1. 1 June 2005Slide 1 PRESENTATON TO PORTFOLIO COMMITTEE ON MINERALS AND ENERGY PHINDILE NZIMANDE CEO - EDI HOLDINGS 1 JUNE 2005

2. 1 June 2005Slide 2 To Consolidate the South African Electricity Distribution Industry Into Six Financially Viable Regional Electricity Distributors Industry Vision for Restructuring

3. 1 June 2005Slide 3 Key Issues and Emerging Trends

4. 1 June 2005Slide 4 Governance A sound governance framework will: Improve & sustain the economic viability of the electricity distribution industry Improve overall reliability and service orientation of the industry Facilitate the fair treatment of all customers Build a foundation for economic development throughout South Africa Legal form of entity: Agreement reached that REDs will be Municipal Entities with certain exemptions. Exemptions required to create a more conducive environment to achieve the objectives of restructuring

5. 1 June 2005Slide 5 City Municipality City Electricity Business Eskom Service Delivery Agreement Operating Agreement ME Metro RED Control over Municipal Area of Jurisdiction Governance Operating Agreement DAY ONE

6. 1 June 2005Slide 6 Governance Transfer instrument: DAY ONE: Operating Agreement between the RED and CCT and the RED and Eskom Key attributes: Services will be provided by Eskom & City of Cape Town Eskom & City of Cape Town will report to the RED on performance against national standards and other regulatory requirements Eskom and City of Cape Town will continue to be responsible for making new investment and serving new customers in their service areas The RED will introduce operational improvements through standardisation of processes and integrating operations. This will be done in conjunction with an action plan to address maintenance backlog RED ONE will develop tariff framework in its area, subject to the City’s tariff policy and the NER’s regulatory approval (as at present)

7. 1 June 2005Slide 7 Governance Transfer instrument: End State: Transfer Agreement Key attributes: Full business transfer including assets, liabilities & staff Incorporation of all municipalities RED delivering all services SALGA currently reviewing transfer agreements in order to standardise across all municipalities

8. 1 June 2005Slide 8 Would provide National Government with tools to achieve EDI reform objectives Establish regulatory and governance frameworks specially designed for REDs Exemptions from, or amendments to, provisions in the Systems Act and the MFMA e.g. to facilitate budget approval processes, or s.78 processes Address dual regulation issues (e.g. tariff regimes) and reduce regulatory uncertainty Provide legislative guidance and parameters for – The establishment of REDs, as approved by Cabinet The transfer by Eskom of its distribution divisions into REDs The transfer by municipalities of their reticulation businesses Metering, billing, credit control and surcharge issues The transfer of employees to the REDs s. 93C co-operation between municipalities EDI Restructuring Legislation

9. 1 June 2005Slide 9 Legislation would also contain provisions, inter alia, to: Streamline existing legislation governing the EDI Provide for the conditions under which a RED may be wound up Regulate RED reporting and oversight requirements Spell out enabling provisions regulating – Ring-fencing of municipal and Eskom distribution businesses Resolution of disputes between municipalities, REDs and Eskom Treatment of transfers affecting the Registrar of Deeds Exemption from transfer duties / vesting provisions for property transfer Dealing with way-leaves, servitudes, rights of access etc. Safeguard unforeseen exits from REDs Standard set of by-laws Contain essential provisions for Service Delivery Agreements Legislation not impacting on DAY ONE of RED ONE Conversion provisions for when legislation is in place EDI Restructuring Legislation

10. 1 June 2005Slide 10 Finance Ownership and control: Shareholding structure of the RED Municipalities to have majority shareholding Eskom and National Government to hold the rest of the shares Compensation: Recommended approach is to use a weighted combination of asset values, income stream and profits The compensation of existing owners is neither intended to generate windfall gains, nor should it result in unreasonable loss of income or security Impact on customers to be minimised

11. 1 June 2005Slide 11 Finance Impact on Municipalities Guidelines from the 2001 Blueprint on EDI Restructuring Local Government should not suffer financially from the creation of REDs Current levels of financial transfers from electricity local government should be maintained, through an explicit levy on tariffs and dividends Levy on electricity should be transparent. Local government levy or charge on electricity should be applied as a percentage to all customers except poor households Principles developed to cover: Staff cost harmonisation Credit control Credit rating

12. 1 June 2005Slide 12 PROGRESS UPDATE

13. 1 June 2005Slide 13 Progress towards RED ONE Target date for RED ONE is June 2005 RED DAY ONE aimed at City of Cape Town and Eskom Western Region delivering services on behalf of RED ONE in the area of jurisdiction of City of Cape Town Incorporation of other municipalities to happen over 18 to 24 months after DAY ONE City of Cape Town and Eskom Western Region co-operating and working together towards RED DAY ONE

