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Thu 4 Sep 2003, 9:13 SANLAM GROUP - RESULTS FOR THE SIX MONTHS TO 30 JU
SANLAM GROUP - RESULTS FOR THE SIX MONTHS TO 30 JUNE 2003                       
  SANLAM GROUP                                                                    
  Registered name: Sanlam Limited                                                 
  (Registration number 1959/001562/06)                                            
  JSE share code: SLM                                                             
  ISIN number: ZAE000028262                                                       
  RESULTS FOR THE SIX MONTHS TO 30 JUNE 2003                                      
  Highlights                                                                      
  Business flows                                                                  
  New business inflows up 23%                                                     
  Strong growth in segregated investment inflows                                  
  Net cash inflow of R558 million                                                 
  Earnings                                                                        
  Operating profit up 13%                                                         
  Headline earnings up 30%                                                        
  LTRR adjusted earnings up 8%                                                    
  Good progress on strategic initiatives                                          
  Sanlam delivered strong growth in both operating and headline earnings for the  
  six months to June 2003. This was due to a satisfactory operational performance 
  from most of the Group"s businesses together with a substantial increase in the 
  contribution from Absa. The adverse impact of market conditions on life         
  insurance inflows was balanced by a significant improvement in investment fund  
  inflows.                                                                        
  Looking forward, lower interest rates should have a positive impact on the      
  demand for equities and contribute to an improvement in the overall business    
  environment. Lower short-term interest rates will, however, have a negative     
  impact on interest linked operating and investment income for the remainder of  
  the year. While no material improvement is therefore expected in the Group"s    
  results for the second half of 2003, management remains confident that its      
  renewed operational focus will unlock the value inherent in the Group and       
  achieve sustainable profitable growth going forward.                            
  SALIENT FEATURES                                                                
                                           Six months/unaudited  Full             
                                                                 year             
                                           2003      2002        2002             
  Operating:                                                                      
  Operating profit                                                                
  before tax                 R million     1 222     1 085       2 149            
  Headline earnings(1)       R million     1 373     1 053       2 280            
  Adjusted headline                                                               
  earnings based on                                                               
  the LTRR(2)                R million     1 681     1 554       3 227            
  Net operating profit                                                            
  per share                  cents         28,7      28,1        56,3             
  Headline earnings                                                               
  per share                  cents         52,1      39,9        86,7             
  Adjusted headline                                                               
  earnings per share                                                              
  based on the LTRR(2)       cents         63,8      58,9       122,7             
  Group administration                                                            
  cost ratio(3)              %             31,8      34,0        34,4             
  Group operating                                                                 
  margin(4)                  %             18,2      18,0        17,0             
  Business volumes:                                                               
  New business volumes       R million     18 234    14 816      32 257           
  Net funds flow             R million     558       (1 326)     (3 934)          
  Embedded value of new                                                           
  life business              R million     100       146         320              
  Life insurance new                                                              
  business APE(5)            R million     832       1 032       2 179            
  New business embedded                                                           
  value margin               %             12,0      14,1        14,7             
  Embedded value:                                                                 
  Embedded value                                                                  
  per share                  cents         1 023     1 094       1 032            
  Growth from Life                                                                
  business(6)                %             13,9      12,6        12,7             
  Return on embedded                                                              
  value(7)                   %             5,4       (7,2)       (8,9)            
  Notes                                                                           
  (1) Headline earnings = net operating profit and investment income.             
  (2) Adjusted headline earnings based on the LTRR = net operating profit and     
  total investment return based on a long-term rate of return.                    
  (3) Administration costs as a percentage of income earned by the shareholders"  
  funds less sales remuneration.                                                  
  (4) Operating profit as a percentage of income earned by the shareholders" funds
  less sales remuneration.                                                        
  (5) APE = Annual premium equivalent and is equal to new recurring premiums      
  (excluding indexed growth premiums) plus 10% of single premiums.                
  (6) Returns for six months are annualised.                                      
  (7) Growth in embedded value (with dividends paid added back) as a percentage of
  embedded value at the beginning of the year. Returns for six months are         
  annualised.                                                                     
  EXECUTIVE REVIEW                                                                
  Performance in the first six months of 2003                                     
  The business environment remained difficult throughout the first six months of  
  2003 as declining equity markets, currency volatility and uncertain market      
  sentiment persisted. Against this background it is gratifying to report a 30%   
  increase to 52,1 cents per share in the Group"s Headline Earnings.              
  Group operations recorded a 13% improvement in gross operating results for the  
  period. Most notable is the more than doubling of Santam"s contribution and a   
  61% improvement in Gensec Bank"s results. In addition the results were boosted  
  by a strong improvement in investment income, which was particularly enhanced by
  a substantial increase in equity-accounted earnings from the Group"s investment 
  in Absa. Headline earnings based on a 12% long-term rate of investment return,  
  improved by 8%.                                                                 
  New business inflows improved by 23% on the back of a strong recovery in        
  segregated investment inflows. New inflows were inhibited by market conditions. 
  Poor equity market performance caused investor dissatisfaction with equities as 
  an asset class, and a strong preference for liquidity and cash based products.  
