Gijima AR COVER 12 T2iB04485 - ShareData · on healing and prevention, while delivering quality support at a lower cost. This is a transformational model that CIOs can leverage to

Gijima Integrated Report 2013 1

BUSINESS OVERVIEWSnapshot of our performance 2

Salient features for the year ended 30 June 2013 3

What we do 4

Where we operate 13

How we are managed 14

Our industry 16

Our stakeholders who keep us in business 18

Financial overview and other non-financial indicators 20

Value-added statement for the year ended 30 June 2013 21

Who governs us? 22

Who leads us? 24

STRaTEGIC OVERVIEWOverview of our Vision 2025 26

Big hairy audacious goals (BHAGs) 28

commentarYChairman’s statement 32

Ask the CEO 36

Ask the CFO 38

sustaInaBILItY reportAnnual report 2012/2013 – Technology people 40

Sustainability – our people 42

Sustainability – environmental 46

GoVernanceCorporate Governance 49

Social, Ethics and Transformation Committee report 56

Risk management report 59

Remuneration report 61

Assurance on integrated reporting 64

aNNUal fINaNCIal STaTEMENTS 65

SHaREHOldER INfORMaTIONShareholder information 129

History – share trading 130

JSE Limited performance 131

Shareholders’ diary 132

Financial definitions 133

Contact information 134

Notice of annual general meeting 136

Annexure 140

Electronic receipt of communication and notice 142

Form of proxy Inserted

Administration IBC

CONTENTS

Gijima Integrated Report 20132

BUSINESS OVERVIEW

The second half of 2013 showed substantial improvements in the results from normal operations. Significant traction in terms of the turnaround strategy has been achieved and is set to continue.

snapshot of our performance CONTINUING OPERATIONS

0

500

1 000

1 500

2 000

2 500

12 13

FY 2013 Revenue

2 21

9

1 84

8

R m

illion

s

(300)

(250)

(200)

(150)

(100)

(50)

0

12 13

FY 2013 EBITDA

(26)

(290

)

R m

illion

s

(350)

(300)

(250)

(200)

(150)

(100)

(50)

0

12 13

FY 2013 Operating profit

(336

)

(72)

R m

illion

s

0

50

100

150

200

12 13

FY 2013 Cash

117

199

R m

illion

s

FY2013 EBITDA ANALYSIS H1 VS H2 R millions

Total H1 H2

Continuing operations (290) (100) (190)

Normal operations (57) (47) (10)

Loss making project (160) (49) (111)

Transfers from other comprehensive income (41) (2) (39)

Impairments (16) 2 (18)

Retrenchment costs (16) (4) (12)


BIG haIrY auDacIous GoaLs (BhaGs)

CLIENTRETENTION

TARGET DATE FOR COMPLETION 2013

RETENTION

100%

BUSINESS RECAPITAL-

ISATION

100%

NEW BUSINESS

DEVELOPMENT

40%

SERVICE OFFERINGSOFFERINGS

90%

COST SAVINGSSAVINGS

70%

KEY SKILLS RETENTIONRETENTION

90%

2015

SalIENT fEaTURES FOR THE YEAR ENDED 30 JUNE 2013

The financial highlights have been calculated in accordance with the financial definitions set out on page 132.

Continuing operations1

Continuing operations1 Consolidated Consolidated Consolidated Consolidated

30 June 2013 30 June 2012 30 June 2012 30 June 2011 30 June 2010 30 June 2009 R’000 R’000 R’000 R’000 R’000 R’000

Income StatementsRevenue 1 848 388 2 219 239 2 530 068 2 566 582 2 943 417 3 014 340 EBITDA (290 356) (26 319) (517) (211 807) 285 674 232 600 EBITDA (%) (15,71) (1,19) (0,02) (8,25) 9,71 7,72 Operating (loss)/profit (335 596) (72 096) (49 093) (258 165) 240 988 196 449 Operating (loss)/profit (%) (18,16) (3,25) (1,94) (10,06) 8,19 6,52 Headline (loss)/earnings (253 552) (69 737) (50 664) (208 971) 159 205 111 137 Headline (loss)/earnings (%) (13,72) (3,14) (2,00) (8,14) 5,41 3,69

Statements of financial positionCash and cash equivalents 198 581 117 035 117 035 86 475 339 917 484 391 Total assets 1 042 169 1 104 811 1 104 811 1 212 437 1 614 527 1 522 853 Ordinary shareholders’ funds 209 986 232 902 232 902 265 542 501 620 427 687 Number of shares in issue ('000) 3 961 565 961 565 961 565 961 565 961 565 974 742 Weighted average number of shares ('000) 1 019 100 961 565 961 565 961 565 968 666 972 782

financial statisticsHeadline (loss)/earnings per ordinary share (cents) (24,88) (7,26) (5,27) (21,73) 16,44 11,42 Basic (loss)/earnings per ordinary share (cents) (28,91) (7,26) (5,28) (21,84) 16,37 11,39 Cash (used in)/generated from operating activities per weighted average ordinary share (cents) (10,95) 7,67 7,67 (21,46) (3,42) 30,31 Net asset value per ordinary share (cents) 5,30 24,22 24,22 27,62 52,17 43,88

Selected returns and ratiosEffective tax rate (%) 21,02 26,77 29,03 25,96 32,75 36,68 Current ratio (times) 1,10 1,38 1,38 1,16 1,87 1,55 Return on equity (headline loss/earnings) (%) (120,75) (29,94) (21,75) (78,70) 31,74 25,99 Average trade receivables collection days 75,93 74,08 74,08 96,96 85,55 69,59 Number of employees (permanent and contractors) 2 318 2 695 2 995 3 902 3 848 3 929 Revenue per employee 797 823 845 658 765 767 (Loss)/Operating profit per employee (145) (27) (16) (54) 63 50

1) In November 2012 the Group disposed of the MineRP Business (refer note 8 to the annual financial statements) and this transaction has been included in discontinued operations. Comparative numbers for 2012 have been restated accordingly.


The following solutions relate to the service offerings on page 5

end user computingA solid track record and a large customer base proves Gijima’s leadership in this field

Gijima’s End User Computing service offers real business benefits while delivering a great user experience. We support most types of end user devices by providing maintenance, software support and asset management, provisioned through our world-class Logistics operation. Our managed Print Services offering has been received with enthusiasm by our customers.

With over one million devices under our support agreements, and serviced out of more than 80 Gijima Points of Presence throughout the country, South Africa’s top businesses have demonstrated their confidence in Gijima by signing and renewing support agreements year after year. Our focus for End User Computing in FY2014 will be on innovation, and our customers can expect exciting changes in the way our offering is presented and delivered, particularly as we combine our mobility solutions.

Gijima is a microsoft Gold Partner, and we also have well-established partnerships with HP, Dell, Lenovo, Fujitsu, Oracle and Apple. As premier South African partner of mobileIron we provide full management of all mobile devices, including IOS, OS X, Android and Blackberry.

mobility

mobileIT enables our customers to quickly reap the business benefits of Mobility while avoiding the pitfalls of new technology

Few technologies in recent times have had as disruptive an impact as mobility. Its rate of adoption is unparalleled by any other kind of device in the history of technology, and it continues to grow at an astonishing rate. While it presents massive opportunities to businesses, especially the early adopters, it also presents clear and significant threats to conventional IT organisations in terms of security and governance.

What We DoCONTINUEd

Gijima has been quick to recognise and address these threats, and to develop innovative solutions that leverage the unique capabilities of these mobile devices and technologies. The result is mobileIT, Gijima’s platform for Enterprise mobility.

mobileIT brings IT governance and maturity to the world of mobile application development. It rapidly delivers business applications on any mobile device, regardless of operating platform, to the workforce. It supports feature phones (which still dominate the local market), and it facilitates integration with enterprise systems such as SAP. In addition to custom application development, we have launched new mobile business applications for Board Reporting and mobile Service management.

The Gijima mobileIT framework addresses key domains such as Governance, Security, Infrastructure, IT Service management and mobile IT management, enabling our customers to have a complete or “end-to-end” view of mobility. Through our unique m-readiness engagements we can ensure that organisations achieve the required levels of capability in these domains to realise the enormous business benefits of mobility.

As Africa’s first certified and approved Apple System Integrator and reseller, Gijima is geared to supply and service our customers’ Apple device and integration needs.

BUSINESS OVERVIEW

We are Africa’s first company to feature on Ovum’s “On The Radar” publication, for our mobility solutions.


We are also Africa’s first company to feature on Ovum’s “On The Radar” publication, for our mobility solution.

Data centre and It service management

We change IT Service Management from being a “business cost” to being a “business enabler”

Supporting technology is becoming increasingly expensive, consuming up to 70% of end user budgets for maintenance and software support. Our IT Service management strategy is focused on healing and prevention, while delivering quality support at a lower cost. This is a transformational model that CIOs can leverage to spend less on end user support, and so enable them to reinvest these savings into projects that really drive the business.

Gijima’s Data Centre and IT Service management offering encompasses the ITIL methodologies for operations management, controls and compliance reporting. Strong focus is placed on the principle of “do more with less”, by automating core processes and technology. This automation enables us to extend our capabilities in terms of self-healing and proactive incident management. We also demonstrate the tangible business benefits and potential savings to our customers in other service areas, such as Software Asset management and High Availability systems management.

We partner with EmC, HP, IBm, Symantec and BmC in delivering our services.

unified communications Infrastructure

We keep our customers connected in the “Always on” world of business

The purpose of Unified Communications is to meet the demands of users for effective and productive interaction and collaboration anywhere in the world. The capability includes presence-aware communication functionality (including instant messaging, email, voice and video interaction) which drives agility, productivity and responsiveness. With location-aware technologies individuals can manage their reachability and select the most appropriate form of communication to achieve their objectives. Teaming and collaboration across enterprise boundaries and distributed geographies is supported through the effective use of online meetings, desktop application sharing, content portals, as well as integrated audio and video conferencing services.

Gijima’s Unified Communications Infrastructure services and solutions focus on the supply and commissioning of all the infrastructure components across the enterprise communications platform. Our Unified Communications service is the key to streamlined operations, from network configuration and provisioning to physical device provisioning and enablement. This is applicable in the areas of Voice, Audio Video Conferencing and Recording, Call Centre, IP Telephony and Unified messaging.

Gijima is a Cisco certified Gold partner, an Advanced Technology provider for Cisco Telepresence Video Express, and the first partner in South Africa to certify

in all three of Cisco’s Architectural Specializations. We have a partnership with Huawei, and we are also HP certified Gold Specialist Networking partner, an Ironport Gold certified partner and an Exinda certified Platinum partner. We are proud to have been awarded the title of NEC Best Application Partner of the Year for 2013.

Business applications

Realise and optimise the business value of Business Applications

Gijima’s Business Applications offering encompasses the services and solutions required to support the full portfolio of core Business Applications throughout their lifecycle. This includes enterprise architecture, implementation of leading ERP and packaged OEm solutions, custom development and integration, and application support and outsourcing. The focus of these services is to maximise business value through innovation and accelerated adoption while minimising risk.

We were awarded six of the seven Infrastructure Partner awards for Microsoft, securing our leadership within this area.

We have been certified as a SAP Centre of Expertise partner.


Through our relationship with SAP since its arrival in South Africa, we have been able to develop the largest support capability in Africa. Gijima employs some of the most experienced ERP consultants in the business, with the ability to integrate the full stack of technical requirements to deliver turnkey solutions, and to operate this for our clients on a continuing basis. We have unique strengths in the manufacturing and mining market sectors, and we have also developed solutions for the small to medium business sector. Significantly, we have the only locally SAP-certified template for Local Government deployment, and because of this we have been granted the rights to market SAP All-in-One to municipal customers.

In what is widely regarded as a major coup, Gijima has been certified as a SAP Center of Expertise partner. This rigorous and rare certification validates Gijima’s high standard of support for the SAP All-in-One customer base to the SAP eco-system as a whole.

Gijima’s ERP Solutions division has achieved the highest partnership status with SAP, namely “Service Alliance Partner”. In addition, we are the only implementation partner in South Africa with

Customer Competency Center certification and the first partner with NetWeaver certification. Gijima is proud to have been awarded SAP Partner Center of Expertise (PCoE) certification, a globally-benchmarked qualification. PCoE certification ensures all customers receive consistent, high-quality support. We are also certified as a SAP hosting partner, which allows us to operate as an application service provider as well as a SAP SmB channel partner for two SAP ‘All In One’ solutions. Our offerings span the entire SAP offering including: SAP implementations and upgrades, SAP AIO solutions, ERP strategic consulting, project scoping and change management, SAP project audits, system optimisation SAP support, application outsourcing and SAP made Simple (SmS).

We were awarded six of the seven Infrastructure Partner awards for microsoft, securing our leadership within this area.

Information management

Managing and harvesting Big Data creates a competitive advantage for our customers

With the enormous growth in corporate data and content, finding the right information and gaining usable insight from it can be difficult, time-consuming and costly. Knowledge and Intellectual Property are added and drained from the business as people join and leave. The effective sharing of information internally, and with customers and partners, is critical for business success. It is becoming increasingly important to get the balance right between securing and sharing information, while complying with legislation.

We assist our customers to realise the business value of their information assets through our information management solutions and services. We have a full range of services and solutions to meet the end-to-end demands of effective information management, and we have extensive experience in delivering and deploying integrated information management solutions. These solutions include database management, data warehousing and staging, data scrubbing, information security, business intelligence, workflow and electronic document management.

In delivering Information management solutions Gijima partners with some of the world’s premier technology companies, including SAP, Oracle, microsoft and QlikView.

What We DoCONTINUEd

BUSINESS OVERVIEW

In delivering Information Management solutions Gijima partners with some of the world’s premier technology companies.


security and Grc (Governance, risk and compliance) Increase the value and lower the cost of risk management

At Gijima we closely monitor the state of cyber crime, both locally and internationally. While the numbers and extent of reported incidents are alarming we know that these are only the tip of the iceberg, as many organisations don’t report on security incidents for fear of “reputational” damage.

We understand that businesses need to balance security risks and compliance with expenditure, particularly in these financially troubled times. To assist our customers we have developed a comprehensive security framework, supported by a full suite of security solutions, which makes efficient and cost-effective security a reality.

Our GRC offering focuses on the end-to-end requirements of GRC, from audit committee compliance requirements through to the domains of physical, electronic and information security. By integrating GRC activities into core business processes and applications, we can assist our customers in managing their businesses proactively and strategically, rather than reactively.

Gijima is uniquely positioned to provide vulnerability management services for our customers through Foresight, our wholly-owned technology for

vulnerability management. Foresight ensures that the customer’s security and remediation focus is in line with the organisational policies, industry regulatory requirements and the long-term goals of the business.

Gijima holds the microsoft Gold Certified competency certification for Security and Identity management.

on-DemandGijima Cloud will transform the way our customers consume IT services and technology

There is a fundamental and profound change happening in the manner in which IT services are being delivered for both large and small enterprises. Gijima Cloud provides the ability to deliver on-demand services to a market which is constantly- reviewing and optimising capital investment in IT. This market is poised to grow rapidly, enabled by better and smarter ways of using technology and information.

Gijima Cloud is an integrated evolution of Gijima’s existing services, and is designed to provide our customers with a unique and effective way of doing business by managing IT and applications. Gijima Cloud includes the management of Business Processes, Software, Platforms and Infrastructure as a Service, and covers IT from being the enabler of core business strategy and processes to infrastructure and virtual workspaces. Our approach is twofold: introduce revolutionary new ideas and applications that unlock business value, while providing an aggregated and evolutionary smart delivery channel for new and traditional IT services.

The unique value of Gijima Cloud lies in the development, management, brokering and integration of the cloud ecosystem for clients. This will enable the use of client-specific cloud roadmaps that are suited to particular enterprise objectives, and which may comprise boxed or custom-developed private, public and hybrid cloud solutions. The importance of technology in creating business value is emphasised by the renewed interest by businesses in the potential worth of social media, mobility, and complex information and data (or Big Data). That is also the value that Gijima aims to unlock, through on-demand solutions and services.

In bringing this exciting initiative to market we are extending our well-established partnerships with VmWare, EmC, microsoft, BmC and Cisco.


BUSINESS OVERVIEW

systems Integration

Removing complexity by providing systems development and integration solutions

Our Systems Integration practice helps clients find

solutions to their integration challenges across

the full technology lifecycle. Our scalable systems

development and management practices enable

customer to identify goals, develop and implement

systems based on business value and manage risk.

Gijima offers a range of solution, from emerging

technologies, custom development capability,

established packaged software, and application

support services to address industry-wide or

company-specific requirements.

(a) Gijima Professional Services

These services aim to manage applications and

application portfolios from business assessment,

through planning, to implementation. These

include: Cloud Readiness, Enterprise Architecture,

Application Portfolio modernisation, Systems

Architecture, Application Analysis.

(b) Gijima Applications Management

Enabled by our comprehensive skills and

capabilities, Gijima offers a variety of Application

management models, ranging from Task-based

(procurement, licensing, as-a-aservice), Specialised

(specialised applications, long-term strategic) to

Comprehensive (outsourcing of App portfolio),

App management, maintenance, monitoring, and

User Support application outsourcing solutions.

(c) Gijima Systems Development

Gijima develops software that delivers unique

business outcomes. These solutions are flexible

and scalable, and able to grow and evolve with

the business. They are designed to deliver specific

business outcomes that benefit the organisation

through innovation and operational efficiencies.

Gijima offers integration development between

existing business applications.

(d) Gijima Specialised Solutions

Gijima offers specialised solutions for the different

industries and value bundles to address industry-

specific challenges. Specialised applications

enable the company to address risks unique to

the industry. Gijima’s industry-targeted custom

applications and bundles significantly reduces time

required for development and implementation.

human capital management

staffing and training

Ict staff placement services

HCm Recruitment division specialises in the

recruitment, selection, assessment and placement

of top flight ICT candidates within the mining,

manufacturing, financial and the public sectors.

competence and behavioural assessment and staff profiling

Gijima HCm offers a comprehensive range of

assessment and profiling services as a one-stop

client service. Our Psychologists and Psychometrists

are HPCSA accredited in the use of instruments

such as psychometric tests, 360° questionnaires and

assessment centre technology for recruitment as

well as career guidance, development and coaching.

Our Systems Integration practice helps clients find solutions to their integration challenges across the full technology lifestyle.

What We DoCONTINUEd


We provide a range of services to ensure competence and watery of end users of technologies and systems applications.

skills programmes and certifications

The Gijima ICT Skills Development Programmes

team focuses on the total Information technology

skills development training environment. Our

programmes cover the spectrum of being

outcomes based and aligned to customised skills

programmes depending on the implementation

requirement.

end user training

Gijima provides a range of services to ensure

competence and mastery of end users of

technology and systems applications. Our offering

is wide ranging and can deal with issues of general

computer literacy, implementations or migrations

in microsoft Office applications, ERP systems or

bespoke software, as well as the adoption of mobile

technologies and business process automation.

Learning management and e-Learning

Gijima designs and develops custom e-Learning

programmes for clients, often focusing on one

specific competence or job profile. This will entail

the compilation of e-Learning supplemented by

face to face training in a structured manner to

achieve predefined objectives such as management

development programmes or programmes to up-

skill the entire work force of the enterprise in a

cost and time effective manner.

Business process outsource services

response handling and outsourced recruitment

As part of our HR outsourcing business, we are the

sole recruitment, selection and trainee management

service provider to various companies. Our

selected client base is assured of our personalised,

quality services.

administration and payroll services

Gijima provides distributed HR and payroll services

to corporate clients through leading ERP and

web enabled self service technology. This service

includes a one-stop payroll and administration

outsource service with multiple delivery channels,

including on-site service, call centres and web-

based services.

engineering and corporate staff placement services

We have in excess of 8 000 qualified and interviewed engineering candidates within the manufacturing, heavy engineering, construction and project engineering industries. Trained Recruitment Specialists offer candidates the benefits of career counselling and offer clients the competence of search based recruitment for scarce skills in a candidate short market.

engineering skills Development and training

Through years of serving the sector, Gijima has developed an exceptional understanding of the metals, Engineering and mining industries. Gijima delivers technical skill development services through leading training centres in Benoni, middelburg and Lephalale, as well as with a number of programmes available at client sites.

operator and she training

By recognising, identifying, evaluating and controlling health risks in the working environment, organisations can reduce or even prevent work-induced stress, disease, inefficiency and accidents. We are an Approved Inspection Authority with the Department of Labour and our OH Services team consists of highly qualified and experienced Occupational Hygiene professionals, all certified by the Southern African Institute of Occupational Hygiene (SAIOH) as Occupational Hygienists, Technologists and Technical Assistants), totalling more than 30 professional staff members.

risk assessments and monitoring services

The Occupational Health and Safety Act (1993 as amended) and the Hazardous Chemical Substances Regulations (1995), as well as the mine Health and Safety Act (1996 as amended) require a complete qualitative OH Risk Assessment of the working environment in order to develop a plan of action to reduce Occupational Health risks.

Gijima Occupational Hygiene and Environmental Services can develop, implement and maintain such an Occupational Health programme. A detailed Occupational Health Risk Assessment includes for identifying health hazards in the workplace to which workers are exposed to as a result of the work processes and activities.


environmental services

By focusing on those environmental aspects that

we believe affect us all the most, namely the air

we breathe and the water that we drink, industry

can reduce their carbon footprint. In monitoring

emissions and projecting pollutant fall-out that will

adversely affect air and water quality, organisations

can manage their Environmental Impacts to comply

with the requirements and intentions of the NEmA

Act 107 of 1998.

Gijima OH&ES Services are tailored to assist

clients in meeting the latest stringent, demanding

and challenging statutory compliance and data

reporting requirements. We deal with air, water

and soil pollution by means of developing suitable

and effective monitoring programmes, including

air pollutant dispersion modelling, stack emission

sampling, dust fall-out and Pm10 monitoring, as

well as environmental noise assessments, water

quality and soil pollution monitoring.

Our OH&ES services are tailored to assist clients in meeting the latest stringent, demanding and challenging statutory compliance and data reporting standards.

BUSINESS OVERVIEW

What We DoCONTINUEd


Reve

nue

R’00

0

Segment information

0

200 000

400 000

600 000

800 000

1 000 000

Public sector Mining Financial services Manufacturing Other Telecommuni-

cationsRetail and hospitality

893

426

648

825

260

378

226

465

500

199

344

745

390

327

439

316

24 1

50

67 4

79

59 6

51

51 2

24

99 5

35

61 9

07

2012

2013

L I M P O P O

GAUTENG

MPUMALANGA

F R E E S TAT E

N O R T H E R N C A P E

W E S T E R N C A P E

E A S T E R N C A P E

N O R T H W E S T

K WA Z U LU -N ATA L

Rosh Pinah

Upington

Kathu

Kuruman

Kimberley

Beaufort West

Vredendal

Saldanha

Cape Town Port Elizabeth

Bisho

Umtata

East London

Bloemfontein

WelkomBethlehem

Klerksdorp

Potchefstroom

Ma�keng

Rustenburg

VereenigingVanderbijlpark

Ermelo

Bethel

Witbank

Middelburg Nelspruit

Skukuza

Tzaneen

Polokwane

MakhadoLephable

Thabazimbi

Johannesburg

Midrand

Pretoria

Port Shepstone

Pietermaritzburg Richards Bay

UlundiNewcastle

Durban

Mossel Bay

George

Windhoek

Walvis Bay

OUR SOUTh AfRICAN fOOTPRINT – 80 POINTS Of PRESENCE

Reve

nue

(R’0

00)

Geographical information

0

0

5 000

10 000

15 000

20 000

25 000

Southern Africa

1 84

8 38

8

2 21

9 23

9

2012

2013

Where We operate

Gijima supports more than one million devices

CONTINUING OPERATIONS


hoW We are manaGeD

BUSINESS OVERVIEW

The ecosystem within which we operate is dynamic, but there is always the unchanging objective of ensuring adherence to the values we declare: transparency, care, integrity and respect. It’s about always understanding the needs of our stakeholders, ensuring the right balance between risk and reward but always fulfilling our obligation.

GOvERNANCEWe always endeavour to ensure the governance structures support effective decision-making and robust control.

We have a unitary Board structure, comprising non-executive and executive Directors. The majority of

non-executive Directors are independent. For more information on the Board, refer to pages 22 and 23.

Gijima continually looks to ensure a solid foundation through good corporate governance.

Executive Directors

Non-executive Directors

Independent non-executive Directors

Composition of Board

GIJIMA AUDIT AND

RISK COMMITTEE

GIJIMA REMUNERATION

AND NOMINATION

COMMITTE

GIJIMA SOCIAL,

ETHICS AND TRANSFORMATION

COMMITTEE

BOaRd


RISK mANAGEmENTThe process of risk management has been significantly improved over the last year. There is indeed risk in every opportunity, and support structures and mechanisms need to be in place to ensure risk management is part of the DNA.

Key strategic risks• Balance Sheet strength• Customer retention and attraction• Skills retention

For more information refer to pages 59 to 60.

REmUNERATION ANd EmPlOYEE dEvElOPmENTOur remuneration policy and employee development programmes are designed to ensure that we attract, develop and retain the best skills in the country. This includes both management and technical skills.

For more information refer to pages 61 to 63.

remuneration and employee development notables• Successful university honours programme

through the University of the Western Cape for our employees.

• Successful learnership programmes.

INNOvATION

We make innovation part of the way we work.

Constant innovation is required to ensure that

we not only remain relevant, but that we set the

pace in the industry. Thinking differently, acting with

determination, always testing, always growing – this

is the fabric of our organisation.

Innovation notables

• Development of industry leading mobility

offering.

Thinking differently, acting with determination, always testing, always growing – this is the fabric of our organisation.

1 CCO: FINANCIAL SERVICES

1 CCO: INDUSTRIAL

1 CCO:PUBLIC

SERVICES

PRODUCTS AND NEW BUSINESS

CHIEF OPERATING

OFFICER

CHIEF FINANCIAL

OFFICER

STRATEGY EXECUTION

OFFICER

HR EXECUTIVE

CHIEf EXECUTIVE

OffICER

1. CCO: Chief client officer


our InDustrYINdUSTRY ANAlYSISSeveral signs of a positive turn in economic conditions (particularly on the US front) have appeared, however, the global recovery remains fragile. The recession in the Eurozone was deeper than initially expected while growth in emerging markets keeps disappointing due to structural challenges and weaker external demand.

Gains in the US housing market due to increased private consumption as well as improved employment figures have led to speculation around the US Federal Reserve Bank’s plans to start tapering off its monetary stimulus. This sparked another round of volatility in global financial markets.

During the second quarter of 2013, GDP growth in Germany and France led the recovery in the Eurozone to a better than expected 0,3% quarter-on-quarter, the first positive sign witnessed in 18 months. Since the Eurozone remains the leading destination for South African manufactured exports, this is no doubt good news for South African exports.

Economic growth in China has showed continued signs of moderating coupled with a slowdown in credit growth while conditions in its manufacturing sector have remained challenging until recently.

For global manufacturing as a whole, mixed signals remain with only moderate growth experienced.

Locally, widespread industrial actions, particularly those experienced in the second half of 2012, as well as the deterioration in the current account deficit

HISTORICAL GROWTH PER VERTICAL BY BUSINESS CYCLE

Real GdP growth Trend Expansion Recession Recovery

Sector%

2000 – 2011%

2000 – 2007%

2008 – 2009%

2010 – 2012

Agriculture, forestry and fishing 2,0 1,2 7,2 0,7

mining and quarrying (0,4) 0,6 (5,5) 0,2

Electricity, gas and water 3,0 4,4 (3,7) 3,8

Construction 7,0 8,8 8,2 1,4

Wholesale and retail trade 3,9 4,9 _ 4,0

Catering and accommodation 3,3 4,2 (1,8) 4,5

Transport, storage and communication 4,9 6,4 2,4 2,5

Finance, insurance, real estate and business services 5,4 6,6 4,2 3,2

Community, social and personal services 3,1 3,9 1,5 1,8

General government 2,5 1,8 4,2 3,2Source: Bureau for Economic Research, 2013.

BUSINESS OVERVIEW

The recovery is set to continue in 2014 albeit at low rate, whilst the South African IT Market is to exceed R55 billion for 2012 and to continue growing at 16%. Industry data for 2012 is released in December 2013.

have had serious implications for the rand which remains under pressure due to increased global uncertainty.

Economic growth for South Africa improved in the second quarter of 2013, boosted by a marked recovery in the secondary sector, most notably manufacturing. This was a slight relief after the dismal growth figures experienced in Q1 of 2013.

Local GDP growth is still expected to recover in 2014, albeit at significantly lower levels than previously forecasted. The rand is likely to remain at the current weak levels for the remainder of the year.

Over the last couple of years technology has become omnipresent, seen in our customer experiences, our products and services, the way employees and consumers choose to interact with business etc. This trend is presenting a new world of possibilities in information and technologies. The IT organisation on the other hand has not evolved with this changing landscape and is still largely doing business in the same manner.

A global survey of CIOs by research firm Gartner shows there is a mismatch between what the IT organisation has traditionally bought and the opportunities and expectations of customers, employees and board members.

CIOs are under immense pressure to support the business priorities while at the same time making sure that the business has the right funding and the right skills in place.


fUll OUTSOURCE

CAd

mAINTAIN SUPPORT UPGRAdE

hOSTING

SYSTEm INTEGRATION

mANAGEd SERvICES

TRAINING

IS CONSUlTING

2011

2012

2016

2013

2015

2014

2014

2015

2013

2016

2012

r6,2bn2015

r16,3bn2016

r6,4bn2011

r9,6bn2011

r1,8bn2015

r5,7bn2016

r7,0bn2015 r10,6bn

2016

r12,1bn2015

r1,3bn2011 r0,5bn

2011

r2,6bn2011

r3,5bn2011

r7,2bn2011

r0,6bn2016

r7,6bn2011

IT SERvICES SUBmARKET fORECAST

When asked what the barriers were for the enterprise to realise the full value of technology, the top two reasons cited was the enterprise’s readiness for new technology and enterprise change management, essentially things that are out of the CIOs' control.

The good news is that the majority of CIOs say the IT organisation is no longer viewed exclusively as a cost centre, or won’t be by 2016. As enterprise IT enters its third wave where technology driven innovation is becoming more important, the CIOs’ budgets are slowly starting to reflect investments aimed at growing and transforming business IT, as opposed to running business IT.

IT budgets have been tightly managed during the challenging global macroeconomic conditions. Gartner has downwardly revised its forecast for growth in worldwide IT spending for 2013 to 3% if telecoms services are excluded. IT Services is expected to show year-on-year growth of 2,2% in 2013 and pick up to reach 4,6% in 2014.

ThE TOP GlOBAl BUSINESS PRIORITIES SUPPORTEd BY CIOs

Business strategiesRanking

2013

Increasing enterprise growth 1

Delivering operational results 2

Reducing enterprise costs 3

Attracting and retaining new customers 4

Improving IT applications and infrastructure 5

Creating new products or services 6

Improving efficiency 7

Attracting and retaining the workforce 8

Implementing analytics and big data 9

Improving business processes 10Expanding into new markets and geographies 21

Source: Gartner, 2013.

Growth in the South African IT Services market reached an approximate R55,3 billion in 2012 according to research firm Gartner with the majority of revenues originating from the manufacturing and Natural Resource, Banking, Communications and Government sectors.

While the overall IT Services market experienced year-on-year growth of 16%, total IT Outsourcing services (including infrastructure and business applications) grew by only 7% from 2011 to 2012. Over the last couple of years, the industry has witnessed a major transformation in the IT Outsourcing market take shape with a reduction in the amount of large full outsource contracts being signed as the traditional outsourcing model is slowly phased out. The trend is set to continue with more and more clients opting for on demand services to replace some of their outsourcing contracts.

The Hosting, Information System Consulting, managed Services and maintain, Support and Upgrade submarkets are all expected to experience double-digit growth rates over the period 2012 – 2016, according to local research house BmI-Techknowledge.

The fast pace of growth from the Hosting market is largely driven by the C-level executives demands for increased flexibility and scalability. Security concerns and other added benefits such as backup and recovery have also fuelled growth in this area.

The demand for hardware and software support services has grown by 25% and 21% respectively in 2012 (Gartner), supported by the continued need for upgrades, installations and refreshes.

In 2016, the areas contributing the most to the total IT Services market will be maintain, Support and Upgrade, managed Services and Systems Integration.

Source: BMI-T, 2012.

Over the last couple of years, the industry has witnessed a major transformation in the IT Outsourcing market take shape with a reduction in the amount of large full outsource contracts being signed as the traditional outsourcing model is slowly phased out.


BUSINESS OVERVIEW

our staKehoLDersWhO KEEP US IN BUSINESS

STAKEHOLDER CUSTOmERS EmPLOYEES PARTNERS*REGULATORS AND GOVERNmENT

INVESTmENT COmmUNITY

What they expect • Service delivery

• Value for money

• Resolution of pain-points

• Innovation

• To be listened to

• A fulfilling place to work

• An environment to innovate

• Rewards for excellence

• A place to grow

• Open, clear channels

• Unambiguous partnering

• Compliance and good corporate governance

• Investment in communities

• Sustainable growth

• Innovation

• maximisation of geographical and technological opportunities

Engagement methods • iSC (Integrated Service Centre) or call centre, and alternate engagement methods

• Regular CSAT surveys

• Regular leadership engagement

• Formal governance structures

• Email, intranet, roadshows, webcasts

• Yammer social network

• Gijima Bulletin/magazine

• Regular on-on-one and group interactions

• Formalised engagement structures

• Joint strategy sessions to leverage competencies for value creation

• SmmE development

• Regular engagement with compliance regulators both internal audit and Audit and Risk Committee

• Results presentations, conference calls, website portal

• National roadshow twice a year to investor community

Target • Unequivocal partner of choice • Employer of choice • To be highly respected by our chosen strategic partners

• Consistently regarded as a model corporate citizen

• An organisation delivering above average industry growth

Progress to date • Re-organisation complete, solid performance in both CSAT and SLA indicators

• Significant customer renewals in 2013

• Improved levels of senior management engagement

• The foundation has been set, and the journey towards this target has begun

• much improved strategic supplier relationships, including multiple partner awards

• Investment in skills and technology for our SmmEs

• Gijima has always prided itself on its good corporate governance and compliance standards

• Improved levels of engagement to ensure clarity around Gijima’s positioning for growth

Notwithstanding the regulatory requirements that call for improved disclosure of all aspects of the organisation, we understand that greater transparency in the way the business is run

enhances relationships between the organisation and the stakeholders. This transparency helps foster trust and respect, both attributes are crucial towards mutual success.


STAKEHOLDER CUSTOmERS EmPLOYEES PARTNERS*REGULATORS AND GOVERNmENT

INVESTmENT COmmUNITY

What they expect • Service delivery

• Value for money

• Resolution of pain-points

• Innovation

• To be listened to

• A fulfilling place to work

• An environment to innovate

• Rewards for excellence

• A place to grow

• Open, clear channels

• Unambiguous partnering

• Compliance and good corporate governance

• Investment in communities

• Sustainable growth

• Innovation

• maximisation of geographical and technological opportunities

Engagement methods • iSC (Integrated Service Centre) or call centre, and alternate engagement methods

• Regular CSAT surveys

• Regular leadership engagement

• Formal governance structures

• Email, intranet, roadshows, webcasts

• Yammer social network

• Gijima Bulletin/magazine

• Regular on-on-one and group interactions

• Formalised engagement structures

• Joint strategy sessions to leverage competencies for value creation

• SmmE development

• Regular engagement with compliance regulators both internal audit and Audit and Risk Committee

• Results presentations, conference calls, website portal

• National roadshow twice a year to investor community

Target • Unequivocal partner of choice • Employer of choice • To be highly respected by our chosen strategic partners

• Consistently regarded as a model corporate citizen

• An organisation delivering above average industry growth

Progress to date • Re-organisation complete, solid performance in both CSAT and SLA indicators

• Significant customer renewals in 2013

• Improved levels of senior management engagement

• The foundation has been set, and the journey towards this target has begun

• much improved strategic supplier relationships, including multiple partner awards

• Investment in skills and technology for our SmmEs

• Gijima has always prided itself on its good corporate governance and compliance standards

• Improved levels of engagement to ensure clarity around Gijima’s positioning for growth

* Notable awards from our partners:

WINNER OF:Desktop Partner of the yearIdentity and Security Partner of the yearManagement and Virtualisation Partner of the yearServer Platform Partner of the yearClassified Communications Partner of the yearIndustry Partnership Partner of the year

Authorised systems integrator

NEC partner of the year


fINaNCIal OVERVIEW aNd OTHER NON-fINaNCIal INdICaTORS

2013 20121

FINANCIAL continuing operationsService revenue R’000 1 397 067 1 803 514 Products revenue R’000 451 321 415 725 Total revenue R’000 1 848 388 2 219 239 EBITDA R’000 (290 356) (26 319)Net cash (used in)/generated from operations R’000 (111 551) 73 744 Headline loss per share cents (24,88) (7,26)

ECONOmICDistributed to employees R’000 1 076 689 1 304 724 Capital expenditure R’000 14 346 41 091 Distributed to providers of finance R’000 35 682 22 961 BBBEE score % 86,63 85,88BBBEE procurement spend R’000 514 159 1 337 597 BBBEE enterprise development spend R’000 47 022 52 107

SOCIAL – EmPLOYEESTotal number of employees (including internationals, contract, learners) 2 641 2 901 Employee turnover % 8,09 10,2Total black employees 1 440 1 485Women representation in senior management % 39 20,0 Black representation in senior management % 25 30,0 Total training spend R’000 8 497 13 882 Average training spend per employee per annum R 3 217 4 785Ratio of average basic salary of men to women times 1,2 1,2

SOCIAL – COmmUNITIESTotal contributions from our foundations R’000 843 966

ENVIRONmENTBuilding electricity KWh 7 337 8 488 Fuel (diesel and petrol) ’000 ℓ 3 274 5 134 Flights (emissions) kℓ 410 555 Paper utilised² kg 31 432 38 289 CO2 emissions³ tonnes 15 380 21 209

¹ The financial information has been restated to continuing operations (refer to note 8 of the annual financial statements).

