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JSE NBKP
NBKP
NBKP - Nedbank Limited - Audited summarised financial results for the year
ended 31 December 2011
Nedbank Limited
Incorporated in the Republic of South Africa
(Registration No. 1951/000009/06)
JSE share code: NBKP
ISIN: ZAE000043667
AUDITED SUMMARISED FINANCIAL RESULTS FOR THE YEAR ENDED 31 DECEMBER 2011
OVERVIEW
Nedbank Limited (`Nedbank`) is a wholly owned subsidiary of Nedbank Group
Limited, which is listed on JSE Limited. These summarised consolidated annual
financial results are published to provide information to holders of Nedbank`s
listed non-redeemable non-cumulative preference shares.
Commentary relating to the Nedbank summarised consolidated annual financial
results is included in the Nedbank Group Limited group results, as presented
to shareholders on 29 February 2012. Further information is provided on the
website www.nedbankgroup.co.za.
AMENDMENT TO THE TERMS OF THE NON-REDEEMABLE NON-CUMULATIVE NON-PARTICIPATING
PREFERENCE SHARES IN THE ISSUED SHARE CAPITAL OF NEDBANK LIMITED (`NEDBANK
PERPETUAL PREFERENCE SHARES`)
Holders of Nedbank perpetual preference shares are referred to the
announcement released on the Securities Exchange News Service (SENS) of JSE
Limited on 1 March 2007, setting out the potential effects on the Nedbank
perpetual preference shares of the then proposed amendments to the tax
legislation regarding the introduction of a dividend tax on all distributions,
including dividend distributions, by a company to its shareholders, as
contemplated in sections 64D to 64N of the Income Tax Act, 58 of 1962, as
amended (`Income Tax Act`) (`dividend tax`), in the place of secondary tax on
companies (STC). Those proposals have now been incorporated into the necessary
amending legislation, which has come into effect and will apply from 1 April
2012.
As a result of the amendments to tax legislation, the board of directors of
Nedbank has resolved, subject to the passing of the required resolutions by
holders of the Nedbank perpetual preference shares and holders of Nedbank
Group Limited ordinary shares, to amend the rate used to calculate the
preference dividend payable on the Nedbank perpetual preference shares from
the current rate of 75% of the prime rate to 83,33% of the prime rate.
The amendment will apply to dividend number 19, the dividend declared and paid
on Nedbank perpetual preference shares on or after 1 April 2012, the date on
which dividend tax becomes effective.
Nedbank shareholders are advised that a circular relating to the amendment of
the terms of the Nedbank perpetual preference shares, and the consequent
amendment of the memorandum of incorporation of Nedbank, will be posted to
shareholders.
BOARD CHANGES DURING THE PERIOD
The group advised earlier in the year that senior independent non-executive
director Chris Ball retired as a director with effect from 6 May 2011, after
reaching the mandatory retirement age for directors. Malcolm Wyman was
appointed to succeed Chris as senior independent non-executive director and as
Chairman of the Group Audit Committee.
Mpho Makwana was appointed as independent non-executive director with effect
from 17 November 2011.
Alan Knott-Craig has resigned as an independent non-executive director of
Nedbank Group and Nedbank Limited with effect from 24 February 2012 following
his recent appointment as chief executive of Cell C with effect from 1 April
2012.
ACCOUNTING POLICIES
Nedbank is a company domiciled in SA. The summarised consolidated financial
results at and for the year ended 31 December 2011 comprise the company and
its subsidiaries (the `group`) and the group`s interests in associates and
jointly controlled entities.
Nedbank`s principal accounting policies have been prepared in terms of
International Financial Reporting Standards (IFRS) of the International
Accounting Standards Board and have been applied consistently over the current
and prior financial years.
Nedbank`s summarised consolidated annual financial results have been prepared
in accordance with the recognition and measurement criteria of IFRS,
interpretations issued by the IFRS Interpretations Committee, the presentation
and disclosure requirements of International Accounting Standard (IAS) 34:
Interim Financial Reporting and AC 500 standards as issued by the Accounting
Practices Board and in terms of the requirements of the Companies Act of SA.
In the preparation of these summarised consolidated annual financial results
the group has applied key assumptions concerning the future and other
indeterminate sources in recording various assets and liabilities. The
assumptions applied in the group financial results for the year ended 31
December 2011 were consistent with those applied during the 2010 financial
year. These assumptions are subject to ongoing review and possible amendments.
