Saving our customers money so they can live better

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1 Saving our customers money so they can live better MASSMART GROUP ANNUAL FINANCIAL STATEMENTS 2016

2 1 GROUP INCOME STATEMENT December 2016 December 2015 Rm Notes 52 weeks 52 weeks Revenue 5 91, ,857.4 Sales 5 91, ,731.8 Cost of sales (73,948.9) (68,689.6) Gross profit 17, ,042.2 Other income Depreciation and amortisation 13 / 15 (1,036.5) (946.2) Employment costs (7,346.6) (6,784.3) Occupancy costs (3,133.2) (2,865.6) Other operating costs (3,397.8) (3,245.8) Trading profit before interest and taxation 2, ,325.9 Impairment of assets 6 (76.7) (25.7) Insurance proceeds on items of PP&E 98.1 Operating profit before foreign exchange movements and interest 2, ,300.2 Foreign exchange loss 7 (141.8) (149.8) Operating profit before interest 8 2, ,150.4 Finance costs (601.0) (507.7) Finance income Net finance costs 9 (571.9) (475.3) Profit before taxation 1, ,675.1 Taxation 10 (588.9) (505.9) Profit for the year 1, ,169.2 Profit attributable to: Owners of the parent 1, ,112.8 Non-controlling interests Profit for the year 1, ,169.2 Earnings per share (cents) 12 Basic EPS Diluted basic EPS

3 2 GROUP STATEMENT OF COMPREHENSIVE INCOME December 2016 December 2015 Rm Notes 52 weeks 52 weeks Profit for the year 1, ,169.2 Items that will not subsequently be re-classified to the Income Statement Post-retirement medical aid actuarial profit Less taxation relating to the post-retirement medical aid actuarial profit (3.3) Items that will subsequently be re-classified to the Income Statement (368.2) (21.2) Foreign currency translation reserve 23 (376.9) (24.2) Less taxation relating to the foreign currency translation reserve Cash flow hedges effective portion of changes in fair value 23 (23.2) 4.4 Less taxation relating to the cash flow hedges (1.2) Fair value movement on available-for-sale financial assets 16 (3.5) Less taxation relating to the available-for-sale financial assets Total other comprehensive loss for the year, net of taxation (364.6) (16.2) Total comprehensive income for the year ,153.0 Total comprehensive income attributable to: Owners of the parent ,096.6 Non-controlling interests Total comprehensive income for the year ,153.0

4 3 GROUP STATEMENT OF FINANCIAL POSITION Rm Notes December 2016 December 2015 ASSETS Non-current assets 12, ,031.2 Property, plant and equipment 13 8, ,117.8 Goodwill 14 2, ,589.4 Other intangible assets Investments Other financial assets Deferred taxation Current assets 19, ,687.6 Inventories 19 11, ,934.5 Trade, other receivables and prepayments 20 4, ,697.4 Taxation Cash on hand and bank balances , ,004.9 Non-current assets classified as held for sale Total assets 31, ,730.3 EQUITY AND LIABILITIES Equity attributable to owners of the parent 6, ,636.0 Share capital Share premium Other reserves Retained profit 5, ,223.4 Non-controlling interests Total equity 6, ,791.1 Non-current liabilities 4, ,053.4 Interest-bearing borrowings 24 3, ,819.6 Interest-free borrowings 24 1, ,035.5 Provisions Deferred taxation Current liabilities 20, ,885.8 Trade and other payables 26 19, ,927.7 Provisions and other Taxation Other interest bearing borrowings 28 1, ,206.1 Bank overdrafts Total equity and liabilities 31, ,730.3

5 4 GROUP STATEMENT OF CHANGES IN EQUITY Rm Share capital Share premium Other reserves Retained profit Equity attributable to owners of the parent Non-controlling interests1 Total Balance as at December , , ,527.2 Total comprehensive income (16.2) 1, , ,153.0 Profit for the year 1, , ,169.2 Other comprehensive loss for the year (16.2) (16.2) (16.2) Dividends declared (note 11) (914.1) (914.1) (914.1) 2 Net changes in non-controlling interests (18.7) (18.7) (41.4) (60.1) 3 Distribution to non-controlling interests (52.7) (52.7) Share-based payment expense (note 23 and note 29) Share trust net consideration (23.6) (23.6) (23.6) Treasury shares acquired (note 22 and note 23) (58.3) 1.2 (57.1) (57.1) Balance as at December , , ,791.1 Total comprehensive income (364.6) 1, Profit for the year 1, , ,322.6 Other comprehensive loss for the year (364.6) (364.6) (364.6) Dividends declared (note 11) (404.4) (404.4) (404.4) 2 Net changes in non-controlling interests (132.3) (132.3) (45.4) (177.7) 3 Distribution to non-controlling interests (48.5) (48.5) Share-based payment expense (note 23 and note 29) Share trust net consideration (28.1) (28.1) (28.1) Treasury shares acquired (note 22 and note 23) (106.1) 0.9 (105.2) (105.2) Balance as at December , , , The non-controlling interests at year end comprise store managers holdings in the Masscash Division. 2 In the current and prior financial year net changes in non-controlling interests represent the acquisitions of non-controlling interest by the Masscash Division. 3 Distribution to non-controlling interests comprise dividends paid to non-controlling shareholders during the year.

6 5 GROUP STATEMENT OF CASH FLOWS December 2016 December 2015 Rm Notes 52 weeks 52 weeks CASH FLOWS FROM OPERATING ACTIVITIES Cash inflow from trading activities , ,384.4 Working capital movements 38.2 (263.0) Cash generated from operations 3, ,756.4 Interest paid (518.4) (469.4) Interest received Dividends received Taxation paid 38.3 (573.9) (631.0) Dividends paid (453.2) (958.3) Net cash inflow from operating activities 2, ,770.4 CASH FLOWS FROM INVESTING ACTIVITIES Investment to maintain operations 38.4 (826.7) (983.7) Investment to expand operations 38.5 (953.7) (710.7) Proceeds on disposal of property, plant and equipment Proceeds on disposal of non- current assets classified as held for sale Investment in subsidiaries and businesses 38.8 (17.7) (16.9) Other net investing activities 38.9 (4.1) 3.9 Net cash outflow from investing activities (1,774.9) (1,645.6) CASH FLOWS FROM FINANCING ACTIVITIES Increase/ (Decrease) in non-current liabilities 1,463.4 (314.1) (Decrease)/ Increase in current liabilities (223.0) Non-controlling interests acquired (177.7) (60.1) Net acquisition of treasury shares (103.2) (23.6) Net cash Inflow/(outflow) from financing activities (25.5) Net increase in cash and cash equivalents 1, Foreign exchange movements (376.9) (24.2) Cash and cash equivalents at the beginning of the year 1, ,483.4 Cash and cash equivalents at the end of the year , ,558.5

