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Bisichi Plc LSE:BISI London Ordinary Share GB0001012045 ORD 10P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
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Industry Sector Turnover (m) Profit (m) EPS - Basic PE Ratio Market Cap (m)
Mining 48.1 3.0 9.8 6.1 6

Bisichi Plc Annual Financial Report

08/06/2020 7:30am

UK Regulatory (RNS & others)


 
TIDMBISI 
 
BISICHI PLC 
 
Results for the year ended 31 December 2019 
 
Summary: 
 
Reported EBITDA:                              GBP5,900,000 (2018: GBP8,600,000) 
 
Adjusted EBITDA:                              GBP7,400,000 (2018: GBP9,100,000) 
 
  * Another strong performance from the group's South African mining and 
    processing operations. 
 
  * Consistent production of 1.27million tonnes (2018: 1.32million) from Black 
    Wattle Colliery. 
 
  * Group fully engaged in managing the impact of the Covid-19 pandemic on its 
    operations in the UK and in South Africa. 
 
  * The Group's present key priorities are the health and safety of its 
    employees and stakeholders and ensuring operations can continue in an 
    efficient manner. 
 
  * The Group's South African mining and processing operations have continued 
    to operate during lockdown periods as South African government-approved 
    essential business operations, although with a reduced and socially 
    distanced workforce. 
 
  * The Board has decided that it will not be proposing a final dividend for 
    the financial year ending 31 December 2019 at this time and will review the 
    dividend position when there is greater visibility of the impact of 
    COVID-19. 
 
Chairman, Sir Michael Heller, comments: 
 
"These results can be attributed mainly to another strong performance in 2019 
from our South African mining and processing operations. In 2020 our key 
priority is the health and safety of all our employees and stakeholders." 
 
For further information, please call: 
 
Andrew Heller or Garrett Casey, Bisichi PLC 020 7415 5030 
 
 
 
 
BISICHI PLC 
ANNUAL REPORT 2019 
 
Strategic report 
 
 
Strategic report 
The Directors present the Strategic Report of the company for the year ending 
31 December 2019. The aim of the Strategic Report is to provide shareholders 
with the ability to assess how the Directors have performed their duty to 
promote the success of the company for the collective benefit of shareholders. 
 
Earnings before interest, tax, depreciation  Operating profit before depreciation, 
and amortisation (EBITDA) of                 fair value adjustments and exchange 
                                             movements (Adjusted EBITDA) of 
 
GBP5.9million                                  GBP7.4million 
 
(2018: GBP8.6 million)                         (2018: GBP9.1 million) 
 
 
 
 
STRATEGIC REPORT 
 
Chairman's Statement 
 
For the year ended 31 December 2019, I am pleased to report that your company 
achieved earnings before interest, tax, depreciation and amortisation (EBITDA) 
of GBP5.9million (2018: GBP8.6 million) and operating profit before depreciation, 
fair value adjustments and exchange movements (Adjusted EBITDA) of GBP7.4million 
(2018: GBP9.1million). 
 
These results can be attributed mainly to the strong performance from our South 
African mining and processing operations. Consistent production from Black 
Wattle Colliery, our South African coal mining operation, and strong demand for 
our coal, particularly in the domestic market, impacted positively on the 
overall results for the Group during the year. Further details on the Group's 
performance during the financial year can be found within the Mining Review and 
Financial & Performance Review sections of this report. 
 
More importantly and at present, your management have been fully engaged in 
managing the impact of the Covid-19 pandemic on its operations both here in the 
UK and in South Africa. Our priorities are the health and safety of all our 
employees and stakeholders and ensuring the continuity of our business during 
this challenging time. 
 
To date, in order to help safeguard our people from the spread of Covid-19, the 
Group has implemented various health and safety measures, which are aligned 
with measures announced by both the UK and South African governments. Further 
details on the health and safety measures we have implemented can be found in 
our Mining Review and Sustainability Report. 
 
In terms of business continuity, the Group's South African coal mining and 
processing operations have been designated as essential business operations, 
which has allowed the Group's operations to continue during lockdown periods, 
although with a reduced or socially distanced workforce to help safeguard the 
health and safety of our employees. 
 
In terms of our markets, we have seen the significant downturn in economic 
activity related to the Covid-19 pandemic have an impact on overall demand for 
coal in the international market. However demand for our particular coal in the 
domestic market has to date remained more stable. Looking forward, the duration 
and extent of the impact of the Covid-19 pandemic on our South African 
operations, particularly in terms of our coal markets, remains uncertain and 
the board will provide further updates on our operations as appropriate. 
 
In the UK, we have seen the Covid-19 pandemic have a significant impact on 
rental revenue collections from the group's UK retail property portfolio. 
Although the final impact of the pandemic on the portfolio remains uncertain, 
we expect much of the portfolio to recover once tenants are allowed to fully 
resume operating. A fuller explanation of the Group's property performance 
during the year and the Group's future prospects are discussed in the Financial 
& Performance Review and Directors report. 
 
Finally, during these times your management are doing their utmost to ensure 
the Group's present key priorities are attended to, being the health and safety 
of its employees and stakeholders, ensuring our operations can continue in an 
efficient manner and conserving cash and maintaining balance sheet flexibility. 
Therefore, until such time as the impact of Covid-19 can be fully assessed, and 
in line with the wider market, the Board has decided that it will not be 
proposing a final dividend for the financial year ending 31 December 2019 at 
this time and will review the dividend position when there is greater 
visibility of the impact of COVID-19. 
 
On behalf of the Board and shareholders, I would like to thank all of our staff 
for their hard work during this difficult period. 
 
Sir Michael Heller 
Chairman 
 
5 June 2020 
 
 
 
 
STRATEGIC REPORT 
 
Principal activity, strategy & business model 
 
The company carries on business as a mining company and its principal activity 
is coal mining in South Africa. The company's strategy is to create and deliver 
long term sustainable value to all our stakeholders through our business model 
which can be broken down into three key areas: 
 
1              Acquisition & investment 
 
                The group actively seeks new opportunities to extend the life 
of mine of its existing mining operations or develop new independent mining 
operations in South Africa. The group aims to achieve this through new 
commercial arrangements and the acquisition of additional coal reserves nearby 
to or independent from our existing mining operations. 
 
In addition, we seek to balance the high risk of our mining operations with a 
dependable cash flow from our UK property investment operations. The company 
primarily invests in retail property across the UK as well as residential 
property development. The UK Retail property portfolio is managed by London & 
Associated Properties PLC whose responsibility is to actively manage the 
portfolio to improve rental income and thus enhance the value of the portfolio 
over time. 
 
2              Production & sustainability 
 
The group strives to mine its coal reserves in an economical and sustainable 
manner that delivers long term value to all our stakeholders. 
 
3              Processing & marketing 
 
The group seeks to achieve additional value from its mining investments through 
the washing, transportation and marketing of coal into both the domestic and 
export markets. 
 
 
 
 
STRATEGIC REPORT 
 
Mining Review 
 
As noted in the Chairman's statement, your management are pleased to report 
another strong performance from the Group's mining operations in South Africa. 
However, at present, our focus has turned to managing the impact of the 
Covid-19 pandemic. In South Africa, our priorities and efforts have been 
focussed on the health and safety of all our employees and stakeholders and 
ensuring the efficient continuity of our business. 
 
Covid-19 update 
 
During this difficult period, the Group has consulted with the government 
authorities and its stakeholders in South Africa to determine and agree the 
appropriate measures to be taken across its South African mining and processing 
operations. Such measures have been focussed on the health and safety of our 
employees, assisting in the continuing provision of coal as an essential raw 
material, the security and integrity of the assets, and the ability to maintain 
operations at levels of activity that is aligned with government interests and 
the country's broader economic interests. 
 
The Group continues to monitor and adhere to all of the South African 
government's Covid-19 related guidelines and regulations including all updates 
and advice from the National Department of Health, the Department of Minerals 
Resources and Energy and the Office of the President. 
 
These measures include: 
 
  * Regular communications with employees on all guidelines, government 
    restrictions and best practice hygiene and health recommendations; 
  * Conducting various issue-based hazard identification and risk assessments; 
  * Temperature screening of those entering certain of our offices and sites; 
  * Working from home (in both the UK and South Africa), where possible or 
    required; 
  * Social distancing measures at operating sites; 
  * Restrictions on non-essential visits to operating sites; and 
  * Intensified cleaning and hygiene at offices and sites; 
 
In particular the Group has endeavoured to follow the guidelines of the 
10-point plan developed by the Department of Minerals Resources and Energy in 
line with the guidelines of the Department of Health and the National Institute 
of Communicable Diseases (NICD) as follows: 
 
  * Educate employees on the virus, symptoms and prevention. 
  * Follow guidelines from the NICD, educate health workers on how to manage 
    Covid-19. Consider alternate arrangements for supply of chronic medication 
    to reduce crowds. 
  * Ensure that all health workers have access to protective clothing, gloves, 
    masks, cleaning materials and pharmaceutical agents. 
  * Vaccinate employees for seasonal influenza. 
  * All employees are encouraged to know their status, get onto ARVs if 
    positive for HIV. 
  * Manage suspected cases or contacts of cases using guidelines from the NICD. 
  * Liaise with the NICD on procedure to be followed for suspected and 
    confirmed cases. 
  * Only essential travel to areas with Covid-19 should be undertaken. 
  * All suspected and confirmed cases in the mining industry should be reported 
    to the NICD. 
  * Monitor and stay aware of the latest information on the Covid-19 pandemic. 
 
The health and safety of our employees and stakeholders continues to remain our 
key priority. We recognise the uncertainty caused by the pandemic and to date 
we have endeavoured to support our workforce and local communities where we 
can. 
 
As mentioned in the Chairman's statement, the Group's South African coal mining 
and processing operations have been designated as essential business operations 
as they fall within the supply chains of other essential businesses as defined 
by the South African government. Since late March 2020, the Group's South 
African operations, have continued, although with a reduced or socially 
distanced workforce to safeguard the health and safety of our employees. 
 
Production and operations 
 
For the first half of 2019, the mine achieved mining production of 655,000 
metric tonnes, a similar level to the total production of 670,000 metric tonnes 
achieved in the first half of 2018. During the second half of the year, 
production remained fairly consistent with the exception of some temporary 
seasonal water issues at our opencast area which had a limited impact on 
production in the last quarter of the year. Overall the mine achieved 
production of 616,000 metric tonnes (2018 H2: 649,000 metric tonnes) during the 
second half of the year. 
 
Overall mining production from Black Wattle decreased slightly in 2019, with 
total mining production for the year of 1.27million metric tonnes (2018: 
1.32million metric tonnes). In 2019 mining continued into a new opencast area 
at Black Wattle contiguous to the area that was mined in 2018. This new area 
will be mined throughout 2020. 
 
Looking forward, although the Group's overall mining production in 2020 may be 
impacted by the health and safety workforce measures outlined above, the Group 
will look at mitigating any continued impact through production efficiencies 
and the supplementation of our own production with buy-in coal for our coal 
processing operations. 
 
Working closely with our BEE partner in South Africa, the Group continues to 
seek further opportunities to extend the life of mine of its existing mining 
operations or to develop new independent mining operations in South Africa. In 
addition, the group continues to seek opportunities to buy in coal from similar 
reserves within the area in order to achieve additional value from our coal 
washing operations in South Africa separate from the group's existing mining 
operations. As mentioned in last year's report, in order to maximise these 
opportunities, in January 2019, Black Wattle transferred its washing plant 
operations into a wholly owned subsidiary called Sisonke Coal Processing which 
will operate as a stand-alone commercial entity. In addition, during the year 
the group successfully completed the addition of a new high-pressure filter 
press segment which will improve the management and quality of coal fines 
produced from our washing plant. We look forward to the positive impact these 
improvements to the washing plant and structural changes will have on the 
returns achievable from our South African operations. 
 
Main trends/markets 
 
During 2019 management continued to sell coal into both the export and domestic 
market through its newly formed coal processing entity Sisonke Coal Processing 
(Pty) Ltd. Black Wattle's export sales were via Richards Bay Coal Terminal and 
primarily under the Quattro programme, which allows junior black-economic 
empowerment coal producers direct access to the coal export market via Richards 
Bay Coal Terminal. We would like to thank Vunani Limited, our black economic 
empowered shareholders at Black Wattle, for managing and developing this 
opportunity. 
 
Global economic factors impacted international coal demand in 2019 with the 
average weekly API4 price averaging $71 compared to $98 in 2018. The lower 
overall coal prices compared to the prior period, along with a year on year 
stable Rand to the Dollar attributed to the group achieving an overall decrease 
in the average Rand price of R679 per tonne of export coal sold from the mine 
in 2019 compared to R879 in 2018. 
 
In the domestic market, a continued high demand impacted positively on prices 
achievable for our coal in 2019. Overall, the group achieved an average price 
of R615 per tonne of domestic coal sold in 2019 compared to R500 in 2018. 
 
Overall, the Group achieved an average Rand price per tonne of coal sold of 
R624 compared to R545 in 2018. However, due to lower overall production and a 
decrease in the average exchange rate of the Rand compared to UK Sterling, 
overall Sterling Group revenue decreased during the year. 
 
Looking forward into 2020, to date, we have seen the global coal market being 
impacted by economic factors related to the Covid-19 pandemic. However, the 
extent of the overall impact of Covid-19 on our direct markets and the prices 
achievable for our coal continues to remain uncertain and we will continue to 
provide updates to shareholders as appropriate. 
 
Sustainable development 
 
Black Wattle continues to strive to conduct business in a safe, environmentally 
and socially responsible manner. Some highlights of our Health, Safety and 
Environment performance in 2019: 
 
*             Black Wattle Colliery recorded one Lost Time Injury during 2019 
(2018: One). 
 
*             No cases of Occupational Diseases were recorded. 
 
*             Zero claims for the Compensation for Occupational Diseases were 
submitted. 
 
In South Africa, the new government regulated Broad-Based Socio-Economic 
Empowerment Charter for the Mining and Minerals Industry, 2018 (New Mining 
Charter) came into force from March 2019. The New Mining Charter is a 
regulatory instrument that facilitates sustainable transformation, growth and 
development of the mining industry. The group is committed to fully complying 
with the New Mining Charter and providing adequate resources to this area in 
order to ensure opportunities are expanded for historically disadvantaged South 
Africans (HDSAs) to enter the mining and minerals industry. In addition, we 
continue to adhere and make progress in terms of our Social and Labour Plan and 
our various BEE initiatives. A fuller explanation of these can be found in our 
Sustainable Development Report on page 7. 
 
Prospects 
 
Looking forward into 2020, management will continue to focus on prioritising 
the health and safety of our employees and we remain committed to working with 
all our stakeholders in helping overcome the unprecedented challenges presented 
by the Covid-19 pandemic. We would like to thank all our employees and 
stakeholders for their support during this difficult time. 
 
Andrew Heller 
Managing Director 
 
5 June 2020 
 
 
 
 
STRATEGIC REPORT 
 
Sustainable development 
 
The group is fully committed to ensuring the sustainability of both our UK and 
South African mining operations and delivering long term value to all our 
stakeholders. 
 
Social, community and human rights issues 
 
The group believes that it is in the shareholders' interests to consider social 
and human rights issues when conducting business activities both in the UK and 
South Africa. Various policies and initiatives implemented by the group that 
fall within these areas are discussed within this report. 
 
Health, Safety & Environment (HSE) 
 
Black Wattle is committed to creating a safe and healthy working environment 
for its employees and the health and safety of our employees is of the utmost 
importance. 
 
HSE performance in 2019: 
 
*             No cases of Occupational Diseases were recorded. 
 
*             Zero claims for the Compensation for Occupational Diseases were 
submitted. 
 
*             No machines operating at Black Wattle exceeded the regulatory 
noise level. 
 
*             Black Wattle Colliery recorded one Lost time Injury during 2019. 
 
In addition to the required personnel appointments and assignment of direct 
health and safety responsibilities on the mine, a system of Hazard 
Identification and Risk Assessments has been designed, implemented and 
maintained at Black Wattle. 
 
Health and Safety training is conducted on an on going basis. We are pleased to 
report all relevant employees to date have received training in hazard 
identification and risk assessment in their work areas. 
 
A medical surveillance system is also in place which provides management with 
information used in determining measures to eliminate, control and minimise 
employee health risks and hazards and all Occupational Health hazards are 
monitored on an on going basis. 
 
Various systems to enhance the current HSE strategy have been introduced as 
follows: 
 
*             In order to improve hazard identification before the commencing 
of tasks, mini risk assessment booklets have been distributed to all mine 
employees and long term contractors on the mine. 
 
*             Dover testing is conducted for all operators. Dover testing is a 
risk detection and accident reduction tool which identifies employees' 
problematic areas in their fundamental skills in order to receive appropriate 
training. 
 
*             On going basic rigging training is being conducted for all 
washing plant personnel. 
 
*             A Job Safety Analysis form is utilised to ensure effective 
identification of hazards in the workplace. 
 
*             In order to capture and record investigation findings from 
incidents, an incident recording sheet is utilised by line management and 
contractors. 
 
*             Black Wattle Colliery utilises ICAM (Incident Cause Analysis 
Method). 
 
*             On going training on conveyor belt operation is being conducted 
with all employees involved with this discipline. 
 
Black Wattle Colliery Social and Labour Plan (SLP) and Community Projects 
 
Black Wattle Colliery is committed to true transformation and empowerment as 
well as poverty eradication within the surrounding and labour providing 
communities. 
 
Black Wattle is committed to providing opportunities for the sustainable 
socio-economic development of its stakeholders, such as: 
 
*             Employees and their families, through Skills Development, 
Education Development, Human Resource Development, Empowerment and Progression 
Programmes. 
 
*             Surrounding and labour sending communities, through Local 
Economic Development, Rural and Community Development, Enterprise Development 
and Procurement Programmes. 
 
*             Empowering partners, through Broad-Based Black Economic 
Empowerment (BBBEE) and Joint Ventures with Historically Disadvantaged South 
African (HDSA) new mining entrants and enterprises. 
 
*             The company engages in on going consultation with its 
stakeholders to develop strong company-employee relationships, strong 
company-community relationships and strong company-HDSA enterprise 
relationships. 
 
The key focus areas in terms of the detailed SLP programmes were updated as 
follows: 
 
*             Implementation of new action plans, projects, targets and budgets 
were established through regular workshops with all stakeholders. 
 
*             A comprehensive desktop socio-economic assessment was undertaken 
on baseline data of the Steve Tshwete Local Municipality (STLM) and Nkangala 
District Municipality (NDM). 
 
*             Black Wattle continues to work with its current SLP Plan (2017 - 
2021). 
 
*             The current Black Wattle Colliery Local Economic Development 
(LED) programmes were upgraded, and new LED projects were selected in 
consultation with the key stakeholders from the STLM. 
 
*             An appropriate forum was established on the mine and a process 
initiated for the consultation, empowerment and participation of the employee 
representatives in the Black Wattle Colliery SLP process. 
 
*             Included within the new SLP Plan is a new LED project which 
includes the upgrading of Phumelele Secondary School in the Rockdale Township. 
The primary focus is to build additional facilities, including classrooms to 
cater for the growing population in the area. 
 
*             Various upgrades were initiated at the Evergreen School nearby to 
Black Wattle including the erection of new toilet facilities for the boys and 
girls, which formed part of the mines portable skills development programme for 
our employees. 
 
Black Wattle has implemented various community initiatives including: 
 
*             A community training environmental project, where local community 
members are trained to safely cut and remove non-indigenous vegetation. 
 
*                             Certain community members have been identified 
for training in areas regarding mining and beneficiation.  These areas include 
but are not limited to conveyor maintenance and operation of mining machinery. 
22 community members were identified and trained on how to operate an 
Articulated Dump Truck [ADT] and a further 23 were trained in environmental 
waste management. 
 
*             Two new local community students were enrolled at university for 
the 2019 academic year whilst 2 HDSA females completed their University studies 
in the 2019 academic year. 
 
Environment & Environment Management Programme 
 
South Africa 
 
Under the terms of the mine's Environmental Management Programme approved by 
the Department of Mineral Resource ("DMR"), Black Wattle undertakes a host of 
environmental protection activities to ensure that the approved Environmental 
Management Plan is fully implemented. In addition to these routine activities, 
Black Wattle regularly carries out environmental monitoring activities on and 
around the mine, including evaluation of ground water quality, air quality, 
noise and lighting levels, ground vibrations, air blast monitoring, and 
assessment of visual impacts. In addition to this Black Wattle also performs 
quarterly monitoring of all boreholes around the mine to ensure that no 
contaminated water filters through to the surrounding communities. 
 
Black Wattle is fully compliant with the regulatory requirements of the 
Department of Water Affairs and Forestry and has an approved water use licence. 
 
Black Wattle Colliery has substantially improved its water management by 
erecting and upgrading all its pollution control dams in consultation with the 
Department of Water Affairs and Forestry. 
 
A performance assessment audit was conducted to verify compliance to our 
Environmental Management Programme and no significant deviations were found. 
 
United Kingdom 
 
The group's UK activities are principally retail property investment as well as 
residential property development whereby we provide or develop premises which 
are rented to retail businesses or sold on to end users. We seek to provide 
tenants and users in both these areas with good quality premises from which 
they can operate or reside in an environmentally sound manner. 
 
Procurement 
 
Black Wattle is a level 5 contributor to BBBEE and has achieved an 80% BEE 
procurement recognition level. In compliance with the Mining Charter and the 
Mineral and Petroleum Resource Development Act, Black Wattle has implemented a 
BBBEE-focussed procurement policy which strongly encourages our suppliers to 
establish and maintain BBBEE credentials. At present, BBBEE companies provide 
approximately 90 percent of Black Wattle's equipment and services. 
 
Mining Charter 
 
In South Africa, the new government regulated Broad-Based Socio-Economic 
Empowerment Charter for the Mining and Minerals Industry, 2018 (New Mining 
Charter) came into force from March 2019. The New Mining Charter is a 
regulatory instrument that facilitates sustainable transformation, growth and 
development of the mining industry. The group's mining operation is expected to 
reach various levels of compliance to the New Mining Charter over a period of 
five years from March 2019. The group is committed to providing adequate 
resources to this area in order to ensure full compliance to the New Mining 
Charter is achieved over the transitional period. As part of Black Wattle's 
commitment to the New Mining Charter, the company seeks to: 
 
*             Expand opportunities for historically disadvantaged South 
Africans (HDSAs), including women and youth, to enter the mining and minerals 
industry and benefit from the extraction and processing of the country's 
resources; 
 
*             Utilise the existing skills base for the empowerment of HDSAs; 
and 
 
*             Expand the skills base of HDSAs in order to serve the community. 
 
Employment 
 
Black Wattle is committed to achieving the goals of the South African 
Employment Equity Act and is pleased to report the following: 
 
*             Black Wattle Colliery has exceeded the 10 percent women in 
management and core mining target. 
 
*             Black Wattle Colliery has achieved 12 percent women in core 
mining. 
 
*             94 percent of the women at Black Wattle Colliery are HDSA 
females. 
 
 
Black Wattle Colliery has successfully submitted their annual Employment Equity 
Report to the Department of Labour. 
 
In terms of staff training some highlights for 2019 were: 
 
*             17 employees were trained in ABET (Adult Basic Educational 
Training) on various levels; 
 
*             An additional 10 disabled HDSA women continued their training on 
ABET levels one to four. 
 
*             3 HDSA Females and 3 HDSA Males are progressing in their 
respective apprenticeships at the mine. 
 
We are pleased to confirm that 3 HDSA females and 1 HDSA male completed their 
apprenticeships whilst the remainder 2 HDSA males have continued their learning 
in 2020. 
 
Employment terms and conditions for our employees based at our UK office and at 
our South African mining operations are regulated by and are operated in 
compliance with all relevant prevailing national and local legislation. 
Employment terms and conditions provided to mining staff meet or exceed the 
national average. The group's mining operations and coal washing plant facility 
are labour intensive and unionised. During the year no labour disputes, strikes 
or wage negotiations disrupted production or had a significant impact on 
earnings. The group's relations to date with labour representatives and labour 
related unions continue to remain strong. 
 
In terms of directors, employees and gender representation, at the year end the 
group had 8 directors (7 male, 1 female), 7 senior managers (6 male, 1 female) 
and 219 employees (150 male, 69 female). 
 
Anti-slavery and human trafficking 
 
The group is committed to the prevention of the use of forced labour and has a 
zero tolerance policy for human trafficking and slavery. The group's policies 
and initiatives in this area can be found within the group's Anti-slavery and 
human trafficking statement found on the group's website at www.bisichi.co.uk. 
 
Green House Gas reporting 
 
We have reported on all of the emission sources required under the Companies 
Act 2006 (Strategic Report and Directors' Reports) Regulations. 
 
The group has used the main requirements of the ISO standard 14064-1 to 
calculate the Scope 1 (Direct Emissions) and Scope 2 (Indirect Emissions) from 
coal extraction and onsite mining processes for Black Wattle Colliery. We have 
not measured and reported on our Scope 3 emissions sources. Excluded from the 
footprint boundary are emission sources considered non material by the group, 
including refrigerant use onsite. 
 
The following sources of the carbon emissions factors was used: 
 
                * UK Government GHG Conversion Factors for Company Reporting, 
2018. 
 
                * IEA data from IEA CO2 emissions from fuel combustion 2017. 
 
                * Methodology adapted from the Intergovernmental Panel on 
Climate Change (2006 with 2019 edits). 
 
The group's carbon footprint:                                              2019    2018 
                                                                           CO2e    CO2e 
                                                                         Tonnes  Tonnes 
 
Emissions source: 
 
                Scope 1 Combustion of fuel & operation of facilities     22,626  21,348 
 
                Scope 1 Emissions from coal mining activities (see note  26,435  27,428 
below) 
 
                Scope 2 Electricity, heat, steam and cooling purchased   13,153  12,177 
for own use 
 
                Total                                                    62,213  60,953 
 
Intensity: 
 
                Intensity 1 Tonnes of CO2 per pound sterling of revenue  0.0013  0.0012 
 
                Intensity 2 Tonnes of CO2 per tonne of coal produced     0.0486  0.0462 
 
 
 
 
Principal risks & uncertainties 
 
PRINCIPAL RISK                             PERFORMANCE AND MANAGEMENT OF THE RISK 
 
COVID-19 RISK 
The Group is proactively assessing and     Risks faced by the business are assessed by the 
managing the potential risks brought about Board on an ongoing basis. 
by the uncertainty of the Covid-19         Strategies for mitigating the risks have been 
pandemic. Overall the Group is exposed to  defined and specific measures for achieving 
impacts on the health and safety of its    these are already underway. These include the 
employees and stakeholders and risks       measures outlined in the Chairman's Statement, 
related to business continuity. In the UK, Mining Review and Financial Review & Performance 
the Group expects there to be an impact on sections of this report. 
retail property revenue and values as      The final impact of the Covid-19 pandemic 
outlined under property valuation risk     remains uncertain and the Group will adapt plans 
below. In South Africa, the Group is       accordingly as more information becomes 
expected to be impacted by additional      available or government advice changes. 
health and safety measures related to its 
workforce and coal price risk as outlined 
under the same heading below. 
 
COAL PRICE RISK 
The group is exposed to coal price risk as The group primarily focuses on managing its 
its future revenues will be derived based  underlying production costs to mitigate coal 
on contracts or agreements with physical   price volatility as well as from time to time 
off-take partners at prices that will be   entering into forward sales contracts with the 
determined by reference to market prices   goal of preserving future revenue streams. The 
of coal at delivery date.                  group has not entered into any such contracts in 
The group's South African mining           2018 and 2019. 
operational earnings are significantly     The group's export and domestic sales are 
dependent on movements in both the export  determined based on the ability to deliver the 
and domestic coal price.                   quality of coal required by each market and 
The price of export sales is derived from  Quattro programme quotas, together with the 
a US Dollar-denominated export coal price  market factors set out opposite. Volumes of 
and therefore the price achievable in      export sales achieved during the year were 
South African Rands can be influenced by   primarily dependent on the mine's ability to 
movements in exchange rates and overall    produce the higher quality of coal required for 
global demand and supply.                  export as well as allowable quotas under the 
The domestic market coal prices are        Quattro programme and overall global demand. The 
denominated in South African Rand and are  volume of domestic market sales achieved during 
primarily dependant on local demand and    the year were primarily dependant on local 
supply.                                    demand and supply as well as the mine's ability 
In the short term, the Covid-19 pandemic   to produce the lower overall quality of coal 
may result in additional price volatility  required. 
in both the export and domestic market due The group assesses on an ongoing basis the 
to fluctuations in both demand and supply. impact of Covid-19 and any regulatory changes 
Longer term both the demand and supply of  related to climate change and governmental CO2 
coal in the domestic and global market may emission commitments may have on the group's 
be negatively impacted by regulatory       mining operations and future investment 
changes related to climate change and      decisions. 
governmental CO2 emission commitments. 
 
MINING RISK 
As with many mining operations, the        This risk is managed by engaging independent 
reserve that is mined has the risk of not  geological experts, referred to in the industry 
having the qualities and accessibility     as the "Competent Person", to determine the 
expected from geological and environmental estimated reserves and their technical and 
analysis. This can have a negative impact  commercial feasibility for extraction. In 
on revenue and earnings as the quality and addition, management engage Competent Persons to 
quantity of coal mined and sold by our     assist management in the production of detailed 
mining operations may be lower than        life of mine plans as well as in the monitoring 
expected.                                  of actual mining results versus expected 
                                           performance and management's response to 
                                           variances. The group continued to engage an 
                                           independent Competent Person in the current 
                                           year. Refer to page 4 for details of mining 
                                           performance. 
 
