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OF BROAD-BASED EMPOWERMENT

Copywriting and Editing: Karen RutterDesign and Layout: One Hundred Percent – Design & MarketingThe Artist: Hussein Salim

01 Chairperson’s Review 2O19 Page 1

02 Ditikeni Overview and Operating Structure Page 2

03 Performance Highlights 2019

04 Growth and Protection: 20 Years of Ditikeni Page 4

05 Directors’ Report Page 8

06 Seven Year Financial Review Page 1O

07 Corporate Governance Page 11

08 Investments Page 12

09 Shareholders’ Particulars Page 14

10 Financial Statements 2019 Page 16

11 Broad-based black economic empowerment Page 18

VIEW THIS REPORT ONLINE: www.ditikeni.co.za

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Table of Contents

AT DITIKENI’S FIRST STRATEGY MEETING, JUNE 2001 From left to right: Sahra Ryklief, Rod Bulman, Mary Kleinenberg, Amber Olaleye, Nontobeko Moletsane, Zola Dabula, the late Barry Streek, Michael Hands

In 1999 a group of non-profit organisations pooled their resources to launch Ditikeni, which means “something to lean on” in tshiVenda. The name was chosen to underlineour purpose, which was to provide our NPOs with something financial to lean on.

Ditikeni’s main responsibility was to create an asset base for NPOs, an innovative but daunting undertaking for a new board dominated by NPO “lifers”. The first strategy meeting of the board was conducted in June 2001 at the Grail Centre in Kleinmond. We had 22 shareholders and had not yet made a single investment. With an annual budget of R80 000 we set ourselves the audacious task of creating an asset base and building a substantial endowment for our NPO shareholders. All this with an investment forecast of only R800 000 per annum over two years. We also planned to raise a further R1.7 million in order to do so, which we successfully managed to do in 2003.

Like all good NPO planners, we began with a SWOT analysis. We identified our main strengths as collectivelyrepresenting a broad-based section of South African society; having strong development credentials; highmoral identity; and an outstanding track record in social services. We recognised that we were, and still remain,productive users of resources and promoters of sustainability. Most importantly, we had an excellent network, sound financial advice and company secretarial services from trusted individuals who shared our ethos.

We were also clear on our weaknesses. We had limited capital and were venturing into a start-up phase with noinvestment image and thus little credibility. With few illusions and much determination, we approached investors and offered ourselves as their empowerment partner. We made slow but steady progress, until 2007, which was our groundbreaking year. In 2007 Ditikeni reached two important milestones in that we realised a major investment for the first time, and we raised external capital for the first time. These two firsts placed Ditikeni in a much stronger position to compete for empowerment transactions in the years ahead, bringing us to the strong position we are in today.

Also in 2007, the new Codes of Good Practice on Black Economic Empowerment were issued. Ditikeni was pleased that broad-based organisations such as we had been since inception were being recognised in the Codes. Further amendments to the Act consolidated the provision for the participation of broad-based Ownership Schemes and Trusts, and within those provisions, for organisationswhich do not have named natural persons as their beneficiaries, such as Ditikeni.

Last, but by no means least, the June 2001 strategy work-shop developed an ethical investment framework to apply to our holdings. We acknowledged even then that active shareholding through engagement was more desirable than screening and exclusion practises, but at the time this was all that we were able to consider. 17 years later, in 2018, Ditikeni launched Active Shareholder, an NPO to assist shareholders and trustees amongst foundations, NGOs, church funds, retirement funds, trade unions, and community organisations to exercise their rights and responsibilities in their holdings, within an ethical framework.

Over the past twenty years, Ditikeni has consistently utilised its strengths to address and mitigate its weaknesses. We have done this collectively, and I cannotemphasise enough my grateful thanks to all Ditikeni directors, those who are gone and those who remain, for their support and sterling contributions. We are grateful also to the empowerment companies which have supported Ditikeni and helped us to achieve what we set out to do. Finally, a word of acknowledgement to our shareholders, whose patience is now beginning to be rewarded. Your foresight in investing in Ditikeni is now paying off financially, and the Ditikeni model is something we can all be proud of.

Sahra RykliefCHAIRPERSONDITIKENI BOARD OF DIRECTORS

1. CHAIRPERSON’S REVIEW 2O19

O1DITIKENI ANNUAL REPORT 2O19

OVERVIEW

Ditikeni is a black-owned, broad-based investment holding group. Its eighteen shareholders are non-profit organisations (NPOs) runningsocial development and upliftment programmes in poor and vulnerable South African communities. The work undertaken by the shareholder NPOs directly and indirectly improves the lives of millions of the country’s most underprivileged and marginalised black citizens.