14. 1 June 2005Slide 14 Progress towards RED ONE Accomplished so far: City of Cape Town Section 78 Approval to have RED ONE as an external provider – 31 January 2005 Section 84 Feasibility Study Approval – 31 May 2005 Service Delivery Agreement issued for public comment as per Section 80 (2) Electricity Business Ringfencing Completed. Due Diligence currently in progress Mayoral Committee support for Operating Agreement and Transfer Agreement for consideration by Council on 31 May 2005 Eskom Region ringfenced within Eskom operations. Support for Operating Agreement Support for Transfer Agreement subject to certain conditions

15. 1 June 2005Slide 15 Progress towards RED ONE Accomplished so far: License application submitted to the National Electricity Regulator (NER) Recruitment of board members and Executive Management in progress Company registered as Regional Electricity Distributor ONE Operational preparations in progress SLA’s required identified and included in Operating Agreement Minimum operational requirements and processes identified Banking and Treasury manual developed 3 year business plan developed Transitional plan and ‘playbook’ being developed

16. 1 June 2005Slide 16 Progress in other REDs Target: To launch second RED towards end 2005 or early 2006 Co-operative agreement Municipalities that have signed the agreement: 18 (January 2005: 7) Municipalities in negotiations to sign the agreement: 19 (January 2005: 6) Ringfencing Ringfencing toolkit available to all municipalities from EDI Holdings City of Johannesburg & Mangaung have independent municipal electricity distribution businesses Municipalities currently in the process of ringfencing:11 (January 2005: 4)

17. 1 June 2005Slide 17 Ekurhuleni Council resolution for restructuring support and accession to sign Co-operative Agreement. Ringfencing & asset evaluation processes commenced. Target date for completion Dec 05 (early) or March 06(latest). Motheo Signed the Co-operative Agreement. Mangaung Signed the Co-operative Agreement. Created Centlec (Pty) Ltd and continuing with the full establishment of a corporatised entity. Dedicated resources and eager to participate in EDI Holdings regional consultation structures. Matjhabeng Negotiations underway to sign the Cooperative agreement. Progress in RED TWO

18. 1 June 2005Slide 18 Nelson Mandela Co-operative Agreement signed. Dedicated resources and participating in EDI Holdings regional consultation structures. Committed to finish ringfencing and Section 78 by October 2005. Buffalo City Co-operative Agreement signed. Section 78(1) and (2) complete and busy with Section 78(3) and (4). Progress in RED THREE

19. 1 June 2005Slide 19 City of Johannesburg Signed the Co-operative Agreement. City Power fully ringfenced and operating as an ME. Dedicated resources and participating in EDI Holdings regional consultation structures. Emfuleni Council decision to sign Co-operative Agreement. Financial ringfencing of electricity business concluded. Council resolution to embark on Section 78 process. Mogale City Financial ringfencing complete. Discussion underway to sign Co-operative Agreement. Klerksdorp Council decision to sign Co-operative Agreement. The following municipalities signed Co-operative Agreements: Potchefstroom Merafong Ditsobotla Progress in RED FOUR

20. 1 June 2005Slide 20 eThekwini S78(4) complete. Council resolutions for full ringfencing/due diligence. uMhlatuze Signed the Co-operative Agreement. Newcastle Consultants busy with asset and financial ringfencing – almost complete; Council resolution for S78 and Ops ringfencing but need financial support to complete. Msunduzi S78(4) complete and Council resolution. Ringfencing and asset evaluation in process estimated time for completion – mid 2005. Ladysmith /Emnambithi Consultants busy with ringfencing and asset evaluation. Assistance with S78 necessary - report to be submitted to Council. Progress in RED FIVE

21. 1 June 2005Slide 21 Tshwane Co-operative Agreement signed. Dedicated resources and participating in EDI Holdings regional consultation structures. Committed to finish ringfencing and Section 78 by October 2005. The following municipalities signed co-operative Agreements: Greater Tzaneen Makhado Polokwane Mogalakwena Rustenburg Modimolle Umjindi Emalahleni Govan Mbeki Progress in RED SIX

22. 1 June 2005Slide 22 Challenges Legislative alignment Voluntary participation and enrolment Overall stakeholder support and buy-in

23. 1 June 2005Slide 23 Conclusion RED ONE DAY ONE attainable on 1 July 2005 Good progress among other RED areas 2nd RED to be launched before end 2005 or early 2006 REDs to be Municipal Entities with exemptions Restructuring Legislation required to: Regulate restructuring Ensure alignment among current suite of applicable legislation Impact on municipalities & customers to be minimised Inter-governmental process in place between DME, DPE, DPLG & National Treasury

24. 1 June 2005Slide 24 THANK YOU