ECOBANK NIGERIA LIMITED
Transcription
ECOBANK NIGERIA LIMITED
ECOBANK NIGERIA LIMITED ANNUAL REPORTS AND ACCOUNTS FOR THE YEAR ENDED 31 DECEMBER 2012 1 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Table of content GENERAL INFORMATION 3 REPORT OF THE DIRECTORS 4 CORPORATE GOVERNANCE REPORT 10 STATEMENT OF DIRECTORS’ RESPONSIBILITY 16 REPORT OF THE INDEPENDENT AUDITOR 17 STATEMENT OF COMPREHENSIVE INCOME 18 STATEMENT OF FINANCIAL POSITION 19 STATEMENT OF CHANGES IN EQUITY 20 STATEMENT OF PRUDENTIAL ADJUSTMENTS 21 STATEMENT OF CASH FLOWS 22 NOTES TO THE FINANCIAL STATEMENTS 23 FINANCIAL RISK MANAGEMENT 67 2 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 GENERAL INFORMATION DIRECTORS, PROFESSIONALS, ADDRESS DIRECTORS The Olor’ogun S. F. Kuku, OFR Jibril Aku Alhaji Muazu Anache Chief Wilfred Belonwu Mr. Edouard Dossou-Yovo Mr. Orikolade Karim Mr. Olufemi Ayeni Mrs. Funmi Oyetunji Mr. Thierry Tanoh Madame Eveline Tall Ms. Foluke Aboderin Mr. Oladele Alabi Mr. Kingsley Aigbokhaevbo Mr. Henry Ajagbawa Mr. Shehu Jafiya - Chairman Managing Director Director Director Independent Director Director Independent Director Director Director Director Executive Director, Corporate Bank Executive Director, Finance & Control Executive Director, Lagos & West Executive Director, South-South/South East Executive Director, Abuja & North COMPANY SECRETARY Adenike Laoye REGISTERED OFFICE 21 Ahmadu Bello Way Victoria Island Lagos, Nigeria INDEPENDENT AUDITORS Akintola Williams Deloitte 235, Ikorodu Road, Ilupeju P.O. Box 965, Marina Lagos, Nigeria REGISTRAR EDC Securities Limited 137/139 Broad Street Lagos Nigeria 3 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 REPORT OF THE DIRECTORS The Directors are pleased to submit their report together with the financial statements for the year ended 31 December 2012. 1. RESULTS 2012 N’million The Profit of the Bank after providing for Taxation was Transfer to Statutory Reserve Transfer to retained Earnings 2. 7,805 -7,805 2011 N’milion (Restated) 19,344 -19,344 LEGAL FORM The Company, which was incorporated on October 7, 1986 as a Public Limited Liability Company, commenced business on April 24, 1989. Pursuant to Federal High Court Lagos sanction of a Scheme of Arrangement of the Company’s capital on December 30, 2011, Ecobank Transnational Incorporated (ETI) became the sole beneficial shareholder of the Company but the Company remained a public limited liability company until it was, re-registered as a private Limited Liability Company on April 5, 2012. 3. PRINCIPAL ACTIVITIES AND BUSINESS REVIEW The Bank is engaged in the business of commercial banking with national authorisation. During the year, the Bank essentially completed the integration of former Oceanic Bank with its operations. This impacted significantly and positively on the activities of the Bank. The Bank focused on culture change programs and training while also ensuring integration of its processes. The Bank also received and capitalized a total sum of US$400million (NGN64billion) from its parent company, Ecobank Transnational Incorporated. The Bank continued to be organized along business lines: Domestic Bank (DB) and Corporate and Investment Banking (CIB); which is further broken into Treasury and Corporate Banking, all supported by Operations & Technology, Risk Management, Legal, Audit, Internal Control and Human Resources. Two key products were launched during the year – “Ecobank Mobile Money”, a fully integrated mobile banking platform from Domestic Bank and “OMNI”, a self-service collection platform specifically designed for our corporate clients from Corporate Bank. There are no inhibiting factors which would affect the Bank continuing as a going concern. 4. DIRECTORS 1. The names of the current directors are listed in the full annual report. 2. Since the last Annual General Meeting held on July 27, 2012, Mr. Thierry Tanoh was appointed as director by the Board of Directors, while Mme. Eveline Tall became a substantive director. A resolution would be proposed to shareholders at the Annual General Meeting in respect of their appointments. Mr. Arnold Ekpe and Dr. (Mrs.) Nadu Denloye resigned as directors from the Board. 3. In accordance with Article 93 of the Bank’s Articles of Association, The Olor’ogun S.F. Kuku, OFR and Mr. Edouard Dossou-Yovo retire by rotation and being eligible, offer themselves for re-election. 4 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 REPORT OF THE DIRECTORS (Cont’d) CURRENT HOLDINGS OF DIRECTORS 31 December 2012 Direct 31 December 2012 Indirect 31 March 2012 Direct 31 March 2012 Indirect Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Olor’ogun S. F. Kuku, OFR Alhaji Mua’zu Anache Chief Wilfred Belonwu Mr. Edouard Dossou-Yovo Mr. Kola Karim Mme. Eveline Tall Mr. Thierry Tanoh Mr. Femi Ayeni Mrs. Funmi Oyetunji Jibril Aku Foluke Aboderin Kingsley Aigbokhaevbo Dele Alabi Henry Ajagbawa Shehu Jafiya 5. DIRECTORS’ RESPONSIBILITIES In accordance with the provisions of sections 334 and 335 of the Companies and Allied Matters Act (CAMA) 1990 and Sections 24 and 28 of the Banks and Other Financial Institutions Act 1991 as amended, the Directors are responsible for the preparation of Annual Financial Statements. These responsibilities include ensuring that: (a) adequate internal control procedures are instituted to safeguard assets, prevent and detect fraud and other irregularities; (b) proper accounting records are maintained; (c) applicable accounting standards are followed; (d) suitable accounting policies are used and consistently applied; (e) the financial statements are prepared on a going concern basis, unless it is inappropriate to presume that the company will continue in business. 5 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 REPORT OF THE DIRECTORS (Cont’d) 6. ANALYSIS OF SHAREHOLDING Authorized Shares: 30,000,000,000 Quantity Issued Share Range : 18,482,529,765 Number of Shareholders % of Shareholders Number of Holdings % Shareholding 1 0.00 1 1 1,000,000,000 1 1 18,482,529,764 99.99 TOTAL: 2 100.00 18,482,529,765 100.00 These figures are as at 31 December 2012. 7. SUBSTANTIAL INTEREST IN SHARES 31 December 2012 Number % Ecobank Transnational Inc. (ETI) Nigerian Citizens and Associations 31 March 2012 Number % 18,482,529,764 1 100 00.0 27,919,198,911 1 100 0.00 18,482,529,765 100 27,919,198,912 100 During the year, by order of the Federal High Court Lagos, the Bank’s issued share capital was reduced from N13,959,599,453.50 to N5,904,043,900, to eliminate the negative reserves which arose from ETI’s acquisition of controlling stake in former Oceanic Bank International Ltd. (OCB). OCB subsequently merged with Ecobank Nigeria, leaving Ecobank Nigeria as the surviving entity. Also within the year the Board of Directors, upon authorization from the shareholders also allotted 6,674,441,964 shares to ETI in consideration for Deposit for shares of N66,744,419,640. Consequently the issued share capital of the Bank is presently N9,241,264,880. 8. DONATIONS AND CONTRIBUTIONS MADE BY THE BANK DURING THE YEAR AMOUNTED TO N26,000,000 DESCRIPTION AMOUNT (N) Donation to Ogun State Security Fund Donation to St. Augustine University – Lagos Donation to SOS Children Village Nigeria – Jos Donation to SOS Children Village Nigeria – I solo Donation to SOS Children Village Nigeria – Owe Jibe Donation to SOS Children Village Nigeria – Gwagwalada 6 75,000,000 5,000,000 1,500,000 1,500,000 1,500,000 1,500,000 86,000,000 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 REPORT OF THE DIRECTORS (Cont’d) 9. FIXED ASSETS Movements in fixed assets during the year are shown in note 24 on page 52. In the opinion of the Directors, the market value of the Company’s properties is not less than the value shown in the Financial Statements. 10. EMPLOYMENT AND EMPLOYEES Employment of Disabled Persons It is the policy of the Company that there should be no discrimination in considering applications for employment including those from disabled persons. All employees are given equal opportunities for self-development. As at December 31, 2012, one disabled person was in the employment of the Company. Employee Involvement and Training The Company is committed to keeping employees fully informed as much as possible regarding the Company’s performance and progress and seeking their views wherever practicable on matters, which particularly affect them as employees. Management, professional and technical expertise are the Company’s major assets and investment in their further development continues. Training is carried out from entry level through various levels with both in-house and external courses. Mandatory Virtual Training is also done by all staff regardless of their level. Health, safety at work and welfare of employees Health and safety regulations are in force within the Company’s premises and employees are aware of safety regulations. The Company provides subsidies for all employees for medical, transportation, housing and lunch. Incentive schemes designed to meet the circumstances of each individual are implemented wherever appropriate, and some of these include bonuses, salary review, promotion, use of health management organizations for medical and gratuity for long service. Gender analysis as at 31 December 2012 as at 31 December 2012 (a) Analysis of total employees by Gender Employees Male Number Female Total Percentage Male 4,363 2,825 7,188 61% 7 Female 39% ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 REPORT OF THE DIRECTORS (Cont’d) (b) Analysis of board and top management staff by gender Number Assistant General Managers Deputy General Managers General Managers Board members (Non-Executive Directors) Board members (Executive Directors) 11. Percentage Male Female Total Male Female 37 14 9 7 5 17 3 5 2 1 54 17 14 9 6 69% 82% 64% 78% 83% 31% 18% 36% 22% 17% 72 28 100 72% 28% CORPORATE SOCIAL RESPONSIBILITY AND SUSTAINABILITY The Ecobank Group business model and key performance indicators take into account Ecobank’s commitment to the economic development of Africa. Ecobank is conscious that its progress must go hand-in-hand with the sustainable development of the continent. We embrace social and environmental issues, including challenges relating to ecology, healthcare and education. We are committed to making a strong economic and social contribution in our local communities, whilst safeguarding the environment for future generations. We continue to do this within Nigeria. 12. ECOBANK FOUNDATION The Ecobank Foundation was set up as part of the Ecobank Group’s mission to contribute, beyond banking, to the development of all of the African countries in which it operates. Up to one percent of profit after tax of the Ecobank Group is set aside for the Foundation to support projects, independent of Ecobank, that promote gender equality, youth engagement, education, healthcare and culture. Since 2005, the Ecobank Foundation has funded a total of approximately US$2million of social welfare initiatives. To expand the scope of its activities, it has entered into partnerships with organizations including the Pathfinder Foundation, the Western Union Foundation and USAID. This strategy has proved effective, resulting in projects that will have a direct impact on more than 25,000 people of all ages within several regions of Africa. 13. DIVERSITY AND INCLUSION Ecobank, by virtue of its geographical spread, is one of the most diversified groups in Africa in terms of its people. Ecobank also has a policy of ensuring diversity in its employee talent pool without compromising the quality of its staff. Regular reports are presented and monitored to ensure adherence to policy. Within the Ecobank Group, we communicate in English, French and Portuguese. Reflecting our commitment to equality of opportunity, 44% of our workforce and 31% of our management team are female. 8 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 REPORT OF THE DIRECTORS (Cont’d) 14. THE ENVIRONMENT As a responsible corporate citizen, Ecobank aims to operate in a way that minimizes its carbon footprint. In 1999, the Ecobank Group adopted a general policy that outlined its commitment to a clean and green environment, requiring all Ecobank subsidiaries to be environmentally responsible. For example, all staff are discouraged from printing electronic message unless absolutely necessary. Ecobank has adopted a Social and Environmental Management System (SEMS) and group-wide policy guidelines that govern project financing and other credits. Environmental Coordinators are present in the Bank to ensure that we abide by the SEMS and its policy requirements. Environmental and Social (E&S) assessments are carried out on lending proposals to ensure policy compliance. The Ecobank Group has centralized credit approval processes to ensure all lending activities remain consistent with the SEMS and policy guidelines. We are required to conduct social and environmental due diligence for projects. Any socially or environmentally-sensitive projects are monitored to ensure that client companies demonstrate compliance with environmental standards or sign up to a corrective action plan where necessary. 15. PAPER USAGE We have deployed workflow solutions, which automate account opening/maintenance and funds transfer, as we seek to move closer towards paperless business. We are increasingly adopting the usage of electronic forms that will reduce paper usage as well. 16. ENERGY To reduce energy consumption, we promote the use of electronic communications (such as video and audio conferencing) within the Group, thereby reducing the need for air and road travel. We are also working on a group-wide energy audit to promote the use of more environmentally friendly appliances such as energy efficient light bulbs and air conditioners. 17. BOARD AUDIT & COMPLIANCE COMMITTEE The Company has in place a Board Audit & Compliance Committee with the following directors as members as at December 31, 2012: i. ii. iii. iv. Alhaji Muazu Anache Chief Wilfred Belonwu Mr. Kola Karim Mr. Edouard Dossou-Yovo - Chairman Member Member Member BY ORDER OF THE BOARD ADENIKE LAOYE COMPANY SECRETARY 15 MARCH, 2013 FRC/2013/CIBN/00000002048 9 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 CORPORATE GOVERNANCE REPORT Commitment to Corporate Governance Ecobank remains committed to ensuring international best practice in terms of Corporate Governance. 1. BOARD COMPOSITION As at December 31, 2012, the Board comprised fifteen (15) Directors: nine (9) non-executive and five (5) executive directors. During the year the Bank was in compliance with the CBN Code of Corporate Governance regarding the appointment of a minimum of two (2) independent non-executive directors. The independent directors are Mr. Edouard Dossou-Yovo and Mr. Olufemi Ayeni. All the Bank’s Directors have varied experience and backgrounds and are well equipped to handle the responsibilities of the Board. 2. ROLE OF THE BOARD Fundamental to the guiding principles of Ecobank is that all power belongs to the shareholders. The role of the Board is well documented in the Ecobank Group Corporate Governance Charter which is revised from time to time based on the evolving nature of the responsibilities of the Board. The Board receives continuous training on corporate governance and relevant areas of the banking. Directors attended training on the following during the financial year Continuous Education on Corporate Governance Internal Control Oversight & Monitoring FITC Improving Board Audit Committee’s Effectiveness Credit Risk Management Workshop Enterprise Risk Management Workshop The Board’s oversight of the operations and activities of the Bank is also carried out transparently. 3. COMPLIANCE WITH THE CENTRAL BANK OF NIGERIA (CBN) CODE OF CORPORATE GOVERNANCE AND THE SECURITIES & EXCHANGE COMMISSION (SEC) GOVERNANCE CODE The Bank rendered monthly returns to the CBN on the status of its compliance with the CBN Code of Corporate Governance. The Bank is in compliance with the terms of the Code. 4. BOARD COMMITTEES During the 2012 financial year, the Board delegated some of its responsibilities to the following Committees: i. Board Credit Committee Responsibilities * * * * * * Approval of credits outside management’s approval limit Approval of insider-related transactions/credits Review of remedial accounts/past due obligations/classified accounts Approval of accounts to be written-off and any other related matters Approval of exceptions to the credit policy Review of periodic reports and assessment of portfolio performance 10 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 CORPORATE GOVERNANCE REPORT (Cont’d) i. Board Credit Committee (cont’d) Committee Composition: Mr. Olufemi Ayeni Mr. Kola Karim Mrs. Funmi Oyetunji Mr. Edouard Dossou-Yovo Mr. Jibril Aku Ms. Foluke Aboderin ii. Chairman Board Governance Committee Responsibilities * * * * Compliance with Governance Code Corporate governance issues and assessment/evaluation of the Board Approval of contractors and major contracts Human Resources matters, relating to employment, termination of employment and review of performance appraisal of Assistant General Managers and above, staff salary changes and loans, and consideration of appointment of directors and their emoluments. Committee Composition: Chief Wilfred Belonwu Alhaji Mua’zu Anache Mme. Eveline Tall Dr. (Mrs.) Nadu Denloye iii. - Chairman - Resigned in October 2012 Board Risk Committee Responsibilities Review and recommend changes to the Board as needed to ensure that the Bank has in place at all times a Risk Management Policy Approve and recommend risk tolerance levels, limits and metrics. Review on an annual basis a risk assessment prepared by management that identifies and evaluate all material risks. Provide oversight to ensure that the risk management monitoring and reporting functions in the Bank are independent of business line or risk-taking processes. Discuss and evaluate the Bank’s risk exposures in light of current market conditions, established risk limits, operating performance and other relevant factors. Review the report that monitors compliance with risk parameters established by regulation or Bank policy and measures the adequacy of risk monitoring, testing and governance. Inform the Board of the status of risk exposures and risk management processes in the Bank. Oversee the Bank’s risk framework and controls, and monitor the activities of the management level risk committees. Periodically review and approve proposals regarding financial, investment, credit and operating risk management strategies and key decisions of the management level risk committee. 