THE KZN GROWTH FUND TRUST Annual Performance Plan 2016/17
Transcription
THE KZN GROWTH FUND TRUST Annual Performance Plan 2016/17
THE KZN GROWTH FUND TRUST Annual Performance Plan 2016/17 FOREWORD The KZN Growth Fund (the Fund) (operated by the Trust) was established in 2008 as one of our key strategic initiatives to foster empowerment and economic growth in the KwaZulu-Natal Province (KZN – herein also referred to as “the Province”). The Fund was structured as a unique public-private partnership (PPP) between EDTEA, SBSA and DBSA until 31 March 2015. The main objective of the Fund is to finance medium to large projects that create jobs and accelerate the economic development of KwaZulu-Natal whilst at the same time promoting Broad-Based Black Economic Empowerment (B-BBEE) and reducing inequality. In order to improve the functioning of the Fund, we decided in December 2012, in consultation with the various stake holders, to restructure the operating model of the Fund into a streamlined, unitary structure reporting directly to the EDTEA. The new structure became effective in April 2014. The significantly improved financial performance for the 2014/15 financial year is a testament of the fruits and benefits of the restructuring process which became effective in 2014/15. The Fund has aligned its mandate, investment policy and service delivery plan to the Provincial Growth and Development Plan (PGDP). The Fund plays a pivotal role in providing finance to private sector projects that would create jobs and unlock economic potential. The Fund had to commit all of its capital (R787.5m) by August 2015, which was known as the availability period, and the EDTEA as well as the Trust had to ensure that post the availability period the Fund does not become just a collecting agency but also expands its business. As a result, an evolution strategy was approved that delivers a roadmap post the availability period. The evolution strategy which commenced implementation in the 2015/16 financial year, entails the Trust adopting an en-commandite partnership structure (also known as a limited liability partnership) as its new funding model. In order to migrate to this new model, the Fund needed to unencumber the assets of the Trust. This could only be done through exiting the current Lenders of the Trust (DBSA and SBSA) from the current structure. Hence, this necessitated the early cancellation of the Lenders’ respective commitments and settlements of their current exposure. Following the exit of the Lenders, the Trust currently offers both debt and equity products. The structural changes of the Fund are aimed at growing its asset base and increasing its positive impact on job creation, B-BBEE and reducing inequality. We believe that the mandate and strategies of the Trust reflect and encompass the current government policy priority objectives. The Department will continue to support and guide the Trust in all its future business undertakings to ensure its success. I would like to express my gratitude to the Lenders for partnering with the KZN government in the space of project finance. This is testimony that in order for us to unlock the full economic potential of our beautiful country, the public and private sector will have to join hands and work together. I look forward to working together with all the stakeholders and partners to transform the Province into a sustainable and liveable province. We hereby endorse the KZN Growth Fund Trust’s strategy and delivery targets as contained in the 2016/17 Annual Performance Plan. 2|Page It is hereby certified that this Annual Performance Plan: Was developed by the management of KZN Growth Fund Trust under the guidance of the Board of Trustees Was prepared in line with the current corporate plan of the KZN Growth Fund Trust Accurately reflects the performance targets which KZN Growth Fund will endeavour to achieve given the resources made available in the budget for the 2016/17 financial year and within the constraints and opportunities of the market conditions. Mr. I Abdoola Chief Financial Officer (CFO) Signature: ________________________ Mr. MSA Badurally Adam Chief Executive Officer (CEO) Signature: ________________________ Ms. D Hlatshwayo On behalf of the Accounting Authority Signature: _______________________ 3|Page Table of Contents PART A: STRATEGIC OVERVIEW 5 1. OVERVIEW OF THE KZN GROWTH FUND TRUST 5 2. ORGANISATIONAL ANALYSIS 7 3. GOVERNANCE STRUCTURES AND LEGISLATIVE MANDATES 15 4. OVERVIEW OF 2015/16 BUDGET AND EXPENDITURE ESTIMATES 17 PART B: PROGRAMME AND SUB-PROGRAMME PLANS 20 5. PROGRAMME STRUCTURE 20 6. PROGRAMME 2 – PROJECT FINANCE 25 PART C: LINKS TO OTHER PLANS 33 7. 33 Alignment to Provincial Growth and Development Strategy (PGDS) ANNEXURE D: 35 8. Vision, Mission, Mandate and Values 34 9. Strategic Goals 34 10. Strategic Objectives 34 11. Strategic Planning Process 35 12. SWOT Analysis 36 13. Strategic Risk Analysis 37 4|Page PART A: STRATEGIC OVERVIEW 1. OVERVIEW OF THE KZN GROWTH FUND TRUST The KwaZulu-Natal Growth Fund Trust (KGFT – referred herein as the “Trust”) was set up in 2008 as an initiative of the KZN Government’s Department of Economic Development, Tourism and Environmental Affairs (EDTEA) to administer the KZN Growth Fund (“KGF Debt Fund 1”). The Fund was set up as a 15 year R1,087.5bn closed debt fund with a commitment period of 6 years, structured as a unique public-private partnership between the EDTEA (R362,5m), Standard Bank of South Africa (SBSA – R200m), Infrastructure Finance Corporation (INCA – R300m) and the Development Bank of Southern Africa (DBSA – R225m). The commitment period ended in August 2015. KGF Debt Fund 1, which became operational in 2009, financed medium to large scale sustainable private sector projects throughout the KwaZulu-Natal (“KZN”) province. The fund size reduced to R787.5m due to the exit of INCA from the fund in November 2013 because of a change in its business model. This initiative was a first in South Africa, aimed at creating sustainable economic development, job creation, broad based black economic empowerment (B-BBEE) and reducing inequality in KZN. The KGF Debt Fund 1 was a closed debt fund and in order to give effect to new funds and products (restricted under KGF Debt Fund 1), the Trust unencumbered its capital from the existing security in the KGF Debt Fund 1 by prepayment of the existing exposures and cancellation of all debt facilities on 31 March 2015. The Trust now caters for both a debt and an equity fund and is able to bring on board additional investors to participate in either. The evolution of KGFT over time has been characterised by a number of significant events that happened from the date of inception in 2009 to date, both from the governance structure and the funding model. Figure 1.1 below portrays a diagrammatic view of these events. GOVERNANCE STRUCTURE Figure 1.1: Evolution of KGFT PERIOD Complex Governance Structure - Ithala, KZN Growth Fund Managers Soc (Ltd) (KGFM) and KZN Growth Fund Trust (KGFT). Utitary governance structure. KGFT took over the operations of KGFM. Reduction in cost based and more competitive pricing resulted in increased number of projects financed. 09/10 10/11 11/12 12/13 13/14 14/15 Apr 2015 to Sep 2015 October 2015 FUNDING MODEL IMPLEMENTATION OF THE EVOLUTION STRATEGY Debt Fund 1 - PPP between lenders SBSA, DBSA & EDTEA - Fund size R787,5m - closed fund with 15 year life until 2024 and availability period until Aug 2015. Unencumbered the Trust by prepaying the Lenders. Trust's assets base of R1bn. En-commandite Partnership Funding Model: Debt Fund 2 and Equity Fund. 5|Page A brief explanation of the various periods of the evolution of the KGFT is presented below: 2009/10 – 2013/14 period: o KZN Growth Fund Trust (KGFT) was established in 2008 by KZN Provincial Government and became operational in 2009; o It was structured as a closed project finance debt fund with a 15 year life span until 2024; and o It was managed by the KZN Growth Fund Managers SOC Ltd (KGFM) – a subsidiary of Ithala Development Finance Corporation until March 2014. 2013/14 – 2014/15 period: o Restructured into a unitary governance structure from 1 April 2014; o KGFT took over the operations of the KGFM through a sale of business agreement; o The Trust developed and finalized an Evolution Strategy in February 2015; and o MEC for EDTEA approved the Evolution Strategy and the setting up of an Equity Fund in February 2015. 2015/16: o Implemented the Evolution Strategy and a more attractive funding model. o Unencumbered the assets of the Trust by prepaying the lenders and closed on Debt Fund 1 that was within a Public Private Partnership (PPP) arrangement; and o Set up Debt Fund 2, a new Equity Fund and a Guarantee Fund (for implementation in 2016/17). Significant progress in the implementation of the evolution strategy has been made in the 2015/16 financial year, and is outlined below. 6|Page 2. ORGANISATIONAL ANALYSIS 2.1. Situational Analysis This section provides an overview of the economic context within which the Trust conducts its business. 2.1.1. Global Economy The global economy is expected to expand 2.9 percent in 2016, up from 2.4 percent in 2015. This forecast by the World Bank is informed by four key optimistic assumptions for global growth: that commodity prices will stabilize after plummeting in 2015; continued gains in major high-income countries, a gradual tightening of financing conditions, and that the Chinese government will keep growth in the world's second-biggest economy from imploding as it manages a difficult transition away from fast but unsustainable growth based on excessive investment in factories and real estate in favour of a greater focus on consumption and services. The World Bank expects developing countries to collectively grow 4.8 percent, up from a six-year low 4.3 percent in 2015. China, the world's second-biggest economy, is expected to register 6.7 percent growth, down from 6.9 percent in 2015 and the slowest pace since 1990. The economic prospects of advanced economies appear to be brightening as the developing world struggles. The World Bank expects the U.S. economy to grow 2.7 percent this year, up from 2.5 percent in 2015 and the fastest pace since 2006. The 19-country eurozone economy is seen expanding 1.7 percent, up from 1.5 in 2015 and fastest since 2011. And the World Bank expects the Japanese economy, lifted by the Bank of Japan's easy-money policies, to grow 1.3 percent, up from 0.8 percent in 2015. The countries of sub-Saharan Africa are expected to grow 4.2 percent, up from 3.4 percent last year. But the World Bank expects wide disparities among African countries. South Africa, for instance, is forecast to grow just 1.4 percent, while Ethiopia is expected to expand 10.2 percent and Rwanda 7.6 percent. The forecasts are however subject to substantial downside risks, including a sharper-than-expected slowdown in major emerging and developing economies, financial market turmoil arising from a sudden increase in borrowing costs that could combine with deteriorating fundamentals, lingering vulnerabilities in some countries and heightened geopolitical tensions. 2.1.2. SA Economy South Africa’s growth prospects continue to deteriorate. A mix of adverse demand and supply-side factors are taking a toll on the economy’s performance and affecting its overall expansion potential. The mining and manufacturing sectors are under serious strain for various reasons, and their output levels are still below those achieved before the 2008 global financial crisis. Further, the agricultural sector has been severely affected by the worst drought in more than twenty years. The Mid-term Budget Policy Statement (MTBPS) delivered in October 2015 revised the GDP growth trajectory over the medium term to be more closely aligned with those of the South African Reserve Bank and Bloomberg median forecasts. The economy is forecast to grow 1.7 percent (previously 2.4 percent) in 2016 before rising to 2.6 percent in 2017. Growth forecasts for both household spending and gross fixed capital formation were also revised downwards. 