Nedbank Group Limited (NED) Earnings Call Transcript & Summary

May 22, 2020

Johannesburg Stock Exchange ZA Financials Banks shareholder_meeting 95 min

Earnings Call Speaker Segments

Vassi Naidoo

executive
#1

Good morning, everyone, and welcome to the 53rd Annual General Meeting of Shareholders of Nedbank Limited. My name is Vassi Naidoo, and I'm the Chairman of the group. This is our first virtual AGM, and I'm pleased to welcome a number of guests, members of the press, advisers and senior staff of Nedbank Group who are attending this meeting, together with our nonexecutive directors. Given the COVID-19 pandemic, our concern for the health and safety of our stakeholders and the statutory regulations that we remain -- that remain -- which remain in place, restricting gatherings of people and travel to only those people who provide essential services, we advised you via Stock Exchange News Service on Monday, 19 May 2020 that, unfortunately, you would not be able to attend this meeting in person and encouraged you to cast your vote on the resolutions to be proposed at the AGM ahead of time and to then participate in the AGM remotely. Thank you for your understanding and cooperation in this regard. There is a small contingent of people in our executive boardroom, as you can see on the screen, at 135 Rivonia Campus, including our executive directors; representatives from Link Market Services, our share registrars, who will be recording the shareholders' votes and attending as scrutineers; and our senior staff and technical personnel. And obviously, we are exercising social distancing regulations as we adhere to this. Moving to the notice of convening the meeting. The notice of convening this meeting has been in your hands for the prescribed period is on Page 27 of the Nedbank Group AGM booklet and is taken as read. We're now required to note the quorum and voting requirements on the resolutions to be proposed at this meeting. In terms of the memorandum of incorporation, or MOI, a quorum for an Annual General Meeting is 3 or more shareholders personally present and entitled to vote and shareholders representing at least 25% of the issued ordinary shares. The percentage voting rights required to pass ordinary resolutions is more than 50% of the voting rights entitled to be exercised thereon; and to pass special resolutions, with at least 75% of the voting rights entitled to be exercised thereon. The company secretary has confirmed that the necessary quorum is present, and I hereby declare the meeting duly constituted. The documents required by law, including the MOI, share register and declarations of interest by the directors, are available from the group company secretary for inspection. If you wish to have sight of these, please let us know, and the group company secretary will arrange this for you. In terms of Section 63, Subsection 4 of the Companies Act, voting may either be by show of hands or by way of a poll. It is my intention to conduct voting on the proposed resolutions by way of a poll. In accordance with Section 63(7)B of the Companies Act, I confirm that Old Mutual Limited, which holds a strategic minority shareholding of 19.9% in the Nedbank Group and supports the proposal to conduct the voting by way of a poll. As indicated in the notice convening this meeting, shareholders who are participating online will be able to vote -- will be able to view the live broadcast of the meeting, ask Board questions and submit their votes. Of those certified holders who have not cast their votes via prior proxy to the meeting will be able to access the voting platform. All shareholders who have large proxies or voting instruction forms prior to the meeting for their proxies, participants or brokers to vote on their behalf will not be able to vote at this meeting as the votes have already been recorded by the share registrars, but they may follow the live webcast to follow the proceedings by a teleconference and indeed, ask the Board questions. I request that any questions arising in respect to the financials or the business we dealt with at this AGM be submitted now to enable me to deal sufficiently with any matters pertaining to the business of this meeting. I will then attend to these questions immediately after the presentation of the annual financial statements. Questions from shareholders participating via the webcast can be submitted by clicking on the Question button at the top of your screen. They will be received and read out by the company secretary and responded to when time is allocated for questions. If you experience any technical difficulties, there's a Help button on the left-hand side of the webcast page. Shareholders participating by teleconference will be individually enabled by Chorus Call to ask their questions on the line and will be responded to when the time is allocated for questions. The voting platform is now open and will remain open until all proposed resolutions have been dealt with. Those of you who are eligible to vote at this meeting may do so now if you wish to, or at any stage during the meeting, by clicking on the action button Click to Vote on your screen to view the resolutions to be voted on. Once you have made your voting selections, press the Submit button at the foot of the screen on the Vote on All Resolutions page. The platform will confirm your vote has been accepted. After -- by clicking on the dashboard link on the screen, you will be able to return to the screen to continue viewing the webcast. Voting platform will remain open for a short time thereafter the last resolution -- sorry, will remain open for a short time after the last resolution has been proposed to allow you to complete your vote. The voting results for all resolutions will be announced at the end of the meeting to allow sufficient time for the scrutineers to record the online votes. We shall now proceed with the business of the meeting. Dealing with the annual financial statements for the financial year ended 31st December, the directors and the auditors' report, the report of the Group Audit Committee, have been in your hands for some time and are taken as read. I will briefly address you on the financial statements. In 2018, Mr. Cyril Ramaphosa became the President and prospects of a better year for South Africa in 2019 surged. We had great expectations that the right medication would be administered to fix the nation reeling from the impact of state capture. It was not to be in 2019. The factors largely responsible for South Africa's economic woes are not new and have remained mostly unaddressed for more than a decade and as a result, economic growth has continued to trend downwards. Despite a difficult environment, 2020 brought with it a sense of renewed hopefulness and optimism that things will be better. However, the COVID-19 pandemic, which has resulted in an acute human, financial and economic crisis across the globe, has reached our shores. Economists and analysts worldwide are predicting a global recession for 2020. Central banks have already introduced fiscal and monetary actions. And with the banking sector likely to be one of the most impacted, banking regulators have implemented capital and liquidity relief. The social and economic impact of COVID-19 is unlike anything we have seen before. Global markets and equities have come under pressure in South Africa, and we've had the dual impact of the lockdown as well as the rating downgrades in an already weak South African macroeconomic environment. As a trusted bank with a growing footprint in Africa and innovative new products and services, Nedbank is ready to build on the positive and sustainable impact it has already made. We are now more focused than ever on remaining future fits in fulfilling our roles to our clients, our staff, our shareholders and our broader society. In our recent Board environmental, social and governance roadshows with the shareholders, our Lead Independent Director, Mpho Makwana; and our Independent Director, Errol Kruger; and myself discussed how we are ensuring good