innovate agriculture Annual Report 2012 - gwk

Annual Report 2012
innovate agriculture

innovate agriculture
Grain Products
Grain marketing
Wheat
Maize
Soy beans and Sunflower
Simba maize
Durum
Barley
Waxy maize
Grain facilities
Eastern Free State Marketing
Eastern Cape Marketing
Cape Malting House
Westra (Top White)
Wheat mill
Pasta factory
Biscuit factory
Primary Production
Sidi Parani (fertiliser)
Direct Inputs
Chemicals
Seed Production, Processing and
Marketing
Crop Production
FloTank (logistics)
Insurance
Precision Farming
Production Research
Emerging Producer Development
KwaZulu-Natal Marketing
Reason for being:
Spesialist Products
Oil seeds
Pecan nuts
Distributors
Wine (Landzicht)
Potatoes
Northern Cape Laboratory services
(potatoes)
Contractors
Oil
Cotton
Lucerne and Livestock feeds
SA Feed Phosphates (SAFP)
Bullhill
Western Cape Marketing
Corporative Services
Finances and Systems
Corporative marketing
Financing
Financial Agricultural Services
(Pro-Farmer)
Risk Management
Secreteriat and Legal services
Human Resources
Auctions, Meat and Supermarkets
Auctions
Meat
Meat-to-Market (cattle abattoir)
Supermarkets
GWK Properties
Trade
Mechanisation and Engineering
– Whole goods (John Deere)
– Workshops (John Deere)
Parts (John Deere)
– Bearing and Belting
Retail
– Retail outlets (LandMark)
– Storage
– Tyres
– Filling station
– Fuel (storage and distribution)
– Irrigation (Valley agencies)
– Cell phones (Nashua Mobile)
As a business owned by producers, GWK acts as an extension of our producers’ businesses to create sustainable wealth for participating
shareholders and stakeholders. GWK strives to keep generations of successful producers part of agriculture.
Vision:
• To be a sustainable agri-business of excellence.
Mission:
We unlock potential, create wealth and add value for our partners in
mission in an entrepreneurial manner, characterised by:
• innovative thinking
• creative solutions
• excellent decision-making
• energetic execution, and
• backed by ownership and specialisation.
Value system:
innovate agriculture
• With honesty, integrity and transparency,
• socially accountable towards our communities,
• partnership with our staff, and
• with holistic sustainability as our goal.
Index
The reports and statements as contained in the
document represent the financial statements
that are presented to the shareholders.
Contents Page
Three year group financial review 2
Chairman’s review 6
GWK Board 8
Corporate governance 10
Report of the Audit Committee 14
Social responsibility 16
Report of the Social and Ethics Committee 18
Report of the Managing Director 22
GWK Chief Executive 26
Report of the independent auditors 28
Directors’ responsibility and approval 30
Certificate of the Company Secretary 31
Directors’ report 32
Statement of financial position 36
Statement of financial performance 38
Statement of comprehensive income 39
Statement of change in equity 42
Statement of cash flow 44
Notes to condensed financial statements 48
General information 56
1

2 3
GWK Limited
Three year group financial review
Income statement 2010 2011 2012
Turnover
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R'000 R'000 R'000
3,089,719 3,208,089 4,897,038
Operating income before taking into account the following: 152,233 196,123 192,712
- Interest paid: External sources 63,422 65,492 87,178
Profit before accruals to members 88,811 130,631 105,534
Accruals to members 59,772 68,701 100,389
- Rebate paid 40,670 54,709 76,426
- Interest paid 19,102 13,992 23,963
Profit before tax 29,039 61,930 5,145
Tax 8,375 12,541 2,024
Profit for the year 20,664 49,389 3,121
R 3,089,719
R 3,208,089
R 4,897,038
2010 2011 2012
7.0%
Turnover Omset
Turnover Wins before voor toevallings accruals aan to lede members
(R'000)
(R'000)
R 130,631
Balance sheet 2010 2011 2012
Assets
R'000 R'000 R'000
Non-current assets 311,124 399,158 439,065
Current assets 1,003,517 1,306,291 1,755,461
Total assets 1,314,641 1,705,449 2,194,526
Equity and liabilities
Netto Nett opbrengs return on op totale total capital kapitaal
9.9%
Nett Netto profit wins on as % of van revenue omset
4.1%
Aandeelhouersfondse
Shareholders’ funds
(R'000)
6.2%
2010 2011 2012
R 88,811
R 105,534
2010 2011 2012
2.9%
2.2%
2010 2011 2012
Issued share capital 10,325 10,779 11,363
Reserves 37,123 76,268 81,410
Shareholders’ loans 373,986 424,245 508,777
Shareholders’ equity 421,434 511,292 601,550
Non-current liabilities 26,242 31,449 182,289
Current liabilities 866,965 1,162,708 1,410,687
Total equity and liabilities 1,314,641 1,705,449 2,194,526
R 1,314,641
R 421,434
Total Totale assets Bates
Own Eie kapitaal capital tot to totale total kapitaal capital
(R'000)
32.1%
R 2,194,526
R 1,705,448
2010 2011 2012
R 511,292
R 601,550
2010 2011 2012
30.0%
27.4%
2010 2011 2012
24.9%
Opbrengs Return on op shareholders’ aandeelhouersfondse funds
31.0%
20.6%
2010 2011 2012

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Chairman’s review

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Chairman’s review
GWK continues to meet expectations in terms of its financial
and other achievements. In addition, the company is positioned
right to continue to benefit shareholder producers and other
stakeholders through its operations in the future.
Agriculture is increasingly characterised by rising uncertainty,
more volatility and a business environment that changes daily.
Agricultural businesses must achieve innovative business
solutions in this environment by creating effective value chain
mechanisms at all levels. A chain is only as strong as its weakest
link. Therefore all stakeholders must be involved in the chain and
benefit from it. This is what GWK does.
In the year under review GWK again succeeded in positioning
itself effectively in the agriculture value chain. The competition
in the market is not only between products and companies, but
also between value chains.
Agriculturalists must ensure that we are part of the most
competitive value chain. This will distinguish agricultural
businesses from each other in the future.
Economic review
A few tractive powers have the greatest influence on the
agriculture environment at the moment. These include the
drought in America, the financial crisis in Europe, China’s
continued drive for its own food security, and agricultural
development in Africa.
The drought in America offers, in the short-term, higher grain
prices that draw food prices upward to an extent. This offers
a welcome boost to the commodities markets that provokes
new debates on food security and the fair protection of our local
industries.
Furthermore, it makes South Africa’s grain competitive
in the world market and new export opportunities
arise. This all is positive for farmers. The crisis in
Europe most probably will continue for a while and
although it does not exactly offer new opportunities
for export, we must still protect our market share.
China is a different story. Although the country’s economy has
cooled down slightly, it remains the driver that keeps the world’s
economy afloat.
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I believe that China and India are becoming some of our largest
trading partners, but also some of our largest competitors. The
South African government must negotiate carefully with these
giants.
South Africa must maintain a fine balance between the expansion
of our business relationship with China and the protection and
growth of our economy.
Agricultural development in Africa, whereby China also is involved
to meet its food needs, necessitates South African producers to
farm more effectively so that South Africa can retain its position
as the food basket of Africa. South African agriculture must not
miss the opportunity to become involved in the development of
agriculture in other African countries.
The major challenge in the midst of the influence of these
larger powers is how South African producers should position
themselves as far forward as possible so as to retain a share
in the value chain in Africa, and at the same time to mitigate the
risks in the market.
Agricultural review
The floods of the past two years placed producers under
pressure. However, GWK once again found a unique solution
by making flood loans of R150 million, from the Industrial
Development Corporation (IDC), available to producers.
Land reform and political uncertainty remain major challenges.
The level of rhetoric will become worse and worse in the coming
months.
With the 100 year anniversary of Act 27 on Land Affairs of 1913,
we can expect many decisions regarding land. We must, however,
remain calm! I truly believe that a process of give and take and
the dedication of all stakeholders will bring forth solutions.
The changes, with the greatest future impact on agriculture, are
being seen in the marketing environment. Competition is strong,
the concentration of buying power is growing, the producer’s
share in the consumer’s rand is shrinking, while dumping and low
price imports are on the increase.
Thus, there is no place for ineffective practices. At farm level,
the effectiveness of production must be increased. Producers
must farm more effectively to remain competitive.
The year for GWK
Frank Lawrence
Chairman
This year, GWK succeeded in assisting the producer to farm more
effectively. This was done through leading research, involvement
with producers and the effective transfer of knowledge.
Examples of this are information, farmers’ days, irrigation
scheduling, mechanisation techniques, contracting services for
cotton and lucerne, financial services and study groups.
GWK is committed to forging and maintaining strong relationships
with every role player on every level of the value chain – from
the provision of inputs to production, storage, processing,
distribution and marketing.
GWK’s peanut drying plant, cotton mills, pecan nut plant, cool
storage, export of lucerne, abattoirs, and the recent opening of
retail shops, as well as the planned wheat mills, and the pasta
and biscuit factory are examples of how GWK is exploiting the
new opportunities in the value chain.
GWK acts as an extension of producers’ businesses. We are
as a company owned by producers, unique because of the
cooperation and unity that exists between the company and
producers. It is the soul of our company.
This all contributed to excellent financial results with a profit of
R105 million and accruals of R100 million to shareholders. We
also reach a milestone this year with the first capital payments
of preferential shares and shareholder loans. It is the first
rotation of shareholder funds to take place. A total amount of
R11,9 million will be paid out to qualifying shareholders.
GWK’s own capital currently is just below 30%. Our aim is
higher, but the state of our own capital is the result mainly of
the delayed maize harvest and the wheat stock which is being
stored. It should be rectified in the new year.
Sustainability
GWK is an irrigation specialist and irrigation forms an integral
part of the agriculture puzzle. Therefore, we are forced to
advocate for the preservation of water quality and to farm
sustainably and in environmentally-friendly manner.
In our business, we must also attempt to constantly create new
job opportunities. Part of this is GWK’s focus on the development
of emerging producers and a constructive contribution to black
economic empowerment.
New jobs are created with new business. Thus, GWK is also
focused on seizing new business opportunities.
Acknowledgements
I thank my co-directors for their dedication and the remarkable
manner in which they perform their duties.
Thank you also to GWK’s management and other staff for the
passion that is visible in their work.
To our shareholders, thank you for your loyal support, which
makes the company reach greater heights every year.
Above all, thank you for the grace from Above that we receive
daily.
Frank Lawrence
Chairman
Douglas
September 13, 2012

