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ARB HOLDINGS LIMITED - Summarised audited consolidated results for the year ended 30 June 2016, dividend announcement and notice of AGM

Release Date: 24/08/2016 12:43
Code(s): ARH     PDF:  
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Summarised audited consolidated results for the year ended 30 June 2016, dividend announcement and notice of AGM

ARB Holdings Limited
Registration number: 1986/002975/06
Share code: ARH
ISIN: ZAE000109435
('ARB' or 'the Company' or 'the Group')

Summarised audited consolidated results for the year ended 30 June 2016,
dividend announcement and notice of Annual General Meeting

Highlights
Revenue up 15,8% to R2,49 billion
Special dividend declared unchanged at 10,0 cents per share
Profit before interest and taxation ('PBIT') up 10,3% to R216,7 million
HEPS up 15,5% to 59,74 cents
Dividend per share up 14,9% to 23,1 cents
Cash on hand of R243,2 million

Commentary
Nature of business
ARB is an investment and property holding company with investments in closely
related trading and distribution businesses, including 74% of ARB Electrical
Wholesalers, a level 3 BEE company which operates 20 electrical wholesale
branches throughout South Africa, and 60% of Eurolux which imports and
distributes light fittings, lamps and related accessories.

Commentary
The Board of Directors of ARB ('the Board') is pleased to present the Group's
audited results for the year ended 30 June 2016.

Financial review
Group revenue increased by 15,8% to R2,49 billion (2015: R2,15 billion). The Electrical
Division's growth in turnover was attributable to the successful conversion of the limited
industrial and infrastructure project opportunities available in South Africa and its
neighbouring countries, and renewed interest in electrification projects by the
municipalities ahead of the August 2016 local government elections. The Lighting
Division continues to show market share gains with the introduction of new products,
including the joint venture to distribute Crabtree products into retail stores.

Despite the margin pressure as a result of the limited number of projects available,
and the volatile exchange rate, the Group's disciplined approach to the management
of its operating expenditure has enabled PBIT to grow by 10,3% to R216,7 million
(2015: R196,4 million). PBIT has been reduced by the impairment of goodwill in
Elektro Vroomen of R5,5 million, as the performance of the two branches originally
acquired in 2014 is inadequate to support this goodwill valuation.

Prior period results have been restated in the current year due to the recognition of
the put option liability arising from the option granted to Eurolux's minority
shareholders as set out more fully below. The IFRS effect of this was to increase
current income by R1,9 million (2015: R4,0 million) and a cumulative increase in
income over the five years of R7,5 million. The net balance sheet effect at
30 June 2016 is to create a put option liability of R84,5 million offset by an effective
reduction in the minority interest of R75,1 million and a reduction in accumulated
profits of R9,4 million. This IFRS accounting adjustment has no effect on cash flows.

Rigorous management of working capital has enabled the Group to continue
generating cash. The Group's net working capital ratio is 22,3% of revenue, which
remains within the targeted range of 20% to 25% of revenue. Stock increased 13,4%
to R439,9 million (2015: R387,9 million). There is scope, however, to better manage
the stock efficiencies in the Lighting Division, without prejudicing the service levels
to their key customers who are predominantly the large retail chain stores. Debtors
increased 24,8% to R439,1 million (2015: R351,9 million), mainly as a result of the
need to grant extended terms on a number of contracts. All divisions now have credit
risk insurance and this has helped reduce the Group's credit risk exposure in a
deteriorating payment environment. Creditors have increased by 25,9% to
R317,6 million (2015: R252,2 million), largely as a result of the nature and timing of
stock purchases and not as a consequence of any change in payment terms to
suppliers.

The cash generation, and the minor increase in prevailing interest rates, has resulted
in net interest received increasing by 41,4% to R11,9 million (2015: R8,4 million).
Capital expenditure amounted to R19,9 million (2015: 15,7 million) and dividends of
R86,3 million (2015: R86,3 million) were paid during the year. The Group remains
ungeared with cash on hand of R243,3 million.

