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KENYA) LIMITED ANNUAL REPORT & FINANCIAL STATEMENTS Business Review 58 - 67

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KENYA) LIMITED ANNUAL REPORT & FINANCIAL STATEMENTS Business Review 58 - 67 I AM READY I AM READY TABLE OF CONTENTS Corporate Information 1 - 5 Notice of the Annual General Meeting 6 - 11 5 Years Financial Highlights 12 - 14 Chairman’s Statement 17 - 23 Group Managing Director’s Statement 24 - 31 Our People 32 - 33 Statement of Corporate Governance 34 - 43 Enterprise Risk Management Report 44 - 48 Sustainability and Corporate Social Responsibility 50 - 56 I AM READY BRITISH - AMERICAN INVESTMENTS COMPANY (KENYA) LIMITED ANNUAL REPORT & FINANCIAL STATEMENTS Business Review 58 - 67 Directors’ Statement 68 Statement of Directors’ Responsibilty 69 Report of the Independent Auditor 70 - 71 Financial Statements Consolidated income statement 72 Consolidated statement of comprehensive income 73 Consolidated statement of financial position 74 - 75 Company statement of financial position 76 Consolidated statement of changes in equity 77 - 78 Company statement of changes in equity 79 Consolidated statement of cash flows 80 Notes to the financial statements 81 - 158 I AM BRITISH - AMERICAN INVESTMENTS COMPANY (KENYA) LIMITED ANNUAL REPORT & FINANCIAL STATEMENTS READY Britam Tower I AM READY BRITISH - AMERICAN INVESTMENTS COMPANY (KENYA) LIMITED ANNUAL REPORT & FINANCIAL STATEMENTS CORPORATE INFORMATION REGISTERED OFFICE REGIONAL SUBSIDIARIES BRITISH-AMERICAN INVESTMENTS COMPANY (KENYA) LIMITED BRITAM INSURANCE COMPANY (UGANDA) LIMITED Britam Centre Course View Towers,1st Floor, Plot 21 Yusuf Lule Road Junction of Mara and Ragati Roads P.O Box 36583, Kampala Uganda Upper Hill CEO/ Principal Officer: Mr. Allan S. Mafabi P.O Box 30375, 00100 Nairobi, Kenya Tel: (+256) 417 702 600 Tel: (+254) 020 2833 000/2710 927 Email: [email protected] Fax: (+254) 020 2717 626 E-mail: [email protected] BRITAM INSURANCE COMPANY LIMITED (SOUTH SUDAN) Website (Group): www.britam.co.ke The Britam Place, Hai Malakal Juba, South Sudan CEO/Principal Officer: Mr. John Githinji LOCAL SUBSIDIARIES Tel:(+211) 956 444 457/8 3 of the local subsidiaries share physical and postal addresses with the Company Email: [email protected] as below; BRITAM INSURANCE COMPANY (RWANDA) LIMITED BRITISH-AMERICAN INSURANCE COMPANY (KENYA) LIMITED Union Trade Centre, 5th Floor Director, Insurance Business & Managing Director: Mr. Stephen O. Wandera P.O Box 913, Kigali, Rwanda E-mail: [email protected] CEO/Principal Officer: Mr. Reuben Kibiru Tel: (+250) 252 579 031/2/3 BRITISH-AMERICAN ASSET MANAGERS LIMITED Email: [email protected] Acting CEO: Mr. Jude Anyiko E-mail: [email protected] REAL INSURANCE TANZANIA LIMITED PPF Tower 2nd Floor, Garden/Ohio Street BRAMER PROPERTIES LIMITED P. O. Box 75433, Dar es Salaam, Tanzania E-mail: [email protected] CEO/ Principal Officer: Mr. Stephen Okundi Tel: (+255) 22 2138058/762 900801/712 009930 BRITAM GENERAL INSURANCE COMPANY (KENYA) LIMITED [email protected] Renaissance Corporate Park Elgon Road Upper Hill REAL INSURANCE COMPANY OF MALAWI LIMITED P.O Box 30375-00100, Nairobi, Kenya Delamere House, Victoria Avenue, CEO/Principal Officer: Mr. Joseph Kiuna P.O. Box 442, Blantyre, Malawi Tel: (+254) 020 2833000/0703094000 CEO/Principal Officer: Mr. Grant Mwenechanya Email: [email protected]. Tel: (+265)(0)1 824 