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Absa Group Limited Shareholder Report 2008 Reportshareholder Limited Group Absa Limited

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Absa Group Limited Shareholder Report 2008 Reportshareholder Limited Group Absa Limited Absa Group Absa Group Limited shareholder report 2008 Limited Shareholder report For the year ended 31 December 2008 Contents Introduction 1 Absa in 2008 2 Salient features 4 Share performance 5 Group structure Commentary 8 Chairperson’s statement 11 Group Chief Executive’s review 17 Financial analysis Corporate governance 36 Corporate governance statement 54 Compliance report 58 Group remuneration report 74 The Group board 86 The Group Executive Committee Financial statements 94 Directors’ approval 95 Company Secretary’s certificate to the members of Absa Group Limited 95 Independent auditors’ report to the members of Absa Group Llimited 96 Directors’ report 104 Absa Group Limited and its subsidiaries 287 Absa Group Limited Shareholder and administrative information 300 Shareholders’ information 302 Administration 306 Glossary ibc Other contact information Note Information pertaining to the annual general meeting can be found in a separate document enclosed with this shareholder report. Absa in 2008 Our business Since it was established early in 1991, the Absa Group has grown its asset base almost tenfold to R773,8 billion at 31 December 2008. As a large financial services group in southern Africa, Absa remains at the forefront of the retail banking industry, with over 10 million customers. In keeping with its strategy of diversification through Absa Corporate and Business Bank (ACBB) and Absa Capital, the Group also provides services to the corporate, commercial and investment markets in South Africa and in selected markets on the African continent. Absa has established itself as a leading corporate citizen in South Africa, addressing the needs of all its stakeholders, with the objective of being relevant to the needs and challenges of our country. A resilient Headline earnings growth of 5,3%. financial Headline earnings per share of 1 466,2 cents. performance A return on average equity of 23,4%. A cost-to-income-ratio of 49,4%. Diversified Non-retail contribution of 48,8%. earnings Non-banking contribution of 15,4%. base Well Tier I capital adequacy ratio of 11,6%. capitalised Total capital adequacy ratio of 14,1%. Strong brand The number-one banking brand in South Africa (Sunday Times/Ipsos positioning Markinor Top Brands survey). and CSI Corporate Social Investment Leadership Award 2008 (Sunday Times Top 100 Companies Awards). leadership Most caring financial services institution and second most caring company in South Africa (Corporate and Market Research, Corporate Care Check). Absa Group Limited 1 Shareholder report for the year ended 31 December 2008 Salient features Year ended 31 December 2008 2007 Change % Income statement (Rm) Headline earnings1 9 908 9 413 5,3 Profit attributable to ordinary equity holders of the Group 10 592 9 595 10,4 Balance sheet (Rm) Total assets 773 758 640 909 20,7 Loans and advances to customers 532 171 455 958 16,7 Deposits due to customers 382 281 310 512 23,1 Financial performance (%) Return on average equity (RoE) 23,4 27,2 Return on average assets (RoA) 1,37 1,68 Operating performance (%) Net interest margin on average assets 3,02 3,37 Net interest margin on average interest-bearing assets 3,63 3,83 Impairment losses on loans and advances as a percentage of average loans and advances to customers • Group 1,19 0,58 • Retail banking 1,68 0,74 Non-performing advances as a percentage of loans and advances to customers 3,5 1,7 Non-interest income as a percentage of total operating income 49,2 47,0 Cost-to-income ratio 49,4 51,7 Effective tax rate, excluding indirect taxation 26,1 28,8 Note 1After allowing for R457 million (December 2007: R313 million) profit attributable to preference equity holders of the Group. Headline earnings (Rm) Return on average equity (%) 9 908 27,4 27,2 9 413 25,3 25,6 23,4 7 872 6 282 5 394 Mar 2005 Dec 20051 Dec 2006 Dec 2007 Dec 2008 Mar 2005 Dec 20051 Dec 2006 Dec 2007 Dec 2008 Note Note 1Pro forma figures (twelve months). 1Pro forma figures (twelve months). 2 Absa Group Limited Shareholder report for the year ended 31 December 2008 2008 2007 Change % Share statistics (million) Number of shares in issue 680,3 678,6 Weighted average number of shares 675,7 671,5 Weighted average diluted number of shares 702,8 716,4 Share statistics (cents) Earnings per share 1 567,5 1 428,9 9,7 Diluted earnings per share 1 509,5 1 341,4 12,5 Headline earnings per share 1 466,2 1 401,9 4,6 Diluted headline earnings per share 1 412,1 1 316,1 7,3 Dividends per ordinary share relating to income for the year 595,0 560,0 6,3 Dividend cover (times) 2,5 2,5 Net asset value per share 6 950 5 537 25,5 Tangible net asset value per share 6 809 5 493 24,0 Capital adequacy (%)1 Absa Bank 14,0 12,5 Absa Group 14,1 13,1 Note 1December 2007 reflect Basel I numbers as previously published. Headline earnings per share (cents) Dividends per share (cents) 1 466,2 595,0 1 401,9 560,0 1 181,8 473,0 954,8 827,2 295,0 295,0 Mar 2005 Dec 20051 Dec 2006 Dec 2007 Dec 2008 Mar 2005 Dec 20052 Dec 2006 Dec 2007 Dec 2008 Notes 1Pro forma figures (twelve months). 