Annual Report and Accounts 2017
Total Page:16
File Type:pdf, Size:1020Kb
FCMB GROUP PLC FCMB GROUPFCMB PGROUPLC PLC ANNUAL REPORT AND ACCOUNTS 2017 FCMB GROUP PLC FCMB Group Plc, FCMB GROUPF CMBPLC GROUP PLC FCMB Group Plc, FCMB Group Plc, First City Plaza, First City Plaza, First City Plaza, ANNUAL REPORT AND 44 Marina, Lagos, ANNUAL REPOANNRTU ANDAL REPO RT AND44 Marina, Lagos, 44 Marina, Lagos, ACCOUNTS Nigeria. ACCOUNTS ACCOUNTS Nigeria. Nigeria. www.fcmbgroupplc.com www.fcmbgroupplc.comwww.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 Professionalism Sustainability Customer focus Excellence ANNUAL REPORT 2017 At FCMB, we place great value on being a responsible institution. By creating a great place to work for our people, selling our products and services responsibly, effecting 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. 2 FCMB Group Plc Annual Report and Accounts 2016 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 5 About FCMB Group Plc 15 2017 Awards Won 29 Board of Directors 6 From the Archives of the Founder 16 Operating Companies’ 31 Board Evaluation Report Performance Highlights 9 Chairman’s Statement 32 Corporate Governance – Commercial & Retail 11 Group Chief Executive’s Report Banking Group 39 Management Report – Asset & Wealth on Certification of Management Group Financial Statements – Investment Banking Group 24 Sustainability Report Financial Other National Shareholder 4 Statements 5 Disclosures 6 Information 41 Directors’ Report 219 Value Added Statement 224 Notice of Annual General Meeting 50 Statement of Directors’ 220 Five-Year Financial Summary 226 Proxy Form and Resolutions Responsibilities – Group 228 Mandate for E-Dividend Payment 51 Audit Committee Report 222 Five-Year Financial Summary 230 Electronic Delivery Mandate Form – Company 52 Independent Auditor’s Report 58 Consolidated and Separate Branches and Account Statements of Profit or Loss and 7 Opening Information Other Comprehensive Income 60 Consolidated and Separate Statements of Financial Position 62 Consolidated and Separate Statements of Changes in Equity 66 Consolidated and Separate 232 List of Branches Statements of Cash Flows 237 Personal Account 68 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 2017 3 Introduction Operating Corporate Financial Other National Shareholder Branches and Account Review Governance Statements Disclosures Information Opening Information Introduction 4 FCMB Group Plc Annual Report and Accounts 2017 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 ordinary shares held by over 519,000 shareholders. group, headquartered in Lagos, Nigeria, with First City Monument Bank Limited, the wholly-owned operating companies divided along three business flagship company of FCMB Group Plc, is a top-ten groups – Commercial and Retail Banking (First City lender in Nigeria and has approximately 3.7 million Monument Bank Limited, Credit Direct Limited, customers and 204 branches in Nigeria and a FCMB (UK) Limited and FCMB Microfinance Bank banking subsidiary in the United Kingdom through Limited); Investment Banking (FCMB Capital FCMB Bank (UK) Limited (which is authorised by Markets Limited and CSL Stockbrokers Limited); the Prudential Regulation Authority (PRA) and and Asset & Wealth Management (Legacy Pension regulated by the Financial Conduct Authority (FCA) Management Limited, First City Asset Management and the PRA in the United Kingdom). Limited and CSL Trustees Limited). Listed on the Nigerian Stock Exchange (NSE) with the ticker More information can be found at: symbol (FCMB), FCMB Group Plc has 19.8 billion www.fcmbgroup.com 1977: Founded 1977 1982: Acquired Banking Licence City Securities Ltd is established First City Merchant Bank is licensed, becoming the first local bank in Nigeria to be established 2001: Name Change 1982 without government support Name change from First City Merchant Bank to First City Monument Bank following FCMB’s 2001 2004: Private Placement transformation to a universal bank Private placement of shares raises over N7 billion, followed 2005: Initial Public Offering by conversion to a public 2004 liability company Through an initial public offering, 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 through public offering increases from 2007 just over N31 billion to N133 billion 2012: Merger with FinBank Introduction The Federal High Court of 2013: Group Restructuring 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 Nigerian Stock Exchange (NSE) 2014: FCMB (UK) Licence FCMB (UK) Limited obtains commercial banking licence to 2014 2014: Domestic Tier 2 Bond Issue operate in the United Kingdom FCMB launches inaugural domestic bond – a seven-year N26 billion Tier 2 bond to bolster 2017: Acquired Legacy Pensions 2017 its capital adequacy ratio and for FCMB acquires majority stake in general banking purposes Legacy Pension Managers Limited FCMB Group Plc Annual Report and Accounts 2017 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 CONCEPT OF A GROUP STRUCTURE – FCMB GROUP PLC I am always very appreciative of the amazing grace of the Almighty God our Maker for always giving me an extraordinary Vision and foresight in my preparation for the Future. One of such foresight and Vision is the concept of a Group Structure, which without any premonition about the future, I just decided upon when setting up FCMB Group Plc. Many people would recall that we started with City Securities Limited (CSL), a Stockbroking and Capital Issues small business. Then we launched into Investment Banking business for which we were given a licence that enabled us to set up First City Merchant Bank. Indeed, we started with a merchant bank because that was the area in which I had acquired expertise while I was an employee of another Institution, where I did not find satisfaction, and I decided to throw in the towel to set up my own institution in my acknowledged area of expertise. As time went on, my vision for providing general financial services made me think of setting up what I described as a “supermarket for financial services”. Meanwhile, at this particular stage, the banking and financial environment was dominated by mostly commercial banks and I soon developed a craving to provide not only commercial banking services, but also the whole gamut of what we would describe as banking and other financial advisory services. A window was opened when the Central Bank of Nigeria (CBN) accepted the concept of “Universal Banking” which enabled interested parties to have just one licence that would allow them to provide any conceivable banking or financial service, rather than a licence for Investment Banking and another for Commercial Banking. I was one of the pioneers of this concept which the CBN offered. Naturally, I did not want to be restricted to Investment Banking. I wanted to engage in what everybody regarded as banking, as well as providing other financial services which Otunba Michael O. Balogun, CON were focused on capital market activities. Hence, Founder I grabbed the opportunity of what I described as a “financial supermarket” that would provide not only normal commercial banking services, 6 FCMB Group Plc Annual Report and Accounts 2017 Introduction Operating Corporate Financial Other National Shareholder Branches and Account Review Governance Statements Disclosures Information Opening Information but would also be strong in providing capital Today, when we refer to FCMB Group, it embraces market and other financial services, which would all the financial services that we offer to the embrace the pedestal that I used in joining the public under one roof. banking profession. Amazingly, it was the good Lord that was We started with City Securities Limited (CSL) preparing me and our institution for future which was a stockbroking and capital issues eventualities. When, therefore the Central Bank company. We then moved at a particular stage insisted that all the Chief Executives irrespective to merchant banking, which embraced capital of their ages or their competence and value market services and when the opportunity to the institution should retire after 10 years offered itself that we could with one licence with the prospect of coming back three years perform the whole gamut of banking and later if it