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Wed 16 Nov 2005, 7:00 Netcare - Group audited results for the year ended
Netcare - Group audited results for the year ended 30 September 2005            
NETWORK HEALTHCARE HOLDINGS LIMITED                                             
Registration number 1996/008242/06                                              
(Incorporated in the Republic of South Africa)                                  
(JSE share code: NTC)                                                           
(ISIN code: ZAE000011953)                                                       
("Netcare" or "the Company" or "the Group")                                     
GROUP AUDITED RESULTS for the year ended 30 September 2005                      
Solid performance throughout core healthcare businesses                         
International accreditation of hospital facilities and accolades for service    
excellence programmes                                                           
Improved clinical governance and patient safety                                 
Fully diluted headline earnings per share up 34,4%                              
Cash generated from operating activities up 46,9% to R1,6 billion               
Capital distributions up 31,6%                                                  
ABRIDGED GROUP BALANCE SHEET                                                    
at 30 September 2005                                                            
                                                   Audited                      
                                        Audited    Restated                     
30 Sept    30 Sept                      
                                        2005       2004                         
                                        Rm         Rm                           
ASSETS                                                                          
Non-current assets                      4 280,7    3 737,9                      
Property, plant and equipment           3 108,7    2 880,0                      
Goodwill and development expenditure    350,4      227,2                        
Associated companies, investments and   802,9      588,0                        
loans (note 1)                                                                  
Deferred taxation asset                 18,7       42,7                         
Current assets                          1 991,5    1 758,5                      
Inventories                             274,6      241,6                        
Accounts receivable                     1 348,2    1 278,1                      
Loans and held for trading investments  75,8       93,3                         
Cash and cash equivalents               292,9      145,5                        
Total assets                            6 272,2    5 496,4                      
EQUITY AND LIABILITIES                                                          
Capital and reserves                    3 418,1    2 796,0                      
Share capital and premium               597,2      860,8                        
Treasury shares                         (897,5)    (865,3)                      
Reserves                                3 642,6    2 726,3                      
Ordinary shareholders" equity           3 342,3    2 721,8                      
Minority interest                       75,8       74,2                         
Non-current liabilities                 714,2      1 148,3                      
Interest-bearing debt                   492,9      792,5                        
Deferred lease liability                159,5      152,9                        
Deferred taxation liability             61,8       202,9                        
Current liabilities                     2 139,9    1 552,1                      
Accounts payable and provisions         1 217,4    935,3                        
Short-term interest-bearing debt        913,4      559,6                        
Taxation payable                        9,1        57,2                         
Total equity and liabilities            6 272,2    5 496,4                      
Ordinary shareholders" equity per       231,1      190,9                        
share (cents)                                                                   
GROUP INCOME STATEMENT                                                          
for the 12 months ended 30 September 2005                                       
Audited                      
                                Audited            Restated                     
                                30 Sept            30 Sept                      
                                2005       %       2004                         
Rm         change  Rm                           
Revenue                         7 533,7    9,9     6 852,5                      
Net operating costs             (6 092,4)          (5 616,7)                    
Operating profit before         1 441,3    16,6    1 235,8                      
depreciation and amortisation                                                   
("EBITDA")                                                                      
Depreciation and amortisation   (251,6)            (214,8)                      
Operating profit before         1 189,7    16,5    1 021,0                      
abnormal items                                                                  
Abnormal items                  (3,5)              (56,6)                       
Operating profit ("EBIT")       1 186,2    23,0    964,4                        
Interest - received             46,5               80,2                         
Interest - paid                 (176,0)            (199,3)                      
Profit before taxation          1 056,7    25,0    845,3                        
Taxation                        (299,5)            (215,8)                      
Profit after taxation           757,2              629,5                        
Attributable earnings of        62,9               24,7                         
associates*                                                                     
Profit after taxation           820,1      25,4    654,2                        
including associates                                                            
Minority interests              (1,7)              (2,4)                        
Attributable earnings           818,4      25,6    651,8                        
Earnings reconciliation                                                         
Attributable earnings           818,4              651,8                        
Goodwill amortised              -                  10,7                         
Impairment of goodwill          19,9               -                            
Impairment of investments       29,3               -                            
Reversal of impairment of land  (9,8)              -                            
and buildings                                                                   
Net capital loss on disposal    6,1                -                            
of assets                                                                       
Capital loss on discontinued    -                  9,0                          
operations                                                                      
Headline earnings               863,9      28,7    671,5                        
Earnings per share ("EPS")                                                      
(cents)                                                                         
Headline - basic                60,3       32,8    45,4                         
Headline - diluted              58,6       34,4    43,6                         
Attributable - basic            57,2       30,0    44,0                         
Attributable - diluted          55,5       31,2    42,3                         
* The associate earnings include income derived from Netpartner arising from the
cross-holding iteration between Netcare and Netpartner.                         
