Naspers Limited (NPN.JO) Earnings Call Transcript & Summary

Ladies and gentlemen, thank you for joining today. My name is Koos Bekker, Chair of the Board of Naspers. I'll share the first part of the meeting virtually as I'm at the BRICS Summit in Johannesburg, while most of my colleagues are in Netherlands. Steve Pacak, Chair of our Audit and Risk Committees will distribute questions from the Netherlands. We value the participation by our many loyal shareholders in so many countries. Thank you very much for joining. While our Board members are also online will physically present. They come from Brazil, India, China, Europe, South Africa, the U.S. and the U.K. May I name them, they're Shar Dubey, Hendrik du Toit, Craig Enenstein, Manisha Girotra, Rachel Jafta, Angelien Kemna, Nolo Letele, Debra Meyer, Roberto Oliveira de Lima, Steve Pacak, Mark Sorour, Cobus Stofberg, Ying Xu. We also wish to say welcome to Bob van Dijk, our Chief Executive Officer; and Basil Sgourdos, our CFO. Keeping the good order David Tudor, Group Legal Counsel; and Lynelle Bagwandeen, Company Secretary. We also have in attendance [ Sandy Ellis ] from JSE Investor Services, our Transfer Secretary. We're going to keep the meeting as short as possible. So I'll say a few opening words before handing over to 4 people. First is Debra Meyer, Chair of the Social Ethics and Sustainability Committee will outline our approach in that field, then Bob van Dijk will sum up our performance for the year. [ That will deal ] with both our strategy and the particular deal on the table before you today. Then Basil Sgourdos will take you through the numbers. Finally, Craig Enenstein will outline how we're aligning remuneration to our shared ambition to grow the business responsibly and to deliver strong returns. For efficiency, these introductions have been prerecorded. A quorum of shareholders is present or are represented. I can therefore declare the meeting properly constituted. Lynelle will now explain how the voting process and the Q&A sessions will work.

Thank you, Chair. As Koos mentioned, we will have a question-and-answer session for shareholders. We will first deal with written questions and then open the session for verbal questions. You may submit your recent questions any time from now until the Q&A session begins. You may vote on the agenda items at any time during the meeting before voting closes. After putting all the items to the meeting, we will have a short pause for voting to be completed. Only shareholders or their representatives may ask questions. If you would like to pose written questions, please click on the Q&A icon on the bottom of your screen and then type in your name resolution number, if applicable, followed by your question and then please press enter or send. The voting process will be by means of a poll. And so we've created a short video to show how this works. [Presentation]

Shareholders or their representatives who have been verified and registered to vote would have received a link to the voting platform either by e-mail or SMS, If you are registered to vote but have not received your voting link via e-mail or SMS, please inform the moderator via the Q&A mechanism in the Zoom meeting. To vote, please click on the vote here link in your e-mail or SMS and it will direct you to the voting platform. You will notice that the voting platform contains all the resolutions, which have been published in the notice of this meeting, with your vote automatically defaulted to abstain. You can vote on all the resolutions simultaneously by defaulting all your votes as either for or against or keeping it as abstained vote and then click on the submit button on the bottom of the online ballot form or you can indicate your vote individually per resolution by selecting the relevant option for, against or abstain on a resolution-by-resolution basis. Once you have voted on all the resolutions, scroll down to the bottom of the page and click submit. It is important to remember that once you click submit, your votes cannot be retracted and revoted. Remember to ensure that you have selected the correct option on a resolution either for or against or abstain. Once you have selected the submit button, a message will appear on your screen confirming that your votes have been received.

