Document V3Z9Z3Ek3EnjwnywgObJ4M2vj

FILE NAME Cape Asbestos CAPE DATE 1966 DOC CAPE106 DOCUMENT DESCRIPTION Annual Report and Accounts Charter Consolidated Ltd. Legal - Tibbs Case Exhibit 4 Charter Consolidated Limited Annual Report and Accounts 1966 ELCTRMALY FILED - 2023 Oct 18 10:31 AM - RIC-HLAND COMON PLEAS - CASE#203P41759 CHARTER CONSOLIDATED LIMITED Incorporated in England ELCTRONIAY FILED - 2023 Oct 18 10:31 Annual Report and Accounts AM - RICHLAND for the Year ended 31st March 1966 - COMON PLEAS - 203CP41759 Offices UNITED KINGDOM 40 Holborn Viaduct London EC1 Registered 7 Rolls Buildings Fetter Lane London EC4 REPUBLIC OF SOUTH AFRICA 44 Main Street Johannesburg RHODESIA 70 Jameson Avenue Central Salisbury C4 ELCTROMBPALY FILED - 2023 Oct 18 10:31 AM - RICH- LAND COMON PLEAS - CASE#203P41759 CHARTER CONSOLIDATED LIMITED ELCTRONIAY FILED - 2023 Oct 18 10:31 AM - RICHLAND Contents - Directorate Administration COMON PLEAS Background to the Company PLEAS Notice of Annual General Meeting - Salient Features from the Consolidated Accounts Report of the Directors Report of the Auditors Consolidated Profit and Loss Account Consolidated Balance Sheet 11 16 203CP41759 18 Balance Sheet 20 Notes on the Accounts 21 Review of Interests and Activities Group Subsidiary Companies Principal Interests of the Group Geographical Analysis Directorate Chairman P. V. Emrys Deputy Chairmen S. D. H. Pollen MBE TD The Hon H. V. Smith W. Wilson Managing Director Directors Sir Keith Acutt KBE A. Chester Beatty Comte T. de Feuilhade de Chauvin J. E. H. Collins MBE DSC Sir Frederick Crawford GCMG OBE C. W. Engelhard H. St. L. Grenfell OBE MC J. O. Hambro MC H. F. Oppenheimer P. J. Oppenheimer Evelyn R. A. de Rothschild T. P. Stratten T. Muir Warden OBE * Executive Committee of the Board of Directors Alternate Directors O. B. Bennett CBE G. W. Flint H. Fraser R. St. L. Granville Sir Jim S. Holland Bt TD N. K. Kinkead The HonJ. Christopher Loder R. H. MacWilliam B. W. Pain Local Committee in the Republic of South Africa F. S. Berning H. C. Ballingall G. C. Fletcher MC J. V. Harris Local Committee in Rhodesia T. C. A. Birley I. M. Cowan Sir Henry M. McDowell KBE C. C. W. Parke ELCTRONICALY ELECTRONICAL Y ELCTRONICALY FILED - 2023 Oct 18 10:31 AM - RICH- LAND COMON PLEAS - 203CP41759 ELECTRONICAL Y Administration ELCTRONIAY Industrial Consultant O. B. Bennett CBE Managers FINANCE AND INVESTMENT FILED R. St. L. Granville - 2023 Sir Jim S. Holland Bt TD The Hon J. Christopher Loder B. W. Pain Oct 18 INDUSTRIAL AND METAL SALES G. W. Flint 10:31 H. R. Fraser AM - PROSPECTING AND MINING N. K. Kinkead RICHLAND Secretary R. V. Pritchard - Deputy Secretary COMON J. E. Dexter MM Chief Accountant PLEAS D. C. Kempson Local Secretaries - REPUBLIC OF SOUTH AFRICA T. Goldfinch RHODESIA Anglo American Corporation of South Africa Limited 203CP41759 Registrars LONDON AND JOHANNESBURG Consolidated Share Registrars Limited 7 Rolls Buildings Fetter Lane London EC4 76 Main Street Johannesburg SALISBURY Anglo American Corporation of South Africa Limited 70 Jameson Avenue Central C4 Auditors Cooper Brothers & Co. Deloitte Plender Griffiths & Co. Bankers Barclays Bank D.C.O. National Provincial Bank Limited Westminster Bank Limited gga ot pie femSphoiee ek ot 2 WERE. tl CHARTER CONSOLIDATED LIMITED ELCTRONIAY Background to the Company FILED - 2023 Oct 18 CHARTER CONSOLIDATED became a public company on 31st March 1965 following the merger between The British South Africa Company The Central 10:31 Mining & Investment Corporation Limited and The Consolidated Mines Selection AM Company Limited - Before the merger all three participating companies were engaged in similar business - RICHLAND predominantly mining and mining finance were associated through holdings of shares directors common to all three boards and interests in many of the same com- panies - Each of the three companies was well established and successful and could have continued to operate separately Modern conditions however particularly those prevailing in the fields of prospecting and mining call for financial technical and managerial COMON resources on a large scale and it was considered that a single company combining the PLEAS assets of the three companies would be more favourably placed to attract and undertake new business on a world basis - The British South Africa Company was incorporated by Royal Charter in 1889 and administered the areas of Central Africa which have now become Zambia and Rhodesia In addition to this special role it pioneered the development of agriculture forestry and local industries When in 1923 it was relieved of its responsibility for governing 203CP41759 the two territories it concentrated on economic enterprise and made an important contribution both to the development of the Zambian copper mines and to the South African mining industry as well as to the economic development of Rhodesia The Central Mining & Investment Corporation was founded in 1905 as a mining finance house concerned mainly with the development of the South African gold mining industry The corporation largely pioneered the development of deep level mining techniques on the Central Rand In addition it acquired interests in platinum coal asbestos ferrochrome copper and oil besides a number of industrial interests in the United Kingdom The Consolidated Mines Selection Company was formed in 1897. From its inception the company operated as an exploration company seeking mining investment opportunities throughout the world Its primary interests centred on the East Rand and when Anglo American Corporation of South Africa Limited was formed in 1917 the two companies became closely linked In 1921 Consolidated Mines Selection exchanged its South African assets for a large shareholding in Anglo American Corporation and entered into a reciprocal agreement with it to participate in any new business Part of a modern gold recovery plant in South Africa Charter Consolidated has a substantial investment in the South African gold mining industry CHARTER CONSOLIDATED LIMITED Notice of Annual General Meeting NOTICE IS HEREBY GIVEN that the first annual general meeting of members of Charter Consolidated Limited will be held at The Chartered Insurance Institute 20 Aldermanbury London EC2 on Thursday 30th June 1966 at 12 noon for the following purposes 1 To consider the balance sheets and consolidated profit and loss account for the year ended 31st March 1966 and the reports of the directors and auditors 2 To elect directors 3 To fix the remuneration of the auditors The transfer books and registers of members in London Johannesburg and Salisbury will be