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Audited summary consolidated financial statements for the year ended 31 December 2015
Santam Limited and its subsidiaries
Registration number 1918/001680/06
ISIN ZAE000093779
JSE share code: SNT
NSX share code: SNM
AUDITED SUMMARY CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015
- Gross written premium growth including cell captive insurance 7%
- Gross written premium growth excluding cell captive insurance 8%
- Underwriting margin of 9.6%
- Group solvency ratio of 48.1%
- Return on shareholders' funds of 32.5%
- Cash generation significantly improved
- Positive contribution from international diversification
- Headline earnings per share increased by 28%
- Final dividend of 528 cents per share, up 10%
FINANCIAL REVIEW
The Santam group reported excellent underwriting results for the 2015 financial year with a net underwriting margin of 9.6% compared to 8.7% in 2014. The results
were positively impacted by disciplined underwriting actions and a relatively benign claims environment. Satisfactory gross written premium growth of 7% was achieved
(8%, excluding the impact of cell captive insurance business) in the current low-growth economic environment.
Investment income was positively impacted by foreign exchange gains and solid investment performance in volatile markets. Headline earnings per share increased by
28%, while a return on capital of 32.5% on a rolling 12-month basis was achieved. The solvency margin of 48.1% was higher than the target range of 35% to 45%.
Gross written premium growth of 8%, excluding the impact of cell insurance business, was lower than the 12% achieved in the corresponding period in 2014, reflecting
the impact of competitive market conditions and the downturn in the economic environment. Growth in the crop insurance business was negatively impacted by the strong
El Nino weather system and the consequential drought conditions in South Africa. The drought resulted in significantly less crops being planted, reducing gross
written premium for the crop insurance class by 19% compared to 2014.
The property and motor classes achieved solid growth, notwithstanding the cancellation of specific unprofitable books of business on outsourced platforms. The
motor class benefited from the 19% growth reported by MiWay (gross written premium of R1 771 million; 2014: R1 485 million). The engineering and transportation classes
were under pressure due to competitive market conditions.
Growth of 15% was achieved in the alternative risk class, following good performance by the risk finance and underwriting management businesses.
The group's focus on international diversification gained momentum with gross written premium from the rest of Africa (excluding Namibia), India, Southeast Asia and
China of R1.4 billion (2014: R1.1 billion). Santam Namibia reported gross written premium in excess of R1 billion for the second consecutive year, resulting in
total gross written premium outside South Africa increasing to R2.4 billion (2014: R2.1 billion).
As part of managing its exposure to South Africa's sovereign credit rating, Santam entered into a three-year alternative risk transfer (ART) reinsurance quota
share agreement with an international insurer towards the end of 2013, effective 1 January 2014, with an annual reinsurance quota share premium of R1 billion. The
agreement includes a facility whereby Santam can use the insurer's AA-rated licence for business which is dependent on a minimum international scale rating.
The agreement generated dollar-denominated collateral to support Santam's use of the international insurer's AA-rated licence and also reduced Santam's net
catastrophe exposure.
The net underwriting margin of 9.6% increased from the excellent margin of 8.7% achieved in 2014. It also exceeded the seven-year average of 6.4%. Following the
assessment of the five-year strategic plan, the group has revised its average net underwriting margin target range to 4% to 8% (previously 4% to 6%).
The motor and property classes of business delivered substantially improved underwriting results compared to 2014 on the back of lower claims frequencies and
sustained corrective underwriting actions. The loss ratio was negatively impacted by the catastrophe hail events mainly in February and November 2015 with gross claims
amounting to R290 million (2014 catastrophe event gross claims: R187 million). MiWay, the direct insurance business, achieved a claims ratio of 60.9% (2014: 57.4%)
and contributed an underwriting profit of R163 million (2014: R159 million) despite significant investment in the new business insurance and broker-direct
business models during 2015 amounting to R55 million.
The underwriting profit of the engineering class of business showed a significant increase compared to 2014, following fewer large claims reported. The
contribution from the liability class also improved.
The crop insurance business achieved solid underwriting results despite the severe drought conditions which resulted in gross drought claims of more than
R230 million being paid during the period January to June 2015. However, the lack of rainfall also resulted in lower exposure to hail damage. The net underwriting
profit of R131 million was significantly lower than the exceptional results of R251 million in the comparative period, following the favourable weather conditions
experienced in 2014.
Santam Re successfully retained profitable underwriting business for the group while delivering satisfactory results on third party business. The soft reinsurance
market also provided opportunities to optimise reinsurance placements in 2015.
The net acquisition cost ratio of 28.7% (excluding the impact of the ART reinsurance quota share agreement) increased from 28.5% in 2014.
The management expense ratio (excluding the impact of the ART reinsurance quota share agreement) increased marginally to 15.6% (2014: 15.4%). New growth initiatives,
as well as the impact of new business written by Centriq underwriting managers resulting in increased management fees, were the key drivers of the increased cost ratio.
Strategic project costs amounted to 0.9% of net earned premium (2014: 1%). These costs mainly related to the continued development of a new core underwriting,
administration and product management platform for the Santam intermediated business. Development costs of R58 million were capitalised in 2015 bringing the total
amount capitalised since inception to R195 million. The project is progressing according to plan with more than 138 000 new and existing personal lines policies
captured on the new system during 2015.
The net commission ratio (excluding the impact of the ART reinsurance quota share agreement) was 12.2% (2014: 12.1%). A decrease in the commission ratio due to the
growth in MiWay, where limited commission expenses are incurred, was offset by lower reinsurance commissions earned on specialist business lines, including crop,
following relatively worse loss ratios on this business compared to 2014.
The investment return on insurance funds of R499 million increased from the R425 million earned in 2014, supported by a 50 basis points increase in interest rates
during 2015, higher average insurance funds for the year, as well as the optimisation of the international asset portfolio.
Positive investment returns on the equity portfolio were locked in through the proactive rebalancing of the portfolio in February, May and November 2015. A hedge
structure over R1.3 billion of equities entered into for the period February to December 2015 realised a profit of R42 million. Listed equities achieved a return of
4.1%, outperforming the SWIX 40 benchmark of 3.6%. The Santam group's interest exposure is managed in enhanced cash and active income portfolios. The active income
portfolios achieved an average return of 6.5% for the year which is considered to be a good outcome for the group in the light of the volatility experienced in the
fixed interest market in December 2015. The weakening of the rand during 2015 resulted in significant foreign currency gains of R362 million (2014: R71 million)
included in investment income.
