Annual financial statements
- Audit and risk committee report
- Approval of the financial statement
- Certificate by Company Secretary
- Independent Auditor’s report
- Directors’ report
- Consolidated statement of comprehensive income
- Consolidated statement of financial position
- Consolidated statement of changes in equity
- Consolidated statement of cash flows
- Notes to the consolidated financial statements
- Notes 1 - 10
- Notes 11 - 20
- Notes 21 - 30
- Notes 31 - 34
- Abbreviations
- Definitions
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| GROUP | COMPANY | ||||||||
|---|---|---|---|---|---|---|---|---|---|
|
2017 R’000 |
2016 R’000 |
2017 R’000 |
2016 R’000 |
||||||
| 31 | INVESTMENT IN SUBSIDIARY AND JOINT VENTURE | ||||||||
| Investment in subsidiary company | |||||||||
| Clover SA | 326 735 | 326 735 | |||||||
| Total investment in subsidiary | 326 735 | 326 735 | |||||||
| Share of investment in a joint venture | |||||||||
| – | – | Clover Futurelife | |||||||
| 38 946 | 31 651 | Clover Fonterra | |||||||
| 38 946 | 31 651 | ||||||||
| Effective interest in capital | Gross Investment in subsidiaries and joint ventures1 | Profit/(loss) after taxation3 | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Subsidiary and joint ventureName of COMPANY | Country of incorporation | Nature of business |
2017 % |
2016 % |
2017 R’000 |
2016 R’000 |
2017 R’000 |
2016 R’000 |
|
| Clover SA2 | South Africa | Dairy manufacturing, distribution, sales | 100 | 100 | 326 735 | 326 735 | 171 180 | 299 074 | |
| Real Beverage COMPANY | South Africa | Manufacturing and sales of fruit juices | 100 | 100 | 466 958 | 444 958 | (45 019) | (14 389) | |
| Clover Botswana | Botswana | Dairy manufacturing, distribution, sales | 100 | 100 | 23 111 | 23 111 | 44 425 | 75 492 | |
| Clover MilkyWay | South Africa | Dairy manufacturing and sales | 100 | 100 | 80 000 | 50 050 | (5 317) | (8 861) | |
| Clover Swaziland | Swaziland | Distribution and sales of dairy products in Swaziland | 100 | 100 | 1 | 1 | 1 306 | (1 208) | |
| Clover Fonterra# | South Africa | Marketing, selling and distribution of dairy and related ingredient products | 51 | 51 | 38 946 | 31 651 | 18 486 | 14 015 | |
| Clover Frankies | South Africa | Marketing, sales, distribution and production of CSD’s | 100 | 51 | 19 854 | 10 928 | (3 851) | 518 | |
| Clover Good Hope | South Africa | Manufactures, distributes, sells and markets a range of soy based milk alternatives | 51 | 51 | 14 822 | 7 068 | 1 829 | 1 380 | |
| Clover West Africa | Nigeria | Marketing of non-alcoholic beverage products | 100 | 100 | 468 | 468 | (1 027) | 71 273 | |
| Clover Namibia | Namibia | Distribution and sales of dairy products in Namibia | 100 | 100 | * | * | 2 494 | 5 167 | |
| Clover Waters | South Africa | Marketing, sales, distribution and production of water and iced tea | 70 | 70 | 146 985 | 76 669 | (3 536) | (1 935) | |
| Clover Futurelife | South Africa | Manufactures, distributes, sells and markets a range of functional food products | 50.1 | 50.1 | * | * | (7) | 253 | |
| Clover Pride | South Africa | Manufactures, distributes, sells and markets a range of food products | 51 | – | 31 768 | – | 1 007 | – | |
| Dairy Farmers of South Africa | South Africa | Milk collection and dairy sales | 100 | – | 405 311 | – | (4 483) | – | |
| # | Joint venture. |
| * | Amounts less than R1 000. |
| 1 | Held by Clover SA. |
| 2 | Held by CIL. |
| 3 | Before inter company eliminations. |
| GROUP | COMPANY | ||||||||
|---|---|---|---|---|---|---|---|---|---|
|
2017 R’000 |
2016 R’000 |
2017 R’000 |
2016 R’000 |
||||||
| Clover Frankies | |||||||||
| Subsidiary’s statement of financial position | |||||||||
| 3 605 | 9 265 | Current assets including cash and cash equivalents of R0,23 million (2016: R1,6 million) and inventory R1.3 million (2016: R4,3 million) | |||||||
