THE PATH TO

EMPOWERMENT

2O18ANNUAL REPORT

Ditikeni’s shareholders equip the most marginalised in societyto deal with the problems flowing from their socio-economic status. In this annual report, Ditikeni focusses on gender-based violence.

Gender-based violence provides for some of the most disturbing statistics in South Africa. Despite constitutional protections, violence against women occurs across socio-economic status, race, age, and religion. South Africa’s 2016 Demographic and Health Survey reports that one in five women older than 18 years has experienced physical violence, with one in three women in poorer homes having reported physical violence perpetrated against them.

With statistics such as these, even though much of it takes place in the domestic environment, gender-based violence can never be regarded as a private issue. Its provenance isinextricably tied to unequal social relations and status, and it requires a multifaceted programme to address it and correct the power imbalances in our society which allows it to prevail.

Among Ditikeni’s shareholders, the Centre for the Study of Violence and Reconciliation (CSVR), the Labour Research Service (LRS), and Diakonia are organisations with dedi-cated professionals working tirelessly to better understand, prevent and equip victims to act and address this crisis in South African society. In the following pages, an account is given of their work.

It so happens that Ditikeni is itself a shareholder in a company vitally involved in dealing with gender-based violence. Advance Call, an operator of call centres, hosts the Gender-Based Violence Command Centre in Pretoria. It is staffed by the national department of social development and supported by Vodacom.

As always, Ditikeni shareholders empower from the bottomupwards. We are perfectly placed to engage the most important grassroots institutions to meaningfully address the social and cultural practices which conceal or perpetuate gender-based violence. Ditikeni is proud that its shareholders are working on research and support to ensure that policies, protections and regulations are developed to protect andempower the victims of gender- based violence.

The 2018 financial year was especially fruitful financially - we paid out R2.75 per share in distributions, more than in any previous year. We are proud of Ditikeni’s contribution to its NGOs’ good work on gender-based violence and otherpressing social issues.

Sahra RykliefCHAIRPERSON

DITIKENI BOARD OF DIRECTORS

1 . C H A I R P E R S O N ’ S R E V I E W 2 O 1 8

“The subject of gender-based violence is non-seeing,

a total negation of the other and who they are. Even though the voices of

people subjected to gender-based violence may not be heard,

their eyes speak very loud and true.”

Z O L A N D I M A N D E ( B . 1 9 7 8 )Title: Look into my eyes and what do you see (2018)

Crocheted ribbon, wire & mirror pieces

Ditikeni Integrated Annual Report 2018 O1

C O N T E N T S

1 Chairperson’s Review 2O18 Page 1

2 Ditikeni Overview and Operating Structure Page 4

3 Performance Highlights Page 5

4 Directors’ Report Page 6

5 Seven Year Financial Review Page 8

6 Corporate Governance Page 9

7 Investments Page 1O

8 Working to End Gender-based Violence Page 12

9 Shareholder Particulars Page 16

1o Financial Statements 2018 Page 18

11 Broad-based Black Economic Empowerment Page 2O

COPYWRITING AND EDITING: HWB Communications Pty Ltd.

DESIGN AND LAYOUT: ONE HUNDRED PERCENT – DESIGN & MARKETING

The artist: Zola Ndimande

VIEW THIS REPORT ONLINE: www.ditikeni.co.za

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FINANCIAL HIGHLIGHTS 2018

Revenue up 24O%

Cost down 41%

Net asset value up 14.6% to R55.28 per share

Dividends paid: Ordinary 75 cents per share

Special 2OO cents per share

Dividend yield on NAV: 5%

Return on equity: 17.7%

Internal Rate of Return since inception (2000): 28.6%

Total distributions to shareholders to date: R21.7 million

Compound annual growth rate of the ordinary

dividend since 2012: 15.3%

OVERVIEW

Ditikeni is a black-owned, broad-based investment holding group. Its eighteen shareholders are non-profit organisations (NPOs) runningsocial development and upliftment programmes in poor and vulnerable South African communities. The work undertaken by the shareholder NPOs directly and indirectly improves the lives of millions of the country’s most underprivileged and marginalised black citizens.

To provide its shareholders with “something to lean on” (that’s what ditikeni means), Ditikeni makes long-term investments as a 100% broad-based black economic empowerment (B-BBEE) investor. These investments lead to sustained capital growth and consequently a dependable stream of dividends for the NPOs. The majority of the investments made to date are fully paid for and have been successful: Ditikeni has achieved an internal rate of return of 28.6% since 2000.

