Ecobank has the Network Advantage Customers, Products, Geography. Ecobank Group Annual Report 2015 Contents Contents 2015 Highlights 02 Ecobank at a glance 04 Unique pan-African footprint 06 Performance highlights 08 Board and Management Reports 10 Board of Directors 12 Directors’ biographies 14 Group Chairman’s statement 18 Directors’ report 21 Group Chief Executive’s review 24 Group Chief Operating Officer’s review 30 Corporate and Investment Bank 32 Domestic Bank 33 Treasury 34 Business and Financial Review 36 Corporate Governance 64 Corporate Governance report 66 Sustainability report 81 People report 96 Risk Management 100 Financial Statements 126 Statement of Directors’ responsibilities 128 Auditors’ report 129 Consolidated financial statements 130 Notes to consolidated financial statements 135 Five-year summary financials 217 Parent Company’s financial statements 218 Corporate Information 222 Executive management 224 Shareholder information 226 Holding company and subsidiaries 233 Shareholder contacts 234 Customer contact centers 235 01 2015 Annual Report 2015 highlights Our challenge remains to extract the maximum shareholder value from Africa’s largest financial services platform. With a clear strategic roadmap to market leadership in Middle Africa and a reinvigorated senior management team to implement it, we are confident of achieving our medium-term objectives. 02 03 2015 Annual Report Ecobank is the leading pan-African banking institution in Africa Founded in 1985 and headquartered in Lomé, Togo, Ecobank provides banking, consumer and commercial finance, investments, and securities and asset management to approximately 11 million customers ranging from individuals, small and medium-sized enterprises, regional and multinational corporations, financial institutions and international organisations through 1,268 branches and offices, 2,773 ATMs, the internet (ecobank.com) and mobile banking. We are present in 36 African countries, Ecobank Transnational Incorporated (ETI), the parent with international offices in Paris, holding company of the Ecobank Group, is listed on the Nigerian Stock Exchange in Lagos, the Ghana London, Dubai and Beijing to support our Stock Exchange in Accra and the Bourse Régionale des customers who conduct business in the Valeurs Mobilères SA (BRVM) in Abidjan. global economy. Ecobank is organised,1 for management reporting We use our vision to steer us toward growth and purposes, into three business segments and four success. Our vision is to build a world-class pan-African geographical regions. The business segments – bank and contribute to the economic development and Consumer Banking; Commercial Banking; Corporate financial integration of Africa. and Investment Bank – are defined by customer segment and supported by a range of product suites. Our mission is to provide all of our customers with convenient and reliable financial products and services. The geographical regions are – Nigeria, Francophone West Africa (UEMOA), Anglophone West Africa (AWA), As of 31 December 2015, Ecobank had $23.6 billion in and Central, Eastern and Southern Africa (CESA). total assets and $2.5 billion in total equity. Ecobank business segments and geograpical regions Consumer Commercial Corporate and Banking Banking Investment Bank Francophone Anglophone Central, Eastern Nigeria West Africa West Africa and Southern (UEMOA) (AWA) Africa (CESA) 1 Ecobank’s organisation reflects changes made to our business and geographical segments effective 1 January 2016. Prior to this date Ecobank business segments were – Domestic Bank, Corporate and Investment Bank and Treasury. Our geographical clusters (now regions) were – Nigeria, Francophone West Africa (UEMOA), Rest of West Africa (WAMZ), Central Africa (CEMAC), East Africa (EAC), Southern Africa (SADC) and International 04 2015 Highlights Business Model At Ecobank we serve our customers in each of our geographical regions – Nigeria, Francophone West Africa, Anglophone West Africa, and Central, Eastern, and Southern Africa through our three customer-centric business segments – Consumer Banking, Commercial Banking, and Corporate and Investment Bank – with a product suite that meets the financial needs of our customers. Business segments Consumer Commercial Corporate and Banking Banking Investment Bank Customers Premier Small and Medium- Governments Advantage Sized Enterprises (SMEs) Regional and Classic Medium Local Global corporations corporations Direct Financial institutions High Value Local International Corporations organisations Non-government public sector (schools, Faith, non-governmental organisations, professional bodies) Products Cards Fixed income, currencies Transaction banking Current and and commodities (FICC) Investment banking Savings accounts