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INTRODUCTION Guaranty Trust Bank’s Consolidated Financial Statements complies with the applicable legal requirements of the Nigerian Securities and Exchange Commission regarding Annual Financial Statements and comprises Separate and Consolidated Financial Statements of the Bank and the Group for the year ended 31 December 2016. The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards issued by the International Accounting Standards Board and adopted by the Financial Reporting Council of Nigeria. For better understanding, certain disclosures and some prior year figures have been presented in line with current year figures. Due to rounding, numbers presented throughout this document may not add up precisely to the totals provided and percentages may not precisely reflect the absolute figures. #EnrichingLives Guaranty Trust Bank plc | 2016 Annual Report | 1 Table of Contents Overview AML/CFT Framework 034 Vision & Mission Statements 004 Internal Control and Risk 038 Management Systems Directors, Officers & Professional Chairman’s Statement 041 Advisers 005 Managing Director’s Statement 049 Result at a Glance 006 Directors’ Report 055 GROSS EARNINGS PROFIT BEFORE TAX PROFIT AFTER TAX N414.62billion N165.14billion N132.28billion Statement of Directors’ Responsibilities 067 Notice of Annual General Meeting 007 Report of the Audit Committee 068 Corporate Governance 009 § Introduction 010 Report of the Independent Consultants on on the Appraisal of the Board 069 § Governance Structure 010 Subsidiary Governance 025 Report of the Independent Auditor to the Members of Guaranty Trust Bank plc 070 Sustainability Report 028 Complaints and Feedback 031 #EnrichingLives Guaranty Trust Bank plc | 2016 Annual Report | 2 Financial Statement 076 Five Year Financial Summary 323 § Statements of financial position 077 § Statements of Financial Position (Group) 324 § Income Statements 079 § Statements of Comprehensive Income (Group) 325 § Statements of comprehensive income 080 § Statements of Financial Position (Parent) 326 § Consolidated Statement of changes in equity 081 § Statements of Comprehensive Income (Parent) 327 § Statement of Cash - flows 085 Share Capitalisation History 328 Accounting Policies 087 Corporate Information 331 § Reporting Entity 088 § List of Management Team § Basis of Preparation 088 Including Subsidiaries 332 § Significant Accounting Policies 088 Products and Services 334 Financial Risk Management 109 Corporate Social § Credit Risk 114 Responsibility 346 § Liquidity Risk 171 § Settlement Risk 188 § Market Risk 188 Corporate Directory 352 § Correspondent Banking Relationships 354 § Branch Network 355 Other notes to the Financial Statements 209 § Capital Management & Other Risks 210 Forms 363 § Use of Estimates and Judgements 213 § Statement of Prudential Adjustment 224 § Mandate for e-Dividend payment 365 § Operating Segments 225 § Unclaimed Dividend Warrant Form 367 § Financial Assets and Liabilities 235 § Proxy Form 369 § Notes to the Statements of Comprehensive § Shareholder’s Data Update Forms 371 Income and Statements of Financial position 239 § Notes 372 § Dividends 299 § Contingencies 300 § Group Entities 301 § Related Parties 303 Regulatory Requirements under 308 IFRS Regime Operational Risk Management 313 View our Annual Report Online www.gtbank.com Activities of Card Operations 317 Value Added Statements 320 #EnrichingLives Guaranty Trust Bank plc | 2016 Annual Report | 3 VISION AND MISSION STATEMENTS VISION We are a team driven to deliver the utmost in customer service. We are synonymous with innovation, building excellence and superior financial performance and creating role models for society. MISSON We are a high quality financial services provider with the urge to be the best at all times whilst adding value to all stakeholders. #EnrichingLives Guaranty Trust Bank plc | 2016 Annual Report | 4 DIRECTORS 1 Mrs. O.A. Demuren Chairman, Board of Directors DIRECTORS, 2 Mr. J.K.O. Agbaje Managing Director/CEO OFFICERS AND 3 Mrs. C.N. Echeozo Deputy Managing Director (Retired with effect from March 16, 2017) PROFESSIONAL 4 Mr. A.O Akintoye Non-Executive (Independent) Director (Retired with effect from June 30, 2016) ADVISERS 5 Mr. A.F. Alli Non-Executive (Independent) Director (Retired with effect from June 30, 2016) 6 Mr. K. A. Adeola Non-Executive Director 7 Mr. O.M. Agusto Non-Executive Director 8 Mr. I. Hassan Non-Executive Director 9 Mr. H.A. Oyinlola Non-Executive Director 10 Ms. I. L. Akpofure Non-Executive (Independent) Director 11 Mr. B. T. Soyoye Non-Executive (Independent) Director (Appointed with effect from July 27, 2016) 12 Mr. A.A. Odeyemi Executive Director 13 Mrs. O.O. Omotola Executive Director 14 Mr. A.A. Oyedeji Executive