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ADI - ADAPTIT Holdings Limited - Abridged consolidated audited results for the

Release Date: 21/09/2011 07:06
Code(s): ADI
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ADI - ADAPTIT Holdings Limited - Abridged consolidated audited results for the year ended 30 June 2011, final dividend declaration, Notice of Annual General Meeting and posting of the Annual Report ADAPTIT HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number 1998/017276/06) Share code: ADI ISIN: ZAE000113163 ("Adapt IT" or "the Company" or "the Group") ABRIDGED CONSOLIDATED AUDITED RESULTS FOR THE YEAR ENDED 30 JUNE 2011, FINAL DIVIDEND DECLARATION, NOTICE OF ANNUAL GENERAL MEETING AND POSTING OF THE ANNUAL REPORT Consolidated, audited statements of comprehensive income for the year ended 30 June 2011 GROUP GROUP 12 months 16 months ended ended
30 June 30 June 2011 2010 R R Services rendered 153 715 808 183 220 943 Sale of goods 19 816 828 15 765 553 Interest income 4 245 667 5 622 971 Dividend income - 34 908 Other income 3 128 235 3 807 426 Revenue 180 906 539 208 451 800 Turnover 173 532 636 198 986 496 Cost of sales (90 107 278) (107 078 167)
Gross profit 83 425 358 91 908 329 Administrative, selling and other costs (71 505 256) (76 820 348) Other income 3 128 235 3 807 426 Dividend income - 34 908 Profit from operations (before interest) 15 048 337 18 930 315 Interest income 4 245 667 5 622 971 Finance costs (1 100 654) (944 841) Loss from associate - (63 625) Profit before taxation 18 193 350 23 544 820 Taxation (4 947 226) (6 708 942) Profit for the period 13 246 124 16 835 878 Other comprehensive income for the period, net 134 548 (169 155) of tax Exchange differences on translation of foreign 134 548 (169 155) operations Total comprehensive income for the period, net of tax 13 380 672 16 666 723 Profit for the period: Attributable to equity shareholders of the 11 044 511 13 100 081 parent Attributable to non-controlling interests 2 201 613 3 735 797 13 246 124 16 835 878 Total comprehensive income for the period Attributable to equity shareholders of the 11 246 812 13 013 812 parent Attributable to non-controlling interests 2 133 860 3 652 911 13 380 672 16 666 723 Weighted average number of shares in issue 97 245 767 96 084 561 Earnings per share (cents) 11,36 13,64 Fully diluted earnings per share (cents) 11,36 13,64 COMPANY COMPANY 12 months 16 months
ended ended 30 June 30 June 2011 2010 R R
Services rendered - 765 727 Sale of goods - - Interest income 25 368 368 620 Dividend income 6 826 924 1 320 328 Other income 1 113 032 2 453 293 Revenue 7 965 324 5 907 968 Turnover - 1 765 727 Cost of sales - - Gross profit - 1 765 727 Administrative, selling and other costs (3 436 911) (2 423 828) Other income 1 113 032 2 453 293 Dividend income 6 826 924 1 320 328 Profit from operations (before interest) 4 503 045 3 115 520 Interest income 25 368 368 620 Finance costs (4 792) (15 512)
Loss from associate - - Profit before taxation 4 523 621 3 468 628 Taxation (356 658) (344 175) Profit for the period 4 166 963 3 124 453 Other comprehensive income for the period, net of - - tax Total comprehensive income for the period, net of 4 166 963 3 124 453 tax Profit for the period: Attributable to equity shareholders of the parent 4 166 963 3 124 453 Attributable to non-controlling interests - - 4 166 963 3 124 453
Total comprehensive income for the period Attributable to equity shareholders of the parent 4 166 963 3 124 453 Attributable to non-controlling interests - - 4 166 963 3 124 453
Consolidated, audited statements of financial position as at 30 June 2011 GROUP GROUP 30 June 30 2011 June
R 2010 R ASSETS Non-current assets 43 868 909 39 765 127 Amounts owing from subsidiary - - Property and equipment 21 533 510 22 719 927 Intangible assets 1 452 498 109 241 Interest in subsidiaries and share trust - - Goodwill 10 407 854 10 407 854 Deferred taxation asset 10 475 047 6 528 105 Current assets 61 745 521 84 975 555 Accounts receivable 43 067 695 45 848 856 Cash and cash equivalents 18 677 826 39 126 699 Total assets 105 614 430 124 740 682 EQUITY AND LIABILITIES Share capital 9 835 9 570 Share premium 8 650 098 7 196 322 Share-based payment reserve - 893 020 Foreign currency translation reserve 116 032 (86 269) Retained earnings 39 376 153 34 666 074 Equity attributable to ordinary shareholders 48 152 118 42 678 717 Non-controlling interest - 7 825 266 Total equity 48 152 118 50 503 983 Non-current liabilities 5 747 229 4 917 182 Interest-bearing borrowings 1 575 836 2 447 576 Deferred taxation liability 4 171 393 2 469 606 Current liabilities 51 715 083 69 319 517 Interest-bearing borrowings 1 232 874 1 793 103 Non-interest bearing borrowings - 10 315 036 Accounts payable 9 718 636 19 864 212 Provisions 8 887 625 7 243 852 Deferred income 31 076 107 25 844 741 Amounts owing to subsidiaries - - Taxation payable 799 841 4 258 573 Total equity and liabilities 105 614 430 124 740 682 Number of ordinary shares in issue 98 181 551 97 458 466 Net asset value per share 49.52 52.77 Tangible net asset value per share 28.04 35.21 COMPANY COMPANY
30 June 30 June 2011 2010 R R ASSETS Non-current assets 46 196 326 28 400 565 Amounts owing from subsidiary 15 331 125 10 737 000 Property and equipment - - Intangible assets - - Interest in subsidiaries and share trust 30 865 201 17 663 565 Goodwill - - Deferred taxation asset - - Current assets 450 739 96 699 Accounts receivable 82 981 27 957 Cash and cash equivalents 367 758 68 742 Total assets 46 647 065 28 497 264 EQUITY AND LIABILITIES Share capital 9 881 9 745 Share premium 8 833 005 8 112 296 Share-based payment reserve - - Foreign currency translation reserve - - Retained earnings 4 472 588 3 569 509 Equity attributable to ordinary shareholders 13 315 474 11 691 550 Non-controlling interest - - Total equity 13 315 474 11 691 550 Non-current liabilities - - Interest-bearing borrowings - - Deferred taxation liability - - Current liabilities 33 331 591 16 805 713 Interest-bearing borrowings - - Non-interest-bearing borrowings - - Accounts payable 219 659 111 283 Provisions - - Deferred income - - Amounts owing to subsidiaries 33 458 793 16 552 292 Taxation payable (346 861) 142 139 Total equity and liabilities 46 647 065 28 497 263 Consolidated, audited statements of cash flows for the year ended 30 June 2011 GROUP GROUP 12 months 16 months ended ended
30 June 30 June 2011 2010 R R Cash flows from operating activities Profit from operations (before interest and 15 048 337 18 895 407 dividends) Adjustment for: Provision for leave pay and bonus 1 643 772 1 463 368 Impairment loss 51 73 683 Non-cash flow items (64 075) (1 169 145) Foreign currency translation variance - - Share-based payment expense - 90 341 Loss/(Profit) on sale of equipment 101 467 (318 802) Depreciation and amortisation 2 992 740 3 013 510 Cash generated from/(utilised by) operations, 19 722 292 22 048 362 before working capital changes Working capital changes Decrease/(Increase) in receivables 2 781 161 (12 311 884) (Decrease)/Increase in payables (4 835 752) 11 597 627 Cash generated from/(utilised by) operations 17 666 701 21 334 105 Taxation paid (10 666 006) (5 536 564) Interest income 4 245 667 5 622 971 Finance costs (1 100 654) (944 841) Dividend income from subsidiary - - Dividend income from associate - 34 908 Dividend paid to shareholders (3 263 884) (1 779 186) Net cash inflow/ from operating activities 6 882 824 18 731 393 Cash flows from investing activities Acquisition of assets on expansion (3 268 355) (9 606 777) Proceeds on disposal of equipment 17 308 437 802 Decrease in investment in associate - 63 625 Acquisition of interest in ITS Holdings (19 126 691) (16 000 000) Repayment of shareholder loan (3 656 539) - Net cash (outflow) from investing activities (26 034 277) (25 105 350) Cash flows from financing activities Proceeds from borrowings 11 201 278 17 114 820 Repayment of borrowings (12 633 246) (11 304 603) Issue of company`s shares - 10 080 Elimination of pre-acquisition loan from ITS - (1 430 000) Net cash (outflow)/inflow from financing activities (1 431 968) 4 390 297 Net (decrease) in cash resources (20 583 421) (1 983 660) Exchange differences on translation 134 548 (169 155) Cash resources at beginning of period 39 126 699 14 556 076 Cash resources on acquisition of subsidiaries - 26 723 438 Cash resources at end of period 18 677 826 39 126 699 COMPANY COMPANY 12 months 16 months ended ended
