NATURE OF BUSINESS

The Company, which is domiciled and incorporated in the Republic of South Africa and listed on the JSE Limited, the recognised securities exchange in South Africa, is an investment holding company. The Group comprises trading subsidiaries that retail food, clothing and general merchandise throughout southern Africa and in New South Wales, Australia, both on an owned and franchise basis. Subsidiary companies also on occasion acquire and develop strategic retail and distribution sites.

GENERAL REVIEW

The Group income statement is presented here and reflects the Group’s operational results.

The Group’s headline earnings from continuing operations and dividends paid for the year are as follows:

AUDIT, RISK AND COMPLIANCE COMMITTEE

We draw your attention to the Audit, Risk and Compliance Committee section of the corporate governance review where we set out the responsibilities of the committee and how it has discharged these responsibilities during the year.

DIVIDENDS PAID AND DECLARED

A cash dividend (number 80) of 118.00 cents per share was paid to shareholders on 17 June 2008.

A cash dividend (number 81) of 35.75 cents per share was paid to shareholders on 15 December 2008.

For further details refer to note 7.

The directors have declared a cash dividend (number 82) of 134.25 cents per share. The last day of trade in order to participate in the dividend (CUM dividend) will be Friday, 5 June 2009. Shares will trade EX dividend from the commencement of business on Monday, 8 June 2009 and the record date is Friday, 12 June 2009. The dividend will be paid on Monday, 15 June 2009. Share certificates may not be dematerialised or rematerialised between Monday, 8 June 2009 and Friday, 12 June 2009, both dates inclusive.

As dividend number 82 was declared on 21 April 2009 it will only be accounted for in the 2010 financial year. The declaration of this dividend will result in a charge for secondary tax on companies of R63.8 million, which will be accounted for in the 2010 financial year.

SHARE CAPITAL

The issued ordinary share capital remained unchanged during the year at 506 133 882 shares.

At year-end a subsidiary company held 25 736 561 (2008: 25 736 561) treasury shares in the Company. These repurchases were implemented in accordance with a general authority granted by shareholders.

In addition to the above, as at year-end, the Pick n Pay Employee Share Purchase Trust held 7 614 604 (2008: 9 723 673) shares in the Company and 10 418 493 (2008: 11 228 333) shares in Pick n Pay Holdings Limited, which are accounted for as treasury shares. These shares are held to meet obligations of options granted. A second subsidiary company also holds 1 708 203 (2008: 1 680 303) shares in Pick n Pay Holdings Limited, which are also accounted for as treasury shares.