Exxaro Resources Limited – Group and company annual financial statements 2021 | 17.6 Detailed analysis of investments in subsidiaries and indebtedness by/(to) subsidiaries

CHAPTERS 1 TO 3

CHAPTERS 1 TO 3

CHAPTER 1

The year in brief

CHAPTER 2

Responsibility statement on internal financial controls Certificate by the group company secretary Report of the directors Audit committee report Independent auditor's report

CHAPTER 3

Accounting policy relating to segmental reporting Significant judgements and assumptions made by management in applying the related accounting policy Reportable segments Geographic location of segment assets

TRANSITIONING TO SUSTAINABLE GROWTH AND IMPACT

In this strategy-focused chapter, we outline how our business leadership has transitioned as well as our strategy. As we commence the implementation of the strategy, we outline the drivers for our strategic direction, how we will measure our success into the future as well as reflecting on our past strategic performance.

We're building on an existing successful platform leveraging our skills and differentiation with a long-term vision to develop a sustainable, growth-orientated, value-driven company, a leading international renewable solutions provider by the end of the decade.
CHAPTERS 4 TO 5

CHAPTERS 4 TO 5

CHAPTER 4

Statement of comprehensive income Statement of financial position Statement of changes in equity Statement of cash flows Company statement of comprehensive income Company statement of financial position Company statement of changes in equity Company statement of cash flows

CHAPTER 5

Accounting policy relating to earnings Attributable earnings per share Reconciliation of headline earnings Headline earnings per share Dividend distributions Notes to the statements of cash flows relating to earnings

TRANSITIONING TO SUSTAINABLE GROWTH AND IMPACT

In this strategy-focused chapter, we outline how our business leadership has transitioned as well as our strategy. As we commence the implementation of the strategy, we outline the drivers for our strategic direction, how we will measure our success into the future as well as reflecting on our past strategic performance.
CHAPTERS 6 TO 7

CHAPTERS 6 TO 7

CHAPTER 6

Operational performance Working capital Notes to the statements of cash flows relating to operational performance and working capital

TRANSITIONING TO SUSTAINABLE GROWTH AND IMPACT

In this strategy-focused chapter, we outline how our business leadership has transitioned as well as our strategy. As we commence the implementation of the strategy, we outline the drivers for our strategic direction, how we will measure our success into the future as well as reflecting on our past strategic performance.

We're building on an existing successful platform leveraging our skills and differentiation with a long-term vision to develop a sustainable, growth-orientated, value-driven company, a leading international renewable solutions provider by the end of the decade.

CHAPTER 7

Accounting policies relating to taxation Significant judgements and assumptions made by management in applying the related accounting policies Income tax (expense)/benefit Reconciliation of tax rates Deferred tax Notes to the statements of cash flows relating to taxation Tax effect of other comprehensive income
CHAPTERS 8 TO 9

CHAPTERS 8 TO 9

CHAPTER 8

Accounting policies relating to business environment and portfolio changes Significant judgements and assumptions made by management in applying the related accounting policies Divestment of non-core assets Impairment charges of non-current assets Non-current assets and liabilities held-for-sale

TRANSITIONING TO SUSTAINABLE GROWTH AND IMPACT

In this strategy-focused chapter, we outline how our business leadership has transitioned as well as our strategy. As we commence the implementation of the strategy, we outline the drivers for our strategic direction, how we will measure our success into the future as well as reflecting on our past strategic performance.

CHAPTER 9

Accounting policies relating to investments in associates and joint arrangements Significant judgements and assumptions made by management in applying the related accounting policies Income from investments in associates and joint ventures Investments in associates and joint arrangements Movement analysis of investments in associates and joint ventures Summarised financial information of associates and joint ventures Reconciliation of carrying amounts of investments in associates and joint ventures
CHAPTERS 10 TO 13

CHAPTERS 10 TO 13

CHAPTER 10

Property, plant and equipment Intangible assets Financial assets Other assets

CHAPTER 11

Accounting policies relating to leases Judgements and assumptions made by management in applying the related accounting policies Right-of-use assets Lease liabilities

CHAPTER 12

Debt Equity

CHAPTER 13

Accounting policies relating to provisions and contingencies Significant judgements and assumptions made by management in applying the related accounting policies Provisions Contingent liabilities and contingent assets
CHAPTERS 14 TO 16

CHAPTERS 14 TO 16

CHAPTER 14

Accounting policies relating to employee benefits Significant judgements and assumptions made by management in applying the related accounting policies Employee benefits Retirement employee obligations Directors' and prescribed officers' remuneration

We're building on an existing successful platform leveraging our skills and differentiation with a long-term vision to develop a sustainable, growth-orientated, value-driven company, a leading international renewable solutions provider by the end of the decade.

