| Mon 18 Aug 2008, 17:00 | | CLI - Clientele - Reviewed Group Results: Year ended 30 June 2008 and dividend |
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CLI
CLI
CLI - Clientele - Reviewed Group Results: Year ended 30 June 2008 and dividend
declaration
Clientele Limited
(Registration number 2007/023806/06)
Share code: CLI
ISIN: ZAE000117438
("Clientele")
Reviewed Group Results for the Year ended 30 June 2008
Highlights
* Value of New Business increased to R321 million
* Total Embedded Value of R1.202 billion
* Return on Embedded Value of 37%
* Net insurance premiums up by 26%
* Headline earnings per share up by 28%
* Dividends declared increased by 30% to 39 cents per share
* Return on average shareholders` interests of 70%
* Payments made to historically under-serviced South Africans up by 40% to
over R350 million
REVIEWED
CONDENSED GROUP BALANCE SHEETS
As at 30 June
(R`000) 2008 2007
Assets
Intangible assets 3 848 260
Property and equipment 21 476 20 252
Owner-occupied properties 127 600 62 000
Equity accounted investments 626 141
Deferred taxation 5 966 3 384
Inventories 712 1 459
Reinsurance assets 23 795 34 359
Financial assets held at fair 1 065 997 1 042 059
value through profit and loss
Receivables including insurance 45 113 16 783
receivables
Current taxation receivables 1 742 3 295
Cash and cash equivalents 197 390 89 695
Total assets 1 494 265 1 273 687
Total equity 217 789 169 546
Liabilities
Policyholder liabilities under 538 335 498 020
insurance contracts
Financial liabilities held at 490 469 480 969
fair value through profit and
loss
Employee benefits 65 941 62 093
Amounts due to reinsurers - 1 191
Accruals and payables including 137 036 50 449
insurance payables
Deferred taxation 13 168 11 419
Current taxation 31 527 -
Total liabilities 1 276 476 1 104 141
Total equity and liabilities 1 494 265 1 273 687
CONDENSED GROUP INCOME STATEMENTS
Year ended 30 June %
(R`000) 2008 2007 Change
Revenue
Insurance premium revenue 815 232 651 267 25
Reinsurance premiums (31 195) (27 749) 12
Net insurance premiums 784 037 623 518 26
Other income 118 395 84 765 40
Fair value adjustment to financial 63 999 152 675 (58)
assets at fair value through
profit and loss
Total revenue 966 431 860 958 12
Net insurance benefits and claims (161 485) (125 450) 29
Claims and policyholder benefits (194 073) (145 662) 33
under insurance contracts
Insurance claims recovered from 32 588 20 212 61
reinsurers
Increase in policyholder (40 315) (118 024) (66)
liabilities under insurance
contracts
- Increase for the year (38 848) (113 968) (66)
- Impact of Statement of Intent (1 467) (4 056) (64)
and Regulation 5
(Decrease)/increase in reinsurance (10 564) 5 539
assets
Fair value adjustment to financial (31 770) (34 332) (7)
liabilities at fair value through
profit and loss
Operating expenses (522 029) (434 673) 20
Results from operating activities 200 268 154 018 30
Equity accounted earnings 74 141
Profit before taxation 200 342 154 159 30
Taxation (66 136) (49 322) 34
Net profit attributable to 134 206 104 837 28
ordinary shareholders
TAXATION
Year ended 30 June
(R`000) 2008 2007
Current and deferred taxation (58 250) (32 024)
Secondary tax on companies ("STC") (9 288) (10 228)
Capital gains tax (340) (7 070)
Overprovision in prior years 1 742 -
Taxation (66 136) (49 322)
The Individual Policyholder Fund has an estimated tax loss of R1.03 billion.
RECONCILIATION OF NET PROFIT ATTRIBUTABLE TO ORDINARY SHAREHOLDERS TO HEADLINE
EARNINGS
Year ended 30 June
(R`000) 2008 2007*
Net profit attributable to ordinary 134 206 104 837
shareholders
Less: Profit on disposal of fixed assets (202) (5)
Headline earnings 134 004 104 832
Headline earnings per share (cents) 41.42 32.41
Diluted headline earnings per share 41.21 32.38
(cents)
Earnings per share (cents) 41.49 32.41
Diluted earnings per share (cents) 41.27 32.38
Net asset value per share (cents) 67.32 52.41
Diluted net asset value per share (cents) 66.98 52.37
Weighted ordinary shares in issue (`000) 323 500 323 500
Diluted ordinary shares in issue (`000) 325 157 323 730
* On 19 May 2008 the shares of Clientele were subject to a 10:1 share split.
