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Annual Reports 2014 and Financial Statements

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Annual Reports 2014 and Financial Statements Annual Reports 2014 and Financial Statements construct concept operate ELEVATIONCROSS NORTH SECTION EAST - NORTH procure maintain engineer Holistic Services Julius Berger Nigeria Plc, together with its subsidiaries, offers clients integrated construction solutions. From the initial concept to operation and maintenance, includ- ing design, engineering, procurement and construction, expert staff deliver distinct solutions that meet clients’ individual require ments. The Group’s competitive edge lies in its vertically integrated operations and expansive logistics network. This self-reliant operational strategy provides a strong foundation for ensuring high standards are met and project schedules are achieved, no matter the challenge. Julius Berger Nigeria Plc and its subsidiaries approach each project with a strong spirit of partnership and responsibility. Across its whole value chain, quality and innovation are prioritised to deliver tangible benefits to customers. ELEVATION NORTH Julius Berger Nigeria Plc AR & FS 2014 | Table of Contents Contents Highlights Notes to the Financial Statements Corporate Information 5 General Information 66 Results at a Glance 6 Application of IFRS Standards 67 Notice of Annual General Meeting 8 Significant Accounting Policies 71 Notes 9 Explanatory Notes 89 Corporate Profile 10 Chairman’s Statement 12 Additional Information Board of Directors 20 Statement of Value Added 128 Directors’ Profiles 22 Four-Year Financial Summary 130 Share Capital History 132 Reports to Shareholders Staff Strength 133 Directors’ Report 26 Glossary 134 Corporate Governance 38 Shareholder Forms 136 Risk Management 44 Financial Information Statement of Directors’ Responsibilities 48 Certification of Financial Statements 49 Report of the Audit Committee 50 Report of the Independent Auditors 51 Statement of Financial Position 54 Statement of Profit or Loss and 56 Other Comprehensive Income Statement of Changes in Equity 58 Statement of Cash Flows 60 3 4 Julius Berger Nigeria Plc AR & FS 2014 | Corporate Information Corporate Information Directors Registered Office ▪ AVM (Dr.) Mohammed Nurudeen Imam, 10 Shettima A. Munguno Crescent CFR, Chairman Utako 900 108 ▪ Engr. Heinz Stockhausen (German), FCT Abuja Vice Chairman ▪ HRH Igwe Peter Nwokike Anugwu, JP, Auditors OFR, Independent Director ▪ Engr. Jafaru Damulak Nexia Agbo Abel & Co. ▪ Mr. Macdonald Olarinde Tubi * Chartered Accountants ▪ Mr. Harold Samuel Tsumba, Esq. 43 Anthony Enahoro Street ▪ Dr. Ernest Nnaemeka Azudialu-Obiejesi Utako 900 108 ▪ Mr. George Marks (German) FCT Abuja ▪ Engr. Wolfgang Goetsch (Austrian) ▪ Mr. Mutiu Sunmonu , CON** Registrars ▪ Engr. Detlev Lubasch (German), Managing Director *** GTL Registrars Ltd. ▪ Mr. Wolfgang Kollermann (German), (formerly Union Registrars Ltd.) Financial Director 2 Burma Road ▪ Alhaji Zubairu Ibrahim Bayi, Apapa 101 251 Director Administration P.M.B. 12717 ▪ Mr. David Herron (Australian), Lagos Director Operations Bankers * deceased on February 17, 2015 ** appointed wef January 1, 2015 *** appointed wef July 1, 2014 ▪ Access Bank Plc ▪ Diamond Bank Plc ▪ First Bank of Nigeria Plc Company Secretary ▪ First City Monument Bank Plc ▪ Guaranty Trust Bank Plc Mrs. Cecilia Ekanem Madueke ▪ United Bank for Africa Plc ▪ Zenith Bank Plc Registration Number ▪ Ecobank Nigeria Plc ▪ Union Bank of Nigeria Plc 6852 Back to Contents 5 Julius Berger Nigeria Plc AR & FS 2014 | Results at a Glance Results at a Glance Turnover and Profit Before Tax ₦ million 2010 2011 2012 2013 2014 250,000 200,000 150,000 100,000 Turnover Group 173,691 169,413 201,565 212,737 196,809 Turnover Company 171,874 167,399 196,955 184,212 179,979 16,000 14,000 12,000 10,000 8,000 PBT Group 8,014 9,933 12,341 16,221 13,135 PBT Company 7,962 9,874 11,545 10,976 10,029 Dividend per Share Earnings per Share ₦ 2010 2011 2012 2013 ₦ 2010 2011 2012 2013 2014 3.50 8.00 2.70 3.00 2.50 7.00 2.40 2.50 2.00 6.00 2.00 5.00 1.50 4.00 1.00 3.00 0.50 2.00 Group 2.33 3.68 6.83 6.72 6.13 Company 2.00 2.40 2.50 2.70 Company 2.31 3.68 6.48 3.99 4.92 6 Julius Berger Nigeria Plc AR & FS 2014 | Results at a Glance Group Group Change Company Company Change 2014 2013 2014 2013 ₦ 000 ₦ 000 % ₦ 000 ₦ 000 % Turnover 196,808,632 212,737,291 (7) 179,978,707 184,212,185 (2) Profit before taxation 13,134,896 16,220,536 (19) 10,028,524 10,976,029 (9) Profit for the year 8,239,979 7,853,340 5 6,730,117 4,733,213 42 Profit attributable to equity holders 8,088,795 8,064,235 0 6,495,814 4,788,657 36 of the parent Non-controlling 174,120 361,109 (52) – – – interest