DOCSLIB.ORG

2005 Firstrand Group Annual Report

Total Page：16

File Type：pdf, Size：1020Kb

Download full-text PDF Read full-text
2005 Firstrand Group Annual Report On this DVD are two short films. The first film showcases the work of FirstRand’s BEE partners. The second film presents some of FirstRand’s transformation initiatives. NATURE OF BUSINESS Listed on the JSE and the Namibian Stock Exchange, FirstRand Limited is an integrated financial services group structured with critical mass to take advantage of the blurring of boundaries in the financial services industry and the convergence of products and integrated services. The Group provides a comprehensive range of products and services to the South African market and niche products in certain international markets. financial services Since the creation of FirstRand in 1998 the diversified earnings base of the Group has delivered strong growth in earnings, assets and dividends. The Group’s track record has been achieved through a combination of organic growth, acquisitions, innovation and creating extra sources of revenue through the start-up and development of completely new businesses such as Discovery Group and OUTsurance. The Group is differentiated by its de-centralised structure and owner-manager culture. It has a portfolio branding strategy which it believes is appropriate to its segment focus and there are a number of successful and specialised brands within the Group such as Rand Merchant Bank (RMB), First National Bank (FNB), WesBank, 2005 Annual Report Momentum and Discovery. See inside back flap for contents GROUP AT A GLANCE Attritbutable Headline Cost-to-income Impairment Non-performing Headline earnings earnings earnings ratio ROE charge loans contribution BANKING GROUP Business profile (R million) (R million) (%) (%) (%) (%) (%) 2005 2004 2005 2004 2005 2004 2005 2004 2005 2004 2005 2004 2005 2004 FNB Retail and corporate banking, and wealth management 2 914 2 500 2 930 2 581 66.8 66.5 35.5 35.8 0.3 0.4 1.8 2.6 45.1 53.8 WesBank Instalment finance 1 007 759 1 008 759 46.8 48.8 17.8 17.9 0.5 0.6 0.9 0.8 15.5 15.8 RMB Investment and merchant banking 1 370 1 049 1 317 958 25.2 25.2 31.5 25.5 – – 1.1 0.3 20.3 20.0 FirstRand Africa and African subsidiaries and Emerging Markets Emerging Markets growth strategy 313 288 313 288 48.5 49.7 28.6 30.2 0.6 0.6 2.7 4.0 4.8 6.0 Bank Support Support services and capital centre 633 589 697 643 32.8 0.4 – – (1.6) (1.5) 0.5 (4.2) 10.7 13.4 Ansbacher UK Wealth management in the UK 309 (67) (37) (63) 119.8 108.2 – – n/a (0.3) n/a 2.4 (0.57) (1.3) Total Banking Group 6 810 4 748 6 492 4 796 55.4 56.9 27.6 26.4 0.3 0.4 1.4 1.8 Headline New Funds received Net flow Embedded Headline earnings earnings business from clients of funds value contribution MOMENTUM GROUP Business profile (R million) (R million) (R million) (R million) (R million) (%) 2005 2004 2005 2004 2005 2004 2005 2004 2005 2004 2005 2004 Insurance operations Long-term risk and investment products 685 595 18 032 11 849 22 569 16 286 (924) 2 600 9 918 8 187 53.2 55.0 Asset management Domestic and international asset operations management products 247 175 24 657 16 885 24 657 16 885 4 486 (1 873) 1 901 1 479 19.2 16.2 Investment income on Investment income earned on the shareholders’ assets surplus assets 355 311 – – – – – – – – 27.6 28.8 Total Momentum Group 1 287 1 081 42 689 28 734 47 226 33 171 3 562 727 11 819 9 666 New business Gross inflows annualised under Profit from Value of in-force DISCOVERY Business profile premium income management operations business (R million) (R million) (R million) (R million) 2005 2004 2005 2004 2005 2004 2005 2004 Health Private health care cover in SA 2 776 2 122 14 571 12 550 563 522 3 844 3 194 Life Pure-risk life assurance and retirement products in SA 629 535 1 278 858 421 271 1 832 1 107 Vitality Wellness programme spanning all Discovery’s businesses 93 62 521 403 38 50 – – Destiny Health Private health care products to selected markets 809 494 914 534 (87) (106) 274 139 PruHealth Health care products for UK’s private medical insurance market 35 – 11 – (148) (28) – – On this DVD are two short films. The first film showcases the work of FirstRand’s BEE partners. The second film presents some of FirstRand’s transformation initiatives. NATURE OF BUSINESS Listed on the JSE and the Namibian Stock Exchange, FirstRand Limited is an integrated financial services group structured with critical mass to take advantage of the blurring of boundaries in the financial services industry and the convergence of products and integrated services. The Group provides a comprehensive range of products and services to the South African market and niche products in certain international markets. financial services Since the creation of FirstRand in 1998 the diversified earnings base of the Group has delivered strong growth in earnings, assets