CHAPTER 15

Related-party transactions

CHAPTER 16

Accounting policies relating to financial instruments Judgements and assumptions made by management in applying the related accounting policies Financial instruments
CHAPTERS 16 TO 17

CHAPTERS 16 TO 17

CHAPTER 16

Accounting policies relating to financial instruments Judgements and assumptions made by management in applying the related accounting policies Financial instruments

TRANSITIONING TO SUSTAINABLE GROWTH AND IMPACT

In this strategy-focused chapter, we outline how our business leadership has transitioned as well as our strategy. As we commence the implementation of the strategy, we outline the drivers for our strategic direction, how we will measure our success into the future as well as reflecting on our past strategic performance.

We're building on an existing successful platform leveraging our skills and differentiation with a long-term vision to develop a sustainable, growth-orientated, value-driven company, a leading international renewable solutions provider by the end of the decade.

CHAPTER 17

Accounting policies relating to subsidiaries Significant judgements and assumptions made by management in applying the related accounting policies Transactions with subsidiaries Summary of investments in subsidiaries Summary of indebtedness by/(to) subsidiaries Detailed analysis of investments in subsidiaries and indebtedness by/(to) subsidiaries Non-controlling interests
CHAPTERS 18 TO 20

CHAPTERS 18 TO 20

CHAPTER 18

Basis of preparation Adoption of new, amended and revised standards and interpretations Events after the reporting period

CHAPTER 19

Re-presentation of group comparative information Restatement of company comparative information

CHAPTER 20

Annexure 1: Shareholder analysis Annexure 2: Definitions Annexure 3: Administration Annexure 4: Shareholders' diary

TRANSITIONING TO SUSTAINABLE GROWTH AND IMPACT

In this strategy-focused chapter, we outline how our business leadership has transitioned as well as our strategy. As we commence the implementation of the strategy, we outline the drivers for our strategic direction, how we will measure our success into the future as well as reflecting on our past strategic performance.
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CHAPTER 17:
Subsidiaries

17.6Detailed analysis of investments in subsidiaries and indebtedness by/(to) subsidiaries

					Investment in subsidiaries
	Portfolio changes in 2021				Investment in shares¹		Investment in share-based payments
	Type²	Date	Country³	Nature of business⁴	2021 R	2020 R	2021 R	2020 R
Direct investments
Aquicure Proprietary Limited			RSA	W	100	100
Cennergi Proprietary Limited			RSA	H	2 437 330 415	2 437 330 415
Cennergi Holdings Proprietary Limited⁵			RSA	H	1	1
Colonna Properties Proprietary Limited			RSA	B	2 518 966	2 518 966
Exxaro Australia Holdings Proprietary Limited⁶			AUS	H	648 703 847	608 115 666
Exxaro Base Metals and Industrial Minerals Holdings Proprietary Limited			RSA	H	1	1
Exxaro Chairman's Fund			RSA	S
Exxaro Coal Central Proprietary Limited	S	3 Sep	RSA	M
Exxaro Coal Proprietary Limited			RSA	M	1 868 325 864	1 868 325 864	263	290
Exxaro Employee Empowerment Participation Scheme Trust⁷			RSA	S
Exxaro Employee Empowerment Trust⁷			RSA	S
Exxaro Environmental Rehabilitation Fund			RSA	S
Exxaro ESOP SPV RF Proprietary Limited			RSA	S	100	100
Exxaro FerroAlloys Proprietary Limited			RSA	A	1	1	3	5
Exxaro Foundation			RSA	S
Exxaro Holdings Proprietary Limited			RSA	H	459 517 297	459 517 297
Exxaro Insurance Company Limited			RSA	I	312 000 000	312 000 000
Exxaro Matla Setshabeng Development NPC			RSA	S
Exxaro Mountain Bike Academy NPC			RSA	E
Exxaro People Development Initiative NPC			RSA	E
Exxaro Properties (Groenkloof) Proprietary Limited⁷			RSA	B	1	1
Eyesizwe (RF) Proprietary Limited (2021: 14.86%; 2020: 14.86%)			RSA	S	1 482 907 923	1 482 907 923
Ferroland Grondtrust Proprietary Limited			RSA	F	2	2	5	5
Gravelotte Iron Ore Company Proprietary Limited			RSA	B	1	1
K2018621183 (SA) Proprietary Limited	S	31 Dec	RSA	C		100
Kumba Resources Management Share Trust			RSA	S
Rocsi Holdings Proprietary Limited			RSA	H	653 722 945	653 722 945
Total direct investments in subsidiaries					7 865 027 464	7 824 439 383	271	300

