oryx properties limited integrated annual report … · oryx properties limited integrated annual...

ORYX PROPERTIES LIMITEDINTEGRATED ANNUAL REPORT

2017

3ORYX PROPERTIES INTEGRATED ANNUAL REPORT 2017

CONTENTSHIGHLIGHTS

OVERVIEW OF ORYX

InTroducInG THe reporToryx aT a GLanceboard and manaGemenTcHaIrperSon’S STaTemenTcHIeF execuTIVe oFFIcer’S reporToperaTIonS reporTcHIeF FInancIaL oFFIcer’S reporTSuSTaInabILITy reporT

CORPORATE GOVERNANCE AND RISK MANAGEMENT

corporaTe GoVernanceInVeSTmenT commITTeerISK, audIT and compLIance commITTeeremuneraTIon and nomInaTIon commITTee

ANNUAL FINANCIAL STATEMENTS

dIrecTorS’ reSponSIbILITyIndependenT audITor’S reporTdIrecTorS’ reporTSTaTemenTS oF FInancIaL poSITIonSTaTemenTS oF compreHenSIVe IncomeSTaTemenTS oF cHanGeS In eQuITySTaTemenTS oF caSH FLoWSnoTeS To THe annuaL FInancIaL STaTemenTS

UNITHOLDER INFORMATION

LInKed unITHoLder’S dIaryanaLySIS oF LInKed unITHoLderSnoTIce To THe annuaL GeneraL meeTInGproxy FormcorporaTe InFormaTIon

4

67

222831354755

58697175

8082879192939495

142143146152155

4 ORYX PROPERTIES INTEGRATED ANNUAL REPORT 2017

For THe year ended 30 June 2017

HIGHLIGHTS


ToTaL dISTrIbuTIon

cenTS per unIT

6%ToTaL reTurn

N$1.582BNneT aSSeT VaLue

N$2.435BNproperTy porTFoLIo VaLue

8%core porTFoLIo neT Income GroWTH

167.00


INTRODUCING THE REPORT

oryx properties Limited and its subsidiaries (“oryx”/”Group”) take pleasure in presenting its Integrated annual report for the year ended 30 June 2017 to stakeholders.

oryx recognises the role and importance of integrated reporting in demonstrating its ability to create and sustain value across all components, including its performance in, and commitment to, economic, social, and environmental sustainability for the ultimate benefit of all its stakeholders.

Therefore, this Integrated annual report represents its best efforts to align its reporting with the requirements and principles of the namcode, International Financial reporting Standards (“IFrS”) and the companies act of namibia.

Successful and comprehensive integrated reporting is a learning process, and oryx remains committed to this journey towards best-practice reporting methodology.

SCOPE AND BOUNDARYThe report covers the Group’s business, sustainability and financial activities from 1 July 2016 to 30 June 2017. There has been no significant change from last year in the scope of the report.

management’s interpretation of materiality has been applied in determining the content and disclosure in this report. a matter is considered material if it could affect the assessment and decisions of the Board of directors, unitholders and providers of financial capital and also affect the Group’s ability to create value over time.

due to size and the nature of oryx, we have compiled a concise, condensed Integrated annual report, containing the full annual Financial Statements and thus no summarised Integrated annual report is issued separately.

In line with our commitment to greening and sustainability, this will be the last year that the Integrated report will be distributed in printed hard copy, provided that the unitholders approve the special resolutions to make the Integrated annual report only available online (website) henceforth. This will not only result in a meaningful cost saving on paper, printing and postage but importantly will also reduce our impact on the environment.

ASSURANCEThis Integrated annual report contains forward-looking statements which are made based on underlying uncertaintities. The Group cannot guarantee that any foward-looking statement will materialise and, accordingly, readers are cautioned not to place undue reliance on these foward-looking statements.

The Group disclaims any intention and assumes no obligation to update or revise any foward-looking statement even if new information becomes available as a result of future events or for any other reason.

The content of the integrated report has been reviewed by the directors and management but has not been externally assured. The Group’s external auditor, deloitte, has provided assurance on the annual financial statements set out on pages 87 to 140 and expressed an unmodified audit opinion.

30 June 2017

OVERVIEW OF ORYX


OVERVIEW OF ORYX

RESPONSIBILITY OF THE INTEGRATED ANNUAL REPORTThe board is responsible for the integrity of integrated reporting. The risk, audit and compliance committee (“racc”) has been tasked by the board to assist by overseeing the integrity of the Integrated annual report. The overseeing of sustainability issues in the Integrated annual report has also been delegated to the racc by the board. as part of this assigned responsibility, the racc recommends the annual financial statements for approval by the Board.

ORYX AT A GLANCE

PROFILEoryx is a property loan stock company listed in the ‘Financial-real estate’ sector on the namibian Stock exchange (“the nSx”). The company was listed on 4 December 2002. The Group owns a premium quality retail, industrial and office real estate portfolio, which generates and offers investors a dependable, sustainable and growing income stream.

MISSIONTo acquire and / or develop assets that appreciate in value and produce a dependable, sustainable and growing distribution stream.

VISIONTo own an investment portfolio of premium quality retail, industrial and office real estate as well as investment in listed property mostly in namibia and also outside namibia. oryx seeks to grow this by acquisitions or development of additional properties, which will have escalating income streams derived from quality tenants so as to secure long-term earnings growth and capital appreciation.

30 June 2017

continued

2009• acquired erf in Lafrenz

• Construction of Deloitte office

building commences

2010 • Deloitte office building completed

• development of three warehouses in

prosperita

• acquired three industrial properties

in South africa

2009

2010

2007• acquired channel Life, erf 35, erf 51

and erf 654 okahandja

• Virgin active building upgraded

• checkers maerua mall extension

completed

2008 • Acquired 4 erven in Prosperita

• Sale of Bank Windhoek subsidiary

2001 • oryx established

2006 • rights issue

• acquired baines

shopping centre

• maerua mall phase II

completed

2002• Listed on nSx

2001

2002

2006

2007

2008

SIGNIFICANTEVENTS


2013• baines Shopping centre upgrade

completed

• Scania facility completed

2014 • acquired Gustav Voigts centre

• rights issue

• maerua mall extension completed

2011• property portfolio valued

at n$1 billion

• Internalisation of the asset and

finance management of Oryx

2012 • 10 year anniversary

• acquisition of two industrial

properties in South africa

• development of Scania facility

2015• property portfolio valued

at n$2 billion

• established a domestic note

programme

2016 • rights issue

• Sale of two investment properties

in port elizabeth

2017• Sale of another investment property

in port elizabeth

• repositioning of maerua mall

• approved a n$300 million offshore

investment

2011

20122014

2015

2013

2016

2017

IN ORYXHISTORY



GROUP STRUCTURE

maerua maLL (pTy)

LTd

maerua parK

properTIeS (pTy) LTd

pHaSe TWo properTIeS

(pTy) LTd

TrIpLe a (pTy) LTd

unITed FITneSS

HouSe (pTy) LTd

TuInWeGproperTy

InVeSTmenTS (pTy) LTd

dIrecTLy oWned

properTy

erF 132 LaFrenZ

erF 7827 LaZareTT

STr

erF 698 edISon STr

erF 6601 TaL STr

maerua maLL node

SubSIdIary companIeS

GuSTaV VoIGTS cenTre

ORYX PROPERTIES LIMITED

baIneScenTre

cHanneL LIFe

30 June 2017

OVERVIEW OF ORYX continued


Verona InVeSTmenTS

(pTy) LTderVen 6660,

6661 and 7780 JouLe STrWIndHoeK

aLLIed carGo (pTy) LTd erF

6977 neWcaSTLe STr WIndHoeK

erF 6621KaLIe

roodT STrWIndHoeK

rSa dIrecTLy oWned

properTy

SubSIdIary companIeS

erF 51 proSperITa

consolidatederF 441

proSperITa

erF 135 LaFrenZ

erVen 89, 90 & 91 ISando

JoHanneSburG

erF 6173WaLmer

porT eLIZabeTH

erF 1571886 GeorGe bLaKe aVe

pLanKenbruG STeLLenboScH

(SoLd - JuLy 2017)

erF 972 & erF 973cnr conSTanTIa

bLVd & WILLIam nIcoL

conSTanTIa KLooF

roodepoorT

erF 8081 SoLInGen

STrWIndHoeK

erF 2671 WaLVIS bay

erF 334 KeeTmanSHoop

cIc properTy HoLdInG

TruST (pTy) LTd

30 June 2017


oryx LonG-Term IncenTIVe

TruST


KEY STAKEHOLDERS

30 June 2017

SIGNIFICANT UNITHOLDERS:Standard bank nominees (pty) Ltd, TLp Investments one Three Seven (pty) Ltd, cbn nominees (pty) Ltd, rmbT Investments (pty) Ltd, First national bank nominees (pty) Ltd, pSG (pty) Ltd REASON FOR ENGAGEMENT:To provide relevant and timeous information to current and future unitholders. METHOD OF ENGAGEMENT:roadshows, adhoc communications, attending to questions of asset managers and analysts, annual General meeting, Securities exchange news Service (“SenS”) announcements, media releases and corporate website. STAKEHOLDER CONTRIBUTION TO VALUE CREATION:• Total return of 6%; and• Interest and dividend distribution amounting to 167 cents per linked unit.

Various namibian and South african asset managers

REASON FOR ENGAGEMENT:To ensure that asset managers understand the business and the results delivered by Oryx, as continuous investment in Oryx is imperative to finance expansionary activity.

METHOD OF ENGAGEMENT:Face-to-face and written communications, one-on-one meetings and roadshows.

STAKEHOLDER CONTRIBUTION TO VALUE CREATION:• Success of capital raising campaigns;• Stability of investors; and • Quality and content of written reports about Oryx.

SIGNIFICANT FINANCIERS:abSa Ltd, nedbank Group Ltd, nedbank namibia Ltd, old mutual Investment Group namibia (“omignam”), bank Windhoek Ltd

REASON FOR ENGAGEMENT:To obtain financing for current and future acquisitions, expansions and operational facilities.

TYPE OF ENGAGEMENT:adhoc communications, adhoc meetings, credit reviews and annual financial statements.

SEEING THE RESULTS:• Gearing ratio 33.2%; and• Interest cover ratio 2.88 (based on distributable income).

INVESTORS

ASSET MANAGERS

PROVIDERS OF DEBT



KEY STAKEHOLDERS CONTINUED

30 June 2017

ministry of Finance, namibian Stock exchange (“nSx”), city of Windhoek, city of Johannesburg, nelson mandela bay municipality, South african revenue Services (“SarS”)

REASON FOR ENGAGEMENT:To maintain open, honest and transparent relationships and ensure compliance with their legal and regulatory requirements, thereby retaining our various licences and minimising operational risk.

TYPE OF ENGAGEMENT:These include various forums, from one-on-one meetings to onsite meetings.

SEEING THE RESULTS:• Compliance certificates; and• Tax compliance status.

employs 20 (2016 : 21) permanent employees

REASON FOR ENGAGEMENT:To ensure that we remain an employer of choice by providing a safe and inspiring working environment.

To understand and respond to the needs and concerns of our employees.

TYPE OF ENGAGEMENT:annual performance appraisals, face-to-face and written communications, staff meetings, social interactions and relevant training.

SEEING THE RESULTS:• Well-motivated, happy employees;• Low staff turnover of one employee (2016: two) ; and• Length of service.

287 tenants across 24 properties

REASON FOR ENGAGEMENT:To gain a better understanding of the needs of our tenants and to remain a landlord of choice by providing a safe and enjoyable shopping and business environment.

TYPE OF ENGAGEMENT:Face-to-face and written communication, including tenant meetings.

SEEING THE RESULTS:• Occupancy level of 93.62% (2016: 97.9%); and • High level of renewals and retention of 87% across the sectors.

GOVERNMENT AND REGULATORS

TENANTS

EMPLOYEES



30 June 2017

Various suppliers: Most significant in terms of cost, include City of Windhoek, ultra Security, bidvest Steiner, Joseph & Snyman and pec metering

REASON FOR ENGAGEMENT:To ensure that we, as landlord, offer the customer an enjoyable shopping experience by offering a friendly and safe shopping and business environment made possible by our relationship with our service providers. To ensure services are performed in accordance with the service agreements.

TYPE OF ENGAGEMENT:Face-to-face and written communication.

SEEING THE RESULTS:• Low incident reports;• Low level of customer complaints; and• Achievement of key performance areas.

Simonis Storm Securities (pty) Ltd and IJG Securities (pty) Ltd

REASON FOR ENGAGEMENT:To ensure that our sponsors understand the needs of oryx when acting as an intermediary in executing transactions.

TYPE OF ENGAGEMENT:Face-to-face and written communication, as well as accompanying oryx on roadshows.

SEEING THE RESULTS:• Successful capital raising campaigns; and• Compliance with the NSX Listing Requirements.

mainly central and coastal areas of namibia

REASON FOR ENGAGEMENT:To create partnerships that will best facilitate our integrated sustainability activities and to obtain input from environmental experts to ensure that our operations are environmentally responsible.

TYPE OF ENGAGEMENT:ongoing support of projects and interaction with a wide variety of organisations.

SEEING THE RESULTS:• Focusing on youth development; and• Environmental preservation (refer to sustainability report).

SUPPLIERS

SPONSORS

COMMUNITIES AND ENVIRONMENT

KEY STAKEHOLDERS CONTINUED



AN OVERVIEW OF OUR BUSINESSour business is underpinned by responsible leadership and our aspiration to be a responsible corporate citizen. We measure our progress by continuously monitoring our performance against our key performance indicators.

Our financial position allows us to achieve our strategic goal of pursuing value-enhancing opportunities.enterprise risk management provides us with an integrated approach to the management of our business risks within a complex and ever-changing environment.

We believe that good governance and responsible leadership are essential elements of sustainability and have a major influence on how we run our business.

our responsible approach to environmental management involves exploring avenues to sustain and enhance the environment in which we operate and in which our neighbourhood communities live.

our business model describes how we operate, by setting out, in terms of the six capitals, our inputs, activities, outputs and outcomes.

30 June 2017

INPUTS ACTIVITIES OUTPUTS OUTCOMESFINANCIAL CAPITAL

» cash generated by operations » unitholder funding » debt funding » Efficient controls and processes

» Financial accounting » cost management » debt management and allocation

» Interest distribution per linked unit » net asset value (“naV”) per linked unit » Cash flow from operations

» Financial stability » business sustainability » Strong statement of financial position » Growth in unitholder returns

MANUFACTURED CAPITAL

» Gross lettable area (“GLa”) » appropriate property management skills

» Leasing of premises » recoveries of operating costs » asset management » converting resources into unitholder returns

» Generates sustainable and growing income stream » new direct real estate investment » portfolio diversification » yield enhancement » capital growth

» Lettable area » Increased revenue stream » distribution growth

HUMAN CAPITAL » Staff » Skills » Knowledge » experience » ability

» recruitment and placement » Training and development » Talent management » performance management » ongoing engagement with employees » employee relations » remuneration

» effective leaders » Skilled employees » motivated employees » Quality work environment

» effective leadership » Increased productivity » employees’ sustainable wealth creation » Workforce aligned with business objectives » Low turnover of skilled workforce » High performing committees



INVESTMENT STRATEGYWe believe in focusing on the long-term and thus this year’s investment strategy is to a large degree a continuation of the previous year’s strategy. The main items we will focus on in the medium term are:

• Diversifying from local assets by also investing in offshore / non-Namibian property;• The focussed and active search for acquisitions in the Namibian market rather than new developments;• The issuing of new units as a payment method for acquisitions (vendor placements); and• defensive capital expenditure to protect major assets in the current environment.

These key themes are important for us in assessing any new investments for the following three years, as we look to grow the fund into a fund owning assets closer to n$5 billion.

30 June 2017

INPUTS ACTIVITIES OUTPUTS OUTCOMESSOCIAL AND RELATIONSHIP CAPITAL

» neighbourhood and extended communities » employees » ethics and human rights

» engaging with communities and other relevant stakeholders » Improve social impact

» Infrastructure development » better working relations » Improved sustainability » employment

» more sustainable communities » Improvement of community relations » Sustainable business

NATURAL CAPITAL » natural resources » Water » Sunlight

» environmental impact assessments » electricity output measured and monitored » accurate assessment of resources and reserves

» Sustainable supply » Increased sustainability through the availability of additional resources and reserves

INTELLECTUAL CAPITAL

» risk management » reputation » Governance structures » cost management systems » project management systems

» Industry benchmarking » enterprise risk management » developing and implementing governance systems and processes » cost management » asset management » continuous reassessment of effectiveness of operational systems and processes

» risks and opportunities identified and responded to » accurate information and cost efficiencies » effective systems and processes » projects within budget » creation of additional lettable area » Improving on GLa occupied

» a well managed ethical business with access to accurate information » Innovative ways of working » Improved productivity and efficiencies » effective decision-making » distribution and net asset growth



INVESTMENT STRATEGY continuedThe success of the investment strategy will be measured against the return to unitholders and measurable growth objectives:

return to unitholders:• Distribution growth per unit;• Net asset value (“NAV”) growth; and • Increase in premium of market price over naV.

Growth:• portfolio size.

The investment strategy is underpinned by sound property fundamentals namely;• Defined sectoral spreads;• Defined geographical spreads; and• Defined lease profile targets.

CORPORATE SOCIAL STRATEGYoryx embraces its obligations of corporate citizenship towards the society within which it operates, its unitholders, employees, the environment and all other stakeholders. accordingly, oryx contributes meaningfully to the economy, to social welfare, and the environment, while aiming concurrently to build and sustain its corporate reputation and create conditions conducive to profitable business.

oryx has a comprehensive corporate Social responsibility (“cSr”) policy, which focuses on the enhancement of youth development, promotion of environmental preservation and enhancing social welfare.

The cSr strategy also includes a deliberate focus on social investment activities aimed at making a meaningful contribution to the society which we operate in.

MATERIALITYmaterial initiatives of oryx are closely aligned with its strategic direction, its integrated sustainability commitments and the identified requirements of all its stakeholders. As these inform and shape the strategic direction of the Group, they are identified and endorsed by the management team via ongoing input from stakeholders, employees, investors, unitholders, as well as analysts, regulators and the media.

a matter is considered material if it could affect the assessment and decisions of the board of directors, unitholders and providers of financial capital and could affect the Group’s ability to create value over time.

oryx takes guidance from the namibia Stock exchange (“nSx”) Listing requirements in assessing materiality. The Listing Requirements define matters and/or sensitive information as follows:

‘Significantly’ means price sensitive, but less than a 10% increase or decrease;‘Materially’ means between a 10% and 30% increase or decrease; and‘Substantially’ means equal to or greater than a 30% increase or decrease.

Further, the board assesses each issue in terms of the:• possible economic impact on our business;• degree to which it affects our stakeholders and ourselves;• extent to which it is likely to grow in significance and impact our business in the future;• business opportunities it presents; and• level of risk it presents.

30 June 2017



RISKPOTENTIAL

IMPACT ACTION / MITIGATING PROCEDURES

STRATEGIC AND BUSINESS RISK:

reLeVance oF buSIneSS modeL:The risk of the model not achieving the business objectives.

High• annual review of investment strategy• detailed budgets for a period of at least two years

dIVerSIFIcaTIon:The risk that the portfolio is not properly diversified.

High

• majority of tenants are large South african and namibian corporates

• concentrated exposure with maerua mall node• offshore investment approved by the board• actively monitoring market for new investment

opportunities

FINANCIAL RISK:

LIQuIdITy:Insufficient liquidity.

High

• Careful cash flow monitoring• Key component of capital transaction decision-

making process• Innovative funding solutions• close interaction with appropriate funders• Listed property portfolio tradeable

InTereST raTeS:upward movement in interest rates could result in increased borrowing costs and reduced distributions.

medium

• Careful monitoring of cash flow and involving advisors in investment decisions

• communication with investors and capital markets• prudent action in respect of interest rate exposure• operating within the guidelines set by the Investment

Committee and Board (i.e. gearing ratio and fixed debt percentage)

• Frequent reporting to those charged with governance

marKeT rISK:a change or potential change in the value of the portfolio or financial instruments as a result of market factors.

medium

• Valuation of properties approved by the directors and annually by a registered independent valuer

• maintaining earnings growth• capital risk assumed on cash assets mitigated by

investing with reputable financial institutions

credIT rISK:The loss associated with a counterparty’s failure or inability to fulfil its contractual obligations.

medium

• Tenant creditworthiness thoroughly assessed before leases are signed; (assess tenants’ business plans, perform credit checks, call for deposits and sureties)

• credit risk in respect of trade accounts receivable diversified due to the number of tenants and the diversity of the properties let to tenants

• Tenant-driven developments are done with reputable tenants

• arrear debt management and collection done in accordance with the processes and procedures adopted by the Group

RISK MANAGEMENT AND KEY RISK FACTORSThe management of Oryx identified the following major risks and their mitigating procedures:

30 June 2017



RISKPOTENTIAL

IMPACT ACTION / MITIGATING PROCEDURES

REPUTATIONAL RISK:

repuTaTIonaL rISK:risk of the entity being exposed to negative publicity due to non-compliance with fit and proper industry standards and investor expectations.

medium

• appointment of skilled service providers and management

• approval framework in place and monitored• regular reporting to board and sub-committees

REGULATORY AND COMPLIANCE RISK:

reGuLaTory and compLIance:possible non-compliance with regulatory requirements could result in reputational damage and financial loss.

medium

• Standard systems, controls and procedures with clearly defined responsibilities

• reporting and monitoring to appropriate committees• appointment of consultants in specialised areas

HUMAN RESOURCES RISK:

Human reSourceS:Loss of key staff members or executives.

medium

• market-related remuneration determined by remuneration and nomination committee

• Training programs• regular performance reviews• Formal recruitment process

RISK MANAGEMENT AND KEY RISK FACTORS (CONTINUED)

30 June 2017



GROUP SALIENT INFORMATION

FIVE YEAR REVIEW

12 months30 June 2017

12 months30 June 2016

distribution per linked unit (cents) 167.00 167.00

percentage increase in distributions over previous year 0.0% 5.4%

Headline earnings per linked unit (cents) 158.63 163.01

Weighted earnings per linked unit (cents) 197.58 316.63

units in issue (000's) 77,860 77,860

market capitalisation (n$m) as at 30 June 1,615 1,647

net asset value (naV) (cents per linked unit) 2,032 2,034

Listed market price (cents per linked unit) 2,074 2,115

Listed market price premium to net asset value 2.1% 4.0%

Tradeability of units 1.9% 6.0%

Value of property portfolio (n$m) 2,389 2,276

- at valuation 2,435 2,326

- rental straight-line basis adjustment (46) (50)

occupancy factor (based on lettable space) 93.6% 97.9%

Fixed interest rate debt (n$m) 530 400

Variable interest rate debt (n$m) 306 296

Weighted cost of fixed debt funding (average cost rate of swaps)** 7.5% 7.5%

cost of variable debt funding 9.3% 9.3%

Interest-bearing borrowings to total assets ratio* 33.2% 29.0%

* Debentures are treated as part of equity, as the units are linked** Priced against floating 3 month JIbar rate

GROUP

2017n$m

2016n$m

2015n$m

2014n$m

2013n$m

SUMMARISED BALANCE SHEETASSETSInvestment properties 2,389 2,276 2,150 1,925 1,447

other non-current assets 52 84 65 54 38

current assets 77 39 34 36 22

Total assets 2,518 2,399 2,249 2,015 1,507

EQUITY AND LIABILITIESLinked unitholders' interest 1,582 1,584 1,265 1,085 816

Interest-bearing liabilities 836 696 872 816 590

deferred taxation 12 21 30 29 20

other non-current liabilities 1 - 1 1 3

Linked unitholders for distribution 69 70 57 53 40

other current liabilities 18 28 24 31 38

Total equity and liabilities 2,518 2,399 2,249 2,015 1,507

30 June 2017



FIVE YEAR REVIEWGROUP

2017n$m

2016n$m

2015n$m

2014n$m

2013n$m

SUMMARISED STATEMENT OF COMPREHENSIVE INCOMErental income 297 288 269 205 160

Investment income 7 3 1 1 1

Total revenue 304 291 270 206 161

operating costs (96) (92) (75) (42) (29)

administration cost (20) (16) (12) (11) (10)

amortisation of debenture interest 26 21 11 8 3

other income / (expenses) (1) 4 - 2 4

bargain purchase gain - - - 27 - Profit/ (Loss) on sale of investment property 1 (1) - - - changes in fair value of investment property - 91 179 72 5

net operating income 214 298 373 262 134

Finance cost (66) (67) (76) (52) (38)

Taxation 6 4 (1) (5) (4)Income before debenture interest 154 235 296 205 92 debenture interest (122) (129) (105) (98) (77)

Total comprehensive income for the year 32 106 191 107 15

SUMMARISED CASH FLOW STATEMENT

Net cash inflow / (outflow) from operating activities (25) 3 (14) 4 8 Net cash outflow from investing activities (112) (62) (46) (388) (202)

Net cash inflow from financing activities 140 58 56 395 195

Net movement in cash and cash equivalents 3 (1) (4) 11 1

UNIT STATISTICSLinked units in issue (million) 78 78 66 66 55

distribution per linked unit (cents) 156.75 166.00 158.50 148.00 139.50

dividend paid (cents) 10.25 1.00 - - -

Total distribution growth (%) - 5.4% 7.1% 6.1% 9.0%

net asset value per linked unit (cents) 2,032 2,034 1,915 1,643 1,483

Listed market price per linked unit (cents) 2,074 2,115 1,953 1,787 1,500

Interest bearing liabilities to total asset value ratio (%) 33.2% 29.0% 38.8% 40.5% 39.0%

PROPERTY STATISTICSnumber of properties 24 25 26 26 25

Lettable area (m² GLa) 184,214 188,254 227,030 227,030 191,314

Vacancy factor (%) 6.4% 2.1% 0.7% 0.9% 0.4%

TOTAL RETURN (cents per linked unit)opening price (1 July) 2,115.00 1,953.00 1,787.00 1,500.00 1,326.00

closing price (30 June) 2,074.00 2,115.00 1,953.00 1,787.00 1,500.00

movement in price (41.00) 162.00 166.00 287.00 174.00

Total distribution 30 June 167.00 167.00 158.50 148.00 139.50

Total return 126.00 329.00 324.50 435.00 313.50

Total return (%) 6.0% 16.8% 18.2% 29.0% 23.6%

continued

30 June 2017



FRANCOIS UYS (70) | CHAIRPERSON | INDEPENDENT NON-EXECUTIVENAMIBIAN | BA, BCOM (HONS), MCOM | APPOINTED TO THE BOARD IN 2002

COMMITTEES: remuneration and nomination committee

CAREER: director and chairperson of Fp du Toit Transport (proprietary) Limited, Intercape Group (proprietary) Limited, macdonalds Transport Group (proprietary) Limited, darling Group (proprietary) Limited and TLp Investments 137 (proprietary) Limited. He was previously a director of ambit properties Limited (listed on the Johannesburg Stock Exchange (“JSE”)) and was Senior Executive of the Trencor Group from 1970 to 1989; managing director of Transnamib Limited from 1989 to 1996 and of metje & Ziegler (listed on the JSE) from 1996 to 2004; Chairperson of the Namibian Stock Exchange from 1999 to 2001 and served on the executive committee from 1997 to 2004. He has served on various government and advisory bodies both in namibia and in South africa.

ALLY ANGULA (38) | INDEPENDENT NON-EXECUTIVENAMIBIAN | BACC, BCOM (HONS), CA(SA) | APPOINTED TO THE BOARD IN 2013

COMMITTEES: risk, audit and compliance committee (chairperson)

CAREER: She is managing director and Founder of Leap Holdings (proprietary) Limited, a diversified group of companies, with operations in Horticulture, Garment manufacturing and retail. She was a KpmG assurance partner up to February 2013. She is currently also serving as a non-executive director at pupkewitz Holdings, namibia postal and Telecommunications Holdings (proprietary) Limited and bank of namibia. She served as a council member of the Institute of chartered accountants in namibia, board member of old mutual, rössing uranium Limited and namcor.

JENNY COMALIE (43) | INDEPENDENT NON-EXECUTIVENAMIBIAN | BCOM, BCOMPT (HONS), CA(NAM) | APPOINTED TO THE BOARD IN 2012

COMMITTEES: risk, audit and compliance committee and the remuneration and nomination committee

CAREER: entrepreneurial professional with more than 16 years’ experience in organisational development, strategy development and implementation and finance accounting. She was Group Financial accountant at olthaver & List Trust company Limited from 1998 to 2001. From 2001 to 2004 she was Trainee accountant and manager respectively at deloitte & Touche. She was manager of management and cost accounting at Standard Bank of Namibia from 2004 to 2005. From 2005 to 2008 she was the Chief Financial Officer at Pointbreak Holdings (Proprietary) Limited; from 2013 to 2015 she was Chief Executive Officer of Shali Group. She was Director of Finance at Namibia Institute of Public Administration and Management. She is currently Chief Commercial Officer at Nampost.

30 June 2017

BOARD


CAREL FOURIE (38) | CHIEF EXECUTIVE OFFICER | EXECUTIVE DIRECTORNAMIBIAN | BACC (HONS), CA(SA) | APPOINTED TO THE BOARD IN 2011

COMMITTEES: Standing invitations to the risk, audit and compliance committee, remuneration and nomination committee as well as the Investment committee meetings

CAREER: Carel Fourie has been appointed as the Chief Executive Officer with effect from 1 march 2017. carel, a chartered accountant, initially joined oryx in 2011 as the Chief Financial Officer. During 2014 he was appointed Chief Operations Officer. His experience includes external audit work at bGr aucamp Scholtz Incorporated in cape Town, lecturing pre-and post-graduates at the university of Stellenbosch and Financial manager at Totalgaz Southern africa (proprietary) Limited, a subsidiary of a multinational oil group Total.

NICK HARRIS (74) | INDEPENDENT NON-EXECUTIVESOUTH AFRICAN | FRICS | APPOINTED TO THE BOARD IN 2012

COMMITTEES: Investment committee (chairperson)

CAREER: Previously the Chief Executive Officer of South African listed company Ambit properties Limited from its listing in 2004 until June 2008. He has more than 40 years’ experience in the real estate industry. He is a past president of the South african property owners association, past chairperson of the South african board of the royal Institution of chartered Surveyors and past board member of the middle east and african World regional board of the Institution.

PETER KAzMAIER (65) | INDEPENDENT NON-EXECUTIVENAMIBIAN | BCOM | APPOINTED TO THE BOARD IN 2016

COMMITTEES: Investment committee and the risk, audit and compliance committee

CAREER: currently non-executive director of Hartlief corporation and elso (proprietary) Limited as well as member of the executive committee of Trustees of the renaissance Health medical aid Fund. previously director Finance and administration of namibia breweries Limited (1979 to 1994), director: corporate Services at ohlthaver & List Group of companies, Group General manager Finance Human resources and administration at SWABOU Building Society. In 1996 took over the position of Chief Executive Officer at agra Limited until retirement in october 2015. Various leadership and management courses such as management development program at the Graduate School of business in cape Town, cochran agricultural and Strategic Leadership programme at the united States department of agriculture. Served on various boards such as The Karakul board of namibia, the economic Strategy committee of the then chamber of commerce, was chairperson of the agra pension Fund from 1996 to 2015, director of the rosenthal Group of companies and others.

30 June 2017

BOARD continued


ANDRE SWANEPOEL (63) | INDEPENDENT NON-EXECUTIVENAMIBIAN | BCOM, LLB | APPOINTED TO THE BOARD IN 2006

COMMITTEES: Investment committee

CAREER: managing director of dr Weder, Kauta & Hoveka Inc. Legal practitioners, with over 35 years’ experience in the legal field. Former member of the Law Society’s Standing committee on conveyancing, as well as former member of the board for Legal education, instrumental in the overseeing of the amendment of the Sectional Title act, member of the Screening committee of the namibian Stock exchange, extensive experience in corporate, commercial and property law and structuring of sectional title development schemes, large township developments and other property-related transactions.

JENS KUEHHIRT (67) | INDEPENDENT NON-EXECUTIVENAMIBIAN | BCOM, CA(NAM), CA(SA) | APPOINTED TO THE BOARD IN 2007

COMMITTEES: remuneration and nomination committee (chairperson) and Investment committee

CAREER: An independent financial consultant since 2007. Retired from the auditing profession in december 2006 as Senior partner of deloitte & Touche in namibia after 35 year’s service with the firm in South Africa, Germany and Namibia. He was a partner of deloitte for 24 years in namibia, and has gained extensive experience in the banking and other financial services sectors, as well as mining, fishing, retail and manufacturing sectors, serving mainly large blue-chip and listed clients. He was a member of the board and tax committee of the Institute of chartered accountants in namibia for a number of years. current directorships include old mutual Life assurance company (namibia) Limited and old mutual Short Term Insurance company of namibia Limited.

30 June 2017

MATHEW SHIKONGO (67) | INDEPENDENT NON-EXECUTIVENAMIBIAN | APPOINTED TO THE BOARD IN 2011

CAREER: retired as mayor of Windhoek and has extensive and broad business experience in diverse industries, providing him with a good understanding of the general business community and activities. He fulfilled numerous chairperson and other leadership roles, amongst which being the mayor of the city of Windhoek, chairperson of namibian marine resources (proprietary) Limited, chairperson of nampower, president of the namibia chamber of commerce and Industry (“nccI”), Vice chairperson of Welwitschia Insurance brokers, chairperson of Tunacor, chairperson of nuTam operation (proprietary) Limited and Vice chairperson of Sanlam namibia. He currently also serves as an independent non-executive director of capricorn Investment Holdings Limited.

BOARD continued


GERHARD VAN zYL (58) | CHIEF EXECUTIVE OFFICER | EXECUTIVE DIRECTORNAMIBIAN | B.ENG, B. ENG (HONS), HONS B (B&A), MBA | APPOINTED TO THE BOARD IN 1 JULY 2016| RESIGNED FROM THE BOARD 28 FEBRUARY 2017

COMMITTEES: Investment committee and standing invitations to the risk, audit and compliance committee as well as the remuneration and nomination committee meetings

CAREER: Studied civil engineering and worked for the (then) department of Water affairs in namibia before enrolling for an mba at the university of Stellenbosch business School. Joined Sanlam properties in 1990 as an Investment analyst and has, since then, performed various functions in the property industry including managing director of Gensec property Services, ceo of Vukile property Fund Limited and ceo of Sa corporate real estate. He was the president of Sapoa in 2003/2004. He has been an independent real estate consultant since 2011 and has been providing consulting services to abland, pivotal property Fund Limited and emira property Fund Limited before joining oryx properties Limited in July 2016. He currently serves as a non-executive director of emira property Fund Limited.

30 June 2017

CHANGES TO THE BOARDThere were no changes to the board of directors between 1 July 2017 and the date of this report.

