| Fri 26 Aug 2011, 12:50 | | NPN - Naspers Limited - Results of annual general meeting |
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NPN
NPN
NPN - Naspers Limited - Results of annual general meeting
NASPERS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1925/001431/06)
Share code: NPN ISIN: ZAE000015889
LSE ADS code: NPSN ISIN: US 6315121003
(`Naspers` or `the company`)
RESULTS OF ANNUAL GENERAL MEETING
Cape Town, 26 August 2011 - Naspers Limited ("Naspers") (JSE: NPN, LSE:
NPSN), the 97th annual general meeting (AGM) of Naspers Limited was held
this morning, under the chairmanship of Mr Ton Vosloo, in the Naspers Centre
at 40 Heerengracht, Cape Town, South Africa.
Shareholders approved all the ordinary and special resolutions with the
required majority. A dividend of 270c per Naspers N- ordinary and 54c per
Naspers A- ordinary share were approved. PricewaterhouseCoopers was
appointed as external auditors, with Mr A Wentzel as the individual who will
undertake the audit.
Adv. Fran du Plessis, Prof Jakes Gerwel and Messrs Fred Phaswana, Ben van
der Ross and Boetie van Zyl, who retired by rotation, were re-elected to the
board.
Messrs Boetie van Zyl and Ben van der Ross, Prof Rachel Jafta and Adv Fran
du Plessis were elected to the audit committee.
Mr Vosloo reported in his AGM address that Naspers`s consolidated revenues
grew 18% to R33 billion. The group continued to expand and follow its three
pronged strategy: organic growth of existing businesses; pursuing
acquisitions that add value and developing new technologies.
The chairman`s address follows:
This year represents a new era in the method in which we present our annual
report. In line with the revised guidelines and recommendations in the King
III code on corporate governance, you have in front of you the first Naspers
integrated annual report to stakeholders. We aim to present a balanced view
of our economic, social, environmental and governance activities for the
year to 31 March 2011.
Over the past year, the Naspers group recorded an 18% increase in
consolidated revenues to R33bn while core headline earnings grew 13% to
R6bn. The internet businesses in emerging markets introduced even more
accessible, reliable and convenient services to users. As a result, consumer
trust in transacting on these platforms is increasing.
The e-commerce operations of Allegro (Eastern Europe) and Ricardo (Western
Europe) continue to expand healthily. Latin America is concentrating on
deepening its services and broadening its revenue base.
Rapid growth of the internet industry in China enabled Tencent, through its
focus on user experience, to expand the usefulness of its core platforms. I
refer you to Tencent`s recently announced interim results for an up to date
expose of progress.
The Russian internet market remains lively and Mail.ru Group, listed on the
London Stock Exchange, maintained market share in most segments. It is the
leading provider of services to internet consumers in Russian-speaking
markets.
The pay-television unit recorded growth of 977 000 homes for the period to
31 March. This was largely driven by the 2010 Fifa World Cup, a once-in-a-
lifetime event. The resilience of our pay-television operations underscores
the importance of content, although the rising costs of R & D and sports
rights place pressure on margins.
In several African countries we made good progress in increasing local
content. In countries facing educational challenges, we have steadily
expanded the scope of our educational and literacy initiatives. We are also
developing local skills, such as film-making and journalism.
Ensuring we have the best engineers is a priority. The MIH Media Lab
sponsors top post-graduate students in the field of new media.
Print businesses globally, including our own, lagged due to slower growth in
advertising revenues. We are proud of the social contribution of our
various titles.
Onto matters of corporate governance and sustainability...
The impact of the new Companies Act in South Africa, as well as the
guidelines in King III, were a key focus over the past year.
We recognise the importance of governance and sustainability. The board runs
the group`s business with integrity and we follow appropriate governance
practices.
Simply put, Naspers links several millions of people to media, e-commerce,
to friends and family, advertising, content and to efficient means of
communication. Our products and services are improving people`s lives in
practical ways.
We`ve harnessed our services to offer educational programming, to increase
the accessibility of banking services and to grow African industries through
our local programming and local-language strategy.
Last year our group contributed R4 billion to the South African fiscus
comprising tax on company profits, tax on our employees` salaries, secondary
tax on companies, skills development levies, etc. This all helps to build
the new South Africa.
Our sustainable development framework flows from our values and the concerns
of stakeholders. This links to our business strategy and risk management
processes.