closed from 27th to 30th June 1966 both days inclusive A member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and on a poll vote instead of him The proxy need not be a member of the Company Holders of share warrants to bearer who desire to attend in person or by proxy or to vote at any general meeting of the Company must comply with the conditions governing share warrants to bearer BY ORDER OF Board R. V. PRITCHARD Secretary 40 Holborn Viaduct London EC1 7TH JUNE 1966 -- ELCTRONICANLeYl ELCTRONICALY FILED - 2023 Oct 18 10:31 AM - RIC-HLAND COMON PLEAS - 203CP41759 ELECTRONICAL Y CHARTER CONSOLIDATED LIMITED ELCTRONIAY FILED - 2023 Salient Features from the Consolidated Accounts Oct 18 Issued capital of Charter Consolidated Limited 10:31 31st March 1966 AM - 24,431,000 Capital reserves RICHLAND 32,442,000 - Revenue reserves Investments and unquoted at book value at Stock Exchange and directors valuation 51,406,000 COMON 92,326,000 PLEAS - 155,688,000 Net current assets Net profit for the year after taxation Dividends gross per share 15,163,000 203CP41759 7,779,000 ls 8d Including special distribution of 4d gross per share relating to the month period prior to the merger on 31st March 1965 The detailed accounts will be found on pages 17 to 23 of this report PELOSTA QB NN ATW GANA - E200 SO St LEO WY + S z agvqHole CHARTER CONSOLIDATED LIMITED ELCTRONIAY FILED FILED Report of the Directors - 2023 Oct 18 10:31 AM The directors have pleasure in submitting their first annual report together - with the audited accounts for the year ended 31st March 1966 RICHLAND Share Capital The authorised capital of the Company is 30,000,000 The issued - capital stands at 24,431,168 10s Od following the issue on COM ON 31st March 1965 of 97,724,674 fully paid shares of 5s each to members of The British South Africa Company The Central Mining & Investment Corporation Limited and The Consolidated Mines Selection Company PLEAS Limited in exchange for the entire issued capital of each of the three companies PLEAS - Of the unissued shares 108,192 are held against the conversion right of holders of the Consolidated Mines Selection 6 per cent convertible debenture stock leaving a balance of 22,167,134 shares in reserve 203CP41759 Share Warrants to Bearer Outstanding share warrants to bearer of The British South Africa Company and of The Central Mining & Investment Corporation may be exchanged up to 31st March 1967 for share warrants to bearer of Charter Consolidated on the basis provided for in the merger scheme Thereafter such warrants can be exchanged only for registered shares in Charter Consolidated At 23rd May 1966 198,987 shares in Charter Consolidated remained to be exchanged 6 per cent Convertible Debenture Stock 1974/77 of The Consolidated Mines Selection Company Limited At the time of the merger holders of 2,904,593 of the Consolidated Mines Selection 6 per cent convertible debenture stock representing 96.8 per cent of the original debenture issue of 3,000,000 had exercised their conversion rights The metallurgical plant at Hudson Bay Mining and Smelting Co.'s copper and zine mine at Flin Flon Manitoba Canada Charter Consolidated has an important investment in the company 11 During the month of July 1966 the last conversion period holders of the remaining debenture stock amounting to 407 have the right to EL CTRO convert their holdings into shares of Charter Consolidated at the rate of 113.4 shares for each 100 of stock Holders of the remaining debenture stock are reminded that as more than 85 per cent of the original issue of stock has been converted it is FILED the present intention subject to the approval of the trustees of the stock to exercise on the expiry of the final conversion period in July 1966 - 2023 the rights conferred by the conditions of issue of the stock to convert the whole of the stock then outstanding at the rate of 113.4 shares for each 100 of stock or to redeem it at par whichever is the more beneficial to Oct stockholders In the event of the right to convert being exercised the Charter 18 10:31 Consolidated shares arising from such conversions will be sold by the trustees and the net proceeds of sale distributed to stockholders Consolidated Profit and Loss Account AM - In view of the introduction of the corporation tax system and the RICHLAND limitation of double tax relief dividend income from overseas companies has been taken into the accounts at the declared rate after deduction of overseas corporate taxes Prior to the merger - certain subsidiaries took into their accounts the gross amount of dividends COM ON before deduction of overseas taxes and adjusted the taxation charges accordingly This latter practice was followed in calculating the Group profit before taxation for the year ended 30th September 1965 as PLEAS shown in the yearly report issued last November The yearly figures are therefore not directly comparable with those shown for the Group profit before taxation for the year to 31st March 1966 given in the - accounts This change in accounting practice does not affect CASE the amount of the Group profit after taxation The Group profit before taxation for the year E ended 31st March 1966 was 2023CP40 1759 10,435,000 Taxation amounted to 2,656,000 203CP401759 Leaving a Group profit after taxation of 7,779,000 203CP401759 Out of which there has been appropriated First dividend of 10d per share less income tax paid on 14th December 1965 Second dividend of 10d per share less income tax paid on 29th March 1966 Transfer to investment and exploration reserve 2,392,000 2,392,000 2,000,000 6,784,000 Leaving an amount retained by the Group for the year of 995,000 Dividends paid during the year totalled 1s 8d per share The dividend of 10d per share paid on 14th December 1965 should as stated in 12 -*% ELECTRONICAL Y the yearly report be regarded as a combined distribution of 4d per share ELCTRONIAY in respect of the earnings of the three merging companies for the month period 1st January to 31st March 1965 and an interim dividend of 6d per share for the accounting year 1st April 1965 to 31st March 1966 A second dividend of 10d per share was paid on 29th March 1966 and FILED no further dividend is now recommended in respect of the year ended 31st March 1966 - Reserves 2023 Movements on reserves during the year are shown on page 22 in note 7 on Oct the accounts 18 There was some difference in the practice followed by the constituent 10:31 companies in the treatment of their reserves and of depreciation of investments prior to the merger In future it is intended that AM provision for necessary depreciation of investments and for - expenditure on prospecting and exploration should be made from the RICHLAND investment and exploration reserve This reserve has been formed out of the balances brought forward on this account at the time of the merger together with an amount of 7,500,000 which has been - transferred to it from past revenue reserves of the Group An additional amount of 2,000,000 has been appropriated to this reserve out COM ON of the current year's profit The balance of the revenue reserves and unappropriated profit appears in the consolidated balance sheet under the heading Retained earnings The following amounts have been written off and charged to the PLEAS investment and exploration reserve this year - Shares in Anglo American Corporation Rhodesia Limited 1,544,000 203CP41759 Expenditure on exploration 346,000 1,890,000 Shortly after the merger the principal interests of the Group in Rhodesia were amalgamated with the Rhodesian interests of certain 203CP401759 companies of the Anglo American Corporation group as a result of which the Group obtained shares in Anglo American Corporation Rhodesia Limited valued on the basis of the underlying net assets at 5,700,000 which is now the only significant investment in Rhodesia held by the Group This holding has now been written down by 1,544,000 to 4,156,000 In addition certain Zambian loans were written down by 625,000 at the commencement of the year to accord with the amounts at which they were valued for the purposes of the merger The Group's Structure Principal Interests and Activities The activities of the Group are reviewed as part of this report on pages 24 to 31 and a list of the principal subsidiary companies in the Group appears on pages 32 and 33 13 The principal interests of the Group with a geographical analysis of assets and investment income are shown on pages 34 and 35 Board of Directors Sir Keith Acutt KBE Mr A. Chester Beatty Comte T. de Feuilhade de Chauvin and Mr J. E. H. Collins MBE DSC retire in accordance with the provisions of article 99 1 of the articles of association and offer themselves for election Auditors Messrs Cooper Brothers & Co. and Messrs Deloitte Plender Griffiths & Co. are willing to continue in office as joint auditors to the Company ELECTRONICALY ELCTRONICALY~ FILED - 2023 Oct 18 10:31 AM - RICHLAND BY ORDER OF THE BOARD R. V. PRITCHARD Secretary - COMON 31st MAY 1966 PLEAS - 203CP41759 14 CHARTER CONSOLIDATED LIMITED ELCTROFILED Report of the Auditors to the members FILED - 2023 Oct 18 The balance sheet of the company set out on page 20 is in agreement with the 10:31 books which in our opinion have been properly kept We obtained the information AM and explanations we required In our opinion the balance sheet complies with - RICHLAND the Companies Act 1948 and gives a true and fair view of the state of affairs of the company - The consolidated accounts set out on pages 17 to 19 incorporate figures in respect COM ON of certain subsidiary companies which have not been audited by us In our opinion based upon our examination and the reports of other auditors the consolidated accounts together with the information given in the notes on pages 21 PLEAS - to 23 comply with the Companies Act 1948 and give a true and fair view of CASE the state of affairs and the profit of the group 2023CP40 1759 203CP401759 203CP401759 COOPER BROTHERS & CO DELOITTE PLENDER GRIFFITHS & CO Chartered Accountants LONDON 31st MAY 1966 16 CHARTER CONSOLIDATED LIMITED AND ITS SUBSIDIARY COMPANIES Consolidated Profit and Loss Account for the year ended 31st March 1966 Income from investments note ) Profits less losses on realisation of investments by dealing subsidiaries and underwriting commission Interest received less paid Trading profit and sundry revenue note 2 Deduct Administration expenses Directors emoluments note 3 Debenture stock interest Auditors remuneration parent company 1,575 Consolidated profit before taxation Taxation note 5 Consolidated profit after taxation Appropriated as follows By distribution in dividends First dividend of 10d per share less income tax paid 14th December 1965 Second dividend of 10d per share less income tax paid 29th March 1966 By addition to reserves note 7 Investment and exploration subsidiaries Retained earnings Increase in company's retained earnings Decrease in subsidiaries retained earnings 1,091,000 111,000 49,000 14,000 4,855,000 3,860,000 2,392,000 2,392,000 2,000,000 995,000 ELECTRONICAL Y ELECTRONICALY ELCTRONIAY FILED - 2023 Oct 18 10:31 8.717,00 8.717,00 ' 1.200,00 RICHLAND 518,00 RICHLAND 11.700,000 COMON PLEAS 1,265,000D 1,265,001D,265,00D - 10.435,000 10.435,00 10.435,00 10.435,00 10.435,010.435,00 0 2.26.6556,60,0000 2.656,0 0 2.656,00 2.656,00 2.656,0 0 2.656,0 0 7,779,00 7,79,0 7,79,0 7,779,00 7,779,00 203CP41759 ; 4,784,000 2,995,000 7,779,000 For notes on the accounts see pages 21 to 23 17 CHARTER CONSOLIDATED LIMITED AND ITS SUBSIDIARY COMPANIES Consolidated Balance Sheet 31st March 1966 Capital Authorised 120,000,000 shares of 5s each Issued 97,724,674 shares of 5s each fully paid Capital reserves 31st March 1966 E E 30,000,000 1st April 196 250,000,000 250,000,000 24,431,168 24,431,168 24,431,000 PO dbs b don ee ELECTRO ELECTRO ELECTRO ELECTRO ELECTRO ELECTRO CALLY CALLY CALLY CALLY THD FILED t FILED 2023 2023 hOdct Ke 18 10:31 10:31 Share premium account Other note 7 Revenue reserves note 7 Investment and exploration reserve Retained earnings TOTAL CAPITAL AND RESERVES 11,926,000 20,516,000 32,442,000 9.984,000 41,422,000 51,406,000 108,279,000 Pht 1,058,000 1,058,000 OTT bite 10,551,000 AM RICHLAND RICHLAND ) RICHLAND RICHLAND RICHLAND COMMON COMMON a COMMON Ws COMMON PLEAS PLEAS PLEAS Interest of minority shareholders in subsidiary companies Debenture stocks note 8 145,000 1,095,000 CASE CASE CASE Ke 2023CP40 1759 2023CP4001759 2023CP4001759 . 