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(Registration Number : 1994/003426/07) Group annual financial statements for the year ended 31 March 2015 Tata Africa Holdings (SA) Proprietary Limited

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Page 1: Tata Africa Holdings (SA) Proprietary Limited · Tata Africa Holdings (SA) Proprietary Limited Note 2015 20142015 RR Assets Non-current assets Property, plant and equipment 4 413

(Registration Number : 1994/003426/07)

Group annual financial statements

for the year ended 31 March 2015

Tata Africa Holdings (SA)

Proprietary Limited

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Contents Page

2

3 - 4

5 - 6

7

8

9

10

11 - 49

Preparer

The annual financial statements have been prepared under the supervision of H Holford, CA(SA),

Financial Manager.

Statement of comprehensive income

Statement of financial position

Statement of changes in equity

Statement of cash flows

Notes to the group financial statements

Tata Africa Holdings (SA) Proprietary LimitedGroup annual financial statementsfor the year ended 31 March 2015

Directors' responsibility for financial reporting

Independent auditor's report

Directors' report

1

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Tata Africa Holdings (SA) Proprietary LimitedDirectors’ reportfor the year ended 31 March 2015

The directors have pleasure in presenting their report for the year ended 31 March 2015.

Business activities

Review of operations

Share capital

Dividends

Directors

The directors in office during the year and at the date of this report are:

D Geeringh

B Muthuraman * (resigned 26 September 2014)

Noel N Tata +

B Pretorius

Dr H S Vachha *

T Mbele (resigned 28 February 2015)

X Gobille #

* Indian

+ Irish

# French

The activities of the company and its subsidiaries include the holding of investments, the import and export of general

commodities, trade in steel and related products, the providing of consulting services and the assembly and distribution

of buses and trucks.

The group annual financial statements set out on pages 3 to 49 adequately reflect the state of affairs and the results of

the business operations of the company for the year ended 31 March 2015.

The directors have proposed and the shareholders have approved an interim dividend of R43 822 732 (2014: R65 004

712) to be paid after the financial year end, subject to the directors resolution that the Company shall immediately after

the payment of the interim dividend, satisfy the solvency and liquidity test as prescribed under the Companies Act,

2008.

A dividend of R65 004 712 (2014 - R10 460 528) was paid during the year.

Subsidiaries, associates and joint ventures

Refer to note 6 for details of the subsidiaries, associates and joint ventures.

The company issued 9 556 425 ordinary no par value shares on 15 September 2014, pursuant to conversion of

debentures.

The attributable interest of the company in the aggregate net income after taxation for the year of its subsidiaries

amounts to R249 919 638 (2014: R162 913 555) profit and R168 681 710 (2014: R94 559 571) loss.

3

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Tata Africa Holdings (SA) Proprietary Limited

Secretary

Business Address Postal Address

KPMG Services (Proprietary) Limited Private Bag 9

85 Empire Road, Parktown, 2193 Parkview, 2122

Auditors

Deloitte & Touche are the appointed auditors for the company.

Business Address Postal Address

Deloitte & Touche Private Bag X6

The Woodlands Gallo Manor

20 Woodlands Drive 2052

Woodmead

Postal address

P.O. Box 55738

Northlands

2116

2196

Johannesburg, South Africa

Directors’ report for the year ended 31 March 2015 (continued)

During the year, a shareholder, Tata International Singapore Pte Limited, has injected funds into Tata Africa Holdings

(Kenya) Limited, Tata Africa Holdings (Ghana) Limited, and TAH Pharmaceuticals Limited. These funds would be

converted into equity subsequent to year end and will result in these companies becoming subsidiaries/associates of

Tata International Singapore Pte Limited. There have been no other material circumstances or events between the year

end and the date of this report.

Holding company

Going concern

Subsequent events

The holding company is Tata International Limited, incorporated in India which holds 88.2% (2014: 99.5%) of the

Company’s ordinary shares. The ultimate holding company is Tata Sons Limited.

The directors of Tata Africa Holdings (SA) Proprietary Limited have reviewed the going concern considerations of the

company and its subsidiaries and associates and have no reason to believe the business will not be a going concern in

the year ahead.

A secretary has not been appointed. KPMG Services (Proprietary) Limited performs certain secretarial duties on

behalf of the company.

Cnr. Rivonia and Ferguson Road

Business address

39 Ferguson Road

Illovo

Company details

4

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Tata Africa Holdings (SA) Proprietary Limited

Note

2015 2014 2015 2014

R R R R

Assets

Non-current assets

Property, plant and equipment 4 413 904 989 339 365 149 40 677 483 41 941 451

Intangible assets 5 201 148 436 196 408 343 - -

Interest in associates and joint ventures 6.1 103 666 291 130 776 582 174 898 012 174 868 103

Investment in subsidiaries 6.8 - - 174 482 816 174 468 082

Other investments 7 57 000 000 160 663 464 57 000 000 160 659 826

Prepaid operating lease premiums 8 60 465 059 36 231 983 - -

Amounts owing by related parties 9 - - 28 694 783 80 106 566

Deferred tax asset 10 52 907 331 38 826 979 943 168 676 621

Total non-current assets 889 092 106 902 272 500 476 696 262 632 720 649

Current assets

Assets classified as held-for-sale 11 - 374 728 283 - -

Amounts owing by related parties 9 630 832 543 62 042 947 699 211 209 70 828 260

Inventories 12 1 367 700 463 1 368 050 511 5 528 250 6 377 351

Trade receivables 13 1 052 745 128 1 084 822 429 - -

Other receivables 14 106 623 617 88 733 825 1 230 204 439 596

Taxation 31 19 836 179 - 372 386 -

Cash and cash equivalents 224 466 874 139 689 847 11 366 980 26 963 388

Total current assets 3 402 204 804 3 118 067 842 717 709 029 104 608 595

Total assets 4 291 296 910 4 020 340 342 1 194 405 291 737 329 244

Equity and liabilities

Equity

Share capital 15 84 274 485 74 718 060 84 274 485 74 718 060

Retained earnings 651 876 694 708 919 374 251 883 556 258 861 770

Long-term convertible equity instrument 16 64 863 240 74 419 665 64 863 240 74 419 665

Translation reserve (118 009 251) (58 897 240) - -

Total equity attributable to parent 683 005 168 799 159 859 401 021 281 407 999 495

Non-controlling interest 16 569 494 14 519 260 - -

Total equity 699 574 662 813 679 119 401 021 281 407 999 495

Liabilities

Non-current liabilities

Amounts owing to related parties 9 382 725 000 333 147 150 20 885 376 42 421 556

Deferred employee liabilities 17 2 832 818 4 228 080 - -

Long-term liabilities 18 173 476 017 156 587 666 140 000 000 155 000 000

Long-term convertible equity instrument 16 9 517 631 13 948 285 9 517 631 13 948 285

Trade and other payables 20 12 992 311 14 815 591 - -

Deferred tax liability 10 10 420 485 10 333 370 - -

Total non-current liabilities 591 964 262 533 060 142 170 403 007 211 369 841

Current liabilities

Amounts owing to related parties 9 1 223 650 946 762 341 789 517 598 573 28 498 109

Short-term liabilities 19 759 756 804 1 044 164 915 5 319 334 17 370 855

Dividend payable 43 822 732 65 004 712 43 822 732 65 004 712

Trade and other payables 20 578 118 553 446 255 528 36 391 265 7 086 232

Taxation 31 4 727 496 18 531 602 - -

Bank overdraft 21 389 681 455 337 302 535 19 849 099 -

Total current liabilities 2 999 757 986 2 673 601 081 622 981 003 117 959 908

Total liabilities 3 591 722 248 3 206 661 223 793 384 010 329 329 749

Total equity and liabilities 4 291 296 910 4 020 340 342 1 194 405 291 737 329 244

Statement of financial positionat 31 March 2015

Group Company

7

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Tata Africa Holdings (SA) Proprietary Limited

Note 2015 2014 2015 2014

R R R R

Revenue 22 4 436 848 193 4 529 256 082 91 259 008 254 601 149

Cost of sales (3 525 865 906) (3 705 223 093) (70 483 290) (229 917 383)

Gross profit 910 982 287 824 032 989 20 775 718 24 683 766

Other operating income 48 779 486 38 926 941 36 931 695 88 818 598

Selling, distribution and administrative expenses (698 906 231) (628 374 075) (67 746 180) (70 290 415)

Profit/(loss) from operations 23 260 855 542 234 585 855 (10 038 767) 43 211 949

Profit on sale of investment 163 995 929 - 192 763 224 -

Provision for impairment of investment (103 659 827) (117 321 093) -

Impairment of investment - - - (10 049)

Finance income 24 41 648 091 18 109 557 32 344 651 9 320 665

Finance expense 24 (329 575 669) (194 123 511) (61 170 044) (19 937 853)

Net finance expense (287 927 578) (176 013 954) (28 825 393) (10 617 188)

Profit before taxation 33 264 066 58 571 901 36 577 971 32 584 712

Income tax 25 (53 129 735) (50 720 642) 266 547 259 472

(Loss)/profit after tax (19 865 669) 7 851 259 36 844 518 32 844 184

Equity profit/(loss) from associates and joint ventures 6 3 093 772 (1 558 151) - -

(Loss)/profit for the year (16 771 897) 6 293 108 36 844 518 32 844 184

Other comprehensive income 4 263 948 1 595 017 - -

Total comprehensive (loss)/income for the year (12 507 949) 7 888 125 36 844 518 32 844 184

Total (loss)/profit for the year

is attributed to:

Equity holders of the company (17 483 896) 11 674 243 36 844 518 32 844 184

Non-controlling interest 711 999 (5 381 135) - -

(16 771 897) 6 293 108 36 844 518 32 844 184

Statement of comprehensive incomefor the year ended 31 March 2015

Group Company

8

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Tata Africa Holdings (SA) Proprietary LimitedStatement of changes in equity

R R R R R R

Group

Balance at 1 April 2013 74 718 060 771 115 354 - (69 675 488) 16 737 394 792 895 320

Long term convertible equity instrument - - 74 419 665 - - 74 419 665

Profit for the year - 11 674 243 - - (5 381 135) 6 293 108

Other comprehensive income for the year - 1 595 017 - (1 595 017) - -

Dividend paid for the financial year 2012-13 - (10 460 528) - - - (10 460 528)

Interim dividend for the financial year 2013-14 - (65 004 712) - - - (65 004 712)

Change in foreign currency translation reserve - - - 12 373 265 3 163 001 15 536 266

Balance at 31 March 2014 74 718 060 708 919 374 74 419 665 (58 897 240) 14 519 260 813 679 119

Long term convertible equity instrument conversion

during the year 9 556 425 - (9 556 425) - - -

Total comprehensive income for the year - (17 483 896) - - 711 999 (16 771 897)

Other comprehensive income for the year - 4 263 948 - (4 263 948) - -

Interim dividend for the financial year 2014-15 - (43 822 732) - - - (43 822 732)

Change in foreign currency translation reserve - - - (54 848 063) 1 338 235 (53 509 828)

Balance at 31 March 2015 84 274 485 651 876 694 64 863 240 (118 009 251) 16 569 494 699 574 662

Company

Balance at 1 April 2013 74 718 060 301 482 826 - - - 376 200 886

Long term convertible equity instrument - - 74 419 665 - - 74 419 665

Total comprehensive income for the year - 32 844 184 - - - 32 844 184

Dividend paid for the financial year 2012-13 - (10 460 528) - - - (10 460 528)

