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RAC - RACEC Group Limited - Provisional condensed consolidated audited results

Release Date: 28/12/2011 07:12
Code(s): RAC
Wrap Text

RAC - RACEC Group Limited - Provisional condensed consolidated audited results for the year ended 30 September 2011 RACEC GROUP LIMITED Incorporated in the Republic of South Africa (Registration number: 1998/006153/06) Share code: RAC ISIN: ZAE000105409 ("RACEC" or "the Company" or "the Group") PROVISIONAL CONDENSED CONSOLIDATED AUDITED RESULTS FOR THE YEAR ENDED 30 SEPTEMBER 2011 INTRODUCTION The 2011 financial year has seen a substantial restructuring of the Group`s operations. This was in response to the fact that along with the challenging and changing economic environment, certain of the Group`s operations have not performed well. The Group has taken the decision to concentrate on its core competency as a rail focused entity, an industry in which we have operated successfully for more than 55 years. This restructuring saw the incorporation of the overhead rail electrification into the profitable operations of rail construction and maintenance and the disposal of the loss making elements of the Group`s electrical reticulation business and the manufacturing operations. In addition to the above restructuring the Group is well advanced in negotiations with an additional BEE investor as announced on SENS on 15 December 2011. This, when successful, will not only see the Group being a black owned enterprise, but will significantly strengthen the Group`s statement of financial position and cash position. This will enable the Group to take full advantage of the anticipated growth opportunities within the rail sector. We anticipate this being concluded early in January 2012. FINANCIAL PERFORMANCE The trading results reflect the results of the continuing operations of the Group. The losses in relation to the discontinued operations and the losses associated with the disposal of the discontinued operations are reflected as discontinued on the face of the statement of comprehensive income. On a like-for-like basis, comparing the performance of the continuing operations with the 2010 performance, the Group`s revenue in 2011 increased by R68.5 million (2010: increased by R60.0 million), representing an increase of 44% (2010: increase of 61.6%). While the Group`s total loss after tax was R60.5 million (2010: profit after tax - R12.9 million), including the results of the disposed non-core subsidiaries, investment impairments and write-offs in relation to the disposal of these businesses, the profit after tax for the continuing operations was R12.5 million (2010: R0.5 million). The growth in the continuing operations has been driven by profitable operations of the rail business on opportunities in both the local market and in Africa. The discontinued businesses saw a significant turn of fortune during the 2011 financial year when compared to 2010, with losses from the discontinued operations totalling some of R35.1 million (2010: profit R12.4 million). There have been several factors contributing to this loss: - Greenbro (Pty) Ltd and GreenGlo (Pty) Ltd - The manufacturing operations experienced an extremely tough year with reduced throughput in its factories and a protracted legal dispute with its previous Managing Director for fraud and mismanagement. Despite new management and the Group`s efforts, significant damage was done to this business which resulted in the generator manufacturing facilities being closed and the rotto moulding operations being sold to a third party. - RACEC Electrification (Pty) Ltd, RACEC Power (Pty) Ltd and Northern Electric (Cape) (Pty) Ltd - These businesses also saw a significant reduction in activity and major margin pressure. As a result, the decision was taken to include the overhead track electrification business within the Rail construction and maintenance business and to sell the remaining operations to the existing management team. The restructuring and disposals have all been completed and the Group`s directors are confident that the remaining operations are well positioned to take advantage of not only the significant opportunities that exist in the rail construction and maintenance sector, both within South Africa and the rest of Africa, but also the additional cost savings in the restructured Group. OPERATIONAL PERFORMANCE AND PROSPECTS We have already delivered on key achievements on contracts brought in by RACEC Rail. The continuing success of operations in the rest of Africa, specifically the rail construction project in Sierra Leone, has