Ditikeni has become a reliable alternative source of ever-increasing income which enables these important non-profit organizations to focus on what they do best – serving and empowering their beneficiaries.

OPERATING STRUCTURE

Ditikeni Investment Company Limited is a public limited company. The Ditikeni Trust is an associated mirror-image entity, whose beneficiaries are the same as Ditikeni’s shareholders, and whose trustees are the same as Ditikeni’s directors. The Company manages the Trust, and this report covers the activities of both entities.

The Ditikeni Trust was established to ensure compliance with the B-BBEE Codes for particular transactions and to hold longer-term investments on behalf of beneficiaries. The Trust has acquired tax exemption status as a Public Benefit Organisation to ensure maximum dividend flow to its shareholders.

2 . D I T I K E N I O V E R V I E W A N D O P E R AT I N G S T R U C T U R E 3 . P E R F O R M A N C E H I G H L I G H T S

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BOARD OF DIRECTORSGreg Erasmus and Jenny de Tolly resigned from the board after more than 10 years and five years of much-appreciated service respectively.Tumeka Ramuedzisi, a chartered accountant, and Phetsile Dlamini, a corporate coach and consultant, were appointed to the board to add additional business acumen to Ditkeni’s skill set.

DIRECTORS’ INTEREST IN CONTRACTSDirectors held no interest in contracts during the year under review.

DIRECTORS’ REMUNERATIONDirectors receive a meeting attendance fee of R4 500 per meeting. The fee is reduced by half for any follow-on meetings and telecons. Board and committee attendance fees for the year amounted to R221 500 in total.

The policy on directors’ fees is to align them with the practice at other non-governmental organisations of similar scope.

AUDITORSNolands.

SOCIAL AUDITSDitikeni applies ethical criteria to its choice of investments, and gambling and armaments are excluded. A programme of social audits of all its existing investment partners is conducted.

PREFERENCE SHARESPreference share dividends of R647 712 were declared during the year and there are none in arrears.

LOAN CAPITALDuring the year, Ditikeni settled the loan of R10 million from Mergence Asset Management early as it was no longer required.

STAFF AND ADVISORSCompany secretarial and accounting duties continue to be performed by Michael Hands. The Investment Advisor is Gordon Young.

EVENTS AFTER YEAR-ENDThere were no material events after year-end.

PROSPECTSThe recent restoration of orderly government will in time lead to improved economic performance, but the costs of corruption and public sector mismanagement have been considerable and will continue to reduce growth prospects for some time to come.

The urgent steps needed to revive economic activity seem slow in coming. Higher levels of economic activity will lead to higher incomes, lower unemployment, and higher tax revenues for use on social projects. Without this economic growth, social and political tensions are likely to grow instead.

We are currently examining several investment prospects and will continue to be highly selective. Apart from the usual criteria, specifically able management and growth prospects, we normally look for a large measure of leverage which companies seeking BEE investors are wise to provide if they wish to differentiate their offers from others in the market.

Our ordinary distributions to shareholders are expected to continue at the present level.

The recent official emphasis on 51% black ownership of companies is already providing Ditikeni with additional potential deal flow, but we realise that it is a high hurdle for many companies, which may instead simply accept lower ratings.

Global political and economic risk levels are elevated, and even a minor incident in a small country might tip the generally positive economic trajectory into sharp decline. Although conservative investment policies are appropriate at this time we believe that good opportunities do arise and we are ready to seize them.

RESULTS FOR THE YEARThe year under review was significant for large dividend inflows, especially from our manganese investment. This enabled Ditikeni to pay two special dividends of 100 cents per share during the year. Taking these and the final ordinary dividend into account, Ditikeni distributed 275 cents per share during the year, the highest ever.

REVIEW OF OPERATIONSDitikeni again received good dividend income from the listed and the BEE portfolios, part of which was used to settle early the debt ofR10 million borrowed from Mergence Asset Management, which will reduce interest charges in future years.

The Michaelhouse Ditikeni Empowerment Trust and the Natural Resources Empowerment Trust were terminated during the year. Although both had been highly profitable they no longer served their original purpose. Ditikeni will continue to consider investments in the natural resources sector in its own name.

Ditikeni exercised its pre-emptive rights to acquire a further five shares in Sphere Holdings.

The remaining shares in Marsh South Africa were sold profitably for cash during the year.

There was little other BEE investment activity during the year. Several opportunities were examined but not pursued because excess liquidity in investment markets is leading to unrealistically high valuations which we are reluctant to support.

Ditikeni currently owns 18 separate BEE investments.