CURRENCY RISK 
The group's operations are sensitive to    Export sales within the group's South African 
currency movements, especially those       operations are derived from a US 
between the South African Rand, US Dollar  Dollar-denominated export coal price. A 
and British Pound. These movements can     weakening of the US Dollar can have a negative 
have a negative impact on the group's      impact on the South African Rand prices 
mining operations revenue as noted above,  achievable for coal sold by the group's South 
as well as operational earnings.           African mining operations. This in turn can have 
The group is exposed to currency risk in   a negative impact on the group's mining 
regard to the Sterling value of            operations revenue as well as operational 
inter-company trading balances with its    earnings as the group's mining operating costs 
South African operations. It arises as a   are Rand denominated. In order to mitigate this, 
result of the retranslation of Rand        the group may enter into forward sales contracts 
denominated inter-company trade receivable in local currencies with the goal of preserving 
balances into Sterling that are held       future revenue streams. The group has not 
within the UK and which are payable by     entered into any such contracts in 2019 and 
South African Rand functional currency     2018. 
subsidiaries.                              Although it is not the group's policy to obtain 
The group is exposed to currency risk in   forward contracts to mitigate foreign exchange 
regard to the retranslation of the group's risk on inter-company trading balances or on the 
South African functional currency net      retranslation of the group's South African 
assets to the Sterling reporting           functional currency net assets, management 
functional currency of the group. A        regularly review the requirement to do so in 
weakening of the South African Rand        light of any increased risk of future 
against Sterling can have a negative       volatility. 
impact on the financial position and net   Refer to the 'Financial Review' for details of 
asset values reported by the group.        significant currency movement impacts in the 
                                           year. 
 
NEW RESERVES AND MINING PERMISSIONS 
The life of the mine, acquisition of       The work performed in the acquisition and 
additional reserves, permissions to mine   renewal of mining permits as well as the 
(including ongoing and once-off            maintenance of compliance with permits includes 
permissions) and new mining opportunities  factors such as environmental management, health 
in South Africa generally are contingent   and safety, labour laws and Black Empowerment 
on a number of factors outside of the      legislation (such as the New Mining Charter); as 
group's control such as approval by the    failure to maintain appropriate controls and 
Department of Mineral Resources, the       compliance may in turn result in the withdrawal 
Department of Water Affairs and Forestry   of the necessary permissions to mine. The 
and other regulatory or state owned        management of these regulatory risks and 
entities.                                  performance in the year is noted in the Mining 
In addition, the group's South African     Review on page 4 as well as in the Sustainable 
operations are subject to the government   Development report on page 7 and in this section 
Mining Charter with the New Mining Charter under the headings environmental risk, health & 
coming into force from March 2019. Failure safety risk and labour risk. Additionally, in 
to meet existing targets or further        order to mitigate this risk, the group strives 
regulatory changes to the Mining Charter,  to provide adequate resources to this area 
could adversely affect the mine's ability  including the employment of adequate personnel 
to retain its mining rights in South       and the utilisation of third party consultants 
Africa.                                    competent in regulatory compliance related to 
                                           mining rights and mining permissions. 
                                           The group also continues to actively seek new 
                                           opportunities to expand it mining operations in 
                                           South Africa through the acquisition of 
                                           additional coal reserves and new commercial 
                                           arrangements with existing mining right holders. 
 
POWER SUPPLY RISK 
The current utility provider for power     The group's mining operations have to date not 
supply in South Africa is the government   been affected by power cuts. However the group 
run Eskom. Eskom continues to undergo      manages this risk through regular monitoring of 
capacity problems resulting in power cuts  Eskom's performance and ongoing ability to meet 
and lack of provision of power supply to   power requirements. In addition, the group 
new projects. Any power cuts or lack of    continues to assess the ability to utilise 
provision of power supply to the group's   diesel generators as an alternative means of 
mining operations may disrupt mining       securing power in the event of power outages. 
production and impact on earnings. 
 
FLOODING RISK 
The group's mining operations are          Management monitors water levels on an ongoing 
susceptible to seasonal flooding which     basis and various projects have been completed, 
could disrupt mining production and impact including the construction of additional dams, 
on earnings.                               to minimise the impact of this risk as far as 
                                           possible. 
 
ENVIRONMENTAL RISK 
The group's South African mining           In line with all South African mining companies, 
operations are required to adhere to local the management of this risk is based on 
environmental regulations. Any failure to  compliance with the Environment Management Plan. 
adhere to local environmental regulations, In order to ensure compliance, the group strives 
could adversely affect the mine's ability  to provide adequate resources to this area 
to mine under its mining right in South    including the employment of personnel and the 
Africa.                                    utilisation of third party consultants competent 
                                           in regulatory compliance related to environmental 
                                           management. 
                                           To date, Black Wattle is fully compliant with the 
                                           regulatory requirements of the Department of 
                                           Water Affairs and Forestry and has an approved 
                                           water use licence. Further details of the group's 
                                           Environment Management Programme are disclosed in 
                                           the Sustainable development report on page 7. 
 
HEALTH & SAFETY RISK 
Attached to mining there are inherent      The group has a comprehensive Health and Safety 
health and safety risks. Any such safety   programme in place to mitigate this risk. 
incidents disrupt operations, and can slow Management strive to create an environment where 
or even stop production. In addition, the  Health and safety of our employees is of the 
group's South African mining operations    utmost importance. Our Health & Safety programme 
are required to adhere to local Health and provides clear guidance on the standards our 
Safety regulations as well as enhanced     mining operation is expected to achieve. In 
health and Safety measures related to      addition, management receive regular updates on 
Covid-19.                                  how our mining operations are performing. Further 
                                           details of the group's Health and Safety 
                                           Programme are disclosed in the Sustainable 
                                           Development report on page 7. 
 
LABOUR RISK 
The group's mining operations and coal     In order to mitigate this risk, the group strives 
washing plant facility are labour          to ensure open and transparent dialogue with 
intensive and unionised. Any labour        employees across all levels. In addition, 
disputes, strikes or wage negotiations may appropriate channels of communication are 
disrupt production and impact earnings.    provided to all employment unions at Black Wattle 
                                           to ensure effective and early engagement on 
                                           employment matters, in particular wage 
                                           negotiations and disputes. 
                                           Refer to the 'Employment' section on page 9 for 
                                           further details. 
 
CASHFLOW RISK 
Commodity price risk, currency volatility  In order to mitigate this, we seek to balance the 
and the uncertainties inherent in mining   high risk of our mining operations with a 
may result in favourable or unfavourable   dependable cash flow from our UK property 
cashflows.                                 investment operations which are actively managed 
                                           by London & Associated Properties PLC. Due to the 
                                           long term nature of the leases, the effect on 
                                           cash flows from property investment activities 
                                           are expected to remain stable as long as tenants 
                                           remain in operation. Refer to page 20 for details 
                                           of the property portfolio performance. 
 
PROPERTY VALUATION RISK 
Fluctuations in property values, which are The group utilises the services of London & 
reflected in the Consolidated Income       Associated Properties PLC whose responsibility is 
Statement and Balance Sheet, are dependent to actively manage the portfolio to improve 
on an annual valuation of the group's      rental income and thus enhance the value of the 
commercial and residential development     portfolio over time. In addition, management 
properties. A fall in UK commercial and    regularly monitor banking covenants and other 
residential property can have a marked     loan agreement obligations as well as the 
effect on the profitability and the net    performance of our property assets in relation to 
asset value of the group as well as impact the overall market over time. 
on covenants and other loan agreement      Management continue to monitor and evaluate the 
obligations.                               impact of Brexit, the Covid-19 pandemic and the 
The economic performance of the United     current economic performance of the UK retail 
Kingdom, including the potential impact of market on the future performance of the Group's 
the United Kingdom leaving the European    existing UK portfolio. In addition, the group 
Union ("Brexit"), the impact of Covid-19   assesses on an ongoing basis the impact of Brexit 
pandemic, as well as the current economic  and the current economic performance of the UK 
performance and trends of the UK retail    retail market on the group's banking covenants, 
market, may impact the level of rental     loan obligations and future investment 
income, yields and associated property     decisions. 
valuations of the group's UK property      Refer to page 20 for details of the property 
assets including its investments in Joint  portfolio performance. 
Ventures. 
 
 
 
 
Financial & performance review 
 
The movement in the Group's Adjusted EBITDA from GBP9.1million in 2018 to GBP 
7.4million in 2019 can mainly be attributed to the lower coal production and 
sales from the Group's South African operations and a weakening in the South 
African Rand to UK Sterling. This offset the higher prices achieved for our 
coal and stable operating costs achieved in 2019. 
 
EBITDA, adjusted EBITDA and mining production are used as key performance 
indicators for the group and its mining activities as the group has a strategic 
focus on the long term development of its existing mining reserves and the 
acquisition of additional mining reserves in order to realise shareholder 
value. Mining production can be defined as the coal quantity in metric tonnes 
extracted from our reserves during the period and held by the mine before any 
processing through the washing plant. Whilst profit/(loss) before tax is 
considered as one of the key overall performance indicators of the group, the 
profitability of the group and the group's mining activities can be impacted by 
the volatile and capital intensive nature of the mining sector. Accordingly, 
EBITDA and adjusted EBITDA are primarily used as key performance indicators as 
they are indicative of the value associated with the group's mining assets 
expected to be realised over the long term life of the group's mining reserves. 
In addition, for the group's property investment operations, the net property 
valuation and net property revenue are utilised as key performance indicators 
as the group's substantial property portfolio reduces the risk profile for 
shareholders by providing stable cash generative UK assets and access to 
capital appreciation. Certain key performance indicators below are not 
Generally Accepted Accounting Practice measures and are not intended as a 
substitute for those measures, and may or may not be the same as those used by 
other companies. 
 
Key performance indicators                                                  2019   2018 
The key performance indicators for the group are:                          GBP'000  GBP'000 
 
For the group: 
 
Operating profit before depreciation, fair value adjustments and           7,457  9,088 
exchange movements (adjusted EBITDA) 
 
EBITDA                                                                     5,868  8,587 
 
Profit/(loss) before tax                                                   3,027  5,959 
 
For our property investment operations: 
 
Net property valuation                                                    11,565 13,045 
 
Net property revenue                                                       1,290  1,232 
 
For our mining activities: 
 
Operating profit before depreciation, fair value adjustments and           6,517  8,206 
exchange movements (adjusted EBITDA) 
 
EBITDA                                                                     6,394  8,143 
 
 
 
                                                                         Tonnes  Tonnes 
                                                                           '000    '000 
 
Mining production                                                         1,271   1,320 
 
 
 
The key performance indicators of the group            Mining Property   Other     2019 
can be reconciled as follows:                           GBP'000    GBP'000   GBP'000    GBP'000 
 
Revenue                                                46,704    1,290     112   48,106 
 
Transport and loading cost                            (3,421)        -       -  (3,421) 
 
Mining and washing costs                             (30,047)        -       - (30,047) 
 
Other operating costs excluding depreciation          (6,719)    (458)     (4)  (7,181) 
 
Operating profit before depreciation, fair value        6,517      832     108    7,457 
adjustments and exchange movements (adjusted EBITDA) 
 
Exchange movements                                      (123)        -       -    (123) 
 
Fair value adjustments                                      -  (1,480)       -  (1,480) 
 
Losses on investments held at fair value through            -        -     (6)      (6) 
profit and loss (FVPL) 
 
Operating profit excluding depreciation                 6,394    (648)     102    5,848 
 
Share of (loss)/profit and write off's in joint             -       20       -       20 
venture 
 
EBITDA                                                  6,394    (628)     102    5,868 
 
Net interest movement                                                             (651) 
 
Depreciation                                                                    (2,190) 
 
Profit/(loss) before tax                                                          3,027 
 
 
 
The key performance indicators of the group                   Property   Other     2018 
can be reconciled as follows:                          Mining    GBP'000   GBP'000    GBP'000 
                                                        GBP'000 
 
Revenue                                                48,666    1,232      47   49,945 
 
Transport and loading cost                            (3,103)        -       -  (3,103) 
 
Mining and washing costs                             (31,340)        -       - (31,340) 
 
Other operating costs excluding depreciation          (6,017)    (394)     (3)  (6,414) 
 
Operating profit before depreciation, fair value        8,206      838      44    9,088 
adjustments and exchange movements (adjusted EBITDA) 
 
Exchange movements                                       (63)        -       -     (63) 
 
Fair value adjustments                                      -    (215)       -    (215) 
 
Losses on investments held at fair value through            -        -   (171)    (171) 
profit and loss (FVPL) 
 
Operating profit excluding depreciation                 8,143      623   (127)    8,639 
 
Share of (loss)/profit and write off's in joint             -     (52)       -     (52) 
venture 
 
EBITDA                                                  8,143      571   (127)    8,587 
 
Net interest movement                                                             (515) 
 
Depreciation                                                                    (2,113) 
 
Profit/(loss) before tax                                                          5,959 
 
Adjusted EBITDA is used as a key indicator of the operating trading performance 
of the group and its operating segments representing operating profit before 
the impact of depreciation, fair value adjustments, gains/(losses) on disposal 
of other investments and foreign exchange movements. The group's operating 
segments include its South African mining operations and UK property. The 
performance of these two operating segments are discussed in more detail below. 
 
The group achieved EBITDA for the year of GBP5.9million (2018: GBP8.6million). The 
movement compared to the prior year can mainly be attributed to a decrease in 
operating profits before depreciation from our mining activities to GBP6.5 
million (2018: GBP8.2million). 
 
Negative fair value adjustments, related to our UK property increased to GBP 
1.5million (2018: GBP0.2million) with the group reporting an overall profit 
before tax of GBP3.0million (2018: GBP6.0million). Taxation for the year decreased 
to GBP1.4million (2018: GBP1.9million). This resulted in the Group achieving an 
overall profit for the year after tax of GBP1.6million (2018: GBP4.0million), of 
which GBP1.0million (2018: GBP3.3million) was attributable to equity holders of the 
company. 
 
South African mining operations 
 
Performance                                        South African Rand       UK Sterling 
The key performance indicators of the group's 
South African mining operations are presented in       2019      2018     2019     2018 
South African Rand and UK Sterling as follows:        R'000     R'000    GBP'000    GBP'000 
 
Revenue                                             860,876   852,650   46,704   48,666 
 
Transport and loading costs                        (63,058)  (54,366)  (3,421)  (3,103) 
 
Mining and washing costs                          (553,844) (549,090) (30,047) (31,340) 
 
Operating profit before other operating costs and   243,974   249,194   13,236   14,223 
depreciation 
 
Other operating costs (excluding depreciation)                         (6,719)  (6,017) 
 
Operating profit before depreciation, fair value                         6,517    8,206 
adjustments and exchange movements (adjusted 
EBITDA) 
 
Exchange movements                                                       (123)     (63) 
 
EBITDA                                                                   6,394    8,143 
 
 
 
                                                                           2019    2018 
                                                                           '000    '000 
 
Mining production in tonnes                                               1,271   1,320 
 
 
 
                                                                                2018    2018 
                                                                                   R       R 
 
Net Revenue per tonne of mining production                                       628     605 
 
Mining and washing costs per tonne of mining production                        (436)   (416) 
 
Operating profit per tonne of mining production before other operating           192     189 
costs and depreciation 
 
Net Revenue per tonne of mining production can be defined as the revenue price 
achieved per metric tonne of mining production less transportation and loading 
costs. 
 
A breakdown of the quantity of coal sold and revenue of the group's South 
African mining operations are presented in metric tonnes and South African Rand 
as follows: 
 
                                      Domestic  Export   2019  Domestic  Export   2018 
                                          '000    '000   '000      '000    '000   '000 
 
Quantity of coal sold in tonnes          1,094     184  1,278     1,292     174  1,466 
 
 
 
                                            Domestic  Export     2019   Domestic  Export    2018 
                                               R'000   R'000    R'000      R'000   R'000   R'000 
 
Total Net Revenue                            672,854 124,964  797,815    645,386 152,898 798,284 
 
                                                   R       R        R          R       R       R 
 
Net Revenue per tonne of coal sold               615     679      624        500     879     545 
 
The quantity of coal sold can be defined as the quantity of coal sold in metric 
tonnes by the Group in any given period. Net Revenue per tonne of coal sold can 
be defined as the revenue price achieved per metric tonne of coal sold less 
transportation and loading costs. 
 
Total net revenue per tonne of coal sold for the group's mining and processing 
operations increased for the year from R545 per tonne of coal sold in 2018 to 
R624 in 2019, attributable to the average price increases achieved in the 
domestic market offsetting price decreases in the export market. As a result of 
the overall lower mining production and an increase in coal inventories, the 
quantity of coal sold for the year decreased to 1.278million tonnes (2018: 
1.466million tonnes). The decrease in mining production can be attributable to 
temporary seasonal water issues in the last quarter of 2019. Overall, the 
increase in revenue per tonne of coal sold offset the lower production and 
increase in coal inventories resulting in stable revenue from the group's South 
African mining operations during the year compared to the prior year at 
R797.8million (2018: R798.3million). 
 
The decrease in total mining production offset the marginal overall increase in 
mining and washing cost per tonne from R416 per tonne to R433 per tonne 
resulting in similar total mining and washing costs for the group of 
R553.8million (2018: R549.1million). 
 
Other operating costs (excluding depreciation) of GBP6.7million (2018: GBP 
6.0million) include general administrative costs as well as administrative 
salaries and wages related to our South African mining operations that are 
incurred both in South Africa and in the UK. These costs are not significantly 
impacted by movements in mining production and the increase during the year can 
mainly be attributed to salaries and wages related to our mining operations 
offset by exchange movements on the translation of South African Rand costs 
into Sterling. Overall costs in South Africa were in line with management's 
expectations and local inflation. 
 
Overall, the group's South African mining operations achieved an adjusted 
EBITDA of GBP6.5 million (2018: GBP8.2million) attributable to lower overall 
production and a decrease in the average exchange rate of the Rand compared to 
UK Sterling. 
 
The movement in the group's EBITDA for mining activities of GBP6.4million (2018: 
GBP8.1million) for the year, in comparison to the result achieved for adjusted 
EBITDA was as a result of a small exchange rate loss of GBP0.1million. 
 
A further explanation of the mines operational performance can be found in the 
Mining Review on page 4. 
 
Other mining Investments 
 
As reported in the Mining review, in January 2019, Black Wattle Colliery (Pty) 
Limited transferred its washing plant operations into its own wholly owned 
subsidiary called Sisonke Coal Processing (Pty) Limited which will operate as a 
stand-alone commercial entity. As the transaction is internal there was no 
material impact on the financial reporting of the group. Further details on the 
impact of the transaction on the group's finance facilities can be found in the 
section on loans below. 
 
There were no movements in other mining investments outside of the above 
restructuring in 2019. 
 
UK property investment 
 
Performance 
 
The group's portfolio is managed actively by London & Associated Properties plc 
and continued to perform well in 2019. Net property revenue (excluding joint 
ventures and service charge income) across the portfolio increased marginally 
during the year to GBP1.109million (2018: GBP1.095million). The property portfolio 
was externally valued at 31 December 2019 and the value of UK investment 
properties attributable to the group at year end decreased to GBP11.565 million 
(2018: GBP13.045million) mainly due to valuation yields applied in a more 
challenging retail market compared to the prior year. 
 
Joint venture property investments 
 
The group holds a GBP0.8million (2018: GBP0.8million) joint venture investment in 
Dragon Retail Properties Limited, a UK property investment company. The open 
market value of the company's share of investment properties included within 
its joint venture investment in Dragon Retail Properties marginally decreased 
during the year to GBP1.22million (2018: GBP1.23million). 
 
During the year the group continued to hold a GBP0.5million (2018: GBP0.5million) 
50% joint venture investment in West Ealing Projects Limited, a UK unlisted 
property development company. West Ealing Projects Limited's only asset is a 
property development in West Ealing, London. The carrying value of the group's 
share of the trading property inventory included within this development is 
valued at GBP3.3million (2018: GBP3.1million). The joint venture has planning 
consent for 20 flats at first and second floor levels which will be eligible 
for the UK Government Help to Buy Scheme. More recently, the joint venture has 
submitted a planning application for an expanded residential redevelopment of 
55 flats on the site and we look forward to updating shareholders in due 
course. 
 
Overall, the group achieved net property revenue of GBP1.4million (2018: GBP 
1.2million) for the year which includes the company's share of net property 
revenue from its investment in joint ventures of GBP75,000 (2018: GBP95,000). 
 
Cashflow & financial position 
 
The following table summarises the main components of the                 Year     Year 
consolidated cashflow for the year:                                      ended    ended 
                                                                            31       31 
                                                                      December December 
                                                                          2019     2018 
                                                                         GBP'000    GBP'000 
 
Cash flow generated from operations before working capital and other     7,457    9,112 
items 
 
Cash flow from operating activities                                      4,148    5,409 
 
Cash flow from investing activities                                    (3,662)  (3,373) 
 
Cash flow from financing activities                                    (3,322)      442 
 
Net (decrease) / increase in cash and cash equivalents                 (2,836)    1,594 
 
Cash and cash equivalents at 1 January                                   5,686    4,065 
 
Exchange adjustment                                                         28       27 
 
Cash and cash equivalents at 31 December                                 2,878    5,686 
 
Cash and cash equivalents at 31 December comprise: 
 
                Cash and cash equivalents as presented in the balance    7,720    9,221 
sheet 
 
                Bank overdrafts (secured)                              (4,842)  (3,535) 
 
                                                                         2,878    5,686 
 
Cash flow generated from operating activities decreased compared to the prior 
year to GBP4.1million (2018: GBP5.4million). The decrease in operating profit 
during the year of GBP3.6million (2018: GBP6.5million) was offset by a decrease in 
income tax paid of GBP1.2million (2018: GBP2.28million) both as a result of the 
lower profitability in UK sterling of our South African mining operations as 
well as the unrealised loss on investment properties of GBP1.48million (2018: GBP 
0.22million). In addition, cashflow generation from operating activities was 
also impacted by a cashflow decrease from trade receivables of GBP0.8million 
(2018: GBP0.9million), as a result of an increase in the trade receivables 
balances of our South African domestic coal customers, and a cashflow decrease 
from inventories of GBP0.9million (2018: GBP0.8million), mainly as a result of 
reduced domestic and export coal sales from our South African mining operations 
in the last quarter of 2019 due to lower local consumption and seasonal weather 
related issues at Richards Bay Coal Terminal. 
 
Investing cashflows primarily reflect the net effect of capital expenditure 
during the year of GBP3.2million (2018: GBP2.9million) which can mainly be 
attributable to mine development costs at Black Wattle of GBP1.7million and 
infrastructure improvements to the washing plant at Sisonke Coal Processing of 
GBP1.0million. As at year end the group's mining reserves, plant and equipment 
had a carrying value of GBP9.5million (2018: GBP8.5million) with capital 
expenditure being offset by depreciation of GBP2.2million (2018: GBP2.1milion) and 
exchange translation movements of GBP0.1million (2018: GBP0.8million) for the year. 
Other investing cashflows also include the acquisition of listed investments of 
GBP0.5million compared to the prior year joint venture investment in West Ealing 
Projects Limited of GBP0.5million. 
 
Cash outflows from financing activities includes a net decrease in borrowings 
of GBP2.1million (2018:GBP0.7million) attributable to repayment of the Santander 
loan and drawdown of the Hodge Bank loan as outlined under the loan section 
below. In addition, dividends paid to shareholders increased during the year to 
GBP0.64million (2018: 0.53 million) and dividends paid to minority interests 
decreased to GBP0.5million (2018: GBP0.6million). 
 
Overall, the group's cash and cash equivalents deceased during the year by GBP 
2.86million (2018: increase of GBP1.59millon). After taking into account an 
exchange gain of GBP0.03million (2018: GBP0.03million) on the translation of the 
group's year end net balance of cash and cash equivalents that were held in 
South African Rands, the group's net balance of cash and cash equivalents 
(including bank overdrafts) at year end was GBP2.8million (2018: GBP5.7million). 
 
The group has considerable financial resources available at short notice 
including cash and cash equivalents (excluding bank overdrafts) of GBP7.7million 
(2018: GBP9.2million) and listed investments of GBP1.4million (2018: GBP0.9million) 
as at year end. The above financial resources totalling GBP9.1million (2018: GBP 
10.1million). 
 
The net assets of the group reported as at year end were GBP20.6million (2018: GBP 
20.1million). Total assets remained stable at GBP41.7million (2018: GBP 
41.6million). 
 
Liabilities decreased from GBP21.5million to GBP21.2million during the year 
primarily due to a decrease in UK Borrowings from GBP5.8million to GBP3.8million 
offsetting an increase in trade payables from GBP7.3million to GBP7.6million and an 
increase in South African borrowings from GBP4.3million in 2018 to GBP5.5million in 
2019. This increase can mainly be attributed to an increase in borrowings drawn 
from the groups' South African structured trade facility utilised by the 
groups' mining operations. The overall exchange loss recorded through the 
translation reserve on translation of the group's South African net assets at 
year end decreased to GBP0.05million (2018: GBP0.4million) as a result of the 
lesser weakening of the South African Rand against UK sterling year to year. 
 
Further details on the Group's cashflow and financial position are stated in 
the Consolidated Cashflow Statement on page 61 and the Consolidated Balance 
Sheet on page 58. 
 
Loans 
 
South Africa 
 
The group has a South African structured trade finance facility with Absa Bank 
Limited for R100million (South African Rand) which covers the fluctuating 
working capital requirements of the group's South African operations. As part 
of the process and sale of the washing plant facilities from Black Wattle 
Colliery (Pty) Limited to its wholly owned subsidiary Sisonke Coal Processing 
(Pty) Limited ("Sisonke Coal Processing"), the R100million bank overdraft 
facility held by Black Wattle Colliery (Pty) Limited with Absa Bank Limited in 
2018 was replaced in January 2019 by a new structured trade finance facility 
for R100million held by Sisonke Coal Processing ("new trade facility"). The new 
trade facility is renewable annually at 25 January and is secured against 
inventory, debtors and cash that are held in the group's South African 
operations. 
 
United Kingdom 
 
In December 2019, the group repaid its GBP5.84million loan facility with 
Santander Bank PLC and signed a new GBP3.96million term loan facility with Julian 
Hodge Bank Limited. The new debt package has a five year term and is repayable 
at the end of the term in December 2024. The interest cost of the loan is 4.00% 
above LIBOR. The loan is secured by way of a first charge over the investment 
properties in the UK which are included in the financial statements at a value 
of GBP11.6million. No banking covenants were breached by the group during the 
year. 
 
Statement regarding Section 172 of the UK Companies Act 
 
Section 172 of the UK Companies Act requires the Board to report on how the 
directors have had regard to the matters outlined below in performing their 
duties. During the year, the Directors consider that they have acted in a way, 
and have made decision that would, most likely promote the success of the Group 
for the benefit of its members as a whole as outlined in the matters below: 
 
  * The likely consequences of any decision in the long term: see Principal 
    activity, strategy & business model on page 3 and Principal Risks and 
    Uncertainties on page 11; 
  * The interests of the Group's employees; ethics and compliance; fostering of 
    the Company's business relationships with suppliers, customers and others; 
    and the impact of the Group's operations on the community and environment: 
    see Sustainability report on page 7; 
  * The need to act fairly between members of the Company: see the Corporate 
    Governance section on page 26. 
 
Future prospects and impact of the Covid-19 pandemic 
 
As we continue into 2020, your management have been fully engaged in managing 
the impact of the Covid-19 pandemic on its operations both here in the UK and 
in South Africa. Our priorities are the health and safety of all our employees 
and stakeholders and the continuity of our business during this challenging 
time. 
 
In terms of business continuity, the Group's South African coal mining and 
processing operations have been designated as essential business operations. At 
present, the final impact of the pandemic on the Group's future prospects and 
financial performance remains uncertain. However, to date, the group's 
financial position has remained strong and at present, the group has adequate 
financial resources to ensure the Group remains viable for the foreseeable 
future and that liabilities are met. A full going concern and viability 
assessment can be found in the Directors report on page 30. 
 
Outside of the impact of the Covid-19 pandemic, the group continues to seek to 
expand its operations in South Africa through the acquisition of additional 
coal reserves. In the UK, management is looking forward to progressing its 
development in West Ealing and is currently investigating other major 
investment opportunities in the domestic property sector. This is in line with 
the groups' overall strategy of balancing the high risk of our mining 
operations with a dependable cash flow and capital appreciation from our UK 
property investment operations. 
 
Further information on the outlook of the company can be found in both the 
Chairman's Statement on page 2 and the Mining Review on page 4 which form part 
of the Strategic Report. 
 
Signed on behalf of the Board of Directors 
 
Garrett Casey 
Finance Director 
 
5 June 2020 
 
 
 
 
Governance 
 
Governance 
 
Management team 
 
Bisichi PLC 
 
*             Sir Michael Heller 
                MA, FCA (Chairman) 
 
                Andrew R Heller 
                MA, ACA 
                (Managing Director) 
 
                Garrett Casey 
                CA (SA) 
                (Finance Director) 
 
                Robert Grobler 
                Pr Cert Eng 
                (Director of mining) 
 
O+          Christopher A Joll 
MA (Non-executive) 
Christopher Joll was appointed a Director on 1 February 2001. He has held a 
number of non-executive directorships of quoted and un-quoted companies and 
currently runs his own event management business. He is also a published 
author, lecturer and a writer and director of documentary films. 
 
O *         John A Sibbald 
BL (Non-executive) 
John Sibbald has been a Director since 1988. After qualifying as a Chartered 
Accountant he spent over 20 years in stockbroking, specialising in mining and 
international investment. 
 
*             Member of the nomination committee 
 
+             Senior independent director 
 
O             Member of the audit, nomination and remuneration committees. 
 
