NOTICE AND AGENDA Notice and Agenda Notice is hereby given that the Annual General Meeting of Standard Chartered Bank Ghana Limited will be held at the National Theatre, opposite the Efua Sutherland Children’s Park, Accra on Tuesday June 6, 2017 at 11.00 a.m for the ordinary business of the Company. Agenda 1. To receive and consider the reports of the directors and auditors, the balance sheet as at December 31, 2016 together with the profit and loss and income surplus accounts for the year ended on that date. 2. To declare a dividend for the year ended December 31, 2016. 3. To elect a director. 4. To approve directors’ remuneration. 5. To approve the remuneration of the auditors. Special Business 6. To consider and approve the directors’ recommendation to transfer GH¢60 million from retained earnings to stated capital in order to comply with the minimum capital requirement as required by the Banks and Specialised Deposit Taking Institutions Act 2016, (Act 930) and in line with Section 66 (1c) of the Company’s Act 1963, (Act 179). Dated this 24th day of February, 2017 BY ORDER OF THE BOARD ANGELA NAA SAKUA OKAI (COMPANY SECRETARY) Note: A member of the Company entitled to attend and vote at the Annual General Meeting is entitled to appoint a proxy to attend and vote instead of him/her. Such a proxy need not be a member of the Company. A form of proxy is attached. (Please see page 105 of the report) STRATEGIC REPORT CHIEF GHANA CHAIRMAN’S ECONOMIC BUSINESS HOW WE DO EXECUTIVE’S AT A GLANCE STATEMENT ENVIRONMENT MODEL BUSINESS REVIEW 04 06 09 10 12 14 CORPORATE REPORT OF THE INDEPENDENT FINANCIA L STATEMENTS GOVERNANCE DIRECTORS AUDITORS REPORT AND NOTES 34 48 52 62 Unless otherwise stated, “The Group” or “Group” used in this document refers to Standard Chartered PLC. CHIEF OUR KEY FINANCIAL CLIENT STRATEGY PERFORMANCE OFFICER’S BUSINESS INDICATORS REVIEW REVIEWS 18 20 22 24 SUPPLEMENTARY AND MORE INFORMATION ONLINE 102 For more information please visit sc.com/gh Follow Standard Chartered Bank Ghana Ltd. on Facebook.com/standardcharteredGH GHANA AT A GLANCE Ghana at a glance Operating Who we are and Income how we have performed in 2016 GH¢ Profit 620.78m before taxation GH¢ About us 345.60m Standard Chartered Bank Ghana Limited is Ghana’s premier bank Common drawing its history from the Bank of British West Africa established in Equity 1896. Our heritage and values are expressed in our brand promise, Tier 1 ratio Here for good. The Bank is made up of client segments supported by business functions. 21.59% Standard Chartered Bank Ghana Limited is listed on the Ghana Stock Exchange (GSE). The Board is chaired by Mr. Ishmael Yamson. The Management Team is led by Chief Executive, Mansa Nettey and supported by Chief Financial Officer, Kweku Nimfah-Essuman. Earnings per share GH¢1.92 Ishmael Yamson Mansa Nettey Kweku Nimfah- Essuman Our client segments Corporate & We have three client segments: Corporate & Institutional Institutional Banking with clients supported by relationship managers Banking with global oversight. Commercial Banking and Retail Banking are run locally GH¢ with global oversight of segment strategy, systems and 374.24m products. Clients are served by relationship managers Operating with deep knowledge of the market. income Commercial Banking GH¢ 60.17m Operating income Retail Banking GH¢ We have taken a series of measures to put clients at the heart of everything we do 179.13m Operating income 4 Standard Chartered Bank Ghana Limited Annual Report 2016 STRATEGIC REPORT STRATEGIC FINANCE Our business Manage the finances of the Bank, with complete oversight over the balance functions sheet and operating profit. The client segments are supported by six business functions which work together to ensure IT AND OPERATIONS the day-to-day operations run smoothly and are Responsible for the operation, systems compliant with banking regulations. development and technology infrastructure. REPORT DIRECTORS’ LEGAL Identifies, manages and mitigates legal-related risk and provides legal support to the business to help it deliver on the strategic objectives. INDEPENDENT AUDITOR’S REPORT AUDITOR’S INDEPENDENT We have significantly strengthened our approach to capturing, responding to and addressing client feedback across all our segments. FINANCIAL STATEMENTS FINANCIAL CORPORATE AFFAIRS AND BRAND AND MARKETING Responsible for promoting and protecting the Bank’s reputation. RISK AND COMPLIANCE INFORMATION SUPPLEMENTARY Responsible for the sustainability of our business through good management of risk across the Bank. Ensuring that business is conducted in line with regulatory expectations. HUMAN RESOURCES Recruits and builds talent while providing learning and development opportunities to motivate employees. www.sc.com 5 CHAIRMAN’S STATEMENT Chairman’s statement Distinguished Shareholders, Ladies and Gentlemen, it is my pleasure to welcome you to the 2016 Annual General Meeting and to present to you the Standard Chartered Bank Ghana Limited Annual Report and Financial Statements for the year ended 31 