Attacq Limited (ATT) Earnings Call Transcript & Summary

Gentlemen, thank you for taking the time out to attend this AGM of Attacq. It's a pleasure to welcome you here. My name is Pierre Tredoux, and I'm the Chairperson of Attacq. With me today in the front, if I may introduce, on my left-hand side is Allen Swiegers, the Chairperson of the Audit and Risk Committee. Next to him is Hellen El Haimer, the Chairperson of our Transformation, Social and Ethics Committee, and then, a well-known face, Jacqueline van Niekerk, our CEO. Next to me is Raj Nana, and it's also Raj's -- I think he said it's 28th birthday or not quite sure, but it's Raj's birthday today. So congratulations, Raj. Next to Raj is our new company -- newly appointed Company Secretary, Peter de Villiers. And next to him, our outgoing Company Secretary, Wyna Modisapodi. The Annual General Meeting will be conducted here at the conference center in Maxwell Office Park in Waterfall City as well as interactive via a communication platform as per -- as allowed by the Companies Act as well as, as per the company's memorandum of incorporation. Please note that only persons who are in possession of a valid proxy, which has been filled in accordance with the notice of the meeting to shareholders or shareholders who are reflected in the share register are entitled to speak and vote at the meeting. Any person not so entitled, may, however, pose questions after the conclusion of the meeting. I've also been advised that I'm holding proxies in respect of 15% or proxies of 15 shareholders, which represents 82.3% of the voting ordinary shares. I've been advised that the necessary quorum is present, and I thereby declare the meeting as duly constituted. Please note that the voting in respect of the meeting that will be done by way of a poll and such a poll voting shall be conducted entirely electronically as contemplated in the Companies Act as well as the company's MOI. The interactive electronic communication platform has been provided by Lumi. And for the purposes of the poll, I've nominated the representative of the transfer secretaries present at this meeting to act as the scrutineer. I'm also proposing that in order to expedite the proceedings of the meeting, you may cast your vote after each resolution is put to the meeting, but that results will only be counted at the end of the meeting, and whereupon, I will announce the results of the resolution. There's been a video tutorial in terms of the process to be followed on voting. And you are reminded to follow the voting procedure as explained. And if you have any question for a particular resolution, you may cast your vote for that resolution or wait until the question period at the end of the meeting and all the questions have been asked and answered prior to your voting. The voting will, therefore, stay open until I formally close it after the question period. Are there any objections to the procedure set out? Right. I will open the voting on the electronic online facility, and voting can be performed at any time during the meeting until I formally close it -- close the voting on the resolutions. You will still be able to send messages and view the webcast whilst the poll is open, and I will allow any questions to the motions to be discussed after I tabled the last resolution on the agenda. Before we go to the voting, allow me to just comment on the year. I think the last 5 or 7 years, I always started the meeting with saying it was a really tough year. This year, I'm very, very pleased to say it was a really excellent year for Attacq. I think the results speaks for itself. It's a result that the company, that management and our shareholders can be very proud of. And it proves that the strategy that we've started to -- that we've embarked on a couple of years ago to strengthen our balance sheet and to fundamentally improve our distributable earnings is starting to pay off. And I've got a lot of confidence in the guidance going forward for 2025 and beyond. And really want to say well done to Jackie, well done to Raj and the whole team of Attacq for the hard work that you've put in, and I'm sure our shareholders are very proud of what the company has delivered. Right. Let me move on to the formal part of the meeting. First of all, is the presentation of the group's annual financial statements for the year ended 30 June 2024? It includes also the Audit and Risk Committee and Directors' report and was approved by the Board on the 12th of September 2024. It's presented to shareholders in terms of the requirements of the Companies Act. It's been made available on our annual website together with the unmodified audit opinion, and you have all the information available. I'm going to -- if there are any questions regarding the annual financial statements, I will deal with that in the question period at the end of the meeting. I'm also doing the same on the Transformation, Social and Ethics Committee report that was formed part of the integrated report, and the report has, therefore, been made available also on our website to shareholders. Again, if there are any questions on that, the Chairperson of the TSE meeting or TSE Committee, Hellen, is here, and she will answer those questions at the end of the meeting. We will now display the resolutions one by one. Please, again, just a reminder that we will open for discussions and respond to questions only after all the resolutions have been posed, and -- but prior to closing the vote and prior to showing the final results of the vote. The first ordinary resolution is confirmation of the reappointment of our auditors, Ernst & Young as our independent auditors with Mr. Philippus Grobbelaar as the engagement partner. Full details of this was contained in the notice, which I've taken as read. Will you please complete your electronic voting in respect of resolution 1? If I then can move on to resolution #2, and that's to confirm the company's decision not to fill a vacancy created by the pending retirement of Mr. Stewart Shaw-Taylor. Mr. Taylor is formally retiring from the Board and will step down immediately after this meeting. The company's MOI requires that we fill that position, but the Board recommends that it's not being filled immediately. Please, we ask for you to vote on this. Then I move on to resolution #3 and 4. This is for the reelection of retiring directors. The company's MOI requires that a certain amount of directors need to step down on an annual basis. It requires for 3 directors to retire. One we've just dealt with, Mr. Shaw-Taylor. And 2 others that have offered themselves for reelection is Ms. Ipeleng Mkhari and Mr. Johan van der Merwe that made themselves available for reelection. So I ask for ordinary resolution #3, where I propose that Ms. Mkhari be reelected as a Director of the company. I'm also going to deal with resolution #4, the reelection of Mr. Johan van der Merwe. If you could also cast your vote on that, please. Then we move on to resolution #5, and this deals with the members of the Audit and Risk Committee. I'm asking you to confirm the appointment of Mr. Allen Swiegers, Mrs. Hellen El Haimer and Mrs. Fikile De Buck as members of the Audit and Risk Committee. So the first vote is the reappointment of Mr. Swiegers as a member of our Audit and Risk Committee as well as the Chairperson. Then the second, 5.2, is Mrs. El Haimer as a member of the Audit and Risk Committee. And the third one is for Mrs. De Buck as a member of the Audit and Risk Committee. Then I'm moving on to Resolution #6, the general authority to place unissued shares under the control of the directors. If you could please cast your vote on that. Thank you. And then resolution #7, a general authority to the Board to issue equity securities for cash. Just a note there that although it's an ordinary resolution in terms of the JSE listing, the requirement is that a minimum of 75% of the votes -- voting rights to -- is required to carry this from a JSE listing perspective. Then resolution #8, the specific authority to issue shares pursuant to a reinvestment option. You could please cast your vote in favor of that. Then I move on to the next one, #9. It's authorization to sign documents giving effect to these resolutions. And I propose that any one director of the company -- any one director or the company Secretary be authorized to do all such things and sign all documents and take the action that's considered necessary to implement the resolutions as set out in the notice covering the Annual General Meeting. Then I move on to the nonbinding votes. The first one is Resolution 10, and nonbinding advisory votes on the remuneration policy and the implementation report of the company. So ordinary resolution 10.1 is the nonbinding advisory vote to support the remuneration policy of the company. If you could please cast your vote on that. And then, 10.2, as a nonbinding advisory note to support the remuneration implementation report as contained in the documentation. That deals with the ordinary votes. And we then move on to the -- there's 4 special resolutions that requires, as you know, a 75% vote for approval. The first one is approval of the nonexecutive directors' fees for the remaining of '24 -- for the '24-'25 calendar year. If you could please cast your vote for that. Then special resolution #2 deals with, first of all, there's the financial assistance to be granted by the company in terms of Section 44 of the Companies Act. And that's followed as usual by the same financial assistance to be granted by the company in terms of Section 45 of the Companies Act. If you could please cast your votes for those. Then the next one, special resolution #3 deals with the allotment and issue of shares to employees of Attacq under the Attacq long-term incentive plan. If you could please cast your vote for that. Thank you. And if I can move on to the last one, and that's a general authority for an acquisition of shares issued by the company. If you could please also cast your vote for that resolution. Right. I will now open the -- I don't know, it's not -- it's the floor as well as the online platform for any questions, so if there are questions from the floor or on the online platform, I think Wyna would read the online questions to us. If there's nothing from the floor, then I'm going to go to Wyna if there were any questions raised. Let's give it a minute or so.

