Integrated Annual Report

INTEGRATED ANNUAL REPORT 2013
AFGRI Limited
12 Byls Bridge Boulevard
Highveld Ext 73 Centurion 0157
PO Box 11054 Centurion 0046
GPS 255146.13S 281224.74 E
afgri@afgri.co.za
www.afgri.co.za
T +27 11 063 2347

F +27 87 942 7463
Our integrated annual

report presents both our
financial and sustainability
reporting to shareholders
and interested stakeholders.
WELCOME TO AFGRI Contents
1 How we performed
3 Our primary purpose
4 Group overview
6 What we do
9 How we are structured
10 Who we are
11 Where we operate
14 Our business model
16 Our leadership
20 Strategic positioning
22 Our strategy
23 Our key performance indicators
24 Chairmans report
26 Chief executive officers report
28 Operating context
30 Our operating environment
32 Our stakeholders
34 Our impacts
36 Material issues, risks and opportunities
40 Our group performance
42 Value creation financial and economic
42 Our financial performance
47 Value added statement
48 Five-year financial review
49 Five-year share performance
50 Delivering on our strategy
50 AFGRI Agri Services
52 AFGRI Financial Services
54 AFGRI Foods
56 Value creation ensuring our sustainability
56 Our commitment to economic
transformation
58 Our commitment to the environment
62 Governance and accountability
64 Corporate governance statement
73 Regulatory compliance
74 Risk management
76 Remuneration Committee report
84 Annual financial statements
86 Directors responsibility statement
86 Certificate by Company Secretary
87 Independent auditors report
88 Audit and Risk Committee report
90 Social and Ethics Committee report
91 Remuneration disclosures
94 Directors report
97 Accounting policies
112 Group annual financial statements
174 Company annual financial statements
186 Shareholder information and references
187 Notice of AGM and form of proxy
IBC Administration
How to get the most out of our annual report

Offering world-class services and products
Increasing the return on assets
Expanding into industrial food processing
Growing the core business across the continent
Internal
External
King
III King III references see page 64 to 72
WELCOME TO AFGRI About this report
We are pleased to present AFGRIs 2013 integrated annual The following guidelines were considered during the
report (IAR) for the period 1 July 2012 to 30 June 2013. preparation of this IAR:
The Discussion Papers entitled Framework for Integrated
The scope of this report includes specifications, a review and Reporting and the Integrated Report (2009) issued by the
performance of all of AFGRIs operations and subsidiaries. Integrated Reporting Committee (IRC) of South Africa;
For the disclosure of sustainability indicators the report only Towards Integrated Reporting (2011) issued by the
includes that of AFGRIs South African operations. Based on International Integrated Reporting Committee (IIRC);
materiality the disclosure of sustainability indicators related to the GRI Sustainability Reporting Guidelines;
our foreign operations, associate and joint venture companies the King Report on Corporate Governance for South Africa,
as well as third-party storage facilities managed by AFGRI is 2009 (King III); and
not included. The report includes a full set of our consolidated The consultation draft of the International Integrated
annual financial statements and financial information included Reporting Framework issued on 16 April 2013 for
elsewhere in the IAR was extracted from, and will correlate commentary by the IIRC.
to, these statements.
This year, we again reported a self-declared B level IAR in
Interactions with AFGRI stakeholders, internal knowledge terms of the GRI. The GRI content index is not included in this
of issues, themes, risks and opportunities, combined with a report, but is available at www.afgri.co.za.
review of the Global Reporting Initiative (GRI) indicators, were
considered to produce a list of relevant matters and topics. Approval and assurance
Matters reported on throughout this report are those that are The Board is responsible for the integrity of the IAR. The Audit
considered material to AFGRI. and Risk Committee assisted the Board in this regard. The
consolidated annual financial statements were externally
Materiality was determined based on the guidance provided audited by PricewaterhouseCoopers Incorporated. AFGRI
by both the GRI and the Integrated Reporting Committee (IRC) obtained varying levels of assurance on the sustainability
in particular the construction of a matrix and the scoring data disclosed in this report through its combined assurance
of a matter based on: approach, including internal controls, reports from external
its relevance to the sector; consultants and verification by rating agencies. However,
the influence of the stakeholder with whom the matter is the Audit and Risk Committee concluded that until AFGRIs
associated; combined assurance framework has matured, additional
whether the matter is a risk and/or opportunity for AFGRI; external assurance on the sustainability disclosures would not
the ability of AFGRI to optimise or lessen the impact; and be cost efficient.
whether the matter is topical.
For further information regarding this report, please contact
No limitations were placed on the Group in preparing this our Company Secretary using the details provided on the
report. The Group has a formal process for the collection of inside back cover.
financial and sustainability data with data recording and
collection at business unit level and the consolidation thereof
at Group level. The financial information presented in the Forward looking statements
2012 IAR has been restated in line with IFRS for discontinued Certain statements in this document are forward looking.
operations, for the change in the accounting policies and the These relate to, among other things, the plans, objectives,
reclassification of selling and administration expenses and goals, strategies, future operations and performance of AFGRI
interest to cost of sales (refer to page 168). Limited and its subsidiaries (AFGRI or the Group). Words such
as anticipates, estimates, expects, projects, believes,
Improvements in this years report intends, plans, may, will and should and similar
A number of refinements have been made to this years report. expressions are typically indicative of a forward looking
These include more detailed disclosure on our strategy, the key statement. These statements are not guarantees of AFGRIs
performance indicators used to manage the implementation of future operating, financial or other results and involve certain
our strategy, and how our three segments are delivering against risks, uncertainties and assumptions. Accordingly, actual results
set objectives. Our strategic objectives have been aligned with and outcomes may differ materially from those expressed or
risks facing the Group and our corporate governance section implied by such statements. AFGRI makes no representations
includes greater disclosure. We aimed to simplify information or warranty, express or implied, that the operating, financial or
with the use of infographics where possible and to limit the other results anticipated by such forward looking statements will
duplication of information throughout the IAR. be achieved and such forward looking statements represent,
in each case, only one of many possible scenarios and should
Reporting principles not be viewed as the most likely or standard scenario. Due to
Our consolidated annual financial statements were prepared the point in time nature of the IAR, AFGRI cannot undertake
in accordance with International Financial Reporting Standards to continuously update the historical information or forward
(IFRS) and comply with the JSE Listings Requirements and the looking statements in this document.
Companies Act, No 71 of 2008, as amended.
AFGRI
2 013 integrated an n ua l re p or t
HOW WE PERFORMED
FINANCIAL INDICATORS
HEPS from all operations Group revenue EPS from all operations
down increases to down
32,9% to R8,573 billion 50,3% to

38,0 cents (2012: R7,565 billion) despite 29,0 cents
difficult trading conditions
(2012: 56,6 cents) (2012: 58,3 cents)
Decrease in dividend per Operating profit EBITDA down 9,5%

share to decline by
to R692 million
18,95 cents per share 49,4% to R285 million
(2012: R765 million)
(2012: 28,30 cents) with (2012: R563 million)
declaration of final dividend
of 3,30cents
Further improvement in The Group generated Net asset value per share
gearing with debt:equity cash of increased to
of
R802 million 610,6 cents per share
0,9 times
from its operating activities (2012: 490,5 cents)
(2012: 1,8 times)
(2012: utilised R1,156 million)
Return on shareholders Operating cash flows Debt:equity ratio Leverage ratio

equity R millions Times Times
%
14 1 200 3,5 7,0
12 3,0 6,0
10 600 2,5 5,0
8 2,0 4,0
0
6 1,5 3,0
4 (600) 1,0 2,0
2 0,5 1,0
0 (1200) 0 0
2011 2012 2013 2011 2012 2013 2011 2012 2013 2011 2012 2013
HEPS Total assets Profit for the year

Cents/share R millions R millions
60 9 000 300
50 7 500 250
40 6 000 200
30 4 500 150
20 3 000 100
10 1 500 50
0 0 0
2011 2012 2013 2011 2012 2013 2011 2012 2013
*Comparative information for 2012 has been restated refer to note 51 of the consolidated annual financial statements.
A F GRI
2013 integrated annual report 1
HOW WE PERFORMED continued
NON-FINANCIAL INDICATORS
Record in daily receipt Poultry industry BEE ownership structure

of maize has been successfully
indistress
72 759 tons on extended and refinanced
12 June 2013 by the Land Bank
(69 969 tons in 1989)
19% decrease in GroCapital increase Launch of Mauritius-based

average storage days, fee-based income by
closing stock 19% as a result of higher emerging farmer ownership structure
18% higher
volumes through its development to facilitate growth into
broking business
programme rest of the continent
than 2012
50% increase in AFGRI bought a Unigro debtors under

management up by
tractor sales from 51% interest
African operations R1,6 billion
in a service and input
provider to the poultry allowing an increase in fee
industry in Nigeria income
Average number of Lost-time injury Electricity consumption Water consumption

employees frequency rate (LTIFR) Thousand MWh M
LTIFR = lost-time injuries
5 000 x 200 000 divided 3,5 160 2 000
by total hours worked 1 800
3,0 140
4 000 1 600
2,5 120
1 400
3 000 100 1 200
2,0
80 1 000
2 000 1,5 800
60
1,0 600
40
1 000 400
0,5 20 200
0 0 0 0
2011 2012 2013 2011 2012 2013 2011 2012 2013 2011 2012 2013
B-BBEE contributor Carbon footprint CSI

Levels Thousand tCO2e R million
60 300 5,0
50 250 4,0
40 200
3,0
30 150
2,0
20 100
10 50 1,0
0 0 0
2010* 2012 2013 2011 2012 2013 2011 2012 2013
*No verification was undertaken on the Groups 2011 information due to delays in finalising the certificate
for 2010.
AF GRI
2 2013 integrat e d a n n ual re por t
OUR PRIMARY PURPOSE
Our primary purpose is to generate sustainable shareholder value,

while creating value for all our stakeholders. Growth is an important
element of ensuring we achieve our primary purpose but this cannot
be at any cost.
We are committed to apply sustainability

considerations and high ethical standards across all
our activities, whether in-house or outsourced.
More information on stakeholders on page 32.
Our approach to risk management is designed to

enable the early identification of risks and clear
decision-making. Such decisions are informed by an
understanding of the commercial, financial, compliance,
legal and reputational implications of these risks.
Our risk appetite and combined assurance approach

determine the efficacy of the strategies necessary to
mitigate risks.
More information on risk on page 36.
Corporate governance provides guidance and oversight

as we seek to achieve a balance between conformance
with governance principles and performance in terms of
Sustainable performance means that we address matters a sustainable return on shareholders funds.
broader than the achievement of short-term goals and profits. More information on
We consider the changed socio-political environment in South corporate governance on page 64.
Africa and the responsibilities thatthis implies. We are acutely
aware of the increasing need to treat natural resources with
respect and ensure that we do as little harm as possible in
pursuit of our primary purpose.
More information on our environmental impact on page 58.
A F GRI
GROUP OVERVIEW Contents
6 What we do
9 How we are structured
10 Who we are
11 Where we operate
14 Our business model
16 Our leadership
AF GRI
GROUP OVERVIEW
What we do
2013 performance# Key features
AFGRI Gross segment revenue Record tractor and combine harvester sales
New record on daily receipts of grain at silos recording
AGRI SERVICES R3 054 million 72 759 tons on 12June 2013
(2012: R2 766 million)*
Impairment of goodwill relating to Australian business unit
Revenue contribution to Group Harare John Deere dealership at breakeven 20 months
after establishment
36% Implementation of the merger of our retail business with that
(2012: 32%) of Senwes
Segment PBT Intensely competitive retail environment
38%
R219 million
(2012: R263 million)
AFGRI Gross segment revenue

19% increase in fee-based income in GroCapital
34% increase in debtors book under management
FINANCIAL SERVICES R366 million Unique funding solution for the emerging farmer
(2012: R368 million)*
Slower than anticipated finalisation and implementation of
Revenue contribution to Group GroCat businessplan
4%
(2012: 4%)
16% Segment PBT
R91 million
(2012: R58 million)
Gross segment revenue Lower margin resulting in a loss-making Poultry business unit
AFGRI with poultry imports and feed prices reaching record levels
FOODS R5 371 million resulting in a R117 million impairment of goodwill and
(2012: R4 658 million)*
other intangibles
Revenue contribution to Group Increased efficiencies at AFGRI Poultry and successful
rollout of the Ross breed across the operation
63% Profitability at Nedan return to 2011 levels
(2012: 54%) Delay in commercialisation date of the new preparation
Segment PBT and extraction plants at Nedan
38%
R99 million loss
(2012: R61 million profit)
*Prior year information has been restated refer to note 51 of the consolidated annual financial statements.
#
Excluding the results disclosed as discontinued operations.
AF GRI
RETAIL AND EQUIPMENT
Retail Equipment Grain Management
Comprehensive product and services range available Supplier of mechanised equipment tailored to the Industry leader in the handling and storage of
through a network of 65 retail outlets country-wide needs of the commercial farmer grains. World-class technology in silo inventory
providing inputs required for a successful crop The business unit further supports the farmer with management, electronic silo certificates and a wealth
Brands associated with this unit including the joint mobile workshops to undertake servicing and of experience in grain procurement spanning the
venture withSenwes are: Town & Country; Farm City; maintenance requirements onsite to ensure effortless 90years that AFGRI has been in business
Village and Prodist (formerly the Partrite business) management of an agricultural fleet It offers secure storage and handling of agricultural
It is the single largest John Deere franchise in Africa products/commodities throughout Southern Africa in
with 11 centres in South Africa, one in Zambia, both owned and third-party owned storage facilities.
two in Zimbabwe and one in Ghana. The unit also Grain is handled and stored separately according
operates a John Deere franchise in Australia together to its characteristics and the division provides both
with a truck dealership quality and quantity guarantees
Own infrastructure includes 65 grain silos and
13grain bunkers with one bunker in Zambia
andone in Congo Brazzaville
GroCapital
Specialised Finance Broking and Financial Markets GroCat joint venture
Provides tailormade financial solutions to corporates Offers clients broking facilities to hedge the price risk A joint venture with Macsteel International which
involved in the agricultural value chain. Certain of agricultural commodities on SAFEX and currency focuses on and endeavours to participate in the
solutions are offered as an agent for the Land Bank risk on Yield-X. The platforms allow clients to trade in total value chain through joint ownership in a coal
on an originator and administrator basis SAFEX futures and options beneficiation plant
Solutions include short-term stock facilities (commodity Serves as a gateway to international trade for clients It supplies washed coal from the mine to ensure a
backed), short-term debtor facilities and term loans for offering foreign exchange products including letters of supply of consistent quality coal to the end-user
new infrastructure credit on an agency basis
The corporate debtors lending book includes SADC Commodities that can be hedged include maize,
debtors funded from South Africa wheat, sunflower, sorghum and soybeans
ANIMAL PROTEIN OIL, MILLING AND PROTEIN
AFGRI Animal Feeds AFGRI Poultry AFGRI Milling
Converts grain together with oil seeds and other key Integrated operation supplying our broiler farms with Three ISO22000 and BRC certified mills producing
elements of protein and energy, into balanced feed day-old chicks produced by our parent stock mainly yellow corn grits. Grits are intended for
for animals mainly in the dairy and poultry industry. Grows and process broilers into frozen whole birds, industrial and/or manufacturing use mainly by the
Other products include pet and aqua food. individually quick-frozen (IQF) portions, fresh whole snack industry
25% of AFGRI Animal Feeds production is utilised by birds and portions, while using specially formulated These grits are unique and purposely refined in
AFGRI Poultry feed supplied by AFGRI Animal Feeds accordance to customers requirements. The end
Provides superior manufacturing technologies, AFGRI Poultry processes over a million birds per week product has various uses including value-added
ongoing innovation and excellence in a recently upgraded facility products such as cereals, crisps and thickeners
Seven factories have the combined production Activities in Nigeria include a 51% stake in Bnot
capacity of over 1 million metric tons per annum Harel, a company which is a service and input
making it one of South Africas leading animal feed provider to the poultry industry in Nigeria and
manufacturers whichspecialises in pharmaceuticals, animal feeds
pre-mixes and day-old chick hatchery supplies
A F GRI
GRAIN MANAGEMENT
Grain Marketing Collateral Management International (CMI) Our products and the markets we service
Market leader in the procurement and selling of CMI provides risk management services to financial Main customers are farmers, smallholders, the general
agricultural commodities focusing on the origination institutions, insurers, commodity traders and farmers. public, other co-operatives and retailers, agricultural
of commodities on behalf of third parties and end- Their services can be classified as collateral contractors, logistic industry, millers, grain traders and
users management, stock monitoring, storage and financial institutions
Procurement agents are nationally based, procuring inspections Income consists mainly of
revenue generated from the sale
agricultural commodities, which include white and CMI operates in various African countries, including ofproducts,
yellow maize, soya beans, sunflower seed, wheat Mozambique, Ghana, Botswana, Swaziland, income from services provided, and
and sorghum, from trustworthy grain producers across Zambia and Zimbabwe commission and admin fees earned
SouthAfrica on the trading of commodities and
risk management services offered
Retail products consist of an extensive
range of agricultural, home and garden, outdoor and
DIY products, including selected building materials.
Within the retail range is the John Deere brand and
other agricultural equipment as well as spare parts
Services include the handling and storage of grain
and value-added services such as drying and
blending
Unigro Financial Services
Unigro Farmer Lending Unigro Insurance Brokers Our products and the markets we service
Acts as an originator and administrator for the Land Provider of short-term and long-term insurance in its Main customers are farmers, importers and exporters,
Bank in the extension of agricultural credit in the form capacity as broker millers, processors and traders of agricultural
of short, medium and long-term debt Wide range of products available such as commodities, corporates and financial institutions
This market leader provides farmers a competitive commercial and industrial insurance, crop insurance Income consists mainly of administration
fees for services offered (i.e. the
finance structure, with services that are easy to and specialised farming insurance
origination and administration of debt),
understand, and transparently administered commission earned on the sale of
Extended to our operations in Zambia, offering insurance products, interest income on
mainly production, asset management and term facilities offered by Specialised Finance
facilities to small scale farmers on a non-agent basis and fee income
Also funded the farmer programme in Congo on hedging services
Brazzaville from SouthAfrica Income also includes the Groups share
of profit after taxation in the joint venture GroCat
Products include mortgage bond finance for the
purchase of land, commodity specific seasonal
facilities for the purchase of production inputs, term
loans for new infrastructure, financing for the purchase
of new or second-hand agricultural equipment and
revolving credit facilities
OIL, MILLING AND PROTEIN
Nedan Our products and the markets we service
Nedan has soya, sunflower and cotton crushing and oil extraction plants Main customers are livestock farmers (dairy, poultry, beef, pork, ostrich and other),
It processes oil and other raw materials into edible oils, fats and high-protein poultry growers, independent wholesalers and retailers, retail chains, animal feed
textured vegetable products for human consumption (mainly in the food manufacturers, industrial food processors and fast food chains
processingand fast food industries) and soya, sunflower, and cotton oil cake Income is derived from the gross margin earned on the
foranimal feed manufacturing of animal feeds, production and sale of day-old
chicks and poultry end products, the sale of milled intermediary
yellow maize products and the sale of vegetable oilcakes, edible
vegetable oils, soya protein concentrates and the sale of soya,
sunflower and cotton oil cake
AFGRI
GROUP OVERVIEW
How we are structured
Izitsalo Employee Investments

AFGRI Limited
Proprietary Limited
3%
26,77% 73,2 100%
AFGRI AFGRI
Operations Limited Mauritius Holdings Proprietary Limited
South African operations Non-South African operations
AFGRI AFGRI AFGRI

AGRI SERVICES FINANCIAL SERVICES FOODS
Retail and Equipment GroCapital AFGRI Animal Feeds
Grain Management Unigro AFGRI Poultry
Unigro Insurance Brokers AFGRI Milling
Oil and Protein
AF GRI
GROUP OVERVIEW
Who we are
OUR SIX CAPITALS OUR VISION

We have sourced and secured financial To be a leading food and agricultural
capital from our shareholders and lenders company in Africa.
and invested this in a variety of capital assets
across our value chain. OUR MISSION
To provide the highest standard of services
In order to extract value from these assets, and products to our customers, having due
we have nurtured and developed our human consideration for all stakeholders and the
capital, investing in our employees to environment through the application of best
develop AFGRI specific intellectual products practices and available technologies.
in order to serve our customers. We have
acquired intellectual capital from industry OUR VALUES
leaders for the same purpose. Management lead by example as we strive
to live our values every day.
We value the natural capital that provides
us with much of our raw material and our Our values are:
customers with much of their production. Integrity
We work hard to minimise our impact on Passion
the environment and are constantly aware of Accountability
the debt that we owe the natural world. Respect
Teamwork
At AFGRI we protect and develop our Service excellence and
social capital through engagement with Innovation.
stakeholders, targeted transformation and
focused efforts to improve the lives of the less
fortunate in the areas where we operate.
A F G RI
GROUP
OVERVIEW
A F GRI
GROUP OVERVIEW
Where we operate
UNITED KINGDOM
NIGERIA
GHANA
DRC
ZIMBABWE MAURITIUS
NAMIBIA
BOTSWANA MOZAMBIQUE AUSTRALIA
SWAZILAND
SOUTH AFRICA
LIMPOPO
GAUTENG MPUMULANGA
NORTH WEST
KWAZULU-NATAL
FREE STATE
NORTHERN CAPE
SOUTH AFRICA
AFGRI MILLING AND POULTRY
EASTERN CAPE
GRAIN MANAGEMENT SILOS
GRAIN MANAGEMENT BUNKERS
RETAIL - AFGRI FarmCity, Town & Country, Village (Senwes merger)
WESTERN CAPE MECHANISATION
FINANCIAL SERVICES (GroCapital, Broking, Unigro all)
NEDAN
AFGRI ANIMAL FEEDS
AF GRI
GROUP OVERVIEW
Who we are continued
We are a diversified agri services and industrial food processing company listed
onthe Johannesburg Securities Exchange (JSE) with a market capitalisation of
more than R1,7billion.
1948
Acquires mill in Middelburg for
36000
1923
Founded in 1923 as the Oos-Transvaalse
Landboukoperasie (OTK) with an original
membership of 29 farmers
1953
Decision taken to build very
first silo at Marble Hall with
200 000 bag capacity
1930 1963
Record 60 000 bags of maize handled OTKs first grain silo at Marble Hall
(enough to fill the tube of one modern commissioned
daysilo)
1944
Assets exceeded 1 million with
capital and reserves of 100 000
and 125 staff members
1962 1980
1947 In 1962 the co-operative entered into an Grain silo and milling
Acquires first mill at Kinross for agency agreement with John Deere which business purchased at Leslie
30000 has now grown to be the single largest
John Deere distributorship in Africa
AF GRI
1996
Listed on the JSE. Embarked on further
expansion in the industrial foods sector
andvalue-added agricultural services 2008
Debtors book grows to R4,66 billion
2009
Record maize crop in AFGRI regions
2010
Restructuring of BEE ownership structure
and benefit to BEE exiting partners of
R129,2 million
2012
2000 Repositioning of Financial Services with
Becomes first JSE listed company to finalisation of fee-based business model
acquire some of its own shares Acquisition of yellow maize milling
business of Pride Milling
Record tractor sales as John Deere
agent
2001
Shareholders urge reconstitution of the
Board in an effort to transform OTK to
a world-class agri business
2003
In 2003 the Company changed its name
to AFGRI Limited
2013
A merger of retail business with that
ofSenwes
Extension and refinancing of 2004
2004 BEEtransaction
Entered into a broad-based black economic Expanding the African footprint
empowerment transaction
Today AFGRI comprises three segments:
AFGRI Agri Services which represents
the assets and operations from the
original farmers co-operative
AFGRI Financial Services which provides
financial products to customers in the
primary agricultural sector, the food
processing sector and the Group as a
whole
AFGRI Foods which contains the
Groups investments in poultry,
animalfeeds and industrial food
processing assets
A F GRI
GROUP OVERVIEW
Our business model
Financial
Agri Services
Services
The Agri Services business of the AFGRI Group comprises AFGRI is a leading provider of specialised
the retail, equipment and grain management divisions. finance to businesses involved in the
These divisions focus on serving the primary agricultural agricultural value chain. It also originates
production sector. and administers credit facilities to
primary producers of agricultural
products on behalf of the Land Bank.
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A F GRI
GROUP OVERVIEW
Our leadership
NON-EXECUTIVE DIRECTORS
JPR (Jethro) Mbau (62)

Chairman
Banking Diploma, Business Management Diploma Executive Management Programme
Appointed to the Board: 2006
In total Jethro has some 21 years of experience in the corporate banking and investment banking
arena with major financial institutions including Citibank (UK and USA), First National Bank,
Nedbank and Investec. Jethro was a co-founder of the black consortium which established
Real Africa Investments and a previous Chairman of Land Bank from 2002 to 2005.
Other board memberships: Regent Insurance Company Limited, Regent Life Company Limited and
Babcock Proprietary Limited.
L (Linda) de Beer (44)

Deputy Chairman
CA(SA), MCom (Tax)
Linda is an experienced Independent Director, reporting and corporate governance adviser as
well as a visiting professor in the School of Accountancy at the University of Witwatersrand.
She is also involved in director development and training. Currently, she is the Chairman of
the Consultative Advisory Group of International Auditing and Assurance Standards Board; a
member of the King Committee on Corporate Governance in South Africa; the Issuers Services
Advisory Committee of the JSE, the Financial Reporting Standards Council and the Committee
for Auditing Standards of the Independent Regulatory Board of Auditors in South Africa.
Other board memberships: Royal Bafokeng Platinum Limited, Hospitality

Property Fund Limited and Verlorenkloof Share Block Proprietary Limited.
DD (Dave) Barber (61)

FCA (England and Wales), AMP (Harvard)
Dave is a former global Chief Financial Officer of Anglo Coal, a division
of the Anglo American plc Group and Chief Financial Officer of Anglo
American Corporation of South Africa. Prior to the unbundling of Anglovaal
Group, he held the position of Group Chief Financial Officer.
Other board memberships: Chairman of the Audit and Risk Committee of Murray
& Roberts Holdings Limited and Chairman of the Anglo Medical Scheme.
LM (Lwazi) Koyana (45)

BCom, BCompt (Hons) CTA
Lwazi completed his articles of clerkship with Coopers and Lybrand in 1992 and joined the University of
Transkei as Chief Internal Auditor while acting as part-time lecturer in Taxation and Auditing at the same
institution. He left the university in 1994 to pursue a career in investments with Syfrets Managed Assets in
Cape Town as Investment Analyst where he spent three years. He left Syfrets Managed Assets in 1998
in order to start Infinity Asset Management where he acted as Managing Director and Investment Analyst
looking after the retail, food and beverage sectors. When Infinity was sold in 2001, he founded Nations
Capital Advisors, a boutique corporate finance and advisory services firm of which he is currently
Chief Executive, bringing his financial services and investments experience to a total of 19 years.
Other board memberships: Nations Capital Projects Proprietary Limited, Vaxispex
Proprietary Limited, Securedata and Mineworkers Investment Company (MIC).
AF GRI
Independent Director
Member of the Audit and Risk Committee
Member of the Credit Committee
Member of the Social and Ethics Committee
Member of the Nominations Committee
Member of the Remuneration Committee
Member of the Sustainability Committee
Member of the Investments Committee
BA (Busi) Mabuza (49)

BA, MBA
Busi worked as a systems analyst in New York while completing her MBA. She joined
Investec Asset Management on her return to South Africa and fulfilled the roles of IT Strategist,
Investment Analyst and Portfolio Manager. Busi has worked in various other investment
management institutions until being appointed as a partner at Ethos Private Equity Limited.
She is experienced in the areas of fundraising for corporate actions and private equity
transactions, investment analysis, portfolio management and corporate governance.
Other board memberships: Development Bank of Southern Africa, African Business News
Proprietary Limited, the Industrial Development Corporation, the Airports Company South
Africa Limited, CEFSOC Limited, the Strategic Fuel Fund, Lehumo Womens Investment
Holdings and SFF Association and Izitsalo Employment Investments Proprietary Limited.
CT (Theo) Vorster (50)

BCom, BCom (Hons), Member of the JSE
Theo has more than 11 years of stock broking experience with PSG,
culminating with his appointment as Chief Executive Officer of PSG
Online Securities, during which time he served on various PSG boards.
Theo established Galileo Capital in 2005 and currently serves as

the Chief Executive Officer and remains a major shareholder.
Other board memberships: Galileo Capital, Izitsalo

Employment Investments Proprietary Limited.
L (Louisa) Stephens (37) NC (Nick) Wentzel (57) LL (Louis) von Zeuner (52)

BBusSc (Finance), BCom (Hons) BCom, CTA, CA(SA) Bachelor of Economics
(Accounting), CA(SA) Appointed to the Board: 2012 Appointed to the Board: 2013
Appointed to the Board: 2013 Nick has more than 30 years of experience in Louis has extensive experience in the financial
Louisa is an independent financial trader the foods sector. After completing his articles services sector. He spent 32 years with
and enterprise development specialist. at KPMG, Nick gained experience at Gencor, the Absa Group, his last position being
Genfood (now Premier Foods) and Tiger that of Deputy Group Chief Executive.
Louisa has 10 years experience in investment Brands. In 1997 Nick returned to Genfood as
banking and private equity and has evaluated CEO and in 2001 joined Astral Foods as CEO, Other board memberships: Absa
and funded a number of businesses in the cementing his experience in the poultry and Limited, Telkom Limited, Edcon Limited,
agricultural sector during her career. Most animal feed industries. Before joining AFGRI Cricket South Africa (CSA) and
recently she held a position as Fund Manager as a non-executive director, Nick spent time at Afrikaanse Handelsinstituut (AHI).
of uMnotho Fund in the Fund Management both Parmalat Africa and Reunert as CEO.
Division of the National Empowerment
Fund. Louisa held various positions including Other board memberships/Trusteeships:
transactor at Rand Merchant Bank in the SAFoods Brands Proprietary Limited,
Investment Banking division in the Acquisition NMI Group Trust.
and Leveraged Finance team; General
Manager of the Investment and Finance
Divisions of Nozala Investments and Chief
Investment Officer of Circle Capital Ventures.
Louisa served her articles at KPMG in Bank A F GRI
Audit in the Financial Services division.
GROUP OVERVIEW Our leadership continued
EXECUTIVE DIRECTORS
Independent Director
Member of the Audit and Risk Committee
Member of the Credit Committee
Member of the Social and Ethics Committee
Member of the Nominations Committee
Member of the Remuneration Committee
Member of the Sustainability Committee
Member of the Investments Committee
CP (Chris) Venter (45)

Chief Executive Officer
BA, MBA
Chris obtained valuable merchant banking experience during seven
years with Standard Merchant Bank (now Standard Corporate
and Investment Bank), where he was primarily involved with
trade and project finance. He concluded his employment with
SCIB as Head of the Export Credit Finance Department.
Chris joined Absa Corporate and Merchant Bank in 1999 as team

leader of the Structured Trade and Commodity Finance team. In total
he spent seven years with Absa Corporate and Merchant Bank of
which three years were in New York as Head of the Structured Trade
Finance unit focusing on commodity financing in Latin America. On
returning to South Africa in December 2004 he was appointed as
head of the Global Structured Trade and Commodity Finance Team.
In June 2006 Chris joined AFGRI as Managing Director of AFGRI

Financial Services and Insurance and assumed responsibility for
the Groups Treasury division. Subsequently, he has held various
director positions within AFGRI, including Chairman of Agricola
and AFGRI Western Cape. He was appointed to the Board of
AFGRI Operations Limited in July 2007 and appointed as Group
Chief Executive Officer with effect from 1 October 2008.
GJ (Johan) Geel (46)

Financial Director
BCom (Hons) (Acc) CA(SA)
Appointed to the AFGRI Board: 2012
Johan served as Audit Manager at PricewaterhouseMeyernel (now PwC)
after completing articles of clerkship and joined OTK (now AFGRI Operations
Limited) in November 1995, fulfilling various senior positions. He joined the
Industrial Equipment division of Eqstra Holdings in April 2008 as Financial
Director only to return to AFGRI five months later when appointed as COO
of GroCapital, a division of AFGRI in October 2008 and Managing
Director of Deposita, an associate of AFGRI, in February 2009. Johan was
appointed as an Executive Director of AFGRI Operations Limited in October
2009 being the Group Chief Operating Officer since November 2009
and appointed Financial Director of the Company in October 2012.
AF GRI
AFGRI OPERATIONS LIMITED
PJP (Pieter) Badenhorst (43)

Director: Legal
BCom (Law) (cum laude), BCom (Hons),
LLB (cum laude), LLM (Banking and
Stock Exchange Law), Admitted Attorney
of the High Court of South Africa
Appointed to the AFGRI Operations
Limited Board: 2009
Pieter commenced his candidate attorney
training with Couzyn Hertzog & Horak Inc. in
January 1995. He joined Absa Bank Limited
in January 1997 fulfilling various roles during
the next 11 years, including: Legal Adviser:
Absa Corporate and Merchant Bank (1998 to
2000); Senior Legal Adviser: Absa Corporate
and Merchant Bank (2000 to 2002); Group
Legal Counsel Absa Corporate and Merchant
Bank (2002 to 2004); Legal Adviser:
Specialised Finance Legal (2004 to 2005);
Programme Manager: Legal Workstream:
Barclays/Absa Integration Programme (June
2005 to January 2006); Head: Office of the
General Counsel (January 2006 to October
2008); Head: Specialised Finance Legal
(December 2006 to November 2008).
Pieter joined AFGRI in December 2008 as

Group Legal Counsel and acted as Company
Secretary during the period December 2008
to March 2009. He was appointed as an
executive director of AFGRI Operations Limited
in October 2009. Pieter is responsible for the
Legal and Secretarial function of the Company.
MM (Mulco) Manyama (55)

Director: Human Resources
Diploma in Co-operative Management and Administration, Postgraduate Diploma
in Co-operative Studies (Finance and Management), Bachelor of Business
Administration, MBA, Member of the South African Board of Personnel Practice
(SABPP) and registered as a Chartered Human Resource Practitioner
Appointed to the AFGRI Operations Limited Board: 2009
During the period 1993 to 2000 Mulco fulfilled the positions of Chief Training Officer and
Manager: Training, Communication and Community Development for the Agricultural and
Rural Development Corporation (formerly the Lebowa Development Corporation). In 2000 he
moved to MEEC (formerly the Mpumalanga Development Corporation) as Human Resources
Manager and later as Human Resource Executive. Mulco joined AFGRI in 2005 as Human
Resources Manager for the Producer Services division and was later appointed to the position
of Human Resources Director for the Groups Financial Services division. He was appointed as
Group Executive: Human Resources in 2008 and as an executive director of AFGRI Operations
Limited in October 2009. Mulco is responsible for the Companys Human Resources function.
A F GRI
STRATEGIC POSITIONING Contents
22 Our strategy
23 Our key performance indicators
24 Chairmans report
26 Chief Executive Officers report
AF GRI
STRATEGIC
POSITIONING
A F GRI
STRATEGIC POSITIONING
Our strategy
Through our focused strategy workshops we roll out our Board approved strategy to divisional management.
Weidentify performance indicators which we use not only to direct our executive and management teams but also
to measure how we are delivering on our strategic objectives. Opco follows a hands-on approach to executing
strategy, ensuring regular management meetings to also provide qualitative feedback on our progress. Through
this and other internal processes, like our risk management process, we identify risks and challenges impacting our
strategy which we use in turn to dynamically adapt and align our execution.
The table below summarises our current strategy and the key performance indicators supporting it. It also provides
insight on what we achieved during the year with more detail being provided in our Chairmans report, our
CEOsreport,as well as in the Our Groups performance section of this IAR.
Strategy What it means
Offering world-class services Our aim is to provide a range of world-class

andproducts services and products to our clients, from
servicing a farmers John Deere equipment on
his farm during harvest time to the high quality oil
produced for KFC. Customer satisfaction is key.
Increasing the return on assets We focus on increasing the capacity of our

production and storage assets while improving
efficiencies across all our operations.
A continued focus on growing our market
share at the same time is critical. The end result
will be a better return on our assets. Through
all of this we consider the environment and
by minimising our impact we give the return a
green lining.
Expanding into industrial food We understand the cyclicality of the agricultural

processing value chains impact on our results. Our
mitigation strategy is to diversify further into
the industrial foods sector. Organic growth
through capital expenditure or by acquisition
requires careful consideration.
Growing the core business across As part of our drive to contribute towards
the continent food security, we will expand our core grain
competencies across the African continent. The
skills and experience derived in South Africa
will be key to the success of implementing our
business model elsewhere in Africa.
AF GRI
STRATEGIC POSITIONING
Our key performance indicators
Key performance indicators How weve measured

Expanding our product range offering more to clients and customers Merger of Retail business with Senwes
Expanding our service offering to clients and customers CMI services expanded
Constantly improving our service to clients and customers
Maintaining key customer relationships
Increasing turnover Turnover up by 13%
Growing the John Deere market share John Deere market share of 30%
(2012: 32%)
Expanding the bunker storage capacity Two new bunkers in South Africa
Increasing our storage capacity throughput
Growing the fee-based product offering within the Financial Excellent performance by Financial
Services businesses Services, refer page 52
Selectively diversifying the product mix in our food business into 20% increase in fresh products sold
value-added products byPoultry
Increasing production capacity and efficiencies throughout our food
business Process efficiencies at Poultry
Targeting a return on equity of 20%
Selling our non-core assets ROE of 5,0% (2012: 11,7%)
Improving our gearing ratio Sold Deposita Systems, refer page129
Capital expenditure management Gearing of 0,9 times (2012: 1,8 times)
Refer to segment report
Targeting Group contribution from our Food segment of 60% Negative contribution of 64%
Increasing production capacity in the food business (2012:positive 22%)
M&A strategy targeting industrial food sectors Increased capacity at Poultry and
Nedan expansion project progressing
well
M&A strategy targeting assets outside South Africa Acquisition of Nigerian business
Funding vehicle to introduce partners for Africa expansion Mauritius-based structure
Replacing ZAR-based funding of our African operations with
USD-based funding
Growing core business across the rest of the continent:
Growing equipment sales on the rest of continent to South African Increase in tractor sales of 50%
levels
Expanding the grain value chain to the rest of the continent Bunkers in Zambia and Congo
Implementing agency-based funding platform for non-South Brazzaville operational for full year
African debtors
Entering the poultry export market
A F GRI
LEADERSHIP COMMENT
Chairmans report
LEADERSHIP
COMMENT
Jethro Mbau
Chairman
Introduction Strategy and overview

Welcome to AFGRIs 2013 integrated annual report where Over the past 12 months the Groups strategic metrics
we aim to provide all stakeholders with an overview of how were critically reviewed and challenged by the Board and
we are delivering on our strategy, AFGRIs priorities, and management, and our deliberations have confirmed our
application of our resources in our operating environment as commitment and steadfast focus on the grain value chain.
well as our response to risks, threats and opportunities. Our Furthermore, a significant amount of energy was expended on
report aims to inform stakeholders of how we created value the Groups continental expansion initiative and involvement
with government and various industry bodies to encourage
for all stakeholders with a legitimate interest in our long-term
the implementation of measures to limit the dumping of
sustainable growth.
cheap poultry products from abroad. Transformation within
the organisation also received meticulous attention, resulting
Performance in the Group being accorded level 5 contributor status, an
The Groups performance reflects a decline in profitability from improvement on the prior year.
R196 million to R99 million following the economic downturn
and the significant and unabated imports of cheap poultry Operating environment
products, which led to the Poultry business unit incurring aloss. The dynamic surrounding AFGRI Poultry remains of great
concern as the industry faces challenges of crisis proportions.
The Foods segment was further impacted by the Animal Feeds The sector has been characterised by massive cheap imports
business unit delivering less than pleasing results due to high of poultry products from Latin America and the European
raw material costs. This was offset to a degree by the Oil and Union. Consequently, decisive and effective government tariff
Protein business unit and the Milling business unit returning protection against poultry dumping is imperative if the sector
favourable results. is to avoid a calamity.
The Agri Services segment continues to generate praise-

Agricultural year
The maize output for 2013 is estimated to be 11,4 million tons.
worthy results supported by market share growth in the John
The maize crop will be consisting of an estimated 6million
Deere equipment business. The Grain Management division
tons of white maize and 5,4 million tons of yellow maize,
commenced the year with high stock levels and benefited largely in line with market expectations. AFGRIexperienced
further from a healthy harvesting season which produced a a healthy harvesting season from its farmers, 20% larger
2013 maize output crop estimated at 11,4 million tons. than the prior year, due primarily to good rains during the
growing period which yielded an average of between
Financial Services focused its efforts on fee-income generated 5 and 6 tons of maize per hectare.
business, and returned a stellar performance on the back of
a wider product offering. The division was further aided by Sustainability
volatile commodity markets that fuelled higher volumes for the During the past year we adopted a five-year environmental
Broking business. roadmap to guide us on our sustainability journey. The Group
succeeded in managing its carbon footprint by improved
The Retail business, which was merged with that of Senwes efficiencies around energy usage. An effluent solution was
towards the latter part of the financial year, experienced lower implemented at Nedan and the outcome of an environmental
impact assessment is awaited at AFGRI Poultry to roll out the
consumer demand and suffered both volume and margin
effluent solution there.
squeeze as a result of fierce competitive forces.
AF GRI
The Grain Management division commenced the year with
high stock levels and benefited further from a healthy
harvesting season which produced a 2013 maize output
crop estimated at 11,4 million tons.
Food security The Board appointed two independent non-executive directors,

Food security remains a key imperative and is at the core Louis von Zeuner and Louisa Stephens, and I extend a warm
of our existence. The South African Government estimates welcome to them. They bring a wealth of corporate and banking
that of a total population of 50 million people in the country, experience to the Board, and I trust that their tenure with us
approximately 11 million are food insecure. To this end, our will be long and mutually beneficial.
emerging farmer programme was officially launched in May
of this year and we currently have 13 farmers undergoing In line with the Board succession plan, Linda de Beer was
a rigorous five-year training plan. Under this programme, appointed deputy Chairperson of the Board effective from
AFGRI was recently accredited as a strategic partner by 21November 2012.
the Department of Rural Development and Land Reform
to work with government and others to develop and assist It is appropriate that I express the Boards sincere thanks to our
the emerging farmers in rural areas to convert land into a loyal customers, shareholders, organised labour, and other
productive resource. stakeholders for their support. Special thanks go to my fellow
Board members, the executives and general staff for their
Opportunities and challenges hard and dedicated work during difficult times.
AFGRIs continental expansion initiatives, on the back of
the grain and equipment business platforms, present new In conclusion, I extend my gratitude to the internal and external
opportunities and we need to give these embryonic enterprises auditors for their commendable counsel during the year.
sufficient space to produce satisfactory and measurable
results. The Groups key challenge relates to the continued Prospects
poultry imports, and the recent destructive strike by farm AFGRIs business prospects for the foreseeable future
workers for higher wages. remain positive, despite the material challenges faced
by the Poultry business unit around the uncertainty of
Dividend the imposition of import tariffs. Our confidence stems from self
The Group intends to maintain its dividend policy of two to belief, hard work, well-grounded operations, and the fact that
three times cover on headline earnings, and consequently our new initiatives are starting to gain traction, whilst the rest
at the Board meeting on 3 September 2013 a dividend of of the Group should continue to deliver healthy results.
3,30cents per share was approved.
Directorate
During the financial period, the following Board changes
took place:
Jan van der Schyff resigned as Group Financial Director Jethro Mbau
effective 4 September 2012 and Johan Geel was Chairman
appointed Group Finance Director on 24 October 2012. 3 September 2013
Nyeleti Shirilele resigned from the Board with effect from
13 November 2012.
I would like to express my gratitude to both of them for their

contribution to the Group, and wish them well for the future.
A F GRI
LEADERSHIP COMMENT
Chief Executive Officers report
LEADERSHIP
COMMENT
Chris Venter
Chief Executive Officer
Sustainable food security remains a focus point across Africa. Financial overview
Our drive to fulfil AFGRIs vision of becoming a leading The Agri Services segment continued to perform well on the
agricultural and foods company in Africa can be seen from back of yet another early crop in the AFGRI area. The Grain
our expansion into two additional African countries over the Management division achieved numerous landmarks during
past year. Focusing on expanding the operations within the the year, most notably a record set for handling the most grain
grain value chain continues to drive the strategy. on a single day in our 90-year history. The division ended the
year on 2,6 million tons of closing stock.
Positioning for growth through the expansion of
the industrial food processing footprint
To extend storage capacity AFGRI acquired the storage
The Group has taken a strategic decision to focus on
facilities of MGK, through a long-term lease agreement. A
positioning our core assets for growth, with an emphasis
on expanding our storage and processing capacity. To number of bunkers were erected across Africa and South
ensure growth, additional investment was made in the Africa and the Collateral Management division continues to
poultry operations and a number of expansion projects in the grow from strength to strength now operating out of six African
remaining foods businesses were undertaken. In addition to countries.
expanding our industrial food capacity, further growth was
pursued through the expansion of AFGRIs core agricultural The Equipment division recorded very good tractor sales
services including Grain Management, supported by financial supported by the large, early crop and excellent prices
services products and the supply of mechanisation solutions received by farmers.
and inputs to farmers.
2013 was the first full year in which both Unigro and
Achievements and developments during the year GroCapital operated on the new business model following
The unwinding and refinancing of our BEE ownership structure on the sale of the respective debtors books to Land Bank in
into a more simplified shareholding at AFGRI operations level, 2012. The performance of the Financial Services segment
is a milestone of which we are very proud of. The objective during 2013 confirms the success of the model. We are
was to create a sustainable structure which enables AFGRI excited about the business platform established in this segment,
BEE shareholders to create long-term value. The restructuring which has positioned the segment well for further growth.
of AFGRIs BEE shareholding is a process which started in
2010 when the individuals involved in the structure were
The Foods division continued to be impacted by high
bought out by Izitsalo Employee Investments. The finalisation
commodity prices and high levels of poultry imports from
of that process during this financial year is a highlight and
Brazil, hampering Group performance. Animal Protein
provides comfort that the BEE shareholders have direct input
and insights into the business. remains under pressure from high levels of poultry imports
as well as high commodity prices. The poultry industry was
A second major milestone transaction is the amalgamation of declared an industry in distress by the Minister of Trade and
AFGRIs retail and wholesale business with the retail business Industry in March 2013. The process for a potential increase
of Senwes. The new retail platform created not only will allow in import tariffs remains ongoing.
the business to grow but also introduces a new direction for
agri business in South Africa which we believe will create The Oil and Milling business units performed well considering
long-term value. the high raw material prices.
AF GRI
Our drive to fulfil AFGRIs vision of becoming a leading
agricultural and foods company in Africa can be seen from
our expansion into two additional African countries over the
past year.
Delivering on our strategy We remain proud of our achievements outside South Africa;
Offering world-class services and products and where we began operating in Zambia in 2000, we
Our overarching strategy, to be a leading food and now operate in eleven countries, following the establishment
agriculture company in Africa, remains intact and much has of a presence in Uganda after year-end and ever mindful that
been undertaken during the year to achieve this objective. AFGRI enters a country on the back of the grain value chain.
We remained focused on delivering world-class products and For details on our operations, activities and investments on the
services to our customers, increasing capacity and improving continent, please refer to page 11 in this IAR.
efficiencies while minimising the impact on the environment,
expanding our industrial food processing capacity and Transformation
growing our core grain business across Africa. We have made great strides in our transformation journey and
I am proud to report an improved BEE rating from a
Increasing the return on assets
level 6 contributor to a level 5 contributor through a concerted
During the year focus remained on effectiveness and
effort and an increased focus on the areas of skills development
increased operational efficiencies; unfortunately, however this
and preferential procurement. Transformation remains high on
resulted in restructuring and certain positions being declared
redundant at both head office and operations. At the poultry our agenda and is a business imperative, and we believe that
abattoirs, numerous automated processes were implemented. the investment we are currently making in skills development
Effectiveness of the poultry value chain was addressed by way will soon pay off in other elements of the scorecard such as
of product mix changes and expansion efforts, with slaughter employment equity.
capacity between both abattoirs increasing to 1,3 million
birds per week. A concerted effort has been made to secure Outlook
day-old chick supply to complete the poultry value chain. For the coming year, we will continue to focus on efficiencies
and cost control. A strong focus for the Group is to ensure the
Expanding into industrial food processing effective positioning of our Shared Services division following
In the past 12 months AFGRI invested R246 million into the retail merger with Senwes. We will continue to pursue
the various foods assets. Part of the extended food offering opportunities to expand the AFGRI model across the continent
includes the commissioning of a wheat mill at Harrismith and we look forward to our industrial expansion projects at
which will provide industrial wheat products to existing as Nedan and Milling being commissioned in the new year.
well as potential new customers. The Nedan expansion of the
preparation and extraction plants is well underway and will Appreciation
ensure that additional oil crushing capacity is in place to fulfil
I would like to thank the loyal AFGRI employees for their
obligations to the Yum (KFC) supply agreement post 2017.
commitment and effort in a challenging year and the AFGRI
Our industrial foods product offering now includes crushed
Limited Board for their contributions above and beyond what
yellow maize, wheat and oil processing.
is normally expected from Board members.
Growing the core business across the continent
In the 2013 year, AFGRI established a Mauritian holding
company to better position the Group for growth in Africa,
through access to Dollar denominated finance. A standalone
investment vehicle was created to involve investors and/or Chris Venter
investment partners in our African expansion. This will in turn Chief Executive Officer
assist to expand our core value chain across the continent. 3 September 2013
A F GRI
OPERATING CONTEXT Contents
30 Our operating environment

32 Our stakeholders
34 Our impacts
36 Material issues, risks and opportunities
AF GRI
OPERATING
CONTEXT
A F GRI
OPERATING CONTEXT
Our operating environment
We operate mainly in the agricultural and foods sectors of The relationship between the local maize prices and
South Africa. To understand our operating environment it is international prices determines the fate of any surplus maize
important for the reader to understand the sectors we operate in South Africa. Where local prices are very low compared to
in and our geographical spread. Details in this regard are international prices exports will take place regardless of local
provided on pages 6 and 11 of this IAR. The following stock levels and profitability for our farmers.
paragraphs provide insight into the external factors and
topical matters which impact on the Group. Weather conditions
Weather plays a pivotal role in the southern African agri-
International grain prices sector. Although South Africa has experienced six successive
One of the primary factors that have a significant impact on years of good crops, significant variations have been
the local agricultural economy is the international price of experienced between different grains and oil seeds as well as
coarse grains. The price of South African white and yellow fluctuations between regions, as can be seen from the recent
maize is closely correlated with the price of corn as recorded drought in North West with record crops being recorded
on the Chicago Board of Trade (CBOT), which also means in Mpumalanga. Weather pattern cyclicality therefore
that it is highly exposed to the Rand/Dollar exchange rate. contributes to uncertainty in our Agri Services segment.
Following the increased demand for bio-diesel, particularly The financial position of farmers and agricultural prospects
in the United States, the use of maize for ethanol production underpin the Groups Agri Services and Financial Services
is linked to the relation of the corn price to the price of Brent segments. The most recent crop, the timing and the rate
Crude Oil, i.e. the use of maize for ethanol production will of receipt into and discharge from its silos determine the
increase if Brent Crude Oil prices increase in relation to corn profitability of the grain management business.
prices and it becomes more profitable to produce ethanol due
to the rise in price of oil-based fuels. There is a slight delay The macro economy
in this correlation between oil prices and the use of maize for AFGRI is directly affected by the macro economy as this
ethanol production and this increased use has a direct impact drives food consumption levels, exchange and interest rates.
on the USA stock levels and therefore on the price of maize
in the USA.
AF GRI
The Foods segment of the business is immediately affected Emerging factors
by consumer behaviour and in times of economic downturn The South African farmer is faced with many threats and
is the first area to reflect this. Grain prices have an impact hence planning scenarios on a daily basis, impacting on
on AFGRIs food businesses through the cost of production, the long-term sustainability of commercial farming. Besides
procurement activities, stock holding and funding levels. the traditional factors such as weather patterns, grain prices,
Following the worldwide economic slowdown, South African availability and cost of funding and inputs, the farmer now
consumers are still buying less as they have less disposable faces new challenges including changes to the environment,
income. the increasing scarcity of water, land reform, the slowdown
in the economy and crime. AFGRI, throughout our 90 years
Exchange rates, interest rates and international oil prices in business, has been aware that the South African farmer is
impact on the input costs for grain production. This in turn passionate, resilient and has the ability to adapt, which in
impacts on the profitability of the commercial farmer and turn has ensured food security for South Africa through many
therefore the Groups Agri Services and Financial Services difficult times.
segments.
In Mpumalanga one of the main factors impacting on farmers
Exchange rates also impact the poultry and oil businesses and production is the deteriorating infrastructure, most notably
due to the close correlation between the level of imports of rail and road as a result of increased mining activities. The
substitute product and exchange rates. Following our current ever-increasing loss of arable land to mining activities places
expansion projects in Poultry, Oil and Protein and Milling, the additional strain on the natural environment with the risk of
impact has been increased. water and air pollution.
Food security AFGRI remains committed to supporting the farmer through

