3Standard Bank Group Overview Universal bank Established in 1862 Africa’s top bank (by Tier 1 capital, assets and profits) in the annual ranking of 1,000 banks globally – ranked 109 and only African bank in top 130 (2013) – The BankerHeadquartered in Johannesburg, South AfricaICBC, the largest bank in China, is a 20.1% shareholder in Standard BankICBC is currently ranked No.1 in The Banker’s annual ranking of the top 1,000 banks globally (2013)More than 1,250 branches across the continent, supported by over 8,650 ATMs> employeesRepresentation in major financial centres, including London, New York, Beijing and Sao Paolo
4Standard Bank footprint in Africa Local on-the-ground expertise supported by a strong retail presenceStandard BankStanbic BankStanbic IBTC BankCFC Stanbic BankRepresentative OfficeGhanaNigeriaSouth SudanKenyaDRCAngolaNamibiaSouth AfricaLesothoSwazilandMauritiusBotswanaZambiaZimbabweMozambiqueMalawiTanzaniaUgandaIvory CoastCountryStandard Bank branches*ATMsCorporate BankingRetail BankingInvestor ServicesInvestment BankingSouth Africa7267,502✔Angola2428Botswana1125DRC5-Ghana2649Kenya2240Lesotho1769Malawi57Mauritius1Private clientsMozambique4267Namibia47155Nigeria179311South SudanSwaziland10Tanzania27Uganda91176Zambia66Zimbabwe18TOTAL1,2788,650Ethiopia*** Includes service centres and access banking centres** To be opened until the end of 20144
5Financial highlights Largest African banking group by assets Financial overview of the Standard Bank Group – full year results for period ending December 2013FY13Change %FY12Headline earnings (ZARm)17,1941514,918Headline earnings per share (HEPS) (cents)1,064.914934.9Dividend per share (cents)53317455Net asset value per share (cents)8,1277,136Return on equity (%)14.114.0Credit loss ratio (%)1.041.08Cost-to-income ratio (%)58.558.9Tier I capital adequacy ratio (%)13.2%11.2Total assets ( ZAR billion)1,69491,548FY13 = Jan – Dec 2013FY12 = Jan – Dec 201212/04/2017
6Structured to put your needs first Corporate & Investment BankingAccess to a universal bankOur ClientRelationship ManagerCorporate and Investment Banking CoverageSingle point of entry across products, geographies, industries and sectorsStandard Bank’s Corporate and Investment Banking division offers you a robust solution through specialist teams who provide you with funding, manage your day-to-day financial risks and facilitate your transactions across Africa via market leading electronic platforms.Transactional Products & ServicesInvestmentBankingGlobalMarketsReal Estate & Principal investment managementPaymentsCollectionsReconciliation solutionsLiquidity managementGuaranteesLetters of creditInvestor services (custody)AdvisoryDebt capital marketsProject financeSecuritisationStructured solutionsStructured trade & commodity financeForeign exchangeCommoditiesCreditInterest rates (including Money Markets)EquitiesProperty financeInvestments in real estateBespoke property solutions in South Africa and selected African marketsPrincipal investment managementCorporate & Investment Banking (CIB)Personal & Business BankingCorporate & Investment Banking (CIB)LibertyStandard Bank Group
8Africa Development: Current Status & Outlook Africa TodayAfrica TomorrowAfrica’s collective GDP in 2013US$ 2.3trillionAfrica’s collective GDP in 2019US$ 3.5trillionAfrica’s combined consumer spending inUS$ 1.0trillionAfrica’s combined consumer spending inUS$ 2.1trillionSub-Saharan Africa TodaySub-Saharan Africa TomorrowConsumer Expenditure in 2008USD 680billionConsumer Expenditure in 2020USD 1.0trillionConsumer Market Size in 2010856 million consumersConsumer Market Size by 20301.3 billion consumersPoverty in SSA in 200830%Poverty in SSA in 202020%The portion of Africans living in cities by in SSA40%The portion of Africans living in cities by in SSA60%Strong GDP Growth Over Last 10 YearsSub-Saharan Africa Consumer Expenditure(Gross domestic product based on purchasing-power-parity (PPP) valuation of country GDP)(USD Billion)CAGR: 3.2%CAGR: 3.9%CAGR: 4.3%Source: The Dynamic African Consumer Market Growth Opportunities in Sub-Saharan Africa, International Monetary Fund, “Lions on the move: The progress and potential of African Economies (McKinsey Global Institute)
