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WIPHOLD consortium

Vision and Objectives
A Brief History of WIPHOLD
A Role Model of Broad-Based Empowerment
Business Activities
Managerial & Leadership Capacity

1. Vision and Objectives

WIPHOLD is driven by a dedication to the empowerment of women and black women in particular. It was borne out of the knowledge that South African women, while the largest contributors to the economy, both as producers and consumers, have historically been the most disadvantaged. The knowledge that financial independence represents a powerful tool for helping women redirect their lives is what motivated the formation of WIPHOLD, still drives it today, and is manifested through:

WIPHOLD’S objectives are to:

2. A Brief History of WIPHOLD

WIPHOLD was founded in 1994 by four successful black women executives as an organisation dedicated to women’s empowerment. They realised that true economic empowerment would require a process of wealth mobilisation and accumulation, and that this would be especially important in the case of women. This led the founders to examine the use of women’s investment clubs as empowerment vehicles. Educational workshops were held on a countrywide basis to develop the idea and to secure the support of women from various socio-economic groups, regions and races. WIPHOLD was launched with a seed capital of R500 000, and initially grew from strength to strength as a passive investment trust.

In 1997 the founders embarked on an Initial Public Offer to women only throughout South Africa that raised R25 million. A rights offer to women in 1998 raised a further R76 million and, during that same year, a private placement with institutions raised R424 million.

In 1999, WIPHOLD became the first women’s group to be listed on the Johannesburg Stock Exchange in South Africa.

Later that year WIPHOLD made a conscious decision to become an operational BEE group and strategically decided to target the financial services industry as its core focus. This strategy was implemented by establishing Wipcapital as an advisory and debt and equity arranging business and by embarking on an acquisition strategy of complementary financial services businesses such as Legae Securities. The formation of Wipcapital as an operational financial services wholly owned subsidiary was a direct response to the market’s signal at the time that new empowerment models were necessary if empowerment goals were to be achieved, that the model of BEE companies operating only as passive investment vehicles was problematic. Wipcapital was to be and remains a company that:

Over the next five years WIPHOLD established itself as the leading BEE financial services group in the country and in some areas, such as infrastructure finance for state-owned enterprises, as the leader in financial services generally.

WIPHOLD further expanded its focus in 2003 to also include the ownership of infrastructure assets and resources assets, resulting in a new three-fold focus for the business as follows:

In 2003 WIPHOLD delisted and in partnership with Old Mutual bought out minorities. This resulted in a greater proportion of the economic ownership of the company resting in the hands of black people and women (see current ownership structure in 3 below).

3. A Role Model of Broad-Based Empowerment

WIPHOLD’s core founding principle of the empowerment and advancement of women and black people is embodied at three levels: ownership, employment equity and social investment.

3.1 Shareholding, Ownership and Control

60% of WIPHOLD’S shareholding and economic participation is in the hands of women. 50.3% of its shareholders are black.

The broad-based nature of WIPHOLD’s ownership is evidenced by the fact that there are over 1200 direct women beneficiaries, and over 300,000 indirect women beneficiaries through NGOs. These women are represented in all nine provinces.

WIPHOLD is controlled by the WIPHOLD Investment Trust through “A” ordinary shares, which have 100 votes per share. The WIPHOLD Investment Trust is entitled to appoint the majority of the WIPHOLD Board. Both the WIPHOLD Investment Trust and the WIPHOLD NGO Trust have unencumbered shareholdings in WIPHOLD.

Shareholding, Ownership and Control

3.2 Employment Equity Practices

WIPHOLD’s employment equity track record is summarised in the table below:

 
Total
HDSA
White
Male
Female
Senior Management
9
67%
33%
33%
67%
Middle Management
22
41%
59%
58%
42%
Admin
9
67%
33%
22%
78%
Support
4
100%
-
25%
75%
 
41

In addition, the companies Executive Directors and its Board members are women, management has acquired a 25% shareholding for cash consideration, and management & ESOP shareholdings are 70% black.

3.3 Social investment

Distributions to broad based empowerment shareholders and charitable organisations have been made via the WIPHOLD Investment Trust as follows:

4. Business Activities

In its 10 years of existence, WIPHOLD has established a sustainable and sound operating and investment track record. Its current business activities are focused in three areas: financial services, ownership of infrastructure assets and diversified investments.

Business Activities

4.1 Financial Services & Infrastructure

4.1.1 Advisory: WIPHOLD owns 100% of Wipcapital (Pty) Ltd, whose key business focus is as follows:

The team has advised extensively in the public and private sector, and also advises WIPHOLD (either on its own or as part of a consortium in which it is either a minority or majority owner) on investments and BEE transactions, including on the raising of funding.

4.1.2 Asset Management:
WIPHOLD has a 40% stake in Futuregrowth Asset Management (Pty) Ltd.

4.1.3 International Investment Management Services:
WIPHOLD has a strategic alliance with US-based Frank Russell.

4.1.4 Stock Broking:
WIPHOLD owns 49% of Legae Securities (Pty) Ltd. Legae focuses on niche stock broking activities, including:

Founded in 1996, Legae is the first black owned and managed stock broking firm in South Africa. Legae has a 50% interest in Legae Capital, an institutional fund of hedge fund manager that provides a South African multi-manager hedge fund platform focusing on the preservation of capital and the provision of positive risk-adjusted returns that outperform cash and are non-market correlated.