  This trend, coupled with the attraction of relatively high short-term interest  
  rates, was evident in record levels of money market inflows in the unit trust   
  industry. The inverse yield curve that prevailed throughout the period impacted 
  negatively on the attractiveness of longer-term returns offered by Life products
  such as term annuities and guaranteed return products.                          
  The focus of Sanlam Investment Management (`SIM") is on delivering sustained    
  competitive investment results. It is therefore encouraging to note a further   
  improvement in SIM"s position in both the domestic and global Alexander Forbes  
  Large Manager Watch Ranking. On a year on year basis SIM improved to 5 out of 10
  on both the global and domestic manager watch.  The calendar year to 31 July    
  2003 confirms this improvement with SIM ranking 3rd and 4th in the respective   
  surveys. The SIM Unit Trust performance measured over a 12-month period through 
  the Plexus Survey has improved from 24 out of 26 management companies a year    
  ago, to 8 out of 22 at the end of June 2003. Strong growth in investment fund   
  inflows during the first half of 2003 is largely due to the improvement in SIM"s
  investment management rating.                                                   
  New Life inflows were severely affected by the lower demand for contractual     
  savings products, and single premium Life products in particular. This impacted 
  negatively on Sanlam Life"s fund flows, new business embedded value margin and  
  embedded value. However, despite the disappointing new business volumes, the    
  most recent Life Office Association statistics indicate market share gains for  
  Sanlam Life. Sanlam Life"s strategy for sustained performance improvement is    
  based on an increase in new Life inflows through meeting the changing product   
  and service needs of clients, while at the same time focusing on cost-efficient 
  distribution and support structures. Good progress has been made in the first   
  six months of 2003 to address several identified focus areas:                   
  *    Sanlam Life recently announced the appointment of Themba Gamedze as Chief  
  Executive of the Employee Benefits (EB) division. This appointment follows 
       a decision to improve operational focus and delivery in EB, refocusing it  
       as a major growth area in the Group"s Life business;                       
  *    The revised strategy to improve Sanlam"s visibility and accessibility is   
  progressing well. Thirty nine new service centres were opened or upgraded  
       during the six months. These centres provide cost effective contact and    
       service facilities for clients and intermediaries;                         
  *    Sanlam Life"s focussed distribution through market segmentation is being   
  further developed through an optional group scheme business (to be launched
       in October 2003); and                                                      
  *    Sanlam Life has embarked on a comprehensive business wide re-engineering   
       programme aimed at reducing costs by in excess of R250 million in the 2004 
  financial year.                                                            
  Strategic Focus                                                                 
  In May 2003, Sanlam announced new operational structures as part of the Group"s 
  strategy of improving operational focus and delivery. As part of the            
  restructuring, the Group has been aligned into four clusters, namely life       
  assurance, short-term insurance, investment and banking. Each cluster operates  
  autonomously with set targets and is headed by an executive with strong         
  operational experience.                                                         
  The group also announced the restructuring of its international business, Sanlam
  Financial Services (SFS) and Gensec Bank in August, while detail on an agreed co
  operation with Absa was announced in September 2003.                            
  International Business                                                          
  In terms of the restructuring agreement, SFS will transfer responsibility for   
  the South African sourced international funds (approximately R18 billion) that  
  it managed through io investors to a new wholly-owned offshore business unit in 
  the investment cluster, Sanlam Multi-Manager International (SMMI). io investors 
  will continue to focus on specialised investment products and solutions for the 
  non-South African market. At the same time Sanlam will reduce its interest in   
  the remaining SFS business to 60%.                                              
  On a group level, Sanlam will continue to move away from a centralised approach 
  to internationalisation, with each of the clusters developing and expanding its 
  own international activities. This will allow each cluster to continue          
  leveraging existing operational strengths to provide cost-effective, relevant   
  product and service offerings.                                                  
  Gensec Bank                                                                     
  The restructuring of Gensec will refocus the bank around the areas that are     
  complementary and value enhancing to Sanlam"s current businesses. These core    
  activities will be grouped in a new entity, Sanlam Capital Markets that will    
  capitalise on the potential of a centralised treasury, structured products and  
  brokerage capability to serve the Group"s clients.                              
  Non-core investment banking activities will be terminated during the process of 
  restructuring, while certain long-term investments and activities will initially
  be retained, but not expanded. Certain of these activities, such as the         
  investment banking business, may be offered to Absa in line with the aims of the
  co-operation agreement signed by Sanlam and Absa.                               
  This restructuring and increased focus on the core business areas of risk       
  management solutions and associated capital market activities, will enhance     
  operational performance, optimise return on capital and allow more effective    
  redeployment of capital.                                                        
  Absa relationship                                                               
  Satisfactory progress has been made on formalising closer cooperation with Absa.
  A formal agreement has been entered into with Absa Brokers on dedicated support,
  training and service structures that will aid in Sanlam regaining a meaningful  
  share of Absa Brokers" sales volumes. Other areas of co-operation are being     
  pursued.                                                                        
  Outlook for the rest of 2003                                                    
  Looking forward, lower interest rates should have a positive impact on the      
  demand for equities and contribute to an improvement in the overall business    
  environment. Lower short-term interest rates will, however, have a negative     
  impact on interest linked operating and investment income for the remainder of  
  the year. The restructuring of Gensec Bank will result in a lower contribution  
  from that source for the rest of the year. Management remains confident that its
  renewed operational focus will unlock the value inherent in the Group and       
  achieve sustainable profitable growth going forward.                            
