Document Xz9XKpEGqMbvKm5Eej78OGjKB

FILE NAME Cape Asbestos CAPE DATE 1969 Mar 31 DOC CAPE111 DOCUMENT DESCRIPTION Charter Consolidated Ltd. - Annual Report and Accounts Legal - Tibbs Case Exhibit 9 TS LOA ATIVONU dala - Ec0d PO 8h 6E-01 WV - GNVI-HOY NOWS 1d SWA - 6SZLO0bdDEcHAV CHARTER Consolidated Charter CHARTER report and accounts CHARTER CHARTER 1969 OFFICES United Kingdom 40 Holborn Viaduct London EC1 registered 7 Rolls Buildings Fetter Lans London E04 Kent House Station Road Ashford Kent South Africa 44 Main Street Johannesburg Canada P.O. Box 28 Toronto Dominion Bank Tower Dominion Centre Toronto 111 Rhodesia 70 Jameson Avenue Central Salisbury 04 Australia 13th Floor 60 Market Street Melbourne France 34 rue du Roch Pare isr 80 REGISTRARS United Kingdom Charter Consolidated Services Limited Kent House Station Road Ashford Kent South Africa Consolidated Share Registrars Limited 62 Marshall Street Johannesburg Rhodesia Anglo American Corporation of South Africa Limited 70 Jameson Avenue Central Salisbury 04 Charter Consolidated Limited ELCTRONIAY INCORPORATED IN ENGLAND Head Office 40 Holborn Viaduct London EC1 FILED - 2023 Oct 18 10:39 AM - RICH- LAND 3 Notice of annual general meeting COM N 4 Directorate and administration Features from the consolidated accounts 3 PLEAS Report of the directors - 10 Four year financial record 11 Report of the auditors 12 Consolidated profit and loss account 203CP41759 13 Consolidated balance sheet 14 Balance sheet 203CP401759 15 Notes on the accounts 23 Chairman's review 30 Analysis of assets and investment income 31 Principal investments of the group 34 Group subsidiary companies Charter Consolidated Limited Charter is a London based international mining and finance company with assets of a current value of approximately 375 million Its main investments are in mining and allied activities including the mining of gold and uranium copper diamonds iron ore platinum tin vanadium wolfram coal and potash and the production of oil and natural gas The company has direct management responsibilities for mining operations both in the United Kingdom and overseas It also has substantial industrial interests chiefly in the United Kingdom Charter seeks new business all over the world in fields to which its technical and financial resources can make a valuable contribution It is carrying out both on its own ELCTRONILY ELECTRONICLY ELECTRONICLY FILED - account and in association with other companies mineral 2023 exploration in many countries Charter has a close association with the Oct Anglo 18 American Corporation group one of the largest mining 10:39 10:39 finance organizations in the world Anglo American 10:39 AM International U.K. Limited which is jointly owned by AM Anglo American Corporation and Charter provides RICHLAND technical services to the Charter group it has access to RICHLAND the entire range of technical skills available within the RICHLAND Anglo American Corporation group - Charter provides financial and administrative services in the United Kingdom for the tion and Corner House groups Anglo American Corpora- COMN PLEAS - 203CP41759203CP401759 Notice of annual general meeting ELCTRONIAY FILED - 2023 NOTICE IS HEREBY GIVEN that the fourth annual general meeting of members of Charter Consolidated Limited will be held at Winchester House 100 Old Broad Street Oct London EC2 on Tuesday 8 July 1969 at 12 noon for the 18 10:39 following purposes - 1 To consider the balance sheets and consolidated profit and loss account for the year ended 31 March 1969 and the AM - reports of the directors and auditors 2 To declare a dividend RICHLAND 3 To elect directors 4 To fix the remuneration of the auditors - The transfer books and registers of members in the COM N United Kingdom Republic of South Africa and Rhodesia will be closed from 5 to 8 July 1969 both days inclusive A member entitled to attend and vote at the meeting PLEAS is entitled to appoint one or more proxies to attend and on a poll to vote instead of him A 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 relevant conditions 203CP41759 governing share warrants to bearer see page 36 BY ORDER OF THE BOARD D. S. BOOTH joint secretary 40 Holborn Viaduct London EC1 12 June 1969 Directorate and administration Chairman The Hon H. V. Smith Deputy chairman and managing director S. Spiro MC Directors Sir Keith Acutt KBE P. H. A. Brownrigg CMG DSO OBE Comte T. de Feuilhade de Chauvin A. Chester Beatty J. E. H. Collins MBE DSC Sir Frederick Crawford GCMG OBE C. W. Engelhard H. R. Fraser H. St. L. Grenfell OBE MC J. O. Hambro MC N. K. Kinkead H. F. Oppenheimer P. J. Oppenheimer B. W. Pain Evelyn R. A. de Rothschild M. W. Rush T. P. Stratten W. Wilson Alternate directors R. J. Armitage P. C. D. Burnell G. W. Flint The Hon R. B. Loder R. H. MacWilliam A. E. Oppenheimer J. G. Richardson L. G. Stopford Sackville ELCTRONIALY FILED - 2023 Managers R. J. Armitage P. C. D. Burnell Oct G. W. Flint 18 The Hon R. B. Loder 10:39 R. V. Pritchard J. G. Richardson L. G. Stopford Sackville AM - Joint secretaries D. S. Booth RICHLAND J. R. Byles Auditors - Cooper Brothers & Co. Deloitte Plender Griffiths & Co. COM N Bankers Barclays Bank D.C.O. Hambros Bank Limited PLEAS National Provincial Bank Limited PLEAS Westminster Bank Limited - Solicitors Coward Chance & Co. Linklaters & Paines 203CP41759203CP401759 directors holding executive appointments This pipeline will carry water for 70 miles from an oasis to the new copper mine being developed at Akjoujt in Mauritania by Soci^'t^M'ini^rede Mauritanie Features from the consolidated accounts Profit after taxation Dividends gross per share Total dividends Investments quoted and unquoted a At book value b At stock exchange or directors valuation Revenue reserves Capital reserves Issued capital 1969 000's 10,120 1968 000's 9,703 1s 4d 1s 4d 6,522 6,522 141,547 383,226 123,723 268,929 63,227 60,779 47,610 44,362 24,458 24,458 ELECTRONICAL Y ELECTRONICALLY ELECTRONICAL Y ELECTRONICAL Y ELECTRONICAL Y ELECTRONICAL Y ELECTRONICAL Y ELECTRONICAL Y ELECTRONICALY ELECTRONICALLY ELECTRONICAL Y FILED FILED FILED FILED 2023 2023 2023 2023 Oct Oct 18 18 10:39 10:39 10:39 AM AM RICHLAND RICHLAND RICHLAND RICHLAND RICHLAND RICHLAND COMMON COMMON COM ON COMMON PLEAS PLEAS PLEAS PLEAS PLEAS CASE CASE CASE 203CP401759 2023CP401759 2023CP40 1759 2023CP4001759 2023CP4001759 2023CP401759 2023CP401759 2023CP401759 The detailed accounts will be found on pages 12 to 20 of this report Report of the directors The directors have pleasure in submitting their fourth annual report together with the audited accounts for the year ended 31 March 1969 Consolidated profit and loss account The consolidated profit before taxation for the year ended 31 March 1969 was Taxation amounted to 000's 12,234 2,114 Leaving a consolidated profit after taxation of Out of which there has been appropriated Interim dividend of 6d per share paid on 13 December 1968 2,446 Recommended final dividend of 10d per share payable on 9 July 1969 4,076 Transfer to investment and exploration reserve 1,250 10,120 -7,772 Leaving an unappropriated profit for the year of 2,348 Dividends The board recommends to members the declaration of a final dividend of 10d per share 1968 same which together with the interim dividend of 6d per share 1968 same paid on 13 December 1968 will cost the company 6,522,000 Reserves Movements on reserves during the year are shown on page 20 in note 14 on the accounts The following amounts have been charged to investment and exploration reserve ELCTRONIAY FILED - Amounts written off unquoted investments Investment in exploration companies and 74,000 2023 exploration expenditure written off 726,000 Oct 800,000 18 10:39 explora- After the transfer of 1,250,000 to investment and 10:39 tion reserve that reserve stands at 10,890,000 AM Fixed assets - The book value of the group's fixed assets increased from RICHLAND 3,015,000 to 3,315,000 during the year Further detailsdetails are shown on page 17 in note 8 on the accounts COMMON Share and loan capital The authorized share capital remains unchanged No. shares or debentures were issued by the company duringCOMMON the year but in terms of the offer made on 21 May 1969 to the ordinary shareholders of The Cape