7|Page Therefore the outlook for 2016 and 2017 is uncertain and economic activity will likely remain subdued. Expected increases in electricity supply from investments in generating capacity should raise supply only by 2017, easing constraints that have hindered production and increasing investor confidence. Also, strengthening growth in major trade partners, such as Europe and the United States, should reinforce export growth. Inflation is hovering around the upper end of the target band, driven by the depreciation of the rand and higher electricity and food prices. The Rand together with other emerging currencies have continued to take serious beating against major currencies. A weaker rand will see the cost of imported goods rise, leading to imported inflation. Households are likely to face numerous challenges in the form of higher debt financing costs and difficult access to credit, higher personal income tax and indirect taxes, rising electricity tariffs and lower rates of increase in disposable income. Low commodity prices and weak global demand will exert downward pressure on South Africa’s mineral exports. However, the balance of payments should continue to benefit from expected increases in exports due to a weaker Rand and, on the import front, from low crude oil prices. Hence, the current account deficit is projected to improve. For South Africa, implementing the National Development Plan and the Medium Term Strategic Framework, delivering social and economic programmes, reducing macroeconomic imbalances, and narrowing the budget deficit remain a key priorities. 2.1.3. KZN Economy The KwaZulu-Natal economy (“KZN or the Province”) is characterised by manufacturing, agriculture, transport and tourism. The provincial manufacturing sector is the second largest in the country, after Gauteng and is geared for export, with nearly a third of South Africa's manufactured exports being produced in the Province. Its diversified nature is significant in the KwaZulu-Natal's economic growth rate, and generates about 20% of provincial employment. As a result, deterioration in the performance of these sectors is immediately felt via slower provincial GDP growth, as was the case in 2015. With more than 90% of Africa’s imports and exports being conducted by sea, there is potential for further development of the maritime industry. The Port of Durban remains one of Africa’s most active general cargo ports. This port handles an average of 60% of South Africa’s cargo in comparison to other South African ports. The Richards Bay coal terminal is positioned as one of the world’s deep sea ports with an ability to handle large ships and large volumes. This port currently has the capacity to export 91 million tons of coal per year. Plans to increase the terminal’s capacity by another 19 million tons to 110 million tons augurs well for fixed capital formation in the province, job creation and economic development. Employment in the province, still falls short of the highest level of 2.584 million jobs recorded before the financial crisis of 2008/2009. In 2016, the general provincial economy’s performance, like in the past, is expected to follow that of the country. However, the Rand’s depreciation should continue to facilitate external market penetration by KZN export-oriented enterprises 8|Page 2.1.4. Implications for Business, Households and Infrastructure Investment Domestically, economic growth is expected to remain subdued due to unsatisfactory demand conditions, a weak Rand and unfavourable external conditions. Household consumption expenditure is slowing, government spending is being constrained by fiscal limitations and fixed investment activity is at low levels. Consumers are likely to cut back on spending in light of a worsening consumer environment, including higher interest rates, which will raise financial distress. Business enterprises that are reliant on household expenditure, are therefore faced with difficult trading conditions. In view of government’s commitment to reduce spending, businesses that are reliant on governmental procurement, may find it challenging to sustain sales. Declining infrastructure investment in real terms by state-owned enterprises could have adverse implications for various sub-sectors of the domestic economy. These could include construction companies, civil engineering contractors and various suppliers of materials, including cement, steel and chemicals, as well as machinery and equipment, among others. Prospects for private sector fixed investment in South Africa remain subdued as businesses have become very cautious in their investment plans. On the positive side, certain global and domestic factors could be beneficial for local business enterprises. The anticipated stronger growth momentum in the US and UK economies, should provide increased business opportunities for local enterprises. Further, the Rand’s depreciation should continue to facilitate external market penetration by export-oriented enterprises. Therefore, investments in new production capacity or in the expansion of existing capacity should be made to take advantage of potential opportunities ahead. These developments give development finance institutions such as KGFT a ray of hope to continue to deliver on their mandates of facilitating economic development and job creation and fighting poverty and inequality. 2.2. Review of 2015/16 Financial Year 2.2.1. Evolution Strategy KGFT commenced with the implementation of the evolution strategy post the approval from the MEC: EDTEA. The previous lenders facilities were early settled on 31 March 2015 thereby unencumbering Governments capital. This facilitated additional funds that were received and held in a warehousing capacity to be utilised in the expansion of products (equity, quasi-equity and guarantees) as envisaged in the evolution strategy. The Trust Deed, policies and governance related documents were successfully updated and approved during the period in order to facilitate the introduction of these products and the change in the funding model to an en-commandite partnership. Additionally, the evolution strategy was presented to the Provincial cabinet and the necessary support was obtained. Following the development of the Private Placement Memorandums (PPM) and appointment of external legal counsel for the development of partnership agreements and relevant opinions, the Trust commenced engaging potential funders as Limited Partners within the new funding model. During the period, the Trust commenced advanced discussions with a potential partner for the equity fund and the necessary due diligence processes has commenced on the fund. The outcome of these engagements are not known at the date of this report. The Trust has also applied for listing in terms of the Public Finance Management Act (PFMA) following the unencumbering of government capital. A Schedule 3D (Government Business enterprise) listing has been 9|Page applied for to assist with the funding model requirements being embarked on. The listing application has obtained the necessary support from EDTEA and Provincial Treasury. An initial response from National Treasury was received in December 2015 which noted areas to be addressed by EDTEA. The Board of Trustees are confident the listing process will be satisfactorily concluded in the 2016/17 financial year. 2.2.2. Projects The expanded product offering which includes equity finance has been able to unlock a wider range of projects in the province. Major achievements during the 2015/16 financial year include: A R118m approval for the development of a 70-bed and 3-theatre private hospital in Stanger. The project comprised of R70m in senior debt and R48m equity. An additional R100m approval and disbursement to Dark Fibre Africa to be used in its quest to lay further fibre cables to improve interconnectivity in South Africa; Reached financial close in the R63.4m facility to iDube Cold Storage for the development of a cold storage facility at the Dube Trade Port; Several other projects in need of more than R600m worth of KGFT funding are currently being assessed with a view for funding approval. These projects require either debt or equity funding. The Trust’s reputation and track record has been further supported by the maintenance of a 100% performing portfolio. The monitoring and aftercare of projects continue to be a focus area within the business. The experience of the projects team has been strengthened by the appointment of qualified employees with equity experience. Further, the relevant project and support team members have attended the necessary private equity training to assist with the requirements of servicing the expanded product offering and the new funding model being embarked on. 2.2.3. Guarantee Fund KGFT began the process of establishing a guarantee fund in order to address market failure in the issuance of construction performance guarantees to smaller BEE building contractors. The KGFT met with the market leaders in the guarantee space and with the Department of Public Works and explored ways in dealing with the operationalization of the guarantee fund. The Trust will seek to develop the Guarantee Fund policy and obtain necessary approval from the Board of Trustees and the MEC: EDTEA. It is envisaged that the KGFT will commence with the implementation of the Guarantee Fund during the 2016/17 financial year. 2.2.4. Financial Report The projected net asset value as at 31 March 2016 is estimated to amount to R1,103bn. This is made up of a total asset base of R1,108bn against total liabilities amounting to R0,004bn. KGFT is projecting a profit of R85.5m for the financial year ending 31 March 2016. The results reflect a positive variance of R83,4m when compared to the budget for the financial year. This is largely attributable to the interest income of R42m recognised on previous interest earned on other funding held in a warehousing capacity prior to the encumbering of funds as noted above. Additionally, the repayments received from borrowers, resulted in a positive variance in interest income of R38.7m. Operating expenses for the 2015/16 financial year is projected to be 13% under-spent against the budget. This was attributed to an underspending on new funding model set up costs, marketing, consulting fees and personnel costs savings from the vacant positions. 10 | P a g e The Trusts financial position remains sound with positive cash flows being generated from projects and surplus funds. All funds received from Government are utilised for capital for projects and are not used for funding of operating expenditure i.e. the Trust remains financially sustainable in the medium to long term. 2.3. Fund Size and Assets Allocation The Evolution Strategy had been designed to ensure the sustainability of the KGFT post the commitment period of the KGF Debt Fund 1 (August 2015) and to make room for the establishment of a structure that would enable the introduction of new funds and funding instruments like equity. In terms of its mandate, the KGFT now offers the following products: • Debt; • Equity; and • Guarantees. The Trust has assets under management or a capital base of R1bn as at 31 March 2016, excluding its cash on hand for operational expenditure. The Table 2.1 shows the Trust’s total assets under management and sources thereof. Table 2.1 Sources and Uses of Assets under Management Rmillion 2015/16 2016/17 2017/18 2018/19 2019/20 Source of Capital under management by KGFT Initial Capital contribution for Fund 1 Fund 2 Capital (as 2014/15) Capital injection by EDTEA - INCA repayment Annual EDTEA allocation * Capitalised Trust earnings 1,000.0 362.5 360.0 48.0 95.0 134.5 1,114.4 362.5 360.0 48.0 159.4 184.5 1,258.8 362.5 360.0 48.0 223.8 264.5 1,408.2 362.5 360.0 48.0 258.2 379.5 1,633.2 362.5 360.0 48.0 353.2 509.5 Asset Allocation of Capital under management Equity Fund Guarantee Fund Debt Fund 1,000.0 250.0 1,114.4 300.0 750.0 814.4 1,258.8 325.0 24.4 909.4 1,408.2 325.0 25.6 1,057.6 1,633.2 325.0 25.6 1,282.6 *The annual allocation from EDTEA is earmarked for project disbursements. Reduction in annual allocation from R95m to R64.4m - resulting in reduced contributions to the Equity Fund and delayed implementation of the Guarantee fund. The asset allocation for the Trust capital is done taking into account the long-term sustainability of the Trust and is reviewed regularly. All investment income of the funds (dividends and interest) may be utilised for the operational expenditure of the Trust. It is therefore imperative that the Funds have critical mass to support the operations of the KGFT. Equity as a portfolio tool is used to increase the return profile of the investment portfolio and gain capital growth above inflation whereas debt is used as income generative investment. Besides taking into account the different risk and return profiles of the assets classes, the Trust is cognisant of expected limited partners to come on-board in a partnership with the Trust for the Equity Fund. It is therefore important to allocate capital to these assets classes whereby the beneficiary’s capital can be leveraged by the limited partners’ commitments. For the 2016/17 financial year, the Trust has allocated the following amounts to the three asset classes, R795m to debt, R300m to Equity and R50m to Guarantees. 