| 11 627 | 12 233 | Non-current assets including property, plant and equipment of R0,2 million (2016: R0,36 million) and intangibles (2016: R11,4 million) | |||||||
| – | (597) | Non-current liabilities including deferred tax Rnil million (2016: R0,6 million) | |||||||
| (6 107) | (6 925) | Current liabilities including trade and other payables of R6,1 million (2016: R6,9 million) | |||||||
| (9 125) | (13 976) | Equity (Net asset value) | |||||||
| 100% | 51% | Portion of the Group’s ownership | |||||||
| 9 125 | 7 128 | Net asset value of the investment | |||||||
| Subsidiary’s revenue and profit | |||||||||
| 18 932 | 20 568 | Revenue | |||||||
| (14 290) | (9 864) | Cost of sales | |||||||
| (8 615) | (8 976) | Sales, marketing, distribution and administrative expenses | |||||||
| (475) | (262) | Net finance cost | |||||||
| (4 448) | 1 466 | Profit before taxation | |||||||
| 597 | (450) | Income tax expense | |||||||
| (3 851) | 1 016 | Profit for the year | |||||||
| 100% | 51% | Portion of the Group’s ownership | |||||||
| (3 117) | 518 | Group’s share of (loss)/profit for the year | |||||||
| 5 624 | Acquisition of non-controlling interest in subsidiary - Refer to note 3.2 for more details | ||||||||
| (510) | – | Dividend received | |||||||
| GROUP | COMPANY | ||||||||
|---|---|---|---|---|---|---|---|---|---|
|
2017 R’000 |
2016 R’000 |
2017 R’000 |
2016 R’000 |
||||||
| Clover Good Hope | |||||||||
| Subsidiary’s statement of financial position | |||||||||
| 29 878 | 27 302 | Current assets including cash and cash equivalents of R9,7 million (2016: R3,6 million) and inventory of R7,7 million (2016: R8,7 million) | |||||||
| 6 959 | 7 329 | Non-current assets including property, plant and equipment of Rnil million (2016: Rnil million) and intangibles of R7,0 million (2016: R7,3 million) | |||||||
| (508) | (657) | Non-current liabilities including deferred tax R0,5 million | |||||||
| (25 034) | (26 265) | Current liabilities including trade and other payables of R25 million | |||||||
| (11 295) | (7 709) | Equity (Net asset value) | |||||||
| 51% | 51% | Portion of the Group’s ownership | |||||||
| 5 760 | 3 932 | Net asset value of the investment | |||||||
| Subsidiary’s revenue and profit | |||||||||
| 90 405 | 16 206 | Revenue | |||||||
| (73 663) | (13 480) | Cost of sales | |||||||
| (10 372) | (1 293) | Sales, marketing, distribution and administrative expenses | |||||||
| (283) | 1 721 | Other operating (expenses)/income | |||||||
| (1 090) | (65) | Net finance cost | |||||||
| 4 997 | 3 089 | Profit before taxation | |||||||
| (1 411) | (383) | Income tax expense | |||||||
| 3 586 | 2 706 | Profit for the year | |||||||
| 51% | 51% | Portion of the Group’s ownership | |||||||
| 1 829 | 1 380 | Group’s share of profit for the year | |||||||
| – | – | Dividend received | |||||||
| GROUP | COMPANY | ||||||||
|---|---|---|---|---|---|---|---|---|---|
|
2017 R’000 |
2016 R’000 |
2017 R’000 |
2016 R’000 |
||||||
| Clover Waters | |||||||||
| Subsidiary’s statement of financial position | |||||||||
| 53 894 | 58 049 | Current assets including cash and cash equivalents R2,6 million (2016: Rnil) and inventory R24,5 million (2016: R27,95 million) | |||||||
| 150 236 | 132 674 | Non-current assets including property, plant and equipment R112 million (2016: R97,8 million) and deferred tax asset of R4.9 million (2016:Rnil million) | |||||||
| – | (9 866) | Non-current liabilities including deferred tax Rnil million (2016: R2,7 million) | |||||||
| (166 916) | (138 729) | Current liabilities including trade and other payables of R138,2 million (2016: R138,2 million) | |||||||
| (37 214) | (42 128) | Equity (Net asset value) | |||||||
| 70% | 70% | Portion of the Group’s ownership | |||||||
| 26 050 | 29 490 | Net asset value of the investment | |||||||
| Subsidiary’s revenue and profit | |||||||||
| 252 564 | 306 672 | Revenue | |||||||
| (163 763) | (195 972) | Cost of sales | |||||||