and dividends. The Group’s track record has been achieved through a combination of organic growth, acquisitions, innovation and creating extra sources of revenue through the start-up and development of completely new businesses such as Discovery Group and OUTsurance. The Group is differentiated by its de-centralised structure and owner-manager culture. It has a portfolio branding strategy which it believes is appropriate to its segment focus and there are a number of successful and specialised brands within the Group such as Rand Merchant Bank (RMB), First National Bank (FNB), WesBank, 2005 Annual Report Momentum and Discovery. See inside back flap for contents www.firstrand.co.za Contents FirstRand Limited ifc Group at a glance The text of this report is printed on paper made from bagasse – which is fibrous 1 Financial highlights residue of sugar cane processing. It is completely wood and acid free. 2Group economic review 4 Chairman’s report 8 CEO’s report 13 Group structure 14 CFO’s report 20 Seven-year review 21 Sources of profit 22 Sustainability reporting 24 Operational reviews 53 Value-added statement 54 Board of directors 58 Executive committee 60 Corporate governance 66 Remuneration philosophy 68 Workforce profile FirstRand Group 69 Annual report 2005 FirstRand Banking Group 115 Annual report 2005 Momentum Group 223 Annual report 2005 Discovery 293 Annual report 2005 FirstRand Limited 361 Shareholders’ information The FirstRand Group of companies produced an excellent performance, continuing a seven-year history of strong growth in headline earnings, ROE and dividends. Headline earnings excluding impact of foreign currency translations Some operational highlights 2005 Banking Group 79% • FNB first SA Bank to launch cellphone Momentum 17% banking Discovery 4% •WesBank breaks records to write R4 billion new business in the month of June • RMB creates and lists new BEE financing Headline earnings excluding player Makalani impact of foreign currency translations • FNB and Discovery successfully roll out 2004 200 000 DiscoveryCards Banking Group 78% • Momentum launches new generation Momentum 18% product Save Thru Spend Discovery 4% FINANCIAL HIGHLIGHTS % change Headline earnings +32 Headline earnings (excluding foreign currency translation) +20 Headline EPS +32 NAV +15 DPS +20 % ROE 27 | 2005 Annual Report | 1 | GROUP ECONOMIC REVIEW The South African economy hit a sweet spot in the inflation numbers, put the South African Reserve Group’s past financial year. This was due to a Bank in a position to cut its repo rate by a total of number of positive factors such as rapid growth in 100 basis points, following 550 basis points expenditure, income and output, strong increases in reductions earlier in the interest rate cutting cycle. corporate profit, rising business fixed investment, By the end of the financial year, interest rates had net new employment creation, a buoyant property reduced to levels last seen 25 years ago. Markets market, sharply rising share prices, as well as low adapted to the structurally lower interest rate and inflation and interest rates. RUDOLF GOUWS | Chief Economist, inflation environment and sent asset prices Rand Merchant Bank Contributing to this exceptional performance was a soaring. The property, bond and share markets all global economy expanding at its fastest pace in over experienced substantial gains. Many households two decades. As a consequence, commodity prices therefore enjoyed the “wealth effect”, which and international trade volumes soared. encouraged them to spend, whilst benefiting from much lower borrowing costs. However, for South Africa, the favourable impact of a booming world economy was blunted somewhat Booming asset markets created an ideal by the strength of the Rand up to early 2005. This environment for the rapid take-up of consumer debt: the asset-backed debt of households, for had an adverse impact on the competitiveness and example, increased twenty-two per cent over the Markets adapted profitability of exporters and companies competing Group’s financial year. The mood of consumers was to the structurally with imports. Many manufacturers were also also buoyed by faster real income growth as hampered by the growing dominance of China in lower interest inflation, (and in particular, the prices of imported low cost global manufacturing, while mining firms rate and inflation goods) fell, as well as lower direct taxes. could not capitalise fully on the global commodity environment price boom given the currency’s strength. The unfolding situation was well illustrated by the and sent asset FNB/BER Consumer Confidence Index, which prices soaring Overall though, the economy reached near record highs, indicating that performed remarkably well, households viewed the economic climate as achieving GDP growth of 4.5% favourable for purchases of durable goods.
