REG-Bisichi Mining PLC: Annual Financial Report <Origin Href="QuoteRef">BISI.L</Origin> - Part 7
28/04/2017 11:50
- Part 7: For the preceding part double click ID:nPRrS92E4f
2013 – Aug 2020 80,000 - 80,000
2015 87.0p Sep 2015 – Sep 2025 300,000 - 300,000
The exercise of options under the Unapproved Share Option Schemes, for certain
option issues, is subject to the satisfaction of objective performance
conditions specified by the remuneration committee, which will conform to
institutional shareholder guidelines and best practice provisions in force
from time to time. The performance conditions for the 2010 scheme, agreed by
members on 31 August 2010 respectively, requires growth in net assets over a
three year period to exceed the growth of the retail prices index by a scale
of percentages. There are no performance or service conditions attached to
2015 options which are outstanding at 31 December 2016 which vested in 2015.
2016 Number 2016 Weighted average exercise price 2015 Number 2015 Weighted average exercise price
Outstanding at 1 January 705,000 133.1p 598,000 167.1p
Granted during the year - - 300,000 87.0p
Lapsed during the year (325,000) 237.5p (193,000) 34.0p
Outstanding at 31 December 380,000 111.3p 705,000 133.1p
Exercisable at 31 December 380,000 111.3p 705,000 133.1p
The 2016 share based payment charge of £109,000 relates to the remaining
grant date fair value in respect of the 300,000 share options granted to A R
Heller and G J Casey in 2015, with a corresponding entry to the share based
payment reserve. There were no vesting conditions attached to these share
options and therefore they should have been fully expensed in 2015, rather
than spread over the estimated life of the options. As the error is not
considered to be material to the current or prior year financial statements it
has been corrected in the current period.
27. NON-CONTROLLING INTEREST
2016 £’000 2015 £’000
As at 1 January 321 404
Share of (loss)/profit for the year (72) 4
Exchange adjustment 100 (87)
As at 31 December 349 321
The non-controlling interest comprises of a 37.5% shareholding in Black Wattle
Colliery (Pty) Ltd. A coal mining company incorporated in South Africa.
Summarised financial information reflecting 100% of the underlying
subsidiary’s relevant figures, is set out below.
2016 £’000 2015 £’000
Revenue 21,703 24,608
Expenses (22,185) (24,582)
Profit for the year (482) 26
Other comprehensive Income - -
Total comprehensive income for the year (482) 26
Balance sheet
Non-current assets 8,516 5,355
Current assets 8,600 5,932
Current liabilities (12,151) (7,156)
Non-current liabilities (2,635) (1,988)
Net assets at 31 December 2,330 2,143
The non-controlling interest relates to the disposal of a 37.5% shareholding
in Black Wattle Colliery (Pty) Ltd in 2010. The total issued share capital in
Black Wattle Colliery (Pty) Ltd was increased from 136 shares to 1,000 shares
at par of R1 (South African Rand) through the following shares issue:
- a subscription for 489 ordinary shares at par by Bisichi Mining
(Exploration) Limited increasing the number of shares held from 136 ordinary
shares to a total of 625 ordinary shares;
- a subscription for 110 ordinary shares at par by Vunani Mining (Pty) Ltd;
- a subscription for 265 “A” shares at par by Vunani Mining (Pty) Ltd
Bisichi Mining (Exploration) Limited is a wholly owned subsidiary of Bisichi
Mining PLC incorporated in England and Wales.
Vunani Mining (Pty) Ltd is a South African Black Economic Empowerment company
and minority shareholder in Black Wattle Colliery (Pty) Ltd.
The “A” shares rank pari passu with the ordinary shares save that they
will have no dividend rights until such time as the dividends paid by Black
Wattle Colliery (Pty) Ltd on the ordinary shares subsequent to 30 October 2008
will equate to R832,075,000.
