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Annual Report - JD Group

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Subsidiary companies<br />

Details of the Company’s subsidiaries are set out on page 64.<br />

The Company’s interest in the aggregate profits and losses after<br />

taxation of subsidiaries are as follows:<br />

2004 2003<br />

Rm Rm<br />

Profits 916 496<br />

Losses 246 130<br />

Distribution to shareholders<br />

A final dividend of 150 cents (2003: 68 cents) per share was<br />

proposed and an interim dividend of 90 cents (2003: 42 cents)<br />

per share was declared and paid to shareholders.<br />

Management of business by a company<br />

The Company is managed in terms of an agreement with Sustein<br />

Management (Pty) Ltd, a company owned and controlled directly<br />

and indirectly by the executive directors of the Company and<br />

four directors of <strong>JD</strong>G Trading (Pty) Ltd.<br />

Directors<br />

JHC Kok was appointed as a director on 1 March 2004.<br />

In terms of the articles of association, IS Levy, M Lock, MJ Shaw<br />

and JHC Kok retire at the forthcoming annual general meeting<br />

and, being eligible, offer themselves for re-election.<br />

17<br />

The aggregate beneficial interest of directors in the issued share<br />

capital and options of the Company is as follows:<br />

Number of shares<br />

2004 2003<br />

Direct 7 081 852 3 930 000<br />

Indirect 757 812 2 439 812<br />

Total 7 839 664 6 369 812<br />

There are no non-beneficial interests.<br />

Mr ID Sussman is the only director who directly and indirectly has<br />

more than a 1% interest in the share capital.<br />

There has been no material change in the interests recorded above<br />

since the year end date.<br />

Significant shareholders<br />

Details of significant shareholders are included on page 66.<br />

Special resolutions<br />

No special resolutions were passed during the year under review.<br />

Subsequent events<br />

Subsequent to the financial year end the <strong>Group</strong> placed the<br />

balance of the BoConcept business into voluntary liquidation,<br />

terminated the Alliance with Nedcor and acquired a stake in Blake<br />

& Associates Holdings (Pty) Ltd. These three events are addressed<br />

in more detail in note 26.

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