11 | P a g e Table 2.1 above shows the expected assets allocation of the Trust for the 2016/17 – 2019/20 period taking all considerations into account. 2.3.1. Funding Model As per the approved Evolution Strategy, the Trust is currently managing a Debt Fund and an Equity Fund. The Trust further intends on setting up a Guarantee fund. It is the intention of the Trust to run the Guarantee Fund off the balance sheet of the Trust along with the Debt Fund. Additional funds are however sought to accompany the Trust’s capital for the Equity Fund. The Trust has had a number of capital raising road shows in 2015/16 in order to attract investors (limited partners) into the Equity Fund. If an investor comes in, then an en-commandite partnership (also known as limited liability partnership) will be set up to manage the Equity Fund. However, until such time as an investor is found, the Equity investments will also be financed off the Trust’s balance sheet. In the event of the Trust being successful in attracting investors, the Trust intends to set-up an encommandite (or limited liability) partnership. The Trust will act as the “General Partner” (defined below) in an en-commandite partnership with the new investors (limited partners) being ‘silent’. In this structure, the Trust is given the fund management mandate by each partner to manage the funds and act on behalf of the partnership. This new funding model is presented in Figure 2.2 below and does not involve the creation of a new Trust or a new governance structure. The structure makes use of the existing Trust as well as the existing Board of Trustees and its Sub-Committees. Figure 2.2: Funding Model EDTEA KZN GROWTH FUND TRUST (GENERAL PARTNER & FUND MANAGER) INVESTORS Advisory Board GUARANTEE FUND KGF DEBT FUND 2 PROJECT PROJECT KGF EQUITY FUND PROJECT PROJECT An en-commandite partnership is an extraordinary partnership that differs from an ordinary partnership with regards to the partner’s liability to third parties for the partnership’s debts. The Trust’s overarching consideration in choosing this vehicle was that the Equity Fund should be established in accordance with the generally accepted structures and methods used internationally and in South Africa. The Trust also considered the need to have a simple and effective governance structure that is practical together with the need to minimise the operational expenses of both the existing Debt Fund and the Equity Fund. 12 | P a g e It is preferred that limited partners do not get actively involved in the day to day running of the partnership(s) they are party to. However, they may participate in an advisory committee (as shown in grey in Figure 3.3) which may consist of Trustees or their representatives, a representative of each investor in fund and some external persons. An advisory committee is not a governance body and does not get involved in the operations of the fund it oversees. It generally meets quarterly, with the primary functions being to: review issues related to conflicts of interests arising from time to time: approve the valuation methods for the fund’s current investments; and review, from time to time, the funds’ adherence to its investment objectives. It is envisaged that the partnership’s investment decisions will be taken by Investment Committee(s) at the General Partnership (KGFT) level. 2.3.2. Deal Approval Process In performing its mandate, the Trust is assisted by an Investment Committee (IC) which considers investment proposals presented by Executive Management, and recommends these to the Board of Trustees for approval. The IC also provides oversight of the post investment management of funded projects. The IC is guided by the Trust’s Investment, Credit and Loan Pricing policies which are regularly reviewed to ensure that they are appropriate and aligned to best industry practices. The IC is generally made up of academically qualified members with experience in banking, project finance, accounting and investment banking. Three of the IC members, including the Chairman, are appointed by the Trustees and two members are independent members. In line with the key governing policies, the Fund finances projects up to R200m. Projects requiring amounts over the upper limit are co-funded with other financial institutions. Due to legal and governance requirements dictating the structure of the Funds being managed by the Trust, the Trust makes provision for two ICs in the event that an en-commandite partnership structure is formed by the Trust as the General Partner. The delegation of authority will also be amended to reflect the final decision of approval to be that of the Investment Committee. The two ICs are critical to avoid conflicts of interest and independent decision making for the different funds being managed and conflicts arising when doing deals with different financing instruments being utilised e.g. Debt and Equity. 2.3.3. Project Disbursements and Pipeline The Trust has disbursed loans amounting to R452.8m from the Debt Fund year to date. It has approved projects requiring loans amounting to R133.4m for debt and R48.0m in equity during the 2015/16 financial year. It is currently appraising projects requiring debt loans amounting to R88.0m and equity investments of R30m. The fund has also developed a project pipeline in debt and equity with deals of circa R500m which it is currently appraising. The pipeline below in table 2.3 is a snapshot of projects that are currently being reviewed. Projects at due diligence stage were used to support the projections in the Fund Model for 2016/17 financial year. The Fund Model projections for future years are based on a typical pipeline, which may not be the exact same projects 13 | P a g e as presented below. The table further highlights the debt and equity transactions of the Investment Team to date together with the projects in various stages of the approval cycle. Table 2.3 Summary of the Debt and Equity transactions PROJECTS DISBURSED Dark Fibre Africa 2 Link Africa SA Shipyards Mpact Ltd APPROVED Cold Storage Private Hospital DUE DILIGENCE Packaging HealthCare Cookware PRE-ISR PIPELINE Radiology Construction Granite Coal terminal Private Hospital Mother & Child Private Hospital Coal power generation Footwear Private Hospital International School Automotive components PARKED Fresh Produce TOTAL DESCRIPTION Telecommunication Telecommunication Transport and Logistics Manufacturing Transport and Logistics Health Care Manufacturing Manufacturing Manufacturing Healthcare Manufacturing Mining & Beneficiation Transport & Logistics Healthcare Healthcare Power & Energy Manufacturing Healthcare Education Manufacturing Agro Processing Debt R’m Equity R’m 452.8 145.0 65.0 42.8 200.0 133.4 63.4 70.0 88.0 55.0 33.0 0.0 105.0 30.0 50.0 25.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 30.0 30.0 0.0 0.0 0.0 0.0 0.0 48.0 0.0 48.0 30.0 0.0 0.0 30.0 395.0 0.0 30.0 0.0 65.0 30.0 60.0 50.0 50.0 30.0 50.0 30.0 0.0 0.0 809.2 473.0 14 | P a g e 3. GOVERNANCE STRUCTURES AND LEGISLATIVE MANDATES 3.1. Governance Structure The KGF Debt Fund 1 was structured as a closed fund with an availability period until August 2015 to commit the capital and the debt facilities granted by the Lenders. Following the approval of the Evolution Strategy by the MEC, the Trust commenced with the implementation thereof by firstly unencumbering the capital which resulted in the Lenders being paid out in full on the 31 March 2015, 5 months prior to the end of the availability period of the first Debt Fund. By implementing the Evolution Strategy (since 1 April 2015), the Trust has now become a stand-alone entity which manages its own capital. Figure 3.1 shows the governance structure of the Trust from 1 April 2015. Figure 3.1 Governance Structure of the Trust from 1 April 2015 EDTEA Investment Committee KZN GROWTH FUND BOARD OF TRUSTEES Audit & Risk Committee HR & Remuneration Committee Chief Executive Officer Chief Financial Officer Chief Investment Officer Chief Risk Officer The Trust was formed and registered with the Master of the High Court in terms of the Trust Property Control Act, 57 of 1988. The Trust Deed is the founding document of the Trust. The Trust is the custodian of the Fund and its assets. The Trust Deed was amended and registered with the Master’s Office in October 2015 to cater for the lenders’ exit from the funding model and their subsequent rights. The Board has 7 (seven) Trustees which comprise of 6 (six) independent Trustees appointed by the MEC for EDTEA, and the Chief Executive Officer (CEO) who is a Trustee by virtue of his position as the CEO of the Trust. The Board of Trustees has 3 (three) sub-committees, namely, the Investment Committee (IC), the Audit and Risk Committee (ARC) and the Human Resources and Remuneration Committee (HR&REMCO). The CEO and his executive team run the day-to-day operation of the Trust. The team operates within the Delegation of Authority Framework as approved by the Board of Trustees. 3.2. Legislative and Other Mandates The Trust is established in terms of a Trust Deed which is legally governed by the Trust Property Control Act, 57 of 1998. KGFT strives for the overarching governance principles of accountability, fairness, transparency and responsibility. Historically, the entity was neither a Company nor a listed Public Entity in terms of the Public Finance Management Act, 1 of 1999 (PFMA). When the Debt Fund was set up in 2008, it was deemed not to be a PFMA entity by virtue of private sector lenders’ facilities being more than 50 per cent of the size of the Fund as well as the fact that some of the decisions at a governance level needed to be made through consultation between the lenders and government. 15 | P a g e However, the Board of Trustees elected to comply with the PFMA as a schedule 3D Public Entity (government business enterprise). In terms of the new funding model, the Trust will be deemed to be a PFMA entity and has therefore begun the process of listing as a public entity with National Treasury. KGFT endorses King III and has endeavoured to adhere to the recommendations thereof as far as possible. The Trust has a duty to take effective and active measures to be financially efficient, effective, transparent and economical. The PFMA and the prevailing Treasury Regulations regulate the Trust in terms of procurement, financial management, internal control, risk management, budgeting and reporting, board and audit committee structures and financing. A Schedule 3D public entity is also subject to the Preferential Procurement Policy Framework Act, 5 of 2000 and the Broad Based Black Economic Empowerment (B-BBEE) Act, 53 of 2003 which provides for the granting of preferences by public entities to previously disadvantaged individuals and to promote Black Economic Empowerment and SME development, respectively. In summary the critical legislations that govern the Trust are: • Trust Property Control Act, 57 of 1988; • Public Finance Management Act, 1 of 1999 • Preferential Procurement Policy Framework Act, 5 of 2000; • B-BBEE Act, 53 of 2003 • B-BBEE Codes of Good Practise; • Treasury Regulations, 2005; • King Report on Corporate Governance (King III); and • Financial Intelligence Centre Act (FICA). 