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BISICHI MINING - Final Results

Tuesday, April 30, 2013 2:00 AM


                              BISICHI MINING PLC
                  Results for the year ended 31 December 2012
                          STRONG PERFORMANCE IN 2012
Financial summary:

* Turnover: £35,962,000 (2011: £29,909,000)

* EBITDA: £4,573,000 (2011: £1,150,000)

Summary of performance:

* Strong performance at Black Wattle, South Africa

* Monthly Run of mine increased to an average of 165,000 metric tonnes per

    month in second half 2012
  * Increased output combined with weak SA Rand offset weaker international
    coal price
  * UK retail portfolio continues to perform well with very low voids
   

* Final Dividend proposed of 3p per share payable in cash in addition to the

interim dividend of 1p per share

Chairman, Michael Heller, comments:

"Because of uncertainties of the price of coal during the remainder of 2013 it is difficult to forecast the results for the whole year, however we remain confident on the prospects for the business in 2013."

For further information, please call:

Andrew Heller or Garrett Casey, Bisichi Mining PLC 020 7415 5030

CHAIRMAN'S STATEMENT

In the year to 31 December 2012 Bisichi Mining is pleased to report that it

achieved earnings before interest, tax, depreciation and amortisation (EBITDA) of £4.6million (2011: £1.2million).

This good result comes from a strong performance at Black Wattle, our South
African coal mining subsidiary where, as a result of the opening of a third
opencast pit, our monthly run of mine production has increased from an average
of 110,000 metric tonnes achieved in the first half of 2011 to 165,000 metric
tonnes in the second half of 2012.
The physical demand for the lower quality coal we are currently mining has
remained strong in both the domestic and export markets and the South African
coal market has continued to benefit from the improved performance of the South
African railway network, Transnet. This improved performance, along with the
weakening of the South African Rand against the US Dollar, has helped us offset
the impact of the weaker international coal prices. Demand is currently very
strong in both the domestic and export markets for high quality coal. We expect
to shortly address this demand by accessing higher quality reserves at Black
Wattle.

On health and safety, I am very pleased to report that Black Wattle had another very good year. For further information on this please refer to the Mining Review in this report.

The Company's UK retail property portfolio, which is managed by London & Associated Properties PLC, continues to perform well despite the ongoing difficulties in the UK retail property sector. Voids across the portfolio were at the very low level of 2.27%.

Because of the uncertainties of the price of coal during the remainder of 2013
your directors are recommending a final dividend of 3p (2011: 3p) payable on 2
August 2013 to shareholders registered at the close of business on 5 July 2013
making the total for the year 4p (2011: 4p). Although it is difficult to
forecast the results for the whole year, we remain confident on the prospects
for the business in 2013.

On behalf of the Board I would like to thank all of our staff for their hard work during the course of the year.

Sir Michael Heller Chairman 18 April 2013

MINING REVIEW

As noted in the Chairman's statement, higher production contributed
significantly to Black Wattles' profitability in 2012. In addition, the
continued improved performance of Transnet, the State rail provider, ensured
strong demand for our coal. This demand along with the weakening of the South
African Rand against the US Dollar helped offset the impact of weaker
international coal prices throughout 2012.

Production

Run of mine production from Black Wattle continued strongly in 2012 with total
production for the year of 1.87million metric tonnes (2011: 1.45million metric
tonnes). The majority of this production came in the second half of the year
with overall monthly production increasing from 149,000 metric tonnes in the
first half of 2012 to 165,000 metric tonnes in the second half.

At the end of last year we began to expand further into our existing opencast reserves by opening up additional opencast pits. The ability to source production from various opencast pits has allowed Black Wattle to maintain profitable levels of production.

Looking forward into 2013, Black Wattle will be mining into deeper reserves by
opencast mining. We will do everything that we can to keep costs under control
in these deeper reserves and to ensure that 2013 is another very good year.

Markets

Although domestic prices improved steadily in 2012, international coal prices
continued to weaken. At the beginning of 2012, the average weekly price of Free
on Board (FOB) Coal from Richards Bay Coal Terminal (API4) was over $100. By
the end of the first half of the year the price had weakened to under $90 where
it remained in a range of US$85 to US$90 for the rest of the year. However a
depreciation in the South African Rand against the US Dollar helped offset this
decline.
The performance of Transnet continues to have a positive effect on demand for
our coal. In 2012, Transnet railed 68.5 million tonnes to Richards Bay Coal
Terminal compared to 65.7million tonnes in 2011 and 62.8million tonnes in 2010.
In addition, strong demand in the domestic market, in particular from local
power utilities, ensured stockpiles remained low.

Health, Safety & Environment (HSE)

Black Wattle is committed to creating a safe and healthy working environment
for its employees and the health and safety of our employees is of the utmost
importance. In addition to the required personnel appointments and assignment
of direct health and safety responsibilities on the mine, a system of Hazard
Identification and Risk Assessments has been designed, implemented and
maintained at Black Wattle.
Health and Safety training is conducted on an ongoing basis. We are pleased to
report all employees to date have received training in hazard identification
and risk assessment in their work areas.

A medical surveillance system is also in place which provides management with information used in determining measures to eliminate, control and minimise employee health risks and hazards and all Occupational Health hazards are monitored on an ongoing basis.

Various systems to enhance the current HSE strategy have been introduced as follows:

* In order to improve hazard identification before the commencing of tasks,

mini risk assessment booklets have been distributed to all mine employees

    and long term contractors on the mine.
  * A Job Safety Analysis form has been introduced to ensure effective
    identification 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 and contractors.
   

* In order to capture and record investigation findings from incidents, an

incident 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

    of employees, line management, Heads of Departments, contractor
    representatives and contractor employees.
  * Ongoing training on conveyor belt operation is being conducted with all
    employees involved with this discipline.
   

* 21 employees were trained in ABET (Accreditation Board for Engineering and

Technology) level one and another 19 will be trained in 2013 on level one,

    two and three.
HSE performance in 2012:

* 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 2012

Environment Management Programme

Under the terms of the mine's Environmental Management Programme approved by
the Department of Mineral Resource ("DMR"), Black Wattle undertakes a host of
environmental protection activities to ensure that the approved Environmental
Management Plan is fully implemented. In addition to these routine activities,
Black Wattle regularly carries out environmental monitoring activities on and
around the mine, including evaluation of ground water quality, air quality,
noise and lighting levels, ground vibrations, air blast monitoring, and
assessment of visual impacts.

Black Wattle Colliery has substantially improved its water management by erecting a new pollution control dam as well as upgrading existing dams in consultation with the Department of Water Affairs and Forestry.

We are very pleased to report that Black Wattle received their approved water
licence from the Department of Water Affairs and Forestry. An external audit
was also conducted and completed on the approved water licence.

A performance assessment audit was conducted to verify compliance to our Environmental Management Programme, no significant deviations were found.

Black Wattle Colliery Social and Labour Plan (SLP) progress

Black Wattle Colliery is committed to true transformation and empowerment within the company as well as poverty eradication within the surrounding and labour providing communities.

Black Wattle is committed to providing opportunities for the sustainable socio-economic development of the company's stakeholders:

  * Employees and their families, through Skills Development, Education
    Development, Human Resource Development, Empowerment and Progression
    Programmes.
  * Surrounding and Labour sending communities, through Local Economic

Development, Rural and Community Development, Housing and Living Condition,

Enterprise Development and Procurement Programmes.

* Empowerment partners, through Broad-Based Black Economic Empowerment

(BBBEE) and Joint Ventures with Historically Disadvantaged South African

    (HDSA) new mining entrants and enterprises.
  * The Company, through ongoing consultation with stakeholders to develop
    strong company-employee relationships, strong company-community
    relationships and strong company-HDSA enterprise relationships.
   

The key focus areas in terms of the detailed SLP programmes were updated as follows:

  * New implementation action plans, projects, targets and budgets were
    established through regular workshops with all stakeholders.
  * A comprehensive desktop socio-economic assessment was undertaken on

baseline data of the Steve Tshwete Local Municipality (STLM) and Nkangala

    District Municipality (NDM).
  * The current Black Wattle Colliery Local Economic Development (LED)
    programmes were upgraded, and new LED projects were selected in
    consultation with the key stakeholders from the STLM.
   

* An appropriate forum was established on the mine and a process initiated

for the consultation, empowerment and participation of the employee

representatives in the Black Wattle Colliery SLP process.

* Black Wattle Colliery has concluded extensive work on various Agricultural

projects as well as the E-Bag Recycling projects.

Procurement

In compliance with the Mining Charter and the Mineral and Petroleum Resource
Development Act, Black Wattle has implemented a BBBEE-focussed procurement
policy which strongly encourages our suppliers to establish and maintain BBBEE
credentials. At present, BBBEE companies provide approximately 80 percent of
Black Wattle's equipment and services. We closely monitor our monthly
expenditure and welcome potential BBBEE suppliers to compete for equipment and
service contracts at Black Wattle. Black Wattle also sells much of its coal
products to empowered companies.

Black Wattle Colliery is proud to announce that we are now a level 5 BBBEE contributor.

Employment Equity

Black Wattle is committed to achieving the goals of the Employment Equity Act and is pleased to report the following:

* Black Wattle Colliery has exceeded the 10 percent women in management and

    core mining target.
  * Black Wattle Colliery has achieved 18.5 percent women in core mining.
  * 97 percent of the women at Black Wattle Colliery are HDSA females.
   

Prospects

Since permissions were granted in 2010 to mine opencast the reserves at Black
Wattle, management have worked tirelessly to increase production from our
opencast reserves in order to reach acceptable levels of profitability. Going
forward into 2013, we wish to build on the success of the past year not only at
Black Wattle but also, in partnership with our BEE partners, in growing our
reserve base in South Africa.

As a result, I am confident that 2013 should be another successful year for our South African operations.

Andrew Heller
Managing Director
18 April 2013

BUSINESS REVIEW

Review of the group's development and performance

The Chairman's Statement and the Mining Review on the preceding pages 2 to 7
give a comprehensive review and assessment of the group's activities during the
past year and prospects for the forthcoming year.

Risk

Coal price risk: The group's mining operational earnings are largely dependent
on movements in the coal price. It does have the flexibility in terms of
markets where it can sell its coal domestically (to local industrial consumers
and the power industry) or to export to various international markets.

Coal washing: The group's mining operation's earnings are highly sensitive to coal washing, therefore a stoppage or disruption to the process could significantly impact earnings. However, there is scope to raise earnings substantially if the yield from the washing process is improved even marginally.

Mining risk: Attached to mining there are inherent health and safety risks. Any
such safety incidents disrupt operations, and can slow or even stop production.
The group has a comprehensive Health and Safety programme in place to mitigate
this. As with many mining operations, the reserve that is mined has the risk of
not having the qualities and accessibility expected from geological and
environmental analysis.

Currency risk: The group's South African operations are sensitive to currency movements, especially those between the South African Rand, US Dollar and British Pound.

New reserves and mining permissions: The acquisition of additional reserves,
permissions to mine and new mining opportunities in South Africa generally are
contingent on a number of factors outside of the group's control, e.g. approval
by the Department of Mineral Resources.

Regulatory risk: The group's South African operations are subject to the government Mining Charter and scorecard which primarily seeks to:

* Promote equitable access to South Africa's mineral resources for all people

in South Africa;

* Expand opportunities for historically disadvantaged South Africans (HDSAs),

including women, to enter the mining and minerals industry and benefit from

    the extraction 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
    communities and areas supplying mining labour; and
   

* Promote beneficiation of South Africa's mineral commodities beyond mining

and processing, including the production of consumer goods.

The group continues to make good progress towards meeting the Charter requirements. However any regulatory changes to these, or failure to meet existing targets, could adversely affect the mine's ability to retain its mining rights in South Africa.

Transport risk: At present the government owned Transnet Freight Rail (TFR) is
the sole rail freight provider for coal in South Africa. The group's South
African operations are therefore reliant on TFR for delivery of its export
quality coal directly or indirectly via the Southern African ports to its end
customers.
Power supply risk: The current utility provider for power supply in South
Africa is the government run Eskom. Eskom continues to undergo capacity
problems resulting in power cuts and lack of provision of power supply to new
projects. The group's mining operations have to date not been affected by power
cuts.

Flooding risk: The group's mining operations are susceptible to seasonal flooding which could disrupt production. Management monitors water levels on an ongoing basis and various projects have been completed, including the construction of additional dams, to mitigate this risk.

Environmental risk: The group's South African mining operations are required to
adhere to local environmental regulations. Details of the groups Environment
Management Programme is disclosed in the Mining review on page 6.
Health & Safety risk: The group's South African mining operations are required
to adhere to local Health and Safety regulations. Details of the group's Health
and Safety Programme is disclosed in the Mining Review on page 6.

Labour risk: The group's mining operations and coal washing plant facility are labour intensive and unionised. Any labour disputes, strikes or wage negotiations may disrupt production and impact earnings.

Cashflow risk: We seek to balance the high risk of our mining operations with a
dependable cash flow from our UK property investment operations. Fluctuations
in property values, which are reflected in the Consolidated Income Statement
and Balance Sheet, are dependent on an annual valuation of commercial
properties. A fall in UK commercial property can have a marked effect on the
profitability and the net asset value of the group. However, due to the long
term nature of the leases, the effect on cash flows from property investment
activities will remain stable as long as tenants remain in operation.

Future development

The group seeks to expand its operations in South Africa through the acquisition of additional coal reserves.

Environment and employment

The group's UK activities are principally property investment whereby we provide premises which are rented to retail businesses. We seek to provide those tenants with good quality premises from which they can operate in an efficient and environmentally sound manner.

Our South African mining operations are regulated by and are operated in compliance with all relevant prevailing national and local legislation. Employment terms and conditions provided to mining staff meet or exceed the national average.

Financial Position

In the UK, a term loan facility of £5million and an overdraft facility of £
2million were signed in March 2010 with Royal Bank of Scotland. The group is
working with the bank on the renewal of the current banking facilities and the
bank has agreed to an extension of the existing £5 million term facility and £
2million overdraft to the 30 June 2013 from its original expiry date of 31
December 2012, whilst the discussions are on-going and the new facility is
documented.

The property portfolio was externally valued at 31 December 2012 and the value of UK investment properties attributable to the group at year end was £ 11.6million (2011: £12.1million).

In South Africa, a structured trade finance facility of R60million (South
African Rand) was signed in March 2010 with Absa Bank Limited, a South African
subsidiary of Barclays Bank PLC. This facility comprises of a R40million
revolving loan to cover the working capital requirements of the group's South
African operations, and a R20million loan facility to cover guarantee
requirements related to the group's South African mining operations. The
R60million facility is renewed annually and is secured against inventory,
debtors and cash that are held in the group's South African operations.
The group's cash and cash equivalents (excluding bank overdrafts) at year end
were £1.8million (2011: £4.0million). The net assets of the group at the year
end were £17.8million (2011: £17.0million). During the year the company lent £
2million to Dragon Retail Properties Limited, our joint venture company at
6.875 per cent annual interest.

Further details on the group's financial position are stated in the Consolidated Balance Sheet on page 38.

Cashflow

The group's cashflow position remains strong. Cash and cash equivalents (including bank overdrafts) of the group at year end were £0.7million (2011: £ 1.1million).

