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Thu 5 Mar 2009, 8:00 SLM - Sanlam - Audited results for the year ended 31 December 2008 and
SLM
SLM                                                                             
SLM - Sanlam - Audited results for the year ended 31 December 2008 and          
dividend declaration                                                            
SANLAM LIMITED                                                                  
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)                                  
Registration number (1959/001562/06)                                            
ISIN number: ZAE000070660                                                       
JSE SHARE CODE: SLM                                                             
NSX SHARE CODE: SLA                                                             
("SANLAM") OR (THE "GROUP")                                                     
Audited results for the year ended 31 December 2008                             
Contents                                                                        
Overview                                                                        
Key features                                                                    
Salient results                                                                 
Executive review                                                                
Comments on the results                                                         
Annual financial statements                                                     
Accounting policies and basis of presentation                                   
Shareholders` information                                                       
Group Equity Value                                                              
Shareholders` fund at fair value                                                
Shareholders` fund income statement                                             
Notes to the shareholders` fund information                                     
Embedded value of covered business                                              
Group financial statements                                                      
Group balance sheet                                                             
Group income statement                                                          
Group statement of changes in equity                                            
Group cash flow statement                                                       
Notes to the financial statements                                               
Administration                                                                  
Sanlam Group Results December 2008                                              
Key features                                                                    
Earnings                                                                        
-  Net result from financial services per share in line with 2007               
-  Core earnings per share up 1%                                                
-  Normalised headline earnings per share decreased by 59%                      
-  Diluted headline earnings per share decreased by 40%                         
-  Dividend per share up 5% to 98 cents per share                               
Business volumes                                                                
-  Total new business volumes down 2% to R100 billion                           
-  Value of new covered business up 23% to R698 million                         
-  New covered business margin of 2,68%, up from 2,37%                          
-  Net fund inflows of R9,1 billion                                             
Group Equity Value                                                              
-  Group Equity Value per share of R22,13                                       
-  Return on Group Equity Value per share of -1,7%                              
Capital management                                                              
-  117 million shares bought back during 2008 for R2,2 billion                  
-  Discretionary capital of R2,1 billion at 31 December 2008                    
-  Sanlam Life CAR cover of 2,7 times                                           
Salient results                                                                 
for the year ended 31 December 2008                                             
                                               2008     2007     %              
                                                              change            

SANLAM LIMITED GROUP                                                            
Earnings:                                                                       
Net result from financial services per cents    133,8    133,3    0%            
share                                                                           
Core earnings per share (1)            cents    184,8    182,4    1%            
Normalised headline earnings per share cents    93,9     228,7    -59%          
(2)                                                                             
Diluted headline earnings per share    cents    132,2    220,8    -40%          
Net result from financial services     R`m      2 802    3 029    -7%           
Core earnings (1)                      R`m      3 870    4 146    -7%           
Normalised headline earnings (2)       R`m      1 966    5 199    -62%          
Headline earnings                      R`m      2 702    4 833    -44%          
Group administration cost ratio (3)    %        28,4     27,8                   
Group operating margin (4)             %        18,4     20,8                   
Gross business volumes:                                                         
New business volumes                   R`m      100 136  102 004  -2%           
Net fund flows                         R`m      9 122    11 363                 
New covered business                                                            
Value of new covered business          R`m      698      567      23%           
Covered business PVNBP (5)             R`m      26 033   23 886   9%            
New covered business margin (6)        %        2,68     2,37                   
GROUP EQUITY VALUE:                                                             
Group Equity Value                     R`m      45 238   51 293   -12%          
Group Equity Value per share           cents    2 213    2 350    -6%           
Return on Group Equity Value per share %        -1,7     18,8                   
(7)                                                                             
                                                                                
SANLAM LIFE INSURANCE LIMITED                                                   
Shareholders` fund                     R`m      34 419   37 933                 
Capital Adequacy Requirement (CAR)     R`m      8 075    7 525                  
CAR covered by prudential capital      times    2,7      3,5                    
Notes                                                                           
1. Core earnings = net result from financial services and net investment        
income (including dividends received from non-operating associates).            
2. Normalised headline earnings = core earnings, net investment surpluses,      
secondary tax on companies and equity-accounted headline earnings less          
dividends received from non-operating associates, but excluding fund            
transfers. Headline earnings include fund transfers.                            
3. Administration costs as a percentage of income after sales remuneration.     
4. Result from financial services as a percentage of income after sales         
remuneration.                                                                   
5. PVNBP = present value of new business premiums and is equal to the present   
value of new recurring premiums plus single premiums.                           
6. New covered business margin = value of new covered business as a percentage  
of PVNBP.                                                                       
7. Growth in Group Equity Value per share (with dividends paid, capital         
movements and cost of treasury shares acquired reversed) as a percentage of     
Group Equity Value per share at the beginning of the period.                    
Executive Review                                                                
Business environment                                                            
The turmoil in international financial markets that started to emerge in the    
second half of 2007, intensified during 2008. A worldwide confidence crisis     
caused by major capital write-offs in the financial services sector culminated  
in a general melt-down in international investment markets, impacting on the    
operating environment in both South Africa and the other countries in which     
Sanlam and its subsidiaries (the "Group") operates. The South African economy   
with its open currency and investment markets has not been shielded from the    
international events.                                                           
Global equity and debt markets remained under pressure during the year. As for  
most international markets, the South African equity market fell well short of  
the performance achieved in 2007. The FTSE/JSE All Share Index lost 26%         
(excluding dividends) during 2008 versus a gain of 16% in the comparable        
period in 2007. These conditions set the stage for a difficult trading          
environment.                                                                    
Performance review                                                              
In the context of this challenging business environment, the Group achieved     
solid operating results for the 2008 financial year. The diversified nature of  
the Group`s operations provided some resilience in the turbulent market         
conditions, with the short-term insurance and life businesses recording strong  
operational performances that largely offset some deterioration in the          
operating results of the investments and capital markets operations. The lower  
performance level of the latter operations reflects the impact of the           
prevailing market volatility but should also be measured against the            
extraordinary impact that the strong investment markets of the past few         
financial years had on their operating profit and business flows. The results   
of the life insurance operations are reported after the upfront cost            
associated with the strong growth in new business volumes, which masks the      
positive result flowing from the in-force book of business.  Notwithstanding    
the pressure on earnings, the core operations of all the major Group            
businesses remained sound.                                                      
The primary performance target of the Group is to optimise shareholder value    
through maximising the return on Group Equity Value (GEV). The Group embarked   
on a strategy of transformation into a diversified financial services           
organisation five years ago, with a clear focus on maximising return for our    
shareholders and other stakeholders. A target has been set for the growth in    
GEV to exceed the Group`s cost of capital on a sustainable basis. Cost of       
capital is set at the government long bond yield plus 3%. The target is to      
exceed this return by at least 1%. The negative return per share of 1,7%        
achieved in 2008 fell short of the target of some 12% due to the adverse        
impact of the investment markets. On a normalised basis, i.e. assuming a        
normalised investment market performance and excluding any once-off items, the  
return of 12,4% met the target. Over a running five-year period the total       
return on Group Equity Value (ROGEV) comfortably exceeded the growth target.    
Delivering on strategy                                                          
Despite the challenges facing the Group in the current business environment,    
the Sanlam Board ("the Board") and management remain committed to the Group`s   
key objective of maximising shareholder value. The Group has a sound platform   
and strategic base from which to continue to grow. The focus during 2008        
remained on optimal capital utilisation, earnings growth, costs and             
efficiencies, diversification and transformation.                               
Last year`s difficult economic conditions, particularly the substantial drop    
in equity markets, put a damper on earnings, particularly in respect of         
investment returns. The Group was, however, still able to gain market share on  
a profitable basis by attracting substantial new business, particularly in the  
retail area. In spite of substantially increased new business strain caused by  
the growth in new business, core earnings per share increased by 1% from 2007,  
bearing testimony to our excellent operational results in tough conditions.     
Reducing costs while at the same time upping efficiency has been a strategic    
focus for the past five years. However, given the intensified pressure on       
capital last year, we took a decision to increase our efforts. Steps taken      
include cost-cutting initiatives such as freezing non-essential staff           
positions, especially in the more mature parts of our business. As was to be    
expected, our United Kingdom based businesses felt the global events            
significantly harder than what we did in South Africa. As a result a strong     
focus was placed on containment of costs and achieving greater efficiency by    
identifying and exploiting synergies and partnerships across our business       
interests in the United Kingdom.                                                
Capital management is an ongoing theme in the Group. Discretionary Group        
capital amounted to R6,1 billion at the end of 2007. A total amount of R2,2     
billion was used to buy back 117 million Sanlam shares in the market. Some      
R1,1 billion was applied towards corporate activity aimed at further            
diversifying the Group`s solution offering and distribution reach. The          
following are the largest transactions concluded:                               
-  A total amount of R561 million was utilised to strengthen our business       
presence in the United Kingdom. Sanlam UK acquired an 86% interest in           
Principal Investment Holdings ("Principal"), a UK-based private client          
business, as well as a 60% interest in Buckles Holdings ("Buckles"), a          
financial advisory and ancillary services company. These acquisitions,          
together with Merchant Investors, Intrinsic, Nucleus and our interest in the    
Punter Southall Group form the new Sanlam UK cluster.                           
-  MiWay Finance, a direct financial services company, was launched in          
February 2008. The Group has a direct 55% interest in MiWay, as well as an      
indirect interest of 25% through Santam. Sanlam contributed R110 million to     
the start-up capitalisation of the business.                                    
-  The success of the Group`s Shriram Life joint venture with the Shriram       
group of India was extended during the year with the formation of Shriram       
General Insurance, a joint venture between Sanlam and the Shriram Group to      
further expand and diversify the Group`s financial services offering in this    
market. Sanlam obtained a 26% interest in the new joint venture for a total     
consideration of R115 million.                                                  
-  Approximately R200 million of discretionary capital was invested to acquire  
an additional 2,5 million Santam shares in the market, increasing the Group`s   
effective interest in Santam to 57%.                                            
-  The Group disposed of its interest in the Safair Lease Finance ("SLF")       
joint venture with the Imperial Group towards the end of 2008 for a             
consideration of R434 million.                                                  
-  It was announced in February 2009 that the Group will acquire the PSG        
Group`s 34,6% interest in Channel Life (including loan accounts) for an amount  
of R197 million, subject to regulatory approval. This will increase the         
Group`s interest in Channel Life to 97,6%.                                      
The application of capital for the share buy-back programme, corporate          
activity, negative investment market performance and some allowance for         
illiquid investments reduced the level of discretionary capital in the Group    
to R2,1 billion at the end of 2008. The Board remains committed to the          
utilisation of the remaining discretionary capital in the most efficient        
manner. The preference is to utilise such capital on new initiatives that will  
further the Group`s strategic goals. Unemployed capital is value dilutive and   
will in time be returned to shareholders. The buy back of Sanlam shares         
continues to be an attractive option in periods of share price weakness.        
In 2008 a major focus area included achieving employment equity and training    
targets. We can proudly announce that for the first time, more than 50% of our  
employees were black last year. However, achieving targets at middle and        
senior management level remains challenging and in 2009 we will be              
investigating creative ways of speeding up progress. We also welcomed the       
first black Executive Director to the Board in May 2008. Raisibe Morathi,       
Chief Executive of Sanlam Group Services, was previously an independent non-    
executive director on the Board.                                                
Sanlam Demutualisation Trust                                                    
In one of the largest empowerment and wealth creation transactions in South     
African history, Sanlam Limited listed on the JSE Limited and the Namibian      
Stock Exchange in November 1998. As part of the demutualisation of Sanlam,      
free Sanlam shares were distributed to more than 2 million Sanlam               
policyholders. Shares allocated to policyholders that Sanlam could not trace    
at that stage, were transferred to the Sanlam Demutualisation Trust ("Trust"),  
managed by an independent board of trustees. The Trust`s mandate was to find    
as many of the beneficiaries of these shares as possible, to ensure that all    
policyholders receive the benefit of their free shares.                         
The Trust`s term ended on 22 October 2008. Over the ten years, the Trust has    
been extremely successful in finding these beneficiaries. Shares due to just    
over 48 600 beneficiaries, representing less than 2,5% of the number of         
policyholders to whom free shares were originally allocated in 1998, remained   
unclaimed in the Trust. The number of shares (about 19 million) represents      
only 1% of the free shares originally allocated to policyholders.               
Looking ahead                                                                   
Recessionary conditions in most of the major international economies are        
likely to have a negative impact on South African trade, with an expected       
lower demand for commodities and reduced economic growth for the foreseeable    
future. These conditions will have an unavoidable impact on the Group`s         
operations, in particular on the investment management and capital markets      
operations that are more exposed to the market volatility and negative          
sentiment, but also on the life insurance businesses that are reliant on the    
level of consumer confidence and disposable income in its target client base.   
Some slowdown in new business flows can therefore be expected.                  
This sets the stage for a challenging 2009 and although we are confident that   
our businesses are robust enough to weather these challenges, it will impact    
on our ability to repeat our 2008 operational performance.                      
Forward-looking statements                                                      
In this report we make certain statements that are not historical facts and     
relate to analyses and other information based on forecasts of future results   
not yet determinable, relating, amongst others, to new business volumes,        
investment returns (including exchange rate fluctuations) and actuarial         
assumptions. These are forward-looking statements as defined in the United      
States Private Securities Litigation Reform Act of 1995. Words such as          
"believe", "anticipate", "intend", "seek", "will", "plan", "could", "may",      
"endeavour" and "project" and similar expressions are intended to identify      
such forward-looking statements, but are not the exclusive means of             
identifying such statements. Forward-looking statements involve inherent risks  
and uncertainties and, if one or more of these risks materialise, or should     
underlying assumptions prove incorrect, actual results may be very different    
from those anticipated. Forward-looking statements apply only as of the date    
on which they are made, and Sanlam does not undertake any obligation to update  
or revise any of them, whether as a result of new information, future events    
or otherwise.                                                                   
Comments on the results                                                         
Introduction                                                                    
The Sanlam Group results for the year ended 31 December 2008 are presented      
based on and in compliance with International Financial Reporting Standards     
(IFRS), IAS34 Interim Financial Reporting, Schedule 4 of the Companies Act of   
South Africa and the Listings Requirement of the JSE Limited, as applicable.    
Group Equity Value (GEV)                                                        
GEV is the aggregate of the following components:                               
-  The embedded value of covered business, being the life insurance businesses  
of the Group, which comprises the required capital supporting these operations  
and the net present value of their in-force books of business (VIF);            
-  The fair value of other Group operations based on longer term assumptions,   
which includes the investment management, capital markets, credit, short-term   
insurance and the non-covered wealth management operations of the Group; and    
-  The fair value of discretionary and other capital.                           
GEV provides an indication of the value of the Group`s operations, but without  
placing any value on future new covered business to be written by the Group`s   
life insurance businesses. Sustainable return on GEV is the primary             
performance benchmark used by the Group in evaluating the success of its        
strategy to maximise shareholder value.                                         
Group Equity Value                                                              
at 31 December 2008                                                             
2008                         2007                        
R million      Total  Fair value   Value of                                     
                     of assets    in force   Total    Fair     Value of         
                                                       value    in force        
of assets                
Embedded                                                                        
value of                                                                        
covered                                                                         
business     28 591    15 013      13 578      28 432  14 710   13 722          
Sanlam                                                                          
Personal                                                                        
Finance    19 574     8 275       11 299      20 089   8 285   11 804           
Sanlam                                                                          
Developing                                                                      
Markets    2 796      1 032       1 764       2 160    860     1 300            
Sanlam UK   680        234         446         921      447     474             
Sanlam                                                                          
Employee                                                                        
Benefits   5 541        5 472       69         5 262      5 118   144           
Other                                                                           
Group                                                                           
Operations  13 560      13 560      -          15 451     15 451   -            
Retail                                                                          
Cluster     2 287       2 287       -          1 820      1 820    -            
Institutional                                                                   
Cluster    6 000       6 000       -          7 256      7 256    -             
Short-term                                                                      
Insurance    5 273      5 273       -          6 375      6 375    -            
Capital                                                                         
Diversify-                                                                      
Cation       (1 429)    (1 429)     -         (1 232)     (1 232)  -            
Other capital 2 416     2 416       -         2 542       2 542    -            
43 138     29 560     13 578     45 193      31 471    13 722       
Discretionary                                                                   
Capital      2 100      2 100      -          6 100       6 100     -           
Group Equity                                                                    
Value      45 238     31 660     13 578      51 293    37 571     13 722        
Issued shares  2 044,2                   2 182,8                                
for value per                                                                   
share                                                                           
(million)                                                                       
Group Equity   2 213                     2 350                                  
Value per                                                                       
share (cents)                                                                   
Share price    1 700                     2 275                                  
(cents)                                                                         
Discount       -23%                      -3%                                    
The GEV as at 31 December 2008 amounted to R45,2 billion, down 12% on the       
R51,3 billion at the end of 2007. On a per share basis GEV decreased by 6%      
from 2 350 cents to 2 213 cents at 31 December 2008, after allowing for the 93  
cents per share dividend paid during 2008. The Sanlam share price traded at a   
23% discount to GEV as at the close of trading on 31 December 2008.             
As a financial services organisation, the Group is to a large extent exposed    
to investment markets, both in respect of the shareholder capital portfolio     
that is invested in financial instruments, as well as a significant portion of  
the fee income base that is linked to the level of assets under management.     
Therefore, viewed against the major downturn in investment markets, Sanlam did  
well to achieve a negative return on GEV (ROGEV) per share of only 1,7% for     
2008, significantly better than the overall equity market. This is testimony    
to the defensive qualities of the Group`s diversified portfolio of businesses.  
The investment management operations were severely impacted by these            
conditions, but this was offset by a resilient performance by the life          
operations. Although the return for 2008 is below the Group`s long-term         
target, the cumulative ROGEV per share since demutualisation is only slightly   
lower than target.                                                              
Return on Group Equity Value                                                    
for the year ended 31 December 2008                                             
                          2008                2007                              
Earnings   Return   Earnings   Return                 
                          R million  %        R million  %                      
                                                                                
