BISICHI MINING - Final Results

PR Newswire
London, April 29
                          BISICHI MINING PLC                  Results for the year ended 31 December 2014Financial summary:\* EBITDA: £4,609,000 (2013: £3,039,000)\* Profit before tax: £1,568,000 (2013: £102,000)\* £3.5million EBITDA in the second half of the yearSummary:\* Strong performance at Black Wattle colliery in the second half attributed toimplementation of turnaround plan by management and improved production atBlack Wattle's profitable opencast pits\* Delivery of coal from new 2.6million tonne reserve commenced and expected tocontribute to earnings in 2015\* Physical demand for Black Wattle coal remains strong despite historically lowinternational coal prices\* UK property portfolio continues to perform well with a new £6million loanfacility signed with Santander UK PLC\* Final Dividend proposed of 3p per share payable in cash in addition to theinterim dividend of 1p per share\* Dividend yield of 5% at year end share priceChairman, Sir Michael Heller, comments:"Although we expect depressed coal prices to continue, Black Wattle willcontinue its focus on keeping its cost of production low. Meanwhile, our UKretail property investment portfolio, which underpins our direct miningbusiness, remains virtually fully let. We have confidence, therefore, in theprospects for Bisichi in 2015."For further information, please call:Andrew Heller or Garrett Casey, Bisichi Mining PLC 020 7415 5030Bisichi Mining PLCAnnual Report 2014Earnings before interest, tax, depreciation and amortisation(EBITDA) of £4.6million (2013: £3.0million)£3.5million EBITDA in the second half of the yearUK property portfolio continues to perform well with a new £6million loanfacility signed with Santander UK PLCDividend yield of 5% at year end share priceSTRATEGIC REPORTCHAIRMAN'S STATEMENTI am very pleased to be able to inform shareholders that your Company achievedearnings before interest, tax, depreciation and amortisation (EBITDA) of £4.6million (2013: £3.0 million). Of these earnings, £3.5 million were generated inthe second half of the year.To a significant extent, this strong performance in the second half of the yearcan be attributed to the successful implementation of the turnaround plan putin place by your management in London and at Black Wattle Colliery, our directcoal mining asset, in South Africa.As reported last year, at the end of 2013 the open cast mining operations atBlack Wattle were severely impacted when one of our main production pits raninto unrecorded old underground workings. A turnaround plan was put in place.This involved the swift movement of the machinery to two of our more profitableproduction pits in order to increase production from these areas.Although the plan initially suffered a short-term set-back caused by theunusually heavy rainfall in the first quarter of 2014, Black Wattle steadilyincreased production from its lower costing pits. This increased productionfrom the two existing pits ensured that the mine returned to acceptable levelsof profitability in the second half of 2014.In regard to the new reserve at Blue Nightingale, plans were initiated todevelop the reserve by the end of 2014. We are pleased to report that deliveryof coal from the reserve has commenced and we expect the reserve to begin tocontribute to earnings in 2015.Black Wattle continues to perform well under the Quattro Programme, whichallows junior black-economic empowerment coal producers direct access to thecoal export market via Richards Bay Coal Terminal. We would like to thankVunani Limited, our black economic empowered shareholders at Black Wattle, formanaging and developing this opportunity.During the second half of last year, Black Wattle became a level 4 contributorto Broad Based Black Economic Empowerment ("BBBEE"). Our staff deserve ourthanks for their hard work in achieving this status as well as for theircontinued efforts in improving our BBBEE rating and credentials.The coal mined during the year, at a lower cost of production than 2013, helpedoffset the impact of the weaker international coal prices experiencedthroughout 2014. Although we expect depressed coal prices to continue, BlackWattle will continue its focus on keeping its cost of production low and weremain highly confident on the prospects of our coal mining activities in SouthAfrica.The Company's UK retail property portfolio, which underpins the Group and whichis managed actively by London & Associated Properties PLC, continues to performwell. We are pleased to report that in December 2014, the group signed a £6million 5-year term loan facility with Santander UK PLC. This new loan replacesthe previous £5 million term facility and overdraft facility held with RoyalBank of Scotland. This new loan is secured against the group's UK retailproperty portfolio which was externally valued at the 2014 year end at £11.6million (2013: £11.6million).On the behalf of all shareholders, I would like to thank Robert Corry, whoretired at the end of 2014, for his services to the Group. Robert, a directorof Black Wattle Colliery for over 20 years, has made a significant contributionto the development of our coal business and the banking side of Bisichi's UKproperty portfolio. We wish him the very best in his retirement.Finally, your directors have decided to hold the dividend at the 2013 level andwill recommend to you, our shareholders, a final dividend of 3p (2013: 3p)payable on Friday 31 July 2015 to shareholders registered at the close ofbusiness on 3 July 2015 making the total for the year 4p (2013: 4p). Based onthe 2014 year end share price, this represents a 5% yield, which is at the highend of the mining sector.On behalf of the Board and shareholders, I would like to thank all of our stafffor their hard work during the course of the year.Sir Michael HellerChairman27 April 2015STRATEGIC REPORTMining REVIEWThe strong earnings achieved in the second half of the year at Black Wattle,our South African coal mining operation, can be mainly attributed to improvedproduction at Black Wattle's profitable opencast pits.Although we continue to operate in an environment of historically low coalprices, we expect the changes implemented at Black Wattle to result in acontinued strong performance from our South African operations going into 2015.Production and operationsAlthough overall Run of Mine production from Black Wattle weakened in 2014,with total production for the year of 1.53million metric tonnes (2013:1.77million metric tonnes), production improved in the second half of the year.Average monthly Run of Mine production increased from 115,000 metric tonnes inthe first half of the year to 140,000 metric tonnes in the second half.As announced in the Chairman's Statement, we are expecting a contribution toearnings from the Blue Nightingale reserve in 2015. Blue Nightingale, is aSouth African black owned and managed mining company and we are very pleased tobe continuing our successful relationship. As previously reported, the coaldelivered is part of an agreement to purchase Run of Mine coal from an opencastreserve nearby to Black Wattle. Additional drilling at year end has confirmedthat the reserve consists of approximately 2.6million tonnes of coal which canbe sold either directly to local power utilities or transported to Black Wattlewhere it will be washed and sold into our existing domestic and export markets.Black Wattle will look to combine production from Black Wattle's existingreserves with coal received from the new reserve at Blue Nightingale.Main trends/marketsInternational coal prices continued to weaken. At the beginning of 2014, theaverage weekly price of Free on Board (FOB) Coal from Richards Bay CoalTerminal (API4) was $85. By the end of the year the price had weakened to under$64. Further weakness in 2015 has seen the coal price go below $60, less thanhalf the price of $120 achieved three years previously in 2011. A depreciationin the South African Rand against the US Dollar has helped to partially offsetthis decline. Looking forward, we continue to see strong demand for our coal inboth the domestic and export markets and we will continue to focus on keepingour cost of production low in order to offset the impact of lower internationalcoal prices.Health, Safety & Environment (HSE)Black Wattle is committed to creating a safe and healthy working environmentfor its employees and the health and safety of our employees is of the utmostimportance.HSE performance in 2014:• No new cases of Occupational Diseases were recorded.• Zero claims for the Compensation for Occupational Diseases were submitted.• No machines operating at Black Wattle exceeded the regulatory noise level.• Black Wattle Colliery recorded one Lost time Injury during 2014.In addition to the required personnel appointments and assignment of directhealth and safety responsibilities on the mine, a system of HazardIdentification and Risk Assessments has been designed, implemented andmaintained at Black Wattle.Health and Safety training is conducted on an ongoing basis. We are pleased toreport all employees to date have received training in hazard identificationand risk assessment in their work areas.A medical surveillance system is also in place which provides management withinformation used in determining measures to eliminate, control and minimiseemployee health risks and hazards and all Occupational Health hazards aremonitored on an ongoing basis.Various systems to enhance the current HSE strategy have been introduced asfollows:• In order to improve hazard identification before the commencing of tasks,mini risk assessment booklets have been distributed to all mine employees andlong term contractors on the mine.• A Job Safety Analysis form has been introduced to ensure effectiveidentification of hazards in the workplace.• In order to improve the current reporting practice of incidents on the mine,initial reporting of incidents booklets were handed out to all employees andcontractors.• In order to capture and record investigation findings from incidents, anincident recording sheet was introduced to line management and contractors.• Black Wattle Colliery utilises ICAM (Incident cause analysis method).• Hazard Identification and Risk Assessment training was given to all levels ofemployees, line management, Heads of Departments, contractor representativesand contractor employees.• Ongoing training on conveyor belt operation is being conducted with allemployees involved with this discipline.Environment Management ProgrammeUnder the terms of the mine's Environmental Management Programme approved bythe Department of Mineral Resource ("DMR"), Black Wattle undertakes a host ofenvironmental protection activities to ensure that the approved EnvironmentalManagement Plan is fully implemented. In addition to these routine activities,Black Wattle regularly carries out environmental monitoring activities on andaround the mine, including evaluation of ground water quality, air quality,noise and lighting levels, ground vibrations, air blast monitoring, andassessment of visual impacts.Black Wattle is fully compliant with the regulatory requirements of theDepartment of Water Affairs and Forestry and has an approved and externallyaudited water use licence.Black Wattle Colliery has substantially improved its water management byerecting and upgrading all its pollution control dams in consultation with theDepartment of Water Affairs and Forestry.A performance assessment audit was conducted to verify compliance to ourEnvironmental Management Programme and no significant deviations were found.Black Wattle Colliery Social and Labour Plan (SLP) progressBlack Wattle Colliery is committed to true transformation and empowerment aswell as poverty eradication within the surrounding and labour providingcommunities.Black Wattle is committed to providing opportunities for the sustainablesocio-economic development of its stakeholders, such as:• Employees and their families, through Skills Development, EducationDevelopment, Human Resource Development, Empowerment and ProgressionProgrammes.• Surrounding and labour sending communities, through Local EconomicDevelopment, Rural and Community Development, Housing and Living Condition,Enterprise Development and Procurement Programmes; and• Empowerment partners, through Broad-Based Black Economic Empowerment (BBBEE)and Joint Ventures with Historically Disadvantaged South African (HDSA) newmining entrants and enterprises.• The Company engages in ongoing consultation with its stakeholders to developstrong company-employee relationships, strong company-community relationshipsand strong company-HDSA enterprise relationships.The key focus areas in terms of the detailed SLP programmes were updated asfollows:• New implementation action plans, projects, targets and budgets wereestablished through regular workshops with all stakeholders.• A comprehensive desktop socio-economic assessment was undertaken on baselinedata of the Steve Tshwete Local Municipality (STLM) and Nkangala DistrictMunicipality (NDM).• The current Black Wattle Colliery Local Economic Development (LED) programmeswere upgraded, and new LED projects were selected in consultation with the keystakeholders from the STLM.• An appropriate forum was established on the mine and a process initiated forthe consultation, empowerment and participation of the employee representativesin the Black Wattle Colliery SLP process.• Black Wattle Colliery has concluded extensive work on various Agriculturalprojects as well as the E-Bag Recycling projects. The E-Bag Recycling projectaims to minimize the environmental impact of post-consumer PolyethyleneTerephthalate plastic (PET) on the South African landscape. The project wasawarded the PET Entrepreneur award for 2013 and the project was awarded a newbailing machine as part of the award. An additional piece of ground has beenidentified to extend the project to a different area within the Mhluzi Townshipnearby to Black Wattle. During 2014 the project self-funded the purchase of anadditional bailing machine, an important milestone in bringing the project to aposition of self-sustainability.• Various upgrades were initiated at the Evergreen School nearby to BlackWattle including upgrades to the roof, classrooms and outer areas.ProcurementAs reported in the Chairman's Statement, Black Wattle Colliery is now a level 4BBBEE contributor.In compliance with the Mining Charter and the Mineral and Petroleum ResourceDevelopment Act, Black Wattle has implemented a BBBEE-focussed procurementpolicy which strongly encourages our suppliers to establish and maintain BBBEEcredentials. At present, BBBEE companies provide approximately 80 percent ofBlack Wattle's equipment and services. We closely monitor our monthlyexpenditure and welcome potential BBBEE suppliers to compete for equipment andservice contracts at Black Wattle. Black Wattle also sells much of its coalproducts to empowered companies.Employment in South AfricaAs part of Black Wattle's commitment to the South African government MiningCharter, the Company seeks to:• Expand opportunities for historically disadvantaged South Africans (HDSAs),including women, to enter the mining and minerals industry and benefit from theextraction and processing of the country's resources;• Utilise the existing skills base for the empowerment of HDSAs; and• Expand the skills base of HDSAs in order to serve the community.In addition Black Wattle is committed to achieving the goals of the SouthAfrican Employment Equity Act and is pleased to report the following:• Black Wattle Colliery has exceeded the 10 percent women in management andcore mining target.• Black Wattle Colliery has achieved 18.5 percent women in core mining.• 94 percent of the women at Black Wattle Colliery are HDSA females.In terms of staff training some highlights for 2014 were:• 13 employees were trained in ABET (Accreditation Board for Engineering andTechnology) level one;• An additional 5 disabled women have started training on ABET level one andtwo; and• Plans have been put in place for 2015 for a further 10 employees to betrained on ABET level one, two or three and 1 employee will be trained on ABETlevel four.• 4 HDSA Females have commenced apprenticeship at the mine.ProspectsPlans have been put in place to ensure Black Wattle is able to provideconsistent production from its own existing reserves as well as reservesdeveloped in partnership with our BEE partners. Although international coalprices remain depressed, management continue to remain confident in the abilityto achieve significant value from our existing South African mining operations.As a result, I look forward to the coming year with confidence.Andrew HellerManaging Director27 April 2015STRATEGIC REPORTRISK & PERFORMANCEThe directors present the Strategic Report of the Company for the year ending31 December 2014. The aim of the Strategic report is to provide shareholderswith the ability to assess how the Directors have performed their duty topromote the success of the Company for the collective benefit of shareholders.Business reviewThe Chairman's Statement and the Mining Review which form part of the StrategicReport on the preceding pages 2 to 7 give a comprehensive and fair review ofthe group's activities during the past year and prospects for the forthcomingyear.Principal activity, strategy & business modelThe Company carries on business as a mining company and its principal activityis coal mining in South Africa. The Company's strategy is to create and deliverlong terms sustainable value to our stakeholders through our business modelwhich can be broken down into four key areas:• acquiring and securing additional coal reserves in South Africa• coal mining• coal washing• coal transportation and marketingIn addition to the four key areas outlined above, we seek to balance the highrisk of our mining operations with a dependable cash flow from our UK propertyinvestment operations. The Company invests in retail property across the UK.The UK property portfolio is managed by London & Associated Properties PLCwhose responsibility is to actively manage the portfolio to improve rentalincome and thus enhance the value of the portfolio over time.Risk & uncertaintiesCoal price risk: The group's mining operational earnings are largely dependenton movements in the coal price.Coal washing: The group's mining operation's earnings are highly sensitive tocoal washing, therefore a stoppage or disruption to the process couldsignificantly impact earnings. However, there is scope to raise earningssubstantially if the yield from the washing process is improved evenmarginally.Mining risk: Attached to mining there are inherent health and safety risks. Anysuch safety incidents disrupt operations, and can slow or even stop production.The group has a comprehensive Health and Safety programme in place to mitigatethis. As with many mining operations, the reserve that is mined has the risk ofnot having the qualities and accessibility expected from geological andenvironmental analysis.Currency risk: The group's South African operations are sensitive to currencymovements, especially those between the South African Rand, US Dollar andBritish Pound.New reserves and mining permissions: The acquisition of additional reserves,permissions to mine and new mining opportunities in South Africa generally arecontingent on a number of factors outside of the group's control, e.g. approvalby the Department of Mineral Resources and the Department of Water Affairs andForestry.Regulatory risk: The group's South African operations are subject to thegovernment Mining Charter and scorecard which primarily seeks to:• Promote equitable access to South Africa's mineral resources for all peoplein South Africa;• Expand opportunities for historically disadvantaged South Africans (HDSAs),including women, to enter the mining and minerals industry and benefit from theextraction and processing of the country's resources;• Utilise the existing skills base for the empowerment of HDSAs;• Expand the skills base of HDSAs in order to serve the community;• Promote employment and the social and economic welfare of mining communitiesand areas supplying mining labour; and• Promote beneficiation of South Africa's mineral commodities beyond mining andprocessing, including the production of consumer goods.The group continues to make good progress towards meeting the Charterrequirements. However any regulatory changes to these, or failure to meetexisting targets, could adversely affect the mine's ability to retain itsmining rights in South Africa.Transport risk: At present the government owned Transnet Freight Rail (TFR) isthe sole rail freight provider for coal in South Africa. The group's SouthAfrican operations are therefore reliant on TFR for delivery of its exportquality coal directly or indirectly via the Southern African ports to its endcustomers.Power supply risk: The current utility provider for power supply in SouthAfrica is the government run Eskom. Eskom continues to undergo capacityproblems resulting in power cuts and lack of provision of power supply to newprojects. The group's mining operations have to date not been affected by powercuts.Flooding risk: The group's mining operations are susceptible to seasonalflooding which could disrupt production. Management monitors water levels on anongoing basis and various projects have been completed, including theconstruction of additional dams, to mitigate this risk.Environmental risk: The group's South African mining operations are required toadhere to local environmental regulations. Details of the groups EnvironmentManagement Programme are disclosed in the Mining Review on page 6.Health & Safety risk: The group's South African mining operations are requiredto adhere to local Health and Safety regulations. Details of the group's Healthand Safety Programme are disclosed in the Mining Review on page 5.Labour risk: The group's mining operations and coal washing plant facility arelabour intensive and unionised. Any labour disputes, strikes or wagenegotiations may disrupt production and impact earnings.Cashflow risk: We seek to balance the high risk of our mining operations with adependable cash flow from our UK property investment operations. Fluctuationsin property values, which are reflected in the Consolidated Income Statementand Balance Sheet, are dependent on an annual valuation of commercialproperties. A fall in UK commercial property can have a marked effect on theprofitability and the net asset value of the group. However, due to the longterm nature of the leases, the effect on cash flows from property investmentactivities will remain stable as long as tenants remain in operation.Key Performance IndicatorsThe Key Performance Indicators for the Group are:                                                                    2014   2013                                                                   £'000  £'000For South African mining activities:Earnings before interest, tax, depreciation, and amortisation      3,139  2,268(EBITDA)For our UK property investment operations:Net property valuation                                            11,575 11,559For the Group:Profit before tax                                                  1,568    102Earnings before interest, tax, depreciation, and amortisation      4,609  3,039(EBITDA)Financial positionIn December 2014, the group signed a £6 million term loan facility withSantander. This new loan replaces the previous £5 million term facility andoverdraft held with Royal Bank of Scotland. The Loan is secured against thegroup's UK retail property portfolio. The new debt package has a five year termand is repayable at the end of the term. The interest cost of the loan is 2.35%above LIBOR.The property portfolio was externally valued at 31 December 2014 and the valueof UK investment properties attributable to the group at year end was £11.6million (2013: £11.6million).In South Africa, an increase in the structured trade finance facility fromR60million (South African Rand) to R80million was signed by Black WattleColliery (Pty) Limited ("Black Wattle") in October 2013 with Absa Bank Limited,a South African subsidiary of Barclays Bank PLC. The facility is renewedannually at 30 June and is secured against inventory, debtors and cash that areheld in the group's South African operations. This facility comprises of aR60million revolving loan to cover the working capital requirements of thegroup's South African operations, and a R20million loan facility to coverguarantee requirements related to the group's South African mining operations.The group's cash and cash equivalents (excluding bank overdrafts) at year endwere £2.8million (2013: £1.7million). The net assets of the group at the yearend were £17.7million (2013: £17.0million). During 2012 the Company lent £2million to Dragon Retail Properties Limited, our joint venture company at6.875 per cent annual interest. This money is repayable on demand and notincluded in the groups cash and cash equivalents.The group has considerable financial resources available at short noticeincluding cash, held for trading investments and its £2m loan to Dragon RetailProperties Limited.Further details on the group's financial position are stated in theConsolidated Balance Sheet on page 42.CashflowThe Company at year end had a net amount of cash and cash equivalents(including bank overdrafts) of £0.7 million (2013: net balance owing of £1.3million). Details on the group's cashflow position are stated in theConsolidated Cashflow Statement on page 45. Cash and cash equivalents as perthe Cashflow Statement comprise Cash and cash equivalents as presented in thebalance sheet and bank overdrafts (secured).EnvironmentThe group's UK activities are principally property investment whereby weprovide premises which are rented to retail businesses. We seek to providethose tenants with good quality premises from which they can operate in anefficient and environmentally sound manner.Further information relating to the Company's position on the Environment andEnvironmental Management issues related to our South African operations can befound in The Mining Review which forms part of the Strategic Report on thepreceding pages 5 to 7.EmploymentEmployment terms and conditions for our employees based at our UK office and atour South African mining operations are regulated by and are operated incompliance with all relevant prevailing national and local legislation.Employment terms and conditions provided to mining staff meet or exceed thenational average.Further information