Further details on the group's cashflow position are stated in the Consolidated
Cashflow Statement on page 41. Cash and cash equivalents as per the Cashflow
Statement comprise Cash and cash equivalents as presented in the balance sheet
and bank overdrafts (secured).

Performance indicators

The Key Performance Indicators for our South African mining activities are

* Profit before Tax (PBT);

* Earnings before Interest, Tax, Depreciation, and Amortisation (EBITDA); and

* Cashflows from operating, investing and financing activities.

The Key Performance Indicator for our UK property investment operations is the Net Property Valuation as shown in note 10.

DIRECTORS & ADVISORS
*Sir Michael Heller
MA, FCA (Chairman)
Andrew R Heller
MA, ACA
(Managing Director)
Garrett Casey
CA (SA)
(Finance Director)
Robert Grobler
Pr Cert Eng
(Director of mining)
O+Christopher A Joll
MA (Non-executive)

Christopher Joll was appointed a Director on 1 February 2001. He has held a number of non-executive directorships of quoted and un-quoted companies and is currently senior partner of MJ2 Events LLP an event management business.

OJohn A Sibbald
BL (Non-executive)
John Sibbald has been a Director since 1988. After qualifying as a Chartered
Accountant he spent over 20 years in stockbroking, specialising in mining and
international investment.
*Member of the nomination committee
+ Senior independent director
O Member of the audit, nomination and remuneration committees.
Secretary & Registered office
Heather A Curtis ACIS
24 Bruton Place
London W1J 6NE
Black Wattle Colliery
Directors
Robert Corry (Chairman)
Andrew Heller (Managing Director)
Robert Grobler
Ethan Dube
Garrett Casey
Director of Property
Mike J Dignan FRICS
Auditor
PKF (UK) LLP
Principal bankers
United Kingdom
Barclays Bank PLC
National Westminster Bank PLC
South Africa
ABSA Bank (SA)
First National Bank (SA)
Standard Bank (SA)
Corporate solicitors
United Kingdom
Olswang LLP, London
Memery Crystal, London
Fladgate LLP, London
South Africa
Tugendhaft Wapnick Banchetti and Partners, Johannesburg
Leppan Beech Incorporated, Johannesburg
Routledge Modise attorneys, Johannesburg

Stockbrokers

Shore Capital & Corporate Ltd

Registrars and transfer office
Capita Registrars
The Registry
34 Beckenham Road
Beckenham
Kent
BR3 4TU
Telephone 0871 664 0300
(Calls cost 10p per minute + network extras) or
+44 208 639 3399 for overseas callers
Website: www.capitaregistrars.com
Email: ssd@capitaregistrars.com
Company Registration
Company registration No. 112155
(Incorporated in England and Wales)
Website
www.bisichi.co.uk
E-mail
admin@bisichi.co.uk

BISICHI MINING PLC
FINANCIAL CALENDAR
5 June 2013            Annual General Meeting
2 August 2013          Payment of final dividend for 2012 (if approved)
Late August 2013       Announcement of half-year results to 30 June 2013
18 November 2013       Second interim management statement
Late April 2014        Announcement of results for year ending 31 December 2013

Directors' report

The directors submit their report together with the audited financial statements for the year ended 31 December 2012.

Activities and review of business
The company continues its mining activities. Income for the year was derived
from sales of coal from its South African operations. The company also has a
property investment portfolio for which it receives rental income.
The results for the year and state of affairs of the group and the company at
31 December 2012 are shown on pages 34 to 70 and in the Mining Review and
Business Review on pages 5 to 15. Future developments and prospects are also
covered in the Mining Review. Over 99 per cent. of staff are employed in the
South African coal mining industry - employment matters and health and safety
are dealt with in the Mining and Business Reviews.
The management report referred to in the Director's responsibilities statement
encompasses this Directors' Report, the Chairmans' Statement on page 2 and the
Mining Review and Business Review on pages 5 to 15.

Corporate responsibility

Environment

The environmental issues of the group's South African coal mining operations are covered in the Mining Review and Business Review on pages 5 to 15.

The group's UK activities are principally property investment whereby premises
are provided for rent to retail businesses.
The group seeks to provide those tenants with good quality premises from which
they can operate in an efficient and environmentally friendly manner. Wherever
possible, improvements, repairs and replacements are made in an environmentally
efficient manner and waste re-cycling arrangements are in place at all the
company's locations.

Employment

The group's policy is to attract staff and motivate employees by offering
competitive terms of employment. The group provides equal opportunities to all
employees and prospective employees including those who are disabled. The
Mining Review gives details of the group's activities and policies concerning
the employment, training, health and safety and community support and social
development concerning the group's employees in South Africa.

Dividend policy

An interim dividend for 2012 of 1p was paid on 1 February 2013 (Interim 2011:
1p). The directors recommend the payment of a final dividend for 2012 of 3p per
ordinary share (2011: 3p) making a total dividend for 2012 of 4p (2011: 4p).

Subject to shareholder approval, the total dividend per Ordinary Share for 2012 will be 4p per Ordinary Share

The final dividend will be payable on Friday 2 August 2013 to shareholders registered at the close of business on 5 July 2013.

Investment properties

The investment property portfolio is stated at its open market value of £
11,612,000, at 31 December 2012 (2011: £12,068,000) as valued by professional
external valuers. The open market value of the company's shareholding of
investment properties included within its investments in joint ventures is £
3,336,000 (2011: £3,505,000).

Financial instruments

Note 22 to the financial statements sets out the risks in respect of financial
instruments. The Board reviews and agrees overall treasury policies, delegating
appropriate authority to the managing director. Financial instruments are used
to manage the financial risks facing the group - speculative transactions are
not permitted. Treasury operations are reported at each Board meeting and are
subject to weekly internal reporting.

Directors

The directors of the company for the whole year were Sir Michael Heller, A R Heller, GJ Casey, C A Joll, R J Grobler (a South African citizen), and J A Sibbald.

The directors retiring by rotation are Sir Michael Heller, Mr C A Joll and Mr J A Sibbald who offer themselves for re-election. The board recommends their re-election. Brief details of the directors standing for re-election are:

Sir Michael Heller has been an executive director since 1972 and chairman since 1981. He is a chartered accountant and has a contract of employment determinable at six months notice.

Christopher Joll has been a director since 1 February 2001 and has a contract of service determinable at three months notice. He has held a number of non-executive directorships of both quoted and un-quoted companies and is currently senior partner of MJ2 Events LLP an event management business.

John Sibbald has been a non-executive director since 1988. He is a retired
chartered accountant. For most of his career he was employed in stockbroking in
the City of London where he specialised in mining and international investment.
He has a contract of service determinable at three months notice.

No director had any material interest in any contract or arrangement with the company during the year other than as shown in this report.

Directors' shareholdings

The interests of the directors in the shares of the company, including family and trustee holdings where appropriate, were as follows:

                             Beneficial         Non-beneficial
                         31.12.2012 1.1.2012 31.12.2012 1.1.2012
Sir Michael Heller       148,783   148,783    181,334   181,334
A R Heller               785,012   785,012          -         -
C A Joll                       -         -          -         -
J A Sibbald                    -         -          -         -
R J Grobler                    -         -          -         -
G J Casey                      -         -          -         -

There have not been any changes in the above shareholdings since 31 December 2012 and the date of this report.

Details of the options to subscribe for new ordinary shares of the company granted to the directors are contained under "Share option schemes" in the remuneration report on page29.

Substantial interests
The following have advised that they have an interest in 3 per cent. or more of
the issued share capital of the company as at 15 April 2013:
London & Associated Properties PLC - 4,432,618 shares representing 41.99 per
cent. of the issued capital. (Sir Michael Heller is a director and shareholder
of London & Associated Properties PLC).

Sir Michael Heller - 330,117 shares representing 3.13 per cent. of the issued capital.

A R Heller - 785,012 shares representing 7.44 per cent. of the issued capital.

Neil Kirton - 352,000 shares representing 3.33 per cent. of the issued capital.

Cavendish Asset Management Limited - 1,025,110 shares representing 9.71 per cent. of the issued share capital.

Disclosure of information to auditor
The directors in office at 31 December 2012 have confirmed that they are aware
that there is no relevant audit information of which the auditor is unaware.
Each of the directors has confirmed that they have taken all reasonable steps
they ought to have taken as directors to make themselves aware of any relevant
audit information and to establish that it has been communicated to the
auditor.
Corporate governance
The company has adopted the Guidance for Smaller Quoted Companies (SQC)
published by the Quoted Companies Alliance. The Alliance provides guidance to
SQC and their guidance covers the implementation of The UK Corporate Governance
Code for SQC. The paragraphs below set out how the company has applied this
guidance during the year. The company has complied with the Quoted Companies
Alliance guidance throughout the year, except insofar that non-executive
directors are not appointed for fixed terms (section A.7.2).

Principles of corporate governance

The group's Board appreciates the value of good corporate governance not only
in the areas of accountability and risk management, but also as a positive
contribution to business prosperity. The Board endeavours to apply corporate
governance principles in a sensible and pragmatic fashion having regard to the
circumstances of the group's business. The key objective is to enhance and
protect shareholder value.

Board structure

During the year the Board comprised the executive chairman, the managing
director, two other executive directors and two non-executive directors. Their
details appear on page17. The Board is responsible to shareholders for the
proper management of the group. The Directors' responsibilities statement in
respect of the accounts is set out on page32. The non-executive directors have
a particular responsibility to ensure that the strategies proposed by the
executive directors are fully considered. To enable the Board to discharge its
duties, all directors have full and timely access to all relevant information
and there is a procedure for all directors, in furtherance of their duties, to
take independent professional advice, if necessary, at the expense of the
group. The Board has a formal schedule of matters reserved to it and meets
bi-monthly.

The Board is responsible for overall group strategy, approval of major capital expenditure projects and consideration of significant financing matters.

The following Board committees, which have written terms of reference, deal with specific aspects of the group's affairs:

• The nomination committee is chaired by Christopher Joll and comprises the non-executive directors and the executive chairman. The committee is responsible for proposing candidates for appointment to the Board, having regard to the balance and structure of the Board. In appropriate cases recruitment consultants are used to assist the process. Each director is subject to re-election at least every three years.

• The remuneration committee is responsible for making recommendations to the
Board on the company's framework of executive remuneration and its cost. The
committee determines the contractual terms, remuneration and other benefits for
each of the executive directors, including performance related bonus schemes,
pension rights and compensation payments. The Board itself determines the
remuneration of the non-executive directors. The committee comprises the
non-executive directors. It is chaired by Christopher Joll. The company's
executive chairman is normally invited to attend meetings. The report on
directors' remuneration is set out on pages 27 to29.
• The audit committee comprises the two non-executive directors and is chaired
by 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 the
half-yearly and annual accounts before they are presented to the Board,
focusing in particular on accounting policies and areas of management judgment
and estimation. The committee is responsible for monitoring the controls which
are in force to ensure the integrity of the information reported to the
shareholders. The committee acts as a forum for discussion of internal control
issues and contributes to the Board's review of the effectiveness of the
group's internal control and risk management systems and processes. The
committee also considers annually the need for an internal audit function. It
advises the Board on the appointment of external auditors and on their
remuneration for both audit and non-audit work, and discusses the nature and
scope of the audit with the external auditors. The committee, which meets
formally at least twice a year, provides a forum for reporting by the group's
external auditors. Meetings are also attended, by invitation, by the company
chairman, 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 relationships
with the company and any other parties that could affect independence or the
perception of independence;
• a review of the auditors' own procedures for ensuring the independence of the
audit firm and partners and staff involved in the audit, including the regular
rotation of the audit partner; and

• obtaining written confirmation from the auditors that, in their professional judgement, they are independent.

The audit committee report is set out on page30.

An analysis of the fees payable to the external audit firm in respect of both audit and non-audit services during the year is set out in Note 4 to the financial statements.

Performance evaluation - board, board committees and directors

The performance of the board as a whole and of its committees and the non-executive directors is assessed

by the chairman and the managing director and is discussed with the senior
independent director. Their recommendations are discussed at the nomination
committee prior to proposals for re-election being recommended to the Board.
The performance of executive directors is discussed and assessed by the
remuneration committee. The senior independent director meets regularly with
the chairman and both the executive and non-executive directors individually
outside of formal meetings. The directors will take outside advice in reviewing
performance but have not found this necessary to date.

Independent Directors

The senior independent non-executive director is Christopher Joll. The other independent non-executive director is John Sibbald.

Christopher Joll has been a non-executive director for over ten years. As a consequence he does not fully meet the criteria for independence set out in the UK Corporate Governance Code (The Code).

John Sibbald has been a non-executive director for over twenty years. As a consequence he does not fully meet the criteria for independence set out in the UK Corporate Governance Code (The Code).

The Board encourages Christopher Joll and John Sibbald to act independently.
The criteria on which they fail to meet The Code's criteria is namely length of
service and a connection with the company's public relations advisers, which
should not, and has not, resulted in their inability or failure to act
independently. In the opinion of the Board, Christopher Joll and John Sibbald
continue to fulfil their role as independent non-executive directors.

The independent directors regularly meet prior to Board meetings to discuss corporate governance issues.

Board and board committee meetings

The number of meetings during 2012 and attendance at regular Board meetings and Board committees was as follows:

                                              Meetings held Meetings attended
Sir Michael Heller       Board                     6                6
                         Nomination committee      1                1
A R Heller               Board                     6                6
                         Audit committee           2                2
G J Casey                Board                     6                6
                         Audit committee           2                2
R J Grobler              Board                     6                1
C A Joll                 Board                     6                6
                         Audit committee           2                2
                         Nomination committee      1                1
                         Remuneration committee    1                1
J A Sibbald              Board                     6                6
                         Audit committee           2                2
                         Nomination committee      1                1
                         Remuneration committee    1                1

The audit committee had two meetings in 2012 with the external auditors present, prior to release of the 2011 annual results. Members of the committee discussed the 30 June 2011 half year results prior to their approval by the full Board. The nomination committee held one meeting during the year.

Internal control

The directors are responsible for the group's system of internal control and
review of its effectiveness annually. The Board has designed the group's system
of internal control in order to provide the directors with reasonable assurance
that its assets are safeguarded, that transactions are authorised and properly
recorded and that material errors and irregularities are either prevented or
would be detected within a timely period. However, no system of internal
control can eliminate the risk of failure to achieve business objectives or
provide 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 it for decision and has put in place an organisational structure with clearly defined lines of responsibility and with appropriate delegation of authority;

• There are established procedures for planning, approval and monitoring of capital expenditure and information systems for monitoring the group's financial performance against approved budgets and forecasts;

• UK property and financial operations are closely monitored by members of the Board and senior managers to enable them to assess risk and address the adequacy of measures in place for its

monitoring and control. The South African operations are closely supervised by
the UK based executives through daily, weekly and monthly reports from the
directors and senior officers in South Africa. This is supplemented by monthly
visits by the UK based finance director to the South African operations which
include checking the integrity of information supplied to the UK. The directors
are guided by the internal control guidance for directors issued by the
Institute of Chartered Accountants in England and Wales.

During the period, the audit committee has reviewed the effectiveness of internal control as described above. The Board receives periodic reports from its committees.

