Shoprite Holdings Ltd (SHP) Earnings Call Transcript & Summary

Good morning, ladies and gentlemen, and welcome to the Annual General Meeting of Shareholders of Shoprite Holdings Limited. A very warm welcome to all our shareholders who are attending via the digital platform, and thank you to those who couldn't participate to cast proxy votes on the matters we will consider today. Kindly note that the proceedings of this meeting are being recorded and broadcast via live web cast. With me in attendance are our Lead Independent Director and Chairman of the Social and Ethics Committee, Dr. Anna Mokgokong; Director and Chairman of the Remuneration Committee, Joseph Rock; Director and Chairman of the Audit and Risk Committee, Linda de Beer; Chief Executive, Pieter Engelbrecht; Financial Director, Anton de Bruyn, and our Company Secretary, Pieter Du Preez. Our other directors have also joined us via the web cast. Thank you also to our external auditors, [ PwC ], who are in attendance and represented by the designated partner, [Technical Difficulty]. Before I provide my opening address, may I request that should any shareholder have questions around the AGM notice, the 2022 integrated report, the 2022 annual financial statements or any other matter tabled at this meeting, please send your messages now via the shareholder platform by selecting the Q [Technical Difficulty] icon, typing your message in the chat box at the bottom of the screen and pressing send. Shareholders have an invitation code that enables them to post their questions. I shall either respond or direct the questions to the appropriate person. We will try and group the questions of holding to themes. All questions will be visible, but may be answered as a collective where they're similar. Members of the media will be attending the AGM by a live web cast. They will be attending in a guest capacity as opposed to a shareholder capacity and will, therefore, not be able to post questions during the course of the AGM. Their questions can be directed to the Shoprite Group Media Relations team who will facilitate responses to these questions following the conclusion of the formal proceedings. Turning to our trading environment and performance. In accordance with previous years, at this time in our reporting calendar, Shoprite has released a [ SENS ] announcement outlining sales growth for the first quarter of our new 2023 financial year. The group has reported growth in sales for the period of 18.6%, a notable achievement, if one considers the challenging economic context and noting that true to the group's low price promise, selling price inflation for the period, was limited to 8.6%. The operational update itself is comprehensive outlining sales growth for the group's 4 operating segments. It updates shareholders as to other pertinent issues we have experienced over the quarter as well. And this year, it references the impact of the operating environment and has consequences for cost growth. This is especially prevalent in the areas of increased diesel costs due to the cost of operating [Technical Difficulty] across our supply chain and stores during significant load share, reaching up to Stage 6 at times. And of course, the impact of higher fuel costs that similarly impact all areas of operation. Despite these cost pressures, the group has remained [ vigilant ] in its execution and delivery on lowest prices and best value possible. Shoprite's success in this endeavor is reflected in continued market share gains for the period. As part of this first quarter update today, we have reported on the group's core South African supermarket segment growth in sales of 19.6%. Adjusting for the liquor lock down regulations that [indiscernible] closures last year, sales increased by 16.6%. On both counts, this group is -- this growth is commendable. And as a Board, we appreciate that in a low-growth economy, reporting growth of this nature is a result of excellent leadership, ongoing teamwork and execution on a clear, consistent strategy centered around a clearly defined defensive core business. The group updated its purpose this year to reflect its broadening scope beyond that of just meeting the needs of its considerable and diverse customer base. Outside of its customer focus, Shoprite as a group is increasingly clear on the important role it plays in terms of supporting job creation, supplier development, diversity, employee retention, and advancing its ambitions in terms of social and environmental impact. Shoprite's commitment to being a sustainable and responsible retailer applies not only to our own operations but to the communities and environments in which we operate as well. Our approach is premised on the 3 United Nations sustainability goals where we believe we can make the most effect, being SDG-2 to end hunger, achieve food security, improve nutrition and promote sustainable agriculture. SDG-8 to promote sustained inclusive and sustainable economic growth, full and productive employment and decent work for all, and SDG-12 to ensure sustainable consumption and production patterns. As the biggest retailer on the continent, food security and hunger relief remains central to our efforts. And as a result, much of our social impact work is centered around the communities we serve. We delivered on this in the last year through the support of 177 community food guidance and 107 early childhood development centers. Our surplus food donations amounted to ZAR147 million, and our fleet of 26 mobile suit kitchens in South Africa, served over 5 million hot meals during the year. [Technical Difficulty] -- as a group, we remain committed to reducing emissions in order to navigate the impact of climate change and environmental degradation. In