To provide its shareholders with “something to lean on” (that’s what ditikeni means), Ditikeni makes long-term investments as abroad-based investor. These investments lead to sustained capital growth and consequently a dependable stream of dividends for the NPOs. The majority of the investments made to date are fully paid for and have been successful.

Ditikeni has become a reliable alternative source of ever-increasing income which enables these important non-profit organisations to focus on what they do best – serving and empowering their beneficiaries.

OPERATING STRUCTURE

Ditikeni Investment Company Limited is a public limited company. The Ditikeni Trust is an associated mirror-image entity, whose beneficiaries are the same as Ditikeni’s shareholders, and whose trustees are the same as Ditikeni’s directors. The Company manages the Trust, and this report covers the activities of both entities.

The Ditikeni Trust was established to ensure compliance with the B-BBEE Codes for particular transactions and to hold longer-term investments on behalf of beneficiaries. The Trust has acquired tax exemption status as a Public Benefit Organisation to ensure maximum dividend flow to its shareholders.

2. DITIKENI OVERVIEW AND OPERATING STRUCTURE

O2 DITIKENI ANNUAL REPORT 2O19

3. PERFORMANCE HIGHLIGHTS 2019

REVENUE up 38%

PROFIT up 53% [HIGHEST EVER]

ORDINARY DISTRIBUTION OF 90 CENTS PER SHARE, up 20%

+SPECIAL DISTRIBUTION OF 300 cents per share [HIGHEST EVER]

TOTAL DISTRIBUTED TO SHAREHOLDERS TO DATE R32.8 million DIVIDEND YIELD ON NAV 5.9% NET ASSET VALUE up 20% TO R66.37 PER SHARE

RETURN ON EQUITY 27% INTERNAL RATE OF RETURN OVER 19 YEARS 28.5% per annum


4. GROWTH AND PROTECTION: 20 YEARS OF DITIKENI“A tree cannot stand without roots” – Congolese proverb.

20 years ago, 22 non-profit organisations in South Africa – many working in isolated and outlying areas, and most working with the marginalised and the vulnerable – came together to invest R1.1 million in the future.

At the time, traditional funding to NPOs was being reduced after the 1994 elections, with a marked decline in foreign funding. Projects that were contributing to the improvement of people’s lives – including children, youth, women and rural workers – were in danger of being seriously compromised, or even shut down.

These 22 non-profit organisations became the founding NPOs of Ditikeni Investment Company Limited, pooling their resources to create a capital base to fund community development and welfare work. The aim was to create an alternative source of income, and to widen investment capital for shareholders. Drawing on the professional expertise of former NPO staff members with backgrounds in the apartheid struggle, now working on the investment sector, Ditikeni has provided a return of 28.5% per annum. As a broad-based investor, it has also developed a checklist to ensure Black Economic Empowerment fulfils its directive.

Ditikeni means “something to lean on” in tshiVenda, and in the 20 years since its inception, it has aimed to provide a sustainable level of support for its shareholders. A level of support that not only means that programmes can continue, and services can be delivered, but that the essential running of NPO structures – paying salaries, paying rent, keeping the lights on – can be maintained.

GROWTH AND PROTECTION

Growth and protection are aptly captured in artist Hussein Salim’s evocative painting created to celebrate Ditikeni’s successful two decades, with its twenty fresh green trees signifying growth and sustainability, and twenty blue fence rods lined in a protective row. In the face of economic challenges and shrinking resources, Ditikeni’s shareholders continue to demonstrate remarkable resilience and discover innovative survival tactics, whilst safeguarding their means of delivery to poor and often powerless communities.

More than two million people have been affected by Ditikeni shareholders over the past 20 years, through NPOs that work with children and youth, in crime prevention and reintegration, community development, education and training, HIV and AIDS, land and agricultural rights, people with disabilities, women and gender based violence, and poverty alleviation. A large percentage of the budget of Ditikeni NPOs is committed to the rural areas. Many NPOs have been functioning for more than 30 years, some as long as 60 (Black Sash) and even 100 years (SACC). All shareholders invited to invest in Ditikeni have stood the test of time, are financially reputable and are recognised for their contribution.

“As much as for the financial return, Ditikeni has made a significant difference to the thinking of the Centre for Early Childhood Development and the way that we sustain our organisation.” Professor Eric Atmore, CECD


For both Ditikeni and shareholders, it’s been a 20 year journey inspired by a vision to grow beyond the restraints of conventional funding, and to protect the rights of the marginalised and the vulnerable. A partnership driven by creativity, tenacity, resilience and a passion to deliver.

DITIKENI’S SHAREHOLDERS SPEAK

Joanne Harding is the director of the Social Change Assistance Trust (SCAT), an NPO which provides grants to organisations working in rural areas, whose fields include HIV/AIDS, local economic development and human rights. She says that Ditikeni has enabled SCAT to fund work that was not funded by other donors, which has given them the flexibility to implement important programmes. “Without Ditikeni SCAT would not have survived some challenging years,” she states.