Voting is open for the duration of the meeting until voting closes. After putting the resolutions to the meeting, there will be a further opportunity to complete the voting. [ Sandy Ellis ] from JSE Investor Services, our transfer secretary is the scrutineer who will count the votes. We will now play the prerecorded items. [Presentation]

Ladies and gentlemen, folks, -- during the past year, we all experienced economic fragility and geopolitical tension, I wouldn't want to waste your time with an analysis of the components, but I'll bet your own daily life became ever more digital. Clearly, we are in the middle of a technological transition as big as the one you has Gutenberg [ cause 0.5 millennium ago ]. In this evolution, your investments, Naspers and Prosus are playing a humble role and we do so in a way that creates value for shareholders. You may ask how we make ourselves useful in life. Well, by helping people trade used and view goods online by delivering food and groceries to your doorstep and by giving access to financial services. We also bring education online to your laptop and your phone. Overall, you can just say we bring convenience and safety to users. At the same time, we're building communities where we operate. We care for the environment. Now the tools we use to achieve this are changing all the time. Most recently, artificial intelligence assumed a starring role and anyone who predicts with confidence where that will end needs to see the Oppenheimer movie. Of course, we employ thousands of people. That way communities are empowered, we also pay taxes. Quite often, we create an online alternative to a bricks-and-mortar way of doing things that sometimes good for the environment. Now apart from building businesses, how do we create value for you, our shareholders. Over the past year, we made progress reducing the discount to net asset value at which Naspers and Prosus shares trade. Since mid-'22, our repurchase program has dropped the discount by [ 16% ] at the Prosus level and 17% at Naspers. In June, some USD 31 billion of value had been unlocked. As a next step, we propose to remove the cross-holding structure between these companies. You'll have a chance to vote on this very issue today. If successful, it will simplify our group's structure also enable Naspers to continue with this repurchase program. As you know, that's funded by an orderly on-market disposal of a slice of our Tencent shares, which is fully supported by Tencent management. We still owe 25%, and this is our biggest investment. I believe Tencent of the truly great tech businesses globally and that it will maintain its position in future. My colleagues are going to tell you a little more about how we focus on making our organic businesses more profitable. We're cutting costs from the center as well as from operating units. At the same time, we're improving disclosure so you can make informed decisions. Our group benefits from a committed management team that incentivized to create long-term value for shareholders and perhaps more widely for all stakeholders. For more than a century, the group has proved resilient through downturns. Shareholders who stayed with us over decades will be rewarded for their trust. We wish to thank them for making possible absolutely everything we're doing. On behalf of the Board, I also wish to thank our people spread across the globe for your contributions. You are the beating heart of this business. Many, many takes the directors here for their counsel and for their insight. Later today, you'll be able to ask questions. I'm in Johannesburg for the BRICS Conference. Since most of the people attending physically will be in Amsterdam, I'm asking Steve Pacak, Chair of our Audit Committee, to distribute questions from the floor. Of course, I'll be online to answer myself. Now may I hand over to my colleague, Debra Meyer. Thank you very much, indeed.

Thank you, Koos. Sustainability remains a journey. With every milestone that we reach, we're seeing new ones on the horizon. Across our group, there is an increased attention to and expectations from shareholders, regulators and other stakeholders on how we embed sustainability into our business practice. As a global technology group, we welcome your engagement and feedback on our sustainability performance including how well we look after our people, the role we play in society and the impact of our businesses on the planet. Technology can create solutions for some of our most pressing issues like climate action and social inclusion. Through our portfolio of mainly digital platforms, we are harnessing the power of technology to support the transition to lower carbon and more inclusive economies. Our family of digital platforms provide alternatives to traditional brick-and-mortar businesses reaching more users in broader segments. As an example, our EdTech platforms provide digital access to a vast range of learning opportunities for millions of people wherever they are and without the need for extended emissions and expensive infrastructure. Our classifieds businesses support the transition to a circular economy moving away from linear take-make-waste to circular reduce, reuse, recycle. OLX, for example, has estimated the positive impact of its business by calculating how enabling consumers to reuse products leads to significant material savings and avoided greenhouse gas emissions. The outcome of the calculation is that through the trade of 26 million products last year, OLX help prevent greenhouse gas emissions of over 5 million tonnes. You can read more in OLX's annual impact report. As Chair of the committee, I see it as our role to keep an oversight on the long-term sustainability ambitions of the group. It was clearly defined short-term goals that we can report on, on a year-on-year basis. However, it is important to emphasize that the group comprises of diverse businesses in varying operational context and geographies. Meaningful progress has to be rooted in company-level sustainability programs, guided by a common approach and values. With a lack of global standards guiding the private sector on environmental, social and governance disclosure, we are closely monitoring the regional level development and their potential impact on the group. Despite the broad regional and jurisdictional level differences in sustainability reporting requirements, we remain committed to climate action and transparency on our sustainability agenda. To illustrate, we set ourselves an ambitious target to reduce our Scope 1 and Scope 2 emissions to zero by initiating structural changes in our corporate operations. More importantly, we developed science-based targets that drive a multiyear engagement program with our portfolio companies to put their businesses on a net zero pathway. Reinforcing our commitment, Bob and Basil have climate action built into the short-term incentive target. Being a force for good also translate into employment and livelihood opportunities. In our own workforce, we face the global shortage of digital talent every day. In the new world of remote working, the best people have many choices about how and where they work and who they work for. So our employee value proposition is critical to attract talent that ensures the continued growth of our business. We are dedicated to helping our people be their best by enabling a culture both on diversity, inclusion and learning along with competitive pay and benefits. We are equally committed to ensuring that our portfolio companies offer fair pay and working conditions for delivery partners irrespective of the classification of the engagement, which varies across the globe. Ultimately, we are all united by our shared values and our shared purpose which is to improve everyday life for billions of people through technology. Over to you, Bob.

