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OLD MUTUAL PLC - Annual Financial Report 2014 and Annual General Meeting 2015

Release Date: 31/03/2015 13:01
Code(s): OML     PDF:  
Wrap Text
Annual Financial Report 2014 and Annual General Meeting 2015

       OLD MUTUAL PLC
       ISIN CODE: GB00B77J0862
       JSE SHARE CODE: OML
       NSX SHARE CODE: OLM
       ISSURE CODE: OLOML
       Old Mutual plc
       Ref 244/15
       31 March 2015

NEWS RELEASE
       ANNUAL FINANCIAL REPORT 2014 AND ANNUAL GENERAL MEETING 2015

       Old Mutual plc (the “Company”) has today published its Annual Financial Report for 2014. Copies of
       the Annual Financial Report, the Strategic Report for 2014, the shareholder circular containing Notice
       of the 2015 Annual General Meeting (“AGM”) and the Form of Proxy for the AGM have been
       submitted to the National Storage Mechanism and will shortly be available for inspection at
       www.hemscott.com/nsm.do. These documents will also be available later today on the Company’s
       own website at www.oldmutual.com. Copies of the Annual Financial Report may also be obtained
       from Investor Relations, Old Mutual plc, 5th Floor, Millennium Bridge House, 2 Lambeth Hill, London
       EC4V 4GG or Old Mutual Square, Isibaya Building, 2nd Floor, 93 Grayston Drive, Sandton 2196,
       South Africa.

       The AGM will be held in the Presentation Suite, 2nd Floor, Millennium Bridge House, 2 Lambeth Hill,
       London EC4V 4GG on 14 May 2015 at 11.00 a.m. As usual, the meeting will be webcast so that
       shareholders who cannot readily attend it in London can, if they have access to a computer, observe
       the proceedings. A link to the webcast will be available on our website on Thursday, 14 May 2015
       from 10.45 a.m. (UK time).

       In compliance with the Company's obligations under DTR 6.3.5, additional information is set out below
       which has been extracted in full unedited text from the Annual Financial Report. Accordingly, page
       references and section numbers in the text below refer to page numbers and section numbers in the
       Annual Financial Report. This extracted information should be read in conjunction with the
       Company’s preliminary results announcement, which was released on 27 February 2015 and is
       available on our website.

       “The Group has remained resilient and the risk management focus is now on execution given
       a number of recent strategic changes.

       Our principal risks have been determined by assessing the possible effects on our reputation, our
       stakeholders, our earnings, capital and liquidity, and the future sustainability of our business. They are
       summarised in the table below. These risks are largely strategic in nature. They are closely monitored
       and overseen by Group management and are reported to the Board on a regular basis.
       During the year the Group underwent a number of strategic changes. The pace and scale of these
       changes mean that strategic execution risk is now our key principal risk. As in previous years,
       economic conditions in South Africa, the changing location of credit risk across the Group and the
       level of currency translation risk remain principal risks impacting Old Mutual. The risk of changing
       customer needs and regulatory change remains important for Old Mutual and its peers.
       Our business is also affected by a number of risks inherent to the products we offer, such as
       exposure to market levels, interest rates and insurance liability risk. These drive a significant
       proportion of our capital requirements and earnings volatility exposure. Given the nature of our




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       product offering, market risk is material, as we are exposed to the impact of market movements on
       asset-based fees – which are generated from client-selected investments. More information on our
       risk and capital management and risk profile is contained in the ‘Risk and capital management’
       section of this Annual Report. Additional risk information is disclosed in the consolidated financial
       statements, note E, in this Annual Report.

