Good morning, ladies and gentlemen, and a very warm welcome to the extraordinary annual meeting of the shareholders, which we are holding in hybrid format. Today's purpose is to engage with regards to the proposed broad-based BEE transaction. I'd just like to start with some opening remarks. What is clear at Absa is our commitment to being an active force for good and creating long-term value for all our stakeholders. It is in the spirit that I'm pleased to propose for you, for your vote on our new broad-based Black Economic Empowerment transaction. The details of the transaction are contained in the shareholder circular, which we issued on the 2nd of May. I will only touch on the key highlights.
The transaction will make up 7% of Absa's issued share capital, comprising a 4% Corporate Social Investment Trust, which will be a perpetual ownership scheme, and a 3% staff trust, which will vest after years. The beneficiaries of the Broad-Based BEE transaction will be broad. The CSI Trust will provide education and youth unemployment benefits. This it will provide to a broad range of beneficiaries, from previously disadvantaged communities, across South Africa. The staff trust will benefit all of our approximately 26,000 employees in South Africa, with our approximately 20,500 previously disadvantaged colleagues, receiving a 20% higher allocation. The transaction will benefit Absa by sustainably enhancing our Broad-Based BEE credentials.
This we will do by increasing our black equity ownership from the current 17.44% to above the 25% threshold, set out in South Africa's Financial Sector Code. Also, it will contribute approximately 6.75 additional points to our broad-based BEE scorecard, leaving Absa sustainably with a level 1 BEE rating. We're excited about the long-term economic and social benefits of this transaction, and the potential that it brings to achieve shared prosperity, and also inclusive growth for the benefit of all our stakeholders. Now, I would like to outline the following process, in case any shareholders have any questions to ask.
The circular to Absa shareholders regarding the proposed 7% BEE structure, equating to a transaction value of approximately 11.6%. The notice of the extraordinary general meeting or any other matter tabled at this meeting. To the extent that there are any questions, if you are attending in person today, and you are in the room, please raise your hand to ask your question. If you're attending virtually and wish to ask verbal questions, please raise your hand on Teams, and if attending via the shareholder platform, please send your questions now by selecting the Q&A icon at the top of the screen and then typing your message with the chat box.
Within the chat box, at the bottom of the messaging screen, and then follow up with a send. Press and send. Shareholders require an invitation code to access the shareholder platform, and this would have been provided in advance upon online registration through the Computershare Virtual Meeting Services platform. This we do by clicking on the Absa logo. I shall either respond to the question posed or direct the question to the appropriate respondent. Shareholders are also referred to the virtual hybrid settings meetings, sorry. Shareholders are referred to the Virtual Hybrid Meeting Shareholder User Guide, which is available in the documents folder once the meeting has been accessed from the Absa AGM 2023 shareholder portal to participate in shareholders.
The user guide would have been emailed to shareholders after they've received their access credentials. With that process in place, at this point, maybe I should start with just, you know, highlighting that these proceedings are recorded and are broadcast via live cast. With me in attendance, Chairman of the Social, Sustainability and Ethics Committee, Francis Okomo-Okello. The Chair of Group Audit and Compliance Committee, Tasneem Abdool-Samad. The Chairman of the Group Remuneration Committee, Rose Keanly. Our Lead Independent Director, Nonhlanhla Mjoli-Mncube. Our Group Chief Executive Officer, Arrie Rautenbach. Our Group Financial Director, Jason Quinn. The Group Company Secretary, Nadine Drutman. Ari and Jason are available to answer any questions pertaining to the broad-based BEE transaction.
Other board members are also available to answer any questions pertaining to the topic that we're discussing today. We also have members of the transaction team in attendance to answer any questions pertaining to the transaction. We have Mark Andonovic, Andonovic, who is our Lead Transactor, and also our legal representative, Jason Janse van Vuuren. We've got two Jasons in the room here. Members of the media will be attending the EGM via live webcast. They will be attending in a guest capacity as opposed to shareholder capacity, and will not be able to pose questions during the course of the AGM.