Food security refers to the availability of food and the the provision of support and services and the infrastructure
individuals access to it. A household is considered food- required to farm not just now, but into the future.
secure when its members do not live directly in hunger or
fear of starvation. World food security impacts on local grain Details of AFGRIs response to the factors mentioned above
prices and the Group. Growing populations, increasing are provided throughout this report.
middle class numbers, water scarcity and land challenges will
all impact on world food security.
South Africas growing population and the resultant expanding

middle class will require more grains and protein. The ever-
increasing populations present opportunities to companies
operating in areas of food and the growing thereof. South
Africa, however, remains one of only a handful of countries
producing enough food to meet local consumption needs.
Increasing regulation
The Group operates in an environment with ever-increasing
regulation, legislation and reporting demands resulting in an
increase in cost to comply. This does, however, create a more
secure environment for investors and other stakeholders.
Our expansion efforts into the rest of the African continent,

have resulted in the regulatory environment becoming even
more dynamic. For additional detail on how our regulatory
environment is managed, refer to the regulatory compliance
section of this IAR.
A F GRI
OPERATING CONTEXT
Our stakeholders
The Group defines stakeholders as people, groups or organisations that have a direct interest in AFGRI in that they
can affect, or be affected by, its operations, policies and procedures. Stakeholders are identified both at a business
unit level and by the various governance structures of the Group. Individual stakeholders are often grouped together
and ranked through an assessment of their influence, legitimacy and urgency of their expectations.
Stakeholder engagement takes various forms, ranging from informal calls to customers to bi-annual results
presentations to investors and analysts. Stakeholder engagement is not the sole prerogative of senior management or
a dedicated department but is rather encouraged across all levels of the Group. Internal structures allow stakeholder
Stakeholder
Shareholders Employees Customers/clients
Reason for engagement Reason for engagement Reason for engagement

To provide performance updates, progress To strengthen the relationship between the To ensure an understanding of the needs of our
on projects and any relevant information Company and its employees. broad range of customer/clients.
timeously and transparently.
To understand and respond to the needs of our To ensure that we provide the best products
To manage shareholder expectations. employees, thereby remaining an employer of and services in accordance with our clients/
choice. customers specific needs.
Method of engagement Method of engagement Method of engagement

Bi-annual road shows following the release of Regular CEOs letters, communications from Quarterly customer advisory forums.
our results. the marketing desk and a monthly newsletter. Monthly courtesy visits to farmers.
Integrated annual report. Consultations with trade unions as and when Seasonal visits to farmers to review facilities.
One-on-one interactions with major necessary.
Regional farmers days.
shareholders. Bi-annual results presentation to staff.
Emerging farmer workshops which also
Pre-preparation investor polls. Regular engagement between divisional involved other stakeholders.
Follow-ups with shareholders on reasons for management, functional committees and staff.
Publications in AFGRI land, a monthly industry
voting against specific resolutions at AGM. Monthly meetings by functional committees. publication.
Investor open days involving site visits, One-on-one employee breakfasts with the
strategic overview and interactive question CEO.
and answer session.
Issues raised Issues raised Issues raised

Concerns raised by shareholders were as Job security The importance of quality products and
follows: Market-related remuneration services
Earnings pressure Health and safety Continued high-standard service with the
Strategic direction Transformation supply of spare parts
The poultry business and the growth in Training and development Support for emerging farmers
dumping Incorporation of labour broker represented
Impact of high maize price on the Group employee into AFGRI employees
Remuneration policy not clear
Our responses Our responses Our responses

Post-presentation polls. 93% of those polled The Group has gone through a restructuring Various quality product control systems are in
had a better understanding of the business process during the year. Proper consultative place, such as ISO9001, HACCP and ISO
and its performance. processes were held with employees and 22000 refer to sustainability report on page
Refer to the section on government regarding trade unions resulting in no legal action or 60.
our response to the poultry imports. complaints which have been successfully Monthly abattoir quality control audits.
instituted against the Group.
AFGRIs strategy continues to be to build Parts supply warehouse refurbished to meet
a diversified group in order to diminish the Launched a benchmarking on remuneration international standards.
impact of cyclical effects such as the maize refer tothe remuneration report on page 78.
Positive results from annual quality control
price. Successful conclusion of all wage negotiations audits performed by major customers in the
Review and approval of the Companys without strike action. Foods business.
remuneration policy clarifying all elements. More details on labour brokers are provided Establishment of the emerging farmer
intheremuneration report on page 81. programme and financing product tailored
Designated safety representatives and foremerging farmers.
established health and safety committees.
For transformation, training and development
please refer to the sustainability report on page
56 and the remuneration report on page 82.
AF GRI
matters to be elevated throughout the Group, ensuring that all matters receive the appropriate attention. Management
compiles information on economic, environmental, governance and social matters that are relevant to the Groups
operations and stakeholders. GRI materiality principles are applied to all matters raised in order to identify those to
be considered, addressed and reported upon.
The Board, through its various committees, oversees stakeholder engagement. The Board also plays a more active
role by considering the Groups stakeholders in the process of approving the Groups strategy.
Suppliers (including financiers) Regulators Communities
Reason for engagement Reason for engagement Reason for engagement

To ensure a relationship of trust and to To ensure that the Company keeps abreast of To ensure a clear understanding of the Groups
provide comfort to the suppliers and financiers the latest regulatory requirements and updates activities and obtain input from communities on
with respect to their exposure towards the and complies with these. issues that affect them.
Group and its ability to meet obligations.
Communicate to regulators our operating To improve the standard of living of the
To ensure clear understanding of the conditions and respond to any calls for input communities where we operate.
Companys expectations of its suppliers on proposed regulations (i.e. Poultry).
ensuring quality of services and products.
Method of engagement Method of engagement Method of engagement

Regular and compulsory quarterly meetings to Strategic partnerships with local government to One-on-one meetings with community
discuss strategy, performance, expectations support emerging farmers programme. representatives.
and requirements. Formal meetings and correspondence as well Strategic partnerships with local communities
John Deere leadership forum in the US for top as, representations through industry bodies on tosupport emerging farmers programme.
dealers. issues affecting the Group. CSI projects. Details of our engagements in
One-on-one meetings to discuss performance Formal submissions to the relevant government CSI projects are included on page 57.
(including John Deere assessment results) and institutions with respect to changes in
attendance of supplier/dealer forums. regulations and laws affecting the Group.
Control assurance assessments done by Land Environmental safety inspections at our
Bank on Financial Services. factories and weekly farm and abattoir visits
Regular reporting of covenant requirements to by state vets.
financiers.
Regular meetings with financiers to discuss
service requirements.
Issues raised Issues raised Issues raised

Stressed the importance of quality control Compliance with legislation and all Impact of AFGRIs activities on the
on John Deere agency applicable laws and regulations environment
Timeous payments Competition Commission investigation Charitable giving and efforts to uplift the
Logistical issue regarding the delivery at notifications communities within which AFGRI operates
our sites Proposed increase of poultry import duties
Bringing content regulations for poultry
Our responses Our responses Our responses

AFGRI Equipment has been issued with Information regarding the Groups regulatory Details of the Groups approach to mitigate
various awards confirming that its activities compliance is provided on page 73. its impact on the environment are contained in
meet the suppliersrequirements. the sustainability report on page 58, as well
Timeous payments through our Group-wide as the Social and Ethics Committee report on
SAP ERP system and dedicated Shared page 90.
Services Centre. Details of our CSI projects are included on
Business unit approach to deal with specific page 57.
delivery issues.
A F GRI
OPERATING CONTEXT
Our impacts
This section provides the reader with a

qualitative summary of AFGRIs impact
on the economic, financial, social and
environmental systems. Every impact
results from AFGRIs operations and
affects at least one stakeholder.
Quantitative measures of the impact are

provided in the sustainability section of
this report.
Economic impact Our economic impact includes the economic value created and distributed by
AFGRIs operations as reflected in our value added statement on page 47.
The Group provides infrastructure, finance, inputs, requisites, machinery and

equipment to a large proportion of the farmers in its area of operation. This
infrastructure and the Groups products and services underpin the production,
storage and trade of coarse grains in these regions. Our growing operations
in the rest of the African continent, most notably in Zambia, Zimbabwe, Congo
Brazzaville and Ghana have also been established to support agriculture.
The extension and refinancing of the Groups BEE structure during the year
provides previously disadvantaged employees with the opportunity to participate
in the success of theGroup, as well as enabling AFGRI to contribute positively
to transforming South Africa.
AFGRI Foods involvement in the processing of primary agricultural products

provides a market for coarse grains and oilseed and provides feed for the
production of animal protein, oil, and maize and protein products for use in the
industrial foods sector of the human food chain. The integrated production of
broilers completes the value chain.
AF GRI
Financial impact The Groups fundamental financial impact is its profit, expressed either in millions
of Rand or various earnings per share figures. Details of the Groups financial
results are provided in the audited consolidated annual financial statements.
Commentary is provided in the financial performance section on page 42.
Other financial impacts include dividends paid, share price performance and
liquidity. These affect nearly 4 700 direct shareholders including more than
150retirement funds that together represent thousands of individuals. An analysis
of the Groups shareholders is provided in the shareholder information and
references section, together with graphical presentation of share performance
and a collection of financial data and ratios in the five-year share performance
and statistics section.
Selected details of the economic value created by the Group appear in our
value added statement. Included in these distributions are finance costs paid to
a wide range of lenders who contribute capital to AFGRIs operations, allowing
it to create value. Details of the Groups borrowings and borrowing facilities are
provided in the notes to the consolidated annual financial statements.
Social impact The Groups most significant social impact is the employment of over 3 800
permanent and contract employees. Details regarding the Groups management
of its workforce, remuneration and benefits offered, as well as related indicators
are provided in the remuneration report on page 76 of this integrated annual
report. Staff costs disclosures appear in note 32 to the consolidated annual
financial statements.
We are targeting an improvement in our B-BBEE rating based on the Department

of Trade and Industry (dti) Codes of Good Practice and the Agri BEE Sector
Code gazetted on 28 December 2012. The seven elements of the B-BBEE
scorecard are used to direct our transformation and engagement with society.
AFGRI is committed to safe food practices and the ethical treatment of livestock.
Its activities in both the animal and human food chain affect farmers and
consumers alike. View details of our approach to the safe and ethical production
of food in the sustainability section of this integrated annual report.
Environmental Through the industrial processing of primary agricultural products, it is

impact AFGRIs Foods segment which has the greatest influence on the environment.
The consumption of electricity and water, the direct and indirect emission of
greenhouse gases, and the discharge of effluent represent the most important of
these impacts. View our approach to managing our impact on the environment,
together with key quantitative measures, in the sustainability section of this
integrated annual report.
A F GRI
OPERATING CONTEXT
Material issues, risks and opportunities
The Group continuously considers key risk areas. These risks are identified through our risk management process,
which is discussed in further detail in the governance section of this integrated annual report (refer to page 64).
We have analysed and assessed these risks based on their potential impact and probability of occurrence as is
reflected in the heatmap below. The heatmap reflects the inherent risk to the Group before the consideration of
controls. The table that follows provides further detail on each of the 12 key risks, highlighting our mitigation
strategies, as well as key performance measures. The table also link these risks (by way of icons) to our strategy;
highlighting the strategic objectives that will be impacted should the particular risk materialise.
1 2
4
9 10 3 4
Probability
3 5 6
7 8
2
11
1
12
Impact
0 1 2 3 4 5
AF GRI
Internal/ Indicators and performance
Risk Strategy external Our mitigation strategies measures
1 Oversupply in the poultry industry
AFGRI Poultry is sensitive to the wholesale Diversify product range Import tariffs
price of commodity chicken individually Improve processing efficiencies through Nature of imports and
quick-frozen (IQF) portions in particular. expansion and technology evidence of dumping
The continuing low prices, together with Expand cold store facilities Processing plant yields
excessive input cost inflation, have a Investigate alternative energy sources Production costs
and water recycling opportunities Net sales value (NSV)
considerable impact on this element of
Increase integration with AFGRI GDP growth and employment
AFGRIs business.
AnimalFeeds levels
Increase the customer base
Depressed prices arise as a result Engage with SAPA and government
of various factors: ineffective import with regard to anti-dumping protection
protection, product dumping by large Investigate export opportunities to other
producing countries, depressed consumer African countries
spending and slow economicgrowth.
2 Excessively high commodity prices
AFGRIs Foods segment is exposed to Diversification into other commodities SAFEX futures prices
excessively high pricing of agricultural and areas of operations International soft commodity
commodities, particularly maize. These Commitment to low-cost production prices
commodities represent a major input cost A dedicated procurement committee Exchange rates
to products produced in this segment. comprising skilled personnel, meets Plantings
daily which: Production costs
Adverse weather conditions, increase
monitors planting projections National and regional crop
in exports of agricultural commodities,
monitors South African and world estimates
international grain prices, exchange rates, stock levels Weather predictions
investment fund activity and the size of the monitors changes in market Climatic events
national crop all contribute to increases in conditions Total cost of product at
commodity prices. consults with independent experts factory/mill gate
projects grain prices and demand
Other segments of the business are
indirectly impacted by excessively low
commodity prices. The impact however
isnot as significant.
3 Low local maize harvest
Profitability of the AFGRI Grain Grain storage infrastructure is Grain volumes in silos
Management division is dependent concentrated in high yielding areas Harvest timing
onthe quantity of grain stored and Import and export activities are focused Plantings
moved through its silos. Adverse on drawing grain stock from the Weather predictions
weatherconditions, low grain prices Mpumalanga and Gauteng regions Climatic events
where our grain storage facilities are Import and export volumes
andlow levels of plantings all impact
situated (due to locality to ports)
oncrop size.
Strong and trusted relationships with
grain producers
Very low harvests also negatively impact Access to large customer base
on the financial viability of commercial Value-added services
grain farmers. Diversification into collateral
management
The increase of mining activities (coal) Expansion of storage capacity outside
in Mpumalanga. These activities affect our traditional region and to extend to
crop size, although not significantly at other commodities and countries
thisstage.
A F GRI
OPERATING CONTEXT
Material issues, risks and opportunities continued

4 Reduction in customer base
This risk arises from the reduced number of Expanding our geographic footprint Number of customers
commercial farmers and the utilisation of Offering more services and products Sales per customer
arable land for mining activities in SA. Co-ordinated customer relationship Sales volumes
management New customers
Customers also have less buying power Focus on the grain value chain Market share
due to a lack of economic growth and Experienced sales force
low disposable income levels resulting in Appropriate credit policies
customers shopping around, intensifying Focused growth strategy
competition.
5 Human capital risk
The ability to recruit and retain Centralised recruitment Labour stability index
appropriately skilled and experienced staff Targeted operational on the job Market remuneration reviews
is critical to the Groups success. AFGRIs training and skills development across Training and skills
diversified operations demand a wide all categories of employees development spend
range of competencies across a wide Appropriate human resources policies Learnership numbers
geographic area which stretches across and procedures Skills development levy
thecontinent. All unfair and unjustified wage recoveries
discrimination rectified
Skills audit to identify training and
development needs
Remuneration policy and performance
appraisals
Focused training programme
6 Credit risk
The possibility of default by a major Credit policies reviewed on an Debtors impairment provision
debtor, group of debtors, or counterparty. ongoing basis Bad debt write-offs
Regular Credit Committee meetings Agricultural and economic
Delegation of authority conditions
Annual assessment of clients
7 Regulatory non-compliance
The complex nature of the regulatory Group-wide compliance function Fines and penalties
environment and the size of the regulatory Consultation with legal specialists Notices of non-compliance
universe give rise to this risk. Instances of Group legal counsel is a member of Outstanding legal disputes
non-compliance could result in damage to Opco
the Groups reputation and/or fines and Regulatory risk framework
penalties. Formal risk management structure
Employee training and awareness
8 Information technology risks

The diverse nature of the Groups IT governance framework Service level agreement
operations and its geographical footprint Outsourced infrastructure service monitoring
place high demand on the Groups IT provider and defined service level Availability of key software
department in terms of skills, availability agreement and networks
and continuity. Appropriate delegation of authority and Results of DR plans tests
post implementation audits of system Audit reports
authority levels
Daily monitoring of interfaces
IT Steering Committee
Centralised IT management structure
Disaster recovery (DR) plans for all
systems
Appropriate policies and procedures
AF GRI
9 Inability to compete against capacity, quality and price offered by competitors
This is due to the relative size of the Greater efficiencies through Industry benchmarks
Groups Poultry business unit compared expansions, improved processes and Profitability
tokey competitors. equipment upgrades Efficiency measures
Striving to achieve industry benchmarks Quality standards
with regard to per unit production costs
Ongoing quality audits conducted by
customers at AFGRI Poultry, Nedan and
AFGRI Milling.
Adherence to approved quality
standards
Hiring of skilled personnel
10 Access to affordable funding
This risk refers to the availability and cost Group Asset and Liability Committee Leverage ratio
of funds sourced by the Group in order to Centralised treasury department Facilities utilised and
meet its day-to-day obligations and fund Strong relationships with funders headroom
expansions. Working capital management Interest rates and premiums
Implementation of term debt with the RONA (used to manage
Land Bank working capital)
Daily cash flow reports
11 Transformation
South Africas changed socio-political Group Sustainability Committee B-BBEE status
landscape necessitates real transformation. Transformation plan is in place and Rate of agricultural land
The immediate risk is the slow rate of monitored on an ongoing basis reform
demonstrable internal transformation. Black farmer mentoring and skills Agricultural land prices
development programme Number of black farmers
Transformation of the agricultural sector, Centralised recruitment ensuring serviced and supported by
especially through changes to legislation, compliance with EE policies and targets AFGRI
could see arable land being left fallow,
threatening the sustainability of commercial
farming, food security and ultimately the
Groups profitability. Meeting the needs
of a transforming sector and more diverse
client base through its products and
services are crucial for the Group.
12 The impact of climate change
Climate change will have a direct Response to gradual but direct impacts Number and severity of
impacton crop production within the rests with farmers and the associated climatic events
region in which the Group operates, industry bodies. The Group will Rainfall and crop size
resulting in changes in crops, growing continue to provide first-class products Number and amount of
areas and cycles. and services to farmers in order to fines or notifications of non-
enable profitable primary agricultural compliance from regulators
The Group must further prepare itself for the production Improve resource intensity at
indirect impacts of climate change, such Group Sustainability Committee operations
as scarcity of water, increases in prices monitors social and environmental
of water and electricity and increasing developments and trends
regulation and reporting requirements that Compliance with environmental
stem from an increasing awareness of legislation and regulations
environmental issues. Collection and reporting of resource
consumption data to determine resource
The Group believes, while not specifically intensity for targeted business units
identified at this point in time, that climate Stakeholder inclusive review of the
change and associated environmental Groups environmental policy and
impacts provide opportunities to implement development of environmental strategy
and to provide mitigation and adaptation A Group-wide resource conservation
products to customers. awareness programme conducted
A F GRI
OUR GROUP PERFORMANCE Contents
42 Value creation financial and economic

42 Our financial performance
47 Value added statement
48 Five-year financial review
49 Five-year share performance
50 Delivering on our strategy
50 AFGRI Agri Services
52 AFGRI Financial Services
54 AFGRI Foods
56 Value creation ensuring our sustainability
56 Our commitment to economic transformation
58 Our commitment to the environment
AF GRI
OUR GROUP
PERFORMANCE
A F GRI
OUR GROUP PERFORMANCE
Value creation financial and economic
Our financial performance
Revenue from continuing operations up 13%

to R8,573 million (2012: R7,565 million)
Profit after taxation down 49% to

R99million (2012: R196 million)
HEPS from all operations down 32,9% to

38,0cents (2012: 56,6 cents)
Return on equity down 57% to 5,0%

(2012:11,7%)
Improved gearing of 0,9 times

(2012: 1,8 times)
2013 Financial performance overview Income statement

The Group had a disappointing year with impairments of
2013 2012*
intangible assets in both its Poultry and Australian businesses Actual Actual %
as well as an impairment on trade and other receivables Rm Rm change
within the Grain Management division with the outcome of
legal arbitration subsequent to year-end. Total revenue 8 573 7 565 13
Cost of sales (6 671) (5 609) (19)
A poultry industry in distress, high feed prices and a heavily Gross profit 1 902 1 956 (3)
oversupplied local poultry market contributed to reduced Other operating
margin. Consequently AFGRI Poultry reported a loss before income 13 14 (7)
taxation of R112,4 million (2012: R89,3 million loss) for Selling and
the year. These factors contributed to the Boards decision to administration costs (1 630) (1 407) (16)
impair the goodwill and other intangibles within AFGRI Poultry Finance costs (net of
to the value of R116,8million. interest income) (210) (308) 32
Share of profit of
Difficult trading conditions in Western Australia during the associates and joint
ventures (2) 4 (150)
financial year, and the longer than expected turnaround
Income tax expense (46) (77) 40
implementation, contributed to the R12,8 million loss
reported by this business unit (2012: R5,1 million loss) Profit for the year from
continuing operations 27 182 (85)
and the subsequent impairment of goodwill to the value of
Profit for theyear
R22,1million.
from discontinued
operations 72 14 414
AFGRI remains committed to generating long-term shareholder
Profit for the year 99 196 (49)
returns with its targeted return on equity of 20%. Current ROE
is at 5,0%. Internally divisional KPIs are aligned to support
these Group targets with monthly measurement of profit before
taxation against budget, return on net assets as well as cash
flow and working capital management.
AF GRI
Total revenue The Groups selling and administrative expenses increased by
Group revenue increased by 13% to R8 573 million. 15,8% to R1 630 million. Eliminating the impact of foreign
This increase is partially attributable to the impact of exchange and the acquisitions already mentioned, the
foreign exchange on the turnover of the Groups foreign expenses increased by 11,2% which is largely attributable to:
operations, the impact of the acquisition of the Nigerian A R135 million increase in the Groups impairment charge
business on 1 November 2012 and the inclusion of both relating, most notably, to the impairment of both goodwill
AFGRI Equipment in Zimbabwe and AFGRI Milling for a and other intangibles at AFGRI Poultry of R116,8 million
full year (2012: 10months and seven months respectively). and the impairment of the goodwill relating to the Groups
Excludingthese factors, revenue increased by 10,4% marked Australian operations of R22,1 million representing 9,6%
by increased tractor sales and higher volumes through both of the overall increase;
the Groups storage facilities and the Nedan production plant The impairment of R22 million on trade and other
and the impact of higher commodity prices on products. receivables due to the outcome of legal arbitration on
a dispute with a debtor subsequent to year-end (refer to
Gross profit note52 of the consolidated annual financial statements for
The Groups gross profit decreased 3% to R1 902 million. more information);
Excluding the impact of foreign exchange and the acquisitions Group-wide wage increases were restricted to an average
previously mentioned, the gross profit decreased by 7,9%. of 6,5% for the year; and
Higher fuel and energy costs, in excess of inflation, further
The Equipment division increased margins through a contributed to the year-on-year increase.
combination of higher sales volumes outside South Africa and
a slight change in sales mix incorporating higher powered Finance costs
tractors. This gain in margins was however, cancelled out 2012*
2013
by margin loss suffered by the Groups Food segment, in Actual Actual %
particular AFGRI Poultry and AFGRI Animal Feeds. Rm Rm change
The Group was unable to fully recover the input cost inflation Interest paid to banks
felt in the Poultry and Animal Feeds business from wholesalers, for trade receivables
financing 13 129 90
retailers and livestock farmers. This contributed 2,6% of the
Interest paid to
overall decrease in gross profit. financial institutions 218 146 (49)
Interest paid to
Selling and administrative expenses financial institutions
The most significant contributors to selling and administration as a result of the
expenses are: consolidation of BEE
SPVs 75 80 6
2013 2012*
Interest included under
Actual Actual % cost of sales (63) (19) (232)
Rm Rm change Borrowing costs
capitalised on
Staff costs 967 888 (9)
qualifying assets (10) (5) (100)
Depreciation 132 121 (9)
Total finance cost 233 331 30
Amortisation 38 42 10
Impairments 143 8 (1 687)
The introduction of the Groups fee-based business model in
Operating lease
the Financial Services division during the previous year and
payments 55 51 (9)
the subsequent finalisation thereof in the current year led
Payments to
to a lower interest cost paid to banks for trade receivables
non-employees 10 10
financing.
Interest paid to financial institutions consists of the provision of

general banking facilities as well as the term facilities which
were implemented towards the end of the prior financial year.
A F GRI
Our financial performance continued
The consolidation of the BEE ownership structure since the operations is an amount of R53 million, which is profit on the
2010 financial year resulted in the inclusion of the structures sale of assets, and a R59 million remeasurement gain realised
debt on AFGRIs balance sheet and an interest charge to the by the Group under the principles of IAS 27 Consolidated
income statement. The structure was successfully extended and and Separate Financial Statements through the merger of its
refinanced on 31 May 2013. As part of the extension and retail business assets with that of Senwes. For further detail
refinancing the BEE ownership changed from a partnership on this transaction, refer to note 6 to the consolidated annual
interest to a simplified shareholding in AFGRI Operations financial statements.
Limited. This resulted in the deconsolidation of the structure,
given the change in risk carried by the Group, as well as the AFGRIs 50% share of the combined retail and wholesale
Groups lack of control over the entities within the structure. business, Hinterland Proprietary Limited is now treated as a
As a result of the deconsolidation, the interest expense was joint venture which has been accounted for using the equity
included for 11 months in the current financial year, which method of accounting since 1 June 2013.
represents the decrease from 2012. For more detail on this
transaction, refer to note 20 of the consolidated annual Included under assets held-for-sale in the current year are
financial statements. the Groups remaining FarmCity businesses which are in the
process of being sold to Prodist Proprietary Limited (previously
Taxation the Groups Partrite business) which forms part of the Hinterland
An analysis of the current years income taxation charge group of companies, as well as one of the Groups premises
appears in note 33 of the consolidated annual financial which has been sold pending transfer.
statements. Overall the Groups tax charge has decreased
from R79 million to R55 million and the effective rate of Headline earnings per share (HEPS)
taxation paid by the Group amounts to 36% (2012: 29%). A table reflecting the capital item adjustments, by business
The decrease in taxation is mainly due to the decrease in segment, to the attributable profit for the year appears in note
the Groups profit for the year. However, the increase in the 37 to the consolidated annual financial statements. The most
effective rate relates to the non-deductibility of the impairments significant adjustment for the year are the reversal of the net
on goodwill and other intangible assets which was partially profiton the sale of assets of R106 million (2012:R16million),
offset by the non-taxable profit realised with the merger of the as well as the add-back of the impairment of goodwill
Groups retail operations with that of Senwes Limited under and other non-current assets amounting to R152 million
section 42 of the Income Tax Act 1962. (2012:R8million).
Discontinued operations The majority of the assets sold comprise the merger of the
On 31 July 2012 the Group announced its intention to Groups retail assets with that of Senwes. The impairment of
merge the retail operation and the Partrite wholesale business assets relates mainly to goodwill and other intangible assets in
units with the retail businesses of Senwes Limited. As such, AFGRI Poultry and the Groups Australian business.
the results of the Groups retail business are reflected as
discontinued operations for both the current and prior year, In total, AFGRI reported headline earnings per share of
despite the fact that the Group retained a 50% shareholding 38,0cents (2012: 56,6 cents), a decrease of 32,9%.
in the joint venture.
Return on shareholders equity (ROE)
The assets of the retail business are described as held-for-
sale and reflected separately on the face of the balance 2013 2012 %
sheet in the prior year, with the same treatment being applied Actual Actual change
to the liabilities of the disposed group. Return on shareholders
equity (%) 5,0 11,7 (57)
The transaction was subject to the fulfilment of various
suspensive conditions which were fulfilled during April2013 The decrease in ROE relates primarily to the impairment of
with the effective date of the transaction being 1 June2013. goodwill and other intangible assets during the year.
Included in the current years profit from discontinued
AF GRI
Balance sheet Other current assets
The main contributor to the decrease in other current assets
2013 2012* is the derecognition on 1 June 2013 of the disposal group
Actual Actual % assets classified as held-for-sale in the prior financial year.
Rm Rm change This relates to the merger of the Groups Retail and Partrite
Assets wholesale business units as mentioned above.
Non-current assets 3 089 2 757 12
Current assets 1 363 1 852 (26) Trade and other receivables
The finalisation of the Groups fee-based business model in the
Trade and other
receivables 2 303 2 344 (2) Financial Services division has resulted in a further reduction
of trade receivables. The Groups continued focus on working
Cash and cash
equivalents and cash capital management contributed to a further decrease in trade
collateral deposits 641 231 178 and other receivables. Also included under other receivables
Total assets 7 396 7 184 3 is the short-term portion of the Groups loan to Hinterland, the
joint venture with Senwes housing the partys retail businesses,
Liabilities
of R295 million.
Non-current liabilities 2 295 2 130 8
Other current liabilities 2 117 2 501 (15)
Cash and cash equivalents
Borrowings from The refinancing and extension of the Groups BEE transaction was
banks to finance
tradereceivables 140 135 4 successfully concluded with the Land Bank on 31 May2013 for
a further 20 years. Under the new structure, Izitsalo Employee
Short-term borrowings
and bankoverdrafts 424 664 (36) Investment Proprietary Limited (Izitsalo) owns 26,77% of the
share capital of AFGRI Operations Limited with the Agri
Total liabilities 4 976 5 430 (8)
Sizwe Empowerment Trust and its beneficiaries being the sole
shareholders of Izitsalo.
Non-current assets
The merger of the Groups Retail and Partrite wholesale
The new structure was 100% funded by the Land Bank and
business units with that of Senwes is disclosed under assets
resulted in an inflow of cash of R312 million to GroCapital
held-for-sale in the prior year. In the current year the Groups
which funded the modification to the structure in 2010. The
interest in the newly formed joint venture, Hinterland, was
new structure further allowed the return of Group collateral
recognised. The recognition of the interest in the joint venture,
which served as security under the previous structure to
together with capital expenditure are the main drivers for the
the value of R126 million. More detail on this transaction
increase in non-current assets.
is provided in note 20 to the consolidated annual financial
statements.
In total, the Group invested a further R370 million in assets
during the year, the divisional analysis of which appears in
Non-current liabilities
the segment statement of the consolidated annual financial
The Groups long-term borrowings reflect an increase of 8%,
statements. Notable capital expenditure during 2013 includes
which relates to an additional term facility implemented with
an office building acquired in Zambia, the expansion of
the Land Bank through GroCapitals agency arrangement
capacity at AFGRI Poultry, the capital work-in-progress for the
with the Land Bank.
new preparation and extraction plant at Nedan and capital
work-in-progress for a new wheat mill.
Further details of the Groups borrowings are provided in
note22 to the annual financial statements.
A F GRI
Our financial performance continued
Other current liabilities

As mentioned earlier, the extension and refinancing of the
Groups BEE structure resulted in the deconsolidation of the
structure given the change in risk carried by the Group as
well as the Groups lack of control over the entities within the
structure. This deconsolidation saw R557 million of debt owed
by the BEE partners to the Land Bank being deconsolidated,
representing most of the decrease in other current liabilities
given its short-term classification in the prior year.
Borrowings to finance trade receivables

This balance represents the borrowings associated with
the remaining invoice discounting facility with a financial
institution.
Short-term borrowings and bank overdrafts

Through the cash generated by the Group during the year, the
Group was able to further repay some of its general banking
facilities and overdrafts disclosed in 2012. In total, the Group
reduced its short-term borrowings and bank overdrafts by 36%
during the current financial year.
Cash flow statement

%
2013 2012 change
Net cash generated

from/(utilised in)
operating activities 802 (1 147) (170)
Net cash utilised in
investing activities (321) (611) (47)
Net cash generated
from financing
activities 161 1 950 (92)
Net increase in cash
and cash equivalents 642 192 234
A focus on working capital management helped to contain

the impact of high commodity prices on inventory values.
Overall the Group reported a R503 million improvement in
net working capital.
The Group generated cash of R802 million from its operating

activities (including the improvement in net working capital),
which was mainly applied toward capital expenditure, the
additional cash contribution towards the merger of its Retail
businesses with that of Senwes and dividend distributions.
Capital expenditure is analysed in the Groups business
segment results. The Groups net cash inflow for the year was
R642 million.
AF GRI
Value added statement
The Groups fundamental financial impact is its profit. Along the way we have also created value to different
stakeholders through the combination of our financial, social and economic impacts.
TOTAL VALUE CREATED = R1 503 million (2012: R1 666 million)
INCOME FROM INVESTMENTS

REVENUE FROM ALL OPERATIONS
R11 million
(2012: R18 million) R10 316 million
(2012: R9 374 million*)
VALUE ADDED
R1 503 million
(2012: R1 666 million) 2013
PAID TO SUPPLIERS
R8 823 million
(2012: R7 726* million)
VALUE DISTRIBUTION
REINVESTED IN THE GROUP

EMPLOYEES
R40 million
(2012: Rm 294) R967 million
(2012: R888) million
CORPORATE SOCIAL INVESTMENT
R3 million 2013
(2012: R3 million)
CAPITAL PROVIDERS
CENTRAL AND LOCAL GOVERNMENT R415 million
R79 million (2012: R405) million
(2012: R76 million)
EMPLOYEES CAPITAL PROVIDERS CSI SPEND CENTRAL AND LOCAL REINVESTED IN THE
GOVERNMENT GROUP
Groups most Groups financial Includes education, Company tax and Depreciation and
significant social impact on the food and water STC. Refer page 153. amortisation. Refer
impact. providers of capital. security and poverty Skills development page 150.
Employer of 3 817 Finance costs to alleviation projects. levy of R8 million Retained profit:
permanent and lenders. Refer (2012:R7 million). equity holders
contract employees. page152. of R10million
Targeting Dividends to equity (2012:R122 million).
improvement in holders. Refer distribution of
B-BBEE rating. page157. profit to non-
Refer to the Payments to non- controlling interests
remuneration report controlling interests. of R93million
and sustainability Refer page114. (2012:R1 million).
section of this IAR for Deferred taxation.
more detail. Refer page146.
A F GRI
Five-year financial review
2012
2013 Actual 2011 2010 2009
Actual restated* Actual Actual Actual
Rm Rm Rm Rm Rm
Balance sheet information

Assets
Non-current assets 3 089 2 757 2471 2080 2121
Other current assets 1 363 1 852 1227 1058 1362
Trade and other receivables 2 303 2 344 3875 4443 5498
Cash, cash equivalents and cash collateral deposits 641 231 405 897 844
Total assets 7 396 7 184 7978 8478 9825
Liabilities
Non-current liabilities 2 295 2 130 748 347 329
Other current liabilities 2 117 2 501 1281 1744 1996
Borrowings from banks to finance trade receivables 140 135 3423 3895 5004
Call loans and bank overdrafts 424 664 951 207 363
Total liabilities 4 976 5 430 6403 6193 7692
Equity
Capital and reserves attributable to the Companys
equityholders 2 182 1 750 1571 1602 1487
Minority interest 238 4 4 683 646
Total equity 2 420 1 754 1575 2285 2133
Capital expenditure 370 373 298 355 475
Income statement information
Total revenue 8 573 7 565 7349 8326 9264
EBITDA 692 765 807 1178 1371
Profit before income tax 145 273 247 541 453
Income tax expense (46) (77) (56) (74) (99)
Profit for the period 99 196 191 467 354
Cash flow information
Net cash generated from/(utilised in) operating activities 802 (1 147) (27) 484 831
Net cash utilised in investing activities (321) (611) (467) 55 (411)
Net cash generated from financing activities 161 1 950 (467) (155) (193)
Net increase in cash and cash equivalents 642 192 (961) 384 227
Financial ratios (units)
Leverage ratio 3,1 4,1 5,8 4,0 3,9
Debt:equity ratio 0,9 1,8 2,9 1,5 2,2
Current ratio 1,6 1,3 1,0 1,1 1,0
Acid test ratio 1,1 0,8 0,8 0,9 0,9
Statistics per share (cents)
Net asset value 610,6 490,5 440,5 451,4 463,5
Earnings 29,0 58,3 58,0 94,7 72,7
Headline earnings 38,0 56,6 54,7 78,6 74,4
Cash flow 321,8 (235,9) 110,5 290,2 467,1
Returns (%)
Return on shareholders equity 5,0 11,7 12,0 19,7 16,3
Return on total assets 5,1 7,8 7,1 10,2 12,5
Effective tax rate 36,2 28,7 22,8 19,6 29,9
* 2012 information has been restated refer to note 51 of the consolidated annual financial statements.
AF GRI
Five-year share performance
2013 2012 2011 2010 2009

Actual Actual Actual Actual Actual
Shareholders returns
Dividend and capital distribution (cents per share) 18,95 28,30 27,35 41,30 36,40
First interim 15,65 18,45 24,15 24,15 19,70
Second interim
Final proposed 3,30 9,85 3,20 17,15 16,70
Dividend cover compared to applicable year (time) 2,0 2,0 2,0 1,9 2,0
based on HEPS
JSE Limited statistics
Volume of shares traded (m) 99,7 87,1 76,6 113,3 113,6
Volume traded as percentage of number in issue 26,5 23,2 20,4 30,3 30,4
Number of transactions 12 278 11 131 15320 10824 7942
Value of shares traded (Rm) 515 518 521 669 583
Traded prices (cents per share)
last sale in year 415 580 652 625 499
high 590 745 785 710 640
low 376 454 600 400 300
average price per share traded 460 595 680 586 457
Key market performance ratios
Earnings yield (%) 12,3 8,1 12,0 12,2 14,6
Dividend yield (%) 5,2 3,7 6,3 6,5 7,3
Price earnings ratio 8,1 12,3 8,4 8,2 6,9
(AFR)
800
Acquisition
Disposal of
of Grain
corporate debtor AFGRI merges its
Management
book to Land Bank agricultural retail
business of MGK
business with that Trading update
700 Disposal of farmer of Senwes as a result of
lending book to Animal Proteins
Land Bank performance
Successful
600 extension
and
refinance
of BEE
transaction
500
Disposal of shares in Deposita

400
AFGRI
July December July December June
2011 2012 2013
A F GRI
Delivering on our strategy
AFGRI Agri Services
Segment revenue R3 054 million

Contribution to Group revenue
36%
Segment PBT R219 million
Total assets R2 820 million
2013 performance 2012 summer crop together with late rains in the Mpumalanga
AFGRI Agri Services had a good year in 2013, marked province resulted in record receipts during June, with a new
by high opening stock levels in the silo business and record record of daily receipts set of 72 759 tons on 12June 2013.
tractor sales across the continent. Average storage days per ton decreased 19% year-on-year
with closing stock 18% higher on a comparative basis. Results
Tractor sales remained strong throughout the year and the were negatively impacted by the R22 million impairment
Equipment business unit recorded yet another record number on trade and other receivables due to the outcome of legal
of tractors and combine harvesters sold. Although the South arbitration subsequent to year-end.
African tractor market share indicates a slight decline, the
unit saw a change in product mix resulting in an increase This translated into an 8% increase in revenue from its local
in market share on the higher kilowatt tractors. We continue operations and slight decrease overall in profit before taxation
to ramp up our equipment activity in the rest of the African of R188 million (2012: R194 million).
continent and managed to increase our tractor sales by 50%.
The Harare branch performed very well and turned profitable Overall the Groups Agri Services segment recorded a 10%
in December 2012, ending the year in a breakeven position. increase in revenue and an 17% decrease in profit before
This milestone was achieved only 20 months after inception. taxation of R219 million (2012: R263 million).
The Retail business unit experienced lower consumer demand Outlook

for retail products putting pressure on both volumes and margins A key focus for 2014 will be the crystallisation of the synergies
as a result of the intensely competitive retail environment. The embedded in the Senwes merger within the Retail business
merger of this unit with the retail business of Senwes, where unit. Management from both businesses are committed to the
AFGRI retains a 50% shareholding in the joint venture, was implementation of milestones identified for the year ahead.
successfully concluded on 1 June 2013. The results of the
Retail business unit are included under discontinued operations The Equipment business unit is expected to continue to deliver
given its held-for-sale classification due to the merger despite a good performance. Management expects sales from the
the Group retaining a 50% shareholding. rest of the African continent to reach current South African
levels within the next five years. A turnaround of the Australia
The operation in Australia had a disappointing year business is expected in 2014 with a renewed focus on
with difficult trading conditions and the implementation improving the service offering to clients.
of managements turnaround strategy taking longer than
anticipated. The goodwill in this operation of R22,1 million It is expected that competition in the Grain Management
has been impaired, which resulted in an overall loss before division will remain intense during 2014. The focus is to
taxation of R34,7 million (2012: R5,1 million loss) for the expand capacity by 500 000 tons across the entire continent
year. The operation was restructured and rebranded, creating over the next five years. Investigations into alternative uses
an improved platform for the 2014 financial year. for silo capacity (i.e. storing and handling of coal) remain
ongoing. The CMI business unit will be rolled out to more
The Grain Management division began the year with opening countries in Africa and with planned diversification into more
stock levels 69% higher than the prior year, accompanied by commodities.
an 11% decrease in receipts over the year. Arelatively early
AF GRI
Performance snapshot
2013 2012 %
Actual Actual change
Revenue (Rm) 3 054 2 766 10

Operating profit (Rm) 262 308 (15)
Operating margin (%) 8,6 11,1 (23)
Profit before tax (Rm) 219 263 (17)
Total assets (Rm) 2 820 3 133 (10)
Headcount (average number of employees) 2 523 1 071 136

Revenue per employee(Rm) 1,2 2,58 (53)
Total training spend (Rm) 5,3 3,4 56
Black employees at management level (%) 27 21 29
Tractor sales (number) 694 720 (4)

Combine sales (number) 65 55 18
Tractor sales rest of Africa (number) 401 267 50
SA market share tractors (%) 30 32 (6)
Estimated maize crop in AFGRI region (tons millions) 4,0 3,3* 21

Closing maize stock in AFGRI silos on 30 June (tonsmillions) 2,6 2,2 18
Average storage period during the year (months) 3,0 3,7 (19)
Average white maize price (Rand) 2 332 2 271 3
Greenhouse gas emissions (tons CO2e) 23 361 22 686 3

Water consumption (M) 89,8 86,8 3
* Restated to final crop estimate
Delivering on our strategy Key drivers

Offering world-class services and products Agricultural conditions and the outlook thereof together with
Offering a wider variety of services and products to our the financial position of the farmer determine appetite for
clients by merging our retail operations with that of Senwes. capital equipment and inputs.
Collateral Management services offering by the Grain Crop size, yields and prices received influence the financial
Management division now available across more position of the farmer and in turn their planned spend for
commodities. the next season.
The supply and demand of grain and export price parity
Increasing the return on our assets impact on the period over which grain is stored and the
Storage capacity increased by 70 000 tons with the rate of discharge from storage facilities.
addition of two storage bunkers. Of this, 40 000 tons was Crop size, harvest timing and consumption rates determine
outside of our traditional South African footprint. the capacity utilisation and contribute to the storage period.
Growing our core business across Africa 2013 highlights and challenges
Opened two John Deere franchises during the year, one in Implementation of the merger of the retail business with that
Zimbabwe and one in Ghana. of Senwes.
New storage facilities in Zambia and Congo Brazzaville Record tractor and combine harvester sales.
operational for full year. Harare John Deere dealership at breakeven 20 months
Collateral Management services offering by the CMI after establishment.
business unit available to date in Mozambique, Ghana, New record set on daily receipts of grain at silos recording
Botswana, Swaziland, Zambia and Zimbabwe. 72 759 tons on 12 June 2013.
Intensely competitive retail environment.
Impairment of goodwill relating to Australian business unit.
A F GRI
AFGRI Financial Services
Segment revenue R366 million

4%
Segment PBT R91 million
2013 performance GroCapital reported a foreign exchange profit of R7 million

Financial Services had an excellent year. With a stronger (2012: R4,4 million) on Dollar denominated loans into the
balance sheet, efforts were focused on growing its fee- Groups other African operations. During May 2013
based business. the Group changed its organisational structure which now
incorporates separate shareholding in the non-South African
The finalisation of its fee-based business model in the businesses through a structure in Mauritius. This structure will
previous financial year allowed Unigro to focus on support the Groups planned funding structure for investments
and loans into operations outside of South Africa.
generating top-line growth. With a renewed sales focus
and a wider product offering Unigro managed to grow the
Included in this segments results is a capital profit of R5million
average debtors book under management, on behalf of the
which relates to the sale of non-core assets from the Insurance
Land Bank, by 71% to R2,9billion (2012: R1,7 billion).
business unit.
This growth was supported by the upturn in equipment

Overall the Groups Financial Services segment recorded
sales within the Equipment business unit. Together these
a 57% increase in profit before taxation of R91 million
factors supported a strong performance from Unigro withan
(2012: R58 million).
133%increase in service fee income to R53 million (2012:
R23 million) to compensate for lost margin of R19 million
Outlook
given the new business model. The Financial Services division will continue to grow the
fee income business on the back of its current debtor
Volatility in the commodity market, together with new management agreements. GroCapital will focus on
hedging products on offer to clients, fuelled volumes in expanding the fee income product offering and will remain
the broking business of GroCapital. This translated to an focused on balance sheet restructuring. Unigro will target
increase of 19% in fee income compared to the prior year. annual fee income growth of 15% per annum and will explore
The corporate debtors book decreased by R312 million opportunities to manage debtors as an agent in countries
due to the refinancing of the Groups BEE structure which other than South Africa.
resulted in the BEE partners repaying their loan through
funding acquired from the Land Bank. The remaining book The investment and funding structure in Mauritius will be used
comprises mainly SADC-based debtors. to draw in investment partners to join us on our expansion
journey into the rest of the African continent.
AF GRI
2013 2012 %
Revenue (Rm) 367 368

Profit before taxation (Rm) 91 58 57
PBT margin (%) 24,8 15,8 57
Total assets (Rm) 1 171 1 274 (8)
Headcount (average number of employees) 162 175 (7)

Revenue per employee(Rm) 2,26 2,32 (3)
Total training spend (Rm) 0,3 0,2 50
Average farmer-lending book under management (Rm) 4 456 3 290 35

Average corporate debtor book under management (Rm) 1 692 1 294 31
AFGRI Insurance Brokers area insured (hectares) 417 638 213 376 96
Average Rand/Dollar exchange rate 8,8 7,7 14
Average prime interest rate (%) 8,5 9,0 (6)
Greenhouse gas emissions (tons CO2e) 1 508 1 601 (6)

Water consumption (M) 11,0 10,9 1

Offering world-class services and products Agricultural conditions, the outlook thereof, together with
A wider product offering by Unigro to clients, supported by the financial position of the farmer, determine the farmers
the Land Bank service agreement. need for the funding of capital equipment and inputs prior
New hedging product offering by GroCapital will enable to the growing season.
clients to better manage price risk on input costs. Current and future maize and soya prices are a critical
Developed a unique funding solution tailored for the decision factor when farmers consider their crop insurance
emerging farmer. requirements.
Extent of local grain trading activity and grain imports and
Increasing the return on our assets exports to and from South Africa.
Achieved 34% growth in the debtors book under Current low interest rates encourage borrowing.
management resulting in increased fee income on current
capital invested. 2013 highlights and challenges
19% increase in fee-based income in GroCapital.
Expanding our industrial food processing footprint 34% increase in debtors book under management.
Diversified debtors book under management outside the Unique funding solution for the emerging farmer.
traditional grain value chain by advancing R250 million Slower than anticipated finalisation and implementation of
into the citrus industry. GroCat business plan.
Growing our core business across Africa

Implemented a new funding structure in Mauritius to support
the future growth of the Group into the rest of Africa.
A F GRI
AFGRI Foods
Segment revenue R5 371 million

63%
Segment PBT loss of R99 million
2013 performance plants are progressing well despite a delay in the planned
This was a disappointing year for AFGRI Foods, characterised commercialisation date. This unit reported R722 million in
by high commodity prices which, together with a strong Rand revenue (2012: R685 million) with an increase of 151% in
throughout most of the financial year, fuelled record levels profit before taxation to R20 million (2012: R8 million).
of poultry imports into South Africa. High feed prices and
a heavily oversupplied local poultry market contributed to 2013 saw the Group acquire a 51% stake in the issued share
reduced margin. Consequently a loss before taxation and capital of BNOT Harel Nigeria Limited, a company registered
impairment of R112,4 million (2012: R89,3 million loss) was in Nigeria, on 1 November 2012. The company is a service
reported by AFGRI Poultry. and inputs provider to the poultry industry in Nigeria.
Although AFGRI Poultry managed to improve efficiencies and Overall the Groups Foods segment recorded a 15% increase
implement cost-saving initiatives to the value of R56,7 million in revenue and a 262% decrease in profit before taxation
to soften the impact of lost margin a decision was taken to with a loss of R99 million (2012: profit of R61 million).
impair goodwill and other intangible assets to the value of
R117 million given the current circumstances. Outlook
AFGRI Poultry will continue to improve efficiencies at
Cost inflation was managed down to a minimum at AFGRI abattoirs, the hatchery and our own internal broiler farms.
Animal Feeds and with a dedicated focus on working By expanding the product range into fresh, industrial catering
capital management, this unit reduced finance charges and quick service restaurants, the reliance on volatile IQF
for the year. These initiatives resulted in the Animal Protein products will reduce. The slaughter capacity will be increased
division reporting a 457% decrease to a loss of R141 million to 1,3million birds per week leading to further efficiencies.
(2012: R39 million profit) in full year profit before taxation
supported by an increase in revenue of 12% to R4,0 billion November 2014 is the planned commissioning date of the
(2012: R3,6 billion). wheat mill currently under construction at Harrismith. This will
further increase our industrial foods product offering. Nedans
The Oil, Milling and Protein business division performed well expansion is well underway and the increased crush capacity
during the year in difficult trading conditions. should result in improved returns for the Oil and Protein
business unit.
AFGRI Milling had its first full year as part of the Group and
continued to deliver a good performance. The business is The Nigerian operation will focus on increasing its day-old chick
fully integrated and successfully migrated onto the Groups capacity by 43% to 360 000 per week.
SAP ERP platform in May 2013. Revenue was up 91% to
R540million (12% on a comparative basis), with profit before AFGRI Poultry will also continue its efforts to enter the export
taxation reaching R22 million (2012: R14 million). market to increase offtake from its SA operations.
Nedan had a good year, with profits returning to levels

last seen in 2011. The new preparation and extraction
AF GRI
2013 2012 %
Revenue (Rm) 5 371 4 658 15

Operating profit (Rm) 159 (100)
Operating margin (%) 3,4 (100)
(Loss)/profit before tax (Rm) (99) 61 (262)
Total assets (Rm) 2 843 2 675 6
Headcount (average number of employees) 1 610 1 416 14

Revenue per employee(Rm) 3,34 3,20 4
Total training spend (Rm) 0,2 1,4 (86)
Animal feed sold internally (%) 25 19 32

Average yellow maize price (Rand) 2 368 2 242 6
Poultry product produced (tons) 113 978 115 503 (1)
Net sales value (Rand/kg) 13,23 12,38 7
National Poultry imports (tons) 396 475 394 135* 1
Total crush volumes Nedan (tons) 65 594 83 585 (22)
Total milled volume AFGRI Milling (tons) 157 007 88 399 78
Greenhouse gas emissions (tons CO2e) 257 245 236 642 9

Water consumption (M) 1 731,4 1 541,7 12
*Restated with final estimate from SAPA.

