Vodacom Group Limited (VOD) Earnings Call Transcript & Summary

Good morning. I'm not sure if anyone can hear me.

Yes, we can here you, Chairman.

Okay. I thought The Meeting Specialist would start the meeting, but let me start. Good morning. My name is Saki Macozoma, the Chairman of the Vodacom Group. Welcome to this -- the 26th Annual General Meeting. As a consequence of the ongoing impact of COVID-19 and with the health of our shareholders in mind, the Board has determined that the AGM will, for the second year running, be held by way of an electronic platform. Your ability to participate in this meeting is of paramount importance to the Board, and you will be able to speak and vote during today's proceedings. Vodacom has retained the services of The Meeting Specialist to assist with the hosting of the Annual General Meeting. The Meeting Specialist will also act as scrutineer for the purposes of checking correctness of the forms of proxy. Before I proceed with the Annual General Meeting, The Meeting Specialist will take you through some essential points about the procedure of today's meeting. May I hand over to The Meeting Specialist?

Thank you, Chairman. Just bear with me a second. All shareholders who have received voting links will be able to cast their votes on the link provided to you. [Operator Instructions] Shareholders who would like to cast their votes, click on the Vote Now link, and it will open your voting platform for you. In order to cast your vote, you can either select All For, All Against or leave it as Abstained and scroll to the bottom of the screen and press Submit. Once all your votes have been casted, your votes will be calculated and collected into the meeting platform. Before you press the Submit button, ensure that you have voted correctly on a resolution on a per resolution basis, either picking For or Against or Abstain and then pressing the Submit button. Thank you, Chairman.

Thank you, Meeting Specialist. As a quorum is present or represented at this meeting, I declare the Annual General Meeting duly constituted. For your guidance, there are 73 shareholders, representing 1,721,241,702 shares, are either present or represented at this Annual General Meeting. I hold proxies for 1,718,640,705 shares. Before I start the official proceedings, it gives me great pleasure to introduce our Board members to you. You will see them on the screen as I call out their names. David Brown, who is a lead independent director and Chairman of the Audit, Risk and Compliance Committee. I don't see them on my screen.

Good morning. My name is David Brown. I'm a lead independent, and I'm Chairman of the Audit, Risk and Compliance Committee. And I'm situ in Johannesburg.

Thank you, David. Phuthi Mahanyele-Dabengwa, Chairman of the Remuneration Committee.

Good morning, everyone.

Khumo Shuenyane, Chairman of the Social and Ethics Committee.

Good morning, everyone.

Shameel Joosub, CEO.

Good morning, everyone.

Raisibe Morathi, CFO.

Good morning, everyone.

Pierre Klotz.

Good morning, everyone.

John Otty.

Hello. Good morning, everyone.

Anne O'Leary.

Hello. Good morning, everybody.

Sunil Sood.

Hi. Good morning, everyone.

Clive Thomson.

Hi. Good morning, everyone.

Francesco Bianco is an alternate Board member.

Hello. Good morning, everyone.

Nomkhita Nqweni is an alternate Board member.

Good morning, everyone.

Sandi Linford, Company Secretary.

Hello. Good morning, everyone.

Thank you very much to the Board members. We have received an apology from Leanne Wood. The Notice of the Meeting has been in your hands for the fiscal period, and I take this as read. Voting will be by way of poll only. All shareholders or their representatives who qualify for voting will have received a link to the voting platform. Please click on this link, taking you to the voting platform. The voting platform contains all the resolutions to be put to the shareholders today. Please note that once you have submitted your vote, it cannot be retracted. Please ensure you have selected the correct option, for or against or abstain, before clicking the Submit button. Once you have voted on all the resolutions, scroll down to the bottom of the page then click Submit. We will not be voting on each resolution separately as we would have done at a fiscal meeting. Instead, I will read out the key elements of the resolutions and then -- and you then vote. The outcome of the vote will be seen at the end of the meeting. This saves time and data costs for all of us. Questions will be taken after I've read out all the key elements, and such questions must be confined to the resolution and business of the meeting only. I'm happy to take a few questions that may be topical at the moment, but this must be put to the meeting after the voting has concluded. I propose that all resolutions be approved as set out in the Notice of the Annual General Meeting. Beginning with ordinary resolution #1. This resolution deals with the adoption of the audited consolidated annual financial statements for the year ended 31 March 2021. Ordinary resolutions #2 to 5, these deal with the election or reelection of directors in accordance with the company's memorandum of incorporation; election of Mesdames RK Morathi and AM O'Leary, who were appointed during the year, in the company's MOI, had to retire at this meeting; the reelection of Messrs DH Brown and myself, SJ Macozoma, who, per the MOI, retired by rotation. The profiles of the directors were contained in the Notice of the Annual General Meeting. On the resolution #6. This resolution deals with the appointment of Ernst & Young as the company's auditors until the conclusion of the next Annual General Meeting. Ordinary resolution #7. This resolution deals with the approval of the company's advisory vote on the remuneration policy. Ordinary resolution #8. This resolution deals with the approval of the implementation of the company's remuneration policy. Ordinary resolutions #9 to 12. These resolutions deal with the appointment of Messrs DH Brown, CB Thomson, KL Shuenyane and Ms. NC Nqweni as members of the company's Audit, Risk and Compliance Committee. Special resolution #1 deals with a general authority to repurchase shares in the company. This general authority facilitates the company's Forfeitable Share Plan. Special resolution #2 deals with an increase in directors' fees, which increase will only come into effect from 1 August 2021. Special resolution #3 deals with a general authority to the Board to provide intergroup loans and other financial assistance for the purposes of funding the activities of the group. You are now welcome to ask questions. Are there any questions?

