Exhibit 99.4





LOGO





SABMiller plc

Consolidated financial statements

For the years ended 31 March 2015, 2014 and 2013



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|                                                           |  |     
|---------------------------------------------------------- |  | ----
|SABMiller plc                                              |  | LOGO
|Consolidated income statement
 for the year ended 31 March | 
|                                                           | 



|                                                           |  |       |  |  |  |      |          |  |  |  |      |  |          |  |  |      |  |  |          | 
|---------------------------------------------------------- |  | ----- |  |  |  | ---- | -------- |  |  |  | ---- |  | -------- |  |  | ---- |  |  | -------- | 
|                                                           |  |       |  |  |  | 2015 |          |  |  |  | 2014 |  |          |  |  | 2013 | 
|                                                           |  | Notes |  |  |  | US$m |          |  |  |  | US$m |  |          |  |  | US$m | 
|Revenue                                                    |  | 2     |  |  |  |      | 22,130   |  |  |  |      |  | 22,311   |  |  |      |  |  | 23,213   | 
|Net operating expenses                                     |  | 3     |  |  |  |      | (17,746) |  |  |  |      |  | (18,069) |  |  |      |  |  | (19,021) | 
|Operating profit                                           |  | 2     |  |  |  |      | 4,384    |  |  |  |      |  | 4,242    |  |  |      |  |  | 4,192    | 
|Operating profit before exceptional
items                  |  | 2     |  |  |  |      | 4,459    |  |  |  |      |  | 4,439    |  |  |      |  |  | 4,392    | 
|Exceptional items                                          |  | 4     |  |  |  |      | (75)     |  |  |  |      |  | (197)    |  |  |      |  |  | (200)    | 
|Net finance costs                                          |  | 5     |  |  |  |      | (637)    |  |  |  |      |  | (645)    |  |  |      |  |  | (726)    | 
|Finance costs                                              |  | 5a    |  |  |  |      | (1,047)  |  |  |  |      |  | (1,055)  |  |  |      |  |  | (1,186)  | 
|Finance income                                             |  | 5b    |  |  |  |      | 410      |  |  |  |      |  | 410      |  |  |      |  |  | 460      | 
|Share of post-tax results of associates and joint ventures |  | 2     |  |  |  |      | 1,083    |  |  |  |      |  | 1,226    |  |  |      |  |  | 1,213    | 
|Profit before taxation                                     |  |       |  |  |  |      | 4,830    |  |  |  |      |  | 4,823    |  |  |      |  |  | 4,679    | 
|Taxation                                                   |  | 7     |  |  |  |      | (1,273)  |  |  |  |      |  | (1,173)  |  |  |      |  |  | (1,192)  | 
|Profit for the year                                        |  | 27a   |  |  |  |      | 3,557    |  |  |  |      |  | 3,650    |  |  |      |  |  | 3,487    | 
|Profit attributable to non-controlling
interests           |  |       |  |  |  |      | 258      |  |  |  |      |  | 269      |  |  |      |  |  | 237      | 
|Profit attributable to owners of the parent                |  | 26a   |  |  |  |      | 3,299    |  |  |  |      |  | 3,381    |  |  |      |  |  | 3,250    | 
|                                                           |  |       |  |  |  |      | 3,557    |  |  |  |      |  | 3,650    |  |  |      |  |  | 3,487    | 
|Basic earnings per share (US
cents)                        |  | 8     |  |  |  |      | 205.7    |  |  |  |      |  | 211.8    |  |  |      |  |  | 204.3    | 
|Diluted earnings per share (US cents)                      |  | 8     |  |  |  |      | 203.5    |  |  |  |      |  | 209.1    |  |  |      |  |  | 202.0    | 

The notes on pages 7 to 79 are an integral part of these consolidated financial statements.

The results for the years ended 31 March 2015 and 31 March 2014 are unaudited.



2



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|--------------------------------------------------------------------------- |  | ----
|SABMiller plc                                                               |  | LOGO
|Consolidated statement of comprehensive income
 for the year ended 31 March | 
|                                                                            | 



|                                                                                               |  |       |  |  |  |      |         |  |  |  |      |  |         |  |  |      |  |  |       | 
|---------------------------------------------------------------------------------------------- |  | ----- |  |  |  | ---- | ------- |  |  |  | ---- |  | ------- |  |  | ---- |  |  | ----- | 
|                                                                                               |  |       |  |  |  | 2015 |         |  |  |  | 2014 |  |         |  |  | 2013 | 
|                                                                                               |  | Notes |  |  |  | US$m |         |  |  |  | US$m |  |         |  |  | US$m | 
|Profit for the year                                                                            |  |       |  |  |  |      | 3,557   |  |  |  |      |  | 3,650   |  |  |      |  |  | 3,487 | 
|Other comprehensive loss:                                                                      |  |       |  |  |  |      |         |  |  |  |      |  |         |  |  |      |  |  |       | 
|Items that will not be reclassified to
profit or loss                                          |  |       |  |  |  |      |         |  |  |  |      |  |         |  |  |      |  |  |       | 
|Net remeasurements of defined benefit
plans                                                    |  | 30    |  |  |  |      | (7)     |  |  |  |      |  | 22      |  |  |      |  |  | (19)  | 
|Tax on items that will not be
reclassified                                                     |  | 7     |  |  |  |      | 70      |  |  |  |      |  | (13)    |  |  |      |  |  | 19    | 
|Share of associates and joint ventures other comprehensive (loss)/income                     |  |       |  |  |  |      | (178)   |  |  |  |      |  | 23      |  |  |      |  |  | (26)  | 
|Total items that will not be reclassified to profit or loss                                    |  |       |  |  |  |      | (115)   |  |  |  |      |  | 32      |  |  |      |  |  | (26)  | 
|Items that may be reclassified
subsequently to profit or loss                                  |  |       |  |  |  |      |         |  |  |  |      |  |         |  |  |      |  |  |       | 
|Currency translation differences on
foreign currency net investments:                          |  |       |  |  |  |      | (5,387) |  |  |  |      |  | (2,288) |  |  |      |  |  | (700) | 
|- Decrease in foreign currency translation
reserve during the year                             |  |       |  |  |  |      | (5,550) |  |  |  |      |  | (2,290) |  |  |      |  |  | (700) | 
|- Recycling of foreign currency
translation reserve on disposals                               |  |       |  |  |  |      | 163     |  |  |  |      |  | 2       |  |  |      |  |  | -     | 
|Available for sale investments:                                                                |  |       |  |  |  |      |         |  |  |  |      |  |         |  |  |      |  |  |       | 
|- Fair value losses arising during the
year                                                    |  | 26b   |  |  |  |      | -       |  |  |  |      |  | -       |  |  |      |  |  | (1)   | 
|Net investment hedges:                                                                         |  |       |  |  |  |      |         |  |  |  |      |  |         |  |  |      |  |  |       | 
|- Fair value gains arising during the
year                                                     |  | 26b   |  |  |  |      | 608     |  |  |  |      |  | 102     |  |  |      |  |  | 63    | 
|Cash flow hedges:                                                                              |  | 26b   |  |  |  |      | 30      |  |  |  |      |  | 34      |  |  |      |  |  | (5)   | 
|- Fair value gains/(losses) arising during
the year                                            |  |       |  |  |  |      | 45      |  |  |  |      |  | 33      |  |  |      |  |  | (8)   | 
|- Fair value (gains)/losses transferred to
inventory                                           |  |       |  |  |  |      | (8)     |  |  |  |      |  | (1)     |  |  |      |  |  | 8     | 
|- Fair value losses transferred to
property, plant and equipment                               |  |       |  |  |  |      | 1       |  |  |  |      |  | -       |  |  |      |  |  | -     | 
|- Fair value (gains)/losses transferred to
profit or loss                                      |  |       |  |  |  |      | (8)     |  |  |  |      |  | 2       |  |  |      |  |  | (5)   | 
|Tax on items that may be reclassified
subsequently to profit or loss                           |  | 7     |  |  |  |      | (3)     |  |  |  |      |  | 1       |  |  |      |  |  | 6     | 
|Share of associates and joint
ventures other comprehensive (loss)/income:                    |  |       |  |  |  |      | (120)   |  |  |  |      |  | 122     |  |  |      |  |  | (13)  | 
|- Share of associates and joint
ventures other comprehensive (loss)/income during the year   |  |       |  |  |  |      | (120)   |  |  |  |      |  | 131     |  |  |      |  |  | (13)  | 
|- Share of associates and joint
ventures recycling of available for sale reserve on disposal |  |       |  |  |  |      | -       |  |  |  |      |  | (9)     |  |  |      |  |  | -     | 
|                                                                                               |  |       |  |  |  |      |         |  |  |  |      |  |         |  |  |      |  |  |       | 
|Total items that may be reclassified subsequently to profit or
loss                            |  |       |  |  |  |      | (4,872) |  |  |  |      |  | (2,029) |  |  |      |  |  | (650) | 
|Other comprehensive loss for the year, net of tax                                              |  |       |  |  |  |      | (4,987) |  |  |  |      |  | (1,997) |  |  |      |  |  | (676) | 
|Total comprehensive (loss)/income for the year                                                 |  |       |  |  |  |      | (1,430) |  |  |  |      |  | 1,653   |  |  |      |  |  | 2,811 | 
|Attributable to:                                                                               |  |       |  |  |  |      |         |  |  |  |      |  |         |  |  |      |  |  |       | 
|Non-controlling interests                                                                      |  |       |  |  |  |      | 179     |  |  |  |      |  | 248     |  |  |      |  |  | 233   | 
|Owners of the parent                                                                           |  |       |  |  |  |      | (1,609) |  |  |  |      |  | 1,405   |  |  |      |  |  | 2,578 | 
|Total comprehensive (loss)/income for the year                                                 |  |       |  |  |  |      | (1,430) |  |  |  |      |  | 1,653   |  |  |      |  |  | 2,811 | 

The notes on pages 7 to 79 are an integral part of these consolidated financial statements.

The results for the years ended 31 March 2015 and 31 March 2014 are unaudited.



3



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|                                        |  |     
|--------------------------------------- |  | ----
|SABMiller plc                           |  | LOGO
|Consolidated balance sheet
 at 31 March | 
|                                        | 



|                                 |  |       |     |  |  |  |      |  |          |  |  |      |  |  |          | 
|-------------------------------- |  | ----- | --- |  |  |  | ---- |  | -------- |  |  | ---- |  |  | -------- | 
|                                 |  |       |     |  |  |  | 2015 |  |          |  |  | 2014 | 
|                                 |  | Notes |     |  |  |  | US$m |  |          |  |  | US$m | 
|Assets                           |  |       |     |  |  |  |      |  |          |  |  |      |  |  |          | 
|Non-current assets               |  |       |     |  |  |  |      |  |          |  |  |      |  |  |          | 
|Goodwill                         |  |       | 10  |  |  |  |      |  | 14,746   |  |  |      |  |  | 18,497   | 
|Intangible assets                |  |       | 11  |  |  |  |      |  | 6,878    |  |  |      |  |  | 8,532    | 
|Property, plant and equipment    |  |       | 12  |  |  |  |      |  | 7,961    |  |  |      |  |  | 9,065    | 
|Investments in joint ventures    |  |       | 13  |  |  |  |      |  | 5,428    |  |  |      |  |  | 5,581    | 
|Investments in associates        |  |       | 14  |  |  |  |      |  | 4,459    |  |  |      |  |  | 5,787    | 
|Available for sale investments   |  |       |     |  |  |  |      |  | 21       |  |  |      |  |  | 22       | 
|Derivative financial instruments |  |       | 22  |  |  |  |      |  | 770      |  |  |      |  |  | 628      | 
|Trade and other receivables      |  |       | 16  |  |  |  |      |  | 126      |  |  |      |  |  | 139      | 
|Deferred tax assets              |  |       | 19  |  |  |  |      |  | 163      |  |  |      |  |  | 115      | 
|                                 |  |       |     |  |  |  |      |  | 40,552   |  |  |      |  |  | 48,366   | 
|Current assets                   |  |       |     |  |  |  |      |  |          |  |  |      |  |  |          | 
|Inventories                      |  |       | 15  |  |  |  |      |  | 1,030    |  |  |      |  |  | 1,168    | 
|Trade and other receivables      |  |       | 16  |  |  |  |      |  | 1,711    |  |  |      |  |  | 1,821    | 
|Current tax assets               |  |       |     |  |  |  |      |  | 190      |  |  |      |  |  | 174      | 
|Derivative financial instruments |  |       | 22  |  |  |  |      |  | 463      |  |  |      |  |  | 141      | 
|Cash and cash equivalents        |  |       | 17  |  |  |  |      |  | 965      |  |  |      |  |  | 2,081    | 
|                                 |  |       |     |  |  |  |      |  | 4,359    |  |  |      |  |  | 5,385    | 
|Total assets                     |  |       |     |  |  |  |      |  | 44,911   |  |  |      |  |  | 53,751   | 
|Liabilities                      |  |       |     |  |  |  |      |  |          |  |  |      |  |  |          | 
|Current liabilities              |  |       |     |  |  |  |      |  |          |  |  |      |  |  |          | 
|Derivative financial instruments |  |       | 22  |  |  |  |      |  | (101)    |  |  |      |  |  | (78)     | 
|Borrowings                       |  |       | 20  |  |  |  |      |  | (1,961)  |  |  |      |  |  | (4,519)  | 
|Trade and other payables         |  |       | 18  |  |  |  |      |  | (3,728)  |  |  |      |  |  | (3,847)  | 
|Current tax liabilities          |  |       |     |  |  |  |      |  | (1,184)  |  |  |      |  |  | (1,106)  | 
|Provisions                       |  |       | 24  |  |  |  |      |  | (358)    |  |  |      |  |  | (450)    | 
|                                 |  |       |     |  |  |  |      |  | (7,332)  |  |  |      |  |  | (10,000) | 
|Non-current liabilities          |  |       |     |  |  |  |      |  |          |  |  |      |  |  |          | 
|Derivative financial instruments |  |       | 22  |  |  |  |      |  | (10)     |  |  |      |  |  | (37)     | 
|Borrowings                       |  |       | 20  |  |  |  |      |  | (10,583) |  |  |      |  |  | (12,528) | 
|Trade and other payables         |  |       | 18  |  |  |  |      |  | (18)     |  |  |      |  |  | (25)     | 
|Deferred tax liabilities         |  |       | 19  |  |  |  |      |  | (2,275)  |  |  |      |  |  | (3,246)  | 
|Provisions                       |  |       | 24  |  |  |  |      |  | (338)    |  |  |      |  |  | (433)    | 
|                                 |  |       |     |  |  |  |      |  | (13,224) |  |  |      |  |  | (16,269) | 
|Total liabilities                |  |       |     |  |  |  |      |  | (20,556) |  |  |      |  |  | (26,269) | 
|Net assets                       |  |       |     |  |  |  |      |  | 24,355   |  |  |      |  |  | 27,482   | 
|Equity                           |  |       |     |  |  |  |      |  |          |  |  |      |  |  |          | 
|Share capital                    |  |       | 25  |  |  |  |      |  | 168      |  |  |      |  |  | 167      | 
|Share premium                    |  |       |     |  |  |  |      |  | 6,752    |  |  |      |  |  | 6,648    | 
|Merger relief reserve            |  |       |     |  |  |  |      |  | 3,963    |  |  |      |  |  | 4,321    | 
|Other reserves                   |  |       | 26b |  |  |  |      |  | (5,457)  |  |  |      |  |  | (702)    | 
|Retained earnings                |  |       | 26a |  |  |  |      |  | 17,746   |  |  |      |  |  | 15,885   | 
|Total shareholders equity       |  |       |     |  |  |  |      |  | 23,172   |  |  |      |  |  | 26,319   | 
|Non-controlling interests        |  |       |     |  |  |  |      |  | 1,183    |  |  |      |  |  | 1,163    | 
|Total equity                     |  |       |     |  |  |  |      |  | 24,355   |  |  |      |  |  | 27,482   | 

The notes on pages 7 to 79 are an integral part of these consolidated financial statements.

The financial statements were authorised for issue by the board of directors on 1 July 2015.

The balances as at 31 March 2015 and 31 March 2014 are unaudited.



4



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|                                                              |  |     
|------------------------------------------------------------- |  | ----
|SABMiller plc                                                 |  | LOGO
|Consolidated cash flow statement
 for the year ended 31 March | 
|                                                              | 



|                                                                               |  |       |  |  |  |      |         |  |  |  |      |  |         |  |  |      |  |  |         | 
|------------------------------------------------------------------------------ |  | ----- |  |  |  | ---- | ------- |  |  |  | ---- |  | ------- |  |  | ---- |  |  | ------- | 
|                                                                               |  |       |  |  |  | 2015 |         |  |  |  | 2014 |  |         |  |  | 2013 | 
|                                                                               |  | Notes |  |  |  | US$m |         |  |  |  | US$m |  |         |  |  | US$m | 
|Cash flows from operating activities                                           |  |       |  |  |  |      |         |  |  |  |      |  |         |  |  |      |  |  |         | 
|Cash generated from operations                                                 |  | 27a   |  |  |  |      | 5,812   |  |  |  |      |  | 5,770   |  |  |      |  |  | 5,554   | 
|Interest received                                                              |  |       |  |  |  |      | 352     |  |  |  |      |  | 365     |  |  |      |  |  | 468     | 
|Interest paid                                                                  |  |       |  |  |  |      | (1,003) |  |  |  |      |  | (1,108) |  |  |      |  |  | (1,238) | 
|Tax paid                                                                       |  |       |  |  |  |      | (1,439) |  |  |  |      |  | (1,596) |  |  |      |  |  | (683)   | 
|Net cash generated from operating activities                                   |  | 27b   |  |  |  |      | 3,722   |  |  |  |      |  | 3,431   |  |  |      |  |  | 4,101   | 
|Cash flows from investing
activities                                           |  |       |  |  |  |      |         |  |  |  |      |  |         |  |  |      |  |  |         | 
|Purchase of property, plant and equipment                                      |  |       |  |  |  |      | (1,394) |  |  |  |      |  | (1,401) |  |  |      |  |  | (1,335) | 
|Proceeds from sale of property, plant and equipment                            |  |       |  |  |  |      | 68      |  |  |  |      |  | 70      |  |  |      |  |  | 30      | 
|Purchase of intangible assets                                                  |  |       |  |  |  |      | (178)   |  |  |  |      |  | (84)    |  |  |      |  |  | (144)   | 
|Proceeds from sale of intangible assets                                        |  |       |  |  |  |      | -       |  |  |  |      |  | -       |  |  |      |  |  | 4       | 
|Purchase of available for sale investments                                     |  |       |  |  |  |      | -       |  |  |  |      |  | (1)     |  |  |      |  |  | -       | 
|Proceeds from disposal of available for sale investments                       |  |       |  |  |  |      | 1       |  |  |  |      |  | -       |  |  |      |  |  | 5       | 
|Proceeds from disposal of associates                                           |  |       |  |  |  |      | 979     |  |  |  |      |  | -       |  |  |      |  |  | 21      | 
|Proceeds from disposal of businesses (net of cash disposed)                    |  |       |  |  |  |      | -       |  |  |  |      |  | 88      |  |  |      |  |  | 57      | 
|Acquisition of businesses (net of cash acquired)                               |  |       |  |  |  |      | (5)     |  |  |  |      |  | (39)    |  |  |      |  |  | (6)     | 
|Investments in joint ventures                                                  |  | 13    |  |  |  |      | (216)   |  |  |  |      |  | (188)   |  |  |      |  |  | (272)   | 
|Investments in associates                                                      |  |       |  |  |  |      | (3)     |  |  |  |      |  | (199)   |  |  |      |  |  | (23)    | 
|Dividends received from joint ventures                                         |  | 13    |  |  |  |      | 976     |  |  |  |      |  | 903     |  |  |      |  |  | 886     | 
|Dividends received from associates                                             |  |       |  |  |  |      | 430     |  |  |  |      |  | 224     |  |  |      |  |  | 113     | 
|Dividends received from other investments                                      |  |       |  |  |  |      | 1       |  |  |  |      |  | 1       |  |  |      |  |  | 1       | 
|Net cash generated from/(used in) investing activities                         |  |       |  |  |  |      | 659     |  |  |  |      |  | (626)   |  |  |      |  |  | (663)   | 
|Cash flows from financing
activities                                           |  |       |  |  |  |      |         |  |  |  |      |  |         |  |  |      |  |  |         | 
|Proceeds from the issue of shares                                              |  |       |  |  |  |      | 202     |  |  |  |      |  | 88      |  |  |      |  |  | 102     | 
|Proceeds from the issue of shares in subsidiaries to non-controlling interests |  |       |  |  |  |      | 29      |  |  |  |      |  | 20      |  |  |      |  |  | 36      | 
|Purchase of own shares for share trusts                                        |  | 26a   |  |  |  |      | (146)   |  |  |  |      |  | (79)    |  |  |      |  |  | (53)    | 
|Purchase of shares from non-controlling interests                              |  |       |  |  |  |      | (3)     |  |  |  |      |  | (5)     |  |  |      |  |  | -       | 
|Proceeds from borrowings                                                       |  |       |  |  |  |      | 594     |  |  |  |      |  | 2,585   |  |  |      |  |  | 2,318   | 
|Repayment of borrowings                                                        |  |       |  |  |  |      | (4,413) |  |  |  |      |  | (3,829) |  |  |      |  |  | (2,878) | 
|Proceeds from associate in relation to loan participation deposit              |  |       |  |  |  |      | -       |  |  |  |      |  | -       |  |  |      |  |  | 100     | 
|Capital element of finance lease payments                                      |  |       |  |  |  |      | (10)    |  |  |  |      |  | (9)     |  |  |      |  |  | (6)     | 
|Net cash receipts/(payments) on derivative financial instruments               |  |       |  |  |  |      | 243     |  |  |  |      |  | 228     |  |  |      |  |  | (5)     | 
|Dividends paid to shareholders of the parent                                   |  | 9     |  |  |  |      | (1,705) |  |  |  |      |  | (1,640) |  |  |      |  |  | (1,517) | 
|Dividends paid to non-controlling interests                                    |  |       |  |  |  |      | (173)   |  |  |  |      |  | (194)   |  |  |      |  |  | (131)   | 
|Net cash used in financing activities                                          |  |       |  |  |  |      | (5,382) |  |  |  |      |  | (2,835) |  |  |      |  |  | (2,034) | 
|Net cash (outflow)/inflow from operating,
investing and financing activities   |  |       |  |  |  |      | (1,001) |  |  |  |      |  | (30)    |  |  |      |  |  | 1,404   | 
|Effects of exchange rate changes                                               |  |       |  |  |  |      | (117)   |  |  |  |      |  | (61)    |  |  |      |  |  | (51)    | 
|Net (decrease)/increase in cash and cash equivalents                           |  |       |  |  |  |      | (1,118) |  |  |  |      |  | (91)    |  |  |      |  |  | 1,353   | 
|Cash and cash equivalents at 1 April                                           |  |       |  |  |  |      | 1,868   |  |  |  |      |  | 1,959   |  |  |      |  |  | 606     | 
|Cash and cash equivalents at 31 March                                          |  | 27c   |  |  |  |      | 750     |  |  |  |      |  | 1,868   |  |  |      |  |  | 1,959   | 

The notes on pages 7 to 79 are an integral part of these consolidated financial statements.

The cash flows for the years ended 31 March 2015 and 31 March 2014 are unaudited.



5



---

|                                                                         |  |     
|------------------------------------------------------------------------ |  | ----
|SABMiller plc                                                            |  | LOGO
|Consolidated statement of changes in equity
 for the year ended 31 March | 
|                                                                         | 



|                                                                               |  |       |  |                            |     |  |                         |   |       |                         |  |   |                   |   |  |                      |        |   |                               |   |        |                               |  |   |                 |   |  |    |       |   |  |    |        |  
|------------------------------------------------------------------------------ |  | ----- |  | -------------------------- | --- |  | ----------------------- | - | ----- | ----------------------- |  | - | ----------------- | - |  | -------------------- | ------ | - | ----------------------------- | - | ------ | ----------------------------- |  | - | --------------- | - |  | -- | ----- | - |  | -- | ------ | -
|                                                                               |  | Notes |  | Called
up sharecapitalUS$m |     |  | SharepremiumaccountUS$m |   |       | MergerreliefreserveUS$m |  |   | OtherreservesUS$m |   |  | RetainedearningsUS$m |        |   | Totalshareholdersequity
US$m |   |        | Non-
controllinginterestsUS$m |  |   | TotalequityUS$m |  
|At 1 April 2012                                                                |  |       |  |                            | 166 |  |                         |   | 6,480 |                         |  |   | 4,586             |   |  |                      | 1,978  |   |                               |   | 11,863 |                               |  |   | 25,073          |   |  |    | 959   |   |  |    | 26,032 |  
|Total comprehensive income                                                     |  |       |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | (650   | ) |                               |   | 3,228  |                               |  |   | 2,578           |   |  |    | 233   |   |  |    | 2,811  |  
|Profit for the year                                                            |  |       |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | -      |   |                               |   | 3,250  |                               |  |   | 3,250           |   |  |    | 237   |   |  |    | 3,487  |  
|Other comprehensive loss                                                       |  |       |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | (650   | ) |                               |   | (22    | )                             |  |   | (672            | ) |  |    | (4    | ) |  |    | (676   | )
|Dividends paid                                                                 |  | 9     |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | -      |   |                               |   | (1,517 | )                             |  |   | (1,517          | ) |  |    | (128  | ) |  |    | (1,645 | )
|Issue of SABMiller plc ordinary
shares                                         |  | 25    |  |                            | 1   |  |                         |   | 101   |                         |  |   | -                 |   |  |                      | -      |   |                               |   | -      |                               |  |   | 102             |   |  |    | -     |   |  |    | 102    |  
|Proceeds from the issue of shares in
subsidiaries to non-controlling interests |  |       |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | -      |   |                               |   | -      |                               |  |   | -               |   |  |    | 36    |   |  |    | 36     |  
|Non-controlling interests disposed of via
business disposal                    |  |       |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | -      |   |                               |   | -      |                               |  |   | -               |   |  |    | (13   | ) |  |    | (13    | )
|Arising on business combinations                                               |  |       |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | -      |   |                               |   | -      |                               |  |   | -               |   |  |    | 1     |   |  |    | 1      |  
|Payment for purchase of own shares for
share trusts                            |  | 26a   |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | -      |   |                               |   | (53    | )                             |  |   | (53             | ) |  |    | -     |   |  |    | (53    | )
|Credit entry relating to share-based payments                                  |  | 26a   |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | -      |   |                               |   | 189    |                               |  |   | 189             |   |  |    | -     |   |  |    | 189    |  
|At 31 March 2013                                                               |  |       |  |                            | 167 |  |                         |   | 6,581 |                         |  |   | 4,586             |   |  |                      | 1,328  |   |                               |   | 13,710 |                               |  |   | 26,372          |   |  |    | 1,088 |   |  |    | 27,460 |  
|Total comprehensive income                                                     |  |       |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | (2,030 | ) |                               |   | 3,435  |                               |  |   | 1,405           |   |  |    | 248   |   |  |    | 1,653  |  
|Profit for the year                                                            |  |       |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | -      |   |                               |   | 3,381  |                               |  |   | 3,381           |   |  |    | 269   |   |  |    | 3,650  |  
|Other comprehensive loss                                                       |  |       |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | (2,030 | ) |                               |   | 54     |                               |  |   | (1,976          | ) |  |    | (21   | ) |  |    | (1,997 | )
|Dividends paid                                                                 |  | 9     |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | -      |   |                               |   | (1,640 | )                             |  |   | (1,640          | ) |  |    | (193  | ) |  |    | (1,833 | )
|Issue of SABMiller plc ordinary
shares                                         |  |       |  |                            | -   |  |                         |   | 67    |                         |  |   | -                 |   |  |                      | -      |   |                               |   | 21     |                               |  |   | 88              |   |  |    | -     |   |  |    | 88     |  
|Proceeds from the issue of shares in
subsidiaries to non-controlling interests |  |       |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | -      |   |                               |   | -      |                               |  |   | -               |   |  |    | 20    |   |  |    | 20     |  
|Payment for purchase of own shares for
share trusts                            |  | 26a   |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | -      |   |                               |   | (79    | )                             |  |   | (79             | ) |  |    | -     |   |  |    | (79    | )
|Buyout of non-controlling
interests                                            |  | 26a   |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | -      |   |                               |   | (5     | )                             |  |   | (5              | ) |  |    | -     |   |  |    | (5     | )
|Utilisation of merger relief
reserve                                           |  | 26a   |  |                            | -   |  |                         |   | -     |                         |  |   | (265              | ) |  |                      | -      |   |                               |   | 265    |                               |  |   | -               |   |  |    | -     |   |  |    | -      |  
|Credit entry relating to share-based payments                                  |  | 26a   |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | -      |   |                               |   | 178    |                               |  |   | 178             |   |  |    | -     |   |  |    | 178    |  
|At 31 March 2014                                                               |  |       |  |                            | 167 |  |                         |   | 6,648 |                         |  |   | 4,321             |   |  |                      | (702   | ) |                               |   | 15,885 |                               |  |   | 26,319          |   |  |    | 1,163 |   |  |    | 27,482 |  
|Total comprehensive loss                                                       |  |       |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | (4,755 | ) |                               |   | 3,146  |                               |  |   | (1,609          | ) |  |    | 179   |   |  |    | (1,430 | )
|Profit for the year                                                            |  |       |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | -      |   |                               |   | 3,299  |                               |  |   | 3,299           |   |  |    | 258   |   |  |    | 3,557  |  
|Other comprehensive loss                                                       |  |       |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | (4,755 | ) |                               |   | (153   | )                             |  |   | (4,908          | ) |  |    | (79   | ) |  |    | (4,987 | )
|Dividends paid                                                                 |  | 9     |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | -      |   |                               |   | (1,705 | )                             |  |   | (1,705          | ) |  |    | (185  | ) |  |    | (1,890 | )
|Issue of SABMiller plc ordinary
shares                                         |  |       |  |                            | 1   |  |                         |   | 104   |                         |  |   | -                 |   |  |                      | -      |   |                               |   | 97     |                               |  |   | 202             |   |  |    | -     |   |  |    | 202    |  
|Proceeds from the issue of
shares in subsidiaries to non-controlling interests |  |       |  |                            |     |  |                         |   |       |                         |  |   |                   |   |  |                      |        |   |                               |   |        |                               |  |   |                 |   |  |    |       |   |  |    |        |  
|                                                                               |  |       |  | -                          |     |  |                         | - |       |                         |  | - |                   |   |  | -                    |        |   |                               | - |        |                               |  | - |                 |   |  | 29 |       |   |  | 29 |       
|Share of movements in associates
other reserves                               |  | 26a   |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | -      |   |                               |   | (6     | )                             |  |   | (6              | ) |  |    | -     |   |  |    | (6     | )
|Payment for purchase of own shares for
share trusts                            |  | 26a   |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | -      |   |                               |   | (146   | )                             |  |   | (146            | ) |  |    | -     |   |  |    | (146   | )
|Buyout of non-controlling
interests                                            |  |       |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | -      |   |                               |   | -      |                               |  |   | -               |   |  |    | (3    | ) |  |    | (3     | )
|Utilisation of merger relief
reserve                                           |  | 26a   |  |                            | -   |  |                         |   | -     |                         |  |   | (358              | ) |  |                      | -      |   |                               |   | 358    |                               |  |   | -               |   |  |    | -     |   |  |    | -      |  
|Credit entry relating to share-based payments                                  |  | 26a   |  |                            | -   |  |                         |   | -     |                         |  |   | -                 |   |  |                      | -      |   |                               |   | 117    |                               |  |   | 117             |   |  |    | -     |   |  |    | 117    |  
|At 31 March 2015                                                               |  |       |  |                            | 168 |  |                         |   | 6,752 |                         |  |   | 3,963             |   |  |                      | (5,457 | ) |                               |   | 17,746 |                               |  |   | 23,172          |   |  |    | 1,183 |   |  |    | 24,355 |  

The notes on pages 7 to 79 are an integral part of these consolidated financial statements.

The changes in equity for the years ended 31 March 2015 and 31 March 2014 are unaudited.

Merger relief reserve

At 1 April 2012 the merger relief reserve comprised
US$3,395 million in respect of the excess of value attributed to the shares issued as consideration for Miller Brewing Company over the nominal value of those shares and US$926 million (2014, 2013: US$1,191 million) relating to the merger relief
arising on the issue of SABMiller plc ordinary shares for the buyout of non-controlling interests in the groups Polish business. In the year ended 31 March 2015 the group transferred US$358 million (2014: US$265 million, 2013: US$nil) of
the reserve relating to the Polish business to retained earnings upon realisation of qualifying consideration.



6



---

|                                                                                       |  |     
|-------------------------------------------------------------------------------------- |  | ----
|SABMiller plc 
Business description and notes to the consolidated financial statements |  | LOGO
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      

Business description

SABMiller
plc (the company) is listed on the London and the Johannesburg stock exchanges. It is a holding company which has brewing and beverage interests across six continents. Together with its subsidiaries, associated undertakings and joint venture
undertakings (the group), the principal activities are the manufacture, distribution and sale of beverages. The companys registered office is at SABMiller House, Church Street West, Woking, Surrey, England, GU21 6HS.

1. Accounting policies

The principal accounting policies
adopted in the preparation of the groups financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.



|a) | Basis of preparation
|-- | --------------------

The consolidated financial
statements of SABMiller plc have been prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (IFRSs).

The financial statements are prepared under the historical cost convention, except for the revaluation to fair value of certain financial assets and liabilities, and
post-retirement assets and liabilities as described in the accounting policies below. The financial statements have been prepared on a going concern basis.

The
preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the groups accounting policies. Actual
results could differ from those estimates.

These financial statements have been prepared pursuant to Rule 3-09 of SEC Regulation S-X for inclusion in the Form 10-K
of Altria Group, Inc., as the company is a foreign equity investee of Altria Group, Inc. Pursuant to Rule 3-09, only the financial information for the year ended 31 March 2013 has been audited. The financial information for the years ended
31 March 2013, 31 March 2014 and 31 March 2015 included herein have been revised to reflect the adoption of new accounting standards, as detailed below, and thus will not correspond to the companys 2013, 2014, or 2015 Annual
Reports, which were previously filed with the Registrar of Companies and are available on the companys website (www.sabmiller.com) and are prepared under IFRS as adopted by the European Union.



|b) | Recent accounting developments
|-- | ------------------------------

|(i) | New standards, amendments and interpretations of existing standards adopted by the group
|--- | ----------------------------------------------------------------------------------------

The following standards, interpretations and amendments have been adopted by the group as of 1 April 2014.



| | ● |  | Amendment to IAS 32, Offsetting financial assets and financial liabilities, has had no material impact on the consolidated results of operations
or financial position of the group.
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | ● |  | Amendment to IAS 39, Financial instruments: recognition and measurement, on novation of derivatives and hedge accounting has had no material
impact on the consolidated results of operations or financial position of the group.
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|(ii) | New standards, amendments and interpretations of existing standards that are not yet effective and have not been early adopted by the group
|---- | -------------------------------------------------------------------------------------------------------------------------------------------

The following standards, interpretations and amendments to existing standards mandatory for the groups accounting
periods beginning on or after 1 April 2015 are not expected to have a material impact on the consolidated results of operations or financial position of the group.



| | ● |  | Amendment to IAS 19, Employee benefits on defined benefit plans, is effective from 1 February 2015.
| | - |  | -----------------------------------------------------------------------------------------------------

| | ● |  | IFRIC 21, Levies, is effective from 17 June 2014.
| | - |  | ---------------------------------------------------

| | ● |  | Annual improvements to IFRS 2012, are effective from 1 February 2015.
| | - |  | ---------------------------------------------------------------------

| | ● |  | Annual improvements to IFRS 2013, are effective from 1 January 2015.
| | - |  | --------------------------------------------------------------------

The group has yet to assess the full impact of the following standards and amendments to existing standards mandatory for the groups accounting
periods beginning on or after 1 April 2016 or later periods, which have not been early adopted.



| | ● |  | Amendment to IAS 1, Presentation of financial statements on the disclosure initiative, is effective from 1 January 2016.
| | - |  | --------------------------------------------------------------------------------------------------------------------------

| | ● |  | Amendments to IFRS 10, Consolidated financial statements, and IAS 28, Investments in associates and joint ventures, on sale or
contribution of assets, are effective from 1 January 2016.
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | ● |  | Amendments to IFRS 10, Consolidated financial statements, and IAS 28, Investments in associates and joint ventures, on investment
entities applying the consolidation exemption, are effective from 1 January 2016.
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | ● |  | Amendment to IFRS 11, Joint arrangements, on acquisition of an interest in a joint operation, is effective from 1 January 2016.
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------

| | ● |  | Amendments to IAS 16, Property, plant and equipment, and IAS 38, Intangible assets, on depreciation and amortisation, are effective
from 1 January 2016.
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------

| | ● |  | Amendments to IAS 16, Property, plant and equipment, and IAS 41, Agriculture, regarding bearer plants, are effective from
1 January 2016.
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------

| | ● |  | Amendment to IAS 27, Separate financial statements, is effective from 1 January 2016.
| | - |  | ---------------------------------------------------------------------------------------

| | ● |  | IFRS 9, Financial Instruments, is effective from 1 January 2018.
| | - |  | ------------------------------------------------------------------

| | ● |  | IFRS 14, Regulatory deferral accounts, is effective from 1 January 2016.
| | - |  | --------------------------------------------------------------------------

| | ● |  | IFRS 15, Revenue from contracts with customers, is effective from 1 January 2017.
| | - |  | -----------------------------------------------------------------------------------

| | ● |  | Annual improvements to IFRS 2014, are effective from 1 January 2016.
| | - |  | --------------------------------------------------------------------



7



---

|                                                                          |  |     
|------------------------------------------------------------------------- |  | ----
|SABMiller plc 
Notes to the consolidated financial statements (continued) |  | LOGO



1. Accounting policies (continued)



|c) | Significant judgements and estimates
|-- | ------------------------------------

In determining and applying accounting policies, judgement is often required where the choice of specific policy, assumption or accounting estimate to be
followed could materially affect the reported results or net position of the group, should it later be determined that a different choice be more appropriate.

Management considers the following to be areas of significant judgement and estimation for the group due to greater complexity and/or particularly subject to the
exercise of judgement.



|(i) | Impairment reviews
|--- | ------------------

Goodwill
arising on business combinations is allocated to the relevant cash generating unit (CGU). Impairment reviews in respect of the relevant CGUs are performed at least annually or more regularly if events indicate that this is necessary. Impairment
reviews are based on future cash flows discounted using the weighted average cost of capital for the relevant country with terminal values calculated applying a long-term growth rate. The future cash flows which are based on business forecasts, the
long-term growth rates and the discount rates used are dependent on management estimates and judgements. Future events could cause the assumptions used in these impairment reviews to change with a consequent adverse impact on the results and net
position of the group. Details of the estimates used in the impairment reviews for the year are set out in note 10.



|(ii) | Taxation
|---- | --------

The group operates in
many countries and is subject to taxes in numerous jurisdictions. Significant judgement is required in determining the provision for taxes as the tax treatment is often by its nature complex, and cannot be finally determined until a formal
resolution has been reached with the relevant tax authority which may take several years to conclude. Amounts provided are accrued based on managements interpretation of country specific tax laws and the likelihood of settlement. Actual
liabilities could differ from the amount provided which could have a consequent adverse impact on the results and net position of the group.



|(iii) | Pension and post-retirement benefits
|----- | ------------------------------------

Pension accounting requires certain assumptions to be made in order to value the groups pension and post-retirement obligations in the balance sheet
and to determine the amounts to be recognised in the income statement and in other comprehensive income in accordance with IAS 19. The calculations of these obligations and charges are based on assumptions determined by management which include
discount rates, salary and pension inflation, healthcare cost inflation, and mortality rates. Details of the assumptions used are set out in note 30. The selection of different assumptions could affect the net position of the group and future
results.



|(iv) | Property, plant and equipment
|---- | -----------------------------

The
determination of the useful economic life and residual values of property, plant and equipment is subject to management estimation. The group regularly reviews all of its depreciation rates and residual values to take account of any changes in
circumstances, and any changes that could affect prospective depreciation charges and asset carrying values.



|(v) | Business combinations
|--- | ---------------------

On the
acquisition of a company or business, a determination of the fair value of the assets acquired and liabilities assumed, and the useful life of intangible assets and property, plant and equipment acquired is performed, which requires the application
of management judgement. Future events could cause the assumptions used by the group to change which could have a significant impact on the results and net position of the group.



|(vi) | Exceptional items
|---- | -----------------

Exceptional
items are expense or income items recorded in a period which have been determined by management as being material by their size or incidence and are presented separately within the results of the group. The determination of which items are disclosed
as exceptional items will affect the presentation of profit measures including EBITA and adjusted earnings per share, and requires a degree of judgement. Details relating to exceptional items reported during the year are set out in note 4.



|d) | Segmental reporting
|-- | -------------------

Operating
segments reflect the management structure of the group and the way performance is evaluated and resources allocated based on group net producer revenue and EBITA by the groups chief operating decision maker, defined as the executive directors.
The group is focused geographically, and while not meeting the definition of reportable segments, the group reports separately as segments South Africa: Hotels and Gaming and Corporate as this provides useful additional information. Segmental
performance is reported after the specific apportionment of attributable head office costs.

Following management changes effective 1 July 2014,
the groups Africa and South Africa: Beverages divisions have been consolidated into one division for management purposes. The results of the new combined Africa division have therefore been presented as a single segment. Comparatives have been
revised accordingly.



|e) | Basis of consolidation
|-- | ----------------------

SABMiller
plc (the company) is a public limited company incorporated in Great Britain and registered in England and Wales. The consolidated financial statements include the financial information of the subsidiary, associate and joint ventures owned by the
company.



|(i) | Subsidiaries
|--- | ------------

Subsidiaries are
entities controlled by the company. Control is where the company has power to vary the returns from its investment and exposure to the variability of those returns. Where the companys interest in subsidiaries is less than 100%, the share
attributable to outside shareholders is reflected in non-controlling interests. Subsidiaries are included in the financial statements from the date control commences until the date control ceases.



8



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|                                                                          |  |     
|------------------------------------------------------------------------- |  | ----
|SABMiller plc 
Notes to the consolidated financial statements (continued) |  | LOGO



1. Accounting policies (continued)



|e) | Basis of consolidation (continued)
|-- | ----------------------------------

|(i) | Subsidiaries (continued)
|--- | ------------------------



On the subsequent disposal or termination of a business, the results of the business are included in the
groups results up to the effective date of disposal. The profit or loss on disposal or termination is calculated after charging the amount of any related goodwill to the extent that it has not previously been taken to the income statement.

Intra-group balances, and any unrealised gains and losses or income and expenses arising from intra-group transactions, are eliminated in preparing
the consolidated financial statements. Unrealised losses are eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Some of the companys subsidiaries have a local statutory balance sheet date of 31 December. These are consolidated using management prepared
information on a basis coterminous with the companys balance sheet date.



|(ii) | Associates
|---- | ----------

Associates are
entities in which the group has a long-term interest and over which the group has directly or indirectly significant influence, where significant influence is the ability to influence the financial and operating policies of the entity.

The associate, Distell Group Ltd, has a statutory balance sheet date of 30 June. In respect of each year ending 31 March, this company is included
based on financial statements drawn up to the previous 31 December, but taking into account any changes in the subsequent period from 1 January to 31 March that would materially affect the results. All other associates are included on
a coterminous basis.



|(iii) | Joint ventures
|----- | --------------

The group has
assessed the nature of its joint arrangements and determined them to be joint ventures.

Joint ventures are contractual arrangements which the group
has entered into with one or more parties to undertake an economic activity that is subject to joint control. Joint control is the contractually agreed sharing of control over an economic activity, and exists only when decisions relating to the
relevant activities require the unanimous consent of the parties sharing the control.

The groups share of the recognised income and expenses
of associates and joint ventures are accounted for using the equity method from the date significant influence or joint control commences to the date it ceases based on present ownership interests.

The group recognises its share of associates and joint ventures post-tax results as a one line entry before profit before taxation in the
income statement and its share of associates and joint ventures equity movements as one line entries under each of items of other comprehensive income that will not be reclassified to profit or loss, and items of other comprehensive
income that may be reclassified to profit or loss, in the statement of comprehensive income.

When the groups interest in an associate or joint
venture has been reduced to nil because the groups share of losses exceeds its interest in the associate or joint venture, the group only provides for additional losses to the extent that it has incurred legal or constructive obligations to
fund such losses, or make payments on behalf of the associate or joint venture. Where the investment in an associate or joint venture is disposed, the investment ceases to be equity accounted.



|(iv) | Transactions with non-controlling interests
|---- | -------------------------------------------

Transactions with non-controlling interests are treated as transactions with equity owners of the group. For purchases from non-controlling interests, the
difference between any consideration paid and the relevant share acquired of the carrying value of net assets of the subsidiary is recorded in equity. Gains or losses on disposals to non-controlling interests are also recorded in equity where there
is no loss of control.



|(v) | Reduction in interests
|--- | ----------------------

When the
group ceases to have control, joint control or significant influence, any retained interest in the entity is remeasured to its fair value, with the change in carrying amount recognised in profit or loss. The fair value is the initial carrying amount
for the purposes of subsequently accounting for the retained interest as an associate, joint venture or financial asset. In addition, certain amounts previously recognised in other comprehensive income in respect of that entity are accounted for as
if the group had directly disposed of the related assets or liabilities. This may mean that certain amounts previously recognised in other comprehensive income are reclassified to profit or loss.

If the ownership interest in an associate is reduced but significant influence is retained, or if the ownership interest in a joint venture is reduced
but joint control is retained, only the proportionate share of the carrying amount of the investment and of the amounts previously recognised in other comprehensive income are reclassified to profit or loss where appropriate.



|f) | Foreign exchange
|-- | ----------------

|(i) | Foreign exchange translation
|--- | ----------------------------

Items included in the financial statements of each of the groups entities are measured using the currency of the primary economic environment in
which the entity operates (the functional currency). The consolidated financial statements are presented in US dollars which is the groups presentational currency.



9



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1. Accounting policies (continued)



|f) | Foreign exchange (continued)
|-- | ----------------------------

|(i) | Foreign exchange translation (continued)
|--- | ----------------------------------------



The key exchange rates to the US dollar used in preparing the consolidated financial statements were as
follows.



|                         |  |                          |       |  |                          |  |       |                          |  |  |       | 
|------------------------ |  | ------------------------ | ----- |  | ------------------------ |  | ----- | ------------------------ |  |  | ----- | 
|                         |  | Year ended
31 March 2015 |       |  | Year ended
31 March 2014 |  |       | Year ended
31 March 2013 | 
|Average rate             |  |                          |       |  |                          |  |       |                          |  |  |       | 
|Australian dollar (AUD)  |  |                          | 1.15  |  |                          |  | 1.07  |                          |  |  | 0.97  | 
|Colombian peso (COP)     |  |                          | 2,097 |  |                          |  | 1,920 |                          |  |  | 1,796 | 
|Czech koruna (CZK)       |  |                          | 21.56 |  |                          |  | 19.68 |                          |  |  | 19.65 | 
|Euro ()                 |  |                          | 0.78  |  |                          |  | 0.75  |                          |  |  | 0.78  | 
|Peruvian nuevo sol (PEN) |  |                          | 2.90  |  |                          |  | 2.77  |                          |  |  | 2.61  | 
|Polish zloty (PLN)       |  |                          | 3.26  |  |                          |  | 3.15  |                          |  |  | 3.26  | 
|South African rand (ZAR) |  |                          | 11.08 |  |                          |  | 10.13 |                          |  |  | 8.51  | 
|Turkish lira (TRY)       |  |                          | 2.22  |  |                          |  | 1.98  |                          |  |  | 1.80  | 
|Closing rate             |  |                          |       |  |                          |  |       |                          |  |  |       | 
|Australian dollar (AUD)  |  |                          | 1.31  |  |                          |  | 1.08  |                          |  |  | 0.96  | 
|Colombian peso (COP)     |  |                          | 2,576 |  |                          |  | 1,965 |                          |  |  | 1,832 | 
|Czech koruna (CZK)       |  |                          | 25.59 |  |                          |  | 19.90 |                          |  |  | 20.07 | 
|Euro ()                 |  |                          | 0.93  |  |                          |  | 0.73  |                          |  |  | 0.78  | 
|Peruvian nuevo sol (PEN) |  |                          | 3.10  |  |                          |  | 2.81  |                          |  |  | 2.59  | 
|Polish zloty (PLN)       |  |                          | 3.80  |  |                          |  | 3.03  |                          |  |  | 3.26  | 
|South African rand (ZAR) |  |                          | 12.13 |  |                          |  | 10.53 |                          |  |  | 9.24  | 
|Turkish lira (TRY)       |  |                          | 2.60  |  |                          |  | 2.14  |                          |  |  | 1.81  | 

The average exchange rates have been calculated based on the average of the exchange rates during the relevant year which
have been weighted according to the phasing of revenue of the groups businesses.



|(ii) | Transactions and balances
|---- | -------------------------

The
financial statements for each group company have been prepared on the basis that transactions in foreign currencies are recorded in their functional currency at the rate of exchange ruling at the date of the transaction. Monetary items denominated
in foreign currencies are retranslated at the rate of exchange ruling at the balance sheet date with the resultant translation differences being included in operating profit in the income statement other than those arising on financial assets and
liabilities which are recorded within net finance costs and those which are deferred in equity as qualifying cash flow hedges and qualifying net investment hedges. Translation differences on non-monetary assets such as equity investments classified
as available for sale assets are included in other comprehensive income.



|(iii) | Overseas subsidiaries, associates and joint ventures
|----- | ----------------------------------------------------

One-off items in the income and cash flow statements of overseas subsidiaries, associates and joint ventures expressed in currencies other than the US
dollar are translated to US dollars at the rates of exchange prevailing on the day of the transaction. All other items are translated at weighted average rates of exchange for the relevant reporting period. Assets and liabilities of these
undertakings are translated at closing rates of exchange at each balance sheet date. All translation exchange differences arising on the retranslation of opening net assets together with differences between income statements translated at average
and closing rates are recognised as a separate component of equity. For these purposes net assets include loans between group companies that form part of the net investment, for which settlement is neither planned nor likely to occur in the
foreseeable future. When a foreign operation is disposed of, any related exchange differences in equity are reclassified to the income statement as part of the gain or loss on disposal.

Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and
translated at the closing rate.



|(iv) | Hyperinflationary economies
|---- | ---------------------------

In
hyperinflationary economies, when translating the results of operations into US dollars, adjustments are made to local currency denominated non-monetary assets, liabilities, income statement and equity accounts to reflect the changes in purchasing
power. South Sudan was considered to be a hyperinflationary economy in the years ended 31 March 2013 and 2014. The effect of inflation accounting in South Sudan for the years ended 31 March 2013 and 31 March 2014 was not material.



|g) | Business combinations
|-- | ---------------------

|(i) | Subsidiaries
|--- | ------------

The acquisition
method is used to account for business combinations. The identifiable net assets (including intangibles) are incorporated into the financial statements on the basis of their fair value from the effective date of control, and the results of
subsidiary undertakings acquired during the financial year are included in the groups results from that date.

On the acquisition of a company
or business, fair values reflecting conditions at the date of acquisition are attributed to the identifiable assets (including intangibles), liabilities and contingent liabilities acquired. Fair values of these assets and liabilities are determined
by reference to market values, where available, or by reference to the current price at which similar assets could be acquired or similar obligations entered into, or by discounting expected future cash flows to present value, using either market
rates or the risk-free rates and risk-adjusted expected future cash flows.



10



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1. Accounting policies (continued)



|g) | Business combinations (continued)
|-- | ---------------------------------

|(i) | Subsidiaries (continued)
|--- | ------------------------



The consideration transferred is measured as the fair value of the assets given, equity instruments
issued and liabilities incurred or assumed at the date of the acquisition, and also includes the groups estimate of the fair value of any deferred consideration payable. Acquisition-related costs are expensed as incurred. Where the business
combination is achieved in stages and results in a change in control, the acquisition date fair value of the acquirers previously held equity interest in the acquiree is remeasured to fair value at the acquisition date through profit or loss.
Where the business combination agreement provides for an adjustment to the cost that is contingent on future events, the consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration
arrangement. On an acquisition by acquisition basis, the group recognises any non-controlling interest in the acquiree either at fair value or at the non-controlling interests proportionate share of the acquirees net assets.



|(ii) | Associates and joint ventures
|---- | -----------------------------

On
acquisition the investment in associates and joint ventures is recorded initially at cost. Subsequently, the carrying amount is increased or decreased to recognise the groups share of the associates and joint ventures income and
expenses after the date of acquisition.

Fair values reflecting conditions at the date of acquisition are attributed to the groups share of
identifiable assets (including intangibles), liabilities and contingent liabilities acquired. The consideration transferred is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date
of the acquisition, and also includes the groups estimate of the fair value of any deferred consideration payable.

The date significant
influence or joint control commences is not necessarily the same as the closing date or any other date named in the contract.



|(iii) | Goodwill
|----- | --------

Goodwill arising on
consolidation represents the excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the
identifiable assets (including intangibles), liabilities and contingent liabilities of the acquired entity at the date of acquisition. Where the fair value of the groups share of identifiable net assets acquired exceeds the fair value of the
consideration, the difference is recognised immediately in the income statement.

Goodwill is stated at cost less impairment losses and is reviewed
for impairment on an annual basis. Any impairment identified is recognised immediately in the income statement and is not reversed.

The carrying
amount of goodwill in respect of associates and joint ventures is included in the carrying value of the investment in the associate or joint venture.



|h) | Intangible assets
|-- | -----------------

Intangible
assets are stated at cost less accumulated amortisation on a straight-line basis (if applicable) and impairment losses. Cost is usually determined as the amount paid by the group, unless the asset has been acquired as part of a business combination.
Intangible assets acquired as part of a business combination are recognised at their fair value at the date of acquisition. Amortisation is included within net operating expenses in the income statement. Internally generated intangibles are not
recognised except for computer software and applied development costs referred to under computer software and research and development below.

Intangible assets with finite lives are amortised over their estimated useful economic lives, and only tested for impairment where there is a triggering
event. The group regularly reviews all of its amortisation rates and residual values to take account of any changes in circumstances. The directors assessment of the useful life of intangible assets is based on the nature of the asset
acquired, the durability of the products to which the asset attaches and the expected future impact of competition on the business.



|(i) | Brands
|--- | ------

Brands are recognised as
an intangible asset where the brand has a long-term value. Acquired brands are only recognised where title is clear or the brand could be sold separately from the rest of the business and the earnings attributable to it are separately identifiable.

Acquired brands are amortised. In respect of brands currently held the amortisation period is 10 to 40 years, being the period for which the group
has exclusive rights to those brands, up to a maximum of 40 years.



|(ii) | Contract brewing and other licences recognised as part of a business combination
|---- | --------------------------------------------------------------------------------

Contractual arrangements for contract brewing and competitor licensing arrangements are recognised as an intangible asset at a fair value representing the
remaining contractual period with an assumption about the expectation that such a contract will be renewed, together with a valuation of this extension.



Acquired licences or contracts are amortised. In respect of licences or contracts currently held, the amortisation period is the period for which the
group has exclusive rights to these assets or income streams.



|(iii) | Customer lists and distributor relationships recognised as part of a business combination
|----- | -----------------------------------------------------------------------------------------

The fair value of businesses acquired may include customer lists and distributor relationships. These are recognised as intangible assets and are
calculated by discounting the future revenue stream attributable to these lists or relationships.

Acquired customer lists or distributor
relationships are amortised. In respect of contracts currently held, the amortisation period is the period for which the group has the benefit of these assets.



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1. Accounting policies (continued)



|h) | Intangible assets (continued)
|-- | -----------------------------



(iv) Computer software

Where computer software is not an integral part of a related item of property, plant and equipment, the software is capitalised as an intangible asset.

Acquired computer software licences are capitalised on the basis of the costs incurred to acquire and bring them to use. Direct costs associated
with the production of identifiable and unique internally generated software controlled by the group that will probably generate economic benefits exceeding costs beyond one year are capitalised. Direct costs include software development employment
costs (including those of contractors used), capitalised interest and an appropriate portion of overheads. Capitalised computer software, licence and development costs are amortised over their useful economic lives of between three and eight years.
Internally generated costs associated with maintaining computer software programmes are expensed as incurred.



|(v) | Research and development
|--- | ------------------------

Research
and general development expenditure is written off in the period in which it is incurred.

Certain applied development costs are only capitalised as
internally generated intangible assets where there is a clearly defined project, separately identifiable expenditure, an outcome assessed with reasonable certainty (in terms of feasibility and commerciality), expected revenues exceed expected costs
and the group has the resources to complete the task. Such assets are amortised on a straight-line basis over their useful lives once the project is complete.



|i) | Property, plant and equipment
|-- | -----------------------------

Property, plant and equipment are stated at cost net of accumulated depreciation and any impairment losses.

Cost includes expenditure that is directly attributable to the acquisition of the assets. Subsequent costs are included in the assets carrying
value or recognised as a separate asset as appropriate, only when it is probable that future economic benefits associated with the specific asset will flow to the group and the cost can be measured reliably. Repairs and maintenance costs are charged
to the income statement during the financial period in which they are incurred.



|(i) | Assets in the course of construction
|--- | ------------------------------------

Assets in the course of construction are carried at cost less any impairment loss. Cost includes professional fees and for qualifying assets certain
borrowing costs as determined below. When these assets are ready for their intended use, they are transferred into the appropriate category. At this point, depreciation commences on the same basis as on other property, plant and equipment.



|(ii) | Assets held under finance leases
|---- | --------------------------------

Assets held under finance leases which result in the group bearing substantially all the risks and rewards incidental to ownership are capitalised as
property, plant and equipment. Finance lease assets are initially recognised at an amount equal to the lower of their fair value and the present value of the minimum lease payments at inception of the lease, then depreciated over the lower of the
lease term or their useful lives. The capital element of future obligations under the leases is included as a liability in the balance sheet classified, as appropriate, as a current or non-current liability. The interest element of the lease
obligations is charged to the income statement over the period of the lease term to reflect a constant rate of interest on the remaining balance of the obligation for each financial period.



|(iii) | Returnable containers
|----- | ---------------------

Returnable
containers in circulation are recorded within property, plant and equipment at cost net of accumulated depreciation less any impairment loss.

Depreciation of returnable bottles and containers is recorded to write the containers off over the course of their economic life. This is typically
undertaken in a two stage process:

|● |  | the excess over deposit value is written down over a period of one to 10 years.
|- |  | -------------------------------------------------------------------------------

|● |  | provisions are made against the deposit values for breakages and losses in trade together with a design obsolescence provision held to write off the deposit
value over the expected container design period - which is a period of no more than 14 years from the inception of a container design. This period is shortened where appropriate by reference to market dynamics and the ability of the entity to use
containers for different brands.
|- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|(iv) | Depreciation
|---- | ------------

No depreciation is
provided on freehold land or assets in the course of construction. In respect of all other property, plant and equipment, depreciation is provided on a straight-line basis at rates calculated to write off the cost, less the estimated residual value,
of each asset over its expected useful life as follows.



|                                                                            |  |                                             
|--------------------------------------------------------------------------- |  | --------------------------------------------
|Freehold buildings                                                          |  | 20 - 50 years                               
|Leasehold buildings                                                         |  | Shorter of the lease term or 50 years       
|Plant, vehicles and systems                                                 |  | 2 - 30 years                                
|Returnable containers (non-returnable containers are recorded as inventory) |  | 1 - 14 years                                
|Assets held under finance leases                                            |  | Lower of the lease term or life of the asset

The group regularly reviews all of its depreciation rates and residual values to take account of any changes in circumstances. When
setting useful economic lives, the principal factors the group takes into account are the expected rate of technological developments, expected market requirements for the equipment and the intensity at which the assets are expected to be used.

