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SANLAM LIMITED - Audited Results for the year ended 31 December 2012

Release Date: 07/03/2013 08:00
Code(s): SLM     PDF:  
Wrap Text
Audited Results for the year ended 31 December 2012

Sanlam Group
Incorporated in the Republic of South Africa            
JSE share code (primary listing): SLM
NSX share code: SLA
ISIN: ZAE000070660
Registered name: Sanlam Limited              
(Registration number 1959/001562/06)            
Sanlam or the company            


Sanlam Group Results December 2012
Audited Results for the year ended 31 December 2012 

Contents
  Overview                                                
  Key features                                            
  Salient results                                         
  Executive review                                        
  Comments on the results                                 
                                                          
  Financial statements                                    
  Accounting policies and basis of presentation           
  External audit                                          
  Shareholders information                               
  Group Equity Value                                      
  Shareholders fund income statement                     
  Notes to the shareholders information                  
  Embedded value of covered business                      
  Group financial statements                              
  Statement of financial position                         
  Statement of comprehensive income                       
  Statement of changes in equity                          
  Cash flow statement                                     
  Notes to the financial statements                       
  Administration                                          



Key features
Earnings
 Net result from financial services per share increased by 6%
 Normalised headline earnings per share up 17%

Business volumes
 New business volumes up 18% to R136 billion
 Net value of new covered business up 23% to R1 176 million
 Net new covered business margin of 3,22%, up from 3,05% 
 Net fund inflows of R23 billion

Group Equity Value
 Group Equity Value per share of R37,07 
 Return on Group Equity Value per share of 22%

Capital management
 Unallocated discretionary capital of R4,2 billion at 31 December 2012
 Sanlam Life Insurance Limited CAR cover of 4,3 times

Dividend
 Normal dividend of 165 cents per share, up 27%
 Special dividend of 50 cents per share



  SALIENT RESULTS                                                                              
  for the year ended 31 December 2012                                                          
                                                                                               
                                                                                               
 SANLAM GROUP                                                                                  
                                                                                               
 Earnings                                                            2012       2011   Delta   
 Net result from financial services per share(1)         cents      198,9      187,1      6%   
 Normalised headline earnings per share(2)               cents      292,1      248,7     17%   
 Diluted headline earnings per share                     cents      286,8      250,1     15%   
 Net result from financial services(1)               R million      4 030      3 779      7%   
  Normalised headline earnings(2)                    R million      5 919      5 023     18%   
  Headline earnings                                  R million      5 763      5 015     15%   
  Group administration cost ratio(3)                         %       30,6       29,9           
  Group operating margin(4)                                  %       19,4       20,3           
 Business volumes                                                                              
 New business volumes                                R million    135 903    115 087     18%   
  Net fund inflows                                   R million     22 989     25 480   (10%)   
  Net new covered business                                                                     
  Value of new covered business                      R million      1 176        958     23%   
  Covered business PVNBP(5)                          R million     36 528     31 449     16%   
  New covered business margin(6)                             %       3,22       3,05           
 Group Equity Value                                                                            
  Group Equity Value                                 R million     75 352     63 521     19%   
  Group Equity Value per share                           cents      3 707      3 146     18%   
  Return on Group Equity Value per share(7)                  %       22,0       15,7           
                                                                                               
  SANLAM LIFE INSURANCE LIMITED                                                                
  Shareholders fund                                 R million     55 466     45 172           
  Capital Adequacy Requirements (CAR)                R million      7 125      7 350           
  CAR covered by prudential capital                      Times        4,3        3,7                                                                                                                                                                                                        
  Notes
  (1)Comparative information has been restated as set out in the introduction to comments on the
  results. 
  (2)Normalised headline earnings = headline earnings, excluding fund transfers.
  (3)Administration costs as a percentage of income after sales remuneration.
  (4)Result from financial services as a percentage of income after sales remuneration.
  (5) PVNBP = present value of new business premiums and is equal to the present value of new
  recurring premiums plus single premiums.
  (6)New covered business margin = value of new covered business as a percentage of PVNBP.
  (7) Growth in Group Equity Value per share (with dividends paid, capital movements and cost of
  treasury shares acquired reversed) as a percentage of Group Equity Value per share at the beginning 
  of the year.


EXECUTIVE REVIEW

Sanlams 2012 financial result is another satisfactory addition to the Groups performance history
and further confirmation of our strategy to generate sustained growth in shareholder value. Sanlam
achieved another important milestone in 2012, with the value of new life business net of minorities
exceeding R1 billion for the first time, representing growth of 21% per annum since 2003;
emphasising again the turnaround from a company that was viewed as mature and ex-growth by 
industry commentators at the time.
The 2012 results reflect a resilient performance in an overall challenging environment. Economic
growth remained marginal in most of the territories where the Group operates, impacting on consumers
disposable income. The South African general insurance industry also experienced one of its most
difficult underwriting environments in many years. This was partly offset by strong equity and bond
markets, which supported fees earned on assets under management.
The Return on Group Equity Value (RoGEV) per share for 2012 came in at 22%, exceeding the target
of 12,2% by a comfortable margin. The adjusted RoGEV per share, which excludes the impact of
investment markets and tax changes during the period, amounted to 15%, also well in excess of the 
target.Our primary performance target is to optimise shareholder value through maximising the RoGEV per
share. Given the nature of the Groups diversified business we consider this measure of performance the
most appropriate since it incorporates the result of all the major value drivers in the business.
 
The net result from financial services grew by 6% on a per share basis. Other salient results are:
 New business volumes increased by 18% to R136 billion
 Net value of new covered business up 23%
 Net VNB margin of 3,22% compared to 3,05% in 2011
 Normal dividend per share increased by 27% to 165 cents
 Special dividend per share of 50 cents

2012 strategic initiatives
Five strategic pillars underpin the Sanlam Group business model:
 Improving performance through top-line earnings growth;
 Achieve improved operating and cost efficiencies, including quality;
 Improving capital efficiency on an ongoing basis;
 Prioritising Sanlams international positioning through diversification; and
 Embracing and accelerating transformation of the Group.

Earnings growth
The Sanlam Group delivered healthy earnings growth in 2012 despite the challenging operating
environment, which provided support for the Groups targeted diversification strategy. 
Earnings growth was driven by solid contributions mainly from Sanlam Personal Finance (SPF) 
and Sanlam Emerging Markets (SEM), somewhat offset by a deterioration in the Santam 
underwriting results. 

SPF achieved satisfactory organic growth of 6% in its entry-level market new business sales,
middle income new business volumes increased by 16% and the affluent market segment recorded 
a 21% increase in new business. SEM delivered exceptional growth of 70% in its Rest of Africa 
operations as a result of its successful partnerships in Africa. 

A strong focus on the quality of new business was maintained by providing clients with affordable
and appropriate products for their specific needs and as a result persistency levels remain strong
across all market segments. The fact that entry-level market persistency levels did not deteriorate
from the 2011 levels was quite an achievement given the impact of the industrial action on this
segment.

Operating and cost efficiencies
The Sanlam for Sanlam cooperation programme, introduced at the end of 2010 to increase profits
through cooperation between businesses, is already making a significant contribution. The Blueprint 
for Success initiative, launched late in 2012, is aimed at enhancing the Sanlam for Sanlam programme 
by helping employees embrace the critical enabling factors that will help Sanlam achieve accelerated
growth.

In 2012 SPF also completed the implementation of new IT systems at a cost of some R400 million,
which will enable the cluster to improve efficiencies and design more innovative and competitive
products. 

As part of our drive to remain relevant into the future we have to recognise that future
generations will engage differently with our products and services. It is imperative that our digital
strategy is implemented by the time South Africas digital generation is old enough to engage with our
offering. For this reason, we have intensified our focus on our digital strategy.

Sanlam Investments has also focused on improving margins through the effective use of technology
to improve efficiency and to reduce costs. In addition, the Sanlam Investments website has been
enhanced to facilitate a better client experience by providing more regular and easily accessible
information to clients. 

Capital efficiency
Our liquidity position remained robust in 2012 and all of the Group operations remain well
capitalised. We started 2012 with a war chest of around R4 billion, which was bolstered by a strong
initiative in 2012 to drive surplus capital out of the various businesses and allocate this money to 
growth initiatives. A total of R3,3 billion was redeployed during 2012.
The Sanlam Group held discretionary capital of R4,2 billion at the end of December 2012. We have
identified a number of opportunities that fit in with our strategic focus of bulking up in the
high-growth areas of Africa, India and South-East Asia, while we will also allocate some capital to
strengthen our distribution capabilities in South Africa. These initiatives will be pursued during 
2013.
The Board fully supports the stated strategy not to hold excess capital that is unlikely to be
utilised within a reasonable period. It therefore approved the return to shareholders of the 
approximately R1 billion added to discretionary capital in the second half of 2012 by way of a 
special dividend of 50 cents per share.

