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(A subsidiary of Habib Bank AG Zurich) South Africa HBZ Bank Limited Annual Report 2009

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Page 1: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

(A subsidiary of Habib Bank AG Zurich)

South Africa

HBZ Bank Limited

Annual Report2009

Annual Report2009

Page 2: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

We dedicate ourselves always

to consider the customer

first, give full measure and to

deliver more than we promise.

“ “

Isle of Man

CanadaSwitzerland

Egypt

Kenya

South Africa

UAE

United Kingdom

ProteaNational flower of South Africa

Page 3: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 1

Contents

Our MissiOn

To provide a specialised range of

banking services by understanding

and fulfilling the needs of our

niche market via knowledgeable,

experienced and professional staff

who offer personal, friendly, efficient

and secure service.

Seven year review 2

Profit summary 3

Total assets 3

Directorate 4

Committees 4

Executive management 5

Chairman’s review 6

Risk management review 8

Social investment 13

Corporate governance 14

Directors’ approval of the Annual Financial Statements 19

Company secretary certificate 20

Auditor’s report 21

Report of the directors 22

Statement of financial position 23

Statement of comprehensive income 24

Statement of changes in equity 25

Statement of cash flows 26

Notes to the Annual Financial Statements 27

International network 56

List of services 57

Egypt

Kenya

South Africa

Pakistan

Hong KongBangladesh

Page 4: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

2 | HBZ ANNUAL REPORT 2009

SEVEN yEAR REVIEW

2003 2004 2005 2006 2007 2008 2009

PROFITS (R million)

Profit before taxation 26.6 22.9 29.6 34.2 52.6 77.0 64.1

BALANCE SHEET (R million)

Advances 187.8 232.9 327.9 464.1 552.9 658.4 755.7

Advances growth % 19.6% 24.0% 40.8% 41.5% 19.1% 19.1% 14.8%

Deposit 555.3 687.4 925.0 1 080.3 1 155.3 1 667.6 1 746.2

Deposit growth % 36.9% 23.8% 34.6% 16.8% 6.9% 44.3% 4.7%

Total assets 650.4 794.1 1 025.6 1 201.5 1 323.5 1 856.0 1 957.8

Total assets growth % 32.6% 22.1% 29.1% 17.2% 10.2% 40.2% 5.5%

PERSONNEL

Number of employees 62 71 81 80 90 101 109

Net contribution per employee (R ‘000) 429 322 365 428 584 762 588

For the year ended 31 December 2009

EdelweissNational flower of Switzerland

Page 5: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 3

2003 2004 2006 20072005

Year

R M

illion

2008 2009

0

10

20

30

40

50

60

70

80

29.626.6

34.2

77.0

64.1

52.6

22.9

2003 2004 2006 20072005

Year

R M

illion

650.4

1 025.6

794.1

2008 2009

100

200

300

400

500

600

700

800

900

1000

1100

1200

1300

1400

1500

1600

1700

1800

1900

2000

1 201.5

1 323.5

1 957.8

1 856.0

PROFIT SUMMARy

TOTAL ASSETS

Page 6: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

4 | HBZ ANNUAL REPORT 2009

DIRECTORATE, ExECUTIVE MANAgEMENT & COMMITTEES

NON ExECUTIVE

Muhammad H Habib (51)# - Chairman

Bus. Admin (USA)

Joint President, Habib Bank Ag Zurich

Appointed 1995

Ramsay L Daly (67) - Vice Chairman

B.A. LLB

Attorney

Appointed 1995

M yakoob Chowdhury (67)^

Chief Executive Vice President, Habib Bank Ag Zurich

Appointed 1995

Reza S Habib (46)**

B.Sc. (USA)

Joint President, Habib Bank Ag Zurich

Appointed 1995

Pierre J Neethling (65)

B.Sc & MBA

Ex-Managing Director, Smith & Nephew plc, now retired.

Appointed 2004

Hendrik F Leenstra (61)

Institute of Bankers SA C.A.I.B. (SA)

Ex-Regional Executive – Nedcor group, KZN now retired

Appointed 2005

ExECUTIVE

Zafar Alam Khan (57) - Chief Executive Officer

and Senior Executive Vice President

B.A.

Appointed 2005

Chris Harvey (53) - Head of Compliance & Strategic

Planning and Executive Vice President

B.Com, Dip Acc

Appointed 1998

AUDIT COMMITTEE

Ramsay L Daly - Chairman

M yakoob Chowdhury

Pierre J Neethling

Hendrik F Leenstra

Muhammad H Habib *

Zafar Alam Khan *

Chris Harvey *

Jay Datadin *

Partner of KPMg

* By invitation

DIRECTORS AFFAIRS COMMITTEE

Muhammad H Habib - Chairman

Ramsay L Daly

M yakoob Chowdhury

Pierre J Neethling

Hendrik F Leenstra

RISK COMMITTEE

M yakoob Chowdhury - Chairman

Zafar Alam Khan

Chris Harvey

Ramsay L Daly

Pierre J Neethling

Hendrik F Leenstra

# Swiss ^ British ** Canadian

Page 7: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 5

ExECUTIVE MANAgEMENT

Zafar Alam Khan (57)

Chief Executive Officer / general Manager

Chris Harvey (53)

Head of Compliance & Strategic Planning

and Executive Vice President

CORPORATE

Zaheera Karreem (31)

Financial Controller

John MCg Rebelo (64)

Treasury Manager

Nusrat Zaidi (48)

IT Manager

Saleem Abdulla (51)

Credit Manager

Noel T Udinge (32)

Credit Risk Manager

Logan Naidu (50)

Human Resources Manager

REgISTERED OFFICE

135 Jan Hofmeyr Road

Westville

3629

REgISTRATION NUMBER

1995/006163/06

BRANCH NETWORK

KWA-ZULU NATAL DIVISION:

S Rasheed Akhtar (61) (Islamic Banking)

Executive Vice President

Ronnie Meherjina (46) (Durban)

Vice President

CM Qadeer Khan (35) (Pietermaritzburg)

Manager

gAUTENg DIVISION

M Ali Chaudhry (41) (Johannesburg)

2nd Vice President

M Raheel Mubeen (45) (Lenasia)

Assistant Vice President

S Babur Hussain Zaidi (49) (Laudium)

2nd Vice President

TribulusNational flower of the United Arab Emirates

Page 8: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

6 | HBZ ANNUAL REPORT 2009

CHAIRMANS REVIEW

It is with great pleasure that I present HBZ Bank Ltd’s

annual report for the year 2009. Our operation in South

Africa has, by the grace of god, continued to perform well.

INTERNATIONAL

The barrage of monetary and fiscal initiatives announced

by Central Banks in late 2008 plus the injection of huge

amounts of liquidity, the rapid reduction of interest rates

and the guaranteeing of deposits positively impacted the

global economy in 2009.

These measures did not stop the first world economies

from entering into a recessionary period or a strong

deceleration in emerging markets. What they did do was

substantially reduce the risk of a deeper contraction, set

the foundation for stabilization of the global economy and

allow business confidence to level off and then improve once

business had adjusted to the new conditions of greater job

uncertainty, a decrease in wealth and tighter credit.

By the third quarter of 2009 signs were that the global

recession was over although the recovery would be slow.

The emerging markets of Asia and China turned around

quickly and still showed a robust growth in 2009.

Indications are that positive growth rates of at least 2 % are

expected in most first world economies during 2010. The

main reasons for this positive outlook relate to the currently

depressed levels of activity in the major world economies,

the excessive response of businesses during the downturn

and the continuation of depression-combating policies

through most of 2010.

DOMESTIC

As the global economic downturn became more evident

the South Africa economy began to take strain. Even

though the banking sector exhibited few of the problems

witnessed elsewhere, the South African Reserve Bank

moved quickly to cut interest rates by 5 % in early 2009.

By midyear the economy had declined for the third

consecutive quarter signifying that South Africa was firmly

in a recession. Inflation moderated to 5.8% by the end of

2009 from a peak in 2008 of 13.7% although food price

inflation still remains a concern. The economy shrank 1.9%

in 2009. This impact would have been more severe were it

not for the government’s focus on infrastructure spending.

However, consumers obtained some relief from lower

inflation and interest rates.

The current account deficit at 7.7% of gDP toward the end

of 2009 remains a concern especially as more pressure will

come from dwindling government tax revenues as a result

of the recession.

On a positive note the South African economy showed

remarkable resilience by bouncing back towards the year

end and showing small growth in quarters three and four,

thus officially indicating that the recession was over.

OPERATINg PERFORMANCE

By the grace of god HBZ Bank Ltd had another good year

and achieved solid growth in the balance sheet. The assets

of the Bank grew by 5.5 % to end the year at R1.96 billion.

Advances also grew by 14.8 % and deposits by 4.7 %. The

Bank continued its philosophy of maintaining high liquidity.

Page 9: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 7

CHAIRMANS REVIEW

All the branches of the Bank performed well resulting in a

profit before tax of R64 million.

I am pleased to announce that in the month of October

2009 a sixth branch of the Bank was opened in the

Pietermaritzburg suburb of Raisethorpe to provide a

convenient location to our clients in the area.

OUTLOOK

Inflation in the South African economy is expected to

remain around 6 % in 2010. This will be despite the hike in

food prices and an increase in Eskom tariffs by 35 % per

annum over the next three years and uncertain fuel prices.

I feel that interest rates will remain at present levels for the

rest of this year. Banks will also remain cautious as regards

to credit extension.

During 2009 Ms. gill Marcus became governor of the

South African Reserve Bank and Mr. Pravin gordhan

appointed Minister of Finance. Both appointments were

well received in the market resulting in a positive sentiment

that continues into 2010.

The South African economy is expected to grow at a

rate of 2.5 % during 2010. A prudent and confident

budget is expected by the new Minister of Finance. Large

investments will be made in job creation, education and

HIV/AIDS treatment.

During 2010 the Bank will continue to focus on its core

business and maintain its conservative approach to

lending. Our combination of skilled people, entrepreneurial

spirit and a strong culture will enable the Bank to achieve

its growth strategies. The Bank nevertheless continues to

be driven by the keen desire to consider the customer first

and provide a quality service.

APPRECIATION

Our staff has once again continued to show commitment,

dedication, integrity and hard work by way of which the

Bank has been able to achieve its objectives. On behalf of

the Bank I thank you all for your contribution.

I also thank our clients and well wishers for their continued

support in business which helped us achieve these results.

I also extend my appreciation to the South African Reserve

Bank for its guidance and support and my fellow Board

members for their continued loyalty and wisdom.

Muhammad H Habib

Chairman

JasmineNational flower of Pakistan

Page 10: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

8 | HBZ ANNUAL REPORT 2009

RISK MANAgEMENT PHILOSOPHy

HBZ Bank recognises that effective risk management

is essential to generate sustainable profits, safeguard

its reputation, create a competitive edge and achieve

an optimal risk-reward profile. The risk philosophy of

the Bank is to keep risks to a minimum through a clear

policy of broad diversification in terms of geography and

product mix, and by spreading the Bank’s credit and trade

financing activities over a wide range of customers, with the

emphasis on secured, short-term, self liquidating lending.

The Bank defines risk as any factor, which could cause

the Bank not to achieve its desired business objectives

or result in adverse outcomes, including reputational

damage. In fact all actions that the Bank takes have

an element of risk and the Bank recognises that it is an

unavoidable consequence of banking to take calculated

business risks with the objective of creating attractive

returns from these ventures. Thus HBZ Bank does not

seek to avoid risk, but to manage it in a controlled manner

and in the context of the reward that is being earned.

The importance of the Bank’s risk management process

is to ensure that all risks are identified and understood,

evaluated and quantified, and then manage them so as

to achieve the desired returns by eliminating, reducing

and controlling the impact of adverse occurrences on

performance to within acceptable parameters. Risk

mitigation is an integral part of this process.

Risk management at HBZ Bank is guided by the

following important principles:

• Astronglydefinedriskmanagementstructure;

• Independentreviewandoversightoftheriskprocess;

• Continuousevaluationoftheriskappetiteofthe

Bank and its management through clearly defined

limits;and

• Communicationandcoordinationbetweenthe

committees, executive management and other role-

players in the risk management framework, without

compromising segregation of duties, controls or review.

RISK MANAgEMENT REVIEW

The Board enforces a conservative culture with respect

to its overall appetite for risk and fully endorses and

supports efforts at the Bank to attain international best

practice in risk management.

RISK MANAgEMENT FRAMEWORK

The Board is ultimately responsible for any financial loss

or reduction in shareholder value suffered by the Bank.

It is therefore responsible for the total process of risk

management, recognising all the risks to which the Bank

is exposed and ensuring that the proper mandates,

policies, authority levels, risk frameworks, internal controls

and systems are in place and functioning effectively.

The nature and size of HBZ Bank’s operations allows

for a centralised in-depth co-ordinated risk framework

that includes direct senior management and board

involvement to determine quantitative and qualitative

risk measurement, policies and procedures, control

structures, and compliance with regulations. The

executive and non-executive directors are widely

represented on the various risk management committees

and processes. At every board meeting, the Capital

Adequacy and Risk Committee reports on the effectiveness

of the Bank’s risk management and control framework.