The profit or loss on the disposal of an asset is the difference between the disposal proceeds and the net book amount.



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1. Accounting policies (continued)



|i) | Property, plant and equipment (continued)
|-- | -----------------------------------------



(v) Capitalisation of borrowing costs

Financing costs incurred, before tax, on major capital projects during the period of development or construction that necessarily take a substantial
period of time to be developed for their intended use, are capitalised up to the time of completion of the project.



|j) | Advance payments made to customers (principally hotels, restaurants, bars and clubs)
|-- | ------------------------------------------------------------------------------------

Advance payments made to customers are conditional on the achievement of contracted sales targets or marketing commitments. The group records such
payments as prepayments initially at fair value and amortises them in the income statement over the relevant period to which the customer commitment is made (typically three to five years). These prepayments are recorded net of any impairment
losses.

Where there is a volume target the amortisation of the advance is included in sales discounts as a reduction to revenue and where there are
specific marketing activities/commitments the amortisation is included as an operating expense. The amounts capitalised are reassessed annually for achievement of targets and are impaired where there is objective evidence that the targets will not
be achieved.

Assets held at customer premises are included within property, plant and equipment and are depreciated in line with group policies on
similar assets.



|k) | Inventories
|-- | -----------

Inventories are
stated at the lower of cost incurred in bringing each product to its present location and condition, and net realisable value, as follows.



|● |  | raw materials, consumables and goods for resale: Purchase cost net of discounts and rebates on a first-in first-out basis (FIFO).
|- |  | ---------------------------------------------------------------------------------------------------------------------------------

|● |  | finished goods and work in progress: Raw material cost plus direct costs and a proportion of manufacturing overhead expenses on a FIFO basis.
|- |  | ---------------------------------------------------------------------------------------------------------------------------------------------

Net realisable value is based on estimated selling price less further costs expected to be incurred to completion and disposal.
Costs of inventories include the transfer from equity of any gains or losses on matured qualifying cash flow hedges of purchases of raw materials.



|l) | Financial assets and financial liabilities
|-- | ------------------------------------------

Financial assets and financial liabilities are initially recorded at fair value (plus any directly attributable transaction costs, except in the case of
those classified at fair value through profit or loss). For those financial instruments that are not subsequently held at fair value, the group assesses whether there is any objective evidence of impairment at each balance sheet date.

Financial assets are recognised when the group has rights or other access to economic benefits. Such assets consist of cash, equity instruments, a
contractual right to receive cash or another financial asset, or a contractual right to exchange financial instruments with another entity on potentially favourable terms. Financial assets are derecognised when the right to receive cash flows from
the asset have expired or have been transferred and the group has transferred substantially all risks and rewards of ownership.

Financial
liabilities are recognised when there is an obligation to transfer benefits and that obligation is a contractual liability to deliver cash or another financial asset or to exchange financial instruments with another entity on potentially
unfavourable terms. Financial liabilities are derecognised when they are extinguished, that is discharged, cancelled or expired.

If a legally
enforceable right exists to set off recognised amounts of financial assets and liabilities, which are in determinable monetary amounts, and there is the intention to settle net, the relevant financial assets and liabilities are offset.

Interest costs are charged to the income statement in the year in which they accrue. Premiums or discounts arising from the difference between the net
proceeds of financial instruments purchased or issued and the amounts receivable or repayable at maturity are included in the effective interest calculation and taken to net finance costs over the life of the instrument.

There are four categories of financial assets and financial liabilities. These are described as follows:



|(i) | Financial assets and financial liabilities at fair value through profit or loss
|--- | -------------------------------------------------------------------------------

Financial assets and financial liabilities at fair value through profit or loss include derivative assets and derivative liabilities not designated as
effective hedging instruments.

All gains or losses arising from changes in the fair value of financial assets or financial liabilities within this
category are recognised in the income statement.



|a. | Derivative financial assets and financial liabilities
|-- | -----------------------------------------------------

Derivative financial assets and financial liabilities are financial instruments whose value changes in response to an underlying variable, require little
or no initial investment and are settled in the future.

These include derivatives embedded in host contracts. Such embedded derivatives need not be
accounted for separately if the host contract is already fair valued; if it is not considered as a derivative if it was freestanding; or if it can be demonstrated that it is closely related to the host contract. There are certain currency exemptions
which the group has applied to these rules which limit the need to account for certain potential embedded foreign exchange derivatives. These are: if a contract is denominated in the functional currency of either party; where that currency is
commonly used in international trade of the good traded; or if it is commonly used for local transactions in an economic environment.



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1. Accounting policies (continued)



|l) | Financial assets and financial liabilities (continued)
|-- | ------------------------------------------------------



|(i) | Financial assets and financial liabilities at fair value through profit or loss (continued)
|--- | -------------------------------------------------------------------------------------------

|a. | Derivative financial assets and financial liabilities (continued)
|-- | -----------------------------------------------------------------



Derivative financial assets and liabilities are analysed between current and non-current assets and
liabilities on the face of the balance sheet, depending on when they are expected to mature.

For derivatives that have not been designated to a
hedging relationship, all fair value movements are recognised immediately in the income statement. (See note x for the groups accounting policy on hedge accounting.)



|(ii) | Loans and receivables
|---- | ---------------------

Loans and
receivables are non-derivative financial assets with fixed or determinable payments that are not quoted on an active market. They arise when the group provides money, goods or services directly to a debtor with no intention of trading the
receivable. They are included in current assets, except for maturities of greater than 12 months after the balance sheet date which are classified as non-current assets. Loans and receivables are initially recognised at fair value including
originating fees and transaction costs, and subsequently measured at amortised cost using the effective interest method less provision for impairment. Loans and receivables include trade receivables, amounts owed by associates, amounts owed by joint
ventures  trade, accrued income and cash and cash equivalents.



|a. | Trade receivables
|-- | -----------------

Trade
receivables are initially recognised at fair value and subsequently measured at amortised cost less provision for impairment.

A provision for
impairment of trade receivables is established when there is objective evidence that the group will not be able to collect all amounts due according to the terms of the receivables. The amount of the provision is the difference between the
assets carrying value and the present value of the estimated future cash flows discounted at the original effective interest rate. This provision is recognised in the income statement.



|b. | Cash and cash equivalents
|-- | -------------------------

In the
consolidated balance sheet, cash and cash equivalents includes cash in hand, bank deposits repayable on demand and other short-term highly liquid investments with original maturities of three months or less. In the consolidated cash flow statement,
cash and cash equivalents also includes bank overdrafts which are shown within borrowings in current liabilities on the balance sheet.



|(iii) | Available for sale investments
|----- | ------------------------------

Available for sale investments are non-derivative financial assets that are either designated in this category or not classified as financial assets at
fair value through profit or loss, or loans and receivables. Investments in this category are included in non-current assets unless management intends to dispose of the investment within 12 months of the balance sheet date. They are initially
recognised at fair value plus transaction costs and are subsequently remeasured at fair value and tested for impairment. Gains and losses arising from changes in fair value including any related foreign exchange movements are recognised in other
comprehensive income. On disposal or impairment of available for sale investments, any gains or losses in other comprehensive income are reclassified to the income statement.

Purchases and sales of investments are recognised on the date on which the group commits to purchase or sell the asset. Investments are derecognised when
the rights to receive cash flows from the investments have expired or have been transferred and the group has transferred substantially all risks and rewards of ownership.



|(iv) | Financial liabilities held at amortised cost
|---- | --------------------------------------------

Financial liabilities held at amortised cost include trade payables, accruals, amounts owed to associates, amounts owed to joint ventures  trade,
other payables and borrowings.



|a. | Trade payables
|-- | --------------

Trade payables are
initially recognised at fair value and subsequently measured at amortised cost using the effective interest method. Trade payables are analysed between current and non-current liabilities on the face of the balance sheet, depending on when the
obligation to settle will be realised.



|b. | Borrowings
|-- | ----------

Borrowings are
recognised initially at fair value, net of transaction costs, and are subsequently stated at amortised cost and include accrued interest and prepaid interest. Borrowings are classified as current liabilities unless the group has an unconditional
right to defer settlement of the liability for at least 12 months from the balance sheet date. Borrowings classified as hedged items are subject to hedge accounting requirements (see note x). Bank overdrafts are shown within borrowings in current
liabilities and are included within cash and cash equivalents on the face of the cash flow statement as they form an integral part of the groups cash management.



|m) | Impairment
|-- | ----------

This policy covers all
assets except inventories (see note k), financial assets (see note l), non-current assets classified as held for sale (see note n), and deferred tax assets (see note u).

Impairment reviews are performed by comparing the carrying value of the non-current asset with its recoverable amount, being the higher of the fair value
less costs of disposal and value in use. The fair value less costs of disposal is considered to be the amount that could be obtained on disposal of the asset, and therefore is determined from a market participant perspective. The recoverable amount
under both calculations is determined by discounting the future post-tax cash flows generated from continuing use of the cash generating unit (CGU) using a post-tax discount rate. For value in use, this closely approximates applying pre-tax discount
rates to pre-tax cash flows. Where a potential impairment is identified using post-tax cash flows and post-tax discount rates, the impairment review is reperformed on a pre-tax basis in order to determine the impairment loss to be recorded. Fair
value less costs of disposal calculations are prepared on a post-tax basis, and are classified as level 3 in the fair value hierarchy.



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1. Accounting policies (continued)



|m) | Impairment (continued)
|-- | ----------------------



Where the asset does not generate cash flows that are independent from the cash flows of other assets,
the group estimates the recoverable amount of the CGU to which the asset belongs. For the purpose of conducting impairment reviews, CGUs are considered to be groups of assets that have separately identifiable cash flows. They also include those
assets and liabilities directly involved in producing the income and a suitable proportion of those used to produce more than one income stream.

An
impairment loss is taken first against any specifically impaired assets. Where an impairment is recognised against a CGU, the impairment is first taken against goodwill balances and if there is a remaining loss it is set against the remaining
intangible and tangible assets on a pro-rata basis.

Should circumstances or events change and give rise to a reversal of a previous impairment loss,
the reversal is recognised in the income statement in the period in which it occurs and the carrying value of the asset is increased. The increase in the carrying value of the asset is restricted to the amount that it would have been had the
original impairment not occurred. Impairment losses in respect of goodwill are irreversible.

Goodwill is tested annually for impairment. Assets
subject to amortisation or depreciation are reviewed for impairment if circumstances or events change to indicate that the carrying value may not be fully recoverable.



|n) | Non-current assets (or disposal groups) held for sale
|-- | -----------------------------------------------------

Non-current assets and all assets and liabilities classified as held for sale are measured at the lower of carrying value and fair value less costs of
disposal.

Such assets are classified as held for sale if their carrying amount will be recovered through a sale transaction rather than through
continued use. This condition is regarded as met only when a sale is highly probable, the asset or disposal group is available for immediate sale in its present condition and when management is committed to the sale which is expected to qualify for
recognition as a completed sale within one year from date of classification.



|o) | Provisions
|-- | ----------

Provisions are
recognised when there is a present obligation, whether legal or constructive, as a result of a past event for which it is probable that a transfer of economic benefits will be required to settle the obligation and a reliable estimate can be made of
the amount of the obligation. Such provisions are calculated on a discounted basis where the effect is material to the original undiscounted provision. The carrying amount of the provision increases in each period to reflect the passage of time and
the unwinding of the discount and the movement is recognised in the income statement within net finance costs.

Restructuring provisions comprise
lease termination penalties and employee termination payments. Provisions are not recognised for future operating losses. Provisions are recognised for onerous contracts where the unavoidable cost exceeds the expected benefit.



|p) | Share capital
|-- | -------------

Ordinary shares are
classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.



|q) | Investments in own shares (treasury and shares held by employee benefit trusts)
|-- | -------------------------------------------------------------------------------

Shares held by employee share ownership plans, employee benefit trusts and in treasury are treated as a deduction from equity until the shares are
cancelled, reissued, or disposed.

Purchases of such shares are classified in the cash flow statement as a purchase of own shares for share trusts or
purchase of own shares for treasury within net cash from financing activities.

Where such shares are subsequently sold or reissued, any
consideration received, net of any directly attributable incremental costs and related tax effects, is included in equity attributable to the companys equity shareholders.



|r) | Revenue recognition
|-- | -------------------

|(i) | Sale of goods and services
|--- | --------------------------

Revenue represents the fair value of consideration received or receivable for goods and services provided to third parties and is recognised when the
risks and rewards of ownership are substantially transferred.

The group presents revenue gross of excise duties because unlike value added tax,
excise is not directly related to the value of sales. It is not generally recognised as a separate item on invoices, increases in excise are not always directly passed on to customers, and the group cannot reclaim the excise where customers do not
pay for product received. The group therefore considers excise as a cost to the group and reflects it as a production cost. Consequently, any excise that is recovered in the sale price is included in revenue.

Revenue excludes value added tax. It is stated net of price discounts, promotional discounts, settlement discounts and after an appropriate amount has
been provided to cover the sales value of credit notes yet to be issued that relate to the current and prior periods.

The same recognition criteria
also apply to the sale of by-products and waste (such as spent grain, malt dust and yeast) with the exception that these are included within other income.



|(ii) | Interest income
|---- | ---------------

Interest income
is recognised on an accruals basis using the effective interest method.

When a receivable is impaired the group reduces the carrying amount to its
recoverable amount by discounting the estimated future cash flows at the original effective interest rate, and continuing to unwind the discount as interest income.



15



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1. Accounting policies (continued)



|r) | Revenue recognition (continued)
|-- | -------------------------------



|(iii) | Royalty income
|----- | --------------

Royalty income is
recognised on an accruals basis in accordance with the relevant agreements and is included in other income.



|(iv) | Dividend income
|---- | ---------------

Dividend income
is recognised when the right to receive payment is established.



|s) | Operating leases
|-- | ----------------

Rentals paid and
incentives received on operating leases are charged or credited to the income statement on a straight-line basis over the lease term.



|t) | Exceptional items
|-- | -----------------

Where certain
expense or income items recorded in a period are material by their size or incidence, the group reflects such items as exceptional items within a separate line on the income statement except for those exceptional items that relate to associates,
joint ventures, net finance costs and tax. (Associates and joint ventures net finance costs and tax exceptional items are only referred to in the notes to the consolidated financial statements.)

Exceptional items are also summarised in the segmental analyses, excluding those that relate to net finance costs and tax.

The group presents alternative earnings per share calculations on a headline and adjusted basis. The adjusted earnings per share figure excludes the
impact of amortisation of intangible assets (excluding computer software), certain non-recurring items and post-tax exceptional items in order to present an additional measure of performance for the years shown in the consolidated financial
statements. Headline earnings per share is calculated in accordance with the South African Circular 2/2013 entitled Headline Earnings which forms part of the listing requirements for the JSE Ltd (JSE).



|u) | Taxation
|-- | --------

The tax expense for the
period comprises current and deferred tax. Tax is recognised in the income statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity, in which case it is recognised in other comprehensive
income or directly in equity, respectively.

Current tax expense is based on the results for the period as adjusted for items that are not taxable or
not deductible. The groups liability for current taxation is calculated using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax is provided in full using the liability method, in respect of all temporary differences arising between the tax bases of assets and
liabilities and their carrying values in the consolidated financial statements, except where the temporary difference arises from goodwill (in the case of deferred tax liabilities) or from the initial recognition (other than a business combination)
of other assets and liabilities in a transaction that affects neither accounting nor taxable profit.

Deferred tax liabilities are recognised where
the carrying value of an asset is greater than its tax base, or where the carrying value of a liability is less than its tax base. Deferred tax is recognised in full on temporary differences arising from investment in subsidiaries, associates and
joint ventures, except where the timing of the reversal of the temporary difference is controlled by the group and it is probable that the temporary difference will not reverse in the foreseeable future. This includes taxation in respect of the
retained earnings of overseas subsidiaries only to the extent that, at the balance sheet date, dividends have been accrued as receivable or a binding agreement to distribute past earnings in future periods has been entered into by the subsidiary.
Deferred income tax is also recognised in respect of the unremitted retained earnings of overseas associates and joint ventures as the group is not able to determine when such earnings will be remitted and when such additional tax such as
withholding taxes might be payable.

A net deferred tax asset is regarded as recoverable and therefore recognised only when, on the basis of all
available evidence, it is expected that sufficient existing taxable temporary differences will reverse in the future or there will be sufficient taxable profit available against which the temporary differences (including carried forward tax losses)
can be utilised.

Deferred tax is measured at the tax rates expected to apply in the periods in which the timing differences are expected to reverse
based on tax rates and laws that have been enacted or substantively enacted at balance sheet date. Deferred tax is measured on a non-discounted basis.



|v) | Dividend distributions
|-- | ----------------------

Dividend
distributions to equity holders of the parent are recognised as a liability in the groups financial statements in the period in which the dividends are approved by the companys shareholders. Interim dividends are recognised when paid.
Dividends declared after the balance sheet date are not recognised, as there is no present obligation at the balance sheet date.



|w) | Employee benefits
|-- | -----------------

|(i) | Wages and salaries
|--- | ------------------

Wages and
salaries for current employees are recognised in the income statement as the employees services are rendered.



|(ii) | Vacation and long-term service awards costs
|---- | -------------------------------------------

The group recognises a liability and an expense for accrued vacation pay when such benefits are earned and not when these benefits are paid.

The group also recognises a liability and an expense for long-term service awards where cash is paid to the employee at certain milestone dates in a
career with the group. Such accruals are appropriately discounted to reflect the future payment dates at discount rates determined by reference to local high quality corporate bonds.



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1. Accounting policies (continued)



|w) | Employee benefits (continued)
|-- | -----------------------------



|(iii) | Profit-sharing and bonus plans
|----- | ------------------------------

The group recognises a liability and an expense for bonuses and profit-sharing, based on a formula that takes into consideration the profit attributable
to the companys shareholders after certain adjustments.

The group recognises a provision where contractually obliged or where there is a past
practice that has created a constructive obligation. At a mid-year point an accrual is maintained for the appropriate proportion of the expected bonuses which would become payable at the year end.



|(iv) | Share-based compensation
|---- | ------------------------

The
group operates a variety of equity-settled share-based compensation plans.

The equity-settled plans comprise share option and stock appreciation
rights plans (with and without market performance conditions attached), performance share award plans (with and without market performance conditions attached) and awards related to the employee element of the Broad-Based Black Economic Empowerment
(BBBEE) scheme in South Africa. An expense is recognised to spread the fair value of each award over the vesting period on a straight-line basis, after allowing for an estimate of the share awards that will eventually vest. A corresponding
adjustment is made to equity over the remaining vesting period. The estimate of the level of vesting is reviewed at least annually, with any impact on the cumulative charge being recognised immediately. In addition the group has granted an
equity-settled share-based payment to retailers in relation to the retailer element of the BBBEE scheme. A one-off charge has been recognised based on the fair value at the grant date with a corresponding adjustment to equity. The charge will not be
adjusted in the future.

The charges are based on the fair value of the awards as at the date of grant, as calculated by various binomial model
calculations and Monte Carlo simulations.

The charges are not reversed if the options and awards are not exercised because the market value of the
shares is lower than the option price at the date of grant.

The proceeds received net of any directly attributable transaction costs are credited to
share capital (nominal value) and share premium when the options are exercised.

For cash-settled plans a liability is recognised at fair value in
the balance sheet over the vesting period with a corresponding charge to the income statement. The liability is remeasured at each reporting date, on an actuarial basis using the analytic method, to reflect the revised fair value and to adjust for
changes in assumptions such as leavers. Changes in the fair value of the liability are recognised in the income statement. Actual settlement of the liability will be at its intrinsic value with the difference recognised in the income statement.



|(v) | Pension obligations
|--- | -------------------

The group has
both defined benefit and defined contribution plans.

The liability recognised in the balance sheet in respect of defined benefit pension plans is
the present value of the defined benefit obligation at the balance sheet date less the fair value of plan assets. The defined benefit obligation is calculated annually by independent actuaries using the projected unit credit method. The present
value of the defined benefit obligation is determined by discounting the estimated future cash outflows using interest rates of high-quality corporate bonds that are denominated in the currency in which the benefits will be paid, and that have terms
to maturity approximating to the terms of the related pension liability.

Actuarial gains and losses arising from experience adjustments and changes
in actuarial assumptions are recognised in full and are charged or credited to equity in other comprehensive income in the period in which they arise.

The current service cost, the net interest cost, any past service costs and the effect of any curtailments and settlements are recognised in operating
costs in the income statement.

The contributions to defined contribution plans are recognised as an expense as the costs become payable. The
contributions are recognised as employee benefit expense when they are due. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in the future payments is available.



|(vi) | Other post-employment obligations
|---- | ---------------------------------

Some group companies provide post-retirement healthcare benefits to qualifying employees. The expected costs of these benefits are assessed in accordance
with the advice of qualified actuaries and contributions are made to the relevant funds over the expected service lives of the employees entitled to those funds. Actuarial gains and losses arising from experience adjustments, and changes in
actuarial assumptions are recognised in full and are charged or credited to equity in other comprehensive income in the period in which they arise. These obligations are valued annually by independent qualified actuaries.



|(vii) | Termination benefits
|----- | --------------------

Termination
benefits are payable when employment is terminated before the normal retirement date, or whenever an employee accepts voluntary redundancy in exchange for these benefits. The group recognises termination benefits when it is demonstrably committed to
terminating the employment of current employees according to a detailed formal plan without possibility of withdrawal, or providing termination benefits as a result of an offer made to encourage voluntary redundancy. Benefits falling due more than
12 months after balance sheet date are discounted to present value in a similar manner to all long-term employee benefits.



17



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 Notes to the consolidated financial statements (continued) |  | LOGO





1. Accounting policies (continued)



|x) | Derivative financial instruments  hedge accounting
|-- | ---------------------------------------------------

Financial assets and financial liabilities at fair value through profit or loss include all derivative financial instruments. The derivative instruments
used by the group, which are used solely for hedging purposes (i.e. to offset foreign exchange, commodity price and interest rate risks), comprise interest rate swaps, cross currency swaps, forward foreign exchange contracts, commodity contracts and
other specific instruments as necessary under the approval of the board. Such derivative instruments are used to alter the risk profile of an existing underlying exposure of the group in line with the groups risk management policies. The group
also has derivatives embedded in other contracts, primarily cross border foreign currency supply contracts for raw materials.

Derivatives are
initially recorded at fair value on the date a derivative contract is entered into and are subsequently remeasured at their fair value. The method of recognising the resulting gain or loss depends on whether the derivative is designated as a hedging
instrument, and if so, the nature of the hedging relationship.

In order to qualify for hedge accounting, the group is required to document at
inception the relationship between the hedged item and the hedging instrument as well as its risk management objectives and strategy for undertaking hedging transactions. The group is also required to document and demonstrate that the relationship
between the hedged item and the hedging instrument will be highly effective. This effectiveness test is reperformed at each period end to ensure that the hedge has remained and will continue to remain highly effective.

The group designates certain derivatives as either: hedges of the fair value of recognised assets or liabilities or a firm commitment (fair value hedge);
hedges of highly probable forecast transactions or commitments (cash flow hedge); or hedges of net investments in foreign operations (net investment hedge).



|(i) | Fair value hedges
|--- | -----------------

Fair value
hedges comprise derivative financial instruments designated in a hedging relationship to manage the groups interest rate risk and foreign exchange risk to which the fair value of certain assets and liabilities are exposed. Changes in the fair
value of the derivative offset the relevant changes in the fair value of the underlying hedged item attributable to the hedged risk in the income statement in the period incurred.

Gains or losses on fair value hedges that are regarded as highly effective are recorded in the income statement together with the gain or loss on the
hedged item attributable to the hedged risk.



|(ii) | Cash flow hedges
|---- | ----------------

Cash flow hedges
comprise derivative financial instruments designated in a hedging relationship to manage currency and interest rate risk to which the cash flows of certain assets and liabilities are exposed. The effective portion of changes in the fair value of the
derivative that is designated and qualifies for hedge accounting is recognised in other comprehensive income. The ineffective portion is recognised immediately in the income statement. Amounts accumulated in equity are reclassified to the income
statement in the period in which the hedged item affects profit or loss. However, where a forecasted transaction results in a non-financial asset or liability, the accumulated fair value movements previously deferred in equity are included in the
initial cost of the asset or liability.



|(iii) | Hedges of net investments in foreign operations
|----- | -----------------------------------------------

Hedges of net investments in foreign operations comprise either foreign currency borrowings or derivatives (typically forward exchange contracts and cross
currency swaps) designated in a hedging relationship.

Gains or losses on hedging instruments that are regarded as highly effective are recognised in
other comprehensive income. These largely offset foreign currency gains or losses arising on the translation of net investments that are recorded in equity, in the foreign currency translation reserve. The ineffective portion of gains or losses on
hedging instruments is recognised immediately in the income statement. Amounts accumulated in equity are only reclassified to the income statement upon disposal of the net investment.

Where a derivative ceases to meet the criteria of being a hedging instrument or the underlying exposure which it is hedging is sold, matures or is
extinguished, hedge accounting is discontinued and amounts previously recorded in equity are reclassified to the income statement. A similar treatment is applied where the hedge is of a future transaction and that transaction is no longer likely to
occur. When the hedge is discontinued due to ineffectiveness, hedge accounting is discontinued prospectively.

Certain derivative instruments, while
providing effective economic hedges under the groups policies, are not designated as hedges. Changes in the fair value of any derivative instruments that do not qualify or have not been designated as hedges are recognised immediately in the
income statement. The group does not hold or issue derivative financial instruments for speculative purposes.



|y) | Deposits by customers
|-- | ---------------------

Returnable
containers in circulation are recorded within property, plant and equipment and a corresponding liability is recorded in respect of the obligation to repay the customers deposits. Deposits paid by customers for branded returnable containers
are reflected in the balance sheet within current liabilities. Any estimated liability that may arise in respect of deposits for unbranded containers is shown in provisions.



|z) | Earnings per share
|-- | ------------------

Basic earnings
per share represents the profit on ordinary activities after taxation attributable to the equity shareholders of the parent entity, divided by the weighted average number of ordinary shares in issue during the year, less the weighted average number
of ordinary shares held in the groups employee benefit trusts and in treasury during the year.

Diluted earnings per share represents the
profit on ordinary activities after taxation attributable to the equity shareholders of the parent, divided by the weighted average number of ordinary shares in issue during the year, less the weighted average number of ordinary shares held in the
groups employee benefit trusts and in treasury during the year, plus the weighted average number of dilutive shares resulting from share options and other potential ordinary shares outstanding during the year.



18



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 Notes to the consolidated financial statements (continued) |  | LOGO



2. Segmental analysis

Operating segments reflect the management structure of the group and the way performance is evaluated and resources allocated based on group NPR and EBITA by the
groups chief operating decision maker, defined as the executive directors. Following management changes effective 1 July 2014 the groups Africa and South Africa: Beverages divisions have been consolidated into one division for
management purposes. The results of the new combined Africa division have therefore been presented as a single reportable segment and comparatives have been revised accordingly. The group is focused geographically and, while not meeting the
definition of reportable segments, the group reports separately as segments Corporate and South Africa: Hotels and Gaming as this provides useful additional information.

The segmental information presented below includes the reconciliation of GAAP measures presented on the face of the income statement to non-GAAP measures which are used
by management to analyse the groups performance.

Income statement



|                                                                                                                     |  |                   |        |  |                |  |       |                   |  |  |                |  |  |                    |       |   |                    |  |        |  |  |  |       | 
|-------------------------------------------------------------------------------------------------------------------- |  | ----------------- | ------ |  | -------------- |  | ----- | ----------------- |  |  | -------------- |  |  | ------------------ | ----- | - | ------------------ |  | ------ |  |  |  | ----- | 
|                                                                                                                     |  | GroupNPR2015
US$m |        |  | EBITA2015
US$m |  |       | GroupNPR2014 US$m |  |  | EBITA2014 US$m |  |  | Group NPR2013 US$m |       |   | EBITA  2013   US$m | 
|                                                                                                                     | 
|                                                                                                                     |  |                   |        |  |                | 
|Latin America                                                                                                        |  |                   | 5,768  |  |                |  | 2,224 |                   |  |  | 5,745          |  |  |                    | 2,192 |   |                    |  | 5,802  |  |  |  | 2,112 | 
|                                                                                                                     |  |                   |        |  |                | 
|Africa                                                                                                               |  |                   | 7,462  |  |                |  | 1,907 |                   |  |  | 7,421          |  |  |                    | 1,954 |   |                    |  | 7,765  |  |  |  | 1,957 | 
|                                                                                                                     |  |                   |        |  |                | 
|Asia Pacific                                                                                                         |  |                   | 3,867  |  |                |  | 768   |                   |  |  | 3,944          |  |  |                    | 845   |   |                    |  | 4,005  |  |  |  | 854   | 
|                                                                                                                     |  |                   |        |  |                | 
|Europe                                                                                                               |  |                   | 4,398  |  |                |  | 700   |                   |  |  | 4,574          |  |  |                    | 703   |   |                    |  | 4,300  |  |  |  | 784   | 
|                                                                                                                     |  |                   |        |  |                | 
|North America                                                                                                        |  |                   | 4,682  |  |                |  | 858   |                   |  |  | 4,665          |  |  |                    | 804   |   |                    |  | 4,656  |  |  |  | 747   | 
|                                                                                                                     |  |                   |        |  |                | 
|Corporate                                                                                                            |  |                   | -      |  |                |  | (122  | )                 |  |  | -              |  |  |                    | (161  | ) |                    |  | -      |  |  |  | (202) | 
|                                                                                                                     | 
|                                                                                                                     |  |                   |        |  |                | 
|Retained operations                                                                                                  |  |                   | 26,177 |  |                |  | 6,335 |                   |  |  | 26,349         |  |  |                    | 6,337 |   |                    |  | 26,528 |  |  |  | 6,252 | 
|                                                                                                                     |  |                   |        |  |                | 
|South Africa: Hotels and Gaming                                                                                      |  |                   | 111    |  |                |  | 32    |                   |  |  | 370            |  |  |                    | 123   |   |                    |  | 404    |  |  |  | 134   | 
|                                                                                                                     | 
|                                                                                                                     |  |                   |        |  |                | 
|                                                                                                                     |  |                   | 26,288 |  |                |  | 6,367 |                   |  |  | 26,719         |  |  |                    | 6,460 |   |                    |  | 26,932 |  |  |  | 6,386 | 
|                                                                                                                     |  |                   |        |  |                | 
|Amortisation of intangible assets (excluding computer software) - group and share of associates and joint ventures |  |                   |        |  |                |  | (423  | )                 |  |  |                |  |  |                    | (436  | ) |                    |  |        |  |  |  | (483) | 
|                                                                                                                     |  |                   |        |  |                | 
|Exceptional items in operating profit - group and share of associates and joint ventures                           |  |                   |        |  |                |  | (138  | )                 |  |  |                |  |  |                    | (202  | ) |                    |  |        |  |  |  | (205) | 
|                                                                                                                     |  |                   |        |  |                | 
|Net finance costs - group and share of associates and joint ventures                                               |  |                   |        |  |                |  | (740  | )                 |  |  |                |  |  |                    | (741  | ) |                    |  |        |  |  |  | (770) | 
|                                                                                                                     |  |                   |        |  |                | 
|Share of associates and joint ventures taxation                                                                    |  |                   |        |  |                |  | (157  | )                 |  |  |                |  |  |                    | (162  | ) |                    |  |        |  |  |  | (164) | 
|                                                                                                                     |  |                   |        |  |                | 
|Share of associates and joint ventures non-controlling interests                                                   |  |                   |        |  |                |  | (79   | )                 |  |  |                |  |  |                    | (96   | ) |                    |  |        |  |  |  | (85)  | 
|                                                                                                                     | 
|                                                                                                                     |  |                   |        |  |                | 
|Profit before taxation                                                                                               |  |                   |        |  |                |  | 4,830 |                   |  |  |                |  |  |                    | 4,823 |   |                    |  |        |  |  |  | 4,679 | 
|                                                                                                                     | 

Group revenue and group NPR (including the groups share of associates and joint ventures)

With the exception of South Africa: Hotels and Gaming, all reportable segments derive their revenues from the sale of beverages. Revenues are derived from a large number
of customers which are internationally dispersed, with no customers being individually material.



|                                |  |                  |        |  |                                                        |  |        |                        |  |  |                                            |  |  |                                                                                   |        |   |                        |  |        |   |  |  |        | 
|------------------------------- |  | ---------------- | ------ |  | ------------------------------------------------------ |  | ------ | ---------------------- |  |  | ------------------------------------------ |  |  | --------------------------------------------------------------------------------- | ------ | - | ---------------------- |  | ------ | - |  |  | ------ | 
|                                |  | Revenue2015 US$m |        |  | Share ofassociates
and jointventuresrevenue2015 US$m |  |        | Grouprevenue
2015 US$m |  |  | Exciseduties andothersimilartaxes2015 US$m |  |  | Share ofassociatesand jointventuresexcise dutiesand othersimilar
taxes2015 US$m |        |   | Group
NPR  2015   US$m | 
|                                | 
|                                |  |                  |        |  |                                                        | 
|Latin America                   |  |                  | 7,812  |  |                                                        |  | -      |                        |  |  | 7,812                                      |  |  |                                                                                   | (2,044 | ) |                        |  | -      |   |  |  | 5,768  | 
|                                |  |                  |        |  |                                                        | 
|Africa                          |  |                  | 6,853  |  |                                                        |  | 2,221  |                        |  |  | 9,074                                      |  |  |                                                                                   | (1,334 | ) |                        |  | (278   | ) |  |  | 7,462  | 
|                                |  |                  |        |  |                                                        | 
|Asia Pacific                    |  |                  | 3,136  |  |                                                        |  | 2,203  |                        |  |  | 5,339                                      |  |  |                                                                                   | (1,203 | ) |                        |  | (269   | ) |  |  | 3,867  | 
|                                |  |                  |        |  |                                                        | 
|Europe                          |  |                  | 4,186  |  |                                                        |  | 1,675  |                        |  |  | 5,861                                      |  |  |                                                                                   | (1,011 | ) |                        |  | (452   | ) |  |  | 4,398  | 
|                                |  |                  |        |  |                                                        | 
|North America                   |  |                  | 143    |  |                                                        |  | 5,201  |                        |  |  | 5,344                                      |  |  |                                                                                   | (4     | ) |                        |  | (658   | ) |  |  | 4,682  | 
|                                | 
|                                |  |                  |        |  |                                                        | 
|Retained operations             |  |                  | 22,130 |  |                                                        |  | 11,300 |                        |  |  | 33,430                                     |  |  |                                                                                   | (5,596 | ) |                        |  | (1,657 | ) |  |  | 26,177 | 
|                                |  |                  |        |  |                                                        | 
|South Africa: Hotels and Gaming |  |                  | -      |  |                                                        |  | 128    |                        |  |  | 128                                        |  |  |                                                                                   | -      |   |                        |  | (17    | ) |  |  | 111    | 
|                                | 
|                                |  |                  |        |  |                                                        | 
|                                |  |                  | 22,130 |  |                                                        |  | 11,428 |                        |  |  | 33,558                                     |  |  |                                                                                   | (5,596 | ) |                        |  | (1,674 | ) |  |  | 26,288 | 
|                                | 



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 Notes to the consolidated financial statements (continued) |  | LOGO





2. Segmental analysis (continued)



|                                |  |                  |        |  |                                                        |  |        |                        |  |  |                                              |  |  |                                                                                   |        |   |                       |  |        |   |  |  |        | 
|------------------------------- |  | ---------------- | ------ |  | ------------------------------------------------------ |  | ------ | ---------------------- |  |  | -------------------------------------------- |  |  | --------------------------------------------------------------------------------- | ------ | - | --------------------- |  | ------ | - |  |  | ------ | 
|                                |  | Revenue2014
US$m |        |  | Share ofassociatesand jointventuresrevenue
2014 US$m |  |        | Grouprevenue
2014 US$m |  |  | Excise dutiesand othersimilar taxes2014
US$m |  |  | Share ofassociatesand jointventuresexcise dutiesand othersimilar
taxes2014 US$m |        |   | Group  NPR  2014
US$m | 
|                                | 
|                                |  |                  |        |  |                                                        | 
|Latin America                   |  |                  | 7,812  |  |                                                        |  | -      |                        |  |  | 7,812                                        |  |  |                                                                                   | (2,067 | ) |                       |  | -      |   |  |  | 5,745  | 
|                                |  |                  |        |  |                                                        | 
|Africa                          |  |                  | 6,752  |  |                                                        |  | 2,257  |                        |  |  | 9,009                                        |  |  |                                                                                   | (1,292 | ) |                       |  | (296   | ) |  |  | 7,421  | 
|                                |  |                  |        |  |                                                        | 
|Asia Pacific                    |  |                  | 3,285  |  |                                                        |  | 2,166  |                        |  |  | 5,451                                        |  |  |                                                                                   | (1,235 | ) |                       |  | (272   | ) |  |  | 3,944  | 
|                                |  |                  |        |  |                                                        | 
|Europe                          |  |                  | 4,319  |  |                                                        |  | 1,726  |                        |  |  | 6,045                                        |  |  |                                                                                   | (1,009 | ) |                       |  | (462   | ) |  |  | 4,574  | 
|                                |  |                  |        |  |                                                        | 
|North America                   |  |                  | 143    |  |                                                        |  | 5,199  |                        |  |  | 5,342                                        |  |  |                                                                                   | (4     | ) |                       |  | (673   | ) |  |  | 4,665  | 
|                                | 
|                                |  |                  |        |  |                                                        | 
|Retained operations             |  |                  | 22,311 |  |                                                        |  | 11,348 |                        |  |  | 33,659                                       |  |  |                                                                                   | (5,607 | ) |                       |  | (1,703 | ) |  |  | 26,349 | 
|                                |  |                  |        |  |                                                        | 
|South Africa: Hotels and Gaming |  |                  | -      |  |                                                        |  | 425    |                        |  |  | 425                                          |  |  |                                                                                   | -      |   |                       |  | (55    | ) |  |  | 370    | 
|                                | 
|                                |  |                  |        |  |                                                        | 
|                                |  |                  | 22,311 |  |                                                        |  | 11,773 |                        |  |  | 34,084                                       |  |  |                                                                                   | (5,607 | ) |                       |  | (1,758 | ) |  |  | 26,719 | 
|                                | 
|                                |  |                  |        |  |                                                        | 
|                                |  | 2013 US$m        |        |  | 2013US$m                                               |  |        | 2013
US$m              |  |  | 2013
US$m                                    |  |  | 2013
US$m                                                                         |        |   | 2013
US$m             | 
|                                | 
|                                |  |                  |        |  |                                                        | 
|Latin America                   |  |                  | 7,821  |  |                                                        |  | -      |                        |  |  | 7,821                                        |  |  |                                                                                   | (2,019 | ) |                       |  | -      |   |  |  | 5,802  | 
|                                |  |                  |        |  |                                                        | 
|Africa                          |  |                  | 7,162  |  |                                                        |  | 2,231  |                        |  |  | 9,393                                        |  |  |                                                                                   | (1,370 | ) |                       |  | (258   | ) |  |  | 7,765  | 
|                                |  |                  |        |  |                                                        | 
|Asia Pacific                    |  |                  | 3,797  |  |                                                        |  | 1,888  |                        |  |  | 5,685                                        |  |  |                                                                                   | (1,440 | ) |                       |  | (240   | ) |  |  | 4,005  | 
|                                |  |                  |        |  |                                                        | 
|Europe                          |  |                  | 4,292  |  |                                                        |  | 1,475  |                        |  |  | 5,767                                        |  |  |                                                                                   | (995   | ) |                       |  | (472   | ) |  |  | 4,300  | 
|                                |  |                  |        |  |                                                        | 
|North America                   |  |                  | 141    |  |                                                        |  | 5,214  |                        |  |  | 5,355                                        |  |  |                                                                                   | (4     | ) |                       |  | (695   | ) |  |  | 4,656  | 
|                                | 
|                                |  |                  |        |  |                                                        | 
|Retained operations             |  |                  | 23,213 |  |                                                        |  | 10,808 |                        |  |  | 34,021                                       |  |  |                                                                                   | (5,828 | ) |                       |  | (1,665 | ) |  |  | 26,528 | 
|                                |  |                  |        |  |                                                        | 
|South Africa: Hotels and Gaming |  |                  | -      |  |                                                        |  | 466    |                        |  |  | 466                                          |  |  |                                                                                   | -      |   |                       |  | (62    | ) |  |  | 404    | 
|                                | 
|                                |  |                  |        |  |                                                        | 
|                                |  |                  | 23,213 |  |                                                        |  | 11,274 |                        |  |  | 34,487                                       |  |  |                                                                                   | (5,828 | ) |                       |  | (1,727 | ) |  |  | 26,932 | 
|                                | 

Operating profit and EBITA (segment result)

The following table provides a reconciliation of operating profit to operating profit before exceptional items, and to EBITA. EBITA comprises operating profit before
exceptional items, and amortisation of intangible assets (excluding computer software) and includes the groups share of associates and joint ventures operating profit on a similar basis.



|                                |  |                          |       |   |                            |  |      |                                                 |  |  |                                                                                      |   |  |                                                                     |       |  |                                                                                                          |  |     |                  |  |  |    |  |  |  |       | 
|------------------------------- |  | ------------------------ | ----- | - | -------------------------- |  | ---- | ----------------------------------------------- |  |  | ------------------------------------------------------------------------------------ | - |  | ------------------------------------------------------------------- | ----- |  | -------------------------------------------------------------------------------------------------------- |  | --- | ---------------- |  |  | -- |  |  |  | ----- | 
|                                |  | Operatingprofit2015
US$m |       |   | Exceptionalitems
2015 US$m |  |      | Operatingprofitbeforeexceptionalitems
2015 US$m |  |  | Share ofassociatesand
jointventuresoperatingprofitbeforeexceptionalitems 2015
US$m |   |  | Amortisationof intangibleassets(excludingcomputersoftware)2015
US$m |       |  | Share ofassociatesand jointventuresamortisationof
intangibleassets(excludingcomputersoftware)2015 US$m |  |     | EBITA  2015
US$m | 
|                                | 
|                                |  |                          |       |   |                            |  |     
|Latin America                   |  |                          | 2,110 |   |                            |  | -    |                                                 |  |  | 2,110                                                                                |   |  |                                                                     | -     |  |                                                                                                          |  | 114 |                  |  |  | -  |  |  |  | 2,224 | 
|                                |  |                          |       |   |                            |  |     
|Africa                          |  |                          | 1,516 |   |                            |  | (45  | )                                               |  |  | 1,471                                                                                |   |  |                                                                     | 427   |  |                                                                                                          |  | 9   |                  |  |  | -  |  |  |  | 1,907 | 
|                                |  |                          |       |   |                            |  |     
|Asia Pacific                    |  |                          | (14   | ) |                            |  | 452  |                                                 |  |  | 438                                                                                  |   |  |                                                                     | 142   |  |                                                                                                          |  | 188 |                  |  |  | -  |  |  |  | 768   | 
|                                |  |                          |       |   |                            |  |     
|Europe                          |  |                          | 548   |   |                            |  | -    |                                                 |  |  | 548                                                                                  |   |  |                                                                     | 85    |  |                                                                                                          |  | 22  |                  |  |  | 45 |  |  |  | 700   | 
|                                |  |                          |       |   |                            |  |     
|North America                   |  |                          | 14    |   |                            |  | -    |                                                 |  |  | 14                                                                                   |   |  |                                                                     | 800   |  |                                                                                                          |  | 2   |                  |  |  | 42 |  |  |  | 858   | 
|                                |  |                          |       |   |                            |  |     
|Corporate                       |  |                          | (191  | ) |                            |  | 69   |                                                 |  |  | (122                                                                                 | ) |  |                                                                     | -     |  |                                                                                                          |  | -   |                  |  |  | -  |  |  |  | (122) | 
|                                | 
|                                |  |                          |       |   |                            |  |     
|Retained operations             |  |                          | 3,983 |   |                            |  | 476  |                                                 |  |  | 4,459                                                                                |   |  |                                                                     | 1,454 |  |                                                                                                          |  | 335 |                  |  |  | 87 |  |  |  | 6,335 | 
|                                |  |                          |       |   |                            |  |     
|South Africa: Hotels and Gaming |  |                          | 401   |   |                            |  | (401 | )                                               |  |  | -                                                                                    |   |  |                                                                     | 31    |  |                                                                                                          |  | -   |                  |  |  | 1  |  |  |  | 32    | 
|                                | 
|                                |  |                          |       |   |                            |  |     
|                                |  |                          | 4,384 |   |                            |  | 75   |                                                 |  |  | 4,459                                                                                |   |  |                                                                     | 1,485 |  |                                                                                                          |  | 335 |                  |  |  | 88 |  |  |  | 6,367 | 
|                                | 



20



---

|                                                                          |  |     
|------------------------------------------------------------------------- |  | ----
|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO





2. Segmental analysis (continued)



|                                |  |                          |       |   |                            |  |     |                                                |  |  |                                                                                     |   |  |                                                                     |       |  |                                                                                                          |  |     |                  |  |  |    |  |  |  |       | 
|------------------------------- |  | ------------------------ | ----- | - | -------------------------- |  | --- | ---------------------------------------------- |  |  | ----------------------------------------------------------------------------------- | - |  | ------------------------------------------------------------------- | ----- |  | -------------------------------------------------------------------------------------------------------- |  | --- | ---------------- |  |  | -- |  |  |  | ----- | 
|                                |  | Operatingprofit2014
US$m |       |   | Exceptionalitems
2014 US$m |  |     | Operatingprofitbeforeexceptionalitems2014
US$m |  |  | Share ofassociatesand
jointventuresoperatingprofitbeforeexceptionalitems2014 US$m |   |  | Amortisationof intangibleassets(excludingcomputersoftware)2014
US$m |       |  | Share ofassociatesand jointventuresamortisationof
intangibleassets(excludingcomputersoftware)2014 US$m |  |     | EBITA  2014
US$m | 
|                                | 
|                                |  |                          |       |   |                            |  |    
|Latin America                   |  |                          | 2,116 |   |                            |  | (47 | )                                              |  |  | 2,069                                                                               |   |  |                                                                     | -     |  |                                                                                                          |  | 123 |                  |  |  | -  |  |  |  | 2,192 | 
|                                |  |                          |       |   |                            |  |    
|Africa                          |  |                          | 1,470 |   |                            |  | 8   |                                                |  |  | 1,478                                                                               |   |  |                                                                     | 470   |  |                                                                                                          |  | 6   |                  |  |  | -  |  |  |  | 1,954 | 
|                                |  |                          |       |   |                            |  |    
|Asia Pacific                    |  |                          | 365   |   |                            |  | 103 |                                                |  |  | 468                                                                                 |   |  |                                                                     | 165   |  |                                                                                                          |  | 212 |                  |  |  | -  |  |  |  | 845   | 
|                                |  |                          |       |   |                            |  |    
|Europe                          |  |                          | 565   |   |                            |  | 11  |                                                |  |  | 576                                                                                 |   |  |                                                                     | 79    |  |                                                                                                          |  | 20  |                  |  |  | 28 |  |  |  | 703   | 
|                                |  |                          |       |   |                            |  |    
|North America                   |  |                          | 9     |   |                            |  | -   |                                                |  |  | 9                                                                                   |   |  |                                                                     | 753   |  |                                                                                                          |  | -   |                  |  |  | 42 |  |  |  | 804   | 
|                                |  |                          |       |   |                            |  |    
|Corporate                       |  |                          | (283  | ) |                            |  | 122 |                                                |  |  | (161                                                                                | ) |  |                                                                     | -     |  |                                                                                                          |  | -   |                  |  |  | -  |  |  |  | (161) | 
|                                | 
|                                |  |                          |       |   |                            |  |    
|Retained operations             |  |                          | 4,242 |   |                            |  | 197 |                                                |  |  | 4,439                                                                               |   |  |                                                                     | 1,467 |  |                                                                                                          |  | 361 |                  |  |  | 70 |  |  |  | 6,337 | 
|                                |  |                          |       |   |                            |  |    
|South Africa: Hotels and Gaming |  |                          | -     |   |                            |  | -   |                                                |  |  | -                                                                                   |   |  |                                                                     | 118   |  |                                                                                                          |  | -   |                  |  |  | 5  |  |  |  | 123   | 
|                                | 
|                                |  |                          |       |   |                            |  |    
|                                |  |                          | 4,242 |   |                            |  | 197 |                                                |  |  | 4,439                                                                               |   |  |                                                                     | 1,585 |  |                                                                                                          |  | 361 |                  |  |  | 75 |  |  |  | 6,460 | 
|                                | 
|                                |  |                          |       |   |                            |  |    
|                                |  | 2013
US$m                |       |   | 2013
US$m                  |  |     | 2013
US$m                                      |  |  | 2013
US$m                                                                           |   |  | 2013
US$m                                                           |       |  | 2013
US$m                                                                                                |  |     | 2013
US$m        | 
|                                | 
|                                |  |                          |       |   |                            |  |    
|Latin America                   |  |                          | 1,920 |   |                            |  | 63  |                                                |  |  | 1,983                                                                               |   |  |                                                                     | -     |  |                                                                                                          |  | 129 |                  |  |  | -  |  |  |  | 2,112 | 
|                                |  |                          |       |   |                            |  |    
|Africa                          |  |                          | 1,548 |   |                            |  | (57 | )                                              |  |  | 1,491                                                                               |   |  |                                                                     | 459   |  |                                                                                                          |  | 7   |                  |  |  | -  |  |  |  | 1,957 | 
|                                |  |                          |       |   |                            |  |    
|Asia Pacific                    |  |                          | 357   |   |                            |  | 104 |                                                |  |  | 461                                                                                 |   |  |                                                                     | 156   |  |                                                                                                          |  | 237 |                  |  |  | -  |  |  |  | 854   | 
|                                |  |                          |       |   |                            |  |    
|Europe                          |  |                          | 588   |   |                            |  | 64  |                                                |  |  | 652                                                                                 |   |  |                                                                     | 76    |  |                                                                                                          |  | 21  |                  |  |  | 35 |  |  |  | 784   | 
|                                |  |                          |       |   |                            |  |    
|North America                   |  |                          | 7     |   |                            |  | -   |                                                |  |  | 7                                                                                   |   |  |                                                                     | 697   |  |                                                                                                          |  | -   |                  |  |  | 43 |  |  |  | 747   | 
|                                |  |                          |       |   |                            |  |    
|Corporate                       |  |                          | (228  | ) |                            |  | 26  |                                                |  |  | (202                                                                                | ) |  |                                                                     | -     |  |                                                                                                          |  | -   |                  |  |  | -  |  |  |  | (202) | 
|                                | 
|                                |  |                          |       |   |                            |  |    
|Retained operations             |  |                          | 4,192 |   |                            |  | 200 |                                                |  |  | 4,392                                                                               |   |  |                                                                     | 1,388 |  |                                                                                                          |  | 394 |                  |  |  | 78 |  |  |  | 6,252 | 
|                                |  |                          |       |   |                            |  |    
|South Africa: Hotels and Gaming |  |                          | -     |   |                            |  | -   |                                                |  |  | -                                                                                   |   |  |                                                                     | 123   |  |                                                                                                          |  | -   |                  |  |  | 11 |  |  |  | 134   | 
|                                | 
|                                |  |                          |       |   |                            |  |    
|                                |  |                          | 4,192 |   |                            |  | 200 |                                                |  |  | 4,392                                                                               |   |  |                                                                     | 1,511 |  |                                                                                                          |  | 394 |                  |  |  | 89 |  |  |  | 6,386 | 
|                                | 

The groups share of associates and joint ventures operating profit is reconciled to the share of
post-tax results of associates and joint ventures in the income statement as follows.



|                                                                                     |  |           |       |   |           |  |       |           |  |  |       | 
|------------------------------------------------------------------------------------ |  | --------- | ----- | - | --------- |  | ----- | --------- |  |  | ----- | 
|                                                                                     |  | 2015
US$m |       |   | 2014
US$m |  |       | 2013
US$m | 
|                                                                                     | 
|                                                                                     |  |           |      
|Share of associates and joint ventures operating profit (before exceptional items) |  |           | 1,485 |   |           |  | 1,585 |           |  |  | 1,511 | 
|                                                                                     |  |           |      
|Share of associates and joint ventures exceptional items in operating profit       |  |           | (63   | ) |           |  | (5    | )         |  |  | (5)   | 
|                                                                                     |  |           |      
|Share of associates and joint ventures net finance costs                           |  |           | (103  | ) |           |  | (96   | )         |  |  | (44)  | 
|                                                                                     |  |           |      
|Share of associates and joint ventures taxation                                    |  |           | (157  | ) |           |  | (162  | )         |  |  | (164) | 
|                                                                                     |  |           |      
|Share of associates and joint ventures non-controlling interests                   |  |           | (79   | ) |           |  | (96   | )         |  |  | (85)  | 
|                                                                                     | 
|                                                                                     |  |           |      
|Share of post-tax results of associates and joint ventures                           |  |           | 1,083 |   |           |  | 1,226 |           |  |  | 1,213 | 
|                                                                                     | 



21



---

|                                                                          |  |     
|------------------------------------------------------------------------- |  | ----
|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO





2. Segmental analysis (continued)



EBITDA

EBITA is reconciled to
EBITDA as follows.



|                                |  |                |                |       |                       |                       |     |                                                            |                                                            |  |                 |                 |  |                 |       |       |                        |  |       |                                                                |  |  |                  |  |  |  |     |  |  |  |       |  
|------------------------------- |  | -------------- | -------------- | ----- | --------------------- | --------------------- | --- | ---------------------------------------------------------- | ---------------------------------------------------------- |  | --------------- | --------------- |  | --------------- | ----- | ----- | ---------------------- |  | ----- | -------------------------------------------------------------- |  |  | ---------------- |  |  |  | --- |  |  |  | ----- | -
|                                |  | EBITA2015
US$m |                |       | Depreciation2015
US$m |                       |     | Share ofassociatesand
jointventuresdepreciation2015 US$m |                                                            |  | EBITDA2015
US$m |                 |  | EBITA
2014 US$m |       |       | Depreciation
2014 US$m |  |       | Share of
associates and joint
venturesdepreciation 2014
US$m |  |  | EBITDA
2014 US$m | 
|                                |  |                |                |       |                       |                       |     |                                                           
|Latin America                   |  |                | 2,224          |       |                       |                       | 302 |                                                            |                                                            |  | -               |                 |  |                 | 2,526 |       |                        |  | 2,192 |                                                                |  |  | 328              |  |  |  | -   |  |  |  | 2,520 |  
|                                |  |                |                |       |                       |                       |     |                                                           
|Africa                          |  |                | 1,907          |       |                       |                       | 275 |                                                            |                                                            |  | 121             |                 |  |                 | 2,303 |       |                        |  | 1,954 |                                                                |  |  | 267              |  |  |  | 115 |  |  |  | 2,336 |  
|                                |  |                |                |       |                       |                       |     |                                                           
|Asia Pacific                    |  |                | 768            |       |                       |                       | 66  |                                                            |                                                            |  | 148             |                 |  |                 | 982   |       |                        |  | 845   |                                                                |  |  | 72               |  |  |  | 132 |  |  |  | 1,049 |  
|                                |  |                |                |       |                       |                       |     |                                                           
|Europe                          |  |                | 700            |       |                       |                       | 214 |                                                            |                                                            |  | 77              |                 |  |                 | 991   |       |                        |  | 703   |                                                                |  |  | 222              |  |  |  | 92  |  |  |  | 1,017 |  
|                                |  |                |                |       |                       |                       |     |                                                           
|North America                   |  |                | 858            |       |                       |                       | -   |                                                            |                                                            |  | 145             |                 |  |                 | 1,003 |       |                        |  | 804   |                                                                |  |  | -                |  |  |  | 141 |  |  |  | 945   |  
|                                |  |                |                |       |                       |                       |     |                                                           
|Corporate                       |  |                | (122           | )     |                       |                       | 39  |                                                            |                                                            |  | -               |                 |  |                 | (83   | )     |                        |  | (161  | )                                                              |  |  | 31               |  |  |  | -   |  |  |  | (130  | )
|                                |  |                |                |       |                       |                       |     |                                                           
|Retained operations             |  |                | 6,335          |       |                       |                       | 896 |                                                            |                                                            |  | 491             |                 |  |                 | 7,722 |       |                        |  | 6,337 |                                                                |  |  | 920              |  |  |  | 480 |  |  |  | 7,737 |  
|                                |  |                |                |       |                       |                       |     |                                                           
|South Africa: Hotels and Gaming |  |                | 32             |       |                       |                       | -   |                                                            |                                                            |  | 8               |                 |  |                 | 40    |       |                        |  | 123   |                                                                |  |  | -                |  |  |  | 24  |  |  |  | 147   |  
|                                |  |                |                |       |                       |                       |     |                                                           
|                                |  |                | 6,367          |       |                       |                       | 896 |                                                            |                                                            |  | 499             |                 |  |                 | 7,762 |       |                        |  | 6,460 |                                                                |  |  | 920              |  |  |  | 504 |  |  |  | 7,884 |  
|                                |  |                |                |      
|                                |  |                | EBITA2013
US$m |       |                       | Depreciation2013
US$m |     |                                                            | Share ofassociatesand
jointventuresdepreciation2013 US$m |  |                 | EBITDA2013
US$m | 
|                                |  |                |                |      
|Latin America                   |  |                |                | 2,112 |                       |                       |     | 337                                                        |                                                            |  |                 | -               |  |                 |       | 2,449 |                       
|                                |  |                |                |      
|Africa                          |  |                |                | 1,957 |                       |                       |     | 270                                                        |                                                            |  |                 | 111             |  |                 |       | 2,338 |                       
|                                |  |                |                |      
|Asia Pacific                    |  |                |                | 854   |                       |                       |     | 79                                                         |                                                            |  |                 | 108             |  |                 |       | 1,041 |                       
|                                |  |                |                |      
|Europe                          |  |                |                | 784   |                       |                       |     | 205                                                        |                                                            |  |                 | 70              |  |                 |       | 1,059 |                       
|                                |  |                |                |      
|North America                   |  |                |                | 747   |                       |                       |     | -                                                          |                                                            |  |                 | 137             |  |                 |       | 884   |                       
|                                |  |                |                |      
|Corporate                       |  |                |                | (202  | )                     |                       |     | 28                                                         |                                                            |  |                 | -               |  |                 |       | (174  | )                     
|                                |  |                |                |      
|Retained operations             |  |                |                | 6,252 |                       |                       |     | 919                                                        |                                                            |  |                 | 426             |  |                 |       | 7,597 |                       
|                                |  |                |                |      
|South Africa: Hotels and Gaming |  |                |                | 134   |                       |                       |     | -                                                          |                                                            |  |                 | 28              |  |                 |       | 162   |                       
|                                |  |                |                |      
|                                |  |                |                | 6,386 |                       |                       |     | 919                                                        |                                                            |  |                 | 454             |  |                 |       | 7,759 |                       

Adjusted EBITDA

Adjusted EBITDA comprised the following.



|                                                             |  |           |       |  |           |  |       |           |  |  |       |  |  |  |  |  |  |  |  |  |  | 
|------------------------------------------------------------ |  | --------- | ----- |  | --------- |  | ----- | --------- |  |  | ----- |  |  |  |  |  |  |  |  |  |  | 
|                                                             |  |           |      
|                                                             |  | 2015
US$m |       |  | 2014
US$m |  |       | 2013
US$m | 
|                                                             |  |           |      
|Subsidiaries EBITDA                                         |  |           | 5,690 |  |           |  | 5,720 |           |  |  | 5,705 | 
|                                                             |  |           |      
|- Operating profit before exceptional items                  |  |           | 4,459 |  |           |  | 4,439 |           |  |  | 4,392 | 
|                                                             |  |           |      
|- Depreciation (including amortisation of computer software) |  |           | 896   |  |           |  | 920   |           |  |  | 919   | 
|                                                             |  |           |      
|- Amortisation (excluding computer software)                 |  |           | 335   |  |           |  | 361   |           |  |  | 394   | 
|                                                             |  |           |      
|Groups share of MillerCoors EBITDA                         |  |           | 987   |  |           |  | 936   |           |  |  | 877   | 
|                                                             |  |           |      
|- Operating profit before exceptional items                  |  |           | 800   |  |           |  | 753   |           |  |  | 697   | 
|                                                             |  |           |      
|- Depreciation (including amortisation of computer software) |  |           | 145   |  |           |  | 141   |           |  |  | 137   | 
|                                                             |  |           |      
|- Amortisation (excluding computer software)                 |  |           | 42    |  |           |  | 42    |           |  |  | 43    | 
|                                                             |  |           |       |  |           |  |       |           |  |  |       |  |  |  |  |  |  |  |  |  |  | 
|                                                             |  |           |      
|Adjusted EBITDA                                              |  |           | 6,677 |  |           |  | 6,656 |           |  |  | 6,582 | 



22



---

|                                                                          |  |     
|------------------------------------------------------------------------- |  | ----
|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO





2. Segmental analysis (continued)



Other segmental information



|              |  |                                                         |                                                         |       |                              |                              |      |                |                  |  |                                                            |       |  |                                |       |  |                 |  |     |   |  |  |       | 
|------------- |  | ------------------------------------------------------- | ------------------------------------------------------- | ----- | ---------------------------- | ---------------------------- | ---- | -------------- | ---------------- |  | ---------------------------------------------------------- | ----- |  | ------------------------------ | ----- |  | --------------- |  | --- | - |  |  | ----- | 
|              |  | Capitalexpenditureexcludinginvestmentactivity12015
US$m |                                                         |       | Investmentactivity22015
US$m |                              |      | Total2015
US$m |                  |  | Capital
expenditureexcludinginvestment activity1 2014
US$m |       |  | Investment
activity2
2014 US$m |       |  | Total
2014 US$m | 
|              | 
|              |  |                                                         |                                                         |       |                              |                             
|Latin America |  |                                                         | 429                                                     |       |                              |                              | (5   | )              |                  |  | 424                                                        |       |  |                                | 413   |  |                 |  | (88 | ) |  |  | 325   | 
|              |  |                                                         |                                                         |       |                              |                             
|Africa        |  |                                                         | 720                                                     |       |                              |                              | 8    |                |                  |  | 728                                                        |       |  |                                | 663   |  |                 |  | 42  |   |  |  | 705   | 
|              |  |                                                         |                                                         |       |                              |                             
|Asia Pacific  |  |                                                         | 80                                                      |       |                              |                              | -    |                |                  |  | 80                                                         |       |  |                                | 96    |  |                 |  | 201 |   |  |  | 297   | 
|              |  |                                                         |                                                         |       |                              |                             
|Europe        |  |                                                         | 253                                                     |       |                              |                              | -    |                |                  |  | 253                                                        |       |  |                                | 252   |  |                 |  | -   |   |  |  | 252   | 
|              |  |                                                         |                                                         |       |                              |                             
|North America |  |                                                         | 15                                                      |       |                              |                              | 216  |                |                  |  | 231                                                        |       |  |                                | 1     |  |                 |  | 188 |   |  |  | 189   | 
|              |  |                                                         |                                                         |       |                              |                             
|Corporate     |  |                                                         | 75                                                      |       |                              |                              | (972 | )              |                  |  | (897                                                       | )     |  |                                | 60    |  |                 |  | 1   |   |  |  | 61    | 
|              | 
|              |  |                                                         |                                                         |       |                              |                             
|              |  |                                                         | 1,572                                                   |       |                              |                              | (753 | )              |                  |  | 819                                                        |       |  |                                | 1,485 |  |                 |  | 344 |   |  |  | 1,829 | 
|              | 
|              |  |                                                         |                                                        
|              |  |                                                         | Capitalexpenditureexcludinginvestmentactivity12013
US$m |       |                              | Investmentactivity22013
US$m |      |                | Total  2013
US$m | 
|              | 
|              |  |                                                         |                                                        
|Latin America |  |                                                         |                                                         | 528   |                              |                              |      | -              |                  |  |                                                            | 528   | 
|              |  |                                                         |                                                        
|Africa        |  |                                                         |                                                         | 619   |                              |                              |      | 29             |                  |  |                                                            | 648   | 
|              |  |                                                         |                                                        
|Asia Pacific  |  |                                                         |                                                         | 88    |                              |                              |      | (78            | )                |  |                                                            | 10    | 
|              |  |                                                         |                                                        
|Europe        |  |                                                         |                                                         | 216   |                              |                              |      | -              |                  |  |                                                            | 216   | 
|              |  |                                                         |                                                        
|North America |  |                                                         |                                                         | -     |                              |                              |      | 272            |                  |  |                                                            | 272   | 
|              |  |                                                         |                                                        
|Corporate     |  |                                                         |                                                         | 28    |                              |                              |      | (5             | )                |  |                                                            | 23    | 
|              | 
|              |  |                                                         |                                                        
|              |  |                                                         |                                                         | 1,479 |                              |                              |      | 218            |                  |  |                                                            | 1,697 | 
|              | 

1 Capital expenditure includes additions of intangible assets (excluding goodwill)
and property, plant and equipment.

2 Investment activity includes acquisitions and disposals of businesses, net
investments in associates and joint ventures, purchases of shares in non-controlling interests and purchases and disposals of available for sale investments.