044/ 08 81893856/09 91461230 [email protected] REAL COMPANHIA DE SEGUROS DE MOÇAMBIQUE, SA Av Tomas Nduda No 1489 Caixa 3681, Maputo Mozambique CEO/ Principal Officer: Mr. George Sithole Tel: +258 (21) 492840/8/9 [email protected] LOCALLY RELATED PARTIES HOUSING FINANCE COMPANY OF KENYA LIMITED (HF) EQUITY GROUP HOLDINGS LIMITED Rehani House Equity Centre Kenyatta Avenue/Koinange Street Upper Hill - Hospital Road Nairobi, Kenya Nairobi, Kenya Tel: (+254) 020 317474, 2221101 Tel: (+254) 020 2262000, Email: [email protected] Email: [email protected] 1 I AM BRITISH - AMERICAN INVESTMENTS COMPANY (KENYA) LIMITED ANNUAL REPORT & FINANCIAL STATEMENTS READY CORPORATE INFORMATION (Continued) SHARE REGISTRAR AUDITOR Image Registrars Limited PricewaterhouseCoopers Barclays Plaza, 5th Floor PwC Tower, Waiyaki Way/Chiromo Loita Street Road, Westlands P.O. Box 9287-00100, Nairobi Nairobi, Kenya Tel: (+254) 020 2230330 Tel: (+254) 020 285 5000 Email: [email protected] Fax: (+254) 020 285 5001 E-mail: [email protected] SECRETARY ACTUARIAL SERVICES Nancy K. Kiruki Aon Hewitt/QED Actuaries and Britam Centre Consultants (Pty) limited P.O. Box 30375, 00100 Sandton, South Africa Nairobi Triangle Actuarial Services Wake Forest, North Carolina, USA LEGAL ADVISORS BANKERS Kaplan & Stratton, Advocates Equity Bank Limited Daly & Figgis, Advocates Commercial Bank of Africa Limited Coulson Harney, Advocates Barclays Bank of Kenya Limited Walker Kontos, Advocates Citibank Katende, Ssempebwa & Co Advocates Kenya Commercial Bank Limited National Bank of Kenya Limited Standard Chartered Bank Limited Co-operative Bank of Kenya Limited Housing Finance Company of Kenya Limited Chase Bank (Kenya) Limited 2 I AM READY BRITISH - AMERICAN INVESTMENTS COMPANY (KENYA) LIMITED ANNUAL REPORT & FINANCIAL STATEMENTS CORPORATE INFORMATION (Continued) 3 I AM BRITISH - AMERICAN INVESTMENTS COMPANY (KENYA) LIMITED ANNUAL REPORT & FINANCIAL STATEMENTS READY CORPORATE INFORMATION (Continued) 4 I AM READY BRITISH - AMERICAN INVESTMENTS COMPANY (KENYA) LIMITED ANNUAL REPORT & FINANCIAL STATEMENTS CORPORATE INFORMATION (Continued) 5 I AM BRITISH - AMERICAN INVESTMENTS COMPANY (KENYA) LIMITED ANNUAL REPORT & FINANCIAL STATEMENTS READY NOTICE OF THE ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN THAT THE 19th ANNUAL GENERAL MEETING of the Company will be held at Safari Park Hotel, Nairobi on Friday, 26th June 2015 at 10.00 a.m. to transact the following business: 1. To table the proxies and note the presence of a quorum. 2. To read the Notice convening the meeting. 3. To receive, consider and if approved, adopt the consolidated audited financial statements for the year ended 31st December 2014, together with the Chairman’s, Directors’ and Auditors’ reports thereon. 4. To approve the payment of a final dividend for the year ended 31st December 2014 of Kshs. 0.30 per ordinary share of Kshs. 0.10 each, subject to withholding tax where applicable, to shareholders on the register of members at the close of business as at 3rd April 2015. 