| (74 626) | (87 740) | Sales, marketing, distribution and administrative expenses | |||||||
| (14 140) | (21 011) | Other operating expenses | |||||||
| (12 605) | (5 992) | Net finance cost | |||||||
| (12 570) | (4 043) | Loss before taxation | |||||||
| 7 518 | 1 279 | Income tax | |||||||
| (5 052) | (2 764) | Loss for the year | |||||||
| 70% | 70% | Portion of the Group’s ownership | |||||||
| (3 536) | (1 935) | Group’s share of loss for the year | |||||||
| – | – | Dividend received | |||||||
| GROUP | COMPANY | ||||||||
|---|---|---|---|---|---|---|---|---|---|
|
2017 R’000 |
2016 R’000 |
2017 R’000 |
2016 R’000 |
||||||
| Clover Pride (inclusive of the purchase price allocation per note 3.1) | |||||||||
| Subsidiary’s statement of financial position | |||||||||
| 23 096 | Current assets including cash and cash equivalents of R0,4 million and inventory R13,9 million | ||||||||
| 59 493 | Non-current assets including property, plant and equipment of R0,5 million and intangibles R59,0 million | ||||||||
| (117) | Non-current liabilities including deferred tax R0,1 million | ||||||||
| (20 563) | Current liabilities including trade and other payables of R20,4 million | ||||||||
| (61 909) | Equity (Net asset value) | ||||||||
| 51% | Portion of the Group’s ownership | ||||||||
| 31 574 | Net asset value of the investment | ||||||||
| Subsidiary’s revenue and profit | |||||||||
| 22 358 | Revenue | ||||||||
| (15 016) | Cost of sales | ||||||||
| (3 562) | Sales, marketing, distribution and administrative expenses | ||||||||
| (797) | Other operating (expense)/income | ||||||||
| (241) | Net finance cost | ||||||||
| 2 742 | Profit before taxation | ||||||||
| (767) | Income tax expense | ||||||||
| 1 975 | Profit for the year | ||||||||
| 51% | Portion of the Group’s ownership | ||||||||
| 1 007 | Group’s share of profit for the year | ||||||||
| – | Dividend received | ||||||||
Refer to note 4 for the joint ventures namely Clover Fonterra Ingredients and Clover Futurelife.
| 32 | SHARE-BASED PAYMENTS |
| 32.1 | Equity-settled share appreciation rights scheme |
| – Clover Share Appreciation Rights Plan (2010) (ordinary shares in CIL) | |
| On 31 May 2010 the ordinary and preference shareholders approved the Clover Share Appreciation Rights Plan (SAR) as well as the placement of 16 million unissued ordinary shares under the control of the Directors to fulfil the Group’s potential future obligations in terms of the plan. The main rules of the scheme are as follows: | |
| The Group’s obligations in terms of this plan can at the election of the Group be settled in cash or by the issue of ordinary shares. | |
| New SAR may be exercised at the election of the participants, at any time after they have vested, provided that the participant concerned is still in the employment of Clover. On exercise employees will be awarded shares to the value equal to the difference between the fair market value of ordinary shares on the date of issue of the new SAR in question and the fair market value of the ordinary shares on the date of exercise. | |
| Further details on the scheme are available in the detailed circular issued to shareholders on 7 May 2010 and the Report on Remuneration on page 77 to 88. | |
| The SAR granted are expensed over their vesting period in terms of IFRS 2. The estimated fair value of these SAR was calculated using the Hull-White Trinomial Lattice valuation model. | |
| The following inputs were used for the calculation of the fair value: | |
| Initial allocation – Expected volatility of 30,3%, risk free rate of 8,90% and a dividend yield of 2,34%. | |
| Third allocation – Expected volatility of 19,9%, risk free rate of 8,55% and a dividend yield of 3,33%. | |
| Allocation to new executive committee member – Expected volatility of 17,4%, risk free rate of 7,94% and a dividend yield of 2,00%. | |