In line with international best practice various

board committees oversee policy formulation and

implementation, and monitor the risk management

processes and exposures. The main committees are the

Board itself, the Capital Adequacy and Risk Committee,

the Assets and Liabilities Committee (ALCO) and various

Credit Committees.

ASSETS AND LIABILITIES COMMITTEE

An integral element in managing risk is the overall

management of the assets and liabilities of the Bank.

The Board set up the ALCO, made up of suitable

competent persons, to oversee the arrangement of

both sides of the Bank’s balance sheet to maintain

profitability, to minimise interest rate risk and to maintain

adequate liquidity. This committee presents a report at

each risk committee meeting on the effectiveness of the

management of the risks it monitors.

Page 11: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 9

The committee is made up of the CEO / general Manager,

CFO, Financial Manager, Treasury Manager, an Operations

Manager and the various individual risk managers. During

2009 the ALCO met as per the requirements.

CREDIT RISK

Credit risk is the risk of financial loss arising from the

possibility that commitments by counterparties are not

honoured either in part or totally.

The Board acknowledges that credit risk management is

critical to the Bank and has appointed a Credit Risk manager

to manage the group’s credit risk process. This manager

attends the holding company’s annual credit risk conference.

Capital Adequacy & Risk Committee

Large Exposures Credit Committee

BOARD

• Monitorallkeyrisksandensure

there is a risk assessment

• Managethecapital

adequacy process

• Evaluatetheadequacy

and efficiency of risk policies

• Developariskmitigationstrategy

• Approvecreditexposuresin

excess of 10% of capital

• Approvecreditexposuresin

excess of sub-committee

mandates and limits

• Approveallcreditpolicies

and procedures

Assets & Liabilities Committee (ALCO)

• Reviewtheliquidityandinterestrateriskprocessandproviderecommendationsandimprovements

• Considerthematurityofthebalancesheet

• Reviewandmonitorthecapitaladequacyprocess

• Assesstheprobabilityofvariousliquidityandinterest-rateshockscenariosandtheirimpactonearningsandcapital

• Allocatethebank’sassetsandliabilitiestoreduceriskandincreaseprofitability

• Reviewandmonitortheexposuretocountryrisk

• Reviewandmonitormarketrisk

• Ensureasquarepositionismaintainedwithcurrencyriskandallcurrencypoliciesandguidelinesareadheredto

• Reviewindustryexposuretomanageconcentrationrisk

• Reviewandmonitoroperationalrisk,identifyprocessbreakdownsandprovidecorrectiveaction

In line with the requirements of the South African

Reserve Bank (SARB), HBZ Bank is using the

Standardised Approach to calculate regulatory credit risk

capital as stipulated in the Basel II Accord.

The fundamental principles that HBZ Bank applies in the

management of credit risk include:

• acleardefinitionandin-depthunderstandingofour

nicheclientbase;

• detailedcreditgrantingproceduresincludingrigorous

assessmentofthecreditworthinessofallparties;

• detailedanddocumentedaccountopeningprocedures,

know-your-customerandduediligencerequirements;

Page 12: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

10 | HBZ ANNUAL REPORT 2009

• anemphasisondiversificationoftheBank’sclient

base limiting exposures to certain industries, to

reducetheConcentrationRiskattheBank;

• creditriskmitigationbyobtainingadequatesecurity

/ collateral that is valued on a timely basis as clearly

documentedinthecreditgrantingprocedures;

• formationofvarioushighlevelcreditcommitteesall

withclearlydefinedlimits;

• detailedcreditinspection,qualityreviewand

prompt follow-up by high level management and

theindependentexternalandinternalauditors;

• theprudentassessmentofadvancesintocategories

thatareinlinewithstandardinternationalpractice;

• ahighlevelofexecutiveandnon-executive

involvementindecisionmakingandreview;

• aclearpolicyontheappropriateprovisioninginrespect

of the estimated loss inherent in the advances book.

The Board has taken upon themselves to approve and

monitor all large exposures that are in excess of 10% of

the Bank’s capital. To augment the prudent assessment

of advances and determination of appropriate provisioning,

the Bank has a credit risk classification system.

MARKET RISK

Market risk represents the danger of losses occurring

due to adverse changes in the value of financial

instruments caused by fluctuations in interest and

foreign currency rates. The major market risk areas that

affect the Bank are elaborated as below.

In line with the requirements of the SARB, HBZ Bank is

using the Standardised Approach to calculate regulatory

market risk capital as stipulated in the Basel II Accord.

Interest rate risk is the sensitivity of profit to adverse

variations in interest rates. The Bank manages within laid

down parameters the difference between rate-sensitive

assets less rate-sensitive liabilities by effectively utilising

capital and continually matching rate-sensitive assets

and liabilities over various time horizons and various

economic and environmental scenarios. The focused range

of products offered by the Bank facilitates the management

of this risk. Interest rate risk management is enhanced

through the Asset and Liability Committee (ALCO) and an

ALM process.

Currency risk arises from movements in rates of exchange

between currencies. The Bank has very little exposure to this

type of risk as it has a very conservative policy of prohibiting

foreign exchange speculation and never having any

uncovered forward positions. No long term open positions

may be maintained, while short term open positions are

only maintained on NOSTRO accounts within extremely

conservative limits stipulated by the Board for each currency.

LIQUIDITy RISK

Liquidity risk results from being unable to meet

commitments, repayments and withdrawals timeously and

cost effectively.

The Bank controls liquidity at source by having strong

internal controls at that point, ensuring a wide deposit base,

simplifying the product range and centralizing the treasury

function. The Bank is extremely conservative, with the size

allowing for the direct matching of all major deposits with

inter-bank placements and by keeping a large proportion

of the funds short-term to buffer against unexpected cash

flow requirements. This is enhanced through an Asset and

Liability Committee (ALCO) and an ALM process which

addresses liquidity risk proactively. As with the management

of interest rate risk, the focused range of products offered by

the Bank facilitates the management of this risk.

The liquidty management process includes a Contingency

Funding Plan which takes to account various stress

test scenarios and funding sources. The Bank does

comprehensive stress test scenarios for cases where an

intraday liquidity shortfall is predicted and where a sudden

drain in funds occurs resulting from a run on the Bank or a

single large bank placement becoming unrecoverable.

RISK MANAgEMENT REVIEW (CONTINUED)

Page 13: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 11

The Bank has the following sources of funding in a

stress situation:

• Useavailableinterbanklines.

• Sellgovernmentstock.

• ApproachHabibBankAGZurichtolendfunds.

• Approachthemarkettoraisefunds.

The Bank successfully complies with Basel II principles

relating to liquidity risk management.

OPERATIONAL RISK

Operational risk is inherent in running a business. The major

risks are internal and external fraud, error, incompetence,

systems breakdown losses from external events, legal

risk and inadequate internal control procedures.

In line with the requirements of the SARB, HBZ Bank

is using the Basic Indicator Approach to calculate

regulatory operational risk capital as stipulated in the

Basel II Accord.

The Bank takes active measures to limit potential

operational losses by:

• Instillinginemployeesasoundculture,workethic

andvaluesethos;

• Providingahealthy,safeandsecureoperating

environmentforstaff,dataandinformation;

• Correctandmeaningfulstafftraining;

• Thepreparationandcontinualupgradingofclear

proceduremanuals;

• Regularlyrotatingandmotivatingstaff;

• Maintainingadequateandeffectiveinternalcontrols;

• Ensuringtimeousandaccurateprocessingof

transactionsandmonitoringunauthorisedones;

• Ensuringappropriateinvestmentincomputer

technologytosupportoperations;

• Ensuringanadequatebusinesscontinuityprocessin

theeventofdisruption;

• Internalandexternalindependentauditchecks

andinternalcontrolreviews;

• Ensuringasanadditionalcountertopotential

operational risk that the Bank has extensive

insurance cover for any material losses.

Significant loss events and incidences are reported to

the Board immediately when they occur.

CAPITAL RISK

Capital risk is the risk that the Bank will not have

adequate capital to support all the risks in the business.

The Bank’s capital management process is intended to

develop and use better risk management techniques

in monitoring and managing its risks to ensure it has

adequate capital to support all the risks. Clearly a

relationship exists between the amount of capital held

by the Bank against its risks and the strength and

effectiveness of the Bank’s risk management and internal

control processes.

It is the Board’s view that increasing capital should

not be the only option for addressing increased risks

confronting the Bank. Other means of addressing risk,

such as strengthening risk management, applying

internal limits, strengthening the level of provisions and

reserves, and improving internal controls, must also be

considered. Furthermore, capital should not be regarded

as a substitute for addressing fundamentally inadequate

controls or risk management processes.

The Board has developed an Internal Capital Adequacy

Assessment Process (ICAAP) and set capital targets

that are commensurate with the Bank’s risk profile and

control environment to ensure the Bank has adequate

capital to support its risks beyond the core minimum

requirements. During 2009 the Board reviewed the

capital management and capital adequacy processes

and confirmed that it successfully achieved the

objectives specified.

Page 14: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

12 | HBZ ANNUAL REPORT 2009

COUNTRy RISK

Country risk relates to the danger that the cross-border

movement of capital and/or interest could be restricted

or completely blocked by a country due to political or

economic reasons.

HBZ Bank has very little exposure to this risk. However as

a proactive bank, HBZ Bank has a strategy to minimise this

risk should this type of risk become of concern. A central

committeedecidesontheriskprofilesofeachcountry;

continually revises these profiles and determines their

provision ratings. In deciding risk profiles of the countries

the ratings of international credit rating agencies and

others and the opinions of local banks are sought.

COMPLIANCE RISK

Compliance risk is the risk that the Bank fails to comply

with the letter and spirit of all statutes, regulations,

supervisory requirements and industry codes of conduct,

which apply to our businesses.

As the number of statutory regulations and directives

from Central Banks increase there is a continual need to

monitor the Bank’s adherence to these laws. The Bank

identifies Compliance Risk as a separate risk within its

risk management framework. Compliance risk consists

of two risk areas:

REgULATORy RISK

Regulatory risk arises when the Bank does not

comply with applicable laws and regulations or

supervisory requirements.

REPUTATIONAL RISK

Reputational risk is the negative publicity the Bank would

be exposed to if there were a contravention of applicable

statutory, regulatory and supervisory requirements or

providing a service that does not comply with proper

industry standards.

The Bank has a Compliance department appointed to

oversee this function. The mandate of the compliance

department includes the following:

• Co-ordinatingthecomplianceprocessattheBank.

• Monitoringandreviewingthisprocess.

• Providingacentralpointforadvice,consultationand

non-compliance reporting.

• Facilitatingcomplianceeducationandawareness

workshops and seminars to entrench a culture of

compliance at the Bank.

• Settingentitywidepolicyandstandardsfor

compliance.

• Providingspecificfocusonregulatoryand

reputational risk as defined above.

When new acts, regulatory requirements and codes of

conduct are introduced compliance addresses these

by providing training and advice on these issues,

developing policies and procedures affecting regulatory

issues and regularly monitoring adherence to these

policies and procedures. Education and practical

workshops form an important part of this process.

With the continued local and international focus on anti

money laundering, compliance at the Bank continues

with its extensive training program for all employees

to ensure that they were aware of their regulatory

obligations. As part of the continued training within the

compliance department the Bank’s compliance officer

attends the annual Compliance Conference hosted

internationally by our holding company.

The Compliance officer is a member of the Compliance

Institute of South Africa.

RISK MANAgEMENT REVIEW (CONTINUED)

Page 15: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 13

HBZ Bank recognises the need to provide support for

various external social causes while balancing this with a

focused internal staff development program.

ExTERNAL SOCIAL INVESTMENT

It is vital, to ensure lasting employment and self-

enrichment, that people are properly educated and

have a cultural heritage to provide substance to their

lives. It is with this in mind that HBZ has over the years

proudly invested in a wide range of welfare and self help

initiatives. Principle amongst them has been projects

and programmes that have provided educational, health

and cultural development. Preschools, primary and high

schools have all benefited from regular contributions, as

have AIDS, Cancer, Drug & Alcohol abuse projects and

the deaf and blind associations. Cultural events are also

well supported by the Bank.

The Bank has continued to provide much needed

financial aid to many charitable organisations that provide

assistance to the poor, homeless, orphaned and destitute

people. The aim is to provide a regular contribution to allow

these persons to become productive and self-sustaining

persons within their communities.

INTERNAL SOCIAL INVESTMENT

It is paramount to the success of any business that

internal empowerment programmes for staff are in place.

The Bank is conscious of this fact and has implemented

internal employment equity, training and skills development

initiatives. These initiatives focus on providing all employees

with an environment that is free from any form of

discrimination while ensuring opportunities exist to obtain

the necessary skills for career expansion.

SKILLS DEVELOPMENT

The Bank has a Skills Development Facilitator who is

registered with the BANKSETA, the Banking Industries

Training Authority. A Workplace Forum comprising of equal

numbers of staff and management meets to monitor and

enhance the Bank’s Workplace Skills Plan.

The Plan monitored by the Forum commits the Bank and

employees to various training projects that include:

• focusedon-the-jobtraining;

• externaltraining;and

• providingaccesstotertiary,college

and university education.