Thanks, Debra. We are in the midst of a profound technological transformation, and we're actively contributing to the future with our unique solutions. Our goal is to build leading tech companies that improve daily life for billions of people. In that way, we create enduring value for our customers, for our communities, for shareholders and our other stakeholders. And as an investor, we contribute much more than just capital, and we bring significant resources to the companies we back. And as our history shows, this is the path to creating enduring businesses. Entrepreneurs are attracted to our long-term vision to our operational know-how to our local knowledge and our worldwide presence. And these elements are essential in a fast-changing and in a competitive environment, and they are the fundamental drivers of value creation for both our investee companies and our shareholders. We take a patient and a disciplined approach to investment, and we allocate capital where we see the greatest opportunity for long-term sustainable growth. And we're equally strict about divesting from assets that no longer meet our high return expectations. And for example, that is shown by our decision to exit the OLX Autos business before year-end. And as we continue to learn and grow, we have to remember that we don't know everything, and we will make mistakes. And as a legendary Michael Jordan once said, I missed more than 9,000 shots in my career. And 26 times, I've been trusted to take the game-winning shot and I've missed. So I failed over and over again in my life, and that's why I succeed. And for us as well, in our journey, we will miss shots, and we will lose games, but it's exactly through those experiences that we will find our success. Today, we're making a real difference in people's lives globally. Our dedicated teams entrepreneurs are paving the way for secure online trading and swift home delivery of food and groceries. We're opening doors to the digital economy and vital financial services that were once out of reach for hundreds of millions of people around the world. We're providing opportunities for learning outside traditional classrooms. And our ventures team is actively on the lookout for innovative entrepreneurs and business models that will define our future. We're determined to capture the value of technological change. And as such, artificial intelligence is integral to our growth, it's integral to our innovation and to our competitiveness. And we recognized this early, and we created the Prosus AI lab in 2018 to help accelerate and scale adoption of AI across the group. We use AI ethically and responsibly across the organization to improve the customer experience, but also to operate more efficiently. And we're now really capitalizing on the potential of generative AI, but both as a technology to make all our businesses better, but also as a key factor in our investment decisions. And in that context, it's actually worth remembering a [ Mar's Law ]. So we tend to overestimate the effect of a technology in the short run and underestimate it in the long run. And that guides us as we navigate the technological transformation, and it reminds us to always maintain a long-term perspective and not rush in. So despite the uncertainties of the past year, we made substantial progress against our strategic objectives to build valuable businesses. Our e-commerce portfolio continued on its growth path well ahead of peers. The exit from OLX Autos has greatly improved the profitability of our classified segment. And we continue to look at reshaping the broader portfolio in order to generate further value for shareholders. And given the pressure on growth expectations and valuations last year, which was due to higher inflation and interest rates, we significantly cut our cost. We've managed to deal with the risk associated with the reduced headcount by focusing on core tasks, and we have ensured a sustainable workload for our team, and we have maintained morale, and we are remaining a preferred employer. And there's a lot more to do, but we're on a good trajectory, and we remain confident in our commitment to achieve profitability in our e-commerce portfolio during the first half of our financial year 2025. Basil will cover our full year results in more detail, but I thought I'd share some highlights. So food deliveries performance remained robust and was driven by growth in quick commerce, which leverages the scale that we achieved already in the restaurant delivery business. We continue to see a major opportunity in this segment, and we are investing for growth. Classifieds revenue grew strongly in the core businesses, sustained growth and improved profitability in spite of a tough global economy and Russia's invasion of Ukraine which significantly affected OLX Europe. In payments and fintech, we recorded continued growth in the core payment service provider business and credit in India. India is our biggest market for payments and one of the fastest-growing consumer Internet markets globally. EdTech grew revenue well and the higher trading loss reflects ongoing investment in product enhancement and footprint expansion. In our etail segment, eMAG had a challenging year, and online demand subsided in the face of a resurgent post-pandemic off-line economy. In addition, the war in Ukraine resulted in a broader macroeconomic slowdown across Central and Eastern Europe, while a stagnant economy affected at Takealot group's results in South Africa. This is a marathon, it's not a sprint. So it really requires steady and wise investment to build the end-to-end capabilities that will enable stronger relationships with customers across the ecosystems of our core segments. Results from our core segments proved that by aligning technology and data with customer needs, we are increasing convenience, frequency and user safety. More customers means scale and ultimately, better value for shareholders and our wider stakeholders and that's essentially why we're here. It's a great value for all our stakeholders. And as Steve Jobs once said, the only way to do great work is to love what you do, and we love what we do. As we discuss with our shareholders, we have been looking for ways to simplify the group structure. And the transaction put to shareholders today achieve that, and it removes the cross-holding between Prosus and Naspers while ensuring that the effective economic interest is unchanged. It also allows us to continue the open-ended share repurchase program, which has already created significant value for shareholders. When we announced the proposed transaction, we saw a material improvement in the discount for both Prosus and Naspers by 4 and 6 percentage points, respectively. I'll hand over to Basil for an update on our group performance over the past year.