2023CP4001759 H 2023CP40 1759 2023CP40 1759 2023CP401759 203CP401759 2023CP4001759 2023CP4001759 P. V. EMRYS W. D. WILSON | Directors | D. KEMPSON = Chief Accountant 1/09,519,000 105,937,000 105,937,000 18 For notes on the accoun Fixed assets note 9 Investments at cost less amounts written off Quoted on Stock Exchanges In Great Britain Outside Great Britain Unquoted Stock Exchange value of quoted securities note 10 Directors valuation of unquoted securities E 125,588,000 30.100,000 155,688,000 Current assets Stock in trade and work in progress note 11 ) Debtors United Kingdom tax repayable British Government securities Stock Exchange value 4,831,000 1965 3,917,000 Short term loans and deposits Bank and cash balances Current liabilities Pension fund trustees secured Unclaimed dividends Bank overdrafts Creditors Taxation including United Kingdom corporation tax due 1st January 1967 341,000 NET CURRENT ASSETS 31st March 1966 E E 2.030,000 46.307,000 23,391,000 69,698,000 22,628.000 92,326,000 1,376,000 2,477,000 2.296,000 4,776,000 9,620,000 359,000 20,904,000 246,000 326,000 213,000 2,485,000 2,471,000 5,741,000 15,163,000 109,519,000 ELCTRONIAY FILED 1st April 1965 note k - 1,274,00 2023 Oct 18 51,022,000 51,022,000 20,603,000 71.625,000 22,611,000 117,460,000 27.746,000 145.206,000 10:31 AM - RICHLAND RICHLAND 94,236,094,0236,0 - COMON PLEAS 1,060,000 - 2.491,000 2.491,000 865,000 203CP41759 3,908,0003,908,000 29,906,000 724,000 724,000 38.954.000 38.954.000 203CP401759 114,000 199,000 90,000 17,825,000 28,527,000 10,427,000 10,427,000 105.937.000 see pages 21 to 23 CHARTER CONSOLIDATED LIMITED Balance Sheet 31st March 1966 Subsidiary companies Shares at cost Add Amounts due from subsidiaries Less Amounts due to subsidiaries Current assets Debtors United Kingdom tax repayable Short term loans Bank balances 24,131,000 24,131,000 5.070,000 29,501,000 672,000 28,829,000 10,000 23,000 550.000 5,000 588.000 29.417,000 Capital Authorised 120,000,000 shares of 5s each Issued 97,724,674 shares of 5s each fully paid Revenue reserve note 7 Retained earnings TOTAL CAPITAL AND RESERVE Current liabilities Unclaimed dividends Creditors 30,000,000 24,431,168 24,431,168 24,131,000 4,855,000 29,286,000 129,000 2,000 131,000 29,117,000 29,117,000 P. V. EVANS W. D. WILSON Directors D. KEMPSON = Chief Accountant For notes on the accounts see pages 21 to 23 ELECTRONICAL Y ELCTRONICALY ELECTRONICAL Y ELCTRONICALY FILED - 2023 Oct 18 10:31 AM - RIC-HLAND COMON PLEAS - 203CP41759 CHARTER CONSOLIDATED LIMITED Notes on the Accounts 31st March 1966 | Income from investments Dividends dividends taxation from from overseas investments are included at the gross Zambian companies which have been included amount declared except for after deduction of Zambian 2 2 Trading profit and sundry revenue In order to facilitate administration the financial year of all manufacturing subsidiaries now terminates on 31st January Consequently the trading profit in these accounts includes eleven months results of one manufacturing subsidiary and ten months results of the remainder 3 Directors emoluments Fees Other remuneration including pension premiums Less Fees received from other companies and refunded to the group 4. Depreciation of fixed assets charcgharged ed in these accounts including amount set aside for increased cost of plant replacement 27,000 5 Taxation On profit for the year United Kingdom corporation tax at 40 per cent - income tax - profits tax Less Double taxation relief Overseas taxation Less Adjustments in respect of previous years 66 Comparative figures at 1st April 1965 on the consolidated balance sheet have been compiled from the consolidated balance sheets of The British South Africa Company The Central Mining & Investment Corporation Limited and The Consolidated Mines Selection Company Limited Where the accounting bases were not similar the figures have been suitably adjusted It is not possible to present comparative figures on the consolidated profit and loss account owing to the different bases upon which the profits of the three companies were arrived at prior to the merger ELCTRONIAY FILED - 2023 Oct 18 10:31 AM - RICHLANDRICHLAND 104,0 0104,0 0104,000104,000 111,000 FLEAS 1.058,000 aoe | 6.303.0 3,369,000 2.934.000 356.000 3.290,000 634.000 2.656,000 CHARTER CONSOLIDATED LIMITED Notes on the Accounts March 1966 continued ELCTRO FILED - 7 Movements on reserves during the year Balances at 31st March 1965 of The British South Africa Company The Central Mining & Investment Corporation Limited and The Consolidated Mines Selection Company Limited after adjustments Transfer from retained earnings Amounts written off investments held by dealing subsidiary Surplus arising on consolidation Balances at 1st April 1965 Add Appropriated from profits Amount set aside for increased cost of plant replacement note } Provision for depreciation of British Government securities no longer required Surplus on realisation of shares arising from group transactions in previous years less United Kingdom tax thereon Surplus arising on sale of business interest and profit realised on sales of investments by holding subsidiaries less Kingdom tax thereon United Surplus on liquidation of dealing subsidiaries Sundry adjustments Deduct Expenditure on exploration less United Kingdom taxes recoverable Amount written off investment held by holding subsidiary Balances at 31st March 1966 2023 Other Investment and Oct Capital Reserves Exploration Reserve Retained Earnings Company Group -Group -Group 18 k 10:31 15,898,000 2.852,000 7,500,000 48,051,000 AM - 7,500,000 2,160,000 18.058,000 625,000 9,727,000 RICHLAND 40,551,000 - 27,000 2,000,000 4,855,000 995,000 COMON PLEAS 111,000 - 36,000 2,288,000 124,000 124,000 203CP41759 19,000 20,516,000 11,874,000 346,000 4,855,000 41,422,000 20,516,000 1,544,000 9,984,000 4,855,000 41,422,000 Debenture stocks secured Issued by The Rhodesia Railways Trust Limited 4 per cent first debenture stock 1978/83 4 per cent second debenture stock 1978/83 Issued by The Consolidated Mines Selection Company Limited 6 per cent convertible debenture stock 1974/77 see Report of the Directors page 11 E 500,000 500,000 1,000,000 95,000 1,095,000 ELECTRONICAL Y ELECTRONICALY ELCTRONIAY tf Notes on the Accounts March 1966 continued FILED FILED - 9 Fixed assets Freehold property Long leasehold property Estates buildings and citrus groves in Rhodesia Plant furniture and fittings Cost h h 855,000 541,000 230,000 1,280,000 2,906,000 Quoted investments In the case of South African securities London Stock Exchange prices have been taken where the securities are held in the United Kingdom and Johannesburg Stock Exchange prices where the securities are held in South Africa Stock in trade and work in progress has been valued at the lowest of cost net realisable value and replacement price Commitments outstanding In respect of capital expenditure In respect of subscriptions for shares and loan facilities Contingent liabilities For amounts not called on investments In respect of guarantees In respect of underwriting participations Aggregate Depreciation E 111,000 12,000 230,000 523,000 876,000 Net 2023 Oct 744,000 18 529,00100:31 AM 757,000 2,030,000 RICHLAND RICHLAND - COMMON COMMON COMMON COMMON PLEAS E PLEAS 101,00000 2,946,000 3,047,000CASE a # 2023CP401759 2023CP401759 441,0001 550,000 44,000 2023CP4001759 1,035,0020023CP401759 Assets and liabilities in Commonwealth and Foreign currencies