| Fourth allocation – Expected volatility of 17,4%, risk free rate of 7,94% and a dividend yield of 2,00% | |
| Fifth allocation – Expected volatility of 24,3%, risk free rate of 6,67% and dividend yield of 1,74%. | |
| Sixth allocation – Expected volatility of 21,4%, risk free rate of 7,01% and dividend yield of 1,80%. | |
| Allocation to new executive committee member – Expected volatility of 22,7%, risk free rate of 7,45% and a dividend yield of 2,14%. | |
| Seventh allocation – Expected volatility of 26,9%, risk free rate of 7,37% and dividend yield of 1,92%. | |
| Expected volatility is calculated based on the average share price per day and the intra-day share price movements since listing. | |
| Eighth allocation – Expected volatility of 33,0%, risk free rate of 8,19% and a dividend yield of 2,95%. | |
| Ninth allocation - Expected volatility of 26,7%, risk free rate of 7,98% and a dividend yield of 3,48%. |
| Share appreciation rights | |||||||
| Description |
Grant date |
Weighted average remaining contractual life (years) |
Exercise price |
SAR granted not yet exercised |
Estimated weighted average fair value per right at grant date (Adjusted for 2 for 1 share split) | Vesting period | |
| Clover’s Share Appreciation Rights Plan (2010) – Initial allocation | 31 May 2010 | Till employment terminates | R4,67 | 1 808 459(2016: 1 808 459) | R2,11 | One-third on 31 May 2013, a further third on 31 May 2014 and a final third on 31 May 2015 | |
| Clover’s Share Appreciation Rights Plan (2010) – Third allocation | 1 July 2011 | Two years | R11,00 | 57 778(2016: 57 778) | R3,11 | Full allocation vested on 1 July 2014 | |
| Clover’s Share Appreciation Rights Plan (2010)– Allocation to Executive Committee member ER Bosch | 1 June 2012 | Three years | R13,50 | 953 620(2016: 953 620) | R4,03 | One-third on 1 June 2015, one-third on1 June 2016 and a final third on 1 June 2017 | |
| Clover’s Share Appreciation Rights Plan (2010) – Fourth allocation | 1 July 2012 | Three years | R13,73 | 1 474 962(2016: 1 474 962) | R3,70 | Full allocation vested on 1 July 2015 | |
| Clover’s Share Appreciation Rights Plan (2010)– Allocation to Executive Committee member MM Palmeiro | 1 October 2012 | Three years | R14,15 | 925 500(2016: 925 500) | R3,95 | One-third on 1 October 2015, a third on 1 October 2016 and a final third on 1 October 2017 | |
| Clover’s Share Appreciation Rights Plan (2010) – Fifth allocation | 1 July 2013 | Four years | R16,83 | 2 256 153(2016: 2 588 288) | R4,97 | Full allocation vests on 1 July 2016 | |
| Clover’s Share Appreciation Rights Plan (2010) – Sixth allocation | 20 June 2014 | Five years | R17,31 | 697 562(2016: 2 325 208) | R4,83 | Full allocation vests on 30 June 2017 | |
| Clover’s Share Appreciation Rights Plan (2010) – Allocation to Executive Committee member J van Heerden | 26 September 2014 | Three years | R17,55 | 501 425(2016: 501 425) | R5,25 | One third on 26 September 2017, one third on 26 September 2018 and a final third on 26 September 2019 | |
| Clover’s Share Appreciation Rights Plan (2010) – Seventh allocation | 30 June 2015 | Five years | R17,34 | 2 779 769(2016: 2 779 769) | R5,38 | Full allocation vests on 30 June 2018 | |
| Clover’s Share Appreciation Rights Plan (2010) – Eighth allocation | 30 June 2016 | Four years | R18,44 | 2 679 262(2016: 2 679 262) | R5,58 | Full allocation vests on 30 June 2019 | |
| Clovers Share Appreciation Rights Plan (2010) - Ninth allocation | 30 June 2017 | Five years | R16,75 | 3 108 839 | R 4.40 | Full allocation vest on 30 June 2020 | |
| GROUP | COMPANY | ||||||
|---|---|---|---|---|---|---|---|
|
2017 R’000 |
2016 R’000 |
2017 R’000 |
2016 R’000 |
||||
| Provision against income | |||||||
| 5 865 | 12 697 | Share-based payment expense | |||||
There were no changes made to the share appreciation rights or the executives’ interests therein after 30 June 2017 up to the approval of the annual financial statements.
