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LIBERTY HOLDINGS LIMITED - Financial Results for the six months ended 30 June 2014

Release Date: 08/08/2014 07:05
Code(s): LBHP LBH     PDF:  
Wrap Text
Financial Results for the six months ended 30 June 2014

Liberty Holdings Limited
Incorporated in the Republic of South Africa
(Registration number: 1968/002095/06)
JSE code: LBH
ISIN code: ZAE0000127148
Telephone +27 11 408 3911 
                                  
Financial results
For the six months ended 30 June 2014

Highlights
BEE normalised operating earnings
up 12%

BEE normalised headline earnings
up 10%

BEE normalised return on equity
20%

return on BEE normalised group equity value
15%

value of long-term insurance new business
up 13%

long-term insurance indexed new business
up 10%

long-term insurance customer net cash inflows
R4,5 billion

asset management customer net cash inflows
R11,6 billion

interim dividend
up 9%

Liberty Group Limited CAR cover
2,6 times

Financial performance indicators
for the six months ended 30 June 2014

                                                                        30 June   30 June       % 31 December
                                                                           2014      2013   change       2013
Liberty Holdings Limited
Earnings
Basic earnings per share (cents)                                          720,5     648,8       11    1 517,9
BEE normalised headline earnings per share (cents)                        664,7     602,7       10    1 439,6
BEE normalised operating earnings (Rm)                                    1 174     1 048       12      2 198
BEE normalised return on equity (%)                                        19,9      21,8      (9)       23,3
Group equity value
BEE normalised group equity value per share (R)                          130,42    117,16       11     126,08
BEE normalised return on group equity value (%)                            14,7      13,0       13       16,1
Distributions per share (cents)
Normal dividend                                                             232       212        9        581

 Interim dividend                                                           232       212        9        212
 Final dividend                                                             n/a       n/a                 369

Total assets under management (Rbn)                                         639       566       13        611

Long-term insurance operations
Indexed new business (excluding contractual increases) (Rm)               3 437     3 122       10      6 947
Embedded value of new business (Rm)                                         346       307       13        839
New business margin (%)                                                     1,8       1,8        –        2,2
Net customer cash inflows (Rm)                                            3 583     1 922       86      6 316
Capital adequacy cover of Liberty Group Limited (times covered)            2,58      2,75      (6)       2,56

Asset management – STANLIB
Assets under management (Rbn)                                               561       504       11        545
Net cash inflows (Rm)                                                    11 618     9 012       29     15 725

 Retail and institutional net cash inflows excluding money market (Rm)    4 123     7 630     (46)     13 527
 Money market net cash inflows (Rm)                                       7 495     1 382     >100      2 198

Preparation and supervision:
This announcement on Liberty Holdings Limited's interim results for the six months ended 30 June 2014 has been
prepared and supervised by JC Hubbard (Group Chief Financial Officer) BCom CA(SA) and CG Troskie (Executive Director
– Finance and Risk) BCom (Hons) CA(SA).

The group's performance for the first half of 2014 continues to reflect
the positive momentum in operating earnings and customer new
business as evidenced in 2013. Return on group equity value at 15%
remains above our medium-term expectations.

In the group's long-term insurance operations indexed new
business grew 10% to R3 437 million, supported by very strong
single premium investment sales. Net customer cash inflows were
R4,5 billion (30 June 2013: R1,9 billion), including a R912 million
contribution from the recently launched Retail LISP. Corporate
business customer flows (R0,9 billion) were positive for the first
time since 2007. New business margin at 1,8% has been negatively
impacted by a 25bps increase in the risk discount rate and reflects
the typical lower first half sales seasonality. The business continues
to manage within the long-term actuarial expense and policyholder
behaviour assumptions.

LibFin Markets produced an improved result, due to the ongoing
build of the credit book and a positive asset liability management
contribution which benefited from low realised volatility in equity
and interest rate markets.

The group asset management operations (STANLIB) have
attracted net external customer cash inflows of R11,6 billion which
are 29% up compared to the first half of 2013, over R7,5 billion
of which were invested in the various money market offerings.
Assets under management across the group grew by 5% from
31 December 2013 to R639 billion.

The group's strategically important association with Standard Bank
through the bancassurance agreement has continued to make
significant contributions to the group's performance.

The Shareholder Investment Portfolio (SIP) gross performance
of 5,1% was supported by solid contributions from local and
international equity markets.

Group BEE normalised headline earnings of R1 881 million are
10% higher, representing a 12% growth in operating earnings and
an 8% increase in earnings from the SIP. The growth in operating
earnings was achieved without any significant assumption or
modelling changes. Performance of all business units has broadly
tracked expectation.

BEE normalised group equity value per share of R130,42 is
R4,34 up on 31 December 2013, and reflects R2 541 million of
equity value profits, or an annualised 14,7% return on opening
group equity value.

Consistent management of the group's risks within the board
approved risk appetite has supported the maintenance of the
group's strong capital position with the capital adequacy ratio
in the group's main long-term insurance licence, Liberty Group
Limited, being 2,58 times (31 December 2013: 2,56 times) the
regulatory minimum.

The group's recent positive performances are as a result of
management consistently delivering to strategy within a
comprehensive governance structure. Key elements of the group's
strategy remain to:

-  manage the core South African insurance operations within
   acceptable sustainable long-term assumption sets;
-  launch innovative new products to service targeted customer
   segments which have contributed to profitably capturing
   greater market shares;
-  optimise the balance sheet within board approved risk
   appetite limits;
-  improve asset management capability;
-  expand the geographical footprint into expected high growth
   regions of sub-Saharan Africa; and
-  maximise opportunities under the Standard Bank bancassurance
   agreement.

Liberty is far advanced with the preparation for the implementation
of Solvency Assessment and Management (SAM), the proposed
new long-term insurance solvency regime intended to come into
effect on 1 January 2016, with a parallel process in 2015. We have 
recently completed the SAM QIS3 assessment and we believe the group 
is well positioned from a capital perspective. A number of other proposed 
regulatory changes are also facing the industry including tax, retirement
and health reform, protection of information initiatives, retail
distribution review and treating customers fairly.

Liberty has therefore invested in a substantial change management
capability. Liberty acknowledges that these changes are largely
intended to improve the sustainability of the industry and address
the past inequalities structurally evident in South Africa. The board
and management are pro-actively engaging in the process to
identify opportunities and efficiently prepare for implementation.

Earnings by business unit
for the six months ended 30 June 2014

                                                                          12 months
                                              30 June   30 June       % 31 December
Rm                                               2014      2013  change        2013

Insurance
Retail segment                                   795       771        3       1 467
Institutional segment                             90        44     >100         133

Liberty Corporate                                 84        52       62         121
Liberty Africa Insurance (1)                      28        18       56          52
Liberty Health                                  (22)      (26)       15        (40)

Balance sheet management

LibFin Markets – credit portfolio                 87        67      30          132
LibFin Markets – asset/liability management       21      (13)    >100            5

Asset management
STANLIB                                          284       270       5          633

South Africa                                     254       243       5          571
Other Africa                                      30        27      11           62

Liberty Properties                                12        17    (29)           44
Central overheads and sundry income            (115)     (108)     (7)        (216)

BEE normalised operating earnings              1 174     1 048      12        2 198

LibFin Investments                               707       656       8        1 878

BEE normalised headline earnings               1 881     1 704      10        4 076

BEE preference share adjustment                 (28)      (37)      24         (62)

Headline earnings                              1 853     1 667      11        4 014

(1) Liberty Africa Insurance includes long-term and short-term insurance products sold to both the 
    retail and institutional markets. The business unit has been classified under the institutional 
    segment as the majority of premiums are derived from institutional clients.

Business unit financial review
for the six months ended 30 June 2014

Retail segment
Retail SA's headline earnings for the half year are R795 million
(2013: R771 million). Normalising, for the impact of positive
modelling changes in 2013 as well as the increased build costs
related to the transactional joint venture with Standard Bank and
the recently launched LISP platform, reflects an effective earnings
increase of 10%. Increased asset base on which management fees
are charged, on-going good expense management and positive risk
variances are significant contributors to the result.

The LISP, which offers direct investments into a range of collective
investment schemes available to retail customers through a cost-
efficient platform and complements the life wrapper investment
product range, attracted almost R1 billion in net new investments.
The innovative Evolve investment product range continues to
outperform expectations with single premium investment sales
totalling R2,4 billion for the half year.

Indexed new business sales (excluding the Retail LISP and
contractual increases) of R2,9 billion, increased by 7% over June
2013 including a 26% increase in single premium business. Recurring
premium business is flat on last year partly due to Standard Bank's
decision to reduce new micro loan advances which have impacted
credit life sales under the bancassurance agreement and partly due
to an increasingly demanding consumer environment. The Retail
SA new business margin of 2,2% (excluding STANLIB on balance
sheet sales) remains within the medium-term targeted range. The
margin has been negatively impacted by a 25bps increase in the
risk discount rate, due to the increase in the South African bond
yields, as well as a change in the mix of business. Typically the
first half margin is also negatively impacted by seasonality which
manifests itself in proportionately lower first half sales.

Net cash inflows (excluding the Retail LISP) are pleasing at
R2,3 billion and were supported by higher contributions from
our sales of single premium investment products offsetting the
increase in average policy withdrawal values due to recent good
investment returns.

The comprehensive loyalty programme "Own your life REWARDS"
has grown principal membership to over twenty five thousand at
30 June 2014.

Institutional segment
Liberty Corporate
Improved headline earnings of R84 million (up 62%) are mainly a
function of higher asset based management fees and cost control.

The continued innovation in Liability Driven Solutions products
has been well received in the market and has resulted in attracting
a number of large investment mandates in the first half of 2014.
Indexed new business has consequently grown by 45% to
R423 million.

Whilst acknowledging the volatility of investment mandates in
reflecting cash flows, management is encouraged by net customer
cash inflows of R949 million which are positive for the first time
since 2007.

Liberty Africa Insurance
East and Southern Africa (excluding South Africa) insurance
businesses contributed R28 million (2013: R18 million) to Liberty's
headline earnings for the half year. The result has been supported
by improved persistency in the Kenya individual life business,
higher margin business underwritten in Namibia and Uganda, good
performance in investment markets and consistent claims loss
ratios in the short-term insurance business. Long-term insurance
new business has been impacted by lower bancassurance sales in
Botswana leading to a decrease in overall margin to 5,7%.