10Treasury Products Delivery into Africa Providing a service across AfricaGlobal Markets (treasury products) provides financial risk management across the continent:Full range of onshore services in 18 countries (light blue on map)Settlement in an additional 22 countries (dark blue on map)Ability to provide foreign exchange pricing in 40 of the 54 countriesSupported by:Our on-the-ground experts operate 30 dealing rooms across the globe, of which 18 are based in Africa, providing specialist knowledge of their local marketsGlobal Markets Africa builds basket solutions using all asset / risk classes, as well as structured products to meet your needsForeign ExchangeSpots, forwards, options and non-deliverable forwardsForeign ExchangePrecious and base metals, energy, carbon, coal and cobalt (physical trades and derivatives)CommoditiesTo facilitate the increasing appetite for African risk, Standard Bank underwrites sovereign and corporate Eurobonds as well as corporate bonds and credit-linked notes.CreditRepos, bonds, forward rate agreements and interest rate and cross-currency swaps are available.Our money markets desk gives you access to commercial paper and treasury bills.Interest RatesAfrica cash equities are offered through brokerage houses in Nigeria, South Africa and Kenya, while London provides you access to multiple African equity markets with structured client solutions.EquitiesCommoditiesCreditKeyFull range of servicesSettlementInterest RatesEquities10
11IB and TPS Delivery Into Africa TPS services across AfricaAccount OpeningCompliance matters – i.e. NigeriaApprovals of Credit Card limits – i.e. South AfricaOpening doors to the Brazilian company and speeding up relationship process – i.e. ZambiaSupport to Exporterto AfricaFinancing of the African importerDiscounting of exportation receivablesUtilization of the mechanism BNDES Exim AutomáticoIB services across AfricaFinancial Advisory in Implementation of ProjectsElaboration of the feasibility model of the projectAdvisory for financial partnerships in Equity/ DebtMeetings with government and correlated partiesList of the licenses and permissions required for project implementationDevelopment of project phases timetableFinancing to Governmental EntitiesAgreements between Brazilian companies and government entities to develop public works (bridges, roads, airports)Utilization of specific export programs – BNDES PROEX, and ECA agenciesM&A/ ECMConnecting clients to expert M&A & ECM teams throughout Africa
12Annex. Doing Business in an African Country 12/04/2017
13Current Account Transactions – Documentation required (i. e Current Account Transactions – Documentation required (i.e. Mozambique)Outflowing Imports PaymentsInflowing Export RevenuesCurrent account transaction, in general, do not require pre-authorizationCommercial invoice in accordance with the International Chamber of CommerceTransportation documentation in accordance with the International Chamber of CommerceDocument named Documento Único (DU) issued by the competent customs entitySubject to electronic registration with the Central BankCurrent account transaction, in general, do not require pre-authorizationDocumento Único (DU) issued by the competent customs entity.Commercial invoiceTransportation documentation, except in the case of advance payment (pre-payment)Subject to electronic registration with the Central BankConsiderationsRepatriation must occur within 90 days of the relevant transaction subject to permission to retain up to 50% of this amount in a domestic foreign-currency- denominated bank account in such entity's nameDomestic entities may also use the remaining export proceeds to pay foreign currency debts contracted with the local banking system (since foreign currency denominated accounts are permitted in Mozambique)12/04/2017
14Doing Business (i.e. Mozambique) Opening of Resident Bank AccountOpening of Non-Resident AccountsStandard Bank FormsCustomer letter requesting opening of account;Residential address confirmation for all signatoriesArticles of Association published in the Official Gazette (Boletim da República) or a notarised copyCertificate of Incorporation validityBusiness LicenseCopies of Passport, DIRE, ID for Mozambican Nationals of all the signatories on the accountBoard Resolution or Power of Attorney granting power to the signatories of the accountNUIT - Tax numberUtility Bill evidencing company’s residential address (TDM, TV Cabo, EDM)One passport photo of each signatory on the accountLetter from Supervisory Ministry authorizing the client to operate in MozambiqueCorporateStandard Bank FormsLetter from client requesting to open an accountLetter from client confirming the residential address of all the signatories on the accountArticles of the Association or Company’s registration of the country of originCopies of Passport of all the signatories on the account1 passport Photo for each signatoryBoard Resolution or Power of Attorney granting power to the signatories of the accountReference letter from client´s bank, sent via a SWIFT message12/04/2017
