Directors' report

for the year ended 30 June 2015

The directors have pleasure in submitting their report, which forms part of the financial statements for the year ended 30 June 2015.


Hyprop, Africa’s leading specialist shopping centre Real Estate Investment Trust (REIT), operates an internally managed portfolio of shopping centres in major metropolitan areas across South Africa. Hyprop also has a growing presence in sub-Saharan Africa (excluding SA), through a joint venture with Attacq Limited (Attacq) and the Atterbury Group.

The core portfolio consists of premier shopping centres in South Africa, including super regional Canal Walk, large regional centres, Clearwater Mall, The Glen Shopping Centre, Woodlands Boulevard, CapeGate Shopping Centre, Somerset Mall and Rosebank Mall, and regional centre, Hyde Park Corner.

The portfolio also includes interests in Accra Mall and West Hills Mall (both in Accra, Ghana), and Manda Hill Centre in Lusaka, Zambia.


Hyprop’s focus remains to invest in high-quality shopping centres. Due to limited acquisition opportunities in South Africa, consideration will be given to investments in other emerging markets, where existing assets can be acquired at attractive yields or where development opportunities exist.

Directors’ interests

The interests of directors in the shares of the company at 30 June 2015 were:

  30 June 2015
30 June 2015
30 June 2014
30 June 2014
  Direct Indirect Indirect Direct Indirect Indirect
Gavin Tipper 4 000     4 000    
Louis Norval     3 789 869     3 981 768
Stewart Shaw-Taylor 21 500     21 500    
Kevin Ellerine   42 666        
Pieter Prinsloo   305 049     305 049  
Laurence Cohen   160 154     160 154  
  25 500 507 869 3 789 869 25 500 465 203 3 981 768

There were no changes to the interests of the directors between year-end and the date of approval of the financial statements.


As previously announced, CapeGate Lifestyle, CapeGate Value Centre and Stoneridge were sold for a total amount of R833 million.

Efforts to sell Willowbridge Centre, Somerset Value Mart and the standalone office portfolio are continuing.

Capital structure

Hyprop became a REIT on 1 July 2013. As part of the REIT conversion process, Hyprop’s combined unit structure was converted to an all-share structure. The necessary resolutions were passed by shareholders and the new all-share structure became effective on 18 August 2014, from which date all future distributions were classified as dividends.

All rental income earned by the group, less property expenses and interest on debt, is distributed to shareholders semi-annually.

Review of activities

The results of the group and the company are commented on in the chairman, chief executive officer and financial director’s report, are set out in the financial statements on financial statements.


Directors resigning by rotation at the upcoming annual general meeting are Louis van der Watt, Louis Norval and Thabo Mokgatlha, and being eligible, they offer themselves for re-election.

An abridged curriculum vitae for each director is set out in the Directorate.

Beneficial shareholders holding 5% or more

  30 June 2015 %
Government Employees Pension Fund 33 808 325 13,9
Stanlib 13 005 869 5,4

Subsidiaries, joint arrangements and associates

Disclosure of the company’s investments in subsidiaries, joint arrangements and associate is included in notes 4 to 7 in the financial statements.

Administration and management

Property management and asset management in Hyprop’s South African operations are fully internalised. No property management or asset management fees were paid during the year.

Audit committee report

The audit committee fulfilled its responsibilities during the year (refer to its report for full details). The committee has further satisfied itself as to the independence of the external auditors and their suitability for reappointment for the ensuing year.


Grant Thornton will continue in office in accordance with part C of section 90 of the Companies Act of South Africa.

Directors’ interest in contracts

No material contracts in which the directors have an interest were entered into during the year, other than the transactions detailed in note 35 to the financial statements.

Going concern

The directors consider that the group and company have adequate resources to continue operating for the foreseeable future and that it is appropriate to adopt the going-concern basis in preparing the group and company financial statements.

The directors have satisfied themselves that the group and company are in a sound financial position and that they have access to sufficient borrowing facilities to meet their foreseeable cash requirements.

31 August 2015


Registration number: 1987/005284/06
2nd Floor, Cradock Heights, 21 Cradock
Avenue, Rosebank, 2196
PO Box 52509, Saxonwold, 2132
Tel: +27 11 447 0090
Fax: +27 11 447 0092


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