Covered business           919        3,2      4 700      17,2                  
Sanlam Personal Finance    453        2,3      3 953      22,2                  
Sanlam Developing Markets  659        30,5     351        18,0                  
Sanlam UK                  (36)       -3,9     63         7,3                   
Sanlam Employee Benefits   (157)      -3,0     333        4,9                   

Other operations           (1 885)    -12,2    4 428      33,7                  
Sanlam Personal Finance    291        24,4     169        16,0                  
Sanlam Developing Markets  (11)       -39,3    26         -                     
Sanlam UK                  (320)      -53,3    149        33,9                  
Institutional cluster      (566)      -8,0     1 722      29,4                  
Short-term insurance       (1 279)    -20,1    2 362      42,0                  
                                                                                
Discretionary and other    (440)               (209)                            
capital                                                                         
Balance of portfolio       114                 365                              
Shares delivered to        (46)                (71)                             
Sanlam Demutualisation                                                          
Trust                                                                           
Shriram goodwill less      (43)                (108)                            
value of in-force acquired                                                      
Treasury shares and other  (269)               (286)                            
Change in net worth        (196)               (109)                            
adjustments                                                                     
                                                                                
Return on Group Equity     (1 406)    -2,7     8 919      19,1                  
Value                                                                           
                                                                                
Return on Group Equity                -1,7                18,8                  
Value per share                                                                 
Covered business yielded a return of 3% compared to 17% in 2007. This lower     
level of return is attributable to the negative investment market performance   
during 2008, which decreased the return earned on the supporting capital from   
positive earnings of R1,6 billion in 2007 to a loss of R0,7 billion in 2008,    
and also resulting in negative investment variances of R1,4 billion on the      
value of in force business in 2008. Sanlam Personal Finance, Sanlam UK and      
Sanlam Employee Benefits` return on covered business were depressed by these    
items compared to the returns in 2007, with Sanlam Employee Benefits in         
particular being negatively impacted by the return on adjusted net worth,       
given its disproportionate size relative to its value of in-force. A very       
strong new business performance, combined with lower equity exposure in its     
supporting capital base, contributed to a sterling 31% return on covered        
business for Sanlam Developing Markets.                                         
The other Group operations were more severely impacted by the market            
conditions and yielded a negative return of 12% for 2008 compared to positive   
earnings of 34% in 2007. The Group`s investment in Santam was the largest       
contributor to this under performance. Compared to positive earnings of R2,4    
billion in 2007 (42% return), the investment in Santam yielded a negative       
return of R1,3 billion (20% negative return) in 2008, a turnaround of R3,6      
billion. The decline in the Santam share price was however in line with the     
general market performance. Operations in the Institutional cluster achieved a  
negative return of 8%. As mentioned above, this performance is directly linked  
to the lower overall level of assets under management following the negative    
investment market performance during the year. The Group`s businesses in the    
UK are experiencing the aftermath of the financial markets crisis more          
severely than the South African based operations, with the UK economy           
officially in recession. These economic conditions, combined with lower assets  
under management, is expected to have a negative impact on the business flows   
and profitability and consequently also the valuation, of these operations.     
This is reflected in the more than 50% negative return reported for the Sanlam  
UK non-life operations.  The newly acquired Principal private client business   
is the main contributor to this under performance.  Since the acquisition of    
Principal in the first half of the year, the UK equity markets recorded record  
losses with a commensurate reduction in Principal`s assets under management.    
This, combined with a more than 20% strengthening of the Rand against the       
British Pound since acquisition, required a write down of approximately R180    
million in the Principal carrying value.                                        
The return on discretionary and other capital was impacted by the following:    
-  The write-off for GEV purposes of the R43 million goodwill recognised in     
respect of a performance payment to Shriram in terms of the acquisition         
agreement of Shriram Life in India;                                             
-  Some R125 million profit realised on the disposal of the Group`s interest    
in the SLF joint venture;                                                       
-  A negative change of R196 million in the net worth adjustments.  This is     
largely due to an increase in the allowance for corporate costs following a     
change in the calculation methodology. Up to the 2007 financial year, the       
Group allowed for the interest earned on the cash held in respect of the        
annual dividend between year-end and the dividend payment date. With effect     
from the 2008 financial year, it is assumed that the dividend is paid at the    
beginning of each reporting period, resulting in an increase in the net         
corporate expenses assumed in the calculation of GEV;                           
-  A loss of R46 million incurred on the delivery of Sanlam shares to the       
Trust. As part of the Ubuntu-Botho (UB) empowerment transaction, the Trust      
sold 52 million Sanlam shares to UB in exchange for UB preference shares. This  
was based on expectations at the time of the number of shares that the Trust    
will deliver to its beneficiaries. As part of the transaction, Sanlam           
undertook to deliver Sanlam shares to the Trust in instances of shortfalls, in  
exchange for an equivalent number of UB preference shares. The Trust delivered  
more shares than expected and started to experience shortfalls in its stock of  
Sanlam shares, which required of the Group to transfer Sanlam shares to it      
during the year.  The fair value of the UB shares received in exchange was      
less than the fair value of the Sanlam shares delivered, resulting in a loss    
of R46 million, which can be seen as part of the financing costs of the UB      
transaction; and                                                                
-  A loss of R269 million recognised in respect of treasury shares.  This loss  
is substantially attributable to losses recognised on the delivery of share     
incentive scheme shares to participants at the applicable strike prices.        
Earnings                                                                        
Summarised shareholders` fund income statement                                  
for the year ended 31 December 2008                                             
R million                               2008     2007    % change               