11 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 CORPORATE GOVERNANCE REPORT (Cont’d) iii. Board Risk Committee (Cont’d) Committee Composition: Dr. (Mrs.) Nadu Denloye Mrs. Funmi Oyetunji Mr. Edouard Dossou-Yovo Mr. Olufemi Ayeni Mr. Jibril Aku Mr. Oladele Alabi iv. - Chairman up to October 2012 Chairman effective December 2012 Board Audit & Compliance Committee Responsibilities * * * * * * * * * Review and assessment of all internal and external audit reports. Review and monitoring of internal control and ensuring effectiveness of controls Review of frauds and forgeries Review of the Bank’s compliance requirements Liaising with external and internal auditors and management Ensuring compliance with all applicable laws and regulations, as well as operating standards Review of the Bank’s financial performance Review of scope and planning of audits Review of audited accounts and management Control Reports Review of capital expenditure and operating expenses Committee Composition: Alhaji Mua’zu Anache Chief Wilfred Belonwu Mr. Kola Karim Mr. Edouard Dossou-Yovo 5. - Chairman FREQUENCY OF MEETINGS Meetings of the Board and its Committees are usually held quarterly, but may be convened at any time whenever the need arises. The Board and its Committees met as follows: Board/Committees Meetings Board of Directors Board Credit Board Risk Board Governance Board Audit & Compliance No. of Meetings 8 7 5 4 4 During the year under review, management was supported by the following Management Committees i. ii. iii iv v. vi. Executive Management Committee chaired by the Managing Director Human Resources Committee, chaired by an Executive Director Assets and Liabilities Committee, chaired by the Managing Director Disciplinary Committee, chaired by an Executive Director Criticised Asset Committee Information Technology Steering Committee, chaired by an Executive Director 12 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 CORPORATE GOVERNANCE REPORT (Cont’d) 6. ATTENDANCE AT BOARD AND COMMITTEE MEETINGS The Board The Board of Directors convened eight (8) times during the year S/N 1. 2. 3. 4. 5. 6. 7. 8. 9 10 11. 12. 13. 14. 15. 16. 17. Total No. Attended 8 8 7 5 7 7 6 4 5 2 8 8 8 6 5 4 Directors The Olor’ogun S. F. Kuku, OFR Alhaji M. Anache Dr. (Mrs.) Nadu Denloye Chief W. Belonwu Mr. Edouard Dossou-Yovo Mr. Kola Karim Mr. Femi Ayeni * Mrs. Funmi Oyetunji * Mr. Arnold Ekpe * Mr. Thiery Tanoh Mme. Eveline Tall Mr. Jibril Aku Ms. Foluke Aboderin Mr. Oladele Alabi Mr. Kingsley Aigbokhaevbo Mr. Henry Ajagbawa * Mr. Shehu Jafiya * Percentage 100% 100% 100% 63% 88% 88% 85% 80% 100% 0% 100% 100% 100% 100% 100% 100% 80% * Mr. Femi Ayeni was appointed in January 2012 * Mrs. Funmi Oyetunji was appointed in April 2012 * Mr. Henry Ajagbawa was appointed in April 2012 * Mr. Shehu Jafiya was appointed in April 2012 * Mr. Kingsley Aigbokhaevbo was re-appointed in April 2012 * Mr. Thierry Tanoh was appointed in October 2012 * Dr. (Mrs.) Nadu Denloye retired in October 2012 * Mr. Arnold Ekpe retired in October 2012 Board Governance Committee The Committee convened four (4) times during the year. S/N 1. 2. 3. 4. 5. Directors Alhaji Mua’zu Anache Chief Wilfred Belonwu Mme. Eveline Tall Dr. Nadu Denloye Mr. Arnold Ekpe 13 Total No. Attended Percentage 4 3 1 3 2 100% 75% 50% 100% 100% ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 CORPORATE GOVERNANCE REPORT (Cont’d) Board Credit Committee The Committee convened four (7) times during the year. S/N 1. 2. 3. 4. 5. 6. 7. Total No. Attended 7 5 4 6 1 5 5 Directors Mr. Olufemi Ayeni Mr. Kola Karim Mr. Edouard Dossou-Yovo * Mrs. Funmi Oyetunji * Mme. Eveline Tall * Mr. Jibril Aku Ms. Foluke Aboderin Percentage 100% 72% 57% 100% 100% 72% 72% * Mr. Edouard Dossou-Yovo – member from April 2012 and ceased to be a member in December 2012 * Mrs. Funmi Oyetunji – member from June 2012 * Mme. Eveline Tall – member from April 2012 and ceased to be a member in June 2012 Board Audit & Compliance Committee The Committee convened four (4) times during the year. S/N 1. 2. 3. 4. 5. Directors Alhaji Mua’zu Anache Chief Wilfred Belonwu Mr. Kola Karim Mr. Edouard Dossou-Yovo Mrs. Funmi Oyetunji * Total No. Attended 4 2 3 3 2 Percentage 100% 50% 75% 75% 100% Total No. Attended Percentage 4 4 2 3 5 100% 80% 100% 75% 100% * Mrs. Funmi Oyetunji – member from June 2012 Board Risk Committee The Committee convened four (4) times during the year S/N 1. 2. 3. 4. 5. Directors Dr. (Mrs.) Nadu Denloye * Mr. Olufemi Ayeni * Mrs. Funmi Oyetunji * Mr. Jibril Aku Mr. Oladele Alabi * Dr. (Mrs.) Nadu Denloye – member from May 2009 and ceased to be a member in October 2012 * Mr. Olufemi Ayeni – member from March 2012 * Mrs. Funmi Oyetunji – member from October 2012 14 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 CORPORATE GOVERNANCE REPORT (Cont’d) 7. RELATED PARTY TRANSACTIONS The Bank in the ordinary course of business entered into contracts with a company related to one of the directors. The contracts were done on arms-length basis and have been duly performed. These are as follows: The Bank entered into Computer and ATM supply contracts with Computer Warehouse Group, (a company in which Chief Belonwu is the Chairman), Resources, Trade and Technologies for the Supply of Chubb Safes (the Company is related to Mr. Jibril Aku), Telnet/Softworks – for maintenance of 6 ATMs (the Company is related to Dr. Denloye, now a former director). 8. SHAREHOLDER PARTICIPATION The Bank is conscious of, and promotes shareholder rights. It continues to take necessary steps to ensure same. The benefits from contributions, advice and the wise counsel of shareholder members of the Statutory Audit Committee remain useful. 9. WHISTLE-BLOWING In line with our commitment to instill best corporate governance practices in the institution and in compliance with regulatory requirements, all stake holders are invited to report any concern about a threatened/suspected or actual breach through an independent Whistle-Blowing process. The Bank currently subscribes to the KPMG Ethics Line, an independent Whistle-Blowing procedure which ensures anonymity of the whistle-blower and effective handling of issues reported. All stakeholders are enjoined to utilize the Line. The e-mail address is Kpmgethicsline@ng.kpmg.com. Toll free hotlines: 07030000026, 0700000027, 08088118888, 08088228888 10. CUSTOMER COMPLIANTS Complaints Number Amount refunded (N’millions) Resolved Unresolved 473 406 67 - 311 - The unresolved complaints relates to unauthorized deductions, excess charges, interest and COT contested by the customers. We were unable to resolve some of these complaints as they were received towards the ending of the year and are currently under Investigations. Good Corporate Governance is fundamental to the long term success of any institution. This remains the bedrock of the operations of the Bank and its Board. March 2013 15 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Statement of Directors’ Responsibility The Companies and Allied Matters Act and the Banks and other Financial Institutions Act, requires Directors to prepare financial statements for each financial year which give a true and fair view of the state of financial affairs of the Bank at the end of the year and of its profit or loss. The responsibilities include ensuring that the Bank: a. keeps proper accounting records that disclose, with reasonable accuracy, the financial position of the Bank and comply with the requirements of the Companies and Allied Matters Act and the Banks and other Financial Institutions Act; b. establishes adequate internal controls to safeguard its assets and to prevent and detect fraud and other irregularities; and c. prepares its financial statements using suitable accounting policies supported by reasonable and prudent judgments and estimates, and are consistently applied. The Directors accept responsibility for the annual financial statements, which have been prepared using appropriate accounting policies supported by reasonable and prudent judgements and estimates, in conformity with the: - International Financial Reporting Standards; Prudential guidelines for licensed banks; Relevant circulars issued by the Central Bank of Nigeria; Requirements of Banks and other Financial Institutions Act; and Requirements of the Companies and Allied Matters Act The Directors are of the opinion that the financial statements give a true and fair view of the state of the financial affairs of the Bank and of its profit and cash flows. The Directors further accept responsibility for the maintenance of accounting records that may be relied upon in the preparation of financial statements, as well as adequate systems of internal financial control. Nothing has come to the attention of the Directors to indicate that the Bank will not remain a going concern for at least twelve months from the date of this statement. 16 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF ECOBANK NIGERIA LIMITED Report on the Financial Statements We have audited the accompanying financial statements of Ecobank Nigeria Limited which comprise the statement of financial position as at 31 December 2012, 31 December 2011 and 1 January 2011 the income statement, statement of changes in equity, cash flow statement for the years ended 31 December 2012 and 31 December 2011, a summary of significant accounting policies and other explanatory information set out on pages 18 to 65. Directors’ Responsibility for the Financial Statements The Directors are responsible for the preparation and fair presentation of these financial statements in accordance with the Companies and Allied Matters Act CAP C20 LFN 2004, the Banks and other Financial Institutions Act CAP B3 LFN 2004, the Financial Reporting Council of Nigeria Act No 6, 2011, the International Financial Reporting Standards, and for such internal control as the Directors determine are necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. Auditors’ Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors’ judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditors consider internal controls relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by Directors, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements present fairly, in all material respects, the financial position of Ecobank Nigeria Limited as at 31 December 2012 and 31 December 2011 and 1 January, 2011 and the financial performance and cash flows for the year then ended 31 December 2012 and 31 December 2011 in accordance with the Companies and Allied Matters Act CAP C20 LFN 2004, the Financial Reporting Council of Nigeria Act No 6, 2011 and the International Financial Reporting Standards. Other reporting responsibilities In accordance with circular BSD/1/2004 issued by the Central Bank of Nigeria, details of insider-related credits are as disclosed in note 38. During the year the bank contravene certain sections of BOFIA and CBN circulars/guidelines, the details of the contravention and the related penalty are as disclosed in Note 41 to the financial statements. Chartered Accountants Lagos, Nigeria 22 April, 2013 FRC number: FRC/ICAN/000000000830 17 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 18 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Statement of Comprehensive Income For the year ended 31 December 2012 Note (All amounts in millions of Naira unless otherwise stated) 31 December 2012 31 December 2011 Interest income Interest expense 3 4 118,492 (45,110) 43,656 (21,527) Net interest income Impairment charge for credit losses 5 73,382 (12,342) 22,129 15,260 61,040 37,389 Net interest income after impairment charge for credit losses Net fee and commission income Net gains from financial instruments at fair value Other operating income Employee benefit expense General and administrative expense Depreciation and amortisation Other operating expenses 6 7 8 9 10 11 12 29,059 1,015 8,410 (46,957) (22,610) (9,286) (15,444) 16,390 2,270 5,455 (16,970) (12,533) (3,571) (10,407) Profit before tax Income tax 13 5,227 2,578 18,023 1,321 7,805 19,344 10,578 (5,597) 18,383 13,747 7,805 19,344 7,805 19,344 18,383 13,747 18,383 13,747 42.23k 69.29k PROFIT FOR THE YEAR Other comprehensive income: Revaluation of financial assets 14 TOTAL COMPREHENSIVE INCOME FOR THE YEAR Profit attributable to: Owners of the parent Total comprehensive income attributable to: Owners of the parent Earnings per share for profit attributable to owners of the parent Basic/Diluted 15 The notes on pages 23 to 65 form an integral part of these financial statements. 19 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Statement of Financial Position As at 31 December 2012 Note 31 December 2012 31 December 2011 1 January 2011 16 17 18 19 112,323 120,078 546,873 23,394 86,919 116,597 410,150 32,812 19,437 100,514 225,369 6,821 20 21 22 23 24 25 26 27 228,576 78,116 109,334 2,744 59,387 103 6,005 38,382 1,325,315 249,272 74,159 18,600 67,131 820 4,709 23,889 1,085,058 26,036 3,949 17,487 19,440 155 2,729 22,041 443,978 28 29 30 31 32 13 33 21,489 1,043,213 58,883 1,279 1,581 45,242 10,116 890,425 64,409 1,502 1,290 1,548 40,406 710 342,379 3,776 502 18 329 30,717 1,171,687 1,009,696 378,431 9,241 115,961 (19,705) 48,131 153,628 13,960 84,799 (64,532) 41,135 75,362 6,940 54,119 (11,188) 15,676 65,547 1,325,315 1,085,058 443,978 (All amounts in millions of Naira unless otherwise stated) ASSETS Cash and balances with Central Bank Loans and advances to banks Loans and advances to customers Financial assets held for trading Investment Securities: -Available-for-sale investments -Loans and receivables Pledged assets Non-current assets held for sale Property, plant and equipment Intangible assets Deferred tax asset Other assets Total assets LIABILITIES Deposits from banks Deposits from customers Borrowings Retirement benefit obligations Provisions Current income tax liability Other liabilities Total liabilities EQUITY Share capital Share premium Retained earnings Other reserves Total equity 34 35 Total equity and liabilities These financial statements were approved by the Board of Directors and authorized for issue on 15 March, 2013 and signed on its behalf by: The notes on pages 23 to 65 form an integral part of these financial statements. 