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Remgro at a Glance
OVERVIEW I II CONTENTS 2 14 Group profi le Remgro's values 4 16 Remgro's unlisted investments Directorate and ownership structure Originally established in the 1940s by 6 20 A strong family legacy Tomorrow matters the late Dr Anton Rupert, Remgro aims to be the trusted investment company 8 23 Investment strategy Doing business ethically of choice that consistently creates 10 24 sustainable stakeholder value. Remgro's approach to capital allocation Consolidated results at year-end 12 26 Remgro’s profi t at holding company level Investment portfolio analysis 1 GROUP PROFILE DIVERSIFIED CONSUMER FINANCIAL PORTFOLIO SOCIAL IMPACT HEALTHCARE INFRASTRUCTURE INDUSTRIAL INVESTMENT MEDIA Our interests PRODUCTS SERVICES INVESTMENTS INVESTMENTS VEHICLES consist mainly of investments (2) in the following industries 44.6% 77.1% 30.6% 54.7% 50.0% 36.3% 32.3% 4.0% 50.0% (3) (1) 31.8% 44.1% 23.3% 24.9% 28.1% 0.1% 100% (3) 100% 22.8% 100% 44.1% 100% Equity accounted investment Subsidiary Investment at fair value through other comprehensive income 30.0% 37.7% 100% Listed entity Number of Remgro nominated director/s; alternates excluded (3) infrastructure fund (1) Voting rights in Distell equal 56.4%. (2) Voting rights in Blue Bulls equal 36.7%. 33% 16.2% (3) Limited Partners in Pembani Remgro, Milestone Capital and Prescient – therefore limited (or no) voting rights. 2 3 REMGRO’S INDUSTRIAL INFRASTRUCTURE Why does UNLISTED PGSI holds an interest in PG Group Remgro invest Holdings, South Africa’s leading infrastructure fund INVESTMENTS integrated fl at glass business. in certain CIVH’s key operating PRIF is a fund Air Products produces oxygen, companies are Dark focused on private nitrogen, argon, hydrogen and carbon sectors? CONSUMER PRODUCTS Fibre Africa and Vumatel, sector investment in dioxide for sale to major industrial which construct and own infrastructure across users. -
Integrated Annual Report
eMedia Holdings | 2020 INTEGRATED ANNUAL REPORT ANNUAL eMedia Holdings | 2020 INTEGRATED 2020 INTEGRATED ANNUAL REPORT CONTENTS 2 Group at a glance 3 About this report 4 Who we are 19 5 Our companies 6 Financial highlights Corporate governance 8 Directors’ profile 20 Corporate governance report 10 Chief executive officer’s report 24 King lV application register 14 Operations report 29 Report of the audit and risk committee 15 Shareholder snapshot 31 Report of the remuneration committee 18 Directors’ interest in shares 33 Report of the social and ethics committee 34 Sustainability report 34 Environmental 36 Transformation 38 Human relations 39 Summarised annual financial results 40 Directors’ report 44 Declaration by the company secretary 45 Independent auditor’s report 46 Summarised consolidated financial results 52 Notes to the summarised consolidated results 59 Notice of annual general meeting 67 Form of proxy 68 Notes to form of proxy 69 Corporate information eMedia Holdings integrated annual report 2020 1 GROUP AT A GLANCE Ethical conduct, good corporate governance and risk governance are fundamental to the way that eMedia Holdings manages its business. Stakeholders’ interests are balanced against effective risk management and eMedia Holdings’ obligations to ensure ethical management and responsible control. 2 eMedia Holdings integrated annual report 2020 ABOUT THIS REPORT eMedia Holdings Limited (eMedia Holdings) presents this for the approval of these, which are then endorsed by the integrated annual report for the year ended 31 March 2020. board. All risks that are considered material to the business have This report aims to provide stakeholders with a comprehensive been included in this report. -
Blurred Lines
