Recording in progress. I have with me here with me this morning on my left, Danny Malone, our new Chief Executive, Kerry Penfold, our new Chief Financial Officer. On my right, Maria Darby-Walker, who's Chair of the Remuneration Committee. On her right, we have Michael Bartholomeusz, who's Chair of the Risk Committee and Interim Chair of the Audit Committee. At the far end, we have Roger Bennett, who's our Company Secretary. A few quick housekeeping points. May I remind you to switch off your mobile phones, please. For those who are in Bournemouth today, the emergency exits are. I won't do the kind of trolley dolly thing, but there's over there and behind me. I'm not expecting the fire brigade rush in, though there have been occasion where that did happen.
I now declare the meeting open. Before I ever start today's proceedings, I will first say a few words and provide brief highlights from the update that we issued to the market this morning. I will then hand over to Danny to give a review of the year. We will then address the main business of the meeting. We are voting on the resolutions. Finally, before we close the meeting, we'll be open to the floor to questions and to questions from our Zoom guests. Let me first say a few words. We're at an important juncture of our business's trajectory with the sanction of our preferred scheme, representing a turning point. There's still a lot to do with some significant hurdles ahead. However, we've come a long way.
I'd personally like to thank Gary Jennison, our outgoing CEO, and the whole board for the role he played in getting us to this point. I'm delighted that Danny has now taken up the baton to lead the company through the next important stage as we secure investment and rebuild the business. I'd also like to formally welcome Kerry to the board. Kerry has moved from her role as head of finance at Amigo to step up to the role of CFO. I'm confident that Kerry will be a valuable addition to our board. As a board, we recognize how challenging the past year has been for all of our stakeholders. We would like to thank you, our shareholders, for your continued support, patience, and patience.
I should also like to thank all of our employees for their incredible commitment and hard work throughout this year. There's still a lot to do, and we could not do it without such a strong and committed team. While this has been challenging, we have made some significant progress over the last year. We've reset our values, culture, and governance, and we've strengthened our relationship with the FCA. We are proud to have created a new brand and products. Importantly, we have undertaken a thorough review of all the processes to ensure that we return to lending in a responsible way. You'll find on your seats the announcement we released this morning, along with a set of accounts and details of the AGM resolutions. Rather than read the announcement to you, let me just draw your attention to some key points.
We continue to perform in line with our expectations, with collections remaining resilient and our cash position strong. We've announced today that the capital raise, the board intends to propose, will be for approximately GBP 40 million. While the FCA has not yet approved our return to lending, we are finalizing details with them and continue to discuss with them our approach and implementation with the FCA to achieve this as soon as possible. I'll now hand over to our Chief Executive, Danny Malone.
Thank you, Jonathan. Good morning and welcome. Firstly, I'm pleased to be here today as chief executive at, as Jonathan has described, an important stage in the evolution of the business. When I joined the business in February, I was impressed and enthused not only by the business itself and its potential, but by the energy and the passion of the whole team and its purpose. That is why I'm delighted to have now taken on the job of leading Amigo in its next steps. There are hurdles that we need to overcome, but I am confident that we have the right team in place to do exactly that and to rebuild Amigo as a strong, responsible, and ultimately profitable business. I'd like to now give a quick recap of the highlights from the last financial year.
We were pleased that our scheme of arrangement was sanctioned by the High Court post-year-end on the twenty-sixth of May. This is now contingent on Amigo returning to lending with FCA consent by the 26th of February and by completing a capital raise by 26th of May next year. We are in the final stages of testing our systems and working with the FCA to enable us to return to lending as soon as possible. Our new products will be launched under the RewardRate brand and incorporate unique features designed to support financial mobility, helping customers with limited options to be able to borrow. Given the cost of living crisis that is gathering pace, it is important that there are regulated lenders in this space to provide people with better choices. We intend to offer both guarantor loans and non-guarantor personal loans.
