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for the year ended 30 June 2017
Assore Limited was incorporated in South Africa in 1950 and is a mining holding company engaged principally in ventures involving base minerals and metals. The company's shares are listed on the JSE Limited (the JSE) under "Assore" in the general mining sector and its ultimate holding company is Oresteel Investments Proprietary Limited. Assore's principal investment is a 50% (2016: 50%) interest in Assmang Proprietary Limited (Assmang), which it controls jointly with African Rainbow Minerals Limited (ARM), which is also listed on the JSE. Assmang mines iron and manganese ores, and produces manganese and chrome alloys. In addition, the group mines chrome ore at Dwarsrivier Chrome Mine (refer note 35.1 to the consolidated financial statements) located near Steelpoort in the Lydenburg district. It also mines Wonderstone (a type of pyrophyllite), a portion of which is beneficiated to produce high-precision components, and wear and acid-resistant tiles, which are installed in various mining and industrial applications. The group, through its wholly owned subsidiary, Ore & Metal Company Limited, is responsible for marketing all products produced by its joint venture and subsidiary companies, the bulk of which is exported and the remainder either used in the group's beneficiation processes or sold locally. Details of the group's activities are set out, by activity, in the operational review and commentary in the 2017 integrated annual report on the group's website, www.assore.com.
The financial results of the group for the year ended 30 June 2017 are summarised below:
The directors of the company are responsible for the preparation and fair presentation of the financial statements and related financial information included in this report. The external auditors, Ernst & Young Inc., whose report is set here, are responsible for expressing an opinion on the financial statements based on their audit.
The financial statements included in this report are based on judgements and estimates which are intended to be both reasonable and prudent and have been prepared by management in accordance with International Financial Reporting Standards (IFRS). The accounting policies are consistent with those of the previous year.
The financial statements have been prepared on a going concern basis and the directors have no reason to believe that the group will not be a going concern in the year ahead. With regard to the valuation of assets, the directors are of the opinion that the carrying amount of all assets included in the statement of financial position are appropriately valued.
In order to discharge their responsibilities with regard to the financial statements, the directors ensure, through the group's appointed Audit and Risk Committee, that management maintains adequate accounting records and systems of internal control which are developed and reviewed for effectiveness on an ongoing basis. The systems of internal control are established organisational structures, policies and procedures, including budgeting and forecasting disciplines and are managed and controlled by suitably trained personnel who are organised in structures with appropriate segregation of authorities and duties. While internal controls are intended to adequately safeguard the group's assets and prevent and detect material misstatements and loss, these systems can only be expected to provide reasonable, and not absolute, assurance as to the reliability of the financial information included in this report. The internal financial controls were assessed by the group's outsourced internal audit function and were found to be satisfactory.
Assore holds a 50% interest in Assmang, which it controls jointly with ARM in terms of a long-standing shareholders' agreement. In accordance with IFRS, Assmang is accounted for on the equity accounting basis, and Assore has disclosed its share of Assmang's profit as "share of profit from joint-venture entity, after taxation". Set out below are the financial statements of Assmang in abridged format, which combine its continuing and previously discontinued operations. The "Assets held for distribution" in Assmang referred to the sale of Dwarsrivier (refer note 35.1 to the consolidated financial statements).
Abridged consolidated comprehensive income statement of Assmang
Notes:
For more detail relating to the group’s remuneration policy and structure, refer “Corporate governance and risk management report” in the 2017 integrated annual report.
Interests of the directors in the ordinary shares of the company at 30 June 2017 were as follows:
Note: No changes in directors’ interest have occurred between 30 June 2017 and the date of issue of this report.
The names of the directors, at the date of this report, and details of the Company Secretary, including its business and postal addresses, are set out on the inside back cover of this report.
Subsequent to the date of the previous integrated annual report and up to the date of this report the following changes were made to the Assore board:
1 March 2017 – DN Aitken was appointed as non-executive director
30 June 2017 – CJ Cory retired as chief executive officer
1 July 2017 – CE Walters was appointed as chief executive officer
In terms of the Memorandum of Incorporation (MoI), Messrs EM Southey and WF Urmson are required to retire by rotation at the forthcoming Annual General Meeting (AGM). The aforementioned directors, being eligible, offer themselves for re-election and a brief curriculum vitae for each of these directors is included in the notice of the AGM.
The following analysis of shareholders, in accordance with the JSE Listings Requirements, has been established, based on an examination of the company's share register at 30 June 2017. The directors are not aware of any material changes to this analysis between the year-end and the date of this report.
* As defined by Rule 4.25 of the JSE Listings Requirements ^ Holding more than five percent of the issued share capital. # Refer “Black economic empowerment status report” in the 2017 integrated annual report.
The following special resolutions were passed on 25 November 2016:
On 29 August 2017, the board declared a final dividend of 800 cents per share, amounting to R1 116,9 million, which was paid to shareholders on 26 September 2017.