Transaction Banking and FICC Mortgages Loans and Liquidity Security, wealth and Remittances asset management Personal loans and Loans and Liquidity asset management for High Net Worth Individuals (HNWI) 05 2015 Annual Report Our pan-African footprint Our geographical footprint is segmented into four regions1 – Francophone West Africa (UEMOA) Nigeria, Anglophone West Africa (AWA) and Central, Eastern and Southern Africa (CESA). TUNISIA TUNISIA MOROCCO MOROCCO ALGERIA ALGERIA LIBYA LIBYA EGYPT WESTERN WESTERN EGYPT S AHARA S AHARA MAURITANIA MAURITANIA CAPE VERDE CAPE VERDE MALI MALI NIGER NIGER SUDAN ERITREA ERITREA CHAD SUDAN SENEGAL SENEGAL CHAD THE GAMBIA THE GAMBIA BURKINA BURKINA GUINEA-BISSAGUINU EA-BISSAU DJIBOUTI DJIBOUTI FASO FASO GUINEA GUINEA BENIN BENIN Addis Ababa NIGERIA NIGERIA Addis Ababa (Representative Office) (Representative Office) CÔTE CÔTE G HANA SOUTH ETHIOPIA SIERRA LEONE SIERRA LEOND’E IVOIRE D’IVOIRE G HANA SOUTH ETHIOPIA CENTRAL AFRICACENTN RAL AFRISUCADAN N SUDAN REPUBLIC REPUBLIC Lomé Lomé CAMEROON (Headquarters) (Headquarters) CAMEROON SOMALIA SOMALIA EQUATORIAL GUINEQUAEATORIAL GUINEA UGANDA KEUGANNYADA KENYA SÃO TOMÉ & PRÍNCIPESÃO TOMÉ & PRÍNCIPE CONGO CONGO GABON GABON RWANDA RWANDA D.R. CONGO D.R.BURUND CONGOI BURUNDI TANZANIA TANZANIA Map Key Map Key ANGOLA FrancophoneFr Weancstophone Africa (F WeWAst) Africa (FWA) ANGOLA ZAMBIA ZAMBIA Nigeria Nigeria ZIMBABWE ZIMBABWE Anglophone West Africa (AWA) Anglophone West Africa (AWA) MADAGASCAR MADAGASCAR BOTSWANA BOTSWANA Central, EasternCent andral, Eastern and NAMIBIA NAMIBIA Southern Africa (CESA) Southern Africa (CESA) SWA ZILAND Johannesburg Johannesburg SWA ZILAND (Representative Office) (Representative Office) Non-Ecobank Region Non-Ecobank Region SOUTH SOUTH AFRICA AFRICA LESOTHO LESOTHO Ecobank ReprEcesenobanktative Re prOfesenficestative Offices 1 As part of our strategic overhaul, we segmented our geographical regions into four as of 1 January 2016 as noted above. Prior to this, our geographical regions were seven: Francophone West Africa (UEMOA), Nigeria, Rest of West Africa (WAMZ), Central Africa (CEMAC), Eastern Africa (EAC), Southern Africa (SADC), International 06 2015 Highlights (In millions of U.S. Dollars, except countries, branches and offices, and employee, data) Nigeria Francophone West Anglophone West Central, Eastern Others* Africa (UEMOA) Africa (AWA) and Southern Africa (CESA) Net revenue Net revenue Net revenue Net revenue Net revenue $876 $441 $370 $408 $326 Profit after tax Profit after tax Profit after tax Profit after tax Loss after tax $57 $85 $90 $50 ($28) Total assets Total assets Total assets Total assets Total assets $9,189 $7,112 $2,649 $4,250 $4,648 Countries Countries Countries Countries Countries 1 9 5 18 7 • Nigeria • Benin • Gambia • Cameroon • Burkina Faso • Ghana • Chad • Côte d’Ivoire • Guinea • Central Africa Republic • Cape Verde • Liberia • Congo Brazzaville • Guinea Bissau • Sierra Leone • Gabon • Mali • Sao Tome and Principe • Niger • Equatorial Guinea • Senegal • Burundi • Togo • Kenya • Rwanda • Uganda • South Sudan • Tanzania • DR Congo • Malawi • Mozambique • Zambia • Zimbabwe Branches and offices Branches and offices Branches and offices Branches and offices Branches and offices 512 292 150 285 33 Employees Employees Employees Employees Employees 9,182 3,187 2,822 3,691 686 * Others comprise entities of the group which are not classified within the four geographical regions, namely the parent company ETI, EBISA (subsidiary in Paris), eProcess (technology and shared services centre), EDC (Investment Banking and Securities and Asset Management businesses) and other entities. Total amounts for net revenue, profit after tax, and total assets will differ from reported numbers because of consolidation adjustments relating to the elimination of intra-Group transactions and balances. 07 2015 Annual Report Performance highlights Selected income statement data For the year ended 31 December (in millions of US Dollars, except per share data) 2015 2014 Net revenue 2,106 2,280 Operating expenses 1,368 1,491 Pre-impairment profit 738 789 Impairment losses 532 267 Profit before tax 205 520 Profit for the year from continuing operations 107 395 Profit attributable to owners of the parent (from continuing operations) 68 339 Profit attributable per ordinary share:1 Basic (U.S. Dollar cents) 0.28 1.69 Diluted (U.S. Dollar cents) 0.28 1.60 Cash dividends proposed per ordinary share 0.20 0.00 Selected statement of financial position data As at 31 December (in millions of US Dollars, except per share data) 2015 2014 Loans and advances to customers, net 11,200 12,312 Total assets 23,554 24,244 Customer deposits 16,428 17,437 ETI’s shareholders’ equity 2,346 2,451 Total equity 2,523 2,655 Ordinary shares