this regard, this year, we reduced our Scope 1 and 2 carbon emissions intensity by 3.3% and added 30 photovoltaic sites to increase our installed solar capacity by 82%. We have set an ambitious greenhouse gas emissions target of net 0 by 2050, with an initial 2030 target to reduce our Scope 1 and 2 greenhouse gas emissions by 50%. Furthermore, we've committed to reduce our absolute Scope 3 greenhouse gas emissions from use of products sold by 25%. As part of this process, we are pleased to report that our targets were recently validated by the science-based targets initiative. It was a watershed year for the group on the supply development and employee recognition front with the launch of Shoprite Next Capital and Shoprite Employee Trust. Shoprite Next Capital has formalized the support and development of SMMEs into a special purpose vehicle to provide SMME trade assistance and the necessary support to encourage growth. This will take place through compliance, guidance, working capital assistance and training. Our 8.9 billion Evergreen broad-based employee share [ EBShoprite ], employee trust launched in May this year, has to date paid our qualifying South African employees and via a different mechanism paid on non-RSA employees to distributions that align with the interim and final dividends declared to our group shareholders during the 2022 year. Turning to Board and executive matters, 2022 was quite different from 2021 when in my first year as Chairman, we embarked on the Board recomposition based on the recommendations of an independent board review completed in the year prior to my appointment. That process set us up for 2022, a productive year where the directors appointed during 2021, together with our new directors, Graham Dempster, Paul Norman, and Dawn Marole appointed since our last AGM, worked together to deepen our understanding of the group, its opportunities and risks. The Board continued to actively engage with the executives throughout the year. And while the group's strategy is clearly articulated and serves as a North Star, it does evolve and adapt as required each year. As part of our approval of the strategy, we again engaged in an independent benchmarking exercise to consider ongoing developments in retail and global best practice to provide further insight. The outcome, we believe demonstrates that despite considerable headwinds as a result of the external environment, Shoprite has its current and future position in [ hand ]. In terms of the Board and the year ahead, we do have some directors retiring after this AGM, and they are due our sincere thanks. To Ram Harisunker, who has sued as an Executive Director for 20 years and steps down from the Board today. Ram, we thank you for your service, not just on the Board but to the company, given your lifetime of service having joined Checkers in 1969. Acquired and humble achiever, you're a remarkable retailer instrumental in the success of this group. Thank you. To Dr. Anna Mokgokong, Johannes Basson and Joseph Rock, our 3 long-standing independent Board members who retire today after 28 years of collective service. Our thanks and gratitude are due to each of you for your unwavering support of the group. You each served the company as non executive directors, chaired different subcommittees and Dr. Anna most recently also served the group as the lead independent director. It is clear that in each of these representative areas the group transformed under your guidance, and we are indebted to you for your commitment. Thank you. And on behalf of the Board, we wish you well. In addition, thank you each for your assistance in the Board Committee Chair role handover process, which took place towards the end of last year and into this year. It was invaluable and has certainly set us up for a productive 2023, where apart from the appointment of one additional new director, we don't foresee any further direct appointments. In closing, Shoprite is positioned as a leader in retail. This is evident in our infrastructure, systems and intellectual property and is also reflected in the way our customers respond to the group's offerings. The numerous industry, brand, consumer and innovation awards achieved this year are testament to the group's relentless drive for being customer-centric and future-focused. The group's relative unconventional ambition articulated 5 years ago when it stated its intention to become a smarter shop right is a reality today. By developing future-fit channels, enhancing a customer-first culture, and enabling precision retailing, Shoprite has transformed into a data-led omnichannel leader. Both in E-commerce and digital, the successful extra savings rewards program, our partnerships and adjacent revenue streams powering our other revenue, other income streams are all evidence of this. Executive management has achieved this and more together with their teams despite a backdrop characterized by considerable challenges. With this in mind, especially, I'd like to thank each and every employee for their ongoing loyalty and dedication to the business and its customers, which number more than 25 million people in South Africa alone. I wish you all continued success in the year ahead as you build on your achievements to date. And on behalf of the Board, we look forward to working together to advance the ambitions of the [indiscernible]. Thank you. Now moving to the AGM agenda. We have 12 resolutions or matters to be voted on before shareholders at the meeting today, namely 7 ordinary resolutions requiring support of more than 50% of the voting rights exercised. 