Samro 2021 Annual Ir 2021 Web

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THEN

NOW
NEXT
INTEGRATED REPORT 2021
SAMRO | INTEGRATED REPORT 2021
1
ABOUT THIS REPORT 1 DEFINITIONS OF VARIOUS The 2021 integrated report (report) presents
the holistic performance of the Southern African Music
FINANCIAL INFORMATION
Financial information 1
COPYRIGHTS Rights Organisation (SAMRO, the organisation or the
company) and its subsidiaries1 (the group) for the period
The full set of audited consolidated and separate annual
financial statements for the year ended 30 June 2021 will
Reporting frameworks and regulations 1
be available to members from Friday, 3 December 2021
Assurance 1 Performing rights 1 July 2020 to 30 June 2021. Any material events after this
date and before publication are included in this report. upon written request to the Company Secretary. The
Performing rights are the rights to perform music in public annual financial statements will be made available to such
Approval of the report 1 This report is our primary report to our stakeholders.
or broadcast on mediums such as TV or radio for public members free of charge.
2021 AT A GLANCE 2 consumption. The users of the musical works have to, by It outlines our strategy, business model, sustainability
initiatives, governance, remuneration and risk management. The reporting structure, content and data of our
copyright law, pay the creators of those musical works for
Distributions for the year to 30 June 2021 2 summarised financial statements are comparable to
the public use of their music. We have included commentary from the Chairperson and
Our performance in numbers 3 the Chief Executive Officer (CEO). previous reports. These financial statements were prepared


Performing rights belong to the person or people who in compliance with International Financial Reporting
Why become a member 3 own the music, who are often music composers, music SAMRO is a non-profit company (NPC) with a high public Standards (IFRS). SizweNtsalubaGobodo Grant Thornton
publishers and/or lyricists who wrote, created and/or interest score, as defined by the Companies Act, 71 of (SNG-GT) audited SAMRO’s summary separate and
ORGANISATIONAL REVIEW 4
produced it. 2008, as amended (Companies Act). consolidated financial statements. Its independent report
CHAIRPERSON’S REPORT 6
to SAMRO members is available on page 45.
They earn royalties when the music is performed in public.
CHIEF EXECUTIVE OFFICER’S REPORT 10
SAMRO is responsible for the administration of performing
STRATEGIC OVERVIEW 15 rights by tracking usage on behalf of its members, charging REPORTING FRAMEWORKS
LEGISLATIVE FRAMEWORK 18
a license fee to music users and paying this back to its
members as royalties.
AND REGULATIONS
Value added statement 19 SAMRO is affiliated The preparation of this report was guided by the following

Mechanical rights reporting frameworks and regulations:


OUR SOCIAL IMPACT
The SAMRO Foundation
20
21 Mechanical rights refer to the copyright contained in the
with other • International Integrated Reporting Council’s <IR>
Framework (<IR> Framework)
In tribute of our members who have passed on 23
reproduction and of musical works for public use. Examples
of reproduction include the making of commercial copies
international collective • International Financial Reporting Standards (IFRS)

management
Transformation report 24 of music such as CDs, cassette tapes, DVDs, MP3s – • Companies Act
even ringtones – for public use. In other words when it is • King Report on Corporate Governance™ for South
HOW WE ARE GOVERNED 25
organisations (CMOs)
reproduced by a device or machine. Africa, 2016 (King IV)2
SAMRO leadership 25
In South Africa, mechanical rights are administered by
ASSURANCE
SAMRO’s governance structure 29 the Composers, Authors and Publishers Association, also
known as CAPASSO.
collecting licensing SAMRO operates in an established control environment,
Compliance with applicable laws and regulations 30
Group operation and management structure 32 income on behalf of which is regularly documented and reviewed. Risk
management and internal control procedures exist
Needletime rights
composers, authors
to provide reasonable but not absolute assurance
Risk management 34
Needletime rights refer to copyright in the performance of that SAMRO’s risks are being controlled and its assets
AUDIT AND RISK COMMITTEE REPORT 35 music works. These rights entitle performers and record
and publishers (SAMRO
safeguarded.
companies to remuneration for the public performance
REPORT OF THE SAMRO SOCIAL, ETHICS AND SNG-GT will provide external assurance on the financial
38 and/or use of their recorded performances.
GOVERNANCE COMMITTEE OF THE BOARD
Respective of whether they wrote the song or the lyrics,
members) in their information supplied in this report.
REPORT OF THE SAMRO HUMAN RESOURCES,
REMUNERATION AND NOMINATION 39
their talent contributed to the final product is covered
territories. SAMRO APPROVAL OF THE REPORT
in needletime rights each time the song is broadcast for
COMMITTEE OF THE BOARD The board of directors (the board) is responsible for the
REMUNERATION REPORT 41
public consumption.

In South Africa, needletime Rights are administered by the


plays a similar role integrity and completeness of this report. The board applied
its collective mind to preparing and presenting the report and
Remuneration strategy and policy 41 South African Music Performance Rights Association or
known as SAMPRA.
in South Africa on accordingly approved the report for publication. The board
believes the report was prepared under the <IR> Framework.
Overview of remuneration 41
DIRECTORS’ RESPONSIBILITY STATEMENT 42 behalf of other CMOs Signed on behalf of the board:
Reprographic rights
DIRECTORS’ REPORT 43
and makes regular
CERTIFICATE BY COMPANY SECRETARY
INDEPENDENT AUDITOR’S REPORT ON THE
SUMMARY CONSOLIDATED FINANCIAL
44

45
Reprographic rights are administered by the Dramatic
Artistic and Literary Rights Organisation (Pty) (Ltd), better
known as DALRO. These are rights in the reproduction
of visual art, such as stage rights for musicals and plays.
Reprographic rights also cover the reproduction of
distributions to them
in return.
“ Nicholas Maweni Mark Rosin
STATEMENTS
literature and artwork typically displayed at art galleries. Chairperson CEO
SUMMARY CONSOLIDATED FINANCIAL 26 November 2021
46
STATEMENTS
CORPORATE INFORMATION 58 1 The SAMRO Foundation, DALRO, SAMRO House Holdings (Pty) Ltd and SAMRO House (Pty) Ltd.
2 Copyright and trademarks are owned by the Institute of Directors in South Africa NPC and all of its rights are reserved.

ii
GLOSSARY 59
OUR PERFORMANCE IN NUMBERS
SAMRO | INTEGRATED REPORT 2021
3
Statistical information

DISTRIBUTIONS FOR THE YEAR TO 30 JUNE 2021


R394 million
Category Distribution Date of credit (2020: R367,6 million)

Post (Sequence 1) FY2021 2020/07/13 Total available for distribution

29,7%
Foreign (Sequence 1) FY2021 2020/08/14

Post (Sequence 2) FY2021 2020/09/03


(2020: 30,3% (previously 28,6%))
Mobile & Internet Transmission (Sequence 1) FY2021 2020/10/02
Cost-to-income ratio
Foreign (Sequence 2)

Mobile & Internet Transmission (Sequence 2)


FY2021

FY2021
2020/10/19

2020/11/16
19
(2020: 22)

Post (Sequence 3) FY2021 2020/12/05 Number of distributions


Performance Adjustment (Sequence 1) FY2021 2020/12/06

Non Society (Sequence 1) FY2021 2020/12/15 R555,6 million


(2020: R569,9 million)
Radio & General (Sequence 1) FY2021 2021/02/14
Total group licence revenue
R290 million
Television (Sequence 1) FY2021 2021/03/22

Live (Sequence 1) FY2021 2021/04/13


(2020: R408,9 million)
Mobile & Internet Transmission (Sequence 3) FY2021 2021/04/17
Total distributions paid
Foreign (Sequence 3) FY2021 2021/05/03
to members

26 700
Non Society (Sequence 2) FY2021 2021/05/17

Performance Adjustment (Sequence 2) FY2021 2021/06/15


(2020: 23 500)
Film (Sequence 1) FY2021 2021/06/18
Twitter followers
Post (Sequence 4) FY2021 2021/07/07

Mobile & Internet Transmission (Sequence 4) FY2021 2021/07/13 131 100


(2020: 70 725)
1 Non-Société (NS): The work or a share of that work used belongs to a composer who is not affiliated with any society at the time of
distribution.
Facebook followers

14 150
(2020: 9 880)

Instagram followers

R21,6 million (2020: R52,6 million)

Cleared undocumented royalties

Why become a member


SAMRO provides a valuable service to over four million music creators worldwide through its relationships with international
collecting societies.

Distribution of royalties
SAMRO Funeral Benefit Scheme
SAMRO Retirement Annuity Fund (SRAF)
Join forces in lobbying for Copyright Amendment Bill (the bill or CAB) that best suits music creators
SAMRO collects royalties worldwide and across South Africa, ensuring your music rights are represented and

2
measured at the correct value
Member application and registration is free
SAMRO | INTEGRATED REPORT 2021
5

Strategy Membership
Optimise the business model and diversify As at 30 June 2021
as we innovate.
SAMRO represents 19 504 composer
and publisher members in South Africa
and over four million composers
and authors worldwide.
1 081 new members were elected
during the year.

Our purpose
Employees • To create value for
Employees 1
161 the creators and users
of music
African 67% Established
• To protect the
Coloured
Indian
12%
9%
1961 intellectual property
SAMRO was established in 1961 rights of writers,
White 11% as a company limited by guarantee. composers and music
Foreign 1% Members comprise southern African publishers by licensing
composers, authors and music music users
publishers. SAMRO members elected
to move from a company limited by • To ensure members
guarantee to an NPC when the new whose works are
Companies Act was promulgated. commercially broadcast
Since inception, SAMRO has and played are paid their
Our vision royalties from licence
delivered services to its
A leading and most
members on a not-for- fees collected by SAMRO
admired CMO profit basis. • To actively promote
in Africa, respected the value of copyright
by the global
community and
members
Rights administered by SAMRO2
Our values
Performing rights
• Accountability
• Achievement A performing rights licence allows musical
works to be broadcast, performed in public
• Integrity
and transmitted by a diffusion service. The
• Service excellence licence fees collected for this use are paid
• Teamwork as royalties to music composers, authors,
publishers and affiliated societies.

1
151 permanent and 10 contract employees.
2
Mechanical rights are administered by the Composers, Authors and Publishers’ Association (CAPASSO). Needletime rights are administered by the
South African Music Performance Rights Association (SAMPRA).

4

SAMRO | INTEGRATED REPORT 2021
7
We do what is right, not
what is easy… The journey
of SAMRO is an interesting
one that at times should

be told not just in words
but in songs
Thank you for the opportunity to serve. I present SAMRO’s
integrated report for the year ended 30 June 2021.

I lift up my eyes to the mountains January 1962, it opened for business. This year, the AGM will be
hosted in Durban, KwaZulu-Natal on 10 December 2021, where
– where does my help come we will celebrate SAMRO’s 60th and the more “marginalised
music” of our country. Hip hip hooray!
from?
As we celebrate our Diamond Jubilee, we must also reflect
A good time occurs precisely when we lose track of what time
on the significant milestone of successfully collecting and
it is. But what we must certainly enjoy are the little treasures
distributing over R7 billion in royalties to our members in the
in life…as a wise man once said, one day we may look back
last six decades. If nothing else, this figure demonstrates that
and realise they were the big things. Now and then it is good to
SAMRO has consistently created value for members. We pride
pause in pursuit of inner reflections and to celebrate the joys of
ourselves on being a progressive and innovative organisation
today, the memories of yesterday and the hopes of tomorrow.
that always strives to maximise value for our members. The
This year, SAMRO is celebrating a Diamond Jubilee – 60 years
board has set an audacious target of seeing the organisation
since it was founded in 1961.
reaching R1 billion revenue by 2025.
Over 18 months after the World Health Organization officially
declared a pandemic (on 11 March 2020), the COVID-19 crisis
is by no means over for the music sector. It is undoubtable that
Board
the impact of COVID-19 will be felt long into 2022 and beyond. The need for inclusive and ethical leadership has never been
stronger. As a board, we understand our role extends beyond
SAMRO’s cost-to-income ratio dropped to 29,7% compared to oversight. SAMRO plays an integral part in our society in
40% three years ago. Online revenue is up by 110%, while total ensuring members whose works are commercially broadcast
revenue at company level, even with the pandemic, is down and played are paid royalties from licence fees collected.
by 7% to R476,5 million (2020: R512,4 million), and members
will also feel this through royalty distributions. We continue to It is critical we ensure a strong culture of ethics and good
efficiently administer music rights on behalf of our members – governance is embedded across SAMRO. We do what is right,
music composers, authors and publishers – and strive to be the not what is easy.
leading and most admired collective management organisation In line with SAMRO’s memorandum of incorporation (MOI),
(CMO) in Africa, respected by the global community and one-third of the non-executive directors is due for rotation
members. annually. During the year, Wendy Oldfield was re-elected,
The board of directors (board) is implementing the approved Tebogo “ProVerb” Thekisho joined the board and Sello “Chicco”
strategy which is to optimise the business model and diversify Twala stepped down. We thank them all for their commitment.
as we innovate. During the year, the focus was on optimisation, We will continue to find ways to strengthen the board, ensure
with the following goals: Increase revenue, Improve systems accountability and drive strategic thinking.
and processing, Improve reputation, Cost management and
Consolidate music industry). SAMRO Foundation
Since inception, SAMRO has delivered services to its members
60th celebration on a not-for profit basis. Recently, SAMRO received approval
The journey of SAMRO is an interesting one that at times from the South African Revenue Service (SARS) for tax
should be told not just in words but in songs. Dating back to exemption as a public benefit organisation (PBO), after
the days of apartheid when Dr Gideon Roos and his two sons meeting the requirements of the Income Tax Act, 58 of 1962.
founded SAMRO in 1961, through their interesting connections. We applied for PBO status based on some of the objectives
In December 1961, SAMRO held its first-ever board meeting and work of SAMRO NPC, which comply with Public Benefit
and annual general meeting (AGM), and a few weeks later, in Activities listed in Part 1 of the Ninth Schedule to the Income
Tax Act, 58 of 1962. This change resulted in a further tax