² Due to a variance in previous years’ data, the paper measurement has been adjusted.

³ The comprehensive Carbon Footprint Report can be requested by emailing [email protected].

BUSINESS OVERVIEW


Group

Continuing operations


Discontinued operations Consolidated

2013 2012 2012 2012 R’000 R’000 R’000 R’000

WEALTH CREATIONGroup revenue 1 848 388 2 219 239 310 829 2 530 068 Cost of materials and services (1 052 585) (934 193) (119 679) (1 053 872)

Value added 795 803 1 285 046 191 150 1 476 196 Net financing expenses (35 682) (22 961) 771 (22 190)

Total wealth created 760 121 1 262 085 191 921 1 454 006

WEALTH DISTRIBUTIONWorkforceSalaries, wages, bonuses, pension, medical aid, other benefits and contractor fees 1 076 689 1 304 724 164 431 1 469 155 attributable to non-controlling shareholders and associates 1 405 195 – 195 Central and local Governments (69 979) (18 998) 5 668 (13 330)

Tax (78 044) (25 444) 4 751 (20 693)Rates and taxes 4 150 2 468 – 2 468 Skills development levy (net of refunds) 3 915 3 978 917 4 895

(Utilised)/reinvested in the Group (247 994) (23 836) 21 822 (2 014)

Depreciation, amortisation and impairment 45 240 45 777 2 799 48 576 (Loss)/profit for the period (293 234) (69 613) 19 023 (50 590)

Total wealth distributed 760 121 1 262 085 191 921 1 454 006

Taxes paid and collectedVAT 150 436 186 160 18 360 204 520 PAYE 209 109 251 113 24 435 275 548

VaLue-aDDeD statementfOR ThE YEAR ENdEd 30 JUNE 2013


WHO GOVERNS US?

Gijima continually looks to ensure a solid foundation through good corporate governance.

ROBERT GUMEdEExecutive Chairman1

Date of appointment: May 2005

Qualifications: • BJuris

EIlEEN WIlTONChief Executive Officer2

Date of appointment: October 2013

Qualifications: • BCom• TTHDE Higher Diploma in Education

lIESl TWEEdIEInterim Chief financial OfficerDate of appointment: July 2013

Qualifications: • BCompt (Hons)• CTA • CA(SA)

MaRK BUSSINIndependent Non-executive directorDate of Appointment: March 2012

Qualifications: • BSc• HDPM• MM• MCom• DCom

ROBERT THOMaS EdMONdNon-executive directorDate of appointment: July 2013

Qualifications: • BAcc • (CA)SA• AMP

1. Re-appointed as executive Chairman on 10 October 20132. Appointed as interim CEO on 9 October 20123. Appointed as lead-independent and Non-executive

Director on 27 September 2013

MalCOlM MaCdONaldIndependent Non-executive directorDate of appointment: April 1999

Qualifications: • BCom• CA(SA)• ACIMA

aSHWIN TRIKaMJEElead Independent Non-executive director3

Date of appointment: August 2010

Qualifications: • BJuris

JaCOBUS VaN dER WalTIndependent Non-executive directorDate of appointment: April 1999

Qualifications: • BSc Engineering (Industrial)

SINdISWa VICTORIa ZIlWaIndependent Non-executive directorDate of appointment: July 2013

Qualifications: • BCompt (Hons)• CTA• CA(SA)

1

2

3

4

5

6

7

8

9

BUSINESS OVERVIEW


EIlEEN WIlTONChief Executive OfficerDate of appointment: October 2013

Qualifications: • BCom• TTHDE Higher Diploma in Education

lIESl TWEEdIEInterim Chief financial OfficerDate of appointment: July 2013

Qualifications: • BCompt (Hons)• CTA • CA(SA)

SHaNE COOPERStrategy Execution OfficerDate of appointment: July 2010

Qualifications: • B.Com (Hons)• Palladium Graduate

TONy dE SOUSaExecutive: Product Sales and New BusinessDate of appointment: October 2011

Qualifications: • ACIS• Digital Marketing • Strategic Marketing • Executive Program

Who LeaDs us?

MICHaEl fERREIRaManaging Executive: Human ResourcesDate of appointment: May 1999

Qualifications: • BCom (Hons) • Industrial Psychology• Dip Labour Relations,• M Phil

THEO HaTTINGHChief Client Officer: IndustrialDate of appointment: July 2013

Qualifications: • Management Development Program• Advanced Management Development Program• Executive Development Program – INSEAD

THaNdISIZWE KOPOlOChief Client Officer: Public ServicesDate of Appointment: April 2012

Qualifications: • Dip Software Development• Management Diploma

UllI REyNEKEChief Client Officer: financial ServicesDate of appointment: June 2012

Qualifications: • BSc Computer Science• IBM International Certified Client Executive

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2

4

3

5

6

7

8

We will constantly seek to set the pace when it comes to industry thought-leadership.

BUSINESS OVERVIEW


STRaTEGIC OVERVIEW

GIJImA’S IdEOlOGYANd ENvISIONEd fUTURE• We will constantly seek to set the pace when it

comes to industry thought-leadership. • Our eagerness to learn and commitment to

make a difference will allow our clients to regard us unequivocally as their partner of choice.

• Our innovative and entrepreneurial abilities will enable us to consistently develop solutions to business problems – shifting boundaries that will establish us as a dominant leader in our chosen markets, across the globe.

oVerVIeW of our VIsIon 2025

• We will be a magnet for talent, with our people being enthusiastic, loyal and energised; always developing, always growing, reaping the rewards of the Company they helped create.

• These will be a blend of sophistication, passion and a graciousness of spirit for one another, our clients and our community at large; where joy is found whilst pursing the creation of a legacy we can be proud of.

OUR CORE PURPOSETo design technology solutions which enable enter-prises to achieve great things

INTEGRITyCaRE

RESPECT

TRaNSPaRENCy

OUR VISION

To be widely recognised as the South african black-

owned company that transformed into a global technology

solutions leader.

OUR CORE vAlUESIn everything we do:

Our eagerness to learn and commitment to make a difference will allow our clients to regard us unequivocally as their partner of choice.


STRaTEGIC OVERVIEW

BIG HaIRy aUdaCIOUS GOalS (BHaGS)

CLIENTRETENTION

TARGET DATE FOR COMPLETION 2013

RETENTION

100%

BUSINESS RECAPITAL-

ISATION

100%

NEW BUSINESS

DEVELOPMENT

40%

SERVICE OFFERINGSOFFERINGS

90%

COST SAVINGSSAVINGS

70%

KEY SKILLS RETENTIONRETENTION

90%

2015

PROGRESS TO dATE customer retention

What is our main objective?

To ensure that during this turnaround, we sustain the levels of trust that our customers have had in us for many years, and that they continue to do so.

how will we achieve this?

There is no question that service excellence is a top priority where it concerns customer trust, as indeed is the creation of value. Our focus will be in these areas, and in addition to that, regular executive conversations to keep our customers up to date where it concerns our turnaround strategy. This openness fosters trust, and we will endeavour to maintain the good levels of trust that exists today.

progress thus far:

Over the last year, we have been successful in retaining our major customers, and we have been successful in renewing contracts, despite stiff competition from our competitors.

new Business Development

What do we envision?

The generation of new business is the lifeline of any organisation, and when in the midst of a turnaround strategy, it is critical to ensure we do not lose focus on our ability to win new business. We are looking to ensure that we improve our win ratios, and that our competitive position in the market improves our ability to win new customers. Gijima has not had suff icient focus on

this area over the past few years, therefore this is an area of development.


There are a number of aspects that relate to this objective, both internally and externally to Gijima. Those areas that are within our control are our sales teams, our offerings and, partially, our brand. All three of these elements have been receiving signif icant attention, and will continue to receive attention over the medium term. We are looking to rejuvenate the Gijima brand, to establish the market’s top sales teams, and to continually enhance our service offerings to remain relevant to the market.


We will be recognised as the ICT partner of choice for our customers in our chosen industries.

Enterprise Systems management offerings), Systems Integration, microsoft and SAP. more details on these offerings are provided on pages 6 to 12. Two offerings, namely our NEC and HCm business are managed as stand-alone businesses, since their business model differs somewhat from the business model of the rest of the group.

Business recapitalisationWhat is required?

During the course of the last year, with the pressures being placed on the company as a result of the insource and loss of two large clients (in prior f inancial years), as well as the implications

of a large project we understood that measures were required to ensure the organisation’s balance sheet was strengthened.


The recapitalisation required a cash injection through a R150-million rights offer.

progress thus far:

The rights offer was successfully concluded, with all of the major shareholders taking up their rights. This was fully subscribed and underwritten, and our balance sheet has been recapitalised.

progress thus far:

We have implemented a training programme to keep our sales force up to date with technology developments as well as the most recent thinking around sales methodologies. Our incentivisation architecture has been changed, with the view to establish the desired behaviours of a winning sales team. As far as our brand is concerned, we do realise that brand is about trust, and we are working very hard to ensure the market regains the trust of the company, however we appreciate that this will take time. Lastly, our service offerings have undergone signif icant review, resulting in a reduced number of offerings which focus on our core competencies.

service offeringsWhat is it that we should be focusing on?

Gijima has for a long time considered itself as a one-stop-shop for the market, and whilst this is a noble proposition, it is true that the purchasing behaviour of our customers are changing, as much as the technology world is changing. This change has seen a move towards a more specialised approach to offerings, along with the customers’ need to diversify suppliers.


Understanding the core competency of the organisation, and matching that with the pain-points that are evident in the market, with due consideration to the evolution of technology. It will require taking a critical look at what we have within our portfolio of offerings, and reducing the portfolio to those that are core to the success of achieving our vision and strategy.

progress thus far:

Our sharpened focus which resulted in a consolidation of our offerings, has ensured that we are the best at what we offer. Our offerings are grouped into the following areas: managed Workplace (which includes End-User-Computing and mobility), ICT Infrastructure (which includes our Unif ied Communications, Data Centre and


strategic overview

Significant progress regarding this cost reduction has been made, the bulk of which was achieved through the lapsing of contractor contracts and strict performance management.

cost savingsWhat is required?

Over the last 18 months, we experienced signif icant pressures, as indicated above, and these pressures required urgent action to ensure the sustainability of the organisation. One action was to ensure the organisation was appropriately sized for the revenue it was generating.


The approach to adjusting the cost was to adopt an extremely careful approach, so as not to damage the fabric of the organisation. We focused on three areas; contractors, performance management and retrenchment as a last resort.

progress thus far:

In November 2012 we kicked off the optimisation process, and put in place plans that set out to achieve the targets approved by the Board, which was achieved. The benefit of these savings will only be fully evident in the new financial year. The headcount reduction is elaborated on, on page 41. We are pleased to note that only 71 retrenchments were recorded during the year, with our strong focus on contractor requirements, as well as strict performance management.

Key skills retention

What is it that you are looking to ensure?

Gijima’s strength over the last decade has been

the depth and quality of its core competence.

Our people are highly regarded in the market, and

often sought after by customers and competitors

alike. Without our people, this organisation will

not succeed, and therefore every effort will be

made to ensure we have the right employee value

proposition.


Ensuring that our retention strategies and policies

are effective, and result in not only the retention

of our key skills, but also the attraction of talented

people to Gijima.

progress thus far:

Apart from the Group employee value

proposition, where we focus on all matters relating

to employee well being, we have implemented a

retention strategy for those key skills we wish

to retain. In the main, we are pleased with our

success in retaining our excellent core of key

skills, and have succeeded in retaining the key

certif ication requirements needed to service our

customer base.

BIG HaIRy aUdaCIOUS GOalS (BHaGS) CONTINUEd


COMMENTaRy

CHaIRMaN’S STaTEMENTROBERT GUmEDE

DESPITE THE CHALLENGES WE HAVE FACED, WE CONTINUE TO EXCEL IN mANY AREAS OF THE BUSINESS, AND THIS IS DEmONSTRATED BY mANY SIGNIFICANT CUSTOmER RENEWALS. THE WINNING OF mANY AWARDS SHOWS THAT OUR TRADITIONAL STRENGTH OF B EING TECHNOLOGY PEOPLE STILL HOLDS TRUE

DESPITE THE CHALLENGES DESPITE THE CHALLENGES

DEmONSTRATED BY mANY DEmONSTRATED BY mANY

RENEWALS. THE WINNING RENEWALS. THE WINNING

TRADITIONAL STRENGTH TRADITIONAL STRENGTH

PEOPLE STILL HOLDS TRUEPEOPLE STILL HOLDS TRUE

INTROdUCTIONThis is Gijima’s third integrated report, and this has most certainly been a challenging year for us.

Revenue from continuing operations was down 17% compared to the previous year. This was partially due to the impact of having two signif icant contracts expire after years of delivery (in the previous f inancial year), partially as a result of a tough market, and partially due to signif icant top-line pressure on a major project. The large project contributed R160 million to the R293 million loss for the year from continuing operations.

The leadership of Gijima, together with the Board, has had to take decisive action to turn this situation around. Key decisions made by the Board related to the need to ensure the right executive leadership, to recapitalise the Company through a rights offer, and to commence a major drive to reduce costs. Focus areas included the need to retain our existing customer base, new revenue generation, and, to reserve the problems in the large project.

The Board of Gijima is satisf ied with the remedial actions taken and now sees real evidence that the turnaround is taking hold. Nevertheless, it

acknowledges that much work is still required before Gijima returns to its prior position.

The areas that will still require signif icant attention in the forthcoming year relate to repairing damage to our brand, reducing our overhead costs and driving top line growth.

APPOINTmENT Of CEOFollowing the resignation of Gijima’s former Chief Executive Officer, the Gijima Board decided to appoint our Chief Operating Officer, ms Eileen Wilton, to the position of Interim CEO.

ms Wilton is highly experienced in the ICT environment and had served as Chief Information Officer for various multinational companies such as Anglo American and Old mutual.

Since assuming the Interim CEO position in October 2012, Eileen has worked tirelessly with the Board and management in pursuing and leading our turnaround strategy. She has reviewed various key projects, implemented a savings programme, led the successful R150 million rights offer and implemented a revised operating model. Furthermore, her interaction with shareholders, clients and staff created a sense of comfort and stability.


It is incumbent upon us as the leaders of the Group to create an environment that is conducive to creating energy and commitment.

The board appreciated the manner in which Eileen has been able, within a short period of time, to excel under diff icult circumstances, and subsequently appointed her as the new CEO. She has proved herself as a dedicated, transparent, honest and decisive CEO.

Further announcements will be made in due course relating to the CFO.

The Board has for some time been trying to persuade me to revert to the Executive Chairman role because of the challenges that the Company has faced since 2010/11.

I served as Executive Chairman from the inception of Gijima and I worked well with former CEO John miller. Together we were able to turn the then ailing AST and the merged GijimaAST into a successful company.

By the time I stood down as Executive Chairman in 2008, the business was making good profits, was paying dividends, and acquired new private and public sector clients, had doubled the number of black staff and was in a strong financial position.

Since the appointment of Eileen Wilton as interim CEO, I have been working closely with her on the turnaround of the company and I have been persuaded by the Board to become Executive Chairman again, until such time that the company turnaround is bedded down and we have restored our position.

OPERATIONAl PERfORmANCEThe adjustment of the cost base to ensure it is in line with the revenue generation, the bulk of which was achieved during the second half of the year, ensured that the second half of the year contributed only 18% to the overall loss for the year from normal operations. This gives hard evidence that the rebuilding efforts are beginning to bear fruit.

We have also refined our operating model, to improve eff iciencies, and this included a reduction in and a consolidation of our service offerings. This gave us the opportunity to ensure sharp focus around our core competencies thereby ensuring improved value propositions for our customers.

The R150-million rights offer was successfully concluded, and our balance sheet has been recapitalised. This was an important milestone for the year, as we look to emerge successfully from our rebuilding phase.

A number of signif icant contracts were renewed during the year, including one of R800 million. This loyalty shown by our customers is testament to the Company’s continued ability to demonstrate value. It is this loyalty that drives our people to continually strive towards new levels of excellence.

Some of the highlights of the year included an unprecedented winning of six out of seven microsoft Partner awards, confirming our dominance in the microsoft Infrastructure Services arena. Gijima also concluded two world f irsts during the year, one being the successful implementation of an Agency Refinery SAP blueprint, and another, a successful development of an end-to-end Oracle spatial solution in the Public Sector.


COMMENTARY

chaIrman’s statement CONTINUEd

Our future has to be the future we create for ourselves, and no one is as strong as all of us as we strive towards the achievement of our goals.

A few years ago, Gijima identif ied mobility as an area that would have an impact on business, and Gijima has invested in developing a core competence in this area. We concluded one of the largest deployments of iPads of its kind across the Group, including mobile device management. Today, we have the largest mobileIron certif ied workforce in Africa. We also developed a unique mobile platform that allows for seamless application development and integration. This platform has been so successful that we appeared on Ovum’s On-The-Radar publication, and in it we are identif ied as having the most comprehensive mobile offering on the continent. The proliferation of mobile devices into the workplace has allowed us to create an offering that brings together our traditional strength, end-user-computing, with our new competence, mobility, and create something that we are really proud of. We are looking to define the market with this new offering.

During the previous f inancial year the Board had resolved that mineRP, our mining software technology and consulting business, was not core to Gijima, and that it be sold. The sale was successfully concluded during the first half of the year. The disposal of mineRP presented us with an opportunity to pursue the unwinding of a complex international structure, which it had inherited from the old AST. This has resulted in the Group's income statement no longer having to bear the impact of foreign currency f luctuations.

dIvIdENdDividend payments will be restored as soon as performance is back to acceptable levels.

OUR PEOPlEWe are technology people, technology people who also understand business. It is incumbent upon us as the leaders of the Group to create an environment that is conducive to creating energy and commitment and that attracts and retains the best talent in the industry. Our programmes

within Gijima focus on the development of our people as well as providing opportunities for interns to gain valuable skill and real-world exposure. Our value proposition as Gijima is all encompassing, ensuring the creation of value for all stakeholders.

We are driving a culture to ensure high performance and delivery of results and are therefore holding people accountable for delivering on their commitments.

ENGAGING WITh STAKEhOldERSOur stakeholders play a critical role to the development of the Company, and every year we strive to show improvements in the manner in which we engage. This applies whether referring to shareholders, suppliers, employees, customers or the community. We have signif icantly improved our customer engagement to include quarterly executive engagements wherein we focus on elements relating to sharing the key


Our commitment to the success of Gijima is matched only by our commitment to good governance.

elements regarding Gijima’s turnaround strategy and key aspects of operational performance. This regular engagement helps foster the partner of choice concept, rather than just that of a service provider.

OUTlOOK2013 was a diff icult year, but it was also a year where swift and decisive actions were taken. Decisions were made to ensure that the recovery is sustained, and that the Group re-establishes itself as a force to be reckoned with the ICT industry in Africa.

Our future has to be the future we create for ourselves, and no one is as strong as all of us as we strive towards the achievement of our goals. A great deal of hard work remains to ensure the organisation is suff iciently primed to surge again. Our pipeline is healthy, and the opportunities are plentiful, and with the right application of our core competencies, the outlook is good.

vAlUES, EThICS ANd GOvERNANCEThe sustainability of f inancial performance depends largely on our behaviour and the manner in which we conduct business. In everything we do; integrity, care, transparency and respect are elements that are not only brought to the table, but are held high. When one then ensures accountability across the organisation, we create an environment that is conducive to sustainable development and growth.

ThE BOARdThe Gijima Board has undergone some changes during the course of the year, and whilst we are appreciative of the services provided over many years by those who have departed, we look forward to the development of Gijima with a fresh outlook. Two executive directors, Jonas Bogoshi and Carlos Ferreira resigned in September 2012 and July 2013 respectively, and three non-executive directors resigned, John miller (November 2012), Nolitha Fakude (April 2013), and Andrew mthembu (may 2013). I am pleased however to have four new members join the Board, two in an executive capacity, Eileen

Wilton and Liesl Tweedie, CEO and interim CFO respectively, and two in a non-executive capacity, Tommy Edmond and Sindiswa Zilwa. They bring with them extensive experience and a fresh look on Gijima. I look forward to the continuation of the re-building efforts of Gijima with the new team. Our commitment to the success of Gijima is matched only by our commitment to good governance, where effective and ethical leadership is at the forefront of all decision making.

ClOSINGGijima is part of a dynamic industry, an industry in a constant state of f lux. I am confident of its place therein, and look forward to being part of an organisation that is set to make a difference in the industry. Our purpose is clear, as we endeavour to help our customers achieve great things through technology solutions that we provide. At this point, it is worth reminding ourselves of the commitment and loyalty of all of our stakeholders, customers, shareholders and employees alike. Support for our rights offer, our material contract renewals and our talent retention are hallmarks of the past year, which demonstrate the fact that Gijima is doing the right things to ensure success. The measure of this success will be in part that what we have overcome, and also how strongly we emerge to become a force to be reckoned with again.

I know the people of Gijima, they are as resilient as they are generous, where through diff icult times their generosity of spirit has warmed me and the Board, and firmly instilled the confidence required to ensure prosperity.

I wish to express my thanks to them for the last year, and I encourage the Gijima team to continue with the hard work to ensure that we prosper again.

Robert GumedeChairman


COMMENTaRy

asK the ceo EILEEN WILTON

OUR SIGNIFICANTLY ImPROVED PERFORmANCE DURING THE SECOND HALF OF THE YEAR, HAS SHOWN US THAT OUR TURNAROUND ACTIVITIES ARE BEGINNING TO BEAR FRUIT

It has been a challenging year for Gijima, what are you doing to make sure the outlook is indeed positive?It has been a challenging year, yes, but is has also been a year in which we retained all our major customers, a year in which we managed to signif icantly improve (decrease) our cost base and a year in which we managed to recapitalise our balance sheet with the conclusion of the R150 million rights offer. With the successful conclusion of these, and our continued efforts to ensure a winning culture within our sales teams, the outlook is positive.

We have always had a good reputation for our strong technical competence, and we will continue to focus on delivering value to our customers whilst at the same time ensuring service excellence. Our stated intent of wanting to help our customers achieve great things through technology solutions is not merely paying lip service, but at the forefront of everything we do.

the first financial year with you in charge has come to an end, what have been the highlights for you?When I was asked to take the helm of Gijima, as Interim CEO, there were a number of items requiring my immediate attention. These included driving a rightsizing initiative to ensure the cost base was brought in line with revenues, ensuring

the recapitalisation of the balance sheet with the R150 million rights offer, the review and remediation of a major loss making project and the retention of our major customers. In addition to this, I oversaw the finalisation of the sale of mineRP, our mining Technology and Consulting business unit.

I am pleased to say that in all of these activities success is evident. Our performance during the second half of the year compared to that of the first half of the year has shown that our activities driving the improvements required for the Group are beginning to bear fruit, and our loss-making position for normal operations (excluding once off events) improved from a loss of R47 million, for the first half of FY 2013, to a second half loss of R10 million.

Gijima has had to take strong action regarding a large project – and this large project, due in the main, to the non-performance of a sub-contractor, contributed signif icantly to our loss. We are happy with the signif icant actions taken here and know that we and our client can anticipate a successful outcome.

Large projects are by their nature complex and fraught with challenges. Global statistics on successful conclusion of large projects shows that the completion of large projects on time and on budget is still rare.


Ultimately, sound delivery and value for money for our clients, as well as the attraction and retention of the best technology people in the industry, will ensure success.

Whilst we in Gijima successfully deliver projects between R10 to R50 million we have had our own fair share of diff icult, large projects. However, we are successfully delivering on large projects and are striving to become recognised as the country’s leader in large systems integration projects.

Aside from the results, we have had a very good year in terms of achievements and awards. This shows that despite our downsizing activities, we know the importance of having skilled competent people and have continued to invest in our workforce.

much work still lies ahead, but for me, 2013 has delivered some signif icant milestones for Gijima.

are you comfortable with your revenue profile between the private and public sector?There has been the perception over the years that Gijima is a predominantly public sector company, and whilst it is true that we have and have always had a signif icant public sector client base, the truth is that our revenue profile is favoured towards the private sector. Over the last year, roughly 65% of our revenue is attributable to the private sector.

It is true of course that much of the attention is placed on the public sector business, largely on account of the nature of the business conducted there. The public sector is a signif icant consumer of IT, and a material portion of this spend is in the form of large projects.

That said, we are comfortable with the current revenue profile, and is likely to remain like this for the years ahead.

What are the few things that Gijima has to get absolutely right in order to re-establish itself as one of the leaders in the south african Ict market?The South African ICT market is experiencing signif icant f lux at the moment, and the competition between existing players and new entrants is f ierce. If one couples this with the generally muted economic growth, across all sectors, it makes the generation of new business extremely challenging. Delivering top line growth in the years to come will remain a key focus area.

Gijima has suffered brand damage in the recent past and efforts are underway to repair this.

Key to our value proposition, and to customer retention, is the need to consistently demonstrate value and successful delivery to our customers. This is central to our sustainability.

Within an industry as dynamic as the ICT industry is, change is constant, and we need to continually evolve, ensuring that our offerings remain relevant and that we constantly improve eff iciency. Gijima has always had a reputation for its strong technical competence, and we will continue to focus on retaining this competitive advantage, coupled with ensuring that the value is provided at every opportunity to create cost savings for our customers.

This has to become part and parcel of the way we do business at Gijima.

Where do you see your focus for the year ahead?Although we have achieved our goals for this past year in terms of our turnaround strategy, embedding a turnaround is a continuous process.

Continued focus on customer retention and new revenue generation to drive growth is clearly an important objective, despite the good work and successes to date.

Building on the savings realised thus far, continued efforts will be made to ensure that the organisation is appropriately sized for the growth we would like to achieve.

Our revenue generation capability will continue to receive signif icant attention this year.

Ultimately though, Gijima is about its people, and our ability to get the best people in the industry. This is a key aspect of our turnaround strategy.

What keeps you awake at night?I am absolutely convinced, with the customers we have, with the dedicated team of ICT professionals we have and with the actions we are taking, Gijima will once again rise to its former position.

What I worry about are macro-economic factors that could impact on the world economy and create an environment that is not conducive for us to win.

But on the factors we can control, we most certainly have the drive, focus and ambition to win!


COMMENTaRy

aSK THE CfOLIESL TWEEDIE

THE SHORT-TERm FOCUS IS LARGELY AROUND ENSURING THAT THE COST BASE IS IN LINE WITH THE REVENUE LEVELS GENERATED BY THE GROUP, AND THAT EVERY EFFORT IS mADE TO ImPROVE EFFICIENCY LEVELS ACROSS THE COmPANY

You are new to this role, arriving just after the financial year-end, what do you see as the focus areas for the Group?It is clear that we have an organisation with a great deal of talent and potential. The last two years have presented Gijima with signif icant challenges, and this has required a shift in focus to ensure sustainable success. The short-term focus is largely around ensuring that the cost base is in line with the revenue levels and that every effort is made to improve eff iciency levels across the company.

I see that much has been achieved this past year to drive cost out of the business.

However the second wave must now commence. The change needed to drive this second wave of cost reduction will require systemic change, and will require a re-think in many areas as to how business is executed.

Naturally there is also the requirement to ensure customer retention and sales growth as part of our turnaround strategy, and great strides have been made in terms of customer retention, with no major account losses in the 2013 financial year.

In addition to the above operational matters, we will continue to revisit the structure of our balance sheet, continue to pay down our debt, and look to find ways to improve the strength of the balance sheet.

can you talk to us about your balance sheet strength?During the year we concluded the R150 million rights offer, which was fully subscribed, and contributed to our cash position of R199 million at year-end. Our gearing ratio was at 1.23 times with our current ratio at 1.10. Our interest bearing liabilities of R253 million (FY12: R302 million) includes a short-term portion of R50 million, which will be repaid in the 2014


BBBEE score

Cash position

R million

EBITDA

Revenue

R million

R billion

86,63%

199

(290)

1.85

f inancial year. By repaying debt, continued operational cash f low management and through positive equity contribution from profits, we aim to bring our debt to equity ratio below 1 by the end of the 2014 financial year.

can you tell us a little about the impact of the minerp disposal on the Group’s international structure?The disposal of mineRP presented us with an opportunity to pursue the unwinding of our complex international structure, which is a legacy of the old AST Group. The process consisted of two main components, being the realisation of the inter-Group loan accounts related to the mineRP transaction and the unwinding of the remaining international entities. The impact of these transactions resulted in the Foreign Currency Translation Reserve (FCTR), included in Other Comprehensive Income, being reduced to zero at 30 June 2013 through reclassification to the income statement as the translation differences no longer have substance in anticipation of the de-registration process. The legal de-registration processes in the various countries will be completed in the new financial year and this will simplify our financial reporting processes and exposure to foreign currency fluctuations substantially going forward.

can you elaborate on the interest and tax charge?The net financial expense (R36 million) ended the 12 months significantly higher than last year (R23 million). This is largely attributable to breakage fees paid on the early redemption of long-term debenture funding, the inclusion of a time value of money charge in relation to a long-term retention receivable, as well as a drop in interest receivable as a result of the lower average cash balances during the course of the year. As far as taxation is concerned, the tax credit (FY13: R78 million, FY12: R25 million) has been distorted by the impact of the disposal of mineRP, and the unwinding of the international structure.

What are the primary constraints facing the organisation currently, and how do you envisage overcoming them?The Group is emerging from three diff icult years, with this last year demonstrating positive steps in the recovery process. This is evidenced

by signif icant improvements between the performance in the second half of the year, versus the first half of the year. It is clear that the rightsizing programme is showing results. We will continue to build on the results of the program and focus our efforts to align the cost structure of the organisation along with process improvements even further. It is critical to ensure that the eff iciency savings are systemic, rather than a once-off event in order to place the business on a sound footing to ensure sustainable profitability. A great deal of care is being applied to ensure that this organisation builds the trust amongst all current and future stakeholders, the kind of trust that allows an organisation to achieve great things.


SUSTAINABILITY REPORT

INTROdUCTIONThe year under review witnessed a signif icant change to the Gijima landscape, requiring people initiatives that were designed to increase the focus and agility of the Gijima workforce. Our permanent and contractor headcount reduced from 2 995 to 2 318 employees over the year. This was primarily owing to the impact of the disposal of mineRP, the loss of an outsourcing contract in the prior year as well as the optimisation initiatives that were implemented in the second half of the year.

With the majority of our employees located at client sites and supporting mission-critical systems, we affect the lives of many South Africans daily. This is across the Public Services sector, the Financial Services and Retail sector, mining and manufacturing as well as the Hospitality sector.

The development of scarce, entry-level South African ICT skills remain a priority for Gijima and we do this by not only investing in our own employees and also by attracting bright young professionals to the ICT world. Our contribution to provide the industry with technology people to serve our country remains a focus area.

KEY PEOPlE STRATEGIES During the year, the key people initiatives we focused on were predominantly to reposition our people processes for a leaner structure and with less complex people practices. This was done to ensure that we remain a hub for technical career advancement, and continues to build capacity and skill.

Our critical competencies were aligned with the various service offerings as well as the products we take to market. These offerings are also in many instances specif ic to an industry, and therefore industry alignment was crucial to ensure the appropriate levels of competency, capacity and certif ication.

Given the strong drive to improve eff iciency across the organisation, we had to ensure that the required levels of certif ication were maintained. This was achieved through weekly monitoring of the Talent and Resource management function. The result of this was the achievement of savings targets without compromising on the critical mass of our core competencies.

The career mapping processes supported the seamless transition of skills between clients and industries while employees have visibility on their own development and career plans. The consolidation of job titles, as well as generic performance templates that enable the performance management process to be fair and transparent, was completed and the Company had successful People Forums where the leaders compared performance, skills and attitude alongside productivity elements of their respective resources.

We established revised reward and retention practices to support the change in strategic focus, and used the input from the People Forums to inform the decisions around remuneration.

The Internal Communication function was embedded in the HR structure and an

aNNUal REPORT 2012/2013 – TECHNOlOGy PEOPlE

Gijima remains a hub for technical career advancement, and continues to build capacity and skill.


improvement in the flow of communication was measured through a baseline assessment by an external consultancy.

The level of employee engagement was threatened by the optimisation drive, remuneration measures and leadership movement. Voluntary annualised employee turnover increased from 10% per annum to 18% per annum. This is still in line with industry norms.

Leadership continuity was addressed after the resignation of the CEO, Jonas Bogoshi with the appointment of Eileen Wilton. A competent Board, committed executive team, dedicated employees and loyal customers supported her through the year. The business enters the new financial year with leadership support on all levels.

hUmAN CAPITAl dEvElOPmENT INITIATIvESWe are an organisation with a splendid technical knowledge base. Our industry-specif ic solutions, implemented and delivered against Service Levels, are backed by industry leading skills in many areas.

Our ability to achieve this is a result of our Talent management and Skills Facilitation process, which orchestrates the development of strategic training needs. Thereafter a workplace skills plan is established, followed by the coordination of technical development, personal mastery and leadership. This include internal initiatives, external programs through the mICT Seta and the tertiary institutions we partner with, or accredited training.

Our relationship with the Belgium Campus in Gauteng again resulted in excellent entry-level skills that we were able to deploy across the business. Some of our f lagship programmes include:

EmERGING TAlENT PROGRAmmE In the seventh Emerging Talent Programme (ETP) consisting of 32 high-performing young leaders in Gijima, the focus was on:

• The development of management and technical leadership excellence

• The development of an in-depth knowledge of the Gijima value proposition

• Teaming excellence across units and skill sets

The programme follows the demographic guidelines defined by the company employment equity plan and both gender as well as race criteria are applied in the population of the programme.

TEChNICAl TRAINING ANd INNOvATIONAs a provider of technical solutions, our employees need to stay abreast of the technical developments in the industry. We have a platform for all employees to attend technical master classes on various topics on a regular basis. In support of our Technical and Business Excellence initiative we introduced a part-time BCom Honours programme from the University of the Western Cape (UWC). The program was exclusively offered to Gijima employees at the Samrand campus from January 2012 and more than 30 full-time employees will graduate from the University in September 2013.

ITBlP lEARNERShIP PROGRAmmEThe Information Technology Business Learnership Programme (ITBLP) is the response of various companies, Isett Seta and the Belgium campus to address the scarcity of skills in the ICT sector. During the financial year, Gijima accommodated 28 learners that were either involved with the theoretical or practical programmes.

INTERNShIPSGijima provided more than 180 interns the opportunity to acquire work experience through various clients.

EmPlOYmENT EqUITY The transformation of Gijima as one of the top empowered companies in South Africa is a strategic drive. Our black staff complement increased to more than 50% during the financial year. more than 80 black employees were recruited during the financial year and a ratio of 70% black staff is maintained in all corporate training and development initiatives.

STAff NUmBERS ANd SKIllSThe staff numbers reduced by14% on a year-on-year basis and at the end of the financial year, the Company ended the year with a productive South African headcount of 2 269 compared to



2 635 in the previous reporting period, excluding discontinued operations, comprising the following:

Permanent 2 171 reduced to 1 862 (14% reduction).

Contractors 464 reduced to 407 (12% reduction).

