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UAP Holdings Annual Report

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UAP Holdings Annual Report UAP HOLDINGS LIMITED 2014 Annual Report & Financial Statements A Pan-African Financial Services Group - Building Partnerships for Business Success. Kenya • Uganda • South Sudan • Rwanda • DR Congo • Tanzania UAP HOLDINGS LIMITED Annual Report & Financial Statements 2014 Our focus lies in building solid foundations for solid partnerships Kenya • Uganda • South Sudan • Rwanda • DR Congo • Tanzania 3 UAP HOLDINGS LIMITED Annual Report & Financial Statements 2014 Contents Chairman’s Statement Business Review Vision, Mission & Values 05 20 Board Members 06 Subsidiary Directors 11 UAP Executive Management 14 Chairman’s Statement 20 Group Managing Director’s Report 23 Group Managing Sustainability and Corporate Social 29 Director's Report Responsibility Report Five Year Financial Highlights 33 Corporate 23 Governance Corporate Governance Statement 35 Directors’ Report 43 Statement of Directors’ Responsibility 44 Sustainability and Corporate Report of the Independent Auditor 45 Social Responsibility Report Financial Statements Consolidated Statement of 46 29 Profit or Loss Consolidated Statement of Other 47 Comprehensive Income Consolidated Statement of 48 Financial Financial Position Company Statement of Financial Position 49 Statements Consolidated Statement of Changes 50 in Equity Company Statement of Changes in 52 Equity Consolidated Statement of Cash Flows 53 46 Notes to Financial statements 54 4 Kenya • Uganda • South Sudan • Rwanda • DR Congo • Tanzania UAP HOLDINGS LIMITED Annual Report & Financial Statements 2014 Where we are going To be Africa’s revolutionary Who we are financial services group. UAP Group (UAP) is a Pan-African What we focus on Financial Services Group with To enhance quality of life by delivering peace interests in Insurance, Investment of mind and financial freedom through an Management, Property Development exceptionally motivated team that delivers what & Investments, Securities Brokerage customers want, when and where they want it. and Financial Advisory. Currently, UAP Group has 12 businesses operating in What we care about Kenya, Uganda, South Sudan, Rwanda, • We build life long relationships DR Congo and Tanzania. • We do what we say and say what we do • We are a pleasure to deal with • We are passionate about our work - and it shows! 90+ YEARS AND STILL COUNTING Kenya • Uganda • South Sudan • Rwanda • DR Congo • Tanzania 5 UAP HOLDINGS LIMITED Annual Report & Financial Statements 2014 Board of Directors Left to Right: Susan Omanga, Susan Wakhungu-Githuku • James Wambugu • Joyce Anne Wainaina • Lotfi Baccouche• Dr. JB Wanjui CBS, Skander Oueslati • James Muguiyi • Davinder Sikand • Peter G. Njoka • Dominic Kiarie • Nkirote Mworia • Jonas Armtoft • George Odo Kenya • Uganda • South Sudan • Rwanda • DR Congo • Tanzania UAP HOLDINGS LIMITED Annual Report & Financial Statements 2014 Profiles of Board of Directors of UAP Group Dr. Joseph Barrage Wanjui, CBS Chairman (78) Dr. Wanjui, the Chairman of the Board has a long and illustrious career in the Kenyan corporate scene, the most prominent being the Chief Executive of East Africa Industries (which later became Unilever). He is a graduate of Ohio Wesleyan University, (BA Physics and Mathematics) and Columbia University, (MSC Engineering). Dr. Wanjui was the Chancellor of the University of Nairobi and was previously the Chairman of CfC Stanbic Bank Limited. He is also chairman and Board member of a number of other Kenyan and international organizations. Dr. Wanjui has been a director of the Company since 1986 and the Chairman of the Board since 1998. In recognition of his exemplary contributions to positive change in society, he received the Chief of the Order of the Burning Spear (CBS) of the Republic of Kenya award. Dominic Kiarie Group Managing Director (44) Mr. Kiarie is the Group Managing Director of UAP Holdings Limited. He joined the Group on 1st August 2011 having worked with the British-American Group for the past 7 years as the founding Chief Executive Officer & Managing Director of British-American Asset Managers. Prior to that, he worked in the Investment Banking and Investment Management fields in United Kingdom, South Africa and Kenya, and has served in Executive Directorship roles in the Financial Services Sector for over 8 years. Mr. Kiarie holds a Masters of Philosophy (M. Phil) Degree in Finance from the University of Cambridge, United Kingdom, a Bachelor of Science Degree in Actuarial Science from The Sir John Cass Business School, City University, London, a Diploma in Actuarial Techniques and a Certificate in Finance and Investments both from the Institute of Actuaries, London. He has also attended numerous courses locally and abroad on leadership, strategy, corporate