Preliminary results 2011 - Part 2 IFRS

RNS Number : 0193Z
Old Mutual PLC
09 March 2012
 



Index to the financial information

For the year ended 31 December 2011

 

Statement of directors' responsibilities in respect of the preliminary announcement of the Annual Report and the financial statements                 42

Consolidated income statement                                                                                                                                                                                   43

Consolidated statement of comprehensive income                                                                                                                                                     44

Reconciliation of adjusted operating profit to profit after tax                                                                                                                                       45

Consolidated statement of financial position                                                                                                                                                                46

Condensed consolidated statement of cash flows                                                                                                                                                     47

Consolidated statement of changes in equity                                                                                                                                                              48

A1:    Accounting policies                                                                                                                                                                                      50

A2:    Significant corporate activity and business changes                                                                                                                                  50

B:      Segment information                                                                                                                                                                                     51

C:      Other key performance information                                                                                                                                                             62

D:      Other income statement notes                                                                                                                                                                     68

E:      Borrowed funds                                                                                                                                                                                           70

F:      Other statement of financial position notes                                                                                                                                                  73

G:      Other notes                                                                                                                                                                                                  76

H:      Discontinued operations and held for sale operations                                                                                                                                 78

 

 

 



 

Statement of directors' responsibilities in respect of the preliminary

announcement of the Annual Report and the financial statements

 

 

We confirm that to the best of our knowledge:

·     The financial statements, prepared in accordance with the applicable set of accounting standards, gives a true and fair view of the assets, liabilities, financial position and profit of the Group and the undertakings included in the consolidation taken as a whole;

·     The Group Finance Director's review and the Business review include a fair view of the development and performance of the business and the position of the Group and the undertakings included in the consolidation taken as a whole, together with a description of the important events, principal risks and uncertainties that they face.

 

 

 

Julian Roberts                                         Philip Broadley
Group Chief Executive                            Group Finance Director

 

9 March 2012                                          9 March 2012

 



 

CONSOLIDATED INCOME STATEMENT

For the year ended 31 December 2011

£m

 

Notes

Year ended

31 December

2011

Year ended

31 December

2010*

Revenue



Gross earned premiums

B3

3,584

3,460

Outward reinsurance

 

(325)

(300)

Net earned premiums

 

3,259

3,160

Investment return (non-banking)


(567)

9,553

Banking interest and similar income


3,669

3,913

Banking trading, investment and similar income


217

199

Fee and commission income, and income from service activities


3,035

2,823

Other income


171

149

Total revenues

 

9,784

19,797

Expenses



Claims and benefits (including change in insurance contract provisions)


(3,331)

(4,956)

Reinsurance recoveries


123

222

Net claims and benefits incurred


(3,208)

(4,734)

Change in investment contract liabilities


1,889

(5,833)

 

Losses on loans and advances


(458)

(548)

Finance costs


(58)

(269)

Banking interest payable and similar expenses


(2,095)

(2,441)

Fee and commission expenses, and other acquisition costs


(1,007)

(917)

Other operating and administrative expenses


(3,852)

(3,643)

Goodwill impairment

C1(b)

(264)

(1)

Change in third-party interest in consolidated funds


2

(299)

Total expenses


(9,051)

(18,685)

Share of associated undertakings and joint ventures' profit after tax


10

5

Profit/(loss) on acquisition/disposal of subsidiaries, associated undertakings and strategic investments

C1(c)

251

(22)

Profit before tax


994

1,095

Income tax expense

D1(a)

(225)

(391)

Profit from continuing operations after tax


769

704

Discontinued operations




Profit/(loss) from discontinued operations after tax

H1(a)

198

(728)

Profit/(loss) after tax for the financial year


967

(24)

Attributable to




Equity holders of the parent


667

(282)

Non-controlling interests




Ordinary shares

F2(a)

238

196

Preferred securities

F2(a)

62

62

Profit/(loss) after tax for the financial year


967

(24)

Earnings per share



Basic earnings per share based on profit from continuing operations (pence)


8.9

8.5

Basic earnings per share based on profit/(loss) from discontinued operations (pence)


4.0

(15.0)

Basic earnings per ordinary share (pence)

C3(a)

12.9

(6.5)

Diluted earnings per share based on profit from continuing operations (pence)


8.0

7.7

Diluted earnings per share based on profit/(loss) from discontinued operations (pence)


3.7

(13.8)

Diluted earnings per ordinary share (pence)

C3(a)

11.7

(6.1)

Weighted average number of shares - millions

C3(a)

4,935

4,859

 

* The year ended 31 December 2010 has been restated to reflect Nordic as discontinued (see note A2).

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the year ended 31 December 2011




£m


Notes

Year ended

31 December

2011

Year ended

31 December

2010*

Profit/(loss) after tax for the financial year


967

(24)

Other comprehensive income for the financial year




Fair value gain/(losses)




Property revaluation


39

26

Net investment hedge


28

(87)

Available-for-sale investments




Fair value (losses)/gains


(1)

37

Recycled to the income statement


(6)

-

Shadow accounting


(22)

(15)

Currency translation differences/exchange differences on translating foreign operations


(1,240)

882

Other movements


(49)

17

Income tax relating to components of other comprehensive income

D1(c)

12

13

Total other comprehensive income for the financial year from continuing operations


(1,239)

873

Total other comprehensive income for the financial year from discontinued operations

H1(b)

(161)

278

Total other comprehensive income for the financial year


(1,400)

1,151

Total comprehensive income for the financial year


(433)

1,127

Attributable to




Equity holders of the parent


(408)

594

Non-controlling interests




Ordinary shares


(87)

428

Preferred securities


62

105

Total comprehensive income for the financial year


(433)

1,127

 

* The year ended 31 December 2010 has been restated to reflect Nordic as discontinued (see note A2).

 

 

RECONCILIATION OF ADJUSTED OPERATING PROFIT TO PROFIT AFTER TAX

For the year ended 31 December 2011

£m


Notes

Year ended

31 December

2011

Year ended

31 December

2010*

Core operations




Long-Term Savings

B2

793

787

Nedbank

B2

755

601

Mutual and Federal

B2

89

103

USAM

B2

67

72

 


1,704

1,563

Finance costs


(128)

(128)

Long term investment return on excess assets


37

31

Net interest payable to non-core operations


(23)

(39)

Corporate costs


(57)

(60)

Other net (expenses)/income


(18)

4

Adjusted operating profit before tax

 

1,515

1,371

Adjusting items

C1(a)

(329)

(392)

Non-core operations

B2

(183)

15

Profit before tax (net of policyholder tax)


1,003

994

Income tax attributable to policyholder returns

B2

(9)

101

Profit before tax


994

1,095

Total tax expense

D1(a)

(225)

(391)

Profit from continuing operations after tax


769

704

Profit/(loss) from discontinued operations after tax

H1(a)

198

(728)

Profit/(loss) after tax for the financial year


967

(24)

 

Adjusted operating profit after tax attributable to ordinary equity holders of the parent

£m


Notes

Year ended

31 December

2011

Year ended

31 December

2010*

Adjusted operating profit before tax


1,515

1,371

Tax on adjusted operating profit

D1(d)

(341)

(327)

Adjusted operating profit after tax


1,174

1,044

Non-controlling interests - ordinary shares

F2(a)

(257)

(217)

Non-controlling - preferred securities

F2(a)

(62)

(62)

Adjusted operating profit after tax attributable to ordinary equity holders of the parent


855

765

Adjusted weighted average number of shares (millions)

C3(a)

5,435

5,359

Adjusted operating earnings per share (pence)

C3(b)

15.7

14.3

 

* The year ended 31 December 2010 has been restated to reflect Nordic as discontinued and non-core (see note A2).

Basis of preparation

The reconciliation of adjusted operating profit has been prepared so as to reflect the directors' view of the underlying long-term performance of the Group. The statement reconciles adjusted operating profit to profit after tax as reported under IFRS as adopted by the EU.

For core life assurance and general insurance businesses, adjusted operating profit is based on a long-term investment return, including investment returns on life funds' investments in Group equity and debt instruments, and is stated net of income tax attributable to policyholder returns. For the US Asset Management business it includes compensation costs in respect of certain long-term incentive schemes defined as non-controlling interests in accordance with IFRS. For all core businesses, adjusted operating profit excludes goodwill impairment, the impact of acquisition accounting, revaluations of put options related to long-term incentive schemes, profit/(loss) on acquisition/disposal of subsidiaries, associated undertakings and strategic investments, and fair value profits/(losses) on certain Group debt movements but includes dividends declared to holders of perpetual preferred callable securities. Bermuda, which is non-core, and Nordic and US Life, which are discontinued and non-core, are not included in adjusted operating profit.

Adjusted operating earnings per share is calculated on the same basis as adjusted operating profit. It is stated after tax attributable to adjusted operating profit and non-controlling interests. It excludes income attributable to Black Economic Empowerment trusts of listed subsidiaries. The calculation of the adjusted weighted average number of shares includes own shares held in policyholders' funds and Black Economic Empowerment trusts.

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

At 31 December 2011

£m

 

Notes

At
31 December

2011

At
31 December 2010

Assets


 

Goodwill and other intangible assets


3,358

4,965

Mandatory reserve deposits with central banks


951

1,079

Property, plant and equipment


925

1,015

Investment property


2,064

2,040

Deferred tax assets


339

416

Investments in associated undertakings and joint ventures


111

162

Deferred acquisition costs


1,351

1,534

Reinsurers' share of policyholder liabilities


989

1,104

Loans and advances


39,764

51,778

Investments and securities


81,253

106,153

Current tax receivable


138

156

Client indebtedness for acceptances


237

190

Trade, other receivables and other assets


3,348

3,934

Derivative financial instruments - assets


1,795

2,503

Cash and cash equivalents


3,624

4,132

Non-current assets held for sale

H2

22,138

12,391

Total assets


162,385

193,552

Liabilities


 


Life assurance policyholder liabilities


76,350

98,631

General insurance liabilities


325

397

Third-party interests in consolidated funds


1,893

3,584

Borrowed funds

E1

3,656

4,204

Provisions

F1

269

260

Deferred revenue


701

730

Deferred tax liabilities


504

858

Current tax payable


199

238

Trade, other payables and other liabilities


4,243

5,661

Liabilities under acceptances


237

190

Amounts owed to bank depositors


40,978

53,236

Derivative financial instruments - liabilities


1,755

1,870

Non-current liabilities held for sale

H2

20,417

12,219

Total liabilities


151,527

182,078

Net assets


10,858

11,474

Shareholders' equity




Equity attributable to equity holders of the parent


8,488

8,951

Non-controlling interests




Ordinary shares

F2(b)

1,652

1,763

Preferred securities

F2(b)

718

760

Total non-controlling interests


2,370

2,523

Total equity


10,858

11,474

 

CONSOLIDATED STATEMENT OF CASH FLOWS

For the year ended 31 December 2011

£m


Year ended 31 December 2011

Year ended
31 December

2010*

Cash flows from operating activities - continuing operations



Profit before tax

994

1,095

Non-cash movements in profit before tax

1,372

(515)

Changes in working capital

(1,415)

3,195

Taxation paid

(402)

(356)

Net cash inflow from operating activities - continuing operations

549

3,419

Cash flows from investing activities



Net disposals/(acquisitions) of financial investments

43

(2,349)

Acquisition of investment properties

(57)

(162)

Proceeds from disposal of investment properties

6

272

Acquisition of property, plant and equipment

(184)

(145)

Proceeds from disposal of property, plant and equipment

43

-

Acquisition of intangible assets

(91)

(76)

Acquisition of interests in subsidiaries, associated undertakings and strategic investments

103

(75)

Disposal of interests in subsidiaries, associated undertakings and strategic investments

(329)

(16)

Net cash outflow from investing activities - continuing operations

(466)

(2,551)

Cash flows from financing activities



Dividends paid to



Ordinary equity holders of the Company

(97)

(102)

Non-controlling interests and preferred security interests

(206)

(196)

Interest paid (excluding banking interest paid)

(87)

(79)

Proceeds from issue of ordinary shares (including by subsidiaries to non-controlling interests)

10

5

Net acquisition of treasury shares

(17)

(25)

Issue of subordinated and other debt

890

492

Subordinated and other debt repaid

(905)

(104)

Net cash outflow from financing activities - continuing operations

(412)

(9)

Net (decrease)/increase in cash and cash equivalents - continuing operations

(329)

859

Net increase/(decrease) in cash and cash equivalents - discontinued operations

346

(364)

Effects of exchange rate changes on cash and cash equivalents

(594)

376

Cash and cash equivalents at beginning of the year

5,632

4,761

Cash and cash equivalents at end of the year

5,055

5,632

Consisting of



Cash and cash equivalents in the statement of financial position

3,624

4,132

Mandatory reserve deposits with central banks

951

1,079

Cash and cash equivalents included in assets held for sale

480

421

Total

5,055

5,632

* The year ended 31 December 2010 has been restated to reflect Nordic as discontinued (see note A2).