There are no significant issues disclosed in the Annual Report for the year ended 31 December 2012 (and up to the date of approval of the report) concerning material internal control issues. The directors confirm that the Board has reviewed the effectiveness of the system of internal control as described during the period.

Communication with shareholders

Communication with shareholders is a matter of priority. Extensive information
about the group and its activities is given in the Annual Report, which is made
available to shareholders. Further information is available on the company's
website, www.bisichi.co.uk. There is a regular dialogue with institutional
investors. Enquiries from individuals on matters relating to their
shareholdings and the business of the group are dealt with informatively and
promptly.
Payment of suppliers
The company agrees contract terms with suppliers when orders are placed.
Payments to suppliers are made in accordance with those terms, provided that
suppliers have complied with all relevant terms and conditions. Trade creditors
outstanding at the year-end represented 53 days trade purchases (2011 - 52
days).

Takeover Directive

The company has one class of share capital, ordinary shares. Each ordinary
share carries one vote. All the ordinary shares rank pari passu. There are no
securities issued in the company which carry special rights with regard to
control of the company. The identity of all substantial direct or indirect
holders of securities in the company and the size and nature of their holdings
is 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 while LAP is a controlling
shareholder of the company. The Relationship Agreement includes a provision
under which LAP has agreed to exercise the voting rights attached to the
ordinary shares in the company owned by LAP to ensure the independence of the
Board of directors of the company.
Other than the restrictions contained in the Relationship Agreement, there are
no restrictions on voting rights or on the transfer of ordinary shares in the
company. The rules governing the appointment and replacement of directors,
alteration of the articles of association of the company and the powers of the
company's directors accord with usual English company law provisions. Each
director is re-elected every three years or more frequently. The company is not
party to any significant agreements that take effect, alter or terminate upon a
change of control of the company following a takeover bid. The company is not
aware of any agreements between holders of its ordinary shares that may result
in restrictions on the transfer of its ordinary shares or on voting rights.

There are no agreements between the company and its directors or employees providing for compensation for loss of office or employment that occurs because of a takeover bid.

The Bribery Act 2010
The Bribery Act 2010 came into force on 1 July 2011, and the Board took the
opportunity to implement a new Anti-Bribery Policy. All directors and staff
have since completed an e-learning training course and continue to do so on a
bi-annual basis. The company is committed to acting ethically, fairly and with
integrity in all its endeavours and compliance of the code is closely
monitored.

Annual General Meeting

The annual general meeting of the company ("Annual General Meeting") will be
held at the Royal Automobile Club, 89 Pall Mall, London SW1Y 5HS on Tuesday, 5
June 2013 at 11.00 a.m. Resolutions 1 to 10 will be proposed as ordinary
resolutions. More than 50 per cent. of shareholders' votes cast must be in
favour for these resolutions to be passed. Resolutions 11 to 13 will be
proposed as special resolutions. At least 75 per cent. of shareholders' votes
cast must be in favour for these resolutions to be passed.

The directors consider that all of the resolutions to be put to the meeting are
in the best interests of the company and its shareholders as a whole. The Board
recommends that shareholders vote in favour of all resolutions.
Please note that the following paragraphs are only summaries of certain
resolutions to be proposed at the Annual General Meeting and not the full text
of the resolutions. You should therefore read this section in conjunction with
the full text of the resolutions contained in the notice of Annual General
Meeting.
To approve a loan of £116,000 to a director, Mr A R Heller (Resolution 9)
The directors are proposing that shareholder approval if given to approve,
affirm and ratify a loan that has been made to one of the directors, Mr A R
Heller, to fund his acquisition of a car. Under section 197(1) Companies Act
2006, approval of shareholders is required in relation to loans made by a
company to its directors. A company is permitted under section 214 Companies
Act 2006 to obtain such shareholders' approval after the loan transaction has
completed so long as it is within a reasonable period of time.

Memorandum pursuant to section 197 (3) Companies Act 2006

The company made a loan of £116,000 to Mr A R Heller (a director of the company) ("Director's Loan") on

30 November 2012, the purpose of which was for Mr A R Heller to purchase a car.
Interest is payable on the Director's Loan at a rate of 6.14 per cent.. There
is no fixed repayment date for the Director's Loan. It is intended that the
principal amount of the Director's Loan will be repaid when the car purchased
by Mr A R Heller has been sold. Any tax and National Insurance contributions
arising will be bourne by Mr A R Heller.

The company took out a loan of £116,000 with ING Lease (UK) Limited ("ING Loan") on 30 November 2012 in order to facilitate payment of the Director's Loan. The ING Loan is repayable by the company on 30 December 2015 and interest is payable on the ING Loan at a rate of 6.14 per cent..

Directors' authority to allot shares (Resolution 10)

In certain circumstances it is important for the company to be able to allot
shares up to a maximum amount without needing to seek shareholder approval
every time an allotment is required. Paragraph 10.1.1 of Resolution 10 would
give the directors the authority to allot shares in the company and grant
rights to subscribe for, or convert any security into, shares in the company up
to an aggregate nominal value of £351,894. This represents approximately 1/3
(one third) of the ordinary share capital of the company in issue (excluding
treasury shares) at 15 April 2013 (being the last practicable date prior to the
publication of this Directors' Report). Paragraph 10.1.2 of Resolution 10 would
give the directors the authority to allot shares in the company and grant
rights to subscribe for, or convert any security into, shares in the company up
to a further aggregate nominal value of £351,894, in connection with a
pre-emptive rights issue. This amount represents approximately 1/3 (one third)
of the ordinary share capital of the company in issue (excluding treasury
shares) at 15 April 2013 (being the last practicable date prior to the
publication of this Directors' Report).

Therefore, the maximum nominal value of shares or rights to subscribe for, or convert any security into, shares which may be allotted or granted under resolution 10 is £703,788.

Resolution 10 complies with guidance issued by the Association of British Insurers (ABI).

The authority granted by resolution 10 will expire on 31 August 2014 or, if
earlier, the conclusion of the next annual general meeting of the company. The
directors have no present intention to make use of this authority. However, if
they do exercise the authority, the directors intend to follow emerging best
practice as regards its use as recommended by the ABI.

Disapplication of pre-emption rights (Resolution 11)

A special resolution will be proposed at the Annual General Meeting in respect of the disapplication of pre-emption rights.

Shares allotted for cash must normally first be offered to shareholders in
proportion to their existing shareholdings. The directors will, at the
forthcoming Annual General Meeting seek power to allot equity securities (as
defined by section 560 of the Companies Act 2006) or sell treasury shares for
cash as if the pre-emption rights contained in Section 561 of the Companies Act
2006 did not apply:
(a) in relation to pre-emptive offers and offers to holders of other equity
securities if required by the rights of those securities or as the directors
otherwise consider necessary, up to a maximum nominal amount of £351,894 which
represents approximately 1/3 (one third) of the ordinary share capital of the
company in issue (excluding treasury shares) and, in relation to rights issues
only, up to a maximum additional amount of £351,894 which represents
approximately 1/3 (one third) of the ordinary share capital of the company in
issue (excluding treasury shares), in each case as at 15 April 2013 (being the
last practicable date prior to the publication of this Directors' Report); and

(b) in any other case, up to a maximum nominal amount of £105,568 which represents approximately 10 per cent. of the ordinary share capital of the company in issue (excluding treasury shares) as at 15 April 2013 (being the last practicable date prior to the publication of this Directors' Report).

In compliance with the guidelines issued by the Pre-emption Group, the
directors, will ensure that, other than in relation to a rights issue, no more
than 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 year
period unless shareholders have been notified and consulted in advance.

The power in resolution 11 will expire when the authority given by resolution 10 is revoked or expires.

The directors have no present intention to make use of this authority.

Notice of General Meetings (Resolution 12)

Resolution 12 will be proposed to allow the company to call general meetings
(other than an Annual General Meeting) on 14 clear days' notice. A resolution
in the same terms was passed at the Annual General Meeting in 2012. The notice
period required by the Companies Act 2006 for general meetings of the company
is 21 days unless shareholders approve a shorter notice period, which cannot
however be less than 14 clear days. Annual General Meetings must always be held
on at least 21 clear days' notice. It is intended that the flexibility offered
by this resolution will only be used for time-sensitive, non-routine business
and where merited in the interests of shareholders as a whole. The approval
will be effective until the Company's next Annual General Meeting, when it is
intended that a similar resolution will be proposed. In order to be able to
call a general meeting on less than 21 clear days' notice, the company must
make a means of electronic voting available to all shareholders for that
meeting.

Purchase of own Ordinary Shares (Resolution 13)

The effect of resolution 13 would be to renew the directors' current authority
to make limited market purchases of the company's ordinary shares of 10 pence
each. The power is limited to a maximum aggregate number of 1,055,684 ordinary
shares (representing approximately 10 per cent. of the company's issued share
capital as at 15 April 2013 (being the last practicable date prior to
publication of this Directors' Report)). The minimum price (exclusive of
expenses) which the company would be authorised to pay for each ordinary share
would 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 for
an ordinary share is an amount equal to 105 per cent. of the average market
price for an ordinary share for the five business days preceding any such
purchase.
The authority conferred by resolution 13 will expire at the conclusion of the
company's next annual general meeting or 15 months from the passing of the
resolution, whichever is the earlier. Any purchases of ordinary shares would be
made 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, to
do so would result in an increase in earnings per share or net asset value per
share and would be in the best interests of shareholders generally. In
exercising the authority to purchase ordinary shares, the directors may treat
the shares that have been bought back as either cancelled or held as treasury
shares (shares held by the company itself). No dividends may be paid on shares
which are held as treasury shares and no voting rights are attached to them.
As at 15 April 2013 (being the last practicable date prior to the publication
of this Directors' Report) the total number of options to subscribe for new
ordinary shares in the company was 798,000 shares representing 7.56 per cent.
of the company's issued share capital (excluding treasury shares) as at that
date. Such number of options to subscribe for new ordinary shares would
represent approximately 8.40 per cent. of the reduced issued share capital of
the company (excluding treasury shares) assuming full use of the authority to
make market purchases sought under resolution 13.

Donations

No political or charitable donations were made during the year (2011:Nil).

Going concern
The group's business activities, together with the factors likely to affect its
future development are set out in the Chairman's Statement on the preceding
page 2, the Mining Review on pages 5 to 15 and it's financial position is set
out on page 12 of the Business Review. In addition Note 22 to the financial
statements includes the group's treasury policy, interest rate risk, liquidity
risk and hedging profile. The group has considerable financial resources
available and long term leases with the majority of its tenants of its property
portfolio. Black Wattle Colliery, its direct mining asset returned to
profitability in the second half of 2011 and has been profitable to date. The
directors have a reasonable expectation that the mining and market conditions
experienced in 2012 will be similar going into 2013. As a consequence, the
directors believe that the company is well placed to manage its business risks
successfully. The group is working with the bank on the renewal of the current
banking facilities and the bank has agreed, in principle, to an extension of
the £5million term facility and £2 million overdraft to the 30th June 2013,
from its original expiry date of 31 December 2012, whilst the discussions are
on-going and the new facility is documented. The directors have a reasonable
expectation that the company has adequate resources to continue in operational
existence for the foreseeable future and that the company is well placed to
manage its business risks. Thus they continue to adopt the going concern basis
of accounting in preparing the annual financial statements.

Other matters

The auditors, PKF (UK) LLP, have merged their business into BDO LLP. A resolution to appoint BDP LLP will be put to the Annual General Meeting.

By order of the board
Heather Curtis
Secretary
24 Bruton Place
London W1J 6NE
18 April 2013

Remuneration Report
The remuneration committee is pleased to present its report for the year ended
31 December 2012
The remuneration committee is a formally constituted committee and is comprised
exclusively of non-executive directors.

The members of the committee are Christopher Joll (chairman) and John Sibbald.

Remuneration policy for executive directors and non-executive directors
The principal function of the remuneration committee is to determine, on behalf
of the Board, the remuneration and other benefits of the executive directors
and senior executives, including pensions, share options and service contracts.
The company's policy is to ensure that the executive directors are rewarded
competitively in relation to other companies in order to retain and motivate
them. The emoluments of each executive director comprises basic salary, a bonus
at the discretion
of the remuneration committee, provision of a car, premiums paid in respect of
individual defined contribution pension arrangements, health insurance premium
and share options.
The remuneration committee receives updates on pay and employment conditions
applying to other group employees. These are taken into consideration when
setting executive directors' remuneration consistent with the group's general
aim of seeking to reward all employees fairly according to the nature of their
role, their performance and market forces.
The remuneration of non-executive directors is determined by the board, and
takes into account additional remuneration for services outside the scope of
the ordinary duties of non-executive directors. No pension costs are incurred
on behalf of non-executive directors and they do not participate in the share
option schemes.
Service and employment contracts
All executive directors have full time contracts of employment with the
company. Non-executive directors have contracts of service. No director has a
contract of employment or contract of service with the company, its joint
venture or associated companies with a fixed term which exceeds six months. All
directors' contracts, as amended from time to time, have run from the date of
appointment. Details of the directors standing for re-election are given under
"Directors'" in the Directors' report. The policy of the committee is not to
grant employment contracts or contracts of service in excess of six months and
there are no provisions for termination payments. A summary of terms of service
and employment is as follows:

                                           Start date    Unexpired       Notice
                                          of contract         term       period
Executive directors
Sir Michael Heller                      November 1972   Continuous     6 months
A R Heller                               January 1994   Continuous     3 months
G J Casey                                   June 2010   Continuous     3 months
R J Grobler                                April 2008   Continuous     3 months
Non-executive directors
C A Joll                                February 2001   Continuous     3 months
J A Sibbald                              October 1988   Continuous     3 months

The following information has been audited:

Directors' remuneration

                    Salaries   Bonus Benefits    Total       Pension  Total  Total
                    and fees                    before Contributions   2012   2011
                                              Pensions
                       £'000   £'000    £'000    £'000         £'000  £'000  £'000
Executive Directors
Sir Michael Heller        75       -        -       75             -     75     75
A R Heller               350     150       14      514            30    544    626
G J Casey                109      75        9      193            15    208    177
R Grobler                162       -       26      188             8    196    232
                         696     225       49      970            53  1,023  1,110
Non- Executive
Directors
C A Joll                  25       -        -       25             -     25     24
J A Sibbald                2       -        3        5             -      5      4
                          27       -        3       30             -     30     28
Total                    723     225       52    1,000            53  1,053  1,138

Pension schemes and incentives
Three (2011: three) directors have benefits under money purchase pension
schemes. Contributions in 2012 were £53,000 (2011: £53,000), see table above.
Directors are not entitled to benefits under any bonus or incentive schemes
apart from the share option schemes details of which are set out below. Bonuses
are awarded by the remuneration committee when merited.

Performance bonuses were awarded by the remuneration committee to two executive directors during 2012 (2011:3).