BOARD continued


DEBBIE SMIT (38) | CHIEF FINANCIAL OFFICER NAMIBIAN | BACC (HONS), CA(NAM), CA(SA) | RESIGNED EFFECTIVE 15 AUGUST 2017

COMMITTEES: Standing invitations to the risk, audit and compliance committee and Investment committee meetings

CAREER: debbie Smit, a chartered accountant, joined the oryx team during June 2014, as Chief Financial Officer. Prior to joining Oryx, Debbie was the Chief Financial Officer of Nedbank Namibia Limited. She has experience in the financial industry as well as a number of other industries from her time at the bank and at deloitte, where she completed her articles in 2005. debbie has decided to resign, with effect from 15 august 2017, in order to pursue personal business interests.

CONRAD VAN DER WESTHUIzEN (50) | ASSET MANAGER NAMIBIAN | BACHELOR OF LAW, B.COMM

COMMITTEES: Standing invitations to the Investment committee meetings

CAREER: conrad joined oryx in 2014 as the executive property manager. He has been in the property industry since 1991 and brings with him a vast knowledge to oryx. He joined old mutual properties in 1991 as Junior property manager. In 1992 became property manager of old mutual properties and in 1994 became the General manager of the same company’s namibian subsidiary. became a director of old mutual properties (namibia) (pty) Ltd in 2001. during this period he was the chairperson of the Windhoek chamber of commerce’s cbd association. conrad was the General manager property with Joseph & Snyman prior to joining oryx. conrad holds a law degree obtained from Stellenbosch university and a business administration degree obtained through unisa.

LIzETTE SMIT (29) | CHIEF FINANCIAL OFFICER NAMIBIAN | BACC (HONS), CA(NAM) | APPOINTED 1 AUGUST 2017

COMMITTEES: Standing invitations to the risk, audit and compliance committee and Investment committee meetings

CAREER: Lizette brings over 6 years of experience at deloitte and has well established experience in various industries, including the real estate sector. Lizette is a qualified chartered accountant with more than 3 years of managerial experience in the audit division at deloitte. She completed her studies at rhodes university after which she joined deloitte as a trainee in 2011. Lizette was a Senior manager at deloitte unitl 31 July 2017.

CHANGES TO THE EXECUTIVE MANAGEMENT Lizette Smit joined Oryx as Chief Financial Officer effective 1 August 2017. Debbie Smit resigned effective 15 august 2017. There were no further changes to the executive management team between 1 July 2017 and the date of this report.

30 June 2017

MANAGEMENT



CHAIRPERSON’S STATEMENT

oryx properties Limited is able to report a satisfactory year in spite of continued and prolonged global uncertainty, financial volatility as well as regional instability. The year also witnessed significant changes in political as well as economic alliances globally and in the region. The continued subdued growth in the economy of china, the continuation of the advent of the so-called migrant-problem in europe as well as the outcome of the presidential election in the USA caused business confidence to remain low and uncertainty about economic futures to increase; all exacerbated by the progress of the Brexit decision in the United Kingdom. The movement in GDP growth numbers in emerging markets slowed and were flat for the advanced economies according to the latest information released by the bank of namibia. In general, growth expectations for the year ahead are moderate. many governments across the globe are still seemingly unable to deal with challenges in delivering to the expectations of those hardest hit by the effects of the on-going economic situation. The growth recorded by the larger economies is still weak and from a low base, while relatively low commodity prices and the continued instability in the middle east are key factors affecting this growth. In these circumstances, property investments have in the past provided the stability which investors seek and should assist sector prices to respond positively.

In the region, South africa, the dominant neighbouring economy, is facing serious challenges. endemic corruption in public offices continues to be reported with very little news of efforts to stem same being announced. Service delivery is still lacking and the ruling anc continued to lose support in the local government elections. Trade unions continue to demand huge increases in wages, well outside the inflation band of 3 to 6 percent pursued by the central bank. production losses because of strikes seriously affected exports and the expectations regarding the country’s credit rating downgrade to junk status at the end of the previous calendar year have been proven correct. Looking forward, the supply of electricity is not a serious problem in the short to medium term as demand has dropped significantly as a consequence of subdued economic activity, the commissioning of new generating capacity in coal fired operations as well as via renewable initiatives. South Africa remains the major provider of imports to namibia and its economic forecast shows very little prospects of growth.



Namibia’s neighbour to the north and previously a significant trading partner, Angola, has recorded negative growth in GDP for the past two years and forecasts growth for the full 2017 at 1,7% in GDP. In Angola, the inflation rate has increased from 20.4% in the corresponding period one year ago to the latest reported 38.8% during the most recent quarter, pouring cold water on hopes that previous trade levels could be revived imminently.

The problems within eskom, which is the largest generator of electricity in the region, continues to pose a serious impediment to growth, not only for South africa, but also for all the power-pool partners in the region, including namibia. alarm bells sounded in respect of water supply last year, resulting from poor management of infrastructure maintenance and insufficient provision of storage capacity, became a reality this year when an exceptionally poor rain season was experienced across the region and the city of Windhoek was compelled to undertake emergency measures. Good rains then came, albeit late, and brought relief in both South africa and namibia. announcements in South africa regarding further reductions in employment are commonplace and official unemployment in that country is reported to be 27%. South African growth prospects are generally believed to fall short of the official forecast of 0% for 2017, mainly as a result of infrastructure constraints, and labour legislation which negatively affect the private sector, political stability and corruption.

Locally, the Government of Namibia experienced difficulties in settling private sector accounts for services rendered which required a new Euro Bond issue to finance the shortfall in funds. These two events were the main contributors to one international rating agency reducing the foreign debt to junk status with a negative outlook after year-end. Total Government debt has increased from n$ 59.56 billion in 2016 to 66.62 billion at June 2017, while Government guarantees increased from 4.8% of GDP in 2016 to 5.4% of GDP in June 2017. Inflation was 6.6% for 2016, increasing to 7.4% at the end of the financial year, while economic growth forecasts for 2017-18 have been reduced to single figures. Continued and growing unemployment as well as poverty reduction have been recognized as the focus areas for economic policy development. The previously announced roll-out of a nation-wide plan to make urban erven available at affordable prices to the large number of un- and under-housed members of the public has been met with delays, but is reported to be on-going. This initiative still enjoys the support of the private sector as well and will result in a large number of persons as new owners of property who previously were mere tenants and bodes well for future growth of the economy. attempts to introduce the new empowerment legislation in terms of a national economic empowerment Framework (neeeF) adopted by cabinet, was met with questions from the private sector regarding the unintended consequences and practical implementation of the proposed legislation. The private sector supports the principles of the Harambee poverty alleviation project and offered to co-operate with Government, to work towards the achievement of visible empowerment and improvement of the economic situation of the poor, without causing preventable harm to the economy which would enable Government to bring the noble intentions of Harambee to fruition. The willingness of Government to engage with the private sector in this regard is appreciated and details of the revised framework is awaited.

Namibia’s primary markets for fish, beef and minerals remain in a very low growth band with producer prices under pressure. Large exchange rate swings (average n$:uS$ from 12.75 in 2015, to 14,71 in 2016 and 13.29 during the quarter to June 2017) remain a serious threat to growth forecasts as it affects both exports and imports as well as the very important tourism sector. namibia has again been blessed with good labour relations and industrial peace during the year. The Government, together with employers, employees as well as the unemployed, deserve credit for the social calm experienced in namibia.

against the above background oryx has succeeded in returning satisfactory results. net rental income increased by 2.1% (2016: 1.5%) to N$201.0 million (2016: N$196,7 million), which, after investment income and allowing for administration expenses and finance cost, resulted in distributions and dividend to unitholders of N$130.0 million (2016: n$130.0 million) for the year. Total distributions to unitholders remain unchanged at 167.0 cents per unit (2016: 167.0 cents per unit) comprising of 156.75 cents interest and 10.25 cents dividend per linked unit.

all the properties in the oryx portfolio were independently valued at n$2.44 billion (2016: n$2.33 billion) as at end June 2017, representing an increase of 5.5% (2016: 8.4%) in the core portfolio over the previous year.

STATEMENTCHAIRPERSON’S

continued



The net asset value at year end amounted to 2 032 cents per linked unit (2016: 2 034 cents per linked unit) and reflects the effect of disposals, additions and growth in value of the core portfolio during the year. At 30 June 2017 the price quoted on the nSx was 2 074 cents per linked unit (2016: 2 115 cents per linked unit) which represents a 2.1% (2016: 4.0%) premium to net asset value.

during the past year, the board of oryx continued to function well and the contributions of the three sub-committees responsible respectively for Risk, Audit and Compliance; Remuneration and Nominations; as well as Investments are invaluable. mr mr Gerhard van Zyl resigned effective 28 February 2017 prior to the expiry of his contract as CEO and was replaced by Mr Carel Fourie (previously Chief Operations Officer of Oryx) with effect 1 march 2017.

While global economic activity is expected to remain subdued for the balance of 2017 and possibly also for the full year 2018, the fundamentals of Namibia as an attractive investment destination were negatively influenced by the downgrade of its investment status by ratings agencies after year-end. The remedial action being implemented by the Government of namibia will hopefully assist to have the rating reversed to allow continued interest from beyond our borders. oryx has been actively exploring possibilities to diversify its property portfolio by reducing property investments with poor prospects of rental renewals and seeking investments which could deliver rental receipts in hard currency. announcements will be made when appropriate. The quality of our portfolio, acceptable gearing ratio and proven management track record will enable the company to weather the rough economic conditions experienced presently and allow it to regain momentum to provide reliable and growing returns for investors from a continuously upgraded portfolio.

my sincere appreciation and gratitude is extended to my fellow board members and our highly committed staff, as well as to our tenants and service providers, for their co-operation, dedication, valued efforts and participation during the year to make these results possible in trying conditions.

Francois Uys Chairperson24 august 2017

STATEMENTCHAIRPERSON’S

continued


CHIEFEXECUTIVEOFFICER’S

REPORT

OVERVIEWIt is fair to say that 2017 will be remembered for a number of reasons. It is however the magnitude and speed of the current slowdown of the namibian economy that will probably outlast most other memories. oryx, being exposed to the namibian economy, was not spared and has hence not delivered the growth in distributable earnings that investors have grown to expect. The odds were stacked against oryx from the beginning of the 2017 financial year. The sale of several higher yielding South African properties, in line with our risk management strategy, negatively impacted on the distribution growth for 2017. The downturn in namibia, which necessitated a marked increase in provisions for bad debts as well as an increase in vacancies, compounded the tough environment in which to grow distributions on a year on year basis.

The namibian economy has experienced negative Gdp growth, mostly due to Government having to implement austerity measures in an economy which simply became too dependent on Government resources. Liquidity constraints in the banking sector increased the cost of funding for all involved and was exacerbated by Government’s inability to pay its suppliers on time thereby limiting the cash available to the private sector.

One has to praise Government action to become more disciplined in managing its finances, even though it is having a negative short to medium term impact on the economy. However, it should ensure longer term sustainability for the country as a whole.


REPORTCHIEF EXECUTIVE OFFICER’S

continued

Retailers, both locally and in South Africa, are under pressure to maintain turnover growth from financially stressed consumers. Some well-known retailers are having to change their previously successful trading models as competitors erode their market share and as online shopping grows in popularity. Worldwide the owners of mega shopping malls are having to adapt to changing shopping habits and demands.

Oryx has identified this potential risk to the portfolio and has proactively started working on a strategy to stay ahead of this trend. We are investing in the enhancement of the shopping experience for the benefit of both retailers and their valued customers.

oryx’s industrial portfolio in namibia has shown resilience in the face of the current economic climate. We have been able to diversify away from our exposure to cIc in most of our Windhoek warehouses and now have long term leases with oK Foods, Freshmark (part of checkers group) and Woermann brock. What is also exciting is the evolution of the Southern Industrial area, into a semi retail and lighter industrial area, which could create development opportunities in future. The best attributes of these properties are accessibility and location. This should bode well for further growth from this part of the oryx portfolio.

Our decision to be underweight in offices, when compared to the MSCI benchmark portfolio composition, has been vindicated by the lacklustre performance of this sector both in Namibia and South Africa. The office sector has seen limited growth, particularly as Government departments have favoured owning their own buildings. Achieving rental growth in B grade office space has been extremely challenging. There is however strong demand for a grade space in the right location and oryx will continue assessing its options in this regard. The Maerua Office Tower, has seen very strong tenant retention as well as demand for more space from current tenants.

PORTFOLIOThe value of the portfolio increased mostly in line with capital additions. Some of the capital invested in certain properties (mainly upgrading the common areas of maerua mall) has been defensive in nature and will bring benefits in the future, hopefully towards the end of 2017 and the first half of 2018. We then expect valuations to reflect the benefits of these improvements.

The waterfall graph below illustrates the movement in the property investment, which includes the listed property investment.

PROPERTY INVESTMENT

positive impact

negative impact2,000

2,250

2,500

2,750

3,000

additions

30 June 2016

30 June 2017

revaluation

adjustment

Listed In

vestment -

acquired

Listed In

vestment -

disposed

disposa

ls

24372351131 4 19

2 25



continued

oryx continues to operate within the broad strategic parameters for its portfolio as indicated below in terms of value:

During the year under review, the vacancy level increased from 2.1% in 2016 to 6.4% in 2017. This number is heavily influenced by an industrial property in Isando which represents about half of the reported 6.4%. The tenant, which was on a long lease, has been liquidated. We are critically assessing this property in order to reposition it in the current environment. This is testimony to the tougher trading environment for property companies in both namibia and South africa, and is a contributary reason why oryx has been divesting from its Sa assets. Further, a new industrial warehouse tenant has accepted the lease terms proposed for a 2 988 m2 (1.62% of vacancy reported) warehouse, but at year end the lease agreement was unsigned and conservatively the space has been reported as vacant.

FUNDING AND BORROWINGThe general funding environment has been a mixed bag. namibian funders have experienced some liquidity constraints and had to pass the resultant increase in cost on to their customers.

on the other hand, during July 2017 the South african reserve bank lowered the repo rate by 25 basis points (“bps”) which is positive for oryx. bank of namibia followed suit and also decreased the repo rate by 25 bps in august 2017. all this bodes well for a struggling economy and the cost of borrowing for the year ahead.

The Global credit rating company (“Gcr”) once again assigned oryx a long-term rating of ‘bbb+(na)’, a short-term rating of ‘a2(na)’ and a rating outlook of ‘Stable’, which remained unchanged from the previous year’s ratings and once more underlines both the quality of the property portfolio and the management of oryx. For more information with regard to funding and borrowings, refer to the report by the Chief Financial Officer.

oryx will continue to assess the possibility and the need to raise funding in the debt capital markets, but this will be highly reliant on prevailing market conditions as well as our funding requirements in the next six months.

OFFSHORE STRATEGYoryx has been communicating to the market that it intends investing offshore in partnership with a South african listed fund to take up a share of its offshore assets. oryx will look to invest an amount of n$300m in euro equivalent into this venture and more information will follow when appropriate.

SECTOR MSCI BENCHMARK (%) ACTUAL (%) TARGET (%)

Office 27 12 10 - 20

Industrial 11 25 30 - 40

retail 62 63 50 - 70

Listed - - 0 - 10

Total 100 100 100



continued

INVESTMENT STRATEGYThe main focus areas in the medium term are:

• diversifying from local assets by further investments in offshore / non-namibian property.• Focused and active search for existing property acquisitions in the namibian market rather than new

developments.• The issuing of new units as a payment method for acquisitions (vendor placements).• defensive capital expenditure to protect major assets in the current environment.

These key themes will be important for us when assessing any new investments during the next three years, as we strive to grow the portfolio to n$5 billion.

ACKNOWLEDGEMENTSmy thanks and appreciation go to my predecessors, mr Stefan de bruin and mr Gerhard van Zyl, who both played a significant role in mentoring me to this point in my career and for their valuable contribution to the continued success of oryx.

I would also like to thank ms debbie Smit, our outgoing cFo, for her time and dedication at the helm of oryx’s finance department. Debbie has contributed greatly to the enhanced control and regulatory environment within oryx as well as to the on-going management of the capital and debt position. I am pleased to welcome Ms Lizette Smit to the team and look forward to working with her in order to grow Oryx’s portfolio to the benefit of all our stakeholders.

Furthermore, my gratitude goes to the board of oryx for their continued support and advice as well as each and every member of the oryx team. We would also like to thank our service providers and business partners for their significant contribution to Oryx.

Finally, I want to thank our tenants and customers for their support during testing times. We are confident that the investments we are making, in order to enhance some of our assets, will greatly assist in our tenants’ continued success and prosperity.

Carel Fourie Chief Executive Officer 28 September 2017


OPERATIONSREPORT

FOREWORDat the date of this report the transfer of erf 15718 Stellenbosch, 86 George blake avenue, plankenburg Industrial, has been concluded. Further, the legal process for the transfer of erf 6173 Walmer, caravelle street, port elizabeth property has commenced.

management presents the following forward-looking report. The information presented herein is adjusted by the sale of the above two-mentioned properties. Comparative figures are also adjusted by the sale of these properties and for Erf 4076 Walmer, Bennet Street which was sold during the year. Therefore, the figures presented herein will not in all aspects correspond to the information presented elsewhere in the Integrated annual report. Further, please note that the straight-line adjustments are disregarded for purposes of the sectoral and geographical spreads.

1. VALUATIONSbroll Valuations and advisory Services valued the property portfolio as at 30 June 2017. The core portfolio value increased by 5.86% to N$2,365 million (2016: N$ 2,234 million). The fair value adjustment for the 2017 year amounted to n$1,3 million as opposed to the previous year’s total of n$94,6 million, adjusted for properties sold.

The industrial portfolio in Namibia showed the highest increase in value at 9.56% closely followed by offices at 9.2%. Retail registered a 5.88% positive growth, while the RSA industrial portfolio reduced in value by 16.68%. The values for the offices in Maerua Park and Maerua Mall have been allocated to offices, based on their GLA.refer to pages 43 to 45 for details of the investment property.


1. VALUATIONS (CONTINUED)The 2017 valuation resulted in the sectoral spread changing slightly from the previous year.

The portfolio’s exposure to retail remained unchanged while exposure to rSa industrials dropped in line with the strategy to dispose most of these assets.

OPERATIONS REPORT continued

Industrial rSa5%

Industrial rSa4%

Industrial nam19%

Industrial nam19%

2016 2017

retail65%

retail65%

Offices11%

Offices12%

Despite the Namibian economy being in a technical recession for the first time since 2009, the retail portfolio managed to hold its own. as the mining and construction sectors keep on registering contractions, pressure is likely to increase on consumer spending. This is evident in the reduction of trading densities amongst luxury goods and non-essentials.

The office portfolio is also performing reasonably well, as a result of the strategy to ensure the quality of our offering remains as competitive as possible.

The namibian industrial portfolio performed well and it is our belief that this is largely the result of the location and size of these assets.

2. PORTFOLIO ANALYSISThe oryx portfolio consisted of a total of 24 properties as at the end of June 2017 as opposed to 25 at the end of June 2016. The industrial property in Bennet Street, Port Elizabeth, was sold during the 2017 financial year. The remaining 24 properties were further reduced after year end with the sale of erf 15718, Stellenbosch.

This sale will have an effect on the portfolio performance on a comparative basis, but must be seen as a risk mitigating step.

PORTFOLIO GROSS LETTABLE AREA

Total GLa 2016 179 090

Total GLa 2017 171 228


2. PORTFOLIO ANALYSIS (CONTINUED)apart from the sale of the high-risk properties, GLa of 3 045m2 and 1 765m2 were added to the total GLa as a result of the new Virgin active premises at maerua mall and the industrial warehouse at Walvisbay.

GLA Spread Geographical Gross Income Spread Geographical

RETAIL

Retail Value Spread

based on value, the maerua mall node constitutes the biggest portion of the retail portfolio. From a gross income perspective the contributions are virtually similar.


South africa6%

South africa4%

namibia94%

namibia96%

GROSS INCOME CONTRIBUTION – RETAIL PORTFOLIO

maerua mall node 68%

Gustav Voigts centre 26%

baines centre 6%

baines centre5%

Gustav Voigts centre26%

maerua mall node69%

2016 2017

Target Range (50% – 70%) based on valuations 65% 65%


2. PORTFOLIO ANALYSIS (CONTINUED)RETAIL (CONTINUED)Maerua Mallmaerua mall is facing challenges on both a macro- as well as a micro-economic basis. With the namibian economy in the midst of a recession, major pressure on the Namibian fiscus and a concerning high unemployment rate, consumer spending as well as business confidence are strained. This certainly has a direct impact on the performance of Maerua Mall and is reflected in both the monthly visitor count as well as the respective trading densities of the various retailers.

It has become evident that consumers are spending less per basket and as a result dwell times are also becoming shorter.

In order to extend the dwell times at maerua, while at the same time enhancing the leisure offering to the namibian public at large, the old Virgin active premises is in the process of being converted into a Family entertainment centre. This new facility will offer the following entertainment components:

• Bowling alley;• Redemption gaming arcade;• Trampoline park;• Children’s structured play frame area;• Glow in the dark putt-putt course; and• a small restaurant with outside seating.

The Family entertainment centre is scheduled to open its doors in october and it is our belief that this will have a substantial impact on visitor numbers and subsequent turnover growth.

as a symbiotic addition to the entertainment centre, some new food and beverage offerings will be added to the mall to enhance the dining experience. This is very much in line with international trends in the retail sphere where food and beverage offerings are increasing their footfalls in malls.

The cosmetic enhancement of the existing food court and the general walkways will add to the excitement at maerua mall as a destination, as will the addition of some new retailers to our tenant mix. almost all of the enhancements to the centre are aimed at increasing dwell time, which will in turn assist in extending trading hours and weekend activity,

management has acquired a distribution license from the electricity control board (“ecb”) to enable the installation of further solar power units. With the cost of electricity rising beyond inflation, this will deliver growing returns.

Gustav Voigts Centre The planned upgrade of the Gustav Voigts centre kicked off on 03 July 2017 with an expected completion date of december 2018. The upgrade will see the creation of a new arrival lobby for the avani Hotel off Independence avenue that will substantially uplift this area. The addition of the new Fnb Headquarters, the 3-star Hilton Hotel, Freedom Plaza, the proposed Namfisa office development and possibly the new Nedbank Headquarters in the central business node, bodes very well for the timing of the upgrade of the Gustav Voigts centre.

SECOND HALF OF 2016 FIRST HALF OF 2017

Visitor count (vehicular) (8.98%) (1.56%)

Total Turnover (9.6%) (10.5%)



2. PORTFOLIO ANALYSIS (CONTINUED)RETAIL (CONTINUED)Gustav Voigts Centre (continued)Common areas and public amenities will be enhanced to reflect a more modern look and feel and these will tie in with the upgrade to new higher glazed shop fronts with much more natural light filtering in from the new roof to be installed.

The installation of four new escalators and the addition of two more parking decks will complete the upgrade. new tenants will be added to the existing tenant mix to address the demands from the nodal consumers. The addition of a new sky-bar and restaurant on top of the avani structure, along with new high-tech lifts, will complete the strategic upgrade of the hotel and add something amazing to the Windhoek skyline and leisure offerings.

Baines Centreessentially a typical neighbourhood centre, baines has proven to be very consistent during the tough economic environment. With a captive consumer market residing in the residential suburbs surrounding the centre, a phased upgrade of the existing shop fronts and retail infrastructure will enhance the offering to the consumer. This approach is tied to a tenant mix enhancement as well as an elevated focus on promotional areas.

OFFICES

The office market remains strained, especially in respect of CBD located properties. This trend is likely to continue for some time as Standard bank will be relocating from their Town Square Headquarters towards the middle of 2019 to a new head office in the Kleine Kuppe area, adding to potential vacancies in the CBD.

The current economic climate is likely to experience a slowdown of new decentralised developments, which may benefit existing office rentals in the CBD in the short term.

Oryx’s exposure to offices are limited to the Channel Life Tower and the Maerua Mall office node which includes Methealth, Deloitte and Maerua Park office block. The newer Maerua Office Tower is very sought after with three existing tenants wishing to expand their current office space.

INDUSTRIAL

The sale of the Acoustex property in Port Elizabeth did not affect the target range significantly (1%).

In general the industrial portfolio performed very well and it is our opinion that this is because of the location of certain properties on strategic intersections and the occupation of larger warehouses by national tenants. The larger size of our individual properties fall within the range where there is a limited supply. With escalating land prices and building costs the majority of our properties are very well placed to sustain rental growth and minimal vacancies.

2016 2017


2016 2017




2. PORTFOLIO ANALYSIS (CONTINUED)INDUSTRIAL (CONTINUED)The Walvis bay development of three smaller warehouses is the exception, however, with limited interest in the two remaining units. a number of new warehouses of similar size were constructed at the same time in Walvis bay thereby creating an oversupply. However, the location of the Walvis bay warehouses is superior to other offerings and management are actively marketing these two units.

management are also seeking opportunities to increase the portfolio’s exposure to industrial properties as this sector is still underutilised in certain regions of namibia.

3. TENANT ANALYSISTop Ten Tenants - Income

The top ten tenants above make up 43.53% of the total lettable area of the portfolio and 33.27% of basic rental.

The portfolio lettable area is largely taken up by SA Nationals (41.83%) and listed entities (27.49%) while large Namibian tenancies make up 16.48%.

On a rental income level SA Nationals (45.51%) and listed entities (23.19%) make up the bigger part with large Namibian tenancies adding 11.59%.

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%

7.0%

8.0%

checkers

edconcIc

avanim&Z

Scania

Virgin activ

e

Fp du To

it

Woolworths

action Fo

rd

Area Analysis Rental Analysis

adds per smaller tenancies16.02%

adds per smaller tenancies10.92%

other1.94%

other2.58%

Large namibian16.48%

Large namibian11.59%

Listed entities27.49%

Listed entities23.19%Government

1.34%Government1.12%

Sa nationals41.83%

Sa nationals45.51%



4. LEASE EXPIRY PROFILE

The expiry profile shows a more even spread over the next five years as a result of the two CIC lease agreements for erven 6621 and 6977 being terminated and replaced by Freshmark and matrix 1-2-1 respectively.

even though the economy is under pressure and will probably remain as such for the next twelve to eighteen months, we do believe that the risk of non-renewal of any of the major lease agreements will be limited.

The avani lease agreement was renegotiated for a lease term of ten years commencing on 01 July 2019 with three renewal options of five years each with market reversions.

5. VACANCY ANALYSIS

5%

0%

10%

2017 / 18

17% 18%20%

21%

24%

2018 / 19 2019 / 20 2020 / 21 2021 / 22

15%

20%

25%

30%

Lease Expiry Profile

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%

2016 2017

7.0%

8.0%

9.0%

Industrial

Offices

retail0.6%0.4%1.1%

0.9%

5.0%

0.4%



5. VACANCY ANALYSIS (CONTINUED)Vacancies increased substantially to 6.4% from the previous year’s 2.1% mainly because of the inclusion of the 6 263m2 warehouse in Isando and 2 976m2 vacancy in oshivelo Street in prosperita. The latter vacancy is however under negotiation with a large national group for occupation in october 2017.

The Isando property vacancy is the result of the liquidation of the previous tenant during the 2017 year, even though the income of the property was not negatively affected during the 2017 year. management are looking at the feasibility of subdividing the buildings into smaller, more marketable units.

Retail vacancies are slightly higher at 1.0%, but are distorted as part of the vacancy is the result of the upgrade of the Gustav Voigts centre.

Office vacancies have shown an improvement from the previous year with Channel Life Building being fully occupied.

It is expected that both retail and industrial vacancies will be reduced during the financial year.

Tenant retention for the 2017 year showed an improvement from the previous year on a rental basis which bodes well in the current economic climate.

OFFICESIt was mainly the Maerua Park office space that contributed to the 7.86% that was not renewed. However as one of the vacated offices was taken up immediately by Methealth, this was reduced to 4%.

RETAIL retail space of 1 265m2 was not renewed because of forced vacancies at Gustav Voigts due to the upgrade and revamp. If this is included in the comparison, the actual renewals for retail were close to 94% based on the area.

6. TOP 10 PROPERTIES BY VALUESee pages 44 to 45.

Tenant Retention - Rent

20.00%

0.00%

40.00%

2016

96.00% 100.00%

71.00%

83.70%91.00% 94.85%

2017

60.00%

80.00%

100.00%

retail

Offices

Industrial

Tenant Retention - Area

20.00%

0.00%

40.00%

100.00%

87.51% 92.14%

60.00%

80.00%

100.00%

Industrial retail Office



7. REAL ESTATE PORTFOLIO

NAME SECTOR LOCATION

OPEN MARKETVALUATION

(N$) % OF

PORTFOLIOGLA (m2)

OCCUPANCY (%) MAJOR TENANTS

Included under Top 10

refer to pages 44 and 45

refer to pages 44 and 45

2,168,500,000 89.1 136,633 98.2%refer to pages

44 and 45

erven 6660,

6661 & 7780

Joule Street

Industrial

showroom

18 Joule Street,

Windhoek 26,600,000 1.1 2,730 100%

driveablemotor Vehicle

assessment

erf 698 edison

Street

Industrial

showroom

cnr edison and

mandume

ndemufayo

avenues,

29,700,000 1.2 2,268 100% metje & Ziegler

erf 6621

Windhoek

Industrial

warehousing

cnr Kalie roodt

and Tommie

muller Streets,

northern

Industrial area,

Windhoek

27,300,000 1.1 3,973 100% Shoprite

erf 6977

Windhoek

Industrial

warehousing

newcastle

Street, northern

Industrial area,

Windhoek

23,600,000 1.0 3,281 100%commercial

Investment company

erf 2671

Walvis bay

Industrial

warehousing

3rd Street east,

Walvis bay 20,000,000 0.8 1,760 100%

commercial Investment company

erf 334

Keetmanshoop

Industrial

warehousing

5th avenue,

Keetmanshoop 1,500,000 0.1 810 100%

commercial Investment company

erf 441

prosperitaIndustrial

erf 441

prosperita,

Windhoek

28,700,000 1.2 4,482 33.3%commercial

Investment company

erf 132

LafrenzIndustrial

erf 35 and erf

36, nordland

Street,

Lafrenz

Townhsip,

Windhoek

22,000,000 0.9 1,977 100% Intercape namibia

SUBTOTAL NAMIBIA 179,400,000 7.3 21,281 86%

erf 89, 90 & 91

Isando

Johannesburg

Industrial

erf 89, 90, 91

Isando

Johannesburg,

South africa

17,100,000 0.7 6,263 0.0% Vacant

SUBTOTAL SOUTH AFRICA 17,100,000 0.7 6,263 0%

erf 15718

StellenboschIndustrial

rand road,

Stellenbosch,

South africa

56,000,000 2.2 9,987 100% chills beverages

erf 6173Walmer, port elizabeth

Industrial

erf 6173, caravelle Streetport elizabeth, South africa

14,000,000 0.5 10,050 100% bpdH

SUBTOTAL SOLD / FOR SALE 70,000,000 2.9 20,037 100%

TOTAL 2,435,000,000 100 184,214 93.6%



MAERUA MALL NODE LOCATION: cnr Jan Jonker and robert mugabe avenues, Windhoek, comprises 4 propertiesOPEN MARKET VALUATION (N$): 1,301,600,000* SECTOR : Retail and OfficesGLA (M2): 60,376 OCCUPANCY (%): 96.9%MAJOR TENANTS: checkers, Truworths, Stuttafords, mr price Group, Ster Kinekor, Hi-Fi corporation, clicks Group, Foschini, edgars/boardmans, ackermans, House and Home, Virgin active

GUSTAV VOIGTS CENTRE LOCATION : Independence avenue, WindhoekOPEN MARKET VALUATION (N$): 370,000,000 SECTOR : retailGLA (M2): 24,827 OCCUPANCY (%): 93.6%MAJOR TENANTS: avani Hotel and casino, checkers, Wecke & Voigts

ERF 8081, WINDHOEK LOCATION: cnr Solingen and Iscor Streets, northern Industrial area, WindhoekOPEN MARKET VALUATION (N$): 97,000,000 SECTOR : Industrial warehousingGLA (M2): 14,559 OCCUPANCY (%): 100.0%MAJOR TENANTS: commercial Investment company (“cIc”)

CHANNEL LIFE LOCATION: 25 post Street, WindhoekOPEN MARKET VALUATION (N$): 76,700,000 SECTOR: OfficeGLA (M2): 4,988 OCCUPANCY (%): 96.5%MAJOR TENANTS: uSaid

ERF 972 & ERF 973,CONSTANTIA KLOOF, ROODEPOORT LOCATION: cnr of William nicol and constantia boulevard, Gauteng, South africaOPEN MARKET VALUATION (N$): 73,300,000 SECTOR: IndustrialGLA (M2): 4,295OCCUPANCY (%): 100.0%MAJOR TENANTS: action Ford dealership

TOP 10 PROPERTIES

* United Fitness House valued at N$33 million has a GLA of 3300m2, which is currently under construction to establish the Family entertainment centre.


BAINES LOCATION: erf 1297, pioneerspark, Fritsche Street, WindhoekOPEN MARKET VALUATION (N$): 66,700,000 SECTOR: retailGLA (M2): 4,691OCCUPANCY (%): 95.8%MAJOR TENANTS: oK Foods, pionierspark Liquor Store, nucleus Gymnasium

TOP 10 PROPERTIES

ERVEN 135 AND 139, WINDHOEK LOCATION: erf 135, rendsburger Street, Lafrenz Township, WindhoekOPEN MARKET VALUATION (N$): 57,500,000 SECTOR : IndustrialGLA (M2): 2,815 OCCUPANCY (%): 100.0%MAJOR TENANTS: Scania and vacant land

ERF 51, PROSPERITA LOCATION: 36 to 46 platinum Street, prosperita, WindhoekOPEN MARKET VALUATION (N$): 54,000,000 SECTOR: IndustrialGLA (M2): 8,725 OCCUPANCY (%): 100.0%MAJOR TENANTS: Fp du Toit Transport Group (pty) Ltd

ERF 6601, TAL STREET LOCATION: 60 Tal Street, WindhoekOPEN MARKET VALUATION (N$): 37,700,000 SECTOR: Industrial showroomGLA (M2): 7,760 OCCUPANCY (%): 100.0%MAJOR TENANTS: metje & Ziegler, audi

ERF 7827 LAzARETT STREET LOCATION: cnr of mandume ndemufayo and Lazarett Street, WindhoekOPEN MARKET VALUATION (N$): 34,000,000 SECTOR: Industrial showroom and workshopGLA (M2): 3,597OCCUPANCY (%): 100.0%MAJOR TENANTS: Ford, mazda and Tyre rack


8. SUMMARYGiven that vacancies increased from 2016, the gross expense:gross income ratio remained relatively stable. as vacancies are filled, this ratio will see a downward trend.

recoveries are increasing as a percentage of gross expenses which is encouraging given the rise in vacancies. The installation of photovoltaic solar panels to reduce the portfolio’s exposure to energy supply by the local authority is set to yield above average returns especially against the background of possible energy hikes of 15% for the 2018 year.