7 6 NOTES TO THE GROUP ANNUAL FINANCIAL STATEMENTS 1. Accounting policies General These consolidated Annual Financial Statements comprise Massmart Holdings Limited (the Company ) and its subsidiaries (collectively the Group ). The Group operates retail stores in nine formats in sub-saharan Africa, aggregated into four reportable segments, focused on high-volume, low-margin, low-cost distribution of mainly branded consumer goods for cash. The principal offering for each segment is as follows: Massdiscounters general merchandise discounter and food retailer Masswarehouse warehouse club Massbuild home improvement retailer and building materials supplier Masscash food wholesaler, retailer and buying association. The Group s four divisions operate in two principal geographical areas, South Africa and the rest of Africa, and the Group s geographic segments are reported on this basis. Basis of accounting The Group Annual Financial Statements have been prepared on the historical cost basis, except for certain financial instruments and non-current assets held for sale. These Group Annual Financial Statements have been prepared in accordance with the framework concepts and the measurement and recognition requirements of International Financial Reporting Standards (IFRS), Interpretations issued by the International Accounting Standards Board, the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee, the Financial Reporting Pronouncements as issued by the Financial Reporting Standards Council, the JSE Listing Requirements and the requirements of the Companies Act, 71 of 2008 of South Africa. The accounting policies are consistent with that of the previous financial year as none of the amendments coming into effect in the current financial year have had a material impact on the financial reporting of the Group. The principal accounting policies adopted are set out below. Basis of consolidation The Group Annual Financial Statements incorporate the Annual Financial Statements of the Company and the entities it controls as at 25 December Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. The Group considers all relevant facts and circumstances in assessing whether it has power over an investee and re-assesses 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 control. Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. A change in the ownership interest of a subsidiary, without a loss of, is accounted for as an equity transaction. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the year, are included in the Statement of Comprehensive Income, Statement of Financial Position and the Statement of Cash Flows, from the date the Group gains control until the date the Group ceases to control the subsidiary. All inter-company transactions and balances, income and expenses are eliminated in full on consolidation. The financial statements of the subsidiaries are prepared for the same reporting year as the parent company, using consistent accounting policies. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used in line with those used by the Group. Separate disclosure is made of non-controlling interests where the Group s investment is less than 100%. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the allocated share of changes in equity since the date of the combination. Total comprehensive income within a subsidiary is attributed to the non-controlling interest even if it results in a deficit balance. The Group applies a policy of treating transactions with non-controlling interest holders as transactions with equity holders of the Group. Disposals to non-controlling interest holders that do not result in the loss of control, result in gains and losses for the Group that are recorded directly in the Statement of Changes in Equity. The difference between any consideration paid and the relevant share of the net asset value acquired from non-controlling interests is recorded directly in the Statement of Changes in Equity. Property, plant and equipment Land and buildings held for use in the supply of goods or services, or for administrative purposes, are stated in the Consolidated Statement of Financial Position at acquisition cost, including any costs directly attributable to bringing the asset to the condition necessary for it to be capable of operating in the manner intended by the Group s management, less any subsequent accumulated depreciation and subsequent accumulated impairment losses. The cost of property, plant and equipment meeting the definition of a qualifying asset in terms of IAS 23 Borrowing Costs includes borrowing costs capitalised in terms of the Group s borrowing cost policy. Expenditure incurred on property, plant and equipment, which will lead to future economic benefits accruing to the Group, are capitalised. Repairs and maintenance not meeting this criterion are expensed as and when incurred. Properties in the course of construction for the supply of goods or services, or for administrative purposes, are carried at cost, less any recognised impairment loss. Cost includes professional fees and, for qualifying assets, borrowing costs capitalised in accordance with the Group s accounting policy. Such properties are classified to the appropriate categories of property, plant and equipment when completed and ready for intended use. Depreciation of these assets, on the same basis as other property assets, commences when the assets are ready for their intended use. Freehold land is not depreciated, but is recognised at cost less accumulated impairment losses. Fixtures and equipment are stated at cost less accumulated depreciation and accumulated impairment losses. Depreciation commences when the asset is ready for its intended use.depreciation is recognised so as to write off the cost of assets (other than freehold land and properties under construction) over their useful lives, using the straight-line method, on the following basis: Buildings 50 years Fixtures, fittings, plant, equipment and motor vehicles 4 to 15 years Computer hardware 3 to 8 years Leasehold improvements shorter of lease period or useful life The estimated useful lives, and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis. Assets held under finance leases are depreciated over their expected useful lives on the same basis as owned assets. However, when there is no reasonable certainty that ownership will be obtained by the end of the lease term, assets are depreciated over the shorter of the lease term and their useful lives. An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognised in profit or loss.

8 Goodwill 7 Goodwill arising on consolidation of a subsidiary represents the excess of the fair value of the consideration transferred, the recognised amount of the non-controlling interests in the acquiree, and if the business combination is achieved in stages, the fair value of the existing equity interest in the acquiree, over the net recognised amount (generally fair value) of the identifiable assets acquired and liabilities assumed. Any deficiency of the cost of acquisition below the fair values of the identifiable net assets acquired (i.e. discount on acquisition) is credited to the Income Statement as a gain on bargain purchase in the year of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill is allocated to each of the Group s cash-generating units (CGUs) (or group of CGUs) expected to benefit from the synergies of the combination, and represent the lowest level within the Group at which management monitors goodwill. CGUs to which goodwill have been allocated are tested for impairment annually, or more frequently when there is an indication that the units may be impaired. If the recoverable amount of the CGU is less than the carrying amount of the units, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the units and then to the other assets of the units pro-rata on the basis of the carrying amount of each asset in the units. Any impairment loss for goodwill is recognised directly in profit or loss. An impairment loss recognised for goodwill is not reversed in a subsequent year. On disposal of the relevant CGU, the attributable amount of goodwill is included in the determination of the profit or loss on disposal. Intangible assets Intangible assets comprise right of use assets, trademarks and computer software. Intangible assets acquired separately Intangible assets with finite useful lives that are acquired separately are carried at cost less accumulated amortisation and accumulated impairment losses. The cost of right of use assets is calculated based on the site negotiation agreement. Amortisation is recognised on a straight-line basis over their estimated useful lives, on the following basis: Trademarks 10 years Right of use 10 years Computer software 3 to 8 years The useful lives of intangible assets are assessed as either finite or indefinite. The Group has no intangible assets with indefinite useful lives other than goodwill which is detailed separately. The estimated useful life and amortisation method are reviewed at the end of each reporting period, with the effect of any changes in estimate being accounted for on a prospective basis. Internally-generated intangible assets research and development expenditure Expenditure on research activities is recognised as an expense in the period in which it is incurred. An internally-generated intangible asset arising from development (or from the development phase of an internal project) is recognised if, and only if, all of the following have been demonstrated: the technical feasibility of completing the intangible asset so that it will be available for use or sale; the intention to complete the intangible asset and use or sell it; the ability to use or sell the intangible asset; how the intangible asset will generate probable future economic benefits; the availability of adequate technical, financial and other resources to complete the development and to use or sell the intangible asset; and the ability to measure reliably the expenditure attributable to the intangible asset during its development. The amount initially recognised for internally-generated intangible assets is the sum of the expenditure incurred from the date when the intangible asset first meets the recognition criteria listed above. Where no internally-generated intangible asset can be recognised, development expenditure is recognised in profit or loss in the period in which it is incurred. Subsequent to initial recognition, internally-generated intangible assets are reported at cost less accumulated amortisation and accumulated impairment losses, on the same basis as intangible assets that are acquired separately. Intangible assets acquired in a business combination Intangible assets acquired in a business combination and recognised separately from goodwill are initially recognised at their fair value at the acquisition date (which is regarded as their cost). Subsequent to initial recognition, intangible assets acquired in a business combination are reported at cost less accumulated amortisation and accumulated impairment losses, on the same basis as intangible assets that are acquired separately. Derecognition of intangible assets An intangible asset is derecognised on disposal, or when no future economic benefits are expected from use or disposal. Gains or losses arising from derecognition of an intangible asset, measured as the difference between the net disposal proceeds and the carrying amount of the asset, are recognised in profit or loss when the asset is derecognised. Business combinations The acquisition of subsidiaries is accounted for using the acquisition method. The cost of an acquisition is measured at fair value, which is calculated as the sum of the acquisition-date fair values of the assets transferred by the Group, liabilities incurred by the Group to the former owners of the acquiree and the equity interests issued by the Group in exchange for control of the acquiree. Acquisition-related costs are generally recognised in profit or loss as incurred. At the acquisition date, the identifiable assets acquired and the liabilities assumed are recognised at their fair value, except that: deferred tax assets or liabilities, and assets or liabilities related to employee benefit arrangements are recognised and measured in accordance with IAS 12 Income Taxes and IAS 19 Employee Benefits respectively; liabilities or equity instruments related to share-based payment arrangements of the acquiree or share-based payment arrangements of the Group entered into to replace share-based payment arrangements of the acquiree are measured in accordance with IFRS 2 Classification and Measurement of Share-based Payment Transactions at the acquisition date, and assets (or disposal groups) that are classified as held for sale in accordance with IFRS 5 Non-current Assets Held for Sale and Discontinued Operations are measured in accordance with that Standard. Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree, and the fair value of the acquirer s previously held equity interest in the acquiree (if any) over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed. If, after reassessment, the net of the acquisition-date amounts of the identifiable assets acquired and liabilities assumed exceeds the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree and the fair value of the acquirer s previously held interest in the acquiree (if any), the excess is recognised immediately in profit or loss as a bargain purchase gain.

