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Thu 25 Aug 2011, 13:50 BSR - Basil Read Holdings Limited - Unaudited results for the period ended 30
BSR
BSR                                                                             
BSR - Basil Read Holdings Limited - Unaudited results for the period ended 30   
June 2011                                                                       
BASIL READ HOLDINGS LIMITED                                                     
Incorporated in the Republic of South Africa                                    
(Registration number 1984/007758/06)                                            
("Basil Read" or "the group")                                                   
ISIN: ZAE000029781   Share code: BSR                                            
Unaudited results for the period ended 30 June 2011                             
Revenue up by 12%                                                               
Operating profit decreased by 26%                                               
Order book of R10,2 billion                                                     
Summarised consolidated income statement                                        
                            Unaudited    Unaudited   Audited                    
                            6 months     6 months    12 months                  
                            30 June      30 June     31 December                
R`000                        2011         2010        2010                      
Revenue                       2 944 986    2 621 176   5 389 769                
Operating profit for the      150 047      202 207     408 798                  
period                                                                          
Amortisation of intangible    (5 393)      (23 498)    (39 303)                 
assets                                                                          
Net finance (costs)/income    (11 915)     547         619                      
Share of (losses)/profits     (846)       -            1 662                    
from jointly controlled                                                         
entities                                                                        
Share of (losses)/profits     (156)        502         (188)                    
from associates                                                                 
Profit for the period before  131 737      179 758     371 588                  
taxation                                                                        
Taxation                      (38 889)     (52 239)    (119 370)                
Profit for the period after   92 848       127 519     252 218                  
taxation                                                                        
Profit for the period                                                           
attributable to the                                                             
following:                                                                      
Equity shareholders of the    98 263       128 629     260 753                  
company                                                                         
Non-controlling interests     (5 415)      (1 110)     (8 535)                  
Net profit for the period     92 848       127 519     252 218                  
Earnings per share (cents)    79,37        103,90      210,63                   
Diluted earnings per share    79,37        103,90      210,63                   
(cents)                                                                         
Dividend paid per share       30,00        42,00       42,00                    
(cents)                                                                         
Dividend declared per share  -            -            30,00                    
(cents)*                                                                        
*Based on the year to which the dividend relates                                
Summarised consolidated statement of comprehensive income                       
                              Unaudited   Unaudited  Audited                    
                              6 months    6 months   12 months                  
                              30 June     30 June    31 December                
R`000                          2011        2010       2010                      
Net profit for the period       92 848      127 519    252 218                  
Other comprehensive income for  (5 172)     (3 089)    (2 697)                  
the period                                                                      
Movement in foreign currency    (1 524)     (2 423)    (8 622)                  
translation reserve                                                             
Movement in fair value          (3 648)     (666)      6 222                    
adjustment reserve                                                              
Deferred tax effect on other   -           -           (297)                    
comprehensive income                                                            
Total comprehensive income for  87 676      124 430    249 521                  
the period                                                                      
Total comprehensive income for                                                  
the period attributable to the                                                  
following:                                                                      
Equity shareholders of the      93 386      125 238    259 463                  
company                                                                         
Retained income                 98 263      128 629    260 753                  
Other reserves                  (4 877)     (3 391)    (1 290)                  
Non-controlling interests       (5 710)     (808)      (9 942)                  
Total comprehensive income for  87 676      124 430    249 521                  
the period                                                                      
Summarised consolidated statement of financial position                         
                          Unaudited     Unaudited    Audited                    
30 June       30 June      31 December                
R`000                      2011          2010         2010                      
ASSETS                                                                          
Non-current assets          2 026 892     1 844 319    1 854 008                
Property, plant and         1 041 502     976 449      873 390                  
equipment                                                                       
Intangible assets           837 790       754 283      843 183                  
Investments in jointly      30 210        22 345       20 423                   
controlled entities                                                             
Investments in associates   14 163        1 851        1 413                    
Available-for-sale          34 930        27 661       36 264                   
financial assets                                                                