20 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Statement of Changes in Equity For the year ended 31 December 2012 Balance at 1 January 2011 Profit Transfer to regulatory risk reserves Revaluation of equity financial assets, net of tax Attributable to equity holders of the parent Statutory SMIEIS Capital AFS reserve reserve reserve reserve N’Million N’Million N’Million N’Million 6,135 1,150 7,218 1,173 Share capital N’Million 6,940 Share premium N’Million 54,119 Retained earnings N’Million (11,188) - - 19,344 (12,255) - - - - Regulatory reserve N’Million - Total N’Million 65,547 12,255 19,344 - - - - - - - (5,597) 7,020 - 30,680 - 7,089 (60,433) - - 18,800 - (5,597) - 12,255 - 13,747 56,500 (60,433) 13,960 84,799 (64,532) 6,135 1,150 26,018 (4,424) 12,255 75,362 Profit Revaluation of AFS net of tax (i) (i) - - 7,805 - - - - 10,578 Total comprehensive income Issue of new shares (ii) (ii) Adjustment to regulatory reserves Inflow receivable from AMCON (iii) Reduction of shares (iv)(iii) Prior year IFRS adjustment 3,337 (8,056) - 63,407 (32,245) - 7,805 (15,218) 11,372 40,301 568 - - (18,800) - 10,578 - 15,218 - 18,383 47,944 11,372 568 9,241 115,961 (19,705) 6,135 1,150 7,218 6,155 27,473 153,628 Total comprehensive income Issue of new shares Acquired from business combination At 31 December 2011 At 31 December 2012 (5,597) 7,805 10,578 i) This shows the effects from the fair value measurement of equity instruments elected to be presented in other comprehensive income on initial recognition. ii) A total of 6,674,441,964 shares were issued to Ecobank Transnational Incorporated (ETI) during the year at N10 per share and nominal value of N0.5. iii) N11.3 billion represents inflow receivable from AMCON in respect of the negative networth acquired from former Oceanic Bank in 2011. iv) A total of 16,111,111,111 shares, worth N8.05 billion and share premium of N32.2 billion were reduced and transferred to retained earnings during the year. 21 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 STATEMENT OF PRUDENTIAL ADJUSMENTS 31 December 2012 31 December 2011 5,328 17,044 4,179 13,440 22,372 17,619 Investment securities - LR Other assets 5,866 5,709 Impairment - Prudential Guidelines Loans: - General - Specific 5,486 19,848 4,073 12,274 25,334 16,347 Long term investments Other assets 12,255 5,866 12,255 5,709 Excess of Prudential guidelines over IFRS - Loans - Investments 2,963 12,255 12,255 15,218 12,255 Impairment - IFRS Loans: - Collective - Specific Excess of Prudential impairment over IFRS impairment transferred to regulatory reserve 22 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Statement of Cash Flows For the year ended 31 December 2012 Note Cash flows from operating activities Profit before tax Adjustments: Loan impairment charges Depreciation Amortisation of intangible assets Impairment losses on loans and receivables Impairment losses on other assets Profit from sale of property and equipment Bad loans written off Property, plant and equipment scrapped Amount written-off other assets Interest paid on long term borrowings Net interest income Dividend income Retirement benefit obligation - charge for the period December 2012 December 2011 5,227 18,023 10,972 8,556 730 707 287 (105) (6,218) 54 (131) 1,333 (73,382) (240) 1,892 (16,537) 3,377 194 (34) 846 (67) (82,814) 62 (219) 852 (22,129) (130) 1,408 (50,318) (97,168) (33,850) 118,492 (45,110) (141,477) 9,418 20,695 (3,957) (90,734) (2,744) (14,649) 11,373 152,788 (1,502) (11) 5,925 (549) - (55,288) 43,656 (21,527) (156,423) (25,991) (4,423) (70,210) (1,113) 6,533 9,406 548,046 1,000 1,272 10,427 (531) (642) (66,211) 187,024 20,695 240 (13) (5,085) 4,324 (223,236) 130 (859) (51,522) 459 20,161 (275,028) 47,944 (5,526) (1,333) 56,500 60,633 (852) 41,085 116,281 16 145,826 (66,211) 20,161 41,085 140,861 117,549 187,024 (275,028) 116,281 145,826 16 17 20,783 120,078 29,229 116,597 140,861 145,826 5 11 11 5 5 8 18 4 8 9 Cash reserve balance Interest received Interest paid Loans and advances to customers Financial assets held for trading Investment securities – AFS Investment securities – loans and receivables Pledged assets Non-current assets held for sale Other assets Deposit from banks Deposit from customers Retirement benefit obligations Provisions Other liabilities Value added tax paid income tax paid 16 3 4 18 19 21 22 28 29 Net cash from operating activities Cash flows from investing activities Proceeds from sale of AFS financial assets Dividend income Purchase of software Purchase of property and equipment Proceeds from sale of property and equipment 20 25 Net cash used in investing activities Cash flows from financing activities Proceeds from issue of shares Borrowings Interest paid on long term borrowings 30 4 Net cash (used in)/generated from financing activities Increase in cash and cash equivalents Cash and cash equivalents at the beginning of year Net cash from operating activities Net cash from investing activities Net cash from financing activities Cash and cash equivalents at end of year Cash and cash equivalents comprise: Cash and balances with central bank Loans and advances to banks 23 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 1 General Information Ecobank Nigeria (hereinafter referred to as "the Bank") was incorporated as a public limited liability company on 7 October 1986, and was granted banking licence on 24 April 1989. The Bank was listed on the Nigerian Stock Exchange by introduction between 24 April 2006 and remained listed until 31 December 2011. On 30 December 2011, by a Federal High Court Sanction of a Scheme of Arrangement, Ecobank Transnational Incorporated (ETI), Lome, incorporated in the Republic of Togo which prior to that date held 85.1% equity shares in the Bank, became beneficial owner of 100% shareholding in the Bank. The Bank is now a fully owned subsidiary of ETI and has been reregistered as a private limited liability company at the Corporate Affairs Commission, Abuja. ETI acquired 100% interest in Oceanic Bank Group on 28 October 2011 through the issue of shares to AMCON and the shareholders of Oceanic Bank. Oceanic Bank was delisted on the Nigerian Stock Exchange (NSE) on that date and became a Limited liability entity. By reason of the cancellation of minority shareholding in Ecobank Nigeria on 28 October 2011, ETI acquired 100% holding in Ecobank Nigeria. As a result of common control in both Ecobank Nigeria and Oceanic Bank Limited, ETI decided to merge the two operations. The effective date of business combination is 1 November 2011. The address of its registered office is as follows: Plot 21, Ahmadu Bello Way, P.O. Box 72688, Victoria Island Lagos, Nigeria The principal activity of the Bank is commercial banking which includes domestic and corporate banking services. The Bank operates under a commercial banking license with National Banking status in line with the Central Bank of Nigeria's present Banking model. The financial statements for the year ended 31 December 2012 have been approved for issue by the Board of Directors on 15 March 2013. Neither the entity’s owners nor others have the power to amend the financial statements after issue. 2 Summary of significant accounting policies The principal accounting policies adopted in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated. An explanation of how the transition to International Financial Reporting Standards (IFRS) has affected the reported financial position, financial performance and cash flows of the Bank is provided in note 45. This note includes reconciliations of equity and the statement of comprehensive income for the comparative periods reported under Nigerian GAAP (Previous GAAP) to those reported for these periods under IFRS. 2.1 Basis of presentation The Bank's financial statements for the year 2012 have been prepared in accordance with the International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). Additional information required by national regulations is included where appropriate. These are the first stand-alone financial statements of the Bank prepared in accordance with IFRS and IFRS 1 (First-time Adoption of IFRS) has been applied. The Bank has elected not to consolidate its holdings in 3 of its subsidiaries, in accordance with the guidance under IAS 27 'Separate Financial Statements', paragraph 10 and with the full consent of its parent company, Ecobank Transnational Incorporated (ETI). Ecobank Transnational Incorporated (ETI) is incorporated in Lome, Togo, and it prepares consolidated IFRS financial statements for public use. These consolidated financial statements are available at ETI's registered office address: Transnational Incorporated 2365, Boulevard du Mono B.P. 3261, Lome - Togo. 24 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 2.1 Basis of presentation (cont’d) The investments and Ecobank Nigeria Limited's holdings in them are listed thus: % Interest 100 100 100 Oceanic Pension Fund Custodian Nigeria Oceanic Bureau de Change Nigeria Oceanic Securities Nigeria These investments have been accounted for at fair value on the acquisition date. The financial statements comprise the income statement and statement of comprehensive income showing as two statements, the statement of financial position, the statement of changes in equity, the statement of cash flow and the notes. The financial statements have been prepared under the historical cost convention, except for the fair value for financial instruments. The Bank classifies its expenses by the nature of expense method. The Bank's financial statements are presented in Nigerian Naira, which is the Bank's presentation currency. The figures shown in the financial statements are stated in millions of Naira (N'Millions). The disclosures on risks from financial instruments are presented in the financial risk management report contained in Note 41." The preparation of these financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Bank's accounting policies. Changes in assumptions may have a significant impact on the financial statements in the period the assumptions changed. Management believes that the underlying assumptions are appropriate and that the Bank’s financial statements therefore present the financial position and results fairly. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 44. 2.1.1 Changes in accounting policies and disclosures (a) New and amended standards adopted by the Bank (b) The Bank has adopted IFRS for the first time in 2012 refers to IFRS 1 (note 46) for further details. New standards and interpretations that are not yet effective and have not been early adopted A number of new standards and amendments to standards and interpretations are effective for annual periods beginning after 1 January 2012, and have not been applied in preparing these financial statements. None of these is expected to have a significant effect on the financial statements of the Bank, except the following set out below: Amendment to IAS 1, ‘Presentation of Financial Statements’ regarding other comprehensive income. The main change resulting from these amendments is a requirement for entities to group items presented in ‘other comprehensive income’ (OCI) on the basis of whether they are potentially reclassifiable to profit or loss subsequently (reclassification adjustments). The amendments do not address which items are presented in OCI. The application of this amendment will mainly impact the presentation of the primary statements. 25 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 2.1.1 Changes in accounting policies and disclosures (cont’d) (b) New standards and interpretations that are not yet effective and have not been early adopted IFRS 13, ‘Fair value measurement’, aims to improve consistency and reduce complexity by providing a precise definition of fair value and a single source of fair value measurement and disclosure requirements for use across IFRSs. The requirements, which are largely aligned between IFRSs and US GAAP, do not extend the use of fair value accounting but provide guidance on how it should be applied where its use is already required or permitted by other standards within IFRSs or US GAAP. The application of IFRS 13 may enhance fair value disclosures in a lot of circumstances. IAS 19, ‘Employee benefits’, was amended in June 2012. The impact on the Bank will be as follows: to immediately recognise all past service costs; and to replace interest cost and expected return on plan assets with a net interest amount that is calculated by applying the discount rate to the net defined benefit liability (asset). The directors are yet to assess the full impact of the amendments. IFRS 9, ‘Financial instruments’, addresses the classification, measurement and recognition of financial assets and financial liabilities. Issued in November 2009 and October 2011, it replaces the parts of IAS 39 that relate to the classification and measurement of financial instruments. IFRS 9 requires financial assets to be classified into two measurement categories: those measured as at fair value and those measured at amortised cost. The determination is made at initial recognition. The classification depends on the entity’s business model for managing its financial instruments and the contractual cash flow characteristics of the instrument. For financial liabilities, the standard retains most of the IAS 39 requirements. The main change is that, in cases where the fair value option is taken for financial liabilities, the part of a fair value change due to an entity’s own credit risk is recorded in other comprehensive income rather than the income statement, unless this creates an accounting mismatch. The directors are yet to assess IFRS 9’s full impact and intend to adopt IFRS 9 no later than the accounting period beginning on or after 1 January 2015. The directors will also consider the impact of the remaining phases of IFRS 9 when completed by the IASB. There are no other IFRSs or IFRIC interpretations that are not yet effective that would be expected to have a material impact on the Bank. 2.2 Foreign currency translation (a) Functional and presentation currency Items included in the financial statements of the Bank are measured using the currency of the primary economic environment in which the Bank operates ("the functional currency"). The financial statements are presented in Naira and figures are stated in millions of Naira, which is the Bank’s presentation currency. (b) Transactions and balances "Foreign currency transactions that are denominated, or that require settlement, in a foreign currency are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Monetary items denominated in foreign currency are translated with the closing rate as at the reporting date. If several exchange rates are available, the forward rate is used at which the future cash flows represented by the transaction or balance could have been settled if those cash flows had occurred. Non-monetary items measured at historical cost denominated in a foreign currency are translated with the exchange rate as at the date of initial recognition; non-monetary items in a foreign currency that are measured at fair value are translated using the exchange rates at the date when the fair value was determined. 26 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 2.2 Foreign currency translation (cont’d) Foreign exchange gains and losses resulting from the settlement of foreign currency transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss. Changes in the fair value of monetary assets denominated in foreign currency classified as availablefor-sale are analysed between translation differences resulting from changes in the amortised cost of the security and other changes in the carrying amount of the security. Translation differences related to changes in the amortised cost are recognised in profit or loss, and other changes in the carrying amount, are recognised in other comprehensive income. Translation differences on non-monetary financial instruments, such as equities held at fair value through profit or loss, are reported as part of the fair value gain or loss. Translation differences on non-monetary financial instruments, such as equities classified as available-for-sale financial assets, are included in other comprehensive income. 2.3 Sale and repurchase agreements Securities sold subject to repurchase agreements (‘repos’) are reclassified in the financial statements as pledged assets when the transferee has the right by contract or custom to sell or repledge the collateral; the counterparty liability is included in deposits from banks or deposits from customers, as appropriate. Securities purchased under agreements to resell (‘reverse repos’) are recorded as loans and advances to other banks or customers, as appropriate. The difference between sale and repurchase price is treated as interest and accrued over the life of the agreements using the effective interest method. Securities lent to counterparties are also retained in the financial statements. 2.4 Financial assets and liabilities All financial assets and liabilities – which include derivative financial instruments – have to be recognized in the statement of financial position and measured in accordance with their assigned category. A) Initial recognition and measurement The Bank uses trade date accounting for regular way contracts when recording financial asset transactions. Financial instruments at fair value through profit or loss are initially recognised at fair value while transaction costs, which are directly attributable to the acquisition or issue of the financial instruments, are recognised immediately through profit or loss. Financial instruments that are not carried at fair value through profit or loss are initially measured at fair value plus transaction costs that are directly attributable to the acquisition or issue of the financial instruments. The Bank does not currently apply hedge accounting. B) Subsequent measurement Subsequent to initial measurement, financial instruments are measured either at fair value or amortised cost depending on their classification. C) Classification and related measurement Management determines the classification of its financial instruments at initial recognition. Reclassification of financial assets is permitted in certain instances as discussed below. 2.4.1 Financial assets The Bank classifies its financial assets in the following categories: financial assets at fair value through profit or loss, loans and receivables, held-to-maturity and available-for-sale financial assets. The directors determine the classification of its financial assets at initial recognition. The Bank uses trade date accounting for regular way contracts when recording financial asset transactions. 