Share option schemes
The Company currently has four "Unapproved" Share Option Schemes which are not
subject to HM Revenue and Customs (HMRC) approval. The "Second Scheme" was
approved by shareholders on 23 June 2005, options having been provisionally
granted under it on 23 September 2004. The "2006 Scheme" was approved by
shareholders on 29 June 2006, and the "2010 Scheme" was approved by
shareholders on 7 June 2011. The "2012 Scheme" was approved by the remuneration
committee of the Company on 28 September 2012 in replacement of a scheme which
was adopted on 15 June 1999 (the "First Scheme"). Existing options over
ordinary shares granted under the First Scheme
lapsed on 29 September 2012. Replacement options could not be granted under the
First Scheme as the period for new grants under the scheme had expired.
Accordingly, the remuneration committee approved the adoption by the Company of
the 2012 Scheme with similar rules to the First Scheme. All available 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
                                   2012  in 2012     2012
Second Scheme
A R Heller                149p   80,000        -   80,000   23/9/2007   22/9/2014
The 2006 Scheme
A R Heller              237.5p  275,000        -  275,000   4/10/2009   3/10/2016
Employee                237.5p   50,000        -   50,000   4/10/2009   3/10/2016
The 2010 Scheme
G J Casey               202.5p   80,000        -   80,000  31/08/2013  30/08/2020
THE 2012 SCHEME
A R Heller                 34p  233,000  233,000  233,000  01/10/2012  30/09/2022
                                                                                 

*Middle market price at date of grant

No consideration is payable for the grant of options under the Unapproved Share Option Schemes

Performance conditions:
The exercise of options under the Unapproved Share Option Schemes, for certain
option issues, is subject to the satisfaction of objective performance
conditions specified by the remuneration committee, which will conform to
institutional shareholder guidelines and best practice provisions in force from
time to time. The performance conditions for Second Scheme and the 2010 scheme,
agreed by members on 23 June 2005 and 31 August 2010 respectively, requires
growth in net assets over a three year period to exceed the growth in the
retail price index by a scale of percentages. There are no performance
conditions attached to the other schemes.
The middle market price of Bisichi Mining PLC ordinary shares at 31 December
2012 was 110p (2011-145p). During the year the share price ranged between 95p
and 160p.

The board's policy is to grant options to executive directors, managers and staff at appropriate times to provide them with an interest in the longer term development of the group.

The following information is unaudited:

The following graph illustrates the company's performance compared with a broad
equity market index over a five year period. Performance is measured by total
shareholder return. The directors have chosen the FTSE All Share - Total Return
Index as a suitable index for this comparison as it gives an indication of
performance against a large spread of quoted companies.

Christopher Joll
Chairman - remuneration committee
24 Bruton Place
London
W1J 6NE
18 April 2013

Audit committee report
The committee's terms of reference have been approved by the board and follow
published guidelines, which are available from the company secretary. The audit
committee comprises the two non-executive directors, Christopher Joll
(chairman), an experienced financial PR executive and John Sibbald, a retired
chartered accountant.

The Audit Committee's prime tasks are to:

Review the scope of external audit, to receive regular reports from the auditor
and to review the half-yearly and annual accounts before they are presented to
the board, focusing in particular on accounting policies and areas of
management judgment and estimation;

Monitor the controls which are in force to ensure the integrity of the information reported to the shareholders;

Assess key risks and to act as a forum for discussion of risk issues and contribute to the board's review of the effectiveness of the group's risk management control and processes;

Act as a forum for discussion of internal control issues and contribute to the
board's review of the effectiveness of the group's internal control and risk
management 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 the
audit partner every five years, and on their remuneration for both audit and
non-audit work, and discuss the nature and scope of their audit work;

Participate in the selection of a new external audit partner and agree the appointment when required;

Undertake 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 relationships
with the company and any other parties that could affect independence or the
perception of independence;
• a review of the auditors' own procedures for ensuring the independence of the
audit firm and partners and staff involved in the audit, including the regular
rotation of the audit partner; and

• obtaining written confirmation from the auditors that, in their professional judgement, they are independent.

Meetings

The committee meets prior to the annual audit with the external auditors to
discuss the audit plan and again prior to the publication of the annual
results. These meetings are attended by the external audit partner, managing
director, director of finance and company secretary. Prior to bi-monthly board
meetings the members of the committee meet on an informal basis to discuss any
relevant matters which may have arisen. Additional formal meetings are held as
necessary.

During the past year the committee:

Met with the external auditors, and discussed their report to the Audit Committee;

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 current need for an internal audit function;

Agreed the independence of the auditors and approved their fees for both audit and not-audit services as set out in note 5 to the financial statements.

External Auditors

PKF (UK) LLP held office throughout the year. In the United Kingdom the company
is provided with extensive administration and accounting services by London &
Associated Properties PLC which has its own audit committee and employs a
separate firm of external auditors, Baker Tilly UK Audit LLP. In South Africa
PKF (Jhb) Inc. acts as the external auditor to the South African companies, and
the work of that firm was reviewed by PKF (UK) LLP for the purpose of the group
audit.
Christopher Joll
Chairman - audit committee
24 Bruton Place
London W1J 6NE
18 April 2013
VALUERS' CERTIFICATES

To the directors of Bisichi Mining PLC

In accordance with your instructions we have carried out a valuation of the freehold property interests held as at 31 December 2012 by the company as detailed in our Valuation Report dated 21 February 2013.

Having regard to the foregoing, we are of the opinion that the open market value as at 31 December 2012 of the interests owned by the Company was £11,612,000 being made up as follows:

                                                                       £000
Freehold                                                              8,889
Leasehold                                                             2,723
                                                                     11,612
Leeds                  BNP Paribas Real Estate Advisory & Property Management UK Limited
21 February 2013                     Regulated by Royal Institute of Chartered Surveyors

                     DIRECTORS' RESPONSIBILITIES STATEMENT

The directors are responsible for preparing the directors' report, the directors' remuneration report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each
financial year. Under that law the directors are required to prepare the group
financial statements in accordance with International Financial Reporting
Standards as adopted by the European Union and have elected to prepare the
parent company financial statements in accordance with United Kingdom Generally
Accepted Accounting Practice (United Kingdom Accounting Standards and
applicable law). Under company law the directors must not approve the financial
statements unless they are satisfied that they give a true and fair view of the
state of affairs of the company and the group and of the profit or loss of the
group for that period.

In preparing these financial statements the directors are required to:

* select suitable accounting policies and then apply them consistently;

* make judgments and accounting estimates that are reasonable and prudent;

  * state whether the group financial statements have been prepared in
    accordance with IFRSs as adopted by the European Union;
  * 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.

The directors are responsible for keeping adequate accounting records that are
sufficient to show and explain the company's transactions, to disclose with
reasonable accuracy at any time the financial position of the company and to
enable them to ensure that the financial statements comply with the Companies
Act 2006 and Article 4 of the IAS Regulation. They are also responsible for
safeguarding the assets of the company and the group and hence for taking
reasonable steps for the prevention and detection of fraud and other
irregularities.
The directors are responsible for the maintenance and integrity of the
corporate and financial information included on the company's website.
Legislation in the United Kingdom governing the preparation and dissemination
of the financial statements and other information included in annual reports
may differ from legislation in other jurisdictions.

The directors confirm, to the best of their knowledge:

* that the group financial statements, which have been prepared in accordance

with IFRS as adopted by the European Union, give a true and fair view of

the assets, liabilities, financial position and profit or loss of the

group; and

* that the management report included within the directors' report includes a

fair review of the development and performance of the business and the

position of the company and the undertakings included in the consolidation

taken as a whole, together with a description of the principal risks and

uncertainties that they face.

The names and functions of all the directors are stated on page17.

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF BISICHI MINING PLC

We have audited the financial statements of Bisichi Mining PLC for the year
ended 31 December 2012 which comprise the consolidated income statement, the
consolidated statement of comprehensive income, the consolidated and company
balance sheets, the consolidated cash flow statement, the consolidated
statement of changes in shareholders' equity and the related notes. The
financial reporting framework that has been applied in the preparation of the
group financial statements is applicable law and International Financial
Reporting Standards (IFRSs) as adopted by the European Union. The financial
reporting framework that has been applied in the preparation of the parent
company financial 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 accordance
with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been
undertaken so that we might state to the company's members those matters we are
required to state to them in an auditor's report and for no other purpose. To
the fullest extent permitted by law, we do not accept or assume responsibility
to anyone other than the company and the company's members as a body, for our
audit work, for this report, or for the opinions we have formed.

Respective responsibilities of directors and auditor

As explained more fully in the directors' responsibilities statement, the
directors are responsible for the preparation of the financial statements and
for being satisfied that they give a true and fair view. Our responsibility is
to audit and express an opinion on the financial statements in accordance with
applicable law and International Standards on Auditing (UK and Ireland). Those
standards require us to comply with the Auditing Practices Board's Ethical
Standards for Auditors.

Scope of the audit of the financial statements

An audit involves obtaining evidence about the amounts and disclosures in the
financial statements sufficient to give reasonable assurance that the financial
statements are free from material misstatement, whether caused by fraud or
error. This includes an assessment of: whether the accounting policies are
appropriate to the group's and the parent company's circumstances and have been
consistently applied and adequately disclosed; the reasonableness of
significant accounting estimates made by the directors; and the overall
presentation of the financial statements. In addition, we read all the
financial and non-financial information in the annual report to identify
material inconsistencies with the audited financial statements. If we become
aware of any apparent material misstatements or inconsistencies we consider the
implications for our report.

Opinion on financial statements

In 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 2012 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 2006

In 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 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 exception

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

* 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 PKF (UK) LLP, Statutory auditor

London, UK

18 April 2013

CONSOLIDATED INCOME STATEMENT

for the year ended 31 December 2012

                                 2012         2012     2012     2011         2011     2011
                       Notes  Trading Revaluations    Total  Trading Revaluations    Total
                                £'000        £'000    £'000    £'000        £'000    £'000
Group revenue              1   35,962            -   35,962   29,909            -   29,909
Operating costs            2 (30,478)            - (30,478) (27,565)            - (27,565)
Operating profit                5,484            -    5,484    2,344            -    2,344
before depreciation,
fair value adjustments
and exchange movements
Depreciation               2  (2,253)            -  (2,253)  (2,488)            -  (2,488)
Operating profit/          1    3,231            -    3,231    (144)            -    (144)
(loss) before fair
value adjustments and
exchange movements
Exchange losses                 (357)            -    (357)    (975)            -    (975)
Decrease in value of       3        -        (456)    (456)        -         (42)     (42)
investment properties
Gains/(Loss) on held                -           39       39        -        (167)    (167)
for trading
investments
Operating Profit/          1    2,874        (417)    2,457  (1,119)        (209)  (1,328)
(loss)
Share of profit/(loss)    13       64        (201)    (137)       21         (31)     (10)
in joint ventures
Profit/(Loss) before            2,938        (618)    2,320  (1,098)        (240)  (1,338)
interest and taxation
Interest receivable               281            -      281      268            -      268
Interest payable           6    (411)            -    (411)    (380)            -    (380)
Profit/Loss before tax     4    2,808        (618)    2,190  (1,210)        (240)  (1,450)
Taxation                   7    (842)          192    (650)      762          142      904
Profit/(Loss) for the           1,966        (426)    1,540    (448)         (98)    (546)
year
Attributable to:                1,721        (426)    1,295    (346)         (98)    (444)
Equity holders of the
company
Non-controlling           27      245            -      245    (102)            -    (102)
interest
Profit/(Loss) for the           1,966        (426)    1,540    (448)         (98)    (546)
year
Profit/(Loss) per          9   16.30p      (4.03)p   12.27p  (3.30)p      (0.93)p  (4.23)p
share - basic
Profit/(Loss) per          9   16.05p      (3.97)p   12.08p  (3.30)p      (0.93)p  (4.23)p
share - diluted

Trading income reflects all the trading activity on mining and property operations. Revaluation Income reflects the revaluation of investment properties and other assets within the group and any proportion of these amounts within Joint Ventures. The total column represents the consolidated income statement presented in accordance with IAS 1.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

for the year ended 31 December 2012

                                                                2012       2011
                                                               £'000      £'000
Profit/(Loss) for the year                                     1,540      (546)
Other comprehensive income:
Exchange differences on translation of foreign                 (391)      (575)
operations
Taxation                                                           -          -
Other comprehensive income for the year net of                 (391)      (575)
tax
Total comprehensive income for the year net of                 1,149    (1,121)
tax
Attributable to:
Equity shareholders                                              936      (958)
Non-controlling interest                                         213      (163)
                                                               1,149    (1,121)

Company Registration No. 112155

CONSOLIDATED BALANCE SHEET
at 31 December 2012
                                                    Notes       2012       2011
                                                               £'000      £'000
Assets
Non-current assets
Value of investment properties                        10      11,612     12,068
Fair value of head lease                              31         202        222
                                                              11,814     12,290
Mining reserves, plant and equipment                   11      8,638      7,926
Investments in joint ventures                          12      3,061      2,579
Loan to joint venture                                  12      1,117          -
Other investments                                      12        131        148
Total non-current assets                                      24,761     22,943
Current assets
Inventories                                            16      1,876      1,206
Trade and other receivables                            17      7,604      6,067
Corporation tax recoverable                                       49        133
Held for trading investments                           18        787        730
Cash and cash equivalents                                      1,802      4,041
                                                              12,118     12,177
Non-current asset held for sale                        14          -      1,785
Total current assets                                          12,218     13,962
Total assets                                                  36,879     36,905
Liabilities
Current liabilities
Borrowings                                             20    (6,186)    (8,157)
Trade and other payables                               19    (9,218)    (8,590)
Current tax liabilities                                          (2)          -
Total current liabilities                                   (15,406)   (16,747)
Non-current liabilities
Borrowings                                             20       (86)       (86)
Provision for rehabilitation                           21      (989)      (965)
Finance lease liabilities                              31      (202)      (222)
Deferred tax liabilities                               23    (2,437)    (1,881)
Total non-current liabilities                                (3,714)    (3,154)
Total liabilities                                           (19,120)   (19,901)
Net assets                                                    17,759     17,004
Equity
Share capital                                          24      1,056      1,056
Share premium account                                            169        169
Translation reserve                                            (805)      (446)
Other reserves                                         25        528        500
Retained earnings                                             16,367     15,494
Total equity attributable to equity                           17,315     16,773
shareholders
Non-controlling interest                               27        444        231
Total equity                                                  17,759     17,004

These financial statements were approved and authorised for issue by the board of directors on 18 April 2013 and signed on its behalf by:

A R Heller G J Casey

Director Director

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY

for the year ended 31 December 2012

                    Share    Share Translation    Other Retained        Non-controlling   Total
                  capital  Premium    reserves reserves earnings  Total    

interest equity

                    £'000    £'000       £'000    £'000    £'000  £'000           £'000   £'000
Balance at 1        1,045        -          68      485   16,356 17,954             394  18,348
January 2011
Revaluation of          -        -           -        -     (42)   (42)               -    (42)
investment
properties
Other income            -        -           -        -    (402)  (402)           (102)   (504)
statement
movements
Loss for the year       -        -           -        -    (444)  (444)           (102)   (546)
Exchange                -        -       (514)        -        -  (514)            (61)   (575)
adjustment
Total                   -        -       (514)        -    (444)  (958)           (163) (1,121)
comprehensive
income for the
year
Dividend               11      169           -        -    (418)  (238)               -   (238)
Equity share            -        -           -       15        -     15               -      15
options
Balance at 1        1,056      169       (446)      500   15,494 16,773             231  17,004
January 2012
Revaluation of          -        -           -        -    (456)  (456)               -   (456)
investment
properties
Other income            -        -           -        -    1,751  1,751             245   1,996
statement
movements
Profit for the          -        -           -        -    1,295  1,295             245   1,540
year
Exchange                -        -       (359)        -        -  (359)            (32)   (391)
adjustment
Total                   -        -       (359)        -    1,295    936             213   1,149
comprehensive
income for the
year
Dividend                -        -           -        -    (422)  (422)               -   (422)
Equity share            -        -           -       28        -     28               -      28
options
Balance at 31       1,056      169       (805)      528   16,367 17,315             444  17,759
December 2012