Geographical information

The UK is the parent companys country of
domicile. Those countries which account for more than 10% of the groups total revenue and/or non-current assets are considered individually material and are reported separately below.



|              |  |           |        |  |           |  |        |           |  |  |        | 
|------------- |  | --------- | ------ |  | --------- |  | ------ | --------- |  |  | ------ | 
|Revenue       |  | 2015
US$m |        |  | 2014
US$m |  |        | 2013
US$m | 
|              | 
|              |  |           |       
|UK            |  |           | 424    |  |           |  | 394    |           |  |  | 378    | 
|              |  |           |       
|Australia     |  |           | 2,493  |  |           |  | 2,680  |           |  |  | 3,064  | 
|              |  |           |       
|Colombia      |  |           | 3,568  |  |           |  | 3,681  |           |  |  | 3,742  | 
|              |  |           |       
|South Africa  |  |           | 4,352  |  |           |  | 4,347  |           |  |  | 4,896  | 
|              |  |           |       
|USA           |  |           | 131    |  |           |  | 129    |           |  |  | 129    | 
|              |  |           |       
|Rest of world |  |           | 11,162 |  |           |  | 11,080 |           |  |  | 11,004 | 
|              | 
|              |  |           |       
|              |  |           | 22,130 |  |           |  | 22,311 |           |  |  | 23,213 | 
|              | 



23



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 Notes to the consolidated financial statements (continued) |  | LOGO





2. Segmental analysis (continued)



|                   |  |           |        |  |           |  |        | 
|------------------ |  | --------- | ------ |  | --------- |  | ------ | 
|Non-current assets |  | 2015
US$m |        |  | 2014
US$m | 
|                   |  |          
|UK                 |  |           | 358    |  |           |  | 333    | 
|Australia          |  |           | 9,804  |  |           |  | 12,500 | 
|Colombia           |  |           | 5,886  |  |           |  | 7,781  | 
|South Africa       |  |           | 1,735  |  |           |  | 2,237  | 
|USA                |  |           | 5,704  |  |           |  | 5,839  | 
|Rest of world      |  |           | 16,132 |  |           |  | 18,933 | 
|                   |  |           | 39,619 |  |           |  | 47,623 | 

Non-current assets by location exclude amounts relating to derivative financial instruments and deferred tax assets.

3. Net operating expenses



|                                                                       |  |           |        |   |           |  |        |           |  |  |        |  
|---------------------------------------------------------------------- |  | --------- | ------ | - | --------- |  | ------ | --------- |  |  | ------ | -
|                                                                       |  | 2015
US$m |        |   | 2014
US$m |  |        | 2013
US$m | 
|                                                                       |  |           |       
|Cost of inventories recognised as an expense                           |  |           | 4,552  |   |           |  | 4,711  |           |  |  | 5,043  |  
|- Changes in inventories of finished goods and work in progress        |  |           | 57     |   |           |  | (15    | )         |  |  | 93     |  
|- Raw materials and consumables used                                   |  |           | 4,495  |   |           |  | 4,726  |           |  |  | 4,950  |  
|Excise duties and other similar taxes                                  |  |           | 5,596  |   |           |  | 5,607  |           |  |  | 5,828  |  
|Employee costs (see note 6a)                                           |  |           | 2,483  |   |           |  | 2,491  |           |  |  | 2,704  |  
|Depreciation of property, plant and equipment                          |  |           | 821    |   |           |  | 854    |           |  |  | 867    |  
|- Containers                                                           |  |           | 219    |   |           |  | 233    |           |  |  | 226    |  
|- Other                                                                |  |           | 602    |   |           |  | 621    |           |  |  | 641    |  
|Profit on disposal of available for sale investments                   |  |           | (1     | ) |           |  | -      |           |  |  | -      |  
|Profit on disposal of businesses                                       |  |           | (45    | ) |           |  | (72    | )         |  |  | (79    | )
|Profit on disposal of investment in associates                         |  |           | (403   | ) |           |  | -      |           |  |  | -      |  
|(Gain)/loss on dilution of investment in associate                     |  |           | (2     | ) |           |  | 18     |           |  |  | (4     | )
|(Profit)/loss on disposal of property, plant and equipment             |  |           | (18    | ) |           |  | (17    | )         |  |  | 13     |  
|Amortisation of intangible assets                                      |  |           | 410    |   |           |  | 427    |           |  |  | 450    |  
|- Intangible assets (excluding computer software)                      |  |           | 335    |   |           |  | 361    |           |  |  | 394    |  
|- Computer software                                                    |  |           | 75     |   |           |  | 66     |           |  |  | 56     |  
|Other expenses                                                         |  |           | 4,696  |   |           |  | 4,431  |           |  |  | 4,561  |  
|- Selling, marketing and distribution costs                            |  |           | 2,428  |   |           |  | 2,468  |           |  |  | 2,582  |  
|- Repairs and maintenance expenditure on property, plant and equipment |  |           | 309    |   |           |  | 324    |           |  |  | 333    |  
|- Impairment of goodwill                                               |  |           | 286    |   |           |  | -      |           |  |  | 11     |  
|- Impairment of intangible assets                                      |  |           | 6      |   |           |  | 8      |           |  |  | -      |  
|- Impairment of property, plant and equipment                          |  |           | 73     |   |           |  | 52     |           |  |  | 39     |  
|- Impairment of trade and other receivables                            |  |           | 34     |   |           |  | 30     |           |  |  | 23     |  
|- Operating lease rentals - land and buildings                         |  |           | 84     |   |           |  | 81     |           |  |  | 64     |  
|- Operating lease rentals - plant, vehicles and systems                |  |           | 88     |   |           |  | 86     |           |  |  | 95     |  
|- Research and development expenditure                                 |  |           | 5      |   |           |  | 4      |           |  |  | 4      |  
|- Other operating expenses                                             |  |           | 1,383  |   |           |  | 1,378  |           |  |  | 1,410  |  
|Total net operating expenses by nature                                 |  |           | 18,089 |   |           |  | 18,450 |           |  |  | 19,383 |  
|Other income                                                           |  |           | (343   | ) |           |  | (381   | )         |  |  | (362   | )
|- Revenue received from royalties                                      |  |           | (47    | ) |           |  | (51    | )         |  |  | (55    | )
|- Dividends received from investments                                  |  |           | (1     | ) |           |  | (1     | )         |  |  | (1     | )
|- Other operating income                                               |  |           | (295   | ) |           |  | (329   | )         |  |  | (306   | )
|                                                                       |  |           |        |   |           |  |        |           |  |  |        |  
|Net operating expenses                                                 |  |           | 17,746 |   |           |  | 18,069 |           |  |  | 19,021 |  

Foreign exchange differences recognised in the profit for the year, except for those arising on financial instruments measured at fair
value under IAS 39, were a loss of US$25 million (2014: US$32 million, 2013: US$14 million).



24



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 Notes to the consolidated financial statements (continued) |  | LOGO





3. Net operating expenses (continued)



The following fees were paid to a number of different accounting firms as auditors of various parts of the group.



|                                                                                                                               |  |           |    |  |           |  |    |           |  |  |    | 
|------------------------------------------------------------------------------------------------------------------------------ |  | --------- | -- |  | --------- |  | -- | --------- |  |  | -- | 
|                                                                                                                               |  | 2015
US$m |    |  | 2014
US$m |  |    | 2013
US$m | 
|                                                                                                                               | 
|Group auditors                                                                                                                 |  |           |    |  |           |  |    |           |  |  |    | 
|Fees payable to the companys auditor and its associates for the audit of parent company and consolidated financial statements |  |           | 3  |  |           |  | 3  |           |  |  | 2  | 
|Fees payable to companys auditor and its associates for other services:                                                       |  |           |    |  |           |  |    |           |  |  |    | 
|The audit of the companys subsidiaries                                                                                        |  |           | 8  |  |           |  | 7  |           |  |  | 9  | 
|                                                                                                                               | 
|Total audit fees payable to the companys auditor                                                                              |  |           | 11 |  |           |  | 10 |           |  |  | 11 | 
|Audit-related assurance services                                                                                               |  |           | -  |  |           |  | -  |           |  |  | 1  | 
|Taxation compliance services                                                                                                   |  |           | -  |  |           |  | 1  |           |  |  | 1  | 
|Taxation advisory services                                                                                                     |  |           | 1  |  |           |  | 2  |           |  |  | 1  | 
|Other non-audit services                                                                                                       |  |           |    |  |           |  |    |           |  |  |    | 
|Services relating to information technology1                                                                                   |  |           | -  |  |           |  | -  |           |  |  | 1  | 
|Other                                                                                                                          |  |           | 1  |  |           |  | 1  |           |  |  | 1  | 
|                                                                                                                               | 
|Total fees payable to the companys auditor                                                                                    |  |           | 13 |  |           |  | 14 |           |  |  | 16 | 
|                                                                                                                               | 
|                                                                                                                               |  |           |   
|Other audit firms                                                                                                              |  |           |    |  |           |  |    |           |  |  |    | 
|Fees payable to other auditor firms for:                                                                                       |  |           |    |  |           |  |    |           |  |  |    | 
|The audit of the companys subsidiaries                                                                                        |  |           | 1  |  |           |  | 1  |           |  |  | 1  | 
|Taxation advisory services                                                                                                     |  |           | 3  |  |           |  | 6  |           |  |  | 3  | 
|Services relating to corporate finance transactions                                                                            |  |           | 1  |  |           |  | -  |           |  |  | -  | 
|Internal audit services                                                                                                        |  |           | 3  |  |           |  | 4  |           |  |  | 1  | 
|Other non-audit services                                                                                                       |  |           |    |  |           |  |    |           |  |  |    | 
|Services relating to information technology1                                                                                   |  |           | 1  |  |           |  | 2  |           |  |  | 12 | 
|Other1                                                                                                                         |  |           | 21 |  |           |  | 35 |           |  |  | 12 | 
|                                                                                                                               | 
|Total fees payable to other audit firms                                                                                        |  |           | 30 |  |           |  | 48 |           |  |  | 29 | 
|                                                                                                                               | 

1Consulting services principally relating to the cost and efficiency and capability
programmes.



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 Notes to the consolidated financial statements (continued) |  | LOGO



4. Exceptional items



|                                                                                                                                    |  |           |      |   |           |  |      |           |  |  |       | 
|----------------------------------------------------------------------------------------------------------------------------------- |  | --------- | ---- | - | --------- |  | ---- | --------- |  |  | ----- | 
|                                                                                                                                    |  | 2015
US$m |      |   | 2014
US$m |  |      | 2013
US$m | 
|                                                                                                                                    | 
|                                                                                                                                    |  |           |     
|Exceptional items included in operating profit:                                                                                     |  |           |      |   |           |  |      |           |  |  |       | 
|Profit on disposal of investment in associate                                                                                       |  |           | 401  |   |           |  | -    |           |  |  | -     | 
|Profit on disposal of businesses                                                                                                    |  |           | 45   |   |           |  | 72   |           |  |  | 79    | 
|Impairments                                                                                                                         |  |           | (313 | ) |           |  | -    |           |  |  | (30)  | 
|Integration and restructuring costs                                                                                                 |  |           | (139 | ) |           |  | (103 | )         |  |  | (91)  | 
|Cost and efficiency programme costs                                                                                                 |  |           | (69  | ) |           |  | (133 | )         |  |  | (141) | 
|Broad-Based Black Economic Empowerment related charges                                                                              |  |           | -    |   |           |  | (33  | )         |  |  | (17)  | 
|                                                                                                                                    | 
|Net exceptional losses included within operating profit                                                                             |  |           | (75  | ) |           |  | (197 | )         |  |  | (200) | 
|                                                                                                                                    | 
|                                                                                                                                    |  |           |     
|Exceptional items included in net finance costs:                                                                                    |  |           |      |   |           |  |      |           |  |  |       | 
|Early redemption costs                                                                                                              |  |           | (48  | ) |           |  | -    |           |  |  | -     | 
|Recycling of foreign currency translation reserves                                                                                  |  |           | 33   |   |           |  | -    |           |  |  | -     | 
|                                                                                                                                    | 
|Net exceptional losses included within net finance costs                                                                            |  |           | (15  | ) |           |  | -    |           |  |  | -     | 
|                                                                                                                                    | 
|                                                                                                                                    |  |           |     
|Share of associates and joint ventures exceptional items:                                                                         |  |           |      |   |           |  |      |           |  |  |       | 
|Impairments                                                                                                                         |  |           | (63  | ) |           |  | -    |           |  |  | (5)   | 
|Cost and efficiency programme costs                                                                                                 |  |           | -    |   |           |  | (5   | )         |  |  | -     | 
|                                                                                                                                    | 
|Share of associates and joint ventures exceptional losses                                                                         |  |           | (63  | ) |           |  | (5   | )         |  |  | (5)   | 
|Non-controlling interests share of associates and joint ventures exceptional losses                                              |  |           | -    |   |           |  | -    |           |  |  | 2     | 
|                                                                                                                                    | 
|Groups share of associates and joint ventures exceptional losses                                                                 |  |           | (63  | ) |           |  | (5   | )         |  |  | (3)   | 
|                                                                                                                                    | 
|                                                                                                                                    |  |           |     
|Net taxation (charges)/credits relating to subsidiaries and the groups share of associates and joint ventures
exceptional items |  |           | (83  | ) |           |  | 27   |           |  |  | 20    | 
|                                                                                                                                    | 

Exceptional items included in operating profit

Profit on disposal of investment in associate

During 2015 a profit of US$401
million, after associated costs, was realised on the disposal of the groups investment in the Tsogo Sun hotels and gaming business in South Africa.

Profit
on disposal of businesses

During 2015 an additional profit of US$45 million (2014: US$25 million, 2013: US$79 million) was realised in Africa in relation to the
disposal in 2012 of the groups Angolan operations in exchange for a 27.5% interest in BIH Angola, following the successful resolution of certain matters leading to the release of provisions.

In 2014 a net profit of US$47 million, after associated costs, was realised on the disposal of the milk and juice business in Panama, Latin America.

Impairments

During 2015 impairment charges of US$313 million were incurred in
respect of the groups business in India in Asia Pacific. The impairment charge comprised US$286 million against goodwill, US$23 million against property, plant and equipment, and US$4 million against intangible assets.

In 2013 a US$30 million impairment charge was incurred in respect of the Vietnam business in Asia Pacific. The impairment charge comprised US$11 million against goodwill
and US$19 million against property, plant and equipment.

Integration and restructuring costs

During 2015 US$139 million (2014: US$103 million, 2013: US$74 million) of integration and restructuring costs were incurred in Asia Pacific following the Fosters
and Pacific Beverages acquisitions, including impairments relating to brewery closures and in 2014 the discontinuation of a brand.

In 2013 US$17 million of
restructuring costs were incurred in South Africa.

Cost and efficiency programme costs

During 2015 costs of US$69 million (2014: US$54 million, 2013: US$nil) were incurred in relation to the cost and efficiency programme which will realise further benefits
from the groups scale through the creation of a global business services function, that will consolidate many back office and specialist functions, and the expansion of the global procurement organisation. In 2014 costs of US$79 million (2013:
US$141 million) were also incurred in relation to the business capability programme which streamlined finance, human resources and procurement activities through the deployment of global systems and introduced common sales, distribution and supply
chain management systems.

Broad-Based Black Economic Empowerment scheme charges

In 2014 US$13 million (2013: US$17 million) of charges were incurred in relation to the Broad-Based Black Economic Empowerment (BBBEE) scheme in South Africa. An
additional US$20 million loss was incurred on the dilution of the groups investment in its associate, Distell Group Ltd, as a result of the exercise of share options issued as part of its BBBEE scheme.



26



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4. Exceptional items (continued)



Exceptional items included in net finance costs

Early redemption costs

During 2015 an exceptional charge of US$48 million was
incurred in relation to costs for the early redemption of the US$850 million 6.5% Notes that were due July 2016.

Recycling of foreign currency translation
reserves

During 2015 an exceptional credit of US$33 million was recognised in relation to the recycling of foreign currency translation reserves following the
repayment of an intercompany loan.

Share of associates and joint ventures exceptional items

Impairments

During 2015 the groups share of the impairment charges taken
by Anadolu Efes in relation to its beer businesses in Russia and Ukraine amounted to US$63 million.

In 2013 an impairment of a soft drinks plant in BIH Angola
amounted to US$5 million. After taking account of non-controlling interests, the groups share was US$3 million.

Cost and efficiency programme costs

In 2014 restructuring costs associated with the groups cost saving programme were incurred in MillerCoors, the groups share amounted to US$5 million.

Net taxation (charges)/credits relating to subsidiaries and the groups share of associates and joint ventures exceptional items

Net taxation charges of US$83 million (2014: credits of US$27 million, 2013: credits of US$20 million) arose in relation to exceptional items during the year and in 2014
included a US$2 million credit in relation to MillerCoors although the tax credit was recognised in Miller Brewing Company (see note 7).

5. Net finance
costs



|                                                                 |  |           |       |  |           |  |       |           |  |  |       | 
|---------------------------------------------------------------- |  | --------- | ----- |  | --------- |  | ----- | --------- |  |  | ----- | 
|                                                                 |  | 2015
US$m |       |  | 2014
US$m |  |       | 2013
US$m | 
|                                                                 | 
|a. Finance costs                                                 |  |           |       |  |           |  |       |           |  |  |       | 
|Interest payable on bank loans and overdrafts                    |  |           | 100   |  |           |  | 110   |           |  |  | 183   | 
|Interest payable on derivatives                                  |  |           | 177   |  |           |  | 222   |           |  |  | 255   | 
|Interest payable on corporate bonds                              |  |           | 545   |  |           |  | 647   |           |  |  | 677   | 
|Interest element of finance lease payments                       |  |           | 3     |  |           |  | 3     |           |  |  | 1     | 
|Net fair value losses on financial instruments                   |  |           | -     |  |           |  | 34    |           |  |  | -     | 
|Net exchange losses1                                             |  |           | 120   |  |           |  | -     |           |  |  | 23    | 
|Early redemption costs2 (see note 4)                             |  |           | 48    |  |           |  | -     |           |  |  | -     | 
|Other finance charges                                            |  |           | 54    |  |           |  | 39    |           |  |  | 47    | 
|                                                                 | 
|Total finance costs                                              |  |           | 1,047 |  |           |  | 1,055 |           |  |  | 1,186 | 
|                                                                 |  |           |      
|b. Finance income                                                |  |           |       |  |           |  |       |           |  |  |       | 
|Interest receivable                                              |  |           | 19    |  |           |  | 24    |           |  |  | 39    | 
|Interest receivable on derivatives                               |  |           | 282   |  |           |  | 338   |           |  |  | 355   | 
|Net fair value gains on financial instruments3                   |  |           | 66    |  |           |  | -     |           |  |  | 62    | 
|Net exchange gains                                               |  |           | -     |  |           |  | 36    |           |  |  | -     | 
|Recycling of foreign currency translation reserves2 (see note 4) |  |           | 33    |  |           |  | -     |           |  |  | -     | 
|Other finance income                                             |  |           | 10    |  |           |  | 12    |           |  |  | 4     | 
|                                                                 | 
|Total finance income                                             |  |           | 410   |  |           |  | 410   |           |  |  | 460   | 
|                                                                 |  |           |       |  |           |  |       |           |  |  |       | 
|                                                                 | 
|Net finance costs                                                |  |           | 637   |  |           |  | 645   |           |  |  | 726   | 
|                                                                 | 

1 In 2013 net gains of US$2 million were excluded from the determination of adjusted
earnings per share.

2 Net exceptional losses of US$15 million (2014: US$nil, 2013: US$nil) are excluded from the
determination of adjusted net finance costs and adjusted earnings per share.

3 In 2013 net gains of US$10
million were excluded from the determination of adjusted earnings per share.

Adjusted net finance costs were US$622 million (2014: US$645 million, 2013: US$738
million).

Refer to note 21 - Financial risk factors for interest rate risk information.



27



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 Notes to the consolidated financial statements (continued) |  | LOGO



6. Employee and key management compensation costs

a. Employee costs



|                                             |  |           |       |  |           |  |       |           |  |  |       | 
|-------------------------------------------- |  | --------- | ----- |  | --------- |  | ----- | --------- |  |  | ----- | 
|                                             |  | 2015
US$m |       |  | 2014
US$m |  |       | 2013
US$m | 
|                                             | 
|                                             |  |           |      
|Wages and salaries                           |  |           | 2,085 |  |           |  | 2,063 |           |  |  | 2,163 | 
|Share-based payments                         |  |           | 117   |  |           |  | 154   |           |  |  | 201   | 
|Social security costs                        |  |           | 164   |  |           |  | 160   |           |  |  | 215   | 
|Pension costs                                |  |           | 117   |  |           |  | 117   |           |  |  | 130   | 
|Post-retirement benefits other than pensions |  |           | 8     |  |           |  | 7     |           |  |  | 11    | 
|                                             | 
|                                             |  |           | 2,491 |  |           |  | 2,501 |           |  |  | 2,720 | 
|                                             | 

Of the US$2,491 million employee costs shown above, US$8 million (2014: US$ 10 million, 2013: US$16 million) has been capitalised
within intangible assets and property, plant and equipment.

b. Employee numbers

The average monthly number of employees are shown on a full-time equivalent basis, excluding employees of associated and joint venture undertakings and including
executive directors.



|              |  |             |        |  |             |  |        |             |  |  |        | 
|------------- |  | ----------- | ------ |  | ----------- |  | ------ | ----------- |  |  | ------ | 
|              |  | 2015
Number |        |  | 2014
Number |  |        | 2013
Number | 
|              | 
|Latin America |  |             | 28,162 |  |             |  | 29,296 |             |  |  | 29,882 | 
|Africa        |  |             | 24,802 |  |             |  | 24,403 |             |  |  | 24,090 | 
|Asia Pacific  |  |             | 5,048  |  |             |  | 5,113  |             |  |  | 5,128  | 
|Europe        |  |             | 9,810  |  |             |  | 10,174 |             |  |  | 10,489 | 
|North America |  |             | 124    |  |             |  | 97     |             |  |  | 82     | 
|Corporate     |  |             | 862    |  |             |  | 864    |             |  |  | 815    | 
|              | 
|              |  |             | 68,808 |  |             |  | 69,947 |             |  |  | 70,486 | 
|              | 

c. Key management compensation

The directors
of the group and members of the executive committee (excom) are defined as key management. At 31 March 2015 there were 23 (2014: 25, 2013: 26) key management.



|                                                                                                        |  |           |    |  |           |  |    |           |  |  |    | 
|------------------------------------------------------------------------------------------------------- |  | --------- | -- |  | --------- |  | -- | --------- |  |  | -- | 
|                                                                                                        |  | 2015
US$m |    |  | 2014
US$m |  |    | 2013
US$m | 
|                                                                                                        | 
|Salaries and short-term employee benefits                                                               |  |           | 29 |  |           |  | 30 |           |  |  | 34 | 
|Post-employment benefits                                                                                |  |           | 3  |  |           |  | 2  |           |  |  | 2  | 
|Share-based payments                                                                                    |  |           | 47 |  |           |  | 63 |           |  |  | 61 | 
|                                                                                                        | 
|                                                                                                        |  |           | 79 |  |           |  | 95 |           |  |  | 97 | 
|                                                                                                        | 
|                                                                                                        |  |           |   
|d. Directors                                                                                            |  |           |    |  |           |  |    |           |  |  |    | 
|                                                                                                        |  |           |   
|                                                                                                        |  | 2015
US$m |    |  | 2014
US$m |  |    | 2013
US$m | 
|                                                                                                        | 
|Aggregate emoluments £5,235,208 (2014: £6,287,359, 2013: £6,689,562)                                    |  |           | 8  |  |           |  | 10 |           |  |  | 11 | 
|Aggregate gains made on the exercise of share options or release of share awards1                       |  |           | 12 |  |           |  | 15 |           |  |  | 12 | 
|Notional contributions to unfunded retirement benefits scheme £502,386 (2014: £626,955, 2013: £767,000) |  |           | 1  |  |           |  | 1  |           |  |  | 1  | 
|                                                                                                        | 
|                                                                                                        |  |           | 21 |  |           |  | 26 |           |  |  | 24 | 
|                                                                                                        | 

1 Excludes gains made on share options exercised and share awards released
posthumously.

At 31 March 2015 one director (2014: one, 2013: two) had retirement benefits accruing under money purchase pension schemes. Company contributions
to money purchase pension schemes during the year amounted to £40,000 (2014: £50,000, 2013: £11,364).



28



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|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO



7. Taxation



|                                                                                        |  |           |       |   |           |  |       |           |  |  |       |  
|--------------------------------------------------------------------------------------- |  | --------- | ----- | - | --------- |  | ----- | --------- |  |  | ----- | -
|                                                                                        |  | 2015
US$m |       |   | 2014
US$m |  |       | 2013
US$m | 
|                                                                                        |  |           |      
|Current taxation                                                                        |  |           | 1,415 |   |           |  | 1,096 |           |  |  | 1,118 |  
|- Charge for the year                                                                   |  |           | 1,390 |   |           |  | 1,086 |           |  |  | 1,131 |  
|- Adjustments in respect of prior years                                                 |  |           | 25    |   |           |  | 10    |           |  |  | (13   | )
|Withholding taxes and other remittance taxes                                            |  |           | 176   |   |           |  | 188   |           |  |  | 170   |  
|Total current taxation                                                                  |  |           | 1,591 |   |           |  | 1,284 |           |  |  | 1,288 |  
|                                                                                        |  |           |      
|Deferred taxation                                                                       |  |           | (318  | ) |           |  | (111  | )         |  |  | (96   | )
|- Credit for the year                                                                   |  |           | (330  | ) |           |  | (75   | )         |  |  | (37   | )
|- Adjustments in respect of prior years                                                 |  |           | 7     |   |           |  | (36   | )         |  |  | 5     |  
|- Rate change                                                                           |  |           | 5     |   |           |  | -     |           |  |  | (64   | )
|                                                                                        |  |           |       |   |           |  |       |           |  |  |       |  
|Taxation expense                                                                        |  |           | 1,273 |   |           |  | 1,173 |           |  |  | 1,192 |  
|                                                                                        |  |           |      
|Tax (credit)/charge relating to components of other comprehensive income is as follows: |  |           |       |   |           |  |       |           |  |  |       |  
|Deferred tax (credit)/charge on net remeasurements of defined benefit plans             |  |           | (70   | ) |           |  | 13    |           |  |  | (19   | )
|Deferred tax charge/(credit) on financial instruments                                   |  |           | 3     |   |           |  | (1    | )         |  |  | (6    | )
|                                                                                        |  |           | (67   | ) |           |  | 12    |           |  |  | (25   | )
|                                                                                        |  |           |      
|Total current tax                                                                       |  |           | 1,591 |   |           |  | 1,284 |           |  |  | 1,288 |  
|Total deferred tax                                                                      |  |           | (385  | ) |           |  | (99   | )         |  |  | (121  | )
|Total taxation                                                                          |  |           | 1,206 |   |           |  | 1,185 |           |  |  | 1,167 |  
|                                                                                        |  |           |      
|Effective tax rate (%)                                                                  |  |           | 26.0  |   |           |  | 26.0  |           |  |  | 27.0  |  
|                                                                                        |  |           |      
|UK taxation included in the above                                                       |  |           |       |   |           |  |       |           |  |  |       |  
|Current taxation                                                                        |  |           | -     |   |           |  | -     |           |  |  | -     |  
|Withholding taxes and other remittance taxes                                            |  |           | 82    |   |           |  | 102   |           |  |  | 133   |  
|Total current taxation                                                                  |  |           | 82    |   |           |  | 102   |           |  |  | 133   |  
|Deferred taxation                                                                       |  |           | -     |   |           |  | -     |           |  |  | 24    |  
|UK taxation expense                                                                     |  |           | 82    |   |           |  | 102   |           |  |  | 157   |  

The effective tax rate is calculated by expressing tax before tax on exceptional items and on amortisation of intangible assets
(excluding computer software), including the groups share of associates and joint ventures tax on a similar basis, as a percentage of adjusted profit before tax. The calculation is on a basis consistent with that used in prior
years and is also consistent with other group operating metrics. Tax on amortisation of intangible assets (excluding computer software) was US$117 million (2014: US$123 million, 2013: US$135 million).

MillerCoors is not a taxable entity. The tax balances and obligations therefore remain with Miller Brewing Company as a 100% subsidiary of the group. This
subsidiarys tax charge includes tax (including deferred tax) on the groups share of the taxable profits of MillerCoors and includes tax in other comprehensive income on the groups share of MillerCoors taxable items included
within other comprehensive income.

Tax rate reconciliation



|                                                                 |  |           |        |   |           |  |        |           |  |  |        |  
|---------------------------------------------------------------- |  | --------- | ------ | - | --------- |  | ------ | --------- |  |  | ------ | -
|                                                                 |  | 2015
US$m |        |   | 2014
US$m |  |        | 2013
US$m | 
|Profit before taxation                                           |  |           | 4,830  |   |           |  | 4,823  |           |  |  | 4,679  |  
|Less: Share of post-tax results of associates and joint ventures |  |           | (1,083 | ) |           |  | (1,226 | )         |  |  | (1,213 | )
|                                                                 |  |           | 3,747  |   |           |  | 3,597  |           |  |  | 3,466  |  
|                                                                 |  |           |       
|Tax charge at standard UK rate of 21% (2014: 23%, 2013: 24%)     |  |           | 787    |   |           |  | 827    |           |  |  | 832    |  
|Exempt income                                                    |  |           | (194   | ) |           |  | (189   | )         |  |  | (242   | )
|Other incentive allowances                                       |  |           | (34    | ) |           |  | (28    | )         |  |  | (20    | )
|Expenses not deductible for tax purposes                         |  |           | 179    |   |           |  | 24     |           |  |  | 157    |  
|Deferred tax asset (recognised)/not recognised                   |  |           | (54    | ) |           |  | 89     |           |  |  | 51     |  
|Initial recognition of deferred taxation                         |  |           | (104   | ) |           |  | (87    | )         |  |  | (28    | )
|Tax impact of MillerCoors joint venture                          |  |           | 174    |   |           |  | 178    |           |  |  | 171    |  
|Withholding taxes and other remittance taxes                     |  |           | 176    |   |           |  | 188    |           |  |  | 170    |  
|Other taxes                                                      |  |           | 33     |   |           |  | 26     |           |  |  | 35     |  
|Adjustments in respect of foreign tax rates                      |  |           | 306    |   |           |  | 160    |           |  |  | 124    |  
|Adjustments in respect of prior periods                          |  |           | 32     |   |           |  | (26    | )         |  |  | (8     | )
|Deferred taxation rate change                                    |  |           | 5      |   |           |  | -      |           |  |  | (64    | )
|Deferred taxation on unremitted earnings                         |  |           | (33    | ) |           |  | 11     |           |  |  | 14     |  
|Total taxation expense                                           |  |           | 1,273  |   |           |  | 1,173  |           |  |  | 1,192  |  



29



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|------------------------------------------------------------------------- |  | ----
|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO



8. Earnings per share



|                                           |  |                        |       |   |                         |  |       |                          |  |  |       | 
|------------------------------------------ |  | ---------------------- | ----- | - | ----------------------- |  | ----- | ------------------------ |  |  | ----- | 
|                                           |  | 2015
US cents          |       |   | 2014
US cents           |  |       | 2013
US cents            | 
|                                           | 
|                                           |  |                        |      
|Basic earnings per share                   |  |                        | 205.7 |   |                         |  | 211.8 |                          |  |  | 204.3 | 
|Diluted earnings per share                 |  |                        | 203.5 |   |                         |  | 209.1 |                          |  |  | 202.0 | 
|Headline earnings per share                |  |                        | 213.4 |   |                         |  | 211.6 |                          |  |  | 203.0 | 
|Adjusted basic earnings per share          |  |                        | 239.1 |   |                         |  | 242.0 |                          |  |  | 237.2 | 
|Adjusted diluted earnings per share        |  |                        | 236.6 |   |                         |  | 239.0 |                          |  |  | 234.5 | 
|                                           | 
|                                           |  |                        |      
|The weighted average number of shares was: |  |                        |       |   |                         |  |       |                          |  |  |       | 
|                                           |  | 2015
Millions ofshares |       |   | 2014
Millions of shares |  |       | 2013
Millions of  shares | 
|                                           | 
|                                           |  |                        |      
|Ordinary shares                            |  |                        | 1,674 |   |                         |  | 1,671 |                          |  |  | 1,667 | 
|Treasury shares                            |  |                        | (63   | ) |                         |  | (67   | )                        |  |  | (72)  | 
|EBT ordinary shares                        |  |                        | (7    | ) |                         |  | (7    | )                        |  |  | (5)   | 
|                                           | 
|Basic shares                               |  |                        | 1,604 |   |                         |  | 1,597 |                          |  |  | 1,590 | 
|Dilutive ordinary shares                   |  |                        | 17    |   |                         |  | 20    |                          |  |  | 19    | 
|                                           | 
|Diluted shares                             |  |                        | 1,621 |   |                         |  | 1,617 |                          |  |  | 1,609 | 
|                                           | 

The calculation of diluted earnings per share excludes 8,613,524 (2014: 6,044,130, 2013: 6,332,436) share options that were non-dilutive
for the year because the exercise price of the option exceeded the fair value of the shares during the year, and 16,316,980 (2014: 19,755,628, 2013: 21,226,441) share awards that were non-dilutive for the year because the performance conditions
attached to the share awards have not been met. These share incentives could potentially dilute earnings per share in the future.

Incentives involving 9,015,115
shares were granted, and 4,230,223 share incentives were exercised, released or lapsed after 31 March 2015 and before the date of signing of these financial statements.

Adjusted and headline earnings

The group presents an adjusted earnings per
share figure which excludes the impact of amortisation of intangible assets (excluding computer software), certain non-recurring items and post-tax exceptional items in order to present an additional measure of performance for the years shown in the
consolidated financial statements. Adjusted earnings per share has been based on adjusted earnings for each financial year and on the same number of weighted average shares in issue as the basic earnings per share calculation. Headline earnings per
share has been calculated in accordance with the South African Circular 2/2013 entitled Headline Earnings which forms part of the listing requirements for the JSE Ltd (JSE). The adjustments made to arrive at headline earnings and
adjusted earnings are as follows.



|                                                                                                        |  |           |       |   |           |  |       |           |  |  |       | 
|------------------------------------------------------------------------------------------------------- |  | --------- | ----- | - | --------- |  | ----- | --------- |  |  | ----- | 
|                                                                                                        |  | 2015
US$m |       |   | 2014
US$m |  |       | 2013
US$m | 
|                                                                                                        | 
|                                                                                                        |  |           |      
|Profit for the year attributable to owners of the parent                                                |  |           | 3,299 |   |           |  | 3,381 |           |  |  | 3,250 | 
|Headline adjustments                                                                                    |  |           |       |   |           |  |       |           |  |  |       | 
|Impairment of goodwill                                                                                  |  |           | 286   |   |           |  | -     |           |  |  | 11    | 
|Impairment of property, plant and equipment                                                             |  |           | 73    |   |           |  | 52    |           |  |  | 39    | 
|Impairment of intangible assets                                                                         |  |           | 6     |   |           |  | 8     |           |  |  | -     | 
|Profit on disposal of investment in associate                                                           |  |           | (401  | ) |           |  | -     |           |  |  | -     | 
|Loss on disposal of property, plant and equipment                                                       |  |           | -     |   |           |  | -     |           |  |  | 13    | 
|Profit on disposal of businesses                                                                        |  |           | (45   | ) |           |  | (72   | )         |  |  | (79)  | 
|Loss/(gain) on dilution of investments in associates                                                    |  |           | -     |   |           |  | 20    |           |  |  | (4)   | 
|Tax effects of these items                                                                              |  |           | 146   |   |           |  | (11   | )         |  |  | (14)  | 
|Non-controlling interests share of the above items                                                     |  |           | (1    | ) |           |  | 1     |           |  |  | (3)   | 
|Share of associates and joint ventures headline adjustments, net of tax and non-controlling interests |  |           | 60    |   |           |  | -     |           |  |  | 15    | 
|                                                                                                        | 
|Headline earnings                                                                                       |  |           | 3,423 |   |           |  | 3,379 |           |  |  | 3,228 | 
|Integration and restructuring costs (excluding impairment)                                              |  |           | 87    |   |           |  | 43    |           |  |  | 71    | 
|Cost and efficiency programme costs                                                                     |  |           | 69    |   |           |  | 133   |           |  |  | 141   | 
|Broad-Based Black Economic Empowerment scheme charges                                                   |  |           | -     |   |           |  | 13    |           |  |  | 17    | 
|Net gain on fair value movements on capital items1                                                      |  |           | -     |   |           |  | -     |           |  |  | (12)  | 
|Early redemption costs                                                                                  |  |           | 48    |   |           |  | -     |           |  |  | -     | 
|Recycling of foreign currency translation reserves                                                      |  |           | (33   | ) |           |  | -     |           |  |  | -     | 
|Amortisation of intangible assets (excluding computer software)                                         |  |           | 335   |   |           |  | 361   |           |  |  | 394   | 
|Tax effects of the above items                                                                          |  |           | (167  | ) |           |  | (133  | )         |  |  | (137) | 
|Non-controlling interests share of the above items                                                     |  |           | (6    | ) |           |  | (4    | )         |  |  | (8)   | 
|Share of associates and joint ventures other adjustments, net of tax and non-controlling interests    |  |           | 79    |   |           |  | 73    |           |  |  | 78    | 
|                                                                                                        | 
|Adjusted earnings                                                                                       |  |           | 3,835 |   |           |  | 3,865 |           |  |  | 3,772 | 
|                                                                                                        | 

1This does not include all fair value movements but includes those in relation to
capital items for which hedge accounting cannot be applied.



30



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|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO



9. Dividends



|                                                                                                        |  |           |       |  |           |  |       |           |  |  |       | 
|------------------------------------------------------------------------------------------------------- |  | --------- | ----- |  | --------- |  | ----- | --------- |  |  | ----- | 
|                                                                                                        |  | 2015
US$m |       |  | 2014
US$m |  |       | 2013
US$m | 
|                                                                                                        | 
|                                                                                                        |  |           |      
|Equity                                                                                                  |  |           |       |  |           |  |       |           |  |  |       | 
|2014 Final dividend paid: 80.0 US cents (2013: 77.0 US cents, 2012: 69.5 US cents) per ordinary share   |  |           | 1,289 |  |           |  | 1,236 |           |  |  | 1,125 | 
|2015 Interim dividend paid: 26.0 US cents (2014: 25.0 US cents, 2013: 24.0 US cents) per ordinary share |  |           | 416   |  |           |  | 404   |           |  |  | 392   | 
|                                                                                                        | 
|                                                                                                        |  |           | 1,705 |  |           |  | 1,640 |           |  |  | 1,517 | 
|                                                                                                        | 

In addition, the directors are proposing a final dividend of 87.0 US cents per share in respect of the financial year ended 31 March
2015, which will absorb an estimated US$1,398 million of shareholders funds. If approved by shareholders, the dividend will be paid on 14 August 2015 to shareholders registered on the London and Johannesburg registers as at 7 August
2015. The total dividend per share for the year is 113.0 US cents (2014: 105.0 US cents, 2013: 101.0 US cents).

Treasury shares do not attract dividends and the
employees benefit trusts have both waived their right to receive dividends (further information can be found in note 26).

10. Goodwill



|                                                           |  |      |         | 
|---------------------------------------------------------- |  | ---- | ------- | 
|                                                           |  | US$m |        
|                                                           | 
|Cost                                                       |  |      |         | 
|At 1 April 2013                                            |  |      | 20,185  | 
|Exchange adjustments                                       |  |      | (1,349) | 
|Acquisitions - through business combinations               |  |      | 7       | 
|                                                           | 
|At 31 March 2014                                           |  |      | 18,843  | 
|Exchange adjustments                                       |  |      | (3,257) | 
|Reclassification (see note 19)                             |  |      | (293)   | 
|Acquisitions - through business combinations (provisional) |  |      | 1       | 
|                                                           | 
|At 31 March 2015                                           |  |      | 15,294  | 
|                                                           | 
|                                                           | 
|Accumulated impairment                                     |  |      |         | 
|At 1 April 2013                                            |  |      | 323     | 
|Exchange adjustments                                       |  |      | 23      | 
|                                                           | 
|At 31 March 2014                                           |  |      | 346     | 
|Exchange adjustments                                       |  |      | (84)    | 
|Impairment                                                 |  |      | 286     | 
|                                                           | 
|At 31 March 2015                                           |  |      | 548     | 
|                                                           | 
|                                                           | 
|Net book amount                                            |  |      |         | 
|At 1 April 2013                                            |  |      | 19,862  | 
|                                                           | 
|At 31 March 2014                                           |  |      | 18,497  | 
|                                                           | 
|At 31 March 2015                                           |  |      | 14,746  | 
|                                                           | 

2015

Provisional goodwill of US$1 million arose
on the acquisition of a business in Africa. The fair value exercise in respect of this business combination has yet to be completed.

2014

Goodwill arose on the acquisition of the trade and assets of a wine and spirits business in Africa. The residual value of the net assets acquired has been recognised as
goodwill of US$7 million in the financial statements. The fair value exercise in respect of this business combination is now complete.



31



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|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO





10. Goodwill (continued)



Goodwill is monitored principally on an individual country basis and the net book value is allocated by cash generating
unit (CGU) as follows.



|                      |  |           |        |  |           |  |        | 
|--------------------- |  | --------- | ------ |  | --------- |  | ------ | 
|                      |  | 2015
US$m |        |  | 2014
US$m | 
|                      | 
|CGUs:                 |  |           |        |  |           |  |        | 
|Latin America:        |  |           |        |  |           |  |        | 
|- Central America     |  |           | 777    |  |           |  | 795    | 
|- Colombia            |  |           | 3,367  |  |           |  | 4,392  | 
|- Peru                |  |           | 1,505  |  |           |  | 1,658  | 
|- Other Latin America |  |           | 207    |  |           |  | 211    | 
|Africa:               |  |           |        |  |           |  |        | 
|- South Africa        |  |           | 391    |  |           |  | 451    | 
|- Other Africa        |  |           | 219    |  |           |  | 247    | 
|Asia Pacific:         |  |           |        |  |           |  |        | 
|- Australia           |  |           | 5,819  |  |           |  | 7,397  | 
|- India               |  |           | -      |  |           |  | 291    | 
|- Other Asia Pacific  |  |           | 1      |  |           |  | 1      | 
|Europe:               |  |           |        |  |           |  |        | 
|- Czech Republic      |  |           | 707    |  |           |  | 909    | 
|- Netherlands         |  |           | 85     |  |           |  | 106    | 
|- Italy               |  |           | 347    |  |           |  | 445    | 
|- Poland              |  |           | 1,002  |  |           |  | 1,258  | 
|- Other Europe        |  |           | 63     |  |           |  | 80     | 
|North America         |  |           | 256    |  |           |  | 256    | 
|                      | 
|                      |  |           | 14,746 |  |           |  | 18,497 | 
|                      | 

Assumptions

The group uses both value in use
and fair value less costs of disposal (FVLCD) calculations to determine the recoverable amounts for its CGUs. See note 1 for the detailed accounting policy on how the group determines recoverable value. The key assumptions for the discounted cash
flow calculations are as follows.

Expected volume five-year compound annual growth rate (CAGR) - Cash flows are based on financial forecasts approved by
management for each CGU covering five-year periods and are dependent on managements expected volume CAGRs which have been determined based on past experience and planned initiatives, and with reference to external sources in respect of
macro-economic assumptions. Expected growth rates over the five-year forecast period are generally higher than the long-term average growth rates for the economies in which the CGUs operate as a steady state is not necessarily expected to be reached
in this period. The cash flow forecasts included in FVLCD calculations are based on managements best estimates of expected volume CAGRs and incorporate cash flows associated with enhancing the assets performance, such as capital
expenditure, where appropriate in order to determine the FVLCD from a market participants perspective.

Discount rate - The discount rate (weighted
average cost of capital) is calculated using a methodology which reflects the returns from United States Treasury notes with a maturity of 20 years, an equity risk premium adjusted for specific industry and country risks, and inflation
differentials. The group applies local post-tax discount rates to local post-tax cash flows. For a value in use calculation, where a potential impairment is identified on a post-tax basis, the impairment review is reperformed on a pre-tax basis.

Long-term growth rate - Cash flows after the first five-year period are extrapolated using a long-term growth rate, in order to calculate the terminal
recoverable amount. The long-term growth rate is estimated using historical trends and expected future trends in inflation rates, based on external data.

The
following table presents the key assumptions used in the discounted cash flow calculations in each of the groups operating segments and relate only to subsidiaries of the group.



|               |  |                                  |            |  |                           |  |           |                         |  |  |         | 
|-------------- |  | -------------------------------- | ---------- |  | ------------------------- |  | --------- | ----------------------- |  |  | ------- | 
|               |  | ExpectedvolumeCAGRs
2015 - 2019% |            |  | Post-tax
discount rates
% |  |           | Long-termgrowth rates
% | 
|               | 
|Latin America  |  |                                  | 2.7-4.5    |  |                           |  | 7.6-14.0  |                         |  |  | 2.1-5.1 | 
|Africa         |  |                                  | 2.4-9.7    |  |                           |  | 11.8-17.6 |                         |  |  | 5.5-9.5 | 
|Asia Pacific   |  |                                  | (0.1)-10.0 |  |                           |  | 7.4-11.8  |                         |  |  | 2.8-5.7 | 
|Europe         |  |                                  | (0.4)-2.4  |  |                           |  | 6.5-9.3   |                         |  |  | 1.4-2.8 | 
|North America1 |  |                                  | 17         |  |                           |  | 6.8       |                         |  |  | 2.1     | 
|               | 

1 Primarily the international business across the Americas.



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10. Goodwill (continued)



Impairment reviews results

An
impairment charge of US$313 million has been recognised in respect of the India CGU in Asia Pacific. This primarily reflected the groups assessment of the increasing regulatory and excise challenges in the operating environment in India and
the proposed partial introduction of a national goods and services tax (GST) which will not apply to beer so that GST on input costs is not expected to be recoverable. The impairment loss was allocated to goodwill (US$286 million), property, plant
and equipment (US$23 million), and intangible assets (US$4 million). The recoverable amount of the CGU was based on its value in use, which was determined using a discounted cash flow calculation. In arriving at value in use, a pre-tax discount rate
of 14.1% (2014: 13.4%) was applied to pre-tax cash flows.

Sensitivities to assumptions

The groups impairment reviews are sensitive to changes in the key assumptions described above.

The most material goodwill balance is in Australia. In addition to the volume CAGR, pricing, mix and cost efficiencies are significant factors influencing the recoverable
value of the CGU, and therefore NPR and EBITA CAGRs were also considered key assumptions in the discounted cash flow calculation. Continuing market weakness in Australia has reduced the forecast volume and revenue growth assumptions used in
determining the recoverable amount of the Australia CGU. The estimated recoverable amount was calculated on a FVLCD basis and is now approximately US$650 million higher than the carrying value of the CGU. For the recoverable amount to reduce to a
level such that it is equal to the carrying value of the CGU, the following would need to occur: the future compound annual NPR growth over the five-year forecast period to reduce to a level such that the EBITA CAGR over the same period of 3.8%
would fall below the long-term growth rate of 2.8%; or the long-term growth rate of 2.8% in nominal terms to fall below 2.4%; or the discount rate to rise from 7.4% to 7.7% or higher. These changes in assumptions are considered reasonably possible
in the current environment.

Based on the groups sensitivity analysis, a reasonably possible change in a single assumption will not cause an impairment loss in
any of the groups other CGUs.

11. Intangible assets



|                                             |  |            |        |   |                      |  |      |           |  |  |              |   |  |  |         | 
|-------------------------------------------- |  | ---------- | ------ | - | -------------------- |  | ---- | --------- |  |  | ------------ | - |  |  | ------- | 
|                                             |  | BrandsUS$m |        |   | ComputersoftwareUS$m |  |      | OtherUS$m |  |  | Total   US$m |  
|                                             | 
|Cost                                         |  |            |        |   |                      |  |      |           |  |  |              |   |  |  |         | 
|At 1 April 2013                              |  |            | 9,952  |   |                      |  | 752  |           |  |  | 657          |   |  |  | 11,361  | 
|Exchange adjustments                         |  |            | (789   | ) |                      |  | (14  | )         |  |  | (65          | ) |  |  | (868)   | 
|Additions - separately acquired              |  |            | -      |   |                      |  | 84   |           |  |  | -            |   |  |  | 84      | 
|Acquisitions - through business combinations |  |            | 22     |   |                      |  | -    |           |  |  | -            |   |  |  | 22      | 
|Transfers                                    |  |            | 3      |   |                      |  | -    |           |  |  | (3           | ) |  |  | -       | 
|Disposals                                    |  |            | -      |   |                      |  | (11  | )         |  |  | (32          | ) |  |  | (43)    | 
|                                             | 
|At 31 March 2014                             |  |            | 9,188  |   |                      |  | 811  |           |  |  | 557          |   |  |  | 10,556  | 
|Exchange adjustments                         |  |            | (1,596 | ) |                      |  | (101 | )         |  |  | (101         | ) |  |  | (1,798) | 
|Additions - separately acquired              |  |            | 14     |   |                      |  | 172  |           |  |  | -            |   |  |  | 186     | 
|Disposals                                    |  |            | -      |   |                      |  | (8   | )         |  |  | -            |   |  |  | (8)     | 
|                                             | 
|At 31 March 2015                             |  |            | 7,606  |   |                      |  | 874  |           |  |  | 456          |   |  |  | 8,936   | 
|                                             | 
|                                             |  |            |        |  
|Accumulated amortisation and impairment      |  |            |        |   |                      |  |      |           |  |  |              |   |  |  |         | 
|At 1 April 2013                              |  |            | 1,307  |   |                      |  | 319  |           |  |  | 100          |   |  |  | 1,726   | 
|Exchange adjustments                         |  |            | (83    | ) |                      |  | (5   | )         |  |  | (7           | ) |  |  | (95)    | 
|Amortisation                                 |  |            | 312    |   |                      |  | 66   |           |  |  | 49           |   |  |  | 427     | 
|Disposals                                    |  |            | -      |   |                      |  | (10  | )         |  |  | (32          | ) |  |  | (42)    | 
|Impairment                                   |  |            | 8      |   |                      |  | -    |           |  |  | -            |   |  |  | 8       | 
|                                             | 
|At 31 March 2014                             |  |            | 1,544  |   |                      |  | 370  |           |  |  | 110          |   |  |  | 2,024   | 
|Exchange adjustments                         |  |            | (301   | ) |                      |  | (48  | )         |  |  | (25          | ) |  |  | (374)   | 
|Amortisation                                 |  |            | 301    |   |                      |  | 75   |           |  |  | 34           |   |  |  | 410     | 
|Disposals                                    |  |            | -      |   |                      |  | (8   | )         |  |  | -            |   |  |  | (8)     | 
|Impairment                                   |  |            | 4      |   |                      |  | 2    |           |  |  | -            |   |  |  | 6       | 
|                                             | 
|At 31 March 2015                             |  |            | 1,548  |   |                      |  | 391  |           |  |  | 119          |   |  |  | 2,058   | 
|                                             | 
|                                             |  |            |        |  
|Net book amount                              |  |            |        |   |                      |  |      |           |  |  |              |   |  |  |         | 
|At 1 April 2013                              |  |            | 8,645  |   |                      |  | 433  |           |  |  | 557          |   |  |  | 9,635   | 
|                                             | 
|At 31 March 2014                             |  |            | 7,644  |   |                      |  | 441  |           |  |  | 447          |   |  |  | 8,532   | 
|                                             | 
|At 31 March 2015                             |  |            | 6,058  |   |                      |  | 483  |           |  |  | 337          |   |  |  | 6,878   | 
|                                             | 

During 2015 impairment charges in respect of intangible assets totalling US$6 million (2014: US$8 million) were recognised, all in Asia
Pacific.