Deferred income tax asset   68 297        61 730       79 335                   
Current assets              2 605 550     2 668 724    2 430 905                
Inventories                 59 065        49 711       47 700                   
Development land            360 952       324 871      351 938                  
Trade and other             1 193 839     1 140 269    842 692                  
receivables                                                                     
Work in progress            318 188       269 603      150 775                  
Investments in jointly     -              359         -                         
controlled entities                                                             
Current income tax asset    43 105        15 264       26 250                   
Cash and cash equivalents   630 401       868 647      1 011 550                
Non-current assets held-   -             -             92 558                   
for-sale                                                                        
                           4 632 442     4 513 043    4 377 471                 
EQUITY AND LIABILITIES                                                          
Capital and reserves        1 767 821     1 590 861    1 715 289                
Stated capital              948 667       948 667      948 667                  
Retained income             820 978       626 787      758 472                  
Other reserves              (3 131)       (355)        1 746                    
Non-controlling interests   1 307         15 762       6 404                    
Non-current liabilities     504 191       440 060      439 156                  
Interest bearing            409 430       260 854      337 658                  
borrowings                                                                      
Other borrowings            27 455        96 245       26 188                   
Deferred income tax         67 306        82 961       75 310                   
liability                                                                       
Current liabilities         2 360 430     2 482 122    2 219 938                
Trade and other payables    1 142 337     1 171 451    970 223                  
Amounts due to customers    530 618       423 803      583 399                  
Current portion of          406 406       650 112      438 836                  
borrowings                                                                      
Provisions for other        174 872       152 034      152 235                  
liabilities and charges                                                         
Current income tax          35 902        39 431       42 351                   
liability                                                                       
Bank overdraft              70 295        45 291       32 894                   
Liabilities directly       -             -             3 088                    
associated with non-                                                            
current assets classified                                                       
as held-for-sale                                                                
4 632 442     4 513 043    4 377 471                 
Statement of changes in equity                                                  
                              Unaudited   Unaudited  Audited                    
                              6 months    6 months   12 months                  
30 June     30 June    31 December                
R`000                          2011        2010       2010                      
Issued capital                                                                  
Ordinary share capital                                                          
Balance at the beginning and    948 667     948 667    948 667                  
end of the period                                                               
Retained income                                                                 
Balance at the beginning of     758 472     549 213    549 213                  
the period                                                                      
Total comprehensive income for  98 263      128 629    260 753                  
the period                                                                      
Share-based payment - equity   -            1 829      1 193                    
settled                                                                         
Transactions with minorities    1 387       (883)      (697)                    
Dividend declared               (37 144)    (52 001)   (51 990)                 
Balance at the end of the       820 978     626 787    758 472                  
period                                                                          
Other reserves                                                                  
Balance at the beginning of     1 746       3 036      3 036                    
the period                                                                      
Total comprehensive income for  (4 877)     (3 391)    (1 290)                  
the period                                                                      
Balance at the end of the       (3 131)     (355)      1 746                    
period                                                                          
Non-controlling interests       1 307       15 762     6 404                    
                                                                                
Summarised consolidated statement of cash flows                                 
                           Unaudited    Unaudited    Audited                    
6 months     6 months     12 months                  
                           30 June      30 June      31 December                
R`000                       2011         2010         2010                      
Operating cash flow          262 782      308 365      616 878                  
Movements in working         (397 536)    (401 076)    (200 245)                
capital                                                                         
Net cash (used)/generated    (134 754)    (92 711)     416 633                  
by operations                                                                   
Net finance (costs)/income   (11 915)     547          619                      
Dividends paid               (37 187)     (51 572)     (51 558)                 
Taxation paid                (58 534)     (91 577)     (165 672)                
Cash flow from operating     (242 390)    (235 313)    200 022                  
activities                                                                      
Cash flow from investing     (4 707)      (19 430)     (123 095)                
activities                                                                      
Cash flow from financing     (171 453)    (143 706)    (320 076)                
activities                                                                      
Movement in cash and cash    (418 550)    (398 449)    (243 149)                
equivalents                                                                     
Cash and cash equivalents                                                       