A non-controlling interest of 15% in Black Wattle Colliery (Pty) Ltd is
recognised for all profits distributable to the 110 ordinary shares held by
Vunani Mining (Pty) Ltd from the date of issue of the shares (18 October
2010). An additional non-controlling interest will be recognised for all
profits distributable to the 265 “A” shares held by Vunani Mining (Pty)
Ltd after such time as the profits available for distribution, in Black Wattle
Colliery (Pty) Ltd, before any payment of dividends after 30 October 2008,
exceeds R832,075,000.
28. RELATED PARTY TRANSACTIONS
At 31 December During the year
Amounts owed to related party £’000 Amounts owed by related party £’000 Costs recharged (to)/by related party £’000 Cash paid (to)/by related party £’000
Related party:
London & Associated Properties PLC (note (a)) 35 - 138 (162)
Langney Shopping Centre Unit Trust (note (b)) - - - 64
Dragon Retail Properties Limited (note (c)) 123 (2,000) (174) 150
Ezimbokodweni Mining (Pty) Limited (note (d)) - (1,350) (114) -
As at 31 December 2016 158 (3,350) (150) 52
London & Associated Properties PLC (note (a)) 59 - 138 (82)
Langney Shopping Centre Unit Trust (note (b)) - (64) - 104
Dragon Retail Properties Limited (note (c)) 223 (2,076) (180) 21
Ezimbokodweni Mining (Pty) Limited (note (d)) - (897) (94) -
As at 31 December 2015 282 (3,037) (136) 43
(a) London & Associated Properties PLC – London & Associated Properties
PLC is a substantial shareholder and parent company of Bisichi Mining PLC.
Property management, office premises, general management, accounting and
administration services are provided for Bisichi Mining PLC and its UK
subsidiaries.
(b) Langney Shopping Centre Unit Trust – Langney Shopping Centre Unit
Trust is an unlisted property unit trust incorporated in Jersey. On the 11
March 2016, the company disposed of its investment in Langney Shopping Centre
Unit Trust.
(c) Dragon Retail Properties Limited – (“Dragon”) is owned equally by
the company and London & Associated Properties PLC. Dragon is accounted as a
joint venture and is treated as a non-current asset investment. During 2012
the company lent £2million to Dragon at 6.875 per cent annual interest which
has been classified as a trading balance and which is unsecured and payable on
demand.
(d) Ezimbokodweni Mining (Pty) Limited – Ezimbokodweni Mining is a
prospective coal production company based in South Africa. Ezimbokodweni
Mining (Pty) Limited is a joint venture and a loan to the joint venture is
treated as part of the net investment in the joint venture. Further details on
the net investment in Ezimbokodweni can be found in note 13.
Details of key management personnel compensation and interest in share options
are shown in the Directors’ Remuneration Report on pages 36 and 37 under the
headings Directors’ remuneration, Pension schemes and incentives and Share
option schemes which is within the audited part of this report. Refer also to
note 26 for details of IFRS 2 charges. The total employers’ national
insurance paid in relation to the remuneration of key management was £143,000
(2015: 157,000). In 2012 a loan was made to one of the directors, Mr A R
Heller, for £116,000. Interest is payable on the Director’s Loan at a rate
of 6.14 per cent. There is no fixed repayment date for the Director’s Loan.
The loan amount outstanding at year end was £71,000 (2015: £86,000) and a
repayment of £15,000 (2015: £15,000) was made during the year.
The non-controlling interest to Vunani Limited is shown in note 27. In
addition, the group holds an investment in Vunani Limited classified as
non-current available for sale investments with a fair value of £32,000
(2015: £14,000).
