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Wed 10 Mar 2010, 8:00 MET - Metropolitan Holdings Financial Services Group audited group results
MET
MET                                                                             
MET - Metropolitan Holdings Financial Services Group audited group results      
for the year ended 31 December 2009                                             
Metropolitan Holdings Limited                                                   
Incorporated in the Republic of South Africa                                    
Registration Number: 2000/031756/06                                             
JSE share code: MET                                                             
NSX share code: MTD                                                             
ISIN: ZAE000050456                                                              
("Metropolitan" or "the company" or "the group")                                
METROPOLITAN HOLDINGS FINANCIAL SERVICES GROUP AUDITED GROUP RESULTS FOR THE    
YEAR ENDED 31 DECEMBER 2009                                                     
HIGHLIGHTS                                                                      
-    12% return on embedded value                                               
-    Embedded value increased 6% to 1 811 cents per share                       
-    Group capital cover increased to 3.7 times                                 
-    Diluted earnings per share increased to 188 cents                          
-    Dividend increased to 100 cents per share                                  
REVIEW OF OPERATIONS AND PROSPECTS                                              
Operating environment                                                           
The investment markets remained extremely turbulent and unpredictable           
throughout the year, long bond interest rates increased further. Increased      
inflation and extensive job losses put pressure on our clients` disposable      
income, as well as on the group`s capital and operating profits during the      
year.                                                                           
Salient features and highlights                                                 
-    Diluted core headline earnings per share for the year held up well in a    
    difficult environment, decreasing by only 7% over 2008 - 5% better than     
the 2009 half-year results comparison.                                      
-    Earnings and headline earnings, boosted by mark-to-market gains,           
    increased significantly when compared to the loss disclosed in the prior    
    year.                                                                       
-    The general economic slow-down affected growth in operating profit         
    across the group.                                                           
-    Total recurring new business premium income fell 9%, while the value of    
    new insurance business declined 52%, driven primarily by the performance    
of the direct marketing channel.                                            
-    Investment income on shareholder assets was in line with the previous      
    year and expectations.                                                      
-    The economic capital requirement of the group remained stable, reducing    
marginally to R4.3 billion, mainly as a result of a decline in projected    
    economic volatilities and improved capital modelling.                       
-    The group`s overall capital position improved, resulting in a strong       
    group statutory capital adequacy requirement (CAR) cover of 3.7 times.      
-    Embedded value per share increased from 1 709 cents (31 December 2008)     
    to 1 811 cents, despite the group paying out 95 cents per share in          
    dividends.                                                                  
-    Cash flows from clients came under pressure during the year; net inflows   
of R1.5 billion were recorded by the group.                                 
-    The ordinary dividend per share was increased to 100 cents, reflecting     
    the improved operating outlook.                                             
Operational overview                                                            
Retail                                                                          
-    New business PVP (present value of expected premiums) ended 32% lower,     
    primarily as a result of the closure of loss-making products.               
-    The mix of new recurring business sold during the period changed, with a   
switch from savings to risk policies.                                       
-    The increasingly difficult conditions experienced by consumers led to a    
    higher propensity to lapse or surrender life insurance policies.            
    However, ongoing focused management action in this area resulted in         
better overall persistency during the year than would have been expected    
    in the current economic conditions.                                         
-    The direct marketing partnership, which was extensively scaled back        
    during the year, had a negative impact on both operating profit and         
value of new business (VONB).                                               
-    The retail new business margin fell from 2.8% to 1.6% (PVP basis) as a     
    result of higher discount rates, poor persistency at direct marketing       
    and the new commission and early terminations dispensation for savings      
business.                                                                   
-    Operating profit decreased by 15%, dampened by lower average investment    
    assets, the effects of the worsening economic environment on certain        
    product lines and increased new business strain on the sale of              
investment products following the implementation of higher minimum          
    surrender values and the new commission regulations.                        
Corporate                                                                       
-    Good single premium new business resulted in a 13% increase in new         
business PVP.                                                               
-    In addition, a significant volume of off balance sheet administration      
    business was written on the new Neon product.                               
-    Risk margins remained under pressure throughout the period, dampening      
operating profits compared to 2008.                                         
-    The new business PVP margin increased from 0.8% to 0.9%, reflecting the    
    improved volumes and changes in the business mix.                           
-    Although the growth in off balance sheet administration business did not   
contribute to new business premium income, it did impact the new            
    business margin as it assisted with the recovery of costs and boosted       
    the value of new business.                                                  
-    Operating profit ended 8% down, reduced by lower asset-based fees and      
weaker risk profits.                                                        
International                                                                   
-    New business recurring premium income, from all seven operations, was      
    boosted by the inclusion of the "new" countries and good performance in     
Lesotho, growing 10% compared to 2008.                                      
-    With the inclusion of all operations in the number for the first time, a   
    reduced new business margin of 2.0% (PVP) was recorded.                     
-    We continue to seek strategic alliances and partners in the countries      
where we operate, particularly in Kenya, Swaziland and Lesotho.             
-    Total operating profit fell 5% as a result of higher start-up losses in    
    the northern operations and increased claims on group business, as well     
    as the negative effect of a volatile exchange rate and tough operating      
conditions in all markets.                                                  
Asset management                                                                
-    The value of new business, comprising collective investment inflows and    
    third-party mandates, remained flat at R39 million.                         
-    MetAM delivered good absolute and relative investment performance over     
    the period, with a particularly strong delivery on equity mandates.         
-    Net inflows of R1.5 billion were recorded for the year.                    
-    Operating profit, however, declined by 6% as a result of administration    
margin compression and lower average investment asset levels.               
Health (MHG)                                                                    
-    New business flows increased, mostly as a result of the tremendous         
    growth in membership of the Government Employees Medical Scheme (GEMS).     
-    Total principal members under administration, including franchise, at      
    the year-end were 855 000 (over two million lives), confirming MHG`s        
    status as South Africa`s largest administrator of restricted medical        
    schemes.                                                                    
-    As a result of the continued growth in members, together with improved     
    operational efficiencies, operating profit before tax increased by 8%.      
-    Operating profit after tax was reduced by STC on a dividend paid to        
    Metropolitan Holdings during 2009.                                          
Capital management                                                              
-    The investment markets remained extremely volatile and unpredictable,      
    both locally and internationally.                                           
-    The group actively monitored its capital position throughout the year in   
order to protect shareholder capital.                                       
-    Dynamic asset allocation, capital protection and other strategies were     
    applied where deemed appropriate.                                           
-    Smoothed bonus funds recovered during the year, with all funds ending      
the year with strong funding levels well in excess of the 92.5%             
    reporting threshold.                                                        
-    The year-end economic capital required by the Metropolitan group was       
    R4.3 billion, 2.1 times the statutory requirement.                          
-    The actual capital held by the group at year-end exceeded this             
    requirement by approximately R2 billion.                                    
-    The operations remained well capitalised, with a group CAR cover ratio     
    of 3.7 times.                                                               
Prospects                                                                       
-    Metropolitan continues to create prosperity for Africa`s people by         
    providing appropriate products that are both accessible and affordable.     
-    Africa, as a largely untapped market, provides a number of opportunities   
for the group.                                                              
-    All the businesses are facing opportunities and threats posed by ongoing   
    changes in the highly regulated environments in which they operate.         
-    Food and transport inflation, together with rising unemployment, remain    
the biggest challenges to the group`s core target market. Further           
    deterioration in the above factors will reduce new business prospects       
    and possibly challenge the persistency of the in-force book.                
-    The board is satisfied that the group remains strategically well           
positioned, thanks to its strong focus on client service, product           
    innovation, business retention, cost containment, diversification and       
    capital management.                                                         
DIRECTORS` STATEMENT                                                            
The directors take pleasure in presenting the audited results of the            
Metropolitan Holdings financial services group for the year ended 31 December   
2009.                                                                           
Basis of presentation of financial information                                  
These results have been prepared in accordance with International Financial     
Reporting Standards (IFRS) and International Financial Reporting                
Interpretations Committee (IFRIC) interpretations issued and effective at the   
time of preparing these results, including compliance with IAS 34 Interim       
financial reporting.  They are also in compliance with the listings             