Thank you, Bob. Thank you for joining us today and for your support as our shareholders. The 2023 financial year was a difficult period due to ongoing geopolitical and macroeconomic uncertainty. We acted decisively determined to steer the group well through this uncertainty. We cut costs at the corporate level and in the businesses and exited businesses whose prospects are impeded by macroeconomic changes. We strengthened the balance sheet and solidified our investment-grade rating. Capital allocation was weighted towards the highly value-accretive open-ended share repurchase program. The other area of significant capital allocation was the investment in the group's existing businesses. We invested to scale the growth extensions as we drive for consolidated e-commerce profitability. We also acquired additional shares in iFood from Just Eat Takeaway for approximately EUR 1.5 billion. iFood is an exceptional business with significant potential ahead. Given market volatility and higher cost of capital, M&A in new businesses were significantly lower than in prior years. There is a significant and continuing focus on building long-term shareholder value in the local marketplaces across our main segments. After years of investment and growth, these segments have scaled meaningfully creating clear path to profitability for each. As noted, we are committed to achieving consolidated e-commerce profitability during the first half of the financial year ending March 2025. We've delivered peer-leading levels of growth in the past financial year and aim to deliver good growth ahead. Profitability plus growth are the foundation to long-term value creation. Koos spoke to the open-ended share repurchase program we initiated during the past financial year. The feedback from shareholders has been universally positive as the share repurchases create significant value for shareholders, whilst the holding company discount remains elevated. So to fund these share repurchases, we've sold 3% of our shareholding in Tencent, generating almost $11 billion and reducing our holding to 26.16%. At the closing price on 31 March 2023, this stake was valued at $123 billion. We've been investors in Tencent for over 20 years and we remain confident in the future of the China tech industry and in Tencent in particular. To enable the repurchase program to continue at the Naspers level, we propose unwinding the cross-holding structure between Naspers and Prosus. This was announced in June, and you received all the documentation for an informed vote. This will also greatly simplify our group structure. Importantly, the proposal has been structured to ensure your effective economic interest is unchanged. So I will now call out some of the key items in the financial results for the past financial year. Consolidated revenues from continuing operations of $6.8 billion grew by a strong 20% in the 4 core segments of food delivery, classifieds, payments and fintech and EdTech growth was strong and meaningfully ahead of peers at 43%. Etail revenues were flat year-on-year as Takealot and eMAG left elevated pandemic-related levels and absorb the impact of discounting from offline retailers as they reentered the market as COVID restrictions were lifted. Importantly, each of the key segments is profitable at the core. The aggregate losses are due to investment in growth extensions. Our Food Delivery segment's performance remained very strong, with revenue growing well and also ahead of peers and profitability also improved meaningfully. Classifieds delivered sustained growth and improved profitability with a strong performance in Europe. The exit of OLX Autos is expected to lead to a sizable improvement in classifieds and e-commerce profitability. In payments and fintech, momentum continued with strong growth in the core payment service provider business and in the Indian credit business, which is approaching breakeven. We have recently announced the sale of PayU GPO business for $610 million. In EdTech, our majority of enterprise platforms continue to grow. Investments to scale these early-stage opportunities weighed on profitability. Core headline earnings, our measure of after-tax operating performance were down by $1 billion to $1.1 billion, and this was primarily due to lower contributions from our associates. Tencent is the largest associate and our share of Tencent earnings declined by $1.1 billion. With China lifting COVID restrictions and Tencent's own cost action, Tencent has since returned to good growth in revenue and profitability. In October, we realized $2.4 billion from the disposal of Avito, the Russian classified business. Our balance sheet also benefited from Tencent's distribution of JD.com and Meituan shares. We've exited the JD.com position and received $3.7 billion for those shares. From a liquidity perspective, we ended the year with a very strong balance sheet. We had gross cash of $15.1 billion and our net debt position was just $400 million. As we look ahead, these are the key priorities to bring our consolidated e-commerce portfolio to profitability. Continuing with the open-ended share repurchase program and subject to shareholder approval today, implement the steps to simplify the corporate structure. And finally, crystallizing the value inherent in the businesses we're building. These priorities underscore our focus on meaningful value creation and shareholder return. So in closing, I want to thank our shareholders for their support over the past year. I will now hand over to Craig.