33



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11. Intangible assets (continued)



At 31 March significant individual brands included within the carrying value of intangible assets are as follows.



|                            |  |           |       |  |           |  |       |                                          |  |  |    | 
|--------------------------- |  | --------- | ----- |  | --------- |  | ----- | ---------------------------------------- |  |  | -- | 
|                            |  | 2015
US$m |       |  | 2014
US$m |  |       | Amortisation  period  remaining  (years) | 
|                            | 
|Brand carrying value        |  |           |       |  |           |  |       |                                          |  |  |    | 
|Carlton (Australia)         |  |           | 1,481 |  |           |  | 1,853 |                                          |  |  | 37 | 
|Aguila (Colombia)           |  |           | 987   |  |           |  | 1,335 |                                          |  |  | 30 | 
|Victoria Bitter (Australia) |  |           | 748   |  |           |  | 935   |                                          |  |  | 37 | 
|Cristal (Peru)              |  |           | 508   |  |           |  | 578   |                                          |  |  | 30 | 
|Grolsch (Netherlands)       |  |           | 332   |  |           |  | 439   |                                          |  |  | 33 | 
|                            | 

12. Property, plant and equipment



|                                             |  |                                |      |   |                   |  |       |                           |  |  |                      |   |  |       |       |   |  |  |         | 
|-------------------------------------------- |  | ------------------------------ | ---- | - | ----------------- |  | ----- | ------------------------- |  |  | -------------------- | - |  | ----- | ----- | - |  |  | ------- | 
|                                             |  | Assets incourse ofconstruction |      |   | Land andbuildings |  |       | Plant,
vehiclesandsystems |  |  | Returnablecontainers |   |  | Total |      
|                                             |  | US$m                           |      |   | US$m              |  |       | US$m                      |  |  | US$m                 |   |  | US$m  |      
|                                             | 
|Cost                                         |  |                                |      |   |                   |  |       |                           |  |  |                      |   |  |       |       |   |  |  |         | 
|At 1 April 2013                              |  |                                | 542  |   |                   |  | 3,723 |                           |  |  | 8,282                |   |  |       | 2,093 |   |  |  | 14,640  | 
|Exchange adjustments                         |  |                                | (33  | ) |                   |  | (157  | )                         |  |  | (474                 | ) |  |       | (113  | ) |  |  | (777)   | 
|Additions                                    |  |                                | 716  |   |                   |  | 23    |                           |  |  | 346                  |   |  |       | 364   |   |  |  | 1,449   | 
|Acquisitions - through business combinations |  |                                | -    |   |                   |  | 8     |                           |  |  | 4                    |   |  |       | -     |   |  |  | 12      | 
|Breakages and shrinkage                      |  |                                | -    |   |                   |  | -     |                           |  |  | -                    |   |  |       | (216  | ) |  |  | (216)   | 
|Transfers                                    |  |                                | (618 | ) |                   |  | 93    |                           |  |  | 423                  |   |  |       | 102   |   |  |  | -       | 
|Transfers (to)/from other assets             |  |                                | -    |   |                   |  | -     |                           |  |  | (8                   | ) |  |       | 1     |   |  |  | (7)     | 
|Disposals                                    |  |                                | (1   | ) |                   |  | (25   | )                         |  |  | (179                 | ) |  |       | (180  | ) |  |  | (385)   | 
|                                             | 
|At 31 March 2014                             |  |                                | 606  |   |                   |  | 3,665 |                           |  |  | 8,394                |   |  |       | 2,051 |   |  |  | 14,716  | 
|Exchange adjustments                         |  |                                | (124 | ) |                   |  | (712  | )                         |  |  | (1,722               | ) |  |       | (362  | ) |  |  | (2,920) | 
|Additions                                    |  |                                | 828  |   |                   |  | 30    |                           |  |  | 216                  |   |  |       | 345   |   |  |  | 1,419   | 
|Acquisitions - through business combinations |  |                                | -    |   |                   |  | 3     |                           |  |  | 1                    |   |  |       | -     |   |  |  | 4       | 
|Breakages and shrinkage                      |  |                                | -    |   |                   |  | -     |                           |  |  | -                    |   |  |       | (140  | ) |  |  | (140)   | 
|Transfers                                    |  |                                | (613 | ) |                   |  | 123   |                           |  |  | 476                  |   |  |       | 14    |   |  |  | -       | 
|Transfers (to)/from other assets             |  |                                | -    |   |                   |  | -     |                           |  |  | (2                   | ) |  |       | -     |   |  |  | (2)     | 
|Disposals                                    |  |                                | (1   | ) |                   |  | (63   | )                         |  |  | (298                 | ) |  |       | (39   | ) |  |  | (401)   | 
|                                             | 
|At 31 March 2015                             |  |                                | 696  |   |                   |  | 3,046 |                           |  |  | 7,065                |   |  |       | 1,869 |   |  |  | 12,676  | 
|                                             | 
|                                             |  |                                |      |   |                  
|Accumulated depreciation and impairment      |  |                                |      |   |                   |  |       |                           |  |  |                      |   |  |       |       |   |  |  |         | 
|At 1 April 2013                              |  |                                | -    |   |                   |  | 702   |                           |  |  | 3,802                |   |  |       | 1,077 |   |  |  | 5,581   | 
|Exchange adjustments                         |  |                                | -    |   |                   |  | (43   | )                         |  |  | (273                 | ) |  |       | (53   | ) |  |  | (369)   | 
|Provided during the year                     |  |                                | -    |   |                   |  | 77    |                           |  |  | 544                  |   |  |       | 233   |   |  |  | 854     | 
|Breakages and shrinkage                      |  |                                | -    |   |                   |  | -     |                           |  |  | -                    |   |  |       | (136  | ) |  |  | (136)   | 
|Impairment                                   |  |                                | -    |   |                   |  | 2     |                           |  |  | 50                   |   |  |       | -     |   |  |  | 52      | 
|Transfers                                    |  |                                | -    |   |                   |  | 1     |                           |  |  | (50                  | ) |  |       | 49    |   |  |  | -       | 
|Transfers to other assets                    |  |                                | -    |   |                   |  | -     |                           |  |  | (1                   | ) |  |       | -     |   |  |  | (1)     | 
|Disposals                                    |  |                                | -    |   |                   |  | (16   | )                         |  |  | (156                 | ) |  |       | (158  | ) |  |  | (330)   | 
|                                             | 
|At 31 March 2014                             |  |                                | -    |   |                   |  | 723   |                           |  |  | 3,916                |   |  |       | 1,012 |   |  |  | 5,651   | 
|Exchange adjustments                         |  |                                | -    |   |                   |  | (187  | )                         |  |  | (1,015               | ) |  |       | (203  | ) |  |  | (1,405) | 
|Provided during the year                     |  |                                | -    |   |                   |  | 74    |                           |  |  | 528                  |   |  |       | 219   |   |  |  | 821     | 
|Breakages and shrinkage                      |  |                                | -    |   |                   |  | -     |                           |  |  | -                    |   |  |       | (77   | ) |  |  | (77)    | 
|Impairment                                   |  |                                | -    |   |                   |  | 43    |                           |  |  | 30                   |   |  |       | -     |   |  |  | 73      | 
|Disposals                                    |  |                                | -    |   |                   |  | (38   | )                         |  |  | (275                 | ) |  |       | (35   | ) |  |  | (348)   | 
|                                             | 
|At 31 March 2015                             |  |                                | -    |   |                   |  | 615   |                           |  |  | 3,184                |   |  |       | 916   |   |  |  | 4,715   | 
|                                             | 
|                                             |  |                                |      |   |                  
|Net book amount                              |  |                                |      |   |                   |  |       |                           |  |  |                      |   |  |       |       |   |  |  |         | 
|At 1 April 2013                              |  |                                | 542  |   |                   |  | 3,021 |                           |  |  | 4,480                |   |  |       | 1,016 |   |  |  | 9,059   | 
|                                             | 
|At 31 March 2014                             |  |                                | 606  |   |                   |  | 2,942 |                           |  |  | 4,478                |   |  |       | 1,039 |   |  |  | 9,065   | 
|                                             | 
|At 31 March 2015                             |  |                                | 696  |   |                   |  | 2,431 |                           |  |  | 3,881                |   |  |       | 953   |   |  |  | 7,961   | 
|                                             | 



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12. Property, plant and equipment (continued)



As a result of annual impairment reviews, impairment losses of $23 million have been recognised in the year (2014:
US$nil) (see note 10).

Included in land and buildings is freehold land with a cost of US$560 million (2014: US$695 million) which is not depreciated.

Included in plant, vehicles and systems are the following amounts relating to assets held under finance leases.



|                |  |           |    |  |           |  |    | 
|--------------- |  | --------- | -- |  | --------- |  | -- | 
|                |  | 2015
US$m |    |  | 2014
US$m | 
|                | 
|Net book amount |  |           | 65 |  |           |  | 61 | 
|                | 

Included in the amounts above are the following amounts in respect of borrowing costs capitalised.



|                          |  |           |     |   |           |  |     | 
|------------------------- |  | --------- | --- | - | --------- |  | --- | 
|                          |  | 2015
US$m |     |   | 2014
US$m | 
|                          | 
|At 1 April                |  |           | 37  |   |           |  | 45  | 
|Exchange adjustments      |  |           | (6  | ) |           |  | (4) | 
|Amortised during the year |  |           | (11 | ) |           |  | (4) | 
|                          | 
|At 31 March               |  |           | 20  |   |           |  | 37  | 
|                          | 

No borrowings costs were capitalised during the year (2014: none).

Borrowings are secured by various of the groups property, plant and equipment with an aggregate net book value of US$91 million (2014: US$87 million).

13. Investments in joint ventures

A list of the groups significant
investments in joint ventures, including the name, country of incorporation and effective ownership interest is given in note 33.



|                                    |  |      |       | 
|----------------------------------- |  | ---- | ----- | 
|                                    |  | US$m |      
|                                    | 
|At 1 April 2013                     |  |      | 5,547 | 
|Investments in joint ventures       |  |      | 188   | 
|Share of results retained           |  |      | 737   | 
|Share of other comprehensive loss   |  |      | 12    | 
|Dividends received                  |  |      | (903) | 
|                                    | 
|At 31 March 2014                    |  |      | 5,581 | 
|Investments in joint ventures       |  |      | 216   | 
|Share of results retained           |  |      | 786   | 
|Share of other comprehensive income |  |      | (179) | 
|Dividends received                  |  |      | (976) | 
|                                    | 
|At 31 March 2015                    |  |      | 5,428 | 
|                                    | 

Summarised financial information for the groups interest in joint ventures, on a 100% basis after adjustments to comply with the
groups accounting policies, is shown below.



|                                                 |  |             |        |   |           |  |         | 
|------------------------------------------------ |  | ----------- | ------ | - | --------- |  | ------- | 
|Summarised balance sheet                         |  | MillerCoors |       
|                                                 |  | 2015
US$m   |        |   | 2014
US$m | 
|                                                 | 
|Cash and cash equivalents                        |  |             | 18     |   |           |  | 15      | 
|Other current assets                             |  |             | 911    |   |           |  | 980     | 
|                                                 | 
|Total current assets                             |  |             | 929    |   |           |  | 995     | 
|Non-current assets                               |  |             | 5,022  |   |           |  | 4,972   | 
|                                                 | 
|Total assets                                     |  |             | 5,951  |   |           |  | 5,967   | 
|                                                 | 
|Financial liabilities (excluding trade payables) |  |             | (47    | ) |           |  | (46)    | 
|Other current liabilities                        |  |             | (911   | ) |           |  | (888)   | 
|                                                 | 
|Total current liabilities                        |  |             | (958   | ) |           |  | (934)   | 
|Financial liabilities                            |  |             | (30    | ) |           |  | (38)    | 
|Other non-current liabilities                    |  |             | (1,509 | ) |           |  | (1,278) | 
|                                                 | 
|Total liabilities                                |  |             | (2,497 | ) |           |  | (2,250) | 
|                                                 | 
|Non-controlling interests                        |  |             | (41    | ) |           |  | (41)    | 
|                                                 | 
|Net assets attributable to owners                |  |             | 3,413  |   |           |  | 3,676   | 
|                                                 | 



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13. Investments in joint ventures (continued)



|                                             |  |             |       |   |           |  |       | 
|-------------------------------------------- |  | ----------- | ----- | - | --------- |  | ----- | 
|Summarised statement of comprehensive income |  | MillerCoors |      
|                                             |  | 2015
US$m   |       |   | 2014
US$m | 
|                                             | 
|Revenue                                      |  |             | 8,966 |   |           |  | 8,963 | 
|Depreciation and amortisation                |  |             | (322  | ) |           |  | (316) | 
|Interest expense                             |  |             | (1    | ) |           |  | (2)   | 
|Profit before taxation                       |  |             | 1,361 |   |           |  | 1,277 | 
|Taxation expense                             |  |             | (5    | ) |           |  | (5)   | 
|                                             | 
|Profit for the year                          |  |             | 1,356 |   |           |  | 1,272 | 
|Other comprehensive (loss)/income            |  |             | (309  | ) |           |  | 20    | 
|                                             | 
|Total comprehensive income                   |  |             | 1,047 |   |           |  | 1,292 | 
|                                             | 

Reconciliation of summarised financial information

A reconciliation of the summarised financial information to the carrying amount of the groups interests in its joint ventures is as follows.



|                                               |  |             |        |   |           |  |         | 
|---------------------------------------------- |  | ----------- | ------ | - | --------- |  | ------- | 
|                                               |  | MillerCoors |       
|                                               |  | 2015
US$m   |        |   | 2014
US$m | 
|                                               | 
|Opening net assets                             |  |             | 3,676  |   |           |  | 3,617   | 
|Total comprehensive income                     |  |             | 1,047  |   |           |  | 1,292   | 
|Dividends paid                                 |  |             | (1,683 | ) |           |  | (1,557) | 
|Funding to joint venture                       |  |             | 373    |   |           |  | 324     | 
|                                               | 
|Closing net assets                             |  |             | 3,413  |   |           |  | 3,676   | 
|Interest in joint venture (%)                  |  |             | 58     |   |           |  | 58      | 
|Interest in joint venture                      |  |             | 1,979  |   |           |  | 2,132   | 
|Goodwill                                       |  |             | 3,449  |   |           |  | 3,449   | 
|                                               | 
|Carrying value of investments in joint venture |  |             | 5,428  |   |           |  | 5,581   | 
|                                               | 

14. Investments in associates

A list of the
groups significant investments in associates, including the name, country of incorporation and effective ownership interest is given in note 33.



|                                      |  |      |       | 
|------------------------------------- |  | ---- | ----- | 
|                                      |  | US$m |      
|                                      | 
|At 1 April 2013                       |  |      | 5,416 | 
|Exchange adjustments                  |  |      | (264) | 
|Investments in associates             |  |      | 231   | 
|Share of results retained             |  |      | 489   | 
|Share of other comprehensive income   |  |      | 133   | 
|Share of movements in other reserves  |  |      | 6     | 
|Dividends receivable                  |  |      | (224) | 
|                                      | 
|At 31 March 2014                      |  |      | 5,787 | 
|Exchange adjustments                  |  |      | (755) | 
|Investments in associates             |  |      | 46    | 
|Disposal of investments in associates |  |      | (368) | 
|Share of results retained             |  |      | 297   | 
|Share of other comprehensive loss     |  |      | (119) | 
|Share of movements in other reserves  |  |      | (6)   | 
|Dividends receivable                  |  |      | (423) | 
|                                      | 
|At 31 March 2015                      |  |      | 4,459 | 
|                                      | 

2015

The group disposed of its
investment in Tsogo Sun Holdings Limited (Tsogo Sun), its hotels and gaming associate listed on the Johannesburg Stock Exchange, in August 2014 through an institutional placing and share buyback. The group received net proceeds of US$971 million,
and realised a post-tax profit of US$239 million.

In January 2015 the group received net proceeds of US$7 million and realised a net profit of US$2 million, after
associated costs, on the disposal of its packaging associate in Panama, Latin America.

2014

There were no acquisitions or disposals of associates in the year. The increase in investments in associates primarily related to increased investment in our Chinese
associate to partly fund the Kingway acquisition.



36



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|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO





14. Investments in associates (continued)



The analysis of associates between listed and unlisted investments is shown below.



|         |  |            |       |  |            |  |       | 
|-------- |  | ---------- | ----- |  | ---------- |  | ----- | 
|         |  | 2015 
US$m |       |  | 2014 
US$m | 
|         | 
|Listed   |  |            | 1,470 |  |            |  | 2,306 | 
|         |  |           
|Unlisted |  |            | 2,989 |  |            |  | 3,481 | 
|         | 
|         |  |            | 4,459 |  |            |  | 5,787 | 
|         | 

Further details on the market value of listed investments in associates is given in note 21.

Summarised financial information

Summarised financial information for
associates, which, in the opinion of the directors, are material to the group on a 100% basis after adjustments to comply with the groups accounting policies, is as follows.



|                                                         |  |           |         |  |              |  |         |           |  |  |           |  |  |           |         |  |           |  |         |           |  |  |         |  |  |  |       | 
|-------------------------------------------------------- |  | --------- | ------- |  | ------------ |  | ------- | --------- |  |  | --------- |  |  | --------- | ------- |  | --------- |  | ------- | --------- |  |  | ------- |  |  |  | ----- | 
|                                                         |  | Castel1   |         |  | Anadolu Efes |  |         | CR Snow   |  |  | Tsogo Sun | 
|Summarised balance sheet                                 |  | 2015
US$m |         |  | 2014
US$m    |  |         | 2015
US$m |  |  | 2014
US$m |  |  | 2015
US$m |         |  | 2014
US$m |  |         | 2014
US$m | 
|                                                         | 
|Total current assets                                     |  |           | 3,388   |  |              |  | 4,478   |           |  |  | 1,478     |  |  |           | 2,083   |  |           |  | 1,523   |           |  |  | 2,103   |  |  |  | 220   | 
|                                                         |  |           |         |  |              |  |        
|Total non-current assets                                 |  |           | 2,972   |  |              |  | 3,489   |           |  |  | 6,390     |  |  |           | 8,735   |  |           |  | 5,032   |           |  |  | 4,817   |  |  |  | 1,668 | 
|                                                         | 
|Total assets                                             |  |           | 6,360   |  |              |  | 7,967   |           |  |  | 7,868     |  |  |           | 10,818  |  |           |  | 6,555   |           |  |  | 6,920   |  |  |  | 1,888 | 
|                                                         | 
|                                                         |  |           |         |  |              |  |        
|Total current liabilities                                |  |           | (1,257) |  |              |  | (1,402) |           |  |  | (920)     |  |  |           | (1,505) |  |           |  | (2,869) |           |  |  | (2,517) |  |  |  | (122) | 
|                                                         |  |           |         |  |              |  |        
|Total non-current liabilities                            |  |           | (409)   |  |              |  | (570)   |           |  |  | (2,402)   |  |  |           | (2,902) |  |           |  | (659)   |           |  |  | (1,118) |  |  |  | (788) | 
|                                                         | 
|Total liabilities                                        |  |           | (1,666) |  |              |  | (1,972) |           |  |  | (3,322)   |  |  |           | (4,407) |  |           |  | (3,528) |           |  |  | (3,635) |  |  |  | (910) | 
|                                                         | 
|Total non-controlling interests                          |  |           | (672)   |  |              |  | (783)   |           |  |  | (1,659)   |  |  |           | (1,840) |  |           |  | (20)    |           |  |  | (18)    |  |  |  | (34)  | 
|                                                         | 
|Net assets attributable to
owners                        |  |           | 4,022   |  |              |  | 5,212   |           |  |  | 2,887     |  |  |           | 4,571   |  |           |  | 3,007   |           |  |  | 3,267   |  |  |  | 944   | 
|                                                         | 
|                                                         |  |           |         |  |              |  |        
|Summarised statement of comprehensive income/(loss)      |  |           |         |  |              |  |         |           |  |  |           |  |  |           |         |  |           |  |         |           |  |  |         |  |  |  |       | 
|                                                         | 
|                                                         |  |           |         |  |              |  |        
|Revenue                                                  |  |           | 6,000   |  |              |  | 6,162   |           |  |  | 6,408     |  |  |           | 6,682   |  |           |  | 4,496   |           |  |  | 4,420   |  |  |  | 1,073 | 
|                                                         |  |           |         |  |              |  |        
|Profit/(loss) for the year attributable to owners        |  |           | 815     |  |              |  | 959     |           |  |  | (466)     |  |  |           | (139)   |  |           |  | 199     |           |  |  | 254     |  |  |  | 178   | 
|                                                         |  |           |         |  |              |  |        
|Other comprehensive (loss)/income attributable to owners |  |           | (59)    |  |              |  | (31)    |           |  |  | (537)     |  |  |           | 258     |  |           |  | 23      |           |  |  | 74      |  |  |  | 18    | 
|                                                         | 
|Total comprehensive income/(loss)
attributable to owners |  |           | 756     |  |              |  | 928     |           |  |  | (1,003)   |  |  |           | 119     |  |           |  | 222     |           |  |  | 328     |  |  |  | 196   | 
|                                                         | 

Reconciliation of summarised financial information

A reconciliation of the summarised financial information to the carrying amount of the groups interests in its associates is as follows.



|                                                         |  |           |         |  |              |  |       |           |  |  |           |  |  |           |       |  |           |  |       |           |  |  |       |  |  |  |       | 
|-------------------------------------------------------- |  | --------- | ------- |  | ------------ |  | ----- | --------- |  |  | --------- |  |  | --------- | ----- |  | --------- |  | ----- | --------- |  |  | ----- |  |  |  | ----- | 
|                                                         |  | Castel1   |         |  | Anadolu Efes |  |       | CR Snow   |  |  | Tsogo Sun | 
|                                                         |  | 2015
US$m |         |  | 2014
US$m    |  |       | 2015
US$m |  |  | 2014
US$m |  |  | 2015
US$m |       |  | 2014
US$m |  |       | 2014
US$m | 
|                                                         | 
|Opening net assets attributable to
owners                |  |           | 5,212   |  |              |  | 4,405 |           |  |  | 4,571     |  |  |           | 5,439 |  |           |  | 3,267 |           |  |  | 2,539 |  |  |  | 956   | 
|                                                         |  |           |         |  |              |  |      
|Total comprehensive income/(loss) attributable to owners |  |           | 756     |  |              |  | 928   |           |  |  | (1,003)   |  |  |           | 119   |  |           |  | 222   |           |  |  | 328   |  |  |  | 196   | 
|                                                         |  |           |         |  |              |  |      
|Dividends paid                                           |  |           | (359)   |  |              |  | (461) |           |  |  | -         |  |  |           | (140) |  |           |  | (465) |           |  |  | -     |  |  |  | (87)  | 
|                                                         |  |           |         |  |              |  |      
|Exchange adjustments                                     |  |           | (1,587) |  |              |  | 340   |           |  |  | (681)     |  |  |           | (842) |  |           |  | 3     |           |  |  | -     |  |  |  | (121) | 
|                                                         |  |           |         |  |              |  |      
|Funding to associates                                    |  |           | -       |  |              |  | -     |           |  |  | -         |  |  |           | -     |  |           |  | -     |           |  |  | 400   |  |  |  | -     | 
|                                                         |  |           |         |  |              |  |      
|Other movements in reserves                              |  |           | -       |  |              |  | -     |           |  |  | -         |  |  |           | (5)   |  |           |  | (20)  |           |  |  | -     |  |  |  | -     | 
|                                                         | 
|Closing net assets attributable to
owners                |  |           | 4,022   |  |              |  | 5,212 |           |  |  | 2,887     |  |  |           | 4,571 |  |           |  | 3,007 |           |  |  | 3,267 |  |  |  | 944   | 
|                                                         |  |           |         |  |              |  |      
|Interest in associates (%)                               |  |           | 20-40   |  |              |  | 20-40 |           |  |  | 24        |  |  |           | 24    |  |           |  | 49    |           |  |  | 49    |  |  |  | 40    | 
|                                                         |  |           |         |  |              |  |      
|Interest in associates                                   |  |           | 925     |  |              |  | 1,223 |           |  |  | 693       |  |  |           | 1,097 |  |           |  | 1,473 |           |  |  | 1,601 |  |  |  | 375   | 
|                                                         |  |           |         |  |              |  |      
|Goodwill                                                 |  |           | 310     |  |              |  | 352   |           |  |  | 387       |  |  |           | 469   |  |           |  | -     |           |  |  | -     |  |  |  | -     | 
|                                                         | 
|Carrying value of investments in
associates              |  |           | 1,235   |  |              |  | 1,575 |           |  |  | 1,080     |  |  |           | 1,566 |  |           |  | 1,473 |           |  |  | 1,601 |  |  |  | 375   | 
|                                                         | 

1BIH Brasseries Internationales Holding Ltd, Société des
Brasseries et Glacières Internationales SA, Algerienne de Bavaroise Spa, BIH Brasseries Internationales Holding (Angola) Ltd, Marocaine dInvestissements et de Services SA, Skikda Bottling Company SARL, Société de Boissons
de IOuest Algerien SARL, and Société des Nouvelles Brasseries together make up Castels African beverage operations. Details of individual ownership percentages are included in note 33.



37



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|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO





14. Investments in associates (continued)



Individually immaterial associates

Summarised financial information for individually immaterial associates, in aggregate, is as follows.

|                                                                |  |            |     |  |            |  |     | 
|--------------------------------------------------------------- |  | ---------- | --- |  | ---------- |  | --- | 
|Summarised statement of comprehensive income                    |  | 2015 
US$m |     |  | 2014 
US$m | 
|                                                                | 
|Aggregate carrying amount of individually
immaterial associates |  |            | 671 |  |            |  | 670 | 
|Aggregate amounts of the groups
share of:                      |  |            |     |  |            |  |     | 
|Profit for the year attributable to owners                      |  |            | 124 |  |            |  | 127 | 
|Other comprehensive income attributable to
owners               |  |            | 12  |  |            |  | 33  | 
|                                                                | 
|Total comprehensive income                                      |  |            | 136 |  |            |  | 160 | 
|                                                                | 

15. Inventories

|                                    |  |            |       |  |            |  |       | 
|----------------------------------- |  | ---------- | ----- |  | ---------- |  | ----- | 
|                                    |  | 2015 
US$m |       |  | 2014 
US$m | 
|                                    | 
|Raw materials and consumables       |  |            | 588   |  |            |  | 669   | 
|Work in progress                    |  |            | 89    |  |            |  | 121   | 
|Finished goods and goods for
resale |  |            | 353   |  |            |  | 378   | 
|                                    | 
|                                    |  |            | 1,030 |  |            |  | 1,168 | 
|                                    | 



|                                                                                 |  |            |    |  |            |  |    | 
|-------------------------------------------------------------------------------- |  | ---------- | -- |  | ---------- |  | -- | 
|The following amount of inventories are expected to be utilised after 12 months. |  | 2015 
US$m |    |  | 2014 
US$m | 
|                                                                                 | 
|Raw materials and consumables                                                    |  |            | 38 |  |            |  | 46 | 
|                                                                                 | 

There were no borrowings secured on the inventories of the group (2014: US$nil).

An impairment charge of US$34 million was recognised in respect of inventories during the year (2014: US$25 million).

16. Trade and other receivables



|                                       |  |           |       |   |           |  |       | 
|-------------------------------------- |  | --------- | ----- | - | --------- |  | ----- | 
|                                       |  | 2015
US$m |       |   | 2014
US$m | 
|                                       | 
|Trade receivables                      |  |           | 1,412 |   |           |  | 1,504 | 
|                                       |  |          
|Less: provision for impairment         |  |           | (132  | ) |           |  | (144) | 
|                                       | 
|Trade receivables - net                |  |           | 1,280 |   |           |  | 1,360 | 
|Other receivables                      |  |           | 355   |   |           |  | 357   | 
|Less: provision for impairment         |  |           | (12   | ) |           |  | (12)  | 
|                                       | 
|Other receivables - net                |  |           | 343   |   |           |  | 345   | 
|Amounts owed by associates             |  |           | 28    |   |           |  | 42    | 
|Amounts owed by joint ventures -
trade |  |           | 4     |   |           |  | 5     | 
|Prepayments and accrued income         |  |           | 182   |   |           |  | 208   | 
|                                       | 
|Total trade and other
receivables      |  |           | 1,837 |   |           |  | 1,960 | 
|                                       | 
|                                       |  |          
|Analysed as:                           |  |           |       |   |           |  |       | 
|                                       |  |          
|Current                                |  |           |       |   |           |  |       | 
|Trade receivables - net                |  |           | 1,265 |   |           |  | 1,345 | 
|Other receivables - net                |  |           | 259   |   |           |  | 250   | 
|Amounts owed by associates             |  |           | 17    |   |           |  | 32    | 
|Amounts owed by joint ventures -
trade |  |           | 4     |   |           |  | 5     | 
|Prepayments and accrued income         |  |           | 166   |   |           |  | 189   | 
|                                       | 
|                                       |  |           | 1,711 |   |           |  | 1,821 | 
|                                       | 
|                                       |  |          
|Non-current                            |  |           |       |   |           |  |       | 
|Trade receivables - net                |  |           | 15    |   |           |  | 15    | 
|Other receivables - net                |  |           | 84    |   |           |  | 95    | 
|Amounts owed by associates             |  |           | 11    |   |           |  | 10    | 
|Prepayments and accrued income         |  |           | 16    |   |           |  | 19    | 
|                                       | 
|                                       |  |           | 126   |   |           |  | 139   | 
|                                       | 

The net carrying values of trade and other receivables are considered a close approximation of their fair values.



38



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 Notes to the consolidated financial statements (continued) |  | LOGO





16. Trade and other receivables (continued)



At 31 March 2015 trade and other receivables of US$415 million (2014: US$450 million) were past due but not
impaired. These relate to customers of whom there is no recent history of default. The ageing of these trade and other receivables is shown below.



|                                       |  |                |       |  |             |  |     |                |  |  |                |  |  |                 |    |  |                |  |    |  |  |  |    | 
|-------------------------------------- |  | -------------- | ----- |  | ----------- |  | --- | -------------- |  |  | -------------- |  |  | --------------- | -- |  | -------------- |  | -- |  |  |  | -- | 
|                                       |  |                |       |  | Past due    | 
|                                       |  | Fully          |       |  | Within      |  |     |                |  |  |                |  |  |                 |    |  | Over           | 
|                                       |  | performingUS$m |       |  | 30 daysUS$m |  |     | 30-60 daysUS$m |  |  | 60-90 daysUS$m |  |  | 90-180
daysUS$m |    |  | 180 days  US$m | 
|                                       | 
|At 31 March 2015                       |  |                |       |  |             |  |     |                |  |  |                |  |  |                 |    |  |                |  |    |  |  |  |    | 
|Trade receivables                      |  |                | 937   |  |             |  | 165 |                |  |  | 47             |  |  |                 | 19 |  |                |  | 24 |  |  |  | 41 | 
|Other receivables                      |  |                | 232   |  |             |  | 45  |                |  |  | 8              |  |  |                 | 4  |  |                |  | 15 |  |  |  | 22 | 
|Amounts owed by associates             |  |                | 3     |  |             |  | 13  |                |  |  | 3              |  |  |                 | -  |  |                |  | 9  |  |  |  | -  | 
|Amounts owed by joint ventures - trade |  |                | 4     |  |             |  | -   |                |  |  | -              |  |  |                 | -  |  |                |  | -  |  |  |  | -  | 
|                                       | 
|                                       |  |                |       |  |             | 
|At 31 March 2014                       |  |                |       |  |             |  |     |                |  |  |                |  |  |                 |    |  |                |  |    |  |  |  |    | 
|Trade receivables                      |  |                | 1,022 |  |             |  | 149 |                |  |  | 54             |  |  |                 | 23 |  |                |  | 31 |  |  |  | 57 | 
|Other receivables                      |  |                | 231   |  |             |  | 52  |                |  |  | 11             |  |  |                 | 6  |  |                |  | 16 |  |  |  | 26 | 
|Amounts owed by associates             |  |                | 17    |  |             |  | 4   |                |  |  | 6              |  |  |                 | -  |  |                |  | -  |  |  |  | 15 | 
|Amounts owed by joint ventures - trade |  |                | 5     |  |             |  | -   |                |  |  | -              |  |  |                 | -  |  |                |  | -  |  |  |  | -  | 
|                                       | 

The group holds collateral as security for past due trade receivables to the value of US$9 million (2014: US$10 million). Collateral held
primarily includes bank guarantees and charges over assets.

At 31 March 2015 trade receivables of US$179 million (2014: US$168 million) were determined to be
specifically impaired and provided for. The amount of the provision at 31 March 2015 was US$132 million (2014: US$144 million) and reflects trade receivables from customers which are considered to be experiencing difficult economic situations.
It was assessed that a portion of these receivables is expected to be recovered. The group holds collateral as security against specifically impaired trade receivables with a fair value of US$1 million (2014: US$1 million).

At 31 March 2015 other receivables of US$29 million (2014: US$15 million) were determined to be specifically impaired and provided for. The amount of the provision
at 31 March 2015 was US$12 million (2014: US$12 million) and reflects loans to customers which are considered to be experiencing difficult economic situations. It was assessed that a portion of these receivables is expected to be recovered. No
collateral was held as security against specifically impaired other receivables in either of the years ended 31 March 2015 and 2014.

The carrying amounts of
trade and other receivables are denominated in the following currencies.

|                  |  |            |       |  |            |  |       | 
|----------------- |  | ---------- | ----- |  | ---------- |  | ----- | 
|                  |  | 2015 
US$m |       |  | 2014
 US$m | 
|                  | 
|Australian dollar |  |            | 161   |  |            |  | 176   | 
|British pound     |  |            | 112   |  |            |  | 73    | 
|Colombian peso    |  |            | 117   |  |            |  | 135   | 
|Czech koruna      |  |            | 76    |  |            |  | 78    | 
|Euro              |  |            | 169   |  |            |  | 225   | 
|Indian rupee      |  |            | 130   |  |            |  | 141   | 
|Polish zloty      |  |            | 143   |  |            |  | 185   | 
|SA rand           |  |            | 297   |  |            |  | 295   | 
|US dollar         |  |            | 183   |  |            |  | 204   | 
|Other currencies  |  |            | 449   |  |            |  | 448   | 
|                  | 
|                  |  |            | 1,837 |  |            |  | 1,960 | 
|                  | 

Movements on the provisions for impairment of trade receivables and other receivables are as follows.



|                                                         |  |                   |       |  |                   |  |       |           |  |  |           |  |  |  |      | 
|-------------------------------------------------------- |  | ----------------- | ----- |  | ----------------- |  | ----- | --------- |  |  | --------- |  |  |  | ---- | 
|                                                         |  | Trade receivables |       |  | Other receivables | 
|                                                         |  | 2015
US$m         |       |  | 2014
US$m         |  |       | 2015
US$m |  |  | 2014
US$m | 
|                                                         | 
|At 1 April                                               |  |                   | (144) |  |                   |  | (140) |           |  |  | (12)      |  |  |  | (12) | 
|                                                         |  |                   |       | 
|Provision for receivables impairment                     |  |                   | (34)  |  |                   |  | (24)  |           |  |  | -         |  |  |  | (6)  | 
|                                                         |  |                   |       | 
|Receivables written off during the year as uncollectible |  |                   | 21    |  |                   |  | 18    |           |  |  | (2)       |  |  |  | 5    | 
|                                                         |  |                   |       | 
|Exchange adjustments                                     |  |                   | 25    |  |                   |  | 2     |           |  |  | 2         |  |  |  | 1    | 
|                                                         | 
|At 31 March                                              |  |                   | (132) |  |                   |  | (144) |           |  |  | (12)      |  |  |  | (12) | 
|                                                         | 

The creation of provisions for impaired receivables is included in net operating expenses in the income statement (see note 3).



39



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|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO



17. Cash and cash equivalents



|                         |  |            |     |  |            |  |       | 
|------------------------ |  | ---------- | --- |  | ---------- |  | ----- | 
|                         |  | 2015 
US$m |     |  | 2014 
US$m | 
|                         | 
|Short-term deposits      |  |            | 528 |  |            |  | 1,589 | 
|Cash at bank and in hand |  |            | 437 |  |            |  | 492   | 
|                         | 
|                         |  |            | 965 |  |            |  | 2,081 | 
|                         | 

Cash and short-term deposits of US$117 million (2014: US$117 million) are held in African countries (including South Africa) and are
subject to local exchange control regulations. These local exchange control regulations provide for restrictions on exporting capital from those countries, other than through normal dividends. As normal dividends are generally able to be paid, these
restrictions are not expected to have a material impact on the groups ability to meet its ongoing obligations.

18. Trade and other payables



|                                        |  |            |       |  |            |  |       | 
|--------------------------------------- |  | ---------- | ----- |  | ---------- |  | ----- | 
|                                        |  | 2015 
US$m |       |  | 2014 
US$m | 
|                                        | 
|Trade payables                          |  |            | 1,404 |  |            |  | 1,333 | 
|                                        |  |           
|Accruals                                |  |            | 651   |  |            |  | 731   | 
|                                        |  |           
|Deferred income                         |  |            | 8     |  |            |  | 9     | 
|                                        |  |           
|Containers in the hands of customers    |  |            | 443   |  |            |  | 453   | 
|                                        |  |           
|Amounts owed to associates - trade      |  |            | 38    |  |            |  | 39    | 
|                                        |  |           
|Amounts owed to joint ventures - trade  |  |            | 18    |  |            |  | 16    | 
|                                        |  |           
|Deferred consideration for acquisitions |  |            | 4     |  |            |  | 9     | 
|                                        |  |           
|Excise duty payable                     |  |            | 344   |  |            |  | 358   | 
|                                        |  |           
|VAT and other taxes payable             |  |            | 221   |  |            |  | 216   | 
|                                        |  |           
|Other payables                          |  |            | 615   |  |            |  | 708   | 
|                                        | 
|Total trade and other payables          |  |            | 3,746 |  |            |  | 3,872 | 
|                                        | 
|                                        |  |           
|Analysed as:                            |  |            |       |  |            |  |       | 
|                                        |  |           
|Current                                 |  |            |       |  |            |  |       | 
|                                        |  |           
|Trade payables                          |  |            | 1,404 |  |            |  | 1,333 | 
|                                        |  |           
|Accruals                                |  |            | 651   |  |            |  | 731   | 
|                                        |  |           
|Deferred income                         |  |            | 4     |  |            |  | 6     | 
|                                        |  |           
|Containers in the hands of customers    |  |            | 443   |  |            |  | 453   | 
|                                        |  |           
|Amounts owed to associates - trade      |  |            | 38    |  |            |  | 39    | 
|                                        |  |           
|Amounts owed to joint ventures - trade  |  |            | 18    |  |            |  | 16    | 
|                                        |  |           
|Deferred consideration for acquisitions |  |            | 4     |  |            |  | 5     | 
|                                        |  |           
|Excise duty payable                     |  |            | 344   |  |            |  | 358   | 
|                                        |  |           
|VAT and other taxes payable             |  |            | 221   |  |            |  | 216   | 
|                                        |  |           
|Other payables                          |  |            | 601   |  |            |  | 690   | 
|                                        | 
|                                        |  |            | 3,728 |  |            |  | 3,847 | 
|                                        | 
|                                        |  |           
|Non-current                             |  |            |       |  |            |  |       | 
|                                        |  |           
|Deferred income                         |  |            | 4     |  |            |  | 3     | 
|                                        |  |           
|Deferred consideration for acquisitions |  |            | -     |  |            |  | 4     | 
|                                        |  |           
|Other payables                          |  |            | 14    |  |            |  | 18    | 
|                                        | 
|                                        |  |            | 18    |  |            |  | 25    | 
|                                        | 



40



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|                                                                          |  |     
|------------------------------------------------------------------------- |  | ----
|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO



19. Deferred taxation

The
movement on the net deferred tax liability is shown below.



|                                                                      |  |            |       |   |            |  |       | 
|--------------------------------------------------------------------- |  | ---------- | ----- | - | ---------- |  | ----- | 
|                                                                      |  | 2015 
US$m |       |   | 2014 
US$m | 
|                                                                      | 
|At 1 April                                                            |  |            | 3,131 |   |            |  | 3,436 | 
|                                                                      |  |           
|Exchange adjustments                                                  |  |            | (345  | ) |            |  | (219) | 
|                                                                      |  |           
|Acquisitions - through business combinations                          |  |            | 1     |   |            |  | -     | 
|                                                                      |  |           
|Rate change                                                           |  |            | 5     |   |            |  | -     | 
|                                                                      |  |           
|Transfers from current tax                                            |  |            | 3     |   |            |  | 13    | 
|                                                                      |  |           
|Reclassification1                                                     |  |            | (293  | ) |            |  | -     | 
|                                                                      |  |           
|Credited to the income statement                                      |  |            | (323  | ) |            |  | (111) | 
|                                                                      |  |           
|Deferred tax on items charged/(credited) to other comprehensive loss: |  |            |       |   |            |  |       | 
|                                                                      |  |           
|- Financial instruments                                               |  |            | 3     |   |            |  | (1)   | 
|                                                                      |  |           
|- Remeasurements of defined benefit plans                             |  |            | (70   | ) |            |  | 13    | 
|                                                                      | 
|At 31 March                                                           |  |            | 2,112 |   |            |  | 3,131 | 
|                                                                      | 

The movements in deferred tax assets and liabilities (after offsetting of balances as permitted by IAS 12) during the year are shown
below.



|                                                                      |  |                            |      |   |                             |  |      |                   |  |  |                            |   |  |                                           |     |   |                              |  |     |             |  |  |      |   |  |  |       | 
|--------------------------------------------------------------------- |  | -------------------------- | ---- | - | --------------------------- |  | ---- | ----------------- |  |  | -------------------------- | - |  | ----------------------------------------- | --- | - | ---------------------------- |  | --- | ----------- |  |  | ---- | - |  |  | ----- | 
|                                                                      |  | Fixedassetallowances 
US$m |      |   | Tax lossesand credits
 US$m |  |      | Intangibles 
US$m |  |  | Financialinstruments 
US$m |   |  | InvestmentinMillerCoorsjointventure
 US$m |     |   | Othertimingdifferences 
US$m |  |     | Total 
US$m | 
|                                                                      | 
|Deferred tax liabilities                                              |  |                            |      |   |                             |  |      |                   |  |  |                            |   |  |                                           |     |   |                              |  |     |             |  |  |      |   |  |  |       | 
|                                                                      |  |                            |      |   |                             |  |     
|At 1 April 2013                                                       |  |                            | 685  |   |                             |  | (242 | )                 |  |  | 2,695                      |   |  |                                           | (47 | ) |                              |  | 702 |             |  |  | (286 | ) |  |  | 3,507 | 
|                                                                      |  |                            |      |   |                             |  |     
|Exchange adjustments                                                  |  |                            | (41  | ) |                             |  | 28   |                   |  |  | (231                       | ) |  |                                           | (1  | ) |                              |  | -   |             |  |  | 26   |   |  |  | (219) | 
|                                                                      |  |                            |      |   |                             |  |     
|Transfers from current tax                                            |  |                            | -    |   |                             |  | -    |                   |  |  | -                          |   |  |                                           | -   |   |                              |  | -   |             |  |  | 16   |   |  |  | 16    | 
|                                                                      |  |                            |      |   |                             |  |     
|Transfers (from)/to deferred tax assets                               |  |                            | (4   | ) |                             |  | -    |                   |  |  | 2                          |   |  |                                           | -   |   |                              |  | -   |             |  |  | (1   | ) |  |  | (3)   | 
|                                                                      |  |                            |      |   |                             |  |     
|Charged/(credited) to the income statement                            |  |                            | 84   |   |                             |  | (199 | )                 |  |  | (86                        | ) |  |                                           | -   |   |                              |  | (62 | )           |  |  | 196  |   |  |  | (67)  | 
|                                                                      |  |                            |      |   |                             |  |     
|Deferred tax on items (credited)/charged to other comprehensive loss: |  |                            |      |   |                             |  |      |                   |  |  |                            |   |  |                                           |     |   |                              |  |     |             |  |  |      |   |  |  |       | 
|                                                                      |  |                            |      |   |                             |  |     
|- Financial instruments                                               |  |                            | -    |   |                             |  | -    |                   |  |  | -                          |   |  |                                           | -   |   |                              |  | (1  | )           |  |  | -    |   |  |  | (1)   | 
|                                                                      |  |                            |      |   |                             |  |     
|- Remeasurements of defined benefit plans                             |  |                            | -    |   |                             |  | -    |                   |  |  | -                          |   |  |                                           | -   |   |                              |  | 5   |             |  |  | 8    |   |  |  | 13    | 
|                                                                      | 
|At 31 March 2014                                                      |  |                            | 724  |   |                             |  | (413 | )                 |  |  | 2,380                      |   |  |                                           | (48 | ) |                              |  | 644 |             |  |  | (41  | ) |  |  | 3,246 | 
|                                                                      |  |                            |      |   |                             |  |     
|Exchange adjustments                                                  |  |                            | (113 | ) |                             |  | 123  |                   |  |  | (419                       | ) |  |                                           | (2  | ) |                              |  | -   |             |  |  | 33   |   |  |  | (378) | 
|                                                                      |  |                            |      |   |                             |  |     
|Acquisitions - through business combinations                          |  |                            | 1    |   |                             |  | -    |                   |  |  | -                          |   |  |                                           | -   |   |                              |  | -   |             |  |  | -    |   |  |  | 1     | 
|                                                                      |  |                            |      |   |                             |  |     
|Rate change                                                           |  |                            | (3   | ) |                             |  | -    |                   |  |  | 11                         |   |  |                                           | -   |   |                              |  | -   |             |  |  | (3   | ) |  |  | 5     | 
|                                                                      |  |                            |      |   |                             |  |     
|Transfers (from)/to deferred tax assets                               |  |                            | (38  | ) |                             |  | 2    |                   |  |  | -                          |   |  |                                           | 2   |   |                              |  | 3   |             |  |  | 18   |   |  |  | (13)  | 
|                                                                      |  |                            |      |   |                             |  |     
|Reclassification1                                                     |  |                            | -    |   |                             |  | (293 | )                 |  |  | -                          |   |  |                                           | -   |   |                              |  | -   |             |  |  | -    |   |  |  | (293) | 
|                                                                      |  |                            |      |   |                             |  |     
|Charged/(credited) to the income statement                            |  |                            | 29   |   |                             |  | (81  | )                 |  |  | (100                       | ) |  |                                           | 7   |   |                              |  | (5  | )           |  |  | (74  | ) |  |  | (224) | 
|                                                                      |  |                            |      |   |                             |  |     
|Deferred tax on items charged/(credited) to other comprehensive loss: |  |                            |      |   |                             |  |      |                   |  |  |                            |   |  |                                           |     |   |                              |  |     |             |  |  |      |   |  |  |       | 
|                                                                      |  |                            |      |   |                             |  |     
|- Financial instruments                                               |  |                            | -    |   |                             |  | -    |                   |  |  | -                          |   |  |                                           | 1   |   |                              |  | -   |             |  |  | -    |   |  |  | 1     | 
|                                                                      |  |                            |      |   |                             |  |     
|- Remeasurements of defined benefit plans                             |  |                            | -    |   |                             |  | -    |                   |  |  | -                          |   |  |                                           | -   |   |                              |  | (68 | )           |  |  | (2   | ) |  |  | (70)  | 
|                                                                      | 
|At 31 March 2015                                                      |  |                            | 600  |   |                             |  | (662 | )                 |  |  | 1,872                      |   |  |                                           | (40 | ) |                              |  | 574 |             |  |  | (69  | ) |  |  | 2,275 | 
|                                                                      | 

1 Following clarification from the IFRS Interpretations Committee during 2014
regarding the recognition of deferred taxes, US$293 million has been reclassified from goodwill to net deferred tax liabilities, with no impact on results or net assets.



41



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|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO





19. Deferred taxation (continued)



|                                                             |  |                            |     |   |                             |  |    |                              |  |  |             |   |  |  |      | 
|------------------------------------------------------------ |  | -------------------------- | --- | - | --------------------------- |  | -- | ---------------------------- |  |  | ----------- | - |  |  | ---- | 
|                                                             |  | Fixedassetallowances 
US$m |     |   | Provisionsandaccruals 
US$m |  |    | Othertimingdifferences 
US$m |  |  | Total 
US$m |  
|                                                             | 
|Deferred tax assets                                          |  |                            |     |   |                             |  |    |                              |  |  |             |   |  |  |      | 
|                                                             |  |                            |     |  
|At 1 April 2013                                              |  |                            | (15 | ) |                             |  | 34 |                              |  |  | 52          |   |  |  | 71   | 
|                                                             |  |                            |     |  
|Exchange adjustments                                         |  |                            | 1   |   |                             |  | (1 | )                            |  |  | -           |   |  |  | -    | 
|                                                             |  |                            |     |  
|Transfers from current tax                                   |  |                            | -   |   |                             |  | -  |                              |  |  | 3           |   |  |  | 3    | 
|                                                             |  |                            |     |  
|Transfers (to)/from deferred tax liabilities                 |  |                            | (4  | ) |                             |  | 2  |                              |  |  | (1          | ) |  |  | (3)  | 
|                                                             |  |                            |     |  
|Credited to the income statement                             |  |                            | 2   |   |                             |  | -  |                              |  |  | 42          |   |  |  | 44   | 
|                                                             | 
|At 31 March 2014                                             |  |                            | (16 | ) |                             |  | 35 |                              |  |  | 96          |   |  |  | 115  | 
|                                                             |  |                            |     |  
|Exchange adjustments                                         |  |                            | (3  | ) |                             |  | (5 | )                            |  |  | (25         | ) |  |  | (33) | 
|                                                             |  |                            |     |  
|Transfers from current tax                                   |  |                            | -   |   |                             |  | -  |                              |  |  | (3          | ) |  |  | (3)  | 
|                                                             |  |                            |     |  
|Transfers (to)/from deferred tax liabilities                 |  |                            | (38 | ) |                             |  | 19 |                              |  |  | 6           |   |  |  | (13) | 
|                                                             |  |                            |     |  
|Credited to the income statement                             |  |                            | 89  |   |                             |  | 8  |                              |  |  | 2           |   |  |  | 99   | 
|                                                             |  |                            |     |  
|Deferred tax on items charged to other comprehensive income: |  |                            |     |   |                             |  |    |                              |  |  |             |   |  |  |      | 
|                                                             |  |                            |     |  
|- Financial instruments                                      |  |                            | -   |   |                             |  | -  |                              |  |  | (2          | ) |  |  | (2)  | 
|                                                             | 
|At 31 March 2015                                             |  |                            | 32  |   |                             |  | 57 |                              |  |  | 74          |   |  |  | 163  | 
|                                                             | 

Deferred tax assets and liabilities are only offset where there is a legally enforceable right of offset and the deferred tax assets and
liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where there is an intention to settle the balances on a net basis.

The deferred tax asset arises due to timing differences in Latin America, Africa and Europe. Given both recent and forecast trading, the directors are of the opinion
that the level of profits in the foreseeable future is more likely than not to be sufficient to recover these assets.

Deferred tax liabilities of US$2,013 million
(2014: US$3,174 million) are expected to fall due after more than one year and deferred tax assets of

US$115 million (2014: US$112 million) are expected to be
recovered after more than one year.



|                                                                                |  |            |       |  |            |  |       | 
|------------------------------------------------------------------------------- |  | ---------- | ----- |  | ---------- |  | ----- | 
|                                                                                |  | 2015 
US$m |       |  | 2014 
US$m | 
|                                                                                | 
|Unrecognised deferred tax assets                                                |  |            |       |  |            |  |       | 
|                                                                                |  |           
|Deferred tax assets have not been recognised in respect of the following items: |  |            |       |  |            |  |       | 
|                                                                                |  |           
|Tax losses                                                                      |  |            | 281   |  |            |  | 355   | 
|                                                                                |  |           
|Tax credits                                                                     |  |            | 1,355 |  |            |  | 1,532 | 
|                                                                                |  |           
|Depreciation in excess of capital allowances                                    |  |            | 7     |  |            |  | 19    | 
|                                                                                |  |           
|Share-based payments                                                            |  |            | 47    |  |            |  | 28    | 
|                                                                                |  |           
|Other deductible temporary differences                                          |  |            | -     |  |            |  | 120   | 
|                                                                                | 
|                                                                                |  |            | 1,690 |  |            |  | 2,054 | 
|                                                                                | 

Deferred tax assets in respect of tax losses are not recognised unless there is convincing evidence that existing taxable temporary
differences will reverse in the future and there will be sufficient taxable profits in future years to recover the assets. A significant part of the tax losses arise in the UK and the value has been calculated at the substantively enacted rate of
20%. The tax losses do not expire.

Deferred tax assets in respect of tax credits arising which are carried forward for offset against future profits are not
recognised unless it is probable that future profits will arise. US$1,345 million (2014: US$1,180 million) of such tax credits expire within 10 years.

Deferred tax
is recognised on the unremitted earnings of overseas subsidiaries where there is an intention to distribute those reserves. A deferred tax liability of US$11 million (2014: US$14 million) has been recognised. A deferred tax liability of US$56
million (2014: US$97 million) has been recognised in respect of unremitted profits of associates where a dividend policy is not in place. Unremitted earnings of subsidiaries, associates and joint ventures operating in lower tax jurisdictions do not
result in a deferred tax liability where the reporting entity is able to control the timing of the reversal of temporary differences and it is probable that the temporary differences will not reverse in the foreseeable future. Similarly no tax is
provided where there are plans to remit overseas earnings of subsidiaries but it is not expected that such distributions will give rise to a tax liability.

As a
result of UK legislation which largely exempts overseas dividends from tax, the temporary differences arising on unremitted profits are unlikely to lead to additional corporate taxes. However, remittance to the UK of those earnings may still result
in a tax liability, principally as a result of withholding taxes levied by the overseas tax jurisdictions in which those subsidiaries operate.



42



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|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO



20. Borrowings



|                                         |  |            |        |  |            |  |        | 
|---------------------------------------- |  | ---------- | ------ |  | ---------- |  | ------ | 
|Current                                  |  | 2015 
US$m |        |  | 2014 
US$m | 
|                                         | 
|Secured                                  |  |            |        |  |            |  |        | 
|                                         |  |           
|Overdrafts                               |  |            | 29     |  |            |  | 32     | 
|                                         |  |           
|Obligations under finance leases         |  |            | 10     |  |            |  | 8      | 
|                                         |  |           
|Other secured loans                      |  |            | -      |  |            |  | 2      | 
|                                         | 
|                                         |  |            | 39     |  |            |  | 42     | 
|                                         | 
|Unsecured                                |  |            |        |  |            |  |        | 
|                                         |  |           
|Overdrafts                               |  |            | 186    |  |            |  | 181    | 
|                                         |  |           
|Unsecured bonds                          |  |            | 712    |  |            |  | 3,402  | 
|                                         |  |           
|Other unsecured loans                    |  |            | 1,024  |  |            |  | 894    | 
|                                         | 
|                                         |  |            | 1,922  |  |            |  | 4,477  | 
|                                         | 
|Total current borrowings                 |  |            | 1,961  |  |            |  | 4,519  | 
|                                         | 
|                                         |  |           
|Non-current                              |  | 2015 
US$m |        |  | 2014 
US$m | 
|                                         | 
|Secured                                  |  |            |        |  |            |  |        | 
|                                         |  |           
|Obligations under finance leases         |  |            | 43     |  |            |  | 43     | 
|                                         |  |           
|Other secured loans                      |  |            | 1      |  |            |  | 2      | 
|                                         | 
|                                         |  |            | 44     |  |            |  | 45     | 
|                                         | 
|Unsecured                                |  |            |        |  |            |  |        | 
|                                         |  |           
|Unsecured bonds                          |  |            | 10,203 |  |            |  | 12,036 | 
|                                         |  |           
|Unsecured loans                          |  |            | 336    |  |            |  | 447    | 
|                                         | 
|                                         |  |            | 10,539 |  |            |  | 12,483 | 
|                                         | 
|Total non-current borrowings             |  |            | 10,583 |  |            |  | 12,528 | 
|                                         | 
|                                         |  |            |        |  |            |  |        | 
|                                         | 
|Total current and non-current
borrowings |  |            | 12,544 |  |            |  | 17,047 | 
|                                         | 
|                                         |  |           
|Analysed as:                             |  |            |        |  |            |  |        | 
|Overdrafts                               |  |            | 215    |  |            |  | 213    | 
|Bank loans                               |  |            | 1,361  |  |            |  | 1,345  | 
|Bonds                                    |  |            | 10,915 |  |            |  | 15,438 | 
|Obligations under finance leases         |  |            | 53     |  |            |  | 51     | 
|                                         | 
|                                         |  |            | 12,544 |  |            |  | 17,047 | 
|                                         | 

Maturity of non-current financial liabilities

The maturity profile of the carrying amount of the groups non-current financial liabilities at 31 March was as follows.



|                             |  |                 |     |  |             |  |        |                     |  |  |                                     |  |  |                  |      |   |                 |  |       |             |  |  |                     |  |  |                                     |        |  |                  |  |    |  |  |  |      |   |  |  |        | 
|---------------------------- |  | --------------- | --- |  | ----------- |  | ------ | ------------------- |  |  | ----------------------------------- |  |  | ---------------- | ---- | - | --------------- |  | ----- | ----------- |  |  | ------------------- |  |  | ----------------------------------- | ------ |  | ---------------- |  | -- |  |  |  | ---- | - |  |  | ------ | 
|                             |  | Bankloans 
US$m |     |  | Bonds 
US$m |  |        | Financeleases 
US$m |  |  | Netderivativefinancialassets1
 US$m |  |  | 2015
Total 
US$m |      |   | Bankloans 
US$m |  |       | Bonds 
US$m |  |  | Financeleases 
US$m |  |  | Netderivativefinancialassets1
 US$m |        |  | 2014
Total 
US$m | 
|                             | 
|Amounts falling due:         |  |                 |     |  |             |  |        |                     |  |  |                                     |  |  |                  |      |   |                 |  |       |             |  |  |                     |  |  |                                     |        |  |                  |  |    |  |  |  |      |   |  |  |        | 
|                             |  |                 |     |  |             |  |        |                     |  | 
|Between one and two years    |  |                 | 96  |  |             |  | 2,327  |                     |  |  | 10                                  |  |  |                  | (264 | ) |                 |  | 2,169 |             |  |  | 220                 |  |  |                                     | 738    |  |                  |  | 7  |  |  |  | (123 | ) |  |  | 842    | 
|                             |  |                 |     |  |             |  |        |                     |  | 
|Between two and three years  |  |                 | 239 |  |             |  | 90     |                     |  |  | 7                                   |  |  |                  | (23  | ) |                 |  | 313   |             |  |  | 107                 |  |  |                                     | 3,268  |  |                  |  | 8  |  |  |  | (258 | ) |  |  | 3,125  | 
|                             |  |                 |     |  |             |  |        |                     |  | 
|Between three and four years |  |                 | 1   |  |             |  | 1,867  |                     |  |  | 6                                   |  |  |                  | (122 | ) |                 |  | 1,752 |             |  |  | 75                  |  |  |                                     | 96     |  |                  |  | 8  |  |  |  | (1   | ) |  |  | 178    | 
|                             |  |                 |     |  |             |  |        |                     |  | 
|Between four and five years  |  |                 | -   |  |             |  | 1,068  |                     |  |  | 7                                   |  |  |                  | (19  | ) |                 |  | 1,056 |             |  |  | 45                  |  |  |                                     | 1,871  |  |                  |  | 4  |  |  |  | (33  | ) |  |  | 1,887  | 
|                             |  |                 |     |  |             |  |        |                     |  | 
|In five years or more        |  |                 | 1   |  |             |  | 4,851  |                     |  |  | 13                                  |  |  |                  | (333 | ) |                 |  | 4,532 |             |  |  | 2                   |  |  |                                     | 6,063  |  |                  |  | 16 |  |  |  | (181 | ) |  |  | 5,900  | 
|                             | 
|                             |  |                 | 337 |  |             |  | 10,203 |                     |  |  | 43                                  |  |  |                  | (761 | ) |                 |  | 9,822 |             |  |  | 449                 |  |  |                                     | 12,036 |  |                  |  | 43 |  |  |  | (596 | ) |  |  | 11,932 | 
|                             | 

1 Net financing-related derivative financial instruments only (note 22).



43



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|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO





20. Borrowings (continued)



2015

There were no new bonds
issued during the year ended 31 March 2015.

In December 2014 US$850 million, 6.5% Notes due 2016 were redeemed early.

2014

On 13 August 2013 SABMiller Holdings Inc issued US$750 million, 2.2%
Notes due August 2018 and US$350 million, Floating Rate Notes due August 2018, guaranteed by SABMiller plc.

The US$750 million Notes and the US$350 million Notes
are redeemable in whole but not in part at the option of the issuer upon the occurrence of certain changes in taxation at their principal amount with accrued and unpaid interest to the date of redemption. The US$750 million Notes are redeemable in
whole or in part at any time at the option of the issuer at a redemption price equal to the make-whole amount.

Maturity of obligations under finance leases

Obligations under finance leases are as follows.



|                                                                     |  |           |    |   |           |  |      | 
|-------------------------------------------------------------------- |  | --------- | -- | - | --------- |  | ---- | 
|                                                                     |  | 2015
US$m |    |   | 2014
US$m | 
|                                                                     | 
|The minimum lease payments under finance leases fall due as follows. |  |           |    |   |           |  |      | 
|                                                                     |  |          
|Within one year                                                      |  |           | 11 |   |           |  | 11   | 
|                                                                     |  |          
|Between one and five years                                           |  |           | 36 |   |           |  | 36   | 
|                                                                     |  |          
|In five years or more                                                |  |           | 15 |   |           |  | 17   | 
|                                                                     | 
|                                                                     |  |           | 62 |   |           |  | 64   | 
|Future finance charges                                               |  |           | (9 | ) |           |  | (13) | 
|                                                                     | 
|Present value of finance lease liabilities                           |  |           | 53 |   |           |  | 51   | 
|                                                                     | 

21. Financial risk factors

Financial risk
management

Overview

In the normal course of business, the group is
exposed to the following financial risks:

- Market risk

- Credit risk

- Liquidity risk

This note explains the groups exposure to each of the above
risks, aided by quantitative disclosures included throughout these consolidated financial statements, and it summarises the policies and processes that are in place to measure and manage the risks arising, including those related to the management
of capital.