2, nonbinding advisory votes on the company's remuneration policy and remuneration of implementation and 3 special resolutions, which require 75% support. I have been advised that the company's 2022 integrated report, together with the notice of the meeting was sent to shareholders on the 17th of October 2022. Since 15 days notice was given and more than 3 members of the company who are entitled to exercise in aggregate at least 25% all voting rights that are entitled to be exercised in respect of at least one matter to be decided at the meeting are present, I declare the meeting duly constituted for the ordinary and special resolutions [Technical Difficulty]. Voting on all recommendations will be put forward once voting is declared open by me. Once the voting has opened, the resolution and voting options will appear. To vote, simply select your voting direction from the options shown on the screen. Your vote has been passed when the green tick appears. To change your vote, select change the vote. Voting can be performed at any time during the meeting until I have declared at the end of the meeting that voting on all resolutions has been closed, and I will pause for a 2-minute break then. At this point, your last choice will have to have been submitted. Shareholders are encouraged to capture their votes for resolutions at the earliest opportunity of voting to ensure that these have been recorded in the event of technical interruption, i.e., load shedding or break in your connectivity. Voting results for each resolution will be displayed after voting has closed. For the purposes of the virtual voting process, I appoint as scrutineers representatives of Computershare Investor Services, the company's transfer secretaries. The full audited financial statements and a summarized form of Shoprite Holdings Limited, including the reports of the directors, the external auditors and Group Audit and Risk Committee for the year ended 3rd of July 2022 have been published to shareholders and are available on the company's website. The annual financial statements and reports will be approved under ordinary resolution 1. The company's act requires the Social and Ethics committee to report through one of its members to the shareholders at the AGM on the matters within the committees mandates. The report is included in the 2022 integrated report on Page 43 and is also accessible on the company's website. Dr. Anna Mokgokong, Chairman of the Social and Ethics Committee is available to take any questions that you may have on that report. I will now proceed to deal with all of the questions submitted by shareholders as earlier indicated, I shall either respond or direct the questions to the appropriate respondent. All questions will be visible, but may be answered as a collective where they are similar. Thank you. So let's have a look at questions coming through. We have a question from [ Just Share ] on remuneration -- and the question is advisory votes on [indiscernible] the required majority in both 2021 and 2020. Shoprite claims to be focusing on evaluating and embedding fair and ethical [ rem ] practices. However, the lowest paid work at Shoprite earning ZAR25.10 per hour would have to work 297 years to earn what the CEO took this year or 1080 years to earn the total single figure of the CEO's remuneration for this year. Shoprite makes much in its suite of reports about its above minimum wage increases for lowest paid [ scale ]. But it is strike that the minimum wage is significantly lower than a living wage, which provides employees with sufficient income to cover the actual cost of living with dignity in their communities. Why does Shoprite not consider its employees worthy of earning a living wage, which would also almost certainly help to address the extremely high staff and over experienced by the group? That's Tracy from [ Gesture ]. No, it's not Tracy. Okay. All right. Thanks for the question. I think in terms of the votes received, we have been on a significant journey in terms of our remuneration policy over the last 3 or so years, led by our Chairman of the Remuneration [Technical Difficulty]. And you will have seen progressively year-after-year significant change in our policy, and we've engaged significantly with our shareholders every year post -- both pre and post the AGM, and we've taken inputs directly from our shareholders and responded to all of the key issues that have been raised. So we're hoping this year and people we serve our customers. And although you will see a disclosed minimum wage in terms of the cashiers, which is well above the industry. We have also got an incentive program in there, which enables the high-performing cashiers to earn significantly more than that, and that is exactly aimed at looking at the turnover issue there. So we have focused on that, and we'll continue to focus on that. In addition, in terms of the employee share scheme, ZAR207 million has been distributed in those 2 dividend tranches to employees. So that would be over and above what they've earned in terms of the minimum wage. So we are looking at a basket of things in terms of our employees and absolutely in terms of our focus on our customers and employees in terms of affordability, it remains top of mind for our executive and they responded immediately when the fuel price went up, for example. And recognizing that we have permanent part-time employees who work shifts. And immediately, when that fuel price went up, there was a realignment of the logistics to make sure that people were working slightly longer shifts to take into account that they were spending more relatively on fuel. So as a Board, we're comfortable that management are focused on this. Yes, it is an issue for us, and it is a focus of both of the Board ran committee and [Technical Difficulty]. I don't know if anybody wants -- Pieter, if you want to add any more to that?