relating to the Company's position on Employment issues canbe found in The Mining Review which forms part of the Strategic Report on thepreceding pages 5 to 7.Green House Gas reportingWe have reported on all of the emission sources required under the CompaniesAct 2006 (Strategic Report and Directors' Reports) Regulations.The group has employed the Operational Control boundary definition to outlineour carbon footprint boundary. Included within that boundary are Scope 1 & 2emissions from coal extraction and onsite mining processes for Black WattleColliery. We have not measured and reported on our Scope 3 emissions sources.Excluded from the footprint boundary are emission sources considered nonmaterial by the group, including refrigerant use onsite.We have used the GHG Protocol Corporate Accounting and Reporting Standard(revised edition) and a methodology adapted from the Intergovernmental Panel onClimate Change (2006) to calculate fugitive emissions from surface coal miningactivities. Further emission factors were used from UK Government's GHGConversion Factors for Company Reporting 2015.The Group's carbon footprint:                                                                    2014    2013                                                                    CO2e    CO2e                                                                  Tonnes  TonnesEmissions source:Scope 1 Combustion of fuel & operation of facilities              14,867  24,862Scope 1 Emissions from coal mining activities                     26,872  31,014Scope 2 Electricity, heat, steam and cooling purchased for own     8,300   9,947useTotal                                                             50,039  65,823Intensity:Intensity 1 Tonnes of CO2 per pound sterling of revenue          0.00189 0.00188Intensity 2 Tonnes of CO2 per tonne of coal produced              0.0327  0.0372Social, community and human rights issuesThe Company believes that it is in the shareholders' interests to considersocial and human rights issues when conducting business activities both in theUK and South Africa. Further information relating to the Company's position onsocial and community issues can be found in the Mining Review which form partof the Strategic Report on the preceding pages 5 to 7.Directors, employees and gender representationAt the year end the group had 6 directors (6 male, 0 female), 7 senior managers(6 male, 1 female) and 217 employees (165 male, 52 female).Future prospectsThe group seeks to expand its operations in South Africa through theacquisition of additional coal reserves. Further information on the outlook ofthe Company can be found in both the Chairman's Statement on page 2 and theMining Review on page 5 which form part of the Strategic Report.Signed on behalf of the Board of DirectorsGarrett CaseyFinance Director27 April 2015Management team1 Sir Michael HellerChairmanBisichi Mining PLC2 Andrew HellerManaging DirectorBisichi Mining PLC,Managing DirectorBlack Wattle Colliery3 Christopher JollSenior Independent Director,Chairman Auditand RemunerationCommittees4 Garrett CaseyFinance DirectorBisichi Mining PLC,DirectorBlack Wattle Colliery5 Robert GroblerDirector of MiningBisichi Mining PLC,DirectorBlack Wattle Colliery6 Ethan DubeDirectorBlack Wattle Colliery7 Nico SerfonteinMine ManagerBlack Wattle CollieryDirectors & advisors\* Sir Michael HellerMA, FCA (Chairman)Andrew R HellerMA, ACA(Managing Director)Garrett CaseyCA (SA)(Finance Director)Robert GroblerPr Cert Eng(Director of mining)O+ Christopher A JollMA (Non-executive)Christopher Joll was appointed a Director on 1 February 2001. He has held anumber of non-executive directorships of quoted and un-quoted companies and iscurrently senior partner of MJ2 Events LLP an event management business.O John A SibbaldBL (Non-executive)John Sibbald has been a Director since 1988. After qualifying as a CharteredAccountant he spent over 20 years in stockbroking, specialising in mining andinternational investment.Secretary & Registered officeGarrett Casey CA (SA)24 Bruton PlaceLondon W1J 6NEBlack Wattle CollieryDirectorsAndrew Heller (Managing Director)Ethan DubeRobert GroblerGarrett CaseyProperty portfolio asset managerJames Charlton BSc MRICSCompany RegistrationCompany registration No. 112155 (Incorporated in England and Wales)[\[email protected\]](/cdn-cgi/l/email-protection)\* Member of the nomination committee+ Senior independent directorO Member of the audit, nomination and remuneration committees.AuditorBDO LLPPrincipal bankersUnited KingdomSantander UK PLCBarclays Bank PLCNational Westminster Bank PLCInvestec PLCSouth AfricaABSA Bank (SA)First National Bank (SA)Standard Bank (SA)Corporate solicitorsUnited KingdomOlswang LLP, LondonMemery Crystal, LondonFladgate LLP, LondonSouth AfricaTugendhaft Wapnick Banchetti and Partners, JohannesburgHogan Lovells, JohannesburgBrandmullers Attorneys, MiddelburgStockbrokersShore Capital & Corporate LtdRegistrars and transfer officeCapita Asset ServicesThe Registry34 Beckenham RoadBeckenhamKent, BR3 4TUTelephone: 0871 664 0300(calls cost 10 pence per minute plus network extras)Or +44 (0)203 728 5000 for overseas callerswww.capitaassetservices.comE-mail: [\[email protected\]](/cdn-cgi/l/email-protection) YEAR SUMMARY                                             2014   2013   2012    2011    2010                                            £'000  £'000  £'000   £'000   £'000Consolidated income statementRevenue                                    26,500 35,105 35,962  29,909  32,824Operating profit/ (loss)                    1,364    123  2,568 (1,328) (1,705)Profit/ (loss) before tax                   1,568    102  2,190 (1,450) (1,813)Trading profit before tax                   1,157     17  2,808 (1,210) (2,209)Revaluation profit before tax                 411     85  (618)   (240)     396Profit before interest, taxation and        4,609  3,039  4,684   1,150     770depreciationConsolidated balance sheetInvestment properties                      11,575 11,559 11,612  12,068  12,110Fixed asset investments                     4,090  4,370  4,309   2,727   3,757                                           15,665 15,929 15,921  14,795  15,867Current asset investments                     796    822    787   2,515     605                                           16,461 16,751 16,708  17,310  16,472Other assets less liabilities less            854  (123)    607   (537)   1,482non-controlling interestsTotal equity attributable to equity        17,315 16,628 17,315  16,773  17,954shareholdersNet assets per ordinary share              162.2p 156.3p 164.0p  158.9p  171.8pDividend per share                          4.00p  4.00p  4.00p   4.00p   4.00pGOVERNANCEFINANCIAL CALENDAR10 June 2015       Annual General Meeting31 July 2015       Payment of final dividend for 2014 (if approved)Late August 2015   Announcement of half-year results to 30 June 2015Late April 2016    Announcement of results for year ending 31 December 2015GOVERNANCEDIRECTOR'S REPORTThe directors submit their report together with the audited financialstatements for the year ended 31 December 2014.Activities and review of businessThe group continues its mining activities. Income for the year was derived fromsales of coal from its South African operations. The group also has a propertyinvestment portfolio for which it receives rental income.The results for the year and state of affairs of the group and the company at31 December 2014 are shown on pages 40 to 80 and in the Strategic Report onpages 2 to 15. Future developments and prospects are also covered in theStrategic Report. Over 99 per cent. of staff are employed in the South Africancoal mining industry - employment matters and health and safety are dealt within the Strategic Report.The management report referred to in the Director's responsibilities statementencompasses this Directors' Report and Strategic Report on pages 2 to 15.Corporate responsibilityEnvironmentThe environmental issues of the group's South African coal mining operationsare covered in the Strategic Report on pages 2 to 15.The group's UK activities are principally property investment whereby premisesare provided for rent to retail businesses.The group seeks to provide those tenants with good quality premises from whichthey can operate in an efficient and environmentally friendly manner. Whereverpossible, improvements, repairs and replacements are made in an environmentallyefficient manner and waste re-cycling arrangements are in place at all thecompany's locations.Greenhouse Gas EmissionsDetails of the group's greenhouse gas emissions for the year ended 31 December2014 can be found on page 15 of the Strategic Report.EmploymentThe group's policy is to attract staff and motivate employees by offeringcompetitive terms of employment. The group provides equal opportunities to allemployees and prospective employees including those who are disabled. TheStrategic Report gives details of the group's activities and policiesconcerning the employment, training, health and safety and community supportand social development concerning the group's employees in South Africa.Dividend policyAn interim dividend for 2014 of 1p was paid on 6 February 2014 (Interim 2013:1p). The directors recommend the payment of a final dividend for 2014 of 3p perordinary share (2013: 3p) making a total dividend for 2014 of 4p (2013: 4p).Subject to shareholder approval, the total dividend per ordinary share for 2014will be 4p per ordinary share.The final dividend will be payable on Friday 31 July 2015 to shareholdersregistered at the close of business on 3 July 2015.Investment propertiesThe investment property portfolio is stated at its open market value of £11,575,000, at 31 December 2014 (2013: £11,559,000) as valued by professionalexternal valuers. The open market value of the company's share of investmentproperties included within its investments in joint ventures is £4,021,000(2013: £3,599,000).Financial instrumentsNote 21 to the financial statements sets out the risks in respect of financialinstruments. The Board reviews and agrees overall treasury policies, delegatingappropriate authority to the managing director. Financial instruments are usedto manage the financial risks facing the group - speculative transactions arenot permitted. Treasury operations are reported at each Board meeting and aresubject to weekly internal reporting.DirectorsThe directors of the company for the whole year were Sir Michael Heller, A RHeller, G J Casey, C A Joll, R J Grobler (a South African citizen), and J ASibbald.The directors retiring by rotation are Mr R J Grobler and Mr A R Heller whooffers themselves for re-election.Robert Grobler was appointed as General Mine Manager by Black Wattle Colliery(Proprietary) Ltd on 1 May 2000. He was appointed to the Board of BisichiMining PLC as Director of Mining on 22 August 2008. He has over 40 years'experience in the South African coal mining industry. He is a professionalengineer and member of the South African Coal Managers Association.Andrew Heller has been an executive director since 1998. He is a CharteredAccountant and has been employed by the group since 1994 under a contract ofemployment determinable at three months' notice.No director had any material interest in any contract or arrangement with thecompany during the year other than as shown in this report.Directors' shareholdingsThe interests of the directors in the shares of the company, including familyand trustee holdings where appropriate, are shown on page 30 of the AnnualRemuneration Report.Substantial interestsThe following have advised that they have an interest in 3 per cent. or more ofthe issued share capital of the company as at 27 April 2015:London & Associated Properties PLC - 4,432,618 shares representing 41.52 percent. of the issued capital. (Sir Michael Heller is a director and shareholderof London & Associated Properties PLC).Sir Michael Heller -         330,117 shares representing 3.09 per cent. of the                             issued capital.A R Heller -                 785,012 shares representing 7.35 per cent. of the                             issued capital.Cavendish Asset Management   1,671,610 shares representing 15.7 per cent. ofLimited -                    the issued share capital.James Hyslop -               341,126 shares representing 3.20 per cent. of the                             issued share capital.Disclosure of information to auditorThe directors in office at 31 December 2014 have confirmed that they are awarethat there is no relevant audit information of which the auditor is unaware.Each of the directors has confirmed that they have taken all reasonable stepsthey ought to have taken as directors to make themselves aware of any relevantaudit information and to establish that it has been communicated to theauditor.Corporate governanceThe company has adopted the Corporate Governance Code for Small and Mid-SizeQuoted Companies (the QCA Code) published by the Quoted Companies Alliance. TheQCA Code provides governance guidance to small and mid-size quoted companies.The paragraphs below set out how the company has applied this guidance duringthe year. The company has complied with the QCA Code throughout the year.Principles of corporate governanceThe group's Board appreciates the value of good corporate governance not onlyin the areas of accountability and risk management, but also as a positivecontribution to business prosperity. The Board endeavours to apply corporategovernance principles in a sensible and pragmatic fashion having regard to thecircumstances of the group's business. The key objective is to enhance andprotect shareholder value.Board structureDuring the year the Board comprised the executive chairman, the managingdirector, two other executive directors and two non-executive directors. Theirdetails appear on page 19. The Board is responsible to shareholders for theproper management of the group. The Directors' responsibilities statement inrespect of the accounts is set out on page 37. The non-executive directors havea particular responsibility to ensure that the strategies proposed by theexecutive directors are fully considered. To enable the Board to discharge itsduties, all directors have full and timely access to all relevant informationand there is a procedure for all directors, in furtherance of their duties, totake independent professional advice, if necessary, at the expense of thegroup. The Board has a formal schedule of matters reserved to it and meetsbi-monthly.The Board is responsible for overall group strategy, approval of major capitalexpenditure projects and consideration of significant financing matters.The following Board committees, which have written terms of reference, dealwith specific aspects of the group's affairs:• The nomination committee is chaired by Christopher Joll and comprises thenon-executive directors and the executive chairman. The committee isresponsible for proposing candidates for appointment to the Board, havingregard to the balance and structure of the Board. In appropriate casesrecruitment consultants are used to assist the process. Each director issubject to re-election at least every three years.• The remuneration committee is responsible for making recommendations to theBoard on the company's framework of executive remuneration and its cost. Thecommittee determines the contractual terms, remuneration and other benefits foreach of the executive directors, including performance related bonus schemes,pension rights and compensation payments. The Board itself determines theremuneration of the non-executive directors. The committee comprises thenon-executive directors. It is chaired by Christopher Joll. The company'sexecutive chairman is normally invited to attend meetings. The report ondirectors' remuneration is set out on pages 28 to 34.• The audit committee comprises the two non-executive directors and is chairedby Christopher Joll. Its prime tasks are to review the scope of external audit,to receive regular reports from the company's auditor and to review thehalf-yearly and annual accounts before they are presented to the Board,focusing in particular on accounting policies and areas of management judgmentand estimation. The committee is responsible for monitoring the controls whichare in force to ensure the integrity of the information reported to theshareholders. The committee acts as a forum for discussion of internal controlissues and contributes to the Board's review of the effectiveness of thegroup's internal control and risk management systems and processes. Thecommittee also considers annually the need for an internal audit function. Itadvises the Board on the appointment of external auditors and on theirremuneration for both audit and non-audit work, and discusses the nature andscope of the audit with the external auditors. The committee, which meetsformally at least twice a year, provides a forum for reporting by the group'sexternal auditors. Meetings are also attended, by invitation, by the companychairman, managing director and finance director.The audit committee also undertakes a formal assessment of the auditors'independence each year which includes:• a review of non-audit services provided to the group and related fees;• discussion with the auditors of a written report detailing all relationshipswith the company and any other parties that could affect independence or theperception of independence;• a review of the auditors' own procedures for ensuring the independence of theaudit firm and partners and staff involved in the audit, including the regularrotation of the audit partner; and• obtaining written confirmation from the auditors that, in their professionaljudgement, they are independent.The audit committee report is set out on page 35.An analysis of the fees payable to the external audit firm in respect of bothaudit and non-audit services during the year is set out in Note 4 to thefinancial statements.Performance evaluation - board, board committees and directorsThe performance of the board as a whole and of its committees and thenon-executive directors is assessed by the chairman and the managing directorand is discussed with the senior independent director. Their recommendationsare discussed at the nomination committee prior to proposals for re-electionbeing recommended to the Board. The performance of executive directors isdiscussed and assessed by the remuneration committee. The senior independentdirector meets regularly with the chairman and both the executive andnon-executive directors individually outside of formal meetings. The directorswill take outside advice in reviewing performance but have not found thisnecessary to date.Independent directorsThe senior independent non-executive director is Christopher Joll. The otherindependent non-executive director is John Sibbald.Christopher Joll has been a non-executive director for over ten years and JohnSibbald has been a non-executive director for over twenty years. The Boardencourages Christopher Joll and John Sibbald to act independently. The boardconsiders that their length of service and connection with the company's publicrelations advisers, does not, and has not, resulted in their inability orfailure to act independently. In the opinion of the Board, Christopher Joll andJohn Sibbald continue to fulfil their role as independent non-executivedirectors.The independent directors regularly meet prior to Board meetings to discusscorporate governance issues.Board and board committee meetingsThe number of meetings during 2014 and attendance at regular Board meetings andBoard committees was as follows:                                               Meetings held  Meetings AttendedSir Michael Heller Board                                   6                  6                   Nomination committee                    1                  1A R Heller         Board                                   6                  6                   Audit committee                         2                  2G J Casey          Board                                   6                  5                   Audit committee                         2                  2R J Grobler        Board                                   6                  2C A Joll           Board                                   6                  6                   Audit committee                         2                  2                   Nomination committee                    1                  1                   Remuneration committee                  1                  1J A Sibbald        Board                                   6                  6                   Audit committee                         2                  2                   Nomination committee                    1                  1                   Remuneration committee                  1                  1Internal controlThe directors are responsible for the group's system of internal control andreview of its effectiveness annually. The Board has designed the group's systemof internal control in order to provide the directors with reasonable assurancethat its assets are safeguarded, that transactions are authorised and properlyrecorded and that material errors and irregularities are either prevented orwould be detected within a timely period. However, no system of internalcontrol can eliminate the risk of failure to achieve business objectives orprovide absolute assurance against material misstatement or loss.The key elements of the control system in operation are:• the Board meets regularly with a formal schedule of matters reserved to itfor decision and has put in place an organisational structure with clearlydefined lines of responsibility and with appropriate delegation of authority;• there are established procedures for planning, approval and monitoring ofcapital expenditure and information systems for monitoring the group'sfinancial performance against approved budgets and forecasts;• UK property and financial operations are closely monitored by members of theBoard and senior managers to enable them to assess risk and address theadequacy of measures in place for its monitoring and control. The South Africanoperations are closely supervised by the UK based executives through daily,weekly and monthly reports from the directors and senior officers in SouthAfrica. This is supplemented by monthly visits by the UK based finance directorto the South African operations which include checking the integrity ofinformation supplied to the UK. The directors are guided by the internalcontrol guidance for directors issued by the Institute of Chartered Accountantsin England and Wales.During the period, the audit committee has reviewed the effectiveness ofinternal control as described above. The Board receives periodic reports fromits committees.There are no significant issues disclosed in the Annual Report for the yearended 31 December 2014 (and up to the date of approval of the report)concerning material internal control issues. The directors confirm that theBoard has reviewed the effectiveness of the system of internal control asdescribed during the period.Communication with shareholdersCommunication with shareholders is a matter of priority. Extensive informationabout the group and its activities is given in the Annual Report, which is madeavailable to shareholders. Further information is available on the company'swebsite, www.bisichi.co.uk. There is a regular dialogue with institutionalinvestors. Enquiries from individuals on matters relating to theirshareholdings and the business of the group are dealt with informatively andpromptly.Takeover directiveThe company has one class of share capital, ordinary shares. Each ordinaryshare carries one vote. All the ordinary shares rank pari passu. There are nosecurities issued in the company which carry special rights with regard tocontrol of the company. The identity of all substantial direct or indirectholders of securities in the company and the size and nature of their holdingsis shown under the "Substantial interests" section of this report above.A relationship agreement dated 15 September 2005 (the "Relationship Agreement")was entered into between the company and London & Associated Properties PLC("LAP") in regard to the arrangements between them whilst LAP is a controllingshareholder of the company. The Relationship Agreement includes a provisionunder which LAP has agreed to exercise the voting rights attached to theordinary shares in the company owned by LAP to ensure the independence of theBoard of directors of the company.Other than the restrictions contained in the Relationship Agreement, there areno restrictions on voting rights or on the transfer of ordinary shares in thecompany. The rules governing the appointment and replacement of directors,alteration of the articles of association of the company and the powers of thecompany's directors accord with usual English company law provisions. Eachdirector is re-elected at least every three years. The company is not party toany significant agreements that take effect, alter or terminate upon a changeof control of the company following a takeover bid. The company is not aware ofany agreements between holders of its ordinary shares that may result inrestrictions on the transfer of its ordinary shares or on voting rights.There are no agreements between the company and its directors or employeesproviding for compensation for loss of office or employment that occurs becauseof a takeover bid.The Bribery Act 2010The Bribery Act 2010 came into force on 1 July 2011, and the Board took theopportunity to implement a new Anti-Bribery Policy. All directors and staffcontinue to complete an e-learning training course on a bi-annual basis. Thecompany is committed to acting ethically, fairly and with integrity in all itsendeavours and compliance of the code is closely monitored.Annual General MeetingThe annual general meeting of the company ("Annual General Meeting") will beheld at 24 Bruton Place, London W1J 6NE Wednesday, 10 June 2015 at 11.00 a.m.Resolutions 1 to 8 will be proposed as ordinary resolutions. More than 50 percent. of shareholders' votes cast must be in favour for those resolutions to bepassed. Resolutions 9 to 11 will be proposed as special resolutions. At least75 per cent. of shareholders' votes cast must be in favour for thoseresolutions to be passed.The directors consider that all of the resolutions to be put to the meeting arein the best interests of the company and its shareholders as a whole. The Boardrecommends that shareholders vote in