INTEGRATED ANNUAL REPORT 2011

GRI RESPONSES

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Organisation profile

2.1 -2.10

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2. Organisational profile

2.1 Name of the organisation.

Integrated annual report 2011 - Corporate information

Barloworld 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 annual report 2011 - Business operations

Barloworld distributes leading international brands providing integrated rental, fleet management, product support and logistics solutions. The core divisions comprise Equipment (earthmoving and power systems), Automotive and Logistics (car rental, motor retail and fleet services, logistics management and supply chain optimisation), Handling (materials handling and agriculture).

The group offers flexible, value-adding, integrated business solutions to our customers backed by leading global brands. The brands it represents on behalf of its principals include Caterpillar, Hyster, Avis, Audi, BMW, Ford, General Motors, Mercedes-Benz, Toyota and Volkswagen.
Barloworld has a proven record of long-term relationships with global principals and customers. The group is able 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.

2.3 Operational structure of the organisation, including main divisions, operating companies, subsidiaries and joint ventures.

Integrated annual report 2011 - Business operations
Integrated annual report 2011 - Equipment
Integrated annual report 2011 - Automotive and logistics
Integrated annual report 2011 - Handling
Integrated annual report 2011 - Note 36
Integrated annual report 2011 - Note 37
Integrated annual report 2011 - Note 38
Integrated annual report 2011 - Note 39

Main divisions of Barloworld Limited are:

•	Barloworld Equipment
•	Barloworld Automotive (including Logistics)
•	Barloworld Handling

Operating companies and subsidiaries:

•	Avis Southern Africa Limited
•	Barloworld Australia (Pty) Limited⁵
•	Barloworld Botswana (Pty) Limited³
•	Barloworld Capital (Pty) Limited
•	Barloworld Equipment (Pty) Limited
•	Barloworld Equipment UK Limited¹
•	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 SA⁶
•	Zeda Car Leasing (Pty) Limited t/a Avis Fleet Services
•	Barloworld Siyakhula (Pty) Limited

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.	Australia
6.	Portugal

Significant Joint Ventures:

1.	Bartrac Equipment
2.	PhakisaWorld Fleet Solutions
3.	Subaru Southern Africa (Pty) Ltd
4.	Finaltair
5.	Vostochnaya Technica UK*
6.	Barloworld Heftruck Verhuur BV

* Effective 1 October 2010 Vostochnaya Technica UK became a subsidiary and is thus consolidated in the Group result

2.4 Location of organisation's headquarters.

Integrated annual report 2011 - Directors’ report
Integrated annual report 2011 - Corporate information

The corporate office primarily comprises the headquarters in Johannesburg, South Africa the treasury in Maidenhead, United Kingdom, and the captive insurance company. 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
2146, South Africa
2.5 Number of countries where the organisation operates, and names of countries with either major operations or ...

Integrated annual report 2011 - Business operations
Integrated annual report 2011 - Where we operate
The group operates in 26 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, Zimbabwe.

Barloworld Automotive: Australia, Botswana, Lesotho, Mozambique, Namibia, South Africa, Swaziland.

Barloworld Logistics: Botswana, China, Germany, Hong Kong, Portugal, South Africa, Spain, United Arab Emirates, United Kingdom, United States of America, Zambia.
Barloworld Handling: Angola, Belgium, Botswana, Lesotho, Malawi, Mozambique, Namibia, Netherlands, Russia, South Africa, United Kingdom, United States of America, Zambia.

2.6 Nature of ownership and legal form.

Integrated annual report 2011 - Shareholder profile
Integrated annual report 2011 - Directors’ report

Barloworld is incorporated in South Africa under the provisions of the Companies Act, 1973, 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.

Register date: 30 September 2011 Issued share capital: 230 878 344

Public and non-public shareholdings

Shareholder type	Number of holders	% of total shareholders	Number of shares	% of issued capital
Non-public shareholders	17	0.13	23 461 771	10.16
Directors, prescribed of cers and
associates	11	0.08	298 779	0.13
Employee and educational trusts	5	0.04	8 677 979	3.76
Tamarix Investment Holdings (Pty)
Limited*	1	0.01	14 485 013^#	6.27
Public shareholders	12 685	99.87	207 416 573	89.84
Total	12 702	100.00	230 878 344	100.00

* Nine entities that directly hold shares issued in respect of the BEE transaction approved in September 2008.

^# The shares issued to strategic black partners and community service groups in respect of the BEE transaction.

Refer to note 33 on page 228 for further information.