at the beginning of                                                             
the period                   978 656      1 221 805    1 221 805                
Cash and cash equivalents    560 106      823 356      978 656                  
at the end of the period                                                        
Additional information to the interim financial statements                      
                            Unaudited    Unaudited   Audited                    
                            6 months     6 months    12 months                  
                            30 June      30 June     31 December                
2011         2010        2010                       
Number of shares in issue     123 798      123 798     123 798                  
(`000)                                                                          
Headline earnings per share   75,21        104,34      209,25                   
(cents)                                                                         
Diluted headline earnings     75,21        104,34      209,25                   
per share (cents)                                                               
Reconciliation of basic       R`000        R`000       R`000                    
earnings to headline                                                            
earnings                                                                        
Basic earnings                98 263       128 629     260 753                  
Adjusted by                                                                     
- Profit on sale of           (3 527)     -           -                         
subsidiary                                                                      
- (Profit)/loss on sale of                                                      
property, plant and                                                             
equipment                                                                       
                             (1 630)      536         (2 234)                   
- Impairment of fixed assets -            -            531                      
Headline earnings             93 106       129 165     259 050                  
Reconciliation between                                                          
weighted average                                                                
number of shares and diluted                                                    
average number                                                                  
of shares                                                                       
                                                                                
                             `000         `000        `000                      
Weighted average number of    123 798      123 798     123 798                  
shares                                                                          
Adjusted by - Share          -            -           -                         
Incentive Scheme                                                                
Diluted average number of     123 798      123 798     123 798                  
shares                                                                          
Net asset value per share     1 426,93     1 285,05    1 380,39                 
(cents)                                                                         
Tangible net asset value per  750,19       675,76      699,29                   
share (cents)                                                                   
Capital expenditure for the   312 048      256 626     422 798                  
period (R`000)                                                                  
Depreciation (R`000)          118 731      105 291     220 794                  
Impairment (R`000)           -            -            531                      
Amortisation of intangible    5 393        23 498      39 303                   
asset (R`000)                                                                   
COMMENTARY                                                                      
The consolidated abridged interim financial statements have been prepared in    
terms of section 8.57 of the JSE Listings Requirements, incorporating IAS34 on  
Interim Financial Reporting and AC500 Standards as issued by the Accounting     
Practices Board or its successor, and the Companies Act of South Africa. The    
principal accounting policies used in the preparation of the unaudited results  
for the six months ended 30 June 2011 are consistent with those applied in the  
annual financial statements for the year ended 31 December 2010 and for the     
unaudited results for the six months ended 30 June 2010 in terms of IFRS.       
OVERALL REVIEW                                                                  
The current economic climate presents new challenges for the engineering        
industry. Although work opportunities continue to exist, greater competition    
in the sector has resulted in pressure on margins. As a group, Basil Read has   
responded through innovation and diversification of service offering, while     
retaining focus on cost containment and improving efficiencies.                 
Despite a contraction in margins in the construction division, the group`s      
performance was supported by solid results in the mining division and an        
encouraging recovery in the engineering business, TWP.                          
The global economic environment is once again faced with volatile conditions    
and a degree of uncertainty and it is evident that the economic recovery will   
be protracted. A strong order book and equally strong relationships with        
clients, suppliers and subcontractors will enable the group to manage these     
conditions effectively.                                                         
The board is pleased to report a satisfactory set of results despite extremely  
difficult trading conditions, with revenue of R2,9 billion (June 2010: R2,6     
billion), a modest increase of 12%. Operating profit decreased by 26% to        
R150,0 million (June 2010: R202,2 million), which translated into an operating  
margin of 5,1% (June 2010: 7,7%). Net profit decreased by 27% to R92,8 million  
(June 2010: R127,5 million).                                                    
Cash on hand as at 30 June 2011 decreased to R560,1 million (December 2010:     
R978,7 million) as the group continued to be hampered by increased working      
capital levels, mostly due to a significant increase in trade and other         
receivables. The majority of the group`s trade and other receivables comprise   
government debtors which represent a greatly reduced credit risk. However,      
delays in receiving payment have negatively impacted the cash flow of the       
group. Included in trade and other receivables is an amount in excess of R250   
million that represents government debtors that have exceeded the contractual   
payment terms.                                                                  
Debt levels remained steady at R843,3 million (December 2010: R802,7 million).  