requirements of the JSE Limited and the Companies Act of South Africa.          
The accounting policies of the group have been applied consistently to all      
periods presented.  The preparation of financial statements in accordance       
with IFRS requires the use of certain critical accounting estimates as well     
as the exercise of managerial judgement in the application of the group`s       
accounting policies. Such judgement, assumptions and estimates are disclosed    
in detail in the annual financial statements for the year ended 31 December     
2009.                                                                           
Changes to presentation and restatement of 2008 results                         
Distribution costs have been reallocated from sales remuneration to other       
expenses while fee income on certain investment contracts was changed from      
that disclosed in 2008. These changes are not material and have no impact on    
group earnings. The full details are disclosed in the annual financial          
statements at 31 December 2009.                                                 
CORPORATE GOVERNANCE                                                            
The board has satisfied itself that appropriate principles of corporate         
governance were applied throughout the year under review.                       
DIRECTORATE CHANGES AND DIRECTORS` SHAREHOLDING                                 
Wiseman Nkuhlu resigned from the board with effect from 17 March 2009. JJ       
Njeke was appointed acting chairman at that time, and then on 26 January 2010   
he was appointed chairman. Dr Sonn retired as a director on 11 October 2009     
and Andile Sangqu resigned from the board on 8 December 2009. Mary Vilakazi     
and Joyce Matlala were appointed to the board on 2 November 2009 and 26         
January 2010 respectively. On 7 January 2010 Bongiwe Gobodo-Mbomvu resigned     
as company secretary. No further changes have occurred.  All transactions in    
listed shares involving directors were disclosed on SENS as required.           
CAPITAL COMMITMENTS AND CONTINGENT LIABILITIES                                  
The group had no material capital commitments at 31 December 2009.  The group   
is party to legal proceedings in the normal course of business, and             
appropriate provisions are made when losses are expected to materialise.        
EVENTS AFTER THE REPORTING PERIOD                                               
No material events occurred between the reporting date and the date of          
approval of the annual financial statements.                                    
DIVIDEND DECLARATION                                                            
Ordinary listed shares                                                          
The dividend policy for ordinary listed shares, approved by the directors and   
consistent with prior years, is to provide shareholders with stable dividend    
growth that reflects expected growth in underlying earnings in the medium       
term, while allowing the dividend cover to fluctuate.                           
An interim dividend of 40.00 cents per ordinary share was declared and paid     
in September 2009.  On 9 March 2010 a final dividend of 60.00 cents per         
ordinary share was declared. This dividend is payable to the holders of         
ordinary shares recorded in the register of the company at the close of         
business on Friday, 9 April 2010 and will be paid on Monday, 12 April 2010.     
The last day to trade "cum" dividend will be Wednesday, 31 March 2010.  The     
shares will trade "ex" dividend from the start of business on Thursday, 1       
April 2010.  Share certificates may not be dematerialised or rematerialised     
between Thursday, 1 April and Friday, 9 April 2010, both days inclusive.        
Where applicable, dividends in respect of certificated shareholders will be     
transferred electronically to shareholders` bank accounts on payment date. In   
the absence of specific mandates, dividend cheques will be posted to            
certificated shareholders on or about payment date. Shareholders who hold       
dematerialised shares will have their accounts with their CSDP or broker        
credited on Monday, 12 April 2010.                                              
Staff share purchase scheme dividend                                            
A dividend of R7 million (2008: R11 million) was declared on the unlisted       
shares in the staff share purchase scheme, as provided for in the trust deed.   
Preference share dividend                                                       
Dividends of R12 million (8.9% p.a.), R5 million (8.9% p.a.), and R25 million   
(15.8% p.a.) were declared on 9 March 2010 on the unlisted A1, A2 and A3        
Metropolitan preference shares respectively, and are payable on 31 March        
2010.                                                                           
Dividends of R31 million (14.1% p.a.), R6 million (40.00 cents per share) and   
R26 million (15.8% p.a.) were declared in September 2009 on the unlisted A1,    
A2 and A3 Metropolitan preference shares respectively, and paid on 30           
September 2009.                                                                 
The declaration rate was determined as set out in the company`s articles.       
Preference share dividends are included under finance costs in these results.   
AUDIT OPINION                                                                   
The auditors, PricewaterhouseCoopers Inc, have issued their opinion on the      
group financial statements for the year ended 31 December 2009. A copy of       
their unqualified report is available for inspection at the company`s           
registered office.                                                              
INDEPENDENT ACTUARIAL REVIEW                                                    
The embedded value and value of new business results have been reviewed by      
Deloitte & Touche.                                                              
Signed on behalf of the board                                                   
Wilhelm van Zyl                    Group chief executive                        
JJ Njeke                           Group chairman                               
Cape Town                                                                       
9 March 2010                                                                    
Directors:                                                                      
JJ Njeke (non-executive group chairman), Wilhelm van Zyl (group chief           
executive), Phillip Matlakala (executive director), Preston Speckmann (group    
finance director), Fatima Jakoet, Peter Lamprecht, Joyce Matlala, Syd Muller,   
John Newbury, Bulelwa Paledi, Marius Smith, Johan van Reenen, Mary Vilakazi     
Secretary: Thobeka Sishuba-Mashego (designate)                                  
Registration number:     2000/031756/06                                         
Registered office:  7 Parc du Cap, Mispel Road, Bellville 7535                  
JSE code:      MET                                                              
NSX code:      MTD                                                              
ISIN NO.       ZAE000050456                                                     
Transfer secretaries                                  Sponsor                   
Link Market Services SA (Pty) Ltd                     Merrill Lynch             
(Registration number 2000/007239/07)                  South Africa              
5th Floor, 11 Diagonal Street,                        (Pty) Limited             
Johannesburg, 2001                                                              
P O Box 4844, Johannesburg, 2000                                                
Telephone: +27 11 834 2266                                                      
E-mail: info@linkmarketservices.co.za                                           
Summary of financial information                                                
AUDITED GROUP RESULTS FOR THE YEAR ENDED 31 DECEMBER 2009                       
Basis of presentation of financial information                                  
These results have been prepared in accordance with International Financial     
Reporting Standards (IFRS) and International Financial Reporting                
Interpretations Committee (IFRIC) interpretations issued and effective at the   
time of preparing these results, including compliance with International        
Accounting Standard 34 (IAS34) - Interim Financial Reporting. They are also     
in compliance with the guidelines issued by the Actuarial Society of South      
Africa; the disclosure requirements of the JSE Limited (JSE) and the            
Companies Act of South Africa.                                                  
The accounting policies of the group have been applied consistently to all      
periods presented.  The preparation of financial statements in accordance       
with IFRS requires the use of certain critical accounting estimates as well     
as the exercise of managerial judgement in the application of the group`s       
accounting policies. Such judgement, assumptions and accounting estimates are   
disclosed in detail in the annual financial statements for the year ended 31    
December 2009.                                                                  
Restatement of 2008 results                                                     
-    The disclosure of sales remuneration has been reconsidered.                
    Distribution costs are no longer considered part of sales remuneration      
    and have been reallocated to other expenses. This resulted in an            
    increase of other expenses of R140 million and a corresponding decrease     
in sales remuneration.  This had no impact on the group`s earnings.  The    
    distribution costs for the current year would have been R113 million.       
-    Fee income on certain investment contracts was incorrectly allocated in    
    the December 2008 results.  This resulted in a decrease in fee income of    
R80 million with a corresponding change in fair value adjustments.  This    
    had no impact on the group`s earnings.                                      
Standards and interpretations of published standards effective in 2009 and      
relevant to the group                                                           
-    IAS 1 (Revised) - Presentation of financial statements. The revised        
    standard prohibits the presentation of non-owner changes in equity in       
    the statement of changes in equity, requiring all such income and           
    expense items to be presented separately from owner changes in equity.      
The group has therefore prepared a statement of comprehensive income as     
    well as a statement of changes in equity for the current results.           
-    The following standards: IFRS 2 (Amendment) - Share-based payments, IFRS   
    7 (Amendment) - Financial instruments disclosures: Improving disclosures    
about financial instruments, IFRIC 16 - Hedges of a net investment in a     
    foreign operation and AC 503 (Revised) - Accounting for black economic      
    empowerment transactions had no impact on the group`s earnings.             
-    The International Accounting Standards Board (IASB) made amendments to     
various standards as part of their annual improvements project. These       
    amendments had no impact on the group`s earnings.                           
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
  CONSOLIDATED STATEMENT OF FINANCIAL POSITION     31.12.2009 31.12.2008        
Rm         Rm        
  ASSETS                                                                        
  Intangible assets                                       464        525        
  Owner-occupied properties                               690        678        
Property and equipment                                  202        186        
  Investment properties                                 3 193      3 031        
  Investment in associates                                856        663        
  Investment in joint venture                               -         35        
Employee benefit assets                                 232        248        
  Financial instrument assets (1)                      56 201     53 692        
  Insurance and other receivables                       1 579      1 507        
  Deferred income tax                                      10         12        
Reinsurance contracts                                   242        212        
  Current income tax assets                               200         14        
  Cash and cash equivalents                             7 702      8 810        
  Total assets                                         71 571     69 613        