DISTRIBUTIONSAn ordinary distribution of 75 cents per share (2017: 62 cents per share) was made to beneficiaries in February 2018. This was a 21.6% increase on the previous year, and the eleventh consecutive year of increasing distributions. The compound annual growth rate over the past seven years was 15.3%.

Ditikeni additionally paid two special dividends of 100 cents per share during the year, mainly financed by two large dividends received from Ntsimbintle Mining. This brought the total distribution for the year to 275 cents per share.

Since inception, Ditikeni has distributed R21.7 million to shareholders. This may be compared with the shareholders’ original investment of R2.86 million.

SHAREHOLDERSThere were no changes to the shareholder register. Ditikeni has 18 shareholders, all of them long standing non-profit organisations working to improve social conditions in poor communities.

The following shareholders own more than 5% of Ditikeni’s issued share capital:• Black Sash• Labour Research Service• New World Foundation• Social Change Assistance Trust• Trust for Community Outreach and Education

4 . D I R E C T O R S ’ R E P O R T

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Combined audited results for the years ended 28 February:

ABRIDGED STATEMENTS OF COMPREHENSIVE INCOME 2018 2017 2016 2015 2014 2013 2012

R R R R R R R

Income 32 523 626 38 211 038 27 656 804 27 777 783 13 330 235 12 463 027 28 390 193

Revenue 23 228 054 6 829 527 8 923 874 5 027 140 3 289 662 4 135 471 1 571 650

Finance income 1 645 126 1 211 548 1 000 118 516 925 220 292 130 673 222 918

Fair value adjustments &

share of profit from associates 7 650 446 30 169 963 17 732 812 22 233 718 9 820 281 8 196 883 26 595 625

Expenditure 4 467 421 7 554 435 12 578 138 8 106 773 4 779 912 2 333 568 7 973 995

Operating expenditure 3 010 033 4 690 560 2 112 617 2 408 476 2 687 940 2 267 054 2 530 969

Impairments & share of losses

from associates - - 2 620 297 4 414 361 - - 1 000 000

Finance costs 1 549 089 1 604 046 2 228 618 1 598 448 1 452 164 1 407 671 1 477 263

Taxation (91 701) 1 259 829 5 616 606 (314 512) 639 808 (1 341 157) 2 965 763

Total comprehensive income 28 056 205 30 656 603 15 078 666 19 671 010 8 550 323 10 129 459 20 416 198

ABRIDGED STATEMENTS OF FINANCIAL POSITION 2018 2017 2016 2015 2014 2013 2012

R R R R R R R

ASSETS

Non-current assets 183 481 433 169 823 027 143 563 045 117 136 651 111 636 774 105 866 557 106 766 197

Current assets 13 749 585 20 096 668 13 865 057 19 358 229 3 169 712 2 708 990 3 551 936

Total assets 197 231 018 189 919 695 157 428 102 136 494 880 114 806 486 108 575 547 110 318 133

EQUITY & LIABILITIES

Equity 158 101 853 137 911 387 109 019 529 95 411 484 76 965 990 69 430 311 60 258 062

Non-controlling interest 804 350 807 027 85 528 - - - -

Non-current liabilities 36 079 355 47 808 367 33 202 661 24 708 551 32 980 602 36 846 939 47 935 459

Current liabilities 2 245 460 3 392 914 15 120 384 16 374 845 4 859 894 2 298 297 2 124 612

Total equity & liabilities 197 231 018 189 919 695 157 428 102 136 494 880 114 806 486 108 575 547 110 318 133

Ordinary shares in issue 2 860 267 2 860 267 2 860 267 2 860 267 2 860 267 2 860 267 2 860 267

Net asset value per share

(Rands) 55.28 48.22 38.12 33.36 26.91 24.27 21.07

Earnings per ordinary share

(Rands) 9.81 10.72 5.27 6.88 2.99 3.54 7.14

Distributions per ordinary share

(Rands) 2.75 0.62 0.51 0.43 0.35 0.34 0.32

The unqualified audited reports of the independent auditors, Nolands, are available for inspection at Ditikeni’s registered office.