5. To elect Directors: i) Mrs. Agnes N. Odhiambo retires by rotation in accordance with Articles 92 and 93 of the Articles of Association of the Company and being eligible, offers herself for re-election as a director; ii) Mr. Jimnah M. Mbaru retires by rotation in accordance with Articles 92 and 93 of the Articles of Association of the Company and being eligible, offers himself for re-election as a director; iii) Mr. Walter Andrew Hollas who was appointed to fill a casual vacancy retires in accordance with Article 115 of the Articles of Association of the Company and being eligible, offers himself for re-election as a director of the Company. iv) Mr. Richard K. Langat who was appointed to fill a casual vacancy retires in accordance with Article 115 of the Articles of Association of the Company and being eligible, offers himself for re-election as a director of the Company. 6. To pass the following Ordinary Resolutions: i) Special Notice pursuant to Section 186 (5) of the Companies Act Cap 486 of the Laws of Kenya having been received by the Company of the intention to move a resolution that Mr. Samson K. Kamau who has attained the age of 70 years be re-elected as a Director of the Company notwithstanding his having attained such age, to consider, and if thought fit, pass the following resolution as an Ordinary resolution: “That Mr. Samson K. Kamau who has attained the age of 70 years, and who was appointed to fill a casual vacancy retires in accordance with Article 115 of the Articles of Association of the Company, be re-elected as a Director of the Company until he comes up for retirement by rotation under the Memorandum and Articles of Association of the Company”. 6 I AM READY BRITISH - AMERICAN INVESTMENTS COMPANY (KENYA) LIMITED ANNUAL REPORT & FINANCIAL STATEMENTS NOTICE OF THE ANNUAL GENERAL MEETING (Continued) ii) Special Notice pursuant to Section 186 (5) of the Companies Act Cap 486 of the Laws of Kenya having been received by the Company of the intention to move a resolution that Mr. Peter K. Munga who has attained the age of 70 years be re-elected as a Director of the Company notwithstanding his having attained such age, to consider, and if thought fit, pass the following resolution as an Ordinary resolution: “That Mr. Peter K. Munga who has attained the age of 70 years, and who retires by rotation be re-elected as a Director of Company in accordance with Articles 92 and 93 of the Articles of Association of the Company until he comes up for retirement by rotation under the Memorandum and Articles of Association of the Company.“ 7. To approve the remuneration of the Directors’ for the year ended 31st December 2014. 8. To appoint the Auditors Messrs Deloitte & Touche in accordance with Section 159 of the Companies Act (Cap 486) and to authorise the directors to fix the remuneration of the Auditors. SPECIAL BUSINESS 9. To pass the following resolution as a Special Resolution: “That the Name of the Company be changed from British-American Investments Company (Kenya) Limited to Britam Holdings Limited”. 10. To consider any other business for which due notice has been given. By Order of the Board Nancy K. Kiruki Company Secretary P.O. Box 30375 – 00100 NAIROBI 18th May 2015 NOTES: 1. A member entitled to attend and vote at the meeting and who is unable to attend, is entitled to appoint a proxy to attend and vote on his or her behalf. A proxy need not be a member of the Company. A Proxy Form may be obtained from the Company’s website www.britam.co.ke, registered office of the Company, Britam Centre, Mara/Ragati Roads, Upperhill, Nairobi, P.O. Box 30375 – 00100, Nairobi, or offices of the Company’s shares registrar firm, Image Registrars Limited, Barclays Plaza, 5th Floor, Loita Street, Nairobi.
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