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Abridged Audited Results for the Year Ended 30 June 2013
RMB Top 40 Exchange Traded Fund
A portfolio in the RMB Collective Investment Scheme (“the portfolio”) registered in terms of the Collective
Investment Schemes Control Act, 45 of 2002
(Incorporated in the Republic of South Africa)
(Date of incorporation: 15 October 2008)
Share Code: RMBT40
ISIN: ZAE000164521
ABRIDGED AUDITED RESULTS FOR THE YEAR ENDED 30 JUNE 2013
The RMB Collective Investment Scheme (“the Scheme”) was established in accordance with the provisions of
the Collective Investment Schemes Control Act (“CISCA”) with effect from 12 April 2008. The RMB Top 40
Exchange Traded Fund (“the Fund”) was established as a portfolio of the Scheme in accordance with paragraph
A of the Deed of the Scheme on 12 April 2008.
The investment objective of the Fund is to track the price and performance yield of the FTSE/JSE Top 40
Companies Index (“Top 40 Index”) on the JSE Limited.
On 2 January 2013, Miss Nicolene Maas resigned as a director of RMB CIS Manco Proprietary Limited and Mr
Stuart Yates was appointed as an independent non-executive director to the RMB CIS Manco Proprietary
Limited board.
STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2013
2013 2012
Rand Rand
Assets
Non-current assets
Listed investments held at fair-value-through-profit-
639 148 542 543 385 123
and-loss
Current assets 11 067 939 3 642 048
Trade and other receivables 7 073 993 169 094
Cash and cash equivalents 3 993 946 3 472 954
Total assets 650 216 481 547 027 171
Equity and liabilities
Equity
Net assets attributable to investors 639 192 484 543 385 123
Current liabilities
Trade and other payables 11 023 997 3 642 048
Total equity and liabilities 650 216 481 547 027 171
INCOME STATEMENT
FOR THE YEAR ENDED 30 JUNE 2013
2013 2012
Rand Rand
Revenue 18 336 225 16 292 188
Dividend income 17 913 741 15 907 958
Interest income on financial instruments designated
343 519 331 665
at fair-value-through-profit-or-loss
Interest income on bank account 78 965 52 565
Other operating income 95 660 918 19 841 821
Fair value adjustment on financial instruments
95 807 362 19 914 063
designated at fair-value-through-profit-or-loss
Rebalancing profit/(loss) (146 444) (72 242)
Expenses
Management and administrative expenses (1 238 104) (1 308 849)
Profit before taxation 112 759 039 34 825 160
Taxation - -
Profit for the year 112 759 039 34 825 160
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2013
2013 2012
Rand Rand
Profit for the year 112 759 039 34 825 160
Other comprehensive income for the year - -
Total comprehensive income for the year 112 759 039 34 825 160
STATEMENT OF CHANGES IN NET ASSETS ATTRIBUTABLE TO INVESTORS
FOR THE YEAR ENDED 30 JUNE 2013
Capital Income
attributable to attributable to Total
investors investors
Rand Rand Rand
Balance as at 1 July 2011 371 619 449 151 851 611 523 471 060
Comprehensive income for the year - 34 825 160 34 825 160
Income distributions - (14 911 097) (14 911 097)
Balance as at 30 June 2012 371 619 449 171 765 674 543 385 123
Comprehensive income for the year - 112 759 039 112 759 039
Income distributions - (16 951 678) (16 951 678)
Balance as at 30 June 2013 371 619 449 267 573 035 639 192 484
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2013
2013 2012
Rand Rand
Cash flow from operating activities 17 428 727 15 945 615
Cash utilised in operations (907 498) (346 573)
Dividend income 17 913 741 15 907 958
Interest income on bank account 78 965 52 565
Interest income on financial instruments designated at
343 519 331 665
fair-value–through-profit-or-loss
Cash flow from investing activities 43 943 -
Sale of listed investments 43 943 -
Cash flow from financing activities (16 951 678) (14 911 097)
Distributions to participatory interest holders (16 951 678) (14 911 097)
Net increase in cash and cash equivalents 520 992 1 034 518
Cash and cash equivalents at the beginning of the
3 472 954 2 438 436
year
Cash and cash equivalents at the end of the year 3 993 946 3 472 954
SUMMARISED ACCOUNTING POLICIES
FOR THE YEAR ENDED 30 JUNE 2013
The preparation of the audited financial results for the year ended 30 June 2013 was supervised by Richard
Pampel CA (SA), a chief financial officer of Ashburton Investments Holdings Limited.