  Directorate                                                                     
  Changes to the operating structures brought about adjustments to the board      
  membership of Sanlam. Lize Lambrechts (Life cluster), Johan van der Merwe       
  (Investment cluster) and Steffen Gilbert (Short-term insurance cluster) joined  
  the board as alternate directors. Chris Swanepoel retains his position on the   
  executive committee, but stepped down as an alternate director of the board to  
  enhance his independence as statutory actuary. Charl le Roux, an executive      
  director, and Bonang Mohale, an alternate director, both left the board and the 
  Group to pursue other interests. Angus Samuels and Marius Ferreira resigned as  
  alternate directors. The board also accepted the resignation of non-executive   
  director Thulani Gcabasche during the period. We thank the outgoing board       
  members for their contribution during their tenure.                             
  Ton Vosloo                                                                      
  Chairman                                                                        
  Johan van Zyl                                                                   
  Group Chief Executive                                                           
  Sanlam Limited                                                                  
  Cape Town                                                                       
  3 September 2003                                                                
  COMMENTS ON INTERIM RESULTS TO JUNE 2003                                        
  Headline earnings                                                               
  As from 2002, following various directives issued by the JSE in this regard, we 
  publish two Headline Earnings figures. The headline earnings used for JSE record
  purposes combine net operating profit and investment income (including equity-  
  accounted earnings). In addition, we also provide an adjusted headline earnings 
  figure based on the long-term rate of return (LTRR) that includes net operating 
  income and an assumed investment return (income and market movement) based on an
  expected LTRR of 12% (2002: 13%) pre-tax. The rate is reviewed annually and is  
  linked to the long bond yield. The investment return is determined by applying  
  the long-term rate of return to the monthly average market value of the         
  shareholder fund"s balanced investment portfolio.                               
  Headline earnings of R1 373 million (52,1cps) recorded for the six months are   
  30% up on 2002. The improvement on 2002 is the combined effect of a positive    
  operating variance and a major increase in investment income, particularly      
  equity-accounted earnings. Equity-accounted earnings substantially represents   
  the income earned on the shareholders" fund"s investment in Absa. The increase  
  over 2002 is due to a strong increase in Absa"s underlying operating results and
  the one-off negative effective impact of R189 million that Unifer had on the    
  results recorded for Absa in the 2002 results.                                  
                                        Six months to June                        
  R million                             2003      2002                            
  Net operating income                    756       742        2%                 
  Investment income                       617       311       98%                 
  Equity-accounted earnings               375        94      299%                 
  Other investment income                 242       217       12%                 
  HEADLINE EARNINGS                     1 373     1 053       30%                 
  Net operating income                    756       742        2%                 
  Investment return (LTRR)                925       812       14%                 
  LTRR ADJUSTED EARNINGS                1 681     1 554        8%                 
  Headline earnings adjusted for the long-term investment return assumption at    
  63,8cps (R1 681 million), is 8% higher than 2002. The growth in the long-term   
  investment return was aided by the one-off Absa effect above and negatively     
  impacted by the reduction in the long-term return rate used (from 13% to 12%)   
  and the effect of lower equity markets on the asset base.                       
  Business volumes                                                                
  Overall new business inflows for the six months increased by R3,4 billion (23%) 
  over 2002. A major improvement in investment fund inflows and short-term        
  insurance premiums was somewhat offset by disappointing new Life business       
  inflows.                                                                        
  Inflows per product type                                                        
                                        Six months to June                        
  R million                             2003      2002                            
  Life Business                          4 884     6 44      -24%                 
  Individual recurring                     717       690       4%                 
  Individual single & continuations      2 528     3 654     -31%                 
  Group                                  1 066     1 466     -27%                 
  Namibia & Innofin                        573       636     -10%                 
  Investment                            10 272     5 802      77%                 
  Short-term insurance                   3 078     2 568      20%                 
  New business inflows                  18 234    14 816      23%                 
  Total inflows                         23 134    19 666      18%                 
  Life business APE                        832     1 032     -19%                 
  New business embedded value             100       146      -32%                 
  Embedded value margin                  12.0%     14.1%                          
  In a major recovery, investment fund inflows exceeded the 2002 volumes by 77%.  
  This was mainly the result of a substantial improvement in local and offshore   
  segregated fund inflows - albeit from a low base. Sanlam Collective Investments 
  and Innofin both attracted strong money market inflows, which is in line with   
  the current market preference for cash and liquid investments. Santam performed 
  exceptionally well and grew its premium inflow (net of reinsurance premiums) by 
  20%.                                                                            
  Lower levels of Individual Life single premium business are being experienced   
  throughout the industry, as is reflected in the latest Life Office Association  
  market share statistics. Notwithstanding very disappointing new business        
  results, Sanlam"s market share of Individual Life single premium business       
  increased in the first quarter of 2003 to 24,6% from 22,7% in the last quarter  
  of 2002. Sanlam"s new Life inflows were down 24% on the first six months of     
  2002, mainly due to a sharp fall in both Group and Individual Life single       
  premium inflows. Market conditions played a major role in these results. A lack 
  of investor equity risk appetite was aggravated by the impact of the inverse    
  yield curve as the terms offered on certain single premium products, such as    
  term annuities and guaranteed return products, could in many instances not match
  the current high short-term interest rates.                                     