ABRIDGED GROUP CASH FLOW STATEMENT                                              
for the 12 months ended 30 September 2005                                       
Audited   Audited                     
                                          30 Sept   30 Sept                     
                                          2005      2004                        
                                          Rm        Rm                          
Cash generated from operations            1 441,5   1 190,7                     
Working capital movements                 178,4     (88,1)                      
Cash generated from operating             1 619,9   1 102,6                     
activities                                                                      
Interest paid                             (176,0)   (199,3)                     
Taxation paid                             (465,7)   (357,6)                     
Capital distributions paid                (307,8)   (245,6)                     
Net cash retained from operating          670,4     300,1                       
activities                                                                      
Cash flows from investing activities      (612,9)   (699,9)                     
Capital expenditure                       (497,3)   (362,3)                     
Proceeds from sale of non-current         40,3      -                           
assets                                                                          
Interest received                         46,5      80,2                        
Net investment in businesses and loans    (170,2)   (181,0)                     
to businesses                                                                   
Share buy-backs                           (32,2)    (236,8)                     
Cash flows from financing activities      89,9      108,4                       
Net interest-bearing liabilities raised   54,1      10,7                        
Net equity movements                      35,8      97,7                        
Increase/(decrease) in cash and cash      147,4     (291,4)                     
equivalents                                                                     
Cash and cash equivalents at beginning    145,5     442,0                       
of year                                                                         
Net cash resources assumed on             -         (5,1)                       
acquisition of businesses                                                       
Cash and cash equivalents at end of       292,9       145,5                     
year                                                                            
ABRIDGED STATEMENT OF CHANGES IN GROUP                                          
SHAREHOLDERS" EQUITY                                                            
for the 12 months ended 30 September 2005                                       
                                Share              Non-                         
capital            distri-                      
                                and       Treasury butable                      
Rm                              premium   shares   reserves                     
Ordinary shareholders" equity   860,8     (865,3)  230,8                        
at beginning of year                                                            
Prior year adjustments (refer                                                   
to note 4)                                                                      
Negative goodwill derecognised                                                  
Attributable earnings                                                           
Issue of shares                 44,2                                            
Share buy-backs                           (32,2)                                
Fair value (deficit)/surplus                       (10,3)                       
on investment net of tax                                                        
Treasury shares on unwinding                                                    
of Netcare Trust financial                                                      
asset                                                                           
Capital distributions           (307,8)                                         
Currency translation reserves                      (8,3)                        
and other movements                                                             
Ordinary shareholders" equity   597,2     (897,5)  212,2                        
at end of year                                                                  
                                                   Audited                      
                                Distri-   Audited  Restated                     
                                butable   30 Sept  30 Sept                      
Rm                              reserves  2005     2004                         
Ordinary shareholders" equity   2 495,5   2 721,8  2 967,4                      
at beginning of year                                                            
Prior year adjustments (refer                      (100,4)                      
to note 4)                                                                      
Negative goodwill derecognised  116,6     116,6                                 
Attributable earnings           818,4     818,4    651,8                        
Issue of shares                           44,2     61,5                         
Share buy-backs                           (32,2)   (236,8)                      
Fair value (deficit)/surplus              (10,3)   71,3                         
on investment net of tax                                                        
Treasury shares on unwinding                       (485,3)                      
of Netcare Trust financial                                                      
asset                                                                           
Capital distributions                     (307,8)  (245,6)                      
Currency translation reserves   (0,1)     (8,4)    37,9                         
and other movements                                                             
Ordinary shareholders" equity   3 430,4   3 342,3  2 721,8                      
at end of year                                                                  
KEY FINANCIAL INFORMATION                                                       
at 30 September 2005                                                            