Offering world-class services and products The maize content in many animal feed rations is generally
Increase the production capacity of fresh poultry products high (often greater than 60%) and other sources of
by 250% and increase the sale of non-IQF products vegetable protein and energy, such as soya and sunflower,
by 20%. make a considerable contribution to the balance of the
ration. The price of primary agricultural products therefore
Increasing the return on our assets has a considerable impact on the manufactured cost of
Completion of phase 1 of the capex rollout plan at AFGRI animal feeds and the achievable margin.
Poultry South Africas economic climate, especially employment
levels and household disposable incomes, impact on the
completion of the abattoir expansion at Delmas, and
human food value chain.
completion of the expansion of the day-old chick
The countrys exchange rate is a key determinant in the
operations in Bela-Bela.
level of imported poultry and protein products.
Successful introduction of the Ross breed across the Poultry
The level of, or in some instances lack of import tariffs
operation. imposed to control the dumping of poultry products and
Decreased working capital requirements at Animal Feeds protect the local poultry industry.
to counter the impact of lost margin. Input cost inflation due to the administered prices for
Successful restructure of Nedan operations with this electricity and related costs.
business unit returning to 2011 profit levels. The quality of the South African maize crop impacts the
by-product extractions at AFGRI Milling.
Expanding our industrial food processing footprint
Rollout of the expansion project at Nedan is progressing 2013 highlights and challenges
well with planned implementation in the second quarter of Increased efficiencies at AFGRI Poultry and successful
the next financial year. rollout of the Ross breed across the operation.
Profitability at Nedan returns to 2011 levels.
Growing our core business across Africa Delay in commercialisation date of the new preparation
Poultry operation fully export certified. and extraction plants at Nedan.
Acquisition of controlling stake in BNOT Harel Nigeria Lost margin resulting in a loss making Poultry business unit
Limited. with poultry imports and feed prices reaching record levels
resulting in a R117 million impairment of goodwill and
other intangible assets.
A F GRI
Value creation ensuring our sustainability
Our commitment to economic transformation
Our broad-based black economic empowerment Management and control

(B-BBEE) scorecard Management and control is measured at AFGRI Operations
We employ the services of Empowerdex Economic Limited level due to the nature of the ownership structure. Black
Empowerment Rating Agency to verify our B-BBEE generic representation on this Board amounts to 25% (2012:20%).
scorecard (the scorecard) rating. Our latest verified scorecard The black representation on the AFGRI Limited Board amounts
was based on information from our current financial year. to 36% (2012: 40%).
During January 2013 the government gazetted the Agri Employment equity
BEE Sector Codes as a sector charter. The Group now Over the past few years, the Group has focused on furthering
falls within the ambit of the Agri BEE sector code as employment equity and following these efforts in skills
opposedtothe generic Codes of Good Practice which were development, the Group expects to reap the benefits in the
previously applied. near future.
The Group is pleased to confirm that our status has improved A summary of percentage of black* representation at
to a level 5 contributor. The Board set this as a target in the management levels for AFGRIs South African operations
previous financial year, resulting in focused efforts across all at30 June 2013 appears in the table below:
areas of the scorecard, with notable improvements on skills
development and preferential procurement.
2013 2012
Empowerdex issued the Group with an indicative report with Management level
an overall score of 62,02 in terms of the Agri BEE Sector Senior 14 7
Code which is available on our website. Middle 13 10
Junior 31 26
AFGRIs B-BBEE scorecard * Black is as defined by the Codes of Good Practice and includes
all African, Coloured, Chinese and Indian persons.
2013 2012
Element All appointments to positions having a Paterson grade

level C1 or higher must be approved by the Groups
Ownership 13,49 13,46
Human Resources Executive if the appointment is not from a
Management and control 3,00 1,83
designated group. These appointments are also reported to
Employment equity
the Remuneration Committee. This ensures that transformation
Skills development 12,99 2,69 remains a priority for every single person in the organisation.
Preferential procurement 12,54 12,51
Enterprise development1 10,00 15,00 Skills development
Socio-economic development2 10,00 5,00 An appropriate level of skills development expenditure,
Total 62,02 50,49 targeted learnerships and training programmes are
fundamental to achieving the Groups employment equity
1
The denominator for enterprise development changed and the
maximum is now 10 points. targets while creating a learning workplace of appropriately
2
The denominator for socio-economic development changed and the skilled employees able to meet customer expectations.
maximum is now 10 points (2012: 5).
The 2013 scorecard for skills development reflected an
Ownership improvement on the 2012 scorecard. This improvement is
The BEE ownership structure is currently in place at the AFGRI largely due to an increase in skills development spend on black
Operations Limited level. The refinancing and extension of staff to R7,5 million (2012: R6,0 million). Our predominantly
the 2004 BEE transaction was successfully concluded on male workforce resulted in a dilution of the points awarded as
31 May 2013 for a further 20 years. This reinforces the required by the codes.
Groups stated commitment to transformation and reputation
as a good corporate citizen. Refer to the financial statements Please refer to our Remuneration Committee report on
on pages 123 and 144 for more detail on this transaction, page76 for more detail on the participation in learnerships
as well as the Groups SENS announcement in this regard and training programmes.
released on 4June 2013.
AF GRI
Preferential procurement Part of the AFGRI emerging farmer programme includes AFGRI
We categorise vendors based on contributor, qualifying relationship managers acting as mentors and assisting these
small enterprise or exempt micro enterprise status. This year farmers with all requirements from securing inputs to finally
we have continued our focus on the collection of supporting selling their crops. Together with the Land Bank we have
certificates and the enforcement of our procurement policy. developed an innovative funding mechanism to assist these
We also focused on where we spend our money. These emerging farmers. We believe that a co-ordinated approach
factors combined enabled us to improve our preferential is needed from all stakeholders such as various AFGRI
procurement score to 12,54 (2012: 12,51). divisions, government and other Agri businesses, to ensure
that these farmers develop into successful commercial farmers.
During 2013, 76,35% (2012: 52,2%) of the Groups total We are confident that our involvement in this programme will
measured procurement spend was on qualifying BEE sources. contribute to its sustainability.
Having surpassed the 70% target set for years 0 5, the
Groups target remains maintaining the 70% qualifying Socio-economic development
spend, guaranteeing we earn a minimum of 12points for this AFGRIs corporate social investment programme remains
element of the scorecard. targeted in the three main areas of education, water and food
security and poverty alleviation. In the past year weve learned
Efforts are now focused on the procurement of raw materials, the importance of staying involved with our learners as they
most notably grains, and we are working with our suppliers to continue their journey from primary to secondary school and
address any non-compliance. we are pleased to report that our programme now includes
support to secondary education institutions.
Enterprise development
We continue to support the Bethlehem Farmers Trust, a We remain passionate about the youth and we strive to
development project initiated by the Free State Department of improve the lives of those less fortunate in the communities
Agriculture represented by a 110 hectare apple orchard in in and around our operations. We hope that through our
the Bethlehem area. We fulfil our responsibilities in terms of a involvement with the youth in these communities AFGRI is able
management agreement with the farm and provide financing to secure a better tomorrow for all.
in the form of term and production facilities. We have also
advanced the trust R3,5 million on an interest-free basis. Volunteer programmes are a key element of an integrated
corporate social responsibility strategy. Rather than treating
Since 2012 we have financed and mentored Kotla Commercial corporate social investment as an isolated sector, the AFGRI
Enterprises, a black-owned diverse farming operation close to volunteer programme actively engages our employees and
Brits in the North West province. Our engagement, together the communities in which we operate. Employees volunteered
with EDGE Growth, entails developing and monitoring a at a number of projects and performed a range of tasks from
business plan and budget, providing general and specific manual labour for the improvement of facilities to mentoring
mentorship, term and production financing and the provision the unemployed youth.
of business development skills. This pilot project has been
extremely successful and lessons learnt from this project have During the 2013 financial year, our recognisable
contributed to the new AFGRI emerging farmer initiative. socio-economic development expenditure amounted to
approximately R2,9 million (2012: R2,9 million). This
The aim of the AFGRI emerging farmer initiative is to impart represents approximately 2,0% (2012: 1,5%) of the net profit
the emerging farmers in our operating areas to proficiencies, after tax of the Groups South African operations.
ranging from technical to financial, as well as personal
development skills over a period of five years. The Group More details regarding our CSI projects are available on our
has secured a small piece of farmland close to the Vastfontein website at www.afgri.co.za.
Community Centre where farmers are trained on site.
A F GRI
Our commitment to the environment
Our relationship with the environment We began recording and reporting our resource consumption
Our relationship with the natural environment is governed by statistics in 2011. Details of the current and prior year
our Environmental Policy, revised in February 2013, which gross resource consumption appear in the various tables
states: incorporated in this section.
AFGRI is committed to leading the industry in minimising the We are now considering targets for resource intensity
impact of its activities on the environment. at selected key business units and identifying business
opportunities in the environmental space.
The key points include:
Minimise waste by evaluating operations and ensuring Resource consumption and emissions statistics
they are as efficient as possible; The data provided below is consistent with the scope
Minimise toxic emissions through the selection and use of its described in the About our integrated report section of
fleet and the source of its power requirement; this IAR. Consumption data has been collected for our
Actively promote recycling both internally and among its South African operations only, including the broiler growing
customers and suppliers; activities of independent contract growers for AFGRI Poultry.
Meet or exceed all the environmental legislation that Consumption estimates are used for independent contract
applies to the Group; growers, using our production facilities as a basis. The
Use an accredited programme to offset the greenhouse gas Groups carbon footprint is based on these operations only.
emissions generated by our activities;
Implement a training programme for staff to raise awareness We employ the services of EcoMetrix Africa to review the
of environmental issues and enlist their support in improving data collected, test it for completeness and reasonability in
our performance; relation to the various industries in which we operate.
Encourage suppliers to adopt similar principles; and
Applies to all companies in the AFGRI Group, both within Energy
and outside the borders of South Africa. Our two main sources of energy are coal (the majority of
EN3 direct energy consumption) and purchased electricity
The Group has separated its environmental risk management (EN4 indirect energy consumption).
process from its operational risk management activities. An
Environmental Control Guidelines Checklist is used to conduct Energy source 2013 2012
environmental risk assessments. The checklist focuses on legal
compliance and is specific to the Groups three core types Coal (tons) 52 292 50 119
of operations: retail stores (including workshops); factories; Purchased electricity (MWh) 125 290 121 473
and silos.
The increase year-on-year is mainly due to increased
Establishing targets for gross resource consumption or production at AFGRI Poultry and the fact that AFGRI Milling
emissions from a Group point of view would be meaningless was only operational for seven months during the previous
due to the diversity of our operations. It is more meaningful year.
to measure and compare resource intensities for selected key
business units. Many factors affect resource intensity statistics, All our industrial foods business units have implemented
including production efficiencies, seasonal impacts and programmes to reduce electricity consumption and costs.
product mix. As such, Terra Firma Solutions was appointed These programmes range from operating outside peak
to conduct an environmental policy review and facilitate on hours, introducing solar heating for non-essential hot water,
strategy development. Following on the recommendations applying heat transfer principles to heat non-essential water,
from the process during February 2013, we have rolled out the automation of boilers, introducing variable speed motors,
a five-year roadmap to achieve our environmental goals and improving processing efficiencies and more closely monitoring
targets. consumption.
The most notable focus areas are: The management team at Nedan with the assistance of
Energy external specialists embarked on an extensive energy
Water efficiency audit of both the current and proposed soya oil
Carbon emissions processing facility at Mokopane. The results of this audit were
Communication received in April 2013 and it is expected that there will be
Compliance. some immediate energy savings.
AF GRI
Other sources of energy consumed by AFGRI include polyfuel,
GHG emissions source 2013 2012
diesel and medium grade oil. Nedan also uses illuminating
paraffin in the deodorising process. Direct energy
consumption(tCO2e) 141 295 135 754
Water Indirect energy
Our two most water intensive operations are AFGRI Poultry consumption (tCO2e) 129 048 125 117
and Nedan. AFGRI Poultrys two processing plants and its Water effluent (tCO2e) 8 650 6 286
owned and contracted poultry farms consume approximately Chicken litter (tCO2e) 3 120 2 927
78% (2012: 74%) of our total water consumption, the majority
being ground water pumped from boreholes. Total 282 113 270 084
The graphs below illustrate the divisional contribution to our

Water source 2013 2012 carbon footprint:
Ground water (kilolitres) 1 434 261 1 232 519
We will start participating in the Carbon Disclosure Project
Municipal water (kilolitres) 397 960 406 843
once the requirements of mandatory reporting of greenhouse
Total 1 832 221 1 639 362 gas (GHG) emissions for the purposes of carbon tax have
been finalised.
The increase year-on-year is due to AFGRI Poultry now
operating a new breeder site at Diepputten that introduced Waste, effluent and recycling
a new borehole. Grain Management and AFGRI Milling We minimise our waste production by converting some of
saw increases as well due to AFGRI Millings inclusion for our waste material into by-products, especially through the
the full year (2012: seven months) and new bunkers at Grain treatment of poultry waste at the Animal Feeds rendering plant
Management. and the production of acid oil at Nedan.
Carbon footprint At AFGRI Poultrys Sundra processing plant, solid waste

We have estimated our carbon footprint using the appropriate extracted from effluent is reworked at AFGRI Animal Feeds
emissions factors as well as the EN3 and EN4 energy rendering plant in Dryden. Solid waste is removed from the
consumption information provided above. This estimate effluent water at the Delmas processing plant prior to its
includes Scope 1 and 2 emissions but excludes emissions release to an irrigation dam for use by a local farmer.
arising from the broad Scope 3 emissions category, notably
employee travel. The estimate further includes an assessment
of the emissions originating from water effluent and chicken
litter at AFGRI Poultry.
GHG emissions by division 2013 (%) GHG emissions by division 2012 (%)
Q Poultry 53 Q Poultry 49
Q Nedan 16 Q Nedan 18
Q Animal Feeds 19 Q Animal Feeds 22
Q Grain Management 7 Q Grain Management 7
Q Other 5 Q Other 4
A F GRI
Our commitment to the environment continued
At AFGRI Poultry we began with an environmental impact Manufacturers Association (AFMA) for its Safe Feed for Safe
assessment in 2012. The assessment is still in progress and Food production standards. All AFGRI Animal Feeds sites have
will allow us to implement a large scale water treatment and an internally regulated food safety and quality management
recycling project which has a large geographic footprint but system. A process is underway to determine which external
a low energy demand. This is a long-term project comprising accreditation should be obtained in order to add the most
many phases with initial build taking approximately eight value to the business, while supporting AFGRIs vision. This
months and a further 16 months required for the establishment Food Safety and Quality Management system is essential for
of the reed beds. reducing food safety hazards associated with animal feed
and ultimately the end consumer. By lowering these hazards
A more immediate but partial solution has been approved and assuring the safety of our feed and eventually food,
which will enable the Sundra processing plant to recycle financial and reputational risk is addressed.
approximately 35% of its daily water consumption for use as
wash water in specific areas of the plant. AFGRI Poultry employs an HACCP-based hygiene
management system (certified by the Provincial Executive
Nedan produces approximately 144 megalitres of effluent Officer of the Department of Agriculture) which identifies all
water per annum. This effluent is treated in a variety of ways potential biological, physical and chemical hazards throughout
before being discharged to the local municipality for final the abattoirs. Hygiene Management Programmes (HMP)
treatment. Waste sludge referred to as gums, generated in monitor production for hazards and deviations, demanding
the process of degumming, is combined with the soap stock immediate corrective action and ensuring compliance with
generated in the process of neutralising. When the new plant the Meat Safety Act, 2000, the Animal Health Act, 2002,
is in operation these gums will be combined with the soya and the Foodstuffs, Cosmetics and Disinfectant Act, 1972.
meal. This is then further processed to acid oil and sludge. ISO 9022 and Good Agricultural Practice (GAP) are used on
Acid oil and sludge is not disposed of as waste, but sold as the farms, which is the same standard used by supermarkets
by-products resulting from oil processing. in the United Kingdom.
Elsewhere in the Group, oil from the wash bays and workshops Programmes are implemented at many points throughout
as well as fumigation packaging from the silos are collected the production process, including ante mortem and meat
and stored safely on site until a reputable waste collection inspections. HACCP certification will be AFGRI Poultrys next
agent removes it. General waste separation and recycling is phase of its Safe Food focus. AFGRI Poultrys processes
undertaken at many of our installations. and procedures are further subjected to audits by large retail
customers on a regular basis.
Our commitment to safe and healthy products
Food safety and ethical production Broiler farm managers follow strict guidelines to produce
Our involvement in the human food chain at many of our maximum yields while maintaining good management
operations demands dedicated efforts to ensuring the practices which focus on animal welfare and bio-security. An
production of healthy and safe products. independent veterinarian is integrally involved to ensure good
flock health throughout the growing cycle on both the broiler
All of our silo installations are certified as complying with the and breeder farms. Overcrowding and poor handling during
Agricultural Product Standards Act 1990, and as such can harvests are avoided and growing conditions in the houses,
act as export facilities. Hazard Analysis and Critical Control such as ventilation and water, are constantly monitored and
Points (HACCP) compliance is a prerequisite for certification managed in order to achieve the highest quality of broilers.
and certificates are issued for a period of three years by the
Perishable Products Export Control Board (PPECB) following Nedan supplies oil to a large fast food franchise which applies
the conducting of an audit. All of our bunker facilities are strict quality control to all its suppliers. Nedan conforms to
HACCP compliant. the requirements of this Supplier Tracking Assessment and
Recognition (STAR) programme, a rating system that enjoys
AFGRI Animal Feeds operates a variety of quality control international recognition.
and feed safety systems, ranging from compliance with
the guidelines included in the Fertilisers, Farm Feeds, Nedans consistent compliance with the food safety audits
Agricultural Remedies and Stock Remedies Act, 1947, to of large multinational fast moving consumer goods (FMCG)
ISO9000 certification and HACCP principles. AFGRI was customers enables these customers to meet international
awarded Platinum status by the industry body Animal Feeds standards and export their products.
AF GRI
Nedan also has its own supplier management programme Packaging
which sets specific measurable requirements for prospective Our food sector divisions are regulated by labelling legislation,
suppliers of raw materials, ingredients, packing materials or including the Fertilisers, Farm Feeds, Agricultural Remedies
processing chemicals. Performance against these requirements and Stock Remedies Act, 1947, the Consumer Protection
is constantly monitored. Standard operating procedures are Act, 2008, the Foodstuffs, Cosmetics and Disinfectants Act,
documented and designed to ensure compliance with the 1972, the Agricultural Product Standards Act, 1990, and
demanding standards of human food production and address various regulations. We comply fully with all the legislation.
all aspects of production.
However, uncertainty does exist within the poultry industry
AFGRI Milling obtained certification of two of the most regarding the correct regulatory framework for the brine
recognised International Food Safety standards, ISO22000 content of whole birds. New draft regulations dealing with
and British Retail Consortium (BRC), and this has ensured glazing and the brine content of poultry products have been
access to both export and local markets. Both certifications published by the Department of Agriculture, Forestry and
are highly rated and acknowledged worldwide. Fisheries for comment. These regulations, in current form, may
have a significant impact on the poultry industry as a whole.
Yellow corn products are intended for industrial and/or
manufacturing use and various types of grits are produced at Customer service and satisfaction
the three yellow maize mills for the snack, brewery and cereal All our operations run formal customer complaint monitoring
industries locally and internationally. The grits are unique systems to ensure all instances of customer dissatisfaction are
and purposely refined to customers requirements. The Food recorded, investigated and appropriately responded to within
safety and quality support team ensures that every step of the set timeframes. Selected business units report the instances of
process, from the receiving of raw material to the point where complaints per unit of production or sales.
it is delivered to our customer, is managed proactively in terms
of quality and food safety. The Group has implemented the provisions of the Consumer
Protection Act, 2008 and subscribes to the spirit of this
AFGRI Milling strives to ensure continuous improvement legislation.
which is supported by documented procedures. The primary
objective is to ensure: A wide range of legislation including the National Credit
Zero tolerance on pest control Act, 2005, Financial Advisory and Intermediate Service Act,
Uncontaminated product 2002, and the Financial Centre Intelligence Act, 2001,
Product free from foreign objects govern the minimum service levels and client expectations of
Product that conforms to customer requirements. the Groups Financial Services segment.
By successfully maintaining these systems, operating Individual business units perform both ad hoc informal and
costs drop as rework reduces, efficiencies increase, legal formal customer satisfaction surveys. John Deere performs
compliance is ensured, risk management improves and also annual customer satisfaction surveys for all its franchisees,
increases customer confidence in our products safety and including AFGRI.
quality, giving the business the ability to obtain more business.
A F GRI
GOVERNANCE AND ACCOUNTABILITY Contents
64 Corporate governance statement

73 Regulatory compliance
74 Risk management
76 Remuneration Committee report
AF GRI
GOVERNANCE AND
ACCOUNTABILITY
A F GRI
GOVERNANCE AND ACCOUNTABILITY
Corporate governance statement
Approach is performed annually. The results of the 2013 appraisal

The Board of Directors recognises that corporate governance indicated an improvement in effectiveness and performance
is essential to enhance sustainable shareholder value and to with the majority of the issues identified in 2012 having been
protect the interests of all stakeholders. The Board remains addressed. Enhanced stakeholder engagement was identified
committed to sound corporate governance principles and to as an area of improvement for 2014. The Board also assesses
compliance with the legal requirements of all the countries in the independence of non-executive directors before they are
which AFGRI operates. The Board will continuously review the classified as such. 2.6 2.22
Groups governance framework against best practices.
2.1
At least one-third of the directors are subject to retirement by
The Group has complied with the Listings Requirements of the rotation every year. The Nominations Committee reviews
JSE Limited. The Board has satisfied itself that the Group has the skills available on the Board and the skills of those
applied the principles of King III with the exception of the directors that are due for re-election, before making a formal
following items: recommendation for re-election to the Board and shareholders.
An independent quality review of the internal audit function The recommendations by the Nominations Committee in this
(outsourced to KPMG) has not been performed. Written regard are detailed in the Notice of the Annual General
confirmation of KPMGs application of best practice was Meeting on pages 188 to 189.
obtained to ensure adequate quality control processes with
the internal audit function. During the year the process of induction of new directors was
The Audit and Risk Committee has concluded that until revised and a detailed formal induction plan was adopted
AFGRIs combined assurance framework has matured, by the Board. On appointment, all directors are provided
additional external assurance on the sustainability with an information pack and an induction programme aimed
disclosures in the IAR would not be cost effective. at broadening their understanding of their fiduciary duties
The Sustainability Committee comprises a majority of non- and responsibilities, the regulatory, statutory and governance
executive directors, however, the majority of these non- framework, an overview of the Group, as well as the business
executive directors are not independent. This is deemed environment and markets in which it operates. The Company
adequate as the individual directors of this committee are Secretary is responsible for the co-ordination of the induction
best skilled and have the ability to act independently even of new directors. 2.20
though they are not classified as such.
All directors are expected to keep abreast of changes and
Full details of the Groups application of the King III trends in the Groups business and markets. Through the
principles can be found on the Groups website at Board Chairman and the Company Secretary, the directors
www.afgri.co.za. The details of how the Company has applied have access to all relevant Group information and to senior
management, to assist them in the discharge of their duties
the principles set out in chapter 2 of King III are included in
and responsibilities and to enable them to take informed
the table at the end of this corporate governance statement as
decisions. In order to facilitate the process of ongoing training
required by the Listings Requirements of the JSELimited.
and development, all directors have access to the Institute of
Directors in Southern Africa (IoDSA) and are encouraged to
The Board and its committees attend any of the courses offered, in addition to other specific
The AFGRI Limited Board has a unitary structure comprising
training opportunities arranged for the Board. 2.20
a majority of non-executive directors independent of
management. The Chairman of the Board is an independent
The Board may also obtain independent professional advice
non-executive director and is not the Chief Executive Officer
for the furtherance of its duties, if necessary at the Groups
of the Group. The Chairman is elected annually. 2.16 2.18
expense subject to prior notification to the Board Chairman or
the Company Secretary.
A register of the Boards declaration of interests is kept
and maintained by the Company Secretary and regularly The Company Secretary provides a central source of advice
updated. The Board and committee meetings allow for to the Board on the JSE Listings Requirements, King III and
declaration of any other specific conflicts of interests and corporate governance matters. In addition to the Company
relevant directors recuse themselves from discussions on Secretarys statutory and other duties, she provides the Board
matters where they are conflicted. 2.14 as a whole, directors individually and the committees with
guidance as to the manner in which their responsibilities
Details of the roles and responsibilities of the AFGRI Limited should be discharged in the best interests of the Company.
Board are contained in the Board Charter which is available The Company Secretary maintains an arms length relationship
from the Company Secretary on request. 2.1 with the Board. The appointment and removal of the
Company Secretary is a matter for the Board. The Board has
In accordance with the Board Charter, an evaluation of the assessed, through an independent review by the Nominations
Board, its committees, individual directors and Chairman, Committee, the qualifications, the competence and expertise
AF GRI
of the Company Secretary and is satisfied that the Company Board committees, with the exception of the Sustainability
Secretary fulfils the requirements for this position. 2.21 Committee, comprise a majority of non-executive directors,
the majority of which are independent.
The Board has established various committees on which non-
executive directors play important roles. Details of the roles Details of the membership of the Board and committees,
and responsibilities of the Board committees are contained in attendance at meeting, and a summary of responsibilities
the committee terms of references and are available from the including important developments during the year under
Company Secretary on request. Membership of the committees review are set out in the table below.
2.23
is reviewed by the Nominations Committee annually. All
Element of Attendance
governance structure Roles and responsibilities Members at meetings
AFGRI Limited Board The AFGRI Limited Board remains the focal point of JPR Mbau (Chairman) 6/6
the Companys corporate governance system and is L de Beer (Deputy Chairman) 6/6
ultimately accountable and responsible for the key DD Barber 6/6
governance process and the sustainable growth, LM Koyana 6/6
performance and affairs of the Company. BA Mabuza 6/6
NL Shirilele
(resigned 13/11/2012) 2/2
L Stephens
(appointed 1/04/2013) 2/2
LL von Zeuner
(appointed 1/04/2013) 1/2
CT Vorster 6/6
NC Wentzel 6/6
CP Venter 6/6
GJ Geel
(appointed 4/09/2012) 4/4
JA van der Schyff
(resigned 4/09/2012) 1/1
Audit and Risk The Audit and Risk Committee reviews financial L de Beer (Chairman) 7/7
Committee and integrated reporting, the effectiveness of the DD Barber 7/7
risk management process and policies and internal NL Shirilele
control in the Group with reference to the findings of (resigned 13/11/2012) 2/4
both the internal and external auditors. Furthermore it L Stephens
executes all statutory duties in terms of section 90 of (appointed 1/04/2013) 2/2
the Companies Act, 2008. NC Wentzel 7/7
LL von Zeuner
The committee members are independent non- (appointed 1/06/2013) 0/0
executive directors as required by the Companies
Act. Details of the committees activities in the year
underreview appear in the committees report on
page88.
2.6
Remuneration This committees function is to approve a broad DD Barber (Chairman) 3/3

Committee remuneration strategy for the Group and to ensure L de Beer 3/3
that directors and senior executives are appropriately LM Koyana 3/3
remunerated for their contribution to AFGRIs BA Mabuza 2/3
operating and financial performance. Details of the
remuneration of AFGRIs executive, non-executive
directors and prescribed officers are disclosed in the
Remuneration Committee report on page 76 as well
as in the financial statements on page 91. AFGRIs
remuneration philosophy, policies and activities of the
Remuneration Committee for the current year appear
on page 76. 2.25 2.26
A F GRI
Corporate governance statement continued
Credit Committee The Credit Committee is responsible for the LM Koyana (Chairman) 4/4
governance and oversight of credit policies and JPR Mbau 2/4
procedures throughout the Group. The committee LL von Zeuner
reviews the Groups credit exposure and ensures that (appointed 1/04/2013) 1/1
the necessary procedures are in place to limit credit CT Vorster 4/4
risk to both existing and prospective customers. More CP Venter 3/4
detail regarding the management of credit risk is GJ Geel
provided in the accounting policies under Financial (appointed 4/09/2012) 3/3
risk management on page 107. JA van der Schyff
(resigned 4/09/2012) 0/1
Sustainability The committee directs, advises and monitors the NC Wentzel (Chairman)
Committee implementation of all sustainability policies. In (appointed 1/11/2012) 4/4
particular, the committee oversees the following JPR Mbau
activities: (resigned 31/06/2013) 4/6
transformation within the Group, utilising the B-BBEE BA Mabuza 6/6
scorecard and Codes of Good Practice as a guide L Stephens
and (appointed 1/06/2013) 0/0
environmental affairs in relation to the Groups CT Vorster 6/6
impacts on the environment and efforts to mitigate CP Venter 6/6
such impacts.
In addition, in the year under review the committee

considered and recommended the refinancing terms
relating to the extension of the BEE structure to the
Board for approval.
Nominations The Nominations Committee reviews the composition JPR Mbau (Chairman) 4/4
Committee of the Board and Board committees and makes L de Beer 4/4
recommendations to the Board in this regard. The BA Mabuza 3/4
appointment of directors is a transparent and formal
procedure governed by the Nominations Committees
mandate and Terms of Reference as well as the Board
Charter. The committee ensures that its size, diversity
and demographics make the Board effective and that
it is structured to ensure a wide range of skills, views,
knowledge and experience are in place to meet the
Groups strategic objectives. The committee also
ensures that a formal succession plan for the Board is
in place and that induction and ongoing training and
development of directors continue.
2.19
In the year under review, the committee assessed and

made recommendations to the Board for approval of
additions to the Board. A further focus of the Board,
initiated by the Nominations Committee, was the
revision and enhancement of the Board induction
process as well as continuous training.
AF GRI
Social and Ethics The Social and Ethics Committees mandate is CT Vorster (Chairman) 2/2
Committee basedon section 72 and Regulation 43(5) of L de Beer
theCompanies Act, 2008 which sets out the (appointed 13/11/2012) 1/1
statutoryduties of the Social and Ethics Committee. NC Wentzel
Details of the committees activities in the year (appointed 13/11/2012) 1/1
underreview appear in the committees report L Stephens
onpage90. (appointed 1/06/2013) 0/0
2.3 2.4 2.5
CP Venter 2/2
MM Manyama
(resigned 1/06/2013) 2/2
Investment Committee With the Groups expansion strategy into the rest of L de Beer (Chairman) 1/1
the continent, the Board established an Investment JPR Mbau
Committee in the year under review. The committee (appointed 1/06/2013) 0/0
acts as a sounding board for management and the CT Vorster 1/1
Board on potential investment opportunities. It also NC Wentzel 1/1
oversees and monitors the Groups investments and CP Venter 1/1
investment activities.
AFGRI Operations The main focus area of this board is the CP Venter (Chairman) 4/4
Limited Board implementation of the strategy as approved by the GJ Geel 4/4
AFGRI Limited Board and to meet the governance PJP Badenhorst 4/4
obligations of AFGRI Operations Limited. MM Manyama 4/4
JA van der Schyff
(resigned 4/09/2012) 1/1
The following management committees operate within AFGRI Operations Limited:
Element of governance structure Role and responsibilities Membership Frequency of meetings

Operating Committee (Opco) The committee is responsible for The committee is chaired by Bi-weekly
the operating activities of the the Chief Executive Officer
Group, developing strategy, and consists of the following
investment and policy proposals members:
for consideration by the Board
and implementing the Boards Chris Venter (CEO), Johan Geel
directives. (FD), Pieter Badenhorst (Group
Legal Director) and Mulco
The members of Opco who are Manyama (Group HR Director).
not executive directors of AFGRI
Limited have been designated
as prescribed officers of the
AFGRI Group for purposes of
section 66(1) and regulation
38 of the Companies Act,
2008.
Risk and Assurance Committee The Risk and Assurance Opco, Business Unit Managing Bi-monthly
Committee is a management Directors, Chief Risk Officer
committee formed for the and other senior operations
purpose of implementing the staff.
combined assurance model
and reports to the Audit and
Risk Committee. More detail
on the management of risk is
provided under the Risk and
Mitigation Strategy section
of this report on page 36 as
well as the Risk Management
section on page 74.
2.7
A F GRI
Element of governance structure Role and responsibilities Membership Frequency of meetings

Country Risk Committee The Country Risk Committee Chief Executive Officer Quarterly
is a management committee Group Financial Director
that reports to the Audit and Managing Director: AFGRI
Risk Committee. The committee Mauritius Holdings (Pty) Ltd
recommends investment Chief Risk Officer
opportunities to the Board.
Investments are evaluated
against set limits for the Group
as a whole given the country
specific risk profile.
Information Technology (IT) The IT Steering Committee Chief Executive Officer Quarterly
Steering Committee was established in the Group Financial Director
year under review. The Chief Information Officer
committee considers IT-related Business Integration Manager
matters, reports and makes (IT representative)
recommendations to the Board
Business Units Financial
through the Audit and Risk
Directors
Committee.
2.8
The Groups internal and

external auditors attend the
meetings of the committee
whenrequired.
AF GRI
KING III CHAPTER 2
# Description Indicator Comment
2. BOARD AND DIRECTORS
ROLE AND FUNCTION OF THE BOARD
2.1 The Board should act as the focal point for and Applied See page 64.
custodian of corporate governance
2.2 The Board should appreciate that strategy, risk, Applied The Group strategy is annually agreed on by the
performance and sustainability are inseparable Board in consideration of past performance, risk
and sustainability at its annual strategy meeting.
2.3 The Board should provide effective leadership Applied The Boards role to provide effective leadership
based on an ethical foundation is set out in the Board Charter and further re-
emphasised by the Boards endorsement of the
Groups code of conduct, code of ethics and
values.
2.4 The Board should ensure that the Company is and Applied The Board through its Social and Ethics Committee
is seen to be a responsible corporate citizen and Sustainability Committee, ensures that
the Company acts in a manner that does not
contradict any of the principles of being a
responsible corporate citizenship, particularly
that the Companys actions are socially,
environmentally and economically not harmful.
See page 67.
2.5 The Board should ensure that the Companys Applied The Social and Ethics Committee monitors the
ethicsare managed effectively Companys ethical behaviour and reports to the
Board in this regard. The Board reviews, through
the Social and Ethics Committee, the Groups
ethical standing, the Groups code of conduct,
code of ethics and values and ensures that the
Group acts accordingly.
See page 67.
2.6 The Board should ensure that the Company has Applied The Audit and Risk Committee exists consisting of
aneffective and independent Audit Committee independent non-executive directors and the chair
of the Board is not a member of the committee.
The committees effectiveness is reviewed
annually through the annual Board and committee
effectiveness assessment process, the results of
which confirmed that the committee is effective.
See page 64 and 65.
A F GRI
KING III CHAPTER 2
2.7 The Board should be responsible for the Applied The Board approves risk management policies
governance of risk in the Group and assumes overall responsibility
for risk governance. The responsibility for
overseeing the adequacy and effectiveness of risk
management has been delegated to the Audit and
Risk Committee.
2.8 The Board should be responsible for information Applied IT governance is considered annually by the
technology (IT) governance Audit and Risk Committee which reports to the
Board in this regard. During the financial year
an independent IT governance review was
concluded with the intention of obtaining input on
the development of an IT governance framework
for the Group and internal and external audit
assessed the IT control environment. The IT strategy
is aligned with the approved business strategy in
order to enhance the control environment. KPIs to
monitor the IT strategy have been agreed upon
and are monitored.
2.9 The Board should ensure that the Company Applied The Group has adopted a formal regulatory
complies with applicable laws and considers compliance policy. Quarterly regulatory
adherence to non-binding rules, codes and compliance reports, in accordance with the policy,
standards are submitted to the Audit and Risk Committee.
2.10 The Board should ensure that there is an effective Applied Group internal audit has been outsourced to
risk-based internal audit KPMG. KPMG works closely with the Risk
Department to ensure a risk based approach to its
internal auditplan.
2.11 The Board should appreciate that stakeholders Applied Stakeholder engagement is carried out by either
perceptions affect the Companys reputation the Investor Relations Manager (an external
appointment), Corporate Affairs Manager, Human
Resources, Secretariat or Executive Management
depending on the various stakeholder groupings.
Reputational risks, which have a direct impact on
Stakeholder perceptions, are considered
by the Board from time to time.
2.12 The Board should ensure the integrity of the Applied The Audit and Risk Committee reviews the IAR
Companys integrated annual report and recommends it for approval to the Board.
The Board approves the content of the IAR for
publication. Efforts to incorporate reporting best
practice and improve the level of integration of the
report continue.
AF GRI
KING III CHAPTER 2
2.13 The Board should report on the effectiveness of the Applied A review and report on the effectiveness of the
Companys system of internal controls Groups systems of internal controls is concluded
through Audit and Risk Committee and is disclosed
on page 88 of this report.
2.14 The Board and its directors should act in the best Applied See page 64.
interest of the Company
2.15 The Board should consider business rescue Applied The solvency and liquidity of the Company
proceedings or other turnaround mechanisms as is reviewed quarterly by the Audit and Risk
soon as the Company is financially distressed as Committee. The committee then recommends
defined in the Act the solvency and liquidity statement to the Board
for approval and the Board, following review,
approves the statement. Resulting from this process,
should the Company be financially distressed,
rescue procedures will be implemented.
2.16 The Board should elect a chairman of the Board Applied See page 64.
who is an independent non-executive director. The
CEO of the Company should not also fulfil the role
of Chairman of the Board
2.17 The Board should appoint the Chief Executive Applied The Chief Executive Officer of the Company is
Officer and establish a framework for the appointed by the Board on recommendation
delegation of authority by the Nominations Committee. The Audit and
Risk Committee annually reviews the approved
framework for the delegation of authority and
recommends any required amendments to the
Board for approval. The Board then reviews and
approves any such required changes.
COMPOSITION OF THE BOARD
2.18 The Board should comprise a balance of power, Applied See page 64.
with a majority of non-executive directors. The
majority of non-executive directors should be
independent
BOARD APPOINTMENT PROCESS
2.19 Directors should be appointed through a formal Applied See page 66.
process
A F GRI
KING III CHAPTER 2
DIRECTOR DEVELOPMENT
2.20 The induction of and ongoing training and Applied See page 64.
development of directors should be conducted
through formal processes
COMPANY SECRETARY
2.21 The Board should be assisted by a competent, Applied See page 65.
suitably qualified and experienced Company
Secretary
PERFORMANCE ASSESSMENT
2.22 The evaluation of the Board, its committees and Applied See page 64.
the individual directors should be performed every
year
BOARD COMMITTEES
2.23 The Board should delegate certain functions to Applied See page 65.
well-structured committees but without abdicating
its own responsibilities
GROUP BOARDS
2.24 A governance framework should be agreed Applied All the Groups subsidiaries have adopted and
between the Group and its subsidiary boards operate within the Group governance framework
and policies.
REMUNERATION OF DIRECTORS AND

SENIOREXECUTIVES
2.25 Companies should remunerate directors and Applied See page 65.
executives fairly and responsibly
2.26 Companies should disclose the remuneration Applied See page 65.
of each individual director and certain senior
executives
2.27 Shareholders should approve the Companys Applied The resolution relating to approval of the
remuneration policy remuneration policy by shareholders at the 2013
AGM has been included in the notice of the AGM
on page 189.
AF GRI
Regulatory compliance
Compliance philosophy Brining content regulations

The Group believes that regulatory compliance is an ethical The Group is aware of the current investigation by the
imperative (also refer to the Social and Ethics Committee Department of Agriculture, Forestry and Fisheries (DAFF) into
report in this IAR) and is committed to complying with all the processing and packaging elements of poultry production
applicable laws, rules, codes and standards. A Regulatory as well as the proposed amendments to the regulations
Compliance Policy, incorporating the principles of King III dealing with the allowable brine content of poultry. The
relating to compliance with applicable laws, rules, codes and Group, through the South African Poultry Association (SAPA),
standards, has been adopted by the Board. is engaging with DAFF in this regard and we look forward to
regulatory clarity and the establishment of clear and uniform
Governance industry standards for these activities that will benefit both the
The Head of Regulatory Compliance reports directly to poultry industry and the consumer.
the Audit and Risk Committee (refer to the Audit and Risk
Committee report on page 88) and to the AFGRI Limited Update on Competition Commission investigations
Board. Compliance Officers reports functionally to the Head In February 2012 the Competition Commission initiated
of Regulatory Compliance. The Regulatory Compliance an investigation into alleged fixing of a trading condition
Report is a standing item on the agendas of the Audit and by the members of the Grain Silo Industry (GSI), including
Risk Committee and the AFGRI Limited Board meeting. AFGRI. The trading condition relates to the charging
of uniform tariffs by silo owners to storers based on the
Management weight of various types of grains as compensation tosilo
The principles, standards and guidelines recommended by owners for the loss in weight due to the grains reducing
the Compliance Institute of South Africa (CISA) are applied moisture content and breakage while in storage. On
where appropriate. These have been formulated to ensure 8May2013 the Competition Commission informed GSI
adherence to both regulatory and supervisory requirements. members that it was no longer investigating the complaint.
In addition, the Group takes cognisance of compliance best
practice guidelines and standards issued by relevant industry In May 2013 the Competition Commission initiated an
organisations. investigation into alleged price fixing by the major poultry
producers in South Africa, including AFGRI Poultry, of
Regulatory compliance risks associated with our business the price for culled and depleted broilers. The Group
activities are continuously assessed, challenged, managed has denied this allegation and is co-operating with the
and reported on to internal and external stakeholders. We seek commission in their investigation.
to maintain honest, transparent and trustworthy relationships
with regulatory bodies. Through various internal awareness
and training programmes all employees are made aware of
compliance-related policies as well as the conduct expected
of them, as described in our Code of Ethics. Regulatory
compliance attestations are obtained from employees on a
frequent basis.
Regulatory developments
Minister of Trade and Industrys decision on the proposed
increase of poultry import duties
The South African Poultry Association (SAPA) has applied for
the increase of import duties on a range of categories of frozen
chicken. The International Trade Administration Commission of
South Africa (ITAC) has made a final recommendation to the
Minister of Trade and Industry regarding SAPAs application
on 9 July 2013. The decision of the Minister is pending.
A F GRI
Risk management
The risk management process Combined assurance

The Board recognises that the achievement of the Groups The diagram presented on page 75 shows the combined
objectives is dependent on a full understanding of the risks it assurance approach as adopted by the Board.
faces. The Board has committed the Group to an integrated
enterprise risk management process that is aligned to the Internal audit and various other external assurance
principles of the King III Code. The features of this process providers provide independent assurance to the Board on
are outlined in a risk management policy and framework. This the effectiveness of the Groups internal controls and risk
policy and framework applies to all business units in the Group. management processes implemented across the organisation.
The Board has delegated the responsibility for overseeing the
adequacy and effectiveness of risk management to the Audit Group Internal Audit has provided a written assessment on
and Risk Committee (refer to the Audit and Risk Committee the effectiveness of the system of internal controls and risk
report on pages 88 to 89). management in the Group. The Board is satisfied that nothing
has come to its attention to suggest that the prevailing system
The process involves formal risk assessment workshops of internal controls and the risk management process are not
at various levels throughout the Group. Where risks are in all material respects acceptable.
identified, the potential impact is quantified, probability of
occurrence assessed and the sufficiency of the controls in Information management
place to mitigate the risks considered. Where controls are The Board is committed to information technology (IT)
insufficient or lacking, management establishes the residual governance that is aligned to King III, ISO38500 and Control
risk and determines if this is within the Groups risk tolerance. Objectives for Information and Related Technology (COBIT).
If not, further actions to address the risk are identified and The Board has delegated the responsibility for overseeing the
implemented. These actions are chosen on the basis that they adequacy and effectiveness of IT governance to the Audit
assist the Group to manage risks to an acceptable level and and Risk Committee. The rollout of formal IT governance in the
increase the likelihood that we will fulfil our responsibilities to Group is at an early stage.
our stakeholders.
The primary building block of the IT governance structure is
Risk identification is performed on a top-down and bottom-up the IT Steering Committee. An IT Steering Committee which
basis. Top-down risk identification is undertaken by Group comprises executive management, IT and business has been
management and the Board. Bottom-up risk identification set up. The committee focuses on strategic matters as these
is executed at the business units. Risks are reviewed on an relate to the use of IT across the business and takes overall
ongoing basis and changes thereto reported to the Group responsibility for information technology in the Group. The
risk department. committee reports on its activities on a quarterly basis to the
Audit and Risk Committee according to its mandate.
The process further includes a process for actively identifying,
discussing and reporting emerging risks. These risks are During the year, PwC was appointed to conduct a gap
identified as part of the Groups constant monitoring of analysis with the purpose of improving IT governance in the
developments in a broad range of fields (including economic, Group. The results of this review were used to compile an
political, social and environmental) that may impact on the IT governance roadmap for the Group. Progress against the
Groups business. roadmap is reported to the Audit and Risk Committee on a
quarterly basis.
The understanding of risk management at all levels of
the Group is important and a risk aware culture among
employees is key to managing risks faced by the Group. As a
result, the Risk Management Policy and Framework has been
widely distributed across the Group and ongoing awareness
initiatives are conducted regularly.
The Group is in the process of reviewing its risk appetite and

tolerance statement. The purpose of this review is to enable
the Group to track performance against appetite and set
tolerance levels. The review will include the identification of
key risk indicators for the Group.
AF GRI
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Reviews incidents risk management
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Risk and Assurance Group functions External assurance

Committee Assist business units providers (Internal and
Reviews Group risk in the management external auditors and
register of various risks other specialists)
Reviews detailed (legal compliance, Provide independent
business units risk IFRS, tax, ERM, etc.) assurance on the
registers management of
Reviews support risks and control
functions risk effectiveness in the
registers Group.
A F GRI
Remuneration Committee report
Statement from the Chairman of the Group During the year, we spent time with institutional investors
Remuneration Committee and other key stakeholders to determine what their concerns
I am pleased to report to shareholders on AFGRIs relating to remuneration were and we noted the following:
remuneration practices. Shareholders are becoming more
vocal on matters relating to remuneration. Non-binding Matters for Actions taken in the year
advisory votes on remuneration are now common across consideration
the world. Standards of disclosure are forever increasing
Company paid bonuses An exercise was recently
and improving. It is important that remuneration is fair and in despite yielding poor commissioned to benchmark
line with performance. Stakeholders are only in a position to results all components of executives
determine whether remuneration practices are fair when these remuneration and to determine
are fully disclosed. It is against this backdrop that we try to the optimal remuneration
mix, which supports the
disclose our remuneration measured against performance in
Groups business strategy and
a transparent manner. aligns with feedback from
shareholders
AFGRIs core approach to the Group remuneration policy is
Board remuneration Benchmarking against
to ensure that total remuneration: is possibly too high companies in similar industry
is appropriately prudent and commercially sensible to compared to companies and similar in size
enable the attraction and retention of talented people and of similar size
those with scarce skills; Unclear on disclosure, Continued emphasis on
brings about an alignment with the interests of all KPIs of management improved disclosure of KPIs
stakeholders; and and the Board to be
ensures fairness and a sustainable minimum wage. defined
AFGRIs remuneration policy and principles throughout the Our remuneration strategy is regularly reviewed, to ensure
past couple of years remained consistent. During 2010, that it continues to adapt to changing market conditions, and
shareholders approved a combination of cash and shares that it remains appropriately aligned with our overall business
award scheme for the Companys employees, known as strategy. Some of the key themes that the Remuneration
the Executive Share Award Scheme. This scheme replaced Committee (the committee) will consider in 2014 will be:
the EVA bonus and the deferred share incentive schemes. The reviewing the overall competitiveness and fitness-for-
scheme was designed to increase employee and shareholder purpose of our total remuneration and benefits offering
alignment through employee share ownership, to retain key relative to the markets in which we compete, while
talent and to incentivise participants to achieve challenging remaining appropriately commercial and agile to respond
targets. Executives and senior management (including to changes in market conditions; and
executive directors) are eligible to participate in the scheme. detailed review of our approach to performance
The implementation of the Executive Award Scheme has seen management.
a reduction in the incentive pool in circumstances where
business performance has declined, and has seen the lapsing I am grateful to my fellow committee members for the way in
of performance share awards in instances where Group which they have engaged in line with the Board-approved
performance targets were not met. charter, and for the levels of rigour they have applied to the
debates on our remuneration policy and practice in these
challenging times.
DD Barber
Remuneration Committee Chairman
3 September 2013
AF GRI
REMUNERATION POLICY Guaranteed pay
Shareholders are requested to vote on the following Guaranteed pay is aimed at reflecting individual contributions
remuneration policy by way of a non-binding advisory to AFGRI and the market value of the role with internal equity
resolution. There have been no material changes to the and external equity being cornerstones in setting guaranteed
substance of the remuneration policy voted on by shareholders pay.
at the previous annual general meeting (AGM) held on
19 October 2012, where the remuneration policy was Establishing internal equity entails a process of formal job
endorsed by 66,73% of shareholders. matching to ensure greater internal alignment, particularly
between divisions within the Group. In terms of external
AFGRIs remuneration policy is: equity, which is essential to compete for scarce talent, a
benchmarking philosophy is adopted whereby benchmarking
Objective and philosophy is performed relative to peer companies for executive directors,
The Groups philosophy is to pay for performance, while senior managers and prescribed officers against companies
ensuring that there is a distribution of remuneration around listed on the JSE which are of a similar size and nature, in
the market median when performance is on par with terms of market capitalisation and sector, to AFGRI.
predetermined financial and non-financial targets. To this end,
a performance management system is in place, which is a key The Group seeks to position guaranteed pay at the median
input into determining individual remuneration. against appropriate national benchmarks; however, the
total pay policy is to position earnings between the 50th
In designing the remuneration policy, the Group is cognisant and 75th percentile for executives, senior management and
of best practice, the applicable legislation as well as key talent and critical skills. This policy supports the
adherence to codes of good remuneration and governance underlying principle of paying for performance and the focus
practice. The remuneration policy is aligned with our strategy on variable pay.
and allows for some flexibility across the various business units
depending on varying market conditions and unique external The purpose and philosophy of the total remuneration
benchmarks. approach is to:
attract, retain, motivate and reward employees
Directors, senior executives and staff should receive fair, appropriately;
competitive and appropriately structured remuneration in the encourage sustainable long-term performance of the
best interests of the Company and its stakeholders. In ensuring Group; and
this, we apply the following principles: align performance with the strategic direction and specific
Remuneration consists of fixed and variable components, value drivers of the business and the interests of stakeholders
with an emphasis on variable pay at higher levels to in a manner that does not encourage excessive risk taking.
encourage both financial and non-financial performance;
Remuneration structures support the development of a Remuneration principles
performance culture as well as support the Groups The governance and management of remuneration in the
strategy; and Group is undertaken by the committee, the Group Opco and
Remuneration components are set at a competitive level management to ensure compliance with applicable regulatory
to motivate key talent and to attract the services of high- requirements and alignment with codes of good remuneration
calibre future employees. practice.
The Group has the following remuneration components: The Group uses and implements an appropriate mix of total
Guaranteed pay (consisting of salary, benefits and reward for its various employee groups that is designed to
retirement fund contributions); attract, motivate and retain talented employees, and which
Short-term incentives (STI) for qualifying employees; and stimulate employee satisfaction and engagement.
Long-term incentives (LTI) for qualifying employees.
To achieve internal equity all employees must be fairly and
An exercise was recently commissioned to benchmark all consistently rewarded according to their roles, individual
components of executives remuneration and to determine worth and experience, being cognisant of the Group, business
the optimal remuneration mix, which supports the Groups
business strategy and aligns with feedback from shareholders.
A F GRI
Remuneration Committee report continued
unit and individual performance. To achieve external equity Job evaluation and market benchmarking
the Group must continuously monitor the relevant job markets The principles applicable to job evaluation and benchmarking
to ensure a competitive total reward positioning within the are that all:
parameters of affordability. jobs must be benchmarked, using the appropriate
The management of remuneration must support and methodologies, and matched to the respective market job
reinforce the Groups culture and values. and earnings ranges;
The Groups remuneration policy must be transparent and job evaluations and market benchmarks must be managed
communicated to all employees. by the Group HR function;
All employees personal remuneration information must be job profile changes must be proposed by the line manager
treated as confidential, be respected and always be dealt and approved by the Group HR function; and
with in terms of regulatory requirements. employees are entitled to see their market match and
All remuneration practices will be aligned with the principles earnings range.
of equity and equality, and implemented on the basis of
differentiation in respect of performance. Employee benefits
In the management of remuneration internal and external All permanent employees have access to the same employee
equity are key considerations. benefits, subject to regulatory requirements, subsidiary policies
Premiums for race, gender, specialist skills and other and local practices.
market drivers should be accommodated within broad
remuneration ranges. Employees have access to the following benefits:
Leave;
Total remuneration Retirement funding;
Guaranteed package (GP) Healthcare;
All employees based in SA, including executive directors Disability cover; and
and prescribed officers, are remunerated on a total cost Death cover.
to company approach. The Group has implemented this
approach, subject to labour regulations and remuneration Depending on the requirements of a role, the Group may
practices, in all SA-based operations and certain non-SA allow for certain job-specific structures and/or allowances.
entities. The remaining non-SA entities will remain on a salary
plus benefit approach. The service contracts of executive directors and prescribed
officers are aligned with those of general staff. There is no
The Group annually determines the GP earnings ranges material liability to the Group with respect to the termination
applicable to all positions. Earnings ranges are benchmarked of contract of any executive director or prescribed officer. The
against market median information, allowing a reasonable applicable contracts of employment do not include provisions
range to accommodate different levels of competence, entitling the individual to a specified payment on termination of
experience, performance and applicable market drivers. employment or on a change of control in ownership. Further,
no agreements have been entered into with the executive
For unionised staff, adjustments, as defined in the appropriate directors or prescribed officers regarding restraints of trade.
relationship agreement, will be agreed with unions on an
annual basis. Short-term and long-term incentive schemes
STIs and LTIs are designed to reward financial and non-
The committee is responsible for approving the overall financial performance, desired behaviours and deliverables
increase in payroll cost. within an agreed risk framework and to retain key employees
and to align their long-term performance with the interests of
Adjustments for the CEO and FD are recommended to the shareholders.
committee for approval.
The committee has full and final discretion in respect of all the
Remuneration adjustments for directors, senior managers and Group STI and LTI schemes and arrangements subject to any
prescribed officers outside the annual remuneration review necessary shareholder approval.
exercise may be considered under exceptional circumstances
and will be subject to authorisation by the committee.
AF GRI
A sign on bonus scheme is used in exceptional circumstances Participants receive a percentage of the amount of the pre-
as a recruitment tool to aid in the acquisition of potential tax bonus in cash, after the deduction of any relevant tax;
candidates. The balance of the pre-tax bonus determines the number of
ordinary shares subject to an individual award by applying
The Group uses a combination of cash and shares award the 30-day volume weighted average price of a share on
scheme, known as the Executive Share Award Scheme. The the JSE prior to the award date;
scheme is designed to increase employee and shareholder The award is subject to both performance and retention
alignment through employee share ownership, to retain key conditions, as determined by the Board;
talent and to incentivise participants to achieve challenging Shares in respect of which an award is made are required
targets. Executives and senior management (including to be released on a date specified in an award letter or on
executive directors) are eligible to participate in the scheme. such other date as may be specified by the trustees;
Performance conditions apply to 50% of the shares
The following terms and conditions apply to any award under awarded to each participant. The Board ensures that the
the scheme: conditions are sufficiently demanding and performance
targets are tested annually;
A pre-tax bonus, calculated as a percentage of the The remaining 50% of the shares are released in equal
participants total cost to company, is dependent on instalments over a period of four years, commencing on the
the achievement of incentive targets both financial and first anniversary of the award; and
personal that are recommended by the committee and It should be noted that due to the Groups recent financial
approved by the Board; performance not meeting targets, two tranches of share
allocations have been cancelled.
The bonus as a percentage of total cost to company in respect of the companys prescribed officers is reflected in the table below.
% of guaranteed pay Payable in