30 June 30 June 2011 2010 R R Cash flows from operating activities Profit from operations (before interest and (2 323 879) 1 795 192 dividends) Adjustment for: Provision for leave pay and bonus - - Impairment loss 51 61 489 Non-cash flow items (12 647) - Foreign currency translation variance - - Share-based payment expense - - Loss/(Profit) on sale of equipment - - Depreciation and amortisation - - Cash generated from/(utilised by) operations, (2 336 475) 1 856 681 before working capital changes Working capital changes (Increase)/Decrease in receivables (55 024) 576 567 /Increase/(Decrease) in payables 108 376 (373 770) Cash generated from/(utilised by) operations (2 283 123) 2 059 478 Taxation paid (845 658) (826 405) Interest income 25 368 368 620 Finance costs (4 792) (15 512) Dividend income from subsidiary 6 826 924 1 320 328 Dividend income from associate - - Dividend paid to shareholders (3 263 884) (1 779 097) Net cash inflow from operating activities 464 834 1 127 412 Cash flows from investing activities Acquisition of assets on expansion - - Proceeds on disposal of equipment - - Decrease in investment in associate - - Acquisition of interest in ITS Holdings (19 126 691) (16 000 000) Repayment of shareholder loan (18 970 873) 3 570 389 Net cash (outflow) from investing activities (155 818) (12 429 611) Cash flows from financing activities Proceeds from borrowings 19 126 691 3 592 199 Repayment of borrowings - Issue of company`s shares - - Elimination of pre-acquisition loan from ITS - - Net cash inflow from financing activities 19 126 691 3 592 199 Net increase/(decrease) in cash resources 299 015 (7 710 000) Exchange differences on translation - - Cash resources at beginning of period 68 742 7 778 742 Cash resources on acquisition of subsidiaries - - Cash resources at end of period 367 758 68 742 Consolidated, audited statements of changes in equity for the year ended 30 June 2011 SHARE-BASED
SHARE SHARE RETAINED PAYMENT CAPITAL PREMIUM EARNINGS RESERVE R R R R GROUP Balance at 28 February 2009 9 565 7 186 23 345 179 802 679 247 Acquisition of subsidiary - - - - Profit for the period - - 13 100 081 - Other comprehensive income for the period - - - - Total comprehensive income for the period - - 13 100 081 - Shares issued during the year 5 10 075 - - Recognition of share-based - - - 90 341 payment Dividend paid - - (1 779 186) - Balance at 30 June 2010 9 570 7 196 34 666 074 893 020 322 Profit for the year - - 11 044 511 - Other comprehensive income for the year - - - - Total comprehensive income for the year - - 11 044 511 - Transfer from share-based - - 893 020 (893 020) payment Shares issued during the year 265 1 453 - - 776 Acquisition of non- controlling interest in - - (3 963 568) - subsidiaries Dividend paid - - (3 263 884) - Balance at 30 June 2011 9 835 8 650 39 376 153 - 098 FOREIGN ATTRIBUTAB CURRENCY LE NON- TRANSLAT TO EQUITY CONTROLLIN
ION HOLDERS OF G TOTAL RESERVE THE PARENT INTEREST R R R R GROUP Balance at 28 February - 31 343 670 1 415 355 32 759 025 2009 Acquisition of subsidiary - - 2 757 000 2 757 000 Profit for the period - 13 100 081 3 735 797 16 835 878 Other comprehensive income for the period (86 269) (86 269) (82 886) (169 155) Total comprehensive income for the period (86 269) 13 013 812 6 409 911 19 423 723 Shares issued during the - 10 080 - 10 080 year Recognition of share-based payment - 90 341 - 90 341 Dividend paid - (1 779 - (1 779 186) 186) Balance at 30 June 2010 (86 269) 42 678 717 7 825 266 50 503 983 Profit for the year - 11 044 511 2 201 613 13 246 124 Other comprehensive income for the year 202 301 202 301 (67 753) 134 548 Total comprehensive income for the year 202 301 11 246 812 2 133 860 13 380 672 Transfer from share-based payment - - - - Shares issued during the - 1 454 041 - 1 454 041 year Acquisition of non- controlling interest in - (3 963 (9 959 (13 922 subsidiaries 568) 126) 694) Dividend paid - (3 263 - (3 263 884) 884) Balance at 30 June 2011 116 032 48 152 118 - 48 152 118 SHARE SHARE RETAINED CAPITAL PREMIUM EARNINGS TOTAL
R R R R COMPANY Balance at 28 February 2009 9 745 8 112 296 2 224 153 10 346 194 Profit for the period - - 3 124 453 3 124 453 Other comprehensive income for the period - - - - Total comprehensive income for the period - - 3 124 453 3 124 453 Dividend paid - - (1 779 (1 779 097) 097) Balance at 30 June 2010 9 745 8 112 296 3 569 509 11 691 550 Profit for the year - - 4 166 963 4 166 963 Other comprehensive income for the year - - - - Total comprehensive income for the year - - 4 166 963 4 166 963 Shares issued during the year 136 720 709 - 720 845 Dividend paid - - (3 263 (3 263 884) 884) Balance at 30 June 2011 9 881 8 833 005 4 472 588 13 315 474 SEGMENT ANALYSIS For management purposes, the Group is organised into the following segments: - ApplyIT - design, development and implementation of safety, health, environment, quality and plant operations management software solutions; - ITS - design, development and implementation of higher education and further education and generic software solutions; - Adapt IT - implementation and maintenance of ERP and niche software, systems integration and information management solutions; and - Other - includes group head office activities. Management monitors the operating results of its business units separately for the purpose of making decisions about resource allocation and performance assessment. Monthly management meetings are held to evaluate segment performance against budget and forecast. The following tables present revenue and profit information regarding the Group`s operating segments for the periods ended 30 June 2011 and 30 June 2010 respectively: Adapt IT ITS ApplyIT R R R 12 months ended 30 June 2011 Revenue* Third party 77 582 632 93 283 869 10 014 659 Intersegment 1 286 959 20 795 2 574 601 Total revenue 78 869 591 93 304 664 12 589 260 Segment profit/(loss) before 6 357 774 14 616 932 779 392 tax 16 months ended 30 June 2010 Revenue* Third party 106 337 670 84 685 603 14 028 162 Intersegment 644 801 374 120 293 060 Total revenue 106 982 471 85 059 723 14 321 222 Segment profit before tax 12 159 818 10 337 144 102 079
Other Adjustments Total and eliminations R R R
12 months ended 30 June 2011 Revenue* Third party 25 378 - 180 906 538 Intersegment 1 113 031 (4 995 386) - Total revenue 1 138 409 (4 995 386) 180 906 538 Segment profit/(loss) before (2 304 277) (1 256 471) 18 193 350 tax 16 months ended 30 June 2010 Revenue* Third party 3 400 366 - 208 451 801 Intersegment 2 507 602 (3 819 583) - Total revenue 5 907 968 (3 819 583) 208 451 801 Segment profit before tax 2 148 300 (1 202 521) 23 544 820 * Revenue includes sales and services rendered to customers, interest income and dividends received. The following table presents segment assets of the Group`s operating segments as at 30 June 2011 and 30 June 2010: Adapt IT ITS ApplyIT R R R
Segment assets 30 June 2011 76 824 980 102 382 428 7 753 640 30 June 2010 50 635 585 108 669 621 4 493 498 Segment liabilities 30 June 2011 37 548 877 52 726 861 15 623 808 30 June 2010 15 474 391 69 704 436 13 923 069 Other Adjustments Total
and eliminations R R R Segment assets 30 June 2011 46 816 571 (128 163 105 614 430 189) 30 June 2010 29 180 345 (68 238 367) 124 740 682 Segment liabilities 30 June 2011 33 378 227 (81 815 460) 57 462 313 30 June 2010 17 535 429 (46 300 069) 74 236 699 Adapt IT ITS Apply IT R R R
GEOGRAPHIC INFORMATION Revenues from external customers South Africa 42 675 195 49 469 150 10 509 541 Other African countries 28 551 336 32 569 179 - Europe - 3 232 901 - Australasia - 8 033 424 2 079 719 North America 7 643 060 - - Total revenue per consolidated statement of comprehensive income 78 869 591 93 304 664 12 589 260
Other Adjustments Total and eliminations R R R
GEOGRAPHIC INFORMATION Revenues from external customers South Africa 1 138 409 (4 995 386) 98 796 917 Other African countries - - 61 120 515 Europe - - 3 232 903 Australasia - - 10 113 143 North America - - 7 643 060 Total revenue per consolidated statement of comprehensive income 1 138 409 (4 995 386) 180 906 538 Adapt IT ITS Apply IT
R R R Non-current assets South Africa 21 114 282 66 709 553 1 920 297 Other African countries - - - Europe - 21 754 - Australasia - 45 811 - Total 21 114 282 66 777 118 1 920 297
Other Adjustments Total and
eliminations R R R Non-current assets South Africa 46 150 085 (92 092 873) 43 801 344 Other African countries - - - Europe - - 21 754 Australasia - - 45 811 Total 46 150 085 (92 092 873) 43 868 909 Non-current assets for this purpose consist of property, plant and equipment and intangible assets and deferred taxation. HEADLINE EARNINGS PER SHARE GROUP GROUP 2011 2010