have been converted as follows a Fixed assets and investments at rates ruling on date of acquisition b Stock Exchange value ofinvestments current assets and liabilities at rates ruling on 31st March 1966 including 75 per cent 1965 100 per cent of the investment currency premium where applicable 15 15 Taxation a ( In the event of certain overseas subsidiaries distributing reserves or profits additional liability to United Kingdom taxation would arise b A liability to corporation tax would arise in the event of the realisation of investments Exchange control The transfer ofassets held by the group in the Republic of South Africa and in Rhodesia would be subject to restrictions under the exchange control regulations of those countries 23 CHARTER CONSOLIDATED LIMITED Review of Interests and Activities The Group has had an active and successful first year Its resources investments and links with the mining industry in particular in many parts of the world give it special opportunities to develop new business the search for which started with the merger and has since been vigorously continued In addition to assuming the prospecting interests of the three constituent companies shortly after the completion of the merger new participations were negotiated in prospecting operations in Australia and North America Since then an increasing number of projects have been considered and a satisfactory proportion judged sufficiently encouraging to warrant further examination As a result the Group now has additional participations in prospecting ventures in many parts of the world An important new mining business entered into early on was the arrangement with Tronoh Mines Limited referred to in detail later in this review There were considerable administrative problems involved in the merging of the three companies the solving of which was facilitated by the transfer ofthe staff's of the constituent companies together with the London office staffs of Anglo American Corporation of South Africa Limited and Consolidated Share Registrars Limited to a wholly owned subsidiary Charter Consolidated Services Limited This company has taken over the lease of the Company's registered office at 40 Holborn Viaduct and acquired a long lease of new premises at 7 Rolls Buildings nearby The leases of certain office premises in the City of London have been disposed of on satisfactory terms The creation ofa service company with a staff whose skills and experience range over the whole field of prospecting mining finance and business administration offers many advantages to the Group The service company provides staff and services in London not only for all companies in the Charter Consolidated group but also for the Anglo American Corporation De Beers and Corner House groups and Anmercosa Sales Limited In addition the Company can call on the comprehensive technical services of Anglo American Corporation an arrangement which has already contributed greatly to the examination and evaluation of the many mining and prospecting projects initiated by or brought to the Company since the merger The demand for these services has now led to the setting up of technical services company in the London office The Company has appointed local committees in South Africa and Rhodesia to attend to its affairs in those countries In addition to its arrangement with Anglo American Corporation the Company maintains equally close operation with the Corner House group in which it 24 ELCTRO CALY FILED - 2023 Oct 18 10:31 AM - RICH- LAND COMON PLEAS PLEAS - 203CP41759 has substantial interests Rand Mines Limited which since 1957 has administered ELCTRONIAY the mining and industrial companies of that group assumed with effect from 1st April 1965 responsibility for providing financial and other services in South Africa which had previously been provided by The Central Mining & Investment Corporation Limited Rand Mines was also appointed local secretaries in Johannesburg to Central Mining and its subsidiaries and the Johannesburg staff of Central Mining was transferred to Rand Mines FILED - Finance and Investments A major factor affecting the Group's investments and investment policy has 2023 been the introduction in the 1965 Finance Act of the corporation tax system Oct and the limitation of double tax relief for underlying taxes suffered overseas to 18 trade investments which are defined with some exceptions as shareholdings amounting to not less than 10 per cent of the voting power of the overseas company 10:31 AM Certain rearrangements of our investments have been or are in the process of being made with a view to adapting our investment policy to these new conditions - and to bringing more of our major holdings in overseas companies within the RICHLAND definition of a trade investment as now established and thus to qualify them for double tax relief Unrestricted double tax relief on income from Zambia will continue until April 1968 and relief is still being granted for the time being - on all income from South Africa COM ON With a corporation tax of 40 per cent and a withholding tax of 8s 3d in the the additional amount of taxation liability under the new system when fully implemented based on earnings and the dividend rate of 1s 4d per share as PLEAS for the past year is estimated at 2,000,000 As stated in the yearly report issued last November it is not expected that this annual dividend rate of 1s 4d per share can be maintained this year - Profits on share realisations including underwriting commission amounted in CASE the year under review to 1,200,000 Earnings from this source may fluctuate considerably from year to year depending upon investment policy and market conditions The taxation liability on these earnings was materially reduced as 2023CP40 1759 203CP401759 a result of the substantial tax loss that arose from the exchange of Rhodesian assets at their written down value for shares in Anglo American Corporation 203CP401759 Rhodesia Limited For reasons connected with the termination of The British South Africa Company's business in Zambia large cash balances were held over a period of time which resulted in the amount of interest received during the past year being exceptionally high at 1,265,000 As a result of the provisions covering the transitional period when moving over from the old tax system to the new one some dividends received from United Kingdom companies in 1965/66 were greater than would normally have been expected and the corresponding payments next year may consequently show some reduction The principal interests of the Group and the general investment pattern as at the end of the