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Nam-mic Financial Services Holdings Annual Report 2013
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Page 1: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Nam-mic Financial Services Holdings

Annual Report 2013

Page 2: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment
Page 3: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

VisionTo be the leading Namibian broad-based economic empower-

ment company, creating opportunities for and building and

distributing wealth to all its stakeholders.

Mission! To create and distribute wealth for stakeholders.

! To create opportunities for ultimate beneficiaries.

! To contribute to the economic development of Namibia.

1

Page 4: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

3

5

9

4

6

12

Index

Company structure / shareholding

Summary of key performance indicators

Board of directors

Chairman’s statement

Chief Executive Officer’s report

Executive management team

Group annual financial statements

2

13

Page 5: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Company structure /

shareholding as at 30 June 2013

Nam-mic Financial Services Holdings (Pty) Ltd

NAFAU Investment Holding

(6.5%)

Namibia Mineworkers Investment Holding

(33.9%)

Effort Investment Holdings Company (NAPWU) (19.6%)

Namibia National Teachers’ Union

(5%)

Namibia Transport & Allied Workers’ Union (NATAU)

(2.5%)

Namibia Farm Workers’ Union

(NAFWU) (0.8%)

Nam-mic Payment Solutions (Pty) Ltd

(86%)

Nam-mic Financial Solutions (Pty) Ltd

(100%)

Sanlam Namibia (16.4%)

Santam Namibia (12.05%)

Bank WindhoekHoldings (9.51%)

Capricorn Asset Management

(19.93%)

Capricorn Investment

Holdings (CIH) (31.7%)

Nam-mic Financial Services Holdings | Annual Report 2013

3

Page 6: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Summary of key performance indicators

28.8%

14.8%

150.0%

Total comprehensive income

N$85.9 m

24.5%

1Net asset value

N$328.7 m

28.5%

5%

3.7%

Debt ratio

Solvency ratio

1Return on equity

Company performance

Value added to unions

Growth in group profit after tax

Growth in group assets (Net asset value)

2,000,000

4,000,000

6,000,000

8,000,000

10,000,000

12,000,000

14,000,000

2009 2010 2011 2012

Sponsorship Unioncommission

Dividends

Profit

Nett asset value

2009 2010 2011 2012 2013

2009 2010 2011 2012 2013

10,000,000

20,000,000

30,000,000

40,000,000

50,000,000

60,000,000

70,000,000

80,000,000

100,000,000

150,000,000

200,000,000

250,000,000

300,000,000

33%

2013

90,000,000

300,500,000

4

Page 7: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Board of directors

Albertus J BassonDirector

David NamalengaDirector

Basilius G M HainguraDirector

John M ShaetonhodiChairperson

Walter E DonChief Executive Officer

Rudiger M SaundersonDirector

Moses IkangaDirector

Johan J SwanepoelDirector

Constantia U PandeniDirector

Jacob N NghifindakaDirector

Hellmut G von LudwigerCompany Secretary

Nam-mic Financial Services Holdings | Annual Report 2013

5

Page 8: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Chairman’s statement

6

Mr John Shaetonhodi

– Chairman, NFSH

Introduction

Origin

NFSH challenges and milestones

I am proud to present to you the first Annual Report

for Nam-mic Financial Services Holdings (NFSH) for the

period ending 30 June 2013, and to reflect on the

successes and challenges NFSH has faced over the past

five years of its existence.

In 2000 the Namibia Mineworkers Investment Holdings

Company resolved to establish the first Namibian

financial services company controlled and owned by

previously disadvantaged Namibians. Hence Nam-mic

Financial Services Holdings (Pty) Ltd (NFSH) was created

on 11 October 2001. His Excellency, Dr Sam Nujoma,

Founding Pres ident of the Republ ic of Namibia,

officially launched the Nam-mic Financial Services

Group. NFSH currently has two subsidiaries; Nam-mic

Financial Solutions (Pty) Ltd and Nam-mic Payment

Solutions (Pty) Ltd.

Establishing the NFSH as commercial enterprise was a

huge challenge in itself. First, we had to find a credible

and reputable partner in the financial sector to work

with to set up essential structures to be able to provide

the services we wanted for the client base we represent.

By entering the financial services market, our aim was

to extend our footprint beyond the traditional credit

products and savings deposit facilities that different types

of finance institutions provided in varying degrees.

Since its establishment, the NFSH Group has shown

sustained growth in an environment which is highly

competitive and regulated, building a strong and sound

well-capitalised balance sheet. Going forward, we believe

that the continued efficient and effective provision of

financial services to our target market requires that

financial policies and financial system structures should

be adjusted as required in response to financial inno-

vations and shifts in the broader macroeconomic and

institutional environment.

Page 9: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

As we continue to expand our footprint in the country,

we will continue to face major challenges. These include

the degree and quality of access to financial services

available to the union membership base, which normally

include low income rural households and their small

businesses. This includes the core issues in the legal and

regulatory framework, which were not necessarily

supporting rural finance and microfinance.

NFSH has registered noticeable growth during the past

five years, particularly in the segment of value-added

services. The unique collaboration with business

partners in the financial services industry gave the

company its competitive edge. It has strengthened its

asset base as well as its cash flow to become a force to

be reckoned with. It has facilitated the creation of

products relevant to its client base in areas of micro

lending, insurance, legal access and mobile banking

services through sustainable business practices, as well

as customised products and services that are integral

to its strategic partnership in the Capricorn Investment

Holdings Group, Santam Namibia and Sanlam Namibia.

NFSH is unique in its outlook and focus. We are a mass-

based organisation created to benefit the workers

grouped under a unique labour movement with a

history of resistance against workplace exploitation and

financial exclusion. The workers we represent in the

NFSH Group of Companies are mostly used to create

Evolvement of NFSH

What does NFSH stand for?

wealth for others. Driven by the desire to exploit

economic opportunities, the workers created their

own business arm to venture into the financial services

industry to create a new dynamic between companies

in the financial services sector, eliminating the habit of

these companies ‘pushing’ their product messages to the

workers as customers through traditional broadcasting

and publishing channels. We needed to extend workers'

control in the design of products these workers receive

from companies. This necessitated the workers' company

to take part ownership of companies operating in this

area and the creation of new ones. This strategy is aimed

at facilitating greater access to sound financial services,

thereby addressing financial exclusion head-on. The

workers had committed themselves to actively promoting

a transformed, vibrant, and globally competitive

financial sector that reflects the demographics of

Namibia by directing their investment into targeted

sectors of the economy.

While increased government supervision of the financial

services industry is changing significantly, NFSH will

harness its strengths to extend its direct ownership of

equity interests together with control over the voting

rights attaching to the equity interests. Guided by

empowerment financing, the company will continue to

invest in targeted and BEE transactions/projects that

support economic development in underdeveloped areas

where most of its clients hail from.

Future outlook for NFSH

I am proud to present our first Annual

Report of Nam-mic Financial Services

Holdings (NFSH) for the period ending

30 June 2013, and to reflect on the

successes and challenges NFSH has faced

over the past 5 years of its existence.

The future of financial services will further depend on

engaging and servicing the new mobile generation, also

known as the digital generation – a tech-savvy group of

individuals who are being brought up using mobile

technologies, such as Facebook, Twitter and e-mail. This

customer segment has high service expectations and

expects to interact with companies that offer goods and

services “any place, any time”. They prefer quick, easy and

convenient self-service, customised options that are easily

accessible, especially via the Internet and mobile devises.

Job insecurity, stagnant wages and declining employer

benefits, as well as concerns about the viability of

government p rogrammes have the new mobi le

generation concerned about its financial future. Facing

this uncertainty, this generation will turn to banks and

7

Chairman’s statement (continued)

Nam-mic Financial Services Holdings | Annual Report 2013

Page 10: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

other financial institutions that can provide tools,

information, resources and products that can help them

navigate their complex financial lives.

We at NFSH support the Namibia Financial Sector

Strategy of Government, and the Namibia Financial

Sector Charter to ensure that necessary reforms are

implemented to extend benefits derived from this sector

to previously disadvantaged Namibians. Even though

progress in this area is slow, it is important to note that

the opportunities in this regard cannot be realised unless

our regulatory framework adapts to accommodate the

forces of change.

In the meantime, NFSH will continue responding to new

market opportunities by creating new niches that can be

served through variable cost business plans. Real-time

production in response to customised demand will be

the norm. How to engage and service the new mobile

generation as financial members and customers will

become a serious challenge. Financial institutions will

have to develop new strategies and technologies for

improving account profitability without alienating the

digital generation customers. We need to turn these

new technologies into insights. Financial institutions not

recognising and responding to these new competitors

risk losing their best customers. Players in the financial

services industry will continue to be under threat if they

do not tackle the challenge of change.

These trends wil l guide NFSH to continue being

relevant to all its customers, including the new mobile

generation. To be successful, we will have to stand up

to the task of offering our clients superior treatment

with services tailored to the specific needs of each type

of customer. We need to strengthen Nam-mic Payment

Solutions (NPS), which we have created for this new

mobile generation. Nam-mic e-money, a cell phone-

based payments service product offered by NPS, will not

only dramatically increase the use of electronic banking

and commerce, it will transform it. It will facilitate

mobile commerce and transactions. Our success and the

very long-term survival of the NFSH Group of Companies

will require both focus and specialisation to attract and

se rve p rof i tab le cus tomer segment s . Through

partnerships and collaboration, we as players in the

industry, will provide the breadth and depth of services

our client base require at an affordable cost.

Acknowledgments

Reflecting in this report on when it all began in 2000,

one realises that we faced many challenges as we

embarked on our journey. Over the past 13 years, we

have striven to remain true to our vision of being a

leading Namibian broad-based economic empowerment

company, creating opportunities for and building and

Chairman’s statement (continued)

The future of financial services will further

depend on engaging and servicing the new

mobile generation, also known as the digital

generation – a tech-savvy group of

individuals who are being brought up using

mobile technologies, Facebook and e-mail.

This customer segment has high service

expectations and expects to interact with

companies that offer goods and services

“any place, any time”.

distributing wealth to all its stakeholders. As we

continue to strive towards living our vision, I would like

to extend a special word of thanks to the staff of the

NFSH group of companies, on behalf of the board and

shareholders, for their loyalty and commitment over the

past 13 years, to satisfy the needs of our members.

To conclude, a special word of thanks to the NFSH board

of directors for their invaluable support and wise counsel

in guiding NFSH through the reporting period. My

sincere gratitude also goes to our shareholders for their

loya l ty, as wel l as Government and Regulatory

institutions, for their excellent working relationships

which enable NFSH to report on yet another successful

year in all respects.

Mr John Shaetonhodi

– Chairman, NFSH

8

Page 11: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Introduction

Financial performance

Operational overview

The 2012 – 2013 financial year will be remembered as a

year in which the Nam-mic Financial Services Holdings

(NFSH) Group and its subsidiaries focussed internally on

its organisational efficiency. The focus areas were to

improve current investment strategies, as well as to

ensure maximum returns for shareholders, whilst

redesigning internal processes in its subsidiary, Nam-mic

Financial Solutions (Pty) Ltd, with the main outcome of

improving customer satisfaction.

NFSH has had a significant growth in profits over

the 2012 / 2013 financial year. At a time where most

companies in the financial sector were under financial

strain and had to reduce costs, some even having to

resort to staff layoffs, we were able to make it through

this time of uncertainty without experiencing any

major difficulties.

NFSH has consistently increased dividend payouts from

a mere N$1.8 million in 2007 to N$12 million after tax

in 2013. This showcases our continued commitment to

give back to our shareholders. Through its strategic

partnerships with NUNW affiliated unions, the NFSH has

through its subsidiary Nam-mic Financial Solutions, paid

out more than N$3.69 million in commission fees to

unions, a sign of a continued growth, which enables

them to strengthen their capacity and institutions to the

benefit of all union members.

Nam-mic Financial Solutions

At Nam-mic Financial Solutions (NFS), we value the

relationship we have with our customers and since

our establishment, have made significant progress

in service delivery by providing cost-effective and

affordable financial products and services from our

investment associate companies to our target market.

NFS has become a significant role-player and inter-

mediary in the emerging financial service sector and

currently, as a strategic partner with Bank Windhoek

(BW Finance), has close to 25,000 customers, both in the

Chief Executive Officer’s report

NFS has become a significant role-player

and intermediary in the emerging financial

service sector and currently as a strategic

partner with Bank Windhoek (BW Finance),

has close to 25,000 customers, both in the

public service and private sector.

Walter E Don

– Chief Executive Officer

9

Page 12: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

public service and private sector. We have grown our

distribution network to 13 branches countrywide. Our

branches are strategically positioned in close proximity

to Bank Windhoek branches, providing members with

easy access to our services and products.

Nam-mic Payment Solutions

Nam-mic Payment Solutions (NPS), a subsidiary of Nam-

mic Financial Services Holdings (NFSH), was established

in 2011 and authorised under the Determination on

Issuing of Electronic Money in Namibia (PSD-3) in terms

of section 14 of the Payment System Management Act,

2003 (Act No. 18 of 2003), to issue a Nam-mic e-money

account as a payment instrument in April 2012.

Nam-mic e-money account holders are able to use their

mobile phone, card and Internet to perform cost-

effective transactions, while having access to various

branchless banking points throughout Namibia.

