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Prestige Annual Report.Cdr PRESTIGE ASSURANCE PLC (A Subsidiary of The New India Assurance Co. Ltd Mumbai India) 2018 Annual Report & Accounts PRESTIGE ASSURANCE PLC (A Subsidiary of The New India Assurance Co. Ltd Mumbai India) Annual Report & Accounts 2018 Prestige Assurance Plc's Financial Statements comply with the applicable legal requirements of the Companies and Allied Matters Act, CAP C20 LFN 2004 regarding financial statements. The financial statements have been prepared in compliance with IAS 1 'Presentation of the Financial statements', its interpretation issued by the International Accounting Standards Board and adopted by the Financial Reporting Council of Nigeria. 01 Prestige....Compassionate & Caring PRESTIGE ASSURANCE PLC (A Subsidiary of The New India Assurance Co. Ltd Mumbai India) Annual Report & Accounts 2018 Ex- 02 Prestige....Compassionate & Caring PRESTIGE ASSURANCE PLC (A Subsidiary of The New India Assurance Co. Ltd Mumbai India) Annual Report & Accounts 2018 For the year ended 31 December 2018 Contents Vision, Mission and Core Values 4 Corporate Information 5 Results at a Glance 6 Performance Indicator 7 Notice of 49th Annual General Meeting 10 Board of Directors 11 Board of Directors Profile 12 Management Team 16 Chairmain’s statement 17 Managing Director Report 21 Statement of Directors' Responsibilities in Relation to the Preparation of the Financial Statements 23 Report of the Directors 24 Board Evaluation Report 29 Corporate Governance Report 30 Certificate Pursuant to Section 60(2) of the Investment and Securities Act10 35 Report of the Audit and Compliance Committee 36 Management Complaints Policy 37 Management Discussion and Analysis 44 Independent Auditors' Report 46 Summary of Significant Accounting Policies 51 Transition Disclosures 88 Statement of Profit or Loss and Other Comprehensive Income 93 Statement of Financial Position 94 Statement of Changes in Equity 95 Statement of Cash Flows 96 Notes to the Financial Statements 98 Other National Disclosures: Revenue Accounts 151 Statement of Value Added 152 Five-Year Financial Summary 153 Analysis of Shareholdings 155 Share Capital 156 E-Dividend Form 157 Proxy Form 158 Unclaimed Dividend 160 03 Prestige....Compassionate & Caring PRESTIGE ASSURANCE PLC (A Subsidiary of The New India Assurance Co. Ltd Mumbai India) Annual Report & Accounts 2018 For the year ended 31 December 2018 OUR VISION To build a reputable brand that remains ahead in providing timely service OUR MISSION delivery and customised insurance products To be the preferred and most reliable risk carrier providing quality insurance products and services to customers and creating value to all stakeholders CORE VALUES VALUES S Professionalism We always produce high quality output free of error Reliability Our customers can depend on our timely service delivery Empathy We are compassionate and caring to our customers ALUE Services We are committed to serving the community V Transparency We are open in our transactions E We constantly deploy products to meet our Innovation customers challenging needs Goal Oriented We are committed to achieve our set objectives OR Excellence We exhibit excellence in our behaviour and actions C 04 Prestige....Compassionate & Caring PRESTIGE ASSURANCE PLC (A Subsidiary of The New India Assurance Co. Ltd Mumbai India) Annual Report & Accounts 2018 For the year ended 31 December 2018 Corporate Information Directors Dr. Adedoyin Salami (Nigerian) - Chairman (Appointed on 11 June 2018 and approved by NAICOM on 28 January 2019) Mr. Hassan T. M. Usman (Nigerian) - Chairman (Retired on 20 April 2018) Dr. Balla Swamy (Indian) - Managing Director/CEO Mr. Sarbeswar Sahoo (Indian) - Executive Director Mr. Gopalan Srinivasan (Indian) - Non-Executive Director Mr. Muftau Olakunle Oyegunle (Nigerian) - Non-Executive Director Mr. Gopalan Raghu (Indian) - Non-Executive Director Mr. Sibharth Prandan (Indian) - Non-Executive Director Mrs. Funmi Oyetunji - Independent Non-Executive Director (Appointed on 11 June 2018 and approved by NAICOM on 28 January 2019) Registered Number 6753 NAICOM Reg. Number 033 Company Secretary Abayomi Odulana FRC/2013/ICSAN/000000003201 Registered Office Ligali Ayorinde Street, Victoria Island, Lagos P.O.Box 650 Marina, Lagos [email protected] www.prestigeassuranceplc.com Actuaries Zamara Consulting Actuaries Nigeria Limited FRC/2019/00000012910 Adetokunbo Ademola Street Victoria Island Lagos Registrars First Registrars & Investors Services Limited Plot 2, Abebe Village Road Iganmu, Lagos FRC/2013/00000000001946 Auditors Ernst & Young 10th & 13th Floors, UBA House, 57, Marina Lagos Bankers Access Bank Plc Keystone Bank Limited Bank of India Limited Polaris Bank Limited Citi Bank Nigeria Limited Providus Bank Limited Fidelity Bank Plc Stanbic IBTC Bank Limited First Bank of Nigeria Limited Sterling Bank Plc Guaranty Trust Bank Plc Union Bank Plc Heritage Bank Plc