6
Chairperson’s report continued
SAMRO | INTEGRATED REPORT 2021
9

benefit, which necessitated a review of the SAMRO Foundation and the musical grande dame Dr Sibongile Khumalo, who was a
as a separate entity. The board took a decision that the work staunch advocate for gender equality within the music industry
of the SAMRO Foundation will be incorporated within SAMRO and had immense talent and a powerful voice. Mam’Sibongile
NPC as part of corporate social responsibility (CSR). was SAMRO’s first black woman Deputy Chairperson and
later first black woman Chairperson, serving on the boards of
All projects and initiatives will continue under the broader
SAMRO and the SAMRO Foundation before retiring from both
SAMRO and the approved strategy mentioned in the social,
in December 2018.
ethics and governance report herein will be implemented as
such, bringing CSR initiatives closer to members. We mourn the passing of our iconic composer and former
SAMRO board member, Professor Mzilikazi Khumalo, who
Due to the outcry and challenges posed by the COVID-19
was a distinguished maestro of South African choral music
pandemic, we initiated the process of enabling qualifying
and opera. He was a composer, arranger, choral director and
SAMRO members to cash out their retirement annuities from
a Professor Emeritus of African Languages. He served on
the SRAF early, if the investment amount is at a maximum
SAMRO’s board as Vice-Chairperson from 1993 to 2009. He
value of R7 000 or below.
was the only non-executive board member that had an office
Initiatives such as these and others like the Music Creation at SAMRO until he completed his board term in 2011.
Support Grant show that SAMRO is continuously seeking
We also pay tribute and mourn the passing of former board
additional benefits and mechanisms that can be leveraged to
member and music legend Steve Kekana, who made a
help our members during these difficult times.
tremendous contribution to the South African music scene
during a long and prolific career. He was appointed in January
Technology 2008 as a composer member to the SAMRO board and
Earlier this year, we introduced a technology system aimed stepped down as a director on 30 June 2013. He served four
to improve the way we pay royalties. The solution enables terms as Chairperson of the SAMRO Retirement Annuity Fund
monitoring of airplay across platforms such as the internet, and stepped down a month before his untimely passing.
television and radio. It will improve the accuracy and efficiency
At the going down of the sun, and in the morning, we will
with which SAMRO is able to collect and pay royalties to
remember them, for their soulful melodies will linger on.
members.
Our commitment, which is guided by our purpose and values
We unveiled an online registration process for music users
– Accountability, Achievement, Integrity, Service excellence
who wish to apply for a music usage licence to play music
and Teamwork – helped us to strategically and systematically
in the course of doing business. The online registration portal
mitigate the impact of COVID-19 on our members.
simplifies and streamlines the process for the purpose
of efficiency and the introduction of the online member At times I wish I knew then, what I know now, especially when
registration system, which will advance the member I see the propensity of how the industry can at times self-
experience when applying for SAMRO membership. destruct. But a wise man is the one who knows what he does
not know.
We embarked on a Business Replacement System project,
which will utilise a matching tool and be used by players When one chooses a thankless job, I guess one cannot be upset
in multiple industries. This tool should provide SAMRO when you are not thanked but what matters is that we serve
with efficiencies in the form of a reduction in resourcing, with the respect we have earned and the honour given to us by
undocumented works and queries. The solution is cloud based those who recognise the positive difference we make.
and includes machine learning, big data technologies and
I thank all the board members, especially the role played
artificial intelligence, and will provide SAMRO with business
by the independent non-executive directors for their clear
and information technology (IT) systems that will support
perspective and the ability to engage objectively during many
envisaged business processing models and volumes.
board discussions. I thank our Chief Executive Officer (CEO),
This project will allow for integration (where available via an Mark Rosin, who has been effective in implementing the
online application programming interface) with all CISAC tools turnaround strategy, and commend the commitment of the
and will provide SAMRO with the advantages of immediate management team and all employees who have endured and
interested parties information allocation, integrated access to serve with pride. Siyabonga!
audio video interleave and WID repertoire information, access
I look forward to the next chapter as we try our very best, to
to live performance tools, etc.
take SAMRO to celestial musical heights.
The project is cost effective and positions SAMRO
Maluphakanyisw’ uphondo lwayo, Yizwa imithandazo yethu,
competitively in the industry. It will have a saving benefit of
Nkosi sikelela.
over R55 million over a five-year period.

Paying tribute
The year was not kind to us as we saw the passing of a number

8
of our members including the “Village Pope” Dr Tsepo Tshola
Nicholas Maweni
Chairperson

SAMRO | INTEGRATED REPORT 2021
11
In 2021, foreign licence
income increased by

31% & online revenues
too, up by 110%

At the time of preparing this report, I will have


completed just over 18 months at SAMRO. That is a
reasonable amount of time to look both backwards
and forwards. It is of course strange, that between
my last report and this one, we have been in a
perpetual state of lockdown of one level or another.
Other than a few short weeks when some of our
employee complement returned to the office, we
have worked from home.
We saw a dramatic increase in applications for SAMRO In 2020, at company level, we broke the R500 million
membership this year. This is certainly in some measure due barrier from licensing revenue. However, that included just
to prospective members wanting to ensure they will be able one quarter of a State of Disaster. This year has seen four
to earn from their music being played. We also believe that it successive such quarters and, as expected, we saw a dip
is partly owing to COVID-19, as our members and potential in revenue. However, we did better than anticipated. Many
members in many instances are desperate to find ways of international CMOs were expecting downturns in a range of
earning, in circumstances where the live industry has been between 25% and 35%. SAMRO collected R476,5 million in
decimated. licence and royalty income, down by just 7%, and the amount
available for distribution increased by 4% to R338,8 million
In 2021, our membership increased to 19 504 voting
this year, against R325,8 million in 2020. This downturn was
composer and publisher members. We now also have over
due to the impact of the pandemic and the general economic
100 000 prospect members. These are members who have
environment, which continued to affect our licensees.
yet to break the threshold for membership criteria. We had
7 500 new applicants just in the quarter to September 2021 SAMRO’s licensing revenue constitutes 95% of total income
and we are looking at how to best manage such massive at group level and 96% of total income at company level.
growth in member numbers, which outstrips any of our In 2021, broadcast income showed resilience, decreasing
sister societies anywhere, insofar, as we have been able to by just 4,7% or R17, 2 million. This is largely due to secured
determine. contractual commitments within the broadcast licensing
sector, which limited the impact of the revenue decline as
compared to general licensing.
Licence and Royalty income (%)
In 2021, foreign licence income increased by 31% or
R4 million to R17 million. We believe that with a slightly more
4 aggressive approach, we can do even better in FY22 and will
5
23 General be recruiting a manager to oversee this important growth
opportunity.
TV
25 We have begun to see growth in online revenues too, up by
Radio 110% or R13,8 million. However, our general licensing revenue
stream was troubling, as it was more severely impacted by
Digital lockdowns and declined by 17,3% or R22,7 million. This is
largely because of retail closures, reduced trading hours and
43 Foreign
much reduced or absent foot traffic across many licensed
sites. Lockdown was also an inhibiting factor in terms of

10
approaching and converting new licensees.
Chief Executive Officer’s continued
SAMRO | INTEGRATED REPORT 2021
13

Due to a realignment of our “undoc works” write back policy, of accounts aged over 60 days. As part of the year end
Company cost to income ratio (%)
a larger amount (R25,4 million) was written back in 2021 process we reviewed our overall provisioning for Debtors and
compared to R4,8 million last year. Also, despite lower Intercompany Loans that resulted in a restatement of our
revenues, in 2021, SAMRO improved its solvency position due cost to income ratio for 2020 from 28.6% to 30.3%. The total
to lower costs and improved debtor and cash management. amount of our provisions in 2020 remained unchanged but
the cost allocations impacted the CTI calculation.
Key to SAMRO’s success is close, ongoing management
of costs. While revenue generation rests only partly in our The employee benefit expense reduced by R5,6 million 38,6 40
32 30,3
hands, costs remain more significantly an element which we or 5,6% to R94,9 million. This reduction is attributable to 26,5 27,4 27,6 26,5 27,5 29,1 29,7
are able to control. a reduction in employee numbers (161 versus 176 in June
2020). Additionally, the enforcement of a new leave policy
Given our substantial member numbers and the numbers of
where employees have to use or lose their leave, resulted
distributions and adjustments which need to be made, most of
in the leave pay provision reducing by R2,8 million. During
our cost base comprises employee costs, social and cultural
the year, 13 employees were retrenched as part of a process 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020* 2021
expenses, and depreciation and amortisation. At company
concluded in March 2021, resulting in exit costs but overall
level, we reduced our total expenditure by R40,5 million or
savings.
20,5%, as our cost saving initiatives took effect.
After many months in discussion with SARS in 2021, SAMRO
The major elements where significant savings were achieved
was granted PBO status during the course of the financial
versus last year, were in relation to bad debts and the Total Group income (Rm) 581,8
year. The debit deferred tax balance will no longer be utilised 576,1
employee benefit expense line. 557,3 564,3
and has been written back to the income statement. Refer to
Last year our bad debt expense was R19,5 million due to the the Chairperson’s report. 525,6
509,7
movement in our bad debt provision where all debts over 494,2
During the previous financial year, management decided
60 days are provided for in our books. The Bad Debt has 463,6
to amend the useful life of the custom-built SQL Database,
been restated as more fully explained below. This year the 426,6
disclosed in the balance sheet as an intangible (2021
expense was replaced with a credit of R14,9 million due to
R36,2 million; 2020: R52,3 million). The useful life was initially 384,3
a reduced legal book and a reduction in the absolute value 371,1

2011 2012 2013 2014 2015 2016 2017 2018 2019 2020* 2021

Total Group distributions paid (Rm)

408,9

350,4
314,5
297,2 290,0
268,3 275,8 269,9
260,6
224,9
181,5

2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021

*The 2020 number has been restated due to formatting and/or allocation changes that were implemented as part of the 2021 reporting process.

12
Chief Executive Officer’s continued
SAMRO | INTEGRATED REPORT 2021
15

SAMRO established three pillars on which its business strategy rests to support the group’s vision:
assessed to be five years. Microsoft will discontinue support Finally, we have decided that it will be useful from a
for the Dynamics AX ERP system in October 2023, therefore cost perspective and given our tax status, to bring the
we had to act decisively. To that end, SAMRO is in the process corporate social investment (CSI) aspects of the SAMRO
of finding an alternative to replace Dynamics AX by September Foundation into the parent business. The work of the
2023. These system problems necessitated a hard look at our Foundation will continue within SAMRO itself, with separate
current business system and its status as fit for purpose. reporting, and we have already commenced rolling up
the business into SAMRO NPC itself while winding up the
We know that members have become increasingly frustrated
SAMRO Foundation company.
with SAMRO processes, adjustments, query resolution and so
on. As part of looking forward in this report, below are some Customers who use music in South Africa sometimes require
of the key initiatives we will be implementing at SAMRO as four licences: from SAMRO, CAPASSO, SAMPRA and RISA.
we enter the next phase of the business turnaround. It must eventually be the case throughout the world that
CMOs will have to align and work closely together. To that
1. Optimisation of
Arising from the system difficulties, we concluded an analysis
of SAMRO’s current capabilities, where it is now and where
end, these four societies have started working cooperatively the business model 2. Diversification
to explore the possibility and feasibility of the issue of a The second pillar is business
we want it to be. We have embarked on the Business System The first pillar focuses on optimising
single licence regime. This will take some time to conclude
Replacement Project (BSRP) and have appointed consultants, SAMRO’s business and entails identifying diversification. It focuses on identifying
and implement, but the process has begun. In the spirit and
familiar with international best practice, to help us get to the areas where efficiencies can be improved and pursuing opportunities to provide
practice of efficiency, SAMRO and CAPASSO, in particular,
levels of our most efficient sister societies around the world. to have a positive impact on SAMRO’s SAMRO’s existing stakeholders (members
are looking at ways to work cooperatively. More of this
When this phase, currently helmed by our IT division and and licensees) an improved and wider
initiative will be announced as we get closer to developing a distributions to its members. Optimising
Spanish Point, is complete, we will appoint a vendor to supply service offering beyond the current
sustainable working model. operations and processes in areas such as
the system, which we hope will go live at the end of calendar resources at SAMRO’s disposal.
year 2022. Once implemented, we expect to see savings of In order to help with managing risk within SAMRO, to highlight
documentation, invoicing, licensing and credit
control enables SAMRO to increase value for This entails working with strategic partners
approximately R55 million over five years. policy and process inefficiencies and to help implement
members and grow licensing revenue. Negotiating to increase licensing and collection in other
controls within the organisation, we introduced an internal
It is also key, as a public-facing organisation, to meet
audit function within the business. This has proved a rigorous favourable tariffs is crucial to ensure we derive African territories, and providing value added
our members’ needs when it comes to what we term the services for members and technologically
change to the way we consider, weigh and assess risk and sufficient licensing revenue from our licensees
customer journey at SAMRO. We aware of communication driven customer solutions.
control, both necessary additions to our structure. to provide a more member and licensee-
shortcomings, failures and the lack of consistent
and satisfactory query resolution. To this end, we are We believe that after undertaking a number of structural and
centric service.
implementing a case management system to deal with every operational fixes since 2020, we can now begin to look with
aspect of query resolution including efficient management
and logging of queries, and the process of resolution.
some optimism at improved strategic implementation. Our
new initiatives have already begun to bear fruit, and we have
3. Innovation
begun a journey to demonstrate how we want to develop The third pillar is about future focus
To help improve distribution shortcomings, we introduced an
and implement a new type of practice: one where SAMRO and innovation enabling SAMRO to effectively
automated music monitoring process. For too long we have
will become the best CMO in Africa, competitive with “best compete in the market and industry of the future. SAMRO
relied on inefficient licensee reporting, which in turn leads to
of breed” internationally and efficient for all members, intends to be a dynamic and future-orientated organisation that
excessive performance and royalty adjustments. This system
whether from the publisher, composer or author perspective. understands members’ wants and needs. We will consistently monitor
is long overdue at SAMRO and, although costly, will lead to
We want to get revenue on the rise and costs on the decline, trends like digitalisation and ensure we respond effectively.
greater efficiencies and cost savings for the business. We will
to commence consolidation in the industry and begin to Our approach to innovation enables us to be a business
still require licensee reporting, but will use our automated
make a more significant impact on the continent. We aim
monitoring to supplement what we are provided by users, gaining the affinity of members by offering great
to diversify and grow, and the path to this future-proofed
which is often inadequate. value in a changing landscape.
SAMRO has already begun.

