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Sample closed period announcement: thanks Imara

Imara, a client sends this out to all employees and directors. Its good corporate governance.

To:                  All Imara Group Employees and Directors

Subject:        Closed Period for Trading in Imara Shares

Date:               29 April 2010

Please be advised that with effect from the close of business on <date>, Imara Holdings Limited will be in a closed period. The closed period will end when audited group results for the financial year ended <> are announced to the public. It is anticipated that this announcement will be in the third week of <> and a notification of the end of the closed period will be made at the appropriate time.

In accordance with group policy and Botswana Stock Exchange Regulations, employees and directors of the Imara Group are prohibited from trading in Imara shares during the closed period.

D E STONE
Company Secretary

________________________________

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Stock splits: An African perspective

African listed companies love stock splits.  An ignorant investing public, illiquid share trading where prices can move on a few thousand shares, and a hollow commitment to ensuring that the “man-in- the-street-can-afford-to-invest” provides an excellent opportunity to create a smoke and mirrors trick. Heed this from our favourite book the Intelligent Investor:-

“Companies that repeatedly split their shares—and hype those splits in breathless press releases—treat their investors like dolts. Like Yogi Berra, who wanted his pizza cut into four slices because “I don’t think I can eat eight,” the shareholders who love stock splits miss the point. Two shares of a stock at $50 are not worth more than one share at $100. Managers who use splits to pro- mote their stock are aiding and abetting the worst instincts of the investing public, and the intelligent investor will think twice before turning any money over to such condescending manipulators”.

There you have it.More often than not in the pricing of an IPO, in Africa the core focus of the Board of the listing company is to obtain a nominal share price that is “cheaper” than the last IPO or its immediate peer. Who is fooling who?

Looking at the shareholder profiles of listed companies in sub-Saharan Africa one can’t help but notice the bottom heavy shareholding structure of thousands of smaller-value, ignorant shareholders owning shares directly. This is the quid pro quo to unnecessary stock splits. Their holding size is less than an economically justifiable one (US$2,000 is in my mind the minimum value that each holder should own:-in reality tens if not hundreds of thousands of shareholders own less than US$20 worth of shares in some markets).

Sub-economic shareholders put a burden on the company, who then find it easy to ignore investor rights (on the basis of “cost” or “they don’t matter anyway”) because there are no ramifications to doing so. If you don’t know what I mean, look at how corporate obligations to communicate with shareholders directly (with hardcopy information) are being dropped by regulators in many sub-Saharan markets. Companies and privatisation policies created these shareholders but no-one wants to look after them. Homeless, uneducated children of the private sector: unwanted and uncared for?

What is the solution? Investor education. Hard action by listed companies to do the right thing (actually pay attention to things like the King Code on Corporate Governance) and some regulation that appreciates what public capital markets are all about. At the moment it appears that everyone cannot see the wood from the trees.

There is a trend to spend as little as possible on shareholder communications because there are so many meaningless shareholders. Shouldn’t listed companies be saying lets spend more on more on meaningful shareholder bases because its good governance and we can get a commercial return from progressive communication? The fixation on reducing shareholder communications cost is unnecessary – just look at how many wasteful billboards and other expenditures there are whose budgets exceed by a significant margin that of shareholder communications.

In any case any executive that understands online investor relations knows that the IR website is a billboard in a different form – except the visitors are identified and the feedback is recorded and meaningful.

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A leading retail store chain in Zimbabwe takes IR online

OK Zimbabwe, one of Zimbabwe’s largest retail store groups, has taken its investor relations initiative online following a rights offer capital raising from which it raised US$15m from shareholders and the Investec Group.

Why should investors consider investing in OK?

OK is one of Zimbabwe’s largest, well known retail store chains operating through 49 branches countrywide from in excess of 74,000 square metres of retail trading floor space.

A growing number of Zimbabwe based companies are progressively using the Internet to communicate with the local and global investment community. Each company has a message for shareholders and investors. A sign of a turnaround for Zimbabwe?

Access the interactive investor relations website here.

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Sir Francis Bacon wants a word……

He that resteth upon gains certain, shall hardly grow to great riches; and he that puts all upon adventures, doth oftentimes break and come to poverty: it is good therefore to guard adventures with certainties that may uphold losses.