Diversification
Our successful diversification strategy has enabled us to deliver consistent robust business
performance in recent years. Over the past 10 years Sanlam has evolved from a traditional insurer 
to a diversified financial services provider with an extensive product offering catering for all 
market segments. We have also successfully grown our local and international footprint with the aim 
of further diversifying revenue streams.

Today we have a presence in 10 African countries, excluding South Africa, as well as India. In
2012 we also confirmed two acquisitions that will see us expanding our presence in India and 
venturing into Malaysia in 2013. Furthermore we also have successful operations in the UK, Ireland,
Switzerland and Australia. 

In 2013 we will focus on extracting more value from our existing partnerships in Africa. We will
also finalise our Malaysian acquisition and continue to identify other opportunities in South East
Asia, which we believe offers tremendous growth opportunities. In South Africa our focus will be on
growing our market share in the Gauteng market as well as in the entry-level market. 

The Sanlam business is still predominantly intermediated and as part of our diversification
strategy we are looking at alternative methods of distribution, especially in the entry-level market. 
Our joint ventures with affinity groups such as unions and church groups have proven successful
alternative distribution channels and we will continue to expand on this approach. 

We have also made good progress with MiWay, a direct short-term insurance company owned by Santam.
Our future goal is to add traditional Sanlam products to the MiWay online platform.

Transformation
In order to remain a relevant player in a constantly changing environment we need to maintain the
agility to transform our business to meet new demands. 
In the South African context transformation is traditionally seen as a companys willingness to
adapt the composition of its staff complement and its shareholding to more accurately reflect the
demographics of the country. We are committed to achieving this and as a result we have made good
progress. In 2011 we had set ourselves the target of increasing our black staff complement to 62% 
by the end of 2012. Not only did we achieve this, but we also exceeded this target by a small 
margin. At the end of 2012, 63% of our staff complement was black. 
As far back as 1993, Sanlam concluded the countrys first major black economic empowerment
transaction with the sale of Metropolitan to a black-owned consortium. In 2004 the Ubuntu-Botho deal
resulted in a broad-based black empowerment consortium buying a 10% shareholding in Sanlam in what 
was to become one of the most far-reaching black empowerment transactions to date. With the gazetting 
of the Financial Sector Code late in 2012 we now have a clear roadmap on how to build on existing
achievements in black economic empowerment to the benefit of all stakeholders. 
We also believe our willingness to transform must extend to other areas of our business. We have
therefore been transforming our offering to the entry-level market as well as our distribution model
for this segment to ensure more people have access to financial services. 
As one of the biggest financial services groups in the country, the transformation of the savings
and investment landscape of South Africa is an additional priority and we continue working with the
Association for Savings and Investment South Africa (ASISA) as well as National Treasury and the
Financial Services Board (FSB) to achieve this.

Forward-looking statements                                                                                                                                                                                                        
In this report we make certain statements that are not historical facts and relate to analyses and other 
information based on forecasts of future results not yet determinable, relating, among others, to new 
business volumes, investment returns (including exchange rate fluctuations) and actuarial assumptions. 
These statements may also relate to our future prospects, developments and business strategies. These 
are forward-looking statements as defined in the United States Private Securities Litigation Reform Act 
of 1995. Words such as believe, anticipate, intend, seek, will, plan, could, may, 
endeavour and project and similar expressions are intended to identify such forward-looking statements, 
but are not the exclusive means of identifying such statements. Forward-looking statements involve 
inherent risks and uncertainties and, if one or more of these risks materialise, or should underlying 
assumptions prove incorrect, actual results may be very different from those anticipated. Forward-looking 
statements apply only as of the date on which they are made, and Sanlam does not undertake any obligation 
to update or revise any of them, whether as a result of new information, future events or otherwise.   


COMMENTS ON THE RESULTS 
Introduction
The Sanlam Group results for the year ended 31 December 2012 are presented based on and in
compliance with International Financial Reporting Standards (IFRS). The basis of presentation and
accounting policies for the IFRS financial statements and shareholders information are in all material
respects consistent with those applied in the 2011 annual report, apart from the following changes to the
shareholders information and segmental reporting:
 Corporate expenses relating to the SEM cluster that was included in the overall Group
  adjustment for holding company expenses has been reallocated to the SEM cluster. Comparative information 
  has been restated accordingly (already implemented in the 2012 interim results).
 The establishment and growth of certain niche and specialised Group businesses are materially
  linked to and dependent on the continued involvement of a few key specialist staff members. To retain
  and appropriately incentivise these individuals, they are in exceptional cases granted
  participation schemes through which they effectively share in the value created within these businesses. 
  The cost associated with the equity participation schemes is in substance similar to intangible assets
  recognised in a business combination and commensurately not part of the Groups operational performance.
  The change in fair value of the equity participation schemes is therefore excluded from the net
  result from financial services and recognised as equity participation cost in the shareholders fund
  income statement. Comparative information has been restated accordingly.
 The Sanlam Investments cluster has been restructured, which affects the presentation of Group
  Equity Value, the shareholders fund at fair value and the shareholders fund at net asset value.
  Comparative information has been restated accordingly.

Group Equity Value
As at 31 December 2012 the total GEV amounted to R75,4 billion or 3 707 cents per share. Taking
into account the dividend of 130 cents per share paid in May 2012, this represents growth of 22,5% 
and 22,0% respectively on the R63,5 billion and 3 146 cents per share in December 2011, both well above
the 2012 performance hurdle of 12,2%. 
The Group has a significant exposure to investment markets, both in respect of the shareholder
capital portfolio that is invested in financial instruments, as well as a significant portion of the
fee income base that is linked to the level of assets under management. The strong investment market
performance during 2012 had a marked positive impact on the RoGEV for the period. Excluding the
favourable impact of investment returns in excess of the long-term expectations, lower long-term interest
rates and certain other once-off effects, an adjusted RoGEV of 15% is still in excess of the return
target.

  Group Equity Value                                                         
  at 31 December 2012                                                        
                                             Group Equity Value                RoGEV           
                                                                                          
  R million                                   2012         2011           2012          %   
  Group operations                          68 166       56 809         14 303       24,9   
  Sanlam Personal Finance                   32 762       28 876          6 862       23,8   
  Sanlam Emerging Markets(1)                 6 105        3 409            669       16,9   
  Sanlam Investments                        16 424       14 909          2 539       16,9   
  Santam                                    12 875        9 615          4 233       44,0   
                                                                                            
  Covered business                          38 996       34 875          7 908       22,7   
  Value of in-force                         24 050       20 322          6 433       31,7   
  Net worth                                 14 946       14 553          1 475       10,1   
  Other operations                          29 170       21 934          6 395       28,2   
                                            68 166       56 809         14 303       24,9   
  Discretionary capital and other(1)         7 186        6 712              7        0,1   
  Group Equity Value                        75 352       63 521         14 310       22,5   
  Per share (cents)                          3 707        3 146            691       22,0   
  (1)Comparative information has been restated as set out in the introduction to comments 
     on the results. 
   
   
Group operations of R68 billion yielded an overall return of 24,9% in 2012. The embedded value of
covered business (life operations) amounted to R39 billion, accounting for 52% of GEV in December
2012, marginally down from 55% in 2011. The capital allocated to the life operations increased
marginally to R15 billion. In aggregate, a balanced after tax investment return of 10,1% was earned 
on the supporting capital portfolios in 2012. The in-force book of R24,1 billion yielded an exceptional
return of 31,7%. Strong VNB growth and continued positive operating experience variances, substantially
positive risk experience, supported this sound result. This was partly offset by negative tax
changes of R168 million emanating largely from an increase in the effective capital gains tax rate in
South Africa.
Other Group operations provided a return of 28,2%, assisted by a substantial contribution from the
Groups investment in Santam. The valuations of the other non-insurance operations were in general
positively impacted by a higher level of assets under management, somewhat offset by a higher
allowance for cluster level corporate expenses in SEM and Sanlam UK. Santam is valued at its listed 
share price. The Santam share price substantially outperformed general equity markets in South Africa,
which supported the 44% return earned on this investment.
The low return on discretionary and other capital is essentially the combined effect of the
investment return earned on surplus capital (substantially invested in low yielding liquid assets), 
offset by corporate costs and the secondary tax on companies (STC) expense incurred in 2012. Refer 
to the Capital and solvency section below for information on the movement in discretionary capital 
during 2012.

Earnings
Normalised headline earnings of R5,9 billion or 292,1 cents per share are 17% higher than in 2011,
largely attributable to a 50% increase in the net investment return earned on the capital
portfolio, the result of the strong performance in the South African equity and bond markets in 2012 
relative to a weak 2011. This was partly offset by an increase in the amortisation of intangible assets
acquired, the mark-to-market of equity participation rights of staff members in selected start-up Group
businesses (MiWay and certain SI international initiatives), as well as the final STC charge on the
dividend paid in May 2012. This charge will in 2013 be replaced by a dividend withholding tax and
will thus not be reflected in the Groups results.


