UAP Holdings Annual Report 2018
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THE TIME IS NOW TO BUILD UAP HOLDINGS LIMITED PARTNERSHIPS THAT WILL ANNUAL REPORT & FINANCIAL STATEMENTS DRIVE GROWTH ACROSS AFRICA FOR THE YEAR ENDED 31 DECEMBER 2018 UAP Holdings Limited | 2018 Annual Report and Financial Statements 3 THE TIME IS NOW TO PLAN, GROW AND PROTECT WHAT YOU VALUE 4 UAP Holdings Limited | 2018 Annual Report and Financial Statements CONTENTS 5 ABOUT US UAP Old Mutual Group East Africa 10 Old Mutual Limited at a Glance 10 UAP Holdings Limited East Africa 11 UAP Old Mutual Group Quick Facts 13 Service Offering 13 Awards 14 DIRECTORS Board of Directors 17 Director Profiles 18 - 23 UAP Subsidiaries' Directors 23 - 33 KEY STATEMENTS Chairman’s Statement 34 - 38 Group CEO’s Report 40 - 44 CORPORATE REVIEW Report of the Independent Governance Auditor to Shareholders 48 Corporate Governance Report 50 - 58 Risk Management Report 59 - 60 SUSTAINABILITY AND CORPORATE SOCIAL RESPONSIBILITY 63 - 69 DIRECTORS' REPORT 72 - 73 Directors' Remuneration Report 74 - 75 Business Review 76 Report of the Independent Auditors' to the Members of UAP Holdings Limited 77 - 84 THE TIME IS NOW TO FINANCIAL STATEMENTS Consolidated Statement of Profit or Loss 85 Consolidated Statement of other Comprehensive Income 86 PROTECT YOUR Company Statement of Profits or Loss 87 Company Statement of other Comprehensive Income 88 Consolidated Statement of Financial Position 89 WELL-BEING Company Statement of Financial Position 90 Consolidated Statement of Changes in Equity 91 - 92 Company Statement of Changes in Equity 93 Consolidated Statement of Cash Flows 94 Company Statement of Cash Flows 95 Notes to Financial Statement 97 - 199 AGM Notice of the 11th AGM 200 - 202 Proxy Form 203 AN INTEGRATED FINANCIAL SERVICES GROUP IN EAST AFRICA UAP Holdings Limited | 2018 Annual Report and Financial Statements 9 THE TIME IS NOW TO SET YOUR GOALS UAP Holdings Limited 10 UAP OLD MUTUAL GROUP UAP HOLDINGS LIMITED EAST AFRICA EAST AFRICA The UAP Old Mutual Group is comprised of Faulu Microfinance Bank, UAP Holdings is an East African Services Group offering Insurance, Investment UAP Holdings Limited and it's subsidiaries and the Old Mutual Life Management, Property Development & Investments, Security Brokerage Assurance and Asset Management Group of Companies, forming and Financial Advisory. Currently, UAP Holdings has 11 Businesses operating one of the largest financial services groups with a growing footprint in Kenya, Uganda, South Sudan, Rwanda and Tanzania in East Africa. The Group was formed in 2015 after Old Mutual acquired a controlling stake in Faulu Microfinance Bank in 2014 and UAP Holdings in 2015. 11 2018 ANNUAL REPORT & FINANCIAL STATEMENTS 2018 ANNUAL The Group pursues an integrated financial services model that avails BUSINESSES to customers a comprehensive range of financial solutions which include Investment, Insurance, Banking and Savings, through a wide and more accessible distribution network. 5 COUNTRIES Our customers can now be assured of holistic solutions and unrivalled convenience to enable them realise their dreams. • INSURANCE • INVESTMENT MANAGEMENT PETER MWANGI | GROUP CEO, UAP OLD MUTUAL GROUP • PROPERTY DEVELOPMENT AND INVESTMENTS • SECURITIES BROKERAGE • FINANCIAL ADVISORY The UAP Old Mutual Group is part of Old Mutual Limited (OML). As part of OML, UAP Old Mutual is able to leverage technology, technical expertise and to offer broad career growth prospects for its employees. UAP Holdings Limited | 2018 Annual Report and Financial Statements 11 OLD MUTUAL LIMITED AT A GLANCE OLD MUTUAL IS AN AFRICAN FOCUSED INVESTMENT, SAVINGS, INSURANCE & BANKING GROUP. Old Mutual began in Cape Town in 1845 as South Africa’s first Mutual Life Insurance Company, offering financial security in uncertain times. Today, 174 years on, Old Mutual Limited offers a broad spectrum of financial solutions to retail and corporate customers across key markets in 14 countries; serving a combined 11.3 million customers. OLD MUTUAL LIMITED (OML) IS NOW ANCHORED IN AFRICA. WITH THE LISTING ON THE JOHANNESBURG STOCK EXCHANGE AND CROSS - LISTING ON EXCHANGES IN MALAWI, NAMIBIA AND ZIMBABWE, OML IS NOW AN AFRICAN BUSINESS FOCUSED ON SERVING CUSTOMERS ACROSS THE CONTINENT. Old Mutual's customers are at the heart of everything it does. The success of the Company is as a result of the continued support and trust of its customers . Old Mutual aims to be the customers most trusted financial partner helping them achieve their lifetime financial goals while investing their funds in ways that will secure a positive future for themselves and their families. 