Divisional reviews
Electrical Division (revenue up 15,3% and PBIT up 10,0% after the R5,5 million
goodwill impairment)
The Electrical Division's results are impacted directly by the lack of any real
economic growth or infrastructure spend. The success however, in securing orders
from the limited project opportunities available both locally and in neighbouring
countries, has enabled this division to show commendable results in an extremely
difficult trading environment. These efforts have been augmented by the resumption
of electrification projects implemented by local municipalities. The careful
management of expenditure has countered the pressure on trading margins.

The expansion of its geographical footprint continued with the opening of two new
Connect stores in convenient locations (in Silverlakes - Tshwane and Dieprivier -
Western Cape) to gain access to the smaller electrical contractors and the higher
margin electrical accessories market. One store was relocated from Reuven to
Meadowdale in Johannesburg.

Lighting Division (revenue up 19,1% and PBIT up 36,9%)
The Lighting Division continued to show market share gains by expanding its product
range, thereby making its offering more appealing to large chain stores and to
electrical wholesalers.

Gross trading margins were negatively impacted by the competitive environment and
the volatile exchange rate. Challenges still exist with delays in the issuance of Letters
of Authority by the National Regulator of Compliance Specifications. Overheads were
tightly controlled, which resulted in the PBIT increasing to 11,8% (2015: 10,3%) of
revenue.

Corporate Division (revenue up 2,9% and PBIT down 10,6%)
The Corporate Division's results were in line with expectations, due to the fixed nature
of rental income from its ungeared property portfolio. One of its properties was sold
during the year and the Division continues to run down its vehicle fleet, which is rented
to the operating divisions. ARB IT Solutions (Pty) Ltd has shown some customer gains
through the commercialisation of its software offering, but is still a relatively small 
revenue generator for the Group.

The market value of the Group's portfolio of 15 (2015: 16) properties is estimated to be
R178,2 million (2015: R181 million), of which one property in Polokwane remains
undeveloped. The net decrease in total market value was due to the disposal of the
Reuven property during the year under review.

Corporate activity and expansion
While no new corporate activity was undertaken during the year, acquisitions remain
an integral part of the Group's growth and expansion strategy.

Dividends
In view of the Group's continued strong cash generation and its ungeared balance
sheet, the Board has resolved to declare a dividend of 23,1 cents per share (2015:
20,1 cents per share) for the year ended 30 June 2016, representing the maximum
pay-out in terms of the Company's dividend policy. In addition, the Board has
resolved to declare a further special dividend of 10,0 cents per share
(2015: 10,0 cents per share) in order to return excess cash to shareholders.

Prospects
Trading conditions are expected to remain challenging for both divisions in the short
to medium term, given the continued low or zero economic growth expected in South
Africa over the next few years.

Notwithstanding these generally negative economic expectations, the Group does
foresee opportunities upon which it can capitalise in the next year. These include
organic growth opportunities through the opening of new Connect stores in the
Electrical Division and through the introduction of additional product ranges in the
Lighting Division such as Euro Noveaux, a top range of lighting for discerning buyers.

Eskom has announced that the Multilateral Investment Guarantee Agency (an arm
of the World Bank) has provided guarantees of 698,9 million Euro for up to 15 years
to back a loan facility entered into with Deutsche and Mizuho Banks, and a R20 billion
funding loan from the African Development Bank. These have been raised to fund
general expansion programmes, which include the refurbishment of transmission
and distribution facilities, and should provide further opportunities for the business.