I think you covered it. Especially, I mean, the benefits and the idea around our employee trust and we are very confident that in time to come, that trust will accumulate much more assets than where we started today and that it will make a meaningful impact to our employees in years to come long before we've all gone.

Thanks, Pieter. [ Okay ], then we have a question which relates to our renewable energy plans. Firstly, we want to commence Shoprite's target to below 25% of its operations with renewable energy over the next 5 years. In 2020, Shoprite signed an agreement with a specialist energy provider to procure 434,000 megawatt hours of renewable energy a year. In 2021, you reported that you expected the first renewable energy from this project to come online by FY 2023. During the last financial year, the company only procured 2.8% of its electricity from renewable energy. In your latest report, you state that the project has experienced challenges and that you acknowledge the limited influence that you have in realizing this project. Therefore, it's not all clear if, when and how long for Shoprite, we'll be able to deliver on its plans to procure renewable energy from its specialist energy trader. Given this high uncertainty, my first question is what alternative plans does Shoprite have in place to meet its target of powering 25% of its operations with renewable energy over the next 5 years. And my second question is why has the company only set the renewable energy target for the next 5 years? Does the Board commit to setting further targets and detailed plans on what it intends to do after the next 5 years, also a question from [ Just Share ]. Okay. In terms of the Board, yes, we do anticipate having the longer-term targets, absolutely. It remains a focus. I'm going to actually hand over to Sanjeev to fill in more specific detail on that question.

Thank you, Chair. Just on the first question with regards to alternative plans, the first part with regards to the contract that we signed, there were challenges in terms of regulatory compliance or regulatory licensing. So for that reason, that remains a challenge. Nevertheless, we started looking at other sources of renewable energy and renewable electricity and leading it to our stores. In this year, we reported that our Sitari shopping center in Somerset West now runs on 100% renewable electricity. Part of it from rooftop solar and the other part meaning from a wind farm on the East NK. So we've certainly started looking at other opportunities and other options will electricity [Technical Difficulty]. With regards to the second question on the targets over the next 5 years, I'll target go beyond that. In fact, we've just had our -- reviewed our emission reduction targets validated by the science-based targets initiative, and we seek to reduce our emissions by 50% by 2030 and to approach net 0 by 2050, in line with the [indiscernible].

Thank you, Sanjeev. Okay, then we have a question from Lorina from Just Share, and it relates to Shoprite Scope 3 emissions. We note in your sustainability report that Shoprite's total Scope 3 emissions accounted for more than 87% of its total greenhouse gas emissions. We also note that in your CDP report, you set a target of a 5% reduction in Scope 3 emissions by 2030. Firstly, congratulations on disclosing all your relevant Scope 3 emissions and setting a 2020 or 2030 target. However, the company only managed to reduce its scope 3 emissions by 1.2% in the last financial year. At this pace of emission reductions by 2030, the company will only have reduced its Scope 3 emissions by around 10%. What plans and process is the share are in place to ensure that it achieves its 2030 target for the 25% reduction of its Scope 3 emissions, given how little progress has been made so far? Yes. Thanks for that question. And looking at the projections, don't assume that it's a linear projection from where we are in terms of our plans. It's not. And our plans are dependent on wheeling significantly coming into play in the country. And that actually will -- that is where we see the significant change in the trajectory. But again, I'm going to ask Sanjeev to answer that question in more detail. Sanjeev?