 
 
Other directors and advisors 
 
Secretary and registered office 
 
Garrett Casey CA (SA) 
24 Bruton Place 
London W1J 6NE 
 
Black Wattle Colliery and Sisonke Coal Processing Directors 
 
Andrew Heller 
(Managing Director) 
Ethan Dube 
Robert Grobler 
Garrett Casey 
 
Millicent Zvarayi 
 
Property portfolio asset manager 
 
James Charlton BSc MRICS 
 
Company Registration 
 
Company registration No. 112155 (Incorporated in England and Wales) 
 
Website 
 
www.bisichi.co.uk 
 
E-mail 
 
admin@bisichi.co.uk 
 
Auditor 
 
BDO LLP, London 
 
Principal bankers 
 
United Kingdom 
Julian Hodge Bank Limited 
Santander UK PLC 
Investec PLC 
 
South Africa 
ABSA Bank (SA) 
First National Bank (SA) 
Standard Bank (SA) 
 
Corporate solicitors 
 
United Kingdom 
Fladgate LLP, London 
Memery Crystal, London 
Olswang LLP, London 
 
South Africa 
Brandmullers Attorneys, Middelburg 
Eversheds Sutherland, Johannesburg 
Herbert Smith Freehills, Johannesburg 
Hogan Lovells, Johannesburg 
 
Tugendhaft Wapnick Banchetti and Partners, Johannesburg 
 
Stockbrokers 
 
Shore Capital Stockbrokers Limited 
 
Registrars and transfer office 
 
Link Asset Services 
 
Shareholder Services 
The Registry 
34 Beckenham Road 
Beckenham 
Kent 
BR3 4TU 
UK telephone: 0871 664 0300 
International telephone: +44 371 664 0300 
(Calls cost 12p per minute plus your phone company's access charge. Calls 
outside the United Kingdom will be charged at the applicable international 
rate). Lines are open between 9.00am to 5.30pm, Monday to Friday, excluding 
public holidays in England and Wales. 
Website: www.linkassetservices.com 
Email: enquiries@linkgroup.co.uk 
 
 
 
 
Five year summary 
 
                                                   2019    2018    2017    2016    2015 
                                                  GBP'000   GBP'000   GBP'000   GBP'000   GBP'000 
 
Consolidated income statement items 
 
Revenue                                          48,106  49,945  40,350  24,923  27,603 
 
Operating profit/(loss)                           3,658   6,526   3,763     637     150 
 
Profit/(loss) before tax                          3,027   5,959   1,485     346   (147) 
 
Trading profit/(loss) before tax                  4,493   6,397   3,317    (74)   (188) 
 
Revaluation and impairment (loss)/profit before (1,466)   (438) (1,832)     420      41 
tax 
 
EBITDA                                            5,868   8,587   3,734   2,415   1,365 
 
Operating profit before depreciation, fair        7,457   9,088   5,819   1,516   1,717 
value adjustments and exchange movements 
(adjusted EBITDA) 
 
Consolidated balance sheet items 
 
Investment properties                            11,565  13,045  13,245  13,245  12,800 
 
Fixed asset investments                           1,629   1,357     925   2,703   2,112 
 
                                                 13,194  14,402  14,170  15,948  14,912 
 
Investments held at fair value                    1,119     887   1,050     781     594 
 
                                                 14,313  15,289  15,220  16,729  15,506 
 
Other assets less liabilities less                5,619   4,280   1,922    (72)   (196) 
non-controlling interests 
 
Total equity attributable to equity              19,932  19,569  17,142  16,657  15,310 
shareholders 
 
Net assets per ordinary share (attributable)     186.7p  183.3p  160.6p  156.0p  143.4p 
 
Dividend per share                                1.00p   6.00p   5.00p   4.00p   4.00p 
 
 
Financial calendar 
 
9 July 2020         Annual General Meeting 
 
Late August 2020    Announcement of half-year results to 30 June 2020 
 
Late April 2021     Announcement of results for year ending 31 December 2020 
 
 
 
Governance 
 
Directors' report 
 
The directors submit their report together with the audited financial 
statements for the year ended 31 December 2019. 
 
Review of business, future developments and post balance sheet events 
 
The group continues its mining activities. Income for the year was derived from 
sales of coal from its South African operations. The group also has a property 
investment portfolio for which it receives rental income and a joint venture 
investment in a UK residential property development. 
 
The results for the year and state of affairs of the group and the company at 
31 December 2019 are shown on pages 56 to 97 and in the Strategic Report on 
pages 2 to 22. Future developments and prospects are also covered in the 
Strategic Report and further details of any post balance sheet events can be 
found in note 32 to the financial statements. Over 99 per cent of staff are 
employed in the South African coal mining industry - employment matters and 
health and safety are dealt with in the Strategic Report. 
 
The management report referred to in the Director's responsibilities statement 
encompasses this Directors' Report and Strategic Report on pages 2 to 22. 
 
Corporate responsibility 
 
Environment 
 
The environmental considerations of the group's South African coal mining 
operations are covered in the Strategic Report on pages 2 to 22. 
 
The group's UK activities are principally property investment whereby premises 
are provided for rent to retail businesses and a joint venture investment in a 
UK residential property development. 
 
The group seeks to provide those tenants with good quality premises from which 
they can operate in an efficient and environmentally friendly manner. Wherever 
possible, improvements, repairs and replacements are made in an environmentally 
efficient manner and waste re-cycling arrangements are in place at all the 
company's locations. 
 
Greenhouse Gas Emissions 
 
Details of the group's greenhouse gas emissions for the year ended 31 December 
2019 can be found on page 10 of the Strategic Report. 
 
Employment 
 
The group's policy is to attract staff and motivate employees by offering 
competitive terms of employment. The group provides equal opportunities to all 
employees and prospective employees including those who are disabled. The 
Strategic Report gives details of the group's activities and policies 
concerning the employment, training, health and safety and community support 
and social development concerning the group's employees in South Africa. 
 
Dividend policy 
 
An interim dividend for 2019 of 1p was paid on 7 February 2020 (Interim 2018: 
1p). The directors are not proposing the payment of a final dividend (2018: 3p) 
or a special dividend (2018: 2p) for 2019. 
 
The total dividend per ordinary share for 2019 will therefore be 1p (2018: 6p) 
per ordinary share. 
 
Investment properties and other properties 
 
The investment property portfolio is stated at its open market value of GBP 
11,565,000 at 31 December 2019 (2018: GBP13,045,000) as valued by professional 
external valuers. The open market value of the company's share of investment 
properties and development property inventory held at cost included within its 
investments in joint ventures is GBP4,553,000 (2018: GBP4,334,000). 
 
Financial instruments 
 
Note 22 to the financial statements sets out the risks in respect of financial 
instruments. The Board reviews and agrees overall treasury policies, delegating 
appropriate authority to the managing director.. Treasury operations are 
reported at each Board meeting and are subject to weekly internal reporting. 
 
Directors 
 
The directors of the company for the whole year were Sir Michael Heller, A R 
Heller, G J Casey, C A Joll, R J Grobler (a South African citizen), and J A 
Sibbald. 
 
The director retiring by rotation is Mr GJ Casey who offers himself for 
re-election. 
 
Mr GJ Casey has been an executive director of the company since 2010. He is 
chartered accountant and has a contract of employment determinable at three 
months' notice. The board recommends the re-election of GJ Casey. 
 
No director had any material interest in any contract or arrangement with the 
company during the year other than as shown in this report. 
 
Directors' shareholdings 
 
The interests of the directors in the shares of the company, including family 
and trustee holdings where appropriate, are shown on page 34 of the Annual 
Remuneration Report. 
 
 
Substantial interests 
 
The following have advised that they have an interest in 3 per cent. or more of 
the issued share capital of the company as at 5 June 2020: 
 
London & Associated Properties PLC - 4,432,618 shares representing 41.52 per 
cent. of the issued capital. (Sir Michael Heller is a director and shareholder 
of London & Associated Properties PLC). 
 
Sir Michael Heller -           330,117 shares representing 3.09 per cent. of the issued 
                               capital. 
 
A R Heller -                   785,012 shares representing 7.35 per cent. of the issued 
                               capital. 
 
Cavendish Asset Management     1,976,154 shares representing 18.51 per cent. of the issued 
Limited -                      share capital. 
 
James Hyslop -                 345,000 shares representing 3.23 per cent. of the issued 
                               share capital. 
 
Disclosure of information to auditor 
 
The directors in office at the date of approval of the financial statements 
have confirmed that as far as they are aware that there is no relevant audit 
information of which the auditor is unaware. Each of the directors has 
confirmed that they have taken all reasonable steps they ought to have taken as 
directors to make themselves aware of any relevant audit information and to 
establish that it has been communicated to the auditor. 
 
Indemnities and insurance 
 
The Articles of Association and Constitution of the company provide for them to 
indemnify, to the extent permitted by law, directors and officers (excluding 
the Auditor) of the companies, including officers of subsidiaries, and 
associated companies against liabilities arising from the conduct of the 
group's business. The indemnities are qualifying third-party indemnity 
provisions for the purposes of the UK Companies Act 2006 and each of these 
qualifying third-party indemnities was in force during the course of the 
financial year ended 31 December 2019 and as at the date of this Directors' 
report. No amount has been paid under any of these indemnities during the year. 
 
The group has purchased directors' and officers' insurance during the year. In 
broad terms, the insurance cover indemnifies individual directors and officers 
against certain personal legal liability and legal defence costs for claims 
arising out of actions taken in connection with group business. 
 
Corporate Governance 
 
The Board acknowledges the importance of good corporate governance. The 
paragraphs below set out how the company has applied this guidance during the 
year. 
 
Principles of corporate governance 
 
The group's Board appreciates the value of good corporate governance not only 
in the areas of accountability and risk management, but also as a positive 
contribution to business prosperity. The Board endeavours to apply corporate 
governance principles in a sensible and pragmatic fashion having regard to the 
circumstances of the group's business. The key objective is to enhance and 
protect shareholder value. 
 
Board structure 
 
During the year the Board comprised the executive chairman, the managing 
director, two other executive directors and two non-executive directors. Their 
details appear on page 23. The Board is responsible to shareholders for the 
proper management of the group. The Directors' responsibilities statement in 
respect of the accounts is set out on page 49. The non-executive directors have 
a particular responsibility to ensure that the strategies proposed by the 
executive directors are fully considered. To enable the Board to discharge its 
duties, all directors have full and timely access to all relevant information 
and there is a procedure for all directors, in furtherance of their duties, to 
take independent professional advice, if necessary, at the expense of the 
group. The Board has a formal schedule of matters reserved to it and meets 
bi-monthly. 
 
The Board is responsible for overall group strategy, approval of major capital 
expenditure projects and consideration of significant financing matters. 
 
The following Board committees, which have written terms of reference, deal 
with specific aspects of the group's affairs: 
 
*             The nomination committee is chaired by Christopher Joll and 
comprises the non-executive directors and the executive chairman. The committee 
is responsible for proposing candidates for appointment to the Board, having 
regard to the balance and structure of the Board. In appropriate cases 
recruitment consultants are used to assist the process. Each director is 
subject to re-election at least every three years. 
 
*             The remuneration committee is responsible for making 
recommendations to the Board on the company's framework of executive 
remuneration and its cost. The committee determines the contractual terms, 
remuneration and other benefits for each of the executive directors, including 
performance related bonus schemes, pension rights and compensation payments. 
The Board itself determines the remuneration of the non-executive directors. 
The committee comprises the non-executive directors. It is chaired by 
Christopher Joll. The company's executive chairman is normally invited to 
attend meetings. The report on directors' remuneration is set out on pages 37 
to 44. 
 
*             The audit committee comprises the two non-executive directors and 
is chaired by Christopher Joll. Its prime tasks are to review the scope of 
external audit, to receive regular reports from the company's auditor and to 
review the half-yearly and annual accounts before they are presented to the 
Board, focusing in particular on accounting policies and areas of management 
judgment and estimation. The committee is responsible for monitoring the 
controls which are in force to ensure the integrity of the information reported 
to the shareholders. The committee acts as a forum for discussion of internal 
control issues and contributes to the Board's review of the effectiveness of 
the group's internal control and risk management systems and processes. The 
committee also considers annually the need for an internal audit function. It 
advises the Board on the appointment of external auditors and on their 
remuneration for both audit and non-audit work, and discusses the nature and 
scope of the audit with the external auditors. The committee, which meets 
formally at least twice a year, provides a forum for reporting by the group's 
external auditors. 
 
Meetings are also attended, by invitation, by the company chairman, managing 
director and finance director. 
 
The audit committee also undertakes a formal assessment of the auditors' 
independence each year which includes: 
 
*             a review of non-audit services provided to the group and related 
fees; 
 
*             discussion with the auditors of a written report detailing 
consideration of any matters that could affect independence or the perception 
of independence; 
 
*             a review of the auditors' own procedures for ensuring the 
independence of the audit firm and partners and staff involved in the audit, 
including the regular rotation of the audit partner; and 
 
*             obtaining written confirmation from the auditors that, in their 
professional judgement, they are independent. 
 
The audit committee report is set out on page 46. 
 
An analysis of the fees payable to the external audit firm in respect of both 
audit and non-audit services during the year is set out in Note 5 to the 
financial statements. 
 
Performance evaluation - board, board committees and directors 
 
The performance of the board as a whole and of its committees and the 
non-executive directors is assessed by the chairman and the managing director 
and is discussed with the senior independent director. Their recommendations 
are discussed at the nomination committee prior to proposals for re-election 
being recommended to the Board. The performance of executive directors is 
discussed and assessed by the remuneration committee. The senior independent 
director meets regularly with the chairman and both the executive and 
non-executive directors individually outside of formal meetings. The directors 
will take outside advice in reviewing performance but have not found this 
necessary to date. 
 
Independent directors 
 
The senior independent non-executive director is Christopher Joll. The other 
independent non-executive director is John Sibbald. 
 
Christopher Joll has been a non-executive director for over nineteen years and 
John Sibbald has been a non-executive director for over thirty years. The Board 
encourages Christopher Joll and John Sibbald to act independently. The board 
considers that their length of service does not, and has not, resulted in their 
inability or failure to act independently. In the opinion of the Board, 
Christopher Joll and John Sibbald continue to fulfil their role as independent 
non-executive directors. 
 
The independent directors regularly meet prior to Board meetings to discuss 
corporate governance issues. 
 
Board and board committee meetings 
 
The number of meetings during 2019 and attendance at regular Board meetings and 
Board committees was as follows: 
 
                                                                             Meetings Meetings 
                                                                             held     Attended 
 
Sir Michael Heller       Board                                               5        5 
                         Nomination committee                                1        1 
                         Audit committee                                     2        2 
 
A R Heller               Board                                               5        5 
                         Audit committee                                     2        2 
 
G J Casey                Board                                               5        5 
                         Audit committee                                     2        2 
 
R J Grobler              Board                                               5        1 
 
C A Joll                 Board                                               5        5 
                         Audit committee                                     2        2 
                         Nomination committee                                1        1 
                         Remuneration committee                              1        1 
 
J A Sibbald              Board                                               5        5 
                         Audit committee                                     2        2 
                         Nomination committee                                1        1 
                         Remuneration committee                              1        1 
 
Internal control 
 
The directors are responsible for the group's system of internal control and 
review of its effectiveness annually. The Board has designed the group's system 
of internal control in order to provide the directors with reasonable assurance 
that its assets are safeguarded, that transactions are authorised and properly 
recorded and that material errors and irregularities are either prevented or 
would be detected within a timely period. However, no system of internal 
control can eliminate the risk of failure to achieve business objectives or 
provide absolute assurance against material misstatement or loss. 
 
The key elements of the control system in operation are: 
 
*             the Board meets regularly with a formal schedule of matters 
reserved to it for decision and has put in place an organisational structure 
with clearly defined lines of responsibility and with appropriate delegation of 
authority; 
 
*             there are established procedures for planning, approval and 
monitoring of capital expenditure and information systems for monitoring the 
group's financial performance against approved budgets and forecasts; 
 
*             UK property and financial operations are closely monitored by 
members of the Board and senior managers to enable them to assess risk and 
address the adequacy of measures in place for its monitoring and control. The 
South African operations are closely supervised by the UK based executives 
through daily, weekly and monthly reports from the directors and senior 
officers in South Africa. This is supplemented by monthly visits by the UK 
based finance director to the South African operations which include checking 
the integrity of information supplied to the UK. The directors are guided by 
the internal control guidance for directors issued by the Institute of 
Chartered Accountants in England and Wales. 
 
During the period, the audit committee has reviewed the effectiveness of 
internal control as described above. The Board receives periodic reports from 
its committees. 
 
There were no significant issues identified during the year ended 31 December 
2019 (and up to the date of approval of the report) concerning material 
internal control issues. The directors confirm that the Board has reviewed the 
effectiveness of the system of internal control as described during the period. 
 
Communication with shareholders 
 
Communication with shareholders is a matter of priority. Extensive information 
about the group and its activities is given in the Annual Report, which is made 
available to shareholders. Further information is available on the company's 
website, www.bisichi.co.uk. There is a regular dialogue with institutional 
investors. Enquiries from individuals on matters relating to their 
shareholdings and the business of the group are dealt with informatively and 
promptly. 
 
Takeover directive 
 
The company has one class of share capital, ordinary shares. Each ordinary 
share carries one vote. All the ordinary shares rank pari passu. There are no 
securities issued in the company which carry special rights with regard to 
control of the company. The identity of all substantial direct or indirect 
holders of securities in the company and the size and nature of their holdings 
is shown under the "Substantial interests" section of this report above. 
 
A relationship agreement dated 15 September 2005 (the "Relationship Agreement") 
was entered into between the company and London & Associated Properties PLC 
("LAP") in regard to the arrangements between them whilst LAP is a controlling 
shareholder of the company. The Relationship Agreement includes a provision 
under which LAP has agreed to exercise the voting rights attached to the 
ordinary shares in the company owned by LAP to ensure the independence of the 
Board of directors of the company. 
 
Other than the restrictions contained in the Relationship Agreement, there are 
no restrictions on voting rights or on the transfer of ordinary shares in the 
company. The rules governing the appointment and replacement of directors, 
alteration of the articles of association of the company and the powers of the 
company's directors accord with usual English company law provisions. Each 
director is re-elected at least every three years. The company is not party to 
any significant agreements that take effect, alter or terminate upon a change 
of control of the company following a takeover bid. The company is not aware of 
any agreements between holders of its ordinary shares that may result in 
restrictions on the transfer of its ordinary shares or on voting rights. 
 
There are no agreements between the company and its directors or employees 
providing for compensation for loss of office or employment that occurs because 
of a takeover bid. 
 
The Bribery Act 2010 
 
The Bribery Act 2010 came into force on 1 July 2011, and the Board took the 
opportunity to implement a new Anti-Bribery Policy. The company is committed to 
acting ethically, fairly and with integrity in all its endeavours and 
compliance of the code is closely monitored. 
 
Annual General Meeting 
 
The annual general meeting of the company ("Annual General Meeting") will be 
held at 24 Bruton Place, London W1J 6NE on Thursday, 9 July 2020 at 11.00 a.m. 
Resolutions 1 to 7 will be proposed as ordinary resolutions. More than 50 per 
cent. of shareholders' votes cast must be in favour for those resolutions to be 
passed. 
 
The directors consider that all of the resolutions to be put to the meeting are 
in the best interests of the company and its shareholders as a whole. The Board 
recommends that shareholders vote in favour of all resolutions. 
 
Please note that the following paragraph is a summary of resolution 7 to be 
proposed at the Annual General Meeting and not the full text of the resolution. 
You should therefore read this section in conjunction with the full text of the 
resolutions contained in the notice of Annual General Meeting. 
 
Directors' authority to allot shares (Resolution 7) 
 
In certain circumstances it is important for the company to be able to allot 
shares up to a maximum amount without needing to seek shareholder approval 
every time an allotment is required. Paragraph 7.1.1 of resolution 7 would give 
the directors the authority to allot shares in the company and grant rights to 
subscribe for, or convert any security into, shares in the company up to an 
aggregate nominal value of GBP355,894. This represents approximately 1/3 (one 
third) of the ordinary share capital of the company in issue (excluding 
treasury shares) at 5 June 2020 (being the last practicable date prior to the 
publication of this Directors' Report). Paragraph 7.1.2 of resolution 7 would 
give the directors the authority to allot shares in the company and grant 
rights to subscribe for, or convert any security into, shares in the company up 
to a further aggregate nominal value of GBP355,894, in connection with a 
pre-emptive rights issue. This amount represents approximately 1/3 (one third) 
of the ordinary share capital of the company in issue (excluding treasury 
shares) at 5 June 2020 (being the last practicable date prior to the 
publication of this Directors' Report). 
 
Therefore, the maximum nominal value of shares or rights to subscribe for, or 
convert any security into, shares which may be allotted or granted under 
resolution 7 is GBP711,788. Resolution 7 complies with guidance issued by the 
Investment Association (IA). 
 
The authority granted by resolution 7 will expire on 31 August 2021 or, if 
earlier, the conclusion of the next annual general meeting of the company. The 
directors have no present intention to make use of this authority. However, if 
they do exercise the authority, the directors intend to follow emerging best 
practice as regards its use as recommended by the IA. 
 
Donations 
 
No political donations were made during the year (2018: GBPnil). 
 
Going concern 
 
The group's business activities, together with the factors likely to affect its 
future development are set out in the Chairman's Statement on the preceding 
page 2, the Mining Review on pages 6 to 7 and its financial position is set out 
on page 23 of the Strategic Report. In addition Note 22 to the financial 
statements includes the group's treasury policy, interest rate risk, liquidity 
risk, foreign exchange risks and credit risk. 
 
In South Africa, the Covid-19 pandemic continues to have an impact on the 
Group's South African mining operations. In terms of business continuity, the 
Group's entities have remained in operation as the entities have been 
classified as essential businesses. Although the final impact of Covid-19 is 
uncertain, the directors have assessed the expected range of impact of the 
pandemic on its cashflow forecasts and have a reasonable expectation that the 
mine will retain adequate levels of cash to remain in operation for the 
foreseeable future. 
 
In addition, a structured trade finance facility with Absa Bank Limited for 
R100million is held by Sisonke Coal Processing (Pty) Limited, a 100% subsidiary 
of Black Wattle Colliery (Pty) Limited. This facility comprises of a 
R100million revolving facility to cover the working capital requirements of the 
group's South African operations. The facility is renewable annually at 25 
January and is secured against inventory, debtors and cash that are held in the 
group's South African operations. The Directors do not foresee any reason why 
the facility will not continue to be renewed at the next renewal date, in line 
with prior periods and based on their banking relationships. As a consequence, 
the directors believe that the group is well placed to manage its South African 
business risks successfully. 
 
In the UK, both rental and investment income have been negatively impacted by 
the pandemic. Although the final impact of the pandemic is uncertain, the 
directors have assessed the range of expected impact of the pandemic on its UK 
and Group cashflow forecasts. The forecasts demonstrate that the group has 
sufficient resources to meet its liabilities as they fall due for at least the 
next 12 months, from the approval of the financial statements, including those 
related to the Group's UK Loan facility outlined below. 
 
During the year, a GBP6 million term loan facility was repaid in December 2019 
that was held with Santander Bank PLC. At the same time in December 2019 the 
Group entered into a new 5 year term facility of GBP3.9m with Julian Hodge Bank 
Limited at an initial LTV of 40%. The loan is secured against the company's UK 
retail property portfolio. The amount repayable on the loan at year end was GBP 
3.9million. The debt package has a five year term and is repayable at the end 
of the term. The interest cost of the loan is 4.0 % above LIBOR. Although the 
final impact of the Covid-19 pandemic on the new facility's banking covenants 
is uncertain, the directors have a reasonable expectation that the group has 
adequate financial resources at short notice, including cash and listed equity 
investments, to ensure the existing facility's covenants are met on an ongoing 
basis. 
 
As a result of the banking facilities held as well as the acceptable levels of 
cash expected to be held by the group over the next 12 months, the Directors 
believe that the group has adequate resources to continue in operational 
existence for the foreseeable future and that the group is well placed to 
manage its business risks. Thus they continue to adopt the going concern basis 
of accounting in preparing the annual financial statements. 
 
By order of the board 
 
G.J Casey 
Secretary 
 
24 Bruton Place 
London W1J 6NE 
 
5 June 2020 
 
 
 
 
Governance 
 
Statement of the Chairman of the remuneration committee 
 
The remuneration committee presents its report for the year ended 31 December 
2019, which this year is presented in two parts in accordance with the 
regulations. 
 
The first part is the Annual Remuneration Report which details remuneration 
awarded to directors and non-executive directors during the year. The 
shareholders will be asked to approve the Annual Remuneration Report as an 
ordinary resolution (as in previous years) at the AGM in July 2020. 
 
The current remuneration policy, which details the remuneration policy for 
directors, can be found at www.bisichi.co.uk. The current remuneration policy 
was subject to a binding vote which was approved by shareholders at the AGM in 
June 2017. The approval will continue to apply for a 3 year period up to the 
AGM on 9 July 2020. The remuneration committee considered the overall 
performance of the group as well as of each director in the year ended 31 
December 2019 and remuneration including bonuses were awarded in line with the 
performance conditions of the remuneration policy. 
 
The second part, is the new remuneration policy report which can be found on 
page 40. The new remuneration policy is largely in line with the previous 
policy and is subject to a binding vote which will be proposed to shareholders 
at the AGM on 9 July 2020. Once approved, the approval of the new policy will 
apply for a 3 year period effective from the conclusion of the AGM on 9 July 
2020. 
 
Both the above reports have been prepared in accordance with The Large & 
Medium-sized Companies and Groups (Accounts and Reports) (Amendment) 
Regulations 2013. 
 
The company's auditors, BDO LLP are required by law to audit certain 
disclosures and where disclosures have been audited they are indicated as such. 
 
Christopher Joll 
Chairman - remuneration committee 
 
24 Bruton Place 
London W1J 6NE 
 
5 June 2020 
 
 
 
 
Governance 
 
Annual remuneration report 
 
The following information has been audited: 
 
Single total figure of remuneration for the year ended 31 December 2019: 
 
                             Salaries Bonuses Benefits Pension   Total   Share   Total 
                             and Fees   GBP'000    GBP'000   GBP'000  before options    2019 
                                GBP'000                            Share   GBP'000   GBP'000 
                                                               options 
                                                                 GBP'000 
 
Executive Directors 
 
Sir Michael Heller                 83     200        0       -     283       -     283 
 
A R Heller                        495     500       40       -   1,035       -   1,035 
 
G J Casey                         149     200       17      20     386       -     386 
 
R Grobler                         208     195       12      16     431       -     431 
 
Non-Executive Directors 
 
C A Joll*                          38       -        -       -      38       -      38 
 
J A Sibbald*                        3       -        3       -       6       -       6 
 
Total                             976   1,095       72      36   2,179       -   2,179 
 
*Members of the remuneration committee for the year ended 31 December 2019 
 
Single total figure of remuneration for the year ended 31 December 2018: 
 
                             Salaries Bonuses Benefits Pension   Total   Share   Total 
                             and Fees   GBP'000    GBP'000   GBP'000  before options    2018 
                                GBP'000                            Share   GBP'000   GBP'000 
                                                               options 
                                                                 GBP'000 
 
Executive Directors 
 
Sir Michael Heller                 82     200        2       -     284       -     284 
 
A R Heller                        495     500       71       5   1,071       2   1,073 
 
G J Casey                         143     200       28      20     391       2     393 
 
R Grobler                         201     137       27      14     379       -     379 
 
Non-Executive Directors 
 
C A Joll*                          33       -        -       -      33       -      33 
 
J A Sibbald*                        2       -        3       -       5       -       5 
 
Total                             956   1,037      131      39   2,163       4   2,167 
 
*Members of the remuneration committee for the year ended 31 December 2018 
 
Summary of directors' terms                                 Date of      Unexpired  Notice 
                                                            contract     term       period 
 
Executive directors 
 
Sir Michael Heller                                          November     Continuous 6 
                                                            1972                    months 
 
A R Heller                                                  January 1994 Continuous 3 
                                                                                    months 
 
G J Casey                                                   June 2010    Continuous 3 
                                                                                    months 
 
R J Grobler                                                 April 2008   Continuous 3 
                                                                                    months 
 
Non-executive directors 
 
C A Joll                                                    February     Continuous 3 
                                                            2001                    months 
 
J A Sibbald                                                 October 1988 Continuous 3 
                                                                                    months 
 
Pension schemes and incentives 
 
Two (2018: Three) directors have benefits under money purchase pension schemes. 
Contributions in 2019 were GBP36,640 (2018: GBP39,000), see table above. 
 
Scheme interests awarded during the year 
 
During the year no share options were granted under share option schemes. 
 
Share option schemes 
 
The company currently has only one Unapproved Share Option Scheme which is not 
subject to HM revenue and Customs (HMRC) approval. The 2012 scheme was approved 
by the remuneration committee of the company on 28 September 2012. 
 
                          Number of share 
                          options 
 
                          Option  1       Options      31       Exercisable Exercisable 
                          price*  January granted/(    December from        to 
                                  2019    Surrendered) 2019 
                                          in 
                                          2019 
 
The 2012 Scheme 
 
A R Heller                87.01p  150,000 -            150,000  18/09/2015  17/09/2025 
 
A R Heller                73.50p  150,000 -            150,000  06/02/2018  06/02/2028 
 
G J Casey                 87.01p  150,000 -            150,000  18/09/2015  17/09/2025 
 
G J Casey                 73.50p  230,000 -            230,000  06/02/2018  06/02/2028 
 
*Middle market price at date of grant 
 
No consideration is payable for the grant of options under the 2012 Unapproved 
Share Option Scheme. There are no performance or service conditions attached to 
the 2012 Unapproved Share Option scheme. 
 
Payments to past directors 
 
No payments were made to past directors in the year ended 31 December 2019 
(2018: GBPnil). 
 
Payments for loss of office 
 
No payments for loss of office were made in the year ended 31 December 2019 
(2018: GBPnil). 
 
 
 
 
Statement of Directors' shareholding and share interest 
 
Directors' interests 
 
The interests of the directors in the shares of the company, including family 
and trustee holdings where appropriate, were as follows: 
 
                                              Beneficial          Non-beneficial 
 
                                              31.12.2019 1.1.2019 31.12.2019 1.1.2019 
 
Sir Michael Heller                            148,783    148,783  181,334    181,334 
 
A R Heller                                    785,012    785,012  -          - 
 
C A Joll                                      -          -        -          - 
 
J A Sibbald                                   -          -        -          - 
 
R J Grobler                                   -          -        -          - 
 
G J Casey                                     40,000     40,000   -          - 
 
 
The following section is unaudited. 
 