Asbestos Com- PLEAS pany Limited it is proposed to issue up to a maximum of 1,120,089 new shares of 5s each and 7,840,622 of 5 per cent CAS unsecured loan stock 1984 convertible into a maximum CAS of 1,960,156 new shares of 5s each in exchange for the ordinary shares of Cape Asbestos surrendered The purpose of the proposed issue of shares and loan stock d is the acquisition of a controlling interest in Cape ES Asbes- tos with a view to expansion of the industrial activities of both groups Further information is given in the chairman's review on page 25 During the year Charter Consolidated Overseas N.V. a wholly owned subsidiary company raised a loan of 120 million Deutsche marks by the issue of 6 per cent Deutsche mark bearer bonds 1968/83 under the guarantee of the company Further details are given in note 13 on the accounts on page 19 and in the chairman's review on page 23 Directors A list of the current directors of the company is to be found on page 4 and constitutes part of this report Report of the directors Mr H. F. Oppenheimer while remaining a director relinquished the chairmanship on 31 December 1968 and was succeeded as chairman by the Hon H. V. Smith on 1 January 1969. Mr W. D. Wilson who also remains a director vacated his offices as deputy chairman and managing director on 31 December 1968 to take up a senior appointment in the Anglo American Corporation group and Mr S. D. H. Pollen who had reached normal retirement age at the beginning of 1968 resigned as a director and deputy chairman of the company on 31 March 1969 The board wishes to record its appreciation of the contributions to the development of the company made by Mr Wilson and Mr Pollen both of whom had been deputy chairmen since the company's inception The Hon J. Christopher Loder resigned as a director on 30 April 1968. Mr P. H. A. Brownrigg and Mr S. Spiro were appointed directors with effect from 1 January 1969 and 1 April 1969 respectively Mr S. Spiro was appointed deputy chairman and managing director from 1 April 1969 Mr O. B. Bennett resigned as a director from 20 May 1969 and Mr H. R. Fraser was appointed to the board on 3 June 1969 In accordance with the provisions of article 103 of the company's articles of association Mr Brownrigg Mr Spiro and Mr Fraser hold office only until the forthcoming annual general meeting but they offer themselves for reappointment Mr H. St. L. Grenfell Mr H. F. Oppenheimer Mr P. J. Oppenheimer Mr W. D. Wilson Mr J. E. H. Collins and Mr M. W. Rush retire by rotation in accordance with the provisions of article 99 of the articles of association and offer themselves for reappointment There were during the year no contracts with the company in which any director has an interest as defined 8 ELCTRONIALY FILED 2023 in thethethe Companies Companies CompaniesCompaniesCompaniesCompaniesCompanies Companies Companies Act Act Act 1967196719671967 nor nornor areare are theretherethere therethere anyany any 2023 arrange-arrange-arrange- arrange-arrange-arrange- arrange- 2023 object is tto o ments to which the company is a party whose object is enable directors to benefit from the acquisition of shares 18 or debentures in any company 10:39 Principal activities and interests AM- The company's principal activities which are unchanged from last year are finance and investment particularly in mining and mineral exploration and also include interests in a number of industrial companies Details are given in the chairman's review on pages 23 to 29. An analysis of assets and investment income geographical and by category is on page 30 and lists of principa~ investments and subsidiary companies are on pages AMON to 35 PLEAS PLEAS PLEAS PLEAS Political and charitable contributions Neither the company nor its subsidiaries made contribution for political purposes during the year CASE any CASE The company and its subsidiaries made charitable contributions during the year totalling 35,767 2023CP401759 2023CP4001759 Other information 203CP401759 The information on directors interests turnover 2023CP4001759 exports and the number and remuneration of employees shown on page 21 constitutes part of this report Auditors Cooper Brothers & Co. and Deloitte Plender Griffiths & Co. are willing to continue in office as auditors to the company 40 Holborn Viaduct London EC1 3 June 1969 BY ORDER OF THE BOARD D. S. BOOTH joint secretary The mine of Beralt Tin and Wolfram Limited at Panasqueira in the Serra da Estrela mountains of Portugal An aerial ropeway conveys the ore from the mine far distance to the treatment plant foreground area Four year financial record 1966 to 1969 CHARTER CONSOLIDATED LIMITED AND ITS SUBSIDIARY COMPANIES Earnings Income from investments Profits on sharedealing Interest net Trading profit and sundry revenue LESS administration and technical expenditure Profit before taxation LESS taxation Group net profit LESS dividends paid gross Retained Earnings per share Dividends per share Net assets Investments at market value or directors valuation Investments at book value Fixed assets Net current assets LESS minority interests long term indebtedness and investment grants Total capital and reserves 1969 000's 9,578 3,041 125 839 1,349 1968 000's 8,972 2,253 539 871 1,283 12,234 2,114 10,120 6,522 11,352 1,649 9,703 6,522 3,598 2s 1d 3,181 2s Od 1s 4d 1s 4d 383,226 141,547 3,315 5,424 14,991 135,295 268,929 123,723 3,015 3,986 1,125 129,599 1967 000's 8,218 1,619 777 834 1,135 10,313 1,576 8,737 5,707 3,030 1s 9d 1s 2d 163,286 106,111 2,664 7,177 1,080 114,872 ELCTRONILY FILED - 1966 2023 000's Oct 18 8,717 1,200 10:39 1,216 AM - 518 1,216 RICHLAND RICHLAND 10,435 - 2,656 COM N 7,779 4,784 net PLEAS PLEAS 2,995 - 1s 7d net 203CP417591s 4d 203CP401759 155,688 92,326 2,030 15,163 1,240 108,279 10 ELECTRONICAL Y Accounts ELCTRONIAY FILED - Report of the auditors to the members 2023 In our opinion based on our examination and the reports of the auditors of certain subsidiary companies not_ audited by us the accounts set out on pages 12 to 200 together give so far as concerns members of the holding company a true and fair view of the state of affairs atc 31 March 1969 and of the profits for the year ended on that date and comply with the Companies Acts 1948 and 1967. RICHLAND COOPER BROTHERS & CO DELOITTE PLENDER GRIFFITHS & CO Chartered accountants - London 3 June 1969 COMN PLEAS - 203CP41759203CP401759 11 Consolidated profit and loss account for the year ended 31 march 1969 CHARTER CONSOLIDATED LIMITED AND ITS SUBSIDIARY COMPANIES Income from investments note 1 Profits less losses on realization of investments by dealing subsidiaries and underwriting commission Interest received Trading profit and sundry revenue note 2 Deduct Administration and technical expenditure note 2 Directors emoluments note 4 Interest paid note 7 Auditors remuneration parent company 2,100 1968 Consolidated profit before taxation Taxation note 6 Consolidated profit after taxation 000's 1969 000's 9,578 3,041 825 839 14,283 1,234 99 700 16 2,049 12,234 2,114 10,120 Appropriated as follows Dividend of 6d per share gross 1968-6d per share paid 13 December 1968 Proposed dividend of 10d per share gross 1968-10d per share payable 9 July 1969 2,446 4,076 Transfer to investment and exploration reserve in subsidiaries note 14 Unappropriated profit for the year note 14 6,522 3,598 1,250 2,348 ELCTRONIALY FILED - 000's 1968 2023 000's 000's 000's Oct 2,2538,972 18 748 748 871 10:39 12,84 12,84|AMAM AM 12,844 12,844 12,844 - RICHLAND 1,151 118 209 - 14 COMMON 1.4921.492 | 1,352 1,352 11,35211,35211,352 COMMON For notes on the accounts see pages 15 to 20 Consolidated balance sheet 31 march 1969 CHARTER CONSOLIDATED LIMITED AND ITS SUBSIDIARY COMPANIES Fixed assets note 8 Investments note 9 Current assets Stocks and work in progress note 11 Debtors United Kingdom tax repayable British Government securities stock exchange value 1,000,000 Short term loans and deposits Bank and cash balances 000's 1969 000's 3,315 141,547 1,407 11,006 554 5,369 1,178 19.514 Current liabilities Associated companies and other deposit accounts Unclaimed dividends Bank overdrafts Creditors Taxation including United Kingdom corporation tax due 1 January 1970 3,772,000 2,977,000 Proposed final dividend gross 