Net result from financial services      2 802    3 029   -7%                    
Net investment income                   1 068    1 117   -4%                    
                                                                                
Core earnings                           3 870    4 146   -7%                    
Project expenses                        (56)     (85)    34%                    
Net equity-accounted headline earnings  16       152     -89%                   
BEE transaction costs                   (7)      (5)     -40%                   
Net investment surpluses                (1 699)  1 264   -234%                  
Secondary Tax on Companies (STC)        (59)     (131)   55%                    
Discontinued operations                 (22)     (91)    76%                    
Amortisation of value of business       (77)     (51)    -51%                   
acquired                                                                        
                                                                                
Normalised headline earnings            1 966    5 199   -62%                   
Disposal of associates and              3        668                            
subsidiaries                                                                    
Other non-headline earnings and         (211)    (7)                            
impairments                                                                     
                                                                                
Normalised attributable earnings        1 758    5 860   -70%                   
Core earnings                                                                   
Core earnings comprise the net result from financial services                   
(operating profit) and net investment income earned on the                      
shareholders` fund, but exclude abnormal and non-recurring items                
as well as investment surpluses. Net investment income includes                 
dividends received from non-operating associated companies and                  
joint ventures, but excludes the equity-accounted retained                      
earnings.                                                                       
Core earnings for the year of R3 870 million are 7% down on 2007, the combined  
effect of a 7% reduction in the net result from financial services for the      
year and a 4% decline in net investment income over the same period. On a per   
share basis, core earnings increased by 1%, reflecting the impact of the 8%     
reduction in the weighted average number of shares in issue due to the share    
buy-backs during 2008 and 2007.                                                 
The net result from financial services of R2 802 million for the 2008           
financial year is 7% lower than in 2007. In evaluating this performance,        
cognisance should be taken of the impact of a number of material items:         
-  In terms of IFRS, only variable costs incurred in writing new investment     
management policy contracts can be capitalised and expensed over the lifetime   
of the contract in line with fees earned. All fixed acquisition costs must be   
expensed at inception of the policy. Similarly, the Group`s actuarial           
valuation basis for most insurance contracts does not allow for the             
capitalisation of upfront acquisition costs, which commensurately results in    
accounting losses at inception of these contracts. These losses, referred to    
as new business strain, have a particularly pronounced impact on earnings in    
strong new business growth scenarios, as achieved by the Group in the 2008      
financial year.                                                                 
-  The initial losses incurred by MiWay whilst in its start-up phase. MiWay is  
performing in line with expectations, with the initial start-up losses being    
anticipated in its business plan.                                               
On a comparable basis the net result from financial services is in line with    
2007, a very pleasing result in the current environment.                        
Net result from financial services                                              
for the year ended 31 December 2008                                             
R million                                   2008        2007      % change      
Net result from financial services                                              
on comparable basis                         3 922       3 905      0%           
Retail cluster                              2 785       2 542      10%          
Institutional cluster                       774         1 110      -30%         
Santam                                      494         372        33%          
Corporate and other                         (131)       (119)      -10%         
Direct Financial                                                                
Services (MiWay launched in 2008)           (55)        -          -            
New business strain                         (1 065)     (876)      -22%         
Net result from financial services          2 802       3 029      -7%          
The table below provides an analysis of the net result from financial services  
per individual business.                                                        
Net result from financial services                                              
for the year ended 31 December 2008                                             
R million                         2008           2007        % change           
Retail cluster                   1 757          1 690       4%                  
Sanlam Personal Finance          1 555          1 418       10%                 
Sanlam Developing Markets        144            227         -37%                
Sanlam UK                        58             45          29%                 
Institutional cluster             737            1 086       -32%               
Sanlam Investments                589            869         -32%               
Sanlam Employee Benefits          183            123         49%                
Sanlam Capital Markets            (35)           94          -137%              
Santam                            494            372         33%                
MiWay                            (55)            -           -                  
Corporate and other              (131)          (119)        -10%               
Net result from financial                                                       
Services                         2 802          3 029         -7%               
-  Sanlam Personal Finance`s gross result from financial services for the year  
of R1 975 million is 6% up on 2007. Market related income which contributes     
some two thirds of SPF`s profit grew by 12%, largely due to higher interest     
earned on working capital. The higher interest rates during the year also       
contributed to a higher level of asset mismatch reserve held during the year    
in respect of non-participating business and therefore the consequential        
increased level of profit released from the reserve in terms of the profit      
entitlement policy. Risk profits - some 22% of profit - declined by 1% largely  
due to some deterioration in claims experience, in particular in respect of     
mortality claims. The average underwriting margin decreased from 17,3% to       
16,3%. Administration profit decreased by 9% largely due to an increase of 17%  
in new business strain on the increased new business volumes. The increase in   
administration costs was contained at 5% notwithstanding inflationary           
pressures and new business units (e.g. Sanlam Health Management) established    
during the period. The profit contribution from non-life operations amounted    
to R85m, marginally up from that in 2007 despite pressure on the profitability  
of Sanlam Home Loans and Sanlam Personal Loans. This is substantially due to    
some deterioration in the level of arrears as well as a deliberate scaling      
back in new loans granted (down 38% and 9% respectively). Net of taxation and   
minorities the results increased by 10% to R1 555 million.                      
-  The Sanlam Developing Markets gross result from financial services of R218   
million is 36% down on 2007. Notwithstanding some fall in profitability in      
Botswana, due to the negative impact of the fall in equity markets, a strong    
performance by all the other African operations led to an overall 18% increase  
in profit from the Rest of Africa. The South African operations however         
reported a substantial fall in profit. Two main factors contributed to this     
lower profit level; a major negative mortality experience in a Channel Life     
product and increased new business strain. Corrective action has been taken to  
curtail the negative claims experience at Channel. New business costs expensed  
in 2008 increased by 31% to R335m after tax and minorities. The deferred        
benefit is reflected in the value of the in-force book and will have a          
positive impact on future profitability. After allowing for taxation and        
minority interest the SDM net operating results are down 37% to R144m. The      
taxation charge in both years benefited from some reversal of an overprovision  
in prior years.                                                                 
-  Sanlam UK reported gross operating profit of R68 million, a 39% improvement  
on their 2007 results. The 2008 results, however, include a maiden              
contribution from Principal and Buckles. Excluding these new acquisitions,      
earnings growth is 16%. A weaker average exchange rate contributed to this      
growth but Merchant Investors and the PS Group both achieved satisfactory       
trading results in a difficult UK business environment. Profit net of tax and   
minorities increased by 29% to R58 million.                                     
-  The Institutional cluster operations were in particular affected by the      
financial turmoil in 2008 and reported a 31% fall in operating earnings for     
the year.                                                                       
-  Sanlam Investments` gross operating results of R825 million are down 33% on  
2007. This turnaround is substantially due to the volatile investment markets   
which had a major negative impact on these businesses` investment performance.  
This resulted in significantly lower performance fees being earned, down from   
R526 million in 2007 to R107 million in 2008. Other factors contributing to     
the performance include an initial diluting impact of expenditure on new        
ventures and acquisitions. Administration costs increased by 8%, mainly due to  
once-off restructuring costs of R47 million and costs associated with business  
expansion, with Simeka, Blue Ink, Atom Funds Management, the growth of the      
Emerging Markets business and the transfer of investment linked business from   
Sanlam Employee Benefits impacting on the expense base. The effect of these     
items has been somewhat offset by a reduction in performance bonuses. Profit    
net of minorities and tax amounted to R589 million, down 32% on 2007. Major     
progress has been made over the past few years in transforming the business     
from a wholesale asset manager into a diversified boutique of investment        
related businesses. The wholesale asset manager contributed only a third of     
net profit in 2008, with the non-South African businesses contributing 29%.     
-  Sanlam Employee Benefits continued its recent turnaround in profitability    
and posted gross profit of R258 million, a 49% improvement on 2007. The Group   
Risk business` profit contribution increased by 33% due to an 8% increase in    
total recurring premiums and an improvement in underwriting experience. The     
migration of the policy administration business to Coris Capital and progress   
towards an initial breakeven target remains on track. The loss for the year     
attributable to this business of R32m is well down on the R74 million recorded  
in 2007. Adverse market conditions required a R69 million charge to the income  
statement in respect of an increase in the minimum investment guarantee         
reserve held for employee benefit products, resulting in a 23% fall in the      
contribution from the Structured Solutions unit. Profit net of tax and          
minorities amounted to R183 million, 49% up on 2007.                            
-  Capital Markets recorded its first loss of R61 million since its formation.  
This is the result of the volatility in debt and equity markets, the impact of  
widening credit spreads on the valuation of credit positions and a slowdown in  
deal flow associated with the uncertainty experienced by market participants    
in these conditions. Under the prevailing circumstances this business           
performed well to contain its downside risk. After allowing for the effect of   
tax, the loss for the period amounted to R35 million.                           
-  Santam`s gross operating results for the year of R1 288 million are 30%      
higher than in 2007, the combined effect of a 12% increase in underwriting      
results and a 69% increase in income earned on working capital. The latter      
benefited from a higher working capital level, higher average interest rates    
as well as a positive contribution from some bond exposure in the backing       
portfolio during the year. The claims ratio of 68% was in line with 2007 while  
the average underwriting margin of 6,4% is marginally up on the 6,2% reported   
in 2007. Taking into account a marginal increase during the year to 57% in      
Sanlam`s effective holding, Santam`s contribution to the Group`s after tax      
results increased by 33% to R494 million.  These results exclude the earnings   
from discontinued operations in Europe, which is recognised separately in the   
income statement. These operations reported a net loss of R22 million           
(Sanlam`s effective interest) for the year compared to a loss of R91 million    
in 2007.                                                                        
-  An initial pre-tax loss of R127 million incurred by MiWay is within its      
original business plan. MiWay made substantial inroads into the direct          
insurance market since inception in the first quarter of 2008 and already had   
some 26 000 short-term insurance policyholders by the end of December 2008.     
The initial focus has been on short-term insurance. Diversification to also     
include other financial services will follow in due course. Continuing strong   
growth in new business volumes should keep MiWay on target to break even on a   
monthly basis towards the end of 2009, which will be a remarkable achievement   
for this fledgling operation.                                                   
-  Corporate administration expenses were well maintained within inflationary   
limits.                                                                         
Normalised headline earnings                                                    
Normalised headline earnings of R1 966 million are 62% lower than the           
comparative period in 2007. The reduction in normalised headline earnings is    
in the main attributable to the following:                                      
-  A reduction of 7% in core earnings as discussed above.                       
-  Project expenditure of R56 million (net of taxation and minorities) spent    
on Sanlam Personal Finance`s SanlamConnect distribution channel and the MiWay   
direct distributional channel (up to its launch in February 2008) during their  
set-up phases. No further project cost is envisaged in respect of these         
projects. Ongoing costs incurred on the process refinements will be accounted   
for as operational expenditure.                                                 
-  Equity-accounted earnings from non-operating investments decreased           
substantially in 2008. This is due to the disposal of the Group`s interest in   
Peermont Global during 2007 as well as a reduction in earnings from the SLF     
joint venture and investments held by Sanlam Developing Markets, Sanlam         
Investments, Sanlam Personal Finance and Santam. The Group disposed of its      
interest in SLF effective from the end of 2008.                                 
-  Investment surpluses amounting to R1 264 million (after tax and minorities)  
in 2007 turned around to aggregate negative investment returns of R1 699        
million (after tax and minorities) in the 2008 financial year. This is the      
effect of the substantial deterioration in global equity markets during 2008.   
The FTSE/JSE All Share Index return in 2008 was -26% relative to a positive     
return of 16% in 2007.                                                          
-  The 55% fall in the secondary tax on companies (STC) charge is mainly        
attributable to the increased availability of STC credits generated to offset   
the charge in respect of the dividend paid in 2008.                             
-  Discontinued operations relate to Santam`s operations in Europe that have    
been unwound and disposed of. The profit or loss earned from discontinued       
operations must be recognised separately in the income statement in terms of    
IFRS.                                                                           
Business volumes                                                                
New business flows                                                              
Total new business volumes decreased by 2% from R102 billion in 2007 to R100    
billion for the 2008 financial year.                                            
New business volumes                                                            
for the year ended 31 December 2008                                             
R million                     2008         2007         % change                
Sanlam Personal Finance       31 070       26 516       17%                     