| 33 | DIRECTORS’ REMUNERATION AND INTERESTS |
| 33.1 | Directors’ remuneration |
| 2017 | ||||||||||
| Basic salary | Fees for services as Director | Individual performance bonus | Profit share bonus | Retirement and medical contributions | Re-imbursive expenses | Other benefits* | Total | |||
| R’000 | R’000 | R’000 | R’000 | R’000 | R’ 000 | R’000 | R’000 | |||
| Executive Directors | ||||||||||
| JH Vorster | 5 500 | – | – | – | 628 | – | 283 | 6 411 | ||
| ER Bosch | 3 397 | – | – | – | 452 | – | 132 | 3 981 | ||
| Total remuneration of Executive Directors | 8 897 | – | – | – | 1 080 | – | 415 | 10 392 | ||
| Non-Executive Directors | ||||||||||
| WI Büchner | – | 1 191 | – | – | – | – | – | 1 191 | ||
| TA Wixley (resigned 28 November 2016) | – | 374 | – | – | – | – | – | 374 | ||
| SF Booysen (Dr) | – | 840 | – | – | – | – | – | 840 | ||
| JNS Du Plessis (resigned 11 January 2017) | – | 249 | – | – | – | 8 | – | 257 | ||
| NA Smith | – | 414 | – | – | – | – | – | 414 | ||
| N Mokhesi | – | 637 | – | – | – | – | – | 637 | ||
| B Ngonyama | – | 539 | – | – | – | – | – | 539 | ||
| PR Griffin (resigned 28 November 2016) | – | 134 | – | – | – | 18 | – | 152 | ||
| Total remuneration of Non-Executive Directors | – | 4 378 | – | – | – | 26 | – | 4 404 | ||
| Total Directors’ remuneration | 8 897 | 4 378 | – | – | 1 080 | 26 | 415 | 14 796 | ||
| Other executives (prescribed officers) | ||||||||||
| H Lubbe | 3 285 | – | – | – | 409 | – | 170 | 3 864 | ||
| JHF Botes (Dr) | 3 300 | – | – | – | 430 | – | 169 | 3 899 | ||
| MM Palmeiro | 2 708 | – | – | – | 340 | – | 760 | 3 808 | ||
| J van Heerden | 2 635 | – | – | – | 324 | – | 241 | 3 200 | ||
| Total remuneration of other executives | 11 928 | – | – | – | 1 503 | – | 1 340 | 14 771 | ||
| * | Other benefits include long service award payouts, leave payouts on retirement, housing allowances for expatriates, travel and accommodation expenses. |
| 2016 | ||||||||||
|
Basic salary R’000 |
Fees for services as director R’000 |
Individual performance bonus R’000 |
Profit share bonus R’000 |
Retirement and medical contributions R’000 |
Re-imbursive expenses R’ 000 |
Other benefits* R’000 |
Total R’000 |
|||
| Executive directors | ||||||||||
| JH Vorster | 5 500 | – | 1 654 | 4 279 | 1 292 | – | 1 407 | 14 132 | ||
| LJ Botha | 3 767 | – | 636 | – | 465 | – | 362 | 5 230 | ||
| CP Lerm (Dr) | 3 296 | – | 1 120 | 1 878 | 715 | – | 860 | 7 869 | ||
| ER Bosch | 1 669 | – | 568 | 953 | 378 | – | 65 | 3 633 | ||
| Total remuneration of Executive Directors | 14 232 | – | 3 978 | 7 110 | 2 850 | – | 2 694 | 30 864 | ||
| Non-Executive Directors | ||||||||||
| WI Büchner | – | 1 191 | – | – | – | – | – | 1 191 | ||
| TA Wixley | – | 899 | – | – | – | – | – | 899 | ||
| SF Booysen (Dr) | – | 818 | – | – | – | 39 | – | 857 | ||
| JNS Du Plessis | – | 520 | – | – | – | 36 | – | 556 | ||
| NA Smith | – | 371 | – | – | – | – | – | 371 | ||
| N Mokhesi | – | 432 | – | – | – | – | – | 432 | ||
| B Ngonyama | – | 472 | – | – | – | – | – | 472 | ||
| PR Griffin | – | 321 | – | – | – | – | – | 321 | ||
| Total remuneration of Non-Executive Directors | – | 5 024 | – | – | – | 75 | – | 5 099 | ||
| Total Directors’ remuneration | 14 232 | 5 024 | 3 978 | 7 110 | 2 850 | 75 | 2 694 | 35 963 | ||