given us capacity and confidence in our ability to operate in the rest of Africa. We have won further contracts in East Africa and are currently investigating opportunities, among others, in Mozambique, Ghana, Guinea, Kenya, Tanzania and Sudan. We have increased our local order book, specifically in the Northern Cape region and we were re-awarded the universal sleeper replacement contract for Transnet. Our track record places us as a favoured construction contractor, thus much of the current work is new construction or the rehabilitation of existing works. Construction contracts can equate to good margins but can come with a high risk. We plan to balance that by diversifying our rail construction offering to include maintenance annuity contracts in the mechanised rail business. Transnet appears to be welcoming a third player in that space and we believe that with our expertise and the fact that we will be a black-owned rail focused business, we will be in a strong position to be that player. The current split on construction versus annuity contracts is 90/10 and we plan to reach a 50/50 split over the next three to five years. In addition to not relying on a single contract, we do not want to rely on a single country and plan to achieve a local versus regional revenue split of 50/50. RACEC Rail`s order book is looking good. More than 80% of the 2011 revenue is already secured for 2012. While there are further opportunities available for the Group, we are in the fortunate position of being able to select which contracts provide the best return. Our staff is our most valued asset and their well being and development is of great importance to us. As a Group we are committed to creating opportunities for our staff through training and promotion from within wherever possible. RACEC places a high value on the health and safety of its staff and on the environment in which they and our communities operate. We therefore believe that their right to safe working conditions is non-negotiable. In addition, we ensure that our work is conducted in an environmentally responsible manner. PROVISIONAL FINANCIAL STATEMENTS During the course of the 2009 financial year the Group sold 25% of its share capital to its BEE investor Solethu Civils Holdings (Pty) Ltd for a total for R45 million and a further 9% during the course of 2010 by way of a rights issue, raising an additional R10 million. We are required in terms of SIC 12 to consolidate the results of Solethu Civils Holdings (Pty) Ltd ("Solethu Civils"). The impact of this consolidation results in R35.2 million of our equity being disclosed as treasury shares and reflected as shareholders loans on the statement of financial position. The following provisional condensed consolidated financial statements reflect the following: - The unaudited statement of comprehensive income and the statement of financial position excluding the SIC 12 consolidation. Management feels that these results give a clearer indication of the underlying operations as they exclude the SIC 12 consolidation and fair value adjustments; and - The audited statement of comprehensive income, the statement of financial position, the statement of cash flows and the statement of changes in equity including the SIC 12 consolidation. EXCLUDING THE SIC 12 CONSOLIDATION OF SOLETHU CIVILS: PROVISIONAL CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Unaudited year Unaudited ended year
30 ended September 30 2011 September R`000 2010
R`000 Revenue 225 982 157 447 Cost of sales (162 930) (110 686) Gross profit 63 052 46 761 Other income 123 604 Other expenses (35 665) (30 196) Net profit before investment revenue, finance 27 510 17 169 costs and taxation Investment revenue 1 185 1 704 Finance costs (4 593) (6 198) Profit before taxation 24 102 12 675 Taxation (7 703) (8 530) Profit for the period 16 399 4 145 Discontinued operations: (Loss)/Profit for the year from discontinued (35 055) 12 420 operations Loss from disposal of discontinued operations (37 936) - (Loss)/Profit for the year (56 592) 16 565 Attributable to: Equity holders of the parent (55 785) 16 694 Non-controlling interest - discontinued (807) (129) operations (56 592) 16 565
Other comprehensive (loss)/income: - Deferred tax on revaluation through disposal - 251 of discontinued operations - Revaluation of property, plant and equipment - 336 - Deferred tax on revaluation of property, - (94) plant and equipment - Foreign currency translation differences 49 6 Total comprehensive (loss)/income for the year (56 543) 17 064 Attributable to: Equity holders of the parent (55 736) 17 193 Non-controlling interest - discontinued (807) (129) operations (56 543) 17 064 (LOSS)/EARNINGS PER SHARE (CENTS) Basic (33.7) 13.2 Diluted basic (31.2) 12.8 Headline (7.2) 13.8 Diluted headline (6.7) 13.5 Unaudited