Account holders are able to make cash withdrawals

and deposits through our participating merchants,

using Nam-mic PoS terminals. In addition, Nam-mic

account card's can also be used as an ATM debit card

on the Bank Windhoek ATM Network to do cash

withdrawals and check their account balance, while

also being able to pay for products and services on the

Bank Windhoek Merchant POS Terminal network.

This mobile phone channel can be used with or without

other channels like a card or the Internet to facilitate

mobile banking type transactions. These include account

creations, person to business payments, person to

person transfers, account queries and payments for

value-added products and services such as airtime,

electricity and bill payment to mention a few. Financial

product and service payments via scheduled stop orders

are also available for products specifically focused at

lower LSM groups as part of thr company’s drive for

financial inclusivity to cater for unbanked and under-

banked persons.

Since April 2012 NPS has been primarily focused on the

rollout of a membership administration manage-

ment system to the NUNW affiliated union, with a

passion for providing financial services and cost

effective banking to members, as well as the previously

marginalised unbanked and under-banked. Members

are incentivised through receiving discounted products

purchased via mobile & card. In 2013 NPS issued in

excess of 30,000 union membership cards, where

members of these unions are also able to use their

membership cards as a form of identity, banking and

loyalty card.

During 2013 – 2014 NPS will continue issuing member-

ship cards to the remaining estimated 45,000 NUNW

union members, while also issuing the Polytechnic of

Namibia Student Cards as a multifunctional card-based

product to over 13,000 Namibian students.

NFSH contribution to Namibia

NFSH, through its subsidiary, Nam-mic Financial Solutions

(Pty) Ltd, an insurance-broking and financial services

intermediary company, addresses the critical shortage

of suitably skilled management and staff in insurance,

banking and consultancy sectors in Namibia in an

innovative way. It has the ability and technical support to

play an important role in the transformation of financial

services in the country.

NFSH is a truly broad based black economic empower-

ment company with more than two-thirds of its shares

owned by NUNW affiliated unions. Mineworkers Union

of Namibia (33.9%), Namibia Public Workers Union

(19.6%) and Namibia Food and Allied Workers Union

(6.5%) hold the investments in NFSH through their

respective investment holdings companies. The National

Teachers Union of Namibia (5%), Namibia Transport and

Allied Workers Union (2.5%) and Namibia Farm Workers

Nam-mic e-money account holders are

able to use their mobile phone, card

and Internet to perform cost-effective

transactions, while having access to

various branchless banking points

throughout Namibia.

Chief Executive Officer’s report(continued)

10

Page 13: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Union (0.8%) are the other union shareholders all

holding their NFSH shares in their investment trusts.

All dividends by NFSH to union shareholders are paid to

the respective investment trusts of each of the union

shareholders. In terms of its objectives, each trust

ploughs back the dividends to its beneficiaries who are

the union members and their families. This includes,

amongst others, education through bursaries, training,

community projects, housing and health programmes

for union members and their families.

Chief Executive Officer’s report(continued)

The incorporation of the NFSH Group is an important

milestone in the development of the Namibian financial

services industry for the citizens of Namibia.

Walter Don

Chief Executive Officer

11

Nam-mic Financial Services Holdings | Annual Report 2013

Page 14: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

12

Executive management team

Walter E Don

– Chief Executive Officer

Meriam Kuvare

– Manager Sales

Michael Hennes

– Chief Financial Officer

Page 15: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Group annual financial statements

Directors' responsibilities and approval

Independent auditor's report

Directors' report

Statement of financial position

Statement of comprehensive income

Statement of changes in equity

Statement of cash flows

Accounting policies

Notes to the annual financial statements

The following supplementary information does not form

part of the annual financial statements and is unaudited:

Detailed statement of comprehensive income

14

15

16

19

22

24

18

20

32

55

Index

Nam-mic Financial Services Holdings | Annual Report 2013

13

Page 16: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Directors' responsibilities and approval

Windhoek

28 October 2013

The directors are required, in terms of the Companies Act of Namibia, to maintain adequate accounting records and are

responsible for the content and integrity of the annual financial statements and related financial information included

in this report. It is their responsibility to ensure that the annual financial statements fairly present the state of affairs of

the group as at the end of the financial year and the results of its operations and cash flows for the period then ended,

in conformity with International Financial Reporting Standards (IFRS). The external auditors are engaged to express an

independent opinion on the annual financial statements.

The annual financial statements are prepared in accordance with International Financial Reporting Standards (IFRS) and

are based upon appropriate accounting policies consistently applied and supported by reasonable and prudent

judgements and estimates.

The directors acknowledge that they are ultimately responsible for the system of internal financial control established

by the group and place considerable importance on maintaining a strong control environment. To enable the directors

to meet these responsibilities, the directors set standards for internal control aimed at reducing the risk of error or loss

in a cost-effective manner. The standards include the proper delegation of responsibilities within a clearly defined

framework, effective accounting procedures and adequate segregation of duties to ensure an acceptable level of risk.

These controls are monitored throughout the group and all employees are required to maintain the highest ethical

standards in ensuring that the group's business is conducted in a manner that in all reasonable circumstances is above

reproach. The focus of risk management in the group is on identifying, assessing, managing and monitoring all known

forms of risk across the group. While operating risk cannot be fully eliminated, the group endeavours to minimise it by

ensuring that appropriate infrastructure, controls, systems and ethical behaviour are applied and managed within

predetermined procedures and constraints.

The directors are of the opinion, based on the information and explanations given by management, that the system of

internal control provides reasonable assurance that the financial records may be relied on for the preparation of the

annual financial statements. However, any system of internal financial control can provide only reasonable, and not

absolute, assurance against material misstatement or loss.

The directors have reviewed the group's cash flow forecast for the year to 30 June 2014 and, in the light of this review

and the current financial position, they are satisfied that the group has, or has access to, adequate resources to

continue in operational existence for the foreseeable future.

The external auditors are responsible for independently reviewing and reporting on the group's annual financial

statements. The annual financial statements have been examined by the group's external auditors and their report is

presented on page 15.

The annual financial statements set out on pages 16 to 54, which have been prepared on the going concern basis, were

approved by the directors and were signed on their behalf by:

for the year ended 30 June 2013

14

Walter Don

Chief Executive Officer

Mr John Shaetonhodi

Chairman

Page 17: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Independent auditor's report

To the members of Nam-mic Financial Services Holdings (Pty) Ltd

We have audited the consolidated and separate annual financial statements of Nam-Mic Financial Services Holdings

(Pty) Ltd, which comprise the statement of financial position as at 30 June 2013; the statements of comprehensive

income; statement of changes in equity and cash flows for the year then ended; a summary of significant accounting

policies and other explanatory information; and the directors' report as set out on pages 16 to 54.

Directors' responsibility for the financial statements

The company's directors are responsible for the preparation and fair presentation of these financial statements in

accordance with International Financial Reporting Standards (IFRS) and in the manner required by the Companies Act

of Namibia, and for such internal control as the directors determine is necessary to enable the preparation of

financial statements that are free from material misstatements, whether due to fraud or error.

Auditor’s responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit

in accordance with International Standards on Auditing. Those standards require that we comply with ethical

requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are

free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial

statements. The procedures selected depend on the auditor's judgement, including the assessment of the risks of

material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments,

the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial

statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of

expressing an opinion on the effectiveness of the entity's internal control. An audit also includes evaluating the

appropriateness of accounting policies used and the reasonableness of accounting estimates made by management,

as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our

audit opinion.

Opinion

In our opinion, the consolidated and separate annual financial statements present fairly, in all material respects, the

financial position of Nam-Mic Financial Services Holdings (Pty) Ltd as at 30 June 2013, and its financial performance

and its cash flows for the year then ended in accordance with International Financial Reporting Standards and in the

manner required by the Companies Act of Namibia.

Other matter

Without qualifying our opinion, we draw attention to the fact that the supplementary information set out on pages

55 to 56 does not form part of the financial statements and is presented as additional information. We have not

audited this information and accordingly do not express an opinion thereon.

PricewaterhouseCoopers

Registered Accountants and Auditors

Chartered Accountants (Namibia)

Per: Nangula Uaandja

Partner

Windhoek

for the year ended 30 June 2013

15

Nam-mic Financial Services Holdings | Annual Report 2013

Page 18: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Directors' report

The directors submit their report for the year ended 30 June 2013.

1. Review of activities

Main business and operations

The company is an investment holding company and its principal activity is investing in the financial services industry.

The operating results and state of affairs of the company are fully set out in the attached annual financial statements

and do not, in our opinion, require any further comment.

Net profit of the group was N$84,132,318 (2012: N$67,572,373 profit) after taxation of N$(121,189) (2012: N$(138,723)).

2. Events after the reporting period

The directors are not aware of any matter or circumstance arising since the end of the financial year which may have a

material effect on these financial statements.

3. Authorised and issued share capital

There were no changes in the authorised share capital of the group during the year under review.

The company re-aquired 84 of its own shares at a par value of N$0.01 per share at a premium of N$12,773.49 per share.

4. Dividends

Dividends of N$11,979,000 (2012: N$12,000,000) were declared during the year under review. This amounts to N$598.95

per share (2012: N$600 per share).

5. Directors

The directors of the company during the year and to the date of this report are as follows:

6. Secretary

The Company Secretary is Hellmut von Ludwiger of:

Business address:th 5 Floor CIH House

Kasino Street

Windhoek

Namibia

Name

D Namalenga

C U Pandeni

J M Shaetonhodi

J J Swanepoel

J C Brandt

J N Nghifindaka

B G M Haingura

H Villet

M Ikanga

A J Basson

R M Saunderson

Nationality

Namibian

Namibian

Namibian

Namibian

Namibian

Namibian

Namibian

Namibian

Namibian

Namibian

Namibian

Changes

Resigned 1 August 2012

Resigned 21 January 2013

Appointed 1 August 2012

Appointed 24 April 2013

for the year ended 30 June 2013

Postal address:

P O Box 15

Windhoek

Namibia

16

Page 19: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Directors' report

7. Interest in subsidiaries and associates

The holding company's interest in the net aggregate (loss) / profit after tax incurred by Nam-mic Financial

Solutions (Pty) Ltd amounted to N$312,487 (2012: N$294,695) and for Nam-mic Payment Solutions (Pty) Ltd a loss of

(N$7,009,027) (2012: (N$ 4,006,013)).

Details of the company's investment in subsidiaries and associates are set out in notes 8 and 9.

8. Auditors

PricewaterhouseCoopers will continue in office in accordance with section 278(2) of the Companies Act of Namibia.

9. Shareholders

During the year the shareholders of the company were Namibia Mineworkers Investments Holding Company,

Capricorn Investment Holdings Limited, Namibia Transport and Allied Workers Union, Namibia National

Teachers Union, Namibia Farm Workers Union, Nafau Investment Holding Company (Pty) Ltd and Effort Investment

Holdings (Pty) Ltd.

All these companies or unions are registered in the Republic of Namibia.

Name of subsidiary Nature of business Country of incorporation

Nam-mic Financial Solutions (Pty) Ltd Broking services Namibia

Nam-mic Payment Solutions (Pty) Ltd Administration of payment systems Namibia

for the year ended 30 June 2013

Nam-mic Financial Solutions

(Pty) Ltd

Nam-mic Payment Solutions

(Pty) Ltd

Bank Windhoek Holdings

Limited

Santam Namibia Limited

Capricorn Asset Management

(Pty) Ltd

Sanlam Namibia Holdings

(Pty) Ltd

100.00%

86.00%

9.51%

12.05%

19.93%

16.43%

100.00%

86.00%

10.55%

12.05%

19.93%

16.43%

429,940

8,571,121

-

-

-

-

1,040,919

2,249,279

-

-

-

-

2012 20132013 2012

Issued ordinary share capital

Percentage held

Net indebtedness (to) / by:

Name of subsidiary or associate

100

2,163,891

466,745,000

8,307,000

1,000,552

160,665,000

100

2,163,891

102,114,000

8,307,000

1,000,552

160,665,000

2013 2012

17

Nam-mic Financial Services Holdings | Annual Report 2013

Page 20: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Statement of financial position

for the year ended 30 June 2013

Assets

Non-current assets

Property, plant and equipment

Intangible assets

Investments in subsidiaries

Investments in associates

Deferred tax asset

Current assets

Inventories

Loans to subsidiaries

Current tax receivable

Trade and other receivables

Cash and cash equivalents

Total assets

Equity and liabilities

Equity

Equity attributable to equity holders

of parent

Share capital

Reserves

Retained income

Non-controlling interest

Liabilities

Non-current liabilities

Other financial liabilities

Finance lease obligation

Current liabilities

Other financial liabilities

Trade and other payables

Provisions

Operating lease liability

Loan from CellCard Holdings

Bank overdraft

Total liabilities

Total equity and liabilities

1,965,075

2,389,990

-

328,809,485

54,397

333,218,947

587,367

-

671,996

1,322,084

50,084,456

52,665,903

385,884,850

6,927,126

5,058,277

316,370,890

328,356,293

351,973

328,708,266

31,216,176

-

31,216,176

8,062,628

9,743,240

167,631

911

254,765

7,731,230

25,960,405

57,176,581

385,884,847

2,632,781

3,286,773

-

268,109,036

91,049

274,119,639

514,192

-

567,435

1,072,173

37,659,110

39,812,910

313,932,549

8,000,100

3,252,570

244,217,572

255,470,242

351,973

255,822,215

39,293,348

72,120

39,365,468

6,648,805

3,902,581

23,050

38,664

232,591

7,899,175

18,744,866

58,110,334

313,932,549

-

-

100

128,190,729

-

128,190,829

-

429,939

-

349,724

44,670,978

45,450,641

173,641,470

6,927,126

-

120,476,735

127,403,861

-

127,403,861

31,216,176

-

31,216,176

8,062,628

6,958,805

-

-

-

-

15,021,433

46,237,609

173,641,470

-

-

2,148,127

128,190,729

-

130,338,856

-

3,288,898

-

212,874

32,809,120

36,310,892

166,649,748

8,000,100

-

111,240,772

119,240,872

-

119,240,872

39,293,348

-

39,293,348

6,648,805

1,466,723

-

-

-

-

8,115,528

47,408,876

166,649,748

2012N$'000

2013N$'000

2013N$'000

2012N$'000

Group Company

Name of subsidiary or associate

6

7

8

9

12

13

10

20

14

15

16

17

18

17

21

19

15

Notes

18

Page 21: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Statement of comprehensive income

for the year ended 30 June 2013

Revenue

Cost of sales

Gross profit

Other income

Operating expenses

Operating (loss) profit

Investment revenue

Share of profit of associates

Gain on dilution of interest in associate

Finance costs

Profit before taxation

Taxation

Profit for the year

Other comprehensive income:

Items that may be reclassified subsequent to profit

or loss:

Share of comprehensive income of associates

Reclassification to profit and loss due to

dilution of interest in associate

Other comprehensive income for the year net

of taxation

Total comprehensive income for the year

Profit attributable to:

Owners of the parent

Non-controlling interest

14,787,244

(6,363,653)

8,423,591

350,883

(21,534,711)

(12,760,237)

1,957,474

86,318,681

12,540,434

(3,802,845)

84,253,507

(121,189)

84,132,318

2,358,872

(553,165)

1,805,707

85,938,025

84,132,318

-

84,132,318

12,333,084

(3,767,114)

8,565,970

2,518,715

(13,307,634)

(2,222,949)

1,533,446

71,951,134

-

(3,550,535)

67,711,096

(138,723)

67,572,373

1,480,693

-

1,480,693

69,053,066

67,572,373

-

67,572,373

-

-

-

-

(17,779,629)

(17,779,629)

41,762,867

-

-

(2,768,275)

21,214,963

-

21,214,963

-

-

-

21,214,963

21,214,963

-

21,214,963

-

-

-

2,408,813

(1,230,133)

1,178,680

36,764,874

-

-

(3,315,659)

34,627,895

-

34,627,895

-

-

-

34,627,895

34,627,895

-

34,627,895

2012N$'000

2013N$'000

2013N$'000

2012N$'000

Group Company

23

24

30

25

26

34

27

28

Notes

19

Nam-mic Financial Services Holdings | Annual Report 2013

Page 22: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Statement of changes in equity

for the year ended 30 June 2013

Group

Balance at 1 July 2011

Profit for the year

Other comprehensive

income

Total comprehensive income

for the year

Non-controlling interest

Dividends

Total contributions by and

distributions to owners of

company recognised directly

in equity

Balance at 1 July 2012

Profit for the year

Other comprehensive income

Total comprehensive income

for the year

Purchase of own shares

Dividends

Total contributions by and

distributions to owners of

company recognised directly

in equity

Balance at 30 June 2013

Note

188,645,199

67,572,373

-

67,572,373

-

(12,000,000)

(12,000,000)

244,217,572

84,132,318

-

84,132,318

-

(11,979,000)

(11,979,000)

316,370,890

198,417,176

67,572,373

1,480,693

69,053,066

-

(12,000,000)

(12,000,000)

255,470,242

84,132,318

1,805,707

85,938,025

(1,072,974)

(11,979,000)

(13,051,974)

328,356,293

-

-

-

-

351,973

-

351,973

351,973

-

-

-

-

-

-

351,973

198,417,176

67,572,373

1,480,693

69,053,066

351,973

(12,000,000)

(11,648,027)

255,822,215

84,132,318

1,805,707

85,938,025

(1,072,974)

(11,979,000)

(13,051,974)

328,708,266

N$'000 N$'000N$'000 N$'000

Retained income

Total attributable

to equity holders of the group/company

Non-controlling

interest

Total equity

8,000,100

-

-

-

-

-

-

8,000,100

-

-

-

(1,072,974)

-

(1,072,974)

6,927,126

16

1,771,877

-

1,480,693

1,480,693

-

-

-

3,252,570

-

1,805,707

1,805,707

-

-

-

5,058,277

N$'000N$'000

Share capital

Fair value adjustment

assets-available-for-sale reserve

20

Page 23: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Statement of changes in equity

for the year ended 30 June 2013

Company

Balance at 1 July 2011

Total comprehensive income

for the year

Total comprehensive income

for the year

Dividends

Total contributions by and

distributions to owners of

company recognised directly

in equity

Balance at 1 July 2012

Total comprehensive income

for the year

Total comprehensive income

for the year

Purchase of own shares

Dividends

Total contributions by and

distributions to owners of

company recognised directly

in equity

Balance at 30 June 2013

Note

88,612,877

34,627,895

34,627,895

(12,000,000)

(12,000,000)

111,240,772

21,214,963

21,214,963

-

(11,979,000)

(11,979,000)

120,476,735

96,612,977

34,627,895

34,627,895

(12,000,000)

(12,000,000)

119,240,872

21,214,963

21,214,963

(1,072,974)

(11,979,000)

(13,051,974)

127,403,861

-

-

-

-

-

-

-

-

-

-

-

-

96,612,977

34,627,895

34,627,895

(12,000,000)

(12,000,000)

119,240,872

21,214,963

21,214,963

(1,072,974)

(11,979,000)

(13,051,974)

127,403,861

N$'000 N$'000N$'000 N$'000

Retained income

Total attributable

to equity holders of the group/company

Non-controlling

interest

Total equity

8,000,100

-

-

-

-

8,000,100

-

-

(1,072,974)

-

(1,072,974)

6,927,126

16

-

-

-

-

-

-

-

-

-

-

-

-

N$'000N$'000

Share capital

Fair value adjustment

assets-available-for-sale reserve

21

Nam-mic Financial Services Holdings | Annual Report 2013

Page 24: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Statement of cash flows

for the year ended 30 June 2013

Cash flows from operating activities

Cash receipts from customers

Cash paid to suppliers and employees

Cash used in operations

Interest income

Dividends received

Finance costs

Tax paid

Net cash from operating activities

Cash flows from investing activities

Purchase of property, plant and equipment

Sale of property, plant and equipment

Purchase of other intangible assets

Sale of financial asset

Increase in shareholding in associates

Net proceeds to intercompany loans

Net cash from investing activities

Cash flows from financing activities

Reduction of share capital or buyback of shares

Repayment of other financial liabilities

Movement in operating lease liability

Finance lease payments

Proceeds from related party loan

Dividends paid

Net cash from financing activities

Total cash, cash equivalents and bank

overdrafts movement for the year

Cash, cash equivalents and bank overdrafts at

the beginning of the year

Total cash, cash equivalents and bank

overdrafts at end of the year

14,605,064

19,872,970

34,478,034

503,043

1,454,431

(3,802,845)

(189,098)

32,443,565

(17,701)

9,176

(38,727)

-

-

-

(47,252)

(1,072,974)

(6,663,349)

(37,753)

(72,120)

22,174

(11,979,000)

(19,803,022)

12,593,291

29,759,935

42,353,226

15,074,674

19,346,191

34,420,865

103,224

1,430,233

(3,550,535)

(131,487)

32,272,300

(2,760,561)

22,852

(3,727,635)

2,408,811

(10,808,812)

-

(14,865,345)

-

(6,300,162)

16,505

(53,574)

232,589

(12,000,000)

(18,104,642)

(697,687)

30,457,622

29,759,935

(136,850)

(1,914,350)

(2,051,200)

344,454

41,762,867

(2,768,275)

-

37,287,846

-

-

-

-

-

(5,710,665)

(5,710,665)

(1,072,974)

(6,663,349)

-

-

-

(11,979,000)

(19,715,323)

11,861,858

32,809,120

44,670,978

344

(2,170,823)

(2,170,479)

39,323

36,725,551

(3,315,659)

-

31,278,736

-

-

-

2,408,811

(11,873,615)

-

(9,464,804)

-

(6,300,162)

-

-

-

(12,000,000)

(17,809,130)

4,004,802

28,804,318

32,809,120

2012N$'000

2013N$'000

2013N$'000

2012N$'000

Group Company

31

26

26

27

32

6

6

7

16

22

18

33

15

Notes

22

Page 25: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Accounting policies

1. Basis of preparation

The consolidated annual financial statements have been prepared in accordance with International Financial Reporting

Standards (IFRS) and IFRIC Interpretations issued and effective as at the time of preparing these statements. The

consolidated annual financial statements have been prepared on the historical cost basis.

The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates.

It also requires management to exercise its judgment in the process of applying the group's accounting policies. The

areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to

the consolidated financial statements, are disclosed in the notes.

These accounting policies are consistent with the previous period.

1.1 Consolidation

Basis of consolidation

The consolidated annual financial statements incorporate the annual financial statements of the company and all

entities, including special purpose entities, which are controlled by the company.

Control exists when the company has the power to govern the financial and operating policies of an entity so as to

obtain benefits from its activities.

Subsidiaries

Subsidiaries are all entities (including special purpose entities) over which the group has the power to govern the

financial and operating policies generally accompanying a shareholding of more than one-half of the voting rights. The

existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing

whether the group controls another entity. Subsidiaries are fully consolidated from the date on which control is

transferred to the group. They are de-consolidated from the date that control ceases.

The purchase method of accounting is used to account for the acquisition of subsidiaries by the group. The cost of an

acquisition is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed

at the date of exchange, plus costs directly attributable to the acquisition. Identifiable assets acquired and liabilities and

contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date,

irrespective of the extent of any minority interest. The excess of the cost of acquisition over the fair value of the group's

share of the identifiable net assets acquired is recorded as goodwill. If the cost of acquisition is less than the fair value of

the net assets of the subsidiary acquired, the difference is recognised directly in the income statement.

The intercompany transactions, balances and unrealised gains on transactions between group companies are eliminated.

Unrealised losses are also eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure

consistency with the policies adopted by the group.

The results of subsidiaries are included in the consolidated annual financial statements from the effective date of

acquisition to the effective date of disposal.

Investment in associates

Associates are all entities over which the group has significant influence, but not control, generally accompanying a

shareholding of between 20% and 50% of the voting rights. Investments in associates are accounted for using the equity

method of accounting and are initially recognised at cost. The group's investment in associates includes goodwill

identified on acquisition, net of any accumulated impairment loss.

The group's share of its associates' post-acquisition profits or losses is recognised in the income statement, and its share

of post-acquisition movements in reserves is recognised in reserves. The cumulative post-acquisition movements are

adjusted against the carrying amount of the investment. When the group's share of losses in an associate equals or

exceeds its interest in the associate, including any other unsecured receivables, the group does not recognise further

losses unless it has incurred obligations or made payments on behalf of the associate.

for the year ended 30 June 2013

23

Nam-mic Financial Services Holdings | Annual Report 2013

Page 26: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Accounting policies

1.1 Consolidation (continued)

Unrealised gains on transactions between the group and its associates are eliminated to the extent of the group's

interest in the associates. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment

of the asset transferred. Accounting policies of associates have been changed where necessary to ensure consistency with

the policies adopted by the group. Dilution gains and losses arising in investments in associates are recognised in the

income statement.

An investment in associate is accounted for using the equity method, except when the investment is classified as held-

for-sale in accordance with IFRS 5 Non-current Assets Held-For-Sale and discontinued operations. Under the equity

method, investments in associates are carried in the consolidated statement of financial position at cost adjusted for

post-acquisition changes in the group's share of net assets of the associate, less any impairment losses.

Losses in an associate in excess of the group's interest in that associate are recognised only to the extent that the group

has incurred a legal or constructive obligation to make payments on behalf of the associate.

Any goodwill on acquisition of an associate is included in the carrying amount of the investment; however a gain on

acquisition is recognised immediately in profit or loss.

When the group reduces its level of significant influence or loses significant influence, the group proportionately

reclassifies the related items which were previously accumulated in equity through other comprehensive income to profit

or loss as a reclassification adjustment. In such cases, if an investment remains, that investment is measured to fair value,

with the fair value adjustment being recognised in profit or loss as part of the gain or loss on disposal.

Interests in subsidiaries and associates

In the company's financial statements, investments in subsidiaries and associates are carried at cost less accumulated

impairments.

1.2 Property, plant and equipment

The cost of an item of property, plant and equipment is recognised as an asset when:

! it is probable that future economic benefits associated with the item will flow to the company; and

! the cost of the item can be measured reliably.

Property, plant and equipment is initially measured at cost.

Costs include costs incurred initially to acquire or construct an item of property, plant and equipment and costs incurred

subsequently to add to, replace part of, or service it. If a replacement cost is recognised in the carrying amount of an

item of property, plant and equipment, the carrying amount of the replaced part is derecognised. All other repairs and

maintenance are charged to the income statement during the financial period in which they are incurred.

Property, plant and equipment are carried at cost less accumulated depreciation and any impairment losses.