THE DIRECTORS

THE MANAGEMENT TEAM

GORDON YOUNGInvestment Advisor

Email: gordonyoung@ditikeni.co.za

MICHAEL HANDSCompany Secretary

Email: michaelhands@ditikeni.co.za

ROD BULMAN• Member of EXCO and Audit

Committee• A founder of TCOE, and

Public Participation Specialist

DEENA BOSCHTrustee: SCAT

SAHRA RYKLIEF (CHAIRPERSON)

• Chairperson, Member of EXCO and Audit Committee

• General Secretary, International Federation of Workers’ Education

Associations

REUBEN DENGEUnit Head: Group Compliance and

Advisory Services, City of Johannesburg

Ditikeni is controlled by a Board of Directors that meets twice annually. The Board acknowledges its responsibility to ensure the integrity of this Report and

confirms the application of its collective mind to its preparation and presentation. The Ditikeni Board has three functioning sub-committees which execute

their duties in accordance with an approved schedule of powers of responsibility.

• The Executive Committee (EXCO) convenes between Board meetings, as required • The Audit Committee has discharged all the functions delegated to it in terms of section 94 of the Companies Act No. 71 of 2008 • An Investment Committee vets investments for the Series II preference share pool. The members are: Rod Bulman

(Ditikeni); Allan Wentzel (Ditikeni) and David Pettit (BDET)

PHETSILE DLAMINIProfessional Coach and

Consultant

TUMEKA RAMUEDZISIManaging Director at Ramuedzisi Chartered

Accountants & Registered Auditors

5 . S E V E N Y E A R F I N A N C I A L R E V I E W 6 . C O R P O R AT E G O V E R N A N C E

NOMABELU MVAMBO-DANDALA

Executive Director of the Diakonia Council

of Churches

DUMA NKOSIFormer Senior Civil

Servant and Chairman of the Local Government

SETA

AMBER OLALEYE• Member of Audit

Committee• Financial Management

Consultant

LULU LETLAPEManaging Director,

Letcom Tourism

ALLAN WENTZEL• Member of EXCO and

Audit Committee• Chartered Accountant managing

a fiduciary business with an emphasis on the Non-Profit Sector

O8 Ditikeni Integrated Annual Report 2018 Ditikeni Integrated Annual Report 2018 O9

ADEPT ADVISORYThis consulting company has offices in Johannesburg and Cape Town, and specialises in financial operations and risk management. Ditikeni owns 13.75%.www.adeptadvisory.co.za

ADVANCE CALL Advance Call is a Pretoria-based call centre business, specialising as a communications hub linking multiple sites with multiple service suppliers. Ditikeni owns 30%.www.acall.co.za

AFRICAN PIONEER GROUPDitikeni owns 3.8% of African Pioneer Investments, the Port Elizabeth-based empowerment investment holding company.www.africanpioneer.co.za

BISHOPS DITIKENI EMPOWERMENT TRUSTThis is a 50:50 joint venture with the Bishops Diocesan College, Cape Town. www.bishops.org.za

BRIMSTONEThis listed investment company has awarded 56 277 shares to Ditikeni.www.brimstone.co.za

CHEVRONDitikeni owns a preference share interest in Chevron SA equivalent to 1% of the equity. Chevron produces and distributes petroleum products under the Caltex brand.www.caltex.com

HWB COMMUNICATIONSHWB is a Cape Town-based public relations and communications agency. Ditikeni owns 22%. www.hwb.co.za

LifeHealth Care GroupFollowing the unbundling of the LifeHealth Care Group from Brimstone Investments, Ditikeni holds 33 331 shares.www.lifehealthcare.co.za

MAITLAND FUND SERVICESDitikeni owns 10% of Maitland Fund Services, which provides outsourced administration services to asset managers. www.maitlandgroup.com

MAITLAND HEDGE FUND SERVICESMaitland Hedge Fund Services is an administrator of hedge fund assets. Ditikeni owns 10%.www.maitlandgroup.com

MTN ZAKHELE FUTHI Ditikeni subscribed for 107 612 shares in this public offer,

for cash. www.mtnzakhelefuthi.co.za

MULTICHOICE PHUTHUMA NATHIDitikeni holds 31 874 shares in Phuthuma Nathi,

MultiChoice’s BEE vehicle.www.phuthumanathi.co.za

NTSIMBINTLE MININGDitikeni owns 2.2% of this manganese mining company,

which controls the Tshipi Mine in the Kalahari Basin.www.tshipi.co.za

OVATIONSDitikeni owns 12.8% of Ovations, which provides IT consulting services

to the financial sector. www.ovationsgroup.com

SPHERE HOLDINGSDitikeni owns 3.3% of this successful private

equity company.www.sphereholdings.co.za

TEXTON PROPERTY FUNDDitikeni owns 1.3% of this listed Real Estate Investment Trust (REIT)

via a B-BBEE consortium.www.texton.co.za

UMFULA CONSORTDitikeni owns 27.3% of this joint venture which manages water

treatment facilities for clients.www.umfula.co.za

VODACOM YEBO YETHUDitikeni was allocated 54 977 shares in the Vodacom

empowerment scheme.www.yeboyethu.co.za

SOLD INVESTMENTS

7 . I N V E S T M E N T S

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8 . W O R K I N G T O E N D G E N D E R - B A S E D V I O L E N C E

Several Ditikeni shareholders are working to end gender-based

violence.

