Welkom Yizani AFS 2007 audited by gyvwpsjkko

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									WELKOM YIZANI INVESTMENTS LIMITED
(previously Main Street 458 Limited)
Registration number: 2006/021434/06

FINANCIAL STATEMENTS
for the period since date of incorporation, 10 July 2006, to 31 March 2007
WELKOM YIZANI INVESTMENTS LIMITED


FINANCIAL STATEMENTS
for the period since date of incorporation, 10 July 2006, to 31 March 2007


COMPANY INFORMATION

Registration number:                                                                     2006/021434/06

Registered address:                                                                     40 Heerengracht
                                                                                            Cape Town
                                                                                                  8001

Postal address:                                                                            P O Box 2271
                                                                                             Cape Town
                                                                                                   8000

Auditors:                                                                    PricewaterhouseCoopers Inc.

CONTENTS                                                                                           Page

Directors' statement of responsibility                                                                2

Certificate by the company secretary                                                                  2

Report of the independent auditor                                                                     3

Directors' report                                                                                     4

Balance sheet                                                                                         5

Income statement                                                                                      6

Statement of changes in equity                                                                        7

Cash flow statement                                                                                   8

Notes to the financial statements                                                                 9 - 12




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WELKOM YIZANI INVESTMENTS LIMITED


DIRECTORS' STATEMENT OF RESPONSIBILITY
for the period since date of incorporation, 10 July 2006, to 31 March 2007


The directors are responsible for the preparation, integrity and fair presentation of the financial statements of
Welkom Yizani Investments Limited. The financial statements presented on pages 4 to 12 have been prepared in
accordance with Statements of Generally Accepted Accounting Practice (GAAP) in South Africa and the
Companies Act, and include amounts based on judgements and estimates made by management.

The directors consider that in preparing the financial statements, they have used the most appropriate accounting
policies, consistently applied and supported by reasonable prudent judgements and estimates, and that all
Statements of GAAP that they consider to be applicable have been followed. The financial statements fairly
present the results of operations for the period and the financial position of the company at period end.

The directors have responsibility for ensuring that accounting records are kept. The accounting records should
disclose, with reasonable accuracy, the financial position and results of the company to enable the directors to
ensure that the financial statements comply with the relevant legislation.

The company operates in an established control environment, which is documented and regularly reviewed. This
incorporates risk management and internal control procedures, which are designed to provide reasonable, but not
absolute, assurance that assets are safeguarded and the risks facing the business are being controlled. Nothing
has come to the attention of the directors to indicate that any material breakdown in the functioning of these
controls, procedures and systems has occurred during the period under review.

The going concern basis has been adopted in preparing the financial statements. The directors have no reason to
believe that the company will not be a going concern in the foreseeable future, based on forecasts and available
cash resources. These financial statements support the viability of the company.

The financial statements have been audited by the independent auditor, PricewaterhouseCoopers Inc., who was
given unrestricted access to all financial records and related data, including minutes of all meetings of
shareholders, the board of directors and committees of the board. The directors believe that all representations
made to the independent auditor during its audit are valid and appropriate.

The audit report of PricewaterhouseCoopers Inc. is presented on page 3.

The financial statements were approved by the board of directors and are signed on its behalf by:




CERTIFICATE BY THE COMPANY SECRETARY

I, George Meiring Coetzee, being the company secretary of Welkom Yizani Investments Limited, certify that the
company has, for the period under review, lodged all returns required of a public company with the Registrar of
Companies, and that all such returns are, to the best of my knowledge and belief, true, correct and up to date.




                                                               2
3
WELKOM YIZANI INVESTMENTS LIMITED


DIRECTORS' REPORT
for the period since date of incorporation, 10 July 2006, to 31 March 2007


Nature of operations

Welkom Yizani Investments Limited was incorporated on 10 July 2006 under the laws of the Republic of South
Africa. The principal activities of Welkom Yizani Investments Limited are to:

a) carry on the main business of holding only Media24 Holdings (Proprietary) Limited ordinary shares, cash and
such assets as are received and acquired solely by virtue of, or in relation to the holding of Media24 Holdings
(Proprietary) Limited ordinary shares; and

b) receive and distribute dividends and other distributions in terms of its holding in Media24 Holdings (Proprietary)
Limited.

