Societe Generale Ghana 2018 Annual Report

2018 ANNUAL REPORT AND FINANCIAL STATEMENTS TABLE OF CONTENTS Overview 02 Notice and Agenda for Annual General Meeting Corporate Governance 03 Corporate Information 04 The Board of Directors 05 Profile of the Board of Directors 07 Key Management Personnel Strategic Report 10 Chairman's Statement 14 Managing Directors Review Financial Statements 16 Report of the Directors 30 Statement of Directors Responsibilities 31 Independent Report of the Auditors 35 Financial Highlights 37 Statement of Profit or Loss and other Comprehensive Income 38 Statement of Financial Position 39 Statement of Changes in Equity 40 Statement of Cash flows 41 Notes to Financial Statement 99 Proxy Form 100 Resolutions 102 Branch Network 2018 ANNUAL REPORT & FINANCIAL STATEMENTS 1 Overview NOTICE AND AGENDA FOR ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN THAT the 39ᵗʰ Annual General Meeting of Societe Generale Ghana Limited (the “Company”) will be held on Thursday, March 28, 2019 at 11am at the Alisa Hotel, Asante Hall, Accra Ghana for the following purpose:- Ordinary Business 1. To receive and adopt the Financial Statements of the 5. To approve Directors’ fees. Company (together with the reports of the directors and To authorize the Directors to determine the remuneration the auditors of the Company) for the year ended 31 6. of the Auditors. December 2018. Dated, this 4th day of March 2019. 2. To declare a Dividend. 3. To re-elect Directors, the following directors retiring by rotation pursuant to Section 88(1) of the Company’s Regulations who being eligible, offer themselves for re- election BY ORDER OF THE BOARD Ÿ Mrs Laurette Otchere Ÿ Mr Joseph Torku 4. To re-elect a Director, the following director appointed during the year and retiring in accordance with Section ANGELA NANANSAA BONSU 72(1) of the Company’s Regulations: THE SECRETARY Ÿ Mrs Agnes Tauty-Giraldi. NOTE A member of the Company entitled to attend and vote is entitled to appoint a Proxy to attend and vote instead of him. A Proxy need not be a member. A form of Proxy is attached to the Annual Report for it to be valid for the purpose of the meeting it must be completed and deposited with the Registrars, NTHC Limited, Martco House, PO Box KA 9563, Airport Accra, Ghana not less than 48 hours before the appointed time of the meeting. 2 2018 ANNUAL REPORT & FINANCIAL STATEMENTS Corporate Governance CORPORATE INFORMATION BOARD OF DIRECTORS Kofi Ampim - Chairman Hakim Ouzzani - Managing Director Sionle Yeo - Resigned on 19ᵗʰ February 2019 Joseph Torku - Non-Executive Director Laurette Otchere - Non-Executive Director Michel Miaille - Non-Executive Director Teresa Ntim - Non-Executive Director Alexandre Maymat - Resigned on 3ʳᵈ April 2018 Pierre Wolmarans - Resigned on 3ʳᵈ April 2018 Francois Marchal - Resigned on 18ᵗʰ July 2018 Bilankama Ibrahim Traore - Resigned on 14ᵗʰ November 2018 Agnes Tauty Giraldi - Non-Executive Director appointed on 1ˢᵗ October 2018 COMPANY SECRETARY REGISTRARS Angela Nanansaa Bonsu NTHC Limited Societe Generale Ghana Limited Martco House 2nd Crescent, Royalt Castle Road P.O. Box KA 9563 Ring Road Central Airport, Accra P.O. Box 13119 Ghana Accra, Ghana COUNTRY OF INCORPORATION REGISTERED OFFICE Ghana, Accra 2nd Crescent, Royalt Castle Road Ring Road Central, Accra HOLDING COMPANY P.O. Box 13119 SG Financial Services, Holding Company Accra, Ghana ULTIMATE HOLDING COMPANY AUDITORS Societe Generale incorporated in France Ernst & Young Chartered Accountants G15 White House Airport Residential Area PO Box KA 16009 Airport, Accra, Ghana 2018 ANNUAL REPORT & FINANCIAL STATEMENTS 3 Corporate Governance PROFILE OF THE BOARD OF DIRECTORS Kofi Ampim (Chairman) EXECUTIVE DIRECTOR Hakim Ouzzani (Managing Director) NON EXECUTIVE DIRECTORS Teresa Ntim (Mrs) (Member) Michel Miaille (Member) Mr Joseph Torku (Member) Laurette K Otchere (Member) Agnes Tauty Giraldi (Member) Sionle Yeo (Member) BOARD SECRETARY Angela Nanansaa Bonsu (Company Secretary) 4 2018 ANNUAL REPORT & FINANCIAL STATEMENTS Corporate Governance Profile Of The Board Of Directors cont’d Kofi Ampim: Chairman of the Board of Directors. He holds a Generale Cameroon. His last position was Managing Director Bachelor's degree and a Master's degree in International of Societe Generale de Banques Cote d'Ivoire. He joined the Business and Finance from the Pace University Lubin School of Board of Directors on 26th March, 2003. Business in New York. He is an Investment Banker and a Director of Total Oil Company. He is also the Chairman of Mr Joseph Torku: He is a Chartered Accountant and currently Belstar Capital Limited and Allianz Insurance Ghana Limited the Managing Partner at Palmfields Investment Limited, an which is a subsidiary of one of the largest insurance companies independent advisory firm in Ghana. He was previously the in the world. He joined the Board of Directors on 26th March, Managing Director of Gold Key Properties Limited in Ghana; 2003. Chief Finance Officer for Ecobank Group in East Africa and Executive Director of Finance