                                                    Audited                     
                                           Audited  Restated                    
                                           30 Sept  30 Sept                     
2005     2004                        
Ordinary shares (net of treasury shares)                                        
(millions)                                                                      
In issue                                   1 446,2  1 425,8                     
Weighted average number of shares          1 431,5  1 479,7                     
Diluted weighted average number of shares  1 473,8  1 540,4                     
Distributions                                                                   
Capital distributions (cents per share)    25,0     19,0                        
Other salient features                                                          
EBITDA margin (%)                          19,1     18,0                        
EBIT margin (%)                            15,7     14,1                        
Interest cover (times)                     9,2      8,1                         
Effective taxation rate (%)                27,2     24,9                        
Operating profit return on net assets (%)  29,9     25,5                        
Return on ordinary shareholders" equity    28,5     24,0                        
(%)                                                                             
Debt/equity ratio (%)                      32,6     43,2                        
NOTES TO FINANCIAL INFORMATION                                                  
                                           Rm       Rm                          
1. Associated companies, investments and                                        
loans consists of:                                                              
Investments and loans to associated        728,4    539,2                       
companies                                                                       
Investments and loans to joint ventures    11,7     (6,3)                       
Loans                                      62,8     55,1                        
                                           802,9    588,0                       
Directors" valuation of investments and    823,9    589,7                       
loans to associated companies                                                   
2. Fair value adjustment on held for       29,2     18,1                        
trading shares taken to EBITDA                                                  
3. Operating lease charges                 130,4    136,9                       
4. Change in accounting interpretation                                          
The South African Institute of Chartered Accountants issued circular 7/2005 on 2
August 2005 detailing practice in the past and the revised correct treatment    
thereof. Accordingly, during the year, the Company changed its interpretation of
IAS16 (Leases). The Group has previously been accounting for operating leases in
a manner widely regarded as accepted practice within the South African          
environment. The policy applied by the Company involved expensing and recording 
operating lease expenses as and when incurred. The impact of this change in     
interpretation is as follows:                                                   
2005       2004                         
Income statement                        Rm         Rm                           
Decrease in net profit due to change                                            
in accounting interpretation                                                    
Gross                                   (6,6)      (11,5)                       
Taxation                                1,9        3,3                          
Net                                     (4,7)      (8,2)                        
Effect on distributable reserves prior                                          
to 2004:                                                                        
Gross                                              (141,4)                      
Taxation                                           41,0                         
Net                                                (100,4)                      
Deferred   Deferred                     
                                        lease      taxation                     
Balance sheet                           liability  liability                    
Effects of prior year adjustment on                                             
the 2004 balance sheet:                                                         
As previously reported                  -          247,2                        
Increase/(decrease)                     152,9      (44,3)                       
As restated                             152,9      202,9                        
5. Commitments                                                                  
Capital commitments                     390,3       388,3                       
 - contracted                           260,0       324,6                       
- not contracted                        130,3       63,7                        
Operating lease commitments             798,6       823,9                       
6. Contingent liabilities               381,1       372,8                       
COMMENTARY                                                                      
INTRODUCTION                                                                    
The Netcare Group ("the Group") has achieved a solid financial and operational  
performance for the year ended 30 September 2005, largely as a result of organic
growth across its core healthcare businesses and the increasing contribution to 
profitability from non-hospital ancillary healthcare investments. Netcare"s     
diversified business model has proven to be an optimal framework that has       
contributed to these rewarding results.                                         
The past year has recorded the lowest healthcare inflation in over a decade;    
finalisation of the legal process relating to the pharmacy regulations;         
meaningful steps towards increasing the number of medically insured people, and 
the emergence of an improved relationship between the public and private        
healthcare sectors. These positive developments bode well for increasing        
accessibility to quality and affordable healthcare for all South Africans.      