Summarised Group statement of comprehensive income
                                                                            Restated
                                                         Audited year   audited year
                                                           to 30 June     to 30 June
                                                   %             2016           2015
                                              change          (R000's)       (R000's)
Revenue                                           16        2 489 791      2 150 764
Cost of sales                                     19       (1 941 677)    (1 633 459)
Gross profit                                       6          548 114        517 305
Other income                                      53            6 231          4 061
Overheads                                          4         (337 630)      (324 955)
Profit before interest and tax                    10          216 715        196 411
Net interest received                             41           11 911          8 424
Profit before taxation                            12          228 626        204 835
Taxation                                          17          (68 455)       (58 481)
Profit for the year                                9          160 171        146 354
Items that will not be recycled into
profit or loss
- Revaluations of property,
plant and equipment (net of taxation)                           2 449         10 202
Total comprehensive income for the year            4          162 620        156 556
Profit for the year attributable to:                          160 171        146 354
- Non-controlling interests                        -           24 594         24 849
- Ordinary shareholders                         11,6          135 577        121 505
Total comprehensive income attributable to:                   162 620        156 556
- Non-controlling interests                        -           24 594         24 849
- Ordinary shareholders                          4,8          138 026        131 707

Reconciliation between earnings and headline earnings
                                                                            Restated
                                                         Audited year   audited year
                                                           to 30 June     to 30 June
                                                   %             2016           2015
                                              change          (R000's)       (R000's)
Profit for the year attributable to
ordinary shareholders                                         135 577        121 505
Impairment of goodwill (net of
non-controlling interests)                                      4 070              -
Loss on disposal of property, plant and
equipment (net of taxation and net of
non-controlling interests)                                        747             12
Headline earnings                                             140 394        121 517
Number of ordinary shares in issue (000's)                    235 000        235 000
Weighted average number of ordinary
shares in issue (000's)                                       235 000        235 000
Diluted number of ordinary shares (000's)*                    235 000        235 000
Basic earnings per share (cents)*               11,6            57,69          51,70
Headline earnings per share (cents)*            15,5            59,74          51,71
* There are no dilutive instruments in issue

Summarised Group statement of financial position
                                                             Restated       Restated
                                              Audited at   audited at     audited at
                                                 30 June      30 June        30 June
                                        %           2016         2015           2014
                                   change        (R000's)     (R000's)       (R000's)
ASSETS
Property, plant and equipment           2        225 313      221 672        205 525
Intangible assets                      (7)        78 003       83 659         83 971
Investment in joint venture                        1 041            -              -
Deferred taxation                                  6 957        8 149         13 188
Total non-current assets                         311 314      313 480        302 684
Current assets                                 1 122 246      966 626        930 978
Inventory                              13        439 913      387 973        391 348
Trade and other receivables            25        439 064      351 873        342 046
Cash resources                          7        243 269      226 780        197 584
Total assets                                   1 433 560    1 280 106      1 233 662
EQUITY AND LIABILITIES
Share capital and premium                        116 174      116 174        116 174
Revaluation reserve                               71 002       70 302         60 100
Accumulated profits                              638 012      571 421        520 651
Attributable to ordinary                                                    
shareholders                                     825 188      757 897        696 925
Non-controlling interests                        161 594      152 600        143 351
Total shareholders' funds                        986 782      910 497        840 276
Non-current liabilities                          126 372      114 921        106 085
Deferred lease payments                              393          981              -
Put option liability                              84 510       75 314         71 958
Deferred taxation                       7         41 469       38 626         34 127
Current liabilities                    26        320 406      254 688        287 301
Trade and other payables               26        317 556      252 196        284 576
Taxation payable                       14          2 850        2 492          2 725
Total equity and liabilities                   1 433 560    1 280 106      1 233 662
Net asset value per share (cents)                 351,14       322,51         296,56
Net tangible asset value per                                              
share (cents)                                     321,96       292,82         264,73
Property, plant and equipment                                             
Capital expenditure for                                                   
the period                                        19 943       15 662         28 768
Capital commitments -                                                     
contracted for                                     3 308        3 910            886
Depreciation                                      11 361       11 180         11 496