  Shareholders fund income statement                              
  for the year ended 31 December 2012                              
                                                                  
  R million                                2012          2011         Delta   
  Net result from financial services      4 030         3 779            7%   
  Sanlam Personal Finance                 2 351         1 990           18%   
  Sanlam Emerging Markets                   428           309           39%   
  Sanlam Investments                        975           945            3%   
  Corporate and other                     (129)         (124)          (4%)   
                                          3 625         3 120           16%   
  Santam(1)                                 405           659         (39%)   
  Net investment return                   2 356         1 571           50%   
  Project costs and amortisation          (178)         (133)         (34%)   
  Equity participation costs(1)            (56)          (26)        (115%)   
  Secondary tax on companies              (233)         (168)         (39%)   
  Normalised headline earnings            5 919         5 023           18%   
  Per share (cents)                       292,1         248,7           17%                                                              
(1) Comparative information has been restated as set out in the introduction to comments on the
    results.

Net operating profit (net result from financial services), of R4,0 billion, increased by 7%. A
strong performance by Sanlam Personal Finance (SPF) and Sanlam Emerging Markets (SEM) was offset by
marginal growth reported by Sanlam Investments (SI) and a significant deterioration in the underwriting
results experienced by Santam during 2012. Excluding the Santam results, net operating profit
increased by a satisfactory 16%.

SPFs gross result from financial services increased by 18%. The entry-level market recorded gross
operating earnings of R375 million, 27% up on 2011. Improved mortality and persistency experience
supported individual life profit. Safrican also benefited from lower claims experience. Middle-income
market profit increased by 17%, attributable to strong growth in risk profits, 33% growth in Sanlam
Personal Loans contribution and a lower impact from actuarial basis changes due to the
strengthening of the mortality basis in 2011 that was not repeated in 2012. Despite the negative
impact of system development expenditure, administration profit increased by 7%, supported by a 
strong increase in fund fees from the higher average level of assets under management. Glacier 
also reported satisfactory profit growth of 11%.

SEM recorded a 30% increase in its gross result from financial services. A more than doubling in
the Rest of Africa and India contributions was partly offset by lower growth in the more mature
Namibia and Botswana markets as expected. The increased holding in Letshego from the second half of 
2011 supported the Botswana results. The Nigeria operations managed to break even within two years 
of its launch, testimony to SEMs low cost expansion model in Africa.

Sanlam Investments (SI) contributed R1,3 billion to the Groups gross result from financial
services, 7% up on the prior year. The Capital Management business had another good year and recorded
growth of 18% on an already high base in 2011. The results include some once-off fees earned on large
financing deals concluded during the year. Sanlam Employee Benefits increased its contribution by 9%,
the combined effect of lower administration losses, strong earnings from Sanlam Structured Solutions
and lower risk profits. The Investment management operations were negatively impacted by the
following once-off items, which deflated operating earnings growth to 3%:
 A R55 million reduction from the R78 million in performance fees earned by the South African
  institutional asset manager in 2011. This is substantially due to Sanlam Investments value-based
  investment philosophy that underperformed relative to the strong overall market performance in 2012.
 The newly acquired Merchant Securities business recorded a loss of R35 million for the year,
  largely attributable to once-off costs relating to the integration, restructuring and reorganisation
  of the business.
 Start-up losses of R27 million in newly established distribution channels.
  
Excluding the South African performance fees as well as the above once-off losses, Investment
management gross operating earnings increased by 24%, a very strong performance.
The South African general insurance industry experienced one of its most difficult underwriting
environments in many years. Fire and storm related events contributed to an increase in Santams
claims ratio from 64,2% in 2011 to 68,3% in 2012. The underwriting margin accordingly declined 
from 8,0% in 2011 to 3,8% in 2012, and Santams net result from financial services by 39%.

Business volumes
The Group achieved overall growth of 13% in new business volumes (excluding white label), a solid
performance in the difficult operating environment of 2012. SPF and SEM recorded strong new business
growth with new life business, in particular, achieving growth of 19%. Investment and short-term
insurance business increased by 12% and 7% respectively. The strategic focus on the quality of new
business written is reflected in good retention levels and a continuance of strong net fund inflows.
Net fund inflows achieved of R25 billion is commendable given the loss of a number of investment
mandates during the year from clients restructuring their portfolios. 


  Business volumes for the year ended 31 December 2012                                                            
  R million                                    New business                    Net inflows                     
                                      2012         2011      Delta       2012        2011    Delta 
  Sanlam Personal Finance           32 355       27 246      19%        8 974       5 898      52%   
  Sanlam Emerging Markets           12 952       10 995      18%        3 977       2 008      98%   
  Sanlam Investments                62 139       56 062      11%        7 103      11 444    (38%)   
  Santam                            15 626       14 653       7%        4 946       5 249     (6%)   
  Total (excluding white label)    123 072      108 956      13%       25 000      24 599       2%   
  Covered business                  25 436       21 455      19%        8 532       6 685      28%   
  Investment business               81 716       72 679      12%       11 460      12 630     (9%)   
  Short-term insurance              15 920       14 822       7%        5 008       5 284     (5%)   
  Total (excluding white label)    123 072      108 956      13%       25 000      24 599       2%   


SPFs new business sales increased by 19%, with single premium business the main contributor to
the growth. An improvement in the entry-level market segment performance since the first half of 
2012 was particularly satisfactory. Single premiums previously reported as part of the entry-level 
market segment essentially comprised of roll-overs of discontinued single premium business in 
Sanlam Sky.
As these relate more to middle-income clients, the business has been reclassified to the
middle-income market segment.
New business volumes in the South African entry-level market increased by 6%. Growth was impacted
by the closure of the Channel4Life distribution channel as well as the ZCC bi-annual premium
adjustment that occurred in 2011 and increased the comparative base. Excluding these two 
distribution channels, new business sales grew by 12%. New individual life business increased by 13% 
(15% excluding Channel4Life), offset by a 9% decline in new group life sales (2% increase excluding 
the ZCC). The agency channel recorded strong growth in individual life business, but this was partly 
offset by lower broker sales attributable to some instability in the broker channel. Safrican 
experienced a difficult year after an exceptional 2011, also contributing to the lower group life 
sales.
SEM recorded 18% growth in its new business sales, with exceptional growth in Rest of Africa.
Namibia achieved 13% growth in new business volumes, a good result from this more mature market.
The positive sales trend in the entry-level segment is continuing, with recent product launches 
in the middle-income and affluent segments also performing well, albeit lower margin business.
Sales trends in Botswana remained largely unchanged from the first half of 2012, with individual
life recurring sales continuing to struggle (21% lower than in 2011), offset by a 29% increase in
single premiums (largely annuities). 
The Rest of Africa operations had a good year and increased new business volumes by 70% on 2011.
All countries contributed to the growth. 
Shriram General continued its strong growth trajectory and contributed to an overall 24% growth 
in new Indian business. The life business continues to struggle in the tough regulatory environment
with overall new business volumes down 18% on 2011. This is attributable to much lower single 
premium volumes, somewhat compensated for by 79% growth in recurring premium sales. Single premium 
sales were negatively impacted by the attractive returns that are currently available on banking 
products in India.
New business volumes for the SI cluster were up 11% on 2011 (excluding white label). The asset
management operations delivered solid growth of 11% in a very competitive environment, complemented 
by a more than doubling in Sanlam UKs contribution, partly attributable to new acquisitions. The
international investment management operations had a tough year with investor risk aversion not 
favouring the clusters niche operations. Sanlam Employee Benefits (SEB) won a large mandate in 2011 
that did not repeat in 2012, contributing to an 18% decrease in its new business volumes. As 
anticipated, SEBs VNB and margins declined commensurately from the high base in 2011 (refer below). 
Net fund flows decreased by 38% from R11 billion in 2011 to R7 billion in 2012. Sanlam Private 
Investments (SPI) experienced a R2,3 billion once-off outflow of low margin business from a single 
client, which impacted negatively on SPI and the clusters net fund flows. The South African investment 
management operations also lost a few mandates; this was however substantially due to portfolio 
restructuring by clients and not related to investment performance. Retail net fund flows remained 
strong.
Santam grew net earned premiums by 7%, above the industry average for the year.

Value of new covered business
The value of new life business (VNB) written during 2012 increased by 22% on 2011 to reach R1 278
million. After minorities, VNB increased by 23% to R1 176 million. Both SPF and SEM reported very
satisfactory VNB growth, with only the VNB of SI (essentially group business) being down from a 
high 2011 base. The average margin achieved increased to 3,35%. 
The reduction in long-term interest rates and consequently the risk discount rate applied, had a
marked effect on the reported VNB and contributed R117 million to the increase on 2011. At a
consistent 2011 discount rate VNB increased by 10% in 2012 and the average margin achieved was 
somewhat lower at 3,12%, essentially due to the reduction in margin in the employee benefits business 
from a high base in 2011, as expected. All businesses, apart from employee benefits and the Botswana
operations, achieved strong VNB growth on the 2011 economic basis as well. 

