Good morning, ladies and gentlemen. By way of introduction, I'm Hubert Brody, Chairman of the Board, and I'm pleased to welcome you to the Woolworths Holdings 2024 AGM. This meeting is somewhat more significant for me, given that it will be my last AGM as Chairman of the Woolworths Group, as I will be retiring from the Board after this meeting. So, a special thank you for joining us today, both here in person and to those joining us virtually. We have once again opted to host this AGM as a hybrid meeting, in line with a hybrid meeting approach. Attendees in person will be able to ask questions by first raising your hand, and attendees who have joined online will be able to post their questions online. Please bear with us as we navigate these hybrid meeting channels.
Turning to the business at hand, I understand that a quorum is present, and accordingly, declare the meeting duly constituted. Joining me here today on stage in the auditorium are, on my left, our current Chairman of the Audit and Treasury Committees and our incoming Board Chairman, Clive Thomson. Good morning, Clive. Roy Bagattini on my right, the Group CEO, and Chantel Reddiar, the Group Company Secretary. In addition, welcome to our Board members present here in the room. We have our Group FD, Zaid Manjra, and Sam Ngumeni in his recently appointed capacity as the Food CEO. And welcome to our remaining directors who are present virtually.
Pinky Moholi, our Lead Independent Director. Lwazi Bam, who, subject to the confirmation of his appointment as an Audit Committee member, will assume the roles of Chairman of the Audit and Treasury Committees with effect from the conclusion of this AGM. Christopher Colfer, joining us from Australia. Rob Collins, recently appointed Chairman of the Risk, Information, and Technology Committee. Belinda Earl, Chair of the Sustainability Committee. Thembisa Skweyiya, who chairs the Social and Ethics Committee. And Itumeleng Kgaboesele and Lulu Gwagwa, our recently appointed new non-executive directors. We also welcome representatives from our legal counsel, Webber Wentzel, our external auditors, KPMG, and our designated Lead Audit Partner, Mr. Edward Bester. I'd like to take a moment to thank David Kneale for his significant contributions to the Board during his tenure. Having turned 70 recently, David Kneale retired from the Board on the 30th of September 2024.
Before we commence with the formal business of the meeting, I'll outline how the meeting will proceed in the hybrid environment. Similar to last year, we will open the floor to questions at the start of proceedings. This is your opportunity to raise any questions you may have on any of the resolutions or any general questions that relate to the Group or its performance. For our attendees in the room, please raise your hand and a microphone will be brought to you so that you may ask your question. Please wait for the microphone before asking your question in order for online attendees to be able to hear you. Online attendees can also post their questions online, and Chantel will read them out at the appropriate time.
When all questions have been answered, I will proceed with the tabling of all the resolutions that are the subject of this meeting. Please ensure that you ask any questions you may have before we proceed to the voting section of the meeting. Shareholders will be able to vote on any of the resolutions at any time, and you do not have to wait for each resolution to be tabled. Voting will close after all the resolutions have been tabled. I will advise you just before the voting closes. I will then announce the voting results, and the meeting will close. Turning to the voting process, I consider it appropriate and therefore direct that voting on all the resolutions will be by means of a poll. Chantel will now explain how to participate and vote.
Thank you, Chairman. Good morning and a warm welcome to everyone joining us today. For our online attendees, you can use the message tab on your screen to post a question. As indicated by the Chairman, this functionality is already live, and so you're welcome to begin posting your questions already. And now onto the voting mechanisms for today. If you have registered as a shareholder online, you will also be able to see a voting tab on the top right corner of your screen. To vote, simply select your voting direction from the options shown on your screen. A confirmation message will appear to indicate that your vote has been received. You are still able to change your vote if necessary before the voting closes. And to do so, simply go back to the relevant resolution and select your revised vote.
If at any time you experience any difficulty, you are able to get assistance by selecting your preferred method to connect at the bottom of the screen. Electronic voting devices have been issued to shareholders who are attending in person. Please follow the instructions given at registration to key in your vote on the resolutions table. If you require any assistance here in the atrium, please raise your device at any time, and one of our team members will come through to assist you. That concludes the briefing, Chairman, so I hand back to you.
Thanks, Chantel. As a reminder to shareholders, the total percentage of exercisable votes represented by those present or by proxy at this meeting that must be exercised in favor of the resolutions in order for these to be passed or endorsed as follows: For ordinary resolutions one to four to be passed, a majority of 50% plus one vote required. Then on binding advisory resolutions one and two must be endorsed by at least 75% of the votes exercised. We have had extensive engagements with shareholders. Any of these resolutions do not achieve the required support. We will extend a further invitation to shareholders to engage with us as required under the JSE listings requirements and the King Code. And then for special resolutions one to four to be passed, a 75% vote or more is required. We will now proceed with the meeting.
The notice convening this AGM, as well as the summarized group results for the year, were made available on the company's website and is distributed to shareholders within the prescribed timelines. Consequently, the requisite notice required in terms of the Companies Act and the company's MOI has been given. Does anyone object to the notice of meeting being taken as read?
Chairman, there are no objections received, and therefore we can proceed.
Thank you, Chantel. You will be familiar with the resolutions being tabled before you today and the activities of the Group for the year under review. These are described in your notice of AGM, and you may have read through our detailed integrated annual report. We will take questions both from the online platform and from attendees in the atrium in no particular order. We will then close the Q&A session and proceed to the voting. Chantel, I see we have questions online, so maybe we can start with that. There's no hands up.
Thank you, Chair. So the first question is from Bradley Sept. There has been a lot of negative publicity around on-demand delivery drivers recently. Can you please comment on the treatment of your drivers?
Okay, thank you. I'll ask our CEO to respond to that, Roy.
Yeah, well, thanks. Let's get straight into it. Thanks for the question. I mean, I guess I'll start by saying that Woolworths is a very values-centric company, and the way we live our values is integral to everything we do. And that, in fact, extends to our partners, our suppliers, and certainly it covers what we do with our drivers in Woolies Dash. We do have an arrangement with a company called OneCart, and they are essentially the major providers of drivers to us. And our employment conditions. We have strong oversight of all of those employment conditions, but also importantly, we have a code of conduct, a code of practice that they need to comply with, and we evaluate and verify that on an ongoing basis.
I do think, though, it's worth mentioning here that we have a slightly different approach to the way we manage our driver fleet in the on-demand channel. And it is clearly the objective, in a way, of trying for on-demand, for online on-demand, to try and get as many orders out as you can in a day. And that sometimes does lead to reckless and sort of types of behavior, particularly amongst drivers and so on. We have that different approach. We basically forecast demand, and we plan ahead of time our demand. We have something called delivery slots, which sometimes I know frustrates some of our customers because they can't get enough deliveries or deliveries done within the next hour or so. But that enables us to basically in advance plan the deliveries and then allocate them to drivers.
That enables us to specifically avoid any reckless behavior. That's an important start, first and foremost. When you look at the way we compensate our drivers, I would say they're absolutely above industry levels of compensation. In fact, the compensation goes beyond just what they merely receive for their deliveries and the hours that they work. All drivers have leave benefits, they all have third-party insurance, and they have opt-in insurance around a number of other things like medical aid and the opportunity to buy parts for their bikes, etc. We also allocate or we sort of allot safety equipment to drivers. We provide them with protective clothing, we provide them with a helmet, and we also sort of do the installation of the cold box on the back of our drivers.