Harding explains further: “Dividends from Ditikeni have helped with daily running costs of the organisation, and more recently with all of our programmes funded by donors and dividends from other investments, it has enabled us to build up our own reserves. In the past two years we have been able to move the income from Ditikeni to our reserves and this has helped us build our own sustainability.”

CONTINUE WITH OPERATIONS

The Centre for the Study of Violence and Reconciliation (CVSR) helps to understand and prevent violence, heal its effects and build sustainable peace. It aims to build a culture of democracy and human rights. It includes a focus on policy formation, education and service delivery, and benefits more than 1000 people yearly in Gauteng, Limpopo and the Western Cape. Executive director Nomfundo Mogapi says: “CSVR is grateful for the role that Ditikeni has played in ensuring the sustainability of CSVR. We have been able, through their support, to continue with our operations and to cover gaps when funding was tight.”

CREATING AN IMPACT

The New World Foundation (NWF) works with communities in Lavender Hill and Vrygrond/Capricorn in the Western Cape, delivering life education and skills training and awareness to break the cycle of poverty, unemployment, violence and abuse. NWF programmes affect more than 1000 people, from children upwards, each month. Director of the NWF, Jan de Waal, says that impact of Ditikeni has been of paramount importance.

“The impact of Ditikeni is of paramount importance as it supports and secures the sustainability of the New World Foundation in general and in

particular the various programmes of the organisation.” Jan de Waal, NWF


“Ditikeni supports and secures the sustainability of the organisation in general and in particular the various programmes of the organisation,” he says.

The return of investment from Ditikeni helps to fund and run many aspects of the NWF, including an early childhood development centre, children and youth development programmes, parenting training, and various training programmes such as job readiness, computertraining, home based care training and adult education. “It also enables us to provide counselling services, support groups, a women’s centre, and a safe house for women and their children,” says De Waal. “Within all those programmes Ditikeni has created an impact.”

SUPPORTING RUNNING COSTS

Diakonia Council of Churches is an ecumenical inter-church agency that works with churches, church organisations and social justice groups, reaching out to the broader community in search of a just society. It operates in the eThekwini municipality in KwaZulu Natal. Executive director Nomabelu Mvambo-Dandala says: “Ditikeni has made a difference to our organisation, because over the years we have reaped the anticipated financial benefits. It has been a good return on investment.” She adds that: “Ditikeni has helped with daily running costs, considering that most local funders are not keen to support operational costs, yet the work cannot be executed without human resources, etc.”

BOOSTING SUSTAINABILITY

The Centre for Early Childhood Development (CECD) is another founding shareholder. Providing training, support and advice to the early childhood development (ECD) sector, it works in marginalised communities in the Western Cape. Services include skills development, teacher training and support, family outreach and provision of equipment, working predominantly through ECD centres in poor areas. Professor Eric Atmore is director of the centre, and says that their initial Ditikeni investment has grown substantially, allowing the centre to boost their sustainability and self-sufficiency.

“Our initial investment in Ditikeni came from our self-generated income which we had raised through a number of training and research activities for national government and donors,” he explains. “The result of our initial investment is that it has grown substantially. We have not yet needed to use our Ditikeni investment for operating costs and the annual and special dividends have been invested. We have reserved the growth in our Ditikeni investment to build our endowment towards our sustainability. This has been the most important benefit of us being a shareholder of Ditikeni.”

“Without Ditikeni SCAT would not have survived some challenging years.” Joanne Harding, SCAT


Professor Atmore also speaks of another kind of benefit.

“As much as for the financial return, Ditikeni has made a significant difference to the thinking of the CECD, and the way that we sustain our organisation,” he explains. “Whilst the investment has been beneficial to us, being part of an innovative funding initiative has guided our thinking on how to grow our resources in a self-sufficient manner rather than simply through seeking more funding from donors. It has inculcated a sense of self-sufficiency in the organisation.”

BUILDING RESILIENCE

The Labour Research Service (LRS), provides accessible and relevant information, education, training, and research aimed at empowering workers and worker leaders, to 15 partner trade unions with over 2 million members nationally. It is focused on developing an informed and skilled union leadership, and building trade union bargaining capacity. Trenton Elsley, LRS director, reckons that Ditikeni has helped the LRS – and others – face challenging funding conditions with a new confidence. “Ditikeni has made us more resilient in a climate of change. Donor patterns, even cash flow, can present serious problems in a tough, tricky funding environment,” he says. “Organisations may get money for specific projects, but it’s the overall maintenance that helps. For organisations it can make a huge difference.”

