CHAIRMAN’S STATEMENT

The financial year ended 31 March 2014 was an exciting year for ZCCM Investments Holdings Plc (ZCCM-IH). Significant milestones such as the restructuring of the balance sheet through a Claw-Back rights offer were successfully completed. This development saw the Company’s balance sheet being strengthened in a significant way thereby placing the Company in a position to leverage this strength to continue with its growth strategy.

Global economy

The global economy grew by 2.9% at the end of December 2013 (2012: 3.2%). Global GDP was lower than 2012 reflecting an economic slowdown in the leading emerging economies of Brazil, Russia, India, and China. Growth in 2013 was a mix of modest improvements in economic conditions in mature economies of the United States and the Eurozone area and a stabilization of the slower growth rates in major emerging markets. During the first quarter ended 31 March 2014 global GDP rose to 3.4% (2013:3.25%). However, growth in sub Saharan Africa was relatively stronger with GDP estimated at 5 % at the end of December 2013 (2012:5.3%). Sub Sahara Africa GDP for the first quarter ended 31 March 2014 was 2.5% (2013:3.1%).

Global copper production increased by 3.2% as at the end of December 2013 (2012: 4.5%). Copper prices declined by 11.6%, from US$7,540 per tonne at the beginning of the financial year to US $ 6,667 per tonne at the close of the financial year.

Despite the scenario above, the Zambian economy recorded growth of 6.7% at the end of December 2013 (2012: 7.2%), 0.2% lower than forecast. Growth was mainly driven by favourable performance in the mining, construction, manufacturing, transport and communication sectors. However, growth was lower than the previous year due to lower than budgeted performance in the mining sector and the weaker global economy.

Financial performance

The Group recorded turnover of K1, 001 million (2013: K520 million) and operating profit of K871 million (2013: K376 million).

The Group reported a profit before tax of K362 million (2013: K654 million). The Group recorded a profit after tax of K277 million (2013: K762 million). The Group’s share of loss of equity accounted investees’ was K537 million (2013: K222 million (profit)).

The Group’s retained earnings as at 31 March 2014 were positive at K4,295 million (2013: K4, 018 million).The Company’s retained earnings increased to K1, 403 million (2013: K511 million).

Strategic and new investments

Recapitalisation of Ndola Lime Company (NLC)

The recapitalisation project at NLC continued. The Company obtained an additional shareholder loan of US$3.5 million from ZCCM-IH towards funding for the Ndola Lime Recapitalisation Project. Subsequent to the year end, ZCCM-IH extended a further US$5million loan to NLC. The commissioning of the second Vertical Kiln (“VK-2”) is targeted for the end of October 2014 and is expected to increase production by 500 tonnes per day, which is predominantly expected to substitute the less efficient Rotary Kiln’s capacity of 400 tonnes per day. The use of coal in the VK-2 as opposed to Heavy Fuel Oil (HFO) will greatly enhance the prospects of reducing operating costs and thus make the products competitive.

Nkana Alloy Smelting Company Limited

The restructuring of Chambishi Metals Plc resulted in the formation of Nkana Alloy Smelting Company Limited (Nkana Alloy). In April 2013, ZCCM-IH retained a 10% shareholding in Nkana Alloy. Nkana Alloy is a company formed jointly by ENRC (BVI) Limited who own 90% of the total shareholding and ZCCM-IH. The company was formed for purposes of processing the slag material from the Nkana Slag Dump situated in Kitwe, Copperbelt province of Zambia. The slag material will be processed into a copper/cobalt alloy. The Slag Dump was previously part of Chambishi Metals Plc in which ZCCM-IH has a 10% stake. As at 31 March 2014 operations at the company had not yet commenced.

Mawe Exploration and Technical Services Limited

On 12th April 2013 ZCCM-IH incorporated Mawe Exploration and Technical Services Limited, a wholly owned subsidiary. The company will play a catalytic role in exploration of base metals and other minerals, oil and gas, the development of local content and beneficiation capabilities, small scale mining development, as well as the provision of attendant quality mining services.

