AGM 2020

Jun 15, 2020

Good afternoon, ladies and gentlemen. As the chair of this general members meeting and on behalf of the supervisor board and the executive board. I would like to welcome you to this virtual general, meeting of shareholders of TomTom. Which I hear by open. My name is Derek Hank, and I'm the chair of the supervisor board, of TomTom. Of course, these are special circumstances that we are in right now. We of COVID-nineteen. And in that regard, Tom decided to make use of the temporary urgency law COVID-nineteen, and therefore, to organize a full virtual, shareholders meeting to safeguard the health of our shareholders, employees, and other stakeholders. Shareholders can attend the meeting from a distance, can participate, and also cast their votes for the different decisions by electronic means. I would like to now introduce the ones present at this meet Firstly, the members of the supervisory board that attend through the virtual platform. Jacqueline Tamanos Bacher, she's the Vice Chair and Chair of the remuneration Committee, and Jack Decree, Chair of the Audit Committee. Also, I would like to welcome Mike Rodin, who is attending the meeting through the webcast. Furthermore, I'd like to introduce to you also the members of the executive board that are here with me, Harold Holbein, of course, CEO and faculty to Lars CFO. Alended Tai is participating through the virtual platform. We also have here Matilda Alberts, who I here by appointment as the secretary of the meeting. She will be drafting the minutes of the meeting that will be available through the website on, Tom, as they always are. Through the virtual platform, we also have available Patrick Habret, Tom De Calper apologies. The external auditor of FY for 2020. And Petro Gabriel, the external auditor of FY for 2019. Unfortunately, because of personal circumstances is unable to attend. We also have, attending Rainy Clapo, nurturing of the Braub Blackstone Westbrook and Imacron of mayor notaries with the voting instructions given by the shareholders. Now I would like to give you some information about the voting and during the meeting and about asking questions. Since this is a virtual meeting, shareholders can vote through the form of Lumi that is available through your desktop or through your app. Shareholders who have locked in before the beginning of the share of the meetings where I can cast their votes through the voting platform or through the app. And within a moment, I will open voting for all agenda. Items. And that means that you can vote for all voting, sorry, all, items during the entire meeting. So you can also change your choice until the voting ends. So you don't have to wait until the, agenda item is addressed to cast your vote. So after the any other business item, we will show you the results of the voting, which will then, of course, be closed. And the results will then be shown on the basis of the online and written electronic proxies. Now something about the questions. Prior to the meeting, shareholders were able to ask questions in writing. We received 39 of those, and we will answer them per agenda item. And all these questions will also be fully integrated in the minutes. Because of the progress of the meeting where possible, we have bundled the questions per topic, and they will be answered at once. So and where possible, I will paraphrase the questions, and I will also mention the name of the shareholder who asked the question. So the shareholders who ask questions prior to the meeting can also ask additional questions through the chat function in the app or through the voting platform. Just to make things clear, these can only be follow-up questions to the questions that or the answers that we already gave to the questions that were asked in writing. So we will try to deal with these follow-up questions where possible with every relevant agenda item. Then during any other business item, when voting has been closed, the shareholders that have access to the chat function can also ask questions through the chat about any topic of the meeting and where possible we will also answer all those questions. And we'd like to point out to you that there is a delay of about 30 seconds in the broadcasting of the webcast. So it's possible that questions that are asked through the chat function do not arrive with us timely to be able to address them in the relevant agenda item. Should that happen, we will then try to answer them during the any other business item. Then I have a few formal announcements to make. The call for this meeting was made public by the announcement on the TomTom website on the 4th May of this year on the basis of this new COVID-nineteen law. And since that date, the agenda, the explanatory notes, the annual accounts, the annual report over 2019 and the triptich proposing the proposed explaining the proposed changes in the, articles of association are available through the website of TomTom and also our offices. We have not received any request from shareholders to add any items to the agenda. Have been met for the, communication of this meeting. So therefore, decisions can be taken and will have a valid will be valid Now I can see that at the beginning of the meeting, we have, registered 130,207,800 23 ordinary shares represented sorry, in total. And of those at the meeting, we have 87,756,900 and 1 shares represented. And that means that that is 76.4 percent of the shares that have a voting right attached to them. Ms. Cron of mayor, notarison, so notaries. I'm waiting for the slide to be presented to me. One moment please. Okay, that will follow later, I hear. But given that in any case, more than half of the shares are represented, we can take decisions with a regular majority. So now I will open the voting for all agenda items, meaning that up until the any other business item, you can cast your votes and also amend it if you wish to do so. Now let's start with agenda item number 2, which is the report of the executive report over the financial year 2019. And for that, I will give the floor to Harold Choudain, who will share with you the vision of the management related to the most important events of 2019 and also the most important developments in Q1 of 2020. Yes, ladies and gentlemen, welcome to all of you. This is a very strange, shareholders meeting. And, but first I will address the events of 2019. And, then I will, share with you some information about 1st 6 months of 2020 and also the implication implications of 20, of COVID in this year on our company. In 2019 with the telematics company sale, we made very, very important step to simplify TomTom and to focus on the location technology market. So basically, we are doing 3 things. We are building and maintaining a geographic database. We are building, and making software to, disclose all that information so that it's easier for, to make applications. And we also service the automotive market, which is a specific market for our location technology. The market that we service are, very much, changing all the time, right? Basically the location element needs is an important part of all applications. And also in the automotive industry, the user experience has to be lifted and backlogs have to be removed. Nelson, 2019, we have managed to increase or to further increase efficiency of our platform, which is also necessary because the requirements of our database are increasingly high. And we see in the future important opportunities for even further improvements in our efficiency. So