I wish to give my thanks to the Chairperson of the board, the


License Income sources (Rm) Chairpersons of subcommittees and all the board members
for their guidance and support. To the management team for
recognising the importance of team work and cooperation
499,4 and for standing behind me. To our employees for their
452,1 461,6 458,1 459,5
commitment throughout this lockdown period. Finally to our
members, who in the main, have been helpful, understanding
and supportive.

13,6 10,3 14,4 12,9 17,0

2017 2018 2019 2020 2021


Performing rights International rights

14
Mark Rosin
CEO
Strategic overview continued
SAMRO | INTEGRATED REPORT 2021
17
In the year under review, SAMRO management and the board prioritised the “optimisation of the business model” theme. We
focused on the following five strategic objectives:

Pillar Activities Pillar Activities


Increasing SAMRO embarked on various initiatives to maximise revenue. These included but Improving The negative public perception of SAMRO due to recent events affected its
were not limited to: relationship with major stakeholders, ie members, employees, licensees and
revenue reputation lawmakers.
• Increase licensing of music users who do not have a SAMRO licence to
significantly grow licensing revenue To improve its reputation, SAMRO proactively set out to significantly increase
• Review existing licensees to ensure tariffs are favourable and relevant, and engagement and communication with SAMRO members. Frequent communication
agreements are up to date and engagement occurred on the following channels:
• Improve collections of invoiced amounts to ensure sufficient revenue is
• Direct communication with members on the portal, website, email and SMS
collected from our licensees and bad debts are reduced
• Social media engagement
• Improve the licensing, invoicing and credit control functions and activities to
reduce bad debts and grow cash available for distribution • The newly introduced member townhall sessions
• Industry workshops, events and conferences
Improving There are numerous inherited issues negatively affecting system functionality and
resulting in inefficiencies in business processes. This led to undesirable member Also, the work performed through the SAMRO Foundation (the Foundation) to the
systems experience and less efficient distributions to members. SAMRO chose to focus on benefit of existing and future SAMRO members had a wide-reaching positive impact
and technologically driven solutions to improve the quality and value of distributions. and helped improve the organisation’s reputation.
processes This will ultimately improve customer experience. These solutions included but were
Music With the impeding CAB, SAMRO became a member of the Copyright Coalition
not limited to:
to actively promote and protect our members’ rights. This is to ensure CAB in its
• Outsourcing a world-class monitoring service to improve matching and linking industry current form is not legislated as it allows big technology companies to unethically
processes to improve the quality and value of distributions cohesion/ benefit from free use of creative content at the expense of our members.
• Outsourcing the distribution of digital licensing to increase the number of synergy Also, SAMRO is committed to working with other CMOs in South Africa that
distributions and the value thereof
administer neighbouring rights to ensure harmonious operations and maximum
• SAMRO embarked on an initiative to assess various technology options to
value for creatives and the industry as a whole.
modernise its operations and increase their efficiency

Managing SAMRO has been operating in a challenging economic environment in the past year,
like most organisations in South Africa. This means it is business unusual. To be
costs efficient and economically viable and find ways to adapt to the economic climate,
SAMRO introduced the following:
• Assessing every function in SAMRO to maximise its operational efficiency and
identify cost-saving measures
• Improving internal controls to ensure prudent financial management
• Inculcating financial disciplines across the business and supporting revenue
growth initiatives to reduce the cost-to-income ratio to an acceptable and
sustainable level
• Improving financial and operational management of SAMRO House to ensure it is
a profit-making business

16
SAMRO | INTEGRATED REPORT 2021
19
Value added statement
FOR THE YEAR ENDED 30 JUNE 2021

SAMRO derives its mandate from its MOI which provides that the objects of SAMRO are to: SAMRO created and distributed R563 million of wealth in 2021 (2020: R523 million). Music royalty distribution for member
benefits increased by 1.3% or R4.2 million to R320.8 million (2020: R316.6 million). Distributions were in the form of royalties,
• Strive to protect and enforce copyright and other intellectual property rights relating to music; prevent unlawful works of
retirement annuity and funeral benefits, endowments for the national arts, and other social and cultural allocations. Payments
music performances and other unlawful uses of intellectual property relating to works of music; and reduce related
to employees in the form of salaries, wages and benefits decreased by 9% to R102.1 million from R112.3 million. This represented
abuses and unfair practices and methods
18.2% of total value distributed.
• Further and encourage the creation and promotion of music, literature and art, and the development of intellectual
property, and encourage the national arts and training of authors, composers and proprietors GROUP
• Advance musical and related cultural interests 2021 2020
• Promote and support the social welfare (and reduce indigence) of authors and their families, dependants and heirs and R000 R000
their dependants
Music and royalties 476 510 512 376
• Provide support for other social and cultural objectives in the principal territory as determined by the board Reprographic licence and royalties 73 267 50 977
• Generally represent the views of those authors, publishers and proprietors of works of music and related intellectual Administration and other fees 9 498 10 385
property, and facilitate the interrelationship between, and advancement and protection of, the interests of authors, Cost of generating revenue (31 613) (70 976)
publishers and proprietors of works of music and related intellectual property, as a social and cultural group
VALUE ADDED 527 662 502 762
• Encourage and promote efficiency in the administration of intellectual property relating to music and the use thereof Income from investments 9 902 15 276
• Promote reforms in the laws regulating intellectual property associated with music Distribution adjustment 25 359 4 773
• Cooperate and enter into reciprocal arrangements with affiliates and related societies and bodies as the company deems WEALTH CREATED 562 923 522 811
fit. This is done through, among other things, acting as a collecting society and administering the administered intellectual
property rights as contemplated in the MOI to support a viable and sustainable music culture, society and industry for VALUE DISTRIBUTION
the public benefit and/or to further the related cultural and social activities and communal or group interest. Members
Music royalty distributions 320 779 316 650
To achieve the above, SAMRO has an obligation to conform to the following regulatory legislative framework: Reprographic royalty distributions 73 267 50 977
• The Interim Constitution, Act 200 of 1993 was superseded by the final constitution on 4 February 1997. The final Grant of rights payments – –
constitution has reference Act 108 of 1996. SRAF and members’ funeral benefit 10 142 10 215
SAMRO Foundation allocation 8 175 6 057
• Copyright Act, 98 of 1978
Other social and cultural allocations 315 315
• Companies Act and its regulations Employees
• Promotion of Access to Information Act, 2 of 2000 Salaries, wages and benefits 102 154 112 312
• Promotion of Equality and Prevention of Unfair Discrimination Act, 4 of 2000 Providers of capital
• Basic Conditions of Employment Act, 75 of 1997 Finance costs – 38
• Labour Relations Act, 66 of 1995 Government
Taxation charge 26 746 4 690
• Employment Equity Act, 55 of 1998 (EE Act)
Reinvested in the group
• Occupational Health and Safety Act, 85 of 1993 Depreciation and amortisation of capital items 20 655 21 676
• Income Tax Act, 58 of 1962, as amended, and all subsequent Taxation Laws Amendment Acts Transferred to reserves – 10 027
• Revenue Laws Amendment Act, 1996 Retained earnings 690 (10 146)

• Skills Development Act, 97 of 1998 Total 562 923 522 811


• Preferential Procurement Policy Framework Act, 5 of 2000
• Unemployment Insurance Act, 63 of 2001
• Division of Revenue Act
• Broad-Based Black Economic Empowerment Act, 53 of 2003 (BBBEE Act)
• Value Added Tax Act

18
SAMRO | INTEGRATED REPORT 2021
21

SAMRO plays a pivotal role in Africa as a driver of the creative economy through its CSI from the Foundation. SAMRO has
promoted the sustainability of artistic communities and music for almost 60 years. Our corporate citizenship philosophy is
THE SAMRO FOUNDATION
based on the Freedom Charter and is closely related to our commitment to stakeholder development. These values have The SAMRO Foundation was registered as a Non Profit Company, independent from SAMRO NPC to administer SAMRO’s Corporate
been the foundation of our corporate culture since 1962. Social Investment projects. The board members that were appointed for the period under review are: Ryan Hill (Chairperson),
Celiwe Nkosi(Deputy Chairperson), Linah Ngcobo, Mark Rosin (SAMRO Group CEO), and Wendy Oldfield.
SAMRO’s sustainability perspective is driven through its CSI activities and the social, ethics and governance committee.
SAMRO allocates 8,25% of operational profit before distribution and tax to the Foundation, the SRAF and the SAMRO Funeral In recent years, SAMRO Members have called for a review of SAMRO’s CSI efforts, requesting that the foundation look to realign itself
Benefit Scheme. This is according to the provisions in the standard reciprocal agreement approved by the International to the needs of members. In response, and recognising the enormous challenges facing composers and particularly independent
Confederation of Societies of Authors and Composers (CISAC). music publishers in the current market, SAMRO set about identifying the best ways to assist, meaningfully and sustainably.
A survey sent to the membership provided many useful insights, including that while 69% of the respondents were self-taught most
The group’s CSI initiatives are channelled through the Foundation, which provides investment support for music education
members believed that skills development was important with priorities on music business (69%) and music creation (64%).
and developing and promoting South African composers, authors and artists.
Closely following the survey inputs, a new SAMRO Foundation board introduced three fresh strategic focus areas to maximise the
The Foundation annually allocates funds to projects. The board receives feedback on activities and progress at all board
Foundation’s impact:
meetings and funds are allocated transparently. Below are some of the group’s CSI statistics:
• Improving music business skills;
• Investing in innovative technology; and
• Thought leadership.
2021 CSI in numbers With the new focus areas in mind, and taking into account the considerable devastation wreaked by COVID-19, the SAMRO
Over R210 million SAMRO started its CSI efforts early by Historically, the Foundation ran a number Foundation immediately began to action reforms:
invested in the arts offering scholarships to music students at of music education projects including the • As music bursaries for students at SA Universities that were largely performance based, the bursaries were transformed
since 1962 universities. This grew and today SAMRO SAMRO Overseas Scholarships Competition to offer SAMRO Members training in Music Business in a partnership with Boston City Campus;
boasts a legacy of supporting thousands of and Bursaries for Music Students at • The Stakeholder Hub was discontinued and the SAMRO’s CSI is researching ways to better invest in SMMEs that
South African composers and performers Universities. complement the music sector;
over the past 60 years. In 2021 the Foundation implemented its • Due to its overarching focus on music performance the SAMRO Overseas Scholarships Competition was discontinued;
SAMRO also supported a number of non- new strategic focus offering 100 SAMRO • Support for NGO Music Schools and projects shifted towards supporting schools and projects that offered basic training
governmental organisation music schools members who successfully applied support in the music business.
and strategic education projects. from the Music Creation Support Fund. It
To stimulate ongoing music creation SAMRO offered its members the opportunity to apply for the SAMRO Music Creation
In 2021 the Foundation took a more member- also offered bursaries to SAMRO members to
Support Fund. 100 members were selected by an independent committee to receive micro-grants of R20 000 each to
centric approach to its support, phasing out take the Boston College Music Business Short
complete the creation of their music works. This project helped to get a wide range of members’ music projects off of the
certain projects to ensure SAMRO’s immediate Learning Course.
ground – projects that otherwise would not have seen the light of day. SAMRO will continue to monitor the impact of these on
constituency was better supported. the everyday lives and pockets of its members, observing how music goes ‘from notes to notes’.