Thank you, Chair. Yes, when we looked at Scope 3 emissions, we looked at upstream in terms of our supply chain and also downstream in terms of appliances that our customers use that are procured from the group. And that -- those emissions represents more than 80% of our total Scope 3 emissions. So in terms of reducing [Technical Difficulty] plans are around introducing more energy-efficient appliances and equipment. Of course, we're also reliant on the de carbonization of the national grid over the next 10 years or so.

Okay. Then we have a question related to [ REM ] and the [ stretch ] targets. The company is still coming from a low base given the impacts of COVID and the July unrest. How were targets adjusted or normalize to ensure that they were stretching? Yes. I mean I think looking back to the -- obviously talking about the targets for the prior year and looking at the achievement relative to the targets we set for the prior year. I think it is -- sorry, looking back is always easier. But at the time, we set those targets with a threshold of 5 and looking at what's been achieved [Technical Difficulty] in terms of our competitors, you can see that the way we set those targets were, by no means, not stretch. The fact that the targets have been exceeded in the prior year is really as a result of significant out performance at management level. When we look forward each year, we also look at a number of factors, including food inflation, general inflation, what's happening on the cost side, as you'll see from our trading update, there's significant headwinds on the cost side, particularly as it relates to load shedding and fuel. So we take all of those into account, we do take a very significant environmental part of the, i.e., what is the economic context [Technical Difficulty]. And we do our best to make sure that our targets are not stretch. Yes, then we have a question related to Graham Dempster and his re election. Graham Dempster sits on too many external boards. And in some instances, serves as Chairman, in proposing him for reelection. How does the nomination committee safeguard against over boarding and ensure a commitment from directors that serve on too many boards? We look at that carefully, and Graham has actually stepped down from a number of commitments. And in fact, as you all would have seen he joined after the AGM. And one of the reasons for that was actually given time to come off other Boards. So this current load is as far as we're concerned, fine. I do look at that because we have, as part of our direct contracts, -- a process of approval of any new commitments that gets taken on, and we take that very seriously looking at capacity and conflict. So we look at both. But we're comfortable that Graham has offloaded a number of the previous directorships that he had. And she remains a hard performing Board member as you can see from the agendas. Then we have a question related to the 5 year women equity plan. Also from Just Share, Shoprite [indiscernible] repeatedly to its 5-year E-plan for the period 1 July 2020 to 30 June 2025. However, the details of this plan are not disclosed in your public disclosure norm or the plan available on your website. Can you commit to making this plan available for review by your shareholders and other stakeholders? We -- it is a public document. We have put some of the targets in our integrated reporting, our targets in terms of the targets themselves are actually in -- or in the integrated report in the REM section. So we have disclosed our targets there in terms of implied equity. And it remains a specific focus in terms of both the board and management. So it is in the measures that we hold management accountable for, is the achievement of those plans. Just checking for other questions. It seems as if those are all the questions. All right. Thank you. Thank you for the questions. I'll now move to voting and voting by means of electronic poll in respect to the resolutions under consideration will now open. If we move to ordinary resolution #1, the annual financial statements, the Audit and Risk Committee recommends and the directors endorse the approval of the summarized annual financial statements of the company and the group for the year ended 3rd July 2022, including the reports of the directors and independent auditors. I shall now put the motion that to summarize annual financial statements of the company and the group for the year ended 3rd July 2022, including the reports of the directors and the independent auditors be approved. Kindly record your vote in respect of resolution #1. Moving to resolution #2, the reappointment of auditors. The Audit and Risk Committee recommends and the directors [ propose ], the proposed reappointment of [ PwC ] as the independent registered auditors of the company for the period until the next AGM, noting that Mr. [indiscernible] is the individual registered auditor of PwC, who will undertake the audit in respect of the financial year ending 30th of June 2023. I shall now put the motion that the reappointment of PwC as the company's auditors to hold office until the conclusion of the next AGM be approved -- kindly record your vote in respect of resolution #2. Resolution #3, election of Non executive Directors. Ordinary resolutions 3.1 to 3.3 seek to confirm the appointment of non executive directors appointed a separate and stand-alone resolutions subsequent to the last AGM. The profiles of these individuals are to be found in Annexure-A to the notice of shareholders. Voting on these resolutions will be dealt with on an individual basis. 