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Annual Shareholder Roadshow March 2012. Contents. Objectives of Eyomhlaba Current ABIL shareholding Reserve shares Ordinary dividends declared and paid Ordinary dividends and documentation required Shareholders’ rights and restrictions
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Annual Shareholder Roadshow March 2012
Contents • Objectives of Eyomhlaba • Current ABIL shareholding • Reserve shares • Ordinary dividends declared and paid • Ordinary dividends and documentation required • Shareholders’ rights and restrictions • What happens at the end of the empowerment period? • Debt funding • Proxy form for annual general meeting • Electronic participation • Notice of Annual General Meeting • Important shareholder information • Performance of ABIL • ABIL 2012 outlook
Objectives of Eyomhlaba • Eyomhlaba formed in 2005 as ABIL’s first BEE scheme • Eyomhlaba currently holds 5% of ABIL ordinary shares • One of the top 5 shareholders in ABIL • Hlumisa was formed in 2008 after ABIL issued shares to buy Ellerine Holdings Ltd • Eyomhlaba and Hlumisa now targeting to own at least 10% of ABIL by end of 2015 • Current combined shareholding in ABIL by Eyomhlaba and Hlumisa is 7.5%
Reserve shares • Issued to Black employees during 2011 • 175 674 shares at prices ranging between R15.91 and R16.16 per share (discount of 40% to NAV) • Remaining reserve is 2 502 908 shares • To issue to ABIL Black employees and Black non-executive and executive directors
Ordinary dividends and documentation required • Eyomhlaba has declared and paid 60 cents ordinary dividend per share in the past four financial years. • Approximately 3 600 shareholders (55%) have not complied with the documentation requirements and therefore have not received their dividends. • No interest is paid on unclaimed dividends • Documentation requirements • Certified copy of identity document • Certified proof of residence or affidavit • Bank confirmation of shareholder’s bank account
Shareholders’ rights and restrictions • Entitled to sell two-thirds of shares from 1 January 2012 • May sell all if hold 1 000 or less shares • Selling of shares is not compulsory • May not cede or pledge shares before 31 December 2015 • Death of shareholder – shares may be transferred to legal beneficiary • Beneficiary subject to the same restrictions as shareholder • Eyomhlaba shareholders have a right to vote at ABIL’sAGMs and other shareholder meetings
What happens at the end of • the empowerment period? • Empowerment period planned to end 31 December 2015 • Eyomhlaba shareholders will receive ABIL shares • Currently 100 Eyomhlaba shares equivalent to approximately 81 ABIL shares (before unbundling taxes) • Eyomhlaba will settle borrowings, pay taxes and costs and then be liquidated • After Dec 2015 shareholders are free to deal with their ABIL shares as they see fit e.g. sell, pledge, cede, donate, transfer to family trust, etc. • Dividends from ABIL shares will then be paid directly to shareholders
Debt funding • Eyomhlaba currently has mainly short term borrowings of R150 million • Negotiations currently in progress with funders to: • Repay the short term borrowings • Raise up to R330 million redeemable preference share funding • Net maximum additional funding of R180 million • New funding will be redeemable by December 2015
Proxy form for annual general meeting • The AGM is at 13h00 on Saturday 31 March 2011 at Parktonian Hotel, Braamfontein • If a shareholder is unable to attend, they can use a proxy form for their vote to be counted • Instructions on use are on page 72 of the annual report • The proxy form must be received by Link Market Services by 08h00 on 29 March 2012 • This can be faxed to 086 674 4381
Electronic participation • Shareholder who cannot be at the AGM can participate via teleconference • Shareholder has to apply before can participate • Application form is on page 69 of annual report • Deadline for applications is 12h00 on 23 March 2012 • Cost of the phone call is at shareholder’s expense
Notice of Annual General Meeting • Ordinary resolutions to be considered at the AGM: • Tami Sokutu, Judy Dlamini and Asim Gani who resign as directors in terms of the MOI offer themselves for re-election. • Johnny Gounden, Max Mathye and Asim Gani offer themselves for election to the audit and risk committee. • Reappointment of the auditors, Nkonki Inc. and appointment of Brian Mungofa as audit partner • Directors authority to issue the unissued ordinary and preference shares. Permission valid until the next AGM
Notice of Annual General Meeting continued • Special resolutions to be considered at the AGM • Approve the non-executive directors’ remuneration • Permit the acquisition by the company of its own shares (ABIL placement shares) • Use of electronic media and communication for share transfers • Electronic participation at meetings of members • Provision of notices by electronic media and alignment of notice provisions with new Companies Act • Amendment of time period for dividend forfeiture • Third party funding costs and obligations accounted for in ordinary dividend payments • Provision of summarised financial statements
Notice of Annual General Meeting continued • Special resolutions to be considered at the AGMcontinued • Agreements with third party funders • Conversion of preference shares to no par value shares • Correction of technical matters and alignment with new Companies Act and new regulatory bodies • Lodging of consolidated MOI with CIPC • Authority to issue ordinary shares • Authority to issue preference shares • Authority to repurchase ordinary shares • Security for subscription of shares
Important shareholder information • If you would like to start receiving annual and interim reports via e-mail, please e-mail your full name and identity number to: eyomhlaba@linkmarketservices.co.za • If you have any questions please call the call centre on • 0860 225 233 or e-mail eyomhlaba@linkmarketservices.co.za • _____________________________________ • If you wish to buy more shares or sell shares you can visit www.eyomhlaba.co.za or call 011 321 5535 for the Share Trading desk
Performance of ABIL • Results for the year ended 30 September 2011 • Significant improvement in performance • Headline earnings of R2 339 million – increase of 24% from R1,890 million in September 2010 • Total ordinary dividends per share of 185 cents – equal to previous financial year dividend • First quarter (2012FY) trading update • African Bank credit sales increased by 34% to R7.5 billion • 196 000 new customers during the quarter • Ellerines merchandise sales increased by 7% to R1.6 billion • Gross loans up 12% to R44.6 billion
ABIL 2012 outlook • Strategic initiatives • Continuing to transform to a people orientated organisation • Enhancing our value proposition for customers • Optimising the value from the African Bank / Ellerines relationship • Focus on business optimisation
Thank you • Disclaimer • African Bank Investments Limited and Eyomhlaba Investment Holdings Limited are not investment or legal advisors. If you require advice on your investment in Eyomhlaba Investment Holdings Limited, you should consult an investment and/or legal advisor.This presentation does not replace the Eyomhlaba prospectus and Eyomhlaba Memorandum of Incorporation. If anything in this presentation is different to what is stated in the Eyomhlaba prospectus and/or Memorandum of Incorporation, the Eyomhlaba prospectus and Memorandum of Incorporation take precedence.Furthermore, African Bank Investments Limited and Eyomhlaba Investment Holdings Limited will not be responsible in any way if anything has been omitted from this presentation or if anything stated in the presentation is incorrect.