favour of all resolutions.Please note that the following paragraphs are only summaries of certainresolutions to be proposed at the Annual General Meeting and not the full textof the resolutions. You should therefore read this section in conjunction withthe full text of the resolutions contained in the notice of Annual GeneralMeeting.Directors' authority to allot shares (Resolution 8)In certain circumstances it is important for the company to be able to allotshares up to a maximum amount without needing to seek shareholder approvalevery time an allotment is required. Paragraph 8.1.1 of Resolution 8 would givethe directors the authority to allot shares in the company and grant rights tosubscribe for, or convert any security into, shares in the company up to anaggregate nominal value of £355,894. This represents approximately 1/3 (onethird) of the ordinary share capital of the company in issue (excludingtreasury shares) at 27 April 2015 (being the last practicable date prior to thepublication of this Directors' Report). Paragraph 8.1.2 of Resolution 8 wouldgive the directors the authority to allot shares in the company and grantrights to subscribe for, or convert any security into, shares in the company upto a further aggregate nominal value of £355,894, in connection with apre-emptive rights issue. This amount represents approximately 1/3 (one third)of the ordinary share capital of the company in issue (excluding treasuryshares) at 27 April 2015 (being the last practicable date prior to thepublication of this Directors' Report).Therefore, the maximum nominal value of shares or rights to subscribe for, orconvert any security into, shares which may be allotted or granted underresolution 8 is £711,788.Resolution 8 complies with guidance issued by the Investment ManagementAssociation (IMA).The authority granted by resolution 8 will expire on 31 August 2016 or, ifearlier, the conclusion of the next annual general meeting of the company. Thedirectors have no present intention to make use of this authority. However, ifthey do exercise the authority, the directors intend to follow emerging bestpractice as regards its use as recommended by the IMA.Disapplication of pre-emption rights (Resolution 9)A special resolution will be proposed at the Annual General Meeting in respectof the disapplication of pre-emption rights.Shares allotted for cash must normally first be offered to shareholders inproportion to their existing shareholdings. The directors will, at theforthcoming Annual General Meeting seek power to allot equity securities (asdefined by section 560 of the Companies Act 2006) or sell treasury shares forcash as if the pre-emption rights contained in Section 561 of the Companies Act2006 did not apply:(a) in relation to pre-emptive offers and offers to holders of other equitysecurities if required by the rights of those securities or as the directorsotherwise consider necessary, up to a maximum nominal amount of £355,894 whichrepresents approximately 1/3 (one third) of the ordinary share capital of thecompany in issue (excluding treasury shares) and, in relation to rights issuesonly, up to a maximum additional amount of £355,894 which representsapproximately 1/3 (one third) of the ordinary share capital of the company inissue (excluding treasury shares), in each case as at 27 April 2015 (being thelast practicable date prior to the publication of this Directors' Report); and(b) in any other case, up to a maximum nominal amount of £53,384 whichrepresents approximately 5 per cent. of the ordinary share capital of thecompany in issue (excluding treasury shares) as at 27 April 2015 (being thelast practicable date prior to the publication of this Directors' Report).In compliance with the guidelines issued by the Pre-emption Group, thedirectors will ensure that, other than in relation to a rights issue, no morethan 7.5 per cent. of the issued ordinary shares (excluding treasury shares)will be allotted for cash on a non pre-emptive basis over a rolling three yearperiod unless shareholders have been notified and consulted in advance.The power in resolution 9 will expire when the authority given by resolution 8is revoked or expires.The directors have no present intention to make use of this authority.Notice of General Meetings (Resolution 10)Resolution 10 will be proposed to allow the company to call general meetings(other than an Annual General Meeting) on 14 clear days' notice. A resolutionin the same terms was passed at the Annual General Meeting in 2014. The noticeperiod required by the Companies Act 2006 for general meetings of the companyis 21 days unless shareholders approve a shorter notice period, which cannothowever be less than 14 clear days. Annual General Meetings must always be heldon at least 21 clear days' notice. It is intended that the flexibility offeredby this resolution will only be used for time-sensitive, non-routine businessand where merited in the interests of shareholders as a whole. The approvalwill be effective until the Company's next Annual General Meeting, when it isintended that a similar resolution will be proposed. In order to be able tocall a general meeting on less than 21 clear days' notice, the company mustmake a means of electronic voting available to all shareholders for thatmeeting.Purchase of own Ordinary Shares (Resolution 11)The effect of resolution 11 would be to renew the directors' current authorityto make limited market purchases of the company's ordinary shares of 10 penceeach. The power is limited to a maximum aggregate number of 1,067,683 ordinaryshares (representing approximately 10 per cent. of the company's issued sharecapital as at 27 April 2015 (being the last practicable date prior topublication of this Directors' Report)). The minimum price (exclusive ofexpenses) which the company would be authorised to pay for each ordinary sharewould be 10 pence (the nominal value of each ordinary share). The maximum price(again exclusive of expenses) which the company would be authorised to pay foran ordinary share is an amount equal to 105 per cent. of the average marketprice for an ordinary share for the five business days preceding any suchpurchase.The authority conferred by resolution 11 will expire at the conclusion of thecompany's next annual general meeting or 15 months from the passing of theresolution, whichever is the earlier. Any purchases of ordinary shares would bemade by means of market purchase through the London Stock Exchange. If granted,the authority would only be exercised if, in the opinion of the directors, todo so would result in an increase in earnings per share or net asset value pershare and would be in the best interests of shareholders generally. Inexercising the authority to purchase ordinary shares, the directors may treatthe shares that have been bought back as either cancelled or held as treasuryshares (shares held by the company itself). No dividends may be paid on shareswhich are held as treasury shares and no voting rights are attached to them.As at 27 April 2015 (being the last practicable date prior to the publicationof this Directors' Report) the total number of options to subscribe for newordinary shares in the company was 598,000 shares representing 5.60 per cent.of the company's issued share capital (excluding treasury shares) as at thatdate. Such number of options to subscribe for new ordinary shares wouldrepresent approximately 6.22 per cent. of the reduced issued share capital ofthe company (excluding treasury shares) assuming full use of the authority tomake market purchases sought under resolution 11.DonationsNo political or charitable donations were made during the year (2013:Nil).Going concernThe group's business activities, together with the factors likely to affect itsfuture development are set out in the Chairman's Statement on the precedingpage 2, the Mining Review on pages 5 to 7 and its financial position is set outon page 13 of the Strategic Report. In addition Note 21 to the financialstatements includes the group's treasury policy, interest rate risk, liquidityrisk and hedging profile.The group has considerable financial resources available at short noticeincluding cash, held for trading investments and its £2m loan to Dragon RetailProperties Limited which is repayable on demand. In addition its investmentproperty assets benefit from long term leases with the majority of its tenants.Black Wattle Colliery, its direct mining asset, experienced an improvement inprofitability in the second half of 2014. The directors expect that that themarket conditions experienced in the second half of 2014 will be similar goinginto 2015.The directors therefore have a reasonable expectation that the mine willcontinue to achieve acceptable levels of profitability in 2015. As aconsequence, the directors believe that the group is well placed to manage itsbusiness risks successfully.In October 2013, an increase in the structured trade finance facility fromR60million (South African Rand) to R80million was signed by Black WattleColliery (Pty) Limited ("Black Wattle") with Absa Bank Limited, a South Africansubsidiary of Barclays Bank PLC. The facility is renewed annually at 30 Juneand is secured against inventory, debtors and cash that are held in the group'sSouth African operations. This facility comprises of a R60million revolvingloan to cover the working capital requirements of the group's South Africanoperations, and a R20million loan facility to cover guarantee requirementsrelated to the group's South African mining operations. During the year BlackWattle breached one of the covenants of the facility related to the accountingnet asset value of the company. Due to the improved performance of the companythe breach was subsequently rectified and the breach did not affect the ongoinguse of the facility, or the ability to renew the facility again at theappropriate times.In December 2014, the group signed a £6 million term loan facility withSantander. This new loan replaces the previous £5 million term facility andoverdraft held with Royal Bank of Scotland. The Loan is secured against theCompany's UK retail property portfolio. The new debt package has a five yearterm and is repayable at the end of the term. The interest cost of the loan is2.35% above LIBOR.As a result of the completion of the above agreed banking facilities as well asthe acceptable levels of profitability and cash generation the mine is expectedto continue to achieve in 2015, the Directors believe that the company hasadequate resources to continue in operational existence for the foreseeablefuture and that the company is well placed to manage its business risks. Thusthey continue to adopt the going concern basis of accounting in preparing theannual financial statements.By order of the boardG.J CaseySecretary24 Bruton PlaceLondon W1J 6NE27 April 2015GOVERNANCEStatement of the Chairman of the Remuneration CommitteeThe remuneration committee presents its report for the year ended 31 December2014.The Annual Remuneration Report details remuneration awarded to directors andnon-executive directors during the year. The shareholders will be asked toapprove the Annual Remuneration Report as an ordinary resolution (as inprevious years) at the AGM in June 2015.A copy of the remuneration policy, which details the remuneration policy fordirectors, can be found at www.bisichi.co.uk. The remuneration policy wassubject to a binding vote which was approved by shareholders at the AGM in June2014. The approval will apply for a 3 year period commencing 11 June 2014. Theapproved policy took effect from 11 June 2014.The remuneration committee reviewed the existing policy and deemed no changesnecessary to the current arrangements.Both of the above reports have been prepared in accordance with The Large andMedium-sized Companies and Groups (Accounts and Reports) (Amendment)Regulations 2013.The Company's auditors, BDO LLP are required by law to audit certaindisclosures and where disclosures have been audited they are indicated as such.Christopher JollChairman - remuneration committee24 Bruton PlaceLondon W1J 6NE27 April 2015GOVERNANCEAnnual Remuneration ReportThe following information has been audited:Single total figure of remuneration for the year ended 31 December 2014                         Salaries Bonuses Benefits Pension   Total Notional Total                         and Fees                           before    value  2014                                                             Share       of                                                           options  vesting                                                                      Share                                                                    optionsExecutive DirectorsSir Michael                    75       -        -       -      75        -    75HellerA R Heller                    450     300       54      32     836       26   862G J Casey                     124     100       14      16     254        -   254R Grobler                     149     102       15       8     274        -   274Non-Executive DirectorsC A Joll\*                      25       -        -       -      25        -    25J A Sibbald\*                    2       -        3       -       5        -     5Total                         825     502       86      56   1,469       26 1,495\*Members of the remuneration committee for the year ended 31 December 2014Single total figure of remuneration for the year ended 31 December 2013                          Salaries Bonuses Benefits Pension   Total Notional Total                          and Fees                           before    value  2013                                                              Share       of                                                            options  vesting                                                                       Share                                                                     optionsExecutive DirectorsSir Michael Heller              75       -        -       -      75        -    75A R Heller                     450     103       31      30     614        -   614G J Casey                      119      75       10      16     220        -   220R Grobler                      142      50       22       7     221        -   221Non-Executive DirectorsC A Joll\*                       25       -        -       -      25        -    25J A Sibbald\*                     2       -        3       -       5        -     5                                27       -        3       -      30        -    30Total                          813     228       66      53   1,160        - 1,160\*Members of the remuneration committee for the year ended 31 December 2013Summary of directors' terms                                                     Date of  Unexpired   Notice                                                    contract       term   periodExecutive directorsSir Michael Heller                                  November Continuous 6 months                                                        1972A R Heller                                           January Continuous 3 months                                                        1994G J Casey                                          June 2010 Continuous 3 monthsR J Grobler                                            April Continuous 3 months                                                        2008Non-executive directorsC A Joll                                            February Continuous 3 months                                                        2001J A Sibbald                                          October Continuous 3 months                                                        1988Pension schemes and incentivesThree (2013: three) directors have benefits under money purchase pensionschemes. Contributions in 2014 were £56,000 (2013: £53,000), see table above.Scheme interests awarded during the yearNo scheme options were awarded during the year ended 31 December 2014.Share option schemesThe Company currently has three "Unapproved" Share Option Schemes which are notsubject to HM Revenue and Customs (HMRC) approval. The "2006 Scheme" wasapproved by shareholders on 29 June 2006, and the "2010 Scheme" was approved byshareholders on 7 June 2011. The "2012 Scheme" was approved by the remunerationcommittee of the Company on 28 September 2012. Existing options over ordinaryshares granted under the First Scheme lapsed on 29 September 2012. Allavailable options under each of the Schemes have been granted.                             Number of share options                           Option       1     Options       31 Exercisable Exercisable                           price\* January    Granted/ December        from          to                                     2014 (Exercised)     2014                                              in 2014The 2006 SchemeA R Heller                 237.5p 275,000           -  275,000   4/10/2009   3/10/2016Employee                   237.5p  50,000           -   50,000   4/10/2009   3/10/2016The 2010 SchemeG J Casey                  202.5p  80,000           -   80,000  31/08/2013  30/08/2020The 2012 SchemeA R Heller                    34p 233,000    (40,000)  193,000  01/10/2012  30/09/2022\*Middle market price at date of grantNo consideration is payable for the grant of options under the Unapproved ShareOption Schemes.Performance conditions:The exercise of options under the Unapproved Share Option Schemes, for certainoption issues, is subject to the satisfaction of objective performanceconditions specified by the remuneration committee, which will conform toinstitutional shareholder guidelines and best practice provisions in force fromtime to time. The performance conditions for the 2010 scheme, agreed by memberson 31 August 2010, requires growth in net assets over a three year period toexceed the growth in the retail price index by a scale of percentages. Thereare no performance conditions attached to the other schemes.Payments to past directorsNo payments were made to past directors in the year ended 31 December 2014.Payments for loss of officeNo payments for loss of office were made in the year ended 31 December 2014.Statement of directors' shareholding and share interestDirectors' interestsThe interests of the directors in the shares of the Company, including familyand trustee holdings where appropriate, were as follows:                               Beneficial                Non-beneficial                            31.12.2014    1.1.2014      31.12.2014    1.1.2014Sir Michael Heller             148,783     148,783         181,334     181,334A R Heller                     785,012     785,012               -           -C A Joll                             -           -               -           -J A Sibbald                          -           -               -           -R J Grobler                          -           -               -           -G J Casey                       40,000           -               -           -The following information is unaudited:The following graph illustrates the Company's performance compared with a broadequity market index over a ten year period. Performance is measured by totalshareholder return. The directors have chosen the FTSE All Share Mining indexas a suitable index for this comparison as it gives an indication ofperformance against a spread of quoted companies in the same sector.The middle market price of Bisichi Mining PLC ordinary shares at 31 December2014 was 80p (2013-109.75p). During the year the share price ranged between 78pand 125p.Remuneration of the Managing Director over the last ten yearsThe table below demonstrates the remuneration of the holder of the office ofManaging Director for the last ten years for the period from 1 January 2005 to31 December 2014.Year  Managing     Managing Director  Annual bonus payout   Long-term incentive      Director   Single total figure      against maximum vesting rates against                                  of         opportunity\*  maximum opportunity\*                        remuneration                    %                     %                               £'0002014  A R Heller                 836                  22%                   N/A2013  A R Heller                 614                  N/A                   N/A2012  A R Heller                 544                  N/A                   N/A2011  A R Heller                 626                  N/A                   N/A2010  A R Heller                 568                  N/A                   N/A2009  AR Heller                  817                  N/A                   N/A2008  AR Heller                  716                  N/A                   N/A2007  AR Heller                  961                  N/A                   N/A2006  AR Heller                  462                  N/A                   N/A2005  AR Heller                  413                  N/A                   N/ABisichi Mining PLC does not have a Chief Executive so the table includes theequivalent information for the Managing Director.\*There were no formal criteria or conditions to apply in determining the amountof bonus payable or the number of shares to be issued prior to 2014.Percentage change in remuneration of director undertaking role of ManagingDirector                        Managing Director              UK based employees                              £'000                           £'000                     2014     2013      % change     2014     2013      % changeBase salary           450      450            0%      199      194          2.6%Benefits               54       31         74.2%       14       10         40.0%Bonuses               300      103        191.3%      100       75         33.3%Bisichi Mining PLC does not have a Chief Executive so the table includes theequivalent information for the Managing Director.The comparator group chosen is all UK based employees as the remunerationcommittee believe this provides the most accurate comparison of underlyingincreases based on similar annual bonus performances utilised by the group.Relative importance of spend on payThe total expenditure of the Group on remuneration to all employees (see Notes28 and 32 to the financial statements) is shown below:                                                             2014         2013                                                            £'000        £'000Employee remuneration                                       5,057        5,850Distribution to shareholders                                  427          425Statement of implementation of remuneration policyThe remuneration policy was approved at the AGM in June 2014. The policy tookeffect from 11 June 2014 and will apply for 3 years unless changes are deemednecessary by the Remuneration committee. The Company may not make aremuneration payment or payment for loss of office to a person who is, is tobe, or has been a director of the Company unless that payment is consistentwith the approved remuneration policy, or has otherwise been approved by aresolution of members.Consideration by the directors of matters relating to directors' remunerationThe remuneration committee considered the executive directors remuneration andthe board considered the non-executive directors remuneration in the year ended31 December 2014. No increases were awarded and no external advice was taken inreaching this decision.Shareholder votingAt the Annual General Meeting on 11 June 2014, there was an advisory vote onthe resolution to approve the remuneration report, other than the partcontaining the remuneration policy. In addition, there was a binding vote onthe resolution to approve the remuneration policy the results of which aredetailed below:                                              % of votes % of votes No of votes                                                     for    against    withheldResolution to approve the Remuneration Report     98.73%      1.06%       4,693Resolution to approve the Remuneration Policy     98.75%      1.04%       5,405Service contractsAll executive directors have full-time contracts of employment with theCompany. Non-executive directors have contracts of service. No director has acontract of employment or contract of service with the Company, its jointventure or associated companies with a fixed term which exceeds twelve months.Directors notice periods (see page 29 of the annual remuneration report) areset in line with market practice and of a length considered sufficient toensure an effective handover of duties should a director leave the company.All directors' contracts as amended from time to time, have run from the dateof appointment. Service contracts are kept at the registered office.Remuneration policy tableThe remuneration policy table below is an extract of the Group's remunerationpolicy on directors' remuneration, which was approved by a binding vote at the2014 AGM. The approved policy took effect from 11 June 2014. A copy of the fullpolicy can be found at www.bisichi.co.uk.Element  Purpose        Policy             Operation         Opportunity and                                                             performance                                                             conditionsExecutive directorsBase     To recognise:  Considered by      Reviewed annually There is nosalary   Skills         remuneration                         prescribed maximum         Responsibility committee on       Paid monthly in   salary         Accountability appointment        cash              or maximum rate of         Experience                                          increase         Value          Set at a level                        considered                           No specific                        appropriate to                       performance                        attract, retain                      conditions are                        motivate and                         attached to base                        reward the right                     salaries                        individuals.Pension  To provide     Company            The contribution  Company contribution         competitive    contribution       payable by the    offered at up to 10%         retirement     offered at up to   Company is        of base salary as         benefits       10% of base salary included in the   part of overall                        as part of overall director's        remuneration package                        remuneration       contract of                        package            employment        No specific                                                             performance                                           Paid into money   conditions are                                           purchase schemes  attached to pension                                                             contributionsBenefits To provide a   Contractual        The committee     The costs associated         competitive    benefits can       retains the       with benefits         benefits       include but are    discretion to     offered are closely         package        not limited to:    approve changes   controlled and                        Car or car         in contractual    reviewed on an                        allowance          benefits in       annual basis                        Group health cover exceptional                        Death in service   circumstances or  No specific                        cover              where factors     performance                        Permanent health   outside the       conditions are                        insurance          control of the    attached to                                           Group lead to     contractual benefits                                           increased costs                                           (e.g. medical     The value of                                           inflation)        benefits for each                                                             director for the                                                             year ended 31                                                             December 2014 is                                                             shown in the table                                                             on page 28Annual   To reward and  In assessing the   The remuneration  The current maximumBonus    incentivise    performance of the committee         bonus opportunity                        executive team,    determines the    will not exceed 200%                        and in particular  level of bonus on of base salary in                        to determine       an annual basis   any one year, but                        whether bonuses    applying such     the remuneration                        are merited the    performance       committee reserves                        remuneration       conditions and    the power to award                        committee takes    performance       up to 300% in an                        into account the   measures as it    exceptional year                        overall            considers                        performance of the appropriate       Performance                        business.                            