The directors are ultimately responsible for the establishment and oversight of the groups risk management framework. An essential part of this
framework is the role undertaken by the audit committee of the board, supported by the internal audit function, and by the Chief Financial Officer, who in this regard is supported by the treasury committee and the group treasury function. Among
other responsibilities, the audit committee reviews the internal control environment and risk management systems within the group and it reports its activities to the board. The board also receives a quarterly report on treasury activities,
including confirmation of compliance with treasury risk management policies.

The group treasury function is responsible for the management of cash, borrowings and
the financial risks arising in relation to interest rates, foreign exchange rates and the price risk of some commodities. The responsibility for the management of the remaining commodities exposures primarily lies with the groups centralised
procurement function, SABMiller Procurement GmbH (SABMiller Procurement). Some of the risk management strategies include the use of derivatives in order to manage the currency, interest rate and commodities exposures arising from the groups
operations. It is the policy of the group that no trading in financial instruments be undertaken.

The groups treasury policies are established to identify and
analyse the financial risks faced by the group, to set appropriate risk limits and controls and to monitor exposures and adherence to limits.



44



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21. Financial risk factors (continued)



a. Market risk

(i) Foreign
exchange risk

The group is subject to exposure on the translation of the foreign currency denominated net assets of subsidiaries, associates and joint ventures
into the groups US dollar reporting currency. The group seeks to mitigate this exposure, where cost effective, by borrowing in the same currencies as the functional currencies of its main operating units or by achieving the same effect through
the use of derivatives. An approximate nominal value equivalent to US$3,691 million (2014: US$4,774 million) of borrowings have been swapped into currencies that match the currency of the underlying operations of the group, including Australian
dollar, Colombian peso, Czech koruna, Peruvian nuevo sol, Polish zloty and South African rand.

The group does not hedge currency exposures from the translation of
profits earned in foreign currency subsidiaries, associates and joint ventures.

The group is also exposed to transactional currency risk on sales and purchases that
are denominated in a currency other than the respective functional currencies of group entities. These exposures are managed primarily by the group treasury function which, subject to regulatory constraints or currency market limitations, hedges a
proportion of the foreign currency exposures estimated to arise over a period of up to 18 months. Committed transactional exposures that are certain are hedged fully without limitation in time. The group principally uses forward exchange derivatives
to hedge currency risk.

The tables below set out the groups currency exposures from financial assets and liabilities held by group companies in currencies
other than their functional currencies and resulting in exchange movements in the income statement and balance sheet. The sensitivity analysis has been prepared on a basis consistent with 2014, based on reasonably possible changes in exchange rates,
and assumes all other variables are held constant.



|                                                             |  |                         |      |   |            |  |        |                               |  |  |                               |   |  |               |        |   |                 |  |      |             |  |  |             |   |  |  |     |   |  |  |          | 
|------------------------------------------------------------ |  | ----------------------- | ---- | - | ---------- |  | ------ | ----------------------------- |  |  | ----------------------------- | - |  | ------------- | ------ | - | --------------- |  | ---- | ----------- |  |  | ----------- | - |  |  | --- | - |  |  | -------- | 
|                                                             |  | Australiandollars 
US$m |      |   | Euro 
US$m |  |        | LatinAmericancurrencies
 US$m |  |  | OtherEuropeancurrencies
 US$m |   |  | SA rand
 US$m |        |   | USdollars 
US$m |  |      | Other 
US$m |  |  | Total 
US$m |  
|                                                             | 
|Financial assets                                             |  |                         |      |   |            |  |        |                               |  |  |                               |   |  |               |        |   |                 |  |      |             |  |  |             |   |  |  |     |   |  |  |          | 
|                                                             |  |                         |      |   |            |  |        |                              
|Trade and other receivables                                  |  |                         | 1    |   |            |  | 82     |                               |  |  | -                             |   |  |               | 121    |   |                 |  | 150  |             |  |  | 36          |   |  |  | 42  |   |  |  | 432      | 
|                                                             |  |                         |      |   |            |  |        |                              
|Derivative financial instruments1                            |  |                         | 79   |   |            |  | 3,230  |                               |  |  | -                             |   |  |               | 1,260  |   |                 |  | 73   |             |  |  | 2,060       |   |  |  | -   |   |  |  | 6,702    | 
|                                                             |  |                         |      |   |            |  |        |                              
|Cash and cash equivalents                                    |  |                         | -    |   |            |  | 20     |                               |  |  | 1                             |   |  |               | 181    |   |                 |  | 3    |             |  |  | 26          |   |  |  | 9   |   |  |  | 240      | 
|                                                             |  |                         |      |   |            |  |        |                              
|Intra-group assets                                           |  |                         | 31   |   |            |  | 1,131  |                               |  |  | -                             |   |  |               | 422    |   |                 |  | 12   |             |  |  | 277         |   |  |  | 2   |   |  |  | 1,875    | 
|                                                             | 
|                                                             |  |                         | 111  |   |            |  | 4,463  |                               |  |  | 1                             |   |  |               | 1,984  |   |                 |  | 238  |             |  |  | 2,399       |   |  |  | 53  |   |  |  | 9,249    | 
|                                                             |  |                         |      |   |            |  |        |                              
|Financial liabilities                                        |  |                         |      |   |            |  |        |                               |  |  |                               |   |  |               |        |   |                 |  |      |             |  |  |             |   |  |  |     |   |  |  |          | 
|                                                             |  |                         |      |   |            |  |        |                              
|Trade and other payables                                     |  |                         | (25  | ) |            |  | (195   | )                             |  |  | -                             |   |  |               | (190   | ) |                 |  | (46  | )           |  |  | (348        | ) |  |  | (3  | ) |  |  | (807)    | 
|                                                             |  |                         |      |   |            |  |        |                              
|Derivative financial instruments1                            |  |                         | (563 | ) |            |  | (3,009 | )                             |  |  | (884                          | ) |  |               | (2,041 | ) |                 |  | (787 | )           |  |  | (286        | ) |  |  | -   |   |  |  | (7,570)  | 
|                                                             |  |                         |      |   |            |  |        |                              
|Borrowings                                                   |  |                         | -    |   |            |  | (1,071 | )                             |  |  | -                             |   |  |               | (5     | ) |                 |  | (1   | )           |  |  | (1,497      | ) |  |  | (19 | ) |  |  | (2,593)  | 
|                                                             |  |                         |      |   |            |  |        |                              
|Intra-group liabilities                                      |  |                         | (44  | ) |            |  | (31    | )                             |  |  | (1                            | ) |  |               | (142   | ) |                 |  | (25  | )           |  |  | (177        | ) |  |  | (2  | ) |  |  | (422)    | 
|                                                             | 
|                                                             |  |                         | (632 | ) |            |  | (4,306 | )                             |  |  | (885                          | ) |  |               | (2,378 | ) |                 |  | (859 | )           |  |  | (2,308      | ) |  |  | (24 | ) |  |  | (11,392) | 
|                                                             | 
|At 31 March 2015                                             |  |                         | (521 | ) |            |  | 157    |                               |  |  | (884                          | ) |  |               | (394   | ) |                 |  | (621 | )           |  |  | 91          |   |  |  | 29  |   |  |  | (2,143)  | 
|                                                             | 
|                                                             |  |                         |      |   |            |  |       
|Potential impact on profit for the year - gain/(loss)        |  |                         |      |   |            |  |        |                               |  |  |                               |   |  |               |        |   |                 |  |      |             |  |  |             |   |  |  |     |   | 
|                                                             |  |                         |      |   |            |  |        |                              
|20% increase in functional currency                          |  |                         | 1    |   |            |  | 3      |                               |  |  | 32                            |   |  |               | (11    | ) |                 |  | (4   | )           |  |  | 43          |   |  |  | (5  | ) |  |  | 59       | 
|                                                             |  |                         |      |   |            |  |        |                              
|20% decrease in functional currency                          |  |                         | (1   | ) |            |  | (4     | )                             |  |  | (38                           | ) |  |               | 13     |   |                 |  | 5    |             |  |  | (52         | ) |  |  | 6   |   |  |  | (71)     | 
|                                                             | 
|                                                             |  |                         |      |   |            | 
|Potential impact on other comprehensive income - gain/(loss) |  |                         |      |   |            |  |        |                               |  |  |                               |   |  |               |        |   |                 |  |      |             |  |  |             |   | 
|                                                             |  |                         |      |   |            |  |        |                              
|20% increase in functional currency                          |  |                         | 86   |   |            |  | (29    | )                             |  |  | 116                           |   |  |               | 77     |   |                 |  | 107  |             |  |  | (58         | ) |  |  | -   |   |  |  | 299      | 
|                                                             |  |                         |      |   |            |  |        |                              
|20% decrease in functional currency                          |  |                         | (103 | ) |            |  | 35     |                               |  |  | (139                          | ) |  |               | (92    | ) |                 |  | (129 | )           |  |  | 70          |   |  |  | -   |   |  |  | (358)    | 
|                                                             | 

1 These represent the notional amounts of derivative financial instruments.



45



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 Notes to the consolidated financial statements (continued) |  | LOGO





21. Financial risk factors (continued)



|                                                             |  |                         |        |   |            |  |        |                               |  |  |                               |   |  |               |        |   |                  |  |        |             |  |  |             |   |  |  |     |   |  |  |          | 
|------------------------------------------------------------ |  | ----------------------- | ------ | - | ---------- |  | ------ | ----------------------------- |  |  | ----------------------------- | - |  | ------------- | ------ | - | ---------------- |  | ------ | ----------- |  |  | ----------- | - |  |  | --- | - |  |  | -------- | 
|                                                             |  | Australiandollars 
US$m |        |   | Euro 
US$m |  |        | LatinAmericancurrencies 
US$m |  |  | OtherEuropeancurrencies 
US$m |   |  | SA rand
 US$m |        |   | US dollars 
US$m |  |        | Other 
US$m |  |  | Total 
US$m |  
|                                                             | 
|Financial assets                                             |  |                         |        |   |            |  |        |                               |  |  |                               |   |  |               |        |   |                  |  |        |             |  |  |             |   |  |  |     |   |  |  |          | 
|                                                             |  |                         |        |   |            |  |        |                              
|Trade and other receivables                                  |  |                         | 4      |   |            |  | 17     |                               |  |  | -                             |   |  |               | 101    |   |                  |  | 142    |             |  |  | 21          |   |  |  | 36  |   |  |  | 321      | 
|                                                             |  |                         |        |   |            |  |        |                              
|Derivative financial instruments1                            |  |                         | 333    |   |            |  | 1,313  |                               |  |  | -                             |   |  |               | 1,146  |   |                  |  | 285    |             |  |  | 1,245       |   |  |  | 8   |   |  |  | 4,330    | 
|                                                             |  |                         |        |   |            |  |        |                              
|Cash and cash equivalents                                    |  |                         | -      |   |            |  | 176    |                               |  |  | 57                            |   |  |               | 78     |   |                  |  | 5      |             |  |  | 35          |   |  |  | 10  |   |  |  | 361      | 
|                                                             |  |                         |        |   |            |  |        |                              
|Intra-group assets                                           |  |                         | -      |   |            |  | 1,617  |                               |  |  | -                             |   |  |               | 613    |   |                  |  | 93     |             |  |  | 416         |   |  |  | 1   |   |  |  | 2,740    | 
|                                                             | 
|                                                             |  |                         | 337    |   |            |  | 3,123  |                               |  |  | 57                            |   |  |               | 1,938  |   |                  |  | 525    |             |  |  | 1,717       |   |  |  | 55  |   |  |  | 7,752    | 
|                                                             |  |                         |        |   |            |  |        |                              
|Financial liabilities                                        |  |                         |        |   |            |  |        |                               |  |  |                               |   |  |               |        |   |                  |  |        |             |  |  |             |   |  |  |     |   |  |  |          | 
|                                                             |  |                         |        |   |            |  |        |                              
|Trade and other payables                                     |  |                         | (1     | ) |            |  | (154   | )                             |  |  | -                             |   |  |               | (256   | ) |                  |  | (45    | )           |  |  | (210        | ) |  |  | (21 | ) |  |  | (687)    | 
|                                                             |  |                         |        |   |            |  |        |                              
|Derivative financial instruments1                            |  |                         | (1,276 | ) |            |  | (1,600 | )                             |  |  | (584                          | ) |  |               | (3,977 | ) |                  |  | (905   | )           |  |  | (23         | ) |  |  | (6  | ) |  |  | (8,371)  | 
|                                                             |  |                         |        |   |            |  |        |                              
|Borrowings                                                   |  |                         | -      |   |            |  | (2,779 | )                             |  |  | (54                           | ) |  |               | -      |   |                  |  | -      |             |  |  | (1,487      | ) |  |  | -   |   |  |  | (4,320)  | 
|                                                             |  |                         |        |   |            |  |        |                              
|Intra-group liabilities                                      |  |                         | (47    | ) |            |  | (181   | )                             |  |  | (160                          | ) |  |               | (97    | ) |                  |  | (72    | )           |  |  | (207        | ) |  |  | (1  | ) |  |  | (765)    | 
|                                                             | 
|                                                             |  |                         | (1,324 | ) |            |  | (4,714 | )                             |  |  | (798                          | ) |  |               | (4,330 | ) |                  |  | (1,022 | )           |  |  | (1,927      | ) |  |  | (28 | ) |  |  | (14,143) | 
|                                                             | 
|At 31 March 2014                                             |  |                         | (987   | ) |            |  | (1,591 | )                             |  |  | (741                          | ) |  |               | (2,392 | ) |                  |  | (497   | )           |  |  | (210        | ) |  |  | 27  |   |  |  | (6,391)  | 
|                                                             | 
|                                                             |  |                         |        |   |            |  |        |                              
|Potential impact on profit for the year - gain/(loss)        |  |                         |        |   |            |  |        |                               |  |  |                               |   |  |               |        |   |                  |  |        |             |  |  |             |   |  |  |     |   |  |  |          | 
|20% increase in functional currency                          |  |                         | 5      |   |            |  | 25     |                               |  |  | (9                            | ) |  |               | 43     |   |                  |  | (19    | )           |  |  | 73          |   |  |  | (5  | ) |  |  | 113      | 
|20% decrease in functional currency                          |  |                         | (5     | ) |            |  | (30    | )                             |  |  | 11                            |   |  |               | (52    | ) |                  |  | 23     |             |  |  | (88         | ) |  |  | 5   |   |  |  | (136)    | 
|                                                             | 
|                                                             |  |                         |        |   |            | 
|Potential impact on other comprehensive income - gain/(loss) |  |                         |        |   |            |  |        |                               |  |  |                               |   |  |               |        |   |                  |  |        |             |  |  |             |   | 
|20% increase in functional currency                          |  |                         | 160    |   |            |  | 240    |                               |  |  | 133                           |   |  |               | 355    |   |                  |  | 101    |             |  |  | (38         | ) |  |  | -   |   |  |  | 951      | 
|20% decrease in functional currency                          |  |                         | (192   | ) |            |  | (289   | )                             |  |  | (159                          | ) |  |               | (427   | ) |                  |  | (122   | )           |  |  | 46          |   |  |  | -   |   |  |  | (1,143)  | 
|                                                             | 

1 These represent the notional amounts of derivative financial instruments.

The group holds foreign currency cash flow hedges totalling US$1,892 million at 31 March 2015 (2014: US$1,559 million). The foreign exchange gains or losses on
these contracts are recorded in the cash flow hedging reserve until the hedged transactions occur, at which time the respective gains and losses are transferred to inventory, property, plant and equipment, goodwill or to the income statement as
appropriate.

The group holds net investment hedges totalling US$3,111 million at 31 March 2015 (2014: US$5,617 million). The foreign exchange gains or losses
on these contracts are recorded in the net investment hedging reserve and partially offset the foreign currency translation risk on the groups foreign currency net assets.

(ii) Interest rate risk

The policy for managing interest rate risk was refined
in the year and is now monitored based on net debt exposures, rather than gross debt as in prior years. As at 31 March 2015 57% (2014: 50%, revised) of net debt was in fixed rates taking into account interest rate derivatives.

The groups practice is to borrow (direct or synthetically) in floating rates, reflecting the fact that floating rates are generally lower than fixed rates over the
medium term. The extent to which group borrowings may be in floating rates is restricted by policy such that the impact of a 1% increase in interest rates on finance costs can be no more than an agreed proportion of adjusted EBITDA. The policy
excludes borrowings arising from acquisitions in the previous six months. Exposure to movements in interest rates in group borrowings is managed through interest rate derivatives.



46



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21. Financial risk factors (continued)



The cash flow interest rate risk sensitivities on variable debt and interest rate swaps are shown in the table below.
This analysis assumes all other variables, in particular foreign currency rates, remain constant. The analysis was performed on the same basis for 2014, based on reasonably possible changes in interest rates.



|                                               |  |            |        |   |            |  |          | 
|---------------------------------------------- |  | ---------- | ------ | - | ---------- |  | -------- | 
|                                               |  | 2015 
US$m |        |   | 2014 
US$m | 
|                                               | 
|Net debt                                       |  |            | 10,465 |   |            |  | 14,303   | 
|                                               |  |           
|Less: fixed rate debt                          |  |            | (9,550 | ) |            |  | (11,824) | 
|                                               | 
|Variable rate debt                             |  |            | 915    |   |            |  | 2,479    | 
|                                               |  |           
|Adjust for:                                    |  |            |        |   |            |  |          | 
|Financial derivatives                          |  |            | 3,545  |   |            |  | 4,712    | 
|                                               | 
|Net variable rate debt exposure                |  |            | 4,460  |   |            |  | 7,191    | 
|                                               | 
|                                               |  |           
|+/- 100 bps change                             |  |            |        |   |            |  |          | 
|Potential impact on profit for the year        |  |            | 45     |   |            |  | 72       | 
|                                               | 
|                                               |  |           
|+/- 100 bps change                             |  |            |        |   |            |  |          | 
|Potential impact on other comprehensive income |  |            | -      |   |            |  | -        | 
|                                               | 

Fair value sensitivity analysis for fixed income instruments

Changes in the market interest rates of non-derivative financial instruments with fixed interest rates only affect income if these are measured at their fair value. As
such, all financial instruments with fixed rates of interest that are accounted for at amortised cost are not subject to interest rate risk as defined in IFRS 7.

The group holds derivative contracts with a nominal value of US$4,204 million as at 31 March 2015 (2014: US$6,414 million) which are designated as fair value
hedges. In the case of these instruments and the underlying fixed rate bonds, changes in the fair values of the hedged item and the hedging instrument attributable to interest rate movements materially net off in the income statement in the same
period.

(iii) Price risk

Commodity price risk

The group is exposed to variability in the price of commodities used in the production or in the packaging of finished products, such as the price of malt, barley, sugar,
diesel and aluminium. Commodity price risk is managed within minimum and maximum guard rails principally through multi-year fixed price contracts with suppliers and, where appropriate, derivative contracts.

At 31 March 2015 the notional value of commodity derivatives amounted to US$142 million (2014: US$143 million). No sensitivity analysis has been provided on these
outstanding contracts as the impact is considered to be immaterial.

Equity securities price risk

The group is exposed to equity securities price risk because of investments held by the group and classified on the balance sheet as available for sale investments. No
sensitivity analysis has been provided on these outstanding contracts as the impact is considered to be immaterial.

b. Credit risk

Credit risk is the risk of financial loss to the group if a customer or counterparty to a financial instrument fails to meet its contractual obligations.

Financial instruments

The group limits its exposure to financial institutions
by setting credit limits on a sliding scale based on their credit ratings and generally dealing only with counterparties with a minimum credit rating of BBB- from Standard & Poors and Fitch, and Baa3 from Moodys. For banks with
a lower credit rating, or with no international credit rating, a maximum limit of US$5 million is applied, unless specific approval is obtained from either the Chief Financial Officer or the audit committee of the board. The utilisation of credit
limits is regularly monitored. To reduce credit exposures, the group has ISDA Master Agreements with most of its counterparties for financial derivatives, which permit net settlement of assets and liabilities in certain circumstances.

Trade and other receivables

There is no significant concentration of credit
risk with respect to trade receivables as the group has a large number of customers which are internationally dispersed. The type of customers range from wholesalers and distributors to smaller retailers. The group has implemented policies that
require appropriate credit checks on potential customers before sales commence. Credit risk is managed by limiting the aggregate amount of exposure to any one counterparty.

The group considers its maximum credit risk to be US$3,760 million (2014: US$4,480 million) which is the total of the groups financial assets.



47



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21. Financial risk factors (continued)



c. Liquidity risk

Liquidity risk is the risk that the group will not be able to meet its financial obligations as they fall due.

The group finances its operations through cash generated by the business and a mixture of short-term and medium-term bank credit facilities, bank loans, corporate bonds
and commercial paper with a range of maturity dates. In this way, the group ensures that it is not overly reliant on any particular liquidity source and that maturities of borrowings sourced in this way are not overly concentrated.

Subsidiaries have access to local bank credit facilities, but are principally funded by the group.

Liquidity risk faced by the group is mitigated by having diverse sources of finance available to it and by maintaining substantial unutilised banking facilities and
reserve borrowing capacity, as indicated by the level of undrawn facilities.

Undrawn borrowing facilities

The group had the following undrawn committed borrowing facilities available at 31 March in respect of which all conditions precedent had been met at that date.



|                           |  |            |       |  |            |  |       | 
|-------------------------- |  | ---------- | ----- |  | ---------- |  | ----- | 
|                           |  | 2015 
US$m |       |  | 2014 
US$m | 
|                           | 
|                           |  |           
|Amounts expiring:          |  |            |       |  |            |  |       | 
|                           |  |           
|Within one year            |  |            | 65    |  |            |  | 214   | 
|                           |  |           
|Between one and two years  |  |            | 76    |  |            |  | 41    | 
|                           |  |           
|Between two and five years |  |            | 3,503 |  |            |  | 3,019 | 
|                           | 
|                           |  |            | 3,644 |  |            |  | 3,274 | 
|                           | 

At 31 March 2015 the group had the following core lines of credit that were available for general corporate purposes.

SABMiller plc:

  US$2,500 million committed syndicated revolving credit facility, which was due to expire in May 2019.

SABMiller Holdings Inc:

  US$1,000 million committed syndicated revolving credit facility, which is due to expire in May 2019.

In April 2015 the group extended its existing US$2,500 million and US$1,000 million committed syndicated facilities, both shown as undrawn in the table above, by
one year to May 2020.

The table below analyses the groups financial liabilities into relevant maturity groupings based on the remaining period at the balance
sheet date to the contractual settlement date. The amounts disclosed in the table are the contractual undiscounted cash flows. The amounts disclosed for financial guarantee contracts represent the maximum possible cash outflows for guarantees
provided in respect of associates and third party bank facilities, which would only be payable upon the occurrence of certain default events. Should such events occur, certain remedies are available that could mitigate the impact.



|                                                          |  |                        |        |   |                            |  |        |                            |  |  |                    |   |  |  |         | 
|--------------------------------------------------------- |  | ---------------------- | ------ | - | -------------------------- |  | ------ | -------------------------- |  |  | ------------------ | - |  |  | ------- | 
|At 31 March 2015                                          |  | Less than 1
year  US$m |        |   | Between 1 and
2years  US$m |  |        | Between 2 and
5years  US$m |  |  | Over
5 years 
US$m |  
|                                                          | 
|Borrowings                                                |  |                        | (2,355 | ) |                            |  | (2,853 | )                          |  |  | (3,940             | ) |  |  | (6,978) | 
|Net settled derivative financial instruments              |  |                        | (32    | ) |                            |  | (6     | )                          |  |  | (2                 | ) |  |  | -       | 
|Gross settled derivative financial instruments - inflows  |  |                        | 1,570  |   |                            |  | 79     |                            |  |  | -                  |   |  |  | -       | 
|Gross settled derivative financial instruments - outflows |  |                        | (1,653 | ) |                            |  | (80    | )                          |  |  | -                  |   |  |  | -       | 
|Trade and other payables                                  |  |                        | (3,158 | ) |                            |  | (14    | )                          |  |  | -                  |   |  |  | -       | 
|Financial guarantee contracts                             |  |                        | (122   | ) |                            |  | -      |                            |  |  | -                  |   |  |  | -       | 
|                                                          | 
|                                                          |  |                        |        |  
|At 31 March 2014                                          |  |                        |        |   |                            |  |        |                            |  |  |                    |   |  |  |         | 
|                                                          | 
|Borrowings                                                |  |                        | (4,898 | ) |                            |  | (1,149 | )                          |  |  | (5,558             | ) |  |  | (6,568) | 
|Net settled derivative financial instruments              |  |                        | (28    | ) |                            |  | -      |                            |  |  | (14                | ) |  |  | (29)    | 
|Gross settled derivative financial instruments - inflows  |  |                        | 2,926  |   |                            |  | 64     |                            |  |  | -                  |   |  |  | -       | 
|Gross settled derivative financial instruments - outflows |  |                        | (2,990 | ) |                            |  | (69    | )                          |  |  | -                  |   |  |  | -       | 
|Trade and other payables                                  |  |                        | (3,265 | ) |                            |  | (23    | )                          |  |  | -                  |   |  |  | -       | 
|Financial guarantee contracts                             |  |                        | (208   | ) |                            |  | -      |                            |  |  | -                  |   |  |  | -       | 
|                                                          | 



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21. Financial risk factors (continued)



Capital management

The
capital structure of the group consists of net debt (see note 27c) and shareholders equity.

The groups policy is to maintain a strong capital base so as
to maintain investor, creditor and market confidence and to sustain future development of the business.

Besides the minimum capitalisation rules that may apply to
subsidiaries in different countries, the groups only externally imposed capital requirement relates to the groups core lines of credit which include a net debt to EBITDA financial covenant which was complied with throughout the year.

The group monitors its financial capacity and credit ratings by reference to a number of key financial ratios and cash flow metrics including net debt to adjusted
EBITDA and interest cover (the ratio of adjusted EBITDA to adjusted net finance costs). These provide a framework within which the groups capital base is managed including dividend policy.

If the group fails to meet the financial targets required by the ratings agencies, a credit rating downgrade could impact the average interest rate of borrowings and the
future availability of credit to the group.

The group is currently rated Baa1/positive outlook by Moodys Investors Service and A-/stable outlook by
Standard & Poors Ratings Services.

Fair value estimation

The following tables present the groups financial assets and liabilities that are measured at fair value on a recurring basis and the fair values of other assets
and liabilities that are not measured at fair value, but where the fair value is required to be disclosed in the financial statements.



|                                  |  |               |   |  |               |  |       |               |  |  |             |  |  |  |       | 
|--------------------------------- |  | ------------- | - |  | ------------- |  | ----- | ------------- |  |  | ----------- |  |  |  | ----- | 
|Recurring fair value measurements |  | Level 1 
US$m |   |  | Level 2 
US$m |  |       | Level 3 
US$m |  |  | Total 
US$m | 
|                                  | 
|At 31 March 2015                  |  |               |   |  |               |  |       |               |  |  |             |  |  |  |       | 
|Assets                            |  |               |   |  |               |  |       |               |  |  |             |  |  |  |       | 
|Derivative financial instruments  |  |               | - |  |               |  | 1,233 |               |  |  | -           |  |  |  | 1,233 | 
|Available for sale investments    |  |               | - |  |               |  | 9     |               |  |  | 12          |  |  |  | 21    | 
|                                  | 
|Total assets                      |  |               | - |  |               |  | 1,242 |               |  |  | 12          |  |  |  | 1,254 | 
|                                  | 
|                                  |  |               |   | 
|Liabilities                       |  |               |   |  |               |  |       |               |  |  |             |  |  |  |       | 
|Derivative financial instruments  |  |               | - |  |               |  | (111  | )             |  |  | -           |  |  |  | (111) | 
|                                  | 
|Total liabilities                 |  |               | - |  |               |  | (111  | )             |  |  | -           |  |  |  | (111) | 
|                                  | 
|                                  |  |               |   | 
|At 31 March 2014                  |  |               |   |  |               |  |       |               |  |  |             |  |  |  |       | 
|Assets                            |  |               |   |  |               |  |       |               |  |  |             |  |  |  |       | 
|Derivative financial instruments  |  |               | - |  |               |  | 769   |               |  |  | -           |  |  |  | 769   | 
|Available for sale investments    |  |               | - |  |               |  | 10    |               |  |  | 12          |  |  |  | 22    | 
|                                  | 
|Total assets                      |  |               | - |  |               |  | 779   |               |  |  | 12          |  |  |  | 791   | 
|                                  | 
|                                  |  |               |   | 
|Liabilities                       |  |               |   |  |               |  |       |               |  |  |             |  |  |  |       | 
|Derivative financial instruments  |  |               | - |  |               |  | (115  | )             |  |  | -           |  |  |  | (115) | 
|                                  | 
|Total liabilities                 |  |               | - |  |               |  | (115  | )             |  |  | -           |  |  |  | (115) | 
|                                  | 



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21. Financial risk factors (continued)



|                                                           |  |                      |         |   |               |  |         |               |  |  |               |   |  |             |     |   |  |  |          | 
|---------------------------------------------------------- |  | -------------------- | ------- | - | ------------- |  | ------- | ------------- |  |  | ------------- | - |  | ----------- | --- | - |  |  | -------- | 
|Assets and liabilities for which fair values are disclosed |  | Carryingamount
 US$m |         |   | Level 1
 US$m |  |         | Level 2
 US$m |  |  | Level 3
 US$m |   |  | Total
 US$m |    
|                                                           |  |                      |         |   |              
|At 31 March 2015                                           |  |                      |         |   |               |  |         |               |  |  |               |   |  |             |     |   |  |  |          | 
|                                                           |  |                      |         |   |              
|Assets                                                     |  |                      |         |   |               |  |         |               |  |  |               |   |  |             |     |   |  |  |          | 
|                                                           |  |                      |         |   |              
|Investments in listed associates                           |  |                      |         |   |               |  |         |               |  |  |               |   |  |             |     |   |  |  |          | 
|                                                           |  |                      |         |   |              
|- Anadolu Efes                                             |  |                      | 1,080   |   |               |  | 1,187   |               |  |  | -             |   |  |             | -   |   |  |  | 1,187    | 
|                                                           |  |                      |         |   |              
|- Distell Group                                            |  |                      | 211     |   |               |  | 741     |               |  |  | -             |   |  |             | -   |   |  |  | 741      | 
|                                                           |  |                      |         |   |              
|- Delta Corporation                                        |  |                      | 179     |   |               |  | 324     |               |  |  | -             |   |  |             | -   |   |  |  | 324      | 
|                                                           |  |                      |         |   |              
|Total assets                                               |  |                      | 1,470   |   |               |  | 2,252   |               |  |  | -             |   |  |             | -   |   |  |  | 2,252    | 
|                                                           |  |                      |         |   |              
|Liabilities                                                |  |                      |         |   |               |  |         |               |  |  |               |   |  |             |     |   |  |  |          | 
|                                                           |  |                      |         |   |              
|Current Borrowings                                         |  |                      | (1,961  | ) |               |  | (717    | )             |  |  | (1,253        | ) |  |             | -   |   |  |  | (1,970)  | 
|                                                           |  |                      |         |   |              
|Non-current Borrowings                                     |  |                      | (10,583 | ) |               |  | (10,688 | )             |  |  | (390          | ) |  |             | -   |   |  |  | (11,078) | 
|                                                           |  |                      |         |   |              
|Total liabilities                                          |  |                      | (12,544 | ) |               |  | (11,405 | )             |  |  | (1,643        | ) |  |             | -   |   |  |  | (13,048) | 
|                                                           |  |                      |         |   |              
|At 31 March 2014                                           |  |                      |         |   |               |  |         |               |  |  |               |   |  |             |     |   |  |  |          | 
|                                                           |  |                      |         |   |              
|Assets                                                     |  |                      |         |   |               |  |         |               |  |  |               |   |  |             |     |   |  |  |          | 
|                                                           |  |                      |         |   |              
|Investments in listed associates                           |  |                      |         |   |               |  |         |               |  |  |               |   |  |             |     |   |  |  |          | 
|                                                           |  |                      |         |   |              
|- Anadolu Efes                                             |  |                      | 1,566   |   |               |  | 1,580   |               |  |  | -             |   |  |             | -   |   |  |  | 1,580    | 
|                                                           |  |                      |         |   |              
|- Distell Group                                            |  |                      | 224     |   |               |  | 716     |               |  |  | -             |   |  |             | -   |   |  |  | 716      | 
|                                                           |  |                      |         |   |              
|- Delta Corporation                                        |  |                      | 141     |   |               |  | 354     |               |  |  | -             |   |  |             | -   |   |  |  | 354      | 
|                                                           |  |                      |         |   |              
|- Tsogo Sun Holdings                                       |  |                      | 375     |   |               |  | 1,046   |               |  |  | -             |   |  |             | -   |   |  |  | 1,046    | 
|                                                           |  |                      |         |   |              
|Total assets                                               |  |                      | 2,306   |   |               |  | 3,696   |               |  |  | -             |   |  |             | -   |   |  |  | 3,696    | 
|                                                           |  |                      |         |   |              
|Liabilities                                                |  |                      |         |   |               |  |         |               |  |  |               |   |  |             |     |   |  |  |          | 
|                                                           |  |                      |         |   |              
|Current Borrowings                                         |  |                      | (4,519  | ) |               |  | (2,879  | )             |  |  | (1,724        | ) |  |             | (33 | ) |  |  | (4,636)  | 
|                                                           |  |                      |         |   |              
|Non-current Borrowings                                     |  |                      | (12,528 | ) |               |  | (12,465 | )             |  |  | (732          | ) |  |             | (34 | ) |  |  | (13,231) | 
|                                                           |  |                      |         |   |              
|Total liabilities                                          |  |                      | (17,047 | ) |               |  | (15,344 | )             |  |  | (2,456        | ) |  |             | (67 | ) |  |  | (17,867) | 

There have been no material transfers between levels during the year ended 31 March 2015 (2014: none).

The levels of the fair value hierarchy and its application to the groups assets and liabilities are described below.

Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.

The fair value of assets and liabilities traded in active markets is based on quoted market prices at the balance sheet date. A market is regarded as active if quoted
prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service, or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arms length basis. The
quoted market price used for financial assets held by the group is the current bid price.

Level 2: Inputs other than quoted prices that are observable for the asset
or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

The fair values of financial instruments that are not traded in an active
market (for example, over the counter derivatives or infrequently traded listed investments) are determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little
as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

The
fair values of derivatives included in level 2 incorporate various inputs including the credit quality of counterparties, spot and forward foreign exchange rates, and interest rate curves.

The fair values of borrowings included in level 2 are based on the net present value of the anticipated future cash flows associated with these instruments, using rates
currently available for debt on similar terms, credit risk and remaining maturities.

Valuation techniques for other level 2 instruments could include standard
valuation models based on market parameters for interest rates, yield curves or foreign exchange rates quotes for similar instruments from financial counterparties or the use of comparable arms length transactions, and discounted cash flows.

Level 3: Inputs for the asset or liability that are not based on observable market data.

Specific valuation techniques, such as discounted cash flow analysis, are used to determine fair value of the remaining financial instruments.



50



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21. Financial risk factors (continued)



Valuation process

The
groups treasury function is responsible for performing fair value measurements for financial instruments. The fair value measurement calculations are subject to review procedures and are performed in accordance with policies defined by the
treasury committee.

Other fair value measurements are performed by the groups finance department. Significant level 3 valuations are reviewed and approved by
the finance, control and assurance committee in the relevant region on a by exception basis. Valuations falling into this category are usually immaterial.

22.
Derivative financial instruments



|                                         |  |                     |       |  |              |  |     |                   |  |  |                      |  |  |              |       |  |                   |  |     |  |  |  |      | 
|---------------------------------------- |  | ------------------- | ----- |  | ------------ |  | --- | ----------------- |  |  | -------------------- |  |  | ------------ | ----- |  | ----------------- |  | --- |  |  |  | ---- | 
|Current derivative financial instruments |  | 2015                |       |  | 2014         | 
|                                         |  | Notionalvalue
 US$m |       |  | Assets 
US$m |  |     | Liabilities 
US$m |  |  | Notional
value 
US$m |  |  | Assets 
US$m |       |  | Liabilities 
US$m | 
|                                         | 
|                                         |  |                     |       |  |              | 
|Fair value hedges                        |  |                     |       |  |              |  |     |                   |  |  |                      |  |  |              |       |  |                   |  |     |  |  |  |      | 
|                                         |  |                     |       |  |              | 
|Interest rate swaps                      |  |                     | 700   |  |              |  | 11  |                   |  |  | -                    |  |  |              | 1,588 |  |                   |  | 32  |  |  |  | -    | 
|                                         |  |                     |       |  |              | 
|Cash flow hedges                         |  |                     |       |  |              |  |     |                   |  |  |                      |  |  |              |       |  |                   |  |     |  |  |  |      | 
|                                         |  |                     |       |  |              | 
|Forward foreign currency contracts       |  |                     | 1,757 |  |              |  | 51  |                   |  |  | (30)                 |  |  |              | 1,450 |  |                   |  | 21  |  |  |  | (8)  | 
|                                         |  |                     |       |  |              | 
|Cross currency swaps                     |  |                     | 492   |  |              |  | 208 |                   |  |  | -                    |  |  |              | -     |  |                   |  | -   |  |  |  | -    | 
|                                         |  |                     |       |  |              | 
|Commodity contracts                      |  |                     | 97    |  |              |  | 3   |                   |  |  | (7)                  |  |  |              | 105   |  |                   |  | -   |  |  |  | (12) | 
|                                         |  |                     |       |  |              | 
|Net investment hedges                    |  |                     |       |  |              |  |     |                   |  |  |                      |  |  |              |       |  |                   |  |     |  |  |  |      | 
|                                         |  |                     |       |  |              | 
|Forward foreign currency contracts       |  |                     | 2,080 |  |              |  | 109 |                   |  |  | (11)                 |  |  |              | 2,396 |  |                   |  | 27  |  |  |  | (35) | 
|                                         |  |                     |       |  |              | 
|Cross currency swaps                     |  |                     | 241   |  |              |  | 30  |                   |  |  | (2)                  |  |  |              | 335   |  |                   |  | 43  |  |  |  | -    | 
|                                         |  |                     |       |  |              | 
|Held for trading                         |  |                     |       |  |              |  |     |                   |  |  |                      |  |  |              |       |  |                   |  |     |  |  |  |      | 
|                                         |  |                     |       |  |              | 
|Interest rate swaps                      |  |                     | -     |  |              |  | -   |                   |  |  | -                    |  |  |              | 96    |  |                   |  | -   |  |  |  | (1)  | 
|                                         |  |                     |       |  |              | 
|Forward foreign currency contracts       |  |                     | 1,439 |  |              |  | 51  |                   |  |  | (51)                 |  |  |              | 1,985 |  |                   |  | 14  |  |  |  | (20) | 
|                                         |  |                     |       |  |              | 
|Cross currency swaps                     |  |                     | -     |  |              |  | -   |                   |  |  | -                    |  |  |              | 7     |  |                   |  | 4   |  |  |  | (2)  | 
|                                        
|                                         | 
|                                         |  |                     |       |  |              | 
|                                         |  |                     | 6,806 |  |              |  | 463 |                   |  |  | (101)                |  |  |              | 7,962 |  |                   |  | 141 |  |  |  | (78) | 
|                                         | 

Financing-related current derivative financial instruments amount to a net asset of US$353 million (2014: US$67 million).



|                                             |  |                     |       |  |              |  |     |                   |  |  |                      |  |  |              |       |  |                   |  |     |  |  |  |      | 
|-------------------------------------------- |  | ------------------- | ----- |  | ------------ |  | --- | ----------------- |  |  | -------------------- |  |  | ------------ | ----- |  | ----------------- |  | --- |  |  |  | ---- | 
|Non-current derivative financial instruments |  | 2015                |       |  | 2014         | 
|                                             |  | Notionalvalue
 US$m |       |  | Assets 
US$m |  |     | Liabilities 
US$m |  |  | Notional
value 
US$m |  |  | Assets 
US$m |       |  | Liabilities 
US$m | 
|                                             | 
|                                             |  |                     |       |  |              | 
|Fair value hedges                            |  |                     |       |  |              |  |     |                   |  |  |                      |  |  |              |       |  |                   |  |     |  |  |  |      | 
|                                             |  |                     |       |  |              | 
|Interest rate swaps                          |  |                     | 3,504 |  |              |  | 289 |                   |  |  | (1)                  |  |  |              | 3,826 |  |                   |  | 217 |  |  |  | (28) | 
|                                             |  |                     |       |  |              | 
|Cross currency swaps                         |  |                     | -     |  |              |  | -   |                   |  |  | -                    |  |  |              | 1,000 |  |                   |  | 35  |  |  |  | -    | 
|                                             |  |                     |       |  |              | 
|Cash flow hedges                             |  |                     |       |  |              |  |     |                   |  |  |                      |  |  |              |       |  |                   |  |     |  |  |  |      | 
|                                             |  |                     |       |  |              | 
|Forward foreign currency contracts           |  |                     | 135   |  |              |  | 1   |                   |  |  | (1)                  |  |  |              | 109   |  |                   |  | -   |  |  |  | (1)  | 
|                                             |  |                     |       |  |              | 
|Commodity contracts                          |  |                     | 45    |  |              |  | 2   |                   |  |  | (3)                  |  |  |              | 38    |  |                   |  | -   |  |  |  | (4)  | 
|                                             |  |                     |       |  |              | 
|Cross currency swaps                         |  |                     | 420   |  |              |  | 206 |                   |  |  | -                    |  |  |              | 1,111 |  |                   |  | 204 |  |  |  | -    | 
|                                             |  |                     |       |  |              | 
|Net investment hedges                        |  |                     |       |  |              |  |     |                   |  |  |                      |  |  |              |       |  |                   |  |     |  |  |  |      | 
|                                             |  |                     |       |  |              | 
|Forward foreign currency contracts           |  |                     | -     |  |              |  | -   |                   |  |  | -                    |  |  |              | 18    |  |                   |  | -   |  |  |  | (1)  | 
|                                             |  |                     |       |  |              | 
|Cross currency swaps                         |  |                     | 264   |  |              |  | 123 |                   |  |  | -                    |  |  |              | 631   |  |                   |  | 102 |  |  |  | (2)  | 
|                                             |  |                     |       |  |              | 
|Held for trading                             |  |                     |       |  |              |  |     |                   |  |  |                      |  |  |              |       |  |                   |  |     |  |  |  |      | 
|                                             |  |                     |       |  |              | 
|Interest rate swaps                          |  |                     | 1,600 |  |              |  | 64  |                   |  |  | (5)                  |  |  |              | 600   |  |                   |  | 37  |  |  |  | (1)  | 
|                                             |  |                     |       |  |              | 
|Cross currency swaps                         |  |                     | 170   |  |              |  | 85  |                   |  |  | -                    |  |  |              | 246   |  |                   |  | 33  |  |  |  | -    | 
|                                            
|                                             | 
|                                             |  |                     |       |  |              | 
|                                             |  |                     | 6,138 |  |              |  | 770 |                   |  |  | (10)                 |  |  |              | 7,579 |  |                   |  | 628 |  |  |  | (37) | 
|                                             | 

Financing-related non-current derivative financial instruments amount to a net asset of US$761 million (2014: US$596 million).

Derivatives designated as hedging instruments

(i) Fair value hedges

The group has entered into interest rate swaps to pay floating and receive fixed interest which have been designated as fair value hedges to hedge exposure to
changes in the fair value of its US dollar and euro fixed rate borrowings. Borrowings are designated as the hedged item as part of the fair value hedge. The borrowings and the interest rate swaps have the same critical terms.

As at 31 March 2015 the carrying value of the hedged borrowings was US$4,363 million (2014: US$7,214 million).



51



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22. Derivative financial instruments
(continued)



(ii) Cash flow hedges

The
group has entered into forward exchange contracts designated as cash flow hedges to manage short-term foreign currency exposures to expected net operating costs including future trade imports and exports.

The group has entered into commodity contracts designated as cash flow hedges to manage the future price of commodities. As at 31 March 2015 the notional amount of
forward contracts for the purchase price of aluminium was US$115 million (2014: US$122 million), of corn was US$21 million (2014: US$20 million), of sugar was US$4 million (2014: US$1 million) and of other commodities was US$2 million (2014:
US$nil).

The group has entered into cross currency swaps designated as cash flow hedges to manage foreign currency exposures on interest payments.

The following table indicates the period in which the cash flows associated with derivatives that are cash flow hedges are expected to occur and impact the income
statement.



|                                   |  |                      |     |   |                          |  |     |                       |  |  |                           |   |  |                           |    |   |                     |  |    |   |  |  |     | 
|---------------------------------- |  | -------------------- | --- | - | ------------------------ |  | --- | --------------------- |  |  | ------------------------- | - |  | ------------------------- | -- | - | ------------------- |  | -- | - |  |  | --- | 
|                                   |  | Carryingamount 
US$m |     |   | Expected
cashflows 
US$m |  |     | Less than1 year 
US$m |  |  | Between 1and 2years
 US$m |   |  | Between2 and 5years 
US$m |    |   | Over 5  years
 US$m | 
|                                   | 
|At 31 March 2015                   |  |                      |     |   |                          |  |     |                       |  |  |                           |   |  |                           |    |   |                     |  |    |   |  |  |     | 
|                                   |  |                      |     |   |                          | 
|Forward foreign currency contracts |  |                      | 21  |   |                          |  | 7   |                       |  |  | 8                         |   |  |                           | (1 | ) |                     |  | -  |   |  |  | -   | 
|                                   |  |                      |     |   |                          | 
|Commodity contracts                |  |                      | (5  | ) |                          |  | (9  | )                     |  |  | (6                        | ) |  |                           | (2 | ) |                     |  | (1 | ) |  |  | -   | 
|                                   |  |                      |     |   |                          | 
|Cross currency swaps               |  |                      | 414 |   |                          |  | 407 |                       |  |  | 202                       |   |  |                           | 89 |   |                     |  | 4  |   |  |  | 112 | 
|                                   | 
|                                   |  |                      | 430 |   |                          |  | 405 |                       |  |  | 204                       |   |  |                           | 86 |   |                     |  | 3  |   |  |  | 112 | 
|                                   | 
|                                   |  |                      |     |   |                          | 
|At 31 March 2014                   |  |                      |     |   |                          |  |     |                       |  |  |                           |   |  |                           |    |   |                     |  |    |   |  |  |     | 
|                                   |  |                      |     |   |                          | 
|Forward foreign currency contracts |  |                      | 12  |   |                          |  | 9   |                       |  |  | 11                        |   |  |                           | (2 | ) |                     |  | -  |   |  |  | -   | 
|                                   |  |                      |     |   |                          | 
|Commodity contracts                |  |                      | (16 | ) |                          |  | (20 | )                     |  |  | (13                       | ) |  |                           | (6 | ) |                     |  | (1 | ) |  |  | -   | 
|                                   |  |                      |     |   |                          | 
|Cross currency swaps               |  |                      | 204 |   |                          |  | 118 |                       |  |  | (16                       | ) |  |                           | 98 |   |                     |  | 34 |   |  |  | 2   | 
|                                   | 
|                                   |  |                      | 200 |   |                          |  | 107 |                       |  |  | (18                       | ) |  |                           | 90 |   |                     |  | 33 |   |  |  | 2   | 
|                                   | 

(iii) Hedges of net investments in foreign operations

The group has entered into several forward foreign currency contracts and cross currency swaps which it has designated as hedges of net investments in its foreign
subsidiaries in South Africa, Australia, the Czech Republic, Poland, Colombia and Peru to hedge the groups exposure to foreign exchange risk on these investments.

Analysis of notional amounts on derivative financial instruments designated as net investment hedges is as follows. Notional amounts have been translated to US dollars
at the closing rate at 31 March.



|                                    |  |           |       |  |           |  |       | 
|----------------------------------- |  | --------- | ----- |  | --------- |  | ----- | 
|                                    |  | 2015
US$m |       |  | 2014
US$m | 
|                                    | 
|Forward foreign currency contracts: |  |           |       |  |           |  |       | 
|                                    |  |          
|Australian dollar                   |  |           | 515   |  |           |  | 695   | 
|                                    |  |          
|Colombian peso                      |  |           | 439   |  |           |  | 180   | 
|                                    |  |          
|Czech koruna                        |  |           | 192   |  |           |  | 336   | 
|                                    |  |          
|Peruvian nuevo sol                  |  |           | 257   |  |           |  | 403   | 
|                                    |  |          
|Polish zloty                        |  |           | 164   |  |           |  | 114   | 
|                                    |  |          
|South African rand                  |  |           | 513   |  |           |  | 686   | 
|                                    |  |          
|Cross currency swaps:               |  |           |       |  |           |  |       | 
|                                    |  |          
|Australian dollar                   |  |           | -     |  |           |  | 258   | 
|                                    |  |          
|Czech koruna                        |  |           | 297   |  |           |  | 382   | 
|                                    |  |          
|Polish zloty                        |  |           | 92    |  |           |  | 193   | 
|                                    |  |          
|South African rand                  |  |           | 116   |  |           |  | 133   | 
|                                    | 
|                                    |  |           | 2,585 |  |           |  | 3,380 | 
|                                    | 

Held for trading derivative financial instruments

(i) Interest rate swaps

The group has entered into interest rate swaps to
manage exposures to fluctuations in interest rates arising from the groups borrowings. The derivatives are fair valued based on discounted future cash flows with gains and losses taken to the income statement.



52



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|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO





22. Derivative financial instruments
(continued)



(ii) Forward foreign currency contracts

The group has entered into forward foreign currency contracts to manage short-term foreign currency exposures to expected future trade imports and exports and to manage
foreign currency exposures on intercompany loan balances. The derivatives are fair valued based on discounted future cash flows with gains and losses taken to the income statement.

(iii) Cross currency swaps

The group has entered into cross currency swaps to
manage foreign currency exposures on intercompany loan balances. These derivatives are fair valued based on discounted future cash flows with gains and losses taken to the income statement.

Fair value gain/(loss) on financial instruments recognised in the income statement



|                                                                                                       |  |            |      |   |            |  |      | 
|------------------------------------------------------------------------------------------------------ |  | ---------- | ---- | - | ---------- |  | ---- | 
|                                                                                                       |  | 2015 
US$m |      |   | 2014 
US$m | 
|                                                                                                       | 
|Derivative financial instruments:                                                                      |  |            |      |   |            |  |      | 
|                                                                                                       |  |           
|Interest rate swaps                                                                                    |  |            | (39  | ) |            |  | (9)  | 
|                                                                                                       |  |           
|Interest rate swaps designated as fair value hedges                                                    |  |            | 428  |   |            |  | (43) | 
|                                                                                                       |  |           
|Forward foreign currency contracts                                                                     |  |            | 48   |   |            |  | (3)  | 
|                                                                                                       |  |           
|Fair value gain/(loss) on forward foreign currency contracts transferred from other comprehensive loss |  |            | 8    |   |            |  | (2)  | 
|                                                                                                       |  |           
|Cross currency swaps                                                                                   |  |            | 52   |   |            |  | (27) | 
|                                                                                                       |  |           
|Cross currency swaps designated as fair value hedges                                                   |  |            | (5   | ) |            |  | (1)  | 
|                                                                                                       |  |           
|Ineffectiveness arising from cross currency swaps designated as net investment hedges                  |  |            | (7   | ) |            |  | -    | 
|                                                                                                       |  |           
|Embedded derivatives                                                                                   |  |            | -    |   |            |  | 1    | 
|                                                                                                       |  |           
|Other fair value gains                                                                                 |  |            | 17   |   |            |  | 15   | 
|                                                                                                       | 
|                                                                                                       |  |            | 502  |   |            |  | (69) | 
|                                                                                                       |  |           
|Other financial instruments:                                                                           |  |            |      |   |            |  |      | 
|                                                                                                       |  |           
|Early redemption costs (see note 4)                                                                    |  |            | (48  | ) |            |  | -    | 
|                                                                                                       |  |           
|Non-current borrowings designated as the hedged item in a fair value hedge                             |  |            | (428 | ) |            |  | 43   | 
|                                                                                                       | 
|Total fair value gain/(loss) on financial instruments recognised in the income statement               |  |            | 26   |   |            |  | (26) | 
|                                                                                                       | 

Fair value gains and losses on borrowings and financing-related derivative financial instruments were recognised as part of net finance
costs. Fair value gains and losses on all other derivative financial instruments were recognised in operating profit.

23. Other financial instrument disclosures

Reconciliation of total financial instruments

The table below
reconciles the groups accounting categorisation of financial assets and liabilities (based on initial recognition) to the classes of assets and liabilities as shown on the face of the balance sheet.



|                                 |  |                                  |       |   |                      |  |       |                    |  |  |                                          |  |  |                                        |         |   |       |  |      |              |  |  |         |   |  |  |         |   |  |  |        |  
|-------------------------------- |  | -------------------------------- | ----- | - | -------------------- |  | ----- | ------------------ |  |  | ---------------------------------------- |  |  | -------------------------------------- | ------- | - | ----- |  | ---- | ------------ |  |  | ------- | - |  |  | ------- | - |  |  | ------ | -
|                                 |  | Fair valuethroughincomestatement |       |   | Loans andreceivables |  |       | Available for
sale |  |  | Financialliabilitiesheld atamortisedcost |  |  | Notcategorisedas a financialinstrument |         |   | Total |  |      | Non-
current |  |  | Current |  
|                                 |  | US$m                             |       |   | US$m                 |  |       | US$m               |  |  | US$m                                     |  |  | US$m                                   |         |   | US$m  |  |      | US$m         |  |  | US$m    |  
|At 31 March 2015                 |  |                                  |       |   |                      |  |       |                    |  |  |                                          |  |  |                                        |         |   |       |  |      |              |  |  |         |   |  |  |         |   |  |  |        |  
|                                 |  |                                  |       |   |                      |  |       |                   
|Assets                           |  |                                  |       |   |                      |  |       |                    |  |  |                                          |  |  |                                        |         |   |       |  |      |              |  |  |         |   |  |  |         |   |  |  |        |  
|Available for sale investments   |  |                                  | -     |   |                      |  | -     |                    |  |  | 21                                       |  |  |                                        | -       |   |       |  | -    |              |  |  | 21      |   |  |  | 21      |   |  |  | -      |  
|Derivative financial instruments |  |                                  | 1,233 |   |                      |  | -     |                    |  |  | -                                        |  |  |                                        | -       |   |       |  | -    |              |  |  | 1,233   |   |  |  | 770     |   |  |  | 463    |  
|Trade and other receivables      |  |                                  | -     |   |                      |  | 1,541 |                    |  |  | -                                        |  |  |                                        | -       |   |       |  | 296  |              |  |  | 1,837   |   |  |  | 126     |   |  |  | 1,711  |  
|Cash and cash equivalents        |  |                                  | -     |   |                      |  | 965   |                    |  |  | -                                        |  |  |                                        | -       |   |       |  | -    |              |  |  | 965     |   |  |  | -       |   |  |  | 965    |  
|                                 |  |                                  |       |   |                      |  |       |                   
|Liabilities                      |  |                                  |       |   |                      |  |       |                    |  |  |                                          |  |  |                                        |         |   |       |  |      |              |  |  |         |   |  |  |         |   |  |  |        |  
|Derivative financial instruments |  |                                  | (111  | ) |                      |  | -     |                    |  |  | -                                        |  |  |                                        | -       |   |       |  | -    |              |  |  | (111    | ) |  |  | (10     | ) |  |  | (101   | )
|Borrowings                       |  |                                  | -     |   |                      |  | -     |                    |  |  | -                                        |  |  |                                        | (12,544 | ) |       |  | -    |              |  |  | (12,544 | ) |  |  | (10,583 | ) |  |  | (1,961 | )
|Trade and other payables         |  |                                  | -     |   |                      |  | -     |                    |  |  | -                                        |  |  |                                        | (3,173  | ) |       |  | (573 | )            |  |  | (3,746  | ) |  |  | (18     | ) |  |  | (3,728 | )



53



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|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO





23. Other financial instrument disclosures
(continued)



|                                 |  |                                  |      |   |                      |  |       |                    |  |  |                                          |  |  |                                       |         |   |       |  |      |              |  |  |         |   |  |  |         |   |  |  |        |  
|-------------------------------- |  | -------------------------------- | ---- | - | -------------------- |  | ----- | ------------------ |  |  | ---------------------------------------- |  |  | ------------------------------------- | ------- | - | ----- |  | ---- | ------------ |  |  | ------- | - |  |  | ------- | - |  |  | ------ | -
|                                 |  | Fair valuethroughincomestatement |      |   | Loans andreceivables |  |       | Available for
sale |  |  | Financialliabilitiesheld atamortisedcost |  |  | Notcategorisedas afinancialinstrument |         |   | Total |  |      | Non-
current |  |  | Current |  
|                                 |  | US$m                             |      |   | US$m                 |  |       | US$m               |  |  | US$m                                     |  |  | US$m                                  |         |   | US$m  |  |      | US$m         |  |  | US$m    |  
|At 31 March 2014                 |  |                                  |      |   |                      |  |       |                    |  |  |                                          |  |  |                                       |         |   |       |  |      |              |  |  |         |   |  |  |         |   |  |  |        |  
|                                 |  |                                  |      |   |                      |  |       |                   
|Assets                           |  |                                  |      |   |                      |  |       |                    |  |  |                                          |  |  |                                       |         |   |       |  |      |              |  |  |         |   |  |  |         |   |  |  |        |  
|                                 |  |                                  |      |   |                      |  |       |                   
|Available for sale investments   |  |                                  | -    |   |                      |  | -     |                    |  |  | 22                                       |  |  |                                       | -       |   |       |  | -    |              |  |  | 22      |   |  |  | 22      |   |  |  | -      |  
|                                 |  |                                  |      |   |                      |  |       |                   
|Derivative financial instruments |  |                                  | 769  |   |                      |  | -     |                    |  |  | -                                        |  |  |                                       | -       |   |       |  | -    |              |  |  | 769     |   |  |  | 628     |   |  |  | 141    |  
|                                 |  |                                  |      |   |                      |  |       |                   
|Trade and other receivables      |  |                                  | -    |   |                      |  | 1,608 |                    |  |  | -                                        |  |  |                                       | -       |   |       |  | 352  |              |  |  | 1,960   |   |  |  | 139     |   |  |  | 1,821  |  
|                                 |  |                                  |      |   |                      |  |       |                   
|Cash and cash equivalents        |  |                                  | -    |   |                      |  | 2,081 |                    |  |  | -                                        |  |  |                                       | -       |   |       |  | -    |              |  |  | 2,081   |   |  |  | -       |   |  |  | 2,081  |  
|                                 |  |                                  |      |   |                      |  |       |                   
|Liabilities                      |  |                                  |      |   |                      |  |       |                    |  |  |                                          |  |  |                                       |         |   |       |  |      |              |  |  |         |   |  |  |         |   |  |  |        |  
|                                 |  |                                  |      |   |                      |  |       |                   
|Derivative financial instruments |  |                                  | (115 | ) |                      |  | -     |                    |  |  | -                                        |  |  |                                       | -       |   |       |  | -    |              |  |  | (115    | ) |  |  | (37     | ) |  |  | (78    | )
|                                 |  |                                  |      |   |                      |  |       |                   
|Borrowings                       |  |                                  | -    |   |                      |  | -     |                    |  |  | -                                        |  |  |                                       | (17,047 | ) |       |  | -    |              |  |  | (17,047 | ) |  |  | (12,528 | ) |  |  | (4,519 | )
|                                 |  |                                  |      |   |                      |  |       |                   
|Trade and other payables         |  |                                  | -    |   |                      |  | -     |                    |  |  | -                                        |  |  |                                       | (3,289  | ) |       |  | (583 | )            |  |  | (3,872  | ) |  |  | (25     | ) |  |  | (3,847 | )

Offsetting financial assets and financial liabilities

The following table provides details of financial assets and liabilities that are subject to offsetting, enforceable master netting arrangements, or similar agreements.



|                                 |  |                                |       |  |                                     |  |         |                                        |  |  |                                                                    |   |  |                 |      |   |  |  |         |  
|-------------------------------- |  | ------------------------------ | ----- |  | ----------------------------------- |  | ------- | -------------------------------------- |  |  | ------------------------------------------------------------------ | - |  | --------------- | ---- | - |  |  | ------- | -
|                                 |  | Grossamountsof financialassets |       |  | Grossamounts offinancialliabilities |  |         | Netamountsrecognisedin thebalancesheet |  |  | Relatedamounts offinancialinstrumentsnot set offin thebalancesheet |   |  | Net      amount |     
|                                 |  | US$m                           |       |  | US$m                                |  |         | US$m                                   |  |  | US$m                                                               |   |  | US$m            |     
|At 31 March 2015                 |  |                                |       |  |                                     |  |         |                                        |  |  |                                                                    |   |  |                 |      |   |  |  |         |  
|                                 |  |                                |       |  |                                    
|Assets                           |  |                                |       |  |                                     |  |         |                                        |  |  |                                                                    |   |  |                 |      |   |  |  |         |  
|                                 |  |                                |       |  |                                    
|Derivative financial instruments |  |                                | 1,233 |  |                                     |  | -       |                                        |  |  | 1,233                                                              |   |  |                 | (111 | ) |  |  | 1,122   |  
|                                 |  |                                |       |  |                                    
|Cash and cash equivalents        |  |                                | 982   |  |                                     |  | (17     | )                                      |  |  | 965                                                                |   |  |                 | -    |   |  |  | 965     |  
|                                 |  |                                |       |  |                                    
|Liabilities                      |  |                                |       |  |                                     |  |         |                                        |  |  |                                                                    |   |  |                 |      |   |  |  |         |  
|                                 |  |                                |       |  |                                    
|Borrowings                       |  |                                | 17    |  |                                     |  | (12,561 | )                                      |  |  | (12,544                                                            | ) |  |                 | -    |   |  |  | (12,544 | )
|                                 |  |                                |       |  |                                    
|Derivative financial instruments |  |                                | -     |  |                                     |  | (111    | )                                      |  |  | (111                                                               | ) |  |                 | 111  |   |  |  | -       |  
|                                 |  |                                |       |  |                                    
|At 31 March 2014                 |  |                                |       |  |                                     |  |         |                                        |  |  |                                                                    |   |  |                 |      |   |  |  |         |  
|                                 |  |                                |       |  |                                    
|Assets                           |  |                                |       |  |                                     |  |         |                                        |  |  |                                                                    |   |  |                 |      |   |  |  |         |  
|                                 |  |                                |       |  |                                    
|Derivative financial instruments |  |                                | 769   |  |                                     |  | -       |                                        |  |  | 769                                                                |   |  |                 | (106 | ) |  |  | 663     |  
|                                 |  |                                |       |  |                                    
|Trade and other receivables      |  |                                | 1,640 |  |                                     |  | (32     | )                                      |  |  | 1,608                                                              |   |  |                 | -    |   |  |  | 1,608   |  
|                                 |  |                                |       |  |                                    
|Cash and cash equivalents        |  |                                | 2,090 |  |                                     |  | (9      | )                                      |  |  | 2,081                                                              |   |  |                 | -    |   |  |  | 2,081   |  
|                                 |  |                                |       |  |                                    
|Liabilities                      |  |                                |       |  |                                     |  |         |                                        |  |  |                                                                    |   |  |                 |      |   |  |  |         |  
|                                 |  |                                |       |  |                                    
|Borrowings                       |  |                                | 41    |  |                                     |  | (17,088 | )                                      |  |  | (17,047                                                            | ) |  |                 | -    |   |  |  | (17,047 | )
|                                 |  |                                |       |  |                                    
|Derivative financial instruments |  |                                | -     |  |                                     |  | (115    | )                                      |  |  | (115                                                               | ) |  |                 | 106  |   |  |  | (9      | )

For the financial assets and liabilities subject to enforceable master netting arrangements or similar arrangements above, each party to
the agreement will have the option to settle the amounts on a net basis in the event of default of the other party. A default event includes failure by a party to make a payment when due; failure by a party to perform any other obligation required
by the agreement if such failure is not remedied within the periods defined in each contract; or bankruptcy.