The group continues to evaluate business opportunities throughout
the sub-Saharan African region and has reserved capital resources
to take advantage of investment opportunities as they arise.

Liberty Health
Liberty's share of Liberty Health's headline loss for the half year is
R22 million (2013: R26 million loss). As recently announced Liberty
has entered into an agreement to acquire the outside shareholder
equity interests in Liberty Health and loan claims, which together total
R133 million. This will allow for greater flexibility and enable Liberty
Health to be restructured in a manner that will be beneficial to the
group. The transaction was effective 1 August 2014.

Our health risk products targeted at employees in African countries,
excluding South Africa, provide cover for over three hundred
thousand lives (eighty two thousand of which are non-capitation).
Claims loss ratios are improving particularly in the higher margin
non-capitation business.

Balance sheet management
Asset liability management and credit portfolio
(LibFin Markets)
LibFin Markets had a positive first half, contributing R108 million to
headline earnings (2013: R54 million).

The Credit Portfolio, a diversified portfolio of government, state
owned enterprise and corporate securities backing the guaranteed
investment product set, contributed R87 million (2013: R67 million)
in line with the growth of the portfolio and through diversification
away from less efficient legacy assets.

The asset liability management earnings, the result of managing
market risk arising from the guaranteed investment product
set, was R21 million for the period (2013: negative R13 million)
benefiting from low realised volatility in equity and interest rate
markets during 2014.

LibFin assets under management at 30 June 2014 was R39 billion
(31 December 2013: R36 billion).

Shareholder Investment Portfolio (SIP)
(LibFin Investments)
LibFin Investments manages the SIP which comprises the group's
investment market exposure to the 90:10 book of business
and the assets backing capital in the insurance operations. The
portfolio which is managed under a low risk balanced mandate
produced a gross return of 5,1% (2013: 5,5%) which was slightly
behind benchmark for the half year period. This portfolio is managed 
on a long term basis and in the context of the outperformance during 
2013, remains significantly ahead of the past three years' cumulative 
benchmarks. The return has followed the favourable performance of local
and international equity markets, a relatively stable currency
and interest rate environment during the period as well as the
benefit of tactical asset allocations to infrastructure assets.

The portfolio contributed R707 million (2013: R656 million) to the
group's first half headline earnings broadly in line with the growth
in the average asset base invested.

Asset management
STANLIB
STANLIB's headline earnings of R284 million are 5% higher
compared to the equivalent period in 2013. Net cash inflows
(excluding inter group) of R11,6 billion are 29% up on the prior half
year, but comprise a different sales mix resulting in R7,5 billion of
inflows into lower margin money market investments. This change
in sales mix combined with the decision to cease initial fees has
resulted in lower earnings growth in South Africa. An improved
sales mix and consequential margin improvement led to other
Africa earnings increasing by 11%. Whilst some good progress
has been made in securing institutional mandates, attracting
significant increases in non-money market retail flows remains
a challenge. The recent investments in building alternative asset
class capabilities are attracting significant investor interest.

Total assets under management increased to R561 billion at
30 June 2014 (31 December 2013: R545 billion).

The majority of funds under management continue to produce
satisfactory performance and STANLIB's unit trusts recently
received four Raging Bull awards. The performance over three
years of 85% of all STANLIB surveyed institutional funds is ahead
of their respective benchmarks.

Liberty Properties
Liberty Properties, which comprises property management and
development, has contributed R12 million (2013: R17 million) to
headline earnings, reflecting lower development fee income, the
reduced portfolio size and one off restructure costs. As part of the
rebalancing of the unlisted property portfolio, several wholly owned
hotels valued at R1,1 billion were sold in April 2014 to The Cullinan Hotel
(Pty) Limited, a 40% associate company of the group.

Bancassurance
The commercial bancassurance joint venture relationship with
Standard Bank, which is applicable across the group's asset
management and insurance operations, continues to make a
considerable contribution to new business volumes and earnings.
Indexed new business premiums of Liberty insurance products
(excluding credit life) for the year from bancassurance channels
are 7% higher than 2013. STANLIB received an 8% growth in net
asset management fees related to assets acquired through the
Standard Bank distribution channel.

The total SA covered business embedded value of in-force
contracts sold under the agreement attributable to Liberty
at 30 June 2014 increased to R1,4 billion (31 December 2013:
R1,3 billion) despite the higher required discount rates.

Tax legislation
The Taxation Laws Amendment Act, 2013 was promulgated on
12 December 2013. The Act included additional changes to the
expense relief formulae to those which became applicable to long-
term insurers in the 2012 Amendment Act. The 2013 changes
did not allow for the inclusion of the aggregate annual taxable
portion of unrealised capital gains in respect of assets allocated
to the policyholder funds which was contrary to the stated
intention. National Treasury have released the 2014 Taxation
Laws Amendment Bill ("the 2014 Bill"), proposing to correct the
applicable legislation with retrospective effect. The 2014 Bill will
only be tabled in Parliament during the 2014 legislative cycle.
Policyholder liabilities have been calculated using the 2014 Bill.
Using the current Act, the impact at 30 June 2014 to policyholder 
liabilities and earnings is not significant.

Capital adequacy cover
The capital adequacy cover of Liberty Group Limited remains
strong at 2,58 times the statutory requirement (31 December 2013:
2,56 times). All the other group subsidiary life licences are also
well capitalised.

Capital adequacy requirements are set at the higher of the
"termination" (TCAR) basis or "ordinary" (OCAR) basis. At 30 June
2014 the higher amount is TCAR (31 December 2013: OCAR).

Dividends
2014 interim dividend
In line with the group's dividend policy, the board has approved
and declared a gross interim dividend of 232 cents per ordinary
share. The interim dividend will be payable out of income reserves
and payable to all ordinary shareholders recorded in the books
of Liberty Holdings Limited at the close of business on Friday,
5 September 2014.

The dividend of 232 cents per ordinary share will be subject to
a local dividend tax rate of 15% which will result in a net interim
dividend, to those shareholders who are not exempt from paying
dividend tax, of 197.2 cents per ordinary share. Liberty Holdings
Limited's income tax number is 9050/191/71/8. The number of
ordinary shares in issue in the company's share capital at the date
of declaration is 286 202 373.

The important dates pertaining to the dividend is as follows:

Last date to trade                   Friday, 29 August 2014
cum dividend on the JSE
First trading day                  Monday, 1 September 2014
ex dividend on the JSE
Record date                        Friday, 5 September 2014
Payment date                       Monday, 8 September 2014

Share certificates may not be dematerialised or rematerialised
between Monday, 1 September 2014 and Friday, 5 September 2014,
both days inclusive. Where applicable, in terms of instructions
received by the company from certificated shareholders, the
payment of the dividend will be made electronically to shareholders'
bank accounts on payment date.

In the absence of specific mandates, cheques will be posted to
shareholders. Shareholders who have dematerialised their shares
will have their accounts with their CSDP or broker credited on
Monday, 8 September 2014.

Prospects
The group's first half 2014 performance reinforces our
demonstrated ability to sustainably grow the business in line with
our strategy. We continue to perform above our medium term
targets and they are well positioned to attract higher levels of new
business within our targeted margin ranges.

We are confident that our proven balance sheet management
capability will continue to manage our investment market risk
exposures within risk appetite.

Thabo Dloti                Saki Macozoma
Chief Executive            Chairman

7 August 2014

Transfer Secretaries
Computershare Investor Services (Pty) Limited
(Registration number: 2004/003647/07)
Ground Floor, 70 Marshall Street, Johannesburg 2001
PO Box 61051, Marshalltown 2107
Telephone +27 11 370 5000

Sponsor
Merrill Lynch
A subsidiary of Bank of America Corporation

These results are available at www.libertyholdings.co.za

Accounting policies

The unaudited condensed interim consolidated financial
statements for the six months ended 30 June 2014 are prepared
in accordance with International Financial Reporting Standards
(IFRS), IAS 34 Interim Financial Reporting, the SAICA Financial
Reporting Guides as issued by the Accounting Practices
Committee and Financial Pronouncements as issued by the
Financial Reporting Standards Council, the JSE Limited Listings
Requirements and the requirements of the Companies Act of
South Africa. The accounting policies applied in the preparation
of these interim financial statements are in terms of IFRS and are

consistent with those applied in the previous consolidated annual
financial statements, except for the mandatory adoption of minor
amendments to IFRS, which are effective for years commencing
1 January 2014. These changes have not resulted in any material
impacts to the 2014 group's reported results, comparative periods
or interim disclosures.

Review/audit
These interim results have not been reviewed or audited by the
company's auditors, PricewaterhouseCoopers Inc.

Definitions

BEE normalised: headline earnings per share, return on
equity, group equity value per share and return on group
equity value
These measures reflect the economic reality of the Black
Economic Empowerment (BEE) transaction as opposed to
the required technical accounting treatment that reflects the
BEE transaction as a share buy-back. Dividends received on the
group's BEE preference shares (which are recognised as an asset
for this purpose) are included in income. Shares in issue relating to
the transaction are reinstated.

Capital adequacy requirement (CAR)
The capital adequacy requirement is the minimum amount by
which the Financial Services Board requires an insurer's assets
to exceed its liabilities. The assets, liabilities and CAR must be
calculated using a method which meets the Financial Services
Board's requirements. Capital adequacy cover refers to the amount
of capital the insurer has as a multiple of the minimum requirement.

"Liberty" or "group"
Represents the collective of Liberty Holdings Limited and its
subsidiaries.

Long-term insurance operations – Indexed new business
This is a measure of new business which is calculated as the sum of
twelve months' premiums on new recurring premium policies and
one tenth of single premium sales.

Long-term insurance operations – Value of new business
and margin
The present value, at point of sale, of the projected stream of after
tax profits for new business issued, net of the cost of required
capital. The present value is calculated using a risk adjusted
discount rate. Margin is calculated using the value of new business
divided by the present value of future modelled premiums.

Short-term insurance operations – Claims loss ratio
This is a measure of underwriting risk and is measured as a ratio
of claims incurred divided by the net premiums earned.