% of targets met <90% 90% 100% 120% >120% Cash Shares Shares
Retention Performance
condition condition
CP Venter 0% 45% 110% 160% 160% 30% 35% 35%
GJ Geel 0% 50% 100% 140% 140% 30% 35% 35%
PJP Badenhorst 0% 38% 75% 105% 105% 60% 20% 20%
MM Manyama 0% 38% 75% 105% 105% 60% 20% 20%
For a detailed breakdown of bonuses paid to the Companys prescribed officers for the year ended 30 June 2013, please refer
to page 91.
The targets for the 2014 financial year will be based on a combination of personal KPIs, achieving budgeted HEPS, and return
on net assets.
A F GRI
Roles and responsibilities REMUNERATION GOVERNANCE

The Board Remuneration regulation
The Board is responsible for the financial reporting and We are subject to local and global remuneration regulation,
soundness of the Group, including the remuneration policy. including the King III Code on Corporate Governance.
The Board delegates responsibility for this policy to the
committee. Composition of the committee
The committee currently consists of four members, is made up
Remuneration Committee of a majority of independent non-executive directors and has
The Remuneration Committee is a committee of the Board and an independent chairman.
is responsible for reviewing and approving the remuneration
policy and the strategy related to all reward-related matters In 2013 the committee consisted of DD Barber (independent
for the Group. chairman), L de Beer, LM Koyana and BA Mabuza. The
Chief Executive Officer and Financial Director are permanent
Opco invitees to committee meetings and recuse themselves from
Opco is responsible for the proposal and implementation of discussions on their own remuneration.
remuneration strategies, policies and practices for the Group.
The committee met three times during 2013. A record of
Management attendance at the meetings is set out in the supplementary
Management is required to: Governance and Ethics information available online. All
conduct open and honest discussions with employees members of the committee act as trustees of the AFGRI
around individual remuneration; Employee Share Trust.
ensure fair and equitable remuneration practices; and
consult with Group HR should guidance on remuneration Functioning of the committee
practice be required. The committee operates under delegation of the Board and
has a terms of reference that is reviewed on an annual basis.
Human Resource Business Partners The committee is mandated by the Board to discharge its
Human Resource Business Partners are responsible for the corporate governance duties related to remuneration strategy,
remuneration practices at a business level, and support line policy and practices. The Board ensures that the committee is:
managers appropriately to ensure that the Group provides constituted in a way that enables it to exercise competent
a place where our people can thrive, and that remuneration and independent judgement on remuneration policy and
principles are applied in a fair and equitable manner; and practices, while also considering the management of
must work with line managers to manage remuneration related risk;
expectations and plan for future strategic business growth. functioning in compliance with statutory requirements,
codes of relevant best remuneration practice as well as
REMUNERATION REPORT applicable regulatory requirements; and
The AFGRI Group Remuneration Policy is enabled and remaining responsive in terms of risk-adjusted remuneration
supported by specic committee decisions, as well as internal practices.
rules, procedures and processes. The Groups predominant
approach is one of consistency and stability, within the The committee functions according to its terms of reference
framework of evolving legislation and remuneration practice. approved by the Board. The Board delegates responsibility
Any changes made are carefully considered to mitigate any to the committee for the investigation and benchmarking of
unintended consequences or negative effects on the Groups remuneration practices and for considering and approving,
stakeholders. according to rules set out in its terms of reference, all proposals
made on remuneration practices that have a direct or indirect
This report sets out the consistent implementation of the AFGRI nancial impact in the Group. A copy of the committees
Group Remuneration Policy within the Group during 2013, terms of reference is available from the Company Secretary
as well as subsequent events following year-end where upon request.
applicable.
AF GRI
The committee applies the guiding principles of the CP Venter and GJ Geel are subject to written employment
remuneration policy as far as is feasible, but the Board retains agreements. The employment agreements regulate the duties,
the right to use their discretion to deviate from this policy in remuneration, allowances, leave and notice periods of these
exceptional circumstances. two executives. Both agreements were reviewed in the past
year and can be terminated subject to a six-month notice
As in previous years, the committee conducted a self- period.
assessment to evaluate its effectiveness against the objectives
of its charter. The evaluation conrmed that there were no Long-term and short-term incentive scheme targets
material issues in regard to the effectiveness of the committee. For all executive directors and prescribed ofcers the STI
and LTI targets were based on performance against target
Advice to the committee in respect of the level of Group and respective divisional
The committee has full access to independent executive headline earnings and performance against their individual
remuneration consultants, and has utilised the services of 21st key performance indicators (KPIs).
Century Pay Solutions Group in this regard during 2013.
The dimensions used to measure individual performance
The committee is provided with market-related remuneration included nancial, transformation, environmental, expansion
information based on a number of independent remuneration and other divisional specific targets.
surveys in which we participate. These include Deloitte
surveys, the Global Remuneration Solutions Top Executive The broad objectives for each of these dimensions were as
Remuneration Survey, the LMO Executive Remuneration follows:
Surveyand a number of smaller niche remuneration surveys. Financial delivering sustainable nancial performance;
21stCentury Pay Solutions Group provided market information Expansion and business development expanding the
regarding non-executive remuneration. divisions footprint in Africa or locally;
Transformation accelerating transformation in support
EXECUTIVE DIRECTORS AND of achieving our transformation targets, objectives and
PRESCRIBED OFFICERS behaviours; and
Prescribed officers Environmental reducing the carbon footprint year-
The Board has resolved that our prescribed officers on-year.
should remain unchanged. The members of the AFGRI
Opcos remuneration disclosures are set out on page 91 OUR PEOPLE
of this report. Headcount
At 30 June 2013, the Group Employed 4 148 (2012:
Increase in guaranteed package 4 498) employees. The number of employees in South
The remuneration for the Chief Executive Officer, executive Africa were 3 878 (2012: 3 680). 2 882 are permanent
directors and the prescribed ofcers were adjusted with effect employees (2012: 3 492) and 829 (2012: 188) are contract
from 1 November 2012. employees. In addition, the Group employed 167seasonal
employees (2012: 649). A total of 270 employees work
Increases for executive directors and prescribed ofcers outside the borders of South Africa.
took into account market benchmarks, performance and
remuneration levels relative to peers. The guaranteed Due to the seasonality and agricultural cyclicality of our
packages of the chief executive officer and other executive business, we make use of seasonal workers, particularly in
directors were considered and recommended by committee the Grain Management division. The Company makes use of
and approved by the AFGRI Limited Board. the services of labour brokers and as at 30 June 2013, there
were 1 831 labour broker employees (2012: 2 140). Group
Service contracts aims to minimise the use of labour brokers.
Service contracts of executive directors and prescribed officers
are aligned with the general conditions of service applicable With our commitment to fair labour practices, equity, respect
to all Group employees based in SA, except for specic for the law, and respect for human rights, the use of labour
provisions relating to notice periods. brokers demands that AFGRI seek satisfactory evidence that
A F GRI
compliance with labour legislation is adhered to. Regular Employment equity

inspections are undertaken by the Group to ensure that AFGRI is an equal opportunity employer committed to the
employment conditions are fair. principles and objectives of the Employment Equity Act,
1998. The Group promotes income equality as a priority
Labour stability index and has eliminated all unjustified income differentials. An
The Groups labour stability index, reflecting the proportion area which still receives special attention is the employment
of employees having been employed for more than one equity scorecard. Our main objective is not only to comply
year and which is an indication of the retention of with legislation, but to ensure equitable representation in all
experienced staff, has increased to 98% for the year under occupational levels in the workplace.
review (2012: 93%).
Health and safety
Employee relations Health and safety at work is a fundamental requirement for
The relationship with our employees remains one of our key the Group. It is not simply viewed as a legal requirement but
focus areas, striving towards fair employment and of being an assists in our drive to be one of the safest workplaces.
employer of choice. The employer and employee relationship
is governed by labour legislation in the countries in which The number of lost-time injuries (LTIs) among the South
AFGRI operates. African permanent workforce amounted to 57 (2012:
64) resulting in a lost-time injury frequency rate (LTIFR) of
During the year under review weve experienced no work 1,70 (2012: 1,60) based on standard hours of 200 000
stoppage (2012: four days) with none of our employees (2012: 200 000). Total injuries on duty (IOD), including
(2012: 62 employees) participating in strike action. LTIs, among the South African permanent workforce totalled
191 (2012: 149).
Skills development One (2012: two) AFGRI vehicle fleet driver was killed in a
Skills development is considered a critical factor in ensuring road accident during the year.
a sustainable business. Sustained performance and growth
requires ongoing investment in human capital development Health risks and other factors facing the wellbeing of our
over the long term. The Group recognises and supports skills employees, including HIV/Aids, receive special attention
development as a pillar of transformation. as these risks could potentially have a negative impact on
productivity and related costs. Awareness programmes for
The Group offers employees the opportunity to participate in employees have been intensified and an HIV/Aids Policy
skills development programmes, which include learnerships and Employee Assistance Programme has been developed to
and educational assistance programmes. More than support affected employees.
2 000 employees participated in these programmes during
2013 (2012: >1 700) at an estimated cost of R11,0 million Non-executive directors
(2012: R10,1 million). Non-executive directors are appointed for a period of three
years and, following this period, may be available for re-
Skills development at junior and middle management election for a further three-year period. The normal retirement
levels was enhanced from 2011 with the introduction of a age is 70. Non-executive directors receive a fee for their
management development programme in conjunction with contribution to the Board and to the committees of which they
Duke University which is run on an annual basis. In total, are members.
188 employees (2012: 84 employees) are participating in
learnership programmes, while 189 employees (2012: nil
employees) are participating in the Adult Basic Education and
Training programme.
AF GRI
The fee paid to the Chairman includes his directors fee as In accordance with King III, the Remuneration committee
well as his committee fees. Non-executive directors do not reviews, based on external benchmarks, and recommends fee
participate in the STI or any LTI and they do not receive structures to the Board for approval (excluding recommendation
any benefits other than those disclosed. To the extent that on their own fees) before submitting recommendations for
a non-executive director does not attend a scheduled Board approval by shareholders at the AGM. An increase to the
or committee meeting, an amount will be deducted from his non-executive directors and committee fees is proposed for
or her annual fee. Where a director is required to attend a 2014. This proposed increase is due to:
special Board meeting, he or she will receive an additional External benchmarking indicating that AFGRI is remunerating
fee in respect of attendance. The fee structure reflects the non-executive directors at levels lower than the Companys
skill and experience brought to the Company by each non- peer group;
executive director, responsibilities undertaken, the time The need to attract suitable, knowledgeable, high-quality
commitment involved and the importance of attendance at non-executive directors; and
and contribution to Board and committee meetings. An increase in time investment required by non-executive
directors due to the global nature of the Group, its risk
The level of fees for service as directors, additional fees profile and an increase in general corporate governance
for service on Board committees and the Chairmans fee requirements.
are reviewed annually. The fees are benchmarked against
companies listed on the JSE which are of a similar size and In terms of section 66(8) of the Companies Act, shareholders
nature, in terms of market capitalisation and sector, to AFGRI. are referred to Special Resolution Number 1 on page 189 of
Consideration is also given to any changes in the level of this report regarding approval of the proposed non-executive
complexity of the roles when assessing fee recommendations director fee structure for 2014.
and benchmarks.
Detailed disclosures regarding non-executive director
remuneration can be found on page 92 of this report.
A F GRI
ANNUAL FINANCIAL STATEMENTS Contents
86 Directors responsibility statement

86 Certificate by Company Secretary
87 Independent auditors report
88 Audit and Risk Committee report
90 Social and Ethics Committee report
91 Remuneration disclosures
94 Directors report
97 Accounting policies and financial risk management policies
112 Group balance sheet
113 Group income statement
114 Group statement of comprehensive income
114 Group statement of changes in equity
115 Group cash flow statement
118 Business segment results
122 Notes to the Group annual financial statements
169 Appendix A
171 Appendix B
172 Appendix C
173 Appendix D
174 Company annual financial statements
These financial statements were approved on

3 September 2013 and will be distributed to
shareholders on or before 20September 2013.
AF GRI
ANNUAL
FINANCIAL
STATEMENTS
A F GRI
DIRECTORS RESPONSIBILITY for, and approval of
the consolidated annual financial statements
The directors are responsible for the preparation, integrity PricewaterhouseCoopers Incorporated (PwC), which was
and fair presentation of the consolidated annual financial given unrestricted access to all financial records and related
statements of AFGRI Limited (the Company), its subsidiaries, data, including minutes of all meetings of shareholders, the
joint ventures, associates and special purpose entities (the Board of Directors and committees of the Board. The directors
Group). In addition, the directors prepared the information believe that all representations made to the independent
included in the integrated annual report and are responsible auditors during the audit are valid and appropriate. PwCs
for both its accuracy and its consistency with that of the independent audit report is presented on page 87.
consolidated annual financial statements.
The integrated annual report of the Group and the annual
The consolidated annual financial statements for the year financial statements of both the Group and the Company
ended 30 June 2013 as presented on pages 94 to 183 were approved by the Board of Directors on 3 September
were prepared in accordance with International Financial 2013 and are signed on its behalf by:
Reporting Standards (IFRS) and in the manner required by
the Companies Act, 2008, as amended. Preparing financial
statements in accordance with IFRS requires managements
judgement and estimates in applying accounting policies.
The going-concern basis has been adopted in preparing the JPR Mbau
annual financial statements of the Group and the Company. Chairman
The directors have no reason to believe that the Group or
any company within the Group will not be going concerns
in the foreseeable future based on forecasts and available
cash resources. These annual financial statements support the
viability of the Company and the Group.
CP Venter
The Board is satisfied that nothing has come to its attention Chief Executive Officer
that would suggest that the Groups system of internal controls
is not effective.
The integrated annual report was prepared and the

consolidated annual financial statements were compiled
under the supervision of the Group Financial Director, GJ Geel
GJGeelCA(SA). Group Financial Director
The annual financial statements of both the Group and the Centurion
Company were audited by the independent auditing firm, 3 September 2013
CERTIFICATE by Company Secretary
In my capacity as Company Secretary, I hereby confirm, in terms of the South African Companies Act, No 71 of 2008, as
amended (the Companies Act), that for the year ended 30 June 2013 AFGRI Limited has lodged with the Registrar of Companies
all such returns as are required of a public company in terms of the Companies Act and that all such returns are, to the best of my
knowledge, true, correct and up to date.
M Shikwinya
Company Secretary
Centurion
3 September 2013
AF GRI
INDEPENDENT AUDITORS REPORT
To the shareholders of AFGRI Limited
We have audited the consolidated and separate financial and the reasonableness of accounting estimates made by
statements of AFGRI Limited set out on pages 97 to 183, management, as well as evaluating the overall presentation
which comprise the balance sheets as at 30 June 2013, of the financial statements.
and the income statements, the statements of comprehensive
income, statements of changes in equity and statements of We believe that the audit evidence we have obtained is
cash flows for the year then ended, and the notes, comprising sufficient and appropriate to provide a basis for our audit
a summary of significant accounting policies and other opinion.
explanatory information.
Opinion
Directors responsibility for the financial In our opinion, the consolidated and separate financial
statements statements present fairly, in all material respects, the
The Companys directors are responsible for the preparation consolidated and separate financial position of AFGRI Limited
and fair presentation of these consolidated and separate as at 30 June 2013, and its consolidated and separate
financial statements in accordance with International Financial financial performance and its consolidated and separate cash
Reporting Standards and the requirements of the Companies flows for the year then ended in accordance with International
Act of South Africa, and for such internal control as the Financial Reporting Standards and the requirements of the
directors determine is necessary to enable the preparation of Companies Act of South Africa.
consolidated and separate financial statements that are free
from material misstatements, whether due to fraud or error. Other reports required by the Companies Act
As part of our audit of the consolidated and separate financial
Auditors responsibility statements for the year ended 30 June 2013, we have read
Our responsibility is to express an opinion on these the Directors Report, the Audit and Risk Committees Report
consolidated and separate financial statements based on and the Company Secretarys Certificate for the purpose of
our audit. We conducted our audit in accordance with identifying whether there are material inconsistencies between
International Standards on Auditing. Those standards require these reports and the audited consolidated and separate
that we comply with ethical requirements and plan and financial statements. These reports are the responsibility of
perform the audit to obtain reasonable assurance about the respective preparers. Based on reading these reports we
whether the consolidated and separate financial statements have not identified material inconsistencies between these
are free from material misstatement. reports and the audited consolidated and separate financial
statements. However, we have not audited these reports and
An audit involves performing procedures to obtain audit accordingly do not express an opinion on these reports.
evidence about the amounts and disclosures in the financial
statements. The procedures selected depend on the auditors
judgement, including the assessment of the risks of material
misstatement of the financial statements, whether due to fraud
or error. In making those risk assessments, the auditor considers PricewaterhouseCoopers Inc.
internal control relevant to the entitys preparation and fair Director: JL Roos
presentation of the financial statements in order to design audit Registered Auditor
procedures that are appropriate in the circumstances, but not
for the purpose of expressing an opinion on the effectiveness Pretoria
of the entitys internal control. An audit also includes 3 September 2013
evaluating the appropriateness of accounting policies used
A F GRI
AUDIT AND RISK COMMITTEE REPORT to the members of AFGRI Limited
The Audit and Risk Committee (the committee) is pleased Statutory duties
to present its report for the financial year ended 30 June The committee has performed the following statutory duties:
2013 to the shareholders of AFGRI Limited. The committee
is independent and was appointed by the shareholders at External auditor
the annual general meeting (AGM) held on 19 October The committee has satisfied itself that the external auditor,
2012. At the next AGM scheduled for 18 October 2013, PricewaterhouseCoopers Inc., was independent of the
shareholders will be requested to appoint the members of the Group, as set out in section 90(2)(c) of the Companies
committee for the year ended 30 June 2014. Act, 2008 as amended, which includes consideration of
compliance with criteria relating to independence or conflicts
The committee constitutes both a statutory committee in terms of interest as prescribed by the Independent Regulatory Board
of the Companies Act, 2008 as amended, and a committee for Auditors. Requisite assurance was sought and provided by
of the AFGRI Limited Board in respect of duties assigned to it the external auditor that internal governance processes within
by the Board. PricewaterhouseCoopers Inc. support and demonstrate their
claim to independence.
The committee discharges both its statutory and Board
delegated responsibilities as outlined in the report below. The committee, in consultation with executive management,
agreed to the engagement letter, terms, audit plan and
Committee members and attendance at meetings budgeted audit fees for the 2012/13 financial year. The
The composition of the committee complies with the committee approved a written policy for the provision of
requirements of the Companies Act, 2008 as amended. The non-audit services by the external auditor, and approved the
committee consists of five independent, non-executive directors nature and extent of every non-audit service that the external
and meets quarterly as per its Terms of Reference. The Groups auditor provided in terms of this policy.
Chief Executive Officer, Financial Director, Legal Counsel and
HR Executive attend meetings by invitation. Furthermore Internal During the year the committee embarked on a request for
Audit, external auditor and other assurance providers of the proposal (RFP) process for the external audit function. As a
Group are invited to every meeting. Details on the number result of this process the committee nominates for approval at
of meetings held for the year and members attendances are the annual general meeting, Deloitte & Touche as the external
set out on page 65. Biographical details of members are auditor and MrAJDennis as the designated auditor, for the
provided on pages 16 to 19. 2013/14 financial year. The committee has further satisfied
itself that the audit firm and designated auditor are accredited
Role and responsibilities to appear on the JSE List of Accredited Auditors.
The committees role and responsibilities include its statutory
duties as per the Companies Act, 2008 as amended and the Internal financial controls
responsibilities assigned to it by the Board. The committee has An assessment of the effectiveness of the Groups system of
adopted formal Terms of Reference approved by the Board, internal controls, which includes internal financial controls,
which are reviewed annually by the committee and the Board. was conducted by Internal Audit during the 2012/13
financial year. Based on the results of this assessment, the
The committee has conducted its affairs in compliance with information and explanations provided by management and
these Terms of Reference for the year ended 30 June 2013 discussions held with external audit on the results of the audit,
and has discharged its responsibilities contained therein. The the committee concluded and advised the Board that nothing
Terms of Reference are available on request from the Group had come to its attention that would suggest that the Groups
Company Secretary whose contact details are provided on system of internal financial controls is not effective to form a
the inside back cover. basis for the preparation of reliable financial statements.
The committee is satisfied that it has complied with its legal, Financial statements and accounting practices
regulatory and other responsibilities. The committee reviewed the consolidated annual financial
statements of the Group and the annual financial statements
AF GRI
of the Company as well as the accounting policies and An assessment of the effectiveness of the Groups internal
practices of the Group and is satisfied that they comply with control system was conducted by Internal Audit during the
International Financial Reporting Standards. The committee 2012/13 financial year. Based on this assessment and the
recommended the consolidated annual financial statements ongoing oversight of the committee, nothing came to the
of the Group and the annual financial statements of the attention of the committee and the Board that would suggest
Company to the Board for approval. that the prevailing system of risk management is not in all
material respects effective.
Going concern
The committee reviewed a documented assessment by Whistleblowing and ethics
management of the going-concern premise of the Group The committee evaluated the ethics and whistleblowing
and the Company before recommending to the Board that framework as well as related policies and procedures. It
the Group and the Company could be considered a going regularly reports back to the Board in this regard in order to
concern for the foreseeable future. consider whether instances of whistleblowing and unethical
behaviour are appropriately dealt with.
Expertise and experience of Financial Director and
finance function Integrated reporting
The committee has satisfied itself that the Group Financial The committee considered the disclosures in the integrated
Director has appropriate expertise and experience to fulfil his annual report. It performed an oversight function of the
role. The committee is further satisfied with the appropriateness integrated reporting process and recommended it to the
of the expertise and the adequacy of resources of the Groups Board for approval.
finance function and the experience of senior members of the
finance function. The committee considered the Groups combined assurance
framework to the integrated reporting process. As the
Duties assigned by the Board combined assurance framework is still in the process of being
The committee has performed the following duties assigned formalised and recognising that it is work-in-progress, the
to it by the Board: committee concluded that additional external assurance on
the sustainability disclosures contained in the 2013 integrated
Internal audit annual report would not be appropriate until such time as the
The internal audit function has been outsourced to KPMG process has been embedded.
and has the responsibility of reviewing and providing
assurance on the adequacy of the internal controls across General
the Groups operations. It therefore plays an integral role in During the year under review, the committee met with external
the governance of risk. The Internal Audit plan and budget audit and Internal Audit without management being present
were approved by the committee. Internal Audit reports its at a number of occasions. The committee also performed a
findings to the committee on a regular basis. Internal Audit performance review on itself, Internal Audit and external audit.
is appointed by the committee and has direct access to the
committee, primarily through its Chairman.
Risk governance
The Board has assigned oversight of the Groups risk
management function to the committee. The committee fulfils
L de Beer
an oversight function regarding risks in the areas of operations,
Chairman
finance, reporting, fraud, information technology and ethics.
AFGRI Limited Audit and Risk Committee
For more detail on risk management, regulatory compliance
3 September 2013
and information management, refer to pages 73 and 75.
A F GRI
SOCIAL AND ETHICS COMMITTEE REPORT
The Social and Ethics Committee (the committee) constitutes The environment, health and public safety
both a statutory committee in terms of the Companies Act, There were no reported material incidents of environmental or
2008 as amended, and a committee of the AFGRI Limited health and safety impacts relating to the Groups operations
Board in respect of duties assigned to it by the Board. The and activities that could potentially impact on communities,
responsibilities and functioning of the committee are governed employees and/or customers during the year under review.
by the terms of reference approved by the Board. Further details in this regard can be found on page 58 in the
sustainability section of this integrated annual report.
The committee is satisfied that it has considered and
discharged its responsibilities in accordance with its mandate Consumer relationships
and the Terms of Reference during the year under review, In the year under review, the committee assessed the Groups
specifically relating to the following key focus areas: advertising, specifically in compliance with the Consumer
Protection Act of 2008. No complaints were lodged against
Responsible corporate citizenship the Group with the National Consumer Commission during
It has monitored the Groups activities as a responsible the year.
corporate citizen particularly in respect of the promotion of
equality, prevention of unfair discrimination and corruption. In Consumer relationships are governed and monitored within
addition, the committee has monitored the Groups contribution the Group via numerous avenues, including quality standards
to the development of communities in which its activities are in the Foods divisions.
predominantly conducted and has kept record of sponsorship,
donations and charitable giving. The committee is satisfied Labour and employment
It is the responsibility of the committee to oversee the Groups
that the non-socio-economic development sponsorships and
standing in terms of the:
donations are targeted within the Groups strategic and
International Labour Organisation (ILO) protocol on decent
geographic area. Further details in this regard can be found
work and working conditions; and
in the sustainability section of the integrated annual report on
the Groups employment relationships, particularly the
page 56.
contribution towards the educational development of its
employees.
The committee reviews the Groups ethics-related policies and
as such has reviewed the code of ethics in the year under
The committee reviewed the Groups standing comparatively
review. An ethics survey will be conducted in the coming year
with the ILOs standards during the year. Further details in this
and the committee will consider the findings emanating from
regard can be found in the Remuneration Committee report on
the survey and the potential impact on the code of ethics.
page 76 of this integrated annual report.
The Group has a formal anti-corruption policy in place that is Overall, the committee is comfortable that the Group
reviewed and approved by the Audit and Risk Committee and made good progress in respect of matters relating to good
the Board annually. corporate citizenship, the environment, health and public
safety, consumer relationship, or labour and employment.
Social and economic development
The committee reviewed the Groups social and economic Accordingly, the committee is satisfied with the progress the
standing and progress in terms of: Group has made in the year under review, towards operating
The goals and purposes of the ten principles set out in the as a socially responsible corporate citizen demonstrating an
United Nations Global Compact Principles; ongoing commitment to sustainable development.
The recommendations on corruption contained in the
Multinational Enterprises 2011 Organisation for Economic
Co-operation and Development (OECD);
The Employment Equity Act of 1998; and
The Broad-Based Back Economic Empowerment Act CT Vorster
of2003. Chairman
AFGRI Limited Social and Ethics Committee
The committee noted its satisfaction that the Groups B-BBEE
rating for the current year as verified by Empowerdex, 3 September 2013
indicated that the Group was a level 5 contributor. For further
details in this regard refer to the sustainability section of the
integrated annual report on page 56.
AF GRI
REMUNERATION DISCLOSURES
Directors remuneration
Details of executive and non-executive directors and prescribed officers remuneration appear below. For more detail on the
Groups remuneration policies refer to the Remuneration Committees report on page 76.
Basic salary Share-based

and Cash Share-based payments Expenses Company
allowances bonuses payments forfeited allowances contributions Total
Executive directors (Rand) (Rand)1 (Rand)2 (Rand)5 (Rand) (Rand)3 (Rand)
30 June 2013
CP Venter 3 211 092 1 077 800 2 514 868 (358 772) 84 729 750 906 7 280 623
GJ Geel 2 151 075 894 370 596 247 (69 723) 58 118 514 777 4 144 864
JA van der Schyff4 2 835 810 1 470 178 791 634 (231 601) 2 338 141 862 5 010 221
Total 8 197 977 3 442 348 3 902 749 (660 096) 145 185 1 407 545 16 435 708
Prescribed officers
PJP Badenhorst 1 786 601 951 488 634 325 (55 312) 54 105 451 376 3 822 583
MM Manyama 1 921 520 726 452 484 301 (69 723) 67 563 435 296 3 565 409
Total 3 708 121 1 677 940 1 118 626 (125 035) 121 668 886 672 7 387 992
30 June 2012
CP Venter 3028025 1 383 894 42459 694951 5 149 329
JA van der Schyff 2133863 904 602 21108 544619 3 604 192
Total 5161888 2 288 496 63567 1239570 8 753 521
Prescribed officers
PJP Badenhorst 1680468 530 672 33211 411024 2 655 375
GJ Geel 1869633 600 953 45294 441319 2 957 199
MM Manyama 1811547 562 345 44576 400317 2 818 785
Total 5361648 1 693 970 123081 1252660 8 431 359
1
Bonuses paid are based on the Groups performance in the previous financial year and would have been fully provided for in the previous
years results.
2
Represent the full grant date fair value of awards granted during the financial year under the Executive Share Award Scheme without taking into
account vesting conditions. Also included in this number is the IFRS 2 expense relating to the previous Deferred Share Incentive Scheme. Prior
year information has been restated as previously only the IFRS 2 expense has been disclosed.
3
Includes contributions to retirement funds, medical aid funds, UIF and skills development levy.
4
Resigned 4 September 2012.
5
Represents the grant date fair value of awards forfeited during the current financial year under the Executive Share Award Scheme. Refer to the
table below for awards that will be forfeited during October 2013 due to the Groups current performance not meeting target.
Forfeiture of the bonuses awarded under the Executive Share Awards

Bonus awarded Details of awards forfeited
Allocation Date % forfeited Reason Date
Allocation 1 October 2010 25 Performance 12,5% in October 2012

12,5% in October 2013
Allocation 2 October 2011 12,5 Performance 12,5% in October 2013
A F GRI
REMUNERATION DISCLOSURES continued
Audit Remun- Sustain- Invest- Social and

Board and Risk eration Nominations Credit ability Acquisitions ments Ethics
member Committee Committee Committee Committee Committee Committee Committee Committee Total
Non-executive directors (Rand) (Rand) (Rand) (Rand) (Rand) (Rand) (Rand) (Rand) (Rand) (Rand)
30 June 2013
DD Barber 220 733 119 667 98 133 438 533
L de Beer 210 733 275 100 67 633 58 533 28 067 44 244 684 310
LM Koyana 220 733 67 633 138 667 427 033
BA Mabuza 210 733 57 633 48 533 88 133 405 032
JPR Mbau 537 400 58 533 46 633 61 408 22 900 726 874
NL Shirilele1 74 000 40 833 114 833
L Stephens2 64 650 37 750 5 725 4 250 112 375
LL von Zeuner2 43 250 8 217 17 175 68 642
CT Vorster 221 608 68 008 76 478 22 900 81 000 469 994
NC Wentzel 220 733 119 667 91 825 22 900 44 244 499 369
Total 2 024 573 601 234 291 032 165 599 270 483 323 569 96 767 173 738 3 946 995
30 June 2012
DD Barber 179667 103333 93333 376333
L de Beer 179667 257667 64500 46333 548167
LM Koyana 179667 48301 64500 100000 10000 402468
BA Mabuza 159667 41231 61149 70333 332380
JPR Mbau 513 333 46333 54500 93 628 707794
NL Shirilele 169071 112987 282058
CT Vorster 198792 63321 156875 10000 32186 461174
NC Wentzel 63643 28798 92441
Total 1643507 551 086 263564 153815 217821 320 836 20000 32186 3202815
1
Resigned 13 November 2012.
2
Appointed 1 April 2013.
AF GRI
Share incentive options
Details of executive directors and prescribed officers share options originating from the now defunct Deferred Share Incentive
Scheme appear below:
PJP Badenhorst GJ Geel MM Manyama JA van der Schyff CP Venter

Under contract 1 July 2012
18/11/2005: 538 cents 50 000
17/11/2006: 666 cents 86 250 228 200
13/11/2007: 643 cents 181 000
11/12/2008: 462 cents 90 000 246 180 359 000 200 800 153 880
Total 90 000 246 180 445 250 200 800 613 080
Share options lapsed during the
year
18/11/2005: 538 cents 50 000
17/11/2006: 666 cents
13/11/2007: 643 cents
11/12/2008: 462 cents
Total 50 000
Under contract 30 June 2013
18/11/2005: 538 cents
17/11/2006: 666 cents 86 250 228 200
13/11/2007: 643 cents 181 000
11/12/2008: 462 cents 90 000 246 180 359 000 200 800 153 880
Total 90 000 246 180 445 250 200 800 563 080
Value at 30 June 20131 (Rands) (42 300) (115 705) (385 218) (94 376) (1 057 786)
Executive share awards

Details of executive directors and prescribed officers share awards appear below:
PJP Badenhorst GJ Geel MM Manyama JA van der Schyff CP Venter

Shares awarded but not vested
1 July 2013 142 299 168 522 149 785 385 484 594 371
Shares vested during the year (18 815) (22 361) (19 794) (175 524) (80 965)
Shares forfeited during
the year2 (8 224) (10 367) (8 571) (34 436) (53 344)
Shares awarded during
the year 116 674 109 670 89 080 145 609 462 571
Total 231 934 245 464 210 500 321 133 922 633
Shares available for vesting
October 2013 85 615 94 501 81 654 141 382 358 536
October 2014 66 799 72 140 61 859 88 892 277 571
October 2015 50 351 51 406 44 717 54 457 170 883
October 2016 29 169 27 417 22 270 36 402 115 643
Total 231 934 245 464 210 500 321 133 922 633
Value at 30 June 2013 (Rands)
1
962 525 1 018 675 873 573 1 332 702 3 828 930
1
Based on the closing share price at 30 June 2013.
2
Due to the Groups recent financial performance not meeting targets, share awards allocated in previous years have been cancelled.
A F GRI
DIRECTORS REPORT
To the members of AFGRI Limited (AFGRI or the Company)
Nature of business Interim dividend

AFGRI offers a wide range of world-class products and The Group declared the following interim dividend in respect
services to South African agriculture, focused on the grain of the year ended 30 June 2013:
value chain in high production areas, and has extensive Interim dividend No 26 of 15,65 cents per share (net of nil
investments in secondary agriculture activities, including STC credits) paid on 15 April 2013.
animal feeds, oil pressing, yellow maize-milling and poultry
production. AFGRI is expanding into other countries on the Subsidiaries, associate companies, joint ventures
African continent and has activities in Zambia, Zimbabwe, and other investments
Mozambique, Nigeria, Ghana and Congo Brazzaville, Details of the principal subsidiaries of the AFGRI Group are
aimed at supporting agriculture in these geographies. given on page 169 and 170, with those for associate
companies, joint ventures and other investments in Appendices
There have been no material changes to the nature of the B, C and D on pages 171, 172 and 173.
Groups business from the prior year.
The Groups share of the profits and losses of its subsidiaries
Financial results for the year ended 30 June 2013 appears in the financial
AFGRI reported revenue from continuing operations
statements on page 145.
for the year ended 30 June 2013 of R8,573 billion (2012:
R7,565 million). Profit before tax from continuing operations
Corporate activity during the year
amounted to R73 million (2012: R259 million). The income tax
Acquisition of BNOT Harel Nigeria Limited
expense relating to continuing operations was R46 million (2012:
On 1 November 2012 the Group acquired 51% of the issued
R77 million), resulting in a profit after tax for the periodfrom
share capital of BNOT Harel Nigeria Limited, a company
continuing operations of R27 million (2012: R182 million).
registered in Nigeria, as a going concern. The company acts as
Profit after tax from discontinued operations (including the loss
a service and inputs provider to the poultry industry in Nigeria.
on remeasurement of disposal group assets) amounted to
This acquisition supports the Groups strategy to grow its core
R72million (2012: R14 million).
business across the African continent.
This resulted in a Group profit after tax from all operations for
the year of R99 million (2012: R196 million). More information on this acquisition is provided in the financial
statements on page 163.
Dividends
Final dividend The extension and refinance of the Groups broad-based
Notice is hereby given that the directors of AFGRI, in terms black empowerment transaction
ofsection 46 of the South African Companies Act, No71 of In line with the Groups commitment to transformation, in
2008 as amended, have declared a final gross cash dividend 2004 the Group, through AFGRI Operations Limited, one of
of 3,30 cents per share (2,805 cents per share net of its wholly owned subsidiaries, formed a partnership with its
dividend withholding tax, where applicable) for the year BEE partner, the Agri Sizwe Empowerment Trust (AST
ended 30June 2013. The dividend has been declared from hereafter). As a result of this transaction, AST held a 26,77%
income reserves and no secondary tax on companies credits undivided interest in the assets and liabilities of AFGRI
have been used. A dividend withholding tax of 15% will be Operations Limited, which was operated through the Agri
applicable to all shareholders who are not exempt. In Sizwe partnership. In terms of this agreement AFGRI
accordance with settlement procedures of STRATE, the Operations Limited and AST were co-owners of the entire
following dates will apply to the final dividend: business undertaking conducted as a going concern by AFGRI
Operations Limited. AFGRI Operations Limited also continued
Last day to trade cum the to manage the entire business undertaking in a partnership.
dividend Friday, 15 November 2013
Trading ex dividend The 2004 transaction was not treated as a disposal of
commences Monday, 18 November 2013 assets.The partnership was consolidated as a whole and the
Record date Friday, 22 November 2013 BEE share was disclosed as non-controlling interest on the
Dividend payment date Monday, 25 November 2013 balance sheet. The portion of the income before tax was
disclosed as non-controlling interest in the income statement
There will be no dematerialisation or rematerialisation of
AFGRI shares between Monday, 18 November 2013 and and credited to non-controlling interest on the balance sheet.
Friday, 25 November 2013, both dates inclusive.
AF GRI
During the 2011 financial year, the structure was modified. Acquisition of the Grain Management business of MGK
To facilitate this modification, GroCapital Financial Services Bedryfsmaatskappy Proprietary Limited
Proprietary Limited, a wholly owned subsidiary of AFGRI On 27 May 2013 the Group entered into a binding sale
Operations Limited, funded the transaction, advancing agreement relating to the business and lease agreements with
MGK Bedryfsmaatskappy Proprietary Limited (MGK
R211 million to Izitsalo Employee Investment Proprietary
hereafter). In terms of these agreements the Group will acquire
Limited (Izitsalo hereafter) to buy out the remaining 80,1%
the Grain Management business of MGK conducted at silos
beneficial interest it did not own in AST. The R211 million was in Pretoria West, Brits, Northam and Battery as a going
distributed to the BEE beneficiaries in cash. This transaction, concern, and lease the silo infrastructure from MGK.
and specifically the funding thereof by the Group, has
necessitated the consolidation of both AST and Izitsalo. This transaction supports the Groups growth strategy to
expand its grain management capacity and will increase the
AST together with Izitsalo (collectively known as the BEE Groups grain storage capacity by 165 000 metric tonnes.
Consortium) established an eight-year partnership with AFGRI
Operations Limited during which time it supported the The transaction is subject to the fulfilment of various suspensive
conditions, in particular the unconditional approval of the
management in realising the Groups growth objectives. The
South African Competition Authorities. Details regarding this
Board has recognised its valuable contribution and the need
transaction were published in SENS on 27 May 2013.
for this relationship to be maintained. The unwinding and
extension of the transaction, will also ensure that the Groups Corporate activity after the balance sheet date
BEE status is preserved, reinforcing AFGRIs stated commitment As previously disclosed, the Groups trade and other
to transformation and reputation as a good corporate citizen. receivables included an amount of R45,2 million which was
The Board has further taken cognisance of the fact that the under dispute. The matter was referred to legal arbitration and
loan from the Land Bank to AST, in terms of which the 2004 later to an independent audit firm for expert determination.
transaction has been financed, has matured and the Land On 2 September 2013 the Group was notified by the
Bank Loan had to be renegotiated. independent audit firm of a determined settlement amount of
R22,9 million. Although the determined settlement amount still
needs to be accepted by both parties, this event constitutes an
The refinancing and extension of the BEE transaction was
adjusting event after the reporting period in terms of IAS 10
successfully concluded on 31 May 2013 for a further and as a result the Group recognised an impairment on trade
20years. For additional detail on this transaction, refer to the and other receivables of R22,3 million. No other material
financial statements pages 144, as well as the Groups SENS events have occurred since the date of these financial
announcement in this regard released on 4June 2013. statements and the date of approval thereof, the knowledge
of which would affect the ability of the users of these financial
Merger of the Groups retail businesses with that of Senwes statements to make proper evaluations and decisions.
On 31 July 2012, the Group, in conjunction with Senwes,
announced the planned merger of their respective retail Share capital
businesses and the Groups Partrite business. This transaction Full details of the authorised, issued and unissued share
capital of the Company at 30 June 2013 are contained in
will support the Groups strategy by optimising efficiencies
note 16 to the consolidated annual financial statements.
through economies of scale, diversifying the geographical
footprint of both parties, and realising cost savings from Particulars relating to AFGRIs share incentive and share
shared overheads. AFGRIs 50% shareholding, going awards schemes are set out in note 18 to the consolidated
forward, will be equity accounted. annual financial statements. At the date of this report, a total
of 16 618 945 (2012: 15 479 460) ordinary shares remain
The transaction was subject to various suspensive conditions, reserved for the purposes of the Companys various employee
including approval by the South African Competition share incentive schemes.
Authorities. These conditions have been fulfilled, and the
transaction was implemented on 1 June 2013.
Directorate
Jan van der Schyff resigned as Group Financial Director
effective 4 September 2012. Johan Geel was appointed
Details regarding this transaction were published in SENS on acting Group Financial Director on the same date and on
31 July 2012, 4 December 2012 and 3 June 2013. 24October 2012 appointed permanently to the position as
Group Financial Director.
A F GRI
DIRECTORS REPORT continued
Nyeleti Shirilele resigned from the Board of Directors with Details of share options and share awards of executive
effect from 13 November 2012 due to other commitments. directors of the Company appear in the remuneration
disclosures on page 91.
In line with the Board succession plan, Linda de Beer was
appointed Deputy Chairman of the Board effective from Special resolutions
21November 2012. The Company passed and registered four special resolutions
at the AGM held on 19 October 2012:
Louisa Stephens and Louis von Zeuner were appointed as 1. Authorising the Board by way of a renewable general
non-executive independent directors with effect from authority to acquire shares in the Company subject to the
1April2013. provisions of the Companies Act, 2008 as amended, and
the Listings Requirements of the JSE Limited;
Secretary 2. Approving the remuneration of non-executive directors;
Marion Shikwinya is the Groups Company Secretary having 3. Granting financial assistance to related or inter-related
been appointed to this role on 1 February 2012. The Board companies within the Group subject to the provisions of
has assessed, through an independent review by the section 45 of the Companies Act, 2008 as amended; and
Nominations Committee, the qualification, competence and 4. Adopting the new Memorandum of Incorporation of the
expertise of Ms Shikwinya and has satisfied itself that she Company.
fulfils the requirements for this position. Ms Shikwinya also
maintains an arms length relationship with the Board Corporate governance
ofDirectors. The Board endorses the principles of the King Report on
Governance for South Africa, 2009 (King III). Details of the
The secretarys business and postal addresses appear on the Groups application of compliance with these principles
inside back cover of this IAR. appear in the corporate governance section of this IAR on
page 64 as well as on the King III checklist available on the
Segmental reporting website at www.afgri.co.za.
Refer to the consolidated annual financial statements on
pages 118 to 121. Group borrowings
In terms of the Memorandum of Incorporation, the Group
Directors interests has unlimited borrowing powers. The Groups borrowings
Details of beneficial shares held per individual director are arehowever set to levels recommended by the Board on an
listed below. annual basis.
Direct Indirect
Name of director beneficial beneficial Restricted1
CP Venter 134 309 113 251 922 634
JA van der Schyff 104 359 321 133
GJ Geel 34 729 4 000 245 464
MM Manyama 16 865 210 500
PJP Badenhorst 231 934
Details of beneficial shares held per individual director as at

30 June 2012 are listed below:
Direct Indirect
Name of director beneficial beneficial Restricted1
CP Venter 53 344 113 251 594 371
JA van der Schyff 34 436 385 483
GJ Geel 16 367 168 522
MM Manyama 8 571 149 785
PJP Badenhorst 8 224 142 299
1
Restricted in terms of the Executive Share Award Scheme.
AF GRI
ACCOUNTING POLICIES
The principal accounting policies adopted in the preparation Not yet adopted by the Group
of these consolidated annual financial statements are set out New standards, interpretations and amendments to published
below and are consistent with those of the previous year, standards effective in 2014 and relevant to the Group
except where indicated otherwise. IFRS 10 Consolidated financial statements (effective
1 January 2013): This IFRS replaces all the guidance
Basis of preparation on control and consolidation in IAS 27 and SIC 12
These consolidated financial statements of AFGRI Limited have and changes the definition of control to ensure that the
been prepared in accordance with International Financial same criteria are applied consistently to all entities when
Reporting Standards (IFRS). determining control. An amendment to the transition
requirements has also been issued subsequent to the issue
These consolidated financial statements have been prepared of the standard, clarifying the date of initial application.
under the historical cost convention, as modified by the IFRS 11 Joint arrangements (effective 1 January 2013):
revaluation of available-for-sale financial assets, financial This IFRS includes changed definitions which reduced the
assets and financial liabilities (including derivative instruments) types of joint arrangements to: joint operations and joint
and biological assets at fair value through profit or loss. ventures. It also eliminated the existing policy choice of
proportionate consolidation for jointly controlled entities,
making equity accounting mandatory for participants in joint
The preparation of financial statements in conformity with
ventures. An amendment to the transition requirements has
IFRS requires the use of certain critical accounting estimates.
also been issued subsequent to the issue of the standard,
It also requires management to exercise its judgement in the
clarifying the date of initial application.
process of applying the Groups accounting policies. The
IFRS 12 Disclosure of interests in other entities (effective
areas involving a higher degree of judgement or complexity, 1 January 2013): This IFRS sets out the disclosures
or areas where assumptions and estimates are significant required for entities reporting under IFRS 10 and IFRS 11
to the consolidated financial statements are disclosed in and replaces disclosures currently found in IAS 28. An
note 1 (critical accounting estimates and judgements) of these amendment to the transition requirements has also been
consolidated annual financial statements. issued subsequent to the issue of the standard, clarifying
the date of initial application.
New accounting pronouncements IFRS 13 Fair value measurement (effective 1 January
The Group adopted the new, revised or amended accounting 2013): This IFRS deals with the determination of fair value
standards as issued by the International Accounting Standards and enhances fair value disclosures.
Board (IASB), which were effective and applicable to the IAS 19 (Amendment) Employee benefits (effective
Group from 1 July 2012, none of which had a material 1 January 2013): This standard will see significant
impact on the Groups financial results for the year. changes to the recognition and measurement of defined
benefit pension expense and termination benefits, and to
None of the new, revised or amended accounting standards the disclosures for all employee benefits.
issued by the IASB which were not yet effective from IAS 27 (Revised) Separate financial statements (effective
1 July 2012 has been adopted by the Group, apart from 1 January 2013): This standard includes the provisions on
IAS 1 Presentation of financial statements (effective separate financial statements after the control provisions
1January2013). Management is assessing the impact on the have been included in the new IFRS 10.
accounting policies of the Group for June 2014. IAS 28 (Revised) Associates and joint ventures (effective
1 January 2013): This standard includes the requirements
Herewith a summary of the new pronouncements issued by for joint ventures, as well as associates, to be equity
the IASB: accounted following the issue of IFRS 11.
Adopted by the Group New standards, interpretations and amendments to

