| |
|
2008 |
|
2007 |
| |
|
Rm |
|
Rm |
| |
Balance at the beginning of the year |
183 |
|
207 |
| |
Income statement charge |
2 |
|
(24) |
| |
Balance at the end of the year |
185 |
|
183 |
| |
|
|
|
|
| 7 |
CASH GENERATED BY OPERATIONS |
|
|
|
| |
Reconciliation of profit before taxation to cash generated by operations |
|
|
|
| |
Profit before taxation |
2 981 |
|
2 462 |
| |
Adjusted for: |
|
|
|
| |
BEE transaction share-based payments expenses |
5 |
|
12 |
| |
Foreign currency translation profit |
|
|
1 |
| |
Impairment of advances |
2 |
|
(24) |
| |
Impairment of investments |
44 |
|
83 |
| |
Loss on waiver of loan to subsidiary |
|
|
48 |
| |
Capital profit on sale of investment |
|
|
(56) |
| |
Cash generated by operations |
3 032 |
|
2 526 |
| |
|
|
|
|
| 8 |
TAXATION PAID |
|
|
|
| |
|
|
|
|
| |
Amounts prepaid at the beginning of the year |
(5) |
|
(3) |
| |
Income statement charge current taxation |
1 |
|
2 |
| |
Realised deferred taxation |
|
|
8 |
| |
Income statement charge secondary taxation on companies |
15 |
|
135 |
| |
Amounts prepaid at the end of the year |
8 |
|
5 |
| |
|
19 |
|
147 |
| 9 |
SHARE-BASED PAYMENTS |
| |
|
| |
Equity instruments are granted to business partners and non-executive directors as an incentive to retain business and develop growth within the group. The share-based payment expenses and reserve balances in respect of the Black Business Partner Scheme and the Non-executive Directors Scheme, implemented in 2005, were accounted for in the Nedbank Group Limited consolidated financial statements and in the Nedbank Group Limited standalone financial statements. Both of these schemes will be equity-settled. |
| |
|
| |
As the company cannot estimate reliably the fair value of services received nor the value of additional business received, the company rebuts the presumption that such services and business can be measured reliably. The company therefore measures their fair value by reference to the fair value of the equity instruments granted, in line with the groups accounting policy. The fair value of such equity instruments is measured at the grant date utilising the Black-Scholes valuation model. |
| |
9.1 |
Description of arrangements |
| |
|
Scheme |
Trust/SPV |
Description |
Vesting requirements |
Maximum term |
| |
|
Nedbank Eyethu BEE schemes |
|
|
|
| |
|
Black Business |
Wiphold Financial |
Each trust was issued an |
No dealing in the shares |
10 years |
| |
|
Partner Scheme |
Services Number |
equal number of restricted |
during the 10-year notional |
|
| |
|
|
Two Trust and |
shares at R1,87 per share, |
funding period. |
|
| |
|
|
Brimstone-Mtha |
with notional funding over |
|
|
| |
|
|
Financial Services |
a period of 10 years. The |
|
|
| |
|
|
Trust |
beneficial ownership of the |
|
|
| |
|
|
|
shares resides with the |
|
|
| |
|
|
|
participants, including the |
|
|
| |
|
|
|
voting and dividend rights. |
|
|
| |
|
|
|
|
|
|
| |
|
Non-executive |
Nedbank Eyethu |
Certain non-executive |
Six years service and no |
6 years |
| |
|
Directors Scheme |
Non-executive |
directors acquired restricted |
dealing in the shares during |
|
| |
|
|
DirectorsTrust |
shares at par value, with |
this notional funding period. |
|
| |
|
|
|
notional funding over a |
So as not to compromise the |
|
| |
|
|
|
period of six years.The |
non-executive directors |
|
| |
|
|
|
beneficial ownership of the |
independence, no specific |
|
| |
|
|
|
shares resides with the |
performance conditions will |
|
| |
|
|
|
participants, including the |
apply to the directors |
|
| |
|
|
|
voting and dividend rights. |
participation. |
|
| |
9.2 |
