Meikles March 2011

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A n n u a l R e p o r t 2 0 1 1 CONTENTS

Chairmans Statement........................................................................................................................................................... 2

Directorate and Corporate Governance............................................................................................................................ 6

Report of the Directors....................................................................................................................................................... 7

Directors Responsibility and Conclusion......................................................................................................................... 9

Report of the Independent Auditors.................................................................................................................................10

Consolidated Statement of Comprehensive Income..................................................................................................... 11

Consolidated Statement of Financial Position................................................................................................................12

Company Statement of Financial Position......................................................................................................................13

Consolidated Statement of Changes in Equity.............................................................................................................. 14

Company Statement of Changes in Equity.................................................................................................................... 15

Consolidated Statement of Cash Flows........................................................................................................................... 16

Notes to the Financial Statements.....................................................................................................................................17

Key Performance Measures................................................................................................................................................62

Shareholder Information.................................................................................................................................................... 63

Group Structure....................................................................................................................................................................64

Tax Issues and Share Prices................................................................................................................................................65

Notice of Meeting............................................................................................................................................................... 66

Form of Proxy......................................................................................................................................................................67

Notes to Proxy......................................................................................................................................................................68

Corporate Information...................................................................................................................................................... 69

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OPERATING ENVIRONMENT

GROUP REVIEW

The economy has continued to stabilise following dollarisation in February 2009, albeit at a slow pace. Annual inflationdeclined to 2.7% in March 2011 from 3.2% in December 2010. The inflation outlook remains positive although negativechanges are to be expected due to volatilities in fuel and electricity prices and movement in exchange rates, particularly the

South African rand against the US dollar. The liquidity situation has remained dire due to limited foreign directinvestments and multilateral support from the Breton Woods institutions and or the donor community. Borrowings havebecome the most common form of funding due to lack of liquidity and confidence in capital markets. As a result of thelow liquidity and high demand for loans, interest rates remained relatively high during the period January 2010 to 31 March2011 with negative implications on productivity and performance across all sectors of the economy.

During the past year, we committed to the implementation of measures required to move beyond the substantialchallenges that we experienced in 2008 and 2009.

I am happy to report to shareholders that the unpleasant litigation initiated by the previous Board of Directors againstpersons and entities related to the major shareholders in the Company and against Mentor Africa Limited (Mentor) has

been settled. We have now entered a new era of cooperation with the parties to the litigation.

Mentor currently holds funds on behalf of the Cape Grace Group to the equivalent value of US$ 4.5 million. Thesefunds will comprise equity in Mentor which has a thriving business in South Africa. It is anticipated that this investment

will produce significant returns for the Group.

The Board anticipates that the Group's investment in Mentor will produce significant opportunities similar to those thatthe Group achieved from its prior investment in Mvelephanda/Rebhold.

The Mvelephanda shares were realised for the Meikles Group at a significant profit. This profit was utilised to dischargeobligations of the Cape Grace entities to the South African Revenue Service and Nedbank when the Cape Gracefinancing structure was unbundled, ensuring the financial survival of the Cape Grace Hotel, which was under risk at thetime.

In March 2008, a put and call option agreement for the sale of the Cape Grace Hotel was entered into between MeiklesLimited ( Company), Cape Grace Hotel Limited (BVI) and its subsidiaries which own the Cape Grace Hotel on the onehand, and Mentor on the other. In November 2008, a notice to exercise the option for the purchase of the Meikle Group'sinterests in the Cape Grace Group was received from Mentor. This transaction has not yet been consummated as aconsequence of the litigation that was initiated by the previous Board against Mentor, which has now been withdrawn.

The Cape Grace Hotel remains an asset for disposal by the Cape Grace Group to Mentor. As a result of the restorationof a positive business relationship between the Company, its major shareholders, and Mentor, it is anticipated that a dealbeneficial to the Group will be consummated with whatever adjustments may be necessary. Proceeds from the sale arealso to be invested in Mentor. This investment will be the foundation of a strong regional growth objective for the Group.

In response to the litigation brought against the major shareholder entities by the Company and BVI in late 2008, the

major shareholder entities filed a substantial answering affidavit in which they put up a complete defence. The previousBoard and BVI were unable to file replying affidavits because the major shareholder entities' defences were meritorious.As a result, the Company and BVI had no alternative but to withdraw the litigation against the major shareholder entities.

As a consequence of the litigation initiated by the previous Board, certain provisions were made in the Group financialstatements for the year ended 31 December 2008. The outcome of the litigation has allowed a recoverable sumdenominated in South African rand to the equivalent of US$11,7 million to be reinstated in the current financials.

Now that the issues with the major shareholder entities have been resolved and no further claims will be made againstthem, it is known that the principals of the Company's major shareholders will use their influence and businessconnections productively to procure investment opportunities for the Group that will provide opportunities for growth,as was planned prior to the dispute. Shareholders are once again reminded of the substantial profit arising from theMvelaphanda shareholding, and the same skills are now once again available to the Group.

For the fifteen months period to 31 March 2011, the Group recorded a comprehensive income of US$ 8.0 million (12month period ended 31 December 2009: loss of $2.7 million). This outturn includes the loss on the disposal ofKingdom and Cotton Printers to the tune of US$3.8 million. The discontinued operations achieved a profit after tax of

CHAIRMAN'S STATEMENT

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US$2.5 million (12 month period ended 31 December 2009: a loss of US$908 000).

On comparative twelve month periods, the operating companies achieved a good growth in turnover and gross margin.The Group continues to review systems, structures and processes to optimum levels. Together with the right sizing ofthe operating companies, these efforts will bear fruit in the coming year.

The commentary below is based on the results for the comparable twelve month periods ended 31 March 2011 and 31March 2010.

The Company achieved an EBITDA of US$3.9 million (2010: loss of US$5.9 million). Turnover was up 42% on thecomparative period and gross margin improved by 23%. Some non performing branches were closed while newbranches were opened in more sustainable areas.

The much awaited Pick 'n Pay deal is still to be approved by the regulatory authorities. This has seriously hindered ourability to re-capitalise TM. However, we are progressing with alternative funding which will enable us to revamp storesand will ensure adequate levels of working capital.

Potential new sites have been identified for three key stores and details of these will be disclosed at the opportune time.The Kamfinsa branch is currently undergoing major refurbishment.

Pick 'n Pay Clothing will be introduced to TM in the coming months which will enhance the range and value offered.

Point of sale tills have been installed in all branches and this is now providing us with the tools to effectively managebranch performance and profitability.

This subsidiary will be a major contributor to the Group going forward and both shareholders in TM are committed toensuring that the company has a strong capital base.

The Hotels recorded an EBITDA of US$3.2 million (2010: US$2.3 million). Of this amount, US$1.5 million (2010: lossof US$400 000) was from Zimbabwe operations, while EBITDA of US$1.7 million (2010: US$2.7 million) was from theCape Grace Hotel. Occupancy levels in 2011 were 43%, 45% and 66% (2010: 30%, 29%, 57%) for Meikles Hotel, the

Victoria Falls Hotel and Cape Grace Hotel respectively. Occupancies to date have shown further growth reflecting thestrong interest in Zimbabwe as both a tourist and business destination.

Funding is in place for the first phase of the refurbishment of Meikles Hotel and this will begin in the next two months.Further funding is being sought for the complete refurbishment of the hotel.

Scope of work for a refurbishment of the Victoria Falls Hotel has been completed and we are engaged with our partner tofinalise this project and to seek medium term to long term funding for its completion.

We are actively exploring new opportunities both in Zimbabwe and in the region. The regional opportunities are being

explored in conjunction with Mentor.

Tanganda achieved an EBITDA of US$502 000 (2010: US$1.6 million).

Bulk tea production was 8 602 tonnes (2010 : 8 498 tonnes) due to reduced winter rains and late summer rains. Theproduction of bulk tea remains a challenge given high power and labour costs. To counter an inability to irrigatesufficiently due to constant power outages, we have participated in a pre-paid power arrangement with the ZimbabweElectricity Supply Authority and the result has been extremely positive.

Our mineral water plant financed by PTA Bank will be commissioned in due course and production levels are expected toincrease. We continue to drive sales of beverage teas and water to the local and regional markets and the benefit of theseefforts will be felt in the coming year. We are increasing our hectarage of macadamias and are embarking on a substantialdevelopment of avocados, and this will also be included in our outgrowers' programmes. Increased planting has startedand the benefits of this will be felt in the medium to long term.

