2022

INTEGRATED

ANNUAL

REPORT

GROUP PROFILE

OUR STRATEGIC BUSINESS CONTEXT

OUR INVESTMENT PERFORMANCE

CORPORATE GOVERNANCE

SUPPLEMENTARY INFORMATION

CONTENTS

2

3

4

6

10

12

14

16

18

20

23

24

34

36

40

40

42

43

44

48

49

51

52

ABOUT THIS REPORT

ABOUT GPI

Chairman's review

Board of directors

OUR STRATEGIC BUSINESS CONTEXT

Critical relationships and risk management

Stakeholders value creating business model

Material risks

OUR INVESTMENT PERFORMANCE

Chief Executive Officer's review

Salient Features

Group Financial Director's review

CORPORATE GOVERNANCE

Corporate Governance Report

Board committees and reports

  • Audit and Risk Committee Report
  • Remuneration and Nomination Committee Report
  • Remuneration Report
  • Implementation Report
  • Social and Ethics Committee Report

GENERAL INFORMATION RELATING TO SHAREHOLDERS

GLOSSARY OF TERMS

CORPORATE INFORMATION

Grand Parade Integrated Annual Report 2022

Grand Parade Integrated Annual Report 2022    1

GROUP PROFILE

OUR STRATEGIC BUSINESS CONTEXT

OUR INVESTMENT PERFORMANCE

CORPORATE GOVERNANCE

SUPPLEMENTARY INFORMATION

ABOUT THIS REPORT

ABOUT GPI

REPORT SCOPE, BOUNDARY

Grand Parade Investments Ltd's ("GPI" or "the Group") integrated annual report 2022 ("this report") provides a succinct review of our strategy and business model, operating context, material stakeholder interests, key risks, and performance and governance practices, covering the financial year ending 30 June 2022. This report is supplemented by our separate Consolidated Annual Financial Statements 2022 ("AFS"). The report focuses on

REPORTING PRINCIPLES TARGET

This report was prepared in accordance with International Financial Reporting Standards ("IFRS"), the JSE Listings Requirements and the Companies Act, No. 71 of 2008, as amended ("the Companies Act"), where relevant. The report has sought to apply the International Framework of the International Integrated Reporting Council ("IIRC"). GPI has applied the majority of the principles and recommendations outlined in the

Grand Parade Investments ("GPI") is an empowering investment holding company that holds investments in the gaming sector.

The Company was founded in 1997 for the purpose of partnering with Sun International South Africa (Pty) Ltd as its primary black economic empowerment partner

in the Western Cape. R28 million was raised from over 10 000 previously disadvantaged community members.

Since then GPI has grown its investment portfolio within the gaming industry and currently holds interests in some of the best performing gaming assets in South Africa. GPI is also listed on the main board of the JSE Limited ("JSE").

the activities of GPI as an investment holding company, and includes an analysis of our underlying investments, both in the Executive Reviews section (pages 20 - 27) and the Investment Reviews section (pages 28 - 32), focusing on the most material investments only. Since last year there have been no material changes to the Group's organisational structure.

TARGET AUDIENCE AND MATERIALITY

This report has been prepared primarily for current and prospective investors, although it is also relevant for any other stakeholder who has an interest in GPI's performance and prospects. This report focuses on those issues that we have identified as being most material to our capacity to create value and deliver on our strategic growth objectives. In addressing these material issues, we review what we do (page 3), identify the material interests of priority stakeholders (page 12), assess the principal risks and opportunities arising from the operating context and review our performance and governance practices (pages 34 - 39) aimed at ensuring value.

EXTERNAL ASSURANCES

Independent external auditors, Deloitte & Touche, audited the AFS in accordance with the International Standards on Auditing. The opinion of the external auditors is provided in the full AFS. The Group has not sought external assurance on the contents of this report.

King IV Report on Governance™ for South Africa 2016 (King IV™); a summary of those principles that were not fully applied is presented on the Company's website at www.grandparade.co.za.

FORWARD-LOOKING STATEMENT

This report contains certain forward-looking statements that relate to the financial position and results of the operations of GPI and its investments. These statements, by their very nature, involve risk and uncertainty as they relate to future events and depend on circumstances that may or may not occur in the future. Factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, global and national economic conditions, interest rates, exchange rates and regulatory delays or changes. The forward-looking statements have not been reviewed or reported on by the Group's external auditors.

APPROVAL OF THE INTEGRATED

ANNUAL REPORT

The Board acknowledges its responsibility to ensure the integrity of the integrated annual report. The directors confirm they have collectively assessed the content of the report and believe that it is a fair representation of the Group's material issues, performance and prospects. The Board has therefore approved the integrated annual report 2022 for release to stakeholders.

INVESTMENT AND EFFECTIVE HOLDING

100%

30%

26%

15.1%

15.1%

GPI

Sun Slots

Infiniti Gaming

Worcester

SunWest

Properties

Africa

Casino

2 Grand Parade Integrated Annual Report 2022

Grand Parade Integrated Annual Report 2022    3

GROUP PROFILE

OUR STRATEGIC BUSINESS CONTEXT

OUR INVESTMENT PERFORMANCE

CORPORATE GOVERNANCE

SUPPLEMENTARY INFORMATION

CHAIRMAN'S REVIEW 2022

Most notably we declared an ordinary dividend of 12 cents per share, a special dividend of 88 cents per share and a dividend in specie to the value of 37 cents per share bringing the total dividends declared to 137 cents per share.