Your mic is on.

Still nothing on the Q&A online.

Okay. I've been advised that there are no questions raised on the platform. Allow me to thank you for attending and for dealing with this important or these important decisions on behalf of the company. I'm, therefore, now closing the voting. And just if you will allow me some general comments whilst the voting is being summarized before I read them back to you. I would just like to take this opportunity to thank management and staff for the work that they've done, for the position that they've put Attacq in over the last 12 months. As I said earlier, I've got a lot of confidence in Attacq going forward and in the guidance that we have issued. I think our strategy is a very sound one. And despite the tight economic climate that we all know we're operating in, I do believe Attacq is in a good place. We've got an excellent team that's really working very hard on behalf of our shareholders to deliver the results. I would also like to take this moment to thank Stewart Shaw-Taylor for his unbelievable service to the company since the listing was done. Prior to the listing, Stewart joined me just as -- I think, as the only 2 directors prior to the listing. His guidance, his knowledge, his understanding of the industry, his understanding also of the banking sector and all of that combined have just assisted Attacq in a way that you don't normally expect from a Board member. Excuse me, I think Stewart went way and beyond just being an ordinary Board member in guiding Attacq to become a mature company. If you -- we were talking about it the other day, we started with nothing. It was Stewart, myself, Morné and a couple of other staff, Peter was there, but we had absolutely nothing other than the name of the company. We started from there, built the company over the last, what is it, 12, 13 years now to where it is now. I think if you drive into Waterfall City, particular, but also if you look at all our regional malls around the country, all of those, Stewart were part of making the decisions in terms of guiding us through the investment challenges that we have, making sure we make the right deals, guiding us through the Audit and Risk Committee. So Stewart, thank you sincerely from all of us here. Thank you for the role that you've played. I think every single one of us have learned a lot, and I'm sure the shareholders also appreciate what you've done for Attacq. All of the best in the quieter time of your life. I'm sure it will go very, very well. Can we do the results? The results has been presented. Can I scan it quickly? I don't see any resolution that's not been approved by the shareholders. So I thank the shareholders for that. And as the business on the agenda has been dealt with, I declare the meeting closed, and thank you for your attendance. If there are anybody that has a question outside of what was on the agenda, then I'm happy to take that. If not, we're done for another year. Thanks to all our shareholders for their ongoing support, and we will continue to do our best to provide you with the returns that you deserve. Thank you.