3.1, I put the motion to appoint Graham Dempster to be confirmed. Will you kindly record your vote for the confirmation of appointment of Graham as a Director of the company. 3.2, I put the motion that the appointment of Paul Norman be confirmed. Will you kindly report your vote for the confirmation of appointment of Paul all as a Director of the company. 3.3, I put the motion that the appointment of Dawn Marole be confirmed. Will you kindly report your vote for the confirmation of appointment of Dawn as Director of the company. Moving to ordinary resolution #4, appointment of members of the Audit and Risk Committee. Ordinary resolutions 4.1 to 4.4 related to the reappointment or appointment of the Shoprite Holdings Audit and Risk Committee [indiscernible]. The profiles of the individuals concerned are to be found in Annexure-A to the notice to shareholders. You are required to reappoint by separate and stand-alone resolution, the following directors as members of the Shoprite Holdings Audit and Risk Committee. They have been nominated in terms of Section 94.2 of the Company's Act, namely Linda de Beer, [indiscernible], [indiscernible] and Graham Dempster obviously subject to the election as independent Non-Executive Director pursuant to the resolution above. The Board supports the reappointment of these [Technical Difficulty]. Voting on these appointments will be dealt with on an individual basis. 4.1., I will now put the motion that the appointment of Linda de Beer as a member of the company's Audit and Risk Committee be approved. Will you kindly record your vote for the appointment of Linda as a member of Audit and Risk Committee. Resolution 4.2., I'll now put the motion of the appointment of [indiscernible] as a member of the Audit and Risk Committee be approved. Will you kindly record your vote for the appointment of [indiscernible] as a member of the Audit and Risk Committee. 4.3., I put the motion that the appointment of [indiscernible] as a member of the audit and risk matte approved. Will you kindly record your vote for the appointment of [indiscernible] a member of the Audit and Risk Committee. For 4.4., I put the motion at the appointment of Graham Dempster as a member of the company's Auditors Committee be approved. Will you kindly record your vote for the appointment of Graham as member of the Audit and Risk Committee. Thank you. Ordinary resolution #5, General Authority of unissued ordinary shares. In terms of the memorandum of incorporation, shareholders of the company must approve the placement of the unissued ordinary shares under the control of the directors. The existing authority granted by the shareholders at the last AGM expires at this AGM unless renewed. The directors wish to seek a renewal of this authority at this AGM. It should be noticed that the directors have no current plans to make use of this authority but are seeking this renewal to ensure the company has maximum flexibility in managing the group's capital resources. I therefore propose that the resolution to place ZAR30 million, approximately 5% of our issued ordinary shares that included treasury shares of the unissued ordinary shares at the capital of the company -- in the capital of the company under the control of the directors to be issued as and when suitable situations arise to be passed and put the motion to shareholders. Kindly report your vote in respect of resolution #5. Resolution #6, -- in terms of the memorandum and Corporation, shareholders of the company have to approve by way of a general authority that the directors of the company are authorized to issue all or any of the authorized but unissued ordinary shares in the capital of the company for cash, as and when in the discretion being fit. Subject to the provisions and requirements of the Company's Act, the MOI of the company the JSE listing requirements and any other exchange on which the shares of the company may be quoted from time to time when applicable, subject to the limitations as reported in the notice to shareholders. I therefore propose that the resolution to [indiscernible] general authority to the directors of the company to issue all or any of the authorized but unissued ordinary shares in the capital of the company for cash as and when [indiscernible] discretion deem fit be passed and put the motion to shareholders. Finally, report your vote in respect of resolution #6. Moving to Resolution #7. This relates to the authorization of the directors of Shoprite Holdings or the company secretary to do all things, reform, all acts and to sign and execute all documentation necessary to implement the ordinary and special resolutions adopted at this AGM. Kindly record your vote in respect to our ordinary resolution #7. Now I'll move to the nonbinding advisory votes first. [ King IV ] report on corporate governance for South Africa 2016 recommends that the JSE listing requirements requires a listed company to table its remuneration policy and implementation report for separate nonbinding advisory votes by shareholders at the AGM. These votes enable shareholders to express their views on the remuneration policies adopted and on their implementation. These resolutions are of an advisory nature only and a failure of either one or both of them will not have legal consequences relating to existing arrangements. Even though these resolutions are nonbinding, if the remuneration policy or the implementation report for both are voted against by 25% or more of the voting rights exercised