FCTR
Foreign Currency Translation Reserve.

Development costs
Represents project costs incurred on developing or enhancing
future revenue opportunities.

Negative rand reserves
A portion of expected future management and administration fees
are present valued and recognised at point of sale. Prospective
measurement takes place at each valuation date until received.

Consolidated statement of financial position
as at 30 June 2014
                                                                           Unaudited   Unaudited      Audited
                                                                             30 June     30 June  31 December
Rm                                                                              2014        2013         2013
Assets
Equipment and owner-occupied properties under development                        948       1 080        1 114
Owner-occupied properties                                                      1 423       1 404        1 410
Investment properties                                                         25 645      24 259       27 299
Intangible assets                                                                394         667          475
Defined benefit pension fund employer surplus                                    215         213          210
Deferred acquisition costs                                                       563         485          527
Interests in joint ventures                                                        6         391          404
Reinsurance assets                                                             1 738       1 396        1 609
Long-term insurance                                                            1 246       1 037        1 161
Short-term insurance                                                             492         359          448
Operating leases – accrued income                                              1 221       1 408        1 315
Pledged assets measured at fair value through profit or loss                   6 364       1 759        1 348
Assets held for trading                                                        6 706       4 681        6 387
Interests in associates – equity accounted                                        74          72           72
Interests in associates – measured at fair value                              18 778      14 975       15 361
Financial investments                                                        290 810     246 676      279 043
Deferred taxation                                                                313         289          354
Prepayments, insurance and other receivables                                   4 968       4 214        3 841
Cash and cash equivalents                                                     13 124      15 376        9 870
Total assets                                                                 373 290     319 345      350 639
Liabilities
Long-term policyholder liabilities                                           278 898     241 414      263 944
Insurance contracts                                                          189 034     166 391      180 742
Investment contracts with discretionary participation features                 9 867       7 951        9 056
Financial liabilities under investment contracts                              79 997      67 072       74 146
Short-term insurance liabilities                                                 901         806          846
Financial liabilities at amortised cost                                        3 167       2 131        3 167
Third party financial liabilities arising on consolidation of mutual funds    42 456      36 316       39 983
Employee benefits                                                              1 002         971        1 344
Deferred revenue                                                                 206         186          194
Deferred taxation                                                              3 827       2 771        3 586
Deemed disposal taxation liability                                               272         628          544
Provisions                                                                       155         257          195
Derivative liabilities                                                         6 523       4 252        4 860
Insurance and other payables                                                  13 089       9 618        9 716
Current taxation                                                                 678         831          904
Total liabilities                                                            351 174     300 181      329 283
Equity
Ordinary shareholders' interests                                              18 351      15 978       17 654
Share capital                                                                     26          26           26
Share premium                                                                  5 919       6 034        5 985
Retained surplus                                                              13 356      10 775       12 454
Other reserves                                                                 (950)       (857)        (811)
Non-controlling interests                                                      3 765       3 186        3 702
Total equity                                                                  22 116      19 164       21 356
Total equity and liabilities                                                 373 290     319 345      350 639

Consolidated statement of comprehensive income
for the six months ended 30 June 2014
                                                                                                                      Audited
                                                                                          Unaudited   Unaudited     12 months
                                                                                            30 June     30 June   31 December
Rm                                                                                             2014        2013          2013
Revenue
Insurance premiums                                                                           18 541      16 090        35 782
Reinsurance premiums                                                                          (695)       (657)       (1 316)
Net insurance premiums                                                                       17 846      15 433        34 466
Service fee income from investment contracts                                                    450         417           900
Investment income                                                                             7 257       6 936        13 220
Hotel operations sales                                                                          371         377           809
Investment gains                                                                             15 019       6 649        33 554
Fee revenue and reinsurance commission                                                        1 197         941         2 324
Total revenue                                                                                42 140      30 753        85 273
Claims and policyholder benefits under insurance contracts                                 (15 821)    (10 446)      (25 904)
Insurance claims recovered from reinsurers                                                      526         524         1 357
Change in long-term policyholder liabilities                                                (9 014)     (5 477)      (20 698)
Insurance contracts                                                                         (8 286)     (1 623)      (15 937)
Investment contracts with discretionary participation features                                (813)     (3 911)       (4 941)
Applicable to reinsurers                                                                         85          57           180
Fair value adjustment to policyholder liabilities under investment contracts                (5 074)     (2 754)      (10 135)
Fair value adjustment on third party mutual fund interests                                  (2 196)     (3 396)       (7 832)
Acquisition costs                                                                           (2 135)     (2 013)       (4 233)
General marketing and administration expenses                                               (4 578)     (3 820)       (9 079)
Finance costs                                                                                 (291)       (114)         (327)
Profit share allocations under bancassurance and other agreements                             (434)       (441)         (984)
Equity accounted earnings from joint ventures                                                                14
Profit before taxation                                                                        3 123       2 830         7 438
Taxation                                                                                    (1 121)     (1 041)       (2 968)
Total earnings                                                                                2 002       1 789         4 470
Other comprehensive income                                                                     (57)          76            88
Items that may be reclassified subsequently to profit or loss                                  (46)          53            56
Net change in fair value on cash flow hedges                                                   (65)       (109)         (183)
Income and capital gains tax relating to net change in fair value on cash flow hedges            16          33            53
Foreign currency translation                                                                      3         129           186
Items that may not be reclassified to profit or loss                                           (11)          23            32
Owner-occupied properties – fair value adjustment                                                13          13            28
Income and capital gains tax relating to owner-occupied properties fair value adjustment        (5)         (6)          (10)
Change in long-term policyholder insurance liabilities (application of shadow accounting)       (8)         (8)          (22)
Actuarial gains on post-retirement medical aid liability                                       (18)           7            24
Income tax relating to post-retirement medical aid liability                                      5         (2)           (7)
Net adjustments to defined benefit pension fund(1)                                                2          27            26
Income tax relating to defined benefit pension fund                                                         (8)           (7)

Total comprehensive income                                                                    1 945       1 865         4 558
Total earnings attributable to:
Ordinary shareholders' interests                                                              1 854       1 668         3 908
Non-controlling interests                                                                       148         121           562
                                                                                              2 002       1 789         4 470
Total comprehensive income attributable to:
Ordinary shareholders' interests                                                              1 797       1 700         3 936
Non-controlling interests                                                                       148         165           622
                                                                                              1 945       1 865         4 558
Basic and fully diluted earnings per share                                                    Cents       Cents         Cents
Basic earnings per share                                                                      720,5       648,8       1 517,9
Fully diluted basic earnings per share                                                        659,1       596,4       1 393,4

(1)  Net adjustments to defined benefit pension fund include actuarial gains or losses, return on plan assets, reduced by the interest 
     on the net defined benefit asset, and the effect of the application of the asset ceiling.

Headline earnings and earnings per share
for the six months ended 30 June 2014
                                                                                                                  Audited
                                                                                      Unaudited   Unaudited     12 months
                                                                                        30 June     30 June   31 December
Rm                                                                                         2014        2013          2013

Reconciliation of total earnings to headline earnings attributable to equity holders
Total earnings attributable to equity holders                                             1 854       1 668         3 908
Preference share dividend                                                                   (1)         (1)           (2)

Basic earnings attributable to ordinary shareholders                                      1 853       1 667         3 906
Derecognition and impairment of intangible assets                                                                     126
FCTR recycled through profit or loss                                                                                 (18)

Headline earnings attributable to ordinary shareholders                                   1 853       1 667         4 014
Net income earned on BEE preference shares                                                   28          37            62

BEE normalised headline earnings attributable to ordinary shareholders                    1 881       1 704         4 076

Weighted average number of shares in issue ('000)                                       257 181     256 954       257 334
BEE normalised weighted average number of shares in issue ('000)                        282 977     282 750       283 130
Fully diluted weighted average number of shares in issue ('000)                         281 138     279 490       280 329

Earnings per share                                                                        Cents       Cents         Cents

Total earnings attributable to ordinary shareholders
 Basic                                                                                    720,5       648,8       1 517,9
 Headline                                                                                 720,5       648,8       1 559,8
 BEE normalised headline                                                                  664,7       602,7       1 439,6

Fully diluted earnings attributable to ordinary shareholders
 Basic                                                                                    659,1       596,4       1 393,4
 Headline                                                                                 659,1       596,4       1 431,9

Condensed statement of changes in shareholders' funds
for the six months ended 30 June 2014
                                                          Unaudited   Unaudited      Audited
                                                            30 June     30 June  31 December
Rm                                                             2014        2013         2013

Balance of ordinary shareholders' interests at 1 January     17 654      15 410       15 410
Ordinary dividends                                          (1 056)       (959)      (1 566)
Special dividend                                                          (371)        (371)
Total comprehensive income                                    1 797       1 700        3 936
Share buy-backs net of share subscriptions                    (224)          35         (15)
Black Economic Empowerment transaction                           95         116          171
Share-based payments                                             68          48          109
Preference dividends                                            (1)         (1)          (2)
Transaction between owners                                       18
FCTR recycled through profit or loss                                                    (18)

Ordinary shareholders' interests                             18 351      15 978       17 654

Balance of non-controlling interests at 1 January             3 702       3 101        3 101
Total comprehensive income                                      148         165          622
Unincorporated property partnerships net distributions         (63)        (77)          (6)
Non-controlling share of subsidiary dividend                    (4)         (3)         (17)
Transaction between owners                                     (18)
FCTR recycled through profit or loss                                                       2

Non-controlling interests                                     3 765       3 186        3 702

Total equity                                                 22 116      19 164       21 356

Condensed statement of cash flows
for the six months ended 30 June 2014
                                                                                    Audited
                                                        Unaudited   Unaudited     12 months
                                                          30 June     30 June   31 December
Rm                                                           2014        2013          2013

Operating activities                                        5 164       2 267         8 196
Investing activities                                      (1 723)       2 589      (10 014)
Financing activities                                        (188)         (6)         1 157

Net increase/(decrease) in cash and cash equivalents        3 253       4 850         (661)
Cash and cash equivalents at the beginning of the year      9 870      10 418        10 418
Foreign currency translation                                    1         108           113

Cash and cash equivalents at the end of the period         13 124      15 376         9 870