Director 15 Mr. H. Musa Executive Director 16 Mr. M.J. Lawal Executive Director (Appointed with effect from March 17, 2017) Company Secretary Mr. E.E. Obebeduo FRC/2017/NBA/00000016024 Registered Office Plot 635, Akin Adesola Street Victoria Island, Lagos State. Auditors PricewaterhouseCoopers Landmark Towers 5B, Water Corporation Road Victoria Island, Lagos State. Registrar & Transfer Office Datamax Registrars Limited 2c, Gbagada Express Way Gbagada Phase 1 Lagos State. Tel: +234 1 7120008-11 Fax: +234 1 7120012 Email: [email protected] #EnrichingLives Guaranty Trust Bank plc | 2016 Annual Report | 5 RESULT AT A GLANCE GROSS EARNINGS PROFIT BEFORE TAX PROFIT AFTER TAX N414.62billion N165.14billion N132.28billion Group Group Increased/ Parent Parent Increased/ Major Income Statement Items Dec-2016 Dec-2015 (Decreased) Dec-2016 Dec-2015 (Decreased) N’million N’million % N’million N’million % Gross Earnings 414,616 301,850 37 365,917 268,876 36 Profit before income tax 165,136 120,695 37 154,005 113,027 36 Profit after income tax 132,281 99,437 33 126,837 94,308 34 Earnings Per Share (Kobo) 467 351 431 320 Major Statement of Financial Position Items Loans and advances to customers 1,589,430 1,371,926 16 1,417,218 1,265,207 12 Deposits from customers 1,986,246 1,610,350 23 1,681,185 1,422,550 18 Total assets 3,116,393 2,524,594 23 2,613,340 2,277,629 15 Total equity 504,903 413,562 22 476,918 405,608 18 #EnrichingLives Guaranty Trust Bank plc | 2016 Annual Report | 6 NOTICE OF ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN that the Twenty-seventh NOTES: Annual General Meeting of GUARANTY TRUST BANK PLC will hold at the Oriental Hotel, 3, Lekki Road, 1. Dividend Victoria Island, Lagos State, on Friday, April 7, 2017, at 10.00 a.m. to transact the following business: If approved, dividend will be payable on Friday, April 7, 2017, at the rate of ₦1.75 Kobo per every ORDINARY BUSINESS 50 Kobo ordinary share, to shareholders whose names appear in the Register of Members at the 1. To receive the Audited Financial Statements for the close of business on Tuesday, March 28, 2017 year ended December 31, 2016, and the Reports (bringing total dividend paid for the 2016 financial of the Directors, Auditors and Statutory Audit year to ₦2.00). Shareholders who have completed Committee thereon; the e-Dividend Mandate Forms will receive a direct credit of the dividend into their bank accounts on 2. To declare a dividend; the date of the Annual General Meeting, while dividend warrants for shareholders who have 3. To elect/re-elect Directors; not completed the e-dividend Mandate Form shall be posted on the same day. Note however, 4. To authorise Directors to fix the remuneration of that holders of the Company’s Global Depository the Auditors; Receipts listed on the London Stock Exchange will receive their dividend payments subsequently. 5. To elect Members of the Statutory Audit Committee. 2. E-Dividend Mandate SPECIAL BUSINESS Shareholders are kindly requested to update their records and advise Datamax Registrars Limited of 6. To consider and if thought fit, pass the following their updated records and relevant bank accounts as an Ordinary Resolution: for the payment of their dividends. Detachable forms in respect of mandate for e-dividend “That the Directors’ fee for the financial year ending payment, unclaimed/stale dividend payment and December 31, 2017, and for succeeding years until shareholder data update are attached to the Annual reviewed by the Company in its Annual General Meeting, Report for convenience. The aforementioned forms be and is hereby fixed at ₦24,500,000.00 (twenty-four can also be downloaded from the Bank’s website million, five hundred thousand Naira only) for each at www.gtbank.com or from Datamax Registrars financial year.” Limited’s website at www.datamaxregistrars.com. The duly completed forms should be returned to PROXY Datamax Registrars Limited, No. 2c, Gbagada Express Road, Gbagada Phase 1, Lagos State, or to A member entitled to attend and vote at the Annual the nearest Guaranty Trust Bank plc branch. General Meeting is entitled to appoint a proxy to attend and vote in his/her/its stead. A proxy need not be a 3. Closure of Register member of the Company. For the appointment to be valid, a completed and duly stamped proxy form must The Register of Members will be closed on be deposited at the office of the Registrar, Datamax Wednesday, March 29, 2017, to enable the Registrars Limited, No. 2c, Gbagada Express Road, Registrar prepare for payment of dividend. Gbagada Phase 1, Lagos State, not less than 48 hours before the time fixed for the meeting. A blank proxy 4. Statutory Audit Committee form is attached to the Annual Report. In accordance with section 359(5) of the Companies BY THE ORDER