The Group has made positive strides in a number of key areas including:         
* Achieved international ISO 9002 accreditation for certain hospital facilities;
* Enhanced and improved skills, training and employee satisfaction resulting in 
Netcare"s improved ranking in the survey of the Best Companies to Work For in   
South Africa;                                                                   
* Launched The Health Partners for Life broad-based empowerment transaction;    
* Participated in the development of the Health Charter;                        
*  Improved Clinical Governance throughout the Group;                           
*  Commenced the rollout of an enterprise wide SAP IT system and shared services
platform throughout the organisation;                                           
*  Experienced increased use of Netcare"s primary and tertiary care facilities  
by self-funded private patients;                                                
*  Accomplished significant operational and financial improvements at Netcare   
911; and                                                                        
*  Awarded the tender for emergency service provision by Netcare 911, and is one
of the preferred providers of hospital services to the successful bidder for the
comprehensive Topaz plan, for the Government Employee Medical Scheme ("GEMS").  
2005 has also seen the retirement of Dr Jack Shevel, founder and former CEO of  
Netcare. The Board wishes to record its special thanks and gratitude to Dr      
Shevel for his outstanding contribution to the establishment and development of 
Netcare as a world-class healthcare organisation.                               
FINANCIAL REVIEW                                                                
Netcare"s revenue for the year increased by 9,9% to R7 533,7 million (2004: R6  
852,5 million), supported by higher volumes within the core hospital division   
arising from encouraging increases in admissions, patient days and maternity    
cases. Pleasing activity and performance improvements were also achieved by the 
Netcare Diagnostics, Netcare 911 and Netcare UK businesses.                     
Overall fully diluted headline EPS grew by 34,4% to 58,6 cents (2004 restated:  
43,6 cents).                                                                    
A pro-forma analysis of revenue and EBIT of the business groupings of Netcare is
set out below:                                                                  
                                        Revenue                                 
Audited Audited                                 
                                30 Sept 30 Sept                                 
                                2005    2004       %                            
                                Rm      Rm         Increase                     
Hospital and Trauma             5 927,8 5 444,9    8,9                          
operations                                                                      
Ancillary Healthcare            1 424,8 1 280,7    11,3                         
businesses                                                                      
Netcare International           181,1   126,9      42,7                         
Total                           7 533,7 6 852,5     9,9                         
                                EBIT                                            
                                        Restated                                
Audited Audited                                 
                                30 Sept 30 Sept                                 
                                2005    2004       %                            
                                Rm      Rm         Increase                     
Hospital and Trauma             975,1   837,7      16,4                         
operations                                                                      
Ancillary Healthcare            195,3   133,3      46,5                         
businesses                                                                      
Netcare International           15,8    (6,6)      -                            
Total                           1 186,2 964,4      23,0                         
The Group"s strong cash generation was once again evidenced by a 46,9% increase 
in cash generated from operating activities. Cash inflows were applied          
substantially during the period towards, inter alia, tax payments of R465,7     
million (2004: R357,6 million), capital expenditure of R497,3 million (2004:    
R362,3 million), increased capital distributions of R307,8 million (2004: R245,6
million) and other investments of R170,2 million (2004: R181,0 million). Despite
these factors, as well as the significant equity impact of the treasury shares, 
the debt/equity ratio declined to a sound 32,6% (2004: 43,2%).                  