The personal loan will start at 49.9 APR, and the guarantor loan with this added security from the presence of the guarantor will start at 39.9 APR. Both will have the rate dropper feature, which means that our customers will be able to reduce the amounts they repay simply by making their payments on time. They will also be able to take a payment holiday each year with no penalties, providing extra flexibility when they need it. We will be deploying a new cloud-based technology environment. This has been built around market-leading solutions with best-in-class third parties such as Salesforce, Mambu, and MuleSoft. It will be scalable and easily configured to grow with us and adapt to changing needs along the way. We have committed to limit lending to a net GBP 35 million before we raise new capital.
This GBP 35 million will come from existing resources, including GBP 50 million of outstanding bonds still in place and not due for repayment until January 2024. We will conduct a pilot lend period in consultation with the FCA before we build monthly originations further. The second condition is that we complete a capital raise by 26th of May 2023. Jonathan has said, we have announced today that we'll be seeking approximately GBP 40 million, which will include the 19-for-1 ordinary share issue mandated by the scheme. We will seek to facilitate meaningful participation from our existing shareholders on a preemptive basis, underwritten by one or more institutional investors. In addition, we will seek to raise debt to support further growth.
Looking at the financials, the key point to highlight and to explain on our performance for the year is the profit we reported of just under GBP 170 million. This was mostly due to a credit of GBP 157 million from the release of the complaints provision, which leaves us with a scheme provision just under GBP 180 million. Adjusted profit for the year was just over GBP 13 million. It is important to understand that the shareholder equity resulting from this reported profit will be substantially absorbed by the future costs of the scheme and by administering the legacy portfolio. We will be left with just a small working capital amount of around GBP 8 million. The future of Amigo is therefore totally dependent on our ability to raise new capital to fund the future business.
We continue to collect out the loan book and saw a near 60% reduction in the net loan book year-on-year to GBP 138 million. Collections have remained resilient and our cash position strong. We have GBP 50 million of outstanding bonds, having redeemed GBP 184 million in January and fully paid down our securitization facility last September. I will now hand you back to Jonathan to take questions on the resolutions.
Thank you, Danny. I should like to proceed by splitting the opportunity to ask questions into two parts. We'll first go through the resolutions, but before we do so, does anyone in the room have specific questions about the resolutions? That's a no. We will have a further Q&A session at the end of the formal part of the meeting to deal with any other questions you may have, and that part of the Q&A will be opened up to our Zoom participants. We don't appear to have any questions, so we won't be handing around the microphone. The same protocol will apply when we get to the Zoom questions after the resolutions, where we will ask people to give their name and their status as shareholder or otherwise. Thank you.
I'll now hand over to Roger Bennett, our Company Secretary, who will take us through the formal part of the meeting.
Thank you, Jonathan. Ladies and gentlemen, I've been asked to go through the formal proceedings of this annual general meeting. The notice of the annual general meeting, together with the explanatory notes, was posted to shareholders on the 2nd of September 2022. Accordingly, the requisite notice of the meeting has been given. The board propose therefore that, with your consent, the notice of the meeting should be taken as read. Is that agreed? Good. Thank you. To more accurately reflect the views of shareholders in the company, voting today will be done by way of a poll on each of the resolutions put to the meeting. This is seen as the best practice as it gives all shareholders the opportunity to participate in the decision-making of the company and have their votes recorded in proportion to the number of shares they hold.
The board has appointed Link Asset Services, the company's registrars, to act as scrutineers. A summary of each resolution will be shown on the screen to the side of me, together with a breakdown of the proxy votes we have received before each resolution is put to the vote. Can I ask if there are any shareholders in the room who intend to vote today, who have not already cast their vote by proxy, or who intend to change their vote they've already cast? Good. Thank you. It appears there are no additional votes to be added or changes to be made to the proxy votes already cast using the proxy voting service. Therefore, the vote tally on each of the resolutions put up during the meeting will be displayed on the screen.