 

Cash flows presented in this statement include all cash flows relating to policyholders' funds for life assurance.

Except for mandatory reserve deposits with central banks of £951 million (2010: £1,079 million) and cash and cash equivalents subject to consolidation of funds of £756 million (2010: £689 million), management do not consider that there are any material amounts of cash and cash equivalents which are not available for use in the Group's day-to-day operations. Mandatory reserve deposits are, however, included in cash and cash equivalents for the purposes of the cash flow statement in line with market practice in South Africa.

Included within the above is interest income received (including banking interest) of £4,936 million (2010: £5,196 million), dividend income received of £371 million (2010: £360 million) and interest paid (including banking interest) of £2,143 million (2010: £2,198 million).

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the year ended 31 December 2011



Millions


£m

Year ended 31 December 2011

Notes

 

Number of shares issued and fully paid


Share capital

Share premium

Merger reserve

Available-for-sale reserve

Shareholders' equity at beginning of the year


5,695


570

795

2,845

225

Profit after tax for the financial year


-

 

-

-

-

-

Other comprehensive income



 





Fair value gains/(losses)



 





Property revaluation


-

 

-

-

-

-

Net investment hedge


-

 

-

-

-

-

Available-for-sale investments



 





Fair value gains


-

 

-

-

-

51

Recycled to the income statement


-

 

-

-

-

(10)

Realised on disposal


-

 

-

-

-

(157)

Exchange differences realised on disposal


-

 

-

-

-

-

Shadow accounting


-

 

-

-

-

(58)

Currency translation differences/exchange differences on translating foreign operations


-

 

-

-

-

-

Other movements


-

 

-

-

-

-

Income tax relating to components of other comprehensive income

D1(c)

-

 

-

-

-

2

Total comprehensive income for the financial year


-

 

-

-

-

(172)

Dividends for the year

C4

-

 

-

-

-

-

Other movements in share capital and payment reserve


7

 

-

10

-

-

Merger reserve realised in the year


-

 

-

-

(313)


Change in participation in subsidiaries

F2

-

 

-

-

-

-

Reclassification of translation differences on non controlling interests


-

 

-

-

-

-

Shares issued in lieu of cash dividend


99

 

10

-

-

-

Transactions with shareholders


106

 

10

10

(313)

-

Shareholders' equity at end of the year


5,801

 

580

805

2,532

53



Millions

 




£m

Year ended 31 December 2010

Notes

 

Number of shares issued and fully paid


Share capital

Share premium

Merger reserve

Available- for-sale reserve

Shareholders' equity at beginning of the year


5,518


552

771

2,716

82

Loss after tax for the financial year


-

 

-

-

-

-

Other comprehensive income



 





Fair value gains/(losses)



 





Property revaluation


-

 

-

-

-

-

Net investment hedge


-

 

-

-

-

-

Available-for-sale investments



 





Fair value gains


-

 

-

-

-

562

Recycled to the income statement


-

 

-

-

-

(12)

Shadow accounting


-

 

-

-

-

(343)

Currency translation differences/exchange differences on translating foreign operations


-

 

-

-

-

-

Other movements


-

 

-

-

-

2

Income tax relating to components of other comprehensive income

D1(c)

-

 

-

-

-

(66)

Total comprehensive income for the financial year


-

 

-

-

-

143

Dividends for the year

C4

-

 

-

-

-

-

Other movements in share capital and payment reserve


6

 

1

7

-

-

Acquisition of non-controlling interest in Mutual & Federal

F2

147

 

15

-

129

-

Change in participation in other subsidiaries

F2

-

 

-

-

-

-

Shares issued in lieu of cash dividend


24

 

2

17

-

-

Transactions with shareholders


177

 

18

24

129

-

Shareholders' equity at end of the year


5,695

 

570

795

2,845

225

 



 

 

 

 

 

£m

Property revaluation reserve

Share-based payments reserve

Other reserves

Translation reserve

Retained earnings

Perpetual preferred callable securities

Attributable to equity holders  of the parent

Total
 non-controlling interests

Total
equity

101

215

5

1,176

2,331

688

8,951

2,523

11,474

-

-

-

-

635

32

667

300

967



















30

-

-

-

-

-

30

9

39

-

-

-

28

-

-

28

-

28










-

-

-

-

-

-

51

(1)

50

-

(1)

-

-

-

-

(11)

-

(11)

-

-

-

-

-

-

(157)

-

(157)

-

-

-

24

-

-

24

-

24

(7)

-

-

-

-

-

(65)

-

(65)


-


-

-

(970)

-

-

(970)

(313)

(1,283)

-

(34)

-

-

15

-

(19)

(20)

(39)


-


-

-

-

-

12

14

-

14

23

(35)

-

(918)

650

44

(408)

(25)

(433)

-

-

-

-

(221)

(44)

(265)

(162)

(427)

-

50

-

-

(17)

-

43

16

59

-

-

-

-

313

-

-

-

-

-

-

-

-

-

-

-

61

61










-

-

-

43

-

-

43

(43)

-

-

-

-

-

114

-

124

-

124

-

50

-

43

189

(44)

(55)

(128)

(183)

124

230

5

301

3,170

688

8,488

2,370

10,858









£m

Property revaluation reserve

Share-based payments reserve

Other reserves

Translation reserve

Retained earnings

Perpetual preferred callable securities

Attributable to equity holders  of the parent

Total
 non-

controlling interests

Total
equity

87

191

11

469

2,897

688

8,464

2,247

10,711

-

-

-

-

(314)

32

(282)

258

(24)



















21

-

-

-

-

-

21

5

26

-

-

-

(87)

-

-

(87)

-

(87)










-

-

-

-

-

-

562

-

562

-

-

-

-

-

-

(12)

-

(12)

(6)

-

-

-

-

-

(349)

-

(349)

 

-

-

-

794

-

-

794

274

1,068

(1)

20

(6)

-

(14)

-

1

(4)

(3)

 

-

-

-

-

-

12

(54)

-

(54)

14

20

(6)

707

(328)

44

594

533

1,127




-

(131)

(44)

(175)

(152)

(327)

-

4

-

-

(25)

-

(13)

3

(10)

-

-

-

-

(93)

-

51

(51)

                  -

-

-

-

-

                -

-

-

(57)

(57)

-

-

-

-

11

-

30

-

30

-

4

-

-

(238)

 (44)

(107)

(257)

(364)

101

215

5

1,176

2,331

688

8,951

2,523

11,474

 

Retained earnings were reduced in respect of own shares held in policyholders' funds, ESOP trusts, Black Economic Empowerment trusts and other related undertakings at 31 December 2011 by £501 million (2010: £478 million).

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2011

A1: Accounting policies

Basis of preparation

The consolidated financial information contained herein has been prepared in accordance with the recognition and measurement principles of International financial Reporting Standards adopted by the EU. The Group's results for the year ended 31 December 2011 and the position at that date have been prepared using accounting policies consistent with those applied in the preparation of the Group's 2010 Annual Report and Accounts.

The consolidated financial statements have been prepared on the going concern basis which the directors believe to be appropriate.

The financial information set out herein does not constitute the Company's statutory accounts for the years ended 31 December 2011 or 2010. Statutory accounts for 2010 have been delivered to the Registrar of Companies, and those for 2011 will be delivered in due course. The auditor has reported on those accounts; the reports were (i) unqualified, (ii) did not include references to any matters to which the auditor draws attention by way of emphasis without qualifying the reports, and (iii) did not contain statements under section 498(2) or (3) of the Companies Act 2006.

A2: Significant corporate activity and business changes

Disposal of US Life

As previously reported at 31 December 2010 the Group was in advanced stage negotiations for the disposal of its life assurance operations in the United States, which represented almost the entirety of the US Life operating segment. Following US regulatory approval the disposal of US Life was completed on 7 April 2011. The sale represented the Group's exit from the life assurance market in the United States and therefore met the criteria of a discontinued operation. For the purposes of adjusted operating profit US Life has been classified as a discontinued and non-core operation and consequently is not included.

Skandia Liv and the disposal of Nordic

In line with previous periods the consolidated financial statements do not include the company Livförsäkringsaktiebolaget Skandia (Skandia Liv) and its subsidiaries. Skandia Liv's business is a mutual life assurance company that is highly regulated within a strict legal framework for mutual life assurance companies in Sweden, particularly in relation to its relationship with its holding company. The Group does not have the power to control Skandia Liv in such a way as to access the benefits usually associated with share ownership due to the legal and regulatory restrictions. Those benefits accrue to the policyholders of Skandia Liv. Consequently, Skandia Liv is not consolidated. The shares in Skandia Liv are accounted for in accordance with the accounting policies for equity financial instruments.

As announced on 15 December 2011, the Group has agreed to sell the Nordic business unit comprising the life assurance, asset management and banking operations in Sweden, Denmark and Norway to Skandia Liv. As a result the assets and liabilities of the Nordic disposal group have been classified as held for sale in the statement of financial position for the current year in accordance with IFRS 5. This sale will result in the Group's exit from the life assurance, asset management and banking operations in the Nordic region and therefore meets the criteria of a discontinued operation. Consequently the comparative information in the income statement, statement of comprehensive income, statement of cash flows and the related notes have been restated where applicable to reflect this. For the purposes of adjusted operating profit, Nordic has been reclassified as a discontinued and non-core operation for the year ended 31 December 2011 with the comparative restated accordingly.

Disposal of the Finnish branch in Wealth Management

On 21 December 2011 the Group announced that it had agreed terms to sell the Finnish branch of Wealth Management to OP-Pohjola osk. As a result of this the assets and liabilities of the Finnish branch have been classified as held for sale in the statement of financial position for the current year.

Further details of the impact for discontinued operations and disposal groups are provided in notes H1 and H2. In addition, certain comparative information has been revised in accordance with changes to presentation made in the current year.

Consolidation of other African businesses

In preparing the consolidated financial statements for the year ended 31 December 2010 the Emerging Markets segment included its South African and Namibian businesses but excluded all other African businesses. This was consistent with prior periods. Nedbank and Mutual & Federal consolidated the results of all African businesses under their control.

Following a period of greater political and currency stability in Zimbabwe and an expectation that the Group will be able to extract benefits from its Zimbabwean business the Group re-evaluated its ability to control this business within the meaning of accounting standards. As a result the Group's Zimbabwean business has been consolidated for the first time together with operations in Kenya, Malawi, Swaziland and Nigeria (collectively the other African businesses), with this being effective from 1 January 2011.

The acquisition has been accounted for at the net asset value of the underlying businesses on 1 January 2011, being the fair value of the Group's investment in these operations for the assets and liabilities acquired. Deemed consideration for the acquisition is the fair value of the Group's investment immediately prior to control. The result was a gain for the Group in these businesses that is accounted for as a profit on acquisition in the year. This profit has been excluded from adjusted operating profit. On initial recognition the assets directly associated with other African businesses consisted of £290 million of investment property, £576 million of investments and securities and £115 million of other assets, with liabilities at this time being £624 million of policyholder liabilities and £108 million of other liabilities.

The trading results of the other African businesses for the year ending 31 December 2011 have been included in the Group's income statement and adjusted operating profit. In anticipation of the indigenisation of the Zimbabwe business a non-controlling interest adjustment has been included for this operation in respect of adjusted operating profit to reflect the most likely expected indigenous shareholding to be provided. At 31 December 2011 the Group retained a 100% holding in the ordinary shares of Zimbabwe and consequently the operation has been consolidated as a wholly owned subsidiary for the purposes of IFRS reporting.

B: Segment information

B1: Basis of segmentation

The Group's results are analysed and reported on a basis consistent with the way that management and the Board of Directors considers information when making operating decisions and the basis on which resources are allocated and performance assessed by management and the Board of Directors, being in line with that reported in the previous financial year. This information is presented to the Board in local currency, however this note is presented in pounds sterling, the presentation currency of the Group. As detailed in note A2, Nordic has been reclassified as discontinued and as a result also non-core, with the comparative segment information restated accordingly, resulting in a reduction in adjusted operating profit before tax and non-controlling interests of £110 million for the year ended 31 December 2010.

There are four principal business activities from which the Group generates revenues. These are life assurance (premium income), asset management business (fee and commission income), banking (banking interest receivable) and general insurance (premium income). The revenues generated in each reported segment can be seen in the analysis of profits and losses in note B2.

