Unique Bank for Real People. ANNUAL REPORT ANNUAL GENERAL MEETING 2013 INFORMATION BOOKLET UT BANK VISA Life’s journey will take you many places. go explore and do business with your card. • DEBIT CARD • GIFT CARD • YOUTH CARD • PREPAID CARD Scan to watch NOTICE OF ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN that the Annual General Meeting (AGM) of UT Bank Limited will be DATED at Accra this day 21st Day of March 2014. held at the National Theatre, Accra, Ghana on Thursday 17th April 2014 at 10:00am to transact the following business: BY ORDER OF THE BOARD Ordinary Business Ordinary Resolutions 1. TO CONSIDER and adopt the statement of Accounts of the Company for the year ended 31st MARY KESSIE (MRS.) December 2013 together with the Reports of the Directors and Auditors thereon. Company Secretary 2. TO RE-ELECT Directors • To re-elect Mr. Martyn Mensah as a Director under Regulation 59 of the Company’s NOTE: A member entitled to attend and vote at the Meeting is entitled to appoint a proxy and Regulation and Section 298(D) of the Companies Code 1963, Act179. vote in his/her/its stead. A proxy need not be a member of the Bank. A proxy form is enclosed and 3. TO ELECT Mr. Andreas Voss as a Director of the Bank. for it to be valid for the purpose of the meeting it must be completed and deposited at the 4. TO FIX the remuneration of Directors. Registered Office of the Registrars of the Company, NTHC Limited, Martco House, No. D542/4 Okai Mensah Link , Adabraka, Accra P.O. Box 9563, Airport- Accra not less than 48 hours before the 5. TO AUTHORISE the Directors to approve the remuneration of the Auditors for the year ending meeting. 31st December 2013. Special Business Special Resolutions 6. TO AUTHORISE the Directors of the Company to raise capital of up to GHS100million by way of rights issue and/or private placements on such terms and conditions as they may consider benecial to the Bank and its shareholders, including providing specic rights (such as Board representation) to certain categories of investors as they may consider appropriate and in the best interest of the Bank and its shareholders 7. TO AUTHORISE the Company in accordance with its Regulations and subject to Section 61 of the Companies Act, 1963(ACT 179), to make market purchases of the Company’s ordinary shares up to a maximum of 5 percent of its issued share capital and to operate a share deals account for that purpose. 8. TO APPROVE the circulation of the Notice of General Meetings, Prot & Loss Accounts, Balance Sheet, Reports and any other relevant information by print or electronic means. Gye Nyame: Omnipotence and immortality of God 1 UT BANK ANNUAL REPORT Introduction respectively in 2012 to 19.2% and 18.7% respectively in 2013. The Ghana required minimum. We also received medium term debt Fellow Shareholders, Ladies and Gentlemen, I welcome you to the 6th average rate on government securities were however comparatively funding from reputable companies such as the African Development Annual General Meeting of UT Bank higher than in the previous year. The 91-day and 182-day bill rates Bank, European Investment Bank and responsAbility Global CONTENTS averaged 21.9% in 2013 compared to 18.8% and 18.9% respectively. Micronance Funds. Operating Environment Review We are happy to build relationships with institutions such as these The global economy began a recovery in the second half of 2013. This Financial Review who like us, support the growth of the SME sector. was due to increased demand in advanced economies which fueled a The Bank’s revenue lines remained strong in 2013. Interest income rebound in exports in the emerging markets. was GH¢188million, representing a 40% increase from the previous Corporate Governance year, while non-funded income increased from GH¢43million to We embarked on a number of developments to improve our corporate On the local front, the cost of doing business increased signicantly, Notice of Annual General Meeting 1 Directors, Ocers and Registered Oce 16 GH¢53million. However, the 60% growth in interest expense, governance processes in line with internationally accepted standards. against the backdrop of increases in petroleum and utility prices as attributable to the higher average rate on government securities, The International Finance Corporation (IFC), as part of its Technical well as the energy crisis during the rst half of the year. Furthermore, Chairman’s Statement 3 Resolutions 17 negatively aected our nancial performance. Total income increased Advisory Services, conducted a review of our corporate governance in an eort to plug the hole in the expanding budget decit, the by 19% to GH¢125million, a comparatively slower growth. structure during the year. This led to a number of changes including Government of Ghana