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Board
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Frank Lawrence
(Chairman)
Orffer Müller
Frans Lubbe
(Vice Chairman)
Piet Roux
Johan Jacobs Wynand Human Frans Wiid Tertius Marais
Koos van der Ryst
Ronnie Stadhouer
Hennie Coetzee
Eric Ramongalo
Johan van Dyk
(Managing Director)
Johann Klopper
(Financial Director)
Willem Mülke

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10 11 11
Corporate governance
The Board provides effective leadership based on GWK’s value system. It is a fundamental principle of GWK to build a sustainable
business with consideration of economic principles as well as the interests of the communities in which it functions.
As a business in producers’ possession, GWK acts as an extension of producers’ businesses to create a sustainable prosperity for
participating shareholders and stakeholders. GWK strives to retain generations of successful producers as part of agriculture.
GWK value system
Corporate governance is based on GWK’s value system, which includes the following:
• Client focus
• Team focus
• Integrity
• Human dignity
• Openness
• Excellence
• Co-ownership
• Social responsibility
Board of Directors
GWK has a Board of Directors with 13 independent, non-executive directors and two executive directors. A total of 12 directors are
nominated by shareholders in regional context and are elected at the Annual General Meeting.
The Board functions in terms of a formal director’s policy that reflects the values of the company and explains the framework
within which GWK’s Board operates.
A matrix exists in terms of which certain powers and authorities are delegated by the Board to Management. Essential
competencies are reserved for decision by the Board of Directors. It is the responsibility of the Executive Directors to implement
the decisions of the Board of Directors.
The Board of Directors effectively control the company and its Management and is involved in all decisions that are fundamental to
the company in order to ensure the sustainability thereof.
Division boards exist for every operational division in GWK and this enables the Board to establish more specialised expertise in a
diversified company.
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Board
Portfolios
Frank Lawrence*
Frans Lubbe*
Hennie Coetzee*
Wynand Human*
Johan Jacobs*
Klasie Jacobs*
Johann Klopper#
GWK Board V§ O§ X X§ X§ Vβ Xα X X X X © X X X Xβ X X X
Executive committee V§ X X§ Vβ X X
Audit committee X V Xβ X X§
Risk committee X V Xβ X X§
Remuneration committee V§ X X Vβ X§ X
Social and Ethics
Committee
Tertius Marais*
V X X Vβ X X
GWK Trade Division Board X§ Xα X © X X Xβ V X
GWK Auctions & Meat
Division Board
Willem Mülke*
Orffer Müller*
Rehann Nolte#
X§ Xα X © X X Xβ V X
GWK Grain Division Board X X§ Xα X X X © V
GWK Specialist Products
Board
GWK Industries Division
Board
Potato Advisory
Committee
Ground nuts Advisory
Committee
X X§ Xα X X X © V
X X Xβ Xα X X © X V X
X X X§ Xβ V X X
X X X§ Xβ V X X
Wine Advisory Committee X X X§ Xβ V X X
Cotton Advisory
Committee
Livestock Producers
Meeting
Irrigation Producers
Meeting
*
#
©
α
β
§
V
O
X
Independent, non-executive
Executive
Up until September 1, 2012
Since September 1, 2012
Up until November 9, 2011
Since November 9, 2011
Chairman
Vice Chairman
Member
X X X§ V X X
X X X X§ X§ Xβ Xα X X X X © X X X Xβ X X X
X X X X§ X§ Xβ Xα X X X X © X X X Xβ X X X
Eric Ramongalo*
Piet Roux*
Ronnie Stadhouer*
Gerhard Stander*
Johan van Dyk#
Koos van der Ryst *
Frans Wiid*

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Corporate governance (continued)
Board committee
The Board established specific committees that are accountable to the Board of Directors. Specific responsibilities are delegated
to the committees with clearly specified frames of reference. No executive director acts as chairman of any of the following Board
committees.
Audit Committee
The Audit Committee performs an important role in the system for the monitoring of internal controls. The members of the Audit
Committee have sufficient financial and commercial skills to carry out their duties and responsibilities successfully.
The report of the Audit Committee for the past financial year is included in this annual report.
Risk Committee
The Risk Committee has a formal charter approved by GWK’s Board of Directors. The committee is responsible for reviewing
the company’s risk philosophy, strategies and policy, as well as to evaluate the effectiveness of GWK’s risk management plan.
The company’s Risk Committee comprises four independent, non-executive directors. The Executive Directors, General Managers,
Executive Manager: Secretariat and Risk Management and Manager: Internal Audit attend the meeting on invitation. The committee
meets at least four times a year.
During the year under review, a total re-evaluation of the GWK group’s risk analysis system and the risk analysis process was done
and reporting was adjusted accordingly.
Remuneration Committee
The Remuneration Committee comprises of four independent, non-executive directors and the Managing Director. The Financial
Director attends meetings on invitation.
The Remuneration Committee met twice during the past financial year. The Remuneration Committee has unrestricted access to
external experts to assist the committee in the review of GWK’s compensation philosophy, formulating the overall human resource
framework, and comparison of the company’s compensation practices with the best existing practices.
Social and Ethics Committee
During the past financial year, a Social and Ethics Committee was established. This committee consists of four independent,
non-executive directors and the Managing Director. The Social and Ethics Committee monitors the GWK group’s activities in the
communities in which it operates and evaluates GWK’s role as a corporate citizen.
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Report of the Audit Committee
This report incorporates the requirements of the statutory responsibilities of Audit Committees, as contained in Section 94 of the
Companies Act.
Composition of the Audit Committee
The Audit Committee comprises of four independent, non-executive directors as per the guidelines of King III. The members
have, in the opinion of the committee, the necessary skills, knowledge and experience to properly perform their duties and
responsibilities in terms of the Companies Act.
The following persons served on the Audit Committee for the year under review:
Audit Committee Member Qualification
F.J. Lubbe (Chairman) CA(SA)
F.J. Lawrence B.Sc. Agric (Hons)
T.C.J. Marais B.Com MBA
A.O. Műller CA(SA)
Responsibilities of the Audit Committee
The committee has a charter, approved by the Board, which sets out the duties, responsibilities and delegated powers of the
committee.
The committee also serves as Audit Committee of the subsidiaries of GWK.
The general responsibilities of the Audit Committee include the following:
• serve as liaison between the external auditors and the Board;
• advise the Board whether there are adequate internal and financial controls in place;
• reviewing and approving of the annual internal audit plan;
• reviewing and approving of the external audit plan;
• reviewing of internal audit reports, as well as management commentary on them;
• reviewing external audit reports, as well as management commentary on them;
• determine the effectiveness of the external, as well as internal auditors;
• determine policy, for approval by the Board, regarding the provision of non-audit services by the external auditors;
• make a recommendation to the shareholders for approval, for the appointment of independent auditors, as well as the
approval of external auditors’ remuneration;
• ensure that all real financial risks are identified and managed;
Meetings
The Audit Committee for the period under review met four times. Such meetings were also attended by the independent external
auditors, Executive Directors, Chief Executive, the Executive Manager: Secretariat and Risk Management, Manager: Internal Audit
and the Company Secretary on invitation. Persons attending meetings on invitation do not have voting rights.
The Audit Committee meets, without any other members of management present, with the independent, external auditors, the
Executive Manager: Secretariat and Risk Management, and the Manager: Internal Audit.
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Access to the Audit Committee
The independent external auditors, as well as the internal auditors, have unrestricted access to the Audit Committee and the
Chairman of the Audit Committee.
Statutory duties
In pursuance of the provisions of the Act, the Audit Committee:
• confirms the appointment of Enslins (Bethlehem) Inc. as independent external auditors and Mr. P.Y. Morrison, as the registered
auditor responsible for the audit;
• satisfied themselves that the external auditors are independent of the company;
• agreed on the terms of appointment and the fees payable to the independent auditors;
• confirms that it did not receive any complaints, whether from inside or outside the company, regarding accounting practices,
the external and internal audit of the company, the content or auditing of the annual financial statements, or any related
matter.
The Audit Committee also recommends that the shareholders approve the appointment of Enslins (Bethlehem) Inc. as independent
external auditors of GWK for the year ending 31 May 2013, and Mr. P.Y. Morrison as the registered auditor responsible for the
audit.
Annual financial statements
After careful consideration of the financial statements, including the annual report, with specific reference that an acceptable
level of disclosure and fair representation was complied with, the Audit Committee the GWK Board recommends that the annual
financial statements be approved.
On behalf of the Audit Committee
F.J. Lubbe
Chairman of the Audit Committee
Douglas
September 13, 2012

