ORGANISATION PROFILE 2.1 -2.10
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2.1 Name of the organisation.
Integrated Report:Annual General Meeting:Consolidated Annual Financial Statements:Integrated Report:Q and A with the chief executive - top performing Cat dealer Group executive: Human resources, strategy and sustainability report 2015 progress review - 2015 performance 2015 progress review - 2015 performance 2015 progress review - 2015 performance People - 2015 CEO awards Innovative customer solutions - Equipment and Handling - Gold status of service excellence Innovative customer solutions - Equipment and Handling - Partnering for Marine systems integration Innovative customer solutions - Automotive and Logistics - Recognition awardsBarloworld Limited
180 Katherine Street
PO Box 782248
Sandton
2146, South Africa
Tel: +27 11 445 1000
Email: invest@barloworld.com -
2.2 Primary brands, products, and/or services.
Integrated Report:Group profile and where we operate Organisation structure For more information Business model Diversity and inclusion - Supplier diversity Diversity and inclusion - Strategic partnerships Sustainable development - Responsible principals Sustainable development - Joburg Gone Green initiative Innovative customer solutions - Equipment and Handling Innovative customer solutions - Equipment Innovative customer solutions - Equipment Innovative customer solutions - Automotive and Logistics Innovative customer solutions - Automotive and Logistics - Leveraging dual brands Innovative customer solutions - Automotive and Logistics - Logistics - Future-focused smart solutions Innovative customer solutions - Corporate division overview Profitable growth - Growth activitiesAnnual General Meeting:Barloworld distributes leading international brands providing integrated rental, fleet management, product support and logistics solutions. The core divisions comprise Equipment and Handling (earthmoving and power systems, materials handling and agriculture), Automotive and Logistics (car rental, motor retail, fleet services, used vehicles and disposal solutions, logistics management and supply chain optimisation).
The group offers flexible, value-adding, integrated business solutions to customers backed by leading global brands. The brands it represents on behalf of its principals include Caterpillar, Hyster, Avis Budget, Audi, BMW, Ford, General Motors, Jaguar Land Rover, Mazda, Mercedes-Benz, Toyota, Volkswagen, Massey Ferguson and others.
Barloworld has a proven record of long-term relationships with global principals and customers. The group has an ability to develop and grow businesses in multiple geographies including emerging and challenging territories with high growth prospects. One of our core competencies is an ability to leverage systems and best practices across our chosen business segments.
Supply chain
To sustain long-term value creation for all stakeholders as envisaged by our Values and sustainability principles, it is important to align ourselves with a robust supply chain, responsible leading principals and Original Equipment Manufacturers (OEMs).
Mutual respect, trust, support and benefit, guided by our governance and ethical frameworks, underpin our relationships throughout our supply-chain. The group has developed a set of conduct criteria and standards for suppliers which form part of a supplier due diligence initiative. Where non-conforming suppliers are identified, appropriate action is taken according to the circumstances.
Integral to our value chain is our commitment to being a leader in sustainable development and identifying competitive advantages through solutions that help customers achieve their sustainability objectives, facilitate a transition to lower carbon economies and expand into related opportunities.
A key socio-economic driver, within the South African context, is integrating previously disadvantaged groups into the economy. Aside from our OEMs, we support and empower a range of small and medium-sized suppliers, contractors and enterprises in our supply chain, through our South African-oriented enterprise development initiatives and preferential procurement programme. We are committed to the localisation and empowerment of our supply chain where practicable, and have completed a number of supplier development interventions engagements in South Africa over the year. In this regard over 600 suppliers have been engaged and introduced to our mandate and procurement thrust towards transformation and black economic empowerment.
Barloworld represents leading international OEMs and brands such as Caterpillar, Hyster, Avis, Audi, BMW, Ford, General Motors, Jaguar Land Rover, Mazda, Mercedes-Benz, Toyota, Volkswagen, Massey Ferguson, Challenger and others. The group is therefore part of supply chains that reflect international best practice in the manufacture, sale, service, support and disposal of products. These standards are complemented by Barloworld’s own ethics, values and standards. We are committed to working with suppliers to ensure our customers’ objectives are met and their competitive position enhanced. A number of our principals have been included on various environmental and/or sustainability related indices, further supporting their reputation as responsible leading companies.
Mindful of our responsibilities in our value chain and a number of initiatives have been implemented to assess and limit any potential risks emanating through our supply chain. We have assessed our principals that account for the majority (some 70%) of our procurement spend, for environmental, labour, human rights, bribery and corruption, and corporate citizenship risks. Save for the area of concern reflected below, the remainder have been assessed as low risk rating.
