ANGLO MEDICAL SCHEME MINUTES OF THE 40TH ANNUAL GENERAL MEETING OF MEMBERS HELD IN THE AUDITORIUM, 18TH FLOOR, 55 MARSHALL STREET, JOHANNESBURG ON WEDNESDAY, 8 APRIL 2009 AT 10H00 PRESENT Mr R H Lloyd Chairman Mrs P Scott Principal Officer 24 members of the Scheme As per the Attendance Register The following proxies were received: 93 In favour of the Chairman 4 In favour of Mrs M D Graham 3 In favour of Mr L Lloyd 4 In favour of Mr P J Eustace 3 In favour of Mr L Winkworth 2 in favour of Dr B A Brink 1 in favour of Mr M du Bois 3 in favour of Ms S Hosking 1 in favour of Dr F Fox 1 in favour of Mr R J Hosking 3 in favour of Mr C McKie-Thomson 2 in favour of Mr C Rouse 1 in favour of Mr B Switala 1 in favour of Mr D Barber TRUSTEES/ALTERNATE TRUSTEES PRESENT Mr L Lloyd Vice-Chairman Dr BA Brink Mr MA du Bois Mr PJ Eustace Mrs MD Graham Mr PA Laubscher Mr CJ Lötter Mr L Winkworth Mr BM Msimang Mrs M Farrell Mr DD Barber Mrs P Vatsha Mr S Mayet Ms M Govender Mr CC McKie-Thomson Dr A Masarira APOLOGIES Apologies from Ms S Hosking had been received. QUORUM The Chairman welcomed everyone to the 40th Annual General Meeting of members and the necessary quorum being present, declared the meeting duly constituted. NOTICE OF MEETING The Chairman said the Notice of Meeting had been mailed to members on 6 March, and had also been published in the Special March edition of Medibrief. He therefore proposed that the Notice of Meeting be taken as read. This was agreed. MINUTES OF THE PREVIOUS ANNUAL GENERAL MEETING Page 1
The Minutes of the Annual General Meeting held on 14 April 2008 were confirmed, and signed by the Chairman as an accurate record of the proceedings. REPORT OF THE BOARD OF TRUSTEES The Chairman proposed that the report of the Board of Trustees, the report of the Auditors and the Financial Statements for the year ended 31 December 2008, which had been approved by the Board at their meeting on 24 February 2009, be taken as read and adopted. This was agreed. The Chairman said that, as had been the case previously, a summarised version in the form of the special March edition of Medibrief had been prepared. This set out the financial results in layman s language. A full set of financial statements was, however, available on request from the Principal Officer. The Chairman then called on Mrs Ebsworth of Momentum Medical Scheme Administrators to take the meeting through the financial results for 2008. Mrs Ebsworth said the Annual Financial Statements had been prepared in accordance with the International Financial Reporting Standards (IFRS) and the accounting guide. The auditors Deloitte & Touche had issued a clean report and no areas of concern had been raised. Mrs Ebsworth said the global financial crisis had impacted on the Scheme, which had incurred a net deficit of R43 million at the end of the year. In prior years, the Scheme had enjoyed significant investment returns, but these had reduced from R382 million in 2007 to R200 million in 2008. It had been a bad year for investments in the entire global market and was a concern for members. She said the Trustees had decided to diversify the Scheme s investment management exposure, and, as a result, had appointed Allan Gray as an additional Investment Manager. The Scheme held shares in Remgro and Richmont, but due to their unbundling of their interests in British American Tobacco (BAT), these shares were now termed foreign shares, and the Medical Schemes Act precludes medical schemes from holding foreign shares. The Scheme had applied for a two year exemption to allow for the sale of these shares at a time when they would not lose value. Mrs Ebsworth said that as a result of the ageing profile of the Scheme, a certain proportion of the reserves was allocated to contributions, and the amount applied in 2008 was R31,2 million. The Scheme had budgeted for a deficit of R33,3 million, so the effective deficit was R2,1 million, which was close to budget. The solvency ratio of the Scheme was 449%, which was well in excess of the Registrar s requirement of 25%. At the conclusion of her presentation, and there being no questions from the floor, Mrs Ebsworth was thanked for her presentation. MEMBERSHIP The Chairman reported that membership had increased slightly from 12 456 members in 2007 to 12 669 members in 2008. Apart from the small growth in membership, during the year Namakwa Sands was sold resulting in approximately 860 members and their families leaving the Scheme. The membership as at January 2009 was 11 795. The overall pensioner percentage ratio for the Scheme increased from 39% in 2007 to just on 40% in 2008, with a 58% pensioner membership on the Managed Care Plan. This is double the percentage when compared to the rest of the medical scheme industry. Although it was not a requirement to report on Trustees fees, in the interests of transparency, the Chairman said that Trustee fees had been increased by 10% for 2009. BOARD OF TRUSTEES Mrs Scott reported on the following changes to the composition of the Board of Trustees. Page 2
