SASF ANNUAL GENERAL MEETING THURSDAY 17 MAY 2018 AT 11H30 WERKSMANS ATTORNEYS THE CENTRAL, 96 RIVONIA ROAD, SANDTON BOARDROOM –THE SEMINAR ROOM ON 10th FLOOR Parking for visitors is available in the basement (the entrance is on 5th Street) No dial in facilities available for this meeting. Tea and coffee available from 11h15. The meeting will be followed by a light finger lunch. 1 WELCOME ATTENDANCE APOLOGIES 2 ADOPT AGENDA 3 SOUTH AFRICAN SECURITISATION FORUM ELEVENTH ANNUAL GENERAL MEETING TO BE HELD ON THURSDAY 17MAY 2018 AT 11H30 AT WERKSMANS ATTORNEYS, THE CENTRAL, 96 RIVONIA ROAD, SANDTON SEMINAR ROOM ON 10TH FLOOR (Unfortunately no dial in facilities available) AGENDA 11h15 Tea and coffee will be available 11h30 1. Welcome and Apologies 2. Adopt agenda 3. Approval of the Minutes of the Annual General Meeting held on 18 May 2017 4. Presentation and adoption of Chairman’s Annual Report for 2018 5. Presentation and adoption of Financial Report for 2018 6. Budget for 2019 7. Membership Fees – 1 March 2018 to 28 February 2019 8. Reports from sub-committees 8.1 Legal & Regulatory - Hendrik Ackermann 8.2 Communication & Education/Investors - David Toerien 8.3 Tax & Accounting - Rishendrie Thanthony 8.4 Membership - Nicholas Gunning 9. Election of Office Bearers for 2018/2019 10. General 4 APPROVAL OF PREVIOUS MINUTES 5 MINUTES OF THE ANNUAL GENERAL MEETING OF THE SOUTH AFRICAN SECURITISATION FORUM HELD ON 18 MAY 2017 AT 11H30 AT THE JOHANNESBURG COUNTRY CLUB, WOODMEAD, SANDTON 1. WELCOME & APOLOGIES The Chairman, David Towers, welcomed all those present to the 10th Annual General Meeting. A total of 42 persons, including members and their guests, were in attendance. Apologies were received from: Ajveetha Maikoo Standard Bank Alfons Ideler Investec Bank Amanda Farnworth Investec Bank Amit Mohanlal FirstRand Bank Andrew Fok Nedbank Aneria Bouwer Bowman Gilfillan Angela Itzikowitz ENS Carl Nel KPMG Carl Zeiler Investec Bank Carla Bathauer BMW Charles Marais Hogan Lovells Chrisna Dippenaar Deloitte Conway Williams Future Growth Corneleo Keevy Ashburton Craig Sherman Ashburton David Rajak Bayport Finance Dhesegan Govender Sasfin Bank Direen Eraman RMB Glen Christopulo Sasfin Bank Jacqueline Platt Maitland Group Jana Kershaw Sanlam Investments Jeanette de Beer ABSA John Martin KPMG Juan du Plessis Deloitte Karen Couzyn Webber Wentzel Kristen Reddy Standard Bank Lauren Tunstall Allen & Overy LLP Louis Dirker Investec 6 Lindi Marais Webber Wentzel Lischa Gerstle Bowman Gilfillan Louette Nel Maitland Group Lwandle Mazule Deloitte Matthew Mutch SA Homeloans Mazwi Zondi RMB Mohammed Antuley SA Taxi Nicola Corry RMB Nickesh Rajdew Investec Bank Paul Stedall Deloitte Pierre Swart Cliffe Dekker Rob Kelso SA Homeloans Simon Howie Investec Asset Management SA Shaun Ramsamuj Barclays Tom Morrison Bayport Finance Tsholo Lupele Webber Wentzel Yohan Assous SA Taxi 2. APPROVAL OF MINUTES OF THE PREVIOUS MEETING The minutes of the previous Annual General Meeting 19 May 2016, circulated beforehand, were tabled. In the absence of comments from the floor, approval of the minutes for the Chairman’s signature was proposed by Hendrik Ackermann and seconded by Brendan Harmse. 3. PRESENTATION & ADOPTION OF CHAIRMAN’S ANNUAL REPORT The Chairman reiterated that the purpose of the AGM was to report back to members on the Forum’s activities over the year, to present the Forum’s financial reports, and to elect officers for the forthcoming year. With the exception of Jana Kershaw who had resigned from EXCO due to work pressures, all office bearers were willing to stand for re-election for the coming year. The Chairman presented his report, a copy of which was included in the board pack for the AGM, and which would be published on SASF’s website at www.sasf.co.za. No questions were raised. Brendan Harmse proposed the Chairman’s report be adopted for inclusion in the minutes. This was seconded by Nick Gunning and the report was duly adopted. The Chairman thanked all the members of the Exco and the sub-committee members for their service to the Forum over the past year, particularly Jana Kershaw for all her hard work and enthusiasm whilst holding her position as Chair of the Communications & Education Sub-committee. He expressed his appreciation to the Secretary, Pat Benbow-Hebbert. 7 4. PRESENTATION & ADOPTION OF THE FINANCIAL REPORT FOR THE 12 MONTHS ENDED 28 FEBRUARY 2017. The Financial Report as included in the pack for the AGM had been approved at the EXCO meeting held prior to the AGM. The Treasurer, Lizelle Fivaz, presented the Financial Reports. Adoption of the Financial Statements was proposed by Brendan Harmse and seconded by Nick Gunning. This was approved by the AGM. The adoption of the proposed 2017/18 budget for the year ahead was tabled. The EXCO had recommended that annual membership fees of R15 000 remain unchanged. Adoption of the budget and membership fees was proposed by Richard Roothman and seconded by Brendan Harmse. This was agreed to by the AGM. The Financial Statements were signed by the Chairman and the Treasurer. The original signed copy would be forwarded to the auditors. 