       1. Strategic execution risk and pace of change across the Old Mutual Group

       How it impacts Old Mutual             2014 and beyond                          Risk mitigation and management
                                                                                      actions
       Currently, and for the foreseeable    As part of delivering our growth         Strong governance structures
       future, there is a high degree of     strategy, we announced and               exist, combining Group
       execution risk associated with the    completed various acquisitions and       executives, local executive
       pace and scale of change across       partnerships in 2014.                    leadership and non-executive
       the Group. Most notably:                                                       directors with the requisite blend
                                             Old Mutual Emerging Markets
                                                                                      of skills and experience to
       • Nedbank and Old Mutual              acquired stakes in a number of
                                                                                      challenge key strategic initiatives
         Emerging Markets are                businesses across Africa during
                                                                                      effectively.
         simultaneously expanding into       2014. Work will continue on
         key African growth markets. At      integrating these businesses.            Within the business units,
         the same time they are              Acquisitions are planned to              oversight committees exist at
         increasing collaboration across     continue, with the intended              both executive and Board levels
         the South African investment,       acquisition of the majority holding in   to oversee strategic IT and
         savings, insurance and banking      UAP expected to complete during          outsourcing projects.
         businesses. In addition,            2015.
         significant investment is planned                                            For key projects across the
         in updating and enhancing           In 2014 Nedbank finalised the            Group, there is centralised
         technology within these             acquisition of a 36% shareholding in     oversight at Group level over and
         businesses                          Banco Único in Mozambique and            above the business unit
                                             exercised its option to take a 20%       oversight.
       • Old Mutual Wealth is focusing on
                                             share in Ecobank. Further strategic
         the integration of recent                                                    The impact of these changes on
                                             partnerships and acquisitions will be
         acquisitions, growing its asset                                              the risk profile of the business is
         management capability and           pursued.
                                                                                      managed dynamically through
         implementing its outsourcing of     The Old Mutual Wealth strategy           Group risk governance and
         technology and administration to    seeks to transform the business into     monitoring processes.
         IFDS                                a simpler, vertically integrated
                                                                                      We mitigate the increased
       • OM Asset Management plans to        business with updated IT systems.
                                                                                      operational risk by maintaining
         expand and grow a multi-            While the level of operational risk in
                                                                                      our focus on the control
         boutique asset management           Old Mutual Wealth is within risk
                                                                                      environment and prompt
         business through acquisitions of    appetite, it remains high in the
                                                                                      escalation.
         additional affiliates               short-term, reflecting the execution
                                             of the outsourcing arrangement with
       • Across the Group we aim to          IFDS and the acquisitions of
         become recognised as the            Intrinsic and Quilter Cheviot.
         financial services leader in
         responsible business across our     The partial IPO of the OM Asset
         markets. This will require          Management business was
         operational, performance and        completed in 2014. OM Asset
         management changes                  Management set out its growth
         throughout the business.            agenda in the IPO. It will identify
                                             and seize opportunities as they
                                             arise, in line with the key risks




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                                               outlined at the time of its listing. The
                                               additional litigation and regulatory
                                               risks introduced by listing are
                                               managed through our ongoing risk
                                               management processes.