16 | P a g e 4. OVERVIEW OF 2015/16 BUDGET AND EXPENDITURE ESTIMATES 4.1. Assumptions for financial projections The detailed assumptions used in the financial projections are given in Table 4.1 below. Table 4.1 Annual Budget Assumptions KEY ASSUMPTIONS ANNUAL COST ESCALATION Total Value of Fund 1 000 000 000 2016-17 5.90% - Fund I - Debt Fund 725 000 000 2017-18 5.60% - Fund II - Equity Fund 250 000 000 2018-19 5.50% 25 000 000 2019-20 5.50% Less: Committed Funds 586 219 000 2020-21 5.50% Total Uncommitted Value of Fund 413 781 000 - Fund III - Guarantee Fund Average Loan Value (Less 10% Equity) No. of Deals to Fully Commit the Fund Deal Conversion Ratio (On Pipeline) Total Deal Pipeline Required Deal Conversion Ratio (On Leads) Total Deal Leads Required 50 000 000 8 40% 20 25% 32 ACTUAL APPROVED DEBT PROJECTS ACTUAL APPROVED EQUITY PROJECTS FUND ALLOCATION AND SPLIT SA Shipyards 42 777 000 KwaDukuza Hospital 48 000 000 FYE Dark Fibre Africa 45 000 000 Projects Committed as at 31 March 2016 48 000 000 2015/16 725 000 000 250 000 000 25 000 000 1 000 000 000 Link Africa 65 000 000 2016/17 95 000 000 20 000 000 50 000 000 25 000 000 1 095 000 000 Mpact 200 000 000 2017/18 95 000 000 70 000 000 - 25 000 000 1 190 000 000 Projects Committed as at 31 March 2015 352 777 000 2018/19 95 000 000 70 000 000 - 25 000 000 1 285 000 000 Dark Fibre Africa 100 000 000 2019/20 95 000 000 95 000 000 - - 1 380 000 000 iDube cold storage 63 400 000 2020/21 95 000 000 95 000 000 - - 1 475 000 000 KwaDukuza Hospital 70 042 000 Projects Committed as at 31 March 2016 TRANSFER IN Balance C/F TOTAL DEBT EQUITY 1 075 000 000 300 000 000 GUARANTEE TOTAL 100 000 000 1 475 000 000 DEBT EQUITY 586 219 000 FEES PROPOSED DEBT PROJECTS PROPOSED EQUITY PROJECTS DESCRIPTION Project A 40 000 000 Project C 40 000 000 RAISING FEE 1.00% N/A Project B 40 000 000 Project D 40 000 000 COMMITMENT FEE INCOME 0.50% N/A 666 219 000 Project E 40 000 000 Projects Committed as at 31 March 2017 Project F 40 000 000 Projects Committed as at 31 March 2017 Project G 40 000 000 Project H 40 000 000 FYE Projects Committed as at 31 March 2018 168 000 000 DRAWDOWN SUMMARY DEBT EQUITY TOAL 746 219 000 Project I 40 000 000 2016/17 80 000 000 120 000 000 200 000 000 Project K 45 000 000 Project J 52 000 000 2017/18 80 000 000 132 000 000 212 000 000 Project L 45 000 000 Projects Committed as at 31 March 2018 300 000 000 2018/19 135 000 000 - 135 000 000 Project M 45 000 000 Nil 2019/20 100 000 000 - 100 000 000 2020/21 93 781 000 - Projects Committed as at 31 March 2019 Project N Project O Projects Committed as at 31 March 2020 881 219 000 Nil 50 000 000 Projects Committed as at 31 March 2020 981 219 000 50 000 000 Project Q 43 781 000 BOARD AND SUB COMMITTEE FEES Projects Committed as at 31 March 2019 50 000 000 Project P Projects Committed as at 31 March 2021 300 000 000 - TOTAL 488 781 000 252 000 000 93 781 000 740 781 000 300 000 000 Nil - Projects Committed as at 31 March 2021 300 000 000 1 075 000 000 Retainer No of Attendance No of meeting Fees/day members days Trust Total fees 1 610 076 Chairperson 238 501 24 607 18 1 681 427 Deputy Chairperson 119 251 15 819 14 1 340 717 51 443 9 554 10 4 587 932 Chairperson - 21 557 10 1 215 570 Member - 12 003 10 4 480 120 Chairperson - 21 557 5 1 107 785 Member - 12 003 5 2 120 030 Chairperson - 14 698 5 1 73 490 Member - 8 442 5 2 84 420 Member Investment Committee 695 690 Audit Committee 227 815 HR Committee 4.1.1. 157 910 Summary of assumptions as per Table 4.1 Income in the form of raising fees will be earned at 1% of the committed amount; Annual inflationary escalation (CPI%) for the financial years ending, 2016/17, 2017/18, 2018/19,2019/20 and 2020/21 will be, 5.9% , 5.6%, 5.5%, 5.5% and 5.5% respectively; Staff remuneration will increase annually at an anticipated blended rate of approximately 7% per annum. Additional increases in staff complement that may be required once a limited partner is identified has not be factored into the budget. 17 | P a g e 4.2. Anticipated Debt and Equity drawdowns have been forecast only to the extent of fully utilising the available facility. The assumption of further drawdowns will be limited to the annual R64.4m (for the first 3 years and R95m thereafter) allocation received from the EDTEA. The cash balances will therefore accumulate demonstrating the extent of potential future drawdowns in either Debt or Equity facilities. Expenditure is based on current overheads incurred over the five year budget period and is based on the assumption that the Equity Fund will be operational during this period; and Fund Management income that will be earned once the Trust performs the function of “Fund Manager” for funds under management in the en-commandite partnership has not been budgeted due to the uncertainty of the value of the fund. Summary by programme and economic classification A summary of payments and budgeted estimates by programme and economic classification for the Fund, for the period 2012/13 to 2020/21 are detailed below in Tables 4.2. The detailed analysis of the summary of payments and estimates by economic classification is presented in Table 4.3 below. Table 4.2 Summary of payments and estimates by programme Audited Outcome Rands Financial Administration Project Investments Total Payments Revenue Net Surplus 2012/13 2013/14 2014/15 33 819 883 29 471 785 19 637 711 8 165 568 5 251 287 9 007 496 41 985 451 34 723 072 28 645 207 49 593 029 41 530 481 78 566 832 7 607 578 6 807 409 49 921 625 Approved Budget 2015/16 27 626 778 13 310 313 40 937 091 41 344 307 407 216 Revised Estimate 2015/16 Medium-term estimates 2016/17 2017/18 2018/19 2019/20 2020/21 16 665 788 19 289 592 22 385 406 21 535 360 22 294 608 23 496 149 18 562 560 26 692 464 27 149 503 28 734 431 30 424 177 32 341 949 35 228 348 45 982 056 49 534 909 50 269 791 52 718 785 55 838 098 120 013 857 100 897 511 131 749 228 154 620 408 173 371 699 189 719 831 84 785 509 54 915 455 82 214 320 104 350 618 120 652 914 133 881 733 Table 4.3 Summary of payment and estimates by economic classification Audited Outcome Rands Current payments Compensation of employees Goods and services Communication Computer services Consultants and professional services Maintenance, repairs and running costs Operating leases Travel and subsistence Advertising Legal Impairments Interest and rent on Land 2012/13 2014/15 41 985 451 34 115 536 27 994 932 39 687 091 2 253 892 7 760 990 14 451 888 25 544 805 39 731 560 26 354 545 13 543 044 14 142 286 75 321 209 625 217 280 174 238 284 717 306 731 35 229 228 20 490 121 1 254 114 3 870 517 567 111 4 677 762 7 855 526 4 397 357 180 826 942 590 533 135 5 131 298 045 778 251 1 195 483 138 723 1 988 975 1 394 828 237 872 319 509 229 248 2 226 956 3 692 218 - Transfers and subsidies Departments - Payments for capital assets Building and other fixed structures Machinery and equipment Software and other intangibles assets - Total 2013/14 Approved Budget 2015/16 607 536 49 428 533 108 25 000 650 275 39 381 580 894 30 000 - Revised Estimate 2015/16 34 531 514 21 435 751 13 095 763 249 423 530 372 2 787 855 4 679 108 1 019 312 951 780 907 486 1 970 428 - Medium-term estimates 2016/17 44 892 056 28 239 582 16 652 474 264 139 561 664 5 239 001 5 379 123 1 079 451 957 935 1 141 028 2 030 134 - 2017/18 46 484 909 29 937 251 16 547 658 278 930 593 117 5 515 856 4 992 491 1 520 759 1 011 579 1 204 925 1 430 000 - 2018/19 49 319 791 31 663 667 17 656 124 294 271 625 739 6 055 361 5 164 940 1 604 400 1 067 216 1 271 196 1 573 000 - 2019/20 52 248 785 33 490 627 18 758 158 310 456 660 154 6 538 152 5 359 429 1 692 642 1 125 913 1 341 112 1 730 300 - 2020/21 55 388 098 35 424 051 19 964 047 327 531 696 463 7 062 470 5 585 804 1 785 738 1 187 838 1 414 873 1 903 330 - - - 1 250 000 50 000 950 000 250 000 696 834 16 906 479 928 200 000 1 090 000 20 000 370 000 700 000 3 050 000 2 000 000 850 000 200 000 950 000 300 000 450 000 200 000 470 000 50 000 220 000 200 000 450 000 50 000 200 000 200 000 41 985 451 34 723 072 28 645 207 40 937 091 35 228 348 45 982 056 49 534 909 50 269 791 52 718 785 55 838 098 The audited outcome for the 2012/13 financial year is reflective of the financial position prior to the restructure, when the operations of the Trust were managed by KGFM in its capacity as Fund Manager and thus all operational costs were borne by the Fund Management Company. These costs were encapsulated by KGFT via the Fund management Fee. Further expenditure comprised costs relating to the various governance committees. 18 | P a g e The 2013/14 audited outcome is reflective of seven months of operations prior to the restructure in line with the 2012/13 financial year and five months as a unitary structure post the restructure, which is evidenced by the increase in settlement proceeds from the acquisition of the operations, remuneration and operational expenditure. The 2014/15 financial year is the first year that fully operated under the Trust. The 2015/16 financial year represents the first year post unencumbering from lenders and the formation of both the debt and equity fund. This year serves as a basis for projecting the budget periods 2016/17 to 20120/21 which includes providing both debt and equity products. The effect of the provision of guarantee products have not been forecast due to model currently being developed. The budget further does not take into account the effect of further funds under management from any en-commandite partnership being formed (estimated that a fund management fee income will be received that will assist with the recovery of project specific costs). The budget structure, which largely conforms to the uniform budget and programme structure for KGFT is made up of two programmes, Finance and Administration and Project Investments. 4.3. Projected Capital expenditure The projected capital spend mainly encompasses replacement of necessary assets over forecasted period. In 2015/2016 financial year, computer equipment budget relates to the replacement of necessary assets such as computers and software and licensing upgrades. In the 2016/17 financial year, the printers under lease will cease and it is anticipated that 2 new printers will be purchased outright rather than entering into another 5 year lease agreement. Due to the expiry of the lease of the current office premises in 2017/18, anticipated costs from relocation have been budgeted for. The projected capital expenditure budget is detailed in table 4.4 below. Table 4.4 Summary of CAPEX budget Assets component Loan Management System Leasehold Improvements Computer Equipment Office Furniture Office Equipment Computer Software Total Actual 2014/15 39 381 315 788 32 678 232 428 30 000 650 275 Approved Revised Budget Estimate 2015/16 2015/16 50 000 50 000 16 906 100 000 173 366 50 000 20 000 800 000 286 561 200 000 200 000 1 250 000 696 834 Medium-term estimates 2016/17 2017/18 20 000 2 000 000 120 000 100 000 100 000 500 000 150 000 250 000 700 000 200 000 1 090 000 3 050 000 2018/19 300 000 300 000 50 000 100 000 200 000 950 000 2019/20 50 000 100 000 20 000 100 000 200 000 470 000 2020/21 50 000 80 000 20 000 100 000 200 000 450 000 4.4. Borrowing plan Treasury Regulation 29.1 also stipulates that the corporate plan should include a borrowing plan. In the 2014/15 financial year, the lenders were settled early as part of the evolution strategy thereby unencumbering the Fund. The Trust was able to unlock Fund II funds that were set aside for Equity investments. Accordingly, the Trust is fully unencumbered and based on sustainability projections, the Trust has not budgeted for any further external borrowings as capital injections through EDTEA capital allocations are considered sufficient to maintain and grow the assets under management. Based on the cash flows available from projects and government capital allocations, no external borrowings or facilities is currently anticipated. 19 | P a g e PART B: PROGRAMME AND SUB-PROGRAMME PLANS 5. PROGRAMME STRUCTURE The programmes of the Trust are structured as two main programmes, namely Finance and Administration and Project Investments, with underlying sub-programmes as summarised in Table 5.1 below: Table 5.1 – Programme structure Programme Sub-programmes per programme 1. Finance and Administration 2. Project Investments 5.1. 