Annual Financial Statements


Financial Statements for the year ended 31 December 2008


Notes to the Annual Financial Statements (30 - 36)


31. RETIREMENT BENEFITS
  Pension and Provident Fund Schemes
  Tongaat Hulett contributes towards retirement benefits for substantially all permanent employees who, depending on preference or local legislation, are required to be a member of either a Tongaat Hulett implemented scheme or of various designated industry or state schemes. The Tongaat Hulett schemes are governed by the relevant retirement fund legislation. Their assets consist primarily of listed shares, fixed income securities, property investments and money market instruments and are held separately from those of Tongaat Hulett. The scheme assets are administered by boards of trustees, each of which includes elected employee representatives.
   
  Defined Contribution Pension and Provident Schemes
  There are three defined contribution schemes, one of which is located in Swaziland. The latest audited financial statements of these schemes all reflect a satisfactory state of affairs. Contributions of R22 million were expensed during the year (2007 - R18 million).
   
  Defined Benefit Pension Scheme
  There is one defined benefit scheme, The Tongaat-Hulett Pension Fund (the Fund), for employees including those of Hulamin Limited. The Fund is actuarially valued at intervals of not more than three years using the projected unit credit method. In the statutory actuarial valuation of the scheme as at 31 December 2007 the Fund was certified by the reporting actuary to be in a sound financial position. With effect from 7 December 2001 the Pension Funds Second Amendment Act was promulgated. This Act required the Fund to submit a plan for the apportionment on a fair basis to the employer and past and current members of the Fund of the actuarial surplus as at 31 December 2001. The 2001 apportionment plan was approved by the Financial Services Board in May 2007. During 2008, Tongaat Hulett became unconditionally entitled to its share of the employer surplus account pursuant to the 2001 apportionment plan and an amount of R86 million was recognised as an asset. The manner in which the Fund proceeds following the unbundling of Hulamin from Tongaat Hulett and the split between the employers participating in the Fund has yet to be finalised and/or made unconditional. Consequently, no further surplus apportionment has been recognised.
   
  An actuarial valuation of liabilities, based on the existing Benefits, carried out as at 31 December 2008 in accordance with IAS 19 showed the present value of obligations to be adequately covered by the fair value of the scheme assets.

    2008 2007
    Rmillion Rmillion
  Details of the valuation of the Fund (100%) are as follows:    
       
  Fair value of plan assets    
  Balance at beginning of year 6 544 5 945
  Expected return on scheme assets 520 460
  Employer contributions 52 45
  Members' contributions 41 36
  Benefits paid (549) (457)
  Net member transfers (24) (15)
  Actuarial (loss)/gain (1 047) 530
       
  Balance at end of year 5 537 6 544
       
  Present value of defined benefits obligation    
  Balance at beginning of year 4 444 4 202
  Current service cost 118 97
  Interest cost 350 322
  Members' contributions 41 36
  Benefits paid (549) (457)
  Net member transfers (24) (15)
  Actuarial loss 75 259
       
  Balance at end of year 4 455 4 444
       
  Fund assets less member liabilities, before reserves 1 082 2 100
       
       

  Asset information:    
  Equities 3 542 3 896
  Fixed interest bonds 751 647
  Property 101 151
  Cash 1 143 1 850
    5 537 6 544
  Included in the assets of the scheme are ordinary shares    
  held in Tongaat Hulett Limited, stated at fair value 95 136
  Actual return on scheme assets (527) 990
       
  The principal actuarial assumptions are:    
  Discount rate 7,25% 8,25%
  Salary cost and pension increase 4,25% 5,25%
  Expected rate of return on assets 8,25% 8,00%
       
  Experience gains and (losses) on:    
  Plan liabilities (137) (137)
  Percentage of the present value of the plan liabilities 3,1% 3,1%
  Plan assets (1 047) 530
  Percentage of plan assets (18,9%) 8,1%
  Estimated contributions payable in the next financial year 58 48
       
  Basis used to determine the rate of return on assets    
  The expected rate of return on assets has been calculated using the discount rate at the beginning of the year, which corresponds to that used in the previous valuation. This is a reasonably conservative approach, adopted on the basis that the additional returns anticipated on certain other asset classes in which the Fund is invested (e.g. equities) can only be achieved with increased risk.
       
