AGM 2020

Oct 23, 2020

Good morning, ladies and gentlemen. Gives me great pleasure to welcome you to the 16th annual general meeting of the members of the Lewis group, which is being held at your order away virtually. In terms of article 19.6.1 of the MOI, I'm chairing the meeting as chairman of the board of directors. More than 3 members are attending the meeting and present represents 747,932 shares in the company. I should advise that I'm holding proxies and letters of representation in respect of 62,68612 shares as the Missus Recorum is present. I declare the meeting open. In order to ensure that all those, Sorry. I'm going to be off. To ensure that all boats courses this meeting are taken into account. I've determined that the resolution set out in the notice of the AGM will be taken as a poll. For the purpose of the poll, I nominate co computer share, to act as the scrutiny is. Once the voting is opened, voting can be formed at any time during the meeting until the voting of the resolutions is closed. Thereafter, the results will be announced at the end of the meeting. Results will be displayed in real time after I've closed the voting, and I will allow the motions to be discussed after they have been put to the meeting. In other words, after each resolution, any shareholder or appointed proxy attending the meeting, is eligible to ask questions. Message can be submitted at any time during the Q and A session up until the session is closed. If you would type your message within the chat box at the bottom of the messaging screen, we can now proceed with the business of the meeting. The notice of the AGM in respect of the meeting has been in your hands for the prescribed period, and I therefore would like to take it as red. Thank you. I'm informed that we have no apologies at this particular point in time so we can move on to the first item on the agenda. It is the requirement of the company's act 2008 as a member amended that the directors report, the external auditors report, the audit committee report, annual financial statements, and the social ethics and Transformation Committee reports be presented at the annual general meeting of shareholders. But the The directors report is set out on pages 13 to 15 of the annual financial statements. The external audit report is set out on pages 3 to 8 The audit committee report is set out on pages 9 to 12. The social and ethics and transformation report is set out on pages 34 to 35 of the notice of the AGM. Are there any questions specifically in relation to the audit committee report. Okay. If not, the annual financial statements as well as the integrated annual report are available on the company website and copies thereof of formally tabled at this meeting today. Are there any questions in relation to the annual financial statements? Okay. If they're not, we can move on. The social and ethics and transformation committee reports set out on pages 34 to the latest of the AGM is formally table here with. Are there any questions or comments in regard to the social ethics and transformation report? Okay. If not, we can now proceed with methods which require to be voted upon The ordinary resolution number 1 on the agenda, you asked to consider the election and reelection of non executive directors retiring from the board and appointed to the board in terms of the company's MOI. The election of each director will be dealt with on a separate basis So all the resolution number 1.1 is in in in respect to the reelection of, but saving, who retires virotation and is eligible and available for reelection. I recommend the nation of of the nomination committee, propose a reelection in in terms of only resolution of a 1.1. A brief description is set out on page 10 of the notice of the AGM. Has the motion has been proposed, would you kindly vote in respect to the proposed reelection, in respect of ordinary resolution number 1.1. K. Ordinary Resolution number 1.2 is in respect to the re re re reelections Duncan West got to retires for rotation and is eligible and available for reelection. On recommendation of the nomination committee, I propose that can be reelected as a directory in accordance with ordinary resolution number 1.2. A brief description is set out on page 11 of the notice to the AGM. The motion has been proposed. Would you kindly vote in respect of ordinary Resolution number 1.2. Thank you. I will now hand over the meeting to the chairman of the order committee for the next resolution, which is order resolution number 1.3. Okay. Thank you, Mr. Chairman. I've been nominated by the board and the committee to present this and table this resolution as it concerns the reelection of the chairman himself. And, the resolution states that Hilton Saven retires in terms of the memorandum of Corporation is eligible and available for election. On recommendation of the nominations committee, I propose that Hilton Shaven be elected as a director in accordance with ordinary Resolution 1.3. Again, a brief description of Hilton Sabin is set out on page 10 of the notice of the AGM. Are there any questions or comments on this ordinary resolution? In which case the motion has been proposed, and I would now ask you to please vote in respect of the proposed