Load more

Recommended publications
  • Remgro at a Glance
    OVERVIEW I II CONTENTS 2 14 Group profi le Remgro's values 4 16 Remgro's unlisted investments Directorate and ownership structure Originally established in the 1940s by 6 20 A strong family legacy Tomorrow matters the late Dr Anton Rupert, Remgro aims to be the trusted investment company 8 23 Investment strategy Doing business ethically of choice that consistently creates 10 24 sustainable stakeholder value. Remgro's approach to capital allocation Consolidated results at year-end 12 26 Remgro’s profi t at holding company level Investment portfolio analysis 1 GROUP PROFILE DIVERSIFIED CONSUMER FINANCIAL PORTFOLIO SOCIAL IMPACT HEALTHCARE INFRASTRUCTURE INDUSTRIAL INVESTMENT MEDIA Our interests PRODUCTS SERVICES INVESTMENTS INVESTMENTS VEHICLES consist mainly of investments (2) in the following industries 44.6% 77.1% 30.6% 54.7% 50.0% 36.3% 32.3% 4.0% 50.0% (3) (1) 31.8% 44.1% 23.3% 24.9% 28.1% 0.1% 100% (3) 100% 22.8% 100% 44.1% 100% Equity accounted investment Subsidiary Investment at fair value through other comprehensive income 30.0% 37.7% 100% Listed entity Number of Remgro nominated director/s; alternates excluded (3) infrastructure fund (1) Voting rights in Distell equal 56.4%. (2) Voting rights in Blue Bulls equal 36.7%. 33% 16.2% (3) Limited Partners in Pembani Remgro, Milestone Capital and Prescient – therefore limited (or no) voting rights. 2 3 REMGRO’S INDUSTRIAL INFRASTRUCTURE Why does UNLISTED PGSI holds an interest in PG Group Remgro invest Holdings, South Africa’s leading infrastructure fund INVESTMENTS integrated fl at glass business. in certain CIVH’s key operating PRIF is a fund Air Products produces oxygen, companies are Dark focused on private nitrogen, argon, hydrogen and carbon sectors? CONSUMER PRODUCTS Fibre Africa and Vumatel, sector investment in dioxide for sale to major industrial which construct and own infrastructure across users.
    [Show full text]
  • Restructuring of the Rembrandt Group Circular to Shareholders and Notices of Annual General Meetings 30 August 2000
    Rembrandt Group Limited Rembrandt Controlling Investments Limited Technical Investment Corporation Limited Technical and Industrial Investments Limited Restructuring of the Rembrandt Group Circular to shareholders and notices of annual general meetings 30 August 2000 Attorneys Joint sponsoring brokers Deutsche Bank Securities Deutsche Bank Securities (SA) (Pty) Ltd Hofmeyr Herbstein & Gihwala Inc. (Registration number 1995/011798/07) Reporting accountants PricewaterhouseCoopers Inc. Chartered Accountants (SA) Registered Accountants and Auditors (Registration no 1998/012055/21) Indien u ’n Afrikaanse vertaling van hierdie dokument wil hê, skakel asseblief 0800 996 164 If you have any questions regarding the restructuring of the Rembrandt Group, call the Information Agents on 0800 996 164 (or + 44 20 7335 7278 if you are phoning from outside South Africa) are acting as Information Agents to answer your questions about the restructuring. Corporate information Directors of Rembrandt Group Limited (Registration number 1948/031037/06) Johann Rupert (Chairman) P J Erasmus* E de la H Hertzog (Co-Deputy Chairman) D M Falck M H Visser (Co-Deputy Chairman and Managing Director) J Malherbe P E Beyers E Molobi* W E Bührmann J A Preller G D de Jager* P G Steyn* J W Dreyer T van Wyk * non-executive Directors of Rembrandt Controlling Investments Limited (Registration number 1952/000002/06) Johann Rupert (Chairman) D M Falck E de la H Hertzog (Co-Deputy Chairman) J Malherbe M H Visser (Co-Deputy Chairman and Managing Director) E Molobi* P E Beyers J A
    [Show full text]
  • Integrated Annual Report 2019 2019 INTEGRATED ANNUAL REPORT Website At