  Value of new covered business for the year ended 31 December 2012                                                            
                                                                                                    
                                                                                                    
  R million                                     2012 economic basis             2011 economic basis                     
                                              2012       2011    Delta        2012        2011     Delta   
  Value of new covered business              1 278      1 051      22%       1 161       1 051       10%   
  Sanlam Personal Finance                      939        705      33%         829         705       18%   
  Sanlam Emerging Markets                      267        223      20%         262         223       17%   
  Sanlam Investments                            72        123     (41%)         70         123     (43%)   
  Net of minorities                          1 176        958      23%       1 061         958       11%   
                                                                                                           
  Present value of new business premiums    38 129     32 786      16%      37 229      32 786       14%   
  Sanlam Personal Finance                   27 332     23 423      17%      26 634      23 423       14%   
  Sanlam Emerging Markets                    4 537      3 642      25%       4 471       3 642       23%   
  Sanlam Investments                         6 260      5 721       9%       6 124       5 721        7%   
  Net of minorities                         36 528     31 449      16%      35 657      31 449       13%   
                                                                                                           
  New covered business margin                3,35%      3,21%                3,12%       3,21%             
  Sanlam Personal Finance                    3,44%      3,01%                3,11%       3,01%             
  Sanlam Emerging Markets                    5,88%      6,12%                5,86%       6,12%             
  Sanlam Investments                         1,15%      2,15%                1,14%       2,15%             
  Net of minorities                          3,22%      3,05%                2,98%       3,05%                                                                                       

Capital and solvency
Optimal capital management remains a key strategic priority for the Group, with specific focus on
the following:
 Optimising the capital allocated to Group operations, taking account of the applicable
  regulatory requirements. Continuous attention is given to businesses and individual products attracting
  suboptimal levels of capital and thus diluting RoGEV. Product design, pricing and new business targets
  are therefore linked to capital required and the meeting of return hurdles. The Financial Services
  Boards implementation of a third country equivalent of the European Solvency II regime in South
  Africa (Solvency Assessment and Management (SAM)) is a major consideration. Sanlam is an active
  participant in this process with our own SAM implementation project running according to plan. The FSB
  conducted its second quantitative impact study in South Africa in 2012, which confirmed the Groups view
  that the capital allocated to its life insurance operations is appropriate. 
 The mix of the Groups in-force life book is changing to less capital intensive products. This
  resulted in a largely unchanged capital requirement for the life insurance operations at the end of
  2012 and a release to discretionary capital of some R1,1 billion from the investment return earned
  on the allocated capital. In addition, Santam paid a special dividend from its excess capital during
  2012 that added R576 million to Sanlams discretionary capital.
 Releasing capital from illiquid investments. Some R750 million was released during 2012 through
  the disposal of illiquid investments, the majority of which comprised of properties.
 Optimal utilisation of discretionary capital. The Groups preference remains to invest its
  discretionary capital in value-adding growth opportunities, with specific focus on the identified growth
  markets. Some R3,3 billion was utilised for this purpose in 2012:
  - The acquisition of a 26% interest in Shriram Capital in India. The transaction that utilised some R2,1 
    billion was announced in the latter half of 2011 and concluded in September 2012.
  - The acquisition of a 49% interest in Pacific & Orient (P&O), a short-term insurance operation in 
    Malaysia. Final closing of the transaction is still subject to P&O shareholder approval. Some R780 million 
    has been reserved for this transaction.
  - The acquisition of the minority interests in Safrican and Satrix required an investment of R230 million.
  - Approximately R100 million was used to expand the international operations of SI, essentially in respect 
    of bolt-on acquisitions and the capitalisation of start-up businesses.
  - Some R95 million was utilised to capitalise SEMs operations in Nigeria and India and to increase its 
    holding in its Kenyan business. 
  - Expenditure on the acquisition of Sanlam shares was limited to only R26 million.

At the end of December 2011 the Group held discretionary capital of R3,9 billion. Taking into 
account the movement set out above, as well as the investment income earned by the discretionary 
capital portfolio and the cash operating profit retained in the 2011 dividend earnings cover, the 
level of discretionary capital increased to R4,2 billion at the end of 2012. Progress made on 
potential transactions, the level of capital and its optimal utilisation are continuously evaluated 
given the suboptimal return earned on discretionary capital, which is largely invested in low  yielding 
liquid assets. A number of potential opportunities are currently being considered which, if successful, 
should utilise some R3 billion of the available discretionary capital. The Groups capital management 
philosophy dictates that any excess capital not likely to be applied within a reasonable timeframe must 
be returned to shareholders. 
The Board accordingly decided to distribute to shareholders the R1 billion added to discretionary capital 
since June 2012 by way of a special dividend of 50 cents per share. This special dividend will be declared 
and paid as part of the Groups normal dividend. 
All of the life insurance businesses within the Group were sufficiently capitalised at the end of 
December 2012. The total admissible regulatory capital (including identified discretionary capital) of 
Sanlam Life Insurance Limited, the holding company of the Groups major life insurance subsidiaries,
of R31 billion covered its capital adequacy requirements (CAR) 4,3 times. No policyholder portfolio had 
a negative bonus stabilisation reserve at the end of December 2012. Fitch Ratings has affirmed the credit 
ratings of the Group early in 2013 and the outlook remained stable. These include 
Sanlam  Limited: National Long-term AA- (zaf); Sanlam Life Insurance Limited: National Insurer Financial 
Strength: AA+ (zaf), Subordinated debt: A+ (zaf).

Dividend
The Group only declares an annual dividend due to the costs involved in distributing an interim dividend 
to our large shareholder base. Sustainable growth in dividend payments is an important consideration for 
the Board in determining the dividend for the year. The Board uses cash operating earnings as a guideline 
in setting the level of the normal dividend, subject to the Groups liquidity and solvency requirements.
The operational performance of the Group in the 2012 financial year, as well as the effect of abolishing STC,
enabled the Board to increase the normal dividend per share by 27% from 130 cents to 165 cents. This will 
maintain a cash operating earnings cover of approximately 1,1 times. The Board fully supports the stated 
strategy not to hold excess capital that is unlikely to be utilised within a reasonable period.  It therefore
approved the return to shareholders of the approximately R1 billion added to discretionary capital in the second
half of 2012 by declaring a special dividend of 50 cents per share. Including the special dividend of 50 cents per
share,the total dividend, declared and payable to shareholders, amounts to 215 cents per share. The new 
South African dividend withholding tax regime will apply in respect of the total dividend of 215 cents per share. 
Shareholders will benefit from the remaining STC credits held by Sanlam in that 1,8 cents of the final dividend of 
165 cents will still carry such credits. The final and special dividends will be subject to a 15% withholding tax,
which will result in a net final dividend, to those shareholders who are not exempt from paying dividend tax, 
of 140.52 cents per ordinary share and a net special dividend of 42.5 cents per ordinary share.   The number of 
ordinary shares in issue in the companys share capital at the date of the declaration is 
1,936,081,708 (excluding treasury shares of 163,918,292). The companys tax reference number is 9536/346/84/5. 

Shareholders are advised that the total dividend of 215 cents per share for the year ended 31 December 2012 is payable
on Monday, 29 April 2013 to ordinary shareholders recorded in the register of Sanlam at the close of business on Friday,
26 April 2013. The last date to trade to qualify for this dividend will be Friday, 19 April 2013, and Sanlam shares will
trade ex-dividend from Monday, 22 April 2013. 

Dividend payment by way of electronic bank transfers will be effected on Monday, 29 April 2013.  Share certificates may
not be dematerialised or rematerialised between Monday, 22 April 2013 and Friday, 26 April 2013, both days inclusive.



Desmond Smith            Johan van Zyl
Chairman                 Group Chief Executive

Sanlam Limited
Bellville
6 March 2013


Sanlam Group
Financial statements for the year ended 31 December 2012 


ACCOUNTING POLICIES AND BASIS OF PRESENTATION
The accounting policies adopted for purposes of the financial statements comply with International
Financial Reporting Standards (IFRS), specifically IAS 34 on interim financial reporting, the AC
500 Standards as issued by the Accounting Practices Board or its successor, and with applicable
legislation. The condensed financial statements are presented in terms of IAS 34, with additional
disclosure where applicable. The policy liabilities and profit entitlement rules are determined in
accordance with prevailing legislation, generally accepted actuarial practice and the stipulations 
contained in the demutualisation proposal. There have been no material changes in the financial 
soundness valuation basis since 31 December 2011, apart from changes in the economic assumptions. 
The basis of presentation and accounting policies for the IFRS financial statements and
shareholders information are in all material respects consistent with those applied in the 2011 
annual report, apart from the changes to the shareholders information and segmental reporting 
indicated above.
The preparation of the Groups audited annual results was supervised by the financial director,
Kobus Möller CA(SA).