Positive fair value movements of R152 million (2014: R93 million) in Santam's interest in Sanlam Emerging Market's (SEM's) general insurance businesses in Africa,
India and Southeast Asia enhanced the investment performance. The fair value movement included foreign exchange gains of R105 million (2014: R22 million). Dividend
income of R22 million (2014: R21 million) from the SEM portfolio was also recognised. At year-end the SEM investments had a fair value of R1 005 million (2014:
R807 million) which accounted for 12.4% of the group's shareholder funds at 31 December 2015.
During November 2015 agreements were concluded whereby SEM and Santam will jointly acquire an effective 30% interest in Saham Finances, the insurance arm of the
Saham group. Saham Finances operates in 26 countries across North, West and East Africa, and the Middle East. It is the largest insurer in Africa, excluding South
Africa. The acquisition will be structured through a special purpose vehicle held jointly by SEM (75%) and Santam (25%) for a total cash consideration, including
transaction costs, of US$400 million. The transaction is expected to be finalised during the first quarter of 2016.
Santam's share of the purchase consideration, including transaction costs, of US$100 million will be funded from internal cash resources. Santam acquired sufficient
foreign currency in addition to existing dollar assets to cover the purchase consideration before the transaction was concluded. A cash flow hedge was implemented
on 24 November 2015 to cover Santam's foreign currency exposure by designating these US dollar-denominated cash balances to the transaction. The impact of this was
that foreign currency gains of R134 million recognised on the designated cash balances since implementation date were not recognised in the income statement, but
were recognised in the statement of changes in equity.
Net earnings from associated companies of R53 million was slightly less than the R58 million reported in 2014, following the sale of the key contributor, Credit
Guarantee Insurance Corporation of Africa Ltd, for R602 million in October 2015. A profit of R392 million before tax was realised from this sale. The group also
disposed of its 37.5% investment in Censeo (Pty) Ltd in May 2015, realising a profit of R21 million before tax.
On 31 December 2015, Santam sold 76% of its shareholding in Indwe Broker Holdings Group (Pty) Ltd (Indwe) for R208 million to African Rainbow Capital (Pty) Ltd, a
wholly-owned subsidiary of Ubuntu-Botho Investments (Pty) Ltd (51%) and Sanlam Ltd (25%), realising a profit of R15 million. Santam retained the remaining 24%
interest in Indwe. The transaction will establish Indwe as a leading black-owned insurance brokerage firm in South Africa with direct ties to Santam and Sanlam.
Investment results were negatively impacted by an impairment of intangible assets of R47 million relating to the group's administration businesses, Original Co-
Sourcing SA (Pty) Ltd and Riscor Underwriting Managers (Pty) Ltd, following the reorganisation of the group's administration businesses.
The board would like to extend its gratitude to Santam's management, employees, intermediaries and other business partners for their efforts and contributions during
the past year.
Prospects
Trading conditions in the South African insurance industry remain very competitive in a difficult economic environment. Real annual GDP slowed to 1.3% for 2015 which
equates to low growth of insurable assets for the insurance industry. The repo rate increased by 50 basis points in 2015, with a further 50 basis points increase in
January 2016 which will put more pressure on consumers.
The rand depreciated by 25% against the US dollar during 2015, following the 10% depreciation in 2014 which has an ongoing negative impact on the group's insurance
results as the weakened rand directly affects the claims cost (mainly imported motor parts). Santam continues to focus on the optimisation of the claims and
procurement value chains to increase efficiency and counter the impact of the weakening rand.
The group's focus in 2016 will be to maintain its profitable growth momentum in South Africa and increase its international diversification through the Santam
specialist lines and Santam Re. A strategic focus area will be to support the development of the SEM general insurance businesses in emerging markets by allocating
appropriate technical resources. In South Africa, focus areas include growing the business in new segments, developing Santam's full multichannel capability and
enhancing risk assessment.
Santam will maintain its focus on cost-efficiencies to improve the management expense ratio over the medium term. MiWay will continue focusing on growing its retail
client base, its newly launched business insurance and broker-direct offerings, as well as the MiWay Life insurance initiative in conjunction with Sanlam Life.
The investment market is likely to remain uncertain. The higher interest rate environment will result in increased interest income for the group.
The group solvency ratio of 48.1% at 31 December 2015 exceeded our targeted solvency range of 35% to 45%. A review of optimal capital levels and the targeted
solvency range is being performed. This review takes into account the current and future regulatory solvency requirements, the impact of the delayed implementation
of SAM scheduled for January 2017, the structural change to the statement of financial position following strategic investments made and further potential
acquisitions.
Effective management of the impact of regulatory developments will remain on the agenda in 2016.
Events after the reporting period
Santam Ltd established a new R4 billion unsecured subordinated callable note programme on 29 February 2016 and intends to issue notes under the programme of up to
R1 billion in April 2016.
There have been no other material changes in the affairs or financial position of the company and its subsidiaries since the statement of financial position date.
Declaration of dividend (Number 124)
Notice is hereby given that the board has declared a gross final dividend of 528 cents per share (2014: 480 cents per share).
Shareholders are advised that the last day to trade "cum dividend" will be Wednesday, 16 March 2016. The shares will trade "ex dividend" from the commencement of
business on Thursday, 17 March 2016. The record date will be Thursday, 24 March 2016, and the payment date will be Tuesday, 29 March 2016. Certificated shareholders
may not dematerialise or rematerialise their shares between 17 March 2016 and 24 March 2016, both dates inclusive.
The dividend has been declared from income reserves and will be subject to dividends tax. The amount per share, subject to the withholding of dividends tax at a
maximum rate of 15%, is therefore 528 cents per share. A net dividend of 448.8 cents per share will apply to shareholders liable for dividends tax at a rate of 15%,
and 528 cents per share for shareholders that qualify for complete exemption therefrom. The issued ordinary share capital as at 2 March 2016 is 115 131 417 shares.
The company's income tax reference number is 9475/144/71/4.
