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THE BIDVEST GROUP LIMITED ANNUAL INTEGRATED REPORT REPORT THE BIDVEST GROUP LIMITED ANNUAL INTEGRATED 2016 THE BIDVEST GROUP LIMITED ANNUAL INTEGRATED REPORT 2016 We are Bidvest A leading South African services, trading and distribution group operating in the areas of consumer and industrial products, electrical products, financial services, fishing and materials handling, freight management, office and print solutions, outsourced hard and soft services, travel and aviation services and automotive retailing. Listed on the JSE Limited and with roots firmly established in South Africa, we consistently broaden our product offering through organic and acquisitive growth in local as well as select niche international markets. We unbundled our foodservice operations and separately listed Bid Corporation Limited (Bidcorp) on the JSE on May 30 2016. The successful and value enhancing unbundling has allowed our management team to move forward with a refocused platform from which to pursue growth. As a group, we will benefit from a greater visibility of our continued operations, and their potential values. Although we employ more than 114 000 people, we run our company with the determination and commitment evident in a small business heart. We believe in empowering people, building relationships and improving lives. Entrepreneurship, incentivisation, decentralised management and communication are the keys. We turn ordinary companies into extraordinary performers, delivering strong and consistent shareholder returns in the process. But most importantly, we understand that people create wealth, and that companies only report it. Contents GROUP OVERVIEW SUSTAINABILITY REVIEWS 85 Consolidated statement of other comprehensive income 1 The Bidvest Group 44 Transformation overview 86 Consolidated statement of cash flows 2 Our integrated approach 46 Sustainability overview 87 Consolidated statement of financial position 4 Our strategic business model 48 Governance for a sustainable business 88 Consolidated statement of changes in equity 6 Stakeholder engagement FINANCIAL STATEMENTS 89 Notes to consolidated financial statements Consolidated segmental analysis 7 56 Value added statement 136 Company statement of comprehensive income Our history 10 56 Exchanges with governments 136 Company statement of cash flows Shareholder information 11 57 Directors’ responsibility for the financial statements 137 Company statement of financial position Our board of directors 12 57 Declaration by company secretary 137 Company statement of changes in equity Chairman’s report 14 57 Preparer of financial statements 138 Notes to company financial statements Chief executive’s statement 16 58 Independent auditor’s report 140 Interest in subsidiaries and associates Chief financial officer’s review 20 59 Directors’ report 148 Shareholder information OPERATIONAL REVIEWS 67 Audit committee report 150 Shareholders’ diary 26 Services 69 Acquisitions committee report 151 Administration 28 Freight 70 Nominations committee report 30 Office and print 71 Remuneration committee report 32 Automotive 72 Social and ethics committee report 34 Financial Services 73 Risk committee report 36 Commercial products 74 Directors’ curricula vitae 38 Electrical 76 Accounting policies 40 Namibia 84 Consolidated income statement The Bidvest Group In 2016, the Bidvest Group restructured into seven divisions: Automotive, Commercial Products, Electrical, Financial Services, Freight, Office and Print and Services. The Group continues to hold an investment in Bidvest Namibia (52%) and other assets and investments including Bidvest Properties (100%), Adcock Ingram (38,4%), Comair (27,2%), Cullinan Holdings (19,5%), Ontime Automotive (100%) and the Mansfield Group (80%) in the United Kingdom, Mumbai Airport (6,75%). BIDVEST INDUSTRIAL – Bidvest Services A large and diverse division operating in numerous areas of service, with industry- leading brands as well as being South Africa’s foremost provider of, among other, cleaning, hygiene, security, travel and aviation services, airport lounges, cargo and ground handling. – Bidvest Freight Sub-Saharan Africa’s largest private sector freight services group, leaders in bulk liquids handling, shipment of bulk agricultural products, clearing and forwarding and a multipurpose terminal operator. – Bidvest Office and Print Leading office brands and solution finders in office products, office furniture, technology and data, as well as print and packaging. – Bidvest Automotive The division is one of South Africa’s largest motor retailers and a major player in the car rental sector, and also includes the country’s biggest vehicle remarketing company. – Bidvest Financial Services A niche bank serving both businesses and individuals, and remains a major player in asset-based finance and foreign exchange. It also provides value-added insurance services. – Bidvest Commercial Products Industry leaders in the provision of products and services to the consumer and industrial sectors, providing a range of consumer household products, as well as an industrial portfolio of forklifts, adhesives, fasteners, plumbing and other light industrial products. – Bidvest Electrical South Africa’s most trusted source of electrical solutions with a division that supplies the country’s leading retail groups. 