Operating and financial review

The financial results of the company are set out on pages 5 to 12.

Share capital

Refer to note 5 for details of the authorised and issued share capital.

Dividends

No dividend has been declared but a dividend of 31cents per ordinary share and 31cents per preference share is
recommended.

Directors, company secretary and auditor

The directors of the company are listed below and the company secretary is George Meiring Coetzee. The
registered address and postal address for the company secretary is the same as those of the company as detailed

Name                                    Date appointed
F E Groepe                              4 August 2006 (resigned 23 March 2007)
M M A Shezi                             4 August 2006 (resigned 22 June 2007)
F H J Brand                             4 August 2006 (resigned 23 March 2007)
G J Gerwel                              4 August 2006
N Jansen                                23 March 2007
P O Goldhawk                            22 June 2007

PricewaterhouseCoopers Inc. was appointed in office as auditor in accordance with section 270(2) of the South
African Companies Act, 1973.

Subsequent events

No events have occurred subsequent to 31 March 2007 that have required the company to disclose or adjust the
results as presented in these financial statements.




                                                                  4
WELKOM YIZANI INVESTMENTS LIMITED


BALANCE SHEET
as at 31 March 2007


                                                             2007
                                                     Notes   R'000

ASSETS

Non-current assets                                            730,000
Available-for-sale investment                         2       730,000

Current assets                                                 31,008
Other receivables                                     4         4,853
Cash and deposits                                              26,155

TOTAL ASSETS                                                  761,008

EQUITY AND LIABILITIES

Capital and reserves                                          132,348
Share capital and premium                             5       146,000
Accumulated loss                                              (13,652)

Non-current liabilities                                       584,000
Long-term liabilities                                 6       584,000

Current liabilities                                            44,660
Current portion of long-term liabilities              6        15,600
Accrued expenses and other current liabilities        7        28,264
Taxation                                                          796

TOTAL EQUITY AND LIABILITIES                                  761,008




                                                 5
WELKOM YIZANI INVESTMENTS LIMITED


INCOME STATEMENT
for the period since date of incorporation, 10 July 2006, to 31 March 2007


                                                                                     2007
                                                                             Notes   R'000

Operating loss                                                                8          (185)

Finance costs - net                                                           9       (12,671)

Loss before taxation                                                                  (12,856)

Taxation                                                                      10         (796)

Net loss                                                                              (13,652)




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WELKOM YIZANI INVESTMENTS LIMITED


STATEMENT OF CHANGES IN EQUITY
for the period since date of incorporation, 10 July 2006, to 31 March 2007



                                                                             Share capital Accumulated
                                                                             and premium     loss         Total
                                                                                R'000        R'000        R'000

Balance at incorporation                                                                -            -            -

Shares issued during the period                                                  146,000             -     146,000

Loss for the period                                                                     -      (13,652)    (13,652)

Balance at 31 March 2007                                                         146,000       (13,652)    132,348




                                                                  7
WELKOM YIZANI INVESTMENTS LIMITED


CASH FLOW STATEMENT
for the period since date of incorporation, 10 July 2006, to 31 March 2007


                                                                                     2007
                                                                             Notes   R'000

Cash flow from operating activities                                                     4,813
Cash utilised in operations                                                   11          (25)
Interest received                                                                       4,838

Cash flow from investing activities                                                  (730,000)
Acquisition of available-for-sale investment                                         (730,000)

Cash flow from financing activities                                                   751,342
Proceeds from ordinary shares subscriptions                                           426,092
Repayments made to unsuccessful applicants                                           (272,505)
Proceeds from preference shares issued                                                584,000
Net movement in amount owing to Naspers Limited                                        13,755

Change in cash and cash equivalents for the period                                     26,155
Cash and cash equivalents at the beginning of the period                                    -
Cash and cash equivalents at the end of the period                                     26,155




                                                                  8
WELKOM YIZANI INVESTMENTS LIMITED


NOTES TO THE FINANCIAL STATEMENTS
for the period since date of incorporation, 10 July 2006, to 31 March 2007


1     Summary of significant accounting policies

      The following significant accounting policies have been applied in these financial statements.