  Due to the weaker sales volumes recorded for the period, the embedded value of  
  the new Life business for the six months amounted to R100 million, 32% down on  
  2002. The new business margin consequently deteriorated from 14,1% to 12,0%.    
  A net inflow of R558 million was recorded for the first six months of 2003      
  compared to the net outflow of R1 326 million in 2002. The turnaround can       
  largely be ascribed to the R2,2 billion improvement in SIM segregated fund and  
  unit trust net flows. The lower Life inflows had a major negative impact on     
  overall net cash flows.  The increase in Group business and Individual Life     
  outflows was, however, contained to only 3%, compared to the first six months of
  2002. This is notwithstanding a one-off outflow of R1,4 billion relating to the 
  maturity of a single corporate policy.                                          
  Operating profit                                                                
  Group operating profit for the six months of R1 222 million is 13% up on 2002.  
  Operating results have been restated to be in line with the new business        
  clusters and reflect the transfer of Innofin and Sanlam Collective Investments  
  from Sanlam Life to SIM and certain corporate activities to Sanlam Life. The    
  International numbers reflect the structure as at 30 June 2003, before the      
  implementation of the recently announced restructuring and integration of the   
  business into other clusters.                                                   
                                        Six months to June                        
  R million                             2003      2002                            
  Sanlam Life                           740       730       1%                    
  Santam                                281       127       121%                  
  Gensec Bank                            82        51        61%                  
  SIM                                   124       117         6%                  
  International                           7        69       -90%                  
  Other                                  50        56       -11%                  
                                      1 284     1 150        12%                  
  Corporate expenses                    (62)      (65)        5%                  
  Gross operating profit              1 222     1 085        13%                  
  The reduction in Sanlam Life"s new business volumes for the year to date did not
  have a material impact on profit for the six months.  This is as a result of its
  deferred profit recognition practice followed in respect of Life products. The  
  positive variance compared with 2002 is due to a combination of an increase in  
  underwriting profit and net interest earned on working capital (due to higher   
  interest rates) and the containment of cost. Total administration expenses      
  remained unchanged compared to the first half of 2002.                          
  Santam performed exceptionally well. The management of claims and reinsurance,  
  return on operating cash, and a sound maiden contribution from their UK         
  acquisition, all contributed to a profit of R281 million. This more than doubled
  their contribution to Group operating profit compared to the first six months of
  2002.                                                                           
  Notwithstanding the negative impact on revenue of lower assets under management,
  the investment cluster (SIM) reported a 6% increase in operating profit.        
  Positive growth contributions from Property Asset Management, Tasc and Sanlam   
  Collective Investments were somewhat offset by a reduction in the profit        
  contributed by the wholesale asset management business.                         
  The half-year profit contribution of R82 million from Gensec Bank is a          
  substantial improvement of 61% on their 2002 results. The bank"s local          
  operations performed exceptionally, in particular in the debt and fixed interest
  areas. The performance of the Fieldstone operations, however, has been poor as a
  result of limited transaction fee inflows.                                      
  Sanlam"s international business, SFS, did not achieve the growth in fee income  
  from assets under management required to offset the substantial increase in its 
  capacity and cost base during 2002. Their results, in particular asset          
  management, brokerage and private client business, were affected by lower fee   
  income as a result of the impact of weaker markets on the level of investments  
  under management. This is due to both the distressed equity markets as well as  
  low new business volumes. The 13% strengthening in the R/$ exchange rate        
  aggravated the impact and resulted in a 90% reduction in profit. The recent     
  restructuring of this business should improve performance going forward.        
  The operating margin of 18,2% for the six months shows a marginal improvement on
  the 18,0% for 2002 - mainly through the containment of the increase (4%) in the 
  Group"s administration expenditure. With the exception of Santam, where the     
  increase in expenses was substantially offset by an increase in income, as well 
  as the international business, where costs were incurred since June 2002 in     
  building capacity, all businesses managed to keep expenditure approximately at  
  the same level as in the first half of 2002.                                    
  Goodwill impairment                                                             
  As part of the recently announced restructuring of the activities of Gensec     
  Bank, the carrying value of certain of its major investments was reviewed. Due  
  to an unsatisfactory performance to date from the investment in Fieldstone, the 
  carrying value of that investment (R131 million) was provided for in full. The  
  fair value of the Bank"s exposure to the Safair Lease Financing joint venture   
  was also reassessed and written down by R100 million.                           
  Solvency                                                                        
  The capital of Sanlam Life increased marginally to R17,5 billion at the end of  
  the period and CAR (Capital Adequacy Ratio) cover amounted to 1.9 at the end of 
  June 2003, compared to 1.7 at the end of December 2002.                         
  A prudent valuation of certain smoothed bonus policyholder portfolios in terms  
  of prevailing actuarial guidelines resulted in the shareholders" fund providing 
  financial assistance of R290 million (2002 full year: R153 million) to these    
  portfolios. This assistance will be repayable should the funding position       
  recover sufficiently. Full provision has been made for this assistance against  
  the investment return for the shareholders" fund.                               