You'll know that we're the only retailer that has a cold chain that extends into the drivers, and so we basically are able to keep the temperature of the product where it needs to be from store all the way to your door. So those are some of the things that we do that we really feel really put us ahead when it comes to the not only the quality and caliber of our drivers, but also the treatment of our drivers. I think what's also worth mentioning is that our drivers also get access to fairly heavily discounted Woolies product, which is also a significant benefit to them. We treat them like employees in that regard.
And then finally, the concept of electric vehicles is also something which is well under development, and the idea of us being able to bring electric bikes to our driver fleet not only reduces the cost of maintenance and repairs, etc., but is also obviously a positive from a carbon emission perspective that we bring into the market. So there are several things that I can go on talking about, some of the specifics, but we do approach it quite differently to some of our competitors, and to that of our competitors, and we feel we have more of a sustainable solution in place over here. It's an area that I think does require appropriate and good focus going forward.
Thanks, Roy. On the positive side also, when it comes to online and instant delivery, it is a new source of employment, and in that sense, it's economically positive.
That's true, Chair. I mean, I think we've created over just over 2,000 new jobs in this space, and every store that we open up, there's hundreds more jobs that we sort of add into the mix. And it's important that those are sustainable. And when I say sustainable, they're not only in terms of specific employment, but they're sustainable in terms of the people that go into those jobs. They want to stay in them because their well-being is well regarded and appropriately compensated for.
Thank you, Roy. Chantel, more questions online?
Yes, Chair, there are. So the next question is from Bradley Sept, again. Why is your food inflation so much higher than your peers in the industry?
Okay.
Yeah, no, I mean, it is, but I think you'll know, and if you sort of study us a little bit, you'll notice always that our inflation sort of ticks up at a slower rate than that of our peers and comes down at a slower rate than that of our peers. And that is fundamentally a consequence or a function of our exclusive partnerships with our suppliers. So we sort of hold prices for longer, and then obviously they come down over a period of time on a slower basis. So that's the one element. But what really is underpinning the inflation that we see in foods is that the extent of our product that has been sold at full price is really what's driving the inflationary number there.
But having said that, a couple of years ago, we sort of committed to investing very significantly behind price in a number of key categories. And we've invested, we committed around ZAR 750 million worth of investment to be made in price to not only shift pricing and make it somewhat accessible in certain categories, but to shift perception around pricing for Woolworths as a brand. We've invested now close to ZAR 1 billion in pricing, and that has actually obviously shifted perception very significantly for us and has also increased penetration or buying into certain categories that some of our customers weren't buying into to the same extent. But it is notable that when you look at our sales performance, let me just put in a bit of a plug for our team here. Our sales performance in the food space isn't really underpinned by inflation.
It's underpinned by, I would say, the excellent execution of very well-considered strategies in that space. So we have a phenomenal capability in our foods group that really sets us apart as a business. And we are delivering the best like-for-like sales in the sector, notwithstanding some of the other things that you might read in here. But we really are doing that, and we're growing our market share simultaneously. So thanks.
Yep, underpinned by fuller baskets and more feeds in our stores. Yeah. Chantel, next question. There's no hands up in the room at the moment, so we'll continue with the online question.
There is a hand up there.
Okay, let's do that. Yes.
Good morning, Chair. Good morning, Board.
Good morning.
My name is Krishma Bhoolia. I'm from Just Share. In a recent engagement with Just Share, the Woolworths Holdings team acknowledged that your Scope 3 emissions are underreported, and this was noted to be a data availability issue that is going to be resolved in your 2025 sustainability report. Woolworths Holdings has championed various sustainability initiatives across your food as well as your fashion business streams. However, from a stakeholder perspective, it's been difficult to track the impact that these are having in reducing the carbon intensity of your value chain. Given the expected improvements in data availability, could the board give us a clear indication and timeline of when we can expect to see a Scope 3 reduction target that can be tracked against real-world emissions reductions? Thank you.
Thank you. I suggest we ask Belinda Earl to maybe take that question first. Belinda will be available online. Belinda is the Chair of our Sustainability Committee, and then we also on standby have Feroz Koor, who operationally runs that unit in the business. Have we got Belinda available online?
Hi. Yeah, good morning. Thank you very much for the question. And as you quite rightly say, we are progressing really well on our Scope 1 and Scope 2. On Scope 3 emissions, we're working very, very closely with our supply base in terms of improving our data disclosure. And that's really where we are very much focused at the moment in terms of working with our suppliers to actually be able to identify the detail and the data behind it. As yet, we still haven't set ourselves a timeline because it's a fast-moving, changing environment. But our disclosures are becoming more and more robust, and that's the data behind this area of work at the moment. I'll pass on to Feroz to see if he wants to add any more detail to this. Feroz.
Why don't you go ahead, Feroz?
As disclosed in the engagement last week, it's an ongoing process. We require some time to settle on what we would define to be a baseline. And once we're comfortable with the baseline, we'd be in a position to set a reduction target. Right now, we do have a science-based target for Scope 3 known as an engagement target, where we have undertaken to engage with our top suppliers to get them to set their own reduction targets, and we're proceeding very well in that regard. So we've got many of our key suppliers who have set their own science-based reduction targets. So it is a changing and a fast-moving landscape, but we'd require a few reporting cycles before we can confidently say that we are comfortable with our baseline before setting a reduction target.
Yeah.
Thank you, Feroz.
I can just close out on that. I mean, so absolutely, the benefit of having a very specific target, we understand and appreciate that, and we need to try and get there a little sooner. As you know, our Scope 3 numbers were informed by at a particular point in time. There is extensive more information available, data available to us holistically now as we look at our Scope 3 impacts. And so it's really pulling all that together, creating a baseline, which we're in the process of doing, and we're not too far away from, but then on that basis to be quite specific about our impact and consequent reduction targets there. So I guess it's going to be a couple of years, another two years or so, maybe two to three years before we get there. But it doesn't mean we're any less committed, obviously, to that.
And we continue very heavily focusing on what Feroz has called out, our engagement with our suppliers and their suppliers to sort of enroll them more fully in more of a science-based approach to dealing with and managing carbon emissions.
Thank you. Please take one from the room, and then we'll go back online.
Morning.
Ian Burkock, Individual Shareholder. How many different standalone store formats are now running? WCellar, WCafe, Absolute Pets, etc.? And how are they doing, and what is the future plan in that regard?
Sure. Roy can.
Yeah, thank you. Yeah, I mean, it's a great question because when you start to sort of experience Woolies of today versus perhaps the Woolies of 10 years ago, there was, and fashion, there is a growth in these new formats because, first and foremost, we believe these formats provide us access to customers that we don't typically have in the brand today. So if you take a look, for example, at our WCellar, which is an alcoholic beverage sales opportunity format, we've started implementing those. We have about 20 of those across the country today, and they sell not only the curated wine offer but more elevated spirits and beer offerings as well in a more elevated service and experiential way, typically. So they're not what we would like to define as bottle stores. They really are a more elevated experience for the consumer there.
We still retain our selling of wine in the alcove in our stores as well. We have a fairly significant share of wine across the market today, just over 20% of the wine share in South Africa. But obviously, our customers do spend a fair amount on alcohol beverages, and we'd rather them spend it with us than perhaps with one of our peer groups. So that's partly why we've gone down this track. So that's one of the new exciting formats. In addition to that, we've really seen the opportunity in what we call expand for more space in what we call food services. So when it comes to cafes, Woolies Cafe, Woolies Coffee, Woolies Coffee Carts, Now Now as a more immediate consumption opportunity are all new growth opportunities for us that we're expanding into.