South Africa                 22 644       19 137       18%                      
Africa                       8 426        7 379        14%                      
Sanlam Developing Markets     2 594        3 615        -28%                    
South Africa                 1 449        2 767        -48%                     
Africa                       968          722          34%                      
Other international          177          126          40%                      
Sanlam UK                     2 350        1 293        82%                     
Institutional cluster         45 476       50 177       -9%                     
Sanlam Investments           44 961       49 299       -9%                      
Sanlam Employee Benefits     515          878          -41%                     
Santam                        12 165       11 407        7%                     
WHITE LABEL                   6 481        8 996         -28%                   
TOTAL NEW BUSINESS            100 136      102 004      -2%                     
Sanlam Personal Finance`s total new business volumes increased by 17%.          
Recurring premium business (including both life and non-life) increased by 3%   
compared to 2007 with single premium business achieving growth of 18%. These    
results are commendable in the very tough economic environment.                 
-  South African new business volumes increased by 18%, with good support       
experienced for both investment and life solutions.                             
-  New recurring premium life sales were in line with that of 2007. The impact  
of the high inflation and interest rate environment on clients` disposable      
income is evident in a fall in the sale of contractual savings products. This   
was however offset by an ongoing strong demand for risk solutions that led to   
a 16% growth in new business sales of these solutions.                          
-  Total single premium life sales are up 24% on 2007, a very satisfactory      
performance but somewhat down on the 37% growth reported for the first six      
months of 2008. Growth in the Glacier life insurance solution range             
accelerated during the year to achieve an increase of 46% in inflows.           
Guaranteed plan and contractual preservation fund solutions were popular in     
the volatile market conditions, while equity linked savings solutions reflect   
lower sales volumes in 2008.                                                    
-  Investment business increased by 16% in 2008 as Glacier continued its        
strong growth in new business flows, confirming the successful diversification  
of the business into the investment space. The new Topaz linked investment      
solution also made a solid contribution to overall investment business          
volumes. The growth was supported by a strong demand for money market           
solutions with less demand for equity-linked solutions due to the market        
volatility and uncertainty.                                                     
-  The Namibian operations experienced another good year and increased its new  
business volumes by 14%.                                                        
Sanlam Developing Markets delivered sterling results with a 33% increase in     
new life insurance business, excluding the discontinued, relatively low margin  
single premium business. Only continuations of existing single premium          
business are reflected in the 2008 single premium new business volumes.         
-  South African total new recurring premium business inflows increased by 31%  
to R765 million, the combined result of 43% growth in Sanlam Sky (previously    
African Life SA) and a 14% increase in Channel Life sales. Sanlam Sky`s         
results were supported by an increase in manpower and average premium size as   
well as a recovery from the negative impact of administrative problems          
experienced in 2007. The operational problems experienced by the Channel Life   
call centre led to its closure in the first half of 2008. Notwithstanding the   
loss of these volumes, Channel Life managed to record strong new recurring      
business volumes.                                                               
-  The other African operations continued on their strong growth trajectory     
with an increase of 34% in new business volumes. Botswana Life remains the      
main contributor to African flows and increased its recurring premiums by 32%   
to R183 million, and single premiums by 18% to R475 million. Recurring premium  
business was supported by the launch of new solutions in late 2007,             
improvements in validation and the strengthening of broker relationships. The   
single premium growth from the annuity product is particularly satisfactory     
and local assets have been acquired to back this portfolio. The other African   
operations also had a very good year and reported R310 million (up 72%) of new  
business volumes, with all operations growing in excess of 30% and Zambia and   
Tanzania more than doubling their sales volumes.                                
-  Shriram Life, our 26% held life operation in India, is continuing its        
strong sales performance, albeit at a somewhat slower pace, with 2008 full      
year sales of R177 million, up 40% on 2007. India is not escaping the global    
economic downturn, which is reflected in a lower demand for single premium      
savings products. Optimising the productivity of Shriram`s substantial agency   
force remains a challenge receiving ongoing focus. At the same time an          
investment is being made in additional complimentary distribution capacity.     
The Sanlam UK unit was established in 2008 to consolidate the Group`s UK        
operations. Its total new business volumes for the year amounted to R2,3        
billion. This comprises R1,4 billion in new life insurance business from        
Merchant Investors (up 10% on 2007), and a first time contribution of R0,9      
billion of new investment inflows in Principal, the newly acquired private      
client investment business. Both these operations were affected by the major    
slowdown in the UK economy.                                                     
Institutional new business flows are down 9% compared to the 2007 financial     
year.                                                                           
-  New life insurance business of R2,2 billion is down 19% on 2007. This        
performance should be evaluated against a background of severe market turmoil   
as well as a deliberate strategy to hold back on growth in certain areas        
during the restructuring of the Employee Benefits business. New recurring       
premiums increased by 13% on 2007 but this has been more than offset by lower   
single premium business flows.                                                  
-  New investment inflows are down 9% to R43,3 billion. South African           
wholesale segregated inflows performed well and increased by 18% to R11,8       
billion. The South African multi manager unit, as well as the private client    
and collective investment businesses, however, all recorded lower new inflows   
in 2008 - these businesses attracted large volumes of business in 2007 that     
was not expected to continue. The market conditions weighed heavily on the non- 
SA operations, which halved their 2008 new inflows to R2,1 billion.             
Net fund flows                                                                  
Net inflows (excluding white label business) for the year amounted to R10,6     
billion, 11% up on the R9,6 billion in the corresponding period in 2007. Total  
inflows increased by 1% to R109,5 billion while outflows in respect of fund     
withdrawals and policy benefits of R99 billion were up by only 0,6%.            
Net fund flows                                                                  
for the year ended 31 December 2008                                             
R million                      2008            2007                             
Sanlam Personal Finance        3 876           3 693                            
 Life business                1 170           (1 182)                           
 Investment business          2 706           4 875                             
Sanlam Developing Markets      1 218           2 266                            
Sanlam UK                      89              (172)                            
Institutional cluster          1 650           390                              
 Sanlam Employee Benefits     (1 994)         (3 594)                           
Sanlam Investments          3 644            3 984                             
Santam                        3 734            3 379                            
Net business flows                                                              
before white label           10 567           9 556                             
White label                   (1 445)          1 807                            
Total net fund flows          9 122            11 363                           
Value of new covered business (VNB)                                             
The Group`s life insurance operations reported exceptional new business value   
for 2008. The total value of new life business (VNB) of R698 million is 23%     
higher than that reported in 2007. Net of minority interests VNB improved by    
24% to R612 million. The overall average new life business margin increased     
from 2,37% to 2,68%. This improved performance is the combined effect of cost   
efficiencies, higher new business volumes and beneficial product mix. At the    
same time lower long-term interest rates resulted in a reduction in the         
discount rate applied. The latter contributed R49 million to the increase in    
total VNB.                                                                      
Value of new covered business                                                   
for the year ended 31 December 2008                                             
R million                        2008      2007       % change                  
Value of new covered business    698       567        23%                       
Sanlam Personal Finance        386       324        19%                        
 Sanlam Developing Markets      302       203        49%                        
 Sanlam UK                      1         8          -88%                       
 Sanlam Employee Benefits       9         32         -72%                       
Net of minorities                612       493       24%                        
Present value of new business                                                   
Premiums                     26 033        23 886      9%                       
 Sanlam Personal Finance    17 371        14 985      16%                       
Sanlam Developing Markets  5 332         5 476       -3%                       
 Sanlam UK                  1 484         1 327       12%                       
 Sanlam Employee Benefits   1 846         2 098       -12%                      
Net of minorities            24 459        21 886      12%                      
New covered business margin  2,68%         2,37%                                
 Sanlam Personal Finance    2,22%         2,16%                                 
 Sanlam Developing Markets  5,66%         3,71%                                 
 Sanlam UK                  0,07%         0,60%                                 
Sanlam Employee Benefits   0,49%         1,53%                                 
Net of minorities            2,50%         2,25%                                
Sanlam Personal Finance`s VNB increased by 19% to R386 million. This result     
was positively impacted by the good sales recorded for the year as well as the  
change in economic assumptions, with the average VNB margin increasing from     
2,16% in 2007 to 2,22%.                                                         
The Sanlam Developing Markets operations contributed to an exceptional 49%      
increase in gross VNB to R302 million following the 53% growth achieved in      
2007. The average VNB margin improved from 3,71% to 5,66%. This improvement     
can be ascribed to the strong new business growth achieved as well as the       
decision to discontinue the sale of low margin single premium business. Sanlam  
Sky increased its VNB by 87% while Ghana, Zambia and Tanzania more than         
doubled their contribution during 2008 on the back of the strong new business   
growth. Channel Life`s VNB was however negatively impacted by deteriorating     
mortality experience and a consequential strengthening of the mortality basis.  
The Botswana operations are continuing to do well, with VNB increasing by 22%   
and margins broadly in line with 2007.                                          
The Sanlam UK operations reported nominal VNB for 2008 as increased             
expenditure on the Merchant Investors distribution infrastructure offset the    
benefit of increased business volumes.                                          
Sanlam Employee Benefits similarly reported a major reduction in VNB in 2008.   
This is essentially due to the lower level of new life business in 2008.        
Solvency                                                                        
All of the life insurance businesses within the Group were sufficiently         
capitalised at the end of the 2008 financial year.  The total capital of        
Sanlam Life Insurance Limited, the holding company of the Group`s major life    
insurance subsidiaries, amounted to R34,4 billion on 31 December 2008. Its      
admissible regulatory capital at the end of December 2008 amounted to R21,4     
billion, which covered its regulatory Capital Adequacy Requirement (CAR) 2,7    
times, compared to 3,5 times on 31 December 2007. No policyholder portfolio     
held a negative bonus stabilisation reserve in excess of 7,5% of policyholder   
liabilities at the end of 2008.                                                 
Following Santam`s capital reduction in 2007 its regulatory capital             
(shareholders` funds including bonds) constituted 47% of net earned premiums    
on 31 December 2007. The adverse market conditions in 2008 resulted in a        
marginal reduction in the solvency level to 44% on 31 December 2008. This       
reduced solvency level is still at the higher end of the target range of 35%    
to 45% set by Santam.                                                           
FitchRatings has affirmed the following ratings of the Group in 2008:           
Sanlam Limited:                                                                 
-  National Long-term: AA-(zaf)                                                 
Sanlam Life Insurance Limited:                                                  
-  National Insurer Financial Strength: AA+(zaf)                                
-  National Long-term: AA(zaf)                                                  
-  National Short-term: F1+(zaf)                                                
-  Subordinated debt: AA-(zaf)                                                  
Santam Limited:                                                                 
-  National Insurer Financial Strength: AA+(zaf)                                
-  National Long-term: AA(zaf)                                                  
Dividend                                                                        
It is Sanlam`s practice to pay only an annual dividend, given the cost          
associated with the distribution of a dividend to our large shareholder base.   
Sustainable growth in dividend payments is an important consideration for the   
Board in determining the dividend for the year. The Board uses cash operating   
earnings as a guideline in setting the level of the dividend, subject to the    
Group`s liquidity and solvency requirements. The operational performance of     
the Group in the 2008 financial year enabled the Board to increase the          
dividend per share by 5% to 98 cents. Taking into account the reduction in the  
number of shares in issue following the share buy-backs during the year, this   
will keep the total rand value of the dividend distribution in line with that   
of 2007, maintaining a cash operating earnings cover of approximately 1,1       
times.                                                                          
The cash dividend for the year ended 31 December 2008 will be paid to           
shareholders in the register on Friday, 24 April 2009. The last date to trade   
to qualify for this dividend will be Friday, 17 April 2009, and Sanlam shares   
will trade ex-dividend from Monday, 20 April 2009. Dividend payment by way of   
electronic bank transfers will be effected on Wednesday, 6 May 2009. The        
mailing of cheque payments in respect of dividends due to those shareholders    
who have not elected to receive electronic dividend payments will commence on   
or as soon as practically possible after this date. Share certificates may not  
be dematerialised or rematerialised between Monday, 20 April 2009 and Friday,   
24 April 2009. In the event that the South African National Elections are       
confirmed for Wednesday, 22 April 2009, a public holiday may be declared and    
the dividend timetable stated above would be impacted. In this event, the last  
day to trade to qualify for this dividend will be Thursday, 16 April 2009 with  
the corresponding ex dividend date being changed to Friday, 17 April 2009. The  
record and payment dates would remain as stated above.                          
Annual general meeting                                                          
These financial results will be tabled at the annual general meeting.           
Shareholders are invited to attend this meeting, to be held on Wednesday, 3     
June 2009 at 14:00 at the Sanlam head office in Bellville.                      
Roy Andersen                  Johan van Zyl                                     
Chairman                      Group Chief Executive                             
                                                                                