1,429 13 825 3,435 4,312 4,076 14,090 NET CURRENT ASSETS TOTAL NET ASSETS 5,424 150,286 FINANCED BY Issued capital note 12 Capital reserves note 14 Revenue reserves note 14 TOTAL CAPITAL AND RESERVES Investment grants note 8 Minority interest Long term indebtedness note 13 24,458 47,610 63,227 135,295 67 84 14.840 150,286 H. V. SMITH S. SPIRO } Directors W. PARKS Chief accountant For notes on the accounts see pages 15 to 20 ELECTRONICAL Y ELCTRONIAY FILED FILED - 000's 1968 2023 000's Oct 3,015 Oct 123,723 18 1,083 10:39 5,680 482 AM - 999 RICHLAND 8,911 338 17,493 - 1,262 10 COMN 4,846 PLEAS 3,313 PLEAS 4,076 - 13,507 3,986 130.724 130.724130.724 130.724 203CP417594.36224.5824.458 44.362 4.362 60.779 129.599 38 87 1,000 130,724 13 Balance sheet 31 march 1969 CHARTER CONSOLIDATED LIMITED Subsidiary companies Shares at cost Add amounts due from subsidiaries Less amounts due to subsidiaries Current assets Debtors Short term loans Bank balances FINANCED BY Issued capital note 12 Revenue reserves Investment and exploration reserve Unappropriated profits note 14 TOTAL CAPITAL AND RESERVES Current liabilities Associated companies deposit accounts Unclaimed dividends Creditors Proposed final dividend gross 000's 1969 85,313 11,525 96,838 66,911 29,927 171 850 32 1,053 30,980 24,458 2,207 137 2,344 26,802 45 13 4,076 4,178 30,980 H. V. SMITH S. SPIRO } Directors W. PARKS Chief accountant For notes on the accounts see pages 15 to 20 14 ELCTRONIALY FILED - 1968 2023 000's Oct 000's 85,313 18 6,724 92,037 61,643 10:39 AM - 30,394 RICHLAND 317 275 - COMN PLEAS PLEAS - 2,207 171 45 203CP41759 10 203CP401759 41 4,076 4,172 31,008 Notes on the accounts 31 march 1969 1 Income from investments a Includes franked investment income of 3,236,000 3,130,000 b Arises from Quoted investments Unquoted investments Dividends from overseas investments are included at the gross amount declared except for dividends from Malaysian and Zambian companies which have been included after deduction of taxation levied in those countries 2 Trading profit and sundry revenue i In order to facilitate administration the financial year of all manufacturing subsidiaries terminates on 31 January ii The turnover of the manufacturing subsidiaries amounted to 5,624,120 4,564,968 based on the invoiced value of goods sold iii Investment grants credited in these accounts iv Depreciation of fixed assets charged in these accounts including amount set aside for increased cost of plant replacement 14,000 1968v Rents paid in respect of hire of plant machinery and equipment charged in these accounts vi Rents received vii Administration and technical expenditure Less recovered from companies outside the group 3 Profits of overseas subsidiaries The profits of overseas subsidiaries have been converted at rates of exchange ruling on 31 March 1969 4 Directors emoluments Directors of the parent company Fees Salaries and other remuneration including pension contribu- tions Pension to former director Less fees received from other companies and refunded to the group 1969 000's 7,927 1,651 9,578 1968 000's 7,316 1,656 8,972 1969 000's 14 246 62 154 2,861 1,627 1,234 1968 000's 12 1969 24,000 112,000 1,000 137,000 38,000 99,000 1968 24.000 120,000 7,000 151,000 33.000 118,000 ELCTRONIAY FILED FILED - 2023 Oct 18 10:39 AM - RICH- LAND COMN PLEAS - 203CP41759203CP401759 15 Notes on the accounts 4 Directors emoluments continued Amounts paid to directors Chairman Hon H. V. Smith Mr H. F. Oppenheimer Highest paid director including 6,282 as chairman Others 15,00112,50110,001- 10,000 5,001 7,500 2,501- 5,000 up to 2,500 Fees waived by 10 directors amounted to 32,000 1968-9 directors 34,000 5 Remuneration of employees of the group The number of employees other than directors of the parent company whose total emoluments receivable from the company and its subsidiaries exceeded 10,000 were Exceeding 10,000 but not exceeding 12,500 3 employees 1968-3 employees Exceeding 12,500 but not exceeding 15,000 no employees 1968-1 employee ELCTRONIALY FILED - 1968 2023 Oct 2,000 18 17,115 10:39 AM 1 - 3 | 1 RICHLAND - 111 1 COMN PLEAS - 203CP41759 6 Taxation On profit for the year United Kingdom corporation tax at 45 per cent 1968-42.5 per cent 1969 000's 4,575 1968 000's 3,902 Less double taxation relief 2,591 2,414 Overseas taxation 1,984 419 1.488 381 Less adjustments in respect of previous year Less estimated overspill relief in respect of 1969 2,403 12 2,391 277 1.869 1,869 2,114 Note In the event of certain overseas subsidiaries distributing reserves or profits additional liability to United Kingdom taxation would arise 16 Notes on the accounts 7 Interest paid on borrowings by the group Loans repayable after more than five years Loans repayable within five years Amounts deposited with the group Bank overdrafts 8 Fixed assets Cost at 31 March 1968 Additions at cost Cost of items sold and scrapped Purchase of subsidiary company Balance at 31 March 1969 Depreciation At 31 March 1968 on assets at cost Charge to profit and loss account On items sold and scrapped Purchase of subsidiary company Balance at 31 March 1969 Net book value At 31 March 1969 At 31 March 1968 1969 000's 447 146 99 8 700 1968 000's 43 128 128 209 FREEHOLD PROPERTY 000's 728 162 11 LONG LEASEHOLD PROPERTY 000's 1,499 15 - 879 1,514 SHORT LEASEHOLD PROPERTY 000's 66 59 _ 15 140 PLANT FURNITURE AND FITTINGS 000's 1,428 321 105 26 1,670 102 14 1 115 95 61 _ 156 7211 502 7211 147 7211 59 7211 10 17 600 764 1,358 626 1,404 1,070 ... 926 ELCTRONIAY FILED FILED - 2023 Oct 18 10:39 AM - RICHLAND TOTAL RICHLAND RICHLAND 000's 3,721 557 116 COMMON 4,203 PLEAS PLEAS PLEAS 706 232 CASE 10 2023CP4001759 2023CP4001759 2023CP4001759 2023CP4001759 2023CP4001759 2023CP4001759 3,315 2023CP4001759 3,015203CP401759 Notes ) In addition to the above the group owns estates buildings and citrus groves in Rhodesia which cost 230,000 and are fully depreciated ii No depreciation has been provided on freehold land iii Investment grants in respect of each year's capital expenditure are credited to profit and loss account over a period of ten years the estimated average life of the relevant fixed assets Grants shown in the consolidated balance sheet represent total grants to date less the amount credited to profits iv Commitments for capital expenditure of subsidiaries amount to 543,000 134,000 Investment grants 11,000 1968v Estimated capital expenditure of subsidiaries authorized but not committed amounts to 598,000 88,000 Investment grants 26,000 1968 17 Notes on the accounts 9 Investments GENERAL Quoted in Great Britain Quoted outside Great Britain Unquoted ASSOCIATED COMPANIES Quoted in Great Britain Quoted outside Great Britain Unquoted Advances TOTAL INVESTMENTS Quoted in Great Britain Quoted outside Great Britain Unquoted including advances AT COST LESS AMOUNTS WRITTEN OFF 1969 1968 000's 000's 63,483 20,554 84,037 19,454 103,491 59,318 18.455 77.773 19,297 97.070 17,780 3,094 20,874 30,178 7,878 38,056 12,109 1,583 13,692 9,475 23.167 3.486 26,653 81,263 23,648 104,911 36,636 141,547 71,427 20.038 91,465 32,258 123,723 Notes i In the case of quoted 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 ii Commitments and guarantees by the company in respect of subscriptions for shares and loan facilities amount to 16,765,000 1968- 3,297,000 iii A subsidiary company has entered into contracts for exploration expenditure to be incurred after 31 March 1969 iv The greater part of the investments is of a permanent nature but in the event of their realisation at the current market values there would be a corporation tax liability on the resultant profit based approximately on the surplus of market values over book cost v The value of investments includes 75 per cent 1968-75 per cent of the investment currency premium where applicable which amounts to 6,681,000 4,788,000 18 ELCTRON FILED - 202 MARKET VALUE OR DIRECTORS VALUATION 1969 1968 000's 220,505 000 18 160,457 33,500 27,862 27,862 254,005 35,082 188,319 25,00 6 289,087 69,108 7,117 76,225 10,482 86,707 7,432 213,3240 a?) x 40,16 2,302 ew) 9,653 9,653 52,119 3,486 94,139 289,613 40,617 330,230 52,996 383,226 55,605 = m 200.62 30,164 230,785 38.1440 268,925268,925 268,925 268,925 268,925 _M 268,925 Notes on the