BLURRED LINES: HOW SOUTH AFRICA’S INVESTIGATIVE JOURNALISM HAS CHANGED WITH A NEW DEMOCRACY AND EVOLVING COMMUNICATION TOOLS Zoe Schaver The University of North Carolina at Chapel Hill School of Media and Journalism Advised by: __________________________ Chris Roush __________________________ Paul O’Connor __________________________ Jock Lauterer BLURRED LINES 1 ABSTRACT South Africa’s developing democracy, along with globalization and advances in technology, have created a confusing and chaotic environment for the country’s journalists. This research paper provides an overview of the history of the South African press, particularly the “alternative” press, since the early 1900s until 1994, when democracy came to South Africa. Through an in-depth analysis of the African National Congress’s relationship with the press, the commercialization of the press and new developments in technology and news accessibility over the past two decades, the paper goes on to argue that while journalists have been distracted by heated debates within the media and the government about press freedom, and while South African media companies have aggressively cut costs and focused on urban areas, the South African press has lost touch with ordinary South Africans — especially historically disadvantaged South Africans, who are still struggling and who most need representation in news coverage. BLURRED LINES 2 TABLE OF CONTENTS Chapter I: Introduction A. Background and Purpose B. Research Questions and Methodology C. Definitions Chapter II: Review of Literature A. History of the Alternative Press in South Africa B. Censorship of the Alternative Press under Apartheid Chapter III: Media-State Relations Post-1994 Chapter IV: Profits, the Press, and the Public Chapter V: Discussion and Conclusion BLURRED LINES 3 CHAPTER I: Introduction A. -
Restructuring of the Rembrandt Group Circular to Shareholders and Notices of Annual General Meetings 30 August 2000
Rembrandt Group Limited Rembrandt Controlling Investments Limited Technical Investment Corporation Limited Technical and Industrial Investments Limited Restructuring of the Rembrandt Group Circular to shareholders and notices of annual general meetings 30 August 2000 Attorneys Joint sponsoring brokers Deutsche Bank Securities Deutsche Bank Securities (SA) (Pty) Ltd Hofmeyr Herbstein & Gihwala Inc. (Registration number 1995/011798/07) Reporting accountants PricewaterhouseCoopers Inc. Chartered Accountants (SA) Registered Accountants and Auditors (Registration no 1998/012055/21) Indien u ’n Afrikaanse vertaling van hierdie dokument wil hê, skakel asseblief 0800 996 164 If you have any questions regarding the restructuring of the Rembrandt Group, call the Information Agents on 0800 996 164 (or + 44 20 7335 7278 if you are phoning from outside South Africa) are acting as Information Agents to answer your questions about the restructuring. Corporate information Directors of Rembrandt Group Limited (Registration number 1948/031037/06) Johann Rupert (Chairman) P J Erasmus* E de la H Hertzog (Co-Deputy Chairman) D M Falck M H Visser (Co-Deputy Chairman and Managing Director) J Malherbe P E Beyers E Molobi* W E Bührmann J A Preller G D de Jager* P G Steyn* J W Dreyer T van Wyk * non-executive Directors of Rembrandt Controlling Investments Limited (Registration number 1952/000002/06) Johann Rupert (Chairman) D M Falck E de la H Hertzog (Co-Deputy Chairman) J Malherbe M H Visser (Co-Deputy Chairman and Managing Director) E Molobi* P E Beyers J A -
Integrated Annual Report 2019 2019 INTEGRATED ANNUAL REPORT Website At