The following graph illustrates the company's performance compared with a broad 
equity market index over a ten year period. Performance is measured by total 
shareholder return. The directors have chosen the FTSE All Share Mining index 
as a suitable index for this comparison as it gives an indication of 
performance against a spread of quoted companies in the same sector. 
 
The middle market price of Bisichi PLC ordinary shares at 31 December 2019 was 
109p (2018: 92.5p). During the year the share price ranged between 85p and 
129p. 
 
 
 
 
Remuneration of the Managing Director over the last ten years 
 
The table below demonstrates the remuneration of the holder of the office of 
Managing Director for the last ten years for the period from 1 January 2010 to 
31 December 2019. 
 
Year             Managing                        Managing     Annual      Long-term 
                 Director                        Director     bonus       incentive 
                                                 Single total payout      vesting 
                                                 figure of    against     rates 
                                                 remuneration maximum     against 
                                                 GBP'000        opportunity maximum 
                                                              *           opportunity 
                                                              %           * 
                                                                          % 
 
2019             A R Heller                      1,035        34%         N/A 
 
2018             A R Heller                      1,073        34%         N/A 
 
2017             A R Heller                      898          25%         N/A 
 
2016             A R Heller                      850          22%         N/A 
 
2015             A R Heller                      912          22%         N/A 
 
2014             A R Heller                      862          22%         N/A 
 
2013             A R Heller                      614          N/A         N/A 
 
2012             A R Heller                      721          N/A         N/A 
 
2011             A R Heller                      626          N/A         N/A 
 
2010             A R Heller                      568          N/A         N/A 
 
Bisichi PLC does not have a Chief Executive so the table includes the 
equivalent information for the Managing Director. 
 
*There were no formal criteria or conditions to apply in determining the amount 
of bonus payable or the number of shares to be issued prior to 2014. 
 
 
Percentage change in remuneration of director undertaking role of Managing 
Director 
 
                                       Managing Director       UK based employees 
                                       GBP'000                   GBP'000 
 
                                       2019    2018    %       2019    2018    % 
                                                       change                  change 
 
Base salary                            495     495     0%      231     225     3% 
 
Benefits                               40      71      -44 %   17      30      -43% 
 
Bonuses                                500     500     0%      400     400     0% 
 
Bisichi PLC does not have a Chief Executive so the table includes the 
equivalent information for the Managing Director. The comparator group chosen 
is all UK based employees as the remuneration committee believe this provides 
the most accurate comparison of underlying increases based on similar annual 
bonus performances utilised by the group. 
 
Relative importance of spend on pay 
 
The total expenditure of the group on remuneration to all employees (see Notes 
29 and 9 to the financial statements) is shown below: 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
Employee remuneration                                                     7,783   7,335 
 
Distribution to shareholders                                                107     641 
 
Statement of implementation of new remuneration policy 
 
The new remuneration policy will be approved at the AGM on 9 July 2020. The 
policy will take effect from the conclusion of the AGM and will apply for 3 
years unless changes are deemed necessary by the remuneration committee. The 
company may not make a remuneration payment or payment for loss of office to a 
person who is, is to be, or has been a director of the company unless that 
payment is consistent with the approved remuneration policy, or has otherwise 
been approved by a resolution of members. 
 
Consideration by the directors of matters relating to directors' remuneration 
 
The remuneration committee considered the executive directors remuneration and 
the board considered the non-executive directors remuneration in the year ended 
31 December 2019. 
 
 
 
Shareholder voting 
 
At the Annual General Meeting on 11 June 2019, there was an advisory vote on 
the resolution to approve the remuneration report, other than the part 
containing the remuneration policy. In addition, on 7 June 2017 there was a 
binding vote on the resolution to approve the current remuneration policy the 
results of which are detailed below: 
 
                                                             % of   % of votes    No of 
                                                            votes      against    votes 
                                                              for              withheld 
 
Resolution to approve the Remuneration Report (11 June        70%          30%    2,304 
2019) 
 
Resolution to approve the Remuneration Policy (7 June      74.77%       25.16%        - 
2017) 
 
The remuneration committee and directors have considered the percentage of 
votes against the resolutions to approve the remuneration report and policy. 
Reasons given by shareholders, as known by the directors, have been the level 
of remuneration awarded and the general remuneration policy itself. The 
remuneration committee consider the remuneration policy and performance 
conditions within remain appropriate and therefore no further action has been 
taken. 
 
Service contracts 
 
All executive directors have full-time contracts of employment with the 
company. Non-executive directors have contracts of service. No director has a 
contract of employment or contract of service with the company, its joint 
venture or associated companies with a fixed term which exceeds twelve months. 
Directors notice periods (see page 33 of the annual remuneration report) are 
set in line with market practice and of a length considered sufficient to 
ensure an effective handover of duties should a director leave the company. 
 
All directors' contracts as amended from time to time, have run from the date 
of appointment. Service contracts are kept at the registered office. 
 
Remuneration policy table 
 
The remuneration policy table below is an extract of the group's current 
remuneration policy on directors' remuneration, which was approved by a binding 
vote at the 2017 AGM. The approved policy took effect from 7 June 2017. A copy 
of the full policy can be found at www.bisichi.co.uk. 
 
Element  Purpose        Policy               Operation            Opportunity and performance 
                                                                  conditions 
 
Executive directors 
 
Base     To recognise:  Considered by     Reviewed annually       No individual director will 
salary   Skills         remuneration      Paid monthly in cash    be awarded a base salary in 
         Responsibility committee on                              excess of GBP700,000 per 
         Accountability appointment.                              annum. 
         Experience     Set at a level                            No specific performance 
         Value          considered                                conditions are attached to 
                        appropriate to                            base salaries. 
                        attract, retain 
                        motivate and 
                        reward the right 
                        individuals. 
 
Pension  To provide     Company           The contribution        Company contribution offered 
         competitive    contribution      payable by the company  at up to 10% of base salary 
         retirement     offered at up to  is included in the      as part of overall 
         benefits       10% of base       director's contract of  remuneration package. 
                        salary as part of employment.             No specific performance 
                        overall           Paid into money         conditions are attached to 
                        remuneration      purchase schemes        pension contributions 
                        package. 
 
 
Benefits To provide a   Contractual       The committee retains   The costs associated with 
         competitive    benefits can      the discretion to       benefits offered are closely 
         benefits       include but are   approve changes in      controlled and reviewed on 
         package        not limited to:   contractual benefits in an annual basis. 
                        Car or car        exceptional             No director will receive 
                        allowance         circumstances or where  benefits of a value in 
                        Group health      factors outside the     excess of 30% of his base 
                        cover             control of the Group    salary. 
                        Death in service  lead to increased costs No specific performance 
                        cover             (e.g. medical           conditions are attached to 
                        Permanent health  inflation)              contractual benefits. 
                        insurance                                 The value of benefits for 
                                                                  each director for the year 
                                                                  ended 31 December 2019 is 
                                                                  shown in the table on page 
                                                                  32. 
 
Annual   To reward and  In assessing the  The remuneration        The current maximum bonus 
Bonus    incentivise    performance of    committee determines    opportunity will not exceed 
                        the executive     the level of bonus on   200% of base salary in any 
                        team, and in      an annual basis         one year, but the 
                        particular to     applying such           remuneration committee 
                        determine whether performance conditions  reserves the power to award 
                        bonuses are       and performance         up to 300% in an exceptional 
                        merited the       measures as             year. 
                        remuneration      it considers            Performance conditions will 
                        committee takes   appropriate             be assessed on an annual 
                        into account the                          basis. The performance 
                        overall                                   measures applied may be 
                        performance of                            financial, non-financial, 
                        the business.                             corporate, divisional or 
                        Bonuses are                               individual and in such 
                        generally offered                         proportion as the 
                        in cash                                   remuneration committee 
                                                                  considers appropriate 
 
Share    To provide     Granted under     Offered at appropriate  Entitlement to share options 
Options  executive      existing schemes  times by the            is not subject to any 
         directors with (see page 33)     remuneration committee  specific performance 
         a long-term                                              conditions. 
         interest in                                              Share options will be 
         the company                                              offered by the remuneration 
                                                                  committee as appropriate. 
                                                                  The aggregate number of 
                                                                  shares over which options 
                                                                  may be granted under all of 
                                                                  the company's option schemes 
                                                                  (including any options and 
                                                                  awards granted under the 
                                                                  company's employee share 
                                                                  plans) in any period of ten 
                                                                  years, will not exceed, at 
                                                                  the time of grant, 10% of 
                                                                  the ordinary share capital 
                                                                  of the company from time to 
                                                                  time. In determining the 
                                                                  limits no account shall be 
                                                                  taken of any shares where 
                                                                  the right to acquire the 
                                                                  shares has been released, 
                                                                  lapsed or has otherwise 
                                                                  become incapable of 
                                                                  exercise. 
                                                                  The company currently has 
                                                                  one Share Option Scheme (see 
                                                                  page 33). 
                                                                  For the 2012 scheme the 
                                                                  remuneration committee has 
                                                                  the ability to impose 
                                                                  performance criteria in 
                                                                  respect of any new share 
                                                                  options granted, however 
                                                                  there is no requirement to 
                                                                  do so. There are no 
                                                                  performance conditions 
                                                                  attached to the options 
                                                                  already issued under the 
                                                                  2012 scheme. 
 
Non-executive directors 
 
Base     To recognise:  Considered by the    Reviewed annually    No individual director will 
salary   Skills         board on                                  be awarded a base salary in 
         Experience     appointment.                              excess of GBP40,000 per annum. 
         Value          Set at a level                            No specific performance 
                        considered                                conditions are attached to 
                        appropriate to                            base salaries. 
                        attract, retain and 
                        motivate the 
                        individual. 
                        Experience and time 
                        required for the 
                        role are considered 
                        on appointment. 
 
 
 
Pension                 No pension offered 
 
Benefits                No benefits offered  The committee        The costs associated with 
                        except               retains the          the benefit offered is 
                        to one non-executive discretion to        closely controlled and 
                        director who is      approve changes in   reviewed on an annual basis. 
                        eligible for health  contractual benefits No director will receive 
                        cover (see annual    in exceptional       benefits of a value in 
                        remuneration report  circumstances or     excess of 30% of his base 
                        page 32)             where factors        salary. 
                                             outside the control  No specific performance 
                                             of the Group lead to conditions are attached to 
                                             increased costs      contractual benefits. 
                                             (e.g. medical 
                                             inflation) 
 
Share                   Non-executive 
Options                 directors do not 
                        participate in the 
                        share option schemes 
 
 
 
Remuneration Policy 
 
 
The remuneration policy below is the group's new remuneration policy on 
directors' remuneration, which will be proposed for a binding vote at the 2020 
AGM. If approved it is intended that the policy take effect from the conclusion 
of the AGM on 9 July 2020, and will apply to remuneration determined on or 
after that date. The previously determined remuneration (determined under the 
company's remuneration policy approved at the 2017 AGM) will continue to apply 
until that time. 
 
The remuneration of the Company's executive directors is determined by the 
remuneration committee. In the decision making process for the determination, 
review and implementation of the company's remuneration policy, the 
remuneration committee has taken the following into account: 
 
* The need to attract, retain and motivate individuals of a calibre who will 
ensure successful leadership and management of the company 
 
* The group's general aim of seeking to reward all employees fairly according 
to the nature of their role and their performance 
 
* Remuneration packages offered by similar companies within the same sector 
 
* The need to align the interests of shareholders as a whole with the long-term 
growth of the group 
 
* The need to align the determination, review and implementation of the 
company's remuneration policy with the long term strategy and success of the 
business. 
 
* The need to be flexible and adjust with operational changes throughout the 
term of this policy 
 
* The need to ensure a link between remuneration and the long terms success of 
the group; and 
 
* The need to consider factors beyond the control of management in determining 
final outcomes. 
 
The remuneration of non-executive directors is determined by the board, and 
takes into account additional remuneration for services outside the scope of 
the ordinary duties of non-executive directors. 
 
In determining the remuneration for each executive director, the remuneration 
committee has, and in the determination of the fees payable to non-executive 
directors, the Board has, had regard to potential conflicts of interest in the 
decision making process, and has sought to mitigate these as far as is possible 
given the company's size, nature and stage of operations. 
 
The remuneration policy contains no significant revisions compared with the 
previous policy. 
 
 
Future Policy Table 
 
Element  Purpose        Policy               Operation            Opportunity and performance 
                                                                  conditions 
 
Executive directors 
 
Base     To recognise:  Considered by     Reviewed annually       No individual director will 
salary   Skills         remuneration      Paid monthly in cash    be awarded a base salary in 
         Responsibility committee on                              excess of GBP700,000 per 
         Accountability appointment.                              annum. 
         Experience     Set at a level                            No specific performance 
         Value          considered                                conditions are attached to 
                        appropriate to                            base salaries. 
                        attract, retain 
                        motivate and 
                        reward the right 
                        individuals. 
 
Pension  To provide     Company           The contribution        Company contribution offered 
         competitive    contribution      payable by the company  at up to 10% of base salary 
         retirement     offered at up to  is included in the      as part of overall 
         benefits       10% of base       director's contract of  remuneration package. 
                        salary as part of employment.             No specific performance 
                        overall           Paid into money         conditions are attached to 
                        remuneration      purchase schemes        pension contributions. 
                        package. 
 
Benefits To provide a   Contractual       The committee retains   The costs associated with 
         competitive    benefits can      absolute discretion to  benefits offered are closely 
         benefits       include but are   approve changes in      controlled and reviewed on 
         package        not limited to:   contractual benefits in an annual basis. 
                        Car or car        exceptional             No director will receive 
                        allowance         circumstances or where  benefits of a value in 
                        Group health      factors outside the     excess of 30% of his base 
                        cover             control of the Group    salary. 
                        Death in service  lead to increased costs No specific performance 
                        cover             (e.g. medical           conditions are attached to 
                        Permanent health  inflation)              contractual benefits. 
                        insurance                                 The value of benefits for 
                                                                  each director for the year 
                                                                  ended 31 December 2019 is 
                                                                  shown in the table on page 
                                                                  32. 
 
Annual   To reward and  In assessing the  The remuneration        The current maximum bonus 
Bonus    incentivise    performance of    committee determines    opportunity will not exceed 
                        the executive     the level of bonus on   200% of base salary in any 
                        team, and in      an annual basis         one year, but the 
                        particular to     applying such           remuneration committee 
                        determine whether performance conditions  reserves the power to award 
                        bonuses are       and performance         up to 300% in an exceptional 
                        merited the       measures as             year. 
                        remuneration      it considers            There is no formal framework 
                        committee takes   appropriate             by which the company 
                        into account the                          assesses performance and 
                        overall                                   performance conditions and 
                        performance of                            measures will be assessed on 
                        the business.                             an annual basis by the 
                        Bonuses are                               remuneration committee. In 
                        generally offered                         determining the level of the 
                        in cash                                   bonus, the remuneration 
                                                                  committee will take into 
                                                                  account internal and 
                                                                  external factors and 
                                                                  circumstances that occur 
                                                                  during the year under 
                                                                  review. The performance 
                                                                  measures applied may be 
                                                                  financial, non-financial, 
                                                                  corporate, divisional or 
                                                                  individual and in such 
                                                                  proportion as the 
                                                                  remuneration committee 
                                                                  considers appropriate to the 
                                                                  prevailing circumstances. 
                                                                  The company does not 
                                                                  consider, given the 
                                                                  company's size, nature and 
                                                                  stage of operations that a 
                                                                  formal framework is 
                                                                  required. 
 
Share    To provide     Granted under     Offered at appropriate  Entitlement to share options 
Options  executive      existing schemes  times by the            is not subject to any 
         directors with (see page 33)     remuneration committee  specific performance 
         a long-term                                              conditions. 
         interest in                                              Share options will be 
         the company                                              offered by the remuneration 
                                                                  committee as appropriate 
                                                                  taking into account the 
                                                                  factors considered above in 
                                                                  the decision making process 
                                                                  in determining remuneration 
                                                                  policy. 
                                                                  The aggregate number of 
                                                                  shares over which options 
                                                                  may be granted under all of 
                                                                  the company's option schemes 
                                                                  (including any options and 
                                                                  awards granted under the 
                                                                  company's employee share 
                                                                  plans) in any period of ten 
                                                                  years, will not exceed, at 
                                                                  the time of grant, 10% of 
                                                                  the ordinary share capital 
                                                                  of the company from time to 
                                                                  time. In determining the 
                                                                  limits no account shall be 
                                                                  taken of any shares where 
                                                                  the right to acquire the 
                                                                  shares has been released, 
                                                                  lapsed or has otherwise 
                                                                  become incapable of 
                                                                  exercise. 
                                                                  The company currently has 
                                                                  one Share Option Scheme (see 
                                                                  page 33). 
                                                                  For the 2012 scheme the 
                                                                  remuneration committee has 
                                                                  the ability to impose 
                                                                  performance criteria in 
                                                                  respect of any new share 
                                                                  options granted, however 
                                                                  there is no requirement to 
                                                                  do so. There are no 
                                                                  performance conditions 
                                                                  attached to the options 
                                                                  already issued under the 
                                                                  2012 scheme, the options 
                                                                  vest on issue and there are 
                                                                  no minimum hold periods for 
                                                                  the resulting shares issued 
                                                                  on exercise of the option. 
 
Non-executive directors 
 
Base     To recognise:  Considered by the    Reviewed annually    No individual director will 
salary   Skills         board on                                  be awarded a base salary in 
         Experience     appointment.                              excess of GBP60,000 per annum. 
         Value          Set at a level                            No specific performance 
                        considered                                conditions are attached to 
                        appropriate to                            base salaries. 
                        attract, retain and 
                        motivate the 
                        individual. 
                        Experience and time 
                        required for the 
                        role are considered 
                        on appointment. 
 
 
 
Pension                 No pension offered 
 
Benefits                No benefits offered  The committee        The costs associated with 
                        except               retains the          the benefit offered is 
                        to one non-executive discretion to        closely controlled and 
                        director who is      approve changes in   reviewed on an annual basis. 
                        eligible for health  contractual benefits No director will receive 
                        cover (see annual    in exceptional       benefits of a value in 
                        remuneration report  circumstances or     excess of 30% of his base 
                        page 32)             where factors        salary. 
                                             outside the control  No specific performance 
                                             of the Group lead to conditions are attached to 
                                             increased costs      contractual benefits. 
                                             (e.g. medical 
                                             inflation) 
 
Share                   Non-executive 
Options                 directors do not 
                        participate in the 
                        share option schemes 
 
 
 
Notes to the future policy table 
 
In order to ensure that shareholders have sufficient clarity over director 
remuneration levels, the company has, where possible, specified a maximum that 
may be paid to a director in respect of each component of remuneration. The 
remuneration committee consider the performance measures outlined in the table 
above to be appropriate measures of performance and that the KPI's chosen align 
the interests of the directors and shareholders. 
 
Details of remuneration of other company employees can be found in Note 29 to 
the financial statements. Any differences in the types of remuneration 
available for directors and other employees reflect common practice and market 
norms. The bonus targets for general employees of the Group are more focused on 
annual targets that further the company's interests. The maximum bonus 
opportunity for employees and directors alike is based on the seniority and 
responsibility of the role undertaken. 
 
Remuneration scenarios 
 
An indication of the possible level of remuneration that would be received by 
each Executive Director in the year commencing 1 January 2020 in accordance 
with the directors' remuneration policy is shown below. All performance targets 
relate to one financial year, and therefore there are no targets which would be 
impacted by share price appreciation. 
 
Sir Michael Heller 
 
AR Heller 
 
GJ Casey 
 
R Grobler 
 
 
 
Assumptions 
 
Minimum 
 
Consists of base salary, benefits and pension. Base salary, benefits and 
pension for 2020 are assumed at the levels included in the single total figure 
remuneration table for the year ended 31 December 2019 on page 32. 
 
On target 
 
Based on the average percentage bonus awarded to the individual in the three 
years ending on 31 December 2019. As outlined in the policy table above, the 
remuneration committee has discretion to award bonuses of up to 200% of base 
salary in any one year (up to 300% in an exceptional year). Base salary, 
benefits and pension for 2020 are assumed at the levels included in the single 
total figure remuneration table for the year ended 31 December 2019 on page 32. 
 
Maximum 
 
Based on maximum remuneration receivable of 300% of base salary awarded as 
bonus in an exceptional year. Base salary, benefits and pension for 2020 are 
assumed at the levels included in the single total figure remuneration table 
for the year ended 31 December 2019 on page 32. 
 
Approach to recruitment remuneration 
 
All appointments to the board are made on merit. The components of a new 
director's remuneration package (who is recruited within the life of the 
approved remuneration policy) would comprise base salary, pension, benefits, 
annual bonus and opportunity to be granted share options as outlined above and 
the company's approach to such appointments are detailed with in the future 
policy table above. The company will pay such levels of remuneration to new 
directors that would enable the company to attract appropriately skilled and 
experienced individuals that is not in the opinion of the remuneration 
committee excessive. The company has no pre-determined policy for buyouts of 
previous awards, and each case will be determined on merit, having regard to 
all relevant circumstances at the time. 
 
Service contracts 
 
All executive directors have full-time contracts of employment with the 
company. Non-executive directors have contracts of service. No director has a 
contract of employment or contract of service with the company, its joint 
venture or associated companies with a fixed term which exceeds twelve months. 
Directors' notice periods (see page 33 of the annual remuneration report) are 
set in line with market practice and of a length considered sufficient to 
ensure an effective handover of duties should a director leave the company. All 
directors' contracts as amended from time to time, have run from the date of 
appointment. Service contracts are kept at the registered office. 
 
Policy on payment for loss of office 
 
There are no contractual provisions agreed prior to 27 June 2012 that could 
impact on a termination payment. Termination payments will be calculated in 
accordance with the existing contract of employment or service contract. It is 
the policy of the remuneration committee to issue employment contracts to 
executive directors with normal commercial terms and without extended terms of 
notice which could give rise to extraordinary termination payments. The board 
retains the discretion to make additional (ex-gratia) payments on termination 
should it be appropriate in all the circumstances. 
 
Consideration of employment conditions elsewhere in the Group 
 
In setting this policy for directors' remuneration the remuneration committee 
has been mindful of the company's objective to reward all employees fairly 
according to their role, performance and market forces. In setting the policy 
for Directors' remuneration the remuneration committee has considered the pay 
and employment conditions of the other employees within the group. No formal 
consultation has been undertaken with employees in drawing up the policy. The 
remuneration committee has not used formal comparison measures. 
 
 
Consideration of shareholder views 
 
No shareholder views have been taken into account when formulating this policy. 
In accordance with the new regulations, an ordinary resolution for approval of 
this policy will be put to shareholders at the AGM in June 2020. 
 
 
 
 
Audit committee report 
 
The committee's terms of reference have been approved by the board and follow 
published guidelines, which are available from the company secretary. The audit 
committee comprises the two non-executive directors, Christopher Joll 
(chairman), an experienced financial PR executive and John Sibbald, a retired 
chartered accountant. 
 
The Audit Committee's prime tasks are to: 
 
*             review the scope of external audit, to receive regular reports 
from the auditor and to review the half-yearly and annual accounts before they 
are presented to the board, focusing in particular on accounting policies and 
areas of management judgment and estimation; 
 
*             monitor the controls which are in force to ensure the integrity 
of the information reported to the shareholders; 
 
*             assess key risks and to act as a forum for discussion of risk 
issues and contribute to the board's review of the effectiveness of the group's 
risk management control and processes; 
 
*             act as a forum for discussion of internal control issues and 
contribute to the board's review of the effectiveness of the group's internal 
control and risk management systems and processes; 
 
*             consider each year the need for an internal audit function; 
 
*             advise the board on the appointment of external auditors and 
rotation of the audit partner every five years, and on their remuneration for 
both audit and non-audit work, and discuss the nature and scope of their audit 
work; 
 
*             participate in the selection of a new external audit partner and 
agree the appointment when required; 
 
*             undertake a formal assessment of the auditors' independence each 
year which includes: 
 
                             a review of non-audit services provided to the 
group and related fees; 
 
                             discussion with the auditors of a written report 
detailing all relationships with the company and any other parties that could 
affect independence or the perception of independence; 
 
                             a review of the auditors' own procedures for 
ensuring the independence of the audit firm and partners and staff involved in 
the audit, including the regular rotation of the audit partner; and 
 
                             obtaining written confirmation from the auditors 
that, in their professional judgement, they are independent. 
 
Meetings 
 
The committee meets prior to the annual audit with the external auditors to 
discuss the audit plan and again prior to the publication of the annual 
results. These meetings are attended by the external audit partner, managing 
director, director of finance and company secretary. Prior to bi-monthly board 
meetings the members of the committee meet on an informal basis to discuss any 
relevant matters which may have arisen. Additional formal meetings are held as 
necessary. 
 
During the past year the committee: 
 
*             met with the external auditors, and discussed their reports to 
the Audit Committee; 
 
*             approved the publication of annual and half-year financial 
results; 
 
*             considered and approved the annual review of internal controls; 
 
*             decided that due to the size and nature of operation there was 
not a current need for an internal audit function; 
 
*             agreed the independence of the auditors and approved their fees 
for both audit related and non-audit services as set out in note 5 to the 
financial statements. 
 
Financial reporting 
 
As part of its role, the Audit Committee assessed the audit findings that were 
considered most significant to the financial statements, including those areas 
requiring significant judgment and/or estimation. When assessing the identified 
financial reporting matters, the committee assessed quantitative materiality 
primarily by reference to profit before tax. The Board also gave consideration 
to: 
 
  * the carrying value of the group's total assets, given that the group 
    operates a principally asset based business; 
  * the value of revenues generated by the group, given the importance of 
    production; 
  * Adjusted EBITDA, given that it is a key trading KPI, when determining 
    quantitative materiality; and 
  * Going concern, given the impact of Covid-19 pandemic subsequent to year end 
    on the Group's operations. 
 
The qualitative aspects of any financial reporting matters identified during 
the audit process were also considered when assessing their materiality. Based 
on the considerations set out above we have considered quantitative errors 
individually or in aggregate in excess of approximately GBP300,000 to GBP350,000 to 
be material. 
 
 
External Auditors 
 
BDO LLP held office throughout the year. In the United Kingdom the company is 
provided with extensive administration and accounting services by London & 
Associated Properties PLC which has its own audit committee and employs a 
separate firm of external auditors, RSM UK Audit LLP. BDO South Africa Inc. 
acts as the external auditor to the South African companies, and the work of 
that firm was reviewed by BDO LLP for the purpose of the group audit. 
 
Christopher Joll 
Chairman - audit committee 
 
24 Bruton Place 
London W1J 6NE 
5 June 2020 
 
 
 
 
Valuers' certificates 
 
To the directors of Bisichi PLC 
 
In accordance with your instructions we have carried out a valuation of the 
freehold property interests held as at 31 December 2019 by the company as 
detailed in our Valuation Report dated 2 March 2020. 
 
Having regard to the foregoing, we are of the opinion that the open market 
value as at 31 December 2019 of the interests owned by the company was GBP 
11,565,000 being made up as follows: 
 
                                                   GBP'000 
 
Freehold                                           9,020 
 
Leasehold                                          2,545 
 
                                                   11,565 
 
Leeds                                              Carter Towler 
2 March 2020                                       Regulated by Royal Institute of 
                                                   Chartered Surveyors 
 
 
 
 
Directors' responsibilities statement 
 
The directors are responsible for preparing the annual report and the financial 
statements in accordance with applicable law and regulations. 
 
Company law requires the directors to prepare financial statements for each 
financial year. Under that law the directors are required to prepare the group 
financial statements in accordance with International Financial Reporting 
Standards as adopted by the European Union and have elected to prepare the 
company financial statements in accordance with United Kingdom Generally 
Accepted Accounting Practice (United Kingdom Accounting Standards and 
applicable law). Under company law the directors must not approve the financial 
statements unless they are satisfied that they give a true and fair view of the 
state of affairs of the group and company and of the profit or loss for the 
group for that period. 
 
In preparing these financial statements, the directors are required to: 
 
*             select suitable accounting policies and then apply them 
consistently; 
 
*             make judgements and accounting estimates that are reasonable and 
prudent; 
 
*             state with regard to the group financial statements whether they 
have been prepared in accordance with IFRSs as adopted by the European Union 
subject to any material departures disclosed and explained in the financial 
statements; 
 
*             state with regard to the parent company financial statements, 
whether applicable UK accounting standards have been followed, subject to any 
material departures disclosed and explained in the financial statements; 
 
*             prepare the financial statements on the going concern basis 
unless it is inappropriate to presume that the company and the group will 
continue in business; and 
 
*             prepare a director's report, a strategic report and director's 
remuneration report which comply with the requirements of the Companies Act 
2006. 
 
The directors are responsible for keeping adequate accounting records that are 
sufficient to show and explain the company's transactions and disclose with 
reasonable accuracy at any time the financial position of the company and 
enable them to ensure that the financial statements comply with the Companies 
Act 2006 and, as regards the group financial statements, Article 4 of the IAS 
Regulation. They are also responsible for safeguarding the assets of the 
company and hence for taking reasonable steps for the prevention and detection 
of fraud and other irregularities. The Directors are responsible for ensuring 
that the annual report and accounts, taken as a whole, are fair, balanced, and 
understandable and provides the information necessary for shareholders to 
assess the group's performance, business model and strategy. 
 
Website publication 
 
The directors are responsible for ensuring the annual report and the financial 
statements are made available on a website. Financial statements are published 
on the company's website in accordance with legislation in the United Kingdom 
governing the preparation and dissemination of financial statements, which may 
vary from legislation in other jurisdictions. The maintenance and integrity of 
the company's website is the responsibility of the directors. The directors' 
responsibility also extends to the ongoing integrity of the financial 
statements contained therein. 
 
Directors' responsibilities pursuant to DTR4 
 
The directors confirm to the best of their knowledge: 
 
*             the group financial statements have been prepared in accordance 
with International Financial Reporting Standards (IFRSs) as adopted by the 
European Union and Article 4 of the IAS Regulation and give a true and fair 
view of the assets, liabilities, financial position and profit and loss of the 
group. 
 