The financial statements incorporate the principal policies set out below, which have been consistently applied
to all years presented, unless otherwise stated.
Statement of compliance
The financial statements are prepared in accordance with International Financial Reporting Standards (“IFRS”)
issued by the International Accounting Standards Board (“IASB”), and in accordance with the requirements of
the trust deed of the Fund (“the Trust Deed”) and the Collective Investment Schemes Control Act No 45 of 2002.
Financial instruments
Measurement
Financial instruments, being securities and futures, are recognised when, and only when, the Fund becomes a
party to the contractual provisions of that particular instrument. Financial instruments are initially measured at
fair value, and for instruments not at fair-value-through-profit-or-loss, any directly attributable transaction costs.
Subsequent to initial recognition, these instruments are measured as set out below.
Investments
Listed investments are measured at fair-value-through-profit-or-loss. Fair value is determined with reference to
listed bid prices at the end of the reporting period, as published in the financial press at the end of the reporting
period.
Trade and other receivables
Trade and other receivables originated by the Fund are measured at amortised cost, using the effective interest
rate method, less impairments losses. Trade and other receivables are short-term in nature and are not
discounted.
Cash and cash equivalents
Cash and cash equivalents are measured at amortised cost.
Financial liabilities
Financial liabilities, other than those held at fair-value-through-profit-or-loss, are measured at amortised cost
using the effective interest rate method.
Fair value gains and losses on subsequent measurement
Gains and losses arising from a change in the fair value on financial instruments are included in net profit or loss
in the year in which the change arises.
Creations and redemptions
Creations and redemptions are recorded on trade date, using the historic cost, being the previous day closing
index price.
Offset
Financial assets and financial liabilities are offset and the net amount reported in the statement of financial
position when the Fund has a legally enforceable right to set off the recognised amounts, and intends either to
settle on a net basis, or to realise the asset and settle the liability simultaneously.
Derecognition of financial instruments
The Fund derecognises financial assets when and only when -
• The contractual right to the cash flows arising from the financial assets have expired or have been forfeited
by the Fund; or
• It transfers the financial assets including substantially all the risks and rewards of ownership of the assets;
or
• It transfers the financial assets, neither retaining nor transferring substantially all the risks and reward of
ownership of the asset, but no longer retains control of the assets.
Financial liabilities are derecognised when and only when the liability is extinguished. This is when the
obligation specified in the contract is discharged, cancelled or has expired. The difference between the carrying
amount of a financial liability (or part thereof) extinguished or transferred to another party and consideration
paid, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss.
Revenue
Revenue comprises income from securities lending activities and investment income.
Securities lending fee income
The fees earned for the administration of securities lending activities are accounted for on an accrual basis in
the year in which the services are rendered.
Investment income
Interest income on financial instruments is recognised in profit or loss, using the effective interest rate method,
taking into account the expected timing and amount of cash flows. The effective interest rate method is a
method of calculating the amortised cost of a financial asset or financial liability and of allocating the interest
income or interest expense over the average expected life of the financial instruments or portfolios of financial
instruments. Dividends and interest in respect of listed securities are recognised when the right to receive
payment is established. This is on the “last-day-to-trade” for listed shares and on the “date-of-declaration” for
unlisted shares.
Taxation
Under the current system of taxation in South Africa, the Fund is exempt from paying taxation on income or
capital gains. Both income and capital gains are taxed in the hands of the investors.
Securities lending
The Fund is authorised to engage in securities lending activities up to 50% of the assets under management.
