JSE LIMITED - JSE Limited unreviewed condensed consolidated interim financial statements for the six months ended 30 June 2018

Release Date: 02/08/2018 14:34
Code(s): JSE
 
Wrap Text
JSE Limited unreviewed condensed consolidated interim financial statements for the six months ended 30 June 2018

JSE Limited
(Incorporated in the Republic of South Africa) 
Registration number: 2005/022939/06
ISIN: ZAE000079711
Share code: JSE

INTERIM RESULTS
FOR THE SIX MONTHS ENDED 30 JUNE 2018

JSE LIMITED UNREVIEWED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS FOR
THE SIX MONTHS ENDED 30 JUNE 2018

Responsibility for interim results

The condensed consolidated interim financial statements of the JSE Limited (the "JSE", the "Company" or the "Group") have been prepared
in accordance with all the applicable requirements of the Companies Act, 71 of 2008, under the supervision of the chief financial officer,
Aarti Takoordeen CA(SA). No review has been performed by the Group's independent auditors; instead they performed agreed-upon procedures
on the long-term incentive scheme and disclosures in these interim financial statements, since the Group Audit Committee regards this type of
engagement as more appropriate. The performance of the agreed-upon procedures by the Group's independent auditors resulted in no findings
that the Group Audit Committee considers material. The directors take full responsibility for the preparation of this report.

Commentary

Revenue performance in the first quarter was strong, but the slow-down in volatility in the second quarter trimmed gains. Increased activity in
all of our markets translated into operating revenue increasing by 7% (H1 2017: down 8%) to R1.2 billion (H1 2017: R1.1 billion). Our continued
focus on cost control and a one-off tax credit of R31 million (R26 million tax and R5 million related interest) resulted in the JSE's earnings after
tax increasing by 34% to R561 million (H1 2017: R419 million). Costs are down by 5% (H1 2017: up 1%) to R613 million (H1 2017: R644 million).

Group earnings before interest and tax (EBIT) are up by 29% to R582 million (H1 2017: R453 million). Earnings per share (EPS) increased by 33% to
654.7c (H1 2017: 490.9c) and headline earnings per share (HEPS) increased by 34% to 654.6c (H1 2017: 488.9c).

Operating revenue

Operating revenue increased by 7% (H1 2017: down 8%) to R1.2 billion (H1 2017: R1.1 billion). The following contributions to revenue are noteworthy:
- Primary Market revenue is flat at R82 million. There were ten new Equity Market listings in the first half (H1 2017: 8), but this was largely offset
  by a decline in additional capital raised.
- Capital Markets:
   -  Cash Equities Market revenue rose by 12% to R277 million owing to the 11% increase in billable value traded and the increase in the effective
      price as a result of the trade sizes executed by members;
   -  Equity Derivatives Market revenue decreased by 10% to R75 million. Value traded was up by 4% however, this was offset by a greater
      percentage of trades executed at lower price ranges;
   -  Currency Derivatives Market revenue decreased by 2% to R23 million. Contracts traded increased by 7%. However, the growth was offset
      by a decline in the effective rate as a result of the trade sizes executed by members;
   -  Commodity Derivatives Market revenue increased by 18% to R37 million owing to an 11% increase in the number of contracts traded as
      well as annual price increases. Spread trading activity picked up in the first half of 2018 on the back of large carry-over stock from the
      previous season;
   -  Interest Rate Market:
       - Bond Market revenue rose by 11% to R23 million owing to a 13% increase in bond nominal value traded;
       - Interest Rate Derivatives Market revenue grew by 14% to R3 million owing to an increase in the number of contracts traded (up 26%);
- Post-Trade Services:
   - Equity clearing and settlement revenue increased by 13% to R211 million following the 11% increase in billable value traded in the
     Equity Market;
   - BDA revenue declined by 2% to R147 million because the number of transactions declined by 5%. This was somewhat offset by a higher
      pricing mix; and
- Information Services revenue increased by 7% to R134 million, largely owing to an increase in the use of existing products and some new business.

Other income

Other income increased by R28 million to R42 million. Revenue growth was positively impacted by a forex gain of R17 million (2017: R7 million forex
loss) on foreign denominated assets. The JSE holds USD12 million in cash (2017: USD14 million).

