Annual Financial Statements 2013 Annual Financial Statements

74 Pages·2013·3.22 MB·English

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Annual Financial Statements
SShhoopprriittee HHoollddiinnggss LLttdd aanndd iittss SSuubbssiiddiiaarriieess faos ra tth Jue nyee a2r0 e1n3ded June 2013
Contents
Statement of Responsibility by the Board of Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
Certificate of the Company Secretary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
Directors’ Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
Currency of the Annual Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
Report of the Independent Auditor on the Consolidated and Separate Financial Statements
to the Shareholders of Shoprite Holdings Limited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
Statement of Financial Position . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
Statement of Comprehensive Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
Statement of Changes in Equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Statement of Cash Flows . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
Notes to the Annual Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .10
Accounting Policies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .10
Operating Segment Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .23
Notes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .24
Annexure A – Interests in Subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .69
Annexure B – Shareholder Analysis . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .70
The annual financial statements for the year ended June 2013 have been audited by PricewaterhouseCoopers Inc., in compliance with the applicable
requirements of the Companies Act, 2008. The preparation of the audited annual financial statements was supervised by Mr M Bosman, CA(SA).
SHOPRITE HOLDINGS LTD ANNUAL FINANCIAL STATEMENTS 2013
Statement of Responsibility by the Board of Directors
Shoprite Holdings Ltd and its Subsidiaries for the year ended June 2013
1
The directors are responsible for the preparation and fair presentation of or error, and for maintaining adequate accounting records and an effective
the annual financial statements of the Company and Group, comprising the system of risk management as well as the preparation of the supplementary
directors’ report, the statements of financial position as at June 2013, the schedules included in these financial statements.
statements of comprehensive income, changes in equity and cash flows for The directors believe that the Company and Group have adequate
the year then ended, and the notes to the financial statements, which resources to continue trading as a going concern in the foreseeable future.
include a summary of significant accounting policies and other explanatory The annual financial statements support the viability of the Company and
notes, in accordance with International Financial Reporting Standards the Group.
(IFRSs) and the requirements of the Companies Act of South Africa. The Group’s external auditors, PricewaterhouseCoopers Incorporated,
The directors are satisfied that the information contained in the annual audited the Company and Group annual financial statements, and their
financial statements fairly represents the financial position at year-end and report is presented on page 5. The external auditors were given unrestricted
the financial performance and cash flows of the Company and Group. access to all financial records and related data, including minutes of all
The directors are also responsible for such internal control as the meetings of shareholders, the board of directors and c ommittees of the
directors determine is necessary to enable the preparation of financial board. The directors believe that all representations made to the inde-
statements that are free from material misstatement, whether due to fraud pendent auditors during their audit are valid and appropriate.
Approval of Annual Financial Statements
The Company and Group annual financial statements of Shoprite Holdings Ltd, as identified in the first paragraph, were approved by the Board of directors on
19 August 2013 and signed on its behalf by:
CH Wiese JW Basson
Chairman Chief Executive Officer
Certificate of the Company Secretary
In terms of section 88(2)(e) of the Companies Act no 71 of 2008 (as amended) I, PG du Preez, in my capacity as Company Secretary, confirm that for the year
ended 30 June 2013, the Company has lodged with the Companies and Intellectual Property Commission, all such returns as are required of a public company
in terms of the Companies Act and that all such returns and notices are true, correct and up to date.

PG du Preez
Company Secretary

19 August 2013
Directors’ Report
Shoprite Holdings Ltd and its Subsidiaries
2
NATURE OF BUSINESS supermarket premises or developing new shopping centres to accommo-
Shoprite Holdings Limited (“Shoprite Holdings”) is an investment holding date one of the Group’s supermarket formats. New retail developments and
company listed on the Johannesburg Stock Exchange Limited (“JSE”) in the the redevelopment of existing properties are supervised through every stage
“food retailers & wholesalers” sector. Secondary listings are also maintained of the planning-, design- and construction process.
on the Namibian and Zambian Stock Exchanges.
