WIPHOLD CORPORATE PROFILE

MAIL AND GUARDIAN

FRONT COVER

WIPHOLD
Corporate Profile

Straplines:

Transformation in Action
New Models for Changing Times

INSIDE FRONT COVER (PAGE 2)

Old Mutual Ad

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Transformation in Action

Women’s Investment Portfolio Holdings (WIPHOLD) is an investment and

operating group owned by black women, and dedicated to the economic
empowerment of black women. Established in 1994 with seed capital of
R500 000, in 1999 it became the first women’s group to be listed on the
Johannesburg Stock Exchange (JSE). It de-listed in 2003 in order to increase the
economic ownership of black women in the company.
Quietly at the forefront of real transformation over the years, WIPHOLD
has aimed to combine both a robust business model and a development focus,
proving that this can be done successfully and to the benefit of all stakeholders.
“Our approach has always been broad-based,” says Louisa Mojela,
chairperson, group chief executive officer and co-founder of WIPHOLD, “because
we believe in active empowerment, wealth creation and community support,
rather than depending on the ‘trickle-down effect’.”

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 “Of course, it hasn’t always been an easy ride, but we have weathered the
tough times and have become stronger, more effective and more successful in
the past five years than we have ever been.
“The company has matured; it is stable and has depth. And throughout
our own development process, we are proud to say that we have stayed true to
our vision of enabling and empowering women from grassroots level up.”
Chief executive officer of WipCapital and co-founder of WIPHOLD, Gloria
Serobe, concurs, “We believe that we have pioneered a new way of doing
business. Despite the challenges, we have managed to create an investment
group that is genuinely focused on the triple bottom line; on people as well as
profits.
“WIPHOLD has become a South African institution, one whose vision is
firmly rooted in sound principles and values, and one that is firmly built on the
skills of top people who are recruited for their vision, drive and expertise,
regardless of race, gender or age.
“WIPHOLD’S vision is firmly rooted in sound values and principles that
include impeccable corporate governance, integrity, honesty, accountability to all
stakeholders, and a commitment to pushing the boundaries.”

Enhancing Overall Value

The group believes in adding value as much as being a successful business, and
in the fundamental goal of transformation. Again, its approach to this is broad-
based, and it focuses on delivering added value within the business, as well as to
investors, stakeholders and the country as a whole.
“Most start-ups take a very traditional approach,” says Serobe, “and set
out to make a profit as quickly as possible.
“At WIPHOLD we took a different approach right from the outset, and
aimed not only to become profitable, but to be a meaningful force for change.”
A pioneering enterprise in every way, the group took this approach even
before the national Black Economic Empowerment (BEE) policy framework was
put into place, beginning with grassroots consultation and carrying this spirit
through to such empowerment initiatives as Project Imbizo (see [Insert final
page number]).

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 WIPHOLD is also actively involved in growing the overall value of investee
companies, looking especially for opportunities to grow that value through new
business operations that stimulate growth at the bottom-end of the market.

Facilitating Empowerment

“Our mission is to facilitate the empowerment of women through business,” says

Mojela, “and to ensure that we do this at every level of society. We want to uplift
women across the spectrum, not only by offering a gateway to financial
independence, but also by enabling them to assist with transformation in their
own communities.”
It is for this reason that the WIPHOLD investment model allows for black
women to start up new businesses, as well as to buy into or buy out existing
companies. In both cases, the group provides active input regarding business
transformation, aiming to empower women not only through ownership and
dividends, but also through dynamic business strategies.
This is all underlined by a strong corporate governance ethic, and a deep
personal commitment to empowering communities beyond the shareholder base.
WIPHOLD was the first black empowerment company to establish a
permanent broad-based shareholding that includes 1 200 direct and 18 000
indirect beneficiaries through the WIPHOLD Investment Trust, and over 200 000
beneficiaries through the WIPHOLD NGO Trust. Together these two trusts own
35% of WIPHOLD.
“The empowerment we aim for is not average empowerment,” says Mojela,
herself a happy grandmother who aims for a balance between business success
and family life.
“We aim for – and have achieved – a general form of empowerment that
benefits not only the thin upper stratum of successful women, but women as a
whole, including the poorest and the most disadvantaged in our urban, peri-
urban and rural areas.”

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Investment Focus

WIPHOLD has a two-pronged approach to its business, on the one hand focusing
on building the companies in which it has an operational stake, and on the other,
growing a portfolio of strategic and value investments.
In the first instance, its investments are concentrated in the financial,
infrastructure and resources sectors, with financial services comprising the bulk
of the portfolio. Strategic and value investments are more widely diversified,
something the group is now also aiming for with its operational investments.
“WIPHOLD’s investment approach is to acquire strategic or controlling
stakes in companies that are well-managed, have good corporate governance
records, a track record of achievement, strong cash flow and attractive growth
prospects,” says Tryphosa Ramano, chief financial officer, “and which
demonstrate synergy with Wiphold's values and business ethos.
“WIPHOLD’s investment strategy is based on enhancing the overall value
of the companies we invest in, on identifying new BEE business opportunities,
and on enhancing synergies between investee companies.”

Strategic Partnerships

WIPHOLD’s operational investments in the financial sector are dominated by

strategic partnerships with banking and financial services giants, Old Mutual,
Nedbank and Mutual & Federal, but also include holdings in niche financial
services providers, WipCapital, Futuregrowth, Legae Securities, Legae Capital
and Wip Treasury Solutions (WIPTS), as well as a strategic alliance with Russell
International Investment Management Services.
The three strategic partnerships, which were established in terms of a BEE
deal in 2005, are with some of the country’s most respected financial services
institutions.
Old Mutual is the largest and most well-established financial services
provider in South Africa, and its broad base of offerings includes banking and
investment management services, savings products, life assurance, general
insurance, asset management, corporate solutions and healthcare.