All staff have access to this plan and are entitled to benefit

from the plan. During 2009 all the goals and objectives of

the plan were achieved. To encourage continuity of the

plan the Bank has set aside a separate budget to give full

measure to the Workplace Skills Plan.

EMPLOyMENT EQUITy

The Bank’s Employment Equity Plan submitted to the

Department of Labour is continually monitored and

updated to ensure it meets the changing needs of the

Bank and its employees.

As a member of an international bank group, HBZ is

proactive and has for a number of years had a sound

employment equity process. The Bank is currently training

and recruiting staff from the previously disadvantaged

groups to ensure employment equity at the Bank remains

ahead of the plan.

SOCIAL INVESTMENT

EMPLOyEE SUMMARyMALE FEMALE

Occupational Categories African Coloured Indian White Total African Coloured Indian White Total Total

Top management 2 1 3 3

Professionals &

middle management1 16 17 3 3 20

Junior management 3 7 2 12 1 10 2 13 25

Clerks 2 19 21 1 27 4 32 53

Service workers 2 1 3 5 5 8

Total 8 45 3 56 7 40 6 53 109

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14 | HBZ ANNUAL REPORT 2009

In essence corporate governance is the formal

maintenance of the necessary balance between

entrepreneurial thrust and prudential restraint, within the

boundaries of good business practices and regulation.

HBZ Bank considers this formal maintenance of the

balance to be fundamental to the sound operation of the

Bank. Corporate governance is implicit in our values,

culture, processes and organisational structure and the

structures designed to ensure they remain embedded in

all functions and processes.

In recognition of the need to conduct the affairs of the

Bank according to the highest standards of corporate

governance, in the interests of stakeholder protection,

the Board endorse the Code of Corporate Practices

and Conduct recommended in the King II Report on

Corporate governance for South Africa 2002 (”King II”).

In supporting the code, the Directors recognise the need

for themselves and all employees to conduct themselves

with integrity and in accordance with generally accepted

corporate practices.

The corporate governance framework and corporate

governance plan, both of which are reviewed by the

Board annually, ensures the strategic guidance of

the Bank, the effective monitoring of management

by the Board, and the Board’s accountability to our

shareholder. Further, the framework ensures that timely

and accurate disclosure is made on all material matters

regarding the Bank, including the financial situation,

performance, ownership, and governance of the Bank.

An integral aspect of sound corporate governance

includes the management of the risks of the Bank

and ensuring adequate capital is maintained to cover

these risks. Details of the risk management process are

documented separately in this annual report.

The salient features of the Bank’s corporate governance

policy are built on the characteristics of accountability,

discipline, fairness, independence, responsibility,

transparency and social integrity. Mechanisms that

ensure good corporate governance are discussed in

more detail below.

BOARD OF DIRECTORS

The Board is responsible for reviewing and guiding

company strategy, approving the main policies and

objectives, understanding the key risks, and determining

the risk tolerance and approving and reviewing the

processes in operation to mitigate these risks.

In fulfilling its responsibilities, the Board is supported

by management, who are required to implement the

plans and strategies approved by the Board. The Board

monitors management’s progress on an ongoing basis.

During 2009 the HBZ Board comprised eight directors,

six of whom are non-executive directors and two

executive directors. Non-executive directors comprise

individuals of high caliber with diverse international and

local backgrounds and expertise that enable them to

bring objectivity and independent judgement to the

Board deliberations and decisions. All Board members

have a clear understanding of their role in corporate

governance and are not subject to undue influence from

management or outside concerns. Both the Chairman

and Vice Chairman are non-executive members. The

roles of the Chairman and the CEO are separate with

responsibilities clearly defined. There was no movement

in directors during 2009.

The Board met four times during 2009 with director’s

attendance in accordance with requirements.

Additional Board meetings, apart from those planned,

areconvenedascircumstancesdictate;nonewere

convened during the year under review. Where

directors are unable to attend a meeting personally,

teleconferencing is made available to include them

in the proceedings and allow them to participate in

the decisions and conclusions reached. The Board is

supplied with full and timely information with a typical

Board agenda including:

• AreportfromtheCEO.

• AdiscussionontheManagementaccounts.

• ReportsfromtheAuditcommittee.

CORPORATE gOVERNANCE

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HBZ ANNUAL REPORT 2009 | 15

• ReportsfromtheCapitalAdequacy&Riskcommittee.

• ReportsfromtheDirectorsAffairscommittee.

• ReportsfromtheComplianceofficer.

• Reportsonlargeexposures.

• Reportsonindustryconcentrations.

• Reportsonsignificantregulatoryissues.

On a monthly basis all directors receive management

accounts that include an income statement and

balance sheet by branch. The Board meets annually

with management for a number of days to debate and

agree on the proposed strategy and to consider long-

term issues facing the Bank, prior to formulation of

the annual financial budgets. All directors are regularly

kept abreast of statutory, regulatory, accounting, non-

financial and industry developments that may affect

the Bank. Furthermore all directors have full access to

management, the company secretary and independent

professionals as well as unrestricted access to all relevant

documentation required to discharge their duties.

One-third of directors retire by rotation annually. The

Board does not believe that any director has served on

the Board for a period, which could materially interfere

with the director’s ability to act in the best interests

of the Bank. When reappointing directors, the Board

takes cognisance of its needs in terms of different

skills, experience, diversity, size and demographics. All

directors are regarded as fit and proper.

The Board is supported by various internal committees

and functions in executing its responsibilities. These are

elaborated on below. Details of the directorate are listed

on page 4 of this annual report.

DIRECTORS’ AFFAIRS COMMITTEE

The directors’ affairs committee, established by the Board

has a written charter that clearly sets out its responsibility,

authority and functions. The committee including the

Chairman consists of non-executive directors. In terms

of the charter two meetings were held during 2009, with

the CEO and financial director invited to attend.

The committee’s primary responsibilities are:

• ToassisttheBoardinitsdetermination

and evaluation of the adequacy, efficiency and

appropriateness of the corporate governance

structureandpracticesoftheBank;

• ToestablishandmaintainaBoarddirectorship

continuity program including planning for successors,

regularly reviewing the skills and experience of the

Board, and an annual self-assessment of the Board

as a whole and of the contribution of each

individualdirector;

• ToassisttheBoardinthenominationofsuccessors

to key management positions and ensure that a

managementsuccessionplanisinplace;

• ToassisttheBoardindeterminingwhetherthe

servicesofanydirectorshouldbeterminated;and

• AssisttheBoardinensuringthattheBankisatall

times in compliance with all applicable laws,

regulation and codes of conduct and practices.

Details of the directors’ affairs committee are listed

on page 4 of this annual report.

COMPANy SECRETARy

The company secretary of HBZ is suitably qualified and

experienced and was appointed by the Board in 1995.

The company secretary is responsible for the duties

as stipulated in section 268g of the Companies Act. The

Board recognizes the pivotal role the secretary plays in the

corporate governance process and is thus empowered

by them to ensure these duties are properly fulfilled.

In addition to his statutory duties the company secretary

is required to:

• Providethedirectorswithguidanceonhowtheir

responsibilities should be properly discharged in the

best interests of the Bank.

• InductnewdirectorsappointedtotheBoard.

• AssisttheChairmanandViceChairmanin

determining the annual Board plan.

• Ensurethatthedirectorsareawareoflegislation

relevant to the Bank.

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16 | HBZ ANNUAL REPORT 2009

All directors have access to the advice and services of

the company secretary whose appointment is a matter for

the Board as a whole. The contact details of the company

secretary are provided in the director’s report.

CAPITAL ADEQUACy AND RISK COMMITTEE

The Board is responsible for the total process of

risk management and the system of internal control.

Management is accountable for designing, implementing

and monitoring the process of risk management and

integrating it with the day-to-day activities of the Bank.

The Board established the Capital Adequacy and Risk

committee with a written charter that clearly sets out its

responsibility, authority and functions. The committee is

made up of both non-executive and executive directors

with the Chairman always a non-executive director. Four

meetings were held during 2009.

The committee’s primary responsibilities are:

• ToassisttheBoardinitsevaluationoftheadequacy

and efficiency of the risk policies, procedures,

practicesandcontrols;

• Toassistintheidentificationofconcentrationrisksto

whichtheBankisexposed;

• Toassistindevelopingariskmitigationstrategy;

• Toassistinensuringthataformalriskassessmentis

undertakenatleastannually;

• Toassistinidentifyingandregularlymonitoringallkey

risksandkeyperformanceindicators;

• Toensuretheestablishmentofanindependentrisk

management function including the training of

membersoftheBoardinthedifferentriskareas;and

• Tointroducemeasuresthatwillenhancethe

adequacy and efficiency of the risk management

policies, procedures, practices and controls applied:

• ToassisttheBoardintheongoingmanagementof

the capital requirements of the Bank to ensure capital

s maintained to meet future growth after taking into

account stress-testing scenarios.

• Toannuallyassessthecapitalmanagement

strategy of the Bank by the Internal Capital Adequacy

Assessment Process.

A comprehensive Risk Management framework is in

place that formalises the management of risk. This and

the application and reporting on risk are detailed in the

separate Risk Management section of this annual report.

Details of the risk committee are listed on page xx of this

annual report.

AUDIT COMMITTEE

The audit committee, established by the Board has a

written charter that clearly sets out its responsibility,

authority and functions. The committee including the

Chairman consists of non-executive directors. The

compliance officer, internal and external auditors of the

Bank and the banking supervision department of the South

African Reserve Bank have unrestricted access to this

committee. In addition the Chairman has the right to call in

any other employee who is able to assist the committee on

an ad hoc basis. Four meetings were held during 2009 with

the CEO, CFO, compliance officer, internal and external

auditors invited to attend when necessary.

The committee’s primary responsibilities are:

• ToreviewandassesstheinternalcontrolsoftheBank.

• Toensurethatthenecessaryrespectfortheinternal

control structure is demonstrated by management.

• Toensurethattheinternalauditprocessofthe

Bank is effective and in terms of the committees

requirements.

• Toensurethatanysignificantaccounting,auditing

or disclosure issues highlighted by the auditors and

financial management are satisfactorily addressed.

• TooverseetheBank’sexternalauditprocess

including the scope, fees and audit findings.

Details of the audit committee are listed on page 4 of this

annual report.

CREDIT COMMITTEES

Credit committees comprising senior management as

well as executive and non-executive directors operate

at various levels within the Bank. These committees,

operating within clearly defined exposure limits and

CORPORATE gOVERNANCE (CONTINUED)

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HBZ ANNUAL REPORT 2009 | 17

rules stipulated by the Board, review and approve all

exposures to clients and potential clients.

One of the primary risks in the management of credit is

concentration risk. A large concentrated exposure to a single

party or closely related group of borrowers could place the

profitability of the Bank in jeopardy should recoverability

of the exposure become doubtful. The Board realizing

the importance of this has itself taken the responsibility of

approving and reviewing all large exposures.

REMUNERATION COMMITTEE

The Bank’s remuneration committee comprises non-

executive directors and members of the holding

company’s executive management. They meet annually

to determine salary structures and staff policies that

ensure the directors, executive management and staff

are rewarded fairly for their individual contributions to the

Bank’s overall performance.

COMPLIANCE

Compliance risk is the risk that the Bank fails to comply

with the letter and spirit of all statutes, regulations,

supervisory requirements and industry codes of

conduct, which apply to our businesses. The Bank has

an independent compliance function responsible for

assisting management in this regard. The compliance

department has implemented and developed effective

processes to address compliance issues within the Bank

and has unrestricted access to the Chairman of the

Audit Committee and Chairman of the Board. The role of

the compliance department is elaborated on in the Risk

Management section of this annual report.

INTERNAL CONTROL

The Directors of the Bank are responsible for ensuring

that the Bank maintains accounting records and

implements effective systems of control. Management is

responsible for the implementation and maintenance of

these controls.

The Directors report that the Bank’s internal controls are

designed to provide assurance regarding the:

• integrity,accuracyandreliabilityoftheaccounting

records,

• accountabilityforthesafeguardingandverification

of assets,

• detectionandpreventionofrisksassociated

with fraud, potential liability, loss and

material misstatement,

• effectivenessandefficiencyofoperations,

• compliancewithapplicablelawsandregulations.

The internal controls within the Bank concentrate on critical

risk areas. These risk areas are identified by operational

management, confirmed and monitored by the Board

of directors, reviewed annually by the external auditors,

and closely monitored and subject to independent and

unimpaired review by the internal auditors.

Internal controls are based on established policies and

procedures, implemented by appropriately trained and

skilled personnel whose functions have been properly

segregated. In this process internal controls are designed

to ensure the cost does not exceed the benefit.

Processes are in place to monitor the effectiveness of

internal controls, to identify material breakdowns and

to ensure that corrective action is taken. These ongoing

processes were in place throughout the year under review.

INTERNAL AUDIT

The Bank’s independent internal audit function exists

to assist management in discharging their responsibility

effectively. This department has senior suitably qualified

and experienced staff whose functions comply with

international standards.

The scope of the internal audit function is to review the:

• reliabilityandintegrityoffinancialandoperating

information,

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18 | HBZ ANNUAL REPORT 2009

• systemsofinternalcontrols,

• meansofsafeguardingassets,

• efficientmanagementoftheBank’sresources,

• compliancewithapplicablelawsandregulationsand

• effectiveconductofitsoperations.

