Nutun Limited · JSE:NTU
Nutun — Transaction Capital — ESG Presentation (February 2024)
24 slides from Nutun's sustainability presentation, February 2024
Slide 1: ESEG Roadshow
ESEG Roadshow February 2024 transactioncapital.co.za
Slide 2: Agenda
Agenda 01 | ESEG overview Objectives 02 | Environment and socio-economic (ESE) impact 03 | Governance • Proactively engage with our • Board profile and changes shareholders on ESEG matters • External auditor rotation ahead of our AGM on 7 March 2024 • Amendments to remuneration policy and disclosure
Slide 3: ESEG overview
Perf orm anc e overvie w ESEG overview Delivering Deliveringshared sharedvalue value E Environmental ◉ TC business model operationalises our commitment Strengthened focus on educating our teams Monthly capturing of carbon to sustainable & inclusive growth with the aim to: about the environmental asp
Slide 4: ESE impact
2 ESE impact
Slide 5: Environment and Socio-economic impact
Perf orm anc e overvie w Environment and Socio-economic impact Social Environmental ◉ Transformation and diversity: ◉ Targets: Youth <25years Female ACI • Rebasing targets to intensity-based, FY2022: 11% FY2022: 44% FY2022: 79% being more appropriate for divisions in FY2023: 18% growth phase. FY2023
Slide 6: Governance
3 Governance
Slide 7: Board of directors
Perf orm anc e overvie w Board of directors Independent non-executive directors Executive directors Founding directors Ian Kirk (65) Mark Herskovits (49) Jonathan Jawno (57) Kuben Pillay (63) Chairman Chief investment officer Chief executive officer (outgoing) BCom (Hons), PGDA, CA(SA) HDip BDP, FCA
Slide 8: Board profile and changes
Perf orm anc e overvie w Board profile and changes Board updates Independence Tenure Years Number of Independent directors With effect from 1 June 2023 5 Sean Doherty stepped down as CFO of Transaction Capital and assumed the role of CEO of Executive 1-4 4 Mobalyz. 13 Board Directors Members 4-6 2 S
Slide 9: External auditor rotation
Perf orm anc e overvie w External auditor rotation New audit firm has been selected for FY2024 in line with mandatory audit firm rotation requirement Audit Tenure (years) ◉ PwC was approved and appointed as the new external auditor by the Audit Firm Audit partner audit committee in March 2023. Trans
Slide 10: Policy and disclosure amendments
Policy and disclosure amendments Section 44 & 45 resolutions Addressed shareholder concerns relating to Section 44 & 45 resolutions (Resolutions relating to the approval of Financial Assistance in Terms of Section 44 & Section 45 of the Companies Act) ◉ Section 44 & 45 special resolutions explicitly
Slide 11: AGM resolutions March 2024
4 AGM resolutions 7 March 2024
Slide 12: Resolutions to be voted on: Ordinary resolutions
Resolutions to be voted on Ordinary resolutions Election and re-election of directors In terms of the company’s MOI, one-third of non-executive directors shall retire and stand for re- Ordinary resolution number 1 – Re-election of S Kana as a director election at each AGM. Ordinary resolution number
Slide 13: Resolutions to be voted on: Special resolutions
Resolutions to be voted on Special resolutions Approval of non-executive directors’ and committee members’ fees Annual approval of non-executive directors’ fees in accordance with Section 66 of the Companies Act. Special resolution number 1 – Approval of non-executive directors’ and committee Propos
Slide 14: Resolutions to be voted on: Special resolutions
Resolutions to be voted on Special resolutions Annual general authority to repurchase securities Annual general authority to enable acquisition of the company’s own securities, subject to the provisions of the MOI of the company, the Companies Act and the JSE Listings Requirements Special resolution
Slide 15: ESE Framework
APPENDIX ESE Framework
Slide 16: Delivering shared value
Appendix Delivering shared value Delivering shared value Our societal purpose: ◉ Our business model operationalises commitment to sustainable & inclusive growth aims to: • generate good commercial returns for clients & industry value chains, • simultaneously create net positive socioeconomic To crea
Slide 17: ESE Framework
Appendix ESE Framework Economic impact Social impact Facilitating economic development & growth Nutun drives economic growth by promoting credit We hire inclusively market stability We contribute to employment WeBuyCars contributes to consistent & sustainable ESE Our employment practices contribute
Slide 18: Economic Impact
Appendix Economic Impact We drive economic growth by promoting credit We contribute to consistent & sustainable We empower SMEs (who might otherwise have been denied market stability economic growth access to credit) through financial inclusion We unlock value from our clients’ non-performing loans:
Slide 19: Social Impact
Appendix Social Impact Our people We invest in our people’s potential ◉ Our workforce forms the cornerstone of our ability to meaningfully engage with our customers, drive innovation in our The group invests in training & respective markets, harness the power of technology and data, and generate sha
Slide 20: Environmental Impact
Appendix Environmental Impact We understand our important role in promoting climate resilience Progress in achieving emission targets ◉ We strengthened our focus on educating our teams about the vital environmental ◉ Supporting the Paris Agreement’s aim to limit aspect of ESEG, leading to greater en
Slide 21: Remuneration policy
APPENDIX Remuneration policy
Slide 22: Short term incentives
Appendix Short term incentives Detail1 Quantitative component Qualitative component Maximum quantitative 9 months CTC 3 months CTC award2 Maximum weighting 75% weighting 25% weighting Performance hurdles A combination of factors is considered in The remuneration committee considers strategic imperat
Slide 23: Long term incentives: conditional share plan
Appendix Long term incentives: conditional share plan The group’s CSP mechanism is overseen and approved by the remuneration committee. It operates as follows: Detail Group executives Divisional executives Grant price 10-day VWAP of Transaction Capital Divisional notional value per share on the date
Slide 24: Long term incentives: conditional share plan continued
Appendix Long term incentives: conditional share plan continued Detail Group and divisional executives Performance Performance criteria are pre-set by the remuneration committee for each vesting period. Criteria The most recent performance criteria have been set as follows (per division for division
Transaction Capital — ESG Presentation (February 2024) on 6ix