    Remgro Limited | Integrated Annual Report 2019 2019 INTEGRATED ANNUAL REPORT CREATING SHAREHOLDER VALUE SINCE 1948 Originally established in the 1940s by the late Dr Anton Rupert, Remgro’s investment portfolio has evolved substantially and currently includes more than 30 investee companies. MORE INFORMATION This Integrated Annual Report is published as part of a set of reports in respect of the financial year ended 30 June 2019, all of which are available on the Company’s website at www.remgro.com. INVESTOR TOOLS Cross-reference to relevant sections within this report Download from our website: www.remgro.com View more information on our website: www.remgro.com CONTENTS www.remgro.com | Remgro Limited | Integrated Annual Report 2019 1 OVERVIEW 1OF BUSINESS 4 REMGRO’S APPROACH TO REPORTING 7 SALIENT FEATURES 8 GROUP PROFILE REPORTS TO 10 COMPANY HISTORY SHAREHOLDERS 12 OUR BUSINESS MODEL 2 24 CHAIRMAN’S REPORT 14 UNDERSTANDING THE BUSINESS OF AN INVESTMENT HOLDING COMPANY 25 CHIEF EXECUTIVE OFFICER’S REPORT 16 KEY OBJECTIVES AND 32 CHIEF FINANCIAL OFFICER’S REPORT PRINCIPAL INTEGRATED RISKS 40 INVESTMENT REVIEWS 18 DIRECTORATE AND MEMBERS OF COMMITTEES 20 EXECUTIVE MANAGEMENT STRUCTURE 21 SHAREHOLDERS’ DIARY AND COMPANY INFORMATION FINANCIAL 4 REPORT 118 AUDIT AND RISK COMMITTEE REPORT GOVERNANCE AND 121 REPORT OF THE BOARD OF DIRECTORS SUSTAINABILITY 126 REPORT OF THE INDEPENDENT AUDITOR 3 127 SUMMARY FINANCIAL STATEMENTS 66 CORPORATE GOVERNANCE REPORT 79 RISK AND OPPORTUNITIES MANAGEMENT REPORT 86 REMUNERATION REPORT 104 SOCIAL AND ETHICS COMMITTEE REPORT 106 ABRIDGED SUSTAINABLE DEVELOPMENT REPORT ADDITIONAL 5 INFORMATION 146 FIVE-YEAR REVIEW AND SHARE STATISTICS 148 SHAREHOLDERS’ INFORMATION 151 NOTICE TO SHAREHOLDERS ATTACHED FORM OF PROXY Remgro invests in businesses that can deliver superior earnings, cash flow generation and dividends over the long term.
    [Show full text]
  • 1 Working Paper 11/2017 GROWTH and STRATEGIES of LARGE, LEAD FIRMS
    Working Paper 11/2017 GROWTH AND STRATEGIES OF LARGE, LEAD FIRMS - REMGRO LIMITED COMPANY ASSESSMENT Pamela Mondliwa, Nicholas Nhundu, Anthea Paelo, Mmamoletji Thosago and Thando Vilakazi Centre for Competition, Regulation and Economic Development, University of Johannesburg [email protected]; [email protected]; [email protected]; [email protected]; [email protected] Abstract The orientation and investment strategies of large firms are at the heart of how countries develop and industrialize. In South Africa, big businesses are now highly internationalised and the investments of lead firms can shape patterns of industrial development and subsequently its ability to embark on an inclusive, labour-absorptive growth trajectory. For industrial policy to be effective there is a critical need to understand the investment trends, strategies and decision-making of large firms, as the policy levers designed to influence the firms’ decisions are unlikely to be effective in the absence of such an understanding. This study focuses on analysing the behaviour and strategies of Remgro Limited over the period 2010 – 2015 as a case study for developing a system for tracking the behaviour of large, lead and dynamic firms across the economy, and abroad. The company is chosen as a large conglomerate group (controlled by the Rupert family) with substantial long-term investments held across several sectors in the South African economy, and abroad. The study uses publically available information from annual reports and announcements to assess whether investments made are largely local or abroad, in which sectors investments are focused and possible reasons why, the interaction of the company with government policies including BBBEE, and how influence exerted over investee companies, including through strategic board members and profit retention, can affect investment outcomes.