  Embedded value                                                                  
  Sanlam"s embedded value amounted to R26,8 billion (1 023cps) at the end of June 
  2003, marginally down on the R27,1 billion (1 032cps) at the end of December    
  2002.                                                                           
  The Group accepted return on embedded value as a primary performance measure.   
  This takes account of both the return earned on capital employed and the growth 
  in the value of the Life company"s in-force book of business. A target has been 
  set to outperform the 10-year bond yield by between 3% and 4% per annum on a    
  sustained basis.                                                                
  Taking into account the dividend of R972 million paid during the period, the net
  growth on the December 2002 embedded value balance amounted to R726 million     
  (5,4% annualised).                                                              
  This return was negatively impacted by the prevailing market conditions.  The   
  value of Sanlam Life"s in-force book of business amounted to R6,7 billion, after
  taking into account the cost of capital at risk (R1,4 billion). Annualised      
  growth from life business, based on the starting value of the in-force life     
  business, amounted to 13,9%.                                                    
  Contingency                                                                     
  Shareholders are referred to the note in the 2002 Annual Report on the potential
  tax liability of a subsidiary of Gensec.  This matter is still being pursued    
  with the revenue authorities.                                                   
  Dividend                                                                        
  As standard practice, Sanlam only declares an annual dividend at year-end.      
  Therefore no interim dividend has been declared.                                
  GROUP INCOME STATEMENT                                                          
                                   Note  Six months unaudited  Full year          
                                         2003       2002       2002               
                                         R million  R million  R million          
  FUNDS RECEIVED FROM CLIENTS      1     23 134     19 666     42 098             
  Financial services income               7 673      6 929     14 531             
  Sales remuneration                       (959)      (896)    (1 863)            
  Income after sales remuneration         6 714      6 033     12 668             
  Underwriting policy benefits           (3 354)    (2 895)    (6 162)            
  Administration costs                   (2 138)    (2 053)    (4 357)            
  Operating profit before tax      4      1 222      1 085      2 149             
  Tax on operating profit          5      (354)       (279)      (549)            
  Operating profit from ordinary                                                  
  activities after tax                     868         806      1 600             
  Minority shareholders interest          (112)        (64)      (118)            
  NET OPERATING PROFIT                     756         742      1 482             
  Net investment income                    242         217        402             
  Investment income                6       370         325        620             
  Tax on investment income         5       (77)        (63)      (110)            
  Minority shareholders" interest          (51)        (45)      (108)            
  Net equity-accounted earnings            375          94        396             
  Equity-accounted earnings                467          47        471             
  Tax on equity-accounted earnings 5       (92)         47        (75)            
  HEADLINE EARNINGS                      1 373       1 053      2 280             
  Net investment surpluses(1)              (49)     (1 194)    (2 621)            
  Investment surpluses             6       (52)     (1 289)    (2 822)            
  Tax on investment surpluses                -          87        177             
  Minority shareholders" interest            3           8         24             
  Impairment of investments and                                                   
  goodwill                                (231)          -          -             
  Amortisation of goodwill                (150)       (129)      (259)            
  ATTRIBUTABLE EARNINGS                    943        (270)      (600)            
  Diluted earnings per share (cents):                                             
  Net operating profit from ordinary                                              
  activities                              28,7        28,1       56,3             
  Headline earnings                       52,1        39,9       86,7             
  Attributable earnings                   35,8       (10,2)     (22,8)            
  Adjusted weighted average number of shares (million)                    2 634   
  2 639      2 631                                                                
  ADJUSTED HEADLINE EARNINGS based                                                
  on the LTRR (R million)                1 681       1 554      3 227             
  Adjusted headline earnings based                                                
  on the LTRR (cents per share)           63,8        58,9      122,7             
  (1) Upon the introduction of AC133, investments were classified as available-for
  sale and Sanlam elected to take unrealised investment surpluses directly to     
  equity. In terms of the requirements of AC133, prior year results were not      
  restated.                                                                       
  GROUP BALANCE SHEET                                                             
  June unaudited        December           
                                         2003       2002       2002               
                                         R million  R million  R million          
  ASSETS                                                                          
  Non-current assets                                                              
  Fixed assets                               289        263        260            
  Owner-occupied properties                  353        381        381            
  Goodwill                                 1 840      2 014      1 992            
  Investments                            146 721    157 438    149 276            
  Deferred tax                               189        125        237            
  Short-term reinsurance provisions        1 945      1 576      2 072            
  Current assets                                                                  
  Trade and other receivables             21 179     20 223     16 614            
  Cash, deposits and similar                                                      
  securities                              12 217      8 895     12 725            
  Total assets                           184 733    190 915    183 557            
  EQUITY AND LIABILITIES                                                          
  Shareholders" funds                     20 208     20 984     20 651            
  Minority shareholders" interest          1 625      1 636      1 624            
  Non-current liabilities                                                         
  Long-term policy liabilities           126 050    137 723    129 329            
  Insurance contracts                     88 456                                  
  Investment contracts                    37 594                                  
  Term finance                             4 951      5 131      5 382            
  Deferred tax                                37        277         35            
  Short-term insurance provisions          4 580      3 199      4 226            
  Current liabilities                     27 282     21 965     22 310            
  Total equity and liabilities           184 733    190 915    183 557            
  Segregated funds not included in                                                
  the above balance sheet                 65 869     68 396     62 396            
  Total assets under management                                                   
  and administration                     250 602    259 311    245 953            