27 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 2.4.1 Financial assets (cont’d) (a) Financial assets at fair value through profit or loss This category comprises two sub-categories: financial assets classified as held for trading, and financial assets designated by the Bank as at fair value through profit or loss upon initial recognition. A financial asset is classified as held for trading if it is acquired or incurred principally for the purpose of selling or repurchasing it in the near term or if it is part of a portfolio of identified financial instruments that are managed together and for which there is evidence of a recent actual pattern of short-term profit-taking. Derivatives are also categorised as held for trading unless they are designated and effective as hedging instruments. All derivatives are carried as assets when fair value is positive and as liabilities when fair value is negative. The Bank designates certain financial assets upon initial recognition as at fair value through profit or loss (fair value option). This designation cannot subsequently be changed and can only be applied when the following conditions are met: - the application of the fair value option reduces or eliminates an accounting mismatch that would otherwise arise or the financial assets are part of a portfolio of financial instruments which is risk managed and reported to senior management on a fair value basis or the financial assets consist of debt host and an embedded derivatives that must be separated. " Financial instruments included in this category are recognised initially at fair value; transaction costs are taken directly to profit or loss. Gains and losses arising from changes in fair value are included directly in profit or loss and are reported as 'Net gains/(losses) on financial instruments classified as held for trading'. Interest income and expense and dividend income and expenses on financial assets held for trading are included in 'Net interest income' or 'Dividend income', respectively. Fair value changes relating to financial assets designated at fair value through profit or loss are recognised in 'Net gains on financial instruments designated at fair value through profit or loss’. b) Loans and receivables Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market, other than: (a) those that the Bank intends to sell immediately or in the short term, which are classified as held for trading, and those that the entity upon initial recognition designates as at fair value through profit or loss; (b) those that the Bank upon initial recognition designates as available for sale; or (c) those for which the holder may not recover substantially all of its initial investment, other than because of credit deterioration. Loans and receivables are initially recognized at fair value – which is the cash consideration to originate or purchase the loan including any transaction costs – and measured subsequently at amortized cost using the effective interest rate method. Loans and receivables are reported in the statement of financial position as loans and advances to banks or customers or as investment securities. Interest on loans is included in the income statement and is reported as ‘Interest income’. In the case of impairment, the impairment loss is reported as a deduction from the carrying value of the loan and recognised in the income statement as ‘Loan impairment charges’. 28 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 2.4.1 Financial assets (cont’d) c) Held-to maturity financial assets Held-to-maturity investments are non-derivative financial assets with fixed or determinable payments and fixed maturities that the Bank’s management has the positive intention and ability to hold to maturity, other than: (i) those that the Bank upon initial recognition designates as at fair value through profit or loss; (ii) those that the Bank designates as available for sale; and (ii) those that meet the definition of loans and receivables. Held-to-maturity investments are initially recognized at fair value including direct and incremental transaction costs and measured subsequently at amortized cost, using the effective interest method. " d) Available-for-sale Available-for-sale investments are financial assets that are intended to be held for an indefinite period of time, which may be sold in response to needs for liquidity or changes in interest rates, exchange rates or equity prices or that are not classified as loans and receivables, held-to-maturity investments or financial assets at fair value through profit or loss. Available-for-sale financial assets are initially recognized at fair value, which is the cash consideration including any transaction costs, and measured subsequently at fair value with gains and losses being recognized in the statement of comprehensive income, except for impairment losses and foreign exchange gains and losses, until the financial asset is derecognized. If an available-for-sale financial asset is determined to be impaired, the cumulative gain or loss previously recognized in the statement of comprehensive income is recognized in the income statement. However, interest is calculated using the effective interest method, and foreign currency gains and losses on monetary assets classified as available for sale are recognized in profit and loss. 2.4.2 Financial liabilities The Bank’s holding in financial liabilities represents mainly deposits from banks and customers and other liabilities. Such financial liabilities are initially recognised at fair value and subsequently measured at amortised cost. a) Financial liabilities at fair value through profit or loss This category comprises two sub-categories: financial liabilities classified as held for trading and financial liabilities designated by the Bank as at fair value through profit or loss upon initial recognition. A financial liability is classified as held for trading if it is acquired or incurred principally for the purpose of selling or repurchasing it in the near term or if it is part of a portfolio of identified financial instruments that are managed together and for which there is evidence of a recent actual pattern of short-term profit-taking. Derivatives are also categorized as held for trading unless they are designated and effective as hedging instruments. Financial liabilities held for trading also include obligations to deliver financial assets borrowed by a short seller. Those financial instruments are recognized in the statement of financial position as ‘Financial liabilities held for trading’." Gains and losses arising from changes in fair value of financial liabilities classified held for trading are included in the income statement and are reported as ‘Net gains/(losses) on financial instruments classified as held for trading’. Interest expenses on financial liabilities held for trading are included in ‘Net interest income’. Financial liabilities for which the fair value option is applied are recognized in the statement of financial position as ‘Financial liabilities designated at fair value’. Fair value changes relating to financial liabilities designated at fair value through profit or loss are recognized in ‘Net gains on financial instruments designated at fair value through profit or loss'." 29 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 2.4.2 Financial liabilities (cont’d) b) Financial liabilities measured at amortized cost Financial liabilities that are not classified as at fair value through profit or loss are measured at amortised cost using the effective interest method. Interest expense is included in 'Interest expense' in the Statement of comprehensive income. 2.4.3 Determination of Fair Value "At initial recognition, the best evidence of the fair value of a financial instrument is the transaction price (i.e. the fair value of the consideration paid or received), unless the fair value of that instrument is evidenced by comparison with other observable current market transactions in the same instrument, without modification or repackaging, or based on valuation techniques such as discounted cash flow models and option pricing models whose variables include only data from observable markets. Subsequent to initial recognition, for financial instruments traded in active markets, the determination of fair values of financial assets and financial liabilities is based on quoted market prices or dealer price quotations. This includes listed equity securities and quoted debt instruments on major exchanges and broker quotes. A financial instrument is regarded as quoted in an active market if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm’s length basis. If the above criteria are not met, the market is regarded as being inactive. Indications that a market is inactive are when there is a wide bid-offer spread or significant increase in the bidoffer spread or there are few recent transactions. For all other financial instruments, fair value is determined using valuation techniques. In these techniques, fair values are estimated from observable data in respect of similar financial instruments, using models to estimate the present value of expected future cash flows or other valuation techniques, using inputs existing at the reporting dates. The Bank uses widely recognised valuation models for determining fair values of non-standardised financial instruments of lower complexity, such as options or interest rate and currency swaps. For these financial instruments, inputs into models are generally market-observable. For more complex instruments, the Bank uses internally developed models, which are usually based on valuation methods and techniques generally recognised as standard within the industry. Valuation models are used primarily to value derivatives transacted in the over-the-counter market, unlisted debt securities (including those with embedded derivatives) and other debt instruments for which markets were or have become illiquid. Some of the inputs to these models may not be market observable and are therefore estimated based on assumptions. The Bank uses its own credit risk spreads in determining the current value for its derivative liabilities and all other liabilities for which it has elected the fair value option. When the Bank's credit spreads widen, the Bank recognises a gain on these liabilities because the value of the liabilities has decreased. When the Bank's credit spreads narrow, the Bank recognises a loss on these liabilities because the value of the liabilities has increased. The output of a model is always an estimate or approximation of a value that cannot be determined with certainty, and valuation techniques employed may not fully reflect all factors relevant to the positions the Group holds. Valuations may therefore be adjusted, where appropriate, to allow for additional factors including model risks, liquidity risk and counterparty credit risk. Based on the established fair value model governance policies, and related controls and procedures applied, management believes that these valuation adjustments are necessary and appropriate to fairly state the values of financial instruments carried at fair value in the consolidated statement of financial position. Price data and parameters used in the measurement procedures applied are generally reviewed carefully and adjusted, if necessary - particularly in view of the current market developments. 30 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 In cases when the fair value of unlisted equity investments cannot be determined reliably, the instruments are carried at cost less impairment. The Fair values of contingent liabilities and irrevocable loan commitments correspond to their carrying amounts. 2.4.4 Derecognition Financial assets are derecognised when the contractual rights to receive the cash flows from these assets have ceased to exist or the assets have been transferred and substantially all the risks and rewards of ownership of the assets are also transferred (that is, if substantially all the risks and rewards have not been transferred, the Bank tests control to ensure that continuing involvement on the basis of any retained powers of control does not prevent derecognition). Financial liabilities are derecognised when they have been redeemed or otherwise extinguished. Collateral (shares and bonds) furnished by the Bank under standard repurchase agreements and securities lending and borrowing transactions is not derecognised because the Bank retains substantially all the risks and rewards on the basis of the predetermined repurchase price, and the criteria for derecognition are therefore not met. Financial assets that are transferred to a third party but do not qualify for derecognition are presented in the Statement of financial position as 'Assets pledged as collateral'. 2.4.5 Reclassification of financial assets "The Bank may choose to reclassify a non-derivative financial asset held for trading out of the heldfor-trading category if the financial asset is no longer held for the purpose of selling it in the near-term. Financial assets other than loans and receivables are permitted to be reclassified out of the held for trading category only in rare circumstances arising from a single event that is unusual and highly unlikely to recur in the near-term. In addition, the Bank may choose to reclassify financial assets that would meet the definition of loans and receivables out of the held-for-trading or available-for-sale categories if the Bank has the intention and ability to hold these financial assets for the foreseeable future or until maturity at the date of reclassification. Reclassifications are made at fair value as of the reclassification date. Fair value becomes the new cost or amortized cost as applicable, and no reversals of fair value gains or losses recorded before reclassification date are subsequently made. Effective interest rates for financial assets reclassified to loans and receivables and held-to-maturity categories are determined at the reclassification date. Further increases in estimates of cash flows adjust effective interest rates prospectively. On reclassification of a financial asset out of the ‘at fair value through profit or loss’ category, all embedded derivatives are re-assessed and, if necessary, separately accounted for." 31 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 2.4.6 Classes of financial instrument The Bank classifies the financial instruments into classes that reflect the nature of information and take into account the characteristics of those financial instruments. The classification made can be seen in the table below: Category (as defined by IAS 39) Financial assets at Fair value through profit and loss Class (as determined by the Bank) Subclasses Financial assets held for trading Debt securities Equity securities Derivatives non-hedging Financial assets designated at fair value through profit or loss Debt securities Equity securities Loans and advances to banks Loans and advances to customers Loans and advances to banks Loans and receivables Loans to individual (retail) Loans and advances to customers Overdraft Credit cards Term loans Mortgages SMEs Loans and advances to corporate Investment securities - debt instruments Listed Unlisted Held-to-maturity investments Investment securities - debt instruments Listed Unlisted Available-for-sale financial assets Investment securities - debt instruments Listed Investment securities - equity instruments Listed Unlisted Financial liabilities at amortised cost Deposits – banks Deposits from customers Off-balance sheet financial instruments Loan commitments Guarantees, acceptance and other financial facilities Retail Large corporate customers SMEs 32 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 2.5 Offsetting financial instruments Financial assets and liabilities are offset and the net amount reported in the statement of financial position when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously. 2.6 Interest income and expense Interest income and expense for all interest-bearing financial instruments are recognized within ‘interest income’ and ‘interest expense’ in the income statement using the effective interest method. The effective interest method is a method of calculating the amortized cost of a financial asset or a financial liability and of allocating the interest income or interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments or receipts through the expected life of the financial instrument or, when appropriate, a shorter period to the net carrying amount of the financial asset or financial liability. When calculating the effective interest rate, the Bank estimates cash flows considering all contractual terms of the financial instrument (for example, prepayment options) but does not consider future credit losses. The calculation includes all fees and points paid or received between parties to the contract that are an integral part of the effective interest rate, transaction costs and all other premiums or discounts. Once a financial asset or a Bank of similar financial assets has been written down as a result of an impairment loss, interest income is recognized using the rate of interest used to discount the future cash flows for the purpose of measuring the impairment loss. 2.7 Fees and commissions income Fees and commissions are generally recognized on an accrual basis when the service has been provided. Loan commitment fees for loans that are likely to be drawn down are deferred (together with related direct costs) and recognized as an adjustment to the effective interest rate on the loan. Loan syndication fees are recognized as revenue when the syndication has been completed and the Bank has retained no part of the loan package for itself or has retained a part at the same effective interest rate as the other participants. Commission and fees arising from negotiating, or participating in the negotiation of, a transaction for a third party – such as the arrangement of the acquisition of shares or other securities, or the purchase or sale of businesses – are recognized on completion of the underlying transaction. Portfolio and other management advisory and service fees are recognized based on the applicable service contracts, usually on a timeapportionate basis. Asset management fees related to investment funds are recognized ratably over the period in which the service is provided. The same principle is applied for wealth management, financial planning and custody services that are continuously provided over an extended period of time. Performance-linked fees or fee components are recognized when the performance criteria are fulfilled. 