*             the annual report includes a fair review of the development and 
performance of the business and the financial position of the group and the 
parent company, together with a description of the principal risks and 
uncertainties that they face. 
 
 
 
 
Independent auditor's report to the members of Bisichi Plc 
 
Opinion 
 
We have audited the financial statements of Bisichi Plc (the 'Parent Company') 
and its subsidiaries (the 'Group') for the year ended 31 December 31 2019 which 
comprise the consolidated income statement, the consolidated statement of other 
comprehensive income, the consolidated balance sheet, the consolidated 
statement of changes in shareholders' equity, the consolidated cash flow 
statement, the  company balance sheet, the company statement of changes in 
equity and notes to the financial statements, including a summary of 
significant accounting policies. The financial reporting framework that has 
been applied in the preparation of the Group financial statements is applicable 
law and International Financial Reporting Standards (IFRSs) as adopted by the 
European Union. The financial reporting framework that has been applied in the 
preparation of the Parent Company financial statements is applicable law and 
United Kingdom Accounting Standards, including Financial Reporting Standard 101 
Reduced Disclosure Framework (United Kingdom Generally Accepted Accounting 
Practice). 
 
In our opinion: 
 
  * the financial statements give a true and fair view of the state of the 
    Group's and of the Parent Company's affairs as at 31 December 2019 and of 
    the Group's profit for the year then ended; 
  * the Group financial statements have been properly prepared in accordance 
    with IFRSs as adopted by the European Union; 
  * the Parent Company financial statements have been properly prepared in 
    accordance with United Kingdom Generally Accepted Accounting Practice; and 
  * the financial statements have been prepared in accordance with the 
    requirements of the Companies Act 2006; and, as regards the Group financial 
    statements, Article 4 of the IAS Regulation. 
 
Basis for opinion 
 
We conducted our audit in accordance with International Standards on Auditing 
(UK) (ISAs 
 
(UK)) and applicable law. Our responsibilities under those standards are 
further described in the 
 
Auditor's responsibilities for the audit of the financial statements section of 
our report. We are 
 
Independent of the Group and the Parent Company in accordance with the ethical 
requirements that are relevant to our audit of the financial statements in the 
UK, including the FRC's Ethical Standard as applied to listed public interest 
entities, and we have fulfilled our other ethical responsibilities in 
accordance with these requirements. We believe that the audit evidence we have 
obtained is sufficient and appropriate to provide a basis for our opinion. 
 
Conclusions relating to going concern 
 
We have nothing to report in respect of the following matters , in relation to 
which the ISAs (UK) require us to report to you where: 
 
  * the directors' use of the going concern basis of accounting in the 
    preparation of the financial statements is not appropriate; or 
  * the directors have not disclosed in the financial statements any identified 
    material uncertainties that may cast significant doubt about the Group's or 
    the Parent Company's ability to continue to adopt the going concern basis 
    of accounting for a period of at least twelve months from the date when the 
    financial statements are authorised for issue. 
 
 
Key audit matters 
 
Key audit matters are those matters that, in our professional judgement, were 
of most significance in our audit of the financial statements of the current 
period and include the most significant assessed risks of material misstatement 
(whether or not due to fraud) that we identified, including those which had the 
greatest effect on: the overall audit strategy, the allocation of resources in 
the audit; and directing the efforts of the engagement team. These matters were 
addressed in the context of our audit of the financial statements as a whole, 
and in forming our opinion thereon, and we do not provide a separate opinion on 
these matters. 
 
KEY AUDIT MATTER                        HOW THE MATTER WAS ADDRESSED IN OUR 
                                        AUDIT 
 
Property Valuation 
 
The Group holds investment property at  We assessed the competency, independence 
fair value (see note 11 and Key         and objectivity of the Group's 
judgements and estimates) together with independent external valuer which 
further investment property held at     included making inquiries regarding 
fair value in the Group's Dragon Retail interests and relationships that may 
Joint Venture (note 14). The assessment have created a threat to the valuer's 
of fair value for the property          objectivity. 
portfolio is significant judgement 
taken in the Annual Report and          We reviewed the scope of the valuations 
estimates by the Directors, including   and confirmed that it was in accordance 
assessment of independent third party   with the Statements of Asset Valuation 
valuations obtained for the portfolio   and Guidance Notes published by The 
have a significant impact on the        Royal Institution of Chartered 
results of the Group.                   Surveyors. 
 
Each valuation requires consideration   We reviewed the independent external 
of the individual nature of the         valuation reports and confirmed their 
property, its location, its cash flows  consistency with the valuations 
and comparable market transactions. The presented in the financial statements. 
valuation of these properties requires 
assessment of the market yield as well 
as consideration of the current rental  We met with the independent external 
agreements.                             valuers, who valued all of the Group's 
                                        investment properties, to understand the 
Any significant input inaccuracies or   assumptions and methodologies used in 
unreasonable bases used in these        valuing these properties, the market 
judgements (such as in respect of       evidence supporting the valuation 
estimated rental value and net initial  assumptions and the valuation movements 
yield applied) could result in a        in the period. 
material misstatement. 
                                        We used our knowledge and experience to 
There is also an inherent risk that     evaluate and challenge the valuation 
management may influence valuation      assumptions, methodologies and the 
judgements.                             inputs used. This included establishing 
                                        our own range of expectations for the 
Given these factors, this was           valuation of investment property based 
considered to be an area of focus for   on externally available metrics. 
our audit. 
                                        We agreed a sample of key observable 
                                        valuation inputs supplied to and used by 
                                        the external valuer and Directors to 
                                        information audited by us, where 
                                        applicable, or supporting market 
                                        documentation. 
 
                                        We reviewed the disclosures contained 
                                        within the financial statements, 
                                        specifically including COVID-19 and the 
                                        impact on the property portfolio. In 
                                        particular we reviewed the risk 
                                        disclosures including the principal 
                                        risks and uncertainties, as well as the 
                                        post balance sheet events note. 
 
Key Observations 
 
We found that the key judgments and estimates included in the valuation 
calculation to be supportable, and the disclosures to be in line with the 
accounting standards. 
 
Going Concern 
COVID-19 is having an unprecedented     We inspected the confirmation from the 
impact on the Global economy the        South African Government confirming that 
predicted impact of which remains       Black Wattle Colliery is able to 
unclear. Management have carried out an continue production and sale of coal in 
initial risk assessment and carried out both the domestic markets and export 
various sensitivities on the cash flow  markets. 
forecast to consider the impact of 
COVID-19 on the Going Concern           We performed a detailed review of 
assumption.                             management's going concern and 
                                        supporting cash flow forecast, 
See page 30 for the Group's disclosure  challenging the key operating 
on Going Concern including a summary of assumptions based on 2019 and 2020 
trade facilities available and how the  actual results and external data and 
Director's have assessed it appropriate market commentary, where possible. 
to continue to adopt the Going Concern 
basis.                                  We tested the integrity of the forecast 
                                        model checking the accuracy and 
Any significant changes in operations   completeness of the model, including 
or unreasonable cash flow assumptions   challenging the appropriateness of 
used could result in the Group not      estimates and assumptions with reference 
being able to meet its liabilities as   to empirical data and external evidence 
they fall due.                          with specific focus on the following 
                                        assumptions: starting cash balance, 
Given the current impact COVID-19 is    property prices, rent recoverability, 
having across the capital markets we    yields achieved, pricing, production 
consider it to be a risk to the Going   levels and exchange rates and assessed 
Concern assumption and an area of focus their consistency with approved budgets 
for our audit.                          and the mine development plan, as 
                                        applicable. 
 
                                        We discussed the potential impact of 
                                        COVID-19 with management including their 
                                        assessment of risks and uncertainties 
                                        associated with areas such as the 
                                        Group's workforce, supply chain, 
                                        production disruption, sales, price 
                                        volatility and the ability to renew 
                                        existing facilities under such 
                                        scenarios. We formed our own assessment 
                                        of risks and uncertainties based on our 
                                        understanding of the business and mining 
                                        sector and compared this to Management's 
                                        model. 
 
                                        We evaluated management's sensitivity 
                                        analysis and performed our own 
                                        sensitivity analysis in respect of the 
                                        key assumptions underpinning the 
                                        forecasts including specific scenarios 
                                        associated with COVID-19. 
 
                                        Our sensitivity test applied the 
                                        following: 
                                        A 100% reduction in dividends and 
                                        Management Fees from the South African 
                                        mining operations and a 5% reduction in 
                                        pricing 
                                        A 30% reduction in property values 
                                        A 50% reduction in the recoverability of 
                                        rent 
                                        A 100% reduction in investment income 
 
                                        We assessed the reasonableness of any 
                                        mitigating actions identified by 
                                        Management by checking these were 
                                        contractually possible, this included 
                                        reviewing the group's banking facility 
                                        contracts to vouch remedial action 
                                        should covenants be breached. 
 
                                        We confirmed the terms of all facilities 
                                        in place and the consistency of the 
                                        forecasts with the facilities. We 
                                        assessed the risk of any covenant 
                                        breaches under the base case and 
                                        sensitivity scenarios. 
 
                                        We reviewed post year-end operational 
                                        and financial data comparing it to the 
                                        current level of operations which the 
                                        Group maintains. 
 
                                        We reviewed the adequacy and 
                                        completeness of the disclosure included 
                                        within the financial statements in 
                                        respect of going concern. 
 
Key Observations 
Our observations in respect of this matter are set out in the Conclusions 
relating to going concern section above. 
. 
 
Our application of materiality 
 
We apply the concept of materiality both in planning and performing our audit, 
and in evaluating the effect of misstatements. We consider materiality to be 
the magnitude by which misstatements, including omissions, could influence the 
economic decisions of reasonable users that are taken on the basis of the 
financial statements. Importantly, misstatements below these levels will not 
necessarily be evaluated as immaterial as we also take into account of the 
nature of identified misstatements, and the particular circumstances of their 
occurrence, when evaluating their effect on the financial statements as a 
whole. The Materiality level we have calculated for the Group is GBP300,000 
(2018: GBP300,000) which equates to 5.4% of adjusted profit before tax (2018: 5% 
of profit before tax). We consider this to be the most appropriate performance 
measure as the underlying profit of the Group is a key measure for 
stakeholders. In FY2019 we adjusted profit before tax to exclude the property 
revaluation and Director's bonuses. 
 
Materiality                 FY2019                     FY2018 
 
Materiality for the Group   GBP300,000                   GBP300,000 
Financial Statements 
 
Performance Materiality for GBP225,000 (75% of Group     GBP225,000 (75% of Group 
the Group Financial         Materiality)               Materiality) 
Statements 
 
Performance Materiality     GBP27,000 to GBP146,000        GBP26,000 to GBP188,000 
levels used for the audits 
of the significant 
components of the audit 
 
Materiality for the Parent  GBP135,000 (capped at 45% of GBP220,000 (capped at 75% of 
Company                     Group Materiality)         Group Materiality) 
 
Performance materiality for GBP101,000 (75% of           GBP165,000 (75% of 
the Parent Company          Materiality for the Parent Materiality for the Parent 
                            Company)                   Company) 
 
Audit scope coverage        100% of total assets, 100% 100% of total assets, 100% 
                            of revenue and 100% of     of revenue and 100% of 
                            profit before tax          profit before tax 
 
Performance materiality is the application of materiality at the individual 
account or balance level set at an amount to reduce to an appropriately low 
level the probability that the aggregate of uncorrected and undetected 
misstatements exceeds materiality for the financial statements as a whole. 
 
We agreed with the Audit Committee that we would report to them all individual 
audit differences identified during the course of our audit in excess of GBP 
15,000 (2018: GBP15,000). We also agreed to report differences below these 
thresholds that, in our view, warranted reporting on qualitative grounds. 
 
An overview of the scope of our audit 
 
The Group's operations principally comprise property interests in the United 
Kingdom and an operating mine located in South Africa. We assessed there to be 
7 significant components within the Group, comprising the mine in South Africa, 
corporate accounting function and property companies. 
 
We performed a full scope audit of each of the UK property companies, corporate 
accounting function and consolidation. 
 
A BDO member firm performed a full scope audit of the mine in South Africa, 
under our direction and supervision as Group auditors. 
 
As part of our audit strategy, as Group auditors: 
 
  * Detailed Group reporting instructions were sent to the component auditor, 
    which included the significant areas to be covered by the audit (including 
    areas that were considered to be key audit matters as detailed above), and 
    set out the information required to be reported to the Group audit team. 
  * We performed a review of the component audit files and held meetings with 
    the component audit team during the planning and completion phases of their 
    audit. 
  * The Group audit team was actively involved in the direction of the audits 
    performed by the component auditors for Group reporting purposes, along 
    with the consideration of findings and determination of conclusions drawn. 
    We performed our own procedures in respect of the significant risk areas 
    that represented Key Audit Matters in addition to the procedures performed 
    by the component auditor. 
  * The remaining non-significant companies within the Group were principally 
    subject to analytical review procedures. 
  * Two of the significant components were joint ventures and we carried out a 
    full scope audit of these entities. 
 
Capability of the audit to detect irregularities including fraud 
 
We gained an understanding of the legal and regulatory framework applicable to 
the group and the industry in which it operates, and considered the risk of 
acts by the group which were contrary to applicable laws and regulations, 
including fraud. These included but were not limited to compliance with 
Companies Act 2006 and IFRS. 
 
We designed audit procedures to respond to the risk, recognising that the risk 
of not detecting a material misstatement due to fraud is higher than the risk 
of not detecting one resulting from error, as fraud may involve deliberate 
concealment. 
 
We focused on laws and regulations that could give rise to a material 
misstatement in the financial statements. Our tests included, but were not 
limited to: 
 
  * agreement of the financial statement disclosures to underlying supporting 
    documentation; 
  * enquiries of management; 
  * review of minutes of board meetings throughout the period; and 
  * Obtaining an understanding of the control environment in monitoring 
    compliance with laws and regulations 
 
There are inherent limitations in the audit procedures described above and the 
further removed noncompliance with laws and regulations is from the events and 
transactions reflected in the financial statements, the less likely we would 
become aware of it. We also addressed the risk of management override of 
internal controls, including testing journals and evaluating whether there was 
evidence of bias by the directors that represented a risk of material 
misstatement due to fraud. 
 
Other information 
 
The directors are responsible for the other information. The other information 
comprises the information included in the Annual Report, other than the 
financial statements and our auditor's report thereon. Our opinion on the 
financial statements does not cover the other information and, except to the 
extent otherwise explicitly stated in our report, we do not express any form of 
assurance conclusion thereon. In connection with our audit of the financial 
statements, our responsibility is to read the other information and, in doing 
so, consider whether the other information is materially inconsistent with the 
financial statements or our knowledge obtained in the audit or otherwise 
appears to be materially misstated. If we identify such material 
inconsistencies or apparent material misstatements, we are required to 
determine whether there is a material misstatement in the financial statements 
or a material misstatement of the other information. If, based on the work we 
have performed, we conclude that there is a material misstatement of the other 
information, we are required to report that fact. 
 
We have nothing to report in this regard. 
 
Opinions on other matters prescribed by the Companies Act 2006 
 
In our opinion, the part of the directors' remuneration report to be audited 
has been properly prepared in accordance with the Companies Act 2006. 
 
In our opinion, based on the work undertaken in the course of the audit: 
 
  * the information given in the strategic report and the directors' report for 
    the financial year for which the financial statements are prepared is 
    consistent with the financial statements; and 
 
  * the strategic report and the directors' report have been prepared in 
    accordance with applicable legal requirements. 
 
Matters on which we are required to report by exception 
 
In the light of the knowledge and understanding of the Group and Parent Company 
and its environment obtained in the course of the audit, we have not identified 
material misstatements in the strategic report or the directors' report. 
 
We have nothing to report in respect of the following matters in relation to 
which the 
 
Companies Act 2006 requires us to report to you if, in our opinion: 
 
  * adequate accounting records have not been kept by the Parent Company, or 
    returns adequate for our audit have not been received from branches not 
    visited by us; or 
  * the Parent Company financial statements and the part of the directors' 
    remuneration report to be audited are not in agreement with the accounting 
    records and returns; or 
  * certain disclosures of directors' remuneration specified by law are not 
    made; or 
  * we have not received all the information and explanations we require for 
    our audit. 
 
Responsibilities of directors 
 
As explained more fully in the directors' responsibilities statement set out on 
page 49 the directors are responsible for the preparation of the financial 
statements and for being satisfied that they give a true and fair view, and for 
such internal control as the directors determine is necessary to enable the 
preparation of financial statements that are free from material misstatement, 
whether due to fraud or error. 
 
In preparing the financial statements, the directors are responsible for 
assessing the Group's and the Parent Company's ability to continue as a going 
concern, disclosing, as applicable, matters related to going concern and using 
the going concern basis of accounting unless the directors either intend to 
liquidate the Group or the Parent Company or to cease operations, or have no 
realistic alternative but to do so. 
 
Auditor's responsibilities for the audit of the financial statements 
 
Our objectives are to obtain reasonable assurance about whether the financial 
statements as a whole are free from material misstatement, whether due to fraud 
or error, and to issue an auditor's report that includes our opinion. 
Reasonable assurance is a high level of assurance, but is not a guarantee that 
an audit conducted in accordance with ISAs (UK) will always detect a material 
misstatement when it exists. Misstatements can arise from fraud or error and 
are considered material if, individually or in the aggregate, they could 
reasonably be expected to influence the economic decisions of users taken on 
the basis of these financial statements. 
 
A further description of our responsibilities for the audit of the financial 
statements is located on the Financial Reporting Council's website at: 
www.frc.org.uk/auditorsresponsibilities.  This description forms part of our 
auditor's report. 
 
Other matters which we are required to address 
 
We were reappointed by the members on 11 June 2019 during the AGM to audit the 
financial statements for the year ending 31 December 2019. The period of total 
uninterrupted engagement, including previous renewals and reappointments of the 
firm, is 32 years, covering the years ending 1987 to 2019. 
 
Under the FRC's Ethical Standard we are required to rotate off as the Company's 
Auditors following the year ended 31 December 2020. During the uninterrupted 
engagement period, the engagement partner has rotated in accordance with the 
applicable requirements. 
 
Non-audit services prohibited by the FRC's Ethical Standard were not provided 
to the Group or the Parent Company and we remain independent of the Group and 
the Parent Company in conducting our audit. 
 
Our audit opinion is consistent with the additional report to the audit 
committee. 
 
Use of our report 
 
This report is made solely to the Parent Company's members, as a body, in 
accordance with Chapter 3 of Part 16 of the Companies Act 2006.  Our audit work 
has been undertaken so that we might state to the Parent Company's members 
those matters we are required to state to them in an auditor's report and for 
no other purpose.  To the fullest extent permitted by law, we do not accept or 
assume responsibility to anyone other than the Parent Company and the Parent 
Company's members as a body, for our audit work, for this report, or for the 
opinions we have formed. 
 
 
Laura Pingree 
(Senior Statutory Auditor) 
For and on behalf of BDO LLP, Statutory Auditor 
London, United Kingdom 
5 June 2020 
BDO LLP is a limited liability partnership registered in England and Wales 
(with registered number OC305127). 
 
 
 
 
 
 
Bisichi PLC 
Financial statements 
56           Consolidated income statement 
57           Consolidated statement of other comprehensive income 
58           Consolidated balance sheet 
60           Consolidated statement of changes in shareholders' equity 
61           Consolidated cash flow statement 
62           Group accounting policies 
69           Notes to the financial statements 
91           Company balance sheet 
92           Company statement of changes in equity 
93           Company accounting policies 
 
 
 
 
 
 
Consolidated income statement 
 
for the year ended 31 December 2019 
 
                                       Notes      2019         2019     2019     2018         2018     2018 
                                               Trading Revaluations    Total  Trading Revaluations    Total 
                                                 GBP'000          and    GBP'000    GBP'000          and    GBP'000 
                                                         impairment                     impairment 
                                                              GBP'000                          GBP'000 
 
Group revenue                              2    48,106            -   48,106   49,945            -   49,945 
 
Operating costs                            3  (40,649)            - (40,649) (40,857)            - (40,857) 
 
Operating profit before depreciation,            7,457            -    7,457    9,088            -    9,088 
fair value adjustments and exchange 
movements 
 
Depreciation                               3   (2,190)            -  (2,190)  (2,113)            -  (2,113) 
 
Operating profit before fair value         1     5,267            -    5,267    6,975            -    6,975 
adjustments and exchange movements 
 
Exchange losses                                  (123)            -    (123)     (63)            -     (63) 
 
Decrease in value of investment            4         -      (1,480)  (1,480)        -        (215)    (215) 
properties 
 
Loss on investments held at fair value               -          (6)      (6)        -        (171)    (171) 
 
Operating profit/(loss)                    1     5,144      (1,486)    3,658    6,912        (386)    6,526 
 
Share of (loss)/profit in joint           14         -           20       20        -         (52)     (52) 
ventures 
 
Profit/(loss) before interest and                5,144      (1,466)    3,678    6,912        (438)    6,474 
taxation 
 
Interest receivable                                 28            -       28      126            -      126 
 
Interest payable                           7     (679)            -    (679)    (641)            -    (641) 
 
Profit/(loss) before tax                   5     4,493      (1,466)    3,027    6,397        (438)    5,959 
 
Taxation                                   8   (1,592)          160  (1,432)  (1,971)           55  (1,916) 
 
Profit/(loss) for the year                       2,901      (1,306)    1,595    4,426        (383)    4,043 
 
 
Attributable to: 
 
Equity holders of the company                    2,352      (1,306)    1,046    3,697        (383)    3,314 
 
Non-controlling interest                  27       549            -      549      729            -      729 
 
Profit/(loss) for the year                       2,901      (1,306)    1,595    4,426        (383)    4,043 
 
Profit per share - basic                  10                           9.80p                         31.05p 
 
Profit per share - diluted                10                           9.63p                         30.85p 
 
Trading gains and losses reflect all the trading activity on mining and 
property operations and realised gains. Revaluation gains and losses reflects 
the revaluation of investment properties and other assets within the group and 
any proportion of unrealised gains and losses within Joint Ventures. The total 
column represents the consolidated income statement presented in accordance 
with IAS 1. 
 
 
 
 
Financial statements 
 
Consolidated statement of other comprehensive income 
 
for the year ended 31 December 2019 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
Profit for the year                                                       1,595   4,043 
 
Other comprehensive income/(expense): 
 
Items that may be subsequently recycled to the income statement: 
 
Exchange differences on translation of foreign operations                  (49)   (430) 
 
Other comprehensive income for the year net of tax                         (49)   (430) 
 
Total comprehensive income for the year net of tax                        1,546   3,613 
 
Attributable to: 
 
Equity shareholders                                                       1,004   2,937 
 
Non-controlling interest                                                    542     676 
 
                                                                          1,546   3,613 
 
 
 
 
Financial statements 
 
Consolidated balance sheet 
 
at 31 December 2019 
 
                                                                Notes       2019         2018 
                                                                           GBP'000        GBP'000 
 
Assets 
 
Non-current assets 
 
Investment properties                                              11     11,748       13,230 
 
Mining reserves, plant and equipment                               12      9,508        8,531 
 
Investments in joint ventures accounted for using equity           13      1,342        1,322 
method 
 
Other investments at fair value through profit and loss            13        287           35 
("FVPL") 
 
Total non-current assets                                                  22,885       23,118 
 
Current assets 
 
Inventories                                                        16      2,432        1,511 
 
Trade and other receivables                                        17      7,559        6,837 
 
Corporation tax recoverable                                                   19           19 
 
Investments in listed securities held at FVPL                      18      1,119          887 
 
Cash and cash equivalents                                                  7,720        9,221 
 
Total current assets                                                      18,849       18,475 
 
Total assets                                                              41,734       41,593 
 
Liabilities 
 
Current liabilities 
 
                Borrowings                                         20    (5,103)    (9,580) 
 
                Trade and other payables                           19    (7,619)    (7,257) 
 
                Current tax liabilities                                    (457)       (92) 
 
Total current liabilities                                               (13,179)   (16,929) 
 
Non-current liabilities 
 
                Borrowings                                         20    (4,141)      (547) 
 
                Provision for rehabilitation                       21    (1,554)    (1,571) 
 
     Lease liabilities                                             31      (232)      (185) 
 
                Deferred tax liabilities                           23    (2,071)    (2,226) 
 
Total non-current liabilities                                            (7,998)    (4,529) 
 
Total liabilities                                                       (21,177)   (21,458) 
 
Net assets                                                                20,557     20,135 
 
Equity 
 
                Share capital                                      24      1,068      1,068 
 
                Share premium account                                        258        258 
 
                Translation reserve                                      (2,090)    (2,048) 
 
                Other reserves                                     25        707        707 
 
                Retained earnings                                         19,989     19,584 
 
Total equity attributable to equity shareholders                          19,932     19,569 
 
Non-controlling interest                                           27        625        566 
 
Total equity                                                              20,557     20,135 
 
These financial statements were approved and authorised for issue by the board 
of directors on 5 June 2020 and signed on its behalf by: 
 
A R Heller           G J Casey                             Company Registration 
No. 112155 
Director                Director 
 
 
 
 
Financial statements 
 
Consolidated statement of changes in shareholders' equity 
 
for the year ended 31 December 2019 
 
                Share   Share Translation    Other Retained   Total        Non-        Total 
              capital Premium    reserves reserves earnings   GBP'000 controlling       equity 
                GBP'000   GBP'000       GBP'000    GBP'000    GBP'000            interest        GBP'000 
                                                                          GBP'000 
 
Balance at 1    1,068     258     (1,671)      683   16,804  17,142         532       17,674 
January 2018 
 
Profit for          -       -           -        -    3,314   3,314         729        4,043 
the year 
 
Other               -       -       (377)        -        -   (377)        (53)        (430) 
comprehensive 
income 
 
Total               -       -       (377)        -    3,314   2,937         676        3,613 
comprehensive 
income for 
the year 
 
Dividend            -       -           -        -    (534)   (534)       (642)      (1,176) 
(note 9) 
 
Share options       -       -           -       24        -      24           -           24 
charge 
 
Balance at 1    1,068     258     (2,048)      707   19,584  19,569         566       20,135 
January 2019 
 
Profit for          -       -           -        -    1,046   1,046         549        1,595 
the year 
 
Other               -       -        (42)        -        -    (42)         (7)         (49) 
comprehensive 
expense 
 
Total               -       -        (42)        -    1,046   1,004         542        1,546 
comprehensive 
income for 
the year 
 
Dividend            -       -           -        -    (641)   (641)       (483)      (1,124) 
(note 9) 
 
Balance at 31   1,068     258     (2,090)      707   19,989  19,932         625       20,557 
December 2019 
 
 
 
 
Consolidated cash flow statement 
 
for the year ended 31 December 2019 
 
                                                                          Year     Year 
                                                                         ended    ended 
                                                                            31       31 
                                                                      December December 
                                                                          2019     2018 
                                                                         GBP'000    GBP'000 
 
Cash flows from operating activities 
 
Operating profit                                                         3,658    6,526 
 
Adjustments for: 
 
                Depreciation                                             2,190    2,113 
 
                Share based payments                                         -       24 
 
                Unrealised loss/(gain) on investment properties          1,480      215 
 
                Loss on investments held at FVPL                             6      171 
 
                Exchange adjustments                                       123       63 
 
Cash flow before working capital                                         7,457    9,112 
 
Change in inventories                                                    (945)    (797) 
 
Change in trade and other receivables                                    (790)    (894) 
 
Change in trade and other payables                                         276      742 
 
Cash generated from operations                                           5,998    8,163 
 
Interest received                                                           28      126 
 
Interest paid                                                            (679)    (598) 
 
Income tax paid                                                        (1,199)  (2,282) 
 
Cash flow from operating activities                                      4,148    5,409 
 
Cash flows from investing activities 
 
Acquisition of reserves, property, plant and equipment                 (3,172)  (2,881) 
 
Investment in joint venture                                                  -    (500) 
 
Disposal of other investments                                                -        8 
 
Acquisition of other investments                                         (490)        - 
 
Cash flow from investing activities                                    (3,662)  (3,373) 
 
Cash flows from financing activities 
 
Borrowings drawn                                                         3,818      753 
 
Borrowings and lease liabilities repaid                                (6,016)     (19) 
 
Equity dividends paid                                                    (641)    (534) 
 
Minority dividends paid                                                  (483)    (642) 
 
Cash flow from financing activities                                    (3,322)    (442) 
 
Net increase in cash and cash equivalents                              (2,836)    1,594 
 
Cash and cash equivalents at 1 January                                   5,686    4,065 
 
Exchange adjustment                                                         28       27 
 
Cash and cash equivalents at 31 December                                 2,878    5,686 
 
Cash and cash equivalents at 31 December comprise: 
 
                Cash and cash equivalents as presented in the balance    7,720    9,221 
sheet 
 
                Bank overdrafts (secured)                              (4,842)  (3,535) 
 
                                                                         2,878    5,686 
 
 
 
 
Financial statements 
 
Group accounting policies 
 
for the year ended 31 December 2019 
 
Basis of accounting 
 
The results for the year ended 31 December 2019 have been prepared in 
accordance with International Financial Reporting Standards (IFRS) as adopted 
by the European Union and with those parts of the Companies Act 2006 applicable 
to companies reporting under IFRS. In applying the group's accounting policies 
and assessing areas of judgment and estimation materiality is applied as 
detailed on page 47 of the Audit Committee Report. The principal accounting 
policies are described below: 
 
The group financial statements are presented in GBP sterling and all values are 
rounded to the nearest thousand pounds (GBP000) except when otherwise stated. 
 
The functional currency for each entity in the group, and for joint 
arrangements and associates, is the currency of the country in which the entity 
has been incorporated. Details of which country each entity has been 
incorporated can be found in Note 15 for subsidiaries and Note 14 for joint 
arrangements and associates. 
 
The exchange rates used in the accounts were as follows: 
 
                                                           GBP1 Sterling:    GBP1 Sterling: 
                                                                   Rand          Dollar 
 
                                                           2019    2018    2019    2018 
 
Year-end rate                                           18.5759 18.3723  1.3254  1.2690 
 
Annual average                                          18.4326 17.5205  1.2781  1.3096 
 
Going concern 
 
The group has prepared cash flow forecasts which demonstrate that the group has 
sufficient resources to meet its liabilities as they fall due for at least the 
next 12 months from date of signing. 
 