  Tangible net asset value per                                                    
  share (cents) - group businesses  valued at fair value                       787
  861        798                                                                  
  GROUP STATEMENT OF CHANGES IN EQUITY                                            
  Six months unaudited  Full year          
                                         2003       2002       2002               
                                         R million  R million  R million          
  Shareholders" funds at beginning                                                
  of year                                20 651     22 231     22 231             
  Attributable earnings                     943       (270)      (600)            
  Dividends paid                           (972)      (921)      (921)            
  Movement in treasury shares                                                     
  acquired                                    5        (56)       (59)            
  Unrealised investment surpluses(1)       (384)         -          -             
  Unrealised investment surpluses          (342)         -          -             
  Tax on investment surpluses               (69)         -                        
  Minority shareholders" interest            27          -          -             
  Foreign currency translation                                                    
  differences                               (29)         -          -             
  Adoption of AC133(2)                       (6)         -          -             
  Shareholders" funds at end of                                                   
  period                                 20 208     20 984     20 651             
  (1) Upon the introduction of AC133, investments were classified as available-for
  sale and Sanlam elected to take unrealised investment surpluses directly to     
  equity. In terms of the requirements of AC133, prior year results were not      
  restated.                                                                       
  (2) The adoption of AC133 by Gensec Bank in 2003 resulted in the revaluation of 
  instruments at the beginning of the year with a consequent restatement to       
  opening retained income.                                                        
  CASH FLOW STATEMENT                                                             
                                         Six months unaudited  Full year          
                                         2003       2002       2002               
  R million  R million  R million          
  Net cash inflow from operating                                                  
  activities before dividends paid       1 177         23         4 113           
  Dividends paid                          (972)      (921)         (921)          
  Net cash outflow from investment                                                
  activities                              (332)      (698)       (1 130)          
  Net cash (outflow)/inflow from                                                  
  financing activities                    (381)       182           354           
  Net (decrease)/increase in cash                                                 
  and cash equivalents                    (508)    (1 414)        2 416           
  Cash, deposits and similar                                                      
  securities at beginning of period     12 725     10 309        10 309           
  Cash, deposits and similar                                                      
  securities at end of period           12 217      8 895        12 725           
  NOTES TO THE FINANCIAL STATEMENTS                                               
                                         Six months unaudited  Full year          
  2003       2002       2002               
                                         R million  R million  R million          
  1.FUNDS RECEIVED FROM CLIENTS                                                   
  Life insurance                          4 884      6 446      13 123            
  Investments                            10 272      5 802      13 586            
  Short-term insurance                    3 078      2 568       5 548            
  Total new business                     18 234     14 816     32 257             
  Recurring premiums on                                                           
  existing business                       4 900      4 850      9 841             
  Total funds received from clients      23 134     19 666     42 098             
  Life insurance annual premium                                                   
  equivalent                                832      1 032      2 179             
  2.PAYMENTS TO CLIENTS                                                           
  Life insurance                         13 808     13 925     27 896             
  Investments                             6 610      5 260     14 211             
  Short-term insurance                    2 158      1 807      3 925             
  Total payments to clients              22 576     20 992     46 032             
  3.NET FLOW OF FUNDS                                                             
  Life insurance                         (4 024)    (2 629)    (4 932)            
  Investments                             3 662        542       (625)            
  Short-term insurance                      920        761      1 623             
  Total flow of funds                       558     (1 326)    (3 934)            
  4.ANALYSIS OF OPERATING PROFIT                                                  
  Sanlam Life                               740        730      1 451             
  Sanlam Investment Management              124        117        243             
  International                               7         69         75             
  Gensec Bank                                82         51        112             
  Santam                                    281        127        257             
  Gensec Properties                           8          7         24             
  Corporate income                           42         49        101             
  Corporate costs                           (62)       (65)      (114)            
  Total operating profit                  1 222      1 085      2 149             
  5. INCOME TAX                                                                   
  Operating profit                          354        279        549             
  Current year                              354        279        556             
  Prior year                                  -          -         (7)            
  Investment income                          77         63        110             
  Current year                               77         63        110             
  Prior year                                  -          -          -             
  Equity-accounted earnings                  92        (47)        75             
  Investment surpluses                        -        (87)      (177)            
  Investment surpluses - normal               -         34         15             
  Investment surpluses                                                            
  - capital gains tax                         -       (121)      (182)            
  Investment surplus on investment                                                
  in associated company  - capital                                                
  gains tax                                   -          -        (10)            
  Investment surpluses taken                                                      
  directly to equity                         69          -          -             
  Investment surpluses - normal              66          -          -             
  Investment surpluses - capital                                                  
  gains tax                                   3          -          -             
  Income tax                                592        208        557             
  6.ACTUAL (INVESTMENT RETURN)                                                    
  Investment income                         370        325        620             
  Interest bearing investments              179        136        319             