Our Now Now concept, I'm not sure if you've been able to experience one. We just opened one a couple of weeks ago in Cavendish. We have one at the V&A. We have one at Canal Walk. We have one at Sandton City. So just really a handful to test the concept, fine-tune it, and expand it. We have about five now, but with the possibility of more than 100 across the length and breadth of the country. Similarly, with our coffee, we have over 400 food stores, but we've got coffee and cafes really available in about 100. So a significant runway there for us to continue to open these formats there.
Our cafe and taking the cafe concept a little bit further, if you get the opportunity to maybe go and experience our Waterstone Precinct, you'll see the cafe there is a slightly more elevated, significant sort of step up from what you would typically find. And we're looking at taking that as a concept more broadly across the country. But again, it brings customers into the store, not only into the brand, which is very important. We've also gone into pet as a format. Pet care, the pet care strategy has been sort of constructed on the basis of the opportunity in pet. There's a significant amount of spend going behind pet and pet care, not only here in South Africa but globally, and that trend has continued.
We've always had a small pet business, but we recently, in the last year, acquired a small, well, the leading independent pet care company in the country called Absolute Pets, and they're now part of our business. And that has really catapulted us to be the leading pet care player in the country as far as pets are concerned. And we see that continue to expand going forward. So within the food space, there's a range of new formats, different formats. But at the same time, we've done quite a significant shift in what we call our store of the future, which is really changing the way the Woolies customer experiences food shopping. So we've actually rolled out about six of those new stores, and we're going to be retrofitting some of our existing fleet.
But going forward, we've got a new concept as to how to shop food, and that's also a new format. What you find in the Woolies environment is that we are heavily traded per square meter, and the need to expand stores and make them bigger, but at the same time, reinvent them and innovate is very important to us. So we're going down that track. So a lot happening in the food space, really dialing up categories like bakery and some of the protein categories that we typically have never afforded the space. So our formats will begin to change on that basis too. In addition to that, on the fashion side of the house, we've gone down the track of really taking the best that we have, the curated Woolies assortment, and put it into a much smaller footprint, basically.
Something that is around 300-400 sq m is the average size, but ideally around 300 sq m versus the typical 2,000-plus sq m big box Woolies store, and that gives us an opportunity to take Woolworths as a brand to places that we typically wouldn't go because we don't see the opportunity to put down a big box store, but we give opportunity now to customers that don't typically come into the brand to experience the brand in parts of the country, which is pure white space for us, so we have about 30 of what we call WEdit. It's an edited version of the best of Woollies, and we're rolling that out as we go forward.
So there's a range of new formats that are coming, and there are a couple more that we're testing in the pipeline, but with the fundamental sort of objective of bringing more people into the brand and driving growth. What is very interesting, if I can just, Chair, just mention this point too, but we've taken a lot of these formats, and we've housed them under a structure called ventures, W Ventures. So they're all smaller. Well, some are not that small. They're over ZAR 1 billion already to us, but they are managed in a much more different way to the way we manage the core business. Because you may appreciate that a small idea or a relatively smaller idea in a big foods business doesn't always get the priority.
So we've actually pulled out some of these very strong growth opportunities we see and housed them in what we call W Ventures. And we manage that structure much more entrepreneurially, much more with a greater level of agility, a lot less bureaucracy. And that is actually enabling us to grow. I mean, the ventures component of our business is growing somewhere around 20%-25% a year and has been for the last few years. And we expect to see that going forward. One final point that I haven't mentioned that is absolutely worth mentioning is in our beauty space, we're testing a standalone concept. We are now the market leaders in beauty. Woolworths is now increasingly considered to be the destination for beauty shopping in the country.
If you go to certainly some of our biggest stores, our flagship stores, whether it's Cavendish, Canal Walk, certainly V&A in Cape Town, there are Sandton and others and Mall of Africa, etc. When you go there up in Gauteng, etc., Gateway in KZN, you'll start to see a beauty offering, a holistic end-to-end beauty offering that really rivals anything else in the market. There was obviously a big dynamic shift in the market when one of the other players sort of ended up, I guess, losing their way, one can say. We stepped into the breach and were able to capture a lot of that. Our beauty business has actually doubled in size over the last three to four years, and we expect it to double again in the next three to four years.
Julie, who heads up our beauty business, is under no sort of illusion around our expectations around that. We've also just, by the way, just a quick one for your benefit, is we've opened a small beauty manufacturing facility in Cape Town to produce W Beauty products. So of our beauty offering, W Beauty, our own private label brand, represents about 30% of the total offering and growing at quite a phenomenal rate given the credentials that we have, particularly in some of the categories within beauty and in that space. So very exciting opportunities, and it's important for a company like ours to continually innovate and test. Some of these things may not work, and we're totally okay with that, but we want to keep trying and testing and seeing what really works for our customers at the end of the day.
So that's the sort of thinking behind it. But thank you for the question.
Thank you, Roy. Let's do online a couple of questions.
Thank you, Chair. The next online question relates to GBJ. It comes from Alison Davies, and Alison asks, "Can you elaborate on the recycling of packaging of food products and the capacity of sites in South Africa to actually recycle the products?
Thank you. I think I'm going to pass to Belinda, and Feroz could also maybe if you just could give him a microphone as well. But Belinda, good to answer that?
Thank you very much, Chair. Thank you, Alison, for the question. This is an area where we're constantly working in terms of the trade-off between ensuring that our products have the longest shelf life, but equally that we're very mindful in terms of the packaging that surrounds our products. So in this area, we're very, very active. We're constantly looking, as I say, at our processes and our value chain. In fact, we've had a number of areas this year where we've extensively reduced the plastic in our packaging. We've moved our organic pasta range this year, for example, out of plastic. We've also introduced into our rotisserie chicken packaging, which is actually paper-based and recyclable. We've switched over 100 of our food products from long life into ready-made, which actually has a recyclable component now to the packaging. And it's not just in food, also in beauty.
We've introduced some lipstick ranges, which are now packaged in an FSC-certified bamboo and paper tubes. So there's a lot of activity going on in the space. And in addition, we're working very hard on all our transit packaging, where all our stores and our DCs play a part in terms of reducing the amount of hangers and how we're recycling the hangers, the plastic shrouds that go over our garments, how we reuse our plastic lugs, and also all our cardboard cartons are recycled back to our DCs. So there's an extensive range of initiatives which are continually ongoing across the whole of our supply chain and through our stores and our DCs. So there's a lot of activity going on in the space. But thank you very much for the question. I'm not sure there's much more to add, but Feroz, if there was anything.
Certainly on the capacity inside that, it's very good to actually recycle the products. Thanks, Belinda.
Thank you, Chair. Thank you, Belinda. So to build on what Belinda said, certainly we're doing a lot in our space to render our packaging recyclable. But the capacity of recycling in the country is the question, and it depends on the material type and where we're talking about in the value chain. So recycling is not just about the end state of infrastructure that can actually recycle. There's a lot about separation at source. There's what collection points, waste separation before it gets to a recycling site. So it's about a development of infrastructure. And at the end, the actual recycling plants, there's a lot of development currently going on in South Africa. We have some very high recycling rates for some of our material types.