For the LRS, the support of Ditikeni has contributed to the “broader programmatic flow” of the NPO. “It means we can concentrate on our ongoing programmes, which include research on corporate governance, women and work, gender based violence in the workplace and collective bargaining,” says Elsley. “Ditikeni does a good job, the returns are very good every year. It’s not just another investment vehicle, but an active partner.”

20 years on, and the original Ditikeni shareholders are full of praise.

“Ditikeni is a wonderful initiative that the shareholders are all seeing the benefit of. The investment team and administrative team at Ditikeni are doing an excellent job,” says Professor Atmore of the CECD. His sentiments are echoed by Harding from SCAT: “Well done on Ditikeni having the vision in the first place, when few others were thinking about how to make NPOs more sustainable.”

Here’s to another 20 years of growth and protection.


RESULTS FOR THE YEAR

The company’s financial performance exceeded expectations. Revenue was 38% higher at R32 million. Comprehensive income, the final measure of profit, was 53% higher than the previous year.

Dividend income is the main source of the group’s revenue.

The company’s equity amounted to R190 million at year-end, or R66.37 per share.

REVIEW OF OPERATIONS

One new investment was made during the year. Ditikeni acquired 50.1% of Caliba Group, a consulting company in the procurement sector. The transaction was funded partly by our own cash, partly by vendor finance and partly by a bank loan.

The Series II Investment Pool was sold or absorbed during the year, and the scheme was terminated in February 2019. Investors were repaid in full and received an Equity Kicker equal to 9.8% of their investment, in addition to the normal preference share terms.

The Bishops Ditikeni Empowerment Trust is being wound up. Although profitable, there seem to be no prospects for further investments. The Texton Property Fund BEE investment was terminated when the lender exercised its rights. There was no cost to Ditikeni. Chevron South Africa was acquired by Glencore after year-end and renamed Astron Energy - there is no change to Ditikeni’s holding.

DISTRIBUTIONS

Ditikeni paid an increased ordinary distribution for the 12th year running, amounting to 90 cents per share. This was the fifth time that the group was able to increase the ordinary distribution by 20%. In addition, a special distribution of 300 cents per share was paid. This was made possible mainly by the large dividends received from our mining investment, Ntsimbintle Mining. The total distribution of 390 cents per share was the largest in Ditikeni’s history.

The 390 cents may be compared with shareholders’ original investment of 100 cents per share. Altogether, Ditikeni has distributed R32.8 million to shareholders to date. Counting distributions together with their share of the company’s equity, the shareholders’ return has been 28.5% per annum since inception.

SHAREHOLDERS

There were no changes to the shareholder register. Ditikeni has 18 shareholders, all of them not-for-profit organisations of long-standing, working to improve the social conditions in poor communities.

The following shareholders own more than 5% of Ditikeni’s issued share capital:• Black Sash• Labour Research Service• New World Foundation• Social Change Assistance Trust• Trust for Community Outreach and Education

BOARD OF DIRECTORS

Brigitte Borgches of the Black Sash joined the board during the year.

DIRECTORS’ INTEREST IN CONTRACTS

The directors held no interest in contracts during the year under review.

DIRECTORS’ REMUNERATION

Directors receive a meeting attendance fee of R5 000 per meeting. The fee is reduced by half for any follow-on meetings and telecons. Board and committee attendance fees amounted to R353 280 in total.

5. DIRECTORS’ REPORT

08 DITIKENI ANNUAL REPORT 2O19

The policy on directors’ fees is to align them with the practice at other non-governmental organisations of similar scope.

AUDITORS

Nolands remained in office as the auditors for the company.

NEW VOTING SERVICE

During the year, Ditikeni sponsored the formation of Active Shareholder NPC. This non-profit organisation provides a socially responsible voting service to Ditikeni and other organisations. See www.activeshareholder.co.za

SOCIAL AUDITS

Ditikeni applies ethical criteria to its choice of investments, and gambling and armaments are excluded. A programme of social audits of all its existing investment partners is conducted.

PREFERENCE SHARES

Preference share dividends of R2 328 738 were declared during the year. The preference share capital was repaid on 30 November 2018 with the share redemption and Equity Kicker paid in February 2019. This scheme is now terminated.

STAFF AND ADVISORS

Company secretarial and accounting duties continue to be performed by Michael Hands. The Investment Advisor is Gordon Young.

EVENTS AFTER YEAR END

The company received a dividend of R5 670 870 from the Astron Energy consortium in April 2019. Apart from the above, the directors are not aware of any matter or circumstance of a material nature arising since the end of the financial year which require adjustment to or disclosure in this annual report.

GOING CONCERN

The directors have reviewed the budgets for the coming year and such review did not reveal any existence of material uncertainties around going concern. The directors are satisfied that the company will continue operating into the foreseeable future and consider it appropriate that the financial statements be prepared on the going concern basis.