9 8 Non-controlling interests that are present ownership interests and entitle their holders to a proportionate share of the entity s net assets in the event of liquidation may be initially measured either at fair value or at the non-controlling interests proportionate share of the recognised amounts of the acquiree s identifiable net assets. The choice of measurement basis is made on a transaction-by-transaction basis. Other types of non-controlling interests are measured at fair value or, when applicable, on the basis specified in another IFRS. If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the Group reports provisional amounts for the items for which the accounting is incomplete. Those provisional amounts are adjusted during the measurement period, or additional assets or liabilities are recognised, to reflect new information obtained about facts and circumstances that existed at the acquisition date that, if known, would have affected the amounts recognised at that date. Operating segments An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Group s other components. An operating segment s operating results are reviewed regularly by the Group s Executive Committee to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete financial information is available. All inter-segment transfers are carried out at arm s length prices. For management purposes, the Group uses the same measurement policies as those used in its Group Annual Financial Statements. In addition, corporate assets which are not directly attributable to the business activities of any operating segment are not allocated to a segment. Financial instruments Financial assets and financial liabilities are recognised on the Group s Statement of Financial Position when the Group becomes a party to the contractual provisions of the instrument. Financial assets and liabilities are offset and the net amounts presented in the Statement of Financial Position when, and only when, the Group has a legal right to offset the amounts and intend either to settle on a net basis or to realise the asset and settle the liability simultaneously. Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately in profit or loss. Subsequent to initial recognition, these instruments are measured in accordance with their classification as set out below. Financial assets Financial 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 assets 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 a trade date basis. Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within the time frame established by regulation or convention in the marketplace. Effective interest method The effective interest 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 debt instrument, or, where appropriate, a shorter period, to the net carrying amount on initial recognition. Income is recognised on an effective interest basis for debt instruments other than those financial assets classified as at FVTPL. Financial assets at fair value through profit or loss (FVTPL) Derivatives are covered separately and have their own accounting policy Derivative financial instruments and hedge accounting. Financial assets are classified as at FVTPL when the financial asset is (i) held for trading, or (ii) it is designated as at FVTPL. A financial asset is classified as held for trading if: it has been acquired principally for the purpose of selling it 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. Derivatives are covered separately and have their own accounting policy Derivative financial instruments and hedge accounting. Financial assets at FVTPL are stated at fair value, with any gains or losses arising on remeasurement recognised in profit or loss. The net gain or loss recognised in profit or loss incorporates any dividend or interest earned on the financial asset and is included in the other gains and losses line item. Held-to-maturity investments Held-to-maturity investments are non-derivative financial assets with fixed or determinable payments and fixed maturity dates that the Group has the positive intent and ability to hold to maturity. Subsequent to initial recognition, held-to-maturity investments are measured at amortised cost using the effective interest method less any impairment. Amortised cost is calculated considering any discount or premium on acquisition and fees or costs that are an integral part of the effective interest rate. Amortisation is recognised in finance income in the Income Statement. Impairment losses on loans and receivables are recognised in other operating costs in the Income Statement. Loans and receivables These are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. Loans and receivables (including trade and other receivables, bank balances and cash) are measured at amortised cost using the effective interest method, less any impairment. Amortised cost is calculated considering any discount or premium on acquisition and fees or costs that are an integral part of the effective interest rate. Amortisation is recognised in finance income in the Income Statement. Impairment losses on loans and receivables are recognised in other operating costs in the Income Statement. Interest income is recognised by applying the effective interest rate, except for short-term receivables when the effect of discounting is immaterial. Available-for-sale financial assets (AFS financial assets) AFS financial assets are non-derivatives that are either designated as AFS or are not classified as (a) loans and receivables, (b) held-to-maturity investments or (c) financial assets at fair value through profit or loss. The Group holds no debt securities classified as AFS. AFS financial assets are held at fair value. Changes in the carrying amount of AFS monetary financial assets relating to changes in foreign currency rates, interest income calculated using the effective interest method and dividends on AFS equity investments are recognised in profit or loss. Other changes in the carrying amount of AFS financial assets are recognised in other comprehensive income and accumulated in other reserves. When the investment is disposed of or is determined to be impaired, the cumulative gain or loss previously accumulated in other

10 reserves is reclassified to profit or loss. 9 Dividends on AFS equity instruments are recognised in profit or loss when the Group s right to receive the dividends is established. The fair value of AFS monetary financial assets denominated in a foreign currency is determined in that foreign currency and translated at the spot rate prevailing at the end of the reporting period. The foreign exchange gains and losses that are recognised in profit or loss are determined based on the amortised cost of the monetary asset. Other foreign exchange gains and losses are recognised in other comprehensive income. AFS equity investments that do not have a quoted market price in an active market and whose fair value cannot be reliably measured and derivatives that are linked to and must be settled by delivery of such unquoted equity investments are measured at cost less any identified impairment losses at the end of each reporting period. The classification depends on the nature and purpose of the financial assets and is determined at the time of initial recognition. Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation or convention in the market place (regular way trades) are recognised on the trade date, which is the date that the Group commits to purchase or sell the asset. Derecognition of financial assets The Group derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party. If the Group neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Group recognises its retained interest in the asset and an associated liability for amounts it may have to pay. If the Group retains substantially all the risks and rewards of ownership of a transferred financial asset, the Group continues to recognise the financial asset and also recognises a collateralised borrowing for the proceeds received. On derecognition of a financial asset in its entirety, the difference between the asset s carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss that had been recognised in other comprehensive income and accumulated in equity is recognised in profit or loss. On derecognition of a financial asset other than in its entirety (e.g. when the Group retains an option to repurchase part of a transferred asset), the Group allocates the previous carrying amount of the financial asset between the part it continues to recognise under continuing involvement, and the part it no longer recognises on the basis of the relative fair values of those parts on the date of the transfer. The difference between the carrying amount allocated to the part that is no longer recognised and the sum of the consideration received for the part no longer recognised and any cumulative gain or loss allocated to it that had been recognised in other comprehensive income is recognised in profit or loss. A cumulative gain or loss that had been recognised in other comprehensive income is allocated between the part that continues to be recognised and the part that is no longer recognised on the basis of the relative fair values of those parts. Impairment of financial assets Financial assets, other than those at FVTPL, are assessed for indicators of impairment at the end of each reporting period. Financial assets are considered to be impaired when there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows of the investment have been affected. For AFS equity investments, a significant or prolonged decline in the fair value of the security below its cost is considered to be objective evidence of impairment. For all other financial assets, objective evidence of impairment could include: significant financial difficulty of the issuer or counterparty; or breach of contract, such as a default or delinquency in interest or principal payments; or it becoming probable that the borrower will enter bankruptcy or financial re-organisation; or the disappearance of an active market for that financial asset because of financial difficulties. Certain categories of financial assets, such as trade receivables are assessed for impairment on a collective basis even if they were assessed not to be impaired individually. Objective evidence of impairment for a portfolio of receivables could include the Group s past experience of collecting payments, an increase in the number of delayed payments in the portfolio past the average credit period of 30 days, as well as observable changes in national or local economic conditions that correlate with default on receivables. Trade receivables are recognised net of an allowance for impairment. The amount of the allowance is the difference between the carrying amount of the receivable and the recoverable amount, being the present value of the expected cash flows, discounted at the original effective interest rate. Any resulting impairment losses are included in other operating costs in the Income Statement. When a receivable is uncollectible, it is written off against the allowance for impairment for receivables. Subsequent recoveries of amounts previously written off are recognised in other operating costs in the Income Statement. For financial assets carried at amortised cost, the amount of the impairment loss recognised is the difference between the asset s carrying amount and the present value of estimated future cash flows, discounted at the financial asset s original effective interest rate. Where a loan has a variable interest rate, the discount rate is the current effective interest rate. Impairment losses are reversed in subsequent periods, when an increase in the investment s recoverable amount can be related objectively to an event occurring after the impairment was recognised, subject to the restriction that the carrying amount of the investment at the date the impairment is reversed shall not exceed what the amortised cost would have been had the impairment not been recognised. The recovery is credited to the Income Statement. For financial assets that are carried at cost, the amount of the impairment loss is measured as the difference between the asset s carrying amount and the present value of the estimated future cash flows discounted at the current market rate of return for a similar financial asset. For AFS financial assets, the Group assesses at each reporting date whether there is objective evidence that an investment or a group of investments is impaired. In the case of equity investments classified as AFS, objective evidence would include a significant or prolonged decline in the fair value of the investment below its cost. Significant is evaluated against the original cost of the investment and prolonged against the period in which the fair value has been below its original cost. The impairment loss is measured as the difference between the acquisition cost and the current fair value, less any impairment loss previously recognised. Impairment losses on equity investments are not reversed through the Income Statement; increases in fair value of the instrument that can be objectively related to an event occurring after the recognition of the impairment, are recognised directly in other comprehensive income. Financial liabilities and equity instruments Classification as debt or equity Debt and equity instruments issued by a Group entity are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument. Equity instruments An 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 a Group entity are recognised at the proceeds received, net of direct issue costs. Repurchase of the Company s own equity instruments is recognised and deducted directly in equity. No gain or loss is recognised in profit or loss on the purchase, sale, issue or cancellation of the Company s own equity instruments. Financial liabilities Financial liabilities are classified as either financial liabilities at FVTPL or other financial liabilities