For example, in PET bottles, there are currently two plants being developed in South Africa to enhance our already very high rates of recycling, so there's a plant that's just been commissioned in KZN. There's a new investment going into the Eastern Cape to put in a new plant to recycle as well. It depends, as I said, on material types. More development is needed in the flexible multi-layer space, not to get too technical, but all of this is being supported through the new EPR legislation that we have in South Africa, and as Woolworths, we are contributing our EPR fees to the various organizations that are collecting them for the various packaging types, and it takes some time, but essentially, investment is taking place and capacity is increasing across the country.
Thank you, Feroz. I also think that the answers and responses here to the question also evidently show the depth and the insight and understanding and the passion that our board have for these topics. There's not a superficial knowledge only, but there's a very in-depth knowledge across the economy and across the space of GBJ inside of our company, but also on a broader front. That's evident from the responses, and hopefully, you also experience it that way. We'll take another one online, and then we'll go to the room.
Thank you, Chair. The next question is also GBJ related. It comes from Mwasele Mile. The question is, "We commend the company for its commitment to reducing GHG emissions and acknowledge the decrease in Scope 2 emissions. However, it appears that this reduction has been offset by an increase in Scope 3 emissions. What could be the primary cause of this shift?
I think it was partly answered earlier, but Belinda, could we ask you?
Thank you, Chair. Yes, I'll just elaborate a little bit more. As we said earlier, both myself and Feroz, we're working very closely to improve the completeness and the accuracy of our Scope 3 carbon emissions with our supply base. This really means that we're including more information about our emissions across the value chain, and this is the reason why we've really seen an increase in Scope 3 as we become more accurate in our data collection over the last reporting period. We envisage this most probably will increase again over the next reporting period as we start to conclude our exercise. From that, as Feroz said earlier, we will have a baseline, and then from this baseline, we'll be in a better position to actually set ourselves a Scope 3 reduction target.
So one thing to move away from a pure formulaic calculation of what that baseline is and of what our Scope 3 is, move towards a very much more specific per supplier and per manufacturer type of measurement. So naturally, then when the real numbers come onto the table, and in our case, it has then demonstrated that the initial expectation of what our Scope 3 is was slightly lower than what it's turning out to be. So that answers Mwasele's question there. Let's take something from the room. Good morning.
Thank you very much, Chair. My name is Kwanele . I am from Just Share. Chair, first of all, we know this will be your last AGM, and we'd like to take this opportunity to also bid you farewell and extend our sincere gratitude for your patience and your humility based on how the company has been engaging stakeholders such as ourselves from the civil society. Equally, Chair, I would like to also join you in bidding farewell for Ms. Rylands, and we are equally excited and welcome the appointment of Mr. Ngumeni as an incoming CE for Woolies Foods. Chair, I have three questions largely relating to the IJI Pillar of Your Vision 2025. Chair, we note that you are on track in implementing your equity, and we also acknowledge that you are performing well above the recently published sectoral employment equity targets.
To better understand your approach to advance equitable representation, Chair, could you provide the actual employment equity targets for top and senior management as outlined in your 2025 employment equity plan? That's question number one. I'd also like to follow up on Woolies Dash. Some of the issues you've already alluded to, but Chair, we understand that the expansion of Woolies Dash has created an additional 2.2 jobs across the value chain in the previous year. And we also agree that it represents a meaningful contribution to job creation in South Africa, as highlighted by the company. Chair, what is the current split? Maybe I pose that question. Maybe I should also mention that there are growing concerns, Chair, in the last-mile delivery sector regarding a heavy reliance on foreign workers, potential illegal employment practices, job insecurity, and safety that we've already touched on.
But what is the current split between foreign nationals and South Africans among the delivery drivers? And could you please provide details on how these drivers are remunerated? My last question, if you indulge me, Chair. The introduction of the Just Wage Initiative, which increased employees' hourly wage by 27% from ZAR 3.40 to ZAR 2.50 per hour, is really commendable given the remuneration practices in the retail sector in South Africa. So congratulations for that and well done. This is a remarkable step forward. My question, we know that RAMCO monitored progress relating to this initiative following the achievement of the three-year targeted wage plan in October 2023 and supported management's proposal for ongoing improvements for store and supply chain employees. Could the Chairman clarify what improvements are being made under this initiative and the details of the management's proposal? Thank you very much, Chair.
Thank you. Thank you, Kwanele . I think, let's start with the first IJI question on our EE targets for top and senior management, and Thembisa Skweyiya, who is chairing our Social and Ethics Committee, I think she's available to respond on that topic, so we go to Thembisa Skweyiya.
Thank you, Chair, and good morning. Thank you for your question. While I get the numbers at my fingertips, I will just basically give you an overview of some of the progress that we have made. You asked a number of questions, so if you could just clarify if I am actually answering all of them. But I understand that you are asking as to where we are with regards to HDSA occupation levels across the group. If you look at it from a top management perspective, we currently have 36% female, 18% male. Senior management female, we have 20% and 29% male. Can you ask me the next question?
Yeah, I think the next question was really maybe a revert to Roy. It's on the job creation aspect of Dash, which has been partly responded to, safety issues, and the split of nationality of drivers.
Yeah, there were a couple of—thanks, Chair. There were a couple of questions in that question. Yeah, I mean, I think the employment of anyone in our organization is obviously done in a way which is consistent with regulations, rules, laws, etc. So even though we have a fair percentage of our Dash drivers employed through OneCart that are foreign nationals, they all have visas and they're all legally in the country, and they all sort of are options in terms of sort of bringing people on board. Specifically in terms of the split between the people that we have employed that are foreign nationals versus South Africans, it's roughly a two-thirds, one-third split. So more or less almost not quite a 70/30, but sort of in that range. Foreign nationals versus nationals.
So perhaps not too dissimilar from some of the other reports you've seen relative to some of our peer group. But yeah, around just over a third or so being South Africans and the balance being foreign nationals. But again, just reiterating the point that they are legally and appropriately sort of vetted and employed through our processes. There was a question, I think, around compensation and the determination of compensation for Dash drivers. Obviously, to a large extent, the compensation that Dash drivers earn are determined by the number of hours that they work and the number of kilometers that they drive. They get compensated for both of those.
But in a way that I sort of explained a little bit earlier on, with us scheduling their deliveries and being planned for, they can also opt out of taking a delivery, by the way, if they choose not to for a particular reason. But the combination of that really gives them above-industry compensation, which is something that is very important to us in addition to some of the other benefits that are provided to them. We also do incentivize them from time to time, particularly when we open up a new store and the volumes are not necessarily where we would like them to be. And to support them to get to a particular level of compensation, we would offer an incentive or, in addition to that, a particular stipend to ensure that they're earning appropriately from day one.
And we sort of very much welcome the scrutiny on this. Like everything else, I think we try and do at Woolworths, we sometimes are a little slow at getting off the mark, but we really like to do it, as I mentioned earlier, sustainably. We like to do it well and in a way that is in line with who we are as a company and our values. So hopefully, I've answered those questions there.
Thank you. I'll just, on the Just Wage Initiative, respond. Your question was about Just Wage, your third question, yes, as well. So you want me to try to answer that?