TM SUPERMARKETS (TM)

HOTELS

TANGANDA TEA COMPANY LIMITED (TANGANDA)


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Tanganda continues to receive approaches from interested parties, who wish to engage with us in the creation of furthergrowth opportunities. This will result in a more substantial agro industrial company. It is envisaged that the Group willintroduce additional investors in Tanganda which will facilitate substantial growth in this important entity.

The department stores achieved an EBITDA loss of US$15 000 (2010: loss of US$3.6 million).Turnover grew fromUS$6 million to US$17 million in 2011.

Funding challenges are still prevalent but progress is being made in securing medium term lower cost finance.

Non performing stores will be closed, resulting in reduced overheads and reduced finance levels required for stockholdings.

We are pursuing franchise relationships with major retailers in the region to enhance our offerings.

The Group has constructively engaged with the Ministry of Youth Development, Indigenisation and Empowerment onthe Group's indigenisation status. A proposed Employee Share Ownership Trust has been submitted to the Ministry and

we are waiting for a favourable response. Shareholders will be asked to approve this proposal at the forthcoming AnnualGeneral Meeting. The Group will as a result possess the required indigenisation status. This status has always been theGroup's objective. This was the original concept following the merger with Kingdom Financial Holdings Limited.

The Board is cognisant of the fact that current levels of borrowing are greater than they should be in the medium term.The Group has engaged with numerous interested parties who have indicated a strong interest in participating in mediumto long term debt, at lesser cost, than current borrowings.

The resolution of the shareholder issues and approval of our indigenisation plan by the Ministry of Youth Development,Indigenisation and Empowerment will enable us to engage actively with these parties and new more sustainable financing

will be obtained during the coming year.

The Group is also to engage with potential investors at subsidiary level for the sale of equity to inject fresh capital into thebusiness and to fund expansion. We shall maintain a controlling interest in all subsidiaries. Interest has been expressed bypotential investors, now that the damage caused during 2008 and 2009 has been put behind us.

We are actively engaging the Reserve Bank of Zimbabwe for the recovery of our deposit totalling US$37 million.

The final order for the liquidation of CP was issued on 10 May 2010. With it came the liquidation process which, for allintents and purposes, was concluded on 17 May 2011. All approved creditors were paid 100% of their dues from theproceeds of the asset disposals. At the conclusion of the liquidation, plant and equipment remained unsold. Theseassets are still available for sale to prospective investors.

The shareholders approved the terms of the de-merger of KFHL from Meikles Limited (Group) on 13 October 2010.The terms included conditions precedent such as High Court approval of the reduction of KFHL's share capital byUS$22.5 million and also approval of the de-merger by the Minister of Youth Development, Indigenisation andEmpowerment. The High Court approval for the capital reduction was secured on 14 December 2010 while the approvalby the Minister of Youth Development Indigenisation and Empowerment was obtained on 11 February 2011. The de-

merger through the distribution of KFHL's shares to the Company's shareholders was finalised on 18 February 2011.

THOMAS MEIKLE STORES

INDIGENISATION

RE-CAPITALISATION

LIQUIDATION OF COTTON PRINTERS (PRIVATE) LIMITED (CP)

DE-MERGER OF KINGDOM FINANCIAL HOLDINGS LIMITED (KFHL)


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CHANGE IN FINANCIAL YEAR END

THE WAY FORWARD

APPRECIATION

As previously announced, Meikles Limited changed its financial year end from 31 December to 31 March. Accordingly,the Group has published fifteen months results for the period to 31 March 2011.

Recent years have presented our Group with some of the strongest challenges in our history. We are taking the actionsrequired to put Meikles in a good position to operate as a strong, expanding company and an important source of strengthin the Zimbabwean economy.

Challenges remain, but we have a strong conviction that we have the right strategies in place to ensure that Meikles willnow be able to deliver superior value to all of our stakeholders on a sustained basis.

We have been assured that our brand has a very strong appeal in both Zimbabwe and the region and potentialopportunities are now coming our way.

We are proud of the role that our Group has played in our society, and we are determined to take the actions required toensure that Meikles is a consistent source of strength for all our stakeholders and for Zimbabwe. The past three yearshave been destructive in the initial periods and then defensive in the more recent period. We are now in a position to moveforward with real intent.

The past year was certainly eventful and challenging particularly the issues to do with the widely reported shareholderdispute. The resolution of these matters could not have been achieved without the support and guidance of theregulatory authorities, shareholders and fellow Board members. Management and staff have worked under extremelydifficult conditions and their efforts to support the Group through a difficult period are much appreciated.

Our appreciation is extended to Messrs Meiring and Mills who have resigned from the Board and left the Group. We wish

them well in their future endeavours.

Finally, I wish to express our special appreciation to Farai Rwodzi. Farai became a director and Chairman of theCompany at a time when the shareholder dispute was very much present with a daily impact on the Group's affairs. Faraiplayed a substantial role in moving the Group from its then restraints to the present. Farai fought very hard for us all andhis efforts in this regard will always be remembered with gratitude. He is now to focus on his own interests and we wishhim every success in this regard.

J. R. T. MOXONEXECUTIVE CHAIRMAN7 July 2011

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DIRECTORATEF. Rwodzi * Non-executive Director (resigned 15 June 2011)

J.R.T. Moxon Executive - Chairman (appointed 16 June 2011)B. J. Beaumont * Group Chief Executive OfficerO. Makamba Executive Director Finance and Administration (appointed 1 February 2010)R. Chidembo * Non-executive DirectorB. Chimhini Executive Director

T.B. Cameron * Executive DirectorR.H. Meiring Executive Director (retired 8 April 2011)

A.C. Mills Executive Director (resigned 15 June 2011)K. Ncube Non-executive DirectorM.L. Wood Executive (appointed 5 July 2010)

DIREC TORATE AND CORPO RATE GOVERNA NCE

Member of the Audit Committee* Member of the Remuneration Committee

The directorate is referred to in this annual report as the Board and as Directors. Company refers to MeiklesLimited.

On page 9 the Directors have acknowledged their responsibility and conclusion on the presentation of the financialstatements.

The structure of the Board and its standing committees is as follows: -

At 31 March 2011, the Board consisted of the Chairman, seven executive and two non-executive Directors, and met atleast quarterly during the period. The key matters reserved for the decision of the Board are the Group strategy,acquisition and divestment policy, approval of the Group budget and major capital projects, and general treasury and riskmanagement policies.

Members will be asked to confirm the appointment of Messrs. M.L. Wood and J.R.T. Moxon to the Board by ordinaryresolution at the next Annual General Meeting.

Messrs. B.J. Beaumont, K. Ncube and R. Chidembo retire by rotation in terms of the Articles of Association, and beingeligible, offer themselves for re-election.

Mr. R.H. Meiring retired from the Board effective 8 April 2011. Messrs. F Rwodzi and A.C. Mills resigned from the Boardeffective 15 June 2011. Mr. F. Rwodzi was chairman of the Board at the time of his resignation.

The Group operates a decentralised subsidiary. Each significant subsidiary has a formal operating board with a cleardefinition of responsibility, and operates within well-defined policies. There is comprehensive financial reporting withactual results reported monthly against budget and prior year.

The Audit Committee is chaired by Mr. R. Chidembo. The Group Chief Executive Officer, the Executive DirectorFinance and Administration, internal and external auditors attend these meetings by invitation. The Audit Committeereviews the Group's interim and annual financial statements before submission to the Board for approval. Its objectivesare to ensure that the Board is advised on all matters relating to corporate governance and the creation and maintenanceof effective financial controls, as well as advising the Board and management on measures which ensure that respect forboth regulatory issues and internal financial control is demonstrated and stimulated. Accordingly, it reviews theeffectiveness of the internal audit function, its programmes and reports, and also reviews all reports from the externalauditors on accounting and internal control matters, and monitors action taken where necessary. The Audit Committeealso recommends the appointment and reviews fees of external auditors.

The Remuneration Committee was reconstituted in April 2011. The terms of reference of the Remuneration Committeeare to determine the Group's policy on the remuneration of executive Directors and senior executives.