Concerts SA (CSA) CSA has promoted live music to over Since inception, CSA supported over 4 650 As part of its research and thought leadership mandate, the Foundation has begun research into the status of music business
has impacted over half a million audience members. CSA is concerts across South Africa’s provinces and educational content and resources available to South Africans, and identified a significant gap in the curricula leading to
10 100 artists since it funded by the Royal Norwegian Embassy and 11 Southern Africa Development Community a deficit in skills and available resources for small businesses in the sector. This will be a continued focus in the future, as
commenced in 2013 administered by the Foundation. (SADC) countries. This includes over 800 SAMRO strives to make an impact in this area. Additionally, the Foundation identified a massive disparity in terms of female
venues, reaching an audience of over representation among music creators (only 16% of respondents to the survey were women). Within the context of the broader
500 000 people in small venues. industry problem, the Foundation commenced research into Women’s Rights & Representation in the SA Music Industry and will
continue its work to correct this distortion.
The SAMRO Music The SAMRO Music Archive preserves The SAMRO Music Archive launched
Archive has supported southern African music scores, with 64 the Indigenous African Music (IAM) The SAMRO Music Archive stores a large collection of South African music scores, photographs, research collections
the commissioning of 500 in the physical archive and a growing transcription Project and the SAMRO and biographies, and continues growing with new works and commissions from SAMRO members. SAMRO Scores
over 500 new South selection of digital works. Scores online portal. It continues to (www.samroscores.org.za) is an online score portal for contemporary South African composer members to sell their music
African works implement new projects to preserve and scores online. The Indigenous African Music (IAM) transcription project has transcribed over 50 indigenous African works
promote South Africa’s musical heritage. which are available for free from the projects website www.iamtranscriptions.org. This year the IAM project continued in its
work, contributing to preserving and promoting South African guitar styles and are in the process of creating an archive for
South Africa’s Reuben T Caluza.
The COVID-19 lockdown put an end to live-music performances in South Africa. Our survey confirmed that SAMRO members
make a considerable part of their income from live performance, and as remedy to the pandemic Concerts SA rapidly
produced research and published Digital Futures. The research spoke to the opportunities and challenges represented by
new technologies available to musicians through technology, namely streaming and hybrid live-online events. They used this
research to develop the Digital Mobility Fund (DMF). The DMF gave performing artists in SA the opportunity to do live-stream
and delayed broadcast performances. The SAMRO Foundation contributed to this fund, which successfully helped to keep the
live-music economy rolling and Concerts SA’s efforts attracted additional third-party financial support during the pandemic
that was efficiently distributed to artists. Over three quarters of the recipients of support from the fund were SAMRO Members.
As SAMRO NPC achieved Public Benefit Status this year, the board agreed that there was no longer a need for the Foundation
to operate as an independent entity incurring costs. It was resolved that the Foundation be absorbed and reintegrated into

20
SAMRO NPC as the Corporate Social Investment division. This is in line with society practices globally.
SAMRO | INTEGRATED REPORT 2021
23
Our social impact continued

SAMRO’s CSI In tribute to our members who have passed on


Strategic
focus areas Objectives Performance feedback
Abram Monare Simanoa Vusie Msibi
Improving music • Industry Cohesion and Improved • SAMRO Member research was
cooperation in the sector conducted to identify member’s needs Johannes Muller Bheka Alphios Mthembu
business skills • 100 SAMRO members received grants
• Improving professional skills and
professional practice in the music sector from the Music Creation Support Fund Mosaka Peggy Mokhomo Thokozile Emmah Mkhwanazi
and reported back on their successes
Simon Teboho Moloi Isaac Kori Moraba
• 30 SAMRO members received bursaries
to complete the Boston City Campus Cyril Vusi Khuzwayo Thulane Raphael Mabaso
Music Business Short Learning Course
Maphakela Mary Mosikidi Malethulie Ada Msomi
• SAMRO ran professional skills workshops
with Concerts SA in Johannesburg, Cape Marthinus Jacobus Benade William Motala
Town and Durban in August 2021
Lawrence Thokoza Msomi Kenneth Zwelihle Majola
Investing in • Economic growth in SA Music industry • Music Creation Support Fund enabled
Patricia Majalisa Patrick Muntvakathenjwa Mncube
• Researching innovative ways to utilise members to complete and monetise
innovative their music creation projects.
technology to facilitate improved Nomasonto Dlamini Israel Linda Mosehla
technology activity in the SA Music industry • SAMRO commenced the design and
development of an Online Resource Ephraim Katz Phambati Rickson Ngobeni
Center to provide practical videos,
podcasts and tools for musicians to Sipho Buzumthetho Khoza Thandi Mirriam Nkosi
better operate in the South African Simon Bhekathina Phelani Mnomiya Makavani Phineas Ndlovu
music economy.
• Concerts SA created 2 308 work Khomotso Bob Fred Mabena John Oakley Smith
opportunities by distributing a total of
John Arthur Baron Susanna Magdalena Hendrina Odendaal
R5.3 million to 196 project partners
across South Africa through the Digital Mmakomane Etlas Makwela Gregory Ralph Pinto
Mobility Fund (assisting live-music
through streaming during lockdowns. Bheki Simon Ndlela Itani Phineas Randima
74% of the DMF recipients were SAMRO
Bright Mxolisi Nosenga Paul Tshabalala
Members)
Jabulani George Cindi Sina Mary Thibedi
Thought Leadership • Research • SAMRO commenced research into
• Preservation and Promotion of SA Music Women’s Rights & Representation in the Barry Trevor Swan Pieter Francois Andries De Villiers
Legacy SA Music Industry
• SAMRO commenced research into music Thomas Frederick Hermanus Senekal Johannes Verwey
curricula that promote professionalism Nandi Tom Vuma Fikile Jeanette Mkhize
and best practice in the South African
music industry. Lefa Petros Xaba Patrick Gwala Sandile
• SAMRO supported the Reuben T Caluza
Ioannis Hadziantoniou Mzwandile Petrus Kieviet
the B-Sides project and an introduction
to SA Guitar Styles are available for free Pieter Barend Botha Mvakalisi Wiseman Kekezwa
from www.iamtranscriptions.org
• Concerts SA conducted groundbreaking Ndodana Macdonald Mathunjwa Cecelia Mazomba
research into the role that digital Emmanuel Matsane Lejone Shadrack Motloung
streaming played during the COVID-19
lockdowns in 2021 Sibongile Khumalo Kgositsile Sam Motata

Mosala Meshack Maliehe Mzenzisi Blessing Nala

Msawake Eliaja Mvelase Zondeni Lungile Sithole

Musawenkosi Kenneth Molefe Sifiso Dladla

Rest peacefully, forever yours in music

22
SAMRO | INTEGRATED REPORT 2021
25
Our social impact continued

TRANSFORMATION REPORT

Board of directors (11) GMs excluding CEO & CFO (6)


SAMRO LEADERSHIP
The SAMRO board regards corporate governance as fundamentally important to achieving SAMRO’s mission and its financial
objectives and fulfilling its corporate responsibilities. The board is committed to applying the core governance principles set
out in King IV, which prescribe accountability, integrity, fairness and transparency in all dealings with stakeholders.
Total Total
female female Mr. N Maweni (Independent Chairperson) (Appointed 1 July 2019)

3 3 Mr. S Mayekiso (Independent Vice-Chairperson)(Appointed 17 September 2019)

Total Total Dr. S Vilakazi (Independent Board Member) (Appointed 15 April 2020))
male male Mr. R Hill (Non-Executive Director) (Re-appointed 11 December 2020)
8 3 Mr. D Alexander (Non-Executive Director) (Re-appointed 11 December 2020)

Mr. E Twala (Non-Executive Director) (Resigned on 11 December 2020)

Mrs. L Ngcobo (Non-Executive Director) (Re-appointed 11 December 2020)

Dr. S Sithole (Non-Executive Director) (Re-appointed 11 December 2020)

Ms. W Oldfield (Non-Executive Director) (Re-appointed 11 December 2020)

Mr. M Rosin (CEO) (Appointed 03 February 2020)

Mr. J Scullion (CFO) (Appointed 17 March 2020)

The following Directors were appointed:

Mr. T Thekisho (Non-Executive Director) (Appointed on 11 December 2020)

African Coloured White Indian

Permanent employees by gender (%) Permanent employees by race (%)

1 1 2 1 1 1
64 63 59 59 58 61 6 7 7 8 8 9
15 14 13 16 13 12
19 15 11 10 9 11
67 67 69 67
63
59

41 41 42 39
36 37

2016 2017 2018 2019 2020 2021 2016 2017 2018 2019 2020 2021
Male Female African White Coloured Indian
Foreign

24
SAMRO | INTEGRATED REPORT 2021
27
How we are governed continued

BOARD COMPOSITION A unitary board with appropriate skills,


experience and diversity is a fundamental
element to drive the organisation forward

1 2 3 4 5 6 7 8 9

1 Nicholas Maweni Independent board Chairperson 6 Dr Sipho Sithole Composer board member

2 Sisa Mayekiso Lead Independent board member 7 Dr Linah Ngcobo Composer board member

3 David Alexander Publisher board member 8 Wendy Oldfield Composer board member

4 Ryan Hill Publisher board member 9 Tebogo Thekisho Composer board member

5 Dr Sibongile Vilakazi Independent board member

26
SAMRO | INTEGRATED REPORT 2021
29
How we are governed continued

Board member meeting attendances as at June 2021 SAMRO’S GOVERNANCE STRUCTURE


Number of Meeting
Meeting Members meetings attended Board of directors
Social, Ethics and Governance committee S Vilakazi 6 6
The board is responsible for the company’s performance and delegates • Monitoring operational performance and management
R Hill 6 6 the implementation of the strategy to the CEO and the general • Upholding high standards of ethics in line with the code of
management committee. ethics
S Twala 6 2*
Other specific responsibilities of the board include: • Ensuring compliance with the policies and procedures
T Thekisho 6 2# applicable to the business
• Evaluating the performance of the CEO and board committees
N Maweni 6 6 • Encouraging proactive engagement with key stakeholders
• Setting a clearly defined communications policy to ensure
transparent communication between the board and key • Ensuring risk management and internal controls, policies and
Audit and Risk committee S Mayekiso 6 6 processes
stakeholders
R Hill 6 6 • Ensuring the accuracy of SAMRO’s financial statements • Increasing the value to members while maximising socio-
economic benefits
D Alexander 6 6
S Sithole 6 6
Nominations, HR and remuneration committee S Sithole 6 6
N Maweni 6 6
S Vilakazi 6 6
W Oldfield 6 4 Nominations, HR
Social, ethics and Audit and risk
L Ngcobo 6 6 and remuneration
governance committee committee
SAMRO board N Maweni 6 6 committee
W Oldfield 6 4
S Vilakazi 6 6 • Monitors SAMRO’s activities relating • Nominates, recruits and appoints • Identifies and quantifies the
to any relevant legislation, other directors various risks facing the
L Ngcobo 6 6 legal requirements and prevailing • Makes recommendations to the organisation
codes of best practice in respect of board on all new appointments • Initiates appropriate risk
S Sithole 6 6 social and economic development
• Ensures compliance with corporate management methodologies to
and good corporate citizenship mitigate these risks
S Twala 6 2* governance and industry codes of
• Advises the board on all relevant best practice • Reviews management’s risk
S Mayekiso 6 6 aspects that may impact SAMRO’s processes and outcomes, reports
long-term sustainability • Facilitates the board evaluation
process aimed at reviewing the findings and recommends
T Thekisho 6 2# • Draws attention to board matters acceptance by the board, as
balance and effectiveness of the
R Hill 6 6 within the mandate as required and board and identifying skills needed appropriate
reports to members at the AGM and the individuals who might • Considers and reports on all
D Alexander 6 6 • Attends to governance and provide such skills in a fair and matters relating to financial
member-related matters thorough manner reporting and audit, risk
* Board members who resigned during the year under review. • Enforces the group’s remuneration assessment and any general
practices to ensure directors and matters pertaining to internal
# Board Members who were appointed during the year under review. controls and systems
senior managers are rewarded
appropriately for their contributions

General management committee


The general management committee assists the CEO in the • Strategy and structure implementation
company’s day-to-day running. The committee meets monthly and • Legal issues
the meetings are chaired by SAMRO’s CEO. The committee acts on
the following: • Business segment updates
• Operational matters
• Group performance: consolidated management accounts
• Governance and risk

28
SAMRO | INTEGRATED REPORT 2021
31
How we are governed continued

COMPLIANCE WITH to promote achieving strategic objectives and positive


outcomes in the short, medium and long term
APPLICABLE LAWS AND • The governing body should ensure assurance services
and functions enable an effective control environment,
REGULATIONS and these support the integrity of information for
internal decision making and of the organisation’s
In the year under review, the board continued discharging
external reports
its fiduciary duties, acting in good faith, with due diligence
• In executing its governance role and responsibilities, the
and care, and in the best interests of SAMRO and all
governing body should adopt a stakeholder inclusive
its stakeholders. It does this within the context of the
approach balancing the needs, interests and
Companies Act, the SAMRO MOI, and the following expectations of material stakeholders in the best
principles set out in King IV: interests of the organisation over time
• The governing body should lead ethically and Through these practices, the directors can contribute to the
effectively future sustainability of the company; enhance long-term
• The governing body should govern the ethics of the member value creation; and ensure other key stakeholders,
organisation in a way that supports the establishment such as members, employees and suppliers, benefit from
of an ethical culture ongoing success.
• The governing body should ensure the organisation is
The philosophy of board leadership is premised on the
and is seen to be a responsible corporate citizen
principle that the role of the board and management
• The governing body should appreciate the
team’s responsibility are two separate and distinct tasks.
organisation’s core purpose, its risks and opportunities,
Consistent with this approach, the roles of the Chairperson
strategy, business model, performance and sustainable
development are all inseparable elements of the value and CEO are separate, with specific responsibilities divided
creation process between them to ensure a balance of power and authority.
Balances ensures no one individual has unfettered powers
• The governing body should ensure reports issued by
the organisation enable stakeholders to make informed of decision making, and cannot dominate the board’s
assessments of the organisation’s performance and its decisions. Only decisions of the board acting as a unitary
short, medium and long-term prospects body are binding on the CEO.
• The governing body should serve as the focal point and The board retains full and effective control over all the
custodian of corporate governance in the organisation companies and entities in the group and assumes overall
• The governing body should comprise the appropriate responsibility for SAMRO’s compliance with the applicable
balance of knowledge, skills, experience, diversity and legislation and governance provisions.
independence for it to discharge its governance role
and responsibilities objectively and effectively
• The governing body should ensure its arrangements for Company Secretary
delegation within its own structures promote SAMRO’s group company secretary plays a pivotal role in
independent judgement, and assist with balance of the functioning of the Board. She ensures all directors have
power and the effective discharge of its duties full and timely access to information they need to perform
• The governing body should ensure the evaluation of its their duties and obligations properly, and enables the board
own performance and its committees, its chair and its to function effectively. She is responsible for the duties set
individual members, support continued improvement in out in section 88 of the Companies Act and for ensuring
its performance and effectiveness compliance with applicable laws and regulations. She also
• The governing body should ensure the appointment of provides guidance and assistance in line with King IV. All
and delegation to management contributes to role directors have unlimited access to the group Company
clarity and the effective exercise of authority and Secretary.
responsibilities
• The governing body should govern risk in a way that The group Company Secretary, Celiwe Nkosi, is not
supports the organisation in setting and achieving its an executive director of SAMRO, nor is she related or
strategic objectives connected to any of the directors. The appointment and
• The governing body should govern technology and removal of the group Company Secretary is a matter
information in a way that supports the organisation for the board as a whole. In addition to her role as group
setting and achieving its strategic objectives Company Secretary, Celiwe Nkosi also serves as the
• The governing body should govern compliance with executive responsible for governance, risk and compliance
applicable laws and adopted, non-binding rules, codes and reports to the CEO.
and standards in a way that supports the organisation
The performance of the group Company Secretary is
being ethical and a good corporate citizen
monitored by the CEO and is formally assessed by the
• The governing body should ensure the organisation
board annually.
remunerates fairly, responsibly and transparently so as