Yes, that is correct, Chair. I just want to emphasize that the very first questions that we posed on employment equity was not answered, and if I need to clarify, what we're asking is not the current split of HDIs. We're asking what are the actual employment equity targets as per Vision 2025 or the current employment equity plan, so we're asking about the targets, not the current split. Yes.
100%. I'm not sure we have the targets at hand, but we will certainly be able to get back to you. Those targets are certainly in place. There's no doubt that there's targets in place that's being monitored at our Social and Ethics Committee. But I'm not sure that we have those actual targets at hand in the meeting, but very happy to respond to you and let you have them at the earliest possible moment, except if someone has it at hand at the moment. Mel? No, but we will certainly send it through to you in the day. Yeah. Then the question on the Just Wage Initiative. So that's really been a journey. In 2019, we committed that we would put, I think, ZAR 120 million aside to make a meaningful advance in the levels of wage of our store staff.
For a number of years subsequently, the annual increases of our store staff significantly outweighed the annual increase percentage of the remainder of staff of the business. We have now come to this position, a very healthy position, where we pay 18% more than the minimum in the retail industry and 54% more than the actual minimum wage in South Africa. That's a very good outcome. It also contributes to the healthy relationships and the healthy sort of service levels that you find amongst our staff in the store. There's also a good business outcome over and above doing good and doing the right thing.
I'd also encourage you to look on page 110 of our integrated report at what we call the Fair Wage Barometer, Fair and Responsible Wage Barometer, which also indicates clearly on gender, on race, etc., what the different increases annually are of wages between different groups in the business. Your question then was also, what is the next stage of Just Wage? And I'd like to just first look at the next stage is medical aid cover that we are company-contributed medical aid cover, which through very novel actuarial work, we've been able to put the funds aside to be able to provide across the board such cover. But just some of the other benefits, which you don't even see in our wage levels, that I'd like to mention that our staff, our store staff, and also our warehouse staff share in.
Obviously, employer contributions to the retirement fund, 13th check, which you also don't see in those numbers. Naturally, over time when they work that we got a variable pay scheme, which is an incentive scheme for performance in our stores and for store staff, staff discounts on either apparel or food products, transport, and uniforms. So that is actually the whole universe of staff benefits that one really has to take into account. So that one must be a little bit careful just to look at the base wage, although the base wage is already at a very healthy level. So thank you for that question. Okay. Can we take something online?
Yes, Chair.
All right. Chair, so the next online question is from Mhluli Ncube from ESG Insight South Africa on behalf of various pension funds. And Chair, he poses three different questions, so we'll deal with them question by question. The first question relates to supply chain resilience and mitigation of climate risks. Given the increasing frequency of extreme weather events and geopolitical tensions affecting raw material availability, what specific measures is WHL implementing to enhance the resilience of its supply chain, particularly in South Africa and Australia? How does the board assess the effectiveness of these measures in mitigating climate-related risks?
Let's just take that one first three parts of Mhluli's question. Roy, I think you should.
Yeah, I mean, I think for a start, I mean, this is not new, and disruptions and risks within supply chain are really sort of the job of our supply chain team to continually evaluate and interpret for our appropriate development of strategies and responses to that, so there's an ongoing process. The teams also work extensively with experts in the field locally and globally to continually advise and guide, but there's no doubt that we have seen very disruptive weather patterns in particular impact both locally and sort of internationally, and various initiatives have been put in place to keep business continuity at the level that we see it today. I think one specific supply chain risk mitigator for us, and there are a couple actually, but the one that sort of that rings to mind for me that's worth mentioning is our Farming for the Future initiative.
I mean, here we're talking about working really closely with our agricultural partners to farm their lands in a particular way that ultimately is very cognizant of water consumption, soil health, rebuilding of soil health and biodiversity over a period of time. All scientific-based, all data-informed, making the right sort of choices so we can extract actually more yield out of those particular square meters of farms that we have, and that has played through and continues to play through positively for us, but there are a number of initiatives similar to that in the fishing, in our green factory sort of series of initiatives, but it is an ongoing focus for us, multi-year sort of process. But maybe I can ask Sam to, if that's okay, Chair, just to jump in, wearing a little bit of his old hat and current hat as supply chain leader.
There you go.
Adrian's fine.
Can you go to that side? Sam apparently can't wait to see you.
Sam's really a little gingerly. He's just had a knee operation, so I'm surprised to see him even on his feet.
I think the right place to start is that. I'm just building on what Roy said. But technically, there's a lot of things you can do, but what you want to do over time is to move the actual production as close as you possibly can. So localization is a big part of the agenda. In the context of the foods business, 90% of the products produced are procured locally. In fact, in SA, we have the opposite of the problems. Most recently, we have our sweet melon up north or our berries in Ceres being destroyed because of hail. Therefore, we got to find other opportunities to source that from other domains. But we procure locally. Locally is closest to where we sell it, and that works well in both FBH and in Country Road. Or in Australia, the thinking is exactly the same.
We know where we source from. We know we need to change the mix. The intent is, I think we're going north of 50% of what we procure in FBH comes out of the Southern Africa zone. So we bring it closer. And in Australia, certainly, there's a huge activity or huge amount of work in play to make sure that we reduce our redundancy specifically on China. So the teams on it, it's not a new thing. It's inherent in how we step through it. But other than technically amending lead times, you got to bring it closer to actually where you sell the product. It's probably what I'll end with.
Thank you, Sam. That's great.
Thank you, Sam. Okay. Let's have the second question for that.
Thank you, Chair. So Mhluli's second question relates to executive remuneration and wage equity. His question is, there's a growing concern about the wage gap with the CEO earning 597 x more than the lowest-paid employees. How does the board justify this disparity, and what steps is WHL taking to ensure fair and equitable compensation across all levels of the organization?
Thank you. So I think a significant part of this question was actually responded to when I responded on the Just Wage question and the progress that we've made there lately in increasing not only our minimum wage, but generally also the benefits across the board of staff in our stores and our lower-paid workers. I'm not going to go exactly into that same detail as well again, but significant work's been done through Just Wage and other initiatives to increase the wage levels across the organization. We agree the wage gap is large across the world and particularly in South Africa as well. And it's something that we're going to continue addressing going forward through initiatives as Just Wage and with new initiatives, as I've also explained.
What I would like to just, as a footnote to this question, like to explain is that this calculation takes the total earnings of the CEO, including the vesting of shares where there's a share price escalation in there, and everything that's in the definition of single figure remuneration according to accounting practice. And it compares it to the base minimum wage of the organization. Now, remember, in the case of that, so one is not comparing apples with apples if you do this ratio, because the base minimum wage in the organization does not include all the other benefits that I've mentioned earlier. That is just the base pay. The CEO's base pay as well is less than the actual single figure that you see, but you are comparing the total single figure, total consolidated pay of the CEO with purely the base pay of the lowest-paid worker.
One should actually do a broader calculation, and we're certainly working on that in future because of Companies Act requirements, etc., where one needs to have a reliable multiple that we'll calculate. And that will then include at the lowest-paid level sort of the store benefits, transport, staff discounts, and all of those will be included. And only then will one really get to a ratio that is possibly a more reliable number to actually work from. Chantel?
Thank you, Chair. So the third part of Mhluli's question reads as follows: Board Director elections. WHL's board currently comprises 25% female directors below the stated target of 40%. What concrete steps is the board taking to accelerate progress toward gender and racial diversity targets?