Operating expenditure

The Group is tracking on target to deliver the committed R170 million cost savings by end 2019.
Of the R613 million in operating expenses, personnel expenses decreased by R43 million, down 17%, to R202 million (H1 2017: R245 million).
This is largely made up as follows:
- Gross remuneration which decreased by 19% as a result of the 22% lower average headcount. Our exit headcount on 30 June was 362 (H1 2017: 454).
  This contributed -12 percentage points.
- The long-term incentive scheme (LTIS 2010) charges which decreased by R16 million to R10 million (2017: R26 million) owing to timing differences in
  vesting (-R9 million) and a higher proportion of LTIS vesting in the prior year (-R7m). This contributed -6 percentage points.

Technology costs declined by R13 million, down 10%, to R116 million (H1 2017: R129 million), primarily due to cost optimisation initiatives.
Depreciation decreased by R4 million, down 7%, to R54 million (H1 2017: R58 million), largely owing to the net effect of fully depreciated assets.
General expenses rose by R29 million, up 14%, to R241 million (H1 2017: R212 million). This is largely made up as follows:
- Growth in expenses of R8 million mostly related to Strate ad valorem which is fully offset by revenue.
- Increased Internal audit and compliance spend of R7 million as part of an enhanced co-sourced engagement model.

Strong balance sheet

The Group cash balance is strong, at R2.4 billion. Group capital expenditure on various strategic initiatives was R42 million. All currently planned
investments and capital requirements for 2018 can be funded from the Group's own resources.

Regulation

The Group holds sufficient capital to meet its regulatory requirements. However, we adopt a more prudent approach and hold further
economic capital.

Strategic focus

We are delighted to have launched the pilot phase of the electronic trading platform (ETP) for government bonds with National Treasury and the
Primary Dealers on 18 July 2018.

A tiered billing model for the Cash Equities Market was introduced with effect from 30 July 2018. This decision follows extensive formal consultation
with members, several rounds of internal reviews and global benchmarking exercises. Each of these steps resulting in more favourable pricing for
the market as a whole.

Our focus for the second half of 2018 remains on projects designed to strengthen the delivery of the JSE's strategic vision and our long-term growth
strategy so that we are able to better service our clients. In particular, we are coming to the closing stages of our Integrated Trading and Clearing
(ITaC) project 1b and c. This will provide clients with robust trading and clearing technology in our equity derivatives and currency markets and 
introduce more sophisticated trading and risk management functionality, enabling us over time to reduce the cost of transacting in those markets.

Prospects
We are clear about our 2018 priorities and hence what we need to do to deliver a better service to our clients and to grow this business sustainably.
The JSE is a largely fixed-cost business. Therefore we will maintain our focus on costs, while making the necessary capital investments in areas that
will enhance the Group's service offering and sustainability.

Our revenues are variable and largely driven by activity on the various markets that we operate. For this reason, the Board makes no projections
regarding the Group's financial performance in 2018.

Changes to the Board of directors and executive committee
During 2018, the following changes were made to the Board:
- At the annual general meeting (AGM) held on 17 May 2018: Anton Botha, Andile Mazwai and Nomavuso Mnxasana, independent non-executive
  directors, retired.
- Nigel Payne will step down from the Board as a non-executive director with effect from 3 August 2018, following his appointment as chairman
  of Strate (Pty) Limited.
- Barend Johannes (Ben) Kruger joined the Board as a non-executive director with effect from 1 June 2018.

The following changes were made to the executive committee:
- Mark Randall was appointed to the executive committee as director of Information Services effective from 1 July 2018.
- Tshwantsho Matsena resigned from the executive committee as chief information officer (CIO) effective from 31 August 2018. Len de Villiers
  joined the JSE as interim CIO on 1 July and has been appointed in this role until end-December 2018, by which date we plan to have a permanent
  CIO in place.

Directors' responsibility statement
The directors are responsible for the preparation and presentation of these interim financial statements in accordance with International Financial
Reporting Standard IAS 34, Interim Financial Reporting; the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee;
the Financial Pronouncements as issued by the Financial Reporting Standards Council; and the requirements of the Companies Act of South Africa.
The directors are also responsible for such internal control as the directors determine is necessary to enable the preparation of interim financial
statements that are free from material misstatement, whether owing to fraud or error.