    [Show full text]
  • Investment Reviews Investing in Sectors That Have a Solid Track Record
    The purpose behind Remgro’s investments is to ensure superior returns to shareholders by way of sustainable dividend and capital growth. INVESTMENT INVESTMENT REVIEWS INVESTING IN SECTORS THAT HAVE A SOLID TRACK RECORD BANKING HEALTHCARE CONSUMER PRODUCTS INSURANCE INDUSTRIAL INFRASTRUCTURE MEDIA AND SPORT OTHER INVESTMENTS 42 REPORTS TO SHAREHOLDERS | Investment reviews BANKING 29% CONTRIBUTION TO 30 June 2019 30 June 2018 HEADLINE EARNINGS R million R million BANKING 2019 RMH 2 644 2 486 FirstRand 1 093 1 039 71% 3 737 3 525 RMH FirstRand PROFILE RMH is the biggest shareholder in FirstRand Limited (FirstRand), South Africa’s 28.2% largest banking group, with a 34% stake. RMH is the founding shareholder of EFFECTIVE FirstRand and views this as its core asset. On a selective basis, RMH invests in INTEREST other banking and property businesses. CORPORATE INFORMATION FINANCIAL HIGHLIGHTS SUSTAINABILITY MEASURES Market cap at 30 June 2019 Year ended Refer to FirstRand as RMH is an R119 148 million 30 June 2019 investment holding company. R million % Listed on the JSE Limited Chief Executive Officer Headline earnings 9 390 6 H L Bosman Normalised Remgro nominated directors earnings 9 394 7 J J Durand, F Knoetze (alternate) Dividends Website declared per rmh-online.co.za share (cents) 376 7 RMB HOLDINGS LIMITED (RMH) RMH’s main asset is a fully diluted interest of 34% in FirstRand, and its performance is therefore primarily related to that of FirstRand. The RMH strategy also includes investments in the property sector with a long-term capital growth focus. RMH’s contribution to Remgro’s headline earnings for the year under review increased to R2 644 million (2018: R2 486 million) due to the good operational performance of FirstRand.
    [Show full text]
  • Directorate and Members of Committees
    OVERVIEW OF BUSINESS DIRECTORATE AND MEMBERS OF COMMITTEES NON-EXECUTIVE DIRECTORS J P RUPERT (66) E DE LA H HERTZOG (66) J MALHERBE (60) APPOINTED: 18 August 2000 APPOINTED: 18 August 2000 APPOINTED: 11 October 2006 CHAIRMAN DEPUTY CHAIRMAN DEPUTY CHAIRMAN Directorships: Mr Rupert is the Chairman Directorships: Non-executive Directorships: Compagnie of Compagnie Financière Richemont SA Chairman of Mediclinic International Financière Richemont SA and Reinet and the Chairman of Reinet Investments plc. He obtained a Master of Medicine Investments Manager SA. He qualified Manager SA, the management company degree, a Fellowship of the Faculty of as a Chartered Accountant and of Reinet Investments S.C.A. He studied Anaesthesiologists and a PhD worked with a predecessor firm of economics and company law at the (honoris causa). He is a past Chairman PricewaterhouseCoopers before joining Stellenbosch University and has had an of the Council of Stellenbosch University Rand Merchant Bank Limited in 1985. extensive career in international business, and has served as non-executive He joined the Rembrandt Group banking and finance. After working for Deputy Chairman of Remgro since in 1990 and was appointed as Chase Manhattan Bank and Lazard June 2005. non-executive Co-Deputy Chairman Frères in New York he founded Rand of Remgro in November 2014. Merchant Bank Limited in 1979. In 1985 he joined the Rembrandt Group. He holds honorary doctorates in Law, Economics and Commerce, is the Chancellor of the Stellenbosch University and Chairman of the Peace Parks Foundation. INDEPENDENT NON-EXECUTIVE DIRECTORS S E N DE BRUYN SEBOTSA (44) G T FERREIRA (68) P K HARRIS (66) N P MAGEZA (61) APPOINTED: 16 March 2015 APPOINTED: 4 November 2009 APPOINTED: 28 November 2001 APPOINTED: 4 November 2009 Directorships: Co-founder of Identity LEAD INDEPENDENT DIRECTOR Directorships: Non-executive Director Directorships: Previously the Chief Capital Partners Proprietary Limited in of FirstRand Limited, FirstRand Bank Operations Officer of the Absa Group.
