agenda

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3. RETIREMENT INDUSTRY EVOLUTION

4. Disclosure & transparency Bulking Key focus of Evergreen An increased focus on governance in the industry Evergreen/Old Mutual taken the lead New pension fund legislation under development aims to: Give more people in South Africa access to retirement saving Improve efficiency of retirement system Increase the level of preservation Improve governance Reduction in RFT from 18% to 9%

5. Old Mutual established the Funds with very specific objectives: To set the benchmark for retirement fund governance in SA To create umbrella funds that are suitable for a wide range of employers To provide investment choice for members To educate members on retirement planning To allow members to pay for services they use - reduce cross-subsidy of fees

6. PRINCIPLES These Funds are sponsored by Old Mutual on the basis that they: aim, foremost, to meet the needs of the members and their dependants are transparent in respect of fees and expenses are characterised by good governance, integrity, responsibility and accountability Trustees to ensure that principles are upheld

7. AGM PURPOSE Not required by law Provided for in the rules of the Evergreen Retirement Funds Main purpose: demonstrate accountability to members transparency & disclosure Old Mutual meets the majority of the costs 3 major centres: Johannesburg (official AGM), Durban, Cape Town

8. MANAGEMENT BOARD Majority of independent Trustees and at least one tied Trustee �Independent� - paid by the Funds, not employees of Old Mutual �Tied� - employed by Old Mutual 5 Trustees: 4 independent Trustees, 1 tied Trustee Chairman one of independent Trustees 3 year term of office, most end November 2006

9. INTRODUCING THE TRUSTEES Independent Trustees Chris Liddle (Chairman): Retired Executive Director of a large insurance company, extensive industry experience, managing director of an employee benefits consultancy, trustee to a number of retirement funds. Jeremy Andrew: Retired Chief Actuary to the FSB. Has been consulted by National Treasury on the development of new retirement fund legislation. Mickey Lowther: Experienced independent actuary with a long history of providing independent consulting services to clients and has published a number of articles on retirement fund governance and professional conduct. Jonathan Mort: Widely-respected lawyer specializing in pensions law, director of a leading law firm and a past president of the Pension Lawyers Association.

10. Tied Trustees Evans Chabala: resigned 30 August 2005 Nomvula Mthombeni: resigned 7 February 2006 Ikhraam Osman: A divisional manager employed by Old Mutual Principal Officer Independent, employed by the Funds Liz Gamble: resigned 1 August 2005 Cheryl Robertson: Appointed 2 August 2005 23 years experience in the retirement fund industry Past principal officer of a number of retirement funds and medical aid schemes Trustee of the Ruth Prowse School of Art

11. DUTIES OF MANAGEMENT BOARD Management Board must: Act in the best interest of the Fund Protect the interests of members Act with due care, diligence and good faith Avoid conflicts of interest Act impartially in respect of members & beneficiaries

12. GOOD GOVERNANCE Sub-Committees: Comprise Trustees with relevant experience Assisted by representatives from the relevant service providers Accountable to the Management Board Minutes of all Sub-Committee meetings are kept Annual reporting introduced

13. GOOD GOVERNANCE Board Appraisal: Performance as a whole & individual is evaluated annually Completion of a Board Appraisal questionnaire Development areas identified Action plans put in place to address these areas 2005 Appraisal: Management Board works effectively as a team Balance of skills Meetings productive, right focus on critical issues & strategic planning Increased focus on reviewing Sub-Committee mandates On the cards for 2006: Fine-tuning the Sub-Committee structure Succession planning Retirement Fund Reform

14. DISCLOSURE & TRANSPARENCY Management Board: strives for greater disclosure and transparency ensures all fees are fully disclosed nobody receives secret commissions, rebates or kickbacks all growth earned on members� assets is passed on to members without deduction (other than disclosed fees and taxes) Old Mutual: no monies due to the Funds have been received by them, whether from asset managers, trust administrators or the bulking of bank accounts Perhaps give example of Allan Gray fees where we charge member 0.65% where other funds charge their members 1% and upwards.Perhaps give example of Allan Gray fees where we charge member 0.65% where other funds charge their members 1% and upwards.