  Post-Retirement Medical Aid Benefits    
  The obligation to pay medical aid contributions after retirement is no longer part of the conditions of employment for employees engaged after 30 June 1996. A number of pensioners and current employees, however, remain entitled to this benefi t. The entitlement to this benefi t for current employees is dependent upon the employee remaining in service until retirement and completing a minimum service period of ten years. The unfunded liability for post-retirement medical aid benefi ts is determined actuarially each year and comprises:

    Consolidated       Company     
    2008 2007 2008 2007
    Rmillion Rmillion Rmillion Rmillion
  Amounts recognised in the balance sheet:        
  Present value of unfunded obligations 281 246 281 246
  Unrecognised actuarial losses (58) (37) (58) (37)
  Net liability in balance sheet 223 209 223 209
           
  The liability is reconciled as follows:        
  Net liability at beginning of year 209 241 209 198
  Hulamin unbundling   (43)    
  Net expense recognised in income statement 30 26 30 26
  Contributions (16) (15) (16) (15)
           
  Net liability at end of year 223 209 223 209
           
  Amounts recognised in the income statement:        
  Service costs 2 3 2 3
  Interest costs 20 18 20 18
  Net actuarial losses recognised 8 5 8 5
    30 26 30 26
  The principal actuarial assumptions applied are:        
  Discount rate 7,25% 8,25% 7,25% 8,25%
  Health care cost inflation rate 5,00% 5,75% 5,00% 5,75%
           
  Sensitivity of healthcare cost trend rates:        
  1% increase in trend rate - effect on the aggregate of the service and interest cost 3 3 3 3
  1% increase in trend rate - effect on the obligation 33 29 33 29
  1% decrease in trend rate - effect on the aggregate of the service and interest cost 2 2 2 2
  1% decrease in trend rate - effect on the obligation 28 24 28 24
           
  Estimated contributions payable in the next financial year: 18 16 18 16
           
  Experience losses:        
  Discount rate 22 11 22 11
  Percentage of the present value of the plan liabilities 7,8% 4,5% 7,8% 4,5%
           
  Retirement Gratuities        
  Tongaat Hulett has in the past made payments, on retirement, to eligible employees who have remained in service until retirement, and have completed a minimum service period of ten years. The unfunded liability for retirement gratuities which is determined actuarially each year comprises:

    Consolidated        Company      
    2008 2007 2008 2007
    Rmillion Rmillion Rmillion Rmillion
  Amounts recognised in the balance sheet:        
  Present value of unfunded obligations 67 56 67 56
  Unrecognised actuarial losses (12) (5) (12) (5)
           
  Net liability in balance sheet 55 51 55 51
           
  The liability is reconciled as follows:        
  Net liability at beginning of year 51 55 51 48
  Hulamin unbundling   (7)    
  Net expense recognised in income statement 9 8 9 8
  Payments made (5) (5) (5) (5)
           
  Net liability at end of year 55 51 55 51
           
  Amounts recognised in the income statement:        
  Service costs 3 3 3 3
  Interest costs 5 4 5 4
  Net actuarial losses recognised 1 1 1 1
    9 8 9 8
  The principal actuarial assumptions applied are:        
  Discount rate 7,25% 8,25% 7,25% 8,25%
  Salary inflation rate 5,00% 5,75% 5,00% 5,75%
  Estimated contributions payable in the next financial year: 5 5 5 5
  Experience losses:        
  On plan liabilities 9 3 9 3
  Percentage of the present value of the plan liabilities 13,4% 5,4% 13,4% 5,4%

32. DIRECTORS' EMOLUMENTS AND INTERESTS (R000)        
           
  Directors' remuneration        
           
  The directors' remuneration for the year ended 31 December 2008 was as follows:      
        Retirement  
    Cash   and medical  
  Name Package Bonus contributions Total
  Executive directors:        
  B G Dunlop 2 541 1 164 287 3 992
  M H Munro 2 290 1 065 271 3 626
  P H Staude 4 430 2 746 474 7 650
    9 261 4 975 1 032 15 268
   
  Bonuses are reported to match the amount payable to the applicable financial year.
  The directors' remuneration for the year ended 31 December 2007 was as follows:
        Retirement  
    Cash   and medical  
  Name Package Bonus contributions Total
  Executive directors:        
  B G Dunlop 2 341 808 282 3 431
  M H Munro 2 036 987 242 3 265
  P H Staude 4 053 2 553 434 7 040
  Directors who came off the Board in 2007 5 070   601 5 671
    13 500 4 348 1 559 19 407
           
  Bonuses are reported to match the amount payable to the applicable fi nancial year.
   