New standards, interpretations and amendments to published standards effective 2014 but not currently
published standards effective in 2013 and adopted by relevant for the Groups operations
the Group IFRS 1 (Amendment) First-time Adoption of International
IAS 1 (Amendment) Presentation of items of other Financial Standards (effective from 1 January 2013): The
comprehensive income (effective from July 2012): The amendment addresses how to account for a government
loan with a below-market interest rate when transitioning
amendment requires entities to separate items presented
to IFRS.
in othercomprehensive income into two groups, based on
IFRS 7 (Amendment) Financial instruments: Disclosures
whether or not they may be recycled to profit or loss in the
Asset and Liability offsetting (effective from 1 July 2013): The
future.New standards, interpretations and amendments to
amendments are intended to reflect the joint requirements
published standards effective 2014 and early adopted by with the FASB to enhance current offsetting disclosure in
the Group. IFRS to facilitate comparison with US GAAP.
New standards, interpretations and amendments to IAS 32 (Amendment) Financial instruments: Presentation
published standards effective in 2014 and adopted by (effective 1 January 2014) and IFRS 7 Financial
the Group instruments: Disclosures (effective 1 January 2013): This
IAS 1 (Amendment) Presentation of Financial Statements amendment clarifies some of the offsetting requirements in
(effective from 1 January 2013): The amendments are IAS 32 for amounts presented in the statement of financial
clarifying the requirements for comparative information position and at the same time enhances the current offsetting
including minimum and additional comparative information disclosures in IFRS 7.
required.
A F GRI
ACCOUNTING POLICIES continued
New standards, interpretations and amendments to proportionate share of the entitys net assets in the event of
published standards not yet effective liquidation. All other components of non-controlling interests
IFRS 9 Financial instruments (effective 1 January 2015): are measured at their acquisition date fair values, unless
This IFRS is part of the IASBs project to replace IAS 39. another measurement basis is required by IFRS. Acquisition
IFRS 9 addresses classification and measurement of costs incurred are recognised directly in profit or loss. Any
financial assets and replaces the multiple classification and contingent consideration to be transferred by the acquirer is
measurement models in IAS 39 with a single model that recognised at fair value at the acquisition date. Subsequent
has only two classification categories: amortised cost and changes to the fair value of the contingent consideration,
fair value. which is deemed to be an asset or liability, are recognised in
Amendments to IAS 27 (Revised) Separate financial accordance with IAS 39 either directly in profit or loss or in
statements, IFRS 12 Disclosure of interests in other entities other comprehensive income. If the contingent consideration
and IFRS 10 Consolidated financial statements (effective is classified as equity, it is not remeasured until it is finally
1 January 2014): These amendments exempt investment settled within equity.
entities, as defined, from consolidating their subsidiaries
and rather measure them at fair value through profit or loss If the acquisition is achieved in stages, the acquisition date
with resulting changes in disclosure requirements. fair value of the acquirers previously held equity interest in the
acquiree is remeasured to fair value as at the acquisition date
Improvements to IFRS directly through profit or loss.
The IASB concluded on its 2009 2011 Annual Improvements
cycle during May 2012, which focuses primarily on removing The Group applies a policy of treating transactions with non-
inconsistencies and clarify wording. There are separate controlling interests as transactions with equity owners of the
transitional provisions for each standard. Group. For purchases of additional interests in subsidiaries
from non-controlling interests, the difference between any
None of the amendments contained in the May 2012 release consideration paid and the relevant share acquired of the
are yet effective and as a result had no impact on the Groups carrying value of net assets of the subsidiary is added to,
current accounting policies. or deducted from, equity. For disposals of non-controlling
interests, differences between any proceeds received and the
The amendments were as follows and management is relevant share of non-controlling interests are also recorded
assessing the impact on the accounting policies of the Group in equity.
for June 2014:
IFRS 1 First-time Adoption of International Financial Intercompany transactions, balances and unrealised gains
Reporting Standards on transactions between Group companies are eliminated.
IAS 16 Property, plant and equipment Unrealised losses are also eliminated unless the transaction
IAS 32 Financial instruments: Presentation provides evidence of an impairment of the asset transferred.
IAS 34 Interim financial reporting Accounting policies of subsidiaries have been changed where
necessary to ensure consistency with the policies adopted by
Interests in Group entities the Group.
Subsidiaries
Subsidiaries are entities (including special-purpose entities) Associates
over which the Group has the power to govern the financial Associates are all entities over which the Group has
and operating policies. The existence and effect of potential significant influence but not control, generally accompanying
voting rights that are currently exercisable or convertible a shareholding of between 20% and 50% of the voting rights.
are considered when assessing whether the Group controls Investments in associates are accounted for under the equity
another entity. method of accounting and are initially recognised at cost.
Subsidiaries are fully consolidated from the date on which The Groups investment in associates includes goodwill (net
control is transferred to the Group. They are deconsolidated of any accumulated impairment loss) identified on acquisition.
from the date that control ceases. The Groups share of its associates post-acquisition profits
or losses is recognised in profit or loss, and its share of post-
The cost of an acquisition is measured as the aggregate of acquisition movements in other comprehensive income is
the consideration transferred, measured at acquisition date recognised in other comprehensive income. The cumulative
fair value and the amount of any non-controlling interest in post-acquisition movements are adjusted against the carrying
the acquiree. The consideration transferred is the fair values amount of the investment.
of the assets transferred, the liabilities incurred and the
equity interests issued by the Group. For each acquisition, When the Groups share of losses in an associate equals
the acquirer measures the non-controlling interest in the or exceeds its interest in the associate, including any other
acquiree either at fair value or at the proportionate share unsecured receivables, the Group does not recognise further
of the acquirees identifiable net assets for components that losses, unless it has incurred obligations or made payments on
represents ownership interests and entitles their holders to a behalf of the associate.
AF GRI
Unrealised gains on transactions between the Group and its Subsequent costs are included in the assets carrying amount
associates are eliminated to the extent of the Groups interest or recognised as a separate asset, as appropriate, only when
in the associates. Unrealised losses are also eliminated unless it is probable that future economic benefits associated with
the transaction provides evidence of an impairment of the the item will flow to the Group and the cost of the item can
asset transferred. be measured reliably. All other repairs and maintenance
expenditures are charged to profit or loss during the financial
Accounting policies of associates have been changed where period in which they are incurred.
necessary to ensure consistency with the policies adopted by
the Group. Depreciation is calculated using either the straight-line method
or the unit-of-production method to allocate the cost of each
Joint ventures asset to its residual value over its estimated useful life.
In anticipation of the impact of IFRS 11 Joint arrangements
(effective June 2014) on the Groups accounting policies, the Useful life used under the straight-line method of depreciation:
Group elected to change the way it accounts for its interests Buildings 25 to 100 years
in jointly controlled entities under the current IAS 31 Interests Plant and machinery five to 100 years
in joint ventures from proportionate consolidation to the equity Equipment and motor vehicles five to 50 years
method of accounting. This change represents a change in
Land is not depreciated
accounting policies and as a result comparatives have been
restated accordingly. The impact disclosed in note 51 to
Useful life used under the unit-of-production method of
these consolidated financial statements.
depreciation:
Plant and machinery 288 000 to 1 152 000 tons
Investments in joint ventures are accounted for under the equity
method of accounting and are initially recognised at cost.
Major renovations are depreciated over the remaining
The Groups investment in joint ventures includes goodwill (net useful life of the related asset or to the date of the next
of any accumulated impairment loss) identified on acquisition. major renovation, whichever is the earlier. Grain silos are
maintained annually to a fixed programme.
The Groups share of its joint ventures post-acquisition profits
or losses is recognised in profit or loss, and its share of post- The assets residual values and useful lives are reviewed
acquisition movements in other comprehensive income is annually and adjusted if appropriate. An assets carrying
recognised in other comprehensive income. The cumulative amount is written down immediately to its recoverable amount
post-acquisition movements are adjusted against the carrying if the assets carrying amount is greater than its estimated
amount of the investment. recoverable amount.
When the Groups share of losses in a joint venture equals Borrowing costs incurred for the construction of any qualifying
or exceeds its interest in the joint venture, including any other asset are capitalised during the period of time that is required
unsecured receivables, the Group does not recognise further to complete and prepare the asset for its intended use. Other
losses, unless it has incurred obligations or made payments on borrowing costs are expensed.
behalf of the joint venture.
Gains and losses on disposals are determined by comparing
Unrealised gains on transactions between the Group and its proceeds with the carrying amount. These are included in
joint ventures are eliminated to the extent of the Groups interest profit or loss.
in the joint venture. Unrealised losses are also eliminated
unless the transaction provides evidence of an impairment of Goodwill
the asset transferred. Goodwill represents the excess of the cost of an acquisition
over the fair value of the Groups share of the net
Accounting policies of joint ventures have been changed identifiable assets, of the acquired business/subsidiary/
where necessary to ensure consistency with the policies associate or joint venture at the date of acquisition, and
adopted by the Group. liabilities assumed. Goodwill on acquisitions of associates
is included in investments in associates. Goodwill is tested
Property, plant and equipment annually for impairment and carried at cost less accumulated
Land and buildings comprise mainly factories, retail outlets impairment losses and is not amortised.
and offices. All property, plant and equipment is shown at
cost, less subsequent depreciation and impairment, except for
Gains and losses on the disposal of an entity, other than
land, which is shown at cost less impairment.
goodwill in associates, include the carrying amount of
goodwill relating to the entity sold. If, on a business
Cost includes expenditure that is directly attributable to the
combination, the fair value of the Groups interest in the
acquisition of the items. Cost may also include transfers
identifiable assets, liabilities and contingent liabilities exceeds
from other comprehensive income of any gains/losses on
qualifying cash flow hedges of foreign currency purchases of the cost of the acquisition, the excess is recognised in profit
property, plant and equipment. or loss immediately.
A F GRI
Goodwill, acquired in a business combination before using the straight line method over the estimated useful life of
31 March 2004, was previously amortised over its useful life. the assets. The amortisation method and estimated remaining
The accumulated amortisation prior to that date was netted useful lives are reviewed at least annually. Amortisation rates
against the cost. Goodwill is allocated to cash-generating applied are provided on pages 128 and 129.
units for the purpose of impairment assessment. The allocation
is made to those cash-generating units or groups of cash- Impairments of non-financial assets
generating units that are expected to benefit from the business Goodwill and intangible assets that have an indefinite useful
combination in which goodwill arose. AFGRI allocates life are not subject to amortisation and are tested annually
goodwill to each business segment in each country in which for impairment. Assets that are subject to amortisation or
it operates. depreciation are reviewed for impairment whenever events
or changes in circumstances indicate that the carrying amount
Other intangible assets may not be recoverable. An impairment loss is recognised for
Research and development the amount by which the assets carrying amount exceeds its
Research expenditure is recognised in profit or loss as recoverable amount. The recoverable amount is the higher of
incurred. Costs incurred on development projects are an assets fair value less costs to sell and value in use.
recognised as intangible assets when it is probable that the
project will be a success, considering its commercial and For the purposes of assessing impairment, assets are grouped
technological feasibility, and costs can be measured reliably. at the lowest levels for which there are separately identifiable
Other development expenditures are recognised in profit or cash flows (cash-generating units). Non-financial assets other
loss as incurred. Development costs previously recognised as than goodwill that were previously impaired are reviewed for
an expense are not recognised as an asset in a subsequent possible reversal of the impairment at each reporting date.
period. Development costs that have a finite useful life and
have been capitalised are amortised from the commencement Financial assets
of commercial production of the product on a straight-line A financial asset is any asset that is cash, an equity instrument
basis over the period of its expected benefit (not exceeding of another entity, a contractual right to receive cash or
10 years). another financial asset from another entity or to exchange
financial assets or financial liabilities with another entity under
Computer software conditions that are potentially favourable.
Acquired computer software licences are capitalised on the
basis of the costs incurred to acquire and bring to use the Classification
specific software. These costs are amortised using the straight- The classification depends on the purpose for which the
line method over their estimated useful lives. Amortisation rates financial assets were acquired. Management determines the
applied are provided on page 128 and 129. classification of its financial assets at initial recognition. The
Group classifies its financial assets in the following categories:
Costs associated with developing or maintaining computer
software programmes are recognised in profit or loss as Financial assets at fair value through profit or loss
incurred. Costs that are directly associated with the production Financial assets at fair value through profit or loss are financial
of identifiable and unique software products controlled assets held-for-trading and financial assets designated upon
by the Group, and that will probably generate economic initial recognition at fair value through profit or loss. A financial
benefits exceeding costs beyond one year, are recognised asset is classified as held-for-trading if acquired principally for
as intangible assets. Direct costs include the software the purpose of selling in the short term. This category includes
development employee costs and an appropriate portion of derivatives (refer to note 14) unless they are designated as
relevant overheads. hedges. Assets in this category are classified as current if they
are expected to be realised within 12 months of the balance
Computer software development costs recognised as assets sheet date.
are amortised using the straight-line method over their
estimated useful lives (not exceeding five years). The Group enters into various over-the-counter (OTC) forward
purchases and sales contracts for the purchase and sale of
Trademarks, licences and other intellectual property commodities. Although certain of these contracts are settled
Separately acquired trademarks and licences are recognised at by taking or making physical delivery in the normal course
historical cost less accumulated amortisation and impairment. of business, the OTC contracts are regarded as financial
Trademarks and licences with finite useful lives are amortised instruments and are accounted for at fair value under
on a straight-line basis over the estimated useful lives. Other IAS 39, where the Group has a substantive past practice of
intellectual property acquired in a business combination such as net settlement (either with the counterparty or by entering into
know-how or customer lists are recognised at fair value. These offsetting contracts).
intangible assets have a finite useful life and are carried at
cost less accumulated amortisation. Amortisation is calculated
AF GRI
Held-to-maturity investments Financial assets are derecognised when the rights to receive
Held-to-maturity investments are non-derivative financial assets cash flows from the investments have expired or have been
with fixed or determinable payments and fixed maturities transferred and the Group has transferred substantially all risks
where there is a positive intention and ability to hold them and rewards of ownership.
to maturity. Held-to-maturity investments are included with
financial receivables on the face of the balance sheet. Financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss are
Loans and receivables measured at fair value with gains or losses being recognised
Loans and receivables are non-derivative financial assets in profit or loss. Fair value, for this purpose, is the quoted price
with fixed or determinable payments that are not quoted in if listed or a value arrived at by using the discounted cash flow
an active market. Loans and receivables include financial valuation model if unlisted.
receivables (excluding held-to-maturity investments), trade
and other receivables (excluding prepayments), trade Over-the-counter contracts are initially recognised in the
receivables financed by banks (excluding those classified as balance sheet at fair value and are subsequently remeasured
held for trading), cash collateral deposits and cash and cash to their fair value. These derivative transactions, while
equivalents. providing effective economic hedges under the Groups risk
management policies, do not qualify for hedge accounting
Cash and cash equivalents comprise cash on hand, deposits under the specific rules in IAS 39. Changes in the fair value
held at call with banks and other short-term, highly liquid of any derivative instruments that do not qualify for hedge
investments with original maturities of three months or less. accounting under IAS 39 are recognised immediately in profit
Bank overdrafts are shown with borrowings. Loans and or loss.
receivables are included in current assets, except for financial
receivables having maturities greater than 12 months after the Held-to-maturity investments
balance sheet date. These are classified as non-current assets. Financial assets classified as held-to-maturity financial assets
are measured at amortised cost less any impairment losses
Available-for-sale financial assets recognised in profit or loss to reflect irrecoverable amounts.
Available-for-sale financial assets are non-derivatives that are
not classified in any of the other categories. They are included Loans and receivables
in non-current assets unless management intends to dispose of Loans and receivables (including those financed by banks,
the investment within 12 months of the balance sheet date. excluding those classified as held for trading) are recognised
initially at fair value and subsequently measured at amortised
Measurement cost using the effective interest method, less provision for
Regular purchases and sales of financial assets are recognised impairment. The amount of the provision is the difference
on trade date the date on which the Group commits to between the assets carrying amount and the present value
purchase or sell the asset. of estimated future cash flows, discounted at the original
effective interest rate. The carrying amount of the asset is
Financial assets are initially measured at fair value plus reduced through the use of an allowance account, and the
transaction costs. However, transaction costs in respect of amount of the loss is recognised in profit or loss. When a
financial assets classified as at fair value through profit or loan or receivable is uncollectible, it is written off against
loss are expensed to profit or loss immediately. Transaction the allowance account. Subsequent recoveries of amounts
costs are incremental costs that are directly attributable to the previously written-off are credited to profit or loss.
acquisition of a financial asset, i.e. those costs that would not
have been incurred had the asset not been acquired. Available-for-sale financial assets
Available-for-sale financial assets are measured at fair value
The fair values of quoted investments are based on current with unrealised gains or losses being recognised as other
bid prices. If the market for a financial asset is not active comprehensive income. Fair value, for this purpose, is the
(and for unlisted securities), the Group establishes fair value quoted price if listed or a value arrived at by using appropriate
by using valuation techniques. These include the use of recent valuation models if unlisted.
arms-length transactions, reference to other instruments that
are substantially the same, discounted cash flow analysis, and Impairment
option pricing models refined to reflect the issuers specific The Group assesses at each balance sheet date whether
circumstances. there is objective evidence that a financial asset or a group
of financial assets is impaired. Objective evidence would
Financial assets and liabilities are offset where the Group include, but not be limited to: a decline in the financial assets
currently has a legally enforceable right to offset the recognised ability to generate future cash flows, deterioration in the
amounts and intends to settle on a net basis. counterpartys credit profile, the ability to collect all amounts
due according to the original terms, or the anticipated non-
performance on a contract.
A F GRI
If any such evidence exists for available-for-sale financial assets, Borrowings (including call loans and bank overdrafts) are
the cumulative loss measured as the difference between the recognised initially at fair value, net of transaction costs
acquisition cost and the current fair value, less any impairment incurred. Borrowings are subsequently stated at amortised
loss on that financial asset previously recognised in profit cost; any difference between proceeds (net of transaction
or loss is removed from other comprehensive income and costs) and the redemption value is recognised in profit or loss
recognised in profit or loss. Impairment losses recognised in over the period of the borrowings using the effective interest
profit or loss on equity instruments are not reversed through rate method. Borrowings are classified as current liabilities
profit or loss, increases in their fair value after impairment are unless the Group has an unconditional right to defer settlement
recognised directly in other comprehensive income. of the liability for at least 12 months after the balance sheet
date.
Financial liabilities
A financial liability is a contractual obligation to deliver cash Trade payables are recognised initially at fair value and
or another financial asset to another entity or to exchange subsequently measured at amortised cost using the effective
financial assets or financial liabilities with another entity under interest rate method.
conditions that are potentially unfavourable; or a contract that
may be settled in the entitys own equity instruments and is Derivative financial instruments and hedging
a non-derivative for which the entity is or may be obliged to activities
deliver a variable number of the entitys own equity instruments Derivatives are initially recognised at fair value on the date
or a derivative (refer to note 14) that will or may be settled on which a derivative contract is entered into and are
other than by the exchange of a fixed amount of cash or subsequently remeasured at their fair value. The method of
another financial asset for a fixed number of the entitys own recognising the resulting gain or loss depends on whether the
equity instruments. derivative is designated as a hedging instrument, and if so,
the nature of the item being hedged. The Group designates
A financial liability at fair value through profit or loss is a certain derivatives as either:
financial liability that is classified as held-for-trading or is (1) hedges of the fair value of recognised assets or liabilities
designated as such on initial recognition. A financial liability or a firm commitment (fair value hedge);
held-for-trading is one that is incurred as part of a portfolio of (2) hedges of highly probable forecast transactions (cash
identified financial instruments that are managed together and flow hedges); or
for which there is evidence of a recent actual pattern of short- (3) hedges of net investments in foreign operations.
term profit-taking or a derivative (except for a derivative that is
a designated and effective hedging instrument). The Group documents at the inception of the transaction
the relationship between hedging instruments and hedged
Financial liabilities are initially measured at fair value plus items, as well as its risk management objective and strategy
transaction costs. However, transaction costs in respect of for undertaking various hedge transactions. The Group also
financial liabilities classified as at fair value through profit or documents its assessment, both at hedge inception and on
loss are expensed immediately. Transaction costs are those an ongoing basis, of whether the derivatives that are used in
costs that are directly attributable to the issue of a financial hedging transactions are highly effective in offsetting changes
liability, i.e. those that would not have been incurred if the in fair values or cash flows of hedged items.
liability had not been issued.
The fair values of various derivative instruments are disclosed
Financial liabilities that are not classified or designated on in note 14 (derivative financial instruments). Movements on
initial recognition as financial liabilities at fair value through the hedging reserve in other comprehensive income are
profit or loss are measured at amortised cost. shown in note 19 (fair value and other reserves). The full fair
value of a hedging derivative is classified as a non-current
Financial liabilities that are classified or designated on initial asset or liability when the remaining hedged item is more
recognition as financial liabilities at fair value through profit than 12 months; it is classified as a current asset or liability
or loss are measured at fair value, with changes in fair value when the remaining maturity of the hedged item is less than
being recognised in profit or loss. 12 months. Trading derivatives are classified as a current
asset or liability if they are expected to be realised within
Preference shares, which are mandatorily redeemable on 12 months of the balance sheet date.
a specific date, are classified as liabilities. The dividends
on these preference shares are recognised in the income Fair value hedge
statement as interest expense. Changes in the fair value of derivatives that are designated
and qualify as fair value hedges are recorded in profit or loss,
Derivative liabilities are measured at fair value, with changes together with any changes in the fair value of the hedged
in fair value being recognised in profit or loss other than those asset or liability that are attributable to the hedged risk.
designated as cash flow hedges.
AF GRI
Cash flow hedge Net realisable value is the estimated selling price in the
The effective portion of changes in the fair value of derivatives ordinary course of business, less applicable variable selling
that are designated and qualify as cash flow hedges are expenses.
recognised in other comprehensive income. The gain or loss
relating to the ineffective portion is recognised immediately in Biological assets
profit or loss. A biological asset is a living animal or plant and an agricultural
activity is the biological transformation of biological assets for
Amounts accumulated in equity are recycled to profit or sale, into agricultural produce or into additional biological
loss in the periods when the hedged item will affect profit assets.
or loss (for instance when the forecast sale that is hedged
takes place). However, when the forecast transaction that Biological assets are recognised at fair value less estimated
is hedged results in the recognition of a non-financial asset point-of-sale costs, accept where the biological asset does
(for example, inventory) or a liability, the gains and losses not have a quoted market price in an active market in which
previously deferred in equity are transferred from equity and case its measured at cost less accumulated depreciation and
included in the initial measurement of the cost of the asset or impairment losses.
liability.
Fair value is measured with reference to an active market
When a hedging instrument expires or is sold, or when a adjusted for its present location and condition. Fair value
hedge no longer meets the criteria for hedge accounting, any changes are recognised in profit or loss.
cumulative gain or loss existing in equity at that time remains
in equity and is recognised when the forecast transaction Biological assets carried at cost less accumulated depreciation
is ultimately recognised in profit or loss. When a forecast and impairments losses are depreciated using the straight-line
transaction is no longer expected to occur, the cumulative gain method over a period of 39 weeks.
or loss that was reported in equity is immediately transferred
to profit or loss. All the expenses incurred in establishing and maintaining
the assets is recognised in profit or loss. All costs incurred in
Net investment hedge acquiring biological assets are capitalise. Finance charges
Hedges of net investments in foreign operations are accounted are not capitalised.
for similarly to cash flow hedges. Any gain or loss on the
hedging instrument relating to the effective portion of the Share capital
hedge is recognised in other comprehensive income in equity; Ordinary shares are classified as equity.
the gain or loss relating to the ineffective portion is recognised
immediately in profit or loss. Incremental costs directly attributable to the issue of new
shares or options are shown in equity as a deduction, net of
Gains and losses accumulated in equity are included in profit tax, from the proceeds.
or loss when the foreign operation is disposed of.
Where any Group company purchases the Companys
Derivatives that do not qualify for hedge accounting equity share capital (treasury shares), the consideration paid,
Certain derivative instruments do not qualify for hedge including any directly attributable incremental costs (net of
accounting. Changes in the fair value of any derivative income taxes), is deducted from equity attributable to the
instruments that do not qualify for hedge accounting are Companys equity holders until the shares are cancelled,
recognised immediately in profit or loss. reissued or disposed of. Where such shares are subsequently
sold or reissued, any consideration received, net of any directly
Inventories attributable incremental transaction costs and the related
Inventories, other than inventory held for trading purposes, income tax effects, and are included in equity attributable to
are stated at the lower of cost and net realisable value. the Companys equity holders.
Inventories held for trading purposes are stated at fair value
less costs to sell and any changes in net realisable value are Shares in the company are held by OTK Investments House
recognised in the income statement. Cost is determined using Proprietary Limited (for treasury shares), the AFGRI Limited Trust
the weighted average method. The cost of finished goods in (for incentive trust shares) and AFGRI Executive Share Incentive
the grain management segment is determined using the first- Scheme Trust (for incentive trust shares). The cost price of these
in first-out (FIFO) method due to its different use. The cost of shares is deducted from equity attributable to the Companys
finished goods and work in progress comprises design costs, equity holders (incentive trust shares). The AFGRI Limited Trust
raw materials, direct labour, other direct costs and related and the AFGRI Executive Share Incentive Scheme Trust are
production overheads (based on normal operating capacity). consolidated as if they were wholly owned subsidiaries.
It excludes borrowing costs.
A F GRI
Black economic empowerment transaction the balance sheet date and are expected to apply when the
The refinancing and extension of the Groups black economic related deferred income tax asset is realised or the deferred
empowerment transaction (hereafter BEE transaction) was income tax liability is settled.
successfully concluded with the Land Bank on 31 May 2013
for a further 20 years. Deferred income tax assets are only recognised to the extent
that it is probable that taxable profits will be available
The original BEE transaction included the following: against which temporary differences can be utilised, unless
Initial disposal of a 26,77% undivided interest in the specifically exempted.
business of AFGRI Operations Limited to the Agri Sizwe
Empowerment Trust (AST); Deferred income tax is recognised on temporary differences
AFGRI Operations Limited and the AST were co-owners arising on investments in subsidiaries and associates, except
of the entire business undertaking conducted as a going where the timing of the reversal of the temporary difference is
concern by AFGRI Operations Limited; and controlled by the Group and it is probable that the temporary
AFGRI Operations Limited continued to manage the entire difference will not reverse in the foreseeable future.
business undertaking in a partnership until 31 May 2013.
Foreign currency translation
The original transaction was not treated as a disposal of Functional and presentation currency
assets. The partnership was consolidated and the AST share Items included in the financial statements of each of the
was disclosed as non-controlling interest on the balance sheet. Groups entities are measured using the currency of the
The AST portion of the income before tax was disclosed as primary economic environment in which the business operates
non-controlling interest in the income statement and credited (the functional currency). The consolidated financial statements
to non-controlling interest on the balance sheet. are presented in Rand, which is the Company and Groups
presentation currency.
During the 2011 financial year, the black economic
empowerment structure was modified. To facilitate this Transactions and balances
modification, GroCapital funded the transaction, advancing Foreign currency transactions are translated into the functional
money to Izitsalo Employee Investment Proprietary Limited currency using the exchange rates prevailing at the dates of
(Izitsalo) to buy out the remaining 80,1% beneficial interest the transactions. Foreign exchange gains and losses resulting
it did not own in the AST. This transaction, and specifically from the settlement of such transactions and from the translation
the funding thereof by the Group, has necessitated the at year-end exchange rates of monetary assets and liabilities
consolidation of both the AST and Izitsalo. denominated in foreign currencies are recognised in profit or
loss, except when deferred in other comprehensive income
Under the new structure concluded during the 2013 financial as qualifying cash flow hedges and qualifying net investment
year, Izitsalo owns 26,77% of the share capital of AFGRI hedges.
Operations Limited with the AST and its beneficiaries being
the sole shareholders of Izitsalo. The new structure is entirely Translation differences on financial assets held at fair value
funded by the Land Bank and accordingly the funding through profit or loss are reported as part of the fair value gain
provided by GroCapital in 2011 was settled. All collateral is or loss. Translation differences on financial assets classified as
also being provided by Izitsalo. Besides interest payable to the available-for-sale financial assets are included in the fair value
Land Bank, the loan agreement also include an equity kicker reserve in equity.
payable to the Land Bank should certain profit targets be met.
The new structure has further resulted in certain changes being Group companies
made to the MOI of Izitsalo as well as to the Trust Deeds of The results and financial position of all the Group entities (none
the AST and those of its beneficiaries. of which has the currency of a hyperinflationary economy)
that have a functional currency different from the presentation
Deferred income tax currency are translated into the presentation currency as
Deferred income tax is provided using the liability method on follows:
all temporary differences at the reporting date arising between Assets and liabilities are translated at the closing rate at the
the tax bases of assets and liabilities and their carrying date of the balance sheet;
amounts in the consolidated financial statements. However, The opening equity is translated at the historical rate;
if the deferred income tax arises from initial recognition of Income and expenses for each profit or loss are translated
an asset or liability in a transaction other than a business at average exchange rates (unless this average is not a
combination that at the time of the transaction affects neither reasonable approximation of the cumulative effect of the
accounting nor taxable profit nor loss, it is not accounted for. rates prevailing on the transaction dates, in which case
Deferred income tax liabilities are not recognised if they arise income and expenses are translated at the dates of the
from the initial recognition of goodwill. transactions); and
All resulting exchange differences are recognised in other
Deferred income tax is determined using tax rates (and comprehensive income.
laws) that have been enacted or substantially enacted by
AF GRI
On consolidation, exchange differences arising from the Contingent rentals are recognised in profit or loss as they
translation of the net investment in foreign entities, and of accrue.
borrowings and other currency instruments designated as
hedges of such investments, are taken to shareholders equity. Employee benefits
When a foreign operation is sold, such exchange differences Pension obligations
are recognised in profit or loss as part of the gain or loss Group companies operate various defined contribution
on sale. pension schemes. A defined contribution plan is a pension
plan under which the Group pays fixed contributions into
Leases a separate entity. The Group has no legal or constructive
Classification obligations to pay further contributions if the fund does not
A finance lease is a lease that transfers substantially all the hold sufficient assets to pay all employees the benefits relating
risks and rewards incidental to ownership of an asset. Title to employee service in the current and prior periods.
may or may not eventually be transferred. An operating lease
is a lease other than a finance lease. The Group pays contributions to publicly or privately
administered pension insurance plans on a mandatory
Leases are classified as finance leases or operating leases at and contractual basis. The Group has no further payment
the inception of the lease. obligations once the contributions have been paid. The
contributions are recognised as employee benefit expense
In the capacity of a lessor when they are due.
Amounts due from a lessee under a finance lease are
recognised as receivables at the amount of the net investment Prepaid contributions are recognised as an asset to the extent
in the lease, being the gross investment in the lease discounted that a cash refund or a reduction in the future payments is
at the interest rate implicit in the lease, which includes initial available.
direct costs. The gross investment in a lease is the aggregate
of the minimum lease payments receivable and any Share-based payment
unguaranteed residual value. The minimum lease payments The Group operates two equity-settled share-based
exclude contingent rent and costs for services and includes compensation plans. The AFGRI Share Incentive Scheme
any residual value guarantees by the lessee, a party related allows senior employees the option to acquire shares in AFGRI
to the lessee or a third party unrelated to the lessor. Limited over a prescribed period at a specific strike price. The
AFGRI Executive Share Award Scheme remunerates senior
Rental income from operating leases is recognised in profit or employees with AFGRI Limited shares partially for services
loss on a straight-line basis over the term of the relevant lease rendered, and partially for future services and performance
or another basis if more representative of the time pattern of conditions.
the users benefit.
AFGRI share incentive scheme
Contingent rentals are recognised in profit or loss as they These options are settled by means of the issue of shares
accrue. by AFGRI Limited or through the acquisition of shares in the
open market by the AFGRI Limited Trust. The fair value of
In the capacity of a lessee the employee services received is determined by reference
Finance leases are recognised as assets and liabilities at the to the fair value of the options granted, excluding the impact
lower of the fair value of the asset and the present value of of any non-market vesting conditions, and expensed over the
the minimum lease payments at the date of acquisition, being vesting period. Non-market vesting conditions are included in
payments over the lease term, excluding contingent rent, costs assumptions about the number of options that are expected to
for services and taxes to be paid by and reimbursed to the vest. It recognises the impact of the revision, if any, in profit or
lessor including any amounts guaranteed by the company or loss, with a corresponding adjustment to equity. Fair value is
by a party related to the company. measured using the Black-Scholes pricing model.
Finance costs represent the difference between the total AFGRI executive share award scheme
leasing commitments and the fair value of the assets acquired. The fair value of the employee services received is determined
by reference to the fair value of the shares issued, excluding
Finance costs are charged to profit or loss over the term of the the impact of any non-market vesting conditions, and is
lease at interest rates applicable to the lease on the remaining recognised as an expense over the vesting period. Non-
balance of the obligations. market vesting conditions are included in assumptions about
the number of restricted shares that are expected to vest as
Rentals payable under operating leases are recognised unrestricted shares. It recognises the impact of the revision,
in profit or loss on a straight-line basis over the term of the if any, in profit or loss, with a corresponding adjustment to
relevant lease or another basis if more representative of the equity. Fair value is the quoted price of the shares on grant
time pattern of the users benefit. date.
A F GRI
Termination benefits These assets may be a component of an entity, a disposal

Termination benefits are payable when employment is group or an individual non-current asset. Upon initial
terminated before the normal retirement date, or whenever classification as held-for-sale, non-current assets and disposal
an employee accepts voluntary redundancy in exchange for groups are recognised at the lower of carrying amount and
these benefits. fair values less cost to sell.
The Group recognises termination benefits when it is A discontinued operation is a significant distinguishable
demonstrably committed to either: terminating the employment component of the Groups business that is abandoned
of current employees according to a detailed formal plan or terminated pursuant to a single formal plan, and which
without possibility of withdrawal; or providing termination represents a separate major line of business or geographical
benefits as a result of an offer made to encourage voluntary area of operation. Classification as a discontinued operation
redundancy. occurs upon disposal or when the operation meets the criteria
to be classified as held-for sale. A disposal group that is to be
Benefits falling due more than 12 months after balance sheet abandoned may also qualify as a discontinued operation, but
date are discounted to present value. not as assets held-for-sale.
Short-term benefits The profit or loss on sale or abandonment of a discontinued

The cost of short-term employee benefits, such as salaries, operation is determined from the formalised discontinuance
leave pay, bonuses, medical aid and other contributions are date. Discontinued operations are separately recognised
recognised during the period in which the employee renders in the financial statements once management has made a
the service. commitment to discontinue the operation without a realistic
possibility of withdrawal which should be expected to qualify
Provisions for recognition as a completed sale within one year of
Provisions are recognised when: classification.
the Group has a present legal or constructive obligation as
a result of past events; Contingencies and commitments
it is more likely than not that an outflow of resources will be Transactions are classified as contingencies where the
required to settle the obligation; and Groups obligation depends on uncertain future events.
the amount has been reliably estimated.
Items are classified as commitments where the Group commits
Restructuring provisions comprise lease termination penalties itself to future transactions or if the items will result in the
and employee termination payments. Provisions are not acquisition of assets.
recognised for future operating losses.
Revenue recognition
Where there are a number of similar obligations for Revenue comprises the fair value for the sale of goods and
example, in the case of product warranties the likelihood services, net of value added tax, rebates and cash and
that an outflow will be required in settlement is determined by settlement discounts and after eliminated sales within the
considering the class of obligations as a whole. A provision Group. The Group assesses its revenue arrangements in order
is recognised even if the likelihood of an outflow with respect to determine if it is acting as principal or agent.
to any one item included in the same class of obligations may
be small. The Group recognises revenue when the amount of revenue
can be reliably measured, it is probable that future economic
Provisions are measured at the present value of the expenditures benefits will flow to the entity and specific criteria have been
expected to be required to settle the obligation using a pre- met for each of the Groups activities as described below.
tax rate that reflects current market assessments of the time
value of money and the risks specific to the obligation. The The amount of revenue is not considered to be reliably
increase in the provision due to passage of time is recognised measurable until all contingencies relating to the sale have
as interest expense. been resolved. The Group bases its estimates on historical
results, taking into consideration the type of customer, the type
Non-current assets or disposal groups held-for- of transaction and the specifics of each arrangement.
sale and discontinued operations
Non-current assets or disposal groups are classified as held- Sales of goods retail
for-sale if their carrying amount will be recoverable principally The Group retails a range of agricultural requisites and
through a sale transaction, not through continuing use. The mechanised equipment through its network of retail outlets
condition is regarded as met only when the sale is highly together with a variety home, garden, outdoor and DIY
probable and the asset is available for immediate sale in its products, branded clothing, selected building materials,
present condition. and general merchandise. Sales are recognised when the
AF GRI
Group entity has delivered the products to the customer, Income tax
the customer has accepted the products and collectibility of The income tax charge for current tax is on net income before
the related receivables is reasonably assured. All three of tax for the year as adjusted for income that is exempt and
these conditions are determined when the customer is at the expenses that are not deductible using enacted tax rates.
point-of-sale in the retail store, except when offsite physical
delivery is requested, in which case the sale is deferred until Deferred income tax is recognised for all temporary
delivery has taken place. differences, unless specifically exempt, at the tax rates that
have been enacted or substantially enacted at the balance
Sales of goods production output sheet date.
The Group produces a range of animal feed products,
various oils and proteins as well as yellow corn grits for sale Segmental analysis
to industrial food processors, livestock producers and into the Management has determined the operating segments based
fast foods market. The Group also produces and processes on the financial information evaluated regularly by the Groups
broilers into frozen whole birds and individually quick-frozen executive management in deciding how to allocate resources
portions for sale into the wholesale, retail and fast foods and in assessing performance. Reportable segments are
market. Sales are recognised when the Group entity has operating segments or aggregations of operating segments
delivered the produced end product to the customer, the that represent at least 10% of Group revenues, profit before
customer has accepted the product and collectability of the tax or gross assets or, at the discretion of management,
related receivable is reasonably assured. represent a separately identifiable line of business.
Rendering of services The Groups executive management considers the business

The Group renders the following services to its clients in from a product perspective, considering products and services
the agricultural, financial services and grain processing offered, dominant customer basis and economic sector.
environments: handling and storage of commodities (mainly Geographical perspective is a secondary concern.
grain), collateral management, grain procurement, servicing
of mechanised equipment, crop insurance, commodity Profit before taxation is used by the Groups executive
broking, debt origination and administration of debtors, management to assess performance of each operating
specialised finance and foreign exchange. The rendering of segment. Head office expenses are allocated to the operating
services are recognised in the accounting period in which segments based on a combination of sales, operating profit
the services are rendered, by reference to completion of the and time spent by executive management, except where
specific transaction assessed on the basis of the actual service information technology costs can be directly allocated.
provided as a proportion of the total services to be provided. Internal treasury interest is levied on approximately two-thirds
of the operating segments internal debt. Treasury interest is
Interest income charged at the Groups weighted average cost of capital plus
Interest income is recognised on a time-proportion basis a margin to recover treasury costs.
using the effective interest rate method. When a receivable
is impaired, the Group reduces the carrying amount to its Financial risk management
recoverable amount being the estimated future cash flow Financial risk factors
discounted at original effective interest rate of the instrument The Groups activities expose it to a variety of financial risks:
and continues unwinding the discount as interest income. Market risk (including foreign exchange risk, cash flow and
Interest income on impaired loans is recognised either as cash fair value interest rate risk, equity and commodity price
is collected or on a cost-recovery basis as conditions warrant. risks);
Credit risk;
Royalty income Liquidity risk; and
Royalty income is recognised on an accruals basis in Capital risk.
accordance with the substance of the relevant agreements.
The Board provides written principles for overall risk
Dividend income management, as well as written policies covering specific
areas, such as foreign exchange risk, credit risk, use of
Dividend income is recognised when the right to receive
derivative financial instruments and non-derivative financial
payment is established.
instruments, and investing excess liquidity.
Dividends payable The Groups overall financial risk management programme
Dividends payable and the related tax thereon to the focuses on the unpredictability of financial markets and seeks
Companys shareholders are recognised as a liability in to minimise potential adverse effects on the Groups financial
the Groups financial statements in the period in which the performance. The Group uses derivative financial instruments
dividends are declared by the Companys shareholders. to hedge certain risk exposures. These derivative financial
A F GRI
instruments are used exclusively as hedging instruments and to cash flow interest rate risk to the extent that these facilities
not for trading or other speculative purposes. have floating rates. The Group is not exposed to fair value
interest rate risk as all material borrowings are at variable
Market risk rates.
Market risk relates to the risk that changes in market prices
will affect the Groups income or the value of its financial Equity price risk
instruments. Management thereof aims to limit exposure within The Group is not exposed to material equity securities
acceptable limits, while optimising returns. price risk.
Foreign exchange risk Commodity price risk

The Group operates internationally and is exposed to foreign Commodity price risk arises from the Groups significant
exchange risk arising from various currency exposures, consumption of agricultural commodities and its use of
primarily with respect to the US Dollar, Euro, Pound Sterling, derivative financial instruments linked to underlying agricultural
Australian Dollar, Japanese Yen, Nigerian Naira, Zambian commodity prices. The Group may suffer financial loss when
Kwacha, Zimbabwean Dollars and the Ghanaian Cedi. a fluctuating price contract obligation is entered into and the
commodity price increases or when a fixed price agreement
Foreign exchange risk arises from future commercial is entered into and the commodity price falls.
transactions, recognised assets and liabilities and net
investments in foreign operations which are denominated in a Commodity price risk arises from fluctuating supply and
currency that is not the entitys functional currency. demand conditions, world inventory balances, weather,
economic conditions and other factors. The procurement of
To manage its foreign exchange risk arising from future grain is managed by Grain Management, a division of AFGRI
commercial transactions, recognised assets and liabilities, Operations Limited, and the sales by GroCapital through
entities in the Group use forward contracts, transacted with the application of policies and guidelines approved by the
GroCapital Financial Services Proprietary Limited (GroCapital), Board. The Grain Commodity Procurement Forum, chaired
a wholly owned subsidiary of AFGRI Operations Limited. by the Group FD, manages the Groups market risk related to
GroCapital is responsible for managing the net position for commodity prices.
the Group in each foreign currency by using external forward
foreign exchange contracts. These external forward foreign The strategic raw materials acquired by the Group for its
exchange contracts are designated at Group level as hedges operations include maize, wheat, cotton seed, soya beans,
of foreign exchange risk on specific assets, liabilities or future sunflower seed, soya-oil cake and fishmeal. The procurement
transactions on a Group basis. The Groups risk management of strategic commodities for utilisation by the Groups
policy is to hedge 100% of all committed transactions in each subsidiaries and divisions is subject to a 100% hedging
currency. GroCapital utilise the services of Group treasury to policy and uses financial instruments such as commodity
ensure that foreign exchange banking facilities are in place futures, option contracts, and other derivative instruments to
and available. reduce the volatility of input prices of these raw materials and
therefore mitigating price risk.
The Group has certain investments in foreign operations whose
net assets are exposed to foreign currency translation risk. The The Groups agricultural commodity activities include the
currency risk resulting from the translation of foreign operations procurement of product from producers and the marketing
into the Groups reporting currency is not hedged. A monetary of these products to consumers of agricultural commodities.
item that is receivable from or payable to a foreign operation A timing difference arises between the procurement and the
and for which settlement is neither planned nor likely in the supply of the product. During this period both the procurement
foreseeable future is considered as part of the Groups net and supply positions are fully hedged.
investment in that foreign operation. These monetary items are
not hedged. Monetary items receivable from or payable to The monitoring and management of the positions and
a foreign operation, made on commercial terms, are subject corresponding hedges is performed on a daily basis by
to the same hedging policy as other commercial transactions the respective management teams. It is the responsibility of
and are hedged using forward foreign exchange contracts. the respective managing directors to ensure that all trades
are within the approved exposure limits and also conform to
The Board has issued guidelines for investments in foreign the agreed strategies on a daily basis.
countries. Country risk is monitored on a continuous basis.
Monthly exposure reports are compiled, reviewed by The Group offers brokerage services to producers and
management and reported to the Country Risk Committee on consumers of agricultural commodities such as wheat,
a quarterly basis. sunflower, maize and soya. This offering generates no
exposure to market risk due to the back-to-back nature of the
Cash flow and fair value interest rate risk transactions.
Financial assets and liabilities at variable rates expose the
Group to cash flow interest rate risk. The Group raises a Credit risk
combination of short-term and long-term debt at variable rates Credit risk is the risk of financial loss if a customer or
to fund the operations of the Group and is therefore exposed counterparty fails to meet an obligation under a contract and
AF GRI
arises principally from trade (current), seasonal, capital goods documented procedures to elevate out of mandate
financing, and forward purchase contracts for agricultural decisions;
commodities. The Group is exposed to the agricultural and controlling cross-border exposures;
food industries and has concentrations of credit risk in this regular reviews of performance and effectiveness of
regard. divisions and subsidiaries credit approval processes; and
a workout and recovery to effectively recover debt when
The Groups maximum exposure to credit risk can be default has occurred.
considered to be the sum of the following financial assets:
Financial receivables; The Group Credit Committee meets quarterly and is provided
Other financial assets; with the following reports to enable it to assess the Groups
Trade and other receivables including those financed by exposure to credit risk and the effectiveness of the control
banks, (excluding prepayments); environment:
Cash and cash equivalents and cash collateral deposits; overview of seasonal conditions;
and commodity prices;
Derivative financial instruments. overview of risk concentrations;
customer portfolio exposure;
During the previous financial year the Group sold its farmer- large-customer-group exposures;
and corporate debtor books which were derecognised under impairment allowance balances;
IAS 39 principles. This resulted in an improved debt-to-equity movement in impairment charges;
ratio for the Group, effectively reducing the Groups credit
summary of large exposures;
risk. The Financial Services segment now originates debt with
individual reports on significant facilities;
the implicit intention to sell the underlying contracts to the
movement in individually large credit exposures;
Land Bank. The origination of the debt is in terms of a credit
recommended amendments to credit policies;
policy approved by the Land Bank. Credit risk is managed
divisional and subsidiary credit balances and age analysis;
on behalf of the Land Bank in terms of the approved policy.
and
The Group has policies and procedures in place to ensure
the number and value of debtors refinanced through
that sales of products and services are made to customers
external financiers.
after an appropriate credit assessment. The Board delegates
the responsibility for the management of credit risk to the
The Group categorises its trade receivables into three
Group Credit Committee. Line managers within the Group are
classes, namely current, seasonal and capital goods. Current
awarded mandates under the AFGRI Group Credit Policy with
represents those trade receivables which are offered on
supplemented divisional credit policies, which also caters for
normal trading terms such as 30, 60 and 90 days. Seasonal
divisional specific requirements, in order to manage the day-
includes trade receivables which have been provided to
to-day credit decisions necessary to conduct business.
finance primary producers crops during a given season.
The Group Credit Committee oversees the development Capital goods represent credit offered to purchase capital
and application of credit risk mitigating practices throughout agricultural goods such as tractors.
the Group. In addition to the divisional credit function
within Financial Services, where the bulk of credit exposure All three classes of credit are available to both primary
arises, the Group credit function within Central Services producers and corporate customers, bearing in mind that many
manages the Group credit function and reports to the Group primary production activities are conducted by incorporated
Credit Committee. Similarly, the validity and financial stability entities.
of counterparties must be determined by Financial Services
before forward purchase contracts are entered into. It is the Groups policy to ensure that loans and receivables
are within the customers capacity to repay. In principle loans
Key elements of the control environment established to are only granted if they can be secured. Depending on the
manage credit risk include: customers standing and the type of product, receivable
the establishment of mandates for the Group Credit facilities may be unsecured. This will typically relate to
Committee and senior divisional line managers within clients with high net worth and proven repayment ability.
AFGRI; Nevertheless, collateral is an important mitigant of credit risk.
AFGRI Group, divisional and subsidiary credit policies;
evaluation and scoring models, allowing for the To mitigate credit risk in the commodity trading environment,
categorisation of credit applications into predefined risk the validity and financial stability of all counterparties is
categories; determined by Financial Services in terms of the Groups credit
predefined security requirements and Group guidelines for policy. Counterparty performance is monitored throughout the
the valuation of collateral; crop season in order to identify at an early stage potential
compliance with both the National Credit Act (NCA) and default. In addition, management reviews the Groups
Financial Intelligence Centre Act (FICA); concentration of risk in terms of market sector, geographic
where applicable, farmer debtors are covered by credit region and agricultural commodity, especially maize.
life insurance; Counterparty performance is also encouraged through the
the individual credit management of both individually large deployment of compliance teams during harvesting periods.
and corporate customers;
A F GRI
Broking clients are required to make upfront cash deposits Group policy requires the level of impairment allowances on
within the predetermined minimum levels prescribed by individual facilities that are above a materiality threshold be
SAFEX, for initial margin plus two days market movement. The reviewed at least semi-annually, and more regularly when
client is also required to make cash deposits for the minimum individual circumstances require.
variation margin requirement and/or the amount exceeding
the trading limit by midday of the following business day. When impairment losses occur, the Group reduces the carrying
Failure to meet these requirements results in the clients position amount of loans and receivables and held-to-maturity financial
being closed immediately. investments through the use of an allowance account. When
impairment of available-for-sale financial assets or financial
The Group also has guidelines that limit the amount of credit assets at fair value through profit or loss occurs, the carrying
exposure to any financial institution. amount of the asset is reduced directly.
Divisions and subsidiaries are required to implement guidelines Management regularly evaluates the adequacy of the
on the acceptability of specific classes of collateral for credit established allowances for impaired loans and receivables
risk mitigation, and determine suitable valuation parameters. by conducting a detailed review of the portfolio, comparing
Such parameters are expected to be conservative, reviewed performance and delinquency statistics with historical trends
regularly and supported by empirical evidence such as the and assessing the impact of current economic conditions. Any
realisable value in case of default. Security structures and calculated shortfall between the total individual impairment
legal covenants are subject to regular review to ensure that allowance account and the estimated portfolio impairment is
they continue to fulfil their intended purpose and remain in line adjusted for.
with local market practice. The principal types of collateral
are as follows: Liquidity risk
Mortgages over properties, and charges over movable Liquidity risk is the risk that the Group has insufficient financial
assets and debtors in the personal sector; and resources to meet its obligations as and when they fall due or
Charges over business assets such as premises, inventory that such resources will only be available at excessive costs.
(including agricultural produce) and debtors in the This risk arises from mismatches in the timing of cash flows.
corporate sector. Funding risk (a particular form of liquidity risk) arises when the
necessary liquidity to fund illiquid asset positions cannot be
The Groups credit grading systems are designed to highlight obtained at the expected terms when required.
exposures which require closer management attention
because of their greater probability of default and potential Prudent liquidity risk management implies maintaining an
loss. Risk ratings are reviewed regularly and amendments, adequate percentage of total Group debt in the long term as
where necessary, are implemented promptly. well as sufficient cash and marketable securities, the availability
of funding through an adequate amount of committed credit
The credit quality of unimpaired loans and receivables is facilities and the ability to close out market positions. Due
assessed by reference to the grading system. Loans and to the dynamic nature of the underlying businesses, Group
receivables are treated as impaired as soon as there is treasury aims to maintain flexibility in funding by keeping
committed credit lines available.
objective evidence that an impairment loss has been incurred.
The criteria used by the Group to determine that there is such
The objective of the Groups liquidity and funding management
objective evidence include, inter alia:
is to ensure that all foreseeable funding commitments can be
known cash flow difficulties experienced by the borrower;
met when due, and that funding market access is co-ordinated
overdue contractual payments of either principal or interest;
and cost-effective. It is the Groups objective to maintain a
breach of loan covenants or conditions;
stable funding base comprising institutional funding facilities
the probability that the borrower will enter bankruptcy or
with the objective of enabling the Group to respond quickly
other financial realisation; and
and smoothly to any unforeseen liquidity requirements.
a downgrading in credit rating by an external credit rating
agency.
The Group strives to maintain a strong liquidity position and
to manage the liquidity profile of its assets, liabilities and
The Groups policy is that each division and subsidiary makes
commitments with the objective of ensuring that cash flows
allowances for impaired loans and receivables promptly and
are appropriately balanced and all obligations are met
on a consistent basis.
when due.
Loans and receivables are assessed for impairment on an
The management of liquidity and funding is performed
individual basis. In determining allowances on individually
centrally by Group treasury in accordance with practices and
assessed accounts, the outstanding credit amounts are
limits set by the Board and the process includes:
compared with the recoverable securities. Security values are
projecting cash flows and establishing the level of liquidity
adjusted for the time value of money excluding all securities
facilities necessary;
realised within 12 months and bonds.
AF GRI
monitoring balance sheet liquidity ratios against internal The fair value of forward foreign exchange contracts is
requirements; determined using quoted forward exchange market rates at
maintaining a diverse range of funding sources; the balance sheet date.
managing the concentration and profile of debt maturities;
maintaining debt financing plans; The carrying amount (net of impairment where relevant) of
monitoring lender concentrations in order to avoid undue trade receivables and payables are assumed to approximate
reliance on individual lenders and ensuring a satisfactory their fair values. The fair value of financial liabilities for
overall funding mix; and disclosure purposes is estimated by discounting the future
maintaining liquidity and funding contingency plans. contractual cash flows at the current market interest rate that is
available to the Group for similar financial instruments.
Capital risk
The Group manages its capital (being the capital and reserves Fair value estimations are classified into the following
attributable to the Companys equity holders) centrally in terms hierarchies, based on the method use to determine fair value:
of rates of returns (either ROCE or RONA) established for Level 1 unadjusted quoted prices in active markets.
each of the Groups various operating segments. Operating Level 2 valuation techniques using market observable
segments are re-geared annually, allocating Group equity inputs.
equitably. Level 3 valuation techniques for which not all inputs are
market observable prices or rates.
The Group monitors its level of borrowings and anticipates
future requirements through the application of an Asset and Government grants and assistance
Liability Committee (ALCO) model. The ALCO meets quarterly Grants from the government are recognised at their fair
and advises management and the Board. The committee also value where there is reasonable assurance that the grant will
confirms the Groups operating segments weighted average be received and the Group will comply with all attached
cost of capital, a key consideration when setting return targets conditions.
for operating segments.
Government includes government agencies and similar
In the main, the Group funds its operations through a bodies whether local, national or international. Government
combination of equity, long-term and short-term debt. assistance is action by government designed to provide an
Although the Group historically has not raised debt against economic benefit specific to an entity or range of entities
its non-current core assets during the previous financial year qualifying under certain criteria. A government grant is
R1,5 billion term debt was raised with certain silos as security assistance by government in the form of transfers of resources.
to improve the maturity profile of the Groups overall debt.
When the conditions attaching to government grants have
In terms of certain funding agreements, the Group is obliged been met and have been received, they are recognised in
to meet certain financial covenant ratios. Compliance with profit or loss on a systematic basis over the periods necessary
these covenants is checked on a regular basis. to match them with the related costs. When they are for
expenses or losses already incurred, they are recognised in
A registered member on SAFEX must have, at all times, own profit or loss immediately. The unrecognised portion at the
funds equal to the greater of either R400 000 or 13 weeks balance sheet date is presented as deferred income (included
of operating costs plus position, settlement, large exposure under other payables and accruals). No value is recognised
and foreign exchange risk requirements. GroCapital Broking for government assistance.
Services Proprietary Limited submits monthly capital returns
demonstrating compliance with this requirement.
Comparative figures
Comparative figures are restated in the event of a change in
accounting policy, prior period error or reclassification.
During the year the Group was in compliance with all the
financial covenants relating to its material borrowings.
Fair value estimation