The following new or revised IFRS and interpretations are applied in the Groups 2012 financial
year:
 Amendments to IFRS 1 - Severe hyperinflation and removal of fixed dates for first-time adopters
 (effective 1 July 2011)
 Amendment to IFRS 7 - Disclosures - Transfers of Financial Assets (effective 1 July 2011)
 Amendment to IAS 12 - Deferred tax: Recovery of underlying assets (effective 1 January 2012)
The application of these standards and interpretations did not have a significant impact on the
Groups financial position, reported results and cash flows. The following new or revised IFRS 
and interpretations have effective dates applicable to future financial years and have not been 
early adopted:
 Amendment to IFRS 7 - Disclosures relating to offsetting of financial assets and liabilities
 (effective 1 January 2013)
 Amendment to IAS 32 - Clarification of the instances in which the set off of financial assets
  and liabilities is allowed (effective 1 January 2014)
 Amendment to IAS 1 - Financial statement presentation (effective 1 July 2012)
 Amendment to IFRS 10 - Investment entities exemption (effective 1 January 2014)
 IFRS 9 Financial Instruments (effective 1 January 2015)
 IFRS 10 Consolidated Financial Statements (effective1 January 2013)
 IFRS 11 Joint Arrangements (effective 1 January 2013)
 IFRS 12 Disclosure of Interests in Other Entities (effective 1 January 2013)
 IFRS 13 Fair Value Measurement (effective 1 January 2013)
 IAS 19 Employee Benefits - Amendment regarding removal of corridor method and other
  comprehensive income treatment (effective 1 January 2013)
 IAS 27 Separate Financial Statements - Consequential amendments resulting from consolidation
  project (effective 1 January 2013)
 IAS 28 Investments in Associates and Joint Ventures - Consequential amendments resulting from
  consolidation project (effective 1 January 2013)
 IAS 19 Employee benefits (revised) - removal of corridor approach and changes to concept of
  expected return on plan assets (effective 1 January 2013)
 May 2012 Improvements to IFRS (mostly effective 1 January 2013)

The application of these revised standards and interpretations in future financial reporting periods is 
not expected to have a significant impact on the Groups reported results, financial position and cash 
flows.

EXTERNAL AUDIT
The Group financial statements have been extracted from the Groups 2012 audited annual financial
statements, which have been audited by Ernst & Young Inc. and their unqualified audit opinion is
available for inspection at the companys registered office. The shareholders information has also
been subject to external audit by Ernst & Young Inc. and the unqualified audit opinion is available 
for inspection at the registered office of Sanlam Limited.


Shareholders information for the year ended 31 December 2012 

Contents
  Group Equity Value                               
  Shareholders fund income statement              
  Notes to the shareholders information           
  Embedded value of covered business               


 GROUP EQUITY VALUE                                                                                   
 at 31 December 2012                                                                                                                                                                                       
                                                      2012       2011(1)   
                                                 R million     R million   
  Embedded value of covered business                38 996        34 875   
  Sanlam Personal Finance                           30 144        26 687   
   Adjusted net worth                                8 681         8 622   
   Value of in-force                                21 463        18 065   
  Sanlam Emerging Markets                            2 647         2 320   
   Adjusted net worth                                1 145         1 012   
   Value of in-force                                 1 502         1 308   
  Sanlam Investments                                 6 205         5 868   
   Adjusted net worth                                5 120         4 919   
   Value of in-force                                 1 085           949   
  Other Group operations                            29 170        21 934   
  Sanlam Personal Finance                            2 618         2 189   
  Sanlam Emerging Markets                            3 458         1 089   
  Sanlam Investments                                10 219         9 041   
  Santam                                            12 875         9 615   
  Other capital and net worth adjustments            2 986         2 812   
                                                    71 152        59 621   
  Discretionary capital                              4 200         3 900   
  Group equity value                                75 352        63 521   
  Group equity value per share (cents)               3 707         3 146   
  (1)Restated as set out in the introduction to comments on the results.                              


 SHAREHOLDERS FUND INCOME STATEMENT                                                          
 for the year ended 31 December 2012                                                          
                                                                                              
                                                      2012       2011(1)   
                                                 R million     R million   
 Result from financial services before tax           6 285         6 050   
 Sanlam Personal Finance                             3 272         2 775   
 Sanlam Emerging Markets                               850           656   
 Sanlam Investments                                  1 322         1 230   
 Santam                                              1 008         1 560   
 Corporate and other                                  (167)         (171)  
 Tax on financial services income                   (1 669)       (1 544)  
 Minority shareholders interest                      (586)         (727)  
 Net result from financial services                  4 030         3 779   
 Net investment return                               2 356         1 571   
 Net investment income                               1 127           792   
 Net investment surpluses                            1 171           715   
 Net equity-accounted headline earnings                 58            64   
 Net project expenses                                  (23)          (25)  
 Equity participation costs                            (56)          (26)  
 Amortisation of intangibles                          (155)         (108)  
 Net secondary tax on companies                       (233)         (168)  
 Normalised headline earnings                        5 919         5 023   
 Profit on disposal of operations                       66           186   
 Impairments                                          (174)          (35)  
 Normalised attributable earnings                    5 811         5 174   
 Fund transfers                                       (156)           (8)  
 Attributable profit per Group statement 
 of comprehensive income                              5 655         5 166   
 (1)Restated as set out in the introduction to comments on the results.


 NOTES TO THE SHAREHOLDERS INFORMATION                               
 for the year ended 31 December 2012                              
                                                       2012          2011   
                                                  R million     R million   
  1. NEW BUSINESS                                                      
  Analysed per licence:                                                     
  Life Insurance                                     25 436        21 455   
  Sanlam Personal Finance                            18 351        15 338   
  Sanlam Emerging Markets                             2 922         2 205   
  Sanlam Investments                                  4 163         3 912   
  Investment business and other                      97 636        87 501   
  Sanlam Personal Finance                            14 004        11 908   
  Sanlam Emerging Markets                            10 030         8 790   
  Sanlam Investments                                 57 976        52 150   
  Santam                                             15 626        14 653   
                                                                            
  New business excluding white label                123 072       108 956   
  White label                                        12 831         6 131   
  Total new business                                135 903       115 087   
                                                          
  2. NET FLOW OF FUNDS                               
  Analysed per licence:                                   
  Life Insurance                                      8 532         6 685   
  Sanlam Personal Finance                             5 771         4 143   
  Sanlam Emerging Markets                             2 200         1 806   
  Sanlam Investments                                    561           736   
  Investment business and other                      16 468        17 914   
  Sanlam Personal Finance                             3 203         1 755   
  Sanlam Emerging Markets                             1 777           202   
  Sanlam Investments                                  6 542        10 708   
  Santam                                              4 946         5 249   
                                                                            
  Net inflow excluding white label                   25 000        24 599   
  White label                                        (2 011)          881   
  Total net flow of funds                            22 989        25 480   


  3. NORMALISED EARNINGS PER SHARE                                                                                         
  In terms of IFRS, the policyholders funds investments in Sanlam shares and Group subsidiaries 
  are not reflected as equity investments in the Sanlam statement of financial position, but 
  deducted in full from equity on consolidation (in respect of Sanlam shares) or reflected at net 
  asset value (in respect of subsidiaries). The valuation of the related policy liabilities however 
  includes the fair value of these shares, resulting in a mismatch between policy liabilities and 
  policyholder investments, with a consequential impact on the Groups earnings. The number of shares 
  in issue must also be reduced with the treasury shares held by the policyholders fund for the 
  calculation of IFRS basic and diluted earnings per share. This is, in managements view, not a true 
  representation of the earnings attributable to the Groups shareholders, specifically in instances 
  where the share prices and/or the number of shares held by the policyholders fund varies 
  significantly. The Group therefore calculates normalised earnings per share to eliminate the impact 
  of investments in Sanlam shares and Group subsidiaries held by the policyholders fund.  
  