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Social responsibility
The values on which GWK are built include integrity and social responsibility. Investment in the communities where we live and
work is not negotiable for the GWK Board and Management and is an integral part of how we do business.
The company is committed to acting as a responsible corporate citizen. This is done by investing in community with sponsorships,
skills development, and interaction with stakeholders.
GWK does not measure the compliance to social responsibility and reinvestment in the area according to the amount of money
utilised for this purpose. The success of our community projects is measured by the difference they make.
During the financial year under review various schools in GWK’s service area were assisted to renovate key infrastructure,
opportunities were created for learners in sport, among others, and various community organisations were financially supported
to reach their goals.
GWK is also involved in honouring people who make a difference in the community by developing community involvement and a
sense of social responsibility.
GWK focuses its investment in rural areas where our shareholders operate their agricultural businesses. It is important for GWK to
invest in the maintenance of institutions that are precious to these communities. The investment is not focused on individuals, but
on the funding of projects and institutions which benefit people in groups.
GWK recognises its responsibility to support projects that focus on establishing emerging producers as commercial farmers in
South Africa. Thus, we are involved with partners such as the Northern Cape Department of Agriculture in the training of emerging
farmers.
During the year under review, more than 1 000 emerging producers were beneficiaries in various projects in which GWK was
involved through mentoring by training, agricultural planning, the development of sustainable business plans, and agricultural
support.
The company also subscribes to the principles contained in the Agriculture Bill on Black Economic Empowerment. GWK’s own BEE
compliance is classified as Level 7 and BEE development is considered as strategically important.
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Social and Ethics Committee Report
The Social and Ethics Committee was established during the past year in order to assist the GWK Board in ensuring that the GWK
group functions as good corporate citizens. The committee also performs the statutory functions as required in terms of the
Companies Act.
This report is presented to indicate how the committee performs its duty in terms of the Companies Act, well as any additional
duties which the GWK Board delegates to the committee.
Composition of the committee
The committee consists of four independent, non-executive directors and one executive director. The Financial Director, the Company
Secretary, the Executive Manager: Human Resources, and the Executive Manager: Corporate Marketing, attend the meetings on
invitation and have no voting rights.
The following persons serve on the committee:
Committee member Executive / Non-executive
F.J. Lawrence (Chairman) Non-executive
J.H. Coetzee Non-executive
F.J. Lubbe Non-executive
T.C.J. Marais Non-executive
J.H. van Dyk Executive
Responsibilities of the Social and Ethics Committee
The committee has a charter approved by the Board; this charter sets out the duties, responsibilities and delegated powers of the
committee. The committee also serves as the Social and Ethics Committee of the subsidiaries in the GWK group.
The functions of the committee include the following, as defined by the Companies Act and the approved charter:
Monitoring of the GWK group’s activities with regard to social and economic development with specific reference to
the group’s performance in terms of:
• The promotion of good corporate citizenship of the GWK group.
• Monitoring of the GWK group’s compliance with environmental, health and safety norms which include
• the impact of the GWK group’s products and services.
• Monitoring of customer relationships that include advertising, public relations and compliance with consumer legislation.
Access to information
The committee has full access to:
• Internal audit reports.
• Reports of external auditors.
• Safety reports and minutes.
• Reports regarding social development actions.
• Any other information that the committee reasonably requires in the performance of its duties.
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Significant actions
Detailed reporting was done on GWK’s activities related to social and economic development in the social responsibility report.
During the year under review, the GWK Board approved a compliance policy.
The policy serves as a guideline regarding compliance with laws, rules and guidelines by employees and also reflects
GWK’s value system. The compliance policy is intended to provide our employees with guidelines and references in
his/her daily work, thus preventing any violation, as well as establishing GWK’s ethical standards. A comprehensive
communications programme was implemented to ensure that the compliance policy impacts all levels in GWK.
Progress was also made with the finalisation of a fraud prevention policy that will be implemented in the 2013 financial year. One
of the objectives of this policy is to establish a mechanism through which employees and customers can report illegal, dishonest or
unethical behaviour by employees of GWK without any threat of intimidation.
GWK’s health and safety framework and structures were reviewed during the past year and significant structural changes were made.
The structural changes are aimed at greater focus on the health and safety of GWK’s employees and customers to obtain more
accurate and timeous management information systems, greater accountability of staff in respect of safety, and more effective and
objective reporting systems.
On behalf of the Social and Ethics Committee
F.J. Lawrence
Chairman of the Social and Ethics Committee
Douglas
August 21, 2012
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Report of the Managing Director

