retail the operating profit 

   and tax on operating profit have been restated from R995 million to
 
   R1 078 millionn and R296 million to R319 million respectively.

-  The group reallocated preference share investments of R2 134 million

   previously included in unlisted equity securities to debt securities

   as they are mandatorily redeemable at a fixed or determinable amount

   at a fixed or future date of which the dividends are non-

   discretionary.

-  The analysis of assets under management has been expanded to

   separately disclose assets managed internally or by other managers

   within the group that do not form part of Momentum Investments. An

   amount of R29 027 million has been separately classified for the

   year ended June 2011.

-  Fee income and administration expenses in the June 2011 segmental

   report has been restated to ensure consistency with internal

   reporting for the year ended June 2012.These restatements have no 

   impact on core headline earnings.

-  Net value of in-force of R701 million was transferred from Shareholder

   capital to Momentum Retail, reflecting a refinement in the allocation

   of discretionary margins to the divisions. The comparatives have been

   restated to reflect this change.


Except where indicated above, these restatements had no impact on the

2012 or 2011 year reported or diluted earnings or headline earnings per

share. These restatements had no impact on the statement of cash flows.


Standards and interpretations of published standards effective for the

period ended 30 June 2012 and relevant to the group

- The following amendments to standards became effective for the first

  time in the current period and had no impact on the group's

  earnings: IFRS 7 (amendment) Financial instruments: disclosures, IAS

  24 (amendment) ­ Related party disclosures.

- The International Accounting Standards Board (IASB) made amendments

  to various standards as part of their annual improvements project.

  These amendments had no impact on the group's earnings.




MMI Holdings ­ IFRS Financial information

Condensed consolidated statement of financial position
                                                                   Restated
                                                 30.06.2012        30.06.2011

                                                 Rm                Rm

Assets

Intangible assets                                11 998            12 257

Owner-occupied properties                        1 464             1 416

Property and equipment                           321               301

Investment properties                            5 415             5 982

Investment in associates                         127               243

Employee benefit assets                          302               381

Financial instrument assets (1)                  260 883           241 621

Insurance and other receivables                  2 657             2 296

Deferred income tax                              107               108

Reinsurance contracts                            1 439             1 148

Current income tax assets                        69                174

Cash and cash equivalents                        16 957            19 770

Non-current assets held for sale                 865               6 854

Total assets                                     302 604           292 551


Equity

Equity attributable to owners of the parent      23 517            22 341

Preference shares                                500               500

                                                 24 017            22 841

 Non-controlling interests                       281               298

 Total equity                                    24 298            23 139


 Liabilities

 Insurance contract liabilities

  Long-term insurance contracts                   88 116            82 835

 Financial instrument liabilities

   Investment contracts                           156 929           146 045

   ­ with discretionary participation features    23 696            24 280

   ­ designated at fair value through income      133 233           121 765

   Other financial instrument liabilities (2)     18 140            16 730

 Deferred income tax                              3 934             4 042

 Employee benefit obligations                     1 206             874

 Other payables                                   9 517             12 887

 Provisions                                       153               109

 Current income tax liabilities                   311               38

 Non-current liabilities held for sale            -                 5 852

 Total liabilities                                278 306           269 412


 Total equity and liabilities                     302 604           292 551


1.  Financial instrument assets consist of the following:

    Securities designated at fair value through income: 

    R236 129 million (30.06.2011: R223 990 million)


    Investments in associates designated at fair value through

    income: R14 333 million (30.06.2011: R7 554 million)


    Derivative financial instruments: R3 579 million

    (30.06.2011: R2 207 million)


    Held-to-maturity assets: R60 million (30.06.2011: R14 million)


    Available-for-sale assets: R2 902 million (30.06.2011: 
 
    R4 709 million)


    Loans and receivables: R3 880 million (30.06.2011:

    R3 147 million)


 2. Other financial instrument liabilities consist of the following:

    Liabilities designated at fair value through income: 

    R15 246 million (30.06.2011: R14 096 million)


    Derivative financial instruments: R2 040 million (30.06.2011:

    R1 235 million)


    Liabilities at amortised cost: R854 million (30.06.2011:

    R1 399 million)


 MMI Holdings ­ IFRS Financial information


 Condensed consolidated income statement
                                                  12 mths to        12 mths to
                                                  30.06.2012        30.06.2011
					          Rm                Rm


 Net insurance premiums received                  18 694            15 029

 Fee income (1)                                   5 248             4 232

 Investment income                                13 100            11 711

 Net realised and fair value gains                13 989            13 846

 Net income                                       51 031            44 818


 Net insurance benefits and claims                18 976            15 898

 Change in liabilities                            3 354             2 265

   Change in insurance contract liabilities       4 277             2 899

   Change in investment contracts with DPF
   liabilities                                    (694)             (389)

   Change in reinsurance provision                (229)             (245)

 Fair value adjustments on investment contract
 liabilities                                      12 092            12 106

 Fair value adjustments on collective investment
 scheme liabilities                               619               1 506

 Depreciation, amortisation and impairment
 expenses                                         1 008             676

 Employee benefit expenses                        3 874             3 202

 Sales remuneration                               2 850             2 697

 Other expenses                                   3 711             2 783

 Expenses                                         46 484            41 133


 Results of operations                            4 547             3 685

 Share of (loss)/profit of associates             (7)               44

 Finance costs (2)                                (899)             (1 147)

 Profit before tax                                3 641             2 582

 Income tax expenses                              (1 304)           (919)

 Earnings                                         2 337             1 663


 Attributable to:

 Owners of the parent                             2 301             1 612

 Non-controlling interests                        5                 18

 Momentum preference shares                       31                33

                                                  2 337             1 663


 Basic earnings per ordinary share (cents)        154               128

 Diluted earnings per ordinary share (cents)      151               126


1. Fee income consists of the following:

   Investment contracts: R1 455 million (30.06.2011: R1 340 million)

   Trust and fiduciary services: R1 546 million (30.06.2011: R1 386 million)

   Health administration services: R1 799 million (30.06.2011: R1 239 million)

   Other fee income: R448 million (30.06.2011: R267 million)

2. Finance costs consist of the following:

   Preference shares issued by MMI Holdings Ltd: R92 million (30.06.2011:R52 million)

   Subordinated redeemable debt: R114 million (30.06.2011: R98 million)

   Cost of carry and derivative financial instruments: R624 million (30.06.2011:R891 million)

   Other: R69 million (30.06.2011: R106 million)


 MMI Holdings ­ IFRS Financial information

 Reconciliation of headline earnings attributable to owners of the parent

                                      Basic earnings           Diluted earnings
                                                  Restated                 Restated
                                      12 mths to  12 mths to   12 mths to  12 mths to

                                      30.06.2012  30.06.2011   30.06.2012  30.06.2011

                                      Rm          Rm           Rm          Rm

 Earnings                             2 301       1 612        2 301       1 612

 Finance costs ­ convertible
 preference shares                                             92          52

 Diluted earnings                                              2 393       1 664

 Intangible asset impairments         67          28           67          28

 (Profit)/loss on step-up of
 associate                            (207)       18           (207)       18

 Profit on sale of business           (3)         (27)         (3)         (27)

 Tax effect on profit on sale of
 business                             -           3            -           3

 Headline earnings (1)                2 158       1 634        2 250       1 686

 Net realised and fair value gains
 on excess                            (250)       (43)         (250)       (43)

 Basis and other changes and
 investment variances. (7)            292         253          292         253

 FNB Life (90%) (2)                   -           (174)        -           (174)

 Amortisation of intangible assets
 relating to business combinations    516         318          516         318

 Secondary Tax on Companies (STC)     144         90           144         90

 BEE cost (3)                         3           -            3           -

 Merger transaction costs             -           29           -           29

 Dilutory effect of subsidiaries (4)                           (14)        (6)

 Investment income on treasury

 shares ­ contract holders                                     14          6

 Core headline earnings (5)           2 863       2 107        2 955       2 159

 Metropolitan pre-merger                                       -           489

 Core headline earnings as per
 segmental information (6)                                     2 955       2 648



1.  Headline earnings consist of operating profit, investment income, net realised

    and fair value gains, investment variances and basis and other changes.

2.  This represents the 90% of FNB Life's results for the five months ended

    30 November 2010 which has been excluded from the June 2011 figures as it is

    non-recurring.

3.  This represents the cost of the BEE transaction in Namibia in the current period

    in terms of IFRS 2 ­ Share based payments.

4.  Metropolitan Health and Metropolitan Kenya are consolidated at 100% and 96%,

    respectively, in the results. For the purposes of diluted core headline

    earnings, non-controlling interests and investment returns are reinstated.

5.  Core headline earnings disclosed comprise operating profit and investment income

    on shareholder assets. It excludes net realised and fair value gains on

    investment assets, investment variances and basis and other changes which can be

    volatile, STC, certain non-recurring items, as well the amortisation of

    intangible assets relating to business combinations as this is part of the cost

    of acquiring the business. STC has been added back as it fell away and was

    replaced by the new dividends withholding tax effective 1 April 2012.

6.   Core headline earnings as per segmental information represent the core headline

     earnings of the group as though the merger was effective for all reported

     periods.

7.   Core headline earnings for the year ended June 2011 has increased by R60 million

     was previously included in investment variances and therefore excluded from 

     core headline earnings,to ensure consistency with the year ended June 2012.