| Other executives (prescribed officers) | ||||||||||
| H Lubbe | 3 285 | – | 1 118 | 1 877 | 701 | – | 167 | 7 148 | ||
| JHF Botes (Dr) | 3 300 | – | 1 121 | 1 882 | 700 | – | 166 | 7 169 | ||
| ER Bosch (became a director on 2 January 2016) | 1 669 | – | 567 | 952 | 378 | – | 64 | 3 630 | ||
| MM Palmeiro | 2 708 | – | 1 432 | 1 902 | 591 | – | 755 | 7 388 | ||
| J van Heerden | 2 382 | – | 608 | 1 020 | 452 | – | 237 | 4 699 | ||
| Total remuneration of other executives | 13 344 | – | 4 846 | 7 633 | 2 822 | – | 1 389 | 30 034 | ||
| * | Other benefits include long service award payouts, leave payouts on retirement, housing allowances for expatriates, travel and accommodation expenses. |
|
2017 R’000 |
2016 R’000 |
|
| Share appreciation rights exercised and settled by the issue of shares | ||
| Executive directors | ||
| JH Vorster | – | 19 892 |
| LJ Botha (Resigned 2 January 2016) | – | 11 234 |
| CP Lerm (Dr)* | 332 135 | 13 414 |
| Executives (Prescribed officers) | ||
| 332 135 | 44 540 |
All share appreciation rights exercised by Executives as part of the MPCRE (refer to page 87: – legacy scheme SARS issues) were settled in shares.
* Retired 30 June 2016
| 33.2 | Interest of Directors and other executives in share appreciation rights |
The interest of Executive and Non-Executive Directors in the shares of the Company provided for in the form of share appreciation rights are set out in the table below:
| Allocation ofrights | Number of rights at allocation date | Number of rights as at 30 June 2016 | Share appreciation rights granted during the year | Number of rights exercised*/ cancelled^ during the year | Number of rights as at 30 June 2017 | Number of rights that have vested as at 30 June 2017 | Share price on date exercised | Grant price | Date from which exercisable | |
| JH Vorster | Fourth | 1 036 716 | 696 716 | 696 716 | 696 716 | 18.72 | 13.73 | All on 1 July 2015. | ||
| Fifth | 879 589 | 879 589 | 879 589 | 879 589 | 16.83 | All on 1 July 2016. | ||||
| Sixth | 906 510 | 906 510 | 634 557^ | 271 953 | 271 953 | 17.31 | All on 30 June 2017. | |||
| Seventh | 975 927 | 975 927 | 975 927 | 17.34 | All on 30 June 2018. | |||||
| Eighth | 919 753 | 919 753 | 919 753 | 18.44 | All on 30 June 2019. | |||||
| Ninth | 1 087 427 | 1 087 427 | 1 087 427 | 16.75 | All on 30 June 2020. | |||||
| CP Lerm (Dr) (retired 30 June 2016) | Fifth | 332 135 | 332 135 | 332 135* | – | 19.03 | 16.83 | All on 1 July 2016. | ||
| ER Bosch | Allocation of newly appointed | 953 620 | 953 620 | 953 620 | 953 620 | 13.50 | One-third on 1 June 2015, a third on 1 June 2016 and final third on 1 June 2017. | |||
| Fifth | 332 135 | 332 135 | 332 135 | 332 135 | 16.83 | All on 1 July 2016. | ||||
| Sixth | 342 301 | 342 301 | 239 611^ | 102 690 | 102 690 | 17.31 | All on 30 June 2017. | |||
| Seventh | 371 988 | 371 988 | 371 988 | 17.34 | All on 30 June 2018. | |||||
| Eighth | 362 256 | 362 256 | 362 256 | 18.44 | All on 30 June 2019. | |||||
| Ninth | 426 302 | 426 302 | 426 302 | 16.75 | ||||||
| Total Executive Directors | 8 926 659 | 7 072 930 | 1 513 729 | 1 206 303 | 7 380 356 | 3 236 703 |