Collateral is held by the relevant lending units.
Expenses
Expenses are recognised as incurred.
Impairment
Financial assets that are stated at cost or amortised cost are reviewed at the end of the reporting period to
determine whether there is objective evidence of impairment. If any such indication exists, an impairment loss
is recognised in profit or loss as the difference between the asset’s carrying amount and the present value of
estimated future cash flows discounted at the financial asset’s original effective interest rate. If in a subsequent
year the amount of an impairment loss recognised on a financial asset carried at amortised cost decreases, and
the decrease can be linked objectively to an event that occurred after the write down, the write down is reversed
through the statement of comprehensive income.
Finance costs
Distributions payable on redeemable units are recognised in profit or loss as finance costs under distributions.
Distributions
In accordance with the Fund’s Trust Deed, the Fund distributes its distributable income and any other amounts
determined by the Manager of the Fund to security holders in cash.
Redeemable securities
All redeemable securities issued by the Fund provide investors with the right to require redemption for the cash
or in specie at the value proportionate to the investors’ share. Such instruments give rise to equity instruments
for the net asset value of the redemption amount in the statement of financial position. In accordance with the
Trust Deed of the Fund and the Collective Investment Schemes Control Act, the Fund is contractually obliged to
redeem securities at the net asset value.
Critical accounting estimates and judgements in applying accounting policies
Assumptions and estimates form an integral part of financial reporting and have an impact on the amounts
reported. Assumptions are based on historical experience and expectations of future outcomes and anticipated
changes in the environment. No significant accounting estimates and judgements have been applied in the
financial statements of the Fund.
SUMMARISED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
Listed investments held at fair-value-through-profit-or-loss
The following principle methods and assumptions are used to determine the fair value of the financial
instruments that are carried at fair value:
Listed equities
The fair value of listed equities is determined using unadjusted quoted prices. The Fund therefore classifies the
fair value measurement of the listed equities in the Level 1 category on the basis that the fair value of the listed
equities is determined using unadjusted quoted prices.
IFRS 7 Fair value hierarchy
30 June 2013 30 June 2012
Type Level 1 Level 2 Level 3 Level 1 Level 2 Level 3
Listed investments
held at fair-value-
through-profit-or-loss 639 148 542 - - 543 385 123 - -
Creation and cancellation of RMB Top 40 securities
A total of Nil (2012: Nil) Fund securities were issued during the year at a value of RNil (2012: RNil). A total of
Nil (2012: Nil) Fund securities were cancelled during the year at a value of RNil (2012: RNil). As at 30 June
2013, an aggregate of 18 334 067 (2012: 18 334 067) Fund securities were issued by the Fund, with net assets
attributable to the investors in an amount of R642 680 198 (2012: R543 385 123).
Management and administration expenses
The Manager is entitled to a service charge for the administration of the Scheme, as determined by the
Manager from time to time, based on the market value of the investments of the Fund. A service fee of 10 (ten)
basis points of the market value of the investments of the Fund has been applied.
Distributions
The Fund effects quarterly distributions made out of income received by the Fund.
2013 2012
Rand Rand
35.74 cents per security (2012: 29.04 cents per security)
Declared 28 Sep 2012 and paid 05 Oct 2012
6 552 596 5 324 213
(2012: Declared 30 Sep 2011 and paid 03 Oct 2011)
12.89 cents per security (2012: 10.62 cents per security)
Declared 19 Dec 2012 and paid 07 Jan 2013
2 363 261 1 947 078
(2012: Declared 23 Dec 2011 and paid 29 Dec 2011)
23.02 cents per security (2012: 24.29 cents per security)
Declared 27 Mar 2013 and paid 09 Apr 2013
4 220 502 4 453 345
(2012: Declared 30 Mar 2012 and paid 04 Apr 2012)
20.81 cents per security (2012: 17.38 cents per security)
Declared 21 Jun 2013 and paid 02 Jul 2013
3 815 319 3 186 461
(2012: Declared 29 Jun 2012 and paid 04 Jul 2012)
Total distributions 16 951 678 14 911 097
Taxation
Any taxable income realised during the year, whether of a capital or revenue nature, has been distributed to the
holders of the Fund securities. As a result, both income and capital gains are taxed in the hands of the
investors.