    [Show full text]
  • Sustainable Development Report 1
    2019 SUSTAINABLE DEVELOPMENT REPORT 1 www.remgro.com SUSTAINABLE DEVELOPMENT REPORT SUSTAINABILITY HIGHLIGHTS SUCCESSFUL PARTICIPATION IN THE FTSE/JSE RESPONSIBLE INVESTMENT INDEX “Our true power CONTINUED does not lie in our PARTICIPATION IN THE CARBON sameness, but in DISCLOSURE our rich diversity: PROJECT (CDP) diversity of fauna and flora; people CONTINUED MEMBERSHIP OF THE and cultures.” ETHICS INSTITUTE – Dr Anton Rupert OF SOUTH AFRICA OBTAINING OUR LEVEL 7 CONTRIBUTOR STATUS IN TERMS OF THE BBBEE SCORECARD www.remgro.com | Remgro Limited | Sustainable Development Report 2019 2 INTRODUCTION provides a better understanding of Remgro’s efforts on the Remgro’s value system incorporates the guidelines for doing social and environmental front in order to achieve its key business successfully drawn up by its founder, Dr Rupert, nearly objectives of maximising value creation over the short, medium 60 years ago. These guidelines include the following: and long term; while doing business ethically. Refer to the sustainability highlights on the previous page for Remgro’s • – because it lasts the longest Honesty external recognition and achievements during the reporting • Correctness – because it creates trust with friends period in this regard. and opponents • Courtesy – which means dignity without pride and EXTERNAL ASSURANCE friendliness without subservience We acknowledge the increasing requirements from investors • Service – in every respect to your client, your fellow human and regulatory and other guidelines, such as the King IV Report being, your country on Corporate Governance for South Africa (2016) (King IV) and the integrated reporting guidelines, for the external assurance • Mutual support – so that you push others up the ladder of of selected non-financial information.
    [Show full text]
  • REMGRO* IS an INVESTMENT HOLDING COMPANY * Or the Company
    OVERVIEW OF BUSINESS GROUP PROFILE OUR BUSINESS Originally established in the 1940s by the late Dr Anton Rupert as a tobacco manufacturer, Remgro’s investment portfolio has evolved substantially and currently includes more than 30 investee companies. The Company is listed on the Johannesburg Securities Exchange (JSE) operated by the JSE Limited in South Africa under the “Industrials – Diversified Industrials” sector, with the share code “REM”. REMGRO* IS AN INVESTMENT HOLDING COMPANY * or the Company Our interests consist FOOD, LIQUOR AND HOME CARE Page 34 mainly of investments BANKING Page 37 in the following industries: HEALTHCARE Page 39 INSURANCE Page 41 INDUSTRIAL Page 42 INFRASTRUCTURE Page 47 MEDIA AND SPORT Page 51 4 WWW.REMGRO.COM OVERVIEW OF BUSINESS GROUP STRUCTURE AT 30 JUNE 2016 REMGRO LIMITED (PRINCIPAL INVESTMENTS – EQUITY INTEREST HELD) FOOD, LIQUOR AND HOME CARE 25.8% Unilever 30.9% Distell 77.3% RCL Foods BANKING 28.2% RMBH 3.9% FirstRand HEALTHCARE 44.6% Mediclinic INSURANCE 30.3% RMI Holdings INDUSTRIAL 50.0% Air Products 34.9% Kagiso Tiso Holdings 24.9% Total 37.7% PGSI 100% Wispeco INFRASTRUCTURE 23.1% Grindrod 50.9% CIV group 30.0% SEACOM MEDIA AND SPORT 32.3% eMedia 50.0% Premier Team Holdings (Saracens) 50.0% Blue Bulls 24.9% Western Province Rugby 100% Stellenbosch Academy of Sport OTHER INVESTMENTS 42.8% Business Partners TREASURY AND MANAGEMENT SERVICES 100% Millennia Jersey – Jersey 100% Remgro Finance Corporation 100% Remgro Healthcare Holdings 100% Remgro International – Jersey 100% Remgro Jersey GBP – Jersey 100% Remgro Management Services Percentages represent the effective interests held. Annexures A and B in the Financial Report provide further information of subsidiary companies and investments.