CONSOLIDATED CASH FLOW STATEMENT

for the year ended 31 December 2012

                                                      Year ended     Year ended
                                                31 December 2012    31 December
                                                                           2011
                                                           £'000          £'000
                                                                               
Cash flows from operating activities                                       
Operating profit/(loss)                                    2,457        (1,328)
Adjustments for:
Depreciation                                               2,253          2,488
Share based payment expense                                   27             15
                                                                               
(Gain)/Loss on investment held for trading                  (39)           

167

Unrealised loss on investment properties                     456           

42

Share of profit of joint venture                              64           

21

Cash flow before working capital                           5,218          1,405
Change in inventories                                      (670)          (501)
Change in trade and other receivables                     (2057)        

(2,385)

Change in trade and other payables                          1150          2,340
Change in provisions                                         117            124
Acquisitions of held for trading investments                (18)          

(291)

Cash generated from operations                             3,740           
692
Interest received                                            281            268
Interest paid                                              (411)          (380)
Income tax received                                           83            245
                                                                               
Cash flow from operating activities                        3,693           

825

Cash flows from investing activities
Acquisition of reserves, plant and equipment             (3,681)        

(2,528)

Proceeds from sale of investment properties,                   -           
  7
reserves,
plant and equipment
Disposal/(Acquisitions) of investments                        16          

(888)

Cash flow from investing activities                      (3,665)        

(3,409)

Cash flows from financing activities                                       
Borrowings drawn                                              86              -
Borrowings repaid                                          (214)          (347)
Equity dividends paid                                      (422)          (238)
Cash flow from financing activities                        (550)          

(585)

Net decrease in cash and cash equivalents                  (522)        

(3,169)

Cash and cash equivalents at 1 January                     1,114          3,977
Exchange adjustment                                          126            306
Cash and cash equivalents at 31 December                     718          

1,114

Cash and cash equivalents at 31 December                                   
comprise:
Cash and cash equivalents as presented in the              1,802          4,041
balance sheet
Bank overdrafts (secured)                                (1,084)        (2,927)
                                                             718          1,114
GROUP ACCOUNTING POLICIES

for the year ended 31 December 2012

Basis of accounting

The results for the year ended 31 December 2012 have been prepared in
accordance with International Financial Reporting Standards (IFRS) as adopted
by the European Union and with those parts of the Companies Act 2006 applicable
to companies reporting under IFRS. The principal accounting policies are
described below:

The group financial statements are presented in £ sterling and all values are rounded to the nearest thousand pounds (£000) except when otherwise stated.

Going concern

The group has considerable financial resources available and long term leases
with the majority of its tenants of its property portfolio. Black Wattle
Colliery, its direct mining asset returned to profitability in the second half
of 2011 and has been profitable to date. The directors have a reasonable
expectation that the mining and market conditions experienced in 2012 will be
similar going into 2013. As a consequence, the directors believe that the
company is well placed to manage its business risks successfully.
The group is working with the bank on the renewal of the current banking
facilities and the bank has agreed to an extension, in principle, of the £
5million term facility and £2million overdraft to the 30th June 2013 from its
original expiry date of 31 December 2012, whilst the discussions are on-going
and the new facility is documented. The directors have reasonable expectation
that the company has adequate resources to continue in operational existence
for the foreseeable future and that the company is well placed to manage its
business risks. Thus they continue to adopt the going concern basis of
accounting in preparing the annual financial statements.

International Financial Reporting Standards (IFRS)

The financial statements are prepared in accordance with International Financial Reporting Standards and Interpretations in force at the reporting date. These are prepared under the historic cost basis as modified by the revaluation of investment properties and held for trading investments.

During 2012 all other standards and interpretations that were mandatory for the
accounting period and were required to be adopted by the group either had no
material impact on the group's financial statements or were not relevant to the
operations of the group.
The group has not adopted any standards or interpretations in advance of the
required implementation dates. It is not expected that adoption of any
standards or interpretations which have been issued by the International
Accounting Standards Board but have not been adopted will have a material
impact on the financial statements. Specifically, the Directors' have
considered the impact of IFRIC 20 which concerns the treatment of stripping
costs. The Directors are of the view that the accounting treatment detailed in
this standard would not result in a change of the Group's accounting policy.

Key Judgements and Estimates

The directors consider their judgements and estimates surrounding the life of
the mine and its reserves to have the most significant effect on the amounts
recognised in the financial statements and to be the area where the financial
statements are at most risk of a material adjustment due to estimation
uncertainty.

In addition the directors note that other areas, in particular the valuation of the investment properties, are considered to be less judgemental due to the nature of the underlying properties and the use of external valuers.

Basis of consolidation

The group accounts incorporate the accounts of Bisichi Mining Plc and all of
its subsidiary undertakings, together with the group's share of the results of
its joint ventures. Non-controlling interests in subsidiaries are presented
separately 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' interest are initially measured at the
non-controlling interests' proportionate share of the subsidiaries net assets.
Subsequent to this, the carrying amount of non-controlling interests is the
amount of those interests at initial recognition plus the non-controlling
interests' share of subsequent changes in equity. Total comprehensive income is
attributed to non-controlling interests even if this results in the
non-controlling interests having a deficit balance.

Revenue

Revenue comprises sales of coal and property rental income. Revenue is recognised when delivery of the product or service has been made and when the customer has a legally binding obligation to settle under the terms of the contract and has assumed all significant risks and rewards of ownership.

Revenue is only recognised on individual sales of coal when all of the significant risks and rewards of ownership have been transferred to a third party. In most instances revenue is recognised when the product is delivered to the location specified by the customer, which is typically when loaded into transport, where the customer pays the transportation costs.

Rental income which excludes services charges recoverable from tenants, is recognised in the group income statement on a straight-line basis over the term of the lease. This includes the effect of lease incentives.

Investment Properties

Investment 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 properties
when held for long-term rental yields, and after consideration has been given
to a number of factors including length of lease, quality of tenant and
covenant, value of lease, management intention for future use of property,
planning consents and percentage of property leased. Investment properties are
revalued annually by professional external surveyors and included in the
balance sheet at their fair value. Gains or losses arising from changes in the
fair values of assets are recognised in the consolidated income statement in
the period to which they relate. In accordance with IAS 40, investment
properties are not depreciated. Properties held for use in the business are not
recognised as investment properties and are held at depreciated historical
cost.

The fair value of the head leases is the net present value of the current head rent payable on leasehold properties until the expiry of the lease.

Mining reserves, plant and equipment

The cost of property, plant and equipment comprises its purchase price and any
costs directly attributable to bringing the asset to the location and condition
necessary for it to be capable of operating in accordance with agreed
specifications. Freehold land is not depreciated. Other property, plant and
equipment is stated at historical cost less accumulated depreciation.

Provisions

Provisions are recognised when the Group has a present obligation as a result of a past event which it is probable will result in an outflow of economic benefits that can be reliably estimated.

A provision for rehabilitation of the mine is carried at present value and is
provided for over the life of mine. The provision includes the restoration of
the underground, opencast, surface operations and de-commissioning of plant and
equipment and is estimated to be utilised at the end of the life of mine of the
group. The timing and final cost of the rehabilitation is uncertain and will
depend on the duration of the mine life and the quantities of coal extracted
from the reserves.

Mine reserves and development cost

The purpose of mine development is to establish secure working conditions and infrastructure to allow the safe and efficient extraction of recoverable reserves. Depreciation on mine development is not charged until production commences 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 straight-line basis.

Surface mine development

Expenditure incurred prior to the commencement of working surface mine sites,
net of any residual value and taking into account the likelihood of the site
being mined, is capitalised within property, plant and equipment and charged to
the income statement over the life of the recoverable reserves of the scheme.

Other assets and depreciation

The cost, less estimated residual value, of other property, plant and equipment
is 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, at
each balance sheet date. Changes to the estimated residual values or useful
lives are accounted for prospectively. Heavy surface mining and other plant and
equipment 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 mine

Mining reserves Over the expected life of the reserves

Motor vehicles 25-33 per cent per annum

Office equipment 10-33 per cent per annum

Employee Benefits

Share based remuneration

The company operates a share option scheme. The fair value of the share option
scheme is determined at the date of grant. This fair value is then expensed on
a straight-line basis over the vesting period, based on an estimate of the
number of shares that will eventually vest. The fair value of options granted
is calculated using a binomial or Black-Scholes-Merton model. Details of the
share options in issue are disclosed in the Directors' Remuneration Report on
page 28 under the heading Share option schemes which is within the audited
part
of that report.
Pensions

The group operates a defined contribution pension scheme. The contributions payable to the scheme are expensed in the period to which they relate.

Foreign Currencies

Monetary assets and liabilities are translated at year end exchange rates and
the resulting exchange rate differences are included in the consolidated income
statement within the results of operating activities if arising from trading
activities and within finance cost/income if arising from financing.
For consolidation purposes, income and expense items are included in the
consolidated income statement at average rates, and assets and liabilities are
translated at year end exchange rates. Translation differences arising on
consolidation are recognised in other comprehensive income. Where foreign
operations are disposed of, the cumulative exchange differences of that foreign
operation are recognised in the consolidated income statement when the gain or
loss on disposal is recognised.

Transactions in foreign currencies are translated at the exchange rate ruling on transaction date.

Financial Instruments

The group classifies financial instruments, or their component parts, on initial recognition as a financial asset, a financial liability or an equity instrument in accordance with the substance of the contractual arrangement.

Bank loans and overdrafts

Bank loans and overdrafts are included as financial liabilities on the group
balance sheet at the amounts drawn on the particular facilities net of the
unamortised cost of financing. Interest payable on those facilities is expensed
as finance cost in the period to which it relates.

Finance lease liabilities

Finance lease liabilities arise for those investment properties held under a
leasehold interest and accounted for as investment property. The liability is
initially calculated as the present value of the minimum lease payments,
reducing in subsequent reporting periods by the apportionment of payments to
the lessor.
Interest rate derivatives
The group uses derivative financial instruments to manage the interest rate
risk associated with the financing of the group's business. No trading in such
financial instruments is undertaken. At each reporting date, these interest
rate derivatives are recognised at fair value, being the estimated amount that
the group would receive or pay to terminate the agreement at the balance sheet
date, taking into account current interest rates and the current credit rating
of the counterparties. The gain or loss at each fair value re-measurement is
recognised immediately in the income statement.

Held for trading investments

Financial assets/liabilities held for trading or short-term gain are measured
at fair value and movements in fair value are charged/credited to the income
statement in the period.
Trade receivables

Trade receivables do not carry any interest and are stated at their nominal value as reduced by appropriate allowances for estimated recoverable amounts as the interest that would be recognised from discounting future cash payments over the short payment period is not considered to be material.

Trade payables

Trade payables are not interest bearing and are stated at their nominal value,
as the interest that would be recognised from discounting future cash payments
over the short payment period is not considered to be material.

Other financial assets and liabilities

The groups other financial assets and liabilities not disclosed above are accounted for at amortised cost.

Joint ventures

Investments in joint ventures, being those entities over whose activities the
group has joint control, as established by contractual agreement, are included
at cost together with the group's share of post acquisition reserves, on an
equity basis.

Non-current assets held for sale

Non-current assets held for sale are measured at the lower of carrying amount and fair value less costs to sell.

Inventories

Inventories are stated at the lower of cost and net realisable value. Cost includes materials, direct labour and overheads relevant to the stage of production. Net realisable value is based on estimated selling price less all further costs to completion and all relevant marketing, selling and distribution costs.

Other Investments

Other investments that do not have a quoted market price in an active market
and whose fair value cannot be reliably measured are recognised at cost less
any provision for impairment.

Impairment

Whenever events or changes in circumstance indicate that the carrying amount of
an asset may not be recoverable an asset is reviewed for impairment. An asset's
carrying value is written down to its estimated recoverable amount (being the
higher of the fair value less cost to sell and value in use) if that is less
than the asset's carrying amount.

Deferred tax

Deferred tax is the tax expected to be payable or recoverable on differences
between the carrying amounts of assets and liabilities in the financial
statements and the corresponding tax bases used in the tax computations, and is
accounted for using the balance sheet liability method. Deferred tax
liabilities are generally recognised for all taxable temporary differences and
deferred tax assets are recognised to the extent that it is probable that
taxable profits will be available against which deductible temporary
differences can be utilised. In respect of the deferred tax on the revaluation
surplus, this is calculated on the basis of the chargeable gains that would
crystallise on the sale of the investment portfolio as at the reporting date.
The calculation takes account of indexation on the historical cost of the
properties and any available capital losses.
Deferred tax is calculated at the tax rates that are expected to apply in the
period when the liability is settled or the asset is realised. Deferred tax is
charged or credited in the group income statement, except when it relates to
items charged or credited directly to other comprehensive income, in which case
it is also dealt with in other comprehensive income.

Dividends

Dividends payable on the ordinary share capital are recognised as a liability in the period in which they are approved.

Cash and cash equivalents

Cash comprises cash in hand and on-demand deposits. Cash and cash equivalents
comprises short-term, highly liquid investments that are readily convertible to
known amounts of cash and which are subject to an insignificant risk of changes
in value and original maturities of three months or less. The cash and cash
equivalents shown in the cashflow statement are stated net of bank overdrafts.

Segmental reporting

For management reporting purposes, the group is organised into business
segments distinguishable by economic activity. The group's only business
segments are mining activities and investment properties. These business
segments are subject to risks and returns that are different from those of
other business segments and are the primary basis on which the group reports
its segment information. This is consistent with the way the group is managed
and with the format of the group's internal financial reporting. Significant
revenue from transactions with an individual customer, which makes up 10
percent or more of the total revenue of the group, is separately disclosed
within each segment.