We will of course publicize the results of the AGM through our regulatory information service, and we'll publish them on the website as soon as they are properly verified and are reasonably practical to do so. We will now proceed to vote on the resolutions which the board formally proposes to the meeting. The full text of each of the resolutions is set out in the notice of the meeting, a copy of which you have already received. Resolutions 1- 12 are proposed as ordinary resolutions and require a simple majority to be passed. Resolutions 13 -1 6 are proposed as special resolutions, which require a majority of 75% to vote in favor of the resolutions to be passed. We should have resolution 1. Excellent. This is a resolution to approve the annual report and accounts. The board proposed resolution number one shown on the screen.
As all shareholders and the authorized representatives who are here today have indicated they will vote as they did by proxy, the result expressed on the screen behind me is the actual result of the vote. You can see it was carried conclusively. Resolution two. This is the resolution to approve the annual report on directors' remuneration. The board proposed this resolution number two shown on the screen. The result expressed on the screen behind me is the actual result of the vote. Maria, as chair of the Remuneration Committee, would like to make a comment on that.
Yes. Thanks, Roger. I think it's important to note that it's obviously quite a close response to the REM report and to the REM policy.
Yeah
which we haven't covered. We're obviously disappointed by the result, and we know, as we've spoken to some significant shareholders, some of the rationale behind that. I think it's important to explain why we make the decisions we make as a REM and as a board. We inherited the existing remuneration policy, obviously in 2019. They last for three years. The current one that has been accepted will last for a further three. Obviously, the company was in a very different state then. It had IPO-ed, it had a very large single shareholder. The policy's been designed in mind with maximum flexibility.
The business that we are today won't be the business that we are in three years' time, and therefore, what we were looking to have is really from a REM perspective, max flexibility to look at shares, cash, the whole kind of policy mix, and we've done that by going out to market and making sure that what we've proposed is sort of fit for purpose and also aligns with the rest of the market, which it does. We're very clear about making sure that we've done a proper benchmarking exercise. I think the important thing is to acknowledge your shareholder concerns, and to say that we do listen to you, we do take note of your concerns, and hopefully you'll see that just not through words but through our actions as well.
Okay. In connection to that, there's also resolution number three. This is the resolution to approve the directors' remuneration policy. The results that are expressed on the screen behind me are the actual results of the vote. It's carried. Number 12, slide 12, which is resolution number four. This is the resolution to re-elect Jonathan Roe. Jonathan is a non-exec director and Chair of the board and of the Nominations Committee. The result expressed on the screen behind me is the actual result of the vote. Again, carried. Resolution number five is the resolution to re-elect Maria Darby-Walker as a director. Maria is a non-exec director and Chair of the Remuneration Committee. She will also be the senior independent director, subject to authorization for that additional role by the FCA. The result expressed on the screen behind me is the actual result of the vote. That's carried.
Resolution number six is the resolution to re-elect Michael Bartholomeusz. The Michael is a non-exec director and chair of the Risk Committee. He's also acting as the interim chair of the Audit Committee while we continue the search for another person. The result expressed on the screen behind me is the actual result of the vote. Resolution number seven. This is this resolution has been withdrawn because the director who was up for re-election withdrew. Well, stepped down from the board prior to this vote. But the indication of the voting is as up there anyway. We've done that just for purposes of showing good records. Right. Resolution number eight. This is a resolution to elect Danny Malone. Danny is obviously executive director and is now our CEO, having joined the board originally in June.
The result expressed on the screen behind me is the actual result of the vote. Resolution number nine is the resolution to appoint our auditors. These are new auditors replacing KPMG, MHA MacIntyre Hudson LLP. The result expressed on the screen behind me is the actual result of the vote. Resolution number 10 is the resolution to fix the auditors' remuneration. The result expressed on the screen behind me is the actual result of the vote. Again, carried. Resolution number 11 is the resolution to authorize political donations and incur political expenditure. Resolution 11 seeks authorization for the company to make political donations and incur political expenditure. The company does not intend to make any political donations as the term is commonly understood.