SHOPRITE INVESTMENTS LTD:
SHOPRITE HOLDINGS COMPRISES OF THE As a wholly owned subsidiary of Shoprite Holdings, Shoprite Investments
FOLLOWING MAIN SUBSIDIARIES: conducts the Group’s treasury function and financing of credit sales to
third parties.
SHOPRITE CHECKERS (PTY) LTD:
Supermarkets: Serves a broad customer base through our Shoprite, COMPUTICKET (PTY) LTD:
Checkers, Checkers Hyper and Usave store formats. As a premier ticketing solution provider and one of the most recognised
Supply Chain Management: Supplies the Group’s outlets in South Africa brand names, Computicket offers theatre, concert, festival, sport and
and 16 Non-RSA countries. The Group prides itself in running a state-of- cinema tickets along with bus tickets and gift vouchers through a network
the-art distribution operation and became the first South African retailer to of outlets located across South Africa and Namibia, a call centre as well as
receive the ISO 9002 accreditation for import and export handling. the Computicket website. Computicket also offers travel packages.
Fast Foods: The Hungry Lion chain now boasts modern, well-designed
stores with an inescapable focus on fried chicken and operates outlets SHOPRITE INTERNATIONAL LTD:
within South Africa, Botswana, Zambia, Lesotho, Swaziland, Namibia, Incorporated in the Republic of Mauritius, Shoprite International is the
Angola and the Democratic Republic of Congo. holding company for the majority of the Group’s non-South African retail
Franchise: The OK Franchise Division’s stores offer a wide range of and property investments.
perishable and non-perishable food items and liquor under the OK, Friendly
Grocer, 7-Eleven, Megasave en Sentra brands. SHOPRITE INSURANCE COMPANY LTD:
Freshmark: Freshmark is the Group’s fruit and vegetable procurement and Provides first and third party short-term insurance to the Group and its
distribution arm and supplies fresh produce to the Group’s retail outlets. As customers.
one of the largest buyers of fresh produce in South Africa, Freshmark also
imports fruit and vegetables to ensure a wide variety and continuity of OTHER GROUP SUBSIDIARIES:
traditionally seasonal fresh produce. The interests of Shoprite Holdings in other subsidiaries are set out on
Liquor Stores: Trading under the Shoprite and Checkers LiquorShop brands page 69 of the Annual Financial Statements.
respectively, the liquor shops have extended the Group’s offering by
providing a selection of wines, beers and a wide range of premium spirits to FINANCIAL REVIEW
its customers. The Group’s headline earnings per share amounts to 675,4 cents for the year
Meat Markets: The Group’s meat market division is the largest retailer of (2012: 607,0 cents). Details of the profit of Shoprite Holdings and its
fresh meat on the African continent. Customers are served through in-store subsidiaries are contained in the statement of comprehensive income on
butcheries that employ qualified butchers and technicians. page 7 with reference to the operating segment information on page 23.
Money Markets: Money Markets offer a comprehensive range of financial The financial position of Shoprite Holdings and its subsidiaries are recorded
services and products to the Group’s customers through dedicated in-store in the statement of financial position on page 6. Further details are
service counters. furnished in the notes to the annual financial statements on page 10 to 68.
Furniture: The Furniture division offers furniture, electrical appliances and The Group’s net asset value per share as at 30 June 2013 was 2 837 cents
home entertainment products to customers for cash or credit through its (2012: 2 382 cents).
OK Furniture, OK Power Express and House & Home outlets in South
Africa, Botswana, Namibia, Swaziland, Lesotho, Zambia, Mozambique and DISTRIBUTION TO SHAREHOLDERS
Angola.