Approval of financial statements
The unreviewed condensed consolidated interim financial statements were approved by the Board of directors on 2 August 2017 and are signed
on its behalf by:

N Nyembezi
Chairman

N Newton-King
Chief Executive Officer

Consolidated statement of comprehensive income
for the six months ended 30 June 2018
                                                                         
                                                                                                    Group
                                                                                      Six months ended                Year ended
                                                                                 30 June 2018     30 June 2017  31 December 2017
                                                                                                                       (audited)
                                                                         Notes          R'000            R'000             R'000

Revenue                                                                      8      1 152 811        1 079 332         2 229 046
Other income                                                                           42 310           17 911            52 359
Personnel expenses                                                           9      (201 996)        (244 668)         (549 062)
Other expenses                                                              10      (411 205)        (399 714)         (848 034)
Profit from operating activities                                                      581 920          452 861           884 309
Finance income                                                                      1 347 619        1 653 119         3 245 797
Finance costs                                                                     (1 225 896)      (1 541 781)       (3 012 846)
Net finance income                                                                    121 723          111 338           232 951
Share of profit from associate (net of income tax)                                     28 538           20 500            34 644
Profit before income tax                                                              732 181          584 699         1 151 904
Income tax expense                                                          11      (171 467)        (165 265)         (316 396)
Profit for the period                                                                 560 714          419 434           835 508
Other comprehensive income
Items that are or may be reclassified to profit or loss
Net change in fair value of available-for-sale financial assets                              -           8 298            23 028
Net change in fair value of available-for-sale financial assets recycled
to profit or loss                                                                            -         (1 722)          (12 249)
Change in financial instruments at fair value through other
comprehensive income                                                                    15 185               -                 -
Other comprehensive income for the year, net of income tax                             15 185            6 576            10 779
Total comprehensive income for the period                                             575 899          426 010           846 287
Earnings per share
Basic earnings per share (cents)                                           12.1         654.7            490.9             977.4
Diluted earnings per share (cents)                                         12.2         650.7            487.7             970.6
Other earnings
Headline earnings per share (cents)                                        12.3         654.6            488.9             996.6
Diluted headline earnings per share (cents)                                12.4         650.6            485.7             989.7

The other comprehensive income comprises of the following for the period:
(i) Balance not to be reclassified to profit and loss R15 million.
(ii) Balance that will be reclassified to profit and loss R0.2 million.

Consolidated statement of financial position
as at 30 June 2018

                                                                                                    Group
                                                                                           As at                           As at
                                                                                30 June 2018       30 June 2017 31 December 2017
                                                                                                                       (audited)
                                                                       Notes          R'000              R'000             R'000
Assets
Non-current assets                                                                 1 330 311         1 274 786         1 315 826
Property and equipment                                                               162 165           194 858           186 730
Intangible assets                                                         13         502 438           464 388           486 808
Investment in associate                                                              242 525           218 678           232 822
Other investments                                                         18         329 637           295 864           316 400
Loan to the JSE Empowerment Fund Trust                                                25 984            25 924            25 154
Deferred taxation                                                                     67 562            75 074            67 912
Current assets                                                                    37 639 208        44 451 229        37 372 143
Trade and other receivables                                                          509 317           541 920           495 105
Income tax receivable                                                                  1 418               852               622
JSE Clear Derivatives Default Fund collateral deposit                                500 000           500 000           500 000
Margin deposits                                                                   33 640 882        41 423 502        33 933 761
Collateral deposits                                                                  634 648               920            65 191
Cash and cash equivalents                                                          2 352 943         1 984 035         2 377 464

Total assets                                                                      38 969 519        45 726 015        38 687 969
Equity and liabilities
Total equity                                                                       3 689 282         3 184 658         3 626 381
Stated capital                                                                        14 017          (23 896)            11 614
Reserves                                                                  15         539 450           511 473           513 272
Retained earnings                                                                  3 135 815         2 697 081         3 101 495
Non-current liabilities                                                              134 213           136 454           139 444
Employee benefits                                                                          -             9 149             9 844
Due to Safex members                                                                  1 347              1 347             1 347
Deferred taxation                                                                    20 787             15 210            16 087
Operating lease liability                                                           106 170            100 994           104 084
Deferred income                                                                       5 909              9 754             8 082
Current liabilities                                                               35 146 024        42 404 903        34 922 144
Trade and other payables                                                             406 462           478 447           395 514
Income tax payable                                                                        89            38 240             9 294
Employee benefits                                                                     63 943            63 794           118 384
JSE Clear Derivatives Default Fund collateral contribution                           400 000           400 000          400 000
Margin deposits                                                                   33 640 882        41 423 502        33 933 761
Collateral deposits                                                                  634 648               920            65 191

