2019

Integrated Annual Report

About this report

Our integrated annual report (this report) provides insight into Transaction Capital's business model and strategy, and evaluates our governance processes, our commercial and social performance, and our prospects for continued value creation for our stakeholders.

SCOPE AND BOUNDARY

This report covers the financial year from 1 October 2018 to 30 September 2019, and includes material developments subsequent to the financial year end, up to the board approval date of this report. The scope of this report covers the group holding company and its divisions, as set out on page 6. While Transaction Capital (the group) operates primarily in South Africa, this report also assesses our operations in Australia and our expansion into selected markets in the European Union.

Although this report is considered to be relevant to all stakeholders, it is aimed primarily at providers of financial capital, to inform their assessment of Transaction Capital's ability to create value over the short, medium and longer term. As such, this report includes comment on our relationships with key stakeholder groups, and how we respond to their concerns and balance their interests.

MATERIALITY

Group executive management was extensively involved in preparing this report and believes it covers all the factors deemed to be material to the group's ability to sustainably generate robust commercial returns and positive social impact. This year, to confirm this assertion of completeness, we conducted a formal materiality determination process. The scope of this independent analysis was limited to board reports, board and committee meeting minutes, and interviews with group executive management.

This information was selected as it includes matters that executive management and board committees deemed relevant enough to elevate to the board, and the subsequent record of the board's deliberation on them. We will continue to refine the materiality determination process over time.

Another development in this year's reporting process has been to give stakeholders an enhanced perspective of the group's governance processes. The chairpersons of board committees provide an overview of key deliberations and decisions taken within each committee, followed by a governance report focusing on how governance structures and processes support the creation and protection of value over time.

This report includes summarised consolidated annual financial statements and other selected financial information.

The full annual financial statements are available online at www.transactioncapital.co.za.

DISCLAIMER

This report contains certain forward-looking statements regarding beliefs or expectations of Transaction Capital’s directors and other members of its senior management about the group’s financial condition, results of operations, cash flow, strategy and business. These include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements, which are other than statements of historical facts. Forward-looking statements are not guarantees of future performance; rather, they are based on current views and assumptions, and involve known and unknown risks, uncertainties and other factors. Consequently, no assurance can be given that forward-looking statements will prove accurate, and readers are advised not to place undue reliance thereon.

REPORTING FRAMEWORKS

This report is prepared in accordance with International Financial Reporting Standards (IFRS), the JSE Listings Requirements and the South African Companies Act 71 of 2008, and with reference to the International <IR> Reporting Framework of the International Integrated Reporting Council.

Transaction Capital conforms to the principles contained in the King IV Report on Corporate GovernanceTM for South Africa, 2016 (King IV).

ASSURANCE OF THE REPORT

EXTERNAL

The auditors, Deloitte & Touche, have issued an unmodified audit opinion on the annual financial statements. The audit was conducted in accordance with International Standards on Auditing. The scope of the audit was limited to the information set out in the annual financial statements and does not extend to the content of this report.

INTERNAL

The audit, risk and compliance (ARC) committee is responsible for monitoring the appropriateness of the combined assurance model and applies a co-ordinated approach to assurance activities. Combined assurance includes monitoring and oversight across executive and senior management, internal and external audit, as well as the board and its committees.

The ARC committee acknowledges its responsibility on behalf of the board to ensure the integrity of this report. Accordingly, it has applied its collective mind to this report and believes it appropriately and sufficiently addresses all material matters and fairly presents the integrated performance of Transaction Capital and its divisions for the year, within the stated scope and boundary.

The ARC committee recommended this report to the board for approval, obtained on 13 January 2020.

CHRISTOPHER SEABROOKE
Chairman of the board

DAVID HURWITZ
Chief executive officer

SEAN DOHERTY
Chief financial officer