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Report of the Managing Director
Introduction
GWK’s financial and strategic results for the 2011/12 financial
year bear testimony to how the company can contribute to
retaining successful producers as part of agriculture in South
Africa.
A growth of 45% in the company’s profits before accruals
to shareholders allowed accruals for our shareholders to
accordingly increase to R100 million.
A reduction in fertiliser prices restricted the greater GWK
group’s profit, but savings on input costs were a further benefit
for our producers.
The larger discounts as well as the savings could be realised
because the profit of the GWK company’s subsidiaries in the
greater GWK group does not have an influence on accruals
for shareholders. This illustrates the advantage of the group’s
diversity.
The contributions to sustainable agriculture form the
foundation for further growth for the greater GWK group.
Volatility in international agriculture commodities, as well as
other uncertainties in South African agriculture, necessitates
concerted action to achieve more stability in primary agricultural
production.
Thus, during the period under review, GWK acquired financing
at favourable rates at the Industrial Development Corporation
(IDC) to pass the benefit on to producers who were financially
restricted after the floods. A total amount of R150 million was
allocated to producers in this manner.
A healthy debtors’ book places GWK in the position to continue
to assist producers in their operations, while the diversity of the
GWK group’s businesses is the platform for sustainable growth
and development.
The alignment of these diverse business structures, to remain
in line with change, thus again received attention in the year
under review. It will further strengthen GWK’s position in the
next period by involvement in an increasingly larger chunk of the
entire agricultural value chain.
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Grain Products
The past year was characterised by an especially good wheat
production season.
Record yields were achieved in GWK’s service area. Millers,
however, accepted the product very slowly, showing little
interest in local wheat. The year was marked by a record
percentage consumption of imported wheat.
The maize season was long and wet and was characterised by
average returns. Grain prices traded low at first in the year under
review, with a strong upward movement at the end of the year.
The increase was especially welcome for wheat trading.
Due to the late maize harvest and poor wheat prices, wheat
plantings were lower during the current season compared to the
previous season.
The cultivation of Durum wheat, barley, and Waxy and Simba
maize is enjoying increased attention. We aim to provide these
markets completely from GWK’s service area. A steady growth
is expected in these markets.
Capital projects that were completed in the 2011/12 financial year
include the upgrading of the Jan Kempdorp depot to increase its
intake capacity. Additional silo capacity of 10 000mt was erected
at Hopetown (Trans Oranje).
The illumination capacity of GWK’s silo complex was dramatically
expanded to enable GWK to receive and handle grain at higher
moisture percentages.
Wheat and maize were stored in silo bags to create capacity at
Douglas and Modderrivier in order to have dealt the increased
wheat and maize crops.
The final feasibility study for the construction of a barley malthouse
at Modderrivier will be completed in the next financial
year. The construction at Modderrivier of a wheat mill, a biscuit
factory and a pasta factory continues.
Ongoing discussions with Transnet FreightRail, as well as
provincial and national government structures, led to approval
for the upgrading of the Belmont-Douglas railway.
Work on increasing the capacity of the branch line begins in the
new financial year. The project is expected to be completed by
March 2013.
The high international grain prices, especially for wheat, corn
and soybeans, are positive for the South African grain industry.
Continued cultivation of these crops appears to be very profitable
for the coming financial year. Good planting of summer crops is
expected because of the high prices.
Maize should continue to trade on export parity levels, which still
supports profitable production.
Specialist Products
Johan van Dyk
Managing Director
The division has performed exceptionally well over the past year
with better than expected financial results. Two development
projects were also implemented successfully and within budget.
The cotton ginnery is one of the projects that were successfully
implemented – the cotton business met the projected profit
expectations in its first year.
Above average ginning percentages were realised despite a
difficult ginning season. Innovative entrenchment strategies
were implemented, whereby producers’ price risk was managed
effectively.
It was a challenging year for potatoes. A large oversupply
meant that not all seed potato production in our region could be
distributed.
Marketing was hampered by cancellations of orders, as well
as the virus testing period, which was unusually long due to
physiological reasons. The greenhouse project was successfully
completed and the new shelf system is already being used with
the current season’s intake.
There was an upturn in the wine business with various
improvements that were made at the facilities; current juice
realisations are comparable to the best in the industry. Grape
production in the GWK area does, however, remain a concern.
Different options for the optimal utilisation of the facilities are
being investigated. The past season’s range of wines was well
received in the market and the product was successfully introduced
to a broader base. GWK was fortunate to have processed and
marketed a considerable volume of seed during the past year;
we also expended much energy on seed trials. GWK entered into
cooperation agreements with international producers to test
specific crops on an exclusive basis in South Africa.
In addition, GWK acquired the exclusive rights to sell certain
varieties of groundnuts.
GWK was at the forefront of a new development in the market
with the export of large volumes of lucerne to overseas
consumers. This offered alternative marketing opportunities to
lucerne producers, while establishing GWK as a reliable business
partner with unique solutions. Volumes grew by more than 25%,
together with the increased domestic delivery contracts.
The cost of new planting and harvesting equipment is a challenge
for producers who apply healthy crop rotation practices.
However, cultivation of different crops necessitates access to
specialist equipment.
Therefore, GWK decided to invest in a contractors’ business.
Four cotton pickers in the business were successfully utilised in
2011. Further investments were made in lucerne balers and plant
and harvesting equipment for groundnuts. Producers who have
specialist equipment also are involved by negotiating third-party
contracting for them.

24
24 25 25
During the past year, the groundnut market was characterised
by high prices. GWK could utilise the market well to unlock better
profits in the oilseed business. Exports went smoothly, without
any problems with quality. GWK could further, without stock
losses, unlock better efficiency in the processing section.
The pecan nut business had its fair share of challenges. The
financial performance was lower than projected, although
almost three times the volume of the previous year was
handled. The lessons that we learnt led to many changes at the
processing plant, while product handling protocols had already
been adapted. Exports were successful and we could establish a
sustainable buyers’ market which will be valuable in the coming
season.
GWK Research and Development offered exceptional services.
An extension in contracts for High Technology Farming was
realised in almost all the regions. Investment in research and
development offers producers the opportunity to perform
better than their peers elsewhere in the country with above
average yields.
GWK Research and Development was also involved in the training
of more than 1000 emerging producers in the year under
review. GWK’s drive and involvement in this regard is focused on
commercially establishing previously disadvantaged producers.
Retail
The retail business met the expected financial performance
requirements. A dramatic growth in market share is good news.
All four GWK LandMark shops were named as part of the top
six shops of LandMark in die country. The commercial branch at
Douglas was named as the best large LandMark shop, while the
commercial shop at Prieska was placed second among medium
large shops in the country.
In addition, GWK also received gold dealers’ status from Valley
Irrigation, which indicates how GWK positioned itself as the
specialist in cultivation with irrigation. Despite a countrywide
transport strike during the December harvesting season, GWK
could continue to provide sufficient fuel to producers at all its
depots using innovative solutions, thus preventing a major crisis.
Developments in the business include the upgrading of the Vaal
River Service Station at Douglas and the conversion of the tyre
section at Modderrivier to a Conti Partner agency, while the
extension of product range to continually meet the demand at
retail branches, as well as a concerted focus on client service,
contributed to growth in profits.
innovate agriculture
The Mechanisation and Engineering Works business did extremely
well. Participation in the John Deere Dealer of the Future plan
creates a competitive advantage to further grow market share.
The business’s apprentice programme also produced its first
group of qualified apprentices in the year under review.
Upgrading of the parts and workshop facilities at Barkly-Wes
thas been completed and places GWK in an even better position
to serve the Barkly-West and Hartsvallei area with good facilities
and service.
Bearing and Belting, which sells bearings, fan belts and electrical
motors, is a new trademark that was established in the
Mechanisation and Engineering business in the year under review.
Industries
Sidi Parani, GWK’s fertiliser company, retained its market share
with effective management and extended into new areas in an
environment characterised by major instability in raw material
prices.
The volatility also caused major challenges for competitors,
while Sidi Parani could offer actual lower fertiliser prices to
producers.
The real impact of the Competition Commission’s agreement
with SASOL became known in the year under review. This has
made planning more difficult and has influenced competitiveness
in the absence of price indicators. It is also the only source of
ammonium nitrate.
The focus is on increasing competitiveness with the improvement
of production equipment, processes, raw materials and product
quality, as well as a further improvement in client satisfaction.
SA Feed Phosphates (SAFP), GWK’s manufacturer of feed
phosphate, experienced a challenging year. Volumes decreased
as a result of the downward adjustments of prices by
competitors.
The fodder phosphate marker is concentrated with a small
number of buyers that represent a large percentage of the
total market. The business focuses on its competitiveness in the
buyers’ market.
The factory was upgraded and an application was lodged to
obtain ISO grading. The water solubility of the product was
researched and various options to improve it were investigated
and to grab this opportunity now.
FloTank, which offers a service as transport broker internally to
the GWK group, but also externally to other companies, made a
positive contribution to the group’s results over the past year.
The business developed software to offer a better service
to its clients. The system is functioning well after complete
implementation. A service centre for real time information
to clients on progress with deliveries is the next level of
development that must be addressed.
Westra, which is involved in die pulverisation of maize to produce
products, delivered satisfying results for the year under review
despite price volatility as a result of new entrants to the market.
Because of Westra’s product quality and trust in the trademark,
the market share could be enlarged.
The packaging section was upgraded to optimise capacity
and productivity. This brought about real savings and greater
effectiveness.
The further expansion of Westra’s product offering is being
investigated, while the planned wheat mills, pasta factory and
biscuit factory will resort under this business, according to the
planning thus far.
Auctions and Meat Industries
The Auction business also performed very well over the past
financial year. A livestock office was opened in Bloemfontein
and an existing auction business was added to the division
at Humansdorp. Thus, GWK Auction expanded its footprint
dramatically and is in a good strategic position for further
growth in profits in the coming year.
The profitability of GWK’s Meat business improved considerably
from the previous year’s position of losses. Although the number
of sheep nationally was lower, LAW increased its market share
and considerably more sheep were slaughtered at the facilities
at Groblershoop and De Aar. New strategies were implemented
to add value to the product range and to do our own distribution
in the Northern Cape.
Expectations are that sheep numbers will increase slightly in
the coming year, which will contribute to an increase in the flow
through the abattoirs, thus improving profits.
Producer prices increased sharply in June and July 2011, but due
to customer resistance prices dropped and move sideways.
The Meat-to-Market-cattle abattoir remained profitable despite
trying trading conditions.
A new electricity-gas plant is nearing completion and will begin
operations in the new year. The technology is a first in South
Africa, it is environmentally friendly and will lead to cost benefits
over the long-term.
Financing
The focus over the past few years on the management of risk
with debtors bore further fruit in that the finances are healthy.
Compared to current trends in agriculture, the group’s provision
for questionable debt decreased by a further R2,4 million.
A recent performance measurement survey, done by PWC,
indicated that GWK’s percentage of arrears debt is lower than
the industry average.
It remains a strong focus to establish a personal relationship
with GWK’s clients. It is this personal relationship which offers
GWK a competitive advantage.
Conclusion
As a company owned by agricultural producers, GWK acts as
an extension of the producers’ businesses. This, as well as the
diversity of GWK’s different businesses, makes GWK unique and
positions the company for the future. This also positions GWK to
continue with important reinvestment in the communities where
we do business.
GWK, as an employer of choice in the Northern Cape, is proud of
every employee’s contribution. I want to thank the GWK team
for the dedication and passion that they invest in the company on
a daily basis. You truly are a source of inspiration.
To the Board of Directors, thank you for the guidance and insight
you offered over the past year.
Thank you to our clients, shareholders and business partners
without whom GWK would not have a reason to exist.
And then, to our Heavenly Father, all the honour for all the
blessings He bestows on us daily.
Johan van Dyk
Managing Director
Douglas
September 13, 2012