Okay. Let me speak about this at a board level, and then we can ask Thembisa if there's further that she would like to add generally from a gender point of view across the company. But from a board point of view, that is correct. As far as female directors are concerned, we are below our target. Our target is 40%. In fact, we have an aspirational target of 50% of our board being female. We are below the 40%. In fact, however, the number at the end of this meeting when I step off will actually be 33%. It will be one-third of our directors. So that is four out of 12 female. And just as a matter of just to add to that, as far as people of color are concerned, 58% of our directors are black.
But we do realize on the female measure, we are below at 33%, and it's paramount in our mind as we recruit new directors and as the board go forward to recruit new directors. Our recent appointments was Itumeleng and Lulu. So sort of half of our recent appointments was female, and it's an absolute priority. Skills is a shortage. There's not a lot of skills around, but we prioritize that most certainly, and hopefully the 40% gets achieved with the next intake of non-execs when that takes place. Thembisa, as far as that question is concerned, as far as broader female representativity in the company and our initiatives around that, maybe you'd like to add.
Thank you, Chair. As previously engaged with regards to the female representation being in the retail sector, as you'll be aware, we tend to reflect quite well with regards to female representation because many of our consumers and products therein relate or resonate with the female consumer. But if you look at our data as it stands right now, women represent about 64.9% of the permanent employees from an HDSA perspective. But if you look at it just across the board, female-male, if you look at top management, which comprises 10 people, we have 60% male and 40% female. Then at senior management level, which represents about 161 individuals, we have 56% male and 44% female. And when you cascade down that into skilled, junior, middle, there's definitely more of a lean towards female. So we're very proud of how many females are represented within the organization of all walks.
Thank you.
Thanks, Thembisa. And I could also just mention there was a recent sort of highly rated survey where we were ranked in the top 20 globally for gender equality in emerging markets. And only one of four South African companies that was able to be listed there, and we were the only retailer as far as gender equality is concerned. So that's a bit of an independent, and we can provide that information to you as well. Okay. In the room, questions before we go back online? Okay. Let's go on. There's nothing in the room. I'll go back to online questions.
Thank you, Chair. The next online question is from Alison Davies. How do you see your CapEx spend for the following years?
Roy, and then we have our Minister of Finance present as well. Yeah. Yeah.
Yeah. So CapEx is obviously a key sort of focus for us as part of our broader capital allocation emphasis. We have called out that we'll be investing around ZAR 10 billion over the next couple of years, next three years in CapEx. And that's sort of really reinvesting in our own business, which in a sense should give you a sense that we are very confident and are very excited about the possibilities, particularly the growth possibilities we see for Woolworths. And most of that, in fact, has been invested in our South Africa/African operations. So that's important. I think it's worth calling out that within that, there are probably two single or big projects. The one is the expansion automation of our distribution center in Midrand. It'll be a building that'll be over a kilometer long when it's all said and done.
It's a significant vote of confidence in the growth of our food business in particular. That's about a ZAR 1.5- 1.6 billion investment on its own. A third of that's already underway, and our project is well on track there. That's a big call. The other big investment that we're making is in what we call our value chain transformation. That's just a very sophisticated word to really sort of describe the back-end capability required to really drive a strong-performing fashion, beauty, and home business. A lot of work in logistics, a lot of work in inventory management, RFID, etc., etc., all to enable this turnaround that we're busy engineering with our clothing business to really sort of sustain going forward. Those are two big investments. That's about a ZAR 1.5 billion, also around a ZAR 1.5 billion worth of investment.
There's also another very significant, exciting CapEx play that's underway for us, and that's in our area of loyalty. We are not very far away. We've been working at this for the last two years, but somewhere around March, actually specifically in March, we'll be launching our refurbed, redesigned, reset loyalty platform, which will be undoubtedly the best loyalty program in South Africa from a customer-consumer perspective. Very excited about bringing that out. It's been a long haul for the team. They've done a tremendous amount of work in getting it to a point where it is going to be this elevated experience for our customers when it comes to supporting Woolworths and our support of their support for us. So that's in play. A number of other initiatives, a lot of it in the tech space.
So obviously, we've continued to upgrade a number of our capabilities in areas of AI and machine learning, which are quite fundamental to our efficiency programs going forward. We continue to invest very significantly in our stores. The upgrade and modernization of our stores. I mentioned these new formats that we're going into. I also mentioned the store of the future type formats that we're underway with as well. So a lot of customer-facing, a lot of growth-enabling CapEx support for those initiatives going forward. Thanks.
Thank you. Thank you, Roy. Anything Zaid that you want to? Okay.
Chair, we'll go to the next online question then. This comes from Zizipho Mabuya. Zizipho asked, "Good day. A score of 41% was achieved for women's empowerment and gender equality, falling short of the target of 42%. A new target of 50% has been set for next year. What were the main challenges in reaching this year's target? Since this year's target was not met, what is going to be done differently to ensure that the higher set target of 50% is met next year?" And Zizipho is from Aon Investment Management.
Okay. Zizipho, I actually think I answered that very question just on the gender question that we had a few minutes ago. So I think it overlapped that question. You're welcome. If that was unclear, you're welcome to maybe enter a new or elaboration on that question. But the only I'm not sure 100% where you got the 42% target from in your question. It's 40%. We are falling short of that.
Actually, maybe I can sort of offer maybe a perspective on it. We have recently, we're a recent signatory to the UN Empowerment Principles, and we have a particular approach around that. And we've gone through a baselining process, and we've ended up around that level. And we've set ourselves a target of achiever status, which would represent a 50% score. But that is something that we've taken on board. It forms very much part of our Inclusive Justice Initiative wherein we've identified a couple of really big priorities. The first and the main one has been around women empowerment and equality within our space. And so that might be what Zizipho has been working on.
That was possibly out of the UN principles. Yeah. Okay. That's where that question comes. But I think I've responded to the question earlier as well, and also to Thembisa in her response as far as representativity across the groups concerned. All right. So is there anything in the room? Okay. We have two more questions, I think, or three online.
Thank you, Chair. The next question is from Mehluli Ncube. And this one relates to the remuneration policy and shareholder dissent. There has been a high level of dissenting votes regarding the remuneration policy, particularly related to the CEO's high compensation despite weak financial performance. How does the board justify these compensation levels, and what measures are being taken to better align executive pay with company performance and shareholder expectations?
Okay. As Chair of the Remuneration Committee, I'll respond to that. So the dissenting votes which we had last year on remuneration policy had to do not actually with the CEO's remuneration at all. It had to do with the actual targets that were set in the long-term scheme, which is the RSP scheme, the Long-Term Share Awards scheme, which is restricted stock that we award. And there was a feeling amongst some shareholders that those targets were not fully representative of the potential of the business. We've subsequently significantly engaged with shareholders, particularly on that score. And Mhluli, you would have definitely noticed that the targets, particularly the return on capital target, has been upped significantly to make sure it's absolutely aligned with shareholder expectations and valuations.
And then also we've included a stretch target in the HEPS targets, which is also part of that LTI scheme, a stretch target which goes up to 6% over CPI, where there's stretch earnings that could be earned. So generally, when it comes to this year's remuneration of the CEO, it is significantly down from the previous year because it is true that this year's results were not as great as in the previous year. So the remuneration is significantly down. If you look at the LTI performance, the restricted stock that I was speaking about, the CEO and the rest of all staff that participate in that scheme only had a 40% vesting. Only 40% of the original award was vested. That definitely demonstrates shareholder alignment.