Some of their work is show-cased here.

Apart from its direct work with the victims of violence the Centre for the Study of Violence and Reconciliation (CSVR) also conducts frequent research projects, and gender-based violence has been the subject of several recent reports. The most recent report “Violence Against Women in South Africa A Country In Crisis” by Nonhlanhla Sibanda-Moyo, Elanior Khonje and Maame Kyerewaa Brobbey, found that: “Women and female children in South Africa experience many forms of violence at all the stages of their lives, including the deliberate exposure of children to violence, neglect and deprivation; discrimination based on sexuality, race, economic status; and violence in the context of their social positions as conjugal partners, daughters, sisters, students, workers and neighbours.”

The report states: “South Africa does not necessarily need to propagate new laws and policies to address Violence Against Women (VAW), but rather needs to work towards ensuring the effective implementation of existing ones. A country’s priorities are largely demonstrated through its budget, hence adequate investments need to be made towards combatting VAW. Further, a well-coordinated multi-sectoral national strategy that brings together the government, CSOs and the private sector is crucial to the development and implementation of a clear roadmap towards combatting VAW in the country. The value of applying an intersectional analysis and a lifecycle approach to addressing VAW cannot be overstated.”

“The persistence of VAW is a process and a conflict that oppresses women, and also expresses the ills of society. The evidence suggests that most survivors of VAW experience violence throughout their lives. VAW is closely interlinked with relations of power and feeds on and induces multiple vulnerabilities, including disability, economic dependence, identity-based inequalities, and the personal circumstances of women and children’s lives. Thus, attempts at tackling VAW in South Africa must consider these complexities. This suggests that the fight against VAW should not be looked at in isolation from other structural and social problems.”

“South Africa does not necessarily need to propagate new laws and policies to address VAW, but rather needs to work towards ensuring the effective implementation of existing ones. A country’s priorities are largely demonstrated through its budget, hence adequate investments need to be made towards combatting VAW. Furthermore, a well-coordinated multi-sectoral national strategy bringing together the government, CSOs and the private sector is crucial tothe development and implementation of a clear roadmap towards combatting VAW in the country. The value of applying an intersectional analysis and a lifecycle approach to addressing VAW cannot be overstated.”

The Centre for the Study of Violence and Reconciliation (CSVR)

is a multi-disciplinary institute that seeks to understand and

prevent violence, heal its effects and bring about sustainable

peace at community, national and regional levels. It was formed

in 1989 out of concerns about the prevalence of official torture

and communal violence in South Africa.

12 Ditikeni Integrated Annual Report 2018 Ditikeni Integrated Annual Report 2018 13

The LRS is currently assisting and guiding health sector trade union HOSPERSA to address the level of violence in public health. Trade union members, who are mainly women nurses, face abuse by patients daily. At the same time, patients are always complaining about abusive nurses. With assistance from the LRS, the union piloted a social action project involving all stakeholders at the Meadowlands Clinic in Soweto in Gauteng. The project experimented in one locality, bringing together the different actors involved, including the Department of Health, patients, the community, the South African Police Services, churches, organisations working with young women and community media to take actions that will reduce the high levels of gender-based violence in the Meadowlands Clinic.

The LRS also facilitates and mentors a change team with the South African Democratic Teachers Union (SADTU) as part of an African regional trade union project to address school related gender-based violence. The change team addresses the dual role the trade union has of simultaneously representing union members suspected ofviolence and ensuring learners have a safe and productive environment. The project advocates appropriate curriculum and teaching approaches, encouraging learners to recognise, question and challenge violence. It also advocates for confidential procedures to report incidents of school related gender-based violence, to assist victims and to refer cases to appropriate

authorities.

The Labour Research Service (LRS) has

been in existence for more than 30 years

and has worked with thousands of people in

the labour movement across Africa, helping

to develop strategy and to grow progressive

new leaders.

