ReportAnnual 2020 Table of Contents 3 Glossary of Terms, Acronyms, and Abbreviations 4-5 About the Group: Purpose, Vision and Mission 6-7 Chairman’s Message 8-10 GCEO’s Report 11 Group Financial Highlights 12-13 Pathway 14-20 Our Leadership Teams 21-53 Corporate Governance Report 54-55 Statutory Disclosures 56-58 Independent Auditor’s Report 60-123 Financial Statements 124 Corporate Information 125-126 Notice of Annual Meeting to Shareholders 127-128 Proxy Form About the Group Chief Group Financial Corporate Financial Group Executive Officer’s Highlights Governance Report Statements Glossary of Terms, Acronyms and Abbreviations AIM Advance Institute of Motoring Ltd ARC Audit and Risk Committee BCSD Business Council of Sustainable Development CGNRC Corporate Governance, Nomination and Remuneration Committee CO2 Carbon dioxide CSR Corporate Social Responsibility DEM Development & Enterprise Market of the Stock Exchange of Mauritius Ltd DPS Dividend per share EBITDA Earnings before interest, tax, depreciation, and amortisation EPS Earnings per Share FPSL FleetPro Services Ltd GCEO Group Chief Executive Officer GCA Group Chief Accountant HAWT Horizontal-axis wind turbine HC Hydrocarbons ICL Island Communications Ltd IFRS International Financial Reporting Standard kWh Kilowatt-hour MBA Master of Business Administration MIoD Mauritius Institute of Directors Ltd MUR Mauritian Rupees MyC MyChauffeur Ltd NAV Net Asset Value NAVPS Net Asset Value per Share NGO Non-Governmental Organisation NOI Net Operating Income NOx Nitrogen oxides PAT Profit after Tax PET Polyethylene terephthalate PIE Public Interest Entity PM Particulate matter PV Photovoltaic RHT HL RHT Holding Ltd RHT BS RHT Bus Services Ltd RHT IL RHT Investments Ltd RHT PL RHT Properties Ltd RHT VL RHT Ventures Ltd ROE Return on Equity SEM The Stock Exchange of Mauritius Ltd SEMSI Stock Exchange of Mauritius Sustainability Index Sqm Square metres TMSL Transport and Micropayment System Ltd VAWT Vertical-axis wind turbine ZEB Zero-emission bus 2 Annual Report 2020 RHT Holding Ltd 3 About the Group Chief Group Financial Corporate Financial Group Executive Officer’s Highlights Governance Report Statements About the Group Our Vision Our Mission Purpose To be the leader in sustainable We aspire to be one of investments, technology and Mauritius’ most valuable mobility beyond boundaries. companies through innovation, world-class performance and a clear focus on each of our business segments. RHT Holding Ltd initially started its operations in 1954 On 7 September 2015, RHT Holding Ltd was also listed under the name Rose Hill Transport Group, operating on the SEM Sustainability Index (“SEMSI”), which seeks in public transport in Mauritius. Through its years of to promote the best companies in Mauritius working to experience in the bus services sector, RHT Holding Ltd provide a more sustainable business environment for all has established itself as the leading market player. stakeholders. RHT was first listed on the Over-The-Counter (“OTC”) The RHT Group is now entering a crucial phase. With the market of Stock of Exchange of Mauritius (“SEM”) inception of the Metro Express service, the Company is in 2001, it was officially listed on the Development & poised to reinvent itself and transition to markets that Enterprise Market (“DEM”) of the SEM on 4 August offer better margins. 2006, the date when the SEM was officially launched. A restructuring was implemented two years later to separate the different activities into clusters. Subsequently, in 2010, the shareholders resolved to change the name of the Group from Rose Hill Transport Ltd to RHT Holding Ltd. Although public transport remains the core activity of the Group, operating under the name of RHT Bus Services Ltd, there has been a diversification into corporate venturing, investment in property and equities of blue chip companies trading on the SEM as well as in international funds. 4 Annual Report 2020 RHT Holding Ltd 5 About the Group Chief Group Financial Corporate Financial Group Executive Officer’s Highlights Governance Report Statements Chairperson’s Message And courage we do have. Even in the midst of a global Dividend pandemic like the current Coronavirus outbreak our teams have continued to show utmost resilience in the Our overall performance for the first semester of face of such adversity. Our staff and managers have the period under review has, against all odds, been been fast-tracking their “professional development” remarkably encouraging despite the various impacts on as they experience the intensity of so many different our various business segments and an interim dividend unchartered transitions that have forced RHT Group of MUR0.50 was declared on or about November 2019 to keep re-inventing itself and fostering innovation as a but unfortunately, owing to the extremely tight situation means of survival. Our motto and guiding brand tagline, arising from the COVID-19 pandemic ordeal, whether in “Leadership through Innovation” encapsulates both terms of revenue or cash