                                                                2012            2011   
                                                               cents           cents   
  Normalised diluted earnings per share:                                               
  Net result from financial services(1)                        198,9           187,1   
  Headline earnings                                            292,1           248,7   
  Profit attributable to shareholders fund                    286,8           256,2   
                                                                                       
                                                           R million       R million   
  Analysis of normalised earnings                                         
  (refer shareholders fund income statement):                            
  Net result from financial services(1)                        4 030           3 779   
  Headline earnings                                            5 919           5 023   
  Profit attributable to shareholders fund                    5 811           5 174   
                                                                                       
                                                             million         million   
  Adjusted number of shares:                                                           
  Weighted average number of shares for                                   
  diluted earnings per share                                 2 009,4         2 004,9   
  Add: Weighted average Sanlam shares held                                
  by policyholders                                              16,9            15,0   
  Adjusted weighted average number of shares                              
  for normalised diluted earnings per share                  2 026,3         2 019,9   
                                                                                       
  Number of ordinary shares in issue                         2 100,0         2 100,0   
  Shares held by subsidiaries in shareholders                            
  fund                                                       (150,9)         (158,1)  
  Outstanding shares and share options in                                 
  respect of Sanlam Limited long-term incentive scheme          30,6            36,5   
  Number of shares under option that would have been                      
  issued at fair value                                            -            (1,0)  
  Convertible deferred shares held by Ubuntu-Botho              53,0            41,5   
  Adjusted number of shares for value per share              2 032,7         2 018,9   
  (1)Restated as set out in the introduction to 
  comments on the results.                                                   


 Embedded value of covered business   
 at 31 December 2012                  

 Embedded value of covered business at 31 December 2012
                                                                   2012         2011   
                                                      Note    R million    R million   
                                                                                            
 Sanlam Personal Finance                                         30 144       26 687   
  Adjusted net worth                                              8 681        8 622   
  Net value of in-force covered business                         21 463       18 065   
  Value of in-force covered business                             23 168       19 813   
  Cost of capital                                               (1 705)      (1 721)  
  Minority shareholders interest                                    -          (27)  
                                                                                            
 Sanlam Emerging Markets                                          2 647        2 320   
  Adjusted net worth                                              1 145        1 012   
  Net value of in-force covered business                          1 502        1 308   
  Value of in-force covered business                              2 534        2 181   
  Cost of capital                                                 (273)        (226)  
  Minority shareholders interest                                 (759)        (647)  
                                                                                            
 Sanlam UK                                                          904          791   
  Adjusted net worth                                                295          250   
  Net value of in-force covered business                            609          541   
  Value of in-force covered business                                664          575   
  Cost of capital                                                  (55)         (34)  
  Minority shareholders interest                                     -            -   
                                                                                            
 Sanlam Employee Benefits                                         5 301        5 077   
  Adjusted net worth                                              4 825        4 669   
  Net value of in-force covered business                            476          408   
  Value of in-force covered business                              1 374        1 319   
  Cost of capital                                                 (898)        (911)  
  Minority shareholders interest                                     -            -   
                                                                                            
  Embedded value of covered business                             38 996       34 875   
                                                                                            
  Adjusted net worth(1)                                          14 946       14 553   
  Net value of in-force covered business               1         24 050       20 322   
  Embedded value of covered business                             38 996       34 875   
 (1)Excludes subordinated debt funding of Sanlam Life.                                      

CHANGE IN Embedded value of covered business for the year ended 31 December 2012


                                                                           2012                               2011   
  R million                                             Note      Total          Net       Adjusted          Total   
                                                                                           value of            net              
                                                                                           in-force          worth              
 Embedded value of covered business at 
 the beginning of the year                                       34 875       20 322         14 553         31 045   
  Value of new business                                    2      1 176        2 527        (1 351)            958   
  Net earnings from existing covered business                     3 210        (788)          3 998          3 125   
   Expected return on value of                                    2 560        2 560              -          2 404   
   in-force business                                                                                                        
   Expected transfer of profit to adjusted 
   net worth                                                          -      (3 134)          3 134              -   
   Operating experience variances                          3        555        (334)            889            681   
   Operating assumption changes                            4         95          120           (25)             40   
  Expected investment return on adjusted net worth                1 075            -          1 075          1 062   
                                                                                                                           
 Embedded value earnings from operations                          5 461        1 739          3 722          5 145   
  Economic assumption changes                              5        874          969           (95)            132   
  Tax changes                                              6      (228)        (168)           (60)          1 244   
  Investment variances - value of in-force                        1 344        1 159            185          (136)  
  Investment variances - investment return on 
  adjusted net worth                                                460            -            460          (259)  
  Exchange rate movements                                           (3)          (3)              -            151   
  Net project expenses                                     7          -            -              -            (4)  
  
 Embedded value earnings from covered business                    7 908        3 696          4 212          6 273   
  Acquired value of in-force                                         47           32             15            235   
  Transfer from/(to) other Group operations                           -            -              -             34   
  Net transfers from covered business                           (3 834)            -        (3 834)        (2 712)
  
 Embedded value of covered business at the end of the year       38 996       24 050         14 946         34 875
 
 Analysis of earnings from covered business                                                                                
  Sanlam Personal Finance                                         6 296        3 371          2 925          5 146   
  Sanlam Emerging Markets                                           628          189            439            571   
  Sanlam UK                                                         162           68             94            229   
  Sanlam Employee Benefits                                          822           68            754            327   
 Embedded value earnings from covered business                    7 908        3 696          4 212          6 273                                                                                                                           
 

Value of new business for the year ended 31 December 2012

  R million                                     Note      2012         2011   
 Value of new business (at point of sale):                                    
  Gross value of new business                            1 443        1 193   
  Sanlam Personal Finance                                1 003          755   
  Sanlam Emerging Markets                                  303          248   
  Sanlam UK                                                 17           11   
  Sanlam Employee Benefits                                 120          179   
                                                                               
 Cost of capital                                         (165)        (142)  
  Sanlam Personal Finance                                 (64)         (50)  
  Sanlam Emerging Markets                                 (36)         (25)  
  Sanlam UK                                                (3)          (3)  
  Sanlam Employee Benefits                                (62)         (64)  
                                                                               
 Value of new business                                   1 278        1 051   
  Sanlam Personal Finance                                  939          705   
  Sanlam Emerging Markets                                  267          223    
  Sanlam UK                                                 14            8   
  Sanlam Employee Benefits                                  58          115   
                                                                               
 Value of new business attributable to:                                     
  Shareholders fund                             2       1 176          958   
  Sanlam Personal Finance                                  939          701   
  Sanlam Emerging Markets                                  165          134    
  Sanlam UK                                                 14            8   
  Sanlam Employee Benefits                                  58          115   
                                                                               
  Minority shareholders interest                          102           93   
  Sanlam Personal Finance                                    -            4   
  Sanlam Emerging Markets                                  102           89  
  Sanlam UK                                                  -            -   
  Sanlam Employee Benefits                                   -            -   
                                                                               
 Value of new business                                   1 278        1 051   
 Geographical analysis:                                                   
  South Africa                                             997          820   
  Africa                                                   266          223   
  Other international                                       15            8   
  Value of new business                                  1 278        1 051   
                                                                             
 Analysis of new business profitability:                                     
  Before minorities:                                                    
  Present value of new business premiums                38 129       32 786   
  Sanlam Personal Finance                               27 332       23 423   
  Sanlam Emerging Markets                                4 537        3 642   
  Sanlam UK                                              2 210        1 374   
  Sanlam Employee Benefits                               4 050        4 347   
                                                                             
  New business margin                                    3,35%        3,21%   
  Sanlam Personal Finance                                3,44%        3,01%   
  Sanlam Emerging Markets                                5,88%        6,12%   
  Sanlam UK                                              0,63%        0,58%   
  Sanlam Employee Benefits                               1,43%        2,65%   

  After minorities:                                            
  Present value of new business premiums                36 528    31 449   
  Sanlam Personal Finance                               27 321    23 353   
  Sanlam Emerging Markets                                2 947     2 375   
  Sanlam UK                                              2 210     1 374   
  Sanlam Employee Benefits                               4 050     4 347   
                                                                    
  New business margin                                    3,22%     3,05%   
  Sanlam Personal Finance                                3,44%     3,00%   
  Sanlam Emerging Markets                                5,60%     5,64%   
  Sanlam UK                                              0,63%     0,58%   
  Sanlam Employee Benefits                               1,43%     2,65%   

  Notes to the embedded value of covered businEss   
  for the year ended 31 December 2012               
                                                                        
                                                      Gross value                      Net value of       Change   
                                                      of in-force         Cost of          in-force    from base  
							 business         capital          business        value
                                                        R million       R million         R million            %   
 1. Value of in-force sensitivity analysis                                                                             
    Base value                                             26 897         (2 847)            24 050                    
     Risk discount rate increase by 1%                    25 604         (3 546)            22 058          (8)

	
                                                      Gross value                         Net value       Change   
                                                           of new         Cost of            of new    from base  
						         business         capital          business        value
                                                        R million       R million         R million            %   
 2. Value of new business sensitivity analysis                                                                                      
    Base value                                              1 329           (153)             1 176                  
     Risk discount rate increase by 1%                     1 170           (192)               978         (17)  

                                                             2012            2011                                                                                                
                                                        R million       R million   
 3. OPERATING EXPERIENCE VARIANCES                                                          
    Risk experience                                           559             431   
    Persistency                                                26             187   
    Working capital and other                                (30)              63   
    Total operating experience variances                      555             681   
                                                                                                 
 4. OPERATING ASSUMPTION CHANGES                                                            
    Risk experience                                            66              13   
    Persistency                                                52           (147)  
    Modelling improvements and other                         (23)             174   
    Total operating assumption changes                         95              40   
                                                                                                 