11 10 Fair value through profit or loss (FVTPL) Financial liabilities are classified as at FVTPL when the financial liability is (i) held for trading, or (ii) it is designated as at FVTPL. A financial liability is classified as held for trading if: it has been incurred principally for the purpose of repurchasing it 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 at FVTPL are stated at fair value, with any gains or losses arising on remeasurement recognised in profit or loss. The net gain or loss recognised in profit or loss incorporates any interest paid on the financial liability and is included in the other gains and losses line item. Other financial liabilities Other financial liabilities (including borrowings and trade and other payables) are subsequently measured at amortised cost using the effective interest method. De-recognition A financial liability is derecognised when the obligation under the liability is discharged or cancelled, or expires. Gains or losses are recognised in the Income Statement when the liability is de-recognised. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability is substantially modified, such an exchange or modification is treated as the de-recognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the Income Statement. Derivative financial instruments and hedge accounting The Group s activities expose it primarily to the financial risks of changes in foreign exchange rates and interest rates. The Group uses foreign exchange forward contracts to hedge its exposure to foreign currency fluctuations relating to certain firm trading commitments. The use of financial derivatives is governed by the Group s policies approved by the Board, which provide written principles on the use of financial derivatives consistent with the Group s risk management strategy. At the inception of a hedge relationship, the Group formally designates and documents the hedge relationship to which the Group wishes to apply hedge accounting. The documentation includes identification of the hedging instrument, the hedged item or transaction, the nature of the risk being hedged and how the entity will assess the effectiveness of changes in the hedging instrument s fair value in offsetting the exposure to changes in the cash flows attributable to the hedged risk. Such hedges are expected to be highly effective in achieving offsetting changes in cash flows and are assessed on an on-going basis to determine that they have been highly effective throughout the financial reporting periods for which they were designated. The Group does not trade in derivative financial instruments for speculative purposes. Derivative financial instruments are initially measured at fair value on the contract date, and are re-measured to fair value at subsequent reporting dates. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative. The effective portion of the changes in fair value of derivative financial instruments that are designated and qualify as cash flow hedges are recognised in other comprehensive income in the hedging reserve. The gain or loss relating to the ineffective portion is recognised immediately in the Income Statement. All cumulative gain or loss on the hedging instrument recognised in other comprehensive income, is retained in equity until the forecast transaction is recognised in the Income Statement. If a hedged transaction is no longer expected to occur, the net cumulative gain or loss recognised in other comprehensive income is reclassified to the Income Statement. When the hedge is sold, expired, terminated, exercised, or no longer qualifies for hedge accounting the net cumulative gain or loss recognised in other comprehensive income is transferred to the Income Statement. All above-mentioned references to Income Statement recognitions are processed through cost of sales. Once a derivative no longer qualifies for hedge accounting, movements in the fair value are recognised in the Income Statement within Foreign exchange loss. The Group does not hold any other fair value hedges or hedges of a net investment in a foreign operation. Fair value measurement The Group measures financial instruments such as derivatives and certain investments at fair value at each reporting date. The fair values of financial instruments measured at amortised cost are disclosed should it be determined that the carrying value of these instruments does not reasonably approximate their fair value at each reporting date. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either: In the principal market for the asset or liability, or In the absence of a principal market, in the most advantageous market for the asset or liability The principal or the most advantageous market must be accessible by the Group. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest. A fair value measurement of a non-financial asset takes into account a market participant s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use. The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data is available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs. Fair value for measurement and/or disclosure purposes in these consolidated financial statements is determined on such a basis, except for share-based payment transactions that are within the scope of IFRS 2, leasing transactions that are within the scope of IAS 17, and measurements that have some similarities to fair value but are not fair value, such as net realisable value in IAS 2 or value in use IAS 36. In addition, for financial reporting purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows: Level 1 Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date; Level 2 Inputs are inputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly; and Level 3 Inputs are unobservable inputs for the asset or liability. For assets and liabilities that are recognised in the financial statements at fair value on a recurring basis, the Group determines whether transfers have occurred between the Levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period. For the purpose of fair value disclosures, the Group has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.