  EQUITY                                                                        
  Equity attributable to owners of the parent           6 612      5 847        
  Minority interests                                      167        141        
Total equity                                          6 779      5 988        
                                                                                
  LIABILITIES                                                                   
  Insurance contract liabilities                                                
Long-term insurance contracts (2)                   35 807     32 023        
   Capitation contracts                                     2          2        
  Financial instrument liabilities                                              
   Investment contracts                                23 471     25 209        
- with discretionary participation features         12 022     11 278        
   (2)                                                                          
   - designated as fair value through income           11 449     13 931        
   Other financial instrument liabilities (3)           2 308      3 119        
Deferred income tax                                     394        127        
  Employee benefit obligations                            202        188        
  Other payables                                        2 601      2 934        
  Current income tax liabilities                            7         23        
Total liabilities                                    64 792     63 625        
                                                                                
  Total equity and liabilities                         71 571     69 613        
(1)  Financial instrument assets consist of the following:                      
Assets designated as fair value through income: R54 441 million (2008:      
    R50 795 million)                                                            
    Assets held for trading: R718 million (2008: R1 764 million)                
    Available-for-sale assets: R2 million (2008: R5 million)                    
Loans and receivables: R1 040 million (2008: R1 128 million)                
(2)  Under IFRS4 - Insurance contracts, the group continues to account for      
    long-term insurance contracts and investment contracts with                 
    discretionary participation features using SA GAAP.                         
(3)  Other financial instrument liabilities consist of the following:           
    Liabilities designated as fair value through income: R301 million (2008:    
    R272 million)                                                               
    Liabilities held for trading: R787 million (2008: R1 498 million)           
Liabilities at amortised cost: R1 220 million (2008: R1 349 million)        
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
  STATEMENT OF ACTUARIAL VALUES OF ASSETS AND      31.12.2009 31.12.2008        
  LIABILITIES ON REPORTING BASIS                           Rm         Rm        

  Total assets per statement of financial              71 571     69 613        
  position                                                                      
  Actuarial value of policy liabilities per          (59 278)   (57 232)        
statement of financial position                                               
  Other liabilities per statement of financial        (5 514)    (6 393)        
  position                                                                      
  Minority interests per statement of financial         (167)      (141)        
position                                                                      
  Excess - group per reporting basis                    6 612      5 847        
  Net assets - other businesses                         (721)      (934)        
  Excess - long-term insurance business (4)             5 891      4 913        
LONG-TERM INSURANCE BUSINESS (4)                                              
  Change in excess of long-term insurance                 978      (802)        
  business (4)                                                                  
  Increase in share capital                              (25)       (39)        
Metropolitan Nigeria                                   (74)          -        
  Change in other reserves                                 18       (45)        
  Dividend paid                                           336      1 053        
  Total surplus arising                                 1 233        167        
Operating profit                                       634        734        
   Investment income on excess                            313        309        
   Net realised and fair value gains/(losses) on          397      (329)        
   excess                                                                       
Investment variances (5)                               279      (387)        
   Basis and other changes                              (390)      (197)        
   Employee benefit assets (6)                              -         37        
  Consolidation adjustments                               125         75        
Income tax expenses/(credits) (7)                       357      (170)        
  Adjustment for finance costs                             46         49        
  Results of long-term insurance business (4)           1 761        121        
  Results of other group businesses                        73      (277)        
Results of operations per income statement            1 834      (156)        
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
  STATEMENT OF ACTUARIAL VALUES OF ASSETS AND      31.12.2009 31.12.2008        
  LIABILITIES ON STATUTORY BASIS                           Rm         Rm        

  Reporting excess - long-term insurance business       5 891      4 913        
  (4)                                                                           
  Disregarded assets in terms of statutory              (553)      (489)        
requirements (8)                                                              
  Capital adjustments                                     501        300        
  Statutory excess - long-term insurance business       5 839      4 724        
  (4)                                                                           
Capital adequacy requirement (CAR) (Rm)               2 090      2 336        
  Ratio of long-term insurance business excess to         2.8        2.0        
  CAR (times)                                                                   
  Discretionary margins                                 1 704      1 756        
(4)  The long-term insurance business includes both insurance and investment    
    contract business and is the simple aggregate of all the life insurance     
    companies in the group.  It includes minority interests and other items,    
    which are eliminated on consolidation.  It excludes non-insurance           
business.                                                                   
(5)  Investment variances reflect the impact of actual investment returns on    
    the value of future expense recoveries and include any change in the PGN    
    110 (Allowance for embedded investment derivatives) liability.              
(6)  Recognition of Metropolitan Staff Retirement Fund surplus.                 
(7)  Includes deferred tax on contract holder capital gains and losses.         
(8)  Disregarded assets are those as defined in the South African Long Term     
    Insurance Act and are only applicable to South African Long Term            
insurance companies. Adjustments are also made for the international        
    insurance companies from reporting excess to statutory excess as            
    required by their regulators.                                               
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
CONSOLIDATED INCOME STATEMENT                    12 mths to 12 mths to        
                                                   31.12.2009 31.12.2008        
                                                           Rm         Rm        
                                                                                
Net insurance premiums received                      10 240     10 405        
  Fee income (9)                                        1 185      1 071        
  Investment income                                     3 995      4 396        
  Net realised and fair value gains/(losses)            4 642    (8 484)        
Net income                                           20 062      7 388        
                                                                                
  Net insurance benefits and claims                     8 466      8 069        
  Change in liabilities                                 4 565    (4 468)        
Change in insurance contract liabilities             3 852    (1 451)        
   Change in investment contracts with DPF                747    (2 990)        
   liabilities                                                                  
   Change in reinsurance provision                       (34)       (27)        
Fair value adjustments on investment contract         1 235        189        
  liabilities                                                                   
  Fair value adjustments on collective investment           7         18        
  scheme liabilities                                                            
Depreciation, amortisation and impairment               148        221        
  expenses (*)                                                                  
  Employee benefit expenses (#)                         1 549      1 269        
  Sales remuneration                                      987      1 095        
Other expenses (*)                                    1 271      1 151        
  Expenses                                             18 228      7 544        
                                                                                
  Results of operations                                 1 834      (156)        
Share of profit/(loss) of associates                      3        (2)        
  Share of loss of joint venture                            -       (26)        
  Finance costs (10)                                    (168)      (188)        
  Profit/(loss) before tax                              1 669      (372)        
Income tax (expenses)/credits                         (523)         77        
  Earnings                                              1 146      (295)        
                                                                                
  Attributable to:                                                              
Owners of the parent                                  1 129      (319)        
  Minority interests                                       17         24        
                                                        1 146      (295)        
                                                                                