Condensed segment information
for the six months ended 30 June 2014

The unaudited segment results for the six months ended 30 June 2014 are as follows:

                                                      Short-    Asset                                Reporting
                                Long-term insurance     term  manage-     Health                       adjust-       IFRS
Rm                                Retail Corporate insurance     ment   services   Other      Total   ments(1)   reported

Total revenue                    33 829     9 636        602    1 582        143     977     46 769    (4 629)     42 140

Profit/(loss) before taxation     2 060       129         61      396       (74)     426      2 998        125      3 123
Taxation                        (1 002)      (30)       (11)    (104)         12      14    (1 121)               (1 121)

Total earnings/(loss)             1 058        99         50      292       (62)     440      1 877        125      2 002
Transfers between
segments (2)                       (11)         5                 (4)                 10

Total earnings/(loss)
after transfers                   1 047       104         50      288       (62)     450      1 877        125      2 002
Other comprehensive
(loss)/income                      (59)       (1)                   1                  2       (57)                  (57)

Total comprehensive
income/(loss)                       988       103         50      289       (62)     452      1 820        125      1 945
Attributable to:
Non-controlling interests          (23)         2       (20)      (4)         17       5       (23)      (125)      (148)

Equity holders                      965       105         30      285       (45)     457      1 797                 1 797

Reconciliation of total
earnings/(loss) after
transfers to headline
earnings/(loss)
attributable to equity
holders
Total earnings/(loss) after
transfers                         1 047       104         50      288       (62)     450      1 877       125      2 002
Attributable (to)/from
non-controlling interests          (23)         2       (20)      (4)         17       5       (23)     (125)      (148)
Preference share dividend                                                            (1)        (1)                  (1)

Headline earnings/(loss)          1 024       106         30      284       (45)     454      1 853                1 853
Net income earned
on BEE preference shares                                                              28         28                   28

BEE normalised headline
earnings/(loss)                   1 024       106         30      284       (45)     482      1 881                1 881

(1) Reporting adjustments include the consolidation of unincorporated property partnerships, the consolidation of third party mutual fund liabilities, 
    the classification of long-term insurance into defined IFRS 'investment' and 'insurance' products, the application of shadow accounting for the 
    change in long-term policyholder insurance liabilities and the elimination of intergroup transactions.
(2) Earnings reallocated as they are attributable to other segments (e.g. bancassurance agreement profit share attributable to asset management and 
    release of regulatory project reserves to offset related shareholder expenses in "other").

The unaudited segment results for the six months ended 30 June 2013 are as follows:

                                                       Short-     Asset                              Reporting
                                Long-term insurance      term   manage-    Health                       adjust-       IFRS
Rm                               Retail  Corporate  insurance      ment  services   Other      Total   ments(1)   reported

Total revenue                    23 914      6 548        499     1 272       134     698     33 065    (2 312)     30 753

Profit/(loss) before taxation     1 956        143         40       398      (82)     273      2 728        102      2 830
Taxation                          (886)       (38)       (10)     (111)        30    (31)    (1 046)          5    (1 041)

Total earnings/(loss)             1 070        105         30       287      (52)     242      1 682        107      1 789
Other comprehensive
(loss)/income                      (14)          1         37        17                35         76                    76

Total comprehensive
income/(loss)                     1 056        106         67       304      (52)     277      1 758        107      1 865
Attributable to:
Non-controlling interests          (23)        (4)       (28)       (5)        13    (11)       (58)      (107)      (165)

Equity holders                    1 033        102         39       299      (39)     266      1 700                 1 700

Reconciliation of total
earnings/(loss) to
headline earnings/(loss)
attributable
to equity holders
Total earnings/(loss)             1 070        105         30       287      (52)     242      1 682        107      1 789
Attributable (to)/from
non-controlling interests             3        (4)       (11)       (4)        13    (11)       (14)      (107)      (121)
Preference share dividend                                                             (1)        (1)                   (1)

Headline earnings/(loss)          1 073        101         19       283      (39)     230      1 667                 1 667
Net income earned
on BEE preference shares                                                               37         37                    37

BEE normalised headline
earnings/(loss)                   1 073        101         19       283      (39)      267     1 704                 1 704

(1) Reporting adjustments include the consolidation of unincorporated property partnerships, the consolidation of third party mutual fund liabilities, the classification of long-term
    insurance into defined IFRS 'investment' and 'insurance' products, the application of shadow accounting for the change in long-term policyholder insurance liabilities and the
    elimination of intergroup transactions.

The audited segment results for the year ended 31 December 2013 are as follows:

                                                       Short-      Asset                                   Reporting
                                Long-term insurance      term    manage-     Health                          adjust-        IFRS
Rm                              Retail  Corporate   insurance       ment   services     Other      Total    ments(1)    reported

Total revenue                   66 124     17 319       1 076      3 064        288     1 817     89 688     (4 415)      85 273

Profit/(loss) before taxation    5 161        298         116        926      (274)       653      6 880         558       7 438
Taxation                       (2 585)       (78)        (51)      (258)         46      (42)    (2 968)                 (2 968)

Total earnings/(loss)            2 576        220          65        668      (228)       611      3 912         558       4 470
Other comprehensive
(loss)/income                     (44)          2          57         28                   45         88                      88

Total comprehensive
income/(loss)                    2 532        222         122        696      (228)       656      4 000         558       4 558
Attributable to:
Non-controlling interests         (46)       (17)        (52)        (9)         57         3       (64)       (558)       (622)

Equity holders                   2 486        205          70        687      (171)       659      3 936                   3 936

Reconciliation of total
earnings/(loss) to
headline earnings/(loss)
attributable to equity
holders
Total earnings/(loss)            2 576        220          65        668      (228)       611      3 912         558       4 470
Attributable (to)/from
non-controlling interests         (14)       (17)        (25)        (8)         57         3        (4)       (558)       (562)
Preference share dividend                                                                 (2)        (2)                     (2)
Intangible assets
impairment                          27                                           99                  126                     126
FCTR recycled through
profit or loss                                                                    6      (24)       (18)                    (18)

Headline earnings/(loss)         2 589        203          40        660       (66)       588      4 014                   4 014
Net income earned
on BEE preference shares                                                                   62         62                      62

BEE normalised headline
earnings/(loss)                  2 589        203          40        660       (66)       650      4 076                   4 076

(1) Reporting adjustments include the consolidation of unincorporated property partnerships, the consolidation of third party mutual fund liabilities, the classification of long-term
    insurance into defined IFRS 'investment' and 'insurance' products, the application of shadow accounting for the change in long-term policyholder insurance liabilities and the
    elimination of intergroup transactions.

Group equity value report
as at 30 June 2014

1.  Introduction
    Liberty presents a "group equity value" report to reflect the combined value of the various components of Liberty's businesses.
    Section 2 below describes the valuation bases used for each reported component. It should be noted the group equity value
    is presented to provide additional information to shareholders to assess performance of the group. The total equity value is
    not intended to be a fair value calculation of the group but should provide indicative information of the inherent value of the
    component parts.

2.  Component parts of the group equity value and valuation techniques used
    Group equity value has been calculated as the sum of the following component parts:

2.1 South African covered business:
    The wholly owned subsidiary, Liberty Group Limited, comprises the cluster of South African long-term insurance entities and
    related asset holding entities. The embedded value methodology in terms of Actuarial Practice Note 107 issued by the Actuarial
    Society of South Africa continues to be used to derive the value of this business cluster described as "South African covered
    business". The embedded value report of the South African covered business has been reviewed by the group's statutory actuary.
    The full embedded value report is included in the supplementary information section.

2.2 Other businesses:

STANLIB                    Valued using a 10 times (December and June 2013: 10 times) multiple of estimated
                           sustainable earnings.

Liberty Properties         Valued using a 10 times (December and June 2013: 10 times) multiple of estimated
                           sustainable earnings.

Liberty Health             As Liberty Health has yet to establish a history to support a sustainable earnings calculation,
                           adjusted IFRS net asset value is applied.

Liberty Africa Insurance   Liberty Africa Insurance is an emerging cluster of both long and short-term insurance
                           businesses located in various African countries outside of South Africa. A combination
                           of valuation techniques including embedded value, discounted cash flow and earnings
                           multiples have been applied to value these businesses. The combined value of this cluster
                           is not material relative to the other components of group equity value and therefore a
                           detailed analysis of this valuation has not been presented. At 30 June 2014 the combined
                           valuations approximated the group's IFRS net asset value. Therefore the IFRS net asset
                           value was used.

LibFin Credit              LibFin originates appropriate illiquid assets that provide acceptable illiquidity premiums. The
                           value of this origination is reflected at a 10 times (December and June 2013: 10 times) multiple
                           of estimated sustainable earnings adjusting for related expenses and prudential margin.

Liberty Holdings           The net market value of assets and liabilities held by the Liberty Holdings Limited company
                           excluding investments in any subsidiaries which are valued separately.

2.3  Other adjustments:
     These comprise the fair value of share options/rights allocated to staff not employed by the South African covered businesses
     and allowance for certain shareholder recurring costs incurred in Liberty Holdings Limited capitalised at a multiple of 9 times
     (December and June 2013: 9 times).