Risk analysis
Exposure to investment, index, credit, secondary trading, market and operational risks arise in the normal
course of investment activities in listed securities. The Fund’s acceptance of risk is directly attributable to the
risks associated with any investment in equities.
The objectives for managing the risks associated with financial instruments held for investment purposes, as
well as a brief description of the relevant risks and methods adopted to mitigate these risks are outlined in more
detail below. The Fund is regulated in terms of the Collective Investment Schemes Control Act (“CISCA”/”the
Act”). In terms of the Act, the Manager must appoint a Trustee. The assets of the portfolio are held under the
control of the Trustee.
Management monitors compliance in terms of the CISCA requirements and reports are submitted to the
Financial Services Board (“FSB”) on a monthly basis. Daily pricing of the Fund is publicly available.
The Manager’s Audit Committee oversees management’s compliance with the Fund’s risk management
framework in relation to the risks faced by the portfolio.
The investment policy of the Fund is to track the FTSE/JSE Top40 Index (“the Index”) as closely as possible, by
buying only FTSE/JSE Top40 securities in the weighting in which they are included in the Index, and selling only
securities which are excluded from the Index from time to time as a result of quarterly Index reviews or
corporate actions, or which are required to be sold to ensure that the portfolio holds FTSE/JSE Top40 securities
in the same weighting as they are included in the Index. However, the Fund is also entitled, at its discretion and
only on a temporary basis; to employ such other investment techniques and instruments as will most effectively
give effect to the object or the investment policies of the Fund. The Fund’s portfolio will not be managed
according to traditional methods of active management, which involve buying and selling of securities based on
economic, financial and market analysis and investing judgement. The Fund will not buy or sell securities for
trading purposes or for any purpose other than to track the Index as closely as possible. As a further objective,
the securities held by the Fund will be managed to generate income for the benefit of investors, for instance,
income is generated from scrip lending, which is applied to reduce expenses and the related tracking error.
The Fund’s portfolio will be adjusted as determined by the stipulations of the JSE’s Index calculation
methodology to conform to changes in the basket of securities comprising the Fund’s portfolio so as to
substantially reflect the composition and weighting of the securities comprising the Index at all times.
It is recorded that the Fund’s ability to replicate the price and yield performance of the Index will be affected by
the costs and expenses incurred by the Fund. Costs and expenses may result in the Index not being replicated
perfectly by the Fund’s portfolio.
The Fund is exposed to the following risks from its use of financial instruments:
• Credit risk;
• Investment risk;
• Index risk;
• Secondary trading risk;
• Operational risk;
• Liquidity risk; and
• Market risk.
The abovementioned risks are addressed below in more detail.
Credit risk
Credit risk is the risk of loss due to non-performance of a counterparty in respect of any financial or performance
obligation. For fair value portfolios the definition of credit risk is expanded to include the risk of losses through
fair value changes arising from changes in credit spreads.
The Fund’s exposure to credit risk could be as a result of a counterparty transaction failing to meet its
contractual obligations. This could arise primarily from the Fund’s investment and securities lending activities.
In terms of CISCA, the Manager may, subject to the requirements of section 95, lend or offer to lend assets
included in the Fund’s portfolio within the limits or on the conditions determined by the Trust Deed. The trustee
of the Fund gives authority to the Manager to lend or offer to lend securities with a value not exceeding 50% of
the market value of all securities included in the Fund’s portfolio. The Manager has proceeded to engage in
securities lending in respect of the securities held by the Fund on this basis.