29. EMPLOYEES
2016 £’000 2015 £’000
The average weekly numbers of employees of the group during the year were as follows:
Production 185 191
Administration 15 17
200 208
Staff costs during the year were as follows:
Salaries 4,864 4,682
Social security costs 148 160
Pension costs 200 221
Share based payments 109 31
5,321 5,094
30. CAPITAL COMMITMENTS
2016 £’000 2015 £’000
Commitments for capital expenditure approved but not contracted for at the year end - 306
Commitments for capital expenditure approved and contracted for at the year end 762 -
Share of commitment of capital expenditure in joint venture 1,489 1,102
31. HEAD LEASE COMMITMENTS AND FUTURE PROPERTY LEASE RENTALS
Present value of head leases on properties
Minimum lease payments Present value of minimum lease payments
2016 £’000 2015 £’000 2016 £’000 2015 £’000
Within one year 11 12 11 12
Second to fifth year 45 48 36 45
After five years 1,436 1,549 134 137
1,492 1,609 181 194
Discounting adjustment (1,311) (1,415) - -
Present value 181 194 181 194
The Company has one finance lease contract for an investment property. The
remaining term for the leased investment property is 132 years. The annual
rent payable is the higher of £7,500 or 6.25% of the revenue derived from the
leased assets.
The group leases out its investment properties under operating leases The
Group has entered into operating leases on its investment property portfolio
consisting mainly of commercial properties. These leases have terms of between
1 and 69 years. All leases include a clause to enable upward revision of the
rental charge on an annual basis according to prevailing market conditions.
The future aggregate minimum rentals receivable under non-cancellable
operating leases are as follows:
2016 £’000 2015 £’000
Within one year 981 923
Second to fifth year 2,533 2,699
After five years 9,262 9,786
12,776 13,408
32. CONTINGENT LIABILITIES
Bank guarantees have been issued by the bankers of Black Wattle Colliery (Pty)
Limited on behalf of the company to third parties. The guarantees are secured
against the assets of the company and have been issued in respect of the
following:
2016 £’000 2015 £’000
Rail siding 63 47
Rehabilitation of mining land 1,364 1,009
Water & electricity 57 42
Company balance sheet
at 31 December 2016
Notes 2016 £’000 2015 £’000
Fixed assets
Tangible assets 35 51 20
Investment in joint ventures 36 847 1,810
Other investments 36 7,599 7,577
8,497 9,407
Current assets
Debtors – amounts due within one year 37 3,253 3,296
Debtors – amounts due in more than one year 37 843 659
Bank balances 1,118 1,031
5,214 4,986
Creditors – amounts falling due within one year 38 (1,328) (1,301)
Net current assets 3,886 3,685
Total assets less current liabilities 12,383 13,092
Creditors – amounts falling due in more than one year – term bank loan 38 - (9)
Provision for liabilities and charges 39 (18) (182)
Net assets 12,365 12,901
Capital and reserves
Called up share capital 24 1,068 1,068
Share premium account 258 258
Available for sale reserve 6 -
Other reserves 598 489
Retained earnings 33 10,435 11,086
Shareholders’ funds 12,365 12,901
The loss for the financial year, before dividends, was £224,000 (2015: profit
of £36,000)
The company financial statements were approved and authorised for issue by the
board of directors on 26 April 2017 and signed on its behalf by:
A R Heller G J
Casey Company
Registration No. 112155
Director Director
Company statement of changes in equity
for the year ended 31 December 2016
Share capital £’000 Share premium £’000 Available for sale reserve £’000 Other reserve £’000 Retained earnings £’000 Shareholders funds £’000
Balance at 1 January 2015 1,068 259 - 566 11,477 13,370
Dividend paid - - - - (427) (427)
Share option charge - (1) - 32 - 31
Share option cancelled - - - (109) - (109)
Profit and total comprehensive income for the year - - - - 36 36
Balance at 1 January 2016 1,068 258 - 489 11,086 12,901
Dividend paid - - - - (427) (427)
Share option charge - - - 109 - 109
Profit and total comprehensive income for the year - - 6 - (224) (218)
Balance at 31 December 2016 1,068 258 6 598 10,435 12,365
Company accounting policies
for the year ended 31 December 2016
The following are the main accounting policies of the company:
Basis of preperation
The financial statements have been prepared in accordance with Financial
Reporting Standard 100 Application of Financial Reporting Requirements and
Financial Reporting Standard 101 Reduced Disclosure Framework. The principal
accounting policies adopted in the preparation of the financial statements are
set out below.
The financial statements have been prepared on a historical cost basis, except
for the revaluation of investment property and financial instruments.