Total equity and liabilities                                                      38 969 519        45 726 015        38 687 969

Consolidated statement of changes in equity
for the six months ended 30 June 2018

                                                                                                            Share-
                                                                                                             based
                                                                        Stated                            payments             Total         Retained            Total
                                                                        capital               NDR          reserve          reserves         earnings           equity
Group                                                                    R'000              R'000            R'000             R'000            R'000            R'000
Balance at 1 January 2017                                               26 693            415 924           59 776           475 700        2 767 138        3 269 531
Profit for the period                                                         -                 -                -                 -          419 434          419 434
Other comprehensive income                                                    -             6 576                -             6 576                -            6 576
Total comprehensive income for the period                                     -             6 576                -             6 576          419 434          426 010
Distribution from the JSE Debt Guarantee
Fund Trust1                                                                   -           (2 250)                -           (2 250)            2 250                -
Dividends paid to owners                                                      -                 -                -                 -        (486 456)        (486 456)
Equity-settled share-based payments                                           -                 -           26 162            26 162                -           26 162
Transfer of profit from investor protection funds                             -             5 285                -             5 285          (5 285)                -
Treasury shares                                                        (50 482)                 -                -                 -                -         (50 482)
Treasury shares - share issue costs                                       (107)                 -                -                 -                -            (107)
Total contributions by and distributions to owners
of the Company recognised directly in equity                           (50 589)             3 035           26 162            29 197        (489 491)        (510 883)
Balance at 30 June 2017                                                (23 896)           425 535           85 938           511 473        2 697 081        3 184 658
Profit for the period                                                         -                 -                -                 -          416 074          416 074
Other comprehensive income                                                    -             4 203                -             4 203                -            4 203
Total comprehensive income for the period                                     -             4 203                -             4 203          416 074          420 277
LTIS Allocation 4 - shares vested                                       15 565                  -         (15 565)          (15 565)                -                -
LTIS Allocation 5 - shares vested                                       20 065                  -         (20 065)          (20 065)                -                -
Distribution from the JSE Debt Guarantee
Fund Trust1                                                                   -           (2 234)                -           (2 234)            2 234                -
Dividends paid to owners                                                      -                 -                -                 -                -                -
Equity-settled share-based payments                                           -                 -           21 566            21 566                -           21 566
Transfer of profit from investor protection funds                             -            13 894                -            13 894         (13 894)                -
Treasury shares                                                             (8)                 -                -                 -                -              (8)
Treasury shares - share issue costs                                       (112)                 -                -                 -                -            (112)
Total contributions by and distributions to owners
of the Company recognised directly in equity                             35 510            11 660         (14 064)           (2 404)         (11 660)           21 446
Balance at 31 December 2017                                              11 614           441 398           71 874           513 272        3 101 495        3 626 381
Profit for the period                                                         -                 -                -                 -          560 714          560 714
Other comprehensive income                                                    -            15 185                -            15 185                -           15 185
Total comprehensive income for the period                                     -            15 185                -            15 185          560 714          575 899
Distribution from the JSE Debt Guarantee
Fund Trust1                                                                   -           (2 169)                -           (2 169)            2 169                -
Dividends paid to owners                                                      -                 -                -                 -        (524 999)        (524 999)
Equity-settled share-based payment                                            -                 -            9 598             9 598                -            9 598
Transfer of profit from investor protection funds                             -             3 564                -             3 564          (3 564)                -
Treasury shares                                                           2 418                 -                -                 -                -            2 418
Treasury shares - share issue costs                                        (15)                 -                -                 -                -             (15)
Total contributions by and distributions to owners
of the Company recognised directly in equity                              2 403             1 395            9 598            10 993        (526 394)        (512 998)
Balance at 30 June 2018                                                  14 017           457 978           81 472           539 450        3 135 815        3 689 282
Note                                                                         16                15               15

  (1)The JSE Debt Guarantee Fund Trust Deed makes specific provision for the utilisation of excess funds for the purpose of reducing the risk of claims being made against
     the Trust. To this effect, R2.2 million (December 2017: R4.5 million) (June 2017: R2.3 million) before intercompany adjustments was transferred to the JSE Limited for
     the defrayment of market regulatory expenditure.