The information reflects the measures of profit and loss, assets and liabilities for each operating segment as regularly provided to management and the Board of Directors. There are no differences between the measurement of the assets and liabilities reflected in the primary statements and that reported for the segments. A reconciliation between the segment revenues and expenses and the Group's revenues and expenses is shown in note B2.

In line with internal reporting, assets, liabilities, revenues or expenses that are not directly attributable to a particular segment are allocated between segments where appropriate and where there is a reasonable basis for doing so. The Group accounts for inter-segment revenues and transfers as if the transactions were with third parties at current market prices. Given the nature of the operations, there are no major customers within any of the segments.

The types of products and services from which each operating segment derives its revenues are as follows:

Core operations

Long Term Savings

Emerging Markets - life assurance and asset management

Retail Europe - life assurance and asset management

Wealth Management - life assurance and asset management

Other core operations

Nedbank - banking and asset management

Mutual & Federal - general insurance

US Asset Management - asset management

Other - other operating segments and business activities

Discontinued and non-core operations

Bermuda - life assurance (non-core)

Nordic - life assurance, asset management and banking (discontinued and non-core)

US Life - life assurance (discontinued and non-core)

Income statement segmentation

For the IFRS income statement Nordic and US Life have been classified as discontinued operations. All other businesses including Bermuda are classified as continuing.

The profits of the Nordic, US Life and Bermuda businesses are excluded in determining adjusting operating profit in both periods, on the basis that they are either discontinued (Nordic and US Life) or non-core (Bermuda).

Statement of financial position segmentation

The segmental analysis of the statement of financial position at both 31 December 2011 and 31 December 2010 discloses Bermuda as non-core, consistent with the treatment of the business for AOP purposes.

Nordic is disclosed as discontinued in the statement of financial position consistent with the income statement classification. The agreement to dispose of Nordic announced on 15 December 2011 resulted in the assets and liabilities of the business being classified as held for sale at 31 December 2011. For the corresponding period Nordic has been reported on a line by line basis.

US Life is disclosed as discontinued at 31 December 2010, being classified as held for sale. The disposal of US Life was completed on 7 April 2011.

 

Adjusted operating profit is one of the key measures reported to the Group's management and Board of Directors for their consideration in the allocation of resources to and the review of performance of the segments. The Group utilises additional measures to assess the performance of each of the segments, in particular the level of net client cash flows and funds under management. Additional performance measures considered by management and the Board of Directors in assessing the performance of the segments can be found in the Market Consistent Embedded Value basis supplementary information.

In the analysis that follows, consolidation adjustments include the elimination of inter-segment revenues, expenses, assets and liabilities together with the impacts of the consolidation of the Group's interest in unit trusts, mutual funds and similar entities.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2011 continued

B: Segment information continued

B2: Adjusted operating profit statement - segment information year ended 31 December 2011




Long-Term Savings


Emerging Markets

Retail
Europe

Wealth Management

Total

Long-Term Savings

Revenue





Gross earned premiums

2,542

30

274

2,846

Outward reinsurance

(88)

(8)

(80)

(176)

Net earned premiums

2,454

22

194

2,670

Investment return (non-banking)

2,626

(214)

(2,664)

(252)

Banking interest and similar income

-

-

-

-

Banking trading, investment and similar income

-

-

-

-

Fee and commission income, and income from service activities

411

201

982

1,594

Other income

68

2

21

91

Inter-segment revenues

66

5

6

77

Total revenues

5,625

16

(1,461)

4,180

Expenses





Claims and benefits (including change in insurance contract provisions)

(2,854)

(20)

(82)

(2,956)

Reinsurance recoveries

73

3

6

82

Net claims and benefits incurred

(2,781)

(17)

(76)

(2,874)

Change in investment contract liabilities

(925)

226

2,588

1,889

Losses on loans and advances

-

(1)

-

(1)

Finance costs (including interest and similar expenses)

-

-

-

-

Banking interest payable and similar expenses

-

-

-

-

Fee and commission expenses, and other acquisition costs

(223)

(84)

(580)

(887)

Other operating and administrative expenses

(1,076)

(93)

(311)

(1,480)

Goodwill impairment

-

-

-

-

Change in third-party interest in consolidated funds

-

-

-

-

Income tax attributable to policyholder returns

(53)

-

62

9

Inter-segment expenses

(7)

(3)

(43)

(53)

Total expenses

(5,065)

28

1,640

(3,397)

Share of associated undertakings' and joint ventures' profit after tax

10

-

-

10

Profit on disposal of subsidiaries, associated undertakings and strategic investments

-

-

-

-

Adjusted operating profit/(loss) before tax and non-controlling interests

570

44

179

793

Income tax expense

(120)

(11)

(15)

(146)

Non-controlling interests

(3)

-

-

(3)

Adjusted operating profit/(loss) after tax and non-controlling interests

447

33

164

644

Adjusting items net of tax and non-controlling interests

126

(30)

(57)

39

Profit/(loss) after tax from continuing operations

573

3

107

683

Profit from discontinued operations after tax

-

-

-

-

Profit/(loss) after tax attributable to equity holders of the parent

573

3

107

683

 

 

Of the total revenues, excluding intercompany revenues, (£1,492) million was generated in the UK (2010: £5,143 million), (£81) million in rest of Europe (2010: £1,160 million), £11,007 million in Southern Africa (2010: £12,575 million), £270 million in United States (2010: £829 million) and £80 million relates to other operating segments (2010: £90 million).

 

*Non-core operations relates to Bermuda with the exception of £22 million and £5 million of inter-segment revenue and expenses and the profit from discontinued operations after tax, with these reflecting  the results of Nordic and US Life both of which have been classified as discontinued operations as detailed in notes A2 and B1. Bermuda loss after tax for 2011 was £201 million. Further detail on the results of discontinued operations is provided in note H1.

 



 

 

 

 

 

 

 

 


















£m

Nedbank

M&F

USAM

Other

Consolidation adjustments

Adjusted operating profit

Adjusting items

 (note C1)

Discontinued and non-core operations*

IFRS

Income statement










-

736

-

-

-

3,582

-

2

3,584

-

(149)

-

-

-

(325)

-

-

(325)

-

587

-

-

-

3,257

-

2

3,259

-

54

-

52

30

(116)

(241)

(210)

(567)

3,669

-

-

-

-

3,669

-

-

3,669

217

-

-

-

-

217

-

-

217

1,051

34

447

-

-

3,126

(91)

-

3,035

50

-

10

-

-

151

-

20

171

27

18

1

16

(185)

(46)

-

46

-

5,014

693

458

68

(155)

10,258

(332)

(142)

9,784










-

(422)

-

-

-

(3,378)

-

47

(3,331)

-

41

-

-

-

123

-

-

123

-

(381)

-

-

-

(3,255)

-

47

(3,208)

-

-

-

-

-

1,889

-

-

1,889

(457)

-

-

-

-

(458)

-

-

(458)

-

-

-

(128)

-

(128)

70

-

(58)

(2,091)

-

-

-

-

(2,091)

(4)

-

(2,095)

(9)

(109)

(12)

-

(24)

(1,041)

104

(70)

(1,007)

(1,641)

(95)

(379)

(81)

(8)

(3,684)

(154)

(14)

(3,852)

-

-

-

-

-

-

(264)

-

(264)

-

-

-

-

2

2

-

-

2

-

-

-

-

-

9

(9)

-

-

(61)

(19)

-

(48)

185

4


(4)

-

(4,259)

(604)

(391)

(257)

155

(8,753)

(257)

(41)

(9,051)

-

-

-

-

-

10

-

-

10

 

-

-

-

-

-

-

251

-

251

755

89

67

(189)

-

1,515

(338)

(183)

994

(188)

(22)

(8)

23

-

(341)

117

(1)

(225)

(269)

(8)

-

(39)

-

(319)

19

-

(300)

298

59

59

(205)

-

855

(202)

(184)

469

16

(24)

(260)

27

-

(202)

202

-

-

314

35

(201)

(178)

-

653

-

(184)

469

-

-

-

-

-

-

-

198

198

314

35

(201)

(178)

-

653

-

14

667

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2011 continued

B: Segment information continued

B2: Adjusted operating profit statement - segment information year ended 31 December 2010 (restated)




Long-Term Savings


Emerging Markets

Retail Europe

Wealth Management

Total

Long-Term Savings

Revenue





Gross earned premiums

2,353

28

351

2,732

Outward reinsurance

(72)

(8)

(79)

(159)

Net earned premiums

2,281

20

272

2,573

Investment return (non-banking)

4,072

392

4,409

8,873

Banking interest and similar income

-

-

-

-

Banking trading, investment and similar income

-

-

-

-

Fee and commission income, and income from service activities

372

198

912

1,482

Other income

72

-

11

83

Inter-segment revenues

54

5

12

71

Total revenues

6,851

615

5,616

13,082

Expenses





Claims and benefits (including change in insurance contract provisions)

(3,943)

(25)

(303)

(4,271)

Reinsurance recoveries

83

5

75

163

Net claims and benefits incurred

(3,860)

(20)

(228)

(4,108)

Change in investment contract liabilities

(1,261)

(382)

(4,190)

(5,833)

Losses on loans and advances

-

(1)

-

(1)

Finance costs (including interest and similar expenses)

-

-

-

-

Banking interest payable and similar expenses

-

-

-

-

Fee and commission expenses, and other acquisition costs

(219)

(75)

(500)

(794)

Other operating and administrative expenses

(941)

(84)

(390)

(1,415)

Goodwill impairment

-

-

-

-

Change in third-party interest in consolidated funds

-

-

-

-

Income tax attributable to policyholder returns

(32)

-

(69)

(101)

Inter-segment expenses

(2)

(2)

(43)

(47)

Total expenses

(6,315)

(564)

(5,420)

(12,299)

Share of associated undertakings' and joint ventures' profit after tax

3

-

1

4

Loss on disposal of subsidiaries, associated undertakings and strategic investments

-

-

-

-

Adjusted operating profit/(loss) before tax and non-controlling interests

539

51

197

787

Income tax expense

(146)

(13)

(44)

(203)

Non-controlling interests

(1)

-

-

(1)

Adjusted operating profit/(loss) after tax and non-controlling interests

392

38

153

583

Adjusting items net of tax and non-controlling interests

(1)

(25)

(140)

(166)

Profit/(loss) after tax from continuing operations

391

13

13

417

Loss from discontinued operations after tax

-

-

-

-

Profit/(loss) after tax attributable to equity holders of the parent

391

13

13

417

 

*Non-core operations relates to Bermuda with the exception of £18 million and £21 million of inter-segment revenue and expenses and the loss from discontinued operations after tax, with these reflecting the results of Nordic and US Life both of which have been classified as discontinued operations as detailed in notes A2 and B1. Bermuda profit after tax for 2010 was £22 million. Further detail on the results of discontinued operations is provided in note H1.



