STANBIC UGANDA HOLDINGS LIMITED Annual Report 2019 1 STANBIC UGANDA HOLDINGS LIMITED ANNUAL REPORT 2019 2 STANBIC UGANDA HOLDINGS LIMITED Annual Report 2019 CONTENTS ABOUT STANBIC UGANDA CORPORATE GOVERNANCE HOLDINGS LIMITED 124 Board of Directors 126 Executive Committee 3 Acronyms 128 Corporate Governance 4 About This Report Statement 5 Organisation Structure Overview 137 Remuneration Report 6 Who We Are 139 Report of the Audit 7 Facts About Stanbic Uganda Committee 8 Our banking Presence in Uganda 141 Directors’ Report 9 Our banking Products and Services 142 Statement of Directors 10 Our Value Creation Story 12 Our Strategy INDEPENDENT 14 Measuring our Strategic Progress AUDITOR'S REPORT LEADERSHIP INSIGHT 144 Independent Auditor's Report 18 Board ChairmanStatement 20 Chief Executive Statement FINANCIAL STATEMENTS AND NOTES BUSINESS REVIEW 150 Consolidated & Separate Income Statement 26 Financial Definitions 151 Consolidated & Separate Statement of 27 2019 Highlights Comprehensive Income 28 2019 at a Glance 152 Consolidated & Separate Statement of 29 2019 Awards Financial Position 30 Operating and Financial Review 153 Consolidated & Separate Statement of 33 Five-year Performance Changes in Equity 36 Key Perfomance Indicators 155 Consolidated & Separate Statement of 38 Business Unit Reviews Cash Flows • Corporate & Investment banking 156 Notes to the Consolidated & • Personal & Business banking Separate Financial Statements • Business Units Performance RISK MANAGEMENT AND SUPPLEMENTARY INFORMATION 220 Shareholder Analysis CONTROL 220 Shareholder Information 46 Introduction 221 Contact Details and Company 47 Risk Governance Information 48 Enterprise Risk Management Process 222 SUHL Notice Of Annual General Meeting 49 Risk Types in banking Activities 223 Proxy Form 54 Risk appetite and Stress Tasting 226 Branches Countrywide 55 Emerging Enterprise Risks 227 Customer Service Points SUSTAINABILITY REPORT 62 Introduction 69 Contributing to Sustainable Economic Growth 84 Building a Responsible Business 118 Reporting Practices STANBIC UGANDA HOLDINGS LIMITED Annual Report 2019 3 LIST OF ACRONYMS AGM Annual General Meeting IRB Internal Ratings-Based AFS Annual Financial Statements IRT Interest Rate ALCo Asset and Liability Committee ISDA International Swaps and Derivatives Association ALM Assets and Liability Management KPMG Klynveld Peat Marwick Goerdeler ATM Automated Teller Machines KYC Know Your Customer BCP Business Continuity Plan LCS Letters of Credit BCM Business Continuity Management LCY Local Currency BIS Bank for International Settlements L&D Learning and Development BNA Bulk Note Acceptor LGD Loss Given Default BOD Board of Directors LPO Local Purchase Order BOL Business Online MFC Manufactured Capital BOU Bank of Uganda MPC Monetary Policy Committee CAR Capital Adequacy Ratio NC Natural Capital CBR Central Bank Rate NII Net Interest Income CBS Core banking System NIM Net Interest Margin CCR Counterparty Credit Risk NPS Net Promoter Score CDM Cash Deposit Machine OCI Other Comprehensive Income CGU Cash Generating Unit OSH Occupational Safety and Health CIB Corporate and Investment banking PAT Profit After Tax CSA Credit Support Annexure PAYE Pay As You Earn CSP Customer Service Point PBB Personal and Business banking CSI Corporate Social Investment PBT Profit Before Income Tax CTI Cost to Income Ratio PD Probability of Default CSR Corporate Social Responsibility PFE Potential Future Exposure EAD Exposure at Default PWOR Post Write Off Recoveries EAR Earnings at Risk REPO Repurchase Loan Agreement ECL Expected Credit Loss RET Regrettable Employee Turnover rate EIR Effective Interest Rate ROA Return on Assets ERM Enterprise Risk Management ROE Return on Equity EUR Euro RSL Interest Rate Sensitive Liabilities FCY Foreign Currency SBG Standard Bank Group FDI Foreign Direct Investments SBHL Stanbic Bank Holdings Limited FIA Financial Institutions Act SBSA Standard Bank of South Africa FID Final Investment Decision SBU Stanbic Bank Uganda FLI Forward-Looking Information SUHL Stanbic Uganda Holdings Limited FVOCI Fair Value through Other Comprehensive Income SICR Significant Increase in Credit Risk FVTPL Fair Value Through Profit and Loss SOFP Statement of Financial Position FXT Fixed SRC Social and Relational Capital GBP British Pound SEE Social Economic Environmental GDP Gross Domestic Product TAT Tax Appeals Tribunal GoU Government of Uganda TBILL Treasury Bill H2 2nd Half TCM Treasury and Capital Management HC Human Capital UBA Uganda Bankers Association IAS International Accounting Standards UCBL Uganda Commercial Bank Limited IASB International Accounting Standards Board URA Uganda Revenue Authority IBOR interBank Offered Rates USD United States Dollar IC IT- Information technology USE Uganda Securities