In 2004, Legae Securities received a BusinessMap award for the “Top unlisted BEE company”.

4.1.5 Treasury Services:
WIPHOLD owns 74% of Wip Treasury Solutions (Pty) Ltd. To extend the service offered to its parastatal and corporate clients, Wipcapital acquired a Treasury and Risk Management services business that offers a spectrum of treasury risk management services in the form of integrated solutions to risk managers and treasurers. WIPTS combines benchmark treasury management technology, “TMS”, with specialised expertise, to offer a comprehensive treasury outsourcing solution.

4.2 Diversified Investments

Since its inception WIPHOLD has built up a track record as a successful and professional investor across various industries. WIPHOLD’s diversified investments are in the following companies:

5. Managerial & Leadership Capacity

WIPHOLD is an operational BEE company and has a dedicated management team who look after its investments. WIPHOLD’s executives have extensive board experience through executive and non-executive roles in both the public and private sectors.

All four of WIPHOLD’s directors are women. Below are the summary cvs of the directors and management of WIPHOLD:

Louisa Mojela (BCom) Executive Director
Louisa is one of the founders and Group CEO of WIPHOLD. Louisa has held positions at Standard Corporate and Merchant Bank (“SCMB”), 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. Louisa has completed an Executive Leadership Program at Wharton School of Business at the University of Pennsylvania. In 2000 she was selected as one of 40 women from different continents and countries as “The Leading Women Entrepreneur of the World”. Louisa serves on several boards including ABB SA, Ericsson SA, Sun International, SAA and the Financial Services Board.

Gloria Tomatoe Serobe (BCom (Unitra) MBA (Rutgers)) Executive Director
Gloria is a founding member of WIPHOLD and CEO of Wipcapital. She was Transnet Group FD 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 serves on several boards including the JSE and the Export Credit Insurance Corporation. She is chairman of the Life Offices Association, and a member of the Financial Sector Charter Council, the Actuarial Society of South Africa, and the BEE Advisory Council. In 2003, Gloria received the Impumelelo Top 300 Award for “Contribution to Transformation, Job Creation, the Economy and as a BEE Role Model”, and in 2004 she received the ABSIP “Pioneer of Empowerment” award.

Debra Marsden (BBusSc (Econ Hons)) Executive Director
Debra recently joined WIPHOLD as Head of Transformation Services and Public Affairs. Prior to this she was General Manager: Corporate Affairs and Transformation for Old Mutual, where among other things she was responsible for developing and implementing a transformation plan for the company. During 2002/3 she formed part of the 10 person negotiating team and the drafting committee that developed the Financial Sector Charter. Other positions previously held include: Economic Affairs Director, Consultative Business Movement; Head of the National Economic Forum; and Deputy Director of the National Economic Development and Labour Council (Nedlac). She joined Old Mutual in 1997.

Kari Ann Lagler (CA(SA), BCom (Hons) (Tax))
Non-Executive Director Kari is a senior tax consultant, specialising in taxation of life offices and financial instruments, at Old Mutual SA. Prior to joining Old Mutual, she was a tax partner at KPMG.

WIPHOLD’s dedicated management team consists of the following individuals:

Jannie Stockenström (CA(SA), MCom, HDip Tax)
Prior to joining Wipcapital in September 1999, Jannie held the position of Director at SCMB 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. He heads up the Asset & Infrastructure Finance divisions.

Shaun Rosenthal (CA(SA), CFA)
Prior to joining Wipcapital in August 1999, Shaun was a founding member and joint managing partner of Brait Merchant Bank’s Corporate Finance Division. Prior to this, he headed up SCMB’s Classical Corporate Finance team. He heads up the Investment Banking and Corporate Finance divisions. He is board member of a number of WIPHOLD’s investments.

Heather Sonn (BA (Smith College), MBA (Georgetown))
Heather joined Legae Securities as its CEO in January 2003. She is a leading executive who possesses extensive experience in financial markets. She spent a substantial part of her working life in the United States where she worked for Merrill Lynch as an investment banker between 1997 and 1999. On her return to South Africa she worked for Sanlam Investment Management where she was in charge of institutional marketing and empowerment.

Craig Chamberlain (CA(SA))
Craig joined Wipcapital in 1999 where he has been engaged in corporate finance and investment activities. He is a board member of a number of WIPHOLD’s investments. His prior experience includes positions in corporate finance at Brait and Deloitte & Touche.

Gugu Mthethwa (CA(SA))
Gugu joined Wipcapital in 2001 where she has been engaged in Corporate Finance and Investment activities. She is a non-executive board member of ABB South Africa, MCG Industries, Avlock International and Landis+Gyr. Previously she was in the Financial Services Banking audit group at PricewaterhouseCoopers.

Gugu Pride Duda (CA(SA))
Gugu recently joined Wipcapital 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 at RMB and Firstrand Bank.

WIPHOLD consortium member:
Wendy Luhabe (BCom), one of the other original founding members of WIPHOLD, also forms part of the WIPHOLD consortium and will be contributing her enviable track record in the areas of financial services and human resource development. Wendy established Alliance Capital in 1998, a company that currently manages assets of approximately R8bn. She is currently on the board of the JSE Securities Exchange South Africa, and is also non-executive Chairperson of the Industrial Development Corporation (“IDC”), Vodacom, Women Private Equity Fund and the International Marketing Council.

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