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 Nedbank, one of South Africa’s “Big Four” banking groups, is a more
specialised provider, offering the complete range of wholesale and retail banking
products and services through three business clusters: Nedbank Corporate,
Nedbank Capital and Nedbank Retail. Its core offerings are corporate and retail
banking, property finance, investment banking, private banking, foreign
exchange and securities trading, while it also generates income from such
activities as private equity investment, trust administration and asset
management.
Mutual and Federal, in contrast, is one of the leading short-term insurance
companies in the southern African region, providing packaged and customised
insurance to personal, retail and corporate clients in South Africa, Botswana,
Namibia and Zimbabwe.
The empowerment model adopted by the parties when they entered into
strategic partnership acknowledged the operational role WIPHOLD would have to
play in adding value to the three financial services’ businesses. Measurable
performance contracts are agreed to between the partners on an annual basis,
and provide for WIPHOLD to be rewarded for tangible delivery.
Still within the operational portfolio, in the resources sector, WIPHOLD is
exclusively invested in coal mining through its holdings in Sasol Mining and Ixia
Coal, while its infrastructure portfolio is more diversified. In that sector it holds a
9% stake in Hans Merensky Timber, a 20% stake in ABB SA, a 25% stake in
Landis & Gyr, and has entered into a joint venture with the Jidong Cement
Company of China.

Strategic and Value Investments

As far as strategic and value investments are concerned, the group has stakes in
Telkom, the Distell Group, Afrisun Leisure and MCG Industries. WIPHOLD also
has significant shareholding in human capital development provider, Adcorp, and
USB-Ed, the executive education arm of the University of Stellenbosch Business
School.
“Our vision for WIPHOLD was to create a business owned and managed
by black women that would benefit black women,” says Louisa Mojela, “and that
goal defines everything we do.

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 “Half of the company’s shares are held by black women, all of the
executive directors are black women, the board is entirely composed of women,
and, of the shares held by management and employees, 70% are women-owned.
“In addition, distributions to broad-based empowerment shareholders total
R61 million.
Mojela notes further that “while the majority of employees are black
women, this does not mean that men do not have a vital role to play at
WIPHOLD.
“Although we aim to employ as many black women as possible in
alignment with our strategy, our policy is to recruit the best people for the job,
regardless of race, gender, creed or age.”
Jannie Stockenström, head of asset and infrastructure finance, is one of
the men at WIPHOLD, and is as strongly committed to the group’s gender
empowerment objectives as his female colleagues are. A founding member of
WipCapital, he was previously a director at Standard Commercial and Merchant
Bank, where he was in charge of global structured finance.
Shaun Rosenthal, head of investment banking and co-founder of
WipCapital, says, “WIPHOLD is a highly ethical and transparent corporation, with
real, long-term empowerment objectives.”

Wip Treasury Solutions

WIPHOLD is a 74% stakeholder in Wip Treasury Solutions (WIPTS), which offers

a comprehensive range of treasury risk management services.
Craig Zaayman, a veteran of the SA Reserve Bank and ABSA Corporate
and Merchant Bank, joined WIPHOLD in January 2004, taking the group’s
financial focus into new territory.
“When I was at ABSA, I could see there was a growing need for
outsourced treasury solutions, and WIPHOLD was the perfect platform off which
to launch a service like this. We started out small – with just four clients – but
the offering was unique, and our client portfolio has grown dramatically since
then.
“We provide our clients with integrated solutions based on an
internationally benchmarked treasury management system. This is supported by

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competitive pricing, strategic advice and detailed reporting; an all-encompassing
offering from a unique group.”
“We set out to get the very best skills and expertise on board,” says
Louisa Mojela, “as it is absolutely essential for success in a business like ours.
“There is no doubt that we have a very strong team, and are well
positioned to start expanding into different sectors and territories. We are aiming
to take our business model into the rest of Africa soon, and after that to other
developing countries, such as India, Brazil, Vietnam and China. Having proved to
be highly effective here at home, we feel that our model will be welcomed in
many other countries on the continent.”

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Project Imbizo: The Vision and Concept

Value-added transformation is a cornerstone of the WIPHOLD philosophy, and

this has now been given extended reach in the form of a visionary initiative,
Project Imbizo.
“WIPHOLD has always believed in linking the business of our company and
that of our investee companies to social development issues and projects in
communities,” says Gloria Serobe. “This is done in a way which is both profitable
to the companies involved and beneficial to the recipient communities.
“Of course, our focus has always been on organisations that support the
empowerment and development of women and children, and with Project Imbizo,
we are extending and formalising that involvement even further.”
The project was spearheaded by WIPHOLD in conjunction with strategic
partners, Old Mutual, Nedbank and Mutual & Federal, and its aim is to develop

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new business models that include poor individuals and communities in economic
activity. The objective is both to empower and develop these communities, and
to lay the groundwork for the development of future markets.

Beyond Philanthropy

In line with progressive international trends, Project Imbizo represents an

approach that goes beyond traditional corporate philanthropy, and focuses on
enabling communities to initiate and manage sustainable development projects
and mechanisms for socio-economic stability themselves.
“In South Africa, the foundation market, which is made up of households
that fall into the LSM 1 to LSM 5 range, represents approximately 15 million
people, depending on the measurement criteria used,” says Debra Marsden, head
of business transformation and public affairs at WIPHOLD. “It goes without
saying that the people in this market are poor.
“In rural areas, apart from government employees, most earn very little or
are unemployed, and are dependent on social grants. In urban areas, many are
engaged in micro-entrepreneurial activity, but are similarly heavily dependent on
grants.”
As poor as the people in these LSMs are, they do nevertheless make use
of some financial services, mainly through informal groupings such as stokvels
and burial societies, or by the need to take micro loans.
“WIPHOLD and its partners in the Old Mutual Group identified that this
indicated a need for financial services which were both fairly priced and tailored
to suit the unique needs of these communities,” says Marsden, “and that was the
idea behind establishing Project Imbizo.
“This market has always been viewed as commercially unviable, and it was
clear to us that, as a result, individuals and communities were underserved in
terms of financial services.”
Marsden makes it clear, however, that the four companies are targeting
the LSM 1‒5 market not merely for corporate social investment purposes, or
even in order to comply with the Financial Services Charter, but because it is a
core business strategy to do so.