Internal audit operates independently from Executive

Management and has unrestricted access to the chairman

of the Audit Committee, all other staff and information

needed by them in the execution of their duties.

CODE OF ETHICS

HBZ Bank has a strong culture of entrenched values that

commit it to the highest standards of integrity, behavior

and ethics in dealing with all its stakeholders. These

values apply to all personnel at the Bank, with personnel

expected at all times to observe their ethical obligation

in such a way as to carry on business through fair

commercial competitive practices.

In particular staff are expected:

• nottoplacethemselvesinapositionwheretheir

personal interests conflict with their duties to the

Bankandtotheirclients;

• tocarryouttheirdutieswithduecareandskill;

• toexhibitloyaltyanddedicationinallmatters

pertainingtotheBank;

• tobeprudentintheuseofinformationacquired

in the course of their duties and to respect the

confidentialityofclientinformation;and

• nottodiscriminateonthebasisofrace,religion

or gender.

REgULATION AND SUPERVISION

The Bank is subject to external regulation and

supervision by various statutory bodies and regulators.

The Bank strives to achieve open and active

communication with these bodies specifically the

Supervision and Exchange Control Departments of the

South African Reserve Bank. Where appropriate the

Bank participates in discussion groups with the various

regulators to ensure that knowledge and insight is gained

to maintain sound internal controls to operate within the

regulatory framework.

EMPLOyEE PARTICIPATION AND SKILLS

The Bank recognizes the importance of employee

participation in the maintenance of standards and general

well being of the company as ultimately our success

depends on our employees working together in the

interests of our clients.

The following principles underlie the Bank’s employment

equity and skills enhancement policy:

• HBZBankiscommittedtonurturingtheemployee

relationship by continued development of innovative

reward and incentive programs that focus on long-

and short-term operational and strategic goals.

• Theempowermentofemployeesisenhanced

through emphasis on teamwork, training and a

philosophy of internal promotion.

• Apolicyofopen,honesttwo-waycommunication

has been adopted allowing for a free exchange of

positive ideas within the work place.

• HBZBankmaintainsapolicyofnon-discrimination

towards all employees, and is committed to providing

employment in an equitable manner to members of

all communities.

• TheBankendorsesthephilosophyofaffirmative

action as an integral part of its business plan with

a number of initiatives within the Bank currently

in process.

• HBZBankhasanongoingworkplaceforum

comprising employees and management of the Bank

that continually monitors and upgrades its Workplace

Skills Plan and Employment Equity Plan, which

focuses and commits the Bank to skills development

and continued equity in the workplace.

CORPORATE gOVERNANCE (CONTINUED)

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HBZ ANNUAL REPORT 2009 | 19

DIRECTORS’ APPROVAL OF THE ANNUAL FINANCIAL STATEMENTS

RESPONSIBILITy FOR THE

ANNUAL FINANCIAL STATEMENTS

The Directors are responsible for the preparation and

fair presentation of the annual financial statements of

HBZ Bank Limited, comprising the statement of financial

position as at 31 December 2009, the statement of

comprehensive income, the statement of changes in

equity and statement of cash flows for the year then

ended , and the notes to the financial statements, which

include a summary of significant accounting policies and

other explanatory notes, and the directors’ report, in

accordance with South African Statements of generally

Accepted Accounting Practice and in a manner required

by the Banks Act and Companies Act of South Africa.

The Directors’ responsibility includes: designing,

implementing and maintaining internal control relevant to

the preparation and fair presentation of these financial

statements that are free from material misstatement,

whetherduetofraudorerror;selectingandapplying

appropriateaccountingpolicies;andmakingaccounting

estimates that are reasonable in the circumstances.

The Directors’ responsibility also includes maintaining

adequate accounting records and an effective system of risk

management as well as the preparation of the supplementary

schedules included in these financial statements.

The Directors are of the opinion that:

• Appropriateaccountingpolicieshavebeen

consistentlyapplied;

• Adequateaccountingrecordshavebeenmaintained;

• Internalcontrolsystemsareadequatetotheextent

that no material breakdown in the operation of these

systemsoccurredduringtheyearunderreview;and

• Thefinancialstatementsfairlypresentthefinancial

position of the company as at the 31 December 2009.

The auditor is responsible for reporting on whether the annual

financial statements are fairly presented in accordance with

the applicable financial reporting framework.

gOINg CONCERN

The Director’s have made an assessment of the

Company’s ability to continue as a going concern and

have no reason to believe the business will not be a

going concern in the year ahead.

FINANCIAL STATEMENTS

The annual financial statements of HBZ Bank Limited

and the Directors’ report appearing on pages 22 to 55

were approved by the board of directors on the

18 March 2010 and are signed on its behalf by:

Muhammad H. Habib

Chairman

Ramsay L Daly

Vice-chairman

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20 | HBZ ANNUAL REPORT 2009

COMPANy SECRETARy CERTIFICATE

In terms of Section 268g(d) of the Companies Act of 1973, as amended, I hereby certify to the best of my knowledge and

belief, that the company has lodged with the Registrar of Companies all such returns as are required of the company in

terms of the Act and that all such returns are true, correct and up to date.

Chris Harvey

Company Secretary

Durban

18 March 2010

English RoseNational flower of the United Kingdom

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HBZ ANNUAL REPORT 2009 | 21

We have audited the annual financial statements of HBZ

Bank Limited, which comprise the statement of financial

position as at 31 December 2009, the statement of

comprehensive income, the statement of changes in

equity and cash flow statement for the year then ended,

and the notes to the financial statements, which include

a summary of significant accounting policies and other

explanatory notes, and the directors’ report as set out

on pages 22 to 55.

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 South African Statements of generally

Accepted Accounting Practice and in the manner required

by the Companies Act of South Africa. This responsibility

includes: designing, implementing and maintaining internal

control relevant to the preparation and fair presentation of

financial statements that are free from material misstatement,

whetherduetofraudorerror;selectingandapplying

appropriateaccountingpolicies;andmakingaccounting

estimates that are reasonable in the circumstances.

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 financial statements present fairly,

in all material respects, the financial position of HBZ

Bank Limited at 31 December 2009, and its financial

performance and cash flows for the year then ended in

accordance with South African Statements of generally

Accepted Accounting Practice and in the manner required

by the Banks Act and the Companies Act of South Africa.

KPMg Inc

Registered Auditor

per J Datadin

Chartered Accountant (SA)

Registered Auditor

Director

18 March 2010

20 Kingsmead Boulevard

Kingsmead Office Park

Durban, 4001

AUDITOR’S REPORT

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22 | HBZ ANNUAL REPORT 2009

REPORT OF THE DIRECTORS

The Board of Directors takes pleasure in presenting the Annual Financial Statements of the bank for the year ended 31 December 2009.

HOLDINg COMPANy

HBZ Bank Limited is a wholly owned subsidiary of Habib Bank Ag Zurich, which is incorporated in Switzerland.

NATURE OF BUSINESS

HBZ Bank Limited is a registered bank, which, in line with the business strategy of its holding company, Habib Bank Ag Zurich, specialises in trade finance and retail banking.

AUTHORISED AND ISSUED SHARE CAPITAL

No additional shares were authorised or issued during the year.

FINANCIAL RESULTS

The results of the company are set out in the accompanying financial statements and notes

DIVIDENDS AND gENERAL RESERVE

The Directors have proposed that the following appropriations be made from the distributable earnings of 2009/2008 as follows:

POST BALANCE SHEET EVENTS

There were no material post balance sheet events.

DIRECTORS AND SECRETARy

Details of the directors are reflected on page 4 of this report.

In accordance with the Company’s articles of association, Section 85, Messrs C Harvey, PJ Neethling and HF Leenstra retire by rotation, but being eligible, offer themselves for re-election at the forthcoming annual general meeting. The secretary of the company is Mr C Harvey whose business and postal address is 135 Jan Hofmeyr Road, Westville, 3630, P O Box 1536, Wandsbeck, 3631.

DIRECTORS’ EMOLUMENTS

Directors’ emoluments in respect of the company’s directors are disclosed in note 30 to the annual financial statements.

gENERAL RESERVE 2009 2008

R R

Transfer proposed 10 000 000 20 000 000

Transfer paid 0 20 000 000

DIVIDEND

Proposed dividend for distribution 35 300 000 11 400 000

Secondary taxation on companies 3 530 000 1 140 000

Ramsay L. DalyVice-chairman

18 March 2010

Muhammad H. HabibChairman18 March 2010

The 2009 appropriations were made on the 18 March 2010. The 2008 appropriates were made on the 17 July 2008 and the 18 March 2009

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HBZ ANNUAL REPORT 2009 | 23

STATEMENT OF FINANCIAL POSITION

Notes 2009 2008

R R

ASSETS

Cash and short-term funds 1 970 051 577 927 513 863

Investment securities 2 209 749 881 246 894 932

Other assets 3 994 124 1 001 656

Derivative assets held for risk management 4 4 515 006 6 333 065

Deferred taxation 5 695 632 516 974

Advances 6 755 749 024 658 403 682

Property and equipment 8 16 027 905 15 391 054

1 957 783 149 1 856 055 226

EQUITy AND LIABILITIES

Capital and reserves

Ordinary share capital 9 10 000 000 10 000 000

Share premium 40 000 000 40 000 000

Regulatory reserve 10 8 944 990 10 104 641

general reserve 10 93 000 000 73 000 000

Retained earnings 45 344 617 31 418 442

Total shareholder’s funds 197 289 607 164 523 083

LIABILITIES

Deposits and other accounts 11 1 746 179 267 1 667 567 088

Provision 12 2 200 000 1 892 100

Other liabilities 13 6 403 828 14 686 905

Derivative liabilities held for risk management 14 4 515 006 6 333 065

Taxation 15 1 195 441 1 052 985

1 957 783 149 1 856 055 226

For the year ended 31 December 2009

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24 | HBZ ANNUAL REPORT 2009

For the year ended 31 December 2009

STATEMENT OF COMPREHENSIVE INCOME

Notes 2009 2008

R R

Interest received 16 161 816 864 192 253 134

Interest paid 17 (69 349 208) (86 766 827)

Net interest income 92 467 656 105 486 307

Impairment of advances 7.3 (228 251) (1 349 302)

92 239 405 104 137 005

Other income 18 36 539 254 34 633 405

128 778 659 138 770 410

Operating expenses 19 (64 639 911) (61 750 004)

Profit before taxation 64 138 748 77 020 406

Taxation 20.1 (19 972 224) (25 189 799)

Net income attributable to shareholders 44 166 524 51 830 607

Dividends per share (cents) 21 114.00 106.00

Earnings per share (cents) 22 441.67 518.31

Diluted earnings per share (cents) 22 441.67 518.31

Page 27: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 25

For the year ended 31 December 2009

STATEMENT OF CHANgES IN EQUITy

NotesOrdinary

share capital

Share

premium

Regulatory

reserve

general

reserve

Retained

earnings Total

R R R R R R

Balance at 31 December 2007 10 000 000 40 000 000 9 653 049 31 600 000 32 039 427 123 292 476

Net profit for the year 0 0 0 0 51 830 607 51 830 607

Transfer to regulatory reserve 0 0 451 592 0 ( 451 592) 0

Ordinary dividends 21 0 0 0 0 (10 600 000) (10 600 000)

Transfer to general reserve (22 April 2008) 0 0 0 21 400 000 (41 400 000) 0

Transfer to general reserve (17 July 2008) 0 0 0 20 000 000 (20 000 000) 0

Balance at 31 December 2008 10 000 000 40 000 000 10 104 641 73 000 000 31 418 442 164 523 083

Net profit for the year 0 0 0 0 44 166 524 44 166 524

Transfer to regulatory reserve 0 0 (1 159 651) 0 1 159 651 0

Ordinary dividends 21 0 0 0 0 (11 400 000) (11 400 000)

Transfer to general reserve (18 March 2009) 0 0 0 20 000 000 (20 000 000) 0

Balance at 31 December 2009 10 000 000 40 000 000 8 944 990 93 000 000 45 344 617 197 289 607

LotusNational flower of Egypt

Page 28: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

26 | HBZ ANNUAL REPORT 2009

For the year ended 31 December 2009

STATEMENT OF CASH FLOWS

Notes 2009 2008

R R

Cash flows from operating activities

Cash receipts from customers 23.1 198 356 118 226 886 539

Cash paid to customers, employees and suppliers 23.2 (135 127 775) (146 938 541)

Cash available from operating activities 23.3 63 228 343 79 947 998

Taxation paid 23.4 (20 008 426) (25 185 162)

Dividends paid (11 400 000) (10 600 000)

Net cash inflow from operating activities 31 819 917 44 162 836

Increase in income-earning funds and other assets 23.5 (55 328 566) (250 618 214)

Increase in deposits and other creditors 23.6 68 818 943 491 058 769

Net increase in operating funds 13 490 377 240 440 555

Cash utilised in investing activities

Capital expenditure on property and equipment (2 987 533) (4 136 491)

Proceeds on disposal of property and equipment 214 953 610 618

Cash utilised in investing activities (2 772 580) (3 525 873)

Increase in cash and cash equivalents 42 537 714 281 077 518

Cash and short-term assets at the beginning of year 927 513 863 646 436 345

Cash and short-term assets at end of year 970 051 577 927 513 863

Page 29: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 27

SIgNIFICANT ACCOUNTINg POLICIES

1. REPORTINg ENTITy

HBZ Bank Limited is a company domiciled in the Republic

of South Africa. The financial statements were authorised

for issue by the Directors on 18 March 2010.