The fair value of financial instruments traded in active
markets (such as publicly traded derivatives, and trading and
available-for-sale securities) is based on quoted market prices
at the balance sheet date.
The fair value of financial instruments that are not traded in

an active market (for example, over-the-counter derivatives) is
determined by using appropriate valuation techniques. Such
valuation techniques include the discounted cash flow method
with assumptions that are based on market conditions existing
at each balance sheet date.
A F GRI
GROUP Balance sheet
at 30 June 2013
2013 2012
Rm Rm
Note Restated*
ASSETS
Non-current assets 3 089 2757
Property, plant and equipment 2 2 241 2 001
Goodwill 3 74 170
Other intangible assets 4 109 180
Investments in associates 5 47 47
Investments in joint ventures 6 301 11
Derivative financial instruments 14 4 6
Other financial assets 7/8 46 41
Financial receivables 7/9 49 154
Biological assets 11 9 8
Deferred income tax assets 23 209 139
Current assets 4 288 3763
Inventories 10 1 141 1021
Biological assets 11 98 89
Trade and other receivables 7/12 2 162 2217
Trade receivables financed by banks 7/12/13 141 127
Other financial assets 7/8 18 9
Income tax assets 17 16
Cash and cash equivalents and cash collateral deposits 15 641 231
Cash collateral deposits 77 76
Cash and cash equivalents 564 155
Assets of disposal groups classified as held-for-sale 34 19 664
Total assets 7 396 7 184
EQUITY AND LIABILITIES
Capital and reserves attributable to the Companys equityholders 2 182 1750
Share capital# 16
Treasury shares 17 (86) (86)
Incentive trust shares 18 (122) (123)
Fair value and other reserves 19 143 (23)
Retained earnings 21 2 247 1 982
Non-controlling interest 20 238 4
Total equity 2 420 1 754
Non-current liabilities 2 295 2 130
Borrowings 7/22 2 058 1 909
Derivative financial instruments 7/14 2 4
Deferred income tax liabilities 23 220 201
Other financial liabilities 27 5
Other liabilities 26 10 16
Current liabilities 2 679 3154
Trade and other payables 7/24 1 889 1609
Derivative financial instruments 7/14 64 64
Income and other tax liabilities 37 4
Short-term portion of long-term borrowings 7/25 96 678
Short-term borrowings and bank overdrafts 7/15 424 664
Borrowings from banks to finance trade receivables 7/13 140 135
Liabilities of disposal groups classified as held-for-sale 34 2 146
Total liabilities 4 976 5430
Total equity and liabilities 7 396 7184
# Share capital issued to the value of R 3755 (2012: R 3755).
* Prior year information has been restated refer to note 51.
AF GRI
GROUP Income statement
for the year ended 30 June 2013
2013 2012
Rm Rm
Note Restated*
Continuing operations:
Sales of goods and rendering of services 8 477 7415
Interest on trade receivables financed by banks 11 134
Interest on other trade receivables 85 16
Total revenue 28 8 573 7565
Cost of sales (6 671) (5609)
Gross profit 1 902 1 956
Other operating income 13 14
Selling and administration expenses 30 (1 630) (1407)
Operating profit 29/30/32 285 563
Interest received 31 23 23
Finance costs 31 (233) (331)
Share of loss of joint ventures 6 (2) (2)
Share of profit of associates 5 6
Profit before income tax 73 259
Income tax expense 33 (46) (77)
Profit for the year from continuing operations 27 182
Discontinued operations:
Profit for the year from discontinued operations 34 81 14
Loss on remeasurement of assets of disposal groups 34 (9)
Profit for the year 99 196
Profit for the year attributable to:

Equityholders of the Company 98 195
Non-controlling interest
BEE partners (2)
Other non-controlling interest 3 1

Earnings per share from continuing operations attributable to the
equityholders of the Company during the year (cents per share) 7,0 55,3
Profit per share from discontinued operations attributable to
the equityholders of the Company during the year (cents per share) 22,0 3,0
Earnings per share from all operations attributable to the
equityholders of the Company during the year (cents per share) 35 29,0 58,3
Diluted earnings per share from continuing operations attributable to
the equityholders of the Company during the year (cents per share) 6,7 51,6
Diluted profit per share from discontinued operations attributable tothe
equityholders of the Company during the year (cents per share) 20,6 2,8
Diluted earnings per share from all operations attributable to the
equityholders of the Company during the year (cents per share) 36 27,3 54,4
A F GRI
GROUP Statement of comprehensive income
2013 2012
Rm Rm
Restated*

Other comprehensive income:
Items that may be reclassified to profit and loss subsequently
Exchange differences on translating foreign operations 25 36
Share of comprehensive income from joint ventures (2) 4
Cash flow hedges 6 (4)
Other comprehensive income for the year, net of tax 29 36
Total comprehensive income for the year 128 232
Total comprehensive income attributable to:
Equityholders of the Company 127 231
Non-controlling interest
BEE partner (2)
128 232
GROUP Statement of changes in equity

Fair Other
value In- Total non-
and centive share- con-
Share other Retained Treasury trust holders BEE trolling Total
Rm capital reserves earnings shares shares equity partners interests equity
Balance 30 June 2011 (64) 1858 (90) (133) 1571 4 1575
Profit for the year 195 195 1 196
Other comprehensive income
for the year 36 36 36
Payment to non-controlling interests (1) (1)
Share-based payments 7 7 7
Dividends paid (73) (73) (73)
Disposal of incentive shares 16 16 16
Executive Share Award Scheme
shares (6) (6) (6)
Treasury shares issued to Executive
Share Awards Scheme 4 4 4
BEE partners share to
non-distributable reserve (2) 2
Balance 30 June 2012 (23) 1 982 (86) (123) 1 750 4 1 754
Profit for the year 98 98 (2) 3 99
Other comprehensive income
for the year 29 29 29
Share-based payments 7 7 7
Dividends paid (88) (88) (88)
Disposal of incentive shares 3 3 3
Forfeiture of awards under scheme
shares (2) (2) (2)
BEE partners share to non-
distributable reserve (35) 35
Transaction with non-controlling
interests BEE partners (56) (56) 330 274
Deconsolidation of BEE SPVs 165 280 445 445
Payment of non-controlling interests (94) (94)
Transaction with other non-controlling
interests (4) (4) (6) (10)
Recognition of non-controlling interest
in business combination 3 3
Balance 30 June 2013 143 2 247 (86) (122) 2 182 234 4 2 420
AF GRI
NOTES TO THE GROUP Annual financial statements
1 Critical accounting estimates and judgements

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including
expectations of future events that are believed to be reasonable under the circumstances. The Group makes estimates and
assumptions concerning the future. The resulting accounting estimates will, by definition, rarely equal the related actual results.
The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets
and liabilities within the next financial year are discussed below:
1.1 Impairment of debtors

A provision for impairment of trade receivables is established when there is objective evidence that the Group will not
be able to collect all amounts due according to the original terms of the receivables. The amount of the provision is the
difference between the assets carrying amount and the present value of estimated future cash flows, discounted at the
original effective interest rate. Management considers the following when estimating the provision to be recognised
in the income statement:
Identification of specific non-performing debtors
The provision for individual debtors only takes the difference between total debt less security available into
account. Security required was initially established as part of the credit granting policy and the risk profile of
thedebtor.
Time value of security available from specific non-performing debtors
The recovery period after identifying a specific non-performing debt is assessed. Based on experience,
management discounts the security that will eventually be obtained to its current value. As a result, the value of the
security is reduced. These in turn result in a top-up portion being provided for to accrue for the time value shortfall.
Review of the recovery history of securities
Management assesses the recoverability of securities based on past experience and may adjust the security
downward. The shortfall would result in an increase in the provision required.
1.2 Estimates of assets lives, residual values and depreciation methods

Property, plant and equipment are depreciated over their useful lives taking into account residual values. Useful
lives and residual values are assessed annually. Useful lives are affected by technology innovations, maintenance
programmes and future productivity. For the majority of property, plant and equipment, depreciation is calculated on
a straight line which may not represent the actual usage of the asset.
1.3 Impairment assessments of assets and intangibles

Impairment assessments on property, plant and equipment are only performed once there are impairment indicators.
Goodwill and other intangible assets are assessed for impairment annually. Future cash flows are based on
managements estimate of future market conditions. Such cash flow projections are then discounted and compared
to the current carrying value, and if lower the assets are impaired to the present value of the cash flows. Impairment
assessments are based on information available at the time and these conditions may change after year-end.
During the financial year impairment indicators were identified (reporting losses) in both the AFGRI Poultry business unit
as well as the Groups Australian operation. As a result both business units were tested for impairment as a whole and
resulted in the impairment of goodwill in both units as well as the impairment of other intangible assets in the Poultry
business unit. Impairment calculations entailed discounted cash flow calculation in order to determine the value-in-use.
Refer to note 3.5 for more information regarding the contributing circumstances as well as assumptions used in these
calculations.
1.4 Recognition and derecognition of deferred tax assets

The recognition of deferred tax assets is appraised semi-annually. Future cash flows is based on managements
estimate of future market conditions. The tax impact of such cash flow projections is compared to the carrying value,
and if lower the deferred tax assets are derecognised. These assessments are based on information available at the
time and these conditions may change after year-end.
AF GRI
GROUP Cash flow statement
2013 2012
Rm Rm
Year ended 30 June Note Restated*
Operating activities
Cash generated from/(utilised in) operations 40.1 1 079 (796)
Finance costs (233) (316)
Interest received 26 25
Income tax paid 40.3 (70) (60)
Net cash generated from/(utilised in) operating activities 802 (1147)
Investing activities
Purchase of property, plant and equipment 40.4 (367) (368)
Purchase and acquisition of intangible assets (3) (5)
Proceeds from disposal of property, plant and equipment 40.5 8 34
Proceeds from disposal of intangible assets 19
Proceeds from the disposal of assets and liabilities of disposal groups
classified as held-for-sale 33
Financial receivables granted (13) (30)
Financial receivables repaid 100 13
Dividends from investments 6 5
Purchase of other financial assets (9)
Disposal of shares in associates 112
Acquisition of shares in joint ventures (109) (11)
Purchase of non-controlling interest in subsidiaries (6)
Acquisition of BEE SPVs share in international business (56)
Acquisition of business net of cash acquired 40.6 (12) (273)
Net cash utilised in investing activities (321) (611)
Financing activities
Dividends paid 40.2 (88) (73)
Payments made to non-controlling interests (94) (1)
Proceeds with deconsolidation and refinance of BEE SPVs 312
Acquisition of shares for executive share award scheme (2)
Proceeds from disposal of incentive trust shares 2 16
Proceeds from borrowings 29 2010
Net cash generated from financing activities 161 1950
Net increase in cash and cash equivalents 642 192
Cash and cash equivalents at beginning of year (501) (693)
Cash and cash equivalents at end of year 141 (501)
Cash and cash equivalents and cash collateral deposits 218 (425)
Included in cash and cash equivalents and cash collateral deposits** 15 217 (433)
Included in assets from disposed groups classified as held-for-sale 34.1 1 8

** Includes cash and cash equivalents and cash collateral deposits of R36,1 million (2012: R9,4 million) which are denominated in currencies other
than South AfricanRand.
A F G RI
NOTES TO THE GROUP Annual financial statements continued
BUSINESS SEGMENT Results
AGRI SERVICES
Retail and Equipment Grain Management
2013 2012* 2013 2012*
Rm Rm Rm Rm
Gross segment revenue 2 264 2274 790 492
Sales of goods and services 2 264 2273 790 492
Interest 1
Operating profit/(loss) (before items listedbelow) 81 97 217 239
Other amounts included in operating profit/(loss) (35) (9) (22) (19)
other operating income
impairment of goodwill (22)
depreciation and amortisation (13) (9) (22) (19)
Operating profit/(loss) 46 88 195 220
Other items of profit and loss 1 7 1
Fair value adjustment to disposal group assets
Share of profit/(loss) on joint ventures 1
Share of profit on associates 7 1
Profit/(loss) before finance costs 47 95 195 221
Net finance costs (16) (26) (7) (27)
Profit/(loss) before income tax 31 69 188 194
Income tax expense
Profit/(loss) after income tax
Assets 1 681 2 039 1 139 1 094
Non-current assets 384 225 481 419
Other current assets 759 1 345 222 208
Trade and other receivables 451 427 429 462
Cash and cash equivalents and cash collateral deposits 87 42 7 5
Liabilities 568 708 678 424
Non-current liabilities 7 4 13 6
Other current liabilities 555 679 665 418
Borrowings to finance trade receivables
Call loans and bank overdrafts 6 25
Capital expenditure 56 75 58 47
Geographical analysis
South Africa
Gross segment revenue 1 609 1 392 530 492
Profit/(loss) before taxation 52 63 192 194
Total assets 1 101 1 265 970 1 094
Total liabilities 371 581 674 424
Non-South Africa
Gross segment revenue 655 882 260
Profit/(loss) before taxation (21) 6 (4)
Total assets 580 774 169
Total liabilities 197 127 4
Basis of organisation AFGRI Retail and Equipment encompasses the Groups Grain Management houses the Groups Handling and
65retail stores and John Deere agency (operating through Storage division, including the procurement element of grain
15 centres). trading. Having 65 silo complexes and 13strategically
The retail business was merged with that of Senweson placed bunker facilities, the Handling and Storage division
1June 2013 and as a result this businessperformance has has in excess of 4,2million tons ofstorage capacity.
been included under discontinued operations.
Products and services provided Fundamentally a provider of farming requisites, the AFGRI Secure grain handling and storage.
Retail stores offer an extensive range of agricultural, home Grain procurement. Collateral management.
and garden, outdoor and DIY products, including selected
building materials. John Deere mechanisation equipment
sales and services are offered through regional structures.
Customers Farmers and members of the general public. Agricultural industry: producers, processors and traders.
Geographical area Mpumalanga, Gauteng, KwaZulu-Natal and Free State Mpumalanga, North West, Gauteng, KwaZulu-Natal, Free
provinces, Zambia, Zimbabwe, Ghana and Australia. State, Western Cape, Eastern Cape provinces, Zambia
and Congo Brazzaville.

AF GRI
FINANCIAL SERVICES FOODS
Animal Protein Oil, Milling and Protein
2013 2012* 2013 2012* 2013 2012*
Rm Rm Rm Rm Rm Rm
366 368 4 010 3 571 1 361 1 087
270 218 4 010 3 571 1 361 1 087
96 150
120 153 77 184 92 59
(12) (13) (149) (72) (20) (12)
3 4
(71)
(15) (17) (78) (72) (20) (12)
108 140 (72) 112 72 47
(5) (1) 2 (3)

(5) 1 2 (3)
(2)
103 139 (70) 109 72 47
(12) (81) (71) (70) (30) (25)
91 58 (141) 39 42 22
1 171 1 274 2 038 1 978 805 697

275 246 1 160 1 173 544 430
52 158 365 299 97 94
734 790 498 504 164 172
110 80 15 2 1
543 402 1 311 1 292 411 349
19 15 496 509 197 37
318 251 530 575 147 147
140 135
66 1 285 208 67 165
6 19 120 125 126 100
331 368 3 940 3 571 1 361 1 087

83 58 (145) 39 42 22
865 1 274 1 982 1 978 805 697
477 402 1 283 1 292 411 349
35 70
8 4
306 56
66 28
Financial Services houses the Groups Lending, Insurance The Animal Protein segment includes AFGRI Animal Feeds The Oil and Protein segment includes the Nedan division as
Broking, Treasury, Broking, Financial Markets, Corporate and AFGRI Poultry operations. The Animal Feeds division has well as AFGRI Milling.
Finance Services and National and International Commodity a production capacity of over 1 million tons. The Integrated
Trading Businesses. AFGRI Poultry has a capacity of over 1millionbirds per
week.
The division provides tailormade financial solutions and Animal feed technology, formulation and production for most Nedan is a bulk supplier of edible oils and fats, soya,
insurance products, including structured, corporate and species, including poultry, dairy cows, beef cattle, pigs, sunflower and cotton proteinfor animal feed, high protein
producer lines of credit. Insurance products include crop dogs, ostriches, horses, game and aquatic animals. defatted soya flour and texturisedsoya protein for human
and hail insurance, credit life and other personal insurance Day-old chicks, frozen whole birds, IQF portions and fresh consumption.
requirements. The division also provides treasury services to whole birds and portions. AFGRI Milling produce yellow maize grits used in the
customers whilst managing the Groups capital requirements production of various maize-based value-added products like
and treasury functions. The segment also participates in cereal, crisps and thickeners.
providing structured commodity trading solutions as well as
advisory services in Corporate Finance.
Farmers, processors and consumers of agricultural Livestock farmers, dairy producers, feedlots, fish and prawn Industrial food manufacturers.
commodities as well as members of the public. farms, wholesalers and retailers. Laboratories in many varied industries.
South Africa and sub-Saharan Africa. AFGRI Animal Feeds has production facilities in the Nedans production facilities are situated in the Limpopo
Mpumalanga, Gauteng, KwaZulu-Natal, Free State, Eastern province from where it distributes nationally.
Cape and Western Cape provinces from where it distributes AFGRI Millings mills are situated in Mpumalanga.
throughout South Africa.
AFGRI Poultry is situated in Sundra near the Gauteng market.
Recently acquired BNOT Harel in Nigeria.
A F G RI
BUSINESS SEGMENT Results
OTHER
Corporate Agri Sizwe and Izitsalo SPVs Inter-group eliminations
2013 2012* 2013 2012* 2013 2012*
Rm Rm Rm Rm Rm Rm
(218) (227)
(218) (227)

(54) (29)
(10) (17)
10 10

(20) (27)
(64) (46)

(64) (46)
1 1 (75) (80)
(63) (45) (75) (80)
711 448 (38) (149) (308)

245 256 8
17 56 (149) (308)
27 35 (46)
422 101
1 629 1 898 557 (164) (200)
1 563 1 559
66 74 557 (164) (200)

265
4 7
(218) (227)
(63) (45) (75) (80)
711 448 (38) (149) (308)
1 629 1 898 557 (164) (200)

The Corporate office houses certain of the Groups financing Inter-group eliminations comprise the elimination of
structures, CSI, secretarial, IT, treasury and incentive shares. inter-segment revenues as well as inter-segment accounts
During 2011 the Group changed the way it allocates head receivables and accounts payables.
office expenses. Only centralised costs are distributed with
corporate head office costs remaining in the corporate segment.
AF GRI
TOTAL TOTAL
Continuing operations Discontinued operations All operations
2013 2012* 2013 2012* 2013 2012*
Rm Rm Rm Rm Rm Rm
8 573 7 565 1 743 1 809 10 316 9 374
8 477 7 415 1 743 1 809 10 220 9 224
96 150 96 150
533 703 108 34 641 737
(248) (142) (3) (7) (251) (149)
13 14 13 14
(93) (93)
(168) (156) (3) (7) (171) (163)
285 561 105 27 390 588
(2) 4 (9) (11) 4
(9) (9)
(2) (2) (2) (2)
6 6
283 565 96 27 379 592
(210) (308) (15) (11) (225) (319)
73 257 81 16 154 273
(46) (75) (9) (2) (55) (77)
27 182 72 14 99 196
7 396 7 184 7 396 7 184
3 089 2 757 3 089 2 757
1 363 1 852 1 363 1 852
2 303 2 344 2 303 2 344
641 231 641 231
4 976 5 430 4 976 5 430
2 295 2 130 2 295 2 130
2 117 2 501 2 117 2 501
140 135 140 135
424 664 424 664
370 373 370 373
7 553 6 683 1 743 1 809 9 296 8 492

86 251 81 16 167 267
6 285 6 410 6 285 6 410
4 681 5 303 4 681 5 303
1 020 882 1 020 882

(13) 6 (13) 6
1 111 774 1 111 774
295 127 295 127
AFGRI
1.5 Inventory net realisable values and impairment assessments
Inventory, other than inventory held for trading purposes, is valued at the lower of cost or net realisable value.
Assessments are performed semi-annually and are based on managements estimates of future market conditions.
1.6 Valuation of financial instruments

Financial instruments are fair valued at balance sheet date. The value of financial instruments are subject to material
fluctuations and therefore disclosed amounts may differ from the value ultimately realised.
1.7 Valuation of share-based payments

The Group has a share incentive scheme. The fair value of the scheme is determined on inception based on
assumptions of market conditions, discount rates and share price volatility. The market conditions at inception
may differ significantly from the eventual outcome.
1.8 Consolidation of BEE SPVs

During the 2011 financial year, the Groups B-BBEE structure was modified and funding was provided by the Group
to facilitate the transaction. The modification, and specifically the funding thereof, necessitated the consolidation of
the Agri Sizwe Empowerment Trust (AST) and Izitsalo Employee Investment (Proprietary) Limited (Izitsalo) under SIC12,
which application required management judgement.
During the current financial year the Group successfully concluded the extension and refinance of the Groups B-BBEE
structure. Management has assessed control over the new structure under the guidance provided in SIC 12, which
requires an entity to determine whether it controls a special purpose vehicle by considering four indicators of control
being that of set-up, decisions, benefits and risks. Based on the control assessments performed, the Group concluded
that it will continue to consolidate the AST and its beneficiaries. However, as a result of the funding structure provided
to Izitsalo by the Land Bank together with the restrictions placed on Izitsalo by the Land Bank in areas such as changes
to the nature of its business, changes to the source of its funding and distributions to shareholders, the Group concluded
that it does not control Izitsalo. The Group consequently ceased the consolidation of Izitsalo on 1 June 2013 and
accounts for this shareholding as a non-controlling interest. Further details on the refinancing and extension of the BEE
transaction is provided in note 20 to the consolidated annual financial statements.
1.9 Valuation of biological assets

Biological assets, other than those carried at cost less accumulated depreciation and impairment losses, are fair valued
at balance sheet date. The determination of fair value is based on active market values or managements assessment
of the fair value based on available industry data and benchmark statistics.
Biological assets, carried at cost less accumulated depreciation and impairment losses, are those for which an active
market does not exist, market-determined prices are not available, and alternative estimates of fair value are unreliable.
1.10 Relationship with contract growers

The Group makes use of farmers that are contracted to rear chicks. The Group continuously assesses its relationship
with farmers for existence of control (if any) in terms of SIC 12. The guidance provided in SIC 12 requires an entity to
determine whether it controls a special purpose vehicle by considering four indicators of control being that of set-up,
decisions, benefits and risks. Based on the control assessments performed it was concluded that control does not exist.
1.11 Derecognition of trade receivables financed by banks

During the previous financial year the Group sold both its farmer lending and corporate debtor books to the Land Bank.
As a result, these assets were derecognised under the principles of IAS 39, which application required management
judgement. Refer to note 13.2 for more information and related disclosures.
A F GRI
2013 2012
Rm Rm
2 Property, plant and equipment

2.1 Cost 2 970 2683
Land 164 170
Buildings and improvements 897 872
Machinery and equipment* 1 691 1444
Vehicles 218 197
2.2 Accumulated depreciation and impairments (729) (682)
Buildings and improvements (194) (210)
Machinery and equipment* (445) (396)
Vehicles (90) (76)
2.3 Net carrying value 2 241 2001
Land 164 170
Buildings and improvements* 703 662
Machinery and equipment 1 246 1048
Vehicles 128 121
2.4 The registers of land and buildings are available for inspection at the
registeredofficesofthe respective companies.
2.5 Included in buildings and improvements are silo facilities with a carrying
value ofR 232,8million (2012: R 217,5 million). These silo facilities are a
major income-generating asset of the Group. Thereplacement value of these
facilities is estimated at R 4 797,7million (2012:R 4483,1million). Some
of these silo facilities are encumbered and served as security for the Land
Bank loan, with a carrying value of R87,1 million (2012:R76,9million) and
areplacement value estimated at R2 197,7 million (2012:R2053,6million).
2.6 Refer to note 44.1 for the Groups commitments for the acquisition of
property, plant and equipment.
2.7 Included in vehicles are leased assets to the value of R 9,8 million
(2012:R 6,5 million). These assets serve as security for finance leases
(refernote 22.2).
2.8 Movements for the year
Opening carrying value 2 001 1697
Land 170 173
Machinery and equipment* 1 048 775
Vehicles 121 119
Additions at cost 367 368
Land
Machinery and equipment* 284 259
Vehicles 32 24
Borrowing costs capitalised 10 5
Machinery and equipment 10 5
Acquisition of subsidiaries 3 154
Land 1 4
Buildings and improvements 58
Vehicles 1 1
AFGRI
124 2013 integrat e d an n ua l re p or t
2013 2012
Rm Rm
2 Property, plant and equipment (continued)

2.8 Movements for the year (continued)
Transfers
Land (4)
Buildings and improvements 15 (8)
Machinery and equipment (12) 7
Vehicles 1 1
Exchange differences 11 10
Land 1 2
Vehicles (1) 1
Disposals at carrying value (12) (18)
Land
Machinery and equipment (6) (14)
Vehicles (4) (1)
Depreciation charge (132) (121)
Vehicles (22) (18)
Impairment charge (4)
Land (4)
Assets classified as held-for-sale (3) (94)
Land (9)
Vehicles (6)
Closing carrying value 2 241 2001
Land 164 170
Machinery and equipment 1 246 1048
Vehicles 128 121
A F GRI
2013 2012
Rm Rm
3 Goodwill
3.1 Cost 184 187
3.2 Impairments (110) (17)
3.3 Net carrying value 74 170
3.4 Movement for the year
Opening carrying value 170 118
Acquisition of subsidiaries (refer note 46) 9 60
Disposals at carrying value (13)
Impairment (93)
Transfer to other intangibles (9)
Assets classified as held-for-sale (2)
Exchange differences 1 3
Closing carrying value 74 170
3.5 Impairment assessments for goodwill
Goodwill is allocated to the Groups cash-generating units identified
according to operating segments.
3.5.1 A segment-level summary of the goodwill allocation is presented below:
Financial Services: 9
Insurance 9
Agri Services: 21
Retail and equipment Australia 21
Foods: 74 140
Animal protein 9 75
Milling, Oil and Protein 65 65
Group 74 170
The recoverable amount of a business unit is determined based on value-in-use calculations. These calculations use cash
flow projections based on financial budgets approved by management covering a five-year period. Cash flows beyond the
five-year period are extrapolated using estimated growth rates stated below. The growth rate does not exceed the long-term
average growth rate for the business segment in which the operating segment operates.
3.5.2 Key assumptions used for value-in-use calculations
Gross margin1
growth rate Discount rate2
Agri Services 18,4% 13,4%
Animal Protein 18,0% 18,4%
Foods 16,1% 18,5%
These assumptions have been used for the analysis of each cash-generating unit within the business segment.
1
Represents the segment average annual growth in gross margin for the four years (years 2 5) following the initial budget period
(year 1). The growth includes anticipated volume growth together with any anticipated growth in the gross margin percentage, and
assumes approved and committed capital expenditure is commenced and effected.
2
Pre-tax discount rate applied to the cash flow projections.
Management determined the budgeted gross margin based on past performance and its expectations for market
development. The growth rates used to calculate terminal values are consistent with the forecasts included in industry
reports and do not exceed 2%. The discount rates used are pre-tax and reflect the risks.
A distressed Poultry industry and high commodity prices which, together with a strong rand throughout most of the
financial year, fuelled levels of poultry imports into South Africa. High feed prices and a heavily oversupplied local
poultry market resulted in a loss at AFGRI Poultry for the second year in a row. Based on impairment indicators noted and
a value in use calculation performed a decision was taken by management to impair the goodwill and other intangible
assets (refer to note 4) of the Poultry business unit. There has been no further impact on the measurement of the Groups
assets and liabilities. There was no impairment charge recognised in 2012. Key assumptions included anticipated net
sales value, feed prices and sales volumes given current market conditions.
Difficult trading conditions in Western Australia during the financial year, and the slower-than-anticipated effect of
managements turnaround plan, contributed to the R12,8 million loss reported by this business unit. Based on impairment
indicators and a value-in-use calculation performed a decision was taken by management to impair the goodwill of the
business unit to the value of R22,1 million.
AFGRI
2013 2012
Rm Rm
4 Other intangible assets

4.1 Cost 339 351
Trademarks and patents 141 137
Computer software 198 214
4.2 Accumulated amortisation and impairments (230) (171)
Trademarks and patents (116) (59)
Computer software (114) (112)
4.3 Net carrying value 109 180
4.4 Movement for the year
Additions at cost 3 5
Acquisition of subsidiaries 10 23
Transfers 9
Trademarks and patents 9
Amortisation charge (38) (42)
Impairment change (46) (8)
Computer software (1)
Assets classified as held-for-sale (76)
Trademarks and patents (44)
A F GRI
2013 2012
Rm Rm
4 Other intangible assets (continued)

4.5 Included under trademarks and patents are the following:
Financial Services 1
Insurance customer lists having useful lives of between three and five
years. No remaining useful life as the branch was sold during the current
financialyear 1
1
Foods
Animal protein 25 77
Animal Feeds bypass protein technology has a useful life of eight years and a
remaining useful life of three years 1
Customer relationships identified with the Pride Milling acquisition

(refernote46.2) having a useful life of five years and a remaining useful life
ofthree years and five months 16 22
Trade name, customer relationships and products licences identified with

theBNOT Harel Nigeria acquisition (refer note 46.1) having useful lives of
twentyyears and both the relationships and licences five years and remaining
useful life of nineteen and four years, respectively 9
Customer relationships identified with the purchase of the Rossgro business

acquisition and Daybreak Superior Trademark have been impaired in full
during the current financial year (refer to note 3) 54
25 77
Group 25 78
4.6 Included under computer software are the following:
Agri Services
Grain Management 6 8
Handling and storage operational software with a useful life of ten years
and remaining useful life of seven years. During the year the useful life was
reviewed and extended from five to ten years. The effect has decreased the
amortisation charge for the current year by R0,5 million 2 3
Grain marketing administrative software with a useful life of eight years and
aremaining useful life of four years 4 5
6 8
Financial Services 3 5
SAP software having a useful life of between one and five years, due to
optimisation, the remaining useful life is four and a half years 1 3
Treasury operations software with a useful life of five years and a remaining
useful life of seven months 1
SAP optimisation projects/software development with a useful life of five years

and remaining useful life of four years 2 1
3 5
Foods
Animal protein 1
BNOT Harel Nigeria software 1
1
AFGRI
2013 2012
Rm Rm
4 Other intangible assets (continued)

4.6 Included under computer software are the following: (continued)
Other
Corporate 74 89
Group computer software having a useful life of five years and an average
remaining useful life of two years 1 3
Group SAP software having a useful life of ten years and a remaining useful
life of seven years. During the 2012 financial year, R32 million has been
classified asheld-for-sale due to the proposed Senwes transaction. For further
details referto note 34.1.3 73 86
74 89
Group 84 102
Total other intangible assets 109 180
5 Investments in associates
5.1 Shares in unlisted associates (refer to Appendix C)
Share of profit after income tax 6
During the 2009 financial year the Group acquired a 45% shareholding in LTP Holdings Limited for Rnil consideration of
which 1,75% was disposed in the previous financial year resulting in the current shareholding of 43,25%. LTP Holdings
Limited is a property holding company which leases a processing site to a pool of farmers for the processing of tobacco.
At acquisition date the associate companys underlying assets, consisting of property, plant and equipment, were fair
valued and negative goodwill of R29,6 million (after tax) identified. The fair value includes a notional liability for an
onerous lease contract over the property. Since acquired the movement in the fair value of the onerous contract was
R7,7million (2012: R7,7 million), which has been recognised in the income statement.
On 23 November 2012 the Group entered into a binding sale of business agreement with G4S Cash Solutions Business
(SA) Proprietary Limited (hereafter G4S) in terms of which the Group sold its intellectual property right, trademark and
patent on automated banking machines registered as Deposita together with its 46% investment in Deposita Systems
Proprietary Limited and related loans for R117,1 million. The transaction was unconditionally approved by the South
African Competition Authorities on 11 December 2012. G4S took control over the day-to-day operations of the business
on 1 January 2013 being the effective date of the transaction. Up to 31 December 2012 the Group has not recognised
profits amounting to R0,7 million (2012: R5,4 million) for Deposita Systems Proprietary Limited resulting in accumulated
losses not recognised of R39,7 million as at 31 December 2012 (2012: R40,4 million). Refer to note 34.1.4 for more
information on the prior year disclosures.
During the 2010 financial year the Group acquired a 40% shareholding in Mkhuzangwe Agriculture Proprietary Limited
as part of the Crystal Holdings Proprietary Limited business combination. Mkhuzangwe Agriculture Proprietary Limited
is engaged in farming activities. The investment was initially recognised at afair value of R 4,3 million. The Group has
recognised no profits during the current financial year (2012: losses of R1,8 million), resulting in a carrying value of
R2,5 million (2012h: R2,5 million).
2013 2012
Year ended 30 June Rm Rm
5.2 The summarised financial information of associates, all of which are unlisted,
isas follows:
Assets 260 693
Liabilities (195) (644)
Revenue 267 510
Profit 4
There are no contingent liabilities relating to the Groups and Companys

interest in the associates.
A F GRI
2012
2013 Rm
Rm Restated*
6 Investments in joint ventures

6.1 Shares in unlisted joint ventures (refer to Appendix B)
Arising during the year 303 8
Foreign currency differences (2) 4
Sold during the year (9)
Share of loss after income tax (2) (2)
6.1.1 Shares in Hinterland Proprietary Limited
The Group acquired a 50% shareholding in Hinterland Proprietary Limited (Hinterland) on 1 June 2013.
Asdisclosed in the previous financial year the Group and Senwes Limited (Senwes) entered into binding sale of
business agreements on 31 July 2012 with Business Venture Investments No 1658 Proprietary Limited (Newco)
in terms of which the Group and Senwes will merge their respective agricultural retail businesses, as well as the
Partrite business of AFGRI. Upon completion of the transaction each party will hold 50% of the issued shares in
Newco. Subsequent to year-end Newco changed its name to Hinterland Proprietary Limited.
The transaction was subject to the fulfilment of various suspensive conditions, in particular the unconditional
approval of the South African competition authorities, which were obtained during April 2013 resulting in the
effective date of the transaction being 1 June 2013.
As a result of this transaction, this group of assets (disposal group) was disclosed as a disposal group held-for-
sale as at 30 June 2012. The assets, having a carrying value of R276,8 million (consists of working capital
of R202,3 million, property, plant and equipment of R86,8 million, intangible assets of R32 million and other
non-current liabilities of R44,3 million), was sold to Hinterland on 1 June 2013 following the principals of
IAS27 Separate financial statements (2011) for R489,8 million, being 50% of the fair value of the combined
businesses. As per the agreement the Group had to contribute R93,7 million in cash as part of the transaction
due to the fair value of its retail businesses being lower than that of Senwes. The transaction resulted in the
Group recognising a profit on the sale of assets of R110,2 million, which includes a remeasurement gain of
R59,6 million. The transaction also accommodated the finance of working capital via a shareholders loan
account, which resulted in a R202,3million shareholders loan from the Group to Hinterland included under
financial receivables (refer note9.1.1.1) and the investment in the joint venture reducing to R287,5 million. This
transaction also met the definition of a discontinued operation, being a separate major line of business disposed
in a single transaction, resulting in separate disclosure on the face of the income statement in both the current and
prior years (refer note 34). Also refer to note 34.1.2 regarding the current negotiations surrounding the Groups
remaining FarmCity businesses.
The Group has recognised profits amounting to R0,5 million during the current financial year, resulting in a
carrying value of R288,0 million.
6.1.2 Shares in GroCat Proprietary Limited
The Group owns 50% of the share capital in GroCat Proprietary Limited (GroCat), a joint venture with Macsteel
International. GroCat is engaged in commodity-related trading activities and also process coal through a wash
plant for resale. The investment was initially recognised at a fair value of R16 million. The Group has recognised
losses amounting to R4,6 million during the current financial year, reducing the carrying value to R11,4 million.
There were no accumulated losses not recognised by the Group as at 30 June 2013.
6.1.3 Shares in GroCat BV
The Group owns 50% of the share capital in GroCat BV, a joint venture with Macsteel International. GroCat
BV is engaged in commodity-related trading activities. The investment was initially recognised at a fair value of
R7,8million. The Group has recognised Rnil losses during the current financial year (2012: R0,4 million profit),
reducing the carrying value to Rnil million after a return of capital to the value of R7,8million in the current year.
There were no accumulated losses not recognised by the Group as at 30 June2013.
6.1.4 Shares in Afgritech Limited
The Group owns 50% of the share capital in Afgritech Limited, a joint venture based in the United Kingdom.
Afgritech is engaged in the manufacturing of animal feed through a production plant in the United States and
the development of the intellectual property behind animal feed. The investment was initially recognised at a
fair value of R1,1 million and has an opening carrying value of R2,4 million. The Group has recognised profits
amounting to R1,6 million during the current financial year (2012: R2,6 million loss), increasing the carrying
value to R1,8 million after taking into account a foreign currency translation loss of R2,2 million. There were no
accumulated losses not recognised by the Group as at 30 June 2013 (2012: R0,9 million).
*Prior year information has been restated refer to note 51.
AFGRI
2013 2012
Rm Rm
Restated*
6 Investments in joint ventures (continued)

6.2 The summarised financial information of joint ventures, all of which are unlisted,
isas follows:
Assets 1 376 58
Liabilities (743) (2)
Revenue 379 86
Loss (8) (2)
There are no contingent liabilities relating to the Groups interest in joint ventures.
*
In anticipation of the impact of IFRS 11 Joint arrangements (effective June 2014) on the Groups accounting policies, the Group
decided to change the way it accounts for its interests in jointly controlled entities under the current IAS 31 Interests in joint
ventures from proportionate consolidation to the equity method of accounting. Comparatives have been restated accordingly
(refernote 51 for more detail).
7 Financial instruments by category

Assets at
fair value
through Derivatives
30 June 2013 Loans and profit designated Available- Held-to-
Rm receivables or loss as hedges for-sale maturity Total
Assets as per balance sheet

Other financial assets 31 33 64
Financial receivables 47 2 49
Trade receivables financed
by banks 141 141
Cash and cash equivalents and cash
collateral deposits 641 641
Total 2 959 52 53 33 2 3 099
Liabilities at
fair value
through Derivatives Other
30 June 2013 profit designated financial
Rm or loss as hedges liabilities Total
Liabilities as per balance sheet

Borrowings 2 050 2 050
Trade and other payables 1 889 1 889
Short-term portion of long-term borrowings 96 96
Short-term borrowings and bank overdrafts 424 424
Borrowings from banks to finance trade receivables 140 140
Total 20 46 4 633 4 699
A F GRI
7 Financial instruments by category (continued)

Assets at
fair value
through Derivatives
30 June 2012 Loans and profit designated Available- Held-to-
Rm receivables or loss as hedges for-sale maturity Total
Assets as per balance sheet

Trade receivables financed
by banks 127 127
Cash and cash equivalents and cash
collateral deposits 231 231
Total 2 568 39 29 41 103 2 780
Liabilities at
fair value
through Derivatives Other
30 June 2012 profit designated financial
Rm or loss as hedges liabilities Total
Liabilities as per balance sheet

Borrowings 1905 1905
Trade and other payables 1 609 1 609
Short-term portion of long-term borrowings 678 678
Total 42 26 4 991 5 059
AFGRI
2013 2012
Rm Rm
8 Other financial assets

8.1 Available-for-sale financial assets
8.1.1 Interest in unlisted investments (refer Appendix D) 33 41
33 41
8.1.2 The carrying value of these investments represents the Groups
exposure to fair value price risk. The performance of the investments
was assessed following an impairment indicator identified during the
year. The investment was impaired by R7,8 million. For the fair value
determination, refer to note 43.
8.2 Held-for-trading trade receivables
8.2.1 Trade receivables financed by banks 31 9
Current 2
Season 16 7
Capital goods 13 2
31 9
8.2.2 Held-for-trading trade receivables represent the continued
involvement in debtors originated on behalf of third-party
financiers, in the period, but not derecognised in accordance
with derecognition criteria of IAS39. The receivables are
measured at fair value with subsequent fair value adjustments
recognised in profit or loss. The composition of these debtors are
representative of the entire portfolio originated on behalf of third-
party financiers. The credit quality of the trade receivables can
be assessed by reference to the Groups standard credit grading
system, as described under the financial risk management section
of the accounting policies. Based on this system R30,2million
(2012: R8,1 million) was classified as satisfactory risk and
R0,8 million (2012: R0,9 million) as elevated risk.
64 50
Non-current portion 46 41
Current portion 18 9
9 Financial receivables
9.1 Financial receivables carried at amortised cost
Loans to unlisted joint ventures* 335 26
Loans to unlisted associates (refer Appendix C) 4 4
Other loans to unlisted investments (refer Appendix D) 1 1
Held-to-maturity investments 2 103
Loans and receivables investments 54 69
Total financial receivables 396 203
Impairment of loans to unlisted investments (refer Appendix D) (1)
Short-term portion of held-to-maturity and loans and receivables
investments (refer note 12) (7) (19)
Short-term portion of loans to joint ventures (refer note 12) (339) (26)
Short-term portion of interest-free loans (refer note 12) (4)
49 154
A F GRI
9 Financial receivables (continued)

9.1 Financial receivables carried at amortised cost (continued)
9.1.1 Loans to unlisted joint ventures, associates and unlisted investments
9.1.1.1 R201,8 million owing from Hinterland SA Proprietary Limited and R93,0 million from Prodist
Proprietary Limited (previously Partrite Proprietary Limited). These loans originated as part of the
merger of the Groups retail operations with that of Senwes (refer note 34). The loans carry interest
at a rate of prime less 1,5%. The interest on the loans is payable monthly in areas with capital
repayments on 31 May 2013. The carrying value represents the Groups exposure to credit risk.
9.1.1.2 R40,4 million owing from Afgritech Limited, a joint venture based in the United Kingdom (refer note
6.1.4). This loan has no fixed terms of repayment and is interest free.
9.1.1.3 The remainder of these loans have no fixed terms of repayment and are interest free. All are
considered to be fully performing, except as indicated in Appendix C and D, and against which
an impairment has been recorded.
9.1.2 The held-to-maturity investments
9.1.2.1 On 28 June 2013 the Group redeemed the preference share investment at Depfin Investments
Proprietary Limited. These preference shares were previously ceded to the Land Bank in terms of the
Agri Sizwe transaction. With the extension and refinancing for the Groups BEE transaction (refer
note 20), the Land Bank cancelled the session on these shares and the Group decided to redeem
the investment early. The preference share investment had a notional value of R100 million with
a carrying value of R101,3 million on the redemption date (2012: R101,4 million) and earned
dividends at a variable rate of 62,75% of the prime lending rate currently 8,5% (2012: 9%).
Dividends were payable semi-annually on 31 March and 30 September. A total of R5,3 million
were received in dividends (2012: R6,0 million) during the current financial year.
9.1.2.2 Other held-to-maturity investments to the value of R 1,6 million (2012: R1,6 million).
9.1.3 Loans and receivable investments
9.1.3.1 R46,6 million (2012: R50,8 million) owing from Boereportefeulje Bestuurs Maatskappy Proprietary
Limited as a result of the renegotiation of repayment terms with this debtor during the 2010 financial
year. This loan carries interest at a fixed rate of 12% and is repayable in seven (2012: eight) annual
instalments of R9,8 million each. Final payment is due on 28 February 2020. The carrying value
represents the Groups exposure to credit risk.
9.1.3.2 R5,7 million (2012: R12,1 million) owing from Carnival Foods CC and Tunica Trading 52 CC is
as a result of the renegotiation of repayment terms with this debtor during the financial year. The
loan carries interest at a fixed rate of 9%. R4,0 million of the loan was repayable on 31 August
2012 and the balance is repayable in instalments of R0,25 million per month. Final payment is due
on 31July 2015. The carrying value represents the Groups exposure to credit risk.
9.1.3.3 Other loans and receivables to the value of R1,8 million (2012: R6,8 million).
10 Inventories
2013 2012
Rm Rm
Restated*
Merchandise 646 573

Raw materials 115 143
Finished goods 349 277
Consumable goods 31 28
1 141 1021
10.1 Included in merchandise is R 258,3 million (2012: R 285,2 million)
forpurchases financed on a floor plan basis, which serve as security for
suchtrade payables. (Refer note 24.1)
10.2 The following inventory is valued at net realisable value:
Merchandise 20 25
Finished goods 12
20 37
10.3 An amount of R21,9 million (2012: R14,7 million) of inventory was written off and recognised as an expense in the
year. This related to stock count variances as well as physical obsolescence in the Foods and Retail segment.
10.4 The cost of inventories recognised as an expense and included in cost of sales amounted to R6,2 billion (2012: R5,3billion).
AFGRI
2013 2012
Rm Rm
Restated*
11 Biological assets
Increase due to feed and production costs 1 218 968
Decrease due to losses (49) (46)
Decrease due to sales (1 239) (866)
Change in fair value 80 (12)
Less: Non-current portion (refer note 11.5) (9) (8)
11.1 The biological assets comprise live breeding chicken birds, live broilers,
hatching eggs andsugar cane roots in various phases of growth. The
biological assets are measured at fair value, based on market prices less
costs to sell.
11.2 As at 30 June 2013 the Group had 5 545 212 broilers, 455 038 breeders
and 1 732 hectares of sugar cane root (2012: 5 391 157 broilers,
325316 breeders and 1457hectares of sugar cane root). In addition, the
biological assets include 4783 103 hatching eggs (2012: 4 616 000).
11.3 Included in biological assets are R37,6 million (2012: R28,1 million)
ofbroiler parent stock and R8,4 million (2012: R7,7 million) of sugar
cane roots, carried at cost less accumulated depreciation andimpairments
as an active market does not exist for these birds.
11.4 During the year the Group sold 53 045 865 broilers and
61917 738hatching eggs (2012: 52 392 762 broilers and
49793516hatching eggs).
11.5 Biological assets are classified as current assets if they are to be sold
within one year. These include only chickens (breeder parent stock and
broilers) and hatching eggs.
12 Trade and other receivables

12.1 Trade receivables (financed and not financed by banks)
12.1.1 Trade receivables not financed by banks 1 930 2226
Current 1 450 1756
Season 113 144
Capital goods 367 326
Trade receivables financed by banks (refer note 13.1.1) 141 127
Current 141 119
Season 4
Capital goods 4
Total trade receivables (before impairments) 2 071 2 353
Prepayments 32 58
Short-term portion of held-to-maturity and loans and
receivables investments (refer note 9) 7 19
Short-term portion of loans to joint ventures (refer note 9) 339 26
Short-term portion of interest free loans (refer note 9) 4
Total receivables 2 449 2 460
Less: Impairments (146) (116)
2 303 2 344
A F GRI
2013 2012
Rm Rm
Restated*
12 Trade and other receivables (continued)

12.1 Trade receivables (financed and not financed by banks) (continued)
12.1.2 Quality per category
Past due 112 199
Current 112 181
Seasonal 18
Capital
Impaired 180 208
Current 69 45
Seasonal 63 95
Capital 48 68
The determination of the above categorisation is consistent
with the Groups credit risk management.
12.1.3 Trade receivables that were neither past due nor impaired
The credit quality of the portfolio of trade receivables that were
neither past due nor impaired can be assessed by reference to the
Groups standard credit grading system, as described in Financial
Risk Management accounting policy. The following information is
based onthat system.
Satisfactory risk 1 737 1849
Current 1 388 1642
Seasonal 41 28
Capital 308 179
Elevated risk 42 97
Current 22 7
Seasonal 9 7
Capital 11 83
Collateral in the form of mortgages, notarial and special notarial
bonds, cessions and credit life assurance, between 0% and
100% oftheir fair value, depending on the risk profile and term of
the facility of these trade receivables is held by the Group.
2 071 2 353
Carrying value of trade receivables that would otherwise be past
due or impaired, whose terms have been renegotiated. 32 13
Current 32 13
Seasonal
Capital
32 13
12.1.4 Estimated collateral held as security
Past due 23 130
Current 23
Seasonal 18
Capital 112
Impaired 68 131
Current 8 12
Seasonal 34 69
Capital 26 50
The abovementioned collateral consists of mortgage, notarial and
special notarial bonds, cessions and credit life insurance.
AFGRI
2013 2012
Rm Rm
Restated*

12.1 Trade receivables (financed and not financed by banks) (continued)
12.1.5 Trade receivables which were past due but not impaired
Past due to 90 days 20 77
Current 20 74
Seasonal 3
Capital
Past due from 91 days to one year 44 57
Current 44 57
Seasonal
Capital
Exceeding one year but not two years 4 7
Current 4
Seasonal 7
Capital
Exceeding two years 44 58
Current 44 50
Seasonal 8
Capital
112 199
12.1.6 Allowance for impairment of trade receivables
Total Current Seasonal Capital

Rm Rm Rm Rm
At 1 July 2012 (116) (66) (19) (31)

Amounts written off 39 25 5 9
Recoveries of amounts provided 1 1
Current year charge to income statement (65) (45) (10) (10)
Reversal of prior year charge to income
statement
Exchange and other movements (5) (5)
At 30 June 2013 (146) (90) (24) (32)
At 1 July 2011 (115) (57) (23) (35)
Amounts written off 26 1 13 12
Recoveries of amounts provided 2 1 1
Current year charge to income statement (27) (8) (10) (9)
Reversal of prior year charge to income
statement
Exchange and other movements (2) (2)
At 30 June 2012 (116) (66) (19) (31)
A F GRI

12.2 Facilities for the financing of capital goods are secured by the capital goods so financed.
12.3 Season and capital goods facilities bear interest at rates varying between prime bank rate less 1,5% and prime bank
rate plus 6% (2012: prime bank rate less 2% and prime bank rate plus 5%).
12.4 The amortised cost of trade and other receivables approximates the fair value because of the short period to maturity
of those instruments and market related interest being charged.
12.5 The average effective interest rate charged on trade receivables is 4,1% (2012: 1,2%).
13 Trade receivables financed by banks and transferred financial assets

2013 2012
Rm Rm
13.1 Carrying values of trade receivables financed by banks and the associated liabilities
13.1.1 Asset 141 127
Trade receivables financed by banks
13.1.2 Liability
13.1.3 Any difference between the amounts is due to the daily set-off and timing differences on the last day of the month.
13.1.4 The amortised cost of these trade receivables as well as the related liability approximates the fair value
because of the short term to maturity of those instruments and market related interest being charged.
13.1.5 The average effective interest charged on the interest bearing trade receivables is 8,4% (2012: 12,2%).
13.1.6 The only security for the liability is the trade receivables and in certain cases, additional cash trade receivables
of up to 15% (2012: additional cash collateral deposits of between 0% and 2,0% and/or cash trade
receivables of up to 15%) of the debt financed. The Group carries the risk of loss on these tradereceivables.
The total value of additional debtors encumbered for these facilities is R25 million (2012:R13 million).
13.2 Transferred financial assets not derecognised entirely
The Group sold its farmer lending and corporate debtor books to the Land Bank during the previous financial year.
Dueto the Groups continuing involvement with these assets, these debtor books were not derecognised entirely (under
IAS 39 principles) and as a result the trade receivables disclosed under note 13.1.1 include the portion of the debtor
books which were not derecognised. The following disclosures apply to the trade receivables sold and related liabilities:
2013 2012
Total Total
Current Seasonal Capital Rm Current Seasonal Capital Rm
13.2.1 Carrying values of
transferred assets and
associated liabilities
Carrying value of trade
receivables before
derecognition 684 2 264 2 470 5 418 596 1527 956 3079
Carrying value of
trade receivables
derecognised 680 2 248 2 456 5 384 593 1516 950 3059
Carrying value of trade
receivables continuing
recognised 4 16 14 34 3 11 6 20
Carrying value of
borrowings from other
banks to finance trade
receivables 4 16 14 34 3 11 6 20
AFGRI
13 Trade receivables financed by banks and transferred financial assets (continued)
13.2 Transferred financial assets not derecognised entirely (continued)
2013 2012
Total Total
Current Seasonal Capital Rm Current Seasonal Capital Rm
13.2.2 Fair values of

transferred assets and
associated liabilities
Fair value of trade
receivables financed
by other banks 229 2 250 1 722 4 201 593 1516 950 3059
Fair value of
borrowings from other
banks to finance trade
receivables 227 2 234 1 712 4 173 593 1520 952 3065
Difference between
the fair value of
assets transferred and
liabilities assumed 2 16 10 28 (4) (2) (6)
13.2.3 On 1 December 2011 the Group sold its farmer-lending book at carrying value to the Land Bank for a
purchase consideration of R1,57billion. Part of this transaction is the origination of a service level agreement
under which the Group will manage, administer and service the farmer-lending book on behalf of the Land
Bank. Under this agreement the Group is only liable for bad debts on a second loss basis. Inaccordance
with IFRS, and as a result of the residual risk retained in the book sold, R25,1million (2012: R12,0million)
of the farmer debtors were not derecognised as part of the sale. A further R8,2million (2012: R4,0 million)
guarantee provision was raised to accommodate the potential second loss in the book sold.
13.2.4 On 29 June 2012 the Group sold R1,12 billion of its corporate debtor book at carrying value to the LandBank
for a purchase consideration of R1,12 billion. The book included R922 million of intercompany loans between
GroCapital Financial Services Proprietary Limited (hereafter GroCapital) and fellow subsidiaries of the Group
and R200 million of external loans. Similar to the sale of the farmer lending book, the transaction included
a service level agreement under which the Group will manage, administer and service the corporate debtor
book on behalf of the LandBank. Under this agreement the Group is only liable for bad debts on a second
loss basis. In accordance with IFRS, and as a result of the residual risk retained in the book sold, R3,2 million
(2012: R1,0million) of the external portion of the corporate debtor book sold were not derecognised as part
of the sale. A further R3,7million (2012: R0,3 million) guarantee provision was raised to accommodate the
potential second loss in the book sold.
A F GRI
2013 2012
Rm Rm
14 Derivative financial instruments