Pharmacies and wholesale distribution: MediRite’s in-store pharmacies PREFERENCE DIVIDENDS
offer consumers an easy access to affordable healthcare and healthcare Details are reflected in note 27 to the Group’s Annual Financial Statements.
professionals. These in-store dispensaries currently operate throughout
South Africa and also in Angola and Swaziland. The Group’s pharmaceutical ORDINARY DIVIDENDS
wholesaler, Transpharm, sells and distributes a wide range of pharmaceutical An interim cash dividend (no. 128) of 123 cents per share was paid on
products and surgical equipment to hospitals and clinics, dispensing doctors, 18 March 2013. A final dividend (no. 129) of 215 cents per share, is payable
veterinary surgeons and private and corporate pharmacies. on 16 September 2013, bringing the total dividend for the year to 338 cents
Properties: This division is tasked with the responsibility of expanding the (2012: 303 cents) per ordinary share.
supermarket portfolio through the identification and leasing of new
SHOPRITE HOLDINGS LTD ANNUAL FINANCIAL STATEMENTS 2013
3
SHARE CAPITAL During the reporting period the following special resolutions were passed
The authorised share capital of Shoprite Holdings remained unchanged at by main Group subsidiaries:
650 000 000 (six hundred and fifty million) ordinary shares of 113,4 cents
(one hundred and thirteen comma four cents) each. SHOPRITE CHECKERS (PTY) LTD
There was no movement in the number of issued Shoprite Holdings – Special resolution number 1: Approval of new Memorandum of
ordinary shares which remained at 570 579 460 shares of 113,4 cents each. Incorporation; and
On 28 June 2012, shareholders approved the issue of an additional – Special resolution number 2: Financial Assistance to Subsidiaries,
13 803 405 non-convertible, non-participating, no par value deferred shares Related and inter-related entities.
in the share capital of Shoprite Holdings to Thibault Square Financial
Services (Pty) Ltd pursuant to the issue of 27 100 000 ordinary shares during SHOPRITE INVESTMENTS LTD
the previous reporting period. These deferred shares were however only – Special resolution number 1: Approval of new Memorandum of
issued on 25 July 2012. Incorporation.
As at 30 June 2013, 35 436 472 (6,2%) ordinary shares were held as
treasury shares by a wholly owned subsidiary of Shoprite Holdings. COMPUTICKET (PTY) LTD
– Special resolution number 1: Approval of new Memorandum of
GOING CONCERN Incorporation.
The annual financial statements of the Group were prepared on a going
concern basis. SHOPRITE INTERNATIONAL LTD
The Board has performed a formal review of the Group’s results and its – Special resolution number 1: Approval of new Constitution.
ability to continue trading as a going concern in the foreseeable future.
The directors of Shoprite Holdings confirm that they are satisfied that SHOPRITE INSURANCE COMPANY LTD
the Group has adequate resources to continue in business for the – Special resolution number 1: Approval of new Memorandum of
foreseeable future. Incorporation.
BORROWINGS DIRECTORS AND SECRETARY
Shoprite Holdings has unlimited borrowing powers in terms of its The directors’ names and details are furnished on pages 8 and 9 and the
Memorandum of Incorporation. company secretary’s name, business and postal address on page 67 of the
The Group’s overall level of debt increased from R4 035 million to Integrated Report.
R4 151 million during the financial year under review. In terms of the Memorandum of Incorporation of Shoprite Holdings
(“the MOI”), no less than one third of the non-executive directors shall retire
SPECIAL RESOLUTIONS by rotation at each Annual General Meeting.
At the Annual General Meeting of Shoprite Holdings held on 29 October Dr CH Wiese, Messrs EC Kieswetter, JA Louw and JF Malherbe retire as
2012, shareholders approved the following special resolutions: directors, in terms of paragraph 33.5.1 of the MOI of the Company, at the
– Special resolution number 1: Remuneration payable to Non-Executive Annual General Meeting. Dr CH Wiese, Messrs EC Kieswetter and JA Louw
Directors; have offered themselves for re-election as directors of Shoprite Holdings.
– Special resolution number 2: Financial Assistance to Subsidiaries, The board supports the re-election of these directors.
Related and inter-related entities;
– Special resolution number 3: Financial Assistance for Subscription of
Securities;
– Special resolution number 4: General Approval to repurchase shares;
and
– Special resolution number 5: Approval of new Memorandum of
Incorporation as proposed by the Board.
Directors’ Report (continued)
Shoprite Holdings Ltd and its Subsidiaries
4
DIRECTORS’ AND ALTERNATE DIRECTORS’ INTERESTS BOARD COMMITTEES
IN ORDINARY SHARES The reports of the various board committees are included in the Integrated
Report on pages 29 to 39.