2.8 Income from bonds or guarantees and letters of credit Income from bonds or guarantees and letters of credit are recognised on a straight line basis over the life of the bond or guarantee. 2.9 Dividend income Dividends are recognized in the income statement in ‘Dividend income’ when the Bank’s right to receive payment is established. 33 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 2.10 Impairment of financial assets a) Assets carried at amortized cost The Bank assesses at each reporting date whether there is objective evidence that a financial asset is impaired. A financial asset or a group of financial assets is impaired and impairment losses are incurred only if there is objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the asset (a ‘loss event’) and that loss event (or events) has an impact on the estimated future cash flows of the financial asset or group of financial assets that can be reliably estimated. The criteria that the Bank uses to determine that there is objective evidence of an impairment loss include: (a) (b) (c) (d) (e) (f) (g) (h) (i) (j) (k) (l) (m) Delinquency in contractual payments of principal and interest; Cash flow difficulties experienced by the borrower (for example, equity ratio, net income percentage of sales); Breach of loan covenants and conditions; Initiation of bankruptcy proceedings; Deterioration of borrower's competitive position Deterioration in the value of collateral; Downgrading below investment grade level; Significant financial difficulty of the issuer or obligor; A breach of contract, such as a default or delinquency in interest or principal payments; The lender, for economic or legal reasons relating to the borrower’s financial difficulty, granting to the borrower a concession that the lender would not otherwise consider; It becomes probable that the borrower will enter bankruptcy or other financial reorganization; The disappearance of an active market for that financial asset because of financial difficulties; or Observable data indicating that there is a measurable decrease in the estimated future cash flows from a portfolio of financial assets since the initial recognition of those assets, although the decrease cannot yet be identified with the individual financial assets in the portfolio including: (i) adverse changes in the payment status of borrowers in the portfolio; and (ii) national or local economic conditions that correlate with defaults on the assets in the portfolio. The estimated period between a loss occurring and its identification is determined by the directors for each identified portfolio. In general, the periods used vary between 3 and 12 months; in exceptional cases, longer periods are warranted. The Bank first assesses whether objective evidence of impairment exists individually for financial assets that are individually significant, and individually or collectively for financial assets that are not individually significant. If the Bank determines that no objective evidence of impairment exists for an individually assessed financial asset, whether significant or not, it includes the asset in a group of financial assets with similar credit risk characteristics and collectively assesses them for impairment. Assets that are individually assessed for impairment and for which an impairment loss is or continues to be recognized are not included in a collective assessment of impairment. The amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted at the financial asset’s original effective interest rate. The carrying amount of the asset is reduced through the use of an allowance account and the amount of the loss is recognized in the income statement. If a loan or held-to-maturity investment has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract. As a practical expedient, the Bank may measure impairment on the basis of an instrument’s fair value using an observable market price. The calculation of the present value of the estimated cash flows of a collateralized financial asset reflects the cash flows that may result from foreclosure less costs for obtaining and selling the collateral, whether or not the foreclosure is probable. For the purposes of a collective evaluation of impairment, financial assets are grouped on the basis of similar credit risk characteristics (i.e., on the basis of the Bank’s grading process that considers industry, collateral type, past-due status and other relevant factors). Those characteristics are relevant to the estimation of future cash flows for Banks of such assets by being indicative of the debtors' ability to pay all amounts due according to the contractual terms of the assets being evaluated. 34 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 2.10 Impairment of financial assets (cont’d) Future cash flows in a group of financial assets that are collectively evaluated for impairment are estimated on the basis of the contractual cash flows of the assets in the Bank and historical loss experience for assets with credit risk characteristics similar to those in the Bank. Historical loss experience is adjusted on the basis of current observable data to reflect the effects of current conditions that did not affect the period on which the historical loss experience is based and to remove the effects of conditions in the historical period that do not currently exist. Estimates of changes in future cash flows for group of assets should reflect and be directionally consistent with changes in related observable data from period to period (for example, changes in unemployment rates, property prices, payment status, or other factors indicative of changes in the probability of losses in the Bank and their magnitude). The methodology and assumptions used for estimating future cash flows are reviewed regularly by the Bank to reduce any differences between loss estimates and actual loss experience. "When a loan is uncollectible, it is written off against the related allowance for loan impairment. Such loans are written off after all the necessary procedures have been completed and the amount of the loss has been determined. Impairment charges relating to loans and advances to banks and customers are classified in loan impairment charges whilst impairment charges relating to investment securities (held to maturity and loans and receivables categories) are classified in ‘Net gains/(losses) on investment securities’. If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognized (such as an improvement in the debtor’s credit rating), the previously recognized impairment loss is reversed by adjusting the allowance account. The amount of the reversal is recognized in profit or loss. b) Assets classified as available-for-sale The Bank assesses at each date of the statement of financial position whether there is objective evidence that a financial asset or a group of financial assets is impaired. In the case of equity investments classified as available-for-sale, a significant or prolonged decline in the fair value of the security below its cost is objective evidence of impairment resulting in the recognition of an impairment loss. If any such evidence exists for available-for-sale financial assets, the cumulative loss – measured as the difference between the acquisition cost and the current fair value, less any impairment loss on that financial asset previously recognized in profit or loss – is removed from equity and recognized in the income statement. Impairment losses recognized in the income statement on equity instruments are not reversed through the income statement. If, in a subsequent period, the fair value of a debt instrument classified as available-for-sale increases and the increase can be objectively related to an event occurring after the impairment loss was recognized in profit or loss, the impairment loss is reversed through profit or loss. c) Renegotiated loans Loans that are either subject to collective impairment assessment or individually significant and whose terms have been renegotiated are no longer considered to be past due but are treated as new loans. In subsequent years, the asset is considered to be past due and disclosed only if renegotiated again. 2.11 Impairment of non-financial assets Assets that have an indefinite useful life such as goodwill or intangible assets not ready to use, are not subject to amortisation and are tested annually for impairment. Assets that are subject to amortisation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash-generating units). Non-financial assets other than goodwill that suffered an impairment are reviewed for possible reversal of the impairment at each reporting date. Impairment losses recognised in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised. An impairment loss in respect of goodwill is not reversed. 35 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 2.12 Cash and cash equivalents Cash and cash equivalents includes cash in hand, deposits held at call with banks and other short-term highly liquid investments with original maturities of three months or less. 2.13 Leases Leases are divided into finance leases and operating leases. (a) The Bank is the lessee The leases entered into by the Bank are primarily operating leases. The total payments made under operating leases are charged to other operating expenses in the income statement on a straight-line basis over the period of the lease. When an operating lease is terminated before the lease period has expired, any payment required to be made to the lessor by way of penalty is recognized as an expense in the period in which termination takes place. (b) The Bank is the lessor When assets are held subject to a finance lease, the present value of the lease payments is recognized as a receivable. The difference between the gross receivable and the present value of the receivable is recognized as unearned finance income. Lease income is recognized over the term of the lease using the net investment method (before tax), which reflects a constant periodic rate of return. (c) Fees paid in connection with arranging leases The Bank makes payments to agents for services in connection with negotiating lease contracts with the Bank’s lessees. For operating leases, the letting fees are capitalized within the carrying amount of the related investment property, and depreciated over the life of the lease. 2.14 Property and equipment Land and buildings comprise mainly branches and offices. All property and equipment used by the parent or its subsidiaries is stated at historical cost less depreciation. Historical cost includes expenditure that is directly attributable to the acquisition of the items. Subsequent expenditures are included in the asset’s carrying amount or are recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Bank and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repair and maintenance costs are charged to other operating expenses during the financial period in which they are incurred. Land is not depreciated. Depreciation on other assets is calculated using the straight-line method to allocate their cost to their residual values over their estimated useful lives, as follows: Buildings Leasehold improvements Furniture and Fittings Motor vehicles Machinery and equipment Computer hardware 50 years 5 years 4 years 5 years 3 years The assets' residual values and useful lives are reviewed, and adjusted if appropriate, at each date of the statement of financial position. Assets are subject to review for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount is greater than its estimated recoverable amount. The recoverable amount is the higher of the asset's fair value less costs to sell and value in use. Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in 'other operating expenses' in profit or loss. 36 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 2.15 Intangible assets Computer software licences Acquired computer software licences are capitalized on the basis of the costs incurred to acquire and bring to use the specific software. These costs are amortized on the basis of the expected useful lives. Software has a maximum expected useful life of 5 years. Costs associated with developing or maintaining computer software programs are recognized as an expense incurred. Costs that are directly associated with the production of identifiable and unique software products controlled by the Bank are recognised as intangible assets when the following criteria are met: - it is technically feasible to complete the software product so that it will be available for use; management intends to complete the software product and use or sell it; there is an ability to use or sell the software product; it can be demonstrated how the software product will generate probable future economic benefits; adequate technical, financial and other resources to complete the development and to use or sell the software product are available; and - the expenditure attributable to the software product during its development can be reliably measured. Directly attributable costs that are capitalised as part of the software product include the software development employee costs and an appropriate portion of relevant overheads. Other development expenditures that do not meet these criteria are recognised as an expense as incurred. Development costs previously recognised as an expense are not recognised as an asset in a subsequent period. Computer software development costs recognized as assets are amortized using the straight-line method over their useful lives. 2.16 Income tax a) Current income tax The tax expense for the period comprises current and deferred income tax. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity respectively. "The current income tax charge is the aggregate of the charge to the profit and loss account in respect of current income tax, information technology (IT) tax, education tax and deferred income tax. Current income tax is the amount of income tax payable on the taxable profit for the year determined in accordance with the Companies Income Tax Act (CITA). Education tax is assessed at 2% of the chargeable profits. Information Technology levy is assessed at 1% of profit before tax. The directors periodically evaluate positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. They establish provisions where appropriate on the basis of amounts expected to be paid to the tax authorities." Where the Bank has tax losses that can be relieved against a tax liability for a previous year, it recognizes those losses as an asset, because the tax relief is recoverable by refund of tax previously paid. This asset is offset against an existing current tax balance. Where tax losses can be relieved only by carry-forward against taxable profits of future periods, a deductible temporary difference arises. Those losses carried forward are set off against deferred tax liabilities carried in the statement of financial position. The Bank does not offset income tax liabilities and current income tax assets. 37 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 2.16 Income tax (Cont’d) b) Deferred income tax Deferred income tax is recognised, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. However, deferred tax liabilities are not recognised if they arise from the initial recognition of goodwill; deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the reporting date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled. Deferred income tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised. Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current income tax assets against current income tax liabilities and when the deferred income taxes assets and liabilities relate to income taxes levied by the same taxation authority on either the same entity or different taxable entities where there is an intention to settle the balances on a net basis. 2.17 Provisions Provisions for restructuring costs and legal claims are recognised when: the Bank has a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources will be required to settle the obligation; and the amount has been reliably estimated. Provisions are not recognised for future operating losses. Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small. Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation. The increase in the provision due to passage of time is recognised as interest expense. 2.18 Employee benefits a) Defined contribution scheme The bank operates a defined contribution pension scheme in line with the provisions of the Pension Act. A defined contribution plan is a pension plan under which the bank pays fixed contributions into a separate entity. The bank has no legal or constructive obligations to pay further contributions if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods. For defined contribution plans, the bank pays contributions to publicly or privately administered pension insurance plans on a contractual basis. The bank contributes 7.5% of basic salary, housing and transport allowances, with the employee contributing a further 7.5%. The bank has no further payment obligations once the contributions have been paid. The contributions are recognised as employee benefit expense when they are due. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in the future payments is available. b) Defined benefit scheme The Bank also operates a defined benefit scheme for employees who have spent 10 years and above in its employment. A defined benefit plan is a pension plan that is not a defined contribution plan. Typically defined benefit plans define an amount of pension benefit that an employee will receive on retirement, usually dependent on one or more factors such as age, years of service and compensation. 38 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 2.18 Employee benefits (Cont’d) Defined benefit scheme The liability recognised in the balance sheet in respect of defined pension plan is the present value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets, together with adjustments for unrecognised past-service costs. The defined benefit obligation is calculated annually by independent actuaries using the projected unit credit method. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows using interest rates of high-quality government bonds and that have terms to maturity approximating to the terms of the pension obligation. Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to income statement in the period in which they arise. Past-service costs are recognised immediately in profit or loss, unless the changes to the pension plan are conditional on the employees remaining in service for a specified period of time (the vesting period). In this case, the past-service costs are amortised on a straight-line basis over the vesting period. 2.19 Borrowings Borrowings are recognised initially at fair value net of transaction costs incurred. Borrowings are subsequently stated at amortised cost; any difference between proceeds net of transaction costs and the redemption value is recognised in the income statement over the period of the borrowing using the effective interest method. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a pre-payment for liquidity services and amortised over the period of the facility to which it relates. 2.20 Share capital Share issue costs Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from the proceeds. 2.21 Dividends payable Dividends on ordinary shares are recognised in equity in the period in which they are approved by the Bank’s shareholders. Dividends for the year that are declared after the date of the statement of financial position are dealt with in the subsequent events note. 2.20 Segment reporting Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker is the person or Bank that allocates resources to and assesses the performance of the operating segments of an entity. The Bank has determined the Executive board as its chief operating decision maker. All transactions between business segments are conducted on an arm´s length basis, with intra-segment revenue and costs being eliminated in head office. Income and expenses directly associated with each segment are included in determining business segment performance. In accordance with IFRS 8, the Bank has the following business segments: Corporate banking group, Domestic banking group and Ecobank Capital group. 2.21 Acceptances and letters of credit Acceptances and letters of credit are accounted for as off-balance sheet transactions and disclosed as contingent liabilities. 39 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 2.22 IFRS 1 – First time adoption As these financial statements represent the initial presentation of the results and financial position under IFRS, they were prepared in accordance with IFRS 1, First Time Adoption of International Financial Reporting Standards (“IFRS 1”). IFRS 1 requires retrospective application of all IFRS standards, with certain optional exemptions and mandatory exceptions, which are described further in this Note. The accounting policies described in Note 2 have been applied consistently to all periods presented in our Financial Statements with the exception of the optional exemptions elected and the mandatory exceptions required. At 1 January, 2011 (“the Transition Date”), an opening balance sheet was prepared under IFRS." The most significant IFRS impact for the bank resulted from the implementation of IAS 39, which requires financial assets to be measured at fair value or at amortized cost (using the effective interest method) if certain criteria are met. As well as requirement to measure the impairment of financial assets only in case where there is objective evidence of impairment as a result of one or more loss events that occurred after the initial recognition of the asset. The 2011 Financial Statements were previously prepared in accordance with the Nigerian SAS. In this Note the transition to IFRS is explained through the following: a. First time adoption optional exemptions and mandatory exceptions to retrospective application of IFRS. This section describes the standards for which IFRS was not applied retrospectively as available in IFRS 1. b. Reconciliations of total equity and comprehensive income from Nigerian SAS to IFRS. Quantitative and qualitative explanations are included in this section to explain the differences between Nigerian SAS and IFRS in total equity and comprehensive income. c. Reconciliation of statement of financial position from Nigerian SAS to IFRS. This section explains quantitatively and qualitatively the impact and differences between Nigerian SAS and d. Additional disclosures This section contains additional disclosures as at 1 January, 2011 and 31 December, 2011 for items where the most recent Financial Statements prepared under Nigerian SAS do not provide sufficient context. 2.23 First time adoption optional exemptions and mandatory exceptions to retrospective application As previously noted, IFRS 1 requires retrospective application of all IFRS standards with certain optional exemptions and mandatory exceptions. The optional exemptions elected and the mandatory exceptions to retrospective application of IFRS are described below: 1 Optional exemptions a. Financial instruments IAS 39, Financial Instruments: Recognition and Measurement (“IAS 39”) sets out the classification and designation requirements for financial instruments at the date of initial recognition, which is the date the entity becomes a party to the contractual provisions of the financial instrument. However, IFRS 1 allows for revised designation of financial instruments held at the Transition Date as AFS or FVTPL. The revised designations have been done primarily to reduce measurement inconsistencies or accounting mismatch. b. Business combinations The retrospective application of IFRS 3, Business Combinations (“IFRS 3”), would require the restatement of all business combinations that occurred prior to the Transition Date. IFRS 1 provides an option not to apply IFRS 3 retrospectively to acquisitions that occurred before the Transition Date and we have elected this optional exemption. Therefore, no adjustments were required to retained earnings or other balances as a result of the adoption of IFRS 3. c. Fair value as deemed cost IFRS 1 provides option to elect to remeasure property, plant and equipment at fair value at the Transition date and use that fair value as their deemed cost. The “fair value as deemed cost” exemption may be applied on an asset-by-asset basis. We had elected to use fair value as deemed cost for property, plant and equipment. 40 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 2.23 First time adoption optional exemptions and mandatory exceptions to retrospective application (cont’d) 1 Optional exemptions d Fair value measurement of financial assets and financial liabilities at initial recognition. The current guidance in IAS 39 states the transaction price of a financial instrument is generally the best evidence of fair value, unless fair value is evidence by comparison with other observable current market transactions in the same instrument or based on a valuation technique whose variables include only data from observable market. At initial recognition, an entity may recognize as a gain or loss on the difference between this fair value measurement and the transaction price (i.e., “day one” gain or loss) only if the measurement of fair value is based entirely on observable market inputs without modification. Otherwise, IAS 39 does not allow the recognition of a day one gain or loss and force initial recognition at the transaction price, which is considered the best evidence of fair value. Subsequent measurement and recognition would follow the guidance as defined by IAS 39. We had remeasured certain AFS securities to fair value as of the Transition Date and applied this exemption prospectively. 2.24 Mandatory exceptions a. Estimates Estimates made in accordance with IFRS at the Transition Date are consistent with estimates we previously made under Nigerian SAS. b. De-recognition of financial assets and liabilities exception Financial assets and liabilities derecognized before 1 January 2011 are not re-recognized under IFRS. All other mandatory exceptions in IFRS 1 were not applicable because there were no significant differences in management’s application of Nigerian SAS in these areas. 41 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 3 Interest income 31 December 2012 N’ Million 31 December 2011 N’ Million Loans and advances: - To Banks - To Customers 6,101 60,622 6,480 24,395 Investment Securities: Available-for-sale 51,769 12,781 118,492 43,656 4,683 39,094 1,333 2,051 18,624 852 45,110 21,527 13,540 375 (2,567) (13,984) 465 (1,819) - (734) Investment Increase in impairment Reversal of impairment 707 - 619 (653) Other assets Increase in impairment 287 846 12,342 (15,260) Interest income earned outside Nigeria amounted to N883.7 million (2011: N 1.24 billion) 4 Interest expense Deposits from banks Deposits from customers Borrowings 5 Impairment charge for credit losses Loans and advances to customers (refer note 18.1) Increase in impairment Amounts written off in the year as uncollectible Reversal of impairment Advances under finance leases (refer note 18.1) Reversal of impairment 42 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 6 7 Net fee and commission income 31 December 2012 N’ Million 31 December 2011 N’ Million Credit related fees and commissions Commission on off-balance sheet transaction Commissions on Turnover Letters of credit commission Other fees 6,619 23 9,553 1,677 12,974 4,278 1,207 3,970 1,921 5,398 Fee and commission income 30,846 16,774 Fee and commission expense (1,787) (384) Net fee and commission income 29,059 16,390 1,254 - - 1,254 - (239) 2,270 1,015 2,270 Net gains / (losses) from financial instruments at fair value Net gains / (losses) arising on: 7.1 Financial instruments classified as held for trading: - Interest rate instruments - Others 7.2 Investment securities Financial assets classified as Available-for-sale - Allowance for impairment (Note 21) 8 Other operating income Foreign exchange gains / (losses) Dividend income Rental income Profit on sale of property, plant and equipment 9 7,772 240 293 105 5,210 130 48 67 8,410 5,455 41,965 14,910 1,650 1,892 1,450 538 1,408 114 46,957 16,970 Employee benefits expense Wages and salaries Pension costs: - Defined contribution plans - Retirement benefit cost - Gratuity (Note 31) - Other employee costs and benefits 43 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 10 General and administrative expense 31 December 2012 N’ Million 31 December 2011 N’ Million 2,760 5,282 5,446 3,538 1,488 1,979 925 932 260 2,040 3,118 3,103 1,919 895 496 629 329 4 22,610 12,533 8,556 730 3,377 194 9,286 3,571 83 125 6,540 524 3,306 4,866 110 311 5,547 1,164 1,828 1,447 15,444 10,407 Current taxes on income for the reporting period Current taxes referring to previous periods 53 - 323 405 Total current tax 53 728 Deferred tax Impact of change in tax rate (2,631) - (2,049) - Total deferred tax (2,631) (2,049) Income tax expense (2,578) (1,321) Information, communication and technology Insurance expenses Premises expenses Equipment running costs Advertisement and business promotion Motor vehicle running costs Business travels Office consumables Penalties (Note 41) 11 Depreciation and amortisation Depreciation of property and equipment (Note 24) Amortisation of intangible assets (Note 25) 12 Other operating expenses Auditors' remuneration Directors' emoluments Consultancy and advisory expenses Cash processing costs Banking resolution sinking fund cost Other operating expenses 13 Taxation 44 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 13 Taxation Reconciliation of effective tax rate 31 Dec 2011 31 Dec 2012 N’ Million 5,227 1,568 Profit before income tax Income tax using the domestic corporation tax rate at 30% Effect of: Deferred tax on fixed assets excluding revaluation Collective impairment on loans charged to P & L IT tax Change in tax rate Tax loss effect (Over) / under provided in prior years Total income tax expense in income statement (57%) 67% 1% 0% (60%) 0% (49%) N’ Million 18,023 5,407 (2,996) 3,507 53 (3,142) (2,578) 4% (1%) 2% 1% (15%) 2% (7%) 779 (202) 323 151 (2,777) 405 (1,321) The movement in the current income tax liability is as follows: At 1 January Acquired from business combination Tax paid Prior period over/(under) provision Income tax charge At 31 December 31 December 2012 N’ Million 1,548 (20) 53 1,581 31 December 2011 N’ Million 329 1,133 (642) 405 323 1,548 53 1,528 1,581 323 1,225 1,548 Current Non-current 14 Income tax effects relating to components of other comprehensive income 31 December 2012 31 December 2011 Tax Tax Before (expense) (expense) Net of tax / Benefit Net of tax Before tax / Benefit tax Fair value gains on fair-valuethrough-other comprehensive income Actuarial gains/(losses) on defined benefit plans Other comprehensive for the year 10,578 - 10,578 - - - - 10,578 - 10,578 (5,597) 45 (5,597) - (5,597) - - (5,597) ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 15 Earnings per share Basic/Diluted Basic/Diluted earnings per share is calculated by dividing the net profit attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the year, excluding the average number of ordinary shares purchased by the Company and held as treasury shares. 31 December 31 December 2012 2011 N’ Million N’ Million Profit attributable to equity holders of the Company (N’000) Weighted average number of ordinary shares in issue (in '000s) Basic/Diluted earnings per share (expressed in Kobo per share) 16 7,805,192 18,482,530 19,344,100 27,919,199 42.23k 69.29k Cash and balances with central banks Cash Balances with central banks other than mandatory reserve deposits Mandatory reserve deposits with central banks 31 December 2012 31 December 2011 1 January 2011 N’ Million 28,595 N’ Million 21,083 N’ Million 13,688 (7,812) 8,146 3,347 20,783 91,540 29,229 57,690 17,035 2,402 112,323 86,919 19,437 Mandatory reserve deposits are not available for use in the Bank and Bank's day-to-day operations. The Bank had restricted cash balance of N91.5billion (N57.7billion: 31 December 2011). 16.1 Cash and cash equivalents Cash and cash equivalents comprise balances with less than three months' maturity from the date of acquisition, including cash in hand, deposits held at call with other banks and other short-term highly liquid investments with original maturities less than three months. 31 December 31 December 1 January 2012 2011 2011 N’ Million N’ Million N’ Million Cash and balances with central banks (Note 16) Loans and advances to banks (Note 17) 17 Loans and advances to banks Current balances with banks with Nigeria Current balances with banks outside Nigeria Placements with local banks and discount houses Placements with foreign banks and discount houses 20,783 120,078 29,229 116,597 17,035 100,514 140,861 145,826 117,549 6,783 70,226 36,954 6,115 5,993 49,126 39,604 21,874 2,163 26,590 65,209 6,552 120,078 116,597 100,514 Included in balances with banks outside Nigeria is the amount of N5.17 billion (2011: 15.24 billion) which represents the Naira value of foreign currency bank balances held on behalf of customers in respect of letters of credit. The corresponding liabilities are included in other liabilities. 