The board has decided to put this forward as a resolution to ensure that the company avoid any possible contravention of the Companies Act 2006 when carrying out normal business activity. You can see the results expressed on the screen shows it's carried. Resolution number 12 is the resolution to authorize allotment of shares. Before the directors are able to issue shares, they must first be authorized to do so. This is perfectly normal. The results expressed on the screen behind me is the actual result of the vote. Again, carried. Resolution 13 is authority to disapply pre-emption provisions for cash consideration. Resolution 13 will give the directors authority to allot up to 5% of the shares for cash without first offering them to existing shareholders in proportion to their existing holding of shares, as in keeping with market practice and institutional guidelines.
A more detailed explanation, if you need one, is in the notice of meeting. As this is a special resolution, a 75% majority will be required. As you can see on the voting up there, the resolution is carried. Resolution 14 is authority to disapply pre-emption provisions for the purpose of financing an acquisition or specified capital investment. This resolution is dependent on the two previous resolutions 12 and 13 being passed, which they were. As mentioned, resolution 14 will give the directors authority to allot additional shares for cash without first offering them to existing shareholders in proportion to their existing holding of shares up to 5% of the current issued share capital. However, these shares may only be used in connection with an acquisition or a specified capital investment. A more detailed explanation, again, is in our notice.
As this is a special resolution, a 75% majority will be required. As you can see, it has passed. Resolution 15 is a resolution to authorize the company to purchase its own shares. The purpose of this resolution is to authorize the company to purchase up to 10% of its own ordinary shares in such terms, and in such manner as the directors may from time to time determine. The board would like to emphasize that the directors would only purchase shares in the market if they're satisfied that any such purchase is in the best interest of shareholders and could be reasonably expected to result in an increase in earnings per share. With Amigo at the moment, there are other issues involved obviously. As this is a special resolution, a 75% majority would be required. As you can see, this resolution passed. Resolution 16.
You'll be pleased to know this is getting to the end. Resolution to convene a meeting on 14 days' notice. Resolution 16 seeks authority to call general meetings other than annual general meetings on 14 days' notice. Basically for shorter than. The result expressed on the screen behind me is the actual result of the vote, and as you can see, it was carried. That is the end of the formal resolutions for today's AGM. All resolutions were carried. Jonathan.
Well done, Roger. Thank you. We now open the floor to questions. But we will, then we'll deal with questions from the floor, and then we'll open it up to our Zoom participants. If you wish to ask a question, please wait for the microphone to arrive before doing so, or raise your hand using the Zoom function if you are joining us online. If you're joining us online, as I mentioned previously, can you state your name and your status, as in I'm a shareholder, or whatever status you're joining us with. Are there any questions from the floor? Seemingly not. Rachel, I've got it. It is a bit complicated, this baton passing.
Rachel, who you can't see, is looking at the screen for people to put their hands up. We'll then enable the microphones to
We just need to be able to see the Zoom.
Okay. What you can't see is that the computer stuff is all hidden away behind the our screen.
That's better. See people. Can't see any raised hands.
Well, you've got all the screens.
Yeah.
Thank you.
If anyone can shout if they see anything, that would be helpful, as we can't see. There's no raised hands. Can't see.
Let's give people another 30 seconds. Is there anything in the text box?
No.
No.
Nothing's been entered in chat either, Billy. Just give people a couple minutes. Yeah.
Right. Thank you. Of course. Well-
Quiet room.
All quiet on the Western front, as they say. It appears that nobody wishes to ask a question at this point. We will always receive through the investor relations portfolio questions, which will be answered personally. I should like everybody to thank everybody for attending today. I call the meeting officially closed. Thank you, everyone.
Thank you.