Summarised Group statement of cash flows                  
                                                                            Restated
                                                              Audited        audited
                                                              year to        year to
                                                              30 June        30 June
                                                                 2016           2015
                                                              (R000's)       (R000's)
Cash generated by trading activities                          236 058        204 855
Increase in net working capital                               (68 139)       (37 979)
Cash generated by operating activities                        167 919        166 876
Net interest received                                          19 631         15 080
Dividends paid                                                (86 335)       (86 335)
Taxation paid                                                 (67 092)       (52 470)
Cash flows from operating activities                           34 123         43 151
Cash flows from investing activities                          (10 345)       (13 937)
Cash flows from financing activities                           (7 289)           (18)
Increase in cash resources                                     16 489         29 196
Cash resources at beginning of the year                       226 780        197 584
Cash resources at end of the year                             243 269        226 780

Summarised Group segment report
                                             Electrical      Lighting      Corporate
                                                (R000's)      (R000's)      (R000's)
Audited for year to 30 June 2016                                          
- Segment revenue                             2 006 038       506 954         39 311
- Profit before interest and tax                134 991        59 946         26 854
- Segment assets                                931 305       316 836        539 187
- Segment liabilities                           290 553       170 318        209 733
- Net segment assets                            640 752       146 518        329 454
Audited for the year to                                                   
30 June 2015 (restated)                                                   
- Segment revenue                             1 740 585       425 499         38 219
- Profit before interest and tax                122 676        43 800         30 051
- Segment assets                                805 412       239 195        374 101
- Segment liabilities                           211 318       121 629         56 238
- Net segment assets                            594 094       117 566        317 863

                                                             Inter-Co          Total
                                                              (R000's)       (R000's)
Audited for year to 30 June 2016                            
- Segment revenue                                             (62 512)     2 489 791
- Profit before interest and tax                               (5 076)       216 715
- Segment assets                                             (353 768)     1 433 560
- Segment liabilities                                        (223 826)       446 778
- Net segment assets                                         (129 942)       986 782
Audited for the year to 30 June 2015 (restated)             
- Segment revenue                                             (53 539)     2 150 764
- Profit before interest and tax                                 (116)       196 411
- Segment assets                                             (138 602)     1 280 106
- Segment liabilities                                         (19 576)       369 609
- Net segment assets                                         (119 026)       910 497

Summarised group statement of changes in equity
                                                  Share                      Accumu-
                                            capital and   Revaluation          lated
                                                premium       reserve         profit
                                                (R000's)      (R000's)       (R000's)
Balance at 30 June 2014
As previously reported                          116 174        60 100        536 122
Restatement of put option liability                   -             -        (15 471)
Balance at 1 July 2014 as restated              116 174        60 100        520 651
Total comprehensive income                            -        10 202        121 505
Dividends paid                                        -             -        (70 735)
Balance at 30 June 2015 as restated             116 174        70 302        571 421
Total comprehensive income                            -         2 449        135 577
Transfer from reserves                                -        (1 749)         1 749
Dividends paid                                        -             -        (70 735)
Balance at 30 June 2016 (audited)               116 174        71 002        638 012
                                                       
                                                                 Non-
                                                          controlling
                                                            interests          Total
                                                              (R000's)       (R000's)
Balance at 30 June 2014                                                   
As previously reported                                        199 838        912 234
Restatement of put option liability                           (56 487)       (71 958)
Balance at 1 July 2014 as restated                            143 351        840 276
Total comprehensive income                                     24 849        156 556
Dividends paid                                                (15 600)       (86 335)
Balance at 30 June 2015 as restated                           152 600        910 497
Total comprehensive income                                     24 594        162 620
Transfer from reserves                                              -              -
Dividends paid                                                (15 600)       (86 335)
Balance at 30 June 2016 (audited)                             161 594        986 782

Notes to the financial statements
Basis of preparation
The summarised audited consolidated annual financial statements for the year ended
30 June 2016 have been prepared in accordance with the framework concepts and
the measurement and recognition requirements of International Financial Reporting
Standards ('IFRS'), IAS34 Interim Financial Reporting Standards, the SAICA Financial
Reporting Guides as issued by the Accounting Practices Committee, Financial
Reporting Pronouncements as issued by the Financial Reporting Standards Council,
the requirements of the South African Companies Act, and the JSE Listings Requirements.