 

 

 

 

 

 

 

 

 









£m

Nedbank

M&F

USAM

Other

Consolidation adjustments

Adjusted operating

 profit

Adjusting

 items (note C1)

Discontinued and non-core

 operations*

IFRS

Income statement










-

728

-

-

-

3,460

-

-

3,460

-

(140)

-

-

-

(299)

-

(1)

(300)

-

588

-

-

-

3,161

-

(1)

3,160

-

56

1

76

340

9,346

(92)

299

9,553

3,913

-

-

-

-

3,913

-

-

3,913

199

-

-

-

-

199

-

-

199

946

28

465

1

-

2,922

(99)

-

2,823

35

-

9

(1)

1

127

-

22

149

20

20

4

29

(207)

(63)

-

63

-

5,113

692

479

105

134

19,605

(191)

383

19,797










-

(436)

-

-

-

(4,707)

-

(249)

(4,956)

-

58

-

-

-

221

-

1

222

-

(378)

-

-

-

(4,486)

-

(248)

(4,734)

-

-

-

-

-

(5,833)

-

-

(5,833)

(548)

-

-

1

-

(548)

-

-

(548)

-

-

-

(128)

-

(128)

(141)

-

(269)

(2,422)

-

-

-

-

(2,422)

(19)

-

(2,441)

(3)

(109)

(23)

-

(29)

(958)

126

(85)

(917)

(1,485)

(83)

(384)

(93)

(13)

(3,473)

(144)

(26)

(3,643)

-

-

-

-

-

-

(1)

-

(1)

-

-

-


(299)

(299)

-

-

(299)

-

-

-

-

-

(101)

101

-

-

(54)

(20)

-

(77)

207

9

-

(9)

-

(4,512)

(590)

(407)

(297)

(134)

(18,239)

(78)

(368)

(18,685)

-

1

-

-

-

5

-

-

5

 

-

-

-

-

-

-

(22)

-

(22)

601

103

72

(192)

-

1,371

(291)

15

1,095

(128)

(24)

(13)

41

-

(327)

(68)

4

(391)

(232)

(5)

-

(41)

-

(279)

21

-

(258)

241

74

59

(192)

-

765

(338)

19

446

10

(11)

(20)

(151)

-

(338)

338

-

-

251

63

39

(343)

-

427

-

19

446

-

-

-

-

-

-

-

(728)

(728)

251

63

39

(343)

-

427

-

(709)

(282)

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2011 continued

B: Segment information continued

B3: Gross earned premiums

Year ended 31 December 2011







£m

Emerging Markets

Retail Europe

Wealth Management

Long-Term Savings

M&F

Bermuda

Total 

Life assurance - insurance contracts

1,567

30

274

1,871

-

2

1,873

Life assurance - investment contracts with discretionary participation features

975

-

-

975

-

-

975

General insurance

-

-

-

-

736

-

736

Gross earned premiums

2,542

30

274

2,846

736

2

3,584

Life assurance - other investment contracts recognised as deposits

2,088

666

5,740

8,494

-

-

8,494









 



 

 

 

 

 

 

 

 

 








£m

Year ended 31 December 2010

Emerging Markets

Retail Europe

Wealth Management

 Long-Term Savings

M&F

Bermuda

Total Restated 

Life assurance - insurance contracts

1,498

28

351

1,877

-

-

1,877

Life assurance - investment contracts with discretionary participation features

855

-

-

855

-

-

855

General insurance

-

-

-

-

728

-

728

Gross earned premiums

2,353

28

351

2,732

728

-

3,460

Life assurance - other investment contracts recognised as deposits

1,829

656

6,287

8,772

-

-

8,772

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2011 continued

B: Segment information continued

B4: Statement of financial position - segment information year ended 31 December 2011






£m

At 31 December 2011

Notes

Emerging Markets

Retail Europe

Wealth Management

Total

Long-Term Savings

Assets






Goodwill and other intangible assets


104

474

1,282

1,860

Mandatory reserve deposits with central banks


-

-

-

-

Property, plant and equipment


374

3

13

390

Investment property


1,666

-

-

1,666

Deferred tax assets


81

22

43

146

Investments in associated undertakings and joint ventures


32

-

-

32

Deferred acquisition costs


113

334

830

1,277

Reinsurers' share of policyholder liabilities


31

8

836

875

Loans and advances


299

1

189

489

Investments and securities


30,064

4,188

37,320

71,572

Current tax receivable


10

9

61

80

Client indebtedness for acceptances


-

-

-

-

Trade, other receivables and other assets


711

56

254

1,021

Derivative financial instruments - assets


298

-

-

298

Cash and cash equivalents


339

108

408

855

Non-current assets held for sale

H2(a)

-

-

1,161

1,161

Inter-segment assets


1,025

52

86

1,163

Total assets


35,147

5,255

42,483

82,885

Liabilities






Life assurance policyholder liabilities


30,270

4,201

37,958

72,429

General insurance liabilities


-

-

-

-

Third-party interests in consolidated funds


-

-

-

-

Borrowed funds

E1

239

-

-

239

Provisions

F1

137

4

60

201

Deferred revenue


17

219

454

690

Deferred tax liabilities


185

102

87

374

Current tax payable


120

16

23

159

Trade, other payables and other liabilities


1,667

77

596

2,340

Liabilities under acceptances


-

-

-

-

Amounts owed to bank depositors


-

-

-

-

Derivative financial instruments - liabilities


230

-

-

230

Non-current liabilities held for sale

H2(a)

-

-

1,120

1,120

Inter-segment liabilities


141

1

461

603

Total liabilities


33,006

4,620

40,759

78,385

Net assets


2,141

635

1,724

4,500

Equity






Equity attributable to equity holders of the parent


2,144

635

1,724

4,503

Non-controlling interests


(3)

-

-

(3)

Ordinary shares

F2(b)

(3)

-

-

(3)

Preferred securities

F2(b)

-

-

-

-







Total equity


2,141

635

1,724

4,500

 



 

 

 

 

 

 

 

 








£m

Nedbank

M&F

USAM

Other

Consolidation adjustments

Non-core operations - Bermuda

Discontinued operations*

Total









557

23

904

13

-

1

-

3,358

951

-


-

-

-

-

951

502

21

11

1

-

-

-

925

49

-

-

-

349

-

-

2,064

21

14

165

(8)

-

1

-

339

49

1

2

27

-

-

-

111

-

16

9

-

-

49

-

1,351

16

98

-

-

-

-

-

989

39,274

1

-

-

-

-

-

39,764

6,403

416

41

216

874

1,731

-

81,253

56

2

-

-

-

-

-

138

237

-

-

-

-

-

-

237

943

75

126

54

293

836

-

3,348

1,022

-

-

86

388

1

-

1,795

1,071

113

197

467

756

165

-

3,624

1

-

16

-

-

-

20,960

22,138

206

23

21

1,136

(3,155)

566

40

-

51,358

803

1,492

1,992

(495)

3,350

21,000

162,385









815

-

-

-

-

3,106

-

76,350

-

325

-

-

-

-

-

325

-

-

-

-

1,893

-

-

1,893

2,273

-

11

1,133

-

-

-

3,656

-

32

3

33

-

-

-

269

1

10

-

-

-

-

-

701

93

13

-

24

-

-

-

504

10

-

(3)

32

-

1

-

199

1,123

108

219

96

348

9

-

4,243

237

-

-

-

-

-

-

237

40,978

-

-

-

-

-

-

40,978

1,103

-

-

3

419

-

-

1,755

-

-

8

-

-

-

19,289

20,417

501

2

598

1,451

(3,155)

-

-

-

47,134

490

836

2,772

(495)

3,116

19,289

151,527

4,224

313

656

(780)

-

234

1,711

10,858









2,347

294

625

(1,226)

-

234

1,711

8,488

1,877

19

31

446

-

-

-

2,370

1,605

19

31

-

-


-

1,652

272

-

-

446

-


-

718









4,224

313

656

(780)

-

234

1,711

10,858

 

* Discontinued operations relates to Nordic. Further detail is provided in note H2.

The net assets of Emerging Markets are stated after eliminating investments in Group equity and debt instruments of £368 million (2010: £399 million) held in policyholder funds. These include investments in the Company's ordinary shares and subordinated liabilities and preferred securities issued by the Group's banking subsidiary Nedbank Limited. All Emerging Markets debt relates to life assurance. All other debt relates to other shareholders' net assets.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2011 continued

B: Segment information continued

B4: Statement of financial position - segment information year ended 31 December 2010







At 31 December 2010

Notes

Emerging Markets

Retail Europe

Wealth Management

Total

Long-Term Savings

Assets






Goodwill and other intangible assets


120

522

1,463

2,105

Mandatory reserve deposits with central banks


-

-

-

-

Property, plant and equipment


396

3

16

415

Investment property


1,679

-

-

1,679

Deferred tax assets


96

27

27

150

Investments in associated undertakings and joint ventures


26

-

1

27

Deferred acquisition costs


139

316

855

1,310

Reinsurers' share of policyholder liabilities


24

8

907

939

Loans and advances


343

1

185

529

Investments and securities


34,519

4,466

40,856

79,841

Current tax receivable


4

9

95

108

Client indebtedness for acceptances


-

-

-

-

Trade, other receivables and other assets


854

58

274

1,186

Derivative financial instruments - assets


557

-

-

557

Cash and cash equivalents


1,141

93

336

1,570

Non-current assets held for sale


-

-

6

6

Inter-segment assets


947

56

294

1,297

Total assets


40,845

5,559

45,315

91,719

Liabilities






Life assurance policyholder liabilities


35,676

4,460

41,468

81,604

General insurance liabilities


-

-

-

-

Third-party interests in consolidated funds


-

-

-

-

Borrowed funds

E1

291

-

1

292

Provisions

F1

158

4

50

212

Deferred revenue


22

197

498

717

Deferred tax liabilities


225

124

224

573

Current tax payable


123

4

65

192

Trade, other payables and other liabilities


2,246

94

544

2,884

Liabilities under acceptances


-

-

-

-

Amounts owed to bank depositors


-

-

-

-

Derivative financial instruments - liabilities


135

-

-

135

Non-current liabilities held for sale


-

-

-

-

Inter-segment liabilities


123

4

99

226

Total liabilities


38,999

4,887

42,949

86,835

Net assets


1,846

672

2,366

4,884

Equity






Equity attributable to equity holders of the parent


1,847

672

2,366

4,885

Non-controlling interests


(1)

-

-

(1)

Ordinary shares

F2(b)

(1)

-

-

(1)

Preferred securities

F2(b)

-

-

-

-







Total equity


1,846

672

2,366

4,884



 

 

 

 

 

 

 

 








£m

Nedbank

M&F

USAM

Other

Consolidation adjustments

Non-core operations - Bermuda

Discontinued operations*

Total









637

33

1,181

14

-

-

995

4,965

1,079

-

-

-

-

-

-

1,079

546

25

16

1

-

-

12

1,015

19

-

-

1

341

-

-

2,040

28

12

156

(8)

-

-

78

416

96

2

8

25

-

-

4

162

1

19

14

-

-

124

66

1,534

31

122

-

-

-

-

12

1,104

46,032

1

-

-

-

-

5,216

51,778

6,886

553

42

285

2,587

2,567

13,392

106,153

47

-

-

-

-

-

1

156

190

-

-

-

-

-

-

190

943

84

138

62

292

1,038

191

3,934

1,350

-

-

109

476

1

10

2,503

841

131

171

458

689

74

198

4,132

1

-

-

-

-

-

12,384

12,391

202

23

4

975

(3,480)

874

105

-

58,929

1,005

1,730

1,922

905

4,678

32,664

193,552









846

-

-

-

-

3,933

12,248

98,631

-

397

-

-

-

-

-

397

-

-

-

-

3,584

-

-

3,584

2,456

-

11

1,443

-

-

2

4,204

(4)

40

3

47

-

-

(38)

260

1

11

-

-

-

-

1

730

158

13

-

16

-

-

98

858

12

1

7

13

-

1

12

238

1,717

114

210

120

350

7

259

5,661

190

-

-

-

-

-

-

190

47,279

-

-

-

-

-

5,957

53,236

1,172

-

-

102

451

-

10

1,870

-

-

-

-

-

-

12,219

12,219

431

2

646

2,017

(3,480)

-

158

-

54,258

578

877

3,758

905

3,941

30,926

182,078

4,671

427

853

(1,836)

-

737

1,738

11,474









2,643

409

821

(2,282)

-

737

1,738

8,951

2,028

18

32

446

-

-

-

2,523

1,714

18

32

-

-

-

-

1,763

314

-

-

446

-

-

-

760









4,671

427

853

(1,836)

-

737

1,738

11,474

 

* Discontinued operations relates to Nordic with the exception of non-current assets and liabilities held for sale which are in respect of US Life. Further detail is provided in note H2.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2011 continued

C: Other key performance information

C1: Operating profit adjusting items

(a) Summary of adjusting items

In determining the adjusted operating profit of the Group for core operations certain adjustments are made to profit before tax to reflect the directors' view of the underlying long-term performance of the Group. The following table shows an analysis of those adjustments from adjusted operating profit to profit before and after tax.