The international headcount in the Namibia off ice is 49.

323 learners and interns were employed in the various programmes as stated above.

The following skills sets are presented in the headcount numbers:

EmPlOYEE ASSISTANCEThe Company provided an Employee Assistance Programme through an independent private institution with a proven track record. They

sustaInaBILItY – our peopLe

provide confidential and professional counselling and related services to assist employees and their families with personal and work-related problems, trauma, HIV/AIDS, health issues, substance abuse and dealing with change.

The Group Retirement schemes performed exceptionally well against peers as well as the investment mandates for the different investment categories to promote carefree retirement prospects to our employees.

New benefits were introduced when low-cost funeral plans as well as additional spouse life cover benefits were offered to all employees.

We are committed to supporting all Broad-based Black Economic Empowerment (BBBEE) initiatives as an opportunity for further growth and development in line with the ambit and spirit of the Broad-based Black Economic Empowerment

323 learners and interns were employed in the various programmes.


The company is the 2nd Top Empowered Company on the JSE-listed ICT Top Empowered Companies and 14th overall of the Top 100 JSE-listed companies across all economic sectors as published by the Mail & Guardian of 15 March 2013.

Act, the Information Communication Technology Sector Code and the Employment Equity Act. The Group has carved a niche for itself as a leading provider of Information Communication Technology solutions and services in a market where strong BBBEE credentials has become critical in both the renewal of existing business contracts and awarding of new business.

In our endeavour to become the market leader in the ICT industry, all transformation initiatives are aimed at creating a solid and legitimate company that is compelling to invest in, to do business with and to work for. We believe that long-term value, based on profit, people and concern for the environment, is good for business and equally a part of democratic transformation in Africa. All initiatives towards the triple-bottom-line are aimed at promoting and positioning the Gijima brand.

We value the contribution of our people and therefore our communication about

transformation is aimed at creating and sustaining a well-informed, involved, focused and aligned workforce, striving towards service excellence whilst embracing diversity. The focus of transformation at Gijima is not to enrich selected individuals, but rather to benefit the entire organisation.

Despite the challenges experienced by the Company during the past year, we still managed to make substantial progress in promoting black economic empowerment and socio-economic transformation in line with the Information Communication Technology Sector code as highlighted hereunder.

management control and employment equity

We succeeded in retaining our Broad-based Black Economic Empowerment status during the year as a level 2 contributor, with 36% black ownership and 71% preferential procurement from BBBEE compliant enterprises.

BROAD-BASED BLACK ECONOmIC EmPOWERmENT

Element Description

Voting Rights Economic Interest Employees Share Scheme/Broad Based Schemes etc

Net Equity Value

Total Score WeightingBlack

people

Black

Women

Black

People

Black

Women

Designated

Groups

Ownership 36.47% 10.39% 36.47% 10.39% 0% 0% 36.47% 21 20%

Management BoardBlack

Executive Directors

Senior Top

managementOther Top management

Bonus - Independent

DirectorsTotal Score Weighting

35.00% 25.00% 25.00% 6.25% 0.00% 5.29 10%

Employment Equity

Senior management middle management Junior managementDisabled as % of Total

Total Score Weighting

28.33% 27.22% 40.99% 0.00% 2.91 10%

Skills Development

Skills Spend% Disabled Skills Spend %Category B,C and D

ProgrammesTotal Score Weighting

2.11% 0.00% 11.02% 11.93 17%

Preferential Procurement

% Spend% Spend on QSEs and

EmEs% Spend on Black Owned

% Black Women Owned

Total Score Weighting

71.65% 30.28% 26.38% 12.66% 22.50 20%

Enterprise Development

Contributions Total Score Weighting

12.17% 11.00 11%

Socio Economic Development

Contributions Total Score Weighting

5.02 12.00 12.00%

Total BBBEE Score

Audited and verified by Empowerdex (Pty) Ltd - December 2012 86.63 100%

BBBEE Level 2



The company is the 2nd Top Empowered

Company on the JSE-listed ICT Top Empowered

Companies and 14th overall of the Top 100 JSE

listed companies across all economic sectors as

published by the mail & Guardian of 15 march

2013. The Group’s commitment to BBBEE has

seen the overall black representation in the

workforce improve to 55% for the reporting

period.

supporting black economic empowerment enterprises

Our preferential procurement programme

supports the development and growth of small,

medium and micro-enterprises (SmmEs). The

SmmEs are also given opportunities to handle

larger- scale projects, enabling their personnel to

develop their skills and capabilities. The exposure

allows them to sustain their businesses well after

services to Gijima have been rendered.

Our spending on Black Owned Qualifying

Small Enterprises Exempted micro Enterprises

developmental initiatives was 12% of average

net profit after tax for the past f ive years, which

exceeds the set compliance target of 5%. Gijima

preferential procurement spend on BBBEE

compliant enterprises was 72% and over 80%

of its products/services were procured locally

which has a positive impact on job creation in the

country.

socio-economic development

We are committed to and believe in the

upliftment of local communities in which

the business operates and to this end ourselves

and our partners have invested substantially

in programmes and initiatives that make a

signif icant difference in the improvement of

the lives of communities. Over R12 million was

invested in community upliftment programmes

such as learnerships/internships, optimisation of

computer technology and networks in training

facilities in schools, upgrading of school facilities,

donations to daycare centres and charities.

These investments and initiatives have seen

323 learners from previously disadvantaged

communities benefiting as they obtain formal

qualif ications and work exposure within the ICT

discipline. This enabled them to compete in the

labour market and become employable.

Twenty-five learners with disabilities were trained

on computer literacy and related competencies,

which enable them to compete in the labour

market and become employable. Ten of the 25

that completed the programme were able to

secure permanent employment and the remaining

15 are concluding their training.

Furthermore, the investment created job

opportunities for 12 unemployed individuals from

previously disadvantaged communities. This was

achieved through the establishment of a joint

venture that renders vehicle-cleaning services

at the company Head Office in Samrand. Eighty

percent of the 12 members are women from

previously disadvantaged communities.

SUSTaINaBIlITy – OUR PEOPlE CONTINUEd



• Constructionofstate-of-the-art green technology buildings

• 1st Carbon footprint measurement

• 1stSustainabilityReport

• Green IT solutions

Waste management area

2008-2010

• CO2 emissions and verification

• Employee awareness campaign

• E-Statements85%

• Green IT solution

Core Green Team established

• Blue motion vehicles for travel

• Employeeawareness campaign

• Regional community stakeholder engagement

• Midrandriver clean up

Green IT solutions

• Blue Motion car rentals increased

• GreenITsolutionspromoted to our clients

• Employee awareness campaign

Community collaboration

• Improve Green IT solutions nationally

• Encourage eStatements to all clients

• Revisit policy and processes

• Align to the Green ICT policy

• Improve accountability

• Reduce electricity costs

Reduce water consumption

2011

2012

2013

3-YEAR vISION

sustaInaBILItY – enVIronmentaL

GIJImAS GREEN JOURNEY Gijima recognises the need for developing, as well as promoting, sustainable business practices, not only for the future of our Company but also for the benefit of future generations. Climate change is as it should be to all stakeholders, a great concern to our organisation.

South Africa has committed to a 34% reduction in carbon emissions by 2020 and 42% by 2025. We believe that by taking a policy approach, abiding by regulatory measures, supplying low carbon efficient products, hosting awareness programmes and carrying out voluntary initiatives we will be supporting SA’s commitment. Naturally, our approach is to influence our stakeholders; our employees and customers.

We have compiled a Green ICT policy and reviewed our existing policies to incorporate our green policies. The emphasis on cost saving over the last year has not only had an impact on the

performance of the Group, but also the reduction in our carbon emissions, and over the past four years we have encouraged employee awareness by hosting green exhibitions, workshops and other initiatives. Employees are exposed to initiatives and actions to improve the office environment from a green perspective, and are encouraged to transfer this to their households and broader community. Our employees throughout the country are encouraged to support a number of deserving causes that aim to uplift and sustain our communities.

As an ICT service provider to our clients, much of what we do looks to improve the efficiency of the organisations we service. This in turn has an impact on emissions, given the reduced effort that results, and we are acutely aware of this.

South Africa has committed to a 34% reduction in carbon emissions by 2020 and 42% by 2025.


CARBON fOOTPRINT CAlCUlATIONS 2013We continue to report on Scope 1, 2 and 3 ensuring we improve on our measurements, data gathering and aligning to the GHG (Green House Gas) Protocol Corporate standards principles. 2013 saw a significant reduction in our carbon footprint, with emissions down 5 829 tonnes from the previous year.

During the course of the year a number of initiatives were driven to improve efficiency, and to reduce cost, and naturally in some areas this had a direct impact in reducing our carbon footprint. Some of the areas contributing the most towards this improvement are set out below.

TRAvEl mANAGEmENTWe embarked on a programme to replace outgoing lease vehicles with VW Blue motion Polos. These vehicles provide us with improved fuel consumption and consequently lower carbon emission. 36 VW Blue motion Polos now form part of the Gijima leased fleet.

measures to significantly improve the use of video-conferencing resulted in a reduction in our local air-travel, which had both a cost saving and a footprint reduction.

eSTATEmENT ANd eBIllINGA concerted effort was made to move towards eStatements and eBilling, which not only eliminates cost, but also reduces our footprint. During the course of the year, just under 22 000 statements and invoices were distributed electronically, showing substantial savings.

Emissions source breakdown (%)

35

36

Scope 1 – Direct GHG emissions

Scope 2 – Indirect GHG emissions

Scope 3 – Other Indirect GHG emissions

2

Year to year GHG emissions

Tonn

es

0

5 000

10 000

15 000

20 000

25 000

10 11 12 13

14 4

96

18 2

46

21 2

09

15 3

80

Significant cost savings during the year had a direct impact on our emissions.



CElEBRATING EARTh dAYIn celebration of Earth Day, we hosted a Sustainability Exhibition at the Samrand Campus, where Green Technology suppliers shared their knowledge about their products and services. Our staff also participated in various initiatives. Employees further took it upon themselves to participate in various initiatives: campus recycling drive, the local beach clean-up, raff le competitions and planting trees.

AddINGTON BEACh ClEAN-UPIn KwaZulu-Natal, our regional off ice embarked in drive to clean Addington Beach.

sustaInaBILItY – enVIronmentaL CONTINUEd

Our employees throughout the country are encouraged to support a number of deserving causes that aim to uplift and sustain our communities.


CORPORaTE GOVERNaNCE

CORPORATE PRACTICE ANd CONdUCTWe aff irm our commitment to the principles of openness, integrity and accountability and to providing timeous, relevant and meaningful reporting to all stakeholders as set out in the King Report on Governance for South Africa, 2009 (King III).

The information below is based on the current governance practices and processes.

STATEmENT Of COmPlIANCEJse Limited

The Company is subject to, and remains compliant with, the Listings Requirements of the JSE Limited.

King report on Governance for south africa, 2009

We remain committed to compliance with the regulatory requirements of sound corporate governance principles. We endorse the application of the principles recommended in the King III Report, and have been effectively implementing and reporting on a spectrum of

governance principles, underpinned by the values of responsibility, accountability, fairness and transparency.

The provisions of King III became effective on 1 march 2010. We are committed to applying these principles to all our subsidiaries and joint ventures as appropriate. We continue to improve our well-established corporate governance processes and remain abreast of the latest industry developments. A number of these principles are reflected in the Group’s internal controls and policy procedures. In 2013 we conducted a review to ascertain the Group’s compliance with King III. The Board is satisf ied that every effort has been made to comply in all material aspects with King III. Where we do not comply, this is stated and explained. While the Board is satisf ied with its level of compliance with applicable governance and regulatory requirements, it recognises that its practices can always be improved, and accordingly the Board has and will continuously review the Group’s governance framework against governance best practices. We comply with the 27 principles of Chapter 2 of King III with the exception of:

King III compliance

applied (a)/

Explained (E)

details/explanation as per the relevant sections of the

Integrated Report noted below

2.16 The Board should elect a chairman of the Board

who is an independent non-executive director. The

CEO of the company should not also fulfil the role

of chairman of the Board

E Corporate governance: Board

of directors

The roles of chairman and CEO

have been separated. The chairman

of the Board is not an independent

non-executive director. A lead

independent director has been

appointed on 27 September 2013.


GOVERNANCE

King III compliance

applied (a)/

Explained (E)

details/explanation as per the relevant sections of the

Integrated Report noted below

2.22 The evaluation of the Board, its committees and the

individual directors should be performed every year

E Corporate governance:

monitoring of performance. Due

to the extensive changes to the

composition of the Board it was

agreed that evaluation will only

be performed in the second half

of the 2014 financial year.

BOARd Of dIRECTORSWe have a unitary Board structure comprising non-executive and executive directors. The majority of non-executive directors are independent. Therefore, there is a clear division of responsibilities at Board level to ensure a balance of power and authority, and no one individual has unfettered powers of decision making.

The Board is responsible for directing and controlling strategy and activities and for providing leadership and guidance to executive management in terms of an approved charter which delegates authority to the Chief Executive Officer. The Board has a formal charter which, amongst other things, sets out its role and responsibilities in areas such as ethical leadership, strategy, f inancial management, risk management, compliance, sustainability and governance in general. The charter addresses the specif ic duties of individual directors both in terms of the common law as well as the provisions of the Companies Act of 2008 and the King report on Governance, 2009 (King III). Important elements of good governance that are also covered in the charter include the role of the Chairman and the Chief Executive Officer, the focus on stakeholder relationships, the implementation of a proper delegation of authority and the composition and evaluation of the Board and its various committees. The Board is satisf ied that, for the year under review, it has complied with the terms of its charter.

At 30 June 2013, the Board comprised two executive directors (ms Wilton and mr Ferreira) and five non-executive directors (messrs Gumede, macdonald, Van der Walt, Trikamjee and Bussin). In view of the fact that the chairman of the Board, mr RW Gumede, is not an independent non-executive director, mr mthembu was appointed to fulf il the role of lead independent director as recommended in King III. Following his resignation, mr Trikamjee was appointed in his stead as lead independent director on 27 September 2013.

All changes to the Board of Directors are reflected in the Directors’ Report that forms part of the Annual Financial Statements.

The non-executive directors and independent non-executive directors contribute an objective and independent viewpoint on all major decision processes and standards of conduct. We provide a formal induction process for newly appointed directors. The off ices of Chairman and Chief Executive Officer are separated. The Remuneration and Nomination Committee assesses the performance of the Chairman, Chief Executive Officer and executive directors.

The Board meets quarterly when practically possible, with additional meetings when necessary, and although specif ic authority has been delegated to Board committees and management as appropriate, the Board retains

CORPORaTE GOVERNaNCECONTINUEd


full and effective control over the Company and monitors management’s implementation of the Board’s approved plans and strategy. As a result of the high level of activity during the period under review a number of special Board meetings had to be called at short notice resulting in not all directors being able to attend every meeting. The following Board meetings were held during the year:

3 a

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12

21 a

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12

24 a

ugus

t 20

12

20 S

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mbe

r201

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1 O

ctob

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12

25 O

ctob

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012

23 N

ovem

ber

2012

18 f

ebru

ary

2013

20 f

ebru

ary

2013

28 f

ebru

ary

2013

13 M

arch

201

3

22 M

arch

201

3

18 a

pril

2013

26 Ju

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13

Member SvT SB SvT SB SvT SvT SvT SS SB

Gumede RW P A P P P P P P P A P P P P

Bogoshi PJ P P P P R R R R R R R R R R

Van der Walt JCL P P P P P P P P P P P P P P

Ferreira CJH P P P P P P P P P P P P P P

macdonald m P P P P P P P P P P P P P P

miller JE P P P P P P R R R R R R R R

mthembu AFB P P P A P P P P P P P P P R

Trikamjee AH P P P P P P P P P P P P P P#

Fakude NV A P A P P A P# A A P P A R R

Bussin m A P P P A P P P P A P P A P

Wilton EA N/A N/A N/A N/A N/A P P P P P P P P P

Edmond RT N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A

Tweedie L N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A

Zilwa S N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A

All directors have access to the services and advice of the Company Secretary and are entitled to seek independent professional advice at the Company’s expense. The Board has unrestricted access to all information, documents and property. All directors are provided with appropriate and timely information, including detailed Board packs prior to all Board and Board committee meetings.

The performance of the Board and its committees is evaluated on an annual basis. Following the extensive changes to the composition of the Board during the financial year, the Board agreed to conduct the performance evaluation process in the second half of the 2014 financial year.

Key:

P Present

A Apology

R Resigned

N/A Not applicable

P# Via Telephone

* Part of the meeting

SvT Special Meeting via Telecon

SB Special Board Meeting

SS Strategic Session

In terms of the memorandum of incorporation one third of directors retire every year, but if eligible they may be re-elected by shareholders at the annual general meeting. At the last annual general meeting (November 2012), messrs Van der Walt and mthembu were re-elected as directors to the Board. It is proposed that messrs Gumede and Trikamjee retire by rotation at the forthcoming annual general meeting. The Board, with the assistance of the Remuneration and Nomination Committee, has assessed the independence of all independent non-executive directors with a particular focus on those directors who have served for more than nine years. The Board has satisf ied itself that all independent non-executive directors, notwithstanding their


GOVERNANCE

term of off ice, have displayed the required level of independence. The Board furthermore recommends the re-election of directors retiring by rotation and confirms that it is satisf ied with the performance, contribution and objectivity of the directors standing for re-election.

BOARd COmmITTEESVarious Board committees have been established and operate within charters approved by the Board. The Board committees are free to take independent outside professional advice when required and at the expense of the Company.

As at the date of this report, these Board committees comprised:

• Audit and Risk committee• Social, Ethics and Transformation committee• Remuneration and Nomination committee

AUdIT ANd RISK COmmITTEEThe Audit and Risk Committee comprises independent non-executive directors only. In terms of the Act, all members of the Committee are required to be non-executive directors who act independently. The Committee is responsible for monitoring the adequacy of f inancial controls and reporting. It is charged with, inter alia, reviewing the audit plans of the external and internal auditors, ascertaining the extent to which the scope of the audits can be relied upon to detect weaknesses in internal controls and ensuring that interim and year-end financial reports meet acceptable accounting standards. In addition, the Committee reviews the Integrated Report on behalf of the Board to ensure the integrity thereof.

The Audit and Risk Committee also sets the principles for recommending the use of the external auditors for non-audit services. Regular meetings are scheduled and attended by the Chief Executive Officer, Chief Financial Officer and representatives from the external and internal auditors. External and internal auditors have direct access to the Chairman of the Audit and Risk Committee.

A legal compliance report is reviewed annually by the Committee and submitted to the Board for information purposes. In doing so, the Committee assists the Board in its responsibility to ensure that the Company complies with applicable laws

The following persons were members as at the date of this report:

• mr m macdonald – Chairman and Independent non-executive Director

• mr JCL van der Walt – Independent Non-executive Director

• mr A H Trikamjee – Independent Non-executive Director

• ms S V Zilwa – Independent Non-executive Director

All risk matters are addressed by the Audit and Risk Committee. In line with King III recommendations the internal audit function reports directly to the Audit and Risk Committee and the internal audit charter is approved by the Board. Internal audit has access to the chairman of the Audit and Risk Committee and the Board. The internal audit function reviews internal controls and makes appropriate recommendations via the Audit and Risk Committee to the Board. The Audit and Risk Committee recommends the risk review and risk evaluation to the Board.

Member 2012/09/19 2012/10/12 2013/03/20 2013/06/12

S Meetingm macdonald P P P PJCL Van der Walt P P P PAFB mthembu A A A R



IT governance is, amongst other things, a dedicated item in the annual work plan of this Committee, as part of which an annual IT governance and investment report is reviewed by the Committee for recommendation to the Board. During the period under review a comprehensive document containing an Information management Governance manual was submitted to the Committee for review. The Committee therefore assists the Board in its responsibility for the governance of information technology.

During the past f inancial year, meetings of the Audit and Risk Committee were held and attended as follows:

As required by the JSE Listings Requirements, and recommended by King III, the committee has satisf ied itself with the appropriateness and expertise of the finance function and the executive director responsible for this function, ms Tweedie, who was appointed as Interim Chief Financial Officer following the resignation of mr Ferreira.

RISK mANAGEmENTThe Board has overall responsibility to provide leadership, direction and oversight over the design, development and operation of risk management structures, processes and activities. The Board also determines the level of risk it is willing to manage in the pursuit of growth and in maximising opportunities. The Audit and Risk Committee assists the Board in the execution of its f iduciary duties regarding risk management, the scope of which includes:

• Risk management policy and framework;• Risk management implementation plan and

progress monitoring;• Risk management infrastructure, processes

and culture;• Risk profiling, mitigation and reporting;• Combined assurance activities;• Stakeholder disclosures; and• Risk management effectiveness.

Executive management is responsible for designing, implementing and monitoring the system and process of risk management and its

integration into the day-to-day activities of the Company. management is also accountable to the Board for providing assurance that it has fulf illed its mandate and the manner in which this has been done. Executive management considers business risks when setting strategic objectives, approving budgets, contracting balanced scorecards and monitoring progress against balanced scorecards and budgets.

A corporate risk management function is responsible to assist with the identification, assessing, mitigation and reporting of material risks. An independent Hotline service is also in place providing employees with a confidential, yet effective means to voice any concerns.

The Risk management Report on page 59 hereof contains the detail of the key strategic risks facing the company.

SOCIAl, EThICS ANd TRANSfORmATION COmmITTEEThe Company has a Social, Ethics and Transformation Committee, in compliance with the statutory requirements as contained in the Companies Act of 2008 and the Companies Regulations 2011. This is a formal committee of the Board which has specif ic powers delegated to it by the Board, as set out in the SEC report on page 56 of the integrated report.

The members of the Social, Ethics and Transformation Committee as at the date of this report were:

• mr AH Trikamjee – Chairman and Independent Non-executive Director

• mr m macdonald – Independent Non-executive Director

• mr RW Gumede – Non-executive Director

During the past f inancial year, meetings of the Committee were held and attended as follows:

Member 18/09/2012

VN Fakude PRW Gumede AJE miller Pm macdonald PAH Trikamjee N/A

Key:

P Present

A Apology

R Resigned

N/A Not applicable


GOVERNANCE

REmUNERATION ANd NOmINATION COmmITTEEThe functions of the Remuneration and Nomination Committee are detailed in the Remuneration Report, and the committee is primarily responsible for:

• formulating fair remuneration strategy, remuneration philosophy for approval by shareholders, and remuneration policies, as well as the terms and conditions of employment of executive directors and senior executives; and

• making recommendations to the Board on the appointment of new executive and non-executive directors, including recommendations on the composition of the Board and the balance between executive and non-executive directors.

Details of directors’ fees and remuneration are fully disclosed in the consolidated financial statements. In addition, the proposed fees to be paid to non-executive directors for approval by shareholders by way of a special resolution are set out in the notice of the AGm forming part of this report. Non-executive directors only receive remuneration that is due to them as members of the Board. Directors serving as members on Board committees receive additional remuneration. Remuneration of executive directors in their capacities as executive members of the management team as approved by the Remuneration and Nomination Committee is fully disclosed in the consolidated financial statements.

The nomination process itself is formal and transparent and a matter of consideration for the Board as a whole. The Committee is also responsible for identifying and nominating candidates to f ill Board vacancies and to put succession plans in place.

The following persons were members of the Remuneration and Nomination Committee as at the date of this report:

Key:

P Present

A Apology

R Resigned

N/A Not applicable

• Dr mHR Bussin – Chairman and Independent Non-executive Director

• mr JCL van der Walt – Independent Non-executive Director

• mr RW Gumede – Non-executive Director• mr AH Trikamjee – Independent Non-

executive Director• mr RT Edmond – Non-executive Director

meetings of the Remuneration and Nomination Committee took place on the following dates:

Member 11/09/2012 13/02/2013

Via TeleconAFB mthembu P PJCL van der Walt P PmHR Bussin P PRW Gumede A AAH Trikamjee P PRT Edmond N/A N/A

EXECUTIvE COmmITTEEThe day-to-day running of the Company is conducted by the Executive Committee, which meets on a monthly basis and consists of executive directors and senior managing executives. It is responsible for setting the strategic direction of the Company, for the strategic management of the Company and for monitoring the implementation thereof in line with the Board’s directives.

COmPANY SECRETARYThe Company secretary is appointed by the Board. All directors have access to the advice and services of the company secretary. The certif icate required to be signed in terms of section 88 of the Companies Act appears on page 67 of the annual f inancial statements. iThemba Governance and Statutory Solutions Proprietary Limited (“iThemba”) is the appointed company secretary and the Board is satisf ied that the directors of iThemba are appropriately qualif ied, competent and experienced to fulf il this function. As required in terms of the JSE Listings Requirements, the Board has satisf ied itself with the competence,



qualif ications and experience of the company secretary by way of a formal review of these items. iThemba is represented by Annamarie van der merwe (BLuris, LLB, LLm) who has been a corporate lawyer and company secretary in the listed environment for more than 20 years. She is also a member of the King Committee and the JSE Advisory Committee as well as a facilitator for the Institute of Directors.

ShARE dEAlINGSThe Board has an approved Trading in Shares Policy in terms of which dealing in the Company’s shares by directors and employees is prohibited during closed periods.

Directors may also not deal in the Company’s shares without f irst advising and obtaining clearance from the chairman of the Board. In the absence of the chairman, clearance must be obtained from any two directors, one of whom must be an independent non-executive director. No director or executive may trade in Gijima shares during closed periods as defined in the JSE Listings Requirements. The directors of the Company advise the company secretary of all their dealings in securities for publication purposes.

Directors and employees are subject to an embargo on trading in shares during closed periods when the Company is operating under a cautionary announcement and in the period between the close of annual and half-yearly reporting periods and the publishing of results.

RElATIONShIP WITh STAKEhOldERSThe Board is very much aware of the importance of constructive and positive relationships with all stakeholders of the Gijima Group.

We maintain dialogue with our key f inancial stakeholders, particularly institutional shareholders and analysts. The investor relations team manages the dialogue with this audience and presentations take place at the time of publishing interim and final results.

We adopt a proactive stance in timely dissemination of appropriate information to stakeholders through print and electronic news releases and the statutory publication of the Company’s f inancial performance.

The Board encourages shareholders to attend its annual general meeting, notice of which is contained in this integrated report, where shareholders will have the opportunity to put questions to the Board, including the chairmen of the Board committees.


GOVERNANCE

Gijima’s Social, Ethics and Transformation Committee was established in 2012 in accordance with the requirements of the Companies Act No. 71, 2008 (the Act), Section 72 (4) and Regulation 43 (2). The Social, Ethics and Transformation Committee of a company is entitled to the rights set out in Section 72(8) of the Act and carries the responsibilities described in the Companies Act Regulations.

A distinction is made for purposes of the terms of reference of the Committee between those functions where the Committee has a direct line of sight and those which have been allocated to other committees of the Board and where the Committee will only fulfil an oversight role. As required in terms of the Act, the Committee shall monitor the activities of the Company and relevant subsidiaries, having regard to any relevant legislation, other legal requirements or prevailing codes of best practice, in the areas as prescribed by law.

Following the resignation of Nolitha Fakude, chairman of the Committee, the Committee is chaired by Ashwin Trikamjee, an independent non-executive director, and as at the date of this report, consists of two additional non-executive directors. A summary of its membership, the meetings held during the year under review as well as attendance at these meetings is reported in the Corporate Governance report on page 50 of the Integrated Report. The Committee has an independent role and is governed by formal terms of reference which will be reviewed annually by the Board. The Committee assists the Board in monitoring the Group’s activities in terms of legislation, regulation and codes of best practice relating to:

• Ethics;

• Stakeholder engagement, including employees, customers, communities and the environment,

• Strategic empowerment and compliance with transformation codes,

and is responsible for :

• monitoring the Group’s activities relating to social and economic development, good corporate citizenship, the environment, and health and public safety,

• Ensuring appropriate short- and long- term targets are set by management monitoring progress on strategic empowerment and performance against targets;

• monitoring changes in the application and interpretation of empowerment charters and codes; and

• monitoring functions required in terms of the Companies Act and its regulations.

The Committee also assists the Board in implementing and monitoring the Broad Based Black Economic Empowerment and Employment Equity programmes and policies, directing affirmative procurement initiatives, monitoring the

SOCIal, ETHICS aNd TRaNSfORMaTION COMMITTEE REPORT

Gijima believes in ethical business conduct and has a zero tolerance approach to corrupt behaviour and any behaviour that may compromise human rights.


skills development policy and the development of Enterprise Development and Socio Economic Development programmes. The Committee mandated the Transformation Division and Employment Equity Forum known as Gijima Employees Partnership Forum (GEPF). The Transformation Division and the Forum, under the governance of the Committee, focus on all employment equity issues in compliance with the Employment Equity Act (Act 55 of 1998). The Forum (comprising of members representing all employees from both designated and non-designated groups throughout all occupational levels and functional areas of the organisation) aims at assisting Gijima to achieve its strategic business objectives.

The members of the Committee believe that the Group is substantively addressing the issues it is required to monitor in terms of the Companies Act.

ETHICS AND HUmAN RIGHTSGijima believes in ethical business conduct and has a zero tolerance approach to corrupt behaviour and any behaviour that may compromise human rights. Directors and employees, including contractors and consultants, are required to apply the highest ethical standards when conducting business on behalf of the Group. Both a Code of Ethics and a whistleblowing facility are in place to facilitate the management and monitoring of

ethics. members of the workforce and suppliers are encouraged to report any suspicions they may have of irregularities. Anyone using the whistleblowing facility is guaranteed anonymity. Reported cases on the whistleblowing facility are investigated and corrective action is taken where required. During the past financial year, two cases have been reported. These cases are reported on to the Audit and Risk Committee and the Social and Ethics Committee.

SOCIAL INVESTmENTGijima is committed to the upliftment of communities and focuses primarily on education and we provide health support, financial and other contributions to day care centres, schools and communities. The establishment of a car wash facility, owned by a group of cleaning staff, previously employed by a service provider created jobs for more than 15 individuals.

CODE OF ETHICSThe Code of Ethics confirms that acts of bribery or fraud by employees, contractors, suppliers, joint venture partners and other business partners are not tolerated. Immediate action is taken (which may include dismissal and legal action) against any organisation or person committing bribery or fraud. The Group remains committed to fair trade and purchasing in an ethical manner.

Workshops to refresh all employees on ethics were rolled out during the reported period.

HUmAN RIGHTSGijima is committed to upholding the UN Universal Declaration of Human Rights and the International Labour Organisation (ILO) Declaration on Fundamental Principles and Rights at Work and complying with all relevant South African legislation.

a H TrikamjeeChairman


RISK MaNaGEMENT REPORT

Risk management is an integral part of Gijima’s goal of creating wealth for all stakeholders. In order to be effective, risk management needs to be part of the DNA of the organisation, from the Board to the management. To this end, the Board has committed Gijima to a process of risk management that is aligned with the ISO 31000 international standard, generally accepted good practices as well as the principles of the King Report on Governance for South Africa 2009. All functions, divisions, processes and projects are subject to the risk management policy and framework.

Gijima’s risk philosophy takes into consideration the following aspects of risk management based on the King III Report and industry best practices:

• Regular risk assessments;• Risk assessments on all tenders, bids, proposals

and projects exceeding a specified value;• Ongoing monitoring and updating of risks;• Embedding of risk management principles in the

day-to-day business activities;• Board acceptance of overall accountability and

responsibility for risk management;

• The existence of a board committee (Audit and Risk Committee) to assist the Board in reviewing the risk management process and the significant risks facing the Company;

• maintaining a risk management department at corporate level to assist the Audit and Risk Committee in reviewing the risk management process;

• maintaining a comprehensive system of internal controls to ensure that risks are mitigated and that the company’s strategic objectives are attained;

• Identification and monitoring of key risk areas and key risk indicators on an ongoing basis to ensure effectiveness and efficiency of the internal control system; and

• Separate disclosure to the Chief Executive Officer and the Audit and Risk Committee of any significant control failings or weaknesses and their impact or expected impact.

An enterprise-wide approach to risk management has been adopted by Gijima, which means that every identified material risk is included in a structured and systematic process of risk management. These risks are managed within a unitary framework that is aligned to the Company’s corporate governance

Board of Directors

Risk management Framework material risk profile

Risk management effectivenessControl effectiveness

Progress against Risk management PlanDisclosure Statement information

Audit and Risk Committee

Risk submission review by the Executive Committee

Executive Committee

Support function and business units

Enterprise Risk management Infrastructure and Processes

Internal Audit and other Assurance Providers

Detailed risk submission for each function and business unit

Risk management effectiveness Internal control effectiveness

Risk management is an integral part of Gijima’s goal of creating wealth for all stakeholders.

Organisational structure

Report information flow

Direction of flow

legend


GOVERNANCE

responsibilities. Key strategic risks are tabled at meetings of both the Gijima Audit and Risk Committee and the Board.

The Gijima risk management structure comprises different role players in the Company, all interacting on an operational and strategic level to adequately and effectively manage risks. The diagram presented above reflects the risk governance structure and reporting lines for Gijima.

There is an adequate system of internal controls in place to mitigate or take advantage of significant risks faced by Gijima. The Board takes care to ensure that the levels of risk that Gijima faces are acceptable, in

THE KEY STRATEGIC RISKS FACING GIJImARisk Context Mitigation strategy

Balance sheet strength Prior year contract losses, together with revenue mismatch on large project, the non-performing sub-contractor put significant pressures on our working capital.

• Rights offer.

• Cost reduction.

• Cash management..

• Application to liquidate non-performing sub-contractor.

Customer retention and attraction

Intensified competition and brand damage resulting in increased difficulty to retain and grow.

• Pro-actively positioning offerings before renewals.

• Value-added offerings.

• Partnering with international service providers.

• Cost saving value propositions to clients.

• Retraining of sales people dedicated to generating new business.

Skills retention Uncertainty with Gijima and fierce competition for scarce skills.

• Focussed talent management programme.

• Retention programmes.

• Certification programmes

order to exploit opportunities that will result in the returns expected by stakeholders.

Risks are managed by the appointment of a risk owner for each risk. Typically every risk will have a number of controls, mitigations or interventions that have been designed to contain the potential impact or likelihood of the risk materialising. These controls or control processes are identified and their effectiveness evaluated. The risk owner is responsible to design and coordinate the implementation of action plans for managing the residual risk exposure (inherent risk adjusted for control effectiveness). Progress reporting in respect of the mitigation of strategic risks is done to the corporate Risk management function on a regular basis.


REMUNERaTION REPORT

The report reflects the current arrangements for the Board of Gijima, including executive directors, non-executive directors as well as other senior executives of the Company. These arrangements are reviewed annually and changes are communicated to shareholders. The Remuneration and Nomination Committee met on three occasions in the 2013 financial year and considered the following:

• Review of the guaranteed remuneration for the executive directors

• Review of the remuneration for non–executive directors

• Consideration of incentives for the 2013 financial year

• Performance measures and targets for the 2014 financial year

• A revised long-term incentive scheme

TERmS Of REfERENCE The Remuneration and Nomination Committee consists of not less than three members and consists of at least two independent non-executive directors.

Under the framework of the Remuneration Committee Terms of Reference, the role of the Committee is to provide advice and make recommendations to the Board on the following matters:

• To approve the provision of retirement and related benefits for the employees as well as the Executive Directors of the Board

• To approve an executive incentive scheme for both the Executive Directors and the senior management of Gijima

• To recommend broad guidelines for a long-term incentive scheme to the Board as well as short-term incentives for general staff to the Chief Executive Officer

• To recommend a management development strategy for the Executive Directors as well as the senior management to the Chairman and Chief Executive Officer

• To recommend a remuneration strategy and

remuneration guidelines to the Chief Executive

Officer

• To recommend a Gijima remuneration policy

and guidelines to the Board

• To approve the format, scope and types of

service contracts for Executive Directors

• To recommend a strategy for succession

planning of the Executive Directors to the

Board

• To recommend to the Board, the final allocation

of any incentives at year-end, based on group

performance.

• To assess the management and adequacy of

the pension and provident funds for executive

directors and employees.

• To manage employee retention

REmUNERATION ANd NOmINATION COmmITTEE mEmBERS ANd AdvISERS

The Remuneration and Nomination Committee

consisted of the following members:

Andrew mthembu,

mark Bussin,

Robert Gumede,

Jac van der Walt and

Ashwin Trikamjee

During the financial year, Andrew mthembu

resigned and a new Board member, Tommy

Edmond was appointed on the Remuneration and

Nomination Committee. mark Bussin was elected

Chairman of the Committee.

All members are non-executive directors of Gijima.