The STIs of the executive team was about, this is a short-term incentive, was about one-fifth of what was in the previous year. I think our remuneration report and implementation this year demonstrate that there is significant alignment between shareholder outcomes and executive outcomes. Okay. Thank you.
Chair, the next question comes from Zizipho Mabuya, and the question is, "What progress has been made in collaboration with suppliers to reduce Scope 3 emissions?
Okay. Zizipho, I think, Belinda, that question broadly was asked before, but if you could just provide more color.
I can. Thank you very much, Chair. Just to sort of expand on this a bit more, we engage with our suppliers in many ways. And over a number of years, we've invested in things like Farming for the Future. And we continue to do this. And this is helping us to really collect more data to help our suppliers in terms of transitioning. And actually, we're transitioning our data now, data collection into a new cloud-based system, which will allow for better monitoring and reporting. And in addition to this, a number of our initiatives that we also do across the supply chain, like the packaging that I referred to earlier, will also help our supply base in terms of reducing their emissions. And from our engagement, we've still got a lot of work to do. Our suppliers have a lot of work to do.
But we're very confident in the way that we're starting to move forward now in terms of providing better education and awareness to our supply base. We're working with our top suppliers in terms of setting near-term and net-zero targets. And in fact, we have now 42 of our Woolworths food suppliers with approved science-based targets. And our new cloud-based system, which I just referred to, will enable us to better track and be more transparent about carbon emissions in our value chain.
Thanks, Belinda. Anything to add?
Thank you, Belinda. Okay. Let's deal with we have one more question online, it seems.
Thank you, Chair. And it's a question from Greer Blizzard, directed at you, Chair. As you know, the Companies and Intellectual Property Commission, CIPC, recently published a guideline for annual general meetings conducted electronically, in which it states that a company that chooses to conduct an AGM electronically should allow for, among other things, a combination of written, verbal, telephonic, and video questions to ensure reasonably effective participation in the AGM. Please, can you explain the reason for limiting engagement to shareholders attending online to written questions only? It does hinder engagement. Thank you.
Thank you. Thank you, Greer. Firstly, and Chantel can also augment our response here. We have certainly made sure that we are absolutely in compliance with the Companies Act and our MOI. And we plan very, very significantly and in-depth for these meetings. And we absolutely make sure, absolutely as far as we can, that everyone has a fair chance of participating. And I think this meeting was evident now that both online participants and in-person participants were able to participate. And as the CIPC guidelines state, to ensure reasonably effective participation. And I feel that is certainly what we've had today. And it also helps us, when we get the online questions in, to be more orderly in the way that we conduct the meeting. And even the grouping of responses are also useful when some of the questions come in online.
I'm, as Chair, completely satisfied that we're running a fair and reasonably effective, I think very effective meeting. Chantel, just before we respond to that, anything that you'd like to add to that?
Chair, I wholeheartedly agree. It's difficult to navigate the different mechanisms in a hybrid structure, and we do want to continue in a hybrid way. So this is the most effective way that we can conduct these meetings, Chair.
Thanks, Chantel. And then what I think looks like the last.
There's a comment on this particular topic. The problem for an online shareholder is following up on a question. I asked the question earlier. If I'd had a follow-up question, it's easy for me to continue with that question. That is not a facility available to an online shareholder, and often, you will have a follow-up question.
Okay. We take that.
So that's where I hate attending an online meeting. I don't attend online meetings. I only attend personally.
Obviously, our meetings are open for people to attend.
Absolutely. You're not aware of that, but.
Attend in person.
If I'm given the opportunity, I would rather attend personally because, and again, I can also meet you gentlemen and ladies and etc. But for the people online, they can't follow, and if they have a follow-up question, it loses impact because it pushed back to the end of the queue and is out of context.
Thank you. Take that point. Obviously, as you've done, in-person attendance is always absolutely always the obvious option as well if shareholders are here in person. Yeah. Thank you. Good point. Are there any further questions? Okay. There being no further questions, just making 100% sure.
Chair, there's nothing further online.
Okay. I close the question and answer section of the meeting, and we'll proceed with the items on the agenda. Item one on the agenda is to present the audited annual financial statements. The audited annual financial statements for the company and the group for the year-end of June 2024, including the requisite statutory reports, were made available on the group's website in addition to being made available for inspection at our registered address. A summarized form of the audited annual financial statements was posted and distributed electronically to shareholders together with a notice convening this AGM. The company received an unqualified external audit report for the year then moving on to the Social and Ethics Committee report, which is agenda item two.
The report on matters within the Social and Ethics Committee's mandate, as well as highlights and activities undertaken during the year, is included in the group's 2024 Good Business Journey report and was made available on the company's website. This year, we published a joint report which included the report of the Sustainability Committee. Thembisa Skweyiya, Chair of our Social and Ethics Committee, will now be back with us and provide you with an overview of the committee's highlights for the past year and our areas of emphasis for next year. Thembisa Skweyiya.
Thank you, Chair, and good morning, ladies and gentlemen. I welcome the opportunity to report on the committee's highlights over the past year. As the Chairman has noted, details of the Social and Ethics Committee's activities during FY 2024 have been comprehensively reported in the group's 2024 Integrated Annual and Good Business Journey reports, which are available on the WHL website. As many of you will have been through these reports, I will focus on some of the key highlights and outcomes as there are too many initiatives to go into detail here. Last year, I reported that women empowerment and gender equality was a priority for the group.
While there remains work to be done, we are pleased to have achieved a slight increased rating in the UN Women's Empowerment Principles Gender Gap Analysis, which puts us in a good position to achieve leader status in this important benchmark by 2025. Our efforts have also been recognized by Equileap, which has ranked us among the top 20 companies for gender equality in emerging markets and notably one of only four South African corporates to make the list and the only retailer to achieve this distinction. Additionally, we continued to create opportunities for women's advancement throughout our business, including supplier development programs, where women-owned businesses are key beneficiaries of our enterprise development initiatives, with ZAR seven billion in revenues of Black and Black women-owned suppliers during the financial year.
Alongside our focus on gender equity and women's advancement, we also made meaningful strides in our ambition to uplift small youth-owned businesses and improve the socioeconomic reality for the youth in our communities through our Youth Makers Program. The program supports 15 young entrepreneurs who we are helping to develop as future business leaders. Look out for more on these young entrepreneurs whose products are being showcased in our flagship stores in the Western Cape, Gauteng, and KwaZulu-Natal. Turning to our initiative to improve the quality of life for our frontline employees, we have completed the first phase of our just wage journey to exceed retail and legislative minimum pay rates by 18% and 54%, respectively. We are also delighted to be evolving into the next phase with the implementation of medical insurance cover for all our frontline employees in South Africa next year.
This will be transformational for both our organization and our industry. Looking forward, the committee will continue to fulfill its statutory mandate while focusing on a number of key areas. These include supporting the management team and providing oversight on the inclusive justice goals as set out in our Vision 2025 strategy, focusing on people, social development, health, and wellness to ensure the initiatives have a positive impact, monitoring stakeholder engagement, fostering an evolution into more collaborative relationships to drive shared value creation, enhance brand reputation, and contribute to sustainable business growth, and regularly assessing the effectiveness of the compliance framework and approach to regulatory compliance to mitigate the compliance risks and enhance operational integrity. Thank you, Hubert. That concludes my report.