ALEXANDER ABERCROMBIE

The year under review has not been as tough as the past two years although there were other challenges as we continued with our strategy to unlock value for shareholders through a controlled sale of assets. We continue to pursue this strategy in a controlled manner to ensure we realise maximum value for our shareholders. Only once we believe for-value offers are on the table will transactions be put to shareholders for approval.

The economy is still not firing on all cylinders. Growth has been slow and the lack of service delivery which I mentioned last year has worsened and been exacerbated by loadshedding and water issues. This has put a huge damper on the efforts to restart the economy and the huge losses being suffered will hamper the recovery we all expected. Most of the poorly run Municipalities have not improved on their past performance and unemployment is at a very high level.

All of this has slowed the recovery of the performance of the gaming assets but management at Sun International have put strategies in place to ensure that we are ahead of the game as we move forward. Let me say a big thank you to Sun International for the excellent work they are doing in managing these assets.

You will see from the reports of the Chief Executive Officer, Mohsin Tajbhai and Group Financial Director, Jayson October that the performance of the company has been good under the circumstances. Most notably

we declared an ordinary dividend of 12 cents per share, a special dividend of 88 cents per share and a dividend in specie to the value of 37 cents per share bringing the total dividends declared to 137 cents per share.

Once again, I am satisfied to the best of my knowledge that we have adhered to all our compliance obligations relating to gambling legislation, labour matters, tax issues, JSE requirements and the prescripts of King IV™, as well as the Companies Act and that the reporting mechanisms put in place will ensure that we continue to do so.

I wish to thank the CEO, Mohsin Tajbhai and his management team as well as our Company secretarial, our attorneys and sponsors for ensuring compliance in this regard.

Finally, I must say a big thank you to my fellow board members for their huge contribution to ensuring that we maintain good corporate governance and that a virtuous cycle of respect, trust and candor exists on the board.

Thank You.

4 Grand Parade Integrated Annual Report 2022

Grand Parade Integrated Annual Report 2022    5

GROUP PROFILE

OUR STRATEGIC BUSINESS CONTEXT

OUR INVESTMENT PERFORMANCE

CORPORATE GOVERNANCE

SUPPLEMENTARY INFORMATION

BOARD OF DIRECTORS

Mohsin is a professional structural engineer with a Master's degree

Mohsin

Appointed to the Board

in engineering from the University of Cape Town ("UCT") and also holds

a Master's degree in Business Administration (MBA) from the Graduate

on 28 November 2018

Tajbhai

GROUP CEO

School of Business at UCT. He started his career at GPI as the chief operating

Appointed as CEO

officer ("COO") of manufacturing and properties and progressed to group

(42)

COO. Prior to his career at GPI, he served as the chief executive officer

on 1 July 2019

of Nadeson Consulting Services, a Cape Town-based civil engineering

EXECUTIVE

company.

DIRECTORS

Jayson

Appointed to the

Jayson holds the qualifications BCompt (Hons), and CA(SA). He has over

Board on 1 April 2020

14 years', professional experience including serving as Group management

October

GROUP FINANCIAL DIRECTOR

accountant, Group financial manager, and deputy chief financial officer

(41)

Appointed as Financial

during his time with the Company. Prior to joining GPI, Mr October served as

an audit supervisor at Mazars.

Director on 1 April 2020

Alex is an attorney by profession and a consultant to the national law firm

Cliffe Dekker Hofmeyr. Alex is a former Acting Judge of the Cape High Court

and a qualified International Commercial Mediator.

Appointed to the Board on

His association with GPI dates back to the inception of the Company in 1997

Alexander

when he was appointed as a non-executive director. On 11 June 2012, he was

20 October 1997

appointed as the executive director responsible for the Group's gambling

Abercrombie

NON-EXECUTIVE CHAIRMAN

operations until his retirement from the executive role on 28 February 2015.

(71)

Appointed as Chairman on

He remains on the Board as the non-executive chairman of GPI. Alex

is chairperson of Sun Slots and its seven subsidiaries (the management

NON

01 February 2020

company, the six slots routes owned by Sun Slots countrywide) and is a director

of the Grand Gaming Corporate Social Investment Company.

-

EXECUTIVE

Alex also serves on the Boards of SunWest (GrandWest Casino and the Table

Bay Hotel) and Worcester Casino.

DIRECTORS

Walter is a chartered accountant (CA)(SA), an admitted advocate of the

Appointed to the Board

High Court of South Africa and a Professor at the University of the Western

Cape. Among his many other academic achievements, he has authored/

Walter

on 17 September 2013

co-authored over 14 published books on a variety of subjects such as

LEAD INDEPENDENT

Geach

company law, corporate governance, financial accounting, taxation,

NON-EXECUTIVE DIRECTOR

Appointed as lead

(67)

financial planning and trusts. The books are used extensively in practice by

independent director on

accountants, consultants, lawyers and financial planners, an example of such

09 September 2019

is 'Companies and other Business Structures' published by Oxford University

Press, which Walter co-authored with Judge Dennis Davis.

BOARD DIVERSITY: AGE %

25 25

12

37

31 - 40yrs 40 - 50 yrs 50 - 60 yrs >60 yrs

BOARD DIVERSITY: TENURE

1

1

6

0 - 5 yrs

5 - 10 yrs

10 - 20 yrs 20+ yrs

BOARD DEMOGRAPHIC %

12 25

50

12

White male

White female

Black male

Black female

6 Grand Parade Integrated Annual Report 2022

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Grand Parade Investments Limited published this content on 31 October 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 31 October 2022 15:21:01 UTC.