Associate earnings                                                              
Attributable earnings of associates increased by 154,6% to R62,9 million (2004: 
R24,7 million).                                                                 
Netcare"s investment in Netpartner Investments Limited (Netpartner) contributed 
a net R41,1 million (2004: R25,9 million) to the associate earnings, including  
the effect of the cross-holding adjustment between Netcare and Netpartner, which
amounted to R67,1 million (2004: R28,1 million). The mark-to-market gain earned 
by Netpartner with respect to the Netcare shares held by Netpartner has not been
reflected at the Netcare group level.                                           
The balance of the associate earnings was contributed to largely by Netcare`s   
investments in Community Hospital Group ("CHG") and Healthshare, which are      
referred to herein.                                                             
Accounting policies and JSE Limited Listings Requirements                       
The financial statements comply with South African Statements of Generally      
Accepted Accounting Practice. Save for the change in accounting interpretation  
relating to operating leases (as required by SAICA Circular 7/2005) and the     
adoption of IFRS 3 in relation to the accounting treatment for goodwill, the    
principal accounting policies as set out in the 2004 Annual Report have been    
consistently applied.                                                           
This announcement has been prepared in accordance with the Listings Requirements
of the JSE Limited.                                                             
Audit report                                                                    
The joint auditors, Grant Thornton and PKF (Jhb) Inc., have issued their opinion
on the Group"s financial statements for the year ended 30 September 2005. A copy
of their unqualified report is available for inspection at the Company"s        
registered office.                                                              
OPERATIONAL REVIEW                                                              
The Group has expended substantial effort and cost at improving quality and     
service delivery across the organisation. To this end, HQS, an international    
accreditation agency affiliated to ISQua has been contracted to accredit        
Netcare"s hospital facilities, with Sunninghill Hospital in Johannesburg and    
Unitas Hospital in Pretoria having already been accredited over the period. In  
addition, the core healthcare divisions have embarked on a countrywide programme
to further enhance clinical governance, patient safety and outcomes throughout  
the Group.                                                                      
Netcare`s use of human performance technology to create two key business driver 
programmes, the first aimed at its core customer base of doctors (Netpartner    
Excellence Program), and the second at its general staff (Goldcare Winners      
Program), were documented for the International Society of Performance          
Improvement ("ISPI") and selected from several hundred submissions worldwide as 
the Master Series Presentation for the ISPI 43rd Annual Congress in Vancouver in
April.                                                                          
CORE HOSPITAL NETWORK AND TRAUMA OPERATIONS                                     
This division yielded good results for the period and recorded organic growth in
revenue of 8,9% and an increase in EBIT of 16,4%, a solid performance given the 
introduction of Single Exit Pricing ("SEP") and significantly lower pharma      
inflation. The performance of these businesses continues to show improvement in 
all areas of patient care and service delivery. During the period, the          
introduction of selected business re-engineering processes and rationalisation  
programmes have resulted in the hospital and trauma support services being      
operated more efficiently.                                                      
In the core hospital network patient days were up by 2,2%, theatre cases up by  
1,8%, maternity cases increased by over 5,9%, and the length of stay declined   
marginally from 3,22 days to 3,20 days. This result is due to increased         
utilisation by the currently insured population (admissions/1 000) and private  
uninsured patients; a net increase of more than 120 specialists joining Netcare 
hospitals; improved patient satisfaction indices; and benefits of               
infrastructural and strategic investments in high performing facilities.        
In addition, capital expenditure increased to R497,3 million (2004: R362,3      
million), as the Group continued to expand and upgrade facilities within the    
hospital network, started the development of two new greenfield hospitals in the
Western Cape and KwaZulu-Natal, and invested the initial capital expenditure    
relating to the introduction of SAP into the organisation.                      
In differentiating patient care and ensuring sustainable resources of quality   
nursing within Netcare institutions, during the year the Group trained over     
1,500 nurses within its training academies, supported over 345 unit managers in 
business management programmes and provided over R7,0 million worth of bursaries
to students. In addition, a R5 million founding contribution was endowed to the 
Jack Shevel Nurses Benefit Trust and Netcare is partnering with Government in an
Employer Forum established to address supply and quality issues facing the      
health sector.                                                                  
Netcare 911 (previously Traumanet) continues to play a leading role in providing
emergency medical assistance and evacuation ("EMS") with over 767 employed      
paramedics, and 508 emergency vehicles in the Netcare 911 network. Management   
has made outstanding progress in restoring the business unit to profitability.  