Repayments of banking loans and deferred payments were offset by an increase    
in instalment sale agreements used to fund expansionary capital expenditure of  
R295,4 million (June 2010: R256,6 million). Under the domestic medium-term      
note programme, the group successfully refinanced its maturing note of R125     
million through the further issue of a R150 million note, maturing in July      
2013. The second note in issue of R125 million matures in June 2012 and is      
classified as part of the short-term portion of interest-bearing borrowings.    
The group`s debt equity ratio is currently at 24,7%.                            
The group experienced moderate balance sheet growth, with total assets at a     
level of R4,6 billion (December 2010: R4,4 billion), and considers the balance  
sheet to be appropriately structured to enable further growth.                  
The group secured new contracts in the period under review in the amount of     
R5,3 billion (June 2010: R2,6 billion) and the order book is a healthy R10,2    
billion (June 2010: R8,1 billion).                                              
Tenders to the value of R35 billion were submitted in the six months to June    
2011 for the construction and mining divisions. The group`s historic strike     
rate stands at between 11% and 18%.                                             
At the reporting date, the group had guarantees in issue in the amount of R2,0  
billion (June 2010: R1,5 billion). These guarantees have arisen in the          
ordinary course of business and it is not expected that any loss will arise     
out of the issue of these guarantees.                                           
Basil Read (Pty) Limited, the group`s main construction operating company,      
attained a level 3 BBBEE contributor rating, meaning that companies are         
entitled to recognise 110% of the amounts spent with the company in             
calculating their procurement spend. In addition,                               
Basil Read (Pty) Limited was further rated as a value added supplier, which     
affords a further 25% benefit.                                                  
CORPORATE ACTIVITY                                                              
Basil Read is increasing and diversifying its products and services as part of  
its integrated growth strategy, driven by dedicated business development        
professionals. For this reason, the group made two strategic investments in     
the first half of 2011.                                                         
The group acquired a 50% stake in Siyaya Energy (Pty) Limited, a company that   
operates in the petroleum supply chain, for a purchase consideration of R10     
million. The new venture has secured a R1 billion supply contract.              
The group further acquired a 35% stake in Metrowind (Pty) Limited, a provider   
of alternative energy sources, for an amount of R10 million. Metrowind is in    
the process of developing a wind farm in the Nelson Mandela Bay Metropolitan    
area.                                                                           
On 1 February 2011, the group disposed of 100% of Basil Read Contracting (Pty)  
Limited, a property holding company, for a cash consideration of R93,6          
million. The transaction resulted in a profit on disposal of subsidiaries of    
R4,1 million.                                                                   
On 1 June 2011, the group disposed of 30% of its stake in Newport Construction  
(Pty) Limited to a local BEE partner. The sale consideration was R2,0 million   
and the transaction resulted in the recognition of a gain on transactions with  
minorities of R1,4 million.                                                     
OPERATIONAL REVIEW                                                              
Sustainability, risk management and quality                                     
Strategy, risk, performance and sustainability are inseparable in the modern    
business environment. A renewed focus on good corporate citizenship and         
governance, increased scrutiny by providers of project capital, the expansion   
of directors` fiduciary duties and the need to embed risk in business           
decisions and processes have made implementing an integrated enterprise risk    
management process a business priority.                                         
Basil Read has adopted an integrated approach to the management of safety,      
health, environment and quality ("SHEQ") in order to ensure that SHEQ           
objectives are met and maintained. In addition, Basil Read has implemented a    
behaviour based safety programme that has been rolled out to all construction   
sites, which is helping to keep the disabling injury frequency rate at a low    
0,43. Consequently, fewer incidents have been recorded during the period under  
review and Basil Read`s SHEQ client assessment feedback reported group audit    
results above 90%.                                                              
Basil Read is committed to reducing its environmental impact and improving      
green initiatives to increase resource efficiency, creativity and employee      
motivation. Green initiatives endeavour to save energy and waste, preserve      
precious capital, and give precise focus to the group`s innovation efforts and  
strategic priorities. The group aims to continue its commitment to reconfigure  
its business and infrastructure to deliver better returns on natural, human     
and economic capital investments, while at the same time reducing greenhouse    
gas emissions, extracting and using fewer natural resources and creating less   
waste.                                                                          
CONSTRUCTION                                                                    
                         June 2011     June 2010    Dec 2010                    
Revenue (R`000)            2 023 468     1 932 865    3 900 481                 
Operating profit (R`000)   48 241        159 318      293 024                   
Operating margin (%)      2,38%         8,24%        7,51%                      
Order book (R`000)         6 300 000     5 300 000    4 900 000                 
The period under review was challenging for the group`s largest division as a   
result of current market conditions, with competition remaining fierce. The     
first half of 2011 has seen fewer tenders being advertised at lower values.     