With the recent water scarcity, a strategy was employed to replace all taps in public ablution facilities in maerua mall with quick timed supply taps. This strategy is being rolled out to all properties.

The continuing improvement to the quality of the portfolio is at the centre of what we believe will become a brand association and increased demand for oryx owned properties. The upgrade of the Gustav Voigts centre, the recently completed new novel Ford facilities, the new Family entertainment centre, the upgrade of the common areas of maerua mall have kick-started this value adding strategy and are already showing dividends.

a number of negotiations are under way for the introduction of new tenancies into the maerua mall mix which we believe are imperative to ensure that the excitement of the new Family entertainment centre and the upgraded common areas are maintained.

active engagement with various role players in the economy is also underway to identify possible opportunities for strategic partnerships and potential acquisitions.

28 September 2017

2016 2017

72.60%

re

co

very

ra

tio

74.00%

Gross Recoveries: Gross Expenses



1. INTRODUCTIONThis financial review offers a condensed view of the annual financial results of Oryx for 2017. It is presented in a simplified form for ease of reference and understanding and are reflective of the manner in which the information is analysed by management. The financial review should therefore be read in conjunction with the full annual financial statements.

2. INVESTOR RETURNSLiquidity and unit priceThe Namibian stock market remains very illiquid, with total units traded for the 2017 financial year amounting to 1.4 million to the value of n$30.5 million. The unit price increased from 2 115 cents at end of June 2016 to 2 151 cents in october 2016 before retracting steadily and closing at 2 074 cents at the end of June 2017.

Units traded

CHIEFFINANCIALOFFICER’S

REPORT

--1,000,000

2,000,000

3,000,000

4,000,000

5,000,000

6,000,000

7,000,000

8,000,000

50,000

100,000

150,000

200,000

250,000

300,000

350,000

aug2016

oct2016

nov2016

dec2016

Jan2017

Feb2017

mar2017

apr2017

may2017

Jun2017

Jul2016

Sept2016

Value

Volume

Vo

lum

e

Although the unit price retreated somewhat, the total return to unitholders was still positive at 6%.

Va

lue


2. INVESTOR RETURNS (CONTINUED)DistributionsThe distribution per linked unit for the six months ended 30 June 2017 is 89.00 cents per unit (2016: 89.50 cents per unit) and comprises 79.75 cents (2016: 88.50 cents) interest distribution and 9.25 cents (2016: 1 cent) dividend. For the financial year, total distributions per linked unit remained unchanged at 167 cents per unit (2016: 167 cents per unit). Realised capital profits on the sale of assets amounting to N$3.7m were made available for distribution to unitholders. Total interest distributions for the year were n$122m (2016: n$129,2m) while the total dividend paid amounts to n$8m (2016: n$0,779m).

distributions were mainly negatively affected by the sale of high yielding, high risk properties in South africa. The board took a strategic decision to sell two of the South african properties which posed unacceptably high renewal risk. In the short-term this will have a negative impact. The proceeds were used in settlement of debt, while debt cost was lower than what these properties yielded. It was in the best interest of the fund in the long term as it pertains to the reliability and sustainability of income cash returns going forward.

The net rental income generated by the core portfolio grew by 8%. The decline in net rental of the properties sold (or identified for sale) amounted to 89% or N$12.3m. This reduced the overall net income growth to 2.2%. oryx was not spared from the impact of the slowdown in the economic environment and had to provide for potential bad debts to the value of n$2.6m (2016: n$2.9m), to make allowance for tenants experiencing cash flow difficulties in this challenging trading environment.

The graph below depicts the 5-year trend of interim and final distribution payments and is testimony to strong return over the long term. distributions have steadily increased from 139.50 cents in 2013 to 167 cents in 2017.

5-year distribution trend

REPORTCHIEF FINANCIAL OFFICER’S

continued

2013 2014 2015

year

ce

nts

pe

r uni

t

2016 2017

67.2

5

67.2

5

71.7

5

77.5

0

78.0

0

72.2

5

80.7

5

86.7

5

89.5

0

89.0

0

139.

50

148.

00

158.

50

167.

00

167.

00

Interim

Final

Total


2. INVESTOR RETURNS (CONTINUED)Total returnThe total return is the lowest in the past 5 years for the Group. In addition to the distributions remaining unchanged at 167 cents per unit, the unit price moved backwards from the 2 115 cents per unit at the end of 2016 to 2 074 cents per unit at 30 June 2017.

Total return remained positive and was at 6% at year end.

Total return (%)

Net asset valueThe net asset value of the Group remains strong, although it marginally declined from 2 034 cents in 2016 to 2 032 cents in 2017. The realisable net asset value is calculated by adding back distributions that have been raised as a provision and declared to unitholders and is 2 121 cents per unit (2016: 2 124 cents per unit). The main driver of the decrease in net asset value is the marginally negative fair value adjustment of the property.

although growth in distribution and the unit price both came under pressure in 2017, oryx remains in an overall strong position as can be derived from the graphs below:

5-year trend


continued

2013 2014 2015 2016 2017

9.0%

6.1% 7.1%

5.4%

0.0%

13.1

% 19.1

%

9.3%

8.3%

-1.9

%

23.6

%

-10.0%

0.0%

10.0%

20.0%

30.0%

29.0

%

18.2

%

16.8

%

6.0%

DPU growth %

Unit price growth %

Total return %

2013 2014 2015

year

ce

nts

pe

r uni

t

2016 2017125.00

135.00

145.00

155.00

165.00

130.00

140.00

150.00

160.00

170.00

1,50

0 1,78

7

1,95

3

1,48

3

1,64

3 1,91

5

139.

50

148.

00

158.

50

167.

00

167.

00

-

500

1,000

1,500

2,500

2,000

2,11

5

2,07

4

2,03

4

2,03

2

unit price

naV

distribution



continued

2. INVESTOR RETURNS (CONTINUED)Net asset value (continued)net asset value to the market value remained at a premium throughout the 5-year period depicted below and is a testimony to the management of the Group and the execution of the Investment strategy.

Historic market value per unit vs Net asset value per unit

3. FINANCIAL RESULTS

2013 2014 2015 2016 20170%

2%

4%

6%

8%

10%

-

500

1,000

1,500

2,500

2,000

unit price

naV

2017N$ ‘000

2016n$ ‘000

%change

distributable earnings for the year are calculated as follows:

Property portfolioStanding portfolio - property held for 12 comparative months 206,015 204,535 0.7

rent and recoveries (excluding straight-line adjustment) 300,897 294,228 2.3

dividends from listed property investments 1,242 1,841 (32.5)

property expenses (96,124) (91,534) 5.0

Net operating income from property portfolio 206,015 204,535 0.7

Fund cost and other expenses (19,517) (15,873) 17.5

cost of employment (9,369) (7,828) 19.7

audit fees (1,162) (872) 33.3

directors' fees (2,290) (2,059) 11.2

other expenses (6,696) (5,114) 14.1

Profit from operations 186,498 188,662 (0.7)

net funding costs (60,355) (65,848) (7.0)

Interest expense (66,218) (67,009) 0.1

Investment income 5,863 1,161 404.9

deferred taxation (117) 1,595 (107.3)

antecedent debenture interest - 5,669 (100.0)

Distributable earnings 126,026 130,078 (3.1)



continued

3. FINANCIAL RESULTS (CONTINUED)2017

N$ ‘0002016

n$ ‘000%

change

Units units

units in issue at end of the year 77,859,791 77,859,791 0.0

Cents cents

Total distribution (cents per unit) 167.00 167.00 0.0

- interim interest 77.00 77.50 (0.6)

- interim dividend 1.00 - 100.0

- final interest 79.75 88.50 (9.9)

- final dividend 9.25 1.00 825.0

Distributable earnings are reconciled to the operating profit

before debenture interest as detailed below:

Distributable earnings 126,026 130,078

amortisation of debenture premium 25,587 20,806

changes in fair value of hedging instruments (978) 3,683

change in fair value of listed investments (28) (90)

revaluations of investment properties (3,788) 84,804

Profit / (Loss) on sale of investment property 1,220 (786)

deferred taxation 117 (1,595)

antecedent debenture interest (debenture premium) - (5,669)

Operating profit before debenture interest and taxation 148,157 231,230

distributable income was negatively affected by circa n$4 million. The below waterfall diagram provides an overview on the positive and negative impact of the various key line items, and once again highlights the impact of divesting from the Sa assets:

Distributable earnings movement

positive impact

negative impact-

20,000

40,000

60,000

80,000

100,000

120,000

140,000

160,000

180,000

2016

net rental in

c -

core

net rental in

c -

sold

other exp

enses

antecedent

distr in

t

Investment in

c 2017

126,026130,078

13,560 12,3253,720 5,6694,102



continued

4. VALUATIONSat year end, the property portfolio was valued by broll Valuation and advisory Services at n$2,435 billion (2016: n$2,326 billion), which resulted in a negative fair value adjustment of n$3.8 million (2016: n$84,8 million favourable). The swing-a-round in the fair value adjustment is mainly attributable to the slowdown in the economic environment and pending completion of certain capital projects.

during the year, capital expenditure of n$131 million (2016: n$95 million) was incurred of which the majority relates to the completion of the new Virgin active premises, the general upgrade of maerua mall and the Family entertainment centre, which is still under construction and is expected to be opened during october. during the year a property to the value of n$19m (bennet Street, port elizabeth) was sold, while two other properties valued at n$14m (caravelle Street, port elizabeth) and n$56m (Stellenbosch) respectively, had sale agreements with suspensive conditions in place at year end, of which the latter was successfully transferred during July 2017. The valuation methods applied are consistent with those applied in the previous consolidated annual financial statements. The following are key inputs into the models: discount rates, capitalisation rates and reversion rates.

In summary, the table below sets out the weighted average capitalisation rates and discount rates:

5. FUNDING ARRANGEMENTSInterest-bearing borrowingsTotal interest-bearing borrowings utilised by the Group amounted to n$836 million (2016: n$695,9 million) at year end, while the total facilities available to the Group amounted to n$973.2 million (2016: n$972,7 million) leaving n$137 million available for further expansion and capital projects.

The weighted average interest rate of the variable interest rate borrowings remained at 9.3% (2016: 9.3%). The overall weighted average interest rate is currently 9.4% (2016: 9.4%). The financial year closed with a gearing ratio of 33.2% (2016: 29%).

Although there were no changes to either the South African or Namibian prime rates during the financial year, the liquidity challenges in the namibian market did result in the namibian banks re-pricing the facilities of their clients upwards to alleviate the pressure on their interest rate margins. oryx was not spared the impact and our unutilised n$75 million term loan re-priced from 3 months jibar plus 200bps to namibian prime less 50bps. The utilisation thereof in the coming year will impact the weighted average debt rate of the Group.

PROPERTY TYPE CAPITALISATION RATE % DISCOUNT RATE %

2017 2016 2017 2016

retail 8.5 8.6 14.0 14.1

Industrial 9.4 9.5 14.4 14.6

Office 9.5 9.5 15.2 15.2

Portfolio average 8.5 9.0 14.5 14.2



continued

The n$219 million term loan facility with absa was set to mature at the end of august 2017 but was by mutual agreement deferred until december 2017. management and absa are already at an advanced stage in the re-financing of the facility. It is the intention of management to convert N$80 million of the revolving facility, utilised in the construction of the new Virgin active facility, to a term loan facility in addition to the n$219 million referred to above. Thus, N$300 million will be split equally and re-financed over 4 and 5-year tenures.

HedgingAs at 30 June 2017, the interest rate exposure of Oryx was hedged with five swap transactions with total nominal value of N$530m (2016: N$400m). The fixed rate borrowings to variable rate borrowings ratio is 63:37 (2016: 57:43). The Group has entered into a N$130 million, two-year term, vanilla swap in June 2017, at a fixed rate of 7.81 to replace the swap which matured during november 2016.

The maturity dates of the swaps maturing during the 2018 financial year are: July 2017, October 2017 and June 2018. Upon the finalisation of the term loan facility of Absa and the maturity of the October 2017 swap, the hedging status will be re-assessed. management will continue to monitor the current and expected interest rate environment in order to assess the best time to fix interest rates.

5. FUNDING ARRANGEMENTS (CONTINUED)Interest-bearing borrowings (continued)The graph below illustrates the maturity profile of the total interest-bearing borrowings (based on utilised balances), together with the weighted average costs of borrowings.

Maturity profile (facilities) and weighted average rate

NOMINAL VALUE (N$’000) FAIR VALUE (N$’000) INITIAL TERM EXPIRY DATE FIXED INCOME

RATE SWAP (%)

100,000 (793) 3 years 20-apr-20 7.500

130,000 (72) 2 years 29-Jun-19 7.170

100,000 (150) 3 years 02-Jul-17 7.960

100,000 49 3 years 14-oct-17 7.250

100,000 (584) 2 years 21-Jun-18 7.810

530,000 (1,550)

rcF 2018 2019 2020 2021- 8.8%

100,000 9.0%

200,000 9.2%

300,000 9.4%

400,000 9.6%

drawn n$’000

available facility n$’000

Weighted average rate



continued

5. FUNDING ARRANGEMENTS (CONTINUED)Loan covenants:

REQUIRED ACTUAL ACTUAL

2017 2016

Interest cover ratio excluding interest on linked debentures >1.6 2.88 2.83

Gearing <50% 33.2% 29.0%

net asset value >n$500 million N$1,582 million n$1,583 million

Loan (utilised) to value ratio of maerua mall complex <50% 32.1% 23.0%

Vacancies at maerua mall complex <10% 3.1% 2.2%

Loan (utilised) to value ratio of South african properties <60% 50.6% 41.5%

The funding strategy is to maintain or reduce funding cost, re-finance risk and operate within the set covenants of our loans and those set by ourselves. oryx is operating well within the covenants.

Domestic Medium Term Note programme (“DMTNP”):The dmTnp of n$500 million remains available to oryx to use. management is exploring the possibility of an issuance during the course of the 2018 financial year.

The Global credit rating company (“Gcr”) once again assigned oryx a long-term rating of ‘bbb+(na)’, a short term rating of ‘a2(na)’ and a rating outlook of ‘Stable’, which remained unchanged from the previous year’s ratings and once more underlines the quality of the property portfolio and oryx.

6. LOOKING AHEADThe Group is adequately funded for its immediate acquisitions and developments. The strategic investment plan for the next 3 (three) years will require additional funding and negotiations have commenced in this respect.

It is on a sad note that I conclude my report as I have decided to pursue my own business interests having concluded my 3-year contract with oryx on 15 august 2017. I have enjoyed my tenure at oryx and would like to thank all parties I have worked with for their support, guidance and co-operation.

I am handing over the baton to Lizette Smit. I wish you and the management team all the best in growing oryx to the benefit of its investors and all other stakeholders.

Debbie Smit Chief Financial Officer 30 June 2017


SUSTAINABILITY REPORT

ORYX CORPORATE SOCIAL INVESTMENTas a truly caring namibian company, we at oryx properties embrace our obligations of corporate citizenship. our comprehensive corporate Social responsibility (cSr) policy focuses on enhancing youth development, minimising our environmental impact, and making a positive contribution to the society in which we operate and to all our stakeholders.

YOUTH DEVELOPMENTpreschools such as educare centres, creches and kindergartens play a very important role in preparing young children for the first year of ‘big school’, Grade 1. It is the first exercise in which children are separated from the comfort and secure zone of their parents, therefore kindergartens should be a safe environment where children can interact with others, learn how to draw, colour in and sing, work with puzzles, and begin learning the alphabet and how to write their names.

It is the right place for the child’s foundation for lifelong progress.

research has shown that children taught at an early age usually have improved social skills, fewer behavioural problems and better grades without special attention. Self-confidence gained, by learning in a playful manner, adds to the personality development of the child.

oryx strongly believes in investing in the next generation and decided to work with namibia’s church alliance for orphans and Vulnerable children (caFo) once again. caFo is a non-government organisation that cares for these most vulnerable members of our society, together we earmarked three kindergartens that needed oryx’s help. In november 2016, oryx staff members visited these three kindergartens in Katutura, Windhoek’s largest township.

We returned to morukutu kindergarten, which caters for 44 children aged 2 to 6, whom we started to support in the previous financial year. The Company and Oryx staff members sponsored a collection of educational material such as pens, scissors, glue, coloured pencils and crayons, and colouring books, as well as materials for crafts such as cardboard and wool. Staff members assisted in making educational posters illustrating the alphabet and other topics. a seesaw, a large carpet for the classroom, large plastic storage containers, hand wash soap, buckets, towels, and toilet paper were included in the donation to the pre-school.

Finally, each child received a small treat.

Shining Star kindergarten looks after 25 children from as young as three months up to 6 years old. oryx staff collected and donated arts-and-crafts materials including paints and brushes, coloured pencils and crayons, scissors, glue, paper and old magazines. a team of staff members spent the morning with the children doing some projects. They also received some sweet treat packages.

oryx’s pre-christmas visit to Talahole kindergarten was a festive affair, and each of the creche’s 48 kids were given a toy and fruit by oryx. The oryx volunteers also distributed hotdogs, along with small treat packages.

MORUKUTU

SHINING STAR

TALAHOLE


SUSTAINABILITY REPORT continued

FIRST STEPS CAMPAIGNGoing to a pre-school is “A small step for a giant exposure in a child’s life”. during march and april 2017 oryx ran the “First Steps” campaign at maerua mall, Gustav Voigts and baines Shopping centre, stationing collection boxes in each mall and asking for donations of educational materials. Shoppers, tenants and staff dropped their contributions into the boxes, and by the end of the drive there was a sizeable collection of blankets, mattresses, kids’ clothes, shoes, toys, puzzles, books, paper, crayons, pencils and paints. oryx also collected food, such as soup mixes and soup packets, meat and vegetables, spices and sauces, macaroni and fruit.

These donations were handed over to children’s right kindergarten and Talahole kindergarten, children’s Right kindergarten had a fire, during which one of the classrooms had burned down, and a second visit by oryx to Talahole kindergarten was made. 15 March to 15 April

Drop off points in Baines Centre, Gustav Voigts Centre & Maerua Mall

Please help support the less fortunate children of Namibiaby donating educational stationery and toys to help them

take the first steps to a better �ture.

A few ide� of what you can donate to the l�s fortunate children:

• Mattrases • Small tables and chairs • Any toys • Black writing boards / white writing boards• Paper plates • Lego sets • Counting frames • Permanent markers • Cellotape • Pritt• Bostic / Prestik • Big posters (different colours) • Crayons • Paint • Paint brushes

• Colour pencils • Scissors • Papers • Puzzles • Writing books •Books to read • Any educational materials

CHILDREN’S CAMP NAMIBIAat oryx we believe that even the smallest contribution can have a large impact.

children’s camp namibia, established in 2009, started off as a ‘fun day’ but by 2012 had evolved into an annual holiday camp for 49 vulnerable and disadvantaged kids aged 13 to15 during the may school holidays. activities include fun games sessions, sports, and workshops focusing on protection, nature and the environment. For the 2017 camp, oryx sponsored an oryx-branded T-shirt for each child who attended the camp.


SUSTAINABILITY REPORT continued

ENVIRONMENTAL PRESERVATION We at oryx take responsibility for minimising our impact on the environment, and our aim is to be a ‘green’ company. This year our focus was on the implementation of water-saving and renewable-energy initiatives, and reducing wastage, especially given the water crisis the central region suffered.

BEING WATER WISE In 2016 and 2017, the low annual rainfall and the growing population in Windhoek resulted in serious water challenges. To combat the water crisis severe water restrictions were imposed and the city of Windhoek activated its drought management plan.

oryx, being a responsible corporate citizen, gave its unwavering support and assisted in this regard. at maerua mall, our largest property, we changed 91 taps to metering taps, in an effort to contribute towards water saving. metering taps are taps where you have to press the top to release water. These taps are set to release water for 3 seconds only, cutting down on the time water is released from the tap. a normal hand washing process takes between 10 and 20 seconds. The introduction of these tabs could result in a saving of as much as 50% of the water consumption.

Oryx went the extra mile and also changed the flushes of all 90 public toilets in the mall to release between 4 and 5 liters of water only. A normal flushing process utilizes between 8 and 9 liters. This effectively reduced the water usage to half. All urinal flushing was also set to a minimum to achieve a saving of another 30%.

maerua mall expects a water saving of about n$200,000 per year with these savings methods introduced in all public toilets.

NO FILLING OF POOLS during the water crisis oryx was in the process of constructing the new Virgin active Health club. The new health club offers a swimming pool as one of its facilities. The water restrictions imposed enforced that no further filling of pools will be allowed. What were we to do?

This conundrum brought about another water-saving project. Twenty thousand liters (20 000L) of water from the old Virgin active Health club pool was pumped out into trucks, which transported the water to the site of the new health club on top of the parking bays near checkers, where the water was stored in tanks. once the new pool was completed, the stored water was pumped into it. on top of the water savings, this project yielded two further bonusses: Firstly, the water transferred from the old Virgin active pool to the newly completed pool was already chemically treated, which meant fewer chemicals had to be used to prepare it for swimmers in the new pool; and secondly, the two 10 000-liter tanks which had been used to store the water were donated to the Spca, our neighbour across the street and an important role-player in the local community.


CORPORATEGOVERNANCE &RISK MANAGEMENT


GOVERNANCECORPORATE

The board of directors is committed to achieving the highest standards of corporate governance as a key component of its vision and growth strategy, and ensuring the long-term sustainability of the Group (“oryx”). oryx aims to maintain good corporate governance within the Group and endorses the principles of openness, integrity, accountability and transparency. The board further aims to apply the best-practice recommendations, as set out in the namcode, in a manner that reflects the stature, market position and size of the Group.

This section provides an overview of our corporate governance philosophy and practices.

ETHICAL LEADERSHIPan ethical culture is the basis upon which long-term business value and stakeholder support is created.

Good corporate governance is integral to delivering sustainable growth and to that end, the board of directors reviews the governance climate, structures and processes, which are enhanced to accommodate internal developments and ensuring best practice.

all deliberations, decisions and actions of the board and executive management are based on the ethical values of transparency, accountability, fairness and responsibility. The board acknowledges and embraces the responsibilities bestowed upon it by the companies act and namcode and is fundamentally responsible for ensuring that the strategy, risk, performance and sustainability are inseparable.

Principles in the Charter of Corporate Governance set up firm operational processes, procedures and tools to institute, implement, monitor and control internal policies and procedures in furtherance of corporate governance, effective compliance and risk management.

THE BOARD OF DIRECTORSComposition of the board of directorsIn accordance with the board charter, the composition of the board is reviewed annually by the remuneration and nomination committee.

The board of directors consists predominantly of non-executive directors, who bring to the Group a wide range of skills and experience which allows them to contribute independent views and exercise objective judgement in matters requiring the directors’ decisions. The board is of the view that the non-executive directors are independent of management and promote the interests of stakeholders. The balance of executive and non-executive directors is such that there is a clear division of responsibility to ensure balance


GOVERNANCECORPORATE

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THE BOARD OF DIRECTORS (CONTINUED)Composition of the board of directors (continued)of power, such that no individual or group can dominate board processes or have unfettered powers of decision-making.

as at 30 June 2017 the board comprised of 9 directors, eight of whom are independent non-executive directors and one executive director. Effective 1 July 2016 Mr Gerhard van Zyl was appointed Chief Executive Officer and executive director. He resigned effective 28 February 2017. carel Fourie, already an executive director, was appointed Chief Executive Officer, effective 1 March 2017. The Board is compliant with Principle C2-18 of the namcode in that the majority of non-executive directors are independent.

The roles of the Chairperson and Chief Executive Officer (“CEO”) are distinct and separate, with a clear division of responsibilities. The chairperson leads the board and is responsible for ensuring that the board receives accurate, timely and clear information to ensure that directors can perform their duties effectively. The roles and responsibilities of the ceo are as set out in principle c2-17 of the namcode.

The directors as at 30 June 2017 are:

Demographics of the board

TenureThe remuneration and nomination committee assesses the composition, tenure and independence of the board and sub-committees on an annual basis.

mr Francois uys, who also acts as chairperson of the board, is a shareholder in TLp Investments one Three Seven (Pty) Ltd, which holds a 20.6% interest in Oryx. His indirect interest in Oryx is 4.9% as at 30 June 2017. The independence of the chairperson was deliberated by the remuneration and nomination committee which confirmed that it is satisfied that his indirect shareholding does not impair his independence as Chairperson of the board. as chairperson, he is also regarded as being independent in character and judgement.

* Appointed CEO effective 1 March 2017, previously COO ** South African*** Appointed 1 July 2016, Resigned effective 28 February 2017

DIRECTOR YEAR APPOINTED STATUS

F uys 2002 Independent non-executive chairperson

a angula 2013 Independent non-executive director

J comalie 2012 Independent non-executive director

C Fourie * 2011 Chief Executive Officer | Executive Director

NBS Harris ** 2012 Independent non-executive director

pm Kazmaier 2016 Independent non-executive director

Jc Kuehhirt 2007 Independent non-executive director

m Shikongo 2011 Independent non-executive director

a Swanepoel 2006 Independent non-executive director

G Van Zyl *** 2016 Chief Executive Officer | Executive Director

TOTAL MALE FEMALE PREVIOUSLY DISADVANTAGED

Total board of directors 9 7 2 3

Independent non-executive director 8 6 2 3

executive director 1 1 - -


GOVERNANCECORPORATE

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THE BOARD OF DIRECTORS (CONTINUED)Tenure (continued)mr Francois uys, mr Jens Kuehhirt and mr andre Swanepoel are in excess of the 9-year tenure proposed by namcode. The remuneration and nomination committee did not only review the performance of these directors, but also the factors which may impair their independence and found that they remain suitable to act as independent non-executive directors.

Re-election of board membersIn accordance with oryx’s articles of association, all non-executive directors are subject to retirement by rotation after a period not exceeding three years or by reaching retirement age of 70 years.

according to the board charter, a director should retire at the age of 70, but an appointment may be extended on a year-to-year basis. mr nick Harris and mr Francois uys, having reached the retirement age of 70 years, were requested to extend their appointment for another year with effect from 1 July 2017 to 21 november 2018, which they accepted. The reappointment was approved by the board at the august 2017 meeting.

Development of directorsnewly appointed directors are provided with an induction. relevant new developments are communicated to directors at board meetings, including those regarding the companies act, corporate governance and other relevant legislation. Further, if deemed necessary training is sourced for any new developments directors should be aware of. new board members, where necessary, are provided the opportunity to visit the main properties.

The board considers that the skills, knowledge, experience and attributes of the directors as a whole are appropriate for their responsibilities and the Group’s activities. These are:

• Understanding the economics of the sectors in which the Group operates; • Knowledge of the regulatory environments in which the Group operates; and• Financial, accounting, legal and property experience and knowledge.

The skills and experience profile of the Board and its committees are reviewed annually by the Remuneration and nomination committee, to ensure an appropriate and relevant composition from a governance, succession and effectiveness perspective.

Performance evaluation of board and committeesThe performance of the board and its committees is formally evaluated on an annual basis and covers all areas of the board’s processes and responsibilities.

The performance evaluation process takes place in the form of evaluation questionnaires. The results are considered and deliberated upon within the board.

Directors’ dealingsGroup policy prohibits dealings by directors and certain other managers in periods immediately preceding the announcement of its interim and financial year end results and at any other time deemed necessary by the board. at all other times, approval from the chairperson of the board or another appointed board member is required before purchasing units.

Conflict of interestOne of the fundamental duties of a director is to avoid any possible conflict of interest with the Group. It is an accepted principle that, as a result of the trust placed in a director, he or she is bound to put the interests of the Group before his/her own.


GOVERNANCECORPORATE

continued

THE BOARD OF DIRECTORS (CONTINUED)Conflict of interest (continued)Section 242 of the companies act makes clear provision for dealing with a director’s use of company information and conflict of interest. Where a director has a conflicting personal financial interest (where his/her own interests are at odds with the interest of the company), he/she is prohibited from making, participate in the making, influencing or attempting to influence any decision in relation to that particular matter.

In addition, where a director has a conflicting personal interest in respect of a matter on the board agenda, he/she has to declare the personal interest and immediately leave the meeting. a director is also prohibited from any action that may influence the discussion or vote by the Board and is prohibited from executing any document on behalf of the Company in relation to the matter, unless specifically requested to do so by the board.

It should be noted that section 242 of the Act extends the application of the conflict of interest provision to prescribed officers and members of board committees (even if those persons are not directors).

The conflict of interest provision applies equally to persons related to the director. Thus, where a director knows that a related person has a personal financial interest in a matter to be considered at a meeting of the Board, the director should disclose that fact to the board. Further, should a director become aware that a related person has acquired a personal financial interest in a matter, after the Board has approved that agreement or matter, the director should disclose that fact to the board.

Board responsibilitiesThe Board is ultimately responsible for the financial performance and corporate governance of the Group.

The board, together with the constituted board committees, are responsible for assessing and managing risk policies, assuring appropriate internal controls, overseeing major capital expenditure or acquisitions and disposals. The board, together with management, implements the plans and strategies.

The board seeks to exercise leadership, integrity and judgement in pursuit of strategic goals and objectives, to achieve long-term sustainability, growth and prosperity. It provides leadership within a framework of prudent and effective controls which ensure that risks are assessed and properly managed.

The board is guided by a board charter and approval Framework, which provide a framework within which the board operates as well as the type of decisions to be taken by the board and which should be delegated to management.

The board:• Approves the Group’s strategy;• ensures that the Group complies with the applicable laws and considers adherence to non-binding rules

and standards;• Is responsible for the governance of risk, including that of information technology (“IT”);• Acts as a focal point for and custodian of corporate governance;• Provides effective leadership based on ethical foundations; and• ensures the Group is and is seen to be a responsible citizen.

The board meets its objectives by reviewing and guiding corporate strategy, setting the values and standards, promoting high standards of corporate governance and ensuring that obligations to its unitholders and other stakeholders are understood and met. by understanding the key risks, determining its risk tolerance and approving and reviewing the processes in operation, the board seeks to mitigate the impact of risk incidents.


GOVERNANCECORPORATE

continued

THE BOARD OF DIRECTORS (CONTINUED)Board responsibilities (continued)Certain matters are specifically reserved for the Board. To achieve its objectives, the Board may delegate certain of its duties to various board committees, or the ceo, without abdicating its own responsibilities:

• The Board has formally defined and documented, by way of terms of reference, the authority it has delegated to the various board committees; and

• In fulfilling its responsibilities, the Board is supported by management in implementing the plans and strategies approved by the board.

Furthermore, directly or through its sub-committees, the board:• assesses the quantitative and qualitative aspects of performance through a comprehensive system of

financial and non-financial monitoring involving an annual budget process, detailed monthly reporting, regular review of forecasts and regular management, strategic and operational updates;

• Approves annual budgets, capital plans, projections and business plans;• Monitors compliance with relevant laws, regulations and codes of business practice;• ensures that there are processes in place enabling complete, timely, relevant, accurate and accessible

disclosure to stakeholders and monitors communication with all stakeholders to ensure transparent and effective communication;

• Identifies and monitors key risk areas and key performance indicators;• Reviews processes and procedures to ensure the effectiveness of internal systems of control;• Ensures the adoption of sustainable business practices, including social and environmental activities;• assisted by the risk, audit and compliance committee, ensures appropriate IT governance is in place, and

ensures that the process is aligned to the performance and sustainability objectives of the Board;• ensures that appropriate risk governance, including IT, is in place including continual risk monitoring

by management, determines the levels of risk tolerance and that risk assessments are performed on a continual basis;

• Ensures the integrity of the Group’s Integrated Annual Report, which includes sustainability reporting; and• evaluates the performance of senior management and considers succession planning.

The Board confirms that it is satisfied that it has carried out its duties and responsibilities in compliance with its mandate and the board charter.

Board committeesThe board is empowered to delegate to various sub-boards and executive committees. The committees have specific terms of reference, appropriately skilled members and access to specialist advice when necessary.

These committees meet independently and provide detailed feedback to the board via their chairperson. all committee meetings are minuted and directors may raise any questions arising from these minutes:

DIRECTOR RISK, AUDIT & COMPLIANCE REMUNERATION & NOMINATION INVESTMENT

F uys

a angula cp

J comalieappointed to committee

22 august 2016

nbS HarrisCP | Rotated off 22 august 2016

cp

pm Kazmaierappointed to committee

22 august 2016appointed to committee

22 august 2016

Jc KuehhirtCP | Rotated off 22 august 2016

cpappointed to committee

22 august 2016

a Swanepoel

cp = chairperson


GOVERNANCECORPORATE

continued

THE BOARD OF DIRECTORS (CONTINUED)Board and committee meetingsThe board meets at least four times annually. Four board meetings were held during the reporting period.

The chairperson is responsible for setting the agenda for each meeting, in consultation with the chief executive Officer and the company secretary. Comprehensive information packs on matters to be considered by the board are provided to directors in advance of the meetings.

Board and committee meeting attendance for the year

DIRECTOR BOARD RISK, AUDIT & COMPLIANCE

REMUNERATION & NOMINATION INVESTMENT

F uys 4/4 2/2 1/1**

a angula 3/4 2/2

J comalie 4/4 2/2 1/1**

c Fourie 4/4 2/2# 1/1# 2/2#

nbS Harris 4/4 1/1** 2/2

pm Kazmaier 4/4 1/1** 2/2

Jc Kuehhirt 4/4 1/1** 2/2 2/2

m Shikongo 3/4

a Swanepoel 4/4 2/2

G Van Zyl* 3/3 2/2 2/2

de Smit 4/4# 2/2# 1/2#

* Resigned 28 February 2017** Members of the committees rotating# by invitation

Corporate structure

pm Kazmaiera angula(chairperson)

JJ comalie

JJ comalie

nbS Harris Jc Kuehhirt

Jc Kuehhirt

mK Shikongo a Swanepoelp Kazmaier

p Kazmaier

c Fourie(ceo)

F uys(chairperson)

a angula JJ comalie

nbS Harris(chairperson)

a Swanepoel

INVESTMENT COMMITTEE

RISK, AUDIT & COMPLIANCE COMMITTEE

Jc Kuehhirt(chairperson)

F uys

REMUNERATION & NOMINATIONCOMMITTEE

BOARD OF DIRECTORS


GOVERNANCECORPORATE

continued

COMPANY SECRETARY The board as a whole and the individual directors have unrestricted access to the advice and services of the company Secretary, who provides guidance to the board and to the directors with regard to how their responsibilities are to be discharged.

during the year there was a change in the company secretary. The role of the company secretary was performed by ms engela pagel until 31 January 2017, thereafter bonsai Secretarial compliance Services took over the responsibility.

The company Secretary also has oversight of the induction of newly appointed directors and training of all directors. They also set the annual board plan in co-operation with the chairperson of the board and ensures the board agendas are relevant to board decision making.