R R Reconciliation between earnings and headline earnings: Earnings attributable to equity shareholders 11 044 511 13 100 081 Less excess of fair value of net assets over purchase price on business combination (1 176 398) - Less loss/(profit) on sale of property and 101 (318 802) equipment 467 Add impairment on investment 73 51 683 Headline earnings 11 146 11 678 564 029 Headline earnings per share (cents) 11,46 12,15 Basis of preparation The accounting policies applied in the preparation of these abridged consolidated audited financial statements, which are based on reasonable judgments and estimates, are in accordance with International Financial Reporting Standards ("IFRS") and are consistent with those applied in the annual financial statements for the year ended 30 June 2010. These provisional financial statements as set out in this report have been prepared in terms of IAS 34 - Interim Financial Reporting, the Companies Act, 2008 (Act 71 of 2008) and the Listings Requirements of JSE Limited. AUDIT REPORT The annual financial statements for the period ended 30 June 2011 have been audited by Ernst & Young Inc. and their unqualified audit report is available for inspection at the Company`s registered office. POST BALANCE SHEET EVENTS There are no material events between the period end and the date of this report. FINANCIAL PERFORMANCE Adapt IT delivered a sound financial performance and significant sustainability advancements, in spite of the prevailing tough market conditions associated with the world-wide economic slump. The Group`s solid business performance was especially marked by improvements in revenues and a healthy balance sheet, positioning Adapt IT well going forward. The acquisition of ITS Holdings (Proprietary) Limited ("ITS Holdings") precipitated a decision to change Adapt IT`s financial year-end from 28 February to 30 June in order to align the reporting periods and selecting a June year-end as it results in a more efficient annual reporting calendar. Accordingly, the results reflected in the 2010 Annual Report are in respect of a 16-month period. OPERATIONS Adapt IT enjoys a leading position within the markets in which it operates. The Group, through its subsidiaries, has the ability to create robust solutions, tailored to customers` operating environments. Organic growth is vigorously pursued through operational excellence, customer intimacy and advancements on the technological frontier. ACQUISITIONS On 1 December 2010, the Group acquired 23% non-controlling interest in ApplyIT and on 1 January 2011, acquired the 49% non-controlling interest in ITS Holdings. Both subsidiaries have been fully integrated into the Group. DIRECTORATE It is with great sadness that on the 22nd of May 2011 we received the news of the passing away of Patrick September, who joined the board in the 2010 financial year. Prior to his death, Patrick served as an integral part of the board, both in the role of Chairman of the Risk Committee as well as providing entrepreneurial leadership and good governance in the areas of strategy, performance and people management. On behalf of the board, I pass our condolences to the September family and to his Adapt IT colleagues. It had been planned that Patrick would succeed me as Chairman of the board in November this year as I have reached the recommended retirement age of 70, as per King III. However, due to his untimely death in May, the Nominations Committee has begun a process of finding a suitable successor. Wanda Shuenyane resigned as a non-executive director after six years with Adapt IT to concentrate on growing his business. I thank him for his contribution as a valued member of the board. The board appointed Thembisa Dingaan and Craig Chambers as additional independent non-executive directors on 3 May 2011. The board looks forward to their contribution during the coming years. These appointments form an integral part of the group`s ongoing commitment to improving corporate governance and enhancing the strategic leadership of the group. They are both well experienced in their respective areas of expertise and their insight and contributions will undoubtedly improve the composite skills of the board. BROAD-BASED BLACK ECONOMIC EMPOWERMENT ("B-BBEE") Adapt IT is committed to transformation as both a moral and a business imperative. At its last rating, the Group scored 80.15 points and was rated as a Level-3 Contributor. In its annual survey, the Financial Mail ranked Adapt IT as the most empowered ICT company and in the top 40 most empowered companies listed on the JSE. The Group strives to remain ahead of competitors in terms of B-BBEE, in the knowledge that this will create a competitive advantage for the Company. STRATEGY Adapt IT`s strategy is to grow the Group aggressively through the organic growth of its existing subsidiaries and through acquisitive growth at the Holding company level. Adapt IT focuses on improving core competencies, protecting and developing niche