Interim dividend for the financial year 2013-14 - (65 004 712) - - - (65 004 712)-

Balance at 31 March 2014 74 718 060 258 861 770 74 419 665 - - 407 999 495

Long term convertible equity instrument conversion

during the year 9 556 425 - (9 556 425) - - -

Total comprehensive income for the year - 36 844 518 - - - 36 844 518

Interim dividend for the financial year 2014-15 - (43 822 732) - - - (43 822 732)-

Balance at 31 March 2015 84 274 485 251 883 556 64 863 240 - - 401 021 281

Total

for the year ended 31 March 2015

Retained

earnings

Long term

convertible

equity

instrumentShare capital

Translation

reserve

Non-

controlling

interest

9

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Tata Africa Holdings (SA) Proprietary LimitedStatement of cash flowsfor the year ended 31 March 2015

Note 2015 2014 2015 2014

R R R R

Cash flows from operating activities

Cash generated/(utilised) from operations 31 457 337 930 (518 972 026) (169 703 529) (19 279 134)

Interest received 10 250 864 4 498 102 3 274 896 2 257 453

Interest paid (121 176 335) (101 139 934) (14 892 805) (14 787 424)

Taxation paid 31 (89 826 889) (78 690 197) ( 372 386) -

Withholding tax paid 31 (3 381 210) (3 482 899) - -

Dividends received 1 417 966 22 180 000 35 221 268 51 239 376

Dividends paid 31 (65 004 712) (10 460 528) (65 004 712) (10 460 528)

Net cash inflow/(outflow) from operating activities 189 617 614 (686 067 482) (211 477 268) 8 969 743

Cash flows from investing activities

Acquisition of property, plant and equipment (125 327 387) (54 306 412) (1 452 852) ( 232 660)

Acquisition of intangible assets (8 116 061) (2 435 084) - -

Acquisition of interest in subsidiaries - - (13 676 000) (7 236 130)

Acquisition of interest in associates and joint ventures (5 581 200) (139 845 369) (5 629 909) (25 000 000)

Proceeds from disposal of property, plant and equipment 3 814 827 57 463 725 33 870 55 586 428

Proceeds from disposal of investments 109 172 251 - 109 172 251 -

Increase in prepaid operating lease premiums (27 296 368) - - -

Net cash inflow/(outflow) from investing activities (53 333 938) (139 123 140) 88 447 360 23 117 638

Cash flows from financing activities

Long term convertible equity instrument issued - 88 367 950 - 88 367 950

Long term convertible equity instrument repayments (4 430 654) - (4 430 654) -

Increase in amounts owing to related parties - 333 147 150 - -

Amounts paid - defined benefit obligation (4 280 341) (1 612 299) - -

Long-term liabilities repaid - net (247 341 583) (78 991 066) (15 000 000) (30 535 462)

(Decrease)/increase in short-term liabilities (27 341 428) 70 273 516 (12 051 521) (36 024 204)

Decrease/(increase) in non-current amount owing by related

parties 49 577 850 - 51 411 782 (11 028 243)

Increase/(decrease) in current amount owing to related parties

129 930 587 333 147 150 67 654 794 (22 364 022)

Net cash (outflow)/inflow from financing activities(103 885 569) 744 332 401 87 584 401 (11 583 981)

Net increase/(decrease) in cash and cash equivalents 32 398 107 (80 858 221) (35 445 507) 20 503 400

Cash and cash equivalents at beginning of year (197 612 688) (116 754 467) 26 963 388 6 459 988

Cash and cash equivalents at end of year 31 (165 214 581) (197 612 688) (8 482 119) 26 963 388

Group Company

10

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Tata Africa Holdings (SA) Proprietary Limited

1.

2.

(a)

(b)

(c)

(d)

Previous year figures have been reclassified, wherever necessary, to make them comparable with those of the

current year.

Comparatives

The financial statements have been prepared on a going concern basis in accordance with International

Financial Reporting Standards (IFRS) and its interpretations adopted by the International Accounting

Standards Board (IASB) and the Companies Act of South Africa.

Basis of measurement

The financial statements are presented in Rands, which is the group and company’s functional currency. They

are prepared on the historical cost basis except for derivative financial instruments which are measured at fair

value.

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.

If there are indications that impairment may have occurred, estimates are prepared of expected future cash

flows for each of the assets. Expected future cash flows used to determine the value in use are inherently

uncertain and could materially change over time. They are significantly affected by a number of factors

including, sales estimates, together with economic factors such as spot and future prices, discount rates, foreign

currency exchange rates, estimates of costs and future capital expenditure.

Use of estimates and judgements

Reporting entity

Basis of preparation

Statement of compliance

Notes to the group financial statementsfor the year ended 31 March 2015

Tata Africa Holdings SA (Proprietary) Limited is a company domiciled in South Africa.

11

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

3.

(a)

(i) Subsidiaries

(ii)

In assessing control, potential voting rights that presently are exercisable or convertible are taken into account.

Investments are stated at cost less impairment losses. The financial statements of subsidiaries are included in the group

annual financial statements from the date that control commences until the date that control ceases.

Associates and joint ventures

The accounting policies set out below have been applied consistently by the group and company to all periods presented

in these consolidated financial statements.

Significant accounting policies

Basis of consolidation

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. Investments

are stated at cost less impairment losses.

An associate is an entity over which the group has significant influence and that is neither a subsidiary nor an interest in a

joint venture. Significant influence is the power to participate in the financial and operating policy decisions of the

investee but is not control or joint control over those policies. Investment in associates are stated at cost less impairment

losses at a company level.

A joint venture is an entity over which the company exercises joint control and that is neither a subsidiary or associate.

Investments in joint ventures are stated at cost less impairment losses at a company level.

Any excess of the cost of acquisition over the group's share of the net fair value of the identifiable assets, liabilities and

contingent liabilities of an associate and joint venture are recognised at the date of acquisition is recognised as goodwill

which is included within the carrying amount of the investment. Any excess of the Group's share of the net fair value of

the identifiable assets, liabilities and contingent liabilities over the cost of acquisition, after reassessment, is recognised

immediately in profit or loss.

The requirements of IAS 36, Impairment of Assets, are applied to determine whether it is necessary to recognise any

impairment loss with respect to the group's investment in an associate and joint venture. When necessary, the entire

carrying amount of the investment (including goodwill) is tested for impairment in accordance with IAS 36, Impairment

of Assets, as a single asset by comparing its recoverable amount (higher of value in use and fair value less costs to sell)

with its carrying amount. Any reversal of that impairment loss is recognised in accordance with IAS 36, Impairment of

Assets, to the extent that the recoverable amount of the investment subsequently increases. When a group entity transacts

with its associate, profits and losses resulting from the transactions with the associate are recognised in the group's annual

financial statements only to the extent of interests in the associate and joint venture that are not related to the group.

The results and assets and liabilities of associates and joint ventures are incorporated in these group annual financial

statements using the equity method of accounting, except when the investment is classified as held for sale, in which case

it is accounted for in accordance with IFRS 5, Non-current Assets Held for Sale and Discontinued Operations. Under the

equity method, investments in associates and joint ventures are carried in the consolidated statement of financial position

at cost as adjusted for post-acquisition changes in the Group's share of the net assets of the associate, less any impairment

in the value of individual investments. Additional losses are recognised only to the extent that the group has incurred

legal or constructive obligations or made payments on behalf of the associate and joint venture.

12

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

3.

(b)

(c)

(i)

(ii)

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, except as described below. Subsequent to initial

recognition non-derivative financial instruments are measured as described below.

Economic hedges

Non-derivative financial instruments

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 statement of financial position date are

translated at the foreign exchange rate ruling at that date. Gains and losses arising on translation are credited to or

charged against income.

Derivatives are recognised initially at fair value; attributable transaction costs are recognised in profit or loss when

incurred. Subsequent to initial recognition, derivatives are measured at fair value, and changes therein are accounted

for as described below. The fair value of forward exchange contracts is their quoted market price at the statement of

financial position date, being the present value of the quoted forward price.

Non-derivative financial instruments comprise trade and other receivables, cash and cash equivalents, loans and

borrowings, and trade and other payables.

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.

Significant accounting policies (continued)

The accounting policies set out below have been applied consistently by the group and company to all periods

presented in these consolidated financial statements.

Foreign currency transactions

Financial instruments

The company uses derivative financial instruments to hedge its exposure to foreign exchange risks arising from

operational, financing and investment activities. In accordance with its treasury policy, the company does not hold or

issue derivative financial instruments for trading purposes.

Derivative financial instruments

Foreign exchange differences arising on translation are recognised in the statement of comprehensive income. 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 rand at foreign exchange rates ruling at the dates the fair value was

determined.

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

are translated to rand at exchange rates at the reporting date. The income and expenses of foreign operations, are

translated to rand at exchange rates at the dates of the transactions. Foreign currency differences are recognised

directly in equity. When a foreign operation is disposed of, in part or in full, the relevant amount in the foreign

currency translation reserve is transferred to the statement of comprehensive income.

13

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

3.

(c)

(ii)

Cash and cash equivalents comprise cash balances and call deposits.

Investments at fair value through profit or loss

Other

(d)

(i)

(ii)

The group and company recognises in the carrying amount of an item of property, plant and equipment the cost of

replacing part of such an item when that cost is incurred if it is probable that the future economic benefits embodied

with the item will flow to the group and company and the cost of the item can be measured reliably. All other costs

are recognised in the statement of comprehensive income as an expense as incurred.

Subsequent costs

Significant accounting policies (continued)

Financial instruments (continued)

Non-derivative financial instruments (continued)

Owned assets

Items of property, plant and equipment are stated at cost less accumulated depreciation (see accounting policy c (iii))

and impairment losses (see accounting policy g). Where 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.

A financial instrument is recognised if the company becomes a party to the contractual provisions of the instrument.

Financial assets are derecognised if the company’s contractual rights to cash flows from the financial assets expire or

if the company transfers the financial asset to another party without retaining control or substantially all risks and

rewards of the asset. Financial liabilities are derecognised if the company’s obligations specified in the contract expire

or are discharged or cancelled.

Trade receivables are recognised and carried at the fair value of the original invoice using the effective interest rate

method. Gains or losses are recognised in the statement of comprehensive income when the receivables are

derecognised or impaired.

An instrument is classified as at fair value through profit or loss if it is held for trading or is designated as such upon

initial recognition. Financial instruments are designated at fair value through profit or loss if the group and company

manages such investments and makes purchase and sale decisions based on their fair value. Upon initial recognition,

attributable transaction costs are recognised in profit or loss when incurred. Financial instruments at fair value through

profit or loss are measured at fair value, and changes therein are recognised in profit or loss.

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

impairment losses.

Property, plant and equipment

14

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

3.

(d)

(iii)

The following rates of depreciation are used:

Freehold residential land -

Commercial land and buildings 5%

Residential buildings 5%

Motor vehicles 20-30%

Furniture & fittings 17-20%

Plant and Equipment 20-25%

Office equipment 20-33%

Computer equipment 20-33%

Leasehold improvements Lease period

Internally-generated intangible assets - research and development expenditure

Depreciation

Significant accounting policies (continued)

Property, plant and equipment (continued)

Intangible assets acquired separately

Intangible assets with finite useful lives that are acquired separately are carried at cost less accumulated amortisation

and accumulated impairment losses. Amortisation is recognised on a straight-line basis over their estimated useful

lives. The estimated useful life and amortisation method are reviewed at the end of each reporting period, with the

effect of any changes in estimate being accounted for on a prospective basis. Intangible assets with indefinite useful

lives that are acquired separately are carried at cost less accumulated impairment losses.