30
SAMRO | INTEGRATED REPORT 2021
33
How we are governed continued

GROUP OPERATION AND MANAGEMENT STRUCTURE

1 2 3 4

1 2 5 6 7
Executive directors Management team

1 Tanya Castignani General Manager: Information Management and Services


1 Mark
Rosin
CEO
Appointed February 2020

2 Clinton Hornett General Manager: Distributions

3 Grace Khambane General Manager: HR

2 John CFO
Scullion
4
Appointed March 2020
Manqoba Kubheka General Manager: Licensing/Sales

5 Chola Makgamathe General Manager: Legal

6 Celiwe Nkosi Company Secretary

7 Karabo Senna General Manager: Rightsholder Services

32
SAMRO | INTEGRATED REPORT 2021
35
How we are governed continued

RISK MANAGEMENT Key risks 2021 REPORT OF THE AUDIT AND Integrated reporting and assurance
• Oversees integrated reporting, has regard to all factors
SAMRO recognises that effective risk management is
fundamental to achieving its objectives. SAMRO regards
1. Impact of the Covid-19 Pandemic
2. Failure to license music users
RISK COMMITTEE and risks that may impact the integrity of the integrated
report and recommends the integrated report to the
risk management as a strategic management tool enabling board for approval
3. Poor financial operational controls
the company to respond to its environment in an agile and • Reviews the disclosure of sustainability issues in the
4. Poor service delivery
effective way and lay a strong foundation for business integrated report to ensure that it is reliable and does
success. 5. Procurement fraud/mismanagement not conflict with the financial information
6. SAMRO being replaced by another industry player or • Reviews the company’s internal and external assurance
Risk reporting and oversight government agency model and recommends to the board engagement of an
external assurance provider on material sustainability
Risk reporting is a fundamental component of risk
management. Risk management framework issues when deemed necessary
• Monitors the relationship between the company and
SAMRO adheres to stringent corporate governance and policy external assurance providers
principles. The board is required, through the audit and SAMRO’s risk management framework and policy are • Annually reviews the expertise, resources and
risk committee, to adequately identify, assess, reasonably designed to holistically address the company’s risks by: experience of the company’s finance function and
manage and report on the business’s risks. The committee discloses the results of the review in the integrated
• Identifying the risk on a scale of one to 10 report
reviews and evaluates these risks and ensures appropriate
• Rating the risk in terms of probability, impact and
internal controls exist for risk mitigation.
urgency, with scoring for each criterion Internal audit
The audit and risk committee provides oversight on risk • Approves the structure and appointment of the internal
• Determining how the risk is mitigated, avoided,
management processes to ensure a standardised and audit function – internal function or outsourced – as
transferred or accepted
proposed by management
consistent approach to risk management. These areas • Allocating risk owners
include: • Annually reviews the performance and objectivity of
• Escalating risks rated nine and above to the board the internal auditor and subjects the internal audit
• IT governance • Discussing risks rated four to eight at the general function to independent quality review as and when
• Licensing management committee meetings attended by all deemed necessary by the committee
executives • Reviews progress on the three year strategic internal
• Business continuity
• The general manager manages risks rated below four audit plan and ensures coordination between the
• Stakeholder management
(operational risks) internal and external auditors
• Human capital
• Receives and reviews the internal audit report at each
• Information governance
• Operations
Internal control meeting of the committee as well as the annual
assessment of internal financial controls
An effective internal control framework is a critical
• Governance • Considers the major findings of internal investigation
component enabling us to evaluate and improve the
and management’s response
effectiveness of all areas of our business.
Risk management process The SAMRO NPC group audit and risk committee (the
Risk management
SAMRO’s internal controls are reviewed as part of the committee) is a formal statutory committee in terms
SAMRO’s risk management process is designed to mitigate • Oversees the development and annual review of a
company’s risk management process. The review of internal of the Companies Act and subcommittee of the board.
the company’s strategic and operational risks. SAMRO has policy and plan for risk management to recommend for
controls includes a review of all policies and procedures. The committee functions within documented terms approval to the board
a watchlist to monitor emerging risks which may become
of reference and complies with relevant legislation,
material in future. • Monitors implementation of the policy and plan for risk
regulation and governance codes. This report of the management taking place by means of risk
committee is presented to members in compliance with the management systems and processes
requirements of the Companies Act and King IV.
• Makes recommendations to the board concerning the
levels of tolerance and appetite and monitors that risks
Role of the committee are managed within the levels of tolerance and appetite
as approved by the board
The committee has an independent role with accountability
to both the board and members. The committee’s • Oversees that the risk management plan is widely
disseminated throughout the company and integrated
responsibilities include the statutory duties prescribed by
in the day to day activities of the company
the Companies Act, activities recommended by King lV
• Ensures that risk management assessments are
and additional responsibilities assigned by the board. The
performed on a continuous basis
responsibilities of the committee are as follows:

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SAMRO | INTEGRATED REPORT 2021
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How we are governed continued

• Ensures that frameworks and methodologies are External audit The committee performed the following activities relating envisaged business processing models and volumes
implemented to increase the possibility of anticipating to the audit function during the year, with certain of these and be a cost effective solution that will allow SAMRO
The committee appraised the independence, expertise and
unpredictable risks duties being required in terms of the Companies Act: to be competitive in the industry, comply with all
objectivity of SNG-GT as the external auditor, as well as
• Ensures that management considers and implements legislation and be fully CISAC integrated and compliant
approving the terms of engagement and the fees paid to • Recommended to the board and members the
appropriate risk responses • Recommended to the board, following a rigorous
SNG-GT. appointment of the external auditor, approved its terms
• Ensures that continuous risk monitoring by Request for Information(RFI) and RFP process, the
of engagement and remuneration, and monitored its
management takes place The external auditor has unrestricted access to the group’s appointment of a vendor to implement the preferred
independence, objectivity and effectiveness
records and management. The auditor furnishes a written solution for the BSRP
• Expresses the committee’s formal opinion to the board • Determined the nature and extent of any non-audit
on the effectiveness of the system and process of risk report to the committee on significant findings arising from • Reviewed and recommended to the board for approval
services the external auditor may provide to the group
management the annual audit and is able to raise matters of concern the integrated report and annual financial statements
and preapproved any proposed contracts with the
• Reviews reporting concerning risk management that is directly with the chairperson of the committee. external auditor • Evaluated the effectiveness of the committee
to be included in the integrated report The audit partner in charge of the audit is rotated after • Recommended to the board and members the
Internal control five years. In terms of this policy, the current audit partner appointment of the internal auditor, approved its terms Evaluation of CFO and finance
of engagement and remuneration, and monitored its
Systems of internal control are designed to manage, rather is in the second year of tenure. The group received
confirmation from the external auditor that the partners
independence, objectivity and effectiveness function
than eliminate, the risk of failure to achieve business The committee is satisfied that the expertise and
and employees responsible for the audit comply with all • Reviewed and approved the following reports
objectives and to provide reasonable, but not absolute, presented by the internal auditor experience of the CFO are appropriate to meet the
assurance against misstatement or loss. legal and professional requirements regarding rotation and
independence. The committee is satisfied that the external responsibilities of the position. This is based on the
While the board is responsible for the internal control auditor is independent of the company.
Internal audits completed in the qualifications, levels of experience, continuing professional
systems and for reviewing their effectiveness, financial year ended June 2021 education and the board’s assessment of the financial
knowledge of the CFO.
responsibility for their actual implementation and
maintenance rests with the management team. The
Activities of the committee 1. Licensing Review
2. Distribution Review The committee is also satisfied as to the appropriateness,
systems of internal control are based on established The committee met five times during the financial year.
expertise and adequacy of resources of the finance
organisational structures, together with written policies and Members of the committee and the internal or external 3. Right Holder Services Review
function and the experience of senior members of
procedures, and provide for suitably qualified employees, auditor may request a non-scheduled meeting if they 4. Financial Management Review management responsible for the finance function.
segregation of duties, clearly defined lines of authority consider this necessary. The chairperson of the committee Facilities Management Review
and accountability. They also include cost and budgeting will determine if such a meeting should be convened. Investments Review
controls and comprehensive management reporting. Minutes of committee meetings, except those recording 5. Procurement and Contract Management Review
Approval of the audit and risk
Internal financial controls
private meetings with the internal or external auditors, are 6. ICT Security and Systems Processes Review committee report
circulated to all directors and supplemented by an update The committee confirms that it has functioned in
The committee considered the results of the formal 7. Risk Management Review
from the committee chairperson at each board meeting. accordance with its terms of reference for the 2021
documented review of the company’s systems of internal 8. Combined Assurance Review
Matters requiring action or improvement are identified and financial year.
financial controls and risk management, including the
appropriate recommendations made to the board. 9. Audit Follow up Review on Internal Audit/External
design, implementation and effectiveness of the internal
Audit Findings
financial controls in place. The committee also assessed The chairperson of the committee attends all statutory
information and explanations given by management and member meetings to answer any questions on the 10. Corporate Governance Review
discussions with the external auditor on the results of the committee’s activities. Sisa Litha Mayekiso
audit. Through this process, no material matter has come • Reviewed the group’s internal financial control and
Chairperson: Audit and risk committee
to the attention of the committee or the board that has financial risk management systems
19 November 2021
caused the directors to believe the company’s systems of • Recommended to the board the approval of the annual
internal controls and risk management are not effective budget for the year ending 30 June 2022
and that the internal financial controls do not form a sound • Recommended to the board, following a Request for
basis for the preparation of reliable financial statements. Proposal (RFP) process, the appointment of a vendor to
manage the formation phase of the Business System
Replacement Project (BSRP). This phase encompassed
defining the business processing models that will
sustain SAMRO 10+ years into the future, provide
SAMRO with business systems that will support

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SAMRO | INTEGRATED REPORT 2021
39
How we are governed continued

REPORT OF THE SOCIAL, increase in the number of registrations processed,


meaning that SAMRO is more accessible to a wider
The SAMRO Foundation The SAMRO Foundation also embarked on research
projects, the most immediate of which has been research
ETHICS AND GOVERNANCE •
potential membership base
The Portal Undoc was also introduced to allow
The wellbeing and financial security of SAMRO members
are at the forefront of our minds, and we have identified
into women’s rights and representation in the music
industry in South Africa. It partnered with a leading
COMMITTEE members to submit registration for undocumented a strong need for business skills development in the
industry. Working with the SAMRO Foundation, SAMRO has
women’s rights consultancy, Tara Transform, in an earnest
works. Members took advantage of the portal and over effort to find solutions to the challenges and barriers of
R1 million was claimed and paid to members. This instituted a new strategy with three pillars: entry experienced by women in our sector.
initiative has gone a long way in making SAMRO more
• Business skills
accessible to members With South Africa’s musical heritage close to our hearts,
• Innovative technology SAMRO Foundation supported two important projects.
• A case management system was deployed as another
step in improving efficiencies. The system ensures • Thought leadership Raymond Caluza – The B Side and our support for
members who contact SAMRO can be tracked through Billy Monama’s An introduction to South African Guitar
Below are highlights of the SAMRO Foundation’s year:
an interactive communication system. This will improve Styles can be found on the Indigenous African Music
the overall query life cycle by providing each member In response to the COVID-19 pandemic, the SAMRO website www.iamtranscriptions.org.
with a portal where they can log, monitor and receive Foundation initiated the Music Creation Support Fund,
feedback related to their cases. In addition, members
will be able to rate every interaction with a consultant
which facilitated momentum in the professional practices
of SAMRO members. Members were given the opportunity
REPORT OF THE
once the query is closed. This initiative will vastly
improve member experience when interacting with
to apply for micro-grants of R20 000 each to support NOMINATIONS,
their professional music creation projects. Applicants were