CORPORATE GOVERNANCE

The Board

Subsidiaries

The Audit Committee

The Remuneration Committee

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REP ORT OF THE DIREC TORS

Your Directors have pleasure in presenting their report and the audited financial statements of the Group for the periodended 31 March 2011. Meikles Limited changed its financial year end from 31 December to 31 March. Accordingly, theGroup has published 15 months results for the period to 31 March 2011. The comparatives are for the 12 months ended31 December 2009.

The main activities of the Group are those of agriculture, hotels and retail trading. Retail trading includes departmentstores, supermarkets and convenience stores.

Kingdom Financial Holdings Limited, the banking operations, were demerged from the Group effective 31 October2010. Refer to note 14 for further details.

Cotton Printers (Private) Limited, the textile manufacturing subsidiary, was liquidated during the year 2010.

The Cape Grace Hotel operations in South Africa have been maintained as non-current assets held for sale. Details aredisclosed in note 14.

The results for the 15 months ended 31 March 2011 are set out in the attached financial statements and are commented onunder the Chairman's statement on pages 2 to 5.

The Board declared a dividend in specie of two (2) KFHL shares for every share held in Meikles Limited to accomplishthe demerger of KFHL from the Group. Refer to note 31.1.

The nominal value of the Company's shares was redenominated at the last Annual General Meeting to US$0.01 per share.Details of the authorised and issued share capital are set out in note 26 to the financial statements.

The names of the Directors of the Company during the relevant periods are set out under the Directorate and Corporate

Governance section.

As provided by the Companies' Act (Chapter 24:03), the Directors are bound to declare at any time during the year, inwriting, whether they have any interest in any contract of significance with the Company or any of its subsidiaries andassociates. The Goup purchased wrapping material worth US$ 1.3 million from Polyfoil Zimbabwe (Private) Limited, acompany in which Mr. B.J. Beaumont has a significant interest. No other Director confirmed having, during or at the endof the period, any material interest in any contract of significance in relation to the Group's businesses. ExecutiveDirectors have employment contracts with the Company or its subsidiaries.

The direct and indirect beneficial interests of the Directors in the shares of the Company are given in note 26 to thefinancial statements.

According to information received by the Directors, the following were the only shareholders beneficially holding,directly or indirectly at 31 March 2011, in excess of 5% of the issued share capital of the Company:

Principal activities

Assets held for sale

Period's results

Share capital

Directors and their interests

Substantial shareholdings

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Shareholder No. of shares %EW Capital Holdings (Private) Limited* 25,899,448 10.56JRTM Investments (Private) Limited 21,337,915 8.70ASH Investments (Private) Limited 21,115,769 8.61FPS Investments (Private) Limited 20,980,949 8.55ACM Investments (Private) Limited 20,961,256 8.54APWM Investments (Private) Limited 20,958,030 8.54Old Mutual Assurance Company Zimbabwe Limited 16,423,885 6.69L.E.S Nominees (Private) Limited 12,801,157 5.22


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*EW Capital Holdings (Private) Limited distributed its entire shareholding in the Company as a dividend in specie to EWCapital Holdings (Private) Limited shareholders on 13 May 2011.

AuditorsMessrs. Deloitte & Touche offer themselves for re-election as auditors for the year ending 31 March 2012 and

shareholders will be asked to reappoint them, and to approve their fees for the period ended 31 March 2011.

J.R.T. MoxonExecutive ChairmanHarare, 7 July 2011

REP ORT OF THE DIREC TORSA n n u a l R e p o r t 2 0 1 1

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The Directors of the Company are responsible for the maintenance of adequate accounting records, and the preparationof financial statements for each financial period, that give a true and fair view of the state of affairs of the Company andthe Group at the end of the financial period, and of the results and cash flows for that period. They are also required toselect appropriate accounting policies, to safeguard the assets of the Company and the Group and to make reasonable andprudent judgements and estimates. Accounting policies, which follow International Financial Reporting Standards

(IFRS), have been consistently applied, where practicable. Critical judgmental areas are disclosed in note 4 to the financialstatements.

The Directors are also responsible for the systems of internal control. These are designed to provide reasonable but notabsolute assurance as to the reliability of the financial statements, and to safeguard, verify and maintain accountability ofassets, and to prevent and detect material misstatements and losses. The systems are implemented and monitored bysuitably trained personnel with an appropriate segregation of authority and duties. Nothing has come to the attention ofthe Directors to indicate that any material breakdown in the functioning of these controls, procedures and systems hasoccurred during the period under review.

The financial statements have been prepared in accordance with the accounting policies set out in the accounting policynotes.

The Directors have reviewed the Group's budgets and cash flow forecasts for the year to 31 March 2012 and, in light ofthis review and the current financial position, they are satisfied that the Group has or has access to adequate resources tocontinue in operational existence for the foreseeable future. However, the Directors believe that under the currenteconomic environment a continuous assessment of the ability of the Group to continue to operate as a going concern willneed to be performed.

J.R.T. Moxon B. J. BeaumontExecutive Chairman Group Chief Executive Officer

Harare, 7 July 2011 Harare, 7 July 2011

DIRECTO RS' RESPO NSIB ILITY AND CONCL USION

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TO THE MEMBERS OF MEIKLES LIMITEDREPORT ON THE FINANCIAL STATEMENTS

Directors' responsibility for the financial statements

Auditor's responsibility

Opinion

Report on other legal and regulatory requirements

We have audited the accompanying Group and Company financial statements for Meikles Limited, which comprise theconsolidated and separate statements of financial position as at 31 March 2011, the consolidated statement ofcomprehensive income, the consolidated and separate statements of changes in equity and the consolidated statement ofcash flows for the fifteen month period then ended, and a summary of significant accounting policies and otherexplanatory notes set out on pages 11 to 61.

The Directors are responsible for the preparation and fair presentation of these financial statements in accordance withInternational Financial Reporting Standards and the Companies Act (Chapter 24:03) and relevant statutory instruments

(SI 33/99 and SI 62/96). This responsibility includes; designing, implementing and maintaining internal controls relevantto the preparation and fair presentation of financial statements that are free from material misstatement, whether due tofraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that arereasonable in the circumstances.

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit inaccordance with International Standards on Auditing. Those standards require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance whether the financial statements are free from materialmisstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financialstatements. The procedures selected depend on the auditor's judgement, including the assessment of the risks of materialmisstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditorconsiders internal controls relevant to the entity's preparation and fair presentation of the financial statements in order todesign audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on theeffectiveness of the entity's internal controls. An audit also includes evaluating the appropriateness of accounting policiesused and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentationof the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

In our opinion, the financial statements present fairly, in all material respects, the consolidated and separate financialposition of Meikles Limited as at 31 March 2011, and of its consolidated financial performance and its consolidated cash

flows for the fifteen month period then ended in accordance with International Financial Reporting Standards.

In our opinion, the financial statements have, in all material respects, been properly prepared in compliance with thedisclosure requirements of the Companies Act (Chapter 24:03) and the relevant statutory instruments (SI 33/99 and SI62/96).

Deloitte & ToucheChartered Accountants (Zimbabwe)Harare7 July 2011

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P O Box 267 Deloitte & ToucheHarare Kenilworth GardensZimbabwe 1 Kenilworth Road

HighlandsHarare

Tel: +263 (0)4 746248/54+263 (0)4 746271/5

Fax: +263 (0)4 746255www.deloitte.com


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FOR THE PERIOD ENDED 31 MARCH 2011 Restated

15 months to 12 months to31 March 2011 31 December 2009

Notes US$ US$

5 330,437,331 148,838,120Cost of sales (257,658,238) (119,005,212)

72,779,093 29,832,908

Other trading income 7 4,177,687 2,571,464Employee costs 8 (38,544,663) (16,723,178)Occupancy costs 9 (15,941,464) (9,191,833)Other operating costs 10 (28,518,141) (16,929,922)

(6,047,488) (10,440,561)Investment revenue 11 3,592,710 695,685Finance costs 12 (7,590,331) (425,048)

Net exchange (losses) / gains (228,825) 145,428Fair value adjustments 1,394,398 2,081,234Reinstatement of funds earmarked for investment 21 11,737,013 -

2,857,477 (7,943,262)Income tax credit 13 793,382 5,288,669

3,650,859 (2,654,593)

Profit / (loss) for the period from discontinued operations 14 2,474,066 (908,040)

6,124,925 (3,562,633)

Exchange differences on translating foreign operations 1,888,711 3,376,261Impairment of property - (1,641,125)Movement in other reserves - (903,852)

1,888,711 831,284

8,013,636 (2,731,349)

Profit / (loss) attributable to:Owners of the parent 6,687,285 (2,856,610)Non-controlling interests (562,360) (706,023)

6,124,925 (3,562,633)Total comprehensive profit / ( loss) attributable to:

Owners of the parent 8,575,996 (2,025,326)Non-controlling interests (562,360) (706,023) 8,013,636 (2,731,349)

16 2.73 (1.16) 16 1.72 (0.79)

The 2009 figures have been restated for reasons detailed in note 32.