software intellectual property, enhancing and leveraging target market knowledge, pursuing large-scale applications outsourcing opportunities, maintaining strong customer service, customer retention and continuing B-BBEE transformation. The long-term objective for its investors is clear; Adapt IT aims to enhance shareholder value through growing profits sustainably. PROSPECTS Market indicators and sentiment are beginning to show signs of improvement after the recent economic turmoil and although continued challenges to the economy are foreseen, Adapt IT remains confident of its ability to meet such challenges. Significant progress in line with the Group`s strategy has been made and service offerings have been improved in readiness to take advantage of the expected economic recovery. Adapt IT will, however, remain prudent in its approach. Adapt IT will expand into new high growth IT sectors where it believes it has a competitive advantage and the requisite competence to succeed. APPRECIATION The Board extends its sincere thanks to the Group`s long-standing and new customers, suppliers, partners, shareholders and service providers for their ongoing support of Adapt IT. In addition, the Board thanks Adapt IT`s staff, without whose dedication, hard work, enthusiasm, team spirit, skills and appetite for growth and change, the Group would not be the industry leader it is today. Ordinary dividend number 9 The board has set a policy of considering a dividend once annually, after the year-end. The board has declared a dividend on a dividend cover ratio of four times as the Group wishes to retain a significant proportion of profits for future growth activities. The Group will have sufficient working capital to meet its requirements after the dividend payment. Notice is hereby given that a cash dividend of 2,84 cents per share ("the dividend") has been declared for the year ended 30 June 2011, payable to shareholders recorded in the books of the Company at close of business on 21 October 2011. Shareholders are advised that the last day to trade cum-dividend will be Friday, 14 October 2011. Shares will trade ex-dividend as from Monday, 17 October 2011, and the record date will be Friday, 21 October 2011. Payment will be made on Monday, 24 October 2011. Share certificates may not be dematerialised or rematerialised during the period 17 October 2011 to 21 October 2011, both days inclusive. This dividend, having been declared after 30 June 2011, has not been provided for in the financial statements. The salient dates relating to the cash dividend are as follows: Last day to trade shares cum dividend Friday, 14 October 2011 Shares trade ex dividend Monday, 17 October 2011 Record date Friday, 21 October 2011 Payment date Monday, 24 October 2011 NOTICE OF THE ANNUAL GENERAL MEETING AND POSTING OF ANNUAL REPORT The integrated annual report will be mailed to shareholders on 30 September 2011. Notice is hereby given that the 12th Annual General Meeting of shareholders of Adapt IT will be held at 09:00 on Friday, 25 November 2011 at 4 & 5 Rydall Office Park, Rydall Vale Crescent, La Lucia Ridge. The board of directors of the Company determined that, in terms of section 62(3)(a), as read with section 59 of the Companies Act, 2008 (Act 71 of 2008), the record date for the purposes of determining which shareholders of the Company are entitled to participate in and vote at the Annual General Meeting is Friday, 25 November 2011. Accordingly, the last day to trade Adapt IT shares in order to be recorded in the Register to be entitled to vote will be Friday, 18 November 2011. Directors Dr Bernard Ravno* (Chairman), Sbu Shabalala (Chief Executive Officer), Siboniso Shabalala (Financial Director), Tiffany Dunsdon, Bongiwe Ntuli*, Mandla Nhlapo*, Tembisa Dingaan*, Craig Chambers* *Independent non-executive director Registered office 4/5 Rydall Vale Office Park Rydall Vale Crescent La Lucia Ridge KwaZulu-Natal Postal address PO Box 5207 Rydall Vale Park La Lucia Ridge Office Estate Durban, 4019 Transfer secretary Computershare Investor Services (Pty) limited 70 Marshall Street, Johannesburg, 2001 (PO Box 61763, Marshalltown, 2107) Sponsor Merchantec Capital Company secretary Statucor (Proprietary) Limited Auditors Ernst & Young Inc. Durban Durban 21 September 2011 Date: 21/09/2011 07:05:59 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (`JSE`). 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