SAMRO
A new partnership with KaNzimande (underwritten by
required to prove to the selection committee that they had HUMAN RESOURCES
Rand Mutual Assurance) for funeral cover for members’
planned the works and their success post-production. 100
members received micro-grants, using the funds to ensure
AND REMUNERATION
families was entered into. This is the first fulfilment of
the procurement intentions to benefit members who the completion and promotion of new music works. COMMITTEE
are able to offer SAMRO the requisite services it needs
To promote best practice in the music business, SAMRO The committee consists of a minimum of three non-
partnered with Boston College to pilot a programme executive directors who are nominated by the board and
Legal services offering SAMRO members bursaries for a short music exist to assist the board with ensuring:
A debtors book clean up project was introduced and has course that would help them better understand and
1. That the board has the appropriate composition to
assisted with effective debt collection. Over R8 million navigate the music industry. 30 SAMRO members were
execute its duties effectively
of bad debt was collected, resulting in more money to selected and completed the course.
members. 2. That a formal succession plan exists to ensure the
Concerts SA also rapidly responded to the COVID-19
board, CEO and other executive appointments are in
crisis in the live music sector. After doing rapid and high-
Marketing and communications impact research, it published Digital Futures, which spoke
place and are aligned to SAMRO’s policies

The organisation celebrated 60 years in 2021, and the to the opportunities and challenges represented by live 3. Fair and responsible remuneration of directors,
marketing and communication department assisted to online events. It used this research to develop the Digital executives and other employees exists, including
highlight this significant milestone internally and externally. Mobility Fund (DMF). The DMF gives performing artists in ensuring that all employee benefits are justified and
One of the challenges for the department was celebrating South Africa the opportunity to do live stream and delayed correctly valued
The social, ethics and governance (SEG) committee fulfils
the milestone while being sensitive to potential member broadcast performances. The success of this programme
its mandate of overseeing good stakeholder relationships, 4. That appropriate HR policies are developed and
perceptions of being extravagant. This challenge is due to attracted additional third-party financial support during
internally and externally, by promoting ethical behaviour implemented
the trust deficit between members and the organisation, the pandemic, which was distributed to artists. The positive
and high moral standard in the organisation. The SEG
which the board is still working hard to bridge. The impact of Concerts SA in the past six years has been 5. An appropriate operating model and organisational
committee is committed to supporting the board strategy,
marketing and communications team spent considerable felt by over 9 000 artists around the country, of which structure exist to drive and implement the
specifically the strategic pillar to improve efficiencies in the
time managing SAMRO’s reputation online and offline an estimated 70% are SAMRO members. In August 2021, organisation’s strategy
organisation and thus improve the experience of members
by focusing on trust building initiatives through positive SAMRO and Concerts SA ran a series of workshops in
and all other stakeholders. The following key milestones 6. The committee also ensures that the organisation
content that is relatable and educational to demystify the South Africa’s metropolitans to inform and assist musicians
were achieved during the year: has the right people with the requisite skills and
role of SAMRO. around the country in conceptualising, managing and
competencies necessary to pursue the strategic
fundraising for their music events, encouraging best
Member services practice in their music business activities.
objectives as set out by the board, as well as ensuring

The rights holder services department became more


Ethical conduct harmonious relations between labour and management

focused on member support and driving SAMRO towards The board resolved that there will be zero tolerance of
being more member centric. The department’s name unethical behaviour from board members, employees
change to member services was significant to make clear and members. Parties found to have been involved in
the essence of what the department does. The following any unethical behaviour will be named and shamed
support was provided to members during the year: publicly. Two employees were investigated for fraud in
the organisation, and they elected to resign to avoid the
• The introduction of the online member registration consequences if found guilty. Two members were also
system simplified the experience of submitting
suspended after an investigation found them to have
membership forms for registration. This saw a 186%
committed fraud.

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SAMRO | INTEGRATED REPORT 2021
41
Remuneration
How we are governed continued

During the year, the committee drove and executed the


following, in line with its approved committee terms of
reference.
• There will be a change in reporting lines wherein
HR and talent management, and legal and
compliance will report to the CFO
report
• A Chief Corporate Affairs (CCA) executive
Following the drafting and approval of the HR strategy, vacancy will be advertised in the financial year
which is aligned to the organisational strategic pillars, the ending June 2023. The CCA’s office will house The nominations, HR and remuneration committee Primary objectives include the need to:
committee monitored the implementation milestones the sales and licensing, and marketing, (the committee) oversees remuneration and its main
thereof and recommended the following deliverables to communication and CSI initiatives functions • Promote superior performance
responsibilities are to:
the board: c) To manage costs: • Direct employees’ energy towards key business goals
• Perform an annual self-assessment of the • Achieve the most effective returns for employee spend
a) Job evaluation and grading process in order to • The leave policy was approved and effectiveness of the committee, reporting findings to
align SAMRO roles to the applicable remuneration implemented premised on the Basic Conditions the board • Address diverse needs across differing cultures
benchmarks as per the remuneration policy of Employment Act, 75 of 1997 legislative • Have an overall credible remuneration policy
framework • Determine and approve general policy on strategic
compensation issues
OVERVIEW OF
b) To improve processes and systems:
• The adjustment of salary increases was
• The board ratified a new management structure implemented in accordance with the beginning • Annually review the committee’s charter and, if
that is envisaged to deliver the strategic
objectives and future proof the organisation. The
of the financial year appropriate, recommend required amendments for
approval by the board
REMUNERATION
• A board resolution was passed in respect of the
implementation commenced with the approval
and recruitment process for the Chief Operating
employee retrenchment process that took place
from December 2020 to February 2021
• Annually appraise the performance of the CEO
Non-executive board members
• Annually review and approve the remuneration
Officer (COO) in support of the approved The fees of the directors are determined by a special
d) Review of the performance management structure packages of the most senior executives, including
management structure that will provide an resolution at an AGM in line with the MOI of SAMRO.
wherein the organisational performance parameters performance bonuses and increases, ensuring
enablement of improving systems and processes
will be the driver and gate keeper for the individual appropriateness and alignment with the remuneration
• The core CMO operations such as member SAMRO directors’ remuneration is reviewed annually
policy
services and distributions, supported by our incentive roll out against competitors and companies of similar size
innovation and systems teams, will report • Annually review the remuneration of non- executive through an independent benchmarking process. Directors’
e) Review of the BBEEE plan for SAMRO directors
directly to the COO remuneration is not directly related to the organisation’s
• Review incidents of unethical behaviour by senior performance.
managers and the CEO
• Prepare an annual remuneration report for inclusion in
the company’s integrated report Executives and employees
SAMRO’s remuneration policy rewards high performance
REMUNERATION STRATEGY and aims to attract talented employees to enhance the
group’s value.
AND POLICY SAMRO offers a cost to company remuneration package.
We rely on our remuneration strategy to attract, retain
Employees qualify for benefits, such as car, housing and
and motivate competent leaders. SAMRO’s remuneration
cell phone allowances over and above basic pay, pension,
strategy is structured to motivate employees to ensure
medical aid and other insured benefits. SAMRO’s additional
sustainable value creation for members by executing the
individual performance incentives are payable to all
group’s strategy. SAMRO has an integrated approach to
employees including executives.
remuneration linked to the group’s strategy.
At senior level, remuneration is linked to the group’s
SAMRO’s remuneration policy and practices ensure
performance rather than standardised performance-
alignment of the remuneration and incentives of
related packages.
executives and employees, and the group’s long-term
business strategy. The remuneration policy and practices
aim to reward superior performance.

40
SAMRO | INTEGRATED REPORT 2021
43
Directors’ responsibility statement Directors’ report
The directors are required by the Companies Act of South Africa to maintain adequate accounting records and are The directors present their report for the year ended 30 June 2021.
responsible for the content and integrity of the annual financial statements and related financial information included
1. INCORPORATION
in this report. It is their responsibility to ensure that the Summary Consolidated annual financial statements satisfy the
The Company is incorporated in the Republic of South Africa under the South African Companies Act as a
financial reporting standards with regards to form and content and present fairly the Summary Consolidated statement
non‑profit company.
of financial position, results of operations and business of the Group, and explain the transactions and financial position
of the business of the Group at the end of the financial year. The Summary Consolidated annual financial statements 2. NATURE OF BUSINESS
are based upon appropriate accounting policies consistently applied throughout the Group and supported by reasonable Southern African Music Rights Organisation NPC (SAMRO) carries on the business of administering the copyright
and prudent judgements and estimates. in the works created by its members and other rights holders it represents.
The directors acknowledge that they are ultimately responsible for the system of internal financial control established 3. OPERATING AND FINANCIAL REVIEW
by the company and place considerable importance on maintaining a strong control environment. To enable the The financial results of the group and company are set out on pages 46 to 57.
directors to meet these responsibilities, the directors set standards for internal control aimed at reducing the risk of
error or loss in a cost effective manner. The standards include the proper delegation of responsibilities within a clearly During the financial year, SAMRO NPC was awarded Public Benefit Organisation (PBO) Status by the receiver of
defined framework, effective accounting procedures and adequate segregation of duties to ensure an acceptable level revenue. This PBO status exempts SAMRO NPC from normal taxation on its profits. As a result, the accumulated
of risk. These controls are monitored throughout the Group and all employees are required to maintain the highest Deferred tax balance has been reversed in the current financial year.
ethical standards in ensuring the Group’s business is conducted in a manner that in all reasonable circumstances is 4. GOING CONCERN
above reproach. As at 30 June 2021, the group’s total assets exceed its liabilities by R11.0 million, and as at 30 June 2020, the
The focus of risk management in the Group is on identifying, assessing, managing and monitoring all known forms of groups’ total liabilities exceeded its assets by R35.6 million.
risk across the Group. While operating risk cannot be fully eliminated, the Group endeavours to minimise it by ensuring The group made a profit of R0.7 million for the year (2020: loss of R0.1 million).
that appropriate infrastructure, controls, systems and ethical behaviour are applied and managed within predetermined
procedures and constraints. The directors have reviewed the company and group’s cash flow forecast for the year to 30 June 2022 and,
in light of this review and available credit facilities, including other liquid assets, they are satisfied that the
The directors are of the opinion, based on the information and explanations given by management, that the system company and group has or had access to adequate resources to continue in operational existence for the
of internal control provides reasonable assurance that the financial records may be relied on for the preparation of foreseeable future including with specific consideration of the risk associated with COVID-19.
the consolidated and separate annual financial statements. However, any system of internal financial control can
provide only reasonable, and not absolute, assurance against material misstatement or loss. 5. DIVIDEND
SAMRO has no share capital and thus does not declare dividends.
The directors have reviewed the company and group’s cash flow forecast for the year to 30 June 2022 and, in light
of this review and the current financial position, they are satisfied that the company has or had access to adequate 6. DIRECTORS
resources to continue in operational existence for the foreseeable future. The directors of the company during the year and up to the date of this report are as follows:

The Summary Consolidated annual financial statements set out on pages 46 to 57 which have been prepared on M Rosin
the going concern basis, were approved by the directors and were signed on 26 November 2021 on their behalf by: N Maweni
J Scullion
D Alexander
L Ngcobo
S Sithole
W Oldfield
R Hill
S Mayekiso
Mark Rosin Nicholas Maweni S Vilakazi
Chief Executive Officer Chairperson TTS Thekisho (Appointed 11 December 2020)
E Twala (Resigned 14 December 2020)

Directors’ interest in contracts


No material contracts involving directors’ interests were entered into in the year under review.

7. SECRETARY
The Group’s designated secretary is C Nkosi.

The registered and postal address of the secretary is the same as those of the company as detailed on page 58.

8. DISTRIBUTION
Distributions for the company for the year, after taking into account income tax, social and cultural deductions
and amounts transferred from reserves, was determined at R338.8 million (2020: R325.8 million), an increase
of R13.0 million or 4%.
9. AUDITORS
SizweNtsalubaGobodo Grant Thornton Inc. will continue in office as auditors in accordance with the South African
Companies Act, 2008.

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SAMRO | INTEGRATED REPORT 2021
45
Certificate by the Company Independent auditor’s report
Secretary on the summary consolidated
I hereby confirm, in my capacity as company secretary of SOUTHERN AFRICAN MUSIC RIGHTS ORGANISATION NPC,
financial statements
that for the financial year ended 30 June 2021, the company has filed all required returns and notices in terms of
the Companies Act, 2008, with the Companies and Intellectual Property Commission and that all such returns and
notices are to the best of my knowledge and belief true, correct and up to date.

TO THE MEMBERS OF SOUTHERN AFRICAN MUSIC RIGHTS ORGANISATION NPC


Celiwe Nkosi Opinion
Company Secretary The summary consolidated financial statements, which comprise the summary consolidated balance sheet as at 30 June 2021, the
summary consolidated income statement, summary consolidated statement of changes in equity and summary consolidated
Johannesburg cash flow statement for the year then ended, and related notes, are derived from the audited separate and consolidated
26 November 2021 financial statements of Southern African Music Rights Organisation NPC for the year ended 30 June 2021.

In our opinion, the accompanying summary consolidated financial statements are consistent, in all material respects,
with the separate and consolidated audited financial statements, in accordance with (International Accounting Standards)
IAS 34 and the requirements of the Companies Act of South Africa as applicable to summary financial statements.

Summary Financial Statements


The summary consolidated financial statements do not contain all the disclosures required by International Financial
Reporting Standards and the requirements of the Companies Act of South Africa as applicable to annual financial
statements. Reading the summary consolidated financial statements and the auditor's report thereon, therefore, is not a
substitute for reading the audited separate and consolidated financial statements and the auditor's report thereon.

The Audited Financial Statements and our report thereon


we expressed an unmodified audit opinion on the audited separate and consolidated financial statements in our report dated
26 November 2021.

Director's responsibility for the summary consolidated financial statements


The directors are responsible for the preparation of the summary consolidated financial statements in accordance with the
IAS 34 and the requirements of the Companies Act of South Africa as applicable to summary financial statements.