Earnings per share (cents) attributable to owners of the parent 
	                                                 	     Restated

                                                    12 mths to       12 mths to

                                                    30.06.2012       30.06.2011

 Basic

 Core headline earnings                             192              167

 Headline earnings                                  145              130

 Earnings                                           154              128

 Weighted average number of shares (million)        1 491            1 259

 Diluted

 Core headline earnings (2)                         184              162

 Weighted average number of shares (million) (1)    1 605            1 329

 Headline earnings                                  142              128

 Earnings                                           151              126

 Weighted average number of shares (million) (1)    1 590            1 317


 Diluted core headline earnings as per segmental
 information                                        184              165

 Weighted average number of shares (million) for
 purposes of segmental information (2)              1 605            1 605


1. For diluted core headline earnings per share, treasury shares held on behalf of

   contract holders are deemed to be issued. For diluted earnings and headline

   earnings per share, these shares are deemed to be cancelled.

2. The weighted average number of shares for purposes of segmental information

   assumes that the merger was effective from 1 July 2010 in line with the diluted

   core headline earnings as per the segmental information.



Dividends

                                               2012            2011
Ordinary listed MMI Holdings Limited shares
(cents per share)

Interim ­ March                                44              42

Final ­ September                              69              63

Total                                          113             105

A special dividend of 65 cents per share was also declared in September 2012
(21 cents per share in March 2011).



 Dividends

 MMI Holdings convertible redeemable preference shares
 (issued to Kagiso Tiso Holdings (KTH))

                                          A1              A2             A3

 Redemption value (per share)    R       5.12            9.18           9.18

 Paid ­ 30 September 2010       Rate     8.5%            8.5%           17.1%

                                Rm       12              5              27

 Paid ­ 31 March 2011           Rate     7.7%            7.7%           18.0%

                                Rm       11              5              29

 Paid ­ 30 September 2011       Rate     7.7%            7.7%           19.1%

                                Rm       10              5              30

 Paid ­ 31 March 2012           Rate     7.7%            7.7%           19.1%

                                Rm       10              4              30

 Payable ­ 30 September 2012    Rate     8.4%            8.4%           19.1%

                                Rm       6               2              26

 Redemption date                         Converted (1)   Converted (1)  June ­ 2017(2)



1.   The A1 and A2 MMI preference shares were converted into MMI ordinary shares on a

     one-for-one basis with effect from 22 June 2012 and 29 June 2012 respectively.

2.   The redemption date of the A3 MMI preference shares has been extended from

     5 December 2011 to 29 June 2017. The preference rate payable remained unchanged

     up to 29 June 2012. With effect from 30 June 2012 an annual dividend of

     132 cents per share will be paid. MMI took over as a funder from 5 December 2011

     for the duration of the extension.


   MMI Holdings ­ IFRS Financial information

                                                     12 mths to       12 mths to
 Condensed consolidated statement of comprehensive   30.06.2012       30.06.2011
 income                                              Rm               Rm


 Earnings                                            2 337             1 663

 Other comprehensive income for the year, net of
 tax                                                 121              35

   Exchange differences on translating foreign
   operations                                        71               (29)

   Available-for-sale financial assets               (3)              11

   Land and buildings revaluation                    63               105

   Share of other comprehensive income of
   associates                                        -                (2)

   Change in non-distributable reserves              1                -

   Income tax relating to components of other
   comprehensive income                              (11)             (50)


 Total comprehensive income for the year             2 458            1 698


 Total comprehensive income attributable to:

   Owners of the parent                              2 414            1 651

   Non-controlling interests                         13               14

   Momentum preference shares                        31               33

                                                     2 458            1 698

MMI Holdings ­ IFRS Financial information


Condensed consolidated statement of changes in equity
                                                                 Restated
                                                    12 mths to   12 mths to
                                                    30.06.2012   30.06.2011
                                                    Rm           Rm


Changes in share capital

Balance at beginning (1)                            13 421       1 041


Staff share scheme shares released                  3            2

Treasury shares held on behalf of contract
holders                                             2            (204)

Conversion of preference shares/shares
issued net of issue costs (2)                       388          12 582

Balance at end                                      13 814       13 421


Changes in other reserves

Balance at beginning                                1 466        1 140

Reclassification (3)                                -            (651)

Total comprehensive income                          113          42

BEE cost                                            3            -

Fair value adjustment for preference shares
issued by MMI (4)                                   -            940

Transfer (to)/from retained earnings                (10)         (5)

Balance at end (5)                                  1 572        1 466


Changes in retained earnings

Balance at beginning                                7 454        6 495

Reclassification (3)                                -            651

Total comprehensive income                          2 301        1 609

Dividend paid                                       (1 603)      (1 302)

Employee share scheme                               -            (9)

Transactions with minorities                        (31)         5

Transfer from/(to) other reserves                   10           5

Balance at end                                      8 131        7 454


Equity attributable to owners of the parent         23 517       22 341


Momentum preference shares

Balance at beginning                                500          500

Total comprehensive income                          31           33

Dividend paid                                       (31)         (33)

Balance at end                                      500          500


Changes in non-controlling interests

Balance at beginning                                298          (4)

Total comprehensive income                          13           14

Dividends paid                                      (3)          (35)

Transactions with owners    			    (27)      	 69

Business combinations       			    -         	 263

Other                       			    -            (9)

Balance at end              			    281          298


Total equity                			    24 298       23 139



1.  The opening share capital and share premium represents the issued equity

    interests of Momentum Group Limited, however the number and type of shares in

    issue reflects the equity structure of MMI Holdings Limited. This is due to

    the reverse acquisition for accounting purposes in December 2010.

2.  The conversion of the preference shares in the year ended 30 June 2012

    represents the conversion of the A1 and A2 MMI preference shares into ordinary

    shares on a one-for-one basis. The shares issued in the year ended 30 June

    2011 represent the fair value of the consideration relating to the reverse

    acquisition of Metropolitan in December 2010.

3.  Certain net cumulative realised gains on available-for-sale assets relating to

    prior periods, totalling R651 million, were not recycled from the available-

    for-sale reserve to the income statement on disposal of these assets. These

    net gains have been reclassified from the available-for-sale reserve to

    retained earnings at 1 July 2010.

4.  This represents the write up of the carrying value of the preference shares

    issued by MMI Holdings Limited to Kagiso Tiso Holdings to fair value as part

    of the fair value exercise performed as a result of the merger in December

    2010.

5.  Other reserves consist of the following:

    Land and buildings revaluation reserve: R533 million (30.06.2011:

    R491 million) 

    Foreign currency translation reserve: R74 million (30.06.2011:

    R11 million) 

    Fair value adjustment for preference shares issued by MMI:

    R940 million (30.06.2011: R940 million)

    Fair value reserve: R11 million (30.06.2011: R15 million)

    Non-distributable reserve: R11 million (30.06.2011: R9 million)

    Equity-settled share-based payments reserve: R3 million (30.06.2011: Rnil)


MMI Holdings ­ IFRS Financial information

Condensed consolidated statement of cash flows 

                                                     12 mths to      12 mths to
                                                     30.06.2012      30.06.2011
						     Rm              Rm


Net cash outflow from operating activities           (1 142)         (1 570)

Net cash (outflow)/inflow from investing activities  (697)           7 067

Net cash outflow from financing activities           (1 875)         (1 316)

Net cash flow                                        (3 714)         4 181

Cash resources and funds on deposit at beginning     20 671          16 490

Cash resources and funds on deposit at end           16 957          20 671

Made up as follows:

Cash and cash equivalents as per statement of
financial position                                   16 957          19 770

Cash and cash equivalents held for sale              -               901

                                                     16 957          20 671


                                                     30.06.2012      30.06.2011

Principal assumptions (South Africa) (1)             %               %


Pre-tax investment return

   Equities                                          11.3            12.3

   Properties                                        8.8             9.8

   Government stock                                  7.8             8.8

   Other fixed interest stocks                       8.3             9.3

   Cash                                              6.8             7.8

 Risk free return                                    7.8             8.8

 Risk discount rate (RDR)                            10.1            11.1

 Investment return (before tax) ­ smoothed bonus     10.0            11.0

 Expense inflation rate

  Momentum                                           6.8             7.2

  Metropolitan                                       5.8             6.7


1.  The principal assumptions relate only to the South African life insurance

    business. Assumptions relating to international life insurance businesses are

    based on local requirements and can differ from the South African assumptions.



                                                     30.06.2012      30.06.2011

 Non-controlling interests                           %               %


 Metropolitan

 Metropolitan Health Group                           17.6            17.6

 Metropolitan Namibia                                4.7             18.0

 Metropolitan Health Namibia Administrators          49.0            49.0

 Metropolitan Botswana                               24.2            24.2

 Metropolitan Kenya                                  33.7            33.7

 Metropolitan Ghana                                  7.8             7.8

 Metropolitan Nigeria                                50.0            50.0

 Metropolitan Swaziland                              33.0            33.0

 Momentum

 Momentum Mozambique                                 25.0            25.0

 Momentum Tanzania                                   33.0            33.0

 Momentum Zambia                                     35.0            35.0

 Momentum Health Ghana                               20.0            20.0

 Momentum Health Mauritius                           5.0             5.0

 Momentum Health Botswana                            28.0            28.0



MMI Holdings ­ IFRS Financial information

                                                                 Restated
 Financial instrument assets                        30.06.2012   30.06.2011

                                                    Rm           Rm


 Equity securities                                  67 506       80 730

 Debt securities                                   79 959        73 655

 Funds on deposit and other money market  
 instruments                                       13 125        10 908

 Unit-linked investments                           78 501        63 420

 Derivative financial instruments                  3 579         2 207

 Loans and receivables                             3 880         3 147

 Investments in associates designated at fair
 value                                             14 333        7 554

 Total financial instrument assets                 260 883       241 621


                                                              Restated
                                                 30.06.2012   30.06.2011
 Analysis of assets under management             Rm           Rm


 On-balance sheet assets

 Managed and/or administered by
   Momentum Investments                          173 627      164 598