Re-evaluating Delivery Models

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This, of course, has required a radical re-evaluation of financial services delivery
models, and the development of a more sustainable model that meets the needs
of poorer communities.
With this in mind, WIPHOLD, Nedbank, Old Mutual and Mutual & Federal
have targeted nine sites to test and refine the Imbizo concept, after which it will
be rolled out country-wide. The companies have already taken Project Imbizo to
three sites, namely the Mnquma district in the Eastern Cape, the
Khayelitsha/Langa/Nyanga/Gugulethu node in the Western Cape, and Kliptown in
the Gauteng city of Soweto.
It is also currently in discussion with Hans Merensky Timbers to take the
concept to the areas surrounding their sawmills and plantations, and plans to
enter six new sites around the country during the course of 2009.
“The Imbizo process and the business model that supports it are
characterised by simplicity, cost-effectiveness, and is driven by volume without
sacrificing the needs and dignity of the people,” says Gloria Serobe. “Our
interventions aim to educate communities about financial services, bring them
outlets and products that suit their needs, and create a vehicle for broad-based
wealth creation.”

Project Imbizo at Work

The proof of any initiative lies in its outcome, and WIPHOLD measures the
success of Project Imbizo primarily through the impact it has on the lives of
participants. Taking a long-term view supported by a humanitarian approach, the
group’s objective is to empower women in their communities through the
implementation of a new African-inspired consultative economic model, and to
develop new markets as a corollary of this process.
Project Imbizo was launched at a pilot site in the Mnquma district in the
Eastern Cape in 2006. The deeply rural district, which encompasses the three
small towns of Centani, Ngqamakwe and Butterworth and their surroundings, has
a population of just over 300 000 people. Many live in villages scattered
throughout the district, and survive by means of subsistence farming and micro
enterprise.

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 The site was chosen because it had a large population desperately in need
of innovative financial service solutions. The community had also heard about the
launch of Project Imbizo, and had asked for it to be brought to their district.
“I heard Gloria (Serobe) talking on the radio,” says Pinky Matanzima of
Centani, “and immediately called the station to encourage her to do an imbizo in
our district.
“In the communities of the Eastern Cape, it is not common for women who
have made it big to plough back into the community. With my background as a
financial planner, and my ability to bond with the local communities, I was keen
to champion the concept.”
At the time, only one of WIPHOLD’s strategic partners, Old Mutual, had a
limited presence in Mnquma, but neither Nedbank nor Mutual & Federal had
extended operations to the district.
“Access to rural areas is, of course, more difficult – and poses a greater
financial risk for large corporates,” says Debra Marsden. “Part of our reasoning
for choosing this site then, was that if we could develop successful solutions and
infrastructure there, it would enable us to put forward a compelling value
proposition for extending the model nationally.”

The Imbizo Methodology

The Imbizo Project follows a three-step process, commencing with a community

meeting or imbizo convened to listen to, learn from and secure the buy-in of the
community. This is followed by a similar meeting a few months later, at which a
proposed financial services solution is presented to the community based on
input received at the first imbizo. If this is acceptable, the third step is to begin
the process of implementation, which includes mechanisms for community
involvement and feedback, as well as for ongoing consultation.
“These meetings provided a framework for the model that was to become
one of the most empowering interventions in the lives of the Mnquma
community, who counts among the poorest of the poor,” says Councillor Mbulelo
Ntenjwa, speaker of the council at Mnquma Municipality.
“As a municipality, we were supportive of any developmental initiatives in
this area. The WIPHOLD model turned out to be a sterling example of a

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successful partnership between the public and private sector. The municipality
provided land – and the private sector provided the necessary infrastructure.
“This intervention also cemented relationships between municipalities and
traditional leaders, which at times have been tense. We now have a common
agenda, which is developmental in nature, and strives to empower every
member of the community. It is all-inclusive, with no entity operating in silos any
longer,” he adds.
According to Gloria Serobe, originally from the Mnquma district, mindsets
are slowly changing in what was once a patriarchal society. “Taboos have been
lifted and it is now generally acceptable that women are equals when it comes to
empowerment initiatives.”
Councillor Ntenjwa agrees, “Ultimately, a model of this nature is not
ideological. It touches on the social conduct, the traditions and the fabric of the
society in this community. It addresses the fundamentals of poverty and the
building of human capital. Our community members are now able to define their
own destinations.”

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Bridging the Divide

The first imbizo in the Mnquma district in the Eastern Cape revealed many issues
not previously taken into account or addressed by financial institutions.
Nolineth Qangoani was one of many women at this first two-day event to
raise issues about the financial needs of the community, and about how these
were not being met.
“To get a loan from these banks, you need a salary slip,” said Qangoani,
“but many of us here are not employed, and can’t give them this. Also, the banks
do not accept our cattle as surety, so our applications are rejected.
“We also do not have access to the banks themselves,” she said, “with
most of them being in main centres.” As a result, she added, many residents
took to keeping their money under their mattresses and, unable to save in this
manner, ended up spending it.
Says Debra Marsden, “Access to financial services in rural areas has
always been limited, and the economic status of its residents meant that the
large financial institutions have previously ignored this market.
In traditional societies, the size of cattle herds is an indicator of wealth
and social position, and the fact that they could not be used as collateral on a
loan implied that this form of wealth was being discounted by established
financial services providers.”
Pumla Njengele, a teacher by profession, raised another issue,
demonstrating that it was not just banking services that were required.
“Lightening is a big problem here, and a number of houses have been burnt
down because of it. If that happens to us, we would not be able to afford to
rebuild,” she said.
“It was input of this nature that gave us an indication of the extent of the
financial services required in areas like Mnquma,” says Gloria Serobe, “and
following that, we had the first opportunity to develop a new kind of business
model with these issues in mind. Here build in that process led to development of
innovative new products including livestock insurance (a first in SA) and rural
home insurance. These products were developed in direct response to
community requests.