1.1   Basis of preparation

      These financial statements have been prepared and presented in accordance with Statements of Generally
      Accepted Accounting Practice ("GAAP") in South Africa. The financial statements are prepared according to the
      historical-cost convention as modified by the revaluation of available-for-sale financial assets.

1.2   Investments

      The company classifies its investments into the following categories: at fair value through profit or loss, held-to-
      maturity, available-for-sale and loans and receivables. The classification is dependent on the purpose for which the
      investments were acquired. Management determines the classification of its investments at the time of purchase
      and re-evaluates such designation on an annual basis.

      At fair value through profit or loss assets have two sub-categories: financial assets held for trading and those
      designated at fair value through profit or loss at inception. A financial asset is classified into this category at
      inception if acquired principally for the purpose of selling in the short term, if it forms part of a portfolio of financial
      assets in which there is evidence of short-term profit-taking, or, if permitted to do so, designated by management.
      For the purpose of these financial statements short term is defined as a period of three months or less. The
      company does not hold financial assets for trading, therefore assets held as at fair value through profit or loss are
      designated as such on initial recognition.

      Investments with a fixed maturity that management has the intent and ability to hold to maturity are classified as
      held-to-maturity and are included in non-current assets, except for maturities within 12 months from the balance
      sheet date, which are classified as current assets. All other investments, including those that are intended to be
      held for an indefinite period of time, which may be sold in response to needs for liquidity, changes in fair value or
      interest rates, are classified as available-for-sale.

      Available-for-sale assets are included in non-current assets unless management has the express intention of
      holding the investment for less than 12 months from the balance sheet date or unless they will need to be sold to
      raise operating capital, in which case they are included in current assets.

      Purchases and sales of investments are recognised on the trade date, which is the date that the company commits
      to purchase or sell the asset. Investments are initially recognised at fair value plus, in the case of all financial
      assets not carried at fair value through profit or loss, transaction costs that are directly attributable to their
      acquisition. At fair value through profit or loss and available-for-sale investments are subsequently carried at fair
      value. Held-to-maturity investments and loans and receivables are carried at amortised cost using the effective-
      yield method. Realised and unrealised gains and losses arising from changes in the fair value of at fair value
      through profit or loss investments are included in the income statement in the period in which they arise. Unrealised
      gains and losses arising from changes in the fair value of investments classified as available-for-sale are
      recognised in equity.

      The fair values of investments are based on quoted bid prices or amounts derived from cash flow models. Fair
      values for unlisted equity securities are estimated using applicable price/earnings or price/cash flow ratios refined
      to reflect the specific circumstances of the issuer. Equity securities for which fair values cannot be measured
      reliably are recognised at cost less impairment.

      When securities classified as available-for-sale are sold or impaired, the accumulated fair value adjustments are
      included in the income statement as gains or losses from investment securities.


      Investments are derecognised when the rights to receive cash flows from the investments have expired or where
      they have been transferred and the company has also transferred substantially all risks and rewards of ownership.




                                                                      9
WELKOM YIZANI INVESTMENTS LIMITED


NOTES TO THE FINANCIAL STATEMENTS
for the period since date of incorporation, 10 July 2006, to 31 March 2007


1.3   Other receivables

      Other receivables are originally carried at fair value and subsequently measured at amortised cost using the
      effective interest method, less provision made for impairment of these receivables.

1.4   Cash and cash equivalents

      Cash and cash equivalents are carried in the balance sheet at cost. Cash and cash equivalents comprise cash on
      hand and deposits held at call with banks.

1.5   Taxation

      The normal South African taxation rate used for the period ended 31 March 2007 is 29%.