In terms of the Trust Deed, the Manager may engage in securities lending under section 85 of CISCA, subject to
the following limits and conditions:
• The securities lending must be beneficial to all investors;
• The Manager may lend or offer to lend securities with a value not exceeding 50 per cent of the market
value of all securities included in the Fund’s portfolio;
• The securities that may be lent to one borrower are limited in accordance with the limits determined by the
Registrar for the inclusion of the money market instruments in a portfolio;
• Collateral security for the securities loaned must have an aggregate value that exceeds the market value
of the securities loaned by not less than five per cent at all times and may only consist of –
• Cash; or
• Other securities; or
• A combination of cash and other securities
• Securities may not be lent for a period longer than 12 months; and
• Securities may not be lent unless subject to a right of recall.
In terms of the securities lending agreements, it is the duty of the agent to take delivery of the collateral assets,
any appropriate instruments of transfer or instrument of title in respect of a service level agreement. Collateral
assets and instruments of transfer of title are held on behalf of, and for the benefit of, the principal as
represented by the Fund.
The portfolio could be exposed to credit risk to the extent that inadequate collateral is held on the underlying
assets. If a borrower fails to perform its obligations, the Fund may be unable to recover the loaned securities.
However, the Manager only engages in securities lending with A-rated financial institutions.
Credit risk is only applicable to the financial assets of the Fund. The credit risk is considered to be low. The
carrying amounts of financial assets represent the maximum credit exposure. None of the Fund’s financial
assets are considered past due or impaired.
The maximum exposure to credit risk at the reporting date was as follows:
2013 2012
Rand Rand
Trade and other receivables 7 073 993 169 094
Cash and cash equivalents 3 993 946 3 472 954
Investment risk
There can be no assurance that the Fund will achieve its investment objectives of replicating the price and yield
performance of the Index.
The following factors could impact negatively on the investment performance of the Fund:
• Certain costs and expenses incurred by the Fund could cause the underlying portfolio to mis-track against
the Index;
• Temporary unavailability of securities in the secondary market or other extraordinary circumstances could
cause deviations from the extract weightings of the Index;
• In circumstances where securities comprising of the Index are suspended from trading or other market
disruptions occur, it may be impossible to rebalance the portfolio of securities held by the Fund and this
may lead to a tracking error; and
• Misinterpretation of information on the calculation of the Index could result in mis-tracking of the Index.
Index risk
There is no assurance that the Index will continue to be calculated and published on the same or similar basis
indefinitely. The Index was created by the JSE Limited as a measure of market performance and not for the
purposes of trading fund index securities. The past performance of the Index is not necessarily a guide to its
future performance.
The Index may be adjusted from time to time as a result of mergers, re-organisations, schemes or arrangement
or other corporate activity involving constituent companies. Any adjustments to the Index will be implemented
as determined from time to time in terms of the relevant Index stipulations, for example, if a constituent
company pays a special dividend.
The adjustments may require the removal of a constituent company from the Index and the substitution thereof
with a new constituent company while at the same time, if necessary, adjusting the base level. The adjustments
to the portfolio will be made in such a way that the portfolio will remain substantially aligned with the Index level
at all times.
Tracking risk
The risk that the Index may not be appropriately tracked is managed in the following manner:
• Check announcements made on the JSE website for any events that may change the Index and
rebalance, if necessary;
• Check corporate actions schedule for any events that may change the Index and rebalance, if necessary;
• Check the positions report versus what theoretically should be held with the ETF trading application and
rebalance, if necessary; and
• During daily net asset value (“NAV”) calculation process, check if the RMB Top 40 ex-closing price =
1/1000 of the Top40 Index closing level, i.e. do a reasonability check.
Secondary trading risk
There can be no guarantee that the Fund securities will remain listed on the JSE Limited. Despite the presence
of market makers, the liquidity of the Fund securities cannot be guaranteed.
The participatory interests may trade at a discount or premium to their NAV.
There is no guarantee that the Fund participatory interests will remain listed on the JSE Limited.
Any termination of a listing would be subject to the JSE listing requirements.