3.    BEE normalised group equity value
3.1   Analysis of BEE normalised group equity value
                                                                                                              Value of
                                                                                                             in-force:
Unaudited                                                       SA       Other      Group                           SA
30 June 2014                                               covered       busi-      funds    Adjust-     Net   covered
Rm                                                         business     nesses   invested      ments   worth  business       Total

SA insurance operations                                     9 618                   9 618    (5 345)   4 273    22 091      26 364

 Retail segment                                                                                                 20 252
 Liberty Corporate                                                                                               1 839

Value of in-force acquired                                    112                     112      (112)
Working capital and other assets                            6 065                   6 065      (348)   5 717                 5 717

South African insurance operations                         15 795                  15 795    (5 805)   9 990    22 091      32 081
Other group businesses:
STANLIB                                                                    609        609      5 391   6 000                 6 000

  South Africa                                                             425        425      5 075   5 500                 5 500
  Other Africa                                                             184        184        316     500                   500

Liberty Properties                                                          29         29        271     300                   300
Liberty Health (including Total Health Trust)                               45         45      (241)   (196)                 (196)
Liberty Africa Insurance                                                   544        544                544                   544
LibFin Credit                                                                                    720     720                   720
Liberty Holdings                                                         1 329      1 329              1 329                 1 329
Cost of required capital                                                                                       (1 656)     (1 656)

Net equity as reported under IFRS                       15 795(1)        2 556     18 351        336  18 687    20 435      39 122
BEE preference funding                                        842                     842                842                   842
Allowance for future shareholders costs                                  (318)      (318)              (318)   (1 932)     (2 250)
Allowance for employee share
options/rights                                              (206)        (181)      (387)              (387)                 (387)
BEE normalised equity value                                16 431        2 057     18 488        336  18 824    18 503      37 327

Summary of adjustments:
Negative rand reserves                                    (5 345)                 (5 345)
Deferred acquisition costs                                  (544)                   (544)
Deferred revenue liability                                    196                     196
Carrying value of in-force business acquired                (112)                   (112)
Fair value adjustment of
non SA covered business                                                 6 141       6 141

                                                          (5 805)       6 141         336
(1)  Reconciliation to SA covered business net worth
     as per analysis in supplementary information
Net equity of SA covered business as reported under IFRS   15 795
Adjustments as above                                      (5 805)
Allowance for employee share options/rights                 (206)
BEE preference share funding                                  842

Net worth as reported in supplementary information         10 626
                                                                                                              Value of
                                                                                                              in-force:
Audited                                                        SA      Other      Group                             SA
31 December 2013                                          covered      busi-      funds    Adjust-      Net    covered
Rm                                                       business     nesses   invested      ments    worth   business       Total

SA insurance operations                                    10 775                10 775    (5 350)    5 425     21 637      27 062

  Retail segment                                                                                                19 830
  Liberty Corporate                                                                                              1 807

Value of in-force acquired                                    150                   150      (150)
Working capital and other assets                            4 145                 4 145      (381)    3 764                  3 764

South African insurance operations                         15 070                15 070    (5 881)    9 189     21 637      30 826
Other group businesses:
STANLIB                                                                  570        570      5 080    5 650                  5 650

  South Africa                                                           396        396      4 854    5 250                  5 250
  Other Africa                                                           174        174        226      400                    400

Liberty Properties                                                        50         50        350      400                    400
Liberty Health (including Total Health Trust)                             87         87       (87)
Liberty Africa Insurance                                                 488        488                 488                    488
LibFin Credit                                                                                  650      650                    650
Liberty Holdings                                                       1 389      1 389       (47)    1 342                  1 342
Cost of required capital                                                                                        (1 566)    (1 566)

Net equity as reported under IFRS                       15 070(1)      2 584     17 654         65   17 719      20 071     37 790
BEE preference funding                                        905                   905                 905                    905
Allowance for future shareholders costs                                (247)      (247)               (247)     (1 970)    (2 217)
Allowance for employee share
options/rights                                              (236)      (175)      (411)               (411)                  (411)

BEE normalised equity value                                15 739      2 162     17 901         65   17 966      18 101     36 067

Summary of adjustments:
 Negative rand reserves                                   (5 350)               (5 350)
 Deferred acquisition costs                                 (513)                 (513)
 Deferred revenue liability                                   185                   185
 Internally generated software                               (53)         53
 Carrying value of in-force business acquired               (150)                 (150)
 Fair value adjustment of
 non SA covered business                                                5 993     5 993
 Liberty Health loan impairment                                         (100)     (100)

                                                          (5 881)       5 946        65
(1) Reconciliation to SA covered business net worth
    as per analysis in supplementary information.

Net equity of SA covered business as reported under IFRS   15 070

Adjustments as above                                      (5 881)

Allowance for employee share options/rights                 (236)
BEE preference share funding                                  905

Net worth as reported in supplementary information          9 858

3.2   BEE normalised group equity value earnings and value per share

                                                                   Unaudited                          Audited
                                                                   6 months                          12 months
                                                                  30 June 2014                   31 December 2013

                                                           SA        Other                      SA      Other
                                                      covered        busi-                 covered      busi-
Rm (unless otherwise stated)                         business       nesses        Total   business     nesses        Total

BEE normalised equity value at the end of the period   29 129        8 198       37 327     27 959      8 108       36 067
 
Equity value at the end of the period                  28 287        8 198       36 485     27 054      8 108       35 162
BEE preference shares                                     842                       842        905                     905

Adjustments from group restructure                                                             (6)          6
Capital transactions                                                   224          224                    15           15
Funding of restricted share plan                           97         (97)                      87       (87)
Intergroup dividends                                      850        (850)                   1 653    (1 653)
Dividends paid                                                       1 057        1 057                 1 939        1 939
BEE normalised equity value at the beginning
of the year                                          (27 959)      (8 108)      (36 067)   (25 574)    (7 166)    (32 740)

Equity value at the beginning of the year            (27 054)      (8 108)      (35 162)   (24 562)    (7 166)    (31 728)
BEE preference shares                                   (905)                      (905)    (1 012)                (1 012)

BEE normalised equity value earnings                    2 117          424         2 541      4 119      1 162       5 281
BEE normalised return on group equity value (%)          15,8         10,9          14,7       16,2       16,1        16,1
BEE normalised number of shares (000's)                                          286 201                           286 057

Number of shares in issue (000's)                                                256 600                           257 801
Shares held for the employee restricted share
scheme (000's)                                                                     3 805                             2 460
Adjustment for BEE shares (000's)                                                 25 796                            25 796

BEE normalised group equity value per
share (rand)                                                                      130,42                            126,08

3.3   Sources of BEE normalised group equity value earnings

                                                       Unaudited                       Unaudited              Audited
                                                       6 months                        6 months             12 months
                                                        30 June                         30 June                31 Dec
                                                          2014                            2013                   2013

                                                 SA       Other                  SA       Other
                                            covered       busi-             covered       busi-
Rm                                         business      nesses    Total   business      nesses     Total       Total

Value of new business written in the
period                                          334          12      346        295          12      307          839
Expected return on value of in-force
business                                      1 048                1 048        877                  877        1 843
Variances/changes in operating
assumptions                                     123       (104)       19         42        (20)       22         (67)

Operating experience variances (including
incentive outperformance)                       170        (19)      151         82         (2)       80          234
One period replacement of shareholder
expenses and inflating expenses                (58)        (21)     (79)       (53)        (18)     (71)        (151)
Transfer of shareholder expense reserve          64        (64)
Operating assumption changes                      8                    8        27                    27           54
Changes in modelling methodology               (61)                 (61)       (14)                 (14)        (204)

Headline earnings of other businesses                       302      302          5        274       279          689

Operational equity value profits              1 505         210    1 715      1 219        266     1 485        3 304
Non headline earnings adjustments                                                                               (126)
Development costs                              (21)        (14)     (35)       (27)        (7)      (34)         (82)
Economic adjustments                            603         (2)      601        223         66       289        1 625

Investment return on net worth                  307          51      358        281         66       347        1 068
Internally generated software                    53        (53)
Credit portfolio earnings                        87                   87         67                   67          132
Investment variances                            232                  232        259                  259        1 028
Change in economic assumptions                 (76)                 (76)      (384)                (384)        (603)

Increase in fair value adjustments on
value of other businesses                                   236      236                    233      233          484
Change in allowance for share
options/rights                                   30         (6)       24         59          36       95           76

Group equity value earnings                   2 117         424    2 541      1 474         594    2 068        5 281

3.4   Analysis of value of long-term insurance, new business and margins

                                                            Unaudited   Unaudited      Audited
                                                             6 months    6 months    12 months
                                                              30 June     30 June  31 December
Rm (unless otherwise stated)                                     2014        2013         2013

South African covered business:
Retail segment                                                    712         666        1 580

  Traditional Life                                                623         573        1 387
  Direct channel                                                   45          41           91
  Credit Life                                                      44          52          102

Corporate                                                          64          55          141

Gross value of new business                                       776         721        1 721
Overhead acquisition costs impact on value of new business      (392)       (377)        (833)
Cost of required capital                                         (50)        (49)         (82)

Net value of South African covered new business                   334         295          806

South African life licences                                       334         291          806
Liberty Africa Insurance subsidiaries                                           4

Present value of future expected premiums                      19 442      16 715       37 753
Margin (%)                                                        1,7         1,8          2,1

Liberty Africa Insurance:
Net value of new business                                          12          12           33
Present value of future expected premiums                         211         103          362
Margin (%)                                                        5,7        11,7          9,1

Total group net value of new business                             346         307          839
Total group margin (%)                                            1,8         1,8          2,2

Long-term insurance new business
for the six months ended 30 June 2014
                                                                        Unaudited   Unaudited      Audited
                                                                         6 months    6 months    12 months
                                                                          30 June     30 June  31 December
Rm                                                                           2014        2013         2013

Sources of insurance operations total new business by customer segment

  Retail segment                                                           11 857       9 826       22 505

  Single                                                                    9 862       7 827       18 270
  Recurring                                                                 1 995       1 999        4 235

 Institutional segment                                                      1 721         723        2 816

  Single                                                                    1 405         425        2 144
  Recurring                                                                   316         298          672

Total new business                                                         13 578      10 549       25 321

  Single                                                                   11 267       8 252       20 414
  Recurring                                                                 2 311       2 297        4 907

Sources of insurance indexed new business                                   3 437       3 122        6 947

  Retail segment                                                            2 944       2 759        6 000
  Liberty Corporate                                                           423         292          789
  Liberty Africa Insurance (1)                                                 70          71          158

(1)  Liberty owns less than 100% of the various entities that make up Liberty Africa. The information is recorded 
     at 100% and is not adjusted for proportional legal ownership.