In terms of the dividends tax legislation, the dividends tax amount due will be withheld and paid over to the South African Revenue Service (SARS) by a nominee
company, stockbroker or Central Security Depository Participant (CSDP) (collectively Regulated Intermediary) on behalf of shareholders. However, all shareholders
should declare their status to their Regulated Intermediary as they may qualify for a reduced dividends tax rate or they may even be exempt from dividends tax.
Preparation and presentation of the financial statements
The preparation of the independently audited financial statements was supervised by the chief financial officer of Santam Ltd, HD Nel CA(SA).
Auditor’s report
These summary consolidated financial statements for the year ended 31 December 2015 have been audited by PricewaterhouseCoopers Inc., who expressed an unmodified opinion
thereon. The auditor also expressed an unmodified opinion on the annual financial statements from which these summary consolidated financial statements were derived.
A copy of the auditor’s report on the summary consolidated financial statements and of the auditor’s report on the annual consolidated financial statements are available
for inspection at the company’s registered office, together with the financial statements identified in the respective auditor’s reports.
The auditor's report does not necessarily report on all of the information contained in this announcement/financial results. Shareholders are therefore advised that in
order to obtain a full understanding of the nature of the auditor's engagement they should obtain a copy of the auditor's report together with the accompanying financial
information from the issuer's registered office.
GG Gelink L Lambrechts
Chairman Chief executive officer
2 March 2016
SUMMARY CONSOLIDATED STATEMENT OF FINANCIAL POSITION
Audited at Audited at
31 December 2015 31 December 2014
Notes R million R million
ASSETS
Non-current assets
Property and equipment 90 117
Intangible assets 827 1 086
Deferred income tax 140 161
Investment in associates and joint ventures 252 355
Financial assets at fair value through income
Equity securities 6 2 730 3 896
Debt securities 6 9 721 7 837
Reinsurance assets 7 164 144
Deposit with cell owner 187 -
Total non-current assets 14 111 13 596
Current assets
Cell owners' interest 6 9
Financial assets at fair value through income
Derivatives 6 2 -
Short-term money market instruments 6 2 281 1 892
Reinsurance assets 7 3 514 3 372
Deposit with cell owner 67 -
Deferred acquisition costs 525 447
Loans and receivables including insurance receivables 6 3 449 2 869
Income tax assets 13 10
Cash and cash equivalents 3 349 2 561
Non-current assets held for sale 8 541 428
Total current assets 13 747 11 588
Total assets 27 858 25 184
EQUITY AND LIABILITIES
Capital and reserves attributable to the company's equity holders
Share capital 103 107
Treasury shares (450) (506)
Other reserves 548 238
Distributable reserves 7 880 7 171
8 081 7 010
Non-controlling interest 466 430
Total equity 8 547 7 440
Non-current liabilities
Deferred income tax 107 301
Financial liabilities at fair value through income
Debt securities 6 974 999
Investment contracts 6 - 105
Derivatives 6 1 -
Cell owners' interest 980 924
Insurance liabilities 7 1 525 1 528
Reinsurance liability relating to cell owners 187 -
Total non-current liabilities 3 774 3 857
Current liabilities
Financial liabilities at fair value through income
Debt securities 6 24 24
Investment contracts 6 70 -
Financial liabilities at amortised cost
Collateral guarantee contracts 105 88
Insurance liabilities 7 11 139 10 514
Reinsurance liability relating to cell owners 67 -
Deferred reinsurance acquisition revenue 280 232
Provisions for other liabilities and charges 122 91
Trade and other payables including insurance payables 3 412 2 717
Current income tax liabilities 318 221
Total current liabilities 15 537 13 887
Total liabilities 19 311 17 744
Total shareholders' equity and liabilities 27 858 25 184
SUMMARY CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Audited Audited
Year ended Year ended
31 December 2015 31 December 2014 Change
Notes R million R million %
Gross written premium 24 319 22 710 7%
Less: reinsurance written premium 5 435 5 075
Net written premium 18 884 17 635 7%
Less: change in unearned premium
Gross amount 528 532
Reinsurer's share (167) (119)
Net insurance premium revenue 18 523 17 222 8%
Investment income 9 1 210 807 50%
Income from reinsurance contracts ceded 1 236 1 119
Net gains on financial assets and liabilities at fair value through income 9 235 286
Net income 21 204 19 434 9%
Insurance claims and loss adjustment expenses 13 980 14 315
Insurance claims and loss adjustment expenses recovered from reinsurers (2 470) (3 437)
Net insurance benefits and claims 11 510 10 878 6%
Expenses for the acquisition of insurance contracts 3 240 2 983
Expenses for marketing and administration 3 277 3 050
Expenses for investment-related activities 53 31
Amortisation and impairment of intangible assets 117 130
Total expenses 18 197 17 072 7%
Results of operating activities 3 007 2 362 27%
Finance costs (116) (93)
Net income from associates and joint ventures 53 58
Profit on sale of associated companies 11 413 -
Profit on sale of subsidiary 11 15 -
Profit before tax 3 372 2 327 45%
Income tax expense 10 (908) (660)
Profit for the year 2 464 1 667 48%
Other comprehensive income, net of tax
Items that may subsequently be reclassified to income:
Currency translation differences 163 8
Hedging reserve movement 134 -
Tax on hedging reserve movement (37) -
Total comprehensive income for the year 2 724 1 675 63%
Profit attributable to:
- equity holders of the company 2 348 1 579 49%
- non-controlling interest 116 88
2 464 1 667
Total comprehensive income attributable to:
- equity holders of the company 2 608 1 587 64%
- non-controlling interest 116 88
2 724 1 675
Earnings attributable to equity shareholders
Earnings per share (cents) 12
Basic earnings per share 2 090 1 382 51%
Diluted earnings per share 2 065 1 372 51%
Weighted average number of ordinary shares (millions) 112.34 114.26
Weighted average number of ordinary shares for diluted earnings per share (millions) 113.72 115.09
SUMMARY CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Attributable to equity holders of the company
Non-
Share Treasury Other Distributable controlling
capital shares reserves reserves Total interest Total
R million R million R million R million R million R million R million
Balance as at 1 January 2014 107 (520) 224 6 321 6 132 400 6 532
Profit for the year - - - 1 579 1 579 88 1 667
Other comprehensive income:
Currency translation differences - - 8 - 8 - 8
Total comprehensive income for the year ended 31 December 2014 - - 8 1 579 1 587 88 1 675
Sale of treasury shares - 51 - (51) - - -
Purchase of treasury shares - (37) - - (37) - (37)
Transfer to reserves - - 6 (6) - - -
Share-based payment costs - - - 123 123 - 123
Dividends paid - - - (795) (795) (58) (853)
Balance as at 31 December 2014 107 (506) 238 7 171 7 010 430 7 440
Profit for the year - - - 2 348 2 348 116 2 464