Year ended 31 December 2011

Notes

£m

Emerging Markets

Retail

Europe

Wealth Management

Total

Long-Term Savings

Income/(expense)






Goodwill impairment and impact of acquisition accounting

C1(b)

(2)

(40)

(87)

(129)

Profit on acquisition/disposal of subsidiaries, associated undertakings and strategic investments

C1(c)

249

-

-

249

Short-term fluctuations in investment return

C1(d)

(98)

(1)

(13)

(112)

Investment return adjustment for Group equity and debt instruments held in life funds

C1(e)

(71)

-

-

(71)

Dividends declared to holders of perpetual preferred callable securities

C1(f)

-

-

-

-

US Asset Management equity plans and non-controlling interests

C1(g)

-

-

-

-

Credit-related fair value gains/(losses) on Group debt instruments

C1(h)

-

-

-

-

Total adjusting items


78

(41)

(100)

(63)

Tax on adjusting items

D1(d)

43

11

43

97

Non-controlling interest in adjusting items

F2(a)(iii)

5

-

-

5

Total adjusting items after tax and non-controlling interests


126

(30)

(57)

39

 

Year ended 31 December 2010*

Notes

£m

Emerging Markets

Retail

Europe

Wealth Management

Total

Long-Term Savings

Income/(expense)






Goodwill impairment and impact of acquisition accounting

C1(b)

(2)

(41)

(74)

(117)

Loss on disposal of subsidiaries, associated undertakings and strategic investments

C1(c)

-

-

-

-

Short-term fluctuations in investment return

C1(d)

1

1

(71)

(69)

Investment return adjustment for Group equity and debt instruments held in life funds

C1(e)

(10)

-

-

(10)

Dividends declared to holders of perpetual preferred callable securities

C1(f)

-

-

-

-

US Asset Management equity plans and non-controlling interests

C1(g)

-

-

-

-

Credit-related fair value losses on Group debt instruments

C1(h)

-

-

-

-

Total adjusting items


(11)

(40)

(145)

(196)

Tax on adjusting items

D1(d)

10

15

5

30

Non-controlling interest in adjusting items

F2(a)(iii)

-

-

-

-

Total adjusting items after tax and non-controlling interests


(1)

(25)

(140)

(166)

 

* The year ended 31 December 2010 has been restated to reflect Nordic as non-core and discontinued.

 



 

 

 

 

 

 

 

 

 

 

 

 

 

Year ended 31 December 2011

Notes

 

£m

 

Long-Term Savings

Nedbank

M&F

USAM

Other

Total

Income/(expense)








Goodwill impairment and impact of acquisition accounting

C1(b)

(129)

-

-

(272)

-

(401)

Profit on acquisition/disposal of subsidiaries, associated undertakings and strategic investments

C1(c)

249

-

-

2

-

251

Short-term fluctuations in investment return

C1(d)

(112)

-

(28)

-

(31)

(171)

Investment return adjustment for Group equity and debt instruments held in life funds

C1(e)

(71)

-

-

-

-

(71)

Dividends declared to holders of perpetual preferred callable securities

C1(f)

-

-

-

-

44

44

US Asset Management equity plans and non-controlling interests

C1(g)

-

-

-

(4)

-

(4)

Credit-related fair value gains/(losses) on Group debt instruments

C1(h)

-

(4)

-

-

27

23

Total adjusting items


(63)

(4)

(28)

(274)

40

(329)

Tax on adjusting items

D1(d)

97

1

3

20

(13)

108

Non-controlling interest in adjusting items

F2(a)(iii)

5

19

1

(6)

-

19

Total adjusting items after tax and non-controlling interests


39

16

(24)

(260)

27

(202)

 

Year ended 31 December 2010*

Notes

£m

 

Long-Term Savings

Nedbank

M&F

USAM

Other

Total

Income/(expense)








Goodwill impairment and impact of acquisition accounting

C1(b)

(117)

(6)

-

(2)

-

(125)

Loss on disposal of subsidiaries, associated undertakings and strategic investments

C1(c)

-

(1)

-

(21)

-

(22)

Short-term fluctuations in investment return

C1(d)

(69)

-

(7)

-

(6)

(82)

Investment return adjustment for Group equity and debt instruments held in life funds

C1(e)

(10)

-

-

-

-

(10)

Dividends declared to holders of perpetual preferred callable securities

C1(f)

-

-

-

-

44

44

US Asset Management equity plans and non-controlling interests

C1(g)

-

-

-

6

-

6

Credit-related fair value losses on Group debt instruments

C1(h)

-

(20)

-

-

(183)

(203)

Total adjusting items


(196)

(27)

(7)

(17)

(145)

(392)

Tax on adjusting items

D1(d)

30

7

(4)

6

(6)

33

Non-controlling interest in adjusting items

F2(a)(iii)

-

30

-

(9)

-

21

Total adjusting items after tax and non-controlling interests


(166)

10

(11)

(20)

(151)

(338)

 

* The year ended 31 December 2010 has been restated to reflect Nordic as non-core and discontinued.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2011 continued

C: Other key performance information continued

C1: Operating profit adjusting items continued

(b) Goodwill impairment and impact of acquisition accounting

Acquisition date deferred acquisition costs and deferred revenues are not recognised. These are reversed in the acquisition statement of financial position and replaced by goodwill, other intangible assets and the value of the acquired present value of in-force business ('acquired PVIF'). In determining its adjusted operating profit the Group recognises deferred revenue and acquisition costs in relation to policies sold by acquired businesses pre-acquisition, and excludes the impairment of goodwill and the amortisation of acquired other intangibles and acquired PVIF and the movements in certain acquisition date provisions.

Goodwill impairment and acquisition accounting adjustments to adjusted operating profit are summarised below:

Year ended 31 December 2011

 £m

Emerging Markets

Retail Europe

Wealth Management

Nedbank

USAM

Total

Amortisation of acquired PVIF

-

(20)

(70)

-

-

(90)

Amortisation of acquired deferred costs and revenue

-

(7)

20

-

-

13

Amortisation of other acquired intangible assets

(2)

(13)

(37)

-

(8)

(60)

Change in acquisition date provisions

-

-

-

-

-

-

Goodwill impairment

-

-

-

-

(264)

(264)


(2)

(40)

(87)

-

(272)

(401)

Year ended 31 December 2010*

 £m

Emerging Markets

Retail

Europe

Wealth Management

Nedbank

USAM

Total

Amortisation of acquired PVIF

-

(21)

(77)

-

-

(98)

Amortisation of acquired deferred costs and revenue

-

(7)

34

-

-

27

Amortisation of other acquired intangible assets

(1)

(13)

(35)

(6)

(2)

(57)

Change in acquisition date provisions

-

-

4

-

-

4

Goodwill impairment

(1)

-

-

-

-

(1)


(2)

(41)

(74)

(6)

(2)

(125)

 

* The year ended 31 December 2010 has been restated to reflect Nordic as discontinued and non-core.

(c) Profit/(loss) on acquisition/disposal of subsidiaries, associated undertakings and strategic investments

Profit/(loss) on the acquisition/disposal of subsidiaries, associated undertakings and strategic investments is analysed below:



£m


Year ended

31 December

2011

Year ended

31 December

2010

Emerging Markets

249

-

Long-Term Savings

249

-

Nedbank

-

(1)

USAM

2

(21)

Profit/(loss) on acquisition/disposal of subsidiaries, associated undertakings and strategic investments

251

(22)




 

In preparing the consolidated financial statements for the year ended 31 December 2010 the Emerging Markets segment included the South African and Namibian businesses but excluded all other African businesses. This was consistent with prior periods. Following  a period of greater political and currency stability in Zimbabwe and an expectation that the Group will be able to extract benefits from its Zimbabwean business it has been consolidated for the first time together with operations in Kenya, Malawi, Swaziland and Nigeria. Further detail has been provided in note A2.

On 30 December 2011 USAM disposed of Lincluden Management Ltd, a subsidiary, at a profit of £2 million. On 27 August 2010 USAM disposed of Thomson, Horstmann & Bryant, a subsidiary, for a loss of £21 million.



 

(d) Short-term fluctuations in investment return

Profit before tax includes actual investment returns earned on the shareholder assets of the Group's life assurance and general insurance businesses. Adjusted operating profit is stated after recalculating shareholder asset investment returns based on a long-term investment return rate. The difference between the actual and the long-term investment returns are short-term fluctuations in investment return.

Long-term rates of return are based on achieved rates of return appropriate to the underlying asset base, adjusted for current inflation expectations, default assumptions, costs of investment management and consensus economic investment forecasts. The long-term rates of return are reviewed frequently, usually annually, for appropriateness. These rates of return have been selected with a view to ensuring that returns credited to adjusted operating profit are consistent with the actual returns expected to be earned over the long-term.

For Emerging Markets, the return is applied to an average value of investible shareholders' assets, adjusted for net fund flows. For Retail Europe and Wealth Management, the return is applied to average investible assets. For M&F general insurance business, the return is an average value of investible assets supporting shareholders' funds and insurance liabilities, adjusted for net fund flows.



%

Long-term investment rates

Year ended

31 December

2011

Year ended

31 December

2010

Emerging Markets

9.0

9.4

Retail Europe

2.1

2.5

Wealth Management

2.0

2.0

M&F

9.0

9.4

Analysis of short-term fluctuations in investment return








£m

Year ended 31 December 2011

Emerging Markets

Retail Europe

Wealth Management*

Total
Long-Term Savings

M&F

Other

Total

Actual shareholder investment return

14

1

65

80

26

6

112

Less: Long-term investment return

112

2

78

192

54

37

283

Short-term fluctuations in investment return

(98)

(1)

(13)

(112)

(28)

(31)

(171)

 


£m

Year ended 31 December 2010**

Emerging Markets

Retail Europe

Wealth Management*

Total
Long-Term Savings

M&F

Other

Total

Actual shareholder investment return

109

2

61

172

49

25

246

Less: Long-term investment return

108

1

132

241

56

31

328

Short-term fluctuations in investment return

1

1

(71)

(69)

(7)

(6)

(82)

 

*  Wealth Management long-term investment return includes £65 million (2010: £121 million) in respect of income tax attributable to policyholder returns.

** The year ended 31 December 2010 has been restated to reflect Nordic as discontinued and non-core.

(e) Investment return adjustment for Group equity and debt instruments held in life funds

Adjusted operating profit includes investment returns on policyholder investments in Group equity and debt instruments held by the Group's life funds. These include investments in the Company's ordinary shares, and the subordinated liabilities and ordinary securities of Nedbank. These investment returns are eliminated within the consolidated income statement in arriving at profit before tax, but are included in adjusted operating profit. In 2011 the investment return adjustment increased adjusted operating profit by £71 million (2010: increase of £10 million).

(f) Dividends declared to holders of perpetual preferred callable securities

Dividends declared to the holders of the Group's perpetual preferred callable securities were £44 million in the year ended 31 December 2011 (2010: £44 million). These are recognised in finance costs on an accruals basis for the purpose of determining adjusted operating profit. In the IFRS financial statements this cost is recognised in equity.

(g) US Asset Management equity plans and non-controlling interests

US Asset Management has a number of long-term incentive arrangements with senior employees in its asset management affiliates.

In accordance with IFRS requirements the cost of these schemes is disclosed as being attributable to non-controlling interests. However, this is treated as a compensation expense in determining adjusted operating profit. The loss recognised in 2011 was £6 million (2010: loss £9 million).

The Group has issued put options to senior employees as part of some of its US affiliate incentive schemes. The impact of revaluing these instruments is recognised in accordance with IFRS, but excluded from adjusted operating profit. At 31 December 2011 these instruments were revalued, the impact of which was a profit of £10 million (2010: profit £3 million).

(h) Credit-related fair value gains and losses on Group debt instruments

The widening of credit spread of the Group's debt instruments in the market price has resulted in gains of £27 million (2010: losses due to narrowing of £183 million) on Other operating segments and losses of £4 million (2010: losses of £20 million) in Nedbank being recorded in the Group's income statement for those instruments that are recorded at fair value.

In the directors' view, such movements are not reflective of the underlying performance of the Group and will reverse over time. They have therefore been excluded from adjusted operating profit.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2011 continued

C: Other key performance information continued

C2: Foreign currencies

The principal exchange rates used to translate the operating results, assets and liabilities of key foreign business segments to pounds sterling are:


Year ended

31 December 2011

Year ended

31 December 2010


Income

statement

(average rate)

Statement of financial position (closing rate)

Income

statement

(average rate)

Statement of financial position (closing rate)

Rand

11.6445

12.5643

11.3095

10.2796

US dollars

1.6037

1.5553

1.5459

1.5530

Swedish kronor

10.4144

10.6801

11.1364

10.4227

Euro

1.1519

1.1970

1.1650

1.1614

 

C3: Earnings and earnings per share

(a) Basic and diluted earnings per share

Basic earnings per share is calculated by dividing the profit for the financial year attributable to ordinary equity shareholders by the weighted average number of ordinary shares in issue during the year excluding own shares held in policyholder funds, ESOP trusts, Black Economic Empowerment trusts and other related undertakings.


£m


Year ended

31 December

2011

 

Year ended

31 December

2010

Restated

Profit for the financial year attributable to equity holders of the parent from continuing operations

469

446

Profit/(loss) for the financial year attributable to equity holders of the parent from discontinued operations

198

(728)

Profit/(loss) for the financial year attributable to equity holders of the parent

667

(282)

Dividends declared to holders of perpetual preferred callable securities

(32)

(32)

Profit/(loss) attributable to ordinary equity holders

635

(314)

 

Total dividends declared to holders of perpetual preferred callable securities of £44 million in 2011 (2010: £44 million) are stated net of tax credits of £12 million (2010: £12 million).