The financial results have been prepared under the supervision of Raisibe
Morathi, the Group Chief Financial Officer.
EVENTS AFTER THE REPORTING PERIOD
There are no material events after the reporting period to report on.
AUDITED RESULTS - AUDITORS` OPINION
KPMG Inc and Deloitte & Touche, Nedbank`s independent auditors, have audited
the consolidated annual financial statements of Nedbank Limited from which the
summarised consolidated financial results have been derived, and have
expressed an unmodified audit opinion on the consolidated annual financial
statements. The summarised consolidated annual financial results comprise the
consolidated statement of financial position at 31 December 2011, consolidated
statement of comprehensive income, condensed consolidated statement of changes
in equity, condensed consolidated statement of cashflows for the year then
ended and selected explanatory notes. The audit report is available for
inspection at Nedbank`s registered office.
NEDBANK NON-REDEEMABLE NON-CUMULATIVE PREFERENCE SHARES - DECLARATION OF
DIVIDEND NO 18
Notice is hereby given that preference dividend no 18 of 34,02740 cents per
share has been declared for the period from 1 July 2011 to 31 December 2011,
payable on Monday, 26 March 2012, to holders of the Nedbank non-redeemable non-
cumulative preference shares recorded in the books of the company at the close
of business on Friday, 23 March 2012.
In accordance with the provisions of Strate, the electronic settlement and
custody system used by JSE Limited, the relevant dates for the payment of the
dividend are as follows:
Last day to trade cum dividend Thursday, 15 March 2012
Shares trade ex dividend Friday, 16 March 2012
Record date Friday, 23 March 2012
Payment date Monday, 26 March 2012
Share certificates may not be dematerialised or rematerialised between Friday,
16 March 2012, and Friday, 23 March 2012, both days inclusive.
Where applicable, dividends in respect of certificated shares will be
transferred electronically to shareholders` bank accounts on payment date. In
the absence of specific mandates, dividend cheques will be posted to
shareholders. Shareholders who have dematerialised their share certificates
will have their accounts, at their participant or broker, credited on Monday,
26 March 2012.
For and on behalf of the board
RJ Khoza MWT Brown
Chairman Chief Executive
29 February 2012
Registered office:
Nedbank Sandton, 135 Rivonia Road, Sandown, Sandton, 2196.
PO Box 1144, Johannesburg, 2000.
Transfer secretaries: Computershare Investor Services (Pty) Ltd
70 Marshall Street, Johannesburg, 2001
PO Box 61051, Marshalltown, 2107.
Directors:
Dr RJ Khoza (Chairman)
MWT Brown* (Chief Executive)
TA Boardman
TCP Chikane
GW Dempster* (Chief Operating Officer)
MA Enus-Brey
Prof B de L Figaji
DI Hope (New Zealand)
WE Lucas-Bull
PM Makwana
NP Mnxasana
RK Morathi* (Chief Financial Officer)
JK Netshitenzhe
JVF Roberts (British)
GT Serobe
MI Wyman** (British).