 5. ECONOMIC ASSUMPTION CHANGES                                                             
    Investment yields and other                               876             130   
    Long-term asset mix assumptions,                                  
    inflation gap change and other                            (2)               2   
    Total economic assumption changes                         874             132   
                                                                                              
 6. TAX CHANGES                                                                          
    Tax changes for 2012 are mostly due to the introduction of dividend withholding tax in South Africa and the change in the inclusion 
    rate for capital gains tax.                              
                                                                                              
 7. NET PROJECT EXPENSES                                                                 
    Net project expenses relate to once-off expenditure on the Groups distribution platform that has not been allowed for in the embedded 
    value assumptions.                                                                                                                                                                                                                                             2012            2011   
                                                        R million       R million   
 8. RECONCILIATION OF GROWTH FROM COVERED BUSINESS                                                                                                     
     The embedded value earnings from covered business
     reconcile as follows to the net result from 
     financial services for the year:                              
     
     Net results from financial services 
     of covered business per shareholders 
     fund income statement                                  2 737           2 317   
      Sanlam Personal Finance                               2 064           1 791   
      Sanlam Emerging Markets                                 345             215   
      Sanlam UK                                                67              69   
      Sanlam Employee Benefits                                261             242   
     Net project expenses and other                             -               5   
     Investment return on adjusted net worth                1 475             803   
     Embedded value earnings from covered business: value   
     of in-force                                            3 696           3 148                                                                                                                          
     Embedded value earnings from covered business          7 908           6 273   
                                                                                                                                                             
                                                                
 9. ECONOMIC ASSUMPTIONS                                                                                                                                
    Gross investment return, risk discount rate and inflation                                                                                                  
    SANLAM LIFE:                                                %               %                                                                                                    
     Point used on the relevant yield curve                9 year          9 year   
     Fixed-interest securities                                6,8             8,2   
     Equities and offshore investments                       10,3            11,7   
     Hedged equities                                          7,3             8,7   
     Property                                                 7,8             9,2   
     Cash                                                     5,8             7,2   
     Return on required capital                               7,8             9,1   
     Inflation rate(1)                                        4,8             5,2   
     Risk discount rate                                       9,3            10,7   

    SANLAM Investments AND PENSIONS:                                                  
     Point used on the relevant yield curve               15 year         15 year   
     Fixed-interest securities                                2,3             2,5   
     Equities and offshore investments                        5,5             5,7   
     Hedged equities                                          n/a             n/a   
     Property                                                 5,5             5,7   
     Cash                                                     2,3             2,5   
     Return on required capital                               2,3             2,5   
     Inflation rate                                           2,5             2,7   
     Risk discount rate                                       6,0             6,2   
                                                                                                                                                             
    SDM Limited:                                                                 
     Point used on the relevant yield curve                5 year          5 year   
     Fixed-interest securities                                5,9             7,4   
     Equities and offshore investments                        9,4            10,9   
     Hedged equities                                          n/a             n/a   
     Property                                                 6,9             8,4   
     Cash                                                     4,9             6,4   
     Return on required capital                               7,2             8,7   
     Inflation rate                                           3,9             4,4   
     Risk discount rate                                       8,4             9,9   
                                                                                  
    Botswana Life Insurance:                                                        
     Fixed-interest securities                                9,0             9,5   
     Equities and offshore investments                       12,5            13,0   
     Hedged equities                                          n/a             n/a   
     Property                                                10,0            10,5   
     Cash                                                     8,0             8,5   
     Return on required capital                               9,1             9,6   
     Inflation rate                                           6,0             6,5   
     Risk discount rate                                      12,5            13,0   
   
    (1) Expense inflation of 6,8% (2011:7,2%) assumed for retail business administered on old platforms                                                                                                                                                                                                                                                                                                                                                
    Illiquidity premiums                                                                                                                                                                                                                                                                                                                                                                    
    Investment returns on non-participating annuities and guarantee plans include assumed illiquidity premiums due to matching 
    assets being held to maturity. Assumed illiquidity premiums generally amount to between 25bps and 50bps (2011: 25bps and 50bps) 
    for non-participating annuities and between 25bps and 110bps (2011: 25bps and 110bps) for guarantee plans. 
                  
                                                             2012            2011   
                                                                %               %   
    Asset mix for assets supporting the                                    
    required capital                                                       
    SANLAM LIFE:                                                                      
     Equities                                                  26              26   
     Offshore investments                                      10              10   
     Hedged equities                                           13              13   
     Fixed-interest securities                                 15              15   
     Cash                                                      36              36   
                                                              100             100   
    SANLAM Investments AND PENSIONS:                                                  
     Cash                                                     100             100   
                                                              100             100   
    SDM Limited:                                                                      
     Equities                                                  50              50   
     Cash                                                      50              50   
                                                              100             100   
    Botswana Life Insurance:                                                          
     Equities                                                  15              15   
     Property                                                  10              10   
     Fixed-interest securities                                 25              25   
     Cash                                                      50              50   
                                                              100             100   


Group financial statements for the year ended 31 December 2012

Contents

  Statement of financial position             
  Statement of comprehensive income           
  Statement of changes in equity              
  Cash flow statement                         
  Notes to the financial statements           
                                              

STATEMENT OF FINANCIAL POSITION at 31 December 2012                                                         
                                                             2012            2011   
                                                        R million       R million   
 ASSETS                                                                     
  Property and equipment                                      449             514   
  Owner-occupied properties                                   665             586   
  Goodwill                                                  3 457           3 195   
  Other intangible assets                                      63              47   
  Value of business acquired                                1 599           1 611   
  Deferred acquisition costs                                2 717           2 427   
  Long-term reinsurance assets                                746             674   
  Investments                                             384 821         329 150   
   Properties                                              17 678          15 310   
   Equity-accounted investments                             5 412           2 938   
   Equities and similar securities                        202 952         165 582   
   Public sector stocks and loans                          64 617          58 831   
   Debentures, insurance policies, preference                            
   shares and other loans                                  37 726          35 002   
   Cash, deposits and similar securities                   56 436          51 487   
  Deferred tax                                                450             640   
  Non-current assets held for sale                            308           1 390   
  Short-term insurance technical assets                     2 096           1 831   
  Working capital assets                                   46 193          40 138   
   Trade and other receivables                             31 241          25 761   
   Cash, deposits and similar securities                   14 952          14 377   
  Total assets                                            443 564         382 203   
 
 EQUITY AND LIABILITIES                                                            
  Shareholders fund                                       36 919          33 822   
  Minority shareholders interest                           2 970           3 046   
  Total equity                                             39 889          36 868   
  Long-term policy liabilities                            328 584         282 421   
   Insurance contracts                                    148 427         135 742   
   Investment contracts                                   180 157         146 679   
  Term finance                                              5 463           6 295   
   Margin business                                          1 487           2 414   
   Other interest-bearing liabilities                       3 976           3 881   
  Derivative liabilities                                      610             212   
  External investors in consolidated funds                 19 596          11 592   
  Cell owners interest                                       688             603   
  Deferred tax                                              1 333             902   
  Short-term insurance technical provisions                 9 877           8 682   
  Working capital liabilities                              37 524          34 628   
   Trade and other payables                                34 823          32 502   
   Provisions                                                 396             423   
   Taxation                                                 2 305           1 703   
  Total equity and liabilities                            443 564         382 203   



 STATEMENT OF COMPREHENSIVE INCOME for the year ended 31 December 2012                                                    
                                                             2012            2011   
                                                        R million       R million   
 
 Net income                                                88 580          54 278   
  Financial services income                                40 416          36 663   
  Reinsurance premiums paid                               (4 611)         (3 661)  
  Reinsurance commission received                             583             392   
  Investment income                                        17 749          14 603   
  Investment surpluses                                     37 091           4 843   
  Finance cost - margin business                            (185)           (203)  
  Change in fair value of external investors                           
  liability                                               (2 463)           1 641   
 Net insurance and investment contract                                
 benefits and claims                                     (62 566)        (31 437)  
  Long-term insurance contract benefits                  (27 977)        (15 322)  
  Long-term investment contract benefits                 (24 690)         (7 199)  
  Short-term insurance claims                            (12 185)        (10 766)  
  Reinsurance claims received                               2 286           1 850   
 Expenses                                                (15 809)        (14 187)  
  Sales remuneration                                      (5 393)         (4 959)  
  Administration costs                                   (10 416)         (9 228)  
 Impairments                                                (206)            (36)  
 Amortisation of intangibles                                (184)           (128)  
                                                                                   
 Net operating result                                       9 815           8 490   
 Equity-accounted earnings                                    584             421   
 Finance cost - other                                       (315)           (336)  
                                                                                    
 Profit before tax                                         10 084           8 575   
 Taxation                                                 (3 650)         (2 510)  
  Shareholders fund                                      (2 468)         (1 903)  
  Policyholders fund                                     (1 182)           (607)  
                                                                                    
 Profit for the year                                        6 434           6 065   
 Other comprehensive income                                                            
  Movement in foreign currency translation 
  reserve                                                     128             541   
 Comprehensive income for the year                          6 562           6 606   
 
