Group

The Group is controlled by Rallen (Pty) Ltd which owns 56,46% (2019: 57,06%) of its issued share capital. Management fees totalling R3 million (2019: R3 million) were paid by the Group to Rallen (Pty) Ltd during the year. Various other transactions occur between companies within the Group, all of which are eliminated on consolidation. These transactions include rendering of services and supply of product.

There are no other related-party transactions recorded on consolidation by the Group and thus for the year ended 30 June 2020, the Group has not made any provision for doubtful debts relating to amounts owed by related parties (2019: Rnil) nor incurred any bad debt expense in the current year (2019: Rnil).

Key management personnel and prescribed officers comprise only the Group executive directors and executive directors of Ceramic Industries. Remuneration paid to key management personnel of the Group is provided below. No balances were owing at year end (2019: Rnil).

Directors’ shareholding

The directors’ interest in the stated share capital of the Company as at 30 June 2020 is as follows:

Changes in directors’ interest in the stated share capital of the Company after financial year end, as well as participation in share incentive schemes, were announced on SENS on 7 September 2020.

Directors’ participation in share incentive schemes

Directors’ holdings under the Share Appreciation Rights Scheme are set out in the table below:

Directors’ holdings under the Executive Retention Plan are set out in the table below:

Shares issued under the Executive Retention Plan are pledged, at the discretion of the Italtile Remuneration Committee, as security for the potential cash repayment penalty payable in terms of the rules of the scheme should a participant leave the employ of the Company within the vesting period. All unvested shares issued under this scheme are accordingly pledged, except for 350 000 shares held by B G Wood, which were released from pledged after year end and the shares forfeited by T T A Mhlanga following her resignation.

Prescribed officers’ holdings under the Ceramic Industries Retention Scheme are set out in the table below:

Refer to note 6 for further details pertaining to these schemes.

Directors’ remuneration

Company

The Company owns 100% of the issued ordinary share capital of Italtile Ceramics (Pty) Ltd and receives dividends and management fees from its subsidiary.

Previously, the Italtile and Ceramic Foundation Trust acquired the Italtile Limited shares which were held by Arrow Creek Investments 74 (Pty) Ltd – the transaction was funded by an interest-free loan from Italtile Limited (refer to note 6 for further details).

The Company has an interest-free loan due from the Italtile Empowerment Trust. This entity was set up by the Board as part of its first BEE transaction.

All related-party transactions are concluded at arm’s length with the exception of the Foundation Trust and Empowerment Trust loans which are interest-free. There have been no guarantees provided or received for any related-party receivables or payables. For the year ended 30 June 2020, the Company has not made any provision for doubtful debts relating to amounts owed by related parties (2019: Rnil) nor incurred any bad debt expense in the current year (2019: Rnil). This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates.

Details of related-party transactions are as follows:

Refer to notes 7, 16 and 20 for further disclosure relating to terms of balances owing at year end.

Key management personnel and prescribed officers comprise only the Company Board members. Remuneration paid to key management personnel of the Company is provided above. No balances were owing at year end (2019: Rnil).