conditions will be                                                             assessed on an                        Bonuses are                          annual basis. The                        generally offered                    performance measures                        in cash                              applied may be                                                             financial,                                                             non-financial,                                                             corporate,                                                             divisional or                                                             individual and in                                                             such proportion as                                                             the remuneration                                                             committee considers                                                             appropriateShare    To provide     Granted under      Offered at        Entitlement to shareOptions  executive      existing schemes   appropriate times options is not         directors with (see page 29)      by the            subject to any         a long-term                       remuneration      performance         interest in                       committee         conditions         the company                                         Share options will                                                             be offered by the                                                             remuneration                                                             committee as                                                             appropriate                                                             There are no maximum                                                             levels for share                                                             options offered.Non-executive directorsBase     To recognise:  Considered by the  Reviewed annually There is nosalary   Skills         board on                             prescribed maximum         Experience     appointment                          salary or maximum         Value                                               rate of increase. No                        Set at a level                       specific performance                        considered                           conditions are                        appropriate to                       attached to base                        attract, retain                      salaries                        and motivate the                        individual                        Experience and                        time required for                        the role are                        considered on                        appointmentPension                 No pension offeredBenefits                No benefits                          The costs associated                        offered except to                    with the benefit                        one non-executive                    offered is closely                        director who is                      controlled and                        eligible for                         reviewed on an                        health cover (see                    annual basis                        annual                        remuneration                         No specific                        report page 28)                      performance                                                             conditions are                                                             attached to                                                             contractual benefitsShare                   Non-executiveOptions                 directors do not                        participate in the                        share option                        schemesThe remuneration committee consider the performance measures outlined in thetable above to be appropriate measures of performance and that the KPI's chosenalign the interests of the directors and shareholders.GOVERNANCEAudit Committee ReportThe committee's terms of reference have been approved by the board and followpublished guidelines, which are available from the company secretary. The auditcommittee comprises the two non-executive directors, Christopher Joll(chairman), an experienced financial PR executive and John Sibbald, a retiredchartered accountant.The Audit Committee's prime tasks are to:Review the scope of external audit, to receive regular reports from the auditorand to review the half-yearly and annual accounts before they are presented tothe board, focusing in particular on accounting policies and areas ofmanagement judgment and estimation;Monitor the controls which are in force to ensure the integrity of theinformation reported to the shareholders;Assess key risks and to act as a forum for discussion of risk issues andcontribute to the board's review of the effectiveness of the group's riskmanagement control and processes;Act as a forum for discussion of internal control issues and contribute to theboard's review of the effectiveness of the group's internal control and riskmanagement systems and processes;Consider each year the need for an internal audit function;Advise the board on the appointment of external auditors and rotation of theaudit partner every five years, and on their remuneration for both audit andnon-audit work, and discuss the nature and scope of their audit work;Participate in the selection of a new external audit partner and agree theappointment when required;Undertake a formal assessment of the auditors' independence each year whichincludes:• a review of non-audit services provided to the group and related fees;• discussion with the auditors of a written report detailing all relationshipswith the company and any other parties that could affect independence or theperception of independence;• a review of the auditors' own procedures for ensuring the independence of theaudit firm and partners and staff involved in the audit, including the regularrotation of the audit partner; and• obtaining written confirmation from the auditors that, in their professionaljudgement, they are independent.MeetingsThe committee meets prior to the annual audit with the external auditors todiscuss the audit plan and again prior to the publication of the annualresults. These meetings are attended by the external audit partner, managingdirector, director of finance and company secretary. Prior to bi-monthly boardmeetings the members of the committee meet on an informal basis to discuss anyrelevant matters which may have arisen. Additional formal meetings are held asnecessary.During the past year the committee:• met with the external auditors, and discussed their report to the AuditCommittee;• approved the publication of annual and half-year financial results;• considered and approved the annual review of internal controls;• decided that due to the size and nature of operation there was not a currentneed for an internal audit function;• agreed the independence of the auditors and approved their fees for bothaudit and not-audit services as set out in note 4 to the financial statements.External AuditorsBDO LLP held office throughout the year. In the United Kingdom the company isprovided with extensive administration and accounting services by London &Associated Properties PLC which has its own audit committee and employs aseparate firm of external auditors, Baker Tilly UK Audit LLP. In South AfricaGrant Thornton (Jhb) Inc. acts as the external auditor to the South Africancompanies, and the work of that firm was reviewed by BDO LLP for the purpose ofthe group audit.Christopher JollChairman - audit committee24 Bruton PlaceLondon W1J 6NE27 April 2015GOVERNANCEVALUERS' CERTIFICATESTo the directors of Bisichi Mining PLCIn accordance with your instructions we have carried out a valuation of thefreehold property interests held as at 31 December 2014 by the company asdetailed in our Valuation Report dated 25 February 2015.Having regard to the foregoing, we are of the opinion that the open marketvalue as at 31 December 2014 of the interests owned by the Company was £11,575,000 being made up as follows:                                                                           £000Freehold                                                                  8,925Leasehold                                                                 2,650                                                                         11,575Leeds                                                             Carter Towler25 February 2015                                                   Regulated by Royal Institute                                                         of Chartered SurveyorsGOVERNANCEDIRECTORS' RESPONSIBILITIES STATEMENTThe directors are responsible for preparing the annual report and the financialstatements in accordance with applicable law and regulations.Company law requires the directors to prepare financial statements for eachfinancial year. Under that law the directors are required to prepare the groupfinancial statements in accordance with International Financial ReportingStandards as adopted by the European Union and have elected to prepare thecompany financial statements in accordance with United Kingdom GenerallyAccepted Accounting Practice (United Kingdom Accounting Standards andapplicable law). Under company law the directors must not approve the financialstatements unless they are satisfied that they give a true and fair view of thestate of affairs of the group and company and of the profit or loss for thegroup for that period.In preparing these financial statements, the directors are required to:  \* select suitable accounting policies and then apply them consistently;  \* make judgements and accounting estimates that are reasonable and prudent;  \* state with regard to the group financial statements whether they have been    prepared in accordance with IFRSs as adopted by the European Union subject    to any material departures disclosed and explained in the financial    statements;  \* state with regard to the parent company financial statements, whether    applicable UK accounting standards have been followed, subject to any    material departures disclosed and explained in the financial statements;  \* prepare the financial statements on the going concern basis unless it is    inappropriate to presume that the company and the group will continue in    business;  \* prepare a strategic report, director's report and director's remuneration    report which comply with the requirements of the Companies Act 2006.The directors are responsible for keeping adequate accounting records that aresufficient to show and explain the company's transactions and disclose withreasonable accuracy at any time the financial position of the company andenable them to ensure that the financial statements comply with the CompaniesAct 2006 and, as regards the group financial statements, Article 4 of the IASRegulation. They are also responsible for safeguarding the assets of thecompany and hence for taking reasonable steps for the prevention and detectionof fraud and other irregularities.Website publicationThe directors are responsible for ensuring the annual report and the financialstatements are made available on a website. Financial statements are publishedon the company's website in accordance with legislation in the United Kingdomgoverning the preparation and dissemination of financial statements, which mayvary from legislation in other jurisdictions. The maintenance and integrity ofthe company's website is the responsibility of the directors. The directors'responsibility also extends to the ongoing integrity of the financialstatements contained therein.Directors' responsibilities pursuant to DTR4The directors confirm to the best of their knowledge:  \* The group financial statements have been prepared in accordance with    International Financial Reporting Standards (IFRSs) as adopted by the    European Union and Article 4 of the IAS Regulation and give a true and fair    view of the assets, liabilities, financial position and profit and loss of    the group.  \* The annual report includes a fair review of the development and performance    of the business and the financial position of the group and the parent    company, together with a description or the principal risks and    uncertainties that they face.GOVERNANCEIndependent auditor's reportTo the members of Bisichi Mining PLCWe have audited the financial statements of Bisichi Mining PLC for the yearended 31 December 2014 which comprise the consolidated income statement, theconsolidated statement of comprehensive income, the consolidated balance sheet,the consolidated statement of changes in shareholders' equity, the consolidatedcash flow statement, the parent company balance sheet and the related notes.The financial reporting framework that has been applied in the preparation ofthe group financial statements is applicable law and International FinancialReporting Standards (IFRSs) as adopted by the European Union. The financialreporting framework that has been applied in preparation of the parent companyfinancial statements is applicable law and United Kingdom Accounting Standards(United Kingdom Generally Accepted Accounting Practice).This report is made solely to the company's members, as a body, in accordancewith Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has beenundertaken so that we might state to the company's members those matters we arerequired to state to them in an auditor's report and for no other purpose. Tothe fullest extent permitted by law, we do not accept or assume responsibilityto anyone other than the company and the company's members as a body, for ouraudit work, for this report, or for the opinions we have formed.Respective responsibilities of directors and auditorsAs explained more fully in the statement of directors' responsibilities, thedirectors are responsible for the preparation of the financial statements andfor being satisfied that they give a true and fair view. Our responsibility isto audit and express an opinion on the financial statements in accordance withapplicable law and International Standards on Auditing (UK and Ireland). Thosestandards require us to comply with the Financial Reporting Council's (FRC's)Ethical Standards for AuditorsScope of the audit of the financial statementsA description of the scope of an audit of financial statements is provided onthe FRC's website at www.frc.org.uk/auditscopeukprivate.Opinion on financial statementsIn our opinion:  \* the financial statements give a true and fair view of the state of the    group's and the parent company's affairs as at 31 December 2014 and of the    group's profit for the year then ended;  \* the group financial statements have been properly prepared in accordance    with IFRSs as adopted by the European Union;  \* the parent company financial statements have been properly prepared in    accordance with United Kingdom Generally Accepted Accounting Practice; and  \* the financial statements have been prepared in accordance with the    requirements of the Companies Act 2006; and, as regards the group financial    statements, Article 4 of the IAS Regulation.Opinion on other matters prescribed by the Companies Act 2006In our opinion:  \* the part of the directors' remuneration report to be audited has been    properly prepared in accordance with the Companies Act 2006; and  \* the information given in the strategic report and directors' report for the    financial year for which the financial statements are prepared is    consistent with the financial statements.Matters on which we are required to report by exceptionWe have nothing to report in respect of the following:Under the Companies Act 2006 we are required to report to you if, in ouropinion:  \* adequate accounting records have not been kept by the parent company, or    returns adequate for our audit have not been received from branches not    visited by us; or  \* the parent company financial statements and the part of the directors'    remuneration report to be audited are not in agreement with the accounting    records and returns; or  \* certain disclosures of directors' remuneration specified by law are not    made; or  \* we have not received all the information and explanations we require for    our audit.Andrew Huddleston (senior statutory auditor)For and on behalf of BDO LLP, statutory auditorLondon,United Kingdom27 April 2015BDO LLP is a limited liability partnership registered in England and Wales(with registered number OC305127).Consolidated income statementfor the year ended 31 December 2014                        Notes     2014         2014     2014     2013         2013     2013                               Trading Revaluations    Total  Trading Revaluations    Total                                 £'000        £'000    £'000    £'000        £'000    £'000Group revenue               1   26,500            -   26,500   35,105            -   35,105Operating costs             2 (22,224)            - (22,224) (31,271)            - (31,271)Operating profit before          4,276            -    4,276    3,834            -    3,834depreciation, fairvalue adjustments andexchange movementsDepreciation                2  (2,682)            -  (2,682)  (2,817)            -  (2,817)Operating profit before     1    1,594            -    1,594    1,017            -    1,017fair value adjustmentsand exchange movementsExchange losses                  (143)            -    (143)    (880)            -    (880)Decrease in value of        3        -          (6)      (6)        -         (53)     (53)investment propertiesIncrease/(Decrease) in               -            1        1        -          (1)      (1)value of otherinvestments(Reversal of gains)\\                 -         (82)     (82)        -           40       40Gains on held fortrading investmentsOperating profit/(loss)     1    1,451         (87)    1,364      137         (14)      123Share of profit in         13       65          498      563        -           99       99joint venturesProfit before interest           1,516          411    1,927      137           85      222and taxationInterest receivable                234            -      234      235            -      326Interest payable            6    (593)            -    (593)    (446)            -    (446)Profit before tax           4    1,157          411    1,568       17           85      102Taxation                    7    (348)         (17)    (365)       98          164      262Profit for the year                809          394    1,203      115          249      364Attributable to:Equity holders of the              709          394    1,103      106          249      355companyNon-controlling            26      100            -      100        9            -        9interestProfit for the year                809          394    1,203      115          249      364Profit per share -          9    6.64p        3.69p   10.33p    1.00p        2.35p    3.35pbasicProfit per share -          9    6.57p        3.65p   10.23p    0.99p        2.31p    3.30pdilutedTrading income reflects all the trading activity on mining and propertyoperations. Revaluation Income reflects the revaluation of investmentproperties and other assets within the group and any proportion of theseamounts within Joint Ventures. The total column represents the consolidatedincome statement presented in accordance with IAS 1.Consolidated statement of comprehensive incomefor the year ended 31 December 2014                                                                    2014   2013                                                                   £'000  £'000Profit for the year                                                1,203    364Other comprehensive income:Items that may be subsequently recycled to the income statement:Exchange differences on translation of foreign operations          (121)  (858)Transfer of gain on available for sale investments                    56      -Taxation                                                            (15)      -Other comprehensive income for the year net of tax                  (80)  (858)Total comprehensive income for the year net of tax                 1,123  (494)Attributable to:Equity shareholders                                                1,036  (409)Non-controlling interest                                              87   (85)                                                                   1,123  (494)Consolidated balance sheetat 31 December 2014                                                            Notes   2014   2013                                                                   £'000  £'000AssetsNon-current assetsValue of investment properties                                 10 11,575 11,559Fair value of head lease                                       30    195    196Investment properties                                             11,770 11,755Mining reserves, plant and equipment                           11  6,064  7,096Investments in joint ventures accounted for using equity       12  2,898  3,235methodLoan to joint venture                                          12  1,040    984Other investments                                              12    152    151Total non-current assets                                          21,924 23,221Current assetsInventories                                                    15  1,760  1,756Trade and other receivables                                    16  6,860  8,659Corporation tax recoverable                                           35     36Available for sale investments                                 17    796    822Cash and cash equivalents                                          2,838  1,707Total current assets                                              12,289 12,980Total assets                                                      34,213 36,201                                                         Notes     2014     2013                                                                  £'000    £'000LiabilitiesCurrent liabilitiesBorrowings                                                  19  (2,139)  (8,042)Trade and other payables                                    18  (4,986)  (8,080)Current tax liabilities                                            (23)      (2)Total current liabilities                                       (7,148) (16,124)Non-current liabilitiesBorrowings                                                  19  (6,013)    (118)Provision for rehabilitation                                20    (930)    (874)Finance lease liabilities                                   30    (195)    (196)Deferred tax liabilities                                    22  (2,208)  (1,902)Total non-current liabilities                                   (9,346)  (3,090)Total liabilities                                              (16,494) (19,214)Net assets                                                       17,719   16,987EquityShare capital                                               23    1,068    1,064Share premium account                                               258      249Translation reserve                                             (1,677)  (1,569)Available for sale reserve                                           41        -Other reserves                                              24      652      587Retained earnings                                                16,973   16,297Total equity attributable to equity shareholders                 17,315   16,628Non-controlling