1988 R91,8 bn R7,3 bn R51 bn established turnover EBITDA market capitalisation (as at August 28 2016) BIDVEST NAMIBIA BIDVEST PROPERTIES – Bidvest Namibia – Properties The division consists of 103 unique sites and develops Bidvest Namibia is listed on the Namibian Stock Exchange, greenfields projects and acquires existing buildings in the and operates under two holding companies: Bidvest Namibia industrial and commercial sectors of the property market. Fisheries Holdings (Bidfish) which is focused on the fishing industry in Namibia and Angola; and Bidvest Namibia Commercial Holdings (Bidcom). The division supports Bidvest Group companies in their property- related matters such as third-party lease negotiations and reviews, as well as building developments. Bidfish operates one of Africa’s most efficient fishing fleets and has a product range that includes canned fish, oysters and various other products. Bidcom is divided into three divisions, namely Freight, Logistics, Marine Services and Material Handling; Food and Distribution; and Commercial and Industrial Services. Operating companies within Bidcom have a broad spectrum of well-recognised brands and an extended distribution network throughout Namibia. GROUP OVERVIEW The Bidvest Group Limited Annual Integrated Report 2016 1 R7,0 bn R25,1 bn 114 000 cash generated funds employed employees MATERIAL ASSOCIATES OTHER INVESTMENTS – Adcock Ingram (38,4%) – Ontime Automotive UK (100%) A leading South African pharmaceutical manufacturer. The group operates a significant fleet of vehicles throughout It manufactures, markets and distributes a wide range of Europe, offering car transport and a vehicle delivery service. healthcare products to both the private and public sectors of the market. – Comair (27,2%) – Mumbai Airport (6,75%) The Chhatrapati Shivaji International Airport serves as one of Operates a number of airline and travel-related brands such India’s major international airports. It is the second busiest after as Kulula.com, British Airways, SLOW lounges, Comair travel, Delhi Airport and is the primary international airport serving the Comair training centre and Food directions. Mumbai Metropolitan Area. – Cullinan Holdings (19,5%) – The Mansfield Group (80%) Operates in the areas of travel, tourism and leisure sectors The United Kingdom’s largest dedicated vehicle rescue and (tour operators, travel agencies, coaching and touring), marine recovery operator, also specialising in vehicle storage, repair and boating and financial services (asset, marine and bridging and parking solutions. finance). “We subscribe to a philosophy of transparency, accountability, integrity, excellence and innovation in all our business dealings.” Lindsay Ralphs – Chief executive GROUP OVERVIEW The Bidvest Group Limited Annual Integrated Report 2016 2 Our integrated approach ANNUAL INTEGRATED REPORT BOARD RESPONSIBILITY Bidvest continues to progress on the journey outlined by King III and more It is the board’s responsibility to ensure the integrity of the annual integrated recently King IV, while ensuring increased integration of reported financial, social, report. The board has accordingly applied its mind to the report and in their governance and environmental information. opinion, it addresses all material issues and presents fairly the integrated performance of the organisation and its social and environmental impacts. The FINANCIAL REPORTING AND CHANGES TO THE SIZE AND annual integrated report has been prepared in line with best practice pursuant STRUCTURE OF THE GROUP to the recommendations of the King III Code (principle 9.1). The board authorised The annual financial statements are prepared in accordance with International the annual integrated report for release on October 28 2016. Financial Reporting Standards (IFRS), the interpretations adopted by the International Accounting Standards Board, the SAICA Financial Reporting Guides REPORT STRUCTURE as issued by the Accounting Practices Committee and the Financial Reporting It is often difficult to aggregate consistent sustainability information to report a Pronouncements as issued by the Financial Reporting Standards Council and in Group number as definitions for certain indicators vary across