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90

Hyprop Investments Limited

Integrated annual report and consolidated financial statements

2017

Directors’

report

for the year ended 30 June 2017

The directors have pleasure in submitting their report, which forms part of

the consolidated financial statements for the year ended 30 June 2017.

Responsibility statement

The directors are responsible for the preparation and fair presentation of

the consolidated financial statements of Hyprop, comprising the

consolidated statement of financial position, the consolidated statements

of profit or loss and other comprehensive income, changes in equity and

cash flows for the year then ended, as well as the notes to the consolidated

financial statements, which include a summary of significant accounting

policies and other explanatory notes, in accordance with International

Financial Reporting Standards and the requirements of the Companies Act

of South Africa, and the directors’ report.

The directors are also responsible for such internal control as the directors

determine is necessary to enable the preparation of consolidated financial

statements that are free from material misstatement, whether due to

fraud or error, and for maintaining adequate accounting records and an

effective system of risk management.

Introduction

Hyprop, a leading specialist shopping centre Real Estate Investment Trust

(REIT), operates a portfolio of shopping centres in major metropolitan

areas across South Africa (SA), sub-Saharan Africa (excluding SA) and

South-Eastern Europe.

There were no changes to the interests of the directors between year-end

and the date of approval of these consolidated financial statements.

Disposals

During the year, the following disposals were completed:

Sale price

Transfer date

Somerset Value Mart

R185 million September 2016

Glenfield Office Park

R180 million December 2016

Willowbridge South

R460 million

March 2017

Glenwood Office Park

R42 million

May 2017

Total

R867 million

Directors’ interests

The interests of directors in the shares of the company at 30 June 2017 were:

June 2017

June 2017

June 2016

June 2016

Beneficial

Non-beneficial

Beneficial

Non-beneficial

Direct

Indirect

Indirect

Direct

Indirect

Indirect

Non-executive

Gavin Tipper

4 000

4 000

Louis Norval

3 500 000

3 500 000

Stewart Shaw-Taylor

21 500

21 500

Kevin Ellerine

378 000

378 000

Nonyameko Mandindi

2 250

Executive

Pieter Prinsloo

325 202

305 049

Laurence Cohen

171 259

160 154

25 500

876 711

3 500 000

25 500

843 203

3 500 000

The core portfolio in South Africa includes super regional centre Canal

Walk, large regional centres, Clearwater Mall, The Glen Shopping Centre,

Woodlands Boulevard, CapeGate Shopping Centre, Somerset and

Rosebank Malls, and regional centre, Hyde Park Corner.

The sub-Saharan African portfolio (excluding SA) includes interests in

Accra Mall, West Hills and Achimota Mall (all in Accra, Ghana), Kumasi City

Mall in Kumasi, Ghana, Manda Hill Centre in Lusaka, Zambia and Ikeja City

Mall in Lagos, Nigeria.

Hyprop’s investments in South-Eastern Europe includes a 60% interest in

Delta City Belgrade, Serbia, Delta City Podgorica, Montenegro and Skopje

City Mall, in Skopje, Macedonia. In July 2017, Hyprop agreed to acquire a

60% interest in The Mall in Sofia, Bulgaria.

Strategy

Hyprop’s strategy is to own dominant, quality shopping centres, where

such assets can be acquired, or developed at attractive yields. Due to

limited acquisition opportunities in South Africa, consideration is given to

investments in other markets, where existing assets can be acquired at

attractive yields and where attractive development opportunities exist.

The sale of Willowbridge North for R225 million is unconditional and

transfer is anticipated in September 2017. Of the non-core properties that

were identified for sale, only Lakefield Office Park remains to be sold.

Willowbridge North and Lakefield Office Park were included under assets

held-for-sale in the consolidated statement of financial position at 30 June

2017.

Capital structure

Hyprop is structured as a REIT. South African REITs are exempt from capital

gains taxation. Provided they pay out 100% of distributable earnings as a

dividend to shareholders, they also do not pay corporate income taxation.

Hyprop currently pays out 100% of distributable earnings as dividends to

shareholders and therefore does not pay corporate income taxation.