  Share incentive gains
  Following the approval by shareholders of the split of the Tongaat-Hulett Group into two separate listed entities, Tongaat Hulett and Hulamin and with the circular to shareholders relating to the corporate transactions including detail on the approach to the share incentive schemes, certain share incentive scheme transactions, prior to the corporate restructuring, were concluded. These transaction are included in the share incentive gains set out below for 2007 and were settled by the delivery of shares, some of which were sold, inter alia to meet tax payments, with the remainder being held in shares in Tongaat Hulett.
     2008 2007
  Executive directors:    
  B G Dunlop 710 5 641
  M H Munro 563 8 212
  P H Staude 1 789 17 861
  Directors who came off the Board in 2007   34 029
    3 062 65 743
       
  Tongaat-Hulett Group Limited incentive bonus on Hulamin unbundling and introduction of BEE
  In June 2006 the Tongaat-Hulett Group board introduced an incentive plan whereby the executive directors and the chief executive officer could earn a maximum potential payment ranging from 30% to 50% of cash package for the successful implementation of the Hulamin unbundling and the introduction of BEE equity participation in both Tongaat Hulett and Hulamin. Following the successful implementation of these transactions, the board approved the payment of the bonus, as set out below.
     2008 2007
  Executive directors:    
  B G Dunlop n/a 650
  M H Munro n/a 905
  P H Staude n/a 2 045
  Directors who came off the Board in 2007 n/a 3 239
      6 839
  n/a = not applicable    
      2008     2007  
  Name Fees Other Total Fees Other Total
  Non-executive directors:            
  P M Baum 163 65 228 150 60 210
  E le R Bradley 163 228 391 150 210 360
  F Jakoet* 41   41      
  J John 163 82 245 75 38 113
  J B Magwaza 163   163 150 80 230
  T V Maphai* 41   41      
  M Mia 163 277 440 150 195 345
  N Mjoli-Mncube* 41   41      
  T H Nyasulu 163   163 150   150
  C M L Savage 550 65 615 535 100 635
  C B Sibisi 163   163 75   75
  R H J Stevens 163 40 203 150 80 230
  J G Williams 163   163 34   34
  Directors who retired/resigned during 2007       441 123 564
    2 140 757 2 897 2 060 886 2 946
               
  * Appointment to the Board with effect from 1 October 2008.            
               
  Declaration of full disclosure            
  Other than that disclosed above, no consideration was paid to, or by any third party, or by the company itself, in respect of services of the company's directors, as directors of the company, during the year ended 31 December 2008.
   
  Interest of directors of the company in share capital
  The aggregate holdings as at 31 December 2008 of those directors of the company holding issued ordinary shares of the company are detailed below. Holdings are beneficial except where indicated otherwise.

         2008      2007
    Direct Indirect Direct Indirect
  Name shares shares shares shares
  Executive directors:        
  B G Dunlop 17 384   14 654  
  M H Munro 19 063   12 171  
  P H Staude 78 391   55 868  
    114 838   82 693  
  Non-executive directors:        
  E le R Bradley   94 847   94 847
  E le R Bradley (non-benefi cial)+   12 710   24 647
  J B Magwaza 5 501   5 501  
  C M L Savage 22 923 69 930 22 923 69 930
  R H J Stevens 590   590  
    29 014 177 487 29 014 189 424
           
  +Excludes 11 937 shares in respect of which it has been determined that Mrs Bradley has no right to vote and dispose.
   