26
26 27 27
innovate agriculture
General Management
Johan van Dyk
Managing Director
Johann Klopper
Financial Director
Tom Meintjes
General Manager:
Grain Products
Mark du Plessis
General Manager:
Trade
Pieter Bekker
General Manager:
Primary Production
Llewellyn Brooks
General Manager:
Specialist Products
Wim van Rooyen
General Manager:
Auctions, Meat and
Supermarkets

28
28 29 29
Report of the independent auditors
To the shareholders of the GWK group
The accompanying financial statements, which consist of the consolidated as well as individual summarised statement of
the financial position as of May 31, 2012 the consolidated as well as individual summarised statement of comprehensive
income, changes in equity and cash flow for the year ending on that date, a summary of significant accounting policy and other
explanatory notes were compiled from information obtained from the audited group and company financial statements of GWK
Limited for the year ended 31 May 2012.
In our report dated September 13, 2012 we offered an unqualified opinion in regards to those financial statements. The
summarised financial statements do not contain all the required disclosure in terms of the South African Statements of General
Accepted Accounting Practices and the Companies Act. Thus, the reading of the summarised financial statements is not the same
as reading the audited financial statements of GWK Limited.
The Management’s responsibility towards the financial statements
The Management is responsible for the compiling of these summary financial statements based on the audited financial annual
statements, as allowed in the Companies Act of South Africa.
Auditors’ responsibility
It is our responsibility to express an opinion regarding the summarised financial statements on the basis of procedures carried out
in terms of International Standards for Audit, specifically ISA 810 “Engagements to report on Summary Financial Statements”.
Opinion
In our opinion these summary financial statements, in all significant respects, are a reasonable summary of the audited group and
company financial statements of GWK Limited.
Enslins Bethlehem Incorporated
Registered Auditors
September 13, 2012
3 President Boshoff Street
Bethlehem
9700
innovate agriculture

30
30 31 31
Directors’ responsibility and approval
The Company Act of 2008 determines that Directors must maintain comprehensive accounting records and are responsible
for the content and integrity of the financial statements and related financial information included in the report. It is their
responsibility to ensure that the financial statements to meet the ‘International Financial Reporting Standards’ are a reasonable
reflection of the group’s affairs at the end of the financial year and the results of its activities for the period that ended at that
time. The external auditors are appointed to express an independent opinion on the financial statements.
The financial statements were drawn up according to ‘International Financial Reporting Standards’ and are based on applicable
accounting policy that is applied consistently and is supported by reasonable and sensible judgment and estimates.
The Directors acknowledge that eventually they are responsible for the systems of internal financial control that the group
institutes and place considerable emphasis on the importance of maintaining strict controls. For the Directors to meet their
responsibilities, the Board sets standards for internal control aimed at reducing the risk of mistakes or losses in a costeffective
manner.
The standards include the proper delegation of responsibilities within a clearly defined framework, effective accounting
procedures and extensive delegation of duties to ensure an acceptable level of risk. The control measures are monitored by
the entire group and all employees must maintain the highest ethical standards to ensure that the group’s business is carried
out in all reasonable circumstances beyond suspicion.
The group’s risk management is aimed at the identification, evaluation, management, and monitoring of all known risks in the
group. Although the operational risk cannot be entirely eliminated, the group attempts to minimise the risk by ensuring that
the applicable infrastructure, control and other systems and ethical behaviour are applied according to pre-set procedures
and limitations.
The Directors are, based on information and explanations that management provide, of the opinion that the internal control
measures offer reasonable security that the compilation of the financial statements are supported by the financial records.
Any internal systems for financial control can however only offer reasonable, and not absolute, assurance to any significant
misrepresentation or loss.
The Directors verified the group’s cash flow forecast for the year until 31 May 2013 and in view of the verification and the
present financial situation are of the opinion that the group has sufficient means or has access to sufficient means to continue
its operations in the foreseeable future.
Although the Board is primarily responsible for the financial affairs of the group, they are supported by the group’s independent
auditors.
The independent auditors are responsible for the independent audit of the group’s financial statements and to report on it.
An independent audit was conducted on these financial statements by the group’s independent auditors, and their report is
presented on page 28.
The financial statements that are explained and compiled on the grounds of a running concern, were approved on 13 September
2012 by the Board and signed on their behalf by:
Frank Lawrence
Chairman
innovate agriculture
Johan van Dyk
Managing Director
Douglas
September 13, 2012
Certificate of the Company Secretary
In my capacity as Company Secretary I confirm that, in terms of the Companies Act, 2008, all returns as required by companies for
the year ending May 31, 2012 by CIPC were handed in, and that such returns were true, correct and up to date.
FC Meyer
Douglas
September 13, 2012
_000032

32
32 33 33
Board Report
The Board submit their report for the year ending May 31, 2012.
1. Overview of activities
Core business and operations
The group is involved in agriculture related operations and is primarily active in South Africa.
The company and group’s operational results and state of affairs are explained in the attached financial statements and require, in
our opinion, no additional comments.
The group’s profit was R3 121 401 (2011: R49 388 969 profit), after tax of R2 023 742 (2011: R12 541 128) was deducted.
Rebates of R76 425 894 and interest of R23 963 746 for the year were awarded to shareholders. In terms of the agreement, 10% of
the total is paid to shareholders, 1% of the gross rebate is converted into preferential shares and the balance is dealt with as loans,
the repayment which is done on the Board’s discretion, but is also subject to the stipulations set out in note 5.
2. Events after the reporting date
The directors are not aware of any events that arose since the end of the financial year.
3. Authorised and issued share capital
A total of 24 000 normal shares were issued at the nominal value of R1 per share. A total of 11 800 normal shares were redeemed
in the year.
Preferential share capital increased by 764 259 shares. A total of 193 538 preferential share capital was redeemed during the year.
4. Dividends
No dividends were declared or paid during the year.
5. Board
The company’s Board, during the year and up to the date of the report, is as follows:
Board Changes
FJ Lawrence (Chairman)
FJ Lubbe (Vice-Chairman)
JH van Dyk (Managing Director)
JH Coetzee
TCJ Marais
WG Mülke
AO Müller
KEE Ramongalo
PF Roux
IWJ Stadhouer
FGJ Wiid
JC van der Ryst
JJ Klopper (Financial Director) Appointed September 1, 2012
WJ Human Appointed November 9, 2011
JG Jacobs Appointed November 9, 2011
HA Nolte (Financial Director) Resigned September 1, 2012
NB Jacobs (Chairman) Resigned November 9, 2011
JG Stander Resigned November 9, 2011
innovate agriculture
6. Secretary
The company’s secretary is FC Meyer who works at the following address:
Business address:
P.O. Box 47 De Villiers Street
Douglas Douglas
8730 8730
7. Interests in subsidiaries
Details of the company’s investments in subsidiaries are explained in note 1.
8. Auditors
Enslins Bethlehem Incorporated will continue in this regard in terms of article 90 of the Companies Act.
_000508

34
34 35 35
innovate agriculture
generations of successful
producers as part of agriculture
innovate agriculture
_000954 _000627
_000764
Summary of the audited financial statements
for the year ended May 31, 2012
A copy of the complete financial statements can be obtained
from the Company Secretary, Mr. FC Meyer.
Tel: 053 298 8200
email: freekm@gwk.co.za