46 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 17 Loans and advances to banks (Cont’d) 31 December 2012 N’ Million 31 December 2011 N’ Million 1 January 2011 N’ Million 120,078 - 116,597 - 100,514 - 120,078 116,597 100,514 Current Non-current Further breakdown of placements with banks and discount houses for December 2012: Name First securities discount house limited Associated discount house limited Kakawa discount house limited Sterling Bank PLC Ecobank Uganda Ecobank Paris Ecobank Ghana Standard Chartered London 18 18.1 Loans and advances to customers Gross Loans and advances to amount customers comprise: N’ Million 31 December 2012 Specialised loans Non- specialised loans Overdrafts Term loans Commercial papers ('CP') Advances under finance lease 31 December 2011 Specialised loans Non- specialised loans Overdrafts Term loans Commercial papers ('CP') Advances under finance lease 01 January 2011 Specialised loans Non- specialised loans: Overdrafts Term loans Commercial papers ('CP') Advances under finance lease Tenor (days) 6 56 68 91 Rate (%) 11 14 14 18 Amount N’ Million 8,017 7,161 20,214 1,562 36,954 30 50 90 90 5.5 0.2 6.9 0.3 468 9 5,466 172 6,115 Specific impairment Collective impairment N’ Million N’ Million Total impairment Carrying amount N’ Million N’ Million 170,942 (1,072) (1,903) (2,975) 167,967 153,798 232,187 2,339 9,979 (13,024) (2,734) (213) (1,254) (2,172) - (14,278) (4,906) (213) 139,520 227,281 2,339 9,766 569,245 (17,043) (5,329) (22,372) (4,753) 546,873 102,684 (818) (43) (861) 101,823 96,311 218,596 3,093 7,084 (11,689) (720) (213) (1,112) (3,024) - (12,801) (3,743) (213) 83,510 214,853 3,093 6,871 427,768 (13,440) (4,179) (17,618) 410,150 48,448 (3,233) (170) (3,403) 45,045 111,715 101,546 3,424 6,212 (32,567) (3,492) (213) (1,716) (4,586) - (34,282) (8,078) (213) 77,433 93,468 3,424 5,999 271,345 (39,505) (6,472) (45,976) 225,369 47 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 Current Non-current Reconciliation of impairment allowance on loans and advances to customers: 31 December 2012 N’ Million 31 December 2011 N’ Million 1 January 2011 N’ Million 358,751 210,494 275,732 152,036 163,207 108,138 569,245 427,768 271,345 To customers Specialised NonSpecialised N’million N’million Balance at 1 January 2012 Specific impairment Collective impairment Finance lease Total N’million N’million 818 43 12,480 4,065 142 71 13,440 4,179 861 16,545 213 17,619 211 903 12,180 246 - 12,391 1,148 (48) (6,218) (2,519) - (6,218) (2,567) 1,927 20,233 213 22,373 981 946 15,923 4,311 142 71 17,046 5,328 Balance at 31 December 2012 1,927 20,233 213 22,373 Balance at 1 January 2011 Specific impairment Collective impairment 3,233 170 36,058 6,301 213 - 39,504 6,471 3,403 42,359 213 45,975 654 (127) 70,260 (12,274) (2,236) 734 (805) 71 70,994 (12,425) (2,293) (3,069) - (79,745) (1,819) - (82,814) (1,819) 861 16,545 213 17,619 Specific impairment Collective impairment 818 43 12,480 4,065 142 71 13,440 4,179 Balance at 31 December 2011 861 16,545 213 17,619 Additional provision Specific impairment Collective impairment ***Loans written off during the year as uncollectible Amounts recovered during the year Specific impairment Collective impairment Additional provision Acquired from business combination Specific impairment Collective impairment ***Loans written off during the year as uncollectible Amounts recovered during the year *** All loans written off during the year were fully provided for. 48 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 18.2 Advances under finance lease may be analysed as follows: 31 December 2012 N’million 2,093 10,824 31 December 2011 N’million 1,253 7,392 1 January 2011 N’million 1,293 5,677 12,917 (2,937) 8,645 (1,561) 6,970 (758) Net investment 9,980 7,084 6,212 The net investment may be analysed as follows: - No later than 1 year - Later than 1 year and no later than 5 years 1,918 8,062 1,027 6,057 1,152 5,060 142 71 213 - 344 - 213 213 344 142 71 734 142 (142) (734) 142 71 (131) (131) 213 - 213 213 213 79,817 20,971 343,945 124,512 71,174 26,268 285,184 45,142 22,856 51,856 151,087 45,546 569,245 427,768 271,345 Gross investment - No later than 1 year - Later than 1 year and no later than 5 years Unearned future finance income on finance leases Reconciliation of impairment allowance on advances under finance lease Opening balance Specific impairment Collective impairment Additional provision Acquired from business combination Specific impairment Collective impairment Loans written off during the year as uncollectible Specific impairment Collective impairment Closing balance 18.3 Nature of security in respect of loans and advances: Secured against real estate Secured by shares Otherwise secured Unsecured The Bank is not permitted to sell or repledge the collateral in the absence of default by the owner of the collateral. During the period, the Bank obtained assets by taking possession of collateral held as security: Nature of assets and carrying amount: Real estate Shares 31 December 2012 N’million 31 December 2011 N’million 1 January 2011 N’million 180 - 597 - 427 - 180 597 427 Repossessed properties are sold as soon as practicable, with the proceeds used to reduce the outstanding indebtedness. 49 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 19 Financial assets held for trading Treasury bills Federal Government Bonds 20 31 December 2012 N’million 31 December 2011 N’million 1 January 2011 N’million 15,295 8,099 32,812 6,821 23,394 32,812 6,821 Investments securities: Available-for-sale Debt securities - at Fair value - Listed Federal Government Bonds - At fair value through other comprehensive income Treasury bills - Unlisted Government Guaranteed Bonds - At fair value through other comprehensive income State Government Bonds AMCON Bonds Local Contractor Bonds Euro Bond (see note (a) Bills discounted (see note (b) 28,858 25,193 100,756 18,511 1,956 15,154 8,800 114,575 31,098 - 5,017 106,867 2,416 - 905 3,106 1,233 Total Debt securities 208,523 233,567 22,354 - 1 9 28 4 13 696 3 11 23 11 13 - 87 9,914 1,848 214 9 178 793 211 76 345 200 2,266 357 242 893 580 200 193 101 33 1,313 87 7,507 1,622 251 48 176 529 102 39 334 2,130 400 250 500 580 200 48 144 7 87 1,550 214 48 169 264 79 41 485 400 250 34 20,053 15,705 3,682 228,576 249,272 26,036 Equity securities - at Fair value through Other comprehensive income - Listed Cadbury Nigeria Plc Guaranty Trust Bank Plc Nigerian Breweries Plc Oando Plc Daar Communication Plc Honeywell Flour Mills Plc - Unlisted Express Discount House Limited African Finance Corporation First Securities Discount House Limited Accion Microfinance Limited EDC Securities Limited Afreximbank Central Securities Clearing System Nigerian Automated Clearing System SME II Partnership Aureos West Africa Fund Vintage Press Limited Oceanic Pension Fund Custodian Limited Crusader Nigeria Plc Flour Mills of Nigeria Plc Chellarams Plc Oceanic Bank Bureau de Change Vivi Oil & Gas Limited Maitama Amusement Park Seaward Ventures Oceanic Securities Int’l Limited Others Total equity investments Total securities Available-for-sale 50 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 Available-for-sale continued Debt securities - at Fair value: - Listed - Unlisted Equity securities - at Fair value: - Listed - Unlisted Equity securities - at Fair value: - Unlisted Total securities Available-for-sale 31 December 2012 N’million 31 December 2011 N’million 1 January 2011 N’million 54,052 155,965 119,627 115,450 17,110 5,894 18,387 751 13,630 62 2,795 172 174 176 228,576 249,272 26,037 (a) Euro bond represents the Bank's investment in the Zambian Eurobond (of $15 million) at coupon rate of 6.25% for the tenor of less than one year. (b) Bills discounted represents discounted sovereign debt note issued by the Federal Government of Nigeria to the Bank's customer in respect of importation and supply of petroleum products. (c) Investments in listed and unlisted debts and equity investments are held at fair value through other comprehensive income. They represent financial assets that are intended to be held for a period of time. They may be sold in response to needs for liquidity or changes in investment rates. - 51 - ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 21 Investments securities: loans & receivables 31 December 2012 N’million 31 December 2011 N’million 1 January 2011 N’million 860 200 30,150 41,254 8,902 900 15 30,150 43,880 114 400 190 3,459 81,366 (3,250) 75,059 (900) 4,049 (100) 78,116 74,159 3,949 Total investment securities 306,692 323,431 29,986 Current Non-current 205,273 101,419 233,419 90,012 22,316 7,670 Total investments 306,692 323,431 29,986 Debt securities – at amortised cost: Tinapa Business Resort Limited Card Technology TBPlC (a) ETI Promissory notes (see note (b) CBN Promissory notes (see note (c) Allowance for impairment Total securities Loans and receivables (a) The promissory notes were issued by Ecobank Transnational Incorporated (ETI) for the acquisition of Oceanic Bank's non-core assets under the Asset sale and purchase agreement dated 21 December 2011 between ETI and Oceanic Bank. The principal sum shall be payable in five (5) equal installments commencing from the date the notes was issued. (b) Promissory notes were issued by the Central Bank of Nigeria in respect of acquired AIB (Africa International Bank) customers' deposits verified and paid during the year. (c) Investment of N30.15 billion in Treasury Bond Protected Investment Corporation Limited at coupon rate of 11.48% for the tenure of 15 years. 22 Pledged assets Treasury Bills are pledged to various third parties in respect of the Bank's ongoing participation in the Nigerian settlement system. Federal Government Bonds are pledged to BOI (Bank of Industry) as collateral in respect of loans obtained for the purpose of on-lending to manufacturing customers. These instruments are classified as available for sale. The nature and carrying amounts of the assets pledged as collaterals are as follows: 31 December 31 December 2012 2011 N’million N’million Investments securities Treasury Bills Investments securities: Federal Government Bonds 23 1 January 2011 N’million 38,462 70,872 7,158 11,442 8,645 8,842 109,334 18,600 17,487 Non-current assets held for sale Non-current assets held for sale are Property, plant and equipment, which the Bank had obtained approval from Central Bank of Nigeria (CBN) for disposal: N2.74 billion. 52 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 24 Property, plant and equipment Land N'million Cost At 1 January 2012 Additions Reclassifications Write offs Transferred to non-current assets held for sale Disposals Leasehold buildings N'million Office equipment N'million Furniture & fittings N'million Computer equipment N'million Motor vehicles N'million Work in progress N'million Total N'million 6,520 - 40,915 382 1,773 (113) 17,310 1,134 (109) (3) 9,363 221 (64) (5) 10,322 3,107 (6) (25) 8,659 236 - 16,739 5 (1,594) - 109,828 5,085 (146) - (450) (250) (37) (22) (12) (762) (2,408) (1,157) (2,858) (2,240) 6,520 42,257 18,295 9,493 13,386 8,133 11,585 109,669 - 9,206 2,252 (67) 11,177 2,748 - 6,446 1,456 (4) 8,843 1,020 (21) 7,025 1,080 - - 42,697 8,556 (92) - (114) (16) (27) (20) (12) (687) (3) (114) (765) - 11,261 13,898 7,878 9,830 7,418 (3) 50,282 Net book amount at 31 December 2012 6,520 30,996 4,397 1,615 3,556 715 11,588 59,387 Cost At 1 January 2011 Acquired from business combination Additions Reclassifications Write offs Disposals 3,641 2,879 - 10,679 31,973 648 (1,971) (261) (153) 4,972 12,245 513 129 (440) (109) 692 8,631 76 66 (87) (15) 3,725 6,477 631 29 (511) (29) 3,253 5,952 206 (752) 1,771 13,269 42 1,747 (58) (32) 28,733 81,426 2,116 (1,357) (1,090) 6,520 40,915 17,310 9,363 10,322 8,659 16,739 109,828 At 31 December 2012 Accumulated depreciation At 1 January 2012 Charge for the year Write offs Transferred to non-current assets held for sale Disposals At 31 December 2012 At 31 December 2011 53 ECOBANK NIGERIA LIMITED Annual Reports and Accounts 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 24 Property, plant and equipment (continued) Accumulated depreciation At 1 January 2011 Acquired from business combination Charge for the year Write offs Disposals At 31 December 2011 Net book amount at 31 December 2011 Land Leasehold buildings N'million Office equipment N'million - 1,222 7,576 667 (259) - 2,577 7,977 1,153 (439) (91) 335 5,825 385 (86) (13) 3,108 5,738 535 (511) (27) - 9,206 11,177 6,446 6,520 31,709 6,133 2,917 54 Furniture & fittings N'million Computer equipment N'million Motor vehicles N'million Work in progress N'million Total N'million 2,051 4,904 637 (567) - 9,293 32,020 3,377 (1,295) (698) 8,843 7,025 - 42,697 1,479 1,634 16,739 67,131 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 25 Intangible assets Computer software N’million Cost: 31 December 2012: At 1 January Additions 4,600 13 At 31 December 4,613 31 December 2011: At 1 January Acquired on combination 1,210 3,390 At 31 December 4,600 1 January 2011: At 1 January Additions 1,205 5 At 31 December 1,210 Amortisation 31 December 2012: At 1 January Amortisation charged 3,780 730 At 31 December 4,510 31 December 2011: At 1 January Acquired on combination Amortisation charged 1,055 2,531 194 At 31 December 3,780 1 January 2011: At 1 January Amortisation charged 731 324 At 31 December 1,055 Carrying Amount 31 December 2012 103 31 December 2011 820 1 January 2011 155 The amortisation charge for the period is included in depreciation and amortisation expenses in the Statement of comprehensive income. 55 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 26 Deferred tax Deferred income taxes are calculated on all temporary differences under the liability method using a tax rate of 30% (2011: 30%). Deferred income tax assets are attributable to the following items: 31 December 2012 31 December 2011 1 January 2011 N’million N’million 7,340 (1,335) - 3,374 1,253 82 688 1,890 151 6,005 4,709 2,729 6,005 - 4,709 - N’million Deferred tax assets Fixed assets and intangible assets Opening IFRS adjustment Allowances for loan losses Employee benefits Deferred tax assets - Deferred tax asset to be recovered after more than 12 months - Deferred tax asset to be recovered within 12 months 2,729 - 31 December 2011 Recognised in P&L N’million N’million N’million N’million 3,374 1,253 82 2,996 (3,507) 3,142 - - 6,370 (2,254) 3,142 82 4,709 2,631 - 7,340 Movements in temporary differences during the year: Opening balance as at 1 January 2012 Fixed assets and intangible assets Allowances for loan losses Tax loss carry forward Employee benefits Recognised in OCI 31 December 2012 Deferred income tax assets are recognised for tax losses carried forward only to the extent that realisation of the related tax benefit is probable. The Bank has tax losses of N3.1 billion (2011: N2.8 billion) to carry forward against future taxable income. These tax losses are not expected to expire in line with local tax law. The benefit of the tax losses has not been recognised in these financial statements due to uncertainty of their recoverability. 56 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 27 Other assets 31 December 2012 N’million 31 December 2011 N’million 1 January 2011 N’million 32,769 (5,865) 15,795 (5,709) 21,123 (1,023) 26,904 10,086 20,100 9,969 1,509 11,778 2,025 1,824 117 38,382 23,889 22,041 26,904 11,478 10,086 13,802 20,099 1,941 38,382 23,889 22,041 Reconciliation of impairment account At start of period Acquired from business combination Increase in impairment Amounts written off 5,709 287 (131) 1,023 4,059 846 (219) 1,042 104 (123) At end of period 5,865 5,709 1,023 3,239 18,250 - 42 1,324 5,750 3,000 710 - 21,489 10,116 710 21,489 - 10,116 - 710 - 21,489 10,116 710 Financial assets Sundry receivables Less specific allowances for impairment Non-financial assets Prepayments Prepaid employee benefit expense Current Non-current 28 Deposits 28.1 Deposits from banks Money market deposits Items in course of collection Other deposits from banks Deposits from banks under repurchase agreements Current Non-current Deposits from banks only include financial instruments classified as liabilities at amortised cost. Deposits from banks under repurchase agreements are secured by treasury bills sold of N Nil (2011: N3 billion). Further breakdown of other deposits from banks for December 2012: Name Ecobank Togo Fidelity Bank Plc First Bank of Nigeria Limited Keystone Bank Limited United Bank for Africa Plc 57 Tenor(days) Rate (%) Amount 92 10 14 7 7 3.5 3.5 3.0 4 3.5 601 4,686 7,809 1,562 3,592 18,250 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 29 Deposits from customers Deposits due to customers are primarily comprised of savings deposits, amounts payable on demand, and term deposits. 31 December 31 December 1 January 2012 2011 2011 N’million N’million N’million Demand Savings Term Domiciliary Current Non-current 30 Borrowings Long term borrowing comprise: International Finance Corporation (see note (i) below) Deutsche Bank (see note (ii) below) International Finance Corporation (see note (iii) below) Merrill Lynch (see note (iv) below) Bank of Industry (see note (v) below) CBN Agric Loan (see note (vi) below) Current Non-current 386,527 157,966 270,518 228,202 357,986 155,383 262,240 114,816 102,314 33,630 115,680 90,755 1,043,213 890,425 342,379 1,038,316 4,897 888,707 1,718 341,836 543 1,043,213 890,425 342,379 1,938 9,532 43,593 3,820 2,506 473 9,632 8,520 41,278 2,000 3,098 678 - 58,883 64,409 3,776 58,883 436 63,973 1,213 2,563 58,883 64,409 3,776 The Bank has not had any defaults of principal, interest or other breaches with respect to their liabilities during the period (2011: nil). (i) The amount represents outstanding balance ($18.8 million) on dollar denominated on-lending credit obtained from the International Finance Corporation. The facility will expire on or after 24 November 2015 and has a rate of 2.75% above 3 month's Libor. (ii) The amount represents outstanding balance ($1.5 million) on dollar denominated loan from Deutsche Bank with Sun and Sand Industries as the beneficiary. The facility will run for 2 years ended in June 2012 at 1.8% above Libor payable semi-annually. (iii) The amount represents Tier II capital loan of $61.03 million granted by the International Finance Corporation. The facility has a tenure of 8 years with moratorium of 5 years and interest rate is 8.5% above 6-month Libor payable semi - annually. (iv) The amount represents outstanding balance on $175 million unsecured credit facility between Oceanic Bank and Merrill Lynch International on 16 May 2007. This is a 5 year loan with maturity date of 18 May 2012 at the rate of 13.4%. (v) This represents CBN intervention funds on-lent to some of the Bank's customers in the manufacturing sector through Bank of industry (BOI). The fund is administered at an all-in interest rate of 7% per annum payable on a quarterly basis. The maximum tenor of the facility is 15 years. A total of N12.5 billion bonds held by BOI as collateral. (see note 22). (vi) This represents CBN intervention funds to some of the Banks customers in the Agricultural sector. The fund is administered at a maximum interest rate of 9% per annum. The maximum tenor of the facility 7 years. 