We are aware of the well-publicised Volkswagen and Audi emission issues affecting customers internationally. We recognise the associated risks and are engaging with our principal. The Volkswagen and Audi vehicles sold by us in our dealership territories meet local emissions compliance standards, and our operations have consequently not been directly impacted. We regret any anxiety or uncertainty our customers, or any other stakeholders, may have experienced because of this matter.
Third party service providers and suppliers (TPSP&S) in all business divisions have been subjected to a risk assessment and due-diligence process in relation to bribery and corruption. This due diligence process involves the integration a more rigorous screening of TPSP&S into the existing procurement processes and setting clearly defined minimum requirements. This process is now applied to new TPSP&S and is ongoing for existing TPSP&S, in accordance with the Barloworld due diligence policy.
To date some 16 500 suppliers are being covered by such assessment. As part of this process, some 3 330 suppliers have signed the Barloworld Supplier Code of Conduct which includes, among other things, the following voluntary undertaking from suppliers:
“The supplier understands that it has responsibility for its own supply chain and for managing standards of conduct within its supply chain. It therefore agrees to encourage and promote high ethical standards and adherence to international best practices in human rights, health, safety and environmental standards when undertaking its contractual obligations towards Barloworld.”
Technology and e-business
All businesses are appropriately leveraging technology to optimise their solutions offerings. Online business initiatives and platforms in all business units enhance the coverage, efficiency and effectiveness of our shared value activities creation for our stakeholders. For more detail see Managing technology in our 2015 Integrated Report.
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2.3 Operational structure of the organisation, including main divisions, operating companies, subsidiaries and joint ventures.
Integrated Report:Group profile and where we operate Organisation structure Business model Finance directors review People - Number of employees by division Innovative customer solutions - Equipment and Handling Innovative customer solutions - Equipment and Handling Innovative customer solutions - Equipment and Handling Innovative customer solutions - Equipment and Handling - Equipment division overview Innovative customer solutions - Equipment and Handling - Partnering for Marine systems integration Innovative customer solutions - Automotive and Logistics Innovative customer solutions - Automotive and Logistics -Automotive Business overview Innovative customer solutions - Automotive and Logistics - Logistics Business overview Innovative customer solutions - Corporate division overview Financial returns - Summarised notes to the consolidated financial statements - Operating segmentsAnnual General Meeting:Consolidated Annual Financial Statements:Corporate Governance:Main divisions of Barloworld Limited are:
- Barloworld Equipment & Handling
- Barloworld Automotive & Logistics
Operating companies and subsidiaries:
- Avis Southern Africa Limited
- Barloworld Botswana (Pty) Limited3
- Barloworld Capital (Pty) Limited
- Barloworld Equipment (Pty) Limited
- Vostochnaya Technica Limited UK1
- Barloworld Holdings PLC1
- Barloworld Handling Limited1
- Barloworld Insurance Limited1
- Barloworld Investments (Pty) Limited
- Barloworld Logistics (Pty) Limited
- Barloworld South Africa (Pty) Limited
- Barloworld Investments Namibia (Pty) Limited4
- Finanzauto SA2
- RIH Investments (Pty) Limited
- Sociedade Technica de Equipamentos e Tractores SA5
- Zeda Car Leasing (Pty) Limited t/a Avis Fleet Services
All companies are incorporated in (or operate principally in) the Republic of South Africa except where otherwise indicated as follows:
1. United Kingdom
2. Spain
3. Botswana
4. Namibia
5. PortugalSignificant Joint Ventures:
- Bartrac Equipment Limited
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2.4 Location of organisation's headquarters.
Integrated Report:Annual General Meeting:Consolidated Annual Financial Statements:The corporate office primarily comprises the headquarters in Johannesburg South Africa, the treasury in Maidenhead, United Kingdom, and the captive insurance company in the Isle of Man. The group has a decentralised management philosophy, providing a limited range of corporate activities and services. These include internal audit, governance and company secretarial, investor relations, corporate communication, corporate finance, treasury and taxation, risk and legal, group strategy and sustainability, human resources management, employee benefits, and facilities management.
Barloworld Limited
180 Katherine Street
PO Box 782248
Sandton
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2.5 Number of countries where the organisation operates, and names of countries with either major operations or that are specifically relevant to the sustainability issues covered in the report.
Integrated Report:Group profile and where we operate Business model People - Workforce by region Innovative customer solutions - Equipment and Handling Innovative customer solutions - Automotive and Logistics Innovative customer solutions - Corporate division overview Profitable growth - Growth activitiesAnnual General Meeting:Consolidated Annual Financial Statements:The group operates in the following countries
Barloworld Equipment: Andorra, Angola, Botswana, Cape Verde, China, Democratic Republic of the Congo, Lesotho, Malawi, Mozambique, Namibia, Portugal, Russia, São Tomé and Principé, South Africa, Spain, Swaziland, United Kingdom, Zambia and Zimbabwe.