Consolidated statement of cash flows
for the six months ended 30 June 2018

                                                                                                                  Group
                                                                                                    Six months ended                Year ended
                                                                                               30 June 2018      30 June 2017 31 December 2017
                                                                                                                                     (audited)
                                                                                                      R'000             R'000            R'000
Cash flows from operating activities
Cash generated by operations                                                                        588 689           480 538          998 367
Finance income                                                                                    1 357 826         1 688 130        3 326 655
Finance costs                                                                                   (1 260 417)       (1 555 445)      (3 053 521)
Dividends received                                                                                    2 472             1 601            3 696
Taxation paid                                                                                     (166 516)         (126 865)        (298 673)
Net cash generated by operating activities                                                          522 054           487 959          976 524
Cash flows from investing activities
Proceeds on sale of other investments                                                                15 158            19 249           30 296
Acquisition of other investments                                                                   (13 155)          (13 344)         (30 197)
Dividends from associate                                                                             18 834            24 972           24 972
Proceeds from disposal of property and equipment                                                        123                 -              150
Leasehold improvements                                                                                    -           (1 064)          (1 683)
Acquisition of intangible assets                                                                   (41 630)          (44 928)        (115 958)
Acquisition of property and equipment                                                               (3 309)          (46 547)         (64 259)
Net cash used in investing activities                                                              (23 979)          (61 662)        (156 679)
Cash flows from financing activities
Acquisition of treasury shares                                                                         (33)          (50 590)         (50 709)
Proceeds from sale of treasury shares                                                                 2 436                 -                -
Dividends paid                                                                                    (524 999)         (486 456)        (486 456)
Net cash used in financing activities                                                             (522 596)         (537 046)        (537 165)
Net (decrease)/increase in cash and cash equivalents                                               (24 521)         (110 749)          282 680
Cash and cash equivalents at 1 January                                                            2 377 464         2 094 784        2 094 784
Cash and cash equivalents at end of period                                                        2 352 943         1 984 035        2 377 464

Notes to the condensed consolidated interim financial statements
For the six months ended 30 June 2018


1.    Reporting entity
      JSE Limited (the "JSE" or the "Company") is a company domiciled in South Africa. The registration number is 2005/022939/06. The JSE
      is licensed as an exchange in terms of the Financial Markets Act, 19 of 2012. The JSE has the following main lines of business: Capital
      Markets, Post-Trade Services and Information Services. The address of the Company's registered office is One Exchange Square, 2 Gwen
      Lane, Sandown. The condensed consolidated interim financial statements of the Company as at and for the six months ended 30 June 2018
      comprise the Company and its subsidiaries and controlled structured entities (collectively referred to as the "Group" and individually as
      "Group entities") and reflect the Group's interest in associates.

2.    Statement of compliance
      The condensed consolidated interim financial statements of the Company have been prepared in accordance with International Financial
      Reporting Standards (IFRSs), IAS 34 Interim Financial Reporting, the SAICA financial reporting guides as issued by the Accounting Practice
      Commitee, the Financial Pronouncements as issued by the Financial Reporting Standards Council, the JSE Listings Requirements and the
      requirements of the Companies Act, 2008.

3.    Changes in accounting policies
      The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial
      statements, and should be read in conjunction with the Group's annual financial statements as at 31 December 2017. The accounting
      policies adopted in the preparation of the interim condensed consolidated financial statements are consistent with those followed in the
      preparation of the Group's annual consolidated financial statements for the year ended 31 December 2017, except for the adoption of new
      standards effective as of 1 January 2018.