NOTES TO THE FINANCIAL STATEMENTS

for the year ended 31 December 2012

1. Segmental reporting
Business analysis
                             Mining        Property         2012          Total
                                                           Other
                              £'000           £'000        £'000          £'000
Significant revenue          10,510               -            -         10,510
customer A
Significant revenue           6,120               -            -          6,120
customer B
Significant revenue           3,110               -            -          3,110
customer C
Other revenue                15,212             957           53         16,222
Segment revenue              34,952             957           53         35,962
Operating profit before       2,519             666           46          3,231
fair value adjustments &
exchange movements
Revaluation of                (357)           (456)           39          (774)
investments & exchange
movements
Operating profit and          2,162             210           85          2,457
segment result
Segment assets               15,789          12,322        2,786         30,897
Unallocated assets
  * Non-current assets                                                        2
  * Cash & cash                                                           1,802
    equivalents
Total assets excluding                                                   32,701
investment in joint
ventures
Segment liabilities         (9,416)         (2,159)      (1,271)       (12,846)
Borrowings                    (102)         (5,086)            -        (5,188)
                            (9,518)         (7,245)         (66)       (16,829)
Unallocated liabilities                                                 (1,086)
Total liabilities                                                      (19,120)
Net assets                                                               13,581
Investment in joint                                                       4,178
ventures non segmental
Net assets as per balance                                                17,759
sheet
Geographic analysis
                              United      South      Other Unallocated     Total
                             Kingdom     Africa
                               £'000      £'000      £'000       £'000     £'000
Revenue                        1,010     34,952          -           -    35,962
Operating profit and             295      2,162          -           -     2,457
segment result
Non-current assets            11,814      8,638          -           -    20,452
excluding investments
Total net assets               5,857      6,170         43       5,689    17,759
Capital expenditure                1      3,680          -           -     3,681

1. Segmental reporting continued

Business analysis
                               Mining      Property          2011         Total
                                                            Other
                                £'000         £'000         £'000         £'000
Significant revenue             8,577             -             -         8,577
customer A
Significant revenue             7,527             -             -         7,527
customer B
Significant revenue             2,280             -             -         2,280
customer C
Other Revenue                  10,508           989            28        11,525
Segment revenue                28,892           989            28        29,909
Operating (loss)/profit         (787)           630            13         (144)
before fair value
adjustments & exchange
movements
Revaluation of investments      (975)          (42)         (167)        (1184)
& exchange movements
Operating (loss)/profit and   (1,762)           588         (154)       (1,328)
segment result
Segment assets                 15,212        12,551           730        28,493
Unallocated assets
- Non-current assets                                                          7
- Cash & cash equivalents                                                 4,041
Total assets excluding                                                   32,541
investment in joint
ventures
Segment liabilities           (7,928)       (2,498)          (27)      (10,453)
Borrowings                      (316)       (5,000)             -       (5,316)
                              (8,244)       (7,498)          (27)      (15,769)
Unallocated liabilities                                                 (4,132)
Total liabilities                                                      (19,901)
Net assets                                                               12,640
Investment in joint                                                       4,364
ventures non segmental
Net assets as per balance                                                17,004
sheet
Geographic analysis
                             United      South       Other Unallocated     Total
                            Kingdom     Africa
                              £'000      £'000       £'000       £'000     £'000
Revenue                       1,017     28,892           -           -    29,909
Operating profit/(loss)         434    (1,762)           -           -   (1,328)
and segment result
Non-current assets           12,290      7,920           -           6    20,216
excluding investments
Total net assets              5,725      6,944          57       4,278    17,004
Capital expenditure               1      2,527           -           -     2,528
2. Operating costs
                                                              2012         2011
                                                             £'000        £'000
Mining                                                      25,501       22,579
Property                                                       135          104
Cost of sales                                               25,636       22,683
Administration                                               7,095        7,370
Operating costs                                             32,731       30,053
                                                                               
The direct property costs are:                                             
Ground rent                                                      9            6
Direct property expense                                         86           70
Bad debts                                                       40           28
                                                               135          104

Operating costs above include depreciation of £2,253,000 (2011: £2,488,000)

3. (Loss)/Gain on revaluation and sale of investment properties

The reconciliation of the investment deficit to the loss on revaluation of investment properties in the income statement is set out below:

                                                              2012         2011
                                                             £'000        £'000
Investment deficit                                           (476)         (53)
                                                                               
Loss on valuation movement in respect of head lease             20         
 11
payments
                                                                               
Loss on revaluation of investment properties                 (456)        

(42)

4. Profit/(Loss) before taxation

Profit/(Loss) before taxation is arrived at after charging:

                                                             2012          2011
                                                            £'000         £'000
Staff costs (see note 29)                                   6,000         5,872
Depreciation                                                2,253         2,488
Exchange loss                                                 357           975
                                                                               
Fees payable to the company's auditor for                      33          

26

the audit of the company's annual accounts
Fees payable to the company's auditor and
its associates for other services:
The audit of the company's subsidiaries, pursuant to           31          
 34
legislation
Corporate finance                                              17             -
Other services                                                  5             5

The directors consider the auditors were best placed to provide the above non-audit services. The audit committee reviews the nature and extent of non-audit services to ensure that independence is maintained.

5. Directors' emoluments

Directors' emoluments are shown in the Directors' remuneration report on pages
28 and 29 under the heading Directors' remuneration which is within the audited
part of that report.
6. Interest payable
                                                             2012          2011
                                                            £'000         £'000
                                                                               
On bank overdrafts and bank loans                             352          
369
Other interest payable                                         59            11
Interest payable                                              411           380
7. Taxation
                                                           2012            2011
                                                          £'000           £'000
                                                                               
(a) Based on the results for the year:                                     
Corporation tax                                               7               -
Adjustment in respect of prior years - SA                     -           (332)
Current tax                                                   7           (332)
Deferred tax - current year                                 643           (572)
Total tax in income statement                               650           

(904)

(b) Factors affecting tax charge for the year:
The corporation tax assessed for the year is different
from that at the standard rate of corporation tax in the
United Kingdom of 24.5% (2011: 26.5%)
The differences are explained below:                                       

Profit/(Loss) on ordinary activities before taxation 2,190 (1,450)

Tax on profit/ (loss) on ordinary activities at 24.5%       537           (384)
(2011: 26.5%)
Effects of:
                                                                               
Expenses not deductible for tax purposes                     25            
 30
Capital losses on disposal                                    -            (11)
Non-taxable income                                            -            (37)
Other differences                                            88           (170)
Adjustment in respect of prior years                          -           (332)
Total tax                                                   650           (904)

(c) Analysis of United Kingdom and Overseas tax

United Kingdom tax included in above:

Corporation tax                                                      2     

-

Adjustment in respect of prior years                                 -     
  -
Current tax                                                          2        -
Deferred tax                                                     (101)    (201)
                                                                  (99)    (201)

Overseas tax included in above:

Corporation tax                                                      5     

-

Adjustment in respect of prior years                                 -    (332)
Current tax                                                          5    (332)
Deferred tax                                                       744    (371)
                                                                   749    (703)
8. Dividends paid
                                              2012      2012       2011    2011
                                         Per share     £'000  Per share   £'000
                                                                               
Dividends paid during the year              4.00 p       422     4.00 p    
418
relating to the prior period
Dividends to be paid:
Interim dividend for 2012 paid on 1         1.00 p       105     1.00 p     105
February 2013
                                                                               
Proposed final dividend for 2012            3.00 p       317     3.00 p    
317
                                            4.00 p       422     4.00 p     422

The dividends to be paid are not accounted for until they have been approved at the Annual General Meeting. The amount will be accounted for as an appropriation of retained earnings in the year ending 31 December 2013.

9. Profit/(Loss) and diluted profit/(loss) per share

Both the basic and diluted profit/(loss) per share calculations are based on a
profit of £1,295,000 (2011: loss of £444,000). The basic profit/(loss) per
share has been calculated on a weighted average of 10,556,839 (2011:
10,495,395) ordinary shares being in issue during the period. The diluted
profit/(loss) per share has been calculated on the weighted average number of
shares in issue of 10,556,839 (2011: 10,495,395) plus the dilutive potential
ordinary shares arising from share options of 165,722 (2011: nil) totalling
10,722,561 (2011: 10,495,395).
In 2011, dilutive potential ordinary shares of 239,607 were excluded from the
calculation of diluted ordinary shares as there was no dilutive effect due
to
the loss for the year.
10. Investment properties
                                      Freehold          Long              Total
                                         £'000     Leasehold              £'000
                                                       £'000
Valuation at 1 January 2012              9,118         2,950             12,068
Revaluation                              (229)         (227)              (456)
Valuation at 31 December 2012            8,889         2,723             11,612
Valuation at 1 January 2011              9,110         3,000             12,110
Revaluation                                  8          (50)               (42)
Valuation at 31 December 2011            9,118         2,950             12,068
Historical cost
At 31 December 2012                      4,801           728              5,529
At 31 December 2011                      4,801           728              5,529

Long leasehold properties are those for which the unexpired term at the balance sheet date is not less than 50 years.

All investment properties are held for use in operating leases and all properties generated rental income during the period.

Freehold and Long Leasehold properties were externally professionally valued at 31 December on an open market basis by:

                                                             2012
                                                            £'000
BNP Paribas Real Estate                                    11,612
                                                           11,612

The valuations were carried out in accordance with the Statements of Asset Valuation and Guidance Notes published by

The Royal Institution of Chartered Surveyors.

11. Mining reserves, plant and equipment

                              Mining     Mining       Motor    Office     Total
                            Reserves  equipment    Vehicles equipment
                               £'000      £'000       £'000     £'000     £'000
Cost at 1 January 2012         1,815     14,467         170       115    16,567
Exchange adjustment            (164)    (1,310)        (11)       (6)   (1,491)
Additions                          -      3,678           -         3     3,681
Cost at 31 December 2012       1,651     16,835         159       112    18,757
Accumulated depreciation       1,523      6,905         127        86     8,641
at 1 January 2012
Exchange adjustment            (138)      (626)         (7)       (4)     (775)
Charge for the year               53      2,183           9         8     2,253
Accumulated depreciation       1,438      8,462         129        90    10,119
at 31 December 2012
Net book value at 31             213      8,373          30        22     8,638
December 2012
Cost at 1 January 2011         2,212     14,940         429       128    17,709
Exchange adjustment            (397)    (2,683)        (53)      (14)   (3,147)
Additions                          -      2,526           -         2     2,528
Disposals                          -      (316)       (206)       (1)     (523)
Cost at 31 December 2011       1,815     14,467         170       115    16,567
Accumulated depreciation       1,768      5,897         345        84     8,094
at 1 January 2011
Exchange adjustment            (318)    (1,059)        (41)       (7)   (1,425)
Charge for the year               73      2,383          22        10     2,488
Disposals in year                  -      (316)       (199)       (1)     (516)
Accumulated depreciation       1,523      6,905         127        86     8,641
at 31 December 2011
Net book value at 31             292      7,562          43        29     7,926
December 2011

12. Investments held as non-current assets

                                           2012      2012       2011      2011
                                          Joint     Other      Joint     Other
                                       Ventures             Ventures
                                         Assets               Assets
                                          £'000     £'000      £'000     £'000
At 1 January                               2579       431      2,404       433
Transfers                                   618     (298)      (703)         -
Additions                                     -         -        888         -
Exchange adjustment                           -       (2)          -       (2)
Share of (loss)/gain in joint             (136)         -       (10)         -
ventures
Net assets at 31 December                 3,061       131      2,579       431
Loan to joint venture:
At 1 January                                  -          -      1,203          -
Exchange adjustments                      (100)                 (216)
Additions                                   114          -        116          -
Transfers                                 1,103          -    (1,103)          -
At 31 December                            1,117          -          -          -
At 31 December                            4,178        131      2,579        431
                                                                                
Provision for diminution in value:                                         
At 1 January                                  -      (283)          -      (283)
Transfer                                      -        283          -          -
At 31 December                                -          -          -      (283)
                                                                                
Net book value at 31 December             4,178        131      2,579      

148

Included in other investments are:                               2012      
2011
                                                                £'000      £'000
Net book value of unquoted                                        124        135
investments
                                                                                
Net book value of investments listed                                7      

13

on overseas stock exchanges                                                
                                                                  131        148
                                                                                
Market value of the overseas listed                                11      

13

investments
The transfer of the investment and loan to joint venture relates to the stake
in the joint venture company, Ezimbokodweni Mining (Proprietary) Limited which
was held as a non-current asset held for sale in the prior year. Further
details are disclosed in note 14.

13. Joint ventures

The company owns 50% of the issued share capital of Dragon Retail Properties
Limited, an unlisted property investment company. The remaining 50% is held by
London & Associated Properties PLC. Dragon Retail Properties Limited is
incorporated in England and Wales. It has issued share capital of 500,000
(2011: 500,000) ordinary shares of £1 each.
During 2011 the company acquired 12.5% of the units of Langney Shopping Centre
Unit Trust, an unlisted property unit trust incorporated in Jersey. 12.5% of
the units in the trust are held by London & Associated Properties 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. This asset was reclassified as a non-current asset held for sale in
the prior year but was transferred back to investments in joint ventures in
2012. Further details are provided in note 14.
                               Langney   Dragon Ezimbokodweni
                                 12.5%      50%           49%     2012     2011
                                 £'000    £'000         £'000    £'000    £'000
Turnover                            90      102             -      192      183
Profit and loss
(Loss)/Profit before tax          (42)     (93)             -    (135)      (9)
Taxation                             -      (2)             -      (2)      (1)
(Loss)/Profit after               (42)     (95)             -    (137)     (10)
taxation
Balance sheet
Non-current assets               1,931    1,405         1,114    4,450    3,519
Current assets                     112    1,789             3    1,904    1,425
Current liabilities               (87)  (1,487)       (1,117)  (2,691)  (1,131)
Non-current liabilities        (1,174)    (110)             -  (1,284)  (1,234)
Share of net assets at 31          782    1,597             -    2,379    2,579
December

14. Non-current assets held for sale

                                                            2012           2011
                                                           £'000          £'000
At 1 January                                                1785              -
Transfer of stake in joint venture company                     -          1,785
now held for sale
                                                                               
Transfer of stake in joint venture company                (1785)           

-

now held as non-current asset investment                                   
Net assets at 31 December                                      -          1,785
On 26 January 2012 the Company announced that it had entered into an agreement
for the sale of its 49% participation in a South African registered joint
venture company, Ezimbokodweni Mining (Proprietary) Limited ("Ezimbokodweni"),
for ZAR 54.2 million.
Ezimbokodweni was established in 2005 with Endulwini Coal Limited to acquire
from BHP Billiton Energy Coal South Africa Limited ("BECSA") a shallow coal
deposit located in the Witbank coalfield of Mpumalanga, some 40 km from the
Company's existing coal mining operations at the Black Wattle colliery.  Since
then, Ezimbokodweni has been negotiating with BECSA and the South African
Department of Mineral Resources ("DMR") to finalise the acquisition and prepare
for opencast mining.
In 2011, following the intervention of the DMR, the Company had agreed to
dispose of its stake in Ezimbokodweni.  The agreement made on 26 January 2012
was conditional on the satisfaction by 15 May 2012 of conditions precedent. At
15 May 2012 the conditions precedent remained unfulfilled and the agreement to
dispose of its stake in Ezimbokodweni lapsed.

However to date, Ezimbokodweni has continued to negotiate with the respective parties to finalise the acquisition of the reserve and prepare for opencast mining. As a result the asset has been reallocated to investments in joint ventures. Details of which can be found in Note 12.