		Total indebtedness receivable/(payable)
		Total indebtedness by		(Total indebtedness to)
	Type of indebtedness	2021 R	2020 R	2021 R	2020 R
Direct investments
Aquicure Proprietary Limited	Non-interest-bearing	41	35
Cennergi Proprietary Limited
Cennergi Holdings Proprietary Limited⁵	Non-interest-bearing	92	23
Colonna Properties Proprietary Limited
Exxaro Australia Holdings Proprietary Limited⁶
Exxaro Base Metals and Industrial Minerals Holdings Proprietary Limited	Non-interest-bearing	213	215
Exxaro Chairman's Fund
Exxaro Coal Central Proprietary Limited	Total		352		(182)
	– Treasury facility				(182)
	– Current indebtedness		352
Exxaro Coal Proprietary Limited	Total	5 779	7 350	(9 665)	(7 217)
	– Interest-bearing	5 576	7 150
	– Treasury facility			(9 665)	(7 217)
	– Current indebtedness	203	200
Exxaro Employee Empowerment Participation Scheme Trust⁷
Exxaro Employee Empowerment Trust⁷
Exxaro Environmental Rehabilitation Fund
Exxaro ESOP SPV RF Proprietary Limited	Interest-bearing	33	51
Exxaro FerroAlloys Proprietary Limited	Total	232	186
	– Treasury facility	228	180
	– Current indebtedness	4	6
Exxaro Foundation
Exxaro Holdings Proprietary Limited	Non-interest-bearing		75
Exxaro Insurance Company Limited	Current indebtedness	2	2
Exxaro Matla Setshabeng Development NPC	Interest-bearing	90	137
Exxaro Mountain Bike Academy NPC
Exxaro People Development Initiative NPC
Exxaro Properties (Groenkloof) Proprietary Limited⁷	Non-interest-bearing				(1)
Eyesizwe (RF) Proprietary Limited (2021: 14.86%; 2020: 14.86%)
Ferroland Grondtrust Proprietary Limited	Total	255	233
	– Treasury facility	254	233
	– Current indebtedness	1
Gravelotte Iron Ore Company Proprietary Limited	Non-interest-bearing	3
K2018621183 (SA) Proprietary Limited	Non-interest-bearing		5
Kumba Resources Management Share Trust	Non-interest-bearing			(76)	(70)
Rocsi Holdings Proprietary Limited	Non-interest-bearing	8			(1 612)
Total direct investments in subsidiaries		6 748	8 664	(9 741)	(9 082)

¹	At 100% holding except where otherwise indicated.
²	D – Deregistered, N – Formation of new entity, S – Sold.
³	Country of incorporation: RSA – Republic of South Africa, AUS – Australia, NE – Netherlands, SW – Switzerland.
⁴	M – Mining, B – Property, C – Service, E – Not for profit company, F – Farming, H – Holdings, I – Insurance, A – Manufacturing, P – Exploration, S – Structured entity, W – Water, MIC – Mines in closure, R – Renewable Energy.
⁵	Previously named Clipeus Investment Holdings Proprietary Limited.
⁶	Loan capitalisation in 2021 (2020: loan capitalisation and cash-share subscriptions).
⁷	Entity in process of liquidation or deregistration.

