RCL Foods : 2022 Annual Financial Statements (0.88mb)

RCL FOODS LIMITED

ANNUAL FINANCIAL STATEMENTS

FOR THE YEAR ENDED JUNE

2022

CONTENTS

REGULATORY APPROVALS

Approval of the Annual Financial Statements	3
Statement of responsibility	4
Certificate by the Company Secretary	4
Report of the Audit Committee	5
Report of the Directors	8
Independent Auditor's Report	10

GROUP FINANCIAL STATEMENTS

Consolidated Statement of Financial Position	16
Consolidated Income Statement	17
Consolidated Statement of Comprehensive Income	18
Consolidated Statement of Changes In Equity	19
Consolidated Cash Flow Statement	20
Notes to the Consolidated Cash Flow Statement	21
Accounting Policies	24
Notes to the Consolidated Financial Statements	39

COMPANY FINANCIAL STATEMENTS

Company Statement of Financial Position	116
Company Statement of Comprehensive Income	117
Company Statement of Changes in Equity	118
Company Cash Flow Statement	119
Notes to the Company Cash Flow Statement	120
Notes to the Company Financial Statements	121

SHARE AND SHAREHOLDER INFORMATION

Share and Shareholder Information

127

RCL FOODS LIMITED ANNUAL FINANCIAL STATEMENTS 2022

2

APPROVAL OF THE ANNUAL

FINANCIAL STATEMENTS

for the year ended June 2022

The Directors are responsible for the preparation and integrity of the Annual Financial Statements of the Company and the Group and other information included in this report which has been prepared in accordance with International Financial Reporting Standards. The Directors are also responsible for the systems of internal control.

The Directors, supported by the Audit Committee, are of the opinion, based on the information and explanations given by management and the internal auditors and on comment by the independent external auditors on the results of their statutory audit, that the Group's internal accounting controls are adequate, so that the financial records may be relied upon for preparing the financial statements and maintaining accountability for assets and liabilities. The Directors believe that the Group's assets are protected and used as intended in all material respects with appropriate authorisation. Nothing has come to the attention of the Directors to indicate that any material breakdown in the functioning of these controls, procedures and systems has occurred during the period.

In preparing the Annual Financial Statements, the Group has used appropriate accounting policies, supported by reasonable judgements and estimates, and has complied with all applicable accounting standards. The Directors are of the opinion that the Annual Financial Statements present fairly the financial position, changes in equity, results of operations and cash flows of the Company and the Group at June 2022 and the results of its operations for the year then ended. The Directors are also of the opinion that the Group will continue as a going concern in the year ahead.

The Annual Financial Statements set out on pages 16 to 126, which have been prepared on the going concern basis, were approved by the Board of Directors on 2 September 2022 and are signed on its behalf by:

JJ Durand	PD Cruickshank
Non-executive Chairman	Chief Executive Officer
2 September 2022

RCL FOODS LIMITED ANNUAL FINANCIAL STATEMENTS 2022

3

STATEMENT OF RESPONSIBILITY

for the year ended June 2022

In accordance with the JSE Listings Requirements, each of the Directors, whose names are stated below, hereby confirm that:

• the Annual Financial Statements set out on pages 16 to 126, fairly present in all material respects the financial position, financial performance and cash flows of the Company and the Group in terms of IFRS;
• to the best of our knowledge and belief, no facts have been omitted or untrue statements made that would make the Annual Financial Statements false or misleading;
• internal financial controls have been put in place to ensure that material information relating to the Company and its consolidated subsidiaries have been provided to effectively prepare the Annual Financial Statements of the Company and the Group;
• the internal financial controls are adequate and effective and can be relied upon in compiling the Annual Financial Statements, having fulfilled our role and function as executive Directors with primary responsibility for implementation

and execution of controls. Where we are not satisfied, we have disclosed to the Audit Committee and the auditors any deficiencies in design and operational effectiveness of the internal financial controls and have taken steps to remediate the deficiencies; and

• we are not aware of any fraud involving Directors.

PD Cruickshank	RH Field
Chief Executive Officer	Chief Financial Officer
2 September 2022

CERTIFICATE BY THE COMPANY SECRETARY

for the year ended June 2022

I hereby certify that in respect of the year ended June 2022, the Company has lodged with the Registrar of Companies all such returns as are required of a public company in terms of section 88(2) of the Companies Act of South Africa and that all such returns are true, correct and up to date.

LG Kelso

Company Secretary

2 September 2022

RCL FOODS LIMITED ANNUAL FINANCIAL STATEMENTS 2022

4

REPORT OF THE AUDIT COMMITTEE

for the year ended June 2022

This report sets out how the Audit Committee discharged its responsibilities during the financial year ended June 2022 as required in terms of section 94 of the Companies Act of South Africa (the Companies Act).

MANDATE AND TERMS OF REFERENCE

The responsibilities of the Audit Committee are incorporated into the Committee's charter which is reviewed annually and approved by the Board. The Committee has conducted its affairs in compliance with this charter and has discharged its responsibilities contained therein.

A copy of the charter can be found on our website www.rclfoods.com/governance/corporate-governance/governance-documents

AUDIT COMMITTEE MEMBERSHIP AND RESOURCES

The Audit Committee consists of four independent non-executive Directors, and the Chairman of the Risk Committee (ex- officio), Mr GC Zondi. Mrs CJ Hess is the Chairperson of the Commitee. All members of the Committee have the requisite financial literacy, knowledge and commercial skills and experience to contribute effectively to committee deliberations.

The Committee met four times during the year as per the Audit Committee charter. The Chief Executive Officer (CEO), Chief Financial Officer (CFO), Internal Audit Director (IAD), Finance Director (FD), and the external audit partner attend meetings by invitation. Other members of the Board and management team attend as required. The Committee meets separately with the external and internal auditors at least once a year without management present, to ensure that all relevant matters have been identified and discussed without undue influence.

			26 August	3 September	24 February	23 June
Members		Appointed	2021	2021	2022	2022
CJ Hess1	BCom, PGDA, CA(SA)	June 2018	Present	Present	Present	Present
NP Mageza	ACCA(UK)	September 2009	Present	Present	Present	Present
DTV Msibi	BBusSc, BCom (Hons),	August 2013	Present	Present	Present	Present
	MCom, CA(SA)
GM Steyn	BA (LLB)	March 2019	Present	Apology	Present	Present
GC Zondi2	BCompt (Hons), AGA (SA)	July 2018	Present	Present	Present	Present

1. Committee Chairperson
2. Ex officio member

ELECTION OF COMMITTEE MEMBERS

In terms of section 94(2) of the Companies Act, it was resolved at the Annual General Meeting held on 16 November 2021 that, CJ Hess, NP Mageza, DTV Msibi and GM Steyn be re-appointed as members of the Audit Committee until the next Annual General Meeting on 9 November 2022.

RCL FOODS LIMITED ANNUAL FINANCIAL STATEMENTS 2022

5