Remgro Limited | Integrated Annual Report 2019 2019 INTEGRATED ANNUAL REPORT CREATING SHAREHOLDER VALUE SINCE 1948 Originally established in the 1940s by the late Dr Anton Rupert, Remgro’s investment portfolio has evolved substantially and currently includes more than 30 investee companies. MORE INFORMATION This Integrated Annual Report is published as part of a set of reports in respect of the financial year ended 30 June 2019, all of which are available on the Company’s website at www.remgro.com. INVESTOR TOOLS Cross-reference to relevant sections within this report Download from our website: www.remgro.com View more information on our website: www.remgro.com CONTENTS www.remgro.com | Remgro Limited | Integrated Annual Report 2019 1 OVERVIEW 1OF BUSINESS 4 REMGRO’S APPROACH TO REPORTING 7 SALIENT FEATURES 8 GROUP PROFILE REPORTS TO 10 COMPANY HISTORY SHAREHOLDERS 12 OUR BUSINESS MODEL 2 24 CHAIRMAN’S REPORT 14 UNDERSTANDING THE BUSINESS OF AN INVESTMENT HOLDING COMPANY 25 CHIEF EXECUTIVE OFFICER’S REPORT 16 KEY OBJECTIVES AND 32 CHIEF FINANCIAL OFFICER’S REPORT PRINCIPAL INTEGRATED RISKS 40 INVESTMENT REVIEWS 18 DIRECTORATE AND MEMBERS OF COMMITTEES 20 EXECUTIVE MANAGEMENT STRUCTURE 21 SHAREHOLDERS’ DIARY AND COMPANY INFORMATION FINANCIAL 4 REPORT 118 AUDIT AND RISK COMMITTEE REPORT GOVERNANCE AND 121 REPORT OF THE BOARD OF DIRECTORS SUSTAINABILITY 126 REPORT OF THE INDEPENDENT AUDITOR 3 127 SUMMARY FINANCIAL STATEMENTS 66 CORPORATE GOVERNANCE REPORT 79 RISK AND OPPORTUNITIES MANAGEMENT REPORT 86 REMUNERATION REPORT 104 SOCIAL AND ETHICS COMMITTEE REPORT 106 ABRIDGED SUSTAINABLE DEVELOPMENT REPORT ADDITIONAL 5 INFORMATION 146 FIVE-YEAR REVIEW AND SHARE STATISTICS 148 SHAREHOLDERS’ INFORMATION 151 NOTICE TO SHAREHOLDERS ATTACHED FORM OF PROXY Remgro invests in businesses that can deliver superior earnings, cash flow generation and dividends over the long term. -
Integrated Annual Report 2019 2019 INTEGRATED ANNUAL REPORT Worldreginfo - Fe9ca6a0-3330-442E-A99f-Ebe086198619 Website At
Remgro Limited | Integrated Annual Report 2019 2019 INTEGRATED ANNUAL REPORT WorldReginfo - fe9ca6a0-3330-442e-a99f-ebe086198619 CREATING SHAREHOLDER VALUE SINCE 1948 Originally established in the 1940s by the late Dr Anton Rupert, Remgro’s investment portfolio has evolved substantially and currently includes more than 30 investee companies. MORE INFORMATION This Integrated Annual Report is published as part of a set of reports in respect of the financial year ended 30 June 2019, all of which are available on the Company’s website at www.remgro.com. INVESTOR TOOLS Cross-reference to relevant sections within this report Download from our website: www.remgro.com View more information on our website: www.remgro.com WorldReginfo - fe9ca6a0-3330-442e-a99f-ebe086198619 CONTENTS www.remgro.com | Remgro Limited | Integrated Annual Report 2019 1 OVERVIEW 1OF BUSINESS 4 REMGRO’S APPROACH TO REPORTING 7 SALIENT FEATURES 8 GROUP PROFILE REPORTS TO 10 COMPANY HISTORY SHAREHOLDERS 12 OUR BUSINESS MODEL 2 24 CHAIRMAN’S REPORT 14 UNDERSTANDING THE BUSINESS OF AN INVESTMENT HOLDING COMPANY 25 CHIEF EXECUTIVE OFFICER’S REPORT 16 KEY OBJECTIVES AND 32 CHIEF FINANCIAL OFFICER’S REPORT PRINCIPAL INTEGRATED RISKS 40 INVESTMENT REVIEWS 18 DIRECTORATE AND MEMBERS OF COMMITTEES 20 EXECUTIVE MANAGEMENT STRUCTURE 21 SHAREHOLDERS’ DIARY AND COMPANY INFORMATION FINANCIAL 4 REPORT 118 AUDIT AND RISK COMMITTEE REPORT GOVERNANCE AND 121 REPORT OF THE BOARD OF DIRECTORS SUSTAINABILITY 126 REPORT OF THE INDEPENDENT AUDITOR 3 127 SUMMARY FINANCIAL STATEMENTS 66 CORPORATE GOVERNANCE REPORT 79 RISK AND OPPORTUNITIES MANAGEMENT REPORT 86 REMUNERATION REPORT 104 SOCIAL AND ETHICS COMMITTEE REPORT 106 ABRIDGED SUSTAINABLE DEVELOPMENT REPORT ADDITIONAL 5 INFORMATION 146 FIVE-YEAR REVIEW AND SHARE STATISTICS 148 SHAREHOLDERS’ INFORMATION 151 NOTICE TO SHAREHOLDERS ATTACHED FORM OF PROXY WorldReginfo - fe9ca6a0-3330-442e-a99f-ebe086198619 Remgro invests in businesses that can deliver superior earnings, cash flow generation and dividends over the long term. -
Betrayal of the Promise: How South Africa Is Being Stolen