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 “It was a steep learning curve for us, and every Imbizo Project site brings
new challenges, but the model is flexible, and we are now bringing much-needed
financial services to these communities.
“Project Imbizo is the heart and soul of WIPHOLD, and our aim is to take it
into every community in South Africa that needs it. We are also very proud of the
fact that we have developed a pioneering consultative model based on local
traditions that is aimed at meeting the needs of the people involved.”

Cross-cultural Lessons

Valuable cross-cultural lessons were learnt at the first and subsequent imbizo’s in
Mnquma. One of these was that people in the area, in keeping with their culture,
prefer to engage financial service providers face-to-face in a warm and friendly
environment.
WIPHOLD and its partners responded by building a Greenshop in Centani,
which is now used to deliver the services of Old Mutual, Nedbank and Mutual and
Federal – all characterised by corporate logos using the colour green – to the
community.
“This is not a traditional branch,” says Rob Shuter MD of Nedbank Retail,
“but rather a new concept in the distribution of financial services that has been
tailored to meet the needs of the community. Not only is it an outlet for the three
institutions, but, because the people were so involved in its creation, it is also a
source of pride and a symbol of social development.”
The Greenshop provides access to financial services and professional
advice that has never been available before. It is also used as a district business
and social centre, providing a place for the community and local leadership to
meet, a site from which small businesses can operate, and a venue from which
non-governmental organisations (NGOs) can run their programmes.
“Through WIPHOLD, we have been exposed to the ‘luxuries’ of urban life
that we, as a rural community, were never aware of,” says Pumla Njengele,
teacher and founder of the Nxolo Women’s Co-operative, which specialises in
catering services.
“WIPHOLD and the Old Mutual companies have bridged the gap in terms of
the first and second economy and have opened a new world to us. They have

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taught us how to stretch the little money we have by diversifying and investing in
little schemes. Our people now know that a little money can go a far way.”
“All of the employees at the Greenshop are recruited from the local
community,” says Shuter, “and it is also a ‘green’ building in terms of its energy
usage and overall carbon footprint.
“Some of its environmental features, for instance, include water run-off
tanks, and a design that keeps the building cool in summer and warm in winter.
We also have the ability to take the entire property off the Eskom grid and to run
it on solar power, which, in light of the power cuts earlier this year, is a valuable
feature.”
The building was reconstructed from existing structures that had burnt
down 30 years ago, and the construction team consisted mainly of women, as is
common in many traditional cultures.
In a similar way, clients are currently involved in landscaping the gardens
with indigenous flora and in establishing a permaculture initiative there. This is
being supported by the Old Mutual Foundation, and the intention is to build a
small enterprise out of this that will benefit the community as a whole.

A Nod from Traditional Leaders

Traditional leaders in the area, who were involved in the initial consultation
process as well as in this first phase of development, are very pleased with the
outcomes.
“WIPHOLD and its partners have greatly contributed to village
development here,” says Chief Mcothama, speaking on behalf of the traditional
leaders in the district.
“They have pledged to assist in eradicating poverty by creating job
opportunities and introducing initiatives with the Department of Agriculture
(DOA) such as the Siyazondla groups that are participating in a district food
security project.
“These groups have ploughed the land set aside for this development, and
have planted a variety of vegetable seedlings supplied by the DOA, which also
supplied tanks for water, wheelbarrows and garden tools.”
He and his fellow traditional leaders are particularly pleased with the
development of the Greenshop.

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 “Our people now have access to services that were previously very
inaccessible,” he says. “Before this, they had to take long and expensive trips to
East London and Butterworth to do their banking, and many did not even qualify
for the banking services.
“Now we have a fully-fledged bank in Centani, which is easy to get to. It
has particularly assisted old-age pensioners, who can now draw their pensions
close to home.”
Pinky Matanzima, who left her job with ABSA in 2007 to work on the
implementation of Project Imbizo on a full-time basis, is equally as enthusiastic
about the benefits it has brought to local communities.
“I am delighted to be part of this project. One of the motivations to join
this initiative was that I felt I could be more involved.” For her and for her
community, the benefits have been tangible.
“We heard about democracy, but we never experienced it first-hand,” she
says. “Now, through Project Imbizo, the people here have access to basic
banking services, as well as to such products as burial policies and home and
livestock insurance, a first in South Africa.
“Not only that, but they can also be part of the ‘green revolution’ taking
place in Mnquma, by participating in the creation of sustainable permaculture
gardens. These enable villagers not only to feed themselves, but also to derive
an income from selling excess produce, and all of this is being done according to
the best organic practices.”

Financial Literacy

The financial literacy aspect of the programmes, which is supported by the Old
Mutual Masisizane Fund, has been as well received as the financial services
delivery mechanisms and permaculture training.
“We have had tremendous success with our financial literacy workshops,”
says Pinky, “which use understandable concepts like the ‘Big Five’ as an analogy
for the principles of financial management. We sometimes have up to 160 people
attending these workshops at a time.”
“When we do training in these areas, which is done both at the Greenshop
and by mobile teams that travel out to the villages, the people feel empowered.

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We are starting to understand concepts that we have never been exposed to
before.”

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Extending the Business Base: Sasol Mining

Just over a year ago, WIPHOLD and Sasol Mining announced a new partnership
that saw thousands of rural and peri-urban women being able to participate in a
BEE transaction for the first time. The deal, valued at almost R1.9 billion, saw
WIPHOLD become Sasol Mining’s BEE Partner through a new entity called
WipCoal Investments.
WipCoal Investments, in turn, is the majority shareholder in a newly
created coal mining company called Ixia Coal, which is controlled by black
women, and has a 20% share in Sasol Mining.
“With this deal we are not only extending our operational business into a
new sector,” says Jannie Stockenström, “but are moving to create a strong
presence in the large industries of the formal economy, which will be of long-
term value to our shareholders and indirect beneficiaries.”