Sanlam Limited                                                                  
Cape Town                                                                       
4 March 2009                                                                    
FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2008                        
Accounting policies and basis of presentation                                   
The accounting policies adopted for the purposes of the financial statements    
comply with International Financial Reporting Standards, IAS34 Interim          
Financial Reporting, Schedule 4 of the Companies Act of South Africa, the       
Listings Requirement of the JSE Limited and with applicable legislation. The    
policy liabilities and profit entitlement rules are determined in accordance    
with prevailing legislation, generally accepted actuarial practice and the      
stipulations contained in the demutualisation proposal. There have been no      
material changes in the financial soundness valuation basis since 31 December   
2007, apart from changes in the economic assumptions.                           
The basis of presentation of the results is also consistent with that applied   
in the 2007 financial statements and shareholders` information, apart from the  
following:                                                                      
Segmental reporting                                                             
The Group announced the creation of a Sanlam UK cluster during June 2008,       
which consolidates the Group`s operations in the United Kingdom (UK). The       
following businesses have been transferred from other Group clusters to the     
Sanlam UK cluster:                                                              
-  From Sanlam Personal Finance: Merchant Investors;                            
-  From Independent Financial Services: Punter Southall Group, Intrinsic and    
Nucleus.                                                                        
The newly acquired UK businesses, Principal and Buckles, also form part of the  
Sanlam UK cluster.                                                              
Responsibility for the remaining businesses formerly included in the            
Independent Financial Services cluster has been transferred to the Group        
Finance function. These operations are accordingly not presented separately     
anymore but included in the Corporate and Other cluster.                        
Comparative information in the Group`s segmental reporting and shareholders`    
information has been restated to reflect these changes in the Group`s           
operational structure.                                                          
The results for MiWay, the Group`s direct financial services business launched  
in February 2008, are included in the Short-term Insurance cluster.             
Application of new and revised standards                                        
The following new or revised IFRSs and interpretations are applied in the       
Group`s 2008 financial year:                                                    
-  IFRIC 11 IFRS 2 Group and Treasury share Transactions                        
-  IFRIC 13 Customer Loyalty Programmes                                         
-  IFRIC 14 IAS19 The Limit on Defined Benefit Asset, Minimum Funding           
Requirement and their Interaction                                               
-  IAS 39 Amended Financial Instruments: Recognition and Measurement -          
Reclassification of financial assets                                            
-  IFRS 7 Amended Financial Instruments: Disclosure - Reclassification of       
financial assets                                                                
The application of these standards and interpretations did not have a           
significant impact on the Group`s reported results and cash flows for the year  
ended 31 December 2008 and the financial position at 31 December 2008. The      
Group has not applied the reclassification option from fair value to amortised  
cost measurement allowed in terms of the recently amended IAS 39 to any of its  
financial instruments.                                                          
The following new or revised IFRSs and interpretations have effective dates     
applicable to future financial years and have not been early adopted:           
-  IAS 1 Revised Presentation of Financial Statements (effective 1 January      
2009)                                                                           
-  IAS 1 Amended Presentation of Financial Statements - Puttable Financial      
Instruments and Obligations Arising on Liquidation (effective 1 January 2009)   
-  IAS 27 Amended Consolidated and Separate Financial Statements (effective 1   
July 2009)                                                                      
-  IAS 32 Amended Financial Instruments: Presentation - Puttable Financial      
Instruments and Obligations Arising on Liquidation (effective 1 January 2009)   
-  IAS 39 Amended Financial Instruments: Recognition and Measurement -          
Eligible Hedged Items (effective 1 July 2009)                                   
-  IFRS 2 Amended Share-based Payment - Vesting Conditions and Cancellations    
(effective 1 January 2009)                                                      
-  IFRS 3 Revised Business Combinations (effective 1 July 2009)                 
-  May 2008 Improvements to IFRS (mostly effective 1 January 2009)              
The application of these revised standards and interpretations in future        
financial reporting periods is not expected to have a significant impact on     
the Group`s reported results, financial position and cash flows, except for     
IFRS 3 Revised and IAS 27 Amended for which the impact can not be quantified    
as it will depend on the nature and structure of a specific business            
combination, combined with the fact that the revised standards will be applied  
on a prospective basis.                                                         
External audit                                                                  
The Group financial statements have been extracted from the Group`s 2008        
annual financial statements, which have been audited by Ernst & Young Inc. and  
their unqualified audit opinion is available for inspection at the company`s    
registered office. The Shareholders` information has also been subject to       
external audit by Ernst & Young Inc..                                           
Shareholders` information                                                       
for the year ended 31 December 2008                                             
Contents                                                                        
Group Equity Value                                                              
Shareholders` fund at fair value                                                
Shareholders` fund income statement                                             
Notes to the shareholders` fund information                                     
Embedded value of covered business                                              
Group Equity Value                                                              
at 31 December 2008                                                             
2008       2007                    
                                             R million  R million               
                                                                                
Embedded value of covered business            28 591     28 432                 
Sanlam Personal Finance                       19 574     20 089                 
Adjusted net worth                            8 275      8 285                  
Value of in-force                             11 299     11 804                 
Sanlam Developing Markets                     2 796      2 160                  
Adjusted net worth                            1 032      860                    
Value of in-force                             1 764      1 300                  
Sanlam UK                                     680        921                    
Adjusted net worth                            234        447                    
Value of in-force                             446        474                    
Sanlam Employee Benefits                      5 541      5 262                  
Adjusted net worth                            5 472      5 118                  
Value of in-force                             69         144                    

Other Group operations                        13 560     15 451                 
Retail cluster                                2 287      1 820                  
Institutional cluster                         6 000      7 256                  
Short-term insurance                          5 273      6 375                  
                                                                                
Capital diversification                       (1 429)    (1 232)                
Other capital                                 2 416      2 542                  
43 138     45 193                  
Discretionary capital                         2 100      6 100                  
Group equity value                            45 238     51 293                 
Group equity value per share (cents)          2 213      2 350                  
Shareholders` Fund at Fair Value                                                
at 31 December 2008                                                             
                                          2008        2007                      
                                          R million   R million                 

Property and equipment                     228         214                      
Owner-occupied properties                  613         612                      
Goodwill                                   473         487                      
Value of business acquired                 802         843                      
Deferred acquisition costs                 1 260       1 079                    
Investments                                31 807      38 474                   
Sanlam businesses                          13 560      15 451                   
Sanlam Investments                         5 581       6 677                    
SIM Wholesale                              3 903       4 443                    
International                              1 358       1 857                    
Sanlam Collective Investments              320         377                      
Sanlam Personal Finance                    1 423       1 192                    
Glacier                                    696         593                      
Sanlam Personal Loans                      71          104                      
Multi-Data                                 190         143                      
Sanlam Trust                               144         104                      
Sanlam Home Loans                          133         177                      
Sanlam Healthcare Management               78          -                        
Other                                      111         71                       
Sanlam UK                                  847         600                      
Principal                                  299         -                        
Punter Southall Group                      219         297                      
Other                                      329         303                      
Alfinanz                                   17          28                       
Coris Administration                       54          38                       
Sanlam Capital Markets                     365         541                      
Short-term insurance                       5 273       6 375                    
Associated companies                       234        347                       
Joint ventures                             208         378                      
Safair Lease Finance                       -           209                      
Shriram and other                          208         169                      
Other investments                          17 805      22 298                   
Other equities and similar securities     9 036       11 112                    
Public sector stocks and loans            1 411       2 697                     
Investment properties                     491         245                       
Other interest-bearing and preference     6 867       8 244                     
share investments                                                               
Net term finance                           -           -                        
Term finance                               (5 101)     (5 068)                  
Assets held in respect of term finance     5 101       5 068                    
Net deferred tax                           352         (95)                     
Net working capital                        (451)       (909)                    
Minority shareholders` interest            (947)       (857)                    