12 Fair value of financial instruments 11 The fair values of listed investments are calculated by reference to stock exchange quoted selling prices at the close of business on the reporting date, without any deduction for transaction costs. For financial instruments not traded in an active market, the fair value is determined using the appropriate valuation techniques which include: Using recent arm s length market transactions Reference to the current fair value of another instrument that is substantially the same A discounted cash flow analysis or other valuation models Non-current assets held for sale Non-current assets are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use. This condition is regarded as met, only when the sale is highly probable and the asset is available for immediate sale in its present condition, subject only to terms that are usual and customary for sales of such asset. Management must be committed to the sale, which should be expected to qualify for recognition as a completed sale within one year from the date of classification. Non-current assets classified as held for sale are measured at the lower of the assets previous carrying amount and fair value less costs to sell, other than financial assets and deferred tax assets which continue to be measured in accordance with their relevant accounting standards. When the Group is committed to a sale plan involving loss of control of a subsidiary, all of the assets and liabilities of that subsidiary are classified as held for sale when the criteria described above are met, regardless of whether the Group will retain a non-controlling interest in its former subsidiary after the sale. Property, plant and equipment and intangible assets are not depreciated or amortised once classified as held for sale. Impairment of tangible and intangible assets other than goodwill At each reporting date, the Group reviews the carrying amounts of its tangible and intangible assets (excluding goodwill) to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount for an individual asset, the recoverable amount is determined for the CGU to which the asset belongs. Where a reasonable and consistent basis of allocation can be identified, corporate assets are also allocated to individual CGUs, or otherwise they are allocated to the smallest group of CGUs for which a reasonable and consistent allocation basis can be identified. The recoverable amount is the higher of fair value less costs of disposal and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. In determining fair value less costs of disposal, recent market transactions are taken into account. If no such transactions can be identified, an appropriate valuation model is used. If the recoverable amount of an asset (or CGU) is estimated to be less than its carrying amount, the carrying amount of the asset (or CGU) is reduced to its recoverable amount. Impairment losses are recognised as an expense immediately in the Income Statement. When an impairment loss subsequently reverses, the carrying amount of the asset (or CGU) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or CGU) in prior years. A reversal of an impairment loss is recognised immediately in the Income Statement. Taxation Income tax expense represents the sum of the tax currently payable and deferred tax. Current income tax The tax charge payable is based on taxable profit for the year and any adjustment to tax payable/receivable relating to the prior year. Taxable profit differs from profit as reported in the Income Statement 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. The Group s liability for current tax is calculated using tax rates and tax laws that have been enacted or substantively enacted by the reporting date in the countries where the Group operates and generates taxable income. Current income tax is recognised in the Income Statement, except when it relates to items recognised directly in equity, in which case it is recognised in other comprehensive income and not in the Income Statement. Where applicable tax regulations are subject to interpretation, management will raise the appropriate provisions. The recognition, measurement and classification of interest and tax-related penalties or damages are accounted for in terms of IAS 37 Provisions, Contingent Liabilities and Contingent Assets and are recognised in profit or loss. Deferred tax Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the Consolidated Annual Financial Statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible temporary differences, and the carry forward of unused tax credits and any unused tax losses to the extent that it is probable that taxable profit will be available against which these can be utilised. Deferred tax assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities, which affects neither the taxable profit nor the accounting profit at the time of the transaction. In respect of taxable temporary differences associated with investments in subsidiaries, deferred tax liabilities are not raised when the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future. In respect of deductible temporary differences associated with investments in subsidiaries, deferred tax assets are recognised only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period and 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 recovered. Unrecognised deferred tax assets are reassessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period in which the asset is realised or the liability settled, based on tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period. Deferred tax is recognised in the Income Statement, except when it relates to items credited or charged to other comprehensive income or directly to equity, in which case the deferred tax is recognised in either other comprehensive income or directly in equity. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realised simultaneously. Sales tax Income, expenses, assets and liabilities are recognised net of the amount of sales tax, except when the sales tax is not recoverable from, or payable to, the taxation authority, in which case it is recognised as part of the underlying item. The net amount of sales tax recoverable from, or payable to, the taxation authority is included as part of other receivables or payables in the Statement of Financial Position. Any tax on capital gains is deferred if the proceeds of the sale of the assets are invested in similar assets, but the tax will ultimately become payable on sale of that similar asset.

13 12 Inventories Inventories which consist of food, liquor, general merchandise and home improvement merchandise, are valued at the lower of cost and net realisable value. Cost is calculated on the weighted-average method. The cost of merchandise is the net of the invoice price of merchandise; insurance; freight; customs duties; an appropriate allocation of distribution costs; trade discounts; rebates and settlement discounts. Rebates and discounts received as a reduction in the purchase price of inventories are deducted from the cost of those inventories. Rebates earned on the sale of products based on advertising requirements are regarded as a reimbursement of costs already incurred in general (i.e. not linked to inventories) and is deducted from cost of sales. Obsolete, redundant and slow-moving items are identified on a regular basis and are written down to their estimated net realisable values. The amount of the write down is recognised as an expense in the Income Statement in the year in which it occurs. A new assessment is made of net realisable value in each subsequent year. When the circumstances that previously caused inventories to be written down below cost no longer exist or when there is clear evidence of an increase in net realisable value because of changed economic circumstances, the amount of the write down is reversed, so that the new carrying amount is the lower of the cost and the revised net realisable value. The reversal is recorded in the Income Statement. Cash and cash equivalents Cash and cash equivalents comprise cash on hand, deposits held on call with banks, investments in money-market instruments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value, and bank overdrafts. For the purpose of the Statement of Cash Flows, the Group s bank overdraft is included within cash and cash equivalents. Equity, reserves and dividend payments Share capital represents the nominal value of shares that have been issued. Share premium includes any premiums received on issue of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium, net of any related income tax benefits. The cost of treasury shares acquired is recognised as a reduction of share premium. Other components of equity include the following: Re-measurements of net defined-benefit liability comprises the actuarial losses from changes in demographic and financial assumptions and the return on plan assets; Translation reserve comprises foreign currency translation differences arising from the translation of financial statements of the Group s foreign entities into ZAR as well as those differences arising on monetary items forming part of the Group s net investment in its foreign operations.; and Reserves for AFS financial assets and cash flow hedges comprises gains and losses relating to these types of financial instruments and Share-based employee remuneration. Retained profit includes all current and prior period retained profits. All transactions with owners of the parent are recorded separately within equity. Dividend distributions payable to equity shareholders are included in other liabilities when the dividends have been approved in a Directors meeting prior to the reporting date. Treasury shares The Company s own equity instruments that are reacquired are recognised at cost and deducted from equity. No gain or loss is recognised in the Income Statement on the purchase, sale, issue or cancellation of the Company s own equity instruments. Voting rights related to treasury shares are nullified for the Group and no dividends are allocated to them. Share options exercised during the reporting year are satisfied with treasury shares, and where required, shares purchased in the market. Any difference between the exercise price and the market price is recognised as a gain or loss in the Statement of Changes in Equity. Provisions Provisions for product warranties, legal disputes, onerous contracts or other claims are recognised when the Group has a present legal or constructive obligation as a result of past events, it is probable that the Group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation. Provisions are measured at management s best estimate of the expenditure required to settle the obligation at the reporting date, and are discounted to present value where the effect is material at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. The unwinding of discounts is recognised as a finance cost. Provisions are reviewed at each reporting date and adjusted to reflect the current best estimate. A provision for onerous contracts is recognised when the expected benefits to be derived by the Group from a contract are lower than the unavoidable cost of meeting its obligations under the contract. The provision is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract. Before a provision is established, the Group recognises any impairment loss on the assets associated with that contract. Any reimbursement that the Group can be virtually certain to collect from a third party with respect to the obligation is recognised as a separate asset. However, this asset may not exceed the amount of the related provision. No liability is recognised if an outflow of economic resources as a result of present obligations is not probable. Such situations are disclosed as contingent liabilities unless the outflow of resources is remote. Share-based payments The Group issues equity-settled share-based payments to employees who are beneficiaries of the various Group Share Incentive Schemes. Equity-settled share-based payments are measured at the fair value (excluding the effect of non-market-based vesting conditions) of the equity instruments issued at the date of the grant. The fair value determined at the grant date of the equity-settled share-based payments is expensed in the Income Statement on a straight-line basis over the vesting period with a corresponding increase in other reserves in equity, based on the Group s estimate of equity instruments that will eventually vest and adjusted for the effect of non-market-based vesting conditions. The cumulative expense recognised at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the Group s best estimate of the number of equity instruments that will ultimately vest. Fair value is measured by use of binomial and lattice models. The expected life used in these models has been adjusted, based on management s best estimate, for the effects of non-transferability, exercise restrictions, and behavioural considerations. Full share grants awarded may be settled by way of a purchase of shares in the market, use of treasury shares or issue of new shares. If new shares are issued to equity-settle full share grants, the proceeds received net of any directly attributable transaction costs are credited to share capital (nominal value) and share premium. Where shares are held or acquired by subsidiary companies for equity compensation plans, they are treated as treasury shares. Any gains or losses on vesting of such shares are recognised directly in equity. The effect of all full share grants issued under the share-based compensation plans are taken into account when calculating diluted earnings and diluted headline earnings per share.