Mining Women Investments

Nowhere is this more evident than in the shareholder structure of WipCoal, which
is jointly owned by WIPHOLD and a new investment entity created by the group
called Mining Women Investments. This comprises thousands of women, drawn
from the areas in which Sasol Mining has operations and coal reserves, who have
previously not had access to the market economy.
“In the spirit of our corporate vision and our Imbizo Project, Mining
Women Investments was formed following a series of WIPHOLD workshops with
women in the provinces of the Free State, Mpumalanga and Limpopo,” says Gugu
Duda, asset and infrastructure finance executive at WIPHOLD. “During these

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workshops, we undertook to involve the women who were present and registered
in a future BEE transaction with a company operating in their provinces.
“Now we have been able to live up to that promise, and to welcome these
women into partnership with Sasol Mining.”

Sasol Mining

Sasol Mining supplies coal to Sasol’s synthetic fuels and chemical plants, selling
close to 50 million tons a year. The bulk of this output is used locally by Sasol,
but in the last financial year, 3.6 million tons were exported, earning valuable
foreign exchange. With growing international demand putting pressure on the
price of coal, exports alone contributed R235 million to profits last year – and
this is set to increase.
The company has two operating divisions: Sigma Colliery near Sasolburg,
and Secunda Collieries, which consists of five underground operations around
Secunda, as well as both underground and strip-mining operations near
Trichardt.
Like WIPHOLD, Sasol Mining enters a new era with this deal, and feels it
could not have found a better empowerment partner.
“It was an important challenge for us to get black shareholders and equity
into the coal mining industry,” says Hermann Wenhold, Managing Director of
Sasol Mining. “We had also made a commitment to the Department of Minerals
and Energy (DME) that we would be instrumental in mobilising and facilitating a
larger role for women in the mining industry.”
The challenge then took on a wider scope: to establish a coal mining
company owned and managed by black women.
“WIPHOLD has astute business sense in this regard, and they were looking
to invest in coal mining in South Africa. It was then that we decided to enter into
a joint venture.”
The new challenge for the partners now lies in enabling Ixia Coal to
establish its own operations, which involves identifying and developing new
mines, a process that is already well underway.
Sasol Mining brings its expertise and experience to the venture, while
WIPHOLD brings added value in the form of its financial expertise, its broad-

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based female shareholding, and its excellent relations with the financial sector,
government and other private entities.
“It will also be the vehicle for attracting more women into the mining
industry, which will definitely break down stereotypes,” adds Wenhold.

Women in Mining

“Although mining is dominated by men, the Mining Charter states that industry
should aim to have women make up 10% of its staffing complement,” says
Wenhold. “We are already appointing female operators in our coal mines, and
developing women in managerial positions.”
Significantly, part of the R30 million WIPHOLD brought to the deal has
been earmarked for facilitating the entry of women into the coal mining industry.
These women are drawn from the areas where Sasol Mining has its operations
and reserves.
“For the first time, following on the WIPHOLD workshops, women have
fashioned a vision and set themselves goals. These goals include rising up to the
challenges, and standing up and taking our rightful place in community
structures, schools and businesses, as well as in our homes,” says Thembekile
Shlangu, Chair of Sekhukhune Basadi Holdings and a WIPHOLD shareholder.
“And the sky, as the saying goes, is the limit.”
This is a sentiment echoed by Cynthia Makgetha of the Mining Women’s
Investment Trust.
“The mining charter has made it possible for women who were previously
disadvantaged to participate in the mining industry.
“Against this backdrop, WIPHOLD took the initiative to involve rural, peri-
urban and urban women in the transformation process in the mining sector
through its BEE investment deals. These women see their future as being bright
because they are now able to develop goals for themselves, create jobs for
themselves and unleash their previously dormant potential.”
Louisa Mojela feels this is a giant leap forward for both WIPHOLD and for
South African women.
“WIPHOLD has a strong operational focus in financial services, and
strategic investments in a range of other sectors. It has always been part of our
strategy to be in mining, and we have now seen the fulfilment of that objective.”

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 “We are delighted to be partnering Sasol Mining in this venture,” says
Gugu Duda. “Their commitment to the establishment and development of a
mining venture that will be majority owned and operated by black women
deserves praise. This is easier said than done, but Sasol Mining has shown us
that they are serious about going down this road. Together we will work to
develop the skills and capacity needed for women to be operationally successful
in the world of mining.”
Wenhold agrees, and says that the partnership is based on more than just
money.
“What is very important is that the values of WIPHOLD and Sasol Mining
are aligned, so despite current economic uncertainty, we are optimistic and
excited about this venture.”

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PAGES 16 AND 17 (DPS)

Human Capital Development

Developing human capital is as important to WIPHOLD as expanding its

investment portfolio and its list of beneficiaries. It is for this reason that it is part
of an empowerment consortium that owns 25% of Adcorp, the leading provider
of human capital management services in South Africa.
“Our objective is to assist companies, organisations and government to
attract, retain and develop appropriate talent,” says Adcorp CEO Richard Pike,
“and to support this by optimising their business processes and productivity.”
Several of the group’s companies provide added-value recruitment
services, some specialising in first-time appointments that effectively break down
the barriers to employment which young people entering the job market often
experience. Other group companies provide full-service outsourcing, making a
wide range of personnel available for both short-term assignments and long-term
contracts. Together, these companies place between 70 000 and 100 000 people
a year, making Adcorp the largest placement group in Africa.

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 In addition, consulting divisions situated in companies throughout the
group offer a wide range of support services, including skills training and
transfer, career development programmes and systems, performance
management systems, succession planning and assistance with organisational
design.
“WIPHOLD aims to empower women at every level,” says Louisa Mojela,
“not only through ownership and community-based projects, but also by
expanding the channels that provide access to the workplace, and which offer
opportunities for skills development.”