      IFRS 9 (Financial Instruments)
      IFRS 9 was effective for the current period. As permitted by IFRS 9, the JSE has not restated comparative information for 2017 for financial
      instruments in the scope of IFRS 9. Therefore, the comparative information for 2017 is reported under IAS 39 and is not comparable to the
      information presented for 2018.

      The impact of IFRS 9 relates to the investor protection fund investments for which all fair value gains/losses relating to equity instruments
      are recognised in other comprehensive income and not reclassified to profit or loss on disposal. Debt instruments are subsequently classified
      to profit/loss upon realisation of the investment. There is, however, no material impact from IFRS 9 on the Interim Condensed Consolidated
      Financial Statements.

      IFRS 15 (Revenue from Contracts with Customers)
      Application of the standard is mandatory for reporting periods beginning on or after January 1, 2018. This standard provides a single,
      principles-based five-step model for the determination and recognition of revenue to be applied to all contracts with customers. It replaces
      in particular IAS 18 (Revenue) and has no material effect on the prior year and current year presentation of JSE Limited results of consolidated
      statement of comprehensive income and financial position.

      IFRS 15 - Disaggregation
      The impact of adopting IFRS 15, does not result in any further disaggregation of revenue as compared to the segmental report of the
      financial statements.

      The Group has not early adopted any other standard, interpretation or amendment that has been issued but is not yet effective.

4.    Comparative figures
      Unless otherwise indicated, comparative figures refer to the six months ended 30 June 2017 and the year ended 31 December 2017.

5.    Use of estimates and judgements
      Judgements and estimates are consistent with those in the consolidated financial statements as at and for the year ended
      31 December 2017.

6.    Financial risk management
      The Group's financial risk management objectives and policies are consistent with those disclosed in the consolidated financial statements
      as at and for the year ended 31 December 2017.

7.    New standards and interpretations not yet adopted
      A new standard has been issued by the International Accounting Standards Board (IASB) prior to the publication of these financial statements,
      but is effective only in future accounting periods, as listed below:

      IFRS 16: Leases - effective date : 1 January 2019
      IFRS 16 was published in January 2016. It sets out the principles for the recognition, measurement, presentation and disclosure of leases
      for both parties to a contract, ie. the customer ('lessee') and the supplier ('lessor'). IFRS 16 replaces the previous leases Standard, IAS 17
      Leases, and related interpretations. IFRS 16 has one model for lessees which will result in almost all leases being included on the Statement
      of Financial position. No significant changes have been included for lessors.

     Early adoption is permitted only if the entity also adopts IFRS 15. The transitional requirements are different for lessees and lessors. The
     group and company are assessing the potential impact on the financial statements resulting from the application of IFRS 16.
                                                                                                         Six months ended                  Year ended
                                                                                                    30 June 2018        30 June 2017 31 December 2017
                                                                                                                                            (audited)
                                                                                                           R'000               R'000            R'000

8.   Revenue and operating segments
     Revenue comprises:
     Capital markets
       Colocation fees                                                                                     7 262               9 998           20 068
       Commodity derivatives fees                                                                         37 434              31 666           68 365
       Company services fees                                                                               5 139                   -                -
       Currency derivatives fees                                                                          23 217              23 710           47 943
       Equity derivatives fees                                                                            75 268              84 083          169 769
       Equity market fees                                                                                277 143             251 082          506 692
       Interest rate market fees*                                                                         26 763              24 088           50 076
       Primary market fees                                                                                82 028              81 854          181 005
     Post-trade services
       Back-office Services (BDA)                                                                        147 091             148 824          292 911
       Clearing and settlement fees                                                                      211 011             186 319          383 794
       Funds under management                                                                             52 846              46 281           95 737
     Information services
       Index fees                                                                                         16 786              15 318           50 021
       Market data fees                                                                                  117 028             107 376          221 702
     Total revenue excluding Strate ad valorem fees - Cash                                             1 079 016           1 010 599        2 088 083
     Strate ad valorem fees - bonds                                                                        7 113               6 134           12 831
     Strate ad valorem fees - cash equities                                                               66 682              62 599          128 132
                                                                                                       1 152 811           1 079 332        2 229 046
      
     *Restated - Strate ad valorem fees - bonds previously included in interest rate market fees.