Land is not depreciated. Property, plant and equipment are depreciated over their expected useful lives to their

estimated residual value.

Property, plant and equipment is carried at cost less accumulated depreciation and any impairment losses.

The useful lives of items of property, plant and equipment have been assessed as follows:

Item Average useful life

Furniture and fixtures 5 years

Motor vehicles 5 years

IT equipment 3 – 4 years

Other property, plant and equipment 5 – 7 years

for the year ended 30 June 2013

24

Page 27: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Accounting policies

1.2 Property, plant and equipment (continued)

The residual value, useful life and depreciation method of each asset are reviewed, and adjusted if appropriate, at the

end of each reporting period. If the expectations differ from previous estimates, the change is accounted for as a change

in accounting estimate.

Assets that are subject to depreciation are reviewed for impairment whenever events or changes in circumstances

indicate that the carrying amount may not be recoverable. An asset's carrying amount is written down immediately to its

recoverable amount if the asset's carrying amount is greater than its estimated recoverable amount. The recoverable

amount is the greater of the asset's fair value less cost to sell and value in use.

Gains and losses on disposal are determined by comparing proceeds with carrying amount. These are included in the

income statement.

1.3 Intangible assets

An intangible asset is recognised when:! it is probable that the expected future economic benefits that are attributable to the asset will flow to the

entity; and! the cost of the asset can be measured reliably.

Intangible assets are initially recognised at cost.

Expenditure on research (or on the research phase of an internal project) is recognised as an expense when it is incurred.

The amortisation period and the amortisation method for intangible assets are reviewed every period-end.

Amortisation is provided to write down the intangible assets, on a straight line basis, to their residual values as follows:

Computer software 4 years

Software and implementation fees 5 years

1.4 Financial instruments

Classification

The group classifies financial assets and financial liabilities into the following categories:! Loans and receivables! Financial liabilities measured at amortised cost

Classification depends on the purpose for which the financial instruments were obtained/incurred and takes place at

initial recognition. Classification is reassessed on an annual basis.

Initial recognition and measurement

Financial instruments are recognised initially when the group becomes a party to the contractual provisions of the

instruments.

Financial instruments are measured initially at fair value.

For financial instruments which are not at fair value through profit or loss, transaction costs are included in the initial

measurement of the instrument.

Regular way purchases of financial assets are accounted for at trade date.

Subsequent measurement

Loans and receivables are subsequently measured at amortised cost, using the effective interest method, less

accumulated impairment losses.

for the year ended 30 June 2013

25

Nam-mic Financial Services Holdings | Annual Report 2013

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Accounting policies

1.4 Financial instruments (continued)

Subsequent measurement (continued)

Financial liabilities at amortised cost are subsequently measured at amortised cost, using the effective interest method.

Derecognition

Financial assets are derecognised when the rights to receive cash flows from the investments have expired or have been

transferred and the group has transferred substantially all risks and rewards of ownership.

Impairment of financial assets

(a) Assets carried at amortised costs

The group assesses at each balance sheet date whether there is objective evidence that a financial asset or group of

financial assets is impaired. A financial asset or a group of financial assets is impaired and impairment losses are incurred

if, and only if, there is objective evidence of impairment as a result of one or more events that occurred after the initial

recognition of the asset (a 'loss event') and that loss event (or events) has an impact on the estimated future cash flows

of the financial asset or group of financial assets that can be reliably estimated. Objective evidence that a financial asset

or group of assets is impaired includes observable data that comes to the attention of the group about the following loss

events:

(i) Significant financial difficulty of the issuer or obligor;

(ii) a breach of contract, such as a default or delinquency in interest or principal payments;

(iii) the group granting to the borrower, for economic or legal reasons relating to the borrower's financial difficulty,

a concession that the lender would not otherwise consider;

(iv) it becomes probable that the borrower will enter bankruptcy or other financial reorganisation;

(v) an active market for that financial asset disappears because of financial difficulties; or

(vi) observable data indicates that there is a measurable decrease in the estimated future cash flows from a group

of financial assets since the initial recognition of those assets, although the decrease cannot yet be identified

with the individual financial assets in the group, including:

– adverse changes in the payment status of borrowers in the group; or

– national or local economic conditions that correlate with defaults on the assets in the group.

The group first assesses whether objective evidence of impairment exists individually for financial assets that are

individually significant, and individually or collectively for financial assets that are not individually significant. If the

group determines that no objective evidence of impairment exists for an individually assessed financial asset, whether

significant or not, it includes the asset in a group of financial assets with similar credit risk characteristics and collectively

assesses them for impairment. Assets that are individually assessed for impairment and for which an impairment loss is or

continues to be recognised are not included in a collective assessment of impairment.

The calculation of the present value of the estimated future cash flows of a collateralised financial asset reflects the

cash flows that may result from foreclosure less costs for obtaining and selling the collateral, whether or not foreclosure

is probable.

For the purposes of a collective evaluation of impairment, financial assets are grouped on the basis of similar credit risk

characteristics (i.e. on the basis of the group's grading process that considers asset type, industry, geographical location,

collateral type, past due status and other relevant factors). Those characteristics are relevant to the estimation of future

cash flows for groups of such assets by being indicative of the debtors' ability to pay all amounts due according to the

contractual terms of the assets being evaluated.

Future cash flows in a group of financial assets that are collectively evaluated for impairment are estimated on the basis

of the contractual cash flows of the assets in the group and historical loss experience for assets with credit risk

characteristics similar to those in the group. Historical loss experience is adjusted on the basis of current observable data

to reflect the effects of current conditions that did not affect the period on which the historical loss experience is based

and to remove the effects of conditions in the historical period that do not exist currently.

for the year ended 30 June 2013

26

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Accounting policies

1.4 Financial instruments (continued)

Estimates of changes in future cash flows for groups of assets should reflect and be directionally consistent with changes

in related observable data from period to period (for example, changes in unemployment rates, property prices, payment

status or other factors indicative of changes in the probability of losses in the group and their magnitude). The

methodology and assumptions used for estimating future cash flows are reviewed regularly by the group to reduce any

differences between loss estimates and actual loss experience.

When a loan is uncollectible, it is written off against the related provision for loan impairment. Such loans are written

off after all the necessary procedures have been followed and the amount of the loss has been determined. Subsequent

recoveries of amounts previously written off decrease the amount of the provision for loan impairment in the

income statement.

If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an

event occurring after the impairment was recognised (such as an improvement in the debtor's credit rating), the

previously recognised impairment loss is reversed by adjusting the allowance account. The amount of the reversal is

recognised in the income statement.

Impairment losses are recognised in profit or loss.

Loans to (from) group companies

These include loans to and from holding companies, fellow subsidiaries, subsidiaries, joint ventures and associates and

are recognised initially at fair value plus direct transaction costs.

Loans to group companies are classified as loans and receivables.

Loans from group companies are classified as financial liabilities measured at amortised cost.

Loans to managers and employees

These financial assets are classified as loans and receivables. Trade and other receivables

Trade and other receivables

Trade receivables are measured at initial recognition at fair value and are subsequently measured at amortised cost using

the effective interest rate method. Appropriate allowances for estimated irrecoverable amounts are recognised in profit

or loss when there is objective evidence that the asset is impaired. Significant financial difficulties of the debtor,

probability that the debtor will enter bankruptcy or financial reorganisation, and default or delinquency in payments

(more than 30 days overdue) are considered indicators that the trade receivable is impaired. The allowance recognised is

measured as the difference between the asset's carrying amount and the present value of estimated future cash flows

discounted at the effective interest rate computed at initial recognition.

Trade and other receivables are classified as loans and receivables.

Trade and other payables

Trade payables are initially measured at fair value and are subsequently measured at amortised cost, using the effective

interest rate method.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and demand deposits and other short-term highly liquid investments

that are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. These

are initially and subsequently recorded at fair value.

Bank overdraft and borrowings

Bank overdrafts and borrowings are initially measured at fair value and are subsequently measured at amortised cost,

using the effective interest rate method. Any difference between the proceeds (net of transaction costs) and the

settlement or redemption of borrowings is recognised over the term of the borrowings in accordance with the group's

accounting policy for borrowing costs.

for the year ended 30 June 2013

27

Nam-mic Financial Services Holdings | Annual Report 2013

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Accounting policies

1.5 Income tax

Deferred tax assets and liabilities

A deferred tax liability is recognised for all taxable temporary differences, except to the extent that the deferred tax

liability arises from the initial recognition of an asset or liability in a transaction which at the time of the transaction,

affects neither accounting profit nor taxable profit (tax loss).

A deferred tax asset is recognised for all deductible temporary differences to the extent that it is probable that taxable

profit will be available against which the deductible temporary difference can be utilised. A deferred tax asset is not

recognised when it arises from the initial recognition of an asset or liability in a transaction at the time of the

transaction, affects neither accounting profit nor taxable profit (tax loss).

A deferred tax asset is recognised for carrying forward unused tax losses to the extent that it is probable that future

taxable profit will be available against which the unused tax losses can be utilised.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is

realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by

the end of the reporting period.

Income tax expenses

Current and deferred taxes are recognised as income or an expense and included in profit or loss for the period, except

to the extent that the tax arises from:! a transaction or event which is recognised, in the same or a different period, to other comprehensive income; or! a business combination.

Current tax and deferred taxes are charged or credited to other comprehensive income if the tax relates to items that are

credited or charged, in the same or a different period, to other comprehensive income.

Current tax and deferred taxes are charged or credited directly to equity if the tax relates to items that are credited or

charged, in the same or a different period, directly in equity.

1.6 Leases

A lease is classified as a finance lease if it transfers substantially all the risks and rewards incidental to ownership. A lease

is classified as an operating lease if it does not transfer substantially all the risks and rewards incidental to ownership.

Finance leases – lessee

Finance leases are recognised as assets and liabilities in the statement of financial position at amounts equal to the fair

value of the leased property or, if lower, the present value of the minimum lease payments. The corresponding liability to

the lessor is included in the statement of financial position as a finance lease obligation.

The discount rate used in calculating the present value of the minimum lease payments is the interest rate implicit in

the lease.

The lease payments are apportioned between the finance charge and reduction of the outstanding liability. The finance

charge is allocated to each period during the lease term so as to produce a constant periodic rate on the remaining

balance of the liability.

Operating leases – lessee

Operating lease payments are recognised as expenses on a straight-line basis over the lease term. The difference

between the amounts recognised as an expense and the contractual payments are recognised as an operating lease

asset. This liability is not discounted.

When an operating lease is terminated before the lease period has expired, any payment required to be made to the

lessor by way of penalty is recognised as an expense in the period in which termination takes place.

for the year ended 30 June 2013

28

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Accounting policies

1.7 Inventories

Inventories are measured at the lower of cost and net realisable value.

Net realisable value is the estimated selling price in the ordinary course of business less applicable variable selling

expenses.

The cost of inventories comprises of all costs of purchase, costs of conversion and other costs incurred in bringing the

inventories to their present location and condition.

When inventories are sold, the carrying amounts of those inventories are recognised as expenses in the period in which

the related revenue are recognised. The amount of any write-down of inventories to net realisable value and all losses of

inventories are recognised as expenses in the period the write-down or loss occurs. The amount of any reversal of any

write-down of inventories, arising from an increase in net realisable value, is recognised as a reduction in the amount of

inventories recognised as an expense in the period in which the reversal occurs.

1.8 Impairment of non-financial assets

The group assesses at each end of the reporting period whether there is any indication that an asset may be impaired. If

any such indication exists, the group estimates the recoverable amount of the asset.

Irrespective of whether there is any indication of impairment, the group also:! tests intangible assets with an indefinite useful life or intangible assets not yet available for use for impairment

annually by comparing its carrying amount with its recoverable amount. This impairment test is performed

during the annual period and at the same time every period; ! tests goodwill acquired in a business combination for impairment annually.

If there is any indication that an asset may be impaired, the recoverable amount is estimated for the individual asset. If it

is not possible to estimate the recoverable amount of the individual asset, the recoverable amount of the cash-

generating unit to which the asset belongs is determined.

The recoverable amount of an asset or a cash-generating unit is the higher of its fair value less costs to sell and its value

in use.

If the recoverable amount of an asset is less than its carrying amount, the carrying amount of the asset is reduced to its

recoverable amount. That reduction is an impairment loss.

An impairment loss of assets carried at cost less any accumulated depreciation or amortisation is recognised immediately

in profit or loss.

Goodwill acquired in a business combination is, from the acquisition date, allocated to each of the cash-generating units,

or groups of cash-generating units, that are expected to benefit from the synergies of the combination, irrespective of

whether other assets or liabilities of the acquiree are assigned to those units or groups of units.

An impairment loss is recognised for cash-generating units if the recoverable amount of the unit is less than the carrying

amount of the units. The impairment loss is allocated to reduce the carrying amount of the assets of the unit in the

following order:! first to reduce the carrying amount of any goodwill allocated to the cash-generating unit; and! second to the other assets of the unit, pro rata on the basis of the carrying amount of each asset in the unit.

An entity assesses at each reporting date whether there is any indication that an impairment loss recognised in prior

periods for assets other than goodwill may no longer exist or may have decreased. If any such indication exists, the

recoverable amounts of those assets are estimated.

for the year ended 30 June 2013

29

Nam-mic Financial Services Holdings | Annual Report 2013

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Accounting policies

1.8 Impairment of non-financial assets (continued)

The increased carrying amount of an asset other than goodwill attributable to a reversal of an impairment loss does not

exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset in

prior periods.