Auditor's responsibilities
Our responsibility is to express an opinion on whether the summary consolidated financial statements are consistent, in all material
respects, with the audited consolidated financial statements based on our procedures, which were conducted in accordance with
International Standard on Auditing (ISA) 810 (Revised), Engagements to Report on Summary Financial Statements.

SizweNtsalubaGobodo Grant Thornton Inc.


Director: M Dwanya
Registered Auditor

Woodmead

2 December 2021

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SAMRO | INTEGRATED REPORT 2021
47
Statements of profit or loss and Statement of financial position
other comprehensive income AS AT 30 JUNE 2021

FOR THE YEAR ENDED 30 JUNE 2021

GROUP COMPANY GROUP COMPANY


2021 2020 2021 2020 2021 2020 2021 2020
NOTES R000 R000 R000 R000 NOTES R000 R000 R000 R000
Revenue 9 555 566 569 866 476 510 512 376 ASSETS
Other income 10 3 709 3 872 9 610 11 269 Non-current assets
Distribution expenses 12 (394 046) (367 627) (338 751) (325 821) Property, plant and equipment 104 799 95 827 7 847 8 711
Other administrative expenses (9 138) (8 438) (7 022) (7 578) Intangible assets 36 166 52 285 36 166 52 285
Administration expenses (170 833) (205 921) (150 225) (190 147) Investment in subsidiaries – – 174 175
Other gains and (losses) 13 6 935 279 (16) 7 229 Deferred tax assets 2 400 10 772 – 6 945
Investments 4 208 821 188 192 208 821 188 192
(Loss)/profit from operating activities 14 (7 807) (7 969) (9 894) 7 328
Loan to group company – – 186 831 185 371
Royalty distributions written back 15 25 359 4 773 25 359 4 773
Investment income 16 9 884 7 805 8 757 5 008 Total non-current assets 352 186 347 076 439 839 441 679
Finance costs 17 – (38) – –
Current assets
Profit before tax 27 436 4 571 24 222 17 109 Inventories 166 132 166 132
Income tax expense (26 746) (4 690) (24 222) (7 082) Trade and other receivables 63 514 41 266 75 133 52 762
Current tax assets 9 413 8 055 9 468 8 110
Profit/(loss) for the year 690 (119) – 10 027
Loan to group company – – – 5 741
Other comprehensive income/(loss) net of tax Cash and cash equivalents 5 363 436 252 020 355 327 242 265
Components of other comprehensive income
Total current assets other than assets
that will not be reclassified to profit or loss
classified as held for sale 436 529 301 473 440 094 309 010
Gains/(Loss) on revaluation of paintings and land Assets classified as held for sale 6 72 502 60 612 – –
and buildings 5 708 – 148 –
Total current assets 509 031 362 085 440 094 309 010
Total other comprehensive income that will
Total assets 861 217 709 161 879 933 750 689
not be reclassified to profit or loss 5 708 – 148 –
Components of other comprehensive income/ EQUITY AND LIABILITIES
(loss) that will be reclassified to profit or loss Equity
Change in Fair value reserves (Accumulated loss)/retained income (93 731) (94 421) 4 809 4 809
Changes in fair value of investments at fair value Revaluation reserve 5 708 – 1 419 1 271
through other comprehensive income 40 236 (877) 40 236 (877) Fair value through other comprehensive income reserve 99 053 58 817 99 053 58 817

Total change in Fair value reserves 40 236 (877) 40 236 (877) Total equity 11 030 (35 604) 105 281 64 897

Total other comprehensive income/(loss) Liabilities


that will be reclassified to profit or loss 40 236 (877) 40 236 (877) Non-current liabilities
Post-employment medical benefits 26 072 21 930 26 072 21 930
Total other comprehensive income/(loss) net
of tax 45 944 (877) 40 384 (877) Current liabilities
Trade and other payables 48 172 39 236 34 806 31 206
Total comprehensive income/(loss) Social and cultural obligations 7 20 231 22 409 24 991 27 170
attributable to SAMRO members 46 634 (996) 40 384 9 150 Loan from group company – – 6 065 1 190
Current portion of post-employment medical benefits 1 428 1 193 1 428 1 193
Distributions payable and in progress 8 681 290 602 615 681 290 603 103
Total current liabilities other than liabilities
directly associated with assets classified as
held for sale 751 121 665 453 748 580 663 862
Liabilities directly associated with assets held for sale 6 72 994 57 382 – –
Total current liabilities 824 115 722 835 748 580 663 862
Total liabilities 850 187 744 765 774 652 685 792
Total equity and liabilities 861 217 709 161 879 933 750 689

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SAMRO | INTEGRATED REPORT 2021
49
Statement of cash flows Statements of changes in equity
FOR THE YEAR ENDED 30 JUNE 2021 FOR THE YEAR ENDED 30 JUNE 2021

GROUP COMPANY COMPANY


2021 2020 2021 2020 (Accumulated
NOTES R000 R000 R000 R000 Revaluation Fair value loss)/retained
reserve reserve income Total
Net cash flows from operations 409 621 561 235 348 074 503 272 R000 R000 R000 R000
Income taxes paid (2 119) (3 321) (1 358) (3 592)
Royalty, non-royalty and social distributions to Balance at 1 July 2019 1 271 59 694 (5 218) 55 747
members and affiliated societies (290 012) (408 867) (235 205) (318 702) Changes in equity
Applied to social and cultural expenses (20 810) (18 307) (22 666) (17 746) Profit for the year – – 10 027 10 027
Cash flows from assets held for sale – (7 280) – – Fair value loss on investment through other
comprehensive loss – (877) – (877)
Net cash flows from operating activities 96 680 123 460 88 845 163 232
Cash flows from investing activities Total comprehensive loss – (877) 10 027 9 150
Proceeds from sales of property, plant and Balance at 30 June 2020 1 271 58 817 4 809 64 897
equipment – 1 031 – 1 031
Purchase of property, plant and equipment (821) (169) (761) (169) Balance at 1 July 2020 1 271 58 817 4 809 64 897
Net proceeds on (additions)/disposals of Changes in equity
investments 2 716 (1 329) 2 716 (1 329) Revaluation of paintings 148 – – 148
Cash received/(paid) on loans from/to Fair value gains on investment through other
group companies – – 9 156 9 312 comprehensive income – 40 236 – 40 236
Interest received from investments 8 363 2 755 7 236 2 607
Cash flows from assets held for sale 2 957 2 649 – – Total comprehensive income 148 40 236 – 40 384
Dividends received 1 521 2 401 1 521 2 401
Interest paid – (38) – – Balance at 30 June 2021 1 419 99 053 4 809 105 281
Interest received from subsidiaries – – 4 349 4 349
Cash flows from investing activities 14 736 7 300 24 217 18 202
Cash flows from financing activities GROUP
Cash flows from assets held for sale – 6 461 – – (Accumulated
Revaluation Fair value loss)/retained
Cash flows from financing activities – 6 461 – –
reserve reserve income Total
Net increase in cash and cash equivalents 111 416 137 221 113 062 181 434 R000 R000 R000 R000
Cash and cash equivalents at beginning of the year 252 020 114 799 242 265 60 831
Balance at 1 July 2019 – 59 694 (94 302) (34 608)
Cash and cash equivalents at end of the year 5 363 436 252 020 355 327 242 265 Changes in equity
Loss for the year – – (119) (119)
Fair value loss on investment through other
comprehensive loss – (877) – (877)

Total comprehensive loss for the year – (877) (119) (996)


Balance at 30 June 2020 – 58 817 (94 421) (35 604)

Balance at 1 July 2020 – 58 817 (94 421) (35 604)


Changes in equity
Profit for the year – – 690 690
Revaluation of paintings and land and buildings 5 708 – – 5 708
Fair value gains on investment through other
comprehensive income – 40 236 – 40 236

Total comprehensive income for the year 5 708 40 236 690 46 634
Balance at 30 June 2021 5 708 99 053 (93 731) 11 030

48
SAMRO | INTEGRATED REPORT 2021
51
Notes to the annual financial Notes to the annual financial statements
continued
statements FOR THE YEAR ENDED 30 JUNE 2021
FOR THE YEAR ENDED 30 JUNE 2021

6. ASSETS CLASSIFIED AS HELD FOR SALE


1. GENERAL INFORMATION During the 2020 financial year, a decision was made by the board of SAMRO NPC to dispose of 100% held in
SOUTHERN AFRICAN MUSIC RIGHTS ORGANISATION NPC (‘the company’) and its subsidiaries (together, ‘the DALRO (Pty) Ltd. The shareholding in DALRO was sold to a consortium led by the managing director of DALRO. As at
group’) is an organisation domiciled in South Africa dedicated to the collective management of copyright in 30 June 2021, the suspensive condition as per the sale agreement had not been met. The sale was finally concluded
musical works of composers, songwriters and publishers. on 31 August 2021, after the reporting date. As such, the following assets and liabilities were reclassified as held for
sale as at 30 June 2020 and as at 30 June 2021:
2. BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
These summarised consolidated financial statements for the year ended 30 June 2021 have been extracted from the full GROUP
set of audited consolidated annual financial statements for the year ended 30 June 2021, which have been prepared in 2021 2020
accordance with International Financial Reporting Standards and the Companies Act of South Africa. The summarised R000 R000
consolidated financial statements have been prepared using the principles of IAS 34 “Interim Financial Reporting” and
should be read in conjunction with the full set of audited consolidated annual financial statements. These accounting
Current assets
Assets of disposal group classified as held for sale 72 502 60 612
policies have been consistently applied to all the years presented, unless otherwise stated.
Current liabilities
GROUP COMPANY Liabilities of disposal group classified as held for sale 72 994 57 382
2021 2020 2021 2020 Assets classified as held for sale:
R000 R000 R000 R000 Property and equipment 93 –
Intangible assets 1 231 1 641
3. CAPITAL EXPENDITURE INCURRED Deferred tax asset 421 757
Property and equipment 821 169 761 169
Inventory 154 185
Software development – – – –
Trade receivables 18 504 13 082
821 169 761 169 Tax receivable 1 286 2 047
Cash & cash equivalents 50 813 42 900
4. INVESTMENTS
At cost 110 005 112 704 110 005 112 704 Total assets of disposal group held for sale 72 502 60 612
Market revaluation 98 816 75 488 98 816 75 488 Liabilities directly associated with assets classified as held for sale:
Financial assets at fair value through OCI 208 821 188 192 208 821 188 192 Social & cultural obligations 5 190 4 019
Royalty distributions payable 62 697 51 218
5. CASH AND CASH EQUIVALENTS Trade & other payables 5 107 2 145
Cash on hand and balances with banks 347 516 241 690 339 407 231 935
Short term investments 15 920 10 330 15 920 10 330 Total liabilities of disposal group held for sale 72 994 57 382

363 436 252 020 355 327 242 265 The results of the held-for-sale business DALRO (Pty) Ltd was included in the profit for
the year as set
out below:
Revenue 73 288 51 186
Social and Cultural expenses (315) (315)
Other operating expense (16 043) (14 854)
Distribution expense (55 295) (41 806)
Operating profit/(loss) 1 635 (5 789)
Investment income 996 2 650
Profit/(loss) before taxation 2 631 (3 139)
Taxation (1 097) 439
Net profit/(loss) for the year 1 534 (2 700)

Cash flows from the held-for-sale business DALRO (Pty) Ltd:


Net cash inflows/(outflows) from operating activities 12 769 (7 280)
Net cash inflow from investing activities 885 2 649
Net cash (outflow)/inflow from financing activities (5 741) 6 461
Net cash inflows 7 913 1 830

50
SAMRO | INTEGRATED REPORT 2021
53
Notes to the annual financial statements Notes to the annual financial statements
continued continued
FOR THE YEAR ENDED 30 JUNE 2021 FOR THE YEAR ENDED 30 JUNE 2021

