===================================================================== UNIPALM INVESTMENT HOLDINGS LIMITED INTERIM FINANCIAL REPORT ENDING 31 AUGUST 2012 (6 MONTHS) =====================================================================
INCOME STATEMENT : 01 MARCH 2012 to 31 AUG 2012 31 Aug 2012 31 Aug 2011 REVENUE AND OTHER INCOME 797,684 12,232,443 Management Fees 58,993 74,211 Interest Received 728,448 243,150 Dividend Income 10,243 11,382 Gains on disposal of Investment 0 11,903,700 EXPENSES 4,958,228 4,986,297 Accounting Fees 63,500 78,732 Advertising & Promotions 20,274 7,064 Auditors Remuneration 16,975 145,236 Bank Charges 15,135 20,156 Cleaning 0 6,865 Computer Expenses 67,088 10,366 Consultancy Fees 537,525 127,500 Depreciation 50,278 49,290 Donation & Gifts 8,200 0 Electricity & Water 8,799 7,340 Employee Costs 2,755,232 3,582,571 Entertainment Expenses 75,422 51,818 Impairment to Investments 0 5,304 Management fees 329,372 0 Miscellaneous Expense 13,111 0 Insurance 76,974 16,709 Lease Rental on Operating Lease 231,000 231,000 Legal Fees 187,584 169,842 Motor Vehicle Expenses 82,392 63,528 Office expenses 40,526 3,416 Parking 3,195 0 Postage & Courier 4,392 5,817 Printing & Stationery 14,682 22,311 Professional Fees 7,914 0 Repairs & Maintenance 28,907 44,518 Secretarial Fees 56,700 60,262 Security Expenses 4,635 10,192 Staff Costs 6,310 14,792 Subscriptions 2,649 612 Telephone & Fax 83,630 70,569 Training and Meetings 0 31,913 Travel & Accommodation-Local 165,827 103,934 Travel & Accommodation-International 0 44,640 NET PROFIT / (LOSS) BEFORE INTEREST & TAX -4,160,544 7,246,146 Finance Costs 2,631 6,111 NET PROFIT / (LOSS) BEFORE TAX -4,163,175 7,240,035 Dividend Declared 10,043,634 8,559,539 Taxation 385 187,000 TRANSFER TO RETAINED EARNINGS (14,207,195 ) (1,506,505 ) The supplementary information provided does not form part of the annual financial statements and is unaudited.
Notes 31 Aug 2012 31 Aug 2011 Investment Assets 365,575,381 317,898,038 Investments in subsidiaries 1a 7,945,686 120 Other financial assets 1b 355,621,847 313,169,882 Deferred Tax 8,288 - Loans to group companies 2 1,999,560 4,728,036 Current Assets 20,739,992 6,182,007 Trade and other Receivables 3 1,186,501 1,176,823 Cash & Cash Equivalents 4 19,553,491 5,005,184 Fixed Assets 153,898 188,015 Property, Plant and Equipment 5 153,898 188,015 TOTAL ASSETS 386,469,272 324,268,060 Share Capital 413,361,898 364,184,405 Share Capital 6 34,082 34,082 Share Premium 53,480,675 53,480,675 Fair Value Gain on Investments 7 359,847,141 310,669,648 Retained Income (27,209,727) (41,406,892) Retained Income / (Accumulated Loss) (13,002,532) (39,900,387) Net Profit/Loss this period (14,207,195) (1,506,505) Capital and Reserves 386,152,171 322,777,513 Other Long Term Liabilities - - Current Liabilities 317,100 1,490,548 Taxation Payable 8 23,253 1,162,279 Sundry Creditors & Accruals 9 293,847 328,269 NET EQUITY AND LIABILITIES 386,469,272 324,268,060
NOTES TO MANAGEMENT ACCOUNTS 1 Investments 31 Aug 2012 31 Aug 2011 1a 1b Investments in subsidiaries Global Pact Trading 403 (Pty) Ltd 120 120 Unipalm Technology Holdings (Pty) Ltd 7,945,566-7,945,686 120 Investment in subsidiaries are recorded at cost less impairment in the audited accounts, and are recorded at fair value, based on directors' valuations, in the interim accounts. Other financial assets Available-for-sale AMU Trust (Growthpoint) 355,283,910 329,301,673 Afripalm Resources (Pty) Ltd - 32,186,818 Kingsley - 2,250,000 Telkom 51,444 95,872 Vodacom SA 286,492 242,091 Total Investments 355,621,847 313,169,882 Available-for-sale assets are recorded at fair value, based on directors' valuations, net of CGT on Capital Gains 2 Loans Subsidiaries Univet 18,687 - Global Pact Trading 403 (Pty) Ltd 1,217,438 875,860 Unipalm Technology Holdings (Pty) Ltd 50,758 - Afripalm Holdings 46,944-1,333,827 875,860 Less Impairment of loans to subsidiaries - 1,333,827 875,860 Associates Afripalm Resources (Pty) Ltd 5,174 2,855,374 Afripalm Technology (Pty) Ltd - 2,525,657 Corporate Business Automation (Pty) Ltd 649,029 771,069 Dreamworld 506 (Pty) Ltd 5,096,309 5,096,309 Kingsley Technologies (Pty) Ltd 9,750 214,482 5,760,262 11,462,891 Less Impairment of loans to associates (5,096,309) (7,621,966) 663,953 3,840,925 Other Premquip Manufacturing (Pty) Ltd - 10,536 New Co - 715 Rich Rewards 328 (Pty) Ltd 1,780-1,780 11,251 Total Loans 1,999,560 4,728,036 3 Trade and other Receivables Deposits 24,980 24,980 Trade Receivables 26,000 - Value Added Tax (Input VAT) 1,135,521 1,133,156 Other receivables - 18,687 Total Trade & Other Receivables 1,186,501 1,176,823 4 Cash & Cash Equivalents Bank Balances 19,553,135 5,004,853 Cash on hand 356 331 Total Cash 19,553,491 5,005,184