					Investment in subsidiaries
	Portfolio changes in 2021				Investment in shares¹		Investment in share-based payments
	Type²	Date	Country³	Nature of business⁴	2021 R	2020 R	2021 R	2020 R
Indirect investments
Amakhala Emoyeni RF Proprietary Limited (95%)			RSA	R
Coastal Coal Proprietary Limited			RSA	MIC			3	3
Cennergi Services Proprietary Limited	N	22 Jun	RSA	C
Lephalale Solar Proprietary Limited	N	22 Jun	RSA	R
K2021699383 (South Africa) Proprietary Limited	N	22 Jun	RSA	R
Dorstfontein Coal Mines Proprietary Limited (2020: 74%)	S	3 Sep	RSA	M
Exxaro Australia Proprietary Limited			AUS	M & P
Exxaro Base Metals International BV	D	8 Oct	NE	H
Exxaro Coal Mpumalanga Proprietary Limited			RSA	M			240	264
Exxaro International BV	D	7 Oct	NE	H
Exxaro International Trading AG			SW	C			(1)	(1)
Exxaro Reductants Proprietary Limited			RSA	A
Forzando Coal Mines Proprietary Limited (2020: 74%)	S	3 Sep	RSA	M
Ithemba Farm Proprietary Limited	S	3 Sep	RSA	F
Mmakau Coal Proprietary Limited (2020: 49%)	S	3 Sep	RSA	P
Newcastle Coal Mines Proprietary Limited	S	3 Sep	RSA	MIC
The Vryheid (Natal) Railway Coal and Iron Company Proprietary Limited			RSA	MIC
Exxaro Employee Share Ownership Trust			RSA	S
Jeka Mphamvu Proprietary Limited			RSA	R
Tsitsikamma RF Proprietary Limited			RSA	R
Total indirect investment in subsidiaries							242	266
Total investment in subsidiaries					7 865 027 464	7 824 439 383	513	566

		Total indebtedness receivable/(payable)
		Total indebtedness by		(Total indebtedness to)
	Type of indebtedness	2021 R	2020 R	2021 R	2020 R
Indirect investments
Amakhala Emoyeni RF Proprietary Limited (95%)
Coastal Coal Proprietary Limited	Treasury facility	88	66
Cennergi Services Proprietary Limited
Lephalale Solar Proprietary Limited
K2021699383 (South Africa) Proprietary Limited
Dorstfontein Coal Mines Proprietary Limited (2020: 74%)
Exxaro Australia Proprietary Limited
Exxaro Base Metals International BV
Exxaro Coal Mpumalanga Proprietary Limited	Total	4 302	4 456
	– Treasury facility	4 189	4 378
	– Current indebtedness	113	79
Exxaro International BV	Non-interest-bearing				(6 989)
Exxaro International Trading AG
Exxaro Reductants Proprietary Limited	Treasury facility			(5)
Forzando Coal Mines Proprietary Limited (2020: 74%)
Ithemba Farm Proprietary Limited
Mmakau Coal Proprietary Limited (2020: 49%)
Newcastle Coal Mines Proprietary Limited
The Vryheid (Natal) Railway Coal and Iron Company Proprietary Limited	Treasury facility	44	30
Exxaro Employee Share Ownership Trust	Current indebtedness	1
Jeka Mphamvu Proprietary Limited
Tsitsikamma RF Proprietary Limited
Total indirect investment in subsidiaries		4 435	4 553	(5)	(6 989)
Total investment in subsidiaries		11 183	13 217	(9 746)	(16 071)

¹	At 100% holding except where otherwise indicated.
²	D – Deregistered, N – Formation of new entity, S – Sold.
³	Country of incorporation: RSA – Republic of South Africa, AUS – Australia, NE – Netherlands, SW – Switzerland.
⁴	M – Mining, B – Property, C – Service, E – Not for profit company, F – Farming, H – Holdings, I – Insurance, A – Manufacturing, P – Exploration, S – Structured entity, W – Water, MIC – Mines in closure, R – Renewable Energy.

CHAPTER 17: Subsidiaries

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CHAPTER 17:
Subsidiaries