Direct Indirect Total Total
Beneficial Beneficial 2013 2012 AUDITORS
CH Wiese 0 85 627 398 85 627 398 95 649 698 PricewaterhouseCoopers Incorporated will continue in office in accordance
JW Basson 0 9 994 122 9 994 122 10 071 652 with Section 90(1) of the Companies Act.
JJ Fouché 472 171 0 472 171 472 171
CG Goosen 3 000 1 203 202 1 206 202 1 206 202 EVENTS AFTER THE REPORTING DATE
B Harisunker 407 379 0 407 379 406 189 Other than the facts in the Integrated Report, there have been no material
AE Karp 147 269 0 147 269 147 269 changes in the affairs or financial position of the Group and its subsidiaries
EC Kieswetter 1 850 0 1 850 1 000 from 30 June 2013 to the date of the Integrated Report.
JA Louw 0 50 000 50 000 50 000
JF Malherbe 0 72 453 72 453 72 453 HOLDING COMPANY
EL Nel 0 148 727 148 727 148 727 Shoprite Holdings has no holding company. An analysis of the main
ATM Mokgokong 0 0 0 0 shareholders appears on page 70 of the Annual Financial Statements.
JG Rademeyer 0 10 000 10 000 10 000
JA Rock 0 0 0 0 LITIGATION STATEMENT
BR Weyers 404 594 0 404 594 404 594 During the reporting period, the dispute between the Group and SAB Miller
JAL Basson 3 070 86 131 89 201 89 201 Plc related to the termination of certain OK Bazaars (1929) Ltd lease agree-
M Bosman 65 000 60 000 125 000 125 000 ments was determined in the Group’s favour whilst the dispute related to
PC Engelbrecht 130 000 200 000 330 000 274 622 the closing date accounts of OK Bazaars is still in the process of being
JD Wiese 0 14 074 14 074 14 074 determined through arbitration.
The investigation initiated during June 2009 by the Competition
Dr CH Wiese holds an additional indirect beneficial interest in 1 921 800 Commission of South Africa (“the Commission”) into the alleged anti-
Shoprite Holdings securities through Single Stock Futures (“SSF”) entered competitive conduct of various food retailers which includes the Group’s
into by Titan Share Dealers (Pty) Ltd (“Titan”), an entity related to Dr Wiese. main trading subsidiary, Shoprite Checkers (Pty) Ltd, is still on-going with no
During the period 21 August to 12 September 2013 Titan entered into referral of any of the complaints investigated to the Competition Tribunal
further SSF contracts in respect of 150 000 Shoprite Holdings securities. to date.
There have been no further changes to the directors’ interests between The referral by the Commission of the complaint of alleged abuse of
the end of the financial year and the date of the annual financial statements. dominance against Computicket (Pty) Ltd must still be heard by the
Competition Tribunal.
DIRECTOR’S INTEREST IN NON-CONVERTIBLE, The claim instituted in the High Court of Lagos by AIC Limited during
NON-PARTICIPATING, NO PAR VALUE DEFERRED April 2010 against the Group’s main trading subsidiary, Shoprite Checkers
SHARES (Pty) Ltd and its Nigerian subsidiary, Retail Supermarkets Nigeria Ltd, on the
basis of alleged breach of contract proceeded to trial during March 2013.
Total Total Save as recorded above, the directors are not aware of any legal or
2013 2012 arbitration proceedings, including proceedings that are pending or
CH Wiese 290 625 071 276 821 666 threatened, that may have or have had in the recent past, being at least the
previous twelve (12) months, a material effect on the Group’s financial
CORPORATE GOVERNANCE position.
Statements of the Board’s application of the codes of good corporate
governance are set out in the Corporate Governance Report on pages 25 to
28 of the Integrated Report, which forms part of this directors’ report, and
the Remuneration Report on pages 33 to 39 of the Integrated Report.