Shareholders` fund at fair value           34 137      39 848                   
Fair value per share (cents)               1 670       1 826                    
Shareholders` Fund Income Statement                                             
for the year ended 31 December 2008                                             
                                      2008          2007                        
                                      R million     R million                   
Result from financial services                                                  
before tax                            4 260         4 539                       
 Sanlam Personal Finance              1 975         1 857                       
 Sanlam Developing Markets            218           343                         
 Sanlam UK                            68            49                          
Sanlam Employee Benefits             258           173                         
 Short-term Insurance                 1 161         987                         
 Investment Management                825           1 230                       
 Capital Markets                      (61)          73                          
Corporate and other                  (184)         (173)                       
Tax on financial services income       (966)         (997)                      
Minority shareholders` interest        (492)         (513)                      
Net result from financial services    2 802         3 029                       
Net investment income                  1 068         1 117                      
Core earnings                         3 870         4 146                       
Net project expenses                   (56)          (85)                       
BEE transaction costs                  (7)           (5)                        
Net equity-accounted headline                                                   
Earnings                               16             152                       
Net investment surpluses               (1 699)        1 264                     
Amortisation of value of business                                               
Acquired                              (77)           (51)                       
Net loss from discontinued operations   (22)          (91)                      
Net Secondary Tax on Companies         (59)           (131)                     
Normalised headline earnings           1 966          5 199                     
Other equity-accounted earnings        33             -                         
Profit on disposal of subsidiaries                                              
and associates                         3              668                       
Impairments                            (244)          (7)                       
Normalised attributable earnings       1 758          5 860                     
Fund transfers                         736            (366)                     
Attributable earnings per Group                                                 
income statement                       2 494          5 494                     
NOTES TO THE SHAREHOLDERS` FUND INFORMATION                                     
for the year ended 31 December 2008                                             
                                     2008            2007                       
                                     R million       R million                  
1. NEW BUSINESS                                                                 
Analysed per market:                                                            
Retail                                                                          
Life business                         12 862          12 195                    
Sanlam Personal Finance              11 413          9 428                     
 Sanlam Developing Markets            1 449           2 767                     
Non-life business                     29 105          29 601                    
 Sanlam Personal Finance              11 231          9 709                     
Sanlam Private Investments           7 094           8 300                     
 Sanlam Collective Investments        10 780          11 592                    
South African                          41 967          41 796                   
Non-South African                      11 921          9 520                    
Sanlam Personal Finance              8 426           7 379                     
 Sanlam Developing Markets            1 145           848                       
 Sanlam UK                            2 350           1 293                     
     Total Retail                    53 888           51 316                    
Institutional                                                                   
Group life business                  1 500            2 388                     
 Sanlam Employee Benefits (1)        515              878                       
 Investment Management (1)           985              1 510                     
Non-life business                    23 324           23 490                    
 Segregated                          11 810           10 012                    
 Sanlam Multi-Manager                4 040            5 238                     
 Sanlam Collective Investments       7 474            8 240                     
South African                        24 824           25 878                    
Investment Management non-SA         2 778            4 407                     
Institutional                        27 602           30 285                    
White label                           6 481            8 996                    
Sanlam Collective Investments        6 481            7 794                     
Sanlam Developing Markets            -                1 202                     
Short-term insurance                 12 165           11 407                    
Total new business                    100 136          102 004                  
(1) Comparative figures have been restated for a reclassification of life       
licence business from Sanlam Employee Benefits to Investment Management and     
Botswana Insurance Fund Management business from life insurance to life         
licence.                                                                        
2.Net Flow of Funds                                                             
Analysed per market:                                                            
Retail                                                                          
Life business                    795        162                                 
Sanlam Personal Finance         794        (1 210)                             
 Sanlam Developing Markets       1         1 372                                
Non-life business                7 058     9 569                                
 Sanlam Personal Finance         2 897     3 762                                
Sanlam Private Investments      3 215     3 762                                
 Sanlam Collective Investments   946       2 045                                
South African                     7 853     9 731                               
Non-South African                 1 491     1 863                               
Sanlam Personal Finance         185       1 141                                
 Sanlam Developing Markets       1 217     894                                  
 Sanlam UK                       89        (172)                                
Total Retail                      9 344     11 594                              
Institutional                                                                   
Group Life business              (2 736)   (4 745)                              
 Sanlam Employee Benefits (1)    (1 994)   (3 594)                              
 Investment Management (1)       (742)     (1 151)                              
Non-life business                985       (1 907)                              
 Segregated                      2 663     (1 753)                              
 Sanlam Multi-Manager            (3 406)   75                                   
 Sanlam Collective                                                              
Investments                      1 728      (229)                               
South African                    (1 751)    (6 652)                             
Investment Management non-SA     (760)      1 235                               
Total Institutional              (2 511)    (5 417)                             
White label                      (1 445)    1 807                               
 Sanlam Collective Investments  (1 445)    1 255                                
 Sanlam Developing Markets      -          552                                  
Short-term insurance             3 734      3 379                               
Total net flow of funds          9 122      11 363                              
(1)Comparative figures have been restated for a reclassification of life        
licence business from Sanlam Employee Benefits to Investment Management and     
Botswana Insurance Fund Management business from life insurance to life         
licence.                                                                        
3. Normalised diluted earnings per share                                        
In terms of IFRS, the policyholders` fund`s investments in Sanlam shares and    
Group subsidiaries are not reflected as equity investments in the Sanlam        
balance sheet, but deducted in full from equity on consolidation (in respect    
of Sanlam shares) or reflected at net asset value (in respect of                
subsidiaries). The valuation of the related policy liabilities however          
includes the fair value of these shares, resulting in a mismatch between        
policy liabilities and policyholder investments, with a consequential impact    
on the Group`s earnings.  The number of shares in issue must also be reduced    
with the treasury shares held by the policyholders` fund for the calculation    
of IFRS basic and diluted earnings per share.                                   
This is not a true representation of the earnings attributable to the Group`s   
shareholders, specifically in instances where the share prices and/or the       
number of shares held by the policyholders` fund varies significantly. The      
Group therefore calculates normalised diluted earnings per share to eliminate   
the impact of investments in Sanlam shares and Group subsidiaries held by the   
policyholders` fund.                                                            
                                           2008           2007                  
                                           Cents          cents                 
Normalised diluted earnings per share:                                          
Net result from financial services          133,8         133,3                 
Core earnings                               184,8         182,4                 
Headline earnings                           93,9          228,7                 
Profit attributable to shareholders` fund   84,0          257,8                 
                                          R million       R million             
Analysis of normalised earnings                                                 
(refer shareholders` fund income statement):                                    
Net result from financial services          2 802          3 029                
Core earnings                               3 870          4 146                
Headline earnings                           1 966          5 199                
Profit attributable to shareholders` fund   1 758          5 860                
Million       million                     
Adjusted number of shares:                                                      
Weighted average number of shares                                               
for diluted earnings                                                            
per share (refer below)                2 043,5        2 189,3                   
Add: Weighted average Sanlam shares                                             
held by policyholders                  50,5           83,9                      
Adjusted weighted average number                                                
of shares for normalised diluted                                                
earnings per share                    2 094,0        2 273,2                    
Number of ordinary shares in issue                                              
at beginning of period                 2 303,6        2 303,6                   
Shares cancelled                       (113,5)        -                         
Number of ordinary shares in issue     2 190,1        2 303,6                   
Shares held by subsidiaries                                                     
in shareholders` fund                  (197,3)       (168,9)                    
Outstanding long-term incentive                                                 
scheme shares and options              45,5            43,3                     
Number of shares under option to                                                
be issued at fair value                (12,7)          (7,3)                    
Convertible deferred shares                                                     
held by Ubuntu-Botho                    18,6            12,1                    
Adjusted number of shares for                                                   
value per share                         2 044,2         2 182,8                 
4. Share repurchases                                                            
The Sanlam shareholders granted general authorities to the Group at the 2007    
and 2008 annual general meetings to repurchase Sanlam shares in the market.     
The Group acquired 117,2 million shares from 6 March 2008 to 31 December 2008   
in terms of the general authorities. The lowest and highest prices paid were    
R15,33 and R21,49 per share respectively. The total consideration paid of R2,2  
billion was funded from existing cash resources. All repurchases were effected  
through the JSE trading system without any prior understanding or arrangement   
between the Group and the counter-parties. Authority to repurchase 174,5        
million shares, or 7,8% of Sanlam`s issued share capital at the time, remain    
outstanding in terms of the general authority granted at the annual general     
meeting held on 4 June 2008.                                                    
The financial effects of the share repurchases during 2008 on IFRS earnings     
and net asset value per share are illustrated in the table below. Tangible net  
asset value excludes goodwill, value of business acquired and deferred          
acquisition cost included in the shareholders` fund at net asset value.         
Before repurchases    After repurchases      
Basic earnings per share:                                                       
 Profit attributable to                                                         
shareholders` fund            cents   125,8              125,0                  
Headline earnings           cents   135,9              135,4                   
Diluted earnings per share:                                                     
 Profit attributable to                                                         
shareholders` fund           cents    123,0              122,0                  
Headline earnings                                                              
per share                    cents    132,8              132,2                  
Value per share:                                                                
 Equity value               cents    2 201              2 213                   
Net asset value            cents    1 388              1 353                   
 Tangible net asset value   cents    1 143              1 094                   
Embedded Value of covered business                                              
at 31 December 2008                                                             
2008           2007                    
                                  Note   R million      R million               
                                                                                
Sanlam Personal Finance                   19 574         20 089                 
Adjusted net worth                        8 275          8 285                  
Net value of in-force covered             11 299         11 804                 
business                                                                        
Value of in-force covered                 12 809         13 452                 
business                                                                        
Cost of capital                           (1 378)        (1 555)                
Minority shareholders` interest           (132)          (93)                   
                                                                                
Sanlam Developing Markets                 2 796          2 160                  
Adjusted net worth                        1 032          860                    
Net value of in-force covered             1 764          1 300                  
business                                                                        
Value of in-force covered                 2 432          1 833                  
business                                                                        
Cost of capital                           (284)          (268)                  
Minority shareholders` interest           (384)          (265)                  

Sanlam UK                                 680            921                    
Adjusted net worth                        234            447                    
Net value of in-force covered             446            474                    
business                                                                        
Value of in-force covered                 481            506                    
business                                                                        
Cost of capital                           (35)           (32)                   
Minority shareholders` interest           -              -                      
                                                                                
Sanlam Employee Benefits                  5 541          5 262                  
Adjusted net worth                        5 472          5 118                  
Net value of in-force covered             69             144                    
business                                                                        
Value of in-force covered                 824            961                    
business                                                                        
Cost of capital                           (755)          (817)                  
Minority shareholders` interest           -              -                      
Embedded value of covered business       28 591          28 432                 
Adjusted net worth                       15 013          14 710                 
Net value of in-force                                                           
covered business                    1    13 578          13 722                 
Embedded value of covered business       28 591           28 432                
CHANGE IN EMBEDDED VALUE OF COVERED BUSINESS                                    
FOR THE YEAR ENDED 31 DECEMBER 2008                                             
                                 2008                        2007               
R MILLION                   NOTE  TOTAL    VALUE      ADJUS-  TOTAL             
                                          OF IN-     TED                        
FORCE      NET                        
                                                     WORTH                      
                                                                                
Embedded value of covered         28 432   13 722     14 710  27                
business at the beginning                                     403               
of the year                                                                     
Value of new business (2)   2     612      1 677      (1      489               
                                                     065)                       
Net earnings from existing        1 885    (693)      2 578   1 996             
covered business                                                                
Expected return on value          1 838    1 838      -       1 442             
of in-force business                                                            
Expected transfer of              -        (2 195)    2 195   -                 
profit to adjusted net                                                          
worth                                                                           
Operating experience        3     278      (92)       370     288               
variances                                                                       
Operating assumption        4     (231)    (244)      13      266               
changes                                                                         
Expected investment return        1 180    -          1 180   1 048             
on adjusted net worth                                                           
                                                                                
Embedded value earnings           3 677    984        2 693   3 533             
from operations                                                                 
Economic assumption         5     356      402        (46)    (109)             
changes                                                                         
Tax changes                 6     215      216        (1)     291               
Investment variances -            (1 435)  (1 769)    334     271               
value of in-force                                                               
Investment variances -            (1 864)  -          (1      541               
investment return on                                  864)                      
adjusted net worth                                                              
Exchange rate movements           23       23         -       (22)              
Net project expenses        7     (53)     -          (53)    (77)              
EEV changes                       -        -          -       272               
Embedded value earnings           919      (144)      1 063   4 700             
from covered business                                                           
Transfers to other Group          -        -          -       (205)             
operations (3)                                                                  
Change in utilisation of          197      -          197     (300)             
capital diversification                                                         
Net transfers from covered        (957)    -          (957)   (3                
business                                                      166)              
Embedded value of covered         28 591   13 578     15 013  28                
business at the end of the                                    432               
year                                                                            
                                                                                
Analysis of earnings from                                                       
covered business                                                                
Sanlam Personal Finance           453      (505)      958     3 953             
Sanlam Developing Markets         659      464        195     351               
Sanlam UK                         (36)     (28)       (8)     63                
Sanlam Employee Benefits          (157)    (75)       (82)    333               
Embedded value earnings           919      (144)      1 063   4 700             
from covered business                                                           
(1) Comparative information has been restated to allocate the                   
change in minority shareholders` interest to the individual line                
items.  All line items are accordingly presented net of minority                
shareholders` interest.                                                         
(2) The 2007 comparative value of new business is before the impact             
of the adoption of EEV methodology at 31 December 2007. Value of                
new business disclosed below is after the EEV changes to ensure                 
consistent comparison with the 2008 results.                                    
(3) Reallocation of Botswana Insurance Fund Management from covered             
business to other Group operations.                                             
VALUE OF NEW BUSINESS                                                           
FOR THE YEAR ENDED 31 DECEMBER 2008                                             
R MILLION                                 NOTE   2008      2007                 