Depreciation rate %

Intangible assets

Depreciation is charged to the statement of comprehensive income 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.

Depreciation methods, useful lives and residual values, if not insignificant, are reassessed annually.

·     the ability to measure reliably the expenditure attributable to the intangible asset during its

development

Expenditure on research activities is recognised as an expense in the period in which it is incurred.

An internally-generated intangible asset arising from development (or from the development phase of an internal

project) is recognised if, and only if, all of the following have been demonstrated:

·     the technical feasibility of completing the intangible asset so that it will be available for use or sale;

·     the intention to complete the intangible asset and use or sell it;

·     the ability to use or sell the intangible asset;

    asset; and

or sale;

·     how the intangible asset will generate probable future economic benefits;

·     the availability of adequate technical, financial and other resources to complete the development and to use or

15

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

3.

(d)

Intangible assets acquired in a business combination

Derecognition of intangible assets

(e)

(f)

The amount initially recognised for internally-generated intangible assets is the sum of the expenditure incurred from

the date when the intangible asset first meets the recognition criteria listed above. Where no internally-generated

intangible asset can be recognised, development expenditure is recognised in profit or loss in the period in which it is

incurred.

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 and company's cash management are included as a component of cash and cash

equivalents for the purpose of the statement of cash flows.

Inventories

An intangible asset is derecognised on disposal, or when no future economic benefits are expected from use or

disposal. Gains or losses arising from derecognition of an intangible asset, measured as the difference between the net

disposal proceeds and the carrying amount of the asset, are recognised in profit or loss when the asset is derecognised.

Significant accounting policies (continued)

Property, plant and equipment (continued)

Intangible assets (continued)

Subsequent to initial recognition, intangible assets acquired in a business combination are reported at cost less

accumulated amortisation and accumulated impairment losses, on the same basis as intangible assets that are acquired

Subsequent to initial recognition, internally-generated intangible assets are reported at cost less accumulated

amortisation and accumulated impairment losses, on the same basis as intangible assets that are acquired separately.

Inventories are stated at the lower of cost and net realisable value. The cost of inventories comprises all costs of

purchase, conversion and other costs incurred in bringing the inventories to their present location and condition. Net

realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion

and selling expenses. Inventories are valued on a weighted average basis except for vehicles which are valued on the

specific identification basis. Obsolete, redundant and slow moving inventories are identified on a regular basis and are

written down to their estimated net realisable value.

Intangible assets acquired in a business combination and recognised separately from goodwill are initially recognised

at their fair value at the acquisition date (which is regarded as their cost).

Cash and cash equivalents

16

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

3.

(g)

(i)

(ii)

(h)

(i)

(i)

(ii)

Significant accounting policies (continued)

Revenue

Goods sold and services rendered

Revenue from the sale of goods is measured at the fair value of the consideration received or receivable, net of returns

and allowances, trade discounts and volume rebates. Revenue is recognised when the significant risks and rewards of

ownership have been transferred to the buyer, recovery of the consideration is probable, the associated costs and

possible return of goods can be estimated reliably, and there is no continuing management involvement with the goods.

Impairment

The carrying amounts of the group and company's assets are reviewed at each statement of financial position date to

determine whether there is any indication of impairment. If any such indication exists, the asset’s recoverable amount

is estimated (see accounting policy g (i)). An impairment loss is recognised whenever the carrying amount of an asset

or its cash generating unit exceeds its recoverable amount. A cash generating unit is the smallest identifiable asset

group that generates cash flows that are largely independent from other assets and groups. Impairment losses are

recognised in the statement of comprehensive income. 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

then, to reduce the carrying amount of the other assets in the unit (group of units) on a pro rata basis.

Calculation of recoverable amount

The recoverable amount of assets or cash generating unit is the greater of its value in use and its fair value less costs to

sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax

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.

Reversal of impairment

In respect of other assets, impairment losses recognised in prior periods are assessed at each reporting date for any

indications 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, if no impairment loss had been recognised. Any impairment previously recorded against goodwill is not

reversed.

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.

Revenue from services rendered is recognised in profit and loss in proportion to the stage of completion of the

transaction at the reporting date.

Rental income

Rental income from investment property is recognised in the statement of comprehensive income on a straight line

basis over the term of the lease.

Goods sold and services rendered (continued)

17

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

3.

(h)

(iii) Other

(i)

(i)

(ii)

(j)

(k)

Significant accounting policies (continued)

Revenue (continued)

Net financing costs

Net financing costs comprise interest payable on borrowings calculated using the effective interest rate method,

interest receivable on funds invested, and foreign exchange gains and losses. Interest income is recognised in the

statement of comprehensive income as it accrues, using the effective interest method.

Income tax on the profit or loss for the year comprises current and deferred tax. Income tax is recognised in the

statement of comprehensive income except to the extent that it relates to items recognised directly in equity, in which

case it is recognised in equity. Current tax is the expected tax payable on the taxable income for the year, using tax

rates enacted or substantially enacted at the statement of financial position date, and any adjustment to tax payable in

respect of previous years.

Dividend income is recognised in the statement of comprehensive income on the date the entity's right to receive

payments is established.

Operating lease payments

Payments made under operating leases are recognised in the statement of comprehensive income on a straight line

basis over the term of the lease.

Expenses

Taxation

Employee benefits

The cost of all short term employee benefits is recognised during the period in which the employee renders the related

service.

Deferred tax is provided using the statement of financial position liability method, providing for temporary

differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts

used for taxation purposes. The following temporary differences are not provided for: goodwill not deductible for tax

purposes, the initial recognition of assets or liabilities that affect neither accounting or taxable profit, and differences

relating to investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future. The

amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount

of assets and liabilities, using tax rates enacted or substantively enacted at the statement of financial position 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 reduced to the extent that it is no longer probable that

the related tax benefit will be realised.

Defined contribution plans

A defined contribution plan is a post-employment benefit plan under which an entity pays fixed contributions into a

separate entity and will have no legal or constructive obligation to pay further amounts. Obligations for contributions

to defined contribution pension plans are recognised as an employee benefit expense in the statement of

comprehensive income when they are due.

18

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

3.

(l)

(m)

(i)

(ii)

(iii)

Deferred taxation asset is recognised to the extent that it is probable that taxable profits will be available in future

against which the deferred taxation assets can be utilised. The future availability of taxable profits is based on

management’s judgements regarding future business plans.

Property, plant and equipment are depreciated to their residual values over their estimates useful lives. Methods of

depreciation, residual values and estimated useful lives are reviewed annually, based on management’s judgement of

relevant factors and conditions.

Significant accounting policies (continued)

Deferred taxation asset

Provisions

A provision is recognised if, as a result of a past event, the group or company has a present legal or constructive

obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to

settle the obligation. Provisions are determined by discounting the expected future statement of cash flows at a pre-

tax rate that reflects current market assessments of the time value of money and the risks specific to the liability.

Key source of estimation uncertainty

The following are the key assumptions concerning the future, and other key sources of estimation uncertainty at the

end of the reporting period, that have a significant risk of causing a material adjustment to the carrying amounts of

assets and liabilities within the next financial year.

Directors' valuation - valuation by directors, utilising appropriate valuation methodology and principles.

Asset lives and residual values

Valuation of investments

Investments in subsidiaries, associates, joint ventures and other investments are valued by management based on

their considered view of the appropriate valuation methodology and valuation assumptions and factors as relevant to

the nature of each investment. In broad principle, management adopts the following criteria in assessing the

valuation methodology to be undertaken:

19

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

3.

(n)

IAS 1 Presentation of Financial Statements Amendment

IAS 16 Property, Plant and Equipment Amendment

IAS 19 Employee Benefits Amendment

IAS 27 Amendment

IAS 28 Investments in Associates and Joint Ventures Amendment

IAS 34 Interim Financial Reporting Amendment

IAS 38 Intangible Assets Amendment

IFRS 5 Amendment

IFRS 7 Financial Instruments: Disclosures Amendment

IFRS 9 Financial Instruments New

IFRS 10 Consolidated Financial Statements Amendment

IFRS 11 Joint Arrangements Amendment

IFRS 12 Disclosure of Interest in Other Entities Amendment

IFRS 14 Regulatory Deferral Accounts New

IFRS 15 Revenue from Contracts with Customers New

1 January 2016

1 January 2016

1 January 2016

Significant accounting policies (continued)

Standard/Interpretation

Annual accounting

period beginning on

or after

New standards and interpretations not yet adopted

At the date of authorisation of the financial statements of the company for the year ended 31 March 2015, the

following Standards and Interpretations were in issue but not yet effective:

The directors have not yet assessed the impact of the above standards and interpretations on the financial statements

of the company within the period of initial application.

1 January 2016

1 January 2016

1 January 2016

1 January 2016

1 January 2016

1 January 2015

1 January 2018

1 January 2016

1 January 2016

1 January 2016

1 January 2016

Non-current Assets Held for Sale and Discontinued

Operations

1 January 2017

Separate Financial Statements (as amended in 2011)

20

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

2015 2014

4. Property, plant and equipment CostAccumulated

depreciation

Carrying

amountCost

Accumulated

depreciation

Carrying

amount

R R R R R R

Group

Leasehold improvements 859 616 361 297 498 319 801 772 399 461 402 311

Commercial land and buildings 384 667 239 66 828 145 317 839 094 309 865 891 57 922 487 251 943 404

Plant and equipment 83 613 017 64 306 587 19 306 430 33 825 063 23 390 022 10 435 041

Motor vehicles 54 715 504 33 385 025 21 330 479 54 658 657 32 059 208 22 599 449

Furniture and fittings 48 898 777 32 936 791 15 961 986 117 423 515 79 559 915 37 863 600

Office equipment 29 297 898 21 842 466 7 455 432 25 485 140 17 849 279 7 635 861

Computer equipment 10 301 346 7 575 303 2 726 043 - - -

Capital work in progress 28 787 206 - 28 787 206 8 485 483 - 8 485 483

Total assets 641 140 603 227 235 614 413 904 989 550 545 521 211 180 372 339 365 149

Company

Leasehold improvements 859 616 361 296 498 320 647 032 244 721 402 311

Commercial land and buildings 54 645 376 16 079 270 38 566 106 54 645 376 13 919 414 40 725 962

Motor vehicles 1 582 974 913 799 669 175 1 123 482 1 096 712 26 770

Furniture and fittings 3 438 791 2 969 102 469 689 3 349 709 2 789 732 559 977

Office equipment 2 856 423 2 382 230 474 193 2 425 956 2 199 525 226 431

Total assets 63 383 180 22 705 697 40 677 483 62 191 555 20 250 104 41 941 451

The Company's land and buildings comprise the following:

A listing of Group's land and buildings are contained in a register held at the registered office.

Refer to note 18 and 21 for details of properties offered as security.

– Freehold industrial land and buildings, being portion 1 of Erf 11, Rosslyn.

– Freehold industrial land and buildings, being portion 4 of Erf 5214 Benoni South

Erf 57, Activia Park, Extension 1, Elandsfontein, and Portion 1 of Erf 11, Rosslyn with a combined cost of R 20 260 556 have been offered as

security for a loan from State Bank of India.

– Freehold industrial land and office and warehouse buildings, being portion of Erf 57, Activia Park, Extension 1, Elandsfontein.

21

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

4.