Thank you, Thembisa , for the overview of the Social and Ethics Committee's activity. We'll move on now to each of the resolutions. Ordinary Resolution Number One relates to the appointment of Clive Thomson as the new Chairman of the Board. The Nominations Committee has considered the appointment of Clive, and the Board unanimously recommends that he be elected as Chairman. I now propose that Clive Thomson be elected as Chairman of the Board with effect from the conclusion of this AGM. Please vote on this resolution. We'll now move on to Resolution Number Two. Ordinary Resolutions Number 2.1, 2.2, and 2.3 relate to the election of Zaid Manjra, Itumeleng Kgaboesele, and Lulu Gwagwa. All three directors are eligible and available for election. The Nominations Committee has considered the election of each of these directors, and the Board recommends that they be elected.
Biographical details of each of the directors are set out in Annex B to the notice of this AGM. So I now propose that Zaid Manjra, Itumeleng Kgaboesele, and Lulu Gwagwa be elected each by separate resolution. Please vote on these resolutions using your electronic device or by selecting one of the options on the online platform. We're now going to move to Resolution Number Three. Ordinary Resolution Numbers 3.1, 3.2, and 3.3 relate to the election of Audit Committee members. The independent non-executive directors being proposed for election to the Audit Committee are suitably qualified, experienced, and eligible, and offer themselves for election. I therefore propose that Lwazi Bam, Christopher Colfer, and Thembisa Skweyiya be elected, each by separate resolution as members of the Audit Committee. Please vote on these resolutions.
Moving on to Resolution Number Four, which relates to the reappointment of the company's auditors in terms of the Companies Act. I now propose that KPMG and the designated audit partner, which is currently Mr. Edward Bester, be reappointed as external auditor of the company until the conclusion of the 2025 AGM. Please vote on this resolution, then moving on to the non-binding advisory votes. Resolution Number One deals with the remuneration policy as set out in the 2024 Integrated Report. We have implemented certain of the proposals that were made to us during the 2023 and most recently, our 2024 shareholder engagement meetings in respect of last year's remuneration policy as described in more detail in both the explanatory notes to the AGM notice and the remuneration report. I now propose that the company's remuneration policy be endorsed by way of a non-binding advisory vote.
Please vote on this resolution. Thank you. We are now going to move to non-binding advisory Resolution Number Two. The resolution deals with the remuneration implementation report as set out in the 2024 Integrated Report. I now propose that the company's remuneration implementation report be endorsed by way of a non-binding advisory vote. Please vote on this resolution. Then moving on to the special resolutions. Special Resolution Number One, as set out in the notice, deals with the proposed non-executive director fees to be paid for the 2025 calendar year. I now propose that these fees be approved. Please vote on this resolution. Then moving on to Special Resolution Number Two, which authorizes financial assistance to any executive director or prescribed officer of the company or its related or interrelated companies or to any other employee participating in any of the group's approved share or incentive schemes.
This authorization may accordingly only be used by the company for the purposes of facilitating an employee's participation in employee incentive schemes established by the company. I propose that the Special Resolution Number Two be approved. Please vote on this resolution. Then moving on to Special Resolution Number Three, which deals with the provision of direct or indirect financial assistance in terms of Section 45 of the Companies Act by the company for a period of two years commencing on the date of the adoption of this special resolution. This financial assistance is to be provided to any one or more related or interrelated companies or undertakings incorporated or established in South Africa and internationally. I propose that Special Resolution Number Three be approved. Please vote on this resolution. Now moving on to the last resolution, Special Resolution Number Four.
By way of reminder, we will close the voting after this last resolution. It deals with the granting of a general authority for the company and/or its subsidiaries to acquire the company's shares on terms and conditions the directors deem fit, but subject to the applicable provisions of the JSE Listing Requirements and the Companies Act. I propose that Special Resolution Number Four be approved. Please vote on this resolution. So can we close the voting?
Chair, we can close the voting at this point.
Okay. Thank you for voting. As this brings us to the conclusion of tabling the resolutions, I will be closing the meeting. The votes are being tallied and will be displayed on screen. I declare that all ordinary and special resolutions have been passed by the requisite majority. Are we waiting for it to be displayed on screen, the votes?
Yes, yes.
Okay. Let's just give that a minute. Where's our?
I think they're just concluding the tallying.
Okay. We'll just get that up in a second. I hope all the attendees here today will enjoy or have enjoyed, as you entered, the display of our products and not only the good coffee, but the display of our products in our Christmas season, which is going to be a very good one. That is onto us soon. I'm sure you'll start seeing some of those products in our stores. Okay. How are we doing with the votes?
Chair, it looks like the team just needs a minute more.
Okay.
There we go, Chair. The votes are now being displayed.
Okay. The votes are displayed. I hope it's not too small. So all of the ordinary and special resolutions have been passed by the requisite majority. Unfortunately, the non-binding resolutions one and two, which relate to remuneration policy and the remuneration implementation report, have not been endorsed by at least 75% of our shareholders. I think they both we have 64.8% for remuneration policy, and we have 70% in favor as far as remuneration policy implementation. Those are particularly on the policies, a significant improvement from the previous year, at around 65%, which is well over the 50%. So one must also see this as a bit of a journey. We have had significant engagement with our major shareholders prior to this AGM, and the board is cognizant of the remaining shareholder views in relation to policy.
I also responded to one of the questions earlier around the policy points that shareholders are making, which pertain to our shareholders' belief in the growth potential of the group, which they offer view should be reflected more robustly in the long-term incentive schemes targets. In respect of the remuneration implementation report, we received indications that certain shareholders adopted a stance where, even though the implementation report was executed in terms of last year's policy, their view on the forward-looking remuneration policy precludes them from voting in favor of the implementation report that you had in front of you. We invite shareholders who wish to further comment to forward their written submissions by the close of business on Friday, the 6th of December, 2024. Shareholders should indicate in their submission whether they wish to participate in follow-up engagements.
Further details will be provided in the AGM's results announcement to be published on SENS later today. So this brings me to the end of proceedings. I thank you all for your attendance today, both in terms of your time, questions, and participation in the meeting. In closing, I wish to extend my heartfelt thanks to the board, to Roy, and the executive leadership team together with all of our employees, suppliers, and service providers for their unwavering commitment and hard work over the past year, and certainly over the past 10 years during which I have been a member of this board. Woolworths is a world-class brand, and it has been an honor to serve alongside my peers towards the prosperity of this company.
I feel privileged to be able to pass on the chairmanship to Clive, who has been an invaluable member of our board for the last five years. Clive, you bring a wealth of experience and much dedication to the group, and I wish you well as you take on the role of chairman.
Thank you, Hubert. I feel privileged to take over this role and serve the group even further into the future. I will have the opportunity to connect with our key stakeholders in the new year, and I'm very much looking forward to that. I would also like to take the opportunity to thank Hubert on behalf of the board for your wise counsel and your unwavering commitment to the group during the last 10 years. The group is definitely all the better for it. Thank you, Hubert.
Thank you, Clive. On behalf of the board, thank you to everyone who has attended once again. Also, thank you to Larissa and the rest of my family for their support and patience over the years in my corporate pursuits. I declare the meeting closed and invite all those who would like to join us in the atrium for tea and light refreshments, thereby closing the meeting. Thank you.