As my colleagues have noted, we operate in highly competitive, fast-changing markets. Many of these are characterized by a shortage of key skills. So our remuneration structures focus on attracting, motivating and retaining the best people to create sustainable shareholder value. Across the group, we focus on fair and equitable pay, encourage ownership and entrepreneurship in our teams around the world and strive to align management compensation with creating long-term shareholder value. Our remuneration principles are simple. We pay for performance, align with desired shareholder outcomes, drive long-term value creation, remain consistent in our approach and look to attract and retain talent. Therefore, our pay practices around the world are fair, competitive and above minimum wage standards. Importantly, we actively engage with shareholders on remuneration topics. Your constructive feedback helps to improve the alignment between shareholders' interests and business performance and the transparency of our reward structures and our disclosure. For the 2023 financial year and in response to shareholder feedback, we introduced a short-term incentive for the CEO and CFO focused on the reducing of the net discount to net asset value through an open-ended repurchase program, Koos touched on the material improvement in the discount by year-end. However, any improvement in the discount must be sustained for the incentive to be paid. So while there has been a material improvement in the discount reduction, payment will be held in reserve until the 31st of March 2024 and remeasured against the clawback provision. Given our strong belief that reducing the discount is fundamental to maximizing shareholder returns, the committee decided not to award long-term incentives for fiscal '23. In addition, executive directors were not awarded salary increases in fiscal '23. The committee has not awarded a similar incentive structure for fiscal '24. This does not mean that the committee is satisfied with the current level of discount. The committee believes that the actions management has taken to date will continue to positively impact the discount, but that management should now be incentivized for this within the total incentive package that we have designed. If the need arises for a similar type of incentive in the future, the committee will, of course, debate its merits. For fiscal '24, to incentivize long-term value creation, growth and shareholder alignment, we've returned to a more typical mix of incentives in the executive directors' remuneration packages and have again awarded longer-term incentives with a similar mix to prior years. The CEO and CFO were also awarded a 5% salary increase for fiscal '24. We continue to focus on improving our disclosure on executive remuneration in line with shareholder feedback and our bid for greater transparency. In addition to disclosing STI goals and achievements for fiscal '23, we now disclose related targets retrospectively. Our remuneration report details how the CEO and CFO achieved annual bonus payout levels of 69% and 83% of base salary, respectively, and the criteria against which their performance was measured. This enhanced disclosure will enable you to make an informed assessment of management's performance linked to incentive awards. As noted in prior years, our aim is a higher level of shareholder support for remuneration resolutions. In that spirit, we will continue to refine our remuneration design and disclosures and engage with you frequently. We will also continue to monitor market developments to ensure our remuneration structure allows us to compete globally for talent with a compelling fair and responsible offering to incentivize long-term value creation, growth and shareholder alignment.