The construction market is flooded with resources, both plant and people,       
which were built up for the increased infrastructure associated with the 2010   
FIFA World Cup. With fewer tenders on offer, and significant pressure on        
margins, the challenge is to secure new work and keep resources occupied.       
While local conditions remain depressed, there has been a natural progression   
from South Africa to other parts of Africa, where the need for quality          
construction groups is high. At present Basil Read is exploring niche markets   
with long-term prospects in infrastructural spend in Africa. With secured       
contracts in Botswana, Namibia, Zimbabwe and an office established in Zambia,   
the group is actively tendering for projects in East Africa, where there are a  
number of public and private work opportunities.                                
Despite the solid growth in the division, margins have been negatively          
impacted and the group has a number of loss making contracts, particularly in   
the roads sector, which has historically been one of the group`s key            
performers. While these expected losses have been fully accounted for in the    
results to June 2011, some or all of the losses may be recovered if disputes    
with the relevant customers are successfully negotiated.                        
Performance in the division has been supported by the ongoing Gauteng Freeway   
Improvement Project contracts, particularly the D1 and D2 packages in           
Pretoria, which are nearing completion and the N12 (Jet Park to Tom Jones)      
package which continues into 2012.                                              
The division has fulfilled all of its obligations related to the prestigious    
Gautrain project with the successful completion of both the Park and Hatfield   
stations, as well as the completion of selected works at the OR Tambo           
International Airport, Rhodesfield and Marlboro stations.                       
MINING                                                                          
                         June 2011     June 2010    Dec 2010                    
Revenue (R`000)           408 001        362 730      801 718                   
Operating profit (R`000)  48 316         46 158       111 346                   
Operating margin (%)      11,84%        12,73%       13,89%                     
Order book (R`000)         2 300 000     1 200 000    1 300 000                 
The mining division continues to be a stable performer for the group, with      
ongoing contracts both locally, and in Namibia and Botswana. Higher commodity   
prices are boosting mining production and market sentiment is currently         
favourable.                                                                     
Basil Read Mining has joined forces with Australian-based Leighton              
International and local Botswana company, Bothakga Burrow to form the Majwe     
Mining Joint Venture. Majwe was awarded a five year multi-billion rand mining   
service contract with the Debswana Diamond Company in Botswana. Awarded in May  
2011, production is scheduled to commence in September 2011. Mobilisation is    
progressing well and is on schedule. Botswana remains a buoyant prospect for    
the mining division with various growth opportunities on the horizon.           