A reversal of an impairment loss of assets carried at cost less accumulated depreciation or amortisation other than

goodwill is recognised immediately in profit or loss.

1.9 Share capital and equity

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of

its liabilities.

Ordinary shares are classified as equity.

1.10 Employee benefits

Short-term employee benefits

The cost of short-term employee benefits (those payable within 12 months after the service is rendered, such as paid

vacation leave and sick leave, bonuses and non-monetary benefits such as medical care) is recognised in the period in

which the service is rendered and is not discounted.

The expected cost of compensated absences is recognised as an expense as the employees render services that increase

their entitlement or, in the case of non-accumulating absences, when the absence occurs.

The expected cost of bonus payments is recognised as an expense when there is a legal or constructive obligation to

make such payments as a result of past performance.

Defined contribution plans

A defined contribution plan is a pension plan under which the group pays fixed contributions into a separate entity.

The company has no legal or constructive obligations to pay further contributions if the fund does not hold sufficient

assets to pay all employees the benefits relating to employee service in the current and prior periods.

Payments to defined contribution retirement benefit plans are charged as an expense as they fall due. The company has

no further payment obligations once the contributions have been paid.

Payments made to industry-managed retirement benefit schemes (or state plans) are dealt with as defined contribution

plans where the group's obligation under the schemes is equivalent to those arising in a defined contribution retirement

benefit plan.

1.11 Provisions and contingencies

Provisions are recognised when:! the group has a present obligation as a result of a past event;! it is probable that an outflow of resources embodying economic benefits will be required to settle the

obligation; and! a reliable estimate can be made of the obligation.

1.12 Revenue

Revenue from the sale of goods is recognised when all the following conditions have been satisfied:! the group has transferred to the buyer the significant risks and rewards of ownership of the goods;! the group retains neither continuing managerial involvement to the degree usually associated with ownership

nor effective control over the goods sold;

for the year ended 30 June 2013

30

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Accounting policies

1.12 Revenue (continued)

! the amount of revenue can be measured reliably;! it is probable that the economic benefits associated with the transaction will flow to the group; and! the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Revenue is measured at the fair value of the consideration received or receivable and represents the amounts receivable

for goods and services provided in the normal course of business, net of trade discounts and volume rebates, and value

added tax.

Revenue consists of:

– revenue from the sale of prepaid electricity;

– revenue from the sale of airtime;

– transaction fees from card usage;

– revenue from issuing membership cards;

– commission on life, legal and risk policies; and

– commission on microloans.

Interest is recognised in profit or loss, using the effective interest rate method.

Royalties are recognised on the accrual basis in accordance with the substance of the relevant agreements.

Dividends are recognised in profit or loss, when the company's right to receive payment has been established.

Service fees included in the price of the product are recognised as revenue over the period during which the service

is performed.

1.13 Cost of sales

The related cost of providing services recognised as revenue in the current period is included in cost of sales.

Contract costs comprise:! costs that relate directly to the specific contract;! costs that are attributable to contract activity in general and can be allocated to the contract; and! such other costs as are specifically chargeable to the customer under the terms of the contract.

1.14 Borrowing costs

Borrowing costs are recognised initially at fair value, being their issue proceeds (fair value of consideration received) net

of transaction costs incurred. Borrowings are subsequently stated at amortised cost; any difference between proceeds net

of transaction costs and the redemption value is recognised in the statement of comprehensive income over the period

of the borrowings using the effective interest method.

1.15 Offsetting financial instruments

Financial assets and liabilities are offset and the net amount reported in the statement of financial position when there is

a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis, or realise

the asset and settle the liability simultaneously.

for the year ended 30 June 2013

31

Nam-mic Financial Services Holdings | Annual Report 2013

Page 34: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Notes to the annual financial statements

for the year ended 30 June 2013

2. New standards and interpretations

2.1 Standards and interpretations effective and adopted in the current year

In the current year, the group has adopted the following standards and interpretations that are effective for the current

financial year and are relevant to its operations:

3. Risk management

Capital risk management

The group's objectives when managing capital are to safeguard the group's ability to continue as a going concern in

order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital

structure to reduce the cost of capital.

The capital structure of the group consists of debt, which includes the borrowings (excluding derivative financial

liabilities) disclosed in notes 10, 17 and 18, cash and cash equivalents disclosed in note 15 and equity as disclosed in the

statement of financial position.

In order to maintain or adjust the capital structure, the group may adjust the amount of dividends paid to shareholders,

return capital to shareholders, issue new shares or sell assets to reduce debt.

There are no externally imposed capital requirements.

2.2 Standards and interpretations not yet effective

The group has chosen not to early adopt the following standards and interpretations which have been published and are

mandatory for the group's accounting periods beginning on or after 1 July 2013:

Standard / interpretation:

! Amendments to IAS 1, 'Presentation of Financial Statements',

on presentation of items of OCI! Amendment to IAS 12, 'Income Taxes' on deferred tax

Standard / interpretation:

! IFRS 9 – Financial Instruments (2009)! IFRS 9 – Financial Instruments (2010)! Amendments to IFRS 9 – Financial Instruments (2011)! IAS 27 (revised 2011) – Separate financial statements! IAS 28 (revised 2011) – Associates and joint ventures! Amendments to IAS 32 – Financial Instruments: Presentation! Amendment to the transition requirements in IFRS 10,

'Consolidated Financial Statements', IFRS 11, 'Joint Arrangements',

and IFRS 12, 'Disclosure of Interests in Other Entities'! Amendments to IFRS 10, 'Consolidated Financial Statements',

IFRS 12 and IAS 27 for investment entities! IFRS 10 Consolidated Financial Statements! IAS 27 Separate Financial Statements! IFRS 11 Joint Arrangements! IFRS 12 Disclosure of Interests in Other Entities! IFRS 13 Fair Value Measurement! IAS 19 Employee Benefits Revised

Effective date: Years

beginning on or after

1 July 2012

1 July 2012

Effective date: Years

beginning on or after

1 January 2015

1 January 2015

1 January 2015

1 January 2013

1 January 2013

1 January 2014

1 January 2013

1 January 2014

1 January 2013

1 January 2013

1 January 2013

1 January 2013

1 January 2013

1 January 2013

Expected impact:

No material impact

No material impact

Expected impact:

No material impact

No material impact

No material impact

No material impact

No material impact

No material impact

No material impact

No material impact

No material impact

No material impact

No material impact

No material impact

No material impact

No material impact

32

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Notes to the annual financial statements

for the year ended 30 June 2013

3. Risk management (continued)

Capital risk management (continued)

There have been no changes to what the entity manages as capital, the strategy for capital maintenance or externally

imposed capital requirements from the previous year.

Financial risk management

In the normal course of its operations, the group is exposed to a variety of financial risks (including currency risk, fair

value interest rate risk, cash flows interest rate risk and price risk), credit risk and liquidity risk.

The company manages the risks as follows:

(a) Market risk

(i) Foreign exchange risk

The group is not exposed to any foreign exchange risks.

(ii) Price risk

The group is exposed to price risk because of investments held by the group and classified on the

balance sheet as investments in associates. To manage its price risk arising from investments in

associates, the group diversifies its portfolio.

(iii) Cash flow and fair value interest rate risk

Cash flow interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate

because of changes in market interest rates. Fair value interest rate risk is the risk that the value of a

financial instrument will fluctuate because of changes in market interest rates. The group is exposed to

interest rate risks as it borrows and places funds financials instruments at both fixed and floating

interest rates.

The group's income and operating cash flows are substantially independent of changes in market

interest rates.

The group's interest rate risk arises from long-term borrowings. As part of managing interest rate

exposure, interest rate characteristics of new borrowings and the refinancing of existing borrowings

are positioned according to the expected movement in interest rates.

This risk is managed by maintaining fixed interest rates and by matching the underlying profiles of

borrowings and investments based on asset and liability principles.

The table summarises the group's exposure to interest rate risks. Included in the table are the group's

investments at carrying amounts, categorised by the earlier of contractual reprising or maturity dates.

Total borrowings

Finance lease obligation

Other financial liabilities

Less: Cash and cash equivalents

Net debt

Total equity

Total capital

-

39,278,804

39,278,804

42,353,226

(3,074,422)

328,708,266

325,633,844

72,120

45,942,153

46,014,273

29,759,935

16,254,338

255,822,215

272,076,553

-

39,278,804

39,278,804

44,670,978

(5,392,174)

127,403,861

122,011,687

-

45,942,153

45,942,153

32,809,120

13,133,033

119,240,872

132,373,905

2012N$

2013N$

2013N$

2012N$

Group Company

20

19

17

Notes

33

Nam-mic Financial Services Holdings | Annual Report 2013

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Notes to the annual financial statements

for the year ended 30 June 2013

3. Risk management (continued)

Cash flow sensitivity analysis for interest-bearing instruments

A change of 100 basis points in interest rates at the reporting date would have increased or decreased post-tax profit by

the amounts shown below. This analysis assumes that all other variables remain constant. The analysis is performed on

the same basis as for 2012.

(b) Liquidity risk

The group has sufficient cash resources to meet its short-term funding requirements. The group obtains sufficient

dividends on a yearly basis to meet its obligations from the long-term borrowing.

Cash flow forecasting is performed in the operating entities of the group.

The table on the next page analyses the group's financial liabilities into relevant maturity groupings based on the

remaining period at the balance sheet to the contractual maturity date. The amounts disclosed in the table are the

contractual undiscounted cash flows. Balances due within 12 months equal their carrying balances as the impact of

discounting is not significant

As at 30 June 2013

Cash and cash equivalents

Interest bearing borrowings

As at 30 June 2012

Cash and cash equivalents

Interest bearing borrowings

Group

Cash flow sensitivity

As at 30 June 2013

Cash and cash equivalents

Borrowings

As at 30 June 2012

Cash and cash equivalents

Borrowings

Company

As at 30 June 2013

Cash and cash equivalents

Borrowings

As at 30 June 2012

Cash and cash equivalents

Borrowings

42,353,226

7,050,527

49,403,753

29,759,935

6,720,925

36,480,860

-

32,228,277

32,228,277

-

39,293,354

39,293,354

279,531

(259,240)

20,291

196,415

(303,218)

(106,803)

294,828

(259,240)

35,588

216,540

(303,218)

(86,678)

42,353,226

39,278,804

81,632,030

29,759,935

46,014,279

75,774,214

(279,531)

259,240

(20,291)

(196,415)

303,218

106,803

(294,828)

259,240

(35,588)

(216,540)

303,218

86,678

Less than 12 months

N$

More than 12 months

N$

100 base points

increaseN$

Total

N$

100 base points

decreaseN$

Profit after tax

34

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Notes to the annual financial statements

for the year ended 30 June 2013

3. Risk management (continued)

(c) Credit risk

Credit risk is the risk of financial loss to the group, if a counterparty to a financial instrument fails to meet its contractual

obligations.

The group's principal financial assets are cash and cash equivalents, trade and other receivables and loans to group

companies. The group's credit risk is primarily attributable to its trade and other receivables.

Cash and cash equivalents

The company only deposits cash with major banks with high quality credit standing.

Management does not expect any losses from non-performance by these counterparties.

Trade and other receivables

Trade and other receivables comprises outstanding trade receivables and other receivables.

The group manages credit risk as follows:

Management evaluates credit risk relating to customers and related parties on an ongoing basis. If customers are

independently rated, these ratings are used. Otherwise, if there is no independent rating, management assesses the

credit quality of the customers, taking into account its financial position, past experience and other factors.

Exposure to credit risk

The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit risk at

the reporting dates was as follows:

At 30 June 2013

Interest bearing borrowings

Cash and cash equivalents

Trade and other payables

Provision for financial guarantee liabilities

At 30 June 2012

Interest bearing borrowings

Cash and cash equivalents

Trade and other payables

7,050,527

42,353,226

3,273,645

5,880,145

6,648,805

29,759,741

3,139,767

32,228,277

-

-

-

39,293,354

-

-

7,050,527

44,670,978

1,078,660

5,880,145

6,648,805

32,809,120

1,466,723

32,228,277

-

-

-

39,293,354

-

-

Between 2 to 5 years

N$

Within 1 year

N$

Financial instrument

Trade and other receivables

Cash and cash equivalents

Loans to subsidiaries

406,830

42,353,226

-

238,269

29,759,935

-

160,850

44,670,978

429,941

-

32,809,120

3,288,898

2012N$

2012N$

2013N$

2013N$

35

Nam-mic Financial Services Holdings | Annual Report 2013

Between 2 to 5 years

N$

Within 1 year

N$

Group Company

Group Company

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Notes to the annual financial statements

for the year ended 30 June 2013

3. Risk management (continued)

Trade and other receivables balances exclude amounts due for VAT, prepayments and deposits.

There were no changes from the previous year in respect of objectives, policies and processes for managing risks and in

methods to measure the risks.

The group has not renegotiated the term of receivables and does not hold any collateral or guarantees as security.

The group limits its exposure to credit risk by investing in high-quality creditworthy counterparties. Given these high

credit ratings, the directors do not expect any counterparty to fail to meet its obligations.

(d) Legal risk

Legal risk is the risk that the group will be exposed to contractual obligations which have not been provided for. At

30 June 2013 the group did not consider there to be any significant concentration of legal risk that had not been

provided for.

