ECOBANK TRANSNATIONAL INCORPORATED for Year Ended 31 December 2018
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ECOBANK TRANSNATIONAL INCORPORATED Condensed audited Consolidated Financial Statements For year ended 31 December 2018 Ecobank Transnational Incorporated Condensed Audited Consolidated Financial Statements For the period ended 31 December 2018 CONTENTS Directors report Statement of directors' responsibilities Report of the independent auditors Condensed audited consolidated financial statements: Press release Condensed audited consolidated income statement: Condensed audited consolidated statement of comprehensive income Condensed audited consolidated statement of financial position Condensed audited consolidated statement of changes in equity Condensed audited consolidated statement of cash flow Notes to the condensed audited consolidated financial statements Five year summary Page 1 Ecobank Transnational Incorporated For the year ended 31 December 2018 Directors' report Ecobank Transnational Incorporated (“ETI”), the parent company of the Ecobank Group, is a financial holding public limited liability company incorporated in Lomé, Togo on 3 October 1985 under a private sector initiative led by the Federation of West African Chambers of Commerce and Industry and the Economic Community of West African States (ECOWAS). Since December 11, 2017, the Commission Bancaire (Banking Commission) of the West African Monetary Union has specifically classified ETI as one of the financial holding companies under its’ supervision. Its principal activity is the creation and acquisition of operating units for the provision of banking, economic, financial and development services. The Ecobank Group is the leading Pan African bank with operations in 36 countries across the continent. The Group also has a licensed operation in Paris and representative offices in Addis Ababa, Beijing, Dubai, Johannesburg, and London. Business review In 2015, Ecobank outlined and adopted a new strategy captioned ‘Roadmap to Leadership’ which set out a framework on generating sustainable shareholder returns by building a customer centric organisation with a simplified business model anchored on improving risk culture, operational efficiency and service excellence. The deployment and execution of the strategy was designed to take place in two phases over a period of five years. The end of 2017 marked the end of the first phase, which placed emphasis on fixing the fundamentals. In 2018, ETI remained focused on the second phase of the strategy which is anchored on digital transformation. The economic costs of increasing regulation, political risks, and risks associated with a heightened portfolio all contributed to a challenging operating environment. Further, Ecobank had to deal with a slow macroeconomic recovery particularly Nigeria, the largest market of the Group. Despite a challenging operational environment, Ecobank has made progress on the initiatives around technology, risk and controls, innovation, new loan formation and customer service. Results ETI made a profit after tax of US$ 322 million (GHC 1.5 billion ) for the financial year ended 31 December 2018. The detailed results for 2018 are set out in the consolidated financial statements. The Board of Directors approved the financial statements of the parent company and the Group for the year ended 31 December 2018 at its meeting of February 22, 2019. Messrs Emmanuel Ikazoboh, Ade Ayeyemi and Gregory Davis were authorised to sign the accounts on behalf of the Board. Dividend After due consideration of the impending regulatory capital requirements accross the Group, and the need to build the Company’s liquidity buffer, the Directors do not recommend the payment of dividends for the year ended December 31, 2018. Capital The Authorized Capital of the Company is US$1,276,664,511 as at 31 December 2018. The ordinary shares of the company continue to be traded on the three West African stock exchanges, namely, the Bourse Régionale des Valeurs Mobilières (BRVM) in Abidjan, the Ghana Stock Exchange in Accra and the Nigerian Stock Exchange in Lagos. Directors The names of the Directors of the Company appear in the annual report. As of 31 December, 2018, the Board was composed of fourteen (14) Directors: twelve (12) Non-Executive and two (2) Executive Directors. During the year, Mrs. Aicha Agne Pouye was co-opted to the Board and will be presented for the ratification of their appointment at the Annual General Meeting of 2019. The Board will propose a resolution for the renewal of the mandates of Mr. Ade Ayeyemi, Mr. Mfundo Nkuhlu and Dr. Catherine Ngahu at the Annual General Meeting of 2019. In 2018, Ms. Dolika Banda retired from the Board on April 24, 2018 following the expiration of her mandate. The Board of Directors met five (5) times during