In the normal course of the business, the Group enters into various transactions with related parties. Related party transactions
exist between shareholders, directors, directors of subsidiaries and key management personnel. Outstanding balances at the
year-end are unsecured and settlement occurs in cash. All intergroup transactions have been eliminated on consolidation.
| |
2018
US$’000 |
|
2017
US$’000 |
|
| Transactions and balances with related parties: |
|
|
|
|
| Trade and other receivables (note 15) |
|
|
|
|
| The Tharisa Community Trust |
1 |
|
5 |
|
| Rocasize Proprietary Limited |
71 |
|
54 |
|
| Karo Mining Holdings Limited |
20 |
|
– |
|
| Karo Zimbabwe Holdings (Private) Limited |
254 |
|
– |
|
| Karo Platinum (Private) Limited |
40 |
|
– |
|
| Salene Chrome Zimbabwe (Private) Limited |
12 |
|
– |
|
| Salene Technologies Proprietary Limited |
4 |
|
– |
|
| Salene Mining Proprietary Limited |
15 |
|
– |
|
| |
417 |
|
59 |
|
| Trade and other payables (note 20) |
|
|
|
|
| The Leto Settlement |
2 000 |
|
– |
|
| Rocasize Proprietary Limited |
31 |
|
– |
|
| |
2 031 |
|
– |
|
| Amount due to directors |
|
|
|
|
| A Djakouris |
22 |
|
21 |
|
| JD Salter |
31 |
|
30 |
|
| OM Kamal |
16 |
|
16 |
|
| C Bell |
25 |
|
26 |
|
| R Davey |
20 |
|
19 |
|
| J Ka Ki Chen |
11 |
|
11 |
|
| ZL Hong |
19 |
|
– |
|
| |
144 |
|
123 |
|
| Total other payables |
2 175 |
|
123 |
|
| Interest-bearing – accrued dividends to related parties |
|
|
|
|
| Arti Trust |
– |
|
2 486 |
|
| Ditodi Trust |
– |
|
214 |
|
| Makhaye Trust |
– |
|
214 |
|
| The Phax Trust |
– |
|
425 |
|
| The Rowad Trust |
– |
|
213 |
|
| MJ Jacquet-Briner |
– |
|
213 |
|
| |
– |
|
3 765 |
|
| Acquisition of 26.8% of Karo Mining Holdings Limited from: |
|
|
|
|
| The Leto Settlement |
4 500 |
|
– |
|
| Cost of sales |
|
|
|
|
| Rocasize Proprietary Limited |
234 |
|
– |
|
| Consulting fees received |
|
|
|
|
| Rocasize Proprietary Limited |
32 |
|
– |
|
| Karo Zimbabwe Holdings (Private) Limited |
128 |
|
– |
|
| Consulting fees paid |
|
|
|
|
| Rocasize Proprietary Limited |
234 |
|
– |
|
| Salene Mining Proprietary Limited |
17 |
|
– |
|
| Interest expense |
|
|
|
|
| Langa Trust |
– |
|
3 |
|
| Arti Trust |
514 |
|
262 |
|
| Ditodi Trust |
47 |
|
27 |
|
| Makhaye Trust |
47 |
|
27 |
|
| The Phax Trust |
93 |
|
53 |
|
| The Rowad Trust |
47 |
|
27 |
|
| MJ Jacquet-Briner |
47 |
|
27 |
|
| |
795 |
|
426 |
|
Compensation to key management
| |
Salary
and fees
US$’000 |
|
Expense
allowances
US$’000 |
|
Share-based
payments
US$’0 |
|
Provident
fund and
risk
benefits
US$’000 |
|
Bonus
US$’000 |
|
Total
US$’000 |
|
| 2018 |
|
|
|
|
|
|
|
|
|
|
|
|
| Non-executive directors |
612 |
|
– |
|
– |
|
– |
|
– |
|
612 |
|
| Executives directors |
1 361 |
|
9 |
|
760 |
|
83 |
|
700 |
|
2 913 |
|
| Other key management |
932 |
|
31 |
|
1 222 |
|
107 |
|
420 |
|
2 712 |
|
| |
2 905 |
|
40 |
|
1 982 |
|
190 |
|
1 120 |
|
6 237 |
|
| 2017 |
|
|
|
|
|
|
|
|
|
|
|
|
