Attracting Investment What Stock Exchanges need to do to ensure that they are attractive investment destinations (from an investor’s perspective) Strictly Private and Confidential Agenda Introduction What drives investment decisions Pre-investment considerations Some considerations by the Stock Exchanges Conclusion Q&A Introduction “As a matter of operating necessity, Africa has been compelled to shape up or ship out of the globalization rat-race. Management of change or change of management or both have become a necessity in the competitive quest to woo global capital from other emerging market suitors. Regardless of the age advantage on her side as a young and sizzling bride, Africa still needs to adorn herself with the necessary financial infrastructure reforms to win over the promiscuous heart of old capital as an investment destination of choice.” By: Lehumo Capital (Pty) Ltd Title of article: “Africa’s online securities trading revolution” Published by SA Financial Markets Institute Strictly Private and Confidential 3 What drives investment decisions Long-term horizons, current income and diversification Investment funds are allocated where there is opportunity Strictly Private and Confidential 4 Pre-investment considerations by the investor Political environment of the target market/country Market entry and existing requirements Regulatory environment Liquidity of the market in terms of stock availability and hard currency Market infrastructure including system connectivity between participants and the Stock Exchange, CSD, Central Bank, etc. Ability to disinvest when necessary Market charges Service providers in the market – competition leads to efficiency & price reduction Strictly Private and Confidential 5 Additional Considerations: Compliance with G30 Recommendation Implemented Planned Recommendation Yes No Yes No When Trade comparison between direct market participants by T+0 Indirect market participants to achieve affirmation by T+1 Fully developed central securities depository Real time gross settlement system Delivery versus payment (DVP) Same day funds for securities settlement Rolling settlement system with final settlement for all trades by T+3 Securities lending and borrowing should be encouraged to expedite settlement of securities transactions Adoption of ISIN for securities issued as defined in ISO Standard 6166 Strictly Private and Confidential 6 Attracting investors Some considerations by the Stock Exchange Strictly Private and Confidential Market regulation Operate in a regulated environment Market regulation must be effective and enforceable Investor protection must be clearly defined in the market rules and regulations, e.g. Investor compensation There must be avenues for dispute resolution Market’s Central Securities Depository must be 17f-7 compliant Strictly Private and Confidential 8 Market efficiency • A Stock Exchange must ensure efficiencies in its operations by: • Adhering to rules and regulations • Automating processes in its trading (ATS), clearing and settlements; − Having a system interface to allow for off-site trading by brokers and access to information by other market participants • Issuing of trading and settlement reports on time to relevant participants • Practising true DVP – where this is not the achievable, ensuring that controls are in place to protect investors • Guarding against failed trades, or having defined buy-in processes in place to address failed trades • Having defined timelines for corporate actions, and adhering to such timelines when published, especially payment dates • Ensuring that investors are compensated through investor compensation fund, or participants having credit lines and/or insurance coverage Strictly Private and Confidential 9 Market liquidity • A Stock Exchange must work to improve liquidity: • Encourage more listings, e.g. relax listing requirements • Engage Government to off-load their stake in certain institutions • Have a diversity of instruments/securities traded on the Exchange • Work with market regulators to introduce more products such as: • Derivatives • Securities Lending & Borrowing • Turnaround (back-to-back) trading, etc. • Encourage participation on the Exchange (buyers and sellers) through educational campaigns, road-shows, etc. Strictly Private and Confidential 10 Physical security of securities traded on the exchange • Use of CSD for immobilisation or dematerialisation of securities: • If immobilised, the jumbo certificate must be at a secured place • There must be a clear definition of: − Account structure at the CSD: omnibus or segregated or a combination − Account naming convention: nominee name, investors’ own name, etc. − Reporting and reconciliation processes • There must be a distinction between CSDP’s proprietary assets and those of their clients: • If securities are in physical form, the Stock Exchange must ensure that: • Controls are in place to detect tainted scrip • There is a minimum delay during re-registration and/or splitting of shares • Provision is made for shares to be sold while out for registration • A Stock Exchange must have BCP/DR and system back-up processes Strictly Private and Confidential 11 Foreign-Investor friendliness • To attract foreign investors, a Stock Exchange must also: • Work with relevant Government departments/agencies to remove or ease market entry and existing requirements − E.g. central banks need to streamline forex rules so as to ensure availability of funds to support repatriation requirements • Lobby market regulator to remove or relax foreign investor restrictions such as: • Ownership limits • Investment in certain securities • Pre-funding requirements • Encourage local participation on the stock exchange so as to offer more avenues for disinvestment when necessary Strictly Private and Confidential 12 Make noise • African Stock Exchanges must make themselves known through: • Advertisement in industry-related local and international magazines • Participation in investor-related forums • Having a website with up-to-date information and reliable contact details • Embarking on local and international road-shows • Participation in depository information gathering project by the Association of Global Custodians and have it published at its website Strictly Private and Confidential 13 Conclusion The era when it was a status symbol to have a stock exchange in an African country, and which resulted in mushrooming of stock exchanges on the African continent, is over – this was in the 1990’s Stock exchanges in Africa are in competition particularly with their counterparts in the developing world for 3rd World investment allocation, and to a larger extent with those in the developed world With the honeymoon period over and with increased competition, Africa stock exchanges need to up their game to be seen as favourable investment destinations Efforts of the stock exchanges to attract investors would require collaboration of their Governments and the private sector Strictly Private and Confidential 14 Thank you Strictly Private and Confidential 15 Disclaimer Strictly Private & Confidential This presentation has been prepared by FirstRand Bank Limited, acting through Rand Merchant Bank (“RMB”). The information contained in this presentation is confidential and intended solely for the use of the intended recipient. This presentation may contain information proprietary to RMB and accordingly may not be reproduced, acted upon or disseminated in whole or in part without RMB’s prior written consent. By attending this presentation, the intended recipient undertakes to keep the information contained in the presentation confidential and not to do any act or allow same to be done on his behalf which is in breach of the above mentioned prohibition. This presentation contains information which has not been independently verified by RMB. RMB and its directors, officers, employees and agents make no representation and give no warranty with respect to, and assume no responsibility for: the correctness, accuracy and completeness or otherwise of the information contained in this presentation; or the correctness or otherwise of the Advisers’ conclusions based on such information. Any liability of whatsoever nature and howsoever arising on the part of RMB, their directors, officers, employees and agents relating to the contents of this presentation is hereby expressly disclaimed. This presentation is intended for discussion purposes only and does not represent a commitment, proposal, recommendation, offer open for acceptance or agreement to enter into a transaction. Any transaction is subject to the agreement of final terms to be set out in a separate written agreement. The decision to enter into any transaction and to assume the risks associated with the transaction rests solely with the intended recipient. July 2012 Strictly Private and Confidential 16