interest                                    26      404      359Total equity                                                     17,719   16,987These financial statements were approved and authorised for issue by the boardof directors on 27 April 2015 and signed on its behalf by:A R Heller G J Casey Company Registration No. 112155Director DirectorConsolidated statement of changes in shareholders' equityfor the year ended 31 December 2014                      Share   Share Translation                       Other  Retained  Total        Non-  Total                    capital Premium    reserves Available-for-sale reserves  earnings  £'000 controlling equity                      £'000   £'000       £'000           reserves    £'000     £'000           interest  £'000                                                             £'000                                 £'000Balance at 1          1,056     169       (805)                  -      528    16,367 17,315         444 17,759January 2013Revaluation of            -       -           -                  -        -      (53)   (53)           -   (53)investmentpropertiesOther income              -       -           -                  -        -       408    408           9    417statement movementsProfit for the year       -       -           -                  -        -       355    355           9    364Other comprehensive       -       -       (764)                  -        -         -  (764)        (94)  (858)incomeTotal comprehensive       -       -       (764)                  -        -       355  (409)        (85)  (494)income for the yearDividend (note 8)         -       -           -                  -        -     (425)  (425)           -  (425)Share issues              8      80           -                  -        -         -     88           -     88Equity share              -       -           -                  -       59         -     59           -     59optionsBalance at 1          1,064     249     (1,569)                  -      587    16,297 16,628         359 16,987January 2014Revaluation of            -       -           -                  -        -       (6)    (6)           -    (6)investmentpropertiesOther income              -       -           -                  -        -     1,109  1,109         100  1,209statement movementsProfit for the year       -       -           -                  -        -     1,103  1,103         100  1,203Other comprehensive       -       -       (108)                 41        -         -   (67)        (13)   (80)incomeTotal comprehensive       -       -       (108)                 41        -     1,103  1,036          87  1,123income for the yearDividend (note 8)         -       -           -                  -        -     (427)  (427)        (42)  (469)Share issues              4       9           -                  -        -         -     13           -     13Equity share              -       -           -                  -       65         -     65           -     65optionsBalance at 31         1,068     258     (1,677)                 41      652    16,973 17,315         404 17,719December 2014Consolidated cash flow statementfor the year ended 31 December 2014                                                                  Year     Year                                                                 ended    ended                                                                    31       31                                                              December December                                                                  2014     2013                                                                 £'000    £'000Cash flows from operating activitiesOperating profit                                                 1,364      123Adjustments for:Depreciation                                                     2,682    2,817Share based payment expense                                         65      120Loss/(Gain) on investment held for trading                          82     (40)Unrealised loss on investment properties                             6       53Unrealised (gain)/loss on other investments                        (1)        1Share of profit of joint venture                                     -        -Cash flow before working capital                                 4,198    3,074Change in inventories                                              (4)      120Change in trade and other receivables                            2,438  (2,320)Change in trade and other payables                             (2,940)      433Change in provisions                                                 -       15Cash generated from operations                                   3,692    1,322Interest received                                                  234      326Interest paid                                                    (506)    (357)Income tax received                                               (14)       11Cash flow from operating activities                              3,406    1,302Cash flows from investing activitiesAcquisition of reserves, plant and equipment                   (1,903)  (3,060)Disposal/(acquisitions) of investments                               -    (102)Cash flow from investing activities                            (1,903)  (3,162)                                                                  Year     Year                                                                 ended    ended                                                                    31       31                                                              December December                                                                  2014     2013                                                                 £'000    £'000Cash flows from financing activitiesBorrowings drawn                                                 5,902       39Borrowings repaid                                              (5,000)     (96)Equity dividends paid                                            (427)    (425)Net proceeds from issue of ordinary shares                          13       27Cash flow from financing activities                                488    (455)Net Increase/(decrease) in cash and cash equivalents             1,991  (2,315)Cash and cash equivalents at 1 January                         (1,322)      718Exchange adjustment                                                 50      275Cash and cash equivalents at 31 December                           719  (1,322)Cash and cash equivalents at 31 December comprise:Cash and cash equivalents as presented in the balance sheet      2,838    1,707Bank overdrafts (secured)                                      (2,119)  (3,029)                                                                   719  (1,322)Group Accounting Policiesfor the year ended 31 December 2014Basis of accountingThe results for the year ended 31 December 2014 have been prepared inaccordance with International Financial Reporting Standards (IFRS) as adoptedby the European Union and with those parts of the Companies Act 2006 applicableto companies reporting under IFRS. The principal accounting policies aredescribed below:The group financial statements are presented in £ sterling and all values arerounded to the nearest thousand pounds (£000) except when otherwise stated.Going concernThe group has considerable financial resources available at short noticeincluding cash, held for trading investments and its £2m loan to Dragon RetailProperties Limited which is repayable on demand. In addition its investmentproperty assets benefit from long term leases with the majority of its tenants.Black Wattle Colliery, its direct mining asset, experienced an improvement inprofitability and cashflow in the second half of 2014. The directors expectthat that the market conditions experienced in the second half of 2014 will besimilar going into 2015.The directors therefore have a reasonable expectation that the mine willcontinue to achieve acceptable levels of profitability in 2015. As aconsequence, the directors believe that the group is well placed to manage itsbusiness risks successfully.In October 2013, an increase in the structured trade finance facility fromR60million (South African Rand) to R80million was signed by Black WattleColliery (Pty) Limited ("Black Wattle") with Absa Bank Limited, a South Africansubsidiary of Barclays Bank PLC. The facility is renewed annually at 30 Juneand is secured against inventory, debtors and cash that are held in the group'sSouth African operations. This facility comprises of a R60million revolvingloan to cover the working capital requirements of the group's South Africanoperations, and a R20million loan facility to cover guarantee requirementsrelated to the group's South African mining operations. During the year BlackWattle breached one of the covenants of the facility related to the accountingnet asset value of the company. Due to the improved performance of the companythe breach was subsequently rectified and the breach did not affect the ongoinguse of the facility, or the ability to renew the facility again at theappropriate times.In December 2014, the group signed a £6 million term loan facility withSantander. This new loan replaces the previous £5 million term facility andoverdraft held with Royal Bank of Scotland. The Loan is secured against theCompany's UK retail property portfolio. The new debt package has a five yearterm and is repayable at the end of the term. The interest cost of the loan is2.35% above LIBOR. At year-end an amount of £472,500 was held in a blockedaccount by Santander UK PLC that relates to the new £6million loan facility.The funds have been blocked in order to satisfy the bank that certainconditions relating to the facility will be fulfilled. Subsequent to year endthese conditions have been fulfilled and Santander UK PLC have confirmed thatthese funds will be released in the near future.As a result of the completion of the above agreed banking facilities, theDirectors believe that the company has adequate resources to continue inoperational existence for the foreseeable future and that the company is wellplaced to manage its business risks. Thus they continue to adopt the goingconcern basis of accounting in preparing the annual financial statements.International Financial Reporting Standards (IFRS)The financial statements are prepared in accordance with InternationalFinancial Reporting Standards and Interpretations in force at the reportingdate. These are prepared under the historic cost basis as modified by therevaluation of investment properties and held for trading investments.During 2014 the following accounting standards and guidance were adopted by thegroup:  \* Amendments to IAS 32 - Financial instruments: presentation - offsetting    financial assets and financial liabilities  \* Amendments to IAS 39 - Novation of Derivatives and Continuation of Hedge  \* IFRS 10 - 12 and IAS 27 - Investment entities and Joint Arrangements  \* IFRIC 21 - LeviesThe accounting treatment detailed in the above standards have not resulted in achange of the Group's accounting policy and had no material impact on thegroup's financial position, group structure or performance.All other standards and interpretations that were mandatory for the accountingperiod and were required to be adopted by the group either had no materialimpact on the group's financial statements or were not relevant to theoperations of the group.The group has not adopted any standards or interpretations in advance of therequired implementation dates. The following new or revised standards that areapplicable to the group were issued but not yet effective:  \* IFRS 9 - Financial instruments  \* IFRS 15 - Revenue from Contracts with Customers  \* Amendments to IAS 16 and IAS 38 - Clarification of Acceptable Methods of    Depreciation and AmortisationIt is not expected that adoption of any standards or interpretations which havebeen issued by the International Accounting Standards Board but have not beenadopted will have a material impact on the financial statements.Key judgements and estimatesThe directors consider their judgements and estimates surrounding the life ofthe mine and its reserves to have the most significant effect on the amountsrecognised in the financial statements and to be the area where the financialstatements are at most risk of a material adjustment due to estimationuncertainty. Areas where key estimates and judgements are considered to have asignificant effect on the amounts recognised in the financial statementsinclude:Depreciation, amortisation of mineral rights, mining development costs andplant & equipmentThe annual depreciation/amortisation charge to operations, can fluctuate frominitial estimates. This could generally result when there are significantchanges in any of the factors or assumptions used in estimating mineralreserves and resources which in turn affects the life of mine or the expectedlife of reserves. Estimates of proven and probable reserves and resources areprepared by suitable qualified experts. Assessments of depreciation/amortisation rates against the estimated reserve and resource base areperformed regularly.Provision for mining rehabilitation including restoration and de-commissioningcostsA provision for future rehabilitation including restoration and decommissioningcosts requires estimates and assumptions to be made around the relevantregulatory framework, the timing, extent and costs of the rehabilitationactivities and of the risk adjusted discount rates used to determine thepresent value of the future cash outflows. The provisions including theestimates and assumptions contained therein are reviewed regularly bymanagement.ImpairmentProperty, plant and equipment are reviewed for impairment whenever events orchanges in circumstances indicate that the carrying value may not be fullyrecoverable. Future cash flow estimates are discounted using asset specificdiscount rates and are based on expectations about future operations, primarilycomprising estimates about production and sales volumes, commodity prices,reserves and resources, operating, rehabilitation and restoration costs andcapital expenditures. Changes in such estimates could impact recoverable valuesof these assets. Estimates are reviewed regularly by management.Fair value measurements of investment propertiesAn assessment of the fair value of assets and liabilities, in particularinvestment properties, is required to be performed. In such instances, fairvalue measurements are estimated based on the amounts for which the assets andliabilities could be exchanged at the relevant transaction date or reportingperiod end. To the extent possible, the assumptions and inputs used take intoaccount externally verifiable inputs. However, such information is by naturesubject to uncertainty. The directors note that the fair value measurement ofthe investment properties, can be considered to be less judgemental whereexternal valuers have been used and as a result of the nature of the underlyingassets.Basis of consolidationThe group accounts incorporate the accounts of Bisichi Mining PLC and all ofits subsidiary undertakings, together with the group's share of the results ofits joint ventures. Non-controlling interests in subsidiaries are presentedseparately from the equity attributable to equity owners of the parent company.When changes in ownership in a subsidiary do not result in a loss of control,the non-controlling shareholders' interests are initially measured at thenon-controlling interests' proportionate share of the subsidiaries net assets.Subsequent to this, the carrying amount of non-controlling interests is theamount of those interests at initial recognition plus the non-controllinginterests' share of subsequent changes in equity. Total comprehensive income isattributed to non-controlling interests even if this results in thenon-controlling interests having a deficit balance.The definition of control according to IFRS 10 was applied during the year."Control" assumes the simultaneous fulfillment of the following three criteria:  \* The parent company holds decision-making power over the relevant activities    of the investee,  \* The parent company has rights to variable returns from the investee, and  \* The parent company can use its decision-making power to affect the variable    returns.Investees are analyzed for their relevant activities and variable returns, andthe link between the variable returns and the extent to which their relevantactivities could be influenced in order to ensure the definition is correctlyapplied.RevenueRevenue comprises sales of coal and property rental income. Revenue isrecognised when delivery of the product or service has been made and when thecustomer has a legally binding obligation to settle under the terms of thecontract and has assumed all significant risks and rewards of ownership.Revenue is only recognised on individual sales of coal when all of thesignificant risks and rewards of ownership have been transferred to a thirdparty. In most instances revenue is recognised when the product is delivered tothe location specified by the customer, which is typically when loaded intotransport, where the customer pays the transportation costs.Rental income which excludes services charges recoverable from tenants, isrecognised in the group income statement on a straight-line basis over the termof the lease. This includes the effect of lease incentives.Investment propertiesInvestment properties comprise freehold and long leasehold land and buildings.Investment properties are carried at fair value in accordance with IAS 40\`Investment Properties'. Properties are recognised as investment propertieswhen held for long-term rental yields, and after consideration has been givento a number of factors including length of lease, quality of tenant andcovenant, value of lease, management intention for future use of property,planning consents and percentage of property leased. Investment properties arerevalued annually by professional external surveyors and included in thebalance sheet at their fair value. Gains or losses arising from changes in thefair values of assets are recognised in the consolidated income statement inthe period to which they relate. In accordance with IAS 40, investmentproperties are not depreciated. Properties held for use in the business are notrecognised as investment properties and are held at depreciated historicalcost.The fair value of the head leases is the net present value of the current headrent payable on leasehold properties until the expiry of the lease.Mining reserves, plant and equipmentThe cost of property, plant and equipment comprises its purchase price and anycosts directly attributable to bringing the asset to the location and conditionnecessary for it to be capable of operating in accordance with agreedspecifications. Freehold land is not depreciated. Other property, plant andequipment is stated at historical cost less accumulated depreciation.ProvisionsProvisions are recognised when the group has a present obligation as a resultof a past event which it is probable will result in an outflow of economicbenefits that can be reliably estimated.A provision for rehabilitation of the mine is carried at present value and isprovided for over the life of mine. The provision includes the restoration ofthe underground, opencast, surface operations and de-commissioning of plant andequipment and is estimated to be utilised at the end of the life of mine of thegroup. The timing and final cost of the rehabilitation is uncertain and willdepend on the duration of the mine life and the quantities of coal extractedfrom the reserves.Mine reserves and development costThe purpose of mine development is to establish secure working conditions andinfrastructure to allow the safe and efficient extraction of recoverablereserves. Depreciation on mine development is not charged until productioncommences or the assets are put to use. On commencement of full production,depreciation is charged over the life of the associated mine reserves on a unitof production basis.Surface mine developmentExpenditure incurred prior to the commencement of working surface mine sites,net of any residual value and taking into account the likelihood of the sitebeing mined, is capitalised within property, plant and equipment and charged tothe income statement over the life of the recoverable reserves of the scheme.Other assets and depreciationThe cost, less estimated residual value, of other property, plant and equipmentis written off on a straight-line basis over the asset's expected useful life.Residual values and useful lives are reviewed, and adjusted if appropriate, ateach balance sheet date. Changes to the estimated residual values or usefullives are accounted for prospectively. Heavy surface mining and other plant andequipment is depreciated at varying rates depending upon its expected usage.The depreciation rates generally applied are:Mining equipment The shorter of its useful life or the life of the mineMining reserves  Over the expected life of the reserves using the units of                 production basisMotor vehicles   25-33 per cent per annumOffice equipment 10-33 per cent per annumEmployee benefitsShare based remunerationThe company operates a share option scheme. The fair value of the share optionscheme is determined at the date of grant. This fair value is then expensed ona straight-line basis over the vesting period, based on an estimate of thenumber of shares that will eventually vest. The fair value of options grantedis calculated using a binomial or Black-Scholes-Merton model. Details of theshare options in issue are disclosed in the Directors' Remuneration Report onpage 29 under the heading Share option schemes which is within the audited partof that report.PensionsThe group operates a defined contribution pension scheme. The contributionspayable to the scheme are expensed in the period to which they relate.Foreign currenciesMonetary assets and liabilities are translated at year end exchange rates andthe resulting exchange rate differences are included in the consolidated incomestatement within the results of operating activities if arising from tradingactivities and within finance cost/income if arising from financing.For consolidation purposes, income and expense items are included in theconsolidated income statement at average rates, and assets and liabilities aretranslated at year end exchange rates. Translation differences arising onconsolidation are recognised in other comprehensive income. Where foreignoperations are disposed of, the cumulative exchange differences of that foreignoperation are recognised in the consolidated income statement when the gain orloss on disposal is recognised.Transactions in foreign currencies are translated at the exchange rate rulingon transaction date.Financial instrumentsThe group classifies financial instruments, or their component parts, oninitial recognition as a financial asset, a financial liability or an equityinstrument in accordance with the substance of the contractual arrangement.Bank loans and overdraftsBank loans and overdrafts are included as financial liabilities on the groupbalance sheet at the amounts drawn on the particular facilities net of theunamortised cost of financing. Interest payable on those facilities is expensedas finance cost in the period to which it relates.Finance lease liabilitiesFinance lease liabilities arise for those investment properties held under aleasehold interest and accounted for as investment property. The liability isinitially calculated as the present value of the minimum lease payments,reducing in subsequent reporting periods by the apportionment of payments tothe lessor.Interest rate derivativesThe group uses derivative financial instruments to manage the interest raterisk associated with the financing of the group's business. No trading in suchfinancial instruments is undertaken. At each reporting date, these interestrate derivatives are recognised at fair value, being the estimated amount thatthe group would receive or pay to terminate the agreement at the balance sheetdate, taking into account current interest rates and the current credit ratingof the counterparties. The gain or loss at each fair value re-measurement isrecognised immediately in the income statement.Available for sale investmentsFinancial assets/liabilities available for sale or held for short-term gain aremeasured at fair value and movements in fair value are charged/credited to thestatement of comprehensive income in the period.Trade receivablesTrade receivables do not carry any interest and are stated at their nominalvalue as reduced by appropriate allowances for estimated recoverable amounts asthe interest that would be recognised from discounting future cash paymentsover the short payment period is not considered to be material.Trade payablesTrade payables are not interest bearing and are stated at their nominal value,as the interest that would be recognised from discounting future cash paymentsover the short payment period is not considered to be material.Other financial assets and liabilitiesThe groups other financial assets and liabilities not disclosed above areaccounted for at amortised cost.Joint venturesInvestments in joint ventures, being those entities over whose activities thegroup has joint control, as established by contractual agreement, are includedat cost together with the group's share of post-acquisition reserves, on anequity basis. Joint control is the contractually agreed sharing of control overan arrangement, which exists only when decisions about relevant strategic and/or key operating decisions require unanimous consent of the parties sharingcontrol. Control over the arrangement is assessed by the group in accordancewith the definition of control under IFRS 10InventoriesInventories are stated at the lower of cost and net realisable value. Costincludes materials, direct labour and overheads relevant to the stage ofproduction. Net realisable value is based on estimated selling price less allfurther costs to completion and all relevant marketing, selling anddistribution costs.Other investmentsOther investments that do not have a quoted market price in an active marketand whose fair value cannot be reliably measured are recognised at cost lessany provision for impairment.ImpairmentWhenever events or changes in circumstance indicate that the carrying amount ofan asset may not be recoverable an asset is