       2. Uncertain economic conditions in South Africa

       How it impacts Old Mutual               2014 and beyond                            Risk mitigation and management
                                                                                          actions
       A significant portion of our            The global economic outlook                We monitor multiple external
       earnings comes from our South           remains uncertain. The South               economic factors and incorporate
       African businesses.                     African economy is integrated in           them into stress and scenario
                                               the global economy but is also             testing to understand our
       In our insurance and investment
                                               impacted by domestic factors.              earnings and capital resilience to
       businesses, our earnings are at
                                                                                          severe macro-economic events.
       risk if our customers are unable to     During 2014 South Africa’s
       keep up premiums, cancel                economic growth forecasts were             We offer solutions to help clients
       existing policies or withdraw their     revised downwards after                    in tougher times, and focus on
       savings earlier than anticipated.       protracted labour disputes and             understanding individual
       Additionally, our future profits will   power shortages. These also                customers’ financial positions at
       be at risk if customers do not buy      prompted a sovereign credit                the point of sale. For example, the
       insurance policies from us or           downgrade by rating agencies.              2-IN-ONE savings product for the
       invest their savings with us at the                                                mass foundation market launched
                                               If sovereign credit was further
       levels we anticipate.                                                              in 2014. See the case study in the
                                               downgraded, the impact on the
                                                                                          ‘Our markets’ section on page 27.
       Low interest rates may also             Group’s business outside South
       negatively impact endowment             Africa would be limited. Within            Our businesses manage premium
       income in our banking                   South Africa the impact would be           collections and credit payments,
       businesses.                             reflected in consequential changes         while monitoring for early
                                               in underlying economic and                 indicators of financial distress.
       All our businesses are exposed to
                                               market-related factors, such as the
       increased expense growth from                                                      We manage our cost base
                                               level of interest rates, foreign
       high levels of inflation.                                                          judiciously, while investing
                                               exchange rates and international
                                                                                          sustainably for the future.
       A weak economic environment             capital flows.
       impacts credit risk in our                                                         The Group’s plan to grow the
                                               Subdued global demand and
       investment, insurance and                                                          sources of earnings outside South
                                               persistent infrastructure constraints
       banking businesses. (Credit risk                                                   Africa, in the medium-term, is
                                               are expected to limit growth in the
       is discussed further below.)                                                       expected to diversify its exposure
                                               South African economy. This will
                                                                                          to this risk.
       We have exposure to South               continue to weigh on household
       African sovereign debt and              disposable income in the medium
       parastatals, but only within the        term. However, a prolonged period
       South African businesses, in line       of low oil prices, leading to lower
       with market and regulatory              transport and food costs, could
       expectations.                           help support disposable income
                                               and spending.




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       3. Credit risk and location of credit risk across the Group (continued overleaf)

       How it impacts Old Mutual                     2014 and beyond                    Risk mitigation and management
                                                                                        actions
       One of our largest risks to Group             Credit risk across the Group       We monitor credit loss ratios on
       earnings is our exposure to banking           increased during 2014 due to       an ongoing basis and they are
       credit risk from lending and other            the acquisition of Faulu and       broadly within target range. In
       financing activities through our              an increase in Old Mutual          addition, we review the quality of
       ownership of Nedbank, and to a lesser         Emerging Markets’ stake in         credit portfolios to ensure credit
       extent our exposure within Old Mutual         Old Mutual Finance from            impairment provisions are
       Emerging Markets. Credit risk exposure        50% to 75%.                        adequate.
       within Old Mutual Emerging Markets is
                                                     Although Nedbank’s 20%             For unsecured lending, Nedbank
       growing as a proportion of this
                                                     ownership of Ecobank is            and Old Mutual Finance continue
       division’s own risk exposure.
                                                     accounted for as an equity         to focus on quality of business
       Despite tight controls and processes,         share, this indirectly             through regular adjustment of
       banking profits remain sensitive to           increases our credit risk.         affordability and credit scorecards
       relatively small movements in credit                                             and risk-based product metrics
                                                     Our credit risk remains within
       loss ratios.                                                                     (loan term, size and interest
                                                     appetite. However, the high
                                                                                        rates), based on changing market
       Our exposure to Nedbank is primarily          levels of personal
                                                                                        conditions.
       risk to earnings, as Nedbank’s capital        indebtedness and pressure
       and liquidity requirements are both met       on consumers in South              Stress testing is carried out at
       from its own available resources.             Africa remain a challenge, as      both Nedbank and Old Mutual
                                                     do other macro-economic            Emerging Markets to understand
                                                     factors outside our control,       exposure to credit events.
                                                     such as commodity prices.
                                                                                        Our portfolio tilt strategy in our
                                                     Our lending credit exposure        banking loan exposures is
                                                     is concentrated in secured         designed to provide more robust
                                                     lending through Nedbank.           long term returns with lower
                                                                                        volatility for deteriorating credit
                                                                                        experience.