year Unaudited ended year 30 ended September 30
2011 September R`000 2010 R`000 From continuing operations (cents) Basic 9.9 4.5 Diluted basic 9.2 4.4 Headline 10.1 5.2 Diluted headline 9.3 5.0 From discontinued operations (cents) Basic (43.6) 8.6 Diluted basic (40.3) 8.4 Headline (17.3) 8.6 Diluted headline (16.0) 8.4 Weighted average number of ordinary shares in 165 585 145 795 issue (`000)* Fully diluted weighted average number of 178 993 149 642 ordinary shares in issue (`000)** *Excludes treasury shares ** Treasury shares considered to have dilutive potential PROVISIONAL CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION Unaudited Unaudited as at as at 30 30 September September
2011 2010 R`000 R`000 ASSETS Non-current assets 66 555 70 680 - Property, plant and equipment 54 978 55 631 - Investment property 351 351 - Intangible assets 1 125 10 314 - Loans and receivables 8 839 - - Loans to shareholders 1 200 - - Loans to related parties 62 - - Deferred tax assets - 4 384 Current assets 110 957 147 463 - Inventories 41 692 31 020 - Trade and other receivables 43 755 97 237 - Loans and receivables 4 385 - - Derivative financial instruments - 28 - Tax receivable 103 97 - Cash and cash equivalents 17 569 19 081 - Assets classified as held for sale 3 453 -
Total assets 177 512 218 143 EQUITY AND LIABILITIES Capital and reserves 34 325 94 035 - Equity attributable to equity holders of the 34 325 94 161 parent - Non-controlling interest - (129) Non-current liabilities 16 965 16 015 - Other financial liabilities 9 916 7 244 - Share based payments 2 085 2 911 - Deferred tax liabilities 4 964 5 860 Current liabilities 126 222 108 093 - Loans from shareholders 6 739 12 513 - Other financial liabilities 6 257 12 828 - Current tax payable 7 639 6 894 - Trade and other payables 73 606 54 494 - Bank overdraft 30 936 21 364 - Liabilities directly associated with assets 1 045 - classified as held for sale
Total equity and liabilities 177 512 218 143 Net asset value per share (cents) 21.7 70.8 Net tangible asset value per share (cents) 21.0 63.0 Total number of ordinary shares in issue 157 892 133 027 (`000)* *Excludes treasury shares INCLUDING THE SIC 12 CONSOLIDATION OF SOLETHU CIVILS: PROVISIONAL CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Audited Audited year year
ended ended 30 30 September September 2011 2010
R`000 R`000 Revenue 225 982 157 447 Cost of sales (162 930) (110 686) Gross profit 63 052 46 761 Other income 123 604 Other expenses (35 673) (30 196) Net profit before investment revenue, finance 27 502 17 169 costs and taxation Investment revenue 622 433 Finance costs (7 885) (8 596) Profit before taxation 20 239 9 006 Taxation (7 762) (8 480) Profit for the period 12 477 526 Discontinued operations (Loss)/Profit for the year from discontinued (35 055) 12 420 operations Loss from disposal of discontinued operations (37 936) - (Loss)/Profit for the year (60 514) 12 946 Attributable to: Equity holders of the parent (59 707) 13 075 Non-controlling interest - discontinued (807) (129) operations (60 514) 12 946
Other comprehensive (loss)/income: - Deferred tax on revaluation through disposal - 251 of discontinued operations - Revaluation of property, plant and equipment - 336 - Deferred tax on revaluation of property, - (94) plant and equipment - Foreign currency translation differences 49 6 Total comprehensive (loss)/income for the year (60 465) 13 445 Attributable to: Equity holders of the parent (59 658) 13 574 Non-controlling interest - discontinued (807) (129) operations (60 465) 13 445 (LOSS)/EARNINGS PER SHARE (CENTS) Basic (56.3) 12.4 Diluted basic (33.4) 8.7 Headline (15.0) 13.3 Diluted headline (8.9) 9.4 Audited Audited
year year ended ended 30 30 September September
2011 2010 R`000 R`000 From continuing operations Basic 11.8 0.5 Diluted basic 7.0 0.4 Headline 12.1 1.4 Diluted headline 7.2 1.0 From discontinued operations Basic (68.0) 11.9 Diluted basic (40.3) 8.4 Headline (27.1) 11.9 Diluted headline (16.0) 8.4 Weighted average number of ordinary shares in 106 104 105 730 issue (`000)* Fully diluted weighted average number of 178 993 149 642 ordinary shares in issue (`000)** *Excludes treasury shares ** Treasury shares considered to have dilutive potential SEGMENTAL REPORT Analysis per reportable Administrative Rail Consolid- Total segment investment construc- ating R`000 and plant hire tion entries R`000 R`000 R`000 Audited - year ended 30 September 2011 Revenue - external - 225 982 - 225 982 Revenue - intersegment 17 518 14 - 17 532 Profit/(Loss) before tax 6 461 23 494 (9 716) 20 239 Total assets 79 608 110 722 - 190 330 Audited - year ended 30 September 2010 Revenue - external 270 157 177 - 157 447 Revenue - intersegment 16 253 - - 16 253 (Loss)/Profit before tax (218) 22 970 (13 746) 9 006 Total assets - 54 051 77 713 - 131 764 continuing operations Geographical analysis South Africa Outside Consolid- Total R`000 South ating R`000