Other comprehensive income:
Currency translation differences - - 163 - 163 - 163
Hedging reserve movement - - 134 (37) 97 - 97
Total comprehensive income for the year ended 31 December 2015 - - 297 2 311 2 608 116 2 724
Sale of treasury shares - 56 - (56) - - -
Repurchase of shares (refer note 14) (4) - - (797) (801) - (801)
Transfer to reserves - - 4 (4) - - -
Share-based payment costs - - - 124 124 - 124
Increase in capital contribution reserve (refer note 14) - - 9 - 9 - 9
Dividends paid - - - (869) (869) (82) (951)
Interest sold to non-controlling interest - - - - - 2 2
Balance as at 31 December 2015 103 (450) 548 7 880 8 081 466 8 547
SUMMARY CONSOLIDATED STATEMENT OF CASH FLOWS
Audited Audited
Year ended Year ended
31 December 2015 31 December 2014
Notes R million R million
Cash flows from operating activities
Cash generated from operations 3 656 2 443
Interest paid (110) (93)
Income tax paid (1 002) (420)
Net cash from operating activities 2 544 1 930
Cash flows from investing activities
Acquisition of financial assets (14 086) (8 040)
Proceeds from sale of financial assets 13 348 7 556
Settlement of fence 42 (297)
Acquisition of subsidiaries 11 - (28)
Cash (disposed of)/received through sale of subsidiaries 11 (183) 3
Staff trust acquired 14 132 -
Purchases of equipment (39) (69)
Purchases of intangible assets (85) (102)
Proceeds from sale of equipment - 4
Acquisition of associated companies (2) -
Capitalisation of associated companies (28) (16)
Proceeds from sale of associated companies 11 625 -
Net cash used in investing activities (276) (989)
Cash flows from financing activities
Purchase of treasury shares - (37)
Repurchase of shares (801) -
Decrease in investment contract liabilities (35) (21)
Increase in collateral guarantee contracts 11 6
Dividends paid to company's shareholders (869) (795)
Dividends paid to non-controlling interest (82) (58)
Increase in cell owners' interest 16 110
Net cash used in financing activities (1 760) (795)
Net increase in cash and cash equivalents 508 146
Cash and cash equivalents at beginning of year 2 561 2 343
Exchange gains on cash and cash equivalents 280 72
Cash and cash equivalents at end of year 3 349 2 561
NOTES TO THE SUMMARY CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of preparation
The summary consolidated financial statements are prepared in accordance with the requirements of the JSE Ltd Listings Requirements for preliminary reports, and the
requirements of the Companies Act applicable to summary financial statements. The Listings Requirements require preliminary reports to be prepared in accordance
with the framework concepts and the measurement and recognition requirements of International Financial Reporting Standards (IFRS) and the SAICA Financial Reporting
Guides as issued by the Accounting Practices Committee and Financial Pronouncements as issued by the Financial Reporting Standards Council and to also, as a minimum,
contain the information required by IAS 34 Interim Financial Reporting.
2. Accounting policies
The accounting policies applied in the preparation of the consolidated financial statements from which the summary consolidated financial statements were derived
are in terms of IFRS and are consistent with those accounting policies applied in the preparation of the previous consolidated annual financial statements, except
for:
The following new IFRSs and/or IFRICs were effective for the first time from 1 January 2015:
- Amendment to IAS 19 - Employee benefits
- Annual Improvements 2010-12 cycle
- Annual Improvements 2011-13 cycle
There was no material impact on the summary consolidated financial statements identified.
3. Estimates
The preparation of summary consolidated financial statements requires management to make judgements, estimates and assumptions that affect the application of
accounting policies and the reported amounts of assets and liabilities, income and expenses. Actual results may differ from these estimates.
In preparing this summary consolidated financial statements, the significant judgements made by management in applying the group's accounting policies and the key
sources of estimation uncertainty are the same as those that apply to the consolidated annual financial statements for the year ended 31 December 2015.
4. Risk management
The group's activities expose it to a variety of financial risks: market risk (including price risk, interest rate risk, foreign currency risk and derivatives
risk), credit risk and liquidity risk. Insurance activities expose the group to insurance risk (including pricing risk, reserving risk, accumulation risk and
reinsurance risk). The group is also exposed to operational risk and legal risk.
The capital risk management philosophy is to maximise the return on shareholders' capital within an appropriate risk framework.
The summary consolidated financial statements do not include all risk management information and disclosure required in the annual financial statements and should
be read in conjunction with the group's annual financial statements as at 31 December 2015.
There have been no material changes in the risk management policies since the previous year-end.
5. Segment information
Segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker has been
identified as the chief executive officer, supported by the group executive committee.
The group conducts mainly insurance and investment activities.
Insurance activities are all core general insurance and reinsurance underwriting activities directly undertaken by the group and are analysed by insurance class.
Operating segments are aggregated based on quantitative and/or qualitative significance. The performance of insurance activities is based on gross written premium
as a measure of growth, with net underwriting result as measure of profitability.
Investment activities are all investment-related activities undertaken by the group, including strategic diversification activities. Due to the nature of the
activities conducted, investment activities are considered to be one operating segment. Investment activities are measured based on net investment income and net
income from associated companies.
Given the nature of the operations there is no single external client that provides 10% or more of the group's revenues.
The investment return on insurance funds is calculated based on the day-weighted effective return realised by the group on the assets held to cover the group's net
insurance working capital requirements.
Insurance business denominated in foreign currencies is covered by foreign denominated bank accounts and investment portfolios. Foreign exchange movements on
underwriting results are therefore offset against the foreign exchange movements recognised on the bank accounts and investment portfolios.
The MiWay deferred bonus plan (DBP), relating to the compensation of the 10% share previously held by management in MiWay (2014 only) and the Santam BEE transaction
costs are unrelated to the core underwriting, investment or strategic diversification performance of the group. Therefore, these costs are disclosed as unallocated
activities.