Basic earnings per share (cents)                        214       (61)        
  Diluted earnings per share (cents)                      188       (27)        
(9)  Fee income consists of the following:                                      
    Investment contracts: R67 million (2008: R94 million)                       
Trust and fiduciary services: R159 million (2008: R144 million)             
    Other fee income: R959 million (2008: R833 million)                         
(10) Finance costs consist of the following:                                    
    Preference shares: R118 million (2008: R138 million)                        
Subordinated redeemable debt: R46 million (2008: R47 million)               
    Other: R4 million (2008: R3 million)                                        
(*)  A provision for a loan impairment raised in prior years for Metropolitan   
    Card Operations has been reversed during the current period and written     
off against other expenses.                                                 
(#)  December 2008 is net of a R75 million employee benefit asset recognised.   
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
  RECONCILIATION OF         Basic earnings         Diluted earnings             
HEADLINE EARNINGS                                                             
  attributable to owners                                                        
  of parent                                                                     
                            12 mths to 12 mths to  12 mths to 12 mths to        
31.12.2009 31.12.2008  31.12.2009 31.12.2008        
                                    Rm         Rm          Rm         Rm        
  Earnings                       1 129      (319)       1 129      (319)        
  Finance costs -                                         118        138        
preference shares                                                             
  Diluted earnings                                      1 247      (181)        
  Goodwill impairment and           61         44          61         44        
  adjustments relating to                                                       
equity accounted                                                              
  associates                                                                    
  Headline earnings (11)         1 190      (275)       1 308      (137)        
  Net realised and fair          (466)        603       (466)        603        
value (gains)/losses on                                                       
  excess                                                                        
  Basis and other changes           92        580          92        580        
  and investment variances                                                      
Employee benefit assets            -       (37)           -       (37)        
  Dilutory effect of                                      (1)          1        
  subsidiaries (12)                                                             
  Investment income on                                      1          1        
treasury shares -                                                             
  contract holders (13)                                                         
  Core headline earnings           816        871         934      1 011        
  (14)                                                                          
(11) Headline earnings consist of operating profit, investment income, net      
    realised and fair value gains, investment variances, basis and other        
    changes and the first-time recognition of employee benefit assets.          
(12) Metropolitan Health and Metropolitan Kenya are consolidated at 100% in     
the results.  For the purposes of diluted core headline earnings,           
    minority interests and investment returns are reinstated.                   
(13) For diluted core headline earnings, treasury shares held on behalf of      
    contract holders are deemed to be issued.  For diluted earnings and         
headline earnings, these shares are deemed to be cancelled.                 
(14) Net realised and fair value gains on investment assets, investment         
    variances and basis and other changes can be volatile; therefore core       
    headline earnings have been disclosed that comprise operating profit and    
investment income on shareholder assets.                                    
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
  EARNINGS PER SHARE (cents)                       12 mths to  12 mths to       
  attributable to owners of parent                 31.12.2009  31.12.2008       
Basic                                                                         
  Core headline earnings                                  154         167       
  Headline earnings                                       225        (53)       
  Earnings                                                214        (61)       
Weighted average number of shares (million)             529         521       
  Diluted                                                                       
  Core headline earnings                                  141         151       
  Headline earnings                                       197        (20)       
Earnings                                                188        (27)       
  Weighted average number of shares (million)             663         669       
  DIVIDENDS                                               2009       2008       
  Ordinary listed shares (cents per share)                                      
Interim                                                   40         40       
  Final                                                     60         55       
  Total                                                    100         95       
                                                                                
DIVIDENDS                                                                     
                                                                                
  Convertible redeemable preference shares           A1       A2       A3       
  Redemption value (per share)                R    5.12     9.18     9.18       
Paid - 31 March 2008                     Rate   16.1%   59 cps    18.0%       
                                             Rm      31        8       28       
  Paid - 30 September 2008                 Rate   16.9%   40 cps    18.7%       
                                             Rm      32        5       29       
Paid - 31 March 2009                     Rate   16.8%   55 cps    19.0%       
                                             Rm      33        7       30       
  Paid - 30 September 2009                 Rate   14.1%   40 cps    15.8%       
                                             Rm      31        6       26       
Payable - 31 March 2010                  Rate    8.9%     8.9%    15.8%       
                                             Rm      12        5       25       
                                                                                
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
ANALYSIS OF DILUTED CORE HEADLINE EARNINGS       12 mths to  12 mths to       
                                                   31.12.2009  31.12.2008       
                                                           Rm          Rm       
                                                                                
Retail business                                         383         448       
  Operating profit                                        506         612       
  Tax                                                   (123)       (164)       
  Corporate business                                      140         153       
Operating profit                                        185         211       
  Tax                                                    (45)        (58)       
  International business                                   89          94       
  Operating profit                                        100         107       
Tax                                                    (11)        (13)       
  Asset management business                                61          65       
  Operating profit                                         88          92       
  Tax                                                    (27)        (27)       
Health business                                          95         100       
  Operating profit                                        153         142       
  Tax                                                    (58)        (42)       
  Shareholder capital                                     166         151       
Holding company expenses                               (67)        (55)       
  Strategic ventures                                     (43)        (78)       
  Investment income on shareholder excess                 433         501       
  Income tax on investment income                       (157)       (217)       

  Diluted core headline earnings                          934       1 011       
  RESULTS OF OPERATIONS FROM        Net  Expenses   Results of operations       
  ADMINISTRATION BUSINESS        income                                         
(gross of minority interests                                                  
  and before finance costs and                                                  
  tax)                                                                          
                                                   12 mths to  12 mths to       
31.12.2009  31.12.2008       
                                     Rm        Rm          Rm          Rm       
                                                                                
  Health business                   991     (817)         174         141       
Asset administration              119      (62)          57          56       
  Asset management                  123      (92)          31          37       
  Metropolitan Card Operations        7      (38)        (31)        (48)       
                                  1 240   (1 009)         231         186       
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
  CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME   12 mths to 12 mths to        
                                                   31.12.2009 31.12.2008        
                                                           Rm         Rm        

  Earnings for year                                     1 146      (295)        
  Other comprehensive income for the year, net of        (10)         40        
  tax                                                                           
Exchange differences on translating foreign           (37)         16        
   operations                                                                   
   Land and buildings revaluation                          29         30        
   Other                                                    2          -        
Income tax relating to components of other             (4)        (6)        
   comprehensive income                                                         
                                                                                
  Total comprehensive income for the year               1 136      (255)        

  Total comprehensive income attributable to:                                   
   Owners of the parent                                 1 129      (283)        
   Minority interest                                        7         28        
1 136      (255)        
                                                                                
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
  CONSOLIDATED STATEMENT OF CHANGES IN EQUITY      12 mths to 12 mths to        
31.12.2009 31.12.2008        
                                                           Rm         Rm        
  Changes in share capital                                                      
  Balance at beginning                                     51         19        
Conversion of preference shares, net of issue           114                   
  costs                                                                         
  Staff share scheme shares released                       17         31        
  Decrease in treasury shares held on behalf of             1          1        
contract holders                                                              
  Balance at end                                          183         51        
                                                                                
  Changes in other reserves                                                     
Balance at beginning                                    532        495        
  Total comprehensive income                              (1)         36        
  Employee share schemes - value of services                1          4        
  provided                                                                      
Transfer to retained earnings                           (4)        (3)        
  Balance at end (15)                                     528        532        
                                                                                
  Changes in retained earnings                                                  
Balance at beginning                                  5 264      6 303        
  Total comprehensive income                            1 130      (319)        
  Dividend paid                                         (497)      (520)        
  Shares repurchased                                        -      (203)        
Transfer from other reserves                              4          3        
  Balance at end                                        5 901      5 264        
                                                                                
  Equity attributable to owners of the parent           6 612      5 847        

  Changes in minority interests                                                 
  Balance at beginning                                    141        124        
  Total comprehensive income                                7         28        
Dividend paid                                          (17)       (12)        
  Metropolitan Nigeria transferred to subsidiary           36                   
  Other                                                     -          1        
  Balance at end                                          167        141        