Barloworld Handling & Agriculture: Angola, Botswana, Lesotho, Malawi, Mozambique, Namibia, South Africa, Swaziland, Zambia and Zimbabwe.
Barloworld Automotive: Botswana, Ghana, Lesotho, Mozambique, Namibia, South Africa, Swaziland, Tanzania and Zambia.
Barloworld Logistics: Botswana, Kenya, Namibia, South Africa, Swaziland, United Arab Emirates, Zambia and Zimbabwe.
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2.6 Nature of ownership and legal form.
Integrated Report:Governance and ethics - Compliance with laws, rules, codes, resgulations and standards Shareholder profile Corporate informationConsolidated Annual Financial Statements:Corporate Governance:Barloworld is incorporated in South Africa under the provisions of the Companies Act, No. 71 of 2008, as amended (Companies Act). The company is listed on the Johannesburg Stock Exchange (JSE) and maintains secondary listings on London Stock Exchange (LSE) and Namibia Stock Exchange. Nature of ownership (shareholding) is reflected below.
Shareholder Profile
Register date: 30 September 2015
Issued share capital: 226 727 596Public and non-public shareholdings
Shareholder type Number of
holders% of total shareholders Number of
shares% of issued
capitalNon-public shareholders 23 0.23 15 990 389 7.05 Directors, Prescribed Officers & Associates 12 0.12 1 246 831 0.55 Treasury# 1 0.01 26 997 0.01 Employee and Educational Trusts 1 0.01 231 548 0.10 Tamarix Investment Holdings (Pty) Ltd 9 0.09 14 485 013 6.39 Public shareholders 9 799 99.77 210 737 207 92.95 Total 9 822 100 226 727 596 100 # shares the company purchased to settle FSP grants
Shareholder spread Number of
holders% of total
shareholdersNumber of
shares% of issued
capital1–1 000 shares 7 152 72.82 2 491 390 1.10 1 001–10 000 shares 2 026 20.63 6 321 863 2.79 10 001–100 000 shares 456 4.64 14 668 671 6.47 100 001–1 000 000 shares 153 1.56 47 007 610 20.73 1 000 001 shares and above 35 0.36 156 238 062 68.91 Total 9 822 100.00 226 727 596 100.00
Beneficial shareholders holding 3% or more
Beneficial shareholdings Total shareholding % Government Employees Pension Fund (PIC) 38 038 567 16.74 Saudi Arabian Monetary Agency (SA) 6 951 510 3.06 Total 44 990 077 19.80
Investment managers holding 5% or more
Investment manager Total shareholding % PIC 30 620 552 13.48 Coronation Asset Management (Pty) Ltd 20 238 671 8.82 Westwood Global Investments LLC 17 788 007 7.83 Dimension Fund Advisors 12 764 701 5.62 Total 81 411 931 35.75
Geographical analysis of shareholders – 2015
Region Total shareholding % of issued capital South Africa 110 651 266 48.80 United States of America & Canada 69 649 344 30.72 United Kingdom 14 755 252 6.51 Rest of Europe 7 372 643 3.25 Rest of the World¹ 24 299 091 10.72 Total 226 727 596 100
1 Represents all shareholdings except those in the above regions
Geographical analysis of shareholders – 2014
Region Total shareholding % of issued capital South Africa 119 425 079 51.63 United States of America & Canada 55 757 143 24.11 United Kingdom 12 654 563 5.47 Rest of Europe 12 075 878 5.22 Rest of the World¹ 31 379 156 13.57 Total 231 291 819 100
1 Represents all shareholdings except those in the above regions
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2.7 Markets served (including geographic breakdown, sectors served and types of customers/beneficiaries).
Integrated Report:Group profile and where we operate Organisation structure Business model Chairman's letter Q and A with the chief executive Looking forward - Our medium-term strategy to 2020 Innovative customer solutions - Equipment and Handling Innovative customer solutions - Automotive and Logistics Innovative customer solutions - Corporate division overview Profitable growth - Growth opportunitiesSpecific industries in which the group operates include: mining; construction; forestry; power (electrical, marine, petroleum, industrial); long and short-term vehicle and plant rental; distribution of vehicles; equipment; agriculture; logistics management and supply chain optimisation.
Customer segments include: corporates; individuals; state; state owned enterprises; local utilities and municipalities; wholesale and retail; warehousing; ports and harbours; contractors and sub-contractors.