CONTINUING OPERATIONS

Revenue

Gross profit

Operating loss

Profit / (loss) before tax

Profit / (loss) for the period from continuing operations

Discontinued operations

PROFIT/ (LOSS) FOR THE PERIOD

Other comprehensive income

Other comprehensive income for the period, net of tax

TOTAL COMPREHENSIVE PROFIT / (LOSS)FOR THE PERIOD

Earnings / (loss) per share in centsBasic earnings / (loss) from continuing anddiscontinued operationsBasic earnings/ (loss) from continuing operations

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

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UnauditedRestated Restated

31 March 2011 31 December 2009 1 January 2009Notes US$ US$ US$

Property, plant and equipment 17 84,278,008 80,530,695 94,371,296Investment property 18 44,036 72,046 394,000Biological assets 19 7,661,157 6,310,560 4,999,548Investments in associates 20 - - 1,025,929Other financial assets and investments 21 16,600,101 4,554,984 4,449,894Intangible assets - trademarks 124,141 291,363 268,573Balances with Reserve Bank of Zimbabwe 22 36,824,671 12,541,825 35,003,091Deferred tax 13 2,355,680 - -

Total non-current assets 147,887,794 104,301,473 140,512,331

Inventories 24 40,712,631 17,115,270 5,063,570

Trade and other receivables 25 16,152,929 7,333,889 10,128,432Other financial assets 21 - 24,198 787,605Cash and bank balances 22 3,285,599 2,536,106 16,488,848

60,151,159 27,009,463 32,468,455Assets held for sale or distribution 15 41,440,281 145,438,959 31,574,908Total current assets 101,591,440 172,448,422 64,043,363

249,479,234 276,749,895 204,555,694

Share capital 26 2,453,747 1 1Non-distributable reserves 2,626,681 109,983,720 150,941,736

Retained earnings / (accumulated losses) 111,204,769 (21,325,383) (19,221,260)Capital and reserves relating to assets classifiedas held for sale or distribution 15 18,083,232 51,658,125 10,621,312Equity attributable to equity holders of the parent 134,368,429 140,316,463 142,341,789Non-controlling interests 763,422 1,325,782 2,031,805

Total equity 135,131,851 141,642,245 144,373,594

Borrowings 27 3,749,569 845,173 212,184Deferred tax 13 15,996,723 15,346,508 24,318,471

Total non-current liabilities 19,746,292 16,191,681 24,530,655

Trade and other payables 28 30,003,922 22,888,135 5,244,016

Customer deposits 29 - - 17,029,804Current tax liabilities 13 487,727 414,152 117,890Short term borrowings 27 49,031,109 6,985,213 769,330

79,522,758 30,287,500 23,161,040Liabilities relating to assets classified as heldfor sale or distribution 15 15,078,333 88,628,469 12,490,405

Total current liabilities 94,601,091 118,915,969 35,651,445

114,347,383 135,107,650 60,182,100

249,479,234 276,749,895 204,555,694


J.R.T. Moxon B. J. Beaumont7 July 2011 7 July 2011

ASSETS

Non-current assets

Current assets

Total assets

EQUITY AND LIABILITIESCapital and reserves

Non-current liabilities

Current liabilities

Total liabilities

Total equity and liabilities

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

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AS AT 31 MARCH 2011


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COMPANY STATEMENT OF FINANCIAL POSITION

AS AT 31 MARCH 2011 Unaudited

31 March 2011 31 December 2009 1 January 2009Notes US$ US$ US$

Property, plant and equipment 17 201,197 - -Investments in subsidiaries 21 74,129,078 82,125,148 123,974,684Other financial assets 21 373,181 180,391 140,728Balances with Reserve Bank of Zimbabwe 22 36,824,671 - -

Total non-current assets 111,528,127 82,305,539 124,115,412

Inventories 24 8,653 - -Other receivables 25 30,431,635 8,185,398 6,365,757Cash and bank balances 22 381,817 - -

30,822,105 8,185,398 6,365,757Assets held for sale or distribution 15 11,814 34,660,464 -

Total current assets 30,833,919 42,845,862 6,365,757

142,362,046 125,151,401 130,481,169

Share capital 26 2,453,747 1 1Non-distributable reserves 30,303,613 103,757,359 103,757,359Retained earnings/ (accumulated losses) 98,631,052 (6,007,023) -

131,388,412 97,750,337 103,757,360

Deferred tax 13 2,796,179 4,106,257 4,106,257

Trade and other payables 28 1,626,777 23,294,807 22,617,552Short term borrowings 27 6,550,678 - -

Total l iabilities 8,177,455 23,294,807 22,617,552

142,362,046 125,151,401 130,481,169

J.R.T. Moxon B. J. Beaumont7 July 2011 7 July 2011

ASSETS

Non-current assets

Current assets

Total assets

EQUITY AND LIABILITIESCapital and reserves

Total equity

Non-current liabilities

Current liabilities

Total equity and liabilities

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FOR THE PERIOD ENDED 31 MARCH 2011Group

(AccumulatedNon- losses) / Disposal Attributable Non

Share distributable retained group capital to owners controlling

capital reserves earnings and reserves of parent interests TotalUS$ US$ US$ US$ US$ US$ US$

Balance atthe beginning of the period - restated 1 109,983,720 (21,325,383) 51,658,125 140,316,463 1,325,782 141,642,245Profit for the period - - 4,213,219 2,474,066 6,687,285 (562,360) 6,124,925Transfer within reserves and ondisposal of subsidiaries - (109,850,773) 146,859,490 (37,008,717) - - -Other comprehensive income forthe period - 855,472 - 1,033,239 1,888,711 - 1,888,711Share capital redenomination 2,453,746 (2,453,746) - - - - -Transfer in respect of assetsclassified as held for sale - 4,092,008 (4,018,527) (73,481) - - -

Dividend in specie (note 31) - - (14,524,030) - (14,524,030) - (14,524,030)

2,453,747 2,626,681 111,204,769 18,083,232 134,368,429 763,422 135,131,851

Balance at the beginning of theyear as previously stated - unaudited 1 148,118,994 (19,221,260) 10,621,312 139,519,047 2,031,805 141,550,852 Adjustment to nursery stocks - (502,196) - - (502,196) - (502,196) Write down of other receivables - (152,007) - - (152,007) - (152,007)Restatement of certain plantand equipment - 3,476,945 - - 3,476,945 - 3,476,945 As restated 1 150,941,736 (19,221,260) 10,621,312 142,341,789 2,031,805 144,373,594Loss for the year - restated - - (1,948,570) (908,040) (2,856,610) (706,023) (3,562,633)

Other comprehensive incomefor the year - 773,591 - 57,693 831,284 - 831,284Transfer in respect of assetsclassified as held for sale or distribution - (41,731,607) (155,553) 41,887,160 - - -

1 109,983,720 (21,325,383) 51,658,125 140,316,463 1,325,782 141,642,245


2011

Balance at the endof the period

2009

Balance at the end of the year

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

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FOR THE PERIOD ENDED 31 MARCH 2011Company

Non distributable (Accumulated losses) /Share capital reserves retained earnings Total

US$ US$ US$ US$

Balance at the beginning of the period 1 103,757,359 (6,007,023) 97,750,337Profit for the period - - 48,162,106 48,162,106

Transfer from non-distributable reserves - (71,000,000) 71,000,000 -Share capital redenomination 2,453,746 (2,453,746) - -Dividend in specie (note 31) - - (14,524,030) (14,524,030)

2,453,747 30,303,613 98,631,053 131,388,413

Balance at the beginning of the year 1 103,757,359 - 103,757,360Loss for the year - - (6,007,023) (6,007,023)