14 13 Revenue recognition Revenue of the Group comprises net sales, royalties and franchise fees, investment income, property rentals, management and administration fees, commissions and fees, dividends, distribution income, financial services income and income from insurance premium contributions and excludes value-added tax. Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured, regardless of when payment is being made. Revenue is measured at the fair value of the consideration received or receivable and represents amounts receivable for goods and services provided in the normal course of business. Revenue is reduced for estimated customer returns, rebates and other similar allowances. Payment is usually received via cash, debit card or credit card. Related card transaction costs are recognised in the Income Statement as other operating expenses. The Group assesses its revenue arrangements against specific criteria to determine if it is acting as principal or agent. The specific recognition criteria described below must also be met before revenue is recognised. Sales of merchandise Revenue from the sale of merchandise is recognised when the goods are delivered and titles have passed, at which time all the following conditions are satisfied: the Group has transferred to the buyer the significant risks and rewards of ownership of the goods; the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; the amount of revenue can be measured reliably; it is probable that the economic benefits associated with the transaction will flow to the Group; and the costs incurred or to be incurred in respect of the transaction can be measured reliably. Revenue from the sale of gift cards is recognised when they are redeemed by customers in exchange for products supplied by the Group. Logistics services Revenue is earned from delivering goods to customers and is recognised when the service is performed. Interest income Interest 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 reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset s net carrying amount on initial recognition. Dividend income Dividend income from investments is recognised when the shareholders right to receive payment has been established, which is generally when shareholders approve the dividend, (provided that it is probable that the economic benefits will flow to the Group and the amount of income can be measured reliably). Property rental Property rental receivable under operating leases is credited to profit or loss on a straight-line basis over the term of the relevant lease. The Group s policy for recognition of revenue from operating leases is described in the Leasing policy. Commissions Commissions are recognised on an accrual basis in accordance with the substance of the relevant agreement when the sale which gives rise to the commission has occurred. Other Revenue Other revenue is recognised on the accrual basis in accordance with the substance of the relevant agreements and measured at fair value of the consideration receivable. Where the Group enters into sales transactions involving a range of the Group s products and services, the Group applies the revenue recognition criteria set out above to each separately identifiable component of the sales transaction. The consideration received from these multiple-component transactions is allocated to each separately identifiable component in proportion to its relative fair value. Cost of sales Cost of sales primarily comprises the cost of goods sold and services provided, including an allocation of direct overhead expenses, net of supplier rebates, and costs incurred that are necessary to acquire and store goods. Cost of sales also includes: the cost to distribute goods to customers where delivery is invoiced; inbound freight costs; internal transfer costs between distribution centres and stores; warehousing costs and the cost of other shipping and handling activities; any write-downs and reversals of write-downs to inventory; and any foreign currency exposure, including reclassified gains and losses on foreign currency hedging instruments, relating directly to goods imported. Leasing The determination of whether an arrangement is, or contains, a lease is based on the substance of the arrangement at the inception date. The arrangement is assessed for whether fulfilment of the arrangement is dependent on the use of a specific asset or assets or the arrangement conveys a right to use the asset or assets, even if that right is not explicitly specified in an arrangement. Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases. Assets held under finance leases are capitalised at their fair value at the inception of the lease or, if lower, at the present value of the minimum lease payments. The corresponding liability to the lessor, net of finance charges, is included in the Statement of Financial position as a finance lease obligation. Lease payments are apportioned between finance charges and reduction of the lease obligation so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are recognised immediately in profit or loss, unless they are directly attributable to qualifying assets, in which case they are capitalised in accordance with the Group s general policy on borrowing costs. Contingent rentals are recognised as expenses in the periods in which they are incurred. A leased asset is depreciated over the useful life of the asset. However, if there is no reasonable certainty that the Group will obtain ownership by the end of the lease term, the asset is depreciated over the shorter of the estimated useful life of the asset and the lease term. Operating lease payments are recognised as an expense on a straight-line basis over the lease term, except where another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed. Contingent rentals arising under operating leases are recognised as an expense in the period in which they are incurred. Employee benefits Retirement benefit costs and termination benefits Group companies operate various pension schemes. The schemes are funded through payments to trustee-administered funds in accordance with the plan terms. A defined-contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. The Group has no legal or constructive obligations to pay further contributions if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior years. The Group s contributions to defined-contribution plans in respect of services rendered in a particular year are recognised as an expense in that year. Additional contributions are recognised as an expense in the year during which the associated services are rendered by employees.

15 Post-retirement healthcare benefits 14 The Group provides for post-retirement medical benefits, to qualifying employees and pensioners in certain companies within the Group. The expected costs of these benefits are accrued over the period of employment based on past services and charged to the Income Statement as employee benefits. This post-retirement medical benefit obligation is measured at present value by discounting the estimated future cash outflows using interest rates of government bonds that are denominated in the currency in which the benefits will be paid and that have the terms to maturity approximating the terms of the related post-employment liability. The future cash outflows are estimated using amongst others the following assumptions: health-care cost inflation; discount rates; salary inflation and promotions and experience increases; expected mortality rates; expected retirement age; and continuation at retirement. Valuations of this obligation are carried out annually by independent qualified actuaries in respect of past-service liabilities using the projected unit credit method. Actuarial gains or losses and settlement premiums, when they occur, are recognised immediately in other comprehensive income and as employee benefits in the Income Statement respectively. Short-term benefits The cost of all short-term employee benefits is recognised as an expense during the period in which the employee renders the related service. Liabilities for employee entitlements to wages, salaries and leave represent the amount that the Group has as a present obligation, as a result of employee services provided up to the reporting date, to the extent that such obligation can be reliably estimated. The accruals have been calculated at undiscounted amounts based on current wage and salary rates. Borrowing costs All borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset form part of the cost of that asset. Capitalisation of the borrowing costs begins on commencement date and ceases when substantially all the activities necessary to prepare the qualifying asset for its intended use or sale are complete. Should active development of the qualifying asset be suspended, capitalisation of the borrowing costs during this period is also suspended. General borrowing costs are capitalised by calculating the weighted average expenditure on the qualifying asset and applying a weighted-average borrowing rate to the expenditure. Specific borrowing costs are capitalised when the borrowing facility is utilised specifically for the qualifying asset less any investment income on the temporary investment of these funds. All other borrowing costs are recognised as an expense in the Income Statement in the year in which they are incurred. Borrowing costs consist of interest and other costs that the Group incurs in connection with the borrowing of funds. Foreign currencies The individual financial statements of each Group entity are presented in the currency of the primary economic environment in which the entity operates (i.e. its functional currency). For the purpose of the Group Annual Financial Statements, the results and financial position of each entity are expressed in the functional currency of the Group, which is the presentation currency for the Group Annual Financial Statements (South African Rand). Transactions and balances In preparing the financial statements of each individual Group entity, transactions in currencies other than the entity s functional currency (foreign currencies) are recognised at the rates of exchange prevailing at the dates of the transactions. At the end of each reporting period, monetary assets and liabilities denominated in foreign currencies are translated at the rates prevailing at that date. Non-monetary items carried at fair value that are denominated in foreign currencies are translated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the functional currency spot rates at the date of the initial transactions. Exchange differences on monetary items are recognised in profit or loss in the period in which they arise except for: exchange differences on foreign currency borrowings relating to assets under construction for future productive use, which are included in the cost of those assets when they are regarded as an adjustment to interest costs on those foreign currency borrowings; exchange differences on transactions entered into in order to hedge certain foreign currency risks; and exchange differences on monetary items receivable from or payable to a foreign operation for which settlement is neither planned nor likely to occur (therefore forming part of the net investment in the foreign operation), which are recognised initially in other comprehensive income and reclassified from equity to profit or loss on repayment of the monetary items. Exchange differences arising on the translation of non-monetary items carried at fair value are recognised in the Income Statement for the year. However, where fair value adjustments of non-monetary items are recognised in other comprehensive income, exchange differences arising on the translation of these non-monetary items are also recognised in other comprehensive income. Group companies For the purposes of presenting these consolidated financial statements, the assets and liabilities of the Group s foreign operations are translated at exchange rates prevailing at the end of each reporting period. Income and expense items are translated at exchange rates prevailing at the dates of the transactions where possible, or at the average exchange rates for the period. Exchange differences are recognised in other comprehensive income and transferred to the Group s foreign currency translation reserve. On consolidation, exchange rate differences arising from the translation of the net investment in foreign operations are also taken to the foreign currency translation reserve (FCTR). The Group s net investment in a foreign operation is equal to the equity investment plus all monetary items that are receivable from or payable to the foreign operation, for which settlement is neither planned nor likely to occur in the foreseeable future. These exchange rate differences are recognised in profit or loss when the Group s net interest in the foreign operation is disposed of. Goodwill and fair value adjustments to identifiable assets acquired and liabilities assumed through acquisition of a foreign operation are treated as assets and liabilities of the foreign operation and translated at the rate of exchange prevailing at the end of each reporting period. Exchange differences arising are recognised in other comprehensive income.