However, the Absa Group Media Relations team will facilitate any responses to questions following the formal conclusion of the AGM. It is important to allow us to finalize the voting and have the results audited before the outcomes are communicated. In terms of our notification to shareholders, we notified them of the proposed broad-based BEE transaction via SENS on the 31st of March, 2023. Shareholders were also notified of the posting of the circular, the post of the circular to the proposed B-BBEE transaction, together with the signing dates and times of the EGM via SENS, on the second of May, 2023. We have received a circular regarding the proposed B-BBEE transaction and notice of EGM.
These were all available on the website from the second of May, 2023. In addition, shareholders were notified by way of a SENS, a further SENS on the 25th of May, reminding shareholders of the details as to how to join the EGM using the virtual channel. We have six resolutions on matters to be voted on before the shareholders' meeting today. These are four special resolutions which require a 75% vote. two ordinary resolutions, one of which requires 75% vote, whilst the other requires a 50% vote. Now, I shall turn to the business of the meeting to consider the resolutions that I've mentioned.
I would just like to repeat that the notice of the extraordinary general meeting was sent to all the shareholders within the prescribed period, as required by the Companies Act. I take the notice of the meeting as read, and I'd also like to confirm that we have a quorum, with over 78% of the shareholders are represented at this meeting. It is at this point that I'm going to welcome any questions that shareholders would like to pose. Are there any questions in the room? No. Are there any questions online, Nadine?
Just checking now. I don't see any questions.
Anything on Teams?
There are no questions on Teams, too.
Okay. In the absence of questions, let's proceed with the business of today, which is to vote the resolutions that are mentioned earlier.
Voting on all resolutions, obviously, was open at the start of the meeting on the shareholder platform. Once the voting has opened, you click on the Vote icon at the top of the screen. From there, the resolutions and voting choices will be displayed. To vote, you simply select your voting direction from the options shown on the screen, and a confirmation message will appear to show that your vote has been received. To change your vote at any time in the meeting, click on Change Vote link and simply select another direction. Voting can be performed at any time during the meeting until I've declared the end of the meeting that all voting on all resolutions has been closed. At this point, your last choice will have been already 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 a technical interruption or break in your connectivity. Voting results for each resolution will be displayed after voting has closed. For the purpose of the virtual voting process, I appoint as scrutineers the representatives of Computershare Investor Services Proprietary Limited, who are the company's transfer secretaries. We shall now proceed with the business of the meeting, which is voting on the, on the resolutions.
The circular to Absa ordinary shareholders regarding the proposed 7% broad-based BEE transaction, equating transaction value of approximately ZAR 11.6 billion of the Absa Group Limited, including the directors' recommendation and report of the independent report, reporting accountants, has been published to shareholders and are available on the company's website, www.absa.africa. If there are no further specific questions from shareholders, I declare that the meeting has noted the circular and proposed the transaction together with the reports aforementioned. We shall now proceed with the voting and start with the special resolutions. Remember that the percentage of voting rights required to pass any of these special resolutions is 75%.
We shall move on to special resolution number one, which is increase of authorized company ordinary share capital. I think the explanation has been given to the shareholders, so I shall now put the motion that the proposed increase of the authorized ordinary share capital, as reflected on page 64 of the shareholders' notice, be approved accordingly. Will you kindly indicate your vote in respect of special resolution number one? Special resolution number two refers to the approval of the amendments to the Absa Memorandum of Incorporation. It is a requirement by the Companies Act that the amendments to the MOI of the company be approved by way of a special resolution.
The reason for this special resolution to amend the Memorandum of Incorporation to be in effect and reflect the increase in authorized shares of the company as contemplated in special resolution number one above. This is subject to a special adoption of the special resolution above. Full particulars of the MOI amendments are included in page 34, paragraph 8.2 of the circular to shareholders. I shall now put the motion that the MOI amendment, as reflected on pages 64 and 65 of the shareholder notice, be approved accordingly. Please indicate your vote in respect of special resolution number two on your device. We shall move on to special resolution number three, which deals with financial assistance, pursuant to Section 44 of the Companies Act.