The shares, earnings per share and net asset value per share for last year
have accordingly been restated.
CONDENSED GROUP CASH FLOW STATEMENTS
Year ended 30 June
(R`000) 2008 2007
Cash flow generated by operating 182 518 53 445
activities
Cash generated by operations 178 464 228 572
Net disposal/(acquisition) of investments 113 027 (72 746)
Interest received 20 082 14 993
Dividends received 12 536 10 330
Dividend paid (97 116) (84 089)
Taxation paid (44 475) (43 615)
Cash flow from investing activities (74 823) (16 294)
Increase in cash and cash equivalents 107 695 37 151
Cash and cash equivalents at beginning of 89 695 52 544
year
Cash and cash equivalents at end of year 197 390 89 695
SEGMENT INFORMATION
Clientele Limited`s ("Clientele") main business segments include long term
insurance, short term insurance and investment contract segments.
The financial results of the short term insurance and investment contract
segments on revenue and profit for the year are insignificant.
As at 30 June
2008 2007
Segment assets & liabilities R`000 R`000
Long term insurance segment assets 1 002 669 792 894
Short term insurance segment assets 7 035 -
Investment contract segment assets 489 643 480 793
Inter segment loans (5 082) -
Total Group Assets 1 494 265 1 273 687
Long term insurance segment liabilities 782 384 623 171
Short term insurance segment liabilities 8 705 -
Investment contract segment liabilities 490 469 480 970
Inter segment loans (5 082) -
Total Group Liabilities 1 276 476 1 104 141
Clientele mainly operated in South Africa during the 2008 financial year.
Policies written are in respect of individuals.
CONDENSED GROUP STATEMENT OF CHANGES IN EQUITY
Common
control
Share Share (deficit)/ Sub- Retained
(R`000) capital premium reserve total earnings
Balance as at 4 853 4 853 120 344
1 July 2006
Sale of treasury 5 422
shares
Net profit 104 837
attributable to
shareholders
Ordinary dividend (84 110)
paid
SAR scheme
allocated
Revaluation of
owner occupied
property
Balance as at 30 4 853 4 853 146 493
June 2007
Balance as at 4 853 4 853 146 493
1 July 2007
Issue of share 6 470 218 656 (225 126)
capital
Net profit 134 206
attributable to
shareholders
Transfer to (246)
contingency
reserve
Ordinary dividend (97 050)
paid
SAR scheme
allocated
Revaluation of
owner occupied
property
Balance as at 30 6 470 218 656 (220 273) 4 853 183 403
June 2008
Treasury SAR NDR:
share scheme *NDR: Revalu-
(R`000) reserve reserve contigency ation Total
Balance as at (1 589) 123 608
1 July 2006
Sale of treasury 1 589 7 011
shares
Net profit 104 837
attributable to
shareholders
Ordinary dividend (84 110)
paid
SAR scheme 2 099 2 099
allocated
Revaluation of 16 101 16 101
owner occupied
property
Balance as at 2 099 16 101 169 546
30 June 2007
Balance as at 2 099 16 101 169 546
1 July 2007
Issue of share -
capital
Net profit 134 206
attributable to
shareholders
Transfer to 246 -
contingency
reserve
Ordinary dividend (97 050)
paid
SAR scheme 4 645 4 645
allocated
Revaluation of 6 442 6 442
owner occupied
property
Balance as at 6 744 246 22 543 217 789
30 June 2008
* A reserve in equity has been made for the full amount of the contingency
reserve as required by the provisions of the Short-term Insurance Act of 1998.
The reserve is calculated at 10% of net premiums written for short-term
insurance policies. The reserve may only be utilised with the written consent
of the Registrar of Short-term Insurance. Transfers to and from this reserve
are treated as appropriations of retained earnings and relate to the Short-
term Insurance Personal Lines Legal Policies underwritten by Guardrisk
Insurance Company Limited.