Disclosure exemptions adopted
In preparing these financial statements the company has taken advantage of all
disclosure exemptions conferred by FRS 101.
Therefore these financial statements do not include:
• certain comparative information as otherwise required by EU endorsed IFRS;
• certain disclosures regarding the company’s capital;
• a statement of cash flows;
• the effect of future accounting standards not yet adopted;
• the disclosure of the remuneration of key management personnel; and
• disclosure of related party transactions with the company’s wholly owned
subsidiaries.
In addition, and in accordance with FRS 101, further disclosure exemptions
have been adopted because equivalent disclosures are included in the
company’s Consolidated Financial Statements.
Dividends received
Dividends are credited to the profit and loss account when received.
Depreciation
Provision for depreciation on tangible fixed assets is made in equal annual
instalments to write each item off over its useful life. The rates generally
used are:
Motor vehicles 25 – 33 per cent
Office equipment 10 – 33 per cent
Joint ventures
Investments in joint ventures, being those entities over whose activities the
group has joint control as established by contractual agreement, are included
at cost, less impairment.
Other Investments
Investments of the company in subsidiaries are stated in the balance sheet as
fixed assets at cost less provisions for impairment.
Other investments comprising of shares in listed companies are classified as
non-current available for sale investments and are carried at fair value. Any
changes in fair value above cost are recognised in other comprehensive income
and accumulated in the available-for-sale reserve. For any changes in fair
value below cost a provision for impairment is recognised in the profit or
loss account.
Foreign currencies
Monetary assets and liabilities expressed in foreign currencies have been
translated at the rates of exchange ruling at the balance sheet date. All
exchange differences are taken to the profit and loss account.
Financial instruments
Details on the group’s accounting policy for financial instruments can be
found on page 63.
Deferred taxation
Details on the group’s accounting policy for deferred taxation can be found
on page 64.
Leased assets and obligations
All leases are “Operating Leases” and the annual rentals are charged to
the profit and loss account on a straight line basis over the lease term. Rent
free periods or other incentives received for entering into a lease are
accounted for over the period of the lease so as to spread the benefit
received over the lease term.
Pensions
Details on the group’s accounting policy for pensions can be found on page
62.
Share based remuneration
Details on the group’s accounting policy for share based remuneration can be
found on page 62. Details of the share options in issue are disclosed in the
directors’ remuneration report on page 37 under the heading share option
schemes which is within the audited part of this report.
33. PROFIT & LOSS ACCOUNT
A separate profit and loss account for Bisichi Mining PLC has not been
presented as permitted by Section 408(2) of the Companies Act 2006. The loss
for the financial year, before dividends, was £224,000 (2015: profit of
£36,000)
Details of share capital are set out in note 24 of the group financial
statements and details of the share options are shown in the Directors’
Remuneration Report on page 36 under the heading Share option schemes which is
within the audited part of this report and note 26 of the group financial
statements.
34. DIVIDENDS
Details on dividends can be found in note 8 in the group financial statements.
35. TANGIBLE FIXED ASSETS
Leasehold Property £’000 Motor vehicles £’000 Office equipment £’000 Total £’000
Cost at 1 January 2016 - 37 67 104
Revaluation 45 - - 45
Cost at 31 December 2016 45 37 67 149
Accumulated depreciation at 1 January 2016 - 27 57 84
Charge for the year - 10 4 14
Accumulated depreciation at 31 December 2016 - 37 61 98
Net book value at 31 December 2016 45 - 6 51
Net book value at 31 December 2015 - 10 10 20
Leasehold property consists of a single unit with a long leasehold tenant. The
term remaining on the lease is 43 years.