reviewed for impairment. A reviewinvolves determining whether the carrying amounts are in excess of theirrecoverable amounts. An asset's recoverable amount is determined as the higherof its fair value less costs of disposal and its value in use. Such reviews areundertaken on an asset-by-asset basis, except where assets do not generate cashflows independent of other assets, in which case the review is undertaken on acompany or group level.If the carrying amount of an asset exceeds its recoverable amount An asset'scarrying value is written down to its estimated recoverable amount (being thehigher of the fair value less cost to sell and value in use) if that is lessthan the asset's carrying amount. Any change in carrying value is recognised inthe comprehensive income statement.Deferred taxDeferred tax is the tax expected to be payable or recoverable on differencesbetween the carrying amounts of assets and liabilities in the financialstatements and the corresponding tax bases used in the tax computations, and isaccounted for using the balance sheet liability method. Deferred taxliabilities are generally recognised for all taxable temporary differences anddeferred tax assets are recognised to the extent that it is probable thattaxable profits will be available against which deductible temporarydifferences can be utilised. In respect of the deferred tax on the revaluationsurplus, this is calculated on the basis of the chargeable gains that wouldcrystallise on the sale of the investment portfolio as at the reporting date.The calculation takes account of indexation on the historical cost of theproperties and any available capital losses.Deferred tax is calculated at the tax rates that are expected to apply in theperiod when the liability is settled or the asset is realised. Deferred tax ischarged or credited in the group income statement, except when it relates toitems charged or credited directly to other comprehensive income, in which caseit is also dealt with in other comprehensive income.DividendsDividends payable on the ordinary share capital are recognised as a liabilityin the period in which they are approved.Cash and cash equivalentsCash comprises cash in hand and on-demand deposits. Cash and cash equivalentscomprises short-term, highly liquid investments that are readily convertible toknown amounts of cash and which are subject to an insignificant risk of changesin value and original maturities of three months or less. The cash and cashequivalents shown in the cashflow statement are stated net of bank overdrafts.Segmental reportingFor management reporting purposes, the group is organised into businesssegments distinguishable by economic activity. The group's only businesssegments are mining activities and investment properties. These businesssegments are subject to risks and returns that are different from those ofother business segments and are the primary basis on which the group reportsits segment information. This is consistent with the way the group is managedand with the format of the group's internal financial reporting. Significantrevenue from transactions with any individual customer, which makes up 10percent or more of the total revenue of the group, is separately disclosedwithin each segment.notes to the financial statementsfor the year ended 31 December 2014 1. Segmental reporting                   2014Business analysis    Mining Property Other    Total                      £'000    £'000 £'000    £'000Significant revenue  12,607        -     -   12,607customer ASignificant revenue   6,455        -     -    6,445customer BSignificant revenue   1,793        -     -    1,793customer COther revenue         4,681      931    33    5,645Segment revenue      25,536      931    33   26,500Operating profit        864      699    31    1,594before fair valueadjustments & exchange movementsRevaluation of        (143)      (6)  (81)    (230)investments &exchange movementsOperating profit/       721      693  (50)    1,364(loss) and segmentresultSegment assets       12,058   12,546 2,797   27,401Unallocated assets- Non-current                                    36assets- Cash & cash                                 2,838equivalentsTotal assets                                 30,275excludinginvestment in jointventuresSegment liabilities (6,698)  (1,301)  (14)  (8,013)Borrowings             (60)  (5,973)     -  (6,033)                    (6,758)  (7,274)  (14) (14,046)Unallocated                                 (2,448)liabilitiesTotal liabilities                          (16,494)Net assets                                   13,781Investment in joint                           3,938ventures nonsegmentalNet assets as per                            17,719balance sheetGeographic analysis                        United  South Other Unallocated  Total                                          Kingdom Africa £'000       £'000  £'000                                            £'000  £'000Revenue                                       964 25,536     -           - 26,500Operating profit/(loss) and segment           643    721     -           -  1,364resultNon-current assets excluding investments   11,780  6,030     -          24 17,834Total net assets                            6,051  5,296    17       6,355 17,719Capital expenditure                            26  1,877     -           -  1,903                                                                 2013Business analysis                                    Mining Property Other    Total                                                      £'000    £'000 £'000    £'000Significant revenue customer A                       12,981        -     -   12,981Significant revenue customer B                        7,448        -     -    7,448Significant revenue customer C                        6,829        -     -    6,829Other revenue                                         6,859      953    35    7,847Segment revenue                                      34,117      953    35   35,105Operating profit before fair value adjustments &        335      649    33    1,017 exchange movementsRevaluation of investments & exchange movements       (880)     (53)    39    (894)Operating profit/(loss) and segment result            (545)      596    72      123Segment assets                                       15,849   11,557 2,823   30,229Unallocated assets- Non-current assets                                                             46- Cash & cash equivalents                                                     1,707Total assets excluding investment in joint ventures                          31,982Segment liabilities                                 (8,816)  (1,010)  (22)  (9,848)Borrowings                                             (33)  (5,098)     -  (5,131)                                                    (8,849)  (6,108)  (22) (14,979)Unallocated liabilities                                                     (4,235)Total liabilities                                                          (19,214)Net assets                                                                   12,768Investment in joint ventures non segmental                                    4,219Net assets as per balance sheet                                              16,987Geographic analysis                        United  South Other Unallocated  Total                                          Kingdom Africa £'000       £'000  £'000                                            £'000  £'000Revenue                                       988 34,117     -           - 35,105Operating profit and segment result           668  (545)     -           -    123Non-current assets excluding investments   11,765  7,050     -          36 18,851Total net assets                            5,969  7,248    43       3,726 16,986Capital expenditure                            48  3,012     -           -  3,0602. Operating costs                                                                    2014   2013                                                                   £'000  £'000Mining                                                            18,244 26,158Property                                                              97    192Cost of sales                                                     18,341 26,350Administration                                                     6,565  7,738Operating costs                                                   24,906 34,088The direct property costs are:Ground rent                                                            8      5Direct property expense                                               55    116Bad debts                                                             34     71                                                                      97    192Operating costs above include depreciation of £2,682,000 (2013: £2,817,000).3. Loss on revaluation and sale of investment propertiesThe reconciliation of the investment deficit to the loss on revaluation ofinvestment properties in the income statement is set out below:                                                                    2014   2013                                                                   £'000  £'000Investment deficit                                                   (5)   (47)Loss on valuation movement in respect of head lease payments         (1)    (6)Loss on revaluation of investment properties                         (6)   (53)4. Profit before taxationProfit before taxation is arrived at after charging:                                                                    2014   2013                                                                   £'000  £'000Staff costs (see note 28)                                          5,057  5,850Depreciation                                                       2,682  2,817Exchange loss                                                        143    880Fees payable to the company's auditor for the audit of the            48     35company's annual accountsFees payable to the company's auditor and its associates forother services:The audit of the company's subsidiaries pursuant to legislation        3      3Other services                                                         1      1The directors consider the auditors were best placed to provide the abovenon-audit services.The audit committee reviews the nature and extent of non-audit services toensure that independence is maintained.5. Directors' emolumentsDirectors' emoluments are shown in the Directors' remuneration report on pages28 and 29 under the heading Directors' remuneration which is within the auditedpart of that report.6. Interest payable                                                                    2014   2013                                                                   £'000  £'000On bank overdrafts and bank loans                                    487    323Unwinding of discount                                                 87     89Other interest payable                                                19     34Interest payable                                                     593    4467. Taxation                                                                    2014   2013                                                                   £'000  £'000(a) Based on the results for the year:Corporation tax                                                       16      -Corporation tax - adjustment in respect of prior year - UK            20Current tax                                                           36      -Deferred tax - current year                                          305  (213)Deferred tax - adjustment in respect of prior year                    24   (49)Total tax in income statement                                        365  (262)(b) Factors affecting tax charge for the year:The corporation tax assessed for the year is different from that at thestandard rate of corporation tax in the United Kingdom of 23% (2013: 24%)The differences are explained below:Profit on ordinary activities before taxation                      1,568    102Tax on profit on ordinary activities at 21.5% (2013: 23.5%)          337     24Effects of:Expenses not deductible for tax purposes                              45      6Adjustment to tax rate                                               (2)  (101)Other differences                                                   (59)  (142)Adjustment in respect of prior years                                  44   (49)Total tax                                                            365  (262)(c) Analysis of United Kingdom and overseas taxUnited Kingdom tax included in above:                                                                    2014   2013                                                                   £'000  £'000Corporation tax                                                        -      -Adjustment in respect of prior years                                  20      -Current tax                                                           20      -Deferred tax                                                          38  (271)                                                                      58  (271)Overseas tax included in above:Corporation tax                                                       16      -Adjustment in respect of prior years                                   -      -Current tax                                                           16      -Deferred tax                                                         291      9                                                                     307      98. Dividends paid                                                      2014   2014   2013   2013                                                       Per  £'000    Per  £'000                                                     share         shareDividends paid during the year relating to the       4.00p    427  4.00p    425prior periodDividends to be paid:Interim dividend for 2014 paid on 6 February 2015    1.00p    107  1.00p    106Proposed final dividend for 2014                     3.00p    320  3.00p    319                                                     4.00p    427  4.00p    425The dividends to be paid are not accounted for until they have been approved atthe Annual General Meeting. The amount will be accounted for as anappropriation of retained earnings in the year ending 31 December 2015.9. Profit and diluted profit per shareBoth the basic and diluted profit per share calculations are based on a profitof £1,103,000 (2013: £355,000). The basic profit per share has been calculatedon a weighted average of 10,673,506 (2013: 10,596,839) ordinary shares being inissue during the period. The diluted profit per share has been calculated onthe weighted average number of shares in issue of 10,673,506 (2013: 10,596,839)plus the dilutive potential ordinary shares arising from share options of110,975 (2013: 160,982) totalling 10,784,481 (2013: 10,757,821).10. Investment properties                                                       Freehold      Long  Total                                                          £'000 Leasehold  £'000                                                                    £'000Valuation at 1 January 2014                               9,035     2,524 11,559Additions                                                    22         -     22Revaluation                                               (132)       126    (6)Valuation at 31 December 2014                             8,925     2,650 11,575Valuation at 1 January 2013                               8,889     2,723 11,612Revaluation                                                 146     (199)   (53)Valuation at 31 December 2013                             9,035     2,524 11,559Historical costAt 31 December 2014                                       4,823       728  5,551At 31 December 2013                                       4,801       728  5,529Long leasehold properties are those for which the unexpired term at the balancesheet date is not less than 50 years.All investment properties are held for use in operating leases and allproperties generated rental income during the period.Freehold and Long Leasehold properties were externally professionally valued at31 December on an open market basis by:                                                                           2014                                                                          £'000Carter Towler                                                            11,575The valuations were carried out in accordance with the Statements of AssetValuation and Guidance Notes published by The Royal Institution of CharteredSurveyors.Each year external valuers are appointed by the Executive Directors on behalfof the Board. The valuers are selected based upon their knowledge, independenceand reputation for valuing assets as those held by the group.Valuations are performed annually and are performed consistently across allinvestment properties in the group's portfolio. At each reporting dateappropriately qualified employees of the group verify all significant inputsand review the computational outputs. Valuers submit their report to the Boardon the outcome of each valuation round.Valuations take into account tenure, lease terms and structural condition. Theinputs underlying the valuations include market rent or business profitability,likely incentives offered to tenants, forecast growth rates, yields, EBITDA,discount rates, construction costs including any specific site costs (forexample section 106), professional fees, developer's profit includingcontingencies, planning and construction timelines, lease regear costs,planning risk and sales prices based on known market transactions for similarproperties to those being valued.Valuations are based on what is determined to be the highest and best use. Whenconsidering the highest and best use a valuer will consider, on a property byproperty basis, its actual and potential uses which are physically, legally andfinancially viable. Where the highest and best use differs from the existinguse, the valuer will consider the cost and likelihood of achieving andimplanting this change in arriving at its valuation.There are often restrictions on Freehold and Leasehold property which couldhave a material impact on the realisation of these assets. The most significantof these occur when planning permission or lease extension and renegotiation ofuse are required or when a credit facility is in place. These restrictions arefactored in the property's valuation by the external valuer.IFRS 13 sets out a valuation hierarchy for assets and liabilities measured atfair value as follows:Level 1: valuation based on inputs on quoted market prices in active marketsLevel 2: valuation based on inputs other than quoted prices included withinlevel 1 that maximise the use of observable data directly or from market pricesor indirectly derived from market prices.Level 3: where one or more inputs to valuations are not based on observablemarket dataThe inter-relationship between key unobservable inputs and the groups'properties is detailed in the table below:   Class of property Level 3 Carrying Valuation                     Key     Range                                    / technique            unobservable (weighted                                 fair                            inputs  average)                                value                                        2014                                 2014                                £'000Freehold - external             8,925 Income                  Estimated        £7valuation                             capitalisation       rental value                                                                             (£7)                                                          Per sq ft p.a                                                                               7%                                                             Equivalent                                                                  Yield      (7%)Long leasehold - external       2,650 Income                  Estimated   £7- £26valuation                             capitalisation       rental value                                                                            (£19)                                                          Per sq ft p.a                                                                           7.7% -                                                             Equivalent     11.4%                                                                  yield                                                                             (9%)At 31 December 2013            11,575There are interrelationships between all these inputs as they are determined bymarket conditions. The existence of an increase in more than one input would beto magnify the input on the valuation. The impact on the valuation will bemitigated by the interrelationship of two inputs in opposite directions, forexample, an increase in rent may be offset by an increase in yield.The table below illustrates the impact of changes in key unobservable inputs onthe carrying / fair value of the Group's properties:                                                    Estimated      Equivalent                                                  rental value       yield                                                 10% increase or 25 basis point                                                        decrease    contraction                                                           £'000   or expansion                                                                          £'000Freehold - external valuation                        892 / (892)     276/ (260)Long Leasehold - external valuation                  265 / (265)      99 / (92)11. Mining reserves, plant and equipment                                         Mining    Mining    Motor    Office   Total                                       reserves equipment vehicles equipment   £'000                                          £'000     £'000    £'000     £'000Cost at 1 January 2014                    1,310    16,328      165       112  17,915Exchange adjustment                        (44)     (550)      (4)       (2)   (600)Additions                                     -     1,838       38         5   1,881Disposals                                     -      (77)     (30)         -   (107)Cost at 31 December 2014                  1,266    17,539      169       115  19,089Accumulated depreciation at 1 January     1,184     9,470       77        88  10,8192014Exchange adjustment                        (38)     (329)      (1)       (1)   (369)Charge for the year                           3     2,641       31         7   2,682Disposals                                     -      (77)     (30)         -   (107)Accumulated depreciation at 31            1,149    11,705       77        94  13,025December 2014Net book value at 31 December 2014          117     5,834       92        21   6,064Cost at 1 January 2013                    1,651    16,835      159       112  18,757Exchange adjustment                       (341)   (3,479)     (21)      (12) (3,853)Additions                                     -     2,972       76        12   3,060Disposals                                     -         -     (49)         -    (49)Cost at 31 December 2013                  1,310    16,328      165       112  17,915Accumulated depreciation at 1 January     1,438     8,462      129        90  10,1192013Exchange adjustment                       (296)   (1,749)     (15)       (8) (2,068)Charge for the year                          42     2,757       12         6   2,817Disposals in year                             -         -     (49)         -    (49)Accumulated depreciation at 31            1,184     9,470       77        88  10,819December 2013Net book value at 31 December 2013          126     6,858       88        24   7,09612. Investments held as non-current assets                                                     2014   2014     2013   2013                                                    Joint  Other    Joint  Other                                                 ventures  £'000 ventures  £'000                                                   assets          assets                                                    £'000           £'000At 1 January                                        3,235    156    3,061    131Additions                                               -      -       75     26Dividends received                                  (900)      -        -      -Exchange adjustment                                     -      -        -    (1)Share of gain in joint ventures                       563      -       99      -Net assets at 31 December                           2,898    156    3,235    156Loan to joint venture:At 1 January                                          984      -    1,117      -Exchange adjustments                                 (36)      -    (242)      -Additions                                              92      -      109      -At 31 December                                      1,040      -      984      -At 31 December                                      3,938    156    4,219    156Provision for diminution in value:At 1 January                                            -    (5)        -      -Transfer                                                -      -        -    (4)Write back\\(down) of investment                         -      1        -    (1)At 31 December                                          -    (4)        -    (5)Net book value at 31 December                       3,938    152    4,219    151                                                                     2014   2013                                                                    £'000  £'000Net book value of unquoted investments                                126    126Net book and market value of investments listed on overseas stock      26     25exchanges                                                                      152    15113. Joint venturesThe company owns 50% of the issued share capital of Dragon Retail PropertiesLimited, an unlisted property investment company. The remaining 50% is held byLondon & Associated Properties PLC. Dragon Retail Properties Limited isincorporated in England and Wales. It has issued share capital of 500,000(2013: 500,000) ordinary shares of £1 each.The company owns 12.5% of the units of Langney Shopping Centre Unit Trust, anunlisted property unit trust incorporatedin Jersey. 