16 15 NOTES TO THE GROUP ANNUAL FINANCIAL STATEMENTS 2. Critical accounting judgements and key sources of estimation uncertainty Critical judgements in applying the Group s accounting policies. In the process of applying the Group s accounting policies, which are described above, management has not made any critical judgements that have a significant effect on the amounts recognised in the Financial Statements, except for: Classification of leases as financing or operating in nature The Group enters into commercial property leases for the majority of its stores. Where management has determined, based on an evaluation of the terms and conditions, that the lessor retains all significant risks and rewards of these properties, it will account for the contracts as operating leases. Net investment in foreign operations Certain loans with the Group s foreign investments are designated as part of the Group s net investment as they are not expected to be repaid in the foreseeable future. This results in the foreign exchange differences on the portion of the loans that are viewed as capital contributed being recorded in equity under the Foreign Currency Translation Reserve as required per IAS 21, The Effects of Changes in Foreign Exchange Rates, as opposed to being recognised in the Income Statement. This designation involved judgement in respect of confirming intention as well as assessing the appropriate timing of the change. Details on the Group s foreign exchange risk management can be found in note 40. Key sources of estimation uncertainty Deferred tax assets Deferred tax assets are raised to the extent that it is probable that future taxable profit will be available against which the unused tax losses and unused tax credits can be utilised, as well as the acceptability and ability to execute tax planning strategies in respect of old and new stores. Assessment of future taxable profit is performed at every reporting date, in the form of future cash flows using a suitable growth rate, as well as the acceptability and ability to execute tax planning strategies in respect of old and new stores. Details of deferred taxation can be found in note 18. In addition, significant judgement is required in assessing the impact of any legal or economic limits or uncertainties in various tax jurisdictions. Property, plant and equipment and other intangible assets Property, plant and equipment and other intangible assets are depreciated over their useful lives taking into account, where appropriate, residual values. Assessment of useful lives and residual values are performed annually, taking into account factors such as technological innovation, maintenance programmes, market information and management considerations. In assessing the residual value of an asset, its remaining life, projected disposal value and future market conditions are taken into account. Detail on property, plant and equipment and other intangible assets can be found in note 13 and 15 respectively. Goodwill impairment Determining whether goodwill is impaired requires an estimation of the value in use of the CGUs (or group of CGUs) to which goodwill has been allocated. The value in use calculation requires the Group to estimate the future cash flows expected to arise from the CGU (or group of CGUs) and a suitable discount rate in order to calculate the present value. The carrying amount of goodwill at the reporting date was R 2,592.9 million (December 2015: R2,589.4 million). Detail on goodwill can be found in note 14. Inventory provisions Inventory provisions include shrinkage, obsolescence, unearned rebates and write-downs which take into account historical information related to sales trends, aging profiles, market factors and stock counts which impact the expected write-down between the estimated net realisable value and the original cost. In addition, consideration is also given to the method and period used to determine percentages to apply to aged inventory as a result of changing trends. Net realisable value represents the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution. Details on the provisions can be found in note 19. Allowance for doubtful debts The Group assesses its doubtful debt allowance at each reporting date. Key assumptions applied are the estimated debt recovery rates and the future market conditions that could affect recovery. Details of the allowance can be found in note 20. Provision for post-retirement medical aid contributions Post-retirement healthcare benefits are provided to certain retired employees. Actuarial valuations are performed to assess the financial position of the fund. Assumptions used include the discount rate, healthcare cost inflation, mortality rates, withdrawal rates and membership. By obtaining an external valuation from accredited valuers, management is of the opinion that the risk relating to estimation uncertainty has been mitigated. Details can be found in note 25 and note 27. Taxation The Group is subject to taxes in numerous jurisdictions. Significant estimate is required in determining the worldwide accrual for income taxes. There are many transactions and calculations during the ordinary course of business for which the ultimate tax determination is uncertain. The Group recognises liabilities for anticipated uncertain income tax positions based on best informed estimates of whether additional income taxes will be due. Where the final income tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the current income tax and deferred income tax assets and liabilities in the period in which such determination is made. Details of taxation can be found in note 10.

17 16 NOTES TO THE GROUP ANNUAL FINANCIAL STATEMENTS 3. Technical Review Standards or Interpretations that became effective in the current period The following new standards and amendments to existing standards were adopted in the current financial reporting period and had no significant effect on the Group s reported results: Standard/Interpretation Amendment Description IAS 1 Presentation of Financial Statements Disclosure Initiative Amendments designed to encourage entities to apply professional judgement in determining what information to disclose in their financial statements, for example, the amendments make clear that materiality applies to the whole of financial statements and that the inclusion of immaterial information can inhibit the usefulness of financial disclosures. Furthermore, the amendments clarify that entities should use professional judgement in determining where and in what order information is presented in the financial disclosures. This amendment had a limited impact on the disclosure of the Group s results. IAS 27 Consolidated and Separate Financial Statements Equity Method in Separate Financial Statements The amendments focus on separate financial statements and allow the use of the equity method in such statements. Specifically, the amendments allow an entity to account for investments in subsidiaries, joint ventures and associates in its separate financial statements: at cost; in accordance with IFRS 9, or using the equity method as described in IAS 28. The same accounting method must be applied to each category of investments. This amendment did not have any financial or disclosure impact on the Group s results as investments in subsidiaries will continue to be accounted for at cost in the separate financial statements. IAS 34 Interim Financial Reporting Amendments resulting from Annual Improvements to IFRSs Cycle Disclosure of information included elsewhere in the interim financial report. The amendments clarify the requirements relating to information required by IAS 34 that is presented elsewhere within the interim financial report but outside the interim financial statements. The amendments require that such information be incorporated by way of a cross-reference from the interim financial statements to the other part of the interim financial report that is available to users on the same terms and at the same time as the interim financial statements. This amendment did not have a material disclosure impact on the Group s results for the interim financial report.