we see it as a strategic priority to, to obtain good results On the basis of our maps and other services, we build software modules, right, that disclose important information. And over the years, we have built up an important position and our technologies are used by many leading companies. Finally, we have also made good progress in the automotive industry. Our order book in 2019 grew significantly. And reached a total value of 1,000,000,000, which is a record. And together with FCA, we were able to obtain a very strong and big client in U. S, increasing our position there. And our PND turnover was relatively strong and the cash flow was good and there was a turnover decrease of 30%. And this of course does not mean that we know that the consumer business, especially now because of COVID, will be further affected. When it became clear that the coronavirus would also affect Europe, we immediately started to prepare, TomTom for working from home. We already had all the technology to enable this and we also had a lot of experience with people working from home and teams working together from different locations. And that is why the transition to working from home went very well. We think that there was hardly any productivity loss. Furthermore, we took a lot of measures to basically try to compensate for the lack of personal context and our employees value that a great deal. Unfortunately, 2020 from a financial perspective is a last year. The sudden turnover loss or decrease in both markets, consumer and automotive cannot be compensated for, but strategically, we can do many things. The order intake, especially in the automotive segment changed a lot in the first half of this year and we're really working very hard to and further increase the productivity of our satnav products in our software products are increasingly competitive meaning that thereby we can further increase our market a good look at where we can reduce costs without disturbing our development plans. And of course, we have a very strong balance sheet which in this unexpected crisis situation is very useful. So we think that we will come stronger out of the crisis than we went into it. Of course, I do have to say that it not clear yet how the economy will evolve over the rest of 2020 2021. So as a precaution, we have suspended our share buyback program. And I'm very, very grateful to our employees that we were able to adapt to the new situation very quickly. So employees working from home because that's not a given, of course, and for many, especially young people and people with vulnerable family members of friends, it is not an easy time to get through. We do see now that the situation is improving every day and we learned a lot during this crisis and some of these lessons will lead to permanent changes in how we manage our company. Finally, I would like to thank all of you are shareholders for your support and your trust in this insecure period in these insecure times. Thank you. I will now give the floor back to the Chairman. Thank you very much, Harold. So before we will now deal with questions about agenda item, I can say that Ms. Cron of Maier Notarosa has 87,541,900 47 voting instructions, on behalf of shareholders. So now we will deal with questions about this agenda item. Prior to this meeting, there were several questions that came in related to the, consequences of COVID nineteen for the strategic and operational activities of TomTom. These questions were asked by the BEB by Mr. Von Brunen and by Mr. Von Ursholtz. Harold, can you give a quick reaction to these questions, please? Yes. And I already addressed this a little bit in my introduction. All our employees in one way or the other have been affected by COVID. So from one day to the next, everyone was asked to work from home. So because of the nature of the activities almost our employees are able to from home easily. And in some countries, like in India, for example, where, of course, circumstances are different than in our case, we gave laptops to them because normally they work at the office with desktop. Computers. And we also provided dongles to make sure that everyone had a good internet connection from their homes. And we also paid a lot of attention to the well-being of our employees and we have already carried out 2 employee satisfaction surveys specifically focused on COVID-nineteen that have enabled us to take adequate measures and of course, also to change things where necessary. I think, for example, of specific communication trainings that we made available also sessions whereby our staff, were able to talk with senior management, We called them asking anything sessions, and we also set up a buddy program with which employees were basically connected to others to talk about their experiences and to share their experiences to be able to get through these crises, right? So in this way, we were able to quickly adapt and we were able to monitor our engineering and service levels. And therefore, we have hardly suffered any negative consequences on the ongoing projects. So the COVID-nineteen pandemic hardly affected our enterprise business, but it did of course affect the turnover of Automotive And Consumer Activities. So the deal activity in the Automotive And Enterprise segment seems to hardly be influenced by Corona. And the order intake until now in combination with our strong cash position, results in us being able to continue our strategy and product roadmap without any problems. Back to you, Deck. Thank you, Harold. Next to the strategic and operational consequences of COVID-nineteen, I would also like to hear your reaction on the financial implication And this is because the VB asked some questions about this. Can I give the floor to you, Taco? Sure, Dirk. At the end of March, we withdrew our guidance for cash flow and our turnover as a consequence of the securities around the impact of the pandemic. And so currently we cannot give any guidance with regards to the free cash flow. Although we do expect that it will be negative in 2020. As soon as we have a better view on the recovery of especially car sales, we will issue a new guidance, but it will not be before 15th July when we will publish our figures over the 1st 6 months of this year. But realistically speaking, I don't think it will be before mid October when we will publish the figures of Q3. Okay. Thank you, Taco. Now we will deal with a number of questions that were asked by the BEB. A number of years ago, TomTom was optimistic that it would, bluntly put play in a very important role in the development of the self driving cars. And we received three questions. 