12.5% of the units in the trust are held by London & AssociatedProperties PLC and 75% are held by Columbus UK GP limited,a partner acting on behalf of Columbus UK Real Estate Fund.The company owns 49% of the issued share capital of Ezimbokodweni Mining (Pty)Limited, an unlisted coal production company. The company is incorporated inSouth Africa. It has issued share capital of 100 (2013: 100) ordinary shares ofZAR1 each.                                      Langney  Dragon Ezimbokodweni    2014    2013                                        12.5%     50%           49%   £'000   £'000                                        £'000   £'000         £'000Turnover                                  136     100             -     236     269Profit and loss(Loss)/Profit before tax                  563       1             -   (564)     116Taxation                                    -     (1)             -     (1)    (17)(Loss)/Profit after taxation              563       -             -   (563)      99Balance sheetNon-current assets                      2,461   1,562         1,037   5,060   4,588Current assets                            385   1,347             3   1,735   2,054Current liabilities                     (172) (1,117)       (1,040) (2,329) (1,753)Non-current liabilities               (1,299)   (952)             - (2,251) (2,337)Share of net assets at 31 December      1,375     840             -   2,215   2,55214. Subsidiary companiesThe company owns the following ordinary share capital of the principalsubsidiaries which are included within the consolidated financial statements:                                                Activity Percentage    Country of                                                                 of incorporation                                                              share                                                            capitalMineral Products Limited                           Share       100%   England and                                                 dealing                    WalesBisichi (Properties) Limited                    Property       100%   England and                                                                            WalesBlack Wattle Colliery (Pty) Limited                 Coal      62.5%  South Africa                                                  miningBisichi Coal Mining (Pty) Limited                   Coal       100%  South Africa                                                  miningBisichi Mining (Exploration) Limited             Holding       100%   England and                                                 company                    WalesNinghi Marketing Limited                         Dormant      90.1%   England and                                                                            WalesDetails on the non-controlling interest in subsidiaries are shown under note 26.15. Inventories                                                                    2014   2013                                                                   £'000  £'000CoalWashed                                                               606    481Run of mine                                                        1,070    754Work in progress                                                      45    487Other                                                                 39     34                                                                   1,760  1,75616. Trade and other receivables                                                                    2014   2013                                                                   £'000  £'000Amounts falling due within one year:Trade receivables                                                  4,046  5,658Amount owed by joint venture                                       2,168  2,232Other receivables                                                    419    511Prepayments and accrued income                                       227    258                                                                   6,860  8,65917. Available for sale investments                                                                    2014   2013                                                                   £'000  £'000Market value of listed Investments:Listed in Great Britain                                              758    778Listed outside Great Britain                                          38     44                                                                     796    822Original cost of listed investments                                  740    737Unrealised surplus of market value over cost                          56     85During the year the held for trading investments were redefined as availablefor sale.18. Trade and other payables                                                                    2014   2013                                                                   £'000  £'000Trade payables                                                     1,682  4,214Amounts owed to joint ventures                                       305  1,205Other payables                                                     1,320    704Accruals and deferred income                                       1,679  1,957                                                                   4,986  8,08019. Financial liabilities - borrowings                                                       Current     Non-current                                                      2014   2013   2014   2013                                                     £'000  £'000  £'000  £'000Bank overdraft (secured)                             2,119  3,029      -      -Bank loan (secured)                                     20  5,013  6,013    118                                                     2,139  8,042  6,013    118Bank overdraft and loan instalments by reference tothe balance sheet date:Within one year                                                    2,139  8,042From one to two years                                                 21     14From two to five years                                             5,992    104                                                                   8,152  8,160Bank overdraft and loan analysis by origin:United Kingdom                                                     5,973  5,366Southern Africa                                                    2,179  2,794                                                                   8,152  8,160The United Kingdom bank loans and overdraft are secured by way of a firstcharge over the investment properties in the UK which are included in thefinancial statements at a value of £11,575,000. At year-end an amount of £472,500 was held in a blocked account by Santander UK PLC that relates to thenew £6million loan facility. The funds have been blocked in order to satisfythe bank that certain conditions relating to the facility will be fulfilled.Subsequent to year end these conditions have been fulfilled and Santander UKPLC have confirmed that these funds will be released in the near future.The South African bank loans are secured by way of a first charge over specificpieces of mining equipment, inventory and the debtors of the relevant companywhich holds the loan which are included in the financial statements at a valueof £6,264,000.Consistent with others in the mining and property industry, the group monitorsits capital by its gearing levels. This is calculated as the net debt (loansless cash and cash equivalents) as a percentage of the equity. At year end thegearing of the group was 30.7% (2013: 38.8%) which was calculated as follows:                                                                   2014    2013                                                                  £'000   £'000Total debt                                                        8,152   8,160Less cash and cash equivalents                                  (2,838) (1,707)Net debt                                                          5,314   6,453Total equity                                                     17,315  16,628Gearing                                                           30.7%   38.8%20. Provision for rehabilitation                                                                    2014   2013                                                                   £'000  £'000As at 1 January                                                      874    989Exchange adjustment                                                 (31)  (204)Unwinding of discount                                                 87     89As at 31 December                                                    930    87421. Financial instrumentsTotal financial assets and liabilitiesThe group's financial assets and liabilities are as follows, representing boththe fair value and the carrying value:                                      Loans and   Financial  Assets    2014    2013                                    receivables Liabilities at fair   £'000   £'000                                          £'000 measured at   value                                                  amortised through                                                       cost  profit                                                      £'000     and                                                               loss                                                              £'000Cash and cash equivalents                 2,838           -       -   2,838   1,707Investments held for trading                  -           -     796     796     822Other investments                             -           -     152     152     151Trade and other receivables               7,673           -       -   7,673   9,385Bank borrowings                               -     (8,152)       - (8,152) (8,160)Finance leases                                -       (195)       -   (195)   (196)Other liabilities                             -     (4,836)       - (4,836) (7,901)                                         10,511    (13,183)     948 (1,724) (4,192)Investments held for trading fall under level 1 of the fair value hierarchyinto which fair value measurements are recognised in accordance with the levelsset out in IFRS 7. Other investments are held at cost. The directors are of theopinion that the difference in value between cost and fair value of otherinvestments is not significant or material. The comparative figures for 2013fall under the same category of financial instrument as 2014.Treasury policyAlthough no derivative transactions were entered into during the current andprior year, the group may use derivative transactions such as interest rateswaps and forward exchange contracts as necessary in order to help manage thefinancial risks arising from the group's activities. The main risks arisingfrom the group's financing structure are interest rate risk, liquidity risk,market risk, credit risk, currency risk and commodity price risk. There havebeen no changes during the year of the main risks arising from the group'sfinance structure. The policies for managing each of these risks and theprincipal effects of these policies on the results are summarised below.Interest rate riskInterest rate risk is the risk that the value of a financial instrument orcashflows associated with the instrument will fluctuate due to changes inmarket interest rates. Interest rate risk arises from interest bearingfinancial assets and liabilities that the group uses. Treasury activities takeplace under procedures and policies approved and monitored by the Board tominimise the financial risk faced by the group. Interest bearing assetscomprise cash and cash equivalents which are considered to be short-term liquidassets and loans to joint ventures. Interest bearing borrowings comprise bankloans, bank overdrafts and variable rate finance lease obligations. The ratesof interest vary based on LIBOR in the UK and PRIME in South Africa.As at 31 December 2014, with other variables unchanged, a 1% increase ordecrease in interest rates, on investments and borrowings whose interest ratesare not fixed, would respectively decrease or increase the loss for the year by£79,000 (2013: £18,000). The effect on equity of this change would be anequivalent decrease or increase for the year of £79,000 (2013: £18,000).Liquidity riskThe group's policy is to minimise refinancing risk. Efficient treasurymanagement and strict credit control minimise the costs and risks associatedwith this policy which ensures that funds are available to meet commitments asthey fall due. As at year end the group held borrowing facilities in the UK inBisichi Mining PLC and in South Africa in Black Wattle Colliery (Pty) Ltd.The following table sets out the maturity profile of the financial liabilitiesas at 31 December:                                                                    2014   2013                                                                   £'000  £'000Within one year                                                    7,400 15,956From one to two years                                                223     38From two to five years                                             6,539    129Beyond five years                                                    134    134                                                                  14,296 16,257The following table sets out the maturity profile of the financial liabilitiesas at 31 December maturing within one year:                                                                    2014   2013                                                                   £'000  £'000Within one month                                                   1,587 10,207From one to three months                                           2,438  1,998From four to twelve months                                         3,375  3,751                                                                   7,400 15,956In South Africa, an increase in the structured trade finance facility fromR60million (South African Rand) to R80million was signed by Black WattleColliery (Pty) Limited in October 2013 with Absa Bank Limited, a South Africansubsidiary of Barclays Bank PLC. The facility is renewed annually at 30 Juneand is secured against inventory, debtors and cash that are held by BlackWattle Colliery (Pty) Limited. This facility comprises of a R60millionrevolving loan to cover the working capital requirements of the group's SouthAfrican operations, and a R20million loan facility to cover guaranteerequirements related to the group's South African mining operations. During theyear Black Wattle breached one of the covenants of the facility related to theaccounting net asset value of the company. Due to the improved performance ofthe company the breach was subsequently rectified and the breach did not affectthe ongoing use of the facility, or the ability to renew the facility again atthe appropriate times.In December 2014, the group signed a £6 million term loan facility withSantander. This new loan replaces the previous £5 million term facility andoverdraft held with Royal Bank of Scotland. The Loan is secured against thegroup's UK retail property portfolio. The new debt package has a five year termand is repayable at the end of the term. The interest cost of the loan is 2.35%above LIBOR.As a result of the completion of the above agreed banking facilities, theDirectors believe that the group is well placed to manage its liquidity risk.Credit riskThe group is exposed to credit risk on its cash and cash equivalents, trade andother receivables and amounts owed by joint ventures as per the balance sheet.The maximum exposure to credit risk is represented by the carrying amount ofeach financial asset in the balance sheet which at year end amounted to £10,511,000 (2013: £11,092,000). The group's credit risk is primarilyattributable to its trade receivables. The group had amounts due from itssignificant revenue customers at the year end that represented 87% of the tradereceivables balance. These amounts have been subsequently settled.Trade debtor's credit ratings are reviewed regularly. The group only depositssurplus cash with well-established financial institutions of high qualitycredit standing. As at year end the amount of trade receivables held past duedate was £130,000 (2013: £137,000). To date, the amount of trade receivablesheld past due date that has not subsequently been settled is £85,000 (2013: £118,000). Management have no reason to believe that this amount will not besettled.Financial assets maturityOn 31 December 2014, cash at bank and in hand amounted to £2,838,000 (2013: £1,707,000) which is invested in short term bank deposits maturing within oneyear bearing interest at the bank's variable rates. Cash and cash equivalentsall have a maturity of less than 3 months. At year-end an amount of £472,500was held in a blocked account by Santander UK PLC that relates to the new £6million loan facility. The funds have been blocked in order to satisfy thebank that certain conditions relating to the facility will be fulfilled.Subsequent to year end these conditions have been fulfilled and Santander UKPLC have confirmed that these funds will be released in the near future.Commodity price riskCommodity price risk is the risk that the group's future earnings will beadversely impacted by changes in the market of commodities. The group isexposed to commodity price risk as its future revenues will be derived based ona contract with a physical off-take partner at prices that will be determinedby reference to market prices of coal at the delivery date.From time to time the group may manage its exposure to commodity price risk byentering into forward sales contracts with the goal of preserving futurerevenue streams.Foreign exchange riskAll trading is undertaken in the local currencies. Funding is also in localcurrencies other than inter-company investments and loans and it is not thegroup's policy to obtain forward contracts to mitigate foreign exchange risk onthese amounts. During 2014 and 2013 the group did not hedge its exposure offoreign investments held in foreign currencies.The table below shows the currency profiles of cash and cash equivalents:                                                                    2014   2013                                                                   £'000  £'000Sterling                                                           1,697    139South African Rand                                                 1,138  1,426US Dollar                                                              3    142                                                                   2,838  1,707Cash and cash equivalents earn interest at rates based on LIBOR in Sterling andPrime in Rand.The tables below shows the currency profiles of net monetary assets andliabilities by functional currency of the group:2014:                                                         Sterling     South                                                                 £'000   African                                                                           Rands                                                                           £'000Sterling                                                       (2,515)         -South African Rand                                                 153       618US Dollar                                                           20         -                                                               (2,342)       6182013:                                                          Sterling    South                                                                  £'000  African                                                                           Rands                                                                           £'000Sterling                                                        (4,082)        -South African Rand                                                  768  (1,065)US Dollar                                                           187        -                                                                (3,127)  (1,065)The directors consider there to be no significant risk from exchange ratemovements of foreign currencies against the functional currencies of thereporting companies within the group. As such no sensitivity analysis isprepared.22. Deferred taxation                                                                    2014   2013                                                                   £'000  £'000Balance at 1 January                                               1,902  2,437Recognised in income                                                 344  (262)Exchange adjustment                                                 (38)  (273)                                                                   2,208  1,902The deferred tax balance comprises the following:Revaluation of properties                                            730    713Capital allowances                                                 1,418  1,183Short-term differences                                                60      6                                                                   2,208  1,90223. Share capital                                                                    2014   2013                                                                   £'000  £'000Authorised: 13,000,000 ordinary shares of 10p each                 1,300  1,300Allotted and fully paid:                                                     2014       2013   2014   2013                                                Number of  Number of  £'000  £'000                                                 ordinary   ordinary                                                   shares     sharesAt 1 January                                   10,636,839 10,556,839  1,064  1,056Shares issued during the year in regard to         40,000     80,000      4      8employee share options exercised (note 25)Outstanding at 31 December                     10,676,839 10,636,839  1,068  1,06424. Other reserves                                                                    2014   2013                                                                   £'000  £'000Equity share options                                                 566    501Net premium on share capital in joint venture                         86     86                                                                     652    58725. Share based paymentsDetails of the share option scheme are shown in the Directors' remunerationreport on pages 29 and 30 under the heading Share option schemes which iswithin the audited part of this report. Further details of the share optionschemes are set out below.The Bisichi Mining PLC Unapproved Option Schemes:Year of   Subscription  Period within      Number of    Number of      Number ofgrant        price per  which options          share        share          share                 share    exercisable      for which      options      for which                                             options      issued/        options                                      outstanding at   exercised/ outstanding at                                         31 December  (cancelled)    31 December                                                2013  during year           20142004            149.0p Sep 2007 - Sep         80,000     (80,000)              -                                 20142006            237.5p Oct 2009 - Oct        325,000            -        325,000                                 20162010            202.5p Aug 2013 - Aug         80,000            -         80,000                                 20202012             34.0p Oct 2012 - Sep        233,000     (40,000)        193,000                                 2022The exercise of options under the Unapproved Share Option Schemes, for certainoption issues, is subject to the satisfaction of objective performanceconditions specified by the remuneration committee, which will conform toinstitutional shareholder guidelines and best practice provisions in force fromtime to time. The performance conditions for the 2010 scheme, agreed by memberson 31 August 2010 respectively, requires growth in net assets over a three yearperiod to exceed the growth of the retail prices index by a scale ofpercentages. There are no performance conditions attached to the other schemes.                                                  2014     2014    2013     2013                                                Number Weighted  Number Weighted                                                        average          average                                                       exercise         exercise                                                          price            priceOutstanding at 1 January                       718,000   157.7p 718,000   157.7pCancelled during the year                     (80,000) (149.0p)       -        -Exercised during the year                     (40,000)  (34.0p)       -        -Outstanding at 31 December                     598,000   167.1p 718,000   157.7pExercisable at 31 December                     598,000   167.1p 718,000   157.7p26. Non-controlling interest                                                                    2014   2013                                                                   £'000  £'000As at 1 January                                                      359    444Share of profit for the year                                         100      9Dividends received                                                  (42)      -Exchange adjustment                                                 (13)   (94)As at 31 December                                                    404    359The non-controlling interest comprises of a 37.5% shareholding in Black WattleColliry (Pty) Ltd. A coal mining company incorporated in South Africa.Summarised financial information reflecting 100% of the underlying subsidiary'srelevant figures, is set out below.                                                                            