       Within Old Mutual Emerging Markets,              Unsecured lending exposure        Large concentrations are
       banking credit risk is expected to increase      is small in comparison to the     monitored at Group level.
       due to planned growth. Banking credit risk       total lending book. Within        These relate primarily to
       arises in:                                       Old Mutual Finance we have        investment credit, as there is
                                                        experienced controlled            little concentration or
       • Our unsecured lending business, Old
                                                        growth in unsecured lending       aggregation of individual credit
         Mutual Finance
                                                        from a low base, applying         exposures outside Nedbank
       • Faulu, a Kenyan consumer finance               stringent affordability           and Old Mutual
         business acquired in 2014                      requirements and strict           Emerging Markets.
                                                        credit criteria. Within
       • A building society in Zimbabwe known
                                                        Nedbank, unsecured lending
         as CABS.
                                                        growth is expected to
       Investment credit risk arises in:                remain slow.
       • Old Mutual Specialised Finance                 We are planning to further
                                                        grow our lending businesses
       • The South African life business,
         predominantly through the management of        in Faulu, CABS, Old Mutual
                                                        Finance and Old Mutual




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         assets backing annuity products.             Specialised Finance, and
                                                      this will be underpinned by
       There is also credit risk exposure within
                                                      strong credit risk
       Mutual & Federal through holdings in the
                                                      management together with
       credit guarantee insurer, CGIC.
                                                      risk oversight and
       Credit risk outside Nedbank and Old            governance.
       Mutual Emerging Markets is relatively
       limited.


       4. Currency translation risk and location of capital

       How it impacts Old Mutual             2014 and beyond                          Risk mitigation and management
                                                                                      actions
       At Group level our earnings,          In 2014, the rand depreciated from       We hold our capital resources
       dividend and regulatory surplus       R17.43 to R18.00 against the             (including the Group’s issued
       capital are expressed in sterling     pound, following a 27%                   debt) to meet capital
       but the majority of the Group’s       depreciation during 2013. This           requirements in matched
       earnings and its surplus capital      reflects the relative weakness of        currencies and service interest on
       are denominated in South African      South Africa’s economic outlook          debt with matching earnings.
       rand.                                 and also, in part, a reduction in US
                                                                                      The balance of cash flows earned
                                             appetite for emerging market
       The translation of our rand                                                    in rand and other currencies is
                                             currencies.
       earnings will be affected by                                                   closely monitored and the
       movements in exchange rates.          We see macro-economic factors            dividend policy, through its link to
                                             that point to possible further rand      earnings, in part addresses this
       From a capital perspective, our
                                             weakness in the medium term.             risk.
       capital is held where our risks are
                                             These include the current account
       located and the risk would only be                                             We use forward currency
                                             deficit and the possibility of capital
       realised if we were to require a                                               contracts to hedge expected rand
                                             outflows from South Africa as
       transfer of surplus capital                                                    cash flows needed to make
                                             some external investors may sell
       between regions during periods of                                              dividend payments in sterling.
                                             their holdings of South African
       stress.
                                             government bonds should global           Regular stress and scenario
       Our philosophy is to maintain         interest rates rise.                     testing supports understanding
       strongly capitalised subsidiaries                                              and monitoring of the resilience of
                                             We are preparing to comply with
       reflecting local regulatory capital                                            the Group’s capital and capacity
                                             Solvency II and SAM regulatory
       requirements. Our principal                                                    to pay dividends in the event of
                                             requirements, which will be
       balance sheet businesses in                                                    significant currency movements
                                             effective from January 2016. The
       South Africa (including their own                                              or restrictions (however remote)
                                             rules have yet to be finalised. We
       subsidiaries) are appropriately                                                on the flow of funds from South
                                             expect greater clarity to emerge
       capitalised for the international                                              Africa.
                                             during 2015.
       standards of Basel III and
                                                                                      The Group’s plan to broaden the
       expected Solvency II equivalent
                                                                                      source of earnings in currencies
       regimes.
                                                                                      other than the rand is expected to
                                                                                      provide more diversified earnings
                                                                                      by currency, although this is
                                                                                      a longer-term mitigant.