accounts 10 Contingent liabilities For amounts not called on investments In respect of guarantees company 955,000 102,000 In respect of underwriting participations As acceptors of bills company The company has given guarantees in connection with future loans by third parties to Soci^'t^M'ini^rede Mauritanie 11 Stocks Stocks and work in progress have been valued at the lowest of cost net realizable value and replacement price 12 Share capital Authorized 120,000,000 shares of 5s each Issued 97,832,866 shares of 5s each fully paid 13 Long term indebtedness Details of loans repayable over a longer period than five years Debenture stocks secured issued by Charter Consolidated Investments Limited 4 per cent first debenture stock 1978/83 4 per cent second debenture stock 1978/83 Bonds issued by Charter Consolidated Overseas N.V. 6 per cent unsecured bonds of DM120,000,000 1968/1983 Note A wholly owned subsidiary Charter Consolidated Overseas N.V. incorporated in Cura^aoissued DM120,000,000 of 6 per cent unsecured bonds on 30th September 1968 which are redeemable at par on 1st October 1983 or earlier as provided in the Bond Purchase Agreement Of the DM120,000,000 DM31,952,000 has been utilised for investment overseas in quoted securities and this amount has been converted into sterling with the investment currency premium and the balance has been or will be used for direct investment overseas and has been converted into sterling at the quoted rate of exchange The bonds are quoted on the Frankfurt Stock Exchange The Company has guaranteed the bonds as regards both repayment of principal including premium if any and payment of interest ELECTRONICALLY ELECTRONICALLY ELECTRONICALLY ELECTRONICAL Y ELECTRONICAL Y ELECTRONICAL Y ELECTRONICAL Y ELECTRONICALY ELECTRONICAL Y ELECTRONICAL Y ELECTRONICALLY ELECTRONICALLY ELECTRONICAL Y FILED FILED FILED FILED 2023 1969 1968 2023 000's 000's 2023 492 313 Oct 1,326 537 18 419 47 18 2,500 1,500 10:39 4,737 2,397 10:39 _ AM AM RICHLAND RICHLAND RICHLAND RICHLAND RICHLAND RICHLAND RICHLAND COMMON COMMON COM ON 1969 1968 COMMON COMMON 30,000,000 30,000,000 PLEAS 24,458,216 24,458,216 PLEAS PLEAS CASE CASE CASE CASE # 2023CP4001759 2023CP4001759 1969 1968 2023CP401759 000's 000's 2023CP40 1759 2023CP4001759 2023CP4001759 2023CP4001759 500 500 203CP401759 500 500 2023CP401759 13,840 14,840 1.000 193 Notes on the accounts 14 Movements on reserves Balances at 31 March 1968 Add Appropriated from profits Expenses of Deutsche mark bond issue Goodwill arising on acquisition of subsidiaries during the year Surplus realized on sales of investments by holding subsidiaries less United Kingdom tax thereon United Kingdom tax on profit arising on group realisation of investment Sundry surpluses and adjustments Deduct Amount written off unquoted investments Investments in exploration companies and exploration expenditure written off Balances at 31 March 1969 15 Currency conversion Assets and liabilities in commonwealth and foreign currencies have been converted into sterling at the rates of exchange ruling on 31 March 1969 16 Exchange control The transfer of assets held by the group in Rhodesia and from the Republic of South Africa would be subject to restriction under the exchange control regulations of those countries 17 Subsidiary companies and principal investments A list of the major subsidiary companies associated companies and interests of ten per cent or more in quoted companies and other principal investments are included on pages 31 to 35 20 SHARE PREMIUM ACCOUNT GROUP 000's OTHER RESERVES CAPITAL RESERVES GROUP 000's INVESTMENT AND EXPLORATION RESERVE GROUP 000's ELCTRONIALY FILED - 2023 2023 2023 2023 UNAPPROPRIATED Oct PROFITS Oct GROUP 000's COMPANY 000's 11,996 32,366 10,741 14 380 480 1,250 50,038 2,348 44 4,032 532 62 231 5 10:39 AM AM 34 RICHLAND RICHLAND RICHLAND RICHLAND RICHLAND RICHLAND RICHLAND COMMON COMMON COMMON COMMON COMMON COMMON 11,996 35,614 11,690 74 52,337 PLEAS PLEAS PLEAS PLEAS 11,996 35,614 47,610 726 10,890 52,337 63,227 CASE CASE CASE 137 # 2023CP4001759 2023CP4001759 2023CP4001720523CP490 1759 2023CP40 1759 2023CP4001759 2023CP4001759 2023CP4001759 2023CP401759 2023CP4001759 2023CP4001759 2023CP4001759 Other information Directors interests The following are the interests in the company of the directors who held office on 31 March 1969 as notified to the company in terms of the Companies Act 1967 DIRECTORS Interest in shares of 5s each of the company 1 April 1968 31 March 1969 Sir Keith Acutt O. B. Bennett H. A. Brownrigg 100 100 appointed 1 January 1969 Comte T. de Feuilhade de Chauvin 574 A. Chester Beatty J. E. H. Collins Sir Frederick Crawford C. W. Engelhard 287 100 100 14,950 H. St. L. Grenfell J. O. Hambro 200 5,345 N. K. Kinkead H. F. Oppenheimer 100 5,004,600 P. J. Oppenheimer B. W. Pain S. D. H. Pollen 9,798 100 3,162 Evelyn R. A. de Rothschild M. W. Rush The Hon H. V. Smith T. P. Stratten W. D. Wilson 150,985 100 1,200 1,200 100 100 100 100 574 287 100 100 14,950 200 2,876 100 5,004,600 9,798 100 3,162 148,541 100 1,200 1,200 100 ALTERNATE DIRECTORS G. W. Flint H. R. Fraser Sir Jim S. Holland Bt The Hon R. B. Loder R. H. MacWilliam J. G. Richardson L. G. Stopford Sackville 1,000 Nil Nil Nil 1,500 Nil 4,750 1,000 Nil Nil Nil 1,500 Nil 4,750 of which 5,000,000 being shares held by a body corporate are notified pursuant to section 28 of the Companies Act 1967 No director has any notifiable interest in any of the company's subsidiary companies ELCTRONIAY FILED - 2023 Oct 18 Turnover 10:39 The following is the proportion of the turnover shown 10:39 note 2 and the amount of profit attributable to each different class of business undertaken by the group's United Kingdom manufacturing subsidiaries - RICHLAND Railway track fastenings mine roof bolts galvanizing etc. Heaters and heating equipment Components mainly for the television and telecommunications industries Proportion of turnover % 28 28 20 100 RICHLAND Contribution to group profit before RICHLAND taxation RICHLAND 327,000 - 226,000 180,000 COM N 733,000 PLEAS - Exports The aggregate value of goods exported by the group's United Kingdom manufacturing subsidiaries during the year totalled 203CP41759 495,000 Number and remuneration of employees The average number of employees per week of the company and its subsidiaries working wholly or mainly in the United Kingdom was 2,105 during the year 2023CP401759 The aggregate amount of the remuneration paid to employees working wholly or mainly in the United Kingdom during the year was 2,460,839 Finance Act 1965 i Capital Gains Tax The market price of the company's shares on 6 April 1965 was Registered shares 19s 9d Shares represented by renounceable letters of allotment 20s Od Share warrants to bearer 20s Od ii The company is not a close company within the provisions of the Finance Act 1965 21 Against the background of the Rocky Mountains a Western Decalta maintenance crew works on a pumping unit in the Turner Valley field some 35 miles south of Calgary Alberta ELFCTIROLNIEADY FILED - Lene we Iv A, eget Pee = <? i oa 7 ] rae 0 a Mm os . VOCE, : je Chairman's review ELECTRONICAL Y ELECTRONICALY Charter's consolidated profit after tax rose by 4.3 per cent from 9,703,000 to 10,120,000 Investment income increased by 606,000 to 9,578,000 and profits on sales of shares by 788,000 to 3,041,000 A net profit of 4,032,000 on sales of shares by holding companies has been credited to capital reserve this profit arose mainly from changes in portfolio investments There was a fall of 414,000 in net interest received owing to the investment of a _ substantial part of Charter's liquid funds in long term mining projects and to the first interest payment on the Deutsche mark loan raised in September 1968 The recommended final dividend of 10d a share together with the interim dividend of 6d share are the same as last year and cost 6,522,000 An amount of 1,250,000 has been transferred from profits to investment and exploration reserve and the unappropriated profit of 2,348,000 has been carried forward The rise in our investment income was primarily the result of higher dividends from overseas part of the increase being due to the effect of sterling devaluation over a full year Income from investments