governance throughout the COVID-19 pandemic. We provided a general update on [ Board ] matters, and we also shared the group's actions from an environmental and social perspective. These are also covered extensively in our 2019 integrated report and our suite of ESG reporting. A few top-of-mind points that I'd like to reiterate at this AGM are as follows. During times of crisis, it is important that the Board is closely aligned to shifts and pivots that are required in strategy and managing the impact of COVID-19 pandemic. In this context, we remain fully supportive of the actions taken by management to date. As a Board, we have a COVID-19 meeting every 2 weeks and individually, Board members are consulted on a regular basis. Various Nedbank Board subcommittee and chairs of our Board subcommittees are actively involved in overseeing and monitoring the group's response to COVID-19, including managing the business, operational, IT and cyber risk as well as the group's balance sheet, which includes liquidity, credit, capital, and indeed, market risks. Going forward, the upcoming Board and management strategy discussions will focus on the group strategy will adapt to the new normal and how we can leverage the technology investments we have made even further. With regards to governance matters, let me highlight a few points. The Nedbank Board remains independent and diverse, supported by skills and experiences across a wide range of focus areas. In 2019, we highlight -- we strengthened the Board a bit further, particularly in the technology side which aligns to the group's digital drive. I would like to take this opportunity to welcome Professor Tshilidzi Marwala, who brings extensive knowledge and experience in innovation, digital, cyber-resilience, artificial intelligence and Big Data. Having reached the mandatory 9-year Board tenure, Joel Netshitenzhe will be retiring from the Board at the conclusion of this AGM. Nedbank will retain Joel in an advisory capacity to continue to provide valuable inputs on social, political and economic matters. A special word of appreciation to Joel whose wisdom, guidance, intellect and experience will be missed during our Board deliberations. In addition, thank you to Peter Moyo, whose contributions and involvement with the group since his appointment in 2018 in terms of the relationship agreement with Old Mutual Limited and the Nedbank Group. Peter tendered his resignation in March 2020, and we are awaiting regulatory approval before announcing his replacement. From an audit perspective, in 2019, E&Y was appointed as one of our -- one of the group's joint auditors for 2020, replacing KPMG. As a group, we remain committed to mandatory audit firm rotation, and we expect the next rotation to be finalized no later than 2023. Remuneration remains a key agenda item for the Board, and over the years, we've engaged extensively on this with our shareholders. In 2019, guaranteed pay for bargaining staff increased ahead of management and the executive. In 2020, executives, including cluster executives increases, were awarded at 0% guaranteed pay, and we made this decision prior to COVID-19 given the already difficult macroeconomic environment we were working in. With regards to short-term incentives, it's important that our STI flexes in line with our financial performance, and STIs declined by 25% in 2019. Long-term incentive plans for 2019 were impacted by the group's performance, in line with the corporate performance targets. After engaging with our shareholders in 2019 and receiving strong support, we will be introducing the cost-to-income ratio as a new corporate performance target in 2020 to replace the previous strategic CPTs of target operating model savings and transactional banking market shares. This change is important to ensure our CPTs are aligned with shareholding interests. Also, we will be aligning our return on equity CPT to include goodwill, as was requested by the shareholders. Looking forward, we are planning a Remuneration Committee meeting in the next few weeks to discuss how we attract and more importantly, retain key staff during the impact of COVID-19 on our short- and long term incentives. In addition, the application of the SARB Guidance Note 4 2020, which is likely to impact the delivery of cash bonuses for certain incentives, will be considered. The Nedbank Board supports a guidance note 4. We take regulatory guidance notes very seriously and strive for best practice. The Board will suitably apply its mind to this guidance note in that context. Lastly, from a Board perspective, we've taken a decision to withdraw a previously approved increase in Board fees for 2020 given the COVID-19 developments, and this is up for proposal at this AGM. Turning to the environment and social matters. Mpho will expand on the work Nedbank has done on the sustainable development goals and in particular, the difference we make in society. From an environmental perspective, Nedbank has had an excellent track record and strong credentials. Our sustainability journey continues to mature from being the first African bank to sign the Equator Principles in 2015, the first African bank to become carbon neutral in 2010 and to the first commercial bank to launch a renewable energy bond on the Johannesburg Stock Exchange in 2019. At this AGM, we reached another milestone as we proactively tabled 2 climate change-related resolutions, and we seek shareholder approval for both of these. The first resolution, 6.1, is to disclose an energy policy no later than April 2021. And resolution 6.2 is to report on our approach to measuring, disclosing and assessing our climate-related risks on the same date. We ask for shareholders to support both these resolutions. Lastly, I am pleased that Nedbank has once again achieved a Level 1 BBBEE contributor status for the full year of 2019 under the amended Financial Sector Code in South Africa. We have always seen transformation as one of the key strategic focus areas, and this achievement demonstrates our ongoing commitment to sustainable transformation and indeed is embedded in the way we conduct ourselves at Nedbank. Thank you to my fellow directors, Nedbank Board members and for their support in 2019, and we continue to receive their wisdom as we enter this very difficult period ahead of us. Thank you to our 29,000 employees. We remain committed to living our purpose and serving our 7,000 -- 7.8 million clients. Their work goes beyond our lending and transactional activities, and I am proud to be associated with them. During the lockdown period, as a consequence of COVID-19, they have further shown their dedication and tenacity by enabling us to continue to serve our clients and broader society through a complex and difficult time. I am indeed deeply grateful, as is my entire Board. Thank you to the Chief Executive, Mike Brown, and the executive team for their leadership and skillfully steering the ship in stormy waters. The team quickly pivoted to managing the crisis brought upon by COVID-19, and they did -- as they did during 2008 and 2009 during the global financial crisis. And I am confident in the leadership's team's ability to successfully navigate us through this extraordinary time. Nedbank celebrated its 50th year as a listed company on the Johannesburg Stock Exchange in 2019. There's a certain amount of agility that has helped us navigate both the headwinds and the tailwinds over the past 50 years, and it speaks to our sustainable business practices and improved risk management and overall governance during the years. Lastly, I would like to assure our stakeholders that while we won't escape the market impact that has played the sector in the current environment, the Board, together with management, are working tirelessly to manage through this difficult period, and we continue to build a sustainable bank that emerges stronger post COVID-19. I thank you for listening to me, and I'd like to hand over to Mike, who will deal with some aspects of the financial statements from a CEO point of view. Mike, over to you.