  Total equity                                          6 779      5 988        
(15) Other reserves consist of the following:                                   
    Land and buildings revaluation reserve: R203 million (2008: R182            
million)                                                                    
    Foreign currency translation reserve: (R26 million) (2008: R1 million)      
    Fair value reserve: R54 million (2008: R53 million)                         
    Non-distributable reserve: R297 million (2008: R296 million)                
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
  CONSOLIDATED STATEMENT OF CASH FLOWS             12 mths to  12 mths to       
                                                   31.12.2009  31.12.2008       
                                                           Rm          Rm       

  Net cash (outflow)/inflow from operating              (475)       1 455       
  activities                                                                    
  Net cash outflow from investing activities            (118)       (163)       
Net cash outflow from financing activities            (515)       (760)       
  Net cash flow                                       (1 108)         532       
  Effect of foreign exchange rate changes                   -           4       
  Cash resources and funds on deposit at                8 810       8 274       
beginning                                                                     
  Cash resources and funds on deposit at end            7 702       8 810       
  SEGMENT REPORT                                   12 mths to 12 mths to        
                                                   31.12.2009 31.12.2008        
Rm         Rm        
                                                                                
  Revenue                                                                       
  Premiums received                                    11 207     11 855        
Retail                                               6 831      7 931        
   Corporate                                            3 182      2 899        
   Health                                                  12         19        
   International                                        1 182      1 006        
Fee income                                            1 185      1 071        
   Retail                                                  27         37        
   Corporate                                              128        119        
   Asset management                                       233        220        
Health                                                 944        787        
   International                                            -         34        
   Shareholder capital                                      2         11        
   Inter-segment fee income                             (149)      (137)        

  Expenses                                                                      
  Payments to contract holders                         13 073      9 795        
   Retail                                               5 108      5 013        
Corporate                                            7 308      4 141        
   Health                                                  14         16        
   International                                          643        625        
  Other expenses                                        4 123      3 924        
Retail                                               2 263      2 415        
   Corporate                                              355        325        
   Asset management                                       155        141        
   Health                                                 803        664        
International                                          449        381        
   Shareholder capital                                    238        119        
   Inter-segment expenses                               (140)      (121)        
                                                                                
-    The South African operations are segregated into retail, corporate,        
    asset management, health and shareholder capital.  The international        
    companies - Botswana, Ghana, Kenya, Lesotho, Namibia, Nigeria and           
    Swaziland - are all managed as a single operating segment.                  
-    Segment assets did not change materially from 31 December 2008, except     
    for market-related movements.                                               
-    Other segment information used to assess the performance of the            
    operating segments is disclosed throughout the results and includes,        
diluted core headline earnings, new business premiums, value of new         
    business and profitability of new business as a % of APE.                   
-    In 2008 shareholder capital expenses are net of first-time recognition     
    of employee benefit assets and the movements in employee benefit assets     
not being utilised by the group.                                            
-    Fee income of R27 million has been reallocated from retail to corporate    
    for 2008.                                                                   
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
EMBEDDED VALUE                                  31.12.2009 31.12.2008        
                                                           Rm         Rm        
                                                                                
   Covered business                                                             
Reporting excess - long-term insurance               5 891      4 913        
   business                                                                     
   Disregarded assets (16)                              (183)      (177)        
   Dilutory effect of subsidiaries (17)                   (3)        (7)        
Reclassification from non-covered business            (54)          7        
   Diluted net asset value - covered business           5 651      4 736        
   Net value of in-force business                       4 114      4 161        
     Individual life                                    3 450      3 501        
Gross value of in-force business                 3 795      3 864        
       Less cost of capital                             (345)      (363)        
     Employee benefits                                    664        660        
       Gross value of in-force business                   844        842        
Less cost of capital                             (180)      (182)        
                                                                                
                                                                                
   Diluted embedded value - covered business            9 765      8 897        

   Non-covered business                                                         
     Net assets - other businesses                        721        934        
     Reclassification to covered business                  54        (7)        
Consolidation adjustments                          (112)      (121)        
     Adjustments for dilution                             877      1 029        
       Dilutory effect of subsidiaries (17)                83         88        
       Staff share scheme loans                            73         91        
Treasury shares held on behalf of                   10          9        
       contract holders                                                         
       Liability - convertible redeemable                 711        841        
       preference shares                                                        

     Diluted net asset value - non-covered              1 540      1 835        
     business                                                                   
     Net value of in-force business                       702        598        
Asset management                                     282        280        
     Health                                               728        664        
     Holding company expenses (18)                      (308)      (346)        
                                                                                
Diluted embedded value - non-covered                 2 242      2 433        
   business                                                                     
                                                                                
   Diluted adjusted net asset value                     7 191      6 571        
Value of in-force business                           4 816      4 759        
   Diluted embedded value                              12 007     11 330        
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
   EMBEDDED VALUE                                  31.12.2009 31.12.2008        
Rm         Rm                
                                                                                
   Required capital - covered business             3 616      3 813             
   (adjusted for qualifying debt)                                               
Surplus capital - covered business              2 034      923               
   Diluted embedded value per share (cents)        1 811      1 709             
   Diluted net asset value per share (cents)       1 085      991               
   Diluted number of shares in issue               663        663               
(million) (19)                                                               
(16) Disregarded assets as disclosed in the statement of actuarial values of    
    assets and liabilities are adjusted for internally developed software,      
    receivables older than 90 days (2008: 12 months) and recognised employee    
benefit assets.                                                             
(17) For accounting purposes, Metropolitan Health and Metropolitan Kenya have   
    been consolidated at 100%.  For embedded value purposes, disclosed on a     
    diluted basis, the minority interests and related funding have been         
reinstated.                                                                 
(18) The holding company expenses reflect the present value of projected        
    recurring expenses of that company.                                         
(19) The diluted number of shares in issue takes into account all issued        
shares, assuming conversion of the convertible redeemable preference        
    shares and the release of staff share scheme shares, and includes the       
    treasury shares held on behalf of contract holders.                         
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
EMBEDDED VALUE ATTRIBUTABLE TO       Net   Value             31.12.2008      
   GROUP COMPANIES                    asset      of                     Rm      
                                      value     in- 31.12.2009                  
                                         Rm   force         Rm                  
Rm                             
                                                                                
   Covered business                                                             
   Metropolitan Life Ltd              4 983   3 498      8 481       7 709      
Metropolitan Odyssey                  36       -         36          35      
   Union Life                            41       6         47          45      
   International                        591     610      1 201       1 108      
     Metropolitan Life                   68       -         68          58      
International                                                              
     Metropolitan Namibia               186     307        493         468      
     Metropolitan Botswana              127      61        188         194      
     Metropolitan Lesotho               161     221        382         315      
Metropolitan Kenya                   5       3          8          16      
     Metropolitan Ghana                   2      10         12           8      
     Metropolitan Swaziland              23       -         23          12      
     Metropolitan Nigeria                19       8         27          37      

   Total covered business             5 651   4 114      9 765       8 897      
                                                                                
   Non-covered business                                                         
Asset management                     109     282        391         377      
   Metropolitan Health Group            233     728        961         923      
   Metropolitan Holdings (after       1 198   (308)        890       1 133      
   consolidation adjustments)                                                   
Total non-covered business         1 540     702      2 242       2 433      
                                                                                
   Total embedded value               7 191   4 816     12 007      11 330      
   Diluted net asset value - non-   (1 540)                                     
covered business                                                             
   Adjustments to covered business      240                                     
   - net asset value                                                            
   Reporting excess - long-term       5 891                                     
insurance business                                                           
                                                                                
-    Net of minority interests.                                                 
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
VALUE OF NEW BUSINESS                              12 mths to 12 mths to     
                                                      31.12.2009 31.12.2008     
                                                              Rm         Rm     
                                                                                
Retail business                                            81        211     
     Gross value of new business                              86        223     
     Less: Cost of capital                                   (5)       (12)     
   Corporate business                                         25         20     
Gross value of new business                              45         31     
     Less: Cost of capital                                  (20)       (11)     
   International business                                     13         17     
     Gross value of new business                              13         17     
Less: Cost of capital                                   (0)        (0)     
                                                                                