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       5. Changing shape of the industry due to changing customer needs and regulations,
       particularly consumer-focused regulations

       How it impacts Old Mutual                 2014 and beyond                      Risk mitigation and management
                                                                                      actions
       Attracting new and retaining existing     Our customers’ needs are             Strategic initiatives across the
       customers is key to the delivery of       evolving. Consumers want to be       Group are streamlining our
       our strategy.                             more in control of their finances.   business so we can adapt more
                                                 As digital technology advances,      easily to changing customer
       New and evolving consumer-
                                                 they increasingly rely on and        needs and regulations. They
       focused regulation, non-traditional
                                                 prefer technological tools for a     include implementation of IT
       distribution methods, new
                                                 variety of tasks.                    solutions that allow us to deploy
       technologies, changing
                                                                                      new products and system
       demographics and changing                 Despite this, the need for
                                                                                      changes more quickly, making
       customer needs and preferences            individual attention remains.
                                                                                      use of outsourcing partners where
       are altering the distribution and         Consumers seek quality as well
                                                                                      IT is not our core competitive
       competitive landscape across our          as original offerings that meet
                                                                                      proposition.
       geographies. This may place               their personal needs, and it is
       business plans and our growth             important that service remains       In addition, our brand promise
       strategy at risk if our business model    convenient in terms of both time     and commitment to operating as a
       is not flexible enough to let us adapt    and effort.                          responsible business, with a
       quickly and effectively to the                                                 strong customer focus and
                                                 Regulators in many jurisdictions
       changing landscape.                                                            culture, position us well to
                                                 continue to focus on the fair
                                                                                      respond to consumer-focused
       Within Old Mutual Wealth our              treatment of customers and both
                                                                                      regulation.
       acquisition of Intrinsic increases the    principles and appropriate
       risks associated with providing           regulation in this area are          Where similar regulatory themes
       advice to customers, such as              evolving. In particular, there is    are developing, we transfer
       litigation and regulatory intervention.   increased focus on product           knowledge from different
                                                 design, advice, and the product      geographies across the Group to
       Specific consumer-focused
                                                 life cycle after the sales           anticipate and implement new
       regulation impacting Old Mutual
                                                 process.                             regulations.
       includes:
                                                 Products and practices which         We proactively prepare for
       • In the UK, the ongoing impacts of
                                                 might in the past have been          anticipated regulatory changes
         the Retail Distribution Review
                                                 considered normal might no           and engage with regulators to
         (RDR) and new pension withdrawal
         rules effective from April 2015         longer be acceptable. There will     avoid or mitigate unexpected
                                                 be a need to adapt and evolve        adverse impacts.
       • In South Africa, Treating Customers     new products and operations –
         Fairly, Retirement Fund Reform and                                           A group-wide Information Security
                                                 while remaining mindful that the
         a review of adviser remuneration                                             Steering Committee considers
                                                 long-term nature of the business
         models similar to the UK’s RDR. In                                           cyber security, with particular
                                                 means legacy products will take
         addition, the planned move to Twin                                           focus on education, awareness,
                                                 time to run off.
         Peaks regulation.                                                            monitoring and understanding of
                                                                                      the threat environment.
       Furthermore, increasing regulatory
       requirements impact the cost and                                               Our ACT NOW! Leadership
       complexity of doing business.                                                  Behaviours, which are formally
                                                                                      measured as part of our
       Consumers’ use and preference for                                              performance management
       digital technology is increasing.                                              system, include a metric for
       Maintaining adequate cyber security,                                           ‘putting the customer first’.
       with appropriate protection for client                                         We measure our culture around




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       assets and data, is also a key risk                                            treatment of customers annually
       for Old Mutual’s retail businesses                                             through our group-wide culture
       given the external threat                                                      survey.
       environment and increasing reliance
       on technology.