14.1 Derivative financial instruments
Assets
Forward purchase contracts 16
Forward sale contracts 23
Foreign currency futures cash flow hedges* 50 24
Foreign currency futures fair value hedges* 3 5
Options 5 7
Total 74 59
Less: Non-current portion
Options (4) (6)
Liabilities
Forward sale contracts 20 35
Foreign currency futures cash flow hedges* 42 21
Foreign currency futures fair value hedges* 1
Options 7
Interest rate swaps* 3 5
Total 66 68
Less: Non-current portion
Options (2) (4)
* These derivatives are designated as hedges and are accounted for accordingly.
14.2 Forward purchase and sale contracts

The forward purchase contracts represent contracts with producers for the procurement of physical commodities
in the future. The forward sale contracts represent contracts with millers and other clients for the sale of physical
commodities in the future.
14.3 Options and interest rate caps
Options represent derivative financial instruments receivable from farmers which are recovered on physical delivery of
commodities. The option contract with the non-controlling shareholders of The Tsunami business which originated in
2010 has been settled during the year.
During the 2011 financial year, the Group entered into six respective interest rate cap agreements with a combined
notional value of R 500 million with JIBAR cap rates ranging between 7,75% and 8,26% and maturity dates ranging
from 7February 2016 to 10 May 2016. These caps are being used to hedge the anticipated interest rate hikes over
the medium term at an acceptable level. The income statement effect is reported as part of the finance costs of the Group.
14.4 Foreign currency futures
The fair value adjustment on foreign currency cash flow hedges is included in equity (refer note 19.3). Where foreign
currency futures do not qualify for hedge accounting, the fair value adjustment is recognised immediately in profit or
loss.
The hedged cash flows are expected to occur at various dates during the next 12 months. Gains and losses recognised
in the revaluation reserve for cash flow hedges (note 19.3) at balance sheet date are recognised in the income statement
in the period or periods during which the hedged forecast transaction affects the income statement. This is generally
within 12 months from the balance sheet date unless the gain or loss is included in the initial amount recognised for the
purchase of (fixed) assets, in which case recognition is over the lifetime of the asset (five to ten years). The underlying
hedged items consist of firm commitments to purchase inventory and intangible assets, as well as trade receivables which
are denominated in a foreign currency.
During the year the Group reported a profit of R3,6 million (2012: Rnil) in profit or loss due to the ineffectiveness recorded.
AFGRI
14 Derivative financial instruments (continued)
14.4 Foreign currency futures (continued)
Outstanding foreign currency futures at balance sheet date comprised the following:
30 June 2013 30 June 2012

Contract Market Fair Contract Market Fair
Rm value value value value value value
Sold
Euro 53 56 3 36 36
Pound Sterling 16 17 1 5 5
US Dollar 1 008 1 036 28 755 758 3
Australian Dollar 1 1 1 1
Other currencies 30 31 1
1 108 1 141 33 797 800 3
Purchased
Euro 41 43 (2) 11 11
Pound Sterling 16 17 (1) 5 5
US Dollar 894 911 (17) 715 714 1
Australian Dollar 1 1
952 972 (20) 731 730 1
Net fair value 13 4
The table above also includes foreign currency futures which are accounted for as fair value hedges. At 30 June 2013 the net asset
value included was R2,9 million (2012: R5 million).
14.5 Interest rate swaps

The notional principal amount of the outstanding interest rate swap contracts at 30 June 2013 was R45 million (2012:
R45 million), the implicit fixed interest rate ranged between 11% and 12% (2012: 12%) and the main floating rate is
prime. Gains or losses recognised in equity will be released into profit or loss (as part of finance cost) until repayment date.
15 Cash and cash equivalents and cash collateral deposits

2013 2012
Rm Rm
Cash on hand 7 7
Bank balance* 557 148
564 155
Short-term borrowings and bank overdrafts (424) (664)
Short-term borrowings (418) (663)
Bank overdrafts (6) (1)
Cash and cash equivalents 140 (509)

Balance at end of year 217 (433)
15.1 Cash and cash equivalents are the same for cash flow statement purposes.
15.2 The cash collateral deposits consist of cash deposits at financial institutions of up to a maximum of 2% (2012: 2%) of the
debtors administered on behalf of third parties by the Group and serves as security for performance under the service
level agreements. The deposits bear interest at market-related cash deposit rates. The average interest earned on cash
collateral deposits is 4,7% (2012: 4,4%).
15.3 The short-term borrowings and bank overdrafts bear interest at a variable rate of 7,3% (2012: 8,7%). All amounts are
repayable within the next 12 months.
A F GRI
16 Share capital
Number of Ordinary Ordinary
Rm shares shares shares
Balance at 30 June 2011 375 503 580

Changes during the year
Balance at 30 June 2012 375 503 580
Balance at 30 June 2013 375 503 580
16.1 The total authorised number of ordinary shares is 515 million shares with a par value of 0,001 cents per share.
Allissued shares are fully paid. Share capital issued to the value of R3 755.
17 Treasury shares
The treasury shares are purchased by a subsidiary, OTK Investment House Proprietary Limited. Treasury shares are disclosed
as a reduction of equity in the statement of changes in equity.
The following shares were purchased in terms of a general authorisation:
Rm Number Number
Beginning of year 18 107 805 18999746
Sold during the year (891941)
Balance end of year 18 107 805 18107805
Average price of shares sold during the year R4,76 R4,76
Average purchase price of all shares R4,76 R4,76
Total number of shares held as a percentage of total issued shares (%) 4,8 4,8
18 Incentive trust shares

In 2010 the Board of AFGRI Limited approved the implementation of the AFGRI Executive Share Award Scheme, a Restricted
Share Incentive Scheme which replaced the AFGRI Share Incentive Scheme. The scheme was approved by the JSE and
shareholder approval was obtained at the Companys annual general meeting. The AFGRI Share Incentive Scheme will be
allowed to run out over the next year (2012: two years).
Kagiso Securities Limited administers the AFGRI Executive Share Award Scheme and manages the statusofshares (restricted
and unrestricted) over the vesting period per the vesting conditions. All restricted shares are reflected as a reduction of equity.
In terms of the AFGRI Executive Share Award Scheme, a maximum of 10% of the issued share capital may be acquired by all
participants under the scheme, together with any shares which may be acquired by such participants under any other incentive
schemes. The total number of restricted shares as at 30 June 2013 is 3 881 176 (2012: 2655454) shares.
Under the AFGRI Share Incentive Scheme, shares for deferred options exercised have been issued to AFGRI Limited Trust,
which administers the AFGRI Share Incentive Scheme. Registration in the name of the employee is deferred until future
datesand will be transferred after payment of the subscription price. At 30 June 2013, a total number of 17 050 237 (2012:
19 415 444) shares are held in trust for the Deferred Share Incentive Scheme.
The 16 618 945 (2012: 15 479 460) unissued shares which have been reserved for the AFGRI Executive Share Award
Scheme and the AFGRI Share Incentive Scheme are under the control of the directors.
Movements in the number of restricted shares under the AFGRI Executive Share Award Scheme and their related weighted
average fair values are as follows:
2013 2012
Number Fair Number Fair
Rm of shares value of shares value
Opening balance 2 538 776 6,46 1709580 6,72

Granted 1 853 239 5,44 1191941 6,14
Forfeited (282 093) 5,40 (116 678) 6,62
Vested (627 517) 5,27 (246 067) 6,72
Closing balance allocated shares 3 482 405 6,22 2538776 6,45
Unallocated shares 398 771 5,76 116 678 6,62
Closing balance 3 881 176 6,17 2 655 454 6,46
AFGRI
18 Incentive trust shares (continued)
Movements in the number of share options outstanding under the AFGRI Incentive Share Scheme and their related weighted
average exercise prices are as follows:
2013 2012
Average Average
exercise exercise
Number price Number price
of share per share of share per share
Rm options option options option
Opening balance 15 283 765 5,31 18513902 5,27

Forfeited (652 760) 5,27
Shares sold (21 645) 4,62
Lapsed (483 800) 5,74
Implemented (490 323) 5,20 (3230137) 5,07
Closing balance Allocated shares 13 635 237 5,30 15283765 5,31
Unallocated shares 3 415 000 9,00 4131679 8,63
Closing balance 17 050 237 6,04 19415444 6,02
Exercisable at year-end 11 097 917 9632485

Not exercisable at year-end 5 952 320 9782959
Share options outstanding at the end of the year have the following expiry date and exercise prices:
Exercise
price
Expiry date per share 2013
2013 6,66 3 827 490

2013 6,43 965 400
2013 4,62 8 842 347
13 635 237
19 Fair value and other reserves

2013 2012
Rm Rm
19.1 Share-based payment reserve

Opening balance 54 47
Expense for the year 7 7
Closing balance 61 54
The AFGRI Executive Share Award Scheme contains both a cash portion payable immediately and an equity portion.
Vesting conditions include both service and performance elements. The fair value of shares granted are determined
using the market value of the shares on grant date. The total amount to be expensed over the vesting period is
determined using the fair value on grant date, adjusted for the number of shares expected to vest as unrestricted
shares. During the financial year 1 853 239 (2012: 1 191 941 ) shares were granted. The fair value on grant date
wasR10,0million with a vesting period of five years (including the current financial year). The share based payment
expense recognised in profit and loss during the current financial year under this scheme amounted to R5,8 million
(2012: R4,7 million). A further R13,8 million (2012: R13,8 million) will be recognised over the remaining vesting
period of between one and four years.
With the introduction of the AFGRI Executive Share Award Scheme in 2010, the AFGRI Share Incentive Scheme will
be phased out. As a result, no new options have been granted under the AFGRI Share Incentive Scheme since 2009.
The fair value of options granted during 2009 determined using the Black-Scholes valuation model was R 12,8 million.
The significant inputs into the model were a share price of R 3,78, at the grant date, standard deviation of expected
share price returns of 42,7%, dividend yield of 6%, option life of two to five years and annual risk-free interest of 7,5%.
The volatility measured at the standard deviation of expected share price returns is based on statistical analysis of daily
share prices over the preceding three years.
A F GRI
2013 2012
Rm Rm
19 Fair value and other reserves (continued)

19.2 Foreign currency translation reserve
Opening balance 54 14
Exchange differences on translating of foreign operations 23 40
Closing balance 77 54
19.3 Revaluation reserve for cash flow hedges
Opening balance (1) 3
Fair value gains/(losses) 6 (4)
Closing balance 5 (1)
19.4 Non-distributable reserve
Opening balance (130) (128)
BEE SPVs losses (35) (2)
De-consolidation of BEE SPVs (refer to note 20) 165
Closing balance (130)
143 (23)
20 Non-controlling interest
BEE partners 234
Balance end of year 238 4
The refinancing and extension of the Groups black economic empowerment transaction (hereafter BEE transaction) was
successfully concluded with the Land Bank on 31 May 2013 for a further 20 years.
During the 2011 financial year, the black economic empowerment structure was modified. To facilitate this modification,
GroCapital funded the transaction, advancing money to Izitsalo Employee Investment Proprietary Limited (Izitsalo) to buy out
the remaining 80,1% beneficial interest it did not own in AST. This transaction, and specifically the funding thereof by the
Group, has necessitated the consolidation of both AST and Izitsalo.
Under the new structure concluded during the 2013 financial year, Izitsalo owns 26,77% of the share capital of AFGRI
Operations Limited with AST and its beneficiaries being the sole shareholders of Izitsalo. The new structure is entirely funded
by the Land Bank and accordingly the funding provided by GroCapital in 2011 was settled. All collateral is also being
provided by Izitsalo.
Besides interest payable to the Land Bank, the loan agreement also includes an equity kicker payable to the Land Bank should
certain profit targets be met. The new structure has further resulted in certain changes being made to the MOI of Izitsalo as
well as to the Trust Deeds of AST and those of its beneficiaries.
Management has assessed control over the new structure under the guidance provided in SIC 12, which requires an entity to
determine whether it controls a special-purpose vehicle by considering four indicators of control being that of set-up, decisions,
benefits and risks. Based on the control assessments performed, the Group concluded that it will continue to consolidate AST
and its beneficiaries. However, as a result of the funding structure provided to Izitsalo by the Land Bank together with the
restrictions placed on Izitsalo by the Land Bank in areas such as changes to the nature of its business, changes to the source
of its funding and distributions to shareholders, the Group concluded that it does not control Izitsalo. The Group consequently
ceased the consolidation of Izitsalo on 1 June 2013 and accounts for this shareholding as a non-controlling interest.
AFGRI
2013 2012
Rm Rm
21 Retained earnings
Comprises
Company 911 66
Subsidiaries 1 244 1822
Joint ventures 53 56
Associates 39 38
Balance end of year 2 247 1982
22 Borrowings
22.1 Interest-bearing loans 2 050 1905
Land Bank
Balance 554
Short-term portion (554)
Land Bank 1 490 1488
Balance 1 491 1489
Short-term portion (1) (1)
Land Bank 556 415
Balance 649 525
Short-term portion (93) (110)
MHA Broking Services Proprietary Limited
Balance 7
WesBank (a division of FirstRand Bank Limited) 1 2
Balance 1 7
Other loans 3
Balance 3
Short-term portion
22.2 Finance leases

Finance lease included under borrowings
Minimum lease payments 8 4
Not later than one year 3 2
Later than one year and not later than five years 9 5
12 7
Future finance charges on finance leases (2) (2)
Present value of finance lease liabilities 10 5
Short-term portion of finance leases (2) (1)
Total borrowings 2 058 1 909
A F GRI
22 Borrowings (continued)
22.2 Finance leases (continued)
22.2.1 Included in the prior is the Agri Sizwe Land Bank liability relating to the Groups BEE structure. During the
year the Groups BEE structure was extended and refinanced with the Land Bank. Under the revised structure
the Group deconsolidated its BEE structure. For more detail on this transaction refer to note 20, as well as
the directors report.
22.2.2 Term funding of R1,5 billion was approved by the Land Bank and implemented on 28 June 2012. The
structure comprises three R500 million tranche facilities of three, five and seven years respectively. Interest
rates are prime minus 1,75% (2012: 1,75%) for the first tranche and prime minus 1% (2012: 1%) for the
remaining two. The remaining periods are two years, four years and six years, respectively. Interest is
payable monthly and the capital with one repayment on the repayment date. The total fees and costs per
annum for the three tranches amount to R1,3 million, R0,8 million and R0,7 million. The final repayment date
is 28 June 2019.
22.2.3 Ten loans with the Land Bank denominated in SA Rand and secured by land, property, plant and equipment
with a carrying value of R412,0 million (2012: R320,6 million). These loans are repayable in monthly
instalments which vary between R73 124 and R3 098 365. The last instalment is due in January 2021.
Interest is charged at prime less 0,5%.
22.2.4 The Unigro Investment Holdings Proprietary Limited (previously known as AFGRI DHP Investment Holdings
Proprietary Limited) preference shares borrowings, issued to MHA Broking Services Proprietary Limited, is
denominated in SA Rand and was redeemed on 1 December 2012 when the branch was sold.
22.2.5 One WesBank term loan is denominated in SA Rand and secured by property, plant and equipment with
a carrying value of R74,0 million (2012: R 88,0 million). The loan is repayable in monthly instalments of
R376092 with the last instalment due August 2013. Interest is charged at primeless0,5%.
22.2.6 Other loans include two USD-denominated shareholders loans in the Groups Africa operations and bears
interest at 5% per year. The loans are unsecured with no fixed repayment terms.
22.2.1 The leases consist of vehicles. All the assets will be returned at the end of the lease term.
22.2.2 The finance leases are repayable in monthly instalments varying from R1 481 to R22 114 (2012:R 1 612to
R 20 850) and bear interest at rates varying between 7,5% and 8,5% (2012: 7% and9%). Finance leases
are secured by vehicles with a carrying value of R9,8 million (2012: R 6,5 million) under commercially
accepted terms and conditions (refer note2.7)
2013 2012
Rm Rm
Restated*
23 Deferred income tax
23.1 Analysis of deferred income tax
Deferred income tax assets
Property, plant and equipment (3) (1)
Provisions (68) (36)
Trade and receivables (6)
Income tax losses (119) (96)
Other (13) (6)
Total (209) (139)
Deferred tax asset to be recovered after more than 12 months (123) (54)
Deferred tax asset to be recovered within 12 months (86) (85)
AFGRI
2013 2012
Rm Rm
Restated*
23 Deferred income tax (continued)

23.1 Analysis of deferred income tax (continued)
Deferred tax liabilities
Property, plant and equipment 178 177
Trade and other receivables 10 11
Inventory 32 13
Total 220 201
Deferred tax liability to be recovered after more than 12 months 179 162
Deferred tax liability to be recovered within 12 months 41 39
All deductible temporary differences, unused tax losses and used tax credits
and temporary differences associated with investments in subsidiaries,
branches and associates and interests in joint ventures have been recognised
for deferred tax.
The gross movement on the deferred tax account is as follows:
Balance beginning of year 62 56
Purchase of subsidiaries 1
Income statement debit/(credit) (48) 10
Foreign currency differences (4) (4)
End of year 11 62
A F GRI
23 Deferred income tax (continued)

23.2 The movement in deferred income tax assets and liabilities is as follows:
Property, Trade
Deferred tax assets plant and and Income
Rm equipment Provisions receivables tax losses Other Total
Balance at 30 June 2011 (1) (37) (1) (81) (12) (132)
Income statement debit/(credit) 2 1 (13) 6 (4)
Foreign currency differences (1) (2) (3)
Balance at 30 June 2012* (1) (36) (96) (6) (139)
Income statement credit (1) (31) (6) (18) (5) (61)
Foreign currency differences (1) (1) (5) (2) (9)
Balance at 30 June 2013 (3) (68) (6) (119) (13) (209)
Property, Trade
Deferred tax liabilities plant and and other
Rm equipment Inventories receivables Total
Balance at 30 June 2011 167 4 17 188
Purchase of subsidiaries
Income statement debit/(credit) 11 9 (6) 14
Foreign currency differences (1) (1)
Balance at 30 June 2012* 177 13 11 201
Purchase of subsidiaries 1 1
Income statement debit/(credit) (5) 19 (1) 13
Foreign currency differences 5 5
Balance at 30 June 2013 178 32 10 220
2013 2012
Rm Rm
24 Trade and other payables

Trade accounts payable* 1 425 1 144
Other payables and accruals 464 465
1 889 1 609
24.1 Included in trade accounts payable is R258,3 million (2012: R285,2 million) for purchases financed on a floor plan
basis. These payables are secured by merchandise included in note 10.1.
24.2 Included in other payables and accruals is deferred income of R23,3 million (2012: R16,9 million) which relates
to government grants from the Department of Trade and Industry under their enterprise investment programme. As at
30June 2013 all conditions attached to these grants have been met.
24.3 Included in other payables and accruals is the current portion of the contingent consideration relating to business
combinations (refer to note 26).
AFGRI
2013 2012
Rm Rm
25 Short-term portion of long-term borrowings

Interest-bearing loans (refer note 22.1) 94 677
Finance leases (refer note 22.2) 2 1
96 678
26 Other liabilities
26.1 Contingent consideration arising on a business combination
26.1.1 Pride Milling business combination
Beginning of year 16
Fair value adjustment on Pride Milling business combination 15
Unwinding of discount 3 1
Balance end of year 19 16
The purchase consideration of the Pride Milling Company
Proprietary Limited included a contingent consideration of
R20million which will be payable should certain profit targets
be met on 30 November 2013. Refer to note 46.2 on
Business Combinations.
26.1.2 BNOT Harel Nigeria business combination
Beginning of year
Fair value adjustment on BNOT Harel Nigeria business combination 10
Balance end of year 10
The purchase consideration of BNOT Harel Nigeria Limited
included a contingent consideration of R10 million which will
be payable in USD including interest, calculated at the ruling
deposit rate, three years from the effective date of the transaction
should certain retention targets be met by the previous owner.
Thecontingent consideration was deposited into an external bank
account in USD and the deposit is held in escrow on behalf of
the previous owner pending compliance with the retention targets.
Refer to note 46.1 on Business Combinations.
Total provisions for other liabilities and charges 29 16
26.2 Analysis of total provisions for other liabilities and charges
Non-current portion 10 16
Current portion (included under trade and other payables refer to note 24) 19
27 Other financial liabilities

27.1 Financial liabilities held-for-trading
Financial liabilities relating to held-for-trading trade receivables
Current 3
Season 16
Capital goods 15
34
Financial liabilities held-for-trading represent the fair value of the obligation
to the Land Bank to finance fair value debtors recognised on the balance
sheet. Adjustments to the fair value of liabilities are recognised in the
incomestatement.
Non-current portion 5
Current portion 29
A F GRI
2013 2012
Rm Rm
Restated*
28 Revenue
Revenue from continuing operations 8 573 7 565
Sale of goods 7 740 6 439
Services rendered 737 976
Interest-debtor financing 96 150
Revenue from discontinued operations
Sale of goods 1 743 1 809
Gross revenue from operations 10 316 9 374
29 Operating profit
The operating profit is stated after taking into account the following:
29.1 Net profit on disposal of property, plant and equipment 111 16
Includes the profit recognised on the merger of the Groups retail
businesses with that of Senwes (refer note 6) of R110,2 million.
29.2 Payments to non-employees
Managerial, technical, administrative and secretarial fees (6) (4)
Outsourcing of IT, personnel and internal audit functions (4) (6)
(10) (10)
29.3 (Impairment)/reversal of impairment of trade and other receivables (25) 1
29.4 Fair value gains/(losses) on derivative financial instruments
Forward purchase contracts 43 22
Forward sale contracts (42) (20)
1 2
29.5 Depreciation
Vehicles (22) (18)
(132) (121)
29.6 Impairment of assets
Land (4)
Goodwill (93)
(143) (8)
During the year the Group impaired the goodwill in the Poultry business unit of R71 million, as well as the goodwill
relating to the Australian business of R22 million (refer to note 3 for more information). The Group also impaired other
intangible assets relating to the Poultry business unit to the value of R46 million (refer to note 4.5 for the nature of these
other intangibles and note 3 for more information on the impairment calculation).
*Prior year information has been restated refer to note 51.
AFGRI
2013 2012
Rm Rm
Restated*
29 Operating profit (continued)

29.7 Amortisation of intangible assets
(38) (42)
29.8 Foreign currency profits 17 21
29.9 Auditors remuneration
current period (7) (6)
previous year (4) (5)
other services and expenses (1) (1)
(12) (12)
29.10 Operating lease payments
Buildings (46) (46)
Plant and machinery (7) (2)
Equipment (2) (3)
(55) (51)
29.11 Share-based payment expense (7) (7)
30 Expenses by nature
Cost of sales
Inventory included in cost of sales (7 720) (6 839)
Operating expenses included in cost of sales (420) (316)
Finance costs included in cost of sales (63) (19)
Total cost of sales (8 203) (7 174)
Continuing operations (6 671) (5 609)
Discontinuing operations (1 532) (1 565)
Operating expenses
Salaries and wages (967) (888)
IT and communication costs (86) (88)
Property expenses (220) (194)
Depreciation, amortisation and impairments (313) (171)
Transport expenses (277) (247)
Repairs and maintenance (96) (100)
Professional fees (95) (99)
Other (192) (130)
Operating expenses included in cost of sales 420 316
Total operating expenses (1 826) (1 601)
Continuing operations (1 630) (1 407)
Discontinuing operations (196) (194)
A F GRI
2012
2013 Rm
Rm Restated*
31 Finance cost and interest income

Finance cost
Continuing operations
Interest paid to banks for trade receivables financing (13) (129)
Interest paid to financial institutions (194) (121)
Interest paid to financial institutions as a result of the consolidation of the BEE SPVs (75) (80)
Interest paid to independent third parties (9) (9)
Interest paid on leases (1)
Net foreign exchange gains on financing activities (7) (4)
Fair value gains on financial instruments:
Interest rate caps (refer to note 14.3) (4) (11)
Unwinding of contingent settlement (3) (1)
Finance cost for continuing operations (306) (355)
Less: Borrowing costs capitalised on qualifying assets 10 5
Less: Interest included under cost of sales 63 19
Finance costs for continuing operations (income statement) (233) (331)
Discontinued operations
Interest paid to financial institutions (17) (13)
Total finance cost (250) (344)
Interest income
Continuing operations
Interest received from financial institutions 5 3
Interest received from independent third parties 18 20
Interest income for continuing operations (income statement) 23 23
Discontinued operations
Interest received from financial institutions 2 2
Total finance income 25 25
32 Staff costs
Salaries and wages 904 826
Pension costs defined contribution plans 56 58
Termination benefits 7 4
967 888
Details regarding the audited directors emoluments are provided in the remuneration report which is part of this integrated
annual report (refer to pages 91 to 93).
AFGRI
2012
2013 Rm
Rm Restated*
33 Income tax expense

33.1 Income tax expense
South African normal income tax (103) (66)
Current year (97) (68)
Previous year (underprovision)/overprovision (6) 2
Deferred income tax 48 (10)
Current year 43 (11)
Previous year overprovision 5 1
Secondary tax on companies (3)
Income tax charge (55) (79)
Continuing operations (46) (77)
Discontinued operations (9) (2)
33.2 Reconciliation of income tax rate
Income tax for the year as a percentage of profit before income tax 36 29
Income tax effect of:
Non-taxable income 35 4
Non-deductible expenditure (44) (4)
Dividends received 1 1
Prior year overprovision 2
Difference in tax rates (1)
Standard rate 28 28
33.3 Secondary tax on companies
STC was replaced by dividend tax effective 1 April 2012. The Group has fully utilised all STC credits and deferred
tax assets to which it was entitled prior to 31 March 2012 and these are reflected in the STC charge incurred by
the Group during the prior financial year as set out in note33.1.
A F GRI
34 Held-for-sale and discontinued operations

34.1 Assets and liabilities of disposal groups classified as held-for-sale
34.1.1 During the financial year the Group concluded the sale agreement of its premises in Dundee with Ormalux
Proprietary Limited. Transfer documentation has been submitted to the deeds office but is however, still
pending. As a result these assets have been disclosed as held-for-sale on 30 June 2013 with their carrying
values expected to be recovered principally through the sales transaction rather than through continual use.
34.1.2 The Group is in the process of concluding a sale agreement with Prodist Proprietary Limited (Prodist), a 100%
subsidiary of Hinterland Proprietary Limited in which the Group owns 50% of the share capital (refer to note
34.1.3 below). Under this sales agreement the Group will sell its remaining FarmCity business to Prodist as a
going concern. The sales agreement also includes the sub-lease of the FarmCity premises which the Group does
not own. As a result of the transaction, this group of assets (disposal group) was disclosed as a disposal group
held-for-sale as at 30 June 2013.
34.1.3 As disclosed in the previous financial year the Group and Senwes Limited (Senwes) entered into binding sale of
business agreements on 31 July 2012 with Business Venture Investments No 1658 Proprietary Limited (Newco)
in terms of which the Group and Senwes will merge their respective agricultural retail businesses, as well as
Partrite business of AFGRI. Upon completion of the transaction each party will hold 50% of the issued shares in
Newco. Subsequent to year end Newco changed its name to Hinterland Proprietary Limited (Hinterland).
The transaction was subject to the fulfilment of various suspensive conditions, in particular the unconditional
approval of the South African Competition Authorities, which were obtained during April 2013 resulting in the
effective date of the transaction being 1 June 2013.
As a result of the transaction, this group of assets (disposal group) was disclosed as a disposal group held-for-sale
as at 30 June 2012 and also met the definition of a discontinued operation. Refer to note 6 for more detail on
this transaction.
34.1.4 Included in the prior year is an asset to the value of R7 million, which was sold as part of the sale of Tsunami
business unit to Oninamix Proprietary Limited, trading as Arysta Lifescience South Africa (Arysta), concluded
during the 2010 financial year. The transfer of this asset to Arysta was finalised during the current financial year.
As disclosed in note 5, the Group sold its intellectual property right, trademark and patent on automated banking
machines registered as Deposita together with its 46% investment in Deposita Systems Proprietary Limited and
related loans to G4S in the current financial year. These assets (excluding the related loans) were disclosed as
held-for sale in the prior financial year.
2013 2012
Rm Rm
Assets of disposal groups classified as held-for-sale
Property, plant and equipment 2 101
Intangible assets 76
Other non-current assets 2
Inventory 14 364
Other current assets 2 113
Total assets 19 664

Liabilities of disposal groups classified as held-for-sale
Borrowings
Trade and other payables 2 146
Total liabilities 2 146
AFGRI
2013 2012
Rm Rm
34 Held-for-sale and discontinued operations (continued)

34.2 Analysis of the results of discontinued operations and the results recognised
on the remeasurement of assets of disposal groups, is as follows:
The profit from discontinued operations resulted from the Group entering
into a sale of business agreement on its Retail business as disclosed in
note 34.1.3. It includes 11 months of operating activities, as well as the
profit made with the sale of the business on 1 June 2013. Refer to note 6
for more detail on the sales transaction. Comparative information has not
been restated as the result of the Retail business was already disclosed as
discontinued in the prior financial year and is therefore comparable.
Revenue 1 743 1 809
Expenses (1 653) (1 793)
Profit before tax on discontinued operations 90 16
Tax (9) (2)
Profit after tax of discontinued operations 81 14
Pre-tax loss recognised on the remeasurement of assets of disposal groups (9)
Tax
After-tax loss on the remeasurement of assets of disposal groups (9)
Profit for the year from discontinued operations 72 14
Consisting of:
Retail business 72 14
Profit for the year from discontinued operations 72 14

34.3 Cash flow information
Operating cash flows 43 (24)
Investing cash flows (79) 3
Financing cash flows 42 20
Total cash flows 6 (1)
35 Earnings per share

Basic earnings per share is calculated by dividing the profit attributable to
shareholders by the weighted average number of ordinary shares in issue
during the year after taking into account the treasury shares, the share
incentive trust shares as well as the restricted shares under the AFGRI Executive
Share Award Scheme.
Profit attributable to equityholders of the Company (Rand thousands) 97 533 194 351
Weighted average number of ordinary shares in issue (thousands) 335 885 333 638
Earnings per share (cents) 29,0 58,3
A F GRI
36 Diluted earnings per share

Diluted earnings per share reflect the potential dilution that would occur when all of the Groups outstanding share incentive
contracts were implemented, and when all shares issued under the AFGRI Executive Share Award Scheme becomes
unrestricted. No adjustments were made to reported earnings attributable to shareholders in the computation of diluted
earnings per share.
Number of shares
2013 2012
Weighted average number of shares (thousands) 335 885 333 638

Potential dilutive effect of outstanding share option contracts (thousands) 18 179 21 290
Potential dilutive effect of restricted shares (thousands) 3 332 2 066
Diluted weighted average number of shares (thousands) 357 396 356 994
Diluted earnings per share (cents) 27,3 54,4
37 Headline earnings per share

The headline earnings per share has been calculated on profit of R128 528 974 (2012: R188 855 898) and weighted
average issued shares of 335 884 804 (2012: 333 637 637) at 30 June.
Profit before Minority Income

income tax interest tax Headline earnings
Rm 2013 2012
Profit per financial statements 154 (1) (55) 98 195

Agri Services (77) 21 (1) (57) (17)
Net loss on disposal of businesses andassets (99) 27 (1) (73) (17)
Impairment of goodwill 22 (6) 16
Financial Services (6) (1) (7) 8
Net loss on disposal of businesses and assets (7) (1) (8)
Impairment of assets 1 1 8
Foods 121 (32) 89 3
Net profit on disposal of businesses and assets 3
Impairment of assets 50 (13) 37
Other 8 (2) 6
Net profit on disposal of businesses and assets
Impairment of assets 8 (2) 6
Group 46 (13) (2) 31 (6)
Net loss on disposal of businesses and assets (106) 27 (2) (81) (14)
Impairment of assets 59 (15) 44 8
Headline earnings 129 189

Headline earnings per share (cents) 38,0 56,6
Headline earnings per share from continuing
operations (cents) 37,7 58,7
Headline profit/(loss) per share from discontinued
operations (cents) 0,3 (2,1)
Diluted headline earnings per share (cents) 35,7 52,9
AFGRI
2013 2012 (Restated)*
Before Tax Net of Before Tax Net of

tax (expense) tax tax (expense) tax
Rm amount benefit amount amount benefit amount
38 Tax effects relating to each component

of other comprehensive income
Exchange differences on translating foreign
operations 25 25 36 36
Share of comprehensive income of joint
ventures (2) (2) 4 4
Cash flow hedges 6 6 (4) (4)
Other comprehensive income for the year 29 29 36 36
39 Dividends
2013 2012
Rm Rm
Final of 9,85 cents per share for 2012 (2011: 3,20 cents) 34 11
First interim of 15,65 cents per share for 2013 (2012: 18,45 cents per share) 54 62
88 73
40 Notes to the cash flow statement

40.1 Cash (utilised in)/generated from operations
Profit before income tax* 153 275
Adjusted for:
Depreciation* 132 121
Impairment of property, plant and equipment 4
Amortisation of intangible assets 38 42
Impairment of intangible assets 139 8
Impairment of available-for-sale financial assets 9
Dividends from investments (6) (6)
Interest received (30) (31)
Finance cost 233 331
Loss/(profit) on disposal of property, plant and equipment 4 (16)
Profit on disposal of intangible assets (5)
Profit on sale of business (110)
Loss on disposal of shares in associate 1
Share in losses from joint ventures* 2 2
Share of profit of associate (6)
Adjustment for other non-cash items 12 15
Working capital changes:
Inventories* (122) (336)
Biological assets (9) (44)
Increase in collateral guarantee deposits (1) 71
Trade, other receivables and financial assets* 324 1 556
Trade, other payables and financial liabilities* 311 (2 778)
1 079 (796)
A F GRI
2013 2012
Rm Rm
40 Notes to the cash flow statement (continued)

40.2 Dividends paid
Prior year final dividend paid (34) (11)
Interim dividends paid (54) (62)
(88) (73)
40.3 Income tax paid
Unpaid amounts beginning of year 15 24
Normal income tax charges for year (103) (66)
Net acquisition and disposal of subsidiaries (2)
Secondary tax on companies charged for year (3)
Unpaid amounts at end of year 20 (15)
(70) (60)
40.4 Purchase of property, plant and equipment
Land
Vehicles (32) (24)
(367) (368)
40.5 Proceeds from disposal of property, plant and equipment
Carrying value 12 18
(Loss)/profit on disposal (4) 16
8 34
40.6 Acquisition of subsidiaries net of cash acquired
Property, plant and equipment (3) (154)
Intangible assets (10) (23)
Inventories (4) (25)
Trade and other receivables (8) (77)
Cash and cash equivalents (1)
Other current assets (1)
Goodwill (9) (60)
Deferred income tax 1
Non-current liabilities 10 15
Minority interest 3
Total purchase consideration (13) (273)
Cash and cash equivalents acquired 1
Net cash flow on acquisition (12) (273)
AFGRI
41 Maturity profile of financial instruments
The maturities of financial assets are based on carrying amounts (excluding projected future interest cash inflows) at balance
sheet date and have been disclosed to demonstrate the Groups management of liquidity risk. The maturities of financial
liabilities include both the contractual principle and interest cash outflows. The cash inflows associated with non-financial
assets (inventory and biological assets) are not reflected in the table below.
The maturity profile of financial assets and liabilities is summarised as:
14
Rm <90 days <1 year years >4 years Total
30 June 2013
Financial assets
Financial receivables 44 295 7 42 388
Other financial assets 18 2 44 64
Derivative financial instruments
hedge accounted (designated as hedges) 50 3 53
not hedge accounted (held-for-trading) 20 1 21
Trade and other receivables 1 371 420 1 791
Trade receivables financed by banks 141 141
2 285 715 13 86 3 099
Borrowings
Interest-bearing loans 60 179 1 605 977 2 821
hedge accounted (designated as hedges) 42 2 2 46
not hedge accounted (held-for-trading) 20 20
Trade and other payables 1 819 70 1 889
Other financial liabilities 4 27 2 3 36
2 490 298 1 609 980 5 377
30 June 2012*
Financial assets
Financial receivables 26 52 102 180
hedge accounted (designated as hedges) 29 29
not hedge accounted (held-for-trading) 24 6 30
Trade and other receivables 1 308 498 133 194 2 133
Trade receivables financed by banks 116 7 3 1 127
1 743 505 194 338 2 780
Borrowings
Interest-bearing loans 611 181 1 112 1 438 3 342
hedge accounted (designated as hedges) 21 2 3 1 27
not hedge accounted (held-for-trading) 42 42
Trade and other payables 1 548 61 1 609
Borrowings from banks to finance trade receivables 116 18 3 137
3 002 262 1 118 1 439 5 821
A F GRI
42 Sensitivity analysis
The AFGRI Group is not exposed to commodity price risk as no proprietary trading exists within the Group.
The Groups sensitivity to changes in foreign exchange rates is considered insignificant as a policy is in place to ensure that
all foreign exchange positions are fully hedged.
Interest sensitivity is managed by the Group ALCO. An asset and liability simulation model is used to determine the interest
rate gap for the Group. The gap refers to the difference in the carrying values of interest-bearing and non-interest-bearing net
assets. The interest rate expectations of the Group ALCO will determine the appropriate time to enter into interest rate derivative
instruments to hedge interest rate risk, which will be monitored and managed on a monthly basis.
The following strategies have been implemented by the Group to manage interest rate sensitivities:
Exposure to interest rate basis risk has been reduced with the sale of the farmer lending and corporate debtor books to the
Land Bank during the previous financial year.
Repricing risk, which is applicable to general short-term revolving facilities, has reduced with the implementation of the
R1,5billion term debt on 28 June 2012. Refer to note 22 for further detail.
During the 2011 financial year, the Group entered into interest rate cap agreements in order to minimise the upside risk in
the medium term in the event of rising interest rates. Refer to note 14 for further detail.
An interest rate sensitivity was performed based on average exposure to interest rates for the reporting period with the
stipulated change in interest rates having taken place for the entire year refer to the table below.
30 June 2013 30 June 2012

Increase/ Increase/
(decrease) (decrease)
Increase/ in net Increase/ in net
(decrease) interest (decrease) interest
in rates income in rates income
Impact of change in short-term interest rate % Rm % Rm
Change in funding rate 2,0 33 2,0 29
Change in funding rate (0,5) (8) (0,5) (7)
43 Fair value hierarchy disclosures

43.1 Hierarchy of financial instruments carried at fair value
Rm Level 1 Level 2 Level 3 Total
30 June 2013
Financial assets as per balance sheet
Other financial assets
Available-for-sale financial assets 33 33
Held-for-trading trade receivables 31 31
Forward purchase contracts 16 16
Options 5 5
Foreign currency futures cash flow hedges 50 50
Foreign currency futures fair value hedges 3 3
Total 74 64 138

30 June 2013
Financial liabilities as per balance sheet
Other financial liabilities
Financial liabilities carried at fair value through profit
and loss 34 34
Interest rate swaps 3 3
Total 66 34 100
AFGRI
43 Fair value hierarchy disclosures (continued)
43.1 Hierarchy of financial instruments carried at fair value (continued)
30 June 2012
Financial assets as per balance sheet
Other financial assets
Available-for-sale financial assets 41 41
Held-for-trading trade receivables 9 9
Options 7 7
Total 59 50 109

30 June 2012
Financial liabilities as per balance sheet
Options 7 7
Interest rate swaps 5 5
Total 61 7 68
43.2 Reconciliation of Level 3 financial assets carried at fair value

Other financial assets1
30 June 30 June
2013 2012
Rm Rm
Fair value at the beginning of the period 50 41
Purchases 22 9
Total loss recognised in the income statement (8)
Fair value at the end of the period 64 50
43.3 Reconciliation of Level 3 financial liabilities carried at fair value

Financial liabilities carried
Derivative financial at fair value through profit
instruments2 or loss3
30 June 30 June 30 June 30 June
2013 2012 2013 2012
Rm Rm Rm Rm
Fair value at the beginning of the period 7 7
Purchases 34
Total loss recognised in the income statement (7)
Fair value at the end of the period 7 34
1
Includes investments in non-public entities as well as held-for-trading trade receivables carried at fair value. The fair value for
investments is determined using a discounted free cash flow analysis, which is consistently applied over time. Key assumptions
used in these calculations were the average revenue growth rate of 21% over five years and the post-tax discount rate of 11,99%.
The held-for-trading trade receivables represent the continued involvement in debtors originated on behalf of third party financiers
(and therefore originated with the intention of selling the receivable in the short term), but not derecognised accordance with
derecognition criteria of IAS 39 due to the Groups continuing involvement refer to note 8.2. The continuing involvement asset is
measured at the lower of the carrying amount of the transferred asset and the maximum amount of the consideration received in the
transfer that the entity could be required to repay, the guaranteed amount.
2
Option contract relates to the transaction with non-controlling shareholders of Tsunami recognised during the 2010 financial year.
Option contract was settled during the current financial year.
3
Financial liabilities held-for-trading represent the fair value of the obligation to the Land Bank to finance fair value debtors recognised
on the balance sheet. Adjustments to the fair value of liabilities are recognised in the income statement.
A F GRI
2013 2012
Rm Rm
44 Commitments
44.1 Capital commitments
Contracted for additions to property, plant and equipment and intangibles 136 44
Authorised but not yet contracted for additions to property, plant and equipment 196 91
332 135
The abovementioned capital commitments will be financed by net cash
flows from operations and the utilisation of cash and borrowings within the
accepted gearing ratio of the Group.
The Groups proportionate share of the capital expenditure commitments of
joint ventures included in the above commitments is Rnil (2012: Rnil).
44.2 Operating lease commitments
44.2.1 The future minimum lease payments under non-cancellable operating
vehicle, equipment and building leases are as follows:
Not later than one year 26 25
Later than one year and not later than five years 120 110
Later than five years 83 106
229 241
44.2.2 General terms of operating leases
Operating leases consist of leases for buildings, plant and machinery,
motor vehicles and equipment. Most of the operating leases have the
option to renew and extend the period of the lease.
45 Group borrowing facilities

45.1 Borrowing facilities
General banking facilities 1 029 1 349
Guarantee facilities 25
Short-term banking facilities 534 542
1 563 1 916
45.2 Unutilised borrowing facilities
Total facilities 1 563 1 916
Utilisation general banking facilities (265)
guarantee facilities (25)
short-term banking facilities (431) (424)
1 132 1 202
45.3 In terms of the Companys MOI, the Group borrowings are unlimited, but certain
limits on borrowing levels have been fixed by the Board ofDirectors.
Excluded are the long-term facilities within the Group. Refer note 22.
AFGRI
2013 2012
Rm Rm
46 Business combinations
46.1 BNOT Harel Nigeria Limited
Effective 1 November 2012 the AFGRI Group acquired 51% of the issued share
capital of BNOT Harel Nigeria Limited, a company registered in Nigeria, as a
going concern. The company acts as a service and inputs provider to the poultry
and fish feed industry in Nigeria and is the sole agent for products of certain
entities in Nigeria. The purchase consideration amounted to R22,8 million on the
effective date. The initial accounting in terms of IFRS 3 is complete and the fair
value of the assets and liabilities acquired were as follows:
Property, plant and equipment 3
Inventory 4
Trade receivables 8
Other current assets 1
Cash and cash equivalents 1
Trade payables (9)
Deferred tax (1)
Non-controlling interest (3)
Assets acquired and liabilities assumed 14
Less: Purchase consideration
Cash consideration (13)
Contingent consideration (10)
Goodwill (9)
The carrying value of the assets and liabilities immediately before the combination equalled their fair value as disclosed
above, except for property, plant and equipment which had a carrying value of R3,4 million and intangible assets of
R0,1 million.
Since 1 November 2012 this business unit generated revenue amounting to R70,2 million and net profit before
taxation of R5,5 million (before the allocation of internal interest) which were included in the current year results.
Goodwill of R9,2 million arose as the difference between the purchase consideration and the fair value of the assets
acquired. The goodwill on the acquisition represents future synergies and growth in the value chain.
A F GRI
2013 2012
Rm Rm
46 Business combinations (continued)

46.2 Pride Milling Company Proprietary Limited
Effective 1 December 2011 the Group acquired the assets and liabilities of
the yellow grits and by-products milling business of Pride Milling Company
ProprietaryLimited, conducted at Ermelo, Kinross and Bethal, as a going concern.
Purchase consideration amounted to R242 million, which includes contingent
consideration of R20 million, plus net working capital on effective date. Contingent
consideration is payable should certain profit targets be met by 30November
2013. The initial accounting for this business combination in termsof IFRS 3 have
been completed during the prior year and the fair values of the assets and liabilities
acquiredwere as follows:
Property, plant and equipment 154
Inventory 25
Trade receivables 77
Trade payables (51)
Assets acquired and liabilities assumed 228
Less: Purchase consideration
Cash consideration (273)
Contingent consideration (15)
Goodwill (60)
The carrying value of the assets and liabilities immediately before the combination equalled their fair value as disclosed
above, except for property, plant and equipment which had a carrying value of R98,5 million and intangible assets of
Rnil.
For the 2013 financial year this business unit generated revenue amounting to R540,2 million (2012: R282,6 million)
and net profit before taxation of R28,6 million (2012: R24,3 million) (before the allocation of internal interest) which
were included in the current year results.
The intangible asset represents customer relationships identified, which has a useful life of five years.
Goodwill of R60 million arose as the difference between the purchase consideration and the fair value of the assets
acquired. The goodwill on the acquisition represents future synergies and growth in the value chain.
AFGRI
2013 2012
Rm Rm
47 Agency agreements
The following financial assets are administered on behalf of third parties:
47.1 Debtors
The Group manages agri debtors on behalf of the following third parties:
Land Bank 5 452 2 218
WesBank 1 658 1 366
Rand Merchant Bank 591 601
7 701 4 185
On 1 December 2011 and 29 June 2012 respectively, the Group sold its
farmer lending and corporate debtor books at carrying value to the Land
Bank for a purchase consideration of R1,57 billion and R1,12 billion (of
which R922million relates to internal debtors) respectively. Part of these
transactions were the origination of service level agreements under which the
Group will manage, administer and service the farmer lending and corporate
debtor books on behalf of the Land Bank. Under this agreement the Group is
only liable for bad debts on a second loss basis to a maximum of between
0,7%and 0,5%.
On all other service level agreements, the Group is not liable for any bad
debts for debtors administered.
Management fees are paid by third parties.
47.2 Commodities
The following value of commodities were handled, stored and
managed on behalf of third parties:
Rand Merchant Bank 627 117
Other commodity users 4 275 2 166
Producers 2 371 3 063
7 273 5 346
AFGRI receives a fee for the handling, grading, storing and administration of these commodities. AFGRI has contractual
right of first refusal to purchase R591 million (2012: R601 million) of the commodities at market value.
48 Retirement benefits
The Group provides access to defined contribution retirement funds as a benefit to all permanent employees principally through
the AFGRI Staff Pension Fund, the AFGRI Retirement Fund and the AFGRI Provident Fund. These funds are governed by the
Pension Funds Act of 1956.
The funds are administered by several service providers. The rules of the funds ensure that the assets of the funds always equal
or exceed the liabilities and all death and disability benefits are fully reinsured.
In terms of legislation these funds are required to complete a surplus apportionment exercise. Both the AFGRI Staff Pension Fund
and the AFGRI Retirement Fund received approval from the Financial Services Board for their Surplus Apportionment Schemes
during the 2009 financial year.
In terms of these schemes a proportion of the surplus in these funds was allocated to AFGRI. The total surplus so allocated
amounted to R58,6 million for the year ended 30 June 2009 of which Rnil million is remaining on 30 June 2013
(2012:R5,5million).
The contributions to retirement funds in which AFGRI participates are and will be charged against income as and when incurred.
A F GRI
2013 2012
Rm Rm
49 Guarantees and contingencies

49.1 Guarantees 2 80
Performance guarantees given to banks and other third parties
49.2 Contingent liabilities 8
Deposita
Included in the 2012 trade receivables was a loan to an associate, Deposita
Systems Proprietary Limited of R70,7 million which was subordinated in
favour of other creditors to the extent of R8 million. During the current year the
Group sold its investment in this associate resulting in the cancellation of the
subordination agreement refer to note 5 for more detail on this transaction.
AFGRI Leasing Services
AFGRI Leasing Services Limited, a subsidiary of AFGRI Corporation Limited, is
a non-deposit taking financial institution providing input finance, asset finance
and term loans to farmers in Zambia. It is regulated by the Bank of Zambia in
terms of the Banking and Financial Services Act, 2005. During the year the
Bank of Zambia informed AFGRI Leasing Services Limited that its foreign currency
exposure limit of 25% was exceeded and requested the Company to rectify the
situation. The Company has informed the Bank of Zambia of the measures taken
in order to rectify the situation. The Bank of Zambia acknowledged the measures
taken and has granted the Company until 31 October 2013 to implement the
measures in order to rectify the situation.
50 Related-party transactions
The Group entered into transactions and has balances with a number of
relatedparties, including associates (refer to Appendix C), joint ventures (refer to
Appendix B), directors and subsidiaries (refer to Appendix A). Transactions and
balances that eliminates on consolidation are not included.
50.1 Salary costs of key personnel
The salary costs of key personnel as identified by management are as follows:
Cost to company (included in staff cost refer to note 32) 51 50
Share-based payments (refer to note 19.1) 7 7
Details regarding the audited directors emoluments are provided in the remuneration
report which is part of this integrated report (refer to pages 91 to 93)
50.2 Loans to directors and/or past directors

During the ordinary course of business the Group has advanced loans to
directors and/or past directors of the Group on arms length basis. At 30 June
2013 the amounts owing to the Group totalled Rnil (2012:Rnil).
50.3 Transactions with related parties

50.3.1 Sale of goods and services to related parties 18 76
Deposita Systems Proprietary Limited associate 11 27
LTP Holdings Limited associate 48
Afgritech Limited joint venture 1 _
Hinterland Proprietary Limited joint venture 6 _
Other related parties 1
50.3.2 Purchase of goods and services from related parties 5 21
Deposita Systems Proprietary Limited associate 21
GroCat BV joint venture 3
Hinterland Proprietary Limited joint venture 2
AFGRI
2013 2012
Rm Rm
50 Related-party transactions (continued)

50.3 Transactions with related parties (continued)
50.3.3 Purchase of property, plant and equipment from related parties 4 16
Deposita Systems Proprietary Limited associate 2 13
Ronin Grain Management Proprietary Limited joint venture 2 3
50.3.4 Sales of property, plant and equipment to related parties 279

50.3.5 Other transactions with related parties

During the financial year LTP Holdings (associate) and
MkhuzangweAgriculture Proprietary Limited (associate) paid
theGroup a management fee of Rnil million and R0,2 million
(2012: R0,5 million and R0,4 million) respectively.
The Group incurred selling and administration expenses on behalf

of Ronin Grain Management Proprietary Limited (associate) to the
value of R4,2 million (2012: R3,5 million).
The Group paid management fee expenses to Deposita Systems

Proprietary Limited (associate) and Hinterland Proprietary Limited
(joint venture) to the value of R1,2 million and R0,4 million
respectively.
The Group paid preference share dividends to MHA Broking

Services Proprietary Limited of R0,9 million in 2012. The branch
was sold 1 December 2012, no preference dividends were paid
in2013.
During the year one of the Groups bankers issued a letter of credit
on behalf of GroCat Proprietary Limited to a supplier. The Group
allowed the bank to utilise its facilities for this letter to the value of
USD7,7million.
50.3.6 Balances with related parties

Receivables 336 82
Hinterland Proprietary Limited joint venture (refer to note 9.1.1.1) 295
Afgritech Limited joint venture (refer to note 9.1.1.2) 40
GroCat BV joint venture 1 11
Payables 2 1
LTP Holdings Limited associate 1
For balances with subsidiaries refer to Appendix A.
A F GRI
30 June
2012
Rm
51 Change in accounting policies and reclassification of comparative figures

51.1 Change in accounting policies
In anticipation of the impact of IFRS 11 Joint arrangements (effective June 2014) on the
Groups accounting policies, the Group decided to change the way it accounts for its interests in
jointly controlled entities under the current IAS 31 Interests in Joint Ventures from proportionate
consolidation to the equity method of accounting. Comparatives have been restated accordingly
and the impact is disclosed below.
The Group has adopted IAS 1 Presentation of financial statements (effective 1 January 2013)
and concluded that the presentation of a third balance sheet is not material.
Balance sheet
Decrease in property, plant and equipment (21)
Increase in investment in joint ventures 11
Increase in financial receivables 26
Decrease in deferred taxation (1)
Decrease in inventories (2)
Decrease in trade and other receivables (17)
Decrease in cash and cash equivalents (8)
Decrease in trade and other payables 12
Income statement
Decrease in sale of goods and rendering of services (47)
Decrease in cost of sales 43
Decrease in other operating expenses (before depreciation) 6
Decrease in depreciation 1
Increase in share of losses of joint ventures (2)
Increase in profit before taxation 1
Decrease in income tax expense (1)
Statement of comprehensive income
Decrease in exchange differences on translating foreign operations (4)
Increase in share of comprehensive income of joint ventures 4
Statement of changes in equity
Retained earnings
Cash flow statement
Increase in cash utilised in operations 9
Decrease in the purchase of property, plant and equipment 20
Increase in financial receivables granted (26)
Increase in the acquisition of shares in joint ventures (11)
Decrease in the net increase of cash and cash equivalents (8)
51.2 Reclassification of comparative figures
The finalisation of the Groups fee based business model within its Financial Services segment resulted
in some selling and administration expenses as well as some finance costs within the GroCapital and
Unigro business units now being reported as part of cost of sales. It also resulted in the reclassification
of interest revenue between interest on trade receivables financed by banks and interest on trade
receivables with the same implications for interest paid to banks fortrade receivables financing and
interest paid to financial institutions. Comparatives have been restated since the change in business model
started on 1December 2011 for Unigro and 29 June for GroCapital. The impact was as follows:
Income statement
Sale of goods and rendering of services 45
Interest on trade receivables (45)
Cost of sales 41
Selling and administration expenses (22)
Finance costs (19)
Note to finance cost
Interest paid to banks for trade receivables financing (45)
Interest paid to financial institutions 45
The prior information in the corresponding notes has also been restated as well as the information in the segment report.
52 Subsequent event
As disclosed previously, the Groups trade receivables included an amount of R45,2 million which has been disputed
by the debtor. The matter was referred to legal arbitration and later to an independent audit firm for conclusion. On
2September2013 the Group was notified by the independent audit firm of a suggested settlement amount of R22,9 million.
Although the suggested settlement still needs to be accepted by both parties, this event constitutes an adjusting event after the
reporting period in terms of IAS 10 and as a result the Group recognised an impairment on trade receivables of R22,3 million.
AFGRI
APPENDIX A
Interest in unlisted subsidiaries
Amounts owed Interest

Issued capital by subsidiaries in subsidiaries
Nature
of Country of 2013 2012 2013 2012 2013 2012
business incorporation Rm Rm Rm Rm % %
Subsidiaries of AFGRI Limited
AFGRI Operations Limited A South Africa 6 6 161 688 73,27 100
OTK Investments House Proprietary Limited B South Africa (26) (22) 100 100
AFGRI Mauritius Holdings Proprietary Limited* C South Africa 335 11 100
Subsidiaries of AFGRI Operations Limited
AFGRI Animal Feeds Eastern Cape Proprietary
Limited D South Africa 128 139 100 100
AFGRI Animal Feeds Western Cape Proprietary
Limited D South Africa 60 31 100 100
AFGRI Equipment Proprietary Limited E South Africa 187 117 100 100
AFGRI Executive Trust F South Africa 2 100
AFGRI Lab Proprietary Limited G South Africa 100 100
AFGRI Limited Trust H South Africa 9 27 100 100
AFGRI Poultry Proprietary Limited I South Africa 322 97 100 100
AFGRI Tobacco Proprietary Limited J South Africa 1 100 100
AFGRI Western Cape Proprietary Limited K South Africa 100 100
Basfour 711 Proprietary Limited L South Africa 100
Collateral Management International Proprietary
Limited M South Africa (7) (12) 100 100
Cotton Seed Processors Proprietary Limited N South Africa 100 100
Crystal Holdings Proprietary Limited O South Africa 71 72 100 100
Daybreak Properties Springs Proprietary Limited P South Africa 100 100
Daybreak Superior Marketing Proprietary Limited Q South Africa 100 100
Deposita Rentals Proprietary Limited R South Africa 100
Dormanko Dertig Proprietary Limited L South Africa 100
Farm City Holdings Proprietary Limited P South Africa 100 100
Golf Car World Proprietary Limited S South Africa 100 100
GroCapital Broking Services Proprietary Limited T South Africa (25) (33) 100 100
GroCapital Financial Services Proprietary Limited K South Africa 36 867 100 100
Laeveld Korporatiewe Beleggings Limited U South Africa 15 15 (149) (150) 100 100
Main Street 301 Proprietary Limited V South Africa 100 100
Midway Chix Proprietary Limited W South Africa 100 100
Mila Nutri Proprietary Limited R South Africa 100 100
Natalse Landboukooperasie Limited U South Africa (131) (131) 100 100
Nedan Proprietary Limited X South Africa 280 39 100 100
A Agricultural and financial services, further processing of agricultural products, P Property holding company
holding company Q Broiler marketing
B Holding vehicle of treasury shares R Rental of cash collection equipment
C Investment holding company for international transactions S Assembly and distribution of golf carts and spare parts
D Manufacturing of animal feeds T Commodity procurement and marketing
E Retail sales and servicing of mechanised agricultural equipment U Agricultural services
F Executive share award scheme trust V Financial investment company
G Scientific services to farmers W Chicken hatchery
H Share incentive trust X Processing and marketing cotton, soya and sunflower products
I Broiler farm and abattoir Y Technical services via satellite photography
J Buyer and primary processor of tobacco Z Manufacturing and marketing of agricultural chemical products
K Financial services provider AA Insurance broker administration
L Procurement and distribution of spare parts AB Insurance brokerage
M Collateral management services AC Insurance investment holding company
N Processing and marketing of cotton seed oil AD John Deere agency in Australia
O Subletting of sugar cane farm
* Previously Beta Kilo Garage Proprietary Limited.