1, what's TomTom's idea about the progress in the development of the self driving cars generally and also specific role of Tom Tom in it? 2, to what extent will the, difficulties that the car industry has had to go through as a consequence of the corona pandemic delayed the development of the self driving cars and 3, to what extent does TomTom think that the self driving car market will be a winner takes all industry. And in that scenario, what will be the implications for Tom Tom? Harold, can you answer? Sure. Yes. I think that the question is not so much weather or, but when cars with very advanced cruise control facilities and also finally also self driving cars will enter the market. The expectation that fully 100% self driving cars will be on the market. We'll take a bit more time and probably also a few years later not only because of COVID, but also because of technological complexities. The car industry has always had a strong preference for dual sourcing. So we don't think that it will be expected to be a winner takes all market, but it is important that we are in the race from an early moment on and that we develop these products for self driving cars together with our clients. Thank you, Harold. Next question was also by the VB. Tom Tom focuses on satnav maps and is therefore very strongly dependent on, car traffic and also future car traffic. So to what extent is TomTom dependent or independent from the growth in car traffic, Harold? Look, our turnover in the automotive industry is determined by 2 factors. Firstly, the production new cars, manufacturing of new cars, and on the other hand, the percentage of cars with built in satnav systems. Our expectation is, of course, unclear now as to how, you know, will the demand for new cars develop? Because in China, their demand for new cars went back to the old factory and will, be back at the previous level within a certain time frame. Second factor that is also very relevant for us is the number of attachments, as we call it. So the number of cars supplied with a navigation system, and we see a positive trends there. There are an increasing number there's increasing number of cars that are made with navigation. So we think that the movement to electrification whereby a good infrastructure and the right user interface are of course even more important. Will be strengthened even further. So we think that in 100% of all cases, the electrical cars will have a satnav system. Then back to you. So the next question is also from the VB because maps are now an almost have become an almost free commodity for many consumers. So why would this same thing not happen for the more complex maps that TomTom invests in. Can you answer? Yes, sure. Look, maps in the view of consumers are always free, right? Because basically they're paid for by the consumer by providing his or her information, right? Because that information is marketed and used in other business models. But for professional are much more important also when determining the value of the map. And also the type of users of the free maps is limited. Professional users have need much more freedom to be able to use the maps in a way that fits their own technology and business model. Back to you, Derek. According to the VEB, Tom has always alleged that its dependency should lead to a benefit, right? So many companies, for example, from competition motives are hesitant to, do business with Alphabet, but after Volvorne Nissan Mitsubishi Bruno, the American GM is now also going to buy services from Android Automotive. The VEV wants to know whether TomTom is still of the opinion that independence indeed leads to competition advantage. Right? And if that's the case, when will then when will this translate then in a substantial improvement of the yield on invested capital? Return on invested capital. Look, we are indeed, of the opinion that, Independence has a positive contribution to our competitive position. Especially if we compare it with the past. The next question was asked by Mr. Von Brunen. In 2017, it was announced that TomTom created an HD map, an additional localization layer in the shape of radar road signature, together with BOSS. Our Tom Toman was still working on this together. And if so, has this already been implemented commercially? Look, currently, we are not working on this anymore, not in the road radar road signature. And Boss also has not launched in the market. And the reason is that the camera technology has become cheaper and less complex. And camera based technology is therefore now the most important technology factor for automated driving. The technology for radars, of course, continue to develop and possibly radar and lidar can play a bigger role in the mid to long term in automated driving. Okay. We've also received a number of questions of the VEBM Mr. Brunen that relate to the automotive backlog. TECO, could you address this? Yes. We have introduced the automated backlog to have a better idea of the future turnover. The automated backlog, contains the cumulative expected IFRS turnover and it is influenced by the reported turnover in the relevant period. The estimates of the cumulative, turnover of new deals, so the old order intake and an amendments of the cumulative turnover of deals in the past. Given that the order intake has a binary character and only one is only one of the ingredients for our future turnover in automotive, we stopped reporting the backlog on the backlog, and, we will, in the future, only give an annual updates. So once a year of the Automotive Backlog when we present, our full year figures. As indicated during the publication of the Q1 figures of this year, we're very satisfied about the deal activities until now in 2020. For now, no contracts have been put on hold or have been dissolved. Back to you, Derek. Thank you, Taco. Okay. I have established that there are no further questions with regards to these agenda items given that this is no agenda item to vote on, we will now continue with the dividend policy. The executive board is not planning pay out dividend and the dividend policy will remain unchanged. The company gives priority to the expansion of investments in technology to be able to strengthen its capacities and its position in the market. Tom Thomas also of the opinion that the objectives of the company's right to create value in the long term is best realized and the interests of the shareholder in the long term are also best, guarantee. Let's now take cash flow and also the dividend policy of TomTom. These questions were asked by VEB, Mr. Von Drunen and Mr. Von Urshot. Taco. Could you give a first reaction to these questions? Yes, in 2019, we have paid back the largest part of the proceeds of the sale of telematics, namely 1,000,000, And telematics, of course, gave us very guaranteed cash flow given the fact that the turnover was largely generated by subscriptions. For the more telematics was profitable. So the sale of this, part of our business changes our income flow and also profitability. That's why we've chosen to not pay out the full proceeds and to keep a larger cash buffer. In March 2020, we started with our shares, a purchase program of 2,000,000 to cover our long term remuneration program and bonus program for employees. And therefore, the volume is limited by the expected number of outstanding instruments. And this program, the share buyback program has been now temporarily suspended and we expect that when we present our figures over the 1st 6 years or when we present Q3, we will be able to say more about this. During the Capital Markets Day, in September 2020, we have explained our financial framework and we also expressed our ambition to keep generating cash and in the mid to long term, have an CF as double digit percentage of the turnover of the group. So the scope of investments in R&D is also matched with this. The midterm free cash flow guidance is mostly based on the free cash flow of location technology. The remaining cash position is maintained, especially for these difficult times, right, like now with the COVID-nineteen pandemic, because we have to be to acquire companies if possibility should present themselves. So our dividend policy is unchanged and we do not expect in the short term to, pay out dividends, but of course, we will assess this every year. Thank you, Taco. We also received a number of questions of the VEB related to the