2. BASIS OF PREPARATION

(a) STATEMENT OF COMPLIANCE

The financial statements have been prepared in accordance

with Statements of generally Accepted Accounting

Standards (SA gAAP) and its interpretations adopted by

the International Accounting Standards Board (IASB).

(b) USE OF ESTIMATES AND JUDgEMENTS

The preparation of financial statements requires management

to make judgements, estimates and assumptions that

affect the application of accounting policies and reported

amounts of assets and liabilities, income and expenses.

Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on

an ongoing basis. Revisions to accounting estimates are

recognised in the period in which the estimate is revised

if the revision affects only that period, or in the period of

the revision and future periods if the revision affects both

current and future periods.

(c) BASIS OF MEASUREMENT

The financial statements have been prepared on the

historical cost basis except for derivative financial

instruments which are measured at fair value.

3. SIgNIFICANT ACCOUNTINg POLICIES

The accounting policies set out below have been

applied consistently to all periods presented in these

financial statements.

(a) FOREIgN CURRENCy TRANSACTIONS

Transactions in foreign currencies are translated to the

respective functional currency of the Bank at exchange

rates at the date of the transactions. Monetary assets

and liabilities denominated in foreign currencies at the

reporting date are retranslated to the functional currency

at the exchange rate at that date. Foreign currency

differences arising on retranslation are recognised in the

income statement.

(b) INTEREST

Interest income and expense are recognised in the income

statement using the effective interest method. The effective

interest rate is the rate that exactly discounts the estimated

future cash payments and receipts through the expected

life of the financial asset or liability (or, where appropriate, a

shorter period) to the carrying amount of the financial asset

or liability. The effective interest rate is established on initial

recognition of the financial asset and liability and is not

revised subsequently.

The calculation of the effective interest rate includes all

fees and points paid or received, transaction costs and

discounts or premiums that are an integral part of the

effective interest rate. Transaction costs are incremental

costs that are directly attributable to the acquisition, issue

or disposal of a financial asset or liability.

Interest income and expense presented in the income

statement include interest on financial assets and liabilities

at amortised cost on an effective interest rate basis.

Included in interest income is the profit received on Islamic

Banking advances. Interest paid includes profits payable on

Islamic Banking deposits.

(c) OTHER INCOME

Other income comprises net fee and commission

income which is recognised as the related services are

received or performed.

For the year ended 31 December 2009

NOTES TO THE ANNUAL FINANCIAL STATEMENTS

Page 30: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

28 | HBZ ANNUAL REPORT 2009

For the year ended 31 December 2009

NOTES TO THE ANNUAL FINANCIAL STATEMENTS (CONTINUED)

(d) FINANCIAL ASSETS AND LIABILITIES

(i) Recognition

The Bank initially recognises loans and advances and

deposits on the date they are originated. Financial

instruments comprise investments in equity and debt

securities, other receivables, cash and cash equivalents,

borrowings and other payables.

Non-derivative financial instruments are recognised

initially at fair value plus, for instruments not at fair value

through profit or loss, any directly attributable transaction

costs, except as described below. Subsequent to initial

recognition non-derivative financial instruments are

measured as described below.

A financial instrument is recognised if the Bank becomes

a party to the contractual provisions of the instrument.

Financial assets are derecognised if the Bank’s contractual

rights to the cash flows from the financial assets expire or

if the Bank transfers the financial asset to another party

without retaining control or substantially all risks and rewards

of the asset. Regular purchases and sales of financial assets

are accounted for at trade date, i.e. the date that the Bank

commits itself to purchase or sell the asset. Financial

liabilities are derecognised if the Bank’s obligation specified

in the contract expire or are discharged or cancelled.

(ii) Derecognition

The Bank derecognises a financial asset when the

contractual rights to the cash flows from the asset expire,

or it transfers the rights to receive the contractual cash

flows on the financial asset in a transaction in which

substantially all the risks and rewards of ownership of the

financial asset are transferred. Any interest in transferred

financial assets that is created or retained by the Bank

is recognised as a separate asset or liability. The Bank

derecognises a financial liability when its contractual

obligations are discharged, cancelled or expired.

(iii) Offseting

Financial assets and liabilities are set off and the net

amount presented in the balance sheet when, and only

when, the Bank has a legal right to set off the amounts and

intends either to settle on a net basis or to realise the asset

and settle the liability simultaneously.

Income and expenses are presented on a net basis only

when permitted by the accounting standards, or for gains

and losses arising from a group of similar transactions.

(iv) Amortised cost measurement

The amortised cost for trade financial asset or liability is the

amount at which the financial asset or liability is measured

at initial recognition, minus principal repayments, plus

or minus the cumulative amortisation using the effective

interest method of any difference between the initial

amount recognised and the maturity amount, minus any

reduction for impairment.

(v) Other receivables

Other receivables are stated at their cost less

impairment losses.

(vi) Other payables

Other payables are stated at cost.

(vii) Identification and measurement of impairment

At each balance sheet date the Bank assesses whether

there is objective evidence that financial assets not carried

at fair value through profit or loss are impaired. Financial

assets are impaired when objective evidence demonstrates

that a loss event has occurred after the initial recognition of

the asset, and that the loss event has an impact on the future

cash flows on the asset that can be estimated reliably.

The Bank considers evidence of impairment at both a

specific asset and collective level. All individually significant

financial assets are assessed for specific impairment. All

Page 31: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 29

significant assets found not to be specifically impaired are

then collectively assessed for any impairment that has

been incurred but not yet identified. Assets that are not

individually significant are then collectively assessed for

impairment by grouping together financial assets (carried at

amortised cost) with similar risk characteristics.

Objective evidence that financial assets are impaired can

include default or delinquency by a borrower, restructuring

of a loan or advance by the Bank on terms that the Bank

would not otherwise consider, indications that a borrower

or issuer will enter bankruptcy, the disappearance of an

active market for a security, or other observable data relating

to a group of assets such as adverse changes in the payment

status of borrowers or issuers in the group, or economic

conditions that correlate with defaults in the group.

In assessing collective impairment the Bank uses statistical

modelling of historical trends of the probability of default,

timing of recoveries and the amount of loss incurred,

adjusted for management’s judgement as to whether

current economic and credit conditions are such that

the actual losses are likely to be greater or less than

suggested by historical modelling. Default rates, loss rates

and the expected timing of future recoveries are regularly

benchmarked against actual outcomes to ensure that they

remain appropriate.

Impairment losses on assets carried at amortised cost are

measured as the difference between the carrying amount

of the financial assets and the present value of estimated

cash flows discounted at the assets’ original effective

interest rate. Losses are recognised in profit or loss and

reflected in an allowance account against loans and

advances. Interest on the impaired asset continues to be

recognised through the unwinding of the discount.

When a subsequent event causes the amount of

impairment loss to decrease, the impairment loss is

reversed through profit or loss.

Specific impairment

The Bank creates a specific impairment against advances

when there is objective evidence that it will not be able to

collect all amounts due. The amount of such impairment

is the difference between the carrying amount and the

recoverable amount, calculated as the present value of

expected future cash flows, including amounts recoverable

from guarantees and collateral, discounted at the effective

interest rate at the inception of the advance.

Portfolio impairment

The Bank creates portfolio impairment against advances

where there is objective evidence that the advances

portfolio contains probable losses at the balance sheet

date, which will only be identified in the future, or where

there is insufficient data to reliably determine whether such

losses exist. The estimated probable losses are based

on historical information and take into account historical

patterns of losses and the current economic climate in

which the borrowers operate.

(viii) Calculation of recoverable amount

The recoverable amount of the Bank’s investments in

held-to-maturity securities is calculated as the present

value of estimated future cash flows, discounted at the

original effective interest rate (i.e. the effective interest rate

computed at initial recognition of these financial assets).

Receivables with a short duration are not discounted.

The recoverable amount of other assets is the greater of

their net selling price and value in use. In assessing value

in use, the estimated future cash flows are discounted

to their present value using a pre-tax discount rate that

reflects current market assessments of the time value of

money and the risks specific to the asset. For an asset that

does not generate largely independent cash inflows, the

recoverable amount is determined for the cash-generating

unit to which the asset belongs.

Page 32: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

30 | HBZ ANNUAL REPORT 2009

For the year ended 31 December 2009

NOTES TO THE ANNUAL FINANCIAL STATEMENTS (CONTINUED)

(ix) Derivative financial instruments

The Bank uses derivative financial instruments to

hedge its exposure to foreign currency risk arising from

operational activities.

Derivative financial instruments are recognised initially

at cost. Subsequent to initial recognition, derivative

financial instruments are stated at fair value. The gain

or loss on re-measurement to fair value is recognised

immediately in the income statement.

Fair value hierarchy

Fair values are determined according to the following

hierarchy based on the requirements in IFRS 7 ‘Financial

Instruments: Disclosures’

• Level1:quotedmarketprices:financialassetsand

liabilities with quoted prices for identical instruments

in active markets.

• Level2:valuationtechniquesusingobservable

inputs: financial assets and liabilities with quoted

prices for similar instruments in active markets

or quoted prices for identical or similar instruments

in inactive markets and financial assets and liabilities

valued using models where all significant inputs

are observable.

• Level3:valuationtechniquesusingsignificant

unobservable inputs: financial assets and liabilities

valued using valuation techniques where one or more

significant inputs are unobservable.

The best evidence of fair value is a quoted price in

an active market. In the event that the market for a

financial asset or liability is not active, a valuation

technique is used.

(x) Share capital

Ordinary shares

Incremental costs directly attributable to issue of ordinary

shares are recognised as a deduction from equity.

( e) CASH AND CASH EQUIVALENTS

Cash and cash equivalents include notes and coins on

hand, unrestricted balances held with central banks and

highly liquid financial assets with original maturities of less

than three months, which are subject to insignificant risk of

changes in their fair value, and are used by the Bank in the

management of its short-term commitments.

Cash and cash equivalents are carried at amortised cost in

the balance sheet.

( f ) LOANS AND ADVANCES

Loans and advances are non-derivative financial assets

with fixed or determinable payments that are not quoted in

an active market and that the Bank does not intend to sell

immediately or in the near term.

Loans and advances are initially measured at fair value plus

incremental direct transaction costs, and subsequently

measured at their amortised cost using the effective

interest method.

(g) INVESTMENT SECURITIES

Investment securities are initially measured at fair value

plus incremental direct transaction costs and subsequently

accounted for as held-to-maturity.

(h) HELD-TO-MATURITy

Held-to-maturity investments are non-derivative assets with

fixed or determinable payments and fixed maturity that the

Bank has the positive intent and ability to hold to maturity,

and which are not designated at fair value through profit or

loss or available-for-sale.

Held-to-maturity investments are carried at amortised cost

using the effective interest method.

Page 33: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 31

( i ) PROPERTy AND EQUIPMENT

(i) Recognition and measurement

Items of property and equipment are stated at cost less

accumulated depreciation and impairment losses. Cost

includes expenditures that are directly attributable to the

acquisition of the asset. Where parts of an item of property

and equipment have different useful lives, they are accounted

for as separate items of property and equipment.

(ii) Subsequent costs

The Bank recognises in the carrying amount of an item of

property and equipment the cost of replacing part of such

an item when that cost is incurred if it is probable that the

future economic benefits embodied in the item will flow to

the Bank and the cost of the item can be measured reliably.

All other costs are recognised in the income statement as

an expense as incurred.

(iii) Depreciation

Depreciation is charged to the income statement on a

straight-line basis over the estimated useful lives of each

part of an item of property and equipment. Land is not

depreciated. The depreciation rates are as follows:

• Leaseholdimprovements 20% per annum

• Furniture 15% per annum

• Computerandofficemachines 25% per annum

• Motorvehicles 20% per annum

Depreciation methods, useful lives and residual values, if not

insignificant, are reassessed annually at the reporting date.

The Bank has estimated residual value on buildings and

found that it is greater than cost. Depreciation has therefore

not been raised on these assets.

(j) LEASED ASSETS

The Bank’s leases are operating leases and the leased

assets are not recognised on the balance sheet.

(k) IMPAIRMENT OF NON-FINANCIAL ASSETS

The carrying amounts of the Bank’s non-financial assets

are reviewed at each reporting date to determine whether

there is any indication of impairment. If any such indication

exists, the asset’s recoverable amount is estimated.

An impairment loss is recognised whenever the carrying

amount of an asset or its cash-generating unit exceeds its

recoverable amount. A cash-generating unit is the smallest

identifiable asset group that generates cash flows that

largely are independent from other assets and groups.

Impairment losses are recognised in the income statement.

Impairment losses are recognised in respect of cash-

generating units to reduce the carrying amount of other

assets in the unit on a pro rata basis.

Reversals of impairment

In respect of other assets, impairment losses recognised

in prior periods are assessed at each reporting date for

any indications that the loss has decreased or no longer

exists. An impairment loss is reversed if there has

been a change in the estimates used to determine the

recoverable amount.