PROSPECTS

The South African economy is not performing well and this is retarding the businesses we have invested in directly, as well as our share portfolio. Global risks are heightened with unfavourable developments in trade and politics. The coming period is expected to require strong nerves and conservation of resources. Generally speaking, Ditikeni has a resilient balance sheet and will ride out any stormy weather but there are few signs of growth opportunities.

We expect to be able to maintain our ordinary dividend but the growth rate achieved in the past five years may not be repeated.The BEE environment is mature and only one or two small follow-on investments are in our sights in FY 2020.

The two macro desiderata for Ditikeni’s future are a more settled global climate and a resumption of economic growth in South Africa. This latter requires decisive action. Ditikeni hopes that this will be forthcoming this year.

09DITIKENI ANNUAL REPORT 2O19

Combined audited results for the years ended 28 February:

ABRIDGED STATEMENTS OF COMPREHENSIVE INCOME 2019 2018 2017 2016 2015 2014 2013 R R R R R R RIncome 48 832 938 32 523 626 38 211 038 27 656 804 27 777 783 13 330 235 12 463 027 Revenue 32 092 282 23 228 054 6 829 527 8 923 874 5,027 140 3 289 662 4 135 471Finance income 1 806 240 1 645 126 1 211 548 1 000 118 516 925 220 292 130 673Fair value adjustments &share of profit from associates 14 934 416 7 650 446 30 169 963 17 732 812 22 233 718 9 820 281 8 196 883

Expenditure 5 948 014 4 467 421 7 554 435 12 578 138 8 106 773 4 779 912 2 333 568 Operating expenditure 3 944 783 3 010 033 4 690 560 2 112 617 2 408 476 2 687 940 2 267 054Impairments & share of lossesfrom associates - - - 2 620 297 4 414 361 - -Finance costs 1 927 789 1 549 089 1 604 046 2 228 618 1 598 448 1 452 164 1 407 671Taxation 75 442 (91 701) 1 259 829 5 616 606 (314 512) 639 808 (1 341 157)

Total comprehensive income 42 884 924 28 056 205 30 656 603 15 078 666 19 671 010 8,550,323 10,129,459

ABRIDGED STATEMENTS OF FINANCIAL POSITION 2019 2018 2017 2016 2015 2014 2013 R R R R R R RASSETSNon-current assets 218 079 487 183,481,433 169,823,027 143,563,045 117,136,651 111,636,774 105,866,557Current assets 26 801 701 13,749,585 20,096,668 13,865,057 19,358,229 3,169,712 2,708,990Total assets 244 881 188 197,231,018 189,919,695 157,428,102 136,494,880 114,806,486 108,575,547

EQUITY & LIABILITIESEquity 189 831 733 158 101 853 137 911 387 109 019 529 95 411 484 76 965 990 69 430 311Non-controlling interest 1 233 227 804 350 807 027 85 528 - - -Non-current liabilities 50 667 572 36 079 355 47 808 367 33 202 661 24 708 551 32 980 602 36 846 939Current liabilities 3 148 656 2 245 460 3 392 914 15 120 384 16 374 845 4 859 894 2 298 297Total equity & liabilities 244 881 188 197 231 018 189 919 695 157 428 102 136 494 880 114 806 486 108 575 547

Ordinary shares in issue 2 860 267 2 860 267 2 860 267 2 860 267 2 860 267 2 860 267 2 860 267Net asset value per share (rands) 66.37 55.28 48.22 38.12 33.36 26.91 24.27Earnings per ordinary share (rands) 14.99 9.81 10.72 5.27 6.88 2.99 3.54Distributions per ordinary share (rands) 3.90 2.75 0.62 0.51 0.43 0.35 0.34

The unqualified audited reports of the independent auditors, Nolands, are available for inspection at Ditikeni’s registered office.

6. SEVEN YEAR FINANCIAL REVIEW


THE DIRECTORS

THE MANAGEMENT TEAM

GORDON YOUNGInvestment Advisor

Email: [email protected]

MICHAEL HANDSCompany Secretary

Email: [email protected]

Ditikeni is controlled by a Board of Directors that meets twice annually. The Board acknowledges its responsibility to ensure the integrity of this Report and confirms the application of its collective mind to its preparation and presentation. The Ditikeni Board has three functioning sub-committees which execute their duties in accordance with an approved schedule of powers of responsibility.