BETRAYAL OF THE PROMISE: HOW SOUTH AFRICA IS BEING STOLEN May 2017 State Capacity Research Project Convenor: Mark Swilling Authors Professor Haroon Bhorat (Development Policy Research Unit, University of Cape Town), Dr. Mbongiseni Buthelezi (Public Affairs Research Institute (PARI), University of the Witwatersrand), Professor Ivor Chipkin (Public Affairs Research Institute (PARI), University of the Witwatersrand), Sikhulekile Duma (Centre for Complex Systems in Transition, Stellenbosch University), Lumkile Mondi (Department of Economics, University of the Witwatersrand), Dr. Camaren Peter (Centre for Complex Systems in Transition, Stellenbosch University), Professor Mzukisi Qobo (member of South African research Chair programme on African Diplomacy and Foreign Policy, University of Johannesburg), Professor Mark Swilling (Centre for Complex Systems in Transition, Stellenbosch University), Hannah Friedenstein (independent journalist - pseudonym) Preface The State Capacity Research Project is an interdisciplinary, inter- that the individual confidential testimonies they were receiving from university research partnership that aims to contribute to the Church members matched and confirmed the arguments developed public debate about ‘state capture’ in South Africa. This issue has by the SCRP using largely publicly available information. This dominated public debate about the future of democratic governance triangulation of different bodies of evidence is of great significance. in South Africa ever since then Public Protector Thuli Madonsela published her report entitled State of Capture in late 2016.1 The The State Capacity Research Project is an academic research report officially documented the way in which President Zuma and partnership between leading researchers from four Universities senior government officials have colluded with a shadow network of and their respective research teams: Prof. Haroon Bhorat from the corrupt brokers. -
1 Working Paper 11/2017 GROWTH and STRATEGIES of LARGE, LEAD FIRMS
Working Paper 11/2017 GROWTH AND STRATEGIES OF LARGE, LEAD FIRMS - REMGRO LIMITED COMPANY ASSESSMENT Pamela Mondliwa, Nicholas Nhundu, Anthea Paelo, Mmamoletji Thosago and Thando Vilakazi Centre for Competition, Regulation and Economic Development, University of Johannesburg [email protected]; [email protected]; [email protected]; [email protected]; [email protected] Abstract The orientation and investment strategies of large firms are at the heart of how countries develop and industrialize. In South Africa, big businesses are now highly internationalised and the investments of lead firms can shape patterns of industrial development and subsequently its ability to embark on an inclusive, labour-absorptive growth trajectory. For industrial policy to be effective there is a critical need to understand the investment trends, strategies and decision-making of large firms, as the policy levers designed to influence the firms’ decisions are unlikely to be effective in the absence of such an understanding. This study focuses on analysing the behaviour and strategies of Remgro Limited over the period 2010 – 2015 as a case study for developing a system for tracking the behaviour of large, lead and dynamic firms across the economy, and abroad. The company is chosen as a large conglomerate group (controlled by the Rupert family) with substantial long-term investments held across several sectors in the South African economy, and abroad. The study uses publically available information from annual reports and announcements to assess whether investments made are largely local or abroad, in which sectors investments are focused and possible reasons why, the interaction of the company with government policies including BBBEE, and how influence exerted over investee companies, including through strategic board members and profit retention, can affect investment outcomes. -
