Sasfin Holdings Ltd Annual Financial Statements for the Year Ended 30 June 2018
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Annual Financial Statements for the year ended 30 June 2018 At Sasfin, we contribute to society by going Beyond a Bank to enable the growth in the business and global wealth of our clients. R CONTENTS Annual Financial Statements Indicates additional information available online or from the Company Secretary. 1 Directors’ responsibility statement 1 Company Secretary’s certification OUR REPORTS 2 Group Audit and Compliance Annual Financial Statements 2018 Committee report This report is Sasfin’s Annual Financial 5 Directors’ report Statements and includes risk and capital management disclosures. 7 Independent Auditors’ report 18 Consolidated Statement of Financial Position Integrated Report 2018 19 Consolidated Statement of This is Sasfin’s primary report which presents Comprehensive Income our strategy, performance and plans. 20 Consolidated Statement of Changes in Equity 21 Consolidated Statement of Cash Flows Legal entity terminology used in this report 22 Notes to the financial statements Group/Sasfin: Sasfin Holdings Limited and its subsidiaries 92 Separate financial statements Banking Group: Sasfin Bank Limited and its subsidiaries 100 Glossary of terms Bank: Sasfin Bank Limited IBC Corporate details Wealth Group: Sasfin Wealth (Proprietary) Limited Capital: Sasfin Capital (Pty) Ltd Company: Sasfin Holdings Ltd STATEMENT OF PREPARATION In terms of section 29(1)(e)(ii) of the Companies Act, it is confirmed that these Consolidated and Separate Annual Financial Statements have been prepared under the supervision of Angela Pillay CA(SA), Group Financial Director and have been audited in compliance with the requirements of sections 29(1)(e)(i) and 30(2)(a) of the Companies Act. DISCLAIMER The Group has, in good faith, made a reasonable effort to ensure the fair presentation, accuracy and completeness of the information contained in this document, including all information that may be regarded as “forward-looking statements”. Forward-looking statements may be identified by words such as “believe”, “anticipate”, “expect”, “plan”, “estimate”, “intend”, “project”, and “target”. Forward-looking statements are not statements of fact, but statements by the Board based on its current estimates, projections, expectations, beliefs and assumptions regarding the Group’s future performance, and no assurance can be given to this effect. The risks and uncertainties inherent in the forward-looking statements contained in this document include, but are not limited to, changes to IFRS and the interpretations, applications and practices subject thereto as they apply to past, present and future periods; domestic and international business and market conditions such as exchange rate and interest rate movements; changes in the domestic and international regulatory and legislative environments; changes to domestic and international operational, social, economic and political risks; and the effects of both current and future litigation. The Group does not undertake to update any forward-looking statements contained in this document, and does not assume responsibility for any loss or damage, however arising, as a result of the reliance by any party thereon, including, but not limited to, loss of earnings, profits or consequential loss or damage. DIRECTORS’ RESPONSIBILITY STATEMENT The Board of Directors (the Board) of Sasfin Holdings Limited (the Company or the Group) is responsible for the preparation and fair presentation of the Directors’ Report and the Consolidated and Separate Annual Financial Statements of Sasfin including significant accounting policies and other explanatory notes. The Consolidated and Separate Annual Financial Statements are prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB), the South African Institute of Chartered Accountants (SAICA) Financial Reporting Guides as issued by the Accounting Practices Committee, Financial Reporting Pronouncements as issued by the Financial Reporting Standards Council, the JSE Listings Requirements, and the requirements of the Companies Act, 71 of 2008, as amended (Companies Act). The Board is also responsible for such internal controls as they deem necessary to enable the preparation of these Consolidated and Separate Annual Financial Statements and for maintaining adequate accounting records and an effective system of risk management. Based on its own monitoring and oversight, as well as, assurance obtained from management, Group Risk, Compliance and Internal Audit, the Board is of the view that an effective internal financial control environment exists to support the integrity of the Consolidated and Separate Annual Financial Statements. The Board has a reasonable