2014                                                                           £'000Revenue                                                                   25,536Expenses                                                                (24,866)Profit for the year                                                          670Other comprehensive Income                                                     -Total comprehensive income for the year                                      670Balance sheetNon-current assets                                                         6,030Current assets                                                             8,054Current liabilities                                                      (9,125)Non-current liabilities                                                  (2,260)Net assets at 31 December                                                  2,699The non-controlling interest relates to the disposal of a 37.5% shareholding inBlack Wattle Colliery (Pty) Ltd in 2010. The total issued share capital inBlack Wattle Colliery (Pty) Ltd was increased from 136 shares to 1,000 sharesat par of R1 (South African Rand) through the following shares issue:- a subscription for 489 ordinary shares at par by Bisichi Mining (Exploration)Limited increasing the number of shares held from 136 ordinary shares to atotal of 675 ordinary shares;- a subscription for 110 ordinary shares at par by Vunani Mining (Pty) Ltd;- a subscription for 265 "A" shares at par by Vunani Mining (Pty) LtdBisichi Mining (Exploration) Limited is a wholly owned subsidiary of BisichiMining PLC incorporated in England and Wales.Vunani Mining (Pty) Ltd is a South African Black Economic Empowerment companyand minority shareholder in Black Wattle Colliery (Pty) Ltd.The "A" shares rank pari passu with the ordinary shares save that they willhave no dividend rights until such time as the dividends paid by Black WattleColliery (Pty) Ltd on the ordinary shares subsequent to 30 October 2008 willequate to R832,075,000.A non-controlling interest of 15% in Black Wattle Colliery (Pty) Ltd isrecognised for all profits distributable to the 110 ordinary shares held byVunani Mining (Pty) Ltd from the date of issue of the shares (18 October 2010).An additional non-controlling interest will be recognised for all profitsdistributable to the 265 "A" shares held by Vunani Mining (Pty) Ltd after suchtime as the profits available for distribution, in Black Wattle Colliery (Pty)Ltd, before any payment of dividends after 30 October 2008, exceedsR832,075,000.27. Related party transactions                                                  At 31 December   During the year                                                  Amounts Amounts     Costs    Cash                                                     owed    owed recharged    paid                                                       to      by   (to)/by (to)/by                                                  related related   related related                                                    party   party     party   party                                                    £'000   £'000     £'000   £'000Related party:London & Associated Properties PLC (note (a))           3       -       138   (135)Langney Shopping Centre Unit Trust (note (b))           -   (168)         -      64Dragon Retail Properties Limited (note (c))           305 (2,000)     (174)   (726)Ezimbokodweni Mining (Pty) Limited (note (d))           - (1,040)      (92)       -As at 31 December 2014                                308 (3,208)     (128)   (797)London & Associated Properties PLC (note (a))           -       -       138   (144)Langney Shopping Centre Unit Trust (note (b))           -   (232)        --   (217)Dragon Retail Properties Limited (note (c))         1,205 (2,000)     (180)     180Ezimbokodweni Mining (Pty) Limited (note (d))           -   (984)     (109)       -As at 31 December 2013                              1,205 (3,216)     (151)   (181)London & Associated Properties PLC is a substantial shareholder. LangneyShopping Centre Unit Trust and Dragon Retail Properties Limited are jointventures and are treated as non-current asset investments. Ezimbokodweni Mining(Pty) Limited is a joint venture and is treated as a non-current assetinvestment.(a) London & Associated Properties PLC - Property management, office premises,general management, accounting and administration services are provided forBisichi Mining PLC and its UK subsidiaries.(b) Langney Shopping Centre Unit Trust - Langney Shopping Centre Unit Trust isan unlisted property unit trust incorporated in Jersey.(c) Dragon Retail Properties Limited - ("Dragon") is owned equally by thecompany and London & Associated Properties PLC. During 2012 the company lent £2million to Dragon at 6.875 per cent annual interest.(d) Ezimbokodweni Mining (Pty) Limited - Ezimbokodweni Mining is a prospectivecoal production company based in South Africa.Details of key management personnel compensation and interest in share optionsare shown in the Directors' Remuneration Report on pages 28 and 29 under theheadings Directors' remuneration, Pension schemes and incentives and Shareoption schemes which is within the audited part of this report. The totalemployers' national insurance paid in relation to the remuneration of keymanagement was £114,000 (2013: 111,000). In 2012 a loan was made to one of thedirectors, Mr A R Heller, for £116,000. The loan amount outstanding at year endwas £101,000 (2013: £116,000) and a repayment of £15,000 (2013: nil) was madeduring the year.28. Employees                                                                    2014   2013                                                                   £'000  £'000The average weekly numbers of employees of the group during theyear were as follows:Production                                                           213    220Administration                                                        18     20                                                                     231    240                                                                   £'000  £'000Staff costs during the year were as follows:Salaries                                                           4,676  5,395Social security costs                                                117    115Pension costs                                                        209    220Share based payments                                                  55    120                                                                   5,057  5,85029. Capital commitments                                                                    2014   2013                                                                   £'000  £'000Commitments for capital expenditure approved but not contracted      389    402for at the year endShare of commitment of capital expenditure in joint venture        1,402  1,45130. Head lease commitments and future property lease rentalsPresent value of head Leases on properties                                          Minimum lease     Present value of                                            payments     minimum lease payments                                            2014    2013        2014        2013                                           £'000   £'000       £'000       £'000Within one year                               12      12          12          12Second to fifth year                          49      49          45          45After five years                           1,569   1,589         138         139                                           1,630   1,650         195         196Discounting adjustment                   (1,435) (1,454)           -           -Present value                                195     196         195         196Finance lease liabilities are in respect of leased investment property. Many ofthe leases provide for contingent rents in addition to the rents above whichare a proportion of rental income. Finance lease liabilities are effectivelysecured as the rights to the leased asset revert to the lessor in event ofdefault.The group leases out its investment properties under operating leases. Thefuture aggregate minimum rentals receivable under non-cancellable operatingleases are as follows:                                                                    2014   2013                                                                   £'000  £'000Within one year                                                      746    859Second to fifth year                                               2,399  3,195After five years                                                   9,868  9,879                                                                  13,013 13,93331. Contingent liabilitiesBank guarantees have been issued by the bankers of Black Wattle Colliery (Pty)Limited on behalf of the company to third parties. The guarantees are securedagainst the assets of the company and have been issued in respect of thefollowing:                                                                    2014   2013                                                                   £'000  £'000Rail siding                                                          158     62Rehabilitation of mining land                                      1,114  1,153Water & electricity                                                   52     54Company balance sheetat 31 December 2014                                                          Notes    2014    2013                                                                  £'000   £'000Fixed assetsTangible assets                                              33      34  11,605Investment in joint ventures                                 34   1,810   1,810Other investments                                            34   7,712   1,714Debtors - amounts due in more than one year                  35   1,127   1,313                                                                 10,683  16,442Current assetsDebtors - amounts due within one year                        35   2,981   3,082Bank balances                                                       988     799                                                                  3,969   3,881Creditors - amounts falling due within one year              36 (1,218) (7,425)Net current liabilities                                           2,751 (3,554)Total assets less current liabilities                            13,434  12,898Creditors - amounts falling due in more than one year -      36    (64)    (90)medium term bank loanProvision for liabilities and charges                        37       -       -Net assets                                                       13,370  12,808Capital and reservesCalled up share capital                                      23   1,068   1,064Share premium account                                        38     259     249Revaluation reserve                                          38       -   5,632Other reserves                                               38     566     503Retained earnings                                            38  11,477   5,360Shareholders' funds                                              13,370  12,808The company financial statements were approved and authorised for issue by theboard of directors on 27 April 2015 and signed on its behalf by:A R Heller G J Casey Company Registration No. 112155Director DirectorCompany Accounting Policiesfor the year ended 31 December 2014The following are the main accounting policies of the company:Accounting conventionThe financial statements have been prepared under the historical costconvention, as modified by the revaluation of investment properties, and inaccordance with applicable UK Generally Accepted Accounting Practice.Dividends receivedDividends are credited to the profit and loss account when received.DepreciationProvision for depreciation on tangible fixed assets is made in equal annualinstalments to write each item off over its useful life. The rates generallyused are:Motor vehicles 25 - 33 per centOffice equipment 10 - 33 per centForeign currenciesMonetary assets and liabilities expressed in foreign currencies have beentranslated at the rates of exchange ruling at the balance sheet date. Allexchange differences are taken to the profit and loss account.Investment propertiesThe investment property portfolio is included in the financial statements atopen market valuation. An external professional valuation is carried outannually by professional external surveyors. Surpluses and deficits arising onvaluations are taken direct to the revaluation reserve. No depreciation oramortisation is provided in respect of freehold and leasehold investmentproperties. The directors consider that this accounting policy, which is not inaccordance with the Companies Act 2006, results in the accounts giving a trueand fair view. Depreciation or amortisation is only one of many factorsreflected in the valuation and the amount which might otherwise have been showncannot be separately identified or quantified.On the 23rd of December 2014, the investment property portfolio was transferredwithin the group to Bisichi (Properties) Limited, a 100% owned and controlledsubsidiary of the company.InvestmentsInvestments of the company are stated in the balance sheet as fixed assets atcost less provisions for impairment.Financial instrumentsBank loans and overdraftsBank loans and overdrafts are included in creditors on the company balancesheet net of the unamortised cost of financing.Interest payable on those facilities is expensed as a finance cost in theperiod to which it relates.DebtorsAmounts due from subsidiary undertakings are held at present value where theinterest that would be recognised from discounting future cash payments isconsidered to be material. Other debtors do not carry interest and are statedat their nominal value as reduced by appropriate allowances for estimatedrecoverable amounts.CreditorsCreditors are not interest bearing and are stated at their nominal value.Joint venturesInvestments in joint ventures, being those entities over whose activities thegroup has joint control as established by contractual agreement, are includedat cost, less impairment.Deferred taxationAs required by FRS 19 "Deferred Tax", full provision is made for deferred taxarising from all timing differences between the recognition of gains and lossesin the financial statements and recognition in the tax computation, except forthose timing differences in respect of which the standard specifies thatdeferred tax should not be recognised. Deferred tax assets and liabilities arecalculated at the tax rates expected to be effective at the time the timingdifferences are expected to reverse.Leased assets and obligationsAll leases are "Operating Leases" and the annual rentals are charged to theprofit and loss account on a straight line basis over the lease term. Rent freeperiods or other incentives received for entering into a lease are accountedfor over the period of the lease so as to spread the benefit received over thelease term.PensionsThe company makes contributions to a money purchase scheme and the costs arecharged to the profit and loss account in the period to which they relate.Share based remunerationThe company operates a share option scheme. The fair value of the share optionscheme is determined at the date of grant. This fair value is then expensed ona straight-line basis over the vesting period, based on an estimate of thenumber of shares that will eventually vest. The fair value of options grantedis calculated using a binomial model or Black-Scholes-Merton model. Details ofthe share options in issue are disclosed in the Directors' Remuneration Reporton pages 29 and 30 under the heading Share option schemes which is within theaudited part of this report.32. DividendsThe aggregate amount of dividends comprises:                                                                    2014  2013                                                                   £'000 £'000Final dividends in respect of prior year but not recognised as       427   425liabilities in that year:The aggregate amount of dividends to be paid and not recognised as liabilitiesas at year end is £427,000 (2013: £425,000).33. Tangible fixed assets                                               Investment                                               properties                                       Freehold      Long    Motor    Office    Total                                          £'000 leasehold vehicles equipment    £'000                                                    £'000    £'000     £'000Cost or valuation at 1 January 2014       9,035     2,524       37        63   11,659Additions                                    22         -        -         3       25Disposals                               (9,057)   (2,524)        -         - (11,581)Revaluation                                   -         -        -         -        -Cost or valuation at 31 December 2014         -         -       37        66      103At valuation                                  -         -        -         -        -At cost                                       -         -       37        66      103                                              -         -       37        66      103Accumulated depreciation at 1 January         -         -        1        53       542014Charge for the year                           -         -       13         2       15Disposals                                     -         -        -         -        -Accumulated depreciation at 31                -         -       14        55       69December 2014Net book value at 31 December 2014            -         -       23        11       34Net book value at 31 December 2013        9,035     2,524       36        10   11,605Details of historical cost of investment properties are shown in note 10. Onthe 23rd of December 2014, the investment property portfolio was transferredwithin the group to Bisichi (Properties) Limited, a 100% owned and controlledsubsidiary of the company.34. Investments                                            Joint Shares  Loans       Other  Total                                         ventures  £'000  £'000 investments  £'000                                           shares                     £'000                                            £'000Cost at 1 January 2014                      1,810    361  1,328          26  1,715Invested during year                            -  5,995      3           -  5,998Cost at 31 December 2014                    1,810  6,356  1,331          26  7,713                                         -Provision for impairmentAs at 1 January                                 -      -      -         (1)    (1)Transfer                                        -      -      -           -      -As at 31 December 2014                          -      -      -         (1)    (1)Net book value at 31 December 2014          1,810  6,356  1,331          25  7,712Net book value at 31 December 2013          1,810    361  1,328          25  1,714Other investments comprise £25,000 (2013: £25,000) shares.Included in the investments in shares during the year is an investment inBisichi (Properties) Limited, a 100% owned and controlled subsidiary of BisichiMining PLC. The investment relates to the transfer of the company's directlyowned UK property portfolio from the company to Bisichi (Properties) Limited onthe 23rd of December 2014.Investments in subsidiaries are detailed in note 14. In the opinion of thedirectors the aggregate value of the investment in subsidiaries is not lessthan the amount shown in these financial statements.35. Debtors                                                                    2014   2013                                                                   £'000  £'000Amounts due within one year:Amounts due from subsidiary undertakings                             360    295Trade receivables                                                    109    163Other debtors                                                        118    135Joint venture                                                      2,168  2,232Prepayments and accrued income                                       226    257                                                                   2,981  3,082Amounts due in more than one year:Amounts due from subsidiary undertakings                           1,123  1,295Deferred taxation                                                      4     18                                                                   1,127  1,31336. Creditors                                                                    2014   2013                                                                   £'000  £'000Amounts falling due within one year:Bank overdraft (secured)                                               -    269Bank loan (secured)                                                    7  5,007Joint venture                                                        305  1,205Current taxation                                                      23      2Other taxation and social security                                    89     95Other creditors                                                      444    323Accruals and deferred income                                         350    524                                                                   1,218  7,425Amounts falling due in more than one year:Bank loan (secured)                                                   64     90                                                                    2014   2013                                                                   £'000  £'000Bank and other loan instalments by reference to the balance sheetdate:Within one year                                                        7  5,007From one to two years                                                  7      7From two to five years                                                57     83                                                                      71  5,09737. Provisions for liabilities                                                                    2014   2013                                                                   £'000  £'000Deferred taxationBalance at 1 January                                                   -     40Provision                                                              -      -Transfer                                                               -   (40)                                                                       -      -No provision has been made for the approximate taxation liability at 21.5%(2013: 23.5%) of £nil (2013: £713,000) which would have arisen if theinvestment properties were sold at the stated valuation.38. Share capital & reserves                               Share   Share Revaluation   Other Retained Shareholders                             capital premium     reserve reserve earnings        funds                               £'000   £'000       £'000   £'000    £'000        £'000Balance at 1 January 2014      1,064     249       5,632     503    5,360       12,808Dividend paid                      -       -           -       -    (427)        (427)Disposal of investment             -       -     (5,632)       -    5,632            -propertyShare options                      4      10           -      63        -           77Retained loss for the year         -       -           -       -      912        6,544Balance at 31 December 2014    1,068     259           -     566   11,477       13,370A profit and loss account for Bisichi Mining PLC has not been presented aspermitted by Section 408(2) of the Companies Act 2006. The profit for thefinancial year, before dividends, was £912,000 (2013: £110,000)Details of share capital are set out in note 23 and details of the shareoptions are shown in the Directors' Remuneration Report on page 29 under theheading Share option schemes which is within the audited part of this reportand note 25.39. Related party transactions                                                          At 31  During the year                                                       December                                                        Amounts     Costs    Cash                                                           owed recharged    paid                                                             by         /   (to)/                                                        related   accrued      by                                                          party (to) / by related                                                          £'000   related   party                                                                    party   £'000                                                                    £'000Related party:Black Wattle Colliery (Pty) Ltd (note (a))              (2,316)   (1,009)   1,207Ninghi Marketing Limited (note (b))                       (102)         -       -As at 31 December 2014                                  (2,418)   (1,009)   1,207Black Wattle Colliery (Pty) Ltd (note (a))              (2,514)   (1,264)   1,177Ninghi Marketing Limited (note (b))                       (102)         -       -As at 31 December 2013                                  (2,616)   (1,264) (1,177)(a) Black Wattle Colliery (Pty) Ltd - Black Wattle Colliery (Pty) Ltd is a coalmining company based in South Africa.(b) Ninghi Marketing Limited - Ninghi Marketing Limited is a dormant coalmarketing company incorporated in England & Wales.In addition to the above, the company has issued a company guarantee ofR17,000,000 (2013: R17,000,000) (South African Rand) to the bankers of BlackWattle Colliery (Pty) Ltd in order to cover bank guarantees issued to thirdparties in respect of the rehabilitation of mining land.A provision of £102,000 has been raised against the amount owing by NinghiMarketing Limited as the company is dormant.In 2012 a loan was made to one of the directors, Mr A R Heller, for £116,000.Interest is repayable on the loan at a rate of 6.14%. There is no fixedrepayment date. The loan amount outstanding at year end was £101,000 (2013: £116,000) and a repayment of £15,000 (2013: nil) was made during the year.Under Financial Reporting Standard 8 Related Party Disclosures, the company hastaken advantage of the exemption from disclosing transactions with other whollyowned group companies.Details of other related party transactions are given in note 27 of the Groupfinancial statements.
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