9.   Personnel expenses
     Remuneration paid                                                                                 (191 888)           (218 762)        (503 640)
     Gross amount paid                                                                                 (197 865)           (226 487)        (521 194)
     Less: Capitalised to intangible assets                                                                5 977               7 725           17 554
     Long-term incentive schemes                                                                        (10 108)            (25 906)         (45 422)
                                                                                                       (201 996)           (244 668)        (549 062)

10. Other expenses
     Other expenses                                                                                    (295 188)           (270 971)        (591 370)
     Technology costs                                                                                  (116 017)           (128 743)        (256 664)
                                                                                                       (411 205)           (399 714)        (848 034)

11. Income tax expense
     The Group's consolidated effective tax rate for the six months ended 30 June 2018 is 24% (for the six months ended June 2017: 28%; for
     the year ended 31 December 2017: 27%). Included in the 2018 tax charge is a R26 million tax credit relating to deductible expenditure
     claims on an IT system for the 2010 and 2011 tax years. Interest of R5 million thereon has been recognised in finance income.

                                                                                             Six months ended                     Year ended
                                                                                       30 June 2018         30 June 2017 31 December 2017
                                                                                                                                 (audited)
                                                                                              R'000                R'000            R'000

12. Earnings and headline earnings per share
    12.1 Basic earnings per share
          Profit for the year attributable to ordinary shareholders                         560 714              419 434             835 508
          Weighted average number of ordinary shares:
          Issued ordinary shares at 1 January                                            86 877 600           86 877 600          86 877 600
          Effect of own shares held (JSE LTIS 2010)                                     (1 239 187)          (1 440 033)         (1 394 954)
          Weighted average number of ordinary shares at
          30 June/31 December                                                            85 638 413           85 437 567          85 482 646
          Basic earnings per share (cents)                                                    654.7                490.9               977.4
    12.2 Diluted earnings per share
          Profit for the year attributable to ordinary shareholders                         560 714              419 434             835 508
          Weighted average number of ordinary shares (diluted):
          Weighted average number of ordinary shares at
          30 June/31 December (basic)                                                    85 638 413           85 437 567          85 482 646
          Effect of LTIS Share Scheme                                                       529 586              562 911             598 795
          Weighted average number of ordinary shares (diluted)                           86 167 999           86 000 478          86 081 441
          Diluted earnings per share (cents)                                                  650.7                487.7               970.6
          The average market value of the Company's shares for purposes of
          calculating the dilutive effect of share options was based on quoted
          market prices using a volume-weighted average price for the period.
    12.3 Headline earnings per share
          Reconciliation of headline earnings:
          Profit for the year attributable to ordinary shareholders                         560 714              419 434             835 508
          Adjustments are made to the following:
          Profit on disposal of property and equipment                                         (89)                 (11)                (76)
          - Gross amount                                                                       123)                 (15)               (105)
          - Taxation effect                                                                      34                    4                  29
          Nautilus MAP Operations Proprietary Limited impairment loss                             -                    -              24 564
          - Gross amount                                                                          -                    -              24 564
          - Taxation effect                                                                       -                    -                   -
          Share of investment in associate system impairment                                      -                    -               4 216
          Net realised loss/(gain) on disposal of available-for-sale financial
          assets (no taxation effect)                                                             -              (1 722)            (12 249)
          Headline earnings                                                                 560 625              417 701             851 963
          Headline earnings per share (cents)                                                 654.6                488.9               996.6
    12.4 Diluted headline earnings per share
          Diluted headline earnings per share (cents)                                         650.6                485.7               989.7

13. Intangible assets
    Included in the intangible asset of R502 million (June 2017: R464 million; December 2017: R487 million) is work in progress of R282 million
    (June 2017: R212.6 million; December 2017: R281 million), mainly in respect of integrated trading and clearing.