15. Subsidiary companies

The company owns the following ordinary share capital of the principal
subsidiaries which are included within the consolidated financial statements:
                                      Activity Percentage of         Country of
                                               share capital      incorporation
Mineral Products Limited         Share dealing          100%  England and Wales
Black Wattle Colliery              Coal mining         62.5%       South Africa
(pty) Limited
Bisichi Coal Mining (pty)          Coal mining          100%       South Africa
Limited
Bisichi Mining                 Holding company          100%  England and Wales
(Exploration) Limited
Ninghi Marketing Limited               Dormant         90.1%  England and Wales
Details on the non-controlling interest in subsidiaries are shown under note
27.
16. Inventories
                                                        2012               2011
                                                       £'000              £'000
Coal
Washed                                                 1,165                284
Run of mine                                              365                440
Work in progress                                         290                432
Other                                                     56                 50
                                                       1,876              1,206

17. Trade and other receivables

                                                        2012               2011
                                                       £'000              £'000
Amounts falling due within
one year:
Trade receivables                                      5,089              5,818
Amount owed by joint                                   2,000                  -
venture
Other receivables                                        315                130
Prepayments and accrued                                  200                119
income
                                                       7,604              6,067

18. Held for trading investments

                                                           2012            2011
                                                          £'000           £'000
Market value of Listed
Investments:
Listed in Great Britain                                     731             657
Listed outside Great Britain                                 56              73
                                                            787             730
Original cost of Listed                                     749             749
Investments
                                                                               
Unrealised surplus/(deficit) of                              38           
(19)
market value over cost
19. Trade and other payables
                                                          2012             2011
                                                         £'000            £'000
Trade payables                                           4,824            4,313
Amounts owed to joint                                    1,205            1,205
ventures
Other payables                                             545              528
Accruals and deferred income                             2,644            2,544
                                                         9,218            8,590

20. Financial liabilities - borrowings

                                             Current              Non-current
                                   2012         2011         2012          2011
                                  £'000        £'000        £'000         £'000
                                                                               
Bank overdraft (secured)          1,084        2,927            -          
  -
Bank loan (secured)               5,102        5,230           86            86
                                  6,186        8,157           86            86
                                                             2012          2011
                                                            £'000         £'000
                                                                               
Bank overdraft and loan
instalments by reference
to the balance sheet date:                                                 
Within one year                                             6,186         8,157
From one to two years                                           -            86
From two to five years                                         86             -
                                                            6,272         8,243
Bank overdraft and loan
analysis by origin:
United Kingdom                                              5,145         5,000
Southern Africa                                             1,127         3,243
                                                            6,272         8,243
The United Kingdom bank loans and overdraft are secured by way of a first
charge over the investment properties in the UK which are included in the
financial statements at a value of £11,612,000. The South African bank loans
are secured by way of a first charge over specific pieces of mining equipment,
inventory and the debtors of the relevant company which holds the loan which
are included in the financial statements at a value of £8,505,000.
Consistent with others in the mining and property industry, the group monitors
its capital by its gearing levels. This is calculated as the net debt (loans
less cash and cash equivalents) as a percentage of the equity. During 2012 this
increased to 25.8% (2011: 25.1%) which was calculated as follows:
                                                             2012          2011
                                                            £'000         £'000
Total debt                                                  6,272         8,243
Less cash and cash                                        (1,802)       (4,041)
equivalents
Net debt                                                    4,470         4,202
Total equity                                               17,315        16,773
Gearing                                                     25.8%         25.1%

21. Provision for rehabilitation

                                                             2012          2011
                                                            £'000         £'000
As at 1 January                                               965         1,025
Exchange adjustment                                          (87)         (184)
Additions                                                     111           124
As at 31 December                                             989           965
22. Financial instruments
Treasury policy
The group enters into derivative transactions such as interest rate swaps and
forward exchange contracts as necessary in order to help manage the financial
risks arising from the group's activities. The main risks arising from the
group's financing structure are interest rate risk, liquidity risk, market
risk, credit risk, currency risk and commodity price risk. There have been no
changes during the year of the main risks arising from the group's finance
structure. The policies for managing each of these risks and the principal
effects of these policies on the results are summarised below.

Interest rate risk

Interest rate risk is the risk that the value of a financial instrument or
cashflows associated with the instrument will fluctuate due to changes in
market interest rates. Interest rate risk arises from interest bearing
financial assets and liabilities that the group uses. Treasury activities take
place under procedures and policies approved and monitored by the Board to
minimise the financial risk faced by the group. Interest bearing assets
comprise cash and cash equivalents which are considered to be short-term liquid
assets and loans to joint ventures. Interest bearing borrowings comprise bank
loans, bank overdrafts and variable rate finance lease obligations. The rates
of interest vary based on LIBOR in the UK and PRIME in South Africa.
As at 31 December 2012, with other variables unchanged, a 1% increase or
decrease in interest rates, on investments and borrowings whose interest rates
are not fixed, would respectively decrease or increase the loss for the year by
£19,000 (2011: £28,000). The effect on equity of this change would be an
equivalent decrease or increase for the year of £19,000 (2011: £28,000).

Liquidity risk

The group's policy is to minimise refinancing risk. Efficient treasury
management and strict credit control minimise the costs and risks associated
with this policy which ensures that funds are available to meet commitments as
they fall due. As at year end the group held borrowing facilities in the UK in
Bisichi Mining Plc and in South Africa in Black Wattle Colliery (Pty) Ltd.
The following table sets out the maturity profile of the financial liabilities
as at 31 December:
                                                             2012          2011
                                                            £'000         £'000
Within one year                                            15,239        16,578
From one to two years                                          13           185
From two to five years                                        123            37
Beyond five years                                             139            73
                                                           15,514        16,873
In South Africa, a structured trade finance facility of R60million (South
African Rand) was signed by Black Wattle Colliery (pty) Limited in March 2010
with Absa Bank Limited, a South African subsidiary of Barclays Bank PLC. The
facility is renewed annually and is secured against inventory, debtors and cash
that are held by Black Wattle Colliery (pty) Limited. This facility comprises
of a R40million revolving loan to cover the working capital requirements of the
group's South African operations, and a R20million loan facility to cover
guarantee requirements related to the group's South African mining operations.
The facility is renewed on an annual basis.
In the UK, a term loan facility of £5million and an overdraft facility of £
2million were signed by Bisichi Mining Plc in March 2010 with Royal Bank of
Scotland. This facility is secured against the group's UK retail property
portfolio. At 31 December 2012 the group was within its bank borrowing
facilities and had not breached any of its covenants. The group is working with
the bank on the renewal of the current banking facilities and the bank has
agreed to an extension, in principle, of the existing facilities to the 30 June
2013 from its original expiry date of 31 December 2012, whilst the discussions
are on-going and the new facility is documented.

Credit risk

The group is exposed to credit risk on its cash and cash equivalents, trade and
other receivables and amounts owed by joint ventures as per the balance sheet.
At the balance sheet date there was no significant concentration of credit
risk. The maximum exposure to credit risk is represented by the carrying amount
of each financial asset in the balance sheet which at year end amounted to £
10,323,000 (2011: £9,989,000).
Trade debtor's credit ratings are reviewed regularly. The group only deposits
surplus cash with well-established financial institutions of high quality
credit standing. As at year end the amount of trade receivables held past due
date was £147,000 (2011: £313,000). The amount of trade receivables held past
due date has subsequently been settled.

Financial assets maturity

On 31 December 2012, cash at bank and in hand amounted to £1,802,000 (2011: £
4,041,000) which is invested in short term bank deposits maturing within one
year bearing interest at the bank's variable rates. Cash and cash equivalents
all have a maturity of less than 3 months.

Total financial assets and liabilities

The group's financial assets and liabilities are as follows, representing both the fair value and the carrying value:

                          Loans and   Financial   Assets at    2012      2011
                        receivables Liabilities  fair value
                                    measured at     through   £'000     £'000
                              £'000   amortised  profit and
                                           cost  loss £'000
                                          £'000
Cash and cash                 1,802           -           -   1,802     4,041
equivalents
Investments held                  -           -         787     787       730
for trading
Other Investments                 -           -         131     131       148
Trade and other               8,521           -           -   8,521     5,948
receivables
Bank Borrowings                   -     (6,272)           - (6,272)   (8,243)
Finance leases                    -       (202)           -   (202)     (222)
Other Liabilities                 -     (9,040)           - (9,040)   (8,407)
                             10,323    (15,514)         918 (4,273)   (6,005)
Investments held for trading fall under level 1 of the fair value hierarchy
into which fair value measurements are recognised in accordance with the levels
set out in IFRS 7. Other investments are held at cost. The directors are of the
opinion that the difference in value between cost and fair value of other
investments is not significant or material. The comparative figures for 2011
fall under the same category of financial instrument as 2012.

Commodity price risk

Commodity price risk is the risk that the group's future earnings will be
adversely impacted by changes in the market of commodities. The group is
exposed to commodity price risk as its future revenues will be derived based on
a contract with a physical off-take partner at prices that will be determined
by reference to market prices of coal at the delivery date.

From time to time the group may manage its exposure to commodity price risk by entering into forward sales contracts with the goal of preserving future revenue streams.

Foreign exchange risk

All trading is undertaken in the local currencies. Funding is also in local
currencies other than inter-company investments
and loans and it is not the group's policy to obtain forward contracts to
mitigate foreign exchange risk on these amounts. During 2012 and 2011 the group
did not hedge its exposure of foreign investments held in foreign currencies.

The table below shows the currency profiles of cash and cash equivalents:

                                                             2012          2011
                                                            £'000         £'000
Sterling                                                      131         2,152
South African Rand                                          1,527         1,737
US Dollar                                                     144           152
                                                            1,802         4,041

Cash and cash equivalents earn interest at rates based on LIBOR in Sterling and Prime in Rand.

The tables below shows the currency profiles of net monetary assets and liabilities by functional currency of the group:

2012:
                                                           Sterling       South
                                                                        African
                                                              £'000       Rands
                                                                          £'000
Sterling                                                    (4,187)           -
South African Rand                                            1,054     (1,296)
US Dollar                                                       157           -
                                                            (2,976)     (1,296)
2011:
                                                           Sterling       South
                                                                        African
                                                              £'000       Rands
                                                                          £'000
Sterling                                                    (4,461)           -
South African Rand                                            1,172     (2,888)
US Dollar                                                       172           -
                                                            (3,117)     (2,888)
The directors consider there to be no significant risk from exchange rate
movements of foreign currencies against the functional currencies of the
reporting companies within the group. As such no sensitivity analysis is
prepared.
23. Deferred taxation
                                                             2012          2011
                                                            £'000         £'000
Balance at 1 January                                        1,881         2,340
Recognised in income                                          643         (572)
Reallocated                                                     -           291
Exchange adjustment                                          (87)         (178)
                                                            2,437         1,881
The deferred tax balance
comprises the following:
Revaluation of properties                                     895         1,089
Capital allowances                                          1,312           678
Short-term timing                                             230           114
differences
                                                            2,437         1,881
24. Share capital
                                                             2012          2011
                                                            £'000         £'000
Authorised:                                                 1,300         1,300
13,000,000 ordinary shares
of 10p each
Allotted and fully paid:                                    1,056         1,056
10,556,839 (2011:
10,556,839) ordinary
shares
25. Other reserves
                                                            2012          2011
                                                           £'000         £'000
Equity share options                                         442           414
Net premium on share                                          86            86
capital in joint
venture
                                                             528           500
26. Share based payments
Details of the share option scheme are shown in the Directors' remuneration
report on page 28 and 29 under the heading Share option schemes which is within
the audited part of this report. Further details of the share option schemes
are set out below.

The Bisichi Mining PLC Unapproved Option Schemes:

Year of      Subscription      Period within   Number of   Number of    Number of
grant           price per      which options   share for       share        share
                    share                          which     options
                                 exercisable     options     issued/    for which
                                             outstanding  exercised/      options
                                                   at 31 (cancelled)
                                                December during year  outstanding
                                                    2011                       at
                                                                      31 December
                                                                             2012
2002                34.0p     Sep 2005 - Sep     313,000   (313,000)            -
                                        2012
2004               149.0p     Sep 2007 - Sep      80,000           -       80,000
                                        2014
2006               237.5p     Oct 2009 - Oct     325,000           -      325,000
                                        2016
2010               202.5p     Aug 2013 - Aug      80,000           -       80,000
                                        2020
2012                34.0p     Oct 2012 - Sep           -     233,000      233,000
                                        2022
The exercise of options under the Unapproved Share Option Schemes, for certain
option issues, is subject to the satisfaction of objective performance
conditions specified by the remuneration committee, which will conform to
institutional shareholder guidelines and best practice provisions in force from
time to time. The performance conditions for the 2004 and 2010 scheme, agreed
by members on 23 June 2005 and 31 August 2010 respectively, requires growth in
net assets over a three year period to exceed the growth of the retail prices
index by a scale of percentages. There are no performance conditions attached
to the other schemes.

The 2012 options were valued at £212,000 at date of grant using the Black-Scholes-Merton model with the following assumptions:

Expected volatility 38.83%
Expected life 4.00 Years
Risk free rate 0.50 %
Expected dividends 3.48 %
Expected volatility was determined by reference to the historical volatility of
the share price over a period commensurate with the option's expected life. The
expected life used in the model is based on the risk-averse balance likely to
be
required by the option holders.
                                   2012         2012         2011          2011
                                 Number     Weighted       Number      Weighted
                                             average                    average
                                            Exercise                   Exercise
                                               price                      price
Outstanding at 1 January        798,000       145.2p      798,000        145.2p
Granted during year             233,000        34.0p            -             -
Cancelled during the year     (233,000)        34.0p            -             -
Exercised During the year      (80,000)        34.0p            -             -
Outstanding at 31 December      718,000       157.6p      798,000        145.2p
Exercisable at 31 December      638,000       152.0p      718,000        138.9p
27. Non-controlling Interest
                                                            2012           2011
                                                           £'000          £'000
As at 1 January                                              231            394
Share of profit/(loss) for the year                          245          (102)
Exchange adjustment                                         (32)           (61)
As at 31 December                                            444            231
The non-controlling interest relates to the disposal of a 37.5% shareholding in
Black Wattle Colliery (pty) Ltd in 2010. The total issued share capital in
Black Wattle Colliery (pty) Ltd was increased from 136 shares to 1000 shares at
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 a total 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) Ltd

- Bisichi Mining (Exploration) Limited is a wholly owned subsidiary of Bisichi Mining PLC incorporated in England and Wales.

- Vunani Mining (pty) Ltd is a South African Black Economic Empowerment company and minority shareholder in Black Wattle Colliery (pty) Ltd.

The "A" shares rank pari passu with the ordinary shares save that they will
have no dividend rights until such time as the dividends paid by Black Wattle
Colliery (pty) Ltd on the ordinary shares subsequent to 30 October 2008 will
equate to R832,075,000.
A non-controlling interest of 15% in Black Wattle Colliery (pty) Ltd is
recognised for all profits distributable to the 110 ordinary shares held by
Vunani Mining (pty) Ltd from the date of issue of the shares (18 October 2010).
An additional non-controlling interest will be recognised for all profits
distributable to the 265 "A" shares held by Vunani Mining (pty) Ltd after such
time as the profits available for distribution, in Black Wattle Colliery (pty)
Ltd, before any payment of dividends after 30 October 2008, exceeds
R832,075,000.