consumer industry, Harold, could you quickly give an explanation? Yes, of course, 2019 for our consumer activities was a very good year. And with, of course, a limited decrease of the turnover. But this year, consumer, the consumer industry is course, hardly hit by the COVID crisis. We assessed activities of consumer of consumers every year to to assess the potential to generate cash. And we think that we are the best owner of the consumer asset because our assets are very strongly integrated in the rest the company. So the cost to basically divest consumers will not outweigh the proceeds that we can generate. Ourselves. So back to you, Derek, I established that there are no further questions who are observed that there are no the questions. And given that this is nothing to vote on, we will now continue with agenda item number 4, which is the first point that you can vote on. Agenda item 4 is remuneration in the financial year 2019. You were all able to see the remuneration policy for a supervisory board and the management board. It was described in the remuneration report, and I referred page is 51 through 58 of the annual report 2019. The remuneration report was also published on the TomTom website And this year, again, the supervisory board has tried to improve transparency with regards to the remuneration policy, and they were helped by the implementation of the reviewed EU shareholders, directive in Article 135 B paragraph 2, book 2 of the Dutch Civil Code. The report describes amongst others, which, initiatives the board has taken, in juvenile stakeholders and how they used feedback. Also, tables were added that used to be part of the explanation of the financial statements. So now we have fully integrated reports. As of now, the general meeting every year. We'll get an advisory vote on the remuneration report with regards to implementation of the remuneration policy in the relevant year. And the proposal is to give a positive advisory vote, I find that there are no questions that were sent in by shareholders prior to this meeting. I'd like to remind you that you can still vote for all agenda items that one. I'll continue with Agenda item 5, which is adoption of the financial statements 2019, The general meeting is asked to adopt the financial statements for 2019. The financial statements were audited by E Y and the qualified report has been included on pages 104 through 109 of the port, and I'm happy to give the floor to the Chair of the Audit Committee, Doctor. Kaye, who will further explain this subject. You were all able to see the financial statements. It was included in the annual report on pages 6331 101, and these pages involve the profits of most accounts, the balance and the cash, cash flow development, as well as the explanation of these subjects. Important subjects that arose in 2019, as well as their inclusion in the annual accounts are amongst others, the sale of telematics, the connected repayment of capital shareholders for a total amount of 1,000,000, reducing the remaining lifespan of the MET content and EMAV map making platform. The higher amortization connected to that as well as the consequences of IFRS 16 with regards to lease accounting and IFRS 15 with regards to revenue recognition. IFRS 15, amongst other things, led to a, increase in deferred revenue. So for a clear overview of these complex subjects, the company is not just reporting the, sales development, but also operational development operational sales story and free cash flows. And why the accountant has paid extensive attention to this? And I think it would be good for the meeting if Mr. TomDA Gauper, a responsible accountant at E Y, briefly explains a number of important items from the audit and the unqualified report. Yes. Thank you, Jack. And my apologies also on behalf of E Y that I'm here instead of Patrick Cabriels, who at the last minute, personal reasons could not be here. So thank you very much for this opportunity to present our involvement as external account. And so meeting ladies and gentlemen, I'm an accountant at Ay, and I'm substituting for Petro Fabrios today. Since 2015, Patrick has been involved as external accountant at TomTom. And in this presentation, I will go into the following subjects of the audit. So that's the scope the execution, the conclusion and communication we have with the management board at a supervisory board. 1st, the scope we audited the consolidated financial statements for TomTom. We checked whether the financial report meets legal requirements and whether the contents, match the knowledge we have of the company. So our approach, including materiality and risk assessment is similar. As in last year's, with our work on balance, we do 99% of total assets and 100% sales. So that's a relatively high percentage, and that's mostly because of the way in which Tantan has been organized. It's a very central organization. Meaning we can do our work in a very centralized way as well. So like last year, we identified a number of key audit matters and specifically, I'd like to focus here on revenue recognition and in connection with that, the deferred revenues at location Technologies. Contracts in the automotive and distree are pretty diverse and in general, contain many different components. So it means it means that we pay more attention to this more than we would do on average. And we've also looked specifically at the IFRS treatments of the various components as well as the assessments made by management. And our conclusion with both the single and audited financial statements is an unqualified report, which has been included in the financial report, the annual report. Then about communication, throughout the year, we've had, a lot of contact with management, supervisory board and the order committee, and important reports that have been discussed have been deordered plan, a management letter, including recommendations and the accountant's report. And during these sessions, people are very engaged or involved, and our findings are taken seriously and discussed in these. And I can all So tell you that at the last meeting that I was present for, this was also the case. And then, some attention for the following, like I said, Patrick has been involved in tone from, for the past 5 years as external accountant. So in line with the rules, Patrick will now have to, be replaced. We'll have to wrote it. So we found a successor for Patrick up from 2020, I will take up Patrick's role. In 2019, I shadowed Patrick in order to safeguard a lot of the knowledge that we've acquired over the past 5 years. And then finally, I would like to say that we work together very well. Together. And in conversations with management, the order committee and the, control team, I saw as much. I'm happy to get the floor back to the chair. Yes. Thank you, Jack. And thank you, Tom. Then now we'll look at questions through with this agenda items. Prior to the meeting of VEB posed a number of questions and they introduced these questions with the following statement. They said TomTom at the annual semiannual figures for 2019 to summarize said that they were going to capitalize a few investments in innovations and it wanted to do, accelerated write down when it came to intangible assets. So in 2019, it meant that even more of the so called technology and databases increased by 153,000,000, as you can see on Page 27 of the annual accounts. Write downs are another new phenomenon at TomTom, also include the series impairments in Consumer segment and the Google