14. Financial instruments
    The carrying amount of all significant financial instruments approximates the fair value.
                                                                                                 Six months ended                  Year ended
                                                                                            30 June 2018       30 June 2017  31 December 2017
                                                                                                                                    (audited)
                                                                                                   R'000              R'000             R'000
15. Reserves
    Investor protection funds1                                                                   457 978            425 535           441 398
    - JSE Debt Guarantee Fund Trust                                                              113 317            110 918           112 234
    - JSE Derivatives Fidelity Fund Trust                                                        181 722            163 049           171 624
    - JSE Guarantee Fund Trust                                                                   162 939            151 568           157 540

    Non-distributable reserves                                                                   457 978            425 535            441 398
    JSE LTIS 2010 reserve2                                                                        81 472             85 938             71 874
                                                                                                 539 450            511 473            513 272

    (1)These funds were established for the purpose of investor protection in the event of a member defaulting in the Equity, Equity Derivatives 
       and Bond Markets.
    (2)This reserve relates to the portion of the LTIS 2010 Long-Term Incentive Scheme that has been expensed to date.

16. Share-based payments
    (i) Vesting of Allocation 5 Tranche 2 and Allocation 6 Tranche 1
        Both tranches will vest in August 2018. All LTIS 2010 participants in the employ of the Company as at 1 June 2018 will be eligible to
        participate in the vesting of these Tranches in accordance with the terms and conditions of the Scheme rules.
        Fair value charge to profit and loss.
        The profit or loss charge for the period, calculated using the Black-Scholes valuation methodology, in respect of allocations granted
        under LTIS 2010 is as follows:
                                                                                                             Six months ended 30 June
                                                                                                                    2018                2017
                                                                                                                   R'000               R'000
         Allocation #4 (granted in May 2013)                                                                           -               2 575
         Allocation #5 (granted in May 2014)                                                                         599               8 849
         Allocation #6 (granted in June 2015)                                                                      1 881               2 181
         Allocation #7 (granted in October 2016)                                                                   4 463               6 154
         Allocation #8 (granted in March 2017)                                                                     2 640               2 492
                                                                                                                   9 583              22 251

    (ii) Vesting of bonus shares during the period under review
         A bonus share scheme was effected in March 2015 for all eligible staff at that date. Bonus shares were awarded as part of the annual
         discretionary bonus based on the prior year's financial results. All staff received 52 JSE Limited ordinary shares. These bonus shares
         vested in March 2018. If a recipient of the bonus shares was no longer in JSE employment in March 2018, the awards were forfeited
         unless they were retrenched. There are no performance conditions attached to these bonus shares.

17. Contingent liabilities and commitments
    There were no material changes to the contingent liabilities and commitments as disclosed in the annual financial statements for
    31 December 2017.

18. Fair value estimation
    Financial instruments measured in the statement of financial position at fair value require disclosure. The following is the fair value
    measurement hierarchy:
    - Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1).
    - Inputs other than quoted prices included in level 1 that are observable for the asset or liability, either directly (that is, as prices) or
       indirectly (that is, derived from prices) (level 2).
    - Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (level 3).

                                                                           Level 1              Level 2              Level 3       Total balance
                                                                             R'000                R'000                R'000               R'000
    30 June 2018
    Financial instruments held at fair value through
    other comprehensive income                                             135 749              193 887                    -             329 636
    30 June 2017
    Available-for-sale financial assets                                    149 404              146 460                    -             295 864
    31 December 2017
    Available-for-sale financial assets                                    146 294              170 105                    -             316 399

    The fair value of financial instruments traded in active markets is based on quoted market prices, which represent actual and regularly
    occurring market transactions between market participants at the reporting date. A market is regarded as active if quoted prices are
    readily and regularly available from an exchange, dealer, broker or industry group pricing market transactions on an arm's length basis and
    transactions occur regularly. The quoted market price used for financial assets held by the Group is the current bid price. These instruments
    are included in level 1. Instruments included in level 1 comprise primarily FTSE 100 equity investments classified as financial instruments
    held at fair value through other comprehensive income.

    The fair vale of financial instruments that are not traded in an active market (for example, over-the-counter derivatives) is determined by
    using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as
    possible on equity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included
    in level 2. The investment in debt instruments is classified as level 2. We consider level 2 to be more appropriate (than the previously
    classified level 1) as the debt market is a reported market without quoted prices. This has now been classified as level 2 financial asset.
    If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. For all other financial
    assets and liabilities, the carrying value approximates the fair value.

19. Events after reporting date
    There have been no material events that would require adjustment or disclosure in the interim financial statements between 30 June 2018
    and the date of this report.

    Sandton
    2 August 2018
    Sponsor: Rand Merchant Bank (A division of FirstRand Bank Limited)

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