Other directors or executive managers who

attended the meetings and who provided material,

advice or services to the committee were:

Jonas Bogoshi (Former Chief Executive Officer),

Carlos Ferreira (Former Chief Financial Officer),

Eileen Wilton (Chief Executive Officer), and michael

Ferreira (Group Executive for Human Resources).

Recognition and reward is one of our key strategies to foster a high performance culture with engaged employees.


GOVERNANCE

CURRENT REmUNERATION CONSIdERATIONSTime was spent considering remuneration related issues including short and long-term incentive plans, performance criteria for the 2014 financial year, and the remuneration of the executive directors as well as the non-executive directors.

short-term Incentives

The Committee approved the following short-term incentive schemes for the company:

• Leadership Incentive Scheme – applicable to the senior management team of approximately 40 employees. It is a self funding scheme that is linked to both Company and individual performance

• Employee Retention Scheme – applicable to individuals with unique or scarce skills and excellent performance that need to be retained over a period of time.

Long-term Incentives

The Committee is finalising a revised share incentive scheme that will be presented to the shareholders in the forthcoming year.

remuneration of executive Directors

The remuneration of the executive directors was not increased in the financial year and the committee did not agree payment of incentives for the 2013 financial year. The Interim CEO was appointed in October 2012 and it was agreed that she would receive an acting allowance effective 7 October 2012.

remuneration of non-executive Directors

The remuneration of the non-executive directors was not adjusted in the 2013 financial year.

REWARd POlICY PRINCIPlESThe remuneration philosophy of the company was confirmed by the Remuneration Committee and approved by the Board of Directors.

rewards VisionHow Gijima remunerates its employees reflects the dynamics of the market and context in which we operate. It aligns at all times to the strategic direction of the Company, and the specific value drivers of the business. Remuneration plays a vital role in attracting, motivating and retaining high-performing individuals. Remuneration is never a stand-alone management process, but is rather fully integrated into other management processes such as performance management and the overall Human Resources policies.

rewards philosophyRecognition and reward is one of our key strategies to foster a high performance culture with engaged employees. Performance-Related Pay (PRP) forms the cornerstone of our reward philosophy and is supported by a robust talent-management system.

The features of our reward philosophy include:

• To strive to set its overall remuneration package at a competitive level, by benchmarking to the market and to provide incentives geared to performance;

• To create an environment conducive to performance. This is achieved by a reward structure that encourages personal growth and development supported by appropriate differentiation between people on the basis of their contribution.

Our reward philosophy establishes accountability of the reward process with line-management by enabling them to link the total reward process to their business objectives and managing it in a fair, transparent and equitable way, thus ensuring a balance between affordability and quality of life for employees.

frameworkThe reward strategy is designed to be aligned with Gijima’s overall business strategy and the execution thereof, along with an emphasis on

remuneratIon report CONTINUEd


value-based management. This in turn will maximise our performance and effectiveness, resulting in increased shareholder returns.

statement of Intent

Based on Gijima’s reward strategy, the objectives of the remuneration policy are to:

• Positively promote Gijima as an “employer of choice” brand in order to attract and retain high performing people

• Assist in creating and enforcing a high performance culture where sufficient differentiation is made between excellent and mediocre performers

• motivate and challenge employees to achieve more than just satisfactory performance levels

• Simplify and allow for flexible employee benefits

• Ensure that all employees are recognised and rewarded for their performance in a fair and equitable way

• Strive towards employees being remunerated equitably according to the value they are contributing to the Company

purpose

The objective of the remuneration philosophy is to provide guidance, direction and monitoring abilities with regard to the best practice application of remuneration, rewards and recognition within Gijima. We are committed to ensuring that our remuneration practices enable the company to:

• Appropriately compensate employees for the services they provide to the company

• Attract and retain employees with skills required to effectively manage the operations and growth of the business

• motivate employees to perform in the best interests of the company and its stakeholders

• Provide an appropriate level of transparency• Ensure a level of equity and consistency across

the Group

scopeThe remuneration policy is applicable to all employees who are permanently employed as well as contract employees who are on the payroll for more than six months in a financial year. It is not applicable to temporary personnel from third party employers.

principles• Alignment with business strategy• manage risk and liability• Performance based reward• Fair, equitable and supportive of diverse needs• Reinforce teamwork, including high commitment,

a sense of belonging and a high performance culture

• Legislative compliance • Non discriminatory practices• Internal and external parity• Affordability

DIRECTORS’ REmUNERATION

Executive directors 2013R’000

2012R’000

Jonas Bogoshi* 2 148 3 496

Carlos Ferreira 3 024 3 143

Eileen Wilton** 2 505 –

Non-executive directors

Robert Gumede 1 818 1 740

Andrew mthembu 530 500

Ashwin Trikamjee 303 260

Jac van der Walt 490 391

mark Bussin 298 135

malcolm mcdonald 509 501

John miller 217 273

* Six months.** Acting allowance for nine months.

Directors’ remuneration for Nolitha Fakude (R164 000) was paid directly to Sasol for the duration of her tenure.

TOP EARNERS

2013R’000

2012R’000

Employee 1 2 974 3 648

Employee 2 2 500 3 146

Employee 3 2 500 2 369

The objective of the remuneration philosophy is to provide guidance, direction and monitoring abilities.


GOVERNANCE

aSSURaNCE ON INTEGRaTEd REPORTING

DIRECTORS’ RESPONSIBILITY STATEmENT

The Board acknowledges its responsibility to

ensure the integrity of the integrated report. The

Board applied its mind to the integrated report,

and believes that it addresses all material issues,

and presents fairly the integrated performance of

the organisation and its impacts. The integrated

report has been prepared in line with best practice

and the recommendations of the King Report on

Governance for South Africa 2009 (principle 9.1).

The integrated report was approved on

24 October 2013.


AnnUAL FInAnCIAL STATEMEnTSCONTENTS

These annual financial statements have been prepared by:

Pierre Joubert CA(SA)Group Manager: Financial Accounting

These consolidated financial statements have been audited in terms of section 30 of the Companies Act No 71, 2008.

These consolidated financial statements have been approved on 27 September 2013 by the Board and issued on 30 September 2013.

Audit and Risk Committee Report 66

Statement of responsibility 67

Company Secretary’s certificate 67

Directors’ Report 68

Independent Auditor’s Report 71

Income statements 72

Statements of comprehensive income 73

Statements of financial position 74

Statements of cash flows 75

Statements of changes in equity 76

Accounting policies 77

Notes to the annual financial statements 89


ANNUAL FINANCIAL STATEMENTS

AUDIT AnD rISK COMMITTEE rEPOrTFOR THE YEAR ENDED 30 JUNE 2013

The Companies Act, 71 of 2008 (the Act), which came into effect on 1 May 2011, requires companies to establish an Audit Committee and prescribes the composition and functions of such a committee.

The Audit and Risk Committee has been established by the Board of Directors to attend to its statutory duties as set out in the Act, assist the Board in discharging its duties relating to the operation of an adequate system and processes of internal controls, risk management, and ensure the preparation of accurate financial reporting and statements in compliance with all applicable legal requirements, corporate governance and accounting standards. The Committee is also required to oversee the combined assurance model, as envisaged in King III, in ensuring that significant risks facing the company are adequately addressed.

In terms of the Act, Mr Malcolm Macdonald (Chairman), Mr Jac van der Walt, Ms Sindi Zilwa and Mr Ashwin Trikamjee will be recommended to shareholders for appointment as Audit and Risk Committee members for the ensuing financial year at the Annual General Meeting.

The proposed individuals satisfy the requirements to serve as members of an Audit and Risk Committee as provided for in the Act and ensure that the Committee comprises people with adequate and relevant knowledge and experience to equip the committee to perform its functions.

During the financial year ended 30 June 2013, the Committee carried out its functions (in addition to the duties set out in the Audit and Risk Committee’s terms of reference) as follows:

• nominated the appointment of KPMG Inc. as the registered independent auditor after satisfying itself through enquiry that KPMG Inc. is independent as defined in terms of the Act;

• determined the fees to be paid to KPMG Inc. and their terms of engagement;• ensured that the appointment of KPMG Inc. complied with the Act and any other legislation relating to the appointment of auditors;• ensured that an approved non-audit services policy is in place which determines the nature and extent of any non-audit services which

KPMG Inc. may provide to the Company; • was satisfied with the appropriateness and expertise of the finance function and the executive director responsible for finance,

Mr CJH Ferreira, for the financial year ;• on 8 July 2013 Mr CJH Ferreira resigned and Ms L Tweedie was appointed as Interim Chief Financial Officer ;• was satisfied with the appropriateness and expertise of newly appointed executive director responsible for finance, Ms L Tweedie.

Save for the agreement with KPMG Inc. as approved by the Audit and Risk Committee, for the provision of the Hotline, sale of the MineRP business and the rights offer, no other contract with KPMG Inc. for the provision of non-audit services to the Company was required or entered into.

The Audit and Risk Committee recommended the annual financial statements for the year ended 30 June 2013 for approval to the Board. The Board has subsequently approved the annual financial statements which will be open for discussion at the forthcoming Annual General Meeting. The Audit and Risk Committee further reviewed and recommended the integrated report in accordance with the King Report on Governance in South Africa, 2009 (King III), the Act and the JSE Listings Requirements for approval by the Board.

M MacdonaldChairman

Centurion27 September 2013


The directors are responsible for the preparation and fair presentation of the consolidated and separate annual financial statements of Gijima Group Limited, comprising the statements of financial position at 30 June 2013, the income statements, statements of comprehensive income, statement of changes in equity and the statements of cash flows for the year ended, and the notes to the financial statements, which include a summary of significant accounting policies and other explanatory notes, and the Directors’ Report, in accordance with International Financial Reporting Standards and in a manner required by the Companies Act of South Africa.

The directors’ responsibilities include: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of these financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.

The directors’ responsibilities also include maintaining adequate accounting records and an effective system of risk management as well as the preparation of the supplementary schedules included in these financial statements.

The directors have made an assessment of the Group and Company’s ability to continue as a going concern and have no reason to believe that the Group and Company will not be a going concern in the year ahead.

The auditor is responsible for reporting on whether the consolidated and separate annual financial statements are fairly presented in accordance with the applicable financial reporting framework.

APPROVAL OF THE FINANCIAL STATEMENTSThe consolidated and separate annual financial statements of Gijima Group Limited, as identified in the first paragraph, were approved by the Board of Directors on 27 September 2013 and are signed on their behalf by:

rW Gumede EA Wilton L TweedieNon-executive Chairman Interim Chief Executive Officer Interim Chief Financial Officer

STATEMEnT OF rESPOnSIBILITyFOR THE YEAR ENDED 30 JUNE 2013

COMPAny SECrETAry’S CErTIFICATEFOR THE YEAR ENDED 30 JUNE 2013

We certify, in accordance with the Companies Act, Act 71 of 2008, as amended, that for the year ended 30 June 2013 Gijima Group Limited has lodged with the Companies and Intellectual Property Commission (CIPC) all such returns and notices as are required of a public company in terms of this Act, and that all such returns and notices appear to be true, correct and up to date.

A van der MerweiThemba Governance and Statutory Solutions Proprietary LimitedCompany Secretary



DIrECTOrS’ rEPOrT

Directors have pleasure in submitting the annual financial statements of the Company and the Gijima Group for the year ended 30 June 2013 and report as follows:

NATURE OF BUSINESSGijima Group Limited is the holding Company for the interests of the Gijima Group which provides ICT services.

GROUP RESULTSA general review of the operations of the Company is given in the qualitative commentary and the Chief Executive Officer’s Report.

The financial statements on pages 74 to 127 set out the financial position, results from operations and cash flows of the Group in full for the financial year ended 30 June 2013.

COMPLIANCE WITH ACCOUNTING STANDARDSThe Group and Company’s annual financial statements comply with International Financial Reporting Standards, the South African Companies Act and the JSE Listings Requirements.

DIVIDENDThe Board has elected to suspend the payment of dividends for the time being. The Board will continue to review the financial position of the Group and is committed to the continuation of dividend payments as soon as conditions allow.

SUBSIDIARY UNDERTAKINGSThe interests in subsidiary companies are material in the light of the Group’s financial position and results, and are set out in note 28 to the annual financial statements.

DISPOSALS DURING THE YEARThe Board had previously identified its mining technology and consulting business (MineRP) as non-core. As MineRP would require considerable investment to maintain its competitive position, the Board resolved to dispose thereof in order to preserve its value and realise maximum value for shareholders.

The disposal of MineRP to a consortium led by RMB Corvest Proprietary Limited, a subsidiary of RMB Private Equity Proprietary Limited, was concluded on 9 November 2012. MineRP’s results are included up to 31 October 2012 following its disposal, effective 1 November 2012. Note 8 to the annual financial statements provides full disclosure of the financial impact of the disposal.

BOARD OF DIRECTORS AND MANAGEMENTThe following persons were directors as at 27 September 2013 (date of the Directors’ Report). Their personal details appear under the section “Who governs us” on pages 22 and 23.

Mr RW Gumede (Non-executive Chairman);Ms EA Wilton (Interim Chief Executive Officer);Ms L Tweedie (Interim Chief Financial Officer);Dr MHR Bussin (Non-executive Director); Mr RT Edmond (Non-executive Director);Mr M Macdonald (Non-executive Director);Mr AH Trikamjee (Non-executive Director and Lead Independant Director);Mr JCL van der Walt (Non-executive Director); andMs SV Zilwa (Non-executive Director).

The following changes in the Board have taken place since the last integrated annual report:

Resignations:Mr PJ Bogoshi (Chief Executive Officer) resigned on 26 September 2012;Mr JE Miller (Non-executive Director) resigned on 26 November 2012;Ms N Fakude (Non-executive Director) resigned on 2 April 2013; Mr AFB Mthembu (Non-executive Director) resigned on 17 May 2013;Mr CJH Ferreira (Chief Financial Officer) resigned on 8 July 2013;

Appointments:Ms EA Wilton (Interim Chief Executive Officer) was appointed on 9 October 2012;Mr RT Edmond (Non-executive Director) was appointed on 1 July 2013;Ms SV Zilwa (Non-executive Director) was appointed on 1 July 2013;Ms L Tweedie (Interim Chief Financial Officer) was appointed on 9 July 2013; andMr AH Trikamjee (Lead Independant Director) was appointed on 27 September 2013.


COMPANY SECRETARY AND REGISTERED OFFICEThe Company Secretary is iThemba Governance and Statutory Solutions Proprietary Limited. The address of the Secretary is:Monument Office ParkBlock 5, Suite 10279 Steenbok AvenueMonument Park0181

THE REGISTERED ADDRESS OF THE COMPANYGijima Office Park47 Landmarks AvenueKosmosdalSamrand, Centurion0157

INTEREST OF DIRECTORS IN THE CAPITAL OF THE COMPANYAt 30 June 2013, the directors of Gijima Group Limited held beneficially in aggregate 1 903 121 556 Gijima Group Limited shares. The following directors held shares in the Company:

As at 30 June 2013

Directors Direct Indirect Total

Ferreira, CJH 4 351 296 27 430 151 31 781 447Gumede, RW 1 800 447 1 857 233 562 1 859 034 009Macdonald, M – 4 079 539 4 079 539Van der Walt, JCL 295 300 7 931 261 8 226 561

6 447 043 1 896 674 513 1 903 121 556

As at June 2012

Directors

Ferreira, CJH 1 061 802 21 526 352 22 588 154Gumede, RW 1 800 447 332 610 064 334 410 511Macdonald, M – 995 488 995 488Miller, JE 3 042 122 – 3 042 122Van der Walt, JCL 72 059 1 935 384 2 007 443

5 976 430 357 067 288 363 043 718

From the end of the financial year to the date of this report, the interest of directors remained unchanged.

SHARE CAPITALGijima Group Limited had an issued share capital of 3 968 357 379 ordinary shares on 30 June 2013. There were no shares allotted or issued in the capital of Gijima Group Limited to executive directors and management pursuant to the terms and conditions of the Share Linked Bonus Scheme during the year under review.• On 24 June 2013 a rights offer in respect of 3 000 000 000 shares was concluded to shareholders in the ratio of 309.80298 new rights

offer shares for every 100 shares held at a subscription price of 5 cents per rights offer share;• In terms of the letter of undertaking, the principal shareholders had undertaken to support the rights offer and subscribed for all rights

pursuant to the rights offer ;• In terms of the letter of underwriting, the balance of rights offer shares not subscribed for by the principal shareholders was underwritten

by the Guma Group and Futuregrowth;• The net proceeds of R135 million after expenses were used to recapitalise the Company, to provide a funding injection to GijimaAst

Finance Proprietary Limited and to fund the working capital requirements of the Company;• During the year the authorised share capital was increased from 1 300 000 000 to 5 000 000 share capital in anticipation of the rights

offer ;• During the year the ordinary share capital comprising shares with a par value of 10 cents per share were converted to ordinary shares

with no par value;



DIrECTOrS’ rEPOrT CONTINUED

SHARE CAPITAL continued• In July 2013 the Gijima Group ordinary share capital was consolidated to 1 share for every 20 shares held. The rationale for the

consolidation of the authorised and issued shares of the Company was to reduce the large number of authorised and issued shares following the rights offer, to a more manageable number of shares; and

• As at 30 June 2013 6 792 070 shares were held by Gijima Holdings (Pty) Limited (2012: 6 792 070).

FIXED ASSETSThere was no change in the nature of the fixed assets of the Group or in the policy regarding their use.

CAPITAL EXPENDITUREThe capital expenditure of Gijima during the period under review was R14,3 million, primarily in respect of purchases of computer software, computer equipment, office furniture, equipment and fittings to maintain operations. Future capital commitments as at 30 June 2013 amounted to R61 000.

GOING CONCERNThe Board considers the going concern concept in the context of its deliberations on the annual financial statements. The Board has satisfied itself that the Group has adequate annuity revenue going forward, a budget for the next financial year reflecting growth compared to the current year’s results and a cash flow forecast that indicates that the Group will be adequately funded to honour its liabilities. The Group’s financial statements have accordingly been prepared on a going concern basis.

SUBSEQUENT EVENTSThere were no subsequent events that the Group was aware of at the date of approval of the consolidated financial statements, other than mentioned in note 25 to the annual financial statements.

SPECIAL RESOLUTIONSNo special resolutions were passed by subsidiary companies for the year under review.

MEMORANDUM OF INCORPORATIONA new memorandum of incorporation was adopted by shareholders at the annual general meeting held on 23 November 2012. Subsequently, shareholders approved an amendment to the memorandum of incorporation by way of special resolution at the annual general meeting held on 9 May 2013 which amendment related to the following changes to the authorised share capital of the company:

• theconversionoftheordinarysharesinGijimafromordinaryshareswithaparvaluetoordinaryshareswithnoparvalue;• anincreaseinthenumberoftheCompany’sauthorisedsharesandthecorrespondingamendmenttotheCompany’sMemorandum

of Incorporation; and• theconsolidationoftheCompany’ssharesona1for20basis.

DIRECTORS’ INTEREST IN CONTRACTSDuring the year no new contracts were entered into in which directors of the Company had an interest and which significantly affected the business of the Group. Note 24 to the annual financial statements contains the details regarding related party transactions undertaken during the year.

MANAGEMENT BY THIRD PARTIESNo third person or any Company in which a director had an interest managed any of the businesses of the Company or its subsidiaries during the reporting period.

AUDITORSKPMG Inc. will continue in office as external auditors of the Gijima Group in accordance with section 30(2) of the Companies Act.

INSURANCEThe directors are of the opinion that the Gijima Group is sufficiently covered by insurance policies against insurable losses. Willis, the Group’s insurance brokers, assists the Group on an ongoing basis in determining its risk exposure for which insurance coverage is needed, with a formal review of all insurance requirements on an annual basis. The Board annually evaluates and approves the appropriateness of the insurance coverage.


InDEPEnDEnT AUDITOr’S rEPOrTFOR THE YEAR ENDED 30 JUNE 2013

To the shareholders of Gijima Group LimitedREPORT ON THE FINANCIAL STATEMENTSWe have audited the consolidated and separate financial statements of Gijima Group Limited, which comprise the statements of financial position at 30 June 2013, and the income statements, statements of comprehensive income, changes in equity and cash flows for the year then ended, and the notes to the financial statements which include a summary of significant accounting policies and other explanatory notes, as set out on pages 72 to 127.

DIRECTORS’ RESPONSIBILITY FOR THE FINANCIAL STATEMENTSThe Company’s directors are responsible for the preparation and fair presentation of these financial statements in accordance with International Financial Reporting Standards and the requirement of the Companies Act of South Africa, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

AUDITOR’S RESPONSIBILITYOur responsibility is to express an opinion on these financial statements based on our audit. We conduct our audit in accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about 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 the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

OPINIONIn our opinion, these financial statements present fairly, in all material respects, the consolidated and separate financial position of Gijima Group Limited at 30 June 2013, and its consolidated and separate financial performance and consolidated and separate cash flows for the year then ended in accordance with International Financial Reporting Standards and the requirements of the Companies Act of South Africa.

OTHER REPORTS REQUIRED BY THE COMPANIES ACTAs part of our audit of the financial statements for the year ended 30 June 2013, we have read the Directors’ Report, the Audit and Risk Committee’s Report and the Company Secretary’s Certificate for the purpose of identifying whether there are material inconsistencies between these reports and the audited financial statements. These reports are the responsibility of the respective preparers. Based on reading these reports we have not identified material inconsistencies between these reports and the audited financial statements. However, we have not audited these reports and accordingly do not express an opinion on these reports.

KPMG Inc.Registered Auditor

Per Willem PretoriusChartered Accountant (SA)Registered AuditorDirector

27 September 2013

1226 Francis Baard StreetHatfieldPretoria, 0083



InCOME STATEMEnTSFOR THE YEAR ENDED 30 JUNE 2013

Group Company

Restated* 2013 2012 2013 2012

Note r’000 R’000 r’000 R’000

Continuing operationsrevenue 2.1 1 848 388 2 219 239 – – Other operating income 493 8 621 – –

Income 1 848 881 2 227 860 – – Employee benefits expense 2.12 (1 076 689) (1 304 724) – – Operating costs (998 263) (919 809) (78 530) (78 515)Foreign currency losses 2.6 (44 896) (9 625) – – Reversal of impairment – – – 134 227 Other expenses (19 389) (20 021) – –

(Loss)/earnings before interest, tax, depreciation and amortisation charges (EBITDA) (290 356) (26 319) (78 530) 55 712

Normal (loss)/earnings before interest, tax, depreciation and amortisation (EBITDA)^ (249 519) (26 319) (78 530) 55 712 Reclassification of currency translation differences on foreign operations from other comprehensive income (38 341) – – – Reclassification of currency translation on net investments of foreign operations from other comprehensive income (2 496) – – –

Depreciation and amortisation charges (45 240) (45 777) – –

Operating (loss)/profit before financing costs 2 (335 596) (72 096) (78 530) 55 712

Financial income 3.1 2 878 6 353 – – Financial expenses 3.2 (38 560) (29 314) – –

Net financial expense 3 (35 682) (22 961) – –

(Loss)/profit before tax from continuing operations (371 278) (95 057) (78 530) 55 712 Income tax 4 78 044 25 444 – –

(Loss)/profit for the year from continuing operations (293 234) (69 613) (78 530) 55 712

Attributable to:Owners of the parent (294 639) (69 808) (78 530) 55 712 Non-controlling interest 14 1 405 195 – –

(293 234) (69 613) (78 530) 55 712

Loss per ordinary share from continuing operations (cents) – Basic 5 (28,91) (7,26) – – – Diluted 5 (28,91) (7,26) – – Refer to note 5 for headline loss per share.Discontinued operationsProfit from discontinued operations net of tax 82 471 19 023 – –

Net (loss)/profit before reclassification on currency translation on net investments and currency differences and profit on disposal of business (9 529) 19 023 – – Profit on disposal of business 63 479 – – – Reclassification of currency translation on net investments due to disposal of business from non-distributable reserves 41 332 – – – Taxation on reclassification on net investments (12 811) – – –

Loss for the year (210 763) (50 590) –

Attributable to:Owners of the parent (212 168) (50 785) – Non-controlling interest 14 1 405 195 – –

(210 763) (50 590) –

Profit per ordinary share from discontinued operations (cents) – Basic 5 8,09 1,98 – – – Diluted 5 8,09 1,98 – –

* The comparative consolidated income statement has been restated to show the discontinued operations separately from the continuing operations (refer note 8).^ Normal refers to the continued normal (loss)/earnings before interest, tax, depreciation and amortisation (EBITDA) excluding the reclassification of the net

investment and currency translation differences from the statement of comprehensive income.


STATEMEnTS OF COMPrEHEnSIVE InCOMEFOR THE YEAR ENDED 30 JUNE 2013

Group Company

2013 2012 2013 2012 Note r’000 R’000 r’000 R’000

(Loss)/profit for the year (210 763) (50 590) (78 530) 55 712 Other comprehensive income/(loss)Items that may be reclassified subsequently to profit and loss 53 844 14 306

Currency translation differences of foreign operations 2.6 44 176 2 844 – – Currency translation on the net investments of foreign operations 2.6 12 988 11 496 – – Reclassification of currency translation on net investments of foreign operations from non-distributable reserves

(38 836) – – –

Reclassification of currency translation differences on foreign operations from other comprehensive income

38 341 – – –

Tax effect on foreign currency translation differences 4 (2 825) (34) – –

Items that may not be reclassified subsequently to profit and loss

– 3 839

Revaluation of land and buildings 6 – 3 839 – –

Other comprehensive income for the year, net of income tax 53 844 18 145 – –

Total comprehensive (loss)/income for the year (156 919) (32 445) (78 530) 55 712

Attributable to:Owners of the parent (158 324) (32 640) (78 530) 55 712 Non-controlling interest 1 405 195 – –

Total comprehensive (loss)/income for the year (156 919) (32 445) (78 530) 55 712



STATEMEnTS OF FInAnCIAL POSITIOnAT 30 JUNE 2013

Group Company

2013 2012 2013 2012 Note r’000 R’000 r’000 R’000

ASSETS non-current assets 440 478 408 276 135 444 78 566

Property, plant and equipment 6 66 590 89 828 – – Investment and loans in subsidiaries 7 – – 135 444 78 566 Intangible assets 9 123 877 141 799 – – Trade and other receivables 12 14 458 18 213 – – Deferred tax assets 10 235 553 158 436 – –

Current assets 601 691 696 535 – –

Inventories 11 26 741 34 459 – – Trade and other receivables 12 371 965 539 887 – – Current tax assets – 919 – – Cash and cash equivalents 13 202 985 121 270 – –

Total assets 1 042 169 1 104 811 135 444 78 566

EqUITy AnD LIABILITIES Total shareholders’ equity 208 381 229 892 135 444 78 566

Equity attributable to parent shareholders 209 986 232 902 135 444 78 566 Non-controlling interest 14 (1 605) (3 010) – –

non-current liabilities 285 341 371 887 – –

Interest-bearing borrowings 15 202 765 301 980 – – Operating lease liability 20 282 19 336 – – Deferred tax liabilities 10 62 294 50 571 – –

Current liabilities 548 447 503 032 – –

Trade and other payables 17 452 649 464 359 – – Short-term portion of interest-bearing liabilities 18 50 000 – – – Operating lease liability – 4 451 – – Provisions 19 41 155 28 020 – – Bank overdrafts 13 4 404 4 235 – – Amounts due to vendors 16 – 1 967 – – Current tax liabilities 239 – – –

Total equity and liabilities 1 042 169 1 104 811 135 444 78 566


STATEMEnTS OF CASH FLOWSFOR THE YEAR ENDED 30 JUNE 2013

Group Company

2013 2012 2013 2012 Note r’000 R’000 r’000 R’000

Cash flows from operating activities Cash (used in)/generated from operations 26.1 (75 922) 83 605 409 – Interest received 26.2 2 889 7 214 – – Interest paid 26.3 (34 201) (20 904) – – Tax (paid)/refund 26.4 (4 317) 3 829 – –

Net cash (used in)/generated from operating activities (111 551) 73 744 409 –

Cash flows from investing activities Purchase of intangible assets (2 803) (7 577) – – Purchase of property, plant and equipment (11 543) (33 514) – – Proceeds from disposal of business 8 175 000 – – – Cash and cash equivalents from disposal of business 8 (22 678) – – – Short term loan to sub-contractor (28 538) – – – Payment of amounts due to vendors (1 915) (1 686) – – Proceeds from the sale of intangibles and property, plant and equipment 132 342 – –

Net cash generated from/(used in) investing activities 107 655 (42 435) – –

Cash flows from financing activities Repayments of borrowings (49 966) (150 749) – – Proceeds from rights issue 150 000 – 150 000 – Share issue expenses (14 592) – (14 592) – Increase in inter-group loans – – (135 817) – Proceeds from bridge funding 50 000 – – – Repayment of bridge funding (50 000) – – – Increase in interest bearing borrowings – 150 000 – –

Net cash generated from/(used in) financing activities 85 442 (749) (409) –

net increase in cash and cash equivalents 81 546 30 560 – – Cash and cash equivalents at the beginning of the year 117 035 86 475 – –

Cash and cash equivalents at the end of the year 13 198 581 117 035 – –



STATEMEnTS OF CHAnGES In EqUITyFOR THE YEAR ENDED 30 JUNE 2013

Share capital (Stated

capital of no par value)

R’000

Share premium

R’000

Distributable reserves

R’000

Non-distributable

reserves R’000

Total R’000

Non-controlling

interest R’000

Total equity R’000

GrOUPBalance at 1 July 2011 961 641 710 (313 082) (64 047) 265 542 (3 205) 262 337

Total comprehensive income for the year(Loss)/profit for the year (50 785) (50 785) 195 (50 590)Other comprehensive income/(loss)

Currency translation differences – 2 810 2 810 2 810 Revaluation of land and buildings 3 839 3 839 3 839 Currency translation on net investments – 11 496 11 496 11 496

Total other comprehensive income – – – 18 145 18 145 – 18 145

Total comprehensive (loss)/income for the year – – (50 785) 18 145 (32 640) 195 (32 445)Transactions with owners, recorded directly in equityTotal transactions with owners – – – – – – –

Balance at 30 June 2012 961 641 710 (363 867) (45 902) 232 902 (3 010) 229 892

Total comprehensive income for the year(Loss)/profit for the year (212 168) (212 168) 1 405 (210 763)Other comprehensive income

Currency translation differences – 41 351 41 351 41 351 Reclassification of currency translation differences 38 341 38 341 38 341 Currency translation on net investments – (25 848) (25 848) (25 848)

Total other comprehensive income – – – 53 844 53 844 – 53 844

Total comprehensive (loss)/income for the year – – (212 168) 53 844 (158 324) 1 405 (156 919)Transactions with owners, recorded directly in equity

Conversion to non par value share capital 641 710 (641 710) – – – Rights issue of shares 150 000 – 150 000 150 000 Share issue expenses (14 592) – – (14 592) (14 592)

Total transactions with owners 777 118 (641 710) – – 135 408 – 135 408

Balance at 30 June 2013 778 079 – (576 035) 7 942 209 986 (1 605) 208 381

COMPAnyBalance at 1 July 2011 968 663 681 (641 795) – 22 854 – 22 854

Total comprehensive income for the yearProfit for the year 55 712 55 712 55 712

Transactions with owners, recorded directly in equityTotal transactions with owners – – – – – – –

Balance at 30 June 2012 968 663 681 (586 083) – 78 566 – 78 566

Total comprehensive loss for the yearLoss for the year (78 530) (78 530) (78 530)Transactions with owners, recorded directly in equityConversion to non par value share capital 663 681 (663 681) – – Rights issue of shares 150 000 – – 150 000 150 000 Share issue expenses (14 592) – – (14 592) (14 592)

Total transactions with owners 799 089 (663 681) – – 135 408 – 135 408

Balance at 30 June 2013 800 057 – (664 613) – 135 444 – 135 444 Note: The non-distributable reserve consists of currency translation differences, currency translation on net investments (IAS 21.15) (refer notes 2.6 and 8) and a

revaluation of land and buildings. The distributable reserve consists of retained earnings and accumulated losses.

The currency translation on net investments (IAS 21.15) were reclassified following the sale of subsidiaries (refer note 8).


Gijima Group Limited (the “Company”) is a company domiciled in South Africa. The consolidated and separate financial statements of the Company for the year ended 30 June 2013 comprise the Company and its subsidiaries (together referred to as the “Group”) and the Group’s interest in jointly controlled entities. The Group is primarily involved in the provision of Information and Communications Technology (“ICT”) services in various sectors of the economy. Where reference is made to the Group in the accounting policies, it should be interpreted as referring to the Company where the context requires, unless otherwise noted.

1. STATEMENT OF COMPLIANCE The consolidated and separate financial statements have been prepared in accordance with International Financial Reporting Standards

(IFRS) and its interpretations, the South African Companies Act 2008 and the SAICA Financial Reporting Guides as issued by the Accounting Profession Council of SAICA. The financial statements have been audited in compliance with Section 30 of the Companies Act 2008.

The financial statements were authorised for issue by the directors on 27 September 2013.

2. BASIS OF PREPARATION The annual financial statements are presented in South African rand on a going concern basis, which is the company’s functional

currency and the Group’s presentation currency, rounded to the nearest thousand. They are prepared on the historical cost basis except for the following:

• Financial instruments are measured at fair value through profit and loss; and • Equity-settled share-based payment arrangements are measured at fair value.

Refer to note 21 for the methods used to determine fair values.

The preparation of financial statements in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.

In particular, information about significant areas of estimation, uncertainty and critical judgements in applying accounting policies that have the most significant effect on the amounts recognised in the financial statements are described in the following accounting policy notes:

• Note 5.2 – Lease classification. • Note 6 – Measurement of the recoverable amounts of cash-generating units containing goodwill • Note 7 – Valuation of financial instruments • Note 11.2 – Measurement of share-based payments • Note 12 – Provisions • Note 16 – Utilisation of tax losses

3. BASIS OF CONSOLIDATION 3.1 Subsidiaries Subsidiaries are entities controlled by the Company. Control exists when the Company has the power, directly or indirectly, to

govern the financial and operating policies of an entity so as to obtain benefits from its activities. In assessing control, potential voting rights that presently are exercisable or convertible are taken into account. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases.

Investments in subsidiaries in the Company’s separate annual financial statements are stated at cost less impairment losses.

ACCOUnTInG POLICIES



3. BASIS OF CONSOLIDATION continued 3.2 Special purpose entity The Group has established a special purpose entity (SPE) for the trade receivables securitisation. The Group does not have

any direct or indirect shareholdings in the entity. The SPE is consolidated as, based on an evaluation of the substance of its relationship with the Group and the SPE’s risks and rewards, the Group concluded that it controls the SPE. The SPE controlled by the Group was established under terms that impose strict limitations on the decision-making powers of the SPE’s management and that results in the Group receiving all of the benefits related to the SPE’s operations and net assets, being exposed to risks incident to the SPE’s activities, and retaining the majority of the residual or ownership risks related to the SPE or its assets.

3.3 Joint ventures Joint ventures are those entities over whose activities the Group has joint control, established by contractual agreements.

The consolidated financial statements include the Group’s proportionate share of the entities’ assets, liabilities, revenue and expenses with items of a similar nature on a line by line basis, from the date that joint control commences until the date that joint control ceases.

3.4 Transactions eliminated on consolidation Intra-group balances and transactions, and any unrealised gains and losses or income and expenses arising from intra-group

transactions, are eliminated in preparing the consolidated financial statements. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment.

3.5 Acquisition of non-controlling interests The recognition of an increase and decrease in ownership interests in subsidiaries without a change in control, is accounted

for as an equity transaction in the consolidated financial statements. Accordingly, any premium or discount on subsequent purchases of an equity instrument from the non-controlling interest is recognised directly in the parent shareholder’s equity.

4. FOREIGN CURRENCY 4.1 Foreign currency transactions Transactions in foreign currencies are translated at the foreign exchange rate ruling at the date of the transaction. Monetary

assets and liabilities denominated in foreign currencies at the reporting date are retranslated to the respective functional currencies of the Group’s entities at the foreign exchange rate ruling at that date. The foreign currency gain or loss on monetary items is the difference between amortised cost in the functional currency at the beginning of the period, adjusted for the effective interest and payments during the period, and the amortised cost in foreign currency translated at the exchange rate at the end of the period. Foreign exchange differences arising on translation are recognised in profit or loss. Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the exchange rate at the date of the transaction. Non-monetary assets and liabilities denominated in foreign currencies that are stated at fair value are translated to South African rand at foreign exchange rates ruling at the date that the fair value was determined.