   Value of covered new business                             119        248     
   Value of non-covered new business                         132        123     
Asset management                                         39         39     
     Health                                                   93         84     
                                                                                
   Total value of new business                               251        371     
-    The 2008 results excluded Metropolitan Ghana, Metropolitan Kenya,          
    Metropolitan Nigeria and Metropolitan Swaziland as these businesses were    
    in start-up phase.                                                          
-    Net of minority interests.                                                 
-    Due to rounding, the cost of capital for the international business is     
    less than R1 million.                                                       
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
   NEW BUSINESS PREMIUMS - COVERED BUSINESS         12 mths to  12 mths to      
31.12.2009  31.12.2008      
                                                            Rm          Rm      
                                                                                
   Recurring premiums                                    1 160       1 278      
Retail business                                       813         961      
     Corporate business                                    199         210      
     International business                                148         107      
                                                                                
Single premiums                                       3 422       4 314      
     Retail business                                     1 973       3 239      
     Corporate business                                  1 327         979      
     International business                                122          96      

   Annual premium equivalent (APE)                       1 501       1 709      
     Retail business                                     1 010       1 285      
     Corporate business                                    331         308      
International business                                160         116      
                                                                                
   Present value of premiums (PVP)                       8 430      10 354      
     Retail business                                     5 050       7 426      
Corporate business                                  2 737       2 431      
     International business                                643         497      
                                                                                
-    From 2009 all international premiums have been included.                   
-    Net of minority interests.                                                 
   PROFITABILITY OF NEW BUSINESS - COVERED BUSINESS  12 mths to  12 mths to     
                                                     31.12.2009  31.12.2008     
                                                                                
% of APE                                                 7.9        14.5     
   Retail business                                          8.0        16.4     
   Corporate business                                       7.6         6.5     
   International business                                   8.1        14.7     

   % of PVP                                                 1.4         2.4     
   Retail business                                          1.6         2.8     
   Corporate business                                       0.9         0.8     
International business                                   2.0         3.4     
                                                                                
-    Corporate value of new business includes value generated in respect of     
    new administration contracts secured, where premium income is not           
applicable.                                                                 
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
   SOURCE OF NEW BUSINESS PRODUCTION -         31.12.2009   31.12.2008          
   COVERED BUSINESS                                                             
Individual life - insurance and investment                                   
   business                                                                     
                                                 APE  Total    APE  Total       
                                                   %  premi      %  premi       
um %          um %       
                                                                                
   Personal financial advisors                    48     48     38     31       
   Broker distribution                            22     31     27     36       
Wholesale distribution                         13      5     18      7       
   Third party business                            2      7      5     19       
   Union Life                                      2      1      2      1       
   International                                  13      8     10      6       
PRINCIPAL ASSUMPTIONS (South Africa) (20)        31.12.2009 31.12.2008       
                                                             %          %       
                                                                                
   Pre-tax investment return                                                    
Equities                                             13.0       11.0       
     Properties                                           10.5        8.5       
     Government stock                                      9.5        7.5       
     Cash                                                  8.5        6.5       
Risk discount rate (RDR)                               12.0       10.0       
   Investment return (before tax) - smoothed bonus        11.8        9.8       
   Expense inflation rate                                  6.3        4.3       
(20) The principal assumptions relate only to the South African life            
insurance business.  Assumptions relating to international life             
    insurance businesses are based on local requirements and can differ from    
    the South African assumptions.                                              
   MINORITY INTERESTS                                31.12.2009 31.12.2008      
%          %      
                                                                                
   Metropolitan Health Group                               17.6       17.6      
   Union Life                                              50.0       50.0      
Metropolitan Namibia                                    18.0       18.0      
   Metropolitan Botswana                                   24.2       24.2      
   Metropolitan Kenya                                      34.4       33.3      
   Metropolitan Ghana                                      20.0       40.0      
Metropolitan Nigeria                                    50.0       50.0      
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
   LONG-TERM INSURANCE       Net    In-force business        New business       
   BUSINESS:               worth                                  written       
SENSITIVITIES -                                                              
   31.12.2009                                                                   
                                    Net   Gross  Cost    Net  Gross  Cost       
                                  value   value    of  value  value    of       
CAR                 CAR       
                              Rm     Rm      Rm    Rm     Rm     Rm    Rm       
                                                                                
   Base value              5 651  4 114   4 639 (525)    119    144  (25)       

     1%  increase in              3 840   4 365 (525)     95    120  (25)       
         risk discount                                                          
         rate                                                                   
% change                   (7)     (6)     -   (20)   (17)     -       
     1%  reduction in             4 429   4 954 (525)    147    172  (25)       
         risk discount                                                          
         rate                                                                   
% change                     8       7     -     24     19     -       
   10%   decrease in              4 427   4 952 (525)    150    175  (25)       
         future expenses                                                        
         % change (a)                 8       7     -     26     22     -       
10%   decrease in              4 274   4 799 (525)    175    200  (25)       
         lapse, paid-up                                                         
         and surrender                                                          
         rates                                                                  
% change                     4       3     -     47     39     -       
    5%   decrease in              4 269   4 794 (525)    150    175  (25)       
         mortality and                                                          
         morbidity for                                                          
assurance                                                              
         business                                                               
         % change                     4       3     -     26     22     -       
    5%   decrease in              4 099   4 624 (525)    116    141  (25)       
mortality for                                                          
         annuity                                                                
         business                                                               
         % change                     -       -     -    (3)    (2)     -       
1%  reduction in      5 740  4 193   4 696 (503)    155    179  (24)       
         gross                                                                  
         investment                                                             
         return,                                                                
inflation rate                                                         
         and risk                                                               
         discount rate                                                          
         % change (b)          2      2       1   (4)     30     24   (4)       
1%  reduction in      5 586  3 954   4 457 (503)    109    133  (24)       
         gross                                                                  
         investment                                                             
         return only (no                                                        
change in risk                                                         
         discount rate)                                                         
         % change (b)        (1)    (4)     (4)   (4)    (8)    (8)   (4)       
   LONG-TERM INSURANCE    Net    In-force business     New business             
BUSINESS:              worth                        written                  
   SENSITIVITIES -                                                              
   31.12.2009                                                                   
                                    Net   Gross   Cost   Net  Gross  Cost       
value   value     of value  value    of       
                                                   CAR                CAR       
                                     Rm      Rm     Rm    Rm     Rm    Rm       
                                                                                
Base value              5 651  4 114   4 639  (525)   119    144  (25)       
                                                                                
                                                                                
     1%   reduction in     5 805  4 037   4 562  (525)   137    162  (25)       
inflation rate                                                        
          % change             3    (2)     (2)      -    15     13     -       
   10%    fall in market   5 355  3 886   4 411  (525)                          
          value of                                                              
equities and                                                          
          properties                                                            
          % change           (5)    (6)     (5)      -                          
   10%    reduction in            4 053   4 578  (525)   112    137  (25)       
premium                                                               
          indexation                                                            
          take-up rate                                                          
          % change                  (1)     (1)      -   (6)    (5)     -       
10%    decrease in                                    153    178  (25)       
          non commission                                                        
          related                                                               
          acquisition                                                           
expenses                                                              
          % change                                        29     24     -       
(a)  No corresponding changes in variable policy charges are assumed,           
    although in practice it is likely that these will be modified according     
to circumstances.                                                           
(b)  Bonus rates are assumed to change commensurately.                          
(c)  The change in the value of cost of CAR is disclosed as nil where the       
    sensitivity test results in an insignificant change in the value.           
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
   ANALYSIS OF CHANGES IN   Non-   Covered business            2009    2008     
   GROUP EMBEDDED VALUE                                                         
                            cover     NAV   VoIF  Cost   Total  Total    Total  
ed                   of  cover-  group    group  
                            busi-                  CAR      ed     EV       EV  
                             ness                                               
                               Rm      Rm     Rm    Rm      Rm     Rm       Rm  