—Sir Francis Bacon

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Strong GDP growth revisions in some African countries

According to Ashley Bendell of Exotix,  the  IMF published its World Economic Outlook yesterday. It contains revised forecasts for the world economy and of course, Africa. See attached for selected countries.

Key highlights are sizeable upward revisions in GDP growth expected for this year for:

  • Nigeria: now 7.0%, +2pp from October report (closer to our bullish 7.6% forecast)
  • Mauritius: now 4.1%, +2.1pp
  • Botswana: now 6.3%, +2.2pp
  • Kenya’s 2010 forecast moved up to 4.1% from 4.0% (in October).

Inflation is generally falling or stable.

Download the full forecast report here…

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What AIM quoted companies have to disclose on their websites

In setting trends in African markets its interesting to see that regulators aren’t asleep and have applied their minds to using websites in shareholder communication and investment promotion. This is just a short blog item to point out what the LSE requires of AIM listed companies and what the basics should comprise. Keeping your website up to date is a mission if you handle it yourself. In Africa there is a solution however.

“Each AIM company must from admission maintain a website on which the following information should be available, free of charge:

  • a description of its business and, where it is an investing company, its investing policy and details of any investment manager and/or key personnel;
  • the names of its directors and brief biographical details of each, as would normally be included in an admission document;
  • a description of the responsibilities of the members of the board of directors and details of any committees of the board of directors and their responsibilities;
  • its country of incorporation and main country of operation;
  • where the AIM company is not incorporated in the UK, a statement that the rights of shareholders may be different from the rights of shareholders in a UK incorporated company;
  • its current constitutional documents (e.g. its articles of association);
  • details of any other exchanges or trading platforms on which the AIM company has applied or agreed to have any of its securities (including its AIM securities) admitted or traded;
  • the number of AIM securities in issue (noting any held as treasury shares) and, insofar as it is aware, the percentage of AIM securities that is not in public hands together with the identity and percentage holdings of its significant shareholders.

This information should be updated at least every 6 months.

  • details of any restrictions on the transfer of its AIM securities;
  • its most recent annual report published and all half-yearly, quarterly or similar reports published since the last annual report;
  • all notifications the AIM company has made in the past 12 months;
  • its most recent admission document together with any circulars or similar publications sent to shareholders within the past 12 months; and
  • details of its nominated adviser and other key advisers (as might normally be found in an admission document).”

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Uganda tops internet growth in past 10 years

A useful website in assessing how the online landscape is changing and how this might affect shareholder communications is provided by the World Internet Statistics website. For 11 African stock markets, that have been the subject of our recent investor relations research, I have extracted growth statistics over the past 10 years. All of the stats belong to World Internet Statistics. The stats show the following:-

  • that overall compound average growth in Internet users per annum has grown 35% per annum in our target markets
  • the market that has enjoyed the highest growth is Uganda (58% CAGR per annum) with a current internet user population of 2.5m persons
  • Nigeria, Zambia, Ghana and Zimbabwe follow with growth rates of 56,48,48 and 45% CAGR respectively
  • Kenya is next at 37%
  • The overall Internet penetration rate (users expressed as a percentage of the total population) is 6.8%. Mauritius has the highest penetration rate followed, can you believe it, by Zimbabwe at 12.5%

The combined total Internet users in these markets, markets in which there is a relatively high level of investor interest, is 21 million. This is 21m users out of Africa’s total of 67m users, or 32% of total. A disproportionately higher population of Internet users reside in countries with active stock markets. A total of 329 m people reside in our target markets the  majority of which (149m) reside in Nigeria.

There is a far higher population of Internet users than there are shareholders. And herein is the opportunity.

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FBC and Kingdom Securities Zimbabwe wake up!!

Its Saturday 17 April

I thought I would download the latest market capitalisation tables for the Zimbabwe Stock Exchange from a stockbroking firm website. I wish I hadn’t. What should have taken 2 minutes has taken three staff 15 minutes each and counting (excluding this blog because I am irritated).

FBC Securities and Kingdom Securities both have online statistics on Zimbabwe listed companies that are clearly wrong. There should be some sort of regulatory consequence to displaying incorrect market information online. This is not just a minor error it is a series of incorrect and inconsistent data. I would love to know where real investors get their information because this sort of experience makes me wonder if any information provided online is actually correct?