36
36 37 37
Statement of financial position
Assets
Non-current assets
Investment property - 1 153 631 - -
Property, plant and equipment 355 130 000 318 965 878 280 458 592 251 398 920
Goodwill 17 955 562 17 955 562 - -
Intangible assets 96 968 218 163 - -
Investments in subsidiaries 1 - - 54 642 141 54 642 013
Investments in joint ventures 2 595 248 525 174 595 248 525 174
Investments in associates 3 1 933 785 1 888 006 1 933 785 1 888 006
Loans to Group Companies 4 1 637 000 1 637 000 75 235 515 76 712 375
Other financial investments 8 954 542 9 992 606 8 812 079 8 662 359
Deferred taxation 52 761 609 46 821 401 19 122 620 17 004 928
Current assets
innovate agriculture
Group Company
Figures in Rand 2012 2011 2012 2011
439 064 714 399 157 421 440 799 980 410 833 775
Biological assets 6 12 995 429 - - -
Inventories 7 608 908 996 407 764 425 437 340 372 286 985 509
Loans to Group Companies 4 - - 11 159 429 4 944 767
Other financial investments 374 761 37 737 - -
Income tax 2 655 959 3 964 130 957 006 1 500 000
Trade and other receivables 1 076 682 123 842 299 936 975 256 999 790 175 289
Receivable pools not finalised 583 664 - 583 664 -
Cash and cash equivalents 53 261 018 51 925 129 44 510 475 33 229 904
1 755 461 950 1 305 991 357 1 469 807 945 1 116 835 469
Non-current assets held for sale - 300 000 - -
Total assets 2 194 526 664 1 705 448 778 1 910 607 925 1 527 669 244
Statement of financial position (continued)
Equity and Liabilities
Equity
Share capital 8 11 362 270 10 779 349 11 362 270 10 779 349
Non distributable reserves 27 786 192 25 957 206 27 909 658 26 485 098
Retained income 53 624 410 50 310 331 38 275 211 38 723 474
Liabilities
Non-current liabilities
Loans from Group Companies 4 - - 111 367 102 924
Other financial liabilities 144 253 903 62 083 - -
Financial Lease - 170 650 - -
Retirement benefit liability 15 184 961 14 300 203 15 184 961 14 300 203
Deferred taxation 22 850 970 16 916 338 5 909 466 4 939 169
Current liabilities
Group Company
Figures in Rand 2012 2011 2012 2011
92 772 872 87 046 886 77 547 139 75 987 921
Loans from shareholders 5 508 777 313 424 244 920 508 777 313 424 244 920
601 550 185 511 291 806 586 324 452 500 232 841
182 289 834 31 449 274 21 205 794 19 342 296
Loans from Group Companies 4 171 481 85 458 468 825 352 587
Other financial liabilities 1 046 905 812 777 996 181 1 046 865 544 778 058 264
Income tax payable 700 106 498 464 - -
Financial Leases 89 392 457 094 - -
Trade and other payables 318 295 801 271 943 245 253 929 211 226 519 808
Provisions 1 814 099 1 464 456 1 814 099 1 464 456
Receivable pools not finalised - 1 698 992 - 1 698 992
Bank overdrafts 42 709 954 108 563 808 - -
1 410 686 645 1 162 707 698 1 303 077 679 1 008 094 107
Totale laste
Total liabilities 1 592 976 479 1 194 156 972 1 324 283 473 1 027 436 403
Total equity and liabilities 2 194 526 664 1 705 448 778 1 910 607 925 1 527 669 244

38
38 39 39
Statement of financial performance
Revenue 4 897 038 546) 3 208 089 532) 3 440 287 956) 2 619 963 358)
Cost of sales (4 359 636 145) (2 757 804 291) (3 112 817 261) (2 368 285 601)
Gross profit - nett of discount 537 402 401) 450 285 241) 327 470 695) 251 677 757)
Add back: Discount to producers 76 425 894) 54 709 199) 76 425 894) 54 709 199)
Gross profit - before discount to producers 613 828 295) 504 994 440) 403 896 589) 306 386 956)
Other income 381 027 373) 483 769 252)) 355 523 693) 442 596 315)
Operating expenses (823 736 808) (810 270 436) (603 222 642) (631 212 175)
Operating profit 171 118 860) 178 493 256) 156 197 640) 117 771 096)
Investment income 7 248 711) 5 914 224) 4 888 028) 5 869 245))))
Gain on acquisition -) 11 504 521) -) -)
Fair value adjustment 23 978) (28 856) -) -)
Fair value adjustment on biological assets 14 185 716) -) -) -)
Profit of equity recognised investments 135 910) 240 344) -) -)
Finance cost (87 178 392) (65 492 250) (60 696 028) (54 301 184)
Nett profit before distribution to shareholders 105 534 783)) 130 631 239) 100 389 640) 69 339 157)
Finance cost - shareholders (23 963 746) (13 991 943) (23 963 746) (13 991 943)
Discount - shareholders (76 425 894) (54 709 199) (76 425 894) (54 709 199)
Profit before tax 5 145 143) 61 930 097)) -) 638 015)
Income tax (2 023 742) (12 541 128) (448 263) 1 705 959)
Profit / (loss) for the year 3 121 401)) 49 388 969)) (448 263) 2 343 974)
innovate agriculture
Group Company
Figures in Rand 2012 2011 2012 2011
innovate agriculture
_00064
_000904
_000574
Statement of comprehensive income
Profit / (loss) for the year 3 121 401 49 388 969) (448 263) 2 343 974)
Other comprehensive income
General reserves 16 971 698 930) 16 971) 698 930)
Fair value adjustment on financial assets 1 000 059 (12 676 158) 265 914) (11 387 714)
Tax relevant to components of comprehensive income 735 280 1 562 915) 872 321) 1 594 281)
Other comprehensive income / (loss) for the yeat after tax 1 752 310 (10 414 313) 1 155 206) (9 094 503)
Total comprehensive profit / (loss) 4 873 711 38 974 656) 706 943) (6 750 529)
Total comprehensive profit / (loss) attributable to:
Group Company
Figures in Rand 2012 2011 2012 2011
Owners of the holding company 4 873 711 38 974 656) 706 943) (6 750 529)

40
40 41 41
innovate agriculture
ownership and specialisation
_000564
_000651
Statement of changes in equity

42
42
Statemement of changes in equity
Total
equity
Accumulated
income
Total
reserves
Ben
Scholtz
Share
repurchase
reserve
Revaluation
reserve
General
reserve
Figures in Rand Share capital
Group
Balance on June 1, 2010 10 325 395) 11 849 887 19 442 430 3 806 902 1 101 809 36 201 028) 921 362 47 447 785
Change in equity
Total comprehensive income for the year -))) 698 930 (11 113 243) - - (10 414 313) 49 388 969 38 974 656)
Share issue 563 692) - -) 104 538 - 104 538) - 668 230)
Acquisition of own / treasury shares (109 738) - -)))))) - - -) - (109 738)
Nett movement Ben Scholtz -) - -) - 65 953 65 953) - 65 953)
Total changes 453 954) 698 930 (11 113 243) 104 538 65 953 (10 243 822) 49 388 969 39 599 101)
Balance on June 1, 2011 10 779 349 12 548 817 8 329 187) 3 911 440 1 167 762 25 957 206) 50 310 331 87 046 886)
Change in equity
Total comprehensive income for the year -) 16 971 1 735 339) - - 1 752 310) 3 121 401 4 873 711)
Share issue 788 259) - -) - - - - -)
Acquisition of own / treasury shares
- -) 193 538 - 193 538) - (11 800)
(205 338)
Nett movement Ben Scholtz -) - - - 75 816 75 816) - 75 816)
Transfer between reserves -)) - (192 678) - - (192 678) 192 678 -)
Total changes 582 921 16 971 1 542 661) 193 538 75 816 1 828 986) 3 314 079 5 725 986)
Balance on May 31, 2012 11 362 270 12 565 788 9 871 848) 4 104 978 1 243 578 27 786 192) 53 624 410 92 772 872)
Note(s) 8
innovate agriculture
43
Statement of changes in equity (continued)
Total
equity
Retained
income
Total
reserves
Ben
Scholtz
Share
repurchase
reserve
Revalutaion
reserve
General
reserve
Share
capital
Figures in Rand
Company
Balance on June 1, 2010unie 2010 10 325 395 11 849 887 18 650 512) 3 806 902) 1 101 809 35 409 110 36 379 500 82 114 005)
Changes in equity
Total comprehensive income for the year -) 698 930 (9 793 433) -) - (9 094 503) 2 343 974) (6 750 529)
Share issue 563 692) - -) 104 538) - 104 538) -) 668 230)
Acquisition of own / treasury shares (109 738) - -)) - - -) -) (109 738)
Nett movement Ben Scholtz -) )- -) -) 65 953 65 953) -) )65 953)
Total changes 453 954) 698 930 (9 793 433) 104 538 65 953 (8 924 012) 2 343 974 (6 126 084)
Balance on June 1, 2011 10 779 349) 12 548 817 8 857 079)) 3 911 440 1 167 762 26 485 098) 38 723 474) 75 987 921)
Changes in equity
Total comprehensive income for the year -)) 16 971 1 138 235) - - 1 155 206) (448 263) 706 943)
Share issue 788 259) - -) 193 538 - 193 538) -) 981 797)
Acquisition of own / treasury shares (205 338) - -) - - -) -) (205 338)
Nett movement Ben Scholtz -)) - -) - 75 816 75 816) -)) 75 816)
Total changes 582 921) 16 971 1 138 235) 193 538 75 816 1 424 560) (448 263) 1 559 218)
Balance on June 1, 2012 11 362 270) 12 565 788 9 995 314) 4 104 978 1 243 578 27 909 658) 38 275 211 77 547 139)
Note(s) 8
innovate agriculture