15Starting a Business (i.e. Mozambique) Establishing a Business in MozambiqueExchange Control RegulationsCall the Investment Promotion Centre – CPI This entity holds the mandate to promote and facilitate FDI, operating as a “one-stop-shop”Useful to consider using a local consultant (E&Y, KPMG, Sal Consultoria, BDO)Procedures for a Company registrationReserve the proposed company name at the Conservatory of Legal Entities’ RegistrationPrepare company Articles of AssociationOpen a bank account to receive share capital. Standard Bank can provisionally open such an account in USD.The minimum amount for investment is fixed at US$50,000 in case of a foreign investmentDouble taxation treaties apply to funds originating from Portugal, Mauritius, Italy and the United Arab EmiratesFormalise the company registration at the Conservatory of Legal Entities’ RegistrationPublish Articles of Association in Official GazetteObtain tax registration number (NUIT) and any appropriate business operating licensesTradingNon-resident accounts are allowed to receive and make transfers abroad with no restrictionsFor residents’ accounts, Central Bank approval is required for transfers abroad, purchase of foreign notes and coins, traveller’s cheques and credit cards where the amount exceeds the value of US$5,000Payment of services shall be made only upon confirmation by the beneficiaries that such services have been providedPayments abroad related to commodity imports will not be made without presentation of documents verifying the physical delivery of such commodities into MozambiqueAdvance payment of goods is permitted under certain terms and conditions; and clients shall present final documentation within 90 days from paymentPayment by means of Bank Drafts is not allowedFX trading must be transacted with authorised Mozambican banks, which act as agents of the Central Bank for purposes of FX Law Regulations12/04/2017
16Overview of FX Law Regulations (i.e. Mozambique) The FX Law Regulations contain prescriptive rulesMozambican FX Law Regulations contain prescriptive rules for nearly every conceivable current or capital account transaction, generally do not require pre-authorization for normal current account transactions or foreign investment in quoted securities listed on the local stock exchange. All FX transactions are subject to (generally electronic) registration with the Central Bank.Capital account transactions do require prior authorization, and include inter alia foreign direct investment capital contributions, shareholder loans, and foreign loans or guarantees.Similar to requirements of the Brazilian Central Bank, all resident entities in Mozambique are required to make an annual foreign assets declaration to facilitate calculation of the nation's net foreign investment position.Also similar to Brazil, all resident entities in Mozambique are required to remit to the country and convert to local currency all proceeds from the export of goods, services and investment. The difference to Brazil is that such repatriation must occur within 90 days of the relevant transaction, subject to permission to retain up to 50% of this amount in a domestic foreign-currency-denominated bank account in such entity's name. And since foreign currency denominated accounts are permitted in Mozambique, domestic entities may also use export proceeds to pay foreign currency debts contracted with the local banking systemRemittance of interest, dividends and capital gains from foreign direct or foreign portfolio investment does not require prior authorization from the Central Bank, but is subject to documentary control for registration purposes by the intermediating Mozambican bank, including inter alia proof of prior registration of the relevant investment, production of audited financial accounts and shareholder assembly authorization where applicable, and payment of applicable taxes.For transactions requiring Central Bank prior authorization, provided that adequate and complete documentation is submitted, the Central Bank is required to respond within fifteen (15) days to these licensing requests.