The erroneous data is here for Kingdom and here for FBC. So I checked the Zimbabwe Stock Exchange website to see if there is a market cap. report there. Not. The website appears funny on my screen  - is it my fault because I am in Google Chrome? No sure.

This is why there is so much opportunity for listed companies to identify their own investment communities because few are doing a decent job of providing information to enable educated investment decisions.

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Valuing African companies

Published on 19 April 2010 by in For investors

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Valuing African companies

As a corporate adviser carrying out valuations or seeing valuations of others in the industry, for example,analysts, I always applied a two stage methodology: use forecasts to project future free cashflows, discount them to present value and adjust for debt and existing cash on hand.

Then, in stage 2, to balance this out (or to perform a “reasonableness test”) I compared the resulting valuation parameters with the discounted cash flow figures. The figures were always miles apart (discounted cash flows always being much higher than peer relative valuations), so back we go to the discount to rate to find some economic reason to justify why they were too low or we went back to the business model to see whether there were any errors in managements assumptions.

Nearly always the projected performance of the company would exceed its historical performance and any suggestion to management that the past was an acceptable basis to value cash flows in the future would be a personal insult to the management team. “This is about the future, not the past! They would say.” We always looked on the brighter side of life.

Here is an extract from my favourite book The Intellient Investor in its chapter, Security Analysis for the Lay Investor. I recommend you buy this book.

“The higher the growth rate you project, and the longer the future period over which you project it, the more sensitive your forecast becomes to the slightest error. If, for instance, you estimate that a company earning $1 per share can raise that profit by 15% a year for the next 15 years, its earnings would end up at $8.14. If the market values the company at 35 times earnings, the stock would finish the period at roughly $285. But if earnings grow at 14% instead of 15%, the company would earn $7.14 at the end of the period—and, in the shock of that shortfall, investors would no longer be willing to pay 35 times earnings. At, say, 20 times earnings, the stock would end up around $140 per share, or more than 50% less. Because advanced mathematics gives the appearance of precision to the inherently iffy process of foreseeing the future, investors must be highly skeptical of anyone who claims to hold any complex computational key to basic financial problems. As Graham put it: “In 44 years of Wall Street experience and study, I have never seen dependable calculations made about common-stock values, or related investment policies, that went beyond simple arithmetic or the most elementary algebra. Whenever calculus is brought in, or higher algebra, you could take it as a warning signal that the operator was trying to substitute theory for experience, and usually also to give to speculation the deceptive guise of investment.”

“All investors labor under a cruel irony: We invest in the present, but we invest for the future. And, unfortunately, the future is almost entirely uncertain (more so in Africa). Inflation and interest rates are undependable; economic recessions come and go at random; geopolitical upheavals like war, commodity shortages, and terrorism arrive without warning; and the fate of individual companies and their industries often turns out to be the opposite of what most investors expect. Therefore, investing on the basis of projection is a fool’s errand; even the forecasts of the so-called experts are less reliable than the flip of a coin. For most people, investing on the basis of protection—from overpaying for a stock and from overconfidence in the quality of their own judgment—is the best solution.”

My key point in all of this is the absence of readily available information to carry out a more Benjamin Graham type valuation or indeed, a more educated investment decision. I have never completed a valuation with 10 years of historical statistics for the peer group with which I was working. I should have. Its about access to information.

My message to listed companies today is to track the long-term performance of your peers, ensure that your long-term performance table is at the back of your annual reports (10 years of balance sheet, income statement and cash flows and say, 5 bullet points summarising the performance of each year). Also ensure that you have submitted your past 10 years of annual reports to Africanfinancials.com. If your financial performance is NOT ahead of your peers, do something about it!

Africanfinancials.com is a good place to start to get an idea of comparing yourself with peers. So is buying the Intelligent Investor and reading it.

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To think long-term you need long-term information

As our population of annual reports on africanfinancials.com grows (2,268 at the last count), so does the opportunity to carry out research on a broad array of African companies. Long-term research. The Intelligent Investor, by Benjamin Graham and updated commentary by Jason Zweig should be a bible for anyone interested in investing in Africa. One of Benjamin Graham’s insights is

“the investor who permits himself to be stampeded or duly worried by unjustified market declines in his holdings is perversely transforming his basic advantage into a basic disadvantage”.

Zweig points out the Graham’s basic advantage is the full freedom to think for your self in whether to follow the market or not. To have this independence though you need information.