Michael Brown

executive
#2

Great. Good morning, everybody, and thanks, Vassi. As we said offline before we started, Vassi clearly doesn't have a green tie with him in Mauritius.

Vassi Naidoo

executive
#3

Sorry, Mike, is the voice...

Michael Brown

executive
#4

Here, can we just check? Testing, testing. That's on green. Testing again. Testing. All right? Okay, excellent. So as I said, Vassi clearly doesn't have a green tie with him here in Mauritius. And good morning to everybody on the phone lines and those joining us on the webcast. I think upfront also, particular thanks to the team in IR and company secretariat for putting together a virtual AGM at such short notice. And also, apologies for the slightly longer hair and hoarser voice than usual. Too long in lockdown and too many Chorus Calls. So as I said in the integrated report, in my 10 years as the CEO and 6 years as the Chief Financial Officer, outside of the global financial crisis a decade ago, the operating environment in 2019 was the most difficult we have experienced, either here in South Africa or in Africa, and given recent events, 2020 will be more difficult than that. So I'm going to reflect first on a backwards-looking basis on our performance in 2019. In that difficult operating environment, Nedbank Group's financial performance was below our expectations as headline earnings last year declined just over 7% to ZAR 12.5 billion, and the group produced a return on equity of 15%, still above our cost of equity of just over 14%. In addition to the challenging environment, headline earnings in 2019 were impacted by additional items in the second half of the year, including accounting for hyperinflation in Zimbabwe, the early exercise of an option to increase our shareholding in Banco Unico to 87.5%, the downward revaluation of a number of private equity investments and the increase in impairments off a low base to just above the midpoint of our target range of 60 to 100 basis points. The underlying franchise performance in 2019 was, however, solid and we produced good balance sheet growth with banking advances up just over 7%, deposits up faster than advances at just over 9% and an increase in assets under management of just over 11%. Good cost management due to lower variable remuneration and the ongoing benefits of optimization of processes and operations as part of our digital strategy resulted in our cost-to-income ratio improving from 57.2% to 56.5%. IFRS 9 fully phased-in CET1 capital ratio of 11.5%, an average liquidity coverage ratio for the fourth quarter of 125% and a net stable funding ratio of 113% are all Basel III-compliant and well above regulatory minimum, reflective of a strong balance sheet. We continue to make good strategic and operational progress throughout 2019, and a really key achievement for us was the launch of our simplified digital onboarding capability for individual clients, coupled with the ability to apply digitally for a personal loan and a transactional account. We also concluded pilots for cards, investment products and overdrafts, and this is fundamentally changing the way that we had Nedbank do business, sell our products and service our clients. When you manage money well, you can make a real difference in people's lives, and the launch of our refreshed loyalty and rewards program in the second half of '19 embraces our purpose of using our financial expertise to do good. This program assists, incentivizes and rewards the right money management behaviors while doing good for society. And in 2020, we will expand this program to offer more benefits to our clients. Doing good for clients also means focusing on improvements in client satisfaction levels, leading to more clients doing more of their banking with us and, in turn, a more sustainable and valuable Nedbank business. Our successes in 2019 on this front have been acknowledged by our clients as well as independent surveys and league tables. A few highlights, I think, are worthy of mention. Nedbank was the only South African bank to improve its Net Promoter Score during 2019, becoming the second-highest ranked bank in the Consulta Consumer Satisfaction Index. On the wholesale league tables, CIB continued to lead industry league tables in various categories, coming first in deal flow and M&A advisers and was ranked #1 for debt capital market bond issuances in 2019. And Nedgroup Investments, which is our asset management company, was named Offshore Management Company of the Year for the fifth consecutive year at the Raging Bull Awards. As we digitize those products and services that were previously only offered in branch, we are also benefiting from efficiencies as the cost to onboard and serve our clients decreases significantly. More and more transactions are performed seamlessly and end to end without human intervention. Our target operating model, where we measure the savings as a consequence of this, recorded cumulative savings of ZAR 1.1 billion at the 31st of December 2019, which was ahead of the ZAR 1 billion target we set ourselves, and we are on track to exceed the ZAR 1.2 billion target we have for the end of this year. As we said in our results presentation, we are currently strategizing around Target Operating Model 2.0, which will look at the shape of our branch infrastructure in the context of increasingly digital world and a shift in our retail and business banking operational structure to be more client centered as well as shared services optimizations across the group, and we will update you on this at our year-end presentation. In the rest of Africa, we continue to optimize our portfolio in the static environment to position us for the longer term. Following a strategic review, we disposed of our 100% shareholding in Nedbank Malawi, and the transaction was concluded in Q1 2020. Nedbank Malawi was a small bank in a small market and contributed 0.1% to the assets and earnings of the group. Operating in Zimbabwe remains challenging as policy uncertainty, increased government expenditure and a lack of foreign direct investments have severely damaged the Zimbabwean economy, contributing to hyperinflationary conditions. During 2020, our focus continues to be on the reconfiguration of our business operations and balance sheet while importantly, supporting our staff and clients. As I said, we are increasing our shareholding in Banco Unico in 2020, from 50% to approximately 87.5%, and the transaction was concluded in the first half of 2020. This will position us well to benefit from growth opportunities in Mozambique over the longer term, particularly around liquefied natural gas. With regard to ETI, our focus remains on the delivery of the ETI Board-driven agenda, commercialization of initiatives and an increase in business flows. The recent drop in the oil price is likely to add to the already difficult conditions in Nigeria and increases the risk of a future impairment of our investment in ETI, as we said in our results announcement. During that call in March, we also noted that should we write off our whole investment in ETI, which we certainly don't expect to do, so this is just to give you a sense, the impact would be 28 basis points on regulatory capital. Turning now to our trading update for the first quarter and also some additional insights that we have chosen to provide in respect of April, given the escalation of the COVID pandemic. On the 29th of April, Nedbank Group hosted a webcast where management updated the investment community on the progress we had made in responding to the evolving COVID-19 pandemic, and we got excellent feedback on that webcast. We highlighted there that the primary focus of our business at this time is on the health and safety of our staff and serving and providing support for our clients as they manage their finances through this very difficult period. We've pivoted our strategy to increase our focus on resilience, so we can continue to support our clients through these challenges. This means an increased focus on managing liquidity, capital market and credit risk, alongside ongoing scenario modeling and stress testing and an increased focus on discretionary costs. As noted in the SENS announcement that we released on the 14th of April, given this uncertain environment, we have withdrawn our 2020 financial guidance and at the same time, noted that our medium- to long-term financial targets were under review. Our 2020 financial guidance was based on our economic forecasts that were completed by our economic unit in January 2020. And at that stage, we expected South African GDP growth for 2020 to be 0.7% and for interest rates to be flat over the year. Clearly, economic forecasts today are materially different from those in January 2020. And while forecasting in the current environment is complex and certainly subject to much higher forecast risk than usual, in April this year, our economic unit revised their forecast for SA GDP growth in 2020 to be minus 7%, which is actually exactly the same number that the SAB used in their MPC statement yesterday. After the cumulative 225 basis points of interest rate cuts that we saw up to April 2020. At the MPC yesterday, the SAB cut rates by another 50 basis points in May. The Nedbank group's performance in the first quarter to March 31, 2020, which we described as the period, reflects the impact of a difficult macroeconomic environment in South