* Executive
** Senior independent non-executive director.
Company Secretary:
GS Nienaber
Sponsors:
Investec Bank Limited, Nedbank Capital
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
for the year ended 31 Dec 2011 31 Dec 2010
Rm
Interest and similar income 41 417 43 421
Interest expense and similar charges 24 119 27 556
Net interest income 17 298 15 865
Impairments charge on loans and advances 5 321 6 360
Income from lending activities 11 977 9 505
Non-interest revenue 12 555 10 741
Operating income 24 532 20 246
Total operating expenses 16 955 14 983
- Operating expenses 16 876 14 838
- Black economic empowerment (BEE) transaction
expenses 79 145
Indirect taxation 413 387
Profit from operations before non-trading and
capital items 7 164 4 876
Non-trading and capital items (48) (103)
- Net loss on sale of subsidiaries,
investments, and property and equipment - (17)
- Net impairment of investments, property and
equipment, and capitalised development costs (48) (86)
Profit from operations before direct taxation 7 116 4 773
Total direct taxation 1 610 983
- Direct taxation 1 610 985
- Taxation on non-trading and capital items - (2)
Profit for the year 5 506 3 790
Other comprehensive income net of taxation 267 118
- Exchange differences on translating foreign
operations 48 (15)
- Fair-value adjustments on available-for-sale
assets (27) (31)
- Gains on property revaluations 246 164
Total comprehensive income for the year 5 773 3 908
Profit attributable to:
Ordinary and preference equity holders 5 483 3 737
Non-controlling interest - ordinary
shareholders 23 53
Profit for the year 5 506 3 790
Total comprehensive income attributable to:
Ordinary and preference equity holders 5 750 3 855
Non-controlling interest - ordinary
shareholders 23 53
Total comprehensive income for the year 5 773 3 908
HEADLINE EARNINGS RECONCILIATION
for the year ended 31 Dec 2011 31 Dec 2010
Rm Gross Net of Gross Net of
taxation taxation
Profit attributable to ordinary
and preference equity holders - 5 483 - 3 737
Less: Non-trading and capital
items (48) (48) (103) (101)
- Net loss on sale of
subsidiaries, investments, and
property and equipment - - (17) (15)
- Net impairment of investments,
property and equipment, and
capitalised development costs (48) (48) (86) (86)
Headline earnings attributable
to ordinary and preference
equity holders - 5 531 - 3 838
CONDENSED CONSOLIDATED STATEMENT OF CASHFLOWS
for the year ended 31 Dec 31 Dec
2011 2010
Rm
Cash generated by operations 14 800 13 329
Change in funds for operating activities (7 171) (11 705)
Net cash from operating activities before
taxation 7 629 1 624
Taxation paid (2 949) (1 592)
Cashflows from operating activities 4 680 32
Cashflows utilised by investing activities (1 873) (3 508)
Cashflows from financing activities 2 032 4 753
Effects of exchange rate changes on opening cash * *
and cash equivalents (excluding foreign
borrowings)
Net increase in cash and cash equivalents 4 839 1 277
Cash and cash equivalents at the beginning of the
year** 18 537 17 260
Cash and cash equivalents at the end of the
year** 23 376 18 537
* Represents amounts less than R1m.
** Including mandatory reserve deposits with
central banks.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
at 31 Dec 31 Dec
2011 2010
Rm
ASSETS
Cash and cash equivalents 11 514 7 469
Other short-term securities 31 715 21 955
Derivative financial instruments 14 314 14 077
Government and other securities 29 991 31 667
Loans and advances 490 176 469 527
Other assets 3 989 3 613
Clients` indebtedness for acceptances 2 931 1 920
Current taxation receivable 629 440
Investment securities 3 549 2 999
Non-current assets held for sale 8 5
Investments in associate companies and joint
ventures 565 933
Deferred taxation asset 66 48
Investment property 488 82
Property and equipment 6 082 5 394
Long-term employee benefit assets 2 027 1 965
Mandatory reserve deposits with central banks 11 862 11 068
Intangible assets 3 634 3 328
Total assets 613 540 576 490
EQUITY AND LIABILITIES
Ordinary share capital 27 27
Ordinary share premium 14 422 14 422
Reserves 24 856 20 281
Total equity attributable to equity holders of
the parent 39 305 34 730
Preference share capital and premium 3 561 3 560
Non-controlling interest attributable to ordinary
shareholders 121 110
Total equity 42 987 38 400
Derivative financial instruments 13 791 11 930
Amounts owed to depositors 513 609 489 118
Provisions and other liabilities 8 286 6 179
Liabilities under acceptances 2 931 1 920
Current taxation liabilities 27 76
Deferred taxation liabilities 997 1 358
Long-term employee benefit liabilities 1 473 1 408
Long-term debt instruments 29 439 26 101
Total liabilities 570 553 538 090