year are shown on pages 34 and 35 together with the geographical distribution in terms both of asset value and of investment income Approximately 50 per cent by value of the investments were in South and Central Africa 25 ELECTRO nearly 25 per cent in North America and the balance in the United Kingdom and elsewhere EL CTRO The largest single category of investments is mining finance where shareholdings amounted to 63,881,000 in value which includes substantial holdings in Anglo American Corporation and Rand Mines with which groups the close FILED association is of very long standing In addition there are substantial holdings in this category in Johannesburg Consolidated Investment Company Limited - Rand Selection Corporation Limited The Rio Tinto Corporation Limited Selection Trust Limited and Union Corporation Limited The holdings in 2023 Anglo American Investment Trust Limited and De Beers Consolidated Mines Oct Limited in the diamond category and in Zambian Anglo American Limited 18 in the copper section can also be looked upon to some extent as holdings in mining finance In the case of Rio Tinto the interest is mainly held through 10:31 a loan stock with accompanying options to subscribe for shares and notice has AM been given to that company of our intention to change from the loan stock - into the equity Anglo American Corporation De Beers Johannesburg Con- RICHLAND solidated Zambian Anglo American Union Corporation Selection Trust and Rand Selection all declared increases in their rates of dividend this year although - special taxation circumstances referred to above were a factor in the case of Selection Trust COM ON These holdings provide a very wide spread over the mining industry in particular and other activities in Southern Africa as well as some interests elsewhere They PLEAS also have an inherent strength in that mining finance companies normally pro- vide for the amortisation of their mining holdings and also to a certain extent - for the financing of new ventures out of retained earnings Furthermore the market values of the shares usually show a substantial discount on the net value of the assets held in addition to which in many cases there are additional sources of 203CP41759 revenue such as from the provision of technical reflected by specific assets in the balance sheet services etc. which are not Apart from what might be called in a broad sense its trade investments the Group has substantial interests ofa normal portfolio nature In the analysis on 203CP401759 pages 34 and 35 these are mainly included under the general headings Industrial Commercial etc. and Oil Of the amount shown of 50,000,000 some 30,000,000 is in respect of investments falling broadly into an investment trust portfolio classification of which amount 50 per cent are North American securities These investments are spread widely and thus contribute a useful diversification and with their good marketability they also can be regarded as constituting something of a financial reserve from which funds could be drawn if required for new business Participations in the underwriting of numerous issues were taken during the year and the Group in its capacity as bankers in London to associated companies continued to take monies on deposit and to provide finance for those companies in certain instances 26 Reports on new investments and other developments follow under separate ELCTRONIAY geographical headings Africa South Africa FILED The Group is following up its interest in Highveld Steel and Vanadium Cor- poration Limited and should eventually hold 5 per cent of the issued capital This - 2023 company which is a member of the Anglo American Corporation group will on completion of the present plant construction programme have a potential annual output of 415,000 short tons of universal and other profiles and semi- Oct finished steel products In addition it will produce 23 million lb. of vanadium 18 pentoxide when operating at rated capacity 10:31 West Africa AM - A broad survey has been made of the opportunities for mining development in both the Commonwealth and the French speaking countries of West Africa In RICHLAND Nigeria the Company is participating in a preliminary study_for study_for the possible exploitation of substantial tin reserves beneath the basalt flow areas of the Jos Plateau These deposits have so far been regarded as uneconomic because of - the problems of mining in unconsolidated ground COM ON In the same area the Company's geologists are working with the French Bureau de Recherches G^'ologiques et Mini^res B.R.G.M. in the examination of a PLEAS molybdenite bearing locality Our geologists are also operating with B.R.G.M. in a similar exploration programme in the neighbouring state of Niger To - facilitate these operations the Company has formed a wholly owned subsidiary Charter Mining Investments | Nigeria Limited Zambia 203CP41759 The Group has a significant interest in the Kalengwa copper deposit in the Western Province of Zambia Proposals are now being finalised for the exploitation of this small but very high grade deposit by the Roan Selection Trust group at a cost of about 1,500,000 Prospecting to date has outlined reserves of about 600,000 short tons of ore with a grade of 16 per cent copper Mining will be by open methods and it is envisaged that yearly production will be in the region of 100,000 short tons for six years giving an annual output of 12,800 long tons of copper Australia A significant proportion of the Group's recent prospecting participations is in Australia A wholly owned subsidiary Charter Mining Investments Australia Pty Limited was formed to facilitate operations in association with other interests in six major projects in Australia and is working in close operation with the Melbourne office of the Anglo American Corporation group 27 27 i | i i ue eye opeerre Seren renrnrareereestrn TTT crt?TLETEYTOYY BE IFO NOs watt Cae : ah sal crarag ELECTRONICALLY In Western Australia the Company is participating with Western Mining ELCTRONIAY Corporation Limited Kalgoorlie Southern Gold Mines N.L. and Newmont Proprietary Limited in a drilling programme to explore the possibility of a deep repetition of the gold bearing lodes of the Golden Mile southwards along the strike of the Kalgoorlie syncline In addition to the search for gold the Company is exploring for base metals jointly with Australian and American interests FILED over some 5,600 square miles in the Fraser Range in Western Australia A further programme is in progress in association with the Freeport Sulphur - 2023 group and the Northfield group of Canada in western Australia