of Tele us in the past. And at earlier meetings, VIB already raised questions about the evaluations and impairment process TomTom. So now we get to the questions of the VABs, what did TomTom learn from assumptions and valuations that in hindsight were much too optimistic And weren't there sufficient signs 1 or 2 years earlier that we need an accelerated, write down tackle? Well, it's almost of the opinion that we have solid valuations of all our intangible assets where our assumptions are assessed based on the best estimates and insights that apply at the moment evaluation, case of new technological or market developments, we in lued them in the valuation of our intangible assets with regards to the write down. TomTom looks at the life span of its assets every year and based on technological developments in 2017, there were some adjustments made on the write down period for some assets. As you can see on Page 79 of the annual report for 2017 and based on further innovations over the past period, as well as recent developments in the industry in 2019. We've reduced the write down period for the map database, to 2 remaining years. Alright. Then the next question, are there reasons to now assume that assumptions at location technology, that's page 81 of the annual report, are realistic and did the account to play a part in management's decision to accelerate the write downs. Is the assumptions as described in the annual report were realistic assumptions when the annual account was drawn up So the decision for accelerated write downs was in the decision of management. The accountant simply checked our position. And then the last question from the VEB is the following. The, annual report on page 69 indicated At the total, I realized a bit of the segment's location technology and consumer in 2019 were minus 68 7,000,000, shouldn't that be plus 68,700,000? Yes, that is correct. That should be 68,700,000. Back to you, there. The next two questions were addressed to by VAB. And these questions will be answered by Tom of E Y. The first question is what conclusions does E Y draw as, what is your accountant? From the much too rosy assumptions in the past where comes to intangible assets, not too grossy according to the VEB. The intangible assets item consists of several elements like the activated development course and customer lists. In accordance with IFRS, TomTom periodically needs to reconsider the expected economic lifespan. TomTom does so. And if there's a reason to do so, the economic lifespan is adjusted as well as the remaining write off period. And as accountant, every year, we check that this assessment has taken place and that it was reasonable and substantiated. In the past year, TomTom did an extensive analysis. And as Tom Tom has indicated previously, in 2019, there were some important developments in technology and the market And we discussed these developments with management, but we also validated them ourselves based on information we get from the market and information we got from Tom Toman based on this work. We arrive at the conclusion that TomTom's assessment is substantiated. It is in line with IFRS. Back to you, Jack. Thank you. Then I'm going to read out another introduction from the VAB for the next question. 1 of the key audit matters consists of Recognizing the sales of giving account of sales of the 2nd location technology. With revenue recognition, the account and to summarize, uses the assessment of the management about, for example, claims, on the performance goals laid down in contracts. So how does E Y check the assessments of management and should shareholders be worried that the sales are assessed in Brosia Mana. Can the accountant indicate how they, used a review of MVCOS 540, which is to do with assessments made by management and what changes can we see in the auditing approach compared to last year? Tom, sorry, can you answer these questions? Yes, I can. The contracts at location Technology, as I've said before, are complex and diverse. And the first step in revenue recognition is a technical assessment of the contracts. So we make an analysis with the various elements and then we assess how these elements should be recognized in line with IFRS team, which is the standard for revenue recognition. Tom Tom has a specialized team to making this analysis and for bigger and more complex contracts as separate memos drawn up. And as part of our ordered. We assess specific contracts in detail, so we give a detailed analysis of the contracts and of the other communications with the client, we talk to, sorry, with the client, we talk to the central finance department, sales department, and management. The second step has to do with the actual recognition of the actual revenue for these identified elements for most of the complex, they're not that complex. So is not so much of an estimate involved. For some contracts, however, an estimate of the total contract value does need to be made and, in terms of account managers make assessments or of the total contract value based on their own insights, information from clients and historic data. The central finance department of TomTom then assess these assumptions so that there's a clear internal division there. So we assess these these assessments. And we look at the, internal and external information. We also do backtesting where we compare actual revenue to the assessments of management. And also I'd like to say that the review of NV cos-five forty applies for financial years from 2020 onwards. So it wasn't part of the audit for 2019. I'm happy to get the floor back to the chair. Yes, thank you for this extensive explanation, Tom. And, because of a response to one of the general items of attention in a crisis periods, that the VIB has indicated. I would now like to give the floor to Taco. Yes, thank you, Derek. I would like to use this opportunity to respond to, item of attention to, and that was the additional review accounting that the publication of the 6 months figures. So the subjects contributed by the VEB, like liquidity, prognosis, adjustments, to financing and prognosis. The lifespan of goodwill and provisions are important subject we pay a lot of attention to, and is continuously analyzing things. And every month, there's a discussion with the supervisory board. So by analyzing the various scenarios and the liquidity prognosis, that they have led to show that there is no, that there are no continuity issues also from a step 3 and are no complex refinancing issues because of the current situation and these intensive attention already paid to these subjects, We've concluded after discussing it with the audit committee that additional work by the external accountant in this context offer no added value. We think it's wise also in the interest of shareholders and other stakeholders that these extra costs can be used for other important subjects. Should circumstances change, then of course, we will reconsider. Back to you, Derek. In the checkbooks, I see that the VEB is pointing out that one of their questions has not been answered. And what that question comes down to is what time horizon should investors use before they can hold the board to account for the, returns? Produced. And I think you said something about that during the Capital Markets Day, Taco. Yes. Well, we said 2 things during the Capital Markets Day about revenue and free cash flow about for revenue, we gave a short term projection. That we expect that in allocation and technology segment, our revenue will