36. INVESTMENTS
Joint ventures shares £’000 Shares in subsidiaries £’000 Loans £’000 Other investments £’000 Total £’000
Cost at 1 January 2016 1,810 6,356 1,208 26 7,590
Invested during year - - 3 - 3
Sale of investment (963) - - - -
Unrealised surplus of market value verses cost - - - 6 6
Cost at 31 December 2016 847 6,356 1,211 32 7,599
Provision for impairment:
As at 1 January - - - (13) (13)
Reversal of impairment during the year - - - 13 13
As at 31 December 2016 - - - - -
Net book value at 31 December 2016 847 6,356 1,211 32 7,599
Net book value at 31 December 2015 1,810 6,356 1,208 13 7,577
On the 11 March 2016, the company disposed of its joint venture investment in
Langney Shopping Centre Unit Trust. Further information relating to the
disposal of Langney Shopping Centre Unit Trust can be found in Note 14.
Investments in subsidiaries are detailed in note 15. In the opinion of the
directors the aggregate value of the investment in subsidiaries is not less
than the amount shown in these financial statements.
Other investments comprise £32,000 (2015: £13,000) shares.
37. DEBTORS
2016 £’000 2015 £’000
Amounts due within one year:
Amounts due from subsidiary undertakings 1,006 1,003
Trade receivables 7 16
Other debtors 89 81
Joint venture 2,070 2,140
Prepayments and accrued income 81 56
3,253 3,296
Amounts due in more than one year:
Amounts due from subsidiary undertakings 843 659
Deferred taxation - -
843 659
38. CREDITORS
2016 £’000 2015 £’000
Amounts falling due within one year:
Bank loan (secured) - 8
Amounts due to subsidiary undertakings 359 365
Joint venture 192 223
Current taxation - -
Other taxation and social security 26 3
Other creditors 592 574
Accruals and deferred income 159 128
1,328 1,301
Amounts falling due in more than one year:
Bank loan (secured) - 9
2016 £’000 2015 £’000
Bank and other loan instalments by reference to the balance sheet date:
Within one year - 8
From one to two years - 7
From two to five years - 2
- 17
39. PROVISIONS FOR LIABILITIES
2016 £’000 2015 £’000
Deferred taxation:
Balance at 1 January 182 -
Provision (164) 182
Transfer - -
18 182
40. RELATED PARTY TRANSACTIONS
At 31 December During the year
At 31 December Amounts owed by related party £’000 Costs recharged / accrued (to)/ by related party £’000 Cash paid (to)/ by related party £’000
Related party:
Black Wattle Colliery (Pty) Ltd (note (a)) (1,934) (1,421) 644
Ninghi Marketing Limited (note (b)) (102) - -
As at 31 December 2016 (2,036) (1,421) 644
Black Wattle Colliery (Pty) Ltd (note (a)) (1,157) (653) 1,812
Ninghi Marketing Limited (note (b)) (102) - -
As at 31 December 2015 (1,259) (653) 1,812
(a) Black Wattle Colliery (Pty) Ltd – Black Wattle
Colliery (Pty) Ltd is a coal mining company based in South Africa.
(b) Ninghi Marketing Limited – Ninghi Marketing Limited
is a dormant coal marketing company incorporated in England & Wales.
Black Wattle Colliery (PTY) Ltd and NInghi Marketing Limited are subsidiaries
of the company.
In addition to the above, the company has issued a company guarantee of
R17,000,000 (2015: R17,000,000) (South African Rand) to the bankers of Black
Wattle Colliery (Pty) Ltd in order to cover bank guarantees issued to third
parties in respect of the rehabilitation of mining land.
A provision of £102,000 has been raised against the amount owing by Ninghi
Marketing Limited in prior years as the company is dormant.
In 2012 a loan was made to one of the directors, Mr A R Heller, for £116,000.
Further details on the loan can be found in Note 28 of the group financial
statements.
Under FRS 101, the company has taken advantage of the exemption from
disclosing transactions with other wholly owned group companies. Details of
other related party transactions are given in note 28 of the group financial
statements.
41. EMPLOYEES
2016 £’000 2015 £’000
The average weekly numbers of employees of the company during the year were as follows:
Directors & administration 5 5
Staff costs during the year were as follows:
Salaries 1,125 1,239
Social security costs 148 160
Pension costs 65 90
Share based payments 109 31
1,447 1,520
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