4.2 Foreign operations The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated

to South African rand at foreign exchange rates ruling at the reporting date. The revenues and expenses of foreign operations, excluding foreign operations in hyperinflationary economies, are translated to South African Rand at rates approximating the foreign exchange rates ruling at the dates of the transactions. Foreign exchange differences arising on the translation are recognised directly in other comprehensive income and presented in the foreign currency translation reserve in equity.

Foreign exchange gains and losses arising from the settlement of a monetary item receivable from or payable to a foreign operation that is neither planned nor likely in the foreseeable future, are considered to form part of a net investment in a foreign operation. Foreign exchange differences as such are recognised in other comprehensive income and presented in the foreign currency translation reserve in equity.

ACCOUnTInG POLICIESCONTINUED


5. PROPERTY, PLANT AND EQUIPMENT 5.1 Owned assets Items of property, plant and equipment, except for land and buildings, are measured at cost less accumulated depreciation and

accumulated impairment losses. Refer to note 9 for the accounting of impairment.

Cost includes expenditure that is directly attributable to the acquisition of the asset. The cost of self-constructed assets includes the cost of materials and direct labour, any other costs directly attributable to bringing the assets to a working condition for their intended use, and the costs of dismantling and removing the items and restoring the site on which they are located. Borrowing costs related to the acquisition, construction or production of qualifying assets are capitalised as part of the cost of such asset.

The revaluation model is applied to land and buildings. Revaluations are made with sufficient regularity, to ensure that the carrying amount does not differ materially from fair value, and the entire class is re-valued.

When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items of property, plant and equipment.

Gains or losses on disposal of an item of property, plant and equipment are determined by comparing the proceeds from disposal with the carrying amount of property, plant and equipment and are recognised net within ‘other expenses’ in profit or loss. When re-valued assets are sold, the amounts included in the revaluation surplus reserve are transferred to retained earnings.

5.2 Leased assets Leases in terms of which the Group assumes substantially all the risks and rewards of ownership are classified as finance leases.

Upon initial recognition, the leased asset is measured at an amount equal to the lower of its fair value and the present value of the minimum lease payments. Subsequent to initial recognition, the asset is accounted for in the same manner as owned items of property, plant and equipment.

Other leases are classified as operating leases and these leased assets are not recognised in the Group’s statement of financial position.

5.3 Subsequent costs The Group recognises in the carrying amount of an item of property, plant and equipment, the cost of replacing a part of such

an item when that cost is incurred, if it is probable that the future economic benefits embodied with the part will flow to the Group and its cost can be measured reliably. The carrying amount of the replaced part is derecognised. The costs of day-to-day servicing of property, plant and equipment are recognised in profit or loss as incurred.

5.4 Depreciation Depreciation is recognised in profit or loss on a straight-line basis over the estimated useful lives of each part of an item of

property, plant and equipment. Land is not depreciated. Leased assets are depreciated over the shorter of the lease term and their useful lives unless it is reasonably certain that the Group will obtain ownership at the end of the lease term. The estimated useful lives for the current and comparative periods are as follows:

• Buildings 50 years • Furniture, fittings and office equipment 6 to 7 years • Electronic and computer equipment 3 to 5 years • Leasehold improvements 5 to 11 years • Mainframe equipment 5 to 6 years • Vehicles 4to5years

The depreciation methods, useful lives and residual values are reassessed at each reporting date.




6. INTANGIBLE ASSETS 6.1 Goodwill and trade name Until 30 June 2009 business combinations were accounted for by applying the purchase method. Business combinations

occurring on or after 1 July 2009 are accounted for by applying the acquisition method. Goodwill arises on acquisition of subsidiaries, associates and joint ventures. The trade name consists of the Gijima trade name which arose from the acquisition of the information technology business of Gijima during the 2005 financial year. The useful life has been assessed as 20 years and is amortised as such. The Group measures goodwill as the fair value of the consideration transferred, including the recognised amount of any non-controlling interest in the acquiree, less the net recognised amount (generally the fair value) of the identifiable assets acquired and liabilities assumed, all measured as of the acquisition date.

Acquisitions of non-controlling interests are accounted for as transactions with equity holders in their capacity as equity holders and therefore no goodwill is recognised as a result of such transactions.

Goodwill is stated at cost less any accumulated impairment losses. Goodwill is allocated to cash-generating units and is not amortised but is tested annually for impairment. Refer to note 9 for the accounting of impairment.

The trade name is stated at cost less accumulated amortisation. The trade name is allocated to cash-generating units and is amortised over its useful life. The appropriateness of the useful life is assessed on an annual basis.

6.2 Research and development Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical knowledge and

understanding, is recognised in profit or loss when incurred.

Expenditure on development activities, whereby research findings are applied to a plan or design for the production of new or substantially improved products and processes, is capitalised if the product or process is technically and commercially feasible, the Group intends to and has sufficient resources to complete the development, intends to use or sell the asset and the development costs can be measured reliably. The expenditure capitalised includes the cost of materials, direct labour and an appropriate proportion of normal overheads that are directly attributable to preparing the asset for its intended use. Other development expenditure is recognised in profit or loss as incurred. Capitalised development expenditure is measured at cost less accumulated amortisation and impairment losses.

6.3 Software Software which have finite useful lives, are measured at cost less accumulated amortisation and accumulated impairment losses.

6.4 Subsequent expenditure Subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the specific asset to

which it relates. All other expenditure, including expenditure on internally generated goodwill and brands, is recognised in profit or loss as incurred.

6.5 Amortisation Amortisation is recognised in profit or loss on a straight-line basis over the estimated useful lives of intangible assets unless such

lives are indefinite. Goodwill and intangible assets with indefinite useful lives are tested for impairment at each reporting date. Other intangible assets are amortised from the date they are available for use. The estimated useful lives for the current and comparative periods are as follows:

• Trade name 20 years • Software 3 to 5 years • Client contract 5 years


7. FINANCIAL INSTRUMENTS Non-derivative financial instruments

Non-derivative financial instruments comprise investments in equity and debt securities, trade and other receivables, cash and cash equivalents, loans and borrowings, and trade and other payables.

Non-derivative financial instruments are recognised initially at fair value plus, for instruments not at fair value through profit or loss, any directly attributable transaction costs. Subsequent to initial recognition, non-derivative financial instruments are measured as described below.

Refer to note 15 for the accounting of financial income and expenses.

Other

Other non-derivative financial instruments are measured at amortised cost using the effective interest method, less any impairment losses.

7.1 Recognition and derecognition A financial instrument is recognised if the Group becomes a party to the contractual provisions of the instrument. Financial

assets are derecognised if the Group’s contractual rights to the cash flows from the financial asset expire or if the Group transfers the financial asset to another party without retaining control or substantially transfers all risks and rewards of the asset. Regular way purchases and sales of financial assets are accounted for at trade date, i.e. the date that the Group commits itself to purchase or sell the asset. Financial liabilities are derecognised if the Group’s obligations specified in the contract expire or are discharged or cancelled.

7.2 Subsequent measurement 7.2.1 Investments

Financial instruments held for trading are classified as current assets and are stated at fair value, with any resultant gain or loss recognised in profit or loss.

7.2.2 Trade and other receivables

Trade and other receivables are stated at their amortised cost less impairment losses, using the effective interest method.

7.2.3 Cash and cash equivalents

Cash and cash equivalents comprise cash balances and call deposits. Bank overdrafts that are repayable on demand and form an integral part of the Group’s cash management are included as a component of cash and cash equivalents for the purpose of the statement of cash flows. Cash and cash equivalents are stated at amortised cost.

7.2.4 Trade and other payables

Trade and other payables are stated at amortised cost, using the effective interest method.

7.2.5 Derivative financial instruments Derivative financial instruments are recognised initially at fair value and attributable transaction costs are recognised in

profit or loss when incurred. Subsequent to initial recognition, derivative financial instruments are stated at fair value and changes therein are recognised in profit or loss when incurred.

Economic hedges Hedge accounting is not applied to derivative instruments that economically hedge monetary assets and liabilities

denominated in foreign currencies. Changes in the fair value of such derivatives are recognised in profit or loss as part of foreign currency gains and losses.

7.2.6 Interest-bearing borrowings

Interest-bearing borrowings are recognised initially at fair value less attributable transaction costs. Subsequent to initial recognition, interest-bearing borrowings are stated at amortised cost with any difference between cost and redemption value being recognised in profit or loss over the period of the borrowings on an effective interest basis.



7. FINANCIAL INSTRUMENTS continued 7.3 Offsetting a financial asset and a financial liability Financial assets and financial liabilities are offset and the net amount presented in the statement of financial position when, and

only when, the Group has a current legally enforceable right to set off the recognised amount and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

In accounting for a transfer of a financial asset that does not qualify for de-recognition, the Group does not offset the transferred asset and the associated liability.

8. INVENTORIES Inventories are measured at the lower of cost and net realisable value. The cost of inventories is based on the weighted average principle.

Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses. The cost of finished goods and work in progress comprises design costs, materials, direct labour and other direct costs.

9. IMPAIRMENT 9.1 Financial assets A financial asset is assessed at each reporting date to determine whether there is any objective evidence that it is impaired.

A financial asset is considered to be impaired if objective evidence indicates that one or more events have had a negative effect on the estimated future cash flows of that asset.

An impairment loss in respect of a financial asset measured at amortised cost is calculated as the difference between its carrying amount, and the present value of the estimated future cash flows discounted at the original effective interest rate. An impairment loss in respect of an available-for-sale financial asset is calculated by reference to its fair value.

Individually significant financial assets are tested for impairment on an individual basis. The remaining financial assets are assessed collectively in groups that share similar credit risk characteristics.

All impairment losses are recognised in profit or loss.

An impairment loss is reversed if the reversal can be related objectively to an event occurring after the impairment loss was recognised. For financial assets measured at amortised cost and available-for-sale financial assets that are debt securities, the reversal is recognised in profit or loss.

9.2 Non-financial assets The carrying amounts of the Group’s non-financial assets, other than inventories and deferred tax assets, are reviewed at each

reporting date to determine whether there is any indication of impairment. If any such indication exists, the asset’s recoverable amount is estimated as noted in 9.3.

For goodwill, intangible assets that have an indefinite useful life and intangible assets that are not yet available for use, the recoverable amount is estimated at each reporting date.

The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. In assessing the value in use, estimated future cash flows are discounted to their present value using a discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For purposes of impairment testing, assets are grouped together into the smallest groups of assets that generate cash inflows from continuing use that are largely independent of the cash flows of other assets or groups of assets (the ‘cash-generating unit’). The goodwill acquired in a business combination, for the purpose of impairment testing, is allocated to cash-generating units that are expected to benefit from the synergies of the combination.

An impairment loss is recognised whenever the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount. Impairment losses are recognised through profit and loss.

Impairment losses recognised in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to cash-generating units (group of units), and thereafter to reduce the carrying amount of the other assets in the unit (group of units) on a pro rata basis.



9.3 Calculation of recoverable amount

Non-financial assets

The recoverable amount of other assets is the greater of its value in use and its fair value less costs to sell. In assessing the value in use, estimated future cash flows are discounted to their present value using a discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate largely independent cash inflows, the recoverable amount is determined for the cash-generating unit to which the asset belongs.

9.4 Reversals of impairment Non-financial assets

An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment losses recognised in prior periods are assessed at each reporting date for any indication that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount.

An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation as if no impairment loss had been recognised.

10. SHARE CAPITAL 10.1 Ordinary share capital Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares are recognised directly

in equity, net of any tax effects.

10.2 Repurchase of share capital When share capital recognised as equity is repurchased, the amount of the consideration paid is recognised as a deduction

from equity. Incremental costs directly attributable are recognised directly in equity. Repurchased shares are classified as treasury shares and are presented as a deduction from total equity. When treasury shares are sold or reissued subsequently, the amount received is recognised as an increase in equity, and the resulting surplus or deficit on the transaction is transferred to / from retained earnings.

10.3 Dividends Dividends are recognised as a liability in the period in which they are declared.

11. EMPLOYEE BENEFITS 11.1 Defined contribution plans A defined contribution plan is a post-employment benefit under which an entity pays fixed contributions into a separate entity

and with no legal or constructive obligation to pay further amounts. The Group operates a defined contribution pension plan and a defined contribution provident fund. Obligations for contributions to defined contribution pension plans are recognised as an employee benefit expense in profit or loss when they are due. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in future payments is available.

11.2 Share-based payment transactions The Group operates an equity-settled share-based compensation plan for senior employees and executives.

Equity-settled share-based payments are measured at fair value at the date of grant. The fair value determined at the grant date of the equity-settled share-based payments is recognised as an employee expense on a straight-line basis over the vesting period with a corresponding entry to equity. The expense takes into account the best estimate of the number of shares that are expected to vest, except for when forfeiture is due to share prices not achieving the threshold for vesting.

Non-market conditions such as time based vesting conditions and non-market performance conditions are included in assumptions about the number of notional shares that are expected to vest. At each reporting date, the entity revises its estimates on the number of notional shares that are expected to vest, except for when forfeiture is due to share prices not achieving the threshold for vesting. It recognises the impact of the revision of original estimates in profit or loss, with a corresponding adjustment to equity. When the notional shares are exercised or share awards vest, the proceeds received, net of any directly attributable transaction costs, are credited to share capital.



11. EMPLOYEE BENEFITS continued 11.3 Short-term benefits Short-term employee benefit obligations are measured on an undiscounted basis and are expensed as the related service

is provided.

An accrual is recognised for the amount expected to be paid under the short-term cash bonus accrual, commissions accrual or profit-sharing plans if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

12. PROVISIONS A provision is recognised in the statement of financial position when the Group has a present legal or constructive obligation, that

can be estimated reliably, as a result of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation. If the effect is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. The unwinding of the discount is recognised as a finance cost.

12.1 Warranties A provision for warranties is recognised when the underlying products or services are sold. The provision is based on historical

warranty data and a weighting of all possible outcomes against their associated probabilities.

12.2 Restructuring A provision for restructuring is recognised when the Group has approved a detailed and formal restructuring plan, and the

restructuring has either commenced or has been announced publicly. Future operating costs are not provided for.

12.3 Onerous contracts A provision for onerous contracts is recognised when the expected benefits to be derived by the Group from a contract are

lower than the unavoidable cost of meeting its obligations under the contract. The provision is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract. Before a provision is established, the Group recognises any impairment loss on the assets associated with the contract.

13. REVENUE Revenue from the sale of goods is recognised in profit or loss when the significant risks and rewards of ownership have been

transferred to the buyer and the amount of revenue can be measured reliably. Revenue from the sale of goods is measured at the fair value of the consideration received or receivable, net of allowances, trade discounts and volume rebates. No revenue is recognised if there are significant uncertainties regarding recovery of the consideration due, associated costs or the possible return of goods or continuing management involvement with the goods. Early settlement discounts to customers have been set off against revenue.

Revenue from services rendered is recognised in profit or loss in proportion to the stage of completion of the transaction at the reporting date. The stage of completion is assessed by reference to surveys of work performed.

13.1 Sale of goods and software licences Revenue from the sale of software licences and goods is recognised when significant risks and rewards of ownership of

the software and goods are transferred to the buyer in accordance with the relevant agreement.

13.2 Long-term and fixed-price contracts Revenue from long-term and fixed-price contracts is based on the stage of completion. The stage of completion is determined

by reference to surveys of work performed.

13.3 Time and material contracts Revenue from time and material contracts is recognised based on the actual time spent and materials used to date.



14. EXPENSES 14.1 Lease payments 14.1.1 Operating lease payments

Payments made under operating leases are recognised in profit or loss on a straight-line basis over the term of the lease. Lease incentives received are recognised as an integral part of the total lease expense, over the term of the lease.

14.1.2 Finance lease payments

Minimum lease payments are apportioned between the finance expense and the reduction of the outstanding liability. The finance expense is allocated to each period during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability. The interest expense component of finance lease payments is recognised in profit or loss using the effective interest rate method.

15. FINANCE INCOME AND EXPENSES Finance income comprises interest income of funds invested, dividend income, changes in the fair value of financial assets at fair value

through profit or loss and gains on hedging instruments that are recognised in profit or loss. Interest income is recognised as it accrues, using the effective interest method. Dividend income is recognised in profit or loss on the date that the Group’s right to receive payment is established, which in the case of quoted securities is the ex-dividend date.

Finance expenses comprise interest expense on borrowings, changes in the fair value of financial assets at fair value through profit or loss. Impairment losses recognised on financial assets and losses on hedging instruments are recognised in profit or loss.

16. INCOME TAX Income tax expense comprises current and deferred tax. Income tax is recognised in profit or loss except to the extent that it relates

to items recognised directly in equity or other comprehensive income, in which case it is recognised in equity or the statement of comprehensive income.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous years.

Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Temporary differences not provided for include, goodwill not deductible for tax purposes, the initial recognition of assets or liabilities that affect neither accounting nor taxable profit, and differences relating to investments in subsidiaries, joint ventures and associates to the extent that they will probably not reverse in the foreseeable future. Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences when they reverse, based on the laws that have been enacted or substantively enacted at the reporting date.

A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefits will be realised.

Significant judgements made

The cash generating capability of Gijima Holdings Proprietary Limited was determined by discounting the future cash flows generated from continuing operations (value in use basis). After considering future outcome expectations and taking into account past experience, the cash flow projections were based on the 2013/2014 budget and the four year business plan thereafter.

17. EARNINGS PER SHARE The Group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by dividing the

profit or loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during the period. Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding for the effects of all dilutive potential ordinary shares, which comprise share options granted to employees if settled on an equity basis.



18. SEGMENT REPORTING The Group’s reportable segments are based on three business segments being System Engineering, Services and Discrete Solutions.

The Group presents reportable segments based on information that is internally provided to the CEO, who is the Group’s chief operating decision-maker. Segment results reported to the CEO include items directly attributable to a segment as well as those items that can be allocated on a reasonable basis. Unallocated items comprise mainly other corporate expenses, exchange rate gains and losses on translation and net financial expenses.

19. NON-CURRENT ASSETS HELD-FOR-SALE Non-current assets (or disposal groups comprising assets and liabilities) that are expected to be recovered primarily through sale

rather than through continuing use are classified as held-for-sale. Immediately before classification as held for sale, the assets (and all assets and liabilities in a disposal group) are remeasured in accordance with the Group’s accounting policies. Upon initial classification as held for sale, non-current assets and disposal groups are measured at the lower of the carrying amount and fair value less costs to sell, except where these assets are already measured at fair value or are otherwise excluded from the measurement rule by IFRS 5. Any impairment loss on a disposal group is first allocated to goodwill, and then to the remaining assets and liabilities on a pro rata basis, except that no loss is allocated to inventories, financial assets, deferred tax assets and employee benefit assets, which continue to be measured in accordance with the Group’s accounting policies.

Impairment losses on initial classification as held for sale are included in profit or loss, even when there is a revaluation which has previously been recognised in equity with respect to that asset. The same applies to gains and losses on subsequent remeasurement. Gains are not recognised in excess of any cumulative impairment losses.

A discontinued operation is a component of the Group’s businesses, where the operations and cash flows can be clearly distinguished from the rest of the Group and which:

• Represents a separate major line of business or geographical area of operations; • Is part of a single co-ordinated plan to dispose of a separate line of business or geographical area of operations; or • Is a subsidiary acquired exclusively with a view to re-sell.

Classification as a discontinued operation occurs on the earlier of the effective date of the disposal and when the operation meets the criteria to be classified as held for sale.

When an operation is classified as a discontinued operation, the comparative income statement is restated as if the operation had been discontinued from the start of the comparative year.

20. NEW STANDARDS AND INTERPRETATIONS NOT YET ADOPTED Standards and Interpretations not yet effective for years ending June 2013 The relevant Standards and Interpretations which are not yet effective are identified in the table below, together with the dates on

which these were issued by the IASB and the APB respectively:

Amendment to IFrS 1 ‘First time adoption’ on government loans – effective for annual periods beginning on or after 1 January 2013 This amendment addresses how a first-time adopter would account for a government loan with a below-market rate of interest when

transitioning to IFRS. This will have no impact on the Group’s consolidated financial statements.

Amendment to IFRS 7 Financial Instruments: Disclosures – Asset and Liability offsetting – effective for annual periods beginning on or after 1 January 2013

The IASB has published an amendment to IFRS 7, ‘Financial instruments: Disclosures’, reflecting the joint requirements with the FASB to enhance current offsetting disclosures. These new disclosures are intended to facilitate comparison between those entities that prepare IFRS financial statements to those that prepare financial statements in accordance with US GAAP. This will have no impact on the Group’s consolidated financial statements.

IAS 19 Employee benefits – effective for annual periods beginning on or after 1 January 2013 The IASB has issued an amendment to IAS 19, ‘Employee benefits’, which makes significant changes to the recognition and measurement

of defined benefit pension expense and termination benefits, and to the disclosures for all employee benefits. This will not have an impact on the Group’s consolidated financial statements.



20. NEW STANDARDS AND INTERPRETATIONS NOT YET ADOPTED continued IFRS 9 (2009) Financial Instruments This IFRS is part of the IASB’s project to replace IAS 39. IFRS 9 addresses classification and measurement of financial assets and

replaces the multiple classification and measurement models in IAS 39 with a single model that has only two classification categories: amortised cost and fair value. This is not expected to have a significant impact on the Group’s consolidated financial statements.

IFRS 9 (2010) Financial Instruments The IASB has updated IFRS 9, ‘Financial instruments’ to include guidance on financial liabilities and de-recognition of financial instruments.

The accounting and presentation for financial liabilities and for derecognising financial instruments has been relocated from IAS 39, ‘Financial instruments: Recognition and measurement’, without change, except for financial liabilities that are designated at fair value through profit or loss. This is not expected to have a material impact on the Group’s consolidated financial statements.

Amendments to IFRS 9 (2010) Financial Instruments The IASB has published an amendment to IFRS 9, ‘Financial instruments’, that delays the effective date to annual periods beginning

on or after 1 January 2015. The original effective date was for annual periods beginning on or after 1 January 2013. The amendment confirms the importance of allowing entities to apply the requirements of all the phases of the project to replace IAS 39 at the same time. The requirement to restate comparatives and the disclosures required on transition have also been modified. This is not expected to have a material impact on the Group’s consolidated financial statements.

IFRS 10 Consolidated Financial Statements – effective for annual periods beginning on or after 1 January 2013 This standard builds on existing principles by identifying the concept of control as the determining factor in whether an entity should

be included within the consolidated financial statements. This is not expected to have a material impact on the Group’s consolidated financial statements.

IFRS 11 Joint Arrangements – effective for annual periods beginning on or after 1 January 2013 IFRS 11 establishes that classification of the joint arrangement depends on whether parties have rights to and obligations for the

underlying assets and liabilities. In terms of IFRS 11, all joint ventures will have to be equity accounted. This is not expected to have a material impact on the Group’s consolidated financial statements.

IFRS 12 Disclosure of Interests in Other Entities – effective for annual periods beginning on or after 1 January 2013 IFRS 12 combines, in a single standard, the disclosure requirements for subsidiaries, associates and joint arrangements, as well as

unconsolidated structured entities. The amendments to the standard’s disclosure requirements will be applied to the Group’s 2014 consolidated financial statements.

IFRS 13 Fair Value Measurement – effective for annual periods beginning on or after 1 January 2013 IFRS 13 introduces a single source of guidance on fair value measurement for both financial and non-financial assets and liabilities by

defining fair value, establishing a framework for measuring fair value and setting out disclosure requirements for fair value measurements. This is expected to have an impact on the fair valuing of the Group’s financial assets and liabilities, although not significant.

IAS 27 (revised 2011) Separate financial statements – effective for annual periods beginning on or after 1 January 2013 This standard includes the provisions on separate financial statements that remain after the control provisions of IAS 27 have been

included in the new IFRS 10. This is not expected to have a material impact on the Group’s consolidated financial statements.

IAS 28 (revised 2011) Associates and joint ventures – effective for annual periods beginning on or after 1 January 2013 This standard includes the requirements for joint ventures, as well as associates, to be equity accounted following the issue of IFRS 11.

This is not expected to have a material impact on the Group’s consolidated financial statements.

Amendments to IAS 32 Financial Instruments: Presentation – effective for annual periods beginning on or after 1 January 2014 The IASB has issued amendments to the application guidance in IAS 32, ‘Financial instruments: Presentation’, that clarify some of the

requirements for offsetting financial assets and financial liabilities on the balance sheet. The amendments to the standard’s presentation requirements will be applied to the Group’s 2014 consolidated financial statements

Amendment to the transition requirements in IFRS 10 ‘Consolidated financial statements’, IFRS 11 ‘Joint Arrangements’, and IFRS 12 ‘Disclosure of interests in other entities’ – effective for annual periods beginning on or after 1 January 2013

TheamendmentclarifiesthatthedateofinitialapplicationisthefirstdayoftheannualperiodinwhichIFRS10isadopted−forexample, 1 January 2013 for a calendar-year entity that adopts IFRS 10 in 2013. Entities adopting IFRS 10 should assess control at the date of initial application; the treatment of comparative figures depends on this assessment. This is not expected to have a material impact on the Group’s consolidated financial statements.



20. NEW STANDARDS AND INTERPRETATIONS NOT YET ADOPTED continued Amendments to IFRS 10 ‘Consolidated financial statements’, IFRS 12 and IAS 27 for investment entities – effective for annual

periods beginning on or after 1 January 2014 The amendments mean that many funds and similar entities will be exempt from consolidating most of their subsidiaries. Instead they

will measure them at fair value through profit or loss. The amendments give an exception to entities that meet an ‘investment entity’ definition and which display particular characteristics. This is not expected to have a material impact on the Group’s consolidated financial statements.

21. DETERMINATION OF FAIR VALUES A number of the Group’s accounting policies and disclosures require the determination of fair value, for both financial and non-

financial assets and liabilities. Fair values have been determined for measurement and/or disclosure purposes based on the following methods. When applicable, further information about the assumptions made in determining fair values is disclosed in the notes specific to that asset or liability.

21.1 Inventories The fair value of inventories is determined based on its estimated selling price in the ordinary course of business less the

estimated costs of completion and sale, and a reasonable profit margin based on the effort required to complete and sell the inventories.

21.2 Trade and other receivables The fair value of trade and other receivables, is estimated as the present value of future cash flows, discounted at the market

rate of interest at the reporting date.

21.3 Derivatives The fair value of forward exchange contracts is based on their listed market price, if available. If a listed market price is not

available, then fair value is estimated by discounting the difference between the contractual forward price and the current forward price for the residual maturity of the contract using a risk-free interest rate (based on government bonds).

21.4 Non-derivative financial liabilities Fair value, which is determined for disclosure purposes, is calculated based on the present value of future principal and interest

cash flows, discounted at the market rate of interest at the reporting date. In respect of the liability component of convertible notes, the market rate of interest is determined by reference to similar liabilities that do not have a conversion option. For finance leases the market rate of interest is determined by reference to similar lease agreements.

21.5 Share-based payment transactions The fair value of employee share options is measured using a binomial lattice model. The fair value of share appreciation rights

is measured using the Black-Scholes formula. Measurement inputs include share price on measurement date, exercise price of the instrument, expected volatility (based on weighted average historic volatility adjusted for changes expected due to publicly available information), weighted average expected life of the instruments (based on historical experience and general option holder behaviour), expected dividends, and the zero-coupon interest rate (based on government bonds). Service and non-market performance conditions attached to the transactions are not taken into account in determining fair value.

21.6 Interest rates used for determining fair values The interest rates used to discount estimated cash flows, where applicable, are based on the government yield curve at the

reporting date plus an adequate constant credit spread, and were as follows:

2013%

2012%

Loans and borrowings 7,50 to 8,00 8,00 to 11,7 Leases 8,48 to 11,20 8,19 to 11,7



nOTES TO THE AnnUAL FInAnCIAL STATEMEnTSFOR THE YEAR ENDED 30 JUNE 2013

1. SEGMENT INFORMATION GrOUP From July 2012, the Group implemented a new reporting structure comprising Systems Engineering, Services and Discrete Solutions. This

represents a change from the Professional and Managed Services groupings previously reported. As a result the segmental analysis has been restated.

The Systems Engineering division (previously Professional Services) houses the Company’s various project environments, including custom and packaged solutions, as well as infrastructure projects.

The Services division (previously Managed Services) is responsible for the various support environments, including field operations, for end-user computing, business applications, infrastructure support and the integrated service centre.

All other focused businesses are grouped under the Discrete Solutions division, including the training and placement business, voice business, Namibian operation as well as MineRP up to the date of its disposal.

Segment assets and liabilities are not reviewed by management.

The results of MineRP are disclosed separately under sale of subsidiaries. (Refer note 8)

For each of the strategic business units, the Group’s CEO (the chief operating decision maker of the Group) reviews internal management reports on a monthly basis.

Performance is measured based on segment profit before interest and income tax, as included in the internal management reports that are reviewed by the Group’s CEO. Segment profit is used to measure performance as management believes that such information is the most relevant in evaluating the results of certain segments relative to other entities that operate within these industries.



1. SEGMENT INFORMATION continuedInformation regarding the results of each reportable segment is included below:

Group

Restated2013 2012

revenueSegment

results RevenueSegment

resultsr’000 r’000 R’000 R’000

Systems Engineering 229 362 (254 163) 431 593 (45 214)Services 1 169 727 (31 407) 1 433 171 37 240 Discrete Solutions 459 196 38 448 381 557 34 974 MineRP Businesses (refer note 8) 86 017 83 082 310 829 5 644

1 944 302 (164 040) 2 557 150 32 644 Elimination of discontinued operations (86 017) (310 829)Internal revenue adjustment (9 897) (27 082)

1 848 388 2 219 239

Discontinued operations: (refer note 8)Elimination of discontinued operations 16 551 (23 003)Elimination of reclassification of currency translation on net investments as part of disposal of business from non-distributable reserves (41 332) –Elimination of profit on disposal of business (63 479) –

(252 300) 9 641 Unallocated items: Other corporate expenses (22 005) (28 919)Reclassification of currency translation differences on foreign operations from non-distributable reserves (38 341) – Retrenchment costs (16 393) (43 678)Loss on sale of property, plant and equipment and intangible assets (358) (168)Reclassification of currency translation on net investments (2 496) – Exchange rate losses on transactions (3 703) (8 972)

Operating loss (335 596) (72 096)Financial income 2 878 6 353 Financial expenses (38 560) (29 314)

Loss before tax from continuing operations (371 278) (95 057)Income tax 78 044 25 444

Loss for the year from continuing operations (293 234) (69 613)

nOTES TO THE AnnUAL FInAnCIAL STATEMEnTSFOR THE YEAR ENDED 30 JUNE 2013 CONTINUED


1. SEGMENT INFORMATION continuedRestated

2013 2012revenue Revenue

The reportable segments operate in the following industries: r’000 R’000

Mining 226 465 260 378 Manufacturing 439 316 390 327 Telecommunications 67 479 24 150 Financial services 344 745 500 199 Retail and hospitality 59 651 51 224 Public sector 648 825 893 426 Other 61 907 99 535

1 848 388 2 219 239

In presenting information on the basis of geographical segments, segment revenue is based on the geographical location of its offices.

Restated2013 2012

revenueOperating

profit RevenueOperating

profitGeographical information r’000 r’000 R’000 R’000

Southern Africa 1 848 388 (335 060) 2 219 239 (70 799)Foreign – (536) – (1 297)

1 848 388 (335 596) 2 219 239 (72 096)

Major customers Revenue from two customers represents approximately R246 million (2012: R545 million) of the Group’s total revenues of which R137 million relates to manufacturing sector (2012: R295 million relates to the public sector) and R109 million (2012: R249 million) to the financial services sector.



Group

Restated2013 2012

r’000 R’000

2. OPERATING LOSS BEFORE FINANCING COSTSOperating loss before financing costs is arrived at after taking into account:

2.1 Revenue from– Sale of goods 451 321 415 725 – Rendering of services 1 397 067 1 803 514

1 848 388 2 219 239

Revenue from– Sale of goods (%) 24 19– Rendering of services (%) 76 81

100 100

2.2 Auditors’ remuneration– Audit fees 5 664 4 378– Other services 763 682

6 427 5 060

2.3 Depreciation: Property, plant and equipment (refer note 6)– Buildings 208 106 – Computer equipment 18 287 19 284 – Furniture and fittings 5 460 4 522 – Office equipment 1 749 1 666 – Motor vehicles 218 279

25 922 25 857

2.4 Amortisation: Intangible assets (refer note 9)– Amortisation of trade name 2 338 2 336 – Amortisation of software 14 397 15 001 – Amortisation of client contract 2 583 2 583

19 318 19 920

2.5 Loss on disposal of intangibles and property, plant and equipment 347 98



Group

Restated2013 2012

r’000 R’000

2. OPERATING LOSS BEFORE FINANCING COSTS continued2.6 Foreign exchange gains and losses

Foreign exchange lossesLoss on foreign exchange contracts 356 653 Loss on foreign exchange transactions 3 703 8 972 Reclassification of currency translation differences on foreign operations from other comprehensive income 38 341 –Reclassification of currency translation on net investments of foreign operations from other comprehensive income (refer note 8) 2 496 –

Total foreign exchange losses 44 896 9 625

The foreign exchange losses resulted mainly from the revaluation of foreign trade receivable and payable balances and inter-group loan accounts denominated in Australian dollars, Canadian dollars, US dollars,Chilean peso, Turkish Lira and Euros to spot rate (refer note 27).

Foreign exchange gains/(losses) recognised in other comprehensive incomeCurrency translation differences of foreign operations 44 176 2 844 Currency translation on net investments for foreign operations# 12 988 11 496 Reclassification of currency translation differences on foreign operations from non-distributable reserves to the income statement 38 341 – Reclassification of currency translation on investments in foreign operations from non-distributable reserves to the income statement# (38 836) –Income tax expense on currency translations recognised in other comprehensive income (2 825) (34)

Total foreign exchange gain recognised in other comprehensive income 53 844 14 306

# The accounting policy incorporates the effects of IAS 21.15 (The effects of changes in Foreign Exchange Rates) from 1 July 2009 to 31 October 2012. The effect is that the Group’s profits were not impacted by exchange rate gains and losses on translation of certain inter-group loan accounts denominated in foreign currencies as these translation differences were recorded in the statement of comprehensive income up to 31 October 2012. This treatment followed management’s assessment and classification of the underlying inter-group loan accounts as part of Gijima’s net investment in the relevant foreign operations. As a result of the sale of MineRP (refer note 8) the inter-group loan accounts no longer form part of the net investment in foreign operations and is reclassified from other comprehensive income to the income statement.

Attributable to:Owners of the parent 53 844 14 306 Non-controlling interest – –

Foreign exchange gains recognised in other comprehensive income, net of income tax 53 844 14 306



Group Company

Restated2013 2012 2013 2012

r’000 R’000 r’000 R’000

2. OPERATING LOSS BEFORE FINANCING COSTS continued 2.7 Impairment of non-current assets and interest in

subsidiary company Charges for the year– Impairment of loans receivable (refer note 7) – – 78 939 78 515

– – 78 939 78 515

2.8 Impairment of current assets Charges for the year

– Increase in provision for impairment of trade receivables

(refer note 12) 49 955 142

– Decrease in provision for impairment of inventory

(refer note 11) (28) (2 401)

– Provision for impairment of loan to sub-contractor 28 538 –

78 465 (2 259)

2.9 Fees for services– Secretarial 562 180 – Professional 12 053 15 234

12 615 15 414

2.10 Rentals in respect of operating leases– Land and buildings 64 151 62 768 – Equipment 19 609 27 955 – Office equipment 832 863 – Computer equipment and software 8 886 5 928 – Vehicles 8 426 6 333

101 904 103 847



2. OPERATING LOSS BEFORE FINANCING COSTS continued2.11 Directors’ and prescribed officers’ remuneration

Directors’ emoluments

Short-term benefits

Appointments resignations Directors’

fees Basic salary Incentives

Share-based

payment expenses Total

r’000 r’000 r’000 r’000 r’000 r’000 r’000

2013Executive directors (as other services)

PJ Bogoshi 31 December 2012 – 2 134 14 – 2 148 CJH Ferreira 8 July 2013 – 3 024 – – 3 024 EA Wilton 9 October 2012 – 1 744 761 – 2 505

non-executive directors RW Gumede 1 818 – – – 1 818

JE Miller 26 November 2013 217 – – – 217 M Macdonald 509 – – – 509 AFB Mthembu 17 May 2013 530 – – – 530 JCL van der Walt 490 – – – 490 VN Fakude 2 April 2013 164 – – – 164 AH Trikamjee 303 – – – 303

Dr MHR Bussin 298 – – – 298

4 329 6 902 775 – 12 006

2012Executive directors (as other services)

PJ Bogoshi – 3 259 28 209 3 496 CJH Ferreira – 2 988 – 155 3 143 DM Zwane-Chikura 2 March 2012 – 2 209 121 – 2 330

non-executive directors RW Gumede 1 740 – – – 1 740 JE Miller 273 273 M Macdonald 501 – – – 501 AFB Mthembu 500 – – – 500 JCL van der Walt 391 – – – 391 VN Fakude 269 – – – 269 AH Trikamjee 260 – – – 260

Dr MHR Bussin 2 March 2012 135 – – – 135

4 069 8 456 149 364 13 038

All directors’ remuneration was paid by subsidiary companies.