ADVANCE CALL - OPERATOR OF SPECIALISED CONTACT CENTRES

Ditikeni is a shareholder in Advance Call (Pty) Ltd which operates

the Gender-Based Violence (GBV) Command Centre. This free

service was conceptualised, developed and implemented as an

initiative of the Department of Social Development, in collaboration

with the Vodacom Foundation. The GBV Command Centre is a

comprehensive, integrated system that provides immediate,

consistent, coordinated, and timely support to victims of GBV. It

uses mobile technology to estimate the location of a victim, assign

the closest social worker in the field to the case, and record and

receive continuous feedback on the case.

Since its inception in 2014, the call centre has fielded tens of

thousands of calls, dealing with gender-based violence incidents as

well as other incidents of violence. Despite this, says Advance Call,

due to the sensitivity around gender-based violence, it remains a

continuous struggle to create public awareness of this revolutionary

service.

From its Pretoria communications hub, Advance Call operates

specialised contact centres for clients.

This hub operates 24/7, with a disaster recovery site, emergency

power supply, back-up ICT equipment, ISO9001 compliance and

advanced technology, and is responsive in all eleven official

languages.

When the Department of Social Development asked for a

gender-based violence hotline, Advance Call had it up and running

in just 20 days. This hotline now takes over 100 000 calls annually.

Advance Call also has deep experience in infrastructure

maintenance, providing managers and owners with real-time data

on faults and user complaints - an outstanding tool for keeping

service levels high and maintenance costs low.

As Advance Call’s BEE partner, Ditikeni owns 30% of the company.

14 Ditikeni Integrated Annual Report 2018 Ditikeni Integrated Annual Report 2018 15

SOCIAL CHANGE ASSISTANCE TRUSTChair: Priscilla Sigila Director: Joanne Harding Tel: (021) 418 2575 Fax: (021) 418 6850 Email: info@scat.org.za Website: www.scat.org.za

SOUTH AFRICAN COUNCIL OF CHURCHES President: Bishop Siwa General Secretary: Bishop Malusi Mpumlwana: Tel: (011) 241 7800 Fax: (011) 836 0984Email: malusi.mpumlwana@me.com or support@sacc.org.zaWebsite: www.sacc.org.za

TRUST FOR COMMUNITY OUTREACH AND EDUCATION Chair: Professor Lungi Ntsebeza Director: Mercia Andrews Tel: (021) 685 3033 Fax: (021) 685 3087 Email: mercia@tcoe.org.za or talk2us@tcoe.org.zaWebsite: www.tcoe.org.za

UMTAPO CENTRE Chair: Dr. James Marsh Director: Deena Soliar Tel: (031) 309 3350 Fax: (031) 309 8198 Email: info@umtapocentre.org.za Website: www.umtapocentre.org.za

WESTERN CAPE ASSOCIATION FOR PERSONS WITH DISABILITIES Chair: Willem Matthys Blom Directors: Elmien Grobler Tel: (021) 555 2881 Fax: (021) 555 2888 Email: director@wcapd.org.za Website: www.wcapd.org.za

ASSOCIATION FOR RURAL ADVANCEMENT Chair: Shirin Motala Director: Laurel Oettle Tel: (033) 345 7607 Fax: (033) 345 5106 Email: afra@afra.co.za Website: www.afra.co.za

BLACK SASH TRUST Chair: Yasmin Turton Director: Lynette Maart Tel: (021) 686 6952 Email: lynette@blacksash.org.za or info@blacksash.org.za Website: www.blacksash.org.za

CALA UNIVERSITY STUDENTS ASSOCIATION Chair: Mandlenkhosi Mqotyana Director: Fani Ncapayi Tel: (047) 877 0204 Fax: (047) 877 0143 Email: f.ncapayi@gmail.comWebsite: www.calusaorg.wordpress.com

CDT FOUNDATION NPCChair: Bishop Jo Seoka Manager: Lyn Rutters Tel: (011) 463 1809 Email: lynette@cdtrust.co.za Website: www.cdtrust.co.za

CENTRE FOR EARLY CHILDHOOD DEVELOPMENT Chair: Raymond Schuller Director: Prof. Eric Atmore Tel: (021) 683 2420 Fax: (021) 683 5838 Email: cecd@iafrica.com Website: www.cecd.org.za

CENTRE FOR THE STUDY OF VIOLENCE AND RECONCILIATION Chair: Tefo Raditapole Executive Director: Nomfundo Mogapi Tel: (011) 403 5650 Fax: (011) 339 6785 Email: nmogapi@csvr.org.za or info@csvr.org.za Website: www.csvr.org.za

CHURCH AND LAND PROGRAMME Chair: Simanga Sithebe Director: Graham Philpott Tel: (033) 264 4380 Fax: (033) 345 5368 Email: graham@churchland.org.za Website: www.churchland.org.za

