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1. Objectives
2. Highlights of 2008
3. Net asset value
4. Reserve shares
5. Dividends
6. Restrictions
7. Trading in Eyomhlaba
8. What happens at end?
9. AGM
10. ABIL
11. Questions ????
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ABIL is a signatory to the Financial Sector Charter (FSC)
• FSC minimum target 10% direct black ownership by 2010
• Eyomhlaba formed in 2005 as ABIL’s first BEE scheme
• Eyomhlaba structured with low borrowings to increase its ability to succeed in
• Masonge was formed in 2008 after ABIL issued shares to buy Ellerine Holdings Ltd
• Eyomhlaba and Masonge now targeting to own at least 10% of ABIL by 2015
• Current combined shareholding of ABIL by Eyomhlaba and Masonge is 6.3%
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Directors & employees
47%
Other black individuals
53%
EYOMHLABA
4.5%
ABIL
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ABIL shares issued to BEE entity at par
ABIL shares purchased in open market utilising borrowings and shareholder subscriptions (IPO)
ABIL shares purchased in open market utilising dividend income rights offer and private placement proceeds
Eyomhlaba shareholding millions
20.2
5.4
10.5
Total ABIL ordinary shares held by Eyomhlaba 36.1
Total ABIL shares in issue
Eyomhlaba's direct shareholding in ABIL
804.2
4.5%
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o Dividends received of R73.5m
o Purchased 2 633 692 ABIL shares at average cost of R27.86 per share o Declared dividends on ordinary shares
o Raised R93,7m from shareholders o Received R233,1m of dividends on ABIL shares o Paid interest on borrowing of R48.6m
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• Issued during 2008
– Black employee
• 218 604 shares at R2.58 per share (discount of 85% to NAV)
– New black non-executive director of ABIL
• 84 570 shares at R4.73 per share (discount of 72% to NAV)
• Remaining reserve is 3 197 459 shares
• Only issue to ABIL new black employees and non-executive directors
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Calculation of the maximum dividend that may be declared by Eyomhlaba
1. Weighted average price at which ordinary shares have been issued since incorporation
Ordinary share capital per AFS
No. of ordinary shares in issue
Weighted average price
Div limit based on average price
2. 10% of dividends received ex ABIL
Total dividends received ex ABIL during the year
Less: Capitalisation issue receipts
Maximum that can be declared as an ordinary dividend
No. of ordinary shares in issue
Dividend limit based on ABIL dividends received
3. Maximum ordinary dividend that may be declared per Eyomhlaba articles
Lesser of 1 and 2 above
No. of ordinary shares in issue
Maximum aggregate ordinary dividend payable
R12.00 for every 100 Eyomhlaba shares
5%
10%
R93,712,542
40,052,541
R 2.34
R 0.12
R73,505,902
0
R73,505,902
R7,350,590
40,052,541
R 0.18
R 0.12
40,052,541
R 4,685,627
• FICA requirements
– Certified copy of identity document
– Certified proof of residence or affidavit
– Bank confirmation of shareholder’s bank account
– Return ASAP
• Payable on 22 May 2009
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• No pledge/security of shares
• No trade before 1 January 2011
• Allowed trade of one third of total owned in each of
– 2011
– 2012
– 2013
• Only to black persons
• Over the counter (OTC) basis
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• Empowerment period ends 31 December 2015
• Eyomhlaba shareholders will receive ABIL shares
• Eyomhlaba will settle borrowings, pay taxes and costs and then be liquidated
• If distribution were to be done today, each Eyomhlaba shareholder would receive approximately 65 ABIL shares for every 100 Eyomhlaba shares owned
• After Dec 2015 shareholders are free to deal with their ABIL shares e.g. sell, pledge, cede, donate, transfer to family trust, etc.
• Dividends from ABIL shares will then be paid directly to shareholders
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• Purpose of AGM
• Benefits of attending AGM
• Ordinary resolutions to be considered at the AGM:
– Directors authority to issue the un-issued ordinary and preference shares. Permission valid until the next AGM
– AS Mabogoane, TM Sokutu and N Nalliah resign as directors in terms of the Articles offer themselves for re-election
• Routine business to be considered by shareholders at the AGM:
– Consider annual financial statements for the year ended 31 December 2008
– To consider re-appointment of the auditors, Nkonki Inc
– To authorize the directors to determine the remuneration of the auditors.
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Eyomhlaba Investment Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 2005/005827/06)
(" Eyomhlaba " or “ the Company ”)
FORM OF PROXY
Instructions:
For use by Eyomhlaba shareholders at the annual general meeting of shareholders of Eyomhlaba, to be held at 10h00 at the
Johanneburg Civic Theatre, 158 Loveday Street, Braamfontein, Johannesburg on 4 April 2009.
.
Please note that, while preference shareholders are entitled to attend and speak at the annual general meeting, either in person or represented by proxy, preference shareholders shall not be entitled to vote, either in person or by proxy, at the annual general meeting. Accordingly, any aspect of this proxy form regarding voting does not apply to the preference shareholders. If any preference shareholder completes any part of the voting instructions below, those instructions will not apply and will be disregarded.
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I/We (Name in BLOCK LETTERS please) of [Address]
Telephone Work ( ) being the holder/s of (number of Eyomhlaba ordinary shares)
Telephone Home ( )
(number of Eyomhlaba preference shares) hereby appoint (see note 1 overleaf – insert name of person you appoint): or failing him/her or failing him/her the chairman of the annual general meeting of shareholders, as my/our proxy to act for me/us at the annual general meeting of shareholders for the purpose of considering and, if deemed fit, passing, with or without modification, the resolutions to be proposed thereat and at each adjournment or postponement thereof, and to vote for and/or against such resolutions and/or abstain from voting in respect of the Eyomhlaba shares registered in my/our name (see note 3 overleaf) as follows:
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Yes No Abstain
Ordinary resolution number – Giving directors general permission to allot and unissued shares
Ordinary resolution number 2
Re-elect the following directors
Ashely Sefako Mabogoane
Thamsanqa Mthunzi Sokutu
Nithiananthan Nalliah and generally to act as my/our proxy at the said annual general meeting of shareholders. (Tick whichever is applicable
If no directions are given, the proxy will be entitled to vote or to abstain from voting, as that proxy deems fit.)
Signed at on 2009
Signature (of shareholder)
Assisted by (where applicable)
Each shareholder is entitled to appoint one or more proxies (who need not be a shareholder/s of Eyomhlaba ) to attend and speak (and, where such shareholder is an ordinary shareholder, vote) in place of that shareholder at the annual general meeting of shareholders.
Please read the notes on the reverse side hereof.
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• Grow the business to significant scale with target loan book of R25 billion
• Use growth to reduce the cost of credit to our customers, expand ability to take more risk and thereby grow and widen existing target client base
• Offer existing and potential clients more convenient access to credit products based on client needs, whilst being more affordable than other credit providers, and
• Entrench ABIL’s role as the leading provider of unsecured personal loans/credit in South
Africa
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