Operational risk
If shares in the underlying companies are suspended or cease trading for any reason, the suspended shares
will not be delivered to a holder exercising its right to take delivery of the underlying shares until the suspension
on the trading in respect of those shares is lifted. If the computer facilities or other facilities of the JSE Limited
malfunction, calculation and trading in the Fund securities may be suspended for a period of time. Issuers,
redemptions and adjustments to rebalance the underlying portfolio of securities in the Fund could affect the
value of the underlying securities constituting the Index and thereby also impact on the value of the Fund
securities.
Liquidity risk
Liquidity risk is the risk that the Fund will not be able to meet its financial obligations towards investors when
they fall due. The approach to managing liquidity risk is to ensure that the Fund would be able to pay suitable
distributions to investors on a quarterly basis. All distributions are calculated and approved by the Manager.
The Fund could also be exposed to liquidity risk in cases where insufficient funds are available to effect the
necessary changes in Index constituents. The need to employ alternative investment techniques would only
arise in the event of a liquidity problem, for example, if it is not possible to acquire certain securities comprising
the Index due to there being no sellers of such securities. The Fund securities are listed instruments; that are
bought and sold on the JSE Limited through a JSE member. The Fund securities can be sold to the Manager,
which is obligated to buy them from the investor. Market makers will attempt to maintain a high degree of
liquidity through continuously offering to buy and sell the Fund securities at prices around NAV of the Fund
securities, thereby ensuring tight buy and sell spreads. Under normal circumstances and conditions,
the investor will be able to buy or sell the Fund securities from market makers.
Market risk
Market risk exists where significant changes in equity prices will affect the value of the Fund’s financial
instruments. The investment mandates indicate that the Fund’s portfolio is passively managed and as a result
the management of the market risk is not possible. There is no guarantee that the Fund’s portfolio will achieve
its investment objective of perfectly tracking the Index.
The value of Fund securities and distributions payable by the Fund’s portfolio will rise and fall as the capital
values of the underlying securities housed in the Fund and the income flowing there-from fluctuates.
Prospective investors should be prepared for the possibility that they may sustain a loss.
The Fund’s portfolio may not be able to perfectly replicate the performance of the Index because -
• The Fund is liable for certain costs and expenses not taken into account in the calculation of the Index; or
• Certain Index constituents may become temporarily unavailable; or
• Other extraordinary circumstances may result in a deviation from precise Index weightings
Sensitivity analysis
All the Fund’s underlying investments are listed on the JSE Limited. The price of the Fund securities is closely
correlated to the movements in the Index. Any movement or adjustment in the Index, or the underlying
constituents of the Index, will have an impact on the price of the securities.
At any point in time, the market value of a Fund security is expected to reflect 1/1000th of the Index level, plus
an amount which reflects a pro-rata portion of any accrued distribution amount within the Fund’s portfolio.
Therefore, a 100 point movement in the Index would result in a R0,10 movement in the NAV per unit of the
Fund. Actual market values may be affected by supply and demand and other market factors, but the ability of
a holder to switch out of the Fund securities by redeeming them in specie for one or more baskets of constituent
securities, subject to a minimum of 1 million Fund securities being delivered, should operate to substantially
avoid or minimise any differential which may otherwise arise between the relevant basket and/or Index level and
the value at which the Fund securities trade from time to time.
Investment in derivatives
The Manager may invest in derivatives from time to time. While an investment in derivatives will only be
employed within the investment restrictions stipulated in the Trust Deed and the Act, some risks may be
associated with investments in these instruments. No significant investments in derivatives were used for the
financial period under review.
These financial statements have been audited by the independent auditors, PricewaterhouseCoopers
Incorporated, and their unqualified audit opinion is available for inspection at the company’s registered head
office.
A full copy of the financial statements is available on the RMB website http://www.rmb.co.za/ourFundsETFs.asp
18 December 2013
Sponsor
Bridge Capital Advisors Proprietary Limited
Trustee
ABSA Bank Limited
Managers
RMB CIS Manco Proprietary Limited
Auditors
PricewaterhouseCoopers Incorporated
Date: 18/12/2013 11:50:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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