between Port Hedland and Carnarvon The Company is also participating again with Australian and American interests Oct in an investigation to attempt the location of gold bearing lodes in the Ballarat 18 10:31 and Bendigo districts of the state of Victoria Of interest also is the Company's participation in a syndicate which includes Anglo American Corporation and Australian and American interests formed to AM - investigate shore areas to the north of Tasmania for tin and phosphates RICHLAND Europe France - An arrangement has been entered into between the Anglo American Corporation COM ON group and Banque de Paris et des Pays under which two jointly owned investment holding companies have been formed The Anglo American Corporation group has contributed a portfolio of quoted South African securities with a PLEAS market value of 5,000,000 and the Banque de Paris has contributed a portfolio of quoted French securities of equivalent value - This close association is designed to help to promote trade investment and the exchange of technical knowledge between South African and French industry The Charter Consolidated group has acquired a 12 per cent interest in these arrangements which is held through the medium of a South African company 203CP41759 Euranglo Pty Limited During the year the Company also acquired a shareholding in Soci^'t^'Mini^reet M^'tallurgique de Penarroya a French registered company whose main sphere of operation is in the mining and treatment of minerals in several countries of continental Europe and elsewhere United Kingdom The Group has a number of investments in manufacturing industry in the United Kingdom and has subsidiary companies concerned with the manufacture of electric lifts rail fastenings domestic and industrial heating and process equip- ment and components and assemblies for the electronics industries These subsidiary companies are competing successfully in home and overseas markets A substantial interest has been acquired in Werff Bros Limited a company which operates a chain of retail dress shops in the United Kingdom The administration of that company is controlled by Edgars Stores Limited a highly successful Electrolytic copper wirebars being loaded for export at Rhokana Copper Refineries at Nkana in Zambia Charter Consolidated has a large investment in the copper mining 29 company engaged in the clothing trade in South Africa through some 260 branches Charter Consolidated has agreed additionally to provide loans to Werff Bros for further development of the business The Company has taken an important interest in Anmercosa Sales Limited which was formed in September 1965 to undertake the selling of metals on behalf of companies of the Anglo American Corporation group Anmercosa Sales took over from British Metal Corporation B.M.C. on 1st January 1966 the sales of copper and cobalt produced by the Zambian copper companies of the Anglo American Corporation group but the long association between B.M.C. and the Anglo American Corporation group will be continued in that B.M.C. has been retained as consultants to Anmercosa Sales and will act as its agents in certain territories Anmercosa Sales will take over the marketing of lead zinc and cadmium for The Zambia Broken Hill Development Company Limited from 1st July 1966 and will also take up an appointment as European agents for the sale of zinc and cadmium produced by Hudson Bay Mining and Smelting Co. Limited as from the beginning of 1967 The company has been handling the sale of vanadium pentoxide for Transvaal Vanadium Company Pty Limited in certain territories since its inception and will be appointed agents for the sale of all the vanadium production of the parent company Highveld Steel and Vanadium Corporation in these territories from 1st July 1966 Whilst it will be largely engaged in the selling arrangements of Anglo American Corporation group companies its activities are not confined to this field and it is ready to accept agency appointments from group companies Malaysia In accordance with the agreement concluded with Tronoh Mines and certain of its associate companies in November 1965 the Company on 7th April 1966 exercised its option to subscribe for 1,714,285 shares of 5s each in Tronoh at a price of 17s 6d per share It also notified its decision to exercise the option contingent upon the exercise of the Tronoh share option to acquire 49 per cent of the share capital of Bidor Malaya Tin Limited which company has acquired the assets of Sungei Bidor Tin Dredging Company Limited and will undertake the exploitation of the Sungei Bidor composite mining area being established by Tronoh in the state of Perak The cost of this acquisition to Charter Consolidated will amount to 49 per cent of the cost to Tronoh of establishing the area together with a premium of 300,000 As a result of the exercise of these options the loan facilities of up to 2,000,000 made available to Tronoh by Charter Consolidated up to 31st December 1969 will be withdrawn Your Company has also purchased for a total consideration of 228,583 49 per cent of the issued share capital of Associated Mines Malaya Limited which provides technical and administrative services to Tronoh and its associate companies in Malaya 30 ELECTROM ELCTROM FILED - 2023 Oct 18 10:31 AM - RIC-HLAND COMON PLEAS PLEAS - 203CP41759 ELECTRONICAL Y Mr W. D. Wilson deputy chairman and managing director of Charter Consoli- ELCTRONIAY dated and Mr N. K. Kinkead manager of the Company's prospecting and mining division have been appointed to the board of Tronoh and Mr Kinkead and Mr H. H. Taylor manager of Anglo American Corpor- ation's Australian office have been appointed to the board of Associated Mines In addition Charter Consolidated has been appointed consulting engineers to FILED Associated Mines for a period of five years FILED Although the average price of tin fell during 1965 from the high level of the - previous year and notwithstanding the considerable stockpile releases proposed 2023 Oct by the United States General Services Administration during the current year the present firmness in price is expected to continue 18 The production of Tronoh itself should increase from 1967 following the present reorganisation and redeployment of dredges to virgin areas and in particular 10:31 AM the exploitation of the Ayer Kuning section At Sungei Bidor the existing dredge has been operating satisfactorily throughout the year and a further dredge has - been purchased and is in course of being dismantled for transfer to the composite RICHLAND mining area In October 1965 an agreement was concluded between Associated Mines acting