   Investment assets                             113 325      109 683

   Collective investment schemes                 53 423       47 518

   Properties                                    6 879        7 397

 Linked product assets under administration      50 412       43 309

 Managed internally or by other managers 
 within MMI                                      20 195       29 027

 Managed by external managers                    34 990       35 518

 Other assets                                    23 380       20 099

                                                 302 604      292 551
 Off-balance sheet assets
 Managed and/or administered by Momentum
 Investments                                     123 965      109 289

   Collective investment schemes                 65 585       51 633

   Segregated assets                             58 380       57 656

 Managed internally or by other managers 
 within MMI                                      4 161        -

 Momentuam Employee Benefits 
  segregated assets	 			 498	      151
                                                 
 Metropolitan Health                             11 624       10 166

 Linked product assets under administration      37 133       30 383


 Total assets under management                   479 985      442 540



Analysis of assets backing shareholder excess

                                     30.06.2012             30.06.2011

                                     Rm %                    Rm         %


Equity securities                    1 669       6.9        2 889      12.6

Preference shares                    1 492       6.2        2 155      9.4

Collective investment schemes        966         4.0        1 392      6.1

Debt securities                      4 352       18.1       2 869      12.6

Properties                           2 014       8.4        1 819      8.0

Owner-occupied properties            1 254       5.2        1 202      5.3

Investment properties                760         3.2        617        2.7

Cash and cash equivalents and funds
on deposit                           7 608       31.7       6 070      26.6

Intangible assets                    7 654       31.9       7 826      34.3

Other net assets                     150         0.6        48          0.2

                                     25 905      107.8      25 068      109.8

Redeemable preference shares         (316)       (1.3)      (711)       (3.1)

Subordinated redeemable debt         (1 572)     (6.5)      (1 516)     (6.7)

Shareholder excess per reporting
basis                                24 017      100.0      22 841      100.0


MMI Holdings ­ IFRS Financial information


Business combinations

Momentum Life Assurance Namibia Limited

On 30 June 2012 the group acquired an additional 51% in the ordinary share capital

of Momentum Life Assurance Namibia Ltd, taking the holding to 100%. The additional

shares were acquired for R343 million in cash and R29 million on loan account.


The carrying value of the investment in Momentum Life Assurance Namibia Ltd before

the 51% was acquired was R144 million. The fair value gain recognised by the group

as a result of re-measuring the 49% equity interest in Momentum Life Assurance

Namibia Ltd before the business combination was R207 million and is disclosed in

net realised and fair value gains/(losses) in the income statement. The provisional

purchase price allocation included intangible assets R365 million, tangible assets

R4 million, financial instrument assets R1 314 million, cash and cash equivalents

R191 million, other assets R44 million, insurance contract liabilities

R965 million, financial instrument liabilities R177 million and other liabilities

R58 million.


Impact of business combination

Assuming the acquisition occurred at the beginning of the period, Momentum Life

Assurance Namibia Ltd would have contributed additional net income (revenue)

of R224 million to the group for the 12 months ended 30 June 2012.


Events after the reporting period

No material events occurred between the reporting date and the date of approval of

the summary other than the following:


MMI Holdings announced that it has reached an agreement with Rand Merchant Bank and

Royal Bafokeng Holdings to acquire their shares in the Eris Property Group (Eris) 

for an amount of approximately R240 million. MMI's property portfolio is currently 

managed by Eris and Momentum Properties (previously Metropolitan Property Services). 

MMI will also merge the property management business of Momentum Properties with 

Eris in exchange for additional shares in Eris. This merger will be effective from 

1 July 2012 or as soon as all suspensive conditions are met. Eris management and 

Kagiso Tiso Holdings Proprietary Limited (KTH), who are existing shareholders 

in Eris, have agreed to acquire further shares from MMI, resulting in MMI holding 

a controlling interest of 50.1%, KTH 21.2% and Eris Management 28.7% in Eris post 

implementation. This transaction is subject to a number of conditions precedent 

including approval by the Competition authorities.


MMI Holdings, through its wholly-owned subsidiary Momentum Group Ltd ("Momentum")

entered into a binding sale of shares agreement with OUTsurance Holdings Ltd

("OUTsurance") a subsidiary of Rand Merchant Insurance Holdings Ltd ("RMI") in

terms of which Momentum was to, upon fulfilment of the suspensive conditions,

acquire OUTsurance's 50% shareholding in Momentum Short-term Insurance Company Ltd.

("MSTI") for approximately R123million. Momentum already owns the other 50% of 

the issued share capital of MSTI.


MMI Holdings ­ Segmental information

                                                                 Metropo-
                                       	   Metropo-   Momentum   litan
                            	Momentum   litan      Employee   Inter-     Momentum
12 mths to 30.06.2012       	Retail     Retail     Benefits   national   Investments

                            	Rm         Rm         Rm         Rm         Rm


Revenue

Net insurance premiums      	17 148     6 042      9 712      1 960      10 661

  Recurring premiums        	7 376      4 760      5 990      1 639      -

  Single premiums           	9 772      1 282      3 722      321        10 661

  Inter-segmental premiums 	-           -          -          -          -


Fee income                  	1 797      130        938        129        1 099

  Fee income                	1 797      130        938        129        1 099

  Inter-segmental fee
  income                    	-          -          -          -          -



Expenses
Net payments to contract
holders                     	16 095     5 049      9 033      1 099      12 772

  External payments (2)     	16 095     5 049      9 033      1 099      12 772

  Inter-segmental payments 	-           -          -          -          -


Other expenses              	3 217      1 863      991        841        959

  Sales remuneration        	1 582      778        166        247        4

  Administration expenses   	1 616      1 085      819        574        730

  Amortisation due to
  business combinations and
  impairments               	19         -          6          20         12

  Direct property and asset
  management expenses       	-          -          -          -          213

  Holding company expenses 	-           -          -          -          -

  Inter-segmental expenses 	-           -          -          -          -


Diluted core headline
earnings                    	1 064      438        249        57         125

Operating profit            	1 472      609        351        77         146

Tax on operating profit     	(408)      (171)      (102)      (20)       (40)

Investment income           	-          -          -          -          27

Tax on investment income    	-          -          -          -          (8)

Diluted weighted average
number of shares in issue
(millions)

Diluted core headline
earnings per share (cents)

Actuarial liabilities       	131 723    31 064     43 898     6 326      30 055


MMI Holdings ­ Segmental information continued

                            	Metropo-                         Other
                            	litan      Shareholder Segmental reconciling
12 mths to 30.06.2012       	Health     capital     total     items (1)  IFRS total

                            	Rm         Rm          Rm        Rm         Rm


Revenue

Net insurance premiums      	29         -           45 552    (26 858)   18 694

  Recurring premiums        	29         -           19 794    (4 547)    15 247

  Single premiums           	-          -           25 758    (21 847)   3 911

  Inter-segmental premiums 	-          -           -         (464)      (464)


Fee income                  	1 701      30          5 824     (576)      5 248

  Fee income                	1 701      30          5 824     (7)        5 817

  Inter-segmental fee
  income                    	-          -           -         (569)      (569)


Expenses
Net payments to contract
holders                     	24         799         44 871    (25 895)   18 976

  External payments (2)     	24         799         44 871    (25 865)   19 006

  Inter-segmental payments 	-           -           -         (30)       (30)


Other expenses              	1 560      477         9 908     1 535      11 443

  Sales remuneration        	-          -           2 777     73         2 850

  Administration expenses   	1 507      236         6 567     100        6 667

  Amortisation due to
  business combinations and
  impairments               	53         40          150       594        744

  Direct property and asset
  management expenses       	-          -           213       844        1 057

  Holding company expenses 	-          201         201       -          201

  Inter-segmental expenses 	-          -           -         (76)       (76)

Diluted core headline
earnings                    	133        889         2 955     -          2 955

Operating profit            	170        306         3 131     -          3 131

Tax on operating profit     	(51)       (34)        (826)     -          (826)

Investment income           	17         767         811       -          811

Tax on investment income    	(3)        (150)       (161)     -          (161)


Diluted weighted average
number of shares in issue
(millions)                                         	1 605                1 605

Diluted core headline
earnings per share (cents)                         	184                  184

Actuarial liabilities       	1          2 431       245 498   (453)      245 045



1. The 'other reconciling items' column includes: an adjustment to reverse

   investment contract premiums (R26 580 million) and claims (R25 868 million);

   FNB Life adjustments reconciling the 10% of FNB Life included in each of the

   relevant lines to the accounting treatment of the reinsurance arrangement

   (premiums R186 million; fee income R1 million, claims R3 million, sales

   remuneration R90 million and expenses R103 million); direct property and asset

   management fees (R844 million) for all companies, except Momentum Investments,

   that are set off against investment income and fee income, respectively for

   management reporting purposes but shown as an expense for accounting purposes;

   the amortisation of intangibles relating to the merger (R594 million);

   Namibian BEE cost (R3 million) and other minor adjustments to expenses

   (R6 million), sales remuneration (R17 million) and fee income (R8 million).


2. The R799 million payments to contract holders in shareholder capital relates to

   the maturity of certain corporate policies administered by balance sheet

   management division.