GROUP COMPANY GROUP COMPANY


2021 2020 2021 2020 2021 2020 2021 2020
R000 R000 R000 R000 R000 R000 R000 R000
7. SOCIAL AND CULTURAL OBLIGATIONS 8. ROYALTY DISTRIBUTION PAYMENTS TO
Social and cultural obligations 20 231 22 409 24 991 27 170 MEMBERS AND AFFILIATED SOCIETIES
Balance at the beginning of the year 22 409 24 129 27 170 23 035 Available for distribution at the end of the year 409 846 394 910 409 846 395 398
Utilisation during the year (20 810) (18 307) (22 666) (17 746) Distributions in progress at the end of the year 271 444 207 705 271 444 207 705
Current funding for the year 18 632 16 587 20 487 21 881 681 290 602 615 681 290 603 103
Balance at the end of the year 20 231 22 409 24 991 27 170 Available for distribution at the beginning of the year (394 910) (483 878) (395 398) (436 007)
7.1 Social Obligations Distribution in progress at the beginning of the year (207 705) (164 750) (207 705) (164 750)
Other social funds not included in distributions – Shares in musical works (27 020) (20 592) (27 020) (20 592)
Balance at the beginning of the year 9 518 8 192 9 518 8 192 – Musical works (180 685) (144 158) (180 685) (144 158)
Utilisation during the year (9 843) (8 889) (9 843) (8 889)
Add:
Current funding for the year 10 142 10 215 10 142 10 215
Distribution expenses (394 046) (367 627) (338 751) (325 821)
Balance at the end of the year 9 817 9 518 9 817 9 518 Royalty distributions written back 25 359 4 773 25 359 4 773
Copyrights training fund
Less:
Balance at the beginning of the year – 734 – –
Available for distribution at the end of the year 409 846 394 910 409 846 395 398
Utilisation during the year – (25) – –
Distributions in progress at the end of the year 271 444 207 705 271 444 207 705
Current funding for the year – 300 – –
Transfer to assets held for sale – (1 009) – – – Shares in musical works 25 977 27 020 25 977 27 020
– Musical works 245 467 180 685 245 467 180 685
Balance at the end of the year – – – –
Total social funds 9 817 9 518 9 817 9 518 (290 012) (408 867) (235 205) (318 702)
7.2 Cultural obligations 9. REVENUE
SAMRO Foundation and related provisions Music rights 459 547 499 400 459 547 499 400
Balance at the beginning of the year 10 807 10 558 15 667 12 858 Royalties from affiliated societies 16 963 12 976 16 963 12 976
Utilisation during the year (12 822) (11 417) (12 823) (8 857) DALRO licensing fees 73 267 50 977 – –
Current funding for the year 10 345 11 666 10 345 11 666 DALRO sale of books and musicals 21 209 – –
SAMRO House rental income 5 768 6 304 – –
Balance at the end of the year 8 330 10 807 13 189 15 667
Total revenue 555 566 569 866 476 510 512 376
Bequests and donations
Balance at the beginning of the year 2 084 2 084 1 985 1 985 10. OTHER INCOME
Utilisation during the year – – – – Sundry income 10 13 10 13
Current funding for the year – – – – Administration, computer and management fees
Balance at the end of the year 2 084 2 084 1 985 1 985 from subsidiary companies – – 1 553 3 109
Interest on loans and cash balances 3 696 3 859 3 695 3 798
Bilateral agreement funds Interest from subsidiary companies – – 4 349 4 349
Balance at the beginning of the year – 2 429 – – Bad debts recovered 3 – 3 –
Utilisation during the year – (402) – –
Current funding for the year – 835 – –
Total other income 3 709 3 872 9 610 11 269
Transfer to assets held for sale – (2 862) – – 11. EMPLOYEE BENEFITS EXPENSE
Personnel costs include:
Balance at the end of the year – – – –
Salaries and bonuses 84 872 92 465 76 574 85 696
Bursary funds Training 1 526 2 053 1 515 2 053
Balance at the beginning of the year – 312 – – Social security levies 914 914 832 845
Utilisation during the year – – – – Other employment costs 4 534 5 598 2 665 3 633
Current funding for the year – 15 – – Pension – Defined contribution plans 9 862 10 719 8 935 9 896
Transfer to assets held for sale – (327) – – Post-employment benefits 4 376 (1 635) 4 376 (1 635)

Balance at the end of the year – – – – 106 084 110 114 94 897 100 488

Total cultural funds 10 414 12 891 15 174 17 652 12. DISTRIBUTION EXPENSES
Licence and royalty 394 046 367 627 338 751 325 821
Total social and cultural funds 20 231 22 409 24 991 27 170

52
SAMRO | INTEGRATED REPORT 2021
55
Notes to the annual financial statements Notes to the annual financial statements
continued continued
FOR THE YEAR ENDED 30 JUNE 2021 FOR THE YEAR ENDED 30 JUNE 2021

GROUP COMPANY GROUP COMPANY

2021 2020 2021 2020 2021 2020 2021 2020


R000 R000 R000 R000 R000 R000 R000 R000
13. OTHER GAINS AND (LOSSES) 18. KEY MANAGEMENT EMOLUMENTS
Loss on disposal of property and equipment (33) (242) (33) (242) From the company and its controlled subsidiaries for:
Loss on deregistration of Gratia Artis (Pty) Ltd and
SAMRO IP Technologies (Pty) Ltd – – (1) – Directors
Gain on disposal of investments 18 7 471 18 7 471 Current emoluments
Revaluation on land and buildings 6 950 (6 950) – – – Non-executive directors’ - fees 1 367 1 942 1 367 1 765
– Non-executive directors’ – other 5 2 5 2
Total other gains and (losses) 6 935 279 (16) 7 229
– Salaries 5 821 7 093 5 260 3 845
14. (LOSS)/PROFIT FROM OPERATING ACTIVITIES – Pension and medical contributions – 675 – 213
Operating profit/(loss) includes the following – Bonuses and other fringe benefits 765 897 765 22
items: Total directors’ current emoluments 7 958 10 609 7 397 5 847
Office rental and repairs 4 279 3 733 4 158 3 458 Post-retirement benefits
Depreciation 4 121 4 526 1 388 1 884 – Estimated post-retirement benefits – – – –
Amortisation 16 534 17 150 16 106 16 329
Operating costs 6 376 5 324 5 976 4 785 Total directors’ emoluments 7 958 10 609 7 397 5 847
Professional fees 4 593 2 022 1 481 677 Paid by:
IT costs 3 906 3 707 3 698 3 606 – Company 7 397 5 847 7 397 5 847
Employee benefits – Refer note 11 106 084 110 114 94 897 100 488 – Subsidiaries 561 4 762 – –
Marketing costs 1 799 1 515 1 744 1 490
Other costs 8 238 6 005 5 646 3 901 Total paid 7 958 10 609 7 397 5 847
Other key management
Auditors remuneration Current emoluments
Fees – current year 2 105 2 180 1 922 2 020 – Salaries and bonuses 10 553 10 780 10 553 10 780
Fees – under provision previous years 754 388 (12) 212 – Pension and medical aid contributions 1 236 1 312 1 236 1 312
2 859 2 568 1 910 2 232 – Other fringe benefits 174 99 174 99

(Reversals of expected credit losses)/Expected credit Total other key management current emoluments 11 963 12 191 11 963 12 191
losses* (1 979) 33 352 (2 719) 31 617 Post-retirement benefits
– Estimated post-retirement benefits 86 (32) 86 (32)
Investment management fees 761 845 761 845
Total other key management emoluments 12 049 12 159 12 049 12 159
Impairment loss – Other Total key management emoluments 20 007 22 768 19 446 18 006
Intangible assets – 1 220 – 1 220
Receivable from SAMPRA – 448 – 448
Loan from SAMRO IP Technologies to SAMRO – 56 – –

– 1 724 – 1 668
Social and Cultural expenses
Social 10 142 10 215 10 142 10 215
Cultural 8 490 6 372 10 345 11 666

18 632 16 587 20 487 21 881


* Includes the expected credit losses on trade receivables
and loans to group companies

15. ROYALTY DISTRIBUTIONS WRITTEN BACK


Undistributable income written back 25 359 4 773 25 359 4 773

16. INVESTMENT INCOME


Interest from investments 8 363 5 404 7 236 2 607
Dividends 1 521 2 401 1 521 2 401
Total income from investments 9 884 7 805 8 757 5 008

17. FINANCE COSTS


Interest from borrowings – 38 – –

54
SAMRO | INTEGRATED REPORT 2021
57
Notes to the annual financial statements Notes to the annual financial statements
continued continued
FOR THE YEAR ENDED 30 JUNE 2021 FOR THE YEAR ENDED 30 JUNE 2021

19. RESTATEMENT OF PRIOR YEAR BALANCES 22. STANDARDS, INTERPRETATIONS AND AMENDMENTS THAT ARE NOT YET EFFECTIVE
During the 2020 financial year, the loss allowance on loans to the group companies was incorrectly allocated against AT JUNE 2021:
trade receivables. As a result, the trade receivables balance was understated and loans to Group companies balance The Group has considered the following new standards and interpretations and amendments to existing
was overstated. A re-allocation was done to correct the balances as at 30 June 2020. standards, which are not yet effective as at June 2021 but are effective for the financial years commencing
as reflected in the table:
20. EVENTS AFTER THE REPORTING DATE
Effective for year Expected effect on Annual
After balance sheet date, SAMRO NPC received the outstanding balance in respect of the sale of the shares in DALRO
Title Number commencing Financial statements
(Pty) Ltd. This payment was received on 31 August 2021.
First-time Adoption of International Amendment to 1 January 2022 No impact as the parent
Financial Reporting Standards: IFRS 1 applies IFRS.
21. GOING CONCERN
The Covid-19 pandemic had a negative impact on many SAMRO licensees. Throughout the financial year, monthly Annual Improvements to IFRS Standards
licensing revenue has been carefully monitored in order to assess the impact of the Covid-19 pandemic on our results 2018 – 2020
for the period 2020- 2021. Ultimately, company revenue decreased by 7% compared to prior year. Investment income
improved significantly due to the recovery in market values and interest rates improving since the start of the Consolidated Financial Statements: Sale Amendment to The effective date of Standard will be assessed when
pandemic. or Contribution of Assets between an IFRS 10 this amendment has its application becomes relevant.
Investor and its Associate or Joint Venture been deferred
We believe that the negative impact of the Covid-19 pandemic will still affect our revenue during the 2022 financial (Amendments to IFRS 10 and IAS 28) indefinitely until
year as many of our licensees have not been able to return to business as usual. The loss allowance for trade further notice
receivables is extremely conservative to account for potential defaulters.
Financial Instruments: Annual Amendment to 1 January 2022 The standard will unlikely
During the 2021 financial year, the company undertook a review of its cost base given the negative impact of the Improvements to IFRS Standards 2018 – IFRS 9 have a material impact on
pandemic on its operating results. As staff costs contribute significantly to our overheads, this resulted in a number of the classification of the
2020 – Clarification of which fees an entity
retrenchments across the company. group’s liabilities.
includes when it applies the “10 per cent”
The directors are consistently monitoring the financial performance, liquidity and solvency in order to ensure the test in assessing whether to derecognise a
company’s ability to continue as a going concern. Operational costs will continue to be tightly controlled to mitigate the financial liability.
impact of reduced revenue levels. The directors have reviewed the company’s forecasts for the next twelve months
and are satisfied that the company has adequate financial resources to continue as a going concern, including with Accounting Policies, Changes in Accounting Amendment to 1 January 2023 The standard will unlikely have a
specific consideration of the risk associated with COVID-19. Estimates and Errors: Definition of IAS 8 material impact on the recognition
Accounting Estimates of accounting estimates.

Presentation of Financial Statements: Amendment to 1 January 2023 The standard will unlikely
Classification of Liabilities as Current or IAS 1 have a material impact on the
Non-current – Clarification of how to classification of debt and other
classify debt and other liabilities as current financial liabilities.
or non-current.

Presentation of Financial Statements: Amendment to 1 January 2023 The standard will unlikely have
Disclosure of Accounting Policies – Requires IAS 1 a material impact on changes
companies to disclose their material to accounting policies.
accounting policy information rather than
their significant accounting policies

Presentation of Financial Statements: Amendment to 1 January 2022 The standard will unlikely have
Clarification of the basis of classifying IAS 1 an impact on the group’s financial
Current and Non-current Liabilities; results. While the company has
Clarification of the transfer of a company’s intergroup loans, this clarity
does not impact the accounting
own equity instruments
treatment of any existing loan
agreements.

Provisions, Contingent Liabilities and Amendment to 1 January 2022 The standard is unlikely have
Contingent Assets: Clarification of the cost IAS 37 an impact on the group’s
of fulfilling the contract when assessing if a financial results.
contract is onerous

Income Taxes: Deferred Tax related Amendment to 1 January 2023 The standard’s impact will be
to Assets and Liabilities arising from a IAS 12 reasonably estimated closer to
Single Transaction – Clarification of how its effective date.
a company accounts for income tax,
including deferred tax

56
SAMRO | INTEGRATED REPORT 2021
59
Corporate information Glossary

Country of incorporation and domicile South Africa AGM Annual general meeting

ANFASA Academic and Non-Fiction Authors Association of South Africa


Registration number 1961/002506/08
ANSA Arterial Network South Africa
Nature of Business and
BASA Business and Arts South Africa
Principal Activities The group is an organisation domiciled in South Africa dedicated to the
collective management of copyright in musical works of composers, BBBEE Broad-based black economic empowerment
songwriters and publishers.
BEE Black economic empowerment

Registered office 3rd Floor, SAMRO Place CAB Copyright Amendment Bill
20 De Korte Street
CAPASSO Composers, Authors and Publishers’ Association
Braamfontein
Johannesburg CMO Collective management organisation
2001
CSA Concerts SA

Postal address P O Box 31609 CSI Corporate social investment


Braamfontein
DALRO Dramatic, Artistic and Literary Rights Organisation (Pty) Ltd
Johannesburg
2017 IAM Indigenous African music

IAR Institute of African Royalty


Telephone +27 712 8000
IT Information technology
Facsimile +27 86 674 4391
MiA Music in Africa

International +27 11 712 8039 MOI Memorandum of incorporation

NGO Non-governmental organisation


Hotline (during working hours) +27 86 117 2676
NPC Non-profit company
Email customerservices@samro.org.za
Puku Puku Children’s Literature Foundation

SMS 45141 @ Rl per SMS RIESA Roodepoort International Eisteddfod of South Africa

SADC Southern Africa Development Community


Website www.samro.org.za
SAMPRA South African Music Performance Rights Association
Facebook SAMROSouthAfrica
SAMRO Southern African Music Rights Organisation

Twitter @SAMROMusic SAUMA South African Up and Coming Music Awards

SRAF SAMRO Retirement Annuity Fund


Instagram Samromusic
THI Turquoise Harmony Institute
CEO Mark Rosin
VAT Value added tax

CFO John Scullion

Bankers Standard Bank, ABSA Bank, Nedbank, and Investec

Auditors SizweNtsalubaGobodo Grant Thornton Inc.


20 Morris Street East
Woodmead
2191

Legal advisors Spoor and Fisher


Webber Wentzel
Terina Singh

Investment advisors Investec


Nedbank Wealth
Old Mutual Multi Managers

58
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