in United Kingdom companies improved but the increase in our revenue from this source is at present restrained by the government's limitation on annual dividend increases to 3 per cent Charter's substantial investments in southern and central Africa which again produced over half of its investment income were maintained without major variation These holdings are chiefly in leading mining and industrial finance houses and in certain individual mining companies Three mining finance companies in which we have large holdings The Rio Tinto Corporation Limited and Selection Trust Limited in the United Kingdom and Union Corporation Limited in South Africa made rights issues Charter took up its entitlement in these issues at a total cost of 6.4 million In September 1968 Charter in order to obtain hard currency without the obligation to pay the dollar premium raised a loan of 120 million Deutsche marks by the issue of bonds of Charter Consolidated Overseas N.V. a wholly owned subsidiary registered in Cura^aoNetherlands Antilles These bonds are guaranteed by Charter The loan agreement was negotiated with a syndicate of banks led by Deutsche Bank AG and managed by Morgan Grenfell & Co. Limited N. M. Rothschild & Sons Banca Commerciale Italiana and Banque de Paris et des Pays The proceeds of the loan are being used to finance certain investments outside the sterling area these include Charter's partici- ELCTRONIAY FILED FILED - 2023 pation in Soci^'t^' Mini^re de Mauritanie SOMIMA the company formed to open the copper mine at Oct Akjoujt the subscription of con- 18 vertible Decalta 10:39 debentures in Western Petroleum Limited the Canadian oil company and the AM - addition of a block of ordinary shares RICHLAND to Charter's already considerable investment in Western Decalta The continuing and widespread RICHLAND - lack of confidence in currencies was as in the previous year a major factor in the substantial increase in the market value of Charter's invest- COMN ments At our year end on 31 March PLEAS the market value of our investments was 383 million an increase of 114 - million over the previous year Over the last two years the market value 203CP41759 of our investments has risen by 220 million During this time the average dividend yield on market prices of 203CP401759 the mining finance shares which account for more than half our investments has fallen from over 203CP401759 4 per cent in 1967 to under 2 per cent When it is considered that at present British government undated stocks are yielding over 9 per cent and that mining has traditionally been regarded as a more hazardous field of investment than others the importance now attaching to commodities can be clearly seen While mining investment is of course the principal activity of the company we have important in- 23 Bulldozers move in to start clearing the mine site after the inaugural ceremony on a rainy day in April at Cleveland Potash Limited's mine at Boulby near Staithes in Yorkshire ELCTRONICALY ELCTRONICALY FILED - 2023 Oct 18 10:39 AM - RICHE { : t Chairman's review terests outside this field We inherited from our component companies both experience in finance and investment and a portfolio of quoted securities which at the moment of writing have a market value of about 47 million We do not however regard it as a function of Charter to manage this fund in the manner of an orthodox investment trust Our aim is to rely on careful assessment of risk rather than on a wide spread of investment and to seek be it in the mining field or outside it to invest our funds in blocks of quoted or unquoted shares at greater profitability than that normally obtained from a portfolio of the trust company type The success of this policy depends of course on special skills in this area of management and these I believe we can provide In May of this year Charter which at present owns 25.3 per cent of the equity of The Cape Asbestos Company Limited Cape made an offer to Cape shareholders to acquire 50 per cent of the ordinary shares not already held by Charter If the offer which has the support of the Cape board is successful Charter's holding in Cape will increase to 62 per cent The main business of the Cape group which includes subsidiaries in the United Kingdom South Africa Continental Europe and North America consists of the manufacture of building insulation and friction materials the manufacture of light engineering products and the mining of asbestos fibre Charter already has in the United Kingdom a group of wholly owned subsidiaries part of whose business is also related to building and light engineering We believe that by making use of the wide experience of Cape's management we shall be well placed to extend our industrial activities of this kind while at the same time assisting in the expansion of Cape's own industrial interests If the offer is fully accepted it will involve Charter in the issue of 1,120,089 of its shares now in reserve and 7,840,622 of a 5 per cent convertible unsecured loan stock 1984 or the cash equivalent of the nominal value of the loan stock at the option of Cape shareholders Charter has also offered to acquire the 250,000 5 per cent cumulative preference shares of Cape at a price of 14s per share Mr H. F. Oppenheimer gave up the chairmanship of the company on 31 December last year Fortunately he is remaining on the board and is giving much of his time to our affairs Mr W. D. Wilson who is returning to Anglo American Corporation's head office has been succeeded as deputy chairman and managing director by Mr Sidney Spiro but he is remaining on our board All of us in London will miss Mr Wilson whose ability and personality were ELCTRONIAY FILED FILED - 2023 vital to the successful launching and development of this company We owe an equally heavy debt to Oct Mr Derek Pollen who retired as 18 10:39 a deputy chairman and director at the end of March Before the merger he was chairman and managing AM - director of Central Mining His skill and experience in business matters RICHLAND were of great value to us and his constant consideration for others did much to ease the inevitable personal problems of the merger COM N I would like to thank all in the Charter group for their contribution to what I think can be called a suc- PLEAS cessful year and was certainly an extremely busy one as the following - geographical review of our activities and interests will indicate 203CP41759 United Kingdom The necessary outline planning con- sent for the establishment of a major potash mine in the Staithes area of Yorkshire was obtained in 203CP401759 November 1968 following a public hearing Clearing of the site was begun during April Charter and associates and Imperial Chemical Industries Limited each have a 50 per cent interest in Cleveland Potash Limited the company formed to operate the mine which is expected to start production in about four years time with an annual output of at least one million tons of potash products 25 Chairman's review The metal sales and metal dealing companies Anmercosa Sales Limited and The Anglo Chemical & Ore Co. Limited both had a successful year of which a feature was the relative stability of the copper market with prices maintained at high levels and a strong demand continuing Charter's subsidiary industrial companies in general did well The Elastic Rail Spike group manu- facturing railway track fastenings and mine roof bolts and the Rath- down group which makes electronic components both increased their profits Heatrae Limited which manufactures heating equipment made sound progress with their planned development of new products but profits were affected by increasing competition in the electrical heating field and by rising costs Charter now has a joint interest with Anglo American Corporation of South Africa Limited in Anglo American International U.K. Limited This company provides a full range of mining metallurgical and geological services to Charter it has access to the comprehensive technical services of the Anglo American Corporation group Charter has acquired the United Kingdom branch of Consolidated Share Registrars Limited registrars in the United Kingdom to Charter and some 60 companies in the Anglo 26 American Corporation and General