Profit Wheels Are Turning
TO SUBSCRIBE TO CAPE BUSINESS NEWS ISSN 1028-1215 SMS Subscribe to 31013 FOUNDED 1980 National Distribution SEPTEMBER 2018 Another fishing Balloon payments Flight simulator deal challenges resolved 2020 Scramble for 3 15 Firmware to the 31 rights. Another road to debt? rescue. Woolworths Profit wheels are turning + UNICEF for the year - which was heavily impacted by a 30% rise in the fuel price and further = improved exacerbated by the 9% across the board wage determination and a 13% hike in the children’s overtime rate. Meyer said the additional costs were partly offset by improved fuel nutrition efficiencies derived from the company’s ongoing fleet recapitalisation and the reduction of excessive positioning and dead kilometres. He said the recapitalisation of the GABS fleet, the harnessing of new technologies (aimed at achieving extended bus life- cycles) and increasing the thresholds of fuel and lubricant usage complimented the range of cost containment measures. Meyer stressed GABS’ resilient perfor- mance was supported by a range of train- OOLWORTHS has an- ing and development initiatives aimed at nounced a new partner- driving efficiencies across the value chain. Wship with UNICEF South “This is testimony to the company’s central Africa to help increase South African philosophy of growing its own timber.” children’s access to good nutrition. He argued this was tangibly demonstrat- In line with its aim to support in- ed by the provision of 16 840 training days novative, scalable programmes, the NEW transport juggernaut – driven as feeder routes in Atlantis and the Cape to its employees – which laid the founda- retailer has committed by some impressive growth engines Town CBD. -
Investment Reviews Investing in Sectors That Have a Solid Track Record
The purpose behind Remgro’s investments is to ensure superior returns to shareholders by way of sustainable dividend and capital growth. INVESTMENT INVESTMENT REVIEWS INVESTING IN SECTORS THAT HAVE A SOLID TRACK RECORD BANKING HEALTHCARE CONSUMER PRODUCTS INSURANCE INDUSTRIAL INFRASTRUCTURE MEDIA AND SPORT OTHER INVESTMENTS 42 REPORTS TO SHAREHOLDERS | Investment reviews BANKING 29% CONTRIBUTION TO 30 June 2019 30 June 2018 HEADLINE EARNINGS R million R million BANKING 2019 RMH 2 644 2 486 FirstRand 1 093 1 039 71% 3 737 3 525 RMH FirstRand PROFILE RMH is the biggest shareholder in FirstRand Limited (FirstRand), South Africa’s 28.2% largest banking group, with a 34% stake. RMH is the founding shareholder of EFFECTIVE FirstRand and views this as its core asset. On a selective basis, RMH invests in INTEREST other banking and property businesses. CORPORATE INFORMATION FINANCIAL HIGHLIGHTS SUSTAINABILITY MEASURES Market cap at 30 June 2019 Year ended Refer to FirstRand as RMH is an R119 148 million 30 June 2019 investment holding company. R million % Listed on the JSE Limited Chief Executive Officer Headline earnings 9 390 6 H L Bosman Normalised Remgro nominated directors earnings 9 394 7 J J Durand, F Knoetze (alternate) Dividends Website declared per rmh-online.co.za share (cents) 376 7 RMB HOLDINGS LIMITED (RMH) RMH’s main asset is a fully diluted interest of 34% in FirstRand, and its performance is therefore primarily related to that of FirstRand. The RMH strategy also includes investments in the property sector with a long-term capital growth focus. RMH’s contribution to Remgro’s headline earnings for the year under review increased to R2 644 million (2018: R2 486 million) due to the good operational performance of FirstRand. -
Case Number: 14/2019