Retained earnings 23,420,332 18,863,052 24 18,480,712 15,284,898 21 Share capital 660,000 600,000 10 660,000 600,000 10 Shareholders’ funds 26,095,843 21,034,428 24 19,566,152 16,310,338 20 Per share data Based on 1.32 billion (2013: 1.20 billion) ordinary shares of 50 Kobo each: Group Group Change Company Company Change 2014 2013 2014 2013 ₦ ₦ % ₦ ₦ % Earnings per share – Basic 6.13 6.72 (9) 4.92 3.99 23 – Diluted 6.13 6.11 0 4.92 3.63 36 Net assets per share – Basic 19.77 17.53 13 14.82 13.59 9 – Diluted / Adjusted 19.77 15.94 24 14.82 12.36 20 Stock Exchange quotation at December 31 60.66 72.29 (16) 60.66 72.29 (16) Number of employees 17,829 18,216 (2) 15,998 16,871 (5) Back to Contents 7 Julius Berger Nigeria Plc AR & FS 2014 | Notice of Annual General Meeting Notice of Annual General Meeting Notice is hereby given that the 45th Annual Special business General Meeting (AGM) of Julius Berger Nigeria Plc will be held at the Shehu Musa 6. To consider and if thought fit, pass the Yar’Adua Centre, 1 Memorial Drive, FCT following resolutions as ordinary resolu- Abuja, on Wednesday, June 17, 2015, at tions: 11:00 a.m., to transact the following busi- ness: That the Directors’ fees payable to each Director, save Executive Directors, until Ordinary business further notice, be and is hereby fixed at the sum of ₦ 2.7 million (two million seven 1. To lay before the Company in General hundred thousand Naira) for each Non- Meeting, the Consolidated Financial State- Executive Director save the Chairman, ments for the period ended December whose fees shall be fixed at the sum of 31, 2014, and the Report of the Auditors ₦ 4.5 million (four million five hundred thou- thereon, the Report of the Directors and sand Naira), such payments to be made the Report of the Audit Committee. effective from January 1, 2015. 2. To declare a dividend. By order of the Board, 3. To elect / re-elect Directors. Special notice is hereby given by the Com- pany to the members in accordance with Section (S) 256 of the Companies and Mrs. Cecilia Ekanem Madueke Allied Matters Act, Cap C20, Laws of the Company Secretary Federation of Nigeria 2004 (CAMA) that the following resolution will be moved at 10 Shettima A. Munguno Crescent the Meeting: “HRH Igwe Peter Nwokike Utako 900 108 | FCT Abuja Anugwu, JP, OFR be re-elected a Director of the Company notwithstanding that May 11, 2015 he had attained the age of 70 years on December 27, 2014”. 4. To authorise the Directors to fix the remu- neration of the External Auditors. 5. To elect shareholders’ representatives in the Statutory Audit Committee. 8 Julius Berger Nigeria Plc AR & FS 2014 | Notes Notes Proxy Dividend warrants A member of the Company, entitled to If the dividend recommended by the attend and vote, is entitled to appoint Directors is approved by the members, the a proxy to attend and vote in his stead. dividend warrants will be issued on June A proxy needs not be a member of the 18, 2015, to those members whose names Company. A proxy form is contained in this appear in the Register of Members, as at Annual Reports and Financial Statements the close of business on May 28, 2015. (AR & FS). If it is to be valid for the pur- pose of the Meeting, it must be completed, Special notices detached, duly stamped at the office of the Commissioner for Stamp Duties and de- HRH Igwe Peter Nwokike Anugwu, JP, OFR posited at the office of the Registrars, GTL has given notice to the Company and by Registrars Ltd., (formerly Union Registrars doing so hereby further discloses to mem- Ltd.), 2 Burma Road, Apapa 101 251, P.M.B. bers that he attained the age of 70 years on 12717, Lagos,not later than 48 hours before December 27, 2014. the time appointed for holding the Meeting. Unclaimed share certificates Closure of Register of Members and dividend warrants and Transfer Books The Company notes that some share The Register of Members and the Transfer certificates have been returned marked Books will be closed from June 1, 2015 to “unclaimed”. The Company notes further June 3, 2015, both dates inclusive, for the that some dividend warrants sent to share- purpose of dividend. holders are yet to be presented for payment. Therefore, all shareholders with “unclaimed Appointment of members share certificates” or “unclaimed dividends” of the Audit Committee should address their claim(s) to the Regis- trars, GTL Registrars Ltd., (formerly Union Any member may nominate a shareholder Registrars Ltd.), 2 Burma Road, Apapa 101 as a member of the Audit Committee of 251, P.M.B. 12717, Lagos or to the Compa- the Company, by giving notice in writing of ny Secretary at the address of the registered such nomination to the Company Secretary, office.
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