       Group’s risk profile

       We assess the Group’s risk profile through several different lenses, in line with our risk appetite. We
       seek to optimise capital efficiency, avoiding excessive risk concentrations and diversifying risk where
       possible. In this context, we view risk concentration and diversification within each business unit.
       Each of the Group’s business units (and regulated companies within business units) is sufficiently
       capitalised in its own right. The distribution and allocation of capital to our businesses largely reflects
       the different risk profiles within their regions and the prevailing regulatory requirements. Even when
       applying significant economic stresses to our current capital, the Group remains adequately
       capitalised. We have also identified management actions that could be taken to remedy the Group’s
       capital or liquidity position in an extreme shock event (where capital or liquidity levels could
       significantly breach our risk appetite limits for a sustained period).
       As our capital is largely located where our risks lie, any balance sheet impact would be seen as an
       unrealised accounting translation risk. This applies primarily to the translation of rand earnings to
       sterling. Factors affecting the level of the rand include changes in the level of foreign investment in
       South Africa. The risk of rand weakness remains high given the current and capital account deficits
       South Africa is running and the potential for external investors to sell their holdings of South African
       government bonds if global interest rates rise. A substantial capital outflow could potentially trigger a
       decline in the rand, and this would also reduce our earnings as reported in sterling. We have
       modelled scenarios involving a severe rand drop and are comfortable that the Group has sufficient
       capital and liquidity resilience in such events, if they happened.
       During 2014 we continued to execute our growth strategy, acquiring stakes in a number of businesses
       in Africa and the UK. These businesses are small compared with our large in-force insurance and
       banking businesses and do not yet have a significant impact on our risk profile with reference to
       capital (although they do impact the returns earned on the capital deployed). As a result, earnings
       volatility and other business metrics such as operational risk now play an increasing role in the
       determination of our risk and business strategy.
       Across the Group, most risks have increased in line with business growth. Within Old Mutual
       Emerging Markets, credit risk has grown due to the increased stake in Old Mutual Finance and the
       acquisition of Faulu: we have reassessed risk appetite accordingly. Credit risk has a greater
       proportional impact on earnings at risk than it does on capital at risk.
       We recognise that there could be a short-term increase in operational risk in the next few years while
       we execute and integrate the various strategic change initiatives. We have accepted this increase to
       reduce our longer-term strategic risk, and continue to monitor and manage it closely.
       Business risk and market risk remain our two most material risks. While they have remained relatively
       stable over the year, they are influenced by the economies in the key regions where we operate – and
       by the impact on consumers in those countries, notably South Africa, where we currently have our
       largest retail earnings base. As well as monitoring economic factors to understand our earnings and
       capital resilience to severe macro-economic events, we have maintained a strong focus on
       customers, considering how we can help them in tougher times and monitoring for early indicators of
       financial distress.




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       Liability risk diversifies well against our other risks and we continue to seek to increase the proportion
       of this risk where appropriate. Our liability risk exposure remains small outside the South African
       businesses. Our business plans include a number of actions to increase this exposure, but only where
       it meets our risk and return requirements.
       In line with our peers, there is significant regulatory change impacting the financial services sector in
       the territories we operate. Clarity on outstanding regulatory capital uncertainties in relation to
       Solvency II and SAM is expected to emerge during 2015. There is also substantial change in the
       conduct agenda in terms of the way business is sold or the nature of the products which meet our
       customers’ needs. Our focus on responsible business, core values and culture gives us confidence to
       embrace these changes, and we continue to monitor the position carefully.


       Risk                          Risk description
       Market risk                   This is the risk of a financial impact arising from changes in the value of
                                     financial assets or financial liabilities from changes in equity, bond and
                                     property prices, interest rates and foreign exchange rates.
                                     We separately consider currency translation risk, which relates to the
                                     translation of earnings and capital to our reporting currency.
       Business risk                 The risk that business performance will be below projections as a result
                                     of negative variances in new business volumes and margins, and
                                     lapse, rebate and expense experience.
       Liability risk                We assume liability risk, sometimes referred to as insurance risk, by
                                     issuing insurance contracts under which we agree to compensate the
                                     policyholder or beneficiary if a specified uncertain future event affecting
                                     the policyholder occurs. This risk includes mortality and morbidity risk,
                                     as well as non-life risk from events such as fire or accident.
       Credit and                    This relates to the risk of credit defaults. It includes lending risk, where
       counterparty risk             a borrower becomes unable to repay outstanding balances (for
                                     instance banking credit risk), as well as counterparty risk where an
                                     asset is not repaid in accordance with the terms of the contract. The
                                     risk of credit spreads changing is included under market risk.
       Operational risk              The risk arising from operational activities, for example a failure of a
                                     major system, or losses incurred as a consequence of people and/or
                                     process failures, including external events.
       Liquidity risk                The risk that liquid assets may not be available to pay obligations at a
                                     reasonable cost, when due.
       Compliance and                The risk that laws and regulations will be breached. This includes risk
       regulatory risk               of regulatory intervention resulting in sanctions being imposed or a
                                     temporary restriction on the business’ ability to operate and/or an
                                     additional regulatory capital charge. It also includes failure to adapt to
                                     regulatory change and business conduct risk.
       Strategic risk                The risk of failing to implement the business strategy and the
                                     management of associated changes to the business.”