Value of new business (at point of sale):                                       
Gross value of new business                       787       657                 
Sanlam Personal Finance                           419       363                 
Sanlam Developing Markets                         343       233                 
Sanlam UK                                         6         13                  
Sanlam Employee Benefits                          19        48                  
                                                                                
Cost of capital                                   (89)      (90)                
Sanlam Personal Finance                           (33)      (39)                
Sanlam Developing Markets                         (41)      (30)                
  Sanlam UK                                      (5)       (5)                  
Sanlam Employee Benefits                          (10)      (16)                
                                                                                
Value of new business                             698       567                 
Sanlam Personal Finance                           386       324                 
Sanlam Developing Markets                         302       203                 
  Sanlam UK                                      1         8                    
Sanlam Employee Benefits                          9         32                  
                                                                                
Value of new business attributable to:                                          
Shareholders` fund                         2      612       493                 
Sanlam Personal Finance                           377       321                 
Sanlam Developing Markets                         225       132                 
Sanlam UK                                      1         8                    
Sanlam Employee Benefits                          9         32                  
                                                                                
Minority shareholders` interest                   86        74                  
Sanlam Personal Finance                           9         3                   
Sanlam Developing Markets                         77        71                  
   Sanlam UK                                     -         -                    
Sanlam Employee Benefits                          -         -                   

Value of new business                             698       567                 
                                                                                
Geographical analysis:                                                          
South Africa                                      507       426                 
Africa                                            181       125                 
Other international                               10        16                  
                                                                                
Value of new business                             698       567                 
                                                                                
Analysis of new business profitability:                                         
Before minorities:                                                              
Present value of new business premiums            26 033    23 886              
Sanlam Personal Finance                           17 371    14 985              
Sanlam Developing Markets                         5 332     5 476               
   Sanlam UK                                     1 484     1 327                
Sanlam Employee Benefits                          1 846     2 098               
                                                                                
New business margin                               2,68%     2,37%               
Sanlam Personal Finance                           2,22%     2,16%               
Sanlam Developing Markets                         5,66%     3,71%               
   Sanlam UK                                     0,07%     0,60%                
Sanlam Employee Benefits                          0,49%     1,53%               
                                                                                
R MILLION                                  NOTE   2008      2007                
                                                                                
After minorities:                                                               
Present value of new business premiums            24 459    21 886              
Sanlam Personal Finance                           17 080    14 873              
Sanlam Developing Markets                         4 049     3 588               
    Sanlam UK                                    1 484     1 327                
Sanlam Employee Benefits                          1 846     2 098               

New business margin                               2,50%     2,25%               
Sanlam Personal Finance                           2,21%     2,16%               
Sanlam Developing Markets                         5,56%     3,68%               
Sanlam UK                                    0,07%     0,60%                
Sanlam Employee Benefits                          0,49%     1,53%               
NOTES TO THE EMBEDDED VALUE OF COVERED BUSINESS                                 
for the year ended 31 December 2008                                             
1.VALUE OF IN-FORCE          Gross     Cost     Net       Change                
SENSITIVITY ANALYSIS         value of  of       value of  from                  
                            in-force  capital  in-force  base                   
                            business  R        business  value                  
R         million  R                                
                            million            million   %                      
                                                                                
BASE VALUE                   15 939    (2 361)  13 578                          

Interest rate and assets                                                        
- Risk discount rate         14 907    (3 067)  11 840    -13                   
increase by 1%                                                                  
- Investment return and      16 338    (2 296)  14 042    3                     
inflation decrease by 1%,                                                       
coupled with a 1% decrease                                                      
in risk discount rates, and                                                     
with bonus rates changing                                                       
commensurately                                                                  
- Equity and property        15 079    (2 318)  12 761    -6                    
values decrease by 10%,                                                         
without a corresponding                                                         
change in dividend and                                                          
rental yields                                                                   
- Expected return on equity  16 488    (1 895)  14 593    7                     
and property investments                                                        
increase by 1%, without a                                                       
corresponding change in                                                         
discount rates                                                                  

Expenses and persistency                                                        
- Non-commission             16 424    (2 359)  14 065    4                     
maintenance expenses                                                            
(excluding investment                                                           
expenses) decrease by 10%                                                       
- Discontinuance rates       16 251    (2 427)  13 824    2                     
decrease by 10%                                                                 

Insurance risk                                                                  
- Mortality and morbidity    16 543    (2 358)  14 185    4                     
decrease by 5% for life                                                         
assurance business                                                              
- Mortality and morbidity    15 817    (2 353)  13 464    -1                    
decrease by 5% for life                                                         
annuity business                                                                

2. VALUE OF NEW BUSINESS     Gross     Cost of  Net       Change                
SENSITIVITY ANALYSIS         value of  capital  value of  from                  
                            new       R        new       base                   
business  million  business  value                  
                            R                  R                                
                            million            million   %                      
                                                                                
Base value                   685       (73)     612                             
                                                                                
Interest rate and assets                                                        
- Risk discount rate         586       (88)     498       -19                   
increase by 1%                                                                  
- Investment return and      726       (74)     652       7                     
inflation decrease by 1%,                                                       
coupled with a 1% decrease                                                      
in risk discount rates, and                                                     
with bonus rates changing                                                       
commensurately                                                                  
                                                                                
Expenses and persistency                                                        
- Non-commission             731       (73)     658       8                     
maintenance expenses                                                            
(excluding investment                                                           
expenses) decrease by 10%                                                       
- Acquisition expenses       744       (71)     673       10                    
(excluding commission and                                                       
commission related                                                              
expenses) decrease by 10%                                                       
- Discontinuance rates       765       (77)     688       12                    
decrease by 10%                                                                 
                                                                                
Insurance risk                                                                  
- Mortality and morbidity    772       (73)     699       14                    
decrease by 5% for life                                                         
assurance business                                                              
- Mortality and morbidity    658       (73)     585       -4                    
decrease by 5% for life                                                         
annuity business                                                                
                                            2008       2007                     
R million  R million                
                                                                                
3. OPERATING EXPERIENCE VARIANCES                                               
                                                                                
Risk experience                              307        215                     
Investment guarantee reserve shortfall       (117)      -                       
Working capital and other                    88         73                      
Total operating experience variances         278        288                     

4. OPERATING ASSUMPTION CHANGES                                                 
                                                                                
Mortality and morbidity                      (196)      98                      
Persistency                                  (31)       (18)                    
Modelling improvements and other             (4)        186                     
Total operating assumption changes           (231)      266                     
                                                                                
5. ECONOMIC ASSUMPTION CHANGES                                                  
                                                                                
Investment yields and risk premium           363        (86)                    
Long-term asset mix assumptions              (7)        (23)                    
Total economic assumption changes            356        (109)                   
                                                                                
6. TAX CHANGES                                                                  
                                                                                
Change in corporate tax rate                 215        -                       
Change in policyholders` fund tax rate       -          141                     
Reduction in STC rate from 12,5% to 10,0%    -          150                     
Total tax changes                            215        291                     

7. NET PROJECT EXPENSES                                                         
                                                                                
NET PROJECT EXPENSES RELATE TO ONCE-OFF                                         
EXPENDITURE ON THE GROUP`S DISTRIBUTION                                         
PLATFORM THAT HAS NOT BEEN ALLOWED FOR IN                                       
THE EMBEDDED VALUE ASSUMPTIONS.                                                 
                                                                                
2008       2007                     
                                            %          %                        
                                                                                
8.   Economic assumptions                                                       

Gross investment return, risk discount rate                                     
and inflation                                                                   
SANLAM LIFE:                                                                    
Point used on the relevant yield curve     9 year     9 year                   
 Fixed-interest securities                  7,3        8,3                      
 Equities and offshore investments          10,8       11,8                     
 Hedged equities                            7,8        8,8                      
Property                                   8,3        9,3                      
 Cash                                       6,3        7,3                      
 Return on required capital                 8,8        9,7                      
 Inflation rate                             4,3        5,3                      
Risk discount rate                         9,8        10,8                     
                                                                                
MERCHANT INVESTORS:                                                             
 Point used on the relevant yield curve     15 year    15 year                  
Fixed-interest securities                  3,7        4,6                      
 Equities and offshore investments          7,0        7,8                      
 Hedged equities                            7,0        7,8                      
 Property                                   7,0        7,8                      
Cash                                       3,7        4,6                      
 Return on required capital                 3,7        4,6                      
 Inflation rate                             2,9        3,7                      
 Risk discount rate                         7,5        8,3                      

SDM LIMITED:                                                                    
 Point used on the relevant yield curve     6 year     6 year                   
 Fixed-interest securities                  7,3        8,6                      
Equities and offshore investments          10,8       12,1                     
 Hedged equities                            n/a        n/a                      
 Property                                   8,3        9,6                      
 Cash                                       6,3        6,6                      
Return on required capital                 8,6        9,4                      
 Inflation rate                             4,3        5,6                      
 Risk discount rate                         9,8        11,1                     
                                                                                
BOTSWANA LIFE INSURANCE:                                                        
 Point used on the relevant yield curve     n/a        n/a                      
 Fixed-interest securities                  10,5       10,5                     
 Equities and offshore investments          14,0       14,0                     
Hedged equities                            n/a        n/a                      
 Property                                   11,5       11,5                     
 Cash                                       9,5        8,5                      
 Return on required capital                 10,6       9,5                      
Inflation rate                             7,5        7,5                      
 Risk discount rate                         14,0       14,0                     
                                                                                
                                            2008       2007                     
%          %                        
Asset mix for assets supporting the                                             
required capital                                                                
                                                                                
SANLAM LIFE:                                                                    
 Equities                                   44         44                       
 Hedged equities                            13         13                       
 Property                                   3          3                        
Fixed-interest securities                  25         25                       
 Cash                                       15         15                       
                                            100        100                      
                                                                                
MERCHANT INVESTORS:                                                             
 Equities                                   -          -                        
 Hedged equities                            -          -                        
 Property                                   -          -                        
Fixed-interest securities                  -          -                        
 Cash                                       100        100                      
                                            100        100                      
                                                                                
SDM LIMITED:                                                                    
 Equities                                   50         50                       
 Hedged equities                            -          -                        
 Property                                   -          -                        
Fixed-interest securities                  -          -                        
 Cash                                       50         50                       
                                            100        100                      
                                                                                
BOTSWANA LIFE INSURANCE:                                                        
 Equities                                   15         69                       
 Hedged equities                            -          -                        
 Property                                   10         1                        
Fixed-interest securities                  25         30                       
 Cash                                       50         -                        
                                            100        100                      
Group financial statements                                                      
for the year ended 31 December 2008                                             
Contents                                                                        
Group balance sheet                                                             
Group income statement                                                          
Group statement of changes in equity                                            
Group cash flow statement                                                       
Notes to the financial statements                                               
Group Balance Sheet                                                             
at 31 December 2008                                                             
                                             2008        2007                   
                                             R million   R million              
ASSETS                                                                          
Property and equipment                        382         298                   
Owner-occupied properties                     652         650                   
Goodwill                                      2 623       2 447                 
Value of business acquired                    1 309       1 000                 
Deferred acquisition costs                    1 970       1 693                 
Long-term reinsurance assets                  506         487                   
Investments                                   268 530     290 101               
Properties                                    15 981      15 648                
Equity-accounted investments                  1 317       1 759                 
Equities and similar securities               120 284     149 038               
Public sector stocks and loans                50 531      49 887                
Debentures, insurance policies, preference    35 309      34 091                
shares and other loans                                                          
Cash, deposits and similar securities         45 108      39 678                
Deferred tax                                  712         475                   
Non-current assets held for sale              -           2 060                 
Short-term insurance technical assets         2 250       2 263                 
Working capital assets                        38 974      41 357                
Trade and other receivables                   28 908      30 538                
Cash, deposits and similar securities         10 066      10 819                

