Nutun Limited · JSE:NTU
Nutun — Transaction Capital — ESG Presentation (February 2022)
24 slides from Nutun's sustainability presentation, February 2022
Slide 1: ESEG Roadshow February | March 2022
O Transaction Capital ESEG ROADSHOW February | March 22
Slide 2: Agenda and Objectives
AGENDA Key governance objectives and progress in FY2021 Board profile & changes External auditors OBJECTIVES Remuneration Proactively engage with our shareholders on ESEG matters ESE highlights in FY2021 and progress ahead of our AGM on 10 March 2022 Obtain feedback and input from our shareholders M
Slide 3: Governance
© Transaction Capital TT GOVERNANCE
Slide 4: Governance highlights in FY2021
Maintained the group’s swift and agile response to Established the risk & technology committee as a new board COVID-19, returning to our long-term track record of growth sub-committee Adopted the following group policies: Further augmented the board’s skills & diversity through the Human rights poli
Slide 5: Independent non-executive and executive directors
INDEPENDENT NON-EXECUTIVE DIRECTORS EXECUTIVE DIRECTORS CHRISTOPHER BUHLE SURESH ALBERTINAH DAVID SEAN MARK SEABROOKE (68) HANISE (39) KANA (66) KEKANA (48) HURWITZ (50) DOHERTY (44) HERSKOVITS (47) Chairman Appointed: January 2019 Lead Independent Appointed: April 2021 Chief Executive Officer Chief
Slide 6: Independence, tenure and changes to the board
INDEPENDENCE TENURE CHANGES TO THE BOARD 8 INDEPENDENT NUMBER OF INDEPENDENT YEARS NON-EXECUTIVE NON-EXECUTIVE DIRECTORS <1 1 Albertinah Kekana appointed as an independent non-executive director on 1 14 1 –3 5 April 2021 BOARD MEMBERS 4 –6 1 Paul Miller resigned as an alternate director to Roberto R
Slide 7: External auditor remains independent of the organisation
THE AUDIT COMMITTEE IS SATISFIED THAT THE EXTERNAL AUDITOR REMAINS INDEPENDENT OF THE ORGANISATION The audit committee considered the tenure of Deloitte & Touch and is satisfied that the external auditor remains independent of the organization; AUDITOR TENURE (Years) • The group has rotated audit pa
Slide 8: Enhancements to the remuneration policy in 2021
ENHANCEMENTS TO THE REMUNERATION POLICY IN 2021 Defined distribution of weightings for quantitative, qualitative & discretionary components of executives’ STI awards • Short-term incentives – page 106 of FY2021 Integrated report Defined distribution of weightings for HEPS and ROE as LTI hurdles • Lo
Slide 9: ESE Impact
(@ Transaction 2) ESE IM
Slide 10: Launch of SA Taxi Vaccination Centre and sustainability awards
WORLD FINANCE SUSTAINABILITY AWARDS WINNER SA Taxi announced as winner in ‘Most Sustainable Company in Mobility Industry’ category in recognition of: WE UNDERSTAND OUR IMPORTANT ROLE IN PROMOTING • Its social purpose of enabling mobility access for millions of commuters through tailored CLIMATE RESI
Slide 11: Resolutions to be voted on (10 March)
RESOLUTIONS TO VOTED O| (10 MARCH 202 aeily Te i a 11 Bil Uy {|
Slide 12: Election of directors and audit committee appointments
Election and re-election of directors Ordinary resolution number 1 – Re-election of K Pillay 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 of S Wapnick as a director election at each AGM Ord
Slide 13: Approval of directors' fees and financial assistance
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 Proposed non-executive directors’ fees for 2022 have i
Slide 14: Appendix: ESE Framework
(@ Transaction ra APPE} ESE FRAM
Slide 15: Delivering shared value
DELIVERING SHARED VALUE Business model operationalises commitment to sustainable & inclusive growth • Consistently generating good commercial returns for clients & Our societal purpose is to enable mobility access Our societal purpose is to promote stable, across our industry value chains for millio
Slide 16: Facilitating economic development
FACILITATING ECONOMIC DEVELOPMENT Transaction Capital’s focus on traditionally under-served market segments where it can make a meaningful social impact supports economic growth & development We empower SMEs through financial inclusion We drive economic growth by promoting credit market stability We
Slide 17: Supporting social inclusion, bettering the industries we serve
SUPPORTING SOCIAL INCLUSION BETTERING THE INDUSTRIES WE SERVE SA Taxi promotes social inclusion by helping millions SA Taxi works to better the public transport industry of commuters to access services & economic opportunities for all stakeholders We support a critical public transport service We fo
Slide 18: We hire inclusively, we empower our people
WE HIRE INCLUSIVELY WE EMPOWER OUR PEOPLE Our employment practices contribute to socioeconomic transformation We value our employees & invest in our staff’s potential The Transaction Capital board comprises 14 directors, of whom eight are independent 26 R8.7 million Average training hours Training s
Slide 19: Promoting climate resilience
WE UNDERSTAND OUR IMPORTANT ROLE IN PROMOTING CLIMATE RESILIENCE Transaction Capital is committed to supporting sustainable & inclusive economic growth within the markets in which we operate. We support the Paris SA Taxi contributes to reducing the carbon footprint of the minibus taxi industry throu
Slide 20: Promoting climate resilience: our carbon footprint
WE UNDERSTAND OUR IMPORTANT ROLE IN PROMOTING CLIMATE RESILIENCE OUR CARBON FOOTPRINT We are committed to measuring, tracking & reporting the impact of our operations on the natural Reducing GHG emissions from energy usage environment, & we embrace our responsibility to manage our carbon footprint.
Slide 21: Appendix: Remuneration Policy
5 | APPENDIX REMUNERATION POLICY
Slide 22: Short-term incentive structure
CEOs: 12 months Other executives: Nine months CEOs: Nine months CEOs: Three months Other executives: Six months Other executives: Three months CEOs: 75% CEOs: 25% Other executives: 67% Other executives: 33% A combination of factors are considered in setting The remuneration committee considers indiv
Slide 23: Conditional Share Plan mechanism
The group’s CSP mechanism is overseen and approved by the remuneration committee. It operates as follows: 10-day VWAP of Transaction Capital share on Divisional notional value per share on date of issue. date of issue. Equal to the monetary value of the LTI award, as approved by the remuneration com
Slide 24: CSP performance criteria and vesting
Performance criteria are pre-set by the remuneration committee for each vesting period. The most recent performance criteria have been set as follows (per division for divisional executives, and on a consolidated basis for group executives): Minimum vesting CPI (South Africa) ≥ 15% 25% CPI (Australi
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