The Board is satisfied with the expertise, experience, competence and qualifications of the Company Secretary and confirms that the relationship between the Board and the Company Secretary remains arm’s length.

IT MANAGEMENTThe IT and IT governance is the responsibility of the risk, audit and compliance committee. The chief Financial Officer is responsible for the management of day-to-day IT operations. The majority of the operational functions have been outsourced to service providers. detailed service level agreements are executed and services are supervised to comply with the requirements set out.

oryx is governed by policies, which have been adapted to its circumstances. It also oversees the IT functions at Oryx’s offices and has established the necessary IT security policies and firewalls. Daily off-site back-ups are maintained for added IT security.

There have been no material changes to IT management during the year under review.

GOING CONCERN AND INTERNAL CONTROLThe going-concern basis has been adopted in preparing the financial statements. The directors have no reason to believe that oryx will not be a going concern in the foreseeable future. The assumptions underlying the going concern statement include:• Budgeting and forecasts; • Profitability; • Capital;• Liquidity; and• Vacancies in key management.

These financial statements support Oryx’s viability, accountability and effective internal control processes.

Systems of internal and operational control are the board’s responsibility. The executive directors are however, responsible for ensuring that assets are protected, losses arising from fraud and/or other illegal acts are minimised, all valid transactions are recorded properly and systems operate effectively.

The internal auditor performed comprehensive reviews and testing of the effectiveness of the internal control systems in operation and reported its findings to the Audit Committee. The internal audit function coordinates with other internal and external providers of assurance to ensure proper coverage of financial, operational and compliance controls.

risks and controls are reviewed and monitored regularly for relevance and effectiveness. Internal controls are designed to mitigate and not to eliminate significant risks faced. Such a system provides reasonable but not absolute assurance against error, omission, misstatement or loss. This is achieved through a combination of risk identification, evaluation and monitoring processes, appropriate decision making, assurance and control functions such as risk management and compliance.

These ongoing processes were in place throughout the year under review and up to the date of approval of the Integrated annual report.


NAMCODE REVIEW:oryx’s review of the namcode is done on a ‘comply or explain’ basis.

a full review was done during the year on the chapters and principles by the board. only non-compliant items are shown below and explained as per the namcode requirements.

PRINCIPLE NO PRINCIPLE DESCRIPTION EXPLANATION

2. Boards and directors

Principle C2 - 18:

The board should comprise a balance of power, with majority of non-executive directors. The majority of non-executive directrors should be independent

18.12

as a minimum, two executive directors should be

appointed to the board, being the chief executive

Officer (CEO), who would then be the Managing

Director, and the director responsible for the finance

function (cFo). This will ensure that there is more

than one point of contact between the board and

management.

CFO not appointed. Currently five

chartered accountants appointed on

the board. The cFo attends all board

meetings by invitation.

Principle C2 - 19:

Directors should be appointed through a formal process

19.8

The appointment of a non-executive director

should be formalised in an agreement between the

company and the director. The agreement should

include a director’s code of conduct to be complied

with and the contribution that is expected from the

specific individual.

board does not consider a formal

agreement necessary.

3. Audit committees

Principle C3 - 3:

The audit committee should be chaired by an independent non-executive director

3.3

The chairperson of the audit committee should be

present at the aGm to answer questions, through the

chairperson of the board, on the report on the audit

committee’s activities and matters within the scope

of the audit committee’s responsibilities.

absent at the nov 2016 aGm but

sufficient board members present to

address any questions during the aGm.

Principle C3 - 4:

The audit committee should oversee integrated reporting

4.18

due to the volume and complexity of information

conveyed in the integrated report, users benefit from

a summary of the integrated report. The company

should therefore prepare a summarised integrated

report in addition to the complete integrated report.

no summarised integrated report

issued. results and distribution

announcement released that provides

a summary of results.

Principle C3 - 6:

The audit committee should satisfy itself of the expertise, resources and experience of the company’s finance function

6.2

Listed companies should have a finance director

and the audit committee must evaluate the

suitability of the expertise and experience of the

person performing the duties of the finance director

and recommend to the board if any changes are

necessary.

company appointed a cFo.

remuneration and nomination

committee reviews performance

annually.

GOVERNANCECORPORATE

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GOVERNANCECORPORATE

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NAMCODE REVIEW (CONTINUED)


4. The governance of risk

Principle C4 - 1:

The board is responsible for the governance of risk

1.6 - 10

The board’s responsibility for risk governance should

manifest into a documented risk management policy

and plan. management should develop both the risk

management policy and the plan for approval by

the board.

detailed risk register in place. process

of formalising a risk framework is

underway.

Principle C4 - 2:

The board should determine the levels of risk tolerance

2.1 - 5

Risk is often defined as the taking of risk for reward. At

least once a year, the board should set specific limits

for the levels of risk the company is able to tolerate

in the pursuit of its objectives. The board should

also review these limits during periods of increased

uncertainty or adverse changes in the business

environment.

detailed risk register in place. process

of formalising a risk framework is

underway.

Risk assessment

Principle C4 - 5:

The board should ensure that risk assessments are performed on a continual basis

5.3

Following the risk evaluation process, risks should be

prioritised and ranked to focus the responses and

interventions on those risks outside the board’s risk

tolerance limits.

detailed risk register in place. risks are

discussed with relevant committees as

and when they arise.

5.10The board should ensure that key risks are quantified

where practicable.

Risks not quantified, but are discussed

when required.

Risk monitoring

Principle C4 - 8:

The board should ensure continual risk monitoring by management

8.1.1

...measuring risk management performance against

risk indicators; the risk…

indicators should be periodically reviewed for

appropriateness;

detailed risk register in place. process of

formalising risk framework underway.

8.1.2periodically measuring progress against and

deviation from the risk

detailed risk register in place. process of

formalising risk framework underway.6. Compliance with laws, rules, codes and standards

Principle C6 - 1:

The board should ensure that the company complies with applicable laws and considers adherence to non-binding rules, codes and standards

1.1 - 2

companies must comply with all applicable laws. In

order to achieve this, companies should maintain a

register of applicable laws and compliance therewith

no register of applicable laws is

maintained. all laws and compliance

therewith are discussed by the relevant

committees and feedback given at

board meetings for further discussion/

noting.Principle C6 - 3:

Compliance risk should form an integral part of the company’s risk management process

3.1

compliance risk can be described as the risk of

damage, arising from non-adherence to the law

and regulations, to the company’s business model,

objectives, reputation, going concern, stakeholder

relationships or sustainability.

refer to principle c4-2.


GOVERNANCECORPORATE

continued

NAMCODE REVIEW (CONTINUED)


6. Compliance with laws, rules, codes and standards (continued)

Principle C6 - 3:

Compliance risk should form an integral part of the company’s risk management process (continued)

3.2

The risks of non-compliance should be identified, assessed and responded to through the company’s risk management processes as described in chapter 4. although a systematic risk management approach to compliance is advised, this does not imply that compliance is optional depending on whether the risk assessment warrants it. compliance is compulsory in keeping with principle 6.1, while the risk management framework provides an appropriate system for the management, monitoring and reporting thereof.

refer to principle c4-2.

Principle C6 - 4:

The board should delegate to management the implementation of an effective compliance framework and processes

4.1

management should develop the compliance policy and the board should approve it. management should be responsible for implementing this policy and reporting to the board regarding compliance with it.

no formally documented compliance policy, however, compliance is monitored and discussed via the various committees and feedback provided at board meetings.

4.2

management should integrate and align the compliance policy with other business efforts and objectives to avoid duplication of effort and missed opportunities for synergies.

refer above.

7. Internal audit

Principle C7 - 1:

The board should ensure that there is an effective risk based internal audit

1.5An internal audit charter should be formally defined and approved by the board(generally through its audit committee).

no formally documented internal audit charter, but the internal audit plan and scope is discussed and approved by the audit committee.

8. Governing stakeholder relationships

Principle C8 - 2:

The board should delegate to management to proactively deal with stakeholder relationships

2.1

management should develop for adoption by the board, a strategy and suitable policies for the management of its relations with all stakeholder groupings.

only communication policy in place. Strategy not considered necessary.

2.2

The board should consider from time to time whether it is appropriate to publish its stakeholder policies. If the board decides that it is in its best interests not to publish its stakeholder policies, it should consider whether, apart from any legal requirements, it would be willing to disclose all or any of these to any stakeholders on request.

board does not consider it necessary to publish its stakeholder policies, but is willing to disclose it to shareholders on request.

Principle C8 - 5:

Transparent and effective communication with stakeholders is essential for building and maintaining their trust and confidence

5.7

The board should be concerned that the stakeholder communication programme provide that: all who have a right to know are properly informed; that effective feedback systems exist; that the board is alerted in a timely fashion to matters that should be communicated to stakeholders; and that processes exist to deal rapidly and sensitively with any crisis.

only communication policy in place. Strategy not considered necessary.


INVESTMENT COMMITTEE

The Investment committee is a committee established by and is accountable to the board of oryx. The Investment committee is responsible for monitoring and supervising the Group’s strategic objectives and implementing the board’s instructions.

The committee charter determines that the committee comprises at least three non-executive directors. The Committee comprised three independent non-executive directors for the 2017 financial year. The members of the committee collectively must have sufficient qualifications and property experience to fulfil their duties.

The Committee has an independent role and operates within a clearly defined mandate and with certain levels of responsibility delegated by the board. above those delegated powers it makes recommendations to the Board for its consideration and final approval. The Committee does not assume the functions of management, which remain the responsibility of the executive directors, officers and other members of senior management.


ROLE AND RESPONSIBILITIESThe Investment committee’s role and responsibilities include:• developing and recommending an investment strategy and guidelines for the Group.• ensuring that investments made by oryx are in line with the overall strategy and vision as approved by the

Board;• advising, reviewing and recommending/or approving, based on predetermined authority levels, any

proposed; - Acquisitions or disposals of investment properties or related investments; - Development or redevelopment opportunities within the approved investment policy; - Other investments for which the board may require investment committee approval; and - ensuring that appropriate due diligence procedures are followed when acquiring and disposing of assets

• advising, reviewing and recommending disposals, acquisitions and developments to the board which exceed the delegated authority limits of the Investment Committee;

• Ensuring that all investment proposals approved by the committee are in the best interest of the Group;• Setting criteria and targets for individual investments;• reviewing the performance of approved investments against acquisition approval criteria • Reviewing and approve the property portfolio composition from time to time;• Providing a high-level review of annual and half year property valuations;• considering and satisfying itself as to the resources and suitability of the expertise and experience of the

investment team;• Monitoring the Group’s debt fixing process within the approved debt fixing strategy; • Advising, reviewing and recommending policies pertaining to the above to the Board for adoption;• Supporting, developing and recommending sustainability practices and green opportunities for the Group.

KEY EVENTS FOR THE YEARThe Investment committee executed its duties, during the year, in line with its roles and responsibilities as outlined above.

ATTENDANCE AT MEETINGSThe Committee meets at least twice per annum and more frequently when investment or debt fixing decisions are required. details of directors’ attendance are set out in the corporate Governance report on page 64.

NBS Harris Chairperson - Investment Committee28 September 2017

INVESTMENT COMMITTEE continued


RISK, AUDIT &COMPLIANCE

COMMITTEEROLE OF THE COMMITTEEThe primary objective of the board’s risk, audit and compliance committee is to provide the board with additional assurance regarding the efficiency and reliability of the financial information used by the directors and to assist them in the discharge of their duties.

The audit committee is vital to, among other things, ensure the integrity of integrated reporting and internal financial controls and identify and manage financial risks.

TERMS OF REFERENCEThe committee has adopted a formal charter which has been approved by the board and has been incorporated in the board charter.

EXTERNAL AUDITbased on processes followed by the committee and assurances received from the external auditors, nothing has come to our attention with regard to the independence of the external auditors. based on our satisfaction with the results of the activities outlined above, we have recommended to the board that deloitte should be re-appointed for the financial year ending 30 June 2018.


EXTERNAL AUDIT (CONTINUED)The committee, in consultation with executive management, agreed to the engagement letter, terms, audit plan and budgeted fees for the financial year ended 30 June 2017. The Committee considered the fee to be fair and appropriate. The audit plan and budgeted fee for the 2018 financial year will be presented at the next audit, risk and compliance committee meeting.

Information relating to non-audit services provided by the appointed external auditors of the company has been disclosed in the notes to the annual financial statements.

INTERNAL CONTROLThe system of internal financial and operational control is the responsibility of the Board. Management ensures that assets are protected, systems operate effectively and all valid transactions are recorded properly.

Internal auditors, reporting directly to the audit committee, have conducted extensive reviews, testing the effectiveness of the internal control systems. These systems are designed to provide reasonable assurance as to the integrity and reliability of the financial statements, to safeguard, verify and maintain accountability of Oryx’s assets and to identify and minimise significant fraud, potential liability, loss and material misstatement while complying with applicable laws and regulations.

The internal audit function liaises with other internal and external providers of assurance to ensure proper coverage of financial, operational and compliance controls.

based on these reviews, information and explanations given by management and discussions with the external and internal auditors on the results of their audit, the committee is satisfied that Oryx’s system of internal controls operated effectively in the year under review. nothing has come to the committee’s attention that causes it to believe that the system of internal financial controls is not effective.

INTERNAL AUDITIt is the committee’s responsibility to ensure that the internal audit function is independent and has the necessary resources, standing and authority to discharge its duties. The appointed Internal auditors are responsible for regularly reporting the findings of internal audit to the committee.

Furthermore, the committee oversees co-operation between the internal and external auditors, and serves as a link between the board of directors and these functions.

KpmG is the internal auditor who has been mandated to perform the internal audit function. The scope of the mandate given to KpmG was reviewed and approved by the committee. The committee conducts an assessment of the performance of the internal audit function on an annual basis.

FINANCE FUNCTIONThe Committee has reviewed the annual financial statements of the Group, and is satisfied that they comply with International Financial reporting Standards.

The external auditor has expressed an opinion on the financial statements for the year ended 30 June 2017, refer to pages 82 to 86.

We are satisfied that Ms Debbie Smit, the Chief Financial Officer (“CFO”) for the financial year ended 30 June 2017, has the appropriate expertise and experience to meet her responsibilities in the position.

COMMITTEERISK, AUDIT & COMPLIANCE

continued



continued

FINANCE FUNCTION (CONTINUED)We are satisfied with:• The expertise and adequacy of resources within the finance function; and• The experience of the senior financial management staff.

based on the processes and assurances obtained, we believe that the accounting practices are effective.

GOING CONCERNThe committee, reported to the board that it supports management’s view that the Group will continue as a going concern for the foreseeable future.

LEGAL, REGULATORY OR OTHER RESPONSIBILITIESThe committee has complied with its legal, regulatory and other responsibilities.

INTEGRATED ANNUAL REPORTFollowing the review by the committee of the annual financial statements of Oryx Properties Limited for the year ended 30 June 2017, the committee is of the view that in all material respects they comply with the relevant provisions of the Companies Act and IFRS and fairly present Oryx’s financial position at that date and the results of operations and cash flows for the year then ended.

The committee has also satisfied itself with the integrity of the remainder of the Integrated Annual Report. Having achieved its objectives, the committee has recommended the Integrated annual report for the year ended 30 June 2017 for approval to the board.

The board has subsequently approved the Integrated annual report, which will be open for discussion at the forthcoming annual general meeting.

RISK MANAGEMENT AND KEY RISK FACTORSThe committee plays a vital role in the process of risk management. All risk identification, measurement and management is addressed through these channels. a, risk register is maintained by management throughout the year. The risk management plan and necessary risk policies are in the process of being implemented.

a full discussion on risk management is presented on pages 18 to 19 of this integrated report.

The objective of risk management is to identify, assess, manage and monitor the risks to which the business is exposed. oryx pursues active management policies designed to minimise the impact of risk.

The identification, assessment and management of risk is a key responsibility of the Board. In this process, directors need to find a balance between minimising risk to acceptable levels and the cost and practicalities involved in achieving this.

accordingly, the board has developed and maintains a thorough understanding of the various risks faced by the Group and ensures that appropriate internal controls are in place to create a strong control environment to address key risk areas. The Board also continuously satisfies itself of the adequacy, accuracy and effectiveness of information and reporting in the area of management and controls.



continued

RISK MANAGEMENT AND KEY RISK FACTORS (CONTINUED)oryx views risk management as the systematic process of understanding, measuring, controlling and communicating the organisation’s risk exposure to achieve its objectives. The activities involved in risk management consist of planning, organising, co-ordinating and managing a business environment that minimises the adverse impact of risk on the Group’s activities, earnings and cash flows.

Oryx is primarily exposed to strategic and business risk, financial risk, regulatory and compliance risk and human resources risk.

OPERATIONAL RISKWe endeavour to manage operational risk exposures and events by maintaining and embedding an operational risk management framework which supports sound operational risk management practices.

policies and procedures are developed to ensure that operational risk is managed in an appropriate and consistent manner. With oversight from the board, management implements and embeds policies and procedures to manage operational risk and ensures alignment with the approved risk appetite.

STATEMENT BY THE COMMITTEEThe audit and risk committee considers that it has adequately performed its functions in terms of its mandate, the namcode and the companies act.

A Angula Chairperson - Risk, Audit and Compliance Committee28 September 2017


REMUNERATION &NOMINATION

COMMITTEE

The primary objective of the remuneration and nomination committee is to address the risks associated with human resources.

The responsibilities of the Committee have been amended during the financial year and now include Social and ethics responsibilities.

This Committee has the following primary objectives in respect of Remuneration and Nominations:• Assisting the Board in its responsibility for setting and administering remuneration policies;• Appointing and approving of the employment contracts of the executives (Chief Executive Officer (“CEO”),

Chief Financial Officer (“CFO”) and Asset Manager (“AM”));• annually review and approve the performance contracts in conjunction with the board approved strategy

for the executives;• Assessing performance of the executives;• Approving annual increases of all staff;• Approving year end bonuses for all staff;• Considering board composition for recommendation to the Board;• Considering candidates and recommending appointment to the Board;• Recommending non-executive directors’ fees to the Board;• Regularly reviewing incentive schemes to ensure their continued contribution to unitholder value;• periodic review of the general conditions of employment to ensure compliance with namibian Labour Law

and Income tax requirements;• Determining and reviewing the code of conduct for all Oryx employees on a three-year cycle; and• assessing committee compliance with its charter and report to the board.


NOMINATION COMMITTEEREMUNERATION &

continued

This Committee has the following primary objectives in respect of Social and Ethics:• monitoring the company’s activities, having regard to relevant legislation and other legal requirements or

prevailing codes of best practice;• Social and economic development; and• The company’s standing in terms of goals and purposes of:

- Good corporate citizenship, including: » Promotion of equality; » Prevention of unfair discrimination; » Prevention of corruption; » Contribution to development of communities in which its activities are predominantly conducted; and » Sponsorship, donations and charitable giving.

- The environment, health and public safety, including the Company’s activities and services; - consumer relationships, including the company’s advertising, public relations and compliance with

consumer protection laws; and - The company’s employment relationships, and its contribution towards the educational development

of its employees.• under its terms of reference to assist the board, the remuneration and nomination committee’s objectives

are to ensure that:• remuneration of the executives and staff is competitive and stimulates sustainable performance and

behaviour that create shared value over the long term;• The board composition and structures are appropriate, including the size and composition of the various

board committees and considering whether there is an appropriate split between executive, non-executive and independent directors; and

• The process followed in the termination of and possible renewal of executive contracts is objective and transparent.

• The terms of reference of the committee is reviewed annually by the board.

Concerning remuneration matters specifically, the Committee endeavours to ensure that:• Through its oversight role, the remuneration practices of staff of the Group are applied consistently in

accordance with the remuneration policy and are compliant with namibian Labour Law and Income tax requirements;

• Quality staff are retained and developed within the Group;• Remuneration is regularly benchmarked against other listed funds; and• employees are responsibly and fairly remunerated across the Group and equal opportunity is afforded to

all employees.

The objective of the Remuneration policyThe purpose of the policy is to create a framework for managing and controlling remuneration, ensuring that oryx is able to effectively attract and retain the talent required to achieve the desired business results.

The policy sets out oryx’s approach to remunerating all employees across all elements of remuneration. This policy and its application is reviewed regularly.

The Remuneration and Nomination Committee structure and attendance during the 2017 financial year is set out on page 64 of the corporate Governance report.

REMUNERATION REPORTThe policy for determining the remuneration of executive and non-executive directors is as follows:

remuneration of executive directors is reviewed after consideration of:• Remuneration paid to similarly sized listed property companies in South Africa;• The annual PWC South Africa report on executive directors’ remuneration practices and trends; and• norms of directors’ remuneration in namibia.



continued

REMUNERATION REPORT (CONTINUED)non-executive directors’ fees are benchmarked against:• The annual pWc South africa report on non-executive directors’ fee trends for appropriate size and sector

companies listed on the Johannesburg Stock Exchange (“JSE”);• Norms of directors’ fees paid in Namibia per the PWC report; and• peer group of Sa-listed property companies.

The following remuneration policies were presented to the board and approved for oryx employees:• All salaries are structured on a cost-to-company basis with annual reviews effective in July each year;• all employees are eligible for an annual incentive, based on the achievement of individual key performance

indicators (“KPI”). Staff bonuses are paid in December, while executives are assessed for financial years and their bonuses are paid in September;

• The individual key performance indicators for executives are determined based on the charter of the position and assigned weightings accordingly;

• The annual incentive for executives is determined by applying a performance rating factor to the maximum allowed incentive of 25% of annual cost to company;

• executive employees and selected senior management participate in the Long-Term Incentive scheme, which has been effective since 1 July 2014. The Long-Term Incentive scheme is based on the allocation of oryx linked units, to be held in an executive and senior management share trust. Linked units are allocated annually based on specific performance criteria. The performance measurement criteria compare the distribution performance per linked unit of the Group against a predetermined peer group comprising South african listed property companies. The terms and conditions that regulate allocations and awards are as follows: - if the company’s distribution growth performance per linked unit is equal to or better than the best

performer in the peer group, allocations will be done at the maximum percentage as set out below; and - if the company’s distribution growth performance per linked unit is equal to or better than the top

quartile of the peer group distribution growth, then allocations will be done at half of the maximum percentage as set out below.

• The maximum allocated and possible award of units to eligible participants shall be determined on the following basis, as a percentage of the eligible participant’s cost-to-company remuneration pertaining to that financial year:

» 50% in respect of the CEO; » 30% in respect of the CFO; » 30% in respect of the AM; and » any other eligible employees at percentages as determined by the board in its sole discretion.

At the 2016 financial year end, the top quartile of the peer group achieved a growth in distribution per share of 9.7%. The growth in distribution per unit for Oryx was 5.4% which fell short of the performance criteria and thus beneficiaries did not qualify for any allocation in accordance with the trust deed.

In the current year there was no growth in the distribution per unit and no allocation was made. a total of 45 500 units are currently held by the Trust.

Further, the committee decided to re-visit the performance criteria of the incentive scheme since the scheme is not achieving the initial purpose for which it was created to retain key management and align management performance objectives with that of the company. no provision is therefore raised for a bonus allocation under the long term incentive scheme at year end.

NON-EXECUTIVE DIRECTORS’ FEES FOR THE 2017 FINANCIAL YEARThe fees paid to non-executive directors for the 2017 financial year were paid on the basis presented in the Integrated annual Financial report. They were recommended by the remuneration and nomination committee for approval by the board. The unitholders approved the benchmarking methodology highlighted above and the fee structure as indicated below at the annual General meeting held on 22 november 2016.



continued

REMUNERATION REPORT (CONTINUED)non-executive directors’ fees are structured as follows:• board

» Fixed fee based on four meetings per annum, paid quarterly; » Fixed fee for chairperson based on four meetings per annum, paid quarterly; and » attendance of additional meetings at an hourly rate, but capped on a daily basis.

• risk, audit and compliance committee » Fixed fee based on three (two previously) meetings per annum, paid quarterly; » Fixed fee for chairperson based on three meetings per annum, paid quarterly; and » attendance of additional meetings at an hourly rate, but capped on a daily basis.

• remuneration and nomination committee » Fixed fee based on two meetings per annum, paid quarterly; » Fixed fee for the chairperson based on two meetings per annum, paid quarterly; and » attendance of additional meetings at an hourly rate, but capped on a daily basis.

• Investment committee » Fixed fee based on two (one previously) formal meetings per annum and ad hoc conference call

meetings, paid quarterly; » Fixed fee for chairperson based on two formal meetings per annum, paid quarterly; and » attendance of additional meetings at an hourly rate, but capped on a daily basis.

NON-EXECUTIVE DIRECTORS’ REMUNERATION FOR THE 2017 FINANCIAL YEARSchedule of non-executive director fees payable per individual per annum:

The actual fees paid to non-executive directors during the 2017 financial year are as follows:

PROPOSED NON-EXECUTIVE DIRECTORS’ FEES FOR THE 2018 FINANCIAL YEARThe remuneration and nomination committee has proposed to the board increases to non-executive directors’ fees for the 2018 financial year as set out below. This recommendation has been approved by the Board, subject to unitholder approval at the forthcoming annual General meeting. refer to the ordinary resolution set out in the notice of the annual General meeting to approve the non-executive directors’ remuneration for the 2018 financial year.

FEESCHAIRPERSON

N$

DIRECTOR/ COMMITTEE MEMBER

N$board 270,000 150,000

risk, audit and compliance committee 157,500 105,000

remuneration and nomination committee 105,000 70,000

Investment committee 105,000 70,000

DIRECTORDIRECTORS’ FEES 2017

N$’000DIRECTORS’ FEES 2016

N$’000F uys 361 407

a angula 297 256

J comalie 310 256

n Harris 306 285

pm Kazmaier 302 40

J Kuehhirt 341 374

m Shikongo 153 151

a Swanepoel 220 219

Total 2 290 1 988



continued

* Resigned 30 June 2016 ** Appointed 1 July 2016, Resigned 28 February 2017

JC Kuehhirt Chairperson - Remuneration and Nomination Committee28 September 2017

REMUNERATION REPORT (CONTINUED)Schedule of non-executive director fees payable per individual per annum:

The fees were benchmarked against the latest pWc namibia report - upper quartile, pWc JSe report - medium and small cap companies (financial services) on the median category and a peer group of SA listed property companies.

An increase of 7% on average was effected to individual or meeting fees for 2018 compared to 2017.

Fees are paid on a quarterly basis.

The chairpersons of the board and various sub-committees are entitled to call meetings outside the scheduled meetings.

The chairpersons of the various committees are responsible to assess the need for the meeting and to determine the duration thereof for remuneration purposes.

Hourly fees are set at n$1,500 per hour with a maximum cap of n$10,000. The daily cap will be paid to members travelling to Windhoek.

The non-executive directors also, in addition to the scheduled meetings as indicated above, attend various ad hoc meetings, participate in telephone conferences and undertake other preparatory work for which no additional fees are paid.

EXECUTIVE DIRECTORS’ FEES FOR THE 2017 FINANCIAL YEARThe fees paid to executive directors for the 2017 financial year were paid on the basis presented in the Integrated annual report. The 2017 fees paid to executive directors, as approved by the remuneration and nomination committee and the board, comprise guaranteed total cost to company and the short-term incentive bonuses attributable to their respective performances in respect of the 2017 financial year, payable in September 2017.

ACTUAL FEES PAID TO EXECUTIVE DIRECTORS FOR THE 2017 FINANCIAL YEAR

FEESCHAIRPERSON

N$

DIRECTOR/ COMMITTEE MEMBER

N$board 288,900 160,500

risk, audit and compliance committee 168,525 112,350

remuneration and nomination committee 112,350 74,900

Investment committee 112,350 74,900

DIRECTOR

SHORT TERM INCENTIVE

2017N$'000

EXECUTIVEREMUNERATION

2017N$'000

SHORT TERM INCENTIVE

2016N$’000

EXECUTIVEREMUNERATION

2016N$’000

SI de Bruin * - - 240 1 600

c Fourie 342 1 633 280 1 400

G van Zyl ** - 1 667 - -

Total 342 3 330 520 3 000



For and approVaL oF THe annuaL FInancIaL STaTemenTS

DIRECTORS’RESPONSIBILITY


The directors are responsible for the preparation of the annual financial statements that fairly present the state of affairs of the company and the Group at the end of the financial year as set out on pages 1 to 81 and 87 to 155.

In order for the company and the board to discharge their responsibilities, management has developed, and continues to maintain, a system of internal control. The board has ultimate responsibility for the system of internal control and periodically reviews its operation, primarily through the risk, audit and compliance committee.

The internal controls include a risk-based system of internal accounting and administrative controls designed to provide reasonable, but not absolute assurance that assets are safeguarded and that transactions are executed and recorded in accordance with generally accepted business practices and the Group’s policies and procedures. These controls are implemented by trained, skilled personnel, with appropriate segregation of duties, are monitored by executive directors and the risk, audit and compliance committee and include a comprehensive budgeting and reporting system operating within an appropriate control framework.

The financial statements have been audited by the independent auditors, Deloitte & Touche, who were given unrestricted access to all financial records and related data including minutes of all meetings of the board of directors and committees of the board. The directors believe that all representations made to the independent auditors during the audit are valid and appropriate. The audit report of deloitte & Touche is presented on page 82 to 86.

The annual financial statements are prepared in accordance with the Namibian companies act and International Financial reporting Standards and incorporate disclosures in line with the accounting philosophy of the Group. They are based on appropriate accounting policies consistently applied, except where otherwise stated, and are supported by reasonable and prudent judgements and estimates.

The directors believe that the Group will be a going concern in the year ahead, as adequate funding facilities are in place and the operational and cash flow budget support this statement. accordingly, the going concern basis has been adopted in the preparation of the annual financial statements.

The annual financial statements for the year ended 30 June 2017 as set out on pages 1 to 81 and 87 to 155 were approved by the board of directors on 10 october 2017 and are signed on behalf of the board by:

F UysChairperson10 october 2017

A AngulaChairperson – Risk, Audit and Compliance Committee


TO THE MEMBERS OF ORYX PROPERTIES LIMITEDReport on the Audit of the consolidated and separate Financial Statements

OPINION We have audited the consolidated and separate financial statements of Oryx Properties Limited (“the company) and its subsidiaries (“the Group”) set out on pages 87 to 140, which comprise the statements of financial position as at 30 June 2017, the statements of comprehensive income, the statements of changes in equity and the statements of cash flows for the year then ended, and the notes to the financial statements, including a summary of significant accounting policies and the Directors report.

In our opinion, the consolidated and separate financial statements present fairly, in all material respects, the consolidated and separate financial position of the Group as at 30 June 2017, and its consolidated and separate financial performance and separate and consolidated cash flows for the year then ended in accordance with International Financial reporting Standards (IFrSs) and the requirements of the companies act of namibia.

BASIS FOR OPINIONWe conducted our audit in accordance with International Standards on auditing (ISas). our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated and Separate Financial Statements section of our report. We are independent of the Group in accordance with the public accountants’ and auditors’’ act 1951 (as amended) (“paab act”) and other independence requirements applicable to performing audits of financial statements in Namibia.

We have fulfilled our other ethical responsibilities in accordance with the PAAB Act code of ethics and in accordance with other ethical requirements applicable to performing audits in namibia. The paab act code of ethics is consistent with the International ethics Standards board for accountants code of ethics for professional Accountants (Parts A and B). We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

KEY AUDIT MATTERSKey audit matters are those matters that, in our professional judgement, were of most significance in our audit of the consolidated and separate financial statements of the current period. These matters were addressed in the context of our audit of the consolidated and separate financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

AUDITOR’S REPORTINDEPENDENT



continued

VALUATION OF INVESTMENT PROPERTIESKEY AUDIT MATTERThe carrying value of the investment properties of the Group amounted to n$2.435 billion (note 5) and the fair value adjustment recorded in the net profit for the year in respect of investment properties was a negative N$3.8 million. Significant judgements and assumptions are made by the directors in determining the fair value of investment property and for the purposes of our audit, we identified the valuation of investment properties as representing a significant risk of material misstatement.

The group’s investment properties comprise of various properties, the most significant being the Maerua Mall node. The models used to determine the fair values for each of the properties differ due to the different nature of each of the properties. The group uses independent valuers to determine the fair values for all of the properties held by the group.

accordingly, the valuation of investment properties is considered to be a key audit matter due to the significance of the balance to the financial statements as a whole, combined with the judgements associated with determining the fair value.

HOW THE MATTER WAS ADDRESSED IN THE AUDITWe assessed the competence, capabilities and objectivity of the directors’ independent valuators, and verified their qualifications. In addition, we discussed the scope of their work with the directors and reviewed their terms of engagement, to confirm their independence and objectivity and to confirm that no scope limitations were placed on them. We confirmed that the valuation methods they used are consistent with IFrS and industry norms.

We performed a sensitivity analysis on the significant assumptions to evaluate the extent of the impact on the fair values and assessed the appropriateness of the entity’s disclosures relating to these sensitivities.

Furthermore, we tested a selection of data inputs underpinning the investment property valuation, including rental income, tenancy schedules, capital expenditure details, acquisition cost schedules and square meter details, against appropriate supporting documentation, to assess the accuracy, reliability and completeness thereof.

our audit procedures focused on testing the estimated lease income and payments through comparisons to agreements, business plans and historical performance.

We found that the assumptions and judgements used for the various properties were appropriate. The discount rates were comparable to the market and both the reversionary capitalisation rates and discount rates used were reasonable.

The disclosures pertaining to the investment property were found to be appropriate and comprehensive.

KEY AUDIT MATTERS (CONTINUED)



continued

OTHER INFORMATIONThe directors are responsible for the other information. The other information comprises the directors’ report, the Risk, Audit and Compliance Committee’s Report and the reports by the Chief Executive Officer, Operations’ Report and Chief Financial Officer, which we obtained prior to the date of this auditor’s report. The other information does not include the consolidated financial statements and our auditor’s report thereon.

Our opinion on the consolidated and separate financial statements does not cover the other information and we do not express an audit opinion or any form of assurance conclusion thereon.

In connection with our audit of the consolidated and separate financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated and separate financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

If, based on the work we have performed on the other information that we obtained prior to the date of this auditor’s report, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

CLASSIFICATION AND DISCLOSURE OF INTEREST BEARING BORROWINGS AND COMPLIANCE WITH LOAN COVENANTSKEY AUDIT MATTERThe Group has a significant amount of interest bearing borrowings and facilities in place. The carrying value of the interest bearing borrowings amounted to n$836 million (note 13.2) as at year end. For the purposes of the audit, we have identified the classification of interest bearing borrowings, compliance with loan covenants and related disclosures as significant risks of material misstatement.

The interest bearing borrowings consist of a number of various loans with different banks and as a result, each loan has different requirements in terms of repayments, interest, expiration and covenants, which provides complexity to the disclosure and classification of the loans.