Santam Ltd is domiciled in South Africa. Geographical analysis of the gross written premium and non-current assets and liabilities is based on the countries in
which the business is underwritten or managed. Non-current assets comprise goodwill and intangible assets, property and equipment, investments in associates and joint
ventures and SEM target shares (included in financial instruments).
5.1 For the year ended 31 December 2015
Insurance Investment Unallocated Total
Business activity R million R million R million R million
Revenue 24 319 1 428 - 25 747
Gross written premium 24 319 - - 24 319
Net written premium 18 884 - - 18 884
Net earned premium 18 523 - - 18 523
Net claims incurred 11 510 - - 11 510
Net commission 2 004 - - 2 004
Management expenses (excluding BEE cost) 3 230 - - 3 230
Underwriting result 1 779 - - 1 779
Investment return on insurance funds 499 - - 499
Net insurance result 2 278 - - 2 278
Investment income net of management fee and finance costs - 777 - 777
Income from associates including profit on sale - 466 - 466
Profit on sale of subsidiary - 15 - 15
Santam BEE costs - - (71) (71)
Amortisation and impairment of intangible assets (93) - - (93)
Income before taxation 2 185 1 258 (71) 3 372
Insurance activities
The group's insurance activities are spread over various classes of general insurance.
Gross written Underwriting
premium result
R million R million
Accident and health 371 60
Alternative risk 2 248 20
Crop 840 131
Engineering 1 176 216
Guarantee 149 13
Liability 1 327 234
Miscellaneous 62 11
Motor 10 247 673
Property 7 213 330
Transportation 686 91
Total 24 319 1 779
Comprising:
Commercial insurance 13 142 1 231
Personal insurance 8 929 528
Alternative risk 2 248 20
Total 24 319 1 779
Investment activities
For detailed analysis of investment activities refer to notes 6 and 9.
5.2 For the year ended 31 December 2014
Insurance Investment Unallocated Total
Business activity R million R million R million R million
Revenue 22 710 726 - 23 436
Gross written premium 22 710 - - 22 710
Net written premium 17 635 - - 17 635
Net earned premium 17 222 - - 17 222
Net claims incurred 10 878 - - 10 878
Net commission 1 864 - - 1 864
Management expenses 2 986 - - 2 986
Underwriting result 1 494 - - 1 494
Investment return on insurance funds 425 - - 425
Net insurance result 1 919 - - 1 919
Investment income net of management fee and finance costs - 543 - 543
Income from associates net of impairment and losses on sale - 58 - 58
MiWay DBP and Santam BEE costs - - (82) (82)
Amortisation and impairment of intangible assets (111) - - (111)
Income before taxation 1 808 601 (82) 2 327
Insurance activities
The group's insurance activities are spread over various classes of general insurance.
Gross written Underwriting
premium result
R million R million
Accident and health 350 49
Alternative risk 1 953 15
Crop 1 044 251
Engineering 1 127 169
Guarantee 22 -
Liability 1 246 220
Miscellaneous 53 5
Motor 9 629 524
Property 6 552 221
Transportation 734 40
Total 22 710 1 494
Comprising:
Commercial insurance 12 298 1 177
Personal insurance 8 459 302
Alternative risk 1 953 15
Total 22 710 1 494
Investment activities
For detailed analysis of investment activities refer to notes 6 and 9.
5.3 Geographical analysis
Gross written premium Non-current assets
31 December 2015 31 December 2014 31 December 2015 31 December 2014
R million R million R million R million
South Africa 21 909 20 565 1 000 1 435
Rest of Africa (1, 2) 1 973 1 837 441 331
Southeast Asia, India, Middle East and China (1, 3) 437 308 733 599
Group total 24 319 22 710 2 174 2 365
(1) Includes gross written premium managed by specialist business and Santam Re.
(2) Includes gross written premium relating to Namibia of R1 056 million (Dec 2014: R1 055 million).
(3) Includes gross written premium relating to China of R140 million (Dec 2014: R88 million).
Audited at Audited at
31 December 31 December
2015 2014
R million R million
6. Financial assets and liabilities
Financial assets
The group's financial assets are summarised below by measurement category.
Financial assets at fair value through income 14 734 13 625
Loans and receivables 3 449 2 869
Total financial assets 18 183 16 494
Financial instruments measured at fair value on a recurring basis
The table below analyses financial instruments, carried at fair value through income, by valuation method. There were no significant changes in the valuation methods
applied since 31 December 2014. The different levels have been defined as follows:
- Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.
- Level 2: Input other than quoted prices included within level 1 that is observable for the asset or liability, either directly (that is, prices) or indirectly (that
is, derived from prices). Listed bonds that did not trade actively during a financial period are classified as level 2 financial instruments. The fair value
of level 2 instruments is predominantly determined using discounted cash flow models based on market observable input.
- Level 3: Input for the asset or liability that is not based on observable data (that is, unobservable input).
There were no transfers between level 1 and level 2 during the current year. In the prior year, holdings in securities and other financial instruments of African
Bank Investments Ltd and African Bank Ltd were transferred to level 3 subsequent to these companies being placed into curatorship and the suspension of these
securities by the JSE Ltd.
All derivative instruments are classified as investments held for trading. The rest of the investment portfolio is designated as financial assets at fair value
through income based on the principle that the entire portfolio is managed on a fair value basis and reported as such to the investment committee.