the Board will, as recommended by [ King IV ] and required by the JSE listing requirements extend an invitation to dissenting shareholders to engage with the company in this regard. The company's remuneration policy and implementation report are included in the 2022 integrated report from Pages 83 to 100. Nonbinding vote, #1, I now put the motion of nonbinding advisory vote #1 to endorse the company's remuneration policy for voting. Will you kindly record your vote in respect of nonbinding advisory vote #1. Nonbinding advisory vote #2. I will now put the motion of nonbinding advisory vote #2 in respect of the company's remuneration implementation report for voting. Will you kindly record your votes in respect of nonbinding advisory vote #2. Now move to the special resolutions. Please note that the percentage of voting rights required past these resolutions is 75%. Resolution #1 is it relates to the remuneration payable to non executive directors. It is a requirement of the company's act that non executive directors remuneration be approved by way of a special resolution. Full particulars of all remuneration and benefits paid to the non executive directors during the prior year and the proposed for this going forward are included on Page 100 of the integrated report. I shall now put the motion that the proposed remuneration of the non executive directors be approved accordingly. Will you kindly record your vote in respect of presale resolution numbers 1A to M as they're individually inverted now. Moving to special resolution #2, financial assistance. Section 45 of the company's Act regulates the provision of loans or other financial assistance by the company to a related or interrelated company or corporation and/or member of a related or interrelated corporation. The company's [indiscernible] that the company may provide financial assistance as contemplated in Section 45 of the act to the saved categories, provided that shareholders of the company have passed a special resolution within the previous 2 years, which approves such financial assistance to the said categories. The effect of this resolution will be to allow the company to the extent permissible in the Companies Act. In particular, the solvency and liquidity requirements as set out in Section 4 of the act to provide financial assistance to the certain categories. I shall now put the motion to authorize the company to provide direct or indirect financial assistance as defined for purposes of Section 45 of the Companies Act. Will you kindly record your vote in respect of special resolution #2. Moving to special resolution #3. Special resolution is both general authority to permit the company or any subsidiary of the company to repurchase in aggregate in any one financial year, not more than 5% of the number of shares as at the date that the special resolution is adopted. Note further that this authority will only be used if circumstances are appropriate. I will now put the motion that the special resolution be passed. Will you kindly record your vote in respect of special resolution #3. That concludes the resolutions on this agenda. I will wait 2 minutes to allow for final voting before we close the vote. 2 additional questions that have come in. I can read them to you, Chair. Unfortunately, it took a while for the platform to update. So we've got another question from Just Share. We're noting your CDP climate response that Shoprite does indicate who is responsible for climate change-related issues in the company, namely the Board's Social and Ethics Committee, and the CFO. Furthermore, the company specifically states that it does have at least one Board member with competence in CDP-related issues in the CDP report. However, on looking at your company reports, we couldn't identify any Board members whose biography suggest any experience skills or qualification, employment-related issues, climate change-related skills and experience specialists and distinct, even the climate emergency and that Shoprite claims to support the [Technical Difficulty] goal of limiting global temperature rise to below 1.5 degrees above preindustrial levels. Can the Board please indicate which Board members have been identified as being climate competent and how this expertise is evaluated? There are 2 things. Firstly, we have an executive who is dedicated to that area, and that is Sanjeev who answered some of the questions earlier. In terms of the Board, given the importance of this issue, our approach has been to get expert input as part of Board training, and we plan a series of continual updates on this because it's a topic that needs to be top of mind for all the Board members. And our preference is that everybody gets exposed to global experts in terms of what's best practice, what's happening in this space, and we've scheduled that within the Board calendar as part of the full-board update to get input from deep experts, and we feel that, that is for me and for the Board, a better way of doing this, having only one individual member. So we are spending time to get specific external input for the [ all ] board. Then the last question is related to supply chain. Shoprite's position on climate change is scanty on its strategy and implementation in its supply chain. Supply chain impacts and effects are the largest component of the company's environmental impact. Can you expand on how the company is implementing and managing its climate change position on this critical component? Thanks for that question and I am going to pass that to Sanjeev.