1.6   Financial liabilities and equity instruments

      Classification as debt or equity

      Debt and equity instruments are classified either as financial liabilities or as equity in accordance with the
      substance of the contractual arrangement.

      Equity instruments

      An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all
      of its liabilities. Equity instruments are recorded at the proceeds received, net of direct issue costs. Ordinary
      shares are classified as equity instruments.

      Financial liabilities

      Preference shares, which carry non-discretionary dividend obligations, are classified as non-current liabilities at
      amortised cost. Amortised cost is calculated using the effective interest yield method. The dividends on these
      preference shares are recognised in the income statement as finance costs.

1.7   Borrowing costs

      Borrowing costs are recognised in profit or loss in the period in which they are incurred.

1.8   Interest income

      Interest is accrued on a time-proportion basis, recognising the effective yield on the underlying assets.




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WELKOM YIZANI INVESTMENTS LIMITED


NOTES TO THE FINANCIAL STATEMENTS
for the period since date of incorporation, 10 July 2006, to 31 March 2007


                                                                                                                   2007
                                                                                                                   R'000

2     Available-for-sale investment

      Unlisted investment
      15% effective interest in Media24 Holdings (Proprietary) Limited                                              730,000

3     Related parties

      The total directors' interests in the share capital of the company is 860 ordinary shares.

4     Other receivables

      Amounts receivable from share applicants                                                                        3,117
      Other receivables                                                                                               1,736
                                                                                                                      4,853
5     Share capital and premium

      Authorised
      30 000 000 ordinary shares of R0.0000001 each                                                                        -

      Issued (and fully paid up)
      14 600 000 ordinary shares of R0.0000001 each                                                                       -
      Share premium                                                                                                 146,000
                                                                                                                    146,000
6     Long-term liabilities

      58 400 000 variable rate, cumulative redeemable preference shares of R0.001 each                                   58
      Share premium                                                                                                 583,942
                                                                                                                    584,000
      Current portion of long-term liabilities ( Accrued preference share dividends)                                 15,600
                                                                                                                    599,600

      Preference shares bear interest at 75% of the prime rate. There are no fixed terms of payment of interest.
      Interest payments will be made upon approval by the directors. These preference shares are redeemable on
      any of the following preference redemption dates:

      compulsory after ten years or such extended period as permitted by the preference shareholders, or

      after a trigger event as defined in the preference shareholders' agreement at the option of the preference
      shareholders, or

      voluntarily by Welkom Yizani Investments Limited within three years out of sufficient cash resources, or

      compulsory after three years out of sufficient cash resources.

7     Accrued expenses and other current liabilities

      Amount owing to Naspers Limited                                                                                15,062
      Refunds due to unsuccessful share applicants                                                                   12,647
      Interest on refunds due to unsuccessful share applicants                                                          313
      Audit fees accrued                                                                                                160
      Sundry accruals                                                                                                    82
                                                                                                                     28,264

      The amount owing to Naspers Limited has no fixed terms of repayment and bears interest at 8%.




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WELKOM YIZANI INVESTMENTS LIMITED


NOTES TO THE FINANCIAL STATEMENTS
for the period since date of incorporation, 10 July 2006, to 31 March 2007


                                                                             2007
                                                                             R'000
8     Expenses by nature

      Auditor's remuneration
      Audit fees                                                                     160

9     Finance costs - net

      Interest paid
      Interest on amount owing to Naspers Limited                              (1,308)
      Interest on refunds to unsuccessful share applicants                       (601)
      Interest on preference shares                                           (15,600)
                                                                              (17,509)

      Interest received
      Interest on current accounts                                              2,427
      Interest on call accounts                                                 2,411
                                                                                4,838

      Net finance costs                                                       (12,671)

10    Taxation

      Normal Taxation
      South Africa - current year                                                    796

      Tax rate reconciliation
      Statutory tax rate                                                          29%
      Non-deductible expenditure                                                 -35%
      Effective tax rate                                                          -6%

11    Cash utilised in operations

      Operating loss per income statement                                        (185)
      Movement in accrued expenses and other current liabilities                  160
                                                                                  (25)




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