Africa entries R`000 R`000 Audited - year ended 30 September 2011 Revenue - external 139 345 86 637 - 225 982 Revenue - intersegment 6 325 - - 6 325 Profit/(Loss) before tax 23 383 6 571 (9 715) 20 239 Total assets 117 555 72 775 - 190 330 Audited - year ended 30 September 2010 Revenue - external 101 836 55 611 - 157 447 (Loss)/Profit before tax (15 837) 24 843 - 9 006 Total assets - 100 513 31 251 - 131 764 continuing operations
An operating segment is a component of the Group that engages in business activities which may earn revenues and incur expenses and whose operating results are regularly reviewed by the Group`s chief operating decision maker (this being the RACEC board of directors), in order to allocate resources and assess performance and for which discrete financial information is available. Operating segments, which display similar economic characteristics and have similar products, services, customers, methods of distribution and regulatory environments are aggregated for reporting purposes. Segments were identified and grouped together using a combination of the products and services offered by the segments and the geographical areas in which they operate. PROVISIONAL CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION Audited Audited as at as at 30 30 September September
2011 2010 R`000 R`000 ASSETS Non-current assets 77 875 75 374 - Property, plant and equipment 54 978 55 631 - Investment property 351 351 - Intangible assets 1 125 10 314 - Loans and receivables 8 839 - - Loans to related parties 12 582 4 694 - Deferred tax assets - 4 384 Current assets 112 455 147 614 - Inventories 41 692 31 020 - Trade and other receivables 43 755 97 237 - Loans and receivables 5 883 - - Derivative financial instruments - 28 - Tax receivable 103 97 - Cash and cash equivalents 17 569 19 232 - Assets classified as held for sale 3 453 - Total assets 190 330 222 988 EQUITY AND LIABILITIES Capital and reserves (916) 61 232 - Equity attributable to equity holders of (916) 61 361 the parent - Non-controlling interest - (129) Non-current liabilities 45 709 66 176 - Loans from related parties 28 744 50 161 - Other financial liabilities 9 916 7 244 - Share based payments 2 085 2 911 - Deferred tax liabilities 4 964 5 860 Current liabilities 145 537 95 580 - Loans from related parties 25 996 - - Other financial liabilities 6 257 12 828 - Current tax payable 7 697 6 894 - Trade and other payables 73 606 54 494 - Bank overdraft 30 936 21 364 - Liabilities directly associated with 1 045 - assets classified as held for sale
Total equity and liabilities 190 330 222 988 Net asset value per share (cents) (0.9) 57.8 Net tangible asset value per share (cents) (1.9) 48.1 Total number of ordinary shares in issue 106 104 106 104 (`000)* *Excludes treasury shares PROVISIONAL CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS Audited Audited year ended year 30 ended September 30
2011 September R`000 2010 R`000 Cash flows from operating activities 33 262 10 083 - Cash generated from operations 40 831 11 136 - Interest income 875 2 388 - Finance costs (3 662) (4 165) - Taxation paid (4 782) 724 Cash flows from investing activities (21 788) (5 258) - Purchase of property, plant and equipment (24 936) (13 186) - Proceeds from disposal of property, plant 3 963 8 771 and equipment - Purchase of intangible assets (782) (843) - Proceeds from disposal of discontinued (33) - operations Cash flows from financing activities (22 741) 1 527 - Repayment of other financial liabilities (15 928) (14 003) - Advance of other financial liabilities 11 938 11 144 - (Repayment)/Advance of loans by related (8 903) 4 879 parties - Advance of loans and other receivables (7 079) - - Net proceeds from share issue - (493) - Dividends paid (2 769) -
Total cash movement for the year (11 267) 6 352 Cash at the beginning of the year (2 132) (8 497) Exchange rate movements on cash and cash 32 13 equivalents Total cash at the end of the year (13 367) (2 132) PROVISIONAL CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Share capital Treasury Other and share shares reserves
