Nutun Limited · JSE:NTU
Nutun — Transaction Capital — ESG Presentation (February 2023)
25 slides from Nutun's sustainability presentation, February 2023
Slide 1: ESEG Roadshow
ESEG Roadshow February 2023 transactioncapital.co.za
Slide 2: Agenda and Objectives
Agenda 01 | ESEG highlights in FY2022 Objectives 02 | Governance • Board profile and changes • Enhancements to remuneration policy and disclosures • Proactively engage with our • Changes to resolutions relating to S44 and S45 of shareholders on ESEG matters and Companies Act progress ahead of our AG
Slide 3: ESEG performance update: Group highlights
Perf orm ance overvie w ESEG performance update Significant progress made in embedding ESE in organisational culture Group highlights ◉ Hosted two ESEG investor roadshows - Ensuring proactive Consolidated 3 Johannesburg premises into 1 new green building | Reducing engagement with investors on ESEG
Slide 4: Governance
O02 Governance
Slide 5: Board of directors
Perf orm ance overvie w Board of directors Board skills descriptions Independent non-executive directors Executive directors FC Financial capital Christopher Seabrooke Suresh Kana (68) David Hurwitz (51) 1 Accounting and auditing (70) Lead independent Chief executive officer Founding directors 2 Fin
Slide 6: Board profile and changes
Board profile and changes Independence Tenure Board updates Years Number of Independent directors Board composition changes 6 <1 Executive Christopher Seabrooke stepped down as chairman of the board and was succeeded 14 Board Directors 1-3 4 Members by Ian Kirk with effect from 31 December 2022. 4-6
Slide 7: Policy & disclosure enhancements
Policy & disclosure enhancements Remuneration ◉ Transaction Capital continues to enhance disclosure of targets linked to remuneration, to facilitate transparent discussions ◉ An additional ESEG hurdle was added into the long-term incentive (LTI) scheme from FY2022. These targets include: • Reduce ou
Slide 8: External auditor rotation
External auditor rotation Process started to select new audit firm in line with mandatory audit firm rotation requirement Audit Tenure (years) Audit Firm Audit partner ◉ Transaction Capital will undergo a managed transition to new external FY2022 14 auditors during the financial year ending 30 Septe
Slide 9: ESEG update
03 ESEG update
Slide 10: Early adoption of the IFRS & JSE Sustainability Disclosure Standard
Early adoption of the IFRS & JSE Sustainability Disclosure Standard ◉ To standardise reporting we have adopted ◉ These form a comprehensive ◉ We believe these standards converge, to the extent possible: global baseline of simplify & standardise the sustainability The draft IFRS ISSB The JSE’s sustai
Slide 11: Looking ahead
Looking ahead ◉ ESEG steerco and working groups within the divisions: • Keep ESEG top of mind constantly. Outcomes for ESEG in TC: • To be market leaders ◉ Reporting: • To drive allocation of capital • Continuous improvement. • To support lower cost of • Embedding ESEG reporting within the divisions
Slide 12: AGM resolutions
O04, AGM resolutions 9 March 2023
Slide 13: Resolutions to be voted on: Ordinary resolutions
Resolutions to be voted on Ordinary resolutions Election and re-election of directors Ordinary resolution number 1 – Re-election of C Seabrooke as a director In terms of the company’s MOI, one-third of non-executive directors shall retire and stand for re- Ordinary resolution number 2 – Re-election
Slide 14: 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’ Proposed non-executiv
Slide 15: Appendix: ESE framework
05, Appendix ESE framework
Slide 16: Delivering shared value
Delivering shared value Delivering shared value Our societal purpose is: ◉ Our business model operationalises commitment to sustainable & inclusive growth • Consistently generating good commercial returns for clients & industry value chains To create economic • Simultaneously creating net positive s
Slide 17: ESE Framework
ESE Framework Economic impact Social impact Facilitating economic development & growth We hire inclusively Nutun drives economic growth by promoting credit ESE We contribute to employment market stability WeBuyCars contributes to consistent & sustainable framework Our employment practices contribute
Slide 18: Economic Impact
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: 43% 42%
Slide 19: Social Impact
Social Impact Our people ◉ Our people are the foundation of our ability to engage meaningfully with our clients, innovate in respective We invest in our people’s potential markets, leverage technology & data, & create shared value for our stakeholders ◉ We engage & reward employees to engender an en
Slide 20: Environmental Impact
Environmental Impact We understand our important role in promoting climate resilience Progress in achieving emission targets ◉ Early adopted IFRS ISSB Sustainability & Climate Change Disclosure Standards as ◉ Supporting the Paris Agreement’s aim to limit well as JSE Sustainability Disclosure guidanc
Slide 21: Remuneration policy
Appendix Remuneration policy
Slide 22: Short term incentives
Appendix Short term incentives Detail Quantitative component Qualitative component Maximum quantitative CEOs: 16 months CEOs: Three months award Other executives: 13 months Other executives: Three months Maximum weighting CEOs: 84% CEOs: 16% Other executives: 81% Other executives: 19% Performance hu
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 date of
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
Slide 25: Long term incentives: conditional share plan continued
Appendix Long term incentives: conditional share plan continued Detail Group and divisional executives Stretch Stretch-performance is to be rewarded, where select executives (as approved by the remuneration committee on every CSP issuance) will performance receive an additional component of their CS
Transaction Capital — ESG Presentation (February 2023) on 6ix