15. FUND EXPENSES AND FEES Package Option Fee (unchanged in 2006) Low Choice Managed Choice Flexible Choice R10.00 + VAT R20.00 + VAT R35.00 + VAT Switch Fee 0.20% plus VAT of assets switched (maximum R500.00) Reviewed annually on 1 January � reduced in 2006

16. Asset Management Fees levied by Administrator (2006)

17. Fund Expense Fee R5.00 (no VAT payable) � unchanged in 2006 Deducted from members� accumulated credits Used to meet Fund expenses, (including Trustees & Principal Officer fees) Set-up phase: insufficient to cover costs Old Mutual subsidises to prevent future members paying current expenses 2005 subsidy R2 094 548

18. ADMINISTRATION AND AUDIT SUB-COMMITTEE Purpose: Overseeing Administrator, financial reporting and audit Milestones: Late/non-payment of contributions Process to monitor & report to FSB, members & Attorney General Complaints None received to date Section 14 Transfers - new process Protection of members� rights Adequacy of communication with opportunity to object

19. ADMINISTRATION AND AUDIT SUB-COMMITTEE (contd.) 2005 audit Unqualified Well within FSB deadline Actuarial valuation Every 3 years Brought forward to 31 December 2005 Challenges: Unallocated deposits Unclaimed benefits Pay <R2000 into members� bank account 180 days unclaimed benefits reserve

20. STATISTICS

21. STATISTICS (contd.)

22. DEATH AND ILL-HEALTH RETIREMENT BENEFITS SUB-COMMITTEE Purpose: To make recommendations to Board on apportionment of death benefits and payment of ill-health retirement benefits Milestones: Established process flow for apportioning death benefits

23. Milestones (continued) Commissioned report on trusts Appointed Standard Executors & Trustees (April 2006) Established methodology for apportioning death benefits takes into account all relevant criteria of potential beneficiaries provides an actuarially based model for apportioning benefit provides for financial circumstances of each beneficiary subject always to the overall discretion of the Management Board Challenges Incomplete information & insufficient documentary proof Nomination Forms Not binding on Trustees BUT helps Trustees Understands members� wishes Aids in identifying dependants & beneficiaries

24. GOVERNANCE SUB-COMMITTEE Purpose To monitor the management of the Funds to ensure that governance objectives are met Milestones Mentioned by Bruce Cameron at IRF Conference as example of good governance Refined the governance process Researched trends in Board appraisals Set Board appraisal questionnaire

25. INVESTMENT SUB-COMMITTEE Purpose To make recommendations to Board on appropriate selection of investment options within policy and to monitor the performance of those options Investment policy Best of Breed Best of Old Mutual

26. Milestones Review of the investment portfolios CoreGrowth 100% retained for Low Choice Package Option. Smoothed returns, capital guarantee Good 5-year performance, lagging over 3-year period Symmetry ForLife retained for Managed Choice Package Option Unique methodology satisfies the criteria Past performance satisfactory Fees are competitive

27. Milestones (continued) Flexible Choice Package Option grouped into nine classes: conservative, balanced & aggressive portfolios, each split into multi-manager & single-manager sub-classes money market, fixed interest and absolute return portfolios insufficient single manager choices for low risk preferences added Allan Gray Domestic Stable, Fraters Real Income, Prescient Bond Quant Plus added shariah-compliant portfolio - Symmetry Islamic Portfolio no portfolios were culled

29. LEGAL SUB-COMMITTEE Purpose Monitors legal risks and compliance with legislation, reviews all contracts Milestones Process for complaints Take-on process for participating employers Time standards and process flow for rules & amendments Administration agreement Participating Employer Service Level Agreement Powers of attorney granted by members to investment advisers Challenges Group life assurance policies

30. COMMUNICATION SUB-COMMITTEE Purpose Overseeing communication with members Milestones Member feedback - improved existing media Member guide redesigned Member education sessions Quarterly newsletters Annual member benefit statement Quarterly investment performance update Investment road shows Guide for establishing & running member committees Challenges Website priority in 2006/7 (www.oldmutual.co.za/evergreen) Member research

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35. THANK YOU