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Pick n Pay Holdings Group

Directors' report

for the period ended 3 March 2013

Provision of financial assistance to related or inter-related companies and others

The shareholders resolved, in terms of the provisions of section 45 of the Companies Act 2008, that the Company may from time to time provide direct or indirect financial assistance to any director, prescribed officer, related company, inter-related company or member of a related or inter-related company on such terms and conditions as determined by the Board.

General approval to repurchase Company shares

Shareholders resolved that the Company or any of its subsidiaries may acquire issued shares of the Company or its holding company, upon such terms and conditions and in such amounts as the directors of the Company may determine from time to time.

Acquisition of such shares is subject to the Memorandum of Incorporation of the Company, the provisions of the Companies Act, No. 71 of 2008, as amended and the Listings Requirements of the JSE, provided further that acquisitions of shares in the Company by the Company and its subsidiaries may not, in the aggregate, exceed in any one financial year 5% of the Company's issued share capital.

Directors and secretary

In terms of the Company's Memorandum of Incorporation the directors and alternate directors listed below retire by rotation and they offer themselves for re-election.

Gareth Ackerman
Hugh Herman
Jonathan Ackerman (alternate)
Suzanne Ackerman-Berman (alternate)
David Robins (alternate)

Information pertaining to the directors and the Company Secretary appear here.

Directors' interest in shares

The directors' interest in shares is their effective direct shareholding in the Company, excluding treasury shares. For further details refer to the remuneration report on here.

Borrowings

The Group's overall level of debt (including bank overdrafts and overnight borrowings) increased from R1 464.5 million to R2 729.6 million during the period. This is largely due to the adoption of the 52-week financial reporting period. The change in reporting date cut-off resulted in an increase in bank overdraft of R1 059.2 million. There has been no change in net working capital due to the adoption of the 52-week financial reporting period.

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