The accounting policies used in the preparation of these results are in accordance
with IFRS and are consistent, in all material respects, with those used in the audited
annual financial statements for the year ended 30 June 2015 save for the put option
liability accounting policy and the prior year restatement in respect of the put option
liability set out below.

As part of the restatement of prior period restatement, the Group adopted the
following new accounting policy in respect of put option liabilities:

Written put options on the shares of a subsidiary held by non-controlling interests
entitle them to sell their interest in the subsidiary to the Group. The Group records a
financial liability for its contractual obligation to pay the put option at the present
value of the estimated option price discounted from the date the option is first
exercisable to the reporting date. In recognising this liability, the non-controlling
interest is derecognised and any excess or shortfall is charged or realised directly in
accumulated profits in the statement of changes in equity. Dividends paid to the
derecognised non-controlling interests are charged to profit and loss.

The unwinding of the present value discount on this financial liability is recorded in
finance charges. The financial liability is fairly valued at the end of each financial year
and any changes in the fair value of the liability as a result of changes in assumptions
used to estimate the future option price are also recognised in profit and loss.

The put option liability is a financial liability measured at fair value through profit and
loss with a fair value measurement hierarchy category of level 3. The fair value has
been determined in accordance with the predetermined valuation method, inputs and
present value techniques. The key assumptions are the growth rate, price earnings
multiple and the discount rate with the fair value being the most sensitive to the price
earnings multiple used.

Restatement of prior period amounts
Put option liability
When Eurolux was acquired in January 2012, the financial liability relating to the
written put options on the shares of Eurolux held by non-controlling interests ('NCI'),
which entitle the NCI to sell their interest in Eurolux to the Group, was not accounted
for. On the signing of the put option agreement, the Group should have recorded a
financial liability for its obligation to pay the put option at the present value of the
estimated option price discounted from the option exercisable date to the reporting
date. In recognising this put option liability in accordance with the Group's accounting
policy, the NCI should have been derecognised, and any excess or shortfall charged
or realised directly in accumulated profits in the statement of changes in equity.
Dividends paid to the derecognised NCI should have been charged to profit and loss.

The unwinding of the present value discount on this financial liability should have
been recorded in finance charges. The financial liability should have been fairly valued
at the end of each financial year and any changes in the fair value of the liability as a
result of changes in assumptions used to estimate the future option price should
have been recognised in profit and loss.

In terms of the put options, the NCI have the right to put their remaining shareholding
to the Group after December 2016. The put option value is calculated at a multiple
of 60% of the Group's 120-day volume weighted average price earnings multiple
(with a minimum of 4 and a maximum of 7,5) applied to the annual average of
Eurolux's last 36 months profit after tax, immediately preceding the Group's most
recent reporting period.

This restatement and its effect on earnings per share ('EPS'), (which is the same as
the headline earnings per share ('HEPS'), are set out below:

                                                  Gross           Tax            EPS
                                                 amount        effect         effect
                                                (R000's)      (R000's)       (R000's)
Effect on basic and diluted earnings                                       
per share in 2015                                                          
Profit as previously reported                   117 459             -          49,98
Dividends paid to derecognised                                               
NCI now expensed                                 (3 416)            -          (1,45)
Change in put liability assumptions               3 300             -           1,40
Unwinding the present value of                                               
put liability                                    (6 656)            -          (2,83)
Derecognition of NCI                             10 818             -           4,60
                                                121 505             -          51,70

The effects on previously reported comparative figures are as follows:

                                          As previously  Prior period
                                                 stated   restatement    As restated
                                                (R000's)      (R000's)       (R000's)
2015                                          
Statement of comprehensive income             
Overheads                                      (324 839)         (116)      (324 955)
Profit before interest and taxation             196 527          (116)       196 411
Interest paid                                       (95)       (6 656)        (6 751)
Profit before taxation                          211 607        (6 772)       204 835
Profit for the year                             153 126        (6 772)       146 354
Total comprehensive income                      163 328        (6 772)       156 556
Profit for the year attributable to:            153 126        (6 772)       146 354
- Non-controlling interests                      35 667       (10 818)        24 849
- ARB ordinary shareholders                     117 459         4 046        121 505
Total comprehensive income                    
attributable to:                                163 328        (6 772)       156 556
- Non-controlling interests                      35 667       (10 818)        24 849
- ARB ordinary shareholders                     127 661         4 046        131 707
Statement of financial position                 
Accumulated profits                             582 845       (11 424)       571 421
Attributable to ARB ordinary                  
shareholders                                    769 321       (11 424)       757 897
Non-controlling interests                       216 490       (63 890)       152 600
Total equity and reserves                       985 811       (75 314)       910 497
Put option liability                                  -        75 314         75 314
Non-current liabilities                          39 607        75 314        114 921
Statement of cash flow                        
Profit for the year                             153 126        (6 772)       146 354
Change in put option liability                
assumptions                                           -        (3 300)        (3 300)
Interest paid                                        95         6 656          6 751
Operating cash flow before working            
capital changes                                 208 271        (3 416)       204 855
Cash generated by operating activities          170 292        (3 416)       166 876
Dividends paid                                  (89 751)        3 416        (86 335)
Statement of change in equity                 
Total comprehensive income for the year       
Profit for the year - ARB ordinary            
shareholders                                    117 459         4 046        121 505
Profit for the year - non-controlling         
interests                                        35 667       (10 818)        24 849
Dividends - non-controlling interests            19 016        (3 416)        15 600
2014                                          
Statement of financial position               
Accumulated profits                             536 122       (15 471)       520 651
Attributable to ARB ordinary                  
shareholders                                    712 396       (15 471)       696 925
Non-controlling interests                       199 838       (56 487)       143 351
Total equity and reserves                       912 234       (71 958)       840 276
Put option liability                                  -        71 958         71 958
Non-current liabilities                          34 127        71 958        106 085

These summarised financial statements have been extracted from the consolidated
financial statements for the year ended 30 June 2016 which have been audited by
PKF Durban, whose unqualified audit opinion on these consolidated financial
statements is available for inspection at the Company's registered office, together
with the financial statements which will be utilised in preparation of the integrated
report for circulation to the shareholders together with the notice of the Annual
General Meeting. This summarised report is extracted from audited information,
but is not itself audited.

The auditor's report does not necessarily cover all the information included in this
announcement. The Board of Directors of ARB takes full responsibility for the
preparation of these summarised audited consolidated financial results for the year
ended 30 June 2016 and for ensuring that the financial information has been correctly
extracted from the underlying audited annual financial statements.

This report and the audited consolidated financial statements have been prepared
and compiled under the supervision of Grant Scrutton CA(SA) (Chief Financial Officer).

Commitments and contingencies
As previously reported, ARB Electrical Wholesalers (Pty) Ltd received a summons
from a major listed construction company, as third respondent (after their insurance
company and insurance broker), in terms of a professional indemnity claim totalling
R76,4 million 'as a result of the incorrect cable being procured or incorrect cables
being installed incorrectly'. The Board believes that the cable specified on their
order was correctly supplied and delivered. Attorneys have been appointed to
defend the matter. No provision has been made as the Board believe that there is
no justification for this claim.

Dividend announcement
Dividends
In view of the Group's continued strong cash generation and its ungeared balance
sheet, the Board has resolved to declare a dividend of 23,1 cents per share
(2015: 20,1 cents per share) for the year ended 30 June 2016, representing the
maximum pay-out in terms of the Company's dividend policy. In addition, the Board
has resolved to again declare a special dividend of 10,0 cents per share (10,0 cents)
in order to return excess cash to shareholders.