Total assets                                  317 908     342 831               
Equity and liabilities                                                          
Shareholders` fund                            27 651      29 334                
Minority shareholders` interest               2 596       2 220                 
                                                                                
Total equity                                  30 247      31 554                
Long-term policy liabilities                  229 268     244 660               
Insurance contracts                         120 879     128 398                
 Investment contracts                        108 389     116 262                
Term finance                                  6 763       6 594                 
 Margin business                             2 830       2 687                  
Other interest-bearing liabilities          3 933       3 907                  
External investors in consolidated funds      9 822       12 278                
Cell owners` interest                         447         336                   
Deferred tax                                  440         1 354                 
Non-current liabilities held for sale         -           1 606                 
Short-term insurance technical provisions     8 229       7 719                 
Working capital liabilities                   32 692      36 730                
Trade and other payables                      29 325      32 997                
Provisions                                    1 453       973                   
Taxation                                      1 914       2 760                 
                                                                                
Total equity and liabilities                  317 908     342 831               
2007 comparative Trade and other payables and Trade and other receivables have  
been increased by R2,6 billion for inappropriate set-off in the prior period.   
Group Income Statement                                                          
for the year ended 31 December 2008                                             
2008        2007                   
                                             R million   R million              
Net income                                    19 700      52 504                
 Financial services income                   28 578      26 715                 
Reinsurance premiums paid                   (2 990)     (2 685)                
 Reinsurance commission received             401         373                    
 Investment income                           17 044      14 740                 
 Investment surpluses                        (24 672)    15 885                 
Finance cost - margin business              (244)       (246)                  
 Change in fair value of external investors  1 583       (2 278)                
liability                                                                       
                                                                                
NET INSURANCE AND INVESTMENT CONTRACT         (4 352)     (33 414)              
BENEFITS AND CLAIMS                                                             
 Long-term insurance and investment contract 3 062       (26 413)               
benefits                                                                        
Short-term insurance claims                 (9 189)     (8 533)                
 Reinsurance claims received                 1 775       1 532                  
                                                                                
Expenses                                      (11 134)    (9 939)               
Sales remuneration                          (4 189)     (3 554)                
Administration costs                         (6 945)     (6 385)                
                                                                                
Impairment of investments and goodwill        (247)       (7)                   
Amortisation of value of business acquired    (77)        (51)                  
                                                                                
Net operating result                          3 890       9 093                 
Equity-accounted earnings                     34          228                   
Finance cost - other                          (391)       (281)                 
                                                                                
Profit before tax                             3 533       9 040                 
Taxation                                     (621)       (2 493)                
Shareholders` fund                          (428)       (1 678)                
 Policyholders` fund                         (193)       (815)                  
                                                                                
Profit from continued operations              2 912       6 547                 
Discontinued operations                       25          (168)                 
                                                                                
Profit for the year                           2 937       6 379                 
                                                                                
Attributable to:                                                                
Shareholders` fund                            2 494       5 494                 
Minority shareholders` interest               443         885                   
                                             2 937       6 379                  
Earnings attributable to shareholders of the                                    
company (cents):                                                                
Basic earnings per share                      125,0       256,6                 
Diluted earnings per share                    122,0       250,9                 

Earnings attributable to shareholders of the                                    
company from continuing operations (cents):                                     
Basic earnings per share                      126,1       260,8                 
Diluted earnings per share                    123,1       255,1                 
Group Statement of changes in equity                                            
for the year ended 31 December 2008                                             
                                             2008        2007                   
R million   R million              
                                                                                
Shareholders` fund:                                                             
Balance at beginning of the period            29 334      29 121                
Total recognised income                       2 554       5 395                 
 Profit for the period                       2 494       5 494                  
 Movement in foreign currency translation    60          (99)                   
reserve                                                                         
Net movement in treasury shares               17          (3 551)               
 Net realised investment surpluses on        (307)       (288)                  
treasury shares                                                                 
 Cost of net treasury shares acquired (1)    324         (3 263)                
Share-based payments                          134         74                    
Dividends paid (2)                            (1 907)     (1 705)               
                                                                                
Shares cancelled                              (2 481)     -                     

Balance at end of the period                  27 651      29 334                
                                                                                
Minority shareholders` interest:                                                
Balance at beginning of the period            2 220       3 934                 
Total recognised income                       537         858                   
 Profit for the period                       443         885                    
 Movement in foreign currency translation    94          (27)                   
reserve                                                                         
Net movement in treasury shares               (48)        (527)                 
Net realised investment surpluses on          (28)        24                    
treasury shares                                                                 
Cost of net treasury shares                   (20)        (551)                 
disposed/(acquired) (1)                                                         
Share-based payments                          23          10                    
Dividends paid                                (366)       (1 474)               
Acquisitions, disposals and other movements   230         (581)                 
in minority interests                                                           
Balance at end of the period                  2 596       2 220                 
                                                                                
Shareholders` fund                            29 334      29 121                
Minority shareholders` interest               2 220       3 934                 
Total equity at beginning of the period       31 554      33 055                
                                                                                
Shareholders` fund                            27 651      29 334                
Minority shareholders` interest               2 596       2 220                 
Total equity at end of the period             30 247      31 554                
(1) Comprises movement in cost of shares held by subsidiaries and the share     
incentive trust.                                                                
(2) Dividend of 93 cents per share paid during 2008 (2007: 77 cents per share)  
in respect of the 2007 financial year.                                          
Group Cash Flow Statement                                                       
for the year ended 31 December 2008                                             
                                             2008        2007                   
                                             R million   R million              
Net cash inflow from operating activities     6 810       30                    
Net cash (outflow)/inflow from investment     (404)       9 859                 
activities                                                                      
Net cash outflow from financing activities    (2 570)     (3 227)               
Net increase in cash and cash equivalents     3 836       6 662                 
Cash, deposits and similar securities at      51 309      44 647                
beginning of the period                                                         
Cash, deposits and similar securities at end  55 145      51 309                
of the period                                                                   
Cash, deposits and similar securities         -           (812)                 
classified as held for sale                                                     
Cash, deposits and similar securities at end  55 145      50 497                
of the period - continuing operations                                           

Cash inflow from discontinued operations      (812)       4                     
Cash, deposits and similar securities at      812         808                   
beginning of the period                                                         
Cash, deposits and similar securities at end  -           812                   
of the period - discontinued operations                                         
Notes to the financial statements                                               
for the year ended 31 December 2008                                             
2008          2007          
                                                    cents         cents         
                                                                                
1. Earnings per share                                                           
Basic earnings per share:                                                       
Headline earnings                                    135,4         225,7        
Profit attributable to shareholders` fund            125,0         256,6        
                                                                                
Diluted earnings per share:                                                     
Headline earnings                                    132,2         220,8        
Profit attributable to shareholders` fund            122,0         250,9        
                                                    R million     R million     

Analysis of earnings:                                                           
Profit attributable to shareholders                  2 494         5 494        
Less: Net profit on disposal of subsidiaries         (3)           (44)         
Less: Net profit on disposal of associates           -             (624)        
Less: Equity-accounted non-headline earnings         (33)          -            
Plus: Impairment of investments and goodwill         244           7            
                                                                                
Headline earnings                                    2 702         4 833        
                                                                                
                                                    million       million       
Number of shares:                                                               

Number of ordinary shares in issue at beginning of   2 303,6       2 303,6      
period                                                                          
Less: Weighted average number of shares cancelled    (64,3)        -            
Less: Weighted average Sanlam shares held by         (243,5)       (162,4)      
subsidiaries (including policyholders)                                          
                                                                                
Weighted average number of shares for basic earnings 1 995,8       2 141,2      
per share                                                                       
Add:  Weighted conversion of deferred shares         14,9          12,1         
Add:  Total number of shares and options             45,5          43,3         
Less:  Number of shares (under option) that would    (12,7)        (7,3)        
have been issued at fair value                                                  
                                                                                
Weighted average number of shares for diluted        2 043,5       2 189,3      
earnings per share                                                              

2. Segmental information                                                        
                                                    2008          2007          
                                                    R million     R million     
Segment financial services income                    26 969        25 026       
 Sanlam Personal Finance                            6 678         6 257         
 Sanlam Developing Markets                          3 115         2 817         
 Sanlam UK                                          399           217           
Sanlam Employee Benefits                           2 059         1 796         
 Short-term Insurance                               12 274        11 035        
 Sanlam Investments                                 2 259         2 562         
 Sanlam Capital Markets                             107           283           
Corporate, consolidation and other                 78            59            
IFRS adjustments                                     1 609         1 689        
Total financial services income                      28 578        26 715       
                                                                                
Segment result                                       1 758         5 860        
 Sanlam Personal Finance                            80            2 795         
 Sanlam Developing Markets                          53            474           
 Sanlam UK                                          (35)          96            
Sanlam Employee Benefits                           (85)          775           
 Short-term Insurance                               358           570           
 Sanlam Investments                                 526           922           
 Sanlam Capital Markets                             (35)          139           
Corporate, consolidation and other                 896           89            
Reverse minority shareholders` interest included in  443           885          
segment result                                                                  
Fund transfers                                       736           (366)        

Total profit for the period                          2 937         6 379        
                                                                                
Segment assets                                       74 582        83 506       
Sanlam Life                                          33 938        36 468       
Sanlam Developing Markets                            4 887         5 397        
Sanlam UK                                            1 692         1 368        
Short-term insurance                                 16 736        17 300       
Sanlam Investments                                   3 217         3 252        
Sanlam Capital Markets                               22 104        25 932       
Corporate, consolidation and other                   (7 992)       (6 211)      
IFRS adjustments                                     (539)         (1 843)      
Policyholders` fund                                  243 865       261 168      
Total assets                                         317 908       342 831      
                                                                                
3. Contingent liabilities                                                       

Shareholders are referred to the contingent liabilities disclosed in the 2007   
annual report.  The circumstances surrounding these contingent liabilities      
remained materially unchanged.                                                  

4. Subsequent events                                                            
                                                                                
No material facts or circumstances have arisen between the dates of the balance 
sheet and this report that affect the financial position of the Sanlam Group at 
31 December 2008 as reflected in these financial statements.                    
GROUP SECRETARY             TRANSFER SECRETARIES:                               
JOHAN BESTER                COMPUTERSHARE INVESTOR SERVICES                     
(PROPRIETARY) LIMITED                                
REGISTERED OFFICE           (REGISTRATION NUMBER 2004/003647/07)                
2 STRAND ROAD, BELLVILLE    70 MARSHALL STREET, JOHANNESBURG 2001,              
7530, SOUTH AFRICA          SOUTH AFRICA                                        
tELEPHONE +27 21 947-9111   PO BOX 61051, MARSHALLTOWN 2107,                    
FAX +27 21 947-3670         SOUTH AFRICA                                        
                           TEL +27 83 900 3755                                  
                           Fax  +27 11 688-5200                                 
POSTAL ADDRESS                                                                  
PO BOX 1, SANLAMHOF  7532,                                                      
SOUTH AFRICA                                                                    
WWW.SANLAM.CO.ZA                                                                
Directors: RC Andersen (Chairman), PT Motsepe (Deputy Chairman),                
J van Zyl (1) (Group Chief Executive), MMM Bakane-Tuoane,                       
AD Botha, AS du Plessis, FA du Plessis, MV Moosa, JP Moller (1), RK Morathi     
(1), SA Nkosi, I Plenderleith (2), GE Rudman,                                   
RV Simelane, ZB Swanepoel, PL Zim                                               
(1) Executive                                                                   
(2) British                                                                     
Bellville                                                                       
5 March 2009                                                                    
Sponsor                                                                         
Deutsche Securities (SA) (Proprietary) Limited                                  
Date: 05/03/2009 08:00:37 Produced by the JSE SENS Department.                  
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