The year was also characterised by the 082 911 call centre service levels       
consistently exceeding 95%, customer base increased to exceed 9,0 million lives,
and being awarded the EMS contract for GEMS.                                    
ANCILLARY HEALTHCARE BUSINESSES                                                 
The continued investment and development of allied healthcare businesses (which 
provide a wide spectrum of administrative, logistical and support services to a 
range of healthcare providers) have continued to contribute increasingly to     
revenue and profitability and provide the Group with important avenues for      
future growth.                                                                  
* Primary care - Medicross                                                      
The positive performance by this business was encouraging given a difficult     
trading environment particularly as a result of the reduction in the SEP of     
medicines and the increased competition in retail pharmacy given new entrants to
the market. Medicross continues to develop its administration capability and    
will seek to expand its services to practices situated in previously            
disadvantaged communities. In addition, finding innovative and effective        
products and services for the treatment of people living with HIV and Aids is   
seen as an area of focus going forward.                                         
* Netcare Diagnostics                                                           
The businesses and ventures falling within Netcare Diagnostics performed well   
over the period given improvements in activity, operational efficiencies, and   
the volume related benefits associated with recent expansion initiatives.       
* CHG pharmacies                                                                
The pharmacies within the hospitals comprising Netcare"s empowerment affiliate  
CHG, an entity in which Netcare has a joint investment with Community Healthcare
Holdings (a black owned healthcare company) ("CHH"), continue to contribute     
increasingly on an annual basis.                                                
ASSOCIATED HEALTHCARE INTERESTS                                                 
The investments in, inter alia, Netpartner, CHG and Healthshare performed well, 
albeit that they are at varying stages of development.                          
The Group"s investment in Netpartner continues to be a key strategic initiative 
in developing a Health Maintenance Organisation ("HMO") model. Netpartner has   
more than 10 500 medical professionals as shareholders, a direct collective     
empowerment shareholding of more than 27%, and is the single largest shareholder
in Netcare at more than 20%. Given the regulatory processes involved in the     
rollout of certain innovative managed care products, and the lack of precedent  
of certain concepts which are being developed, there have been delays in        
progressing this business model. Despite these challenges, Netpartner will      
continue to seek to introduce alternative reimbursive models and attract        
uninsured but employed lives by offering greater access and product simplicity  
at affordable prices.                                                           
Netcare"s associate investment in CHG has performed well over the period as the 
hospitals develop in terms of expansion, occupancies and financial performance. 
Various options are being considered in regard to CHG, CHH and other BEE        
healthcare providers in line with the Group"s transformation objectives.        
Netcare"s investment and participation in Healthshare, a healthcare services    
outsourcing business to the mining and similar industries, continues to generate
benefits for Netcare and its partners who seek to develop innovative models to  
improve access by their employees and their dependents to quality healthcare.   