Whilst the majority of our businesses have a limited impact on the
environment - mainly electricity usage -several subsidiaries have Think
Green initiatives. Our print businesses pose the most risk in terms of
environmental impact and strict processes are employed.
To pull our sustainability initiatives together we are creating a single
platform, naspers.org. In time, naspers.org will harness the group`s
strengths in media and technology to help address global challenges such as
education.
Now the current regulatory environment.
The regulatory environment in Africa remains uncertain and the past year
presented many challenges. The Southern African Development Community
eventually adopted the digital video broadcast terrestrial standard DVB-T2,
to migrate analogue terrestrial television broadcasting services to digital
terrestrial television. There is some uncertainty on the analogue-to-digital
migration process, since government policies are unfinished in most African
countries and switch-off dates for analogue terrestrial television
transmissions continue to be postponed.
Cost and access to broadband internet remain issues of concern in South
Africa. MWEB was the first internet service provider in the country to offer
an uncapped ADSL service - an important step in expanding affordable access.
Although the ministry has prioritised broadband access, the deadline for
local loop unbundling has again been postponed .
The Consumer Protection Act regulations were published and our businesses
have prepared well to deal with new requirements,
We subscribe to ethical journalism in accordance with the Press Code of
South Africa.
The regulatory environment in respect of the press in South Africa has been
under considerable scrutiny. The proposed Information Bill is deeply
disturbing. It will limit access to information which we can now
legitimately get, by declaring it secret. This goes beyond what is necessary
to protect either our national security or what is in the public interest.
It seeks to impose disproportionate punishment for transgressions, which
will have a chilling effect on journalism. Should these proposed changes
become a reality, South Africa will be a different society. People will
still buy newspapers and magazines as they do now: to read about Kaiser
Chiefs or the latest celebrity scandal. But newspapers, radio and television
stations will not be able to report freely about corruption. We will no
longer have a transparent democracy. Cover ups will be easy, corruption will
spread and there is little doubt that our economy will go to pieces.
Media freedom and the free flow of information is the lifeblood of all the
other freedoms we enjoy under the Bill of Rights. We are encouraged by the
latest developments in parliament, that sanity will prevail.
Now a look at dividends...
The board has recommended that the annual dividend be increased by 15% to
270 cents, per N ordinary share. Also to 54 cents per unlisted A ordinary
share. If you approve this today, dividends will be payable to shareholders
recorded in the books on Friday 23 September and paid on Monday 26
September.
Onto matters of the Directors
In terms of the company`s memorandum of incorporation, Adv F-A du Plessis,
Prof GJ Gerwel and Messrs TMF Phaswana, BJ van der Ross and JJM van Zyl,
will retire by rotation today, but are eligible to offer themselves for re-
election.
Members of the audit committee are Messrs JJM van Zyl and BJ van der Ross,
Prof R Jafta and Adv F-A du Plessis. The board recommends that shareholders
reappoint these individuals as audit committee members and, in compliance
with the new Companies Act, shareholders will be asked to consider their re-
election.
Now a few achievements and career moves
In April this year, Cobus Stofberg, chief executive of the MIH group,
Naspers`s internet and pay-television operations, stepped down after superb
service to the group. Antonie Roux, head of MIH`s internet division, took
the reins. We wish Antonie every success in his new role. Cobus will,
however, remain in a full-time position as a senior executive and corporate
advisor to MIH.
Esmare Weideman was appointed head of Media24. Our best wishes for success
in this exciting role.
Also we noted the appointments of:
Thinus Dippenaar _ CFO of MultiChoice South Africa Group.
Oliver Rippel - CEO of Internet division for Africa, India, South East Asia
and the Middle East
Chris Hitchings - CEO of DStv Media Sales
Hennie Visser - CFO of MWEB
Lloyd Rennie - General Manager - strategy MultiChoice Africa Limited
Doug Lowther - Executive Vice president - Digital TV at Irdeto
Bokkie Gerber - editor of Rapport
Chriss Burgess - editor-in-chief of Landbouweekblad titles
Tim du Plessis - head of Afrikaans titles in Media24`s newspaper division,
and
Peet Kruger who returns to Beeld as editor.
We also had some retirements:
Peter McKenzie, DStv Media Sale`s famous CEO. Also Harry Pratt,
MultiChoice`s manager: Africa business development. Our loyal friend,
Denise Vos, Media24 head of secretariat and IP Also Brian Forssman,
Irdeto`s vice president : products and operations.