December 2016. In 2015, the Bank globally and in Ghana undertook major strategic revisions to respond to the changing risk models of the banking industry and to reposition the business for growth. Following two years of slow growth, we embarked on a strategy to restore the Bank’s operating performance to an attractive growth trajectory. The year under review was a challenging one following the severe macroeconomic challenges from the preceding two years. The impact of low global commodity prices and low oil and gold production, the flow through effects of the Government’s fiscal consolidation programme, the tightening of the monetary policy by the Central Bank and uncertainties in the run up to the general elections The 2016 results led to a general slowdown in clearly show that we business activities and an adverse impact on banks. have made great strides The various strategic actions we in the execution of our initiated to improve the resilience of our business to external shocks strategy putting the business including tightening of our risk and back on a growth trajectory control measures have positively in line with trends our impacted our results. shareholders are used to The 2016 results clearly show that we have made great strides in the 6 Standard Chartered Bank Ghana Limited Annual Report 2016 STRATEGIC REPORT STRATEGIC Dividend per share 2016: GH¢1.12 2015: GH¢0.37 DIRECTORS’ REPORT DIRECTORS’ execution of our strategy putting the shareholders and as the business anniversary celebrations which business back on a growth trajectory showed significant growth in 2016, included: in line with trends our shareholders the Board is recommending a much • A high profile public lecture under REPORT AUDITOR’S INDEPENDENT are used to. higher dividend at GH¢1.12 per share the theme “120 years of commercial compared to GH¢0.37 per share paid banking in Ghana; What next?”. The Business Performance out last year. well attended lecture had Professor The Management Team in 2016 took Kwesi Botchwey, former Chairman of Board Changes clear actions to drive business the National Development Planning growth. Actions included In 2016, Mr. Herbert Morrison Commission and former Finance restructuring and recovering of stepped down from the Board. Mr. Minister as the key note speaker with impaired assets, taking a Kweku Nimfah-Essuman was Mr. Yaw Osafo-Maafo; Senior Minister conservative approach to asset appointed Executive Director of the and Mr. Alex Ashiagbor former growth, driving operational Bank by the Board in November Governor of the Central Bank (1977 efficiencies while maintaining strong 2016, following his appointment as - 1982) as members of a panel. capital and liquidity. These actions Chief Financial Officer of the Bank to delivered positive returns. replace Mr. Dayo Omolokun. More • Client appreciation event for about 150 of the Bank’s key clients where Profit before tax increased by recently, Mr. Kweku Bedu-Addo has stepped down from the Board we presented some of our clients with 279 per cent to GH¢346 million from STATEMENTS FINANCIAL following his appointment as Chief awards for their loyalty and long GH¢91 million in 2015. This is on the standing relationship with the Bank. back of increased revenue and Executive of Standard Chartered continuous cost efficiency measures Bank South Africa and Southern • A special Employee Volunteering implemented throughout the year. Africa Region. event was held as part of our Earnings per share grew by The Board has appointed Mrs. Mansa community engagement agenda. We 256 per cent to GH¢1.92 from Nettey as the Chief Executive and chose the Ayalolo Cluster of Schools GH¢0.54 in 2015. Managing Director of the Bank to where our staff shared their replace Mr. Kweku Bedu-Addo. Her knowledge in Financial Literacy and The Management Team is committed Sanitation. There was also special eye to building on the foundations laid in appointment takes effect from March 1, 2017. screening held for the students of the 2016 by ensuring that clients remain school. at the center of our coverage and The Bank’s 120th Anniversary raising the bar on conduct. Sustainability 2016 marked the Bank’s 120th INFORMATION SUPPLEMENTARY Given our heritage and legacy, Dividend anniversary in Ghana. From June operating in Ghana for 120 years, the 1896 with one branch in Accra when, The Board is committed to ensuring Bank plays a vital role in promoting this Bank began operating in the Gold continuous generation of sufficient social and economic development in Coast as the Bank of British West returns to our shareholders and to Ghana. Our sustainability agenda is Africa we have supported productive create shareholder value. In doing integrated into how we do business sectors of the economy including this, we must underscore the need to focusing on three priorities; mining, manufacturing, trade and balance returns with investment into contributing to sustainable economic lately petroleum with our capital, the business to ensure sustained growth, being a responsible company knowledge and expertise.