Africa and in our African operations. While the initial impact of the COVID-19 pandemic and subsequent lockdown emerged in subsequent emerged -- sorry, and subsequent lockdown emerged in March and financial market volatility in late March was extreme. Impacts on our client base only became more evident during April and are expected to continue. Turning to loans and advances. Growth in the period for Nedbank Group was high single digits year-on-year. In CIB, growth was just above double digits, primarily driven by wholesale term loans and commercial property finance as we supported clients in good standing to draw down on existing credit facilities as they prepared for the uncertainty ahead. And in addition to that, foreign currency loans increased as a result of the rand depreciation. In CIB, in April, similar trends to what I've described in March continued. In Retail and Business Banking, loans and advances growth in the period, that's to March year-on-year, was just above mid-single digits, driven by growth in personal loans and vehicle finance. During April 2020, retail lending growth slowed significantly as demand for home loans and vehicle finance stalled and card balances reduced, effective -- affected by the lockdown and consequential restrictions. Overdrafts, however, increased as we supported our SME and business banking clients. Deposits in the period continued to grow ahead of loans and advances. And in this environment, bank funding profiles shortened across the industry as term maturity deposits rolled down with depositors having a lower propensity to term out new deposits into future maturity dates as effectively, our customers want to keep their cash deposits in the short-term bucket to manage their own financial affairs. Towards the end of April, we saw depositors' appetite for tenure improve again as market confidence returned, resulting in a lengthening again of bank funding profiles. Net interest income for the period increased by mid-single digits when compared to the first quarter of 2019, underpinned by the strong advances growth I spoke about earlier. The group's net interest margin or NIM, decreased from the 2019 level of 3.52%, primarily as a result of the endowment impact as a consequence of the lower interest rates that I spoke about earlier. This negative impact of lower interest rates and endowment on net interest margin continued into April 2020. Impairments increased, and the group's credit loss ratio for the period was in the top half of the through-the-cycle target range of 60 to 100 basis points. In April, impairments rose more steeply, driven primarily by the negative impact of the forward-looking IFRS 9 macro factor models on portfolio impairment builds based on our current best estimates of the deteriorating macroeconomic outlook. We will continue to review and refine these macro factor models over time and as a consequence, the related portfolio impairment estimates. Stage 3 impairments also increased across the group. SARB Directive 3 of 2020 applies to the restructuring of loans that were in good standing on the 29th of February to enable these clients to better manage cash flows through the lockdown. As at the end of April 2020, we had proactively approved and concluded restructures for eligible clients amounting to approximately ZAR 81 billion, ZAR 34 billion in CIB, ZAR 42 billion in RBB and just under ZAR 5 billion in Nedbank Wealth. To date, Nedbank has proactively assisted more than 225,000 clients, and that's out of a total active base of credit clients of around 2.5 million with debt release -- relief across our product range, including home loans, vehicle and asset finance, personal loans, loans to SMEs and credit cards. And this is an incredibly important part of what the bank is focused on at this time in the pandemic. Noninterest revenue growth in the period was in low single digits as flat fee and commission growth was offset by solid trading income growth across all traded asset classes as well as fair value increases in the center of the bank due to the large, unexpected interest rate cuts. From the end of March and into April, client transactional activities slowed materially as the lockdown commenced, and this was particularly evident in lower consumer activity and spend across those sectors most impacted by the lockdown such as tourism, travel, hospitality and transport. Generally, these lower levels of spending and related cash and other transactions negatively impacted the growth in NIR. However, trading income in April grew strongly, benefiting from increased market volatility. Expenses across the group continue to be well managed in response to the more challenging environment. The group's ongoing digital transformation has proven beneficial during the lockdown, and we continue to invest in our Managed Evolution technology program. The group's cost-to-income ratio, excluding associate income, improved period-on-period as expenses grew more slowly than revenues; and the jaws ratio, which is revenue growth, less expense growth, excluding associate income, was positive in the period as well as year-to-date to the end of April, both including and excluding associate income. An associate loss of ZAR 108 million relating to the group's 21% shareholding in ETI for the period ended 31st March 2020 was recognized. This includes accounting for ETI's fourth quarter 2019 associate income, i.e., our quarter in arrears approach, as well as Nedbank's share of the $79.5 million restatement of ETI's 2018 income statement for interest accruals on oil market exposures that were reversed by ETI in terms of the Central Bank of Nigeria regulations, as disclosed by ETI in their 2019 results announcement on the 24th of March as a prior year adjustment. The impact of the restatement was a ZAR 236 million reduction in Nedbank's associates income in Q1. Excluding this restatement, Q1 associate income relating to ETI was ZAR 128 million. Following regulatory approvals, the sale of Nedbank Malawi and the transaction to increase our shareholding in Banco Unico were both completed in the first quarter as planned. Turning now to the trading statement we released this morning. Shareholders are advised that headline earnings per share and earnings per share, that's HEPS and EPS, for the 6-month period ending the 30th of June are expected, in the current environment, to be more than 20% lower than the reported HEPS and EPS for the comparable period in 2019. A further trading statement will be issued in order to provide specific guidance once there is reasonable certainty regarding the extent of the decline and the relevant HEPS and EPS ranges. Nedbank Group's results for the 6 months to the 30th of June 2020 are currently expected to be released on the JSE SENS during the month of August. The specific date is still being finalized and will be communicated to shareholders in due course. The impacts of the COVID-19 pandemic and lower oil prices on economies are material and as we all know, are still evolving. As a result, the impact on the banking industry and Nedbank's results in 2020 remains uncertain. We will update investors on our revised 2020 financial guidance as well as medium- to long-term prospects once we have more clarity. While these are indeed very challenging times, Nedbank is well prepared to respond and manage to the risks that are emerging. We have a strong and experienced management team in place to navigate our way through these times and emerge stronger and more competitive on the other side. The group continues to be profitable, and capital and liquidity metrics remain strong and in full compliance with all prudential regulatory requirements. At the 31st of March, we reported a CET1 capital adequacy ratio with fully phased-in IFRS 9 of 10.9%, and that's after accruing for the full 2019 final dividend. The liquidity coverage ratio was 110%, which is ahead of our Q1 2019, 108%. And the net stable funding ratio was also 110%, ahead of the Q1 2019 106% data point for this metric. Finally, a word of appreciation. Our people are at the heart of what we do and the value we deliver. A really big thank you to all Nedbankers for the incredible work that you do, particularly in the challenging times that we are facing and for bringing our purpose to life. We also thank our nearly 8 million retail and wholesale clients for choosing to bank with Nedbank, and we appreciate the support of our shareholders as well as other stakeholders who continue to work with us to create a better South Africa and an African continent for all its people, in particular, in these difficult times for everybody. I would also like to take this opportunity to thank the Chairman, the Board and my executive team for their continued guidance and support. A special word of appreciation to Brian Kennedy, who retired at the end of March and was instrumental in building Nedbank CIB into one of the strongest commercial, corporate and investment banks in the country. Congratulations to Anél Bosman on her appointment as Managing Executive of CIB. Particularly pleased that we had an internal appointment in that role, as well as Terence Sibiya on his appointment to Group ExCo. I'm also grateful to Brian Kennedy for agreeing to remain as a special adviser to CIB for the next 6 months in the context of the current environment that we face. Thank you, and I'll now hand back to the Chairman.