R R R R R R R

Group

Leasehold improvements 402 311 212 585 - ( 116 577) - - 498 319

Commercial land and buildings 251 943 404 82 997 666 1 088 235 (12 528 735) (5 661 476) - 317 839 094

Plant and equipment 10 435 041 2 296 953 13 624 583 (5 516 109) (1 533 680) (358) 19 306 430

Motor vehicles 22 599 449 12 505 075 ( 247 243) (8 450 149) ( 423 078) (4 653 575) 21 330 479

Furniture and fittings 37 863 600 2 305 221 (17 783 401) (4 884 539) (1 486 737) ( 52 158) 15 961 986

Office equipment 7 635 861 2 702 341 1 102 628 (3 599 019) ( 381 158) ( 5 221) 7 455 432

Computer equipment - 545 802 3 164 791 ( 996 130) 16 275 ( 4 695) 2 726 043

Capital work in progress 8 485 483 21 761 744 ( 949 593) - ( 510 428) - 28 787 206

339 365 149 125 327 387 - (36 091 258) (9 980 282) (4 716 007) 413 904 989

2014

Leasehold improvements 493 608 14 590 - ( 105 887) - - 402 311

Commercial land and buildings 243 603 933 8 777 330 25 536 946 (12 778 925) 12 660 497 (25 856 377) 251 943 404

Residential land and buildings 1 271 149 - - ( 88 273) - (1 182 876) -

Plant and equipment 8 374 164 4 248 449 1 682 822 (4 378 461) 517 439 ( 9 372) 10 435 041

Motor vehicles 19 632 617 13 363 987 - (9 404 496) 907 264 (1 899 923) 22 599 449

Furniture and fittings 29 225 712 5 411 517 12 655 376 (8 623 132) ( 648 053) ( 157 820) 37 863 600

Office equipment 6 735 562 4 115 804 102 539 (3 840 880) 552 017 ( 29 181) 7 635 861

Capital work in progress 28 442 356 18 374 735 (39 977 683) ( 158 962) 1 805 037 - 8 485 483

337 779 101 54 306 412 - (39 379 016) 15 794 201 (29 135 549) 339 365 149

Company

Leasehold improvements 402 311 212 584 - ( 116 575) - - 498 320

Commercial land and buildings 40 725 962 - - (2 159 856) - - 38 566 106

Motor vehicles 26 770 710 000 - ( 67 595) - - 669 175

Furniture and fittings 559 977 89 081 - ( 179 369) - - 469 689

Office equipment 226 431 441 187 - ( 190 055) - ( 3 370) 474 193

41 941 451 1 452 852 - (2 713 450) - ( 3 370) 40 677 483

2014

Leasehold improvements 493 608 14 589 - ( 105 886) - - 402 311

Commercial land and buildings 69 451 247 - - (2 868 908) - (25 856 377) 40 725 962

Residential land and buildings 1 271 149 - - ( 88 273) - (1 182 876) -

Motor vehicles 829 362 - - ( 141 762) - ( 660 830) 26 770

Furniture and fittings 751 268 101 795 - ( 227 867) - ( 65 219) 559 977

Office equipment 374 318 116 276 - ( 253 531) - ( 10 632) 226 431

73 170 952 232 660 - (3 686 227) - (27 775 934) 41 941 451

Net disposals

Property, plant and equipment (continued)

2015

Carrying

amount at

beginning of

year

AdditionsDepreciation/

Impairment

Carrying

amount at end

of year

TransfersTranslation

reserve

2015

22

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

5.

R R R R R R

2015

Exploration rights 195 767 782 7 549 380 (1 814 240) - ( 390 768) 201 112 154

Computer software 640 561 566 681 (1 077 838) - ( 93 122) 36 282

196 408 343 8 116 061 (2 892 078) - ( 483 890) 201 148 436

2014

Exploration rights 205 883 067 959 916 ( 745 200) (11 493 781) 1 163 780 195 767 782

Computer software 39 099 1 475 168 ( 772 535) - ( 101 171) 640 561

205 922 166 2 435 084 (1 517 735) (11 493 781) 1 062 609 196 408 343

In prior years the group acquired exploration rights to mining activities in Madagascar through its subsidiary Mpumalanga Mining

Resources SA for an amount of ZAR 191.79 million (USD 28.5 million). The directors have performed a purchase price allocation in

which the fair value of the acquisition is attributed to the exploration rights in its entirety. At the reporting date, the project is still in

the process of exploration. Pursuant to the four conditions of paragraph 20 of IFRS 6, Exploration for and Evaluation of Mineral

Resources, the directors are of the opinion that the investment should not be assessed for impairment since (1) the right to explore has

not expired; (2) the group had planned and therefore invested a further ZAR13 676 000 (USD 1 250 000) in the project during the

year; (3) the project has not yet been developed and is still in the stage of exploration; and (4) no decision has been taken to discontinue

with the exploration and evaluation of mineral resources. Therefore, the investment is stated at cost in the financial statements.

Carrying

amount at end

of year

Intangible assets Carrying

amount at

beginning of

year

Additions Amortisation ImpairmentTranslation

reserve

23

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

6.

2015 2014 2015 2014

R R R R

6.1 Interest in associates and joint ventures comprises:

Shares at cost less provision for impairment 156 366 012 156 336 103 156 366 012 156 336 103

Equity loss of associates (71 780 985) (44 689 496) - -

Balance at 1 April (44 689 496) (20 951 345) - -

Dividend received (1 417 966) (22 180 000) - -

Share of profit on investment sold (28 767 295) - - -

Current equity profit/ (loss) from associates 3 093 772 (1 558 151) - -

84 585 026 111 646 607 156 366 012 156 336 103

Loans to associates and joint ventures 19 081 265 19 129 975 18 532 000 18 532 000

103 666 291 130 776 582 174 898 012 174 868 103

The carrying value of the interest in associates and joint ventures is made up from the following companies:

103 666 292 130 776 582

Consilience Technologies Proprietary Limited * 30 077 267 20 198 264

Accordian Investments Proprietary Limited ^ - -

IHMS Hotels (South Africa) Proprietary Limited * - -

TCS Africa Proprietary Limited ^ - 34 367 295

Newshelf 919 Proprietary Limited ^ 56 024 778 59 354 664

Tata Motors (SA) Proprietary Limited ^ 17 564 247 16 856 359

* Joint Ventures

^ Associates

Investments in associates, joint ventures and subsidiaries

Group Company

The associates and joint ventures are all incorporated in South Africa. The share of associates' profit/(loss) is calculated based on

the latest available financial statements and/or management accounts at 31 March 2015 except for Consilience Technologies

Proprietary Limited which is based on information at 31 December 2014.

During the year the Company sold its investment in TCS Africa Proprietary Limited to Tata Consultancy Services Limited, India.

24

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

6. Interest in associates and joint ventures (continued)

2015 2014

R R

6.2 Consilience Technologies Proprietary Limited *

Shares at cost 2 500 000 2 500 000

Provision for impairment (2 500 000) (2 500 000)

Net interest in joint venture - -

2015 2014

R R

Non-current assets 22 235 549 4 471 845

Current assets 18 101 875 28 281 611

Total assets 40 337 424 32 753 456

Net reserves and capital 30 077 267 20 198 266

Current liabilities 10 260 157 12 555 190

Non-current liabilities - -

Total equity and liabilities 40 337 424 32 753 456

Total comprehensive (loss)/income for the year 9 879 003 5 720 302

Cash flows from operating activities (16 777 918) 3 141 879

Cash flows from investing activities (3 506 252) 308 469

Cash flows from financing activities (5 867 582) -

* Joint Ventures

^ Associates

Company

The company acquired a 33.33% interest in October 2000 in Consilience Technologies Proprietary Limited,

the principal activity of which is the provision of various information technology related services in Africa.

In the year ended 31 March 2007 the company’s interest increased to 50.0%, and it has remained at this

level.

The company’s pro rata interest in the assets, liabilities, revenue and expenses of the joint venture are as

follows:

Group

25

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

6. Interest in associates and joint ventures (continued)

2015 2014

R R

6.3 Accordian Investments Proprietary Limited ^

Shares at cost 18 000 000 18 000 000

Shareholder’s loan 10 071 801 10 063 699

Net interest in associate 28 071 801 28 063 699

2015 2014

R R

Non-current assets 309 200 334 800

Current assets 21 998 000 42 782 000

Total assets 22 307 200 43 116 800

Net reserves and capital (34 723 200) (14 687 200)

Current liabilities 47 030 400 47 804 000

Non-current liabilities 10 000 000 10 000 000

Total equity and liabilities 22 307 200 43 116 800

Total comprehensive (loss)/income for the year (3 103) (937 098)

Cash flows from operating activities (28 620 800) 1 188 421

Cash flows from investing activities (256 800) (177 288)

Cash flows from financing activities 26 817 200 (1 200 370)

* Joint Ventures

^ Associates

Group

Company

The company acquired a 40.0% interest in Accordian Investments Proprietary Limited in May 2004, the

principal activity of which is the sale of Tata passenger cars and light delivery vehicles.

The company’s pro rata interest in the assets, liabilities, revenue and expenses of the associate, as extracted

from the unaudited management accounts, are as follows:

26

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

6. Interest in associates and joint ventures (continued)

2015 2014

R R

6.4

Shares at cost 500 500

94 430 612 88 800 703

Net interest in associate 94 431 112 88 801 203

2015 2014

R R

Non-current assets 194 498 733 204 808 886

Current assets 34 938 163 30 456 661

Total assets 229 436 896 235 265 547

Net reserves and capital (82 063 552) (25 711 263)

Non-current liabilities 299 596 745 183 462 632

Current liabilities 11 903 703 77 514 178

Total equity and liabilities 229 436 896 235 265 547

(5 629 909) (32 284 351)

Cash flows from operating activities 4 709 159 (3 604 474)

Cash flows from investing activities (652 201) ( 79 387)

Cash flows from financing activities (2 520 878) 4 643 734

* Joint Ventures

^ Associates

Total comprehensive loss for the year

Company

IHMS Hotels (South Africa) Proprietary Limited ^

The company’s pro rata interest in the assets, liabilities, revenue and expenses of the joint venture are as follows:

Shareholders loan converted to equity pending

allocation of shares

The company acquired a 50.0% interest in IHMS Hotels (South Africa) Proprietary Limited in June 2006, the

principal activity of which is investing in, managing and operating hotels.

Group

27

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

6. Interest in associates and joint ventures (continued)

2015 2014

R R

6.5

Shares at cost - 5 600 000

2015 2014

R R

Current assets - 84 172 269

Non-current assets - 949 580

Total assets - 85 121 849

Net reserves and capital 34 367 295

Current liabilities - 50 754 554

Total equity and liabilities - 85 121 849

- 7 389 061

- (16 211 761)

- ( 64 518)

- (4 248 694)

* Joint Ventures

^ Associates

Company

TCS Africa Proprietary Limited ^

Cash flows from operating activities

Cash flows from investing activities

Cash flows from financing activities

Total comprehensive loss for the year

In November 2007, the company purchased a 40.0% shareholding in TCS Africa Proprietary Limited, a

software consultancy firm. The company sold its stake to Tata Consultancy Services Limited, India during

the year.