DIVIDEND TO SHAREHOLDERS AFTER THE YEAR ENDED 30 JUNE 2008
After year ended
30 June 30 June
2008 2007
Ordinary dividend (R`000) 126 165 97 050
Ordinary shares in issue Restated
at 30 June (`000`) 323 500 323 500
NOTES TO THE RESULTS
The board of directors of Clientele Life Assurance Company Limited ("Clientele
Life") decided to pursue opportunities other than those that fell strictly
within the field of long-term insurance, particularly in the financial
services arena.
In order to achieve this, a scheme of arrangement was approved by a majority
of the shareholders at a scheme meeting on 30 April 2008. The scheme resulted
in:
- Clientele acquiring and holding the entire issued share capital of Clientele
Life.
- The listing of the shares of Clientele Life on the JSE terminated on 19 May
2008 and the shares of Clientele listed on the JSE on the same day.
The increase in policyholder liabilities has been based on best estimates
after providing for compulsory and discretionary margins and has been
actuarially certified by QED Actuaries & Consultants (Pty) Ltd.
The buildings have been revalued by an independent valuer at R127.6 million,
which revaluation is reflected in the Balance Sheet.
The results have been reviewed by the Group`s auditors, PricewaterhouseCoopers
Inc., in terms of International Standards on Review Engagements 2410. The
scope of the review was to enable the auditors to report that nothing came to
their attention that caused them to believe that the accompanying condensed
preliminary consolidated financial information is not presented, in all
material respects, in accordance with the South African Companies Act and
section 8.57 of the Listings Requirements of JSE Limited. A copy of the review
opinion is available on request at the Company`s registered offices.
ACCOUNTING POLICIES
Statement of compliance
The accounting policies adopted for the purpose of the Group financial
statements comply with International Financial Reporting Standards ("IFRS")
and with listing requirements of the JSE Limited and the Companies Act of
South Africa and are consistent with prior years. The results have been
prepared in terms of IAS 34 (Interim Financial Reporting).
The preparation of financial statements in accordance with IFRS requires the
use of certain critical accounting estimates and judgement. The reported
amounts in respect of the Group`s insurance contracts, employee benefits and
unquoted financial instruments are affected by accounting estimates and
judgement.
There was no significant impact due to changes in previous assumptions used in
deriving the amounts referred to above.
Clientele acquired the shares in Clientele Life and its subsidiaries with
effect from 19 May 2008. As there has been no change in beneficial
shareholders, the directors have chosen to account for the Group restructuring
as a common control transaction. The effect of this is that in preparing the
Group financial statements, the carrying values of balances in the financial
statements of Clientele Life have been used to account for the transaction.
This results in a common control deficit of R220.3 million which is the
difference between the net asset value of Clientele Life at the date of
transfer and the par value of the shares issued.
As Clientele was incorporated on 23 August 2007, the Group has no comparative
financial information. However, the directors have included the comparative
financial information comprising the balance sheet, income statement,
statement of changes in equity and cash flow statement, which represents the
comparative information of the financial position at 30 June 2008 and the
financial performance and cash flows for the year end of the businesses
acquired from Clientele Life.
The Group accounting policies adopted by Clientele Life have been adopted by
Clientele and are consistent with those used by Clientele Life in the prior
year. New policies have been adopted for the short term insurance business. As
these results are insignificant these policies have not been included in this
condensed report.
Group Embedded value
The Embedded Value represents an estimate of the value of the Group exclusive
of goodwill attributable to future new business. The Embedded Value comprises:
- the value of excess assets attributable to shareholders (Adjusted Net Worth)
plus
- the Value of In Force business less
- the Cost of Capital.
The Value of In Force business is the present value of future after tax
profits arising from business in force as at 30 June 2008.
The Embedded Value calculations have been certified by the company`s
independent actuaries, QED Actuaries & Consultants (Pty) Ltd.
Year ended 30 June
(R`000) 2008 2007
Embedded Value
Adjusted Net Worth 219 280 169 546
Cost of Capital (15 761) (13 683)
Value of In Force business 1 009 836 828 707
Embedded Value before SAR Scheme 1 213 355 984 569
adjustment
SAR Scheme adjustment (11 214) (2 099)
Embedded Value 1 202 141 982 470
Value of New Business 320 602 302 436
New Business profit margin 20.7% 18.3%
The Adjusted Net Worth represents total equity after adjusting for the value
of subsidiaries to net asset value and removing the net impact of the Deferred
Revenue Liability.