premium R`000 R`000 R`000 Balance at 30 September 2009 76 298 (45 000) 6 878 Total comprehensive - - (832) income/(loss) - Profit for the year - - - - Realised revaluation - (499) through depreciation - - Deferred tax on - 140 revaluation through - depreciation - Realised revaluation - - (1 002) through disposal - Deferred tax on - 281 revaluation through disposal - - Revaluation of property, - 336 plant and equipment - - Deferred tax on - (94) revaluation of property, - plant and equipment - Foreign currency - 6 translation differences - Share capital issued by the 15 726 - - company Share issue expenses (548) - - Shares issued to - (15 265) - subsidiaries * Share premium reduction (21 107) 21 107 - Non-controlling interest - - - acquired Acquisition of remaining - - (431) equity interest in subsidiary Non-controlling interest in - - - shares issued by subsidiary Balance at 30 September 2010 70 369 (39 158) 5 615 Total comprehensive loss - - (532) - Loss for the year - - - - Realised revaluation - (531) through depreciation - - Deferred tax on - 148 revaluation through - depreciation - Realised revaluation - - (275) through disposal - Deferred tax on - 77 revaluation through disposal - - Foreign currency - 49 translation differences - Share option expenses - - 150 Disposal of controlling - - 889 interest in subsidiaries Dividends - - - Balance at 30 September 2011 70 369 (39 158) 6 122 (Continued) Retained Non- Total equity earnings controlling R`000 R`000 interest R`000 Balance at 30 September 2009 10 129 69 48 374 Total comprehensive 14 406 (129) 13 445 income/(loss) - Profit for the year 13 075 (129) 12 946 - Realised revaluation 499 - - through depreciation - Deferred tax on (140) - - revaluation through depreciation - Realised revaluation 1 002 - - through disposal - Deferred tax on (30) - 251 revaluation through disposal - Revaluation of property, - - 336 plant and equipment - Deferred tax on - - (94) revaluation of property, plant and equipment - Foreign currency - - 6 translation differences Share capital issued by the - - 15 726 company Share issue expenses - - (548) Shares issued to - - (15 265) subsidiaries * Share premium reduction - - - Non-controlling interest - (68) (68) acquired Acquisition of remaining - - (431) equity interest in subsidiary Non-controlling interest in - (1) (1) shares issued by subsidiary Balance at 30 September 2010 24 535 (129) 61 232 Total comprehensive loss (59 126) (807) (60 465) - Loss for the year (59 707) (807) (60 514) - Realised revaluation 531 - - through depreciation - Deferred tax on (148) - - revaluation through depreciation - Realised revaluation 275 - - through disposal - Deferred tax on (77) - - revaluation through disposal - Foreign currency - - 49 translation differences Share option expenses - - 150 Disposal of controlling (889) 936 936 interest in subsidiaries Dividends (2 769) - (2 769) Balance at 30 September 2011 (38 249) - (916) * The shares were issued to the RACEC Employee Share Trust ("the Trust"), RACEC Employee Share Purchase Scheme ("the Scheme") and Solethu Civils, being special purpose entities, which are consolidated as part of the Group. NOTES TO THE PROVISIONAL CONDENSED CONSOLIDATED FINANCIAL RESULTS 1. Statement of compliance The accounting policies applied in the preparation of these audited condensed consolidated results, which are based on reasonable judgments and estimates, are in accordance with International Financial Reporting Standards, its interpretations adopted by the International Accounting Standards Board, AC500 as issued by the Accounting Practices Board and are consistent with those applied in the annual financial statements for the year ended 30 September 2010. These condensed consolidated financial statements as set out in this report have been prepared in terms of IAS 34 - Interim Financial Reporting, the South African Companies Act (Act 71 of 2008), as amended, and the Listings Requirements of JSE Limited ("Listings Requirements"). These provisional financial statements have been prepared under the supervision of Mr Sean Wilkins CA(SA), the chief financial officer of the Group. 2. Audit opinion These provisional condensed consolidated financial results for the year ended 30 September 2011 have been audited by the Company`s auditor, Grant Thornton Inc, and have expressed an unqualified audit opinion on the financial statements. The audit report is available for inspection at the Company`s registered office. 3. Basis of measurement These audited condensed financial statements have been prepared on the historical cost basis, modified for certain items measured at fair value. 