Exchange ICPAU Institute of Certified Public Accountants UShs Uganda Shillings of Uganda VAF Vehicle and Asset Finance ICT Information and Communication Technology VAR Value at Risk IFRIC International Financial Reporting Interpretations VAT Value Added Tax Committee WEF With Effect From IFRS International Financial Reporting Standards ZAR Zuid Afrikaanse Rand (South African Rand) IIS Interest In Suspense STANBIC UGANDA HOLDINGS LIMITED 4 ABOUT SUHL Continued Annual Report 2019 ABOUT THIS REPORT This is the Stanbic Uganda Holdings Limited (SUHL) Annual Report that covers the period 1 January to 31 December 2019. ABOUT THIS It includes both financial and non-financial information. This report majorly focuses on REPORT the banking subsidiary - Stanbic Bank Uganda (SBU) which was the main operational entity throughout the period under review. This report is prepared for SUHL’s different stakeholders with detailed information about who we are, our strategy, our performance, governance and expectations for the future in context of the environment we operate in. Stanbic Uganda Holdings Limited is part of the Standard Bank Group, Africa’s largest Bank measured by footprint and assets. Standard Bank Group has on-the-ground representation in 20 African countries. SUHL had one subsidiary in 2019; Stanbic Bank Uganda (SBU). SBU has a wide network of branches and has been offering a wide spectrum of financial services and products to the retail and corporate segments for the past 29 years. STANBIC UGANDA HOLDINGS LIMITED ABOUT SUHL Continued Annual Report 2019 5 ABOUT THIS REPORT ORGANISATION STRUCTURE OVERVIEW STANBIC MINORITY AFRICA SHAREHOLDERS HOLDINGS LTD 22,515 (SAHL) 80% 20% STANBIC UGANDA HOLDINGS LIMITED (SUHL) STANBIC STANBIC STANBIC BANK PROPERTIES BUSINESS UGANDA LIMITED INCUBATOR (SBU) (SPL) (SBIL) BANKING REAL ESTATE SME TRAINING BUSINESS BUSINESS AND DEVELOPMENT ONLY EXISITING EFFECTIVE EFFECTIVE SUBSIDIARY 1ST MAY 1ST JUNE IN 2019 2020 2020 6 ABOUT SUHL Continued WHO WE ARE We are a Ugandan-focused, client-centric, digitally WHO enabled financial services WE ARE organisation. A brief history of Stanbic Uganda Holdings limited (SUHL) Stanbic Uganda Holdings Limited first started operations in Uganda as a commercial Bank called the National Bank of India (NBI) in 1906. After several name changes, NBI rebranded to Grindlays Bank. In 1991, Standard Bank Group (The Group) acquired Grindlays Bank. The new owners renamed the Ugandan subsidiary, Stanbic Bank Uganda (SBU). In 2007 the Group acquired 90% of the shareholding in Uganda Commercial Bank Limited, a government-owned Bank with sixty-five branches in 2007. It then merged their new acquisition with the existing Stanbic Bank (Uganda) Limited, to form Uganda’s largest commercial Bank by assets and branch network. In November of the same year, the Government of Uganda divested its ownership in Stanbic Bank Uganda by listing its shares on the Uganda Securities Exchange. The Group also floated 10% of its shareholding at the same time, retaining an ownership stake of 80%. In 2018, the Bank started the process of reorganising its corporate structure to include a holding company. The rationale for the reorganisation was to enable the entity to undertake other non- banking financial and non-financial services that would be established through the holding company. The reorganisation was to be effected through the transformation of the Bank into a holding company followed by a transfer of the banking business to a newly incorporated banking subsidiary. On 31 May 2018, the Bank obtained shareholder and later regulatory approval to proceed with the reorganisation leading to a change of its name from Stanbic Bank Uganda (SBU) to Stanbic Bank Holdings Limited (SBHL). This name change became effective on 28 November 2018. This new banking subsidiary (SBU) was then incorporated on 10 December 2018. On 27 March 2019, Bank of Uganda approved the transfer of the banking business from SBHL to SBU. The STANDARD BANK GROUP reorganisation process was finally completed when the transfer of REPRESENTATION IN AFRICA the banking business was effected on 1 April 2019. As the final leg of SOUTH & CENTRAL WEST AFRICA EAST AFRICA the reorganisation process.In 2020, SBHL which wholly owns SBU, AFRICA Côte d’Ivoire South Sudan also changed its name from Stanbic Bank Holdings Limited (SBHL) Namibia Ghana Ethiopia to Stanbic Uganda Holdings limited (SUHL). During 2020 , SUHL will Botswana Nigeria Uganda Zambia Democratic Kenya incorporate and/or acquire other non-banking subsidiaries as it Zimbabwe Republic of Congo Tanzania strives towards achieving its vision of being a universal financial Malawi (DRC) ion. Mozambique Angola services organisat Mauritius Lesotho eSwatini South Africa 6 ABOUT SUHL