A F GRI
APPENDIX A
Interest in unlisted subsidiaries continued
Amounts owed Interest

Issued capital by subsidiaries in subsidiaries
Nature
of Country of 2013 2012 2013 2012 2013 2012
business incorporation Rm Rm Rm Rm % %
Nedan Oil Mills Proprietary Limited X South Africa 100 100
Nolko Proprietary Limited D South Africa 100 100
Partmaster Proprietary Limited L South Africa 15 32 100
Superior Foods Proprietary Limited Q South Africa 100 100
Techniland Proprietary Limited Y South Africa 100 100
Telsek Investments Proprietary Limited P South Africa 100 100
Tsunami Crop Care Proprietary Limited Z South Africa 2 (29) 82,5 82,5
Tsunami Plant Protection Proprietary Limited Z South Africa (14) 1 82,5 82,5
Unigro Administrators Proprietary Limited
(previously ACIB Administrators Proprietary
Limited) AA South Africa (20) (15) 100 76
Unigro Financial Services Proprietary Limited
(previously GroCapital Financial Services SA SPV
Proprietary Limited) K South Africa 69 (1) 100 100
Unigro Insurance Brokers Proprietary Limited
(previously AFGRI Insurance Brokers Proprietary
Limited) AB South Africa (9) 9 100 76
Unigro Investment Holdings Proprietary Limited
(previously AFGRI DHP Investment Holdings
Proprietary Limited) AC South Africa 17 9 100 76
Waltmerwe Park Proprietary Limited P South Africa 100 100
Subsidiaries of AFGRI Mauritius Holdings
Proprietary Limited
AFGRI Corporation Limited E Zambia # # 507 347 100 100
AFGRI Equipment Ghana Proprietary Limited E Ghana 100
AFGRI Grain Marketing Proprietary Limited T South Africa (168) 112 100 100
AFGRI Leasing Services Limited E Zambia # # 100
AFGRI Uganda Limited T Uganda 100
AFGRI Zimbabwe Equipment Limited E Zimbabwe 4 4 49 49
BNOT Harel Nigeria Limited W Nigeria 3 51
Clark Cotton Zambia Limited T Zambia 2# 2# 100 100
CMI Ghana Proprietary Limited M Ghana 100
CMI Mozambique Proprietary Limited M Mozambique 100
CMI Zambia Proprietary Limited M Zambia 100
T & H Walton Stores Proprietary Limited AD Australia 17,4* 17,4* 100 100
The Groups consolidated interest in the audited results of the subsidiaries is included in the Groups results. The year-end of the
companies is June, except BNOT Harel Nigeria Limited which has a December year-end.
#
Zambian Kwacha
* Australian Dollar
A Agricultural and financial services, further processing of agricultural products, P Property holding company
holding company Q Broiler marketing
B Holding vehicle of treasury shares R Rental of cash collection equipment
C Investment holding company for international transactions S Assembly and distribution of golf carts and spare parts
D Manufacturing of animal feeds T Commodity procurement and marketing
E Retail sales and servicing of mechanised agricultural equipment U Agricultural services
F Executive share award scheme trust V Financial investment company
G Scientific services to farmers W Chicken hatchery
H Share incentive trust X Processing and marketing cotton, soya and sunflower products
I Broiler farm and abattoir Y Technical services via satellite photography
J Buyer and primary processor of tobacco Z Manufacturing and marketing of agricultural chemical products
K Financial services provider AA Insurance broker administration
L Procurement and distribution of spare parts AB Insurance brokerage
M Collateral management services AC Insurance investment holding company
N Processing and marketing of cotton seed oil AD John Deere agency in Australia
O Subletting of sugar cane farm
AF GRI
APPENDIX B
Interest in unlisted joint ventures
2013 2012
Year-end % %
The significant joint ventures are:

Afgritech Limited August 50 50
New Amalfi Silos Proprietary Limited February 50
Profert Central Proprietary Limited February 51
GroCat BV June 50 50
GroCat Proprietary Limited June 50
Hinterland Proprietary Limited June 50
A F GRI
APPENDIX C
Interest in unlisted associates
Number of Interest in
shares associates Shares Loans
Nature Country
of of incor- 2013 2012 2013 2012 2013 2012 2013 2012
business poration % % Rm Rm Rm Rm
Deposita Systems Proprietary

Limited* A South Africa 46 46,0
Silocerts Proprietary Limited B South Africa 425 000 425 000 42,5 42,5 3 3
Ronin Grain
Management Proprietary
Limited C South Africa 10 000 10 000 49,0 49,0 6 6 1 1
Limpopo Tobacco
Processors Proprietary Limited D South Africa 8 650 8 650 43,3 43,3 38 38
Mkhuzangwe
Agriculture Proprietary Limited E South Africa 40 40 40,0 40,0 3 3
Carrying value 47 47 4 4
Fair value 47 47 4 4
*Sold 1 January 2013.
A Cash management
B Administration of silo certificates
C Silo information management
D Buyer and primary processor of tobacco
E Timber farming activities
Financial year-end of associates

The year-end of all associates is February, except Mkhuzangwe Agriculture Proprietary Limited which has a March year-end.
Country of incorporation
All associates are incorporated and operate in South Africa.
AF GRI
APPENDIX D
Available-for-sale financial assets
Number Interest in unlisted

of shares investments Shares Loans
2013 2012 2013 2012 2013 2012 2013 2012

Rm Rm % % Rm Rm Rm Rm
Investment in unlisted investments

Cape Fruit Processors Proprietary Limited 12 270 12 270 12 12 41 41
Other 1 1
Total carrying value 41 41 1 1
Fair value gain
Impairment (8) (1)
Fair value 33 41 1
A F GRI
COMPANY ANNUAL FINANCIAL STATEMENTS Contents
175 Company balance sheet

176 Company statement of comprehensive income
177 Company statement of changes in equity
178 Company cash flow statement
179 Notes to the Company annual financial statements
AF GRI
COMPANY Balance sheet
at 30 June 2013
2013 2012
Note Rm Rm
ASSETS
Non-current assets 1 175 939
Interest in subsidiaries 3 914 579
Current assets 451 109
Trade and other receivables 2 282 25
Total assets 1 626 1 048
EQUITY AND LIABILITIES

Capital and reserves attributable to the Companys equityholders 911 66
Share capital* 5
Retained earnings 6 911 66
Total equity 911 66

Current liabilities 715 982
Trade and other payables 7 11 10
Borrowings 8 704 972
Total liabilities 715 982

Total equity and liabilities 1 626 1 048
*Share capital issued to the value of R3 755 (2012: R3 755).
A F GRI
COMPANY Statement of comprehensive income
2013 2012
Note Rm Rm
Dividend income 10 912 87

Management fees 4 4
Interest received investments 38 36
Total income 954 127
Operating expenses (4) (3)
Income tax expense 9 (11) (13)
Other comprehensive income for the year
Total comprehensive income for the year 939 111
AF GRI
COMPANY Statement of changes in equity
Share Retained Total

Rm capital earnings equity
Balance 30 June 2011 36 36

Dividends paid (81) (81)
Balance 30 June 2012 66 66
Forfeiture of awards under Executive Share Award Scheme 2 2
Dividends paid (96) (96)
Balance 30 June 2013 911 911
A F GRI
COMPANY Cash flow statement
2013 2012
Note Rm Rm
Operating activities
Cash utilised in operations 13.1 (236) (6)
Interest received 38 36
Income tax paid 13.2 (11) (13)
Net cash generated from operating activities (209) 17
Investing activities
Financial receivables repaid 99
Interest in subsidiaries (335)
Dividends from investments 912 87
Net cash generated from investing activities 676 87
Financing activities
Movement in AFGRI Operation Ltd loan account (268) (19)
Forfeiture of shares for Executive Share Award Scheme 2
Dividends on shares (96) (81)
Net cash utilised in financing activities (362) (100)
Net increase in cash and cash equivalents 105 4
Cash and cash equivalents at beginning of year 64 60
Cash and cash equivalents at end of year 169 64
Cash collateral deposits 20
AF GRI
NOTES TO THE COMPANY Annual financial statements
2013 2012
Rm Rm
1 Accounting policies
Refer to pages 97 to 111 for the various accounting policies of the Group, which
are also applicable to the Company. Specific accounting policies applicable to
the Company is:
1.1 Investment in subsidiaries
Subsidiaries are entities controlled by the parent. Control is the power to
govern the financial and operating policies of an entity so as to obtain
benefits from its activities.
The financial statements recognise the interests in subsidiaries at cost.
2 Financial receivables
2.1 Held-to-maturity
Depfin Investments Proprietary Limited Preference share 101
On 28 June 2013 the Group redeemed the preference share investment
at Depfin Investments Proprietary Limited. These preference shares were
previously ceded to the Land Bank in terms of the Agri Sizwe transaction.
With the extension and refinancing for the Groups BEE transaction
(refernote 20 Group annual financial statements), the Land Bank
cancelled the session on these shares and the Group decided to redeem
the investment early. The preference share investment had a notional value
of R100 million with a carrying value of R101,3 million on redemption
date (2012: R101,4 million) and earned dividends at a variable rate of
62,75% of the prime lending rate currently 8,5% (2012: 9%). Dividends
were payable semi-annually on 31 March and30 September. A total of
R5,3 million was received in dividends (2012: R6,0 million) during the
current financial year.
2.2 Loans and receivables
Loan to AFGRI Operations Limited 284 284
The AFGRI Operations Limited loan is denominated in SA Rands and is not
secured. Interest is charged at a fixed rate of 12,4% per annum and payable
annually in arrears. Capital is repayable on 5 November 2014.
The fair value was calculated at R250,9 million, using a discount rate of
9%perannum.
Loan to AFGRI Operations Limited 259
The loan is denominated in SA Rand and is not secured. Interest is charged
based on the cost of funding for the AFGRI Group. The rate for June 2013
was 5,9%.
Total financial receivables 543 385
Short-term portion (Disclosed under trade and
other receivables) (282) (25)
2.3 The above financial receivables, as well as trade and other receivables,
were performing at the respective balance sheet dates, with the overall credit
risk associated with these financial assets considered to be low. The carrying
amounts of the financial receivables approximate their fair value (unless
where disclosed otherwise).
261 360
A F GRI
NOTES TO THE COMPANY Annual financial statements continued
2013 2012
Rm Rm
3 Interest in subsidiaries
3.1 Interest in AFGRI Operations Limited
3.1.1 299 961 328 (2012: 299 961 328) ordinary shares in AFGRI
Operations Limited representing 73,23% (2012: 100%) of the issued
share capital 579 579
3.1.2 Directors valuation at fair value 2 185 2 248
3.1.3 Attributable interest in the total amount of profits and losses of subsidiary
after income tax expense 939 111
3.1.4 During the year additional shares were issued by AFGRI Operations
Limited to Izitsalo Employee Investments Proprietary Limited as part of
the extension and refinancing of the BEE structure of the AFGRI Group
resulting in a dilution of the interest in AFGRI Operations Limited.
Details are provided in note 20 of the Groups consolidated annual
financial statements.
3.2 Interest in AFGRI Mauritius Holdings Proprietary Limited
3.2.1 Shares at cost AFGRI Mauritius Holdings Proprietary Limited 335
As part of AFGRIs drive to expand the Group changed its organisational
structure which now incorporates separate shareholding in the non-South
African businesses through a structure in Mauritius. This structure will
support the Groups planned funding structure for investments and loans
into operations outside South Africa.
Total interest in subsidiaries 914 579
4 Cash and cash equivalents and cash collateral deposits

Bank balance 169 64
Cash collateral deposits 20
Balance end of period 169 84
4.1 Cash and cash equivalents are the same for cash flow statement purposes.
5 Share capital
Number Ordinary
of shares shares Total
Balance at 30 June 2011 375 503 580
Balance at 30 June 2012 375 503 580
Balance at 30 June 2013 375 503 580
5.1 The total authorised number of ordinary shares is 515 million shares with a par value of 0,001 cents per share. All
issued shares are fully paid. Share capital issued to the value of R3755.
AFGRI
2013 2012
Rm Rm
6 Retained earnings
Comprises
Company 911 66
911 66
7 Trade and other payables

Other payables and accruals 11 10
11 10
8 Borrowings
8.1 Borrowings from AFGRI Operations Limited 674 972
The loan from AFGRI Operations Limited is unsecured and
interest-free with no specific terms of repayment.
8.2 Borrowings from AFGRI Operations Limited 30
The loan from AFGRI Operations Limited is denominated in
SA Rand and is not secured. Interest is charged based on the
cost of funding for the AFGRI Group. The rate for June 2013
was 5,9%.
Total borrowings 704 972
9 Income tax expense

9.1 Income tax expense
South African normal income tax current period (11) (10)
9.2 Reconciliation of income tax rate
Income for the year as a percentage of profit before income tax 1 10
Income tax effect of:
Dividends received 27 21
Secondary tax on companies (STC) (3)
Standard rate 28 28
No deferred tax assets and liabilities existed at 30 June 2013 (2012: Rnil).
A F GRI
NOTES TO THE COMPANY Annual financial statements continued
2013 2012
Rm Rm
10 Dividend income
Dividend income 912 87
Dividend income comprises the value of cash dividends received of which
R907 million (2012: R81 million) has been received from related parties.
11 Dividend and distributions

Final of 9,85 cents for 2012 (2011: 3,2 cents) 37 12
Interim of 15,65 cents per share for 2013 (2012:18,45 cents per share) 59 69
96 81
12 Directors emoluments
Directors remuneration paid by Company and subsidiaries for:
Non-executive
Services as directors 4 4
Executive
Managerial services (includes salary, performance remuneration and other benefits) 16 8
Details regarding the audited directors emoluments are provided in the remuneration
report which is partofthisintegratedannual report(referto pages 91 to 93).
13 Notes to the cash flow statement

13.1 Cash generated from operations
Adjusted for:
Dividends received from investments (912) (87)
Interest received (38) (36)
Working capital changes:
Trade and other receivables (257)
Trade and other payables 1
Decrease/(increase) in cash collateral deposits 20 (7)
Cash utilised in operations (236) (6)
13.2 Income tax paid
Tax liability beginning of the year
Normal income tax charged (11) (10)
STC charged for the year (3)
Tax liability end of the year
Tax paid during the year (11) (13)
AFGRI
14 Related-party transactions
During the year the Company in the ordinary course of business, entered into various transactions with related parties. These
transactions occurred on an arms length and commercial basis. (refer to page 166 and 167 for details).
Subsidiaries, associates and joint ventures
Details of investments in joint ventures and associates are disclosed in Appendix B and C on page 171 and 172. Investments
in subsidiaries are disclosed in Appendix A on pages 169 and 170.
Transactions with related parties
The Company received R907 million (2012: R81 million) in dividends from AFGRI Operations Limited as well as a
management fee of R4 million (2012: R4 million). Refer to notes 8 and note 2.2 for details on loans to/from AFGRI
Operations Limited and associated interest.
15 Financial instrument by category

15.1 All financial assets are classified as loans and receivables.
15.2 All financial liabilities are classified as other financial liabilities.
16 Maturity profile of financial instruments

The maturities of financial assets are based on carrying amounts (excluding projected future interest cash inflows) at balance
sheet date and have been disclosed to demonstrate the Companys management of liquidity risk. The maturities of financial
liabilities include both the contractual principle and interest cash outflows.
The maturity profile of financial assets and liabilities is summarised as:
<90 days <1 year 1 4 years >4 years Total
2013
Financial assets
Financial receivables 261 261
451 261 712
Borrowings 704 704
715 715
2012
Financial assets
109 259 101 469
Borrowings 972 972
982 982
A F GRI
SHAREHOLDER INFORMATION AND REFERENCES Contents
186 Analysis of shareholders

187 Notice of annual general meeting
193 Form of proxy
IBC Administration
AF GRI
SHAREHOLDER
INFORMATION
AND REFERENCES
A F GRI
SHAREHOLDER INFORMATION AND REFERENCES
Analysis of shareholders
Number of Number of
shareholdings % shares %
Shareholder spread
1 1 000 shares 2 220 47,89 754 294 0,20
1 001 10 000 shares 1 677 36,17 5 941 799 1,58
10 001 100 000 shares 451 9,73 15 372 513 4,09
100 001 1 000 000 shares 223 4,81 74 975 153 19,97
1 000 001 shares and over 65 1,40 278 459 821 74,16
Totals 4 636 100,00 375 503 580 100,00
Distribution of shareholders
Banks 34 0,73 16 333 355 4,35
Close corporations 118 2,55 555 047 0,15
Endowment funds 17 0,37 2 295 211 0,61
Individuals 3 773 81,39 32 345 902 8,61
Insurance companies 34 0,73 44 696 063 11,90
Investment companies 11 0,24 1 299 046 0,35
Medical schemes 6 0,13 662 713 0,18
Mutual funds 107 2,31 137 438 017 36,60
Nominees and trusts 261 5,63 4 488 893 1,20
Other corporations 14 0,30 136 679 0,03
Private companies 112 2,42 3 043 640 0,81
Public companies 3 0,06 288 227 0,08
Retirement funds 142 3,06 96 228 099 25,63
Incentive share trust 3 0,06 17 584 883 4,68
Treasury shares 1 0,02 18 107 805 4,82
Totals 4 636 100,00 375 503 580 100,00
Public/non-public shareholders
Non-public shareholders 49 1,06 39 108 332 10,41
Directors of the Company 3 0,06 1 170 193 0,31
Management of the Company 42 0,91 2 245 451 0,60
Share trust AFGRI Limited Trust 3 0,06 17 584 883 4,68
Treasury shares OTK Investment House 1 0,02 18 107 805 4,82
Public shareholders 4 587 98,94 336 395 248 89,59
Totals 4 636 100,00 375 503 580 100,00
Beneficial shareholders holding 4% or more

Number of
shares %
Allan Gray 45 640 490 12,15
Liberty Group 30 908 239 8,23
Government Employees Pension Fund 27 364 985 7,29
Sanlam 19 898 919 5,30
OTK Investment House 18 107 805 4,82
Totals 141 920 438 37,79
AF GRI
NOTICE OF annual general meeting (AGM)
AFGRI Limited
(Incorporated in the Republic of South Africa)
Registration number: 1995/004030/06
ISIN: ZAE000040549
JSE share code: AFR
(AFGRI or the Company)
Date, time and place of the meeting

Notice is hereby given that the eighteenth annual general meeting (AGM) of shareholders of the Company will be held at the AFGRI
Building, 12 Byls Bridge Boulevard, Highveld Extension 73, Centurion on Friday, 18 October 2013 at 10:00 for the purpose of
considering and, if deemed fit, passing the ordinary and special resolutions below.
General
Reference in this notice of AGM to the term Memorandum of Incorporation (MOI) refers to the Companys Memorandum of
Incorporation adopted by the shareholders at the Companys seventeenth AGM on 19 October 2012.
Record date
The Board of Directors of the Company has determined the record date as 11 October 2013. Only shareholders recorded in the
securities register of the Company at the record date shall be entitled to attend and vote at the AGM.
Voting rights
The majorities required:
for the ordinary resolutions are that more than 50% (fifty percent) of the voting rights exercised on each such resolution must be
exercised in favour thereof in order for it to be adopted; and
for the special resolutions are that more than 75% (seventy five percent) of the voting rights exercised on each such resolution must
be exercised in favour thereof in order for it to be adopted.
Any shares held by the AFGRI Executive Share Award Scheme and the AFGRI Share Incentive Scheme do not have voting rights
with regard to ordinary resolutions and special resolutions.
Voting by proxy
Every shareholder entitled to attend and vote at the proposed AGM is entitled to appoint a proxy to attend, participate in and vote
at such meeting on behalf of the shareholder.
Proxy forms are attached hereto on page 193 of this integrated annual report setting out the relevant instructions for their completion
and must be sent to the Companys transfer secretaries, Computershare Investor Services Proprietary Limited, 70 Marshall Street,
Johannesburg, 2001, PO Box 61051, Marshalltown, 2107, so as to reach them by no later than 16 October 2013 at 10:00.
Proxy forms must only be completed by those shareholders who have not dematerialised their shares or who have dematerialised
their shares with own name registration. Completion of a proxy form does not preclude such shareholder from attending and voting
(in preference to that shareholders proxy) at the AGM.
Conduct of meetings
Every shareholder or appointed proxy attending the meeting must provide reasonable satisfactory identification and the person
presiding at the meeting must be reasonably satisfied that the right of that person to participate and vote, either as a shareholder,
or as a proxy for a shareholder, has been reasonably verified.
If voting is by show of hands, any person who is present at the meeting, whether as a shareholder or as proxy for a shareholder
and entitled to exercise voting rights, has one vote, irrespective of the number of voting rights that person would otherwise be entitled
to exercise.
If voting on a particular matter is by polling, any person who is present at the meeting, whether as shareholder or as a proxy for a
shareholder, has the number of votes determined in accordance with the voting rights associated with the securities held by that
shareholder.
A F GRI
NOTICE OF annual general meeting (AGM) continued
Directors responsibility statement

The directors whose names appear on pages 16 to 19 of the IAR, collectively and individually accept full responsibility for the
accuracy of the information pertaining to the IAR, and certify that:
to the best of their knowledge and belief there are no facts, the omission of which would make any statement false or misleading;
they have made all reasonable enquiries in this regard; and
special resolution 2 below contains all information required by law and by the JSE Listings Requirements.
Material changes
Other than the facts and developments reported on in the IAR, there have been no material changes in the affairs or financial
position of the Company and its subsidiaries since the date of signature of the Audit Report.
Disclosures
The JSE Listings Requirements require the following disclosures, some of which are elsewhere in the IAR of which this notice forms
part as set out below:
Directors and management Page 16

Major shareholders of the Company Page 186
Directors interest in securities Page 96
Share capital of the Company Page 142
Annual financial statements

The annual financial statements for the year ended 30 June 2013 can be found on pages 86 to 183 of this IAR.
Directions for obtaining copies of the complete annual financial statements for the preceding financial year
Copies of the complete annual financial statements for the preceding financial year may be obtained from the Company Secretary
at 12 Byls Bridge Boulevard, Highveld Ext 73, Centurion or from the Companys website on www.afgri.co.za in electronic format.
ORDINARY RESOLUTION 1: Group annual financial statements

RESOLVED to receive and adopt the Group annual financial statements for the year ended 30 June 2013 including the reports of
the directors, Audit Committee and the independent auditors contained therein.
The reason for ordinary resolution 1 is that the Group annual financial statements must be presented at the first shareholder meeting
after they have been approved by the Board of Directors in terms of the Companies Act, No 71 of 2008, as amended (the
Companies Act, 2008), which came into effect on 1 May 2011.
ORDINARY RESOLUTION 2: Confirmation of appointment of a director: L Stephens

RESOLVED THAT the appointment of L Stephens as a director of the Company effective from 1 April 2013 is hereby confirmed.
L Stephenss profile appears on page 17.
ORDINARY RESOLUTION 3: Confirmation of appointment of a director: LL von Zeuner

RESOLVED THAT the appointment of LL von Zeuner as a director of the Company effective from 1 April 2013 is hereby confirmed.
LL von Zeuners profile appears on page 17.
ORDINARY RESOLUTION 4: Confirmation of appointment of a director: GJ Geel

RESOLVED THAT the appointment of GJ Geel as a director of the Company effective from 4 September 2013 is hereby confirmed.
GJ Geels profile appears on page 18.
The reason for ordinary resolutions 2 to 4 above is that in terms of the Companys MOI, the appointment by the Board of Directors
of any person as director of the Company during the year after the last AGM requires confirmation by shareholders at the first AGM
of the Company following the appointment of such person. L Stephens, LL von Zeuner and GJ Geel were appointed as directors of
the Company subsequent to the last AGM.
ORDINARY RESOLUTION 5: Reappointment of director: DD Barber

RESOLVED THAT DD Barber who retires by rotation in terms of the Companys MOI and being eligible and offering himself for
reappointment is hereby reappointed as director.
DD Barbers profile appears on page 16.
AF GRI
ORDINARY RESOLUTION 6: Reappointment of director: L de Beer
RESOLVED THAT L de Beer who retires by rotation in terms of the Companys MOI and being eligible and offering herself for
L de Beers profile appears on page 16.
ORDINARY RESOLUTION 7: Reappointment of director: LM Koyana

RESOLVED THAT LM Koyana who retires by rotation in terms of the Companys MOI and being eligible and offering himself for
LM Koyanas profile appears on page 16.
The reason for ordinary resolutions 5 to 7 above is that the Companys MOI and, to the extent applicable, the Companies Act,
2008, require that a component of the non-executive directors rotate at the AGM and, being eligible, may offer themselves for
reappointment as directors. The Board recommends the reappointment of these directors.
ORDINARY RESOLUTION 8: Reappointment and appointment of the members of the Group Audit and Risk Committee
RESOLVED THAT the following independent non-executive directors who are members of the Group Audit and Risk Committee
appointed at the last AGM: DD Barber, L de Beer and NC Wentzel, being eligible and offering themselves for reappointment, and
L Stephens as well as LL von Zeuner, new members, are hereby reappointed and appointed (as the case may be) as members of
the Group Audit and Risk Committee until the next AGM.
The profiles of the abovementioned members appear on pages 16 to 17.
The reason for ordinary resolution 8 above is that the Company, being a public listed company, must appoint an audit committee
and the Companies Act, 2008, requires that members of such audit committee be appointed, or reappointed, as the case may be,
at each AGM of the Company.
ORDINARY RESOLUTION 9: Reappointment and appointment of the Group Social and Ethics Committee members
RESOLVED THAT the following individuals who are members of the Group Social and Ethics Committee appointed at the last
AGM: CT Vorster and CP Venter, being eligible and offering themselves for reappointment, and L de Beer, NC Wentzel and
LStephens, new members, are hereby reappointed and appointed (as the case may be) as members of the Group Social and Ethics
Committee.
The profiles of the abovementioned individuals appear on pages 16 to 17.
The reason for ordinary resolution 9 above is that the Company, being a public listed company, must appoint a Social and Ethics
Committee in terms of the Companies Act, 2008. Although the Companies Act, 2008 does not explicitly require that members of
such Social and Ethics Committee be appointed or reappointed by shareholders, due to the committee being required by the Act,
it is implicit in the statutory being of such Social and Ethics Committee that the members should be appointed by the shareholders
similar to the appointment of the members of the Audit and Risk Committee.
ORDINARY RESOLUTION 10: Appointment of auditors

RESOLVED THAT Deloitte & Touche be and is hereby appointed as auditor of the Company (with AJ Dennis being the individual
designated auditor) for the 2014 financial year.
The reason for ordinary resolution 10 above is that the Company, being a public listed company, must have its annual financial
statements audited and such auditor must be appointed, or reappointed, as the case may be, at each AGM of the Company.
ORDINARY RESOLUTION 11: Remuneration policy non-binding advisory vote

RESOLVED THAT the AFGRI remuneration policy as set out on page 77 of this IAR and which is deemed to be part of the annual
general meeting notice, be approved.
The reason for ordinary resolution 11 above is that in accordance with principle 2.27.1 of King III, shareholders are required
annually to consider and endorse, as a non-binding advisory vote, the Groups remuneration policy. The principles and key
elements of the Groups remuneration policy are set out on page 77 of this Integrated Annual Report.
The AFGRI Remuneration Committee has considered the remuneration policy and recommended that shareholders approve the
following resolution:
SPECIAL RESOLUTION 1: Remuneration of non-executive directors

Directors fees were approved at the annual general meeting in 2012 and are applicable for the 12-month period ending
31October 2013.
A F GRI
NOTICE OF annual general meeting continued
The Board on the recommendation of the Remuneration Committee, proposes that the directors fees for the period commencing
1November 2013 be as set out below.
RESOLVED THAT as a special resolution the proposed fees, as set out below, payable to the non-executive directors (Board
members) for their services as directors on the Board and Board committees, be and is hereby approved.
Member Chairman Board member

Fee deducted
for not Fee for special
attending and ad hoc
Retainer a meeting meeting
Rand Rand Rand Rand
Board chairman 534 000 14 700 22 700

Non-executive Board member 183 000 14 200 22 700
Audit and Risk Committee 104 500 268 900 13 900 13 900
Remuneration Committee 72 800 105 700 11 100 11 100
Credit Committee 91 000 167 500 11 100 11 100
Nomination Committee 52 300 52 300 11 100 11 100
Sustainability Committee 72 800 105 700 11 100 11 100
Social and Ethics Committee 57 000 78 400 11 100 11 100
Investment Committee 72 800 105 700 11 100 11 100
Ad hoc committees formed 11 100 11 100
SPECIAL RESOLUTION 2: General authority to repurchase shares

RESOLVED THAT the Company, or any of its subsidiaries, be and are hereby authorised, by way of general authority, to acquire
ordinary shares in the Company, subject to the provisions of the Companys MOI, Companies Act, 2008, and the Listings
Requirements of the JSE Limited (the JSE) provided that:
(a) the general authority in issue shall be valid only until the Companys next AGM and shall not extend beyond 15 (fifteen) months
from the date of this resolution;
(b) any general repurchase by the Company and/or any of its subsidiaries of the Companys ordinary shares in the issue shall not
in aggregate in one financial year exceed 5% (five percent) (notwithstanding the 20% limit in the JSE Listings Requirements) of
the Companys issued ordinary share capital at the time that the authority is granted;
(c) no acquisition may be made at a price more than 10% (ten percent) above the weighted average of the market price of the
ordinary shares for 5 (five) business days immediately preceding the date of such acquisition;
(d) the repurchase of the ordinary shares are effected through the order book operated JSE trading system and done without any
prior understanding or arrangement between Company or any subsidiary and the counterparty (reported trades are prohibited);
(e) the Company or any subsidiary may only appoint one agent at any point in time to any repurchase(s) on the Companys behalf;
(f) the Company or its subsidiary may not repurchase ordinary shares during a prohibited period unless the company has a
repurchase programme where the dates and quantities of the securities to be traded during the relevant period are fixed and
full disclosure has been announced on SENS; and
(g) should the Company or any subsidiary cumulatively repurchase, redeem or cancel 3% (three percent) of the initial number of the
Companys ordinary shares in terms of this general authority and for each 3% (three percent) in aggregate of the initial number
of that class thereafter in terms of this general authority, an announcement shall be made in terms of the JSE Listings Requirements.
Having considered the effect on the Company at the maximum repurchase under this annual general authority, the directors are of
the opinion that:
the Company shall meet a solvency and liquidity test as contemplated by section 46(1)(c) and section 4 of the Companies Act, 2008;
the Company and the Group will be able to pay its debts for a period of 12 (twelve) months after the date of this notice of AGM;
the assets of the Company and the Group will be in excess of the liabilities of the Company and the Group for a period of
12 (twelve) months after the date of this notice of AGM, which assets and liabilities have been valued in accordance with
accounting policies used in the audited consolidated annual financial statements of the Group for the period ended 30 June
2013;
the share capital and reserves of the Company and the Group will be adequate for the course of business purposes for a period
of 12 (twelve) months after the date of this notice of AGM;
the working capital of the Company and the Group is considered adequate for ordinary business purposes for a period of
12(twelve) months after the date of this notice of AGM; and
the Board will ensure that the Companys sponsor provides the JSE with the necessary report on the adequacy of the working
capital of the Company and its subsidiaries in terms of the JSE Listings Requirements prior to the commencement of any share
repurchase in terms of this special resolution.
AF GRI
Reason for and effect of special resolution 2
The reason for the special resolution is to grant the Company a general authority or permit a subsidiary to acquire ordinary shares
in the Company. The effect of this special resolution is to confer a general authority on the Company or a subsidiary to repurchase
ordinary shares in the Company which are in issue from time to time.
The Board has considered the impact of a repurchase of up to 5% (five percent) of the Companys shares, being within the maximum
permissible under a general authority in terms of the JSE Listings Requirements. Should the opportunity arise and should the directors
deem it in all respects to be advantageous to the Company to repurchase such shares, it is deemed appropriate that the Company
or a subsidiary be authorised to repurchase the Companys shares.
SPECIAL RESOLUTION 3: Financial assistance for subscription of securities in terms of section 44 of the Act
RESOLVED THAT, as a general approval, the Company may, in terms of section 44(3)(a)(ii) of the Companies Act, 2008, and
subject to compliance with the remainder of section 44 of the Companies Act, 2008, provide financial assistance (financial
assistance will herein have the meaning attributed to it in section 45(1) of the Companies Act) that the Board of Directors of the
Company may deem fit to any person for the purpose of, or in connection with, the subscription of any option, or any securities,
issued or to be issued by the Company or a related or inter-related company (related and inter-related will herein have the
meaning so attributed in section 2 of the Companies Act, 2008), or for the purchase of any securities of the Company or a related
or inter-related company (on the terms and conditions, to the recipient/s, in the form, nature and extent, and for the amounts that
the Board of Directors of the Company may determine from time to time).

The reason for and effect of the special resolution, if adopted, will be to confer authority on the Board of Directors of the Company
to authorise financial assistance to any person for the purpose of, or in connection with, the subscription of any option, or any
securities, issued or to be issued by the Company or a related or inter-related company or corporation, or for the purchase of any
securities of the Company or a related or inter-related company or corporation generally as the Board of Directors of the Company
may deem fit, on the terms and conditions, and for the amounts that the Board of Directors may determine from time to time, for a
period of 2 (two) years from the date of adoption of the special resolution, and in particular as specified in this special resolution.
The granting of the general authority obviates the need to refer each instance of provision of financial assistance in the circumstances
contemplated in the special resolution for ordinary shareholder approval. This general authority would assist the Company with,
inter alia, making loans to any person for the purpose of, or in connection with, the subscription of any option, or any securities,
issued or to be issued by the Company or a related or inter-related company or corporation, or for the purchase of any securities
of the Company or a related or inter-related company or corporation. This will avoid undue delays, as it would facilitate the
expeditious conclusion of negotiations.
This general authority will be valid up to and including 2 (two) years from the date of the adoption of the special resolution.
In the event that the special resolution is adopted by the ordinary shareholders of the Company, thereby conferring general authority
on the Board of Directors of the Company to authorise financial assistance to any related or inter-related company or corporations
of the Company or to any 1 (one) or more members of any such related or inter-related company or corporation and/or to any
1(one) or more persons related to any such company or corporation, then the Board of Directors of the Company shall not authorise
any financial assistance contemplated in such special resolution unless the Board:
1. is satisfied that immediately after providing the financial assistance, the Company will satisfy the solvency and liquidity test
contemplated in section 4 of the Companies Act, 2008 (section 44(3)(b)(i)); and
2. is satisfied that the terms under which the financial assistance is proposed to be given are fair and reasonable to the Company
(section 44(3)(b)(ii)); and
3. has ensured that any conditions or restrictions in respect of the granting of financial assistance set out in the Companys MOI
have been satisfied (section 44(4)).
SPECIAL RESOLUTION 4: Financial assistance to a related or inter-related company or companies in terms of section 45 of
theAct
RESOLVED THAT, as a general approval, the Company may, in terms of section 45(3)(a)(ii) of the Companies Act, 2008, and
subject to compliance with the remainder of section 45 of the companies Act, 2008; provide any direct or indirect financial
assistance (financial assistance will herein have the meaning attributed to it in section 45(1) of the Companies Act, 2008) that the
Board of Directors of the Company may deem fit to any related or inter-related company or corporations of the Company or to any
1 (one) or more persons related to any such company or corporation (related and inter-related will herein have the meaning so
attributed in sections 1 and 2 of the Act) (on the terms and conditions, to the recipient/s, in the form, nature and extent, and for the
amounts that the Board of Directors of the Company may determine from time to time).
A F GRI
NOTICE OF annual general meeting (AGM) continued

The reason for and effect of the special resolution, if adopted, will be to confer authority on the Board of Directors of the Company
to authorise financial assistance to any person or related or inter-related company or corporations of the Company or to any 1 (one)
or more members of any such related or inter-related company or corporation and/or to any 1 (one) or more related to any such
company or corporation generally as the Board of Directors may deem fit, on the terms and conditions, and for the amounts that
the Board of Directors may determine from time to time, for a period of 2 (two) years from the date of adoption of the special
resolution, and in particular as specified in this special resolution.
The granting of the general authority would obviate the need to refer each instance of provision of financial assistance in the
circumstances contemplated in the special resolution for ordinary shareholder approval. This general authority would assist the
Company with, inter alia, making inter-company loans to subsidiaries of the Company, or inter-related companies, as well as
granting letter of support and guarantees in appropriate circumstances. This would avoid undue delays and attendant adverse
financial impact on subsidiaries, or inter-related companies, as it would facilitate the expeditious conclusion of negotiations.
This general authority would be valid up to and including 2 (two) years from date of the adoption of the special resolution.
In the event that the special resolution is adopted by the ordinary shareholders of the Company, thereby conferring general authority
on the Board of Directors of the Company to authorise financial assistance to any related or inter-related company or corporations
of the Company or to any 1 (one) or more members of any such related or inter-related company or corporation and/or to any 1
(one) or more persons related to any such company or corporation, then the Board of Directors of the Company shall not authorise
any financial assistance contemplated in such special resolution unless the Board:
1. is satisfied that immediately after providing the financial assistance, the Company will satisfy the solvency and liquidity test
contemplated in section 4 of the Companies Act, 2008 (section 45(3)(b)(i)); and
2. is satisfied that the terms under which the financial assistance is proposed to be given are fair and reasonable to the Company
(section 45(3)(b)(ii)); and
3. has ensured that any conditions or restrictions in respect of the granting of financial assistance set out in the Companys MOI
have been satisfied (section 45(4)).
In as much as the financial assistance will, in the aggregate, exceed one-tenth of 1% (one percent) of the Companys net worth at
the date of adoption of such resolution, the Company shall provide notice of the financial assistance to the ordinary shareholders
within 10 (ten) business days after adopting of such resolution or within 30 (thirty) business days after the Companys financial year-
end in any other case. Such notice(s) will also be provided to any trade union representing any employees of the Company. Such
notice(s) shall be published on the Companys website on www.afgri.co.za.
Person presiding at the meeting

JPR Mbau
Chairman of AFGRI Limited Board
Contacting the commission

In case of any doubt in regard to this notice and its application, kindly contact the Companies and Intellectual Property Commission
of South Africa at PO Box 429, Pretoria, 0001, Republic of South Africa. Tel: 086 100 2472. Website: www.cipc.co.za.
By order of the Board
MD Shikwinya
Company Secretary
Centurion
3 September 2013
AF GRI
FORM OF PROXY
Only for use by shareholders who have not dematerialised their shares or shareholders who have dematerialise their shares with
own name registration. All other dematerialised shareholders must contact their CSDP to make the relevant arrangements concerning
voting and/or attendance at the meeting.
I/We (block letters)

(name of shareholder)
of (address)
being a member/members of the Company, in respect of number of ordinary shares, do hereby appoint
(name of proxy)
of (address)
or failing him, the chairman of the meeting, as my/our proxy to represent me/us at the AGM of the Company to be held on Friday,
18 October 2013 at 10:00 at the AFGRI Building, 12 Byls Bridge Boulevard, Highveld Extension 73, Centurion, or at any
adjournment thereof, to speak thereon and vote as follows:
In favour of Against Abstain
resolution resolution fromvoting
Ordinary resolutions
1. To receive and adopt the Group annual financial statements for the year ended
30 June 2013 including the reports of the directors, Audit Committee and the
independent auditors contained therein.
2. To confirm the appointment of L Stephens to the Board, who was appointed by
the Board after the date of the last AGM.
3. To confirm the appointment of LL von Zeuner to the Board, who was appointed
by the Board after the date of the last AGM.
4. To confirm the appointment of GJ Geel to the Board, who was appointed by the
Board after the date of the last AGM.
5. To reappoint DD Barber to the Board, who retires in terms of the Companys
MOI and who, being eligible, offers himself for reappointment.
6. To reappoint L de Beer to the Board, who retires in terms of the Companys MOI
and who, being eligible, offers herself for reappointment.
7. To reappoint LM Koyana to the Board, who retires in terms of the Companys
MOI and who, being eligible, offers himself for reappointment.
8. To reappoint and appoint (as the case may be) by way of a separate vote the
following members of the Audit and Risk Committee:
8.1 DD Barber
8.2 L de Beer
8.3 NC Wentzel
8.4 L Stephens
8.5 LL von Zeuner
9. To reappoint and appoint (as the case may be) by way of a separate vote the
following members of the Social and Ethics Committee:
9.1 CT Vorster
9.2 CP Venter
9.3 NC Wentzel
9.4 L de Beer
9.5 L Stephens
10. To appoint Deloitte & Touche as auditors of the 2014 financial year with
AJDennis being the individual designated auditor.
11. To consider and endorse, as a non-binding advisory vote, the Groups
remuneration policy.
Special resolutions
1. To adopt and approve the special resolution regarding remuneration of the
non-executive directors of the Company
2. To adopt and approve the special resolution regarding the repurchase of shares
3. To adopt and approve the special resolution regarding financial assistance in
terms of section 44
4. To adopt and approve the special resolution regarding financial assistance in
terms of section 45
Please indicate instruction to proxy by way of a cross in the space provided above.
Signed at on 2013
Signature
A F GRI
NOTES TO THE FORM OF PROXY
1. A shareholder entitled to attend and vote at the AGM is entitled to appoint one or more proxies to attend, speak and vote on
his/her behalf. A proxy need not be a shareholder of the Company.
2. Every shareholder present in person or by proxy and entitled to vote at the AGM of the Company shall, on a show of hands,
have one vote only, irrespective of the number of shares such shareholder holds, but in the event of a poll, every ordinary share
in the Company shall have one vote.
3. Dematerialised shareholders registered in their own name are shareholders who appoint Computershare Custodial Services as
their central securities depository participant (CSDP) with the express instruction that their uncertificated shares are to be registered
in the electronic sub-register of shareholders in their own names.
Instructions on signing and lodging the proxy form

1. A shareholder may insert the name of a proxy or the name of two alternative proxies of the shareholders choice in the space/s
provided, with or without deleting the chairman of the AGM, but any such deletion must be initialled by the shareholder.
Should this space be left blank, the chairman of the AGM will exercise the proxy. The person whose name appears first on the
proxy form and who is present at the AGM will be entitled to act as proxy to the exclusion of those whose names follow.
2. A shareholders voting instruction to the proxy must be indicated by the insertion of the number of votes exercisable by that
shareholder in the appropriate spaces provide. Failure to do so shall be deemed to authorise the proxy to vote or to abstain
from voting at the AGM, as he/she thinks fit in respect of all the shareholders exercisable votes. A shareholder or his/her proxy
is not obliged to use all the votes exercisable by his/her proxy, but the total number of votes cast, or those in respect of which
abstention is recorded, may not exceed the total number of votes exercisable by the shareholder or by his/her proxy.
3. A minor must be assisted by his/her parent or guardian unless the relevant documents establishing his/her legal capacity are
produced or have been registered by the transfer secretaries.
4. To be valid, the completed proxy forms must be lodged with the transfer secretaries of the Company at Computershare Investor
Services Proprietary Limited, 70 Marshall Street, Johannesburg, 2001, PO Box 61051, Marshalltown, 2107, so as to reach
them by no later than 10:00 on Wednesday, 16 October 2013.
5. Documentary evidence establishing the authority of a person signing this proxy form in a representative capacity must be
attached to this proxy form unless previously recorded by the transfer secretaries or waived by the chairman of the AGM.
6. The completion and lodging of this proxy form shall not preclude the relevant shareholder from attending the AGM and speaking
and voting in person thereat to the exclusion of any proxy appointed in terms hereof, should such shareholder wish to do so.
7. The completion of any blank spaces need not be initialled. Any alterations or corrections to this form must be initialled by the
signatory/ies.
8. The chairman of the AGM may reject or accept any proxy form which is completed other than in accordance with these
instructions provided that he is satisfied as to the manner in which a shareholder wishes to vote.
AF GRI
ADMINISTRATION
AFGRI Limited Transfer secretaries

(Incorporated in the Republic of South Africa) Computershare Investor Services Proprietary Limited
Registration number 1995/004030/06 70 Marshall Street
ISIN code ZAE 000040549 Johannesburg, 2001
Share code AFR PO Box 61051
Marshalltown, 2107
Business address and registered office Tel 011 307 5000
AFGRI Building
12 Byls Bridge Boulevard Auditors
Highveld Extension 73 PricewaterhouseCoopers Inc.
Centurion, 0157 32 Ida Street
Tel 011 063 2347 Menlyn Park, 0102
Fax 087 942 7463 PO Box 35296
Menlo Park, 0102
Income tax reference number Tel 012 429 0000
9217/001/71/9
Sponsor
Company Secretary Investec Bank Limited
M Shikwinya 100 Grayston Drive
PO Box 11054 Sandton, 2196
Centurion, 0046 PO Box 785700
Sandton, 2146
Bankers Tel 011 286 7000
Absa Bank Limited
FirstRand Bank Limited
Investec Bank Limited
Land and Agricultural Development Bank of SA Limited
Nedbank Limited
Standard Bank of SA Limited
Standard Chartered Bank
BASTION GRAPHICS
AFGRI Limited
12 Byls Bridge Boulevard
Highveld Ext 73 Centurion 0157
PO Box 11054 Centurion 0046
GPS 255146.13S
281224.74 E
afgri@afgri.co.za www.afgri.co.za
T +27 11 063 2347
F +27 87 942 7463

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INTEGRATED ANNUAL REPORT 2013

T +27 11 063 2347

Our integrated annual

How to get the most out of our annual report

Increasing the return on assets

Expanding into industrial food processing

Growing the core business across the continent

32,9% to R8,573 billion 50,3% to

Decrease in dividend per Operating profit EBITDA down 9,5%

Return on shareholders Operating cash flows Debt:equity ratio Leverage ratio

HEPS Total assets Profit for the year

Record in daily receipt Poultry industry BEE ownership structure

19% decrease in GroCapital increase Launch of Mauritius-based

50% increase in AFGRI bought a Unigro debtors under

Average number of Lost-time injury Electricity consumption Water consumption

B-BBEE contributor Carbon footprint CSI

Our primary purpose is to generate sustainable shareholder value,

We are committed to apply sustainability

Our approach to risk management is designed to

Our risk appetite and combined assurance approach

Corporate governance provides guidance and oversight

2013 performance# Key features

2013 performance# Key features

AFGRI Gross segment revenue

2013 performance# Key features

Retail Equipment Grain Management

Specialised Finance Broking and Financial Markets GroCat joint venture

ANIMAL PROTEIN OIL, MILLING AND PROTEIN

AFGRI Animal Feeds AFGRI Poultry AFGRI Milling

Nedan Our products and the markets we service

Izitsalo Employee Investments

South African operations Non-South African operations

AFGRI AFGRI AFGRI

Grain Management Unigro AFGRI Poultry

Unigro Insurance Brokers AFGRI Milling

Oil and Protein

OUR SIX CAPITALS OUR VISION

AFGRI MILLING AND POULTRY

These divisions are involved in the processing of

L (Linda) de Beer (44)

Other board memberships: Royal Bafokeng Platinum Limited, Hospitality

DD (Dave) Barber (61)

LM (Lwazi) Koyana (45)

BA (Busi) Mabuza (49)

CT (Theo) Vorster (50)

Theo established Galileo Capital in 2005 and currently serves as

Other board memberships: Galileo Capital, Izitsalo

CP (Chris) Venter (45)

Chris joined Absa Corporate and Merchant Bank in 1999 as team

In June 2006 Chris joined AFGRI as Managing Director of AFGRI

GJ (Johan) Geel (46)

PJP (Pieter) Badenhorst (43)

Pieter joined AFGRI in December 2008 as

MM (Mulco) Manyama (55)

Strategy What it means

Offering world-class services Our aim is to provide a range of world-class

Increasing the return on assets We focus on increasing the capacity of our

Expanding into industrial food We understand the cyclicality of the agricultural

Key performance indicators How weve measured

Introduction Strategy and overview

The Agri Services segment continues to generate praise-

Food security The Board appointed two independent non-executive directors,