Accordingly, the classification and disclosure of interest bearing borrowings is considered to be a key audit matter due to the significance of the balance to the consolidated and separate financial statements as a whole, combined with the risk that non-compliance with loan covenants could result in incorrect disclosure between short and long-term classification of debt.

HOW THE MATTER WAS ADDRESSED IN THE AUDITWe independently obtained confirmations for all the loans from the respective financial institutions and compared them to the balances recorded in the accounting records without exceptions.

our procedures were also focused on determining compliance with the loan covenants by analysing each agreement to identify the loan covenants specific to each loan in order to identify any breaches. no breaches were noted. We further analysed the maturity dates as per the contracts and compared them to the disclosures in the consolidated and separate financial statements to ensure that the loans were appropriately disclosed as either short term or long term.

The disclosure of the loans between short and long term was found to be appropriate.

KEY AUDIT MATTERS (CONTINUED)



continued

RESPONSIBILITIES OF THE DIRECTORS FOR THE CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS The directors are responsible for the preparation and fair presentation of the consolidated and separate financial statements in accordance with International Financial Reporting Standards and the requirements of the companies act of namibia and for such internal control as the directors determine is necessary to enable the preparation of consolidated and separate financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated and separate financial statements, the directors are responsible for assessing the Group’s and company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group and company or to cease operations, or have no realistic alternative but to do so.

AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTSOur objectives are to obtain reasonable assurance about whether the consolidated and separate financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISas will always detect a material misstatement when it exists. misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated and separate financial statements.

as part of an audit in accordance with ISas, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the consolidated and separate financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s and company’s internal control.

• evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

• conclude on the appropriateness of the directors’ use of the going concern basis of accounting and based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s and Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated and separate financial statements or, if such disclosures are inadequate, to modify our opinion. our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group and company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the consolidated and separate financial statements, including the disclosures, and whether the consolidated and separate financial statements represent the underlying transactions and events in a manner that achieves fair presentation.


AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS (CONTINUED)

• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group and Company to express an opinion on the consolidated and separate financial statements. We are responsible for the direction, supervision and performance of the group and company audit. We remain solely responsible for our audit opinion.

We communicate with the risk, audit and compliance committee regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the risk, audit and compliance committee with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with the risk, audit and compliance committee, we determine those matters that were of most significance in the audit of the consolidated and separate financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Deloitte & ToucheRegistered Accountants and AuditorsChartered Accountants (Namibia) Ican practice number: 9407per: erwin Tjipukapartner 10 october 2017

Deloitte Building| Maerua Mall Complex| Jan Jonker Road| Windhoek| NamibiaPO Box 47 | Windhoek | Namibia

Partners: E Tjipuka (Managing Partner) | RH McDonald | H de Bruin | J Cronjé | A Akayombokwa | AT Matenda | G Brand* | J Nghikevali | M Harrison* * Director

associate of deloitte africa, a member of deloitte Touche Tohmatsu Limited


continued


DIRECTORS’REPORT

The directors have pleasure in submitting their report, which forms part of the financial statements for the year ended 30 June 2017.

NATURE OF BUSINESSoryx properties Limited is a real estate investment company. The Group derives its income from a portfolio of investment properties in the retail, industrial, office sectors, and listed property shares.

The primary business of oryx properties Limited is long-term investment in quality, rental-generating properties. properties are maintained, upgraded and refurbished, where necessary, so as to increase their long-term value.

oryx properties Limited is listed on the namibian Stock exchange (“nSx”).Financial - property sectorShare code: oryISIn: na0001574913company registration number: 2001/673

ISSUED SHARE CAPITALas at 30 June 2017, there were 77 859 791 (2016: 77 859 791) linked units in issue, each comprising one ordinary share of 1 cent and one unsecured variable rate debenture of 449 cents. a total of 11 809 781 linked units were issued on 21 october 2015 at a price of n$20.00 per linked unit. units in issue are unsecured and bear interest at a variable rate. a premium, net of costs and antecedent debenture interest, arising on issue amounted to n$176 million. The debenture premium is amortised on a straight-line basis over the minimum contractual term of the investment, namely the remaining portion of 25 years from december 2002.


DIRECTORS’ REPORT continued

FINANCIAL REVIEW

refer to note 22 on page 122 for more detail.

The results of the Group are fully set out in the financial reports on pages 87 to 140.

SUBSIDIARIESDetails of the Company’s subsidiaries are reflected in note 7 on page 110.

DIRECTORATEdetails of the directors are set out on pages 22 to 25 of this report. The non-executive and executive directors at the date of this report are:

ATTENDANCE OF DIRECTORS’ AND SUB-COMMITTEE MEETINGSrefer to page 64 for the respective attendance of the board and sub-committees.

DIRECTORS’ FEESrefer to the remuneration report, pages 76 to 79, for the fees paid.

* Appointed 1 July 2016, Resigned 28 February 2017 ** South African*** Appointed as CEO 1 March 2017

2017CENTS PER UNIT

2016CENTS PER UNIT

earnings attributable to linked units 197.58 316.63

Headline earnings attributable to linked units 158.64 163.01

Interest distribution per linked unit 156.75 166.00

dividend per linked unit 10.25 1.00

NAME OF DIRECTOR YEAR OF APPOINTMENT STATUS

F uys 2002 Independent non-executive chairperson

a angula 2013 Independent non-executive director

J comalie 2012 Independent non-executive director

C Fourie *** 2011 Chief Executive Officer | Executive Director

NBS Harris ** 2012 Independent non-executive director

pm Kazmaier 2016 Independent non-executive director

Jc Kuehhirt 2007 Independent non-executive director

m Shikongo 2011 Independent non-executive director

a Swanepoel 2006 Independent non-executive director

G Van Zyl * 2016 Chief Executive Officer | Executive Director



RELATED PARTY INTERESTSThe joint beneficial interests of directors and the Oryx Long Term Incentive Trust (“Trust”) in the equity of the Company as at 30 June 2017 were 5.94% (2016: 5.94%) and can be analysed as follows:

BORROWINGSThe directors are authorised to borrow funds on behalf of the Group, up to an amount not exceeding 60% of the directors’ bona fide valuation of the consolidated real estate portfolio and any other assets of the Group. The Group’s long-term borrowings at 30 June 2017 are disclosed in note 13 to the annual financial statements, representing 33.2% (2016: 29%) of the total assets including the directors’ bona fide valuation of the consolidated real estate portfolio. debentures are excluded from the long-term borrowings for the purpose of the calculation.

ACQUISITIONS, DEVELOPMENTS AND DISPOSALSThe table below provides a summary of the major capital expenditure incurred during the year.

DIRECTOR / TRUST DIRECT BENEFICIAL INDIRECT BENEFICIAL TOTAL

2017LINKED

UNITS %LINKED

UNITS %LINKED

UNITS %

c Fourie 38,722 0.05 - - 38,722 0.05

Trust 45,500 0.06 - - 45,500 0.06

nbS Harris 15,552 0.02 - - 15,552 0.02

Jc Kuehhirt - - 700,178 0.90 700,178 0.90

F uys 31,415 0.04 3,790,161 4.87 3,821,576 4.91

131,189 0.17 4,490,339 5.77 4,621,528 5.94

2016

c Fourie 35,722 0.05 - - 35,722 0.05

Trust 45,500 0.06 - - 45,500 0.06

nbS Harris 15,552 0.02 - - 15,552 0.02

Jc Kuehhirt - - 700,178 0.90 700,179 0.90

F uys 31,415 0.04 3,790,161 4.87 3,821,581 4.91

128,189 0.17 4,490,339 5.77 4,618,534 5.94

PROPERTY 2017N$’000

2016N$’000

baines 664 439

channel Life 6,168 2,290

erf 2671 Walvis bay 12,366 2,527

erven 6660, 6661 & 7780 Joule street 2,216 129

maerua mall (new Virgin active) 50,936 42,587

maerua mall (other) 119 23,601

maerua mall phase Two 2,700 5,701

maerua park 17,950 1,811

Stellenbosch 2,103 8,924

Tuinweg 8,572 965

united Fitness House (Family entertainment centre) 23,557 -

Total additions for the year 131,718 95,440



ACQUISITIONS, DEVELOPMENTS AND DISPOSALS (CONTINUED)The table below provides a summary of the disposals done during the year.

GOING CONCERNThe directors are of the opinion that the company and the Group have adequate resources to continue its operations for the foreseeable future and the annual financial statements have accordingly been prepared on a going concern basis.

SUBSEQUENT EVENTSSubsequent to year end, erf 15718, 86 George blake avenue, Stellenbosch was sold for n$56 million. The property was valued at n$56 million at year end.

* Yield before interest and taxation

PROPERTY

2017N$’000

2017N$’000

2017N$’000

2017DATE

2017%

PROCEEDS COST AT DATE SOLD

SELLING COSTS DATE SOLD YIELD AT

DATE SOLD*

erf 4076 Walmer, bennet Street, port elizabeth

21 000 19 031 718.2 07-oct-16 17.2

F UysChairperson10 october 2017

A AngulaChairperson – Risk, Audit and Compliance Committee


aS aT 30 June 2017

FINANCIAL POSITIONSTATEMENTS OF

GROUP COMPANY

NOTES2017

N$ ‘0002016

N$ ‘0002017

N$ ‘0002016

N$ ‘000

ASSETS

Non-current assets

Investment properties 5 2,388,937 2,276,235 552,422 563,154

- at valuation 2,435,000 2,326,100 567,400 586,400

- Straight-line basis adjustment (46,063) (49,865) (14,978) (23,246)

Furniture and equipment 6 74 128 167 221

Interest in subsidiaries 7 - - 1,223,638 1,103,715

Investment in listed shares 8 1,874 25,045 1,874 25,045

deferred expenditure 9.1 16,630 15,828 2,995 2,245

rental receivable straight-line basis adjustment 33,495 42,516 15,410 20,459

derivative asset 14 - 181 - 181

deferred taxation 15 - - 5,832 -

2,441,010 2,359,933 1,802,338 1,715,020

Current assets

Trade and other receivables 30,234 23,244 14,683 14,193

- Trade and other receivables 9.2 17,665 15,895 12,572 10,279

- rental receivable straight-line basis adjustment 12,569 7,349 2,111 3,914

deferred expenditure 9.1 6,639 6,049 1,871 1,233

derivative asset 14 77 167 77 167

other investments 9.3 28,101 - 28,101 -

cash and cash equivalents 9.4 12,392 9,671 12,391 9,670

77,443 39,131 57,123 25,263

TOTAL ASSETS 2,518,453 2,399,064 1,859,461 1,740,283

EQUITY AND LIABILITIES

Capital and reserves

Share capital 10 779 779 779 779

non-distributable reserves 12 960,931 936,906 302,956 283,007

distributable reserves 10 314 14,922 15,745

961,720 937,999 318,657 299,531

Non-current liabilities

debentures 13.1 349,387 349,387 349,590 349,590

debenture premium 13.1 270,718 296,305 270,960 296,547

Interest-bearing borrowings 13.2 333,067 482,134 333,067 482,134

derivative liability 14 653 167 653 167

deferred taxation 15 12,223 20,738 - 3,892

966,048 1,148,731 954,270 1,132,330

Current liabilities

Trade and other payables 16 15,114 20,718 11,661 16,853

Taxation payable 27 1,058 6,027 371 6,027

derivative liability 14 974 752 974 752

deferred income 17 1,221 1,301 1,210 1,254

Interest-bearing borrowings 13.2 502,866 213,768 502,866 213,768

Linked unitholders for distribution 69,452 69,768 69,452 69,768

590,685 312,334 586,534 308,422

TOTAL EQUITY AND LIABILITIES 2,518,453 2,399,064 1,859,461 1,740,283


GROUP COMPANY

NOTES2017

N$ ‘0002016

N$ ‘0002017

N$ ‘0002016

N$ ‘000

REVENUE 297,095 288,278 96,291 105,852

- Rental - cash flows inherent in leases 300,897 294,228 103,143 108,485

- rental - straight-line adjustment (3,802) (5,950) (6,852) (2,633)

rental expense (96,124) (91,534) (23,901) (22,952)

NET RENTAL INCOME 200,971 196,744 72,390 82,900

Investment income 18 5,863 1,161 129,259 116,517

dividends received 29 1,242 1,841 1,242 1,841

amortisation of debenture premium 13.1 25,587 20,806 25,587 20,806

Profit / (Loss) on sale of investment property 25 1,220 (786) 1,220 (786)

changes in fair value of investment property 15 90,753 (2,673) 32,235

- as per valuations 5 (3,787) 84,803 (10,941) 29,026

- Straight-line basis adjustment 5 3,802 5,950 8,268 3,209

changes in fair value of hedging instruments (978) 3,683 (978) 3,683

changes in fair value of listed investments 8 (28) (90) (28) 45

other expenses 19 (19,517) (15,873) (18,080) (14,030)

OPERATING PROFIT BEFORE FINANCE COSTS AND DEBENTURE INTEREST

214,375 298,239 207,939 243,211

Finance costs 20 (66,218) (67,009) (66,272) (67,066)

OPERATING PROFIT BEFORE DEBENTURE INTEREST 148,157 231,230 141,667 176,145

debenture interest 26 (122,047) (129,247) (122,047) (129,247)

PROFIT BEFORE TAXATION 26,110 101,983 19,620 46,898

Taxation 21 5,591 3,657 7,486 2,037

PROFIT FOR THE YEAR 31,701 105,640 27,106 48,935

other comprehensive income - - - -

TOTAL COMPREHENSIVE INCOME FOR THE YEAR 31,701 105,640 27,106 48,935

PROFIT ATTRIBUTABLE TO:

owners of the company 31,701 105,640 27,106 48,935

non-controlling interest - - - -

31,701 105,640 27,106 48,935

TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO:

owners of the company 31,701 105,640 27,106 48,935

non-controlling interest - - - -

31,701 105,640 27,106 48,935

EARNINGS PER SHARE (CENTS) 22 40.74 142.40 34.83 65.96

EARNINGS PER LINKED UNITS (CENTS) 22 197.58 316.63 191.67 240.19

DISTRIBUTION PER LINKED UNIT (CENTS) 22 156.75 166.00 156.75 166.00

DIVIDEND PAID PER LINKED UNIT (CENTS) 23 10.25 1.00 10.25 1.00


COMPREHENSIVE INCOMESTATEMENTS OF



CHANGES IN EQUITYSTATEMENTS OF

SHARE CAPITALN$ ‘000

DISTRIBUTABLE RESERVES

N$ ‘000

NON-DISTRIBUTABLE

RESERVESN$ ‘000

TOTALN$ ‘000

GROUP

Balance at 1 July 2015 661 264 826,426 827,351

Net profit attributable to linked unitholders - 105,640 - 105,640

Transfer from debenture premium - 5,669 - 5,669

Transfer to non-distributable reserves - (110,480) 110,480 -

dividend paid - (779) - (779)

Issue of linked units 118 - - 118

Balance at 30 June 2016 779 314 936,906 937,999



Transfer from non-distributable reserves - 3,697 (3,697) -

dividend paid / declared - (7,980) - (7,980)

Balance at 30 June 2017 779 10 960,931 961,720

COMPANY

Balance at 1 July 2015 661 15,985 228,942 245,588


Transfer from debenture premium - 5,669 - 5,669


dividend paid - (779) - (779)

Issue of linked units 118 - - 118

Balance at 30 June 2016 779 15,745 283,007 299,531



Transfer from non-distributable reserves - 3,697 (3,697) -

dividend paid / declared - (7,980) - (7,980)

Balance at 30 June 2017 779 14,922 302,956 318,657



CASH FLOWSSTATEMENTS OF

GROUP COMPANY

NOTES2017

N$ ‘0002016

N$ ‘0002017

N$ ‘0002016

N$ ‘000

OPERATING ACTIVITIES

cash generated by operating activities 25 176,237 184,880 52,073 70,624

Interest received 18 1,863 1,161 125,259 116,517

dividend received 29 1,506 1,577 1,506 1,577

Finance costs 20 (66,218) (67,009) (66,272) (67,066)

distribution paid to linked unitholders 26 (130,343) (117,580) (130,343) (117,580)

Taxation paid 27 (7,893) - (7,894) -

Net cash (outflow) / inflow (24,848) 3,029 (25,671) 4,072

INVESTING ACTIVITIES

additions to investment properties 5 (131,718) (95,439) (10,972) (17,965)

acquisition of furniture and equipment 6 (37) (84) (37) (84)

Investment in listed shares 8 (1,902) (25,135) (1,902) (25,000)

proceeds on the sale of listed shares 8 29,045 - 29,045 -

Investment in other investments 9.3 (28,101) - (28,101) -

Investment in subsidiary companies 7 - - (119,923) (78,930)

proceeds on disposal of investment properties 20,251 59,106 20,251 59,106

Net cash outflow (112,462) (61,552) (111,639) (62,873)

FINANCING ACTIVITIES

net movement on loans 140,031 (176,199) 140,031 (176,199)

proceeds from the issue of linked units 28 - 234,600 - 234,879

Net cash inflow 140,031 58,401 140,031 58,680

NET CHANGE IN CASH AND CASH EQUIVALENTS 2,721 (122) 2,721 (121)

CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 9.4 9,671 9,793 9,670 9,791

CASH AND CASH EQUIVALENTS AT END OF YEAR 9.4 12,392 9,671 12,391 9,670


30 June 2017

FINANCIAL STATEMENTSNOTES TO THE ANNUAL

1. GENERAL INFORMATIONoryx properties Limited (“the company”) is a limited company incorporated in namibia. The address of its registered office is disclosed in the administration section of the Integrated Annual Report. The principal activities of the company and its subsidiaries (“the Group”) are described in the directors’ report.

detailed below are the accounting policies adopted for the current year.

2. ADOPTION OF NEW AND REVISED STANDARDSThe Group’s annual financial statements have been prepared in accordance with International Financial reporting Standards (“IFrS”) and interpretations issued by the IFrS Interpretations committee (“IFrIc”) of the IASB. At the date of these financial statements the following Standards and Interpretations are not yet effective and will be adopted, where applicable, in future years.

The following Standards and Interpretations have been issued but are not yet effective:

INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRSS)STANDARD TITLE PRONOUNCEMENT ISSUED EFFECTIVE DATE APPLICABLE

IFrS 1

First-time adoption of International Financial reporting Standards

amendments regarding annual improvements to IFrS Standards 2014-2016 cycle - clarification of the scope

december 2016

annual periods beginning on or after 1 January 2018

yes

IFrS 9Financial Instruments

accounting requirements for financial instruments, replacing IaS 39 Financial instruments: recognition and measurement.

July 2014annual periods beginning on or after 1 January 2018

yes

IFrS 12 disclosure of Interests in other entities

amendments regarding annual improvements to IFrS Standards 2014-2016 cycle - clarification of the scope

december 2016


yes

IFrS 15 revenue from contracts with customers

original issue may 2014

applies to an entity's first annual IFRS financial statements for a period beginning on or after 1 January 2018

yes


amendments to defer the effective date to 1 January 2018

September 2015


yes


Clarifications to IFRS 15 april 2016annual periods beginning on or after 1 January 2018

yes

IFrS 16 Leases original issueJanuary 2016


yes


30 June 2017


continued

INTERNATIONAL ACCOUNTING STANDARDS (IASS)STANDARD TITLE PRONOUNCEMENT ISSUED EFFECTIVE DATE APPLICABLE

IaS 7Statement of cash Flows

amendments as result of the disclosure initiative

January 2016


yes

IaS 12 Income Taxesamendments regarding the recognition of deferred tax assets for unrealised losses

January 2016


yes

IaS 28Investments in associates and Joint Ventures

amendments regarding the effective date of amendments

december 2015

defer the effective date of September 2014 amendments indefinitely

not currently, but could be in the future depending on dealings

IaS 28Investments in associates and Joint Ventures

amendments regarding annual improvements to IFrS standards 2014-2016 cycle (measuring an associate or joint venture at fair value)

december 2016


not currently, but could be in future depending on dealings

IaS 39

Financial Instruments: recognition and measurement

amendments to permit an entity to elect to continue to apply the hedge accounting requirements in IaS 39 for a fair value hedge of the interest rate exposure of a portion of a portfolio of financial assets or financial liabilities when IFrS 9 is applied, and to extend the fair value option to certain contracts that meet the 'own use' scope exception

november 2013

applies when IFrS 9 is applied

yes

IaS 40Investment property

amendments regarding transfers of Investment property

december 2016


yes

IFrIc 22

Foreign currency Transactions and advance consideration

determination of date of transaction when consideration paid in advance.

december 2016


not currently, but could be in future depending on dealings

IFrIc 23uncertainty over income tax treatments

The interpretation addresses the determination of taxable profit (tax loss), tax bases, unused tax losses, unused tax credits and tax rates, when there is uncertainty over income tax treatments under IaS 12.

June 2017annual periods beginning on or after 1 January 2019

yes

The impact of the above amendments on the group operations has not been assessed. It is not practical to provide a reasonable estimate of the effect until a detailed review has been completed.


30 June 2017


continued

3. ACCOUNTING POLICIESThe financial statements incorporate the principal accounting policies set out below and apply to the Group’s and Company’s financial statements.

3.1 STATEMENT OF COMPLIANCEThe Group financial statements comprise the consolidated and separate financial statements. The annual financial statements are prepared in accordance with IFRS and the requirements of the Companies Act of Namibia. All accounting policies applied in the preparation of these annual consolidated financial statements are in terms of IFRS and are consistent with those applied in the previous consolidated and separate financial statements.

3.2 BASIS OF PREPARATIONThe annual consolidated financial statements are prepared on the historical cost basis except for investment properties and financial instruments that are measured at revalued amounts or fair values at the end of the reporting period, as explained in the accounting policies below.

Historical cost is generally based on the fair value of the consideration given in exchange for goods and services.

Fair value adjustments do not affect the calculation of distributable earnings; however, they do affect the net asset value per linked unit to the extent that the adjustments are made to the carrying value of the assets and liabilities.

The functional currency of the Group is the namibian dollar (“n$”) and all amounts are rounded to the nearest thousand.

3.3 BASIS OF CONSOLIDATIONThe consolidated financial statements incorporate the financial statements of the Company and entities controlled by the company (its subsidiaries). an investor determines whether it is a parent by assessing whether it controls one or more investees. an investor considers all relevant facts and circumstances when assessing whether it controls an investee. an investor controls an investee if and only if the investor has all the following elements: • power over the investee, i.e. the investor has existing rights that give it the ability to direct the relevant

activities (the activities that significantly affect the investee’s returns);• exposure, or rights, to variable returns from its involvement with the investee; and• the ability to use its power over the investee to affect the amount of the investor’s returns.

The Group reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of controls listed above.

The results of subsidiaries acquired or disposed of during the year are included in the consolidated statement of comprehensive income from the effective date of acquisition or up to the effective date of disposal, as appropriate.

The purchase method of accounting is used to account for the acquisition of subsidiaries by the Group. The cost of an acquisition is measured in accordance with the purchase price agreed for the company plus costs directly attributable to the acquisition. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date, irrespective of the extent of any minority interest. The excess of the cost of acquisition over the fair value of the Group’s share of the identifiable net assets acquired is recorded as goodwill. If the cost of acquisition is less than the fair value of the net assets of the subsidiary acquired, the difference is recognised directly in profit and loss.


30 June 2017


continued

3. ACCOUNTING POLICIES (CONTINUED)3.3 BASIS OF CONSOLIDATION (CONTINUED)Before recognising a gain on a bargain purchase, the acquirer shall reassess whether it has correctly identified all the assets acquired and all the liabilities assumed and shall recognise any additional assets or liabilities that are identified in that review. The acquirer shall then review the procedures used to measure the amounts this IFrS requires to be recognised at the acquisition date for all the following:

(a) the identifiable assets acquired and liabilities assumed;(b) the non-controlling interest in the acquiree, if any;(c) for a business combination achieved in stages, the acquirer’s previously held equity interest in the acquiree; and(d) the consideration transferred.

Inter-company transactions, balances and unrealised gains on transactions between Group companies are eliminated, except for inter-company interest during the period of construction or refurbishment, which is capitalised to the cost of the property. unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

3.4 INVESTMENT PROPERTIESInvestment property consists of land and buildings, installed equipment and undeveloped land held to earn rental income for the long term and subsequent capital appreciation (including property under construction for such purposes).

Investment properties are initially recorded at cost, including transactions costs. Subsequent expenditure, other than tenant installation costs, relating to investment properties is capitalised when it is probable that future economic benefits from the use of the asset will be increased. All other subsequent expenditure is recognised as an expense in the period in which it is incurred.

after initial recognition investment properties are measured at fair value. Fair values are determined bi-annually. Gains or losses arising from changes in the fair values are included in net profit for the period in which they arise. unrealised gains are transferred to a non-distributable reserve in the statement of changes in equity. unrealised losses are transferred against a non-distributable reserve to the extent that the decrease does not exceed the amount held in the non-distributable reserve. Investment property is maintained, upgraded and refurbished, where necessary, to preserve or improve the capital value as far as it is possible to do so. maintenance and repairs which neither materially add to the value of the properties nor prolong their useful lives are charged against the statement of comprehensive income.

The fair value of the investment property reflects, among other things, rental income from current leases and assumptions about rental income from future leases in the light of current market conditions. The fair value also reflects, on a similar basis, any cash outflows that could be expected in respect of the property.

on disposal of investment properties, the difference between the net disposal proceeds and the carrying value is charged or credited to the statement of comprehensive income and then transferred from/to non-distributable reserves provided that such transfer shall not result in an accumulated loss.

3.5 BORROWING COSTSborrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period to get ready for their intended use or sale, are added to the cost of those assets, until the assets are substantially ready for their intended use or sale. Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalisation.

all other borrowing costs are recognised in the statement of comprehensive income for the year in which they are incurred.


30 June 2017


continued

3. ACCOUNTING POLICIES (CONTINUED)3.6 FURNITURE AND EQUIPMENTItems of furniture and equipment are initially recognised at cost if it is probable that any future economic benefits associated with the items will flow to the Group and it has a cost that can be measured reliably. Subsequent expenditure is capitalised when it is measurable and will result in probable future economic benefits. expenditure incurred to replace a component of an item of furniture or equipment is capitalised to the cost of the item of furniture and equipment and the part replaced is derecognised. all other expenditure is recognised in profit or loss as an expense when incurred. Subsequent to initial recognition furniture and equipment are stated at cost less accumulated depreciation and impairment losses. Furniture and equipment is depreciated on the straight-line basis over the period over which the assets are expected to be available for use by the Group. depreciation is recognised in the statement of comprehensive income. The following depreciation rates have been used:

Equipment 33.33% per annumFurniture 20.00% per annum

Items of furniture and equipment are derecognised on disposal or when no future economic benefits are expected from their use or disposal.

The gain or loss arising on the disposal or retirement of an item of furniture and equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognised in the statement of comprehensive income.

The useful lives and residual values of equipment are reviewed annually.

3.7 TAXATIONTax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of comprehensive income because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. Income tax expense represents the sum of tax currently payable and deferred tax. The Group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting date.

deferred taxation is provided for using the liability method, based on temporary differences. Temporary differences are differences between the carrying amounts of assets and liabilities for financial reporting purposes and their tax base. deferred taxation is charged to the statement of comprehensive income except to the extent that it relates to a transaction that is recognised directly in equity, or a business combination that is an acquisition. Deferred tax charges reflect the tax consequences that follow from the manner in which the entity expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.

deferred tax assets or liabilities that arise from the revaluation of a non-depreciable asset are measured on the basis of the tax consequences that would follow from recovery of the carrying amount of that asset through sale. This is regardless of measuring the carrying amount of that asset.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and is reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be realised.

deferred tax liabilities are generally recognised for all taxable temporary differences and deferred taxation assets are recognised to the extent that it is probable that future taxable profits will be available against which the associated unused tax losses and deductible temporary differences can be utilised.

deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries and associates, and interest in joint ventures, except where the Group is unable to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future.


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3. ACCOUNTING POLICIES (CONTINUED)3.7 TAXATION (CONTINUED)deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis.

3.8 IMPAIRMENT OF TANGIBLE ASSETSThe Group assesses all assets, which are subject to amortisation or depreciation, for indications of an impairment loss or the reversal of a previously recognised impairment at each reporting date. Should there be indications of impairment, the assets’ recoverable amounts are estimated. These impairments (where the carrying amount of an asset exceeds its recoverable amount) or the reversal of a previously recognised impairment are recognised in the statement of comprehensive income. The recoverable amount of an asset is the higher of its fair value less cost to sell and its value in use. The recoverable amount is determined for the cash-generating unit for which there are separate identifiable cash flows. A previously recognised impairment loss will be reversed if the recoverable amount increases as a result of a change in the estimates used previously to determine the recoverable amount, but not to an amount higher than the carrying amount that would have been determined, net of depreciation or amortisation, had no impairment loss been recognised in prior periods.

3.9 INVESTMENT IN SUBSIDIARIESIn the company’s separate annual financial statements, investments in subsidiaries are carried at cost less any accumulated impairment. Oryx holds a 100% shareholding in all subsidiaries and therefore they are controlled by the company. The management of the subsidiaries is also performed by oryx.

3.10 FINANCIAL INSTRUMENTSFinancial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of a financial instrument.

Financial assets and liabilities are initially recognised at fair value. Transaction costs that are directly attributable to the acquisition or issue of the financial asset or financial liability (other than the financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial asset or financial liabilities, as appropriate, on initial recognition. Transaction costs attributable to the acquisition of financial assets and / or liabilities at fair value through profit or loss are recognised immediately in profit or loss.

3.11 FINANCIAL ASSETSFinancial assets are classified into the following specified categories: Financial assets ‘at fair value through profit or loss’(“FVTPL”), ‘held-to- maturity’ investments, available-for-sale’ (“AFS”) financial asset and ‘loans and receivables’. The classification depends on the nature and purpose of the financial assets and is determined at the time of initial recognition. All regular way purchases or sales of financial assets are recognised and derecognised on trade date basis.

(i) Effective interest methodThe effective interest rate method is a method of calculating the amortised cost of a debt instrument and of allocating interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial asset, or, where appropriate, a shorter period, to the net carrying amount on initial recognition. Income is recognized on an effective interest basis for debt instruments other than those financial assets classified as FVTpL.

(ii) Financial assets at FVTPLFinancial assets are classified as at FVTPL when the financial asset is (i) contingent consideration that may be paid by an acquirer as part of business combination to which IFrS 3 applies, (ii) held for trading, or (iii) is designated as at FVTpL.


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3. ACCOUNTING POLICIES (CONTINUED)3.11 FINANCIAL ASSETS (CONTINUED) (ii) Financial assets at FVTPL (continued)A financial asset is classified as held for trading if:

- it has been acquired principally for the purpose of selling in the near term; or - on initial recognition it is part of a portfolio of identified financial instruments that the Group manages

together and has a recent actual pattern of short-term profit-taking; or - it is a derivative that is not designated and effective as a hedging instrument.

Financial assets that the Group has elected, on initial recognition date, to designate as at fair value through profit or loss are those that meet any one of the following criteria:

- such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise; or

- the instrument forms part of a group of financial instruments that is managed, evaluated and reported on using a fair value basis in accordance with a documented risk management or investment strategy and information is provided about the grouping is provided internally on that basis; or

- the financial instrument contains an embedded derivative, which significantly modifies the cash flows of the host contract or where the embedded derivative would clearly require separation.

Financial assets at FVTpL are stated at fair value, with any gains or losses arising on remeasurement recognized in profit or loss. The net gain or loss incorporates any dividend or interest earned on the financial asset and is included in the ‘other gains and losses’ line item. Fair value is determined in the manner described in note 34.

(iii) Loans and receivablesLoans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market, other than those classified by the Group as at fair value through profit or loss. Financial assets classified as loans and receivables are carried at amortised cost less any impairment, with interest income recognised in the statement of comprehensive income.

(iv) Impairment of financial assetsThe Group assesses at each reporting date whether there is objective evidence that a financial asset or group of financial assets is impaired. A financial asset or a group of financial assets is impaired and impairment losses are incurred if, and only if, there is objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the asset (a ‘loss event’) and that loss event (or events) has an impact on the estimated future cash flows of the financial asset or group of financial assets that can be reliably estimated. Objective evidence that a financial asset or group of assets is impaired includes observable data that comes to the attention of the Group about the following loss events:

- significant financial difficulty of the issuer or obligor; - a breach of contract, such as a default or delinquency in interest or principal payments; - the disappearance of an active market for that financial asset because of financial difficulties; or - observable data indicating that there is a measurable decrease in the estimated future cash flows from

a group of financial assets since the initial recognition of those assets, although the decrease cannot yet be identified with the individual financial assets in the Group, including national or local economic conditions that correlate with defaults on the assets in the Group.

(v) Derecognition All financial assets are derecognised on trade date, which is when the Group commits to selling a financial asset.

The Group derecognises a financial asset when and only when: - the contractual rights to the cash flows arising from the financial assets have expired or have been

forfeited by the Group; or - it transfers the financial asset including substantially all the risks and rewards of ownership of the asset; or - it transfers the financial asset, neither retaining nor transferring substantially all the risks and rewards of

ownership of the asset, but no longer retains control of the asset.


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3. ACCOUNTING POLICIES (CONTINUED)3.11 FINANCIAL ASSETS (CONTINUED) (v) Derecognition (continued)The difference between the carrying amount of a financial asset (or part thereof) derecognised and the consideration received, including any non-cash assets received or liabilities extinguished, is recognised in the statement of comprehensive income for the year.

3.12 FINANCIAL LIABILITIES(i) Classification as debt or equityDebt and equity instruments are classified either as financial liabilities or as equity in accordance with the substance of the contractual arrangement and the definitions of a financial liability and an equity instrument.

(ii) Equity instrumentsan equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. equity instruments issued by the Group are recorded at the proceeds received, net of direct issue costs.

(iii) Financial liabilitiesFinancial liabilities are classified as either financial liabilities ‘at FVTPL’ or ‘other financial liabilities’. Financial liabilities at FVTPLFinancial liabilities are classified as at FVTPL when the financial asset is (i) contingent consideration that may be paid by an acquirer as part of business combination to which IFrS 3 applies, (ii) held for trading, or (iii) is designated as at FVTpL. A financial liability is classified as held for trading if:

• it has been acquired principally for the purpose of selling in the near term; or• on initial recognition it is part of a portfolio of identified financial instruments that the Group manages

together and has a recent actual pattern of short-term profit-taking; or• it is a derivative that is not designated and effective as a hedging instrument.

Financial liabilities that the Group has elected, on initial recognition date, to designate as at fair value through profit or loss are those that meet any one of the following criteria:

- such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise; or

- the instrument forms part of a group of financial instruments that is managed, evaluated and reported on using a fair value basis in accordance with a documented risk management or investment strategy and information is provided about the grouping is provided internally on that basis; or

- the financial instrument contains an embedded derivative, which significantly modifies the cash flows of the host contract or where the embedded derivative would clearly require separation.