17Capital Account Transactions (Direct Investment) – Documentation required (i.e. Mozambique) Capital ContributionIntercompany LoanAuthorization request Form must to be filled, identifying the counterparts and providing all deal details to the Central Bank of MozambiqueMinutes of shareholders' meeting authorizing the capital contributionIf necessary, Central Bank of Mozambique can require additional informationCentral Bank of Mozambique has up to 15 days to grant the authorization, which is formalized by its Authorization BulletinCapital contribution cannot be used for a different purpose from the one declared in the authorization requestCapital contribution is subject to registration at the Central Bank of Mozambique, within 90 days of its authorization or the capital inflow dateTo request registration, there is another Form which must be completed, providing the information stated in the bordereau issued by investor’s bank (document that proves the capital contribution)The lack of registration in the period mentioned above can cause the loss of right to outflow dividends or any capital investedFilling the specific Form of Central Bank of Mozambique, identifying the counterpartsFinancialsEvidence of ownership or evidence of intercompany relationshipMinutes of shareholders' meeting authorizing the loanLoan agreementConsiderations:Interest rates must not be equal or above the market ratesBeneficiary should prove its capability to repay the loan through the revenue generated by its business1712/04/2017
18DisclaimerThis presentation is provided for information purposes only on the express understanding that the information contained herein will be regarded as strictly confidential. It is not to be delivered nor shall its contents be disclosed to anyone other than the entity to which it is being provided and its employees and shall not be reproduced or used, in whole or in part, for any purpose other than for the consideration of the financing or transaction described herein, without the prior written consent of a member of the Standard Bank Group. The information contained in this presentation does not purport to be complete and is subject to change. This is a commercial communication. This presentation may relate to derivative products and you should not deal in such products unless you understand the nature and extent of your exposure to risk. The presentation does not include a personal recommendation and does not constitute an offer, or the solicitation of an offer for the sale or purchase of any financial product, service, investment or security. The investments and strategies discussed here may not be suitable for all investors; if you have any doubts you should consult your investment advisor. The investments discussed may fluctuate in price or value Whilst every care has been taken in preparing this presentation, no member of the Standard Bank Group gives any representation, warranty or undertaking and accepts no responsibility or liability as to the accuracy, or completeness, of the information in this presentation Past performance is not indicative of future results. For the avoidance of doubt, our duties and responsibilities shall not include tax advisory, legal, regulatory accounting or other specialist or technical advice or services. You are to rely on your own independent appraisal of and investigations into all matters and things contemplated by this presentation. By accepting this presentation, you agree to be bound by the foregoing limitations. Kindly note that this presentation does not represent an offer of funding since any facility to be granted in terms of this presentation would be subject to the Standard Band Group obtaining the requisite internal and external approvals. Copyright 2010 Standard Bank Group. All rights reserved.UK ResidentsThis presentation is not intended for the use of retail clients and must not be acted on or relied on by persons who are retail clients. Any investment or investment activity to which this presentation relates is only available to persons other than retail clients and will be engaged in only with such persons. Standard Bank Plc (SB Plc) is authorised and regulated by the Financial Services Authority (FSA), entered in the FSA’s register (register number ) and has approved this presentation for distribution in the UK only to persons other than retail clients. Persons into whose possession this presentation comes are required by SB Plc to inform themselves about and to observe these restrictions. Telephone calls may be recorded for quality and regulatory purposes. Standard Bank Plc, 20 Gresham Street, London, EC2V 7JE.South African ResidentsThe Standard Bank of South Africa Limited (Reg.No.1962/000738/06) is regulated by the South African Reserve Bank and is an Authorised Financial Services Provider and Credit Provider.United States ResidentsIn the US, Standard Bank Plc is acting through its agents, Standard Americas, Inc. and Standard New York Securities, Inc. Both are affiliates of Standard Bank Plc. Standard Americas, Inc is registered as a commodity trading advisor and a commodity pool operator with the NFA. Standard New York Securities, Inc is a member of FINRA and SIPC. Neither are banks, regulated by the United States Federal Reserve Board, nor insured by the FDIC.Hong Kong ResidentsStandard Bank Asia Limited is a fully licensed bank under the Banking Ordinance and is a registered institution under the Securities and Futures Ordinance in Hong Kong. Standard Securities Asia Limited is a licensed corporation with the Securities and Futures Commission. Any investments and services contained or referred to in this presentation may not be suitable for you and it is recommended that you consult an independent investment advisor if you are in doubt about such investments or investment services.Dubai ResidentsStandard Bank Plc, Dubai Branch, is regulated by the Dubai Financial Services Authority (‘DFSA) (register number F000028). Within the Dubai International Financial Centre, (‘DIFC’) the financial products or services to which this marketing material relates will only be made available to Professional Clients, including a Market Counterparty, who meet the regulatory criteria of being a Client.Turkey ResidentsStandard Unlu Menkul Degerler A.S. and Standard Unlu Portfoy Yonetimi A.S. are regulated by the Turkish Capital Markets Board “CMB”). According to CMB’s legislation, the information, comments and recommendations contained in this presentation are not investment advisory services. Investment advisory services are provided under an investment advisory agreement between a brokerage house, a portfolio management company, a bank that does not accept deposits or other capital markets professionals and the client. The comments and recommendations contained in this presentation are based on the personal opinions of the authors. These opinions may not be appropriate for your financial situation and risk and return preferences. For that reason, investment decisions relying solely on the information contained in this presentation may not meet your expectations.