election of Hilton Sabin. Thank you. And I give the baton back to you, Mr. Chairman. Thank you. Thank you, Duncan. We move on to ordinary resolution number 2, which is the election of members of the orders committee. The election of each member will be dealt with separately. As was the case beforehand. So order resident number 2.1 in in which we really definitely, but is eligible for election and as a member of the audit committee on recommendation of the nomination committee, I propose that definitely be re be elected as a member of the order committee. A brief description is set out on page 10 of the notice of the AGM. The mote the motion has been proposed, when you kindly vote in respect of ordinary resolution number 2.1. Organory Resolution number 2.2 is in respect of the key where the designer is available for election as a member of the audit committee. On recommendation of the nomination committee, I'd propose it up to be elected as a member of the audit committee, a brief to description is set out on page 10 of the notice of the AGM. The motion has been proposed, and I ask you kindly to record your votes in respect of order resolution number 2.2. Moving on to order resolution number 2.3,2.3 in respect to Bank and Westcott, being eligible for reelection as a member of the audit committee. I recommend on recommendation of the nominations committee. I propose that that can be elected as a member of the audit committee brief description of bank can be set out on page 11 of the annual report. The motion has been proposed, which you kindly record your votes in respect of ordinary resolution number 2.3. We move on to ordinary resolution number 3. Which is the approval of the reappointment of the auditors. After due consideration, the order committee has nominated price order Coopers to be reappointed as auditors of the company for the current year to 31 March 2021. And the appointment of Tina's summon as a designated auditor for the ensuing year. I propose that price water has been reappointed as the auditors of the company for the current year to 31 March 2021, and that must obtain this time and be appointed as the designated auditor for the ensuing year. The motion has been proposed with you. Kindly record your votes in respect of ordinary resolution number 3. We now move on to the, non binding advisory votes The first one is in respect of the approval of the company's remuneration policy, which is non binding advisory vote number 1. The policy is set out on pages 77 to 84 of the integrated report. I propose the adoption of the non binding advisory vote number 1. Motion has been proposed with you currently record your votes in respect of non binding advisory vote number 1. The non binding advisory vote number 2 is in in respect of the implementation of the company's remuneration policy. The company's implementation report is set up on pages 85 to 92 of the integrated report. I propose the adoption of the non binding advisory vote number 2. Would you kindly record your vote in respect of non binding advisory votes. Number 2. We now move on to the special resolution. The first one, special resolution number 1 is in check of the approval of the fees to be payable to the non executive directors for the period 1st July 2020 until 30, June 2021. The details of the special resolution as well as the reasons for the special resolution are set out on page 5 of the notice of the AGM. The motion has been proposed, which you kindly, record your votes in respect of special resolution number 1. Special Resolution number 2 is in respect of seeking shareholders' authorization to continue to issue further notes under the domestic medium term note program from time to time. The details of the special resolution as well as the reasons for special resolution. I said that'll be paid 5 of the notice of the AGM. I propose the adoption of special resu resolution number 2. As set out in the notice of the AGM authorizing the continuing issuance of notes under the company's domestic medium term note program. This motion has been proposed, and I ask you to record your votes in respect of special resolution number 2. We move on to special resolution number 3, which is in, in respect, general approval to provide financial assistance to subsidiaries and other related and interrelated entities of the group. The details of this special resolution as well as the reasons for the special resolution are set out on page 5 of the notice to the AGM. I propose the adoption of special resolution number 3 is set out in the notice of the AGM. Giving general approval to provide such financial assistance. The motion has been approved, and I ask you now to record your votes in respective special resolution number 3. We now move on to special resolution number 4, which gives the directors of the company and its subsidiaries general authority to repurchase the company shares. The details of the special resolution as well as the reasons therefore are set out on page 6 to 7 of the notice of the AGM. I proposed the adoption of special resolution number 4. And in in in terms of the notice of the AGM, whereby the authority to repatriate shares is obtained. The motion has been proposed. Would you please vote in respect of special resolutions