Morning, ladies and gentlemen. I am Advocate Thandi Orleyn, Chairman of the Board of Directors of Impala Platinum Holdings Limited. It gives me great pleasure to welcome you to the 70th annual general meeting of the shareholders of Impala Platinum Holdings Limited. I welcome the members of the board, management, the service providers, as well as all stakeholders who are present at this meeting. Thank you for taking the time to attend. The notice convening the AGM has been in your hands for the prescribed period. The notice contains full details of all resolutions to be considered at this meeting. I propose that the notice of the AGM be taken as read. Are there any questions or objections to this procedure? We haven't had any.
In terms of the Implats Memorandum of Incorporation, the quorum for a general meeting of shareholders is three members present and entitled to vote, as well as sufficient shareholders present themselves or by proxy, who can in aggregate exercise at least 25% of the voting rights. This requirement has been met, and I declare the meeting to be properly constituted. Ladies and gentlemen, voting will proceed by way of e-voting using the electronic online facility provided, including for shareholders who have attended in person today. Please note that voting can be performed at any time during the meeting until I officially close the voting on the resolutions towards the end of the meeting. You will be able to submit your questions on any resolution throughout the duration of the meeting.
All questions will be answered after I have tabled the last resolution on the agenda, and voting will be closed once the questions have been responded to. I understand that management has also been engaging some shareholders on key matters that are not necessarily the business of the AGM. We encourage regular and ongoing shareholder engagement for issues beyond what today's time has been allocated for. Excuse me. To the extent that any shareholder wishes to raise any matters, please contact Mr. Johan Theron and the investor relations team. For efficient administration, is there any shareholder who, having read the notice, wants to in advance second all the motions to be tabled to avoid unnecessary repetition? Thank you so much. The motions are hereby seconded in advance.
For purposes of the voting, I nominate a representative of the transfer secretaries present at this meeting and the company secretary to act as scrutineers. We will now pause for the transfer secretaries to explain or illustrate the voting procedure.
Thank you. Once successfully authenticated, the home screen will be displayed. There you will see four icons, broadcast, vote, Q&A, and documents, and you can use these to access the webcast, to vote, ask your questions and view any meeting material in the documents folder. The image that is highlighted in blue indicates the page that you have active. The webcast will appear and begin automatically once the meeting has started. There is the voting icon. Under there, resolutions will be put forward once voting is declared open by the chair. Once the voting has opened, the resolution and voting options will appear. To vote, simply select your voting direction from the options shown on the screen. You can vote for all resolutions at once or by each resolution.
Your vote has been cast when the green tick appears, and to change your vote, select "Change your vote." To get to any Q&As, click on the Q&A icon. Only eligible shareholders or proxies attending the meeting remotely are eligible to ask questions. To do this, select that Q&A tab, type your question in the box at the bottom and press Send. To access any documents pertaining to the meeting, click on the documents icon. Thank you.
Thank you. Are there any questions regarding the voting procedure? Thank you very much. There is none. This is agreed. Thank you very much. In accordance with the Companies Act, I hereby present the annual financial statements of the company and the group for the year ended 30th June 2026, including the directors' report, the report of the Audit and Risk Committee, and the external auditors' report. I also present the reports of the Social, Transformation and Remuneration Committee. These reports are presented to the shareholders for noting and not to be voted on.
I would, however, like to draw shareholders' attention to a change in how we deal with the remuneration resolution this year. Following the amendments to the Companies Act, which took effect on 22 May 2026, the remuneration policy and the 2026 remuneration report are now required to be approved by shareholders through ordinary resolutions, rather than the non-binding advisory votes of previous years. We will deal with these resolutions separately when we move to the voting matters. Are there any questions regarding the reports being presented today? There being no questions, this therefore takes us to the next business being ordinary resolution number one. Ordinary resolution number one is the reappointment of external auditors. The first ordinary resolution relates to the reappointment of Deloitte & Touche as the company's independent external auditor, to hold office until the conclusion of the next AGM.
Mr. Ntokozo Nxumalo will serve as the designated auditor for the financial year ending 30 June 2027. The Audit and Risk Committee has assessed the independence and suitability of both Deloitte and Mr. Ntokozo Nxumalo and recommends the reappointment to shareholders for approval. I now propose ordinary resolution one and invite shareholders to cast their votes. Ordinary resolution number two, election and re-election of directors. I now move to ordinary resolutions 2.1 to 2.5, which relate to the election and re-election of directors. Ordinary resolutions 2.1 and 2.2 concern the election of Mr. July Ndlovu and Mr. Lucky Kgatle, who were appointed to the board with effect from 1 May 2026 and are now standing for election by shareholders in accordance with the company's Memorandum of Incorporation. Ordinary resolutions 2.3 to 2.5 concern the re-election of directors retiring by rotation.
Ms. Boitumelo Koshane, Mr. Preston Speckmann and I are retiring by rotation and being eligible, have offered ourselves for re-election. Biographies of all five directors are set out in pages 11 and 12 of the notice of the AGM. I now propose ordinary resolutions 2.1 to 2.5 and invite shareholders to cast their votes on each resolution separately. I move on to ordinary resolution number three, appointment of members of the Audit and Risk Committee. I now move to ordinary resolutions 3.1 to 3.5, which relate to the appointment of members of the Audit and Risk Committee. Shareholders are requested to elect Ms. Dawn Earp, Mr. Ralph Havenstein, Ms. Mametja Moshe, Mr. July Ndlovu, and Mr. Preston Speckmann as members of the committee with effect from the conclusion of this AGM until the next AGM.