44
44
45
45
Statement of cash flows
Cash flow from operating activities
innovate agriculture
(257 182 972) (112 225 427) (203 977 718) (105 949 412)
Interest income 7 089 964) 5 845 928) 4 736 470) 5 799 188)
Dividends received 158 747) 68 296) 151 558) 70 057)
Finance costs (111 133 000) (79 462 858) (84 659 774) (68 293 127)
Tax paid
Cash flow from operations held for sale /
(4 955 982) (11 731 421) (180 000) (6 093 233)
discontinued operations
300 000)
-)
-)
-)
Nett cash from operating activities (365 723 243) (197 505 482) (283 929 464) (174 466 527)
Cash flow from investing activities
Acquisition of property, plant and equipment (67 285 076) (98 712 522) (52 392 096) (74 945 019)
Sale of property, plant and equipment 1 084 722) 2 735 202) 668 695) 185 091)
Sale of investment property 1 153 631) (10 804 680) -) -)
Acquisition of intangible assets -)) (492 815) -) -)
Business mergers -) (12 000 002) -) -)
Loans repaid by group companies 86 023) 11 740 666) 2 908 547) 119 881)
Loans granted to group companies (2 305 500) (794 104) (9 951 849) (7 294 994)
Proceeds from loans from group companies -))) -) 124 681) 42 961)
Repayment of loans from group companies -) -)) -) (2 839 765)
Fair value adjustment of financial assets 851 809) -) -) -)
Sale of financial assets -) 10 502 816) -) 17 882 797)
Acquisition of biological assets (12 995 429) -) -) -)
Fair value adjustment - biological assets 14 185 716) -) -) -)
Other non-cash items -) (15 051 139) -) 67 556)
Nett cash from investing activities (65 224 104) (112 876 578) (58 642 022) (66 781 492)
Cash flows from financing activities
Group Company
Figures in Rand note(s) 2012 2011 2012 2011
Proceeds from share issue 8 ) 12 200) 11 400) 12 200) 11 400)
Return on redeemable preference shares 8 570 721 442 554) 570 721) 442 554)
Return on other financial liabilities 413 030 914) 206 958 197) 268 736 743) 207 599 600)
Return on shareholders’ loans 89 187 464) 54 413 821) 89 187 464) 54 413 821)
Repayment on shareholders’ loans (4 655 071) (4 154 874) (4 655 071) (4 154 874)
Lease payment (9 138) (21 335) -) -)
Nett cash from financing activities 498 137 090) 257 649 763)) 353 852 057)) 258 312 501)
Total cash movement for the year 67 189 743) (52 732 297) 11 280 571) 17 064 482)
Balance at the beginning of the year (56 638 679) (3 593 728) 33 229 904) 16 478 076)
Effect of exchange rate changes on cash balances -) (312 654) -) (312 654)
Balance at the end of the year 10 551 064) (56 638 679) 44 510 475) 33 229 904)
innovate agriculture
_000647
_000904
_000846
excellent decisionmaking

46
46 47 47
innovate agriculture
creative solutions
_000924
_000207
Notes to the summarised financial statements

48
48 49 49
Notes to the summarised financial statements
1. Investments in subsidiaries
Figures in Rand
Name of company Owned by
innovate agriculture
international standards
innovate agriculture
_000604
_000516
Carrying amount
2012
_000154
Carrying amount
2011
GWK Properties (Pty) Ltd GWK Limited 45 830 45 830
GWK Trading (Pty) Ltd GWK Limited 2 2
Kimberley Tractor Dealers (Pty) Ltd GWK Limited 75 597 75 597
De Aar Abattoir (Pty) Ltd GWK Limited 1 917 894 1 917 894
Curions (Pty) Ltd GWK Limited 52 300 462 52 300 462
Certified Natural (Pty) Ltd GWK Limited 300 000 300 000
Northern Cape Laboratory Services (Pty) Ltd GWK Limited 1 1
Cumacor 176 (Pty) Ltd GWK Limited 120 -
LAW Holdings (Pty) Ltd GWK Limited 1 000 1 000
U-Meat Holdings (Pty) Ltd GWK Limited 100 92
Synergeo (Pty) Ltd GWK Limited 135 135
Koegrabie (Pty) Ltd GWK Limited 1 000 1 000
The carrying amount of subsidiaries is disclosed after deduction of impairment losses.
All subsidiaries’ shareholding is 100%.
54 642 141 54 642 013
Notes to the summarised financial statements (continued)
2. Investment in jointly controlled enterprises
Name of company
Bullhill (Pty) Ltd
The carrying amount of jointly controlled enterprises is disclosed after deduction of the impairment loss.
Fair value
The fair values are calculated annually at the reporting date as follows:
• The fair value of listed or quoted investments are based on quoted bid-market price.
• The fair value of investments that are not listed or quoted are estimated using nett asset value.
3. Investments in associates
Name of company
Meat-to-Market (Pty) Ltd
Cape Malting House (Pty) Ltd
The carrying amount of associates is disclosed after deduction of impairment losses.
Fair value
Listed/
Unlisted
Unlisted
Listed/
Unlisted
Unlisted
Unlisted
% Shareholding
2012
50.00%
% Shareholding
2012
30.00%
30.00%
The fair values that are calculated annually at the reporting date, are calculated as follows:
• The fair value of listed or quoted investments are based on quoted market prices.
% Shareholding
2011
50.00%
% Shareholding
2011
30.00%
• The fair value of investments that are not listed or quoted are estimated using net asset value.
-%
Carrying amount
2012
595 248
Carrying amount
2012
1 933 784
1
Carrying amount
2011
525 174
Carrying amount
2011
1 888 006
1 933 784 1 888 006
-

50
50 51 51
Notes to the summarised financial statements (continued)
4. Loans to (from) group companies 4. Loans to (from) group companies (continued)
Subsidiaries
GWK Properties (Pty) Ltd
The loans carry interest at prime minus 1% to R1 345 446.00 of the loans. This loan
is subordinated to the concurrent creditors of GWK Properties (Pty) Ltd.
FloTank (Pty) Ltd - - 7 650 334) 3 590 363)
Westra Industries (Pty) Ltd - - 42 395) -)
SA Feed Phosphates (Pty) Ltd
- - 3 426 305) -)
These loans are unsecured, have no fixed terms of repayment and carry interest at
prime minus one percent interest rate.
GWK Trading (Pty) Ltd
This loan is unsecured, has no fixed terms of repayment and carry interest at prime
minus one percent interest rate.
Northern Cape Laboratory Services (Pty) Ltd
This loan is unsecured, has no fixed terms of repayment and carry interest at prime
minus one percent interest rate.
Kimberley Tractor Dealers (Pty) Ltd
This loan is unsecured, has no fixed terms of repayment and carry interest at prime
minus one percent interest rate.
De Aar Abattoir (Pty) Ltd
This loan is unsecured, has no fixed terms of repayment and carry interest at prime
minus one percent interest rate.
Sidi Parani (Pty) Ltd
This loan is unsecured, has no fixed terms of repayment and carry interest at
prime minus one percent interest rate. This loan is subordinated to the concurrent
creditors of Sidi Parani (Pty) Ltd.
Curions (Pty) Ltd
A subordinate representations agreement was signed by GWK Ltd for an amount of
R40 000 000.
Cumacor 176 (Pty) Ltd
This loan is unsecured, has no fixed terms of repayment and carry interest at prime
minus one percent interest rate.
innovate agriculture
- - 1 974 175) 3 657 360)
- - 424 967) 510 551)
- - (111 247) (104 364)
- - 33 185) 45 321)
- - 13 695 511) 13 715 030)
- - 10 757 784) 11 779 884)
- - 84 384 978) 84 384 978)
- - (120) -)
- - 122 278 267)
117 579 123)
Impairment losses regocnised - - (37 929 034) (37 929 034)
Joint ventures
Bullhill (Pty) Ltd
This loan is unsecured, has no fixed terms of repayment and the part of the balance
that exceeds R200 000 carry interest at prime rate in terms of the shareholders
agreement.
Group Company
Figures in Rand 2012 2011 2012 2011
- - 84 349 233 ) 79 650 089)
28 519 114 542 28 519 114 542
28 519 114 542 28 519 114 542
)
Notes to the summarised financial statements (continued)
Associates
_000987
_000342
Group Company
Figures in Rand 2012 2011 2012 2011
Meat-to-Market (Pty) Ltd
This loans is unsecured, have no fixed terms of repayment.
Cape Malting House (Pty) Ltd
This loans is unsecured, have no fixed terms of repayment.
1 437 000) 1 437 000) 1 437 000) 1 437 000)
)
2 305 500)) - 2 305 500 -
3 742 500) 1 437 000) 3 742 500) 1 437 000)
Impairment losses recognised. (2 305 500) - )) (2 305 500) -)
1 437 000) 1 437 000) 1 437 000) 1 437 000)
Non-current assets 1 637 000) 1 637 000) 75 235 515) 76 712 375)
Current assets -) -) 11 159 429) 4 944 767)
Non-current liabilities -) -) (111 367) (102 924)
Current liabilities (171 481) (85 458) (468 825) (352 587)
Uncollectable loans to group companies
1 465 519) 1 551 542) 85 814 752) 81 201 631)
On May 31, 2012 loans to group companies amounting to R102 499 564 (2011: R101 757 368) had a weak component and
provision was made for this.
The amount to the provision on May 31, 2012 was R40 234 534 (2011: R37 929 034).
Reconciliation of provisions for impairment of loans to group companies