An impairment loss is reversed only to the extent that the

asset’s carrying amount does not exceed the carrying

amount that would have been determined, net of

depreciation or amortisation, if no impairment loss had

been recognised.

( l ) DEPOSITS AND BORROWINgS

Deposits and borrowings are the Bank’s sources of debt

funding. Deposits and borrowings are measured at fair

value plus transaction costs, and subsequently measured

at their amortised cost using the effective interest method.

(m) PROVISIONS

A provision is recognised if, as a result of a past event the

Bank has a present legal or constructive obligation that can

be estimated reliably and it is probable that an outflow of

economic benefits will be required to settle the obligation.

Page 34: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

32 | HBZ ANNUAL REPORT 2009

For the year ended 31 December 2009

NOTES TO THE ANNUAL FINANCIAL STATEMENTS (CONTINUED)

(n) FINANCIAL gUARANTEES

Financial guarantees are contracts that require the Bank to

make specified payments to reimburse the holder for a loss

it incurs because a specified debtor fails to make payment

when due in accordance with the debt instrument.

Financial guarantee liabilities are initially recognised at

their fair value, and the initial fair value is amortised over

the life of the financial guarantee. The guarantee liability is

subsequently carried at the higher of this amortised amount

and the present value of any expected payment (when a

payment under the guarantee has become probable).

(o) EMPLOyEE BENEFITS

(i) Defined contribution plans

Obligations for contributions to defined contribution

provident plans are recognised as an expense in the

income statement as incurred.

(ii) Short-term benefits

Short-term employee benefit obligations are measured on an

undiscounted basis and are expensed as the related service

is provided. A provision for leave pay is raised for leave which

has accrued to staff, and for which the company is liable.

(p) ExPENSES

(i) Operating lease payments

Payments made under operating leases are recognised in the

income statement on a straight-line basis over the term of the

lease. Lease incentives received are recognised in the income

statement as an integral part of the total lease expense.

(q) INCOME TAx

Income tax expense comprises current and deferred tax.

Income tax is recognised in the income statement except

to the extent that it relates to items recognised directly in

equity, in which case it is recognised in equity.

Current tax is the expected tax payable on the taxable

income for the year, using tax rates enacted or

substantively enacted at the reporting date, and any

adjustment to tax payable in respect of previous years.

Deferred tax is recognised using the balance sheet

method, providing for temporary differences between

the carrying amounts of assets and liabilities for financial

reporting purposes and the amounts used for taxation

purposes. Deferred tax is not recognised for the following

temporary differences: the initial recognition of assets or

liabilities that affect neither accounting nor taxable profit.

Deferred tax is measured at the tax rates applied to the

temporary differences when they reverse, based on the

laws that have been enacted or substantively enacted at

the reporting date.

A deferred tax asset is recognised to the extent that it is

probable that future taxable profits will be available against

which the temporary difference can be utilised. Deferred

tax assets are reviewed at each reporting date and are

reduced to the extent that it is no longer probable that the

related tax benefit will be realised.

Additional income taxes that arise from the distribution of

dividends are recognised at the same time as the liability to

pay the related dividend.

(r) EARNINgS PER SHARE

The Bank presents basic and diluted earnings per share

(EPS) data for its ordinary shares. Basic EPS is calculated

by dividing the profit or loss attributable to ordinary

shareholders of the Bank by the weighted average number

of ordinary shares outstanding during the period.

(s) CONTINgENCIES AND COMMITMENTS

Transactions are classified as contingencies where the

Bank’s obligations depend on uncertain future events and

principally consist of third party obligations underwritten by

banking operations.

Items are classified as commitments where the Bank

commits itself to future transactions or if the items will

result in the acquisition of assets.

Page 35: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 33

2009 2008

R R

1. CASH AND SHORT-TERM FUNDS

Balances with other banks and cash on hand 970 051 577 927 513 863

Maturity analysis

On demand to one month 848 551 577 745 993 863

One month to six months 99 250 000 113 320 000

Six months to one year 22 250 000 68 200 000

greater than one year 0 0

970 051 577 927 513 863

2. INVESTMENT SECURITIES

Interest bearing government bonds 162 372 091 145 398 191

Treasury bills 47 377 790 101 496 741

209 749 881 246 894 932

Maturity analysis

On demand to one month 0 0

One month to six months 0 141 205 576

Six months to one year 155 157 703 0

greater than one year 54 592 178 105 689 356

209 749 881 246 894 932

3. OTHER ASSETS

Other assets 994 124 1 001 656

994 124 1 001 656

4. DERIVATIVE ASSETS HELD FOR RISK MANAgEMENT

Forward exchange contracts 4 515 006 6 333 065

4 515 006 6 333 065

Page 36: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

34 | HBZ ANNUAL REPORT 2009

For the year ended 31 December 2009

NOTES TO THE ANNUAL FINANCIAL STATEMENTS (CONTINUED)

2009 2008

R R

5. DEFERRED TAxATION

Tax effect of timing differences between tax and book values of

-provisions for doubtful advances ( 34 626) ( 135 701)

-other accruals and provisions 686 344 647 439

-fixed asset allowances 43 914 5 236

Deferred taxation asset 695 632 516 974

Deferred taxation reconciliation

Balance at beginning of year 516 974 264 839

Reduction in tax rate 0 ( 9 132)

Charge to Statement of Comprehensive Income 178 658 261 267

Balance at end of year 695 632 516 974

6. ADVANCES

Overdrafts 282 758 800 289 511 545

Loans 473 011 326 367 490 519

Staff loans 1 129 694 1 057 266

Commercial loans 446 030 131 338 518 459

Trust receipts 25 851 501 27 914 794

Bills receivable 200 000 1 035 815

Foreign bills purchased 0 3 633 039

755 970 126 661 670 918

Specific impairment (111 659) (3 193 520)

Portfolio impairment (109 443) ( 73 716)

755 749 024 658 403 682

Maturity analysis

On demand to one month 323 108 024 424 408 682

One month to six months 99 337 000 96 986 000

Six months to one year 25 638 000 30 653 000

greater than one year 307 666 000 106 356 000

755 749 024 658 403 682

Interest rates charged on clients advances range between 6% and 15%

during 2009. Islamic Banking advances are included in advances.

Page 37: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 35

2009 2008

R R

7. IMPAIRMENT OF ADVANCES

7.1 Specific impairment

Balance at beginning of year 3 193 520 1 945 234

Provisions raised (see note 7.3) 1 135 854 1 561 409

Recoveries (4 217 715) ( 215 004)

Write-offs against provision 0 ( 98 119)

Balance at end of year 111 659 3 193 520

7.2 Portfolio impairment

Balance at beginning of year 73 716 70 819

Provisions raised (see note 7.3) 35 727 2 897

Write-offs against provision 0 0

Balance at end of year 109 443 73 716

7.3 Income statement charge

Provisions raised during the year

-Specific impairment 1 135 854 1 561 409

-Portfolio impairment 35 727 2 897

1 171 581 1 564 306

-Write-offs 0 0

-Recoveries (943 330) ( 215 004)

228 251 1 349 302

Page 38: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

36 | HBZ ANNUAL REPORT 2009

For the year ended 31 December 2009

NOTES TO THE ANNUAL FINANCIAL STATEMENTS (CONTINUED)

8. PROPERTy AND EQUIPMENT

Accumulated Closing carrying

Cost depreciation value

R R R

2009

Land and buildings 8 954 394 0 8 954 394

Furniture & fittings 8 395 161 (4 710 830) 3 684 331

Office equipment 4 287 832 (2 920 088) 1 367 744

Motor vehicles 2 023 839 (1 015 713) 1 008 126

Computers 5 937 332 (4 924 022) 1 013 310

29 598 558 (13 570 653) 16 027 905

Accumulated Closing carrying

Cost depreciation value

R R R

2008

Land and buildings 8 679 365 0 8 679 365

Furniture & fittings 7 105 999 (3 835 807) 3 270 192

Office equipment 3 867 881 (2 433 447) 1 434 434

Motor vehicles 2 107 437 (1 113 313) 994 124

Computers 5 437 894 (4 424 955) 1 012 939

27 198 576 (11 807 522) 15 391 054

Opening Closing

carrying carrying

value Additions Disposals Depreciation value

R R R R R

2009 movements

Land and buildings 8 679 365 275 029 0 0 8 954 394

Furniture & Fittings 3 270 192 1 299 364 (3 103) (882 122) 3 684 331

Office equipment 1 434 434 503 302 (17 501) (552 491) 1 367 744

Motor vehicles 994 124 410 400 (100 349) (296 049) 1 008 126

Computers 1 012 939 499 438 0 (499 067) 1 013 310

15 391 054 2 987 533 (120 953) (2 229 729) 16 027 905

Page 39: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 37

Opening Closing

carrying carrying

value Additions Disposals Depreciation value

R R R R R

2008 movements

Land and buildings 8 774 233 0 (94 868) 0 8 679 365

Furniture & Fittings 2 561 673 1 484 063 (105 715) (669 829) 3 270 192

Office equipment 887 453 1 009 463 (19 844) (442 638) 1 434 434

Motor vehicles 491 578 859 074 0 (356 528) 994 124

Computers 826 653 783 891 (8 509) (589 096) 1 012 939

13 541 590 4 136 491 (228 936) (2 058 091) 15 391 054

Land and buildings comprise the following: Acquisition date:

1. Erf no. 1246, Jan Hofmeyr Road, Westville. 13 Dec 2004

2. 39 Rooikoppies, 23 Leander Crescent, Westville. 11 Oct 2004

3. Section numbers 15 and 28, Cedar Ridge, Jan Hofmeyr Road, Westville. 16 Jan 1996

4. Section 11, Arbor glade, Musgrave, Durban. 21 July 1997

5. Section 22, Berkley Close, Houghton, Johannesburg. 14 March 2001

6. Section 4, The Patio, Linden Road, Sandown. 31 Dec 2000

Details of the above land and buildings are available in the Bank’s fixed asset register.

The gross carrying amount of property and equipment that has been fully depreciated but still in use is

R10,044,342.

2009 2008

R R

9. ORDINARy SHARE CAPITAL

Authorised

10 000 000 Ordinary shares of R1 each 10 000 000 10 000 000

Issued

10 000 000 Ordinary shares of R1 each 10 000 000 10 000 000

Page 40: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

38 | HBZ ANNUAL REPORT 2009

For the year ended 31 December 2009

NOTES TO THE ANNUAL FINANCIAL STATEMENTS (CONTINUED)

2009 2008

R R

10. NON-DISTRIBUTABLE RESERVES

Regulatory reserve 8 944 990 10 104 641

Due to the requirements of Regulation 23 (22) of the Regulations issued under section 90 of the Banks

Amendment Act of 2007, that specifies a general allowance for credit impairment be held, a Regulatory Reserve

has been created, by re-allocating distributable reserves to non-distributable reserves.

general reserve 93 000 000 73 000 000

The reserve has been created specifically for the retention of capital.

11. DEPOSITS AND OTHER ACCOUNTS

Deposits and loans from banks 36 525 585 216 620 990

Demand deposits 645 887 220 503 595 685

Savings deposits 108 970 177 106 667 837

Fixed deposits 619 394 706 443 464 760

Notice deposits 335 401 579 397 217 816

1 746 179 267 1 667 567 088

Maturity analysis

On demand to one month 1 533 372 808 1 518 220 617

One month to six months 178 270 226 83 148 312

Six months to one year 34 536 233 66 198 159

greater than one year 0 0

1 746 179 267 1 667 567 088

Islamic Banking deposits are included in deposits and other accounts.

12. PROVISION

Balance at beginning of year 1 892 100 1 745 700

Provisions made during the period 307 900 146 400

Balance at end of year 2 200 000 1 892 100

The provision is solely made up of the provision for leave pay. This provision is raised for leave which has accrued

to employees and for which the company is liable.

Page 41: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 39

2009 2008

R R

13. OTHER LIABILITIES

Creditors and other accounts payable 6 403 828 14 686 905

6 403 828 14 686 905

14. DERIVATIVE LIABILITIES HELD FOR RISK MANAgEMENT

Forward exchange contracts 4 515 006 6 333 065

4 515 006 6 333 065

15. TAxATION

Provision for taxation 1 195 441 1 052 985

1 195 441 1 052 985

16. INTEREST RECEIVED

Balances with other banks 66 374 817 83 941 716

Advances 76 746 456 95 630 677

Investment securities 18 695 591 12 680 741

161 816 864 192 253 134

17. INTEREST PAID

Deposits from banks 5 038 643 10 102 542

Deposits from customers 64 310 565 76 664 285

69 349 208 86 766 827

18. OTHER INCOME

Commissions and fees 24 561 260 22 363 037

Foreign exchange income 11 977 994 12 270 368

36 539 254 34 633 405

Page 42: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

40 | HBZ ANNUAL REPORT 2009

For the year ended 31 December 2009

NOTES TO THE ANNUAL FINANCIAL STATEMENTS (CONTINUED)

2009 2008

R R

19. OPERATINg ExPENSES

Operating expenses include :

Directors emoluments (see note 30) 3 735 093 3 211 136

-for services as directors 1 064 000 1 004 000 -for other services 2 671 093 2 207 136 Auditors remuneration 738 195 896 583

-audit 726 665 870 083 -for other services 11 530 26 500 Depreciation 2 229 729 2 058 091

Profit on disposal of fixed assets 94 000 381 682

-from insurance proceeds 20 797 306 744-from other proceeds 73 203 74 938Management fee 14 996 995 13 678 431

Retirement benefit costs 2 538 647 2 143 386

-key management personnel 218 250 173 520-other personnel 2 320 397 1 969 866Operating leases 2 561 094 3 175 214

-premises 2 034 943 2 480 183 -equipment 526 151 695 031 Staff costs 20 977 992 18 558 852

The management fee is paid to Habib Bank Ag Zurich, the Bank’s holding company.

