Hannes Van Eeden, Head of Finance and Company Secretary October 9,2007

1. Hannes Van Eeden, Head of Finance and Company Secretary October 9,2007

2. The two faces of risk… The culture, processes and structures That are directed towards the effective management of potential opportunities and adverse effects AU/NZS 4360 Enterprise is the undertaking of risk for reward Corporate governance can, in part, be viewed as a company’s strategic response to the need to assume prudent risks, appropriately mitigated, in exchange for measurable rewards King II

3. Overview • South African market comprises Equities, Bonds and Money Market instruments • Equities and Bonds currently settled through the Depository • Money Market environment still “paper-based” – dematerialised / electronic settlement model currently under development by Strate • Thomas Murray – ACSDA Data sharing initiative • Capital Market Infrastructure Risk Ratings (CMIRR) • An opinion of the post trade risk exposures to which an asset owner is exposed when buying or selling securities in local capital markets. • The ratings examine the extent to which each local infrastructure minimises recognised risks and maximises asset safety for investment. • Evaluation of infrastructure across 7 different facets (SA only 6 as we do not have cross-border links)

4. Definitions Asset commitment The period of time from when control of securities or cash is given up until receipt of counter value. This risk concerns the time period during which a participant’s assets, either cash or stock, are frozen within the CSD and payment system pending final settlement of the underlying transaction(s). Following settlement, the risk period is extended until the transfer of funds and stock becomes irrevocable. It excludes any periods when assets, cash or stock, are committed to a market participant including brokers, banks and custodians, not caused by CSD processing .

5. Definitions Liquidity The risk that insufficient securities and or funds are available to meet commitments; the obligation will be coveredsome time later. This is where for certain technical reasons (e.g., stock out on loan, stock in course of registration, turn round of recently deposited stock is not possible) one or both parties to the trade has a shortfall in the amount of funds (credit line) or unencumbered stock available to meet settlement obligations when due. These shortfalls may lead to settlement ‘fails’ but do not normally lead to a default.

6. Definitions Counterparty The risk that a counterparty (i.e., an entity) will not settle its obligations for full value at any time. This is simply the total default of a direct participant of the CSD or market utility including the CSD. This is the event when a participant is unable to meet its financial liability to the CSD and possibly other creditors. When the counterparty is the CSD or an associated clearing house this would require the liquidation of the organisation concerned and the settlement of all outstanding trades will be called into question. This risk only goes as far as direct participants of the CSD and excludes clients of direct participants that default on liabilities to such participants, even if such a default should systemically cause the direct participant to subsequently default.

7. Definitions Financial The ability of the CSD to operate as a financially viable company. This risk concerns the financial strength of the depository and if its capital is sufficient to meet the on-going operation of the organisation. It is not looking at when the CSD is a counterparty to a transaction; see Counterparty Risk (The capital adequacy of the CSD).

8. Definitions Operational The risk that deficiencies in information systems or internal controls, human errors or management failures will result in losses. The risk of loss due to breakdowns or weaknesses in internal controls and procedures. Internal factors to be considered in the assessment include ensuring the CSD has formalised procedures established for its main services. The CSD should have identified control objectives and related key controls to ensure operation and proper control of established procedures. Systems and procedures should be tested periodically. There should be external audit processes in place to provide third-party audit evidence of the adequacy of the controls.

9. Definitions Asset Servicing The risk that a participant may incur a loss arising from missed or inaccurate information provided by the depository, or from incorrectly executed instructions, in respect of corporate actions and proxy voting. This risk arises when a participant places reliance on the information a depository provides or when the participant instructs the depository to carry out an economic transaction on its behalf. If the depository fails either to provide the information or to carry out the instruction correctly then the participant may suffer a loss for which the depository may not accept liability. The depository may provide these services on a commercial basis, without statutory immunity, or it may provide the service as part of its statutory role, possibly with some level of protection from liability. This risk is likely to become much higher when international securities are included in the service.

10. Asset Commitment risk CCC B BB BBB A- A A+ AA- AA AA+ AAA Strengths Minimal asset commitment exposure Asset and cash settlement irrevocable Weaknesses 1st settlement window for equities reflects a standard minimum exposure time of 5 hours Money Market settlements are not SFIDvP Opportunities Introduction of an electronic (dematerialised) Money Market securities settlement and custody environment with SFIDvP settlement on a T0 basis

11. Liquidity risk CCC B BB BBB A- A A+ AA- AA AA+ AAA Strengths Net cash / net securities with intraday settlement windows Good fails management Weaknesses Exchange Control regulations place certain constraints on the availability of borrowing facilities to non-residents Gross trade by trade settlement of Money Market transactions without the benefit of SFIDvP Opportunities Improved liquidity for Money Market instruments as a consequence of improved settlement methodologies

12. Counterparty risk CCC B BB BBB A- A A+ AA- AA AA+ AAA Strengths Effective Fails management JSE and BESA Guarantee funds SFIDvP in Central Bank funds Weaknesses No DVP for Money Market instruments (yet) Lack of a central securities lending pool No settlement assurance - Off-market transactions Opportunities Money Market project Potential for a CCP across all markets

13. Financial risk CCC B BB BBB A- A A+ AA- AA AA+ AAA Strengths Improved profit history of CSD (increases stability of overall infrastructure) Weaknesses Reliance on JSE market volumes results in poor diversification of income Opportunities Opportunities for new revenue streams - Issuers - Data mining Other products – Mortgage Bonds / Unit Trusts

14. Operational risk CCC B BB BBB A- A A+ AA- AA AA+ AAA Strengths Continually improving operational procedures / processes across market Focus on operational excellence (CSD) Weaknesses New procedures / processes still being bedded down Instability of staff – small resource pool Opportunities Enhanced / proven measures for mitigation of operational risk could encourage other parties to use Strate as “trusted 3rd party” Opportunities to consolidate / enhance BCP

15. Asset servicing risk CCC B BB BBB A- A A+ AA- AA AA+ AAA Strengths Effective elimination of claims in the market Weaknesses Manual processes Multiple layers across market make for inefficient communication and potentially increase the likelihood of miscommunication Opportunities Centralisation of services Further automation of Corporate Actions processing across market