1 103,757,359 (6,007,023) 97,750,337

2011

Balance at the end of the period

2009

Balance at the end of the year

COMPANY STATEMENT OF CHANGES IN EQUITYA n n u a l R e p o r t 2 0 1 1

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FOR THE PERIOD ENDED 31 MARCH 2011Restated

31 March 2011 31 December 2009US$ US$

Profit/ (loss) before tax from continuing and discontinued operations 6,637,964 (9,511,707)Adjustments for:- Depreciation expense and impairment 5,388,114 4,457,620- Net interest 4,921,007 (1,032,285)- Dividend received (1,470,742) -- Net exchange gains 422,743 (100,972)- Loss on disposal of subsidiaries 3,842,146 -- Fair value adjustments 1,977,980 (3,146,077)- Share of profits of associates (666,038) (1,355,561)- Loss on disposal of property, plant and equipment 787,289 61,612- Reinstatement of funds earmarked for investment (11,737,013) -Operating cash flow before working capital changes 10,103,450 (10,627,370)

Increase in inventories (23,641,946) (12,353,587)Increase in trade and other receivables (71,806,512) (43,259,155)Increase in trade and other payables and financial liabilities 56,277,836 72,455,998

(29,067,172) 6,215,886Income taxes paid (2,019,495) (168,610)

(31,086,667) 6,047,276

Payment for property, plant and equipment (11,439,443) (5,386,464)Proceeds from disposal of property, plant and equipment 1,788,716 118,247Net movement in service assets (65,325) (51,632)Dividends received 1,470,742 454,768

(Payment for) / proceeds from sale of investments (151,620) 378,067Expenditure on biological assets (205,636) (229,973)Net outflow on disposal of subsidiary (16,433,887) -Development expenditure - (22,783)Investment income 249,853 31,496

(24,786,600) (4,708,274)

Proceeds from interest bearing borrowings 44,017,194 7,767,865Finance costs (7,600,557) (771,776)Net cash generated from financing activities 36,416,637 6,996,089

Net (decrease) / increase in cash and bank balances (19,456,630) 8,335,091

Cash and bank balances at the beginning of the period 25,508,890 16,556,006Net effect of exchange rate changes on cash and bank balances (436,011) 71,992Translation of foreign entity (831,723) 545,801

4,784,526 25,508,890


Continuing and discontinued operations

Cash flows from operating activities

Cash (used in) / generated from operations

Net cash (used in) / generated from operating activities

Cash flows from investing activities

Net cash used in investing activities

Cash flows from financing activities

Cash and bank balances at the end of the period (note 22)

CONSOLIDATED STATEMENT OF CASH FLOWS

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1. General information

2. Basis of preparation

2.1 Transition to IFRS

2.2 Exemption for fair value as deemed cost

2.3 Comparative financial information

2.4 Reconciliation to previous basis of preparation

2.5 Application of new and revised International Financial Reporting Standards (IFRSs)

2.5.1 New and revised IFRSs affecting amounts reported in the current period and/or prior years

Meikles Limited, formerly Kingdom Meikles Limited (the "Company"), is a limited company incorporated inZimbabwe and is listed on the Zimbabwe and London Stock Exchanges. The address of the Company'sregistered office and principal place of business are disclosed on page 69. The principal activities of the

Company and its subsidiaries (the Group) are described in note 21.2.

The Group changed its year-end from 31 December to 31 March. As a result, these financial statements are for a15 month period while the comparatives are for a 12 month period.

The financial statements are presented in United States of America dollars (US$).

The Group's financial statements have been prepared in accordance with International Financial ReportingStandards (IFRS). The financial statements are prepared from statutory records that are maintained under thehistorical cost convention as modified by the revaluation of property, plant, equipment, biological assets andfinancial instruments which are measured at fair value in the opening statement of financial position.

The Group is resuming presentation of IFRS financial statements after the Group issued financial statements inthe prior reporting period ended 31 December 2009 which could not include an explicit and unreservedstatement of compliance with IFRS due to the effects of severe hyperinflation. As discussed in note 2.5, theGroup has early adopted the amendments to IFRS 1 and is therefore applying that standard in returning tocompliance with IFRSs. The Group's functional currency for the period before 1 January 2009, the Zimbabwedollar (ZW$) was subject to severe hyperinflation because it had both the following characteristics: a reliable general price index was not available to all entities with transactions and balances in ZW$ because

the Zimbabwe Central Statistical office did not release the consumer price indices from 1 August 2008,while the existence of market distortions made measurement of inflation by alternative means unreliable;and

exchangeability between the ZW$ and a relatively stable foreign currency did not exist.

The Group's functional currency ceased to be subject to severe hyperinflation from 1 January 2009 when theGroup changed its functional currency from ZW$ to US$.

The Group elected to measure certain items of property, plant and equipment, biological assets, bank balancesand cash, inventories, other financial assets, other financial liabilities and trade and other payables at fair valueand to use the fair values as the deemed cost of those assets and liabilities in the opening statement of financialposition as at 1 January 2009.

The financial statements comprise three statements of financial position, and two statements ofcomprehensive income, two statements of changes in equity and two statements of cash flows as a result of the

retrospective application of the amendments to IFRS 1. The comparative statements of comprehensiveincome, changes in equity and cash flows are for twelve months.

The Group's financial statements for the prior period ended 31 December 2009 claimed compliance with IFRS,except certain of the requirements of IAS 1 Presentation of Financial Statements, IAS 21 The Effects ofChanges in Foreign Exchange Rates, and IAS 29 Financial Reporting in Hyperinflationary Economies. Certainprior year errors were identified during the period and a reconciliation of the amounts previously stated in the 31December 2009 financial statements and the comparative amounts as presented in this report is given in note32.

The following new and revised IFRSs have been applied in the current period and have affected the amountsreported in these financial statements. Details of other new and revised IFRSs applied in these financialstatements that have had no material effect on the financial statements are set out in section 2.5.2.

NOTES TO THE FINANCIAL STATEMENTS

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The Interpretation provides guidance on the appropriate accountingtreatment when an entity distributes assets other than cash as dividends

to its shareholders. The guidance was applied to the dividend in speciedistributed to shareholders on the demerger of Kingdom FinancialHoldings Limited. Details are disclosed in note 31.

New and revised IFRSs affecting presentation and disclosure only

Amendments to IFRS 1 First-time Adoption

of International Financial Reporting Standards -Additional Exemptions for First-time Adopters

Amendments to IFRS 5Non-current AssetsHeld for Sale and Discontinued Operations (as

part ofImprovements to IFRSsissued in 2009)

Amendments to IAS 7 Statement of CashFlows(as part ofImprovements to IFRSsissued

in 2009)

Amendments to IFRS 7 Financial Instruments:Disclosures(as part ofImprovements to IFRSsissued in 2010)

Amendments to IAS 1 Presentation ofFinancial Statements(as part ofImprovements toIFRSsissued in 2010)

The Group decided to early adopt the Amendments to IFRS1 - Severe

hyperinflation and removal of fixed dates for first time adopters, as well as therelated consequential amendments to other IFRSs, because theamendment provides an additional exemption within IFRS 1 for theentities which were subject to severe hyperinflation. Refer to note 2.1

where the transition to IFRS is discussed in more detail.

The amendments to IFRS 1 provide first time adopters with the sametransition provisions as included in the amendments to IFRS 7. Theamendment is effective for annual periods beginning on or after 1 July2010 with early adoption permitted.

The amendments to IFRS 5 clarify that the disclosure requirements inIFRSs other than IFRS 5 do not apply to non-current assets (or disposal

groups) classified as held for sale or discontinued operations unlessthose IFRSs require (i) specific disclosures in respect of non-currentassets (or disposal groups) classified as held for sale or discontinuedoperations, or (ii) disclosures about measurement of assets and liabilities

within a disposal group that are not within the scope of themeasurement requirement of IFRS 5 and the disclosures are not alreadyprovided in the consolidated financial statements.

Disclosures in these consolidated financial statements reflect the aboveclarification.

The amendments to IAS 7 specify that only expenditures that result in arecognised asset in the statement of financial position can be classified

as investing activities in the statement of cash flows. The application ofthe amendments to IAS 7 has resulted in a change in the presentation ofcash outflows in respect of development costs that do not meet thecriteria in IAS 38 Intangible Assetsfor capitalisation as part of an internallygenerated intangible asset. This change has had no impact on currentand prior years' disclosures.