SHOPRITE HOLDINGS LTD ANNUAL FINANCIAL STATEMENTS 2013
Currency of the Annual Financial Statements
5
The annual financial statements are expressed in South African rand. The approximate rand cost of a unit of the following currencies at
year-end was:
2013 2012 2013 2012 2013 2012
USA dollar 9.959 8.297 Uganda shilling 0.004 0.003 Madagascar ariary 0.005 0.004
Pound sterling 15.214 12.953 Malawi kwacha 0.030 0.031 Nigeria naira 0.062 0.051
Euro 13.017 10.443 Mauritius rupee 0.320 0.266 Tanzania shilling 0.006 0.005
Zambia kwacha 1.816 0.002 Angola kwanza 0.103 0.087 DRC franc 0.011 0.009
Mozambique metical 0.331 0.293 India rupee 0.166 0.147
Botswana pula 1.160 1.078 Ghana cedi 4.912 4.311
Independent Auditor’s Report to the Shareholders of Shoprite Holdings Limited
We have audited the consolidated and separate financial statements of reasonableness of accounting estimates made by management, as well as
Shoprite Holdings Limited set out on pages 6 to 69, which comprise the evaluating the overall presentation of the financial statements.
statements of financial position as at 30 June 2013, and the statements of We believe that the audit evidence we have obtained is sufficient and
comprehensive income, statements of changes in equity and statements of appropriate to provide a basis for our audit opinion.
cash flows for the year then ended, and the notes, comprising a summary of
significant accounting policies and other explanatory information. OPINION
In our opinion, the consolidated and separate financial statements present
DIRECTORS’ RESPONSIBILITY FOR THE FINANCIAL fairly, in all material respects, the consolidated and separate financial posi-
STATEMENTS tion of Shoprite Holdings Limited as at 30 June 2013, and its consolidated
The company’s directors are responsible for the preparation and fair presen- and separate financial performance and its consolidated and separate cash
tation of these consolidated and separate financial statements in accord- flows for the year then ended in accordance with International Financial
ance with International Financial Reporting Standards and the requirements Reporting Standards and the requirements of the Companies Act of South
of the Companies Act of South Africa, and for such internal control as the Africa.
directors determine is necessary to enable the preparation of consolidated
and separate financial statements that are free from material misstatement, OTHER REPORTS REQUIRED BY THE COMPANIES ACT
whether due to fraud or error. As part of our audit of the consolidated and separate financial statements
for the year ended 30 June 2013, we have read the Directors’ Report, the
AUDITOR’S RESPONSIBILITY Audit Committee’s Report and the Company Secretary’s Certificate for the
Our responsibility is to express an opinion on these consolidated and sepa- purpose of identifying whether there are material inconsistencies between
rate financial statements based on our audit. We conducted our audit in these reports and the audited consolidated and separate financial state-
accordance with International Standards on Auditing. Those standards ments. These reports are the responsibility of the respective preparers.
require that we comply with ethical requirements and plan and perform the Based on reading these reports we have not identified material inconsisten-
audit to obtain reasonable assurance about whether the consolidated and cies between these reports and the audited consolidated and separate
separate financial statements are free from material misstatement. financial statements. However, we have not audited these reports and
An audit involves performing procedures to obtain audit evidence about accordingly do not express an opinion on these reports.
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor’s judgement, including the assessment of
the risks of material misstatement of the financial statements, whether due
to fraud or error. In making those risk assessments, the auditor considers
internal control relevant to the entity’s preparation and fair presentation of PricewaterhouseCoopers Inc.