| Effect on profit and financial position |
|
|
|
| |
|
Share-based |
|
Share-based |
| |
|
payments expense |
|
payments reserve |
| |
|
2008 |
|
2007 |
|
2008 |
|
2007 |
| |
|
Rm |
|
Rm |
|
Rm |
|
Rm |
| Black Business Partner Scheme |
|
|
|
|
215 |
|
215 |
| Non-executive Directors Scheme |
5 |
|
12 |
|
20 |
|
15 |
| |
|
5 |
|
12 |
|
235 |
|
230 |
|
| |
| |
| |
| |
| |
| |
| |
| |
9.3 |
Movements in number of instruments
|
|
|
|
|
|
|
| |
|
|
2008 |
|
2007 |
| |
|
|
|
Weighted |
|
|
|
|
| |
|
|
|
average |
|
|
|
Weighted |
| |
|
|
|
exercise |
|
|
|
average |
| |
|
|
Number of |
price |
|
Number of |
|
exercise price |
| |
|
|
instruments |
Rm |
|
instruments |
|
Rm |
| |
|
Black Business Partner Scheme |
|
|
|
|
|
|
| |
|
Outstanding at the beginning of the year |
7 891 300 |
171,82 |
|
7 891 300 |
|
171,82 |
| |
|
Outstanding at the end of the year |
7 891 300 |
171,82 |
|
7 891 300 |
|
171,82 |
| |
|
Exercisable at the end of the year |
|
|
|
– |
|
|
| |
|
Non-executive Directors Scheme |
|
|
|
|
|
|
| |
|
Outstanding at the beginning of the year |
493 206 |
|
|
344 351 |
|
108,04 |
| |
|
Other movements |
|
|
|
148 855 |
|
|
| |
|
Granted |
81 815 |
78,81 |
|
|
|
|
| |
|
Outstanding at the end of the year |
575 021 |
103,88 |
|
493 206 |
|
108,04 |
| |
|
Exercisable at the end of the year |
|
|
|
– |
|
|
| |
9.4 |
Instruments outstanding at the end of the year by exercise price |
|
|
| |
|
|
|
2008 |
|
|
|
2007 |
| |
|
|
|
Weighted |
|
|
|
Weighted |
| |
|
|
|
average |
|
|
|
average |
| |
|
|
|
remaining |
|
|
|
remaining |
| |
|
|
Number of |
contractual |
|
Number of |
|
contractual |
| |
|
|
instruments |
life (years) |
|
instruments |
|
life (years) |
| |
|
Black Business Partners Scheme |
|
|
|
|
|
|
| |
|
171,82 |
7 891 300 |
6,6 |
|
7 891 300 |
|
7,6 |
| |
|
|
7 891 300 |
6,6 |
|
7 891 300 |
|
7,6 |
| |
|
Non-executive Directors Scheme |
|
|
|
|
|
|
| |
|
78,81 |
81 815 |
2,6 |
|
|
|
|
| |
|
108,04 |
493 206 |
2,6 |
|
493 206 |
|
3,6 |
| |
|
|
575 021 |
2,6 |
|
493 206 |
|
3,6 |
| |
9.5 |
Instruments granted during the year
|
|
|
|
|
|
|
| |
|
The weighted average fair value of instruments granted during the year has been calculated using the Black-Scholes option pricing model, using the following inputs and assumptions. |
| |
|
|
|
|
|
Non-executive |
|
Non-executive |
| |
|
|
|
|
|
Directors |
|
Directors |
| |
|
|
|
|
|
Scheme |
|
Scheme |
| |
|
|
|
|
|
2008 |
|
2007 |
| |
|
Number of instruments granted |
|
|
|
81 815 |
|
|
| |
|
Weighted average fair value per instrument granted (R) |
|
|
|
48,52 |
|
|
| |
|
Weighted average share price (R) |
|
|
|
112,00 |
|
|
| |
|
Weighted average exercise price (R) |
|
|
|
78,81 |
|
|
| |
|
Weighted average expected volatility (%) |
|
|
|
27,0 |
|
|
| |
|
Weighted average life (years) |
|
|
|
1,9 |
|
|
| |
|
Weighted average expected dividends (%) |
|
|
|
0,0 |
|
|
| |
|
Weighted average risk-free interest rate (%) |
|
|
|
10,9 |
|
|
| |
|
Number of participants |
|
|
|
1 |
|
|
| |
|
Weighted average vesting period (years) |
|
|
|
0,5 |
|
|
| |
|
Possibility of not vesting (%) |
|
|
|
0,0 |
|
|
| |
|
Expectation of meeting performance criteria (%) |
|
|
|
100 |
|
|
| |
|
|
|
|
|
|
|
|
|
10 |
RELATED PARTIES |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
10.1 |
Relationship with parent, ultimate controlling
party and investees
|
|
|
|
|
| |
|
The company's parent company is Old Mutual (South Africa) Limited (OMSA), which, through its subsidiaries, holds 54,30% (2007: 53,20%) of Nedbank Group Limited's ordinary shares. The ultimate controlling party is Old Mutual plc, incorporated in the United Kingdom.