The relevant dates for the dividends are as follows:
Event                                                                           Date
Declaration date                                           Wednesday, 24 August 2016
Last day to trade cum dividend                            Tuesday, 13 September 2016
Shares commence trading ex dividend                     Wednesday, 14 September 2016
Record date                                                Friday, 16 September 2016
Payment date                                               Monday, 19 September 2016

Share certificates may not be dematerialised or rematerialised between Wednesday,
14 September 2016 and Friday, 16 September 2016, both days inclusive.

In compliance with the JSE Listings Requirements, the following additional
information is disclosed:
1. the dividend and special dividend have been declared out of income reserves;
2. the local Dividend Withholding Tax rate is 15%;
3. the gross local dividend amount is 23,10000 cents per share for shareholders
   exempt from paying Dividend Withholding Tax;
4. the gross local special dividend amount is 10,00000 cents per share for
   shareholders exempt from paying Dividend Withholding Tax;
5. the net local dividend amount is 19,63500 cents per share for shareholders liable
   to pay Dividend Withholding Tax;
6. the net local special dividend amount is 8,50000 cents per share for shareholders
   liable to pay Dividend Withholding Tax;
7. the issued share capital of ARB is 235 000 000 ordinary shares of 0,01 cent
   each; and
8. ARB's income tax reference number is 9010/138/20/5.

Exchange control approval has been applied for from the South African Reserve Bank 
to give effect to the payment of the special dividend noted above. Payment of the 
special dividend to foreign holders can only be made once this approval has been given.

Statutory and approval
Financial assistance to related or inter-related companies and corporations (s45)

The holding company has provided financial guarantees and cessions of loan
accounts to the Group's bankers on behalf of the subsidiary companies as security
for facilities granted to the subsidiary companies.

Changes to the Board
Mr James Dixon was appointed as an independent non-executive Director on
18 January 2016 to replace Mr Gerrit ('Boel') Pretorius who retired at the AGM on
12 November 2015. As previously announced, Grant Scrutton was appointed as
Chief Financial Officer and Financial Director on 1 October 2015.

Notice of Annual General Meeting
Notice is hereby given that the Annual General Meeting of shareholders of ARB will
be held at 10:00 on Wednesday, 9 November 2016, at the Company's registered
office located at 10 Mack Road, Prospecton, Durban. The notice of Annual General
Meeting will be contained in the integrated report which will be posted to
shareholders by no later than 30 September 2016.

The record date, for purposes of determining which shareholders are entitled to
receive the notice of Annual General Meeting, will be 16 September 2016.

The last day to trade and the record date, in order for shareholders to be eligible to
participate in and vote at the Annual General Meeting, will be 1 November 2016 and
4 November 2016, respectively.

Appreciation
We would like to acknowledge and thank our customers, suppliers, business
partners, advisors, shareholders, management and staff for their continued support.

Alan R Burke
Chairman

William R Neasham
Chief executive officer

24 August 2016

Directors
AR Burke (Chairman)*
J Dixon#*
ST Downes#*
WR Neasham (CEO)
RB Patmore^#*
GM Scrutton (CFO)
* Non-executive
# Independent
^ Lead independent

Registered office and telephone numbers
10 Mack Road
Prospection
Durban

PO Box 26426
Isipingo
Beach
4115

Tel: +27 31 9100 100

Auditors
PKF Durban
12 on Palm Boulevard
Gateway
4319

Tel: +27 31 573 5000

Sponsor
Grindrod Bank
Grindrod Tower
8A Protea Place
Sandton

Tel: +27 11 459 1873

Transfer Secretaries
Computershare Investor Services
70 Marshall Street
Johannesburg
2001

Investor Relations
Keyter Rech Investor Solutions
Number 5
2nd Road
Hyde Park
2196

Company Secretary
M Louw
11 Larch Close
Centurion
0046

Tel: +27 12 663 7989






Date: 24/08/2016 12:43:00 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
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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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