30 June 30 June
(R`000) 2008 2007
Reconciliation of Total Equity
to Adjusted Net Worth:
Total equity per balance sheet 217 789 169 546
Removal of Deferred Revenue 2 888 -
Liability (net impact)
Adjusting subsidiaries to Net Asset Value (1 397) -
Adjusted Net Worth 219 280 169 546
The Cost of Capital is the opportunity cost of having to hold assets to cover
the Capital Adequacy Requirement (CAR) of R50 million.
The SAR Scheme adjustment recognises the future dilution in Embedded Value as
a result of the introduction of the SAR Scheme referred to above.
The Value of New Business represents the present value of projected after tax
profits at the point of sale on new policies sold and new annuity fee income
commencing during the year ended 30 June 2008.
Clientele Life`s Car cover ratio at 30 June 2008 was 4.4 times (30 June 2007:
3.6 times) on the statutory valuation basis.
The New Business profit margin is the Value of New Business expressed as a
percentage of the present value of future premiums (and other annuity fee
income) pertaining to the same business.
Year ended
30 June 2008
Analysis of change in Embedded Value R`000
Embedded Value at the beginning of the year 982 470
Dividend paid (97 050)
Secondary tax paid (9 288)
Embedded Value after adjusting for dividends and 876 132
STC
Unwinding of risk discount rate 118 125
SAR Scheme dilution (9 115)
Goodwill and medium-term incentive schemes (38 987)
946 155
Value added by Management 302 940
Value of New Business 320 602
Profit from associates 53
Investment experience 20 706
Withdrawal experience (38 817)
Expected STC 8 607
Claims and reinsurance experience 4 750
Sundry experience (12 960)
Change in basis (51 506)
Change in Cost of Capital (existing business) 4 551
Embedded Value at the end of the year 1 202 141
Embedded Value earnings
Embedded Value at the end of the year 1 202 141
Embedded Value at the beginning of the year (after 876 132
adjusting for dividends and STC)
Embedded Value earnings for the year 326 009
As a percentage of Embedded Value at the beginning 37.2%
of the year (Return on Embedded Value)
Year ended 30 June
2008 2007
(restated)
Embedded Value per share (cents) 371.60 304.35
Diluted Embedded Value per share (cents) 369.71 303.70
2008 2007
Long-term economic assumptions % p.a. % p.a.
Risk discount rate 15.0 14.0
Overall investment return 11.25 9.0
Expense inflation 8.0 6.5
Corporate tax 28.0 29.0
Other assumptions
The assumptions for future mortality, persistency and premium escalations were
based on recent experience adjusted for anticipated future trends. Allowance
has been made for future taxation and STC in the Embedded Value calculations.
Dividend declaration
Notice is hereby given that the Board is declaring the following dividend per
ordinary share:
Ordinary dividend (cents per share) 39
Ordinary shares in issue at record date (000`s) 323 500
The dividend will be paid on Monday, 15 September 2008.
To comply with the procedures of Strate Limited the last day to trade in the
shares for purposes of entitlement to the dividend is Friday, 5 September
2008. The shares will commence trading ex dividend on Monday, 8 September 2008
and the record date will be Friday, 12 September 2008.
Share certificates may not be dematerialised or rematerialised between Monday,
8 September 2008 and Friday, 12 September 2008 both days inclusive.
By order of the board
G Q Routledge G J Soll Johannesburg
Chairman Managing Director 18 August 2008
COMMENTS
Introduction
The year to 30 June 2008 has seen the introduction of the National Credit Act,
changes in banking system collection mechanisms, poor investment market
returns and high and rising inflation. These changes have affected the
spending and affordability levels of most South Africans which has in turn had
an effect on Clientele`s net production, persistency and investment returns
for the year. These challenges have affected Clientele`s reported results
which nevertheless reflect a healthy 28% increase in headline earnings and a
37% return on Embedded Value.