Millions


Year ended

31 December

2011

Year ended

31 December

2010

Weighted average number of ordinary shares in issue

5,502

5,422

Shares held in charitable foundations

(6)

(7)

Shares held in ESOP trusts

(61)

(56)

Adjusted weighted average number of ordinary shares

5,435

5,359

Shares held in life funds

(201)

(205)

Shares held in Black Economic Empowerment trusts

(299)

(295)

Weighted average number of ordinary shares

4,935

4,859

Basic earnings per ordinary share (pence)

12.9

(6.5)

 



Diluted earnings per share recognises the dilutive impact of share options held in ESOP trusts and Black Economic Empowerment trusts which are currently in the money in the calculation of the weighted average number of shares, as if the relevant shares were in issue for the full period.


Year ended

31 December

2011

Year ended

31 December

2010

Profit/(loss) attributable to ordinary equity holders (£m)

635

(314)

Dilution effect on profit/(loss) relating to share options issued by subsidiaries (£m)

(8)

(8)

Diluted profit/(loss) attributable to ordinary equity holders (£m)

627

(322)

Weighted average number of ordinary shares (millions)

4,935

4,859

Adjustments for share options held by ESOP trusts (millions)

133

137

Adjustments for shares held in Black Economic Empowerment trusts (millions)

299

295


5,367

5,291

Diluted earnings per ordinary share (pence)

11.7

(6.1)

 

(b) Adjusted operating earnings per ordinary share

The reconciliation of profit/(loss) for the financial year to adjusted operating profit after tax attributable to ordinary equity holders is as follows:

£m


Year ended

31 December

2011

 

Year ended

31 December

2010

Restated

Profit/(loss) for the financial year attributable to equity holders of the parent

667

(282)

Adjusting items

329

392

Tax on adjusting items

(108)

(33)

Non-core operations

184

(19)

(Profit)/loss from discontinued operations

(198)

728

Non-controlling interest on adjusting items

(19)

(21)

Adjusted operating profit after tax attributable to ordinary equity holders

855

765

Adjusted weighted average number of ordinary shares (millions)

5,435

5,359

Adjusted operating earnings per ordinary share (pence)

15.7

14.3

 

(c) Headline earnings per share

In accordance with the JSE Limited (JSE) listing requirements, the Group is required to calculate a 'headline earnings per share' (HEPS), determined by reference to the South African Institute of Chartered Accountants' circular 3/2009 'Headline Earnings'. The table below sets out a reconciliation of basic earnings per ordinary share and HEPS in accordance with that circular. Disclosure of HEPS is not a requirement of IFRS.

£m


Year ended

31 December 2011

Year ended

31 December 2010


Gross

Net

Gross

Net

Profit/(loss) for the financial year attributable to equity holders of the parent

667

667

(282)

(282)

Dividends declared to holders of perpetual preferred callable securities

(32)

(32)

(32)

(32)

Profit/(loss) attributable to ordinary equity holders

635

635

(314)

(314)

Adjustments:





Impairments of goodwill and intangible assets

264

264

20

20

Impairment of discontinued operations

-

-

827

827

(Profit)/loss on acquisition/disposal of subsidiaries, associated undertakings and  strategic investments

(222)

(228)

22

17

Realised gains (including impairments) on available-for-sale financial assets

(144)

(144)

(12)

(12)

Headline earnings

533

527

543

538

Weighted average number of ordinary shares

4,935

4,935

4,859

4,859

Diluted weighted average number of ordinary shares

5,367

5,367

5,291

5,291

Headline earnings per share (pence)

10.8

10.7

11.2

11.1

Diluted headline earnings per share (pence)

9.8

9.7

10.1

10.0

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2011 continued

C: Other key performance information continued 

C4: Dividends

Dividends paid were as follows:



£m



Year ended

31 December

2011

Year ended

31 December

2010

2009 Final dividend paid - 1.5p per 10p share


-

77

2010 Interim dividend paid - 1.1p per 10p share


-

54

2010 Final dividend paid - 2.9p per 10p share


145

-

2011 Interim dividend paid - 1.5p per 10p share


76

-

Dividends to ordinary equity holders


221

131

Dividends declared to holders of perpetual preferred callable securities


44

44

Dividend payments for the year


265

175

 

Dividends paid to ordinary equity holders, as above, are calculated using the number of shares in issue at the record date, less treasury shares held in ESOP trusts, life funds of Group companies, Black Economic Empowerment trusts and related undertakings.

As a consequence of the exchange control arrangements in place in certain African territories, dividends to ordinary equity holders on the branch registers of those countries (or, in the case of Namibia, the Namibian section of the principal register) are settled through Dividend Access Trusts established for that purpose.

In March and November 2011, £22 million and £22 million respectively were declared and paid to holders of perpetual preferred callable securities (March 2010: £22 million and November 2010: £22 million).

A final dividend of 3.5 pence per 10p share has been recommended by the directors. Subject to shareholders' approval, the dividend will be paid on 7 June 2012 to shareholders on the register at the close of business on 20 April 2012. The dividend will absorb an estimated £175 million of shareholders' funds. The Company is not planning to offer a scrip dividend alternative.

In addition the Company announced on 3 February 2012 that as part of the proposed sale of the Nordic business unit a special dividend of 18.0 pence per 10p share has been recommended by the directors. The special dividend will be paid on 7 June 2012 to shareholders on the register at the close of business on 20 April 2012 subject to both shareholder approval of the Nordic disposal and the related share consolidation and completion of the Nordic disposal. The special dividend will absorb an estimated £1.0 billion of shareholders' funds. Further details of the disposal of the Nordic business unit have been provided in notes A2, H1 and H2.

D: Other income statement notes

D1: Income tax expense

(a) Analysis of total income tax expense


£m


Year ended

31 December

2011

 

Year ended

31 December

2010 Restated

Current tax

United Kingdom tax

22

23

Overseas tax

South Africa

390

346

United States

(2)

(4)

Europe

20

10

Secondary Tax on Companies (STC)

14

4

Prior year adjustments

(7)

(1)

Total current tax

437

378

Deferred tax

Origination and reversal of temporary differences

(204)

10

Changes in tax rates/bases

(8)

(4)

Recognition of deferred tax assets

-

7

Total deferred tax

(212)

13

Total income tax expense

225

391

(b) Reconciliation of total income tax expense



£m


Year ended

31 December

2011

 

Year ended

31 December

2010 Restated

Profit before tax

994

1,095

Tax at standard rate of 26.5% (2010: 28%)

263

307

Different tax rate or basis on overseas operations

57

(19)

Untaxed and low taxed income

(166)

(146)

Disallowable expenses

93

90

Net movement on deferred tax assets not recognised

5

85

Effect on deferred tax of changes in tax rates

(8)

(7)

STC

19

(3)

Income tax attributable to policyholder returns

(28)

96

Other

(10)

(12)

Total income tax expense

225

391

(c) Income tax relating to components of other comprehensive income


£m


Year ended

31 December

2011

 

Year ended

31 December

 2010 Restated

Preferred perpetual callable securities

(12)

(12)

Other

-

(1)

Income tax credit - continuing operations

(12)

(13)

Fair value gains

2

181

Shadow accounting

(4)

(114)

Income tax (credit)/expense - discontinued operations

(2)

67

Income tax (credit)/expense relating to components of other comprehensive income

(14)

54

(d) Income tax on adjusted operating profit


£m

 

 

 

Year ended

31 December

2011

 

 Year ended

31 December

 2010

Restated

Income tax expense

225

391

Tax on adjusting items



Impact of acquisition accounting

35

31

Profit on disposal of subsidiaries, associated undertakings and strategic investments

6

5

Short-term fluctuations in investment return

75

4

Income tax attributable to policyholders returns

9

(101)

Tax on dividends declared to holders of perpetual preferred callable securities recognised in equity

(12)

(12)

Fair value gains and losses on Group debt instruments

2

5

US Asset Management equity plans

2

-

Tax on non-core operations

(1)

4

Income tax on adjusted operating profit

341

327

 



 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2011 continued

E: Financial assets and liabilities

E1: Borrowed funds

 







£m

 

Notes

Group excluding Nedbank

Nedbank

At

31 December

2011

Group


Group excluding Nedbank

Nedbank

At

31 December

2010

Group

Senior debt securities and term loans


507

1,355

1,862


550

1,186

1,736

Floating rate notes

E1(a)

-

844

844


32

720

752

Fixed rate notes

E1(b)

507

511

1,018


516

466

982

Revolving credit facility

E1(c)

-

-

-


-

-

-

Term loan and other loans


-

-

-


2

-

2

Mortgage backed securities

E1(d)

-

77

77


-

112

112

Subordinated debt securities (net of Group holdings)

E1(e)

876

841

1,717


1,198

1,158

2,356

Borrowed funds


1,383

2,273

3,656


1,748

2,456

4,204










Other issues treated as equity for accounting purposes









US$750 million cumulative preference

securities

F2(b) (ii)

458




458



€500 million perpetual preferred callable securities


338




338



£350 million perpetual preferred callable securities


350




350












Total: Book value


2,529




2,894



Nominal value of the above


2,666




3,045



 

The table below is a maturity analysis of liability cash flows based on contractual maturity dates for borrowed funds. Maturity analysis is undiscounted and based on year end exchange rates.

 






£m

 


Group excluding Nedbank

Nedbank

At

31 December

2011

Group

Group excluding Nedbank

Nedbank

At

31 December

2010

Group

Less than 1 year


272

512

784

498

323

821

Greater than 1 year and less than 5 years


898

1,936

2,834

921

2,164

3,085

Greater than 5 years


998

556

1,554

880

722

1,602

Total


2,168

3,004

5,172

2,299

3,209

5,508

 



 

Senior notes

(a) Floating rate notes




£m


At

31 December 2011

At

31 December 2010

Maturity date

Nedbank




R1,690 million unsecured senior debt at 3 month JIBAR + 1.5%

119

166

September 2012

R1,044 million unsecured senior debt at 3 month JIBAR + 2.20%

84

102

September 2015

R1,750 million unsecured senior debt inflation linked (3.9% real yield)

158

180

March 2013

R98 million unsecured senior debt inflation linked (3.8% real yield)

9

10

March 2013

R1,552 million unsecured senior debt at 3 month JIBAR + 1.48%

125

153

April 2013

R1,027 million unsecured senior debt at 3 month JIBAR + 1.75%

83

101

April 2015

R80 million unsecured senior debt JIBAR + 2.15%

6

8

April 2020

R837 million unsecured senior debt at 3 month JIBAR + 1.05%

79

-

March 2014

R677 million unsecured senior debt at 3 month JIBAR + 1.25%

54

-

March 2016

R500 million unsecured senior debt at 3 month JIBAR  + 1%

40

-

April 2014

R1,075 million unsecured senior debt at 3 month JIBAR + 0.94%

87

-

October 2014


844

720


Group excluding Nedbank




US $50 million at 3 month LIBOR plus 0.50%

-

32

Repaid


-

32


Total floating rate notes

844

752


 

All floating rate notes are non-qualifying for the purposes of regulatory tiers of capital.

(b) Fixed rate notes




£m


At

31 December 2011

At

31 December 2010

Maturity date

Nedbank




R130 million unsecured senior debt at zero coupon

14

16

October 2024

R3,244 million unsecured senior debt at 10.55%

265

326

September 2015

R762 million unsecured senior debt at 11.39%

63

77

September 2019

R478 million unsecured senior debt at R157 + 1.75%

39

47

April 2015

R450 million unsecured senior debt at R206 + 1.28%

37

-

March 2014

R1,137 million unsecured senior debt at R157 + 1.5%

93

-

March 2016


511

466


Group excluding Nedbank




£500 million euro bond at 7.125%

496

496

October 2016

US $16.5 million secured senior debt at 5.23%

11

11

August 2014

R100 million floating rate note repayable February 2011 (3 months ZAR-JIBAR-SAFEX plus 4.5%)

-

9

Repaid


507

516


Total fixed rate notes

1,018

982


 

All fixed rate notes are non-qualifying for the purposes of regulatory tiers of capital.

(c) Revolving credit facilities and irrevocable letters of credit

In April 2011 the Group signed a new £1,200 million five-year multi-currency revolving credit facility, replacing the £1,232 million facility due to mature in September 2012.

At 31 December 2011 £160 million (2010: £499 million) of this facility was utilised, £nil (2010: £nil) in the form of drawn debt and £160 million (2010: £499 million) in the form of irrevocable letters of credit.