Financial liabilities at FVTpL are stated at fair value, with any gains or losses arising on remeasurement recognized in profit or loss. The net gain or loss incorporates any dividend or interest earned on the financial asset and is included in the ‘other gains and losses’ line item. Fair value is determined in the manner described in note 34.

Other financial liabilitiesAll financial liabilities, other than those at fair value through profit and loss, are classified as other financial liabilities and are measured at amortised cost using the effective interest method. The fair value amounts are disclosed in the notes to the financial statements.


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3. ACCOUNTING POLICIES (CONTINUED)3.12 FINANCIAL LIABILITIES (CONTINUED)Other financial liabilities (continued) The effective interest rate method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial liability, or, where appropriate, a shorter period, to the net carrying amount on initial recognition.

(v) Derecognition The Group derecognises financial liabilities when, and only when, the Group’s obligations are discharged, cancelled or have expired. The difference between the carrying amount of the financial liability are derecognised and the consideration paid and payable is recognised in profit or loss.

(vi) Offsetting financial instruments, related income and expense itemsFinancial assets and liabilities are offset and the net amount reported in the statement of financial position only when there is a legally enforceable right to set off and there is intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Income and expense items are offset only to the extent that their related instruments have been offset in the statement of financial position.

3.13 ORDINARY SHARESOrdinary shares are classified as equity. Each ordinary share is linked to a debenture, together comprise a linked unit. Incremental costs directly attributable to the issue of ordinary shares are recognised as a deduction from equity

3.14 DEBENTURES AND DEBENTURE PREMIUMDebenture and debenture premium are classified under borrowings.

debentures are recognised at nominal value.

debenture premium is separately disclosed and is recognised at the proceeds net of nominal value of debenture and transaction costs of issue. debenture premium is amortised on a straight-line basis over the minimum contractual term of the debt instrument, namely the remaining portion of 25 years from december 2002.

In terms of the Debenture Trust Deed the interest entitlement on each debenture shall be not less than 90% of the net earnings of the company before providing for debenture interest, depreciation, amortisation and taxes (other than deferred taxation charges) and before taking into account any revaluation surpluses and income which are to be transferred to any non-distributable reserves, but after provision for funding cost, whether interest or dividend in nature, and also after transfers to non-distributable reserves.

3.15 TREASURY LINKED UNITSLinked units in oryx properties Limited held by oryx Long Term Share Incentive Trust (“Trust”) are held for employee participants in the Executive Incentive Scheme and classified as treasury linked units. The book value of these linked units, together with related transaction costs, is deducted from equity, but disclosed separately in the statement of changes in equity. The issued and weighted average number of linked units are reduced by the treasury linked units for the purposes of the basic and headline earnings per linked unit calculations.

The issued number of linked units is not reduced by the treasury linked units for the purpose of the interest distribution per linked unit calculations. Interest distribution received on treasury shares are recognised as income in the Trust and is utilised in meeting operational costs of the Trust. When treasury linked units held for employee participants’ vest in such participants, the linked units will no longer be classified as treasury linked units, their cost will no longer be deducted from equity and their number will be taken into account for the purposes of basic and headline earnings per linked unit calculations.


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3. ACCOUNTING POLICIES (CONTINUED)3.16 PROVISIONSprovisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that the Group will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows.

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, the receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

3.17 REVENUE RECOGNITIONRental incomerevenue comprises gross rental income as determined in terms of note 3.20, including all recoveries from tenants. casual parking is recorded on a cash-received basis. contingent rents (turnover rentals) are included in revenue when the amounts can be reliably measured.

Interest incomeInterest income from a financial asset is recognised when it is probable that the economic benefits will flow to the Group and the amount of income can be measured reliably. Interest income is accrued on a time basis, by references to the principal outstanding and at the effective interest rate applicable.

Dividend incomedividends are recognised when the right to receive them is established (provided that it is probable that the economic benefits will flow to the Group and the amount of revenue can be measured reliably).

3.18 DEFERRED EXPENSESdeferred expenses comprise tenant installation costs and letting commissions that are amortised on a straight-line basis over the lease period to which they relate.

3.19 SEGMENT REPORTINGInformation reported to the Group’s chief operating decision maker, for the purpose of resource allocation and assessment of its performance, is based on the economic sectors in which the investment properties operate. The Group’s has determined that its chief operating decision maker is the ceo.

management has determined the operating segments based on the reports reviewed by the ceo in making strategic decisions. The ceo considers the business based on the following operating segments:Office – comprises commercial propertiesRetail – comprises shopping centresIndustrial – comprises industrial propertiesFund – comprises head office and administration function

The operating segments derive their revenue primarily from revenue income from lessees. all of the Group’s business activities and operating segments are reported within the above segments.

3.20 LEASESLeases where the lessor retains the risk and rewards of ownership of the underlying asset are classified as operating leases. rental income (net of any incentives given to lessees) from operating leases is recognised on a straight-line basis over the term of the relevant lease. assets leased out under operating leases are included under investment property in the statement of financial position (note 5). Initial direct costs incurred in negotiating and arranging are added to the carrying amount of the leased asset and recognised as an expense over the lease term on the same basis as the rental income.


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3. ACCOUNTING POLICIES (CONTINUED)3.21 CONTINGENT LIABILITIESThe Group discloses a contingent liability where:

- it is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the enterprise, or

- it is not probable that an outflow of resources will be required to settle an obligation, or - the amount of the obligation cannot be measured with sufficient reliability.

3.22 FOREIGN CURRENCYForeign currency transactions Transactions in foreign currencies are translated to the respective functional currencies of Group entities at prevailing exchange rates at the dates of the transactions. no foreign assets or liabilities are carried on the statement of financial position.

3.23 EMPLOYEE BENEFITSShort-term benefitsThe cost of all short-term employee benefits is recognised in the statement of comprehensive income during the period in which the employee renders the related service. Short-term employee benefits are measured on an undiscounted basis. The accrual for employee entitlements to salaries, bonuses, staff incentive schemes and annual leave represents the amount which the Group has a present legal or constructive obligation to pay as a result of employees’ services provided up to the reporting date.

Other long-term employee benefitsThe Group’s net obligation in respect of long-term employee benefits, is the amount of future benefits that employees have earned in return for their service during the incentive cycle in respect of the linked units allocated to executives in accordance to the performance and award criteria set out in the Trust deed. The loan to the Trust for the purchase of the linked units was accounted for under IAS 19: Employee benefits, and eliminated upon consolidation.

3.24 NON-DISTRIBUTABLE RESERVEThe non-distributable reserve relates to items that are not distributable to unit holders, such as fair value adjustments on the revaluation of investment property, treasury linked units, derivatives, the straight-line lease income adjustment, non-cash charges, capital items, deferred taxation and bargain purchases.

3.25 CASH AND CASH EQUIVALENTScash and cash equivalents comprise cash balances and call deposits with maturities of three months or less from the acquisition date. cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of change in fair value. Cash and cash equivalents are measured at amortised cost, which approximates fair value. Interest earned on cash invested with financial institutions is recognised on an accrual basis using the effective interest method.

3.26 DEFERRED INCOMEdeferred income comprise rental and recoveries received in advance and are recorded on a straight-line basis over the underlying contract period.

3.27 LISTED AND OTHER INVESTMENTSListed investments consists of shares in Tower property fund and is initially recorded at fair value on purchase of such investment with any gains or losses subsequent to initial recognition being recorded in profit and loss. Fair value is determined in the manner as described in note 3.11.

other investments consist of money market fund and is initially recorded at fair value on purchase of such investment with any gains or losses subsequent to initial recognition being recorded in profit and loss. Fair value is determined in the manner as described in note 3.11. Income is recorded in terms of note 3.17.


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4. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTSestimates and judgements are continually evaluated and are based on historical experience as adjusted for current market conditions and other factors.

4.1 CRITICAL ACCOUNTING ESTIMATES AND ASSUMPTIONSThe Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.

(a) Estimate of fair value of investment propertiesThe best evidence of fair value is current prices in an active market for similar leases and other contracts. In the absence of such information, the Group determines the amount within a range of reasonable fair value estimates. In making its judgement, the Group considers information from a variety of sources including:

I. current prices in an active market for properties of different nature, condition or location (or subject to different lease or other contracts), adjusted to reflect those differences;

II. recent prices of similar properties in less active markets, with adjustment to reflect any changes in economic conditions since the date of the transactions that occurred at those prices; and

III. discounted cash flow projections based on reliable estimates of future cash flows, derived from the terms of any existing lease and other contracts and (where possible) from external evidence such as current market rents for similar properties in the same location and condition, and using discount rates that reflect current market assessments of the uncertainty in the amount and timing of the cash flows.

refer to note 34 for the valuation techinques as well as the inputs into the model.

(b) Principal assumptions for management’s estimation of fair valueIf information on current or recent prices of investment properties is not available, the fair values of investment properties are determined using discounted cash flow valuation techniques. The Group uses assumptions that are mainly based on market conditions existing at each statement of financial position date (Refer to note 34 for financial disclosure).

The methodology applied in determining the valuations: in determining the valuation the project income (based on the receipt of contractual rentals or expected future market rentals), adjusted for forecasted expenses discounted at appropriate discount rates is determined for a period of 10 years. The present value of the values is combined with the residual values, which is the anticipated selling value at present value. parameters which are applied during the valuation are: market rental growth, expenses inflation, period of cash flows, discount rate, capitalisation rate and reversionary rate. These valuations are regularly compared to actual market yield data, and actual transactions by the Group and those reported by the market.

The expected future market rentals are determined on the basis of current market rentals for similar properties in the same location and condition.

(c) Provision for impairment of trade receivablesSubject to management’s discretion, provision for impairment is provided at 50% of outstanding balance, excluding VAT, for debt ageing and / or 60 and 90 days and 100% of outstanding balance, excluding VAT, for debt ageing 120 days or more.

(d) Estimate of derivative liabilityThese are over-the-counter (“oTc”) agreements between two parties to exchange periodic payments of interest over a set period based on notional principal amounts. Interest rate swaps exchange floating rates for fixed rates of interest based on notional amounts. The fair value of a derivative financial instrument is the amount at which it could be exchanged in a current transaction between willing parties, other than a forced liquidation or sale. Fair values are obtained from quoted market prices and discounted cash flow models.


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4. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS (CONTINUED)4.2 CRITICAL JUDGEMENTS IN APPLYING THE GROUP’S ACCOUNTING POLICIESAllocation of share premium and debenture premiumThe Group has determined, in terms of the requirements of accounting standards, that the linked unit premium should be classified as debenture premium and not share premium. Debenture premium will be amortised over the minimum contractual period of the debentures, namely the remaining portion of 25 years from december 2002 (Refer to note 13.1 for financial disclosure).

Non-distributable reservesThe Group transfers all capital profits and unrealised profits to non-distributable reserves (Refer to note 12 for financial disclosure). Balances arising due to accounting anomalies are transferred to non-distributable reserves at the discretion of the directors and these currently comprise:

- Straight-line adjustments - deferred taxation on revaluations - amortisation of debenture premium - Fair value adjustments on investment properties - Fair value adjustments in interest rate swaps

At subsidiary level, it is the Group’s policy to allow for the distribution of capital and other unrealised profits to the holding company. at subsidiary level, these reserves are shown as distributable, but at Group level, these are classified as non-distributable. Deferred taxation on Investment propertiesFor the purpose of measuring deferred taxation liabilities or deferred taxation assets arising from investment properties that are measured using the fair value model, the directors have reviewed the Group’s investment property portfolio and concluded that the Group’s investment properties are not held under a business model whose objection is to consume substantially all of the economic benefits embodied in the investment properties over time, but rather through sale. Therefore, in determining the Group’s deferred taxation on the investment properties, the directors have determined that the presumption that the carrying amounts of investment properties measured using the fair value model are recovered entirely through sale is not rebutted. as a result, the Group has not recognised any deferred taxes on changes in fair value of investment properties as the Group is not subject to any income taxes on the fair value changes of the investment properties on disposal. Control over all subsidiariesNote 7 to the annual financial statements describes the subsidiaries of Oryx Properties Limited. The ownership interest of all these subsidiaries are 100% and equates to 100% of the voting rights. The directors of Oryx Properties Limited assessed whether or not the Group has control over these subsidiaries based on whether the Group has the practical ability to direct the relevant activities of these subsidiaries unilaterally. In making their judgement the directors considered the size of shareholding and voting rights. The directors concluded that the Group has the dominant voting interest and shareholding to direct the relevant activities of these subsidiaries and therefore the Group has control over all these subsidiaries.


property descriptions of freehold investment properties are detailed on page 43 to 45 of this report.

Included in the portfolio are two South african properties, with property values of n$56 million (Stellenbosch) and n$14 million (caravelle Street, port elizabeth) respectively, for which sales agreements effective after year-end, subject to suspensive sales conditions, have already been signed. at date of this report the transfer of the Stellenbosch property was successfully completed. Investment properties were independently valued at their market value at 30 June 2017 by T moulder FrIcS FIV (Sa) of broll Valuation and advisory Services. The vacant industrial land was valued based on the purchase price for similar land and after taking into account the size, location and physical attributes. The remainder of the valuations were performed in line with prior year. The valuator has extensive experience in commercial, retail and industrial valuations throughout South africa and namibia.

erf 4076 Walmer, bennet Street, port elizabeth was sold on 7 october 2016, for the total proceeds of n$21 million. The fair value of the property was valued at n$19 million. after incurring selling costs and commissions the Company made a profit of N$1,2 million. In the prior year Erven 2604, 2605, 2608 and 3776, New Bolt Street, Korsten, port elizabeth were sold on 25 april 2016, for total proceeds of n$60,9 million. The fair vale of the property was valued at n$59 million. after incurring selling costs and commissions the company made a loss of n$0,786 million.

Average capitalisation rate is 8.5% (2016: 9%) reflecting the nature and location of the property, the tenant and duration of the lease, and whether the passing rentals were market related.

GROUP COMPANY

2017N$ ‘000

2016N$ ‘000

2017N$ ‘000

2016N$ ‘000

5. INVESTMENT PROPERTIESbalance at fair value at beginning of year 2,276,235 2,149,935 563,154 572,846

Investment properties at valuation 2,326,100 2,205,749 586,400 599,300

cumulative rental straight-line adjustments (49,865) (55,814) (23,246) (26,454)

additions through subsequent expenditure 131,718 95,439 10,972 17,965

Fair value adjustments (3,787) 84,803 (10,941) 29,026

disposals (19,031) (59,892) (19,031) (59,892)

rental straight-line basis adjustment 3,802 5,950 8,268 3,209

balance at fair value at end of year 2,388,937 2,276,235 552,422 563,154

Investment properties at valuation 2,435,000 2,326,100 567,400 586,400

cumulative rental straight-line adjustments (46,063) (49,865) (14,978) (23,246)

30 June 2017


continued


30 June 2017


continued

GROUP COMPANY

2017N$ ‘000

2016N$ ‘000

2017N$ ‘000

2016N$ ‘000

5. INVESTMENT PROPERTIES (CONTINUED)revenue 297,095 288,278 96,291 105,852

rental - straight-line basis adjustment (3,802) (5,950) (6,852) (2,633)

Rental - cash flows inherent in leases 300,897 294,228 103,143 108,485 direct operating expenses arising on the investment properties (96,124) (91,534) (23,901) (22,952)

net rental income 200,971 196,744 72,390 82,900

properties encumbered are as follows:

nedbank Limited facility (note 13.2) 123,067 122,744 123,067 122,744

Secured by:

all South african properties, excluding caravelle Street (note 13.2) 146,400 295,500 146,400 295,500

Windhoek, erf 8081 97,000 95,000 - -

243,400 390,500 146,400 295,500

absa bank Limited Facilities (note 13.2) 430,000 430,000 430,000 430,000

Secured by:

maerua mall node 1,301,600 1,231,100 - -

Tal Street, erf 6601 37,700 - 37,700 -

Lazarett Street, erf 7827 34,000 - 34,000 -

prosperita, erf 51 54,000 - 54,000 -

1,427,300 1,231,100 125,700 -

The additional properties were bonded to absa, included above, in anticipation of the n$300 million foreign currency loan oryx intends to draw down during the 2018 financial year, to finance the offshore investment. properties to the value of n$126 million are also made available as security to absa in the event of a margin call on the foreign currency loan.

old mutual Investment Group namibia promissary notes (note 13.2) 70,000 70,000 70,000 70,000 Secured by:

Lafrenz, erf 132, 135 and 139 79,500 74,000 79,500 74,000

nedbank namibia Limited (note 13.2) 330,000 330,000 330,000 330,000

Secured by:

Gustav Voigts centre, channel Life and baines 513,400 475,000 143,400 63,000


comprising:

2017

NAME OF SUBSIDIARY

PLACE OFINCORPORATIONAND OPERATION

ISSUED SHARE

CAPITAL N$ ‘000

% HOLDING

TRADINGACCOUNTS

N$ ‘000

SHAREINVESTMENT

N$ ‘000INDEBTEDNESS

N$ ‘000

allied cargo (pty) Ltd namibia 15,000 100 9 1,188 3,369

cIc property Holding Trust (pty) Ltd namibia 10,000 100 (18) 26,062 11,563

maerua mall (pty) Ltd namibia 20,000 100 (30,419) 7,230 477,333

maerua park properties (pty) Ltd namibia 400 100 (14,807) 7,818 186,023

phase Two properties (pty) Ltd namibia 100 100 (132,034) - 382,154

Triple a (pty) Ltd namibia 200 100 610 1,573 571

Tuinweg (pty) Ltd namibia 100 100 (531) 13,967 215,809

united Fitness House (pty) Ltd namibia 1 100 15,438 168 42,345

Verona Investments (pty) Ltd namibia 100 100 10 - 8,207

(161,742) 58,006 1,327,374

Total interest in shares and loan accounts 1,223,638

Net cash outflow from investment activities - investment in subsidiary companies (119,923)

COMPANY COMPANY

2017N$ ‘000

2016N$ ‘000

7. INTEREST IN SUBSIDIARIESdetails of the company's subsidiaries are as follows:

Total interest in subsidiaries - shares at cost and loans 1,223,638 1,103,715

30 June 2017


continued

COSTN$ ‘000

ACCUMULATED DEPRECIATION

N$ ‘000

NET BOOK VALUE

N$ ‘000

6. FURNITURE AND EQUIPMENTGROUP

balance at 30 June 2015 518 (295) 223

additions / depreciation 84 (179) (95)

balance at 30 June 2016 602 (474) 128

disposals (6) 5 (1)


balance at 30 June 2017 633 (559) 74

COMPANY

balance at 30 June 2015 405 (182) 223


balance at 30 June 2016 489 (268) 221

disposals (6) 5 (1)


balance at 30 June 2017 520 (353) 167


2016

NAME OF SUBSIDIARY

PLACE OFINCORPORATIONAND OPERATION

ISSUED SHARE

CAPITAL N$ ‘000

% HOLDING

TRADINGACCOUNTS

N$ ‘000

SHAREINVESTMENT

N$ ‘000INDEBTEDNESS

N$ ‘000

allied cargo (pty) Ltd namibia 15,000 100 9 1,188 3,109

cIc property Holding Trust (pty) Ltd namibia 10,000 100 (72) 26,062 (2,755)

maerua mall (pty) Ltd namibia 20,000 100 (20,451) 7,230 419,515

maerua park properties (pty) Ltd namibia 400 100 (12,866) 7,818 165,609

phase Two properties (pty) Ltd namibia 100 100 (133,665) - 379,311

Triple a (pty) Ltd namibia 200 100 609 1,573 571

Tuinweg (pty) Ltd namibia 100 100 2,044 13,967 206,279

united Fitness House (pty) Ltd namibia 1 100 14,793 168 17,669

Verona Investments (pty) Ltd namibia 100 100 10 - 5,990

(149,589) 58,006 1,195,298

Total interest in shares and loan accounts 1,103,715

Net cash outflow from investment activities - investment in subsidiary companies (78,930)

30 June 2017


continued

no restrictions were placed on oryx’s ablity to access or use assets and settle liabilities of the subsidiary companies. There was also no change in the nature of the risks associated with the subsidiary companies.

refer to pages 10 to 11 for the diagram depicting group structure for more information.

all the subsidiary companies noted above are property investment companies.COMPANY COMPANY

2017N$ ‘000

2016N$ ‘000

directors’ valuation 2,031,450 1,895,955

The directors’ valuation is based on the net asset value of the subsidiaries.

The above loans bear interest at variable rates, with no fixed dates of repayment, however, the lender undertakes to give at least 13 months written notice to the borrower of any required repayment of the capital sums advanced.

Profits of subsidiaries attributable to the holding company 4,595 56,705

7. INTEREST IN SUBSIDIARIES (CONTINUED)


30 June 2017


continued

GROUP COMPANY

2017N$ ‘000

2016N$ ‘000

2017N$ ‘000

2016N$ ‘000

8. INVESTMENT IN LISTED SHARESopening balance 25,045 - 25,045 -

acquired during the year 1,902 25,000 1,902 25,000

disposed of during the year (29,045) - (29,045) -

Realised capital profit on sale of listed investment 4,000 - 4,000 -

Fair value adjustment (28) 45 (28) 45

closing balance 1,874 25,045 1,874 25,045

during the year oryx properties Limited disposed of the 3,847,221 shares held in delta property Fund Ltd and realised a capital profit of N$4 million.

at year end oryx held 253 189 shares in Tower property Fund.

opening balance 21,877 19,024 3,478 2,531

additions 9,514 9,074 1,986 2,129

amortisations (8,122) (6,221) (1,831) (1,182)

closing balance 23,269 21,877 3,633 3,478

closing balance of long term portion 16,630 15,828 2,995 2,245

closing balance of short term portion 6,639 6,049 1,871 1,233

Leasing commissions and tenant installations are capitalised to deferred expenditure and are amortised over the remaining lease period of the respective tenant on a straight-line basis.

Trade receivables 17,906 11,111 12,071 7,790

other receivables 7,348 8,257 4,864 5,682

receiver of revenue - Value added Tax (“VaT”) 1,016 2,633 - -

Less: provision for impairment (8,605) (6,106) (4,363) (3,193)

17,665 15,895 12,572 10,279

refer to note 33.2 for further details on trade and other receivables.

bank Windhoek Limited (note 13.2) 2,519 8,465 2,518 8,465

absa bank Limited 1,663 1 1,663 1

IJG 5,896 - 5,896 -

nedbank Limited 2,309 1,200 2,309 1,200

petty cash 5 5 5 4

12,392 9,671 12,391 9,670

bank Windhoek Limited - money market unit Trust 28,101 - 28,101 -

9. OTHER ASSETS9.1 DEFERRED EXPENDITURE

9.2 TRADE AND OTHER RECEIVABLES

9.3 OTHER INVESTMENTS

9.4 CASH AND CASH EQUIVALENTS


opening balance (446) (166) - -

acquired during the year - - - -

5,500 Ordinary Shares - exercising rights issue (note 28)* - - - -

5,500 debentures - exercising rights issue (note 28) - (25) - -

15,000 Ordinary shares (note 28)* - - - -

15,000 debentures (note 28) - (67) - -

debenture premium - (188) - -

closing balance (446) (446) - -

* Rounded to N$ ‘000

The portion of the debenture premium eliminated upon purchase of the treasury linked units is determined based on the remaining debenture premium at time of purchase divided by the total number of linked units in issue.

The change in fair value of listed investments held by the Share Incentive Trust is the net amount of the purchase price of the linked units or the market value of the linked units, during subsequent measurement, and the determined book value of the linked units. (19) 190 - -

GROUP COMPANY

2017N$ ‘000

2016N$ ‘000

2017N$ ‘000

2016N$ ‘000

10. SHARE CAPITALauthorised

200 000 000 (2016 : 200 000 000) ordinary shares of 1 cent each 2,000 2,000 2,000 2,000 1 000 class a variable rate redeemable preference shares of n$1,00 each 1 1 1 1 1 000 class b variable rate redeemable preference shares of n$1,00 each 1 1 1 1 1 000 class c variable rate redeemable preference shares of n$1,00 each 1 1 1 1 1 000 class d variable rate redeemable preference shares of n$1,00 each 1 1 1 1 1 000 class e variable rate redeemable preference shares of n$1,00 each 1 1 1 1 1 000 class F variable rate redeemable preference shares of n$1,00 each 1 1 1 1

2,006 2,006 2,006 2,006

Issued

77,859,791 (2016: 66,050,010) ordinary shares of 1 cent each at the beginning of the year

779 661 779 661

rights issue of ordinary shares of 1 cent each - 118 - 118

77,859,791 ordinary shares of 1 cent each at the end of the year

779 779 779 779

30 June 2017


continued

11. TREASURY LINKED UNITS


Debentures

77,859,791(2016: 66,050,010) debentures of 449 cents each at the beginning of the year 349,387 296,453 349,590 296,565

Treasury linked units (note 11, 28) - (92) - -

rights issue: Issue of 11,809,781 units (note 28) - 53,026 - 53,025

77,859,791 debentures of 449 cents each 349,387 349,387 349,590 349,590

Debenture premium

balance at the beginning of the year comprising: 296,305 141,232 296,547 141,286

premium arising on listing 20,544 20,544 20,544 20,544

premium arising on new issues 353,022 169,970 353,022 169,970

antecedent debenture interest (5,669) - (5,669) -

Treasury linked units (242) (54) - -

Share issue expenses (10,784) (9,468) (10,784) (9,468)

amortisation of debenture premium (60,566) (39,760) (60,566) (39,760)

rights issue during the year - 175,879 - 176,067

premium arising on new issues (note 28) - 183,052 - 183,052

antecedent debenture interest - (5,669) - (5,669)

Treasury linked units (note 11, 28) - (188) - -

Share issue expenses (note 28) - (1,316) - (1,316)

current year amortisation of debenture premium (25,587) (20,806) (25,587) (20,806)

270,718 296,305 270,960 296,547

30 June 2017


continued

GROUP COMPANY

2017N$ ‘000

2016N$ ‘000

2017N$ ‘000

2016N$ ‘000

12. NON-DISTRIBUTABLE RESERVESThe Group transfers the following amounts to non-distributable reserves:I. Straight-line adjustments of rental streamsII. Fair value adjustments on investment properties,

listed investments and financial instrumentsIII. realised capital gains or losses on the disposal of

investment properties, properties held for sale and investments

IV. amortisation of debenture premiumsV. Taxation on any of the above

opening balance at beginning of the year 936,906 826,426 283,007 228,942

movement during the year 24,025 110,480 19,949 54,065

balance at end of the year 960,931 936,906 302,956 283,007

Comprising:

capital reserves

- Realised capital profits 45,631 48,892 36,732 39,994

- Unrealised capital profits (net of deferred taxation) 915,300 888,014 266,224 243,013

- rental straight-line basis adjustment (2,862) (4,078) (386) (3,995)

- amortisation of debenture premium 86,153 60,566 86,153 60,566

- Fair value adjustments 832,009 831,526 180,457 186,442


The unrealised capital reserve is not distributable. realised capital reserves are under the control of the directors, subject to the requirements of the Trust deed, and may be distributed.

13. BORROWINGS13.1 DEBENTURES AND DEBENTURE PREMIUM


30 June 2017


continued

13. BORROWINGS (CONTINUED)13.1 DEBENTURES AND DEBENTURE PREMIUM (CONTINUED)

units in issue are unsecured and bear interest at a variable rate. The debenture premium is amortised on a straight-line basis over the minimum contractual term of the investment, namely the remaining portion of 25 years from december 2002.

In terms of the debenture trust deed, the interest entitlement of every debenture linked to each ordinary share shall not be less than 90% of net earnings of the company before debenture interest, depreciation and amortisation, taxes (other than deferred taxation charges) and before taking into account both realised and unrealised capital profits but after provision for funding costs, whether interest or dividend in nature and also after transfers to reserves. The interest is payable bi-annually. The debentures are redeemable at the option of the holder after 25 years from 2nd December 2002 being the first date of the allotment of debentures.

GROUP COMPANY

2017N$ ‘000

2016N$ ‘000

2017N$ ‘000

2016N$ ‘000

13.2 INTEREST-BEARING BORROWINGS

The terms of the loan facility with Bank Windhoek are as follows:

revolving credit Floating Interest rate Facility - - - -

- Loan bearing interest at bank Windhoek prime lending rate (2016: prime lending rate). at 30 June 2017 the account was in a favourable balance and reflected under cash and cash equivalents, refer to note 9.4.

- This is a n$20 million (2016: n$20 million) facility and is reassessed annually.

The terms of the loan facilities with Nedbank Limited South Africa are as follows:5 year Floating Interest rate 52,499 52,499 52,499 52,499

- Loan expires 26 april 2021. - The facility bears interest at RSA prime less 1.00%. - n$31 million was settled on this facility after year end

from the proceeds of the sale of the Stellenbosch property.

3 year Floating Interest rate 70,568 70,245 70,568 70,245

- Loan expires 14 april 2020. - The facility bears interest at RSA prime less 1.00%

(2016: RSA prime less 0.75%).

These loans are secured by nedbank over properties in South africa and one namibian property to the value of n$243 million at Group, refer to note 5.

The terms of the loan facilities with Absa South Africa are as follows:absa revolving credit Facility 198,486 64,516 198,486 64,516 - This is a n$210 million (2016: n$210 million) facility and is

reassessed annually. - Loan bearing variable interest at 1 month JIbar plus

2.00% (2016: 1 month JIBAR plus 2.00%).

absa Term Loan Facility 219,630 219,635 219,630 219,635 - This loan was converted to a 3 year term loan facility on

1 September 2014 at a variable rate of 1 month JIbar rate plus 2.10% and expires 31 August 2017.

These loans by absa are secured by all properties in the maerua mall node and three additional other properties to the value of n$1,427 million (2016: n$1,231 million) at Group, refer to note 5.


30 June 2017


continued

GROUP COMPANY

2017N$ ‘000

2016N$ ‘000

2017N$ ‘000

2016N$ ‘000

13. BORROWINGS (CONTINUED)13.2 INTEREST-BEARING BORROWINGS (CONTINUED)The terms of the loan facilities with Nedbank Namibia Limited are as follows:nedbank namibia Limited revolving credit Facility 2,128 630 2,128 630

- This is a n$30 million facility and is reassessed annually.

- Loan bearing variable interest at namibian prime less 1.39% (2016: 3 month JIBAR plus 1.75%).

nedbank namibia Limited revolving credit Facility 82,622 78,377 82,622 78,377

- This is a n$85 million (2016: n$160 million) facility and is reassessed annually.


5 year Floating Interest rate 140,000 140,000 140,000 140,000

- Loan expires 15 november 2018.

- Loan bearing interest at a floating interest rate of 3 month JIBAR plus 2.00% (2016: 3 month JIBAR plus 2.00%).

3 year Floating Interest rate - - - -

- Loan facility of n$75 million.


These loans by nedbank namibia Limited are secured by the Gustav Voigts centre, channel Life Tower and baines shopping centre to the value of n$513.4 million (2016: n$475 million) at Group, refer to note 5.

promissory notes issued to old mutual Investment Group namibia (“omIGnam”)promissory notes 70,000 70,000 70,000 70,000

- promissory notes expire 4 September 2018.

- promissory notes bear variable interest at 3 month JIBAR plus 1.95% plus 0.20% admin fee (2016: 3 month JIBAR plus 1.95% plus 0.20% admin fee).

These promissory notes are secured by omIGnam over property to the value of n$79.5 million (2016: n$74 million), refer to note 5.


30 June 2017


continued

GROUP COMPANY

2017N$ ‘000

2016N$ ‘000

2017N$ ‘000

2016N$ ‘000

13. BORROWINGS (CONTINUED)13.2 INTEREST-BEARING BORROWINGS (CONTINUED)

Total interest-bearing borrowings 835,933 695,902 835,933 695,902

Less: Classified as current liability 502,866 213,768 502,866 213,768

- absa revolving credit Facility 198,486 64,516 198,486 64,516

- absa Term Loan Facility 219,630 - 219,630 -

- nedbank Limited South africa - 70,245 - 70,245

- nedbank namibia Limited revolving credit Facility 2,128 630 2,128 630

- nedbank namibia Limited revolving credit Facility 82,622 78,377 82,622 78,377

Total non-current portion of interest-bearing borrowings 333,067 482,134 333,067 482,134

Total non-current borrowings 953,172 1,127,826 953,617 1,128,271

The fair value of the fixed interest rate loans, based on the best estimate of market related rates, amount to n$812 million (2016 : n$650 million).

The company’s articles of association limit the Group’s borrowing capacity (excluding debentures) to 60% of its consolidated total assets.

borrowing capacity (excluding debentures and debenture premium) up to gearing ratio of 60%

1,511,072 1,439,438

Less: borrowings (excluding debentures) (835,933) (695,902)

unutilised borrowing capacity 675,139 743,536

unutilised funding facilities (excluding domestic medium Term note programme)

137,218 285,549

Domestic Medium Term Note Programme (“DMTNP”)registered value of n$500 million unutilised at 30 June 2017.


GROUP COMPANY

2017N$ ‘000

2016N$ ‘000

2017N$ ‘000

2016N$ ‘000

14. DERIVATIVE ASSET / LIABILITYInterest rate swap agreements

notional value

n$130 million 793 - 793 -

n$100 million 72 - 72 -

n$100 million 584 411 584 411

n$100 million (49) (347) (49) (347)

n$100 million 150 473 150 473

n$100 million - 34 - 34

balance at end of year 1550 571 1,550 571

Reflected under

non-current assets - (181) - (181)

current assets (77) (167) (77) (167)

non-current liabilities 653 167 653 167

current liabilities 974 752 974 752

1,550 571 1,550 571

The n$100 million swap maturing 2 July 2017 is a step-up swap. The rate of the swap increased to 7.96% on 2 July 2016.

Fair value adjustments on the interest rate swaps are recorded in the statement of comprehensive income, but has no impact on unitholder distribution (note 12).

15. DEFERRED TAXATIONDeferred Taxation South Africa

opening balance 10,781 14,810 10,781 14,810

deferred taxation charged to the statement of comprehensive income during the year:

- building allowance (1,342) (1,864) (1,342) (1,864)

- Investment property revaluations (5,320) (1,834) (5,320) (1,834)

- rate change adjustment 456 (449) 456 (449)

- rental straight-line basis adjustment (2,580) (1,553) (2,580) (1,553)

- assessed loss - 1,097 - 1,097

- tenant installation costs (11) (21) (11) (21)

- prepaid expenditure 53 214 53 214

- deferred income 63 438 63 438

- deposits received 109 (51) 109 (51)

- provisions (47) (6) (47) (6)


refer to note 21 for more information on Taxation.