The amendments to IFRS 7 clarify the required level of disclosuresabout credit risk and collateral held and provide relief from disclosurespreviously required regarding renegotiated loans. The Group hasapplied the amendments in advance of their effective date (annualperiods beginning on or after 1 January 2011). The amendments havebeen applied retrospectively.

The amendments to IAS 1 clarify that an entity may choose to presentthe required analysis of items of other comprehensive income either inthe statement of changes in equity or in the notes to the financialstatements. The Group has applied the amendments in advance of theireffective date (annual periods beginning on or after 1 January 2011). Theamendments have been applied retrospectively.

New and revised IFRSs affecting the reported financial performance and/or financial position

IFRIC 17 Distributions of Non-cash Assets toOwners

18

A n n u a l R e p o r t 2 0 1 1 NOTES TO THE FINANCIAL STATEMENTS

2.5.1 New and revised IFRSs affecting amounts reported in the current period and/or prior years (continued)


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2.5.2 New and revised IFRSs applied with no material effect on the consolidated financial statementsThe following new and revised IFRSs have also been adopted in these consolidated financial statements. Theapplication of these new and revised IFRSs has not had any material impact on the amounts reported for the currentand prior periods but may affect the accounting for future transactions or arrangements.

Amendments to IFRS 2 Share-based Payment- Group Cash-settled Share-based PaymentTransactions

Amendments to IFRS 3 (revised 2008)Business Combinations

Amendments to IFRS 5Non-current AssetsHeld for Sale and Discontinued Operations (aspart ofImprovements to IFRSsissued in 2008)

Amendments to IAS 1 Presentation ofFinancial Statements(as part ofImprovementsto IFRSsissued in 2009)

Amendments to IAS 27 (revised 2008)Consolidated and Separate Financial Statements

The amendments clarify the scope of IFRS 2, as well as the accountingfor group cash-settled share-based payment transactions in the separate(or individual) financial statements of an entity receiving the goods orservices when another group entity or shareholder has the obligation tosettle the award.

The amendments allow a choice on a transaction-by-transaction basis for the

measurement of non-controlling interests at the date ofacquisition (previously referred to as 'minority' interests) either atfair value or at the non-controlling interests' share of recognisedidentifiable net assets of the acquiree.

change the recognition and subsequent accounting requirementsfor contingent consideration.

require the recognition of a settlement gain or loss when thebusiness combination in effect settles a pre-existing relationshipbetween the Group and the acquiree.

require acquisition-related costs to be accounted for separatelyfrom the business combination, generally leading to those costsbeing recognised as an expense in profit or loss as incurred.

The amendments clarify that all the assets and liabilities of a subsidiaryshould be classified as held for sale when the Group is committed to asale plan involving loss of control of that subsidiary, regardless of

whether the Group will retain a non-controlling interest in the

subsidiary after the sale.

The amendments to IAS 1 clarify that the potential settlement of aliability by the issue of equity is not relevant to its classification ascurrent or noncurrent.

This amendment has had no effect on the amounts reported because theGroup has not issued instruments of this nature.

The amendments clarify that changes in ownership interests insubsidiaries that do not result in loss of control should be dealt with inequity, with no impact on goodwill or profit or loss. Where control is lostthe Group derecognises all assets, liabilities and non-controllinginterests at their carrying amounts and recognises the fair value of theconsideration received. Any retained interest in the former subsidiary isrecognised at its fair value at the date control is lost and the resultantdifference is recognised as a gain or loss in profit or loss.

When control of a subsidiary is lost as a result of a transaction, event orother circumstance, the revised Standard requires the Group toderecognise all assets, liabilities and non-controlling interests at theircarrying amount and to recognise the fair value of the considerationreceived. Any retained interest in the former subsidiary is recognised atits fair value at the date control is lost. The resulting difference isrecognised as a gain or loss in profit or loss.

These changes in accounting policies have been applied prospectivelyfrom 1 January 2010 in accordance with the relevant transitionalprovisions.

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IAS 28 (revised in 2008) Investments inAssociates

Amendments to IAS 39 Financial Instruments:

Recognition and Measurement - Eligible HedgedItems

IFRIC 18 Transfers of Assets from Customers

Improvements to IFRSsissued in 2009

Amendments to IFRS 7

IFRS 9 (as amended in 2010)Financial InstrumentsIAS 24 Related Party Disclosures(as revised in2009)

Amendments to IAS 32

Amendments to IFRIC 14

IFRIC 19

Improvements to IFRSsissued in 2010

The principle adopted under IAS 27 (revised 2008) (see above) that aloss of control is recognised as a disposal and re-acquisition of anyretained interest at fair value is extended by consequential amendmentsto IAS 28. Therefore, when significant influence over an associate is lost,the investor measures any investment retained in the former associate atfair value, with any consequential gain or loss recognised in profit orloss.

As part of Improvements to IFRSs issued in 2010, IAS 28(2008) hasbeen amended to clarify that the amendments to IAS 28 regardingtransactions where the investor loses significant influence over anassociate should be applied prospectively.

The amendments provide clarification on two aspects of hedge

accounting: identifying inflation as a hedged risk or portion, or hedgingwith options.

The Interpretation addresses the accounting by recipients for transfersof property, plant and equipment from 'customers' and concludes that

when the item of property, plant and equipment transferred meets thedefinition of an asset from the perspective of the recipient, the recipientshould recognise the asset at its fair value on the date of the transfer,

with the credit being recognised as revenue in accordance with IAS 18Revenue.

Except for the amendments to IFRS 5, IAS 1 and IAS 7 described earlierin section 2.1, the application ofImprovements to IFRSsissued in 2009 has

not had any material effect on amounts reported in the consolidatedfinancial statements.

2.5.3 New and revised IFRSs in issue but not yet effectiveThe Group has not applied the following new and revised IFRSs that have been issued but are not yet effective:

Disclosures - Transfers of Financial Assets - effective for annual periodsbeginning on or after 1 July 2011.

Effective for annual periods beginning on or after 1 January 2013.

Effective for annual periods beginning on or after 1 January 2013.

Classification of Rights Issues- effective for annual periods beginning on orafter 1 February 2010.

Prepayments of a Minimum Funding Requirements- effective for annualperiods beginning on or after 1 January 2011.

Extinguishing Financial Liabilities with Equity Instruments- effective forannual periods beginning on or after 1 July 2010.

Except for the amendments to IFRS 3(2008), IFRS 7, IAS 1 and IAS 28described earlier in section 2.5 - effective for annual periods beginning

on or after 1 July 2010 and 1 January 2011, as appropriate.

The Directors cannot quantify the impact that the adoption of these standards and interpretations in future periods willhave on the financial statements of the Group.

2.5.2 New and revised IFRSs applied with no material effect on the consolidated financial statements (continued)


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3. Significant accounting policies

3.1 Basis of consolidation

3.2 Business combinations

The consolidated financial statements incorporate the financial statements of the Company and entitiescontrolled by the Company (its subsidiaries). Control is achieved where the Company has the power to governthe financial and operating policies of an entity so as to obtain benefits from its activities.

Income and expenses of subsidiaries acquired or disposed of during the year are included in the consolidatedstatement of comprehensive income from the effective date of acquisition and up to the effective date ofdisposal, as appropriate. Total comprehensive income of subsidiaries is attributed to the owners of theCompany and to the non-controlling interests even if this results in the non-controlling interests having a deficitbalance.

Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accountingpolicies into line with those used by other members of the Group.

All intra-group transactions, balances, income and expenses are eliminated in full on consolidation.

Changes in the Group's interest in a subsidiary that do not result in a loss of control are accounted for as equitytransactions. The carrying amounts of the Group's interests and the non-controlling interests are adjusted toreflect the changes in their relative interests in the subsidiary.

Any difference between the amount by which the non-controlling interests are adjusted and the fair value of theconsideration paid or received is recognised directly in equity and attributed to owners of the Company.

When the Group loses control of a subsidiary, the profit or loss on disposal is calculated as the differencebetween (i) the aggregate of the fair value of the consideration received and the fair value of any retainedinterest and (ii) the previous carrying amount of the assets (including goodwill), and liabilities of the subsidiaryand any non-controlling interests. When assets of the subsidiary are carried at revalued amounts or fair valuesand the related cumulative gain or loss has been recognised in other comprehensive income and accumulated in

equity, the amounts previously recognised in other comprehensive income and accumulated in equity areaccounted for as if the Company had directly disposed of the relevant assets (i.e. reclassified to profit or loss ortransferred directly to retained earnings as specified by applicable IFRSs). The fair value of any investmentretained in the former subsidiary at the date when control is lost is regarded as the fair value on initial recognitionfor subsequent accounting under IAS 39 Financial Instruments:Recognition and Measurementor, when applicable, thecost on initial recognition of an investment in an associate or a jointly controlled entity.