MMI Holdings ­ Segmental information

Restated                                        Momentum  Metropolitan
12 mths to             Momentum    Metropolitan Employee  Inter-      Momentum
30.06.2011 (1)         Retail (3)  Retail       Benefits  national    Investments

                        Rm         Rm           Rm        Rm          Rm


Revenue

Net insurance premiums 16 595      6 393        8 171     1 637       8 846

  Recurring premiums    7 133      4 489        5 300     1 383       -

  Single premiums       9 462      1 904        2 871     254         8 846


Fee income (4)          1 562      117          710       85          1 016

  Fee income            1 562      117          710       85          1 016

  Inter-segmental fee
  income                -          -            -         -           -



Expenses

Net payments to
 contract holders       15 277     4 440        10 886    983         8 267


Other expenses          3 445      1 774        997       777         881

  Sales remuneration    1 830      725          164       231         2

  Administration

  Amortisation due to
  business combinations
  and impairments       -          -            -         13          30

  Direct property and
  asset management
  expenses              -          -            -         -           173

  Holding company
  expenses              -          -            -         -           -

  Inter-segmental
  expenses              -          -            -         -           -


Diluted core headline
earnings                759        394          187       32          131

Operating profit        1 078      517          257       37          149

Tax on operating profit (319)      (123)        (70)      (5)         (36)

Investment income       -          -            -          -          25

Tax on investment
income                  -          -            -          -          (7)


Diluted weighted
average number of
shares in issue
(millions)

Diluted core headline
earnings per share
(cents)

Actuarial liabilities   120 139    29 878     40 545      4 441       29 267



MMI Holdings ­ Segmental information continued

Restated                                                     Other       Metropo-
12 mths to               Metropolitan  Shareholder Segmental reconciling litan pre-
30.06.2011 (1)           Health        capital     total     items (2)   merger     IFRS total

                         Rm            Rm          Rm        Rm          Rm         Rm


Revenue

Net insurance premiums   26            36          41 704    (21 936)    (4 739)    15 029

  Recurring premiums     26            -           18 331    (3 273)     (3 186)    11 872

  Single premiums        -             36          23 373    (18 663)    (1 553)    3 157


Fee income (4)           1 651         176         5 317     (430)       (655)      4 232

  Fee income             1 651         176         5 317     -           (655)      4 662

  Inter-segmental fee
  income                 -             -           -         (430)       -          (430)


Expenses

  Net payments to
  contract holders       21            214         40 088    (19 492)    (4 698)    15 898


Other expenses           1 541         381         9 796     1 201       (1 639)    9 358

  Sales remuneration     -             -           2 952     140         (395)      2 697

  Administration 
  expenses(4)            1 516         97          6 319     237         (1 186)    5 370

  Amortisation due to
  business combinations
  and impairments        25            92          160       352         -          512

  Direct property and
  asset management
  expenses               -             -           173       753         -          926

  Holding company
  expenses               -             192         192       -           (58)       134

  Inter-segmental
  expenses               -             -           -         (281)       -          (281)


Diluted core headline
earnings                 114           1 031       2 648     -           (489)      2 159

Operating profit         132           326         2 496     -           (380)      2 116

Tax on operating profit  (40)          34          (559)     -           80         (479)

Investment income        25            788         838       -           (235)      603

Tax on investment income (3)           (117)       (127)     -           46         (81)


Diluted weighted average
number of shares in issue
(millions)                                         1 605     -           (276)      1 329

Diluted core headline
earnings per share
(cents)                                            165       -           (3)        162


Actuarial liabilities     3            4 607       228 880   -           -          228 880



1. The table above assumes that Metropolitan and Momentum were merged from

   1 July 2010. The `Metropolitan pre-merger' column represents the segmental

   information for Metropolitan for the five months ended 30 November 2010.

2. The 'other reconciling items' column includes: an adjustment to reverse

   investment contract premiums (R22 350 million) and claims (R19 576 million);

   FNB Life adjustments reconciling the 10% of FNB Life included in each of the

   relevant lines to the accounting treatment of the reinsurance arrangement

   (premiums R414 million; claims R84 million and expenses R233 million); direct

   property and asset management fees (R753 million) for all companies, except

   Momentum Investments, that are set off against investment income and fee

   income, respectively for management reporting purposes but shown as an

   expense for accounting purposes; the amortisation of the intangibles

   (R352 million) relating to the merger; and other adjustments to expenses

   (R144 million) that are not taken into account when the CODM monitors and

   evaluates the performance of individual segments.

3. R60 million of earnings for the year ended June 2011, that was previously

   included in investment variances and therefore excluded from core headline

   earnings, is now included in core headline earnings to ensure consistency

   with the year ended June 2012.

4. Fee income and administration expenses have been restated to ensure

   consistency with internal reporting for the year ended June 2012.



MMI Holdings   Segmental information

Analysis of reclassifications	Momentum 	Metropo	    Momentum 
				Momentum	litan 	    Employee
			        Retail   	Retail	    Benefits
 				Rm		Rm          Rm

The comparative segmental information has been restated where appropriate 

to ensure alignment with the way in which the chief operating decision- maker, 

being the MMI executive committee, monitors and evaluates the performance 

of the various segments of the business. Refer to table below for detail. 

These restatements had no impact on core headline earnings.			
			
Fee income			

   Published 30 June 2011	1 349		117	    648

   Reclassifications		213		-	    62

   Restated 30 June 2011	1 562		117	    710
			
Other expenses			

  Published 30 June 2011	3 540		1 777	    1 005

  Reclassifications		(95)		(3)	    997

  Restated 30 June 2011		3 445		1 774	    997

			
Income tax		

  Published 30 June 2011	412		200	     125

  Reclassifications		-		-	     -

  Restated 30 June 2011		412		200	     125
			


MMI Holdings  Segmental Information (continued)


The comparative segmental information has been restated where appropriate 

to ensure alignment with the way in which the chief operating decision- maker, 

being the MMI executive committee, monitors and evaluates the performance 

of the various segments of the business. Refer to table below for detail. 

These restatements had no impact on core headline earnings.

Analysis of reclassifications	Metropolitan	Momentum	 Metropolitan 	
				International	Investments	 Health	
				Rm		Rm		 Rm		
				
Fee income				

  Published 30 June 2011	85		935		 1 651		

  Reclassifications		-		81		     -		

  Restated 30 June 2011		85		1 016		 1 651		
				
Other expenses			

  Published 30 June 2011	777		842		 1 541		

  Reclassifications		-		39		 -		

  Restated 30 June 2011		777		881		 1 541		
				
Income tax					
 
  Published 30 June 2011	3		97		 58		
 
  Reclassifications		-		-		 -		
  
 Restated 30 June 2011		3		97		 58		
				


MMI Holdings  Segmental Information (continued)


The comparative segmental information has been restated where appropriate 

to ensure alignment with the way in which the chief operating decision- maker, 

being the MMI executive committee, monitors and evaluates the performance 

of the various segments of the business. Refer to table below for detail. 

These restatements had no impact on core headline earnings.


Analysis of reclassifications	
								Other
				Shareholder 	Segmental 	reconsiling
				capital		total		items

 				Rm		Rm		Rm
			
			
Fee income			

 Published 30 June 2011		448		5 233		(346)

 Reclassifications		(272)		84		(84)

 Restated 30 June 2011		176		5 317		(430)
			
Other expenses			

 Published 30 June 2011		402		9 884		1 113

 Reclassifications		(21)		(88)		88

 Restated 30 June 2011		381		9 796		1 201
			
Income tax			
 
 Published 30 June 2011		187		1 082		(32)
 
 Reclassifications		75		75		(75)
 
 Restated 30 June 2011		262		1 157		(107)


MMI Holdings  Segmental Information (continued)



The comparative segmental information has been restated where appropriate 

to ensure alignment with the way in which the chief operating decision- maker, 

being the MMI executive committee, monitors and evaluates the performance 

of the various segments of the business. Refer to table below for detail. 

These restatements had no impact on core headline earnings.


Analysis of reclassifications	Metropolitan  	IFRS total 
				pre-merger

 				Rm		Rm
		
		
Fee income		
 
Published 30 June 2011		(655)		4 232
 
 Reclassifications		-		-

 Restated 30 June 2011		(655)		4 232
		
Other expenses		

 Published 30 June 2011		(1 639)		9 358

 Reclassifications		-		-

 Restated 30 June 2011		(1 639)		9 358
		
Income tax		

 Published 30 June 2011		(131)		919

 Reclassifications		-		-

 Restated 30 June 2011		(131)		919
		


MMI Holdings ­ Segmental information 

Reconciliation of Momentum investments and Metropolitan health

12 mths to 30.06.2012
                                                                      
                              Momentum Investments 
                   
                                            Asset                     
                              Asset         administra-		      Metropolitan
                              management    tion         Total	      Health
                              Rm            Rm           Rm	      Rm


Revenue                       989           110          1 099        1 730

Net insurance premiums
(excluding investment
business)                     -             -            -            29

Fee income                    989           110          1 099        1 701

Expenses and finance costs    888           82           970          1 587

Net payments to contract
holders (excluding
investment business)          -             -            -            24

Other expenses                877           82           959          1 560

Finance costs                 11            -            11           3

                              101           28           129          143


Core adjustments              17            -            17           27

Impairments and amortisation
of intangibles relating to
business combinations         12            -            12           53

Adjustments for dilution      -             -            -            (17)

Other                         5             -            5            (9)

Operating profit before tax   118           28           146          170



MMI Holdings ­ Segmental information continued

Reconciliation of Momentum investments and Metropolitan health
12 mths to 30.06.2011
                               Momentum Investments                    Metropolitan
                                                                       Health
                               Asset       Asset
                               management  administration Total

                               Rm          Rm              Rm          Rm

Revenue                        895         121             1 016       1 677

Net insurance premiums
(excluding investment
business)                      -           -               -           26

Fee income                     895         121             1 016       1 651


Expenses and finance costs     814         83              897         1 565

Net payments to contract
holders (excluding 
investment business)           -           -               -           21

Other expenses                 798         83              881         1 541

Finance costs                  16          -               16          3


                               81          38              119         112


Core adjustments               30          -               30          20

Impairments and amortisation
of intangibles relating to
business combinations          30          -               30          25