the financial statements in order to design audit procedures that are appro- Director: A Wentzel
priate in the circumstances, but not for the purpose of expressing an Registered Auditor
opinion on the effectiveness of the entity’s internal control. An audit also Cape Town
includes evaluating the appropriateness of accounting policies used and the 19 August 2013
Statement of Financial Position
Shoprite Holdings Ltd and its Subsidiaries as at June 2013
6
COMPANY GROUP
June June June June
2012 2013 2013 2012
R’000 R’000 Notes R’000 R’000
ASSETS
NON-CURRENT ASSETS
— — Property, plant and equipment 3 11 713 741 9 668 559
2 305 512 2 368 833 Interests in subsidiaries 5 — —
— — Investment in associate 6 130 455 103 886
— — Loans and receivables 7 10 325 3 706
363 657 Deferred income tax assets 8 425 381 413 645
— — Intangible assets 9 1 039 192 894 296
— — Fixed escalation operating lease accrual 10 12 204 10 573
2 305 875 2 369 490 13 331 298 11 094 665
CURRENT ASSETS
— — Inventories 11 10 317 417 8 680 109
15 327 40 946 Trade and other receivables 12 3 427 785 2 880 439
— — Derivative financial instruments 13 23 576 —
— — Current income tax assets 174 545 81 190
74 237 1 696 519 Interests in subsidiaries 5 — —
— — Loans and receivables 7 18 908 16 197
3 387 853 2 404 854 Cash and cash equivalents 6 138 671 7 939 333
3 477 417 4 142 319 20 100 902 19 597 268
— — Assets held for sale 4 57 071 391 993
5 783 292 6 511 809 TOTAL ASSETS 33 489 271 31 083 926
EQUITY
CAPITAL AND RESERVES ATTRIBUTABLE TO EQUITY
HOLDERS
647 314 647 328 Share capital 14 647 328 647 314
3 672 069 3 672 069 Share premium 3 672 069 3 672 069
— — Treasury shares 14 (320 146) (320 146)
1 425 607 2 180 788 Reserves 15 11 184 825 8 745 805
5 744 990 6 500 185 15 184 076 12 745 042
— — NON-CONTROLLING INTEREST 68 194 62 675
5 744 990 6 500 185 TOTAL EQUITY 15 252 270 12 807 717
LIABILITIES
NON-CURRENT LIABILITIES
2 450 2 450 Borrowings 16 3 823 371 4 006 698
— — Deferred income tax liabilities 8 197 135 152 085
— — Provisions 17 253 833 338 791
— — Fixed escalation operating lease accrual 18 577 271 520 206
— — Trade and other payables 19 279 21 878
2 450 2 450 4 851 889 5 039 658
CURRENT LIABILITIES
24 975 2 476 Trade and other payables 19 12 723 129 12 890 112
— — Borrowings 16 327 755 28 736
— — Derivative financial instruments 13 — 231
7 028 1 832 Current income tax liabilities 186 666 151 025
— — Provisions 17 133 561 138 634
— — Bank overdrafts 7 567 22 858
3 849 4 866 Shareholders for dividends 6 434 4 955
35 852 9 174 13 385 112 13 236 551
38 302 11 624 TOTAL LIABILITIES 18 237 001 18 276 209
5 783 292 6 511 809 TOTAL EQUITY AND LIABILITIES 33 489 271 31 083 926
SHOPRITE HOLDINGS LTD ANNUAL FINANCIAL STATEMENTS 2013
Statement of Comprehensive Income
Shoprite Holdings Ltd and its Subsidiaries for the year ended June 2013
7
COMPANY GROUP
June June June June
2012 2013 2013 2012
R’000 R’000 Notes R’000 R’000
— — Sale of merchandise 92 747 314 82 730 587
— — Cost of sales (73 316 296) (65 752 642)
— — GROSS PROFIT 19 431 018 16 977 945
1 655 057 2 495 373 Other operating income 20 2 608 352 2 325 312
— — Depreciation and amortisation 21 (1 350 915) (1 090 295)
— — Operating leases 22 (2 234 306) (1 940 221)
— — Employee benefits 23 (7 195 133) (6 530 468)
(8 937) (20 034) Other expenses (5 864 787) (5 077 139)
1 646 120 2 475 339 TRADING PROFIT 5 394 229 4 665 134
— — Exchange rate losses (3 793) (8 343)
— (20 042) Items of a capital nature 26 (31 400) (93 687)
1 646 120 2 455 297 OPERATING PROFIT 24 5 359 036 4 563 104
64 438 160 490 Interest received 259 050 142 166