Acquisitions of businesses are accounted for using the acquisition method. The consideration transferred in abusiness combination is measured at fair value, which is calculated as the sum of the acquisition-date fair valuesof the assets transferred by the Group, liabilities incurred by the Group to the former owners of the acquireeand the equity interests issued by the Group in exchange for control of the acquiree. Acquisition-related costs

are generally recognised in profit or loss as incurred.

At the acquisition date, the identifiable assets acquired and the liabilities assumed are recognised at their fairvalue at the acquisition date, except that:

deferred tax assets or liabilities and liabilities or assets related to employee benefit arrangements arerecognised and measured in accordance with IAS 12 Income Taxesand IAS 19Employee Benefitsrespectively;

liabilities or equity instruments related to share-based payment arrangements of the acquiree or share-basedpayment arrangements of the Group entered into to replace share-based payment arrangements of theacquiree are measured in accordance with IFRS 2 Share-based Paymentat the acquisition date; and

assets (or disposal groups) that are classified as held for sale in accordance with IFRS 5Non-current AssetsHeld for Sale and Discontinued Operationsare measured in accordance with that Standard.

Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree, and the fair value of the acquirer's previously held equity interest in theacquiree (if any) over the net of the acquisition-date amounts of the identifiable assets acquired and theliabilities assumed. If, after reassessment, the net of the acquisition-date amounts of the identifiable assets


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3.2 Business combinations (continued)

3.3 Goodwill

3.4 Investments in associates

acquired and liabilities assumed exceeds the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree and the fair value of the acquirer's previously held interest in the acquiree (ifany), the excess is recognised immediately in profit or loss as a bargain purchase gain.

Non-controlling interests that are present ownership interests and entitle their holders to a proportionate shareof the entity's net assets in the event of liquidation may be initially measured either at fair value or at the non-controlling interests' proportionate share of the recognised amounts of the acquiree's identifiable net assets.

The choice of measurement basis is made on a transaction-by-transaction basis. Other types of non-controlling interests are measured at fair value or, when applicable, on the basis specified in another IFRS.

Goodwill arising on an acquisition of a business is carried at cost as established at the date of acquisition of thebusiness (see 3.2 above) less accumulated impairment losses, if any.

For the purposes of impairment testing, goodwill is allocated to each of the Group's cash-generating units (orgroups of cash-generating units) that is expected to benefit from the synergies of the combination.

A cash-generating unit to which goodwill has been allocated is tested for impairment annually, or morefrequently when there is indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carryingamount of any goodwill allocated to the unit and then to the other assets of the unit pro rata based on thecarrying amount of each asset in the unit. Any impairment loss for goodwill is recognised directly in profit orloss in the consolidated statement of comprehensive income. An impairment loss recognised for goodwill isnot reversed in subsequent periods.

On disposal of the relevant cash-generating unit, the attributable amount of goodwill is included in thedetermination of the profit or loss on disposal.

The Group's policy for goodwill arising on the acquisition of an associate is described at 3.4 below.

An associate is an entity over which the Group has significant influence and that is neither a subsidiary nor aninterest in a joint venture. Significant influence is the power to participate in the financial and operating policydecisions of the investee but is not control or joint control over those policies.

The results and assets and liabilities of associates are incorporated in these consolidated financial statementsusing the equity method of accounting, except when the investment is classified as held for sale, in which case itis accounted for in accordance with IFRS 5Non-current Assets Held for Sale and Discontinued Operations. Under theequity method, an investment in an associate is initially recognised in the consolidated statement of financialposition at cost and adjusted thereafter to recognise the Group's share of the profit or loss and othercomprehensive income of the associate. When the Group's share of losses of an associate exceeds the Group's

interest in that associate (which includes any long-term interests that, in substance, form part of the Group's netinvestment in the associate), the Group discontinues recognising its share of further losses. Additional lossesare recognised only to the extent that the Group has incurred legal or constructive obligations or madepayments on behalf of the associate.

Any excess of the cost of acquisition over the Group's share of the net fair value of the identifiable assets,liabilities and contingent liabilities of an associate recognised at the date of acquisition is recognised asgoodwill, which is included within the carrying amount of the investment. Any excess of the Group's share ofthe net fair value of the identifiable assets, liabilities and contingent liabilities over the cost of acquisition, afterreassessment, is recognised immediately in profit or loss.

The requirements of IAS 39 are applied to determine whether it is necessary to recognise any impairment losswith respect to the Group's investment in an associate. When necessary, the entire carrying amount of theinvestment (including goodwill) is tested for impairment in accordance with IAS 36 Impairment of Assetsas asingle asset by comparing its recoverable amount (higher of value in use and fair value less costs to sell) with itscarrying amount. Any impairment loss recognised forms part of the carrying amount of the investment. Anyreversal of that impairment loss is recognised in accordance with IAS 36 to the extent that the recoverableamount of the investment subsequently increases.

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3.4 Investments in associates (continued)

3.5 Interests in joint ventures

3.6 Non-current assets held for sale or distribution

3.7 Revenue recognition

3.7.1 Sale of goods and services provided

When a group entity transacts with its associate, profits and losses resulting from the transactions with theassociate are recognised in the Group' consolidated financial statements only to the extent of interests in theassociate that are not related to the Group.

A joint venture is a contractual arrangement whereby the Group and other parties undertake an economicactivity that is subject to joint control (i.e. when the strategic financial and operating policy decisions relating tothe activities of the joint venture require the unanimous consent of the parties sharing control).

When a group entity undertakes its activities under joint venture arrangements directly, the Group's share ofjointly controlled assets and any liabilities incurred jointly with other venturers are recognised in the financialstatements of the relevant entity and classified according to their nature. Liabilities and expenses incurreddirectly in respect of interests in jointly controlled assets are accounted for on an accrual basis. Income from thesale or use of the Group's share of the output of jointly controlled assets, and its share of joint ventureexpenses, are recognised when it is probable that the economic benefits associated with the transactions willflow to/from the Group and their amount can be measured reliably.

Joint venture arrangements that involve the establishment of a separate entity in which each venturer has aninterest are referred to as jointly controlled entities.

The Group reports its interests in jointly controlled entities using proportionate consolidation, except when theinvestment is classified as held for sale, in which case it is accounted for in accordance with IFRS 5Non-current

Assets Held for Sale and Discontinued Operations. The Group's share of the assets, liabilities, income and expenses ofjointly controlled entities is combined with the equivalent items in the consolidated financial statements on aline-by-line basis.

Any goodwill arising on the acquisition of the Group's interest in a jointly controlled entity is accounted for inaccordance with the Group's accounting policy for goodwill arising in a business combination (see 3.2 and 3.3above).

When a group entity transacts with its jointly controlled entity, profits and losses resulting from the transactionswith the jointly controlled entity are recognised in the Group' consolidated financial statements only to theextent of interests in the jointly controlled entity that are not related to the Group.

Non-current assets and disposal groups are classified as held for sale if their carrying amount will be recoveredprincipally through a sale or distribution transaction rather than through continuing use. This condition isregarded as met only when the sale is highly probable and the non-current asset (or disposal group) is availablefor immediate sale in its present condition. Management must be committed to the sale, which should beexpected to qualify for recognition as a completed sale within one year from the date of classification.

When the Group is committed to a sale plan involving loss of control of a subsidiary, all of the assets andliabilities of that subsidiary are classified as held for sale when the criteria described above are met, regardless of

whether the Group will retain a non-controlling interest in its former subsidiary after the sale.

Non-current assets (and disposal groups) classified as held for sale are measured at the lower of their previouscarrying amount and fair value less costs to sell or distribute.

Revenue is measured at the fair value of the consideration received or receivable. The revenue is reduced forestimated customer returns, rebates and other similar allowances.Revenue from the sale of goods is recognised when all the following conditions are satisfied: the Group has transferred to the buyer the significant risks and rewards of ownership of the goods; the Group retains neither continuing managerial involvement to the degree usually associated with

ownership nor effective control over the goods sold; the amount of revenue can be measured reliably; it is probable that the economic benefits associated with the transaction will flow to the Group; and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Specifically, revenue from the sale of goods is recognised when goods are delivered and legal title is passed.