       “H3: Related parties




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       The Group provides certain pension fund, insurance, banking and financial services to related parties.
       These are conducted on an arm’s length basis and are not material to the Group’s results.
       (a) Transactions with key management personnel, remuneration and other compensation

       Key management personnel are those persons having authority and responsibility for planning,
       directing and controlling the activities of the Group, directly or indirectly, including any director
       (whether executive or otherwise) of the Group. Details of the compensation paid to the Board of
       directors as well as their shareholdings in the Company are disclosed in the Remuneration Report on
       pages 94 to 117.


       (b) Key management personnel remuneration and other compensation

                                                                  Year ended 31 December Year ended 31 December
                                                                                     2014                   2013
                                                                  Number of         Value Number of        Value
                                                                  personnel         £’000 personnel        £’000
       Directors’ fees                                                   11         1,366        12        1,313
       Remuneration                                                                22,593                 25,301
         Cash remuneration                                               12         4,931        13        4,944
         Short-term employee benefits                                    12         7,879        13        9,700
         Long-term employee benefits                                     12           343        13          373
         Share-based payments                                            11         9,440        11       10,284

                                                                                      23,959                     26,614

                                                                  Year ended 31 December Year ended 31 December
                                                                                    2014                   2013
                                                                                 Number of                    Number of
                                                                   Number of options/shares     Number of options/shares
       Share options                                               personnel          ’000s     personnel          ’000s
       Outstanding at beginning of the year                                 5           1,103            6        1,770
       Leavers                                                              –               –            2        (178)
       New appointments                                                     1               7            1            9
       Granted during the year                                                             22                         –
       Exercised during the year                                                      (1,084)                     (498)
       Outstanding at end of the year                                       5              48            5        1,103



                                                                Year ended 31 December Year ended 31 December
                                                                                    2014                    2013
                                                                             Number of                Number of
                                                               Number of options/shares Number of options/shares
       Restricted shares                                 Notes personnel           ’000s personnel         ’000s
       Outstanding at beginning of the year                           10         20,495        14         22,557
       Leavers                                                         1         (4,230)        5        (2,121)
       New appointments                                                1              112       1            576
       Granted during the year                                                     6,041                   5,439
       Exercised during the year                                                    (421)                (1,505)




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       Vested during the year                                                          (4,942)                    (4,451)
       Effect of share exchange in connection
       with the OM Asset Management plc IPO                H2(c)                       (3,283)           –             –
       Outstanding at end of the year                                     10           13,772           10        20,495



       (c) Key management personnel transactions

       Key management personnel and members of their close family have undertaken transactions with Old
       Mutual plc and its subsidiaries, joint ventures and associated undertakings in the normal course of
       business, details of which are given below. For current accounts positive values indicate assets of the
       individual whilst for credit cards and mortgages positive values indicate liabilities of the individual.
                                                                   Year ended 31 December        Year ended 31 December
                                                                                      2014                          2013
                                                                    Number of        Value        Number of        Value
                                                                    personnel       £000s         personnel       £000s
       Current accounts
       Balance at beginning of the year                                        4       2,535                 4     1,204
       Net movement during the year                                                    (100)                       1,331
       Balance at end of the year                                              5       2,435                 4     2,535
       Credit cards
       Balance at beginning of the year                                        2           24                4        18
       Net movement during the year                                                         5                          6
       Balance at end of the year                                              4           29                2        24
       Mortgages
       Balance at beginning of the year                                        1         143                 2       219
       Net movement during the year                                                      322                         (76)
       Balance at end of the year                                              5         465                 1       143
       Property & casualty contracts
       Total premium paid during the year                                      4           15                3        13
       Claims paid during the year                                             2            7                –         –
       Life insurance products
       Total sum assured/value of investment at end of the
       year                                                                 10        25,739             11       24,498
       Pensions, termination benefits paid
       Termination benefits paid                                             –             –              1          608
       Value of pension plans as at end of the year                         10         4,889             10        4,838