Mr. Chairman, at this point, we see no raised hands and also no written questions.

Well, thank you. I'll take that as that there are no questions. Now that all ordinary and special resolutions have been presented, this may now be voted on, that those shareholders who have not yet cast their votes may proceed to do so now. I shall pause for a minute or 2 while shareholders vote. [Voting]

Thank you, Mr. Chairman.

Have all the shareholders voted?

Yes, Chair. The voting has been completed, and the voting is now closed. We can now proceed to displaying of results.

Thank you. Can you please proceed to display the results? With the ordinary resolution #1, for -- I'm just going to go for the for number. it is approved by 99,9%. Ordinary resolution #2, it is approved by 99,26%. Ordinary resolution #3 is approved by 84.8%. Ordinary resolution #4 is approved by 99 -- 0,91% (sic) [ 99,09% ]. Ordinary resolution #5 is approved by 99.8%. Ordinary resolution #6 is approved by 99.9%. Ordinary resolution #7 is approved by 97,4%. Ordinary resolution #8 is approved by 98,3%. Ordinary resolution #9 is approved by 99,3%. Ordinary resolution #10 is approved by 99,9%. Ordinary resolution #11 is approved by 99,7%. Ordinary resolution #12 is approved by 99,9%. Ordinary -- special resolution #1 is approved by 98,6% (sic) [ 98,7% ]. Special resolution #2 is approved by 99,9%. Special resolution #3 is approved by 99,7%. Thank you. Thank you very much. Those are the results. The 2021 Vodacom Group's sustainability report, which incorporates the Social and Ethics Committee report, is available online. In the midst of the global pandemic, Vodacom's response is aligned to its purpose of connecting society for a better future, underpinned by our 3 principles of the social contract, namely, trust, fairness and leadership. As a responsible business, I would like to highlight some of the initiatives Vodacom has implemented. We implemented a 2-phase strategy in response to COVID-19 focusing on the most vulnerable and disadvantaged people in our society and enabling us to provide rapid, comprehensive and coordinated support and sustained connectivity. Phase 1 of our response focused on the immediate health crisis brought on by the pandemic and required swift action on our part to save lives and provide societal support. This included donations in kind and support to governments with a track-and-trace technology. Another meaningful example of our Phase 1 intervention was accelerating of person-to-person money transfers on our M-PESA platform, which serves 57,7 million financial services customers across the group. We also invested ZAR 13,3 billion into the network infrastructure across the group in order to support the significant increase in mobile data traffic volumes and sudden shifts in our customer behavior patterns. During Phase 2, which is ongoing, we are building on our Phase 1 actions to help restart economic growth, which ultimately stimulates employment. A critical part of our Phase 2 program is to assist governments and communities across the continent through strategic partnerships and the deployment of technological solutions so that more Africans can get vaccinated. We have partnered with African Union Development Agency to accelerate the COVID-19 vaccine rollout through mVacciNation, our technology platform that manages vaccination appointments and stock readiness. In South Africa, the National Department of Health is leveraging on our mVacciNation platform to manage the deployment of vaccines. Vodacom and Vodafone have also pledged ZAR 87 million to provide logistics support and cold-chain technology to deliver COVID-19 vaccines to the underprivileged and rural communities in the DRC, Lesotho, Mozambique, South Africa, Tanzania and Ghana. And while we continue to support society, we also look to the future. The award of the license by the Government of Ethiopia and upcoming launch of the VodaPay ecosystem are milestones which are expected to support greater digital and financial inclusion, which is core to our paperless strategy and testament to the depth and strength of the group's leadership team in achieving these milestones while remaining resolutely focused on dealing with the devastating impact of the COVID-19 pandemic across our markets. Before we close, I am happy to take a few questions that are topical at the moment. Are there any questions? Meeting Specialist, if there are any?

Apologies, no, we see no raised hand and no written questions, Chair.

Thank you very much. May I extend a special word of thanks and sincere gratitude to the men and women of Vodacom for their continued loyalty and valuable contribution to the group during the past year, the executive team for their leadership and determination in a challenging year and my fellow Board members for their ongoing valuable counsel and guidance. May I also take this opportunity of expressing my appreciation to our many shareholders, customers and suppliers who have continued to demonstrate their confidence in Vodacom. In light of the recent unrest in South Africa, I would like to reiterate that the safety and security of our customers, staff, suppliers and franchise store employees is of paramount importance. I would also like to reassure customers that we have implemented a coordinated response to safeguard our people while we keep customers connected amidst the unfortunate social unrest. Thank you for your attendance today. And as all the business of the meeting has been dealt with, I now declare this meeting closed. Please keep safe. Thank you.

Thank you.