• The Executive Committee (EXCO) convenes between Board meetings, as required • The Audit Committee has discharged all the functions delegated to it in terms of section 94 of the Companies Act No. 71 of 2008 • The Investment Committee which vetted investments came to an end in 2018. The members were: Rod Bulman (Ditikeni), Allan Wentzel (Ditikeni) and David Pettit (BDET)

7. CORPORATE GOVERNANCE

ROD BULMAN• Member of EXCO and

Audit Committee• A founder of TCOE, and

Public Participation Specialist

BRIGITTE BORGCHESFinance and Operations

Manager, Black Sash

DEENA BOSCHTrustee: SCAT

SAHRA RYKLIEF (CHAIRPERSON)

• Chairperson, Member of EXCO and Audit Committee

• General Secretary, International Federation of Workers’ Education

Associations

REUBEN DENGEUnit Head: Group Compliance and Advisory Services,

City of Johannesburg

PHETSILE DLAMINIProfessional Coach and

Consultant

TUMEKA RAMUEDZISI• Managing Director at Ramuedzisi Chartered

Accountants & Registered Auditors

• Member of EXCO and Audit Committee

NOMABELU MVAMBO-DANDALAExecutive Director of the

Diakonia Council of Churches

DUMA NKOSIFormer Senior Civil

Servant and Chairman of the Local Government

SETA

AMBER OLALEYE• Member of Audit

Committee• Financial Management

Consultant

LULU LETLAPEManaging Director,

Letcom Tourism

ALLAN WENTZEL• Member of EXCO and

Audit Committee• Chartered Accountant managing

a fiduciary business with an emphasis on the Non-Profit Sector


ADEPT ADVISORYThis consulting company has offices in Johannesburg and Cape Town, and specialises in financial operations and risk management. Ditikeni owns 13.75%.www.adeptadvisory.co.za

ADVANCE CALL Advance Call is a Pretoria-based call centre business, specialising as a communications hub linking multiple sites with multiple service suppliers. Ditikeni owns 30%. They also operate fraud and ethics hotlines.www.acall.co.za

AFRICAN PIONEER GROUPDitikeni owns 3.8% of African Pioneer Investments, the Port Elizabeth-based empowerment investment holding company.www.africanpioneer.co.za

ASTRON ENERGYDitikeni owns a preference share interest in Astron Energy equivalent to 1% of the equity. Astron Energy produces and distributes petroleum products under the Caltex brand.www.astronenergy.co.za

BRIMSTONEThis listed investment company has awarded 66 277 shares to Ditikeni.www.brimstone.co.za

CALIBA GROUPDitikeni has acquired 51% of Caliba Group, which offers procurement advisory services. It is currently contracted to large banks, retailers and mining companies. www.calibagroup.com

HWB COMMUNICATIONSHWB is a Cape Town-based public relations and communications agency. Ditikeni owns 22%. www.hwb.co.za

LIFEHEALTH CARE GROUPFollowing the unbundling of the LifeHealth Care Group from Brimstone Investments, Ditikeni holds 33 331 shares.www.lifehealthcare.co.za

MAITLAND FUND SERVICESDitikeni owns 10% of Maitland Fund Services, which provides outsourced administration services to asset managers. www.maitlandgroup.com

MAITLAND HEDGE FUND SERVICESMaitland Hedge Fund Services is an administrator of hedge fund assets. Ditikeni owns 10%.www.maitlandgroup.com

8. INVESTMENTS


MTN ZAKHELE FUTHI Ditikeni subscribed for 107 612 shares in this

public offer, for cash.www.mtnzakhelefuthi.co.za

MULTICHOICE PHUTHUMA NATHIDitikeni holds 13 608 shares in Phuthuma Nathi,

MultiChoice’s BEE vehicle.www.phuthumanathi.co.za

NTSIMBINTLE MININGDitikeni owns 2.2% of this manganese mining company,

which controls the Tshipi Mine in the Kalahari Basin.www.tshipi.co.za

OVATIONSDitikeni owns 12.8% of Ovations, which provides IT consulting services

to the financial sector. www.ovationsgroup.com

SPHERE HOLDINGSDitikeni owns 3.3% of this successful private

equity company.www.sphereholdings.co.za

UMFULA CONSORTDitikeni owns 27.3% of this joint venture which manages water

treatment facilities for clients.www.umfula.co.za

VODACOM YEBO YETHUDitikeni has bought 77 686 shares in the

Vodacom empowerment scheme.www.yeboyethu.co.za

SOLD INVESTMENTS


ASSOCIATION FOR RURAL ADVANCEMENT Chair: Shirin Motala Director: Laurel Oettle Tel: (033) 345 7607 Fax: (033) 345 5106 Email: [email protected] Website: www.afra.co.za

BLACK SASH TRUST Chair: Yasmin Turton Director: Lynette Maart Tel: (021) 686 6952 Fax: (021) 686 6971 Email: [email protected] or [email protected] Website: www.blacksash.org.za