NETCARE INTERNATIONAL (NETCARE UK)                                              
The Ophthalmic Chains Independent Sector Treatment Centres ("ISTC"),            
commissioned during January 2004, continued to provide quality patient care and 
successfully treated more than 17,000 patients by 30 September 2005 from its    
innovative mobile solution. On 9 May 2005, Netcare UK opened its second ISTC    
project, The Greater Manchester Surgical Centre in Manchester. Netcare UK has   
undertaken to perform over 44 800 procedures comprising, Orthopaedic, Ear Nose  
and Throat and General surgery over a five-year period within a high volume     
elective surgery unit.                                                          
The change in revenue character from intermittent activity associated with      
waiting list activities to annuity income from ISTC projects has resulted in a  
42,7% increase in revenue, with initial operating performance being affected by 
start up and diligence costs. Over time Netcare UK is poised to leverage        
operational activities to improve financial performance and is continuously     
seeking new opportunities for growth.                                           
TRANSFORMATION                                                                  
Health Partners for Life ("HPFL") - Netcare"s broad-based black economic        
empowerment transaction.                                                        
Netcare recently added to its transformation objectives with the finalisation of
the Group"s broad-based black economic empowerment transaction which entailed   
the facilitation of an investment by a broad grouping of historically           
disadvantaged individuals ("HDIs") in 10% of Netcare"s equity, valued at        
approximately R1 billion. Importantly, this grouping entailed the inclusion of  
almost 45 000 stakeholders within the healthcare industry, with the emphasis on 
HDIs.                                                                           
Further reference is made to the public announcements released on 21 April 2005 
and 30 June 2005, as well as the circular to shareholders dated 1 September     
2005, the key resolutions to which were approved by shareholders on 26 September
2005.                                                                           
The progress that has been made through the HPFL transaction and Netcare"s      
Transformation Committee has seen advancement in the areas of equity ownership, 
human resource development, enterprise development, preferential procurement,   
corporate and social contributions, and equity in access.                       
CORPORATE AND SOCIAL CONTRIBUTIONS                                              
During the year Netcare contributed more than R65 million in terms of financial 
and human resources in the areas of:                                            
* Pre-hospital emergency medical services;                                      
* Academic grants, bursaries, skills training and industry initiatives;         
* Corporate community health and welfare sponsorships;                          
* Event management and sport sponsorships; and                                  
 National and international disaster management.                                
  * Notably, this included having organised, coordinated and executed the       
evacuation of stranded South Africans from South East Asia, as well as the      
fundraising initiative, following the Tsunami of December 2004.                 
CHANGES IN DIRECTORATE                                                          
* Dr VLJ Litlhakanyane and Professor MB Kistnasamy were appointed to the Board  
as Executive and Non-Executive Directors respectively with effect from 1        
December 2004.                                                                  
* With effect from 1 March 2005, Mr MI Sacks (Executive Chairman) became Non-   
Executive Chairman.                                                             
* On 31 August 2005, Dr J Shevel resigned as Chief Executive Officer and became 
a Non-Executive Director with effect from 1 September 2005.                     
* With effect from 1 September 2005, Dr RH Friedland (formerly CEO -            
International) was appointed Netcare Group Chief Executive Officer.             
* With effect from 16 September 2005, Dr RH Bush, Dr I Kadish and Mr PJ Lindeque
resigned as Directors of the Company. The Company has significantly benefited   
under the leadership of these Directors and wishes to place on record its       
gratitude and appreciation for their outstanding contribution to the success of 
the Netcare Group. Mr Lindeque will continue as a valued executive to Netcare as
the Regional Director of the Hospital Division, while the roles and functions of
Drs" Bush and Kadish will be absorbed by current executives.                    
PROSPECTS                                                                       
The South African healthcare market is currently experiencing some significant  
structural and economic changes, including,                                     
* a lower inflationary environment and regulatory changes which have led to     
improved affordability;                                                         
* the strength of the South African economy resulting in more people being      
employed in the formal sector;                                                  
* encouraging signs through Government initiatives to increase the size of the  
medically insured population;                                                   
* the launch of the GEMS which may result in a substantial increase in the      
number of people accessing healthcare;                                          
* tax reforms to increase the access of low-income earners to medical insurance;
and                                                                             
* the release of the revised Health Charter on 31 October 2005.                 
Netcare is committed to seeking new ways to improve the access to and           
affordability of quality healthcare, and to developing mutually beneficial      
partnerships with Government, emerging providers, medical professionals and     
other stakeholders in assisting to meet the healthcare needs of our nation.     