  Equities                                  154        137        236             
  Properties                                 37         52         65             
  Investment surpluses                     (394)    (1 289)    (2 822)            
  Realised and unrealised                                                         
  investment surpluses                     (578)      (904)    (2 193)            
  Surplus/(deficit) on investment                                                 
  in associate company                      184        (385)     (629)            
  Actual investment return                  (24)       (964)   (2 202)            
  7.SHAREHOLDERS" FUNDS BALANCE  EET (AT FAIR) VALUE                              
  (Group businesses listed below not consolidated, but reflected as               
  investments at fair value)                                                      
  Assets                                                                          
  Fixed assets                             134        147        153              
  Owner-occupied properties                333        333        333              
  Investments                                                                     
  Sanlam businesses                      5 471      6 741      5 485              
  Investment Management(1)               1 665      2 072      1 587              
  International                            741      1 516      1 071              
  Gensec Bank                            1 177      1 255      1 186              
  Gensec Properties                         71         84         60              
  Santam                                 1 817      1 814      1 581              
  Associated company - Absa              4 545      4 015      3 957              
  Other Investments                                                               
  Other equities                         5 164      6 726      5 734              
  Public sector stocks and loans         1 534      1 607      1 611              
  Investment properties                    611        835        659              
  Other interest bearing investments     7 287      6 599      6 859              
  Deferred tax                               -         38         50              
  Current and other assets               4 714      4 131      5 028              
  Total Assets                          29 793     31 172     29 869              
  Equity and liabilities                                                          
  Shareholders" funds                   20 658     22 601     20 947              
  Term finance                           4 696      4 450      4 581              
  Current and other liabilities          4 439      4 121      4 341              
  Total equity and liablities           29 793     31 172     29 869              
  Excess of fair value over net                                                   
  asset value of businesses                                                       
  The shareholders" funds balance                                                 
  sheet at fair value include the  value of the companies below  based on         
  directors" valuation,                                                           
  apart from Santam, which is  valued according to ruling share prices.           
  Fair value of  businesses (above)                     5 471      6 741      5   
  485                                                                             
  Less: Tangible net asset value         3 738      3 646      3 820              
  Investment Management(1)                 354        335        394              
  International                            415        385        439              
  Gensec Bank                            1 376      1 467      1 459              
  Gensec  Properties                        51         52         49              
  Santam                                 1 542      1 407      1 479              
  Less: Goodwill recognised in  respect of above businesses            1 283      
  1 454      1 369                                                                
  Deferred capital gains tax on  investments at fair value                  -     
  24          -                                                                   
  Revaluation adjustment of interest                                              
  in businesses to fair value            450        1 617      296                
  (1) Included in Investment Management are the values of Sanlam Investment       
  Management, Sanlam Collective Investments and Innofin.                          
  NOTES (continued)                      June unaudited        December           
                                         2003       2002       2002               
                                         R million  R million  R million  8.      
  ABRIDGED SHAREHOLDERS" FUNDS  BALANCE SHEET - NET ASSET VALUE                   
  (All businesses consolidated at NAV)                                            
  Assets                                                                          
  Goodwill                                1 840      2 014      1 992             
  Investments                            24 390     24 065     24 026             
  Current and other assets               31 747     25 267     27 788             
  Total Assets                           57 977     51 346     53 806             
  Equity and liabilities                                                          
  Shareholders" funds                    20 208     20 984     20 651             
  Term finance, current and other                                                 
  liabilities                            37 769     30 362     33 155             
  Total equity and liabilities           57 977     51 346     53 806             
  9.CAPITAL ADEQUACY AND RATIOS                                                   
  Shareholders" funds - Sanlam  Life Insurance Limited                 17 484     
  18 125     17 001                                                               
  Capital adequacy requirements  (CAR)                                   9 050    
  8 825      9 900                                                                
  Times CAR covered by shareholders" funds times                            1,9   
  2,1        1,7                                                                  
  Shareholders" funds as  percentage of                                           
  Policy liabilities               %     13,9       13,2       13,1               
  Non-market-related liabilities   %     20,2       20,2       19,7               
  ACCOUNTING POLICIES AND ACTUARIAL BASIS                                         
  The accounting policies adopted for the purposes of the interim financial       
  statements comply with South African Statements of Generally Accepted Accounting
  Practice, specifically AC127 on interim financial reporting, and with applicable
  legislation. Apart from the adoption of AC133, these accounting policies are    
  consistent with those of the previous year except where stated otherwise.       
  There were no material changes in the financial soundness valuation basis or    
  embedded value calculation methodology since 31 December 2002.                  
  CHANGES IN REPORTING STRUCTURES AND ACCOUNTING POLICIES                         
  Following the restructuring of the Sanlam businesses into four distinct         
  clusters, the results of Innofin and Sanlam Collective Investments (formerly    
  Sanlam Unit Trusts) have been transferred from the Life cluster to the          
  Investment cluster. Certain corporate functions were transferred into the       
  businesses as part of the creation of a small streamlined central function.     
  Operating results of prior periods have been restated to reflect the above      
  changes.                                                                        
  The adoption of AC133 Financial Instruments: Recognition and Measurement in the 
  2003 financial year resulted in certain changes in presentation for the Sanlam  
  group:                                                                          
  Sanlam Life has categorised its life policies between investment contracts,     
  which fall within the scope of AC133, and insurance contracts.                  