CASE NUMBER: 14/2019 DATE OF HEARING: 8 AUGUST 2019 JUDGMENT RELEASE DATE: 23 AUGUST 2019 eNCA APPELLANT vs STRYDOM AND TAYLOR RESPONDENT APPEAL TRIBUNAL: MR BRIAN MAKEKETA (DEPUTY CHAIRPERSON) MR TSHIDI SEANE MS NOKUBONGA FAKUDE FOR THE APPELLANT: Mr Ndivhuho Norman Munzhelele, General Head: Regulatory and Strategy accompanied by Mr Morapedi Pilane, assistant Compliance Officer FOR THE RESPONDENT: Adv Mark Oppenheimer instructed by Hurter Spies Attorneys accompanied by Mr Daniël Eloff: Attorney, Hurter Spies Attorneys and Mr Joost Strydom _____________________________________________________________________________________ The finding under adjudication No: 20A/2019 is confirmed. The appeal is not upheld. eNCA vs Strydom and Taylor, Case No: 14/2019 (BCCSA) _____________________________________________________________________________________ SUMMARY The Appellant was granted leave to appeal against the finding of the Commissioner under 1 adjudication number 20A/2019. The initial complaint was based on a news broadcast that was aired on the 17th of April 2019 at 19:30. The broadcast consisted of an interview between the Appellant and the Respondent where the Respondent was asked to address some concerns regarding alleged racism. There were allegedly perceptions that the Respondent is racist and that the Respondent’s unique communal structure, where only Afrikaner people or those who identify themselves as Afrikaner can live. The interview was colloquial, and the Respondent appeared to have been able to put forward its version. The dispute however arose when the news reader, after the interview, made remarks where he insisted that the Respondent is racist, and that Black people are only allowed in the Afrikaner community as domestics. After considering all submissions from the Appellant and the Respondent, the Appeal Tribunal has found that the Commissioner was justified in her findings and the Appeal is not upheld. -
Directorate and Members of Committees
OVERVIEW OF BUSINESS DIRECTORATE AND MEMBERS OF COMMITTEES NON-EXECUTIVE DIRECTORS J P RUPERT (66) E DE LA H HERTZOG (66) J MALHERBE (60) APPOINTED: 18 August 2000 APPOINTED: 18 August 2000 APPOINTED: 11 October 2006 CHAIRMAN DEPUTY CHAIRMAN DEPUTY CHAIRMAN Directorships: Mr Rupert is the Chairman Directorships: Non-executive Directorships: Compagnie of Compagnie Financière Richemont SA Chairman of Mediclinic International Financière Richemont SA and Reinet and the Chairman of Reinet Investments plc. He obtained a Master of Medicine Investments Manager SA. He qualified Manager SA, the management company degree, a Fellowship of the Faculty of as a Chartered Accountant and of Reinet Investments S.C.A. He studied Anaesthesiologists and a PhD worked with a predecessor firm of economics and company law at the (honoris causa). He is a past Chairman PricewaterhouseCoopers before joining Stellenbosch University and has had an of the Council of Stellenbosch University Rand Merchant Bank Limited in 1985. extensive career in international business, and has served as non-executive He joined the Rembrandt Group banking and finance. After working for Deputy Chairman of Remgro since in 1990 and was appointed as Chase Manhattan Bank and Lazard June 2005. non-executive Co-Deputy Chairman Frères in New York he founded Rand of Remgro in November 2014. Merchant Bank Limited in 1979. In 1985 he joined the Rembrandt Group. He holds honorary doctorates in Law, Economics and Commerce, is the Chancellor of the Stellenbosch University and Chairman of the Peace Parks Foundation. INDEPENDENT NON-EXECUTIVE DIRECTORS S E N DE BRUYN SEBOTSA (44) G T FERREIRA (68) P K HARRIS (66) N P MAGEZA (61) APPOINTED: 16 March 2015 APPOINTED: 4 November 2009 APPOINTED: 28 November 2001 APPOINTED: 4 November 2009 Directorships: Co-founder of Identity LEAD INDEPENDENT DIRECTOR Directorships: Non-executive Director Directorships: Previously the Chief Capital Partners Proprietary Limited in of FirstRand Limited, FirstRand Bank Operations Officer of the Absa Group.