Internationally, Netcare continues to explore opportunities and develop its     
business models. The UK healthcare market, and many other markets in which the  
public sectors seek to partner with private sector participants, represent real 
and sustainable growth areas.                                                   
Accordingly, in the absence of any unforeseen circumstances in the South African
and global economies and also the healthcare regulatory environment, it is      
considered that the Group has a well-balanced portfolio of healthcare businesses
to continue in the forthcoming financial year to generate increased earnings and
solid returns for all stakeholders.                                             
STAKEHOLDERS                                                                    
Netcare acknowledges that these results and the professional care given to the  
millions of patients each year are testimony to its people. The Board wishes to 
extend its sincere appreciation to the caring doctors, medical professionals,   
paramedics, nurses, caregivers and staff for their commitment, passion and      
dedication.                                                                     
DECLARATION OF CAPITAL DISTRIBUTION NO 13                                       
In accordance with the authority given to the Directors by way of an ordinary   
resolution passed on 28 January 2005, the Board of Directors declared on Monday,
14 November 2005 a final capital distribution (No 13) out of share premium of 15
cents per share, payable on Monday 23 January 2006, to shareholders recorded in 
the register of the Company as at Friday, 20 January 2006. Taken together with  
the interim distribution number 12 of 10 cents per ordinary share, the total    
distribution paid and to be paid in respect of the 2005 financial year amounts  
to 25 cents (2004: 19 cents) per ordinary share, an increase of 31,6% over the  
prior financial year.                                                           
In the absence of further issues of shares, with the resultant credits to share 
premium, Netcare"s ability to pay capital distributions rather than dividends is
limited. Accordingly, it is likely that the Company may incur Secondary Tax on  
Companies in the foreseeable future.                                            
In compliance with the requirements of STRATE, the following dates are          
applicable:                                                                     
Last date to trade "cum" the capital           Friday, 13 January 2006          
distribution ("LDT")                                                            
Date trading commences "ex" the capital        Monday, 16 January 2006          
distribution                                                                    
Record date                                    Friday, 20 January 2006          
Date of payment                                Monday, 23 January 2006          
Share certificates may not be dematerialised nor rematerialised between Monday, 
16 January 2006 and Friday, 20 January 2006, both dates inclusive.              
By order of the Board                                                           
Michael I Sacks               Dr Richard H Friedland                            
Chairman                      Chief Executive Officer                           
Sandton                                                                         
14 November 2005                                                                
EXECUTIVE DIRECTORS:                                                            
Dr RH Friedland BVSc, MBBCh, Dip Fin Man, MBA, (Chief Executive Officer); PG    
Nelson BCom (Hons), CA (SA) (Chief Financial Officer); IM Davis Dip Pharm (MPS);
Dr VLJ Litlhakanyane MBBCh, M Med (Radiotherapy), MBA; N Weltman CA (SA)        
NON-EXECUTIVE DIRECTORS:                                                        
MI Sacks CA (SA), AICPA (ISR) (Chairman); APH Jammine BSc (Hons), BA (Hons),    
MSc, PhD; JM Kahn BA (Law), MBA, DCom (hc), SOE; Prof MB Kistnasamy MBCHb, M Med
(Community Health); HR Levin BCom, LLB, LLM, H Dip Tax, H Dip Co Law; Dr J      
Shevel MBBCh; Dr JA Van Rooyen MBBCh, M Med (Clin Path)                         
COMPANY SECRETARY:                                                              
J Wolpert CA (SA), FCMA, FCIS                                                   
REGISTERED ADDRESS:                                                             
76 Maude Street (corner West Street),                                           
Sandton 2196. Private Bag X34, Benmore 2010                                     
TRANSFER SECRETARIES:                                                           
Ultra Registrars (Proprietary) Limited,                                         
11 Diagonal Street, Johannesburg 2001.                                          
PO Box 4844, Johannesburg 2000                                                  
SPONSOR:                                                                        
Merrill Lynch South Africa (Proprietary) Limited, Registration number           
1995/001805/07,                                                                 
138 West Street, Sandown, Sandton 2196                                          
Date: 16/11/2005 07:00:19 AM Produced by the JSE SENS Department                
                                                                                
                                                                                
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