(e) Investment risk

Investment risk is the risk that the investment returns on accumulated assets will not be sufficient to cover future

liabilities. Continuous monitoring takes place to ensure that appropriate assets are held where the group's liabilities are

dependent upon the performance of the investment portfolio and that a suitable match of assets exist for all liabilities.

The group's objective is to maximise the return on its investments on a long-term basis at minimal risk, subject to any

constraints imposed by legislation or the board of directors. The group continues to diversify its investment portfolio by

investing in short-term deposits and money market and equity portfolios managed by different managers. The board of

directors monitors the performance of the group's asset managers to ensure that the group receives the benefit of top

performing asset managers.

4. Fair value estimation

In assessing the fair value of financial instruments, the company uses a variety of methods and makes assumptions that

are based on market conditions existing at each balance sheet date.

The face value, less any estimated credit adjustment for financial assets and liabilities with a maturity of less than one

year, is assumed to approximate fair values.

5. Critical accounting estimates and judgements in applying accounting policies

The group makes estimates and assumptions that affect the reported amounts of assets and liabilities within the next

financial year. Estimates and judgements are continually evaluated and are based on historical experience and other

factors, including expectations of future events that are believed to be reasonable under the circumstances.

Investment in associates

The company has significant influence on decision-making in every entity where it holds an interest and have board

representation on each of this boards. It has played a pivotal role in these entities getting business from Government and

semi-government institutions. As set out in the Financial Sector Charter, it is the intention to increase the company's

investment in all the relevant entities to at least 20% within the next few years. Based on shareholding, shareholders'

agreements, directors' representation on the respective boards, voting rights and participation in policymaking processes,

investments in companies as per note 11 have been treated as investments in associates and, accordingly, have been

equity accounted.

36

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Group

Furniture and fixtures

Motor vehicles

Office equipment

IT equipment

Other property, plant and

equipment

Total

Company

Office equipment

76,196

-

1,745,941

137,013

5,925

1,965,075

-

314,938

200,569

2,627,342

510,878

36,320

3,690,047

-

(219,385)

(193,327)

(262,999)

(353,139)

(28,416)

(1,057,266)

-

95,553

7,242

2,364,343

157,739

7,904

2,632,781

-

2012N$

2012N$

2013N$

2012N$

Carrying value

Cost Accumulated depreciation

Carrying value

314,938

-

2,627,342

528,579

36,320

3,507,179

-

(238,742)

-

(881,401)

(391,566)

(30,395)

(1,542,104)

-

2013N$

2013N$

Cost Accumulated depreciation

Notes to the annual financial statements

for the year ended 30 June 2013

6. Property, plant and equipment

Reconciliation of property, plant and equipment

Group – 2013

Furniture and fixtures

Motor vehicles

Office equipment

IT equipment

Other property, plant and equipment

Group – 2012

Furniture and fixtures

Motor vehicles

Office equipment

IT equipment

Other property, plant and equipment

Pledged as security

Carrying value of assets pledged as

security:

Motor vehicle

-

-

-

17,701

-

17,701

53,989

-

2,364,343

340,309

1,920

2,760,561

-

-

(7,242)

-

-

-

(7,242)

-

(10,333)

-

(12,519)

-

(22,852)

7,242

(19,357)

-

(618,402)

(38,427)

(1,979)

(678,165)

(18,861)

(42,181)

-

(312,710)

(1,836)

(375,588)

-

76,196

-

1,745,941

137,013

5,925

1,965,075

95,553

7,242

2,364,343

157,739

7,904

2,632,781

-

Disposals

N$

Depreciation

N$

Total

N$

95,553

7,242

2,364,343

157,739

7,904

2,632,781

60,425

59,756

-

142,659

7,820

270,660

-

Opening balance

N$

Additions

N$

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Nam-mic Financial Services Holdings | Annual Report 2013

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Computer software

Kineto / CellCard and other

software

Total

21,843

2,368,147

2,389,990

11,100

3,374,726

3,385,826

(8,602)

(90,451)

(99,053)

2,498

3,284,275

3,286,773

2012N$

2012N$

2013N$

2012N$

Carrying value

Cost Accumulated amortisation

Carrying value

35,150

3,741,812

3,776,962

100%

86%

(13,307)

(1,373,665)

(1,386,972)

2013N$

2013N$

Cost

Group

Accumulated depreciation

Notes to the annual financial statements

for the year ended 30 June 2013

7. Intangible assets

8. Investments in subsidiaries

Value of unlisted shares

The directors' value of unlisted shares amounted to N$100 (2012: N$2,148,127).

Reconciliation of intangible assets

Group – 2013

Computer software

Kineto / CellCard and other software

Group – 2012

Computer software

Kineto / CellCard and other software

2,498

3,284,275

3,286,773

3,246

-

3,246

24,050

14,677

38,727

-

3,727,635

3,727,635

(4,705)

(930,805)

(935,510)

(748)

(443,360)

(444,108)

21,843

2,368,147

2,389,990

2,498

3,284,275

3,286,773

2012N$

2012N$

2013N$

2012N$

Opening balance

Additions Amortisation Total

Nam-mic Financial Solutions

(Pty) Ltd

Nam-mic Payment Solutions

(Pty) Ltd

Provision for impairment

100%

86%

100%

86%

100

2,148,027

(2,148,027)

100

100

2,148,027

-

2,148,127

2012N$

2013N$

2013N$

2012N$

Holding Holding Carrying amount

Carrying amount

100%

86%

2012N$

2013N$

Voting power

Voting power

Name of company

38

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Notes to the annual financial statements

for the year ended 30 June 2013

9. Investments in associates

Name of company

Bank Windhoek Holdings Limited

Santam Namibia Limited

Capricorn Asset Management (Pty) Ltd

Sanlam Namibia Holdings (Pty) Ltd

Opening balance

Dividends received

Share of results

Other comprehensive income

Additions

Gain on dilution of interest in associate

Disposals

Share of results

Share of tax

250,227,735

29,994,525

1,136,824

47,450,400

328,809,484

268,109,036

(39,963,982)

86,318,681

2,358,875

-

11,987,284

-

328,809,894

199,437,580

29,322,807

922,540

38,426,109

268,109,036

220,326,823

(35,295,329)

71,951,134

1,480,693

11,758,058

-

(2,112,343)

268,109,036

115,291,939

(30,644,575)

84,647,364

84,647,364

65,335,452

22,283,142

217,244

40,354,891

128,190,729

128,190,729

-

-

-

-

-

-

128,190,729

97,539,639

(25,588,505)

71,951,134

71,951,134

65,335,452

22,283,142

217,244

40,354,891

128,190,729

117,381,917

-

-

-

13,788,907

-

(2,980,095)

128,190,729

Total

212,831,578

(56,233,080)

156,598,498

156,598,498

Carrying amount

2012N$

Carrying amount

2013N$

Carrying amount

2013N$

Carrying amount

2012N$

Group Company

Summary of group’s interest in associate

Total assets

Total liabilities

Profit or loss after taxation

Capricorn Asset Management

Bank Windhoek Holdings Limited

Santam Namibia Limited

Sanlam Namibia Holdings (Pty) Ltd

Country of incorporation and activities

All of these companies are incorporated in Namibia and are involved in financial services activities.

Listed and unlisted shares at directors' valuation

Listed shares

The directors' value of the listed shares amounted to N$484,591,450 (2012: listed shares N$ – ).

Listed investments related to shares held in Bank Windhoek Holdings Limited. Bank Windhoek Holdings Limited listed on

the Namibian Stock Exchange in 2013.

24,568,833

21,409,315

713,737

21,604,898

19,195,741

608,084

%

19.93

9.51

12.05

16.43

2013N$ '000

2012N$ '000

Company

39

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Notes to the annual financial statements

for the year ended 30 June 2013

9. Investments in associates (continued)

Unlisted Shares

The directors' value of the unlisted shares amounted to N$229,886,626 (2012: unlisted shares N$439,449,827).

Unlisted investments related to shares held in Santam Namibia Limited, Sanlam Namibia Holdings (Pty) Ltd and Capricorn

Asset Management (Pty) Ltd.

10. Loans to subsidiaries

Credit quality of loans to subsidiaries

The credit quality of loans to subsidiaries that are neither past due nor impaired can be assessed by reference to

historical information about counterparty default rates.

Loans to subsidiaries impaired

As of 30 June 2013, loans to subsidiaries of N$8,571,122 (2012: N$ –) were impaired and provided for. The amount of the

provision was N$8,571,122 as of 30 June 2013 (2012: N$ –).

11. Financial assets by category

The accounting policies for financial instruments have been applied to the line items below:

Nam-mic Financial Solutions (Pty) Ltd

Nam-mic Payment Solutions (Pty) Ltd

Nam-mic Payment Solutions (Pty) Ltd – Impairment

of loan account

-

-

-

-

-

-

-

-

429,939

8,571,122

(8,571,122)

429,939

1,039,619

2,249,279

-

3,288,898

2012N$

2013N$

2013N$

2012N$

Group Company

Group – 2013

Trade and other receivables

Cash and cash equivalents

Group – 2012

Trade and other receivables

Cash and cash equivalents

Company – 2013

Loans to group companies

Trade and other receivables

Cash and cash equivalents

Company – 2012

Loans to group companies

Cash and cash equivalents

406,830

46,641,150

47,047,980

238,269

35,086,050

35,324,319

429,941

160,850

44,670,978

45,261,769

3,288,898

32,809,120

36,098,018

406,830

46,641,150

47,047,980

238,269

35,086,050

35,324,319

429,941

160,850

44,670,978

45,261,769

3,288,898

32,809,120

36,098,018

Loans and receivables

N$

Total

N$

40

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Deferred tax asset

Accelerated capital allowances for tax purposes

Reconciliation of deferred tax asset (liability)

At beginning of the year

Originating temporary difference on provisions

Accelerated capital differences

Rate change adjustment

Recognition of deferred tax asset

An entity shall disclose the amount of a deferred tax

asset and the nature of the evidence supporting its

recognition when:! the utilisation of the deferred tax asset is

dependent on future taxable profits in excess of

the profits arising from the reversal of existing

taxable temporary differences; and! the entity has suffered a loss in either the current

or preceding period in the tax jurisdiction to

which the deferred tax asset relates.

54,397

91,049

(19,502)

(15,502)

(1,648)

54,397

91,049

152,091

(42,939)

(18,103)

-

91,049

-

-

-

-

-

-

-

-

-

-

-

-

2012N$

2013N$

2013N$

2012N$

Group Company

Notes to the annual financial statements

for the year ended 30 June 2013

12. Deferred tax asset

Airtime recharge vouchers

Blank cards – standard

Blank cards – entry level

14. Trade and other receivables

Trade receivables

VAT

Staff loans

Prepaid expenses

The carrying amounts of trade and other receivables

approximate their fair values.

Staff loans are interest free.

119,530

167,882

299,955

587,367

59,777

663,211

347,053

252,043

1,322,084

66,271

147,966

299,955

514,192

88,928

558,164

149,341

275,740

1,072,173

-

-

-

-

-

36,874

160,850

152,000

349,724

-

-

-

-

-

36,874

-

176,000

212,874

13. Inventories

Credit quality of trade and other receivables

The credit quality of trade and other receivables that are neither past nor due nor impaired can be assessed by reference

to external credit ratings (if available) or to historical information about counterparty default rates.

41

Nam-mic Financial Services Holdings | Annual Report 2013

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2012N$

2013N$

2013N$

2012N$

Group Company

Notes to the annual financial statements

for the year ended 30 June 2013

14. Trade and other receivables (continued)

Trade receivables

Counterparties with external credit rating

Existing customers

Employees

Existing customers (more than two years) with no defaults

in the past: These customers are related to the company.

Employees of the group: The amounts are determined by

the employees' net pay and deducted over 1 – 3 months.

Trade and other receivables past due but not impaired

Trade and other receivables which are less than three

months past due are not considered to be impaired.

At 30 June 2013, N$124,000 (2012: N$1,622) were past

due but not impaired.

The ageing of amounts past due but not impaired is

as follows:

2 months past due

3 months past due

15. Cash and cash equivalents

Cash and cash equivalents consist of:

Cash on hand

Bank balances

Short-term deposits

Restricted bank balance

Bank overdraft

Current assets

Current liabilities

59,777

347,053

406,830

-

124,000

4,963

34,492,724

1,194,148

14,392,621

(7,731,230)

42,353,226

50,084,456

(7,731,230)

42,353,226

88,928

149,341

238,269

1,400

222

10,612

26,187,694

1,136,074

10,324,730

(7,899,175)

29,759,935

37,659,110

(7,899,175)

29,759,935

-

160,850

160,850

-

-

-

32,943,021

-

11,727,957

-

44,670,978

44,670,978

-

44,670,978

-

-

-

-

-

-

25,027,346

-

7,781,774

-

32,809,120

32,809,120

-

32,809,120

42

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2012N$

2013N$

2013N$

2012N$

Group Company

Notes to the annual financial statements

for the year ended 30 June 2013

15. Cash and cash equivalents (continued)

Cash and cash equivalents held by the entity that are not

available for use by the group

The group has an unsecured overdraft facility of

N$4,500,000. The review date was 15 August 2013. The

facility remained unchanged.

None of the cash and cash equivalents is either past due or

impaired. There has been no history of defaults from any of

these investments.

N$11,727,957 (2012: N$7,781,774) restricted cash will be

used for redemption of preference shares. Refer to note 19.