5. PRESENTATION OF REPORTS FROM SUB-COMMITTEES The various reports included in the AGM board pack were tabled. These, together with the Financial Statements, would be reflected on the SASF website. Legal and Regulatory Report. Hendrik Ackerman tabled the report. He thanked the members of the sub-committee for their regular attendance, heavy debates and input at the meetings over the past year which had proved to be a busy one on the legal and regulatory front. There were no questions. Communication and Education Report. The Chairman read the report prepared by Jana Kershaw, which was included in the board pack. He highlighted the UCT Securitisation Course due to be held on 13th & 14th September 2017 and asked members to encourage their colleagues to attend. There were no questions. Tax and Accounting Report. Rishendrie Thanthony tabled the report, which was included in the board pack. There were no questions. Membership Report. Nick Gunning presented the report, details of which were in the board pack. There were no questions. No further issues were raised and adoption of the reports was unanimously accepted by the AGM. The Chairman thanked the Chairpersons of the sub- committees for their contributions during the year. 6. ELECTION OF THE EXECUTIVE COMMITTEE FOR 2017/2018 With the exception of Jana Kershaw, the remaining officers had indicated that they would be willing to stand for re-election, and consequently the following were proposed as office-bearers for 2017/18 at the EXCO meeting that morning: Chairman David Towers Deputy Chairman Brendan Harmse Treasurer Lizelle Fivaz 8 Legal & Regulatory sub-committee Hendrik Ackermann Tax & Accountingsub-committee Rishendrie Thanthony Membership sub-committee Nicholas Gunning Communication & Education Position to be filled. This was ratified by the AGM. The remainder of EXCO would comprise: Beverley Warnasuriya Conway Williams Corneleo Keevy Dhesegan Govender Direen Eraman John Martin Lindi Marais Louis Dirker Marcus Veller Nelis Zeelie Olivia Ferreira Richard Roothman Rob Kelso Simon Howie Secretariat Pat Benbow-Hebbert There being no further questions or comments, the Chairman thanked everyone for their attendance and declared the meeting closed. The meeting was followed by a finger lunch. ___________________________ ________________________ CHAIRMAN DATE 9 PRESENTATION AND ADOPTION OF CHAIRMAN’S ANNUAL REPORT FOR 2018 10 Chairman’s Report to the Annual General Meeting 17 May 2018 1. Introduction a. On behalf of the Exco and the other Forum members I would like to welcome everyone to our 11th Annual General Meeting (“AGM”). For the third and final time it is a privilege for me to host the AGM as Chairman of the Exco. It has been an interesting and challenging period over the past three years. Unfortunately, the market has continued to be stagnant over this period with much of our focus being on regulatory matters and educational outreach and less on active deals. b. At every AGM we take the opportunity to report back to the stakeholders on the activities of the Forum during the year, to discuss the developments and challenges in the industry and achievements made by the Forum over this period. c. We are also required to elect the office bearers of the Forum for the following year. d. Furthermore, we will also report back on our financial position. 2. Despite continued difficult conditions and muted market activity, the Forum remained active over the past year. The Forum continued to engage in key areas of the industry and its sub-committees have had regular meetings during the year to discuss the various important issues facing the industry. a. The sub-committees of the Forum remain the i. Legal & Regulatory ii. Tax and Accounting iii. Education and Communication iv. Membership b. The Treasurer and Chairpersons of the sub-committees will provide you with their own reports of the activities of these committees over the course of the past year with more detail in their fields than revealed this report c. I will proceed to attempt to highlight and summarise some of the major events in the last year as they pertain to or influence our industry. 11 3. Global and Domestic Conditions a. There has been improved growth globally and the current outlook remains positive, although dangers are never far away and could be lurking ahead. The global growth rate in 2017 was 3.7%, slightly higher than predicted. This was driven by increased trade and a recovery in investments in developed economies. Improved commodity prices have also supported growth in commodity-based economies. The IMF forecasts that global growth will be in the region of 3.9% in 2018. b. There remain risks to this momentum, with the threat of global trade protectionism. The IMF has highlighted concerns that a trade war could severely damage global growth while the heightened risks with deteriorating global relations with Russia, the recent decision by the US on the Iran nuclear deal and the impact this could have on the US/European alliance as well as other global instability could dent the growth outlook.