The company’s pro rata interest in the assets, liabilities, revenue and expenses of the associate were as

follows:

Group

28

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

6. Interest in associates and joint ventures (continued)

2015 2014

R R

6.6

Shares at cost 200 200

Share premium 35 999 900 35 999 900

36 000 100 36 000 100

2015 2014

R R

Non-current assets 60 214 359 64 558 770

Current assets 4 615 690 2 546 457

Total assets 64 830 049 67 105 227

Net reserves and capital 56 024 778 59 354 664

Non-current liabilities 5 491 709 6 530 738

Current liabilities 3 313 562 1 219 825

Total equity and liabilities 64 830 049 67 105 227

(1 911 919) 20 104 958

Cash flows from operating activities 2 321 727 (5 007 970)

Cash flows from investing activities 873 176 (275 291)

Cash flows from financing activities (1 417 950) (16)

* Joint Ventures

^ Associates

Company

Newshelf 919 Proprietary Limited *

Total comprehensive (loss)/income for the year

Net interest in joint venture

In July 2008, the company acquired a 50.0% interest in Newshelf 919 Proprietary Limited, the principal

activity of which is the holding of investment property to earn rental income.

The company’s pro rata interest in the assets, liabilities, revenue and expenses of the joint venture as

extracted from the unaudited management accounts are as follows:

Group

29

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

6. Interest in associates and joint ventures (continued)

2015 2014

R R

6.7

Shares at cost 7 934 800 7 934 800

Shareholder's loan 9 009 464 9 061 277

Net interest in associate 16 944 264 16 996 077

2015 2014

R R

Non-current assets 7 944 857 8 892 290

Current assets 52 577 411 35 569 553

Total assets 60 522 268 44 461 843

Net reserves and capital 8 657 505 7 795 283

Non-current liabilities 10 527 337 9 648 210

Current liabilities 41 337 426 27 018 350

Total equity and liabilities 60 522 268 44 461 843

Total comprehensive income/(loss) for the year 759 700 ( 181 229)

Cash flows from operating activities 924 360 (7 014 544)

Cash flows from investing activities (468 190) 953 862

Cash flows from financing activities - -

* Joint Ventures

^ Associates

In March 2010, the company acquired a 40.0% shareholding in Tata Motors (SA) Proprietary Limited, the

principal activity of which is the assembly of commercial vehicles.

Company

Tata Motors (SA) Proprietary Limited ^

The company’s pro rata interest in the assets, liabilities, revenue and expenses of the associate venture are as

follows:

Group

30

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

6.

6.8 Investment in subsidiaries

Held Held

2015 2014 2015 2014

% % R R

Subsidiaries

17 472 000 100 100 1 650 000 1 650 000

100 100 100 51 51

486 952 141 100 100 9 045 192 9 045 192

2 090 000 100 100 7 917 995 7 917 995

^ 100 100 16 908 343 16 908 343

842 840 590 100 100 51 661 266 51 661 266

35 000 000 100 100 31 375 386 31 375 386

1 482 242 100 100 9 890 299 9 890 299

3 600 000 100 100 17 236 050 17 236 050

10 000 000 100 100 10 000 000 10 000 000

^ 100 100 5 279 257 5 279 257

2 000 000 100 100 20 906 430 7 230 430

100 000 100 100 799 500 799 500

^ 100 100 5 474 313 5 474 313

188 144 082 174 468 082

(13 661 266) -

174 482 816 174 468 082

TAHL (Mauritius) Power Projects Limited (incorporated

in Mauritius)

Tata Africa (Cote D'Ivoire) SARL (incorporated in Cote

D'Ivoire) @

^ per Mozambique, Senegalese and Cote D'Ivoire company law, these companies do not have issued share capital.

@ Letters of support have been issued by the Company to support these investments.

*The directors are of the opinion that the carrying value approximates the fair value of the investments. A provision for impairment of

investment in Tata Africa Services (Nigeria) Limited has been raised during the year to the value of R13 661 266 based on the net

asset value of the subsidiary.

Tata Africa Holdings (Tanzania) Limited (incorporated in

Tanzania)

Blackwood Hodge Zimbabwe (Pvt) Limited (incorporated

in Zimbabwe)

Tata Africa Steel Processors Proprietary Limited

Tata Africa (Senegal) SARL (incorporated in Senegal) @

TAHL (Mauritius) Mining Projects Limited (incorporated

in Mauritius) @

Provision for impairment of investment *

Tata Zambia Limited (incorporated in Zambia)

Tata Uganda Limited (incorporated in Uganda)

Tata Holdings Mozambique Limitada (incorporated in

Mozambique)

Tata Africa Services (Nigeria) Limited (incorporated in

Nigeria) @

Tata Africa Holdings (Kenya) Limited (incorporated in

Kenya)

Investment in associates, joint ventures and subsidiaries (continued)

Issued shares Share capital cost

Tata Africa Holdings (Ghana) Limited (incorporated in

Ghana) @

Tata Automobile Corporation (SA) Proprietary Limited

Company

31

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

2015 2014 2015 2014

R R R R

7. Other investments

6.23% (2014: 6.23%) holding in the ordinary share capital of Sepco

Communications (Pty) Limited at cost 78 78 78 78

6.23% (2014: 6.23%) holding in the preference share capital of

Sepco Communications (Pty) Limited at cost 160 659 748 160 659 748 160 659 748 160 659 748

10% (2014: 10%) holding in the ordinary share capital of Tata Steel

(KZN) (Pty) Limited at cost 24 516 634 24 516 634 24 516 634 24 516 634

0.5% (2014: 0.5%) holding in the ordinary share capital of Zega

Limited (incorporated in Zambia) at cost - 3 638 - -

185 176 460 185 180 098 185 176 460 185 176 460

Provision for diminution in value of investment (128 176 460) (24 516 634) (128 176 460) (24 516 634)

57 000 000 160 663 464 57 000 000 160 659 826

8. Prepaid operating lease premiums

Leasehold land

Balance at 1 April 37 470 182 34 890 856 - -

Amounts paid during the year 27 728 096 - - -

Charge to statement of comprehensive income (1 669 927) (1 215 044) - -

Translation reserve (1 393 365) 3 794 370 - -

62 134 986 37 470 182 - -

Less: Short term portion transferred to other receivables (1 669 927) (1 238 199) - -

60 465 059 36 231 983 - -

9. Amount owing by/to related parties

9.1 Owing by/to within twelve months

Owing by related parties

Tata group companies 619 541 094 28 295 458 594 618 049 34 104 129

Subsidiaries - - 93 229 909 3 308 771

Associates 11 291 449 33 747 489 11 363 251 33 415 360

630 832 543 62 042 947 699 211 209 70 828 260

Owing to related parties

Tata group companies 1 086 735 567 704 559 729 19 806 431 28 498 109

Holding company 83 566 7 040 337 83 566 -

Tata International Singapore Pte. Limited 80 352 737 - - -

Subsidiaries - - 497 708 576 -

Associates 56 479 076 50 741 723 - -

1 223 650 946 762 341 789 517 598 573 28 498 109

9.1 Owing by/to beyond twelve months

Owing by related parties

Subsidiaries - - 28 694 783 80 106 566

Owing to related parties

Tata International Singapore Pte. Limited 382 725 000 333 147 150 - -

Subsidiaries - - 20 885 376 42 421 556

382 725 000 333 147 150 20 885 376 42 421 556

Amounts owing to Tata International Singapore Pte. Limited, a fellow subsidiary of Tata International Limited, include an unsecured loan,

which bears interest at 7% per annum and is payable in two equal instalments on 31 December 2016 and 31 December 2017, as well as

amounts advanced to Tata Africa Services (Nigeria) Limited, Tata Africa Holdings (Kenya) Limited and Tata Africa Holdings (Ghana)

Limited, as a deposit towards share capital, pending issue of shares.

Group Company

The company holds a 6.23% (2014: 6.23%) investment in Sepco Communications (Pty) Limited, which in turn has a 51% interest in Neotel

(Pty) Limited, the second national fixed-line operator. The company has pledged its ordinary shares and preference shares in Sepco

Communications (Pty) Ltd with the lenders of Neotel (Pty) Limited. A provision for diminution in the value of investment in Sepco

Communications (Pty) Ltd was raised in the current year to the extent of R103 659 827, based on the current indicative value likely to be

received from the sale of the investment to Vodacom Limited.

The above companies are not listed and the directors believe their fair values to approximate those stated above.

32

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

9. Amount owing by/to related parties (continued)

2015 2014 2015 2014

10. Deferred tax asset / liability R R R R

Deferred tax asset

Balance at the beginning of the year 38 826 979 11 114 612 676 621 417 149

Reclassified to/ (from) deferred tax liabilities - (4 732 260) - -

Current charge 15 569 426 34 402 695 266 547 259 472

Prior year charge 1 461 769 24 480 - -

Translation reserve (2 950 843) (1 982 548) - -

Balance at the end of the year 52 907 331 38 826 979 943 168 676 621

Comprising –

Capital allowances (5 063 662) (5 872 950) 3 546 4 672

Provisions 34 600 533 28 468 411 776 647 432 019

Deferred lease liability 736 749 239 930 162 975 239 930

Tax losses available for future set-off 12 223 371 4 159 278 - -

Unrealised exchange gains or losses 10 410 340 11 832 310 - -

52 907 331 38 826 979 943 168 676 621

Deferred tax liability

Balance at the beginning of the year (10 333 370) (14 528 911) - -

Current charge 142 783 533 436 - -

Reclassified from/ (to) deferred tax assets - 4 732 260 - -

Translation reserve ( 229 898) (1 070 155) - -

Balance at the end of the year (10 420 485) (10 333 370) - -

Comprising –

Capital allowances (11 215 310) (11 054 877) - -

Prepayments 596 312 596 312 - -

Advance deposits from customers 125 779 - - -

Provisions 72 734 125 195 - -

(10 420 485) (10 333 370) - -

11. Assets classified as held-for-sale

Investment in Itezhi Tezhi Power Corporation Limited - 374 728 283 - -

12. Inventories

Raw materials and work-in-progress 67 781 515 14 278 749 - -

Finished goods 852 140 629 927 463 015 766 003 820 953

Spare parts 222 473 345 217 341 144 - -

Goods in transit 262 274 499 230 509 319 5 528 250 5 556 398

Less: Provision for obsolete stock (36 969 525) (21 541 716) ( 766 003) -

1 367 700 463 1 368 050 511 5 528 250 6 377 351

Also included is an amount of R8 694 783 due from TAHL (Mauritius) Mining Projects Limited, which is non interest bearing and not

repayable within the next twelve months.

Included in amounts owing by related parties, beyond twelve months, is an amount of R20 000 000 (2014: R34 000 000) due from Tata

Africa Steel Processors (Proprietary) Limited which has been subordinated by the Company until such time that the assets of the

subsidiary, fairly valued, exceed its liabilities.

Group Company

The Company concluded an agreement on 25 March 2015 with The Tata Power Company Limited for the sale of its interest in Itezhi

Tezhi Power Corporation Limited, a company set up to construct and operate a hydropower station in Zambia.

The amounts owing by / to related parties are interest free and are unsecured and have no specific terms of repayments other than those

indicated above.

Included in the amounts owing to related parties, beyond twelve months, is an amount of R20 885 376 (2014: R42 421 556) due to Tata

Automobile Corporation (SA) (Proprietary) Limited which is not repayable within the next twelve months, and is non interest bearing.