1.1 1.2 1.3 2.1 2.2 2.3 2.4 Office of the CEO Secretariat and Governance Financial administration Project administration and Marketing Project origination and appraisal Legal, Risk and Compliance Investment monitoring and aftercare Programme 1 – Finance and Administration This programme provides transversal support to the entire organisation. Table 5.2 lists the strategic objectives for each sub-programme under Programme 1: Finance and Administration. Table 5.2: Programme 1 – Sub-Programme Objectives Programme 1: Finance and Administration Sub Programme 1.1: Office of the CEO To provide strategic direction and leadership to KGFT To secure beneficial partnerships for KGFT Sub Programme 1.2: Secretariat and Governance Sub Programme 1.3: Financial Administration To promote sound corporate governance to the organisation and the Board To provide effective and transparent financial management systems A brief description of each sub-programme under Programme 1: Finance and Administration is given below: 5.1.1. Sub-programme 1.1: Office of the CEO The Office of the CEO provides strategic direction and leadership ensuring alignment across all operational programmes. It is responsible for the effective management of the Trust and implementation of strategy, policy and directives of the Board of Trustees. The Office is further responsible for performance monitoring and promoting sound corporate governance. 5.1.2. Sub-programme 1.2: Secretariat and Governance The secretariat and governance function is responsible for promoting sound corporate governance. The function is further responsible for performance monitoring and managing all stakeholder communication of the Board and office of the CEO. 20 | P a g e 5.1.3. Sub-programme 1.3: Financial Administration Financial Administration provides effective, efficient and transparent systems of financial management and internal control. Financial Administration encompasses Supply Chain Management, Credit Risk, Financial Management and Reporting and Budgeting. It ensures that there is an appropriate procurement and provisioning system which is fair, equitable, transparent, competitive and cost effective. The function is responsible for providing management with financial reports that are valid, accurate and complete. It also ensures that project risks are identified, allocated to various project participants and mitigated. 5.2. Programme 1 - Performance Indicators and Annual Targets for 2016/17 – 2020/21 The Trust’s strategic goals have been further analysed to show the strategic objective, performance measures/ indicators, as well as targets that the Trust has set itself for the next five years. These are illustrated in Table 5.3 below. Table 5.3: Programme 1 – Key Performance Indicators and Annual Targets Programme 1: Finance and Administration Objectives Measure/ KPI Period To obtain and maintain an unqualified audit opinion with no matters of emphasis Maintain external unqualified audit opinion with no matters of emphasis Annual To remain financially sustainable by growing the assets under management by the Trust % Growth in the Fund size (current Fund size R1bn) Outputs Annual Targets 2016/17 2017/18 2018/19 2019/20 2020/21 External Audit reports Achieve a clean audit report for the 2015/16 financial year end Achieve a clean audit report for the 2016/17 financial year end Achieve a clean audit report for the 2017/18 financial year end Achieve a clean audit report for the 2018/19 financial year end Achieve a clean audit report for the 2019/20 financial year end Annual Annual Performan ce Report Equal to or more than CPI as at 31 March 2017 Equal to or more than CPI as at 31 March 2018 Equal to or more than CPI as at 31 March 2019 Equal to or more than CPI as at 31 March 2020 Equal to or more than CPI as at 31 March 2021 % procurement spend on targeted B-BBEE suppliers (procurement spend on targeted suppliers /total procurement spend) Annual Annual Performan ce Report 75% of procurem ent from suppliers with a BEE level of 4 and below and/or 20% of total spend on entities with women ownershi p 75% of procurem ent from suppliers with a BEE level of 4 and below and/or 20% of total spend on entities with women ownership 75% of procurem ent from suppliers with a BEE level of 4 and below and/or 20% of total spend on entities with women ownership 75% of procurem ent from suppliers with a BEE level of 4 and below and/or 20% of total spend on entities with women ownership 75% of procurem ent from suppliers with a BEE level of 4 and below and/or 20% of total spend on entities with women ownership Solvency ratios (total assets/total liabilities) Quarterly Quarterly performan ce reports 1:1 1:1 1:1 1:1 1:1 Office of the CEO Financial administration To provide effective and transparent financial management systems 21 | P a g e Programme 1: Finance and Administration Objectives Measure/ KPI Period Outputs Liquidity ratio (current assets/current liabilities) Quarterly Quarterly performan ce reports Annual Targets 2016/17 2017/18 2018/19 2019/20 2020/21 1:1 1:1 1:1 1:1 1:1 5.3. Programme 1 - Quarterly Targets for 2016/17 Progress towards meeting these targets is monitored during the year through quarterly reports that are circulated to the Board of Trustees as well as to EDTEA. At the end of the financial year, the performance against predetermined targets is reported in the Trust’s annual report. The detailed quarterly targets are presented below for Programme 1 in table 5.4 below. Table 5.4: Programme 1 – Key Performance Indicators and Quarterly Targets Programme Administration Objectives 1: Measure/KPI Office of the CEO To obtain Maintain and maintain external an unqualified unqualified audit opinion audit opinion with no with no matters of matters of emphasis emphasis Grow the % Growth in assets under the Fund size management (current Fund by the Trust size R1bn) Financial administration To provide % effective and procurement transparent spend on financial targeted manageB-BBEE ment suppliers systems (procurement spend on targeted suppliers /total procurement spend) Solvency ratios (total assets/total liabilities) Strategic Goals: To maintain effective corporate governance and efficient financial administration Annual Quarterly Targets Targets Period Outputs 2016/17 Q1 Q2 Q3 Q4 Annual External Audit reports Achieve a clean audit report for the 2015/16 financial year end Achieve a clean audit report for the 2015/16 financial year end Annual Annual Performance Report Equal to or more than CPI as at 31 March 2017 Equal to or more than CPI as at 31 March 2017 Annual Annual Performance Report Quarterly Quarterly performance reports 75% of procurement from suppliers with a BEE level of 4 and below and/or 20% of total spend on entities with women ownership 1:1 75% of procurement from suppliers with a BEE level of 4 and below and/or 20% of total spend on entities with women ownership 1:1 1:1 1:1 1:1 22 | P a g e Programme Administration Objectives 1: Measure/KPI Liquidity ratio (current assets/ current liabilities) Strategic Goals: To maintain effective corporate governance and efficient financial administration Annual Quarterly Targets Targets Period Outputs 2016/17 Q1 Q2 Q3 Quarterly Quarterly 1:1 1:1 1:1 1:1 performance reports Q4 1:1 5.4. Programme 1 - Reconciling performance targets with the budget and expenditure estimates The main purpose of Programme 1 – Finance and Administration is to provide for the overall management of KGFT and to render a support service to the Project Investment in respect of transversal functions. This programme consists of three sub-programmes, namely Office of the CEO, Secretariat and Governance and Financial Administration. Tables 5.5 below illustrate the payments and forecasts of this programme over the seven year period 2012/13 to 2020/21. The detailed summary of payments and estimates by economic classification for Programme 1 is presented in Table 5.6. Table 5.5 Summary of payments and estimates – Programme 1: Finance and Administration Audited Outcome Rands Office of the CEO Secretariat and Governance Financial Administration Total 2012/13 2013/14 2 253 892 3 095 187 180 000 190 000 31 385 992 26 186 597 33 819 883 29 471 785 2014/15 1 810 888 97 036 17 729 788 19 637 711 Approved Budget 2015/16 9 619 307 18 007 471 27 626 778 Revised Medium-term estimates Estimate 2015/16 2016/17 2017/18 2018/19 2019/20 2020/21 3 427 672 3 855 302 4 180 058 4 415 626 4 664 547 4 927 583 3 149 390 3 613 734 3 879 825 4 137 769 4 413 018 4 706 744 10 088 725 11 820 556 14 325 523 12 981 965 13 217 042 13 861 822 16 665 788 19 289 592 22 385 406 21 535 360 22 294 608 23 496 149 Table 5.6 Summary of payments and estimates by economic classification – Programme 1: Finance and Administration 2014/15 Approved Budget 2015/16 Revised Estimate 2015/16 18 987 436 8 410 188 10 577 249 209 625 284 717 506 541 7 855 526 942 590 778 251 - 26 376 778 17 489 650 8 887 128 217 280 306 731 3 151 522 3 482 978 533 135 1 195 483 - 16 358 918 19 034 592 19 910 406 20 960 360 22 084 608 23 296 149 11 102 305 13 019 960 14 078 396 14 911 082 15 793 653 16 729 137 5 256 613 6 014 633 5 832 010 6 049 278 6 290 955 6 567 012 62 356 66 035 69 733 73 568 77 614 81 883 265 174 280 819 296 545 312 855 330 062 348 215 186 657 288 000 308 160 325 109 342 990 361 854 3 852 059 4 456 880 3 992 562 4 108 659 4 243 603 4 407 056 509 656 539 726 760 379 802 200 846 321 892 869 380 712 383 174 404 632 426 886 450 365 475 135 - Audited Outcome Rands Current payments Compensation of employees Goods and services Communication Computer services Consultants and professional services Maintenance, repairs and running costs Operating leases Travel and subsistence Advertising Legal Impairments Interest and rent on Land 2012/13 Transfers and subsidies Departments - Payments for capital assets Building and other fixed structures Machinery and equipment Software and other intangibles assets - Total 2013/14 33 819 883 28 864 248 2 253 892 4 450 990 31 565 992 24 413 258 75 321 174 238 30 993 750 19 007 067 567 111 4 677 762 180 826 5 131 298 045 - - - 607 536 49 428 533 108 25 000 650 275 39 381 580 894 30 000 1 250 000 50 000 950 000 250 000 33 819 883 29 471 785 19 637 711 27 626 778 306 870 16 906 239 964 50 000 Medium-term estimates 2016/17 255 000 20 000 185 000 50 000 2017/18 2 475 000 2 000 000 425 000 50 000 2018/19 575 000 300 000 225 000 50 000 2019/20 2020/21 210 000 50 000 110 000 50 000 200 000 50 000 100 000 50 000 16 665 788 19 289 592 22 385 406 21 535 360 22 294 608 23 496 149 23 | P a g e No costs were allocated to the Office of the CEO sub-programme in 2012/2013 (prior to the restructure) due to the outsourced administration function to the Fund Manager. The expenditure during that period consisted of various fees paid to the Board of Trustees and its sub-committees members. Post the restructure, KGFT has incurred higher financial administration costs arising from the Human Resources and Remuneration, CEO and Board of Trustees and sub-committee fees. Compensation of employees has also increased in 2013/2014 in relation to prior years due to the transfer of staff from Fund Manager to KGFT which is in line with the restructuring process. Subsequent increases in the 2015/16 financial year onwards was due to the anticipated staffing of employees at full capacity and the implementation of employee incentive schemes. For the 2015/16 financial year, the reduction in the anticipated overall expenditure is lower than was originally budgeted by R6m. This is attributable to a R2.5m and R1.3m cost saving in project consultants costs and legal fees respectively as these costs were transferred to the promoter. Additional cost savings of R2.5m relation to compensation to employees is due to the number of vacancies as at the close of the financial year end. The maintenance, repairs and running costs increased by R3m and this includes the general inflationary increase of expenses. Included in this amount is the higher than initially projected expenses relating to the operational expenses of the leased property of R0.8m, depreciation of R0.3m and interest paid on a derivative financial instrument of R1.4m. No increase in employee head count has been budgeted for which may arise from the successful conclusion of an en-commandite partnerships. Expenses have been reviewed and budgeted for based on anticipated increases. Utilities such as water and electricity, lease rentals etc. have a slightly higher than inflationary increase as per market norms. Depreciation and amortisation have taken into account the addition of assets and the growth of the organisation. 