Fcmb Group Plc Annual Report and Accounts 2019
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FCMB GROUP PLC ANNUAL REPORT AND ACCOUNTS 2019 FCMB GROUP PLC ANNUAL REPORT AND ACCOUNTS FCMB Group Plc First City Plaza, 44 Marina, Lagos, Nigeria www.fcmbgroupplc.com FCMB GROUP PLC OUR VISION To be the premier financial services group of African origin. OUR MISSION To attain the highest levels of customer advocacy, be a great place to work and deliver superior and sustainable returns to our shareholders. OUR CORE VALUES Execution Professionalism Innovation Customer Focus ANNUAL REPORT 2019 At FCMB, we place great value on being a responsible institution. By creating a great place for our people to work, selling our products and services responsibly, eecting positive social outcomes and mitigating the environmental impact of our operations, we believe that we can make a greater positive contribution to our operating environment. Introduction Operating Corporate Financial Other National Shareholder Branches and Account Review Governance Statements Disclosures Information Opening Information Contents Introduction Operating Corporate 1 2 Review 3 Governance At FCMB, we place great value on being a 5 About FCMB Group Plc 15 2019 Awards Won 33 Board of Directors responsible institution. 6 From the Archives of the Founder 17 Operating Companies’ 39 Board Evaluation Report Performance Highlights 8 Chairman’s Statement 40 Corporate Governance – Commercial & Retail 11 Group Chief Executive’s Report Banking Group 48 Management Report – Asset & Wealth on Certification of Management Group Financial Statements By creating a great place – Investment Banking Group for our people to work, 27 Sustainability Report selling our products and Financial Other National Shareholder services responsibly, Financial Statements Disclosures Information Statement4 s 5 6 eecting positive social outcomes and mitigating the environmental impact of our operations, we believe that we can make 50 Directors’ Report 271 Value Added Statement 276 Notice of Annual General Meeting a greater positive 60 Statement of Directors’ 272 Five-Year Financial Summary 280 Proxy Form and Resolutions Responsibilities – Group contribution to our 282 Mandate for E-Dividend Payment 61 Audit Committee Report 274 Five-Year Financial Summary 284 Electronic Delivery Mandate Form operating environment. – Company 62 Independent Auditor’s Report 67 Consolidated and Separate Branches and Account Statements of Profit or Loss and 7 Opening Information Other Comprehensive Income 69 Consolidated and Separate Statements of Financial Position 71 Consolidated and Separate Statements of Changes in Equity 76 Consolidated and Separate 286 List of Branches Statements of Cash Flows 291 Personal Account 78 Notes to the Consolidated and Application Form Separate Financial Statements Read more about our businesses at: www.fcmbgroup.com FCMB Group Plc Annual Report and Accounts 2018 3 Introduction Introduction Operating Corporate Financial Other National Shareholder Branches and Account Review Governance Statements Disclosures Information Opening Information About FCMB Group Plc FCMB Group Plc is a bank-led financial services First City Monument Bank Limited, the wholly owned group, headquartered in Lagos, Nigeria, with flagship company of FCMB Group Plc, is a top-10 operating companies divided along three business lender in Nigeria and has about 6.4 million customers groups – Commercial and Retail Banking (First City and 206 branches in Nigeria and a banking subsidiary Monument Bank Limited (the Bank), Credit Direct in the United Kingdom through FCMB Bank (UK) Limited, FCMB (UK) Limited and FCMB Microfinance Limited (which is authorised by the Prudential Bank Limited); Corporate & Investment Banking (the Regulation Authority (PRA) and regulated by the Corporate Banking Division of the Bank, FCMB Financial Conduct Authority (FCA) and the PRA in Capital Markets Limited and CSL Stockbrokers the United Kingdom). Limited); and Asset & Wealth Management (FCMB More information can be found at: Pensions Limited, FCMB Asset Management Limited and FCMB Trustees Limited). Listed on the Nigerian www.fcmbgroup.com Stock Exchange (NSE) with the ticker symbol ‘FCMB’, FCMB Group Plc has 19.8 billion ordinary shares held by over 517,000 shareholders. 