finance and investments, amongst others. James Muguiyi Non-Executive Director (71) Mr. Muguiyi is a Non-Executive Director at UAPHL, having previously served as Group Managing Director. During this time he has overseen the growth of the Group’s business in Kenya and expansion into Uganda in 2004 and South Sudan in 2006. He has presided over the group restructuring in 2008 and the demerger of the Life Insurance Business from General Insurance Business in Kenya. Between 1988 and 2001, he was the Deputy Managing Director. During this time, he oversaw the merger of Provincial Insurance with Union Insurance to form UAP Provisional Insurance in 1994. Mr. Muguiyi is a director of several other companies and is Chairman of Centum Investment Company Limited, a company listed on the Nairobi Securities Exchange. He is a Fellow of the Institute of Certified Public Accountants of Kenya (FCPA (K)) where he was at one time the Chairman. He is also a Certified Company Secretary (CPS (K)) and a Chartered Management Accountant (ACMA). Lotfi Baccouche Independent Non-Executive Director (52) Mr. Baccouche is a Senior Partner – Insurance Markets at Parker Fitzgerald, UK. He is a seasoned insurance executive and consultant with over 17 years of in depth industry experience garnered from Bermuda, Europe, USA, Australia, Tunisia and the United Kingdom. Mr. Baccouche has worked with both the European and United Kingdom insurance regulators and has advised senior management teams and the boards of directors at major insurance companies in Europe and United Kingdom on implementation of key strategies for multinational companies. He holds an MSc in Engineering from Cornell University, New York, USA and a BSc in Industrial & Operations Engineering from University of Michigan, Michigan, USA. Kenya • Uganda • South Sudan • Rwanda • DR Congo • Tanzania 7 UAP HOLDINGS LIMITED Annual Report & Financial Statements 2014 Profiles of Board of Directors of UAP Group (continued) Susan Nkirote Omanga Independent Non-Executive Director (55) Susan is the CEO and founder of Exclamation Marketing Ltd. She previously served in senior marketing positions at Colgate Palmolive, Boots Kenya, Barclays Bank, and Standard Chartered. From 2004 -2012 she served as a non-executive Director in the Group Board of KCB where she was also Chairman of KCB Foundation, Director S & L Mortgages for 2 years and Director KCB Uganda for 4 years. Susan sits on the Board of Longhorn Publishers and Kenya Tea Packers Limited (KETEPA). She is also an advisory board Member at the University of Nairobi’s Green Horn Mentorship programme, a member of the Marketing Society of Kenya, the Public Relations Society of Kenya (PRSK) and the International Advertising Association (IAA). Susan holds an Associate of Applied Science Degree in Business Management from North West Community College, Powel, Wyoming and a Bachelor of Science Degree in Business Management with a Minor in Advertising from Rocky Mountain College in Billings Montana. Jonas Armtoft Non-Executive Director (52) Jonas was appointed to the Board in March 2013 as an additional director. Jonas is a senior investment manager at Swedfund International AB and is currently heading the Swedfund Regional Office in Nairobi, Kenya. Jonas has a legal background and holds a Masters of Laws degree (LLM) from the University of Lund and a Law degree from the Queen Mary and Westfield College in London. Jonas has been working with investments and project finance since 1994 primarily in Kenya and Ethiopia but also in Latin America and Eastern Europe. Susan Wakhungu-Githuku Independent Non-Executive Director (55) Susan, a former Fortune 100 Corporate Executive turned entrepreneur, is the Founder and CEO of Human Performance Dynamics Africa, a boutique Organizational Development & Human Resources consulting firm based in Nairobi, Kenya. Before establishing HPD Africa, Susan worked at the Coca-Cola Company and was until December 2008 the Eurasia & Africa Group Director for Coca-Cola University. Prior to this role, she served as the Coca-Cola Africa Group HR Director based in London and Johannesburg. Susan spent 10 years working at a senior level in international nongovernmental agencies including CARE, AERC and USAID and is knowledgeable in this sector. She is also the Founder and Publisher of Footprints Press Limited, an independent Kenyan based publishing house specializing in photographic coffee table books on Africa. She holds a Master’s Degree in Development Economics from Strathclyde University, Glasgow, Scotland and Bachelor’s Degrees in Economics and Psychology from St. Lawrence University, New York, USA. She serves on the Board of Diageo - East Africa Breweries and previously served on the Board of Kenya Women’s Finance Trust and Zawadi Educational Trust. Susan is the Chairman of the Remuneration
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