Northam Platinum : Annual financial statements 2022

Northam Holdings: Mining that matters

Annual financial statements 30 June 2022

CONTENT

Chief executive officer and the Finance Director responsibility statement	2
Directors' responsibilities and approval of annual financial statements	3
Company secretary's confirmation	3
Audit and risk committee report	4
Independent auditor's report for Northam Platinum Holdings Limited	15
Directors' report	19
Statements of profit or loss and other comprehensive income	33
Statements of financial position	34
Statements of changes in equity	35
Statements of cash flows	38
Accounting policies and notes to the annual financial statements	39
Analysis of Northam Holdings Shareholders	181
Administration and contact information	182

Defined terms

Unless otherwise defined, capitalised words and terms contained in these annual financial statements shall bear the same meaning ascribed thereto in the Glossary and the Composite Transaction Glossary included in the summarised financial results, available on our website at www.northam.co.za.

These annual financial statements have been prepared under the supervision of the chief financial officer, AH Coetzee CA(SA).

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CHIEF EXECUTIVE OFFICER AND THE FINANCE DIRECTOR RESPONSIBILITY STATEMENT

Each of the directors, whose names are stated below, hereby confirm that:

• the annual financial statements set out on pages 19 to 180, fairly present in all material respects the financial position, financial performance and cash flows of Northam Platinum Holdings Limited in terms of International Financial Reporting Standards (IFRS);
• to the best of our knowledge and belief, no facts have been omitted or untrue statements made that would make the annual financial statements false or misleading;
• internal financial controls have been put in place to ensure that material information relating to Northam Platinum Holdings Limited and its consolidated subsidiaries have been provided to effectively prepare the financial statements of Northam Platinum Holdings Limited;
• the internal financial controls are adequate and effective and can be relied upon in compiling the annual financial statements, having fulfilled our role and function as executive directors with primary responsibility for implementation and execution of controls;
• where we are not satisfied, we have disclosed to the audit and risk committee and the auditors any deficiencies in design and operational effectiveness of the internal financial controls, and have taken steps to remedy the deficiencies; and
• We are not aware of any fraud involving directors.

PA Dunne	AH Coetzee
Chief executive officer	Chief financial officer
Johannesburg
16 August 2022

2

DIRECTORS' RESPONSIBILITIES AND APPROVAL OF ANNUAL FINANCIAL STATEMENTS

In approving the annual financial statements, the directors hereby confirm:

• That they are responsible for the preparation, integrity and fair presentation of the annual financial statements of Northam Platinum Holdings Limited and its subsidiaries. The auditors are responsible for auditing and reporting on whether the annual financial statements are fairly presented.
• The directors are of the opinion, based on the information and explanations given by management, that the system of internal control provides reasonable assurance that the financial records may be relied on for the preparation of the annual financial statements. However, any system of internal financial control can only provide reasonable and not absolute, assurance against material misstatement or loss.
• The annual financial statements have been prepared in accordance with IFRS. They conform and adhere to applicable accounting standards and are presented after applying accounting policies supported by reasonable and prudent judgements and estimates made by management, which have been consistently applied.
• Adequate accounting records and an effective system of internal controls and risk management have been maintained during the entire financial year.
• They have reviewed the additional information included in the annual integrated report and are responsible for both the accuracy and consistency of the annual financial statements.
• The going concern basis has been adopted in preparing the annual financial statements. The directors have no reason to believe that the group 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 and the group.
• The annual financial statements have been audited by the independent auditors, Ernst & Young Inc. who were 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 auditors during their audit are valid and appropriate. The unmodified audit report of Ernst & Young Inc. is included in these annual financial statements.

The annual financial statements were approved by the board of directors on 16 August 2022 and are signed on its behalf by:

TI Mvusi	PA Dunne	HH Hickey
Chairman	Chief executive officer	Chairperson - audit and risk committee
Johannesburg
16 August 2022

COMPANY SECRETARY'S CONFIRMATION

I, PB Beale, in my capacity as company secretary of Northam Platinum Holdings Limited, hereby certify in terms of section 88(2) of the Companies Act, No. 71 of 2008, as amended (Companies Act) that all returns and notices required of a public company in terms of the Companies Act, in respect of the year under review, have been lodged with the Companies and Intellectual Property Commission and that all such returns are true, correct and up to date.

PB Beale

Company secretary

Johannesburg

16 August 2022

3

AUDIT AND RISK COMMITTEE REPORT

This audit and risk committee report has been prepared in terms of section 94(7) of the Companies Act No. 71 of 2008, as amended (the Companies Act), the King IV™ Report on Governance for South Africa, 2016 (King IV™), the JSE Limited Listings Requirements and other applicable regulatory requirements.

This report sets out how the audit and risk committee (the committee) has satisfied its various statutory and regulatory obligations and corporate governance best practices during the year. This includes the key focus areas considered and how these have been addressed by the committee.

Associated capitals addressed by the committee

• Financial
• Manufactured
• Intellectual

Risks and opportunities addressed by the committee

• Exchange rate and commodity price volatility
• Operational performance
• Liquidity
• Fraud and theft
• Information Technology and cyber security
• Empowerment transaction
• Capital allocation

Related material issues

• Acquisition of strategic interest in RBPlat
• Maintaining our legislative and regulatory compliance
• Maintaining constructive communication channels with all our stakeholders
• Liquidity management to mitigate market volatility
• Ongoing impact of COVID-19

Role

The committee's main role is to assist the board in fulfilling its independent oversight responsibilities relating to the safeguarding of assets, the operation of adequate risk management and internal control processes, as well as the preparation of financial statements in compliance with all applicable legislation and regulations.

In addition, the committee has oversight of the external and internal audit appointments and is responsible for assessing the effectiveness of the internal audit function, the chief financial officer (CFO), as well as the independence and effectiveness of the group's external auditor and the designated individual audit partner.

The committee is also responsible for carrying out all other duties that the board has assigned to it.

Mandate

The committee has ultimate decision-making authority in terms of its statutory duties as contemplated in section 94(7) of the Companies Act, paragraph 3.84(g) of the JSE Limited Listings Requirement and paragraph 7.3(e) of the JSE Debt Listings Requirements, and is accountable for its performance in this regard. The chairperson of the committee reports to the board on the committee's activities and matters discussed.

The committee does not assume the functions of management as these functions remain the responsibility of the executive directors and senior management. The committee also does not provide relief to board members in terms of their collective and individual fiduciary duties.

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