Employer Appointed Trustees: As of 1 June 2008, Mr Saleh Mayet, was appointed as an employer trustee and replaced Mr Rob Marsh, who resigned on 31 May 2008. Mr Johan Troskie was appointed as an alternate employer Trustee with effect from 1 October 2008, and replaced Ms Malisha Pillay, who resigned on 30 September 2008. On behalf of the Trustees, Mrs Scott thanked Mr Rob Marsh and Ms Malisha Pillay in their absence for their participation as Trustees. She welcomed newly appointed trustees and thanked them for their attendance. Anglo American South Africa had advised that Mr Pre Rungasamy and Mr Ben Msimang would be leaving their positions as Trustees on 30 April 2009. On behalf of the Trustees, Mrs Scott thanked Pre for his role as an alternate Trustee and Ben as a full Trustee and member of the Appeals Sub- Committee for their commitment to the Scheme over the past number of years. Mrs Scott said the term of office of the existing Board expired at the end of April 2009 and the new Trustees take office with effect from 1 May 2009 until 30 April 2012. She advised that the following six Trustees and alternates had been appointed by Anglo American South Africa for the next term of office: Full Employer Appointed Trustees: Mr Rob Lloyd Mr Medwyn du Bois Dr Brian Brink Mr Casper Lötter Mr Saleh Mayet Mr Mohamed Samad Alternate Employer Appointed Trustees: Mr Johan Troskie Ms Palesa Vatsha Dr Frank Fox Ms Marsha Govender Dr Alvin Masarira Ms Sthabile Shezi Member Elected Trustees Mrs Scott said it was with sadness that she must report that Mr Doug Pewsey, an alternate member Trustee, passed away suddenly on 7 December 2008. His position had not been filled, as the next member trustee election process began in January 2009. She paid tribute to Mr Pewsey for his dedication and commitment to the Scheme, and said he would be sorely missed. Mrs Scott said that the Rules of the Scheme called for the nomination and election of Member Trustees, and that the voting period for the Member Trustee election closed on 31 March 2009. It was important to note that Deloitte & Touche had audited the election process and verified the results of the election, which were as follows: Full Member Elected Trustees: Mr Peter Eustace Mrs Marcelle Graham Mr Leslie (Les) Lloyd Mr David Barber Mr Philip Laubscher Page 3
Mrs Mary Farrell Alternate Member Elected Trustees: Mr Campbell McKie-Thomson Ms Sharon Hosking Mr Gavin Preston Mr Les Winkworth Mr Raymond (Joe) Hosking Mr Colin Gauld On behalf of the Trustees, Mrs Scott thanked the outgoing Trustees Ms Clare Demetriou, Mr Colin Rouse and Mr Bernie Switala for their loyal support and commitment to the Anglo Medical Scheme. DISPUTES COMMITTEE The following nominees for the ensuing year had been received: Mrs Carol Dixon Mrs Colleen Elliott Ms Sheila Gillman Mr Gert van Wyk Mr Vernon Webber There were no further nominations from the floor, and the matter was put to the vote, after which the following people were elected members of the Disputes Committee for the ensuing year: Mrs Carol Dixon Mrs Colleen Elliott Ms Sheila Gillman The Chairman thanked the out-going members of the Disputes Committee. AUDITORS The Chairman said that Deloitte & Touche had indicated their willingness to continue as the Scheme s auditors for the ensuing year. The matter was put to the vote and it was agreed to reappoint Deloitte & Touche auditors until the conclusion of the next Annual General Meeting. The Chairman thanked Deloitte & Touche for their service to the Scheme during the past year. MATTERS PLACED BEFORE THE PRINCIPAL OFFICER FOR DISCUSSION No matters had been placed before the Principal Officer, and no questions were raised from the floor. There being no further business, the Chairman thanked the administrators, the Trustees, the consultants and the Head Office team for their assistance during the past year, and, as all the business on the Agenda had been dealt with, declared the meeting closed. The Chairman stated that it is customary to use the meeting as an opportunity to share the latest industry developments and legislative changes with the members, and explain the impact that these may have on both members and employers. The Chairman introduced Ms E Prins from Benguela Health, who is also a legal advisor to the Scheme s administrator. Ms Prins took the meeting through a presentation on issues such as the Medical Schemes Amendment Bill and Government s proposals with regard to National Health Insurance (NHI). She said task teams had been formed and were looking at policies, but there was not a great deal of detail available on how the process would go forward. It would be very difficult to Page 4
implement a national health service at this stage, as the necessary infrastructure and legal framework was not in place. It was expected funding would come from general tax, as well as a mandatory additional tax. She said she believed there would still be a place for medical schemes, as they would be able to cover the NHI package, with an option to buy up additional benefits. No progress had been made with the Medical Schemes Amendment Bill, as the framework for NHI was not yet in place. The Prescribed Minimum Benefits package was presently undergoing review, with proposals to include both in and out of hospital components, as well as certain primary and preventative care services. The proposals were currently open for comment. There were no questions from the floor, and Ms Prins was thanked for her presentation. On behalf of the members present, Mr White complimented all those involved in the administration of the Scheme, and said it was a very well run Scheme. CHAIRMAN JOHANNESBURG 15 April 2009 DATE Page 5