The Group had a SEK1,500 million revolving credit facility with a maturity date of 1 July 2011 which was subsequently extended on similar terms to 1 July 2012 and revised to SEK1,000 million.  At 31 December 2011 this facility was undrawn (31 December 2010: undrawn). On 22 February 2012 the facility was terminated.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2011 continued

E: Financial assets and liabilities continued

E1: Borrowed funds continued

 (d) Mortgage backed securities - Nedbank





£m


At

31 December 2011

At

31 December 2010

Tier

Maturity date





R291 million notes (class A1) at11.467%

-

4

Tier 2

Repaid

R1.4 billion notes (class A2A) at 11.817%

67

96

Tier 2

November 2039

R98 million notes (class B note) at 12.067%

6

7

Tier 2

November 2039

R76 million notes (class C note) at 13.317%

4

5

Tier 2

November 2039

Total mortgage backed securities

77

112



 

(e) Subordinated debt securities (net of Group holdings)






£m


At

31 December 2011

At

31 December 2010

Tier

First call date

Maturity date

Nedbank






R1.5 billion (7.85%)

-

148

Tier 2

-

Repaid

R1.8 billion (9.84%)

153

186

Tier 2

September 2013

September 2018

R650 million (9.03%)

54

67

Tier 2

February 2012

February 2017

R1.7 billion (8.9%)

144

171

Tier 2

February 2014

February 2019

R2.0 billion (3 month JIBAR plus 0.47%)

161

198

Tier 2

July 2017

July 2022

R500 million (3 month JIBAR plus 0.45%)

40

49

Tier 2

August 2012

August 2017

R1.0 billion (10.54%)

87

105

Tier 2

September 2015

September 2020

R500 million (3 month JIBAR plus 0.70%)

40

49

Tier 2

December 2012

December 2017

R120 million (10.38%)

10

12

Tier 2

December 2012

December 2017

R487 million (15.05%)

42

51

Tier 2

November 2018

November 2018

R1,265 million (JIBAR plus 4.75%)

102

125

Non-core Tier 1

November 2018

November 2018

R300 million (JIBAR + 2.5%)

12

15

Non-core Tier 1

December 2013

December 2013

US$100 million (3 month USD LIBOR)

65

65

Tier 2 Secondary

March 2017

March 2022


910

1,241




Less: banking subordinated debt securities held by other Group companies

(69)

(83)




Banking subordinated debt securities (net of Group holdings)

841

1,158




Group excluding Nedbank






R3.0 billion (8.9% to October 2015, 3 month JIBAR plus 1.59% thereafter)

239

293

Lower Tier 2

October 2015

October 2020

£300 million (5.0%)

-

296

Lower Tier 2

January 2011

Repaid

€200 million (2010: €750 million) (4.5% to January 2012 and 6 month EURIBOR plus 0.96% thereafter)*

166

609

Lower Tier 2

January 2012

January 2017

£500 million 8.0%**

471

-

Lower Tier 2

-

June 2021


876

1,198




Total subordinated debt securities

1,717

2,356




 

*    The principal and coupon on the bond were swapped equally into Sterling and US Dollars with coupons of 6 month LIBOR plus 0.34% and 6 month US LIBOR plus 0.31% respectively. During the year a €550 million partial repayment, together with settlements of associated currency swaps, was made. On 18 January 2012 the remaining €200 million was repaid.

**  The principal and coupon on the bonds was swapped into floating rate of quarterly STIBOR plus 5.46%. The currency swaps have a five year mandatory break clause.



 

F: Other statement of financial position notes

F1: Provisions


£m

Year ended 31 December 2011

Client compensation

Liability for long service

leave

Restructuring

Provision for donations

Other

Total

Balance at beginning of the year

39

57

34

89

92

311

Unused amounts reversed

-

(1)

-

-

(14)

(15)

Charge to income statement

-

33

11

-

14

58

Utilised during the year

(3)

(30)

(7)

-

(3)

(43)

Foreign exchange and other movements

7

(8)

(1)

(11)

(18)

(31)

Transfer to non-current assets held for sale

-

(4)

-

-

(9)

(13)


43

47

37

78

62

267

Post employment benefits





2

2

Balance at end of the year

43

47

37

78

64

269

 


£m

Year ended 31 December 2010

Client compensation

Liability for long service

leave

Restructuring

Provision for donations

Other

Total

Balance at beginning of the year

30

49

42

84

90

295

Unused amounts reversed

-

-

(10)

-

(19)

(29)

Charge to income statement

7

28

9

-

25

69

Utilised during the year

(9)

(27)

(4)

-

(5)

(45)

Foreign exchange and other movements

11

7

(3)

5

1

21


39

57

34

89

92

311

Post employment benefits





(51)

(51)

Balance at end of the year

39

57

34

89

41

260

 

Provisions in relation to client compensation were £43 million (2010: £39 million), primarily relating to possible mis-selling of guarantee contracts in Wealth Management. £1 million (2010: £1 million) is estimated to be payable after more than one year.

The liability for long service leave of £47 million (2010: £57 million) relates to provision for staff payments for long serving employees, all of which is estimated to be payable in less than one year.

Provisions in relation to restructuring were £37 million (2010: £34 million), primarily in respect of consolidation and related office relocation for elements of Wealth Management. £21 million (2010: £30 million) is estimated to be payable after more than one year.

The provision for donations is held by Long-Term Savings in respect of South African operations, relating to the payment of charitable donations in future periods to which the Group is committed to use these funds. The funds were made available on the closure of the Group's unclaimed shares trusts which were set up as part of the demutualisation in 1999 and closed in 2006, with £78 million (2010: £70 million) estimated to be payable after more than one year.

Other provisions include provisions for long-term staff benefits and legal fees.

Where material, provisions are discounted at discount rates specific to the risks inherent in the liability. The timing and final amounts of payments in respect of some of the provisions, particularly those in respect of litigation claims and similar actions against the Group, are uncertain and could result in adjustments to the amounts recorded. Of the total provisions recorded above, £129 million (2010: £163 million) is estimated to be payable after more than one year.



 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2011 continued

F: Other statement of financial position notes continued 

F2: Non-controlling interests

(a) Income statement

(i) Ordinary shares

The non-controlling interests share of profit for the financial year has been calculated on the basis of the Group's effective ownership of the subsidiaries in which it does not own 100% of the ordinary equity. The principal subsidiaries where a non-controlling interest exists are the Group's banking business in South Africa and, prior to the acquisition of the non-controlling interest in Mutual & Federal in February 2010 (see F2(b)), the general insurance business in South Africa. For the year ended 31 December 2011 the non-controlling interests attributable to ordinary shares was £238 million (2010: £196 million).

(ii) Preferred securities

 

£m

 

Year ended

31 December

2011

Year ended

31 December

2010

R2,000 million non-cumulative preference shares

14

14

R773 million non-cumulative preference shares

5

5

R355 million non-cumulative preference shares

2

2

US$750 million cumulative preferred securities

37

38

R363 million non-cumulative preference shares

3

3

R92 million non-cumulative preference shares

1

-

Non-controlling interests - preferred securities

62

62

 

(iii) Non-controlling interests - adjusted operating profit

The following table reconciles non-controlling interests' share of profit for the financial year to non-controlling interests' share of adjusted operating profit:

 

£m

Reconciliation of non-controlling interests' share of profit for the financial year

Year ended

31 December

2011

Year ended

31 December

2010

The non-controlling interests share is analysed as follows:

Non-controlling interests - ordinary shares

238

196

Goodwill impairment and impact of acquisition accounting

-

2

Short-term fluctuations in investment return

1

-

Income attributable to Black Economic Empowerment trusts of listed subsidiaries

22

22

Fair value gains on Group debt instruments

1

6

Income attributable to US Asset Management non-controlling interests

(5)

(9)

Non-controlling interests share of adjusted operating profit

257

217

 

The Group uses revised weighted average effective ownership interests when calculating the non-controllable interest applicable to the adjusted operating profit of its South Africa banking and, prior to the acquisition of the non-controlling interest in February 2010, general insurance businesses. This reflects the legal ownership of these businesses following the implementation for Black Economic Empowerment (BEE) schemes in 2005. In accordance with IFRS accounting rules the shares issued for BEE purposes are deemed to be, in substance, options. Therefore the effective ownership interest of the minorities reflected in arriving at profit after tax in the consolidated income statement is lower than that applied in arriving at adjusted operating profit after tax. In 2011 the increase in adjusted operating profit attributable to non-controlling interests as a result of this was £22 million (2010: £22 million).



F2: Non-controlling interests

(b) Statement of financial position

(i) Ordinary shares

Reconciliation of movements in non-controlling interests

£m

At

31 December

2011

At

31 December

2010

Balance at beginning of the year

1,763

1,537

Non-controlling interests' share of profit

238

196

Non-controlling interests' share of dividends paid

(100)

(88)

Net disposal/(acquisition) of interests

61

(116)

Foreign exchange and other movements

(310)

234

Balance at end of the year

1,652

1,763

Acquisition of non-controlling interest in Mutual & Federal

On 5 February 2010, the Group completed the acquisition of the remaining non-controlling shareholdings in Mutual & Federal Insurance Company Limited, following the fulfilment of all outstanding conditions precedent. On 8 February 2010, 147,313,449 new Old Mutual plc ordinary shares were issued in exchange for Mutual & Federal shares and listed on the London Stock Exchange, of which 68,378,851 were issued to Black Economic Empowerment trusts and 78,934,598 to other previous holders.

Other acquisitions

On 8 February 2010 Nedbank announced that it had obtained regulatory approval for the acquisition of the remaining 49.9% indirect interest in Imperial Bank Limited thereby satisfying all conditions precedent for the acquisition.

The purchase consideration was approximately £162 million (£155 million plus a Johannesburg Interbank Agreed Rate (JIBAR) factor applied up to 5 February 2010) which was settled in four instalments out of existing cash resources of Nedbank Limited. The total amount, which included interest at the three month JIBAR, amounted to £165 million.

(ii) Preferred securities


£m

 

At

31 December

2011

At

31 December

2010

R2,000 million non-cumulative preference shares1

140

140

R773 million non-cumulative preference shares2

71

71

US$750 million cumulative preferred securities3

458

458

R355 million non-cumulative preference shares4

25

25

R363 million non-cumulative preference shares5

29

29

R92 million non-cumulative preference shares6

8

50


731

773

Unamortised issue costs

(13)

(13)

Total in issue at 31 December

718

760

 

Preferred securities are held at historic value of consideration received less unamortised issue costs.

1.     200 million R10 preference shares issued by Nedbank Limited (Nedbank), the Group's banking subsidiary. These shares are non-redeemable and non-cumulative and pay a cash dividend equivalent to 75% of the prime overdraft interest rate of Nedbank. Preference shareholders are only entitled to vote during periods when a dividend or any part of it remains unpaid after the due date for payment or when resolutions are proposed that directly affect any rights attaching to the shares or the rights of the holders. Preference shareholders will be entitled to receive their dividends in priority to any payment of dividends made in respect of any other class of Nedbank's shares.

2.     77.3 million R10 preference shares issued at R10.68 per share by Nedbank on the same terms as the securities described in (1) above.

3.     US$750 million guaranteed cumulative perpetual preference securities issued on 19 May 2003 by Old Mutual Capital Funding L.P., a subsidiary of the Group. Subject to certain limitations, holders of these securities are entitled to receive preferential cash distributions at a fixed rate of 8.0% per annum payable in arrears on a quarterly basis. The Group may defer payment of distributions at its sole discretion, but such an act may restrict Old Mutual plc from paying dividends on its ordinary shares for a period of 12 months. Arrears of distributions are payable quarterly cumulatively only on redemption of the securities or at the Group's option. The securities are perpetual, but may be redeemed at the discretion of the Group from 22 December 2008.

4.     35 million R10 preference shares issued in 16 April 2007 at R10.27 per share by Nedbank on the same terms as the securities described in (1) above.

5.     36.3 million R10 preference shares issued by Nedbank in seven instalments between September 2009 and December 2009 on the same terms as the securities described in (1) above.

6.     9.2 million R10 preference shares issued by Nedbank on 11 March 2010 on the same terms as the securities described in (1) above.

 



 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2011 continued

G: Other notes

G1: Contingent liabilities

£m


At

31 December

2011

At

31 December

2010

Guarantees and assets pledged as collateral security

2,251

2,883

Irrevocable letters of credit

193

207

Secured lending

515

775

Other contingent liabilities

72

55

 

The Group has pledged debt securities amounting to £1,196 million (2010: £1,379 million) as collateral for deposits received under re-purchase agreements. These amounts represent assets that have been transferred but do not qualify for derecognition under IAS 39. These transactions are entered into under terms and conditions that are standard industry practice to securities borrowing and lending activities.