Material subsidiaries of the company are identified
here and associates and joint ventures of the company are identified
here.
|
| |
10.2 |
Key management personnel compensation
|
|
|
|
|
|
|
| |
|
Key management personnel are those persons who have authority and responsibility for planning, directing and controlling the activities of the company, directly or indirectly, including all directors of the company and its parent, as well as members of the Executive Committee who are not directors, as well as close members of the family of any of these individuals.
Details of the compensation paid to the board of directors are disclosed in the Remuneration Report
here and details of their shareholdings in the company are disclosed
here. Compensation paid to the board of directors is aggregated below, together with the aggregate compensation paid to the executive directors, as well as the number of share options and instruments held.
|
| |
|
| |
|
|
Key |
|
|
| |
|
|
management |
|
|
| |
Directors |
|
personnel |
|
Total |
| Compensation (Rm) |
|
|
|
|
|
| 2008 |
|
|
|
|
|
| Directors fees Paid by subsidiaries |
12 |
|
|
|
12 |
| Remuneration Paid by subsidiaries |
25 |
|
80 |
|
105 |
| |
|
|
|
|
|
Short-term employee benefits |
16 |
|
68 |
|
84 |
Gain on exercise of options |
9 |
|
12 |
|
21 |
| |
|
|
|
|
|
| |
37 |
|
80 |
|
117 |
| 2007 |
|
|
|
|
|
| Directors fees* Paid by subsidiaries |
11 |
|
|
|
11 |
| Remuneration Paid by subsidiaries |
33 |
|
68 |
|
101 |
| |
|
|
|
|
|
Short-term employee benefits |
19 |
|
43 |
|
62 |
Gain on exercise of options |
14 |
|
25 |
|
39 |
| |
|
|
|
|
|
| |
44 |
|
68 |
|
112 |
| Number of share options and instruments |
|
|
|
|
|
| 2008 |
|
|
|
|
|
| Outstanding at the beginning of the year |
1 412 503 |
|
1 380 971 |
|
2 793 474 |
| Granted |
209 250 |
|
315 507 |
|
524 757 |
| Forfeited |
|
|
(107 645) |
|
(107 645) |
| Exercised |
(166 744) |
|
(276 521) |
|
(443 265) |
| Expired |
(199 000) |
|
|
|
(199 000) |
| Transferred |
|
|
177 500 |
|
177 500 |
| Outstanding at the end of the year |
1 256 009 |
|
1 489 812 |
|
2 745 821 |
| 2007 |
|
|
|
|
|
| Outstanding at the beginning of the year |
1 333 738 |
|
1 716 265 |
|
3 050 003 |
| Granted |
121 643 |
|
300 430 |
|
422 073 |
| Forfeited |
(26 926) |
|
(68 708) |
|
(95 634) |
| Exercised |
(160 292) |
|
(393 693) |
|
(553 985) |
| Transferred |
144 340 |
|
(173 323) |
|
(28 983) |
| Outstanding at the end of the year |
1 412 503 |
|
1 380 971 |
|
2 793 474 |
|
* Where necessary, comparative information has been enhanced to provide a more detailed analysis. |
|
| |
10.3 |
Related-party transactions |
| |
|
The following significant transactions were entered into between Nedbank Group Limited and the following related parties.All of these transactions were entered into in the normal course of business. |
| |
|
| |
Due from/(Owing to) |
| |
2008 |
|
2007 |
| Outstanding balances (Rm) |