33. EMPLOYEE SHARE INCENTIVE SCHEMES
  The adoption of IFRS 2 Share-based Payment (IFRS 2) in 2005 required that all awards made after 7 November 2002 be accounted for in the financial statements of the company. IFRS 2 has therefore been applied to The Tongaat-Hulett Group Limited 2001 Share Option Scheme in respect of the awards made on 14 April 2003, 1 October 2003 and 21 April 2004 and to the new share incentive scheme comprising the Share Appreciation Right Scheme 2005 (SARS), the Long Term Incentive Plan 2005 (LTIP) and the Deferred Bonus Plan 2005 (DBP).
   
  Details of awards in terms of the company's share incentive schemes are as follows:
  As a result of the unbundling of Hulamin, participants in these share schemes who had not exercised their rights at the unbundling date converted their existing Tongaat-Hulett Group Limited instruments into two components, a Tongaat Hulett Limited component and a Hulamin Limited component, as detailed in the 2007 Annual Report. The obligation to settle these share schemes is in accordance with the following principles, which are in accordance with the Unbundling Agreement. Tongaat Hulett is obliged to settle all benefits under these share schemes for its own employees only, using Tongaat Hulett shares. It will settle the outstanding share scheme instruments that arise after the award adjustments for its own employees, by purchasing Tongaat Hulett shares in the market, or by issuing Tongaat Hulett shares. The benefit for the Hulamin component will be determined with reference to the Hulamin share price, and the Tongaat Hulett component with respect to the Tongaat Hulett share price, however, benefits arising from the Hulamin component will be settled using Tongaat Hulett shares.
   
  The Tongaat-Hulett Employees Share Incentive Scheme and The Tongaat-Hulett Group Limited 2001 Share Option Scheme (the Original Share Option Schemes)
  Under the original share option schemes, participating employees were awarded share options in the company. On vesting, the employee is entitled to purchase shares in the company and immediately sell the shares at the market price, thereby benefiting from the appreciation in the share price.

The option price and number of unexercised options after the unbundling of Hulamin were apportioned into a Tongaat Hulett component (Tongaat Hulett) and a Hulamin component (Hulamin), as detailed in the 2007 Annual Report.

    Option price (Rand)     Number of options Options exercised Options forfeited    Number of options
    Apportioned at 31 December 2007 2008 2008 at 31 December 2008
  Expiring Tongaat Hulamin Tongaat Hulamin Tongaat Hulamin Tongaat Hulamin Tongaat Hulamin
  ten years from Hulett   Hulett   Hulett   Hulett   Hulett  
                       
  4 November 1998 25,40 7,85 8 000 8 000 8 000 8 000        
  5 March 1999 25,13 7,77 128 300 129 300 100 000 14 855     28 300 114 445
  7 May 1999 30,63 9,47 89 800 89 800 1 800 1 800     88 000 88 000
  19 May 2000 22,91 7,09 17 100 17 100         17 100 17 100
  12 January 2001 30,44 9,41 20 300 20 300         20 300 20 300
  16 May 2001 30,55 9,45 134 000 136 700 5 000 2 000     129 000 134 700
  15 August 2001 32,08 9,92 3 500 3 500         3 500 3 500
  13 May 2002 37,88 11,72 197 200 200 700 24 400 9 500     172 800 191 200
  14 April 2003 24,37 7,53 195 250 196 850 12 660 31 800     182 590 165 050
  1 October 2003 26,35 8,15 30 000 30 000         30 000 30 000
  21 April 2004 35,90 11,10 491 700 502 500 63 200 76 400 500 500 428 000 425 600
        1 315 150 1 334 750 215 060 144 355 500 500 1 099 590 1 189 895
                       
  The weighted average fair value costing of the combined Tongaat Hulett and Hulamin components of the outstanding share options granted in 2003 and 2004, determined using the binomial tree valuation model, was R11,14 per share and R16,06 per share respectively (2007 - R11,14 and R16,08).
   
  No awards were made in 2008 (2007 - nil) under the original share option schemes.
   
       The significant inputs into the model for the 2003/4 awards of the original share option schemes were:
  Share price at grant date The share option price at grant date is the share price at the date on which the share option is issued, as noted above.
     