NOTES TO MANAGEMENT ACCOUNTS 31 Aug 2012 31 Aug 2011 5 Property, Plant and Equipment 31-Aug-11 Add / Disp 31-Aug-12 31-Aug-11 Curr.Depr. Closing At Cost This Year At Cost Acc Depr. 31-Aug-12 Net Book Value - Motor Vehicles 186,681 186,681 143,123 37,332 6,226 - Computer Equipment 174,914 67,250 242,164 170,377 7,651 64,136 - Office Equipment 33,076 33,076 15,957 3,308 13,812 - Furniture & Fittings 466,503 466,503 381,225 46,650 38,628 - Other Fixed Assets 64,261 64,261 26,738 6,426 31,097 TOTAL 925,435 67,250 992,685 737,420 101,367 153,898 6 Issued share Capital Ordinary Shares 11,252 11,252 "A" Class Share 12,000 12,000 "B" Class Share 10,831 10,831 TOTAL 34,082 34,082 7 Fair Value Gain on Investment Adj. Net Fair Value Gain on Investments 359,847,141 1,729,079 310,669,648 8 Taxation Payable Income tax payable 22,015 21,733 Corporation tax refunded - 952,308 STC payable - 187,000 Share transfer tax 1,238 1,238 23,253 1,162,279 9 Sundry Creditors & Accruals Share Deposit 20,000 20,000 Accrued Expenditure 50,184 130,473 Salary Control 46,449 177,796 Shareholders for Dividends 177,214-293,847 328,269
NOTES TO MANAGEMENT ACCOUNTS 10 Contingencies 10.1 Litigation has been pursued against Mr Bob Hilton relating to compensation for claims totalling R1.2million in respect of obligations arising from a suretyship issued in favour of Unipalm for the due performance of the obligations of BTH Construction CC and other guarantees held in favour of Unipalm by him. Mr Hilton's liability in terms of the said suretyship is limited to 40% of all claims against BTH Construction. This loan receivable claim has been written down from R6,400. It is noted that an action for a claim in the amount of R100, 000.00 against a Unipalm director, Mr P Hendricks by Mr B Hilton is currently being defended by Unipalm. 10.2 Unipalm s subsidiaries, Unipalm Technology Holdings and Unipalm Industrial Holdings, are jointly and severably liable for the loan facility of Premquip Manufacturing (Pty) Ltd (a subsidiary of Bestquip Investments Holdings Ltd) with the Industrial Development Corporation of South Africa (IDC). The original guarantee amount to R13, 004, 208 with the capital balance outstanding as at February 2008 being R6, 279, 148. In June 2008, the High Court granted an application to have Premquip and its subsidiaries provisionally liquidated. This process is on-going and it is expected that the proceeds of liquidation will be utilised to offset against the IDC loan. The IDC has reserved its rights should there be a shortfall in this regard. 10.3 Unipalm Technology Holdings a subsidiary of Unipalm signed a limited suretyship with Standard Bank of South Africa in the amount of R1, 200, 000 (one million two hundred thousand rands) plus costs for the working capital facilities required by Corporate Business Automation. 10.4 A deed of suretyship limited to an amount of R5, 200, 000 (five million two hundred thousand rands) on Nedbank s standard terms and conditions was given by Unipalm Investment Holdings Limited in terms of which Unipalm binds itself as surety for and coprincipal debtor in solidum with Pinnacle Point Holdings (Pty) Ltd for the due and punctual fulfilment by Pinnacle Point Holdings (Pty) Ltd of its obligations under a Nedbank loan facility. Dreamworld Investments 506 (Pty) Ltd s 26% shareholding in PPH, of which Unipalm holds 33%, was also given as security to Nedbank. Action has been instituted by Nedbank against Unipalm Investment Holdings Limited and a combined summons was issued to the various defendants including Unipalm Investment Holdings Limited whom have been sued in their capacity as surety for the principle debt owed by Pinnacle Point Holdings (Proprietary) Limited. The attorney for Unipalm Investment Holdings is of the opinion that the combination of the various defences may serve to successfully resist the action. 10.5 The South African Revenue Service (SARS) has lodged a claim totaling R 2,590 049 in respect of the capital balance owing for mainly disputed input Value Added Tax amounts that have been claimed by Unipalm. The company has objected to the SARS audit and have obtained a Partial Allowance of Objection. The Disallowed capital amount for vat was reduced to R 1,620,834.11. The Company is appealing the Partial Allowance of Objection, and is confident that a beneficial settlement will be reached shortly 10.6 The South African Revenue Service (SARS) has lodged an enquiry into the Apportionment of Expenses in the Tax Computation for the 2006 and 2008 Financial periods. The enquiry is on-going and our tax advisors are dealing with this matter