Gijima Group Limited, has no employees.



2. OPERATING LOSS BEFORE FINANCING COSTS continued2.11 Directors’ and prescribed officers’ remuneration

continuedAs at 30 June 2013 As at 30 June 2012

Directors’ interest in Indirect Direct TotalShare-

holding Indirect Direct TotalShare-

holdingordinary shares ’000 ’000 ’000 % ’000 ’000 ’000 %

Executive directorsCJH Ferreira (resigned 8 July 2013) 27 430 4 351 31 781 0,80 21 526 1 062 22 588 2,33 non-executive directorsRW Gumede 1 857 234 1 800 1 859 034 46,85 332 610 1 800 334 410 34,53 M Macdonald 4 080 – 4 080 0,10 995 – 995 0,10 JE Miller – – – – – 3 042 3 042 0,31 JCL van der Walt 7 931 295 8 226 0,21 1 935 72 2 007 0,21

1 896 675 6 446 1 903 121 47,96 357 066 5 976 363 042 37,48

Directors’ service contracts None of the service contracts of the executive or non-executive directors contain notice periods in excess of one year, or provide for predetermined compensation on termination exceeding one year’s salary and benefits in kind.

Group

Restated2013 2012

r’000 R’000

2.12 Employee benefits expenseSalaries and wages 997 170 1 212 114

– Permanent 771 626 945 708 – Contractors 225 544 266 406

Pension costs (refer note 23) 79 519 92 610

1 076 689 1 304 724

number of employees employed by reportable segment at 30 JuneSystems Engineering 377 453Services 1 226 1 486Discrete Solutions 438 446Corporate and other 228 250International 49 60

Permanent and contractor employees 2 318 2 695

Learnerships 323 206MineRP (discontinued operations) – 300

2 641 3 201

178 employees were transferred as part of a section 197 transfer, on 1 July 2013,



Group Company

2013

Restated2012 2013 2012

r’000 R’000 r’000 R’000

3. NET FINANCIAL ExPENSE 3.1 Financial income

Interest income on bank deposits 2 874 5 931 – –Dividend income from investments 4 – – – Fair value adjustment – 422 – –

2 878 6 353 – –

3.2 Financial expenses– Interest expense on debtors securitisation measured

at amortised cost (30 797) (28 055) – – – Interest expense on loans measured at amortised cost (7 476) (990) – – – Interest expense on overdraft (287) (269) – –

(38 560) (29 314) – –




Group

2013

Restated 2012

r’000 R’000

4. INCOME TAx South African tax 78 044 25 444

Current tax 9 721 ( 3 637)

– current year 10 047 (3 637) – prior years (326) –

Deferred tax (refer note 10) 68 323 29 081

– current year 67 806 29 093– prior years 517 (12)

78 044 25 444

Group

2013 2012

Before income

tax

Income tax

expense

net of income

tax

Before income

tax

Income tax

expense

Net of income

taxIncome tax recognised in other comprehensive income r’000 r’000 r’000 R’000 R’000 R’000

Currency translation differences for foreign operations 44 176 (2 825) 41 351 2 844 (34) 2 810 Reclassification of currency translation differences on foreign operations from non-distributable reserves to income statement 38 341 – 38 341 – – –Reclassification of currency translation on net investments of foreign operations from non-distributable reserves to income statement (38 836) – (38 836) – – –Currency translation on net investments for foreign operations 12 988 – 12 988 11 496 – 11 496

56 669 (2 825) 53 844 14 340 (34) 14 306

Tax expenses from continuing operations exclude the Group’s share of income tax expenses from discontinued operations of R5 896 thousand (2012: R4 751 thousand). This is included in ‘profit from discontinued operations, net of tax’ in the income statement.

Group

2013

Restated2012

reconciliation of the tax rate r’000 R’000

Loss before tax (371 278) (95 057)

South African statutory tax rate (%) 28,00 28,00 Disallowable expenditure (%) (7,75) (2,67)Income not subject to tax (%) 1,91 1,15 Deferred tax asset derecognised (%) (1,61) –Deferred tax asset – utilisation of assessed loss not recognised in prior year (%) 0,36 0,30 Prior year under provision (%) 0,11 (0,01)

Effective tax rate (%) 21,02 26,77

* The subsidiary Gijima Information Technology Services Proprietary Limited operates in a tax jurisdiction in Namibia with higher tax rates.


5. LOSS PER SHARE Basic loss per share is calculated by dividing the earnings attributable to equity holders of the parent by the weighted average number of ordinary shares in issue during the year.

Group

2013 2012


Dis-continued

operations Total Continuing operations

Dis-continued

operations Total r’000 r’000 r’000 R’000 R’000 R’000

Basic (loss)/profit per share (Loss)/profit attributable to owners of the parent (294 639) 82 471 (212 168) (69 808) 19 023 (50 785)

Weighted average number of ordinary shares in issue (thousands) 1 019 100 1 019 100 1 019 100 961 565 961 565 961 565 Number of ordinary shares in issue 3 961 565 3 961 565 3 961 565 961 565 961 565 961 565 Basic (loss)/profit per share (cents) (28,91) 8,09 (20,82) (7,26) 1,98 (5,28)Basic (loss)/profit per share restated for rights issue (cents) (28,91) 8,09 (20,82) (7,26) 1,98 (5,28)Diluted (loss)/profit per share(Loss)/profit attributable to owners of the parent as calculated above (294 639) 82 471 (212 168) (69 808) 19 023 (50 785)

Weighted average number of ordinary shares for diluted earnings per share (thousands) 1 019 100 1 019 100 1 019 100 961 565 961 565 961 565 Diluted (loss)/profit per share (cents) (28,91) 8,09 (20,82) (7,26) 1,98 (5,28)Diluted (loss)/profit per share restated for rights issue (cents) (28,91) 8,09 (20,82) (7,26) 1,98 (5,28)

The weighted average number of shares was calculated after adjustments for the effects of all potentially dilutive ordinary shares of nil (2012: nil).

Group

2013 2012 r’000 R’000

Weighted number of ordinary shares in issueIssued shares 1 July 961 565 961 565 Effect of rights offer shares issued (3 000 000 000) 57 534 –

Weighted average number of ordinary shares 1 019 099 961 565

In 2013 (2012) there were no dilutive shares.



5. LOSS PER SHARE continued

2013 2012


Dis-continued

operations Total Continuing operations

Dis-continued

operations Total Headline loss per share r’000 r’000 r’000 R’000 R’000 R’000

Reconciliation between earnings and headline earnings:For the year ended 30 JuneNet (loss)/profit attributable to owners of the parent (294 639) 82 471 (212 168) (69 808) 19 023 (50 785)Adjustments:Profit on disposal of business – (63 479) (63 479) – – – Reclassification of currency translation on net investments from other comprehensive income 2 496 (41 332) (38 836) – – – Tax effect of reclassification on net investments – 12 811 12 811 – – – Reclassification of currency translation differences on foreign operations from other comprehensive income 38 341 – 38 341 – – – Loss on sale of property, plant and equipment 347 11 358 98 70 168 Tax effect (97) (3) (100) (27) (20) (47)

Headline loss (253 552) (9 521) (263 073) (69 737) 19 073 (50 664)

Headline (loss)/profit per ordinary share (cents) (24,88) (0,94) (25,82) (7,26) 1,98 (5,28)Headline (loss)/profit per share restated for rights issue (cents) (24,88) (0,94) (25,82) (7,26) 1,98 (5,28)Diluted headline (loss)/profit per ordinary share (cents) (24,88) (0,94) (25,82) (7,26) 1,98 (5,28)Diluted headline (loss)/profit per share restated for rights issue (cents) (24,88) (0,94) (25,82) (7,26) 1,98 (5,28)



6. PROPERTY, PLANT AND EqUIPMENT Group

Total Land and buildings

Computer equipment

Furniture and fittings

Office equipment Vehicles

Assets under construction

r’000 r’000 r’000 r’000 r’000 r’000 r’000

year ended 30 June 2013– Carrying amount at 1 July 2012 89 828 12 501 51 736 18 826 5 924 841 – – Additions 11 543 – 8 840 891 454 19 1 339 – Disposal of subsidiaries

(refer note 8) (7 121) – (6 408) (524) (189) – – – Revaluation of asset – – – – – – – – Disposals and adjustments (489) – (439) (7) (2) (41) – – Depreciation charge (27 171) (208) (19 472) (5 498) (1 764) (229) –

Carrying amount at 30 June 2013 66 590 12 293 34 257 13 688 4 423 590 1 339

At 30 June 2013– Cost 199 218 5 433 137 252 38 314 14 201 2 679 1 339 – Revaluation 9 509 9 509 – – – – – – Accumulated depreciation and

accumulated impairment losses (142 137) (2 649) (102 995) (24 626) (9 778) (2 089) –

Closing carrying amount 66 590 12 293 34 257 13 688 4 423 590 1 339

Leased assets included above comprise:

– Cost 9 636 – 9 339 – – 297 –

– Accumulated depreciation and accumulated impairment losses (4 541) – (4 399) – – (142) –

Closing carrying amount 5 095 – 4 940 – – 155 –

Land and buildings consist of:

• Office Block situated on stand 7565, 2 Bismark Street, Windhoek, Namibia. The land and buildings, acquired in January 2003, at a purchase price of R3,8 million (including improvements) were revalued by an independent qualified Property Valuer.

• A revaluation was carried out for the year ended 30 June 2012. Land and buildings were revalued to N$12,5 million (R12,5 million).

• The revaluation was performed using the discounted cash flow method based on the future net rental income which can be generated by the property, capitalised at a present market related rate.

• The office block was valued based on market-related rental per square metre taking into account the area of office space, storage space and parking, resulting in a market related rental after expenses of R0,77 million. This was capitalised at a discount rate of 9%.

• The carrying amount that would have been recognised had the assets been measured under the cost model would have been R2,7 million

(2012: R2,9 million).

• Erf 7565, Bismark Street, Windhoek is pledged as security for an amount of N$5 million (R5 million).



6. PROPERTY, PLANT AND EqUIPMENT

Total Land and buildings

Computer equipment

Furniture and fittings

Office equipment Vehicles

Assets under construction

R’000 R’000 R’000 R’000 R’000 R’000 R’000

year ended 30 June 2012– Carrying amount at 1 July 2011 81 621 8 769 45 794 21 258 4 952 848 –– Additions 33 514 – 28 288 2 220 2 676 330 –– Business acquired – – – – – – – – Revaluation of asset 3 839 3 839 – – – – – – Disposals and adjustments (511) – (513) (5) 13 (6) – – Depreciation charge (28 635) (107) (21 833) (4 647) (1 717) (331) –

Carrying amount at 30 June 2012 89 828 12 501 51 736 18 826 5 924 841 –

At 30 June 2012– Cost 324 280 3 457 236 671 57 683 23 468 3 001 – – Revaluation 9 509 9 509 – – – – – – Accumulated depreciation and

accumulated impairment losses (243 961) (465) (184 935) (38 857) (17 544) (2 160) –

Closing carrying amount 89 828 12 501 51 736 18 826 5 924 841 –

Leased assets included above comprise:

– Cost 10 080 – 9 973 – – 107 – – Accumulated depreciation and

accumulated impairment losses (4 503) – (4 399) – – (104) –

Closing carrying amount 5 577 – 5 574 – – 3 –


Company

2013 2012 r’000 R’000

7. INVESTMENT AND LOANS IN SUBSIDIARIES UnlistedShares at cost less impairment losses – –Loans owing by Gijima Holdings Proprietary Limited 828 970 787 166 Loans owing by GijimaAst Finance Proprietary Limited 94 013 –

922 983 787 166 Impairment of loans receivable (787 539) (708 600)

Net interest in subsidiary company 135 444 78 566

Gijima Group Limited has subordinated all its rights, title and interest in claims due to it by Gijima Holdings Proprietary Limited, until such time as the subsidiary’s assets, fairly valued, exceed its liabilities. As a result of these agreements, the recoverability of the loan reflected has been impaired until such time as it is reasonably certain that the outstanding balance can be recovered. The loan to Gijima Holdings Proprietary Limited is interest free, unsecured and with no repayment terms.

A detailed list of subsidiary companies is available for inspection at the registered office of the Company.


8. DISPOSAL OF SUBSIDIARIES In November 2012 the Group disposed of its mining technology and consulting businesses (MineRP). (Refer to the Directors’ Report for more information). The comparative consolidated income statement has been restated to show the discontinued operations separately from the continuing operations.

The Board and Executive Committee committed to a plan to sell MineRP early in the 2013 financial year and the transaction was subject to suspensive conditions. All suspensive conditions were met on 9 November 2012.

Discontinued operations

2013 2012 r’000 R’000

Effect of discontinued operations on the consolidated income statement:Revenue 86 017 310 829 Expenses (102 568) (287 826)

results from operating activities (16 551) 23 003 Net financial income 107 771

results from operating activities, after financial expenses (16 444) 23 774 Taxation (refer note 4) 6 915 (4 751)

results from operating activities, net of tax (9 529) 19 023 Gain on sale of business 63 479 – Reclassification of currency translation on net investments from non-distributable reserves 41 332 – Taxation on reclassification of net investments (refer note 4) (12 811) –

Profit for the year 82 471 19 023

Basic earnings per ordinary share (refer note 5) (cents) 8,09 1,98 Diluted earnings per ordinary share (refer note 5) (cents) 8,09 1,98 Headline (loss)/earnings per ordinary share (refer note 5) (cents) (0,94) 1,98 Diluted headline (loss)/earnings per ordinary share (refer note 5) (cents) (0,94) 1,98 Cash flows from discontinued operations:Net cash generated from operating activities 15 559 8 315 Net cash generated from/(used in) investing activities 151 134 (5 803)

Effect on cash flows 166 693 2 512



Discontinued operations

2013 2012 r’000 R’000

8. DISPOSAL OF SUBSIDIARIES continuedEffect of discontinued operations on the consolidated statement of financial position:Property, plant and equipment (refer note 6) (7 121)Intangible assets (1 387)Deferred tax assets (refer note 10) (5 169)Inventories (757)Trade and other receivables (48 257)Current tax assets (7 071)Cash and cash equivalents (22 679)Deferred tax liabilities (refer note 10) 70 Trade and other payables 31 618 Currency translation differences (50 768)

net assets and liabilities (111 521)

Proceeds from the disposal of business 175 000 Cash and cash equivalents from disposal of business (22 679)

net cash inflow 152 321

Consideration received 175 000 Net assets and liabilities (111 521)

Profit on disposal of business 63 479 Reclassification of net investment on disposal of business from non-distributable reserves 41 332

Profit before tax on disposal of business 104 811 Tax on reclassification of net investment on disposal of business from non-distributable reserves (12 811)

Profit on disposal of business 92 000



Group

Total Goodwill Trade name SoftwareClient

contract r’000 r’000 r’000 r’000 r’000

9. INTANGIBLE ASSETSyear ended 30 June 2013Balance at 1 July 2012 141 799 71 354 35 045 25 712 9 688 Additions 2 803 – – 2 803 –Disposal of subsidiaries (refer note 8) (1 386) (1 374) (12)Amortisation charge (19 339) – (2 338) (14 418) (2 583)

Balance at 30 June 2013 123 877 69 980 32 707 14 085 7 105

At 30 June 2013Cost 234 054 106 722 46 727 67 688 12 917 Accumulated amortisation and impairment (110 177) (36 742) (14 020) (53 603) (5 812)

Carrying amount 123 877 69 980 32 707 14 085 7 105

year ended 30 June 2012Balance at 1 July 2011 154 163 71 354 37 381 33 157 12 271 Additions 7 577 – – 7 577 –Amortisation charge (19 941) – (2 336) (15 022) (2 583)

Balance at 30 June 2012 141 799 71 354 35 045 25 712 9 688

At 30 June 2012Cost 262 683 108 096 46 727 94 943 12 917 Accumulated amortisation and impairment (120 884) (36 742) (11 682) (69 231) (3 229)

Carrying amount 141 799 71 354 35 045 25 712 9 688

The remaining useful life of software is between one and five years.

The goodwill and trade name that arose from the merger with the information technology businesses of Gijima in May 2005 was subject to an impairment test at year-end based on the cash generating capability of Gijima Holdings Proprietary Limited, the principal acquirer. The recoverable amount of the unit was determined to be higher than its carrying amount and therefore no impairment charge emanated. Goodwill of R49,3 million arose from the acquisition of the information technology businesses of Gijima. The R49,3 million represents the cost of the acquisition over the fair value of the net assets acquired, after deducting the value of client contracts, adjusted for the impact of the deferred tax implications of IAS 12 and the value of the trade name.

The cash generating capability of Gijima Holdings Proprietary Limited was determined by discounting the future cash flows generated from continuing operations (value in use basis). The recoverable amount was estimated to be to be higher than the carrying amount and no impairment was required. The discount rate was a post-tax measure estimated based on past experience, and an industry average weighted average cost of capital.

The cash flow projections were based on the 2013/2014 budget and the four-year business plan thereafter. A weighted-average-cost-of-capital rate of 17,81% per annum was used in discounting the projected cash flows. Budgeted EBITDA was based on future outcome expectations, taking into account past experience.

The value of the trade name has been separately disclosed and was valued using the relief-from-royalty methodology. This approach recognises that intangible assets have value insofar as the use of these intangible assets give rise to an income stream. The value of these future income streams is based on the income producing capability of the intangible asset, with the after tax net present value of these income streams aggregated to determine the current economic worth of the intangible asset. Factors specific to the Gijima trade name were considered in determining a reasonable royalty rate in the indicative trade name valuation. A royalty rate of 2,0% was deemed appropriate for the indicative Gijima trade name valuation. The useful life of the trade name is estimated to be 20 years and is amortised over this period. The useful life of the trade name is assessed on an annual basis and based on the most current information available. The remaining useful life is 14 years.



Group

2013 2012 r’000 R’000

10. DEFERRED TAxBalance at 1 July 107 865 75 709Current year 73 287 32 201 Over/(under) provision prior years 31 (11)Disposal of MineRP business (refer note 8) (5 099) –Currency translation differences (recognised directly in other comprehensive income) (2 825) (34)

Balance at 30 June 173 259 107 865

2013 2012

Assets Liabilities Total Assets Liabilities Total r’000 r’000 r’000 R’000 R’000 R’000

The deferred tax balances, all calculated at 28%, comprise the following:Capital allowances – (3 963) (3 963) – (4 673) (4 673)Provisions and other allowances 62 701 – 62 701 55 402 – 55 402 Unrealised foreign exchange item – (11 577) (11 577) 731 (234) 497 Income received in advance 15 431 – 15 431 4 781 – 4 781 Liability arising from the straight-lining of operating leases 5 504 – 5 504 6 658 – 6 658 Deferred tax in international structure – – – 2 612 (64) 2 548 Calculated tax loss 151 917 – 151 917 88 252 – 88 252 Prepayments – (1 922) (1 922) – (2 112) (2 112)Section 24C allowances – (31 723) (31 723) – (23 046) (23 046)Deferred tax on intangible assets – (1 989) (1 989) – (2 713) (2 713)Work in progress – (5 865) (5 865) – (7 495) (7 495)Retention debtors – (5 255) (5 255) – (10 200) (10 200)Deferred tax recognised directly in the statement of comprehensive income – – – – (34) (34)

235 553 (62 294) 173 259 158 436 (50 571) 107 865

A subsidiary of the Group, Gijima Information Technology Services Proprietary Limited, has not recognised a deferred tax asset of R4 183 897 (2012: R4 942 232) until such time that it is probable that the future taxable profit will be available to utilise the benefit.

Group

2013 2012 r’000 R’000

11. INVENTORIESFinished goods 6 751 7 727 Impairment of finished goods (7) (35)

6 744 7 692 Work in progress 19 997 26 767

26 741 34 459

Inventory carried at net realisable value 6 070 5 809



Group

2013 2012 r’000 R’000

12. TRADE AND OTHER RECEIVABLESTrade receivables 449 547 570 237 Less: non-current (14 458) (18 213)

Current trade receivables 435 089 552 024 Provision for impairment of trade receivables (80 178) (30 223)

354 911 521 801 Prepayments 14 718 12 763 Short-term loan to sub-contractor 28 538 –Provision for impairment of short-term loan (28 538) –Other receivables 2 336 5 323

371 965 539 887

At 30 June 2013 trade receivables include retention trade receivables of R32,933 million (2012: R36,427 million) relating to contracts.

Trade receivables securitisation Gijima Holdings Proprietary Limited and its subsidiaries collectively entered into a trade receivables securitisation funding programme (“Programme”), which has the following funding and earnings enhancement objectives:

• To create a flexible environment whereby the Group can raise external funding using its trade receivables as security;• To raise funding at an efficient cost;• To facilitate the recurring funding of the Group’s operations; and• To enhance profitability and earnings per share by reducing the Group’s funding rate.

Mechanics of the structure An independently owned special purpose entity, GijimaAst Finance Proprietary Limited (“SPE”) was incorporated and the Group entered into the sale of existing and future trade receivables, and other agreements with the SPE.

The Group maintains the right to manage and administer the collections process. In terms of the Programme, the Group raised R300 million on 21 June 2010 from various investors in the Capital Markets at a fixed rate for a period of three to five years.

The SPE funded the purchase price paid to the Group by issuing 300 million Class A, secured non-amortising zaBBB rated debentures; and 100 million Class B, subordinated, unsecured, non-amortising and unrated debentures in the 2010 financial year, with a Subordinated Funding Ratio of 25%.

The purchase price paid on 21 June 2010 to the Group comprised issuing 104 million Class A1, secured non-amortising zaBBB rated debentures at a fixed rate of 11,199% and 46 million Class A1, secured non-amortising zaBBB rated debentures at a variable rate of Jibar plus 340 basis points maturing on 30 June 2015; 150 million Class A3, secured non-amortising zaBBB rated debentures at a fixed rate based on a five year swap curve plus 370 basis points maturing on 30 June 2017; and 100 million Class B, subordinated, unsecured, non-amortising and unrated debentures.

On 31 December 2012, 38 million class A1, secured non-amortising zaBBB rated debentures at a fixed rate of 11,199% and 7 million class A1, secured non-amortising zaBBB rated debentures at a variable rate maturing on 30 June 2015 was early settled as a result of the sale of the MineRP business in November 2012 (refer note 8). 15 million Class B, subordinated, unsecured, non-amortising and unrated debentures were settled to maintain a Subordinated Funding Ratio of 25%.



12. TRADE AND OTHER RECEIVABLES continuedMechanics of the structure continued From 1 March 2013 the 66 million Class A1, secured non-amortising zaBBB rated debentures at a fixed rate of 11,199% changed to a fixed rate of 9,759% and 39 million Class A1, secured non-amortising zaBBB rated debentures at a variable rate of Jibar plus 340 basis points changed to Jibar plus 450 basis points maturing on 30 June 2015 and the 150 million Class A3, secured non-amortising zaBBB rated debentures at a fixed rate based on a five-year swap curve plus 370 basis points maturing on 30 June 2017 changed to 100 million Class A3 secured non-amortising zaBBB rated debentures at a fixed rate based on a five year swap curve plus 450 basis points and 50 million Class A3 secured non-amortising zaBBB rated debentures at a variable rate of Jibar plus 450 basis points maturing on 30 June 2017.

From 1 June 2013 the funding ratio increased to 27,7% (previously 25%) which resulted in a net increase of 11 million Class B, subordinated, unsecured, non-amortising and unrated debentures.

In June 2013, R4 million class A3, secured non-amortising zaBBB rated debentures at a fixed rate of 10,313% maturing on 30 June 2017 was early settled as a result of the rights issue on 24 June 2013 (refer note 14).

As a result of the rights offer and in terms of funder agreements, a portion of the long term interest bearing borrowings will be settled in the next 12 months (refer notes 18 and 27).

The zaBBB Class A debentures were rated by Global Credit Rating Co. (refer notes 15 and 18).

The Group and the external funders invested in the debentures issued by the SPE. As security to the Class A1 and A3 debenture holders, a cession in securitatem debiti was entered into between the SPE and an established security trust, whereby all rights are ceded to the security trust. The trustees of the security trust subsequently issued a guarantee to the Class A1 and A3 debenture holders. Furthermore, the Group has entered into an option agreement with the trustees of the ownership trust to acquire all the option equity in the SPE, within 90 days after the termination date of the Programme.

The SPE is consolidated in terms of SIC 12 Consolidation – Special Purpose Entities.

The Group’s trade receivables include R389,5 million (2012: R427,9 million) of the SPE’s secured trade receivables which is limited to South African entities. The interest-bearing borrowings of the Group include the R251 million (2012: R300 million) external borrowings by the SPE (refer notes15 and 18).

The financial assets (Class B debenture investments) and the financial liabilities (subordinated loans of the SPE) are eliminated on consolidation.

Since the statements of financial position items are eliminated, it is appropriate to eliminate the corresponding income and expense items, being the interest received from the debentures and the interest paid on the subordinated loans.

The aggregate value at 30 June 2013 and 30 June 2012 of the South African trade receivables which were sold to the SPE consist of the following amounts:

• Gijima Holdings Proprietary Limited, a wholly owned subsidiary of Gijima Group Limited, amounting to R388,0 million (2012: R401,5 million);

• Gijima IT Services Proprietary Limited, a wholly owned subsidiary of Gijima Group Limited, amounting to R0,7 million (2012: R25,2 million);

• Gijima Electronic and Security Systems Proprietary Limited, a wholly owned subsidiary of Gijima Group Limited, amounting to R0,8 million (2012: R1,2 million).



12. TRADE AND OTHER RECEIVABLES continued12.1 Exposure to credit risk

The carrying amount of trade and other receivables represents the maximum credit exposure.

The maximum exposure to credit risk for trade receivables at the reporting date by geographic region was: Group

2013 2012

r’000 R’000

Domestic 425 335 533 846 Namibia 24 212 14 300 Australasian countries – 13 801 Canada – 8 290

449 547 570 237

The maximum exposure to credit risk for trade receivables at the reporting date by type of customer was:Public sector 199 400 296 402 Mining 36 366 88 975 Financial services 54 423 42 374 Manufacturing 63 662 52 762 Retail and hospitality 11 139 8 925 Telecoms 66 366 58 609 Other 18 191 22 190

449 547 570 237

Two of the Group’s most significant customer’s accounts for 13,6% of the trade receivable’s carrying amount at 30 June 2013 (2012: 20%).

12.2 Analysis of ageing of trade receivables2013 2012

Gross Impairment Gross Impairmentr’000 r’000 R’000 R’000

Not past due 279 348 10 345 379 667 36 Past due 1 to 30 days 24 068 107 27 919 46 Past due 31 to 90 days 40 208 1 673 32 231 243 Past due 91 to 120 days 5 668 717 33 964 3 449 More than 120 days 100 255 67 336 96 456 26 449

Total 449 547 80 178 570 237 30 223

The remaining trade receivables profile is considered recoverable.

12.3 Analysis of allowance for impairmentThe movement in the allowance for impairment in respect of trade receivables during the year was as follows:

Group

2013 2012

r’000 R’000

Balance at 1 July 30 223 30 081 Impairment loss raised (refer note 2.8) 49 955 142

Balance at 30 June 80 178 30 223

The allowance for impairment is based on past experience and the prevailing trading conditions relating to specific reportable segments and individual debtors, where risk of non-payment is perceived to be high and where outstanding balances are dated.

The allowance accounts in respect of trade receivables are used to record impairment losses unless the Group is satisfied that no recovery of the amount owing is possible; at that point the amount considered irrecoverable is directly written off against the financial asset.




Group

2013 2012 r’000 R’000

13. CASH AND CASH EqUIVALENTS Cash at bank and in hand 202 985 121 270 Less: overdraft (4 404) (4 235)

198 581 117 035

The weighted average effective interest rate on short-term bank deposits was 5,02% (2012: 6,07%).

The carrying amount of cash and cash equivalents represents the maximum credit exposure.

Group Company

2013 2012 2013 2012 r’000 R’000 r’000 R’000

14. ORDINARY SHARE CAPITALAuthorised1 300 000 000 ordinary shares of 0,10 cent each 1 300 1 300 1 300 1 300 Conversion to non par value shares 1 300 – 1 300 –Increase in authorised share capital 3 700 – 3 700 –

5 000 000 000 ordinary shares of non par value (2012: 1 300 000 000 ordinary share of 0,10 cents each) 5 000 1 300 5 000 1 300

Issued3 968 357 379 ordinary shares of non par value (2012: 968 357 379 ordinary shares of 0,10 cent each ) 778 079 961 800 057 968

Balance at 1 July 961 961 968 968 Convert to par value shares (share premium) 641 710 – 663 681 –

642 671 961 664 649 968

Rights offer shares (3 000 000 0000 ordinary no par value shares) 150 000 150 000 Share issue expenses (14 592) (14 592)

Balance at 30 June 778 079 961 800 057 968

Conversion of ordinary shares with a par value to non par value shares and increase of authorised ordinary sharesOn 9 May 2013 the ordinary shares were approved by Shareholders:

• to be converted from par value shares to non par value shares; and• to increase the authorised ordinary shares to 5 000 000 000 ordinary shares of no par value.

rights offer shares On 24 June 2013 a rights offer to the value of 3 billion shares at a subscription price of 5 cents per share was issued in the ratio of 309,80298 rights offer shares for every 100 shares held by Shareholders.

Treasury Shares 6 792 070 (2012: 6 792 070) shares are held by Gijima Holdings Proprietary Limited a wholly owned subsidiary of Gijima Group Limited from the 2009 financial year.


Group

2013 2012 r’000 R’000

14. ORDINARY SHARE CAPITAL continuednon-controlling interestsBalance at 1 July (3 010) (3 205)Share of net profit in subsidiaries 1 405 195

Balance at 30 June (1 605) (3 010)

30 June 2013 In the current financial year, a 70% owned subsidiary of the Gijima Group Limited incurred a net profit of R4,712 million. 30% of the net profit is transferred to non-controlling interest (refer to statement of changes in equity).

Group

2013 2012r’000 R’000

15. INTEREST-BEARING BORROWINGSLong-term loans 201 752 300 000 Total liability 201 752 300 000

– Securitisation 251 000 300 000 – Breakage fees amortised 752 – – Short-term portion of interest-bearing liabilities (refer note 18) (50 000) –

Liabilities under capitalised finance lease agreements 1 013 1 980

– Total liability 1 981 2 984 – Less: current portion transferred to trade and other payables (968) (1 004)

202 765 301 980

Securitisation For the year ended 30 June 2012 On 21 June 2010 GijimaAst Finance Proprietary Limited funded the purchase price paid to Gijima Holdings Proprietary Limited by issuing 150 of Class A1, 60-month secured non-amortising debentures and by issuing 150 of Class A2, 24 month secured non-amortising rated debentures of R1 million each, and 50 of Class B, subordinated unsecured 60 month non-amortising unrated debentures and 50 of Class B, subordinated unsecured 60-month non-amortising unrated debentures of R1 million each.

The R150 million Class A2 debentures matured on the 30 June 2012. Funding of the A2 debentures was rolled forward for a further five years maturing on the 30 June 2017 as A3 60-month secured non-amortising rated debentures of R1 million each (refer to note 12).

R104 million of Class A1 debentures bear interest at a fixed rate of 11,199% NACq. The remaining R46 million of Class A1 debentures bear interest at a variable rate of Jibar plus 340 basis points.

The Class B debentures bear interest at variable rates.

The A3 debentures are 60-month secured non-amortising rated debentures of R1 million each, and 50 of Class B debentures subordinated, unsecured 60-month non-amortising unrated debentures of R1 million each.

Class A1 and A3 debentures have been awarded a zaBBB credit rating by Global Credit Rating, and have been issued to investors in the Capital Markets.

The Class B debentures have been subscribed for by a subsidiary entity of Gijima Group Limited.



15. INTEREST-BEARING BORROWINGS continuedFor the year ended 30 June 2013 On 31 December 2012, 38 million class A1, secured non-amortising zaBBB rated debentures at a fixed rate of 11,199% and 7 million class A1, secured non-amortising zaBBB rated debentures at a variable rate maturing on 30 June 2015 were early settled as a result of the sale of the MineRP business in November 2012 (refer note 8). 15 million Class B, subordinated, unsecured, non-amortising and unrated debentures were settled to maintain a Subordinated Funding Ratio of 25%.

From 1 March 2013 the 66 million Class A1, secured non-amortising zaBBB rated debentures at a fixed rate of 11,199% changed to a fixed rate of 9,759% and 39 million Class A1, secured non-amortising zaBBB rated debentures at a variable rate of Jibar plus 340 basis points changed to 3-month Jibar plus 450 basis points maturing on 30 June 2015 and the 150 million Class A3, secured non-amortising zaBBB rated debentures at a fixed rate based on a five year swap curve plus 370 basis points maturing on 30 June 2017 changed to 100 million Class A3 secured non-amortising zaBBB rated debentures at a fixed rate based on a five year swap curve plus 450 basis points and 50 million Class A3 secured non-amortising zaBBB rated debentures at a variable rate of 3-month Jibar plus 450 basis points maturing on 30 June 2017.

From 1 June 2013 the funding ratio increased to 27,7% (previously 25%) which resulted in an increase of a net 11 million Class B, subordinated, unsecured, non-amortising and unrated debentures.

In June 2013, R4 million class A3, secured non-amortising zaBBB rated debentures at a fixed rate of 10,313% maturing 30 June 2017 was early settled as a result of the rights issue on 24 June 2013 (refer note 14).

As a result of the rights offer and in terms of funder agreements, a portion of the long-term interest-bearing borrowings will be settled in the next 12 months (refer notes 18 and 27).

rights of funders Should an event of default occur, GijimaAST Finance Proprietary Limited will not be entitled to make any payments whatsoever without the prior written consent of the funders.

Until debentures have been redeemed in full the funders have on a pro rata basis, the rights of first refusal for the provision of any form of debt that the Group may wish to incur in the future.

If Gijima wishes to dispose of any of its businesses, subsidiaries or divisions it shall only be entitled to do so, at any time with the prior written consent of the funders.

Other liabilitiesOther capitalised finance lease liabilities which amount to R2,0 million (2012: R3,0 million) have been entered into. The loan term is five years, the maturity date is 2015; and the repayments are made monthly.

Interest on the finance lease is linked to the prime overdraft rate, at 30 June 2013 the interest rate was 8,5% (2012: 9%). The leases are secured by cession over the assets to which they relate and repayments made monthly (refer note 6).

The present value of other future minimum lease payments under non-cancellable finance leases are as follows: 2013 2012

r’000 R’000

Not later than one year 968 1 004 Later than one year and less than five years 1 013 1 980 Later than five years – –

1 981 2 984 Less: current portion (968) (1 004)

1 013 1 980

Reconciliation of minimum lease payments:Future lease payments 2 109 1 260 Finance cost (128) 1 724

Present value at 30 June 1 981 2 984



Group

2013 2012 r’000 R’000

16. AMOUNTS DUE TO VENDORSThe outstanding amount on acquisition of Cubico Solutions CC: Sellers of Cubico Solutions CC. – 1 967 Less: current portion – (1 967)

Non-current portion – –

17. TRADE AND OTHER PAYABLESTrade payables and accruals 297 075 304 206 Income received in advance 55 974 27 657 Leave pay accrual 48 405 65 912 Current portion of interest-bearing borrowings 968 1 004 Onerous contract 94 452 Payroll and other payables 50 133 65 128

452 649 464 359

Trade payables are subject to normal industry settlement terms.

18. SHORT-TERM PORTION OF INTEREST-BEARING LIABILITIES Securitisation short-term borrowings 50 000 –

50 000 –

The repayment terms of the senior debentures have changed where debentures with a maturity date of 30 June 2015 and 2017 will be settled up to a value of R8 million and R42 million respectively (refer note 15).

Repayment terms are as follows:

• R17 million on 31 August 2013;• R17 million on 30 November 2013 and;• R16 million on 28 February 2014.