CALA UNIVERSITY STUDENTS ASSOCIATION Chair: Mandlenkhosi Mqotyana Director: Fani Ncapayi Tel: (047) 877 0204 Fax: (047) 877 0143 Email: [email protected]: www.calusaorg.wordpress.com

CDT FOUNDATION NPCChair: Bishop Jo Seoka Manager: KP Fiduciary Solutions Tel: (011) 463 1809 Fax: (086) 647 3033 Email: [email protected] Website: www.cdtrust.co.za

CENTRE FOR EARLY CHILDHOOD DEVELOPMENT Chair: Raymond Schuller Director: Prof. Eric Atmore Tel: (021) 683 2420 Fax: (021) 683 5838 Email: [email protected] Website: www.cecd.org.za

CENTRE FOR THE STUDY OF VIOLENCE AND RECONCILIATION Chair: Tefo Raditapole Executive Director: Nomfundo Mogapi Tel: (011) 403 5650 Fax: (011) 339 6785Email: [email protected] or [email protected] Website: www.csvr.org.za

CHURCH LAND PROGRAMME Chair: Rev Vuyani Vellem Director: Graham Philpott Tel: (033) 264 4380 Fax: (033) 345 5368 Email: [email protected] Website: www.churchland.org.za

DEVELOPMENT ACTION GROUP Chair: Wilhelmina Trout Executive Director: Aditya Kumar Tel: (021) 448 7886 Fax: (021) 447 1987 Email: [email protected] Website: www.dag.org.za

DIAKONIA COUNCIL OF CHURCHES Chair: Rev. Ian Booth Executive Director: Nomabelu Mvambo-Dandala Tel: (031) 310 3500 Fax: (031) 310 3502 Email: [email protected] Website: www.diakonia.org.za

LABOUR RESEARCH SERVICEChair: Siyana Nyaniso Director: Trenton Elsley Tel: (021) 486 1100 Fax: (021) 447 9244 Email: [email protected] or [email protected] Website: www.lrs.org.za

9. SHAREHOLDERS’ PARTICULARS


NATIONAL INSTITUTE FOR CRIME PREVENTION AND THE REINTEGRATION OF OFFENDERS Chair: Judge Nathan Erasmus Chief Executive Officer: Soraya Solomon Tel: (021) 462 0017 Fax: (021) 462 2447 Email: [email protected] or [email protected] Website: www.nicro.org.za

NEW WORLD FOUNDATION Chair: Rev. M. Vandayar Director: Jan De Waal Tel: (021) 788 4055 Fax: (021) 788 4099 Email: [email protected] or [email protected] Website: www.newworldfoundation.org.za

THE NONCEBA FAMILY COUNSELLING CENTREChair: Msokoli Zilani General Manager: Pauline Perez Tel: (021) 364 0135 Fax: (021) 361 0323 Email: [email protected] Website: www.nonceba.org

SOCIAL CHANGE ASSISTANCE TRUSTChair: Priscilla Sigila Director: Joanne Harding Tel: (021) 418 2575 Fax: (021) 418 6850 Email: [email protected] Website: www.scat.org.za

SOUTH AFRICAN COUNCIL OF CHURCHES President: Bishop Siwa General Secretary: Bishop Malusi Mpumlwana: Tel: (011) 241 7800 Fax: (011) 836 0984Email: [email protected] or [email protected]: www.sacc.org.za

TRUST FOR COMMUNITY OUTREACH AND EDUCATION Chair: Professor Lungi Ntsebeza Director: Mercia Andrews Tel: (021) 685 3033 Fax: (021) 685 3087 Email: [email protected] or [email protected]: www.tcoe.org.za

UMTAPO CENTRE Chair: Dr. James Marsh Director: Deena Soliar Tel: (031) 309 3350 Fax: (031) 309 8198 Email: [email protected] Website: www.umtapocentre.org.za

WESTERN CAPE ASSOCIATION FOR PERSONS WITH DISABILITIES Chair: Willem Matthys Blom Director: Elmien Grobbelaar Tel: (021) 555 2881 Fax: (021) 555 2888 Email: [email protected] Website: www.wcapd.org.za


COMBINED STATEMENTS OF COMPREHENSIVE INCOMEfor the year ended 28 February 2019 2019 2018 R RRevenue 32 092 282 23 228 054

Less operating expenses (3 944 783) (3 010 033)

Operating profit 28 147 499 20 218 021

Finance income 1 806 240 1 645 126Grant income 5 000 000 -Fair value adjustments (1 040 624) 1 353 769Reclassification from other comprehensive income - 1 059 092Finance costs (1 927 789) (1 549 089)Realised gain on disposal of investments - 3 074 272Write back of loan payable - 2 076 671Income from equity accounted investments 2 810 150 869 400