20. TAxATION

20.1 South African normal taxation

-Current 18 023 783 20 934 356

-Deferred (178 658) (252 135)

Secondary taxation on companies 1 140 000 1 060 000

18 985 125 21 742 221

Other taxation

-unclaimable value added tax 820 387 3 253 583

-skills development levy 166 712 189 277

-regional services council levy 0 4 718

987 099 3 447 578

Total taxation 19 972 224 25 189 799

Page 43: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 41

2009 2008

R R

20.2 Reconciliation of tax charge

SA Normal taxation 28.00% 28.00%

Standard rate affected by :

-non-deductable expenses -0.18% -1.15%

-secondary taxation on companies 1.78% 1.38%

Effective rate - taxation on income 29.60% 28.23%

Effective rate - other taxation on income 1.54% 4.48%

Effective rate - total taxation 31.14% 32.71%

20.3 Secondary tax on companies

A contingent liability exists for the payment of STC on future distributions of retained earnings to shareholders of

R4 122 238 (2008: R 2 856 222). This has been calculated based on the reserves at the end of the year at the

current rate of STC taxation of 10% (2008: 10%).

21. ORDINARy DIVIDENDS

Final dividend of 114 cents per share (2008: 106 cents per share) 11 400 000 10 600 000

22. EARNINgS AND DILUTED EARNINgS PER SHARE

The calculation of earnings per ordinary share is based on net income attributable to ordinary shareholders of

R44 166 524 (2008 : R51 830 607) and a weighted average of 10 000 000 (2008 : 10 000 000) ordinary shares

outstanding. The calculation of diluted earnings per ordinary share is based on net income attributable to ordinary

shareholders of R44 166 524 (2008 : R51 830 607) and a weighted average number of 10 000 000 (2008 :

10 000 000) ordinary shares outstanding after any adjustments for the effects of all dilutive potential ordinary shares.

23. CASH FLOW INFORMATION

23.1 Cash receipts from customers

Interest income 161 816 864 192 253 134

Other income 36 539 254 34 633 405

198 356 118 226 886 539

Page 44: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

42 | HBZ ANNUAL REPORT 2009

For the year ended 31 December 2009

NOTES TO THE ANNUAL FINANCIAL STATEMENTS (CONTINUED)

2009 2008

R R

23.2 Cash paid to customers, employees and suppliers

Interest expenses (69 349 208) (86 766 827)

Other payments (65 778 567) (60 171 714)

(135 127 775) (146 938 541)

23.3 Cash available from operating activities

Net income before tax 64 138 748 77 020 406

Adjusted for non-cash items

-Specific debt provision (3 081 861) 1 248 286

-general debt provision 35 727 2 897

-Depreciation 2 229 729 2 058 091

-Profit on disposal of property and equipment (94 000) (381 682)

63 228 343 79 947 998

23.4 Taxation paid

Amounts over / (unpaid) at beginning of year (1 052 985) (796 213)

Charge to Statement of Comprehensive Income (20 150 882) (25 441 934)

Amounts (over)/ unpaid at end of year 1 195 441 1 052 985

(20 008 426) (25 185 162)

23.5 Increase in income-earning funds and other assets

Loans and advances (94 299 208) (106 730 304)

government securities and money market assets 37 145 051 (147 134 471)

Other assets 1 825 591 3 246 561

(55 328 566) (250 618 214)

23.6 Increase in deposits and other liabilities

Deposits 78 612 179 512 298 654

Creditors and other liabilities (9 793 236) (21 239 885)

68 818 943 491 058 769

24. LETTERS OF CREDIT AND gUARANTEE

Letters of credit 102 538 068 52 662 121

guarantees issued on behalf of customers 76 272 852 58 576 606

178 810 920 111 238 727

guarantees and letters of credit have fixed expiry dates. Since these committments may expire without being

drawn upon, the total contract amounts do not necessarily represent future cash requirements.

Page 45: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 43

2009 2008

R R

25. PRINCIPAL FOREIgN CURRENCy CONVERSION RATES

One South African rand equals

Swiss franc 0.138 0.110

United States dollar 0.133 0.103

Pound sterling 0.083 0.070

26. FINANCIAL INSTRUMENTS

26.1 Credit risk management

Exposure to credit risk

Loans and advances to customers Loans and advances to banks Investment securities

2009 2008 2009 2008 2009 2008

On balance sheet R R R R R R

Individually impaired

gross amount 1 312 886 4 892 269

Impairment (111 659) (3 193 520)

Carrying amount 1 201 227 1 698 749 0 0 0 0

Collectively impaired

gross amount 754 657 240 656 778 649

Impairment (109 443) ( 73 716)

Carrying amount 754 547 797 656 704 933 0 0 0 0

Not impaired 0 0 970,051,577 927 513 863 209,749,881 246 894 932

Total carrying amount 755 749 024 658 403 682 970,051,577 927 513 863 209,749,881 246 894 932

Collateral held as security

The Bank holds collateral against loans and advances to customers, letters of credit, letters of guarantee and

unutilised facilities. Estimates of fair value are based on the value of collateral assessed at the time of borrowing,

however property values are updated at least every three years. Collateral is not held over loans and advances to

banks and investment securities, and no such collateral was held at 31 December 2009 or 2008.

Letters of credit guarantees Unutilised facilities

2009 2008 2009 2008 2009 2008

Off balance sheet R R R R R R

Not impaired

Total carrying amount 102 538 068 52 662 121 76 272 852 58 576 606 211 091 666 147 999 729

Page 46: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

44 | HBZ ANNUAL REPORT 2009

For the year ended 31 December 2009

NOTES TO THE ANNUAL FINANCIAL STATEMENTS (CONTINUED)

An estimate of the fair value of collateral held against loans and advances to customers, letters of credit, letters of

guarantee and unutilised facilities is shown below:

2009 2008

R R

Cash deposit 51 587 066 153 153 611

Bank guarantee 259 914 554 60 000 000

Property and other 834 371 092 706 755 763

Total 1 145 872 712 919 909 374

Concentration of credit risk

The Bank monitors concentrations of credit risk by industry and geographical location. An analysis of

concentrations of credit risk at the reporting date is shown below:

Loans and advances to customers Loans and advances to banks Investment securities

2009 2008 2009 2008 2009 2008

R R R R R R

Concentration by location

Americas 430 903 3 831 439

Europe 3 712 542 14 225 014

Asia 68 656 78 649

South Africa 755 749 024 658 403 682 965 839 476 909 378 761 209 749 881 246 894 932

Other African countries

755 749 024 658 403 682 970 051 577 927 513 863 209 749 881 246 894 932

Loans and advances - gross Doubtful debts - gross Specific Impairment

2009 2008 2009 2008 2009 2008

R R R R R R

Concentration by industry

Finance & insurance 19 963 000 14 982 000

Manufacturing 116 711 000 106 811 000 0 797 175 0 797 175

Transportation 14 587 000 19 015 000

Commercial real estate 304 743 000 144 115 000

Retailers & wholesalers 216 800 000 195 595 000 1 312 886 4 095 094 111 659 2 396 345

Other 83 166 126 181 152 918

755 970 126 661 670 918 1 312 886 4 892 269 111 659 3 193 520

The portfolio impairment is not split by industry as it is based on the credit portfolio as a whole and not to specific

loans and advances.

26.2 Currency risk management

The Bank did not have any significant foreign currency exposure at 31 December 2009.

Page 47: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 45

greater than

On demand 1-6 months 6-12 months 12 months Total

R R R R R

26.4 Liquidity risk management

2009

Assets

Investment securities 155 157 703 54 592 178 209 749 881

Advances 323 108 024 99 337 000 25 638 000 307 666 000 755 749 024

Other assets 5 324 877 184 253 5 509 130

Cash and short term funds 848 551 577 99 250 000 22 250 000 970 051 577

1 176 984 478 198 587 000 203 045 703 362 442 431 1 941 059 612

Liabilities

Deposits and other accounts (1 533 372 808) (178 270 226) (34 536 233) (1 746 179 267)

Other liabilities (9 413 672) (1 505 162) (10 918 834)

Provisions (2 200 000) (2 200 000)

(1 542 786 480) (179 775 388) (34 536 233) (2 200 000) (1 759 298 101)

Net liquidity gap (365 802 002) 18 811 612 168 509 470 360 242 431 181 761 511

26.3 Derivative instruments 2009 2008

R R

Nominal value of forward exchange contracts sold to customers 222 569 257 101 607 343

Nominal value of forward exchange contracts sold to banks 1 169 482 3 570 251

Nominal value of forward exchange contracts purchased from customers 1 167 524 3 555 314

Nominal value of forward exchange contracts purchased from banks 221 859 293 101 424 651

2008

Assets

Investment securities 141 205 576 105 689 356 246 894 932

Advances 424 408 682 96 986 000 30 653 000 106 356 000 658 403 682

Other assets 7 124 625 210 096 7 334 721

Cash and short term funds 745 993 863 113 320 000 68 200 000 927 513 863

1 177 527 170 351 511 576 98 853 000 212 255 452 1 840 147 198

Liabilities

Deposits and other accounts (1 518 220 617) (83 148 312) (66 198 159) (1 667 567 088)

Other liabilities (11 965 854) (9 054 116) (21 019 970)

Provisions (1 892 100) (1 892 100)

(1 530 186 471) (92 202 428) (66 198 159) (1 892 100) (1 690 479 158)

Net liquidity gap (352 659 301) 259 309 148 32 654 841 210 363 352 149 668 040

Page 48: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

46 | HBZ ANNUAL REPORT 2009

26.5 Interest rate risk management

The bank is exposed to interest rate cash flow risk on its cash and short-term funds, investment securities, advances and deposits and other accounts. The bank is exposed to floating and fixed rates as follows:

Short-term

Medium-term Long-term

0 - 31 days

32 - 91 days

92 - 181 days

182 - 365 days

Other Total

R’000 R’000 R’000 R’000 R’000 R’000

2009

Fixed rate items

Assets 428 347 91 100 8 150 177 658 54 592 759 847

Liabilities (450 463) (164 510) (13 760) (34 536) (663 269)

(22 116) (73 410) (5 610) 143 122 54 592 96 578

Variable items

Assets 1 144 327 1 144 327

Liabilities (554 492) (554 492)

589 835 589 835

Net repricing gap 567 719 (73 410) (5 610) 143 122 54 592 686 413

For the year ended 31 December 2009

NOTES TO THE ANNUAL FINANCIAL STATEMENTS (CONTINUED)

2008

Fixed rate items

Assets 363 382 190 250 59 402 68 160 105 689 786 883

Liabilities ( 429 771) ( 70 333) ( 12 810) ( 66 203) ( 579 117)

( 66 389) 119 917 46 592 1 957 105 689 207 766

Variable items

Assets 1 018 257 1 018 257

Liabilities ( 661 265) ( 661 265)

356 992 356 992

Net repricing gap 290 603 119 917 46 592 1 957 105 689 564 758

Page 49: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 47

26.6 Sensitivity analysis

In managing interest rate risk the Bank aims to reduce the impact of short-term fluctuations on the Bank’s

earnings. Over the longer term however, permanent changes in interest rates would have an impact on earnings.

It is estimated that as at 31 December 2009, a general increase of 1% in the interest rate would increase the

Bank’s profit by R297 000 (2008: R100 000) and a general decrease of 1% in the interest rate would decrease

the Bank’s profit by R473 000. (2008: R242 000).

26.7 Financial assets and liabilities

Non trading Held-to Loans and Other Total

derivatives -maturity receivables amortised cost carrying amount Fair value

31 December 2009 R R R R R R

Cash and short-term funds 970 051 577 970 051 577 970 051 577

Investment securities 209 749 881 209 749 881 214 277 742

Derivative assets held for risk management 4 515 006 4 515 006 4 515 006

Advances 755 749 024 755 749 024

4 515 006 209 749 881 1 725 800 601 0 1 940 065 488

Deposits and loans from banks (36 525 585) (36 525 585) (36 525 585)

Deposits from customers (1 709 653 682) (1 709 653 682)

Derivative liabilities held for risk management (4 515 006) (4 515 006) (4 515 006)

(4 515 006) 0 0 (1 746 179 267) (1 750 694 273)

31 December 2008

Cash and short-term funds 927 513 863 927 513 863 927 513 863

Investment securities 246 894 932 246 894 932 249 230 525

Derivative assets held for risk management 6 333 065 6 333 065 6 333 065

Advances 658 403 682 658 403 682

6 333 065 246 894 932 1 585 917 545 0 1 839 145 542

Deposits and loans from banks (216 620 990) (216 620 990) (216 620 990)

Deposits from customers (1 450 946 098) (1 450 946 098)

Derivative liabilities held for risk management (6 333 065) (6 333 065) (6 333 065)

(6 333 065) 0 0 (1 667 567 088) (1 673 900 153)

The fair value of non trading derivatives is classed as a level 1 finanacial instrument in terms of the hierarchy

requirements per IFRS 7. The fair value of advances and deposits cannot be reliably measured as they are

unquoted. Effective interest rates on investment securities vary between 7.1% and 9.7%.