Transformation from the Inside Out

Adcorp also shares the same goals and values as WIPHOLD, focusing on
transformation and empowerment from the inside out. Women make up 74% of
its staff complement, and, amongst other awards, it has received the Deloitte’s
‘Best Company to Work For’ Award.
“We regard transformation as a business imperative and a social
responsibility, not as a luxury,” says Nelis Swart, Adcorp’s chief operational
officer. “Adcorp takes it very seriously and, as a result, we were ranked as the
most transformed company on the JSE last year. We do not just pay lip-service to
BEE; for us it is part of what we do.
“On an operational level, not only do we offer recruitment services for
people right through from labourers to professionals, we also facilitate a large
number of in-service learnerships, and place the most learners into first-time
jobs of any recruitment group in the country.”
There is no doubt that, as business partners, WIPHOLD and Adcorp
complement each other on a strategic level as well as on an operational level.
“WIPHOLD is an ideal BEE partner for Adcorp,” says Swart. “They
understand and support our vision, and what we feel we need to do. They have
also opened up new markets for us, and it is a group we feel proud to be
associated with.”
Richard Pike agrees.
“Our partnership with WIPHOLD, although only established in early 2007,
has assisted us to reach markets and opportunities that we would not otherwise

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have had access to. We have been delighted by what they have brought to the
company.
“WIPHOLD is very pro-active and they have a passion for the industry we
are in. They have two directors on our board, as well as one alternate, so they
are very involved in what we do and defining the direction we take.”

Tackling the Skills Shortage

The partners agree that one of the greatest challenges facing South Africa is the
shortage of skills, which only serves to entrench high levels of unemployment
and the ever-widening gap between rich and poor. The only solution, of course, is
training and, as Richard Pike says, Adcorp does not have a shortage of funds for
training.
The group is, of course, active in the private sector in this regard, but also
assists government, institutions of learning and SETAs with training. The aim of
this aspect of its business is to transfer new skills, upgrade existing skills, and
create a culture of lifelong learning and development.
“This focus on training, skills transfer and ongoing mentoring is something
we look for in all our investment partners,” says Louisa Mojela, and Hans
Merensky Timber is another example.
This well-established timber and forestry company, which has an
exclusively rural operational base, has a similar focus on training that extends
into the communities from which it draws its labour.

Skills Development in a Rural Context

“Our link with local communities is why we looked for a BEE partner that could
relate to rural communities, and which has a track record of interacting with
them,” says managing director of Hans Merensky Timber, Chris Pienaar.
“When we went into partnership with WIPHOLD, we had already
established a trust structure for staff and local communities. WIPHOLD has
assisted us in extending its reach by organising banking services and financial
literacy programmes for the beneficiaries.

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 “In some cases, there are also full-time facilitators based in the
communities, and they involve our staff to train people in the basics of financial
management.”
Hans Merensky Timber also has a number of initiatives in the pipeline
which will make funding available to rural women who wish to start small
businesses.
“This perfectly complements our own strategic objectives and the
objectives of Project Imbizo,” says Debra Marsden of WIPHOLD, “and we look
forward to being part of these new initiatives to empower rural women through
business ownership.”

Intra-partnership Mentoring

Facilitating the training and development of individuals and communities is just

one aspect of development that WIPHOLD concentrates on in its partnerships. It
also places strong emphasis on intra-partnership mentoring, so that partners
from different business and cultural backgrounds can share knowledge and
experience.
“They are an extremely professional team in terms of coaching and
mentoring their partners about the transformation landscape,” says Richard Pike
of Adcorp. “This creates a sound understanding of the needs of disadvantaged
communities, and of the potential of untapped markets.”
“It is a constant learning process,” says Debra Marsden, “and something
we engage in with all of our operational partners. The learning from sector to
sector is significant, and we feel this is enabling us to foster a broad-based
understanding of both development needs and business opportunities.”

Skills Transfer in the Infrastructure Sector

WIPHOLD also follows this far-reaching approach to learning with infrastructure

partners, ABB SA and Landis & Gyr.
In 2002, WipCapital acquired a 20% equity stake in ABB, which offers a
wide range of power and automation solutions to utilities, especially for electrical
power infrastructure. The group is strongly committed to attracting, developing
and retaining talent, as well as to fostering real diversity across the organisation.

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 ABB SA’s aspiration is to create and maintain a flexible environment that
naturally attracts and retains the best talent, and enables all employees to
realise their full potential in the pursuit of organisational objectives. This is an
approach that Landis & Gyr, which offers a complete range of electricity metering
solutions, shares.
“Real transformation is a multi-faceted undertaking,” says Louisa Mojela.
“Education, training, skills transfer, coaching and mentorship are fundamental to
the effort, and it is something we actively support in every one of our ventures.”

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PAGE 18

Ad

Page 19

Corporate Social Investment

WIPHOLD’s Corporate Social Investment (CSI) programme is integrated into its

business model, and is specifically designed to support empowerment initiatives
like Project Imbizo.
“Our CSI focus, like our investment focus, is two-fold,” says Louisa Mojela.
“Firstly we aim to link the core business of our group and investee companies to
social development issues in a way that is both profitable to the companies and
empowering to the recipient communities.
“Then we have a parallel programme, through which we make donations
to organisations that work on empowering women and children. It is through this
programme that we also make grants and donations in support of our own
empowerment initiatives, like Project Imbizo. This enables them to have the
appropriate finances to get off the ground and to run effectively.”
By way of example, WIPHOLD, Nedbank, Old Mutual and Mutual & Federal
recently made a sizeable donation to the Mnquma municipality’s Green

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Revolution project, which is being piloted in six villages in the district. The
donation is being used to fund the Siyazondla Food Security Programme, and for
such infrastructure development as installing fencing and irrigation.
Siyanzondla uses grant funding to support groups of about 15 people each
for a period of eight months, during which time they learn about permaculture
and receive assistance in the process of establishing food gardens in their
villages. The groups are formulated as Nedbank self-help groups so that they can
also have access to the Nedbank Zakheleni collective lending and saving
products. These enable them to further develop and run their gardens as micro
enterprises after the eight-month grant period comes to an end.
“We also use CSI funding to assist communities in the early stages of
developing small enterprise opportunities,” says Mojela.
At present, in addition to funding the development of permaculture
businesses in Mnquma, WIPHOLD and its Old Mutual Group partners are funding
the development of a pole treatment business and a fence-making business in
the area. The intention is to assist with establishing the businesses, as well as to
provide business training in order to ensure that they remain sustainable.
“Together with our strategic partners, we have launched the Mnquma
Community Trust to support this, a model we are testing with a view to rolling it
out into other communities in tandem with Project Imbizo.”
The Mnquma Community Trust receives funding from the sale of Old
Mutual products in the area and from the Nedbank Foundation, as well as
dividends from its WIPHOLD shareholding. The trustees are traditional leaders,
local councillors and community representatives from Centani and Ngqamakwe.
“In terms of our new economic model, this is a way in which the benefits
of the partners’ success in the Mnquma district can be shared by the community,”
adds Mojela.
One of WIPHOLD’s most recent CSI initiatives, which it has embarked on
together with strategic partners Nedbank, ABB and Adcorp, has been the
introduction of Career Development Days at schools in disadvantaged areas. To
date, six of these events have been held at both urban and rural schools,
introducing learners to a wide range of career opportunities.
Especially well received has been the participation of SAA pilots, which has
opened the door to the many opportunities available in the aviation industry.