flow, it has been impossible for our Group’s ambition and our criteria for value creation. the company to consider remunerating its shareholders Never has this been more necessary than in the current with a final dividend declaration. exceptionally difficult business environment. The total dividend declared in the financial year ended Furthermore, despite relentless assurances and 30 June 2020 is MUR0.50 per share as compared with reassurances by the Government through announcements MUR0.90 per share last year and MUR1.10 the previous made by the appropriate Transport Authorities that the year. necessary decisions and adequate arrangements would be made, to date nothing concrete has been done. Acknowledgements However, the supplicant’s request for support, subsidy or grants neither is nor will be the approach adopted by “It is only in our darkest hours that we RHT Group. Our Group wishes quite simply to work and may discover the true strength of the perform on a level-playing-field and stand on our own brilliant light within ourselves that can feet, while being paid our dues. never, ever, be dimmed.” Strategic Focus Doe Zantamata Indeed, it is through our struggles that we have The Board of Directors meets the Senior Managers and developed our strengths. Our managers and staff Executives of the Group annually and reviews the Group’s never intuitively say that something cannot be done, strategy at the corporate, business and functional levels no matter how difficult or discouraging it may be, as regularly as possible. The last quarter, starting as while our employees have always been supportive of from end-March 2020, has been exceptionally disruptive the company’s vision. It is in trying times such as these and complex for the Group, due to the extremely that we can truly evaluate the real strength of our team. difficult context described above, and has called for the We therefore ask for the understanding and support formulation of a new strategic plan. of our shareholders whose trust in our ability to turn The wider part of RHT Group’s present strategy is this Group around in the present economic context is the result of previously initiated actions and business very important to the management and the Board of Dear Valued Shareholder Directors of the company. “Success is not approaches. However when all our markets, in both On behalf of the Board of Directors, it is my pleasure Mauritius and Africa, take an unanticipated and Finally, I wish to express my heartfelt thanks to our final; failure is to present the Annual Report of RHT Holding Ltd (the unprecedented downward turn, our Group, under the management team and staff for their loyalty and “Company”) for the year ended 30 June 2020. leadership of its Board of Directors, Senior Executives engagement and to our shareholders for their trust. not fatal: it is and Managers, requires a strategic reaction to cope with For many years now, survival and adversity have been such contingencies. part and parcel of our reality as we have been going the courage to through so many successive ordeals. Indeed, our largest Our core strategy still revolves around the concepts of subsidiary, RHT Bus Services Ltd has been massively “mobility” and “technology”. Thus, we will continue to continue that impacted by the construction works and operations of the leverage our experience and our brand as an outstanding counts.” Metro Express. More recently the whole Group has been innovative company in an enlarged field combining and is being severely hit by the multiple effects of the “transportation” and “information technology”. COVID-19 pandemic, which have further decreased our Sir Winston Churchill At subsidiary levels, with the adverse impact of the Paul CKF AH LEUNG ridership, increased our operating costs and destroyed a COVID-19 on the Mauritian economy, our short-term Chairperson large portion of shareholder value. objective has been and remains the mitigation of risks In such a situation, many organizations would have simply at all levels, including slow debt recovery or bad debts, just given up. customer base erosion, high gearing or ominous current ratios etc., while concomitantly working towards our Sir Winston Churchill once said that “Success is not final; longer term objective which is to continue our “related failure is not fatal: it is the courage to continue that counts.” growth” strategies and diversification of both our product and services offerings and our markets. 6 Annual Report 2020 RHT Holding Ltd 7 About the Group Chief Group Financial Corporate Financial Group Executive Officer’s Highlights Governance Report Statements Group Chief Executive Officer’s Report Dear Shareholder Thus, I am pleased to share with you that we have benefited from the services of Mr Fareed Jaunboccus, a I am pleased to report on the Group activities of RHT seasoned consultant in strategy, who has advised some Holding Ltd for the financial year 2019/2020. of the largest firms in Mauritius and in the region, in the elaboration of our new strategic plan.