Vassi Naidoo

executive
#5

Thank you, Mike. I think you were right to call me out for not wearing a green tie, but I think my hair, or what's left of it, is as long as yours. Thank you. I now consider the annual financial statements and required reports duly presented, and we'll deal with any questions. We will now take the questions submitted from the Chorus Call teleconference. Judith, are there any questions from Chorus Call?

Operator

operator
#6

Chairman, there don't appear to be any questions.

Vassi Naidoo

executive
#7

Thank you, Jackie. We will now take questions from the webcast. Are there any questions from the webcast?

Operator

operator
#8

Chairman, I will read some of the questions that we have received from the webcast. The first one is from a shareholder, [ Mr. Zal Marie ]. I'll read as follows. "Good morning, Mr. Chairman. It is with sadness that I read on Page 25 of the remuneration report that Mr. Errol Kruger's fees has increased by 20%. This is notwithstanding the fact that the profit before tax has been steadily declining since 2017, and shareholder wealth has substantially been eroded over the last 17 months with it currently trading at a shocking low price of about ZAR 90. In light of the aforementioned and as a result of the current corona pandemic, that all executive and nonexecutive directors take a pattern remuneration of at least 25% and also repay at least 25% of their remuneration for years ending 31 December 2018 and 2019."

Vassi Naidoo

executive
#9

Okay. So I'm going to -- is that all part of that question, Jackie?

Operator

operator
#10

That is all part of the first question, Chair.

Vassi Naidoo

executive
#11

Okay. I mean with the remuneration, we will discuss this as we get to the remuneration piece. But as far as 2019's remuneration is concerned, these were all approved and agreed by the Rem Committee. And the directors are obviously conflicted on this matter, and this was largely driven by Mike. So Mike, I don't know if you want to add any comment to this or we can pick it up later in the director's remuneration section.

Hubert Brody

executive
#12

Chairman, Hubert Brody here. I'm also happy to answer the nonexecutive director portion of this question, either now or later when we get to the section.

Vassi Naidoo

executive
#13

Okay, Hubert.

Hubert Brody

executive
#14

Would you like me to go ahead?

Vassi Naidoo

executive
#15

Okay. Hubert, go ahead, and then we'll hand it over to Mike.

Hubert Brody

executive
#16

Thank you, Chairman. Yes, and good morning, Chairman. The question has only been received on slightly short notice, so I'm not able to provide a detailed analysis of Mr. Kruger's fees and specific changes in his committee memberships or chairmanships that all play a role. Notably, Errol also chairs the group's private wealth operations. Which -- and the fees for those are denominated in sterling and for which the fee is GBP 42,000 a year and which did require adjustment last year. However, you can be assured that each component of any director's fee is carefully benchmarked and considered. and Mr. Kruger is a very active and important appreciated member of our Board, bringing significant banking and regulatory expertise, which is essential to us. Mike and then also [indiscernible] that as far as specifically nonexecutive fees is concerned when he comments because that is obviously furthermore a conflict for the nonexecutives and is driven, as you mentioned, by himself. But then, more broadly, Chairman, as far as the executive remuneration is concerned and the second part of the question, it's firstly critical to acknowledge that now, more than ever, one needs all the best skills available. And this is no time to destabilize the executive skill available to any organization, and very much so also Nedbank. As far as last year's performance of the group is concerned, we agree that the results were under our targets, and therefore, our STI pool for 2019 did decrease by 24.5%. And that of -- many of the Executive Committee members, by a percentage in excess of that, reflective of the performance. For example, Mike's STI was 28.1% down and Mfundo's is 29.7%; Brian, 39.1%. All of these numbers detailed on Page 17, 18 and 19 of the remuneration report. However, it is important to acknowledge that notwithstanding this, the group continued to generate healthy economic value and at a value of approximately ZAR 1.4 billion for the particular year. It is also noticeable that the single figure remuneration of all executives, which I specifically disclosed in our annual report and in the Rem report, all decreased by more than 30% for the 2019 year. So in fact, more than 25% -- more than the 25%, which was mentioned in the question. Further, as far as this year is concerned, executives, including cluster ExCo executives and the Board, has not been awarded an increase for 2020, whilst bargaining unit staff increases had been agreed at a 6.3% level. Also, for 2020, it is noteworthy that Mike has voluntarily donated 33% of the salary for 3 months to the Solidarity Fund. And furthermore, and in closing, I can assure you, Mr. Chairman and to shareholders, that the Rem Co will be highly vigilant during 2020 and ensure that pay outcomes are appropriate, in step with the circumstances and also in step with the relative performance of the group, but also taking cognizance of the important factor of retention of key resources in a most challenging time. Thank you, Mr. Chairman. Back to you.

Vassi Naidoo

executive
#17

Thank you for that comprehensive response, Hubert. I'd just like Mike to briefly talk about the nonexecutive salaries, directors' fees and the process he adopted.

Michael Brown

executive
#18

Thanks, Mr. Chairman. So I'd like to just deal with this in 2 points. Firstly, the process that we go through every year is an extensive benchmarking exercise of nonexecutive director remuneration relative to the obvious peer group in South Africa. And the outcome of that remains -- that Nedbank remains at the bottom end of that peer group. So there's always the challenge between trying to ensure that our remuneration is both appropriate in the current environment but also does not fall behind what is a market-related benchmark for these roles. And in respect to Mr. Kruger's remuneration, perhaps just a reminder that his remuneration, as disclosed here, would be exactly in terms of the remuneration that would have been voted on at this AGM last year. So any increment in his remuneration is purely as a consequence of changes in roles in committees, each of those roles was individually approved last year as well as the depreciation in the rand, given that he chairs our offshore subsidiaries and is paid in pounds.

Vassi Naidoo

executive
#19

Okay. Thank you very much, Mike. So Jackie, can we take the next question, if there is one?

Operator

operator
#20

Chair. The next question is also from [ Mr. Zalt Marie ]. "Mr. Chairman, this question is to Stanley Subramoney. On 4 March 2019, it is stated on Page 24 of the 2018 summary financial statements, various key focus areas for 2019, one being the following: Continued role as a joint oversight committee, along with the Group Remuneration Committee on the unwinding of the post-retirement medical aid. Sadly, not a single word is mentioned in the 2019 report about the very important matter on which the staff of Nedbank has never been consulted on. Please advise the nonclearing of both your Committee and Rem Co, seeing that one of Nedbank's core values is caring."

Vassi Naidoo

executive
#21

Okay. Thank you, Jackie. Stanley, I will default a question to you but also to Raisibe, who has had executive responsibility for this area of the PRMA. Stanley?

Stanley Subramoney

executive
#22

Thank you, Chair, and good morning, all. Yes, the PRMA was quite a big focus in terms of the oversight role that we, as the Group Audit Committee, play in terms of executing our mandate. So what we did, colleagues, is that we spent a lot of time, firstly, with the executive management in terms of determining how do we derisk the balance sheet. So what is key for us when we started with this journey is, how do we derisk the balance sheet? And then we started the discussions with our advisers. So what I would now do is I'll defer to the CFO, Raisibe, who will take you through some of the details into how we executed this derisking of the balance sheet. Thank you, Chairman.