Total equity and liabilities 613 540 576 490
Guarantees on behalf of clients 27 763 29 185
CONDENSED SEGMENTAL REPORTING
Total assets
for the year ended 31 Dec 2011 31 Dec 2010
Rm
Nedbank Capital 202 624 215 189
Nedbank Corporate 180 949 170 274
Total Nedbank Retail and Nedbank Business
Banking 278 954 273 219
- Nedbank Retail 190 399 193 394
- Nedbank Business Banking 88 555 79 825
Nedbank Wealth 37 760 33 920
Shared Services 7 314 6 791
Central Management 45 482 37 322
Eliminations (104 956) (127 997)
Total per Nedbank Group 648 127 608 718
Fellow-subsidiary adjustments (34 587) (32 228)
Total 613 540 576 490
Operating income
for the year ended 31 Dec 2011 31 Dec 2010
Rm
Nedbank Capital 3 085 2 930
Nedbank Corporate 4 883 4 565
Total Nedbank Retail and Nedbank Business
Banking 16 952 13 644
- Nedbank Retail 12 978 10 082
- Nedbank Business Banking 3 974 3 562
Nedbank Wealth 2 648 2 338
Shared Services 250 244
Central Management 339 (5)
Eliminations (42) (81)
Total per Nedbank Group 28 115 23 635
Fellow-subsidiary adjustments (3 583) (3 389)
Total 24 532 20 246
Headline earnings
for the year ended 31 Dec 2011 31 Dec 2010
Rm
Nedbank Capital 1 225 1 202
Nedbank Corporate 1 672 1 496
Total Nedbank Retail and Nedbank Business
Banking 2 854 1 585
- Nedbank Retail 2 002 760
- Nedbank Business Banking 852 825
Nedbank Wealth 625 592
Shared Services (11) 255
Central Management (181) (230)
Eliminations
Total per Nedbank Group 6 184 4 900
Fellow-subsidiary adjustments (653) (1 062)
Total 5 531 3 838
CONDENSED GEOGRAPHICAL SEGMENTAL REPORTING
Operating income
for the year ended 31 Dec 2011 31 Dec 2010
Rm
SA 26 228 21 578
- Business operations 26 228 21 578
- BEE transaction expenses
- Profit attributable to non-controlling
interest - preference shareholders
Rest of Africa 1 101 1 034
Rest of world - business operations 786 1 023
Total per Nedbank Group 28 115 23 635
Fellow-subsidiary adjustments (3 583) (3 389)
Total 24 532 20 246
Headline earnings
for the year ended 31 Dec 2011 31 Dec 2010
Rm
SA 5 695 4 162
- Business operations 6 162 4 574
- BEE transaction expenses (186) (146)
- Profit attributable to non-controlling
interest - preference shareholders (281) (266)
Rest of Africa 246 232
Rest of world - business operations 243 506
Total per Nedbank Group 6 184 4 900
Fellow-subsidiary adjustments (653) (1 062)
Total 5 531 3 838
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Non-controlling
Total equity interest
attributable to Preference attributable to
equity holders share capital ordinary
of the parent and premium shareholders
Rm
Balance at 31 December
2009 32 623 3 483 1 796
Preference share
dividend (270) - -
Preference share
cumulative dividend
paid - (14) -
Dividend to ordinary
shareholders (996) (7)
Issues of shares net
of expenses - 91 -
Dilution of
shareholding in
subsidiary (13) - 13
Total comprehensive
income for the year 3 855 - 53
Share-based payment
reserve movement (358) - -
Regulatory risk (2)
reserve provision - -
Buyout of non-
controlling interests (108) - (1 745)
Other movements (1) - -
Balance at 31 December
2010 34 730 3 560 110
Preference share
dividend (281) - -
Dividend to ordinary
shareholders (1 025) - (8)
Total comprehensive
income for the year 5 750 - 23
Share-based payment
reserve movement 111 - -
Regulatory risk
reserve provision 1 - -
Dilution of non-
controlling interests 11 - (11)
Acquisition of
subsidiary - 1 7
Other movements 8 - -
Balance at 31 December
2011 39 305 3 561 121
Non-controlling
interest
attributable to
preference
shareholders Total equity
Rm
Balance at 31 December 2009 91 37 993
Preference share dividend
(270)
Preference share cumulative dividend
paid (14)
Dividend to ordinary shareholders (1 003)
Issues of shares net of expenses 91
Dilution of shareholding in subsidiary -
Total comprehensive income for the year 3 908
Share-based payment reserve movement (358)
Regulatory risk reserve provision (2)
Buyout of non-controlling interests (91) (1 944)
Other movements (1)
Balance at 31 December 2010 - 38 400
Preference share dividend (281)
Dividend to ordinary shareholders (1 033)
Total comprehensive income for the year 5 773
Share-based payment reserve movement 111
Regulatory risk reserve provision 1
Dilution of non-controlling interests -
Acquisition of subsidiary 8
Other movements 8
Balance at 31 December 2011 - 42 987
These results and additional information are available at
www.nedbankgroup.co.za.
Date: 29/02/2012 08:00:02 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
completeness of the information published on SENS. The JSE, their officers,
employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature,
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