| Allocation of rights | Number of rights at allocation date | Number of rights as at 30 June 2016 | Share appreciation rights granted during the year | Number of rights exercised*/ cancelled^ during the year | Number of rights as at 30 June 2017 | Number of rights that have vested as at 30 June 2017 |
Share price on date exer- cised |
Grant price | Date from which exercisable | |
| Other executives (prescribed officers) | ||||||||||
| H Lubbe | First | 2 027 236 | 1 351 491 | 1 351 491 | 1 351 491 | 4.67 | One-third on 31 May 2013, a further third on 31 May 2014 and a final third on 31 May 2015. | |||
| Third | 57 778 | 57 778 | 57 778 | 57 778 | 11.00 | All on 1 July 2014. | ||||
| Fourth | 389 123 | 389 123 | 389 123 | 389 123 | 13.73 | All on 1 July 2015. | ||||
| Fifth | 332 135 | 332 135 | 332 135 | 332 135 | 16.83 | All on 1 July 2016. | ||||
| Sixth | 342 301 | 342 301 | 239 611^ | 102 690 | 102 690 | 17.31 | All on 30 June 2017. | |||
| Seventh | 370 992 | 370 992 | 370 992 | 17.34 | All on 30 June 2018. | |||||
| Eighth | 349 625 | 349 625 | 349 625 | 18.44 | All on 30 June 2019. | |||||
| Ninth | 413 886 | 413 886 | 413 886 | 16.75 | All on 30 June 2020. | |||||
| JHF Botes (Dr) | First | 1 370 904 | 456 968 | 456 968 | 456 968 | 4.67 | One-third on 31 May 2013, a further third on 31 May 2014 and a final third on 31 May 2015. | |||
| Fourth | 389 123 | 389 123 | 389 123 | 389 123 | 13.73 | All on 1 July 2015. | ||||
| Fifth | 332 135 | 332 135 | 332 135 | 332 135 | 16.83 | All on 1 July 2016. | ||||
| Sixth | 342 301 | 342 301 | 239 611^ | 102 690 | 102 690 | 17.31 | All on 30 June 2017. | |||
| Seventh | 372 023 | 372 023 | 372 023 | 17.34 | All on 30 June 2018. | |||||
| Eighth | 350 598 | 350 598 | 350 598 | 18.44 | All on 30 June 2019. | |||||
| Ninth | 417 645 | 417 645 | 417 645 | 16.75 | All on 30 June 2020. | |||||
| MM Palmeiro | Allocation of newly appointed | 925 500 | 925 500 | 925 500 | 617 000 | 14.15 | One-third on 1 October 2015, a third on 1 October 2016 and final third on 1 October 2017. | |||
| Fifth | 380 159 | 380 159 | 380 159 | 380 159 | 16.83 | All on 1 July 2016. | ||||
| Sixth | 391 795 | 391 795 | 274 257^ | 117 538 | 117 538 | 17.31 | All on 30 June 2017. | |||
| Seventh | 417 246 | 417 246 | 417 246 | 17.34 | All on 30 June 2018. | |||||
| Eighth | 415 808 | 415 808 | 415 808 | 18.44 | All on 30 June 2019. | |||||
| Ninth | 423 249 | 423 249 | 423 249 | 16.75 | All on 30 June 2020. | |||||
| J van Heerden | Allocation of newly appointed | 501 425 | 501 425 | 501 425 | 17.55 | One third on 26 September 2017, a third on 26 September 2018 and final third on 26 September 2019. | ||||
| Seventh | 271 593 | 271 593 | 271 593 | 17.34 | All on 30 June 2018. | |||||
| Eighth | 281 222 | 281 222 | 281 222 | 18.44 | All on 30 June 2019. | |||||
| Ninth | 340 330 | 340 330 | 340 330 | 16.75 | All on 30 June 2020. | |||||
| Total other executives | 12 206 132 | 9 021 341 | 1 595 110 | 753 478^ | 9 862 973 | 4 628 831 | ||||
| Total | 21 132 791 | 16 094 271 | 3 108 839 | 1 959 781 | 17 243 329 | 7 865 534 |
Under the SAR Scheme, the aggregate number of ordinary shares which may be acquired by the Executives may not exceed 16 million ordinary shares. At 30 June 2017, a total of 11 240 883 (30 June 2016: 11 202 483 ordinary shares) have been issued to Executives, with the balance of 4 759 117 ordinary shares remaining available for issue.