There are 1,500 listed companies in Africa and Africanfinancials.com seeks to put the last 10 years annual reports of each of these online. Call it 15,000 in total.  We have just over 2,200 annual reports online. We have made reasonable efforts to do this, with some success, but it’s clear that the information is just not there. Using the annual report as an investment bible proxy less than 15% of the information that should be available online is online.

Is there a single organisation that has correlated the long term earnings of listed companies in Africa? Not sure. Perhaps the likes of Thompson Reuters and Bloombergs have and to be sure this information is not readily available in market at low cost. Hard to find information is valuable because you can charge for it. Stock exchanges are natural repositories for this sort of data and making this available to the market is, in my mind, one their basic obligations. But alas this is not to be.

When asked what keeps most individual investors from succeeding, Graham had a concise answer:

“The primary cause of failure is that they pay too much attention to what the stock market is doing currently”.

This is all very well, but when finding out what they (African companies) did in the past 3 – 5 let alone the last 10 years is not possible investors are left to concentrate on market sentiment and what the stock market is doing currently. Africanfinancials.com is slowly addressing this enabling investors to access information that they can digest themselves with or without the influence of others.

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Play African stock market games

A first in Africa. We love firsts. Herewith the text from a news release from a company called ex-Africa released on Linkedin.

“Ex.Africa will launch an online stock exchange simulation game today called ‘Trading Safari’. The game is a showcase for the company’s technology, and an introduction to the type of services they plan to offer.”

View the article Here. The text appears below:-

Stock exchange trading simulators are nothing new , however Trading Safari is the first one we know of, that focuses entirely on African markets. The two markets that currently seem to be covered by the game are the Ghana and Mauritius Stock Exchanges. Ex.Africa promises that the game will be “open for all African exchanges and markets”.

The game is free and players participate in time-based tournaments in which they play against other registered users, or privately on their own. Tournaments start with an initial portfolio value of 10,000.00 play dollars, and from there on you buy and sell your way to success or ruin until the tournament is over.  The tournaments take place in real time and that means that orders you place to buy or sell stocks take place during actual trading hours. Success is based on how well the stocks in your portfolio perform during the tournament’s time frame.

Ex.Africa touts Trading Safari as “a simple and fun way to gain knowledge of the different African stock markets” and is designed at “increasing awareness to the profit and investment potential of African stock markets.”

Amijai Saragovi, Ex.Africa’s CEO told  The Wadi that the launch of Trading Safari is just one phase in the unravelling of the company’s offering, and although it might seam like a teaser now, aims squarely at the heart of Ex.Africa’s core competency.

I hope the game includes the following options in making investment decisions:-

  • The financial results of companies NOT being available
  • Companies not disclosing litigation
  • CEOs having left but no-one is told
  • Material information being released at different times to different players
  • A few broking firms going bust – go back to START and do not collect 200

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Making shareholders pay?
The article below from www.ratio-magazine.com, a highly recommended read is good news for Kenyan shareholders. But why are shareholders paying and not listed companies? This is unheard of. Please correct me.

Registrar Unveils Online Shareholder Access Service

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Tuesday, 13 April 2010
Nairobi, 13 April 2010Kenya’s stock market will draw more investor confidence by eradicating cases of dividend cheque interception, forgery and losses currently experienced by shareholders as well as addressing their need for constant access to accurate information. This will be possible using a new shareholder access and information service unveiled today by leading registrar Custody and Registrar Services (C&R).

Known as SharePower, the system has two capabilities: online access, called “Sharepower Online”, and mobile phone access, similarly named “SharePower Mobile”.

Addressing journalists during the launch demonstration today, C&R Chief Executive Officer Collen Tapfumaneyi said that SharePower was a solution that responded to the myriad challenges that shareholders and investors faced in the process of managing their stock market investments.

As a technological solution developed to manage information distribution and access, Sharepower also provided C&R with great latitude to innovate convenient services for the market. “We have recognized the power of high technology in solving the problems that our capital markets players face and as a progressive business have invested massively in this system which has a huge capability for value added services for listed companies and their investors,” he explained.

“Cases of interception of dividend cheques, forgery and fraudulent encashment have been on the rise in recent years and we want to curb that trend by providing vulnerable shareholders with a mechanism to be better informed since timeliness of dividend updates and accuracy of contact address information has been common factors in these situations.”