Thank you, Chair. Yes, I think we acknowledge as well that supply chain plays a significant role in terms of environmental impact. However, particularly in the areas of water consumption and responsible sourcing. So for that reason, we started engaging more actively with our supply chain. Annually, we do a supplier environmental sustainability survey where we seek to understand the awareness and the embracement of environmental sustainability matters across various focus areas in our supply chain. For example, we are using 100% responsibly sourced palm oil now for [Technical Difficulty] lines, and also [Technical Difficulty] lines. And in our [indiscernible], we use 100% responsibly sourced [ seafood ]. In terms of climate change and carbon emissions, -- when we did our carbon equipment analysis, what was clear was that the bulk of the emissions was actually on customers using our products, our electrical products. And there, as explained earlier, we're looking at more -- introducing more energy-efficient equipment as well as the de carbonization of the [ national good ]. Just to give you some context in terms of that, last year, the group sold more than 2.5 billion electric kettles and just under 1 million [Technical Difficulty] stores. So that gives you the idea of scale in terms of the amount of emissions that comes through those programs.

I just -- I'm going to ask Sanjeev on you to answer a question that hasn't been asked because I know Just Share has it on the radar as well. That's [Technical Difficulty] plastic waste -- so as we have considered it and in very specific reasons why we've chosen a specifically different reach than going 0. Sanjeev, can you just give a little bit more color into the plastic bag issue?

Sure, Chair. I think there was -- it stems from an article that was published last night around the fact that the group is not getting rid of plastic carry bags yet. We see our carry bags as not a single-use product, but multiuse product. And we understand this based on a clear understanding of the shopping and behaviors of our customers and helping them in terms of their customer and their shopping habits. We know [ how ] well that our carrier bags are used for multiple reasons for multiple purposes. [Technical Difficulty] being used for -- further to that, our carry bags, we were the first retailer to use 100%, our carry-bags are made from 100% recycled material. And through that, we are able to extract from the environment and from landfills for the 10,000 tonnes of plastic bag.

Thank you, Sanjeev. And then I think another point which just hasn't been picked up as a specific question. And I'm going to ask Pieter just to talk a little bit about because of our scale, what management has been doing in relation to the trucks?

Yes. So I think just to add the question around the supply chain. We specifically embark on changing our truck fleet to the Eurostar 5 low emission trucks, if the availability allowed, we would have said more [indiscernible], but they're always 50% there by changing the trucks [Technical Difficulty] low emission sources. And then we also changed over the cooling units from diesel usage units to solar units. So in that also reduced the emission from the diesel just on the truck fleet. And just to put it in context, I mean, this company has over 1,500 big trucks. It's excluding the small 3,000-odd delivery vehicles. We have -- definitely have involved on lowering the emission.

Thanks. Those are all the questions. Okay. Thank you very much, and thank you for the questions. I think we've probably waited the requisite time now to allow all those votes to come in. And so I'll actually look to get the results put up on the screen. [Technical Difficulty] numbers are so small on my screen, I have to look up there. Ordinary resolution #1 votes for 100%; Ordinary resolution #2, votes for 96.24%, #3.1, 97.7%; Ordinary resolution #3.2, 99.3%; Resolution #3.3, 99.4%; Resolution #4.1, 98.7%; Resolution #4.3, 99.6%; Resolution #4.4, 98.1%; Resolution #5, 96.1%; Resolution #6, 95.8%; Resolution #7, 99.9%. Nonbinding vote 1, 85.5%, Non-bonding vote #2, 84.4%. Special Resolution 1A, 99%; 1B, 99%; 1C, 99%, I'm not reading the decimal points because my eyes are [Technical Difficulty] 1E, 99%; 1F, 99%; 1G, 99%; 1H, 99%, 1I, 99%; 1J, 99%; 1K, 99%; 1L, 99%, 1M, 99%. Special resolution #2, 98%, and Special Resolution #3, 98%. That concludes our agenda for today. Thank you very much for your attendance. Thank you for the questions, and we wish you all a good day. Thank you.