This section regulates the provision of loans and other financial assistance, by a company to persons for the subscription of securities in that company. The reason for this special resolution is to comply with the requirements of Section 44, insofar as any action or step taken by the company pursuant to the implementation of the proposed BEE transaction, including, without limitation, the preference share funding, constitutes financial assistance pursuant to Section 44 of the Companies Act. Full particulars of the provision of financial assistance are included on page 35, referring to paragraph 10.2 of the circular to the shareholders. I shall now put the motion to authorize the company to provide preference share funding, financial assistance to persons to subscribe shares in the company in terms of the proposed BEE transaction.
Will you kindly indicate your vote in respect of special resolution number three on your device? Special resolution number four refers to the issue of shares pursuant to Section 41 of the Companies Act. Section 41 of the Companies Act regulates the shareholder approval for issuing shares in certain cases, to a related company and/or director and/or prescribed officer or nominee thereof. The reason for this special resolution is that the executive directors and prescribed officers will participate in the South African staff scheme alongside other staff. Full particulars of the issue are included on page 34, paragraph 10.1 of the circular that was disseminated to shareholders. I shall now put forth a motion to authorize the company to issue,
To issue shares to NS114005 through which such rights in relation thereto are issued to executive directors and prescribed officers who will participate in the South African staff scheme alongside with other staff. Would you kindly indicate your vote in respect of special resolution number four on your device? Shall move on to ordinary resolutions. Please note, as earlier stated, ordinary resolution that requires 75% of the vote in terms of the JSE Listings Requirements. That's rule 5.51(G). Ordinary resolution number two requires a 50% plus one vote.
Let's move on to the ordinary resolution number one, which requires a 75% vote, which deals with a specific issue pursuant to paragraph 5.51(G) of this JSE Listings Requirements. The reason for ordinary resolution is to give the board specific authority to issue a specific issue of 46,626,228 unissued up shares following the adoption of special resolution number one to NS114005 for cash. In terms of the JSE Listings Requirements, a specific issue requires by way of ordinary resolution, achieving a 75% majority of the votes cast in favor, but excluding participants in the specific issue of the executive directors and their associates who are related parties in terms of the JSE Listings Requirements.
Accordingly, the votes of NS 114005 and the executive directors being Mr. Arrie Rautenbach and Mr. Jason Quinn, will be excluded. Full particulars of the specific issue are included on page 34, paragraph 10.1, of the circular to shareholders. I shall now put the motion to authorize the company to issue specific shares be approved. Would you kindly indicate your vote in respect of ordinary resolution one on your device. We'll move on to ordinary resolution two. This deals with general authorization.
The reason for the ordinary resolution is to authorize any director or the Group Company Secretary to carry out, execute all documents and do all such things as he or she may, in his or her discretion, consider necessary or appropriate in connection with, and to implement and to give effect to the special and ordinary resolutions set out herein. I shall now put the motion that the general authorization be approved. Kindly indicate your vote in respect of ordinary resolution number two on your device. All right, that deals with all the resolutions that came into vote. As indicated earlier, you are able to do some last-minute changes, but if you wish to do so, please do so now, because the voting will close in the next few minutes.
We'll just wait for the outcomes of the votes. Wait, I suppose. Yeah.
Just check if it's visible.
It is visible from where I am. Special resolution number one, 98.59%, so it passed. Special resolution number 2, 99.4%. Special resolution number three, 98.59%. Special resolution number 4, 98.54%. Ordinary resolution number one, 99.36%. Ordinary resolution number two, 98.59%. All the resolutions pass. I'd just like to take this moment to thank shareholders and the directors for making the time to be present at this meeting. Thank you very much and all the best, and enjoy the rest of your Friday and weekend. Thank you.
Thanks, Chair.