   Profit from new            140   (173)    324  (25)     126    266      388  
   business                                                                     
     Embedded value from      132   (173)    317  (25)     119    251      371  
new business                                                               
     Expected return to         8       -      7     -       7     15       17  
     end of year                                                                
   Profit from existing      (56)     552  (305)   (3)     244    188      391  
business                                                                     
     Expected return -         75       -    469  (49)     420    495      550  
     unwinding of RDR                                                           
     Expected (or actual)       -     675  (675)     -       -      -        -  
net of tax profit                                                          
     transfer to net worth                                                      
     Operating experience    (80)      43   (65)     2    (20)  (100)       76  
     variances                                                                  
Operating assumption    (51)   (166)   (34)    44   (156)  (207)    (235)  
     changes                                                                    
                                                                                
   Embedded value profit       84     379     19  (28)     370    454      779  
from operations                                                              
   Investment return on        83     705      -    58     763    846    (281)  
   net worth                                                                    
   Investment variances         9     336     97     -     433    442    (982)  
Economic assumption       (31)   (188)  (178)  (10)   (376)  (407)      247  
   changes                                                                      
   Change in risk margin        -       -      -     -       -      -      (8)  
   Exchange rate movements      -    (23)    (5)     -    (28)   (28)       16  
Total embedded value       145   1 209   (67)    20   1 162  1 307    (229)  
   profit                                                                       
   Changes in share          (23)      23                   23      -    (201)  
   capital                                                                      
Dividend paid            (195)   (317)                (317)  (512)    (539)  
   Finance costs -          (118)       -                    -  (118)    (138)  
   preference shares                                                            
   Change in embedded       (191)     915   (67)    20     868    677  (1 107)  
value                                                                        
   Time weighted return                                          11.9    (2.1)  
   on embedded value (%)                                                        
                                                                                
Operating experience variances                                               
     Non-covered      Negative variances from losses in certain of the non-     
     business         life companies partially offset by profits in the         
                      health and asset management businesses.                   
Covered                                                                    
     business                                                                   
       Net asset      Positive contribution from higher than expected           
       value (NAV)    mortality profits partially offset by negative            
variances from higher than expected expenses and lower    
                      than expected withdrawal profits.                         
       Value of in    Negative contributions mainly from greater than           
       force (VoIF)   expected net employee benefit outflows.                   
Operating assumption changes                                                 
     Non-covered      Negative contribution from lower future profitability     
     business         expected from the asset management businesses and         
                      higher non-life company expenses.                         
Covered                                                                    
     business                                                                   
       Net asset      Negative changes from the strengthening of the            
       value (NAV)    mortality basis at longer durations for grouped           
individual business, an increase in the assumed per       
                      policy expense for individual life contracts and a        
                      strengthening of the expense basis for international.     
       Value of in    Negative change mainly due to an increase in the          
force (VoIF)   assumed future expenses of the corporate business.        
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
   FUNDS RECEIVED FROM CLIENTS                      12 mths to  12 mths to      
                                    Gross     Gross 31.12.2009  31.12.2008      
inflow   outflow Net inflow  Net inflow      
                                       Rm        Rm         Rm          Rm      
                                                                                
   Retail business                  6 831   (5 108)      1 723       2 920      
Corporate business               3 182   (7 308)    (4 126)     (1 243)      
   International business           1 182     (643)        539         382      
   Long-term insurance business    11 195  (13 059)    (1 864)       2 059      
   cash flows                                                                   
Health business                 18 470  (16 710)      1 760       1 837      
   Asset administration            18 734  (15 833)      2 901       3 321      
   business                                                                     
   Asset management business        1 208   (2 628)    (1 420)         959      
Corporate business                 118         -        118         159      
   Total funds received from       49 725  (48 230)      1 495       8 335      
   clients                                                                      
   PREMIUMS RECEIVED                                12 mths to 12 mths to       
31.12.2009 31.12.2008       
                                                            Rm         Rm       
                                                                                
   Recurring premiums                                    7 779      7 472       
Retail business                                     4 856      4 689       
     Corporate business                                  1 863      1 924       
     International business                              1 060        859       
   Single premiums                                       3 416      4 364       
Retail business                                     1 975      3 242       
     Corporate business                                  1 319        975       
     International business                                122        147       
   Capitation contracts - health business                   12         19       
Segment premiums received                            11 207     11 855       
   Adjustment for premiums received from               (1 071)    (1 706)       
   investment contract holders                                                  
   Transfers between insurance, investment and             104        256       
investment with DPF contracts                                                
   Net insurance premiums per income statement          10 240     10 405       
-    2008 excludes premiums received in Metropolitan Nigeria as it was a        
    joint venture.                                                              
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
   PAYMENTS TO CONTRACT HOLDERS                     12 mths to  12 mths to      
                                                    31.12.2009  31.12.2008      
                                                            Rm          Rm      

     Individual life                                     5 571       5 475      
     Death and disability claims                         1 202       1 084      
     Maturity claims                                     1 604       1 710      
Annuities                                             797         664      
     Withdrawal benefits                                   136         156      
     Surrenders                                          1 950       1 977      
     Re-insurance recoveries                             (118)       (116)      
Employee benefits                                   7 488       4 304      
     Death and disability claims                         1 251       1 191      
     Maturity claims                                       121         211      
     Annuities                                             705         695      
Withdrawal benefits                                   310         378      
     Terminations                                        3 408         508      
     Disinvestments                                      1 904       1 538      
     Re-insurance recoveries                             (211)       (217)      
Capitation contracts                                     14          16      
   Total payments to contract holders                   13 073       9 795      
   Adjustment for payments to investment contract      (4 711)     (1 982)      
   holders                                                                      
Transfers between insurance, investment and             104         256      
   investment with DPF contracts                                                
   Net insurance benefits and claims per income          8 466       8 069      
   statement                                                                    
-    Segment information is disclosed in the segment report and reconciles to   
    total payments to policyholders.                                            
-    2008 excludes payments to contract holders in Metropolitan Nigeria as it   
    was a joint venture.                                                        
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
   NUMBER OF EMPLOYEES                             31.12.2009  31.12.2008       
                                                                                
   Indoor staff                                         5 512       5 338       
Insurance companies                                2 780       2 751       
       Retail                                           1 274       1 280       
       Union Life                                          98         107       
       Cover2Go                                            13          16       
Employee benefits                                  400         400       
       International                                      453         425       
       Group services                                     542         523       
     Metropolitan Health Group                          2 382       2 108       
Asset management                                      81          81       
     Asset administration                                  67          77       
     Metropolitan Card Operations                           -          34       
     Metropolitan Retirement Administrators               138         139       
DirectFin Solutions                                   47         129       
     Holding company                                       17          19       
   Field staff                                          4 210       3 715       
     Retail                                             2 822       2 713       
Union Life                                           304         173       
     International                                      1 084         829       
                                                                                
   Total                                                9 722       9 053       
ANALYSIS OF EXPENSES                            12 mths to  12 mths to       
                                                   31.12.2009  31.12.2008       
                                                           Rm          Rm       
                                                                                
Depreciation, amortisation and impairment              148         221       
   expenses                                                                     
   Employee benefit expenses                            1 549       1 269       
   Sales remuneration                                     987       1 095       
Other expenses                                       1 271       1 151       
   Finance costs                                          168         188       
   Total expenses                                       4 123       3 924       
                                                                                
Long-term insurance business                         3 018       2 979       
     Administration expenses                            1 705       1 555       
     Sales remuneration                                   984       1 095       
     Asset management fees                                210         209       
Direct property expenses                             119         120       
   Administration business                                996         888       
   Finance costs - preference shares and                  164         186       
   subordinated redeemable debt                                                 
Holding company                                         67          63       
   Employee benefit assets                                  -        (75)       
   Consolidation adjustments                            (122)       (117)       
   Total expenses                                       4 123       3 924       
-    Segment information is disclosed in the segment report.                    
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
   ASSETS UNDER MANAGEMENT                          31.12.2009  31.12.2008      
                                                            Rm          Rm      