Mining groups Continental Europe Charter and associates participated in a continental syndicate which acquired a major shareholding in Societ^ Nazionale Sviluppo Imprese Industriali Sviluppo is an Italian finance and investment company with a substantial interest in Ciga the Italian hotel group It is planned to broaden the development of both the financial and hotel interests Charter will have representatives on ELCTRONIALY FILED the boards of Sviluppo and Ciga In order to finance this acquisitions Charter sold its holding in Soci^'t Internationale Pirelli 18 Relatively high prices for wolfran concentrates prevailed throughou 1968 and Beralt Tin and Wolfram Limited in which Charter has a 41 per cent interest earned a profi~ before tax of 1,021,000 after charging 50,000 to prospecting compared with 1,097,000 in the previous year Beralt continued its active prospect COM ON ing work in Portugal with the assists ance of Charter and during the year COMMON PLEAS A tin mining dredge under construction at the Ayer Kuning section of Tronoh Mines Limited in Malaysia % Ne A Chairman's review decided to proceed with the development of a tin prospect in northern Portugal in which it has 80 per cent of the equity In France construction work is continuing at the scheelite deposit near Salau in the French Pyrenees Charter together with Anglo American Corporation has a 40 per cent interest in the French operating company Soci^'t^M'ini^red'Anglade Production is scheduled to start in 1970 Charter in partnership with Engelhard Minerals and Chemicals Corporation entered into an agreement to prospect an alluvial tinbearing area near C^rdobasouthern Spain currently owned by a Spanish mining company South Africa The only major change in Charter's investments in South African mining finance and mining companies apart from its participation in the rights issue by Union Corporation was the exercise of its rights as a shareholder in Rand Mines Limited to subscribe for shares in Rand Mines Holdings Limited which has a portfolio of leading South African industrial shares and a substantial interest in Rand Mines Properties Limited a new company formed to develop freehold property near the centre of Johannesburg Anglo American Corporation in which we have a 10 per cent interest had record profits of just over R33 million equivalent to 19 million and increased its dividend During the year there was a sustained rise on the Johannesburg Stock Exchange and the market value of our South African interests appreciated by nearly 50 per cent to 148 million Zambia Charter's interest in the Zambian copper mining industry was maintained through its holding of 22.8 per cent in the equity of Zambian Anglo American Limited whose profits amounted to K12,609,000 equivalent to 7,355,250 an increase of K552,000 322,000 over the previous year AmeAr ngli o Ac mea rin ca' n's s for the year was 76 ngwee a share compared with 85 ngwee in the previous year In recommending this dividend the Zambian Anglo Ameri- can board took into account the limitations on external embodied in President payments Kaunda's Mulungushi declaration of April 1968 to which Mr H. F. Oppenheimer referred in his chairman's statement last year Charter's income from its investment in the Zambian copper industry was marginally higher than last year owing to the effect of de- valuation The Anglo American Corporation group mines in Zambia have a capital programme for the five years to ELCTRONIAY FILED - 1972 of K133 million 77.6 million This includes expenditure on increas- 2023 ing smelting efficiencies and capacity Oct which it is hoped will raise pro18 duction of finished copper to about 10:39 380,000 long tons in 1969. Open mining at Bwana Mkubwa is due to AM begin in 1970 The cash copper price on the London Metal Exchange ranged be- RICHLAND tween 625 at the end of March 1968 when the US copper mining strike - ended and 432 on 2 August 1968 Since December the price has re- COM N mained above 500 a ton and on 31 March 1969 it was 559 At the time of writing it is over 600 PLEAS Covenant Industries Limited in which Charter and associates have a - 50 per cent interest will have a substantial minority holding in Kafironda Limited a Zambian company which is shortly to begin 203CP41759 production of mining explosives Covenant Industries subsidiaries in Nigeria and in East Africa which manufacture and trade in chemical and allied products increased sales and profits during the year Mauritania Progress on the development of the SOMIMA copper mine at Akjoujt has kept to schedule and opencast mining should begin early in 1970 at an annual production rate initially of 30,000 tons of copper in concentrates The oxide ore estimated reserves of 27 Chairman's review ELCTRONILY ELCTRONILY FILED 2023 7.7 million tons overlying 15 million tons of sulphide ore will be Oct treated by the patented TORCO process developed by the Anglo American Corporation group Charter and associates have an interest of 44.6 per cent in SOMIMA Malaysia Tronoh Mines Limited in which Charter has a 28.4 per cent shareholding produced with its subsidiaries 1,500 tons of tin in concentrates during 1968 compared with 1,265 tons in the previous year but net profits at 294,790 were lower because of higher depreciation and taxation charges and a reduction in dividends and interest received At Sungei Besi one of the producing companies in the Tronoh group a programme of heavy capital expenditure exhausted the company's cash resources and in August 1968 Charter made available temporary loan finance of 750,000 With the assistance of Charter a major investigation of the longer potential of the mine is now being undertaken During the recent disturbances in and near Kuala Lumpur operations of certain of the Tronoh group's mines have been hampered but others further north have maintained a reasonable level of production International restrictions on the sale of tin were brought into force in 28 These geologists in north Tasmania have to use a helicopter to get to remote areas They work for Comstaff a prospecting company 203CP40 in which Charter and Anglo American have a major interest September 1968. Through taking ad- base metals at Fraser Range and for vantage of grouping arrangements the effect of the restrictions has not molybdenum at Mount Mulgine egy base metals exploration project is been severe except at Ayer Hitam also being conducted in north where production is considerably in excess of permitted sales and a substantial stockpile is being accu- mulated Australasia Tasmania Interests have been acquir- ed in new joint ventures including general mineral exploration in Queensland and for copper explora- tion The in the Northern Territory results of the search for gold Charter's prospecting activities were in Kalgoorlie and Victoria have been concentrated mainly in Western disappointing Australia on investigations for nickel at Pilbara and Kalgoorlie for The merchant bank in Sydney International Pacific Corporation Chairman's review Limited in which Charter has a 30 per cent interest has completed a successful first year of operations during which it has launched an 15 million investment trust International Pacific Corporation Australia Investments Limited The investment policy of this trust initially is to invest equal proportions of its assets in the Australian industrial and mining sectors North America Charter has an interest of 24.7 per cent in Anglo American Corporation of Canada Limited AMCAN which reported net income for 1968 of 4.6 million compared with 3.9 million the previous year Not included in this profit were exceptional gains of 1.4 million on the sale of invest- ments The net asset value of AMCAN at the end of 1968 amounted to 111 million compared with million a year earlier 84.5 AMCAN'S major asset is its holding of 27.62 per cent in Hudson Bay Mining and Smelting Co. Limited which earned 7.42 a share compared with CS5.93 a share in 1967. The improvement was attributable to higher copper and zinc production increased profit on sale of investments and treatment of free ore from its new Osborne Lake mine Hudson Bay Mining is developing extensive potash reserves near Rocanville Saskatchewan and its other interests include oil and gas production