We also convey our best wishes to Theuns Reyneke of Irdeto, and to the wife
of one of one of the founders of our pay-TV operations, May van der Merwe,
both of whom are seriously ill.
Congratulations to some top achievers ...
Several of our journalists, newspapers, magazines, printers and publishers
have won awards in the past year including, among a long list, City Press
editor-in-chief Ferial Haffajee : 2010 National Press Club Editor of the
Year. Michelle van Breda, editor of SARIE, won the Pica Award Editor of the
Year. We salute you all!
ibibo, our Indian internet start-up, won the 2011 Global Youth Marketing
Star Youth Icon Award, and Allegro`s recycling initiative to create musical
instruments from used advertising materials and barrels was recognised by
Guinness World Records for the largest orchestra playing on recycled
instruments at the XVI Woodstock Festival!
We also are proud of the achievement of our pay-TV operations winning
several Loerie and Promax awards for on-air advertisements; SuperSport`s
Let`s Play initiative, was judged SA`s best social responsibility in sport
initiative. MultiChoice reached 1st place in the telecommunications sector
in the Orange Index, which evaluates companies providing customer service.
We are proud of you all.
And now we look ahead to the future
Although nuances shift from time to time, the group continues to follow its
three pronged strategy: organic growth of existing businesses; pursuing
acquisitions that add value and developing new technologies.
However, recent experience has taught us that internet valuations have
become inflated and that good value is difficult to find these days. So we
are focussing more on growing our businesses organically and on developing
new technologies. This may dampen earnings in the year ahead, as the cost of
developing these businesses is expensed through the income statement.
However, we believe this strategy will stimulate long-term growth prospects.
The world economy is currently difficult to read. Countries where we
operate, seem somewhat less affected by the turmoil, but the general
atmosphere of stagnation does not encourage consumers and advertisers to
spend money.
The rapidly changing markets require us to adapt quickly. We have the right
skills to meet the challenges in all countries where we operate. Across the
group, the recruitment of entrepreneurs and the development of skills is
critical to retain our competitive edge. In our internet businesses we aim
to recruit the best young engineers.
Taking risks is integral to our businesses. This is our day job: if we
don`t take risks, we can`t make money. Some of these will pay off, some
won`t. As an international multimedia group with activities in some 131
countries, the group is exposed to a wide range of eventualities that may
have serious consequences. The diversi?ed nature of the group, however, does
spread exposure geographically and we have processes in place to mitigate
risks where we can.
We aim to deliver value to our shareholders over the medium to longer term
and will work closely with regulators and law makers to improve the
regulatory environment. We continue to contribute to the communities in
which we operate.
Full details about our activities are contained in our 2011 integrated
annual report, which is available electronically and in hard copy. An
overview of today`s proceedings will be placed on the Naspers website.
I thank you.
About Naspers
Naspers is a leading multinational media group, and listed on the
Johannesburg Stock Exchange (JSE) in September 1994. The company also has an
ADR listing on the London Stock Exchange (LSE). Over the past two decades
the group has evolved from a traditional print media business in one
country, to a broad-based media company in multiple markets.
The group`s principal operations are in internet platforms (focussing on
commerce, communities, content, communication and games), pay-television and
the provision of related technologies and print media (including publishing,
distribution and printing of magazines, newspapers and books). Most of
Naspers`s businesses hold leading market positions.
The group`s most significant operations are located in emerging markets.
This includes Africa, China, Latin America, Central and Eastern Europe,
Russia and India.
Important Information:
The report contains forward-looking statements as defined in the United
States Private Securities Litigation Reform Act of 1995. Words such as
"believe", "anticipate", "intend", "seek", "will", "plan", "could", "may",
"endeavour" and similar expressions are intended to identify such forward-
looking statements, but are not the exclusive means of identifying such
statements. While these forward-looking statements represent our judgements
and future expectations, a number of risks, uncertainties and other
important factors could cause actual developments and results to differ
materially from our expectations. These include factors that could adversely
affect our businesses and financial performance. We are not under any
obligation to (and expressly disclaim any such obligation to) update or
alter our forward-looking statements, whether as a result of new
information, future events or otherwise. Investors are cautioned not to
place undue reliance on any forward-looking statements contained herein.
Contact:
Meloy Horn
Head of investor relations
Naspers
+27 11 289 3320
+27 82 772 7123
meloy.horn@naspers.com
Sponsor: Investec Bank Limited
Date: 26/08/2011 12:50:01 Produced by the JSE SENS Department.
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