NEW INITIATIVES
The 2008 financial year has seen the transformation of the Clientele Group
from a Life Insurance operation into a Financial Services Group. Corporate
initiatives which have taken place during the financial year and during the
period until the date of reporting include:
The Group Restructuring
During the 2008 financial year, Clientele Life embarked on a reorganisation
through which a new limited liability public company, Clientele Limited,
became the JSE listed holding company of Clientele Life. The rationale for
this was to increase the flexibility for the Clientele Group to introduce
complementary product offerings, beyond its traditional life insurance
products, through its existing or newly established subsidiaries and thus
lever off its two highly regarded brands, namely Clientele and Independent
Field Advertisers ("IFA"). Furthermore, combining the efficiencies and
distribution know-how to new businesses will add value to the Group and its
stakeholders. The operative date of the scheme of arrangement to effect the
delisting of Clientele Life and the subsequent new listing of Clientele
Limited on the JSE occurred on 19 May 2008. This transaction has been
accounted for as a common control transaction, the consequences of which are
dealt with under Accounting Policies.
Establishment of Clientele Legal
On 1 November 2007, Clientele through its wholly-owned subsidiary, Clientele
Short Term (Pty) Ltd, launched a personal legal expenses insurance product
under a short-term operation. Clientele has entered into a cell captive
arrangement with Guardrisk Insurance Company Limited. The same distribution
methods and know-how that are currently used in Clientele Life and the IFA
division have been adopted to market the legal product. The operations are
conducted in a division named Clientele Legal. An application has been
submitted to the Financial Services Board to obtain a Short Term Insurance
licence.
Establishment of Clientele Loans Direct
On 18 December 2007, an agreement was signed with Direct Axis (SA) (Pty) Ltd
("Direct Axis") to establish a direct marketing unsecured personal loans
business, Clientele Loans Direct (Pty) Ltd ("Clientele Loans Direct"), for
the benefit of Clientele Life customers. Direct Axis is a fully integrated
and centralised direct marketing business that offers selected financial
products. Direct Axis has established joint ventures with other insurance
and banking partners that utilise its risk management intellectual property,
marketing tools, IT infrastructure, database and risk assessment expertise,
customer management skills and distribution ability. Direct Axis prides itself
on its extensive loan portfolio management skills acquired since inception in
1995. Clientele owns 70% of Clientele Loans Direct and it is expected that the
business will be launched during August 2008.
Launch of IFA Nigeria
In July 2008, Clientele launched a new business in Nigeria, named Independent
Field Advertisers Limited ("IFA Nigeria"). IFA Nigeria will utilise the
expertise of the Clientele IFA distribution channel to market and distribute
insurance policies specifically tailored for the Nigerian market. Clientele`s
IFA distribution channel has been used as a very effective and appropriate
means to distribute life insurance policies to the predominantly black middle
to lower income sectors of the South African population over the last ten
years. Clientele believes that this distribution model is an African solution
that could be used very effectively in selected countries in Africa and
specifically Nigeria. As detailed in the announcement of 30 July 2008, IFA
Nigeria is owned by Clientele (75%) through a wholly owned subsidiary,
Clientele Life (Netherlands) Cooperatieve U.A. and by KC 2008 Limited ("KC
2008") (25%). IVM Intersurer BV ("IVM Intersurer") has a 49.9% shareholding in
KC 2008, and due to the quantum of its investment and the fact that IVM
Intersurer is a related party of Clientele`s majority shareholder, the
transaction is classified as a small related party transaction in terms of the
Listings Requirements of JSE Limited ("Listings Requirements"). A fair and
reasonable opinion was thus provided by KPMG Services (Pty) Ltd in terms of
such Listings Requirements. The remaining 50.1% shareholding is owned by a
prominent and respected Nigerian family, involved in many businesses in
Nigeria. The policies will be underwritten by ADIC Life Assurance Limited
("ADIC"), the insurance company selected by Clientele to underwrite the life
insurance business generated by IFA Nigeria. IFA Nigeria is a licensed
brokerage company that will develop and market products on behalf of ADIC. In
addition, IFA Nigeria will perform certain administration functions for ADIC
relating to the sale of such products.
OPERATING RESULTS
Net insurance premiums for the year of R784.0 million (2007: R623.5 million)
have increased by 26%. The Group earned R118.4 million (2007: R84.8 million)
of other income which represents an increase of 40% and is comprised mainly of
recurring income, prior to the allocation of related expenses, from its IFA
distribution channel.
