Annual Financial Statements


Financial Statements for the year ended 31 March 2014


DIRECTORS' STATUTORY REPORT

The directors have pleasure in submitting the annual financial statements for the year ended 31 March 2014.

NATURE OF BUSINESS

Tongaat Hulett is an agri-processing business that includes the integrated components of land management, property development and agriculture. The activities are dealt with in detail in this integrated annual report.

FINANCIAL RESULTS

The net profit attributable to shareholders for the year ended 31 March 2014 amounted to R1 155 million (2013: R1 079 million). This translates into a headline earnings per share of 990,5 cents (2013: 968,0 cents) based on the weighted average number of shares in issue during the year.

DIVIDENDS

An interim distribution (number 172) was declared by way of the issue of fully paid ordinary shares of R1,00 each as a scrip distribution with a gross cash alternative of 150 cents per share, which was paid on 6 February 2014. A final gross cash dividend number 173 of 210 cents per share has been declared and is payable on 26 June 2014 to shareholders registered at the close of business on 20 June 2014.

The salient dates of the declaration and payment of this final dividend are as follows:

Last date to trade ordinary shares "CUM" dividend Thursday 12 June 2014
Ordinary shares trade "EX" dividend Friday 13 June 2014
Record date Friday 20 June 2014
Payment date Thursday 26 June 2014

Share certificates may not be dematerialised or re-materialised, nor may transfers between registers take place between Friday 13 June 2014 and Friday 20 June 2014, both days inclusive.

The dividend is declared in the currency of the Republic of South Africa. Dividends paid by United Kingdom transfer secretaries will be paid in British currency at the rate of exchange ruling at the close of business on Thursday 12 June 2014.

The dividend has been declared from income reserves. A net dividend of 178,5 cents per share will apply to shareholders liable for the local 15% dividend withholding tax and 210 cents per share for shareholders exempt from paying the dividend tax. There are no STC credits available for utilisation. The issued ordinary share capital as at 22 May 2014 is 109 967 030 shares. The company's income tax reference number is 9306/101/20/6.

SHARE CAPITAL

There was no change in the authorised capital of the company.

In February 2014, 1 167 930 fully paid up ordinary shares were issued to ordinary shareholders by way of scrip distribution.

During the period, 151 400 shares were allotted (62 000 shares were allotted to executive directors) in respect of options exercised in terms of the company's employee share incentive schemes for a total consideration of R5 million. Details of the unissued ordinary shares and the company’s share incentive schemes are set out in the Remuneration Report and in notes 11 and 34.

At the previous AGM, a general authority was granted by shareholders for the company to acquire its own shares in terms of the Companies Act. The directors consider that it will be advantageous for the company were this general authority to continue. Such authority will be used if the directors consider that it is in the best interests of the company and shareholders to effect any such acquisitions having regard to prevailing circumstances and the cash resources of the company at the relevant time. Shareholders will be asked to consider a special resolution to this effect at the forthcoming AGM meeting with the proviso that the number of ordinary shares acquired in any one financial year may not exceed five percent of the ordinary shares in issue at the date on which this resolution is passed.

In compliance with the Listings Requirements of the JSE Limited ("JSE"), the acquisition of shares or debentures ("securities") pursuant to a general authority may only be made by a company subject to such acquisitions:

Further, in terms of the listings requirements of the JSE, the directors consider that in their opinion, taking into account the effect of the maximum acquisition by the company of shares issued by it as referred to above:

SUBSIDIARY COMPANIES AND JOINT VENTURES

The principal subsidiaries and joint operations of the company are reflected in note 26.

The attributable interest of the company in the results of its consolidated subsidiaries and joint operations for the year ended 31 March 2014 is as follows:

  2014 2013
In the aggregate amount:    
Net profit (Rmillion) 1 277 1 079
Net losses (Rmillion) 92 6

DIRECTORATE

The composition of the Board, at 31 March 2014, is as follows: J B Magwaza (Chairman), P H Staude (CEO), F Jakoet, J John, R P Kupara, A A Maleiane, T N Mgoduso, N Mjoli-Mncube, M H Munro, S G Pretorius, C B Sibisi. During the period, B G Dunlop retired from the Board as an executive director on 31 August 2013.

Directors retiring by rotation at the AGM in accordance with article 61 of the memorandum of incorporation are Fatima Jakoet, Nhlanhla Mjoli-Mncube and Thandeka Mgoduso. These directors are eligible and offer themselves for re-election. Details of each of these retiring directors are set out here.

In addition to the above, shareholders are advised that J B Magwaza will retire from the Board at the close of business of the annual general meeting having reached the mandatory retirement age in terms of the memorandum of incorporation of the company. The Board appointed Bahle Sibisi as a Non-executive Chairman of the Board with effect from the conclusion of the annual general meeting on 30 July 2014. The Board appointed Jenitha John as Lead Independent Director as required by the JSE Listings Requirements and King III in situations where the Chairman of the Board is not independent, also with effect from 30 July 2014.

DIRECTORS’ SHAREHOLDINGS

At 31 March 2014, the present directors of the company beneficially held a total of 374 200 ordinary shares equivalent to 0,34 percent in the ordinary listed share capital of the company (2013: 387 042 ordinary shares equivalent to 0,36 percent). Details of the directors’ shareholdings and interests in the share incentive schemes are provided here of the Remuneration Report. There has been no change in these holdings between 31 March and 22 May 2014.

AUDIT AND COMPLIANCE COMMITTEE

The Audit and Compliance Committee has considered the provisions of the Companies Act 2008 and has taken the necessary steps to ensure compliance. The committee confirms that during the period under review it carried out its functions responsibly and in accordance with its terms of reference as detailed in its report contained in the Corporate Governance section of this integrated annual report. In addition, the committee is satisfied that the designated auditors of the company are independent of the company.

POST BALANCE SHEET EVENTS

There were no material events between the balance sheet date and the date of this report.