Contingent liabilities - tax

The Revenue authorities in the principle jurisdictions in which the Group operates (South Africa and the United Kingdom) are reviewing certain historic transactions undertaken and tax law interpretations made by the Group.  More generally the Group is also experiencing increased review by fiscal authorities of routine matters.  Whilst provisions are made for liabilities which might reasonably be expected to materialise, and whether or not legal proceedings will be required to resolve them, the outcome is uncertain at this stage.

Nedbank structured financing

Historically the Group's South African banking business entered into structured finance transactions with third parties using the tax base of these companies. Pursuant to the terms of the majority of these transactions, the underlying third-party has contractually agreed to accept the risk of any tax being imposed by the South African Revenue Service (SARS), although the obligation to pay in the first instance rests with the Group. It is only in limited cases where, for example, the credit quality of a client becomes doubtful, or where the client has specifically contracted out of the re-pricing of additional taxes, that the recovery from a client could be less than the liability that could arise on assessment, in which case provisions are made. SARS has examined the tax aspects of some of these types of structures and SARS could assess these structures in a manner different to that initially envisaged by the contracting parties. As a result the Group could be obliged to pay additional amounts to SARS and recover these from clients under the applicable contractual arrangements.

Nedbank litigation

There are a number of legal or potential claims against Nedbank and its subsidiary companies, the outcome of which cannot at present be foreseen. The largest of these potential actions is a claim in the High Court for R1.3 billion against Nedbank by certain shareholders in Pinnacle Point Group Limited, alleging that Nedbank had a legal duty of care to them arising from a share swap transaction.

During 2011 further actions were instituted against Nedbank by other stakeholders relating to this same issue. Nedbank and its legal advisers remain of the opinion that the claims are extremely ambitious and that the claimants will have great difficulty succeeding.

Nedbank Securitisations

The Group through Nedbank uses securitisation primarily as a funding diversification tool and to add flexibility in mitigating structural liquidity risk. Nedbank currently has two active traditional securitisation transactions:

n Synthesis Funding Limited (Synthesis), an asset- backed commercial paper (ABCP) programme launched in 2004; and

n GreenHouse Funding (Pty) Limited, Series 1 (GreenHouse), a residential mortgage-backed securitisation programme launched in December 2007.

During October 2011 Octane ABS 1(Pty) Limited (Octane), a securitisation of motor vehicle loans launched in 2007, exercised its clean up call option. The remaining portfolio of securitised motor vehicle loans were acquired by Nedbank at fair value and the proceeds used by Octane to fully redeem all outstanding notes.

Synthesis primarily invests in long-term rated bonds and offers capital market funding to South African corporates. These assets are funded through the issuance of short-dated investment-grade commercial paper to institutional investors. All the commercial paper issued by Synthesis is assigned the highest short-term RSA local-currency credit rating by Fitch, and is listed on JSE Limited.

Under GreenHouse Series 1, R2 billion of residential mortgages originated by Nedbank were securitised. The commercial paper issued by GreenHouse has been assigned credit ratings by both Fitch and Moody's and is listed on JSE Limited. Fitch placed the GreenHouse commercial paper on rating watch negative as a result of changes it is effecting to its rating criteria for South African residential mortgage backed securities transactions. This process is ongoing. As the GreenHouse transaction was undertaken for funding and liquidity purposes, only the senior notes were placed with third party investors and the junior notes and subordinated loans to the special purpose entity were retained by Nedbank. The assets transferred to the special purpose entity have continued to be recognised as financial assets. GreenHouse continues to direct all capital repayments it receives on the residential mortgage portfolio to noteholders as a result of the stop purchase activated by a breach of the arrear trigger in 2010. The GreenHouse commercial paper is scheduled to be redeemed in November 2012.

G1: Contingent liabilities continued

Nedbank Securitisations continued

The following table shows the carrying amount of securitised assets, stated at the amount of the Group's continuing involvement where appropriate, together with the associated liabilities, for each category of asset in the statement of financial position:*





£m


Carrying amount of assets

Associated liabilities


At

31 December

2011

At

31 December

2010

At

31 December

2011

At

31 December

2010

Loans and advances to customers





Residential mortgage loans

116

165

132

171

Motor vehicle financing

-

59

-

78






Other financial assets





Corporate and bank paper

116

155

-

-

Other securities

199

327

-

-

Commercial paper

-

-

320

484

Total

431

706

452

733

 

This table presents the gross balances within the securitisation schemes and does not reflect any eliminations of intercompany and cash balances held by the various securitisation vehicles.

*     The value of any derivative instruments taken out to hedge any financial asset or liability is adjusted against such instrument in this disclosure.

 

G2: Events after the reporting date

On 18 January 2012 the Group redeemed the remaining €200 million of the €750 million Lower Tier 2 Bond which had not been repaid during 2011. On 3 February 2012, the Group issued a circular in respect of the proposed disposal of the Nordic business unit. Additional details have been provided in notes A2, H1 and H2. On 7 February 2012 the Group announced that it had sold Dwight Asset Management subject to certain conditions. On 22 February 2012 the Group announced that a preliminary non-binding offer had been accepted by Ecobank Transnational Incorporated for the acquisition of Oceanic Life. In March 2012 Bermuda enhanced its hedging strategy by implementing an option based hedging arrangement. On 8 March 2012 final regulatory approval was received in respect of the disposal of the Nordic business unit.



 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2011 continued

H: Discontinued operations and held for sale operations

H1: Discontinued operations

The results of the Group's Swedish, Danish and Norwegian life businesses, collectively Nordic, and United States life business, US Life, are shown as discontinued operations in these financial statements. At 31 December 2011 the Group had entered into an agreement to dispose of the controlling interest in Nordic to Skandia Liv, which remains subject to shareholder approval for the sale. The disposal of US Life was completed on 7 April 2011 following regulatory approval, and has been reported up until that date.

Analysis of the results is given below.

(a) Income statement from discontinued operations







£m


Nordic

US Life

Total

For the year ended 31 December

2011

2010

2011

2010

2011

2010

Revenue

(421)

1,779

342

1,608

(79)

3,387

Expenses

541

(1,729)

(330)

(1,557)

211

(3,286)

Profit before tax from discontinued operations

120

50

12

51

132

101

Impairment on remeasurement to fair value less costs to sell

-

-

-

(827)

-

(827)

Loss on disposal

-

-

(29)

-

(29)

-

Realised available-for-sale investment gains and exchange differences on disposal

-

-

133

-

133

-

Profit/(loss) before tax

120

50

116

(776)

236

(726)

Income tax (charge)/credit

(52)

(65)

14

63

(38)

(2)

Profit/(loss) from discontinued operations after tax

68

(15)

130

(713)

198

(728)

 

(b) Statement of comprehensive income from discontinued operations







£m


Nordic

US Life

Total

For the year ended 31 December

2011

2010

2011

2010

2011

2010

Profit/(loss) after tax for the financial year

68

(15)

130

(713)

198

(728)

Other comprehensive income for the financial year







Fair value gains/(losses)







Available-for-sale investments







Fair value gains/(losses)

3

(5)

48

530

51

525

Recycled to the income statement

-

-

(5)

(12)

(5)

(12)

Realised on disposal

-

-

(157)

-

(157)

-

Exchange differences realised on disposal

-

-

24

-

24

-

Shadow accounting

-

-

(43)

(334)

(43)

(334)

Currency translation differences/exchange differences on translating foreign operations

(43)

157

-

29

(43)

186

Other movements

10

14

-

(34)

10

(20)

Aggregate tax on transfers from equity

(1)

-

3

(67)

2

(67)

Total other comprehensive (loss)/income for the financial year

(31)

166

(130)

112

(161)

278

Total comprehensive income/(loss) for the financial year

37

151

-

(601)

37

(450)

Attributable to







Equity holders of the parent

37

151

-

(601)

37

(450)

 

(c) Net cash flows from discontinued operations







£m


Nordic

US Life

Total

For the year ended 31 December

2011

2010

2011

2010

2011

2010

Operating activities

1,609

144

2

(167)

1,611

(23)

Investing activities

(1,411)

(404)

146

63

(1,265)

(341)

Net cash flows from discontinuing operations

198

(260)

148

(104)

346

(364)

 

H2: Disposal groups held for sale

The assets and liabilities of the Group's Nordic business, Skandia Insurance Company Ltd (publ) (Nordic), comprising Old Mutual's long-term savings and banking operations in Sweden, Denmark and Norway operating under the Skandia brand, are shown as held for sale in these financial statements. The Group has entered into an agreement to dispose of the controlling interest in Nordic to Skandia Liv which remains subject to shareholder approval for the sale. On 8 March 2012 final regulatory approval was received. Further detail has been provided in note A2.

In addition to the above the Group has agreed to sell the Finnish branch of Skandia Life Assurance Company Ltd, a part of Wealth Management, to OP-Pohjola osk and as a result of this the assets and liabilities of the Finnish branch have been classified as held for sale.

(a) Statement of financial position

Assets directly associated with disposal groups held for sale




£m

At 31 December 2011

Nordic

Finnish
branch

Total

Assets




Goodwill and other intangible assets

901

72

973

Property, plant and equipment

10

-

10

Deferred tax assets

87

-

87

Investments in associated undertakings and joint ventures

5

-

5

Deferred acquisition costs

75

45

120

Reinsurers' share of life assurance policyholder liabilities

17

-

17

Loans and advances

5,194

-

5,194

Investments and securities

14,127

1,034

15,161

Current tax receivable

3

-

3

Trade, other receivables and other assets

240

1

241

Derivative financial instruments - assets

10

-

10

Cash and cash equivalents

291

4

295

Total assets

20,960

1,156

22,116

Liabilities




Life assurance policyholder liabilities

10,889

1,034

11,923

Third-party interests in consolidated funds

1,383

-

1,383

Borrowed funds

2

-

2

Provisions

(54)

-

(54)

Deferred revenue

1

55

56

Deferred tax liabilities

103

26

129

Current tax payable

9

-

9

Trade, other payables and other liabilities

388

4

392

Amounts owed to bank depositors

6,552

-

6,552

Derivative financial instruments - liabilities

16

-

16

Total liabilities

19,289

1,119

20,408

 

Of the financial assets and liabilities included within disposal groups held for sale, namely the Nordic business and the Finnish branch, all are level one or level two in respect of the fair value hierarchy. In addition to the disposal groups held for sale, the Group had additional non-current assets held for sale of £22 million (2010: £7 million) and non-current liabilities of £9 million (2010: £nil).

Included within investments and securities is £185 million of short term cash balances.

(b) Equity attributable to equity holders of the parent directly associated with disposal groups held for sale




£m

At 31 December 2011

Nordic

Finnish
branch

Total

Retained earnings

1,667

37

1,704

Available-for-sale investment reserve

2

-

2

Share-based payment reserve

2

-

2


1,671

37

1,708

 

At 31 December 2010 the assets and liabilities of the Group's United States life business, US Life, were shown as held for sale in the financial statements, being £12,384 million and £12,219 million respectively. The disposal of US Life was completed on 7 April 2011 following US regulatory approval. At the time of disposal the assets directly associated with US Life consisted of £10,518 million of investments and securities and £1,412 million of other assets, with liabilities at this time being £11,494 million of long-term policyholder liabilities and £235 million of other liabilities. Included within investments and liabilities was £565 million of short term cash balances.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2011 continued

H: Discontinued operations and held for sale operations continued

H3: Contingent liabilities in respect of the disposal of US Life

Following completion of the disposal of US Life to the Harbinger group ('Harbinger') on 7 April 2011, the Group has retained certain residual commitments and contingent liabilities. These relate to sale warranties and indemnities that are typical in transactions of this nature including in respect of litigation (including class actions) and regulatory enforcement actions arising from events occurring before completion.  The specific conditions are in effect for varying periods of time, the longest dated of these will expire on 31 December 2015. The main elements are summarised below:

n Harbinger intends to establish certain internal reinsurance arrangements which are subject to regulatory approval.  In the event that regulatory approval of the full amount of reinsurance is not forthcoming there is potential for a reduction in the purchase price, up to a maximum of US$50 million.

n US statutory regulations require reserving on a worst case scenario basis for deferred annuity policies that permit free partial withdrawals ('CARVM Reserves'). As such there is redundancy when comparing the worst case scenario and the economic scenarios. These CARVM redundant reserves are currently reinsured from US Life to Old Mutual Reassurance until no later than the end of 2015. Old Mutual plc provides a $255 million letter of credit to back these redundant reserves. In the event that this letter of credit is drawn upon Harbinger are obligated to fully reimburse Old Mutual plc.

 

 

 


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