Work has also been secured at Highveld Steel`s Uitvlugt project in Mpumalanga   
and on De Beers` Venetia Mine in Limpopo.                                       
Although Blasting & Excavating ("B&E") has performed well on its mining         
projects, the local civil and quarrying market remains under pressure. B&E has  
secured a new 12-month contract in Swaziland relieving some of the pressure in  
this area of the business.                                                      
Further enhancing B&E`s mining operations was the award of a contract           
extension for the drilling and blasting operations at Jwaneng Mine in           
Botswana.                                                                       
DEVELOPMENTS                                                                    
                         June 2011   June 2010  Dec 2010                        
Revenue (R`000)           33 291       14 688     24 191                        
Operating profit (R`000)  7 395        2 074      4 653                         
Operating margin (%)      22,21%      14,12%     19,23%                         
Order book (R`000)        100 000      100 000    100 000                       
Basil Read Developments has entrenched its reputation for developing            
sustainable communities, reflected in its Gauteng flagship project, Cosmo City  
- the first mixed-use, fully integrated sustainable human settlement in South   
Africa.                                                                         
While still the smallest of Basil Read`s divisions, it has the largest socio-   
economic impact with a total economic impact of R100 billion during             
construction and R71,2 billion post-construction. For the group, this division  
is strategically significant, given its focus on sustainable development and    
the secondary work it creates for the group. Some R3 billion in work, not yet   
included in the group`s order book, will be created for other Basil Read        
divisions over the life of current projects.                                    
Given that government has reaffirmed its commitment to eradicating informal     
settlements, with a concomitant effect on job creation and poverty reduction,   
this division remains of strategic importance to the group.                     
Divisional performance improved in the six months to June 2011 bolstered by     
the first recorded sales of stands at Klipriver Business Park, a pivotal spine  
between Johannesburg, Meyerton and Ekurhuleni.                                  
ENGINEERING                                                                     
                         June 2011    June 2010    Dec 2010                     
Revenue (R`000)           480 226       310 893      663 379                    
Operating profit (R`000)  46 095        (5 343)      (225)                      
Operating margin (%)      9,60%        (1,72%)      (0,03%)                     
Order book (R`000)        1 500 000     1 500 000    1 500 000                  
After a relatively slow start, the first half of 2011 has been buoyant for      
TWP.                                                                            
TWP Projects has secured significant work in the mining, process and            
infrastructure divisions. Key execution contracts have continued well,          
providing a stable workload, while a variety of new jobs, many at feasibility   
stage, have kicked in. In the process division, work is ramping up as projects  
go into execution.                                                              
The mining division has a number of large projects in the construction phase.   
The division is also busy with a number of blue chip feasibility studies,       
including the Venetia underground study for De Beers as well as key work for    
Assmang, Mimosa, Anglo Gold and Lonmin. The coal portfolio is growing well on   
the back of work for Total Coal, Anglo Thermal Coal, Continental Coal as well   
as various new coal companies in Mozambique`s Moatize region.                   
The infrastructure division is expanding rapidly, specifically to service much  
of Kumba`s Sishen mine infrastructure expansion.                                
Basil Read Matomo, the group`s turnkey business, is exceeding growth            
expectations with the Phoenix Project for Pan African Resources as well as the  
Mongwalu study of Anglogold Ashanti in the DRC.                                 
TWP`s two international offices in Australia and Peru are both expanding and    
operating profitably.                                                           
PROSPECTS                                                                       
The current global economic situation, particularly related to the debt crises  
in America and Europe, is creating significant uncertainty and volatility in    
global markets. With a real risk of a double dip recession in these economies,  
the potential effect on South Africa`s economy will need to be monitored.       
Slower economic growth in the global environment may have an adverse effect on  
the export market which in turn could drive the local economy lower.            
Metals prices, however, are benefitting as investors use metals as a hedge      
against rising inflation, which bodes well for the mining sector.               
Fundamentals in the construction sector have deteriorated significantly since   
2009 and are expected to remain challenging for the foreseeable future.         
Although the South African government remains committed to infrastructure       
spend as a means of driving growth, significant delays in the roll out of       
projects are negatively impacting construction operations.                      
As a sector, operating performances in construction are likely to be affected   
by high cost increases and greater competition. A sustained recovery in the     
sector was always expected to lag a recovery in the larger South African        
economy, given the relatively long lead times associated with planning and      
executing large projects. With the recovery of the South African economy under  
threat due to recent international developments, the recovery in the            
construction sector may take longer than original forecasts.                    