In South Africa, the Covid-19 pandemic continues to have an impact on the 
Group's South African mining operations. In terms of business continuity, the 
Group's entities has remained in operation as the entities have been classified 
as essential businesses. Although the final impact of Covid-19 is uncertain, 
the directors have assessed the expected range of impact of the pandemic on its 
cashflow forecasts and have a reasonable expectation that the mine will retain 
adequate levels of cash to remain in operation for the foreseeable future. 
 
In addition, a structured trade finance facility with Absa Bank Limited for 
R100million is held by Sisonke Coal Processing (Pty) Limited, a 100% subsidiary 
of Black Wattle Colliery (Pty) Limited. This facility comprises of a 
R100million revolving facility to cover the working capital requirements of the 
group's South African operations. The facility is renewable annually at 25 
January and is secured against inventory, debtors and cash that are held in the 
group's South African operations. The Directors do not foresee any reason why 
the facility will not continue to be renewed at the next renewal date, in line 
with prior periods and based on their banking relationships. As a consequence, 
the directors believe that the group is well placed to manage its South African 
business risks successfully. 
 
In the UK, both rental and investment income have been negatively impacted by 
the pandemic. Although the final impact of the pandemic is uncertain, the 
directors have assessed the range of expected impact of the pandemic on its UK 
and Group cashflow forecasts. The forecasts demonstrate that the group has 
sufficient resources to meet its liabilities as they fall due for at least the 
next 12 months from date of signing including those related to the Group's UK 
Loan facility outlined below. 
 
During the year, a GBP6 million term loan facility was repaid in December 2019 
that was held with Santander Bank PLC. At the same time in December 2019 the 
Group entered into a new 5 year term facility of GBP3.9m with Julian Hodge Bank 
Limited at an initial LTV of 40%. The loan is secured against the company's UK 
retail property portfolio. The amount repayable on the loan at year end was GBP 
3.9million. The debt package has a five year term and is repayable at the end 
of the term. The interest cost of the loan is 4.0% above LIBOR. Although the 
final impact of the Covid-19 pandemic on the new facility's banking covenants 
is uncertain, the directors have a reasonable expectation that the group has 
adequate financial resources at short notice, including cash and listed equity 
investments, to ensure the existing facility's covenants are met on an ongoing 
basis. 
 
As a result of the banking facilities held as well as the acceptable levels of 
cash expected to be held by the group over the next 12 months, the Directors 
believe that the group has adequate resources to continue in operational 
existence for the foreseeable future and that the group is well placed to 
manage its business risks. Thus they continue to adopt the going concern basis 
of accounting in preparing the annual financial statements. 
 
International Financial Reporting Standards (IFRS) 
 
The Group has adopted all of the new and revised Standards and Interpretations 
issued by the International Accounting Standards Board ("IASB") that are 
relevant to its operations and effective for accounting periods beginning 1 
January 2019. 
 
IFRS 16 'Leases' - IFRS 16 'Leases' was issued by the IASB in January 2017 and 
is effective for accounting periods beginning on or after 1 January 2019. The 
new standard will replace IAS 17 'Leases' and will eliminate the classification 
of leases as either operating leases or finance leases and, instead, introduce 
a single lessee accounting model. The standard, which has been endorsed by the 
EU, provides a single lessee accounting model, specifying how leases are 
recognised, measured, presented and disclosed. 
 
The Group has applied IFRS 16 using the modified retrospective approach 
resulting in a nil impact on opening equity and retained earnings. The Group's 
lessor accounting remains unchanged. 
 
A right of use asset of GBP57,000 related to an operating lease was recognised on 
transition at 1 January 2019 at a value equal to the lease liability using a 
discount rate at the date of the initial application. This has been applied 
using the exemption not to represent the prior reporting period. The related 
lease liability of GBP57,000 is recognised as the present value of the lease 
payments. 
 
Interest is accrued on the lease liability based on the discount rate and is 
accounted for in finance costs and subsequent payments are deducted from the 
lease liability. Subsequently the right of use asset is depreciated over the 
life of the contract on a straight line basis. In the cashflow statement the 
principal and interest portion of the lease payments are classified within 
financing activities and as interest paid respectively. On transition to IFRS 
16 the weighted average incremental borrowing rate applied to lease liabilities 
recognised under IFRS 16 was 10%. 
 
The aggregate lease liability recognised in the statement of financial position 
at 1 January 2019 and the Group's operating lease commitment at 31 December 
2018 can be reconciled as follows: 
 
 
                                                                                 GBP'000 
 
Operating lease commitment at 31 December 2018                                      76 
 
Effect of discounting those lease commitments at an annual rate of 10%            (19) 
 
The aggregate lease liability recognised in the statement of financial              57 
position at 1 January 2019 
 
IFRIC 23 - Uncertainty over income tax treatment. 
 
The interpretation addresses the accounting for income taxes when tax 
treatments involve uncertainty that affects the application of IAS 12 Income 
Taxes. The Group has re-assessed its tax exposure and the key estimates taken 
in determining the positions recorded for adopting IFRIC 23. The adoption of 
the interpretation had no material impact on the Group. 
 
The Group has not adopted any Standards or Interpretations in advance of the 
required implementation dates. 
 
We are committed to improving disclosure and transparency and will continue to 
work with our different stakeholders to ensure they understand the detail of 
these accounting changes. We continue to remain committed to a robust financial 
policy. 
 
Key judgements and estimates 
 
Areas where key estimates and judgements are considered to have a significant 
effect on the amounts recognised in the financial statements include: 
 
Life of mine and reserves 
 
The directors consider their judgements and estimates surrounding the life of 
the mine and its reserves to have significant effect on the amounts recognised 
in the financial statements and to be an area where the financial statements 
are subject to significant estimation uncertainty. The life of mine remaining 
is currently estimated at 4 years. This life of mine is based on the group's 
existing coal reserves including reserves acquired but subject to regulatory 
approval. The group actively seeks new opportunities to extend the life of mine 
of its existing mining operations or develop new independent mining operations 
in South Africa. The life of mine excludes future coal purchases and coal 
reserve acquisitions. The group's estimates of proven and probable reserves are 
prepared utilising the South African code for the reporting of exploration 
results, mineral resources and mineral reserves (the SAMREC code) and are 
subject to assessment by an independent Competent Person experienced in the 
field of coal geology and specifically opencast and pillar coal extraction. 
Estimates of coal reserves impact assessments of the carrying value of 
property, plant and equipment, depreciation calculations and rehabilitation and 
decommissioning provisions. There are numerous uncertainties inherent in 
estimating coal reserves and changes to these assumptions may result in 
restatement of reserves. These assumptions include geotechnical factors as well 
as economic factors such as commodity prices, production costs and yield. 
 
Depreciation, amortisation of mineral rights, mining development costs and 
plant & equipment 
 
The annual depreciation/amortisation charge is dependent on estimates, 
including coal reserves and the related life of mine, expected development 
expenditure for probable reserves, the allocation of certain assets to relevant 
ore reserves and estimates of residual values of the processing plant. The 
charge can fluctuate when there are significant changes in any of the factors 
or assumptions used, such as estimating mineral reserves which in turn affects 
the life of mine or the expected life of reserves. Estimates of proven and 
probable reserves are prepared by an independent Competent Person. Assessments 
of depreciation/amortisation rates against the estimated reserve base are 
performed regularly. Details of the depreciation/amortisation charge can be 
found in note 12. 
 
Provision for mining rehabilitation including restoration and de-commissioning 
costs 
 
A provision for future rehabilitation including restoration and decommissioning 
costs requires estimates and assumptions to be made around the relevant 
regulatory framework, the timing, extent and costs of the rehabilitation 
activities and of the risk free rates used to determine the present value of 
the future cash outflows. The provisions, including the estimates and 
assumptions contained therein, are reviewed regularly by management. The group 
annually engages an independent expert to assess the cost of restoration and 
final decommissioning as part of management's assessment of the provision. 
Details of the provision for mining rehabilitation can be found in note 21. 
 
Impairment 
 
Property, plant and equipment representing the group's mining assets in South 
Africa are reviewed for impairment when there are indicators of impairment. The 
impairment test is performed using the approved Life of Mine plan and those 
future cash flow estimates are discounted using asset specific discount rates 
and are based on expectations about future operations. The impairment test 
requires estimates about production and sales volumes, commodity prices, proven 
and probable reserves (as assessed by the Competent Person), operating costs 
and capital expenditures necessary to extract reserves in the approved Life of 
Mine plan. Changes in such estimates could impact recoverable values of these 
assets. Details of the carrying value of property, plant and equipment can be 
found in note 12. 
 
The impairment test indicated significant headroom as at 31 December 2019 and 
therefore no impairment is considered appropriate. The key assumptions include: 
coal prices, including domestic coal prices based on recent pricing and 
assessment of market forecasts for export coal; production based on proven and 
probable reserves assessed by the independent Competent Person and yields 
associated with mining areas based on assessments by the Competent Person and 
empirical data. A 11% reduction in average forecast coal prices or a 12% 
reduction in yield would give rise to a breakeven scenario. However, the 
directors consider the forecasted yield levels and pricing to be appropriate 
and supportable best estimates. 
 
Fair value measurements of investment properties 
 
An assessment of the fair value of investment properties, is required to be 
performed. In such instances, fair value measurements are estimated based on 
the amounts for which the assets and liabilities could be exchanged between 
market participants. To the extent possible, the assumptions and inputs used 
take into account externally verifiable inputs. However, such information is by 
nature subject to uncertainty. The fair value of investment property is set out 
in note 11, whilst the carrying value of investments in joint ventures which 
themselves include investment property held at fair value by the joint venture 
is set out at note 13. 
 
Measurement of development property 
 
The development property included within the group's joint venture investment 
in West Ealing Projects limited is considered by Management to fall outside the 
scope of investment property.  A property intended for sale in the ordinary 
course of business or in the process of construction or development for such 
sale, for example, property acquired exclusively with a view to subsequent 
disposal in the near future or for development and resale is expected to be 
recorded under the accounting standard of IAS 2 Inventories. The directors have 
discussed the commercial approach with the directors of the underlying joint 
venture and the current plan is to obtain further planning permission for the 
development and then sell or to complete the development and sell. The 
Directors therefore consider the key judgement of accounting treatment of the 
property development under IAS 2 Inventories to be correct. 
 
IAS 2 Inventories require the capitalised costs to be held at the lower of cost 
or Net realisable value. At 31 December 2019, the costs capitalised within the 
development based on a director's appraisal for the property estimated the net 
realisable value at a surplus over the cost for the development. The directors 
have reviewed the underlying inputs and key assumptions made in the appraisal 
and consider them adequate. However, such information is by nature subject to 
uncertainty. The cost of the development property is set out in note 12. 
 
Basis of consolidation 
 
The group accounts incorporate the accounts of Bisichi PLC and all of its 
subsidiary undertakings, together with the group's share of the results of its 
joint ventures. Non-controlling interests in subsidiaries are presented 
separately from the equity attributable to equity owners of the parent company. 
On acquisition of a non-wholly owned subsidiary, the non-controlling 
shareholders' interests are initially measured at the non-controlling 
interests' proportionate share of the fair value of the subsidiaries net 
assets. Thereafter, the carrying amount of non-controlling interests is the 
amount of those interests at initial recognition plus the non-controlling 
interests' share of subsequent changes in equity. For subsequent changes in 
ownership in a subsidiary that do not result in a loss of control, the 
consideration paid or received is recognised entirely in equity. 
 
The definition of control assumes the simultaneous fulfilment of the following 
three criteria: 
 
*             The parent company holds decision-making power over the relevant 
activities of the investee, 
 
*             The parent company has rights to variable returns from the 
investee, and 
 
*             The parent company can use its decision-making power to affect 
the variable returns. 
 
Investees are analysed for their relevant activities and variable returns, and 
the link between the variable returns and the extent to which their relevant 
activities could be influenced in order to ensure the definition is correctly 
applied. 
 
Revenue 
 
Revenue comprises sales of coal and property rental income. Coal revenue is 
recognised when the customer has a legally binding obligation to settle under 
the terms of the contract when the performance obligations have been satisfied, 
which is once control of the goods has transferred to the buyer at the delivery 
point. Coal Revenue is measured based on consideration specified in the 
contract with a customer on a per metric tonne basis. 
 
Export revenue is generally recognised when the product is delivered to the 
export terminal location specified in the customer contract, at which point 
control of the goods have been transferred to the customer. Domestic coal 
revenues are generally recognised on collection by the customer from the mine 
or from the mine's rail siding when loaded into transport, where the customer 
pays the transportation costs. Fulfilment costs to satisfy the performance 
obligations of coal revenues such as transport and loading costs borne by the 
group from the mine to the delivery point are recoded in operating costs. 
 
Rental income is recognised in the group income statement on a straight-line 
basis over the term of the lease. This includes the effect of lease incentives. 
Service charges recoverable from tenants are recognised over time as the 
service is rendered. 
 
Expenditure 
 
Expenditure is recognised in respect of goods and services received. Where coal 
is purchased from third parties at point of extraction the expenditure is only 
recognised when the coal is extracted and all of the significant risks and 
rewards of ownership have been transferred. 
 
Investment properties 
 
Investment properties comprise freehold and long leasehold land and buildings. 
Investment properties are carried at fair value in accordance with IAS 40 
'Investment Properties'. Properties are recognised as investment properties 
when held for long-term rental yields, and after consideration has been given 
to a number of factors including length of lease, quality of tenant and 
covenant, value of lease, management intention for future use of property, 
planning consents and percentage of property leased. Investment properties are 
revalued annually by professional external surveyors and included in the 
balance sheet at their fair value. Gains or losses arising from changes in the 
fair values of assets are recognised in the consolidated income statement in 
the period to which they relate. In accordance with IAS 40, investment 
properties are not depreciated. The fair value of the head leases is the net 
present value of the current head rent payable on leasehold properties until 
the expiry of the lease. 
 
Mining reserves, plant and equipment and development cost 
 
The cost of property, plant and equipment comprises its purchase price and any 
costs directly attributable to bringing the asset to the location and condition 
necessary for it to be capable of operating in accordance with agreed 
specifications. Freehold land included within mining reserves is not 
depreciated. Other property, plant and equipment is stated at historical cost 
less accumulated depreciation. The cost recognised includes the recognition of 
any decommissioning assets related to property, plant and equipment. 
 
The purpose of mine development is to establish secure working conditions and 
infrastructure to allow the safe and efficient extraction of recoverable 
reserves. Depreciation on mine development costs is not charged until 
production commences or the assets are put to use. On commencement of full 
commercial production, depreciation is charged over the life of the associated 
mine reserves extractable using the asset on a unit of production basis. The 
unit of production calculation is based on tonnes mined as a ratio to proven 
and probable reserves and also includes future forecast capital expenditure. 
The cost recognised includes the recognition of any decommissioning assets 
related to mine development. 
 
Post production stripping 
 
In surface mining operations, the group may find it necessary to remove waste 
materials to gain access to coal reserves prior to and after production 
commences. Prior to production commencing, stripping costs are capitalised 
until the point where the overburden has been removed and access to the coal 
seam commences. Subsequent to production, waste stripping continues as part of 
extraction process as a mining production activity. There are two benefits 
accruing to the group from stripping activity during the production phase: 
extraction of coal that can be used to produce inventory and improved access to 
further quantities of material that will be mined in future periods. Economic 
coal extracted is accounted for as inventory. The production stripping costs 
relating to improved access to further quantities in future periods are 
capitalised as a stripping activity asset, if and only if, all of the following 
are met: 
 
*             it is probable that the future economic benefit associated with 
the stripping activity will flow to the group; 
 
*             the group can identify the component of the ore body for which 
access has been improved; and 
 
*             the costs relating to the stripping activity associated with that 
component or components can be measured reliably. 
 
In determining the relevant component of the coal reserve for which access is 
improved, the group componentises its mine into geographically distinct 
sections or phases to which the stripping activities being undertaken within 
that component are allocated. Such phases are determined based on assessment of 
factors such as geology and mine planning. 
 
The group depreciates deferred costs capitalised as stripping assets on a unit 
of production method, with reference the tons mined and reserve of the relevant 
ore body component or phase. The cost is recognised within Mine development 
costs within the balance sheet. 
 
Other assets and depreciation 
 
The cost, less estimated residual value, of other property, plant and equipment 
is written off on a straight-line basis over the asset's expected useful life. 
This includes the washing plant and other key surface infrastructure. Residual 
values and useful lives are reviewed, and adjusted if appropriate, at each 
balance sheet date. Changes to the estimated residual values or useful lives 
are accounted for prospectively. Heavy surface mining and other plant and 
equipment is depreciated at varying rates depending upon its expected usage. 
 
The depreciation rates generally applied are: 
 
Mining         5 - 10 per cent per annum, but shorter of its useful life or the life of 
equipment      the mine 
 
Motor          25 - 33 per cent per annum 
vehicles 
 
Office         10 - 33 per cent per annum 
equipment 
 
Provisions and contingent liabilities 
 
Provisions are recognised when the group has a present obligation as a result 
of a past event which it is probable will result in an outflow of economic 
benefits that can be reliably estimated. 
 
A provision for rehabilitation of the mine is initially recorded at present 
value and the discounting effect is unwound over time as a finance cost. 
Changes to the provision as a result of changes in estimates are recorded as an 
increase / decrease in the provision and associated decommissioning asset. The 
decommissioning asset is depreciated in line with the group's depreciation 
policy over the life of mine. The provision includes the restoration of the 
underground, opencast, surface operations and de-commissioning of plant and 
equipment. The timing and final cost of the rehabilitation is uncertain and 
will depend on the duration of the mine life and the quantities of coal 
extracted from the reserves. 
 
Management exercises judgment in measuring the Group's exposures to contingent 
liabilities through assessing the likelihood that a potential claim or 
liability will arise and where possible in quantifying the possible range of 
financial outcomes. Where there is a dispute and where a reliable estimate of 
the potential liability cannot be made, or where the Group, based on legal 
advice, considers that it is improbable that there will be an outflow of 
economic resources, no provision is recognised. 
 
Employee benefits 
 
Share based remuneration 
 
The company operates a share option scheme. The fair value of the share option 
scheme is determined at the date of grant. This fair value is then expensed on 
a straight-line basis over the vesting period, based on an estimate of the 
number of shares that will eventually vest. The fair value of options granted 
is calculated using a binomial or Black-Scholes-Merton model. Payments made to 
employees on the cancellation or settlement of options granted are accounted 
for as the repurchase of an equity interest, i.e. as a deduction from equity. 
Details of the share options in issue are disclosed in the Directors' 
Remuneration Report on page 32 under the heading Share option schemes which is 
within the audited part of that report. 
 
Pensions 
 
The group operates a defined contribution pension scheme. The contributions 
payable to the scheme are expensed in the period to which they relate. 
 
Foreign currencies 
 
Monetary assets and liabilities are translated at year end exchange rates and 
the resulting exchange rate differences are included in the consolidated income 
statement within the results of operating activities if arising from trading 
activities, including inter-company trading balances and within finance cost/ 
income if arising from financing. 
 
For consolidation purposes, income and expense items are included in the 
consolidated income statement at average rates, and assets and liabilities are 
translated at year end exchange rates. Translation differences arising on 
consolidation are recognised in other comprehensive income. Foreign exchange 
differences on intercompany loans are recorded in other comprehensive income 
when the loans are not considered as trading balances and are not expected to 
be repaid in the foreseeable future. Where foreign operations are disposed of, 
the cumulative exchange differences of that foreign operation are recognised in 
the consolidated income statement when the gain or loss on disposal is 
recognised. 
 
Transactions in foreign currencies are translated at the exchange rate ruling 
on transaction date. 
 
Financial instruments 
 
Financial assets and financial liabilities are recognised in the Group's 
consolidated statement of financial position when the group becomes a party to 
the contractual provisions of the instrument. 
 
Financial assets 
 
Financial assets are classified as either financial assets at amortised cost, 
at fair value through other comprehensive income ("FVTOCI") or at fair value 
through profit or loss ("FVPL") depending upon the business model for managing 
the financial assets and the nature of the contractual cash flow 
characteristics of the financial asset. 
 
A loss allowance for expected credit losses is determined for all financial 
assets, other than those at FVPL, at the end of each reporting period. The 
Group applies a simplified approach to measure the credit loss allowance for 
trade receivables using the lifetime expected credit loss provision. The 
lifetime expected credit loss is evaluated for each trade receivable taking 
into account payment history, payments made subsequent to year end and prior to 
reporting, past default experience and the impact of any other relevant and 
current observable data. The group applies a general approach on all other 
receivables classified as financial assets. The general approach recognises 
lifetime expected credit losses when there has been a significant increase in 
credit risk since initial recognition. 
 
The Group derecognises a financial asset when the contractual rights to the 
cash flows from the asset expire, or when it transfers the financial asset and 
substantially all the risks and rewards of ownership of the asset to another 
party. The Group derecognises financial liabilities when the Group's 
obligations are discharged, cancelled or have expired. 
 
Bank loans and overdrafts 
 
Bank loans and overdrafts are included as financial liabilities on the group 
balance sheet at the amounts drawn on the particular facilities net of the 
unamortised cost of financing. Interest payable on those facilities is expensed 
as finance cost in the period to which it relates. 
 
Lease liabilities 
 
For any new contracts entered into the Group considers whether a contract is, 
or contains a lease. A lease is defined as 'a contract, or part of a contract, 
that conveys the right to use an asset (the underlying asset) for a period of 
time in exchange for consideration'. To apply this definition the Group 
assesses whether the contract contains an identified asset and has the right to 
obtain substantially all of the economic benefits from use of the identified 
asset throughout the period of use. 
 
At lease commencement date, the Group recognises a right-of-use asset and a 
lease liability on the balance sheet. 
 
Right-of-use assets, excluding property head leases, have been included in 
property, plant and equipment and are measured at cost, which is made up of the 
initial measurement of the lease liability and any initial direct costs 
incurred by the Group. The Group depreciates the right-of-use assets on a 
straight-line basis from the lease commencement date to the earlier of the end 
of the useful life of the right-of-use asset or the end of the lease term. 
 
At the commencement date, the Group measures the lease liability at the present 
value of the lease payments unpaid at that date, discounted using the interest 
rate implicit in the lease if that rate is readily available or the Group's 
incremental borrowing rate. Short term lease liabilities have been included in 
trade and other payables. 
 
Lease payments included in the measurement of the lease liability are made up 
of fixed payments and variable payments based on a consumer inflation index. 
Subsequent to initial measurement, the liability will be reduced for payments 
made and increased for interest. It is re-measured to reflect any reassessment 
or modification. When the lease liability is re-measured, the corresponding 
adjustment is reflected in the right-of-use asset, or profit and loss if the 
right-of-use asset is already reduced to zero. 
 
Lease liabilities that arise for investment properties held under a leasehold 
interest and accounted for as investment property are initially calculated as 
the present value of the minimum lease payments, reducing in subsequent 
reporting periods by the apportionment of payments to the lessor. 
 
The Group has elected to account for short-term leases and leases of low-value 
assets using the practical expedients. Instead of recognising a right-of-use 
asset and lease liability, the payments in relation to these are recognised as 
an expense in profit or loss on a straight-line basis over the lease term. 
 
Investments 
 
Current financial asset investments and other investments classified as 
non-current ("The investments") comprise of shares in listed companies. The 
investments are measured at fair value. Any changes in fair value are 
recognised in the profit or loss account and accumulated in retained earnings. 
 
Trade receivables 
 
Trade receivables are accounted for at amortised cost. Trade receivables do not 
carry any interest and are stated at their nominal value as reduced by 
appropriate expected credit loss allowances for estimated recoverable amounts 
as the interest that would be recognised from discounting future cash payments 
over the short payment period is not considered to be material. 
 
Trade payables 
 
Trade payables cost are not interest bearing and are stated at their nominal 
value, as the interest that would be recognised from discounting future cash 
payments over the short payment period is not considered to be material. 
 
Other financial assets and liabilities 
 
The groups other financial assets and liabilities not disclosed above are 
accounted for at amortised cost. 
 
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 together with the group's share of post-acquisition reserves, on an 
equity basis. Dividends received are credited against the investment. Joint 
control is the contractually agreed sharing of control over an arrangement, 
which exists only when decisions about relevant strategic and/or key operating 
decisions require unanimous consent of the parties sharing control. Control 
over the arrangement is assessed by the group in accordance with the definition 
of control under IFRS 10. Loans to joint ventures are classified as non-current 
assets when they are not expected to be received in the normal working capital 
cycle. Trading receivables and payables to joint ventures are classified as 
current assets and liabilities. 
 
Inventories 
 
Inventories are stated at the lower of cost and net realisable value. Cost 
includes materials, direct labour and overheads relevant to the stage of 
production. Cost is determined using the weighted average method. Net 
realisable value is based on estimated selling price less all further costs to 
completion and all relevant marketing, selling and distribution costs. 
 
Impairment 
 
Whenever events or changes in circumstance indicate that the carrying amount of 
an asset may not be recoverable an asset is reviewed for impairment. This 
includes mining reserves, plant and equipment and net investments in joint 
ventures. A review involves determining whether the carrying amounts are in 
excess of their recoverable amounts. An asset's recoverable amount is 
determined as the higher of its fair value less costs of disposal and its value 
in use. Such reviews are undertaken on an asset-by-asset basis, except where 
assets do not generate cash flows independent of other assets, in which case 
the review is undertaken on a cash generating unit basis. 
 
If the carrying amount of an asset exceeds its recoverable amount an asset's 
carrying value is written down to its estimated recoverable amount (being the 
higher of the fair value less cost to sell and value in use) if that is less 
than the asset's carrying amount. Any change in carrying value is recognised in 
the comprehensive income statement. 
 
Deferred tax 
 
Deferred tax is the tax expected to be payable or recoverable on differences 
between the carrying amounts of assets and liabilities in the financial 
statements and the corresponding tax bases used in the tax computations, and is 
accounted for using the balance sheet liability method. Deferred tax 
liabilities are generally recognised for all taxable temporary differences and 
deferred tax assets are recognised to the extent that it is probable that 
taxable profits will be available against which deductible temporary 
differences can be utilised. In respect of the deferred tax on the revaluation 
surplus, this is calculated on the basis of the chargeable gains that would 
crystallise on the sale of the investment portfolio as at the reporting date. 
The calculation takes account of indexation on the historical cost of the 
properties and any available capital losses. 
 
Deferred tax is calculated at the tax rates that are expected to apply in the 
period when the liability is settled or the asset is realised. Deferred tax is 
charged or credited in the group income statement, except when it relates to 
items charged or credited directly to other comprehensive income, in which case 
it is also dealt with in other comprehensive income. 
 
Dividends 
 
Dividends payable on the ordinary share capital are recognised as a liability 
in the period in which they are approved. 
 
Cash and cash equivalents 
 
Cash comprises cash in hand and on-demand deposits. Cash and cash equivalents 
comprises short-term, highly liquid investments that are readily convertible to 
known amounts of cash and which are subject to an insignificant risk of changes 
in value and original maturities of three months or less. The cash and cash 
equivalents shown in the cashflow statement are stated net of bank overdrafts 
that are repayable on demand as per IAS 7. This includes the structured trade 
finance facility held in South Africa as detailed in note 22. These facilities 
are considered to form an integral part of the treasury management of the group 
and can fluctuate from positive to negative balances during the period. 
 
Segmental reporting 
 
For management reporting purposes, the group is organised into business 
segments distinguishable by economic activity. The group's material business 
segments are mining activities and investment properties. These business 
segments are subject to risks and returns that are different from those of 
other business segments and are the primary basis on which the group reports 
its segment information. This is consistent with the way the group is managed 
and with the format of the group's internal financial reporting. Significant 
revenue from transactions with any individual customer, which makes up 10 
percent or more of the total revenue of the group, is separately disclosed 
within each segment. All coal exports are sales to coal traders at Richard 
Bay's terminal in South Africa with the risks and rewards passing to the coal 
trader at the terminal. Whilst the coal traders will ultimately sell the coal 
on the international markets the Company has no visibility over the ultimate 
destination of the coal. Accordingly, the export sales are recorded as South 
African revenue. 
 