24 | P a g e 6. PROGRAMME 2 – PROJECT INVESTMENTS 6.1. Programme 2 – Project Investments Project Investments is the core function of the organisation. The programme originates and assesses the viability of the projects by performing due diligences and thereafter presenting the proposals to relevant committees for approval. The programme is responsible for negotiating the legal terms with the promoter and facilitating financial close as well as providing general legal counsel. The programme is further responsible for marketing and promoting the Trust. Another facet of the programme is the function of Risk and Compliance which co-ordinates the risk management and compliance activities of the Trust. The role of this function is to assist management in discharging their responsibilities to comply with applicable legislative and regulatory requirements. This function further assists through the identification, assessment, management, monitoring and reporting of the risks faced by the Trust. The strategic objectives per sub-programme under Programme 2: Project Investments are shown in Table 6.1 below followed by a brief description of each sub-programme Table 6.1: Programme 2 – Sub-Programme Objectives Programme 2: Project Investments Sub programme 2.1: Project Administration and Marketing Sub programme 2.2: Project origination and appraisal Sub programme 2.3: Legal, Risk and Compliance Sub programme 2.4: Post Investment monitoring and aftercare To promote the brand of the fund and to support the investment team in delivering on its mandate. To ensure that the Trusts fully disburses available funds into viable projects. To ensure that the Trust approves to viable projects that meet the Trust’s mandate. To manage and co-ordinate the risk management and compliance activities of the Trust To ensure that the Trust’s interests are protected through legal structuring To effectively manage the investment portfolio to ensure the fund remains financially sustainable; To ensure the investments perform in line with approved covenants; and Where equity is held, to give strategic guidance and management direction to project companies. 6.1.1. Sub-programme 2.1: Project Administration and Marketing The Project Administration function is a support function and is responsible for the administration matters of the investments division. The main functions include maintaining the projects register, compiling monthly and quarterly reports on the activities of the investments division as well as screening projects at initial stages so as to ensure that such projects meet with the fundamental criteria of the fund. Additional functions include marketing the fund’s product offering to prospective promoters and financial intermediaries, performing preliminary reviews of proposals, conducting project due diligences, compiling and presenting investment recommendations to the Investment Committee and the Board of Trustees for approval as well as overseeing financial close and disbursement. 25 | P a g e 6.1.2. Sub-programme 2.2: Project origination and appraisal The main purpose of this sub programme is to source viable investments through performing preliminary reviews of proposals, conducting project due diligences, compiling and presenting investment recommendations to the Investment Committee and the Board of Trustees for approval as well as overseeing financial close and disbursement. 6.1.3. Sub-programme 2.3: Legal, Risk and Compliance The main purpose of this sub programme is to ensure that the approved funds are fully disbursed into viable projects within the availability period. The programme is responsible for negotiating the legal terms with the promoter and facilitating financial close which requires ensuring that the conditions precedent to loan drawdowns have been met by the borrower and disbursements are made in line with the signed legal agreements. Another facet of programme is the function of Risk and Compliance which co-ordinates the risk management and compliance activities of the Trust. The role of this function is to assist management in discharging their responsibilities to comply with applicable legislative and regulatory requirements. This function further assists through the identification, assessment, management, monitoring and reporting of the risks faced by the Trust. 6.1.4. Sub-programme 2.4: Post Investment monitoring and Aftercare The Post Investment function is responsible for monitoring investments post disbursement. This entails amongst others the analysis of management reports and annual financial statements, monitoring exits, repayments and adherence to loan covenants. As a value add, the function provides strategic guidance and management direction to project companies where an equity investment is held. 6.2. Programme 2 - Performance Indicators and Annual Targets for 2016/17 – 2020/21 The Trust’s strategic goals have been further analysed to show the strategic objective, performance measures/ indicators, as well as targets that the Trust has set itself for the next five years. These are illustrated in Table 6.2 below. 26 | P a g e Table 6.2: Programme 2 – Key Performance Indicators and Annual Targets Programme 2: Project Investments Objectives Measure/ KPI Project Origination and appraisal Contributio Estimated (direct/ n to socioindirect) job economic opportunities to be developmen supported or t created1 % of disbursed projects meeting B-BBEE Investment policy criteria (no of projects meeting the B-BBEE criteria/total no of projects disbursed) Project Disbursements Fully commit all available funds to viable projects Rand value of projects disbursed in Period Outputs 2016/1 7 Annual Targets 2017/18 2018/19 2019/20 2020/21 Annual Annual performa nce reports 170 182 105 100 94 Quarterly Quarterly performa nce reports 100% of projects meeting B-BBEE Investment policy criteria 100% of projects meeting B-BBEE Investment policy criteria 100% of projects meeting B-BBEE Investment policy criteria 100% of projects meeting B-BBEE Investment policy criteria 100% of projects meeting B-BBEE Investment policy criteria Annual Annual performance reports Disburse ment of 30% of available capital during the year Disburse ment of 30% of available capital during the year Disburse ment of 30% of available capital during the year Disburse ment of 30% of available capital during the year Disburse ment of 30% of available capital during the year Quarterly performance reports At least 90% perform ance loans within the total loan portfolio At least 65% of the total cost of the investment portfolio to be maintain ed based on annual valuation s and provision At least 90% performa nce loans within the total loan portfolio At least 90% performa nce loans within the total loan portfolio At least 90% performa nce loans within the total loan portfolio At least 90% performa nce loans within the total loan portfolio At least 65% of the total cost of the investment portfolio to be maintain ed based on annual valuation s and provision s At least 65% of the total cost of the investment portfolio to be maintaine d based on annual valuations and provisions At least 65% of the total cost of the investment portfolio to be maintaine d based on annual valuations and provisions At least 65% of the total cost of the investment portfolio to be maintaine d based on annual valuations and provision Post Investment monitoring and aftercare To ensure To maintain at least Quarterly appropriate 90% of performing portfolio loans in the manageportfolio ment and (No. of loans aftercare is performing/ total being no. of loans) performed [Debt] so as to strive At the time of Quarterly toward valuation of the good asset investment quality and portfolio, the value long term should not be less sustainable than or equal to growth of 35% of its cost the Trust. [equity] Quarterly performance and valuation reports 1 The number of jobs created is an estimated number derived through the use of project specific funding models requirements, automation level conditions and general internally accepted guidelines and principles at the time of project funding approvals by the KGFT Board of Trustees. 27 | P a g e Progress towards meeting the above targets is monitored during the year through quarterly reports that are circulated to the Board of Trustees as well as to EDTEA. At the end of the financial year, the performance against predetermined targets is reported in the Trust’s integrated annual report. 6.3. Programme 2 - Quarterly Targets for 2016/17 Progress towards meeting these targets is monitored during the year through quarterly reports that are circulated to the Board of Trustees as well as to EDTEA. At the end of the financial year, the performance against predetermined targets is reported in the Trust’s annual report. The detailed quarterly targets are presented below for Programme 2 in table 6.3 below. Table 6.3: Programme 2 – Key Performance Indicators and Quarterly Targets Programme Investments 2: Objectives Project Measure/ KPI Project Administration Contribution Estimated to socio- (direct/ economic indirect) job development opportunities to be supported or created2 % of disbursed projects meeting B-BBEE Investment policy criteria (no of projects meeting the BBBEE criteria/total no of projects disbursed) Project Disbursements Fully commit all available funds to viable projects Post Investment To ensure appropriate portfolio management and aftercare is being Strategic Goals: Unlock KZN Province economic growth; create permanent jobs; and Facilitate BBBEE Annual Quarterly Targets Targets Period Outputs 2016/17 Q1 Q2 Q3 Q4 Annual Annual performance reports 170 Quarterly Quarterly performance reports 100% of projects meeting B-BBEE Investment policy criteria Rand value of projects disbursed Annual Annual performance reports Disburse ment of 30% of available capital during the year To maintain at least 90% of performing loans in the portfolio (No. of loans performing/ Quarterly Quarterly performance reports At least 90% performa nce loans within the total 170 100% of projects meeting B-BBEE Investment policy criteria 100% of projects meeting B-BBEE Investment policy criteria 100% of projects meeting B-BBEE Investment policy criteria 100% of projects meeting B-BBEE Investment policy criteria Disburse ment of 30% of available capital during the year At least 90% performa nce loans within the total At least 90% perform ance loans within the total At least 90% perform ance loans within the total At least 90% performan ce loans within the total loan portfolio 2 The number of jobs created is an estimated number derived through the use of project specific funding models requirements, automation level conditions and general internally accepted guidelines and principles at the time of project funding approvals by the KGFT Board of Trustees. 28 | P a g e Table 6.3: Programme 2 – Key Performance Indicators and Quarterly Targets Programme Investments Objectives performed so as to strive toward good asset quality and long term sustainable growth of the Trust 2: Project Measure/ KPI total no. of loans) [Debt] At the time of valuation of the investment portfolio, the value should not be less than or equal to 35% of its cost [equity] Strategic Goals: Unlock KZN Province economic growth; create permanent jobs; and Facilitate BBBEE Annual Quarterly Targets Targets Period Outputs 2016/17 Q1 Q2 Q3 Q4 loan loan loan loan portfolio portfolio portfolio portfolio Quarterly Quarterly performance and valuation reports At least 65% of the total cost of the investme nt portfolio to be maintain ed based on annual valuation s and provision s raised At least 65% of the total cost of the investme nt portfolio to be maintain ed based on annual valuation s and provision s raised At least 65% of the total cost of the investm ent portfolio to be maintain ed based on annual valuatio ns and provisio ns raised At least 65% of the total cost of the investm ent portfolio to be maintain ed based on annual valuatio ns and provisio ns raised At least 65% of the total cost of the investmen t portfolio to be maintaine d based on annual valuations and provisions raised 6.4. Programme 2 - Reconciling performance targets with the budget and expenditure estimates The main purpose of this programme is to originate and assess the viability of the projects by performing due diligence and thereafter presenting proposals to relevant committees for approval. This programme consists of five sub-programmes, namely Project Administration and marketing, Project Origination and Appraisal, Legal, Risk and Compliance and Post investment monitoring and Aftercare. Table 6.4 illustrates the payments and estimates of this programme over the seven year period from 2012/2013 to 2020/2021. The detailed summary of payments and estimates by economic classification for