show an average growth of 10%. And that continues till 2021, so until next year. And we're not revoking this guidance, but of course, we have to look at how COVID-nineteen will affect our revenue in 2020 as well. For the longer term goals there, I have more faith because we think that over a longer period that we will be able to grow revenue by 15% and that is until 2030. For our cash generation, our goal is about a 10% yield. So 10% of our sales remains or revenue remains in cash, is that goal? Right. Thank you. That takes us to agenda item 6 which is released from liability of the members of the management board. It is proposed to the general meeting to release the members of the management board in office during the financial year 2019 from liability towards the company for the management in suffice such management is apparent from the financial statements and annual report for financial year 2019, but other public disclosures prior to the adoption of the financial statements. And I will report for financial year 2019, we received no questions about this agenda. I term prior to the meeting. That brings us to item 7 of the agenda, released from liability of the members of the supervisory board. This is a similar item to the previous one to item 6, but now it's proposed to the general meeting to release the members of the supervisory board for during the financial year 2019 from liability towards the company for the supervision insofar as supervision is apparent from the financial statements and annual report or other public disclosures prior to the option financial statements and annual report for financial year 2019 prior to the meeting, we received no questions on this item. So that brings us to agenda item 8, which is a, which is adjustment of the remuneration policy for the management board. Supervisory Board proposes to adjust their immunization policy to align it with, new legislation to implement the, reviewed EU directive. I'm happy to give the floor to Jacqueline To Munoz Bacher who will give a third, actually, Yes. Thank you, Derek. As has been said before in the context 2019 remuneration report, the supervisory board has tried to improve transparency with regards to the remuneration policy. And they were helped in doing so by implementation of the reviewed EU Shareholder directive in the, that civil code, specifically, that is article 135, a paragraph 2 of the Dutch civil code. Minuration policy has been amended to comply with this new article of law. The proposed changes are intended to offer more transparency with regards to the goals of the policy. How it fits in with the long term strategy, the desired culture, the interest of various stakeholders, and the remuneration policy within Tanton. Deconsiderations, that were considered when the remuneration policy was arrived at the decision making process and the considerations of the remuneration committee and the situations in which the supervisor both can deviate from the policy. In formulating the adjustments, we've considered the recommendations of various parties like immediate B and ISS, and we implemented them where possible, we very much appreciate interaction with these parties, and we to continue this interaction. And just to be clear, the remuneration structure for the supervisor for the management board as approved by the general meeting last year in 2019 remains unchanged. The goal is a total remuneration that, fits in with the 3rd quartile of the benchmark group. As long as the operational results of the company are in line with the goals set or exceed them. And the companies in the benchmark have been listed in our annual report. The total remuneration for Mrs. Tito Largadatayer meet this criteria as we that before, total remuneration for Mr. Houdain is below the median. So this year, we will execute the benchmark in order to compare could lead to a change of the companies included in the benchmark group. The main remuneration components are a base salary, a cash based short term CEO and 64% for other members of the management board. And finally, a share based long term remuneration scheme with currently and on target and also maximum level of 140 percent of base salary for the CEO. And 100% for other members of the management board. The allocated shares vest 3 years under the condition of continuous employment and will have to be kept for an additional period of at least 2 years. Share ownership is encouraged by the requirement for the management board to, hold shares in TomTom or to build share ownership in TomTom equal three times the base salary for the CEO and tries to base salary for other members of the management board. There's also possibility for the supervisory board to not allocate shares in case of exceptional market and company circumstances. So that's the so called performance underpinned. Supervisory board feels that with this remuneration policy, The long term value creation focus of the members of the management board is in line with the interest of the shareholders, and it also safeguards internal consistency with the long term remuneration policy for the senior management of TomTom, back to your deck. Thank you, Jacqueline. Prior to the meeting, the E B, sending questions about this agenda item, I'm happy to get the floor back to Jacqueline. Thank you, Derek. The VB has asked me to read out a voting statement, and I'll start by doing that. The VEB attaches a lot of value to remuneration policy, whereas it parallel interest created between shareholders and the board, a crucial part of an adequate remuneration policy, and this has been laid down in the code for proper governance is that there can only be variable remuneration when If challenging performance goals have been met, VAB regrets that TomTom will continue the current policy where under the long term incentives, incentive, LGI, Shares are still granted to directors annually without them having to meet performance criteria set in advance So the VEP, therefore, votes against agenda item age. That's the end of the statement, and I will now respond to the questions asked. By the way, we, first of all, the question was asked why Tom, Tom didn't use this opportunity. To have the stock units as a long term variable payment depend on performance criteria. With regards to the long term incentive, it has become clear that it's extremely difficult to set useful long term targets in such a fast changing market. So last year, this meant that we paid out restricted stock units without performance criteria, but with significantly tougher requirements with regards to share ownership, as I've said before. It's also important to keep in mind that the results of this long term incentive in no way leads to excessive remuneration. In fact, it is modest compared to other tech companies. So considering all interests means that the supervisory board is of the opinion that the current total administration policy serves the interest of the company and is also in line with the shareholders' interests. Then there was a question about our short term incentive and then especially the KPIs. And I'd like to say the following on that subject. According to our remuneration policy, every year financial KPIs is set. And those are the KPIs that we deem most, appropriate to assess the performance TomTom and to encourage economic value creation for 2020, 2 KPIs were chosen, location technology revenue and free cash flows for the entire company. So we give guidance of these 2 KPIs, and we feel that these 2 KPIs at this moment are