expectation that the Company and the Group will have adequate resources to continue in operational existence and as a going concern in the financial year ahead. It is the responsibility of the independent auditors to report on the fair presentation of the Consolidated and Separate Annual Financial Statements. The Consolidated and Separate Annual Financial Statements were approved by the Board and are signed on its behalf by: Roy Andersen Michael Sassoon Angela Pillay Chair Chief Executive Officer Group Financial Director 17 September 2018 COMPANY SECRETARY’S CERTIFICATION I hereby certify, in terms of section 88(2)(e) of the Companies Act, that Sasfin Holdings Limited has filed all returns and notices required by the Companies Act with the Companies and Intellectual Property Commission, for the financial year ended 30 June 2018, and that all such returns and notices as are required of a public company are true, correct and up to date. Howard Brown Company Secretary 17 September 2018 Sasfin Holdings Limited Annual Financial Statements 2018 PG 1 GROUP AUDIT AND COMPLIANCE COMMITTEE REPORT INTRODUCTORY COMMENTS It has been a year of transition in Sasfin in many respects. Not only because of the change in leadership right at the top, at the Group CEO level, but also throughout the Group in senior positions in Finance, Internal Audit, Group Risk, Group Compliance as well as a change in External Auditors. The King IV principles of good corporate governance, namely an ethical culture, sustainable value creation, effective controls and trust, a good reputation and legitimacy are our key objectives and drivers in making and navigating through this changing environment. Such change is by no means a small undertaking. The depth of the change was not planned to take place within such a short space of time. However, we realised that we had to see these processes through in order to put Sasfin on a stronger footing for the future. Such change inevitably also created the opportunity to have a fresh look at how we do things, from internal controls to a reporting perspective. To this end we have also restated the financial statements as set out in Note 2.8. These restatements had no effect on profit. COMMITTEE COMPOSITION AND ASSESSMENT OF ITS PERFORMANCE In terms of the Banks Act, which takes precedence over the Companies Act, members of the Committee are appointed by the Board and hence not by the shareholders. Only Independent Non-Executive Directors are eligible to serve on the Committee. The Board performs an annual review of the Committee’s compliance with its Charter responsibilities, performance, governance and best practice. Members Appointed Resigned Linda de Beer Chair 1 July 2014 Grant Dunnington 29 July 2013 John Moses 21 December 2010 28 August 2017 Gugu Mtetwa 28 August 2017 Richard Buchholz 7 March 2018 The Committee holds private meetings with External Audit, the Chief Audit Executive, Group Chief Risk Officer, Head: Group Compliance. The Chair of the Board, Executive Directors comprising the Chief Executive Officer, Group Financial Director, and executive management are invitees to meetings of the Committee, but are excluded from the private meetings between the Committee and Internal and External Audit, as well as Group Risk and Group Compliance. FUNCTIONS OF THE COMMITTEE The statutory duties of the Committee of the Group are set out in the Companies Act and the Banks Act. In addition, the Sasfin Board has assigned additional responsibilities to the Committee. The functions of the Committee are outlined in its Charter, which is available on the Sasfin website. ANNUAL CONFIRMATIONS OF KEY FUNCTIONS FOR THE YEAR Financial control, financial reporting and the Integrated Report The Committee reviews the Interim Results, Annual Financial Statements, Integrated Report, dividend declarations and trading updates of the Group, and recommend those to the Board for approval. This role includes an assessment of the accounting policies and key assumptions applied in the preparation of the financial statements, as well as dealing technical reporting matters. In doing so, the Committee also confirmed compliance of the Interim Results and Annual Financial Statements with IFRS and the JSE Listings Requirements. Further, consideration has been given to the 2017 JSE Proactive Monitoring report to ensure the integrity of the financial information in the Annual Financial Statements. Lastly the Committee confirms that it has assessed and confirms the appropriateness of the going concern basis for the preparation of the Annual Financial Statements and the solvency and liquidity tests in support of financial assistance and distributions. The Committee also considered combined assurance in the Group and specific attestations from Internal Audit, External