Nkandabwe Coal Mine Limited

Following the granting to ZCCM-IH of the mining licenses previously held by Collum Coal Mining Industries Limited situated in Southern province of Zambia, on 3rd May 2013, ZCCM-IH incorporated Nkandabwe Coal Mines Limited, a 100% wholly owned subsidiary to operate the mine. ZCCM-IH is considering options for creating value for its shareholders using this asset.

Albidon Limited

The Group disposed of its investment in Albidon Limited. This was because on 15th May 2013 the shareholders of Albidon approved the acquisition by Jin Tuo Investments limited (a wholly owned subsidiary of Jinchuan Group Resources Holdings Limited which itself is a majority shareholder of Albidon Limited) of 100% of the company at a cash price per share of US$0.0025. The proposal was made to all the shareholders other than Jinchuan Group via a statutory merger pursuant to the British Virgin Islands (BVI) Business Companies Act 2004 (as amended).As a result, ZCCM-IH disposed of its 3,389,831 shares and received cash consideration of US$8,474.57.

Copperbelt Energy Corporation Plc (CEC) Rights offer

During the year, CEC Plc conducted a 5 for 8 Rights Offer to raise K387.5 million to undertake various expansion projects ZCCM-IH followed through its entitlement and acquired 125,000 shares.

Recapitalisation of ZCCM-IH

At the Extra Ordinary General Meeting of the members of the Company held on 24 February 2014, the shareholders unanimously resolved to recapitalize ZCCM-IH via a Claw-Back rights offer transaction. On 25 March 2014, ZCCM-IH announced that it had concluded the restructuring of its balance sheet. This achievement was the result of the efforts of the Government of the Republic of Zambia (GRZ), in its capacity and role as the majority shareholder, to strengthen ZCCM-IH’s balance sheet in order to reposition and attract new investment into the Company. As part of the balance sheet restructuring, GRZ converted the debt owed to it by ZCCM-IH into equity through a rights issue.

Through a Debt Settlement Agreement between the GRZ and ZCCM-IH signed on 25 March 2014, ZCCM-IH’s net indebtedness of ZMW 1,829,298,173.06 to GRZ was converted into equity, thereby satisfying the issuance and subscription for 87.52% of the new shares by GRZ.

Simultaneously, ZCCM –IH raised fresh capital on the 12.48 % portion of the rights offer amounting to K260, 759,573 which was underwritten by the National Pension Scheme Authority (NAPSA) on a Claw-Back basis. The Claw-Back arrangement allows the minority shareholders of ZCCM-IH who before the rights offer held 12.48% shareholding in the Company to also fully participate in the share rights offer at the same price as GRZ.

Following the Rights Offer, GRZ owns 87.52 % of ZCCM-IH while the remaining 12.48 % is held by the minority shareholders.

Capital market

The ZCCM-IH share price on the Lusaka Stock Exchange closed the year at K27 (2013: K12.5). The market capitalisation as at 31 March 2014 was K4,341 million (2013: K1,116 million).The growth in the company’s share price is indicative of the growing confidence from the market.

Outlook

While global activity has generally strengthened and is expected to continue in 2014–15 on the back of growth coming from mature economies, emerging economies have seen increased financial volatility as well as increases in the cost of capital. These factors may dampen investment and growth.

ZCCM-IH remains confident about the fundamentals of the mining industry in general and those of copper in particular.

Zambia’s growth prospects still remain positive relative to most of the economies in Sub-Saharan Africa premised on increased execution of development projects, investment in transport infrastructure, private investment in existing and new mining operations, and power projects.

ZCCM-IH capacity to create value for its shareholders has grown.

Directorate

During the year, ZCCM-IH announced the loss of Mr Wila D Mung’omba, Executive Chairman, who passed away on 17 February 2014. There were changes to the Directorate as follows:

Mr Wila D Mung’omba Deceased Executive Chairman

Dr Victor Mutambo Retired Non-Executive Director

Mr Philippe Taussac Appointed Non-Executive Director

Appreciation

I extend my gratitude to my fellow Board members, the Management and Staff of ZCCM-IH for their commitment and hard work during the past financial year. I further extend my gratitude to the investee companies for their efforts and contributions during the year.

Cosmas Mwananshiku

Director