of sodium sulphate a diecasting operation and production of zinc oxide and zinc dust In 1968 a substantial shareholding was purchased by AMCAN in the White Pass and Yukon Corporation Limited a company engaged in providing integrated transportation services in the Yukon Territory and western British Columbia Since the end of 1968 this interest has been increased to 25.6 per cent of the issued common shares of White Pass and Yukon Corporation The principal asset of Engelhard Hanovia in which the Charter and Anglo American Corporation groups have a substantial interest is its holding of approximately 40 per cent in Engelhard Minerals and Chemicals Corporation This company had a most satisfactory year in 1968. Each of its three operating divisionsprecious metals metallic minerals and marketing of metals and minerals record sales and earnings Consolidated net profit after tax was 31,658,000 an increase of 11.5 per cent over 1967. The annual dividend was increased by one third During the year Interlink Investments Limited a wholly owned Canadian subsidiary of Charter purchased 5 million series B 7 per cent convertible debentures of Western Decalta in which Charter ELCTRONIAY FILED - holds 45.1 per cent of the issued ordinary capital The debentures 2023 have a term of 17 years are con- Oct vertible during the first 10 years into 18 shares of Western Decalta at the rate of CS5 per share and may be 10:39 called after five years at AM Western Decalta's election Part of the pro- ceeds of the debenture issue will be RICHLAND used by Western Decalta for the expansion of its oil exploration pro- gramme - South America COM N For the first time Charter has begun prospecting in South America It has obtained from the Lampa Mining PLEAS Company a year option on the Berenguela copper deposit in the Andes in Peru A drilling programme has been started to verify the ore reserves and ore treatment tests including the feasibility of 203CP41759 using the TORCO process will be undertaken A Peruvian subsidiary Charter Minera has been incorporated In Chile a joint company is being formed with Empresa Nacional de Minera a government organization to investigate mining opportunities ----,--"--,--...-- 3 June 1969 Chairman 29 Analysis investment income Analysis of assets and investment income Geographical analysis United Kingdom Continental Europe North America South Africa Zambia Rest of Africa Malaysia Australia Investment category Mining DIAMONDS GOLD TIN COPPER AND OTHER MINERALS Industrial commercial oil etc. Long term loans ASSETS 1969 000's 1968 000's 52,137 41,344 10,263 6,859 95,945 66,150 150,365 102,826 18,385 17,535 18,353 13,410 5,347 41,170 3,906 23,900 391,965 275,930 PER CENT OF ASSETS 1969 1968 13.3 2.6 24.5 38.4 4.7 4.7 1.4 10.4 100.0 15.0 2.5 24.0 37.3 6.4 4.8 1.4 8.6 100.0 ASSETS 1969 000's 1968 000's 218,779 145,895 22,211 10,653 8,438 6,873 19,611 9,900 5,289 16,275 104,258 76,975 3,056 3,942 383,226 268,929 PER CENT OF ASSETS 1969 1968 55.8 5.7 2.2 1.7 5.0 26.6 0.8 52.9 3.9 3.6 1.9 5.9 27.9 1.4 97.8 97.5 ELECTRONICALLY ELECTRONICALLY ELCTRONICALY ELECTRONICAL Y ELECTRONICAL Y ELECTRONICAL Y ELECTRONICALY ELCTRONICALYELECTRONICALY FILED FILED FILED 2023 2023 2023 PER CENT OF Oct INCOME Oct 1969 1968 18 17.5 10:39 17.6 3.4 3.3 AM 11.8 14.2 AM 39.3 37.4 RICHLAND 20.9 20.0 RICHLAND 3.3 2.5 RICHLAND 0.1 0.4 RICHLAND 3.7 4.6 COMMON COMMON 100.0 100.0 COMON COMMON COMMON PLEAS PLEAS PLEAS PLEAS INVESTMENTINVESTMEONFT INCOME CASE 1969 1968 CASE CASE 38.3 34.2 2023CP401759 3.3 2.5 203CP401759 6.9 10.6 2023CP401759 1.6 3.2 2023CP401759 20.6 26.7 2.6 20.2 2023CP401759 2023CP4001759 26.5 2.8 100.0 100.0 Fixed assets Net current assets 3,315 5,424 3,015 3,986 0.8 1.1 1.4 1.4 391,965 275,930 100.0 100.0 100.0 100.0 Notes 1. The analysis of assets geographical and by category is based on the stock exchange value of quoted investments and the directors valuation of unquoted investments 2. The geographical analysis takes into consideration direct interests and where possible major indirect interests in the areas concerned and is therefore only approximate Principal investments of the group 31 march 1969 Interests of 25 per cent or more COMPANY AND COUNTRY OF PRINCIPAL OPERATIONS Australia International Pacific Corporation Limited GROUP INTEREST APPROX IN EQUITY CAPITAL 30 ELECTRONICAL Y ELCTRONIAY FILED - 2023 PRINCIPAL ACTIVITY Oct merchant banking 18 Canada Western Decalta Petroleum Limited Malaysia Associated Mines Malaya Sendirian Berhad Bidor Malaya Tin Sendirian Berhad Klian Langkasuka Sendirian Berhad Tronoh Mines Limited Incorporated in England Mauritania Soci^'t^M'ini^rede Mauritanie Portugal Beralt Tin and Wolfram Limited Incorporated in England Rhodesia Anglo American Corporation Rhodesia Limited 10:39 45.1 oil and gas exploration and production AM - 49 mine management RICHLAND 49 50 28.4 tin mining tin mining tin mining - COM N 33.5 copper mining 41 wolfram mining PLEAS PLEAS 33.5 - industrial finance South Africa Euranglo Pty Limited United Kingdom Anglo American International U.K. Limited The Anglo Chemical & Ore Co. Limited Anmercosa Sales Limited Barlow Myers Limited The Cape Asbestos Company Limited Cleveland Potash Limited Covenant Industries Limited Elevators and Engineering Limited Selection Trust Limited Torque Tension U.K. Limited Trade and Transportation Services Limited Werff Bros Limited 25 investment holding 203CP41759 50 technical consultants 37 dealing in metals 37 selling of metals 49 selling of hydraulic lifting equipment 2023CP40 1759 25.3 industrial manufacture asbestos mining 50 potash mining 37 manufacture of chemicals BEUNN 26.8 lift manufacture mining finance BEUNN manufacture of mine roof bolts 33.3 freight services BEUNN retail fashion trading Zambia National Milling Company Limited Kadola Mines Limited Mwinilunga Mines Limited 50 33.6 32.4 flour milling prospecting prospecting 31 Principal investments of the group ELCTRONILY Interests of ten per cent or more but less than 25 per cent in quoted companies FILED - COMPANY AND COUNTRY OF PRINCIPAL OPERATIONS GROUP INTEREST APPROX IN EQUITY CAPITAL PRINCIPAL ACTIVITY 2023 South Africa Anglo American Corporation of South Africa Limited Blyvooruitzicht Gold Mining Company Limited Harmony Gold Mining Company Limited Hume Limited Northern Lime Company Limited Pretoria Portland Cement Company Limited Rand Mines Limited South African Coal Estates Witbank Limited Transvaal Consolidated Land and Exploration Company Limited Union Corporation Limited Witbank Colliery Limited 10 10 10 15.1 11.8 10.2 15.9 10 23.6 10 23.9 Oct mining mining financeco 18 mining financeco gold mining gold minings manufacture of steel and concrete pipes lime quarrying cement manufacture_ - mining finance coal mining mining finance mining finance RICHLAND coal mining United Kingdom Pillar Limited Zambia Zambian Anglo American Limited Other principal investments Australia Broken Hill Proprietary Company Limited Canada Anglo American Corporation of Canada Limited France Soci^'t^M'ini^red'Anglade Soci^'t^M'ini^reet M^'tallurgiquede Penarroya 13.5 aluminium fabricationCOM N 22.8 PLEAS copper mining PLEAS - iron and steel CASE production 203CP401759 mining finances wolfram mining mining finance and metallurgy Italy Societ^ Nazionale Sviluppo Imprese Industriali Malaysia Ayer Hitam Tin Dredging Limited Incorporated in England The Sungei Besi Mines Limited Incorporated in England industrial finance and investment tin mining tin mining 32 Principal investments of the group Other principal investments continued COMPANY AND COUNTRY OF PRINCIPAL OPERATIONS South Africa Anglo American Investment Trust Limited The Argus Printing and Publishing Company Limited Boart and Hard Metal Products S.A. Limited Brakspruit Platinum Pty Limited De Beers Consolidated Mines Limited Highveld Steel and Vanadium Corporation Limited Middelburg Steel and Alloy Pty Limited Platinum Prospecting Company Limited Rand Mines Holdings Limited Rand Selection Corporation Limited Merriespruit Investments Pty Limited Western Deep Levels Limited United Kingdom Ferranti Limited Lancashire Tar Distillers Limited The Rio Tinto Corporation Limited The Shell Transport and Trading Company Limited United States Anglo American Corporation of United States