number 4? We now move on to ordinary resolution number 4. Which is in re in respect of, authorizing each and every director of the company to do all such things and to sign such documents that may be next through incidental to the implementation of the resolutions that are passed at this meeting. I propose the adoption of all the resolution number 4 as set out in the notice to the annual general meeting, giving the required authority to the directors to implement resolutions that we pass at this meeting. The motion has been proposed Will you please vote in respect of ordinary Resolution number 4? As all the voting on the resolutions be put before the meeting has been closed, the Results of the poll will be made available and displayed it on the screen. Can I before we we, put the results on the screen, ask if there are any questions of a general nature that any shareholders would like to pose? Okay. If there are no questions, am I correct? Andre? That is correct, Jay. Okay. If you would be so kindly as to oh, sorry. We do have one now. From now around. Do you expect to publish interim results around 20. Remember, as this was the case last year, please comment on how trading conditions are currently, and your outlook for the key you in trading period. I'm I'm gonna pass that on to our CEO, Yohan, if if if you wouldn't mind just making a comment on that. Yes. Thank you, Jade, and thank you for your question, Neil. You're absolutely right in saying that we will be publishing our results on the on the 25th of of November, Neil, and just maybe to comment on the trends that we have seen since we've reported results. We happy to share with you that sales momentum actually, carried us strongly through the months of June, July, August, September, And we can also report that the sales increased numbers that we reported to the market for quarter 1, maybe just a bad track, we basically shared with the market that sales increased by 22% for June, a very strong July followed with the merchandise sales increase of 17%. And what we can share today is that the sales trends that then continued through August, September, through through August, September, and October is very similar even slightly stronger than what we've seen for the month of July. On the collection front, Neil, we're happy to share with you that the collection trends that we've seen in June July. We've also carried through in the, in, in, in the 3 months following that. And and and and we are quite satisfied with where we are at from a trading perspective at at this point in time. So, so, although we believe that things will will become tougher in months to come, we we we we are really pleased with our trading results as a since we opened our doors again for full trading from June onwards. Thank you, Johan. Are there any other questions? Okay. If there are no other questions, can I ask the, scrutineers if you would just show the results of the, of all the voting? Results will come up momentarily, check. No problem. Thank you for that. Jay, we do have a new question that's come through. Okay. Would you put the question up? Yeah. Okay. So from now, again, have you made further share repurchases since the last sentence? You know, and you can confirm. I'm I'm not aware that we have. Yes. Uh-uh. We we we we have been successful in terms of acquiring after a further 500,000 shares after the last things that we have issued. Oh, afterwards. And and and maybe just to give give an update then. So the total shares that we have repurchased, under the current current mandate imply and settled at 3,200,000 shares, which is 4.1 percent of the shares in issue at the point when we actually started this buyback program. And that's it. So I think it's also important to note that, this entire program actually keeps off during October 2016. And over this 44 year period, we've now been successful in the purchasing and cancelling close to 13,000,000 shares. I hope that that answer your question here. So so, Yohan, just to, just to clarify, the the those 500,000 were brought subsequent to our last sentence announcement. That's good. Thank you. Thank you. Are there any further questions anybody would like to pose? Okay. If not, thank you. Could we just put the results of the voting? Okay. Thank you. So I, I don't propose to go through all the voting in actual fact, but we can see the, sorry. I'm just going to Okay. Is that all the voting and actual fact that we have on on the screen? That's great. Okay. Thank you very much. So so as we can see, the, The voting is as such as as appears on the screen. I'll leave it there for a few minutes for people just to just to have a look at the actual results itself. Sorry, Chad. Now has another question that came through? Yeah. No problem. Okay. Are you still able to buy now, or do you do you have to wait until next results? No. No. We we we we we actually went through the through the necessary steps of enable us to continue with our buyback process. So as things speak, we are in the market, and we are still buying back shares. Okay. Any other questions, anybody would like to ask? Okay. There's no further business. I'd like to be maybe meeting for those, and thank you all for attending. Thank you very much. Thank you.