11.3M 14 R1,044.1 BN CUSTOMERS COUNTRIES FUNDS UNDER MANAGEMENT Our Values • Champion the Customer • The Power of Diversity & Inclusion • Agile Innovation that Makes a Difference • Always Act with Integrity • Respect for Each Other & Communities we Serve • Trust and Accountability Our Vision To be our customers’ most trusted lifetime partner, passionate about helping them achieve their financial goals. And, by helping generations of Africans achieve those goals, help build the financial prosperity of the societies, businesses and shareholders we engage with. Our Mission Through understanding and meeting our customers' needs, we will profitably expand our market for wealth accumulation and protection in East Africa. Our Strategy How we do it: By building an integrated financial services champion in East Africa, by leveraging the strength of our capabilities in the global group. Our Business What we are up to: Providing our customers with a comprehensive range of financial solutions, from Investment and Insurance to Banking and Savings, through a wide and accessible distribution network. UAP Holdings Limited | 2018 Annual Report and Financial Statements 13 UAP OLD MUTUAL GROUP SERVICE OFFERING QUICK FACTS The UAP Old Mutual Group provides a one stop solution for all your financial needs. We believe our collective financial solutions are adaptable to any investors’ short term and long term goals. COUNTRIES IN EMPLOYEES EAST AFRICA 4K & AGENTS 5 WE ARE GLAD TO PARTNER WITH INDIVIDUALS AND CORPORATES TO PROVIDE THE FOLLOWING FINANCIAL SERVICES: PROPERTIES IN 1.2M CUSTOMERS 12 4 COUNTRIES GENERAL ASSET LIFE BANKING INSURANCE MANAGEMENT INSURANCE • Medical • Savings Solutions • Education • Savings CUSTOMER RETAIL • Motor • Unit Trusts • Savings • Loans SEGMENTS BUSINESS • Specialty • Pensions • Transactions CORPORATE • Trade Credit • Life Covers • Investment • SME Solutions • Critical Illness • Bancassurance • SME Solutions UAP Holdings Limited 14 AWARDS 2018 ANNUAL REPORT & FINANCIAL STATEMENTS 2018 ANNUAL 1st RUNNERS UP: 1st RUNNERS UP: 1st RUNNERS UP: WINNER GROUP LIFE COMPANY GENERAL INSURANCE INNOVATION BEST LOSS RATIO AWARD OF THE YEAR AWARD COMPANY OF THE AWARD YEAR 2018 YEAR 2018 AKI Agents of the Year AKI Agents of the Year AKI Agents of the Year AKI Agents of the Year Awards (AAYA) 2019 Awards (AAYA) 2019 Awards (AAYA) 2019 Awards (AAYA) 2019 UAP Holdings Limited | 2018 Annual Report and Financial Statements AWARDS & ACCOLADES 15 OUR DIRECTORS UAP Holdings Limited Board of Directors UAP Holdings Limited | 2018 Annual Report and Financial Statements 17 BOARD OF DIRECTORS Standing centre Dr. Joseph B. Wanjui CBS Standing from left to right Iain Williamson Dr. Peter W Muthoka EBS, MBS Peter Mwangi George Maina Nkirote Mworia Njiru Robert Mbugua Seated from left to right Vincent Rague Paul Truyens Susan Omanga Mike Harper James Muguiyi Jonas Mushosho UAP Holdings Limited 18 THE BOARD Dr. Joseph Barrage Wanjui CBS Mike Harper Chairman Independent Non-Executive Director BA Physics and Mathematics, Ohio Wesleyan University. MBA and Bsc. Actuarial Science Msc. Engineering, major, University of Cape Town. Columbia University. Certified Financial Planner, University of Free State. Year of Birth: 1937 Advanced Management Program, Harvard Business School. Date of appointment: 8 November 2007 Year of Birth: 1955 2018 ANNUAL REPORT & FINANCIAL STATEMENTS 2018 ANNUAL Experience: Date of appointment: Dr. Wanjui has been a Director within the Group since 1986 where he later became 29 June 2015 Chairman of the UAP Insurance Company Limited Board in 1998. Experience: Mike has previously served on the Boards of Old Mutual Unit Trust, Old Mutual His prior experience includes being the Chief Executive of East Africa Industries (which Investment Group, Old Mutual International and the Council of the Botanical later became Unilever), Chairman of CfC Stanbic Bank Limited and Chancellor of Society of South Africa. Having worked in the Old Mutual Group since 1979, Mike The University of Nairobi. Currently, Dr. Wanjui sits as Chairman and Board Member was appointed Chairman of Mutual & Federal in May 2012. of a number of other Kenyan and international organizations. Over the years, Mike has served in several Executive positions including Strategy In recognition of his exemplary contributions to positive change in society, he was Director for Old Mutual Emerging Markets, leading strategic work across Asia, Latin awarded the Chief of the Order of the Burning Spear (CBS) of the Republic of Kenya. America, South Africa and Africa markets. He also served as the Distribution Executive on the Old Mutual Group Long Term Savings business in London. UAP Holdings Limited | 2018 Annual Report and Financial Statements The Board (continued) 19 George Maina James Muguiyi Non-Executive Director Non-Executive Director B.Tech (Hons) Aeronautical Fellow of the Institute of Certified Engineering and Design, Public Accountants of Kenya (ICPAK) Loughborough