28. Related Party Transactions

                                                  At 31              During the
                                               December                    year
                                    Amounts     Amounts       Costs   Cash paid
                                       owed        owed   recharged        (to)
                                 to related  by related   (to) / by        / by
                                                            related     related
                                      party       party
                                                              party       party
                                      £'000       £'000
                                                              £'000       £'000
Related party:
London & Associated Properties            6           -         172       (533)
PLC (note (a))
Langney Shopping Centre Unit              -        (15)           -          64
Trust (note (b))
Dragon Retail Properties              1,205     (2,000)       (145)     (1,855)
Limited (note (c))
Ezimbokodweni Mining (pty)                -     (1,117)        (14)           -
Limited (note (d))
As at 31 December 2012                1,211     (3,132)          13     (2,324)
London & Associated Properties          367           -         275       (234)
PLC (note (a))
Langney Shopping Centre Unit              -        (15)        (21)           6
Trust (note (b))
Dragon Retail Properties              1,205           -        (42)          42
Limited (note (c))
Ezimbokodweni Mining (pty)                -     (1,103)         100 -
Limited (note (d))
As at 31 December 2011                1,572     (1,118)         312       (186)

London & Associated Properties PLC is a substantial shareholder.

Langney Shopping Centre Unit Trust and Dragon Retail Properties Limited are joint ventures and are treated as non-current asset investments.

Ezimbokodweni Mining (pty) Limited is a joint venture and is treated as a non-current asset investment.

(a) London & Associated Properties PLC

Property management, office premises, general management, accounting and administration services are provided for Bisichi Mining PLC and its UK subsidiaries.

(b) Langney Shopping Centre Unit Trust

Langney Shopping Centre Unit Trust is an unlisted property unit trust incorporated in Jersey.

(c) Dragon Retail Properties Limited

Dragon Retail Properties Limited ("Dragon") is owned equally by the company and
London & Associated Properties PLC. During the year the company lent £2million
to Dragon at 6.875 per cent annual interest.

(d) Ezimbokodweni Mining (pty) Limited

Ezimbokodweni Mining is a prospective coal production company based in South Africa.

Details of key management personnel compensation and interest in share options
are shown in the Directors' Remuneration Report on pages 28 to 29 under the
headings Directors' remuneration, Pension schemes and incentives and Share
option schemes which is within the audited part of this report. The total
employers' national insurance paid in relation to the remuneration of key
management was £108,000. A loan has been made to one of the directors, Mr A R
Heller, for £116,000. This loan is subject to shareholder approval. Details of
loans to directors can also be found in the Directors' Report on page 24.
29. Employees
                                                           2012            2011
                                                         Number          Number
                                                                               
The average weekly numbers of employees of the
group during the year were as follows:                                     
Production                                                  218             229
Administration                                               19              18
                                                            237             247
                                                          £'000           £'000
                                                                               
Staff costs during the year were as follows:                               
Salaries                                                  5,607           5,485
Social security costs                                       129             117
Pension costs                                               236             255
Share based payments                                         28              15
                                                          6,000           5,872
30. Capital commitments
                                                           2012            2011
                                                          £'000           £'000
                                                                               
Commitments for capital expenditure approved                507            

558

but not contracted for at the year end
Share of commitment of capital expenditure in             1,829            

-

joint venture                                                              

31. Head lease commitments and future property lease rentals

Present value of head leases on properties

                       Minimum lease payments          Present value of
                                                    minimum lease payments
                              2012         2011            2012            2011
                             £'000        £'000           £'000           £'000
Within one year                 13           13              13              13
Second to fifth year            50           53              47              50
After five years             1,527        1,627             142             159
                             1,590        1,693             202             222
Discounting                (1,388)      (1,471)               -               -
adjustment
Present value                  202          222             202             222
Finance lease liabilities are in respect of leased investment property. Many of
the leases provide for contingent rents in addition to the rents above which
are a proportion of rental income. Finance lease liabilities are effectively
secured as the rights to the leased asset revert to the lessor in event of
default.
The group leases out its investment properties under operating leases. The
future aggregate minimum rentals receivable under non-cancellable operating
leases are as follows:
                                                            2012           2011
                                                           £'000          £'000
Within one year                                              847            902
Second to fifth year                                       2,718          2,669
After five years                                          10,332         10,169
                                                          13,897         13,740
32. Contingent liabilities
Bank guarantees have been issued by the bankers of Black Wattle Colliery (pty)
Limited on behalf of the company to third parties. The guarantees are secured
against the assets of the company and have been issued in respect of the
following:
                                                            2012           2011
                                                           £'000          £'000
Rail siding                                                   78              2
Rehabilitation of mining land                              1,454          1,599
Water & electricity                                           68             74

Company Registration No. 112155

COMPANY BALANCE SHEET
at 31 December 2012
                                                               2012        2011
                                                   Notes      £'000       £'000
Fixed assets
Tangible assets                                       34     11,614      12,075
Investment in joint ventures                          35      1,734       1,734
Other investments                                     35      1,686       1,698
                                                                               
Debtors - amounts due in more than one year           36      1,055        
  -
                                                             16,089      15,507
Current assets
Debtors - amounts due within one year                 36      3,436       2,584
Bank balances                                                 1,136       3,237
                                                              4,572       5,821
Creditors - amounts falling due within one year       37    (7,287)     (7,394)
Net current liabilities                                     (2,715)     (1,573)
Total assets less current liabilities                        13,374      

13,934

Creditors - amounts falling due in more than one 37 (86)

-

year - medium term bank loan
Provision for liabilities and charges                 38       (40)        
  -
Net assets                                                   13,248      13,934
Capital and reserves
Called up share capital                               24      1,056       1,056
Share premium account                                 39        169         169
Revaluation reserve                                   39      5,685       6,141
Other reserves                                        39        443         415
Retained earnings                                     39      5,895       6,153
Shareholders' funds                                          13,248      13,934

The company financial statements were approved and authorised for issue by the board of directors on 18 April 2013 and signed on its behalf by:

A R Heller G J Casey
Director Director
COMPANY ACCOUNTING POLICIES

for the year ended 31 December 2012

The following are the main accounting policies of the company:

Accounting convention

The financial statements have been prepared under the historical cost convention, as modified by the revaluation of investment properties, and in accordance with applicable UK Generally Accepted Accounting Practice.

Dividends received

Dividends are credited to the profit and loss account when received.

Depreciation

Provision for depreciation on tangible fixed assets is made in equal annual instalments to write each item off over its useful life. The rates generally used are:

Motor vehicles 25 - 33 per cent

Office equipment 10 - 33 per cent

Foreign currencies

Monetary assets and liabilities expressed in foreign currencies have been translated at the rates of exchange ruling at the balance sheet date. All exchange differences are taken to the profit and loss account.

Investment properties

The investment property portfolio is included in the financial statements at
open market valuation. An external professional valuation is carried out
annually by professional external surveyors. Surpluses and deficits arising on
valuations are taken direct to the revaluation reserve. No depreciation or
amortisation is provided in respect of freehold and leasehold investment
properties. The directors consider that this accounting policy, which is not in
accordance with the Companies Act 2006, results in the accounts giving a true
and fair view. Depreciation or amortisation is only one of many factors
reflected in the valuation and the amount which might otherwise have been shown
cannot be separately identified or quantified.

Investments

Investments of the company are stated in the balance sheet as fixed assets at cost less provisions for impairment.

Financial Instruments

Bank loans and overdrafts

Bank loans and overdrafts are included in creditors on the company balance sheet net of the unamortised cost of financing.

Interest payable on those facilities is expensed as a finance cost in the period to which it relates.

Interest rate derivatives

The company uses derivative financial instruments to manage the interest rate
risk associated with the financing of the group's business. No trading in such
financial instruments is undertaken.

Debtors

Amounts due from subsidiary undertakings are held at present value where the
interest that would be recognised from discounting future cash payments is
considered to be material. Other debtors do not carry interest and are stated
at their nominal value as reduced by appropriate allowances for estimated
recoverable amounts.

Creditors

Creditors are not interest bearing and are stated at their nominal value.

Joint Ventures

Investments in joint ventures, being those entities over whose activities the
group has joint control as established by contractual agreement, are included
at cost, less impairment.
Deferred taxation
As required by FRS 19 "Deferred Tax", full provision is made for deferred tax
arising from all timing differences between the recognition of gains and losses
in the financial statements and recognition in the tax computation, except for
those timing differences in respect of which the standard specifies that
deferred tax should not be recognised. Deferred tax assets and liabilities are
calculated at the tax rates expected to be effective at the time the timing
differences are expected to reverse.

Leased Assets and Obligations

All leases are "Operating Leases" and the annual rentals are charged to the
profit and loss account on a straight line basis over the lease term. Rent free
periods or other incentives received for entering into a lease are accounted
for over the period of the lease so as to spread the benefit received over
the
lease term.
Pensions

The company makes contributions to a money purchase scheme and the costs are charged to the profit and loss account in the period to which they relate.

Share based remuneration

The company operates a share option scheme. The fair value of the share option
scheme is determined at the date of grant. This fair value is then expensed on
a straight-line basis over the vesting period, based on an estimate of the
number of shares that will eventually vest. The fair value of options granted
is calculated using a binomial model or Black-Scholes-Merton model. Details of
the share options in issue are disclosed in the Directors' Remuneration Report
on pages 28 and 29 under the heading Share option schemes which is within the
audited part of this report.

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

For the year ended 31 December 2012

33. Dividends

The aggregate amount of dividends comprises:

                                                                 2012      2011
                                                                £'000     £'000
                                                                               

Final dividends in respect of prior year but not recognised 422 418 as liabilities in that year:

The aggregate amount of dividends to be paid and not recognised as liabilities as at year end is £422,000 (2011: £422,000).

34. Tangible fixed assets
                                  Investment properties
                               Freehold      Long     Motor    Office     Total
                                  £'000 Leasehold  Vehicles Equipment     £'000
                                            £'000     £'000     £'000
Cost or valuation at 1            9,118     2,950        48        52    12,168
January 2012
Additions                             -         -         -         1         1
Revaluation                       (229)     (227)         -         -     (456)
Cost or valuation at 31           8,889     2,723        48        53    11,713
December 2012
At valuation                      8,889     2,723         -         -    11,612
At cost                               -         -        48        53       101
                                  8,889     2,723        48        53    11,713
Accumulated depreciation              -         -        47        46        93
at 1 January 2012
Charge for the year                   -         -         1         5         6
Accumulated depreciation              -         -        48        51        99
at 31 December 2012
Net book value at 31 December     8,889     2,723         -         2    11,614
2012
                                                                               

Net book value at 31 December 9,118 2,950 1 6 12,075 2011

Details of historical cost of investment properties are shown in note 10.

35. Investments
                                 Joint    Subsidiaries
                              ventures
                                Shares   Shares     Loans       Other     Total
                                                          Investments
                                 £'000    £'000     £'000       £'000     £'000
Cost at 1 January 2012           1,734      361     1,320         300     1,981
Drawn in year                        -        -         5           -         5
Transfer                             -        -         -       (300)     (300)
Cost at 31 December 2012         1,734      361     1,325           -     1,686
Provision for impairment
As at 1 January                      -        -         -       (283)     (283)
Transfer                             -        -         -         283       283
As at 31 December 2012               -        -         -           -         -
Net book value at 31 December    1,734      361     1,325           -     1,686
2012
                                                                               

Net book value at 31 December 1,734 361 1,320 17 1,698 2011

Other investments comprise £nil (2011: £17,000) shares.

Investments in subsidiaries are detailed in note 15. In the opinion of the directors the aggregate value of the investment in subsidiaries is not less than the amount shown in these financial statements.

36. Debtors
                                                     2012                  2011
                                                    £'000                 £'000
Amounts due within one year:
Amounts due from subsidiary undertakings              928                 2,322
Tax recoverable                                         -                    21
Other debtors                                         309                   128
Joint venture                                        2000                     -
                                                                               
Prepayments and accrued income                        199                  
113
                                                    3,436                 2,584
Amounts due in more than one year:
Amounts due from subsidiary                      1,055                     
-
undertakings
37. Creditors
                                                     2012                  2011
                                                    £'000                 £'000
                                                                               
Amounts falling due within one year:                                       
Bank overdraft (secured)                               59                     -
Bank loan (secured)                                 5,000                 5,000
Joint venture                                        1205                 1,205
Current taxation                                        2                     -
                                                                               
Other taxation and social security                     86                  
 96
Other creditors                                       233                   246
Accruals and deferred income                          702                   847
                                                    7,287                 7,394
Amounts falling due in more than one                                       
year:
Bank loan (secured)                                 86                      -
                             2012      2011
                            £'000     £'000
Bank and other loan
instalments by reference
to the balance sheet date:
Within one year              5000      5000
From one to two years           -         -
From two to five years         86         -
                            5,086     5,000

The bank loan of the company is secured by a charge over freehold and long leasehold properties.

38. Provisions for liabilities

Deferred taxation
Balance at 1 January                                   -                      -
Provision                                             40                      -
                                                      40                      -

No provision has been made for the approximate taxation liability at 24.5% (2011: 26.5%) of £895,000 (2011: £1,086,000) which would arise if the investment properties were sold at the stated valuation.

39. Share Capital & Reserves

                       Share    Share Revaluation    Other Retained Shareholders
                     Capital  premium     reserve  reserve earnings        funds
                       £'000    £'000       £'000    £'000    £'000        £'000
Balance at 1 January   1,056      169       6,141      415    6,153       13,934
2012
Dividend paid              -        -           -        -    (422)        (422)
Revaluation of             -        -       (456)        -        -        (456)
investment property
Share options              -        -           -       28        -           28
Retained profit for        -        -           -        -      164          164
the year
Balance at 31          1,056      169       5,685      443    5,895       13,248
December 2012

A profit and loss account for Bisichi Mining PLC has not been presented as permitted by Section 408(2) of the Companies Act 2006. The profit for the financial year, before dividends, was £164,000 (2011: £75,000)

Details of share capital are set out in note 24 and details of the share
options are shown in the Directors' Remuneration Report on page 28 under the
heading Share option schemes which is within the audited part of this report
and note 26.

40. Related party transactions

                                                  At 31     During the year
                                               December
                                            Amounts           Costs   Cash paid
                                            owed          recharged        (to)
                                             by related   (to) / by        / by
                                                  party     related     related
                                                                          party
                                                  £'000       party
                                                                          £'000
                                                              £'000
Related party:
                                                                               
Black Wattle Colliery (pty) Ltd                   (171)         107        
  -
(note (a))
                                                                               
Ninghi Marketing Limited (note                    (102)           -        
  -
(b))
As at 31 December 2012                            (273)         107           -
                                                                               
Black Wattle Colliery (pty) Ltd                   (300)       1,485        
654
(note (a))
                                                                               
Ninghi Marketing Limited (note                    (102)           -        
  -
(b))
As at 31 December 2011                            (402)       1,485         654

(a) Black Wattle Colliery (pty) Ltd

Black Wattle Colliery (pty) Ltd is a coal mining company based in South Africa.

(b) Ninghi Marketing Limited

Ninghi Marketing Limited is a dormant coal marketing company incorporated in England & Wales.

In addition to the above, the company has issued a company guarantee of R20,000,000 (2011: R20,000,000) (South African Rand) to the bankers of Black Wattle Colliery (pty) Ltd in order to cover bank guarantees issued to third parties in respect of the rehabilitation of mining land.

Under Financial Reporting Standard 8 Related Party Disclosures, the Company has
taken advantage of the exemption from disclosing transactions with other wholly
owned Group companies.

Details of other related party transactions are given in note 28 of the Group financial statements.

(Source: PR Newswire )
(Source: Quotemedia)

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