33

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

2015 2014 2015 2014

R R R R

13. Trade receivables

Gross trade receivables 1 101 168 658 1 111 352 864 - -

Less: Provision for doubtful trade receivables ( 48 423 530) ( 26 530 435) - -

1 052 745 128 1 084 822 429 - -

Trade receivables outstanding for a period exceeding six months

from the date they were due for payment:

Secured receivables - - - -

Unsecured receivables 137 902 381 175 432 456 - -

Less: Provision for doubtful trade receivables ( 47 360 222) (26 530 435) - -

90 542 159 148 902 021 - -

Trade receivables outstanding for a period less than six months

from the date they were due for payment and trade receivables not

due:

Secured receivables - - - -

Unsecured receivables 963 266 275 935 920 408 - -

Less: Provision for doubtful trade receivables (1 063 308) - - -

962 202 967 935 920 408 - -

14. Other receivables

Unsecured

Other advances 19 019 792 20 650 600 444 333 407 596

Prepaid expenses 20 682 403 18 880 380 753 871 -

Other deposits 32 000 1 402 882 32 000 32 000

Short term portion of prepaid operating lease premiums 1 669 927 1 238 199 - -

Value Added Tax receivable 31 397 956 22 256 224 - -

Other receivables 33 821 539 24 305 540 - -

106 623 617 88 733 825 1 230 204 439 596

15. Share capital

Authorised

400 000 000 (2014 – 400 000 000) ordinary no par value shares

400 000 000 400 000 000 400 000 000 400 000 000

Issued

84 274 485 (2014 – 74 718 060) ordinary no par value shares 84 274 485 74 718 060 84 274 485 74 718 060

16. Long term convertible equity instrument

Unsecured redeemable convertible debentures 88 367 950 88 367 950 88 367 950 88 367 950

Less: Debentures converted into ordinary shares (9 556 425) - (9 556 425) -

Less: Interest liability payments made (4 430 654) - (4 430 654) -

Less: Interest liability shown as non-current liabilities (9 517 631) (13 948 285) (9 517 631) (13 948 285)

Long term convertible equity instrument 64 863 240 74 419 665 64 863 240 74 419 665

3 years after the subscription date, 15% of the Debentures may be redeemed or converted into ordinary shares;

4 years after the subscription date, 75% of the Debentures may be redeemed or converted into ordinary shares .

The directors consider the carrying amount of trade receivables to represent the fair value of the trade receivables.

Group Company

The company issued 9 556 425 ordinary no par value shares on 15 September 2014, pursuant to conversion of debentures. The unissued share

capital of the company remains under the control of the directors until the next annual general meeting.

The Company entered into an agreement dated 23 July 2013 with Tata International Singapore Pte Limited to issue 11 250 000 unsecured

redeemable convertible debentures of SGD 1 each, carrying an interest of 5.88% pa, on the following terms:

1 year after the subscription date, 10% of the Debentures may be redeemed or converted into ordinary shares. In the current year the

option to convert into ordinary shares was elected;

34

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

2015 2014 2015 2014

R R R R

17. Deferred employee liabilities

Balance at the beginning of the year 9 051 122 9 458 643 - -

Add: Charge for the year 3 877 670 1 315 972 - -

Less: Paid during the year (4 280 341) (1 612 299) - -

Foreign currency translation reserve (495 530) (111 194) - -

Balance at the end of the year 8 152 921 9 051 122 - -

Amounts falling due after one year included in non-current

liabilities (2 832 818) (4 228 080) - -

Amounts falling due within one year included in other payables

(refer note 20) 5 320 103 4 823 042 - -

18. Long-term liabilities

Amount owing under a finance lease agreement - 56 057 - -

Term loan from State Bank of India 141 070 614 155 000 000 141 070 614 155 000 000

Loan from ICICI Bank Limited - 253 826 400 - -

Loan from Zenith Bank Plc - 3 433 930 - -

Term loan from Barclays Bank of Ghana Ltd 33 476 017 - - -

Less: Short-term portion transferred to short-term liabilities (refer

note 19) (1 070 614) (255 728 721) (1 070 614) -

Total long-term liabilities 173 476 017 156 587 666 140 000 000 155 000 000

19. Short-term liabilities

Standard Bank of South Africa Ltd 73 435 402 64 132 360 - -

Export Import Bank of India 618 329 011 667 287 943 4 248 720 17 370 855

Standard Chartered Bank Ltd 49 698 295 37 924 005 - -

Eco Bank Transnational Incorporated - 4 558 419 - -

Zenith Bank Plc 17 223 482 6 548 207 - -

United Bank of Africa Plc - 7 985 260 - -

Short-term portion of long term liabilities (refer note 18) 1 070 614 255 728 721 1 070 614 -

Total short-term liabilities 759 756 804 1 044 164 915 5 319 334 17 370 855

Group Company

Deferred employee liabilities comprise provisions for terminal benefits for permanent staff.

Import finance facilities are provided by Zenith Bank Plc to finance the working capital requirements in Nigeria. The facility is covered

by a letter of comfort from the Company, and is secured by negative pledge on the assets of Tata Africa Services (Nigeria) Limited. The

facility is at an interest rate of LIBOR +5.5%.

Standard Chartered Bank has granted facilities to the Company and it's subsidiaries which are covered by a letter of comfort from Tata

International Limited.

The loan amount of R140 000 000 (2014: R155 000 000) from State Bank of India is denominated in Rands and carries interest at the

prime lending rate less 0.25% per annum. An amount of R15 000 000 has been repaid during the year. The loan is repayable in 48

monthly instalments, with the final instalment payable in April 2020, secured over property as per note 4.

The finance lease loan, secured by motor vehicles, at an effective rate of interest of 18% per annum was repayable in monthly

instalments. The last instalment was paid on 13 April 2014.

The loan amount of USD 2 747 281 from Barclays Bank Ghana Limited carries interest at 6 months LIBOR plus 5.75% per annum. The

loan is repayable in 5 years in bi-annual instalments with 1 year moratorium and is secured by a first charge over the South Industrial

Area property, Accra, Ghana.

The Exim Bank (Export Import Bank of India) line of credit is USD denominated and carries interest at LIBOR plus 3.5% per annum

(2014: LIBOR plus 4%) and is covered by a letter of comfort from Tata International Limited.

The loan from Standard Bank of South Africa Limited is USD denominated and carries interest at 3 months LIBOR plus 2,75% per

annum. Standard Bank of South Africa Limited has granted a USD12 500 000 (2014: USD15 000 000) Revolving Trade Finance

Facility to Tata Africa Holdings (SA) Proprietary Limited and its South African subsidiaries. As at 31 March 2015 the amount utilised

was USD 6 044 066.

35

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

2015 2014 2015 2014

R R R R

20. Trade and other payables

Trade payables 363 125 561 278 108 048 - -

Other payables

Advances from customers 56 750 614 35 330 060 - -

Deferred lease liability 582 054 856 892 582 054 856 892

Short-term portion of deferred employee liabilities (refer

note 17)

5 320 103 4 823 042 - -

Statutory remittances 14 116 954 2 126 560 - -

Trade/security deposits received 62 566 - - -

Value added tax payable 6 319 214 9 222 837 905 149 1 947 414

Provisions (refer below) 29 514 321 45 803 141 1 837 862 1 542 925

Accruals 99 575 253 49 162 821 30 298 347 339 365

Sundry payables 15 744 224 35 637 718 2 767 853 2 399 636

591 110 864 461 071 119 36 391 265 7 086 232

Less: Trade payables classified as non-current liabilities (12 992 311) (14 815 591) - -

578 118 553 446 255 528 36 391 265 7 086 232

Provisions included above

Provision for warranty - 4 060 339 - -

Provision for bonus 2 141 784 6 737 026 - -

Provision for gratuity 3 882 591 7 761 495 - -

Provision for leave pay 5 084 317 2 979 058 1 837 862 1 542 925

Other provisions 18 405 629 24 265 223 - -

29 514 321 45 803 141 1 837 862 1 542 925

21. Bank overdraft

22. Revenue

Sale of goods

Motor vehicles 2 519 211 590 2 664 280 656 70 436 607 229 322 103

Spare parts 172 095 373 203 666 718 - -

Workshop 24 182 419 15 045 401 - -

Health care products 208 122 782 161 338 513 - -

Steel 359 564 206 445 764 946 46 683 -

Aluminium 55 759 265 124 758 534 - -

Mining supplies 6 573 839 3 871 528 - -

Infrastructure and construction equipment 132 939 555 111 536 149 - -

Agricultural inputs 71 156 201 36 405 678 - -

Farming equipment 146 933 268 88 973 367 - -

Food and beverages 39 388 161 39 690 159 - -

General trading 571 327 140 379 672 632 - 376 750

4 307 253 799 4 275 004 281 70 483 290 229 698 853

Services rendered

Workshop 15 180 774 12 240 755 - -

Hospitality 51 695 548 51 674 964 - -

Information technology 25 960 679 32 505 824 - -

Engineering consultancy 27 723 983 143 327 695 - 3 060 369

120 560 984 239 749 238 - 3 060 369

Rental income 9 033 410 14 502 563 20 775 718 21 841 927

Total revenue 4 436 848 193 4 529 256 082 91 259 008 254 601 149

Included in the group bank overdraft are the following secured balances: R281 019 228 (2014: R232 867 408) covered by a letter of

comfort from the holding company; R30 430 804 (2014: R28 763 915) covered by a letter of comfort from the Company, and secured by

inventory of R7 316 875 (2014: R12 933 343) and trade receivables of R2 261 810 (2014: R13 338 216); R779 981 (2014: R182 374)

secured by a legal mortgage over Taj Pamodzi Hotel, Stand No. 11864, Lusaka; and R10 291 717 (2014: R14 327 332) secured by a first

legal mortgage over Stand No. 5399, Nasser Road, Lusaka.

CompanyGroup

36

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

2015 2014 2015 2014

R R R R

23. Profit/(loss) from operations

Profit from operations is arrived at after taking into account:

Income

Management fees received - - 3 600 000 3 600 000

Service fees received 669 898 416 475 661 092 416 475

Dividends received - - 32 631 298 56 991 607

Profit on disposal of property, plant and equipment 928 696 28 328 176 30 500 27 810 496

Profit on disposal of investments 163 995 929 - 192 763 224 -

Expenses

Auditors’ remuneration 8 035 825 5 840 734 1 288 468 785 000

– current year 7 802 357 5 567 204 1 055 000 755 000

– prior year under-provision 233 468 17 247 233 468 -

– other fees and expenses - 256 283 - 30 000

Depreciation of property, plant and equipment 36 091 258 39 379 016 2 713 450 3 686 227

- leasehold improvements 116 577 105 887 116 575 105 886

- commercial land and buildings 12 528 735 12 778 925 2 159 856 2 868 908

- residential land and buildings - 88 273 - 88 273

- plant and equipment 5 516 109 4 378 461 - -

- motor vehicles 8 450 149 9 404 496 67 595 141 762

- furniture and fittings 4 884 539 8 623 132 179 369 227 867

- office equipment 3 599 019 3 840 880 190 055 253 531

- computer equipment 996 130 - - -

- capital work in progress - 158 962 - -

Amortisation of intangible assets 2 892 078 1 517 735 - -

– exploration rights 1 814 240 745 200 - -

– computer software 1 077 838 772 535 - -

Directors’ emoluments 21 825 666 27 082 747 21 825 666 27 082 747

Directors fees: 6 969 194 2 262 354 6 969 194 2 262 354

– Director A 1 755 496 741 368 1 755 496 741 368

– Director B 3 899 746 - 3 899 746 -

– Director C 383 236 436 144 383 236 436 144

– Director D 383 236 393 634 383 236 393 634

– Director E 547 480 648 697 547 480 648 697

– Director F - 42 511 - 42 511

Executive services: 14 856 472 24 820 393 14 856 472 24 820 393

– Director G 5 948 232 4 783 396 5 948 232 4 783 396

– Director H 8 908 240 6 929 099 8 908 240 6 929 099

– Director I - 13 107 898 - 13 107 898

Prescribed officers’ emoluments:

Executive services:

Prescribed officer A 496 565 - 496 565 -

Employment related expenses 311 611 779 243 561 119 24 970 242 20 710 996

– salaries and wages 275 257 888 215 304 887 23 292 450 19 883 028

– retirement contributions 14 592 961 10 176 936 633 877 441 624

– staff welfare expenses 21 760 930 18 079 296 1 043 915 386 344

Impairment of mining rights - 11 493 781 - -

Provision for impairment of investment 103 659 827 10 049 117 321 093 10 049

Loss on disposal of property, plant and equipment 27 516 - 233 468 -

Impairment of property, plant and equipment - 158 962 - -

Operating lease charges 20 855 208 31 038 065 4 839 665 5 673 609

– property 20 755 989 28 848 782 4 839 665 5 673 609

– other 99 219 2 189 283 - -

Group Company

37

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

2015 2014 2015 2014

24. Finance income / expense R R R R

Interest income

– on current accounts 10 250 864 4 498 102 3 274 896 2 257 453

Foreign exchange gains 31 397 227 13 611 455 29 069 755 7 063 212

Finance income 41 648 091 18 109 557 32 344 651 9 320 665

Interest expense

– on borrowings (121 176 335) (101 139 934) (14 892 805) (14 787 424)

Foreign exchange losses (208 399 334) (92 983 577) (46 277 239) (5 150 429)

Finance expense (329 575 669) (194 123 511) (61 170 044) (19 937 853)

25. Taxation

South African normal taxation

Normal taxation

– Current year (3 690 966) (6 141 240) - -

– Prior year under provision - - - -

Deferred taxation

– Current year 266 547 1 583 651 266 547 259 472

– Prior year under provision - - - -

(3 424 419) (4 557 589) 266 547 259 472

Foreign subsidiaries normal taxation

Normal taxation

– Current year (63 028 257) (76 057 114) - -

– Prior year under provision ( 203 280) - - -

Deferred taxation

– Current year 15 445 662 33 352 480 - -

– Prior year under provision 1 461 769 24 480 - -

Withholding tax on dividend (3 381 210) (3 482 899) - -

(49 705 316) (46 163 053) - -

(53 129 735) (50 720 642) 266 547 259 472

Reconciliation of effective tax rate 2015 % 2014 %

R R

Group

Profit before taxation 33 264 066 58 571 901

Current year's charge as a percentage of profit before

income tax 53 129 735 160% 50 720 642 87%

Disallowable expenditure (69 801 598) -210% (4 262 914) -7%

Prior year underprovision - deferred taxation 16 624 553 50% 24 480 0%

Prior year underprovision - current taxation 1 887 332 6% - 0%

Exempt income 1 888 620 6% 23 402 0%

Withholding tax (3 381 210) -10% (3 482 899) -6%

Capital gain exclusion 38 782 253 117% - 0%

Foreign tax rate differential (5 736 701) -17% (7 651 989) -13%

Effect of tax losses utilised 4 702 266 14% 3 100 164 5%

Effect of unused tax losses not recognised as deferred tax

assets (28 781 312) -87% (22 070 754) -38%

Standard tax rate 9 313 938 28% 16 400 132 28%

Group Company

38

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

2015 2015 2014 2014

Company R % R %

Profit before taxation 36 577 971 32 584 712

( 266 547) -1% ( 259 472) -1%

Disallowable expenditure (36 932 003) -101% ( 52 716) 0%

Capital gain exclusion 38 696 787 106% 1 458 042 4%

Exempt income 9 136 763 25% 15 957 650 49%

Withholding tax - 0% - 0%

Foreign tax rate differential - 0% - 0%

Effect of tax losses utilised - 0% - 0%

( 391 725) -1% (7 979 784) -24%

Standard tax rate 10 243 275 28% 9 123 720 28%

2015 2014 2015 2014

26. Guarantees

133 216 387 123 094 795 128 011 550 113 037 550

27. Financial instruments

(a) Credit risk

Exposure to credit risk

Guarantees issued by banks and financial

institutions in the ordinary course of business:

Current year's charge as a percentage of profit

before income tax

Effect of unused tax losses not recognised as

deferred tax assets

Group Company

The carrying value of the company’s financial assets represents its maximum exposure to credit risk. The maximum exposure to

credit risk at the reporting date was:

The company has exposure to the following risks from its use of financial instruments:

The Board of Directors has overall responsibility for the establishment and oversight of the company’s risk management

framework, including implementation and monitoring of these policies.

The company’s risk management policies are established to identify and analyse the risks faced by the company, 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 company’s activities. The company, 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.

Credit risk is the risk of financial loss to the company if a customer fails to meet its contractual obligations and arises principally

from the company’s receivables from customers.

The company's principal exposure to credit risk is in its trade and other receivables and loans to related parties. Trade

receivables principally represent amounts owing to the company by their customers and credit risk is managed at that level.

Credit evaluations are performed on all customers requiring credit over a certain amount. Credit guarantee insurance is taken

against appropriate debtors. Besides for proceeds from the sale of investment that are due from The Tata Power Company

Limited, the Company has no significant concentration of credit risk, with exposure spread over a large number of customers.

● Credit risk

● Liquidity risk

● Market risk

39

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

27. Financial instruments (continued)

(a) Credit risk (continued)

2015 2014 2015 2014

R R R R

Trade receivables 1 052 745 128 1 084 822 429 - -

Other receivables 75 225 661 66 477 601 476 333 439 596

- - 28 694 783 80 106 566

630 832 543 62 042 947 699 211 209 70 828 260

Cash and cash equivalents 224 466 874 139 689 847 11 366 980 26 963 388

1 983 270 206 1 353 032 824 739 749 305 178 337 810

Small Medium

Enterprises 332 410 696 558 040 986 - -

Government and parastatals 65 231 798 422 885 944 - -

Corporates 633 825 058 17 654 328 - -

Foreign Companies 21 277 576 86 241 171 - -

1 052 745 128 1 084 822 429 - -

The ageing of trade receivables at the reporting date was:

Gross Impairment Gross Impairment

2015 2015 2014 2014

R R R R

Group

Not past due 489 954 343 - 491 498 414 -

Past due 0–30 days 175 861 332 - 212 433 197 -

Past due 31–60 days 113 729 125 - 127 227 509 -

Past due 61–90 days 84 385 878 ( 363 986) 104 761 288 -

Past due 91–180 days 99 335 599 ( 699 322) 175 432 456 (26 530 435)

Past due over 180 days 137 902 381 (47 360 222) - -

1 101 168 658 (48 423 530) 1 111 352 864 (26 530 435)

Company

Not past due - - - -

Past due 0–30 days - - - -

Past due 31–60 days - - - -

Past due 61–90 days - - - -

Past due 91–180 days - - - -

Past due over 180 days - - - -

- - - -

Based on past experience, the company believes that no further impairment provision is necessary in respect of trade receivables

as there is no deterioration in credit risk.

Amounts owing by related parties - current

CompanyGroup

Amounts owing by related parties - non-current

The maximum exposure to credit risk for trade receivables at the reporting date by type of receivables was:

40

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

27. Financial instruments (continued)

(b) Liquidity risk

Carrying 6 Months 6 – 12 More than

Group amount or less Months 1 Year

R R R R

2015

Trade payables 591 110 864 578 118 553 - 12 992 311

Other payables - - - -

Amounts owing to related parties 1 606 375 946 1 223 650 946 - 382 725 000

Long-term liabilities 173 476 017 - - 173 476 017

Debenture interest liability 9 517 631 - - 9 517 631

Dividends payable 43 822 732 43 822 732 - -

Short-term liabilities 759 756 804 689 578 214 70 178 590 -

Bank overdraft 389 681 455 389 681 455 - -

3 573 741 449 2 924 851 900 70 178 590 578 710 959

2014

Trade payables 292 923 639 278 108 048 - 14 815 591

Other payables 168 917 192 102 961 131 65 956 061 -

Amounts owing to related parties 1 095 488 939 484 581 600 277 760 189 333 147 150

Long-term liabilities 156 587 666 - - 156 587 666

Debenture interest liability 13 948 285 - - 13 948 285

Dividends payable 65 004 712 - 65 004 712 -

Short-term liabilities 1 044 164 915 592 693 508 451 471 407 -

Bank overdraft 337 302 535 337 302 535 - -

3 174 337 883 1 795 646 822 860 192 369 518 498 692

The following are the contractual maturities of financial liabilities:

Liquidity risk is the risk that the company will not be able to meet its financial obligations as they fall due. The company’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

company’s reputation.

The company manages its cash position and future outflows on an ongoing daily basis. The company ensures that it has

sufficient cash on demand to meet expected operational expenses and liabilities as they fall due.

41

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

27. Financial instruments (continued)

(b) Liquidity risk (continued)

Carrying 6 Months 6 – 12 More than

Company amount or less Months 1 Year

R R R R

2015

Trade payables - - - -

Other payables 35 486 115 32 781 727 2 704 388 -

Amounts owing to related parties 538 483 949 510 492 056 7 106 517 20 885 376

Long-term liabilities 140 000 000 - - 140 000 000

Debenture interest liability 9 517 631 - - 9 517 631

Dividends payable 43 822 732 43 822 732 -

Short-term liabilities 5 319 334 5 319 334 - -

772 629 761 592 415 849 9 810 905 170 403 007

2014

Trade payables - - - -

Other payables 5 138 818 4 935 632 203 186 -

Amounts owing to related parties 70 919 665 21 703 410 6 794 699 42 421 556

Long-term liabilities 155 000 000 - - 155 000 000

Debenture interest liability 13 948 285 - - 13 948 285

Dividends payable 65 004 712 - 65 004 712 -

Short-term liabilities 17 370 855 17 370 855 - -

327 382 335 44 009 897 72 002 597 211 369 841

(c) Market risk

(i) Currency risk

Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates will affect the company’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 risk that the fair value or future statement of cash flows of a financial instrument will fluctuate due to the changes in the

foreign exchange rates.

42

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

27. Financial instruments (continued)

(c)

(i) Currency risk (continued)

The group’s exposure to foreign currency risk is as follows based on notional amounts:

2015 2014

Group USD USD

Trade receivables 18 443 976 -

Prepayments 57 802 -

Amounts owing by related parties 69 734 798 7 338 167

Foreign currency bank accounts (6 189 752) 1 012 453

Trade payables (36 222 890) (11 070 159)

Amounts owing to related parties (87 732 031) (9 918 090)

Short-term loan (40 534 214) -

Gross statement of financial position exposure (82 442 312) (12 637 629)

Forward exchange contracts 15 692 159 8 043 463

Net statement of financial position exposure (66 750 153) (4 594 166)

Company USD USD

Receivables due from related parties 53 553 292 4 422 325

Prepayments 57 802 -

Foreign currency bank accounts 908 722 803 931

Trade payables ( 379 350) (1 703 025)

Amounts owing to related parties (42 119 195) (2 517 672)

Gross statement of financial position exposure 12 021 271 1 005 559

Forward exchange contracts - -

Net statement of financial position exposure 12 021 271 1 005 559

SGD SGD

Debenture interest liability (1 094 295) (1 661 203)

The following exchange rates were applied during the year:

Rand

2015 2014 2015 2014

SGD 8.575 8.022 8.6975 8.3965

USD 11.055 10.105 12.1500 10.565

Sensitivity analysis

10% is the sensitivity rate when reporting foreign currency risk internally to key management personnel and represents

management's assessment of the reasonably possible change in foreign exchange rates.

