|Closing balance June 2007||201,072,831|
|Converted preference shares*||120,681|
|Closing balance June 2008||201,193,512|
|Converted preference shares*||109,127|
|Closing balance June 2009||201,302,639|
|Closing balance June 2007||19,967,866|
|Converted to ordinary shares||120,681|
|Closing balance June 2008||19,847,185|
|Converted to ordinary shares||109,127|
|Closing balance June 2009||19,738,058|
|*||The preference shares relate to Massmartís Thuthukani Empowerment Trust and Black Scarce Skills Trust.|
|The Companyís registered office and postal address are as follows:|
Massmart House, 16 Peltier Drive,
Sunninghill Ext 6, Sandton, 2191
Private Bag X4, Sunninghill, 2157
The Directors acknowledge responsibility for the preparation of the annual financial statements, which, in their opinion, fairly present the results and cash flows for the financial year and the state of affairs of Massmart Holdings Limited and its subsidiaries at the end of the financial year. The external auditors are responsible for reporting on the fair presentation of these financial statements.
The Company and its subsidiaries have maintained adequate accounting records and an effective system of internal controls to ensure the integrity of the underlying information. Appropriate accounting policies, supported by sound and prudent managerial judgements and estimates, have been consistently applied.
The Audit Committee of the Board reviews the financial information presented and ensures that there has been adherence to International Financial Reporting Standards. Internal and external auditors of Group companies have unrestricted access to the Committee.
The financial results of the Group are set out in the income statement, the cash flow statement and the statement of changes in equity. The financial position of the Group is set out in the balance sheet.
Massmarts dividend policy is to declare and pay an interim and final cash dividend representing a 1,7 times dividend cover (2008: 1,7 times), unless circumstances dictate otherwise. Despite the slightly lower headline earnings and this policy, the Board has decided to maintain this years dividend at the same level as last year.
With regard to the final distribution to shareholders, the Directors resolved to distribute to shareholders registered in the books of the Company on 18 September 2009, a final cash dividend of 134 cents (2008: 163 cents) per share, bringing the total dividend for the year to 386 cents (2008: 386 cents) per share.
A Thuthukani dividend equivalent to 75% of the Massmart ordinary dividend per share (100,5 cents) was paid to the Massmart Thuthukani Empowerment Trust on 21 September 2009.
Alongside please find the movement in ordinary and preference shares for the period under review.
The current directorate of the Company is shown here.
The Company Secretary provides a central source of guidance and advice to the Board, and within the Company, on matters of ethics and good governance.
The Company Secretary is Mr Ilan Zwarenstein, CA(SA), whose business and postal addresses are the same as that of the Company.
In accordance with the provisions of the Companys Articles of Association, MD Brand, ZL Combi, GRC Hayward, JC Hodkinson and P Maw will retire at the annual general meeting. Being eligible, MD Brand, ZL Combi, GRC Hayward, JC Hodkinson and P Maw offer themselves for re-election.
At 28 June 2009, Directors owned ordinary shares in the Company, or options over ordinary shares in the Company, directly or indirectly, aggregated as to beneficial and non-beneficial ownership, as follows:
At the date of this report, the Directors holdings were as follows:
Details of shares issued and options granted by the Company in terms of the rules of the Massmart Share Incentive Scheme are dealt with here.
The following companies are principal subsidiaries of the Company:
|Builders Trade Depot (Proprietary) Limited||2004/035206/07|
|Masscash Holdings (Proprietary) Limited||1997/014716/07|
|Massmart International Holdings Limited (Incorporated in Mauritius)||47902 C1/GBL|
|Massmart Management & Finance Company (Proprietary) Limited||1992/004084/07|
|Masstores (Proprietary) Limited||1991/006805/07|
|Servistar (Proprietary) Limited||1948/031897/07|
Details of the Companys interests in material subsidiaries are set out in note 38 . Total net profit for all subsidiaries for the 2009 financial year amounted to R1,282.0 million (2008: R1,317.2 million).
In terms of the Articles of Association, the Group has unlimited borrowing powers. At 30 June 2009, borrowings were R388.0 million (2008: R413.9 million).
The Directors are of the opinion that the business will be a going concern in the year ahead. In reaching this opinion, the Directors considered the following factors:
There are no current, pending or threatened legal or arbitration proceedings that may have, or have had in the previous 12 months, a material effect on the Groups financial position.
The Audit Committee met three times during the year and the internal and external auditors presented formal reports to the Committee and attended meetings by invitation. In accordance with section 270A(1)(f) of the Companies Act, No. 61 of 1973, as amended, the Committee reports as follows:
There were no significant subsequent events.
On behalf of the Board
5 October 2009