  Exercise price The exercise price is the share price at grant date, as noted above.
  Expected option life 114 months (assume contractual plus a leaving percentage of 5%).
  Risk-free interest rate 9,84%
  Expected volatility Expected volatility of 35% is based on historical volatility determined by the statistical analysis of daily share price movements over the past three years.
  Expected dividends The measurement of the fair value of the share option did not take into account dividends, as no dividend payment was expected. A continuous dividend yield of 3,9% was used.
  Weighted average share price Tongaat Hulett component: R32,39 (2007 - R31,98) and Hulamin componentR9,91 (2007 - R9,90)
  Expected early exercise Early exercise is taken into account on an expectation basis.
  Performance (vesting) conditions There are no performance (vesting) conditions other than the passage of time.
  Non-market performance conditions No non-market conditions.
  Market performance conditions No market conditions.
     
  Weighted average remaining life:  
  - Expected  44 months (2007 - 55 months)
  - Contractual 120 months
     
  Share Appreciation Right Scheme 2005
  Under the share appreciation right scheme, participating employees are awarded the right to receive shares equal to the difference between the exercise price and the grant price, less income tax payable on such difference. The employee therefore participates in the after tax share price appreciation in the company. The vesting of the right is conditional on the achievement of Tongaat Hulett performance levels over a performance period.
   
  The grant price and number of unexercised rights after the unbundling of Hulamin were apportioned into a Tongaat Hulett component (Tongaat Hulett) and a Hulamin component (Hulamin), as detailed in the 2007 Annual Report.
 

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  The estimated fair value costing of these outstanding share appreciation rights was determined using the binomial tree valuation model and non-market performance conditions, based on the following significant inputs:
  Share price at grant date The grant price at which the share appreciation right is issued, as noted above.
  Exercise price The share price at grant date, as noted above in respect of the 2008 and 2007 awards and apportioned for the Tongaat Hulett and Hulamin components for the 2006 and 2005 awards.
     
     
  Expected option life 80 months (assume contractual plus a leaving percentage of 5%).
  Risk-free interest rate 2008 award : 8,75% (2007 award : 8,11%, 2006 award : 7,22% and
    2005 award : 8,09%).
  Expected volatility Expected volatility of 27% (2007 : 27% and 2006 and 2005 : 35%) is based on historical volatility determined by the statistical analysis of daily share price movements over the past three years.
  Expected dividends The measurement of the fair value of the share appreciation rights did not take into account dividends, as no dividend payment was expected. A continuous dividend yield of 3,5% was used for the 2008 award (2007 award : 3,44%, 2006 award : 4,0% and 2005 award : 3,9%).
  Weighted average share price As above.
  Expected early exercise Early exercise is taken into account on an expectation basis.
  Time constraints Three years from grant date.
  Performance (vesting) conditions An increase in headline earnings per ordinary share as determined by the
    Remuneration Committee. Retesting of the performance condition is allowed.
  Non-market performance conditions Growth in headline earnings per share.
  Market performance conditions No market conditions.
  Estimated fair value per right at grant date 2008 award : R16,93 (2007 award : R15,97, the combined TH and Hulamin components : 2006 award : R18,11 and 2005 award : R13,88).
  Weighted average remaining life:  
  -Expected 2008 award : 76 months (2007 award : 68 months, 2006 award : 52 months and 2005 award : 40 months).
  -Contractual 84 months.
     
  Long Term Incentive Plan 2005  
     
  Under the long term incentive plan, participating employees are granted conditional awards. These awards are converted into shares on the achievement of performance conditions over a performance period.
   
  The issue price and number of unexercised conditional awards after the unbundling of Hulamin were apportioned into a Tongaat Hulett component (Tongaat Hulett) and a Hulamin component (Hulamin), as detailed in the 2007 Annual Report.
 