the most important criteriums, to assess TomTom. So we won't change the target set at the start of the year, during the year. So we won't do that this year either. With regards to, questions of what the shareholders can hold people accountable for and how the remuneration policy leads to the correct focus on economic value creation. Well, Taco already said something about the targets, but I will repeat that here during the Capital Markets Day in September 2019. We stated the following long term ambition with regards to 2 financial KPIs, a 10% CAGR for the period 2018, 2021, and 15% for the period 2021, 2030. And for the, mid to long term, a free cash flow double digit as percentages of revenue of the group. Sessment will take place over a number of years to see whether our results are in line with this ambition. The question was asked whether remuneration of directors will be reduced temporarily because of COVID-nineteen, while remuneration of the board in light of COVID-nineteen has been the subject of talks within the remuneration committee, and the entire supervisory board we see COVID-nineteen as an exceptional situation. But as we've said before, the targets for variable remuneration will not be adjusted With all that entails. And right now, we see no reason to temporarily reduce remuneration Tom Thomas debt free has very strong balance sheet. And as you've heard previously, has the resilience in spite of the current census to state a cause and to make the necessary R and D investments. So I think that's also an answer to attention item number 1. Which is about not granting variable remuneration. That was a point raised by the VAT as well. With regards to the important question of how we took into account the Contrary vote of 18 percent of the share capital with regards to remuneration policy and especially with regards to the long term incentive plan. I'll answer that now. I'd like to emphasize that we took that vote against group of shareholders in 2019 very seriously. We had an open dialogue with important stakeholders like VEB and your medium, and we use that feedback in defining our policy, which is up for vote today. And we very much appreciate this collaboration, and we hope we'll be able to continue to gain new insights in this way to consider your interests, and to remove any concerns you might have. We've not changed policy with regards to the long term incentive because we are, if they're paying in at this instrument, keeps the interest of the board and those of the shareholder in line and leads to very reasonable results as well. Obviously, we don't want to get ahead of ourselves. And we hope that this year, even more shareholders will be supporting our remuneration policy. I am happy to give the floor back to you, Derek. Thank you very much, Jacqueline. So during the meeting, we have not received any follow-up questions, meaning that I can now continue with the next item on the agenda. Number 9, which is the adjustment of the remuneration policy for the supervisory board members. This is also an agenda item that Jacqueline will further elaborate on. So in the context of the same new law to implement the reviewed EU shareholders directive, the Supervisory Board proposes to amend the remuneration policy. By having a written policy document, which includes all the remuneration elements that are relevant for the Supervisory Board, we will be able to offer more transparency The structure of the remuneration of the supervisory board members has been lastly amended in 2019 with the additional with the addition of an international travel expense allowance. This will remain unchanged and the it will consist of the following components. There will be a, a fixed remuneration per seat in the Supervisory board and, committee, depending, of course, on the position and an intercontinental travel allowance of €3000 per regular physical meeting in the Netherlands. Thank you, Jacqueline. Prior to the meeting, we have not received any questions about this agenda items. So therefore, we can now continue with agenda item number 10, which is the reappointment of Mr. As a member of the executive board. This appointment, is happening because of the fact that the 4 year period, for which he was appointed as a, executive board member in 2016 has ended because of his extensive knowledge of the TomTom business, his year long experience in the way in which he has, basically given shape to his role as a member of the Executive Board, the Supervisory Board has proposed unanimously to reappoint Mr. Anlette Detaye for a new period of 4 years and that period will therefore end after the shareholders meeting of 2024. Prior to this meeting, we've not received any questions about this agenda item. And I would like to remind you, by the way, that you can still cast your votes on all agenda items. And you can also change your vote right until the moment that I have closed the voting procedures. So I do that before I will start with the last item on the agenda, which is any other business. So now we will continue with agenda item 11. Which is the proposal to amend the articles of association of the company. You have all been able to take note of the proposed amendments with the explanations as described in the Tripty that was annexed to the meetings, meeting documents. The most important changes are the following. Firstly, the possibility to also, in the future, organize electronic shareholders meetings, general shareholders meetings that will allow shareholders to attend virtually and also to cast their votes electronically. And second, to bring it in line with the current rules and regulations. So the proposal to amend these articles associations also will entail, granting a power of attorney to employees of the Brown Blackbone Westbrook to have such a deed of amendment of the articles associations executed and to do anything else relevant or necessary for this. For this. And we have not received any questions about this, meaning that we can also continue with item 12, which is the authorization of the management board to have the company acquire its own shares. So the general, meeting of shareholders is proposed to give the executive port a power of attorney to purchase its own shares in the capital of the company under the following conditions: 1, to a maximum of 10% of the issue, share capital per the 15th June 2020 2, at a minimum price of the nominal value of a TomTom share and a maximum price of 110% of the average of the less share prices of the TomTom share at Euronext Amsterdam of the last 5, trade days prior to the day of purchase. And this power of attorney to the executive board to acquire, shares in the own company is requested for a period 18 months and will therefore extend until 15th December 2021. Now we have not received any questions about this agenda items so meaning we can continue with item 13. And so here it is again the, proposal to authorize the management board for a period of 18 months from the date of the general meeting to, issue ordinary shares or to grant rights to subscribe ordinary shares up to 10% of the ordinary shares outstanding on 15th June, right? And this 10% can be used for general purposes. Including, but not, limited to the execution of TomTom's long term burneration or bonus scheme. The, authorization will would extended till 15th December 2021. Also, here, we have not received any questions, so we can continue with agenda item 14, which related to authorization of the management board to, with, of course, the approval, prior