Annual Shareholder Roadshow March/April 2013 Contents 1. - - PowerPoint PPT Presentation

Annual Shareholder Roadshow March/April 2013

Contents

1. Objectives of Hlumisa 2. Current ABIL shareholding 3. Reserve shares 4. Ordinary dividends and documentation required 5. Shareholders’ rights and restrictions 6. What happens at the end of the empowerment period? 7. Debt funding 8. Proxy form for annual general meeting 8. Proxy form for annual general meeting 9. Electronic participation

• 10. Notice of Annual General Meeting
• 11. Important shareholder information
• 12. Performance of ABIL
• 13. ABIL 2013 outlook

Objectives of Hlumisa

• Hlumisa (previously called Masonge) was formed in 2008 as ABIL’s

second BEE programme

• Hlumisa currently holds 3.2% of ABIL ordinary shares
• One of the top 10 shareholders in ABIL
• Hlumisa and Eyomhlaba are targeting to own at least 10% of ABIL
• Hlumisa and Eyomhlaba are targeting to own at least 10% of ABIL

by end of 2015

• Current combined shareholding in ABIL by Eyomhlaba and

Hlumisa is 9.2% (encumbered)

Current ABIL shareholding

Reserve shares

• Issued to Black employees during 2012
• 351 532 shares at prices ranging between R11.69 and R13.83

per share (discount of 30% to NAV)

• Remaining reserve is 2 825 736 shares
• To issue to ABIL Black employees and Black

non-executive and executive directors non-executive and executive directors

Ordinary dividends and documentation required

Ordinary dividends and documentation required

• Hlumisa has declared and paid 20 cents ordinary dividend per

share in the past two financial years

• To receive a dividend, shareholders have to ensure that Link

Market Services has received the following

• Certified copy of identity document
• Certified proof of residence or affidavit
• Bank confirmation of shareholder’s bank account
• Bank confirmation of shareholder’s bank account
• No interest is paid on unclaimed dividends

Shareholders’ rights and restrictions

• Entitled to sell shares to other black persons
• Selling of shares is not compulsory
• May not cede or pledge shares before 31 December 2015
• Death of shareholder – shares may be transferred to legal

Death of shareholder – shares may be transferred to legal beneficiary

• Beneficiary subject to the same restrictions as shareholder
• Hlumisa shareholders have a right to vote at ABIL’s AGMs and
• ther shareholder meetings

What happens at the end of the empowerment period?

• Empowerment period planned to end 31 December 2015
• Hlumisa shareholders will receive ABIL shares
• Currently 100 Hlumisa shares equivalent to approximately 55 ABIL

shares (before unbundling taxes)

• Hlumisa will settle borrowings, pay taxes and costs and then be
• Hlumisa will settle borrowings, pay taxes and costs and then be

liquidated

• After Dec 2015 shareholders are free to deal with their ABIL shares

as they see fit e.g. sell, pledge, cede, donate, transfer to family trust, etc.

• Dividends from ABIL shares will then be paid directly to

shareholders

Debt funding

• Hlumisa currently has long term debt of R180 million
• The funding is redeemable in stages by December 2015

Proxy form for annual general meeting

• The AGM is at 10h00 on Saturday 13 April 2013 at Parktonian

Hotel, Braamfontein

• If a shareholder is unable to attend, they can use a proxy

form for their vote to be counted

• Instructions on use are on page 39 of the annual report

The proxy form must be received by Link Market Services by

• The proxy form must be received by Link Market Services by

08h00 on 11 April 2013

• This can be faxed to 086 674 4381

Electronic participation

• Shareholder who cannot be at the AGM can participate via

teleconference

• Shareholder has to apply before can participate
• Application form is on page 37 of annual report
• Deadline for applications is 17h00 on 5 April 2013

Cost of the phone call is at shareholder’s expense

• Cost of the phone call is at shareholder’s expense

Notice of Annual General Meeting

• Ordinary resolutions to be considered at the AGM:

1. Thuli Mashanda and Desmond Lockey who resign as directors in terms of the MOI offer themselves for re-election. 2. Paul Khosa, Thuli Mashanda and Asim Gani offer themselves for election to the audit and risk committee. 3. Reappointment of the auditors, Nkonki Incorporated and appointment of Thuto Masasa as audit partner 4. Directors authority to issue the unissued ordinary and preference shares. 4. Directors authority to issue the unissued ordinary and preference shares. Permission valid until the next AGM

Notice of Annual General Meeting continued

• Special resolutions to be considered at the AGM
• 1. Approval of the non-executive directors’ remuneration
• 2. Change of restrictions to invest cash
• 3. Distribution of circulars by ABIL
• 4. Price payable by the company on the acquisition of its own

shares

• 5. Appointment of alternate directors
• 5. Appointment of alternate directors
• 6. Change to directors indemnity clause
• 7. Amendments to the ordinary dividend clause in the MOI
• 8. Correction of errors in preference share clause
• 9. Increase in number of preference shares

Notice of Annual General Meeting continued

• Special resolutions to be considered at the AGM (continued)

10Change of name of company in order to comply with Companies Act requirements

• 11. Technical corrections in MOI
• 12. Adoption of a revised MOI
• 12. Adoption of a revised MOI
• 13. Authority to issue ordinary shares
• 14. Authority to provide security for subscription of shares
• 15. Authority to repurchase ordinary shares

Important shareholder information

• If you would like to start receiving annual and interim reports

via e-mail, please e-mail your full name and identity number to: hlumisa@linkmarketservices.co.za

• If you have any questions please call the call centre on

0860 225 233 or e-mail hlumisa@linkmarketservices.co.za 0860 225 233 or e-mail hlumisa@linkmarketservices.co.za _ ____________________________________

• If you wish to buy more shares or sell shares you can visit

www.hlumisainvestments.co.za or call 011 321 5535 for the Share Trading desk

Performance of ABIL

Results for the year ended 30 September 2012

• Significant improvement in performance
• Headline earnings of R2 754 million – increase of 18% from R2

339 million in September 2011

• Total ordinary dividends per share of 195 cents – 10 cents more

than the previous financial year dividend than the previous financial year dividend

• First quarter (2013FY) trading update
• African Bank credit sales were flat

relative to the first quarter of the 2012 financial year at R7.43 billion (Q1 2012: R7.45 billion), mainly as a result of risk reduction measures

• Ellerines merchandise sales decreased by 8% for the quarter

to R1.5 billion and were flat year-on-year on the comparable basis

ABIL 2013 outlook Strategic initiatives

• Aiming to be the dominant provider of risk based financial

services to the South African market

• Maintain superior human capital
• Offer a superior customer value proposition

Offer a superior customer value proposition

• Low cost operational excellence
• Superior credit underwriting
• Efficient and superior collections
• Expanding accountability horizons
• Effective pervasive distribution and funding

Thank you

Disclaimer Disclaimer African Bank Investments Limited and Hlumisa Investment Holdings Limited are not investment or legal advisors. If you require advice on your investment in Hlumisa Investment Holdings Limited, you should consult an investment and/or legal advisor. This presentation does not replace the Hlumisa prospectus and Hlumisa Memorandum of Incorporation. If anything in this presentation is different to what is stated in the Hlumisa prospectus and/or Memorandum of Incorporation, the Hlumisa prospectus and Memorandum of Incorporation take precedence. Furthermore, African Bank Investments Limited and Hlumisa Investment Holdings Limited will not be responsible in any way if anything has been omitted from this presentation or if anything stated in the presentation is incorrect.