Long-term insurance net cash flows
for the six months ended 30 June 2014
                                                                                   Unaudited  Unaudited      Audited
                                                                                    6 months   6 months    12 months
                                                                                     30 June    30 June  31 December
Rm                                                                                      2014       2013         2013

Premiums
Recurring                                                                             12 587     11 785       24 936

 Retail                                                                                8 827      8 158       17 544
 Corporate                                                                             3 760      3 627        7 392

Single                                                                                12 015      9 163       21 979

 Retail                                                                                6 303      4 901       11 463
 Corporate                                                                             2 116      1 286        3 798
 Immediate annuities                                                                   3 596      2 976        6 718

Net premium income from insurance contracts and inflows from investment contracts     24 602     20 948       46 915

Claims and policyholders benefits
Retail                                                                              (16 185)   (13 811)     (29 378)

 Death and disability claims                                                         (2 715)    (2 357)      (4 879)
 Policy surrender and maturity claims                                               (11 259)    (9 507)     (20 374)
 Annuity payments                                                                    (2 211)    (1 947)      (4 125)

Corporate                                                                            (4 834)    (5 215)     (11 221)

 Death and disability claims                                                           (991)      (941)      (1 859)
 Scheme terminations and member withdrawals                                          (3 652)    (4 101)      (9 007)
 Annuity payments                                                                      (191)      (173)        (355)

Net claims and policyholders benefits                                               (21 019)   (19 026)     (40 599)

Long-term insurance net cash flows                                                     3 583      1 922        6 316
Sources of insurance operations cash flows by business unit:
  Retail segment                                                                       2 348      2 215        6 111
  Liberty Corporate                                                                      949      (401)         (83)
  STANLIB Multi-Manager                                                                   72       (51)         (37)
  Liberty Africa Insurance (1)                                                           214        159          325

(1)  Liberty owns less than 100% of the various entities that make up Liberty Africa. The information is recorded at 100% and is not adjusted for proportional legal ownership.

Assets under management(1)
as at 30 June 2014
                                 30 June   30 June 31 December
                                    2014      2013        2013
Unaudited                            Rbn       Rbn         Rbn

Managed by group business units      610       543         586

 STANLIB South Africa                522       468         507
 STANLIB Other Africa(2)              39        36          38
 LibFin                               39        34          36
 Other internal managers              10         5           5

Externally managed                    29        23          25

Total assets under management        639       566         611

(1) Includes funds under administration.
(2) Liberty owns less than 100% of the various entities that make up Liberty Africa. The information is recorded at 100% and is not adjusted for proportional legal ownership.

Asset management net cash flows – STANLIB
for the six months ended 30 June 2014
                                        30 June   30 June  31 December
                                           2014      2013         2013
Unaudited                                    Rm        Rm           Rm

South Africa
Non-money market                          4 778    13 548       19 433 

 Retail                                   4 425    12 545       17 584
 Institutional                              353     1 003        1 849

Money market                              9 657       515        2 229

 Retail                                   (658)   (1 095)      (1 689)
 Institutional                           10 315     1 610        3 918

Net South Africa cash inflows(1)         14 435    14 063       21 662

Other Africa
Non-money market                          (655)   (5 918)      (5 906)

 Retail                                      85     1 419        1 539
 Institutional                            (740)   (7 337)      (7 445)

Money market                            (2 162)       867         (31)

Net other Africa cash outflows(1)(2)    (2 817)   (5 051)      (5 937)

Net cash inflows from asset management   11 618     9 012       15 725

(1)  STANLIB and Liberty Africa cash flows exclude intergroup life funds.
(2)  Liberty owns less than 100% of the various entities that make up Liberty Africa. The information is recorded at 100% and is not adjusted for proportional legal ownership.

Short-term insurance indicators
for the six months ended 30 June 2014
                                                                   Unaudited   Unaudited      Audited
                                                                    6 months    6 months    12 months
                                                                     30 June     30 June  31 December
Rm                                                                      2014        2013         2013

Premiums                                                                 507         428          930

  Liberty Health            – medical risk                               338         315          640
  Liberty Africa Insurance  – motor, property, medical and other         169         113          290

Claims                                                                 (297)       (257)        (559)

  Liberty Health            – medical risk                             (224)       (206)        (438)
  Liberty Africa Insurance  – motor, property, medical and other        (73)        (51)        (121)

Net cash inflows from short-term insurance                               210         171          371

Claims loss ratio (%)
Liberty Health                                                            66          65           68
Liberty Africa Insurance                                                  43          45           42

Combined loss ratio (%)
Liberty Health                                                            97         102          100
Liberty Africa Insurance                                                  89          82           98

Capital commitments
as at 30 June 2014 
                                                  Unaudited  Unaudited       Audited
                                                   6 months   6 months     12 months
                                                    30 June    30 June   31 December
Rm                                                     2014       2013          2013

Equipment                                               348        382           563
Investment and owner-occupied property                2 426      1 856         3 544
Unconsolidated structured entities (1)                1 957                      509

Total                                                 4 731      2 238         4 616

  Under contracts                                     3 637        588           944
  Authorised by the directors but not contracted      1 094      1 650         3 672

(1) These are undrawn commitments to various unconsolidated structured entities and mainly form part of the ongoing build of the LibFin credit book. Drawing is subject to covenant
    checks by Liberty.

The above 2014 capital commitments will be financed by available bank facilities, existing cash resources, internally generated funds and
R44 million (31 December 2013: R218 million) from non-controlling interests in unincorporated property partnerships.

Corporate actions
for the six months ended 30 June 2014

The corporate actions described below have been or will be funded from the group's existing resources and facilities.

Completed transaction:
- Change in shareholding in The Cullinan Hotel (Pty) Ltd (Cullinan)
  As a result of a series of transactions that involved selling a portion (R1,1 billion) of the group's hotel portfolio to Cullinan, the group's
  interest in Cullinan reduced from 50% to 40% with effect from 30 April 2014.

  Cullinan was a 50% held joint venture (measured at fair value) between the group's wholly-owned subsidiary, Liberty Group Limited, and
  Southern Sun Hotel Interests (Pty) Ltd (SSHI), a subsidiary of Tsogo Sun Limited.
 
  As a result of this transaction Liberty has significant control over Cullinan and the investment is accounted for as an associate held at fair
  value (at 30 June 2014 valued at R380 million). The impact to the group's profit and loss of the redesignation (from a joint venture to an
  associate) is neutral as Liberty applies the IAS 28 measurement exemption to both joint ventures and associates that back investment-
  linked insurance obligations. Therefore, the investment has been measured consistently at fair value throughout the period. Unrealised
  fair value loss, relating to this investment, of R20 million was accounted for in the six months to 30 June 2014.

Transactions in progress at 30 June 2014:
- Transaction with owners

  Liberty Holdings Limited entered into an agreement with the trustees of the NHA Trust in terms of which it acquired all of the remaining
  NHA Trust's shares in Liberty Health Holdings Proprietary Limited (Liberty Health) for R40 million and loan claims of R93 million against
  Liberty Health at face value, resulting in an aggregate purchase consideration of R133 million. At 30 June 2014 Liberty held 74,9% of the
  total issued shares in Liberty Health with the NHA Trust holding the remaining 25,1%.

  All material conditions precedent have been completed and the effective date of the transaction was 1 August 2014. As Liberty Health is
  already a subsidiary of the group, the transaction will be accounted for as a transaction between owners.

- Acquisition of a share in an unincorporated property partnership
  Liberty Group Limited has entered into a partnership agreement to acquire a 25% undivided share in the developed properties and
  associated rental operations of the Melrose Arch precinct in Johannesburg for R1,6 billion.

  The transaction is subject to various conditions which are outstanding at the date of this report.

  The partnership will be designated as a joint venture and as the investment is utilised to back investment-linked insurance obligations it
  will be measured at fair value (application of the measurement exemption in IAS 28).

These uncompleted transactions at 30 June 2014 are not anticipated to have a material impact to the group's total earnings, comprehensive
income or net asset value.

Retirement benefit obligations
as at 30 June 2014

Unaudited
Post-retirement medical benefit
The group operates an unfunded post-retirement medical aid benefit for permanent employees who joined the group prior to
1 February 1999 and agency staff who joined prior to 1 March 2005.

As at 30 June 2014, the Liberty post-retirement medical aid benefit liability was R408 million (31 December 2013: R375 million).

Defined benefit retirement funds
The group operates a number of defined benefit pension schemes on behalf of employees. All these funds are closed to new membership
and are well funded with no deficits reported.

Related parties
for the six months ended 30 June 2014

Unaudited
Standard Bank Group Limited and any subsidiary (excluding Liberty) is referred to as Standard Bank in the context of this section.

The following selected significant related party transactions have occurred in the 30 June 2014 financial period:

1) Summary of movement in investment in ordinary shares held by the group in Standard Bank is as follows:

                                         Fair
                              Number    value  Ownership
                                '000       Rm          %

Standard Bank Group Limited
Balance at 1 January 2014      7 062      914       0,44
Purchases                        473       62
Sales                          (574)     (79)
Fair value adjustments                    112

Balance at 30 June 2014        6 961    1 009       0,44

2)  Bancassurance
    The Liberty group has extended the joint venture bancassurance agreements with the Standard Bank group for the manufacture,
    sale and promotion of insurance, investment and health products through the Standard Bank's African distribution capability. New
    business premium income in respect of this business in 2014 amounted to R4 080 million (2013 full year: R7 630 million). In terms of
    the agreements, Liberty's group subsidiaries pay joint venture profit shares to various Standard Bank operations. The amounts to be
    paid are in most cases dependent on source and type of business and are paid along geographical lines. The total combined net profit
    share amounts accrued as payable to the Standard Bank group for the six months to 30 June 2014 is R434 million (2013 full year:
    R868 million).

    The bancassurance agreements are evergreen agreements with a 24-month notice period for termination, but neither party could have
    given notice of termination until February 2014. As at 30 June 2014 neither party had given notice.

    A binder agreement has been entered into with Standard Bank effective from 31 December 2012. The binder agreement is associated
    with the administration of policies sold under the bancassurance agreement, and shall remain in force for an indefinite period with a
    90 day notice period for termination. Fees accrued for the six months to 30 June 2014 is R48 million (2013 full year: R94 million).

    In December 2013 Liberty Group Limited, a 100% held subsidiary of Liberty, issued 5 000 cumulative, participating, non-controlling
    redeemable preference shares for a total value of R5 million to The Standard Bank of South Africa Limited in order to facilitate the
    payment of profit shares under the bancassurance agreement. This followed the discontinuance of business in Liberty Active Limited,
    which previously was contracted to make payment.

3)  Sale and repurchase agreements
    The group has entered into certain agreements of sale and repurchase of financial instruments as part of the group's asset/liability
    matching processes.