| Non-executive directors |
536 |
|
– |
|
– |
|
– |
|
– |
|
536 |
|
| Executives directors |
1 333 |
|
9 |
|
821 |
|
73 |
|
143 |
|
2 379 |
|
| Other key management |
865 |
|
27 |
|
518 |
|
95 |
|
117 |
|
1 622 |
|
| |
2 734 |
|
36 |
|
1 339 |
|
168 |
|
260 |
|
4 537 |
|
Awards to the key management in the period under review are as follows:
| |
Opening
balance |
|
Allocated |
|
Vested* |
|
Forfeited |
|
Total |
|
| 2018 ordinary shares |
|
|
|
|
|
|
|
|
|
|
| LTIP – executive directors |
1 808 316 |
|
697 206 |
|
(900 099) |
|
– |
|
1 605 423 |
|
| LTIP – key management |
1 202 153 |
|
483 348 |
|
(586 062) |
|
– |
|
1 099 439 |
|
| 2017 ordinary shares |
|
|
|
|
|
|
|
|
|
|
| LTIP – executive directors |
1 723 522 |
|
842 682 |
|
(757 888) |
|
– |
|
1 808 316 |
|
| LTIP – key management |
1 115 106 |
|
564 792 |
|
(477 745) |
|
– |
|
1 202 153 |
|
* At 30 September 2018 the vested shares have not yet been transferred to the respective employees.
| |
Opening
balance |
|
Allocated |
|
Vested |
|
Forfeited |
|
Total |
|
| 2018 ordinary shares |
|
|
|
|
|
|
|
|
|
|
| SARs – executive directors |
1 362 327 |
|
697 206 |
|
(940 986) |
|
– |
|
1 118 547 |
|
| SARs – key management |
924 136 |
|
483 348 |
|
(641 740) |
|
– |
|
765 744 |
|
| 2017 ordinary shares |
|
|
|
|
|
|
|
|
|
|
| SARs – executive directors |
1 243 870 |
|
842 682 |
|
(724 225) |
|
– |
|
1 362 327 |
|
| SARs – key management |
885 344 |
|
564 792 |
|
(526 000) |
|
– |
|
924 136 |
|
Relationships between parties
The Tharisa Community Trust and Rocasize Proprietary Limited
The Tharisa Community Trust is a shareholder of Tharisa Minerals Proprietary Limited and owns 100% of the issued ordinary share capital of Rocasize Proprietary Limited.
Langa Trust, Arti Trust, Phax Trust and Rowad Trust
A director of the Company is a beneficiary of these trusts.
Ditodi Trust and Makhaye Trust
Certain of the non-controlling shareholders of Tharisa Minerals Proprietary Limited are beneficiaries of these trusts.
MJ Jaquet-Briner
MJ Jaquet-Briner is a director of Tharisa Minerals Proprietary Limited and is a shareholder in the non-controlling interest of
Tharisa Minerals Proprietary Limited.
The Leto Settlement
The beneficial shareholder of Medway Developments Limited, a material shareholder in the Company.
Salene Chrome Zimbabwe (Private) Limited
This company is a wholly owned subsidiary of Leto Settlement, the beneficial shareholder of Medway Developments Limited, a
material shareholder in the Company.
Salene Mining Proprietary Limited and Salene Technologies Proprietary Limited
A director of the Company is a director of these entities.
Karo Mining Holdings Limited, Karo Zimbabwe Holdings (Private) Limited and Karo Platinum (Private) Limited
The Company owns 26.8% of the issued share capital of Karo Mining Holdings Limited. Karo Mining Holdings Limited owns
100% of the issued share capital of Karo Zimbabwe Holdings (Private) Limited and Karo Platinum (Private) Limited. |