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 “We are keen to introduce learners to careers available to them in the
science and technology fields,” says Mojale, “as these have traditionally been
very difficult to gain access to.
“Our country is also in need of more qualified people in this field, so this is
a very important focus for us as far as corporate social investment is concerned.”

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PAGE 20

Redressing Imbalances

WIPHOLD Investment Trust and WIPHOLD NGO Trust

WIPHOLD was the first BEE company to establish a permanent broad-based

shareholding in 1994. Control of the group is entrenched through the WIPHOLD
Investment Trust, which has superior voting rights. The trust represents
approximately 1 200 direct and 18 000 indirect beneficiaries through a number of
NGOs, charities and women’s groups.
The WIPHOLD NGO Trust, which was established in 2003, further
entrenched this broad participation of disadvantaged communities in the
mainstream economy. It is made up of 11 NGOs, including People Opposing
Women Abuse (POWA), the Tshwaranang Legal Advocacy Centre (TLAC), the
Mnquma and Kwa Drabo Trusts, the Young Christian Women’s Association, the
Makaota Development Trust and the National Baptist Church.
Together, the WIPHOLD Investment Trust and the WIPHOLD NGO Trust
account for 32,5% of the group’s shareholding.
“Wiphold was established with the vision of advancing the empowerment
of women,” says Louisa Mojela, “and we are proud to have fulfilled this vision in
many ways over the past 13 years. By creating new economic models, we have
had a significant impact on the lives of our broad-based shareholders and their
communities.”
Lisa Vetten of the TLAC, which advises women on their legal rights with
regard to such issues as domestic violence, rape, divorce settlements and lapsed

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maintenance payments, says that empowerment is needed at many levels of
society, ranging from the individual woman to the broader community.
“To many women, empowerment remains out of reach,” she says,
“because the socio-economic realities of their daily lives have not changed
sufficiently. They remain economically dependent on others, particularly their
male partners.”
This is the imbalance that WIPHOLD seeks to redress, and which it is doing
in communities across the country.
“The struggle to keep momentum going never ends,” says Vetten. “From
this perspective, what women are achieving in business is significant. It is
important that they set the pace, not only in promoting their careers, but also in
broadening the base to help other women through initiatives such as WIPHOLD.”
Delphine Serumaga of POWA concurs.
“Women are still a long way from true equality or empowerment, but
WIPHOLD’s formidable women have truly put a stamp on the economic
landscape. Their approach is unusual on the African continent, but it has made a
place for other women to stand toe-to-toe with the ‘boys’ in the marketplace.
“It is WIPHOLD’s support for women across the spectrum that has made it
unique. They have carved their niche, and are reaching down and pulling up
other women behind them, which is truly remarkable and changing the way in
which business is being done.”
Of course, this success depends on the support of ordinary women from all
walks of life, who have had faith in the WIPHOLD vision, and have supported it
from the start.
“Everyone could see the benefit of the investment plan they proposed and,
of course, the Women’s Auxiliary more than others,” says Helen Machi of the
National Baptist Church. “Women are still, as in the past, responsible for their
families at home as well as holding down jobs to supply finances. The
opportunity to invest in Wiphold as a collective was seized enthusiastically.”
As they now prepare to take the WIPHOLD investment model into the rest
of Africa, and to countries further afield, the women at the group’s helm know
that its power lies in co-operation.
“Acting together in the interests of a better life for all, women are a
formidable economic force,” says Mojela.

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PAGE 21

The WIPHOLD Team

Board of Directors

Louisa Mojela - BCom

Chairperson and chief executive officer: WIPHOLD

Louisa is chairperson, group chief executive officer and co-founder of WIPHOLD.

She has held positions at Standard Corporate and Merchant Bank, the
Development Bank of Southern Africa (during which time she was seconded to
the World Bank in Washington DC), and the Lesotho National Development
Corporation. She completed a post-graduate Executive Leadership Programme at
the University of Pennsylvania, and serves on the boards of Distell, Sun
International, ABB SA, SAA and the Financial Services Board.

Gloria Tomatoe Serobe - BCom (Unitra); MBA (Rutgers)

Chief executive officer: WipCapital

Gloria is chief executive officer of WipCapital, and co-founder of WIPHOLD. She

was executive director of finance at Transnet from 1996 to 2001, and member of
the board of Transnet and its major subsidiaries. Her professional experience
includes positions at Exxon Corporation USA, Munich Reinsurance Company of
SA, the Premier Group and SCMB. Gloria was also the chairperson of the
Metropolitan Group and the Life Offices’ Association. She serves on the boards of
the JSE, Old Mutual SA, Nedbank Group and Mutual & Federal.

Tryphosa Ramano - CA (SA)

Chief financial officer: WIPHOLD

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Prior to joining WIPHOLD in November 2006, Tryphosa was the chief financial
officer and executive vice president of SAA, and had also acted as president.
She previously headed the Asset and Liability Division of the National Treasury,
where she oversaw the restructuring of state-owned assets, and was
instrumental in the listing of Telkom on the JSE and the NYSE. Before that,
Tryphosa was a portfolio manager and head of the Institute of Excellence at RMB
Asset Management.