Against this background, Basil Read remains committed to continued expansion,   
both organic and acquisitive, local and international despite difficult         
trading conditions. The group will continue to monitor opportunities to expand  
service offering and geographic footprint.                                      
Construction opportunities exist within the rest of Africa particularly due to  
the influx of funding from international sources. Basil Read will continue to   
pursue contracts on the African continent within our defined set of risk        
parameters, which include the certainty of committed funding for the contract   
in question and upfront payments.                                               
Among other planned or pending projects, the group is currently negotiating     
with the British government for the construction of an international airport    
on St Helena Island, 2 000 km off the coast of Namibia.                         
In joint venture, the group has also recently been appointed as one of two      
consortia to submit a best and final offer for the proposed N1/N2 toll road.    
The group is also currently in negotiations with various developers for the     
construction of a 20 000 mSquared - 30 000 mSquared building which will serve   
as TWP`s head office.                                                           
The group`s order book remains strong at R10,2 billion, particularly in the     
engineering division which bodes well for growth potential for the next few     
years and supports TWP`s strategic plan to continue on its path of diversified  
international expansion. Continued strong growth will rely to a large extent    
on firm commodity prices although TWP`s market and geographic diversification   
will assist in reducing potential volatility.                                   
The group remains cautious about the year ahead and will remain prudent in      
managing the uncertainty and volatility, backed by an effective management      
structure and loyal workforce.                                                  
CORPORATE GOVERNANCE                                                            
The directors and senior management of the group endorse the Code of            
Governance Principles and Report on Governance, together referred to as King    
III. Having regard for the size of the group, the board is of the opinion that  
the group substantially complies with the Code as well as with the Listings     
Requirements of the JSE Limited. The group performs regular reviews of its      
corporate governance policies and practices and strives for continuous          
improvement in this regard.                                                     
The group has engaged with its advisors and is actively addressing the          
principles and practices of King III and ensuring compliance with the new       
Companies Act.                                                                  
On 1 June 2011, Macquarie First South Capital (Pty) Limited was appointed as    
the company`s sponsor on the JSE Limited.                                       
COMPETITION COMMISSION                                                          
The group`s application to engage with the Competition Commission regarding a   
settlement is in the process of being assessed by the Competition Commission,   
and the outcome may result in the imposition of an administrative penalty to    
Basil Read. Current timing indications are that the outcome of this process     
will only be known in 2012 and due to the inherent uncertainty, no provision    
has been made in this regard in the period for the six months ended 30 June     
2011.                                                                           
DIVIDENDS                                                                       
The board has reviewed the current period`s results and in keeping with prior   
years has decided not to declare an interim dividend.                           
POST-BALANCE SHEET REVIEW                                                       
No material events have occurred between the balance sheet date and the date    
of these results that would have a material effect on the financial statements  
of the group.                                                                   
On behalf of the board                                                          
S L L Peteni (Chairman)                                                         
M L Heyns (Chief Executive Officer)                                             
25 August 2011                                                                  
Group Secretary: E Kruger                                                       
Registered office: The Basil Read Campus, 7 Romeo Street, Hughes Extension,     
Boksburg, 1459                                                                  
Auditors: PricewaterhouseCoopers Inc                                            
Transfer secretaries: Link Market Services South Africa (Pty) Limited           
Sponsor: Macquarie First South Capital (Pty) Limited                            
Directors: S L L Peteni*+ (Chairman), M L Heyns (Chief Executive Officer), M D  
G Gouveia (Deputy Chief Executive Officer and Financial Director), N J          
Townshend, C P Davies*+, S S Ntsaluba*,                                         
A T Tlelai*, G R Sibiya*+                                                       
(* Non-executive, + Independent, British)                                       
www.basilread.co.za                                                             
communications@basilread.co.za                                                  
Date: 25/08/2011 13:50:01 Produced by the JSE SENS Department.                  
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