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  The estimated fair value costing of these outstanding conditional share awards was determined using the Monte Carlo Simulation model and non-market performance conditions, based on the following significant inputs:
  Share price at grant date The grant price at which the conditional share award is issued, as noted above.
  Exercise price The share price at grant date, as noted above in respect of the 2008 and 2007 awards and apportioned for the Tongaat Hulett and Hulamin components for the 2006 and 2005 awards.
  Expected option life 34 months (assume contractual plus a leaving percentage of 5%).
  Risk-free interest rate 2008 award : 9,22% (2007 award : 8,8%, 2006 award : 7,01% and 2005 award : 7,44%).
  Expected volatility Expected volatility of 27% for the 2008 award (2007 award : 23,98%, 2006 award : 25,60% and 2005 award : 27,02%) is based on historical volatility determined by the statistical analysis of daily share price movements over the past three years.
  Expected dividends The measurement of the fair value of the conditional share awards did not take into account dividends, as no dividend payment was expected. A continuous dividend yield of 3,5% was used for the 2008 award (2007 award : 3,6%, 2006 award : 3,8% and 2005 award : 3,9%).
  Weighted average share price As above.
  Expected early exercise Early exercise is taken into account on an expectation basis.
  Time constraints Three years from grant date.
  Performance (vesting) conditions 50% of the LTIP award will be subject to the TSR condition and 50% will be subject to the ROCE condition. No retesting of the performance condition is allowed.
  Estimated fair value per conditional award at grant date 2008 award : R56,62 (2007 award : R46,28, the combined Tongaat Hulett and
    Hulamin components : 2006 award : R39,78 and 2005 award : R24,96).
  Weighted average remaining life:  
  - Expected 2008 award : 28 months (2007 award : 20 months and 2006 award : 4 months)
  - Contractual 36 months.
     
  Deferred Bonus Plan 2005
  Under the deferred bonus plan, participating employees purchase shares in the company with a portion of their after tax bonus. These pledged shares are held in trust by a third party administrator for a qualifying period, after which the company awards the employee a number of shares in the company which matches those pledged shares released from the trust.
      Number of Conditional Conditional Conditional Number of
      conditional awards awards awards conditional
  Expiring Issue price awards at granted in settled in forfeited awards at
  three years from Rand Dec 2007 2008 2008 in 2008 31Dec 2008
               
  27 July 2007 90,27 24 274   837 1 900 21 537
  1 March 2008 88,75   28 936     28 936
      24 274 28 936 837 1 900 50 473
               
  The estimated fair value costing of the outstanding deferred bonus share awards was based on the following significant inputs:
  Share price at grant date The price at which the deferred bonus share is issued, as noted above.
  Exercise price The grant share price at grant date, as noted above.
  Expected option life 34 months (assume contractual plus a leaving percentage of 5%).
  Risk-free interest rate  Not applicable.
  Expected volatility Not applicable.
  Expected dividends The measurement of the fair value of the deferred bonus shares did not take into account dividends, as no dividend payment was expected.
     
  Weighted average share price As above
  Expected early exercise Early exercise is taken into account on an expectation basis.
  Time constraints Three years from grant date.
  Performance (vesting) conditions There are no performance (vesting) conditions other than the passage of time.
  Non-market performance conditions No non-market conditions.
  Market performance conditions No market conditions.
     
  Estimated fair value per deferred bonus share at grant date 2008 award : R71,33 (2007 - R67,53).
     
  Weighted average remaining life:  
  - Expected 2008 award : 26 months (2007 : 19 months).
  - Contractual 36 months.
     
  The deferred bonus shares were purchased by the participating employees on 1 March 2008 in respect of the 2008 award (2007: purchased on 3 August 2007).
   
  Interest of directors of the company in share-based instruments
   
  The interest of the directors in share options of the company are shown in the table below:
   
  The Original Share Option Schemes
   
  The option price and number of unexercised options after the unbundling of Hulamin were apportioned into a Tongaat Hulett component (Tongaat Hulett) and a Hulamin component (Hulamin), as detailed in the 2007 Annual Report.
      Option price (Rand) Number of options at Options exercised Number of options at
      Apportioned 31 December 2007 in 2008 31 December 2008
    Expiring Tongaat   Tongaat   Tongaat Tongaat  
  Name ten years from Hulett Hulamin Hulett Hulamin Hulett Hulett Hulamin
                   
  Executive directors:                
                   
  B G Dunlop 21 April 2004 35,90 11,10 1 100 1 100   1 100 1 100
                   
  M H Munro 14 April 2003 24,37 7,53 4 900 4 900   4 900 4 900
    1 October 2003 26,35 8,15 30 000 30 000   30 000 30 000
    21 April 2004 35,90 11,10 32 000 32 000   32 000 32 000
                   