Inc. Engelhard Hanovia Inc. Zambia Zambian government housing Karibealectric scheme ELCTRONIAY FILED - PRINCIPAL ACTIVITY 2023 Oct diamond mining 18 printing and publishing 10:39 manufacture of diamond drilling tools platinum mining diamond mining AM steel manufacture ferro alloy manufacture RICHLAND platinum mining industrial finance mining finance gold mining - gold mining COM N manufacture of electrical and electronic equipment tar distilling mining finance production refining and distribution of oil PLEAS - industrial finance industrial finance CASE2023CP401759 203CP41759203CP401759 Group subsidiary companies 31 march 1969 The following are the major subsidiaries of the company including those whose activities materially affected the profit or assets of the Charter group during the year Each COMPANY AND COUNTRY OF INCORPORATION England The British South Africa Company The British South Africa Company Investments Limited Central Mining Finance Limited The Central Mining & Investment Corporation Limited Centramic Properties Limited 51 Centramic U.K. Limited Charter Consolidated Investments Limited Charter Consolidated Services Limited Minera Mines Limited A. Moir & Co. Limited Elastic Rail Spike Company Limited Heatrae Limited Lee Green Precision Industries Limited Rathdown Industries Limited Australia Charter Consolidated Investments Australia Limited Charter Consolidated Prospecting Australia Limited Bermuda Greenpoint Company Limited Canada Interlink Investments Limited ELECTRONICAL Y ELCTRONIALY ELECTRONICAL Y ELCTRONICALY FILED - of these companies is wholly owned except where otherwise stated and all the shares or stock held are either unclassified or classified as ordinary Oct 18 PRINCIPAL ACTIVITY 10:39 AM investment holding investment dealing investment dealing investment dealing property development industrial holding investment holding service mineral exploration services railway track fastening heating equipment components for telecommunications components for television and telecommunication telcomunications telcomuniatos- holding investment investment holding prospectinprospegcting Xe) oo Oo U investment holding or] ~ gl holding investment investment holding Cura^aoNetherlands Antilles Charter Consolidated Overseas N.V. investment dealing France Charter France services Luxembourg Charter European Holdings investment holding 34 Group subsidiary companies COMPANY AND COUNTRY OF INCORPORATION Malaysia Charter Consolidated Malaysia Sendirian Berhad Peru Charter Minera South Africa Centramic South Africa Limited The Consolidated Mines Selection Johannesburg Limited Equinox Investments Limited Swaziland Swaziland Collieries Limited 63.4 Shares in these companies are held directly by Charter Consolidated the shares in the remaining companies are held through subsidiaries ELCTRONIAY FILED - 2023 Oct 18 PRINCIPAL ACTIVITY 10:39 AM investment holding - RICHLAND prospecting - investment dealing investment holding investment holding COMN coal mining PLEAS - 203CP41759 35 EXTRACT FROM CONDITIONS GOVERNING SHARE WARRANTS TO BEARER 11. No person shall as holder of a Share Warrant be entitled to attend or to exercise any privilege as a Member at a meeting unless he shall three clear normal business days at least before the day fixed for the meeting have deposited i at the Transfer Office of the Company Kent House Station Road Ashford Kent or ii at the offices of Cr^'ditLyonnais 19 boulevard des Italiens Paris 2e and Banque Rothschild 21 rue Laffitte Paris 9e the Share Warrant in respect of which he claims to act as aforesaid and unless the Warrant shall remain so deposited until the close of the meeting and any adjournment thereof The Directors may in lieu of the deposit of a Share Warrant as aforesaid accept the deposit of a Certificate of an Authorised Depositary as defined by the Exchange Control Act 1947 or of some Banker or other person to be approved of by the Directors to the effect that the Warrant has been deposited with him and an undertaking by such Authorised Depositary Banker or other person that he will not surrender the possession of such Warrant except against the return to him of such Certificate of Deposit and Undertaking Every such Certificate of Deposit and Undertaking shall specify the number of the Share Warrant so deposited the name and address of the person so depositing the same and the number of shares represented by such Warrant and the lodgement of such Certificate of Deposit and Undertaking shall if accepted by the Directors be for all the purposes of these conditions equivalent to the deposit of the Share Warrant to which it relates 12. The Company shall deliver to the person so depositing a Share Warrant or Certificate of Deposit and Undertaking a certificate stating his name and address and the number of shares represented by the relative Warrant and such certificate shall entitle him to attend and vote in person or by proxy at a meeting in respect of the shares specified therein in the same manner and subject to the same provisions and restrictions as if he were a registered member provided that no form of proxy deposited with the Company shall be effective unless the relative certificate is deposited therewith and remains so deposited until after the meeting at which such form of proxy is used Upon surrender of such certificate to the Company the Warrant or Certificate of Deposit in respect whereof it shall have been given shall be returned ELCTRONIALY FILED EXTRAIT DES CONDITIONS D'ACTIONS AU PORTEUR REGISSANT LES 2023 CERTIFICATS sera 11. Aucun d^'tenteur de certificat d'actions au porteur ne admis ^ assister ^ une Assembl^'e G^'n^'raleou ^ y exercer ses droits d'associ^' s'il n'a pas trois jours ouvrables moins avant la date de cette Assembl^'ed^'pos^' francs 10:39 10:39 i Au Bureau des Transferts Road Ashford Kent ou de la Soci^'t^H' ouse 10:39Station che ii Au Cr^'ditLyonnais 19 boulevard des Italiens Paris 2e ou Banque Rothschild 21 rue Laffitte Paris 9e HO! le certificat d'actions dont il se r^'clameet ^ condition ^'galement que ledit certificat demeure en d^'p^jtusqu'^ la cloture de l'A sembl^'eG^'n^'ralm e ^"meen cas de renvoi de celle Les Admin strateurs pourront accepter qu'^ la place du certificat d'actions d'actions soit d^'pos^'uene attestation d^'livr^'pear un D^'positaire Acuhtaonrgiess^' tel que d^'fini par la loi de 1947 sur le contr^le des un Banquier ou toute autre personne agr^'^'epar eux Par cette attestation le D^'positaireAutoris^'le Banquier ou toute personne d^'clareraavoir re^ule d^'p^dtu certificat et s'engagera ^ ne s'en dessaisir que contre remise de cette attestation de d^'p^tet d'engagement Chaque attestation de d^'p^tet d'engagement devra mentionner le num^'ro du certificat d'actions d^'pos^' nom et l'adresse du d^'posantet le nombre d'actions repr^'sent^'es par ce certificat S'il est accept^' par les Administrateurs repr^'sent^'es d^'p^dte cette attestation aura aux termes de ces conditions les m^"meseffets que le d^'p^dtu certificat d'actions qu'il repr^'senter 12. La Soci^'t^'d^'livrera au d^'posantd'un certificat d'actions portare d'une attestation de d^'p^tet d'engagement une formule portare ses nom et adresse et le nombre d'actions repr^'sent^'espar certificat correspondant cette formule lui permettra d'assist et de voter en personne ou par mandataire ^ une Assembl^'e G^'n^'raleen vertu des actions qui y sont mentionn^'es de la m^"memani^reet sous les m^"mesconditions et limitations que sad ^'taittitulaire de titres nominatifs ^'tantbien entendu qu'aucune procuration d^'pos^'aeupr^sde la Soci^'t^n 'e sera valable que si la formule correspondante y est jointe et demeure en d^'potjusqu'^ la fin de l'Assembl^'epour laquelle cette procuration a ^'t^'donn^'e Lors de la remise de cette formule ^ la Soci^'t^'l'attestation de d^'pot ou le certificat d'actions en contre duquel il aura ^'t^'d^'livr^'sera rendu au d^'posant MM les actionnaires sont inform^'s qu'ils peuvent se procurer un exemplaire en fran^ais de ce rapport et de l'allocution du Pr^'sidenten s'addressant soit au Secr^'taire CHARTER CONSOLIDATED LIMITED 40 Holborn Viaduct London EC1 30 soit au CREDIT LYONNAIS soit chez BANQUE ROTHSCHILD 19 boulevard des Italiens Paris 2e 21 rue Laffitte Paris 9e