The R8 million represents the class A1 debentures which bear interest at a variable rate of 3-month Jibar plus 450 basis points and R42 million class A3 debentures which bear interest at a variable rate of 3-month Jibar plus 450 basis points.




Group

Total

Payroll related

provisionsOnerous

contractsr’000 r’000 r’000

19. PROVISIONSBalance as at 30 June 2013 Balance at the beginning of the year 28 020 5 194 22 826 New provisions raised during the year 15 522 1 646 13 876 Provisions utilised (2 387) (2 387) –

Balance at the end of the year 41 155 4 453 36 702

Balance as at 30 June 2012Balance at the beginning of the year 2 931 2 931 – New provisions raised during the year 25 382 2 556 22 826 Provisions utilised (293) (293) –

Balance at the end of the year 28 020 5 194 22 826

Onerous contracts relate to a customer and supplier contract of which the timing of cash flows are uncertain.

Group

2013 2012 r’000 R’000

20. COMMITMENTSCapital commitmentsFuture capital commitments 61 27

Total not later

than one year

Later than one year and

less than five years

Later than five years

Future operating lease commitments r’000 r’000 r’000 r’000

Land and buildings 271 327 48 952 202 736 19 639

21. FOREIGN ExCHANGE POSITION The following forward exchange contracts were entered into.

2013 2012

Foreign currency

rand amount

Fair value

FEC liability

Foreign currency

Randamount

Fair value

FEC liability

’000 r’000 r’000 r’000 ’000 R’000 R’000 R’000

US Dollars 984 9 993 9 799 194 805 6 761 6 628 133 Euro 561 7 415 7 299 116 410 4 330 4 303 27

17 408 17 098 310 11 091 10 931 160

The forward exchange contracts (“FEC”) relate to specific foreign trade payable exposures on the statement of financial position and were entered into to cover foreign commitments not yet due. The forward exchange contracts will be utilised for the purposes of trade during the next financial year. The foreign exchange contracts have maturity dates ranging from 2 July 2013 to 9 September 2013.


Group

2013 2012 r’000 R’000

22. CONTINGENT LIABILITIESBank and other guarantees At 30 June the Group had contingent liabilities in respect of registered performance bonds, bank lease and other guarantees, split between currencies as set out below.Gijima Information Technology Services Proprietary Limited – Namibian dollar 842 19 997 Gijima Holdings Proprietary Limited – South African rand 11 230 8 784

First National Bank of Namibia Limited 842 19 997 Standard Bank of South Africa Limited 11 230 8 784

12 072 28 781

A detailed list of guarantees and performance bonds can be viewed at the Group’s registered office.

23. RETIREMENT BENEFITS The Group has contributed towards pension and provident schemes covering 95% of qualifying permanent employees. The Gijima Retirement Scheme was established on 1 September 1999. The fund is a defined contribution fund and is governed by the Pension Fund Act of 1956. The assets of the fund are held independently of the Group’s assets in separate trustee administered funds. The total employer and employee contributions are recognised as an expense.

Group

Restated 2013 2012 r’000 R’000

The amounts charged to the profit or loss is as follows:Pension costs 79 519 92 610

Total included in employee benefits expense (refer note 2.12) 79 519 92 610

24. RELATED PARTY TRANSACTIONS During the year the Group, in the ordinary course of business, entered into various sale and purchase transactions with related parties. These transactions occurred under terms that are no less favourable than those agreed with third parties. Services are usually negotiated with related parties on a cost-plus basis allowing a margin ranging from 10% to 25%. Goods are procured on the basis of the price list in force with non-related parties.

Two shareholders and members of the Board of Directors had significant influence on the operational and economical decision making of the Group through means of significant shareholding in the Group (refer note 2.11).

24.1 Subsidiaries Details of interests in subsidiaries are disclosed in note 28. Transactions between subsidiaries are conducted in the ordinary course of business and are done on an arm’s length basis.

All inter-company transactions, balances and unrealised surpluses within the operations are eliminated on consolidation.



24 RELATED PARTY TRANSACTIONS continued24.2 Directors

Details relating to directors’ emoluments and shareholdings in the Company are disclosed in note 2.11.

Gijima Holdings Proprietary Limited (a wholly owned subsidiary) contracted Seekers Travel Proprietary Limited as its travel agency as from 1 August 2008. Seekers Travel is ultimately owned by Tourvest Holdings Proprietary Limited, a company where the following directors have a non-controlling interest, either directly or through various intermediary holding companies and family trusts:

• RW Gumede • AFB Mthembu • CJH Ferreira

Gijima Holdings Proprietary Limited (a wholly owned subsidiary) contracted Gen Technologies Proprietary Limited on a minor portion of a large project as from September 2009. Gen Technologies Proprietary Limited is a subsidiary of Guma Investment Holdings Proprietary Limited, a major shareholder of Gijima Group Limited.

21st Century Pay Solutions Group Proprietary Limited is a rewards consultancy entity, in which Dr MHR Bussin serves on the Boards of Directors of both Gijima Group Limited and 21st Century Pay Solutions Group Proprietary Limited.

All transactions were done on an arm’s length basis with the approval of the Board.

Group

2013 2012 r’000 R’000

The total expenses incurred by Gijima Group with regards to: Seekers Travel Proprietary Limited 28 9 67921st Century Pay Solutions Group Proprietary Limited – 571 Gen Technologies Proprietary Limited 68 802

96 11 052

24.3 Share in joint venturesThe Group’s investment in joint ventures is reflected below:

Percentage shareholding

2013 2012

Sirius Consulting Proprietary Limited (%) – 50

Sirius Consulting Proprietary Limited is a joint venture that provides software solutions in the mining industry.

During the 2013 financial year Sirius Consulting Proprietary Limited was sold as part of the MineRP business (refer note 8).

The following amounts represent the Group’s share of the assets and liabilities and revenue, expenses and cash flows of the joint ventures and are included in the consolidated Statement of financial position, Income statement, Statement of comprehensive income and Statement of cash flows:



Group

2013 2012 r’000 R’000

24. RELATED PARTY TRANSACTIONS continued24.3 Share in joint ventures continued

Current assets – 1 028

Total assets – 1 028

Current liabilities – 2

Total liabilities – 2

Net assets – 1 026

Revenue 832 2 713

All expenses (334) (814)Profit before taxation 498 1 899 Taxation (140) (621)

Profit after taxation 358 1 278

Proportionate interest in joint ventures’ cash flowsCash generated from/(used in) operating activities – 1 213 Cash used in investing activities – –Cash used in financing activities – (800)

Net cash inflow – 413

25. SUBSEqUENT EVENTS On 9 May 2013 the Shareholders approved a share consolidation of 1 share for every 20 held. Consolidated shares began trading under the new ISIN ZAE000176533 with effect from commencement of business on Monday, 15 July 2013.

The record date in respect of the Share Consolidation was Friday, 19 July 2013 and the consolidated shares issue was performed on Monday, 22 July 2013.

The impact of the share consolidation is:

• Authorised share capital of 5 000 000 000 consolidates to 250 000 000 ordinary share capital of non par value.• Issued share capital of 3 968 357 379 consolidates to 198 417 869 ordinary share capital of non par value.

Subsequent to year-end the Group agreed with the funders to re-align certain components of debenture covenants with the 2013/14 budgets prepared.

There were no other subsequent events that the Group was aware of at date of approval of the consolidated financial statements.



Group Company

2013 2012 2013 2012 r’000 R’000 r’000 R’000

26. CASH FLOW INFORMATION26.1 Reconciliation of loss before tax to cash generated

from operations(Loss)/profit before tax (282 911) (71 283) (78 530) 55 712

– Continued operations (371 278) (95 057) (78 530) 55 712– Discontinued operations 88 367 23 774 – –

Adjustments for :Amortisation 19 339 19 941 – –Depreciation 27 171 28 635 – –Loss on sale of intangibles and property, plant and equipment 358 168 – –Profit on sale of business (63 479) – – –Increase in provisions 13 135 25 089 – –Non-cash flow movement as a result of operating lease (3 505) (3 598) – –Impairment of inter-group loans – – 78 939 (55 712)Movement on impairment expense 80 338 142 Financial income (3 026) (7 233) – –Financial expenses 38 601 29 423 – –Own shares acquired – – – –Currency translation differences in foreign operations (9 418) 2 810 – –Reclassification of currency translation differences on foreign operations from other comprehensive income 38 341 – – –Currency translation on net investments of foreign operations (25 848) 11 497 – –

Cash (used in)/generated from operations before working capital changes (170 904) 35 591 409 –Working capital changesDecrease/(increase) in inventories 6 961 (7 953) – –Decrease in trade and other receivables 67 609 152 725 – –Increase/(decrease) in trade and other payables 20 412 (96 758) – –

Cash (used in)/generated from operations (75 922) 83 605 409 –



Group

2013 2012 r’000 R’000

26. CASH FLOW INFORMATION continued26.2 Reconciliation of interest received

Interest receivable at beginning of the year 102 83 Continued operations financial income for the year 2 878 6 353 Discontinued operations financial income for the year 148 880 Interest receivable at year-end (239) (102)

Interest received for the year 2 889 7 214

26.3 Reconciliation of interest paidInterest payable at beginning of the year (6 658) 1 861 Continued operations financial expense for the year (38 560) (29 314)Discontinued operations financial expense for the year (41) (109)Interest payable at year-end 11 058 6 658

Interest paid for the year (34 201) (20 904)

26.4 Reconciliation of tax paidNet tax receivable/(payable) at beginning of the year 919 16 276 Current tax (9 721) (11 414)Secondary tax on companies – (80)Currency translation tax not through profit and loss (2 825) (34)Disposal of subsidiaries (refer note 8) 7 071 –Net tax payable at year-end 239 (919)

Tax paid for the year (4 317) 3 829



27. FINANCIAL RISK MANAGEMENT Overview The Group has exposure to the following risks from its use of financial instruments:

• Credit risk • Liquidity risk • Market risk

This note presents information about the Group’s exposure to each of the above risks, the Group’s objectives, policies and processes for measuring and managing risk, and the Group’s management of capital. Further quantitative disclosures are included throughout these consolidated financial statements.

The Board of Directors has overall responsibility for the establishment and oversight of the Group’s risk management framework. The Group’s Treasury and Credit functions are responsible for developing and monitoring the Group’s risk management policies. Group Treasury and Credit functions report regularly to the Board of Directors on their activities.

The Group’s risk management policies are established to identify and analyse the risks faced by the Group, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Group’s activities. The Group, through its training and management standards and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations.

The Group Audit and Risk Committee oversees how management monitors compliance with the Group’s risk management policies and procedures and reviews the adequacy of the risk management framework in relation to the risks faced by the Group. The Group Audit and Risk Committee is assisted in its oversight role by Internal Audit. Internal Audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the Group Audit and Risk Committee.

Credit risk Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual

obligations, and arises principally from the Group’s receivables from customers and investment securities.

Trade and other receivables The Group’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. The demographics of the Group’s

customer base, including the default risk of the industry and country in which customers operate, has less of an influence on credit risk. Approximately 7% of the Group’s revenue from continued operations is attributable to sales transactions with a single customer.

The Group’s Credit function has established a credit policy under which each new customer is analysed individually for creditworthiness before the Group’s standard payment and delivery terms and conditions are offered. The Group’s review includes external ratings, where available, and in some cases bank references. Customers that fail to meet the Group’s benchmark creditworthiness may transact with the Group only on a prepayment basis.

In monitoring customer credit risk, customers are grouped according to their credit characteristics, including whether they are an individual or legal entity, whether they are a wholesale, retail or end-user customer, geographic location, industry, ageing profile, maturity and existence of previous financial difficulties. Trade and other receivables relate mainly to customers who receive services and/or procure products from the Group.

Goods are sold subject to retention of title clauses, so that in the event of non-payment the Group will have a secured claim. The Group generally does not require collateral in respect of trade and other receivables.

The Group establishes an allowance for impairment that represents its estimate of incurred losses in respect of trade and other receivables and investments. The main component of this allowance is a specific loss component that relates to individually significant exposures.

Investments The Group limits its exposure to credit risk by only investing in liquid securities and only with counterparties that have a credit rating of

at least F1+ (zaf) from Fitch. Given these high credit ratings, management does not expect any counterparty to fail to meet its obligations. Investments are included in cash and cash equivalents (refer note 13). Investments include accounts such as call accounts and fixed term deposits.



27. FINANCIAL RISK MANAGEMENT continued Guarantees The Group’s policy is to provide guarantees only to subsidiaries controlled by the Group. At 30 June 2013 the Group had contingent liabilities

in respect of registered performance bonds, bank lease or other guarantees to the value of R12,1 million (June 2012: R28,8 million).

Liquidity risk Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s approach to managing

liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group’s reputation.

The Group uses internally developed costing models to cost its products and services, which assist in monitoring cash flow requirements and optimising its cash return on investments. Typically the Group ensures that it has sufficient cash on demand to meet expected operational expenses in the short term, including the servicing of financial obligations; this excludes the potential impact of extreme circumstances that cannot reasonably be predicted, such as natural disasters. In addition, the Group maintains the following secured loans:

South Africa June 2013 • R66 million securitisation loan. The term of the loan is five years ending on 30 June 2015. Interest is fixed and payable quarterly at 9,759%

NACq. • R3,5 million securitisation capitalised breakage fees. The term of the capitalised breakage fees is for a period that matures on 30 June 2015.

Interest is fixed and payable quarterly at 9,759%. • R31 million securitisation loan. The term of the loan is five years ending on 30 June 2015. Interest is variable and payable quarterly at

three-month Jibar plus 450 basis points. • R8 million securitisation loan. The term of the loan is within one year maturing on 31 August 2013, 30 November 2013 and 28 February

2014 respectively. Interest is variable and payable quarterly at three-month Jibar plus 450 basis points. • R96 million securitisation loan. The term of the loan is five years and matures on 30 June 2017. Interest is fixed and payable quarterly based

on a five-year swap curve plus 450 basis points. • R4,8 million securitisation capitalised breakage fees. The term of the capitalised breakage fees is for a period that matures on 30 June 2017.

Interest is fixed and payable quarterly based on a five-year swap curve plus 450 basis points. • R8 million securitisation loan. The term of the loan has been extended for a further five years and matures on 30 June 2017. Interest is

variable and payable quarterly based on Jibar plus 450 basis points. • R42 million securitisation loan. The term of the loan is within one year maturing on 31 August 2013, 30 November 2013 and 28 February

2014 respectively. Interest is variable and payable quarterly based at three-month Jibar plus 450 basis points.

June 2012 • R104 million securitisation loan. The term of the loan is five years ending on 30 June 2015. Interest is fixed and payable quarterly at

11,199% NACq. • R46 million securitisation loan. The term of the loan is five years ending on 30 June 2015. Interest is variable and payable quarterly at

three-month Jibar plus 340 basis points. • R150 million securitisation loan. The term of the loan has been extended for a further five years and matures on 30 June 2017. Interest is

fixed and payable quarterly based on a five-year swap curve plus 370 basis points.

The loans are secured by the Group’s South African trade receivables (refer note 12).

The Group maintains the following lines of credit:



27. FINANCIAL RISK MANAGEMENT continued namibia • NAD 4,5 million overdraft facility, that is secured by Gijima Holdings Proprietary Limited as well as a session over the property in Namibia

to the value of NAD 5 million (refer note 6). The overdraft facility can be drawn down to meet short-term financing needs. The facility has an annual maturity that is renewed annually. Interest would be payable at the Namibian prime interest rate.

Market risk

Market risk is the risk where changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return on risk.

The Group buys and sells derivatives in the ordinary course of business, and also incurs financial liabilities, in order to manage market risks. All such transactions are carried out within the guidelines set by Group Treasury. The Group marks to market all derivatives.

Currency risk The Group is exposed to currency risk on sales and purchases that are denominated in a currency other than the respective functional

currencies of Group entities, primarily euro (EUR) and US dollars (USD). The Group, as far as possible, seek to achieve an economic hedge.

The Group hedges trade receivables and trade payables denominated in a foreign currency or amounts in excess of EUR10 000 and USD10 000. The Group hedges specific transactions and has a minimum baseline coverage for continuous foreign transactions. The Group generally takes the position of passing the currency risk on to the customer and as a result invoices the customer using the forward exchange rate per the specific contract. The Group uses forward exchange contracts to hedge its currency risk, all with a maturity of less than one year from the reporting date. When applicable, forward exchange contracts are rolled over at maturity. The Group does not apply hedge accounting.

Interest on borrowings is denominated in currencies that match the cash flows generated by the underlying operations of the Group, primarily ZAR and NAD. This provides an economic hedge and no derivatives are entered into.

In respect of other monetary assets and liabilities denominated in foreign currencies, the Group ensures that its net exposure is kept to an acceptable level by buying or selling foreign currencies at spot rates when applicable to address short-term imbalances.

The Group’s investments in other foreign subsidiaries are not hedged as those currency positions are considered to be long-term in nature.

Interest rate risk The Group adopts a policy of ensuring that all of its significant exposure to changes in interest rates on long-term borrowings is mainly on a

fixed-rate basis. This is achieved by entering into fixed interest rate contracts.

Other market price risk The Group currently does not hold any debt and equity securities in its investment portfolio. All buy and sell decisions are approved by

the Board.

The Group does not enter into commodity contracts.

Capital management The Board’s policy is to maintain an adequate capital base so as to maintain investor, creditor and market confidence and to sustain future

development of the business. Capital consists of share capital, retained earnings and non controlling interest of the Group. The Board of Directors monitors both the demographic spread of shareholders, as well as the return on capital, which the Group defines as total shareholders’ equity, excluding minority interests and the level of dividends to ordinary shareholders. Refer to financial overview and other non-financial indicators for the Group’s capital management ratio, on page 20.



27. FINANCIAL RISK MANAGEMENT continuedFinancial assets and financial liabilities The fair values of financial assets and financial liabilities, together with the carrying amounts shown in the statement of financial position, are as follows:

Total

Fair value through profit and loss (held

for trading)Loans and

receivables

Other liabilities

at amortised cost Fair value

r’000 r’000 r’000 r’000 r’000

30 June 2013 Financial assetsTrade and other receivables 386 423 – 386 423 – 386 423 Cash and cash equivalents 202 985 – 202 985 – 202 985

589 408 – 589 408 – 589 408

Financial liabilitiesFinance lease liabilities 1 981 – – 1 981 1 981Secured securitisation loan 251 752 – – 251 752 251 752 Trade and other payables 451 371 – – 451 371 451 371 FEC Liability 310 310 – – 310 Bank overdrafts 4 404 – – 4 404 4 404

709 818 310 – 709 508 709 818

Unrecognised gain –

30 June 2012 Financial assetsTrade and other receivables 558 100 – 558 100 – 558 100 Cash and cash equivalents 121 270 – 121 270 – 121 270

679 370 – 679 370 – 679 370

Financial liabilitiesFinance lease liabilities 2 984 – – 2 984 2 984 Secured securitisation loan 300 000 – – 300 000 293 804 Trade and other payables 463 195 – – 463 195 463 195 FEC Liability 160 160 – – 160 Bank overdrafts 4 235 – – 4 235 4 235

770 574 160 – 770 414 764 378

Unrecognised gain 6 196



27. FINANCIAL RISK MANAGEMENT continuedInterest rates used for determining fair valueThe interest rates used to discount estimated cash flows, when applicable, are based on the government yield curve at the reporting date plus an adequate credit spread, and were as follows:

2013 2012

Finance lease liabilities 7,50% to 8,00% 8,00% to 11,70%Secured securitisation loan 8,48 to 11,20% 8,19 to 11,70%

Fair value hierarchyThe table below analyses financial instruments carried at fair value, by valuation method. The different levels have been defined as follows:Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilitiesLevel 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or

indirectly (i.e., derived from prices)Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

Level 1 Level 2 Level 3 Total

30 June 2013Financial liabilitiesFEC liability – 310 – 310

– 310 – 310

30 June 2012Financial liabilitiesFEC liability – 160 – 160

– 160 – 160

Credit riskExposure to credit riskRefer to trade and other receivables (note 12) and cash and cash equivalents (note 13).

Liquidity riskThe following are the contractual maturities of financial liabilities, including interest payments and excluding the impact of netting agreements:

Carrying Contractual 6 months 6 to 12 1 to 2 2 to 5amount cash flows or less months years years 5 years

r’000 r’000 r’000 r’000 r’000 r’000 r’000

30 June 2013 non-derivative financial liabilitiesSecured securitisation loan 251 752 (325 468) (46 193) (26 725) (121 673) (130 877) – Securitisation breakage fees capitalised – – – – – Finance lease liabilities 1 981 (2 109) (679) (536) (894) – – Trade and other payables 451 681 (451 681) (451 681) – – – – Secured bank overdraft 4 404 (4 404) (4 404) – – – –

709 818 (783 662) (502 957) (27 261) (122 567) (130 877) –

30 June 2012non-derivative financial liabilitiesSecured securitisation loan 300 000 (423 254) (15 482) (15 482) (30 965) (196 145) (165 180)Finance lease liabilities 2 984 (3 225) (596) (596) (2 001) (32)Trade and other payables 464 359 (464 359) (464 359) – – – – Secured bank overdraft 4 235 (4 235) (4 235) – – – –

771 578 (895 073) (484 672) (16 078) (32 966) (196 177) (165 180)



27. FINANCIAL RISK MANAGEMENT continued Currency riskThe Group’s exposure to foreign currency risk at 30 June was as follows based on notional amounts:

2013 2012

EUrO USD GBP EURO USD GBP’000 ’000 ’000 ’000 ’000 ’000

Trade receivables 6 478 11 – 578 –Trade payables (678) (8 247) – (773) (7 485) –

Gross statement of financial position exposure (672) (7 769) 11 (773) (6 907) –Forward exchange contracts 561 984 – 410 805 –Net exposure (111) (6 785) 11 (363) (6 102) –

The following significant exchange rates applied during the year :Average rate reporting date mid-spot rate

2013 2012 2013 2012

USD 1 8,918 7,768 9,940 8,189EUR 1 11,566 10,383 12,927 10,386AUD 1 9,094 8,055 9,111 8,392CAD 1 8,837 7,740 9,446 8,039GBP 1 13,954 12,323 15,095 12,862

Sensitivity analysisA 10% strengthening of the ZAR against the following currencies at 30 June would have (increased)/decreased equity and profit or (loss) by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant. The analysis is performed on the same basis as for 2012. (Includes foreign gains or losses exposure on inter-Group foreign currency loans).

Equity Profit or lossr’000 r’000

30 June 2013USD (6 745) 6 745 EUR (143) 143

30 June 2012USD (4 997) 4 997 EUR (377) 377

A 10% weakening of the ZAR against the above currencies at 30 June would have had the equal but opposite effect on the above currencies to the amounts shown above, on the basis that all other variables remain constant.



27. FINANCIAL RISK MANAGEMENT continued Sensitivity analysis continuedA 10% strengthening of the ZAR against the following currencies at 30 June would have (increased)/decreased equity and profit or (loss) by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant. The analysis is performed on the same basis as for 2012. (Includes foreign gains or losses exposure on inter-Group foreign currency loans).

Equity Profit or loss

30 June 2013USD (5 793) 5 793 EUR 13 197 (13 197)

30 June 2012USD (12 176) 5 131 AUD 12 652 306 EUR 10 312 382 CAD (122) 122 TRY 140 (140)PESO 53 (53)

A 10% weakening of the ZAR against the above currencies at 30 June would have had the equal but opposite effect on the above currencies to the amounts shown above, on the basis that all other variables remain constant.

Interest rate riskProfileAt the reporting date the interest rate profile of the Group’s interest-bearing financial instruments were:

Carrying amount

2013 2012

Fixed rate instrumentsFinancial liabilities – Securitisation loans (162 000) (254 000)Financial liabilities – Securitisation capitalised breakage fees (752) –

(162 752) (254 000)

Variable rate instrumentsFinancial assets 202 985 121 270 Financial liabilities (95 385) (53 219)

107 600 68 051

Fair value sensitivity analysis for fixed rate instrumentsThe Group does not account for any fixed rate financial assets and financial liabilities at fair value through profit or loss, and the Group does not designate derivatives (interest rate swaps) as hedging instruments under a fair value hedge accounting model. Therefore a change in interest rates at the reporting date would not affect profit or loss.



27. FINANCIAL RISK MANAGEMENT continued Cash flow sensitivity analysis for variable rate instruments A change of 100 basis points in interest rates at the reporting date would have increased/(decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular foreign currency rates, remain constant. The analysis is performed on the same basis as for 2012.

Loss or profit Equity

100 bp 100 bp 100 bp 100 bpincrease decrease increase decrease

30 June 2013Variable rate instruments 1 076 (1 076) – – Cash flow sensitivity (net) 1 076 (1 076) – –

30 June 2012Variable rate instruments 681 (681) – – Cash flow sensitivity (net) 681 (681) – –

28. DETAILS OF SUBSIDIARY COMPANIES

Subsidiary company

Place and date of

incorporationregistration

number

Date it became

a subsidiary or associate

Issued share capital

r%

heldnature

of business

Directly owned Advanced So ftware Technologies International Holdings

Mauritius01/04/1999

6/99/4516 01/04/1999 US$7 100 Dormant

AST International Mauritius07/04/1999

22115/4965 07/04/1999 US$4 100 Dormant

AST Offshore Holdings Mauritius01/04/1999

6/99/4515 01/04/1999 US$1 100 Dormant

Gijima Holdings Proprietary Limited Pretoria04/11/1998

1998/021835/07 01/04/1999 1 100 InformationCommunication

Technology services

Gijima In formation Technology Services Proprietary Limited

Namibia01/11/1998

99/465 03/03/2000 NS$1 000 70 Information Communication

Technology services

Gijima Electronic and Security Systems Proprietary Limited

Pretoria20/10/1998

1998/020871/07 20/10/1998 1 000 100 Securitysystems and

services

MineRP Africa Proprietary Limited* Pretoria27/05/1996

1996/006527/07 01/05/1999 1 000 100 Mining software consulting

Matsema International B.V. Rotterdam,Netherlands22/06/1999

BV 24294429 22/06/1999 €18 200 100 Holding company

* Company name changed to Gijima IT Services Proprietary Limited on 17 November 2012.


SHArEHOLDEr InFOrMATIOnCONTENTS

Shareholder information 129

History – share trading 130

JSE Limited performance 131

Shareholders’ diary 131

Financial definitions 132

Contact information 133

Notice of annual general meeting 134

Annexure 140

Electronic receipt of communication and notice 142

Form of proxy Inserted

Administration IBC


SHArEHOLDEr InFOrMATIOnFOR THE YEAR ENDED 30 JUNE 2013

% of totalnumber of % of total number issued

holders shareholders of shares share capital

ANALYSIS OF SHAREHOLDINGS1 – 5 000 2 600 56,46 2 562 412 0,075 001 – 10 000 376 8,16 2 949 543 0,0710 001 – 50 000 768 16,67 20 212 721 0,5150 001 – 100 000 265 5,75 20 374 195 0,51100 001 – 1 000 000 405 8,79 127 029 776 3,201 000 001 – and more 192 4,17 3 795 228 732 95,64

Totals 4 606 100,00 3 968 357 379 100,00

MAJOR SHAREHOLDERS (1% and more of the shares in issue)Yebo Guma Investment 1 405 971 976 35,43Guma Tech Pty Ltd 215 077 851 5,42Discovery Equity Fund-CIS 166 644 083 4,20Guma Support Pty Ltd 156 420 256 3,94Guma Investment Holdings (Pty) Ltd 56 246 271 1,42Bnym AS E&A Omnibus Account 152 044 737 3,83Eskom Pension Fund (equities) 74 496 748 1,88Allan Gray Equity Fund 57 471 569 1,45Absa Group PF Balanced Fund 55 279 213 1,39Sentinel Mining (AG) 52 891 914 1,33Standard Bank Group Retirement Fund 52 222 542 1,32SABC Pension Fund AG 52 084 324 1,31Sala Pension Fund (AG) 45 520 423 1,15Natal Joint Mun Pens/Super Fund (AG) 40 980 298 1,03Sappi Pension Fund (AG) 40 614 508 1,02Old Mutual Life Assurance Co SA Limited 45 385 722 1,14MIBFA EIPF, Equities Acc, Investec 49 260 261 1,24

SUMMARY OF SHAREHOLDER SPREADnon-public: 5 0,09 1 909 838 607 48,13

Directors 4 0,07 1 903 121 556 47,96Company 1 0,02 6 717 051 0,17

Public 4 601 99,91 2 058 518 772 51,87

Totals 4 606 100,00 3 968 357 379 100,00

DISTRIBUTION OF SHAREHOLDERSInstitutions and bodies corporate 412 8,94 3 625 408 193 91,36Individuals 4 194 91,06 342 949 186 8,64

Totals 4 606 100,00 3 968 357 379 100,00


SHAREHOLDER INFORMATION

quarter/ High Low Volume Value tradedPeriod Year month (cents) (cents) traded (Rand)

quarterly 2003 4 140 70 35 933 550 34 423 996 2004 1 125 74 30 861 517 34 626 451 2004 2 91 55 10 997 034 7 888 473 2004 3 87 54 16 163 877 10 543 000 2004 4 74 48 15 429 899 9 786 000 2005 1 85 36 20 386 323 11 340 000 2005 2 80 42 46 829 671 22 111 000 2005 3 66 50 80 373 812 46 619 836 2005 4 59 48 60 891 040 32 947 670 2006 1 85 53 73 908 879 51 183 757 2006 2 62 44 27 777 113 15 170 212 2006 3 66 49 47 577 486 27 718 164 2006 4 75 64 48 612 563 34 685 143 2007 1 96 75 156 366 919 138 675 391 2007 2 122 89 108 593 877 112 105 326 2007 3 116 83 97 317 081 93 202 514 2007 4 114 87 180 327 787 187 569 817 2008 1 122 89 249 540 563 253 727 045 2008 2 120 97 135 710 661 152 307 092 2008 3 100 65 169 140 137 141 985 856 2008 4 65 44 49 535 438 25 809 670 2009 1 66 32 39 580 548 18 691 312 2009 2 55 45 50 095 697 24 734 121 2009 3 100 54 90 357 692 65 071 645 2009 4 97 83 72 719 563 63 348 677 2010 1 127 91 68 847 144 77 811 481 2010 2 130 73 82 921 035 76 607 464 2010 3 92 70 48 786 102 40 064 896 2010 4 82 69 55 298 616 41 903 853 2011 1 89 55 72 276 385 51 570 863 2011 2 72 54 28 277 187 18 357 498 2011 3 65 47 105 700 454 59 590 051 2011 4 73 60 46 436 310 31 626 643 2012 1 67 48 59 846 625 36 207 344 2012 2 53 35 46 243 017 21 967 322 2012 3 48 40 18 633 620 7 952 240 2012 4 45 22 28 529 640 8 461 811 2013 1 36 15 12 536 560 2 859 109 2013 2 14 4 152 518 620 9 644 490

Monthly 2012 July 48 40 1 540 780 642 999 2012 August 47 40 13 500 060 5 764 162 2012 September 46 40 3 592 780 1 545 079 2012 October 45 38 5 134 940 2 113 991 2012 November 40 22 11 064 340 3 328 010 2012 December 27 22 12 330 360 3 019 810 2013 January 36 25 2 269 060 674 564 2013 February 30 18 5 749 160 1 332 279 2013 March 22 15 4 518 340 852 266 2013 April 14 7 26 078 620 2 524 466 2013 May 11 5 35 572 000 2 885 707 2013 June 6 4 90 868 000 4 234 317

HISTOry – SHArE TrADInG FOR THE YEAR ENDED 30 JUNE 2013


Number of shares traded 212 218 440

Percentage of total issued shares 21,9%

Value of shares traded 28 917 650

Price quoted (cents per share)

Highest 48

Lowest 4

Close 5

Market capitalisation at year-end 198 417 869

SHArEHOLDErS’ DIAry

Annual general meeting 29 November 2013

reports and financial statements

Annual results announcement (published) 30 September 2013

Publication of annual report (mailed to shareholders) 1 November 2013

Financial year-end 30 June 2013

JSE LIMITED PErFOrMAnCE



Average trade receivables collection days Average trade receivables, excluding VAT, after impairment of trade receivables, divided by revenue, times the number of days in the year.

Cash and cash equivalents Cash on hand and current accounts in bank, net of bank overdrafts together with any liquid investments readily convertible to known amounts of cash and not subject to significant risk of changes in value.

Cash(utilised in)/generated from operating activities per weighted average ordinary share (cents)

Cash (utilised in)/generated from operating activities divided by the weighted average number of ordinary shares in issue.

Current ratio Current assets divided by current liabilities.

(Loss)/earnings per ordinary share (cents) from continuing operations (Loss)/earnings from continuing operations attributable to equity holders of the parent divided by the weighted average number of ordinary shares in issue.

Loss per ordinary share (cents) from discontinued operations Loss from discontinued operations attributable to equity holders of the parent divided by the weighted average number of ordinary shares in issue.

EBITDA (Loss)/earnings before interest, tax, depreciation and amortisation.

EBITDA (%) EBITDA as a percentage of revenue.

Effective tax rate (%) The income statement tax as a percentage of (loss)/profit before tax.

Headline (loss)/earnings (Loss)/earnings attributable to equity holders of the parent before exceptional items and related tax amounts.

Headline (loss)/earnings per ordinary share (cents) Headline (loss)/earnings divided by the weighted average number of ordinary shares in issue.

Headline (loss)/earnings (%) Headline (loss)/earnings as a percentage of revenue.

Income Comprises revenue as defined in the accounting policies and other operating income.

Net asset value per ordinary share (cents) Ordinary shareholders’ funds divided by the number of ordinary shares in issue at year-end.

Number of employees Permanent employees and contractors employed at year-end.

Operating (loss)/profit (Loss)/profit before net financing costs, income tax expense and profit/(loss) from discontinued operations.

Operating (loss)/profit (%) Operating (loss)/profit as a percentage of revenue.

Operating (loss)/profit per employee Operating (loss)/profit divided by number of employees.

Other expenses Separately disclosable expense items.

Return on equity (headline (loss)/earnings) (%) Headline (loss)/earnings as a percentage of ordinary shareholders’ funds.

Revenue per employee Revenue divided by the number of employees.

FInAnCIAL DEFInITIOnS


Head Office: SamrandTel: +27 12 675 5000Fax: +27 12 675 5400Gijima Office Park47 Landmarks Avenue Samrand, 0157PO Box 10629, Centurion, 0046

BloemfonteinTel: +27 51 412 7800Fax: +27 51 403 1225Bowens & Sons BuildingCnr Frikkie van Kraayenberg and Walter Raath StreetsNew East End, Bloemfontein, 9301PO Box 789, Bloemfontein, 9300

Cape TownTel: +27 21 680 3300Fax: + 27 21 680 33864th Floor, Central BuildingBlack River Park Central2 Fir Street, Observatory, 7925PO Box 13214, Mowbray, 7705

DurbanTel: +27 31 535 4000Fax: +27 31 566 2150Building No. 3Glass House Office Park309 Umhlanga Rocks DriveLa Lucia Ridge

East LondonTel: +27 43 703 8600/1Fax: +27 47 703 862091 Western Avenue,Vincent, East London5201

MiddelburgTel: +27 13 247 2194Fax: +27 13 247 2622Hendrina Road, MiddelburgColumbus Stainless SiteBlock P, Gijima OfficesPrivate Bag x1807, Middelburg , 1050

newcastleTel: +27 34 314 8143Fax: +27 34 314 8844Energy Crescent, Iscor Road, NewcastlePrivate Bag x6613, Newcastle, 2940

PietermaritzburgTel: +27 33 846 8400Fax: +27 33 846 8424Unit 14 Campsdrift Park3 Barnsley RoadPietermaritzburg3201

Port ElizabethTel: +27 41 504 8900Fax: +27 41 509 4522; +27 41 509 8901Humerail Business ParkOakworth DriveHumerailPort ElizabethPostnet Suite 36Private Bag x27964Green AcresPort Elizabeth6057

richards BayTel: +27 35 789 0605Fax: +27 35 789 061576 Dollar DriveRichards Bay 3900PO Box 2139, Richards Bay, 3900

VanderbijlparkTel: +27 16 889 6067Fax: +27 16 889 7397Frikkie Meyer Boulevard NorthVanderbijlpark 1911PO Box 5366, Vanderbijlpark, 1900

Walvis BayTel: 09264 64 209 081Fax: 09264 64 209 856Office Economix Building, 12th Road, Shop 5Walvis Bay, NamibiaPO Box 4235, Walvis Bay, Namibia, 9000

WindhoekTel: 00264 61 285 3000Fax: 00264 61 285 30302 Bismarck Street, Windhoek, NamibiaPO Box 80771, Olympia, Windhoek Namibia

COnTACT InFOrMATIOn



GIJIMA GROUP LIMITED(Incorporated in the Republic of South Africa)(Registration number 1998/021790/06)(Share code: GIJ) (ISIN: ZAE000147443)(“Gijima” or “the Company”)

Notice is hereby given that the Annual General Meeting (AGM) of the shareholders of Gijima will be held in the Acacia Boardroom of the Company at the Venus Building, Gijima Office Park, 47 Landmarks Avenue, Kosmosdal, Samrand, Centurion (see map on page 148), on Thursday, 29 November 2013 at 12:30, to deal with the business as set out below and to consider and, if deemed appropriate, pass the ordinary and special resolutions set out in this notice.