The group holds other receivables and borrowings
balances with the same financial counterparties. Where these arrangements meet the set-off rules under IFRS, the balances have been reported net on the balance sheet.



54



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|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO



24. Provisions



|                                                                             |  |                                     |      |     |                                   |      |     |                        |  |  |                     |   |  |                         |     |   |                          |  |     |             |  |  |             |   |  |  |     |   |  |  |       |  
|---------------------------------------------------------------------------- |  | ----------------------------------- | ---- | --- | --------------------------------- | ---- | --- | ---------------------- |  |  | ------------------- | - |  | ----------------------- | --- | - | ------------------------ |  | --- | ----------- |  |  | ----------- | - |  |  | --- | - |  |  | ----- | -
|                                                                             |  | Demergedentitiesandlitigation
 US$m |      |     | Post-
 retirement
 benefits
 US$m |      |     | Taxation-related
 US$m |  |  | Restructuring
 US$m |   |  | Payroll-
 related
 US$m |     |   | Onerous
 contracts
 US$m |  |     | Other
 US$m |  |  | Total
 US$m |  
|At 1 April 2013                                                              |  |                                     | 125  |     |                                   |      | 301 |                        |  |  | 248                 |   |  |                         | 114 |   |                          |  | 78  |             |  |  | 160         |   |  |  | 70  |   |  |  | 1,096 |  
|Exchange adjustments                                                         |  |                                     | (5   | )   |                                   |      | (20 | )                      |  |  | (8                  | ) |  |                         | (10 | ) |                          |  | (6  | )           |  |  | (17         | ) |  |  | (2  | ) |  |  | (68   | )
|Charged/(credited) to the income statement                                   |  |                                     |      |     |                                   |      |     |                        |  |  |                     |   |  |                         |     |   |                          |  |     |             |  |  |             |   |  |  |     |   |  |  |       |  
|- Additional provision in year                                               |  |                                     | 24   |     |                                   |      | 18  |                        |  |  | 12                  |   |  |                         | 37  |   |                          |  | 9   |             |  |  | -           |   |  |  | 7   |   |  |  | 107   |  
|- Amounts reversed                                                           |  |                                     | (11  | )   |                                   |      | -   |                        |  |  | (32                 | ) |  |                         | (28 | ) |                          |  | -   |             |  |  | (2          | ) |  |  | (5  | ) |  |  | (78   | )
|Utilised in the year                                                         |  |                                     | (20  | )   |                                   |      | (31 | )                      |  |  | (5                  | ) |  |                         | (31 | ) |                          |  | (26 | )           |  |  | (32         | ) |  |  | (7  | ) |  |  | (152  | )
|Remeasurements of defined benefit plans recorded in other comprehensive loss |  |                                     | -    |     |                                   |      | (22 | )                      |  |  | -                   |   |  |                         | -   |   |                          |  | -   |             |  |  | -           |   |  |  | -   |   |  |  | (22   | )
|Transfer between categories                                                  |  |                                     | -    |     |                                   |      | -   |                        |  |  | 1                   |   |  |                         | -   |   |                          |  | -   |             |  |  | -           |   |  |  | (1  | ) |  |  | -     |  
|At 31 March 2014                                                             |  |                                     | 113  |     |                                   |      | 246 |                        |  |  | 216                 |   |  |                         | 82  |   |                          |  | 55  |             |  |  | 109         |   |  |  | 62  |   |  |  | 883   |  
|Exchange adjustments                                                         |  |                                     | (17  | )   |                                   |      | (51 | )                      |  |  | (14                 | ) |  |                         | (14 | ) |                          |  | (9  | )           |  |  | (15         | ) |  |  | (5  | ) |  |  | (125  | )
|Charged/(credited) to the income statement                                   |  |                                     |      |     |                                   |      |     |                        |  |  |                     |   |  |                         |     |   |                          |  |     |             |  |  |             |   |  |  |     |   |  |  |       |  
|- Additional provision in year                                               |  |                                     | 6    |     |                                   |      | 27  |                        |  |  | 14                  |   |  |                         | 29  |   |                          |  | 8   |             |  |  | 7           |   |  |  | 10  |   |  |  | 101   |  
|- Amounts reversed                                                           |  |                                     | (5   | )   |                                   |      | -   |                        |  |  | (29                 | ) |  |                         | (7  | ) |                          |  | -   |             |  |  | (8          | ) |  |  | (16 | ) |  |  | (65   | )
|Utilised in the year                                                         |  |                                     | (6   | )   |                                   |      | (24 | )                      |  |  | (4                  | ) |  |                         | (17 | ) |                          |  | (9  | )           |  |  | (33         | ) |  |  | (12 | ) |  |  | (105  | )
|Remeasurements of defined benefit plans recorded in other comprehensive loss |  |                                     | -    |     |                                   |      | 7   |                        |  |  | -                   |   |  |                         | -   |   |                          |  | -   |             |  |  | -           |   |  |  | -   |   |  |  | 7     |  
|At 31 March 2015                                                             |  |                                     | 91   |     |                                   |      | 205 |                        |  |  | 183                 |   |  |                         | 73  |   |                          |  | 45  |             |  |  | 60          |   |  |  | 39  |   |  |  | 696   |  
|                                                                             |  |                                    
|                                                                             |  |                                     | 2015 |     |                                   | 2014 |    
|Analysed as:                                                                 |  |                                     | US$m |     |                                   | US$m |    
|Current                                                                      |  |                                     |      | 358 |                                   |      |     | 450                    | 
|Non-current                                                                  |  |                                     |      | 338 |                                   |      |     | 433                    | 
|                                                                             |  |                                     |      | 696 |                                   |      |     | 883                    | 

Demerged entities and litigation

During the
year ended 31 March 1998 the group recognised a provision of US$73 million for the disposal of certain demerged entities in relation to equity injections which were not regarded as recoverable, as well as potential liabilities arising on
warranties and the sale agreements. During the year ended 31 March 2015 US$1 million (2014: US$1 million) of this provision was utilised in regard to costs associated with SAB Ltds previously disposed of remaining retail interests. The
residual balance of US$6 million relates mainly to the disposal of OK Bazaars (1929) Ltd to Shoprite Holdings Ltd (Shoprite). As disclosed in previous annual reports, a number of claims were made by Shoprite in relation to the valuation of the
net assets of OK Bazaars at the time of the sale and for alleged breaches by SAB Ltd of warranties contained in the sale agreements. These claims are being contested by SAB Ltd.

There are US$85 million (2014: US$106 million) of provisions in respect of outstanding litigation within various operations, based on managements expectation that
the outcomes of these disputes are expected to be resolved within the forthcoming three years.

While a provision for claims has been recorded, the actual outcome of
the disputes and the timing of the resolution cannot be estimated by the directors at this time. The further information ordinarily required by IAS 37, Provisions, contingent liabilities and contingent assets has not been disclosed on
the grounds that it can be expected to seriously prejudice the outcome of the disputes.

Post-retirement benefits

The provision for post-retirement benefits represents the provision for medical benefits for retired employees and their dependants in South Africa, for post-retirement
medical and life insurance benefits for eligible employees and their dependants in Europe, medical and other benefits in Latin America, and pension provisions for employees primarily in Latin America, Asia Pacific and Europe. The principal
assumptions on which these provisions are based are disclosed in note 30.

Taxation-related

The group has recognised various provisions in relation to taxation exposures it believes may arise. The provisions principally relate to non-corporate taxation and
interest and penalties on corporate taxation in respect of a number of group companies. Any settlement in respect of these amounts will occur as and when the assessments are finalised with the respective tax authorities.

Restructuring

This includes the remaining provision for restructuring costs in
Australia, Latin America and Europe which are expected to be utilised over the course of the next five years.



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24. Provisions (continued)



Payroll-related

This
principally relates to employee entitlement provisions of US$23 million (2014: US$30 million) in Asia Pacific and employee long service awards of US$15 million (2014: US$16 million) in South Africa.

Onerous contracts

This includes provisions for unfavourable supply contracts
for malt, glass, aluminium cans and concentrated fruit juice for non-alcoholic beverages, as well as provisions for surplus property leases in Australia which management expects to be utilised within five years.

Other provisions

Included within other provisions are environmental provisions
and other provisions. These are primarily expected to be utilised within four years.

25. Share capital



|                                                                                             |  |                                   |               |  |                            |  |        |                    |  |  |     | 
|-------------------------------------------------------------------------------------------- |  | --------------------------------- | ------------- |  | -------------------------- |  | ------ | ------------------ |  |  | --- | 
|                                                                                             |  | 2015                              |               |  | 2014                       |  |        | 2013               | 
|                                                                                             |  | US$m                              |               |  | US$m                       |  |        | US$m               | 
|Group and company                                                                            |  |                                   |               |  |                            |  |        |                    |  |  |     | 
|Called up, allotted and fully paid share capital                                             |  |                                   |               |  |                            |  |        |                    |  |  |     | 
|                                                                                             |  |                                   |              
|1,675,670,012 ordinary shares of 10 US cents each (2014: 1,672,647,930, 2013: 1,669,731,799) |  |                                   | 168           |  |                            |  | 167    |                    |  |  | 167 | 
|                                                                                             |  |                                   |              
|50,000 deferred shares of £1.00 each (2014, 2013: 50,000)                                    |  |                                   | -             |  |                            |  | -      |                    |  |  | -   | 
|                                                                                             |  |                                   | 168           |  |                            |  | 167    |                    |  |  | 167 | 
|                                                                                             |  |                                   |              
|                                                                                             |  | Ordinary sharesof 10 US centseach |               |  | Deferred  shares of£1 each |  |        | Nominal
value US$m | 
|At 1 April 2012                                                                              |  |                                   | 1,664,323,483 |  |                            |  | 50,000 |                    |  |  | 166 | 
|                                                                                             |  |                                   |              
|Issue of shares - share incentive plans                                                      |  |                                   | 5,408,316     |  |                            |  | -      |                    |  |  | 1   | 
|At 31 March 2013                                                                             |  |                                   | 1,669,731,799 |  |                            |  | 50,000 |                    |  |  | 167 | 
|                                                                                             |  |                                   |              
|Issue of shares - share incentive plans                                                      |  |                                   | 2,916,131     |  |                            |  | -      |                    |  |  | -   | 
|At 31 March 2014                                                                             |  |                                   | 1,672,647,930 |  |                            |  | 50,000 |                    |  |  | 167 | 
|                                                                                             |  |                                   |              
|Issue of shares - share incentive plans                                                      |  |                                   | 3,022,082     |  |                            |  | -      |                    |  |  | 1   | 
|At 31 March 2015                                                                             |  |                                   | 1,675,670,012 |  |                            |  | 50,000 |                    |  |  | 168 | 

Changes to authorised share capital

With
effect from 1 October 2009 the company adopted new articles of association which removed any previous limit on the authorised share capital. Directors are still limited as to the number of shares they can at any time allot because allotment
authority continues to be required under the Companies Act 2006, save in respect of employee share plans.

Changes to issued share capital

During the year the company issued 3,022,082 (2014: 2,916,131, 2013: 5,408,316) new ordinary shares of 10 US cents to satisfy the exercise of options granted under the
various share incentive plans, for consideration of US$62 million (2014: US$54 million, 2013: US$102 million).

Rights and restrictions relating to share capital

Convertible participating shares

Convertible participating shares were
originally issued to Altria as part of the Miller Brewing Company transaction in 2002 but were subsequently converted into ordinary shares. There are no convertible participating shares currently in issue. Altria is however entitled to require
the company to convert its ordinary shares back into convertible participating shares so as to ensure that Altrias voting shareholding does not exceed 24.99% of the total voting shareholding.

If Altrias ordinary shares were converted into convertible participating shares, the convertible participating shares would rank pari passu with the ordinary
shares of the company in relation to a distribution of the profits of the company and a return of capital. On a poll vote at general meetings of the company, Altria would be entitled to vote in respect of its convertible participating shares on the
basis of one-tenth of a vote for every convertible participating share on all resolutions other than a resolution:

(i) proposed by any person other than Altria, to
wind up the company;

(ii) proposed by any person other than Altria, to appoint an administrator or to approve any arrangement with the companys creditors;

(iii) proposed by the board, to sell all or substantially all of the undertaking of the company; or

(iv) proposed by any person other than Altria, to alter any of the class rights attaching to the convertible participating shares or to approve the creation of any new
class of shares,

in which case Altria would be entitled on a poll to vote on the resolution on the basis of one vote for each convertible participating share.



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25. Share capital (continued)



Conversion into ordinary shares

If Altrias ordinary shares are converted into convertible participating shares, the provisions governing possible conversion back into ordinary shares would apply.
These state that upon a transfer of convertible participating shares by Altria to any person other than to an affiliate of Altria, such convertible participating shares shall convert into ordinary shares. In addition, Altria is entitled to require
the company to convert its convertible participating shares into ordinary shares in the event of a takeover offer for the company, or a third party acquiring more than a 24.99% voting shareholding, provided certain conditions are met.

The company must use its best endeavours to procure that the ordinary shares arising on conversion of the convertible participating shares are admitted to the Official
List and to trading on the London Stock Exchanges market for listed securities, admitted to listing and trading on the JSE Ltd, and admitted to listing and trading on any other stock exchange upon which the ordinary shares are from time to
time listed and traded, but no admission to listing or trading need be sought for the convertible participating shares while they remain convertible participating shares.

Deferred shares

The deferred shares do not carry any voting rights and do not
entitle their holders to receive any dividends or other distributions. In the event of a winding up deferred shareholders would receive no more than the nominal value. Deferred shares represent the only non-equity share capital of the group.

Share-based payments

The group operates various share incentive plans. The
share incentives outstanding are summarised as follows.



|                                     |  |              |            |  |              |  |            |              |  |  |            | 
|------------------------------------ |  | ------------ | ---------- |  | ------------ |  | ---------- | ------------ |  |  | ---------- | 
|Scheme                               |  | 2015 
Number |            |  | 2014 
Number |  |            | 2013 
Number | 
|                                     | 
|                                     |  |              |           
|GBP share options                    |  |              | 10,620,013 |  |              |  | 16,035,174 |              |  |  | 17,809,920 | 
|                                     |  |              |           
|ZAR share options                    |  |              | 7,301,172  |  |              |  | 10,108,718 |              |  |  | 12,939,245 | 
|                                     |  |              |           
|GBP stock appreciation rights (SARs) |  |              | 7,083,490  |  |              |  | 5,170,646  |              |  |  | 1,955,529  | 
|                                     |  |              |           
|ZAR stock appreciation rights (SARs) |  |              | 1,846,842  |  |              |  | 1,178,200  |              |  |  | -          | 
|                                     |  |              |           
|GBP performance share awards         |  |              | 6,289,875  |  |              |  | 6,802,427  |              |  |  | 7,505,723  | 
|                                     |  |              |           
|GBP value share awards               |  |              | 11,269,028 |  |              |  | 11,297,444 |              |  |  | 11,721,564 | 
|                                     | 
|Total share incentives outstanding1  |  |              | 44,410,420 |  |              |  | 50,592,609 |              |  |  | 51,931,981 | 
|                                     | 

1Total share incentives outstanding exclude shares relating to the BBBEE scheme.

The exercise prices of incentives outstanding at 31 March 2015 ranged from £0 to £35.64 and ZAR96.95 to ZAR611.99 (2014: £0 to £33.30
and ZAR96.25 to ZAR527.49, 2013: £0 to £28.28 and ZAR53.30 to ZAR401.06). The movement in share awards outstanding is summarised in the following tables.

GBP share options

GBP share options include share options granted under the
Executive Share Option Plan 2008, the Approved Executive Share Option Plan 2008, the Executive Share Option (No.2) Scheme, the Approved Executive Share Option Scheme and the International Employee Share Scheme. No further grants can be made under
the now closed Executive Share Option (No.2) Scheme, the Approved Executive Share Option Scheme, or the International Employee Share Scheme, although outstanding grants may still be exercised until they reach their expiry date.



|                             |  |                    |            |   |                                      |  |       |                                                |  |  |      | 
|---------------------------- |  | ------------------ | ---------- | - | ------------------------------------ |  | ----- | ---------------------------------------------- |  |  | ---- | 
|                             |  | Number 
of options |            |   | Weighted
average exercise
price 
GBP |  |       | Weighted
average fair
value at grant date
 GBP | 
|                             | 
|Outstanding at 1 April 2012  |  |                    | 16,622,334 |   |                                      |  | 15.91 |                                                |  |  | -    | 
|                             |  |                    |           
|Granted                      |  |                    | 4,637,730  |   |                                      |  | 24.01 |                                                |  |  | 5.85 | 
|                             |  |                    |           
|Lapsed                       |  |                    | (583,250   | ) |                                      |  | 20.28 |                                                |  |  | -    | 
|                             |  |                    |           
|Exercised                    |  |                    | (2,866,894 | ) |                                      |  | 12.52 |                                                |  |  | -    | 
|                             | 
|                             |  |                    |           
|Outstanding at 31 March 2013 |  |                    | 17,809,920 |   |                                      |  | 18.42 |                                                |  |  | -    | 
|                             |  |                    |           
|Granted                      |  |                    | 496,498    |   |                                      |  | 33.10 |                                                |  |  | 6.65 | 
|                             |  |                    |           
|Lapsed                       |  |                    | (308,467   | ) |                                      |  | 23.00 |                                                |  |  | -    | 
|                             |  |                    |           
|Exercised                    |  |                    | (1,962,777 | ) |                                      |  | 13.76 |                                                |  |  | -    | 
|                             | 
|                             |  |                    |           
|Outstanding at 31 March 2014 |  |                    | 16,035,174 |   |                                      |  | 19.36 |                                                |  |  | -    | 
|                             |  |                    |           
|Granted                      |  |                    | 240,700    |   |                                      |  | 33.13 |                                                |  |  | 5.62 | 
|                             |  |                    |           
|Lapsed                       |  |                    | (416,624   | ) |                                      |  | 23.47 |                                                |  |  | -    | 
|                             |  |                    |           
|Exercised                    |  |                    | (5,239,237 | ) |                                      |  | 17.03 |                                                |  |  | -    | 
|                             | 
|Outstanding at 31 March
2015 |  |                    | 10,620,013 |   |                                      |  | 20.66 |                                                |  |  | -    | 
|                             | 



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25. Share capital (continued)



ZAR share options

Share
options designated in ZAR include share options granted under the South African Executive Share Option Plan 2008 and the Mirror Executive Share Purchase Scheme (South Africa). No further grants can be made under the Mirror Executive Share Purchase
Scheme (South Africa), although outstanding grants may still be exercised until they reach their expiry date.



|                             |  |                    |            |   |                                      |  |        |                                                   |  |  |        | 
|---------------------------- |  | ------------------ | ---------- | - | ------------------------------------ |  | ------ | ------------------------------------------------- |  |  | ------ | 
|                             |  | Number 
of options |            |   | Weighted
average exercise
price 
ZAR |  |        | Weighted  average fair  value at grant  date
 ZAR | 
|                             | 
|Outstanding at 1 April 2012  |  |                    | 13,024,503 |   |                                      |  | 200.73 |                                                   |  |  | -      | 
|                             |  |                    |           
|Granted                      |  |                    | 2,912,565  |   |                                      |  | 381.88 |                                                   |  |  | 134.46 | 
|                             |  |                    |           
|Lapsed                       |  |                    | (456,401   | ) |                                      |  | 263.02 |                                                   |  |  | -      | 
|                             |  |                    |           
|Exercised                    |  |                    | (2,541,422 | ) |                                      |  | 154.55 |                                                   |  |  | -      | 
|                             | 
|Outstanding at 31 March 2013 |  |                    | 12,939,245 |   |                                      |  | 248.38 |                                                   |  |  | -      | 
|                             |  |                    |           
|Granted                      |  |                    | 644,300    |   |                                      |  | 511.07 |                                                   |  |  | 133.13 | 
|                             |  |                    |           
|Lapsed                       |  |                    | (615,083   | ) |                                      |  | 332.30 |                                                   |  |  | -      | 
|                             |  |                    |           
|Exercised                    |  |                    | (2,859,744 | ) |                                      |  | 186.52 |                                                   |  |  | -      | 
|                             | 
|Outstanding at 31 March 2014 |  |                    | 10,108,718 |   |                                      |  | 277.52 |                                                   |  |  | -      | 
|                             |  |                    |           
|Lapsed                       |  |                    | (242,037   | ) |                                      |  | 381.69 |                                                   |  |  | -      | 
|                             |  |                    |           
|Exercised                    |  |                    | (2,565,509 | ) |                                      |  | 224.27 |                                                   |  |  | -      | 
|                             | 
|Outstanding at 31 March
2015 |  |                    | 7,301,172  |   |                                      |  | 292.77 |                                                   |  |  | -      | 
|                             | 

GBP SARs

GBP SARs include stock appreciation
rights granted under the Stock Appreciation Rights Plan 2008 and the International Employee Stock Appreciation Rights Scheme. No further grants can be made under the now closed International Employee Stock Appreciation Rights Scheme, although
outstanding grants may still be exercised until they reach their expiry date.



|                             |  |                 |           |   |                                      |  |       |                                                  |  |  |      | 
|---------------------------- |  | --------------- | --------- | - | ------------------------------------ |  | ----- | ------------------------------------------------ |  |  | ---- | 
|                             |  | Number 
of SARs |           |   | Weighted
average exercise
price 
GBP |  |       | Weighted
average fair  value at grant  date
 GBP | 
|                             | 
|Outstanding at 1 April 2012  |  |                 | 2,820,144 |   |                                      |  | 10.25 |                                                  |  |  | -    | 
|                             |  |                 |          
|Granted                      |  |                 | 60,600    |   |                                      |  | 23.95 |                                                  |  |  | 5.81 | 
|                             |  |                 |          
|Lapsed                       |  |                 | (9,600    | ) |                                      |  | 15.94 |                                                  |  |  | -    | 
|                             |  |                 |          
|Exercised                    |  |                 | (915,615  | ) |                                      |  | 8.66  |                                                  |  |  | -    | 
|                             | 
|Outstanding at 31 March 2013 |  |                 | 1,955,529 |   |                                      |  | 11.39 |                                                  |  |  | -    | 
|                             |  |                 |          
|Granted                      |  |                 | 3,807,632 |   |                                      |  | 33.29 |                                                  |  |  | 6.67 | 
|                             |  |                 |          
|Lapsed                       |  |                 | (154,963  | ) |                                      |  | 27.69 |                                                  |  |  | -    | 
|                             |  |                 |          
|Exercised                    |  |                 | (437,552  | ) |                                      |  | 8.70  |                                                  |  |  | -    | 
|                             | 
|Outstanding at 31 March 2014 |  |                 | 5,170,646 |   |                                      |  | 27.25 |                                                  |  |  | -    | 
|                             |  |                 |          
|Granted                      |  |                 | 2,971,414 |   |                                      |  | 33.13 |                                                  |  |  | 5.65 | 
|                             |  |                 |          
|Lapsed                       |  |                 | (537,598  | ) |                                      |  | 31.96 |                                                  |  |  | -    | 
|                             |  |                 |          
|Exercised                    |  |                 | (520,972  | ) |                                      |  | 13.91 |                                                  |  |  | -    | 
|                             | 
|Outstanding at 31 March
2015 |  |                 | 7,083,490 |   |                                      |  | 30.34 |                                                  |  |  | -    | 
|                             | 

ZAR SARs

ZAR SARs include stock appreciation
rights granted under the South African Stock Appreciation Rights Sub-Plan 2008.



|                             |  |                 |           |   |                                      |  |        |                                                 |  |  |        | 
|---------------------------- |  | --------------- | --------- | - | ------------------------------------ |  | ------ | ----------------------------------------------- |  |  | ------ | 
|                             |  | Number 
of SARs |           |   | Weighted
average exercise
price 
ZAR |  |        | Weighted
average fair
value at grant  date 
ZAR | 
|                             | 
|Outstanding at 1 April 2013  |  |                 | -         |   |                                      |  | -      |                                                 |  |  | -      | 
|                             |  |                 |          
|Granted                      |  |                 | 1,209,900 |   |                                      |  | 527.49 |                                                 |  |  | 140.05 | 
|                             |  |                 |          
|Lapsed                       |  |                 | (31,700   | ) |                                      |  | 527.49 |                                                 |  |  | -      | 
|                             | 
|Outstanding at 31 March 2014 |  |                 | 1,178,200 |   |                                      |  | 527.49 |                                                 |  |  | -      | 
|                             |  |                 |          
|Granted                      |  |                 | 824,378   |   |                                      |  | 590.38 |                                                 |  |  | 160.13 | 
|                             |  |                 |          
|Lapsed                       |  |                 | (133,946  | ) |                                      |  | 554.28 |                                                 |  |  | -      | 
|                             |  |                 |          
|Exercised                    |  |                 | (21,790   | ) |                                      |  | 578.78 |                                                 |  |  | -      | 
|                             | 
|Outstanding at 31 March
2015 |  |                 | 1,846,842 |   |                                      |  | 553.02 |                                                 |  |  | -      | 
|                             | 



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25. Share capital (continued)



GBP performance share awards

GBP performance share awards include awards made under the Executive Share Award Plan 2008, the Performance Share Award Scheme and the International Performance Share
Award Sub-Scheme. No further awards can be made under the Performance Share Award Scheme and the International Performance Share Award Sub-Scheme, although outstanding awards remain and will vest, subject to the achievement of their respective
performance conditions on their vesting date.



|                             |  |                   |            |   |                                      |  |   |                                                |  |  |       | 
|---------------------------- |  | ----------------- | ---------- | - | ------------------------------------ |  | - | ---------------------------------------------- |  |  | ----- | 
|                             |  | Number 
of awards |            |   | Weighted
average exercise
price 
GBP |  |   | Weighted
average fair
value at grant date
 GBP | 
|                             | 
|                             |  |                   |           
|Outstanding at 1 April 2012  |  |                   | 6,880,114  |   |                                      |  | - |                                                |  |  | -     | 
|                             |  |                   |           
|Granted                      |  |                   | 3,471,222  |   |                                      |  | - |                                                |  |  | 22.32 | 
|                             |  |                   |           
|Lapsed                       |  |                   | (254,284   | ) |                                      |  | - |                                                |  |  | -     | 
|                             |  |                   |           
|Released to participants     |  |                   | (2,591,329 | ) |                                      |  | - |                                                |  |  | -     | 
|                             | 
|                             |  |                   |           
|Outstanding at 31 March 2013 |  |                   | 7,505,723  |   |                                      |  | - |                                                |  |  | -     | 
|                             |  |                   |           
|Granted                      |  |                   | 2,102,870  |   |                                      |  | - |                                                |  |  | 30.86 | 
|                             |  |                   |           
|Lapsed                       |  |                   | (483,188   | ) |                                      |  | - |                                                |  |  | -     | 
|                             |  |                   |           
|Released to participants     |  |                   | (2,322,978 | ) |                                      |  | - |                                                |  |  | -     | 
|                             | 
|                             |  |                   |           
|Outstanding at 31 March 2014 |  |                   | 6,802,427  |   |                                      |  | - |                                                |  |  | -     | 
|                             |  |                   |           
|Granted                      |  |                   | 2,148,339  |   |                                      |  | - |                                                |  |  | 30.81 | 
|                             |  |                   |           
|Lapsed                       |  |                   | (1,455,340 | ) |                                      |  | - |                                                |  |  | -     | 
|                             |  |                   |           
|Released to participants     |  |                   | (1,205,551 | ) |                                      |  | - |                                                |  |  | -     | 
|                             | 
|                             |  |                   |           
|Outstanding at 31 March 2015 |  |                   | 6,289,875  |   |                                      |  | - |                                                |  |  | -     | 
|                             | 

GBP value share awards

The 3,295,212 (2014:
3,606,720, 2013: 4,843,780) value share awards granted during the year ended 31 March 2015 represent the theoretical maximum number of awards that could possibly vest in the future, although in practice it is extremely unlikely that this number
of awards would be released.



|                             |  |                                                             |        |   |                                  |  |            |                                      |  |  |                                                |  |  |  |       | 
|---------------------------- |  | ----------------------------------------------------------- | ------ | - | -------------------------------- |  | ---------- | ------------------------------------ |  |  | ---------------------------------------------- |  |  |  | ----- | 
|                             |  | Numberof valueshares
(per £10 million of
additional 
value) |        |   | Theoreticalmaximum 
shares atcap |  |            | Weighted
average exercise
price 
GBP |  |  | Weighted
average fair
value at grant date
 GBP | 
|                             | 
|                             |  |                                                             |        |  
|Outstanding at 1 April 2012  |  |                                                             | 2,130  |   |                                  |  | 6,877,784  |                                      |  |  | -                                              |  |  |  | -     | 
|                             |  |                                                             |        |  
|Granted                      |  |                                                             | 1,270  |   |                                  |  | 4,843,780  |                                      |  |  | -                                              |  |  |  | 7.02  | 
|                             | 
|                             |  |                                                             |        |  
|Outstanding at 31 March 2013 |  |                                                             | 3,400  |   |                                  |  | 11,721,564 |                                      |  |  | -                                              |  |  |  | -     | 
|                             |  |                                                             |        |  
|Granted                      |  |                                                             | 680    |   |                                  |  | 3,606,720  |                                      |  |  | -                                              |  |  |  | 11.84 | 
|                             |  |                                                             |        |  
|Lapsed                       |  |                                                             | (220   | ) |                                  |  | (3,109,297 | )                                    |  |  | -                                              |  |  |  | -     | 
|                             |  |                                                             |        |  
|Released to participants     |  |                                                             | (1,012 | ) |                                  |  | (921,543   | )                                    |  |  | -                                              |  |  |  | -     | 
|                             | 
|                             |  |                                                             |        |  
|Outstanding at 31 March 2014 |  |                                                             | 2,848  |   |                                  |  | 11,297,444 |                                      |  |  | -                                              |  |  |  | -     | 
|                             |  |                                                             |        |  
|Granted                      |  |                                                             | 680    |   |                                  |  | 3,295,212  |                                      |  |  | -                                              |  |  |  | 8.18  | 
|                             |  |                                                             |        |  
|Lapsed                       |  |                                                             | (368   | ) |                                  |  | (3,011,712 | )                                    |  |  | -                                              |  |  |  | -     | 
|                             |  |                                                             |        |  
|Released to participants     |  |                                                             | (485   | ) |                                  |  | (311,916   | )                                    |  |  | -                                              |  |  |  | -     | 
|                             | 
|                             |  |                                                             |        |  
|Outstanding at 31 March 2015 |  |                                                             | 2,675  |   |                                  |  | 11,269,028 |                                      |  |  | -                                              |  |  |  | -     | 
|                             | 

Of the value share awards released, 328,554 (2014: 384,684) shares were deferred and remain subject to a risk of forfeiture. During 2014
344,516 shares were converted to nil-cost options for the benefit of Graham Mackays estate and were exercised in 2015.

GBP cash-settled awards

GBP share incentives included under the Associated Companies Cash Award Plan 2011.



|                                                              |  |                   |          |   |                                      |  |   |                                                |  |  |   | 
|------------------------------------------------------------- |  | ----------------- | -------- | - | ------------------------------------ |  | - | ---------------------------------------------- |  |  | - | 
|                                                              |  | Number 
of awards |          |   | Weighted
average exercise
price 
GBP |  |   | Weighted average fair value at grant date
 GBP | 
|                                                              | 
|                                                              |  |                   |         
|Outstanding at 1 April 2012                                   |  |                   | 335,940  |   |                                      |  | - |                                                |  |  | - | 
|                                                              |  |                   |         
|Released to participants                                      |  |                   | (335,940 | ) |                                      |  | - |                                                |  |  | - | 
|                                                              | 
|                                                              |  |                   |         
|Outstanding at 31 March 2013, 31 March 2014 and 31 March 2015 |  |                   | -        |   |                                      |  | - |                                                |  |  | - | 
|                                                              | 



59



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|                                                                          |  |     
|------------------------------------------------------------------------- |  | ----
|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO





25. Share capital (continued)



Outstanding share incentives

The following table summarises information about share incentives outstanding at 31 March.



|                         |  |              |            |  |                                                        |  |     |              |  |  |                                                         |  |  |              |     |  |                                                            |  |            |  |  |  |     | 
|------------------------ |  | ------------ | ---------- |  | ------------------------------------------------------ |  | --- | ------------ |  |  | ------------------------------------------------------- |  |  | ------------ | --- |  | ---------------------------------------------------------- |  | ---------- |  |  |  | --- | 
|Range of exercise prices |  | Number 
2015 |            |  | Weightedaverageremainingcontractual
life inyears 
2015 |  |     | Number 
2014 |  |  | Weightedaverageremainingcontractual
life in years 
2014 |  |  | Number 
2013 |     |  | Weighted average
remaining contractual
life in years 
2013 | 
|                         | 
|                         |  |              |            |  |                                                        | 
|GBP share options        |  |              |            |  |                                                        |  |     |              |  |  |                                                         |  |  |              |     |  |                                                            |  |            |  |  |  |     | 
|                         |  |              |            |  |                                                        | 
|£5 - £6                  |  |              | -          |  |                                                        |  | -   |              |  |  | -                                                       |  |  |              | -   |  |                                                            |  | 9,000      |  |  |  | 0.6 | 
|                         |  |              |            |  |                                                        | 
|£6 - £7                  |  |              | -          |  |                                                        |  | -   |              |  |  | 2,900                                                   |  |  |              | 0.1 |  |                                                            |  | 356,310    |  |  |  | 1.1 | 
|                         |  |              |            |  |                                                        | 
|£8 - £9                  |  |              | 7,650      |  |                                                        |  | 0.1 |              |  |  | 407,721                                                 |  |  |              | 1.1 |  |                                                            |  | 452,944    |  |  |  | 2.1 | 
|                         |  |              |            |  |                                                        | 
|£9 - £10                 |  |              | 12,500     |  |                                                        |  | 3.6 |              |  |  | 72,500                                                  |  |  |              | 4.6 |  |                                                            |  | 78,275     |  |  |  | 5.6 | 
|                         |  |              |            |  |                                                        | 
|£10 - £11                |  |              | 439,100    |  |                                                        |  | 1.8 |              |  |  | 734,900                                                 |  |  |              | 2.5 |  |                                                            |  | 942,994    |  |  |  | 3.4 | 
|                         |  |              |            |  |                                                        | 
|£11 - £12                |  |              | 535,643    |  |                                                        |  | 2.1 |              |  |  | 958,936                                                 |  |  |              | 3.1 |  |                                                            |  | 1,117,686  |  |  |  | 4.1 | 
|                         |  |              |            |  |                                                        | 
|£12 - £13                |  |              | 1,637,418  |  |                                                        |  | 3.8 |              |  |  | 2,857,346                                               |  |  |              | 4.8 |  |                                                            |  | 3,311,385  |  |  |  | 5.7 | 
|                         |  |              |            |  |                                                        | 
|£17- £18                 |  |              | -          |  |                                                        |  | -   |              |  |  | 3,500                                                   |  |  |              | 5.6 |  |                                                            |  | 17,200     |  |  |  | 6.6 | 
|                         |  |              |            |  |                                                        | 
|£19 - £20                |  |              | 1,544,924  |  |                                                        |  | 5.2 |              |  |  | 2,472,347                                               |  |  |              | 6.2 |  |                                                            |  | 3,072,050  |  |  |  | 7.2 | 
|                         |  |              |            |  |                                                        | 
|£20 - £21                |  |              | 23,200     |  |                                                        |  | 5.7 |              |  |  | 23,200                                                  |  |  |              | 6.7 |  |                                                            |  | 46,950     |  |  |  | 7.7 | 
|                         |  |              |            |  |                                                        | 
|£22 - £23                |  |              | 2,112,785  |  |                                                        |  | 6.2 |              |  |  | 3,647,746                                               |  |  |              | 7.2 |  |                                                            |  | 3,872,096  |  |  |  | 8.2 | 
|                         |  |              |            |  |                                                        | 
|£23 - £24                |  |              | 3,545,118  |  |                                                        |  | 7.2 |              |  |  | 4,276,980                                               |  |  |              | 8.2 |  |                                                            |  | 4,443,930  |  |  |  | 9.2 | 
|                         |  |              |            |  |                                                        | 
|£25 - £26                |  |              | -          |  |                                                        |  | -   |              |  |  | 13,400                                                  |  |  |              | 7.9 |  |                                                            |  | 20,000     |  |  |  | 8.7 | 
|                         |  |              |            |  |                                                        | 
|£28 - £29                |  |              | 67,739     |  |                                                        |  | 7.7 |              |  |  | 69,100                                                  |  |  |              | 8.7 |  |                                                            |  | 69,100     |  |  |  | 9.7 | 
|                         |  |              |            |  |                                                        | 
|£31 - £32                |  |              | 3,804      |  |                                                        |  | 8.7 |              |  |  | 3,804                                                   |  |  |              | 9.7 |  |                                                            |  | -          |  |  |  | -   | 
|                         |  |              |            |  |                                                        | 
|£33 - £34                |  |              | 688,280    |  |                                                        |  | 8.5 |              |  |  | 490,794                                                 |  |  |              | 9.2 |  |                                                            |  | -          |  |  |  | -   | 
|                         |  |              |            |  |                                                        | 
|£35 - £36                |  |              | 1,852      |  |                                                        |  | 9.7 |              |  |  | -                                                       |  |  |              | -   |  |                                                            |  | -          |  |  |  | -   | 
|                         | 
|                         |  |              | 10,620,013 |  |                                                        |  | 5.8 |              |  |  | 16,035,174                                              |  |  |              | 6.3 |  |                                                            |  | 17,809,920 |  |  |  | 7.0 | 
|                         | 
|ZAR share options        |  |              |            |  |                                                        |  |     |              |  |  |                                                         |  |  |              |     |  |                                                            |  |            |  |  |  |     | 
|                         |  |              |            |  |                                                        | 
|R50 - R60                |  |              | -          |  |                                                        |  | -   |              |  |  | -                                                       |  |  |              | -   |  |                                                            |  | 7,500      |  |  |  | 0.1 | 
|                         |  |              |            |  |                                                        | 
|R60 - R70                |  |              | -          |  |                                                        |  | -   |              |  |  | -                                                       |  |  |              | -   |  |                                                            |  | 49,900     |  |  |  | 0.6 | 
|                         |  |              |            |  |                                                        | 
|R70 - R80                |  |              | -          |  |                                                        |  | -   |              |  |  | -                                                       |  |  |              | -   |  |                                                            |  | 40,500     |  |  |  | 1.1 | 
|                         |  |              |            |  |                                                        | 
|R90 - R100               |  |              | 13,000     |  |                                                        |  | 0.1 |              |  |  | 196,300                                                 |  |  |              | 0.9 |  |                                                            |  | 363,507    |  |  |  | 2.0 | 
|                         |  |              |            |  |                                                        | 
|R120 - R130              |  |              | 201,243    |  |                                                        |  | 1.0 |              |  |  | 365,513                                                 |  |  |              | 2.0 |  |                                                            |  | 527,300    |  |  |  | 2.9 | 
|                         |  |              |            |  |                                                        | 
|R140 - R150              |  |              | 426,900    |  |                                                        |  | 3.2 |              |  |  | 617,800                                                 |  |  |              | 4.3 |  |                                                            |  | 931,600    |  |  |  | 5.3 | 
|                         |  |              |            |  |                                                        | 
|R150 - R160              |  |              | 307,450    |  |                                                        |  | 3.9 |              |  |  | 328,200                                                 |  |  |              | 4.9 |  |                                                            |  | 426,100    |  |  |  | 6.0 | 
|                         |  |              |            |  |                                                        | 
|R160 - R170              |  |              | 126,950    |  |                                                        |  | 2.1 |              |  |  | 235,650                                                 |  |  |              | 3.1 |  |                                                            |  | 362,150    |  |  |  | 4.1 | 
|                         |  |              |            |  |                                                        | 
|R180 - R190              |  |              | 450,600    |  |                                                        |  | 2.9 |              |  |  | 721,700                                                 |  |  |              | 3.9 |  |                                                            |  | 1,041,100  |  |  |  | 4.9 | 
|                         |  |              |            |  |                                                        | 
|R210 - R220              |  |              | 723,400    |  |                                                        |  | 4.8 |              |  |  | 979,300                                                 |  |  |              | 5.8 |  |                                                            |  | 1,665,750  |  |  |  | 6.8 | 
|                         |  |              |            |  |                                                        | 
|R220 - R230              |  |              | 719,200    |  |                                                        |  | 5.7 |              |  |  | 1,043,900                                               |  |  |              | 6.7 |  |                                                            |  | 1,985,700  |  |  |  | 7.7 | 
|                         |  |              |            |  |                                                        | 
|R250 - R260              |  |              | 256,350    |  |                                                        |  | 6.2 |              |  |  | 485,000                                                 |  |  |              | 7.2 |  |                                                            |  | 519,600    |  |  |  | 8.2 | 
|                         |  |              |            |  |                                                        | 
|R290 - R300              |  |              | 1,216,459  |  |                                                        |  | 6.7 |              |  |  | 1,936,235                                               |  |  |              | 7.7 |  |                                                            |  | 2,155,793  |  |  |  | 8.7 | 
|                         |  |              |            |  |                                                        | 
|R310 - R320              |  |              | 485,300    |  |                                                        |  | 7.2 |              |  |  | 583,700                                                 |  |  |              | 8.2 |  |                                                            |  | 625,850    |  |  |  | 9.2 | 
|                         |  |              |            |  |                                                        | 
|R400 - R410              |  |              | 1,845,320  |  |                                                        |  | 7.7 |              |  |  | 2,006,120                                               |  |  |              | 8.7 |  |                                                            |  | 2,236,895  |  |  |  | 9.7 | 
|                         |  |              |            |  |                                                        | 
|R510 - R520              |  |              | 529,000    |  |                                                        |  | 8.2 |              |  |  | 609,300                                                 |  |  |              | 9.2 |  |                                                            |  | -          |  |  |  | -   | 
|                         | 
|                         |  |              | 7,301,172  |  |                                                        |  | 6.0 |              |  |  | 10,108,718                                              |  |  |              | 6.7 |  |                                                            |  | 12,939,245 |  |  |  | 7.2 | 
|                         | 



60



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|                                                                          |  |     
|------------------------------------------------------------------------- |  | ----
|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO





25. Share capital (continued)



Outstanding share incentives (continued)



|                                                                                                                                                                                                    |  |              |            |  |                                                        |  |        |              |  |  |                                                         |  |  |              |        |  |                                                            |  |            |  |  |  |        | 
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------ | ---------- |  | ------------------------------------------------------ |  | ------ | ------------ |  |  | ------------------------------------------------------- |  |  | ------------ | ------ |  | ---------------------------------------------------------- |  | ---------- |  |  |  | ------ | 
|Range of exercise prices                                                                                                                                                                            |  | Number 
2015 |            |  | Weightedaverageremainingcontractual
life inyears 
2015 |  |        | Number 
2014 |  |  | Weightedaverageremainingcontractual
life in years 
2014 |  |  | Number 
2013 |        |  | Weighted
average remaining
contractual life in years
 2013 | 
|                                                                                                                                                                                                    | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|GBP SARs                                                                                                                                                                                            |  |              |            |  |                                                        |  |        |              |  |  |                                                         |  |  |              |        |  |                                                            |  |            |  |  |  |        | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|£6 - £7                                                                                                                                                                                             |  |              | -          |  |                                                        |  | -      |              |  |  | 12,334                                                  |  |  |              | 0.1    |  |                                                            |  | 243,734    |  |  |  | 1.1    | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|£8 - £9                                                                                                                                                                                             |  |              | 2,000      |  |                                                        |  | 0.1    |              |  |  | 250,768                                                 |  |  |              | 1.1    |  |                                                            |  | 299,010    |  |  |  | 2.1    | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|£9 - £10                                                                                                                                                                                            |  |              | -          |  |                                                        |  | -      |              |  |  | 2,275                                                   |  |  |              | 4.6    |  |                                                            |  | 2,275      |  |  |  | 5.6    | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|£10 - £11                                                                                                                                                                                           |  |              | 248,625    |  |                                                        |  | 1.1    |              |  |  | 306,359                                                 |  |  |              | 2.1    |  |                                                            |  | 384,784    |  |  |  | 3.1    | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|£11 - £12                                                                                                                                                                                           |  |              | 354,751    |  |                                                        |  | 2.1    |              |  |  | 426,451                                                 |  |  |              | 3.1    |  |                                                            |  | 485,283    |  |  |  | 4.1    | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|£12 - £13                                                                                                                                                                                           |  |              | 256,968    |  |                                                        |  | 3.3    |              |  |  | 306,627                                                 |  |  |              | 4.3    |  |                                                            |  | 355,943    |  |  |  | 5.3    | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|£13 - £14                                                                                                                                                                                           |  |              | 8,700      |  |                                                        |  | 2.6    |              |  |  | 8,700                                                   |  |  |              | 3.6    |  |                                                            |  | 12,400     |  |  |  | 4.6    | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|£19 - £20                                                                                                                                                                                           |  |              | 40,000     |  |                                                        |  | 5.2    |              |  |  | 44,500                                                  |  |  |              | 6.2    |  |                                                            |  | 49,900     |  |  |  | 7.2    | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|£22 - £23                                                                                                                                                                                           |  |              | 46,600     |  |                                                        |  | 6.2    |              |  |  | 61,600                                                  |  |  |              | 7.2    |  |                                                            |  | 61,600     |  |  |  | 8.2    | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|£23 - £24                                                                                                                                                                                           |  |              | 53,100     |  |                                                        |  | 7.2    |              |  |  | 58,100                                                  |  |  |              | 8.2    |  |                                                            |  | 60,600     |  |  |  | 8.2    | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|£31 - £32                                                                                                                                                                                           |  |              | 31,496     |  |                                                        |  | 8.7    |              |  |  | 31,496                                                  |  |  |              | 9.7    |  |                                                            |  | -          |  |  |  | -      | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|£33 - £34                                                                                                                                                                                           |  |              | 6,011,659  |  |                                                        |  | 8.6    |              |  |  | 3,661,436                                               |  |  |              | 9.2    |  |                                                            |  | -          |  |  |  | -      | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|£34 - £35                                                                                                                                                                                           |  |              | 7,493      |  |                                                        |  | 9.9    |              |  |  | -                                                       |  |  |              | -      |  |                                                            |  | -          |  |  |  | -      | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|£35 - £36                                                                                                                                                                                           |  |              | 22,098     |  |                                                        |  | 9.7    |              |  |  | -                                                       |  |  |              | -      |  |                                                            |  | -          |  |  |  | -      | 
|                                                                                                                                                                                                    | 
|                                                                                                                                                                                                    |  |              | 7,083,490  |  |                                                        |  | 7.8    |              |  |  | 5,170,646                                               |  |  |              | 7.5    |  |                                                            |  | 1,955,529  |  |  |  | 3.8    | 
|                                                                                                                                                                                                    | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|ZAR SARs                                                                                                                                                                                            |  |              |            |  |                                                        |  |        |              |  |  |                                                         |  |  |              |        |  |                                                            |  |            |  |  |  |        | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|R520 - R530                                                                                                                                                                                         |  |              | 1,097,800  |  |                                                        |  | 8.7    |              |  |  | 1,178,200                                               |  |  |              | 9.7    |  |                                                            |  | -          |  |  |  | -      | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|R580 - R590                                                                                                                                                                                         |  |              | 732,556    |  |                                                        |  | 9.2    |              |  |  | -                                                       |  |  |              | -      |  |                                                            |  | -          |  |  |  | -      | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|R610 - R620                                                                                                                                                                                         |  |              | 16,486     |  |                                                        |  | 9.7    |              |  |  | -                                                       |  |  |              | -      |  |                                                            |  | -          |  |  |  | -      | 
|                                                                                                                                                                                                    | 
|                                                                                                                                                                                                    |  |              | 1,846,842  |  |                                                        |  | 8.9    |              |  |  | 1,178,200                                               |  |  |              | 9.7    |  |                                                            |  | -          |  |  |  | -      | 
|                                                                                                                                                                                                    | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|GBP performance share awards                                                                                                                                                                        |  |              |            |  |                                                        |  |        |              |  |  |                                                         |  |  |              |        |  |                                                            |  |            |  |  |  |        | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|£0                                                                                                                                                                                                  |  |              | 6,289,875  |  |                                                        |  | 1.2    |              |  |  | 6,802,427                                               |  |  |              | 1.3    |  |                                                            |  | 7,505,723  |  |  |  | 1.5    | 
|                                                                                                                                                                                                    | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|GBP value share awards                                                                                                                                                                              |  |              |            |  |                                                        |  |        |              |  |  |                                                         |  |  |              |        |  |                                                            |  |            |  |  |  |        | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|£0                                                                                                                                                                                                  |  |              | 11,269,028 |  |                                                        |  | 2.2    |              |  |  | 11,297,444                                              |  |  |              | 3.1    |  |                                                            |  | 11,721,564 |  |  |  | 2.6    | 
|                                                                                                                                                                                                    | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        |  |        |              |  |  |                                                         |  |  |              |        |  |                                                            |  |            |  |  |  |        | 
|                                                                                                                                                                                                    | 
|Total share incentives outstanding                                                                                                                                                                  |  |              | 44,410,420 |  |                                                        |  | 4.7    |              |  |  | 50,592,609                                              |  |  |              | 5.2    |  |                                                            |  | 51,931,981 |  |  |  | 5.1    | 
|                                                                                                                                                                                                    | 
|Exercisable share incentives
 The following table summarises information about exercisable share incentives outstanding at 31
March.                                                                | 
|                                                                                                                                                                                                    |  | Number 
2015 |            |  | Weighted
average exercise
price 
2015                  |  |        | Number 
2014 |  |  | Weighted average
exercise price
 2014                   |  |  | Number 
2013 |        |  | Weighted
average exercise
price 
2013                      | 
|                                                                                                                                                                                                    | 
|GBP share options                                                                                                                                                                                   |  |              | 6,106,401  |  |                                                        |  | 17.28  |              |  |  | 7,860,114                                               |  |  |              | 14.90  |  |                                                            |  | 5,792,390  |  |  |  | 11.27  | 
|                                                                                                                                                                                                    | 
|ZAR share options                                                                                                                                                                                   |  |              | 4,503,152  |  |                                                        |  | 221.77 |              |  |  | 4,582,263                                               |  |  |              | 185.88 |  |                                                            |  | 4,915,057  |  |  |  | 164.84 | 
|                                                                                                                                                                                                    | 
|GBP SARs                                                                                                                                                                                            |  |              | 1,053,044  |  |                                                        |  | 14.36  |              |  |  | 1,369,214                                               |  |  |              | 11.39  |  |                                                            |  | 1,783,429  |  |  |  | 10.35  | 
|                                                                                                                                                                                                    | 
|ZAR SARs                                                                                                                                                                                            |  |              | 11,500     |  |                                                        |  | 545.96 |              |  |  | 1,200                                                   |  |  |              | 527.49 |  |                                                            |  | -          |  |  |  | -      | 
|                                                                                                                                                                                                    | 
|Share incentives exercised or released
 The weighted average market price of the groups shares at the date of exercise or release for
share incentives exercised or released during the year were: | 
|                                                                                                                                                                                                    |  | Number 
2015 |            |  | Weighted
average market
price 
2015                    |  |        | Number 
2014 |  |  | Weighted average
market price
 2014                     |  |  | Number 
2013 |        |  | Weighted
average market
price 
2013                        | 
|                                                                                                                                                                                                    | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|Share incentives designated in GBP                                                                                                                                                                  |  |              | 7,277,676  |  |                                                        |  | 34.46  |              |  |  | 5,644,850                                               |  |  |              | 31.53  |  |                                                            |  | 6,709,778  |  |  |  | 26.81  | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|Share incentives designated in ZAR                                                                                                                                                                  |  |              | 2,587,299  |  |                                                        |  | 618.50 |              |  |  | 2,859,744                                               |  |  |              | 512.29 |  |                                                            |  | 2,541,422  |  |  |  | 385.70 | 
|                                                                                                                                                                                                    | 
|                                                                                                                                                                                                    |  |              |            |  |                                                        | 
|Total share incentives exercised or released during the year                                                                                                                                        |  |              | 9,864,975  |  |                                                        |  |        |              |  |  | 8,504,594                                               |  |  |              |        |  |                                                            |  | 9,251,200  |  |  |  |        | 
|                                                                                                                                                                                                    | 



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 Notes to the consolidated financial statements (continued) |  | LOGO





25. Share capital (continued)



Broad-Based Black Economic Empowerment (BBBEE) scheme

On 9 June 2010 the initial allocation of participation rights was made in relation to the BBBEE scheme in South Africa. A total of 46.2 million new shares in
The South African Breweries (Pty) Ltd (SAB), representing 8.45% of SABs enlarged issued share capital, were issued. The shares in SAB will be exchanged at the end of the estimated 10-year scheme term for shares in SABMiller plc based on a
repurchase formula linked, inter alia, to the operating performance of SAB. No performance conditions and exercise prices are attached to these shares, although the employee component has a four-year vesting period. The weighted average fair value
of each SAB share at the grant date was ZAR40.

Weighted average fair value assumptions

The fair value of services received in return for share awards granted is measured by reference to the fair value of share awards granted. The estimate of the fair value
of the services received is measured based on a binomial model approach except for the awards under Performance Share Award schemes, the Executive Share Award Plan 2008 (including value share awards) and the BBBEE scheme which have been valued using
Monte Carlo simulations, and awards under the cash-settled scheme which have been valued based on an analytic approach.

The Monte Carlo simulation methodology is
necessary for valuing share-based payments with total shareholder return (the measure of the returns that a company has provided for its shareholders reflecting share price movements and assuming reinvestment of dividends) performance hurdles. This
is achieved by projecting SABMiller plcs share price forwards, together with those of companies in the same comparator group, over the vesting period and/or life of the awards after considering their respective volatilities.

The following weighted average assumptions were used in these option pricing models during the year.



|                                          |  |      |        |  |      |  |        |      |  |  |        | 
|----------------------------------------- |  | ---- | ------ |  | ---- |  | ------ | ---- |  |  | ------ | 
|                                          |  | 2015 |        |  | 2014 |  |        | 2013 | 
|                                          | 
|Share price1                              |  |      |        |  |      |  |        |      |  |  |        | 
|                                          |  |      |       
|- South African share option scheme (ZAR) |  |      | 583.97 |  |      |  | 512.06 |      |  |  | 379.21 | 
|                                          |  |      |       
|- All other schemes (£)                   |  |      | 32.77  |  |      |  | 33.09  |      |  |  | 23.76  | 
|                                          |  |      |       
|Exercise price1                           |  |      |        |  |      |  |        |      |  |  |        | 
|                                          |  |      |       
|- South African share option scheme (ZAR) |  |      | 590.36 |  |      |  | 521.78 |      |  |  | 381.88 | 
|                                          |  |      |       
|- All other schemes (£)                   |  |      | 12.18  |  |      |  | 14.32  |      |  |  | 8.71   | 
|                                          |  |      |       
|Expected volatility (all schemes)2 (%)    |  |      | 21.3   |  |      |  | 25.3   |      |  |  | 26.1   | 
|                                          |  |      |       
|Dividend yield (all schemes) (%)          |  |      | 2.1    |  |      |  | 2.3    |      |  |  | 2.4    | 
|                                          |  |      |       
|Annual forfeiture rate                    |  |      |        |  |      |  |        |      |  |  |        | 
|                                          |  |      |       
|- South African share option scheme (%)   |  |      | 5.0    |  |      |  | 5.0    |      |  |  | 5.0    | 
|                                          |  |      |       
|- All other schemes (%)                   |  |      | 3.0    |  |      |  | 3.0    |      |  |  | 3.0    | 
|                                          |  |      |       
|Risk-free interest rate                   |  |      |        |  |      |  |        |      |  |  |        | 
|                                          |  |      |       
|- South African share option scheme (%)   |  |      | 7.5    |  |      |  | 6.9    |      |  |  | 7.3    | 
|                                          |  |      |       
|- All other schemes (%)                   |  |      | 1.7    |  |      |  | 0.8    |      |  |  | 1.0    | 
|                                          | 

1 The calculation is based on the weighted fair value of issues made during the year.

2 Expected volatility is calculated by assessing the historical share price data in the United Kingdom and South Africa from seven years prior to the grant date
(2013: 10 years).