Programme 2 is presented in Table 6.5 below: Table 6.4 Summary of payment and estimates – Programme 2: Project Investments Audited Outcome Rands Project administration and Marketing Project origination and appraisal Project Legal, Risk and Compliance Post Investment, Monitoring and Aftercare Total 2012/13 3 692 218 4 235 478 237 872 8 165 568 2013/14 2 898 723 887 398 319 509 1 145 657 5 251 287 2014/15 7 442 175 435 295 229 248 900 778 9 007 496 Approved Budget 2015/16 9 449 983 718 995 2 226 956 914 379 13 310 313 Revised Medium-term estimates Estimate 2015/16 2016/17 2017/18 2018/19 2019/20 2020/21 12 525 900 16 265 128 16 128 047 16 897 414 17 706 071 18 671 575 660 032 2 341 065 3 025 171 3 327 688 3 660 457 4 026 503 4 549 579 7 164 029 6 996 355 7 453 048 7 941 823 8 465 123 827 049 922 243 999 930 1 056 281 1 115 826 1 178 748 18 562 560 26 692 464 27 149 503 28 734 431 30 424 177 32 341 949 29 | P a g e Table 6.5 Summary of payment and estimates by economic classification – Programme 2: Project Investments Audited Outcome Rands Current payments Compensation of employees Goods and services Communication Computer services Consultants and professional services Maintenance, repairs and running costs Operating leases Travel and subsistence Advertising Legal Impairments Interest and rent on Land 2012/13 8 165 568 8 165 568 4 235 478 237 872 3 692 218 - 2013/14 5 251 287 3 310 000 1 941 287 1 483 055 138 723 319 509 - 2014/15 9 007 496 6 041 700 2 965 796 747 573 1 988 975 229 248 - Approved Budget 2015/16 13 310 313 8 055 155 5 255 158 718 995 914 379 1 394 828 2 226 956 - Transfers and subsidies Departments - - - - Payments for capital assets Building and other fixed structures Machinery and equipment Software and other intangibles assets - - - - Total 8 165 568 5 251 287 9 007 496 13 310 313 Revised Medium-term estimates Estimate 2015/16 2016/17 2017/18 2018/19 2019/20 2020/21 18 172 597 25 857 464 26 574 503 28 359 431 30 164 177 32 091 949 10 333 447 15 219 623 15 858 855 16 752 585 17 696 974 18 694 914 7 839 150 10 637 841 10 715 648 11 606 846 12 467 203 13 397 035 187 067 198 104 209 198 220 704 232 842 245 649 265 198 280 845 296 572 312 884 330 092 348 247 2 601 198 4 951 001 5 207 696 5 730 252 6 195 162 6 700 616 827 049 922 243 999 930 1 056 281 1 115 826 1 178 748 509 656 539 726 760 379 802 200 846 321 892 869 571 068 574 761 606 947 640 329 675 548 712 703 907 486 1 141 028 1 204 925 1 271 196 1 341 112 1 414 873 1 970 428 2 030 134 1 430 000 1 573 000 1 730 300 1 903 330 389 964 239 964 150 000 835 000 185 000 650 000 575 000 425 000 150 000 375 000 225 000 150 000 260 000 110 000 150 000 250 000 100 000 150 000 18 562 560 26 692 464 27 149 503 28 734 431 30 424 177 32 341 949 The substantial decrease in Project Administration in the 2013/2014 Actual audited outcome is mainly due to restructuring and re allocation of cost to other sub-programme such as Project Legal, Project Disbursement and Aftercare. The Compensation of employees increased substantially in 2013/2014, this is due to the Sub Programme being used for the first time during the financial year. The allocation to the Legal, Risk and Compliance sub-programme only commenced in 2013/2014, the costs are forecasted to increase due to the establishment and set up of the en-commandite partnership including the reviews and drafting of legal agreements for projects. The review of legal documents are outsourced to legal external counsel. During the 2015/16 year, Project origination and appraisals were low as there were few projects that reached final appraisal and disbursement stage due to project promoter’s inability to obtain sufficient equity, this resulted in projects being parked. This was necessary in order to ensure a healthy pipeline of projects that will reach Final Appraisal and disbursement stage prior to the close of the debt fund availability period in August 2015, thus ensuring that KGFT delivers on its mandate, as well the necessary resources to facilitate the fund management of the funds under the en-commandite partnership. The key variable cost drivers relate to project origination, project appraisal and the impairments. These costs vary in line with the investment activity undertaken by the fund. It is envisaged that over the next 5 years that on a year on year basis the number of deals executed should be consistent and in line with cash facilities available for drawdowns. This is based on number of investment officers and the funding available for disbursement. The compensation of employees has increased during 2015/2016 and 2020/2021 due to the appointments of additional employees as required and detailed in the HR strategy and organogram. Subsequent increases in the 2015/2016 financial year onwards is due to the proposed introduction of employee bonus incentives and the projected growth in employees with higher retention periods. 30 | P a g e Project impairments have not been budgeted due to its inherent uncertainties. Further, no signs of distress has been noted within the current portfolio that may provide indications of provisions that may be required. Table 5.5. below presents the sensitivity impact to the profitability of the business from a deterioration in the book (debt and equity): Table 6.6: Sensitivity Analysis of Impairments from Book deterioration Debt Fund Debt funds to viable projects Provision at 10% of debt Portfolio Value Equity Fund Equity funds to viable projects Provision at 20% of equity Portfolio Value 2016/17 Annual Targets 2017/18 2018/19 2019/20 2020/21 R621.1m R62.1m R746.2m R74.6m R881.2m R88.1m R981.2m R98.1m R1,075m R107.5m R137m R 27.4m R300m R60m R300m R60m R300m R60m R300m R60m A sensitivity impact of a 10 % provision has been presented for the debt portfolio. It is noted that a 10% provisioning impact on the Debt portfolio is considered aggressive in light of the current performing portfolio. A sensitivity impact of a 20 % provision has been presented for the equity portfolio. Variations in the portfolio are expected to temporarily occur due to the projects not gaining significant value in the initial phases of the project. It is anticipated that the portfolio will on average retain at least 80% of its market value within the first 5 years of the investment period based on review of similar investment portfolios within a private equity fund. In the 2014/15 financial year, marketing costs increased due to the brand re-launch and new marketing strategy that has been adopted by KGFT which will result in increased brand awareness as compared to preceding years. The actual costs during 2013/14 for Risk and Compliance sub-programme is attributable to the legal costs incurred on restructuring. Some of the Marketing initiatives that were previously budgeted for in 2016/17 financial year, will be carried forward into the next financial year and has therefore been included in the budget for the 2016/2017. The Marketing initiatives in 2016/2017 will include brand mobilisation through the activation campaigns, media events and print advertising thereby giving traction to the existing equity investment pipeline. Forecast beyond 2016/2017 is based on an inflationary increase relative to the 2016/2017 year. This is considered appropriate as we anticipate the momentum to continue as there is increase in deal pipeline and product enhancements. Overall during the 2016/17 financial year costs were marginally higher than budget with the main driver being project related costs. Project Administration Costs Total costs relative to budget remained fairly flat however it should be noted that employee compensation did fall below budget mainly due to movement in staff together with positions that were budgeted to be filled and which were not. These positions are expected to be filled during 2016/2017 and has therefore been budgeted as such. 31 | P a g e Origination and Appraisal and Legal Costs associated with the above sub-programmes is mainly driven by deal activity with the type of deal i.e. Debt vs Equity contributing significantly to the nature of costs. The costs relative to debt and equity differ in that in the debt deals most of the costs relating to deal appraisal, due diligence and legal is born by the promoter versus equity transaction where cost are born by the equity investors themselves, being KGFT. To this end given that we were introducing equity deals to the fund during 2015/2016 the cost incurred were higher than anticipated. Given that we forecast on executing more equity deals going forward the cost that have been budgeted has increased on this basis. The expenditure projection for 2016/2017 to 2020/2021 is expected to increase due to the anticipated increase in projects deal flow arising from the brand re-launch and marketing strategy including the change in the project pricing model and the establishment of the Equity fund through the en-commandite partnership. 32 | P a g e PART C: LINKS TO OTHER PLANS 7. Alignment to Provincial Growth and Development Strategy (PGDS) The Trust has aligned itself to the KZN 2012-2030 PGDS through its mandate, mission and investment policy. The Trust is set up to provide Project Finance to projects within specific target sectors, in areas where gaps or backlogs in economic development and job creation have not been adequately addressed by traditional financial institutions. The Trust seeks to align itself to 4 of the 7 strategic goals identified in the KZN PGDS, namely job creation, strategic infrastructure development, environmental sustainability, governance and policy. Table 7.1 below shows the alignment between the PGDS goals and the Fund’s activities. Table 7.1: Alignment of the Trust to PGDS Provincial Strategic Goal Objective Trust Alignment Goal 1 – Job Creation Enhance industrial development through trade, investment and exports. The Trust invests in projects with a high potential of creating sustainable jobs in major economic sectors i.e. Manufacturing, Tourism , Mining and Mineral Beneficiation, Agro-processing and Transport and Logistics Development of ICT Infrastructure. Develop improve production supply. The Trust funds projects which are infrastructure in nature i.e. ICT, Telecoms, Transport & Logistics and Healthcare infrastructure. It also seeks to improve energy production by funding projects which seek to generate, transmit and distribute energy sources such as coal, hydro, wind, solar, gas, steam, bio-diesel, wave power and nuclear. To expand Provincial economic output and employment Goal 4 – Strategic Infrastructure development To provide Infrastructure for the social and economic growth and development needs of KZN. Goal 5 - Environmental Sustainability To reduce global greenhouse gas emissions and create a social-ecological capacity to adapt to climate change Goal 6 - Governance and Policy The population of KZN is satisfied with the levels of government service delivery and energy and Advance alternative energy generation and reduce reliance on fossil fuels. The Trust aligns itself by ensuring that projects being funded adhere to Equator Principles (the principles adopted by the financial industry as a benchmark for determining, assessing and managing social and environmental risk in project financing). The Trust ensures that all projects funded are in compliance with environmental regulations as per EDTEA. The fund also supports alternative energy generation projects. Eradicate fraud and corruption in government so that it is corruption free Promote participative, facilitative and accountable governance The Trust adheres to good corporate governance, PFMA and King III. The Trust strives to maintain its Clean Audit record. 33 | P a g e ANNEXURE D: 8. Vision, Mission, Mandate and Values Vision To be KZN’s leading Development Financier and Impact Investor Mission To provide competitive and innovative financing solutions to private sector investments that propel socioeconomic growth for a better future. Mandate To support sustainable growth by financing private sector projects that drive economic success, stimulate job creation, promote broad based black economic empowerment (B-BBEE) and reduce inequality. Values The Trust’s values are: Respect; Accountability; Integrity; Stewardship; and Enterprising. “RAISE” 9. Strategic Goals The Trust’s strategic goals are as follows: To manage the Trust’s resources efficiently and effectively so as to remain financially sustainable; To be a catalyst investor by utilising government capital to leverage off private / institutional sector funding and to maximise the development impact. 