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IMPERIAL HOLDINGS LIMITED Integrated Annual Report 2012 Company overview continued PAGE 10 Key facts Over 47 000 employees 2 water vessels 2 Henry Ford
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Page 1: Company overview continued

IMPERIAL HOLDINGS LIMITED Integrated Annual Report 2012

Company overview continued

PAGE 10

Key facts

Over 47 000 employees

2

water vessels

2

Henry Ford

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IMPERIAL HOLDINGS LIMITED Integrated Annual Report 2012

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IMPERIAL HOLDINGS LIMITED Integrated Annual Report 2012

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IMPERIAL HOLDINGS

FINANCIAL SERVICES

DISTRIBUTORSHIPSAUTOMOTIVE RETAIL

Most of these operations are in growing markets, with considerable potential for expansion into allied services and relevant new geographies.

Employing 47 000 people, the group actively encourages entrepreneurship, innovation and industry best practice.

LOGISTICSCAR RENTAL

AND TOURISM

DISTRIBUTION, RETAIL AND

FINANCIAL SERVICES

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IMPERIAL HOLDINGS LIMITED Integrated Annual Report 2012

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1948

1973

1975

1979

1987

1989

1991

1992

1993 – 1999

1995

1996

1998

1999

2000

2001

2004

2005

2006

2008

2009

2010

2011

2012

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IMPERIAL HOLDINGS LIMITED Integrated Annual Report 2012

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Unifying factors Controlling factors

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Our principles, step by step … our positioning

A competitive logistics product range

Importation, retail and financial services

at a

Car rental and tourism

Delivering stakeholder value

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IMPERIAL HOLDINGS LIMITED Integrated Annual Report 2012

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Imperial Holdings Limited

Number of shareholders

Number of shares (’000)

% of ordinary shares listed

Public shareholdersNon-public shareholders

Number of shareholders

% Number of shares (’000)

%

Spread of holdings

Number of shares (’000)

% of voting shares

Shareholder type

Share class

Number of shares (000)

% of issued voting capital

Top 10 shareholders

2012

Stock exchange performance228231

30 099

17 20017 7299 420

9,111,0

Shareholder type (%)

Financial institutions, pension and provident funds 37,4%

Unit trusts 24,3%Individuals 11,3%

Directors and employees 5,5%Corporate holdings 15,0%

Distribution of

shareholders (%)

Public shareholders 77,6%Shareholders holding

more than 10%: 13,0%Directors, their associates

and employees 5,7%Treasury stock 3,7%

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People

Assets

Distribution and franchise rights

Customers

Financial position

Total shareholders’ equity (R billion)

12

11

10

09

08

16

13

12

10

10

Total assets (R billion)

12

11

10

09

08

46

37

34

33

38

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IMPERIAL HOLDINGS LIMITED Integrated Annual Report 2012

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2012 Rm %

80 830

62 699

Total wealth created 18 131

Wealth distribution

10 703 591 772 10

681 4

1 091 61 572 9

4 084 22

1 822 2 262

18 131 100

Value-added ratios

47 6991 695

380

Notes 1. Salaries, wages and other

benefits

9 959744

10 703

2. Central and local governments 1 102

90192

72414827

1 572

Value added 2012 (%)

Employees 59%

Providers of capital 10%

Government 9%

Reinvested in the group 22%

Value added 2011 (%)

Employees 59%

Providers of capital 11%

Government 10%

Reinvested in the group 20%

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Principles of corporate governance and structures

Imperial’s integrated governance model

Board committees

Management committees

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Imperial’s governance structure

Board of directors

* Independent ** Becoming a non-executive director on 1 October 2012

*** German

Board committees

Executive committee

Audit committee

Risk committee

Remuneration and nomination committee

Social, ethics and sustainability committee

Assets and liabilities committee

Group internal audit executive

Group treasurer

Group legal adviser and company secretary

Group risk executive Group head of sustainability

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The board of directors

Board: Regular meetings

Board: Special meetings

Number of meetings during the year

3

Employed up to 30 April 2012.

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Thulani Sikhulu Gcabashe (54)*

BA (Botswana), MURP (Ball State Univ,

USA), PED, IMD Lausanne

Santie Botha (48)*

BEcon, BEcon (Hons)

Schalk Engelbrecht (66)*

BSc, MBL, AMP Insead

Phumzile Langeni (37)*

BCom (Acc), BCom (Hons)

Thembisa Dingaan (39)

BProc, LLB (Natal), LLM (Harvard),

HDip Tax (Wits)

IMPERIAL HOLDINGS LIMITED

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Michael John Leeming (68)* Mohammed Valli Moosa (55) Roderick John Alwyn Sparks (53)*

BCom, MCom, FCMA, FIBSA, AMP BSc BCom (Hons), CA(SA), MBA

Ashley (Oshy) Tugendhaft (64) Younaid Waja (60)*

BA, LLB BCom, BCompt (Hons), CA(SA), HDip

Tax Law

Independent non-executive directors

IMPERIAL HOLDINGS LIMITED

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IMPERIAL HOLDINGS LIMITED

Hubert Rene Brody (48)

Recht Louis (Tak) Hiemstra (56)

Marius Swanepoel (51)

Manuel Pereira de Canha (62)

Gerhard Wessel Riemann (66)

BAcc (Hons), CA(SA)

BCompt (Hons), CA(SA)

BCom Acc (Hons)

Osman Suluman Arbee (53)

Abdul Hafiz Mahomed (61)

BAcc, CA(SA), HDip Tax

BCompt (Hons), CA(SA), HDip Tax

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IMPERIAL HOLDINGS LIMITED

Mohammed Akoojee (33) Berenice Joy Francis (36) Philip Bernard Michaux (52)

BCom Acc (Hons), CA(SA), CFA BCompt (Hons), CIA

Moeketsi Mosola (42) Johan Jurie Strydom (38)

BA Neuroscience and Human

Biopsychology, MA Economics

(University of Houston)

BBusSc, FIA, CFA, MBA

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Board committees and governance structure

Executive committee

Number of meetings during the year 15

Employed up to 30 April 2012.

Group audit committee

Remuneration and nomination committee

Risk committee

Assets and liabilities committee

Number of meetings during the year 4

Non-executive

Social, ethics and sustainability committee

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Number of meetings during the year 4

3

Non-executive.

Employed up to 30 April 2012.

Subsidiary and divisional boards

Accountability and audit

Going concern

Internal financial controls

Internal audit

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Financial reporting

Insider trading

Sustainability, business integrity and ethics

Employment and labour rights

Safety, health and environmental stewardship

www.imperial.co.za.

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Membership of the committee

Member Number of meetings attended

3

3

3

3

Non-executive.

Risk management model

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Key inherent group risks

Risk Strategies implemented in mitigation thereof

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IT governance

The IT governance framework is based on the following six principles:

Risk Strategies implemented in mitigation thereof

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Generating returns and growing the business

Building a robust internal skills pipeline

Investing in education for future skills

Leading corporate citizenship initiatives

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