Adjustments for dilution       -           -               -           (10)

Other                          -           -               -           5

Operating profit before tax    111         38              149         132


MMI Holdings ­ Segmental information

Payments to contract holders (1)           12 mths to         12 mths to
                                           30.06.2012         30.06.2011
                                           Rm                 Rm


Momentum Retail                            16 095             15 277

Death and disability claims                2 940              2 634

Maturity claims                            4 844              4 059

Annuities                                  3 420              3 249

Withdrawal benefits                        48                 -

Surrenders                                 5 684              6 372

Re-insurance recoveries                    (841)              (1 037)

Metropolitan Retail                        5 049              4 440

Death and disability claims                1 030              1 132

Maturity claims                            1 512              1 258

Annuities                                  761                755

Withdrawal benefits                        37                 45

Surrenders                                 1 796              1 409

Re-insurance recoveries                    (87)               (159)

Momentum Employee Benefits                 9 033              10 886

Death and disability claims                2 791              2 455

Maturity claims                            471                411

Annuities                                  938                886

Withdrawals and surrenders                 2 344              3 764

Terminations                               676                879

Disinvestments                             2 382              2 737

Re-insurance recoveries                    (569)              (246)

Metropolitan International                 1 099              983

Death and disability claims                455                341

Maturity claims                            209                160

Annuities                                  51                 41

Withdrawal benefits                        95                 67

Surrenders                                 266                239

Terminations                               39                 52

Disinvestments                             5                  101

Re-insurance recoveries                    (21)               (18)

Momentum Investments

Withdrawals                                12 772             8 267

Metropolitan Health

Claims                                    24                  21

Shareholder capital

Claims                                    799                 214

Total payments to contract holders        44 871              40 088

Adjustment for payments to investment
contract holders                          (25 991)            (23 082)

Transfers between insurance, investment
and investment with DPF contracts         123                 3 506

FNB Life adjustment                       3                   84

Inter-segmental                           (30)                -

Metropolitan pre-merger (2)               -                   (4 698)
Net insurance benefits and claims per
income statement                          18 976              15 898


1.  The total payments to contract holders assume that Metropolitan and Momentum

    were merged from 1 July 2010.

2.  The Metropolitan pre-merger line represents the segmental claims for

    Metropolitan for the five months ended 30 November 2010 before the merger.


MMI Holdings ­ Segmental information

Net funds received from clients

                                                                   12 mths to   12 mths to
                    Gross       Gross                              30.06.2012   30.06.2011
                    single      recurring  Gross       Gross       Net inflow/  Net inflow/
                    inflows     inflows    inflow      outflow     (outflow)    (outflow)
                    Rm          Rm         Rm          Rm          Rm           Rm




Momentum Retail     9 772       7 376      17 148      (16 095)    1 053        1 318

Metropolitan
Retail              1 282       4 760      6 042       (5 049)     993          1 953

Momentum Employee
Benefits            3 722       5 990      9 712       (9 033)     679          (2 715)

Metropolitan
International       321         1 639      1 960       (1 099)     861          654

Momentum
Investments         10 661      -          10 661      (12 772)    (2 111)      579

Shareholder
capital             -           -          -           (799)       (799)        (178)

Long-term
insurance business
cash flows          25 758      19 765     45 523      (44 847)    676          1 611


Momentum Retail     12 874      -          12 874      (10 332)    2 542        6 680

Momentum Employee
Benefits            6           389        395         (63)        332          (676)

Metropolitan
International       1 012       -          1 012       (1 017)     (5)          -

Momentum
Investments         65 440      4 670      70 110      (69 091)    1 019        (16 446)

Metropolitan
Health              -           26 768     26 768      (30 923)    (4 155)      3 382

Total net funds
received from
clients             105 090     51 592     156 682     (156 273)   409          (5 449)



The table above assumes that Metropolitan and Momentum were merged from 1 July 2010.



Number of emoployees                        30.06.2012             30.06.2011


Indoor staff                                10 005                 10 058

  Momentum Retail                           2 067                  1 932

  Metropolitan Retail                       1 512                  1 471

  Momentum Employee Benefits                1 027                  1 147

  Metropolitan International                784                    716

  Momentum Investments                      542                    532

  Metropolitan Health                       3 130                  3 266

  Balance sheet management                  57                     50

  Group services                            832                    944

  Redeployment centre                       54                     -

Field staff                                 5 694                  5 586

  Momentum Retail                           433                    494

  Metropolitan Retail                       4 179                  3 813

  Metropolitan International                1 082                  1 279


Total                                       15 699                 15 644


The table above assumes that Metropolitan and Momentum were merged from 1 July 2010.


MMI Holdings ­ Statement of assets and liabilities

Statement of assets and liabilities on  reporting basis 

                                                                  Restated
					    30.06.2012            30.06.2011(1)
		                            Rm                    Rm


 Total assets                               302 604               292 551

 Actuarial value of policy liabilities      (245 045)             (228 880)

 Other liabilities                          (33 261)              (40 532)

 Non-controlling interests                  (281)                 (298)

 Group excess per reporting basis           24 017                22 841

 Net assets ­ other businesses              (1 334)               (830)

 Fair value adjustments on Metropolitan
 acquisition and other consolidation
 adjustments                                (5 901)               (6 100)

 Excess ­ long-term insurance business,
 net of non-controlling interests (1,2)     16 782                15 911

 Reconciliation of change in long-term
 insurance excess to the income statement

 Change in excess of long-term insurance
 business (2)                               871                   931

 Increase in share capital                  (345)                 (84)

 Change in other reserves                   (60)                  6

 Dividend paid ­ ordinary shares            2 502                 1 722

 Change in non-controlling interests        (53)                  -

 Acquisition of Momentum Namibia            (117)                 -

 Total surplus arising, net of non-
 controlling interests (including 90% of
 FNB Life)                                  2 798                 2 575

 FNB Life 90%                               -                     (174)

 Total surplus arising, net of non-
 controlling interests (excluding 90% of
 FNB Life)                                  2 798                 2 401

   Operating profit (3)                     2 309                 1 863

   Investment income on excess              520                   610
   Net realised and fair value gains on
   excess                                   242                   418

   Investment variances(3)                  (54)                  91

   Basis and other changes                  (219)                 (581)

   Consolidation adjustments                (12)                  (3)

 Earnings after non-controlling interest
 of long-term insurance business            2 786                 2 398

 FNB Life 90%                               -                     174

 Earnings after non-controlling interests
 of other group businesses and
 consolidation adjustments                  (485)                 (554)

 Earnings attributable to owners of the
 parent                                     2 301                 2 018

 Metropolitan pre-merger                    -                     (406)

 Earnings attributable to owners of the
 parent as per income statement             2 301                 1 612



1.  The total surplus arising in the comparatives above represents the surplus (for

    the 12 months ended 30 June 2011) that would have arisen had Momentum and

    Metropolitan been merged since 1 July 2010.

2.  The long-term insurance business includes both insurance and investment contract

    business and is the simple aggregate of all the life insurance companies in the

    group, including life insurance companies in Africa. It is after non-

    controlling interests but excludes other items which are eliminated on

    consolidation. It also excludes non-insurance business.

3.  R60 million of earnings for the year ended June 2011, that was previously

    included in investment variances and therefore excluded from operating profit,

    is now included in operating profit to ensure consistency with the year ended

    June 2012.


MMI Holdings ­ Statement of assets and liabilities

 Reconciliation of reporting excess to statutory excess

                                             30.06.2012         30.06.2011
                                             Rm                 Rm


 Reporting excess ­ long-term insurance
 business (1)                                16 782             15 911

 Disregarded assets (2)                      (998)              (1 205)

 Difference between statutory and
 published valuation methods                 (436)              (263)

 Write down of subsidiaries and associates
 for statutory purposes                      (1 209)            (715)

 Unsecured subordinated debt                 1 563              1 507

 Consolidation adjustments                   (56)               (65)

 Statutory excess ­ long-term insurance
 business                                    15 646             15 170

 Capital adequacy requirement (CAR)(Rm)(3)   6 641              6 485

 Ratio of long-term insurance business
 excess to CAR (times)                       2.4                2.3

 Discretionary margins                       9 974              9 999


 1.  The long-term insurance business includes both insurance and investment

     contract business and is the simple aggregate of all the life insurance

     companies in the group, including life insurance companies in Africa. It is

     after non-controlling interests but excludes other items which are eliminated

     on consolidation. It also excludes non-insurance business.

 2.  Disregarded assets are those as defined in the South African Long Term

     Insurance Act and are only applicable to South African Long Term insurance

     companies. Adjustments are also made for the international insurance companies

     from reporting excess to statutory excess as required by their regulators. It

     includes Sage intangible assets of R590 million (30.06.2011: R618 million).

 3.  Aggregation of separate company CAR's, with no assumption of diversification

     benefits.