Kindly note that in terms of Section 63(1) of the Companies Act of 2008, meeting participants (including proxies) will be required to provide identification before being entitled to participate in or vote at the AGM. Forms of identification that will be accepted include original and valid identity documents, driver’s licences and passports.

1. RECORD DATE The Board of Directors of the Company has determined that the record date in terms of Section 59(1) of the Companies Act, No 71

of 2008, as amended (“the Companies Act”) for the purpose of determining which shareholders of the Company are entitled to receive notice of the AGM is 25 October 2013 and the record date for purposes of determining which shareholders of the Company are entitled to participate in and vote at the AGM is Friday, 22 November 2013. Accordingly, the last day to trade in order to appear in the register is Friday, 15 November 2013.

2. GENERAL PURPOSE OF THE AGM The general purpose of the AGM is to:

2.1 receive the annual financial statements of the Company;

2.2 receive the report from the Social, Ethics and Transformation Committee;

2.3 consider and, if deemed fit, pass with or without modification the resolutions set out hereunder; and

2.4 deal with any business that may lawfully be dealt with at the AGM.

For the purpose of approving resolutions, the support of more than 50% (fifty percent) of the voting rights exercised on the resolution by shareholders present in person, or represented by proxy, at the AGM is required, unless otherwise indicated.

3. PRESENTATION OF ANNUAL FINANCIAL STATEMENTS The consolidated audited annual financial statements of the Company and its subsidiaries, incorporating the reports of the auditors, the

Audit Committee and the directors for the year ended 30 June 2013 will be presented to shareholders as required in terms of Section 30(3)(d) of the Companies Act of 2008.

4. REPORT FROM THE SOCIAL, ETHICS AND TRANSFORMATION COMMITTEE In accordance with Companies Regulation 43(5)(c), issued in terms of the Companies Act of 2008, the chairman of the Social, Ethics and

Transformation Committee, or in the absence of the chairman any member of the Committee, will present the Committee’s report to shareholders at the AGM.

nOTICE OF AnnUAL GEnErAL MEETInG


5. RESOLUTIONS FOR CONSIDERATION AND APPROVAL ORDINARY RESOLUTIONS:

5.1 Ordinary resolution number 1: Election of Ms EA Wilton as a director “RESOLVED that Ms Eileen Wilton be and is hereby elected as an executive director of the Company.”

5.2 Ordinary resolution number 2: Election of Ms L Tweedie as a director “RESOLVED that Ms Liesl Tweedie be and is hereby elected as an executive director of the Company.”

5.3 Ordinary resolution number 3: Election of Ms SV Zilwa as a director “RESOLVED that Ms Sindi Zilwa be and is hereby elected as a non-executive director of the Company.”

5.4 Ordinary resolution number 4: Election of Mr rT Edmond as a director “RESOLVED that Mr Tommy Edmond be and is hereby elected as a non-executive director of the Company.”

5.5 Ordinary resolution number 5: re-election of Mr AH Trikamjee as a director “RESOLVED that Mr Ashwin Trikamjee be and is hereby re-elected as a non-executive director of the Company.”

5.6 Ordinary resolution number 6: re-election of Mr rW Gumede as a director “RESOLVED that Mr Robert Gumede be and is hereby re-elected as an executive director of the Company.”

5.7 Ordinary resolution number 7: Election of Mr M Macdonald as a member of the Audit Committee “RESOLVED that Mr Malcolm Macdonald, an independent non-executive director of the Company who fulfils the requirements

contemplated in Section 94(4) of the Companies Act, be and is hereby elected as a member of the Audit Committee of the Company, to hold office until the conclusion of the next AGM of the Company.”

5.8 Ordinary resolution number 8: Election of Mr JCL van der Walt as a member of the Audit Committee “RESOLVED that Mr Jac van der Walt, an independent non-executive director of the Company who fulfils the requirements

contemplated in Section 94(4) of the Companies Act, be and is hereby elected as a member of the Audit Committee of the Company, to hold office until the conclusion of the next AGM of the Company.”

5.9 Ordinary resolution number 9: Election of Ms SV Zilwa as a member of the Audit Committee “RESOLVED that Ms Sindi Zilwa, an independent non-executive director of the Company who fulfils the requirements contemplated

in Section 94(4) of the Companies Act, be and is hereby elected as a member of the Audit Committee of the Company, to hold office until the conclusion of the next AGM of the Company, subject to her election as a director pursuant to ordinary resolution number 3.”

5.10 Ordinary resolution number 10: Election of Mr AH Trikamjee as a member of the Audit Committee “RESOLVED that Mr Ashwin Trikamjee, an independent non-executive director of the Company who fulfils the requirements

contemplated in Section 94(4) of the Companies Act, be and is hereby elected as a member of the Audit Committee of the Company, to hold office until the conclusion of the next AGM of the Company, subject to his re-election as director pursuant to ordinary resolution number 5.”

5.11 Ordinary resolution number 11: re-appointment of auditors “RESOLVED that, on recommendation of the Audit Committee of the Company, KPMG Incorporated be and is hereby re-appointed

as auditors of the Company (the designated auditor meeting the requirements of Section 90(2) of the Companies Act), to hold office until the conclusion of the next AGM of the Company.”

5.12 Ordinary resolution number 12: Authority to issue ordinary shares “RESOLVED that the Board of Directors be and are hereby authorised by way of a general authority to allot and issue at their

discretion up to 5% (five percent) of the total issued share capital of the Company as at 30 June 2013 and/or to grant options to subscribe for such authorised but unissued shares, for such purposes and on such terms and conditions as they may determine, subject to the JSE Limited Listings Requirements, the provisions of the Company’s Memorandum of Incorporation (MOI) and the requirements of the Companies Act of 2008.”



5.13 Ordinary resolution number 13: remuneration philosophy and policy “RESOLVED to approve, by way of a non-binding, advisory vote, the remuneration philosophy and policy of the Company as set out

on pages 64 to 66 of the integrated report of which this notice forms part.”

5.14 Ordinary resolution number 14: Signing authority “RESOLVED that each director, or the secretary of the Company, be and is hereby authorised to do all such things and sign all such

documents as may be necessary for, or incidental to the implementation of the resolutions passed at the AGM of the Company and set out in this notice.”

SPECIAL RESOLUTIONS In order for all special resolutions to be adopted, the support of at least 75% (seventy-five per cent) of the total number of votes

exercised on the resolution by shareholders present in person, or represented by proxy, at the AGM, is required.

5.15 Special resolution number 1: General authority to repurchase shares “RESOLVED as a special resolution that the Company, in terms of its MOI, or one of its wholly-owned subsidiaries, in terms of such

wholly-owned subsidiary’s MOI, as the case may be, and subject to the relevant subsidiary passing the necessary special resolution, be and is hereby authorised by way of a general approval, to acquire the Company’s own securities, upon such terms and conditions and in such amounts as the directors may from time to time decide, subject to the Listings Requirements and the Companies Act and subject to the following

1. this general authority shall be valid until the Company’s next AGM, provided that it shall not extend beyond 15 (fifteen) months from the date of passing of this resolution (whichever period is shorter);

2. the repurchase being effected through the order book operated by the JSE trading system, without any prior understanding or arrangement between the Company and the counterparty;

3. repurchases may not be made at a price greater than 10% (ten percent) above the weighted average of the market value of the ordinary shares for the 5 (five) business days immediately preceding the date on which the transaction was effected;

4. an announcement being published as soon as the Company has repurchased ordinary shares constituting, on a cumulative basis, 3% (three percent) of the initial number of ordinary shares, and for each 3% (three percent) in aggregate of the initial number of ordinary shares repurchased thereafter, containing full details of such repurchases;

5. the number of shares which may be acquired pursuant to this authority in any one financial year may not in the aggregate exceed 20% (twenty percent) of the Company’s issued share capital as at the date of passing of this special resolution or 10% of the Company’s issued share capital in the case of an acquisition of shares in the Company by a subsidiary of the Company;

6. the Company’s sponsor confirming the adequacy of the Company’s working capital for purposes of undertaking the repurchase of ordinary shares in writing to the JSE prior to the Company entering the market to proceed with the repurchase;

7. the Company and/or its subsidiaries not repurchasing securities during a prohibited period as defined in the JSE Listings Requirements, unless it has in place a repurchase programme where the dates and quantities of securities to be traded during the relevant period are fixed and full details of the programme have been disclosed in an announcement published on SENS prior to the commencement of the prohibited period;

8. at any point in time the Company only appointing one agent to effect any repurchases on its behalf; 9. the Board of Directors must pass a resolution that they authorised the repurchase and that the Company passed the solvency

and liquidity test set out in Section 4 of the Companies Act and that since the test was done there have been no material changes to the financial position of the Group;

10. any such general repurchases are subject to exchange control regulations and approval at that point in time; and 11. the directors, having considered the effects of the maximum repurchase permitted, are of the opinion that for a period of 12

(twelve) months after the date of the notice of the AGM and at the actual date of the repurchase:

11.1 the Company and the Group will be able, in the ordinary course of business, to pay its debts; 11.2 the working capital of the Company and the Group will be adequate for ordinary business purposes; 11.3 the assets of the Company and the Group, fairly valued in accordance with International Financial Reporting Standards,

will exceed the liabilities of the Company and the Group; and 11.4 the Company’s and the Group’s ordinary share capital and reserves will be adequate for ordinary business purposes.”

nOTICE OF AnnUAL GEnErAL MEETInGCONTINUED


Section 48 of the Companies Act authorises the Board of Directors of a company to approve the acquisition of its own shares subject to the provisions of Section 48 and Section 46 having been met.

5.16 Special resolution number 2: Financial assistance to entities related or inter-related to the Company “RESOLVED that, as a general approval, the Company may, in terms of Section 45(3)(a)(ii) of the Companies Act, provide any direct

or indirect financial assistance (“financial assistance” will herein have the meaning attributed to it in Section 45(1) of the Companies Act) to any related or inter-related company or to any juristic person who is a member of or related to any such company/ies (“related” and “inter-related” will herein have the meaning attributed to it in Section 2 of the Companies Act), subject to compliance with the remainder of Section 45 of the Companies Act, as the Board of Directors of the Company may deem fit and on the terms and conditions, to the recipient/s, in the form, nature and extent and for the amounts that the Board of Directors of the Company may determine from time to time.”

The effect of special resolution number 2, if adopted, will be to confer the authority on the Board of Directors of the Company to authorise financial assistance to companies related or inter-related to the Company or to any juristic person who is a member of or related to any such companies generally as the Board of Directors may deem fit, on the terms and conditions, and for the amounts that the Board of Directors may determine from time to time, for a period of two years from the date of the adoption of the special resolution and in particular as specified in the special resolution.

5.17 Special resolution number 3: Approval of non-executive directors’ fees “RESOLVED as a special resolution:

1. that the Company be and is hereby authorised to pay remuneration to its directors for their services as directors, as contemplated in sections 66(8) and 66(9) of the Companies Act of 2008; and

2. that the remuneration structure and amounts as set out below, be and is hereby approved until such time as rescinded or amended by shareholders by way of a special resolution:

Proposed annual retainer Proposed meeting feer’000 R’000

Board Chairman 1 236 060 68 670Board member 123 060 12 600Lead Independent Director (“LID”) 159 978 16 380Audit Committee – Chairperson 126 000 24 721Audit Committee – Member 63 000 12 361Other Committees – Chairperson 89 250 19 777Other Committees – Member 44 625 9 889Invitee to Committee meetings 8 250Ad hoc:Ad hoc fee per hour 3 000

6. ADDITIONAL INFORMATION The following additional information, which may appear elsewhere in the integrated report, is provided in terms of the JSE Listings

Requirements for purposes of the general authority to repurchase the Company’s shares set out in special resolution number 1 above:

6.1 directors and management pages 22 to 25; 6.2 major shareholders page 129; 6.3 directors’ interests in ordinary shares pages 98 and 129; and 6.4 share capital of the Company pages 69 and 129.

7. LITIGATION STATEMENT The Board of Directors, on advice from senior counsel and its commercial advisers, remains of the view that the current legal and arbitration

proceedings instituted against the Company are grossly overstated and based on assumptions which are either incorrect or open to serious challenge. Save for the aforementioned, the directors in office whose names appear on pages 22 and 23 of the integrated report, are not



aware of any legal or arbitration proceedings, including any proceedings that are pending or threatened, that may have, or have had, in the recent past, being at least the previous 12 (twelve) months from the date of this integrated report, a material effect on the Group’s financial position.

8. DIRECTOR’S RESPONSIBILITY STATEMENT The directors in office, whose names appear on pages 22 and 23 of the integrated report, collectively and individually accept full responsibility

for the accuracy of the information pertaining to special resolution number 1 and certify that, to the best of their knowledge and belief, there are no facts that have been omitted which would make any statement false or misleading, and that all reasonable enquiries to ascertain such facts have been made and that the special resolution contains all information required by the JSE Listings Requirements.

9. MATERIAL CHANGES Other than the facts and developments reported on in the integrated report, there have been no material changes in the affairs or financial

position of the Company and its subsidiaries since the Company’s financial year-end and the date of signature of the integrated report.

10. DIRECTORS’ INTENTION REGARDING THE GENERAL AUTHORITY TO REPURCHASE THE COMPANY’S SHARES

The directors have no specific intention, at present, for the Company to repurchase any of its shares but consider that such a general authority should be put in place should an opportunity present itself to do so during the year which is in the best interests of the Company and its shareholders.

11. ATTENDANCE AND PROXIES 11.1 Please note that, in terms of Section 62(3)(e) of the Companies Act: 11.1.1 a shareholder entitled to attend and vote at the AGM is entitled to appoint one or more proxies to attend, participate in

and vote at the Annual General Meeting in place of that shareholder; and

11.1.2 a proxy need not also be a shareholder of the Company.

11.2 Please note further that Section 63(1) of the Companies Act requires that the AGM participants must provide satisfactory identification. In this regard, all AGM participants will be required to provide identification satisfactory to the chairman of the AGM.

11.3 All beneficial owners whose shares have been dematerialised through a Central Securities Depository Participant (“CSDP”) or broker other than with “own name” registration, must provide the CSDP or broker with their voting instructions in terms of their custody agreement should they wish to vote at the AGM. Alternatively, they may request the CSDP or broker to provide them with a letter of representation, in terms of their custody agreements, should they wish to attend the AGM.

11.4 Unless you advise your CSDP or broker, in terms of the agreement between you and your CSDP or broker by the cut-off time stipulated therein, that you wish to attend the special general meeting or send a proxy to represent you at this special general meeting, your CSDP or broker will assume that you do not wish to attend the special general meeting or send a proxy.

11.5 Forms of proxy (which form may be found enclosed) must be dated and signed by the shareholder appointing a proxy and must be received at the offices of the transfer secretaries, Link Market Services South Africa (Proprietary) Limited, 16th Floor, 11 Diagonal Street, Johannesburg, (PO Box 4844, Johannesburg, 2000), fax number: 086 674 2450, by no later than 09:00 (SA time) on Wednesday, 27 November 2013. Before a proxy exercises any rights of a shareholder at the special general meeting, such form of proxy must be so delivered.

11.6 Attention is drawn to the “Notes” to the form of proxy.

11.7 The completion of a form of proxy does not preclude any shareholder attending the special general meeting.

nOTICE OF AnnUAL GEnErAL MEETInGCONTINUED


12. VOTING 12.1 On a show of hands every shareholder present in person or by proxy, and if a member is a body corporate, its representatives,

shall have one vote and on a poll every shareholder present in person or by proxy and, if the person is a body corporate, its representative, shall have one vote for every share held or represented by him/her.

12.2 For the purpose of resolutions proposed in terms of the JSE Listings Requirements in respect of which any votes are to be excluded, any proxy given by a holder of securities to the holder of such an excluded vote shall also be excluded from voting for the purposes of that resolution.

13. ELECTRONIC PARTICIPATION AT THE AGM 13.1 Should any shareholder of the Company wish to participate in the AGM by way of electronic participation, that shareholder shall be

obliged to make an application in writing (including details as to how the shareholder or its representative can be contacted) to so participate, to the transfer secretaries at the applicable address set out below at least 5 (five) business days prior to the AGM in order for the transfer secretaries to arrange for the shareholder (and its representative) to provide reasonably satisfactory identification to the transfer secretaries for the purposes of Section 63(1) of the Companies Act and for the transfer secretaries to provide the shareholder (or its representative) with details as to how to access any electronic participation to be provided. The Company reserves the right not to provide for electronic participation at the AGM in the event that it determines that it is not practical to do so. Please note that while it might be possible to participate in the AGM through this medium, there is no facility for electronic voting and accordingly, shareholders are advised to follow the instructions in paragraph 11 of this notice in respect of voting.

13.2 The costs of accessing any means of electronic participation provided by the Company will be borne by the shareholder so accessing the electronic participation. Shareholders are encouraged to attend at the AGM.

By order of the Board

Gijima Group Limited

A van der MerweiThemba Governance and Statutory Solutions (Pty) LimitedCompany Secretary

Centurion24 October 2013



ExPLANATORY NOTESPresentation of annual financial statements

At the AGM, the directors must present the annual financial statements for the year ended 30 June 2013 to shareholders, together with the reports of the directors, the Audit and Risk Committee and the auditors. These are contained within the integrated report.

Presentation of report from Social, Ethics and Transformation Committee

Regulation 43 to the Companies Act of 2008 requires that the Social and Ethics Committee reports to shareholders at the AGM on matters within the committee’s mandate.

Ordinary resolution numbers 1 to 6 – rotation and election of directors

In accordance with the Company’s MOI, one-third of the non-executive directors are required to retire at each AGM and may offer themselves for re-election. In addition, any person appointed to the Board of Directors following the previous AGM is required to retire and is eligible for election at the next AGM. Ms EA Wilton, Ms L Tweedie, Ms SV Zilwa and Mr RT Edmond, having been appointed following the previous AGM, have made themselves available for election by shareholders. It addition, the following directors are eligible and have made themselves available for re-election:

• Mr A Trikamjee• Mr R Gumede

Brief biographical details of each of the above directors and the remaining members of the Board are contained on pages 22 and 23 of the integrated report of which this notice forms part.

Ordinary resolution numbers 7 – 10 – Appointment of Audit CommitteeIn terms of Section 94(2) of the Companies Act, a public company must at each AGM elect an Audit Committee comprising at least three members who are directors and who meet the criteria of Section 94(4) of the Companies Act. Regulation 42 to the Companies Act specifies that one-third of the members of the Audit Committee must have appropriate academic qualifications or experience in the areas as listed in the regulation. The Board of Directors of the Company is satisfied that the proposed members of the Audit Committee meet all relevant requirements. The appointment of Mr Trikamjee as member of the Audit Committee will be subject to Mr Trikamjee’s re-election as director of the Company and the appointment of Ms S Zilwa will be subject to her election as director of the Company.

Ordinary resolution number 11 – re-appointment of auditors

KPMG Incorporated has indicated its willingness to continue in office and ordinary resolution 11 proposes the re-appointment of that firm as the Company’s auditors with effect from 1 July 2013. Section 90(3) of the Companies Act requires the designated auditor to meet the criteria as set out in Section 90(2) of the Act. The Board of Directors of the Company is satisfied that both KPMG Incorporated and the designated auditor meet all relevant requirements.

Ordinary resolution numbers 12 – Placement and issue of shares and securities for cash

In terms of the Companies Act, directors are authorised to allot and issue the unissued shares of the Company, unless otherwise provided in the Company’s MOI or in instances as listed in Section 41 of the Act. The JSE requires that the MOI should provide that shareholders in a general meeting may authorise the directors to issue unissued securities and/or grant options to subscribe for unissued securities as the directors in their discretion think fit, provided that such transaction(s) has/have been approved by the JSE Limited and are subject to the JSE Listings Requirements Ordinary resolution 12 has been included to confirm directors’ authority to issue shares, such authority being limited to 5% of the number of issued shares in the share capital of the Company as at 30 June 2013. Directors confirm that there is no specific intention to issue any shares, other than as part of and in terms of the rules of the Company’s share incentive schemes, as at the date of this notice.

Ordinary resolution number 13 – remuneration philosophy and policy

The King Report on Corporate Governance for South Africa, 2009 (King III) recommends that the remuneration philosophy of the Company be submitted to shareholders for consideration and for an advisory, non-binding vote to provide shareholders with an opportunity to indicate should they not be in support of the material provisions of the remuneration philosophy and policy of the Company.

AnnExUrE


Ordinary resolution number 14 – Signing authority

Authority is required to do all such things and sign all documents and take all such action as necessary to implement the resolutions set out in the notice and approved at the AGM. It is proposed that the Company Secretary and/or any director be authorised accordingly.

Special resolution number 1 – General authority to repurchase shares

Section 48 of the Companies Act authorises the Board of Directors of a company to approve the acquisition of its own shares subject to the provisions of Section 48 and Section 46 having been met. The JSE Listings Requirements require the shareholders of the Company to approve the authority to repurchase shares and the approval of a 75% majority of the votes cast by shareholders present or represented by proxy at the AGM for special resolution number 1 to become effective.

Special resolution number 2 – Financial assistance

Section 45(2) of the Companies Act authorises the Board to provide direct or indirect financial assistance to a related or inter-related company, subject to subsections (3) and (4) of Section 45 of the Companies Act and unless otherwise provided in the Company’s MOI. In terms of Section 45(3) of the Companies Act, a special resolution of shareholders is required. The main purpose of the special resolution as set out in the notice of the meeting is to approve the granting of inter-company loans and financial assistance, a recognised and well-known practice, details of which are also set out in the notes to the annual financial statements.

Special resolution 3 – non-executive directors’ fees

In terms of section 66(8) and section 66(9) of the Act, a company may pay remuneration to directors for their services as directors unless otherwise provided by the MOI and on approval of shareholders by way of a special resolution. Executive directors are not specifically remunerated for their services as directors but as employees of the Company and as such, the resolution as included in the notice requests approval for the remuneration payable to non-executive directors for their services as directors of the Company.

It is to be noted that no increase in the fees payable to directors have been proposed since the approval of these fees at the AGM held on 8 December 2011. Accordingly, the fee structure as proposed in this special resolution is based on the structure as approved in 2011.




Dear Shareholder,

ELECTION TO RECEIVE ELECTRONIC SHAREHOLDER COMMUNICATIONSPlease note that in terms of the Companies Act, 2008, as amended and the JSE Listings Requirements, you may elect to receive shareholder communications and notices from Gijima electronically. If you make this election, you will be notified by e-mail when the Company’s shareholder communications become available and you will be able to access such communications through the internet. If you do not make this election, printed communications from the Company will be posted to you at your registered address.

Full name of shareholder

Reference number*

Telephone numbers

(office) (home) (mobile)

E-mail address:

I elect to receive notification electronically when the Company’s shareholder communications become available:

Signature:

Date:

* Can be obtained from the envelope in which you received the 2013 integrated report or please call Link Market Services on telephone number +2711 713 0800 for details.

The completed form should be returned to Link Market Services via post, fax or e-mail:

Fax number: 086 674 3330E-mail: [email protected]: Link Market Services at PO Box 4844, Johannesburg, 2000 (business reply paid envelope enclosed)

For enquiries please contact link market services

Telephone: +2711 713 0800Electronic receipt of communication and notices

ELECTrOnIC rECEIPT OF COMMUnICATIOn AnD nOTICES



To be completed by certificated shareholders and dematerialised shareholders with “own name” registration only

For completion by registered members of Gijima unable to attend the AGM of the Company to be held in the Acacia Boardroom of the Company at the Venus Building, Gijima Office Park, 47 Landmarks Avenue, Kosmosdal, Samrand, Centurion (see map on IBC), on 29 November 2013 at 12:30 (SA time), or at any adjournment thereof.

I/We of (address)

being the holder/s of shares in the Company, do hereby appoint:

1. or, failing him/her

2. or, failing him/her

the chairman of the AGM, as my/our proxy to attend, speak and, on a poll, vote on my/our behalf at the abovementioned AGM of members or at any adjournment thereof, and to vote or abstain from voting as follows on the ordinary and special resolutions to be proposed at such meeting:

For Against Abstain

Ordinary resolution number 2: Election of Ms L Tweedie as a director

Ordinary resolution number 3: Election of Ms SV Zilwa as a director

Ordinary resolution number 4: Election of Mr RT Edmond as a director

Ordinary resolution number 5: Re-election of Mr AH Trikamjee as a director

Ordinary resolution number 6: Re-election of Mr RW Gumede as a director

Ordinary resolution number 7: Election of Mr M Macdonald as a member of the Audit Committee

Ordinary resolution number 8: Election of Mr JCL van der Walt as a member of the Audit Committee

Ordinary resolution number 9: Election of Ms SV Zilwa as a member of the Audit Committee

Ordinary resolution number 10: Election of Mr AH Trikamjee as a member of the Audit Committee

Ordinary resolution number 11: Re-appointment of auditors

Ordinary resolution number 12: Authority to issue ordinary shares

Ordinary resolution number 13: Authority to issue securities for cash

Ordinary resolution number 14: Remuneration philosophy and policy

Ordinary resolution number 15: Signing authority

Special resolution number 1: General authority to repurchase shares

Special resolution number 2: Financial assistance to entities related or inter-related to the Company

Special resolution number 3: Non-executive directors’ fees

Please indicate with an “x” in the appropriate spaces provided above how you wish your vote to be cast. If no indication is given, the proxy may vote or abstain as he/she sees fit.

Signed on this day of 2013

Signature

Assisted by me, where applicable (name and signature)

Completed forms of proxy must be lodged with Link Market Services South Africa (Pty) Limited by no later than 10:00 on 27 November 2013.

Please read the notes and instructions on the reverse side hereof.

FOrM OF PrOxy



1. A form of proxy is only to be completed by those ordinary shareholders who are:

1.1 registered holders of ordinary shares in certificated form; or

1.2 holders of dematerialised shares of the Company registered in their own name.

2. If you have already dematerialised your ordinary shares through a Central Securities Depository Participant (“CSDP”) or broker and wish to attend the AGM, you must request your CSDP or broker to provide you with a Letter of Representation or you must instruct your CSDP or broker to vote by proxy on your behalf in terms of the agreement entered into between yourself and your CSDP or broker.

3. A member may insert the name of a proxy or the names of two alternative proxies of the member’s choice in the space. The person whose name stands first on the form of proxy and who is present at the AGM of shareholders will be entitled to act to the exclusion of those whose names follow.

4. On a show of hands a member of the Company present in person or by proxy shall have one (1) vote irrespective of the number of shares he/she holds or represents, provided that a proxy shall, irrespective of the number of members he/she represents, have only one (1) vote. On a poll, a member who is present in person or represented by proxy shall be entitled to that proportion of the total votes in the Company, which the aggregate amount of the nominal value of the shares held by him/her bears to the aggregate amount of the nominal value of all the shares issued by the Company.

5. A member’s instructions to the proxy must be indicated by the insertion of the relevant numbers of votes exercisable by the member in the appropriate box provided. Failure to comply with the above will be deemed to authorise the proxy to vote or to abstain from voting at the AGM as he/she deems fit in respect of all the members’ votes exercisable thereat. A member or the proxy is not obliged to use all the votes exercisable by the member or by the proxy, but the total of the votes cast and in respect of which abstention is recorded may not exceed the total of the votes exercisable by the member or by the proxy.

6. Forms of proxy must be lodged at, or posted to Link Market Services South Africa (Proprietary) Limited, 16th Floor, 11 Diagonal Street, Johannesburg, PO Box 4844, Johannesburg, 2000, fax number: 086 674 2450, to be received not later than 48 hours before the time fixed for the meeting (excluding Saturdays, Sundays and public holidays).

7. The completion and lodging of this form of proxy will not preclude the relevant member from attending the AGM and speaking and voting in person thereat to the exclusion of any proxy appointed in terms hereof.

8. Documentary evidence establishing the authority of a person signing this form of proxy in a representative capacity or other legal capacity must be attached to this form of proxy, unless previously recorded by the transfer secretaries or waived by the chairman of the AGM.

9. The completion of blank spaces overleaf need not be initialled. Any alteration or correction made to this form of proxy must be initialled by the signatory/ies.

10. Notwithstanding the aforegoing, the chairman of the AGM may waive any formalities that would otherwise be a prerequisite for a valid proxy. However, the chairman shall not accept any such appointment of a proxy unless the chairman is satisfied that it reflects the intention of the shareholder appointing the proxy.

11. If any shares are jointly held, all joint members must sign this form of proxy. If more than one of those members is present at the AGM either in person or by proxy, the person whose name appears first in the register shall be entitled to vote.

Summary of rights established by Section 58 of the Companies Act, 71 of 2008 (“Companies Act”), as required in terms of subsection 58(8)(b)(i)

1. A shareholder may at any time appoint any individual, including a non-shareholder of the Company, as a proxy to participate in, speak and vote at a shareholders’ meeting on his or her behalf (Section 58(1)(a)), or to give or withhold consent on behalf of the shareholder to a decision in terms of Section 60 (shareholders acting other than at a meeting) (Section 58(1)(b)).

2. A proxy appointment must be in writing, dated and signed by the shareholder, and remains valid for one year after the date on which it was signed or any longer or shorter period expressly set out in the appointment, unless it is revoked in terms of paragraph 6.3 or expires earlier in terms of paragraph 10.4 (Section 58(2)).

3. A shareholder may appoint two or more persons concurrently as proxies and may appoint more than one proxy to exercise voting rights attached to different securities held by the shareholder (Section 58(3)(a)).

4. A proxy may delegate his or her authority to act on behalf of the shareholder to another person, subject to any restriction set out in the instrument appointing the proxy (“proxy instrument”) (Section 58(3)(b)).

5. A copy of the proxy instrument must be delivered to the Company, or to any other person acting on behalf of the Company, before the proxy exercises any rights of the shareholder at a shareholders’ meeting (Section 58(3)(c)) and in terms of the MOI of the Company at least 48 hours before the AGM commences.

6. Irrespective of the form of instrument used to appoint a proxy:

6.1 the appointment is suspended at any time and to the extent that the shareholder chooses to act directly and in person in the exercise of an rights as a shareholder (Section 58(4)(a));

6.2 the appointment is revocable unless the proxy appointment expressly state otherwise (Section 58(4)(b)); and

6.3 if the appointment is revocable, a shareholder may revoke the proxy appointment by cancelling it in writing or by making a later, inconsistent appointment of a proxy, and delivering a copy of the revocation instrument to the proxy and to the Company (Section 58(4)(c)).

7. The revocation of a proxy appointment constitutes a complete and final cancellation of the proxy’s authority to act on behalf of the shareholder as of the later of the date stated in the revocation instrument, if any, or the date on which the revocation instrument was delivered as contemplated in paragraph 6.3 (Section 58(5)).

8. If the proxy instrument has been delivered to a company, as long as that appointment remains in effect, any notice required by the Companies Act or the Company’s MOI to be delivered by the Company to the shareholder must be delivered by the Company to the shareholder (Section 58(6)(a)), or the proxy or proxies, if the shareholder has directed the Company to do so in writing and paid any reasonable fee charged by the Company for doing so (Section 58(6)(b)).

9. A proxy is entitled to exercise, or abstain from exercising, any voting right of the shareholder without direction, except to the extent that the MOI or proxy instrument provides otherwise (Section 58(7)).

10. If a company issues an invitation to shareholders to appoint one or more persons named by the Company as a proxy, or supplies a form of proxy instrument:

10.1 the invitation must be sent to every shareholder entitled to notice of the AGM at which the proxy is intended to be exercised (Section 58(8)(a));

10.2 the invitation or form of proxy instrument supplied by the Company must:

10.2.1 bear a reasonably prominent summary of the rights established in Section 58 of the Companies Act (Section 58(8)(b)(i));

10.2.2 contain adequate blank space, immediately preceding the name(s) of any person(s) named in it, to enable a shareholder to write the name, and if desired, an alternative name of a proxy chosen by the shareholder (Section 58(8)(b)(ii)); and

10.2.3 provide adequate space for the shareholder to indicate whether the appointed proxy is to vote in favour of or against any resolution(s) to be put at the AGM, or is to abstain from voting (Section 58(8)(b)(iii));

10.3 the Company must not require that the proxy appointment be made irrevocable (Section 58(8)(c)); and

10.4 the proxy appointment remains valid only until the end of the Annual General Meeting at which it was intended to be used, subject to paragraph 7 (Section 58(8)(d)

nOTES TO THE FOrM OF PrOxy


ADMInISTrATIOn

SecretaryIthemba Governance and Statutory Solutions (Pty) LtdMonument Office ParkBlock 5, Suite 10279 Steenbok AvenueMonument Park(PO Box 4896, Rietvalleirand, 0174)

registered officec/o The Group CFOGijima Office Park47 Landmarks AvenueKosmosdal, SamrandCenturion, 0157(PO Box 10629, Centurion, 0046)

Merchant bank and advisorThe Standard Bank of South Africa Limited(Registration number 1962/000738/06)5th Floor, 3 Simmonds Street Johannesburg, 2001(PO Box 61344, Marshalltown, 2107)

SponsorRand Merchant Bank(A division of FirstRand Bank Limited)(Registration number 1929/001225/06)1 Merchant Place, Cnr Fredman Drive andRivonia Road, Sandton, 2196(PO Box 786, Sandton, 2146)

AttorneysWebber Wentzel10 Fricker RoadIllovo Boulevard, 2196(PO Box 61771, Marshalltown, 2107)

Transfer office/Transfer secretariesLink Market Services SA (Pty) Ltd(Registration number 2000/007239/07)16th Floor, 11 Diagonal StreetJohannesburg, 2001(PO Box 4844, Johannesburg, 2000)

Commercial bankersThe Standard Bank of South Africa Limited(Registration number 1962/000738/06)3 Simmonds StreetJohannesburg, 2001(PO Box 61344, Marshalltown, 2107)

registered AuditorKPMG Inc.Registered Auditors(Registration number 1999/021543/21)KPMG Forum1226 Francis BaardHatfieldSouth Africa(PO Box 11265, Hatfield, 0028)

ADMINISTRATION

SecretaryIthemba Governance and Statutory Solutions (Pty) LtdMonument Office ParkBlock 5, Suite 10279 Steenbok AvenueMonument Park(PO Box 4896, Rietvalleirand, 0174)

Registered officec/o The Group CFOGijima Office Park47 Landmarks AvenueKosmosdal, SamrandCenturion, 0157(PO Box 10629, Centurion, 0046)

Merchant bank and advisorThe Standard Bank of South Africa Limited(Registration number 1962/000738/06)5th Floor, 3 Simmonds Street Johannesburg, 2001(PO Box 61344, Marshalltown, 2107)

SponsorRand Merchant Bank(A division of FirstRand Bank Limited)(Registration number 1929/001225/06)1 Merchant Place, Cnr Fredman Drive andRivonia Road, Sandton, 2196(PO Box 786, Sandton, 2146)

AttorneysWebber Wentzel10 Fricker RoadIllovo Boulevard, 2196(PO Box 61771, Marshalltown, 2107)

Transfer office/Transfer secretariesLink Market Services SA (Pty) Ltd(Registration number 2000/007239/07)16th Floor, 11 Diagonal StreetJohannesburg, 2001(PO Box 4844, Johannesburg, 2000)

Commercial bankersThe Standard Bank of South Africa Limited(Registration number 1962/000738/06)3 Simmonds StreetJohannesburg, 2001(PO Box 61344, Marshalltown, 2107)

Registered AuditorKPMG Inc.Registered Auditors(Registration number 1999/021543/21)KPMG Forum1226 Francis BaardHatfieldSouth Africa(PO Box 11265, Hatfield, 0028)

Documents

Gijima AR COVER 12 T2iB04485 - ShareData · on healing and prevention, while delivering quality support at a lower cost. This is a transformational model that CIOs can leverage to