Makole Maponya - CA (SA); HDip Theory of Accounting (CTA); BCom

Non-executive Director: WIPHOLD

Makole did her articles at Investec Bank, where she specialised in private equity.
She joined OMIGSA in 2003 as an equity research analyst, and before that
worked at Nations Capital as a corporate finance executive, where she advised
government on the privatisation of Rosherville Vehicle Services and Rosherville
Properties, both subsidiaries of Eskom Enterprises. Makole has been closely
involved in the development of the Hluma initiative (a joint venture between
OMLACSA and the DBSA), of which she is the deputy chairperson. She serves on
various boards on behalf of the Ideas Fund and OMLACSA.

Tracy Dunley-Owen - BSc; CS (SA)

Non-Executive Director: WIPHOLD

Tracy is a non-executive director of WIPHOLD, a director and trustee of over

fifteen Old Mutual entities, and a member-elected trustee on the Old Mutual Staff
Retirement Fund. Tracy qualified as a chartered accountant specialising in
treasury services at KPMG before moving on to Old Mutual in 2001. She also
holds a CFA and a Masters in Business Science (Finance).

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Executive Management

Debra Marsden - BBusSc (Econ)

Head of business transformation and public affairs: WIPHOLD

Debra was general manager of corporate affairs and transformation at Old Mutual
from 1997 to 2004. Prior to that, she was economic affairs director for the
Consultative Business Movement, secretariat head of the National Economic
Forum, and deputy director of the National Economic Development and Labour
Council (Nedlac). She designed and implemented Old Mutual’s transformation
programme and formed part of the 10-person negotiating team which developed
the Financial Sector Charter.

Jannie Stockenström – CA (SA); MCom; HDip Tax

Head of asset & infrastructure finance: WIPHOLD

Jannie is a founding member of WipCapital. Prior to joining WipCapital, he held

the position of director at SCMB, and was in charge of Global Structured Finance.
Prior to this, he was assistant general manager at Standard Bank London,
heading up the Standard Bank group’s cross-border structured finance team.

Shaun Rosenthal – CA (SA); CFA

Head of investment banking: WipCapital

Shaun is a founding member of WipCapital. Prior to joining WipCapital, he jointly

established and headed up Brait Merchant Bank and Corporate Finance, and
before that he headed up SCMB Classical Corporate Finance. He is a non-
executive director of a number of WIPHOLD investee companies.

Gugu Dingaan – CA (SA)

Investments executive: WipCapital

Gugu joined WipCapital in 2001, where she has been engaged in corporate
finance and investment activities. She is a non-executive board member of

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Distell Group, ABB SA, MCG Industries and Landis & Gyr. Previously she was in
the financial services banking audit group at PricewaterhouseCoopers.

Gugu Duda – CA (SA)

Asset & infrastructure finance executive: WipCapital

Gugu joined WipCapital in 2005 as part of the infrastructure finance team. Prior
to joining WipCapital, she was the chief financial officer for the internet and
telephone banking division at FNB. Her prior experience includes positions in
finance, credit and risk management at RMB and FirstRand Bank. She is a non-
executive alternate board member of ABB SA and ABB Powertech.

Yulandi van Wyk – CA (SA)

Group financial manager & taxation manager: WipCapital

Yulandi joined WipCapital in October 2002, where she is group financial manager,
and where she has recently become engaged in investment activities. She is a
non-executive alternate board member of ABB SA, and she has previously held
the positions of financial manager at Accenture, and audit manager at Ferreira,
Venter, Laws & Nel.

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PAGE 22

Into the Future

Having refocused its business in order to return unequivocally to its founding

objectives, WIPHOLD is now in a strong position to set its sights on new and
varied opportunities in the future.
“We have a model that works, and which we are extremely proud of,” says
Louisa Mojela, “and we are looking forward to taking it into the rest of Africa, as
well as to other developing countries, such as Brazil, India, Vietnam and China.
“The empowerment of women is not just a local issue, and we hope to be
a catalyst for change in the global environment as well as at home.”
Gugu Dingaan, WIPHOLD investment executive, says everyone at
WIPHOLD is actively behind this growth strategy, which will benefit existing
shareholders and draw in many more.
“Over the next three years, we have a goal to aggressively grow our net
asset value,” she says. “Everybody is driven to reach this goal, and we envisage
opportunities outside South Africa driving this growth.”
Jannie Stockenström, head of asset and infrastructure finance at
WIPHOLD, shares his colleagues’ enthusiasm.
“We are passionate about finding opportunities for shareholders,” he says,
“and about expanding into new sectors and territories.
“We have moved from having a very strong weighting in the financial
sector into a more diversified position, with holdings in infrastructure, resources
and consumer goods as well. Our recent move into resources is especially
exciting, given what this sector contributes to gross domestic product.”
“We are all very committed to going forward on this basis,” says Shaun
Rosenthal, head of investment banking, “to investing in more niche financial
services providers, and in infrastructure and resources enterprises where we
have the opportunity to take a controlling interest. We will continue to do this
here in South Africa, but also want to start looking beyond our borders.”
As if speaking with one voice, Yulandi van Dyk, group financial manager
and taxation manager, and Craig Zaayman, head of WIPTS, are equally excited
about growth prospects.

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 “Our aim is to position ourselves as the strategic partners of choice due to
our expertise, experience, empowerment focus and commitment to adding value,
says Yulandi van Dyk, “and we also feel it is time to take our model into Africa
and to other developing countries.”
“At WIPTS” says Zaayman, “we are seeking out pioneering initiatives, and
our immediate focus as far as reach is concerned is on moving into Africa and
Mauritius.”
Louisa Mojela and Gloria Serobe are behind this growth focus every step of
the way.
“The WIPHOLD legacy needs to outlast its founders,” Gloria says, “and our
expansion plans are as much about making sure that happens, as about growing
the business.”
With WIPHOLD’s record of tenacity, engagement and commitment, it is a
goal that certainly seems assured.

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INSIDE BACK COVER (PAGE 23)

Old Mutual Ad

BACK COVER

WIPHOLD Ad

Amended Total Word Count: 9 221

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