Raisibe Morathi

executive
#23

Thank you, Chairman, and good morning, [ Zalt ]. So indeed, the PRMA journey goes all the way back to 2017 when we considered the burden of the liability on the balance sheet. But at the same time, where our own staff members, in terms of the employee value proposition engagements, where our staff members who do not have any intention of utilizing the benefits, because the benefits only comes when people retire, that they did not feel that it is something that they particularly prefer. So that governance process was set up such that we had both the Remuneration Committee and the Audit Committee playing an oversight on PRMA. The period of consultation also covered a whole lot of different stakeholders. That includes the trustees of the medical scheme, the trustees of the DB and the Super Fund and also the Financial Services Board. So a whole, broad lineup of stakeholders, obviously, inclusive of our own internal governance processes. So we have engaged also the staff members as well as all the people who are impacted by this through the roadshows, where we had a consultative process, and the roadshows covered all the regions in our -- where our business operates in South Africa. And that process then led to the conclusion of PRMA on the 1st of June 2018. So that said, the mention of that in the integrated report of 2018 would have been more pronounced because that is the year that we launched the entire scheme and basically the wind-down. And in 2019, there are still some mention of that, but maybe not as pronounced as maybe Mr. [ Marie ] may not have been able to pick up. So for a large part of the 20,000 staff members who are impacted by PRMA, this matter has closed. And where there are specific circumstances of staff members who had continued to raise specific queries, we have continued to engage with respect to their special circumstances. Thank you, Chair.

Vassi Naidoo

executive
#24

Thank you, Stanley and Raisibe. And if I could just endorse that the way we conducted ourselves on this matter was true to the values of Nedbank. And we will continue to engage with people, as Raisibe has articulated. Jackie, is that all the questions? Or have we got more?

Operator

operator
#25

Chair, we have 2 more questions from the webcast. The last question from [ Zalt Marie ]. "Morning, Mr. Chairman. In February of this year, client interest rates on their credit cards were increased by more than 10% with no notification or warning sent to clients, how widespread is -- or was this? And is this being reported as a post balance sheet event? As of yesterday, these errors have still not been corrected."

Vassi Naidoo

executive
#26

Okay. Thank you for that question. Certainly, Mike, I think we should default that to you in terms of the credit card interest rate increases and [ Zalt Marie's ] concern.

Michael Brown

executive
#27

Yes. Thank you, [ Zalt ]. So just our initial feedback on that is that it probably is something we need to deal directly with you in respect of what may have happened on your personal account because we don't believe that this is across the card business. And we will do that.

Vassi Naidoo

executive
#28

Okay. Thank you. And I will encourage [ Zalt ] to get a hold of our people and resolve it. The fourth question, Jackie?

Operator

operator
#29

The final question from the webcast, Mr. Chairman, is from shareholder, [ Johannes Neiman ]. The question is, "How does the Nedbank Board plan to respond to a decline in commercial office and retail property demand in the medium to long term, given the large mortgage book exposure Nedbank has in this property sector? Secondly, what is the initial impact on the loan book from bad loan provisions? And thirdly, is Nedbank accelerating its digital capabilities to cater for customers?"

Vassi Naidoo

executive
#30

Okay. Thank you, [ Mr. Simon ], for that question. I thought that Mike had adequately covered most of these points in the COVID roadshows that were conducted in March. But Mike, I'd like to hand it over to you to deal with these 3 specific issues, if we haven't done so already.

Michael Brown

executive
#31

Okay. Thank you. So I do think we dealt with the first one in our March -- or sorry, in our April roadshow, but I will deal with that again. So Nedbank's total exposure to property lending is very similar to the peers on our balance sheet. However, if you decompose that, we have higher exposure to commercial lending and lower exposure to residential mortgage lending than our peers. Our commercial lending portfolio is a high-quality portfolio. It is a portfolio that, at the end of December, had an average loan-to-value ratio on it of 48%. So knowing that it is still going to be a very difficult environment for our clients and customers over the short to medium-term, we do think that we have sufficient equity in those loans to be able to help our customers and enable them to manage their cash flow shortfalls. Clearly, our lending in that environment is underpinned by the leases that provide the cash flow to repay our loans. So over time, if there is a reduction in commercial industrial space, we would hope to be able to manage down our exposure as those leases mature. So hopefully, that deals with item one. On the bad debts, I think we dealt with that in our trading statement saying that to -- up to the end of March, the credit loss ratio was at the top -- upper half of our through-the-cycle target range, so that's the upper half of 60 to 100. And we did increase that in April as we put through a provisional portfolio impairment on our macro factor models. And certainly, we will continue to increase our digital activities as a consequence of the investments that we've made in the Managed Evolution.

Vassi Naidoo

executive
#32

Okay. Thank you, Mike. So I think we've got to the end of the questions.

Vassi Naidoo

executive
#33

I will now ask shareholders to deal with the proposed resolutions. And let me remind you that you may submit your votes on all the resolutions at any time during the meeting. After proposing all resolutions, the voting platform will remain open for a short period to allow you to complete your votes. We now move to the directors' appointment resolutions. The CV of all directors being put to shareholders for election or reelection are included in the notice of the AGM. The first resolution, ordinary resolution, number one, dealing with the election of a director of the company appointed during the year. You are asked to consider the appointment of Professor Tshilidzi Marwala, who was appointed as a Director on the 27th of May 2019. This director was appointment is supported by the Board, retires in terms of the company's MOI and being eligible, makes himself available for election. I, therefore, propose that Professor Tshilidzi Marwala be elected a director of the company. Please complete your ballot paper or indicate your vote online. [Voting]

Vassi Naidoo

executive
#34

Moving to resolutions -- resolution number 2.1 to 2.5, an ordinary resolution dealing with the reelection of directors retiring by rotation. You are asked to consider the reelection of those directors retiring by rotation in terms of the MOI. The Board supports the reappointment of the directors who are retiring by rotation. The retiring directors, being eligible, and will make themselves available for reelection are Hubert Brody, Errol Kruger, Linda Makalima, Mpho Makwana and Mantsika Matooane. We shall be dealing with each of the reelection -- we shall be dealing with the reelection of each of the retiring directors individually. Resolution number 2.1. I propose that Mr. Hubert Brody be reelected a Director of the company. Resolution 2.2. I propose that Mr. Errol Kruger be reelected a director of the company. Proposal number 2.3. I propose that Ms. Linda Makalima be reelected a director of the company. 2.4. I propose that Mr. Mpho Makwana be reelected a director of the company. 2.5. I propose that Dr. Mantsika Matooane be reelected a Director of the company. Please complete your ballot paper and indicate your vote online for each resolution. [Voting]

Vassi Naidoo

executive
#35

Moving on to ordinary resolution number 3.1 and 3.2, dealing with the reappointment of independent external auditors. You are asked to consider the reappointment of the external auditors, Deloitte & Touche, with Mr. Lito Nunes as dedicated registered audit partner; and Ernst & Young, Inc. with Mr. Farouk Mohideen as the designated registered audit partner for the ensuing year, as per the requirements of Section 90 of the Companies Act and the relevant provisions of the Bank Act. The reappointments have been recommended by the Group Audit Committee, and the endorsement of the Nedbank Group, taking account that large banks are currently required to be audited by 2 sets of auditors. We shall be dealing with the reappointment of each of the external auditors individually. 3.1. I propose that Deloitte & Touche be and is hereby reappointed as external auditor, to hold office from the conclusion of the 53rd Annual General Meeting until the conclusion of the next Annual General Meeting of Nedbank Group. 3.2. I propose that Ernst & Young, Inc. be and is hereby appointed as external auditor, to hold office from the conclusion of the 53rd Annual General Meeting until the conclusion of the next Annual General Meeting of Nedbank Group. Please complete your ballot paper and indicate your vote for each resolution. [Voting]