1977: Founded 1977 City Securities Limited is established 1982: Acquired Banking Licence First City Merchant Bank is 2001: Name Change 1982 licensed, becoming the first local bank in Nigeria to be established Name change from First City without government support Merchant Bank to First City Monument Bank following FCMB’s 2001 transformation to a universal bank 2004: Private Placement Private placement of shares 2005: Initial Public Offering raises over N7 billion, followed 2004 by conversion to a public Through an initial public offering, liability company FCMB raises over N16 billion and acquires Cooperative Development Bank, Nigerian American Bank and 2005 2007: Public Offering Midas Bank Nigeria. It achieves The bank attracts sizeable foreign the N25 billion share capital target shareholding. Tier 1 capital raised stipulated by the CBN 2007 through public offering increases from just over N31 billion to N133 billion 2012: Merger with FinBank 2013: Group Restructuring The Federal High Court of 2012 Nigeria approves the merger Migration of FCMB shareholders of FCMB Plc (‘FCMB’) and to FCMB Group Plc (HoldCo) and FinBank Plc (‘FinBank’) subsequent de-listing of FCMB Plc 2013 and listing of the HoldCo on the 2014: FCMB (UK) Licence Nigerian Stock Exchange (NSE) FCMB (UK) Limited obtains 2014 commercial banking licence to 2017: Acquired Legacy Pensions operate in the United Kingdom FCMB acquires majority stake in Legacy Pension Managers Limited 2017 (now FCMB Pensions Limited) FCMB Group Plc Annual Report and Accounts 2019 5 Introduction Operating Corporate Financial Other National Shareholder Branches and Account Review Governance Statements Disclosures Information Opening Information From the Archives of the Founder “The emergence of the Coronavirus Pandemic will only make us to be very cautious about the way forward; but we are however confident that with the resourcefulness of the leadership of the group and also of the subsidiaries, we will definitely overcome!" We finished the year 2019 on an upbeat note particularly as all the parameters indicated that we are firm on our feet and on the right track. We do not have any doubt that we have improved on the previous year’s performance. We were confidently looking on the new year, when suddenly in the last few weeks, the Coronavirus Pandemic descended on the entire world and this has caused some destabilization which has affected our focus for the year 2020. We are however confident that with all the measures that we have put in motion, our performance will not be on the reverse, as I believe that the Management of the Group has put in place necessary strategies to move us ahead. It may not be smooth, but we are confident that the indications will not be disastrous. We remain confident that we are on the right track to achieving the goals we have set for ourselves in this new year. This is my view as a concerned observer. We have spent over one year with our reorganization of the leadership structure of our Group, with the Group Chief Executive associating the different Managing Directors of the subsidiaries, particularly the Bank, FCMB Limited, in our new strategy. We are cautiously embarking on making the current year’s performance better than our immediate past performance. Otunba Michael O. Balogun, CON Founder 6 FCMB Group Plc Annual Report and Accounts 2019 Introduction Operating Corporate Financial Other National Shareholder Branches and Account Review Governance Statements Disclosures Information Opening Information I am looking at our situation as an observer but I am still able to expect that all will be well I can see that the Group Chief Executive and and that our performance will not deteriorate the Managing Directors of the subsidiaries of because of the Coronavirus Pandemic. the Group, particularly FCMB Limited are fairly Something I have noticed as an observer is that confident that all will be well with the measures the entire management of the Group is more that we have put in place. We should be able to sure-footed, and I am confident that all will reduce the incidence of bad loans. At the same be well. I am not just an observer, but also a time, Capital Markets and all other units within stakeholder and as usual, I am always associating the Investment Banking Services appear this the good Lord with what is happening. We year to be well organized to improve on their continue to pray to the good Lord that we will performance. We are also expecting that our overcome the Coronavirus Pandemic, so that we proposed subsidiary, CSL Capital (UK) Limited will have the correct and conducive environment will add considerable value to our bottom line. to operate, so help us God. Amen. The emergence of Coronavirus Pandemic will only make us trepid and very cautious about the way forward. As of the time I am writing this statement, I am somehow confident that with the determination Otunba (Dr) Michael Olasubomi Balogun, CON of the leadership of the Group, as well as the The Olori Omo-Oba & The Asiwaju of Ijebu subsidiaries, we will definitely overcome. The Christians. new subsidiary, FCMB Pensions, is making effort to enlarge its business and indications are that we will acquire a few more pension funds to manage. These are my observations as an interested observer with our usual determination to overcome any problem.