DEVELOPMENT ACTION GROUP Acting Chair: Wilhelmina Trout Executive Director: Aditya Kumar Tel: (021) 448 7886 Fax: (021) 447 1987 Email: dag@dag.org.za Website: www.dag.org.za

DIAKONIA COUNCIL OF CHURCHES Chair: Rev. Ian Booth Executive Director: Nomabelu Mvambo-Dandala Tel: (031) 310 3500 Fax: (031) 310 3502 Email: the.director@diakonia.org.za Website: www.diakonia.org.za

LABOUR RESEARCH SERVICEChair: Siyana Nyaniso Director: Trenton Elsley Tel: (021) 486 1100 Fax: (021) 447 9244 Email: trenton@lrs.org.za or lrs@lrs.org.za Website: www.lrs.org.za

NATIONAL INSTITUTE FOR CRIME PREVENTION AND THE REINTEGRATION OF OFFENDERS Chair: Judge Nathan Erasmus Chief Executive Officer: Soraya Solomon Tel: (021) 462 0017 Fax: (021) 462 2447 Email: soraya@nicro.co.za or info@nicro.co.za Website: www.nicro.org.za

NEW WORLD FOUNDATION Chair: Rev. M. Vandayar Director: Jan De Waal Tel: (021) 788 4055 Fax: (021) 788 4099 Email: nwfdev@mweb.co.za or nwfacc@mweb.co.za Website: www.newworldfoundation.org.za

THE NONCEBA FAMILY COUNSELLING CENTREChair: Zilani Mfokkoli General Manager: Pauline Perez Tel: (021) 364 0135 Fax: (021) 361 0323 Email: admin@nonceba.org Website: www.nonceba.org

9 . S H A R E H O L D E R S ’ PA R T I C U L A R S

16 Ditikeni Integrated Annual Report 2018 Ditikeni Integrated Annual Report 2018 17

COMBINED STATEMENT OF CHANGES IN EQUITYfor the year ended 28 February 2018

Issued Revaluation Accumulated Non-controlling Total

capital reserve profit interest Equity

R R R R R

Balance at 1 March 2016 2 770 634 30 832 907 75 415 988 85 528 109 105 057

Total comprehensive income - 15 196 639 15 459 963 721 499 31 378 101

Dividends and distributions paid - - (1 764 744) - (1 764 744)

Balance at 28 February 2017 2 770 634 46 029 546 89 111 207 807 027 138 718 414

Total comprehensive income - (782 759) 28 838 963 (2 677) 28 053 527

Dividends and distributions paid - - (7 865 738) - (7 865 738)

Balance at 28 February 2018 2 770 634 45 246 787 110 084 432 804 350 158 906 203

COMBINED STATEMENT OF CASH FLOWSfor the year ended 28 February 2018 2018 2017

R R

Cash flows from operating activities

Cash utilised in operations (2 526 676) (4 732 285)

Dividends received 24 650 819 10 017 664

Dividends and distributions paid (7 865 738) (1 764 744)

Interest income 1 645 126 1 211 548

Finance costs (3 734 195) (1 542 805)

Taxation paid - (91 661)

Net cash inflow from operating activities 12 169 336 3 097 717

Cash flows from investing activities

Acquisition of property, plant and equipment (172 898) (26 085)

Purchase of investments (13 209 180) (5 268 455)

Proceeds on disposal of investments 4 709 987 8 021 097

Net cash flow from investing activities (8 672 091) 2 726 557

Cash flows from financing activities

Net loan movements (9 844 328) 437 337

Net cash flow from financing activities (9 844 328) 437 337

Net change in cash and cash equivalents (6 347 083) 6 261 611

Cash and cash equivalents at beginning of the year 20 096 668 13 835 057

Cash and cash equivalents at end of year 13 749 585 20 096 668

COMBINED STATEMENTS OF FINANCIAL POSITION28 February 2018 2018 2017 R RASSETSNon-current assets 183 481 433 169 823 0275Investments in associate companies & trusts 26 535 499 27 231 805 Investments 156 756 283 142 539 449 Property, plant and equipment 189 651 21 694 Loans receivable - 30 079

Current Assets 13 749 585 20 096 668 Cash 13 749 585 20 096 668

Total assets 197 231 018 189 919 695

EQUITY AND LIABILITIESEquity 158 906 203 138 718 414 Share capital and premium 2 770 634 2 770 634 Revaluation reserve 45 246 787 46 029 546 Accumulated profit 110 084 432 89 111 207 158 101 853 137 911 387 Non-controlling interest 804 350 807 027