    [Show full text]
  • 2017 Integrated Annual Report
    REMGRO LIMITED 2017 INTEGRATED ANNUAL REPORT 2017 INTEGRATED ANNUAL REPORT CREATING SHAREHOLDER VALUE SINCE 1948 INVESTOR TOOLS Cross-reference to relevant sections within this report Download from our website: www.remgro.com View more information on our website: www.remgro.com MORE INFORMATION This Integrated Annual Report is published as part of a set of reports in respect of the financial year ended 30 June 2017, all of which are available on the Company’s website at www.remgro.com. 2017 2017 ANNUAL SUSTAINABLE FINANCIAL DEVELOPMENT STATEMENTS REPORT CONTENTS OVERVIEW OF BUSINESS GOVERNANCE AND SUSTAINABILITY REMGRO’S APPROACH TO REPORTING 2 CORPORATE GOVERNANCE REPORT 57 Scope and boundaries of report, external audit and assurance and significant events RISK MANAGEMENT REPORT 64 SALIENT FEATURES 3 SOCIAL AND ETHICS COMMITTEE REPORT 70 GROUP PROFILE 4 ABRIDGED SUSTAINABLE DEVELOPMENT REPORT 72 Summary of the Company’s business, group structure, history, our business model, ownership structure, REMUNERATION REPORT 81 understanding the business of an investment holding company, and key objectives and principal integrated risks FINANCIAL REPORT FIVE-YEAR REVIEW AND SHARE STATISTICS 12 SUMMARY FINANCIAL STATEMENTS 93 DIRECTORATE AND MEMBERS OF COMMITTEES 14 NOTICE TO SHAREHOLDERS 118 EXECUTIVE MANAGEMENT STRUCTURE 16 SHAREHOLDERS’ DIARY AND COMPANY SHAREHOLDERS’ ACTIONS REQUIRED INFORMATION 17 FORM OF PROXY ATTACHED REPORTS TO SHAREHOLDERS CHAIRMAN’S REPORT 18 CHIEF EXECUTIVE OFFICER’S REPORT 20 CHIEF FINANCIAL OFFICER’S REPORT 25 INVESTMENT REVIEWS 32 p.18 CHAIRMAN’S REPORT p.81 REMUNERATION REPORT p.57 CORPORATE GOVERNANCE REPORT p.93 FINANCIAL REPORT REMGRO LIMITED 1 INTEGRATED ANNUAL REPORT 2017 REMGRO’S APPROACH TO REPORTING The 2017 Integrated Annual Report provides a holistic view of Remgro only has two main operating subsidiaries, i.e.