Appointments of Mr. Ndlovu and Mr. Speckmann are subject to their election and re-election as directors under ordinary resolutions 2.1 and 2.5 respectively. The board is satisfied that all five nominees have the necessary skills, qualifications, and experience to fulfill their responsibilities as members of the committee in accordance with the Companies Act. I invite you to cast your votes. I move on to resolution number four, ordinary resolution, approval of the remuneration policy. I now move to ordinary resolution four, which seeks shareholder approval of the company's remuneration policy as set out in the 2026 remuneration report. As mentioned earlier, following amendments to the Companies Act, which took effect on 22 May 2026, the remuneration policy is now subject to approval by ordinary resolution rather than the non-binding advisory vote of previous years.
This is the first year in which the policy is submitted for approval under the new requirements. Once approved, the policy will remain in force for three years unless materially amended before then. I now propose ordinary resolution four and invite shareholders to cast their votes. Ordinary resolution five. I now move to ordinary resolution five, which seeks shareholder approval of the remuneration implementation report as set out in the 2026 remuneration report. Under the amended Companies Act, the implementation report must now be approved by shareholders through an ordinary resolution each year. I now propose ordinary resolution five and invite shareholders to cast their votes. Ordinary resolution number six, appointment of members of the Social, Transformation and Remuneration Committee. I now move to ordinary resolutions 6.1 to 6.5, which relate to the appointment of members of the Social, Transformation and Remuneration Committee.
This committee also fulfills the role of the Social and Ethics Committee, as provided for in Section 72, subsection four of the Companies Act and Regulation 43 of the Companies Regulations. Shareholders are requested to elect Ms. Dawn Earp, Mr. Lucky Kgatle, Ms. Boitumelo Koshane, Mr. Preston Speckmann, and Mr. Bernard Swanepoel as members of the committee, with effect from the conclusion of this AGM until the next AGM. Appointments of Mr. Kgatle, Ms. Koshane, and Mr. Speckmann are subject to their election or re-election as directors under ordinary resolutions 2.2.4, and 2.5 respectively. The board is satisfied that the proposed composition of the committee meets the applicable governance and regulatory requirements and recommends the appointments to shareholders for approval. We now propose ordinary resolutions 6.1 to 6.5 and invite shareholders to cast their votes on each resolution separately.
We move on to ordinary resolution seven, general authority to issue authorized but unissued shares for cash. Resolution seven seeks shareholder approval for a general authority to issue authorized but unissued ordinary shares in the company for cash. This authority would allow the board to issue shares for cash at its discretion, subject to the provisions of the Companies Act, the company's Memorandum of Incorporation, the JSE Listings Requirements, and the limitations set out in the notice of AGM. We now propose ordinary resolution seven and invite shareholders to cast their votes. Ordinary resolution number eight. We now move to ordinary resolution eight, which seeks shareholder approval for a general authority for the company for any of its subsidiaries to repurchase the company's ordinary shares.
This authority would allow the board to repurchase shares at its discretion, subject to the provisions of the Companies Act, the company's Memorandum of Incorporation, the JSE Listings Requirements, and the limitations set out in the notice of AGM. The authority will remain valid until the next AGM, but for not longer than 15 months from the date of approval. We now propose ordinary resolution eight and invite shareholders to cast their votes. Ordinary resolution number nine. I now move to ordinary resolution nine, which seeks shareholder approval to authorize any one of the company's directors or the company secretary to take all necessary actions and sign any documents required to give effect to the resolutions passed at this AGM. We now propose ordinary resolution 9 and invite shareholders to cast their votes. Special resolution number 1, approval of non-executive directors' and committee members' remuneration.
We now move to special resolution 1.1 to 1.14, which relate to the approval of remuneration payable to the company's non-executive directors for their services on the board and its committees. The proposed remuneration is set out in the notice of AGM, with each fee category requiring separate shareholder approval. We now propose special resolutions 1.1 to 1.14 and invite shareholders to cast their votes on each resolution separately. This concludes all the matters upon which we are required to vote. I will now allow any questions pursuant to the resolutions tabled at today's meeting to be discussed before closing the vote. Our company secretary will read out any relevant questions. Mr. Kgatle, have you got any questions that have been raised pursuant to the resolutions tabled today?
Chair, strictly speaking, no. No questions relevant to the business of the meeting today, Chair. We do have one very long question, Chair. I am not sure if we entertain it or not. It is on safety and fatality modifier, and the person concerned basically is addressing this to the board directly. It is not relevant to the business of the meeting today, Chair.
Thank you for that. I just would like to explain to shareholders, as I had indicated at the beginning, that matters that are not related to the business of the AGM will not be entertained. Even if it is directed to the board, we will ensure that the relevant board members, for instance, the Chairman of the health and safety committee, will be available to answer any questions that are not within the management's purview. Thank you for the question, and we will take it under advisement after this AGM.
That was the only question I picked up.
Thank you.
Yeah, no worries.
Are there any verbal questions on the telephone line?
We don't have any questions on the telephone line.
Thank you very much. I will now officially close the voting. We will wait for the results of the polls. As all the resolutions have been put to the meeting and voting on the resolutions is complete, it is my pleasure to announce the results of the poll. However, as we have more than 15 resolutions, I will not read them individually. I'm safe to announce that all resolutions have passed comfortably. As I go through and screen, all the resolutions have been passed at over 90%. As I go down to screen, there are a few, but none have passed at below 75%. On behalf of the company and the board of directors, I would like to thank the shareholders for participating in this annual general meeting. It is always a pleasure for us to have shareholders participating either virtually or in person, and we do appreciate your support.
As all the business on the agenda has been dealt with, I declare the meeting closed, and thank you for your attendance.