31 December 2015
Level 1 Level 2 Level 3 Total
Financial assets at fair value through income R million R million R million R million
Equity securities
Quoted
Listed 1 643 - - 1 643
Unitised funds - 66 - 66
Irredeemable preference shares 2 - - 2
Unquoted - - 1 019 1 019
Total equity securities 1 645 66 1 019 2 730
Debt securities
Quoted
Government and other bonds 1 378 1 122 36 2 536
Collateralised securities - 190 - 190
Redeemable preference shares - 214 - 214
Money market instruments > 1 year - 1 799 - 1 799
Unquoted
Government and other bonds - 132 - 132
Money market instruments > 1 year - 4 459 - 4 459
Redeemable preference shares - 101 29 130
Equity-linked notes - 261 - 261
Total debt securities 1 378 8 278 65 9 721
Derivative instruments
Exchange traded futures - 2 - 2
Total derivative instruments - 2 - 2
Short-term money market instruments - 2 237 44 2 281
Total financial assets at fair value through income 3 023 10 583 1 128 14 734
Financial liabilities at fair value through income
Debt securities 998 - - 998
Investment contracts - 70 - 70
Derivative instruments
Interest rate swaps - - 1 1
Total derivative instruments - - 1 1
Total financial liabilities at fair value through income 998 70 1 1 069
31 December 2014
Level 1 Level 2 Level 3 Total
R million R million R million R million
Financial assets at fair value through income
Equity securities
Quoted
Listed 2 999 - - 2 999
Unitised funds - 75 - 75
Irredeemable preference shares 2 - - 2
Unquoted - - 820 820
Total equity securities 3 001 75 820 3 896
Debt securities
Quoted
Government and other bonds 1 250 492 13 1 755
Collateralised securities - 152 - 152
Redeemable preference shares - 250 - 250
Money market instruments > 1 year - 1 436 15 1 451
Unquoted
Government and other bonds - 24 - 24
Money market instruments > 1 year - 4 127 - 4 127
Redeemable preference shares - 50 28 78
Total debt securities 1 250 6 531 56 7 837
Short-term money market instruments - 1 854 38 1 892
Total financial assets at fair value through income 4 251 8 460 914 13 625
Financial liabilities at fair value through income
Debt securities 1 023 - - 1 023
Investment contracts - 105 - 105
Total financial liabilities at fair value through income 1 023 105 - 1 128
The following tables present the changes in level 3 instruments:
31 December 2015 Short-term
Equity Debt money market
securities securities instruments Derivatives Total
R million R million R million R million R million
Opening balance 820 56 38 - 914
Acquisitions 51 - 1 - 52
Disposals/settlements (5) - (2) - (7)
Transfers between asset classes - (4) 4 - -
Gains/(losses) recognised in profit or loss 153 13 3 (1) 168
Closing balance 1 019 65 44 (1) 1 127
31 December 2014
Opening balance 529 23 - (203) 349
Acquisitions 186 - - - 186
Disposals/settlements - - - 297 297
Gains/(losses) recognised in profit or loss 105 6 - (94) 17
Transfer from level 1 and/or level 2 - 27 38 - 65
Closing balance 820 56 38 - 914
The investments in Cardrow Insurance Ltd (Cardrow) and Beech Hill Insurance Ltd (Beech Hill) are classified as held for sale (refer to note 8). The investment in
Cardrow had an opening balance of R308 million (Dec 2014: R299 million) with exchange gains of R82 million (Dec 2014: R8 million) and fair value gains of Rnil
(Dec 2014: R1 million) during the year. The closing balance at 31 December 2015 amounted to R390 million (Dec 2014: R308 million). The investment in Beech Hill
had an opening balance of R120 million (Dec 2014: R116 million) with exchange gains of R31 million (Dec 2014: R4 million) during the year. The closing balance at
31 December 2015 amounted to R151 million (Dec 2014: R120 million).
The unquoted equity instruments recognised as level 3 instruments consist mainly of the participation target shares issued by Sanlam Emerging Markets (Pty) Ltd
(SEM). Of the R153 million (Dec 2014: R105 million) gain recognised on equity securities, R152 million (Dec 2014: R93 million) relates to the SEM target shares, of
which R105 million (Dec 2014: R22 million) relates to foreign exchange gains, and R47 million (Dec 2014: R71 million) to an increase in fair value.
The fair value of the SEM target shares is determined using discounted cash flow models. The most significant assumptions used in these models are the discount rate,
exchange rate and net insurance margin expectations. Should the discount rates increase or decrease by 10%, the cumulative value of the most significant target
shares would decrease by R114 million (Dec 2014: R102 million) or increase by R172 million (Dec 2014: R156 million), respectively. If exchange rates increase or
decrease by 10%, the cumulative fair values will increase or decrease by R73 million (Dec 2014: R60 million). Should the net insurance margin profile (projected over
a period of 10 years) increase or decrease by 10%, the cumulative fair values will increase by R79 million (Dec 2014: R73 million) or decrease by R78 million
(Dec 2014: R74 million), respectively. Another assumption applied in the valuation model is that relating to terminal growth. For the purpose of this assumption,
market expectations of nominal GDP growth have been utilised.
A 10% decrease or increase in the discount rate applied to the net asset values and/or the valuation multiples of the remaining unquoted equities held by the group
would decrease or increase the market value by R6 million (Dec 2014: Rnil). A 10% increase or decrease in foreign exchange rates would increase or decrease the
market value of the unquoted equities by R39 million.
The interest rate derivatives represent the fair value of interest rate swaps effected on a total of R100 million (Dec 2014: R106 million) of fixed interest
securities held in the investment portfolio underlining the subordinated callable note. The interest rate swaps have the effect of swapping a variable interest rate
for a fixed interest rate on these assets to eliminate interest rate risk on assets supporting the bond liability. The derivatives mature on 12 June 2017.
During 2007, the company issued unsecured subordinated callable notes to the value of R1 billion in two tranches. The fixed effective rate for the R600 million issue
was 8.6% and 9.6% for the second tranche of R400 million, representing the R203 companion bond plus an appropriate credit spread at the time of the issues. The fixed
coupon rate, based on the nominal value of the issues, amounts to 8.25% and for both tranches the optional redemption date is 15 September 2017. Between the optional
redemption date and final maturity date of 15 September 2022, a variable interest rate (JIBAR-based plus additional margin) will apply.
Per the conditions set by the Regulator, Santam is required to maintain liquid assets equal to the value of the callable notes until maturity. The callable notes are
therefore measured at fair value to minimise undue volatility in the statement of comprehensive income.
During the first half of 2013, Santam entered into three derivative fence structures between 28 March 2013 and 8 May 2013 covering equities to the value of
R2 billion. All three tranches had downside protection of 10% with upside participation of 9.7%, 9.6% and 9.5%, respectively. The implementation levels were 7593
(SWIX 40 index), 7515 and 7694, respectively. A negative fair value of R204 million was recorded as at 31 December 2013 and a further loss of R93 million was incurred
during the six months to 30 June 2014. The final tranche expired in May 2014 and the hedge was not renewed.
In February 2015, a zero cost fence structure was entered into based on the SWIX 40, providing 10% downside protection from the implementation level of 10 443, with
upside participation (excluding dividends) of 10.9%. The structure matured on 17 December 2015 and was not renewed.