Vassi Naidoo

executive
#36

Moving on to ordinary resolution #4, dealing with the appointments of the Nedbank Group Audit Committee members. Section 94 of the Companies Act requires that, amongst other things, that at each AGM, a public company and -- of a public company, the shareholders appoint an Audit Committee comprising at least 3 members who are independent nonexecutive directors of the company. Section 94 of the Companies Act, however, states that this does not apply to the appointment of audit company -- Audit Committee -- to -- doesn't -- sorry, does not apply to the appointment of an Audit Committee to a company that is subject to Section 64 of the Banks Act. Nedbank Group, as a registered bank controlling company of Nedbank Limited, is subject to Section 64 of the Banks Act, which requires the Board of Directors, as opposed to the shareholders of the company, to appoint 3 of its members to serve on the Audit Committee. In accordance with the current Companies Acts, the Board of Nedbank has appointed the members of the Group Audit Committee and has not previously and has not previously included this as a resolution at this AGM. Nedbank has received requests from stakeholders that notwithstanding the provisions of the Bank Act, as set out above, shareholders should be given the opportunity to vote on the appointment of the members of the Audit Committee as a matter of good governance. Audit committees of other public entities outside the banking sector are appointed by the shareholders annually. The Board believes it is good governance to do so and therefore elects to propose the appointments of the Group Audit Committee members annually. The Board has reviewed the composition of the Group Audit Committee against the requirements of the Companies Act and the Banks Act and has confirmed that the committees complies with the relevant regulatory requirements, and that the members have the necessary knowledge, skill and experience to enable the committee to perform its duties in terms of these requirements. The Board, therefore, recommends the election of the Group Audit Committee members. We shall be dealing with the election of each of the members individually, as I've articulated earlier. Resolution number 4.1. I propose that Stanley Subramoney be elected a member of the Group Audit Committee. Resolution number 4.2. I propose that Mr. Hubert Brody be elected a member of the Group Audit Committee. 4.3. I propose that Ms. Neo Dongwana be elected a member of the Group Audit Committee. 4.4. I propose that Mr. Errol Kruger be elected a member of the Group Audit Committee. Please complete your ballot papers or indicate your vote online for each one of these resolutions. [Voting]

Vassi Naidoo

executive
#37

Moving on to ordinary resolution #5, which deals with the placing of the authorized, but unissued ordinary shares under the control of the directors. This authority granted to the directors at the last AGM expires at this meeting. It is the director's opinion -- in the director's opinion, it is desirable that the unissued ordinary shares should remain under the control of the directors. This authority is limited to 12,426,338 shares, being 2.5% of the number of ordinary shares in issue as of the end of January -- as of January -- 1 January 2020. It is further limited to existing contractual obligations and issuance under the Nedbank 2005 share option, max share scheme and restricted share schemes. The authority granted in terms of this ordinary resolution will remain valid until the next Annual General Meeting of the company to be held in 2021, at which meeting a similar resolution will be put forward to shareholders for approval. Accordingly, I propose that the authority is granted to the directors to issue ordinary shares in the share capital of Nedbank Group on such terms and conditions and at such times as they deem fit, subject to the provisions of this resolution, the Companies Act, the Banks Act and the listing requirements of the Johannesburg Stock Exchange. I put the resolution to the meeting. Please complete your ballots or indicate your vote online. [Voting]

Vassi Naidoo

executive
#38

Moving on to resolution number 6.1 and 6.2, dealing with the adoption and publicly disclosing an energy policy and reporting on the company's approach to measuring, disclosing and assessing its exposure to climate-related risks. Nedbank proposes -- Nedbank's purpose is to use its financial expertise to do good for individuals, families, businesses and society. We understand that our long-term sustainability is contingent on the success of societies in which we do business. It is therefore vital for us to understand our role as a purpose-led organization in the economy, and our society can prosper as a result of our activities. As part of our journey as a purpose-led business, we are committed to playing a leading role in addressing climate change in ways that are sensitive to the local socioeconomic context and climate vulnerabilities. Banks play a critical role in driving sustainable socioeconomic development for the benefit of all stakeholders by providing capital where it's needed most. Banks' financing choices can serve to enable the necessary transition to a low-carbon economy and contribute to building climate resilience through the financing of adaptive measures. Given this, Nedbank commits to appropriately aligning its strategy, policies and mandates with the objectives of the Paris Agreement. As such, the bank has adopted a policy of informing -- a policy to inform the financing of activities related to thermal coal that will be publicly available on the 22nd of April 2020, which policy includes Nedbank's existing undertaking not to provide financing to any new coal-fired power station, regardless of the technology or country. Nedbank will continue to engage with clients, shareholders, governments, relevant nongovernment organization, thought leaders -- and thought leaders to ensure that we continue to play an important role in leading the energy transition through innovative solutions and appropriate financial choices. I put the resolutions to you at this meeting. Each resolution will be dealt with separately. 6.1. To adopt and publicly disclose an energy policy. And 6.2, to adopt -- sorry, to report on the company's approach to measuring, disclosing and assisting its exposure to climate-related risks. Please complete your ballot paper or indicate your vote online for each resolution. [Voting]

Vassi Naidoo

executive
#39

We now move to the advisory endorsements dealt with in 7.1 and 7.2, on a nonbinding basis, of the Nedbank Group's remuneration policy and the remuneration implementation report. In accordance with the principles of King IV, shareholders are required to endorse Nedbank's Group's remuneration policy and the implementation thereof. Kindly note that the votes on these advisory endorsements are nonbinding. However, the Board will take cognizance of the outcome of the votes when considering its remuneration policy and the implementation thereof in future and will seek to engage further with shareholders in the event that either resolution has been voted against by 25% or more on the voting rights exercised by the shareholders. I now put the advisory endorsements through the meeting. We shall be dealing with each of these advisory endorsements individually. 7.1. To endorse, through a nonbinding advisory vote, the company's remuneration policy, excluding the remuneration of nonexecutive directors for the services as the direct -- as directors and members of the Board Committees, as set out in the remuneration report contained in the summarized consolidated annual financial statements. 7.2. To endorse, through a nonbinding advisory vote, the company's remuneration implementation policy, as set out in the remuneration report contained in the summary consolidated annual financial statements. Please complete your ballot paper or indicate your vote online for each resolution. [Voting]

Vassi Naidoo

executive
#40

Moving now to special resolution number 1.1 to 1.11, dealing with the approval of the remuneration of nonexecutive directors. In accordance with the Companies Act, shareholders are required to approve the fees paid to directors in respect of their services as directors. I confirm that only nonexecutive directors receive such fees. Given the recent dramatic changes in the macroeconomic environment and the impact of COVID-19 pandemic, the Board of Directors has unanimously approved -- agreed to a 0% increase in nonexecutive directors' fees for the period 1 July 2020 to 30th June 2021. We shall be dealing with the approvals with the various fees payable with effect from 1 July 2020, individually, and note that the fees payable to the Chairman of the respective Board committees are 2.5x the fees paid to members. As I am personally conflicted with regards to special resolution 1.1, being the remuneration of the Chairman, I hand over to our Lead Independent Director, Mpho Makwana, to put this resolution to the shareholders. Mpho?