 
 
 
Financial statements 
 
Notes to the financial statements 
 
for the year ended 31 December 2019 
 
1. SEGMENTAL REPORTING 
 
                                                                     2019 
 
Business analysis                                    Mining  Property      Other         Total 
                                                      GBP'000     GBP'000      GBP'000         GBP'000 
 
Significant revenue customer A                       32,424         -          -        32,424 
 
Significant revenue customer B                       10,985         -          -        10,985 
 
Other revenue                                         3,295     1,290        112         4,697 
 
Segment revenue                                      46,704     1,290        112        48,106 
 
Operating (loss)/profit before fair value             4,327       832        108         5,267 
adjustments & exchange movements 
 
Revaluation of investments & exchange movements       (123)   (1,480)        (6)       (1,609) 
 
Operating profit and segment result                   4,204     (648)        102         3,658 
 
Segment assets                                       18,577    12,927      1,138        32,642 
 
Unallocated assets 
 
                - Non-current assets                                                        30 
 
                - Cash & cash equivalents                                                7,720 
 
Total assets excluding investment in joint                                              40,392 
ventures and assets held for sale 
 
Segment liabilities                                 (9,385)   (2,382)      (166)      (11,933) 
 
Borrowings                                          (5,485)   (3,759)          -       (9,244) 
 
Total liabilities                                  (14,870)   (6,141)      (166)      (21,177) 
 
Net assets                                                                              19,215 
 
Non segmental assets 
 
                - Investment in joint ventures                                           1,342 
 
Net assets as per balance sheet                                                         20,557 
 
 
 
Geographic analysis                                              United   South   Total 
                                                                Kingdom  Africa   GBP'000 
                                                                  GBP'000   GBP'000 
 
Revenue                                                           1,402  46,704  48,106 
 
Operating profit/(loss) and segment result                        (616)   4,274   3,658 
 
Non-current assets excluding investments                         11,778   9,477  21,255 
 
Total net assets                                                 15,505   5,052  20,557 
 
Capital expenditure                                                  34   3,234   3,268 
 
 
 
                                                                 2018 
 
Business analysis                                  Mining  Property   Other       Total 
                                                    GBP'000     GBP'000   GBP'000       GBP'000 
 
Significant revenue customer A                     34,112         -       -      34,112 
 
Significant revenue customer B                     11,557         -       -      11,557 
 
Other revenue                                       2,997     1,232      47       4,276 
 
Segment revenue                                    48,666     1,232      47      49,945 
 
Operating (loss)/profit before fair value           6,093       838      44       6,975 
adjustments & exchange movements 
 
Revaluation of investments & exchange movements      (63)     (215)   (171)       (449) 
 
Operating profit and segment result                 6,030       623   (127)       6,526 
 
Segment assets                                     15,809    14,333     906      31,048 
 
Unallocated assets 
 
                - Non-current assets                                                  2 
 
                - Cash & cash equivalents                                         9,221 
 
Total assets excluding investment in joint                                       40,271 
ventures and assets held for sale 
 
Segment liabilities                               (8,729)   (2,392)   (210)    (11,331) 
 
Borrowings                                        (4,287)   (5,840)       -    (10,127) 
 
Total liabilities                                (13,016)   (8,232)   (210)    (21,458) 
 
Net assets                                                                       18,813 
 
Non segmental assets 
 
                - Investment in joint ventures                                    1,322 
 
Net assets as per balance sheet                                                  20,135 
 
 
 
Geographic analysis                                              United   South   Total 
                                                                Kingdom  Africa   GBP'000 
                                                                  GBP'000   GBP'000 
 
Revenue                                                           1,279  48,666  49,945 
 
Operating profit/(loss) and segment result                          441   6,085   6,526 
 
Non-current assets excluding investments                         13,231   8,530  21,761 
 
Total net assets                                                 15,567   4,568  20,135 
 
Capital expenditure                                                  17   2,864   2,881 
 
 
 
 
2. REVENUE 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
Revenue from contracts with customers: 
 
Coal Sales                                                               46,704  48,666 
 
Service charges recoverable from tenants                                    181     137 
 
Other: 
 
Rental income                                                             1,109   1,095 
 
Other revenue                                                               112      47 
 
Revenue                                                                  48,106  49,945 
 
Segmental mining revenue is derived principally from coal sales and is 
recognised once the control of the goods has transferred from the group to the 
buyer. Segmental property revenue is derived from rental income and service 
charges recoverable from tenants. This is consistent with the revenue 
information disclosed for each reportable segment (see note 1). Rental income 
is recognised on a straight-line basis over the term of the lease. Service 
charges recoverable from tenants are recognised over time as the service is 
rendered. Revenue is measured based on the consideration specified in the 
contract with the customer or tenant. 
 
 
3. OPERATING COSTS 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
Mining                                                                   33,468  34,443 
 
Property                                                                    399     338 
 
Cost of sales                                                            33,867  34,781 
 
Administration                                                            8,972   8,189 
 
Operating costs                                                          42,839  42,970 
 
The direct property costs are: 
 
                Direct property expense                                     358     308 
 
                Bad debts                                                    41      30 
 
                                                                            399     338 
 
Operating costs above include depreciation of GBP2,190,000 (2017: GBP2,113,000). 
 
 
4. (LOSS)/GAIN ON REVALUATION OF INVESTMENT PROPERTIES 
 
The reconciliation of the investment (deficit)/surplus to the gain on 
revaluation of investment properties in the income statement is set out below: 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
Investment (deficit)/surplus                                            (1,478)   (248) 
 
Gain/(Loss) on valuation movement in respect of head lease payments         (2)      33 
 
Loss on revaluation of investment properties                            (1,480)   (215) 
 
 
5. PROFIT BEFORE TAXATION 
 
Profit before taxation is arrived at after charging: 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
Staff costs (see note 29)                                                 7,783   7,335 
 
Depreciation                                                              2,190   2,113 
 
Exchange loss                                                               123      63 
 
Fees payable to the company's auditor for the audit of the company's         61      56 
annual accounts 
 
Fees payable to the company's auditor and its associates (2018: 
affiliate) for other services: 
 
                The audit of the company's subsidiaries pursuant to          28      22 
legislation 
 
                Audit related services                                        1       1 
 
                Non-audit related services                                    7       6 
 
The directors consider the auditors were best placed to provide the above 
non-audit and audit related services which refer to regulatory matters. The 
audit committee reviews the nature and extent of non-audit services to ensure 
that independence is maintained. 
 
 
6. DIRECTORS' EMOLUMENTS 
 
Directors' emoluments are shown in the Directors' remuneration report on page 
32 which is within the audited part of that report. 
 
 
7. INTEREST PAYABLE 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
On bank overdrafts and bank loans                                           655     539 
 
Unwinding of discount                                                         -      43 
 
Lease liabilities                                                            15       - 
 
Other interest payable                                                        9      59 
 
Interest payable                                                            679     641 
 
 
8. TAXATION 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
(a) Based on the results for the year: 
 
Current tax - UK                                                              -       - 
 
Current tax - Overseas                                                    1,570   2,026 
 
Corporation tax - adjustment in respect of prior year - UK                  (2)    (19) 
 
Current tax                                                               1,568   2,007 
 
Deferred tax                                                              (136)    (91) 
 
Total tax in income statement charge                                      1,432   1,916 
 
 (b) Factors affecting tax charge for the year: 
 
The corporation tax assessed for the year is different from that at the 
standard rate of corporation tax in the United Kingdom of 19.00% (2018: 19%). 
 
The differences are explained below: 
 
Profit on ordinary activities before taxation                             3,027   5,959 
 
Tax on profit on ordinary activities at 19.00% (2018: 19.00%)               575   1,132 
 
Effects of: 
 
Expenses not deductible for tax purposes                                      -      56 
 
Adjustment to tax rate                                                      463     623 
 
Other differences                                                           396     124 
 
Adjustment in respect of prior years                                        (2)    (19) 
 
Total tax in income statement (credit) / charge                           1,432   1,916 
 
(c) Analysis of United Kingdom and overseas tax: 
 
United Kingdom tax included in above: 
 
Corporation tax                -                                                    - 
 
Adjustment in respect of prior -                                                    (19) 
years 
 
Current tax                    -                                                    (19) 
 
Deferred tax                   (176)                                                (175) 
 
                               (176)                                                (194) 
 
Overseas tax included in 
above: 
 
Current tax                    1,570                                                2,026 
 
Adjustment in respect of prior (2)                                                  - 
years 
 
Current tax                    1,568                                                2,026 
 
Deferred tax                   40                                                   84 
 
                               1,608                                                2,110 
 
Overseas tax is derived from the group's South African mining operation. Refer 
to note 1 for a report on the groups' mining and South African segmental 
reporting. The adjustment to tax rate arises due to the corporation tax rate 
assessed in South Africa for the year being different from that in the UK. The 
South African rate assessed is 28% (2018: 28%). 
 
 
9. SHAREHOLDER DIVIDS 
 
                                                           2019    2019    2018    2018 
                                                            Per   GBP'000     Per   GBP'000 
                                                          share           share 
 
Dividends paid during the year relating to the prior      6.00p     641   5.00p     534 
period 
 
Dividends relating to the current period: 
 
Interim dividend for 2019 paid on 14 February 2020        1.00p     107   1.00p     107 
 
Proposed final dividend for 2019                              -       -   3.00p     320 
 
Proposed special dividend for 2019                            -       -   2.00p     214 
 
                                                          1.00p     107   6.00p     641 
 
The dividends relating to the current period are not accounted for until they 
have been approved at the Annual General Meeting. The amount, in respect of 
2019, will be accounted for as an appropriation of retained earnings in the 
year ending 31 December 2020. 
 
 
10.          PROFIT AND DILUTED PROFIT PER SHARE 
 
Both the basic and diluted profit per share calculations are based on a profit 
after tax of GBP1,046,000 (2018: GBP3,314,000). The basic profit per share has been 
calculated on a weighted average of 10,676,839 (2018: 10,676,839) ordinary 
shares being in issue during the period. The diluted profit per share has been 
calculated on the weighted average number of shares in issue of 10,676,839 
(2018: 10,676,839) plus the dilutive potential ordinary shares arising from 
share options of 183,920 (2018: 67,350) totalling 10,860,759 (2018: 
10,744,189). 
 
 
11. INVESTMENT PROPERTIES 
 
                                                              Freehold      Long    Head   Total 
                                                                 GBP'000 Leasehold   Lease   GBP'000 
                                                                           GBP'000   GBP'000 
 
Valuation at 1 January 2019                                     10,350     2,695     185  13,230 
 
Revaluation                                                    (1,330)     (150)     (2) (1,482) 
 
Valuation at 31 December 2019                                    9,020     2,545     182  11,748 
 
Valuation at 1 January 2018                                     10,550     2,695     152  13,397 
 
Addition                                                            15         -       -      15 
 
Revaluation                                                      (215)         -      33   (182) 
 
Valuation at 31 December 2018                                   10,350     2,695     185  13,230 
 
Historical cost 
 
At 31 December 2019                                              5,851       728       -   6,579 
 
At 31 December 2018                                              5,851       728       -   6,579 
 
Long leasehold properties are those for which the unexpired term at the balance 
sheet date is not less than 50 years. All investment properties are held for 
use in operating leases and all properties generated rental income during the 
period. 
 
Freehold and Long Leasehold properties were externally professionally valued at 
31 December on an open market basis by: 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
Carter Towler                                                            11,565  13,045 
 
The valuations were carried out in accordance with the Statements of Asset 
Valuation and Guidance Notes published by The Royal Institution of Chartered 
Surveyors. 
 
Each year external valuers are appointed by the Executive Directors on behalf 
of the Board. The valuers are selected based upon their knowledge, independence 
and reputation for valuing assets such as those held by the group. 
 
Valuations are performed annually and are performed consistently across all 
investment properties in the group's portfolio. At each reporting date 
appropriately qualified employees of the group verify all significant inputs 
and review the computational outputs. Valuers submit their report to the Board 
on the outcome of each valuation round. 
 
Valuations take into account tenure, lease terms and structural condition. The 
inputs underlying the valuations include market rent or business profitability, 
likely incentives offered to tenants, forecast growth rates, yields, EBITDA, 
discount rates, construction costs including any specific site costs (for 
example section 106), professional fees, developer's profit including 
contingencies, planning and construction timelines, lease regear costs, 
planning risk and sales prices based on known market transactions for similar 
properties to those being valued. 
 
Valuations are based on what is determined to be the highest and best use. When 
considering the highest and best use a valuer will consider, on a property by 
property basis, its actual and potential uses which are physically, legally and 
financially viable. Where the highest and best use differs from the existing 
use, the valuer will consider the cost and likelihood of achieving and 
implanting this change in arriving at its valuation. 
 
There are often restrictions on Freehold and Leasehold property which could 
have a material impact on the realisation of these assets. The most significant 
of these occur when planning permission or lease extension and renegotiation of 
use are required or when a credit facility is in place. These restrictions are 
factored in the property's valuation by the external valuer. 
 
IFRS 13 sets out a valuation hierarchy for assets and liabilities measured at 
fair value as follows: 
 
Level 1: valuation based on inputs on quoted market prices in active markets 
 
Level 2:                 valuation based on inputs other than quoted prices 
included within level 1 that maximise the use of observable data directly or 
from market prices or indirectly derived from market prices. 
 
Level 3:                 where one or more significant inputs to valuations are 
not based on observable market data 
 
The inter-relationship between key unobservable inputs and the groups' 
properties is detailed in the table below: 
 
Class of property     Valuation      Key          Carrying Carrying     Range     Range 
Level 3               technique      unobservable        /        / (weighted (weighted 
                                     inputs           fair     fair  average)  average) 
                                                     value    value      2019      2018 
                                                      2019     2018 
                                                     GBP'000    GBP'000 
 
Freehold - external   Income         Estimated       9,020   10,350  GBP7 - GBP26  GBP7 - GBP28 
valuation             capitalisation rental                             (GBP19)     (GBP20) 
                                     value per sq 
                                     ft p.a 
 
                                     Equivalent                        8.4% -    8.4% - 
                                     Yield                              13.8%     11.8% 
                                                                      (10.7%)    (9.3%) 
 
Long leasehold -      Income         Estimated       2,545    2,695   GBP8 - GBP8   GBP8 - GBP8 
external valuation    capitalisation rental                              (GBP8)      (GBP8) 
                                     value per sq 
                                     ft p.a 
 
                                     Equivalent                        8.2% -    7.9% - 
                                     yield                               8.2%      7.9% 
                                                                       (8.2%)    (7.9%) 
 
At 31 December 2019                                 11,565   13,045 
 
There are interrelationships between all these inputs as they are determined by 
market conditions. The existence of an increase in more than one input would be 
to magnify the input on the valuation. The impact on the valuation will be 
mitigated by the interrelationship of two inputs in opposite directions, for 
example, an increase in rent may be offset by an increase in yield. 
 
The table below illustrates the impact of changes in key unobservable inputs on 
the carrying / fair value of the group's properties: 
 
                                     Estimated rental                  Equivalent yield 
                                   value 10% increase     25 basis point contraction or 
                                          or decrease                         expansion 
 
                                   2019          2018             2019             2018 
                                  GBP'000         GBP'000            GBP'000            GBP'000 
 
Freehold - external valuation     902 /       1,035 /      235 / (223)      331 / (311) 
                                  (902)       (1,035) 
 
Long Leasehold - external         255 /   270 / (270)        80 / (76)        90 / (85) 
valuation                         (255) 
 
 
12.          MINING RESERVES, PLANT AND EQUIPMENT 
 
                                          Mining      Mining    Motor    Office   Total 
                                        reserves   equipment vehicles equipment   GBP'000 
                                           GBP'000         and    GBP'000     GBP'000 
                                                 development 
                                                       costs 
                                                       GBP'000 
 
Cost at 1 January 2019                     1,240      26,148      253       163  27,804 
 
Exchange adjustment                         (14)       (293)      (1)       (2)   (310) 
 
Additions                                      -       3,131      123        14   3,268 
 
Disposals                                      -     (2,312)     (14)         - (2,326) 
 
Cost at 31 December 2019                   1,226      26,674      361       175  28,436 
 
Accumulated depreciation at 1 January      1,213      17,777      151       132  19,273 
2019 
 
Exchange adjustment                         (14)       (193)      (1)       (1)   (209) 
 
Charge for the year                           13       2,133       35         9   2,190 
 
Disposals                                      -     (2,312)     (14)         - (2,326) 
 
Accumulated depreciation at 31 December    1,212      17,405      171       140  18,928 
2019 
 
Net book value at 31 December 2019            14       9,269      190        35   9,508 
 
Cost at 1 January 2018                     1,367      25,902      200       158  27,627 
 
Exchange adjustment                        (127)     (2,531)     (22)       (9) (2,689) 
 
Additions                                      -       2,777       75        14   2,866 
 
Disposals                                      -           -        -         -       - 
 
Cost at 31 December 2018                   1,240      26,148      253       163  27,804 
 
Accumulated depreciation at 1 January      1,309      17,441      135       129  19,014 
2018 
 
Exchange adjustment                        (122)     (1,712)     (14)       (6) (1,854) 
 
Charge for the year                           26       2,048       30         9   2,113 
 
Disposals                                      -           -        -         -       - 
 
Accumulated depreciation at 31 December    1,213      17,777      151       132  19,273 
2018 
 
Net book value at 31 December 2018            27       8,371      102        31   8,531 
 
Included in the above line items are right-of-use assets over the following: 
 
                                                                 Mining    Motor  Total 
                                                              equipment vehicles  GBP'000 
                                                                  GBP'000    GBP'000 
 
Net book value at 1 January 2019                                      -        -      - 
 
IFRS 16 Reclassification                                             57        -     57 
 
Additions                                                             5       33     38 
 
Exchange adjustment                                                 (1)        -    (1) 
 
Depreciation                                                        (9)      (4)   (13) 
 
Net book value at 31 December 2019                                   52       29     81 
 
 
13.          INVESTMENTS HELD AS NON-CURRENT ASSETS 
 
                                                      2019    2019         2018    2018 
                                                       Net   Other          Net   Other 
                                                investment   GBP'000   investment   GBP'000 
                                                  in joint             in joint 
                                                  ventures             ventures 
                                                    assets               assets 
                                                     GBP'000                GBP'000 
 
At 1 January                                         1,322      35          874      51 
 
Share of (loss)/gain in investment                       -     (3)            -    (15) 
 
Additions                                                -     255          500       - 
 
Exchange adjustment                                      -       -            -     (1) 
 
Share of (loss)/gain in joint ventures                  20       -         (52)       - 
 
Net assets at 31 December                            1,342     287        1,322      35 
 
 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
Net book value of unquoted investments                                        -       - 
 
Net book and market value of investments listed on overseas stock           287      35 
exchanges 
 
                                                                            287      35 
 
 
14.          JOINT VENTURES 
 
Dragon Retail Properties Limited 
 
The company owns 50% of the issued share capital of Dragon Retail Properties 
Limited, an unlisted property investment company. At year end, the carrying 
value of the investment held by the group was GBP806,000 (2018: GBP815,000). The 
remaining 50% is held by London & Associated Properties PLC. Dragon Retail 
Properties Limited is incorporated in England and Wales and its registered 
address is 24 Bruton Place, London, W1J 6NE. It has issued share capital of 
500,000 (2017: 500,000) ordinary shares of GBP1 each. No dividends were received 
during the period. 
 
West Ealing Projects Limited 
 
The company owns 50% of the issued share capital of West Ealing Projects 
Limited, an unlisted property development company. At year end, the carrying 
value of the investment held by the group was GBP536,000 (2018: GBP507,000). The 
remaining 50% is held by London & Associated Properties PLC. West Ealing 
Projects Limited is incorporated in England and Wales and its registered 
address is 24 Bruton Place, London, W1J 6NE. It has issued share capital of 
1,000,000 (2018: GBP1,000,000) ordinary shares of GBP1 each. No dividends were 
received during the period. 
 
                                        Dragon     West      2019  Dragon    West    2018 
                                           50%   Ealing     GBP'000     50%  Ealing   GBP'000 
                                         GBP'000      50%             GBP'000     50% 
                                                  GBP'000                     GBP'000 
 
Turnover                                     -       75        75      83      12      95 
 
Profit and loss: 
 
(Loss)/Profit before depreciation,          17       37        54    (53)       8    (45) 
interest and taxation 
 
Depreciation and amortisation              (7)        -       (7)     (6)       -     (6) 
 
(Loss)/Profit before interest and           10       37        47    (59)       8    (51) 
taxation 
 
Interest Income                              -        -         -      51       -      51 
 
Interest expense                          (17)        -      (17)    (68)       -    (68) 
 
(Loss)/Profit before taxation              (7)       37        30    (76)       8    (68) 
 
Taxation                                   (2)      (8)      (10)      17     (1)      16 
 
(Loss)/Profit after taxation               (9)       29        20    (59)       7    (52) 
 
Balance sheet 
 
Non-current assets                       1,229        -     1,229   1,235       -   1,235 
 
Cash and cash equivalents                   52       11        63      45      22      67 
 
Property inventory                           -    3,333     3,333       -   3,099   3,099 
 
Other current assets                       172       29       201     207      39     246 
 
Other current liabilities                 (40)  (1,034)   (1,074)    (73)   (951) (1,024) 
 
Net current assets                         184    2,339     2,523     179   2,209   2,388 
 
Non-current borrowings                   (588)  (1,803)   (2,391)   (582) (1,702) (2,284) 
 
Other non-current liabilities             (19)        -      (19)    (17)       -    (17) 
 
Share of net assets at 31 December         806      536     1,342     815     507   1,322 
 
 
15.          SUBSIDIARY COMPANIES 
 
The company owns the following ordinary share capital of the subsidiaries which 
are included within the consolidated financial statements: 
 
                        Activity   Percentage Registered address          Country of 
                                   of                                     incorporation 
                                   share 
                                   capital 
 
Directly held: 
 
Mineral Products        Share      100%       24 Bruton Place, London,    England and 
Limited                 dealing               W1J6NE                      Wales 
 
Bisichi (Properties)    Property   100%       24 Bruton Place, London,    England and 
Limited                                       W1J6NE                      Wales 
 
Bisichi Northampton     Property   100%       24 Bruton Place, London,    England and 
Limited                                       W1J6NE                      Wales 
 
Bisichi Trustee Limited Property   100%       24 Bruton Place, London,    England and 
                                              W1J6NE                      Wales 
 
Urban First             Property   100%       24 Bruton Place, London,    England and 
(Northampton) Limited                         W1J6NE                      Wales 
 
Bisichi Mining          Holding    100%       24 Bruton Place, London,    England and 
(Exploration) Limited   company               W1J6NE                      Wales 
 
Ninghi Marketing        Dormant    90.1%      24 Bruton Place, London,    England and 
Limited                                       W1J6NE                      Wales 
 
Bisichi Mining          Dormant    100%       24 Bruton Place, London,    England and 
Managements                                   W1J6NE                      Wales 
Services Limited 
 
Bisichi Coal Mining     Coal       100%       Samora Machel Street,       South Africa 
(Pty) Limited           mining                Bethal Road, Middelburg, 
                                              Mpumalanga, 1050 
 
Indirectly held: 
 
Black Wattle Colliery   Coal       62.5%      Samora Machel Street,       South Africa 
(Pty) Limited           mining                Bethal Road, Middelburg, 
                                              Mpumalanga, 1050 
 
Sisonke Coal Processing Coal       62.5%      Samora Machel Street,       South Africa 
(Pty) Limited           processing            Bethal Road, Middelburg, 
                                              Mpumalanga, 1050 
 
Black Wattle            Coal       62.5%      Samora Machel Street,       South Africa 
Klipfontein (Pty)       mining                Bethal Road, 
Limited                                       Middelburg, Mpumalanga, 
                                              1050 
 
Amandla Ehtu Mineral    Dormant    70%        Samora Machel Street,       South Africa 
Resource Development                          Bethal Road, 
(Pty) Limited                                 Middelburg, Mpumalanga, 
                                              1050 
 
Details on the non-controlling interest in subsidiaries are shown under note 
27. 
 
 
16.          INVENTORIES 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
Coal 
 
Washed                                                                    2,037     777 
 
Mining Production                                                           135     316 
 
Work in progress                                                            215     378 
 
Other                                                                        45      40 
 
                                                                          2,432   1,511 
 
 
17.          TRADE AND OTHER RECEIVABLES 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
Financial assets falling due within one year: 
 
                Trade receivables                                         5,922   5,311 
 
                Amount owed by joint venture                                840     752 
 
                Other receivables                                           714     337 
 
Non-financial instruments falling due within one year: 
 
                Prepayments and accrued income                               83     437 
 
                                                                          7,559   6,837 
 
Financial assets falling due within one year are held at amortised cost. The 
fair value of trade and other receivables approximates their carrying amounts. 
The Group applies a simplified approach to measure the credit loss allowance 
for trade receivables using the lifetime expected credit loss provision. The 
lifetime expected credit loss is evaluated for each trade receivable taking 
into account payment history, payments made subsequent to year end and prior to 
reporting, past default experience and the impact of any other relevant and 
current observable data. The group applies a general approach on all other 
receivables classified as financial assets. At year end, the group allowance 
for doubtful debts provided against trade receivables was GBP23,000 (2018: GBP 
12,000). 
 
 
18.          INVESTMENTS IN LISTED SECURITIES HELD AT FVPL 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
Market value of listed Investments: 
 
Listed in Great Britain                                                     863     847 
 
Listed outside Great Britain                                                256      40 
 
                                                                          1,119     887 
 
Original cost of listed investments                                       1,150     916 
 
Unrealised surplus / deficit of market value versus cost                   (31)    (29) 
 
 
19.          TRADE AND OTHER PAYABLES 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
Trade payables                                                            3,902   3,949 
 
Amounts owed to joint ventures                                              148     192 
 
Lease liabilities (Note 31)                                                  30       - 
 
Other payables                                                            1,926   1,791 
 
Accruals                                                                  1,400   1,089 
 
Deferred Income                                                             213     236 
 
                                                                          7,619   7,257 
 
 
20.          FINANCIAL LIABILITIES - BORROWINGS 
 
                                                            Current       Non-current 
 
                                                           2019    2018    2019    2018 
                                                          GBP'000   GBP'000   GBP'000   GBP'000 
 
Bank overdraft (secured)                                  4,842   3,535       -       - 
 
Bank loan (secured)                                         261   6,045   4,141     547 
 
                                                          5,103   9,580   4,141     547 
 
 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
Bank overdraft and loan instalments by reference to the balance sheet 
date: 
 
                Within one year                                           5,103   9,580 
 
                From one to two years                                       270     223 
 
                From two to five years                                    3,871     324 
 
                                                                          9,244  10,127 
 
Bank overdraft and loan analysis by origin: 
 
                United Kingdom                                            3,759   5,840 
 
                Southern Africa                                           5,485   4,287 
 
                                                                          9,244  10,127 
 
In South Africa, as part of a restructuring and sale of the washing plant 
facilities from Black Wattle Colliery (Pty) Limited ("Black Wattle") to its 
wholly owned subsidiary Sisonke Coal Processing (Pty) Limited ("Sisonke Coal 
Processing"), the R100million bank overdraft facility held by Black Wattle with 
Absa Bank Limited was replaced in January 2019 by a new structured trade 
finance facility for R100million held by Sisonke Coal Processing ("new trade 
facility"). The South African bank loans are secured by way of a first charge 
over specific pieces of mining equipment, inventory and the debtors of the 
relevant company which holds the loan which are included in the financial 
statements at a value of GBP10,533,000. 
 
In December 2019, the group repaid its GBP5.84million loan facility with 
Santander Bank PLC and signed a new GBP3.96million term loan facility with Julian 
Hodge Bank Limited. The new debt package has a five year term and is repayable 
at the end of the term in December 2024. The interest cost of the loan is 4.00% 
above LIBOR. The loan is secured by way of a first charge over the investment 
properties in the UK which are included in the financial statements at a value 
of GBP11,565,000. No banking covenants were breached by the group during the 
year. 
 
Consistent with others in the mining and property industry, the group monitors 
its capital by its gearing levels. This is calculated as the total bank loans 
and overdraft less remaining cash and cash equivalents as a percentage of 
equity. At year end the gearing of the group was calculated as follows: 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
Total bank loans and overdraft                                            9,244  10,127 
 
Less cash and cash equivalents (excluding overdraft)                    (7,720) (9,221) 
 
Net debt                                                                  1,524     906 
 
Total equity attributable to shareholders of the parent                  19,932  19,569 
 
Gearing                                                                    7.6%    4.6% 
 
Analysis of the changes in liabilities arising from financing activities: 
 
                             Bank       Bank       Lease    2019       Bank       Bank       Lease      2018 
                       borrowings overdrafts liabilities   GBP'000 borrowings Overdrafts Liabilities     GBP'000 
                            GBP'000      GBP'000       GBP'000              GBP'000      GBP'000       GBP'000 
 
Balance at 1 January        6,592      3,535         185  10,312      5,898      1,262         152     7,312 
 
Exchange adjustments          (8)       (49)           -    (57)       (40)      (233)           -     (273) 
 
Cash movements            (2,182)      1,356        (16)   (842)        734      2,506           -     3,240 
excluding exchange 
adjustments 
 
Valuation movements             -          -          93      93          -          -          33        33 
 
Balance at 31 December      4,402      4,842         262   9,506      6,592      3,535         185    10,312 
 
 
21.          PROVISION FOR REHABILITATION 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
As at 1 January                                                           1,571   1,349 
 
Exchange adjustment                                                        (17)   (150) 
 
Increase in provision                                                         -     329 
 
Unwinding of discount                                                         -      43 
 
As at 31 December                                                         1,554   1,571 
 
 
22.          FINANCIAL INSTRUMENTS 
 
Total financial assets and liabilities 
 
The group's financial assets and liabilities are as follows, representing both 
the fair value and the carrying value: 
 
                               Financial Financial   Investments 2019    Financial Financial   Investments 2018 
                               Assets    Liabilities held at     GBP'000   Assets    Liabilities held at     GBP'000 
                               measured  measured at FVPL GBP'000          measured  measured at FVPL GBP'000 
                               at        amortised                       at        amortised 
                               amortised cost                            amortised cost 
                               cost      GBP'000                           cost      GBP'000 
                               GBP'000                                     GBP'000 
 
Cash and cash equivalents      7,720     -           -           7,720   9,221     -           -           9,221 
 
Non-current other investments  -         -           287         287     -         -           35          35 
held at FVPL 
 
Investments in listed          -         -           1,119       1,119   -         -           887         887 
securities held at FVPL 
 
Trade and other receivables    7,476     -           -           7,476   6,400     -           -           6,400 
 
Bank borrowings and overdraft  -         (9,244)     -           (9,244) -         (10,127)    -           (10,127) 
 
Lease Liabilities              -         (262)       -           (262)   -         (185)       -           (185) 
 
Other liabilities              -         (7,833)     -           (7,833) -         (7,113)     -           (7,113) 
 
                               15,196    (17,339)    1,406       (737)   15,621    (17,425)    922         (882) 
 
Investments in listed securities held at fair value through profit and loss 
fall under level 1 of the fair value hierarchy into which fair value 
measurements are recognised in accordance with the levels set out in IFRS 7. 
The comparative figures for 2018 fall under the same category of financial 
instrument as 2019. 
 
The carrying amount of short term (less than 12 months) trade receivable and 
other liabilities approximate their fair values. The fair value of non-current 
borrowings in note 20 approximates its carrying value and was determined under 
level 2 of the fair value hierarchy and is estimated by discounting the future 
contractual cash flows at the current market interest rates for UK borrowings 
and for the South African overdraft facility. The fair value of the lease 
liabilities in note 31 approximates its carrying value and was determined under 
level 2 of the fair value hierarchy and is estimated by discounting the future 
contractual cash flows at the current market interest rates. 
 