increased its tax rates. CEO’s Statement 5 Proxy Form 18 Given the negative impact of the tough economic conditions on our the reconstitution of the board, and the subsequent appointment of Inflation stood at a year high of 13.5% at the end of 2013, clearly customers’ businesses, the Bank took a more prudent stance with Mrs. Linda Osei-Akoto as Lead Independent Director (LID) and Mr. Alex missing the targeted 7% to 11% range. This was driven by rising prices Directors’ Report 8 regard to our provisioning. We consequently increased the charge for Bernasko as Corporate Governance Lead Person (CGLP). In this new in housing, utilities and energy which increased by 35% year on year, doubtful debt to GH¢24million, an increase of 83%. capacity, Mrs. Linda Osei-Akoto will coordinate the activities of while prices in the transport sector shot up by 26% within the period Non-Executive Directors, and Mr. Bernasko is to ensure the Independent Auditors Report 9 The aforementioned resulted in a prot before tax of GH¢13.4million under review. implementation of the IFC recommended amendments as well as the in 2013, representing a 48% drop compared to the previous year. Statement of Comprehensive Income The depreciation of the cedi, which seemed to have abated in 2013, continued development of our corporate governance structure. 10 Dividend picked up with renewed strength in the nal quarter. This was on the One of our principal shareholders DEG, ocially nominated Mr. Given our nancial performance, the Board of Directors took a tough back of a variety of factors including lower volumes on individual Andreas Voss, their Regional Director for West Africa, to represent Statement of Financial Position 11 decision not to pay out dividend in respect of the nancial year remittances and foreign direct investment as well as a decline in their interest on the Board. The addition of Mr. Voss to our team will ending 31st December 2013. receipts from the sale of gold and cocoa. By the end of the year, the be very benecial as he brings along a vast experience in the global Statement of Changes in Equity 12 Supporting our Capital Adequacy is essential for our operation as a local currency had depreciated by 15% against the US Dollar. nancial industry and a boost to our quest to achieve international lending Bank, and a dividend payout would negatively aect this. Our Economic growth was slow for most part of the year partly due to the standards of professionalism. Statement of Cash Flow 13 The Adinkra symbols express various themes that nancial performance over 2013 is only temporary and I ask that, we political gridlock, however it picked up subsequently in the nal relate to the history, beliefs and philosophy of the as shareholders will grant the Bank every support during this period. Corporate Social Responsibility (CSR) Asante. They mostly have rich proverbial meaning quarter. Real GDP growth at the end of the year was therefore strong, Giving back to our society remains one of the key pillars upon which Notes to the Financial Statement 14 since proverbs play an important role in the Asante albeit down from 7.9% in 2012 to 7.4% in 2013. The main contributor Capital culture. our business is built. We exist because of our community, and it is to this growth was the oil sector, without which GDP growth would In December 2013, we received US$10million from Amethis Finance, The use of Proverbs is considered as a mark of wisdom. essential that we continually contribute to its development. Branch Locations have declined to 5.8%. a Paris based private equity rm dedicated to investing in Africa. 15 The Bank continued its nancial literacy workshops and clinics in Rates on government securities also trended downward during the The funds supported our capital, enabling us to close the year with a collaboration with the Ghana Chamber of Commerce and GIZ to train year. The 91-day and 182-day bill rates dropped from 23.1% and 23% Capital Adequacy Ratio of 12.2%, marginally above the Bank of our customers to become more ecient and prudent in managing 2 UT BANK ANNUAL REPORT their business. As part of the programme, customers also received To this end, the Bank has undertaken major structural changes and Introduction we participated in transactions worth over US$200million Total current and savings accounts amounted to GH¢289million, free medical screening on conditions such as blood pressure, blood product innovations to improve our service delivery. The year 2013 was a challenging one for UT Bank, as the expected rise representing more than 100% growth over the previous year. Our compared to GH¢333million in 2012. Attracting cheap deposits was a sugar, cholesterol, Body Mass Index etc. In all, over 1,500 people in economic activity was not forthcoming until much later in the year.