The group creates value by:
- Providing flexible, value adding, innovative customer solutions in the following business segments:
- Equipment (earthmoving and power systems)
- Handling (forklift and truck distribution and agricultural equipment)
- Automotive (car rental, motor retail, fleet services, used vehicles and disposal solutions)
- Logistics (logistics management and supply chain optimisation)
- Representing leading global brands supported by Barloworld’s service excellence
- Managing effectively our long-term relationships with global principals and customers.
The group’s exposure to the mining, infrastructure, power, agriculture, tourism and logistics sectors with long-term growth potential, particularly in emerging markets, is the key driver of establishing market presence in developing economies.
The group operates in the following countries.
Where we operate
Barloworld Equipment: Andorra, Angola, Botswana, Cape Verde, China, Democratic Republic of the Congo, Lesotho, Malawi, Mozambique, Namibia, Portugal, Russia, São Tomé and Principé, South Africa, Spain, Swaziland, United Kingdom, Zambia and Zimbabwe.
Barloworld Handling & Agriculture: Angola, Botswana, Lesotho, Malawi, Mozambique, Namibia, South Africa, Swaziland, Zambia and Zimbabwe
Barloworld Automotive: Botswana, Ghana, Lesotho, Mozambique, Namibia, South Africa, Swaziland, Tanzania and Zambia.
Barloworld Logistics: Botswana, Kenya, Namibia, South Africa, Swaziland, United Arab Emirates, Zambia and Zimbabwe.
19 745people in the above countries
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2.8 Scale of the reporting organisation.
Integrated Report:Group profile and where we operate Organisation structure Business model Performance against key indicators - Financial and non-financial indicators People - Workforce by region People - Number of employees by division Innovative customer solutions - Equipment and Handling Innovative customer solutions - Automotive and Logistics Innovative customer solutions - Corporate division overview Financial returns - Summarised notes to the consolidated financial statements - Operating segments Financial returns - Summarised notes to the consolidated financial statements - Salient features Shareholder profileConsolidated Annual Financial Statements:Corporate Governance:- Revenue (Rm): 62 720
- EBITDA (Rm): 6 478
- Operating profit (Rm): 3 995
- Headline earnings per share from continuing operations (cents): 926
- Profit before tax (Rm): 2 355
- Profit after tax (Rm): 1 547
- Net profit (Rm): 1 834
- Total assets (Rm): 48 155
- Interests of all shareholders (Rm): 20 042
- Non-current liabilities (Rm): 12 078
- Current liabilities (Rm): 15 992
- Total equity and liabilities (Rm): 48 155
- Number of employees: 19 745
- Energy consumption (Gigajoules): 3 122 041
- GHG emissions (tCO2e)(Scope 1 and 2): 287 597
- Water consumption (ML): 745
- Countries of operation: 23
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2.9 Significant changes during the reporting period regarding size, structure or ownership.
Integrated Report:About this report - Significant changes during the reporting period Innovative customer solutions - Automotive - 2015 performance review Innovative customer solutions - Logistics - 2015 performance review Profitable growth - Growth activities Shareholder profileConsolidated Annual Financial Statements:Director's report - Acquisitions and disposals Note 33 - Changes in accounting policy and disclosuresSignificant changes since 2014 include the disposal of Logistics Spain, SAT Dubai and Agriculture operations in Siberia during the period. Acquisitions included the GM Ferndale motor retail dealership, the net assets in Tronix to enhance our fleet management system through telematics, Tanzuk Limited in Tanzania by Avis Fleet. The acquisition of the remaining shareholding of re- (rebranded to SmartMatta). None of the disposals resulted in the restatement of financial and non-financial information.
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2.10 Awards received in the reporting period.
Integrated Report:Annual General Meeting:Consolidated Annual Financial Statements:Integrated Report:Q and A with the chief executive - top performing Cat dealer Group executive: Human resources, strategy and sustainability report 2015 progress review - 2015 performance 2015 progress review - 2015 performance 2015 progress review - 2015 performance People - 2015 CEO awards Innovative customer solutions - Equipment and Handling - Gold status of service excellence Innovative customer solutions - Equipment and Handling - Partnering for Marine systems integration Innovative customer solutions - Automotive and Logistics - Recognition awardsBarloworld received the following Corporate awards:
- Barloworld is a constituent of the FTSE/JSE Responsible Investment Index
- Barloworld is included in the Dow Jones Sustainability Emerging Markets Index (DJSI) announced in September 2015
- Barloworld included in the Euronext ‐Vigeo EM 70 Index, which reflects the 70 most advanced companies in emerging countries with regards to corporate responsibility (announced November 2015)
- Barloworld was recognised for consistently appearing on the CDPs Carbon Performance Leadership Index for three of the six years it has been in place
- As per independent assessment conducted in 2015, Barloworld was ranked 18th among the most empowered JSE listed companies.
- Various divisional awards