He noted that with SharePower, shareholders will have access to information on company diaries, including being individually informed immediately when a company pays a dividend, publishes results and makes any special announcements.  This will provide shareholders with the information capacity to enable better dividends management by investors.

Timely, cost effective and secure access to portfolio information will be a strong benefit to shareholders, saving shareholders the cost and time of contacting the registrar to enquire about these issues, which have a direct impact on the security and accuracy of their portfolio management.

With this new technology, shareholders only need to have access to their mobile phones or the internet to make enquiries about their portfolio.   For a minimal membership fee of KES300 per annum, registered users of the Share Power Online can access information on the status of their details such as portfolio balances, transaction history and check the accuracy of their standing orders, electronic funds transfer mandates and contact details. SharePower Mobile is a transactional based service where shareholders will also be able to query account balances dividend and certificates status, name and address details as well as receive alerts about dividend announcements and payment dates.  Each enquiry will be charged at KES10 per SMS.

SharePower’s launch in Kenya is the first of its kind in sub Saharan Africa and follows in the steps of global trends where the Internet and mobile phone are increasingly being used as channels of information, access and distribution for capital markets players.   With a substantial investment into this technology, C&R has provided a strong platform to its shareholders to enable better management of their shareholdings.

For listed companies, the rise in shareholder population inevitably results in the rise in the cost of maintaining investor relations. Embracing electronic communication facilities such as Sharepower therefore helps manage shareholder communication costs, while bringing convenience to shareholders. Sharepower will help listed companies take advantage of legislative changes being made to allow electronic distribution of annual reports.

Tapfumaneyi said that three blue chip companies had already signed up for the service. “Nation Media Group, Centum Investments and NIC Bank have confirmed their shareholders can start using the SharePower system. Several of the other listed companies whose registers C&R manages are at various stages of signing up their share registers for this technology,” he confirmed.

Confirming the partnership, Nation Media Group Company Secretary, James Kinyua said; “As a progressive business we have always maintained that the use of technology offers unprecedented methods of resolving age old problems. Our shareholder register is no exception. To this extent we opted for NMG to join SharePower because we believe that the effective administration of our shareholders register is a core part of our investor relations responsibility. Furthermore the current legislative environment allows us to communicate with shareholders using both manual and electronic means. We see SharePower playing a critical role in providing the electronic option and expect that in the short to medium term we will accrue savings on our administration costs.”

Similar sentiments were expressed by James Mworia Centum Investment Chief Executive Officer who noted that, “Our shareholders will now have easy access to information on their shareholder details conveniently, securely, in real time and cost effectively.”C&R CEO Collen

Tapfumaneyi further explained that a core part of C&R’s corporate strategy was to remain at the forefront of offering innovative and modern services through state of the art information and communication technology for its dominant share registry business as well as for developing business process outsourcing and company secretarial services.

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b29fdGFiYmVyX3BhZ2VzPC9zdHJvbmc+IC0gMyw1LDcsOTwvbGk+PGxpPjxzdHJvbmc+d29vX3RoZW1lbmFtZTwvc3Ryb25nPiAtIFRoZSBTdGF0aW9uPC9saT48bGk+PHN0cm9uZz53b29fdGhlX2NvbnRlbnQ8L3N0cm9uZz4gLSB0cnVlPC9saT48bGk+PHN0cm9uZz53b29fdGh1bWJfaGVpZ2h0PC9zdHJvbmc+IC0gNzY8L2xpPjxsaT48c3Ryb25nPndvb190aHVtYl93aWR0aDwvc3Ryb25nPiAtIDEwMDwvbGk+PGxpPjxzdHJvbmc+d29vX3R3aXR0ZXI8L3N0cm9uZz4gLSBhZnJpY2FuaXNjb29sPC9saT48bGk+PHN0cm9uZz53b29fdXBsb2Fkczwvc3Ryb25nPiAtIGE6Mjp7aTowO3M6NjE6Imh0dHA6Ly93d3cuYWZyaWNhbmlyLmNvbS93cC1jb250ZW50L3dvb191cGxvYWRzLzQtZmF2aWNvbi5pY28iO2k6MTtzOjYyOiJodHRwOi8vd3d3LmFmcmljYW5pci5jb20vd3AtY29udGVudC93b29fdXBsb2Fkcy8zLWFpYy1ibG9nLmdpZiI7fTwvbGk+PC91bD4=