Rm |
|
Rm |
| Subsidiaries |
|
|
|
| Loan from BoE Management Limited interest-free |
(3 687) |
|
(3 687) |
| Loan from BoE Limited interest-free |
(1 070) |
|
(1 171) |
| Loan from Cape of Good Hope Financial Services Limited interest-free* |
(6) |
|
(5) |
| Loan from Nedbank Nominees (Pty) Ltd* |
(5) |
|
(5) |
| Loan from The Board of Executors 1838 |
(45) |
|
(45) |
| Bank accounts with Nedbank Limited interest-free |
(305) |
|
(1 723) |
| Advance to NEST |
16 |
|
325 |
| Loan to FTNIB Manco |
|
|
10 |
| Tando AG dividend |
71 |
|
|
| Due from Nedbank Limited on exercise of share options during the year |
|
|
|
interest-free |
|
|
325 |
| Impairment provision in respect of amounts due to Nedbank Limited by its |
|
|
|
| subsidiaries |
(163) |
|
(161) |
| Impairment provision in respect of amounts due to Nedgroup Investments |
|
|
|
| Limited by its subsidiaries |
(2) |
|
(2) |
| Impairment provision in respect of amounts due by BoE Limited |
(18) |
|
(19) |
| |
|
|
|
| Key management personnel |
|
|
|
| The Wiphold and Brimstone consortia are related parties since certain key |
|
|
|
| management personnel of the company have significant influence over |
|
|
|
| these entities. These consortia are participants in the Nedbank Eyethu BEE |
|
|
|
| schemes and the share-based payments reserve recognised in respect of |
|
|
|
| these consortia and key management personnel is detailed below: |
|
|
|
| |
|
|
|
| Wiphold consortium |
(108) |
|
(108) |
| Brimstone consortium |
(107) |
|
(107) |
| Non-executive directors |
(20) |
|
(15) |
| Share-based payments reserve |
(235) |
|
(230) |
|
| |
|
| |
Income/(Expense) |
| |
2008 |
|
2007 |
| Transactions (Rm) |
Rm |
|
Rm |
| Parent |
|
|
|
| Dividend declared to OMSA via its subsidiaries* |
1 577 |
|
1 382 |
| Subsidiaries |
|
|
|
| MN Holdings Limited |
|
|
3 |
| Interest income |
|
|
3 |
| MN Holdings Limited |
|
|
(1) |
| Foreign currency translation gains/(losses) on loans to or from subsidiaries |
|
|
(1) |
| Nedbank Limited |
2 294 |
|
1 947 |
| Nedgroup Investment Holdings 101 Limited |
286 |
|
498 |
| Syfrets Securities Limited |
32 |
|
10 |
| Nedgroup Insurance Company Limited |
60 |
|
|
| NedEurope Limited |
163 |
|
|
| Tando AG |
143 |
|
|
| FTNIB Management Company Limited * |
|
|
10 |
| Nedbank International Limited * |
|
|
22 |
| Alliance Investments Limited |
16 |
|
|
| BoE Limited |
53 |
|
49 |
| Dividends declared by subsidiaries |
3 047 |
|
2 536 |
| Key management personnel |
|
|
|
| The share-based payments charge in respect of the entities that are |
|
|
|
| participants in the Nedbank Eyethu BEE schemes and key management |
|
|
|
| personnel is detailed below: |
|
|
|
| |
|
|
|
| Non-executive directors |
(5) |
|
(12) |
| Share-based payments expense |
(5) |
|
(12) |
|
* Where necessary, comparative information has been enhanced to provide a more detailed analysis.
|
|
| |
|
|
.