18 Standards or Interpretations issued but not yet effective 17 At the date of authorisation of these Annual Financial Statements, the following relevant standards were in issue but not yet effective. The Group has elected not to early adopt any of these standards. Standard/Interpretation Pronouncement Description Effective Date beginning on or after IFRS 9 Financial Instruments (As revised in 2014) Financial Instruments In July 2014, the IASB finalised the reform of financial instruments accounting and issued IFRS 9 (as revised in 2014), which contains the requirements for a) the classification and measurement of financial assets and financial liabilities, b) impairment methodology, and c) general hedge accounting. IFRS 9 (as revised in 2014) will supersede IAS 39 Financial Instruments: Recognition and Measurement upon its effective date. 1 January 2018 Phase 1: Classification and measurement of financial assets and financial liabilities With respect to the classification and measurement, the number of categories of financial assets under IFRS 9 has been reduced; all recognised financial assets that are currently within the scope of IAS 39 will be subsequently measured at either amortised cost or fair value under IFRS 9. Specifically: a debt instrument that (i) is held within a business model whose objective is to collect the contractual cash flows and (ii) has contractual cash flows that are solely payments of principal and interest on the principal amount outstanding must be measured at amortised cost (net of any write down for impairment), unless the asset is designated at fair value through profit or loss (FVTPL) under the fair value option. a debt instrument that (i) is held within a business model whose objective is achieved both by collecting contractual cash flows and selling financial assets and (ii) has contractual terms that give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding, must be measured at FVTOCI, unless the asset is designated at FVTPL under the fair value option. all other debt instruments must be measured at FVTPL. all equity investments are to be measured in the statement of financial position at fair value, with gains and losses recognised in profit or loss except that if an equity investment is not held for trading, nor contingent consideration recognised by an acquirer in a business combination to which IFRS 3 applies, an irrevocable election can be made at initial recognition to measure the investment at FVTOCI, with dividend income recognised in profit or loss. IFRS 9 also contains requirements for the classification and measurement of financial liabilities and derecognition requirements. One major change from IAS 39 relates to the presentation of changes in the fair value of a financial liability designated as at FVTPL attributable to changes in the credit risk of that liability. Under IFRS 9, such changes are presented in other comprehensive income, unless the presentation of the effect of the change in the liability s credit risk in other comprehensive income would create or enlarge an accounting mismatch in profit or loss. Changes in fair value attributable to a financial liability s credit risk are not subsequently reclassified to profit or loss. Under IAS 39, the entire amount of the change in the fair value of the financial liability designated as FVTPL is presented in profit or loss. Phase 2: Impairment methodology The impairment model under IFRS 9 reflects expected credit losses, as opposed to incurred credit losses under IAS 39. Under the impairment approach in IFRS 9, it is no longer necessary for a credit event to have occurred before credit losses are recognised. Instead, an entity always accounts for expected credit losses and changes in those expected credit losses. The amount of expected credit losses should be updated at each reporting date to reflect changes in credit risk since initial recognition. Phase 3: Hedge accounting The general hedge accounting requirements of IFRS 9 retain the three types of hedge accounting mechanisms in IAS 39. However, greater flexibility has been introduced to the types of transactions eligible for hedge accounting, specifically broadening the types of instruments that qualify as hedging instruments and the types of risk components of non-financial items that are eligible for hedge accounting. In addition, the effectiveness test has been overhauled and replaced with the principle of an economic relationship. Retrospective assessment of hedge effectiveness is no longer required. Far more disclosure requirements about an entity s risk management activities have been introduced. The work on macro hedging by the IASB is still at a preliminary stage a discussion paper was issued in April 2014 to gather preliminary views and direction from constituents with a comment period which ended in October The project is still under analysis at the time of writing. Transitional provisions IFRS 9 (as revised in 2014) is effective for annual periods beginning on or after 1 January 2018 with earlier application permitted. If an entity elects to apply IFRS 9 early, it must apply all of the requirements in IFRS 9 at the same time, except for those relating to: 1. the presentation of fair value gains and losses attributable to changes in the credit risk of financial liabilities designated as at FVTPL, the requirements for which an entity may early apply without applying the other requirements in IFRS 9; and 2. hedge accounting, for which an entity may choose to continue to apply the hedge accounting requirements of IAS 39 instead of the requirements of IFRS 9. IFRS 9 contains specific transitional provisions for i) classification and measurement of financial assets; ii) impairment of financial assets; and iii) hedge accounting. Management established a Steering committee with the required expertise to assess the impact of IFRS 9 on the Group s results. It is estimated that the full impact analysis will be completed and discussed with relevant stakeholders by June The Group anticipates adopting IFRS 9 for the financial period ending December Based on the initial assessment performed through the steering committee discussion, there appears to be a limited impact on the Group s Annual Financial Statements.

19 Standards or Interpretations issued but not yet effective 18 At the date of authorisation of these Annual Financial Statements, the following relevant standards were in issue but not yet effective. The Group has elected not to early adopt any of these standards. Standard/Interpretation Pronouncement Description Effective Date beginning on or after IFRS 15 Revenue from Contracts with Customers Revenue from Contracts with Customers IFRS 15 establishes a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. It will supersede the following revenue Standards and Interpretations upon its effective date: 1 January 2018 IAS 18 Revenue; IAS 11 Construction Contracts; IFRIC 13 Customer Loyalty Programmes; IFRIC 15 Agreements for the Construction of Real Estate; IFRIC 18 Transfers of Assets from Customers; and SIC 31 Revenue-Barter Transactions Involving Advertising Services. IFRS 15 will only cover revenue arising from contracts with customers. Under IFRS 15, a customer of an entity is a party that has contracted with the entity to obtain goods or services that are an output of the entity s ordinary activities in exchange for consideration. Unlike the scope of IAS 18, the recognition and measurement of interest income and dividend income from debt and equity investments are no longer within the scope of IFRS 15. Instead, they are within the scope of IAS 39 (or IFRS 9 if it is early adopted). As mentioned above, the new Revenue Standard has a single model to deal with revenue from contracts with customers. Its core principle is that an entity should recognise revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new Revenue Standard introduces a 5-step approach to revenue recognition and measurement: Far more prescriptive guidance has been introduced by the new Revenue Standard: Whether or not a contract (or a combination of contracts) contains more than one promised good or service, and if so, when and how the promised goods or services should be unbundled. Whether the transaction price allocated to each performance obligation should be recognised as revenue over time or at a point in time. Under IFRS 15, an entity recognises revenue when a performance obligation is satisfied, which is when control of the goods or services underlying the particular performance obligation is transferred to the customer. Unlike IAS 18, the new Standard does not include separate guidance for sales of goods and provision of services ; rather, the new Standard requires entities to assess whether revenue should be recognised over time or a particular point in time regardless of whether revenue relates to sales of goods or provision of services. When the transaction price includes a variable consideration element, how it will affect the amount and timing of revenue to be recognised. The concept of variable consideration is broad; a transaction price is considered variable due to discounts, rebates, refunds, credits, price concessions, incentives, performance bonuses, penalties and contingency arrangements. The new Standard introduces a high hurdle for variable consideration to be recognised as revenue that is, only to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur when the uncertainty associated with the variable consideration is subsequently resolved. When costs incurred to obtain a contract and costs to fulfil a contract can be recognised as an asset. Extensive disclosures are also required by the new Standard. A Steering committee has been established for the assessment and implementation of IFRS 15. The mandate of the committee is to determine the following information: Detailed description and explanation on how key IFRS 15 concepts will be implemented along with the different revenue streams (e.g. identification of performance obligations, determination and allocation of the transaction price and how performance obligations are satisfied and revenue is recognised). Explanation of the timeline for implementing IFRS 15, including expected use of any of the transition practical expedients, i.e. the modified retrospective (cumulative catch-up) transition method or the full retrospective application and, for example, the practical expedient for completed contracts (e.g. approach to provide comparative information at the date of initial application, planning of implementation and disclosure of information). Reasonably estimable, quantification of the possible impact of the application of IFRS 15 (e.g. either in relation to the amount or timing of the revenue recognised in relation to the different revenue streams). Additional qualitative information enabling users to understand the magnitude of the expected impact on the financial statements of the issuer. The Group anticipates implementing IFRS15 in the financial period ending December 2018.

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