4. Discontinued operations During the 2011 financial year RACEC has disposed of all its Electrical services segment subsidiaries. RACEC Electrification (Pty) Ltd, RACEC Power (Pty) Ltd and Northern Electric (Cape) (Pty) Ltd were disposed of on 1 August 2011 and Greenbro (Pty) Ltd and Greenglo Geysers (Pty) Ltd on 30 September 2011. 2011 2010 R`000 R`000 The results of the discontinued operations for the year are as follows: Revenue 108 504 236 723 Cost of sales (104 974) (199 470) Gross profit 3 530 37 253 Other income 130 706 Other expenses (37 232) (26 682) Net (loss)/profit before investment revenue, finance costs and taxation (33 572) 11 277 Investment revenue 939 1 955 Finance costs (919) (743) (Loss)/Profit before taxation (33 552) 12 489 Taxation (1 503) (69) Trading (loss)/profit after taxation (35 055) 12 420 Loss from disposal of discontinued operations (37 936) - - Gross (37 936) - - Taxation - - Net (loss)/profit for the year (72 991) 12 420 (Loss)/Profit attributable to: Equity holders of the parent (72 184) 12 549 Non-controlling interest (807) (129) (72 991) 12 420 The major classes of assets and liabilities classified as held for sale are as follows: 2011 2010 R`000 R`000 Assets Property, plant and equipment 3 453 - Assets classified as held for sale 3 453 -
Liabilities Instalment sale agreement liabilities 1 045 - Liabilities directly associated with assets classified as held for sale 1 045 - Proceeds from the disposal of discontinued operations 2011 R`000
Property, plant and equipment 7 963 Intangible assets 3 478 Inventories 9 448 Trade and other receivables 47 272 Tax receivable 22 Cash and cash equivalents 190 Non-controlling interest 936 Loans from related parties (149) Deferred tax liabilities (23) Other financial liabilities (885) Current tax payable (179) Trade and other payables (25 116) Bank overdraft (158) 42 799 Less: Net bank overdraft disposed of (32) Loss on disposal of subsidiaries (37 936) Proceeds on disposal 4 831 - Loan account with RACEC Electrification (Pty) Ltd 4 371 - Loan account with Greenbro/Greenglo purchases 493 - Cash flow (33) 5. Reconciliation of (loss)/earnings to headline (loss)/earnings Continuing Discontinued Total Total operations operations 2011 2010 2011 2010 2011 2010
R`000 R`000 R`000 R`000 R`000 R`000 Reconciliation between earnings and headline earnings: - Profit/(Loss) 526 (72 184) 12 549 (59 707) 13 075 after tax 12 477 - Impairment 289 694 123 42 412 736 losses on property, plant and equipment - Impairment - 25 5 557 32 5 557 57 loss on intangible assets - Loss on 161 621 14 10 175 631 disposal of property, plant and equipment - Profit on - (62) (11) (18) (11) (80) disposal of property, plant and equipment - Loss on - - 37 936 - 37 936 - disposal of subsidiaries - Tax effect of (126) (360) (158) (9) (284) (369) adjustments Headline 12 801 1 444 (28 723) 12 606 (15 922) 14 050 earnings/(loss) DIVIDENDS Dividends were paid to shareholders during the financial year ended 30 September 2011 amounting to R4.37 million. It is the policy of the Group to declare dividends up to a maximum of one-third of annual profits after tax, subject to working capital requirements and acquisition activities. In addition, it is the intention of the Group to periodically consider this dividend policy, taking into account the prevailing market conditions, the particular circumstances of the Group and future cash requirements in determining if it is appropriate to pay dividends. No dividends have been declared for the year ending 30 September 2011. DIRECTORATE During the period under review, Mr Winston Ollewagen retired as an executive director of RACEC at the annual general meeting held on 3 March 2011. By order of the Board M Uys G Harrod Non-Executive Chairman Chief Executive Officer 23 December 2011 Directors: M Uys* (Chairman), G Harrod (Chief Executive Officer), C Harrod*, C Gooden*, S Wilkins (Chief Financial Officer), B Petersen*, Q Zulu*, S Smithyman** * Non-executive ** Non-executive and alternate director to Q Zulu Company secretary: C van Rensburg Registered office: 8 Hawkins Avenue, Epping 1, 7460 (PO Box 61, Eppindust, 7475) Transfer secretaries: Computershare Investor Services (Proprietary) Limited (PO Box 61763, Marshalltown, 2107) Auditors: Grant Thornton Cape Inc. (Docex 158, Cape Town) Designated Adviser: Merchantec Capital (PO Box 41480, Craighall, 2024) These results may be viewed on the Internet on http://www.racec.co.za Date: 28/12/2011 07:12:47 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`). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

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