We now move on to the more formal side of the meeting. We have received some questions through the Q&A function. [Operator Instructions] Engagement remains a priority. So if you are unable to ask a question, please feel free to e-mail your questions to the Investor Relations. You can use the address that appears on the screen now. And of course, contact details are also on our website. We will start by answering the written questions and then move on to the verbal questions. [Operator Instructions] The first question comes from Christopher Peter Logan, and he says, thanks very much for the value generated by your share buyback program and the quality of your ad processes AGM. I believe everyone who listened to the NVIDIA's results call yesterday was struck by the power of their offering and how platforms are transitioning. Can I please ask if Naspers believes Tencent will be able to maintain its position as one of the truly great tech businesses in the face of the Biden administration's export controls on advanced chips and other restrictions.

Chris, and thank you very much for the question. I have Bob here who will respond to it.

Yes. Thanks, Christopher, for the question. And -- the I think, indeed, NVIDIA's results are incredibly impressive. Their pipeline looks very strong. And given the type of hardware that they produce, and how essential it is in particularly in Gen AI, they are going to see very strong demand going forward. However, I think the NVIDIA hardware is the best or is it certainly not the only type of equipment there is. And what we see in China that there's plenty of availability of the right type of hardware to power large language models. And that Tencent is able to actually do what they need to do. They might need more of different equipment, but it's certainly not the case that they can't get access to the equipment that they need to make progress in Gen AI and other AI initiatives.

Okay. Thank you, Bob.

Thanks, Steve. We have another question. It's quite long. It's from [indiscernible] and she says, the circular states that the control structure is there to ensure the continued independence of the group. As an undesired side effect it results in a small group of shares having majority same resolutions that do not affect the independence of the group. Given, as indicated in the resolutions that a resolution can limit the impact of the control structure. Surely, it would be more ethical to also limit or even scrap the voting part of the A Shares Naspers [indiscernible] on decisions that do not relate to the independence of the group. For example, direct appointments and remuneration, which is voted on by the same people who benefit from such appointments and remuneration. Surely, it is not the intention of the Board to place economic decisions with a class of shares that hardly have an economic interest in the company and who has a conflict with such decisions. Fixing this will reduce the discount, failing to fix this raise suspicions in the market about motives.

Okay. [ Teritus ] thank you for that rather long question. I'll ask David, our Legal Counsel to respond to it.

Thanks very much for the question. There's -- the control structure has been in place since the inception of the group. The A shares have always participated in all the decisions that come to the board and that all put to their shareholders. there's no intention to change that structure at the moment.

Okay. David, short and crisp, to the point, I think.

Steve, I'm checking if there are any other written questions before we move on to the verbal questions if you give me a second. I've confirmed there are no further written questions. And so I remind shareholders who wish to now introduce verbal questions into the meeting to please raise your hand icon. [Operator Instructions] So we have a raised hand from [ Anshul Dubey ]. [Operator Instructions].