approval of the supervisor board to restrict or exclude preemptive rights, for ordinary shares, which can be, excluded or restricted as referred to under the conditions is referred to under AGENIAGEN13. Right? So in this, again, will extend until 15th December 2021. And also prior to the meeting, we have not received any questions about this item. This brings me to agenda item 15. In addition to the previous agenda item, the general meeting is proposed to decide to issue ordinary shares or to grant rights to subscribe ordinary shares up to 10% of the total number of shares outstanding on 15th June, which 10% can only be used in connection with or for the purpose of mergers acquisitions and or strategic alliances. And this would also extend until 15th December 2021. So prior to this meeting also about this question, we have no sorry, about this item. We've not received any questions. Then agenda item 16. The authorization of the management portal restrict or exclude preemptive rights in connection with agenda item 15. And this is to authorize the management board with the approval, prior approval of the supervisory board to resolve or to exclude or restrict preemptive rights of shareholders in relation to ordinary shares. Which can be issued or which rights can be granted pursuant to the authority as mentioned under agenda item. 15 And, so this authority will also extend until 15th December 2021. And we've not received any questions about this before, this meeting. As I indicated before, the, voting for item, which is now. So I would like to kindly request you to finalize your votes. You will have a few more seconds to cast your votes. And given the delay in the webcast, I will wait another, half a minute. Elsiding new. So I hereby close voting. Now let's take a few moments to take a look at the results and to combine them with the powers of attorney that have been issued prior to this meeting. It can take a few minutes for us to count the votes, but we will continue in the meantime with the any other business. And of course, you may ask any additional questions you should have. Number of questions have already been received, before the TomTom has taken note of a tension point number 3 of the VEB, right, to bring down additional positions of Supervisory Management Board members. And given the very broadly formulated 0.4 the obligations for the climate. I would like to give the floor to Harold. Yes, thank you. The VB is asking to give more attention to this in our business model, right? So climate changes and the impacts. So we already told you that we are a leading location technology specialist that you know, shapes mobility by very, very detailed maps, navigation software, traffic information, and services. And the increasing focus on climate improvement in society can also be seen at a large number clients. And of course, it is completely in line with our own mission. And we also see a strong movement at our clients, for example, towards electric driving, right, where routing and our technology play an important role. It's not only about how to get somewhere, but also about, can you actually reach a certain place with the battery capacity available, right? And of course, a very careful and accurate range calculation will contribute to this. And, goal number 11 the UN Sustainable Development Goals has been identified by TomTom, TomTom as being fully in line with our vision to create a safer world without emissions and without traffic jams. Given that we have not received any other questions, me hereby close to any other business. So I would like to propose to take a look at the voting results. We have received the results So here per item, you can see the results and the percentages. So on the slides, we will show them to you per group. Let's start with agenda item 4. So remuneration in the financial year 2019. So 87.12 percent has, voted in favor. For agenda item 5, the adoption of the annual accounts of 2019 we can see that 100% no less of all votes have been cast in favor. So everyone has adopted the annual accounts. Release from liability of the members of, the executive board, also 100% of all votes have been cast in favor and the same applies to agenda item 7, which is of course a discharge of the members of the supervisory board. Again, 100% of all votes cast were in favor, meaning that this proposal is thereby also been adopted. Should we report also the number of people who abstained from voting? Can we go back to the yes to this slide? So for agenda item, 8 then. There were no extensions for agenda item 9, there were 11,014 extensions from a total of more than 87,000,000. And for agenda item 10, there were no extensions. Wait, apologies. I have to go back to the previous slide. Because we had not reached agenda item 8 yet. So first, let's take a look at agenda item 8. We can see that 80%. So 70,356,963 votes have been cast in favor, meaning 80.18 percent, which means that the remuneration policy has been adopted. And as said previously, we will take this result into account when we evaluate our remuneration policy. Then agenda item 19 This item has also been, adopted with 99.94%. And as said, there were, 0.06percent votes against an 11,014 extension. Meaning that this point has also been adopted. And then agenda item 10, the reappointment of Mr. Dittier as a member of the Executive Board has been voted on in favor with 99.92%. Alain, congratulations. And the company, congratulations, of course. Then agenda item 11, which is the proposal to amend the articles of association of the company. I hereby observe that this has also been adopted with 99.94 percent of the votes. There were no abstentions then agenda item 12. The authorization of the management board to purchase its own shares, which of the company, of course, has also been voted on in favor with 99.97 percent with 0.03 votes against 11,014 abstentions. Then agenda item 13 This relates to the authorization of the management board to issue ordinary shares or to grant rights to subscribe for, ordinary shares up to 10% for general purposes. This has also been approved with 99.95 percent. There were no abstentions. Then agenda item 14 concerns the authorization of the management board to restrict or exclude preemptive rights connection with agenda item 13. This is also an item that has been approved with 75 point 50. Apologies. 96.08 percent, no extensions. And then item teen, which is the authorization of the management board to issue ordinary shares of the current rights to subscribe ordinary shares up to 10% in connection with or on the occasion of mergers acquisitions and or strategic alliances. And this item has also been voted for in favor by 79.19 percent of, shareholders, and there were no abstentions. Then during the item 16, the authorization of the MB to restrict or exclude preemptive rights in connection with I agenda item 15. I can hereby observe that this item has also been adopted with 75 point 55 percent of the votes and there were no extensions. I can also report that, of course, a very detailed overview of all the results will be placed on our website after this meeting. Then that brings us to the last point of the agenda, which is the formal closure. Now that we shared the results of the voting with you and that there are no further questions. Apparently, I hereby close the annual general shareholders meeting of Tom, Tom, NV. Thank you very much, all of you for your participation, your tenants and your into your participation. We hope to see you next year.