10. Strategic Objectives The strategic objectives of the Trust are: To maintain sound corporate governance and an unqualified audit opinion; To utilise government capital to leverage off institutional/private investor’s capital so as to grow the assets under management; To identify and finance viable private sector projects which demonstrate beneficial, measurable socio economic impact whilst being environmentally sustainable and maximises the developmental impact of the Trust’s investments; To remain financially sustainable by fully committing available funds under management and ensuring appropriate post investment management. 34 | P a g e To achieve the strategic objectives of the Fund, the Trust has adopted the following high level initiatives: To manage new funds that can offer competitive financing products to attract private participation; To build long term relationships with other Development Finance Institutions (DFIs) and lending institutions to cross-refer and co-finance projects and build on the public private partnership (PPP) model; To further implement the comprehensive marketing strategy; To adequately resource and retain the necessary human capital and skills in the Trust; and To implement and maintain sound policies, procedures, and systems of internal controls to ensure good corporate governance. By implementing the above strategies, the Trust will be able to achieve its strategic objectives, hence establishing a successful track record and a reputation for effective delivery. The strategy of the Trust will be driven by a single minded goal of developmental finance and growing the assets under management. 11. Strategic Planning Process During the course of financial year 2014/15, the MEC approved the KZN Growth Fund Trust’s Evolution Strategy. This was designed to ensure the sustainability of the Trust post the exit of Lenders and has also received full support of the KZN Cabinet. The implementation of the Evolution Strategy started in the current financial year 2015/16; this largely entailed the closing of Debt Fund 1 that was within a Public Private Partnership (PPP) arrangement, the opening of Debt Fund 2 and setting up a new Equity Fund to operate under an en-commandite partnership model (further detail in section 5.5 below). The new model and governance structure enables implementation of separate funds and introduction of new funding instruments as and when deemed necessary by the Trust’s beneficiary. The Trust’s investment strategy is informed by and aligned with the EDTEA Departmental Strategy and the Provincial Growth and Development Strategy (PGDS). At the request of the beneficiary, the Trust is investigating and preparing for setting up a new Guarantee Fund to assist construction companies owned by previously disadvantaged individuals with performance guarantees. The policy and fund model will be presented to the Board of Trustees for approval. The Trust is also working together with the provincial EDTEA and national DTI in the development of a strategy to fast track the development of Black Industrialists in the province. Fund raising roadshows for the Equity Fund targeted at local and international DFI’s as well as other financial institutions and investors with a developmental mandate and aligned investment strategy have commenced during the 2015/16 financial year. Lessons learnt from the Trust’s first experience continue to be incorporated into the planning for the near to medium term. The review of the strategy and lessons learnt were discussed by the Board of Trustees during meetings held in August and September 2015. The five year corporate plan has been prepared on the basis of the above whilst incorporating the key learnings from the fundraising activities as well as seeking to stay aligned to the Trust beneficiary’s strategy and priorities. 35 | P a g e 12. SWOT Analysis The Trust has identified the following strengths, weaknesses, opportunities and threats in order to formulate an effective strategy to deliver on its mandate. Strengths Financial backing from KZN Provincial Government; Experienced and highly skilled Board of Trustees to provide oversight; The ability to attract and retain experienced and skilled personnel; KZN Provincial Governments’ contribution is provided at no expected rate of return hence lower cost of capital; Expanded product offering to include equity and guarantee instruments; and Self-sustaining entity that is able to fund operating expenditure from internally generated funds. Weaknesses The Trust has recently established the Equity Fund, therefore it lacks presence within the Private Equity market; The current investment team and investment committee has limited experience across the full Private Equity value chain; No previous track record or experience in fund raising due to first equity fund being established. Opportunities Funding of spin-off projects from major infrastructure projects identified by government in the Strategic Infrastructure Programme (SIP); Opportunity to co-fund or partner with traditional financiers and DFI’s thereby creating valuable alliances and synergies; Global liquidity challenges present financing opportunities for the Trust to fill the gap that will exist as a result of regulatory measures, such as Basel III capital adequacy requirements on commercial banks; and Further marketing in order to increase awareness of the Fund and improve quantity and quality of assets. Threats Adverse changes in macroeconomic environment may cause approved projects to fail, thus resulting in the erosion of capital invested by KZN Provincial Government; Projects competing with experienced and established competitors in the market who own a large proportion of the market share of the industry; Political and strategic changes in the KZN Provincial Government can adversely impact on the Fund; Reputational risk due to perceived negative history; and Competition from other development finance institutions such as NEF, IDC and DBSA, as well as commercial banks. The Trust will utilise its strengths and exploit all opportunities while combating any threats and improving on its weaknesses in its efforts to deliver on its mandate. Accordingly, the Trust will continually assess and improve its competitive position in the market. 36 | P a g e 13. Strategic Risk Analysis The Trust faces a number of strategic risks that could affect its business operations and ultimately its ability to create value in the long term. A strategic risk assessment workshop was facilitated in January 2016 with the objective of identifying the top ten strategic risks that could prevent the Trust from achieving its strategic objectives. Changes to the Trust’s operating environment and the change in funding model were taken into account when identifying the strategic risks. The graph below reflects the Inherent risk of each strategic risk as well as the residual risk after taking existing controls into account. Table 8.1 – Inherent Risk vs Residual Risk Inherent Risk vs Residual Risk 100 90 80 70 60 50 40 30 20 10 0 The table 8.2 below provides an analysis of the top ten strategic risks affecting the Trust, the current controls in place to mitigate those risks and the opportunities presented. Table 8.2 – Summary of top ten strategic risks Rank Key Risk Risk Category Current controls Opportunity 1 Inability of the fund to source deals that fulfil its investment strategy to deliver on the mandate (job creation and B-BBEE) Strategic Risk - Implementation of strategy, Corporate plan and Annual Performance Plan which is aligned with the provincial government strategies of EDTEA - Marketing and Branding the Fund - Strategic partnerships, relationships with Banks and stakeholder e.g. TIKZN - Introduction of equity finance and diversity in product range enabling more promoters to access funding - Expansion of product offering and mandate 37 | P a g e 2 Inadequate capital to support strategic objectives Strategic risk 3 Failure to attract, retain and develop key staff Operational Risk 4 Credit and Investment Risk Credit Risk 5 Market Risk Market Risk - Mechanisms in place to ensure relevance continuous reporting to EDTEA and delivery of mandate - Manage relationships with all critical stakeholders. - Proactive restructuring of loans and investments - Efficient diversification of assets and sectors - Proactive review, monitoring and reporting on portfolio including independent monitoring of value add and exit thesis - Training and development framework and plans - Employee wellness scheme in place - Benchmarking of salaries and Employee Incentive scheme in place - Succession planning - Employee climate survey performed resulting in action plan - Policies and Procedures which are reviewed on a regular basis - Key criteria of Investment and Credit policy is captured in submissions made. - Proactive review, monitoring and reporting on portfolio including independent monitoring of value add and exit thesis - Project subject to comprehensive due diligence which is reviewed by the Investment Committee - Formulation of separate debt and equity investment teams and committees to address potential conflict of interest - Implementation of findings of due diligence reports to prepare project company for exit - Proactive review, monitoring and reporting on portfolio including independent monitoring and implementation of value add and exit strategies - Proactive restructuring of loans and investments - Efficient diversification of assets and sectors - Sensitivity and scenario analysis on each project's financial model prior to approval at FAR stage - Project team ensures that legal agreements makes provision for adequate restructuring in the event of adverse changes in macro and micro economic environment - Implementation of Bloomberg as a research tool - Establishment of in-house views and forecasts - Attract new sources of capital through alternate funding structures - Attract additional investment skills to the province - Fulfil developmental mandate in assisting ailing project companies - Encouraging a forward looking and proactive culture 38 | P a g e 6 Governance, Regulatory, Legal and Compliance Regulatory Risk 7 Geo-political Risk Political Risk 8 Reputation Risk Operational Risk 9 Failure to remain financially sustainable Financial Risk 10 Ineffective and inefficient processes and systems to effectively support the strategy of the business Operational Risk - Policies and Procedures which are reviewed on a regular basis. - Monitoring and reporting of compliance and risk via independent function to relevant committees - Communication, Training and roll out of policies and procedures - Implementation of combined assurance model framework - Monitor political landscape by constant engagement /lobbing with key stakeholders and managing key relationships. - Continuous reporting to EDTEA and delivery of mandate - EDTEA's representation at key KGFT meetings - Adherence to policies such as Politically Exposed People policy and Communication & media policies - Upfront communication with regards to financing with promoters - Adequate staff complement with the right skills - Background checks and due diligence performed - Effective annual budgeting process including monthly monitoring of Actual vs Budget variances - Cost cutting measures are implemented - Deals are priced according to loan pricing policy approved by the Trust - Effective due diligence and post investment monitoring of projects by the projects team - Maintaining a diversified portfolio - Proactive Cash flow management - Policies, Procedures and Delegation of Authority in place and reviewed annually - Update of Fund Financial model quarterly - Quarterly solvency and liquidity testing - Policies and procedures in place and reviewed regularly - BCP and DRP approved by Board of Trustees and tested - Risk assessment undertaken to determine high risk threats to KGFT - External tip-off line for reporting and identification of fraud - Maintain good governance - Encouraging a forward looking and proactive culture - Building an ethical company culture - Turn employees into brand ambassadors - Cost saving initiatives - Better financial control - Introduction of new technologies to streamline processes 39 | P a g e