at Shell Oil Company in Ghana. Hakim Ouzzani: Managing Director of the Bank. He holds a Mr. Torku also spent several years at the Social Security and Bachelors of Arts degree in Economics and a Master of Arts National Insurance Trust (SSNIT) as an Investment Analyst with degree in Organisation Sociology from the Ecole Nationale the responsibility for Banking and Hospitality investments. Mr. Superieure d' Administration et de Gestation National School Torku is a member of the Institute of Chartered Accountants of Management and Administration. He also holds a Diploma (ICA) Ghana. He holds a degree in Economics and Diploma in in Banking and Finance from the Institute of Financing of the Education from the University of Cape Coast(UCC), a Diploma Development Tunis. Mr Ouzzani has a Diploma of Higher in Finance from UC-Berkeley, USA and MBA in Banking and Education from the Arab Maghred Development Financing Finance from CESAG in Senegal. He joined the Board of Institute. Before his appointment as Managing Director, he was Directors in July 2017 with Bank of Ghana granting approval on the Senior Executive Regional Manager with Societe Generale 6th September,2017. International Banking Financial Services in charge of Cameroun, Chad, Congo Brazzaville, Equatorial Guinea, Ghana Laurette K Otchere: She is a Barrister at Law and a Deputy and Guinea Conakry. From 2012 to 2016, he was the CEO of Director General Operations and Benefits at Social Security and Societe Generale Chad. He also held various positions within National Insurance Trust. She holds a Juris Doctor; a Bachelor the Societe Generale Group as Deputy General Manager SG of Arts in Economics and is a Certified Professional in Human Algerie, Network and Sales Manager SG Algerie and Network Resources (SHRM-CP). She is a member of the Ghana Bar, State Development Manager SG Algerie. From 2000 to 2002, he of New Jersey Bar and the United States District Court, District managed the Corporate Branch of the Union Bank Brokerage. of New Jersey. She is an Adjunct Professor Rutgers University In 1998, he was the New Products Development Manager at the School of Management and Labour Relations and the Society Union Bank. He has worked as a Professor at the Ecole for Human Resource Management. She has extensive working Superieure de Banque. He also worked with the Central Bank and professional experience internationally and locally. She of Algerie as a Senior Officer Loans & Refinancing Direction; and joined the Board of Directors in July 2017 with Bank of Ghana also Licencing & Regulatory function. Mr Ouzzani was granting approval on 6th September 2017. appointed to the Board of Directors of Societe Generale Ghana Agnes Tauty Giraldi. She is the Head of Export Finance Africa, on 16th November 2016 with the Bank of Ghana granting Europe and Structured Trade Finance, SGCIB. She has over 23 approval to the said appointment on 23rd January 2017. years' experience in the Corporate Investment Banking sector Teresa Ntim (Mrs): She holds a BSc and MSc. in Agricultural with extensive experience in Structured Trade and Export Economics. Her career spans over 33 years with the Bank of Finance. She has solid experience in emerging markets and has Ghana serving in different capacities in Research, Rural led several deals involving sovereign, sub-sovereign, public Finance, Development Finance and Foreign Operations and private corporates. She is currently the Head of Export departments and was Head of Treasury from 1993 to 1997. She Finance Africa, Europe and Structured Trade Finance, Societe also served as Special Advisor to the Governor of the Bank of Generale Paris. Within the Societe Generale Group she has held Ghana and retired in 2004. She joined the Board of Directors on the following positions; Deputy Head Origination Export 7th February, 2005. Finance, Head of European Origination Export Finance, Country Manager in the Europe and Central Asia Desk, Societe Michel Miaille: He holds a Bachelor's degree in Law. He joined Generale Paris, Vice president Societe Generale Paris Societe Generale in 1971. Between 1980 and 1986, he was the responsible for the execution of documentation (Loan General Manager of Societe Generale Nigeria. From 1986 to documentation, credit insurance, securities, etc.), Corporate 1990, he was the General Manager for a Societe Generale Relationship Manager, Societe Generale London and affiliate in Oman in the Middle East. From 1990 to 1994, Mr Relationship Manager SMEs, French Network, Societe Miaille was the General Manager for Societe Generale Taiwan. Generale. She joined the Board of Directors on 11th April 2018 From 1994 to 1999, he was the Managing Director for Societe with Bank of Ghana granting approval on 1st October 2018 2018 ANNUAL REPORT & FINANCIAL STATEMENTS 5 Corporate Governance Profile Of The Board Of Directors cont’d Sionle Yeo: He holds a Post Graduate ITB degree from Institut Burkina Faso from 2011 to 2015. Mr Yeo was the Deputy Technique de Banque CNAM Paris.

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