Market risk (continued)

Average rate Reporting date spot rate

43

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

27. Financial instruments (continued)

(c)

(i) Currency risk (continued)

2015

2014

(ii) Interest rate risk

2015 2014 2015 2014

R R R R

224 466 874 139 689 847 52 016 164 71 102 825

(1 284 472 604) (1 538 055 116) (238 478 690) (260 738 805)

Sensitivity analysis

2015

2014

Based on the average interest bearing financial assets and effective interest rates applicable for the year ended 31 March 2015,

a 1% increase / decrease during the year would have decreased / increased profit by R10 600 057 for the Group and R1 915

477 for the Company.

Based on the average interest bearing financial assets and effective interest rates applicable for the year ended 31 March 2014,

a 1% increase / decrease during the year would have decreased / increased profit by R13 983 653 for the Group and R1 896

360 for the Company.

Carrying amount

Market risk (continued)

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to the changes in

market interest rates.

At the reporting date the interest rate profile of the company’s interest-bearing financial instruments was:

A 10% weakening / strengthening in the Rand against the US Dollar would have decreased / increased equity and profit by

R81 101 435 for the Group and would have increased / decreased equity and profit by R14 605 844 for the Company, and

10% weakening / strengthening in the Rand against the Singapore Dollar would have decreased / increased equity and profit

by R951 763 for the group and the Company. This analysis assumes that all other variables, in particular interest rates, remain

constant.

A 10% weakening / strengthening in the Rand against the US Dollar would have decreased / increased equity and profit by

R15 529 814 for the Group and R2 245 345 for the Company. This analysis assumes that all other variables, in particular

interest rates, remain constant.

Carrying amount

Group Company

Financial assets

Financial liabilities

A 1% increase / decrease represents the management's assessment of the reasonably possible changes in interest rates.

44

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

27. Financial instruments (continued)

(d) Fair values

Carrying Fair Carrying Fair

Group value Value value Value

R R R R

Loans and receivables

Trade receivables 1 052 745 128 1 052 745 128 1 173 556 254 1 173 556 254

Other receivables 85 941 214 85 941 214 - -

Cash and cash equivalents 224 466 874 224 466 874 139 689 847 139 689 847

Amounts owing by related parties 630 832 543 630 832 543 62 042 947 62 042 947

Other financial assets

Other investments 57 000 000 57 000 000 160 663 464 160 663 464

Financial liabilities at amortised cost

Long-term liabilities 173 476 017 173 476 017 156 587 666 156 587 666

Short-term liabilities 759 756 804 759 756 804 1 044 164 915 1 044 164 915

Trade and other payables 571 799 339 571 799 339 446 255 528 446 255 528

Debenture interest liability 9 517 631 9 517 631 13 948 285 13 948 285

Bank overdraft 389 681 455 389 681 455 337 302 535 337 302 535

Amounts owing to related parties 1 606 375 946 1 606 375 946 1 095 488 939 1 095 488 939

The fair value of financial assets and liabilities, together with the carrying amounts in the statement of financial position, are as

follows:

2015 2014

In addition, for financial reporting purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the degree to

which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its

entirety, which are described as follows:

Level 1 - fair value is based on quoted prices in active markets for identical financial assets or liabilities that the entity can access at

the measurement date

Level 2 - fair value is determined using either directly or indirectly observable inputs other than Level 1 inputs

Level 3 - fair value is determined on inputs not based on observable market data

All financial assets and financial liabilities have been classified as level 3 financial instruments.

45

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

27. Financial instruments (continued)

Carrying Fair Carrying Fair

Company value Value value Value

R R R R

Loans and receivables

Other receivables 476 333 476 333 439 596 439 596

Cash and cash equivalents 11 366 980 11 366 980 11 366 980 26 963 388

Amounts owing by related parties 630 832 543 630 832 543 727 905 992 150 934 826

Other financial assets

Other investments 57 000 000 57 000 000 160 659 826 160 659 826

Financial liabilities at amortised cost

Long-term liabilities (140 000 000) (140 000 000) (155 000 000) (155 000 000)

Short-term liabilities (5 319 334) (5 319 334) (17 370 855) (17 370 855)

Other payables (36 391 265) (36 391 265) (5 138 819) (5 138 819)

Bank overdraft (19 849 099) (19 849 099) - -

Debenture interest liability (9 517 631) (9 517 631) (13 948 285) (13 948 285)

Dividends payable (43 822 732) (43 822 732) (65 004 712) (65 004 712)

Amounts owing to related parties (538 483 949) (538 483 949) (70 919 666) (70 919 666)

28. Related parties

(a)

(b)

(c) Related party balances - Amounts owing by/to related parties (refer note 9).

2015 2014

Identity of related parties

The holding company of Tata Africa Holdings (SA) Proprietary Limited is Tata International Limited, incorporated in

India, which holds 88.2% (2014: 99.5%) of the company’s ordinary shares. The remaining 11.8% is held by a related

group company, Tata International Singapore Pte Limited.

The directors are listed in the directors’ report.

Directors’ remuneration – refer note 23.

46

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

28.

(d)

2015 2014 2015 2014

R R R R

Dividends received from subsidiaries - - 32 631 298 56 991 607

Management and service fees received from related parties 661 092 416 475 4 261 092 4 016 475

Rent received from related parties 5 284 784 6 330 994 20 775 718 21 821 927

Corporate office charges recovered from subsidiaries - - 18 457 824 11 669 371

Reimbursement of expenses paid to related parties 15 729 691 1 064 967 2 434 322 749 272

Brand equity expenses paid to ultimate holding company 7 339 143 4 662 040 710 056 636 503

Purchases from related parties 1 836 104 035 2 226 838 115 70 436 607 207 722 103

Services rendered to related parties - 66 364 561 - 3 060 369

Services rendered by a related party 150 708 995 79 916 414 - 2 671 247

Rent paid to related parties 5 931 902 6 579 702 5 931 902 6 579 702

Dividends paid 65 004 712 10 460 528 65 004 712 10 460 528

Interest received from related parties 1 673 551 1 580 152 3 186 092 2 054 214

Interest paid to related parties 30 706 890 11 187 070 5 389 323 3 160 422

Sale of investment to related party 576 738 229 - 576 738 229 -

Sales to holding company - 785 223 - -

Sales to a fellow subsidiary 30 942 437 6 010 908 46 683 -

Sales to associates and joint ventures included in revenue 70 436 607 207 722 103 70 436 607 207 722 103

29. Commitments

29.1 Capital commitments

Authorised and contracted for 33 735 519 15 094 629 - -

Authorised and not contracted for - 268 749 - -

33 735 519 15 363 378 - -

Related parties

Capital commitments are to be financed from existing resources.

Material related party transactions

Group Company

47

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

29. Commitments continued

2015 2014 2015 2014

R R R R

(b) Lease commitments

Non-cancellable operating lease rentals

payable as follows:

Payable within one year 27 909 995 19 815 155 3 970 946 4 413 998

Payable within 2 and 5 years 15 173 771 7 067 646 773 910 4 744 856

Payable after 5 years - - - -

43 083 766 26 882 801 4 744 856 9 158 854

30.

Group Company

Contingent liabilities

The Company entered into an agreement on or about 25 March 2015 with The Tata Power Company Limited for the sale

of its interest in ITPC, a company set up to construct and operate a hydropower station in Zambia. The Power Purchase

Agreement entered into between ITPC and ZESCO Limited, the Zambian power utility envisages an equity IRR of 18%,

in relation to the off take of power generated by ITPC. The Company could be called upon to pay The Tata Power

Company Limited, a portion of the premium received under the sale as would bear the same proportion to the reduced

equity IRR achieved if lower than the agreed 18%. The Company received a premium of USD 5.5 million under the

transaction. As the Financial Close has not been achieved, it is difficult to quantify the IRR. However, as per the latest

financial model, the equity IRR stands at 17.88%.

48

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Tata Africa Holdings (SA) Proprietary LimitedNotes to the group financial statementsfor the year ended 31 March 2015 (continued)

31. Notes to the statement of cash flows

2015 2014 2015 2014

R R R R

(a) Cash generated/(utilised) from operations

Profit before income tax 33 264 066 58 571 901 36 577 971 32 584 712

Adjustments for –

Depreciation of property, plant and equipment 36 091 258 39 220 054 2 713 450 3 686 227

Amortisation of intangible assets 2 892 078 1 517 735 - -

Operating lease premiums charged to statement of

comprehensive income 1 669 927 1 215 044 - -

Dividends received - - (32 631 298) (56 991 607)

Interest received (10 250 864) (4 498 102) (3 274 896) (2 257 453)

Interest paid 121 176 335 101 139 934 14 892 805 14 787 424

Deferred employee liabilities provided 3 877 670 1 315 972 - -

Net loss/(profit) on disposal of property, plant and

equipment 901 180 (28 328 176) (30 500) (27 810 496)

Net profit on disposal of investment (163 995 929) - (192 763 224) -

Provision for property transfer tax expense 30 084 340 - 30 084 340 -

Provision for impairment of investment 103 659 827 - 117 321 093 10 049

Provision for doubtful debts 12 066 935 - 169 874 -

Write down of inventory 771 501 - 766 003 -

Impairment of property, plant and equipment - 158 962 - -

Impairment of intangible asset - 11 493 781 - -

Operating income before working capital changes 172 208 324 181 807 105 (26 174 382) (35 991 144)

(Increase)/decrease in inventories (11 930 240) (287 813 985) 83 098 (5 181 040)

(Increase)/decrease in trade and other receivables (7 201 581) (22 847 791) (790 608) 98 469

(Increase)/decrease in amounts owing by related parties (110 348 480) (347 365 082) (631 142 793) 10 264 232

Increase/(decrease) in trade and other payables 94 443 740 79 261 810 ( 779 308) 1 009 060

(Increase)/decrease in amounts owing to related parties 320 166 167 (122 014 083) 489 100 464 10 521 289

457 337 930 (518 972 026) (169 703 529) (19 279 134)

(b) Taxation paid

Amount outstanding at beginning of year (18 531 602) (16 777 536) - -

Normal income tax expense (66 922 503) (82 198 354) - -

Withholding tax (3 381 210) (3 482 899) - -

Foreign currency translation reserve 10 735 899 1 754 091 - -

Amount (prepaid)/outstanding at end of year (15 108 683) 18 531 602 ( 372 386) -

Amount paid (93 208 099) (82 173 096) ( 372 386) -

(c) Dividends paid

To equity holders of the company (64 656 625) (10 404 514) (64 656 625) (10 404 514)

To non-controlling interest ( 348 087) ( 56 014) ( 348 087) ( 56 014)

(65 004 712) (10 460 528) (65 004 712) (10 460 528)

(d) Cash and cash equivalents

Cash and cash equivalents 224 466 874 139 689 847 11 366 980 26 963 388

Bank overdraft (389 681 455) (337 302 535) (19 849 099) -

(165 214 581) (197 612 688) (8 482 119) 26 963 388

CompanyGroup

Cash and cash equivalents comprise cash on hand and balances with banks, together with holdings in money market instruments. Cash

and cash equivalents included in the statement of cash flows comprise the following statement of financial position amounts:

49