30 June 2017


continued

maturity rate

20-apr-20 7.50%

29-Jun-19 7.17%

21-Jun-18 7.81%

14-oct-17 7.25%

02-Jul-17 7.35%

27-mar-17 7.49%


GROUP COMPANY

2017N$ ‘000

2016N$ ‘000

2017N$ ‘000

2016N$ ‘000

15. DEFERRED TAXATION (CONTINUED)Deferred Taxation Namibia

opening balance 9,957 15,612 (6,889) (2,853)

deferred taxation charged to the statement of comprehensive income during the year:

- building allowance 17,363 14,942 2,734 1,602

- capital allowances (3) 11 (3) 11

- rate change adjustment - (184) - 86

- rental straight-line basis adjustment 1,363 (639) 388 710

- derivative liability (313) 1,178 (313) 1,178

- assessed loss (18,627) (22,059) (4,353) (8,236)

- tenant installation costs 456 934 455 324


- deferred income (49) (28) (49) (28)

- deposits received (202) (254) (80) (127)

- provisions (77) 407 (77) 407

balance at end of the year 10,061 9,957 (7,994) (6,889)

Total balance at year end 12,223 20,738 (5,832) 3,892

Comprising temporary differences relative to:

- building allowance 141,323 125,302 17,079 15,687

- capital allowances 32 35 32 35

- investment property revaluations (2,716) 2,148 (2,716) 2,148

- rental straight-line basis adjustment 14,740 15,957 5,607 7,799

- derivative liability (496) (183) (496) (183)

- tax losses (146,129) (127,502) (26,108) (21,755)

- tenant installation costs 7,446 7,001 1,557 1,113


- deferred income (387) (401) (387) (401)

- deposits received (1,695) (1,602) (505) (534)

- provisions (779) (655) (779) (655)

12,223 20,738 (5,832) 3,892

16. TRADE AND OTHER PAYABLESTrade payables 2,936 9,907 2,134 9,505

other payables 10,761 9,616 6,920 5,478

provisions 1,417 1,195 1,417 1,195

Value added Taxation (“VaT”) - - 1,190 675

Trade and other payables 15,114 20,718 11,661 16,853

17. DEFERRED INCOMErental received in advance 1,221 1,301 1,210 1,254

30 June 2017


continued


30 June 2017


continued

GROUP COMPANY

2017N$ ‘000

2016N$ ‘000

2017N$ ‘000

2016N$ ‘000

18. INVESTMENT INCOMERealised capital profit on sale of listed investments 4,000 - 4,000 -

Interest received - tenants 836 322 225 22

Interest received - other 1,027 839 885 849

Interest received - inter company - - 124,149 115,646

5,863 1,161 129,259 116,517

19. OTHER EXPENSESOther expenses include the following:

directors' emoluments - executive (note 35) 3,672 3,520 3,672 3,520

- non-executive (note 35) 2,290 2,059 2,290 2,059

auditors' remuneration - external audit

- current year 962 872 941 845

- other audit services 26 - 26 -

auditors' remuneration - internal audit

- current year 200 - 200 -

provision for impairment of receivables 2,673 2,902 1,260 1,167

Salaries and other employee benefits 5,697 4,308 5,697 4,300

underestimation South african income taxation penalty 862 - 862 -

other 3,135 2,212 3,132 2,139

19,517 15,873 18,080 14,030

20. FINANCE COSTSabSa Limited 32,842 25,363 32,842 25,363

bank Windhoek 211 750 211 750

First national bank 1,176 2,406 1,176 2,406

nedbank namibia Limited 19,284 24,238 19,284 24,238

omIGnam 6,642 4,633 6,642 4,633

nedbank Limited 11,764 11,177 11,764 11,177

other 207 - - -

Less: interest capitalised to investment property, as part of additions (6,877) (2,106) (6,616) (2,049)

Finance charges 969 548 969 548

Interest paid 66,218 67,009 66,272 67,066

The above finance costs are incurred on financial liabilities excluding debentures at amortised cost. Interest on debentures is separately disclosed in the statement of comprehensive income.

21. TAXATIONThere was no change to the statutory tax rate in namibia for the current year. The statutory tax rate for companies in Namibia, reduced from 33% to 32% in the prior year, as published in the Government Gazette number 311 of 30 december 2015.

The capital gains exclusion tax percentage in South Africa changed from 66.6% to 80% during the year.

Exempt income as per the tax rate reconciliation includes dividends received, capital profits on revaluation of listed investments and amortisation of debenture premium.


30 June 2017


continued

GROUP COMPANY

2017N$ ‘000

2016N$ ‘000

2017N$ ‘000

2016N$ ‘000

21. TAXATION (CONTINUED)Namibian normal taxation

deferred tax - building allowance 17,363 14,942 2,734 1,602

deferred tax - capital allowance (3) 11 (3) 11

deferred tax - rate change adjustment - (184) - 86

deferred tax - rental straight-line basis adjustment 1,363 (639) 388 710

deferred tax - derivative liability (313) 1,178 (313) 1,178

deferred tax - assessed loss (18,627) (22,059) (4,353) (8,236)

deferred tax - tenant installation costs 456 934 455 324

deferred tax - prepaid expenditure 193 37 193 37

deferred tax - deferred income (49) (28) (49) (28)

deferred tax - deposits received (202) (254) (80) (127)

deferred tax - provisions (77) 407 (77) 407

normal income taxation 686 - - -

South African normal taxation

deferred tax - building allowance (1,342) (1,864) (1,342) (1,864)

deferred tax - revaluation of investment property (5,320) (1,834) (5,320) (1,834)

deferred tax - rate change adjustment 456 (449) 456 (449)

deferred tax - rental straight-line basis adjustment (2,580) (1,553) (2,580) (1,553)

deferred tax - assessed loss - 1,097 - 1,097

deferred tax - tenant installation costs (11) (21) (11) (21)

deferred tax - prepaid expenditure 53 214 53 214

deferred tax - deferred income 63 438 63 438

deferred tax - deposits received 109 (51) 109 (51)

deferred tax - provisions (47) (6) (47) (6)

capital gains taxation - 1,136 - 1,137

normal income taxation 2,238 4,891 2,238 4,891

Total (5,591) (3,657) (7,486) (2,037)

Tax losses available (456,653) (398,444) (81,588) (67,981)

Less: applied to reduce deferred tax liability 456,653 398,444 81,588 67,981

balance unutilised - - - -

% % % %

Reconciliation of effective tax rate:

namibian statutory rate 32.0 32.0 32.0 32.0

capital gains (15.7) (27.1) (9.3) (36.5)

exempt income (51.1) (7.4) (65.4) (26.7)

disallowable expenditure 10.3 (1.1) 3.8 3.7

rate adjustment 1.7 (0.9) 2.3 0.3

other 1.4 0.8 (1.6) 12.3

effective rate (21.4) (3.7) (38.2) (14.9)


2017N$ ‘000

2016N$ ‘000

2017CENTS PER

UNIT/SHARE

2016CENTS PER

UNIT/SHARE

22. EARNINGS PER SHAREThe reconciliation to undistributed earnings is based on the weighted number of units of 77,814,291 (2016: 74,183,692) in issue at the end of the respective distribution period and is calculated as follows:

GROUP

earnings attributable to shares 31,701 105,640 40.74 142.40

debenture interest 122,047 129,247 156.84 174.23

earnings attributable to linked units 153,748 234,887 197.58 316.63

adjustments for:

amortisation of debenture premium (25,587) (20,806) (32.88) (28.05)

Capital profits (4,721) (93,162) (6.07) (125.57)

- Fair value adjustment on investment property 3,787 (84,803) 4.86 (114.31)

- change in fair value of listed investment 28 90 0.04 0.12

- capital gains taxation - 1,136 - 1.53

- Taxation on recoupment of building allowances 686 - 0.88 -

- (Gain) / loss on sale of property (1,220) 786 (1.57) 1.06

- deferred taxation on fair value adjustment of investment property (4,865) (1,959) (6.25) (2.64)

- Fair value adjustments on hedging instruments 978 (3,683) 1.26 (4.96)

- deferred taxation on fair value adjustment of hedging instruments (313) 1,221 (0.40) 1.65

- rental straight-line basis adjustment to revaluation (3,802) (5,950) (4.89) (8.02)

Headline earnings attributable to linked units 123,440 120,919 158.63 163.01

debenture interest (122,047) (129,247) (156.84) (174.23)

Headline earnings attributable to shares 1,393 (8,328) 1.79 (11.22)

30 June 2017


continued

% % % %

21. TAXATION (CONTINUED)Reconciliation of effective tax rate for South African operations only:

South african statutory rate 28.0 28.0 28.0 28.0

capital gains 1.2 (0.4) 1.2 (0.4)

exempt income 18.8 - 18.8 -

disallowable expenditure (1.7) (6.1) (1.7) (6.1)

Statutory rate difference (6.4) (2.4) (6.4) (2.4)

deferred tax - rate change adjustment (3.3) (2.4) (3.3) (2.4)

deemed South african expenditure 9.5 (7.2) 9.5 (7.2)

other - 1.1 - 1.1

effective rate 46.1 10.6 46.1 10.6


2017N$ ‘000

2016N$ ‘000

2017CENTS PER

UNIT/SHARE

2016CENTS PER

UNIT/SHARE

22. EARNINGS PER SHARE (CONTINUED)Distribution attributable to linked unitholders

The reconciliation to undistributed earnings is based on the actual number of units of 77,859,791 (2016: 77,859,791) in issue at the end of the respective distribution period and is calculated as follows:

distribution attributable to linked unitholders

Interest - paid 59,952 60,341 77.00 77.50

- declared 62,095 68,906 79.75 88.50

122,047 129,247 156.75 166.00

basic earnings attributable to shareholders 1,393 (8,328)

antecedent debenture interest - 5,669

debenture interest 122,047 129,247

rental straight-line basis adjustment net of deferred taxation

2,585 3,488

distributable earnings 126,025 130,076 161.86 167.06

1st half distribution (59,952) (60,341) (77.00) (77.50)

2nd half distribution (62,095) (68,906) (79.75) (88.50)

undistributed income for the year 3,978 829 5.11 1.06

COMPANY

earnings attributable to shares 27,106 48,935 34.83 65.96

debenture interest 122,047 129,247 156.84 174.23

earnings attributable to linked units 149,153 178,182 191.67 240.19

adjustments for:

amortisation of debenture premium (25,587) (20,806) (32.88) (28.05)

Capital profits (2,719) (34,778) (3.49) (46.88)

- changes in fair value of investment property 10,941 (29,026) 14.06 (39.13)

- change in fair value of listed investment 28 (45) 0.04 (0.06)

- capital gains taxation - 1,137 - 1.53

- (Gain) / loss on sale of property (1,220) 786 (1.57) 1.06

- deferred taxation on fair value adjustments (4,865) (1,959) (6.25) (2.64)

- Fair value adjustments on hedging instruments 978 (3,683) 1.26 (4.96)

- deferred taxation on fair value adjustment of hedging instruments (313) 1,221 (0.40) 1.65

- rental straight-line basis adjustment to revaluation (8,268) (3,209) (10.63) (4.33)

Headline earnings attributable to linked units 120,847 122,598 155.30 165.26

debenture interest (122,047) (129,247) (156.84) (174.23)

Headline earnings attributable to shares (1,200) (6,649) (1.54) (8.97)

distribution attributable to linked unitholders

Interest - paid 59,952 60,341 77.00 77.50

- declared 62,095 68,906 79.75 88.50

122,047 129,247 156.75 166.00

30 June 2017


continued


GROUP COMPANY

2017N$ ‘000

2016N$ ‘000

2017N$ ‘000

2016N$ ‘000

24. LEASESThe future minimum lease commitments receivable under non-cancellable operating leases are as follows:

Not later than 1 year

contractual income 179,396 192,343 49,994 75,414

Later than 1 year and not later than 5 years

contractual income 424,834 432,837 124,606 188,263

Later than 5 years

contractual income 57,672 49,538 77 7,860

The Group conducts its rental activities of its investment properties in namibia and South africa under operating leases. contractual rental income earned during the year was n$300.9 million (2016: n$294,2 million). The properties are managed and maintained by independent real estate managers at a cost of n$3,6 million (2016: n$3,7 million). refer to the operations report on pages 35 to 46.

30 June 2017


continued

2017N$ ‘000

2016N$ ‘000

2017CENTS PER

UNIT/SHARE

2016CENTS PER

UNIT/SHARE

22. EARNINGS PER SHARE (CONTINUED)COMPANY (CONTINUED)

basic earnings attributable to shareholders (1,200) (6,649)

antecedent debenture interest - 5,669

debenture interest 122,047 129,247

rental straight-line basis adjustment net of deferred taxation 4,659 1,521

distributable earnings 125,506 129,788 161.20 166.69

1st half distribution (59,952) (60,341) (77.00) (77.50)

2nd half distribution (62,095) (68,906) (79.75) (88.50)

undistributed income for the year 3,459 541 4.45 0.69

23. DIVIDEND PAID PER LINKED UNITGROUP

undistributed income transferred to reserves (note 22) 3,978 829 5.11 1.06

Transfer of realised capital reserves to distributable reserves 3,697 - 4.75 -

dividend paid / declared (7,980) (779) (10.25) (1.00)

distributable reserves (305) 50 (0.39) 0.06

COMPANY

undistributed income transferred to reserves 3,459 541 4.45 0.69

Transfer of realised capital reserves to distributable reserves 3,697 - 4.75 -

dividend paid / declared (7,980) (779) (10.25) (1.00)

distributable reserves (824) (238) (1.05) (0.31)


30 June 2017


continued

GROUP COMPANY

2017N$ ‘000

2016N$ ‘000

2017N$ ‘000

2016N$ ‘000

25. RECONCILIATION OF NET INCOME BEFORE TAXATION TO CASHGENERATED FROM OPERATING ACTIVITIES

Profit before taxation 26,110 101,983 19,620 46,898

adjustments: 161,645 88,183 42,628 26,122

Fair value adjustment to investment property 3,787 (84,803) 10,941 (29,026)

Fair value adjustment to hedging instruments 978 (3,683) 978 (3,683)

Fair value adjustment to listed investment 28 90 28 (45)

dividend received (note 29) (1,506) (1,577) (1,506) (1,577)

Investment income (5,863) (1,161) (129,259) (116,517)

Finance costs 66,218 67,009 66,272 67,066

distributions to linked unitholders 122,047 129,247 122,047 129,247

Straight-line basis adjustment to revenue 3,802 5,950 6,852 2,633

Straight-line basis adjustment to fair value adjustment on investment property (3,802) (5,950) (8,268) (3,209)

provision for impairment of receivables 2,673 2,902 1,260 1,167

amortisation of debenture premium (25,587) (20,806) (25,587) (20,806)

(Profit) / Loss on sale of investment property (1,220) 786 (1,220) 786

depreciation 90 179 90 86

Working capital changes: (11,518) (5,286) (10,175) (2,396)

movement in trade and other receivables (4,442) (4,956) (3,552) (5,190)

movement in deferred expenditure (1,392) (2,853) (1,387) (947)

movement in trade and other payables (5,684) 2,523 (5,236) 3,741

176,237 184,880 52,073 70,624

26. DISTRIBUTION PAID TO LINKED UNITHOLDERSdebenture interest paid is reconciled as follows:

amounts unpaid at beginning of the year (68,989) (57,322) (68,989) (57,322)

dividend amounts unpaid at beginning of the year (779) - (779) -

amounts charged to the income statement (122,047) (129,247) (122,047) (129,247)

dividends paid / declared (7,980) - (7,980) -

amounts unpaid at end of the year 69,452 68,989 69,452 68,989

(130,343) (117,580) (130,343) (117,580)

27. TAXATION PAIDamounts unpaid at beginning of the year (6,027) - (6,027) -

Taxation charge to the income statement (2,924) (4,891) (2,238) (4,891)

capital gains taxation charge - (1,136) - (1,136)

amounts unpaid at end of the year 1,058 6,027 371 6,027

(7,893) - (7,894) -


TOTALN$ ‘000

RETAILN$ ‘000

INDUSTRIALN$ ‘000

OFFICESN$ ‘000

FUNDN$ ‘000

30. SEGMENT INFORMATIONGROUP

2017

Statement of comprehensive income

Rental - cash flow basis 300,897 190,603 73,883 36,410 1

rental - straight-line basis adjustment (3,802) 3,018 (7,306) 486 -

revenue 297,095 193,621 66,577 36,896 1

rental expenses (96,124) (67,925) (14,505) (13,473) (221)

net rental income 200,971 125,696 52,072 23,423 (220)

Investment income 5,863 (113,288) (2,772) (10,075) 131,998

dividend received 1,242 - - - 1,242

amortisation of debenture premium 25,587 - - - 25,587

Profit on sale of investment property 1,220 - 1,220 - -

changes in fair value of investment property 15 (2,843) 5,608 (2,750) -

changes in fair value of hedging instruments (978) - - - (978)

changes in fair value of listed investments (28) - - - (28)

portfolio expenses (19,517) 3,354 (3,437) (5,391) (14,043)

Finance costs (66,218) - - - (66,218)

debenture interest (122,047) - - - (122,047)

Taxation 5,591 (1,198) 5,453 (156) 1,492

comprehensive income for the year 31,701 11,721 58,144 5,051 (43,215)

30 June 2017


continued

GROUP COMPANY

2017N$ ‘000

2016N$ ‘000

2017N$ ‘000

2016N$ ‘000

28. PROCEEDS FROM THE ISSUE OF LINKED UNITSrights issue of ordinary shares - 118 - 118

Treasury linked units (note 11) - (92) - -

rights issue: Issue of 11,809,781 units (note 13.1) - 53,026 - 53,025

premium arising on new issues (note 13.1) - 183,052 - 183,052

Treasury linked units (note 11) - (188) - -

Share issue expenses (note 13.1) - (1,316) - (1,316)

- 234,600 - 234,879

29. DIVIDEND RECEIVEDdividend received is reconciled as follows:

amounts receivable at beginning of the year (264) - (264) - amounts raised in the statement of comprehensive income (1,242) (1,841) (1,242) (1,841)

amounts receivable at end of the year - 264 - 264

(1,506) (1,577) (1,506) (1,577)


TOTALN$ ‘000

RETAILN$ ‘000

INDUSTRIALN$ ‘000

OFFICESN$ ‘000

FUNDN$ ‘000

30. SEGMENT INFORMATION (CONTINUED)GROUP (CONTINUED)

2017 (CONTINUED)

Statement of financial position

properties - at valuation 2,435,000 1,531,213 620,000 283,787 -

properties - straight-line basis adjustment (46,063) (27,496) (15,224) (3,343) -

other assets 129,516 55,646 26,584 2,013 45,273

Total assets 2,518,453 1,559,363 631,360 282,457 45,273

Total liabilities 1,556,733 18,804 15,429 3,623 1,518,877

capital expenditure 131,755 104,705 20,729 6,284 37

GROUP

2016


Rental - cash flow basis 294,228 180,639 82,878 30,714 (3)

rental - straight-line basis adjustment (5,950) (2,269) (4,202) 521 -

revenue 288,278 178,370 78,676 31,235 (3)

rental expenses (91,534) (64,609) (15,143) (11,708) (74)

net rental income 196,744 113,761 63,533 19,527 (77)

Investment income 1,161 (106,985) (2,642) (8,431) 119,219



Loss on sale of investment property (786) - (786) - -

changes in fair value of investment property 90,753 50,168 39,700 885 -

changes in fair value of hedging instruments 3,683 - - - 3,683


portfolio expenses (15,873) (1,125) (3,218) (682) (10,848)

Finance costs (67,009) - - - (67,009)


Taxation 3,657 1,138 (2,027) (109) 4,655



properties - at valuation 2,326,100 1,446,224 620,000 259,876 -

properties - straight-line basis adjustment (49,865) (24,475) (22,530) (2,860) -

other assets 122,829 52,866 31,216 469 38,278

Total assets 2,399,064 1,474,615 628,686 257,485 38,278


capital expenditure 95,523 75,104 18,045 2,290 84

30 June 2017


continued


30 June 2017


continued

TOTALN$ ‘000

RETAILN$ ‘000

INDUSTRIALN$ ‘000

OFFICESN$ ‘000

FUNDN$ ‘000

30. SEGMENT INFORMATION (CONTINUED)COMPANY

2017


Rental - cash flow basis 103,143 11,176 73,883 9,879 8,205

rental - straight-line basis adjustment (6,852) 333 (7,305) 120 -

revenue 96,291 11,509 66,578 9,999 8,205

rental expenses (23,901) (5,309) (14,506) (3,868) (218)

net rental income 72,390 6,200 52,072 6,131 7,987

Investment income 129,259 13 (2,772) 15 132,003



Profit on sale of investment property 1,220 - 1,220 - -

changes in fair value of investment property (2,673) 2,496 (3,581) (1,588) -

changes in fair value of hedging instruments (978) - - - (978)


portfolio expenses (18,080) 6 (3,437) (627) (14,022)

Finance costs (66,272) - - - (66,272)


Taxation 7,486 (106) 6,140 (39) 1,491



properties - at valuation 567,400 66,700 424,000 76,700 -

properties - straight-line basis adjustment (14,978) (2,326) (12,682) 30 -

other assets 1,307,039 48,909 423,628 61,097 773,405

Total assets 1,859,461 113,283 834,946 137,827 773,405


capital expenditure 10,972 871 3,933 6,168 -


30 June 2017


continued

TOTALN$ ‘000

RETAILN$ ‘000

INDUSTRIALN$ ‘000

OFFICESN$ ‘000

FUNDN$ ‘000

30. SEGMENT INFORMATION (CONTINUED)COMPANY

2016


Rental - cash flow basis 108,485 10,444 82,878 7,482 7,681

rental - straight-line basis adjustment (2,633) 1,479 (4,202) 90 -

revenue 105,852 11,923 78,676 7,572 7,681

rental expenses (22,952) (4,711) (15,143) (3,026) (72)

net rental income 82,900 7,212 63,533 4,546 7,609

Investment income 116,517 11 (2,642) (71) 119,219



Loss on sale of investment property 32,235 6,082 26,533 (380) -

changes in fair value of investment property 45 - - - 45

changes in fair value of hedging instruments 3,683 - - - 3,683

changes in fair value of listed investments (14,030) 12 (3,219) (12) (10,811)

portfolio expenses (786) - (786) - -

Finance costs (67,066) - - - (67,066)


Taxation 2,037 (468) (2,118) (32) 4,655



properties - at valuation 586,400 63,000 451,400 72,000 -

properties - straight-line basis adjustment (23,246) (1,993) (21,403) 150 -

other assets 1,177,129 42,684 417,702 55,141 661,602

Total assets 1,740,283 103,691 847,699 127,291 661,602

Total liabilities 1,440,752 911 25,868 1,293 1,412,680

capital expenditure 17,965 439 15,237 2,289 -

31. CONTINGENT LIABILITIES AND GUARANTEESGuarantees to the amount of n$1,288,713 (2016: n$37,550) issued in favour of the city of Windhoek for electricity and water deposits for local companies, n$150,000 (2016: n$150,000) towards nelson mandela bay municipality, South africa.

The tenant of Erf 6173 in Port Elizabeth, South Africa, was placed into liquidation during the prior financial year. a replacement tenant had been found and the premises is fully let. at the reporting date, the vacated tenant had a liability of approximately n$12.1m towards the municipality. oryx, as the landlord, could potentially be held liable. oryx, however, holds surety from the tenant’s holding company, against all its obligations and is of the opinion that solid grounds exist to contest the claim, should the municipality decide to hold oryx liable for the arrear electricity.


30 June 2017


continued

NOTES

AT FAIR VALUE

THROUGH PROFIT AND

LOSSN$ ‘000

LOANS AND RECEIVABLES

N$ ‘000

FINANCIAL LIABILITIES AT

AMORTISED COST

N$ ‘000

NON-FINANCIAL

ASSETS AND LIABILITIES

N$ ‘000TOTAL

N$ ‘000

32. STATEMENT OF FINANCIAL POSITION CATEGORIES OF FINANCIAL INSTRUMENTS

GROUP

2017

ASSETS

Investment properties 5 - - - 2,388,937 2,388,937

Furniture and equipment 6 - - - 74 74

Investment in listed shares 8 1,874 - - - 1,874

deferred expenditure 9.1 - - - 23,269 23,269

rental receivable straight-line basis adjustment

- - - 46,064 46,064

derivative asset 14 77 - - - 77

Trade and other receivables 9.2 - 16,649 - 1,016 17,665

other investments 9.39.3 28,101 - - - 28,101

cash and cash equivalents 9.4 - 12,392 - - 12,392

Total assets 30,052 29,041 - 2,459,360 2,518,453

LIABILITIES

debentures 13.1 - - 349,387 - 349,387

debenture premium 13.1 - - 270,718 - 270,718

Interest-bearing borrowings 13.2 - - 835,933 - 835,933

derivative liability 14 1,627 - - - 1,627

deferred taxation 15 - - - 12,223 12,223

Trade and other payables 16 - - 13,697 1,417 15,114

Taxation payable - - - 1,058 1,058

deferred income 17 - - - 1,221 1,221

Linked unitholders for distribution - - 69,452 - 69,452

Total liabilities 1,627 - 1,539,187 15,919 1,556,733

GROUP

2016

ASSETS

Investment properties 5 - - - 2,276,235 2,276,235





- - - 49,865 49,865




Total assets 25,393 14,676 - 2,358,995 2,399,064


30 June 2017


continued

COMPANY

2017

ASSETS

Investment properties 5 - - - 552,422 552,422


Interest in subsidiaries 7 - 1,165,632 - 58,006 1,223,638




- - - 17,521 17,521


deferred taxation 15 - - 5,832 5,832

Trade and other receivables 9.2 - 12,572 - - 12,572

other investments 9.39.3 28,101 - - - 28,101


Total assets 30,052 1,190,595 - 638,814 1,859,461

LIABILITIES

debentures 13.1 - - 349,590 - 349,590



derivative liability 14 1,627 - - - 1,627

deferred taxation 15 - - - - -

Trade and other payables 16 - - 9,054 2,607 11,661

Taxation payable - - - 371 371

deferred income 17 - - - 1,210 1,210


Total liabilities 1,627 - 1,534,989 4,188 1,540,804

NOTES

AT FAIR VALUE

THROUGH PROFIT AND

LOSSN$ ‘000


N$ ‘000


AMORTISED COST

N$ ‘000

NON-FINANCIAL


N$ ‘000TOTAL

N$ ‘000

32. STATEMENT OF FINANCIAL POSITION(CONTINUED)CATEGORIES OF FINANCIAL INSTRUMENTS (CONTINUED)

GROUP (CONTINUED)

LIABILITIES

debentures 13.1 - - 349,387 - 349,387



derivative liability 14 919 - - - 919


Trade and other payables 16 - - 20,718 - 20,718


deferred income 17 - - - 1,301 1,301


Total liabilities 919 - 1,432,080 28,066 1,461,065


30 June 2017


continued

NOTES

AT FAIR VALUE

THROUGH PROFIT AND

LOSSN$ ‘000


N$ ‘000


AMORTISED COST

N$ ‘000

NON-FINANCIAL


N$ ‘000TOTAL

N$ ‘000

32. STATEMENT OF FINANCIAL POSITION(CONTINUED)CATEGORIES OF FINANCIAL INSTRUMENTS (CONTINUED)

COMPANY

2016

ASSETS

Investment properties 5 - - - 563,154 563,154


Interest in subsidiaries 7 - 1,045,709 - 58,006 1,103,715




- - - 24,373 24,373




Total assets 25,393 1,059,976 - 654,914 1,740,283

LIABILITIES

debentures 13.1 - - 349,590 - 349,590



derivative liability 14 919 - - - 919


Trade and other payables 16 - - 16,853 - 16,853


deferred income 17 - - - 1,254 1,254


Total liabilities 919 - 1,428,660 11,173 1,440,752

33. FINANCIAL RISK MANAGEMENT The Group’s financial instruments consist mainly of deposits with banks, interest-bearing liabilities, derivative instruments, trade and other receivables, other investments, trade and other payables, debentures and linked unitholders for distribution. In the normal course of its operations, the Group is inter alia exposed to capital, credit, liquidity and market risk. In order to manage these risks, the Group may enter into transactions that make use of derivatives. The Group does not speculate in or engage in the trading of hedging instruments.

33.1 CAPITAL RISK MANAGEMENTcapital is actively managed to ensure that the Group is properly capitalised and funded at all times.

The Group has a business planning process that runs on an annual cycle with regular updates to projections. It is through this process, which includes risk and sensitivity analyses of forecasts, that the Group’s capital is managed. Specifically the Group has adopted the following capital management policies:

• maintenance, as a minimum, of capital sufficient to meet the statutory requirements and such additional capital as management believes is necessary; and


30 June 2017


continued

33. FINANCIAL RISK MANAGEMENT (CONTINUED)33.1 CAPITAL RISK MANAGEMENT (CONTINUED)• maintenance of an appropriate level of liquidity at all times. The Group further ensures that it can meet its

expected capital and financing needs at all times, having regard to the business plans, forecasts and any strategic initiatives.

The Group has both qualitative and quantitative risk management procedures to monitor the key risks and sensitivities of the business. This is achieved through scenario analyses and risk assessments. From an understanding of the principal risks, appropriate risk limits and controls are defined.

As at 30 June 2017 the gearing ratio was 33.2% (2016: 29.0%).

33.2 CREDIT RISK MANAGEMENTCredit risk is the risk of loss associated with a counterparty’s failure or inability to fulfil its contractual obligations. The valuation of the relevant financial instrument takes into account the effect of credit risk on fair value by including an appropriate adjustment for the risk taken.

The Group’s credit risk is primarily attributable to its trade receivables. The amounts presented in the balance sheet are net of allowances for doubtful receivables. an allowance for impairment is made where there is an identified loss event which, based on previous experience, is evidence of a reduction in the recoverability of the cash flows. The Group has no significant concentration of credit risk, with exposure spread over a large number of counterparties and customers.

The Group’s financial assets that are potentially subject to credit risk include cash resources as well as trade and other receivables. The credit risk attached to the Group’s cash resources is minimised by its cash resources only being placed with reputable financial institutions, as well as by keeping cash on hand to a relatively low level. credit risk with respect to trade and other receivables is limited due to the large and diverse tenant base. In addition tenant creditworthiness is thoroughly assessed before leases are signed. The credit risk relating to the subsidiary loans are regarded as insignificant due to the Group structure and loan terms.

GROUP COMPANY

2017N$ ‘000

2016N$ ‘000

2017N$ ‘000

2016N$ ‘000

Total credit exposure

Interest in subsidiaries (excluding shares) (note 7) - - 1,165,632 1,045,709

Investment in listed shares (note 8) 1,874 25,045 1,874 25,045

Trade receivables (less impairment) (note 9.2) 16,649 5,005 12,572 4,597

derivative asset (note 14) 77 348 77 348

other investments (note 9.3) 28,101 - 28,101 -

cash and cash equivalents (note 9.4) 12,392 9,671 12,391 9,670

59,093 40,069 1,220,647 1,085,369

The total credit exposure relates to cash resources and trade and other receivables. although the Group does not

perceive there to be a credit risk relating to cash resources, the exposure to a single counterparty with respect to

tenant receivables could be a potential for risk. The top 10 tenants by income are disclosed on page 40 of this report

and 85.8% (2016: 89.6%) of total floor space is occupied by major Southern African companies or their franchisees and

major namibian tenants.


30 June 2017


continued

33. FINANCIAL RISK MANAGEMENT (CONTINUED)33.2 CREDIT RISK MANAGEMENT (CONTINUED)2017

nedbank namibia Limited adopts the rating of its holding company nedbank Limited (based on national scale), which is the same as for Nedbank Limited reflected above.

The following table represents relevant information on trade and other receivables at the statement of financial position date:

Cash and cash equivalents Short term Long term outlook credit rating agency

bank Windhoek Limited a1+(na) aa(na) Stable Global

nedbank namibia Limited (below)

below below below below

nedbank Limited a1+(Za) aa(Za) Stable Global

nedbank Limited zaa-1 zaa negative Standard & poor

nedbank Limited p-1(za) a1(za) negative moody's

GROUP COMPANY

2017N$ ‘000

2016N$ ‘000

2017N$ ‘000

2016N$ ‘000

other receivables 7,348 8,257 4,864 5,682

Trade receivables 9,301 5,005 7,708 4,597

receiver of revenue - VaT 1,016 2,633 - -

17,665 15,895 12,572 10,279

Trade receivables before impairment 17,906 11,111 12,071 7,790

bad debt provision (8,605) (6,106) (4,363) (3,193)

Fair value of trade receivables 9,301 5,005 7,708 4,597

Impaired 8,605 6,106 4,363 3,193

not impaired - - - -

Total past due * 8,605 6,106 4,363 3,193

neither past due nor impaired 9,301 5,005 7,708 4,597

Total trade receivables 17,906 11,111 12,071 7,790

age analysis 7,311 2,465 6,596 2,343

current 1,151 2,167 556 1,553

30 days 544 1,459 173 926

60 days 8,900 5,020 4,746 2,968

90+ days 17,906 11,111 12,071 7,790

* The full outstanding balance is considered past due when any balance due is in age buckets 60 days and / or older.

provision for doubtful debts

opening balance 6,106 3,319 3,193 2,027

additional provisions 2,673 2,902 1,260 1,167

Write-offs (174) (115) (90) (1)

closing balance 8,605 6,106 4,363 3,193


30 June 2017


continued

GROUP COMPANY

NOTES

BALANCE AT

REPORTINGDATE

N$ ‘000

1% INTERESTIMPACTN$ ‘000

BALANCE AT

REPORTINGDATE

N$ ‘000

1% INTERESTIMPACTN$ ‘000

2017

ASSETS

Non-current assets

Interest in subsidiaries (excluding shares) 7 - - 1,165,632 11,656

Current assets

Trade and other receivables 9.2 17,906 179 12,071 121

other investments 9.3 28,101 281 28,101 281

cash and cash equivalents 9.4 12,392 124 12,391 124

LIABILITIES


Interest-bearing borrowings 13.2 (333,067) (3,331) (333,067) (3,331)

Current liabilities

Trade and other payables 16 (2,675) (27) (3,063) (31)


(780,209) (7,803) 379,199 3,791

2016

ASSETS

Non-current assets

Interest in subsidiaries (excluding shares) 7 - - 1,045,709 10,457

Current assets

Trade and other receivables 9.2 11,111 111 7,790 78

cash and cash equivalents 9.4 9,671 97 9,670 97

LIABILITIES



Current liabilities

Trade and other payables 16 (9,480) (95) (9,752) (98)


(684,600) (6,846) 357,515 3,575

33. FINANCIAL RISK MANAGEMENT (CONTINUED)33.3 MARKET RISKInterest rate riskInterest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rate. Interest rate movements impact on the value of the Group’s short-term cash investments, interest bearing borrowings, accounts receivable and payable. The exposure to interest rate risk is managed through monitoring cash flows, investing surplus cash at negotiated rates and fixing interest rates on borrowings when appropriate, which enables the Group to maximise returns while minimising risks. Currently 63% (2016: 57%) of interest bearing borrowings have a fixed interest rate.