Treasury policy 
 
Although no derivative transactions were entered into during the current and 
prior year, the group may use derivative transactions such as interest rate 
swaps and forward exchange contracts as necessary in order to help manage the 
financial risks arising from the group's activities. The main risks arising 
from the group's financing structure are interest rate risk, liquidity risk, 
market risk, credit risk, currency risk and commodity price risk. There have 
been no changes during the year of the main risks arising from the group's 
finance structure. The policies for managing each of these risks and the 
principal effects of these policies on the results are summarised below. 
 
Interest rate risk 
 
Interest rate risk is the risk that the value of a financial instrument or 
cashflows associated with the instrument will fluctuate due to changes in 
market interest rates. Interest rate risk arises from interest bearing 
financial assets and liabilities that the group uses. Treasury activities take 
place under procedures and policies approved and monitored by the Board to 
minimise the financial risk faced by the group. Interest bearing assets 
comprise cash and cash equivalents which are considered to be short-term liquid 
assets and loans to joint ventures. Interest bearing borrowings comprise bank 
loans, bank overdrafts and variable rate finance lease obligations. The rates 
of interest vary based on LIBOR in the UK and PRIME in South Africa. 
 
As at 31 December 2019, with other variables unchanged, a 1% increase or 
decrease in interest rates, on investments and borrowings whose interest rates 
are not fixed, would respectively change the profit/loss for the year by GBP 
107,000 (2018: GBP101,000). The effect on equity of this change would be an 
equivalent decrease or increase for the year of GBP107,000 (2018: GBP101,000). 
 
Liquidity risk 
 
The group's policy is to minimise refinancing risk. Efficient treasury 
management and strict credit control minimise the costs and risks associated 
with this policy which ensures that funds are available to meet commitments as 
they fall due. As at year end the group held borrowing facilities in the UK in 
Bisichi PLC and in South Africa in Black Wattle Colliery (Pty) Ltd. 
 
The following table sets out the maturity profile of contractual undiscounted 
cash flows of financial liabilities as at 31 December: 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
Within one year                                                          13,183  17,329 
 
From one to two years                                                       458     290 
 
From two to five years                                                    4,304     392 
 
Beyond five years                                                           135     127 
 
                                                                         18,080  18,138 
 
The following table sets out the maturity profile of contractual undiscounted 
cash flows of financial liabilities as at 31 December maturing within one year: 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
Within one month                                                         10,164   3,627 
 
From one to three months                                                  2,120   3,117 
 
From four to twelve months                                                  899  10,585 
 
                                                                         13,183  17,329 
 
In South Africa, as part of the restructuring and sale of the washing plant 
facilities from Black Wattle Colliery (Pty) Limited ("Black Wattle") to its 
wholly owned subsidiary Sisonke Coal Processing (Pty) Limited ("Sisonke Coal 
Processing"), the R100million facility held by Black Wattle with Absa Bank 
Limited was replaced in January 2019 by a new structured trade finance facility 
for R100million held by Sisonke Coal Processing ("new trade facility"). 
 
The new trade facility comprises of a R100million revolving facility to cover 
the working capital requirements of the group's South African operations. The 
interest cost of the loan is at the South African prime lending rate. The 
facility is renewable annually each January, is repayable on demand and is 
secured against inventory, debtors and cash that are held by Sisonke Coal 
Processing (Pty) Limited. The facility is included in cash and cash equivalents 
within the cashflow statement. 
 
In December 2019, the group repaid its GBP5.84million loan facility with 
Santander Bank PLC and signed a new GBP3.96million term loan facility with Julian 
Hodge Bank Limited. The loan is secured against the group's UK retail property 
portfolio. The debt package has a five year term and is repayable at the end of 
the term in December 2024. The interest cost of the loan is 4.00% above LIBOR. 
 
As a result of the above agreed banking facilities, the Directors believe that 
the group is well placed to manage its liquidity risk. 
 
Credit risk 
 
The group is mainly exposed to credit risk on its cash and cash equivalents, 
trade and other receivables and amounts owed by joint ventures as per the 
balance sheet. The maximum exposure to credit risk is represented by the 
carrying amount of each financial asset in the balance sheet which at year end 
amounted to GBP15,173,000 (2018: GBP15,621,000). 
 
To mitigate risk on its cash and cash equivalents, the group only deposits 
surplus cash with well-established financial institutions of high quality 
credit standing. 
 
The group's credit risk is primarily attributable to its trade receivables. 
Trade debtor's credit ratings are reviewed regularly. The Group's review 
includes measures such as the use of external ratings and establishing purchase 
limits for each customer. The group had amounts due from its significant 
revenue customers at the year end that represented 73% (2018: 92%) of the trade 
receivables balance. These amounts have been subsequently settled. The Group 
approach to measure the credit loss allowance for trade receivables is outlined 
in note 17. At year end, the group allowance for doubtful debts provided 
against trade receivables was GBP21,000 (2019: GBP12,000). As at year end the 
amount of trade receivables held past due date less credit loss allowances was 
GBP23,000 (2019: GBP17,000). To date, the amount of trade receivables held past due 
date less credit loss allowances that has not subsequently been settled is GBP 
14,000 (2018: GBP14,000). Management have no reason to believe that this amount 
will not be settled. 
 
The Group exposure to credit risk on its loans to joint ventures and other 
receivables is mitigated through ongoing review of the underlying performance 
and resources of the counterparty including evaluation of different scenarios 
of probability of default and expected loss applicable to each of the 
underlying balances. 
 
 
Financial assets maturity 
 
On 31 December 2019, cash at bank and in hand amounted to GBP7,697,000 (2018: GBP 
9,221,000) which is invested in short term bank deposits maturing within one 
year bearing interest at the bank's variable rates. Cash and cash equivalents 
all have a maturity of less than 3 months. 
 
Foreign exchange risk 
 
All trading is undertaken in the local currencies except for certain export 
sales which are invoiced in dollars. It is not the group's policy to obtain 
forward contracts to mitigate foreign exchange risk on these contracts as 
payment terms are within 15 days of invoice or earlier. Funding is also in 
local currencies other than inter-company investments and loans and it is also 
not the group's policy to obtain forward contracts to mitigate foreign exchange 
risk on these amounts. During 2019 and 2018 the group did not hedge its 
exposure of foreign investments held in foreign currencies. 
 
The principal currency risk to which the group is exposed in regard to 
inter-company balances is the exchange rate between Pounds sterling and South 
African Rand. It arises as a result of the retranslation of Rand denominated 
inter-company trade receivable balances held within the UK which are payable by 
South African Rand functional currency subsidiaries. 
 
Based on the group's net financial assets and liabilities as at 31 December 
2018, a 25% strengthening of Sterling against the South African Rand, with all 
other variables held constant, would decrease the group's profit after taxation 
by GBP176,000 (2018: GBP130,000). A 25% weakening of Sterling against the South 
African Rand, with all other variables held constant would increase the group's 
profit after taxation by GBP294,000 (2018: GBP216,000). 
 
The 25% sensitivity has been determined based on the average historic 
volatility of the exchange rate for 2018 and 2019. 
 
The table below shows the currency profiles of cash and cash equivalents: 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
Sterling                                                                  4,741   6,897 
 
South African Rand                                                        1,672   2,322 
 
US Dollar                                                                 1,307       2 
 
                                                                          7,720   9,221 
 
Cash and cash equivalents earn interest at rates based on LIBOR in Sterling and 
Prime in Rand. 
 
The tables below shows the currency profiles of net monetary assets and 
liabilities by functional currency of the group: 
 
2019:                                                                  Sterling   South 
                                                                          GBP'000 African 
                                                                                  Rands 
                                                                                  GBP'000 
 
Sterling                                                                  1,151       - 
 
South African Rand                                                           40 (3,510) 
 
US Dollar                                                                 1,582       - 
 
                                                                          2,773 (3,510) 
 
 
 
2018:                                                                  Sterling   South 
                                                                          GBP'000 African 
                                                                                  Rands 
                                                                                  GBP'000 
 
Sterling                                                                  1,042       - 
 
South African Rand                                                           37 (1,974) 
 
US Dollar                                                                    13       - 
 
                                                                          1,092 (1,974) 
 
 
23.          DEFERRED TAXATION 
 
                                                                          2019     2018 
                                                                         GBP'000    GBP'000 
 
As at 1 January                                                          2,226    2,485 
 
Recognised in income                                                     (136)     (91) 
 
Exchange adjustment                                                       (19)    (168) 
 
As at 31 December                                                        2,071    2,226 
 
The deferred tax balance comprises the following: 
 
Revaluation of properties                                                  476      636 
 
Capital allowances                                                       2,419    2,369 
 
Short term timing difference                                             (707)    (662) 
 
Unredeemed capital deductions                                                -        - 
 
Losses and other deductions                                              (117)    (117) 
 
                                                                         2,071    2,226 
 
Refer to note 8 for details of deferred tax recognised in income in the current 
year. Tax rates of 17% (2018: 17%) in the UK and 28% (2018: 28%) in South 
Africa were utilised to calculate year end deferred tax balances. 
 
 
24.          SHARE CAPITAL 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
Authorised: 13,000,000 ordinary shares of 10p each                        1,300   1,300 
 
Allotted and fully paid: 
 
                                                     2019       2018     2019      2018 
                                                Number of  Number of    GBP'000     GBP'000 
                                                 ordinary   ordinary 
                                                   shares     shares 
 
At 1 January and outstanding at 31 December    10,676,839 10,676,839    1,068     1,068 
 
 
25.          OTHER RESERVES 
 
                                                                         2019      2018 
                                                                        GBP'000     GBP'000 
 
Equity share options                                                      621       621 
 
Net investment premium on share capital in joint venture                   86        86 
 
                                                                          707       707 
 
 
26.          SHARE BASED PAYMENTS 
 
Details of the share option scheme are shown in the Directors' remuneration 
report on page 32 under the heading Share option schemes which is within the 
audited part of this report. Further details of the share option schemes are 
set out below. 
 
The Bisichi PLC Unapproved Option Schemes: 
 
Year of grant                        Subscription      Period within   Number of   Number of   Number of 
                                        price per      which options       share       share   share for 
                                            share        exercisable   for which     options       which 
                                                                         options     lapsed/     options 
                                                                     outstanding surrendered outstanding 
                                                                              at    /awarded          at 
                                                                     31 December during year 31 December 
                                                                            2018                    2019 
 
2015                                        87.0p     Sep 2015 - Sep     300,000           -     300,000 
                                                                2025 
 
2018                                       73.50p     Feb 2018 - Feb     380,000           -     380,000 
                                                                2028 
 
There are no performance or service conditions attached to 2015 and 2018 
options which are outstanding at 31 December 2019. 
 
                                                        2019     2019     2018     2018 
                                                      Number Weighted   Number Weighted 
                                                              average           average 
                                                             exercise          exercise 
                                                                price             price 
 
Outstanding at 1 January                             680,000   79.46p  380,000   111.3p 
 
Lapsed/Surrendered during the year                         -        - (80,000)   205.5p 
 
Issued during the year                                     -        -  380,000    73.5p 
 
Outstanding at 31 December                           680,000   79.46p  680,000   79.46p 
 
Exercisable at 31 December                           680,000   79.46p  680,000   79.46p 
 
 
27.          NON-CONTROLLING INTEREST 
 
                                                                         2019      2018 
                                                                        GBP'000     GBP'000 
 
As at 1 January                                                           566       532 
 
Share of profit/(loss) for the year                                       549       729 
 
Dividends paid                                                          (483)     (641) 
 
Exchange adjustment                                                       (7)      (54) 
 
As at 31 December                                                         625       566 
 
The non-controlling interest comprises of a 37.5% interest in Black Wattle 
Colliery (Pty) Ltd and its wholly owned subsidiary Sisonke Coal Processing 
(Pty) Ltd. Black Wattle Colliery (Pty) Ltd is a coal mining company and Sisonke 
Coal Processing (Pty) Ltd is a coal processing company both incorporated in 
South Africa. Summarised financial information reflecting 100% of the 
underlying consolidated relevant figures of Black Wattle Colliery (Pty) Ltd's 
and its wholly owned subsidiary Sisonke Coal Processing (Pty) Ltd is set out 
below. 
 
                                                                         2019      2018 
                                                                        GBP'000     GBP'000 
 
Revenue                                                                46,706    48,666 
 
Expenses                                                             (43,040)  (43,801) 
 
Profit/(loss) for the year                                              3,666     4,865 
 
Other comprehensive Income                                                  -         - 
 
Total comprehensive income for the year                                 3,666     4,865 
 
Balance sheet 
 
                Non-current assets                                      9,480     8,532 
 
                Current assets                                         10,462     9,587 
 
                Current liabilities                                  (12,087)  (10,540) 
 
                Non-current liabilities                               (3,682)   (3,800) 
 
Net assets at 31 December                                               4,173     3,779 
 
The non-controlling interest originates from the disposal of a 37.5% 
shareholding in Black Wattle Colliery (Pty) Ltd in 2010 when 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 
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 Amounts     Costs    Cash 
                                                         owed    owed recharged    paid 
                                                           to      by   (to)/by (to)/by 
                                                      related related   related related 
                                                        party   party     party   party 
                                                        GBP'000   GBP'000     GBP'000   GBP'000 
 
Related party: 
 
London & Associated Properties PLC (note (a))              33       -       200   (170) 
 
West Ealing Projects Limited (note (b))                     -   (840)         -    (88) 
 
Dragon Retail Properties Limited (note (c))               149       -         -    (44) 
 
As at 31 December 2019                                    182   (840)       200   (302) 
 
London & Associated Properties PLC (note (a))               3       -       153   (183) 
 
West Ealing Projects Limited (note (b))                     -   (752)         -   (752) 
 
Dragon Retail Properties Limited (note (c))               193       -         -   2,046 
 
As at 31 December 2018                                    196   (752)       153   1,111 
 
(a)          London & Associated Properties PLC - London & Associated 
Properties PLC ("LAP") is a substantial shareholder and parent company of 
Bisichi PLC. Property management, office premises, general management, 
accounting and administration services are provided for Bisichi PLC and its UK 
subsidiaries. Bisichi PLC continues to operate as a fully independent company 
and currently LAP owns only 41.52% of the issued ordinary share capital. 
However, LAP is deemed under IFRS 10 to have effective control of Bisichi PLC 
for accounting purposes. 
 
(b)          West Ealing Projects Limited - West Ealing Projects Limited ("West 
Ealing") is an unlisted property company incorporated in England and Wales. 
West Ealing is owned equally by the company and London & Associated Properties 
PLC and is accounted as a joint venture and treated as a non-current asset 
investment. 
 
(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. 
 
Key management personnel comprise of the directors of the company who have the 
authority and responsibility for planning, directing, and controlling the 
activities of the company. Details of key management personnel compensation and 
interest in share options are shown in the Directors' Remuneration Report on 
pages 32 and 33 under the headings Directors' remuneration, Pension schemes and 
incentives and Share option schemes which is within the audited part of this 
report. The total employers' national insurance paid in relation to the 
remuneration of key management was GBP223,000 (2018: GBP225,000). In 2012 a loan 
was made to one of the directors, Mr A R Heller, for GBP116,000. 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 GBP41,000 (2018: GBP41,000) and no repayment (2018: GBP15,000) 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 GBP38,000 (2018: 
GBP35,000). 
 
 
29.          EMPLOYEES 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
Staff costs during the year were as follows: 
 
Salaries                                                                  7,251   6,809 
 
Social security costs                                                       223     231 
 
Pension costs                                                               309     271 
 
Share based payments                                                          -      24 
 
                                                                          7,783   7,335 
 
                                                                           2019    2018 
 
The average weekly numbers of employees of the group during the year 
were as follows: 
 
Production                                                                  204     231 
 
Administration                                                               15      15 
 
                                                                            219     246 
 
 
30.          CAPITAL COMMITMENTS 
 
                                                                           2019    2018 
                                                                              GBP   GBP'000 
                                                                           '000 
 
Commitments for capital expenditure approved and contracted for at the        -     751 
year end 
 
 
31.          LEASE LIABILITIES AND FUTURE PROPERTY LEASE RENTALS 
 
The lease liabilities are secured by the related underlying assets. The 
undiscounted maturity analysis of lease payments at 31 December 2019 is as 
follows: 
 
                                          Mining    Motor     Head    2019     2018 
                                       Equipment Vehicles    Lease   GBP'000    GBP'000 
                                           GBP'000    GBP'000 Property 
                                                             GBP'000 
 
Within one year                               13       11       11      35       12 
 
Second to fifth year                          53       18       46     117       46 
 
After five years                               -        -    1,419   1,419    1,443 
 
                                              66       29    1,476   1,571    1,501 
 
Discounting adjustment                      (14)      (2)  (1,293) (1,309)  (1,316) 
 
Present value                                 52       27      183     262      185 
 
The present value of minimum lease payments at 31 December 2019 is as follows: 
 
                                          Mining    Motor     Head    2019     2018 
                                       Equipment Vehicles    Lease   GBP'000    GBP'000 
                                           GBP'000    GBP'000 Property 
                                                             GBP'000 
 
Within one year  (Note 19)                     9       10       11      30       12 
 
Second to fifth year                          43       17       36      96       37 
 
After five years                               -        -      136     136      136 
 
Present value                                 52       27      183     262      185 
 
With the exception of short-term leases and leases of low-value underlying 
assets, each lease is reflected on the balance sheet as a right-of-use asset 
and a lease liability. The Group classifies its right-of-use assets in a 
consistent manner to its property, plant and equipment. Lease liabilities due 
within one year are classified within trade and other payables in the balance 
sheet. 
 
The group has one lease for mining equipment in South Africa and one lease for 
motor vehicles in the United Kingdom. Both leases have terms of less than 5 
years are either non-cancellable or may only be cancelled by incurring a 
substantive termination fee. Lease payments for mining equipment are subject to 
changes in consumer price inflation in South Africa. 
 
The group has one lease contract for an investment property. The remaining term 
for the leased investment property is 130 years. The annual rent payable is the 
higher of GBP7,500 or 6.25% of the revenue derived from the leased assets. 
 
The group has entered into rental leases on its investment property portfolio 
consisting mainly of commercial properties. These leases have terms of between 
1 and 109 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: 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
Within one year                                                             856     919 
 
Second to fifth year                                                      2,249   2,456 
 
After five years                                                          9,673   9,765 
 
                                                                         12,778  13,140 
 
 
32.          CONTINGENT LIABILITIES AND POST BALANCE SHEET EVENTS 
 
Bank Guarantees 
 
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: 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'000 
 
Rail siding                                                                  54      54 
 
Rehabilitation of mining land                                             1,553   1,259 
 
Water & electricity                                                          52      52 
 
Covid-19 Pandemic 
 
The Group's operations both in the United Kingdom and in South Africa have been 
impacted by the by the Covid-19 pandemic. Overall the Group is expected to be 
impacted in South Africa by additional health and safety measures related to 
its workforce and stakeholders and risks related to business continuity and 
coal price. In the UK, the Group expects there to be an impact on retail 
property revenue and values. 
 
As at 5 June 2020, the Group's South African mining operations have remained in 
operation as the entities have been classified as essential businesses. In 
terms of our markets, we have seen the significant downturn in economic 
activity related to the Covid-19 pandemic have an impact on overall demand for 
coal in the international market. However demand for our particular coal in the 
domestic market has to date remained more stable. Looking forward, the duration 
and extent of the impact of the Covid-19 pandemic on our South African 
operations, particularly in terms of our coal markets, remains uncertain. 
 
In the UK, we have seen the Covid-19 pandemic have a significant impact on 
rental revenue collections from the group's UK retail property portfolio. 
Although the final impact of the pandemic on the portfolio remains uncertain, 
we expect much of the portfolio to recover once tenants are allowed to fully 
resume operating. 
 
Although the final impact of Covid-19 is uncertain and an estimate of the 
overall financial effect cannot be made, the Directors believe that the group 
has adequate resources to continue in operational existence for the foreseeable 
future and that the group is well placed to manage its business risks. 
 
Contingent tax liability 
 
The interpretation of laws and regulations in South Africa where the Group 
operates can be complex and can lead to challenges from or disputes with 
regulatory authorities. Such situations often take significant time to resolve. 
Where there is a dispute and where a reliable estimate of the potential 
liability cannot be made, or where the Group, based on legal advice, considers 
that it is improbable that there will be an outflow of economic resources, no 
provision is recognised. 
 
Black Wattle Colliery (Pty) Ltd is currently involved in a tax dispute in South 
Africa related to VAT. The dispute arose subsequent to the year end and is 
related to events which occurred during and prior to the years ended 31 
December 2019. As at 5 June 2020, the Group has been advised that it has a 
strong legal case, that it has complied fully with the legislation and, 
therefore, no economic outflow is expected to occur. Because of the nature and 
complexity of the dispute, the possible financial effect of a negative decision 
cannot be measured reliably. Accordingly, no provision has been booked at the 
year end.   At this stage, the Group believes that the dispute will be resolved 
in its favour. 
 
 
 
 
Company balance sheet 
 
at 31 December 2019 
 
                                                               Notes     2019      2018 
                                                                        GBP'000     GBP'000 
 
Fixed assets 
 
Tangible assets                                                   35       74        47 
 
Investment in joint ventures                                      36      665       665 
 
Other investments                                                 36    6,643     6,391 
 
                                                                        7,382     7,103 
 
Current assets 
 
Debtors - amounts due within one year                             37    4,237     3,028 
 
Debtors - amounts due in more than one year                       37      113         - 
 
Bank balances                                                           4,900     5,132 
 
                                                                        9,250     8,160 
 
Creditors - amounts falling due within one year                   38  (1,473)   (1,575) 
 
Net current assets                                                      7,777     6,585 
 
Total assets less current liabilities                                  15,159    13,688 
 
Provision for liabilities and charges                             38     (17)         - 
 
Net assets                                                             15,142    13,688 
 
Capital and reserves 
 
Called up share capital                                           24    1,068     1,068 
 
Share premium account                                                     258       258 
 
Available for sale reserve                                                  -         - 
 
Other reserves                                                            622       622 
 
Retained earnings                                                 33   13,194    11,740 
 
Shareholders' funds                                                    15,142    13,688 
 
The profit for the financial year, before dividends, was GBP2,095,000 (2018: 
profit of GBP2,414,000) 
 
The company financial statements were approved and authorised for issue by the 
board of directors on 5 June 2020 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 2019 
 
                                  Share   Share Available   Other Retained Shareholders 
                                capital premium  for sale reserve earnings        funds 
                                  GBP'000   GBP'000   reserve   GBP'000    GBP'000        GBP'000 
                                                    GBP'000 
 
Balance at 1 January 2019         1,068     258        25     598    9,835       11,784 
 
IFRS 9 Reclassification               -       -      (25)       -       25            - 
 
Share option charge                   -       -         -      24        -           24 
 
Dividend paid                         -       -         -       -    (534)        (534) 
 
Profit and total comprehensive        -       -         -       -    2,414        2,414 
income for the year 
 
Balance at 1 January 2019         1,068     258         -     622   11,740       13,688 
 
Dividend paid                         -       -         -       -    (641)        (641) 
 
Profit and total comprehensive        -       -         -       -    2,095        2,095 
income for the year 
 
Balance at 31 December 2019       1,068     258         -     622   13,194       15,142 
 
 
 
 
Company accounting policies 
 
for the year ended 31 December 2019 
 
The following are the main accounting policies of the company: 
 
Basis of preparation 
 
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 leasehold property and certain financial instruments. 
 
The Group has adopted the new accounting standard IFRS 16 'Leases' which became 
effective this year. Adoption of the new Standard had no impact on the 
company's opening balances from the prior period. Details on the group's 
implementation of the new accounting policy can be found on page 63. 
 
Going concern 
 
Details on the Group's adoption of the going concern basis of accounting in 
preparing the annual financial statements can be found on page 62. 
 
Disclosure exemptions adopted 
 
In preparing these financial statements the company has taken advantage of all 
disclosure exemptions conferred by FRS 101 as well as disclosure exemptions 
conferred by IFRS 2, 7, 13 and 16. 
 
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: 
 
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 at 
fair value through profit and loss. 
 
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 67. 
 
Deferred taxation 
 
Details on the group's accounting policy for deferred taxation can be found on 
page 69. 
 
Leased assets and liabilities 
 
Details on the group's accounting policy for leased assets and liabilities can 
be found on page 68. 
 
Pensions 
 
Details on the group's accounting policy for pensions can be found on page 67. 
 
Share based remuneration 
 
Details on the group's accounting policy for share based remuneration can be 
found on page 67. Details of the share options in issue are disclosed in the 
directors' remuneration report on page 33 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 PLC has not been presented as 
permitted by Section 408(2) of the Companies Act 2006. The profit for the 
financial year, before dividends paid, was GBP2,095,000 (2018: GBP2,414,000) 
 
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 33 under the heading Share option schemes which is 
within the audited part of this report and note 26 of the group financial 
statements. 
 
 
34.          DIVIDS 
 
Details on dividends can be found in note 9 in the group financial statements. 
 
 
35.          TANGIBLE FIXED ASSETS 
 
                                                   Leasehold    Motor    Office   Total 
                                                    Property Vehicles equipment   GBP'000 
                                                       GBP'000    GBP'000     GBP'000 
 
Cost at 1 January 2019                                    45        -        69     114 
 
Additions                                                  -       33         1      34 
 
Cost at 31 December 2019                                  45       33        70     148 
 
Accumulated depreciation at 1 January 2019                 -        -        67      67 
 
Charge for the year                                        -        5         2       7 
 
Accumulated depreciation at 31 December 2019               -        5        69      74 
 
Net book value at 31 December 2019                        45       28         1      74 
 
Net book value at 31 December 2018                        45        -         2      47 
 
Leasehold property consists of a single unit with a long leasehold tenant. The 
term remaining on the lease is 40 years. Motor Vehicles comprise wholly of a 
Right of Use leased asset. 
 
 
36.          INVESTMENTS 
 
                                              Joint    Shares in      Loans       Other      Total 
                                           ventures subsidiaries      GBP'000 investments      GBP'000 
                                             shares        GBP'000                  GBP'000 
                                              GBP'000 
 
Net book value at 1 January 2019                665        6,356          -          35      6,391 
 
Invested during the year                          -            -          -         255        255 
 
Exchange loss                                     -            -          -           -          - 
 
Repayment                                         -            -          -           -          - 
 
Transfer                                          -            -          -           -          - 
 
Unrealised deficit over cost                      -            -          -         (3)        (3) 
 
Net book value at 31 December 2019              665        6,356          -         287      6,643 
 
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 of GBP287,000 (2018: GBP35,000) shares in listed 
companies. 
 
 
37.          DEBTORS 
 
                                                                        2019             2018 
                                                                       GBP'000            GBP'000 
 
Amounts due within one year: 
 
Amounts due from subsidiary undertakings                               3,285            2,140 
 
Trade receivables                                                          -                6 
 
Other debtors                                                             79               58 
 
Joint venture                                                            840              752 
 
Prepayments and accrued income                                            33               72 
 
                                                                       4,237            3,028 
 
Amounts due in more than one year: 
 
Deferred taxation                                                        113                - 
 
                                                                         113                - 
 
Amounts due within one year are held at amortised cost. The Group applies a 
simplified approach to measure the loss allowance for trade receivables using 
the lifetime expected loss provision. The group applies a general approach on 
all other receivables. The general approach recognises lifetime expected credit 
losses when there has been a significant increase in credit risk since initial 
recognition. The company has reviewed and assessed the underlying performance 
and resources of its counterparties including its subsidiary undertakings and 
joint ventures. 
 
 
38.          CREDITORS 
 
                                                                      2019             2018 
                                                                     GBP'000            GBP'000 
 
Amounts falling due within one year: 
 
Amounts due to subsidiary undertakings                                   -              138 
 
Joint venture                                                          148              192 
 
Current taxation                                                         -                - 
 
Other taxation and social security                                      21                6 
 
Other creditors                                                      1,221            1,162 
 
Lease Liabilities                                                       10                - 
 
Accruals and deferred income                                            73               77 
 
                                                                     1,473            1,575 
 
 
 
Amounts falling due in more than one year: 
 
Lease Liabilities                                         17               - 
 
Lease liabilities comprise of a lease on a Motor vehicle with a remaining lease 
of 2-3 years. With the exception of short-term leases and leases of low-value 
underlying assets, each lease is reflected on the balance sheet as a 
right-of-use asset and a lease liability. 
 
 
39.          PROVISIONS FOR LIABILITIES 
 
                                                                      2019             2018 
                                                                         GBP            GBP'000 
                                                                      '000 
 
Deferred taxation: 
 
Balance at 1 January                                                     -               18 
 
Provision                                                                -                - 
 
Transfer                                                                 -             (18) 
 
                                                                         -                - 
 
 
40.          RELATED PARTY TRANSACTIONS 
 
                                                                At 31   During the year 
                                                             December 
 
At 31 December                                                Amounts     Costs    Cash 
                                                                 owed recharged    paid 
                                                                   by         /   (to)/ 
                                                              related   accrued      by 
                                                                party  (to)/ by related 
                                                                GBP'000   related   party 
                                                                          party   GBP'000 
                                                                          GBP'000 
 
Related party: 
 
Black Wattle Colliery (Pty) Ltd (note (a))                      (373)   (1,053)     813 
 
Ninghi Marketing Limited (note (b))                             (102)         -       - 
 
As at 31 December 2019                                          (475)   (1,053)     813 
 
Black Wattle Colliery (Pty) Ltd (note (a))                      (134)   (1,093)   1,125 
 
Ninghi Marketing Limited (note (b))                             (102)         -       - 
 
As at 31 December 2018                                          (236)   (1,093)   1,125 
 
(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 
R20,061,917 (2018: R20,061,917) (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 GBP102,000 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 GBP116,000. 
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 
 
                                                                           2019    2018 
                                                                          GBP'000   GBP'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                                                                  1,687   1,752 
 
Social security costs                                                       223     231 
 
Pension costs                                                                37      38 
 
Share based payments                                                          -      24 
 
                                                                          1,947   2,045 
 
 
 
END 
 

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