          66 900 66 900   66 900 66 900
                   
  P H Staude 13 May 2002 37,88 11,72 17 000 17 000   17 000 17 000
    21 April 2004 35,90 11,10 28 000 28 000   28 000 28 000
                   
          45 000 45 000   45 000 45 000
                   
  Non-executive directors: *              
                   
  J B Magwaza 19 May 2000 22,91 7,09 2 000 2 000   2 000 2 000
    12 January 2001 30,44 9,41 1 600 1 600   1 600 1 600
    16 May 2001 30,55 9,45 6 000 6 000   6 000 6 000
    13 May 2002 37,88 11,72 6 000 6 000   6 000 6 000
                   
          15 600 15 600   15 600 15 600
                   
  C M L Savage 5 March 1999 25,13 7,77 60 000 60 000 60 000   60 000
    7 May 1999 30,63 9,47 50 000 50 000   50 000 50 000
    12 January 2001 30,44 9,41 8 000 8 000   8 000 8 000
    16 May 2001 30,55 9,45 22 000 22 000   22 000 22 000
                   
          140 000 140 000 60 000 80 000 140 000
                   
  Total       268 600 268 600 60 000 208 600 268 600
                   
  * The non-executive directors' share options were awarded when they were executive directors.
   
  The interest of the directors in other share-based instruments of the company are shown in the table below:
  Share Appreciation Right Scheme 2005
   
  The grant price and number of unexercised rights after the unbundlingof Hulamin were apportioned into a Tongaat Hulett component (Tongaat Hulett) and a Hulamin component (Hulamin), as detailed in the 2007 Annual Report.
   
 

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  Long Term Incentive Plan 2005
   
  The issue price and number of unexercised conditional awards after the unbundling of Hulamin were apportioned into a Tongaat Hulett component (Tongaat Hulett) and a Hulamin component (Hulamin), as detailed in the 2007 Annual Report.
   
 

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  Deferred Bonus Plan 2005
        Number Conditional Number Conditional
        of conditional awards of conditional awards
    Expiring Original Issue awards at granted in awards at time
  Name of executive director three years from price (Rand) 31 Dec 2007 2008 31 Dec 2008 constrained
  B G Dunlop 3 August 2007 90,27 3 357   3 357 3 357
    1 March 2008 88,75   2 730 2 730 2 730
        3 357 2 730 6 087 6 087
  M H Munro 3 August 2007 90,27 2 887   2 887 2 887
    1 March 2008 88,75   3 337 3 337 3 337
        2 887 3 337 6 224 6 224
  P H Staude 3 August 2007 90,27 7 711   7 711 7 711
    1 March 2008 88,75   11 219 11 219 11 219
        7 711 11 219 18 930 18 930
               
  The deferred bonus shares were purchased by the participating employees on 1 March 2008 in respect of the 2008 award (2007: purchased on 3 August 2007).
   
  The share awards were made and exercised at various times and the average share price for the year was R77,80 (2007: R128,64 for Tongaat-Hulett Group Limited up to 30 June 2007 and R93,39 for Tongaat Hulett for the remainder of the year).
   
  The gains made by directors are reflected in note 32 under Directors' Emoluments and Interests.

34. BEE EMPLOYEE SHARE OWNERSHIP PLANS
  The 7% BEE employee transaction comprises the Employee Share Ownership Plan (ESOP) and the Management Share Ownership Plan (MSOP)
   
  The ESOP scheme consists of a share appreciation right scheme and participants share in 50% of the dividend payable to ordinary shareholders. The MSOP scheme consists of two components namely a share appreciation right scheme and a share grant scheme.
   
  The ESOP Trust and MSOP Trust were established to acquire and hold Tongaat Hulett Limited shares for the benefi t of designated employees. Tongaat Hulett Limited and its subsidiaries have made contributions to the MSOP Trust and the ESOP Trust (refer note 3). Due to these shares having specifi c repurchase rights at maturity (fi ve years from grant date), they are a separate class of restricted shares which, other than for the repurchase terms, rank paripassu with ordinary shares and become ordinary shares on repurchase.
   