    As at 30 June 2014 a total of R15,5 billion in assets (2013 full year: R7,5 billion) have been traded with Standard Bank under a repurchase
    agreement with various repurchase dates to 25 August 2014. Open contracts totalled R3,4 billion as at 30 June 2014 (31 December 2013:
    R1,1 billion). Finance costs recognised in respect of these agreements as at 30 June 2014 was R79 million (2013 full year: R52 million),
    with total finance costs over the term of the various agreements totalling R93 million (2013 full year: R54 million).

4)  Purchases and sales of other financial instruments
    In the normal course of conducting Liberty's insurance business, Liberty deposits cash with Standard Bank, purchases and sells financial
    instruments issued by Standard Bank and enters into derivative transactions with Standard Bank. These transactions are at arm's length
    and are primarily used to support investment portfolios for policyholders and shareholders' capital.

Financial instruments measurement

Financial instruments measurement analysis and fair value hierarchy
as at 30 June 2014
                                                           Measurement basis                         Fair value hierarchy
Unaudited                                                     Financial
Designation per Financial Position                Amortised   soundness                            Provided           Not
Statement                                           cost(1)    value(2)   Fair value       Total      below   provided(3)
                                                         Rm          Rm           Rm          Rm         Rm            Rm

Assets
Pledged assets                                                                 6 364       6 364      6 364
Derivative assets                                                              6 706       6 706      4 688         2 018
Interest in associates – measured at fair value                               18 778      18 778     18 778
Financial instruments                                 1 247                  289 563     290 810    289 563
Prepayments, insurance and other receivables                                   4 968       4 968                    4 968
Cash and cash equivalents                                                     13 124      13 124                   13 124
Properties (investment and owner-occupied)                                    28 289      28 289     28 289

Total financial instrument assets                     1 247                  367 792     369 039    347 682        20 110

Fair value of amortised cost assets                   1 133

Liabilities
Investment contracts with discretionary
participation features                                            9 867                    9 867
Financial liabilities under investment contracts                              79 997      79 997     79 997
Financial liabilities at amortised cost               3 167                                3 167
Third party financial liabilities arising on
consolidation of mutual funds                                                 42 456      42 456     42 456
Derivative liabilities                                                         6 523       6 523      4 500         2 023
Insurance and other payables                                                  13 089      13 089                   13 089

Total financial instrument liabilities                3 167       9 867      142 065     155 099    126 953        15 112

Fair value of amortised cost liabilities              3 084

(1) Amortised cost
    The R1 247 million financial instrument asset relates to policyholder loans. The fair value has been determined by utilising a discounted cash flow model utilising discount rates
    ranging between 11,3% and 18,4%. The financial liabilities comprise subordinated bonds of R3 069 million, non-controlling interests loan of R93 million and redeemable preference
    shares of R5 million. The fair value of these liabilities is R2 986 million, R93 million and R5 million respectively, using discount rates ranging between 7,4% and 9,9%.

(2) Financial soundness value
    The financial soundness valuation methodology is described in SAP 104 issued by the Actuarial Society of South Africa. With regards to investment contracts with discretionary
    participation features, the group cannot reliably measure the fair value of the investment contracts with discretionary participation features (DPF). The DPF is a contractual right
    that gives investors in these contracts the rights to receive supplementary discretionary returns through participation in the surplus arising from the assets held in the investment
    DPF fund. These supplementary returns are subject to the discretion of the group. Given the discretionary nature of these investments returns and the absence of an exchange
    market in these contracts, there is no generally recognised methodology available to determine fair value. These instruments are issued by the group and the intention is to hold
    the instruments to full contract term.

(3) Fair value hierarchy not provided
    The fair value of prepayments, insurance and other receivables, cash and cash equivalents and insurance and other payables approximate their carrying value and are not included
    in the hierarchy table as their settlement terms are short-term and therefore, from a materiality perspective, fair values are not required to be modelled.

Financial instruments measurement analysis and fair value hierarchy
as at 31 December 2013
                                                                Measurement basis                             Fair value hierarchy
Audited                                                              Financial
Designation per Financial Position                   Amortised       soundness                              Provided           Not
Statement                                              cost(1)        value(2)    Fair value        Total      below   provided(3)
                                                            Rm              Rm            Rm           Rm         Rm            Rm

Assets
Pledged assets                                                                         1 348        1 348      1 348
Derivative assets                                                                      6 387        6 387      4 956         1 431
Interest in joint ventures – measured at fair value                                      400          400        400
Interest in associates – measured at fair value                                       15 361       15 361     15 361
Financial instruments                                    1 214                       277 829      279 043    277 829
Prepayments, insurance and other receivables                                           3 841        3 841                    3 841
Cash and cash equivalents                                                              9 870        9 870                    9 870
Properties (investment and owner-occupied)                                            30 024       30 024     30 024

Total financial instrument assets                        1 214                       345 060      346 274    329 918        15 142

Fair value of amortised cost assets                      1 091

Liabilities
Investment contracts with discretionary
participation features                                                   9 056                      9 056
Financial liabilities under investment contracts                                      74 146       74 146     74 146
Financial liabilities at amortised cost                  3 167                                      3 167
Third party financial liabilities arising on
consolidation of mutual funds                                                         39 983       39 983     39 983
Derivative liabilities                                                                 4 860        4 860      4 860
Insurance and other payables                                                           9 716        9 716                    9 716

Total financial instrument liabilities                   3 167           9 056       128 705      140 928    118 989         9 716

Fair value of amortised cost liabilities                 3 110

(1) Amortised cost
    The R1 214 million financial instrument asset relates to policyholder loans. The fair value has been determined by utilising a discounted cash flow model utilising discount rates
    ranging between 11,0% and 18,9%. The financial liabilities comprise subordinated bonds of R3 069 million, non-controlling interests loan of R93 million and redeemable preference
    shares of R5 million. The fair value of these liabilities is R3 013 million, R92 million and R5 million respectively, using discount rates ranging between 7,2% and 8,3%.

(2) Financial soundness value
    The financial soundness valuation methodology is described in SAP 104 issued by the Actuarial Society of South Africa. With regards to investment contracts with discretionary
    participation features, the group cannot reliably measure the fair value of the investment contracts with discretionary participation features (DPF). The DPF is a contractual right
    that gives investors in these contracts the rights to receive supplementary discretionary returns through participation in the surplus arising from the assets held in the investment
    DPF fund. These supplementary returns are subject to the discretion of the group. Given the discretionary nature of these investments returns and the absence of an exchange
    market in these contracts, there is no generally recognised methodology available to determine fair value. These instruments are issued by the group and the intention is to hold
    the instruments to full contract term.

(3) Fair value hierarchy not provided
    The fair value of prepayments, insurance and other receivables, cash and cash equivalents and insurance and other payables approximate their carrying value and are not included
    in the hierarchy table as their settlement terms are short-term and therefore, from a materiality perspective, fair values are not required to be modelled.

Fair value hierarchy
The information below analyses assets and liabilities which are carried at fair value at each reporting period, by level of hierarchy as required
by IFRS 7 and IFRS 13. The different levels in the hierarchy are defined below:

Level 1 – Values are determined using readily and regularly available quoted prices in an active market for identical assets or liabilities. These
prices would primarily originate from the Johannesburg Stock Exchange, the Bond Exchange of South Africa or an international stock or
bond exchange.

Level 2 – Values are determined using valuation techniques or models, based on assumptions supported by observable market prices
or rates either directly (that is, as prices) or indirectly (that is, derived from prices) prevailing at the financial position date. The valuation
techniques or models are periodically reviewed and the outputs validated.

Level 3 – Values are estimated indirectly using valuation techniques or models for which one or more of the significant inputs are reasonable
assumptions (that is unobservable inputs), based on market conditions.

Fair value hierarchy of instruments measured at fair value
as at 30 June 2014

The table below analyses the fair value measurement of applicable assets by level:

Unaudited
Rm                                                              Level 1    Level 2   Level 3       Total

30 June 2014
Equity instruments                                              119 927        383       700     121 010
 Listed ordinary shares on the JSE                               81 255                           81 255
 Foreign equities listed on an exchange other than the JSE       38 672                           38 672
 Unlisted equities                                                             383       320         703
 Interest in associates –measured at fair value                                          380         380
Debt instruments                                                 60 704     25 251       773      86 728
 Preference shares listed on the JSE or foreign exchanges         1 902                            1 902
 Unlisted preference shares                                                  1 026       260       1 286
 Listed term deposits(1) on BESA, JSE or foreign exchanges       58 802      4 891                63 693
 Unlisted term deposits(1)                                                  19 334                19 334
 Interest in associates – measured at fair value                                         513         513
Mutual funds(2)                                                     173     77 779        89      78 041
 Active market                                                      173     75 502                75 675
 Property                                                                    1 514                 1 514
 Equity                                                              48     19 691                19 739
 Interest-bearing instruments                                               16 491                16 491
 Mixed                                                              125     37 806                37 931
 Non-active market                                                           2 277        89       2 366
 Equity                                                                      2 277        85       2 362
 Mixed                                                                                     4           4

Investment policies                                                         28 926                28 926
Derivatives                                                                  4 688                 4 688
 Equity                                                                      1 314                 1 314
 Foreign exchange                                                                9                     9
 Interest rate                                                               3 365                 3 365
Properties (investment and owner-occupied)                                            28 289      28 289
Assets subject to fair value hierarchy analysis                180 804     137 027    29 851     347 682
Comprising:
Held-for-trading                                                             4 688                 4 688
Designated as at fair value through profit or loss             180 804     132 339     1 562     314 705
Properties measured at fair value                                                     28 289      28 289
Total assets carried at fair value                             180 804     137 027    29 851     347 682

(1)   Term deposits include instruments which have a defined maturity date and capital repayment. These instruments are by nature interest bearing at a predetermined rate, which is
      either fixed or referenced to quoted floating indices.
(2)   Mutual funds are categorised into property, equity or interest-bearing instruments based on a minimum of 80% of the underlying asset composition of the fund by value being of a
      like category. In the event of "no one category meeting this threshold" it is classified as mixed assets class.

There have been no transfers between level 1, 2 or 3 during the period.