Non-current liabilities 36 079 355 47 808 367 Interest bearing liabilities 18 934 147 30 151 120 Non-interest bearing loans - 476 671 Deferred tax 17 145 208 17 180 576

Current liabilities 3 392 914 15 120 384Accounts payable 2 245 460 1 792 914 Non-interest bearing loans - 1 600 000

Total equity and liabilities 197 231 018 189 919 695

COMBINED STATEMENTS OF COMPREHENSIVE INCOMEfor the year ended 28 February 2018 2018 2017 R RRevenue 23 228 054 6 829 527

Less operating expenses (3 010 033) (4 690 560)

Operating profit 20 218 021 2 138 967

Finance income 1 645 126 1 211 548 Fair value adjustments 1 353 769 5 329 593 Reclassification from other comprehensive income 1 059 092 4 172 593 Finance costs (1 549 089) (1 604 046)Realised gain on disposal of investments 3 074 272 2 433 273 Write back of loan payable 2 076 671 - Income from equity accounted investments 869 400 3 037 864

Net profit before taxation 28 747 262 16 719 792

Taxation 91 701 (1 259 829)

Profit for the year 28 838 963 15 459 963

Other comprehensive income, net of taxation (782 758) 15 196 640

Total comprehensive income for the year 28 056 205 30 656 603

1 O . F I N A N C I A L S TAT E M E N T S 2 0 1 8

18 Ditikeni Integrated Annual Report 2018 Ditikeni Integrated Annual Report 2018 19

BLACK NEW ENTRANTS

The empowerment status of Ditikeni has been critical to its success as an investment holding company to date. In addition to its high black ownership rating of 98.03%, Ditikeni is also a verified Enterprise Development beneficiary.

62.0%

98.0%

BLACK WOMEN OWNERSHIP OF DITIKENI

BLACK OWNERSHIP OF DITIKENI

98.0%

Verification Manager Honeycomb BEE Ratings

We Certify that

Company Address: 204 Premier Centre, 451 Main Road, Observatory, 7925 Registration Number: 1999/008292/06, VAT Number: 4060205707

Percentage Black Ownership 98.03%

Percentage Black Female Ownership 62.02%

Date: 03 November 2017

BROAD–BASED BEE OWNERSHIP

BBBEE Ownership Status Percentage

Exercisable Voting Rights in the hands of Black People

98.03%

Exercisable Voting Rights in the hands of Black Women 62.02%

Economic Interest to which Black People are entitled 98.03%

Economic Interest to which Black Women are entitled 62.02%

Economic Interest to Which BDG’s, EOS, BBOS & Co-op’s are entitled 94.58%

Ownership by Black New Entrants 98.03%

Net Equity Value 98.03%

Certificate Number HR/OCC/2861/17_2 Effective Date 03 October 2017 Expiry Date 02 October 2018 Modified Flow Through Applied No

Ditikeni Investment Company (Pty) Ltd

VERIFICATION CERTIFICATE

ThiscertificateistheresultofanindependentandimpartialverificationoftheBBBEEstatusofthemeasuredentitymeasuredinaccordancewiththeCodesofGoodPracticeGazetteNo.38764onBroadBasedBlackEconomicEmpowerment.Theobjectiveofourverificationistoverifythevalidityand

accuracyoftheBBBEEstatusrepresentedbythemeasuremententity.HoneycombisnotresponsibleforensuringcompletenessofinformationprovidedtosupporttheBBBEEStatus.

1 1 . B R O A D - B A S E D B L A C K E C O N O M I C E M P O W E R M E N T

WITH DITIKENI AS AN INVESTMENT

PARTNER, COMPANIES QUALIFY FOR:

• Ownership points• Enterprise development points, where qualifying contributions are made• Management control points, where Ditikeni nominates black directors to the board

BROAD-BASED OWNERSHIP SCHEMES 94.6%

2O Ditikeni Integrated Annual Report 2018

D I T I K E N I I N V E S T M E N T C O M P A N Y L I M I T E D REGISTRATION NUMBER: 1999/008292/06

THE DITIKENI TRUST: REGISTRATION NUMBER IT/2431/2004

REGISTERED ADDRESS: 204 Premier Centre

451 Main Road

Observatory

7925

POSTAL ADDRESS: PO Box 13511

Mowbray

7705

TELEPHONE: 021 447 9277

FAcsIMILE: 021 448 8067

E-MAIL: info@ditikeni.co.za

WEBSITE: www.ditikeni.co.za