the year. Each of the Board Committees, namely the Audit & Compliance Committee, Finance & Regulatory Requirements Committee, Governance & Nomination Committee, Information Technology Committee , Risk Committee, and the Social, Ethics & Reputation Committee met four (4) times to deliberate on issues under their respective responsibilities. Corporate governance and compliance The Group’s corporate governance practices continue to improve. More details are highlighted in the Corporate Governance Report in the full annual report. The Company continues to maintain corporate policies and standards designed to encourage good and transparent corporate governance, avoid potential conflicts of interest and promote ethical business practices. The Board is committed to improving the governance of the institution and is working closely with regulators and other stakeholders to strengthen this area. Subsidiaries In 2018, the number of ETI subsidiaries remained unchanged from 2017. The Group is focused on translating the achieved pan-African scale advantage to sustainable long-term value for stakeholders. Page 1 ETI has a majority equity interest in all its subsidiaries and provides them with management, operational, technical, business development, training and advisory services. The total number of ETI subsidiaries consolidated in this Annual Report is 53. Post balance sheet events There were no post balance sheet events that could materially affect either the reported state of affairs of the Company and the Group as at 31 December 2018, or the result for the year ended on the same date which have not been adequately provided foror disclosed. Responsibilities of Directors The Board of Directors is responsible for the preparation of the financial statements and other financial information included in this annual report, which give a true and fair view of the state of affairs of the Company at the end of the financial period and of the results for that period. These responsibilities include ensuring that: • Adequate internal control procedures are instituted to safeguard assets and to prevent and detect fraud and other irregularities; • Proper accounting records are maintained; • Applicable accounting standards are followed; • Suitable accounting policies are used and consistently applied; and • The financial statements are prepared on a going concern basis unless it is inappropriate to presume that the company will continue in business. Capital The Authorized Capital of the Company is US$1,276,664,511 as at 31 December 2018. The ordinary shares of the company continue to be traded on the three West African stock exchanges, namely, the Bourse Régionale des Valeurs Mobilières (BRVM) in Abidjan, the Ghana Stock Exchange in Accra and the Nigerian Stock Exchange in Lagos. Directors The names of the Directors of the Company appear in the annual report. As of 31 December, 2018, the Board was composed of fourteen (14) Directors: twelve (12) Non-Executive and two (2) Executive Directors. During the year, Mrs. Aicha Agne Pouye was co-opted to the Board and will be presented for the ratification of their appointment at the Annual General Meeting of 2019. The Board will propose a resolution for the renewal of the mandates of Mr. Ade Ayeyemi, Mr. Mfundo Nkuhlu and Dr. Catherine Ngahu at the Annual General Meeting of 2019. In 2018, Ms. Dolika Banda retired from the Board on April 24, 2018 following the expiration of her mandate. The Board of Directors met five (5) times during the year. Each of the Board Committees, namely the Audit & Compliance Committee, Finance & Regulatory Requirements Committee, Governance & Nomination Committee, Information Technology Committee , Risk Committee, and the Social, Ethics & Reputation Committee met four (4) times to deliberate on issues under their respective responsibilities. Corporate governance and compliance The Group’s corporate governance practices continue to improve. More details are highlighted in the Corporate Governance Report in the full annual report. The Company continues to maintain corporate policies and standards designed to encourage good and transparent corporate governance, avoid potential conflicts of interest and promote ethical business practices. The Board is committed to improving the governance of the institution and is working closely with regulators and other stakeholders to strengthen this area. Subsidiaries In 2018, the number of ETI subsidiaries remained unchanged from 2017. The Group is focused on translating the achieved pan-African scale advantage to sustainable long-term value for stakeholders. ETI has a majority equity interest in all its subsidiaries and provides them with management, operational, technical, business development, training and advisory services. The total number of ETI subsidiaries consolidated in this Annual