Registered shareholder spread

Shareholder spread	Number of holders	% of total shareholders	Number of shares	% of issued capital
1 – 1 000 shares	9 216	72.55	3 449 159	1.49
1 001 – 10 000 shares	2 869	22.59	8 557 098	3.71
10 001 – 100 000 shares	449	3.53	14 866 681	6.44
100 001 – 1 000 000 shares	129	1.02	44 866 300	19.43
1 000 001 shares and above	39	0.31	159 139 106	68.93
Total	12 702	100.00	230 878 344	100.00

Beneficial shareholders holding 4% or more

Beneficial shareholdings	Total shareholding	% of Issued capital
Government Employees’ Pension Fund (PIC)	33 978 441	14.72
Sanlam (Insurance)	15 811 321	6.85
Liberty Life Association of Africa	10 993 267	4.76
Total	60 783 029	26.33

Investment managers holding 4% or more Investment management shareholdings

Investment management shareholdings

Investment manager	Total shareholding	% of Issued capital
Sanlam Investment Management	33 291 532	14.43
PIC	21 297 059	9.23
Westwood Global Investments LLC	13 319 672	5.77
STANLIB Asset Management	12 041 665	5.22
Government Institution Pension Fund	10 780 436	4.67
Total	90 730 364	39.32

Geographical analysis of shareholders – 2011

Region	Total shareholding	% of Issued capital
South Africa	140 925 842	61.05
United States of America and Canada	49 158 863	21.29
United Kingdom	4 159 749	1.80
Rest of Europe	14 852 130	6.43
Rest of the World¹	21 781 760	9.43
Total	230 878 344	100.00

Geographical analysis of shareholders – 2010

Region	Total shareholding	% of Issued capital
South Africa	144 660 029	62.77
United States of America and Canada	45 966 471	19.95
United Kingdom	6 419 434	2.79
Rest of Europe	10 105 990	4.39
Rest of the World¹	23 300 524	10.10
Total	230 452 448	100.00

¹Represents all shareholdings except those in the above regions.

2.7 Markets served (including geographic breakdown, sectors served and types of customers/beneficiaries).

Integrated annual report 2011 - Business operations
Integrated annual report 2011 - Where we operate

Specific industries in which the group operates include: mining; construction; oil and gas; forestry; power; long and short-term vehicle and plant rental; distribution of vehicles; plant and equipment; agriculture; logistics management and supply chain optimisation.

Customer segments include: corporates; individuals; state; para-statals; local utilities and municipalities; wholesale and retail; warehousing; ports and harbours; contractors and sub-contractors.

The group creates value by:

•	Providing flexible, value adding, integrated customer solutions in the following business segments:
	o	Equipment (earthmoving and power systems)
		Automotive (car rental, motor retail, fleet services, used vehicles and disposal systems)
		Logistics (logistics management and supply chain optimisation)
		Handling (materials handling and agriculture)
•	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 above-average long-term growth potential, particularly in emerging markets is the key driver of establishing market presence in developing economies.

The group operates in 26 countries.

Barloworld Equipment: Andorra, Angola, Botswana, Cape Verde, China, Congo (Democratic Republic of the), Lesotho, Malawi, Mozambique, Namibia, Portugal, Russia, São Tomé and Principé, South Africa, Spain, Swaziland, United Kingdom, Zambia, Zimbabwe.

Barloworld Automotive: Australia, Botswana, Lesotho, Mozambique, Namibia, South Africa, Swaziland.

Barloworld Logistics: Botswana, China, Germany, Hong Kong, Portugal, South Africa, Spain, United Arab Emirates, United Kingdom, United States of America, Zambia.

Barloworld Handling: Angola, Belgium, Botswana, Lesotho, Malawi, Mozambique, Namibia, Netherlands, Russia, South Africa, United Kingdom, United States of America, Zambia.

Where we operate

2.8 Scale of the reporting organisation.

•	Revenue (Rm): 49 823
•	EBITDA (Rm): 3 993
•	Operating Profit (Rm): 2 289
•	Profit Before Tax (Rm): 1 593
•	Profit After tax (Rm): 1009
•	Net Profit (Rm): 1 080
•	Total Assets (Rm): 30 932
•	Interests of all Shareholders (Rm): 12 652
•	Non-current liabilities (Rm): 7 278
•	Current liabilities (Rm): 10 997
•	Total equity and liabilities (Rm): 30 932
•	Number of Employees: 18 671
•	Energy Consumption (gigajoules): 1 807 244
•	GHG Emissions (CO2e tons): 189 043
•	Operations in 26 Countries

2.9 Significant changes during the reporting period regarding size, structure or ownership.

Integrated annual report 2011 - Report scope and boundary
Integrated annual report 2011 - Note 34 - Changes in accounting policy and disclosures

Material changes from 2011 include consolidating Logistics into the Automotive division to align with the group’s strategy, consolidating Equipment Russia and reporting against King III and GRI G3.1 guidelines.

2.10 Awards received in the reporting period.

Integrated annual report 2011 - Automotive and logistics
Integrated annual report 2011 - Handling
Integrated annual report 2011 - Responsible value chain
Integrated annual report 2011 - Corporate governance report

During the year, the group received the following awards:

•	Nkonki/Financial Mail awards for integrated reporting – third place
•	Ernst & Young, South Africa: excellent category for corporate reporting
•	Member of the Johannesburg Stock Exchange's Socially Responsible Investment Index (JSE SRI); 'Best Performer Category'
•	Gold Award for inclusion in the South African Carbon Disclosure Leadership Index 2011
•	Various divisional awards