MMI Holdings ­ Embedded value information

Embedded value results as at                 30.06.2012        30.06.2011
                                             Rm                Rm


Covered business
Reporting excess ­ long-term insurance
business                                     16 782            15 911

Reclassification to non-covered business     (1 388)           (918)

                                             15 394            14 993

Disregarded assets (1)                       (688)             (821)

Difference between statutory and
published valuation methods                  (436)             (263)

Dilutory effect of subsidiaries (2)          (30)              (5)

Consolidation adjustments (3)                (30)              (108)

Momentum Namibia adjustment (4)              (247)             (42)

Value of Momentum preference shares
issued                                       (480)             (480)


Diluted adjusted net worth ­ covered
business                                     13 483            13 274

Net value of in-force business               14 910            14 083


Diluted embedded value ­ covered business    28 393            27 357


Non-covered business

Net assets ­ non-covered subsidiaries of
life insurance companies                     1 388             918

Net assets ­ non-covered subsidiaries of
the holding company                          1 334             830


Consolidation adjustments (3)                (200)             (303)

Adjustments for dilution (5)                 610               1 009


Diluted adjusted net worth ­ non-covered
business                                     3 132             2 454

Write up to directors' value                 947               880

  Non-covered businesses                     2 110             1 944

  Holding company expenses (6)               (953)             (797)

  International holding company expenses (6) (210)             (117)

  Secondary Tax on Companies allowance       -                 (150)


Diluted embedded value ­ non-covered
business                                     4 079             3 334


Diluted adjusted net worth                   16 615            15 728

Net value of in-force business               14 910            14 083

Write up to directors' value                 947               880

Diluted embedded value                       32 472            30 691


Required capital ­ covered business
(adjusted for qualifying debt and
preference shares)                           7 858             8 401

Surplus capital ­ covered business           5 625             4 873

Diluted embedded value per share (cents)     2 023             1 912

Diluted adjusted net worth per share
(cents)                                      1 035             980

Diluted number of shares in issue
(million) (7)                                1 605             1 605




1. Disregarded assets include Sage intangible assets of R590 million (30.06.2011:

   R618 million), goodwill and various other items.

2. For accounting purposes, Metropolitan Health has been consolidated at 100%,

   Metropolitan Kenya has been consolidated at 96% and Metropolitan Namibia has

   been consolidated at 95% for the current period, in the statement of financial

   position. For embedded value purposes, disclosed on a diluted basis, the 
    
   non-controlling interests and related funding have been reinstated.

3. Consolidation adjustments include mainly goodwill and intangibles in

   subsidiaries that are eliminated.

4. The carrying value of Momentum Namibia included in the reporting excess was

   written down to the company's net asset value.

5. Adjustments for dilution are made up as follows:

   Dilutory effect of subsidiaries (note 2): R74 million (30.06.2011:

   R70 million)Staff share scheme loans: Rnil (30.06.2011: R3 million) 

   Treasury shares held on behalf of contract holders: R220 million 
   
   (30.06.2011:R225 million)

   Liability ­ MMI convertible preference shares issued to KTH: R316 million

   (30.06.2011: R711 million)

6. The holding company expenses reflect the present value of projected recurring

   head office expenses. The International holding company expenses reflect the

   allowance for support services to the international life assurance and health

   businesses.

7. The diluted number of shares in issue takes into account all issued shares,

   assuming conversion of the convertible redeemable preference shares and the

   release of staff share scheme shares, and includes the treasury shares held on

   behalf of contract holders.


MMI Holdings ­ Embedded value information

 Analysis of net value of in-force business per division

                                                                     Restated
                                                      30.06.2012     30.06.2011
                                                      Rm             Rm


 Momentum Retail (1)                                  8 122          8 150

   Gross value of in-force business                   9 680          9 689

   Less cost of required capital (2)                  (1 558)        (1 539)

 Metropolitan Retail                                  3 323          3 206

   Gross value of in-force business                   3 968          3 579

   Less cost of required capital (2)                  (645)          (373)

 Momentum Employee Benefits                           1 992          1 500

   Gross value of in-force business                   2 609          1 980

   Less cost of required capital (2)                  (617)          (480)

 Metropolitan International                           1 268          860

   Gross value of in-force business                   1 321          883

   Less cost of required capital                      (53)           (23)

 Shareholder capital (1)                              205            367

   Gross value of in-force business (3)               205            367

   Less cost of required capital                      -              -


 Net value of in-force business                       14 910         14 083



Notes

 1. Net value of in-force of R701 million was transferred from Shareholder capital 

    to Momentum Retail, reflecting a refinement in the allocation of discretionary

    margins to the divisions. The comparatives have been restated to reflect this

    change.

 2. The strategic decision to de-risk shareholder assets resulted in an increase in

    the technical calculation of the required cost of capital, impacting Momentum

    Retail by negative R78 million, Metropolitan Retail by negative R135 million and

    Momentum Employee Benefits by negative R310 million, respectively.

 3. The value of in-force in the Shareholder capital represents discretionary margins

    not allocated to specific divisions.


MMI Holdings ­ Embedded value         Adjusted  Net value of
                                       net worth in-force     30.06.2012  30.06.2011
                                       Rm        Rm           Rm          Rm




Covered business

Momentum Group Ltd                     7 130     9 514        16 644      16 425

Metropolitan Life Ltd                  5 343     4 128        9 471       9 134

Metropolitan Odyssey Ltd               48        -            48          44

Metropolitan International             962       1 268        2 230       1 754

 Metropolitan Life International       89        -            89          81

 Metropolitan Namibia                  288       639          927         496

 Metropolitan Botswana                 129       86           215         186

 Metropolitan Lesotho                  236       303          539         439

 Metropolitan Kenya                    18        -            18          11

 Metropolitan Ghana                    11        15           26          43

 Metropolitan Swaziland                20        1            21          20

 Metropolitan Nigeria                  59        -            59          58

 Momentum international businesses (1) 112       224          336         420




Total covered business                 13 483    14 910       28 393      27 357


                                                 Write up to
                                       Adjusted  directors'
                                       net worth value        30.06.2012  30.06.2011
                                       Rm        Rm           Rm          Rm

Non-covered business

Momentum Investments (2)               1 059     802          1 861       1 535

Metropolitan Health (3)                356       1 247        1 603       1 416

Momentum Retail (short-term insurance) 99        61           160         83

Metropolitan International Holdings (4) 288      (210)        78          (117)

MMI Holdings (after consolidation
adjustments) (4)                       1 330     (953)        377         567

Secondary Tax on Companies allowance   -         -            -           (150)

Total non-covered business             3 132     947          4 079       3 334




Total embedded value                   16 615    15 857       32 472      30 691

Diluted net asset value ­ non-covered
business                               (3 132)

Adjustments to covered business ­
adjusted net worth                     3 299

Reporting excess ­ long-term insurance
business                               16 782




1.  The Momentum international businesses were transferred from non-covered to

    covered business at 30 June 2011.

2.  Momentum Investments subsidiaries are valued using forward Price Earnings

    multiples applied to the relevant sustainable earnings bases.

3.  Metropolitan Health subsidiaries have been valued using Embedded Value

    methodology.

4.  The holding company expenses reflect the present value of projected recurring

    head office expenses. The International holding company expenses reflect the

    allowance for support services to the international life assurance and health

    businesses.


MMI Holdings ­ Embedded value information

Analysis of changes in group embedded value

                                                                 12 mths to  12 mths to
                                      Covered business           30.06.2012  30.06.2011
                                      Adjusted Gross                         Total EV
                                      net       Value of                     excluding
                                      worth     in-force Cost of             FNB Life
                              Notes   (ANW)     (VIF)    CAR     Total EV    90%

                                      Rm        Rm       Rm      Rm          Rm


 Profit from new business             (1 343)   2 192    (126)   723         727

 Embedded value from new
 business                     A       (1 343)   2 102    (126)   633         632

 Expected return to end of
 period                       B       -         90       -       90          95

 Profit from existing
 business                             3 587     (988)    (249)   2 350       2 229

 Expected return ­ unwinding
 of RDR                       B       -         1 835    (317)   1 518       1 377

 Release from the cost of
 required capital             C       -         -        411     411         366

 Expected (or actual) net of
 tax profit transfer to net
 worth                        D       3 006     (3 006)  -       -           -

 Operating experience
 variances                    E       587       10       114     711         712

 Operating assumption
 changes                      F       (6)       173      (457)   (290)       (226)


 Allowance for service level
 agreement between RMBUT and
 Momentum                             -         -        -       -           128

 Embedded value profit from
 operations                           2 244     1 204    (375)   3 073       3 084


 Investment return on
 adjusted net worth           G       870       -        -       870         1 057

 Investment variances         H       (66)      (259)    (39)    (364)       215

 Economic assumption changes  I       (117)     248      (21)    110         (65)

 Acquisition of covered
 business                     J       (215)    242      (22)    5          -

 Exchange rate movements              14       4        -       18         (10)

 Embedded value profit ­
 covered business                     2 730    1 439    (457)   3 712      4 281

 Transfer of business
 (to)/from non-covered
 business                     K       (350)    (173)    -       (523)      420

 Capital transferred to non-
 covered business             L       (18)     (30)     -       (48)       -

 Changes in share capital     M       317      49       (1)     365        139

 Dividend paid                        (2 498)  -        -       (2 498)    (1 717)

 Change in reserves                   28       -        -       28         -

 Opening restatement for FNB
 Life

 (EV statement shown after
 restatement)                         -        -        -       -          161

 Change in embedded value ­
 covered business                     209      1 285    (458)   1 036      3 284

 Non-covered business
 Change in directors'
 valuation and earnings                                         4          (82)

 Allowance for service level
 agreement between RMBUT and
 Momentum                                                       -          (288)

 Holding company expenses                                       (248)      (574)

 Secondary Tax on Companies
 allowance                                                      6          (150)

 Embedded value profit ­
 non-covered business                                           (238)      (1 094)

 Changes in share capital                                       (365)      (139)

 Dividend paid                                                  889        176

 Finance costs ­ preference
 shares                                                         (92)       (88)

 Transfer of business to
 covered business             K                                 510        (420)

 Capital transferred from
 covered business             L                                 41         -

 Change in embedded value ­
 non-covered business                                           745        (1 565)


 Total change in group
 embedded value                                                 1 781      1 719


 Total embedded value profit                                    3 474      3 187
 Return on embedded value

 (%) - internal rate of return                                  11.3%      11.0%


The analysis of changes in embedded value above assumes that Momentum and

Metropolitan were merged for the 12 months ended 30 June 2011.