52
52 53
Notes to the summarised financial statements (continued)
5. Loans to (from) shareholder
innovate agriculture
Group Company
Figures in Rand 2012 2011 2012 2011
Shareholders - Rebates (508 777 313) (424 244 920) (508 777 313) (424 244 920)
Shareholder loans are subordinated to the Landbank facilities.
5.1
5.1.1
5.1.2
5.1.3
5.1.4
5.1.5
The interests of shareholders and former shareholders in the shareholders’ loan are paid out to them under the
following circumstances and subject to the stipulations and conditions as set out thus, subject to approval by the
Board.
Original shareholders’ loans
5.1.6
5.1.7
It is those shareholders’ loans that originate when the company is formed, or as a result of the conversion of
a cooperative into a company, or as a result of the sale of assets of a cooperative as a going concern to the company;
When a shareholder reaches the age of 65 (sixty five) years or older, his loans are paid out to him
on request, on condition that farming has been discontinued in the discretion of the Board;
When the loans, outlined in paragraph 5.1.2, are in shareholders’ loans for a minimum term of 15 (fifteen) years, they will
be paid out at the beginning of the next year to the shareholder involved, in discretion of the Board. These loans can be fully
redeemed if the break-even point in regards to these loans have been reached;
At the death of a shareholder or former shareholder, the interest of the deceased that is to his credit in the original
loans, is paid out to his estate;
New shareholder’s loans
5.1.8
When shareholding in the company is terminated in any other manner, no payment will be made before the interest in the
fund has not been in the fund for a minimum term of 15 (fifteen) years, unless the board authorises a payment before the
lapsing of the year, in which case payment can be done at present value;
When a beneficiary or shareholder of a legal person, who is a shareholder of this company, dies or ceases farming and
continues to be a shareholder of such legal person, or reaches the age of 65 (sixty five) years and ceases farming in the
discretion of the Board and no longer is a shareholder or beneficiary of the legal person, such shareholder or beneficiary
of the legal person’s proportional interest are held in the original loans by the legal person in the company, are paid out
on request by him or his executor; with the understanding (apart from at the death of a shareholder) that no payment
will be made before the interest in the fund is in the fund for a minimum of 15 (fifteen) years, unless the board expressly
authorises a payment before the lapsing of the year, in which case payment can be done at present value;
No payment in terms of paragraph 5.1.6 will be made before the shareholder or his executor offers documentary
proof of such legal person’s interest in the shareholders’ loans and submits written consent of such legal person to
the Board.
In regards to any shareholders’ loans that are to the credit of any shareholders of the company, and that have been
credited in favour of shareholders since 1 January 1998 (“the new loans”), such new loans have a redeemable term
of 15 (fifteen) years, unless the Board authorises a payment before the lapsing of such 15 (fifteen) year term, in
which case it can be redeemed at the present value. The conditions as set out in 5.1.1 to 5.1.7 remain applicable.
Notes to the summarised financial statements (continued)
5. Loans to (from) shareholders (continued)
Shareholders loans: Producers’ delivery levies
5.2.1
5.2.2
6. Biological assets
Group 2012 2011
Cost/
valuation
Accumulated
depreciation
Carrying
value
Cost/
valuation
Accumulated
depreciation
Carrying
value
Maize 9 875 429 - 9 875 429 - - -
Sunflower 3 120 000 - 3 120 000 - - -
Total 12 995 429 - 12 995 429 - - -
Reconciliation of biological assets - Group - 2012
Opening
balance
Purchases Total
Maize - 9 875 429 9 875 429
Sunflower - 3 120 000 3 120 000
7. Inventory
Raw materials, components
Uncompleted work
Finished goods
Producer delivery levies paid back in the present financial year.
These are the funds collected from shareholders annually, proportionally to their grain delivery to the company. The
funds collected in a year can be paid back after 7 (seven) years (apart from in the case of death or retirement), if the
company is financially able to do this.
The interest rate up to a maximum of not higher than 1.5% above the present Land Bank rate on short-term loans are
determined annually by the Board. For the previous year, interest was paid at 1% lower than the present Land Bank rate,
and in 2011 it was prime minus 2% for the year. The loans may be utilised to pay off a stakeholder’s debt at his death,
retirement or expulsion.
Trading inventory
Production inventory
Consumable inventory
Agricultural products
- 12 995 429 12 995 429
Group Company
Figures in Rand 2012 2011 2012 2011
4 604 356 6 566 269 - -
129 985 535 74 190 743 - -
3 718 359 2 338 736 - -
98 244 635 78 367 852 85 251 620 72 594 245
4 517 827 4 336 085 - -
2 960 784 5 090 632 2 960 784 5 090 632
364 877 500 236 874 108 349 127 968 209 300 632
608 908 996 407 764 425 437 340 372 286 985 509

54
54 55
Notes to the summarised financial statements (continued)
8. Share capital
innovate agriculture
Group Company
Figures in Rand 2012 2011 2012 2011
Authorised
1 000 000 Ordinary shares of R1 each. 1 000 000))) 1 000 000)) 1 000 000) 1 000 000))
50 000 000 Redeemable and convertible preference shares without par value 50 000 000)) 50 000 000)) 50 000 000) 50 000 000))
51 000 000)) 51 000 000)) 51 000 000) 51 000 000))
Reconciliation of number of shares:
Reported on June 1, 2011 10 779 349) 10 325 395) 10 779 349) 10 325 395))
Redemption of ordinary shares (11 800) (4 200) (11 800) (4 200))
Issue of shares - preference shares (193 538) (104 538) (193 538) (104 538))
Issue of ordinary shares 24 000) 15 600) 24 000) 15 600))
Conversion of preference shares 764 259) 547 092) 764 259) 547 092))
11 362 270 10 779 349) 11 362 270) 10 779 349))
Altogether 340 650 unissued ordinary shares is under the Board’s control in terms of a shareholders’ resolution approved
at the last Annual General Meeting. This authorization shall be valid until the next Annual General Meeting.
Issued
Ordinary 659 350) 647 150 659 350 647 150))
Preference 10 702 920)) 10 132 199 10 702 920 10 132 199))
51 000 000) 51 000 000 51 000 000 51 000 000))
The preference shares are redeemed subject to the same conditions as described in note 5 regarding shareholder loans.
The preference shares are also vote-carrying.
specialists
innovate agricultre
_000657
_000964
_000459

56
56
General information
Country of incorporation and domicile South Africa
Nature of business and main activities Aricultural industries
Board FJ Lawrence (Chairman)
innovate agriculture
FJ Lubbe (Vice Chairman)
JH van Dyk (Managing Director)
JJ Klopper (Financial Director)
JH Coetzee
WJ Human
JG Jacobs
TCJ Marais
AO Müller
WG Mülke
EE Ramongalo
PF Roux
IWJ Stadhouer
JC van der Ryst
FGJ Wiid
Registered office De Villiers street
Douglas
8730
Business address De Villiers street
Douglas
8730
Postal address P.O. Box 47
Douglas
8730
Email www.gwk.co.za
Bankers Standard Bank
Landbank
First National Bank
Absa Bank
Auditors Enslins Bethlehem Incorporated
Secretary FC Meyer
Chartered Accountants (S.A.)
Company registration number 1997/022252/06
Tax reference number 9833688717
Level of reassurance These financial statements have been audited in accordance with
the applicable requirements of the Companies Act.
Accountant These financial statements have been prepared internally by
Jacques Fourie (CPA).

innovate agriculture