2For the nine months ended 31 December 2005. Absa Group Limited 3 Shareholder report for the year ended 31 December 2008 Share performance Share performance Absa share (cents)performance relative to the banks’ index (cents) 12 510 10 815 36 120,55 30 566,34 Jul 07 Jul 08 Oct 07 Apr 07 Jan 07 Jun 07 Oct 08 Apr 08 Mar 07 Jan 08 Feb 07 Jun 08 Nov 07 Dec 07 Feb 08 Mar 08 Aug 07 Sep 07 Sep 08 Dec 08 Nov 08 May 07 Aug 08 May 08 ; Absa1 ; Banks’ index2 Notes 1 Absa’s annual total return for the twelve-month period was 5,7%. 2 The Absa’s share price outperformed the banks’ index by 6,7% over the twelve-month period. Total return was used to calculate the relative performance (calculated using an annualised dividend yield). Share performance on the JSE Limited as at 31 December 2008 2007 Change % Number of shares in issue1 680 278 301 678 573 074 0,3 Market prices (cents per share): • closing 10 815 11 100 (2,6) • high 11 999 14 830 (19,1) • low 7 900 10 832 (27,1) • average 9 954 13 207 (25,1) Closing price/net asset value per share (excluding preference shares) 1,56 2,00 Closing price/headline earnings per share 7,4 7,9 Volume of shares traded (millions) 551,4 343,7 60,2 Value of shares traded (R millions) 54 635,7 45 370,6 12,5 Market capitalisation (R millions) 73 572,1 75 321,6 (2,3) Note 1 Includes 2 400 220 shares held by the Absa Group Limited Share Incentive Trust (December 2007: 2 678 159), 905 111 shares held by Absa Life Limited and Absa Fund Managers Limited (December 2007: 718 202) and 500 shares held by the Absa Group Limited Employee Share Ownership Administrative Trust (December 2007: 68 800). 4 Absa Group Limited Shareholder report for the year ended 31 December 2008 Group structure As at 31 December 2008 Barclays Bank PLC 58,62% Public Investment Corporation 8,45% Allan Gray Limited 4,09% Old Mutual Asset Managers 2,59% Stanlib Asset Management 1,98% Investec Asset Management 1,59% Sanlam Investment Management 1,13% Absa Stockbrokers (Proprietary) Limited 1,10% Foord Asset Management 1,08% AXA Financial SA (Bernstein and Alliance) 0,90% Other 18,47% Absa Group Limited Associated Absa Financial Absa Bank Limited Other subsidiaries undertakings and Services Limited other interests 100% 100% Retail banking Insurance Banking Banking • Absa Wealth • Absa Life Limited • Barclays Bank • Banco Comercial Angolano • Retail Bank • Absa Insurance Company Mozambique S.A. (80%) (Angola) (50%) • Absa Home Loans Limited • National Bank of Commerce • FFS Finance South Africa Limited (Tanzania) (55%) (Proprietary) Limited (50%) • Absa Card Fiduciary • Meeg Bank Limited (100%) • MAN Financial Services (S.A.) • Absa Vehicle and Asset • Absa Trust Limited (Proprietary) Limited (50%) Finance • Woolworths Financial Services • Absa Consultants and (Proprietary) Limited • Virgin Money South Africa Corporate and Actuaries (Proprietary) (50% + 1 share) (Proprietary) Limited (50%) Limited commercial banking • Sanlam Home Loans Financial services • Absa Corporate and • Absa Health Care (Proprietary) Limited (50%) Business Bank (ACBB) Consultants (Proprietary) • Absa Stockbrokers Limited (Proprietary) Limited • Commercial Asset Finance • Absa Portfolio Managers Investments Investment banking (Proprietary) Limited • Absa Investment • Absa Capital • Absa Manx Insurance Management Services Company Limited (Proprietary) Limited • Absa Asset Management • Absa Fund Managers (Proprietary) Limited Limited • Absa Mortgage Fund Other Managers (Proprietary) • Absa Development Company Limited Holdings (Proprietary) Limited Other • AllPay Consolidated Investment Holdings • Absa Insurance and (Proprietary) Limited Financial Advisers (Proprietary) Limited • Absa Trading and Investment Solutions Holdings Limited Absa Group Limited 5 Shareholder report for the year ended 31 December 2008 Contents Commentary 8 Chairperson’s statement 11 Group Chief Executive’s review 17 Financial analysis 6 Absa Group Limited Shareholder report for the year ended 31 December 2008 Commentary Absa Group Limited 7 Shareholder report for the year ended 31 December 2008 Chairperson’s statement Gill Marcus Chairperson The time for credible world leadership The world has changed dramatically over the past year. 2008 is likely to be remembered as one of the most challenging periods in world economic history, heralding the onset of a global financial crisis of proportions not witnessed since the great depression of the 1930s.
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