MMI Holdings ­ Embedded value information

A. Value of new business

                                                             Metropo-
                                        Metropo-   Momentum  litan

Value of new business        Momentum   litan      Employee  Internatio Segmental
                             Retail     Retail     Benefits  nal        total

                             Rm         Rm         Rm         Rm        Rm

12 mths to 30.06.2012


Value of new business (1)    207       262        130        34         633

  Gross                      269       284        173        34         760
  Less cost of required
  capital                    (62)      (22)       (43)       -          (127)


New business premiums        24 304    2 282      4 458      497        31 541

  Recurring premiums         1 119     1 035      790        228        3 172

  Single premiums            23 185    1 247      3 668      269        28 369


New business premiums (APE)  3 437     1 159      1 157      255        6 008

New business premiums (PVP)  29 249    5 371      9 421      1 332      45 373

Profitability of new business
as a % of APE                6.0       22.6       11.2       13.3       10.5

Profitability of new business
as a % of PVP                0.7       4.9        1.4        2.6        1.4




12 mths to 30.06.2011


Value of new business        288       257        62         25         632

  Gross                      338       262        97         25         722
  Less cost of required
  capital                    (50)      (5)        (35)       -          (90)


New business premiums        23 910    2 822      3 531      320        30 583

  Recurring premiums         1 237     921        753        190        3 101

  Single premiums            22 673    1 901      2 778      130        27 482


New business premiums (APE)  3 504     1 111      1 030      203        5 848

New business premiums (PVP)  28 758    5 698      8 300      967        43 723

Profitability of new business
as a % of APE                8.2       23.1       6.0        12.3       10.8

Profitability of new business
as a % of PVP                1.0       4.5        0.7        2.6        1.4


-   The above table assumes that Momentum and Metropolitan merged on 1 July 2010.

-   Value of new business and new business premiums are net of non-controlling

    interests.

-   The cost of capital for the international business is less than

    R1 million.

-   The value of new business has been calculated on closing assumptions.

    Investment yields at the point of sale have been used for fixed annuity and

    guaranteed endowment business, for other business the investment yields at the

    end of the year have been used.


1.  The value of new business (VNB) at 30 June 2012 still includes Momentum Wealth

    off-balance sheet sales; with VNB of R34 million (30.06.2011: R35 million) and

    PVP of R12 809 million (30.06.2011: R12 497 million). From financial year 2013

    onwards the Wealth off-balance sheet business will be disclosed as part of non-

    covered business in the embedded value analysis. Excluding the Momentum Wealth

    off-balance sheet business would improve the Momentum Retail PVP margin to 1.1%

    and the overall PVP margin to 1.8%.


MMI Holdings ­ Embedded value information

                                                               Metropo-
                                            Metropo- Momentum litan
                         Momentum Momentum litan      Employee Internati
                         Retail    Retail   Retail    Benefits onal
                         On-       Off-     On-       On-      On-
                         balance   balance  balance   balance  balance   Segmental
                         sheet     sheet    sheet     sheet    sheet     total

                         Rm        Rm       Rm        Rm       Rm        Rm


12 mths to 30.06.2012


Value of new business    173       34       262       130      34        633

  Gross                  235       34       284       173      34        760
  Less cost of required
  capital                (62)      -        (22)      (43)     -         (127)


New business premiums    11 518    12 786   2 282     4 458    497       31 541

  Recurring premiums     1 054     65       1 035     790      228       3 172

    Risk                 566       -        735       419      -         1 720

    Savings/Investments  486       65       300       368      -         1 219

    Annuities            2         -        -         3        -         5

    International        -         -        -         -        228       228

  Single premiums        10 464    12 721   1 247     3 668    269       28 369

    Savings/Investments  9 699     12 721   659       2 397    -         25 476

    Annuities            765       -        588       1 271    -         2 624

    International        -         -        -         -        269       269



New business premiums
(APE)                    2 100     1 337    1 159     1 157    255       6 008

  Risk                   566       -        734       419      -         1 719

  Savings/Investments    1 456     1 337    366       608      -         3 767

  Annuities              78        -        59        130      -         267

  International          -         -        -         -        255       255


New business premiums
(PVP)                    16 384    12 865   5 371     9 421    1 332     45 373


Profitability of new
business as a % of APE   8.2       2.5      22.6      11.2     13.3      10.5

Profitability of new
business as a % of PVP   1.1       0.3      4.9       1.4      2.6       1.4



MMI Holdings ­ Embedded value information

Reconciliation of lump sum inflows                 12 mths to       12 mths to
                                                   30.06.2012 Rm    30.06.2011 Rm


Total lump sum inflows                             105 090          73 292

Inflows not included in value of new business      (77 631)         (47 284)

Momentum Retail                                    (342)            (36)

Momentum Employee Benefits                         (66)             (109)

Balance Sheet Management                           -                (36)

Momentum Africa                                    (1 122)          (124)

Momentum Investments

 On-balance sheet inflows                          (10 661)         (8 846)

 Off-balance sheet inflows                         (65 440)         (38 133)


Term extensions on maturing policies               885              817
Retirement annuity proceeds invested in living
annuities                                          -                715

Non-controlling interests and other adjustments    25               (58)

Single premiums included in value of new business  28 369           (27 482)


The above table assumes that Momentum and Metropolitan had merged on 1 July 2010.


B. Expected return ­ Unwinding of RDR

   The expected return is determined by applying the risk discount rate applicable at

   the beginning of the reporting period to the present value of in-force covered

   business at the beginning of the reporting period and adding the expected return

   on new business, which is determined by applying the current risk discount rate to

   the value of new business from the point of sale to the end of the period.


C. Release from the cost of required capital

   The release from the cost of required capital represents the difference between

   the risk discount rate and the expected after tax investment return on the assets

   backing the required capital over the year.


D. Expected (or Actual) net of tax profit transfer to net worth

   The expected profit transfer for covered business from the present value

   of in-force to the adjusted net worth is calculated on the statutory

   valuation method. While investment certain returns on explicit

   discretionary margin reserves were the past, retained in expected

   investment returns of R146 million on the statutory basis after tax 

   (R182 million on the published basis after tax) have been released to 

   earnings in the 12 months ended 30 June 2012 in conjunction with 

   management's regular review of the adequacy of these margins in line with 

   the accounting policy. This item is released from the value of in force as

   part of the item "Expected (or actual) net of tax profit transfer to net

   worth".


MMI Holdings ­ Embedded value information


E. Operating experience variances

                                                      12 mths to         12 mths to
                                                      30.06.2012         30.06.2011

Operating experience variances                ANW       Net VIF  EV      EV
                                      Notes   Rm        Rm       Rm      Rm

Momentum Retail                               27        49       76      222

Mortality and morbidity               1       150       4        154     195

Terminations, premium cessations 
and policy alterations                2       (46)      49       3       (6)

Expense variance                      3       (23)      -        (23)    5

Other                                 4       (54)      (4)      (58)    28


Metropolitan Retail                           20        (13)     7       106

Mortality and morbidity               1       98        (6)      92      132

Terminations, premium cessations 
and policy alterations                5       (63)      (13)     (76)    (56)

Expense variance                              27        -        27      8

Other                                 6       (42)      6        (36)    22


Momentum Employee Benefits                    130       17       147     (19)

Mortality and morbidity               1       53        -        53      65

Terminations                                  27        17       44      (80)

Expense variance                              14        -        14      (15)

Other                                 7       36        -        36      11


Metropolitan International                    51        (13)     38      66

Mortality and morbidity               1       62        -        62      94

Terminations, premium cessations and
policy alterations                            8         (7)      1       11

Expense variance                      8       (31)      13       (18)    (59)

Other                                         12        (19)     (7)     20


Shareholder capital                   9       359       (31)     328     320

Opportunity cost of required capital  10      -         115      115     17

Total operating experience variances          587       124      711     712



The above table assumes that Momentum and Metropolitan were merged from 1 July 2010.


Notes

1.  Overall, underwriting experiences during the last 12 months were better compared

    to what was allowed for in the valuation basis.

2.  Worse than expected termination experience on certain product lines, offset by

    guarantee reserve releases on terminated business.

3.  The expense variance was a result of lower than expected sales volumes.

4.  Includes the financial impact of delays in certain annual premium rate

    adjustments, unanticipated (in valuation basis) reward program discounts and

    various other items.

5.  Lower than expected expense recoveries on withdrawals of smoothed bonus

    business and poor persistency on certain group scheme business written during

    the last year.

6.  Mainly relating to tax variances resulting from actual expense relief being

    lower than assumed.

7.  Due to various one-off items following the harmonisation of valuation methods

    and practices.

8.  Expense under-recoveries are being experienced in mainly the start-up life and

    health operations.

9.  The income recorded in respect of shareholder capital relates mostly to

    earnings from holding company activities and the management of MMI's capital

    and shareholder balance sheet risks. Other sources of earnings such as

    variations in actual tax payments and corporate expenses not allocated to

    underlying business units are also included here.

10. Changes in the cost of capital resulting from demographic experience on

    certain products and also derisking activities.