The Group is exposed to interest rate fluctuations as not all the debts are fixed at year end.

The below table illustrates the potential impact a 1% change in interest rates could have on the profit before debenture interest, assuming the full balance at reporting date attracts interest.


30 June 2017


continued

33. FINANCIAL RISK MANAGEMENT (CONTINUED)33.4 LIQUIDITY RISK MANAGEMENTLiquidity risk is the risk that cash may not be available to pay obligations when due at a reasonable cost. The Group proactively manages its liquidity risk by regularly assessing working capital requirements and monitoring cash flows, whilst ensuring surplus cash is invested in a manner to achieve maximum returns.

The following table details the Group’s remaining contractual maturity for its financial liabilities. The table has been drawn up based on the actual settlement amounts of financial liabilities based on the earliest date on which the Group can be required to pay.

At 30 June 2017, the Group had access to financial facilities, of which N$137 million (2016: N$286 million) and the dmTnp of n$500 million is unutilised and has a remaining borrowing capacity in terms of the articles of association of n$675 million (2016: n$743 million). The Group expects to meet its obligations from operating cash flows and long term debt. The interest-bearing borrowings and debentures will be re-financed on maturity.

Bank Windhoek Revolving Credit Facilities were in a favourable balance at the reporting date and thus classified under Cash and Cash equivalents. Absa and Nedbank Namibia Limited Revolving Credit Facilities are classified under current liabilities. an annual review has to be performed on all the revolving credit Facilities before it is extended for another 12 month period. The 3 year term loan with absa (“bank”) expires end of august 2017. management and the bank are at an advanced stage in the negotiation and there is no reason to believe that it will not be re-financed.

debentures are required to be discounted in terms of IFrS 7, however due to the nature of a property loan stock company, it is impractical to do so. returns on debentures are paid in the form of debenture interest, which is calculated based on the profits in the Group at the end of the reporting period. Such profits cannot be reliably estimated to the maturity date of the debentures.

33.5 FOREIGN CURRENCY RISK MANAGEMENTThe Group undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise. Exchange rate exposures are managed within approved parameters. There were no foreign currency denominated monetary assets or monetary liabilities at the end of the reporting period.

GROUP COMPANY

2017N$ ‘000

2016N$ ‘000

2017N$ ‘000

2016N$ ‘000

Less than 3 months

- Trade and other payables 15,114 20,718 11,661 16,853

- Interest-bearing borrowings 219,630 - 219,630 -

- distributions payable 69,452 69,768 69,452 69,768

- Interest payable 8,627 8,633 8,627 8,633

between 3 months and 1 year


- Interest-bearing borrowings 283,236 213,768 283,236 213,768

between 1 and 5 years

- Interest-bearing borrowings 333,067 482,134 333,067 482,134


after 5 years

- debentures 349,387 349,387 349,387 296,453

1,366,461 1,234,416 1,363,008 1,177,617


30 June 2017


continued

34. FAIR VALUE HIERARCHYan entity is required in terms of IFrS 13 to disclose for each class of asset or liability that is carried at fair value, the level into which the fair value measurement will be classified in the fair value hierarchy.

The fair value hierarchy quantifies the significance and nature of the inputs that were used in measuring the fair value of each class of asset or liability. The lowest level input used that is significant to the fair value measurement will determine the level into which it is categorised.

The table below provides an analysis of asset or liabilities that are measured, on a recurring basis, subsequent to initial recognition at fair value, grouped into levels 1 to 3 based on the degree to which the fair value is observable.

- Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets and liabilities;

- Level 2 fair value measurements are those derived from inputs other than quoted prices included within level 1 that are observable for the asset and liability, either directly or indirectly; and

- Level 3 fair value measurements are those derived from valuation techniques that include inputs for asset or liability that are not based on observable market data.

NOTESLEVEL 1N$ ‘000

LEVEL 2N$ ‘000

LEVEL 3N$ ‘000

DESIGNATED AT

FAIR VALUEN$ ‘000

GROUP

2017

ASSETS

Investment properties - at valuation 5 - 2,435,000 - 2,435,000

Investment in listed shares 8 1,874 - - 1,874


Trade and other receivables 9.2 - - 16,649 16,649

other investments 9.3 28,101 - - 28,101

cash and cash equivalents 9.4 - - 12,392 12,392

29,975 2,435,077 29,041 2,494,093

LIABILITIES

derivative liability 14 - 1,627 - 1,627

2016

ASSETS

Investment properties - at valuation 5 - 2,326,100 - 2,326,100





25,045 2,326,448 14,676 2,366,169

LIABILITIES

derivative liability 14 - 919 - 919


30 June 2017


continued

NOTESLEVEL 1N$ ‘000

LEVEL 2N$ ‘000

LEVEL 3N$ ‘000

DESIGNATED AT

FAIR VALUEN$ ‘000

34. FAIR VALUE HIERARCHY(CONTINUED)COMPANY

2017

ASSETS

Investment properties - at valuation 5 - 567,400 - 567,400





other investments 9.3 28,101 - - 28,101


29,975 567,477 1,248,601 1,846,053

LIABILITIES

derivative liability 14 - 1,627 - 1,627

2016

ASSETS

Investment properties - at valuation 5 - 586,400 - 586,400






25,045 586,748 1,117,982 1,729,775

LIABILITIES

derivative liability 14 - 919 - 919

There were no transfers between Level 1, 2 or 3 during the year.


30 June 2017


continued

an appropriate valuation technique for estimating the fair value of a particular asset or liability would incorporate observable market data about the market conditions and other factors that are likely to affect the fair value of the asset or liability.

Discount rate: Where discounted cashflow techniques are used, estimates and the discount rate used is a market rate at the reporting date for an instrument with similar terms and conditions.

SENSITIVITY ANALYSIS2017Various market conditions may affect the assumptions applied to the key inputs to the valuation model. The below table illustrates the potential impact a 0.25% change in both the capitalisation and the discount rates could have on the property valuation.

The time value of money: The business may use well-accepted and readily observable general interest rates or an appropriate swap rate, as the benchmark rate to derive the present value of a future cashflow.

LEVEL 3 ASSET OR LIABILITY - VALUATION TECHNIQUEThe carrying amount is considered to approximate the fair value of the asset or liability. The value consists of market rentals less impairment for bad debts and interest on late receipts from tenants as quoted per contract.

34. FAIR VALUE HIERARCHY (CONTINUED)LEVEL 1 ASSET OR LIABILITY - VALUATION TECHNIQUE The fair value of these assets or liabilities are based on quoted market prices industry bank or pricing service.

LEVEL 2 ASSET OR LIABILITY - VALUATION TECHNIQUE

VALUATION TECHNIQUE KEY INPUTS

ASSETS

Investment properties - at valuation

Discounted cash flow model

discount rates, capitalisation rates, reversionary capitalisation rates

reversionary rate method

capitalisation rates, reversionary capitalisation rates

perpetuity method capitalisation rates

Trade and other receivables Discounted cash flow model discount rates

LIABILITIES

derivative asset / liability Discounted cash flow model discount rates

Average Capitalisation rate Average Discount rate

actual 8.5% 13.1%0.25% increase 8.8% 13.4%0.25% decrease 8.3% 12.9%

Porfolio value Porfolio value0.25% increase 2,320,063,236 2,343,400,233 0.25% decrease 2,460,035,471 2,434,330,355

Change in value Change in value0.25% increase 67,936,764 44,599,7670.25% decrease 72,035,471 46,330,355


35. RELATED PARTY TRANSACTIONSTransactions between the company and its subsidiaries, which are related parties of the company, have been eliminated on consolidation (with the exception of capitalised interest during the course of development) and are not disclosed in this note. details of transactions between the Group and other related parties are disclosed below:

37. SUBSEQUENT EVENTSSubsequent to year end, erf 15718 , 86 George blake avenue, plankenburg, Stellenbosch, South africa, was sold for n$56 million before selling costs incurred. The property was valued at n$56 million at year end.

38. APPROVAL OF ANNUAL FINANCIAL STATEMENTSThe annual financial statements set out on pages 87 to 140 which have been prepared on a going concern basis, were approved by the board of directors on 10 october 2017.

36. CAPITAL COMMITMENTS

30 June 2017


continued

GROUP COMPANY

2017N$ ‘000

2016N$ ‘000

2017N$ ‘000

2016N$ ‘000

parTy concerned TranSacTIon

directors' fees - executive remuneration 3,672 3,520 3,672 3,520

- non-executive 2,290 2,059 2,290 2,059

Trustee fees- Trustees of Share Incentive Trust - 9 - -

rental paid- spouse of director, a Swanepoel 286 - 286 -

The remuneration of directors is determined by the board, refer to the remuneration and nomination committee report on pages 75 to 79.

GROUP

2017N$ ‘000

2016N$ ‘000

authorised and not contracted 28,000 32,000

authorised and contracted 108,000 47,500

136,000 79,500


UNITHOLDERINFORMATION

UNITHOLDERS’ DIARYFinancial year end 30 Juneannual general meeting 22 november 2017

Distribution plan dates in respect of the financial year ending 30 June 2018:

FINANCIAL PERIOD DECLARATION DATE

LAST DATE TO REGISTER PAYMENT DATE

1st half to 31st december 2017 Friday 2nd march 2018 Friday 16th march 2018 Thursday 29th march 2018

2nd half to 30th June 2018 Friday 31st august 2018 Friday 14th September 2018 Friday 28th September 2018


NUMBER OF UNITHOLDERS

% OF UNITHOLDERS

NUMBER OFUNITS HELD

% OFISSUED UNITS

UNITHOLDER SPREAD

non-public

Held by directors: direct 3 0.8 85,689 0.1

Held by directors: Indirect 2 0.5 4,490,339 5.8

Held by related trust: direct 1 0.3 45,500 0.1

Holdings > 10% of issued units 3 0.8 64,597,190 83.0

public 382 97.7 8,641,073 11.1

ToTaL 391 100.0 77,859,791 100.0

INFORMATIONUNITHOLDERS

continued


% OF UNITHOLDERS

NUMBER OFUNITS HELD

% OFISSUED UNITS

ANALYSIS OF LINKED UNITHOLDERS2017

SIzE OF HOLDING

1 - 99 1 0.3 41 0.0

100 - 499 123 31.5 27,500 0.0

500 - 999 16 4.1 10,499 0.0

1,000 - 1,999 38 9.7 47,797 0.1

2,000 - 2,999 24 6.1 57,197 0.1

3,000 - 3,999 13 3.3 44,319 0.1

4,000 - 4,999 13 3.3 55,849 0.1

5,000 - 10,000 25 6.4 163,999 0.2

over 10,000 138 35.3 77,452,590 99.5

391 100.0 77,859,791 100.0

TYPE OF UNITHOLDERS

Individuals and estates 293 74.9 4,417,493 5.7

Trusts 16 4.1 842,764 1.1

nominee other 2 0.5 1,621,276 2.1

nominee private clients 16 4.1 113,026 0.1

nominee corporates 14 3.6 13,510,919 17.4

nominee pension Fund 16 4.1 31,324,722 40.2

nominee Trusts 7 1.8 334,507 0.4

nominee unit Trusts 19 4.9 7,886,010 10.1

corporate bodies 8 2.0 17,809,074 22.9

391 100.0 77,859,791 100.0

NUMBER OFUNITS HELD

% OFISSUED UNITS

SIGNIFICANT LINKED UNITHOLDERS

Unitholders invested in 1% or more of the company

Standard bank namibia nominees (pty) Ltd 20,540,644 26.4

TLp Investments one Three Seven (pty) Ltd 16,047,748 20.6

cbn nominees (pty) Ltd 5,341,568 6.9

First national bank nominees (pty) Ltd 28,008,798 36.0

rmbT Investments (pty) Ltd 1,360,800 1.7

pSG nominees (pty) Ltd 764,116 1.0

72,063,674 92.6

* Shares held by nominees consist of units held on behalf of various unit holders.



% OF UNITHOLDERS

NUMBER OFUNITS HELD

% OFISSUED UNITS

UNITHOLDER SPREAD

non-public

Held by directors: direct 3 0.8 82,689 0.1

Held by directors: Indirect 2 0.5 4,490,339 5.7

Held by related trust: direct 1 0.3 45,500 0.1

Holdings > 10% of issued units 2 0.5 60,072,441 77.2

public 365 97.9 13,168,822 16.9

ToTaL 373 100.0 77,859,791 100.0


continued


% OF UNITHOLDERS

NUMBER OFUNITS HELD

% OFISSUED UNITS

ANALYSIS OF LINKED UNITHOLDERS (CONTINUED)2016

SIzE OF HOLDING

1 - 99 1 0.3 41 0.0

100 - 499 111 29.7 25,038 0.0

500 - 999 14 3.8 8,972 0.0

1,000 - 1,999 40 10.7 49,476 0.1

2,000 - 2,999 26 7.0 62,037 0.1

3,000 - 3,999 7 1.9 24,594 0.0

4,000 - 4,999 12 3.2 50,938 0.1

5,000 - 10,000 22 5.9 146,332 0.2

over 10,000 140 37.5 77,492,363 99.5

373 100.0 77,859,791 100.0

TYPE OF UNITHOLDERS

Individuals and estates 281 75.3 4,500,643 5.8

Trusts 17 4.6 964,030 1.2

nominee other 6 1.6 2,301,169 3.0

nominee private clients 13 3.5 110,626 0.2

nominee corporates 12 3.2 13,578,229 17.4

nominee pension Fund 29 7.8 37,637,621 48.3

nominee Trusts 5 1.3 134,110 0.2

nominee unit Trusts 4 1.1 765,235 1.0

corporate bodies 6 1.6 17,868,128 22.9

373 100.0 77 859,791 100.0

NUMBER OFUNITS HELD

% OFISSUED UNITS

SIGNIFICANT LINKED UNITHOLDERS

Unitholders invested in 1% or more of the company

Standard bank namibia nominees (pty) Ltd 44,024,693 56.5

TLp Investments one Three Seven (pty) Ltd 16,047,748 20.6

cbn nominees (pty) Ltd 5,342,320 6.9

First national bank nominees (pty) Ltd 4,461,469 5.7

rmbT Investments (pty) Ltd 1,360,800 1.7

71,237,030 91.4

* Shares held by nominees consist of units held on behalf of various unit holders.



continued

2017 2016

ANALYSIS OF LINKED UNITHOLDERS (CONTINUED)UNITS TRADED AND ISSUED

number of units traded on the nSx 1,443,700 4,646,430

number of units traded off market - -

units traded as a weighted percentage of issued capital 1.85 % 6 %

NSX PRICE HISTORY (CENTS)

12 month high 2,151 2,115

12 month low 2,074 1,953

closing price 2,074 2,115


ORYX PROPERTIES LIMITEDREG. NO. 2001/673

NOTICE TO ALL UNITHOLDERS

PLEASE TAKE NOTE that the annual General meeting of the company will be held at the nice restaurant, no. 2 mozart Street, Windhoek, namibia

on 22 november 2017 at 10:00.

AGENDA1. notice convening the meeting.

2. apologies.

3. Confirmation of the minutes of the Annual General Meeting held on 22 November 2016.

4. report of the chairperson of oryx properties Limited. To consider and, if deemed fit, to pass, with or without modification, the following resolutions: unitholders are advised that in order for all ordinary resolutions to be passed, votes in favour must represent at least 50% + 1 (fifty percent plus one) of all votes cast and/or exercised at the meeting in respect of these resolutions.

5. annuaL FInancIaL STaTemenTS ordinary resolution number 1: “Resolved that the audited financial statements for the Company for the year ended 30 June 2017, including the directors’ report and the report of the independent auditors, be adopted.”

6. non-execuTIVe dIrecTorS’ remuneraTIon For THe year ended 30 June 2017 ordinary resolution number 2: “To ratify the remuneration of the non-executive directors for the financial year ended 30 June 2017 as set out on page 78 of the Integrated annual report of which this notice of the general meeting forms part.”

7. execuTIVe dIrecTorS’ remuneraTIon For THe year ended 30 June 2017 ordinary resolution number 3: “To ratify the remuneration of the executive directors for the financial year ended 30 June 2017 as set out on page 79 of the Integrated annual report of which this notice of the general meeting forms part.”

NOTICE OFANNUAL GENERALMEETING


8. non-execuTIVe dIrecTorS’ remuneraTIon For THe year ended 30 June 2018 ordinary resolution number 4: “resolved that, in accordance with section 304 of the companies act, fees to be paid by the company to the non-executive directors for their services as directors be and are hereby approved as follows:

9. non-execuTIVe dIrecTorS Fee STrucTure ordinary resolution number 5: “To approve the fee structure of the non-executive directors for the ensuing year which conforms with principle c2.25.10 of the namcode.

non-executive directors’ fees are benchmarked against: • The annual PWC South Africa report on non-executive directors’ fee trends for mid cap (financial

services) and small cap companies on the JSE;• Norms of directors’ fees paid in Namibia per the annual PWC report; and• peer group of Sa listed property companies.

non-executive directors’ fees are structured as follows:• board

- Fixed fee based on four meetings per annum, paid quarterly; - Fixed fee for chairperson based on four meetings per annum, paid quarterly; and - attendance of additional meetings at an hourly rate, but capped on a daily basis.

• risk, audit and compliance committee - Fixed fee based on three meetings per annum, paid quarterly; - Fixed fee for chairperson based on three meetings per annum, paid quarterly; and - attendance of additional meetings at an hourly rate, but capped on a daily basis.

• remuneration and nomination committee - Fixed fee based on two meetings per annum, paid quarterly; - Fixed fee for the chairperson based on two meetings per annum, paid quarterly; and - attendance of additional meetings at an hourly rate, but capped on a daily basis.

• Investment committee - Fixed fee based on two formal meetings per annum and ad hoc conference call meetings, paid

quarterly; - Fixed fee for chairperson based on two formal meetings per annum, paid quarterly; and - attendance of additional meetings at an hourly rate, but capped on a daily basis.”

CHAIR-PERSON

2018N$

DIRECTOR/COMMITTEE

MEMBER2018

N$

CHAIR-PERSON

2017N$

DIRECTOR/COMMITTEE

MEMBER2017

N$

CHAIR-PERSON

INCREASE%

DIRECTOR/COMMITTEE

MEMBERINCREASE

%

board 288,900 160,500 270,000 150,000 7% 7%

risk, audit and compliance committee 168,525 112,350 157,000 105,000 7.3% 7%

remuneration and nomination committee 112,350 74,900 105,000 70,000 7% 7%

Investment committee 112,350 74,900 105,000 70,000 7% 7%

GENERAL MEETINGNOTICE OF ANNUAL

continued

AGENDA (CONTINUED) SCHEDULE OF DIRECTORS’ FEES PAYABLE PER INDIVIDUAL PER ANNUM:



continued

AGENDA (CONTINUED) 10. unISSued LInKed unITS

ordinary resolution number 6: “resolved that the authorised, but unissued ordinary and preference shares, in the capital of the company be and are hereby placed under the control of the directors of the company until the next annual general meeting, who are authorised to allot, issue and otherwise dispose of such shares and linked units at their discretion, subject at all times to the provisions of the companies act, 2004 (act 28 of 2004), as amended, the company’s articles of association and the Listing requirements of the nSx, provided that each ordinary share of one (1) cent each be issued together with an unsecured variable-rate debenture of 449 cents each as a linked unit.

The number of units issued per financial year may not exceed 10% of the total number of shares in issue determined immediately prior to each issue of new units. The issue of such units is subject to a maximum discount of 5% of the weighted average traded price on the NSX of these units over the 10 (ten) days prior to the date the price of issue is agreed between the Group and the party subscribing for the units.

This authority shall be restricted to the issue of linked units to a vendor for the acquisition or development of property assets, and further provided that any such issues may only be made after the registration of transfer of any property assets to be acquired or developed.”

11. auTHorITy To acTIon aLL ordInary and SpecIaL reSoLuTIonS ordinary resolution number 7: “resolved that any director of the company, and the company Secretary be and is hereby authorised to do all such things as are necessary and to sign all such documents issued by the company and take all actions as may be necessary to implement the above ordinary resolutions and special resolutions with or without amendment.”

12. appoInTmenT oF audITorS In terms of section 278(1) of the companies act 28 of 2004, the auditors of a public company are required to be appointed at the company’s annual General meeting. The purpose of ordinary resolution number 8 is to confirm the re-appointment of Deloitte & Touche as independent auditors to the Company, as nominated by the risk, audit and compliance committee as required under section 278(1) of the companies act, for the ensuing year, and to authorise the directors to determine their remuneration.

ordinary resolution number 8:“resolved that the re-appointment of deloitte & Touche as independent auditors to the company for the ensuing year be confirmed and to authorise the directors to determine their remuneration be confirmed.”

13. board compoSITIon ordinary resolution number 9: “To ratify the appointment of any new directors and the re-election of any existing directors in accordance with the Articles of Association. Motions for ratification will be moved individually.

In terms of the company’s articles of association, all non-executive directors are subject to retirement by rotation after a period not exceeding three years, but are eligible for re-election. accordingly, ms a angula and ms J comalie retire by rotation, but being eligible, offer themselves for re-election.

In accordance with the board charter of the company, a director should retire at the age of 70, but an appointment may be extended on a year-to-year basis.• To ratify the re-appointment of mr nbS Harris as a non-executive director of the company for the year

1 July 2017 to 30 June 2018; and• To ratify the re-appointment of mr F uys, as a non-executive director of the company with effect from

1 July 2017 to 30 June 2018.”abridged curricula vitae of these directors are available on pages 22 to 25 of this Integrated annual report.



continued

AGENDA (CONTINUED) 14. To cHanGe THe FoLLoWInG paraGrapHS oF THe arTIcLeS oF aSSocIaTIon noW readInG

Special resolution number 1:

“1. (d) ”in writing” or “written” means and includes words printed, handwritten, typed, represented or reproduced in any mode in a visible form”.

to read

“1. (d) ”in writing” or “written” means and includes words printed, handwritten, typed, represented or reproduced in any mode, including electronic mode, in a visible form”.


“109. A copy of any annual financial statements, group annual financial statements and group reports which are to be laid before the company in annual general meeting, shall not less than twenty one days before the date of the meeting be sent to every member of, and every holder of debentures of the company: provided that those documents shall be deemed to have been so sent if it is so agreed by all the members entitled to attend and vote at the meeting. This article shall not require a copy of the said documents to be sent to any person of whose address the company is not aware or to more than one of the joint holders of any shares or debentures.”

to read

“109. A copy of any annual financial statements, group annual financial statements and group reports which are to be laid before the company in annual general meeting, shall not less than twenty one days before the date of the meeting be sent to every member of, and every holder of debentures of the company. It may be given by the company to any member either personally, by facsimile or by any electronic mode, including a link to the annual financial statement per Stock Exchange News Service (“SENS”). If a member has provided the company with a facsimile number and/or an electronic mail address, a successful transmission may be confirmed by means of a device generated transmission report, or by sending it by post in a prepaid letter addressed to such member at his registered address or (if he has no registered address in the republic of namibia) at the address, if any, within the republic of namibia supplied by him to the company for the giving of notices to him/her: provided that those documents shall be deemed to have been so sent if it is so agreed by all the members entitled to attend and vote at the meeting. This article shall not require a copy of the said documents to be sent in the said manner, to any person of whose address the company is not aware or to more than one of the joint holders of any shares or debentures.”


“111. a notice may be given by the company to any member personally or by sending it by post in a prepaid letter addressed to such member at this registered address and in addition notices may be given by advertisement in a newspaper or newspapers. In addition, notice by advertisement shall be made through the SenS.”

to read

“111. a notice may be given by the company to any member either personally, by facsimile or by any electronic mode, including a link to the notice per SenS. If a member has provided the company with a facsimile number and/or an electronic mail address, a successful transmission may be confirmed by means of a device generated transmission report, or by sending it by post in a prepaid letter addressed to such member at his registered address or (if he has no registered address in the republic of namibia) at the address, if any, within the republic of namibia supplied by him to the company for the giving of notices to him/her.”



continued

AGENDA (CONTINUED) 14. To cHanGe THe FoLLoWInG paraGrapHS oF THe arTIcLeS oF aSSocIaTIon noW readInG (conTInued)


“112. a notice may be given by the company to the persons entitled to a linked unit in consequence of the death or insolvency of a member, by sending it through the post in a prepaid letter addressed to them by name, or by the title of the representative of the deceased, or trustees of the insolvent or by any like description, at the address (if any) supplied for the purpose by the persons claiming to be so entitled, or (until such address has been so supplied) by giving the notice in any manner in which the same might have been given if the death or insolvency had not occurred.”

to read

“112. Whenever a notice is to be given in terms of article 111 the notice may be given by the company to:

(a) the joint holders of a linked unit by giving the notice to the joint holder whose name is first entered in the register in respect of the share; or(b) the persons entitled to a share in consequence of the death or insolvency of a member, or personally, by facsimile or by any electronic mode. If a member has provided the company with a facsimile number and/or an electronic mail address, a successful transmission may be confirmed by means of a device generated transmission report, or by sending it through the post in a prepaid letter addressed to him by name, or by the title of the representative of the deceased, or trustees of the insolvent or by any like description, at the address, if any in the republic of namibia supplied for the purpose by the person claiming to be so entitled, or (until such address has been so supplied) by giving the notice in any manner in which the same might have been given if the death or insolvency had not occurred.”


“116. The signature to any notice given by the company to any member may be written or printed, or partly written and partly printed.”

to read

“116. The signature to any notice given by the Company may be affixed to the notice by autographic or mechanical means.”



continued

AGENDA (CONTINUED) 14. To cHanGe THe FoLLoWInG paraGrapHS oF THe arTIcLeS oF aSSocIaTIon noW readInG (conTInued)


“118. (a) The directors shall cause the required number of copies of the financial statements of the Company, and if the Company has subsidiaries, of the Group financial statements of The Company and its subsidiaries, together with the reports of the auditors, all as required to be laid before a general meeting, to be sent to members at least twenty one days before the general meeting at which they are to be considered, and also to any recognized stock exchange on which any linked units of the company are for the time being listed, in accordance with the requirements of that stock exchange.”

to read

“118. (a) The directors shall cause the copies of the financial statements of the Company, and if the Company has subsidiaries, of the Group financial statements of the Company and its subsidiaries, together with the reports of the auditors, all as required to be laid before a general meeting, to be sent to members at least twenty one days before the general meeting at which they are to be considered, and also to any recognized stock exchange on which any linked units of the company are for the time being listed, in accordance with the requirements of that stock exchange. It may be given by the company to any member either personally, by facsimile or by electronic mail, if a member has provided the company with a facsimile number and/or an electronic mail address, provided that successful transmission can be confirmed by means of a device generated transmission report, or by sending it by post in a prepaid letter addressed to such member at his registered address or (if he has no registered address in the republic of namibia) at the address, if any, within the republic of namibia supplied by him to the company for the giving of notices to him/her .”

15. To TranSacT any oTHer buSIneSS WHIcH, under THe arTIcLeS oF aSSocIaTIon, may be TranSacTed aT an annuaL GeneraL meeTInG

by order oF THe board

NOTE:1. a member entitled to attend and vote is entitled to appoint a proxy to attend, speak, vote, and on a poll,

vote in his/her stead, and such proxy need not also be a member of the company.

2. The Proxy Form must be deposited at the registered office of the Company not less than 48 (FORTY EIGHT) hours before the time of holding the meeting.

dated at WIndHoeK on 10 october 2017.

REGISTERED OFFICEMaerua Mall Office Tower P O Box 97723 Tel. +264 61 423201 1st Floor, unit 402 maerua park Fax. +264 61 423211corner of robert mugabe Windhoekand Jan Jonker avenue Windhoek


PROXY FORM

ORYX PROPERTIES LIMITED(“ORYX”)

REG. NO. 2001/673

I/We (Name/s in block letters)

being the registered holder/s of units in oryx, as at the close of business on 20 november 2017

hereby appoint of

or failing him/her of

or failing him/her THe cHaIrperSon oF THe meeTInGas my/our proxy to attend, speak and vote for me/us and on my/our behalf at the annual General meeting of oryx to be held on the

22 November 2017 AT 10:00

and at any adjournment thereof and to vote for or against the resolutions or to abstain from voting in respect of the units registered in my/our name/s, in accordance with the following instructions:

RESOLUTION IN FAVOUR AGAINST ABSTAIN

ordinary resolution number 1- To adopt the annual financial statements

ordinary resolution number 2- To ratify non-executive directors’ remuneration for the year ending June 2017

ordinary resolution number 3- To ratify executive directors’ remuneration for the year ending June 2017

ordinary resolution number 4- To approve directors’ remuneration for the year ending 30 June 2017

ordinary resolution number 5- To approve the non-executive directors’ fee structure for the year ending 30 June 2017

ordinary resolution number 6- placing of unissued linked units under the control of directors

ordinary resolution number 7- Implementation of resolutions

ordinary resolution number 8- appointment of auditors

ordinary resolution number 9

- re-election of ms a angula

- re-election of ms J comalie

- ratify the re-appointment of mr nbS Harris

- ratify the re-appointment of mr F uys


RESOLUTION IN FAVOUR AGAINST ABSTAIN

Special resolution number 1- change article 1






PROXY FORM continued

Signed at on this day of 2017

Full names(in block letters)

Signature(s)

assisted by (Guardian): date: 2017

a member entitled to attend and vote is entitled to appoint a proxy to attend, speak, vote, and on a poll, vote in his/her stead, and such proxy need not also be a member of oryx.

REGISTERED OFFICEMaerua Mall Office Tower P O Box 97723 Tel. +264 61 423201 1st Floor, unit 402 maerua park Fax. +264 61 423211corner of robert mugabe Windhoekand Jan Jonker avenue Windhoek


PROXY FORM continued

INSTRUCTIONS ON SIGNING AND LODGING THE PROXY FORM1. The Proxy Form must be deposited at the registered office of ORYX not less than 48 (FORTY-EIGHT) hours

before the time of holding the meeting.

2. a deletion of any printed matter and the completion of any blank space(s) need not be signed or initialled. any alteration must be signed, not initialled.

3. The chairperson of the meeting shall be entitled to decline / to accept the authority of the signatory: (a) under a power of attorney; or (b) on behalf of a company or any other entity unless the power of attorney or authority is deposited at the registered office of the Company not less than 48 (ForTy-eIGHT) hours before the time scheduled for the meeting.

4. The authority of a person signing a proxy in a representative capacity must be attached to the proxy form unless the authority has already been recorded by the Secretaries.

5. The signatory may insert the name of any person(s) whom the signatory wishes to appoint as his/her proxy in the blank space(s) provided for that purpose.

6. When there are joint holders of units and if more than one such joint holder be present or represented, then the person whose name stands first in the register in respect of such units or his/her Proxy, as the case may be, shall alone be entitled to vote in respect thereof.

7. The completion and lodging of this proxy form will not preclude the signatory from attending the meeting and speaking and voting in person thereat to the exclusion of any proxy appointed in terms hereof, should such signatory wish to do so.

8. The chairperson of the meeting may reject or accept any proxy form that is completed and/or submitted other than in accordance with these instructions, provided that he/she is satisfied as to the manner in which a member wishes to vote.

9. If the unitholding is not indicated on the proxy form, the proxy will be deemed to be authorised to vote the total unitholding.


CORPORATE INFORMATIONaS aT daTe oF THIS reporT

company registration number: 2001/673Web: www.oryxprop.com

REGISTERED OFFICEMaerua Mall Office Tower1st Floor, unit 402corner of Jan Jonker & robert mugabe avenueWindhoekp o box 97723maerua park, Windhoek, namibia

COMPANY SECRETARYbonsai Secretarial compliance ServicesTel. +264 61 305072Fax. +264 61 305073email. [email protected]

CHIEF EXECUTIVE OFFICERcarel FourieTel. +264 61 423201Fax. +264 61 423211email. [email protected]

CHIEF FINANCIAL OFFICERLizette SmitTel. +264 61 423201Fax. +264 61 423211email. [email protected]

ASSET MANAGERconrad van der WesthuizenTel. +264 61 423201Fax. +264 61 423211email. [email protected]

TRUSTEEchristiaan Johan Gouws as nominee ofFisher Quarmby & pfeifercorner of robert mugabe and Thorer Street(entrance in burg St)Windhoekp o box 37 Windhoek, namibia

TRANSFER SECRETARIESTransfer Secretaries (proprietary) Limited4 robert mugabe avenue(entrance in burg Street opposite 2a chateau St)Windhoekp o box 2401 Windhoek, namibia

AUDITORSdeloitte & Touche chartered accountants (namibia)Ican practice number: 9407deloitte buildingmaerua mall complexJan Jonker roadWindhoekp o box 47 Windhoek, namibia

COMMERCIAL BANKSabsa bank Limited7th Floorbarclays Towers West15 Troye StreetJohannesburg, South africa, 2001

bank Windhoek Limited maerua mall branchmaerua park - Shop 0036 cnr Jan Jonker and robert mugabe avenueWindhoekp o box 15Windhoek, namibia

nedbank namibia Limited corporate branchbusiness centre55 rehobother roadausspannplatzp o box 15Windhoek, namibia

nedbank Limited - corporate branchnedbank clocktowerclocktower precinctV&a Waterfrontcape Town, South africa, 8001

OTHER FINANCIERSold mutual Investment Group (namibia) Limitedmutual Tower10th Floor, Windhoekp o box 165Windhoek, namibia

SPONSORSimonis Storm Securities (proprietary) Limited4 Koch Street, Klein Windhoekp o box 3970 Windhoek, namibia

DOMESTIC NOTE PROGRAMME SPONSORIJG Securities (proprietary) Limited 1st Floor, Heritage Square,100 robert mugabe avenuep o box 186Windhoek, namibia

LEGAL ADVISORSH d bossau & co49 Feld StreetWindhoekp o box 1975 Windhoek, namibia

du pisani Legal practitioners67 John meinert StreetWindhoekp o box 23990 Windhoek, namibia

erasmus & associates362 Sam nujoma avenueWindhoekp o box 86477, eros Windhoek, namibia

Joubert Galpin & Searle Inc173 cape roadmill parkp o box 59port elizabeth, South africa, 6000

Larson, Falconer, Hassan and parsee (“LFHp”) attorneys2nd Floor, 93 richefond circle, Ridgeside Office Park, Umhlanga rocks, 4319p o box 3313durban, docex 129, South africa

dr Weder Kauta & Hoveka IncWkh HouseJan Jonker road, Windhoekp o box 864 / 822 Windhoek, namibia

Koep & partners33 Schanzen road, Windhoekp o box 3516Windhoek, namibia

Maerua Mall Office Tower1st Floor, Unit 402

WindhoekTel. +264 61 423201

Fax. +264 61 423211www.oryxprop.com

oryx properties limited integrated annual report … · oryx properties limited integrated annual...

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