Page 50: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

48 | HBZ ANNUAL REPORT 2009

For the year ended 31 December 2009

NOTES TO THE ANNUAL FINANCIAL STATEMENTS (CONTINUED)

27. RETIREMENT BENEFIT COSTS

All full-time permanent employees are members of the Old Mutual Orion Provident Fund, which is a defined

contribution fund, and is governed by the Pension Funds Act of 1956. Membership of this fund has been

compulsory since the incorporation of the Bank in November 1995.

28. OPERATINg LEASE COMMITMENTS

Buildings Equipment Total

R R R

2009

Not later than 1 year 2 110 199 211 681 2 321 880

Between 1 and 5 years 3 975 950 0 3 975 950

6 086 149 211 681 6 297 830

2008

Not later than 1 year 1 661 136 390 157 2 051 293

Between 1 and 5 years 3 584 421 211 681 3 796 102

5 245 557 601 838 5 847 395

The bank leases office buildings and office equipment under operating leases. The leases on the various buildings

run for a period of 3 to 6 years with an annual escalation of 8 to 10%. The leases on office equipment run for a

period of 5 years with an annual escalation of 15%.

29. RELATED PARTIES

29.1 Identity of related parties

•TheholdingcompanyofHBZBankLimited-HabibBankAGZurich.

•Fellowsubsidiaries-HabibEuropeanBank,HabibMetropolitanBankandHabibCanadianBank.

•Fellowassociates-HBZFinanceLtd.

•Thedirectorslistedonpage4,aswellastheirclosefamilymembers.

All related party transactions were made on terms equivalent to those that prevail in an arm’s length transaction.

Page 51: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 49

2009 2008

R R

29.2 Material related party transactions

Material transactions with the company

Dividends paid to the holding company - see the directors’ report 11 400 000 10 600 000

Directors’ emoluments - see note 30 3 735 093 3 211 136

Loans to directors - see note 31 64 878 126 530

These loans are arms length transactions, fully secured, with fixed terms of repayment.

Material transactions with the group

Receivables due from group companies:

- Habib Bank Ag Zurich, Zurich 18 894 20 234

- Habib Bank Ag Zurich, London 1 284 591 12 442 870

- HBZ Finance Ltd, Hong Kong 865 2 050

- Habib Canadian Bank, Canada 36 602 13 238

1 340 952 12 478 392

These receivables all relate to short-term receivables with no fixed terms of repayments.

Payables due to group companies:

- Habib Bank Ag Zurich, Zurich 7 851 956 13 705 073

- Habib Bank Ag Zurich, London 17 971 389 88 061 443

- Habib Bank Ag Zurich, Nairobi 286 011 251 479

- Habib Bank Ag Zurich, Deira Dubai 10 621 620 366

- Habib European Bank Ltd, Isle of Man 93 884 13 739

26 213 861 102 652 100

These payables balances related to short-term payables with no fixed terms of repayment. The time accounts

attract an interest charge linked to the overnight libor rate and the nostro accounts an interest charge based on

the daily call rate.

The highest outstanding balance for these borrowings during the financial year were:

- Habib Bank Ag Zurich, Zurich 17 030 000 15 700 000

- Habib Bank Ag Zurich, London 97 046 955 187 826 051

- Habib Bank Ag Zurich, Nairobi 1 328 924 807 223

- Habib Bank Ag Zurich, Deira Dubai 5 097 633 2 935 294

- Habib European Bank Ltd, Isle of Man 290 251 38 500 000

Page 52: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

50 | HBZ ANNUAL REPORT 2009

For the year ended 31 December 2009

NOTES TO THE ANNUAL FINANCIAL STATEMENTS (CONTINUED)

2009 2008

R R

Interest and charges received from group companies:

- Habib Bank Ag Zurich, London 0 8 610

Interest and charges paid to group companies:

- Habib Bank Ag Zurich, Zurich 482 005 202 930

- Habib Bank Ag Zurich, London 1 526 996 2 588 701

- Habib Bank Ag Zurich, Nairobi 0 0

- Habib European Bank Ltd, Isle of Man 0 29 614

- Habib Canadian Bank, Canada 0 0

2 009 001 2 821 245

30. DIRECTORS’ REMUNERATION

Executive Non-executive Total

2009 2008 2009 2008 2009 2008

R R R R R R

Directors’ emoluments 2 755 093 2 291 136 980 000 920 000 3 735 093 3 211 136

- For services as directors

of the company 84 000 84 000 980 000 920 000 1 064 000 1 004 000

- For other services 2 671 093 2 207 136 0 0 2 671 093 2 207 136

Total directors’ remuneration 2 755 093 2 291 136 980 000 920 000 3 735 093 3 211 136

HBZ Bank does not offer pension to directors. In terms of the Articles of Association of HBZ Bank Limited the

appointment of a Director is for a period of three years where-after each Director is expected to retire on rotation.

Directors are however eligible to offer themselves for reappointment and the board will consider reappointing them

depending on current circumstances.

If there are circumstances necessitating the termination of the contract before the three year period referred to

above has expired then each party will have the right to terminate the contract by giving the other party three

months written notice of termination.

Page 53: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 51

31. LOANS TO DIRECTORS

RL Daly

(Non-Executive Director)

Total

R R

Balance 31 December 2008 126 530 126 530

Advance 70 000 70 000

Interest charged 7 217 7 217

Repayment (138 869) (138 869)

Balance 31 December 2009 64 878 64 878

32. EFFECT OF STANDARDS ISSUED BUT NOT yET EFFECTIVE

IAS 24 (AC 126) revised - Related Party Disclosure

IAS 24 (AC 126) (revised) will be adopted by the Bank for the first time for its financial reporting period ending

31 December 2011. The standard will be applied retrospectively.

Under IAS 24 (revised) the definition of a related party has been amended with the result that a number of new

related party relationships may be identified.

IFRS 9 (AC 146) revised - Financial Instruments

IFRS 9 (AC 146) (revised) will be adopted by the Bank for the first time for its financial reporting period ending

31 December 2013. The standard will be applied retrospectively, subject to transitional provisions.

IFRS 9 (AC 146) addresses the initial measurement and classification of financial assets and will replace the

relevant sections of IAS 39 (AC 133). Under IFRS 9 (AC 146) there are two options in respect of classification of

financial assets, namely, financial assets measured at amortised cost or at fair value.

Financial assets are measured at amortised cost when the business model is to hold assets in order to collect

contractual cash flows and when they give rise to cash flows that are solely payments of principal and interest

on the principal outstanding. All other financial assets are measured at fair value. The impact on the financial

statements for 31 December 2013 has not yet been estimated.

Page 54: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

52 | HBZ ANNUAL REPORT 2009

For the year ended 31 December 2009

NOTES TO THE ANNUAL FINANCIAL STATEMENTS (CONTINUED)

2009 2008

R ‘000 R ‘000

33. CAPITAL ADEQUACy STATEMENT

Credit risk exposure - See note 32.1 949 374 949 768

Operational risk exposure - See note 32.2 184 530 140 712

Market risk exposure - See note 32.3 8 888 2 463

Other risk exposure - See note 32.4 17 022 16 393

Aggregate risk weighted exposure 1 159 814 1 109 336

Regulatory capital requirement - 9.75% 113 082 108 160

Qualifying capital and reserve funds

Tier I

Ordinary share capital 10 000 10 000

Share premium 40 000 40 000

general reserve 93 000 73 000

Retained earnings from prior year 18 39

Tier II

general allowance for credit impairment per Regulation 23 8 123 7 364

151 141 130 403

Capital Adequacy Ratio

Qualifying capital and reserve funds as a percentage of aggregate risk weighted exposure

13.0%

11.8%

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HBZ ANNUAL REPORT 2009 | 53

33.1 CREDIT RISK ExPOSURE

The Bank uses the Standardised Approach to determine the regulatory capital requirement for its credit risk exposure.

Risk Off-balance Credit Risk Risk weighted Credit risk Credit risk

weightings Assets items Mitigation assets exposure exposure

2009 2009 2009 2009 2009 2008

R’000 R’000 R’000 R’000 R’000 R’000

0% 51 587 51 587 0 0

5% 0 0 0

10% 0 0 0

20% 731 870 104 860 259 915 1 096 645 219 329 177 455

50% 8 214 976 214 984 107 492 76 582

100% 857 782 76 273 (311 502) 622 553 622 553 695 731

1 589 660 396 109 0 1 985 769 949 374 949 768

Note: The asset items indicated in this statement are the average for the month ended 31 December 2009, as

per Regulation 23 of the Regulations issued under section 90 of the Banks Amendment Act of 2007.

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54 | HBZ ANNUAL REPORT 2009

For the year ended 31 December 2009

NOTES TO THE ANNUAL FINANCIAL STATEMENTS (CONTINUED)

32.2 OPERATIONAL RISK ExPOSURE

The Bank uses the Basic Indicator Approach to determine the regulatory capital requirement for its operational

risk exposure.

2009 2008

R ‘000 R ‘000

gross income - 2006 / 2005 70 852 61 895

gross income - 2007 / 2006 92 392 70 852

gross income - 2008 / 2007 132 004 92 392

Total gross income for preceding three years 295 248 225 139

Average gross income for preceding three years 98 416 75 046

Fixed percentage per Regulation 33 x 15% x 15%

Required capital and reserve funds for operational risk 14 762 11 257

Risk weighting per Regulation 33 x 12.5 x 12.5

Regulatory risk weighted exposure 184 530 140 713

32.3 MARKET RISK ExPOSURE

The Bank uses the Standardised Approach to determine the regulatory capital requirement for its market risk exposure.

2009 2008

R ‘000 R ‘000

Net open foreign currency position 711 197

Risk weighting per Regulation 28 x 12.5 x 12.5

Regulatory risk weighted exposure 8 888 2 463

Page 57: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor

HBZ ANNUAL REPORT 2009 | 55

32.4 OTHER RISK ExPOSURE

The Bank determines the regulatory capital requirement for its other risk exposure as specified in Regulation 23.

Carrying Risk weighted Risk weighted

amount Specified exposure exposure

2009 risk weight 2009 2008

R ‘000 % R ‘000 R ‘000

Cash & balances with the central bank 240 893 0% 0 0

Fixed assets 16 028 100% 16 028 15 391

Other assets 994 100% 994 1 002

17 022 16 393

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56 | HBZ ANNUAL REPORT 2009

INTERNATIONAL NETWORK SUMMARy

1. united ArAb eMirAtes Habib Bank Ag Zurich 8 Branches

2. united KingdOM Habib Bank Ag Zurich 12 Branches

3. PAKistAn Habib Metropolitan Bank 120 Branches

4. KenyA Habib Bank Ag Zurich 4 Branches

5. switzerlAnd Habib Bank Ag Zurich 1 Branch

6. sOuth AfricA HBZ Bank Ltd 6 Branches

7. isle Of MAn Habib European Bank Ltd 1 Branch

8. cAnAdA Habib Canadian Bank 2 Branches

9. hOng KOng HBZ Finance Ltd Representative Office

10. egyPt Habib Bank Ag Zurich Representative Office

11. bAnglAdesh Habib Bank Ag Zurich Representative Office

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HBZ ANNUAL REPORT 2009 | 57

LIST OF SERVICES

the rAnge Of services Presently AvAilAble

in sOuth AfricA include:

• SavingsAccounts

• CurrentAccounts

• TermDepositAccounts

• Overdrafts

• CommercialLoans

• BillDiscounting

• LettersofGuarantee

• ForeignExchange

• ForeignDrafts

•ImportandExportLetterofCredit

• DocumentaryCollections

• TradeFinance

• TravellersCheques

• InternetBanking

Other services AvAilAble thrOugh the glObAl

netwOrK include:

Personal and Private Banking Services:

• InternationalPortfolioManagement

• FinancialAdvisoryServices

• TrusteeServices

• CreditCards

• TravellersCheques

• SafeDepositLockersandCustodialServices

Corporate Banking Services:

• Overdrafts

• CommercialLoans

• TradeFinance

• ImportandExportLetterofCredit

• BillsDiscounting

•GlobalRemittances

• BullionandSilverDealing

• DealingsinSecurities,BondsandStocks

• TreasuryServices

With the benefit of decades of experience in understanding and satisfying the varied financial needs of customers spread across

the globe, the group has developed a wide spectrum of quality products and services throughout its global network of branches,

subsidiaries and affiliates.

Design by www.growgraphics.co.za CushagNational flower of Isle of Man

Page 60: HBZ Bank Limited · Ex-Managing Director, Smith & Nephew plc, now retired. Appointed 2004 Hendrik F Leenstra (61) Institute of Bankers SA C.A.I.B. (SA) Ex-Regional Executive – Nedcor