Net profit before taxation 34 795 476 28 747 262

Taxation (75 442) 91 701

Profit for the year 34 720 034 28 838 963

Other comprehensive income, net of taxation 8 164 890 (782 758)

Total comprehensive income for the year 42 884 924 28 056 205

1O. FINANCIAL STATEMENTS 2019

COMBINED STATEMENTS OF FINANCIAL POSITION28 February 2019 2019 2018 R RASSETSNon-current assets 218 079 487 183 481 433Investments in associate companies and trusts 56 317 497 26 535 499Investments 161 530 629 156 756 283Property, plant and equipment 231 361 189 651

Current Assets 26 801 701 13 749 585Other receivables 421 347 -Cash 26 380 354 13 749 585

Total assets 244 881 188 197 231 018

EQUITY AND LIABILITIESEquity 191 064 960 158 906 203 Share capital and premium 2 770 634 2 770 634Revaluation reserve 60 112 411 45 246 787Accumulated profit 126 948 688 110 084 432 189 831 733 158 101 853Non-controlling interest 1 233 227 804 350

Non-current liabilities 50 667 572 36 079 355Interest bearing liabilities 31 436 805 18 934 147Deferred tax 19 230 767 17 145 208

Current liabilities 3 148 656 2 245 460Accounts payable 2 960 096 2 245 460Taxation 188 560 -

Total equity and liabilities 244 881 188 197 231 018


COMBINED STATEMENT OF CHANGES IN EQUITYfor the year ended 28 February 2019 Issued Revaluation Accumulated Non-controlling Total capital reserve profit interest Equity R R R R RBalance at 1 March 2017 2 770 634 46 029 546 89 111 207 807 027 138 718 414

Total comprehensive income - (782 759) 28 838 963 (2 677) 28 053 527

Dividends and distributions paid - - (7 865 738) - (7 865 738)

Balance at 28 February 2018 2 770 634 45 246 787 110 084 432 804 350 158 906 203

Total comprehensive income - 8 164 888 34 720 035 428 877 43 313 800

Dividends and distributions paid - - (11 155 043) - (11 155 043)

Transfer between reserves 6 700 736 (6 700 736) - -

Balance at 28 February 2019 - 60 112 411 126 948 688 1 233 227 191 064 960

COMBINED STATEMENT OF CASH FLOWSfor the year ended 28 February 2019 2019 2018 R RCash flows from operating activities

Cash utilised in operations 1 289 360 (2 526 676)Dividends received 35 754 612 24 650 819Dividends and distributions paid (11 155 043) (7 865 738)Interest income 1 806 240 1 645 126Finance costs (3 542 732) (3 734 195)Taxation paid (140 000) -

Net cash inflow from operating activities 24 012 437 12 169 336

Cash flows from investing activities

Acquisition of property, plant and equipment (125 744) (172 898)Purchase of investments (35 625 398) (13 209 180)Proceeds on disposal of investments 10 905 562 4 709 987

Net cash flow from investing activities (24 845 580) (8 672 091)

Cash flows from financing activitiesNet loan movements 13 463 912 (9 844 328)

Net cash flow from financing activities 13 463 912 (9 844 328)

Net change in cash and cash equivalents 12 630 769 (6 347 083)

Cash and cash equivalents at beginning of the year 13 749 585 20 096 668

Cash and cash equivalents at end of year 26 380 354 13 749 585


OWNERSHIP BY BROAD-BASED ENTITIES

The empowerment status of Ditikeni has been critical to its success as an investment holding company to date. In addition to its high black ownership rating of 98.03%, Ditikeni is also a verified Enterprise Development beneficiary.

62.35%

98.03%

BLACK WOMEN OWNERSHIP

BLACK OWNERSHIP

92.85%

11. BROAD-BASED BLACK ECONOMIC EMPOWERMENT

WITH DITIKENI AS AN INVESTMENT PARTNER, COMPANIES QUALIFY FOR:

• Ownership points• Enterprise development points, where qualifying contributions are made• Management control points, where Ditikeni nominates black directors to the board

OWNERSHIP BY BLACK NEW ENTRANTS 98.03%


“Ditikeni has helped the LRS be more resilient in the face of a changing donor environment.”

Trenton Elsley, LRS

REGISTRATION NUMBER: 1999/008292/06 THE DITIKENI TRUST REGISTRATION NUMBER: IT/2431/2004

REGISTERED ADDRESS: 204 Premier Centre 451 Main Road Observatory 7925

POSTAL ADDRESS: PO Box 13511 Mowbray 7705

TELEPHONE: 021 447 9277

FACSIMILE: 021 448 8067

E-MAIL: [email protected]

WEBSITE: www.ditikeni.co.za

DITIKENI INVESTMENT COMPANY LIMITED

The Artist: Hussein Salim

of broad-based empowerment a n u a l r e p o r...

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