62



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|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO



26. Retained earnings and other reserves

a. Retained earnings



|                                                                            |  |                       |      |   |                  |  |        |       |  |  |         |  |  | 
|--------------------------------------------------------------------------- |  | --------------------- | ---- | - | ---------------- |  | ------ | ----- |  |  | ------- |  |  | 
|                                                                            |  | Treasuryand EBTshares |      |   | Retainedearnings |  |        | Total |  |  |        
|                                                                            |  | US$m                  |      |   | US$m             |  |        | US$m  |  |  |        
|                                                                            |  |                       |     
|At 1 April 2012                                                             |  |                       | (661 | ) |                  |  | 12,524 |       |  |  | 11,863  |  |  | 
|                                                                            |  |                       |      |  
|Profit for the year                                                         |  |                       | -    |   |                  |  | 3,250  |       |  |  | 3,250   |  |  | 
|                                                                            |  |                       |      |  
|Other comprehensive loss                                                    |  |                       | -    |   |                  |  | (22    | )     |  |  | (22)    |  |  | 
|                                                                            |  |                       |      |  
|Remeasurements of defined benefit plans taken to other comprehensive loss   |  |                       | -    |   |                  |  | (19    | )     |  |  | (19)    |  |  | 
|                                                                            |  |                       |      |  
|Share of associates and joint ventures other comprehensive loss           |  |                       | -    |   |                  |  | (22    | )     |  |  | (22)    |  |  | 
|                                                                            |  |                       |      |  
|Deferred tax credit on items taken to other comprehensive loss              |  |                       | -    |   |                  |  | 19     |       |  |  | 19      |  |  | 
|                                                                            |  |                       |      |  
|Dividends paid                                                              |  |                       | -    |   |                  |  | (1,517 | )     |  |  | (1,517) |  |  | 
|                                                                            |  |                       |      |  
|Payment for purchase of own shares for share trusts                         |  |                       | (53  | ) |                  |  | -      |       |  |  | (53)    |  |  | 
|                                                                            |  |                       |      |  
|Utilisation of EBT shares                                                   |  |                       | 71   |   |                  |  | (71    | )     |  |  | -       |  |  | 
|                                                                            |  |                       |      |  
|Credit entry relating to share-based payments                               |  |                       | -    |   |                  |  | 189    |       |  |  | 189     |  |  | 
|                                                                            |  |                       |     
|At 31 March 2013                                                            |  |                       | (643 | ) |                  |  | 14,353 |       |  |  | 13,710  |  |  | 
|                                                                            |  |                       |      |  
|Profit for the year                                                         |  |                       | -    |   |                  |  | 3,381  |       |  |  | 3,381   |  |  | 
|                                                                            |  |                       |      |  
|Other comprehensive income                                                  |  |                       | -    |   |                  |  | 54     |       |  |  | 54      |  |  | 
|                                                                            |  |                       |      |  
|Remeasurements of defined benefit plans taken to other comprehensive income |  |                       | -    |   |                  |  | 22     |       |  |  | 22      |  |  | 
|                                                                            |  |                       |      |  
|Share of associates and joint ventures other comprehensive income         |  |                       | -    |   |                  |  | 45     |       |  |  | 45      |  |  | 
|                                                                            |  |                       |      |  
|Deferred tax charge on items taken to other comprehensive income            |  |                       | -    |   |                  |  | (13    | )     |  |  | (13)    |  |  | 
|                                                                            |  |                       |      |  
|Dividends paid                                                              |  |                       | -    |   |                  |  | (1,640 | )     |  |  | (1,640) |  |  | 
|                                                                            |  |                       |      |  
|Utilisation of merger relieve reserve                                       |  |                       | -    |   |                  |  | 265    |       |  |  | 265     |  |  | 
|                                                                            |  |                       |      |  
|Buyout of non-controlling interests                                         |  |                       | -    |   |                  |  | (5     | )     |  |  | (5)     |  |  | 
|                                                                            |  |                       |      |  
|Payment for purchase of own shares for share trusts                         |  |                       | (79  | ) |                  |  | -      |       |  |  | (79)    |  |  | 
|                                                                            |  |                       |      |  
|Utilisation of treasury and EBT shares                                      |  |                       | 63   |   |                  |  | (42    | )     |  |  | 21      |  |  | 
|                                                                            |  |                       |      |  
|Credit entry relating to share-based payments                               |  |                       | -    |   |                  |  | 178    |       |  |  | 178     |  |  | 
|                                                                            |  |                       |     
|At 31 March 2014                                                            |  |                       | (659 | ) |                  |  | 16,544 |       |  |  | 15,885  |  |  | 
|                                                                            |  |                       |      |  
|Profit for the year                                                         |  |                       | -    |   |                  |  | 3,299  |       |  |  | 3,299   |  |  | 
|                                                                            |  |                       |      |  
|Other comprehensive loss                                                    |  |                       | -    |   |                  |  | (153   | )     |  |  | (153)   |  |  | 
|                                                                            |  |                       |      |  
|Remeasurements of defined benefit plans taken to other comprehensive loss   |  |                       | -    |   |                  |  | (7     | )     |  |  | (7)     |  |  | 
|                                                                            |  |                       |      |  
|Share of associates and joint ventures other comprehensive loss           |  |                       | -    |   |                  |  | (216   | )     |  |  | (216)   |  |  | 
|                                                                            |  |                       |      |  
|Deferred tax charge on items taken to other comprehensive loss              |  |                       | -    |   |                  |  | 70     |       |  |  | 70      |  |  | 
|                                                                            |  |                       |      |  
|Dividends paid                                                              |  |                       | -    |   |                  |  | (1,705 | )     |  |  | (1,705) |  |  | 
|                                                                            |  |                       |      |  
|Utilisation of merger relieve reserve                                       |  |                       | -    |   |                  |  | 358    |       |  |  | 358     |  |  | 
|                                                                            |  |                       |      |  
|Share of associates and joint ventures other reserves moves               |  |                       | -    |   |                  |  | (6     | )     |  |  | (6)     |  |  | 
|                                                                            |  |                       |      |  
|Payment for purchase of own shares for share trusts                         |  |                       | (146 | ) |                  |  | -      |       |  |  | (146)   |  |  | 
|                                                                            |  |                       |      |  
|Utilisation of treasury and EBT shares                                      |  |                       | 125  |   |                  |  | (28    | )     |  |  | 97      |  |  | 
|                                                                            |  |                       |      |  
|Credit entry relating to share-based payments                               |  |                       | -    |   |                  |  | 117    |       |  |  | 117     |  |  | 
|                                                                            |  |                       |     
|At 31 March 2015                                                            |  |                       | (680 | ) |                  |  | 18,426 |       |  |  | 17,746  |  |  | 
|                                                                            |  |                       |     

Treasury and EBT shares reserve

On
26 February 2009 77,368,338 SABMiller plc non-voting convertible shares were converted into ordinary shares and then acquired by the company to be held as treasury shares. While the purchase price for each share was £10.54, the whole
amount of the consideration was paid between group companies. During 2015 3,500,000 treasury shares (2014: none, 2013: 4,600,000 shares) were transferred to the EBT at no gain or loss to the group. These shares will be used to satisfy awards
outstanding under the various share incentive plans. During 2015 3,320,906 treasury shares (2014: 1,345,165 shares, 2013: none) were used to directly satisfy share awards. As at 31 March 2015 a total of 59,302,267 shares (2014: 66,123,173
shares, 2013: 67,468,338 shares) were held in treasury.

There are two employee benefit trusts currently in operation, being the SABMiller Employees Benefit
Trust (the EBT) and the SABMiller Associated Companies Employees Benefit Trust (the AC-EBT). The EBT holds shares in SABMiller plc for the purposes of the various executive share incentive plans. At 31 March 2015 the EBT held
8,997,945 shares (2014: 6,833,632 shares, 2013: 8,339,106 shares) which cost US$228 million (2014: US$152 million, 2013: US$126 million) and had a market value of US$471 million (2014: US$341 million, 2013: US$438 million). These shares have been
treated as a deduction in arriving at shareholders funds. The EBT used funds provided by SABMiller plc to purchase such of the shares as were purchased in the market. The costs of funding and administering the scheme are charged to the income
statement in the period to which they relate.



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 Notes to the consolidated financial statements (continued) |  | LOGO





26. Retained earnings and other reserves
(continued)



The AC-EBT holds shares in SABMiller plc for the purposes of providing share incentives for employees of companies in
which SABMiller has a significant economic and strategic interest but over which it does not have management control. At 31 March 2015 the AC-EBT did not hold any shares (2014: none, 2013: none). The costs of funding and administering the
scheme are charged to the income statement in the period to which they relate.

Shares currently held in each EBT rank pari passu with all other ordinary shares, but
in both cases the trustees have elected to waive dividends and decline from voting shares, except in circumstances where they may be holding shares beneficially owned by a participant. There were no beneficially owned shares in either EBT as at
31 March 2015 (2014: nil, 2013: nil).

b. Other reserves

The analysis
of other reserves is as follows.



|                                                                           |  |                                              |        |   |                                  |  |     |                                        |  |  |                                    |   |  |             |    |   |  |  |         | 
|-------------------------------------------------------------------------- |  | -------------------------------------------- | ------ | - | -------------------------------- |  | --- | -------------------------------------- |  |  | ---------------------------------- | - |  | ----------- | -- | - |  |  | ------- | 
|                                                                           |  | Foreign
currency 
translation 
reserve 
US$m |        |   | Cashflow 
hedging 
reserve 
US$m |  |     | Net
investment 
hedging 
reserve 
US$m |  |  | Available 
for sale 
reserve 
US$m |   |  | Total 
US$m |   
|                                                                           | 
|At 1 April 2012                                                            |  |                                              | 2,320  |   |                                  |  | (4  | )                                      |  |  | (341                               | ) |  |             | 3  |   |  |  | 1,978   | 
|                                                                           |  |                                              |        |   |                                 
|Currency translation differences                                           |  |                                              | (696   | ) |                                  |  | -   |                                        |  |  | -                                  |   |  |             | -  |   |  |  | (696)   | 
|                                                                           |  |                                              |        |   |                                 
|Net investment hedges                                                      |  |                                              | -      |   |                                  |  | -   |                                        |  |  | 63                                 |   |  |             | -  |   |  |  | 63      | 
|                                                                           |  |                                              |        |   |                                 
|Cash flow hedges                                                           |  |                                              | -      |   |                                  |  | (5  | )                                      |  |  | -                                  |   |  |             | -  |   |  |  | (5)     | 
|                                                                           |  |                                              |        |   |                                 
|Available for sale investments                                             |  |                                              | -      |   |                                  |  | -   |                                        |  |  | -                                  |   |  |             | (1 | ) |  |  | (1)     | 
|                                                                           |  |                                              |        |   |                                 
|Deferred tax on items taken to other comprehensive loss                    |  |                                              | -      |   |                                  |  | 6   |                                        |  |  | -                                  |   |  |             | -  |   |  |  | 6       | 
|                                                                           |  |                                              |        |   |                                 
|Share of associates and joint ventures other comprehensive (loss)/income |  |                                              | -      |   |                                  |  | (23 | )                                      |  |  | -                                  |   |  |             | 6  |   |  |  | (17)    | 
|                                                                           | 
|At 31 March 2013                                                           |  |                                              | 1,624  |   |                                  |  | (26 | )                                      |  |  | (278                               | ) |  |             | 8  |   |  |  | 1,328   | 
|                                                                           |  |                                              |        |   |                                 
|Currency translation differences                                           |  |                                              | (2,267 | ) |                                  |  | -   |                                        |  |  | -                                  |   |  |             | -  |   |  |  | (2,267) | 
|                                                                           |  |                                              |        |   |                                 
|Net investment hedges                                                      |  |                                              | -      |   |                                  |  | -   |                                        |  |  | 102                                |   |  |             | -  |   |  |  | 102     | 
|                                                                           |  |                                              |        |   |                                 
|Cash flow hedges                                                           |  |                                              | -      |   |                                  |  | 34  |                                        |  |  | -                                  |   |  |             | -  |   |  |  | 34      | 
|                                                                           |  |                                              |        |   |                                 
|Deferred tax on items taken to other comprehensive income                  |  |                                              | -      |   |                                  |  | 1   |                                        |  |  | -                                  |   |  |             | -  |   |  |  | 1       | 
|                                                                           |  |                                              |        |   |                                 
|Share of associates and joint ventures other comprehensive income/(loss) |  |                                              | 104    |   |                                  |  | 2   |                                        |  |  | -                                  |   |  |             | (6 | ) |  |  | 100     | 
|                                                                           | 
|At 31 March 2014                                                           |  |                                              | (539   | ) |                                  |  | 11  |                                        |  |  | (176                               | ) |  |             | 2  |   |  |  | (702)   | 
|                                                                           |  |                                              |        |   |                                 
|Currency translation differences                                           |  |                                              | (5,308 | ) |                                  |  | -   |                                        |  |  | -                                  |   |  |             | -  |   |  |  | (5,308) | 
|                                                                           |  |                                              |        |   |                                 
|Net investment hedges                                                      |  |                                              | -      |   |                                  |  | -   |                                        |  |  | 608                                |   |  |             | -  |   |  |  | 608     | 
|                                                                           |  |                                              |        |   |                                 
|Cash flow hedges                                                           |  |                                              | -      |   |                                  |  | 30  |                                        |  |  | -                                  |   |  |             | -  |   |  |  | 30      | 
|                                                                           |  |                                              |        |   |                                 
|Deferred tax on items taken to other comprehensive loss                    |  |                                              | -      |   |                                  |  | (3  | )                                      |  |  | -                                  |   |  |             | -  |   |  |  | (3)     | 
|                                                                           |  |                                              |        |   |                                 
|Share of associates and joint ventures other comprehensive loss          |  |                                              | (79    | ) |                                  |  | (3  | )                                      |  |  | -                                  |   |  |             | -  |   |  |  | (82)    | 
|                                                                           | 
|At 31 March 2015                                                           |  |                                              | (5,926 | ) |                                  |  | 35  |                                        |  |  | 432                                |   |  |             | 2  |   |  |  | (5,457) | 
|                                                                           | 

Foreign currency translation reserve

The
foreign currency translation reserve comprises all translation exchange differences arising on the retranslation of opening net assets together with differences between income statements translated at average and closing rates.



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 Notes to the consolidated financial statements (continued) |  | LOGO



27a. Reconciliation of profit for the year to net cash generated from operations



|                                                                     |  |            |        |   |            |  |        |            |  |  |         | 
|-------------------------------------------------------------------- |  | ---------- | ------ | - | ---------- |  | ------ | ---------- |  |  | ------- | 
|                                                                     |  | 2015 
US$m |        |   | 2014 
US$m |  |        | 2013 
US$m | 
|                                                                     | 
|Profit for the year                                                  |  |            | 3,557  |   |            |  | 3,650  |            |  |  | 3,487   | 
|                                                                     |  |            |       
|Taxation                                                             |  |            | 1,273  |   |            |  | 1,173  |            |  |  | 1,192   | 
|                                                                     |  |            |       
|Share of post-tax results of associates and joint ventures           |  |            | (1,083 | ) |            |  | (1,226 | )          |  |  | (1,213) | 
|                                                                     |  |            |       
|Net finance costs                                                    |  |            | 637    |   |            |  | 645    |            |  |  | 726     | 
|                                                                     | 
|Operating profit                                                     |  |            | 4,384  |   |            |  | 4,242  |            |  |  | 4,192   | 
|                                                                     |  |            |       
|Depreciation:                                                        |  |            |        |   |            |  |        |            |  |  |         | 
|                                                                     |  |            |       
|- Property, plant and equipment                                      |  |            | 602    |   |            |  | 621    |            |  |  | 641     | 
|                                                                     |  |            |       
|- Containers                                                         |  |            | 219    |   |            |  | 233    |            |  |  | 226     | 
|                                                                     |  |            |       
|Container breakages, shrinkages and write-offs                       |  |            | 57     |   |            |  | 80     |            |  |  | 38      | 
|                                                                     |  |            |       
|Profit on disposal of businesses                                     |  |            | (45    | ) |            |  | (72    | )          |  |  | (79)    | 
|                                                                     |  |            |       
|Profit on disposal of available for sale investments                 |  |            | (1     | ) |            |  | -      |            |  |  | -       | 
|                                                                     |  |            |       
|Profit on disposal of investments in associates                      |  |            | (403   | ) |            |  | -      |            |  |  | -       | 
|                                                                     |  |            |       
|(Gain)/loss on dilution of investment in associates                  |  |            | (2     | ) |            |  | 18     |            |  |  | (4)     | 
|                                                                     |  |            |       
|(Profit)/loss on disposal of property, plant and equipment           |  |            | (18    | ) |            |  | (17    | )          |  |  | 13      | 
|                                                                     |  |            |       
|Amortisation of intangible assets                                    |  |            | 410    |   |            |  | 427    |            |  |  | 450     | 
|                                                                     |  |            |       
|Impairment of goodwill                                               |  |            | 286    |   |            |  | -      |            |  |  | 11      | 
|                                                                     |  |            |       
|Impairment of intangible assets                                      |  |            | 6      |   |            |  | 8      |            |  |  | -       | 
|                                                                     |  |            |       
|Impairment of property, plant and equipment                          |  |            | 73     |   |            |  | 52     |            |  |  | 39      | 
|                                                                     |  |            |       
|Impairment of working capital balances                               |  |            | 68     |   |            |  | 55     |            |  |  | 31      | 
|                                                                     |  |            |       
|Amortisation of advances to customers                                |  |            | 35     |   |            |  | 40     |            |  |  | 45      | 
|                                                                     |  |            |       
|Unrealised fair value gain on derivatives in operating profit        |  |            | (15    | ) |            |  | (8     | )          |  |  | -       | 
|                                                                     |  |            |       
|Dividends received from other investments                            |  |            | (1     | ) |            |  | (1     | )          |  |  | (1)     | 
|                                                                     |  |            |       
|Charge with respect to share options                                 |  |            | 112    |   |            |  | 141    |            |  |  | 184     | 
|                                                                     |  |            |       
|Charge with respect to Broad-Based Black Economic Empowerment scheme |  |            | 5      |   |            |  | 13     |            |  |  | 17      | 
|                                                                     |  |            |       
|Other non-cash movements                                             |  |            | (92    | ) |            |  | (155   | )          |  |  | (45)    | 
|                                                                     | 
|Net cash generated from operations before working capital movements  |  |            | 5,680  |   |            |  | 5,677  |            |  |  | 5,758   | 
|                                                                     |  |            |       
|Increase in inventories                                              |  |            | (30    | ) |            |  | (73    | )          |  |  | (14)    | 
|                                                                     |  |            |       
|(Increase)/decrease in trade and other receivables                   |  |            | (218   | ) |            |  | 128    |            |  |  | (107)   | 
|                                                                     |  |            |       
|Increase in trade and other payables                                 |  |            | 396    |   |            |  | 113    |            |  |  | 82      | 
|                                                                     |  |            |       
|Decrease in provisions                                               |  |            | (13    | ) |            |  | (89    | )          |  |  | (177)   | 
|                                                                     |  |            |       
|(Decrease)/increase in post-retirement benefit provisions            |  |            | (3     | ) |            |  | 14     |            |  |  | 12      | 
|                                                                     | 
|Net cash generated from operations                                   |  |            | 5,812  |   |            |  | 5,770  |            |  |  | 5,554   | 
|                                                                     | 



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27b. Reconciliation of net cash generated from operating activities to free cash flow



|                                                    |  |            |        |   |            |  |        |            |  |  |         | 
|--------------------------------------------------- |  | ---------- | ------ | - | ---------- |  | ------ | ---------- |  |  | ------- | 
|                                                    |  | 2015 
US$m |        |   | 2014 
US$m |  |        | 2013 
US$m | 
|                                                    | 
|Net cash generated from operating activities        |  |            | 3,722  |   |            |  | 3,431  |            |  |  | 4,101   | 
|                                                    |  |            |       
|Purchase of property, plant and equipment           |  |            | (1,394 | ) |            |  | (1,401 | )          |  |  | (1,335) | 
|                                                    |  |            |       
|Proceeds from sale of property, plant and equipment |  |            | 68     |   |            |  | 70     |            |  |  | 30      | 
|                                                    |  |            |       
|Purchase of intangible assets                       |  |            | (178   | ) |            |  | (84    | )          |  |  | (144)   | 
|                                                    |  |            |       
|Proceeds from sale of intangible assets             |  |            | -      |   |            |  | -      |            |  |  | 4       | 
|                                                    |  |            |       
|Investments in joint ventures                       |  |            | (216   | ) |            |  | (188   | )          |  |  | (272)   | 
|                                                    |  |            |       
|Investments in associates                           |  |            | (3     | ) |            |  | (199   | )          |  |  | (23)    | 
|                                                    |  |            |       
|Dividends received from joint ventures              |  |            | 976    |   |            |  | 903    |            |  |  | 886     | 
|                                                    |  |            |       
|Dividends received from associates                  |  |            | 430    |   |            |  | 224    |            |  |  | 113     | 
|                                                    |  |            |       
|Dividends received from other investments           |  |            | 1      |   |            |  | 1      |            |  |  | 1       | 
|                                                    |  |            |       
|Dividends paid to non-controlling interests         |  |            | (173   | ) |            |  | (194   | )          |  |  | (131)   | 
|                                                    | 
|Free cash flow                                      |  |            | 3,233  |   |            |  | 2,563  |            |  |  | 3,230   | 
|                                                    | 

27c. Analysis of net debt

Cash and cash
equivalents on the balance sheet are reconciled to cash and cash equivalents on the cash flow statement as follows.



|                                                |  |            |       |  |            |  |       | 
|----------------------------------------------- |  | ---------- | ----- |  | ---------- |  | ----- | 
|                                                |  | 2015 
US$m |       |  | 2014 
US$m | 
|                                                | 
|Cash and cash equivalents (balance sheet)       |  |            | 965   |  |            |  | 2,081 | 
|                                                |  |           
|Overdrafts                                      |  |            | (215) |  |            |  | (213) | 
|                                                | 
|Cash and cash equivalents (cash flow statement) |  |            | 750   |  |            |  | 1,868 | 
|                                                | 

Net debt is analysed as follows.



|                             |  |                                                           |       |   |                  |  |      |                  |  |  |                                          |   |  |                       |       |   |                   |  |     |                 |  |  |         |   |  |  |          | 
|---------------------------- |  | --------------------------------------------------------- | ----- | - | ---------------- |  | ---- | ---------------- |  |  | ---------------------------------------- | - |  | --------------------- | ----- | - | ----------------- |  | --- | --------------- |  |  | ------- | - |  |  | -------- | 
|                             |  | Cash and cash 
equivalents 
(excluding 
overdrafts) 
US$m |       |   | Overdrafts 
US$m |  |      | Borrowings 
US$m |  |  | Derivative 
financial 
instruments 
US$m |   |  | Finance 
leases 
US$m |       |   | Gross 
debt 
US$m |  |     | Net 
debt 
US$m | 
|                             | 
|At 1 April 2013              |  |                                                           | 2,171 |   |                  |  | (212 | )                |  |  | (18,301                                  | ) |  |                       | 777   |   |                   |  | (35 | )               |  |  | (17,771 | ) |  |  | (15,600) | 
|                             |  |                                                           |       |   |                  |  |     
|Exchange adjustments         |  |                                                           | (65   | ) |                  |  | 4    |                  |  |  | 26                                       |   |  |                       | (24   | ) |                   |  | 3   |                 |  |  | 9       |   |  |  | (56)     | 
|                             |  |                                                           |       |   |                  |  |     
|Principal-related cash flows |  |                                                           | (25   | ) |                  |  | (5   | )                |  |  | 1,244                                    |   |  |                       | (188  | ) |                   |  | 9   |                 |  |  | 1,060   |   |  |  | 1,035    | 
|                             |  |                                                           |       |   |                  |  |     
|Other movements              |  |                                                           | -     |   |                  |  | -    |                  |  |  | 248                                      |   |  |                       | 98    |   |                   |  | (28 | )               |  |  | 318     |   |  |  | 318      | 
|                             | 
|At 31 March 2014             |  |                                                           | 2,081 |   |                  |  | (213 | )                |  |  | (16,783                                  | ) |  |                       | 663   |   |                   |  | (51 | )               |  |  | (16,384 | ) |  |  | (14,303) | 
|                             |  |                                                           |       |   |                  |  |     
|Exchange adjustments         |  |                                                           | (157  | ) |                  |  | 40   |                  |  |  | 713                                      |   |  |                       | (51   | ) |                   |  | 6   |                 |  |  | 708     |   |  |  | 551      | 
|                             |  |                                                           |       |   |                  |  |     
|Principal-related cash flows |  |                                                           | (959  | ) |                  |  | (42  | )                |  |  | 3,819                                    |   |  |                       | (243  | ) |                   |  | 10  |                 |  |  | 3,544   |   |  |  | 2,585    | 
|                             |  |                                                           |       |   |                  |  |     
|Other movements              |  |                                                           | -     |   |                  |  | -    |                  |  |  | (25                                      | ) |  |                       | 745   |   |                   |  | (18 | )               |  |  | 702     |   |  |  | 702      | 
|                             | 
|At 31 March 2015             |  |                                                           | 965   |   |                  |  | (215 | )                |  |  | (12,276                                  | ) |  |                       | 1,114 |   |                   |  | (53 | )               |  |  | (11,430 | ) |  |  | (10,465) | 
|                             | 



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27d. Major non-cash transactions

2015

Major non-cash transactions in the year included the following.

Additional profit realised on the disposal of the groups Angolan operations in Africa in 2012.

Impairment charges relating to the groups business in India in Asia Pacific and the groups share of the impairment charges taken by Anadolu Efes in relation
to its beer businesses in Russia and Ukraine. Additionally, impairment charges in Australia relating to the pending closure of the Campbelltown cidery and Port Melbourne brewery.

The recycling of foreign currency translation reserves following the repayment of an intercompany loan.

2014

Major non-cash transactions in the year included the following.

Additional profit realised on the disposal of the groups Angolan operations in Africa in 2012.

Broad-Based Black Economic Empowerment (BBBEE) related charges in South Africa, including share-based payment charges in relation to the employee component of the BBBEE
scheme, together with the loss on the dilution of the groups investment in its associate, Distell Group Ltd, as a result of the exercise of share options issued as part of its BBBEE scheme.

Impairment charges relating to the closure of the Warnervale brewery and the cessation of the Bluetongue brand in Australia.

2013

Major non-cash transactions in the year included the following.

Additional profit realised on the disposal of the groups Angolan operations in Africa in 2012.

28. Acquisitions and disposals

Acquisitions

In July 2014 the group acquired the trade and assets of a business in Mayotte in Africa for consideration of US$3 million. The business combination has been accounted for
using the acquisition method.

Non-controlling interests

Non-controlling
interests in Bavaria SA in Colombia in Latin America were acquired for a cash consideration of US$3 million, reducing equity by US$3 million. There was no change in the groups effective interest in Bavaria SA.

Disposals

The group completed the sale of its investment in Tsogo Sun, its
hotels and gaming associate listed on the Johannesburg Stock Exchange, in August 2014 through an institutional placing and share buyback. The group received net proceeds of US$971 million, and realised a post-tax profit of US$239 million.

In January 2015 the group received net proceeds of US$7 million and realised a net profit of US$2 million, after associated costs, on the disposal of its packaging
associate in Panama, Latin America.

29. Commitments, contingencies and guarantees

a. Operating lease commitments

The minimum lease rentals to be paid under
non-cancellable leases at 31 March are as follows.



|                                             |  |            |     |  |            |  |     | 
|-------------------------------------------- |  | ---------- | --- |  | ---------- |  | --- | 
|                                             |  | 2015
 US$m |     |  | 2014
 US$m | 
|                                             |  |           
|Land and buildings                           |  |            |     |  |            |  |     | 
|                                             |  |           
|Within one year                              |  |            | 67  |  |            |  | 67  | 
|                                             |  |           
|Later than one year and less than five years |  |            | 134 |  |            |  | 147 | 
|                                             |  |           
|After five years                             |  |            | 24  |  |            |  | 30  | 
|                                             |  |           
|                                             |  |            | 225 |  |            |  | 244 | 
|                                             |  |           
|Plant, vehicles and systems                  |  |            |     |  |            |  |     | 
|                                             |  |           
|Within one year                              |  |            | 43  |  |            |  | 58  | 
|                                             |  |           
|Later than one year and less than five years |  |            | 79  |  |            |  | 124 | 
|                                             |  |           
|After five years                             |  |            | 11  |  |            |  | 16  | 
|                                             |  |           
|                                             |  |            | 133 |  |            |  | 198 | 



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29. Commitments, contingencies and guarantees
(continued)



b. Other commitments



|                                                                          |  |            |       |  |            |  |       | 
|------------------------------------------------------------------------- |  | ---------- | ----- |  | ---------- |  | ----- | 
|                                                                          |  | 2015
 US$m |       |  | 2014
 US$m | 
|Capital commitments not provided in the financial information             |  |            |       |  |            |  |       | 
|                                                                          |  |           
|Contracts placed for future expenditure for property, plant and equipment |  |            | 151   |  |            |  | 271   | 
|                                                                          |  |           
|Contracts placed for future expenditure for intangible assets             |  |            | 1     |  |            |  | 16    | 
|                                                                          |  |           
|Share of capital commitments of joint ventures                            |  |            | 66    |  |            |  | 55    | 
|                                                                          |  |           
|Other commitments not provided in the financial information               |  |            |       |  |            |  |       | 
|                                                                          |  |           
|Contracts placed for future expenditure                                   |  |            | 1,799 |  |            |  | 3,736 | 
|                                                                          |  |           
|Share of joint ventures other commitments                                |  |            | 390   |  |            |  | 393   | 

Contracts placed for future expenditure in 2015 primarily relate to minimum purchase commitments for raw materials and packaging
materials, which are principally due between 2015 and 2020.

The groups share of joint ventures other commitments primarily relate to MillerCoors
various long-term non-cancellable advertising and promotion commitments.

c. Contingent liabilities and guarantees



|                             |  |            |    |  |            |  |   | 
|---------------------------- |  | ---------- | -- |  | ---------- |  | - | 
|                             |  | 2015
 US$m |    |  | 2014
 US$m | 
|Guarantees to third parties1 |  |            | 9  |  |            |  | 4 | 
|                             |  |           
|Other contingent liabilities |  |            | 6  |  |            |  | 4 | 
|                             |  |           
|                             |  |            | 15 |  |            |  | 8 | 



|1 | Guarantees to third parties
|- | ---------------------------

These primarily relate to guarantees given by Grolsch and Nile
Breweries Ltd to banks in relation to loans taken out by trade customers and suppliers respectively.

Other

SABMiller and Altria entered into a tax matters agreement (the Agreement) on 30 May 2002 to regulate the conduct of tax matters between them with regard to the
acquisition of Miller and to allocate responsibility for contingent tax costs. SABMiller has agreed to indemnify Altria against any taxes, losses, liabilities and costs that Altria incurs arising out of or in connection with a breach by SABMiller of
any representation, agreement or covenant in the Agreement, subject to certain exceptions.

The group has a number of activities in a wide variety of geographic
areas and is subject to certain legal claims incidental to its operations. In the opinion of the directors, after taking appropriate legal advice, these claims are not expected to have, either individually or in aggregate, a material adverse effect
upon the groups financial position, except insofar as already provided in the consolidated financial statements.

The group has exposures to various
environmental risks. Although it is difficult to predict the groups liability with respect to these risks, future payments, if any, would be made over a period of time in amounts that would not be material to the groups financial
position, except insofar as already provided in the consolidated financial statements.



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30. Pensions and post-retirement benefits

The group operates a number of pension schemes throughout the world. These schemes have been designed and are administered in accordance with local conditions and
practices in the countries concerned and include both defined contribution and defined benefit schemes. The majority of the schemes are funded and the schemes assets are held independently of the groups finances. The assets of the
schemes do not include any of the groups own financial instruments, nor any property occupied by or other assets used by the group. Pension and post-retirement benefit costs are assessed in accordance with the advice of independent
professionally qualified actuaries. Generally, the projected unit method is applied to measure the defined benefit scheme liabilities.

The group also provides
medical benefits, which are mainly unfunded, for retired employees and their dependants in South Africa, the Netherlands and Latin America.

The total pension and
post-retirement medical benefit costs recognised in the income statement are as follows.



|                                                                       |  |            |      |   |            |  |      |            |  |  |      |  
|---------------------------------------------------------------------- |  | ---------- | ---- | - | ---------- |  | ---- | ---------- |  |  | ---- | -
|                                                                       |  | 2015
 US$m |      |   | 2014
 US$m |  |      | 2013
 US$m | 
|                                                                       |  |            |     
|Defined contribution scheme costs                                      |  |            | 98   |   |            |  | 106  |            |  |  | 110  |  
|                                                                       |  |            |     
|Defined benefit pension plan costs                                     |  |            | 19   |   |            |  | 11   |            |  |  | 20   |  
|                                                                       |  |            |     
|Post-retirement medical and other benefit costs                        |  |            | 8    |   |            |  | 7    |            |  |  | 11   |  
|The amounts recognised in the balance sheet are determined as
follows. | 
|                                                                       |  |            |     
|                                                                       |  | 2015
 US$m |      |   | 2014
 US$m |  |      | 2013
 US$m | 
|                                                                       |  |            |     
|Portion of defined benefit obligation that is partly or wholly funded  |  |            | (405 | ) |            |  | (405 | )          |  |  | (379 | )
|                                                                       |  |            |     
|Fair value of plan assets                                              |  |            | 457  |   |            |  | 479  |            |  |  | 453  |  
|                                                                       |  |            |     
|Surplus of funded plans                                                |  |            | 52   |   |            |  | 74   |            |  |  | 74   |  
|                                                                       |  |            |     
|Impact of asset ceiling                                                |  |            | (57  | ) |            |  | (78  | )          |  |  | (87  | )
|                                                                       |  |            |     
|Deficit of funded plans                                                |  |            | (5   | ) |            |  | (4   | )          |  |  | (13  | )
|                                                                       |  |            |     
|Portion of defined benefit obligation that is unfunded                 |  |            | (124 | ) |            |  | (155 | )          |  |  | (193 | )
|                                                                       |  |            |     
|Medical and other post-retirement benefits                             |  |            | (76  | ) |            |  | (87  | )          |  |  | (95  | )
|                                                                       |  |            |     
|Provisions for defined benefit plans                                   |  |            | (205 | ) |            |  | (246 | )          |  |  | (301 | )
|                                                                       |  |            |     
|Accruals for defined contribution
plans                                |  |            | (4   | ) |            |  | (4   | )          |  |  | (7   | )

The group operates various defined contribution and defined benefit schemes. Details of the main defined benefit schemes are provided
below.

Latin America pension plans

The group operates a number of pension
plans throughout Latin America. Details of the major plan are provided below.

The Colombian Labour Code Pension Plan is an unfunded plan of the defined benefit type
and covers all salaried and hourly employees in Colombia who are not covered by social security or who have at least 10 years of service prior to 1 January 1967. The plan is financed entirely through company reserves and there are no external
assets. The most recent actuarial valuation of the Colombian Labour Code Pension Plan was carried out by independent professionally qualified actuaries at 28 February 2015 using the projected unit credit method. All salaried employees are now
covered by social security or private pension fund provisions. The principal economic assumptions used in the preparation of the pension valuations are shown below and take into consideration changes in the Colombian economy.

Grolsch pension scheme

The Grolsch pension scheme, named Stichting
Pensioenfonds van de Grolsche Bierbrouwerij, is a funded plan of the defined benefit type, based on average salary with assets held in separately administered funds. The pension scheme is managed through a separate entity with its own board. The
latest valuation of the Grolsch pension scheme was carried out at 31 March 2015 by an independent actuary using the projected unit credit method.

Carlton & United Breweries pension scheme

The Carlton &
United Breweries pension scheme is a superannuation fund that provides accumulation style and defined benefits to employees. The company funds the defined benefits, administration and insurance costs of the scheme as a benefit to employees who elect
to be members of this scheme. The board of trustees is responsible for the governance of the scheme on behalf of the members. The latest actuarial valuation of the Carlton & United Breweries pension scheme was carried out at 30 June
2014 by an independent actuary using the projected unit credit method. The valuation update for the scheme was carried out at 31 March 2015 by an independent actuary. The defined benefits section is now closed to new members.

South Africa pension schemes

The group operates a number of pension schemes
throughout South Africa. Details of the major schemes are provided below.

The ABI Pension Fund, Suncrush Pension Fund and Suncrush Retirement Fund are funded
schemes of the defined benefit type based on average salary with assets held in separately administered funds. The governance of the schemes is the responsibility of the boards of trustees on behalf of the members, subject to the provisions of local
legislation and the rules for each scheme.

The ABI Pension Fund no longer has any active or pensioner members. There are surplus assets remaining in the scheme that
will be distributed to former members.



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30. Pensions and post-retirement benefits
(continued)



South Africa pension schemes (continued)



The Suncrush Pension Fund has pensioners where the pension liabilities have been outsourced to an insurance provider.
The trustees have made a provision in the fund rules for the active members such that benefits will be paid to members on exit for their benefits valued as at 1 July 2005. No further benefits are being accrued for active members.

The Suncrush Retirement Fund has no liabilities and is in the process of being closed down.

Risks

The most significant risks the group is exposed to through its defined
benefit pension plans and post-employment medical plans are as follows.

Volatility of investment returns

Those schemes that hold assets are exposed to volatility in investment returns on those assets, which may be higher or lower than the assumed expected return on those
assets. Asset mix is varied for each individual scheme to ensure investment volatility risk is appropriately managed.

Salary, pension and healthcare cost
inflation risk

Scheme liabilities for the defined benefit pension and post-retirement medical plans are calculated based on assumed rates of salary, pension
and/or healthcare cost inflation. Increases in these inflation rates will lead to higher liabilities.

Change in discount rate

A decrease in corporate bond yields results in a decrease in the discount rate and therefore an increase in plan liabilities. This will be partially offset by an increase
in value of plan assets where the scheme holds bonds.

Mortality rates

The
majority of the groups obligations to provide benefits under both the defined benefit pension plans and medical and other post-retirement benefits are for the life of the member. Increases in life expectancy will result in increases in the
scheme liabilities associated with the schemes. The group ensures mortality rate assumptions incorporated in the actuarial calculations of the present value of scheme liabilities are from reliable sources.



Principal actuarial assumptions at 31 March (expressed as weighted averages)



|                                       |  |                               |  |  |         |  |                                              |       |     |  |  |  |               |  |  |       |  |  |     |  |  |  |     | 
|-------------------------------------- |  | ----------------------------- |  |  | ------- |  | -------------------------------------------- | ----- | --- |  |  |  | ------------- |  |  | ----- |  |  | --- |  |  |  | --- | 
|                                       |  | Defined benefit pension plans |  |  |         |  | Medical and other 
post-retirement 
benefits |      
|                                       |  |                               |  |  |         |  |                                              |       |     |  |  |  |               |  |  |       |  |  |     |  |  |  |     | 
|                                       |  | Latin 
America                |  |  | Grolsch |  |                                              | Other |     |  |  |  | South 
Africa |  |  | Other | 
|At 31 March 2015                       |  |                               |  |  |         |  |                                              |       |     |  |  |  |               |  |  |       |  |  |     |  |  |  |     | 
|                                       |  |                               |  |  |         |  |                                             
|Discount rate (%)                      |  |                               |  |  | 6.9     |  |                                              |       | 1.9 |  |  |  | 2.4           |  |  |       |  |  | 8.0 |  |  |  | 6.0 | 
|                                       |  |                               |  |  |         |  |                                             
|Salary inflation (%)                   |  |                               |  |  | 3.0     |  |                                              |       | 1.0 |  |  |  | 2.6           |  |  |       |  |  | -   |  |  |  | -   | 
|                                       |  |                               |  |  |         |  |                                             
|Pension inflation (%)                  |  |                               |  |  | 3.0     |  |                                              |       | 0.7 |  |  |  | 3.2           |  |  |       |  |  | -   |  |  |  | -   | 
|                                       |  |                               |  |  |         |  |                                             
|Healthcare cost inflation (%)          |  |                               |  |  | -       |  |                                              |       | -   |  |  |  | -             |  |  |       |  |  | 7.1 |  |  |  | 2.9 | 
|                                       |  |                               |  |  |         |  |                                             
|Mortality rate assumptions             |  |                               |  |  |         |  |                                              |       |     |  |  |  |               |  |  |       |  |  |     |  |  |  |     | 
|                                       |  |                               |  |  |         |  |                                             
|- Retirement age:                      |  | Males                         |  |  | 56      |  |                                              |       | 67  |  |  |  | 65            |  |  |       |  |  | 63  |  |  |  | 58  | 
|                                       |  |                               |  |  |         |  |                                             
|                                       |  | Females                       |  |  | 51      |  |                                              |       | 67  |  |  |  | 65            |  |  |       |  |  | 63  |  |  |  | 55  | 
|                                       |  |                               |  |  |         |  |                                             
|- Life expectations on retirement age: |  |                               |  |  |         |  |                                              |       |     |  |  |  |               |  |  |       |  |  |     |  |  |  |     | 
|                                       |  |                               |  |  |         |  |                                             
|Retiring today:                        |  | Males                         |  |  | 23      |  |                                              |       | 21  |  |  |  | 15            |  |  |       |  |  | 16  |  |  |  | 22  | 
|                                       |  |                               |  |  |         |  |                                             
|                                       |  | Females                       |  |  | 32      |  |                                              |       | 24  |  |  |  | 20            |  |  |       |  |  | 20  |  |  |  | 29  | 
|                                       |  |                               |  |  |         |  |                                             
|Retiring in 20 years:                  |  | Males                         |  |  | 23      |  |                                              |       | 24  |  |  |  | 16            |  |  |       |  |  | 16  |  |  |  | 22  | 
|                                       |  |                               |  |  |         |  |                                             
|                                       |  | Females                       |  |  | 32      |  |                                              |       | 26  |  |  |  | 20            |  |  |       |  |  | 20  |  |  |  | 29  | 
|At 31 March 2014                       |  |                               |  |  |         |  |                                              |       |     |  |  |  |               |  |  |       |  |  |     |  |  |  |     | 
|                                       |  |                               |  |  |         |  |                                             
|Discount rate (%)                      |  |                               |  |  | 6.9     |  |                                              |       | 3.4 |  |  |  | 4.5           |  |  |       |  |  | 9.9 |  |  |  | 6.4 | 
|                                       |  |                               |  |  |         |  |                                             
|Salary inflation (%)                   |  |                               |  |  | 3.0     |  |                                              |       | 2.0 |  |  |  | 3.4           |  |  |       |  |  | -   |  |  |  | -   | 
|                                       |  |                               |  |  |         |  |                                             
|Pension inflation (%)                  |  |                               |  |  | 3.0     |  |                                              |       | 0.7 |  |  |  | 3.7           |  |  |       |  |  | -   |  |  |  | -   | 
|                                       |  |                               |  |  |         |  |                                             
|Healthcare cost inflation (%)          |  |                               |  |  | -       |  |                                              |       | -   |  |  |  | -             |  |  |       |  |  | 8.7 |  |  |  | 3.0 | 
|                                       |  |                               |  |  |         |  |                                             
|Mortality rate assumptions             |  |                               |  |  |         |  |                                              |       |     |  |  |  |               |  |  |       |  |  |     |  |  |  |     | 
|                                       |  |                               |  |  |         |  |                                             
|- Retirement age:                      |  | Males                         |  |  | 55      |  |                                              |       | 65  |  |  |  | 62            |  |  |       |  |  | 63  |  |  |  | 58  | 
|                                       |  |                               |  |  |         |  |                                             
|                                       |  | Females                       |  |  | 51      |  |                                              |       | 65  |  |  |  | 60            |  |  |       |  |  | 63  |  |  |  | 54  | 
|                                       |  |                               |  |  |         |  |                                             
|- Life expectations on retirement age: |  |                               |  |  |         |  |                                              |       |     |  |  |  |               |  |  |       |  |  |     |  |  |  |     | 
|                                       |  |                               |  |  |         |  |                                             
|Retiring today:                        |  | Males                         |  |  | 26      |  |                                              |       | 21  |  |  |  | 19            |  |  |       |  |  | 16  |  |  |  | 25  | 
|                                       |  |                               |  |  |         |  |                                             
|                                       |  | Females                       |  |  | 35      |  |                                              |       | 24  |  |  |  | 23            |  |  |       |  |  | 19  |  |  |  | 32  | 
|                                       |  |                               |  |  |         |  |                                             
|Retiring in 20 years:                  |  | Males                         |  |  | 26      |  |                                              |       | 23  |  |  |  | 19            |  |  |       |  |  | 17  |  |  |  | 25  | 
|                                       |  |                               |  |  |         |  |                                             
|                                       |  | Females                       |  |  | 35      |  |                                              |       | 25  |  |  |  | 23            |  |  |       |  |  | 20  |  |  |  | 32  | 



70



---

|                                                                          |  |     
|------------------------------------------------------------------------- |  | ----
|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO





30. Pensions and post-retirement benefits
(continued)



|                                       |  |                               |  |  |         |  |                                             |       |     |  |  |  |               |  |  |       |  |  |     |  |  |  |     | 
|-------------------------------------- |  | ----------------------------- |  |  | ------- |  | ------------------------------------------- | ----- | --- |  |  |  | ------------- |  |  | ----- |  |  | --- |  |  |  | --- | 
|                                       |  | Defined benefit pension plans |  |  |         |  | Medical and other post-
retirement benefits |      
|                                       |  |                               |  |  |         |  |                                             |       |     |  |  |  |               |  |  |       |  |  |     |  |  |  |     | 
|                                       |  | Latin 
America                |  |  | Grolsch |  |                                             | Other |     |  |  |  | South 
Africa |  |  | Other | 
|At 31 March 2013                       |  |                               |  |  |         |  |                                             |       |     |  |  |  |               |  |  |       |  |  |     |  |  |  |     | 
|                                       |  |                               |  |  |         |  |                                            
|Discount rate (%)                      |  |                               |  |  | 5.0     |  |                                             |       | 3.8 |  |  |  | 4.6           |  |  |       |  |  | 8.8 |  |  |  | 4.9 | 
|                                       |  |                               |  |  |         |  |                                            
|Salary inflation (%)                   |  |                               |  |  | 2.5     |  |                                             |       | 2.0 |  |  |  | 3.9           |  |  |       |  |  | -   |  |  |  | -   | 
|                                       |  |                               |  |  |         |  |                                            
|Pension inflation (%)                  |  |                               |  |  | 2.5     |  |                                             |       | 0.7 |  |  |  | 3.2           |  |  |       |  |  | -   |  |  |  | -   | 
|                                       |  |                               |  |  |         |  |                                            
|Healthcare cost inflation (%)          |  |                               |  |  | -       |  |                                             |       | -   |  |  |  | -             |  |  |       |  |  | 7.5 |  |  |  | 2.3 | 
|                                       |  |                               |  |  |         |  |                                            
|Mortality rate assumptions             |  |                               |  |  |         |  |                                             |       |     |  |  |  |               |  |  |       |  |  |     |  |  |  |     | 
|                                       |  |                               |  |  |         |  |                                            
|- Retirement age:                      |  | Males                         |  |  | 55      |  |                                             |       | 65  |  |  |  | 62            |  |  |       |  |  | 63  |  |  |  | 57  | 
|                                       |  |                               |  |  |         |  |                                            
|                                       |  | Females                       |  |  | 50      |  |                                             |       | 65  |  |  |  | 61            |  |  |       |  |  | 63  |  |  |  | 53  | 
|                                       |  |                               |  |  |         |  |                                            
|- Life expectations on retirement age: |  |                               |  |  |         |  |                                             |       |     |  |  |  |               |  |  |       |  |  |     |  |  |  |     | 
|                                       |  |                               |  |  |         |  |                                            
|Retiring today:                        |  | Males                         |  |  | 27      |  |                                             |       | 21  |  |  |  | 22            |  |  |       |  |  | 16  |  |  |  | 25  | 
|                                       |  |                               |  |  |         |  |                                            
|                                       |  | Females                       |  |  | 36      |  |                                             |       | 24  |  |  |  | 23            |  |  |       |  |  | 20  |  |  |  | 32  | 
|                                       |  |                               |  |  |         |  |                                            
|Retiring in 20 years:                  |  | Males                         |  |  | 27      |  |                                             |       | 23  |  |  |  | 22            |  |  |       |  |  | 16  |  |  |  | 25  | 
|                                       |  |                               |  |  |         |  |                                            
|                                       |  | Females                       |  |  | 36      |  |                                             |       | 25  |  |  |  | 23            |  |  |       |  |  | 20  |  |  |  | 32  | 

The movement in the defined benefit pension plan liabilities is as follows.



|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |       |  |  |  |       |                                     |  |  |                           |  |       |       |  |  |     |  |                                     |  |      |                           |  |  |       |  |       |  |  |  |      |  |  |  |      |  
|---------------------------------------------------------------------- |  | ----------------------------------- | ----- |  |  |  | ----------------------------------- |  | ----- | ------------------------- |  | ----- | ----- |  |  |  | ----- | ----------------------------------- |  |  | ------------------------- |  | ----- | ----- |  |  | --- |  | ----------------------------------- |  | ---- | ------------------------- |  |  | ----- |  | ----- |  |  |  | ---- |  |  |  | ---- | -
|                                                                       |  | Defined benefit pension plans       |      
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |       |  |  |  |       |                                     |  |  |                           |  |       |       |  |  |     |  |                                     |  |      |                           |  |  |       |  |       |  |  |  |      |  |  |  |      |  
|                                                                       |  | Latin America                       |       |  |  |  | Grolsch                             |  |       |                           |  | Other |       |  |  |  | Total |                                    
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |       |  |  |  |       |                                     |  |  |                           | 
|                                                                       |  | Present value of scheme liabilities |       |  |  |  | Present value of scheme liabilities |  |       | Fair value of plan assets |  |       | Total |  |  |  |       | Present value of scheme liabilities |  |  | Fair value of plan assets |  |       | Total |  |  |     |  | Present value of scheme liabilities |  |      | Fair value
of plan assets |  |  | Total | 
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|                                                                       |  | US$m                                |       |  |  |  | US$m                                |  |       | US$m                      |  |       | US$m  |  |  |  |       | US$m                                |  |  | US$m                      |  |       | US$m  |  |  |     |  | US$m                                |  |      | US$m                      |  |  | US$m  | 
|                                                                       | 
|At 1 April 2012                                                        |  |                                     | (172) |  |  |  |                                     |  | (319) |                           |  |       | 352   |  |  |  | 33    |                                     |  |  |                           |  | (102) |       |  |  | 84  |  |                                     |  | (18) |                           |  |  |       |  | (593) |  |  |  | 436  |  |  |  | (157 | )
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Benefits paid                                                          |  |                                     | 17    |  |  |  |                                     |  | 11    |                           |  |       | (11)  |  |  |  | -     |                                     |  |  |                           |  | 11    |       |  |  | (8) |  |                                     |  | 3    |                           |  |  |       |  | 39    |  |  |  | (19) |  |  |  | 20   |  
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Contributions paid by plan participants                                |  |                                     | -     |  |  |  |                                     |  | (3)   |                           |  |       | -     |  |  |  | (3)   |                                     |  |  |                           |  | -     |       |  |  | -   |  |                                     |  | -    |                           |  |  |       |  | (3)   |  |  |  | -    |  |  |  | (3   | )
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Employer contributions                                                 |  |                                     | -     |  |  |  |                                     |  | -     |                           |  |       | 17    |  |  |  | 17    |                                     |  |  |                           |  | -     |       |  |  | 2   |  |                                     |  | 2    |                           |  |  |       |  | -     |  |  |  | 19   |  |  |  | 19   |  
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Current service cost                                                   |  |                                     | (1)   |  |  |  |                                     |  | (4)   |                           |  |       | -     |  |  |  | (4)   |                                     |  |  |                           |  | (3)   |       |  |  | -   |  |                                     |  | (3)  |                           |  |  |       |  | (8)   |  |  |  | -    |  |  |  | (8   | )
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Interest (costs)/income                                                |  |                                     | (12)  |  |  |  |                                     |  | (14)  |                           |  |       | 15    |  |  |  | 1     |                                     |  |  |                           |  | (5)   |       |  |  | 5   |  |                                     |  | -    |                           |  |  |       |  | (31)  |  |  |  | 20   |  |  |  | (11  | )
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Remeasurements:                                                        |  |                                     | (17)  |  |  |  |                                     |  | 19    |                           |  |       | 18    |  |  |  | 37    |                                     |  |  |                           |  | (1)   |       |  |  | -   |  |                                     |  | (1)  |                           |  |  |       |  | 1     |  |  |  | 18   |  |  |  | 19   |  
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|- Return on plan assets, excluding amounts included in interest income |  |                                     | -     |  |  |  |                                     |  | -     |                           |  |       | 18    |  |  |  | 18    |                                     |  |  |                           |  | -     |       |  |  | -   |  |                                     |  | -    |                           |  |  |       |  | -     |  |  |  | 18   |  |  |  | 18   |  
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|- Gain/(loss) from change in demographic assumptions                   |  |                                     | 2     |  |  |  |                                     |  | (4)   |                           |  |       | -     |  |  |  | (4)   |                                     |  |  |                           |  | -     |       |  |  | -   |  |                                     |  | -    |                           |  |  |       |  | (2)   |  |  |  | -    |  |  |  | (2   | )
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|- (Loss)/gain from change in financial assumptions                     |  |                                     | (12)  |  |  |  |                                     |  | 16    |                           |  |       | -     |  |  |  | 16    |                                     |  |  |                           |  | -     |       |  |  | -   |  |                                     |  | -    |                           |  |  |       |  | 4     |  |  |  | -    |  |  |  | 4    |  
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|- Experience (losses)/gains                                            |  |                                     | (7)   |  |  |  |                                     |  | 7     |                           |  |       | -     |  |  |  | 7     |                                     |  |  |                           |  | (1)   |       |  |  | -   |  |                                     |  | (1)  |                           |  |  |       |  | (1)   |  |  |  | -    |  |  |  | (1   | )
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Settlements and curtailments                                           |  |                                     | -     |  |  |  |                                     |  | -     |                           |  |       | -     |  |  |  | -     |                                     |  |  |                           |  | 3     |       |  |  | (3) |  |                                     |  | -    |                           |  |  |       |  | 3     |  |  |  | (3)  |  |  |  | -    |  
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Exchange adjustments                                                   |  |                                     | 4     |  |  |  |                                     |  | 12    |                           |  |       | (14)  |  |  |  | (2)   |                                     |  |  |                           |  | 4     |       |  |  | (4) |  |                                     |  | -    |                           |  |  |       |  | 20    |  |  |  | (18) |  |  |  | 2    |  
|                                                                       | 
|At 31 March 2013                                                       |  |                                     | (181) |  |  |  |                                     |  | (298) |                           |  |       | 377   |  |  |  | 79    |                                     |  |  |                           |  | (93)  |       |  |  | 76  |  |                                     |  | (17) |                           |  |  |       |  | (572) |  |  |  | 453  |  |  |  | (119 | )



71



---

|                                                                          |  |     
|------------------------------------------------------------------------- |  | ----
|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO





30. Pensions and post-retirement benefits
(continued)



|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |       |  |  |  |       |                                     |  |  |                           |  |      |       |  |  |      |  |                                     |  |      |                           |  |  |       |  |       |  |  |  |       |  |  |  |      |  
|---------------------------------------------------------------------- |  | ----------------------------------- | ----- |  |  |  | ----------------------------------- |  | ----- | ------------------------- |  | ----- | ----- |  |  |  | ----- | ----------------------------------- |  |  | ------------------------- |  | ---- | ----- |  |  | ---- |  | ----------------------------------- |  | ---- | ------------------------- |  |  | ----- |  | ----- |  |  |  | ----- |  |  |  | ---- | -
|                                                                       |  | Defined benefit pension plans       |      
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |       |  |  |  |       |                                     |  |  |                           |  |      |       |  |  |      |  |                                     |  |      |                           |  |  |       |  |       |  |  |  |       |  |  |  |      |  
|                                                                       |  | Latin America                       |       |  |  |  | Grolsch                             |  |       |                           |  | Other |       |  |  |  | Total |                                    
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |       |  |  |  |       |                                     |  |  |                           | 
|                                                                       |  | Present value of scheme liabilities |       |  |  |  | Present value of scheme liabilities |  |       | Fair value of plan assets |  |       | Total |  |  |  |       | Present value of scheme liabilities |  |  | Fair value of plan assets |  |      | Total |  |  |      |  | Present value of scheme liabilities |  |      | Fair value of plan assets |  |  | Total | 
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|                                                                       |  | US$m                                |       |  |  |  | US$m                                |  |       | US$m                      |  |       | US$m  |  |  |  |       | US$m                                |  |  | US$m                      |  |      | US$m  |  |  |      |  | US$m                                |  |      | US$m                      |  |  | US$m  | 
|                                                                       | 
|At 31 March 2013                                                       |  |                                     | (181) |  |  |  |                                     |  | (298) |                           |  |       | 377   |  |  |  | 79    |                                     |  |  |                           |  | (93) |       |  |  | 76   |  |                                     |  | (17) |                           |  |  |       |  | (572) |  |  |  | 453   |  |  |  | (119 | )
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Benefits paid                                                          |  |                                     | 16    |  |  |  |                                     |  | 11    |                           |  |       | (11)  |  |  |  | -     |                                     |  |  |                           |  | 5    |       |  |  | (5)  |  |                                     |  | -    |                           |  |  |       |  | 32    |  |  |  | (16)  |  |  |  | 16   |  
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Contributions paid by plan participants                                |  |                                     | -     |  |  |  |                                     |  | (3)   |                           |  |       | -     |  |  |  | (3)   |                                     |  |  |                           |  | -    |       |  |  | -    |  |                                     |  | -    |                           |  |  |       |  | (3)   |  |  |  | -     |  |  |  | (3   | )
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Employer contributions                                                 |  |                                     | -     |  |  |  |                                     |  | -     |                           |  |       | 10    |  |  |  | 10    |                                     |  |  |                           |  | -    |       |  |  | 3    |  |                                     |  | 3    |                           |  |  |       |  | -     |  |  |  | 13    |  |  |  | 13   |  
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Current service cost                                                   |  |                                     | (1)   |  |  |  |                                     |  | (3)   |                           |  |       | -     |  |  |  | (3)   |                                     |  |  |                           |  | (3)  |       |  |  | -    |  |                                     |  | (3)  |                           |  |  |       |  | (7)   |  |  |  | -     |  |  |  | (7   | )
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Past service credit                                                    |  |                                     | -     |  |  |  |                                     |  | 6     |                           |  |       | -     |  |  |  | 6     |                                     |  |  |                           |  | -    |       |  |  | -    |  |                                     |  | -    |                           |  |  |       |  | 6     |  |  |  | -     |  |  |  | 6    |  
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Interest (costs)/income                                                |  |                                     | (9)   |  |  |  |                                     |  | (12)  |                           |  |       | 14    |  |  |  | 2     |                                     |  |  |                           |  | (2)  |       |  |  | 3    |  |                                     |  | 1    |                           |  |  |       |  | (23)  |  |  |  | 17    |  |  |  | (6   | )
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Remeasurements:                                                        |  |                                     | 23    |  |  |  |                                     |  | (17)  |                           |  |       | (10)  |  |  |  | (27)  |                                     |  |  |                           |  | 5    |       |  |  | 2    |  |                                     |  | 7    |                           |  |  |       |  | 11    |  |  |  | (8)   |  |  |  | 3    |  
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|- Return on plan assets, excluding amounts included in interest income |  |                                     | -     |  |  |  |                                     |  | -     |                           |  |       | (10)  |  |  |  | (10)  |                                     |  |  |                           |  | -    |       |  |  | -    |  |                                     |  | -    |                           |  |  |       |  | -     |  |  |  | (10)  |  |  |  | (10  | )
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|- Gain from change in demographic assumptions                          |  |                                     | 8     |  |  |  |                                     |  | -     |                           |  |       | -     |  |  |  | -     |                                     |  |  |                           |  | -    |       |  |  | -    |  |                                     |  | -    |                           |  |  |       |  | 8     |  |  |  | -     |  |  |  | 8    |  
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|- Gain/(loss) from change in financial assumptions                     |  |                                     | 11    |  |  |  |                                     |  | (20)  |                           |  |       | -     |  |  |  | (20)  |                                     |  |  |                           |  | 2    |       |  |  | -    |  |                                     |  | 2    |                           |  |  |       |  | (7)   |  |  |  | -     |  |  |  | (7   | )
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|- Experience gains                                                     |  |                                     | 4     |  |  |  |                                     |  | 3     |                           |  |       | -     |  |  |  | 3     |                                     |  |  |                           |  | 3    |       |  |  | 2    |  |                                     |  | 5    |                           |  |  |       |  | 10    |  |  |  | 2     |  |  |  | 12   |  
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Exchange adjustments                                                   |  |                                     | 11    |  |  |  |                                     |  | (22)  |                           |  |       | 28    |  |  |  | 6     |                                     |  |  |                           |  | 7    |       |  |  | (8)  |  |                                     |  | (1)  |                           |  |  |       |  | (4)   |  |  |  | 20    |  |  |  | 16   |  
|                                                                      
|                                                                       | 
|At 31 March 2014                                                       |  |                                     | (141) |  |  |  |                                     |  | (338) |                           |  |       | 408   |  |  |  | 70    |                                     |  |  |                           |  | (81) |       |  |  | 71   |  |                                     |  | (10) |                           |  |  |       |  | (560) |  |  |  | 479   |  |  |  | (81  | )
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Benefits paid                                                          |  |                                     | 13    |  |  |  |                                     |  | 11    |                           |  |       | (11)  |  |  |  | -     |                                     |  |  |                           |  | 16   |       |  |  | (14) |  |                                     |  | 2    |                           |  |  |       |  | 40    |  |  |  | (25)  |  |  |  | 15   |  
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Contributions paid by plan participants                                |  |                                     | -     |  |  |  |                                     |  | (2)   |                           |  |       | -     |  |  |  | (2)   |                                     |  |  |                           |  | (1)  |       |  |  | -    |  |                                     |  | (1)  |                           |  |  |       |  | (3)   |  |  |  | -     |  |  |  | (3   | )
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Employer contributions                                                 |  |                                     | -     |  |  |  |                                     |  | -     |                           |  |       | 7     |  |  |  | 7     |                                     |  |  |                           |  | -    |       |  |  | 1    |  |                                     |  | 1    |                           |  |  |       |  | -     |  |  |  | 8     |  |  |  | 8    |  
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Current service cost                                                   |  |                                     | (1)   |  |  |  |                                     |  | (4)   |                           |  |       | -     |  |  |  | (4)   |                                     |  |  |                           |  | (3)  |       |  |  | -    |  |                                     |  | (3)  |                           |  |  |       |  | (8)   |  |  |  | -     |  |  |  | (8   | )
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Past service cost                                                      |  |                                     | (1)   |  |  |  |                                     |  | -     |                           |  |       | -     |  |  |  | -     |                                     |  |  |                           |  | -    |       |  |  | -    |  |                                     |  | -    |                           |  |  |       |  | (1)   |  |  |  | -     |  |  |  | (1   | )
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Interest (costs)/income                                                |  |                                     | (9)   |  |  |  |                                     |  | (10)  |                           |  |       | 12    |  |  |  | 2     |                                     |  |  |                           |  | (3)  |       |  |  | 3    |  |                                     |  | -    |                           |  |  |       |  | (22)  |  |  |  | 15    |  |  |  | (7   | )
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Remeasurements:                                                        |  |                                     | (6)   |  |  |  |                                     |  | (105) |                           |  |       | 95    |  |  |  | (10)  |                                     |  |  |                           |  | (2)  |       |  |  | 2    |  |                                     |  | -    |                           |  |  |       |  | (113) |  |  |  | 97    |  |  |  | (16  | )
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|- Return on plan assets, excluding amounts included in interest income |  |                                     | -     |  |  |  |                                     |  | -     |                           |  |       | 95    |  |  |  | 95    |                                     |  |  |                           |  | -    |       |  |  | -    |  |                                     |  | -    |                           |  |  |       |  | -     |  |  |  | 95    |  |  |  | 95   |  
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|- Gain/(loss) from change in demographic assumptions                   |  |                                     | 6     |  |  |  |                                     |  | (2)   |                           |  |       | -     |  |  |  | (2)   |                                     |  |  |                           |  | -    |       |  |  | -    |  |                                     |  | -    |                           |  |  |       |  | 4     |  |  |  | -     |  |  |  | 4    |  
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|- Loss from change in financial assumptions                            |  |                                     | -     |  |  |  |                                     |  | (107) |                           |  |       | -     |  |  |  | (107) |                                     |  |  |                           |  | (2)  |       |  |  | -    |  |                                     |  | (2)  |                           |  |  |       |  | (109) |  |  |  | -     |  |  |  | (109 | )
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|- Experience (losses)/gains                                            |  |                                     | (12)  |  |  |  |                                     |  | 4     |                           |  |       | -     |  |  |  | 4     |                                     |  |  |                           |  | -    |       |  |  | 2    |  |                                     |  | 2    |                           |  |  |       |  | (8)   |  |  |  | 2     |  |  |  | (6   | )
|                                                                       |  |                                     |       |  |  |  |                                     |  |       |                           |  |       |      
|Exchange adjustments                                                   |  |                                     | 32    |  |  |  |                                     |  | 92    |                           |  |       | (106) |  |  |  | (14)  |                                     |  |  |                           |  | 14   |       |  |  | (11) |  |                                     |  | 3    |                           |  |  |       |  | 138   |  |  |  | (117) |  |  |  | 21   |  
|                                                                       | 
|At 31 March 2015                                                       |  |                                     | (113) |  |  |  |                                     |  | (356) |                           |  |       | 405   |  |  |  | 49    |                                     |  |  |                           |  | (60) |       |  |  | 52   |  |                                     |  | (8)  |                           |  |  |       |  | (529) |  |  |  | 457   |  |  |  | (72  | )
|                                                                       | 



72



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|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO





30. Pensions and post-retirement benefits
(continued)



The fair value of assets in pension schemes are as follows.



|                                        |  |                               |      |   |         |  |      |       |  |  |       |   |  |      
|--------------------------------------- |  | ----------------------------- | ---- | - | ------- |  | ---- | ----- |  |  | ----- | - |  | -----
|                                        |  | Defined benefit pension plans
|                                        |  |                               |     
|                                        |  | Latin    America              |      |   | Grolsch |  |      | Other |  |  | Total
|                                        |  |                               |      |  
|                                        |  | US$m                          |      |   | US$m    |  |      | US$m  |  |  | US$m 
|                                       
|                                        |  |                               |      |  
|At 31 March 2015                        |  |                               |      |   |         |  |      |       |  |  |       |   |  |      
|                                        |  |                               |      |  
|Equities - quoted                       |  |                               | -    |   |         |  | 138  |       |  |  | 12    |   |  | 150  
|                                        |  |                               |      |  
|Bonds - quoted                          |  |                               | -    |   |         |  | 248  |       |  |  | 16    |   |  | 264  
|                                        |  |                               |      |  
|Cash and cash equivalents               |  |                               | -    |   |         |  | 2    |       |  |  | 22    |   |  | 24   
|                                        |  |                               |      |  
|Property and other                      |  |                               | -    |   |         |  | 17   |       |  |  | 2     |   |  | 19   
|                                       
|                                        |  |                               |      |  
|Total fair value of assets              |  |                               | -    |   |         |  | 405  |       |  |  | 52    |   |  | 457  
|                                        |  |                               |      |  
|Present value of scheme liabilities     |  |                               | (113 | ) |         |  | (356 | )     |  |  | (60   | ) |  | (529)
|                                       
|                                        |  |                               |      |  
|(Deficit)/surplus in the scheme         |  |                               | (113 | ) |         |  | 49   |       |  |  | (8    | ) |  | (72) 
|                                        |  |                               |      |  
|Unrecognised pension asset due to limit |  |                               | -    |   |         |  | (49  | )     |  |  | (8    | ) |  | (57) 
|                                       
|Pension liability recognised            |  |                               | (113 | ) |         |  | -    |       |  |  | (16   | ) |  | (129)
|                                       
|                                        |  |                               |      |  
|At 31 March 2014                        |  |                               |      |   |         |  |      |       |  |  |       |   |  |      
|                                        |  |                               |      |  
|Equities - quoted                       |  |                               | -    |   |         |  | 137  |       |  |  | 18    |   |  | 155  
|                                        |  |                               |      |  
|Bonds - quoted                          |  |                               | -    |   |         |  | 251  |       |  |  | 22    |   |  | 273  
|                                        |  |                               |      |  
|Cash and cash equivalents               |  |                               | -    |   |         |  | -    |       |  |  | 26    |   |  | 26   
|                                        |  |                               |      |  
|Property and other                      |  |                               | -    |   |         |  | 20   |       |  |  | 5     |   |  | 25   
|                                       
|                                        |  |                               |      |  
|Total fair value of assets              |  |                               | -    |   |         |  | 408  |       |  |  | 71    |   |  | 479  
|                                        |  |                               |      |  
|Present value of scheme liabilities     |  |                               | (141 | ) |         |  | (338 | )     |  |  | (81   | ) |  | (560)
|                                       
|                                        |  |                               |      |  
|(Deficit)/surplus in the scheme         |  |                               | (141 | ) |         |  | 70   |       |  |  | (10   | ) |  | (81) 
|                                        |  |                               |      |  
|Unrecognised pension asset due to limit |  |                               | -    |   |         |  | (70  | )     |  |  | (8    | ) |  | (78) 
|                                       
|Pension liability recognised            |  |                               | (141 | ) |         |  | -    |       |  |  | (18   | ) |  | (159)
|                                       
|                                        |  |                               |      |  
|At 31 March 2013                        |  |                               |      |   |         |  |      |       |  |  |       |   |  |      
|                                        |  |                               |      |  
|Equities - quoted                       |  |                               | -    |   |         |  | 126  |       |  |  | 20    |   |  | 146  
|                                        |  |                               |      |  
|Bonds - quoted                          |  |                               | -    |   |         |  | 235  |       |  |  | 21    |   |  | 256  
|                                        |  |                               |      |  
|Cash and cash equivalents               |  |                               | -    |   |         |  | -    |       |  |  | 31    |   |  | 31   
|                                        |  |                               |      |  
|Property and other                      |  |                               | -    |   |         |  | 16   |       |  |  | 4     |   |  | 20   
|                                       
|                                        |  |                               |      |  
|Total fair value of assets              |  |                               | -    |   |         |  | 377  |       |  |  | 76    |   |  | 453  
|                                        |  |                               |      |  
|Present value of scheme liabilities     |  |                               | (181 | ) |         |  | (298 | )     |  |  | (93   | ) |  | (572)
|                                       
|                                        |  |                               |      |  
|(Deficit)/surplus in the scheme         |  |                               | (181 | ) |         |  | 79   |       |  |  | (17   | ) |  | (119)
|                                        |  |                               |      |  
|Unrecognised pension asset due to limit |  |                               | -    |   |         |  | (79  | )     |  |  | (8    | ) |  | (87) 
|                                       
|Pension liability recognised            |  |                               | (181 | ) |         |  | -    |       |  |  | (25   | ) |  | (206)
|                                       

In respect of defined benefit pension plans in South Africa, which are included in Other, the pension asset recognised is
limited to the extent that the employer is able to recover a surplus either through reduced contributions in the future or through refunds from the scheme. Pension fund assets have not been recognised as the surplus apportionment exercise required
in terms of the South African legislation has not yet been completed.

The pension asset recognised in respect of Grolsch is limited to the extent that the employer
is able to recover a surplus either through reduced contributions in the future or through refunds from the scheme. The limit has been set equal to nil due to the terms of the pension agreement with the pension fund.



73



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|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO





30. Pensions and post-retirement benefits
(continued)



|                                                                                                                    |  |  |  |                                            |  |                               |  |       |  |       |      |      |     |  
|------------------------------------------------------------------------------------------------------------------- |  |  |  | ------------------------------------------ |  | ----------------------------- |  | ----- |  | ----- | ---- | ---- | --- | -
|The movements in the asset ceiling are as follows.                                                                  |  |  |  |                                            |  | Defined benefit pension plans | 
|                                                                                                                    |  |  |  | Grolsch                                    |  | Other                         |  | Total | 
|                                                                                                                    |  |  |  |                                            |  | US$m                          |  | US$m  |  | US$m  |     
|                                                                                                                    | 
|                                                                                                                    |  |  |  |                                            |  |                              
|Asset ceiling at 1 April 2012                                                                                       |  |  |  |                                            |  |                               |  | (33)  |  | (7)   |      |      | (40 | )
|                                                                                                                    |  |  |  |                                            |  |                              
|Interest costs                                                                                                      |  |  |  |                                            |  |                               |  | (1)   |  | (1)   |      |      | (2  | )
|                                                                                                                    |  |  |  |                                            | 
|Change in the asset ceiling, excluding amounts included in interest costs                                           |  |  |  |                                            |  | (46)                          |  | (1)   |  |       | (47  | )   
|                                                                                                                    |  |  |  |                                            |  |                              
|Exchange adjustments                                                                                                |  |  |  |                                            |  |                               |  | 1     |  | 1     |      |      | 2   |  
|                                                                                                                    |  |  |  |                                            |  |                              
|                                                                                                                    |  |  |  |                                            |  |                               |  |       |  |       |      |      |     |  
|                                                                                                                    |  |  |  |                                            |  |                              
|Asset ceiling at 31 March 2013                                                                                      |  |  |  |                                            |  |                               |  | (79)  |  | (8)   |      |      | (87 | )
|                                                                                                                    |  |  |  |                                            |  |                              
|Interest costs                                                                                                      |  |  |  |                                            |  |                               |  | (3)   |  | (1)   |      |      | (4  | )
|                                                                                                                    |  |  |  |                                            | 
|Change in the asset ceiling, excluding amounts included in interest costs                                           |  |  |  |                                            |  | 18                            |  | (1)   |  |       | 17   |     
|                                                                                                                    |  |  |  |                                            |  |                              
|Exchange adjustments                                                                                                |  |  |  |                                            |  |                               |  | (6)   |  | 2     |      |      | (4  | )
|                                                                                                                    |  |  |  |                                            |  |                              
|                                                                                                                    |  |  |  |                                            |  |                               |  |       |  |       |      |      |     |  
|                                                                                                                    |  |  |  |                                            |  |                              
|Asset ceiling at 31 March 2014                                                                                      |  |  |  |                                            |  |                               |  | (70)  |  | (8)   |      |      | (78 | )
|                                                                                                                    |  |  |  |                                            |  |                              
|Interest costs                                                                                                      |  |  |  |                                            |  |                               |  | (2)   |  | (1)   |      |      | (3  | )
|                                                                                                                    |  |  |  |                                            | 
|Change in the asset ceiling, excluding amounts included in interest costs                                           |  |  |  |                                            |  | 9                             |  | (1)   |  |       | 8    |     
|                                                                                                                    |  |  |  |                                            |  |                              
|Exchange adjustments                                                                                                |  |  |  |                                            |  |                               |  | 14    |  | 2     |      |      | 16  |  
|                                                                                                                    |  |  |  |                                            |  |                              
|                                                                                                                    |  |  |  |                                            |  |                               |  |       |  |       |      |      |     |  
|                                                                                                                    |  |  |  |                                            |  |                              
|Asset ceiling at 31 March 2015                                                                                      |  |  |  |                                            |  |                               |  | (49)  |  | (8)   |      |      | (57 | )
|                                                                                                                    |  |  |  |                                            |  |                               |  |       |  |       |      |      |     |  
|                                                                                                                   
|The movement in the post-employment medical benefit liabilities is as follows. The obligations are wholly unfunded. | 
|                                                                                                                    |  |  |  | Medical and other post-retirement benefits | 
|                                                                                                                    |  |  |  |                                            |  | South Africa                  |  | Other |  | Total |     
|                                                                                                                    |  |  |  |                                            |  |                               |  | US$m  |  | US$m  |      | US$m |    
|                                                                                                                    | 
|Present value of scheme liabilities at 1 April 2012                                                                 |  |  |  |                                            |  | (66)                          |  | (46)  |  |       | (112 | )   
|Benefits paid                                                                                                       |  |  |  |                                            |  |                               |  | -     |  | 5     |      |      | 5   |  
|                                                                                                                    |  |  |  |                                            |  |                              
|Employer contributions                                                                                              |  |  |  |                                            |  |                               |  | 2     |  | -     |      |      | 2   |  
|                                                                                                                    |  |  |  |                                            |  |                              
|Current service cost                                                                                                |  |  |  |                                            |  |                               |  | (1)   |  | (1)   |      |      | (2  | )
|                                                                                                                    |  |  |  |                                            |  |                              
|Interest costs                                                                                                      |  |  |  |                                            |  |                               |  | (6)   |  | (3)   |      |      | (9  | )
|                                                                                                                    |  |  |  |                                            |  |                              
|Remeasurements:                                                                                                     |  |  |  |                                            |  |                               |  | 14    |  | (5)   |      |      | 9   |  
|                                                                                                                    |  |  |  |                                            |  |                              
|- Gain from change in demographic assumptions                                                                       |  |  |  |                                            |  |                               |  | 10    |  | 5     |      |      | 15  |  
|                                                                                                                    |  |  |  |                                            |  |                              
|- Loss from change in financial assumptions                                                                         |  |  |  |                                            |  |                               |  | (2)   |  | (3)   |      |      | (5  | )
|                                                                                                                    |  |  |  |                                            |  |                              
|- Experience gains/(losses)                                                                                         |  |  |  |                                            |  |                               |  | 6     |  | (7)   |      |      | (1  | )
|                                                                                                                    |  |  |  |                                            |  |                              
|Exchange adjustments                                                                                                |  |  |  |                                            |  |                               |  | 10    |  | 2     |      |      | 12  |  
|                                                                                                                    |  |  |  |                                            |  |                              
|                                                                                                                    |  |  |  |                                            |  |                               |  |       |  |       |      |      |     |  
|                                                                                                                    |  |  |  |                                            | 
|Present value of scheme liabilities at 31 March 2013                                                                |  |  |  |                                            |  | (47)                          |  | (48)  |  |       | (95  | )   
|                                                                                                                    |  |  |  |                                            |  |                              
|Benefits paid                                                                                                       |  |  |  |                                            |  |                               |  | -     |  | 3     |      |      | 3   |  
|                                                                                                                    |  |  |  |                                            |  |                              
|Employer contributions                                                                                              |  |  |  |                                            |  |                               |  | 2     |  | -     |      |      | 2   |  
|                                                                                                                    |  |  |  |                                            |  |                              
|Current service cost                                                                                                |  |  |  |                                            |  |                               |  | (1)   |  | (1)   |      |      | (2  | )
|                                                                                                                    |  |  |  |                                            |  |                              
|Interest costs                                                                                                      |  |  |  |                                            |  |                               |  | (4)   |  | (1)   |      |      | (5  | )
|                                                                                                                    |  |  |  |                                            |  |                              
|Remeasurements:                                                                                                     |  |  |  |                                            |  |                               |  | (3)   |  | 5     |      |      | 2   |  
|                                                                                                                    |  |  |  |                                            |  |                              
|- Gain from change in demographic assumptions                                                                       |  |  |  |                                            |  |                               |  | -     |  | 2     |      |      | 2   |  
|                                                                                                                    |  |  |  |                                            |  |                              
|- (Loss)/gain from change in financial assumptions                                                                  |  |  |  |                                            |  |                               |  | (1)   |  | 2     |      |      | 1   |  
|                                                                                                                    |  |  |  |                                            |  |                              
|- Experience (losses)/gains                                                                                         |  |  |  |                                            |  |                               |  | (2)   |  | 1     |      |      | (1  | )
|                                                                                                                    |  |  |  |                                            |  |                              
|Exchange adjustments                                                                                                |  |  |  |                                            |  |                               |  | 7     |  | 1     |      |      | 8   |  
|                                                                                                                    |  |  |  |                                            |  |                              
|                                                                                                                    |  |  |  |                                            |  |                               |  |       |  |       |      |      |     |  
|                                                                                                                    |  |  |  |                                            | 
|Present value of scheme liabilities at 31 March 2014                                                                |  |  |  |                                            |  | (46)                          |  | (41)  |  |       | (87  | )   
|                                                                                                                    |  |  |  |                                            |  |                              
|Benefits paid                                                                                                       |  |  |  |                                            |  |                               |  | -     |  | 2     |      |      | 2   |  
|                                                                                                                    |  |  |  |                                            |  |                              
|Employer contributions                                                                                              |  |  |  |                                            |  |                               |  | 2     |  | -     |      |      | 2   |  
|                                                                                                                    |  |  |  |                                            |  |                              
|Current service cost                                                                                                |  |  |  |                                            |  |                               |  | (1)   |  | (2)   |      |      | (3  | )
|                                                                                                                    |  |  |  |                                            |  |                              
|Interest costs                                                                                                      |  |  |  |                                            |  |                               |  | (4)   |  | (1)   |      |      | (5  | )
|                                                                                                                    |  |  |  |                                            |  |                              
|Remeasurements:                                                                                                     |  |  |  |                                            |  |                               |  | 1     |  | -     |      |      | 1   |  
|                                                                                                                    |  |  |  |                                            |  |                              
|- Loss from change in demographic assumptions                                                                       |  |  |  |                                            |  |                               |  | -     |  | (1)   |      |      | (1  | )
|                                                                                                                    |  |  |  |                                            |  |                              
|- Loss from change in financial assumptions                                                                         |  |  |  |                                            |  |                               |  | (1)   |  | -     |      |      | (1  | )
|                                                                                                                    |  |  |  |                                            |  |                              
|- Experience gains                                                                                                  |  |  |  |                                            |  |                               |  | 2     |  | 1     |      |      | 3   |  
|                                                                                                                    |  |  |  |                                            |  |                              
|Exchange adjustments                                                                                                |  |  |  |                                            |  |                               |  | 6     |  | 8     |      |      | 14  |  
|                                                                                                                    |  |  |  |                                            |  |                              
|                                                                                                                    |  |  |  |                                            |  |                               |  |       |  |       |      |      |     |  
|                                                                                                                    |  |  |  |                                            | 
|Present value of scheme liabilities at 31 March 2015                                                                |  |  |  |                                            |  | (42)                          |  | (34)  |  |       | (76  | )   
|                                                                                                                    |  |  |  |                                            |  |                               |  |       |  |       |      |      |     |  



74



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|                                                                          |  |     
|------------------------------------------------------------------------- |  | ----
|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO





30. Pensions and post-retirement benefits
(continued)



The sensitivity of the pension plan and medical and other post-retirement benefit liabilities at 31 March 2015 to
changes in the principal actuarial assumptions is as follows.



|                          |  |            |        |  |                               |  |    |                                          |  |  |          |  |  |          |   |  |  |  |   | 
|------------------------- |  | ---------- | ------ |  | ----------------------------- |  | -- | ---------------------------------------- |  |  | -------- |  |  | -------- | - |  |  |  | - | 
|                          |  |            |        |  | Defined benefit  pensionplans |  |    | Medical and otherpost-retirementbenefits | 
|                          |  | Change in  |        |  | Increase                      |  |    | Decrease                                 |  |  | Increase |  |  | Decrease |  
|                          |  | assumption |        |  | US$m                          |  |    | US$m                                     |  |  | US$m     |  |  | US$m     |  
|                          | 
|Discount rate             |  |            | 1%     |  |                               |  | 72 |                                          |  |  | 94       |  |  |          | 6 |  |  |  | 7 | 
|                          |  |            |        |  |                              
|Salary growth rate        |  |            | 1%     |  |                               |  | 7  |                                          |  |  | 7        |  |  |          | - |  |  |  | - | 
|                          |  |            |        |  |                              
|Pension growth rate       |  |            | 1%     |  |                               |  | 86 |                                          |  |  | 48       |  |  |          | - |  |  |  | - | 
|                          |  |            |        |  |                              
|Life expectancy           |  |            | 1 year |  |                               |  | 11 |                                          |  |  | 11       |  |  |          | 2 |  |  |  | 2 | 
|                          |  |            |        |  |                              
|Healthcare cost inflation |  |            | 1%     |  |                               |  | -  |                                          |  |  | -        |  |  |          | 7 |  |  |  | 6 | 
|                          | 

The above sensitivity analyses assume a change in a single assumption while all other assumptions are held constant. When calculating the
sensitivities, the present value of the defined benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, consistent with the method used to calculate the defined benefit obligation recognised
in the balance sheet. The methods and assumptions used to prepare the sensitivity analyses are consistent with those used in the prior year.

For funded defined
benefit plans, the group is required to provide funding where the fair value of the assets of the scheme are not sufficient to meet the defined benefit obligations. The South Africa pension schemes no longer have any active members, therefore,
funding will only be required in the event that the scheme becomes less than 100% funded. The remaining funded defined benefit plans are funded using recommendations provided by the schemes actuaries.

Contributions expected to be paid into the groups major defined benefit schemes during the year ending 31 March 2016 are US$19 million.

The weighted average duration of the defined benefit obligation is 16 years.

31.
Related party transactions

a. Parties with significant influence over the group: Altria Group, Inc (Altria) and the Santo Domingo Group (SDG)

Altria is considered to be a related party of the group by virtue of its 26.8% equity shareholding. There were no transactions with Altria during the year.

SDG is considered to be a related party of the group by virtue of its 14.0% equity shareholding in SABMiller plc. There were no transactions with SDG during the year
ended 31 March 2015. During the year ended 31 March 2014 Bavaria SA and its subsidiaries made donations of US$14 million (2013: US$nil) to the Fundación Mario Santo Domingo, pursuant to the contractual arrangements entered into at
the time of the Bavaria transaction in 2005, under which it was agreed that the proceeds of the sale of surplus non-operating property assets owned by Bavaria SA and its subsidiaries would be donated to various charities, including the
Fundación Mario Santo Domingo. There were no balances owing to the SDG at 31 March 2015, 2014 and 2013.

b. Associates and joint ventures

Details relating to transactions with associates and joint ventures are analysed below.



|                                                                               |  |      |      |   |      |  |      |      |  |  |      |  
|------------------------------------------------------------------------------ |  | ---- | ---- | - | ---- |  | ---- | ---- |  |  | ---- | -
|                                                                               |  | 2015 |      |   | 2014 |  |      | 2013 | 
|                                                                               |  | US$m |      |   | US$m |  |      | US$m | 
|Purchases from associates1                                                     |  |      | (173 | ) |      |  | (168 | )    |  |  | (227 | )
|                                                                               |  |      |     
|Purchases from joint ventures2                                                 |  |      | (88  | ) |      |  | (93  | )    |  |  | (97  | )
|                                                                               |  |      |     
|Sales to associates3                                                           |  |      | 9    |   |      |  | 9    |      |  |  | 46   |  
|                                                                               |  |      |     
|Sales to joint ventures4                                                       |  |      | 21   |   |      |  | 23   |      |  |  | 25   |  
|                                                                               |  |      |     
|Dividends receivable from associates5                                          |  |      | 423  |   |      |  | 224  |      |  |  | 113  |  
|                                                                               |  |      |     
|Dividends received from joint ventures6                                        |  |      | 976  |   |      |  | 903  |      |  |  | 886  |  
|                                                                               |  |      |     
|Royalties received from associates7                                            |  |      | 18   |   |      |  | 25   |      |  |  | 27   |  
|                                                                               |  |      |     
|Royalties received from joint ventures8                                        |  |      | 1    |   |      |  | 2    |      |  |  | 2    |  
|                                                                               |  |      |     
|Management fees, guarantee fees and other recoveries received from associates9 |  |      | 14   |   |      |  | 11   |      |  |  | 17   |  
|                                                                               |  |      |     
|Marketing fees paid to associates10                                            |  |      | (1   | ) |      |  | -    |      |  |  | -    |  
|                                                                               |  |      |     
|Management fees paid to joint ventures11                                       |  |      | (2   | ) |      |  | (2   | )    |  |  | (2   | )
|                                                                               |  |      |     
|Sale of associate to joint venture12                                           |  |      | -    |   |      |  | -    |      |  |  | 21   |  

1The group purchased canned Coca-Cola products for resale from Coca-Cola Canners of
Southern Africa (Pty) Limited (Coca-Cola Canners); inventory from Distell Group Ltd (Distell), Associated Fruit Processors (Pty) Ltd (AFP) and Delta Corporation Ltd (Delta); and accommodation from Tsogo Sun.

2 The group purchased lager from MillerCoors LLC (MillerCoors).

3 The group made sales of lager to Tsogo Sun, Delta, Anadolu Efes Biracılık ve Malt Sanayii AŞ
(Anadolu Efes), International Trade and Supply Ltd (ITSL) and Distell.

4 The group made sales to MillerCoors.



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31. Related party transactions (continued)



5 The group had dividends receivable from China Resources Snow
Breweries Ltd (CR Snow) of US$228 million (2014 and 2013: US$nil), Castel of US$108 million (2014: US$97 million, 2013: US$21 million), Coca-Cola Canners of US$5 million (2014: US$5 million, 2013: US$11 million), Distell of US$18 million (2014:
US$20 million, 2013: US$21 million), Tsogo Sun of US$24 million (2014: US$34 million, 2013: US$33 million), Delta of US$18 million (2014: US$17 million, 2013: US$12 million), ITSL of US$21 million (2014: US$18 million, 2013: US$14 million), Grolsch
(UK) Ltd of US$1 million (2014: US$1 million, 2013: US$1 million), and Anadolu Efes of US$nil (2014: US$32 million, 2013: US$nil).

6 The group received dividends from MillerCoors.

7 The group
received royalties from Delta and Anadolu Efes.

8The group received royalties from MillerCoors.

9The group received management fees from Delta, guarantee fees from Delta and Castel, consulting fees from Anadolu
Efes and other recoveries from AFP.

10The group paid marketing fees to ITSL.

11The group paid management fees to MillerCoors.

12In 2013 the group sold its interest in Fosters USA LLC to MillerCoors for cash consideration.



|                                    |  |      |     |   |      |  |      | 
|----------------------------------- |  | ---- | --- | - | ---- |  | ---- | 
|                                    |  | 2015 |     |   | 2014 | 
|At 31 March                         |  | US$m |     |   | US$m | 
|                                    | 
|Amounts owed by associates - trade1 |  |      | 28  |   |      |  | 42   | 
|                                    |  |     
|Amounts owed by joint ventures2     |  |      | 4   |   |      |  | 5    | 
|                                    |  |     
|Amounts owed to associates3         |  |      | (38 | ) |      |  | (39) | 
|                                    |  |     
|Amounts owed to joint ventures4     |  |      | (18 | ) |      |  | (16) | 
|                                    | 

1Amounts owed by AFP, Delta, Coca-Cola Canners, Castel, ITSL and Anadolu Efes.

2Amounts owed by MillerCoors.

3 Amounts owed to AFP and Castel.

4Amounts owed to MillerCoors.

Guarantees provided in respect of associates bank facilities are detailed in note 21.

c. Transactions with key management

The group has a related party relationship
with the directors of the group and members of the excom as key management. Key management compensation is provided in note 6c.

32. Post balance sheet events

On 15 May 2015 the group announced it was to acquire 100% of Meantime Brewing Company, a UK modern craft brewer. The transaction completed on 4 June
2015.

On 24 June 2015 Moodys Investors Service lifted the groups credit rating to A3 with a stable outlook from Baa1 with a positive outlook.

33. Principal subsidiaries, associates and joint ventures

The principal
subsidiary undertakings of the group as at 31 March were as follows.



|                                   |  |                |  |  |  |                           |  |                    |      |  |      |  |      | 
|---------------------------------- |  | -------------- |  |  |  | ------------------------- |  | ------------------ | ---- |  | ---- |  | ---- | 
|                                   |  | Country of     |  |  |  | Principal                 |  | Effective interest |     
|Name                               |  | incorporation  |  |  |  | activity                  |  | 2015               |      |  | 2014 | 
|                                   | 
|Corporate                          |  |                |  |  |  |                           |  |                    |      |  |      |  |      | 
|SABMiller Holdings Ltd             |  | United Kingdom |  |  |  | Holding company           |  |                    | 100% |  |      |  | 100% | 
|SABMiller Africa & Asia BV1        |  | Netherlands    |  |  |  | Holding company           |  |                    | 100% |  |      |  | 100% | 
|SABMiller Holdings SA Ltd          |  | United Kingdom |  |  |  | Holding company           |  |                    | 100% |  |      |  | 100% | 
|SABMiller International BV         |  | Netherlands    |  |  |  | Trademark owner           |  |                    | 100% |  |      |  | 100% | 
|SABMiller SAF Limited              |  | United Kingdom |  |  |  | Holding company/Financing |  |                    | 100% |  |      |  | 100% | 
|SABMiller Southern Investments Ltd |  | United Kingdom |  |  |  | Holding company           |  |                    | 100% |  |      |  | 100% | 
|SABMiller Procurement GmbH         |  | Switzerland    |  |  |  | Procurement               |  |                    | 100% |  |      |  | 100% | 
|SABSA Holdings Ltd                 |  | South Africa   |  |  |  | Holding company           |  |                    | 100% |  |      |  | 100% | 
|SABMiller America Holdings Ltd     |  | United Kingdom |  |  |  | Holding company           |  |                    | 100% |  |      |  | 100% | 
|SABMiller Australia Holdings Ltd   |  | United Kingdom |  |  |  | Holding company           |  |                    | 100% |  |      |  | 100% | 
|SABMiller SI Ltd                   |  | United Kingdom |  |  |  | Holding company           |  |                    | 100% |  |      |  | 100% | 



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33. Principal subsidiaries, associates and
joint ventures (continued)



|                                                     |  |                |  |  |  |                                     |  |                    |      |  |      |  |      | 
|---------------------------------------------------- |  | -------------- |  |  |  | ----------------------------------- |  | ------------------ | ---- |  | ---- |  | ---- | 
|                                                     |  | Country of     |  |  |  | Principal                           |  | Effective interest |     
|Name                                                 |  | incorporation  |  |  |  | activity                            |  | 2015               |      |  | 2014 | 
|                                                     | 
|Latin American operations                            |  |                |  |  |  |                                     |  |                    |      |  |      |  |      | 
|Bavaria SA                                           |  | Colombia       |  |  |  | Brewing/Soft drinks                 |  |                    | 99%  |  |      |  | 99%  | 
|Cervecería Argentina SA Isenbeck                     |  | Argentina      |  |  |  | Brewing                             |  |                    | 100% |  |      |  | 100% | 
|Cervecería del Valle SA                              |  | Colombia       |  |  |  | Brewing                             |  |                    | 99%  |  |      |  | 99%  | 
|Cervecería Hondureña, SA de CV                       |  | Honduras       |  |  |  | Brewing/Soft drinks                 |  |                    | 99%  |  |      |  | 99%  | 
|Cervecería Nacional (CN) SA2                         |  | Ecuador        |  |  |  | Brewing                             |  |                    | 96%  |  |      |  | 96%  | 
|Cervecería Nacional SA2                              |  | Panama         |  |  |  | Brewing                             |  |                    | 97%  |  |      |  | 97%  | 
|Cervecería San Juan SA2                              |  | Peru           |  |  |  | Brewing/Soft drinks                 |  |                    | 92%  |  |      |  | 92%  | 
|Cervecería Unión SA                                  |  | Colombia       |  |  |  | Brewing                             |  |                    | 98%  |  |      |  | 98%  | 
|Industrias La Constancia, SA de CV                   |  | El Salvador    |  |  |  | Brewing/Soft drinks                 |  |                    | 100% |  |      |  | 100% | 
|Unión de Cervecerías Peruanas Backus y Johnston SAA2 |  | Peru           |  |  |  | Brewing                             |  |                    | 94%  |  |      |  | 94%  | 
|                                                     |  |                |  |  | 
|African operations                                   |  |                |  |  |  |                                     |  |                    |      |  |      |  |      | 
|SABMiller Africa BV                                  |  | Netherlands    |  |  |  | Holding company                     |  |                    | 62%  |  |      |  | 62%  | 
|SABMiller Botswana BV                                |  | Netherlands    |  |  |  | Holding company                     |  |                    | 62%  |  |      |  | 62%  | 
|SABMiller Africa Holdings Ltd3                       |  | United Kingdom |  |  |  | Holding company                     |  |                    | 100% |  |      |  | 100% | 
|SABMiller Investments Ltd                            |  | Mauritius      |  |  |  | Holding company                     |  |                    | 80%  |  |      |  | 80%  | 
|SABMiller Investments II BV                          |  | Netherlands    |  |  |  | Holding company                     |  |                    | 80%  |  |      |  | 80%  | 
|SABMiller Nigeria Holdings BV                        |  | Netherlands    |  |  |  | Holding company                     |  |                    | 50%  |  |      |  | 50%  | 
|SABMiller Zimbabwe BV                                |  | Netherlands    |  |  |  | Holding company                     |  |                    | 62%  |  |      |  | 62%  | 
|Accra Brewery Ltd                                    |  | Ghana          |  |  |  | Brewing                             |  |                    | 60%  |  |      |  | 60%  | 
|Ambo Mineral Water Share Company                     |  | Ethiopia       |  |  |  | Soft drinks                         |  |                    | 40%  |  |      |  | 40%  | 
|Appletiser South Africa (Pty) Ltd                    |  | South Africa   |  |  |  | Fruit juices                        |  |                    | 100% |  |      |  | 100% | 
|Cervejas de Moçambique SA2                           |  | Mozambique     |  |  |  | Brewing                             |  |                    | 49%  |  |      |  | 49%  | 
|Chibuku Products Ltd                                 |  | Malawi         |  |  |  | Sorghum brewing                     |  |                    | 31%  |  |      |  | 31%  | 
|Crown Beverages Ltd                                  |  | Kenya          |  |  |  | Soft drinks                         |  |                    | 80%  |  |      |  | 80%  | 
|Heinrichs Syndicate Ltd                             |  | Zambia         |  |  |  | Soft drinks                         |  |                    | 62%  |  |      |  | 62%  | 
|Intafact Beverages Ltd                               |  | Nigeria        |  |  |  | Brewing                             |  |                    | 38%  |  |      |  | 38%  | 
|International Breweries plc2                         |  | Nigeria        |  |  |  | Brewing                             |  |                    | 36%  |  |      |  | 36%  | 
|Kgalagadi Breweries (Pty) Ltd                        |  | Botswana       |  |  |  | Brewing/Soft drinks                 |  |                    | 31%  |  |      |  | 31%  | 
|Maluti Mountain Brewery (Pty) Ltd                    |  | Lesotho        |  |  |  | Brewing/Soft drinks                 |  |                    | 24%  |  |      |  | 24%  | 
|MUBEX                                                |  | Mauritius      |  |  |  | Procurement                         |  |                    | 100% |  |      |  | 100% | 
|National Breweries plc2                              |  | Zambia         |  |  |  | Sorghum brewing                     |  |                    | 43%  |  |      |  | 43%  | 
|Nile Breweries Ltd                                   |  | Uganda         |  |  |  | Brewing                             |  |                    | 62%  |  |      |  | 62%  | 
|Pabod Breweries Ltd                                  |  | Nigeria        |  |  |  | Brewing                             |  |                    | 41%  |  |      |  | 41%  | 
|Rwenzori Bottling Company Ltd                        |  | Uganda         |  |  |  | Soft drinks                         |  |                    | 80%  |  |      |  | 80%  | 
|Southern Sudan Beverages Ltd                         |  | South Sudan    |  |  |  | Brewing                             |  |                    | 80%  |  |      |  | 80%  | 
|Swaziland Beverages Ltd                              |  | Swaziland      |  |  |  | Brewing                             |  |                    | 37%  |  |      |  | 37%  | 
|Tanzania Breweries Ltd2                              |  | Tanzania       |  |  |  | Brewing                             |  |                    | 36%  |  |      |  | 36%  | 
|The South African Breweries (Pty) Ltd                |  | South Africa   |  |  |  | Brewing/Soft drinks/Holding company |  |                    | 100% |  |      |  | 100% | 
|The South African Breweries Hop Farms (Pty) Ltd      |  | South Africa   |  |  |  | Hop farming                         |  |                    | 100% |  |      |  | 100% | 
|The South African Breweries Maltings (Pty) Ltd       |  | South Africa   |  |  |  | Maltsters                           |  |                    | 100% |  |      |  | 100% | 
|Voltic (GH) Ltd                                      |  | Ghana          |  |  |  | Soft drinks                         |  |                    | 80%  |  |      |  | 80%  | 
|Voltic Nigeria Ltd                                   |  | Nigeria        |  |  |  | Soft drinks                         |  |                    | 50%  |  |      |  | 50%  | 
|Zambian Breweries plc2                               |  | Zambia         |  |  |  | Brewing/Soft drinks                 |  |                    | 54%  |  |      |  | 54%  | 
|                                                     |  |                |  |  | 
|Asia Pacific operations                              |  |                |  |  |  |                                     |  |                    |      |  |      |  |      | 
|SABMiller Asia BV                                    |  | Netherlands    |  |  |  | Holding company                     |  |                    | 100% |  |      |  | 100% | 
|SABMiller Asia Ltd                                   |  | Hong Kong      |  |  |  | Holding company                     |  |                    | 100% |  |      |  | 100% | 
|SABMiller Asia Holdings Ltd4                         |  | United Kingdom |  |  |  | Holding company                     |  |                    | 100% |  |      |  | 100% | 
|SABMiller Beverage Investments Pty Ltd               |  | Australia      |  |  |  | Holding company                     |  |                    | 100% |  |      |  | 100% | 
|SKOL Beer Manufacturing Company Ltd                  |  | India          |  |  |  | Holding company                     |  |                    | 100% |  |      |  | 100% | 
|Fosters Group Pty Ltd                               |  | Australia      |  |  |  | Holding company                     |  |                    | 100% |  |      |  | 100% | 
|Cascade Brewery Company Pty Ltd                      |  | Australia      |  |  |  | Brewing                             |  |                    | 100% |  |      |  | 100% | 
|CUB Pty Ltd                                          |  | Australia      |  |  |  | Brewing                             |  |                    | 100% |  |      |  | 100% | 
|FBG Treasury (Aust) Pty Ltd                          |  | Australia      |  |  |  | Financing                           |  |                    | 100% |  |      |  | 100% | 



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33. Principal subsidiaries, associates and
joint ventures (continued)



|                                      |  |                |  |  |  |                           |  |                    |      |  |      |  |      | 
|------------------------------------- |  | -------------- |  |  |  | ------------------------- |  | ------------------ | ---- |  | ---- |  | ---- | 
|                                      |  | Country of     |  |  |  | Principal                 |  | Effective interest |     
|Name                                  |  | incorporation  |  |  |  | activity                  |  | 2015               |      |  | 2014 | 
|                                      | 
|                                      |  |                |  |  | 
|Asia Pacific operations (continued)   |  |                |  |  |  |                           |  |                    |      |  |      |  |      | 
|                                      |  |                |  |  | 
|Queensland Breweries Pty Ltd          |  | Australia      |  |  |  | Brewing                   |  |                    | 100% |  |      |  | 100% | 
|                                      |  |                |  |  | 
|SABMiller Breweries Private Ltd       |  | India          |  |  |  | Brewing                   |  |                    | 100% |  |      |  | 100% | 
|                                      |  |                |  |  | 
|SABMiller Vietnam Company Ltd         |  | Vietnam        |  |  |  | Brewing                   |  |                    | 100% |  |      |  | 100% | 
|                                      |  |                |  |  | 
|SABMiller India Ltd                   |  | India          |  |  |  | Brewing                   |  |                    | 99%  |  |      |  | 99%  | 
|                                      |  |                |  |  | 
|European operations                   |  |                |  |  |  |                           |  |                    |      |  |      |  |      | 
|                                      |  |                |  |  | 
|SABMiller Europe BV1                  |  | Netherlands    |  |  |  | Holding company           |  |                    | 100% |  |      |  | 100% | 
|                                      |  |                |  |  | 
|SABMiller Holdings Europe Ltd         |  | United Kingdom |  |  |  | Holding company           |  |                    | 100% |  |      |  | 100% | 
|                                      |  |                |  |  | 
|SABMiller Netherlands Coöperatieve WA |  | Netherlands    |  |  |  | Holding company           |  |                    | 100% |  |      |  | 100% | 
|                                      |  |                |  |  | 
|Birra Peroni Srl                      |  | Italy          |  |  |  | Brewing                   |  |                    | 100% |  |      |  | 100% | 
|                                      |  |                |  |  | 
|Compañia Cervecera de Canarias SA     |  | Spain          |  |  |  | Brewing                   |  |                    | 51%  |  |      |  | 51%  | 
|                                      |  |                |  |  | 
|Dreher Sörgyárak Zrt                  |  | Hungary        |  |  |  | Brewing                   |  |                    | 100% |  |      |  | 100% | 
|                                      |  |                |  |  | 
|Grolsche Bierbrouwerij Nederland BV   |  | Netherlands    |  |  |  | Brewing                   |  |                    | 100% |  |      |  | 100% | 
|                                      |  |                |  |  | 
|Kompania Piwowarska SA                |  | Poland         |  |  |  | Brewing                   |  |                    | 100% |  |      |  | 100% | 
|                                      |  |                |  |  | 
|Miller Brands (UK) Ltd                |  | United Kingdom |  |  |  | Sales and distribution    |  |                    | 100% |  |      |  | 100% | 
|                                      |  |                |  |  | 
|Pivovary Topvar as                    |  | Slovakia       |  |  |  | Brewing                   |  |                    | 100% |  |      |  | 100% | 
|                                      |  |                |  |  | 
|Plzeňský Prazdroj as                  |  | Czech Republic |  |  |  | Brewing                   |  |                    | 100% |  |      |  | 100% | 
|                                      |  |                |  |  | 
|Ursus Breweries SA                    |  | Romania        |  |  |  | Brewing                   |  |                    | 99%  |  |      |  | 99%  | 
|                                      |  |                |  |  | 
|North American operations             |  |                |  |  |  |                           |  |                    |      |  |      |  |      | 
|                                      |  |                |  |  | 
|SABMiller Holdings Inc                |  | USA            |  |  |  | Holding company/Financing |  |                    | 100% |  |      |  | 100% | 
|                                      |  |                |  |  | 
|Miller Brewing Company                |  | USA            |  |  |  | Holding company           |  |                    | 100% |  |      |  | 100% | 
|                                      |  |                |  |  |  |                           |  |                    |      |  |      |  |      | 
|                                      | 



|1 | Operates and resident for tax purposes in the United Kingdom.
|- | -------------------------------------------------------------

|2 | Listed in country of incorporation.
|- | -----------------------------------

|3 | Previously SABMiller (A&A) Ltd.
|- | -------------------------------

|4 | Previously SABMiller (A&A2) Ltd.
|- | --------------------------------

The group comprises a large number of companies. The list above includes those
subsidiary undertakings which materially affect the profit or net assets of the group, or a business segment, together with the principal intermediate holding companies of the group. With the exception of those noted above, the principal country in
which each of the above subsidiary undertakings operates is the same as the country in which each is incorporated.

Where the groups nominal interest in the
equity share capital of an undertaking is less than 50%, the basis on which the undertaking is a subsidiary undertaking of the group is as follows.

African
operations

The groups effective interest in the majority of its African operations was diluted as a result of the disposal of a 38% interest in SABMiller
Africa BV and SABMiller Botswana BV on 1 April 2001, in exchange for a 20% interest in the Castel groups African beverage interests. The operations continue to be consolidated due to the groups majority shareholdings, and ability to
control the operations.

Kgalagadi Breweries (Pty) Ltd (KBL)

SABMiller
Botswana holds a 40% interest in Kgalagadi Breweries (Pty) Ltd with the remaining 60% interest held by Sechaba Brewery Holdings Ltd. SABMiller Botswanas shares entitle the holder to twice the voting rights of those shares held by Sechaba
Brewery Holdings Ltd. SABMiller Africa BVs 10.1% indirect interest is held via a 16.8% interest in Sechaba Brewery Holdings Ltd.

Maluti Mountain Brewery
(Pty) Ltd (Maluti)

SABMiller Africa BV holds a 39% interest in Maluti with the remaining interest held by a government authority, the Lesotho National
Development Corporation (51%), the Privatisation Unit (5.25%), and the Lesotho Unit Trust (4.75%). Maluti is treated as a subsidiary undertaking based on the groups ability to control its operations through its board representation. The day to
day business operations are managed in accordance with a management agreement with a group company.



78



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|SABMiller plc
 Notes to the consolidated financial statements (continued) |  | LOGO





33. Principal subsidiaries, associates and
joint ventures (continued)



Associates and joint ventures

The principal associates and joint ventures of the group as at 31 March are as set out below. Where the groups interest in an associate or a joint venture is
held by a subsidiary undertaking which is not wholly owned by the group, the subsidiary undertaking is indicated in a note below.



|                                                        |  |                       |  |                         |                    |                                                                |      |                    |     |      |  |  |     | 
|------------------------------------------------------- |  | --------------------- |  | ----------------------- | ------------------ | -------------------------------------------------------------- | ---- | ------------------ | --- | ---- |  |  | --- | 
|                                                        |  | Country of            |  | Nature of 
relationship |                    |                                                                |      | Effective interest |    
|Name                                                    |  | incorporation         |  |                         | Principal activity |                                                                | 2015 |                    |     | 2014 | 
|                                                        |  |                       |  |                         |                   
|African operations                                      |  |                       |  |                         |                    |                                                                |      |                    |     |      |  |  |     | 
|                                                        |  |                       |  |                         |                   
|BIH Brasseries Internationales Holding Ltd1             |  | Gibraltar             |  | Associate               |                    | Holding company for subsidiaries principally located in Africa |      |                    | 20% |      |  |  | 20% | 
|                                                        |  |                       |  |                         |                   
|Société des Brasseries et Glacières Internationales SA1 |  | France                |  | Associate               |                    | Holding company for subsidiaries principally located in Africa |      |                    | 20% |      |  |  | 20% | 
|                                                        |  |                       |  |                         |                   
|Algerienne de Bavaroise Spa1,2                          |  | Algeria               |  | Associate               |                    | Brewing                                                        |      |                    | 40% |      |  |  | 40% | 
|                                                        |  |                       |  |                         |                   
|BIH Brasseries Internationales Holding (Angola) Ltd1    |  | Gibraltar             |  | Associate               |                    | Brewing/Soft drinks                                            |      |                    | 27% |      |  |  | 27% | 
|                                                        |  |                       |  |                         |                   
|Coca-Cola Canners of Southern Africa (Pty) Ltd1         |  | South Africa          |  | Associate               |                    | Canning of beverages                                           |      |                    | 32% |      |  |  | 32% | 
|                                                        |  |                       |  |                         |                   
|Delta Corporation Ltd3,4                                |  | Zimbabwe              |  | Associate               |                    | Brewing/Soft drinks                                            |      |                    | 25% |      |  |  | 25% | 
|                                                        |  |                       |  |                         |                   
|Distell Group Ltd3,5                                    |  | South Africa          |  | Associate               |                    | Wines and spirits                                              |      |                    | 27% |      |  |  | 27% | 
|                                                        |  |                       |  |                         |                   
|Marocaine dInvestissements et de Services SA1,3,6      |  | Morocco               |  | Associate               |                    | Brewing                                                        |      |                    | 40% |      |  |  | 40% | 
|                                                        |  |                       |  |                         |                   
|Skikda Bottling Company SARL1,2                         |  | Algeria               |  | Associate               |                    | Soft drinks                                                    |      |                    | 40% |      |  |  | 40% | 
|                                                        |  |                       |  |                         |                   
|Société de Boissons de IOuest Algerien SARL1,2         |  | Algeria               |  | Associate               |                    | Soft drinks                                                    |      |                    | 40% |      |  |  | 40% | 
|                                                        |  |                       |  |                         |                   
|Société des Nouvelles Brasseries1,2                     |  | Algeria               |  | Associate               |                    | Brewing                                                        |      |                    | 40% |      |  |  | 40% | 
|                                                        |  |                       |  |                         |                   
|Asia Pacific operations                                 |  |                       |  |                         |                    |                                                                |      |                    |     |      |  |  |     | 
|                                                        |  |                       |  |                         |                   
|China Resources Snow Breweries Ltd1                     |  | British VirginIslands |  | Associate               |                    | Holding company for brewing subsidiaries located in China      |      |                    | 49% |      |  |  | 49% | 
|                                                        |  |                       |  |                         |                   
|European operations                                     |  |                       |  |                         |                    |                                                                |      |                    |     |      |  |  |     | 
|                                                        |  |                       |  |                         |                   
|Anadolu Efes Biracılık ve Malt Sanayii AŞ1,3            |  | Turkey                |  | Associate               |                    | Brewing/Soft drinks                                            |      |                    | 24% |      |  |  | 24% | 
|                                                        |  |                       |  |                         |                   
|Grolsch (UK) Ltd                                        |  | United Kingdom        |  | Associate               |                    | Brewing                                                        |      |                    | 50% |      |  |  | 50% | 
|                                                        |  |                       |  |                         |                   
|International Trade and Supply Ltd1                     |  | British VirginIslands |  | Associate               |                    | Sales and distribution                                         |      |                    | 40% |      |  |  | 40% | 
|                                                        |  |                       |  |                         |                   
|North American operations                               |  |                       |  |                         |                    |                                                                |      |                    |     |      |  |  |     | 
|                                                        |  |                       |  |                         |                   
|MillerCoors LLC1,7                                      |  | USA                   |  | Joint venture           |                    | Brewing                                                        |      |                    | 58% |      |  |  | 58% | 
|                                                        |  |                       |  |                         |                   
|Hotels and Gaming                                       |  |                       |  |                         |                    |                                                                |      |                    |     |      |  |  |     | 
|                                                        |  |                       |  |                         |                   
|Tsogo Sun Holdings Ltd3,8                               |  | South Africa          |  | Associate               |                    | Holding company for Hotels and Gaming operations               |      |                    | -   |      |  |  | 40% | 
|                                                        | 



|1 | These entities report their financial results for each 12-month period ending 31 December.
|- | ------------------------------------------------------------------------------------------

|2 | Effective 18 March 2004, SABMiller acquired 25% of the Castel groups holding in these entities. Together with its 20% interest in the Castel groups African beverage interests, this gives SABMiller
participation on a 40:60 basis with the Castel group.
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|3 | Listed in country of incorporation.
|- | -----------------------------------

|4 | Interests in this company are held by SABMiller Africa BV which is held 62% by SABMiller Holdings Ltd.
|- | ------------------------------------------------------------------------------------------------------

|5 | This entity reports its financial results for each 12-month period ending 30 June.
|- | ----------------------------------------------------------------------------------

|6 | SABMiller acquired a 25% direct interest in this holding company on 18 March 2004 which has controlling interests in three breweries, a malting plant and a wet depot in Morocco. This 25% interest together with its
20% interest in the Castel groups African beverage interests, gives SABMiller an effective participation of 40% and the other 60% is held by the Castel groups Africa beverage interests.
|- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|7 | SABMiller shares joint control of MillerCoors with Molson Coors Brewing Company under a shareholders agreement. Voting interests are shared equally between SABMiller and Molson Coors, and each of SABMiller and
Molson Coors has equal board representation. Under the agreement SABMiller has a 58% economic interest in MillerCoors and Molson Coors has a 42% economic interest.
|- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|8 | In August 2014 the group disposed of its investment in Tsogo Sun Holdings Limited through an institutional placing and share buyback.
|- | -------------------------------------------------------------------------------------------------------------------------------------

The principal country in which each of the above associated undertakings operates is the same as the country in which each is incorporated. However,
Société des Brasseries et Glacières Internationales SA, BIH Brasseries Internationales Holding Ltds (Castel) and BIH Brasseries Internationales Holding (Angola) Ltds principal subsidiaries are in Africa, China
Resources Snow Breweries Ltd operates in Hong Kong and its principal subsidiaries are in the Peoples Republic of China, and International Trade and Supply Ltd operates in the United Arab Emirates.



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Independent Auditors Report

To themembers of SABMiller plc

We have audited the accompanying consolidated financial statements of SABMiller plc and its subsidiaries, which comprise the
consolidated income statement, the consolidated statement of comprehensive income, consolidated cash flow statement, consolidated statement of changes in equity, and related notes for the year ended March 31, 2013.

Managements Responsibility for the Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with International Financial Reporting
Standards as adopted by the International Accounting Standards Board; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free
from material misstatement, whether due to fraud or error.

Auditors Responsibility

Our responsibility is to express an opinion on the consolidated financial statements based on our audit. We conducted our audit in accordance with auditing standards
generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected
depend on our judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the
Companys preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
Companys internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as
evaluating the overall presentation of the consolidated financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the consolidated financial statements
referred to above present fairly, in all material respects, the results of operations and cash flows of SABMiller plc and its subsidiaries for the year ended 31 March 2013 in accordance with International Financial Reporting Standards as issued
by the International Accounting Standards Board.

As discussed in Note 2 to the consolidated financial statements, SABMiller plc has consolidated their Africa and
South Africa: Beverages divisions into one division for management purposes.



| |  | 
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PricewaterhouseCoopers LLP, 1 Embankment Place, London, WC2N 6RH

T: +44 (0) 2075 835 000, F: +44 (0) 2072 124 652, www.pwc.co.uk

PricewaterhouseCoopers LLP is a limited liability partnership registered in England with registered number OC303525. The registered office of
PricewaterhouseCoopers LLP is 1 Embankment Place, London WC2N 6RH. PricewaterhouseCoopers LLP is authorised and regulated by the Financial Conduct Authority for designated investment business.



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Other Matter

The accompanying
consolidated balance sheet of SABMiller plc as of March 31, 2015 and March 31, 2014, and the consolidated statements of income, of comprehensive income, of cash flows, of changes in equity, and related notes for the years ended March 31, 2015 and
March 31, 2014 were not audited, reviewed, or compiled by us and, accordingly, we do not express an opinion or any other form of assurance on them.

/s/
PricewaterhouseCoopers LLP

London, United Kingdom

August 4, 2014,except for the effects of the change in the composition of reportable segments in Note 2 as to which the date is July 1, 2015.