(126) (126) Finance costs 27 (429 185) (223 563)
— — Share of profit of associate 6 4 952 —
1 710 432 2 615 661 PROFIT BEFORE INCOME TAX 5 193 853 4 481 707
(114 556) (52 727) Income tax expense 28 (1 578 545) (1 438 889)
1 595 876 2 562 934 PROFIT FOR THE YEAR 3 615 308 3 042 818
— — OTHER COMPREHENSIVE INCOME, NET OF INCOME TAX 537 727 237 480
Items that may be reclassified subsequently to profit or loss
— — Fair value movements on available-for-sale investments 15 — (51 219)
— — Foreign currency translation differences 15 516 110 288 699
— — Share of foreign currency translation differences of associate 15 21 617 —
1 595 876 2 562 934 TOTAL COMPREHENSIVE INCOME FOR THE YEAR 4 153 035 3 280 298
PROFIT ATTRIBUTABLE TO:
1 595 876 2 562 934 Owners of the parent 3 597 711 3 026 563
— — Non-controlling interest 17 597 16 255
1 595 876 2 562 934 3 615 308 3 042 818
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO:
1 595 876 2 562 934 Owners of the parent 4 135 438 3 264 043
— — Non-controlling interest 17 597 16 255
1 595 876 2 562 934 4 153 035 3 280 298
Basic and diluted earnings per share (cents) 29 672.3 590.0
Statement of Changes in Equity
Shoprite Holdings Ltd and its Subsidiaries for the year ended June 2013
8
Attributable to equity holders
Non-
Total controlling Share Share Treasury Other Retained
R’000 Notes equity interest Total capital premium shares reserves earnings
GROUP
BALANCE AT JUNE 2011 7 143 450 58 750 7 084 700 616 583 293 072 (337 406) 4 928 6 507 523
Total comprehensive income 3 280 298 16 255 3 264 043 — — — 237 480 3 026 563
Profit for the year 3 042 818 16 255 3 026 563 3 026 563
Recognised in other comprehensive income
Net fair value movement on
available-for-sale investments 15 (59 557) (59 557) (59 557)
Income tax effect of net fair value
movement on available-for-sale
investments 15 8 338 8 338 8 338
Foreign currency translation differences 15 288 699 288 699 288 699
Equity component of convertible bonds
issued during the year 15 333 880 333 880 333 880
Proceeds from ordinary shares issued 14 3 409 728 3 409 728 30 731 3 378 997
Treasury shares’ loss 74 289 74 289 17 260 57 029
Transfer from contingency reserve 15 — — (33 536) 33 536
Dividends distributed to shareholders (1 433 928) (12 330) (1 421 598) (1 421 598)
BALANCE AT JUNE 2012 12 807 717 62 675 12 745 042 647 314 3 672 069 (320 146) 542 752 8 203 053
Total comprehensive income 4 153 035 17 597 4 135 438 — — — 537 727 3 597 711
Profit for the year 3 615 308 17 597 3 597 711 3 597 711
Recognised in other comprehensive income
Foreign currency translation differences 15 537 727 537 727 537 727
Proceeds from deferred shares issued 14 14 14 14
Dividends distributed to shareholders (1 708 496) (12 078) (1 696 418) (1 696 418)
BALANCE AT JUNE 2013 15 252 270 68 194 15 184 076 647 328 3 672 069 (320 146) 1 080 479 10 104 346
COMPANY
BALANCE AT JUNE 2011 2 257 229 2 257 229 616 583 293 072 — 2 152 1 345 422
Total comprehensive income
Profit for the year 1 595 876 1 595 876 1 595 876
Proceeds from ordinary shares issued 14 3 409 728 3 409 728 30 731 3 378 997
Dividends distributed to shareholders (1 517 843) (1 517 843) (1 517 843)
BALANCE AT JUNE 2012 5 744 990 5 744 990 647 314 3 672 069 — 2 152 1 423 455
Total comprehensive income
Profit for the year 2 562 934 2 562 934 2 562 934
Proceeds from deferred shares issued 14 14 14 14
Dividends distributed to shareholders (1 807 753) (1 807 753) (1 807 753)
BALANCE AT JUNE 2013 6 500 185 6 500 185 647 328 3 672 069 — 2 152 2 178 636
SHOPRITE HOLDINGS LTD ANNUAL FINANCIAL STATEMENTS 2013