  An insurance contract is a contract under which Sanlam accepts significant      
  insurance risk by agreeing with the policyholder to compensate the policyholder 
  or other beneficiary if a specified uncertain future event (the insured event)  
  adversely affects the policyholder or other beneficiary. Insurance contracts    
  fall outside the scope of AC133 and will continue to be valued on the current   
  financial soundness valuation basis.                                            
  Investment contracts are measured at fair value, as specified by AC133.         
  Currently the financial soundness approach is considered to be an appropriate   
  valuation model for investment contracts issued by long-term insurers. This is  
  in accordance with interim solutions developed in conjunction with the South    
  African Institute of Chartered Accountants, which are being implemented in order
  to limit significant temporary changes to the treatment of investment and       
  insurance contracts within South Africa, while adhering to the principles of    
  AC133.                                                                          
  The liabilities under insurance and investment contracts are disclosed          
  separately on the balance sheet.                                                
  The migration to new International Financial Reporting Standards (IFRS) for     
  insurers will last a number of years, as there is currently no such standard.   
  The exposure draft on the first phase of the proposals for IFRS on insurance    
  contracts was only recently issued. Future results may however be impacted, as  
  the development of guidance for the long-term insurance industry, both from an  
  accounting and actuarial perspective, is an ongoing process.                    
  Gensec Bank has revisited all financial instruments that were previously carried
  at historical or amortised cost (excluding instruments originated by the Bank)  
  and for which the Bank does not have the intent and ability to keep to maturity.
  These will now be marked-to-market with the effective date being 1 January 2003.
  The net effect on implementation date is, in accordance with AC133, reflected as
  an adjustment to opening retained earnings for the year.                        
  Since the 2002 results we present two Headline earnings figures, the primary    
  figure being based on operating profit and actual investment income earned for  
  the period and the secondary being headline earnings adjusted for the long-term 
  rate of return. The introduction of AC133 forced us to revisit the treatment of 
  investment surpluses. In the past all investment surpluses were taken through   
  the income statement. We have now classified all investments of the             
  shareholders" portfolio as available-for-sale in terms of the standard and      
  elected to take unrealised investment surpluses directly to equity. Realised    
  investment surpluses will be recycled to the income statement, but do not form  
  part of headline earnings.                                                      
  ADJUSTED HEADLINE EARNINGS - LTRR                                               
  The LTRR investment return is determined                                        
  by applying the long-term expected return                                       
  Of 12% (2002:13%) to the average                                                
  monthly shareholders" fund investments.                                         
  Long-term rate of return (LTRR)                                                 
  Net operating profit                     756        742        1 482            
  LTRR investment return                   925        812        1 745            
  Net equity-accounted earnings            375         94          396            
  Investment return after taxation         550        718        1 349            
  Adjusted headline earnings - LTRR      1 681      1 554        3 227            
  Reconciliation of headline                                                      
  earnings and LTRR headline                                                      
  earnings                                                                        
  Headline earnings per income                                                    
  statement                              1 373      1 053      2 280              
  Net investment surpluses per                                                    
  income statement                         (49)    (1 194)    (2 621)             
  Net unrealised investment                                                       
  surpluses taken directly to                                                     
  reserves                                (384)         -          -              
  Net LTRR adjustment                      741      1 695      3 568              
  Adjusted headline earnings - LTRR      1 681      1 554      3 227              
  Analysis of net LTRR adjustment                                                 
  Investment return                        821      1 940      4 054              
  Equities                                 710      1 252      3 081              
  (Surplus)/deficit on investment                                                 
  in associated company                   (184)       385        629              
  Interest bearing investments             325        279        301              
  Properties                               (30)        24         43              
  Tax                                       (5)      (179)      (364)             
  Minority shareholders" interest          (75)       (66)       (122)            
  Net LTRR adjustment                      741      1 695       3 568             
  ASSETS SUBJECT TO LTRR                                                          
  Investments per shareholders"                                                   
  funds balance sheet (note 8)           24 390     24 065     24 026             
  Less :  Investment in ABSA              4 545      4 015      3 957             
  Investments held in respect of                                                  
  term finance                            4 791      4 266      4 731             
  Investments held in respect of                                                  
  banking activity                        1 508      1 138      1 544             
  Other                                     (38)        78        199             
  Long-term rate of return  investments                            13 584     14  
  568     13 595                                                                  
  EMBEDDED VALUE                                                                  
  1. EMBEDDED VALUE                      June unaudited        December           
                                         2003       2002       2002               
  R million  R million  R million          
  Sanlam Group shareholders" funds                                                
  at fair value (per note 7)             20 658     22 601     20 947             
  Adjustment for discounting  capital gains tax(1)                        -       
  37          -                                                                   
  Present value of strategic  corporate expenses(2)                    (472)      
  (733)      (600)                                                                
  Sanlam Group shareholders"  adjusted net assets                    20 186     21
  905     20 347                                                                  
  Net value of life insurance                                                     
  business in force                       6 655      6 822      6 740             
  Value of life insurance business in force                                8 010  
  8 572      8 251                                                                
  Cost of capital at risk                (1 355)    (1 750)    (1 511)            
  Sanlam Group embedded value            26 841     28 727     27 087             
                                         Six months unaudited  F
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