 Allocation of comprehensive income:                                                       
 Profit for the year                                        6 434           6 065   
  Shareholders fund                                        5 655           5 166   
  Minority shareholders interest                             779             899   
 Comprehensive income for the year                          6 562           6 606   
  Shareholders fund                                        5 760           5 601   
  Minority shareholders interest                             802           1 005   
                                                                                            
 Earnings attributable to shareholders of 
 the company (cents):                             
  Basic earnings per share                                  293,3           266,9   
  Diluted earnings per share                                281,4           257,7   
                                                                                            

 STATEMENT OF CHANGES IN EQUITY for the year ended 31 December 2012                                                                         
                                                                                                             
                                                                        2012         2011   
                                                                   R million    R million   
  Shareholders fund:                                                                       
  Balance at beginning of the year                                    33 822       31 778   
  Comprehensive income                                                 5 760        5 601   
   Profit for the year                                                 5 655        5 166   
   Other comprehensive income: movement in                                    
   foreign currency translation reserve                                  105          435   
  Net acquisition of treasury shares(1)                                (279)      (1 144)  
  Share-based payments                                                   235          239   
  Dividends paid(2)                                                  (2 556)      (2 261)  
  Acquisitions, disposals and other movements                                 
  in interests                                                          (63)        (391)  
  Balance at end of the year                                          36 919       33 822   
  
  Minority shareholders interest:                                                          
  Balance at beginning of the year                                     3 046        2 608   
  Comprehensive income                                                   802        1 005   
   Profit for the year                                                   779          899   
   Other comprehensive income: movement in                                    
  foreign currency translation reserve                                    23          106   
  Net disposal/(acquisition) of treasury shares(1)                         2         (22)  
  Share-based payments                                                    22           28   
  Dividends paid(2)                                                    (851)        (455)  
  Acquisitions, disposals and other movements                                     
  in interests                                                          (51)        (118)  
  Balance at end of the year                                           2 970        3 046   
                                                                                            
  Shareholders fund                                                  33 822       31 778   
  Minority shareholders interest                                      3 046        2 608   
  Total equity at beginning of the year                               36 868       34 386   
                                                                                            
  Shareholders fund                                                  36 919       33 822   
  Minority shareholders interest                                      2 970        3 046   
  Total equity at end of the year                                     39 889       36 868   
  
  (1)Includes movement in cost of shares held by subsidiaries and the share incentive trust.
  (2)Dividend of 130 cents per share declared during 2012 (2011: 115 cents per share) in respect of
     the 2011 financial year.


 CASH FLOW STATEMENT for the year ended 31 December 2012                                                                                                                                                    
                                                                        2012         2011   
                                                                   R million    R million   
  Net cash flow from operating activities                             11 002       18 929   
  Net cash flow from investment activities                           (4 134)     (12 562)  
  Net cash flow from financing activities                            (1 337)      (1 674)  
  Net increase in cash and cash equivalents                            5 531        4 693   
  Cash, deposits and similar securities at beginning of the year      65 857       61 164   
  Cash, deposits and similar securities at end of the year            71 388       65 857   


 NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2012             
             

                                                                        2012         2011   
                                                                       cents        cents   
1. EARNINGS PER SHARE                                                                
 Basic earnings per share:                                                                  
 Headline earnings                                                     298,9        259,1   
 Profit attributable to shareholders fund                             293,3        266,9   
                                                                                            
 Diluted earnings per share:                                                                
 Headline earnings                                                     286,8        250,1   
 Profit attributable to shareholders fund                             281,4        257,7  
 
                                                                   R million    R million   
 Analysis of earnings:                                                                      
 Profit attributable to shareholders fund                             5 655        5 166   
 Less: Net profit on disposal of operations                             (66)        (186)  
 Plus: Impairment of investments and goodwill                            174           35   
 Headline earnings                                                     5 763        5 015   
                                                                           
 Number of shares:                                                   million      million   
 Number of ordinary shares in issue at                                         
 beginning of year                                                   2 100,0      2 100,0   
  Less: Weighted Sanlam shares held by                                           
  subsidiaries (including policyholders)                             (171,9)      (164,8)  
 Adjusted weighted average number of shares                                     
 for basic earnings per share                                        1 928,1      1 935,2   
  Add: Weighted conversion of deferred shares                           50,7         34,2   
  Add: Total number of shares and options                               30,6         36,5   
  Less: Number of shares (under option) that                                    
  would have been issued at fair value                                     -        (1,0)  
 Adjusted weighted average number of shares                                    
 for diluted earnings per share                                      2 009,4      2 004,9   

2. SEGMENTAL INFORMATION                                                                                                         
                                                                        2012         2011   
                                                                   R million    R million   
 Segment financial services income                                 
 (per shareholders fund information)                                 37 247       34 342   
 Sanlam Personal Finance                                              11 647       10 935   
 Sanlam Emerging Markets                                               2 838        2 279   
 Sanlam Investments                                                    6 623        5 997   
 Santam                                                               16 041       15 041   
 Corporate and other                                                      98           90   
 IFRS adjustments                                                      3 169        2 321   
 Total financial services income                                      40 416       36 663   
                                                                                            
 Segment result (per shareholders fund                            
 information after tax and minorities)                                 5 811        5 174   
 Sanlam Personal Finance                                               5 420        2 911   
 Sanlam Emerging Markets                                                 583          420   
 Sanlam Investments                                                    1 368        1 041   
 Santam                                                                  613          801   
 Corporate and other                                                  (2 173)           1   
 Reverse minority shareholders interest                           
 included in segment result                                              779          899   
 Fund transfers                                                         (156)          (8)  
 Total profit for the year                                             6 434        6 065   

3. SHARE REPURCHASES                                                                           The Sanlam shareholders granted general authorities to the Group at the 2012 and 2011 annual general meetings to repurchase 
     Sanlam shares in the market. The Group acquired 807 571 shares at an average price of R31,76 in terms of the general 
     authorities. The total consideration paid of R26 million was funded from existing cash resources. All repurchases were effected
     through the JSE trading system without any prior understanding or arrangement between the Group and the counter parties. Authority 
     to repurchase 419,2 million shares, or 19,96% of Sanlams issued share capital at the time, remain outstanding in terms of the 
     general authority granted at the annual general meeting held on 6 June 2012.   
     
     The financial effect of the share repurchases during 2012 on the IFRS earnings and net asset value per share is not material. 
                                                                   
4.   CONTINGENT LIABILITIES                                                                                                                                                                                                                                                                                                         
     Shareholders are referred to the contingent liabilities disclosed in the 2011 annual report. The circumstances surrounding the contingent 
     liabilities remain materially unchanged.
	 
5.   SUBSEQUENT EVENTS                                                                                                                                                                                                                                                                                                                   
     No material facts or circumstances have arisen between the dates of the statement of financial position and this report that affect the 
     financial position of the Sanlam Group at 31 December 2012 as reflected in these financial statements. Subsequent to year-end, Sanlam
     acquired a 3,7% direct interest in Shriram Transport Finance Company, part of the Shriram Capital Group, for some R1 billion.  
                                                                                                                                                                                                                                                                        
  Administration                                                                                                                                                                    
  Group Secretary                                                            Registered name: Sanlam Limited                 
  Sana-Ullah Bray                                                            (Registration number 1959/001562/06)
								             (Tax reference number: 9536/346/84/5) 
  Registered office                                                          JSE share code (primary listing): SLM           
  2 Strand Road, Bellville 7530,South Africa                                 NSX share code: SLA                             
  Telephone +27 (0)21 947-9111                                               ISIN: ZAE000070660                              
  Fax +27 (0)21 947-3670                                                     Incorporated in South Africa  
                  
  Postal address                                                             Transfer secretaries:                           
  PO Box 1, Sanlamhof 7532,South Africa                                      Computershare Investor Services                 
                                                                             (Proprietary) Limited                           
                                                                             (Registration number 2004/003647/07)            
                                                                             70 Marshall Street, Johannesburg 2001,          
                                                                             South Africa                                    
                                                                             PO Box 61051, Marshalltown 2107, South Africa   
                                                                             Tel +27 (0)11 373-0000                          
                                                                             Fax +27 (0)11 688-5200                          
  www.sanlam.co.za                                                                                                           
                                                                                     
Directors: DK Smith (Chairman), PT Motsepe (Deputy Chairman), J van Zyl(1) (Group Chief
Executive), MMM Bakane-Tuoane, AD Botha, P Buthelezi, FA du Plessis, MV Moosa, JP Möller(1), TI Mvusi(1), SA
Nkosi, I Plenderleith(2), P Rademeyer, Y Ramiah(1), RV Simelane, CG Swanepoel, ZB Swanepoel, PL Zim 
(1)Executive        (2)British


Bellville
6 March 2013

Sponsor
Deutsche Securities (SA) (Pty) Limited

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