On 24 November 2015 Santam and Sanlam jointly announced that they entered into an agreement to acquire 30% of the share capital of Saham Finances. The transaction is
expected to be finalised during the first quarter of 2016. Santam's portion of the acquisition price, including transaction costs, is US$100 million. A cash flow hedge
was implemented on 24 November 2015 to cover Santam's foreign currency exposure by designating US dollar-denominated cash balances held to the value of US$100 million
to this transaction. The impact of this was that foreign currency gains recognised on the designated cash balances since the implementation date amounting to
R134 million were recognised in other comprehensive income as a hedging reserve.
Audited at Audited at
31 December 2015 31 December 2014
R million R million
7. Insurance liabilities and reinsurance assets
Gross insurance liabilities
Long-term insurance contracts
- claims reported and loss adjustment expenses 6 13
- claims incurred but not reported 30 25
General insurance contracts
- claims reported and loss adjustment expenses 6 273 6 227
- claims incurred but not reported 1 567 1 515
- unearned premiums 4 788 4 262
Total gross insurance liabilities 12 664 12 042
Non-current liabilities 1 525 1 528
Current liabilities 11 139 10 514
Recoverable from reinsurers
Long-term insurance contracts
- claims reported and loss adjustment expenses 3 6
- claims incurred but not reported 7 5
General insurance contracts
- claims reported and loss adjustment expenses 2 220 2 266
- claims incurred but not reported 272 237
- unearned premiums 1 176 1 002
Total reinsurers' share of insurance liabilities 3 678 3 516
Non-current assets 164 144
Current assets 3 514 3 372
Net insurance liabilities
Long-term insurance contracts
- claims reported and loss adjustment expenses 3 7
- claims incurred but not reported 23 20
General insurance contracts
- claims reported and loss adjustment expenses 4 053 3 961
- claims incurred but not reported 1 295 1 278
- unearned premiums 3 612 3 260
Total net insurance liabilities 8 986 8 526
8. Non-current assets held for sale
Santam Ltd initially set up the Santam International group in 2002 to facilitate the expansion into Europe. Santam International Ltd (Santam International) directly
and indirectly held three subsidiaries called Santam UK Ltd, Westminster Motor Insurance Agency Ltd (WMIA) and Santam Europe Ltd (Europe). The holdings in WMIA and
Europe were sold in 2008 and Santam International only retained deferred conditional rights relating to the sale contracts. WMIA and Europe were renamed subsequent
to the sale to Cardrow Insurance Ltd (Cardrow) and Beech Hill Insurance Ltd (Beech Hill), respectively.
Santam Ltd will realise the deferred conditional rights relating to Cardrow and Beech Hill as and when they become unconditional and therefore these assets have been
recognised as held for sale in the group as at 31 December 2014 and 2015. During the last quarter of 2015, the final agreements have been signed to commence the
realisation of the deferred conditional rights.
Once the assets have been realised, management will commence a process to unwind the Santam International group. The completion of the unwinding process is subject
to regulatory approval.
Audited at Audited at
31 December 2015 31 December 2014
R million R million
Assets that are classified as held for sale
Financial assets at fair value through income
Equity securities 390 308
Loans and receivables including insurance receivables 151 120
541 428
In accordance with IFRS 5, the assets held for sale were recognised at their fair value less costs to sell. This is a non-recurring fair value based on the net asset
value of the business and related costs that will be incurred in order to conclude the unwinding process. It was therefore also recognised within level 3 of the fair
value hierarchy (see note 6).
Audited Audited
Year ended Year ended
31 December 2015 31 December 2014
R million R million
9. Investment income and net gains/(losses) on financial assets and liabilities
Investment income 1 210 807
Dividend income 119 127
Interest income 729 609
Foreign exchange differences 362 71
Net gains/(losses) on financial assets and liabilities at fair value through income 235 286
Net realised gains on financial assets 1 010 481
Net fair value losses on financial assets designated as at fair value through income (850) (79)
Net fair value losses on financial assets held for sale - (3)
Net realised/fair value gains/(losses) on derivative instruments 43 (93)
Net fair value gains/(losses) on short-term money market instruments 7 (18)
Net fair value gains/(losses) on financial liabilities designated as at fair value through income 25 (2)
Net fair value gains/(losses) on debt securities 25 (2)
1 445 1 093
Audited Audited
Year ended Year ended
31 December 2015 31 December 2014
R million R million
10. Income tax
Normal taxation
Current year 1 077 684
Prior year 24 -
Recovered from cell owners (67) (77)
Foreign taxation - current year 57 43
Total income taxation for the year 1 091 650
Deferred taxation
Current year (170) 13
Prior year (13) -
Recovered from cell owners - (3)
Total deferred taxation for the year (183) 10
Total taxation as per statement of comprehensive income 908 660
Reconciliation of taxation rate (%)
Normal South African taxation rate 28.0 28.0
Adjusted for:
Disallowable expenses 0.7 1.9
Foreign tax differential 0.2 0.3
Exempt income (1.2) (1.6)
Investment results (0.9) (0.6)
Income from associates (1.0) (0.7)
Previous years' underprovision 0.3 -
Other permanent differences 0.7 1.0
Other taxes 0.1 0.1
Net (reduction)/increase (1.1) 0.4
Effective rate (%) 26.9 28.4
11. Corporate transactions
2015
Disposals
Indwe Broker Holdings Group (Pty) Ltd
On 31 December 2015, Santam Ltd, as well as Swanvest 120 (Pty) Ltd, Main Street 409 (Pty) Ltd and Thebe Risk Services Holdings (Pty) Ltd (all wholly-owned
subsidiaries of Santam Ltd) sold 26.34%, 13.82%, 16.8% and 19.04% respectively of their shareholding in Indwe Broker Holdings Group (Pty) Ltd to Sanlam Life
Insurance Ltd (25%) and African Rainbow Capital (Pty) Ltd (51%) for R208 million in total. The net profit realised was R15 million and capital gains tax of
R5 million was recognised. The remaining 24%, held by Swanvest 120 (Pty) Ltd, was classified as a joint venture and remeasured to fair value, resulting in a
gain of R3 million (included in the profit on sale).