   Intangible assets                                       464         525      
   Owner-occupied properties                               690         678      
   Property and equipment                                  202         186      
Investment properties                                 3 193       3 031      
   Investment in associates                                856         663      
   Investment in joint venture                               -          35      
   Employee benefit assets                                 232         248      
Financial assets                                     56 201      53 692      
     Equity securities                                  24 687      21 167      
     Debt securities                                    13 014      15 968      
     Funds on deposit and other money market             5 484       3 409      
instruments                                                                
     Unit-linked investments                            11 258      10 256      
     Derivative financial instruments                      718       1 764      
     Loans and receivables                               1 040       1 128      
Insurance and other receivables                       1 579       1 507      
   Deferred income tax                                      10          12      
   Reinsurance contracts                                   242         212      
   Current income tax assets                               200          14      
Cash and cash equivalents                             7 702       8 810      
   Total on-balance sheet assets                        71 571      69 613      
   Collective investments                               22 189      18 832      
   Health                                                5 006       4 624      
Asset management - segregated assets                  2 948       3 238      
   Employee benefits - segregated assets                 1 508       1 550      
                                                                                
   Total assets under management                       103 222      97 857      
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
   ANALYSIS OF ASSETS UNDER MANAGEMENT              31.12.2009  31.12.2008      
                                                            Rm          Rm      
                                                                                
On-balance sheet assets                                                      
   Managed and administered by Metam                    51 017      50 092      
     Properties                                          3 869       3 689      
     Collective investment schemes                       1 982       1 647      
Investment assets                                  45 166      44 756      
   Administered and/or managed by Metropolitan           1 320         977      
   Collective Investments (excludes managed by                                  
   Metam)                                                                       
Managed by external managers                         14 521      13 754      
   Other assets                                          4 713       4 790      
                                                        71 571      69 613      
   Off-balance sheet assets                                                     
Managed and administered by Metam                     6 629       6 567      
     Collective investment schemes                       3 004       2 559      
     Segregated assets                                   3 625       4 008      
   Administered and/or managed by Metropolitan          19 185      16 273      
Collective Investments (includes white label                                 
   funds)                                                                       
   Employee benefits - segregated assets                   831         780      
   Health                                                5 006       4 624      

   Total assets under management                       103 222      97 857      
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
   ANALYSIS OF ASSETS BACKING GROUP       31.12.2009      31.12.2008            
EXCESS                                                                       
                                               Rm       %      Rm       %       
                                                                                
   Equity securities                        2 489    37.7   2 471    42.3       
Collective investment schemes            1 260    19.1     948    16.2       
   Debt securities                            723    10.9     175     3.0       
   Owner-occupied properties                  638     9.7     671    11.5       
   Investment properties                      223     3.4     286     4.9       
Cash and cash equivalents                1 781    26.9   2 113    36.1       
   Goodwill                                   154     2.3     209     3.6       
   Other net assets                           556     8.4     316     5.4       
                                            7 824   118.4   7 189   123.0       
Redeemable preference shares             (711)  (10.8)   (841)  (14.4)       
   Subordinated redeemable debt             (501)   (7.6)   (501)   (8.6)       
   Excess - group per reporting basis       6 612   100.0   5 847   100.0       
   GROUP EXCESS - TOP 10 EQUITY HOLDINGS   31.12.2009     31.12.2008            
Rm       %      Rm       %       
                                                                                
   MTN Group Ltd                              196     7.9     192     7.8       
   Billiton Plc                               139     5.6     125     5.1       
Sasol Ltd                                  128     5.1     100     4.0       
   FirstRand Ltd                              117     4.7     132     5.3       
   Impala Platinum Holdings Ltd               116     4.7     122     4.9       
   Anglo American Plc                         113     4.5      90     3.6       
Standard Bank Group Ltd                    104     4.2     115     4.7       
   SAB Miller Plc                              87     3.5                       
   Naspers Ltd                                 87     3.5                       
   Compagnie Financiere Richemont              62     2.5      70     2.8       
Imperial Holdings Ltd                                       78     3.2       
   RMB Holdings                                                60     2.4       
                                            1 149    46.2   1 084    43.8       
   Total equities backing excess            2 489   100.0   2 471   100.0       
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
   STOCK EXCHANGE PERFORMANCE                2009    2008     2007    2006      
   12 month period                                                              
   Value of listed shares traded (rand      4 650   4 718    7 024   5 614      
million) (21)                                                                
    Volume of listed shares traded            386     392      456     442      
   (million) (21)                                                               
   Shares traded (% of average listed        70.4    71.1     79.7    75.0      
shares in issue) (21)                                                        
   Value of shares traded - life             94.0    93.0    108.0    81.9      
   insurance (J857  - Rbn)                                                      
   Value of shares traded - top 40 index    2 196   2 688    2 328   1 735      
(J200  - Rbn)                                                                
   Trade prices                                                                 
     Highest (cents per share)              1 395   1 520    1 691   1 581      
     Lowest (cents per share)                 941     890    1 314   1 020      
Last sale of period (cents per         1 342   1 080    1 509   1 500      
     share)                                                                     
   Percentage (%) change during period       24.3  (28.4)      6.0    38.3      
   (22)                                                                         
Percentage (%) change - life insurance    47.7  (50.2)      3.1    28.2      
   sector (J857)                                                                
   Percentage (%) change - top 40 index      28.6  (25.9)     16.1    37.5      
   (J200)                                                                       
31 December                                                                  
   Price/diluted core headline earnings      9.52    7.15    10.61   13.28      
   ratio                                                                        
   Dividend yield % (dividend on listed      7.45    8.80     6.30    5.13      
shares)                                                                      
   Dividend yield % - top 40 index (J200)    1.96    4.27     2.39    2.06      
METROPOLITAN HOLDINGS - GROUP RESULTS                                           
   STOCK EXCHANGE PERFORMANCE                2009    2008     2007    2006      

   Total shares issued (million)                                                
     Listed on JSE                            553     542      559     585      
       Ordinary shares                        549     538      553     578      
Share incentive scheme                   4       4        6       7      
     Unlisted - share purchase scheme          10      14       23      41      
     Total ordinary shares in issue           563     556      582     626      
     Treasury shares held by subsidiary         -    (16)     (26)    (27)      
Treasury shares held on behalf of        (1)     (1)      (1)    (13)      
     contract holders                                                           
     Adjustment to staff share scheme        (12)    (17)     (26)    (47)      
     shares (23)                                                                
Share incentive scheme                 (2)     (4)      (4)     (7)      
       Share purchase scheme                 (10)    (13)     (22)    (40)      
                                                                                
     Basic number of shares in issue          550     522      529     539      
Adjustment to staff share scheme          12      17       26      47      
     shares                                                                     
     Treasury shares held on behalf of          1       1        1      13      
     contract holders                                                           
Convertible redeemable preference        100     123      123     123      
     shares                                                                     
     Diluted number of shares in issue        663     663      679     722      
     (24)                                                                       
Market capitalisation at end (Rbn)        8.90    7.16    10.25   10.83      
   (25)                                                                         
   Percentage (%) of life insurance          6.01    7.05     4.93    5.45      
   sector                                                                       
(21) 2008 is net of 16 million shares acquired for R200 million as part of a    
    share buy-back programme (2007: 44 million shares acquired for R690         
    million; 2006: 42 million shares acquired for R558 million).                
(22) 2007 has been adjusted for the special dividend of 77 cents per share,     
while 2006 has been adjusted for a capital reduction of 100 cents.          
(23) These are shares which have been issued since 1 January 2001, the date     
    on which the group adopted AC133 (now IAS39).                               
(24) The diluted number of shares in issue takes into account all issued        
shares, assuming conversion of the convertible redeemable preference        
    shares and the release of staff share scheme shares, and includes the       
    treasury shares held on behalf of contract holders.                         
(25) The market capitalisation is calculated on the fully diluted number of     
shares in issue.                                                            
Date: 10/03/2010 08:00:03 Produced by the JSE SENS Department.                  
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