Audited
Rm                                                             Level 1      Level 2    Level 3       Total
31 December 2013
Equity instruments                                             111 639            6        728     112 373
 Listed ordinary shares on the JSE                              78 702                              78 702
 Foreign equities listed on an exchange other than the JSE      32 937                              32 937
 Unlisted equities                                                                6        328         334
 Interest in joint ventures –measured at fair value                                        400         400
Debt instruments                                                65 527       21 218        238      86 983
 Preference shares listed on the JSE or foreign exchanges        1 928                               1 928
 Unlisted preference shares                                                   1 012        238       1 250
 Listed term deposits(1) on BESA, JSE or foreign exchanges      63 599        2 830                 66 429
 Unlisted term deposits(1)                                                   17 376                 17 376
Mutual funds(2)                                                    249       68 731        246      69 226
 Active market                                                     249       66 555                 66 804
 Property                                                                     1 747                  1 747
 Equity                                                            249       20 257                 20 506
 Interest-bearing instruments                                                14 551                 14 551
 Mixed                                                                       30 000                 30 000
 Non-active market                                                            2 176        246       2 422
 Equity                                                                       2 176         90       2 266
 Mixed                                                                                     156         156

Investment policies                                                          26 356                 26 356
Derivatives                                                                   4 956                  4 956
 Equity                                                                       1 227                  1 227
 Foreign exchange                                                                17                     17
 Interest rate                                                                3 712                  3 712
Properties (investment and owner-occupied)                                              30 024      30 024
Assets subject to fair value hierarchy analysis                 177 415     121 267     31 236     329 918
Comprising:
Held-for-trading                                                              4 956                  4 956
Designated as at fair value through profit or loss              177 415     116 311      1 212     294 938
Properties measured at fair value                                                       30 024      30 024
Total assets carried at fair value                              177 415     121 267     31 236     329 918

(1)   Term deposits include instruments which have a defined maturity date and capital repayment. These instruments are by nature interest bearing at a predetermined rate, which is
      either fixed or referenced to quoted floating indices.
(2)   Mutual funds are categorised into property, equity or interest-bearing instruments based on a minimum of 80% of the underlying asset composition of the fund by value being of a
      like category. In the event of "no one category meeting this threshold" it is classified as mixed assets class.

The table below analyses the fair value measurement of applicable financial instrument liabilities which are all categorised as level 2:

                                                                           Unaudited     Audited
                                                                             30 June 31 December
Rm                                                                              2014        2013
Liabilities
Long-term investment contract liabilities                                     79 997      74 146
Third party financial liabilities arising on consolidation of mutual funds    42 456      39 983
Derivatives                                                                    4 500       4 860
Total financial instrument liabilities carried at fair value                 126 953     118 989
Comprising:
Held-for-trading                                                               4 500       4 860
Fair value through profit or loss                                            122 453     114 129
Total financial instrument liabilities carried at fair value                 126 953     118 989

There were no transfers between levels 1, 2 and 3 during the period.

Reconciliation of level 3 assets
The table below analyses the movement of level 3 assets (investment and owner-occupied property and financial instruments) for the
period under review:
                                                                                             Unaudited     Audited
                                                                                               30 June 31 December
Rm                                                                                                2014        2013
Balance at the beginning of the year                                                            31 236      29 791
Fair value adjustment recognised in profit or loss as part of investment gains/(losses) (1)        244       2 518
Fair value adjustment recognised in other comprehensive income                                      13          28
Foreign currency translation                                                                                    37
Additions                                                                                          782       1 752
Disposals                                                                                      (2 424)     (2 890)
Balance at the end of the period                                                                29 851      31 236

Investment and owner-occupied properties                                                        28 289      30 024
Financial instruments        – equity and mutual funds                                             789         974
                             – debt                                                                773         238

(1) Included in the fair value adjustment is a R211 million (31 December 2013: R2 409 million) unrealised gain.

Level 3 – significant fair value model assumptions and sensitivities
Investment and owner-occupied property
Investment properties (including owner-occupied properties) fair values were derived by determining sustainable net rental income, to
which an appropriate capitalisation rate is applied. Capitalisation rates are adjusted for occupancy levels, age of the building, location and
expected future benefit of recent alterations.

The capitalisation rates applied at 30 June 2014 range between 7,0% to 11,0% (31 December 2013: 7,0% to 11,0%). This compares to the ten
year government yield of 8,39% (31 December 2013: 8,14%). The non observable adjustments included in the valuation can therefore be
referenced to the variance to the ten year government rate.

The table below indicates the sensitivity of the aggregate market values for a 0,5% change in the capitalisation rate. It should be noted that
as both the investment and the owner-occupied properties are entirely linked to policyholder benefits and consortium non-controlling
interests there is no impact to group ordinary shareholder comprehensive income or equity for any changes in the fair value measurement.

                                                      Change in capitalisation rate
Unaudited                                                         0,5%         0,5%
30 June 2014                                             Rm   increase     decrease
Properties between 7,0 – 9,0% capitalisation rate    22 909     21 420       24 625
Properties between 9,1 – 11,0% capitalisation rate    5 380      5 114        5 675
Total                                                28 289     26 534       30 300

Audited
31 December 2013
Properties between 7,0 – 9,0% capitalisation rate    22 550     21 083       24 237
Properties between 9,1 – 11,0% capitalisation rate    7 474      7 072        7 919
Total                                                30 024     28 155       32 156

Financial instrument assets
Equities and mutual funds R789 million (31 December 2013: R974 million) – earnings multiples applied between 7 and 10 times.

Debt instruments R773 million (31 December 2013: R238 million) – discount rates applied between 7% and 11%.

Approximately 65% (31 December 2013: 57%) of these assets are allocated to policyholder unit linked portfolios where changes in estimates
would be offset by equal changes in liability values.

The net shareholder exposure is approximately R541 million (31 December 2013: R519 million). Changes to discount rates and implied earnings
multiples applied of 50bps would result in between positive R23 million to negative R21 million (31 December 2013: positive R22 million to
negative R20 million) after taxation net impact to profit or loss and shareholder funds.

Group's valuation process
The group's appointed asset managers have qualified valuators that perform the valuations of financial assets and properties required for
financial reporting purposes, including level 3 fair values. These valuations are reviewed and approved every reporting period by the group
balance sheet committee. The committee is chaired by the group's Executive Director – Finance and Risk.

The fair value of level 3 instruments are determined using valuation techniques that incorporate certain assumptions that are not supported
by prices from observable current market transactions in the same instruments and are not based on available observable market data.
Such assumptions include the assumed risk adjusted discount rate applied to estimate future cash flows and the liquidity and credit spreads
applied to debt instruments. Changes in these assumptions could affect the reported fair value of these financial instruments.

Valuation techniques used in determining the fair value of financial assets and liabilities classified within level 2

Instrument                          Valuation basis/techniques                                 Main assumptions
Unlisted preference shares          Discounted cash flow model (DCF)                           Bond and interbank swap interest
                                                                                               rate curves
                                                                                               Agreement interest rate curves
                                                                                               Issuer credit ratings
                                                                                               Liquidity spreads

Unlisted term deposits and          DCF                                                        Bond and interbank swap interest
illiquid listed term deposits                                                                  rate curves
                                                                                               Issuer credit ratings
                                                                                               Liquidity spreads

Mutual funds                        Quoted put (exit) price provided by the fund manager       Price – not applicable
                                                                                               Notice period – bond interest rate curves

Investment policies                 Quoted put/surrender price provided by the issuer,         Price – not applicable
                                    adjusting for any applicable notice periods (DCF)          Notice period – bond interest rate curves

Derivative assets and liabilities   Option pricing models                                      Volatility and correlation factors
                                    DCF                                                        Bond and interbank swap interest
                                                                                               rate curves
                                                                                               Forward equity and currency rates
Policyholder investment
contracts liabilities

– unit-linked policies              Current unit price of underlying unitised financial        Prices – not applicable
                                    asset that is linked to the liability, multiplied by the   Own credit/liquidity
                                    number of units held

– annuity certains                  DCF                                                        Bond and interbank swap interest
                                                                                               rate curves
                                                                                               Own credit/liquidity

Third party financial liabilities   Quoted put (exit) price provided by the fund manager       Not applicable
arising on the consolidation of
mutual funds

Valuation techniques used in determining the fair value of assets and liabilities classified within level 3

Instrument                          Valuation basis/techniques                                 Main assumptions
Investment and owner-occupied       DCF                                                        Capitalisation discount rate
properties                                                                                     Price per square metre
                                                                                               Long-term net operating income margin
                                                                                               Vacancies
                                                                                               Market rental trends (average net rental
                                                                                               growth of between 2,3% – 2,5%)
                                                                                               Economic outlook
                                                                                               Location
                                                                                               Hotel income trends/inflation based
                                                                                               Hotel occupancy (range between
                                                                                               50% – 75%)
                                     Sale price (if held for sale)                             Not applicable

Unlisted equities, including         DCF/earnings multiple                                     Cost of capital
joint ventures – measured at                                                                   Bond and interbank swap interest
fair value                                                                                     rate curves
                                                                                               Consumer price index
                                                                                               Gross domestic product
                                                                                               If a property investment entity, then
                                                                                               assumptions applied are as above
                                                                                               under investment and owner-occupied
                                                                                               properties
                                     Recent arm's length transactions                          Not applicable

Unlisted preference shares           DCF                                                       Bond and interbank swap interest
                                                                                               rate curves
                                                                                               Agreement interest rate curves
                                                                                               Issuer credit ratings
                                                                                               Liquidity spreads
                                     Recent arm's length transactions                          Not applicable

Offsetting
as at 30 June 2014

Unaudited
The group does not have any financial assets or financial liabilities that are currently subject to offsetting in accordance with IAS 32 Financial
Instruments: Presentation.

However of the gross derivatives assets recognised of R6 706 million (31 December 2013: R6 387 million) and gross derivative liabilities
R6 523 million (31 December 2013: R4 860 million), derivative assets of R6 589 million (31 December 2013: R6 265 million) and derivative
liabilities of R6 346 million (31 December 2013: R4 671  million) are subject to master netting arrangements, with a net exposure of
R243 million (31 December 2013: R1 594 million).

Date: 08/08/2014 07:05:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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