N$2,664,664 (2012: N$2,542,956) restricted cash relates to

the Bank of Namibia Limited's requirement of minimum

funds to be held.

Credit quality of cash at bank and short-term deposits,

excluding cash on hand

The credit quality of cash at bank and short-term deposits,

excluding cash on hand, that are neither past due nor

impaired can be assessed by reference to external credit

ratings (if available) or historical information about

counterparty default rates:

Credit rating

Bank Windhoek Ltd – A1+

16. Share capital

Authorised

400,000 ordinary shares of N$0.01 each

Issued

(2012: 20,000 ordinary shares of N$ 0.01 each)

Share premium

Preference shares issued

200 redeemable cumulative preference shares @ N$1 each

(2012: 200 redeemable cumulative preference shares @

N$1 each)

Due to mandatory repayment terms of the redeemable

cumulative preference shares, it is treated as a financial

liability on the statement of financial position and the

dividends are treated as interest paid.

14,392,621

42,348,458

4,000

199

6,926,927

6,927,126

10,324,730

29,749,323

4,000

200

7,999,900

8,000,100

11,727,957

44,670,978

4,000

199

6,926,927

6,927,126

7,781,774

32,809,120

4,000

200

7,999,900

8,000,100

43

Nam-mic Financial Services Holdings | Annual Report 2013

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2012N$

2013N$

2013N$

2012N$

Group Company

Notes to the annual financial statements

for the year ended 30 June 2013

16. Share capital (continued)

Reduction in share capital

The company acquired 84 of its own ordinary shares. The

total amount paid to acquire the shares was N$1,072,974.

All shares issued by the company were fully paid.

17. Other financial liabilities

Held at amortised cost

Bank Windhoek Limited (Bank Windhoek Holdings

Limited Shares)

Bank Windhoek Limited (Bank Windhoek Holdings

Limited Shares)

Bank Windhoek Limited (Bank Windhoek Holdings

Limited Shares)

Bank Windhoek Limited (Santam Namibia Limited Shares)

Bank Windhoek Limited (Capricorn Asset Management

(Pty) Ltd Shares)

Bank Windhoek Limited (Sanlam Namibia Holdings (Pty)

Ltd Shares)

Redeemable preference shares

Non-current liabilities

At amortised cost

Current liabilities

At amortised cost

1,425,867

11,616,089

659,923

3,635,282

409,735

1,531,908

20,000,000

39,278,804

31,216,176

8,062,628

39,278,804

2,749,437

14,132,320

962,929

5,319,700

532,700

2,245,067

20,000,000

45,942,153

39,293,348

6,648,805

45,942,153

1,425,867

11,616,089

659,923

3,635,282

409,735

1,531,908

20,000,000

39,278,804

31,216,176

8,062,628

39,278,804

2,749,437

14,132,320

962,929

5,319,700

532,700

2,245,067

20,000,000

45,942,153

39,293,348

6,648,805

45,942,153

44

Page 47: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

2012N$

2013N$

2013N$

2012N$

Group Company

Notes to the annual financial statements

for the year ended 30 June 2013

17. Other financial liabilities (continued)

Non-current

Loan Bank Windhoek Limited (Bank Windhoek Holdings

Limited Shares)

Loan Bank Windhoek Limited (Bank Windhoek Holdings

Limited Shares)

Loan Bank Windhoek Limited (Bank Windhoek Holdings

Limited Shares)

Loan Bank Windhoek Limited (Santam Namibia Limited

Shares)

Loan Bank Windhoek Limited (Capricorn Asset

Management (Pty) Ltd Shares)

Loan Bank Windhoek Limited (Sanlam Namibia Holdings

(Pty) Ltd Shares)

Redeemable preference shares

Current

Loan Bank Windhoek Limited (Bank Windhoek Holdings

Limited Shares)

Loan Bank Windhoek Limited (Bank Windhoek Holdings

Limited Shares)

Loan Bank Windhoek Limited (Bank Windhoek Holdings

Limited Shares)

Loan Bank Windhoek Limited (Santam Namibia Limited

Shares)

Loan Bank Windhoek Limited (Capricorn Asset

Management (Pty) Ltd Shares)

Loan Bank Windhoek Limited (Sanlam Namibia Holdings

(Pty) Ltd Shares)

Redeemable preference shares

-

8,954,132

342,051

1,867,666

783,759

280,668

20,000,001

32,228,277

1,425,867

2,661,957

317,872

1,767,615

748,149

129,067

-

7,050,527

1,427,120

11,632,369

660,477

3,638,116

1,533,169

410,068

19,992,035

39,293,354

1,322,317

2,499,951

302,452

1,681,584

711,898

122,632

7,965

6,648,799

-

8,954,132

342,051

1,867,666

783,759

280,668

20,000,001

32,228,277

1,425,867

2,661,957

317,872

1,767,615

748,149

129,067

-

7,050,527

1,427,120

11,632,369

660,477

3,638,116

1,533,169

410,068

19,992,035

39,293,354

1,322,317

2,499,951

302,453

1,681,584

711,898

122,632

7,965

6,648,800

Bank borrowings

Loan Bank Windhoek Limited (Bank Windhoek Holdings Limited shares)

Bank borrowings mature in 2013 and bear interest at an effective rate of 10.59% annually (2012: 10.59% annually).

Average instalments of N$1,484,942 are made.

The loan is secured as follows:

Investment of the group in 47,743,000 (2012: 11,935,750) shares in Bank Windhoek Holdings Ltd, note 9.

The increase was due to a 4:1 share split done in April 2013.

45

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Notes to the annual financial statements

for the year ended 30 June 2013

17. Other financial liabilities (continued)

Bank Windhoek Limited holds all rights to the deposit account.

Loan Bank Windhoek Limited (Bank Windhoek Holdings Limited shares)

Bank borrowings mature in 2016 and bear interest at an effective rate of 8.85% annually (2012: 8.85% annually).

Average annual instalments of N$3,455,263 are made.

The loan is secured as follows:

Investment of the group in 47,743,000 (2012: 11,935,750) shares in Bank Windhoek Holdings Ltd, note 9. The increase

was due to a 4:1 share split done in April 2013.

Bank Windhoek Limited holds all rights to the deposit account.

Loan Bank Windhoek Limited (Bank Windhoek Holdings Limited shares)

Bank borrowings mature in 2014 and bear interest at an effective rate of 7.75% annually (2012: 7.75% annually).

Average annual instalments of N$359,591 are made.

The loan is secured as follows:

Pledge of rights, title and interests on the deposit account in which repayments are made. Bank Windhoek Limited holds

all rights to the deposit account.

Loan Bank Windhoek Limited (Santam Namibia Limited shares)

Bank borrowings mature in 2015 and bear interest at an effective rate of 7.58% annually (2012: 7.58% annually).

Average annual instalments of N$2,043,323 are made.

The loan is secured as follows:

Investment of the group in 530,000 (2012: 530,000) shares in Santam Namibia Limited, note 9. Bank Windhoek Limited

holds all rights to the deposit account.

Loan Bank Windhoek Limited (Sanlam Namibia Holdings (Pty) Ltd shares)

Bank borrowings mature in 2014 and bear interest at an effective rate of 7.72% annually (2012: 7.72% annually).

Average annual instalments of N$874,164 are made.

The loan is secured as follows:

Investment of the group in 16,715 (2012: 16,715) shares in Sanlam Namibia Holdings (Pty) Ltd, note 9. Pledge of rights,

title and interest on the deposit account in which repayments are made. Bank Windhoek Limited holds all rights to the

deposit account.

Loan Bank Windhoek Limited (Capricorn Asset Management (Pty) Ltd shares)

Bank borrowings mature in 2015 and bear interest at an effective rate of 7.42% annually (2012: 7.42% annually).

Average annual instalments of N$147,692 are made.

Bank Windhoek Limited holds all rights to the deposit account.

The loan is secured as follows:

Investment of the group in 110 (2012: 110) shares in Capricorn Asset Management (Pty) Ltd, note 9.

46

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Notes to the annual financial statements

for the year ended 30 June 2013

17. Other financial liabilities (continued)

Redeemable preference shares

Nam-mic Financial Services Holdings (Pty) Ltd issued 200 variable rate redeemable cumulative par value preference shares

of N$1.00 at a premium of N$99,999 on 9 September 2009 to Bank Windhoek Limited. The shares are mandatorily

redeemable at their par value from September 2015 in annual instalments of N$4,000,000. Preference shares dividends

are paid annually. The group deposits funds into a corporate sinking fund to redeem preference shares in the future.

Refer to note 15 – restricted cash.

The subscriber has an irrevocable call option entitling the subscriber to call upon the group to redeem all or any of the

preference shares in the event of default.

The group must obtain written consent from the subscriber before issuing new shares, incurring new debt or alienating

any investment disclosed in note 15.

18. Finance lease obligation

2012N$

2013N$

2013N$

2012N$

Group Company

Minimum lease payments due

– within one year

Present value of minimum lease payments due

– within one year

-

-

125,677

(53,547)

-

-

-

-

It is group policy to lease certain motor vehicles and equipment under finance leases.

The average lease term was three years and the average effective borrowing rate was not applicable for 2013 (2012: 10%).

Interest rates are linked to prime at the contract date. All leases have fixed repayments and no arrangements have been

entered into for contingent rent.

The group's obligations under finance leases are secured by the lessor's charge over the leased assets.

Opening balance

N$

Additions

N$

Total

N$

19. Provisions

Group – 2013

Reconciliation of provisions

Leave Provision

Group – 2012

Reconciliation of provisions

Leave Provision

23,050

-

144,581

23,050

167,631

23,050

47

Nam-mic Financial Services Holdings | Annual Report 2013

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20. Current tax receivable / (payable)

The current tax balance is made up as follows:

2012N$

2013N$

2013N$

2012N$

Group Company

Current tax receivable

Current tax receivable

21. Trade and other payables

Trade payables

VAT

Liabilities for financial guarantees

Accrued bonus

Salary accruals

Leave pay accruals

Leave pay accruals

Accruals for staff bonuses

Unions commission

Other payables

Preference dividend payable

671,996

909,176

589,451

5,880,145

-

639,142

313,528

10,649

83,970

47,686

269,120

1,000,373

9,743,240

567,435

762,808

565,975

-

68,511

374,418

594,772

1,320

100,600

54,983

315,537

1,063,657

3,902,581

-

54,400

-

5,880,145

-

23,887

-

-

-

-

-

1,000,373

6,958,805

-

15,140

-

-

68,511

22,178

297,237

-

-

-

-

1,063,657

1,466,723

Notes to the annual financial statements

for the year ended 30 June 2013

Financial liabilities at

amortised costN$

Total

N$

Group – 2013

Loans from related parties

Other financial liabilities

Trade and other payables

Bank overdraft

Group – 2012

Loans from related parties

Finance lease obligation

Other financial liabilities

Trade and other payables

Bank overdraft

254,765

39,278,804

9,153,790

4,287,924

52,975,283

232,589

72,120

45,942,159

3,336,600

5,326,116

54,909,584

254,765

39,278,804

9,153,790

4,287,924

52,975,283

232,589

72,120

45,942,159

3,336,600

5,326,116

54,909,584

The group has guaranteed the bank overdraft of its subsidiary. The group will make payment to reimburse the lender

upon failure of the guaranteed entity to make payments when due.

22. Financial liabilities by category

The accounting policies for financial instruments have been applied to the line items below:

48

Page 51: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Financial liabilities at

amortised costN$

Total

N$

39,278,804

6,958,806

46,237,610

45,942,159

1,466,717

47,408,876

39,278,804

6,958,806

46,237,610

45,942,159

1,466,717

47,408,876

22. Financial liabilities by category (continued)

Notes to the annual financial statements

for the year ended 30 June 2013

2012N$

2013N$

2013N$

2012N$

Group Company

85,685

12,411,977

58,074

13,214

2,148,523

69,771

14,787,244

2,464,847

3,309,255

589,551

3,898,806

6,363,653

578

12,246,015

76,074

2,387

8,030

-

12,333,084

10,414

3,089,964

666,736

3,756,700

3,767,114

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

23. Revenue

Company – 2013

Other financial liabilities

Trade and other payables

Company – 2012

Other financial liabilities

Trade and other payables

Sale of goods

Brokerage commission

Other income

Membership cards

Airtime revenue

Prepaid electricity

24. Cost of sales

Sale of goods

Cost of goods sold

Rendering of services

Agents' commission

Unions' commission

49

Nam-mic Financial Services Holdings | Annual Report 2013

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Notes to the annual financial statements

for the year ended 30 June 2013

2012N$

2013N$

2013N$

2012N$

Group Company

1,613,178

1,934

-

5,500,000

707,412

911,468

5,878,126

6,363,653

5,878,126

7,118,880

978,434

1,613,178

6,653,505

22,242,123

28,605,776

1,454,431

503,043

1,957,474

1,032,254

1,403,594

1,366,997

3,802,845

1,558,679

-

2,408,813

-

352,909

466,788

4,787,245

3,767,114

4,787,245

819,697

998,263

1,558,679

5,143,750

13,307,634

17,074,748

1,430,222

103,224

1,533,446

224,975

1,891,834

1,433,726

3,550,535

-

-

-

16,218,949

-

-

520,477

-

520,477

16,218,949

115,223

-

924,980

17,779,629

17,779,629

41,418,413

344,454

41,762,867

-

1,401,278

1,366,997

2,768,275

-

-

2,408,813

-

-

-

431,491

-

431,491

-

5,700

-

792,942

1,230,133

1,230,133

36,725,551

39,323

36,764,874

-

1,881,933

1,433,726

3,315,659

25. Operating (loss) profit

Operating profit for the year is stated after accounting for

the following:

Operating lease charges

Premises

– Contractual amounts

Profit on sale of property, plant and equipment

Profit on sale of other financial assets

Impairment on subsidiary

Amortisation on intangible assets

Depreciation on property, plant and equipment

Employee costs

Expenses by nature

Cost of sales

Employee costs

Depreciation, amortisation and impairments

Advertising

Lease rentals on operating lease

Other expenses

Total administrative expenses

Total cost of sales and administrative expenses

26. Investment revenue

Dividend revenue

Local

Interest revenue

Bank

27. Finance costs

Bank

Interest bearing borrowings

Redeemable preference shares

50

Page 53: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Notes to the annual financial statements

for the year ended 30 June 2013

2012N$

2013N$

2013N$

2012N$

Group Company

84,537

36,652

121,189

84,253,507

27,619,187

(13,781,742)

(16,100,506)

2,384,250

-

121,189

372,909

350,883

-

350,883

77,681

61,042

138,723

67,711,096

23,021,773

(12,248,010)

(13,662,321)

3,027,344

-

138,786

614,101

109,902

2,408,813

2,518,715

-

-

-

21,214,963

10,956,736

(13,781,742)

2,937,755

(111,244)

(1,505)

104,129

-

-

-

-

-

-

34,627,895

11,773,484

(12,248,010)

(715,938)

1,190,464

-

-

123,073

-

2,408,813

2,408,813

28. Income tax expense

Major components of the income tax expense

Current

Local income tax – current period

Deferred

Originating and reversing temporary differences

Reconciliation of the income tax expense

Reconciliation between accounting profit and tax expense

Accounting profit

Tax at the applicable tax rate of 33% (2012: 34%)

Tax effect of adjustments on taxable income

Non-taxable income received

Permanent differences

Deferred tax asset not recognised

Other

The income tax rate of 34% in 2012 was reduced to 33%

in 2013.

No provision has been made for 2013 tax as the

company has no taxable income. The estimated tax loss

available for set off against future taxable income is

N$3,167,681 (2012: N$3,502,040).

29. Auditor's remuneration

Fees

30. Other income

Sundry income

Profit on sale of share of investment in associate

51

Nam-mic Financial Services Holdings | Annual Report 2013

Page 54: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Notes to the annual financial statements

for the year ended 30 June 2013

2012N$

2013N$

2013N$

2012N$

Group Company

84,253,507

1,618,880

(1,934)

(12,540,434)

(86,318,681)

(1,454,431)

(503,043)

3,802,845

5,500,000

144,581

(4,811)

(5,500,000)

39,963,982

(73,175)

(249,911)

5,840,659

34,478,034

567,435

(84,537)

(671,996)

(189,098)

(11,979,000)

11,987,269

553,165

12,540,434

67,711,096

819,697

(2,408,813)

-

(71,951,134)

(1,430,222)

(103,224)

3,550,535

-

23,050

-

-

36,810,379

(514,192)

2,661,984

(748,291)

34,420,865

513,629

(77,681)

(567,435)

(131,487)

(12,000,000)

-

-

-

21,214,963

-

-

-

-

(41,418,413)

(344,454)

2,768,275

16,218,949

-

(345,752)

(5,500,000)

-

-

(136,850)

5,492,082

(2,051,200)

-

-

-

-

(11,979,000)

-

-

-

34,627,895

-

(2,408,813)

-

-

(36,725,551)

(39,323)

3,315,659

-

-

-

-

-

-

346

(940,692)

(2,170,479)

-

-

-

-

(12,000,000)

-

-

-

31. Cash generated from (used in) operations

Profit before taxation

Adjustments for:

Depreciation and amortisation

Profit on sale of assets

Exceptional gain on dilution of interest in associate

Income from equity accounted investments

Dividends received

Interest received

Finance costs

Impairment loss

Movements in provisions

Non-cash movement in trade payables

Other non-cash movement in trade payables

Dividends received from associates

Changes in working capital:

Inventories

Trade and other receivables

Trade and other payables

32. Tax paid

Balance at beginning of the year

Current tax for the year recognised in profit or loss

Balance at end of the year

33. Dividends paid

Dividends

34. Gain on dilution of interest in associate

Gain on dilution of interest in associate

Reclassification to profit and loss due to dilution of

interest in associate

Bank Windhoek Holdings Limited issued ordinary shares

during the year, but the company did not subscribe to

any of the shares, resulting in the investment in

associate being diluted from 10.55% to 9.51%.

52

Page 55: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Notes to the annual financial statements

for the year ended 30 June 2013

2012N$

2013N$

2013N$

2012N$

Group Company

-

-

1,908,911

5,428,484

7,337,395

1,000,000

10,600,000

2,111,491

2,590,051

4,701,542

-

-

-

-

-

-

-

-

-

-

35. Commitments

Authorised capital expenditure

! Due within one year! Due in second to fifth year

Operating leases – as lessee (expense)

Minimum lease payments due

– within one year

– in second to fifth year inclusive

Operating lease payments represent rentals payable by the group for certain of its office properties, equipment and

service-level agreements. Leases are negotiated for an average term of five years. No contingent rent is payable.

36. Related parties

Relationships

Nam-mic Financial Solutions (Pty) Ltd Subsidiary

Nam-mic Payment Solutions (Pty) Ltd Subsidiary

Namibia Mineworkers Investment Company (Pty) Ltd Significant shareholder

Welwitschia Nam-mic Insurance Brokers (Pty) Ltd Investee entity by holding company

Effort Investment Holdings (Pty) Ltd Significant shareholder

Santam Namibia Ltd Associate

Life Office of Namibia (Pty) Ltd Investee entity

Bank Windhoek Holdings Limited Associate

Sanlam Namibia Holdings (Pty) Ltd Associate

Namibia Mineworkers Properties (Pty) Ltd Subsidiary of shareholder

BW Finance (Pty) Ltd Subsidiary of shareholder

CellCard Holdings Investor of subsidiary

Capricorn Asset Management (Pty) Ltd Associate

2012N$

2013N$

2013N$

2012N$

Group Company

66,423

602

264,253

10,611,090

1,536,634

16,800

124,815

-

58,417

1,212

250,057

10,919,994

1,014,743

16,800

720

590,816

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

Related party transactions and balances

Services rendered to related parties

Namibia Mineworkers Investment Company (Pty) Ltd

Effort Investment Holdings (Pty) Ltd

Santam Namibia Ltd

BW Finance (Pty) Ltd

Life Office of Namibia (Pty) Ltd

Namibia Mineworkers Properties (Pty) Ltd

Nam-mic Payment Solutions (Pty) Ltd

Capricorn Investment Holdings Limited

53

Nam-mic Financial Services Holdings | Annual Report 2013

Page 56: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Notes to the annual financial statements

for the year ended 30 June 2013

36. Related parties (continued)

2012N$

2013N$

2013N$

2012N$

Group Company

24,375

246,372

495,671

693,843

124,815

-

-

-

-

254,765

1,072,974

1,659,960

155,151

456,482

1,667,617

715,507

-

-

-

-

-

232,591

-

1,549,742

-

-

223,479

-

-

8,571,122

(8,571,122)

(5,880,145)

429,939

-

1,072,974

495,118

641,875

-

-

322,641

-

-

2,249,279

-

-

1,039,619

-

-

373,338

890,070

Services rendered by related parties

Welwitschia Nam-mic Insurance Brokers (Pty) Ltd

Bank Windhoek (Pty) Ltd

Capricorn Investment Holdings Limited

Namibia Mineworkers Properties (Pty) Ltd

Nam-mic Financial Solutions (Pty) Ltd

Loan accounts – Owing (to) by shareholders

Nam-mic Payment Solutions (Pty) Ltd

Impairment of loan account – Nam-mic Payment

Solutions (Pty) Ltd

Provision for future expenses – Nam-mic Payment

Solutions (Pty) Ltd

Nam-mic Financial Solutions (Pty) Ltd

CellCard Holdings

Share buyback transaction

Namibian Farmworkers' Union

Compensation to key management

Salaries and short-term employee benefits

37. Directors' emoluments

Non-executive

For services as directors

54

Page 57: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Revenue

Sale of goods

Brokerage commission

Prepaid electricity

Other income

Membership cards

Airtime revenue

Cost of sales

Opening stock

Purchases

Closing stock

Gross profit

Other income

Discount received

Recoveries

Sundry income

Dividend revenue

Interest received

Gain on disposal of share in associate

Share of profit of associates

Exceptional gain on dilution of interest in

associate

Expenses (refer to page 56)

Operating profit

Finance costs

Profit before taxation

Taxation

Profit for the year

Total comprehensive income for the year

85,685

12,411,977

69,771

58,074

13,214

2,148,523

14,787,244

(214,237)

(6,436,828)

287,412

(6,363,653)

8,423,591

217,239

126,710

5,000

1,454,431

503,043

1,934

86,318,681

12,540,434

101,167,472

(21,534,711)

88,056,352

(3,802,845)

84,253,507

121,189

84,132,318

85,938,025

578

12,246,015

-

76,074

2,387

8,030

12,333,084

-

(3,981,351)

214,237

(3,767,114)

8,565,970

463

104,439

5,000

1,430,222

103,224

2,408,813

71,951,134

-

76,003,295

(13,307,634)

71,261,631

(3,550,535)

67,711,096

138,723

67,572,373

67,572,373

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

41,418,413

344,454

-

-

-

41,762,867

(17,779,629)

23,983,238

(2,768,275)

21,214,963

-

21,214,963

21,214,963

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

36,725,551

39,323

2,408,813

-

-

39,173,687

(1,230,133)

37,943,554

(3,315,659)

34,627,895

-

34,627,895

34,627,895

2012N$'000

2013N$'000

2013N$'000

2012N$'000

Group Company

23

24

26

26

25

27

28

Notes

Detailed statement of comprehensive income

for the year ended 30 June 2013

The supplementary information presented does not form part of the annual financial statements and is unaudited.

55

Nam-mic Financial Services Holdings | Annual Report 2013

Page 58: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Operating expenses

Advertising

Auditor's remuneration

Bad debts

Bank charges

Computer expenses

Consulting and professional fees

Depreciation, amortisation and impairments

Donations

Employee costs

Entertainment

Depreciation, amortisation and impairments

Directors' remuneration for services

Internet and e-mail

Seminars and conferences

Sundry expenses

Travelling, entertainment and

accommodation

Penalties and interest

Subscriptions

Insurance

Lease rentals on operating lease

Legal expenses

Levies

Other expenses

Postage

Printing and stationery

Repairs and maintenance

Security

Staff welfare

Subscriptions

Telephone and fax

Training

Travel – local

Water and electricity

(978,434)

(372,909)

(554,172)

(107,162)

(351,258)

(561,255)

(7,118,880)

(5,000)

(5,878,126)

(9,335)

(19,518)

(641,875)

(446,173)

(62,015)

(2,000)

(167,031)

(26,044)

67,630

(129,967)

(1,613,178)

(10,596)

(783,894)

-

(63,627)

(196,245)

(189,712)

(2,400)

(48,772)

(8,611)

(930,485)

(26,019)

(236,406)

(61,242)

(21,534,711)

(998,263)

(308,538)

(469,633)

(57,490)

(161,568)

(538,162)

(819,697)

(64,706)

(4,787,245)

(13,758)

(34,262)

(510,250)

(437,484)

(83,585)

(39,990)

(278,517)

(59,192)

(6,081)

(106,148)

(1,558,679)

(1,300)

(285,374)

(4,927)

(142,399)

(293,289)

(181,279)

(2,400)

(39,034)

(6,908)

(809,426)

(33,119)

(108,810)

(66,121)

(13,307,634)

(115,223)

(104,129)

-

(3,827)

-

(156,565)

(16,218,949)

-

(520,477)

-

-

(641,875)

(455)

-

-

(852)

-

-

-

-

-

-

-

(4,000)

-

-

-

(4,666)

(1,411)

-

(7,200)

-

-

(17,779,629)

(5,700)

(123,073)

-

(13,798)

-

(88,640)

-

(12,500)

(431,491)

-

-

(510,250)

(455)

-

-

(1,278)

(2,494)

-

-

-

-

-

-

(35,106)

-

-

-

(2,240)

(3,108)

-

-

-

-

(1,230,133)

2012N$'000

2013N$'000

2013N$'000

2012N$'000

Group Company

29

Notes

Detailed statement of comprehensive income

for the year ended 30 June 2013

56

The supplementary information presented does not form part of the annual financial statements and is unaudited.

Page 59: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment
Page 60: Nam-mic Financial Services Holdings ANNUAL REPORT 2013_web.pdf · Company structure / shareholding as at 30 June 2013 Nam-mic Financial Services Holdings (Pty) Ltd NAFAU Investment

Nam-mic Financial Services Holdings

Physical address: C / O John Meinert and Hosea Kutako Drive

Postal address: P O Box 2364, Windhoek, Namibia

Tel: +264 61 388 000

Fax: +264 61 388 001

Website: www.nfs.com.na

Layout and design:

Chapter 3 – Design & Advertising


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