United Bank for Africa Plc Re-insurers (1) African Reinsurance Corporation (4) NCA Reinsurer (2) Aveni Reinsurer (5) Zep Reinsurer (3) Continental Reinsurance 05 Prestige....Compassionate & Caring PRESTIGE ASSURANCE PLC (A Subsidiary of The New India Assurance Co. Ltd Mumbai India) Annual Report & Accounts 2018 For the year ended 31 December 2018 Result at Glance 2 018 2017 ₦’ 000 ₦’000 Gross premium writte n 4,792 ,385 3,80 8,516 Net premium incom e 2,281 ,491 1,44 8,481 Underwriting expenses 2,469,266 1,615,034 Interest Income 533,921 539,569 Other investment income 365,359 291,370 Other operating income 5,429 30,774 Result from operating activities 6 4 5 ,43 0 706,215 Profi t for the year 4 2 3 ,795 531,841 Net assets 8,101,086 7,508,121 Total assets 13,020,999 11,775,553 Basic earnings per share (Kobo) 7.8 9 9.90 Diluted earnings per share (Kobo) 7.89 9.90 06 Prestige....Compassionate & Caring PRESTIGE ASSURANCE PLC (A Subsidiary of The New India Assurance Co. Ltd Mumbai India) Annual Report & Accounts 2018 For the year ended 31 December 2018 Performance Indicator 07 Prestige....Compassionate & Caring PRESTIGE ASSURANCE PLC (A Subsidiary of The New India Assurance Co. Ltd Mumbai India) Annual Report & Accounts 2018 For the year ended 31 December 2018 Performance Indicator (Cont’d) 08 Prestige....Compassionate & Caring PRESTIGE ASSURANCE PLC (A Subsidiary of The New India Assurance Co. Ltd Mumbai India) Annual Report & Accounts 2018 For the year ended 31 December 2018 Notice of 49th Annual General Meeting Noce is hereby given that the Forty-Nineth (49TH) Annual General Meeng of Presge Assurance Plc will be held at the AGIP Recital Hall Muson Centre, Onikan, Lagos on the 29th of July 2019 at 12 Noon for the following purposes: ORDINARY BUSINESS 1. To lay before Members the Report of the Directors, the Financial Statements of the Company for the year ended 31st December 2018, the Report of the Auditors and Report of the Audit Commiee thereon. 2. To declare a Dividend. 3. To elect/re-elect Directors. 4. To re-appoint the Auditors of the Company and to authorize the Directors to fix their remuneraon. 5. To elect members of the Audit Commiee SPECIAL BUSINESS 6. To approve the remuneraon of the Directors. 7. To consider and if thought fit, pass the following resoluons as ordinary Resoluon: “That the Authorized Share Capital of the Company be and is hereby increased from ₦ 3,000,000,000 to ₦ 10,000,000,000 by the creaon of 14,000,000,000 ordinary Shares of 50K each which will rank “pari-pasu” with exisng Shares of the Company”. b) That subject to obtaining all regulatory approvals, the Directors be authorized to raise capital by way most suitable to the Company in line with the recapitalizaon requirement of the Naonal Insurance Commission. 8. To consider and if thought fit ,pass the following as special resoluon: That Clause 6 of the Memorandum of Associaon of the Company be and is hereby deleted in its enrety and replaced with the following: “The Authorized share capital of the Company is ₦ 10,000,000,000 divided into 20,000,000,000 ordinary shares of fiy kobo ( ₦ .50k) each.” b). That Arcle 3 of the company's Arcle of Associaon be amended to read: “The Authorized share capital of the Company is ₦ 10,000,000,000 divided into 20,000,000,000 ordinary shares of fiy kobo ( ₦ .50k) each.” 9. That the Board of Directors and the company secretary be and is hereby authorized to do all such acts, deeds, maers and things as the Board may deem necessary to give effect to the aforemenoned resoluons of the company. BY ORDER OF THE BOARD ABAYOMI O. ODULANA, FCIS Company Secretary/Chief Compliance Officer FRC/2013/ICSAN/00000003201 Dated this day 18th Day of June 2019 NOTES: (i) Proxy A member of the Company entled to aend and vote at the Annual General Meeng is entled to appoint a proxy to aend and vote instead. A proxy need not be a member of the Company. A proxy form is aached and if it is so be valid for the meeng, it must be executed and deposited with the Registrar of the Company not less than 48 hours before the me of holding the meeng. (ii) Closure of Register of Members. The Register of Member and Transfer Books will close from 6th of May 2019 to 10th of May 2019 (both dates inclusive) for the purpose of updang the Register of Members. (iii) Dividend Payment If the payment of dividend is approved by the meeng, the warrants or bank accounts of shareholders with the appropriate e-dividend mandate will be posted/credited on 31st July 2019 to shareholders whose names appear in the Register of members as at the close of business on Friday 3rd May 2019. (iv) Audit Commiee The Audit Commiee consist of three Shareholders and three Directors. Any Shareholder may nominate another Shareholder as a member of the Audit Commiee by giving noce in wring of such nominaon to the Secretary of the Company at least twenty-one (21) days before the Annual General Meeng.
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