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3.7.2 Dividend and interest income

3.7.3 Rental income

3.8. Leasing

3.8.1 The Group as lessor

3.8.2 The Group as lessee

Dividend from investments is recognised when the shareholders' right to receive payment has been established,provided that it is probable that the economic benefits will flow to the Group and the amount of income can bemeasured reliably.

Interest income from a financial asset is recognised when it is probable that the economic benefits will flow tothe Group and the amount of income can be measured reliably. Interest income is accrued on a time basis, byreference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactlydiscounts estimated future cash receipts through the expected life of the financial asset to that asset's netcarrying amount on initial recognition.

The Group's policy for recognition of revenue from operating leases is described in policy note 3.8.1.

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and

rewards of ownership to the lessee. All other leases are classified as operating leases.

Amounts due from lessees under finance leases are recognised as receivables at the amount of the Group's netinvestment in the leases. Finance lease income is allocated to accounting periods so as to reflect a constantperiodic rate of return on the Group's net investment outstanding in respect of the leases.

Rental income from operating leases is recognised on a straight-line basis over the term of the relevant lease.Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount ofthe leased asset and recognised on a straight-line basis over the lease term.

Assets held under finance leases are initially recognised as assets of the Group at their fair value at the inception

of the lease or, if lower, at the present value of the minimum lease payments. The corresponding liability to thelessor is included in the statement of financial position as a finance lease obligation.

Lease payments are apportioned between finance expenses and reduction of the lease obligation so as toachieve a constant rate of interest on the remaining balance of the liability. Finance expenses are recognisedimmediately in profit or loss, unless they are directly attributable to qualifying assets, in which case they arecapitalised in accordance with the Group's general policy on borrowing costs (see 3.10 below). Contingentrentals are recognised as expenses in the periods in which they are incurred.

Operating lease payments are recognised as an expense on a straight-line basis over the lease term, except whereanother systematic basis is more representative of the time pattern in which economic benefits from the leasedasset are consumed. Contingent rentals arising under operating leases are recognised as an expense in the periodin which they are incurred.

In the event that lease incentives are received to enter into operating leases, such incentives are recognised as aliability. The aggregate benefit of incentives is recognised as a reduction of rental expense on a straight-linebasis, except where another systematic basis is more representative of the time pattern in which economicbenefits from the leased asset are consumed.

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3.9 Foreign currencies

3.10 Borrowing costs

In preparing the financial statements of the individual entities, transactions in currencies other than the entity'sfunctional currency (foreign currencies) are recognised at the rates of exchange prevailing at the dates of thetransactions. At the end of each reporting period, monetary items denominated in foreign currencies areretranslated at the rates prevailing at that date. Non-monetary items carried at fair value that are denominated inforeign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.

Exchange differences on monetary items are recognised in profit or loss in the period in which they arise exceptfor: exchange differences on foreign currency borrowings relating to assets under construction for future

productive use, which are included in the cost of those assets when they are regarded as an adjustment tointerest costs on those foreign currency borrowings;

exchange differences on transactions entered into in order to hedge certain foreign currency risks; and exchange differences on monetary items receivable from or payable to a foreign operation for which

settlement is neither planned nor likely to occur (therefore forming part of the net investment in the foreignoperation), which are recognised initially in other comprehensive income and reclassified from equity to

profit or loss on repayment of the monetary items.

For the purpose of presenting consolidated financial statements, the assets and liabilities of the Group's foreignoperations are translated into US$ using exchange rates prevailing at the end of each reporting period. Incomeand expense items are translated at the average exchange rates for the period, unless exchange rates fluctuatesignificantly during that period, in which case the exchange rates at the dates of the transactions are used.Exchange differences arising, if any, are recognised in other comprehensive income and accumulated in equity(attributed to non-controlling interests as appropriate).

On the disposal of a foreign operation (i.e. a disposal of the Group's entire interest in a foreign operation, or adisposal involving loss of control over a subsidiary that includes a foreign operation, a disposal involving lossof joint control over a jointly controlled entity that includes a foreign operation, or disposal involving loss ofsignificant influence over an associate that includes a foreign operation), all of the accumulated exchange

differences in respect of that operation attributable to the owners of the Company are reclassified to profit orloss.

In the case of a partial disposal that does not result in the Group losing control over a subsidiary that includes aforeign operation, the proportionate share of accumulated exchange differences are re-attributed to non-controlling interests and are not recognised in profit or loss. For all other partial disposals (i.e. reductions in theGroup's ownership interest in associates or jointly controlled entities that do not result in the Group losingsignificant influence or joint control), the proportionate share of the accumulated exchange differences isreclassified to profit or loss.

Goodwill and fair value adjustments on identifiable assets and liabilities acquired arising on the acquisition of aforeign operation are treated as assets and liabilities of the foreign operation and translated at the rate ofexchange prevailing at the end of each reporting period. Exchange differences arising are recognised in equity.

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, whichare assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added tothe cost of those assets, until such time as the assets are substantially ready for their intended use or sale.

Investment income earned on the temporary investment of specific borrowings pending their expenditure onqualifying assets is deducted from the borrowing costs eligible for capitalisation.

All other borrowing costs are recognised in profit or loss in the period in which they are incurred.

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3.11 Retirement benefit costs

3.12 Taxation

3.12.1 Current tax

3.12.2 Deferred tax

The Group operates a Defined Contribution Plan for all eligible employees. The scheme is funded by paymentsfrom employees and by the Group Companies, and the assets are held in various funds under the authority ofthe Trustees. The Group's contributions are recognised as an expense in the year to which they relate. The

Group also participates in the National Social Security Authority Scheme (NSSA). Payments made to NSSA aredealt with as payments to defined contribution plans where the Group's obligations under the plans areequivalent to those arising in a defined contribution retirement benefit plan. Contributions to definedcontribution retirement benefit plans are recognised as an expense when employees have rendered serviceentitling them to the contributions.

Income tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported inthe consolidated statement of comprehensive income because of items of income or expense that are taxable or

deductible in other years and items that are never taxable or deductible. The Group's liability for current tax iscalculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.

Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in thefinancial statements and the corresponding tax bases used in the computation of taxable profit. Deferred taxliabilities are generally recognised for all taxable temporary difference. Deferred tax assets are generallyrecognised for all deductible temporary differences to the extent that it is probable that taxable profits will beavailable against which those deductible temporary differences can be utilised. Such deferred tax assets andliabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition(other than in a business combination) of other assets and liabilities in a transaction that affects neither thetaxable profit nor the accounting profit.

Deferred tax liabilities are recognised for taxable temporary differences associated with investments insubsidiaries and associates, and interests in joint ventures, except where the Group is able to control the reversalof the temporary difference and it is probable that the temporary difference will not reverse in the foreseeablefuture. Deferred tax assets arising from deductible temporary differences associated with such investments andinterests are only recognised to the extent that it is probable that there will be sufficient taxable profits against

which to utilise the benefits of the temporary differences and they are expected to reverse in the foreseeablefuture.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to theextent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the assetto be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which

the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted orsubstantively enacted by the end of the reporting period. The measurement of deferred tax liabilities and assetsreflects the tax consequences that would follow from the manner in which the Group expects, at the end of thereporting period, to recover or settle the carrying amount of its assets and liabilities.

Deferred tax is charged or credited to profit or loss, except when it relates to items charged or credited directly tothe statement of comprehensive income, in which case the deferred tax is also dealt with in equity, or where theyarise from the initial accounting for a business combination. In the case of a business combination, the tax effectis taken into account in calculating goodwill or in determining the excess of the acquirer's interest in the net fair

value of the acquiree's identifiable assets, liabilities and contingent liabilities over the cost of the businesscombination.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assetsagainst current tax liabilities and when they relate to income taxes levied by the same taxation authority and theGroup intends to settle its current tax assets and liabilities on a net basis.

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3.12.3 Current and deferred tax for the period

3.13 Property, plant and equipment

3.13.1 Depreciation

3.14 Investment property

3.15 Intangible assets

3.15.1 Trademarks

Current and deferred tax are

Documents

Meikles March 2011