* Exercised
^ Cancelled
| Number of shares at 30 June 2017 | Number of shares at 30 June 2016 | |||||||
| Direct | Indirect | Associates | Direct | Indirect | Associates | |||
| 33.3 | Interest of Directors and other executives of the Company in ordinary share capital | |||||||
| Executive Directors | ||||||||
| 4 583 334 | 4 500 000 | 403 364 | JH Vorster | 5 254 846 | 4 500 000 | 398 315 | ||
| – | – | – | CP Lerm (Dr) (retired 30 June 2016) | 3 574 220 | – | – | ||
| 4 583 334 | 4 500 000 | 403 364 | 8 829 066 | 4 500 000 | 398 315 | |||
| Non-Executive Directors | ||||||||
| – | 591 492 | – | WI Büchner* | – | 480 400 | – | ||
| – | 900 085 | – | NA Smith | – | 888 814 | – | ||
| 48 222 | – | – | TA Wixley^ | 47 619 | – | – | ||
| 15 245 | – | – | PR Griffin^ | 15 245 | – | – | ||
| 63 467 | 1 491 577 | – | 62 864 | 1 369 214 | – | |||
| 4 646 801 | 5 991 577 | 403 364 | Total Directors’ interests in ordinary share capital | 8 891 930 | 5 869 214 | 398 315 | ||
| Other executives (prescribed officers) | ||||||||
| 242 222 | – | – | H Lubbe | 342 222 | – | – | ||
| 951 998 | – | – | JHF Botes (Dr) | 951 998 | – | – | ||
| 1 194 220 | – | – | Total interest of other Executives in ordinary share capital | 1 294 220 | – | – | ||
There have been no changes in Directors’ interests in the share capital of the Company between the end of the financial year and the date of the approval of the annual financial statements.
* This Director is a trustee of the Clover Milk Producer Trust that holds 23 700 000 (2016: 23 100 000) ordinary shares in the Company.
^ Resigned 28 November 2016
| GROUP | COMPANY | ||||||
|---|---|---|---|---|---|---|---|
|
2017 % |
2016 % |
2017 % |
2016 % |
||||
| 34.5 | Past service liability build-up | ||||||
| The build-up of the total past service liability for the past year, using the best estimate assumptions are as follows: | |||||||
| 7.50 | 8.42 | a) | The following discount rate per annum was used for the calculation of interest cost | ||||
| 6.30 | 7.46 | b) | The following salary escalation rate per annum and merit increases were used | ||||
| c) | For current service cost an assumption is made that there are no withdrawals during the financial year | ||||||
| d) | For benefits paid it is assumed that all benefits were paid as estimated by Clover | ||||||
| R’000 | R’000 | R’000 | R’000 | ||||
| The increase in the past service liability is summarised as follows: | |||||||
| Past services liability build-up | |||||||
| 21 847 | 24 869 | Opening balance | |||||
| 1 870 | 1 782 | Plus: | Interest cost | ||||
| 1 083 | 1 099 | Current service cost | |||||
| (5 032) | (8 785) | Less: | Benefits paid | ||||
| 1 658 | 2 882 | Actuarial loss | |||||
| 21 426 | 21 847 | Closing balance | |||||