Fair value gains on financial assets for the year were significantly lower
than that of last year and at R64.0 million are R88.7 million short of the
comparative gains of R152.7 million in the 2007 financial year. Within these
fair value gains, R19.9 million is attributable to shareholders which is R27.7
million lower than last year. The fair value gains for policyholders and
shareholders were both adversely affected by the weaker financial markets this
year.
Policyholders benefit payments of R194.1 million (2007: R145.7 million) have
increased by 33%.
The renewal expense per policy, which is calculated on the average number of
policies in force during the year is in line with actuarial assumptions and
has contributed to the strong Value of New Business. Expenses for the year
have increased by 20% in comparison to the 26% increase in net insurance
premiums, which has assisted in achieving the 30% increase in profit before
taxation for the year.
The transfer to policyholder liabilities under insurance contracts has
decreased significantly for the year, which is mainly due to the investment
performance of policyholder funds which has been affected by lower market
returns.
The effective tax rate for the year has increased in comparison to last year
due to the change in mix of income with significantly less investment income
this year which has been partially compensated for by the reduction in the
corporate taxation rate from 29% to 28%.
Diluted headline earnings per share has increased by 27% from 32.38 cents to
41.21 cents for the year.
The above results have translated into an after-tax return on average
shareholders` interests of 70%.
The Value of New Business for the year before changes in economic assumptions
amounted to R335.0 million (2007: R302.4 million) in spite of being affected
by economic, regulatory and banking collection changes referred to previously.
These changes had the most impact in the first quarter of the financial year
and significant progress has been made in responding to these changes. The
Value of New Business for the year after changes in economic and tax
assumptions amounted to R320.6 million (2007: R302.4 million).
The Embedded Value after adjusting for changes to economic and tax
assumptions, has increased from R876.1 million after adjusting for dividends
and related STC at 30 June 2007 to R1.202 billion at 30 June 2008. This
translates into a Return on Embedded Value of 37%, and results in the New
Business profit margin increasing from 18% last year to 21% this year.
The Share Appreciation Rights ("SAR") Scheme implemented in January 2007 has
required that in accordance with IFRS, Clientele Life recognises a cost of
R4.6 million in the income statement for this year and has resulted in a
cumulative R11.2 million adjustment of Embedded Value since inception of the
scheme, in order to recognise the future possible dilution as a result of the
SAR Scheme. The implementation of the SAR Scheme one and a half years ago has
made employees and IFAs alike even more enthusiastic about the prospects of
the organisation which is evident in their activities and attitudes. It is now
one and a half years to the vesting of the first tranche of SARs which
Clientele believes will further enhance their enthusiasm and create additional
value for shareholders.
Future prospects
The past year has seen the Clientele Group`s transformation from a Life
Insurance Company to a Financial Services Group. This has paved the way for
Clientele to offer other financial services products to its existing customers
and for it to use its existing direct distribution channels to market these
additional products.
Clientele believes that its proven IFA distribution model is well suited to
other African markets and the initial acceptance of IFA in Nigeria has been
encouraging.
The new Group intends to leverage off its existing customers and distribution
methods and to remain a highly focused organisation in order to further
enhance the creation of value for shareholders.
By order of the Board
G Q Routledge G J Soll Johannesburg
Chairman Managing Director 18 August 2008
Registered office:
Clientele House, Morningview Office Park,
Cnr Rivonia and Alon Roads, Morningside,
PO Box 1316, Rivonia 2128, South Africa
Transfer secretaries:
Computershare Investor Services (Pty) Ltd,
70 Marshall Street, Johannesburg 2001, South Africa
PO Box 61051, Marshalltown 2107, South Africa
Directors:
G Q Routledge BA LLB (Chairman),
G J Soll CA(SA) (Managing Director)*,
P J A Cunningham CA(SA), CA(Z), A D T Enthoven BA,
PhD (Political Science), I B Hume CA(SA), ACMA*,
B Frodsham BCom*, B W Reekie BSc(Hons), Fia*
Company secretary:
W Van Zyl CA(SA)
*Executive director
Sponsor
PricewaterhouseCoopers Corporate Finance (Pty) Ltd
18 August 2008
Date: 18/08/2008 17:00:01 Produced by the JSE SENS Department.
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