Details of the assets and liabilities disposed of are as follows: R million
Property and equipment 23
Intangible assets 223
Deferred taxation 5
Loans and receivables 6
Cash and cash equivalents 183
Provisions for other liabilities and charges (1)
Trade and other payables (170)
Current income tax liabilities (10)
Net asset value disposed of 259
Profit on sale 15
Less: Fair value of remaining investment (66)
Less: Purchase price receivable (208)
Purchase consideration received -
Credit Guarantee Insurance Corporation of Africa Ltd
On 9 October 2015, Santam Ltd sold its 33.6% shareholding in Credit Guarantee Insurance Corporation of Africa Ltd for R602 million. The net profit realised was
R392 million and capital gains tax of R91 million was recognised.
Censeo (Pty) Ltd
On 31 May 2015, Swanvest 120 (Pty) Ltd sold its 37.5% shareholding in Censeo (Pty) Ltd for R23 million. The net profit realised was R21 million and capital gains tax
of R4 million was recognised.
2014
Additions
Brolink (Pty) Ltd and H & L Underwriting Managers (Pty) Ltd
During 2014, Swanvest 120 (Pty) Ltd, a wholly-owned subsidiary of Santam Ltd, acquired the remaining 70% of the H & L Underwriting Managers (Pty) Ltd shareholding
and 100% of Brolink (Pty) Ltd (Brolink). The purchase price for these transactions amounted to R28 million. The goodwill of R25 million arises from a number of
factors such as obtaining economies of scale and unrecognised assets such as the workforce. Key business relationships of R15 million, brandname of R1 million and an
additional deferred tax liability of R4 million were also recognised on acquisition.
Details of the assets and liabilities acquired at fair value are as follows: R million
Intangible assets 16
Loans and receivables 8
Cash and cash equivalents 3
Deferred taxation (4)
Trade and other payables (10)
Net asset value acquired 13
Goodwill 25
Less: Deferred purchase consideration* (10)
Purchase consideration paid 28
* Amount is variable and will be impacted by returns achieved until February 2016 and August 2017.
Audited at Audited at
31 December 2015 31 December 2014
Goodwill reconciliation R million R million
Opening balance 833 871
Acquisitions - 34
Impairment (47) (72)
Disposal of subsidiary (188) -
Closing balance 598 833
Audited Audited
Year ended Year ended
31 December 2015 31 December 2014
12. Earnings per share
Basic earnings per share
Profit attributable to the company's equity holders (R million) 2 348 1 579
Weighted average number of ordinary shares in issue (million) 112.34 114.26
Earnings per share (cents) 2 090 1 382
Diluted earnings per share
Profit attributable to the company's equity holders (R million) 2 348 1 579
Weighted average number of ordinary shares in issue (million) 112.34 114.26
Adjusted for share options 1.38 0.83
Weighted average number of ordinary shares for diluted earnings per share (million) 113.72 115.09
Diluted basic earnings per share (cents) 2 065 1 372
Headline earnings per share
Profit attributable to the company's equity holders (R million) 2 348 1 579
Adjusted for:
Impairment of goodwill and other intangible assets 52 72
Profit on sale of subsidiary (15) -
Tax charge on profit on sale of subsidiary 5 -
Profit on sale of associated companies (413) -
Tax charge on profit on sale of associated companies 95 -
Headline earnings (R million) 2 072 1 651
Weighted average number of ordinary shares in issue (million) 112.34 114.26
Headline earnings per share (cents) 1 844 1 446
Diluted headline earnings per share
Headline earnings (R million) 2 072 1 651
Weighted average number of ordinary shares for diluted headline earnings per share (million) 113.72 115.09
Diluted headline earnings per share (cents) 1 822 1 435
13. Dividend per share
Dividend per share (cents) 816 742
14. Broad-based black economic empowerment (BBBEE)
In May 2007, Central Plaza Investments 112 (Pty) Ltd acquired 10% of Santam's shares with the following beneficiaries:
- Emthunzini Black Economic Empowerment Staff Trust
- Emthunzini Black Economic Empowerment Business Partners Trust
- Emthunzini Broad-based Black Economic Empowerment Community Trust
The scheme matured in February 2015. Of the shares held by Central Plaza Investments 112 (Pty) Ltd, Santam repurchased 38% of the shares (4 215 000 shares at a
price of R190 per share for a total consideration of R801 million) and 24% were sold in the market through a successful bookbuild during the unwinding process,
and the balance distributed to participants.
The consequent distribution of Santam shares and cash valued at R1.1 billion to the beneficiaries started in September 2015 with R530 million allocated to close
to 2 400 Santam and Sanlam employees. Santam shares and cash to the value of R330 million were distributed to 68 black business partners, while the Emthunzini
Community Trust received Santam shares and cash to the value of R275 million. The unwinding of the scheme had a minimal impact on Santam's black ownership status.
The Emthunzini Black Economic Empowerment Staff Trust is also under the control of Santam Ltd since the unwinding of Central Plaza and is therefore consolidated as
at 31 December 2015. The net impact of the inclusion of the staff trust is an increase in cash of R132 million, the recognition of the capital contribution
reserve of R9 million and an increase of 684 482 in treasury shares.
15. Events after the reporting period
Santam Ltd established a new R4 billion unsecured subordinated callable note programme on 29 February 2016 and intends to issue notes under the programme of up to
R1 billion in April 2016.
There have been no other material changes in the affairs or financial position of the company and its subsidiaries since the statement of financial position date.
Non-executive directors
CB Booth, B Campbell, MD Dunn, MP Fandeso, BTPKM Gamedze, GG Gelink (chairman), IM Kirk, MLD Marole, JP Moller, T Nyoka (nee Fubu), MJ Reyneke
Executive directors
L Lambrechts (chief executive officer), HD Nel (chief financial officer), Y Ramiah
Company secretary
M Allie
Transfer secretaries
Computershare Investor Services (Pty) Ltd
70 Marshall Street, Johannesburg 2001
PO Box 61051, Marshalltown 2107
Tel: 011 370 5000
Fax: 011 688 7721
www.computershare.com
Santam head office and registered address
1 Sportica Crescent
Tyger Valley
Bellville 7530
PO Box 3881, Tyger Valley 7536
Tel: 021 915 7000
Fax: 021 914 0700
www.santam.co.za
Sponsor
Investec Bank Ltd
Santam is an authorised financial services provider (licence number 3416).
Date: 02/03/2016 03:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
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