  The number of shares repurchased at maturity is calculated such that the market value of the repurchased shares will be equal to :
  - The grant price of the shares allocated , plus the value of cash dividends paid to ESOP participants;
  - 80% of the market value (at the outset) of the shares issued in terms of the share appreciation right component of the MSOP;
  - Rnil in respect of the share grant component of the MSOP ; and
  - The Trusts will distribute the remaining Tongaat Hulett shares to the benefi ciaries.
     
    Under the share appreciation right scheme, participating employees are awarded the right to receive shares equal in value to the difference between the exercise price which will be equal to the grant price plus the aggregate of all cash dividends received (in the instance of the ESOP) and the market value at maturity of the scheme. The employees therefore participates in the share price appreciation in Tongaat Hulett. Under the share grant scheme, participating employees were granted the right to obtain ordinary shares in Tongaat Hulett on vesting. The value of both the MSOP share appreciation scheme and the MSOP share grant scheme are capped at a level of 10% compounded growth per year.
   
  Employee Share Ownership Plan - Share Appreciation Right Scheme 
                 
  Grant
date
Estimated fair
value per right
Number of
shares issued at
  Number of
rights allocated at
Number of
rights allocated
Number of
rights forfeited
Number of
rights allocated at
    Rand 31 December 2007   31 December 2007 in 2008 in 2008 31 December 2008
                 
  1 August 2007 28,90 5 422 829   4 408 235   494 660 3 913 575
  1 February 2008 18,38       205 850 24 110 181 740
  1 August 2008 17,92       215 460 7 110 208 350
                 
      5 422 829   4 408 235 421 310 525 880 4 303 665
  Management Share Ownership Plan - Share Appreciation Right Scheme
  Grant
date
Estimated fair
value per right
Number of
shares issued at
  Number of
rights allocated at
Number of
rights allocated
Number of
rights forfeited
Number of
rights allocated at
    Rand 31 December 2007   31 December 2007 in 2008 in 2008 31 December 2008
  1 August 2007 19,80 3 296 657   1 546 630   93 050 1 453 580
  1 February 2008 13,93       167 710   167 710
  1 August 2008 14,79       176 460   176 460
      3 296 657   1 546 630 344 170 93 050 1 797 750
  Management Share Ownership Plan - Share Grant Scheme
                 
  Grant
date
Estimated fair
value per right
Number of
shares issued at
  Number of
rights allocated at
Number of
rights allocated
Number of
rights forfeited
Number of
rights allocated at
    Rand 31 December 2007   31 December 2007 in 2008 in 2008 31 December 2008
  1 August 2007 64,00 1 021 422   478 870   28 800 450 070
  1 February 2008 54,37       51 950   51 950
  1 August 2008 57,39       54 620   54 620
      1 021 422   478 870 106 570 28 800 556 640
                 
  The estimated fair value costing of these share appreciation rights and share grant rights was determined using option pricing methodology, based on the following significant inputs:
  Fixed share price at grant dates R92,90
  Expected option life 57 months (assume contractual plus a leaving percentage of 5%).
  Risk-free interest rate 1 August 2008 award : 10,06%, 1 February 2008 award : 9,62% and 1 August 2007 award : 8,45%
  Expected volatility The weighted average expected volatility of 28% (2007 : 27%) is based on historical volatility determined by the statistical analysis of daily share price movements over the past three years.
     
     
     
     
  Expected early exercise Not applicable
  Time constraints Five years from grant date.
  Performance (vesting) conditions There are no performance (vesting) conditions other than the passage of time.
  Non-market performance conditions No non-market conditions.
  Market performance conditions No market conditions.
  In addition, the following data is specific to each of the above schemes:
  Employee Share Ownership Plan - Share appreciation right scheme
  Exercise price R92,90 plus cash dividends to be received over the life of the scheme.
  Expected dividends A weighted average dividend yield of 4,9% (2007 : 4,6%) was used.
  Management Share Ownership Plan - Share appreciation right scheme
  Exercise price R74,32.
  Expected dividends Nil.
  Management Share Ownership Plan - Share grant scheme  
  Exercise price Nil.
  Expected dividends Nil.