       Various members of key management personnel hold or have at various times during the year held,
       investments managed by asset management businesses of the Group. These include unit trusts,
       mutual funds and hedge funds. None of the amounts concerned are material in the context of the
       funds managed by the Group business concerned, and all of the investments have been made by the
       individuals concerned either on terms which are the same as those available to external clients
       generally or, where that is not the case, on the same preferential terms as were available to
       employees of the business generally.”




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       “Related parties

       Old Mutual plc enters into transactions with its subsidiaries in the normal course of business. These
       are principally related to funding of the Group’s businesses and head office functions. Details of loans,
       including balances due from/to the Company accounts are set out below. Disclosures in respect of the
       key management personnel of the Company are included in the Group accounts related parties
       disclosures in note G3.
       There are no transactions entered into by the Company with associated undertakings.
                                                                                                                     £m
                                                                                                              At      At
                                                                                                              31      31
                                                                                                      December December
                                                                                                            2014    2013
       Balances due from subsidiaries                                                                      4,161   4,242
       Balances due to subsidiaries                                                                      (4,367) (4,264)
       Balances due from other related parties – Fairbairn Trust Company Limited                               2       2


       Income statement information
                                                                                                                 £m
                                                        Year ended 31 December 2014 Year ended 31 December 2013
                                                                    Ordinary  Other                Ordinary   Other
                                                        Interest  dividends amounts               dividends amounts
       At 31 December 2014                                  paid    received   paid Interest paid received      paid
       Subsidiaries                                           23         632    (31)         (31)       147    (99)”

       “Responsibility statement of the directors in respect of the annual financial report

       We confirm that to the best of our knowledge:
           •   The financial statements, prepared in accordance with the applicable set of accounting standards,
               give a true and fair view of the assets, liabilities, financial position and profit or loss of the
               Company and the undertakings included in the consolidation taken as a whole, and
           •   The Strategic Report includes a fair review of the development and performance of the business
               and the position of Old Mutual plc and the undertakings included in the consolidation taken as a
               whole, together with a description of the principal risks and uncertainties that they face.
       We consider the Annual Report and Accounts, taken as a whole, are fair, balanced and
       understandable and provide the information necessary for shareholders to assess the Group’s
       position and performance, business model and strategy.


       Julian Roberts                   Ingrid Johnson
       Group Chief Executive            Group Finance Director

       27 February 2015”


       Enquiries
       External communications
       Patrick Bowes                    UK      +44 20 7002 7440




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       Investor relations
       Dominic Lagan                          UK    +44 20 7002 7190
       Sizwe Ndlovu                           SA    +27 11 217 1163

       Media
       William Baldwin-Charles                      +44 20 7002 7133
                                                    +44 7834 524833


       Notes to Editors
       Old Mutual provides investment, savings, insurance and banking services to more than 17 million customers in
       Africa, the Americas, Asia and Europe. Originating in South Africa in 1845, Old Mutual has been listed on the
       London and Johannesburg Stock Exchanges, among others, since 1999.
       In the year ended 31 December 2014, the Group reported adjusted operating profit before tax of £1.6 billion (on
       an IFRS basis) and had £319 billion of funds under management from core operations.
       For further information on Old Mutual plc, please visit the corporate website at www.oldmutual.com
       Lead Sponsor:
       Merrill Lynch South Africa (Pty) Ltd

       Joint Sponsor:
       Nedbank Capital




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