MMI Holdings ­ Embedded value information


F. Operating assumption changes

                                             12 mths to                 12 mths to
                                             30.06.2012                 30.06.2011

Operating assumption changes                 ANW      Net VIF  EV       EV
                                     Notes   Rm       Rm       Rm       Rm


Momentum Retail                              (12)     (208)    (220)    (244)

Mortality and morbidity assumptions          5        6        11       144

Renewal expense assumptions          1       83       (66)     17       (175)

Termination assumptions                      (7)      -        (7)      (79)

Methodology changes                  2       (93)     (148)    (241)    (134)


Metropolitan Retail                          115      28       143      (141)

Mortality and morbidity assumptions          -        15       15       19

Renewal expense assumptions                  (2)      (1)      (3)      (15)

Termination assumptions                      15       (12)     3        13

Discretionary margins                        -        -        -        14

Methodology changes                          (37)     31       (6)      (120)

Other                                3       139      (5)      134      (52)


Momentum Employee Benefits                   11       285      296      (247)

Assumed mortality and morbidity
profit margin                        4       21       61       82       -

Termination assumptions                      -        56       56       (8)

Renewal expense assumptions          5       (3)      112      109      (98)

Methodology changes                  3       (7)      62       55       (138)

Assumption reviews                           -        -        -        7

Other                                        -        (6)      (6)      (10)


Metropolitan International                   (120)    76       (44)     (64)

Mortality and morbidity assumptions           1        -        1        (10)

Renewal expense assumptions                  (19)     11       (8)      (46)

Termination assumptions                      (42)     35       (7)      6

Modelling changes                    6       (28)     4        (24)     (26)

Methodology changes                          (1)      (9)      (10)     29

Assumed mortality and morbidity
profit margin                                (31)     35       4        -

Other                                        -       -        -        (17)




Shareholder capital                          -        (6)      (6)      -


Methodology change: cost of
required capital                     7       -        (459)    (459)    (85)

Secondary Tax on Companies                   -        -        -        555

Total operating assumption changes           (6)      (284)    (290)    (226)



The above table assumes that Momentum and Metropolitan were merged from 1 July 2010.


Notes


1.   Mainly due to expense reallocations between product lines.

2.   Various basis and methodology changes including the implementation of new

     economic scenario generator to calculate maturity guarantee reserves, a

     correction of fees on the Retail Wealth and closed books, allowance for the

     revised capital gains and dividend withholding taxes and changes relating to the

     modelling of fund build-ups on certain linked products.

3.   Mainly a result of the 50 basis points relative reduction in the expense

     inflation assumption.

4.   Allowance for improved risk margins on Group Life business.

5.   Allowance for merger related savings taken out of the cost base.

6.   Includes an allowance for expense under-recoveries in start-up African life

     companies.

7.   Various changes to the technical calculation of the cost of capital, including

     the impact of the change in the investment strategy of the Metropolitan Life

     shareholder assets that increased the cost of capital by R523 million.


MMI Holdings ­ Embedded value information


G. Investment return on adjusted net worth

Investment return on adjusted net worth           12 mths to       12 mths to
                                                  30.06.2012       30.06.2011
                                                  Rm               Rm


Investment income                                 611              614

Capital appreciation                              290              475

Change in fair value of properties                -                (38)

Preference share dividends paid and change in
fair value of preference shares                   (31)             6

Investment return on adjusted net worth           870              1 057



The above table assumes that Momentum and Metropolitan were merged from 1 July 2010.


H. Investment variances

   Investment variances represent the impact of higher/lower than assumed investment

   returns on current and expected future after tax profits from in-force business.

I. Economic assumption changes

   The economic assumption changes include the effect of the change in assumed rate

   of investment return, expense inflation rate and risk discount rate in respect of

   local and offshore business.


J. Acquisition of covered business

   The acquisition of 51% of Momentum Life Assurance Namibia Limited is brought onto the 

   embedded value statement effective 30 June 2012. No embedded value earnings numbers 

   are therefore included for this item.


K. Transfer (to)/from non-covered business

   Momentum Wealth off-balance sheet business is reclassified as non-covered business

   effective 30 June 2012. For the current financial period the embedded value

   earnings and value of new business is still shown as part of the covered business

   disclosures and analysis. The net difference in the transfers (ie negative

   R13 million) represents the change in the allowance for cost of required capital.


L. Capital transferred to non-covered business

   Represents the alignment of net assets and value of in-force of mainly

   international subsidiaries between covered and non-covered business.


M. Changes in share capital

   Changes in share capital include the capitalisation of Metropolitan Life

   Namibia, relating to the purchase of the 51% share of Momentum Life Namibia.


MMI Holdings ­ Embedded value information


Covered business: sensitivities  Adjusted     In-force business
­ 30.06.2012                     net worth    Net value    Gross value  Cost of CAR
                                 Rm           Rm           Rm           Rm


Base value                       13 483       14 910       17 783       (2 873)

1%    increase in risk discount
      rate                                    13 581       16 784       (3 203)

      % change                                (9)          (6)          11

1%    reduction in risk
      discount rate                           16 299       18 798       (2 499)

      % change                                9            6            (13)

10%   decrease in future
      expenses                                15 767       18 638       (2 871)

      % change (1)                            6            5            -

10%   decrease in lapse, paid-
      up and surrender rates                  15 370       18 357       (2 987)

      % change                                3            3            4

5%    decrease in mortality and
      morbidity for assurance
      business                                16 025       18 898       (2 873)

      % change                                7            6            -

5%    decrease in mortality for
      annuity business                        14 694       17 559       (2 865)


      % change                                (1)          (1)          -

1%    reduction in gross
      investment return,
      inflation rate and risk
      discount rate               13 360       14 953      17 933    (2 980)

      % change (2)                (1)          -           1         4

1%    reduction in inflation
      rate                        13 609       15 152      18 026    (2 874)


      % change                    1            2           1         -

10%   fall in market value of
      equities and properties     13 268       13 929      16 977    (3 048)


      % change                    (2)          (7)         (5)       6

10%   reduction in premium
      indexation take-up rate                  14 614      17 487    (2 873)


      % change                                 (2)         (2)       -

10%   decrease in non-
      commission related
      acquisition expenses

      % change

1%    increase in
      equity/property risk
      premium                                  15 190      18 063    (2 873)


      % change                                 2           2         -



MMI Holdings ­ Embedded value information continued


                                      New business written
Covered business: sensitivities ­
30.06.2012                            Net value      Gross value  Cost of CAR

                                      Rm             Rm           Rm


Base value                            633            760          (127)


1%     increase in risk discount
       rate                           498            640          (142)

       % change                       (21)           (16)         12

1%     reduction in risk discount
       rate                           775            882          (107)
       
       % change                       22             16           (16) 

10%    decrease in future expenses    759            885          (126)

       % change (1)                   20             16           (1)

10%    decrease in lapse, paid-up
       and surrender rates            783            916          (133)

       % change                       24             21           5 

5%     decrease in mortality and
       morbidity for assurance
       business                       779            905          (126)

       % change                       23             19           (1)

5%     decrease in mortality for
       annuity business               622            748          (126)

       % change                      (2)            (2)           (1)

1%     reduction in gross
       investment return, inflation
       rate and risk discount rate    700            828          (128)

       % change (2)                   11             9            1

1%     reduction in inflation rate    672            798          (126)

       % change                       6              5            (1)

10%    fall in market value of
       equities and properties

       % change

10%    reduction in premium
       indexation take-up rate        584            710             (126)

       % change                       (8)            (7)             (1)

10%    decrease in non-commission
       related acquisition
       expenses                       722            848             (126)

       % change                       14             12              (1)

1%     increase in equity/property
       risk premium                   648            774             (126)

       % change                       2              2               (1)



1.  No corresponding changes in variable policy charges are assumed, although in

    practice it is likely that these will be modified according to circumstances.

2.  Bonus rates are assumed to change commensurately.

3.  The change in the value of cost of required capital is disclosed as nil where

    the sensitivity test results in an insignificant change in the value.


MMI Holdings ­ Stock exchange performance

Stock exchange performance                           30.06.2012      30.06.2011


12 month period

Value of listed shares traded (rand million)         11 420          12 269

Volume of listed shares traded (million)             655             736

Shares traded (% of average listed shares in issue)  43              66
Value of shares traded ­ life insurance
(J857 ­ Rbn)                                          119             103

Value of shares traded ­ top 40 index (J200  ­ Rbn)  2 791           2 475

Trade prices

  Highest (cents per share)                          1 976           1 776

  Lowest (cents per share)                           1 505           1 505

  Last sale of period (cents per share)              1 800           1 699

Percentage (%) change during period                  6               6

Percentage (%) change ­ life insurance sector (J857) 29              17

Percentage (%) change ­ top 40 index (J200)          4               23


30 June

Price/diluted core headline earnings (segmental)
ratio                                                9.8             10.6

Dividend yield % (dividend on listed shares)         6.3             6.2

Dividend yield % ­ top 40 index (J200)               3.0             2.4

Total shares issued (million)

  Listed on JSE                                      1 571           1 504

   Ordinary shares                                   1 571           1 504

   Share incentive scheme                            -               -

  Unlisted ­ share purchase scheme                   -               1

  Total ordinary shares in issue                     1 571           1 505

  Treasury shares held on behalf of contract holders (13)            (14)

  Adjustment to staff share scheme shares (1)        -               (1)

   Share incentive scheme                            -               -

   Share purchase scheme                             -               (1)


  Basic number of shares in issue                    1 558           1 490

  Adjustment to staff share scheme shares            -               1

  Treasury shares held on behalf of contract holders 13              14

  Convertible redeemable preference shares           34              100

  Diluted number of shares in issue (2)              1 605           1 605

Market capitalisation at end (Rbn) (3)               29              27

Percentage (%) of life insurance sector              13              15


1.  These are shares which have been issued since 1 January 2001, the date on which

    the group adopted AC133 (now IAS 39).

2.  The diluted number of shares in issue takes into account all issued shares,

    assuming conversion of the convertible redeemable preference shares and the

    release of staff share scheme shares, and includes the treasury shares held on

    behalf of contract holders.

3.  The market capitalisation is calculated on the fully diluted number of shares

    in issue.


Date: 12/09/2012 07:05:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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