Paul Makwana

executive
#41

Thank you, Vassi. I propose that the remuneration of the Chairman, as set out in the notice, be approved. And as you do so, now I hand the meeting back to the Chairman of the Board.

Vassi Naidoo

executive
#42

Thank you, Mpho. Resolution number 1.2. I propose the premium payable to the lead independent director, as set out in the notice, be approved. 1.3. I propose that the remuneration of the Nedbank Group of Board members, as set out in the notice, be approved. 1.4. I propose that the remuneration of the Nedbank Group Audit Committee members, as set out in the notice, be approved. [Technical Difficulty] That looks like it's been fixed. 1.5. I propose... [Technical Difficulty] Should I try again? I propose that the remuneration of the Nedbank Group Credit Committee members, as set out in the notice, be approved. 1.6... [Technical Difficulty] Mpho, do you want to try...

Paul Makwana

executive
#43

I think it's got to do with the landline because the 011 screen is flashing. Shall we try?

Operator

operator
#44

Mpho, would you be able to chair for the rest of the meeting whilst we sort out the technology? Mpho, would you take over the chair of the meeting whilst we sort out the technology?

Paul Makwana

executive
#45

I'll proceed on behalf of the Chairman then. For 1.6, I propose the remuneration of the Nedbank Group Directors Affairs Committee members, as set out in the notice, be approved. 1.7. I propose that the remuneration of the Nedbank Group Information Technology Committee members, as set out in the notice, be approved. 1.8. I propose the remuneration of the Nedbank Group related Party Transaction Committee members, as set out in the notice, be approved. In terms of 1.9, I propose that the remuneration of the Nedbank Group Remuneration Committee members, as out in the notice, be approved. In terms of 1.10, I propose that the remuneration of the Nedbank Group Risk and Capital Management Committee members, as set out in the notice, be approved. In terms of 1.11, I propose of the remuneration of the Nedbank Group Transformation, Social and Ethics Committee members, as set out in the notice, be approved. Please complete your ballot papers or indicate your vote online for each resolution. [Voting]

Paul Makwana

executive
#46

If we then proceed to special resolution 2, which is the general authority to repurchase ordinary shares. In terms of to Companies Act, the JSE listing requirements and the MOI, the shareholders may authorize the directors, by way of a general authority, to acquire shares in the capital of the company, subject to certain limitations. This resolution is a renewal of an existing authority, which was granted at the last Annual General Meeting held in May 2019. I now propose that the general authority to repurchase ordinary shares be granted, and I put the resolution to the meeting. Please, could you complete your ballot papers or indicate your vote online? [Voting]

Paul Makwana

executive
#47

If we then proceed to special resolution 3, which is the general authority to issue authorized, but unissued ordinary shares for cash. The Board of Directors may be required to issue ordinary shares for cash from time to time as part of the company's normal fundraising exercises to support strategic capital requirements. In terms of clause 9.3 of the Memorandum of Incorporation and Paragraph 5.52 of the JSE listings requirements, the directors may issue ordinary shares for cash if shareholders approve such issue at the general meeting of the company by giving a renewable mandate. The mandate will be valid until the earlier of the company's next AGM for 15 months from the date on which the general issue for cash resolution was passed. Subject to the requirements of the JSE and to any other restrictions set out in the authority for a general issue for cash. Should the opportunity arise and should the directors deem it to be advantageous for the company to issue additional shares for cash, it is considered appropriate that directors be authorized to issue up to 2.5% of the company's ordinary shares for cash which falls within the amount permissible under a general authority in terms of the JSE listing requirements. The proposed authority would enable the company to issue up to 12.154383 ordinary shares. I now propose that the general authority to issue authorized but unissued ordinary shares for cash be granted, and I put the resolution to the meeting. Please, could you complete your ballot papers or indicate your vote online for each of the resolutions? [Voting]

Paul Makwana

executive
#48

If we then proceed to special resolution number 4, which is general authority to provide financial assistance to related and interrelated companies. The Companies Act requires the approval by shareholders for the provision of financial assistance in certain circumstances. Both Sections 44 and 45 of the Companies Act provide, among others, that such financial assistance may only be provided pursuant to a special resolution passed by shareholders within the previous 2 years. Furthermore, the provision of any such financial assistance is subject to the solvency and liquidity test, as referred to in the Companies Act. I now propose that authority be granted for the company to provide financial assistance to related and interrelated companies, as contemplated in the Companies Act. I put the resolution before the meeting. [Voting]

Paul Makwana

executive
#49

All proposed resolutions have now been put to shareholders. The voting platform will remain open until -- for a further 3 minutes for you to complete your votes. Thereafter, all votes are closed, and the scrutineers will record the votes and provide the results. While we wait for the scrutineers to finalize the voting results, in my capacity as Chairman of the Group Transformation, Social and Ethics Committee, I have arranged for a short video which showcases some of Nedbank's activities for shareholders' information. In recent executive and governance roadshows, our Chief Executive, Mike Brown reminded us that our purpose as financial experts -- reminded of our purpose as financial experts will do good. And as you heard the Chair earlier indicating that we do good for all our customers, for families and for society as a whole. This purpose guides our strategy, behaviors and actions towards delivery of long-term value. We are aware that operating a successful and sustainable business requires a thriving economy, a well-functioning society and a healthy environment. We also know that we have a responsibility and an opportunity to contribute to these. As such, our response cannot be a secondary aspect of our business. It must be central to it with a commitment to sustainable development as the only reasonable response. And therefore, this confirms that we do everything we do in this area, not as an additional or on top of, but as integral to our business. We believe that this approach is not only desirable but also achievable. For Nedbank, this is the future that we want, and we're committed to doing our fair share to realize it. We've prepared this video and hope you will enjoy watching it, so that demonstrates what we've been focusing on in the recent past financial year. And I now request that the video be played. [Presentation]

Paul Makwana

executive
#50

Thank you, Jackie. We hope our shareholders found that audio-visual useful. As the scrutineers have now gone through the voting, the confirmation is that most of the resolutions have been passed by the requisite majority, save for Special Resolution 3. We, therefore -- those -- all those resolutions that have passed declare them duly passed, and we will be ensuring that the detailed voting results are published on SENS later on today. The detailed voting results, as indicated, will be published on SENS later today, and this then brings the business of the AGM to an end. And there being no other matters to deal with, we now pronounce the AGM to be concluded. Thank you very much.

Vassi Naidoo

executive
#51

Thank you, Mpho, for -- thank you for helping me out.

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