on behalf of Tronoh and Sharikat Permodalan dan Perusahaan Perak Berhad Limited in respect of a large Malay Reserve which is at present - under investigation The association between Tronoh and Charter Consolidated should prove of mutual benefit COMON North America The Group is interested in metal exploration and through its investment in PLEAS - Western Decalta Petroleum Limited in prospecting for oil Participations in various prospecting ventures are held through Interlink Investments Limited a wholly owned subsidiary in association with the Anglo American Corporation group's North American companies and Hudson Bay Mining and 203CP41759 Smelting Co. An important interest held by Interlink in Canada in association with Hudson Bay Mining and other important Canadian companies is in an iron ore deposit in Baffin Island This project will be more readily assessed when the feasibility report on marketing and shipping at present being finalised becomes available The main problem is that access by shipping is possible only during the three months of the year in which the Baffin Island coast is free of icc ELECTRON CHARTER CONSOLIDATED LIMITED ELCTRONFILED FILED - 2023 Group Subsidiary Companies Oct 18 10:31 AM At 31st March 1966 the principal subsidiary companies of Charter Consolidated all of which were wholly owned except where otherwise stated were as shown below - United Kingdom RIC-HLAND TYPE OF COMPANY COM ON The British South Africa Company The British South Africa Company Holdings Limited Overseas trading Investment holding PLEAS The Central Mining & Investment Corporation Limited PLEAS Financial and Mining Holdings Limited - The Rhodesia Railways Trust Limited Wall Trust Limited 203CP41759 The British South Africa Company Investments Limited Cecil Investments Limited Central Mining Finance Limited The Consolidated Mines Investments Limited " The Consolidated Mines Selection Company Limited " " Centramic U.K. Limited Industrial holding A. & P. Electramic Limited Manufacturing Elastic Rail Spike Company Limited Heatrae Limited Rathdown Industries Limited A. Moir & Co. Limited Charter Consolidated Services Limited " Service Group Subsidiary Companies continued Australia Charter Mining Investments Australia Pty Limited Canada Centramic Canada Limited Coniaurum Holdings Limited 73.5 Interlink Investments Limited Bermuda Greenpoint Company Limited Katrine Company Limited Pattern Company Limited Republic of South Africa Centramic South Africa Limited The Consolidated Mines Selection Johannesburg Limited Equinox Investments Limited Swaziland Swaziland Collieries Limited 63.1 ELECTRONICAL Y ELCTRONIAY FILED - 2023 Oct 18 10:31 AM - RICHLAND TYPE OF COMPANY - Investment holding COMON Investment holding PLEAS PLEAS " - 203CP41759 Investment holding Investment dealing Investment holding " " Coal mining 33 CHARTER CONSOLIDATED LIMITED Principal Interests of the Group The following list shows the investment pattern of Charter Consolidated and its subsidiaries and identifies their principal interests Per cent Valuation of at 31.3.66 Net Assets Mining FINANCE Anglo American Corporation of South Africa Limited Consolidated Gold Fields Limited Johannesburg Consolidated Investment Company Limited Rand Mines Limited Rand Selection Corporation Limited The Rio Tinto Corporation Limited Selection Trust Limited Transvaal Consolidated Land and Exploration Company Limited Union Corporation Limited k 63,881,000 37.2 37.2 37.2 DIAMONDS Anglo American Investment Trust Limited De Beers Consolidated Mines Limited 5,665,000 3.3 3.3 GOLD Blyvooruitzicht Gold Mining Company Limited Harmony Gold Mining Company Limited Orange Free State Investment Trust Limited Western Deep Levels Limited Western Holdings Limited West Rand Investment Trust Limited 9,691,000 COPPER AND OTHER METALS Baffinland Iron Mines Limited Brakspruit Platinum Pty Limited Hudson Bay Mining and Smelting Co. Limited McIntyre Porcupine Mines Limited Mufulira Copper Mines Limited Nehanga Consolidated Copper Mines Limited Rhokana Corporation Limited Soci^'t^M'ini^reet M^'tallurgiquede Penarroya Tronoh Mines Limited Zambian Anglo American Limited 22,610,000 Carried forward 101,847,000 Per cent of Investment Income 36.7 3.1 75.3 34 ELECTRON ELCTRON FILED - 2023 Oct 18 10:31 AM - RIC-HLAND COMON PLEAS - 203CP41759 ELECTRONICALLY Industrial Commercial etc. Per cent Per cent of Valuation of Investment ELCTRONIAY Broughtforward at 31.3.66 Net Assets L 101,847,000 44,348,000 59.3 25.8 Income 75.3 19.9 FILED Anglo American Corporation Rhodesia Limited The Argus Printing and Publishing Company Limited - Boart and Hard Metal Products S.A. Limited The Cape Asbestos Company Limited 2023 Euranglo Pty Limited Oct Highveld Steel and Vanadium Corporation Limited 18 Hume Limited Pretoria Portland Cement Company Limited 10:31 Soci^'t^I'nternationale Pirelli S.A. AM Werff Bros Limited - Witbank Colliery Limited Oil The British Petroleum Company Limited The Shell Transport and Trading Company Limited Western Decalta Petroleum Limited Long Term Loans Zambian Government -Housing loan Kariba electric scheme Fixed assets less minority interests and debenture stocks Net current assets 6,128,000 6,128,000 RICHLAND 3.6 1.9 - 3,365,000 3,365,000 2.0 2.9 COMON PLEAS 155.688,000 155.688,000 90.7 100.0 - 790,000 0.5 15,163,000 15,163,000 8.8 - For individual amounts see pages 18 and 19 Geographical Analysis SOUTH AFRICA REST OF AFRICA NORTH AMERICA UNITED KINGDOM ELSEWHERE 171,641,000 100.0 100.0 203CP41759 Distribution by Asset Value Distribution by Investment Income Per centy Per cent 38.6 12.9 23.9 18.2 6.4 100.0 12.3 1.3 100.0 Notes | The investment pattern and geographical analysis of assets is based on the Stock Exchange value of quoted investments and the directors valuation of unquoted investments at 31st March 1966 2 The geographical analysis takes into consideration direct interests and where possible major indirect interests in the areas concerned and is therefore only approximate ELECTRON ELCTRON FILED - 2023 Oct 18 10:31 AM - MM les actionnaires sont inform^'squ'ils RICHLAND peuvent se procurer un exemplaire en fran^ais de ce rapport et de l'allocution du Pr^'sident en s'addressant soit au - Secr^'taire COM ON CHARTER CONSOLIDATED LIMITED 40 Holborn Viaduct London ECI soit au PLEAS CREDIT LYONNAIS S.A. 19 Boulevard des Italiens Paris 2c PLEAS - soit chez MESSRS DE ROTHSCHILD FRERES 21 rue Laffitte Paris 9e 203CP41759 BLADES EAST & BLADES LTD 17 ABCHURCH LANE LONDON E.C. ELCTRONIAY FILED - 2023 Oct 18 10:31 AM - RICH- LAND COMON PLEAS - CASE#203P41759 ELCTRON@LY FILED - 2023 Oct 18 10:31 AM - RIC-HLAND COMON PLEAS - CASE#203P41759