[ Anshul ] from ESG on behalf of [indiscernible] of funds, we would like to note that the remuneration policy has had a vast improvement from the time we started engaging the company especially in the recent years. But we feel that there is still some shortcomings, especially if you look at the low threshold of vesting of PSUs, which we believe leads to a poor alignment between executives and shareholders if the [ RemCo ] chair can shed light or give an explanation would greatly appreciate in terms of that.

Okay. We do have Craig, chair of the [ RemCo ] online. So Craig, if you would respond to that, please?

Yes. Thank you for the question. The PSU for those who are a little less close to the architecture is designed to put the business up against a very tough set of peers. We looked originally in the initial implementation of the PSU at listed indices as an alternative methodology and frankly, a more common methodology. But the truth was that we felt like the company's performance relative to most of the indices that we could find was really just so far superior that it wasn't the proper way to measure. And so instead, we built a bespoke index of what we believe to be the most pertinent group of Internet peers for the business. What's nice about that group in our opinion on the remuneration committee, and I would argue in the Board, is that it's a very, very challenging text contextualization against which the business has to perform and measure. As a consequence, the way we've built the way that divesting can occur does start the 25th percentile of that peer group. And so I think it's a very fair call out that, that number 25 as a percentile might not feel like the right number, and we're always happy to reexamine that and I'll commit to you that we'll take a look at that again in the next fiscal review. But I'll add as an important context, again, is that by measuring against such a tough group of peers, we do feel that when value is created for the company against that peer set management has done a pretty strong job in terms of its relative performance. And I would encourage to look at that peer group really carefully and to see the type of performance you see out of that group, not in any one period of time because in any one period of time, it might be higher or lower. But over the long run, which is how we're trying to measure management, hopefully, you'll see that, that's a fairly challenging hurdle for them.

Okay. Thank you, Craig. Any further questions?

Steve, I'm looking for raised hands, checking, inviting shareholders for raised hand. There appears to be no further raised hands, Steve, and therefore, no further questions.

Okay. I think Bob and the team have got -- remarkably likely. I'm sure they probably relieved. So thank you very much, that will end the question-and-answer session. But now we'll now put the specific agenda items to the business of voting. Thank you.

Thank you, Steve. So all shareholders have had the opportunity to consider the resolutions put to the meeting today and the explanations were provided in the notice. I won't repeat them now. I will simply note the resolution and the full text will be displayed on the screen. So let's begin with Part A, which are the traditional AGM resolutions being ordinary resolution #1, ordinary resolution #2, ordinary resolution 3, which includes 3.1 to 3.5. Ordinary resolution #4, which includes 4.1 to 4.4. Ordinary resolution 5, ordinary resolution 6, ordinary resolution 7, ordinary resolution 8, followed by ordinary resolution 9. We will now move on to the special resolution, starting with special resolutions, 1.1 through to 1.6. followed by 1.7 to 1.13. We then have special resolution #2, #3, #4, #5, and finally, special resolution #6. We now move on to Part B of the resolutions relating to the removal of the cross-holding structure commencing with special resolution #1 under this section. Followed by special resolution #2, #3, #4, #5, #6, #7, and finally, special resolution #8. We then conclude with ordinary resolution #1. Thank you. I'd like to remind shareholders who have not voted yet to please click on your voting link and cast your votes now. And we will leave the voting open for a minute if you have not yet voted, please do so. [Voting]

Voting is now closed. Thank you for your participation.

Thank you, Lynelle. It will take a few moments for us to finalize these voting results. And whilst we do that, we would like to share with you a short video providing you an overview of our various businesses. Then following this video, our technical team will show the results on the screen, and we now will summarize the results once these are available. Thank you very much. [Presentation]

Koos and Steve, I can confirm that all the agenda items have been passed with the required majority and the details are currently being displayed on the screen. The full details will be published on the stock exchange News Services and Business Wires. So back to you, Koos.

Ladies and gentlemen, I conclude that all agenda items put to this meeting have been adopted as all the business on the agenda has been dealt with, I declare the meeting closed, and thank you very much indeed for your kind attendance. Have a good day.