    [Show full text]
  • Transaction Documents
    HEAD OFFICE/HOOFKANTOOR: AAN-DE-WAGENWEG, PO BOX / POSBUS 184, STELLENBOSCH 7599, REPUBLIC OF SOUTH AFRICA TEL: +27 (0)21 809 7000 · FAX / FAKS +27 (0) 21 886 4611 · www.distell.co.za Dear Distell Shareholder PROPOSED RESTRUCTURING OF DISTELL’S MULTI-TIERED OWNERSHIP STRUCTURE (THE “TRANSACTION”) 1. INTRODUCTION We are addressing this letter to you as a shareholder of the Distell Group Limited (“Distell”). This letter provides a brief overview of the key features of the Transaction and its consequences. For further details in respect of the Transaction you should read the Distell Scheme Circular and the Prospectus to shareholders of Distell which accompanies this letter. Distell Shareholders are encouraged to also familiarise themselves with the content of the Capevin Scheme Circular to Capevin Shareholders which is available on the Capevin website (http://www.capevin. com), setting out inter alia the impact of the Transaction, including the Capevin Scheme, on Capevin Shareholders. Terms written with capital letters in this letter shall bear the meaning ascribed to them in the Distell Scheme Circular and Prospectus. 2. BRIEF TRANSACTION OVERVIEW Distell currently has the following multi-tiered ownership structure: – Remgro Limited and its subsidiaries (the “Remgro Group”) and Capevin Holdings Limited (“Capevin”) own a material interest in Distell via Remgro-Capevin Investments Proprietary Limited (“RCI”). In this regard, the Remgro Group and Capevin each hold 50% in RCI, and RCI holds 52.8% of the Distell Shares; – This means that the Remgro Group currently has an effective economic interest of 31.4% in Distell, via its 50% shareholding in RCI and its 19.0% shareholding in Capevin; – Capevin’s 50% interest in RCI is Capevin’s only asset; – The Public Investment Corporation SOC Limited (“PIC”) owns 28.0% of the Distell Shares; and – Distell Shareholders other than RCI and PIC own the remaining 19.2% of the Distell Shares.
    [Show full text]
  • Chief Executive Officer's Report
    CHIEF EXECUTIVE OFFICER’S REPORT Remgro’s intrinsic net asset value is the most appropriate indicator of the value added for our shareholders. JANNIE DURAND CHIEF EXECUTIVE OFFICER INTRODUCTION The intrinsic net asset value is also presented as part of the Remgro’s intrinsic net asset value is the most appropriate indicator Group’s segmental information in the audited annual financial of the value added for our shareholders. For the year under review statements. the intrinsic net asset value per share has increased by 2.2% from R251.48 at 30 June 2017 to R256.97 at 30 June 2018. Over the INTRINSIC NET ASSET VALUE same period the JSE all share index has increased by 11.6%, while The intrinsic net asset value of the Group includes valuations Remgro’s share price decreased by 4.3%. Refer to the tables of all investments, incorporating subsidiaries and associates on page 22 where the relative performances are set out in and joint ventures, either at listed market value or, in the case more detail. of unlisted investments, at directors’ valuation. The net assets of other wholly owned subsidiaries consist mainly of monetary items Whilst, for various reasons, the index comparison is not always (included at book value) and property (included at fair value). applicable over single accounting periods, the long-term trends are used as part of Remgro’s risk and opportunity process to The following factors are taken into account in determining the retain focus on our commitment to stakeholders as stated in directors’ valuation of unlisted investments: our investment philosophy.
    [Show full text]
  • Richemont Pls Cover
    Richemont Securities AG (Incorporated in Switzerland) Reinet Investments S.C.A. Depositary Receipt code: REI Reinet Investments S.C.A. ISIN: 0045159214 SUPPLEMENTARY PRE-LISTING INFORMATION DOCUMENT ON REINET INVESTMENTS S.C.A. (incorporated under Luxembourg law and registered with the Luxembourg Register of Commerce and Companies currently under the name Richemont S.A. and the legal form of a societe anonyme under number B16.576 and to be established as Reinet Investments S.C.A. (having the legal form of a société en commandite par actions (partnership limited by shares)) on or about 20 October 2008 pursuant to the resolutions of the Richemont S.A. shareholder and participation certificate holders on 8 October 2008); regarding: • the admission to the exchange operated by the JSE Limited (“JSE”) of 5 742 000 000 depositary receipts (“Reinet DRs”) in respect of 574 200 000 ordinary shares in Reinet Investments S.C.A. (“Reinet Investments”), a société en commandite par actions (partnership limited by shares) organised under the laws of the Grand Duchy of Luxembourg and having the corporate and tax status of a securitisation company under the Luxembourg Securitisation Law of 22 March 2004. 10 October 2008 This supplementary pre-listing information document regarding Reinet Investments must be read together with the Reinet Investments Prospectus posted together with and forming part of this document (collectively, “this Document”). This Document is not an invitation to the public to subscribe for securities, but is issued in compliance with the Listings Requirements of the JSE, for the purpose of providing information to the public regarding Reinet Investments, the Reinet DRs and the Warrant Receipts (as defined herein) to be issued to holders of Reinet DRs.
    [Show full text]