58 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 31 Retirement benefit obligations 30 Statement of Financial Position Reconciliation 31 December 2012 N’million 31 December 2011 N’million 1 January 2011 N’million 4,389 4,389 3,180 1,678 1,427 925 - 1,502 502 Balance on 1 January Past service cost Current service cost Interest cost Actuarial gains/losses Payments Liability Acquired 3,180 840 596 563 (42) (748) - At 31 December 4,389 1,427 451 315 (771) (59) 1,817 1,817 3,180 Balance on 1 January Contributions to the scheme Benefits paid Return on assets Actuarial gains/losses 1,678 2,562 149 - 925 741 (59) 129 (58) At 31 December 4,389 1,678 840 596 563 (149) 42 451 315 (129) 771 1,892 1,408 Defined benefit obligation Plan assets Net liability Reconciliation of Obligation Reconciliation of Plan Assets Income Statement Past service cost Current service cost Interest cost Return on plan assets Actuarial gains/losses 59 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 31 Retirement benefit obligations (continued) Assumptions used: Rate of return on assets 9% 12% 12% Rate of increase in remuneration 5% 10% 10% 14% 12% 12% Discount Rate Major classes of plan assets Defined contribution scheme The Bank and its employees make a joint contribution of 15% basic salary, housing and transport allowance to each employee's retirement savings account maintained with their nominated pension fund administrators Gratuity scheme The Bank has a gratuity scheme for employees who have spent 10 years and above in its employment. An amount of N2.6 billion (N741 million; 2011) was transferred to the fund administrator. 32 31 December 2012 N’million 31 December 2011 N’million 1 January 2011 N’million At 1 January Acquired from business combination - Additional provisions Utilised during the year 1,290 22 (33) 18 1,224 48 - 18 - At 31 December 1,279 1,290 18 Current Non-current 1,279 1,290 18 1,279 1,290 18 Provisions Included within provisions are: Provisions of N1.1 billion (2011: N1.2 billion) have been made in respect of costs arising from contingent liabilities and contractual commitments. An amount of N228 million representing a provision for certain legal claims brought against the Bank by customers and former staff. Legal actions are subject to many uncertainties, and their outcome is often difficult to predict, particularly in the earlier stages of a case. 60 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 33 Other liabilities 31 December 2012 N’million 31 December 2011 N’million 1 January 2011 N’million 9,932 25,814 672 1,258 7,566 34,249 1,258 4,899 27,528 939 2,250 45,242 40,406 30,717 15,000 15,000 15,000 9,241 13,960 6,940 13,960 3,337 (8,056) 6,940 7,020 - 3,609 3,331 - 9,241 13,960 6,940 Balance at 1 January 2012 Issued during the year Cancelled during the year 84,799 63,407 (32,245) 54,119 30,680 - 11,917 42,202 - At 31 December 2011 115,961 84,799 54,119 Customer deposits for letters of credit Accounts payable Unearned income Bank cheques/draft Other liabilities 34 Share capital Authorised 30,000,000,000 ordinary shares of 50k each Issued and fully paid 18,482,529,765 ordinary shares of 50 kobo each Movements during the period: Balance at 1 January Issued during the year Cancelled during the year At 31 December 35 Share premium and reserves In 2012, a special resolution was passed at the Annual General Meeting to undertake a share reduction that resulted into cancelation of 16,111,111,111 shares, worth N8,055,555,556 and share premium of N32, 244,444,445. The contra of the resulted in a credit of N40, 301,021,171 in retained earnings The nature and purpose of the reserves in equity are as follows: Share premium: Premium from the issue of shares are reported in share premium. Retained earnings: Retained earnings comprise the undistributed profits from previous years, which have not been reclassified to the other reserves noted below. Statutory reserve: Undistributable earnings required to be kept by the Central Bank in accordance with national law. 61 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 SMEISS reserve: Appropriated from retained earnings by regulation for investment in small scale industries. Revaluation reserve: The revaluation reserve shows the effects from the fair value measurement of equity instruments elected to be presented in other comprehensive income on initial recognition after deduction of deferred taxes. No gains or losses are recognised in the income statement. 36 Contingent liabilities and commitments 36.1 Capital commitments Authorised and contracted 36.2 31 December 2012 N’million 31 December 2011 N’million 3,151 1,735 Confirmed credits and other obligations on behalf of customers In the normal course of business the Bank is a party to financial instruments with off-balance sheet risk. These instruments are issued to meet the credit and other financial requirements of customers. The contractual amounts of the off-balance sheet financial instruments are: Contingent Liability - Bonds & Guarantees Contingent Liability - unfunded letters of credit Contingent Liability - Guaranteed commercial papers 37 63,386 93,473 6,401 72,005 108,613 18,799 163,260 199,417 Litigation The Bank is a party to legal actions arising out of its normal business operations for claims against it totaling N114 billion as at 31 December 2012 (2011: N242 billion). The Directors believe that, based on currently available information and advice of counsel, none of the outcomes that result from such proceedings will have a material adverse effect on the financial position of the Group, either individually or in the aggregate. Consequently, no provision has been made in these financial statements. 37a Events After Reporting Period During the year, the Bank carried out a share reconstruction of its share capital in line with the recommendations of the Shareholders at the Annual General Meeting. The reconstruction which was effective 31 December 2012 was stamped at the Corporate Affairs Commissions on 12 March 2013. Apart from the above, there are no Post Balance Sheet Events which could have had a material effect on the state of affairs of the Company as at December 31, 2012 which have not been adequately provided for. 62 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 38 Related party transactions The parent company of the Bank is Ecobank Transnational Incorporated. A number of banking transactions are entered into with related parties in the normal course of business. These include loans and deposits. The volumes of related-party transactions, outstanding balances at the year-end, and relating expense and income for the year are as follows: 38.1 Included in loans and advances is an amount of N40.6 billion (2011: N5.2 billion) representing credit facilities to companies in which certain directors and shareholders have interests and personal loans to directors. The balances as at 31 December, 2012 are as follows: Name of company/individual Costain West Africa Plc Nigerian Ropes Plc Shoreline Natural Resources Ltd Shoreline Power Company Limited Computer Warehouse Group Limited Aigbokhaevbo Kingsley Chief J.A Odeyemi Offong & Hamda Ambah Dele Alabi Gbenga Kuye Okorodudu Jolone Okorodudu Jolone Ronke Wilson Henry Ajagbawa Agbara Estate Limited Bewcastle Nigeria Limited Bewcastle Nigeria Limited EDC Securities Limited EDC Securities Limited Clina-Lancet Laboratories Ltd Oceanic Homes, Savings and Loans Limited Relationship Joint director Joint director Joint director Joint director Joint director Director Ex-Director Ex-Director of Parent company Director Director (until January 2012) Executive in parent company Executive in parent company Executive in parent company Director Director of Parent company Holding Company Holding Company Holding Company Holding Company Joint director Holding Company Facility Type Overdraft Term loan Term loan Term loan Lease Term loan Overdraft Mortgage Mortgage N’million 834 112 15,618 2,674 43 8 1 68 Status Performing Performing Performing Performing Performing Performing Performing Performing Security Legal mortgage Legal mortgage Debenture Charge over Asset Asset financed Domiciliation Share Mortgage property 4 77 Performing Mortgage property Performing Legal mortgage Performing Legal mortgage Performing Asset Financed Mortgage 21 Mortgage 9 Term loan 6 Term loan Mortgage 95 Performing Performing Asset financed Legal mortgage Term loan Term loan Overdraft Term loan Overdraft Lease Term loan 1,394 11,368 1,987 4,752 119 4 1,436 Doubtful Performing Performing Performing Performing Performing Doubtful Mortgage ETI Guarantee ETI Guarantee Share Share Asset financed Clean 40,630 Off-balance sheet engagements Costain West Africa Plc 38.2 Joint director 3,116 3,116 Legal mortgage The bank granted various credit facilities to other companies which have common directors with the bank and those that are members of the Bank. The rates and terms agreed are comparable to other facilities being held in the bank's portfolio. Details of these are described below: Key management Common personnel Directorship Period ended 31 December 2012 N’million N’million Loans and advances to customers Loans outstanding at 1 January 133 5,090 Loans issued during the year 35,432 Loan repayments during the year (26) 107 Loans outstanding at 31 December 63 40,523 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 38.2 Loans and advances to related parties (cont’d) The loans issued to directors and other key management personnel (and close family members) during the year of N35.4 billion are repayable monthly over two years and have variable interest rates. The loans advanced to the directors during the year are collateralised. 38.3 Deposits from related parties Key management personnel N’million Period ended 31 December 2012 Due to customers Deposits at 1 January 595 Deposits received during the year Deposits repaid during the year 977 (1,454) 118 Deposits at 31 December 39 Employees The average number of persons employed by the Bank during the period was as follows: Executive directors Management Non-management 31 Dec 2012 6 292 6,890 Number 31 Dec 2011 5 281 7,473 1 Jan 2011 6 118 2,652 7,188 7,759 2,776 125 46,957 N'million 311 16,663 293 12,814 47,082 16,974 13,107 Compensation for the above staff: Executive directors Other staff (excluding executive directors) 64 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 39 Employees (continued) The number of employees of the Bank, other than directors, who received emoluments in the following ranges (excluding pension contributions and certain benefits) were: Number 31 December 31 December 1 January 2012 2011 2011 Less than N1,000,001 221 232 270 N1,000,001 - N2,000,000 378 953 444 N2,000,001 - N3,000,000 508 717 805 1,382 N3,000,001 - N4,000,000 1,531 421 N4,000,001 - N5,000,000 1,919 1,820 242 N5,000,001 - N6,000,000 231 242 N6,000,001 and above 2,774 2,270 346 7,182 7,754 2,770 In accordance with the provisions of the Pensions Act 2004, the Bank commenced a contributory pension scheme in January 2005. The contribution by employees and the bank are 7.5% and 7.5% respectively of the employees' basic salary, housing and transport allowances. The contribution by the Bank during the period was N1.65 billion and N538 (2011) respectively. 40 Directors' emoluments Remuneration paid to the Bank's directors (excluding certain allowances) was: 31 December 2012 28 71 26 N'million 31 December 2011 25 38 248 1 January 2011 31 28 234 125 311 293 Chairman 15 12 7 Highest paid director 17 45 38 Fees and sitting allowances Executive compensation Other director expenses Fees and other emoluments disclosed above include amounts paid to: The number of directors who received fees and other emoluments (excluding pension contributions and certain benefit) in the following ranges was: Number 31 December 31 December 1 January 2012 2011 2011 Below N3,000,001 3 N3,000,001 - N4,000,000 3 N4,000,001 - N5,000,000 6 6 1 N5,000,001 and above 8 6 4 14 65 12 11 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 41 Compliance with banking regulations The Bank contravened the following banking legislations and provisions during the year: Banking legislation Nature of Contravention Penalties N'million 31 Dec 2012 31 Dec 2011 Section 60 (1) of BOFIA 1991 Amended - Illegal transfer on the account of Folky Merchants Nigeria Limited 2 2 Section 2.15 of the CBN Revised Guidelines for the Operation of FX Market - Failure to return to the CBN, WDAS funds purchased after five working days of nonutilization in line with regulation 2 2 Section 2.15 of the CBN Revised Guidelines for the Operation of FX Market - Processing petroleum products importation without valid DPR import permits as at time of examination 2 - Provision of the Regulation of the Scope of Banking Activities and Ancillary Matter No. 3, 2016 - Non-compliance with the provision of the regulations on the scope of Banking activities and ancillary matters No. 3 2016 2 - - Non-submission of Returns on Parastatal balances with Financial Institutions 0.08 - Section 6 (1) OF BOFIA 1991 Amended - Failure to obtain approval for relocation of branches 28 - Section 60 (1) of BOFIA 1991 Amended - Failure to comply with Regulatory directives on Organogram 4 - Section 9 (9) of the RRF Guidelines - Contravention of Refinancing and Rediscounting Scheme (RRF) Guidelines 217 - Section 25 of BOFIA 1991 Amended - Failure to render daily return 0.03 - Section 25 of BOFIA 1991 Amended - Late rendition of daily e-Fass return 0.03 - Section 60 (1) of BOFIA 1991 Amended - Sale of Properties by private tenders 2 - 260 4 Section 60 (1) of BOFIA 1991 Amended 66 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 42 Financial risk management The Bank’s business involves taking on risks in a targeted manner and managing them professionally. The core functions of the Bank’s risk management are to identify all key risks for the Bank, measure these risks, manage the risk positions and determine capital allocations. The Bank regularly reviews its risk management policies and systems to reflect changes in markets, products and best market practice. The Bank’s aim is to achieve an appropriate balance between risk and return and minimise potential adverse effects on the Bank’s financial performance. The Bank defines risk as the possibility of losses or profits foregone, which may be caused by internal or external factors. Risk management is carried out by the Bank Risk Management under policies approved by the Board of Directors. Bank Risk Management identifies, evaluates and hedges financial risks in close co-operation with the operating units of the Bank. The Board provides written principles for overall risk management, as well as written policies covering specific areas, such as foreign exchange risk, interest rate risk, credit risk, use of derivative financial instruments and non-derivative financial instruments. In addition, the Internal Audit and Compliance is responsible for the independent review of risk management and the control environment. The most important types of risk are credit risk, liquidity risk, market risk and other operational risk. Market risk includes currency risk, interest rate risk and other price risk. 42.1 Credit risk Credit risk is the risk of suffering financial loss, should any of the Bank’s customers, clients or market counterparties fail to fulfill their contractual obligations to the Bank. Credit risk arises mainly from commercial and consumer loans and advances, credit cards, and loan commitments arising from such lending activities, but can also arise from credit enhancement provided, financial guarantees, letters of credit, endorsements and acceptances. The Bank is also exposed to other credit risks arising from investments in debt securities and other exposures arising from its trading activities (‘trading exposures’), including non-equity trading portfolio assets, derivatives and settlement balances with market counterparties and reverse repurchase loans. Credit risk is the single largest risk for the Bank’s business; the directors therefore carefully manage the exposure to credit risk. The credit risk management and control are centralised in a credit risk management team, which reports to the Board of Directors and head of each business unit regularly. 42.1.1 Credit risk measurement (a) Loans and advances (including loan commitments and guarantees) The estimation of credit exposure is complex and requires the use of models, as the value of a product varies with changes in market variables, expected cash flows and the passage of time. The assessment of credit risk of a portfolio of assets entails further estimations as to the likelihood of defaults occurring, of the associated loss ratios and of default correlations between counterparties. The Bank has developed models to support the quantification of the credit risk. These rating and scoring models are in use for all key credit portfolios and form the basis for measuring default risks. In measuring credit risk of loan and advances at a counterparty level, the Bank considers three components: (i) the ‘probability of default’ (PD) by the client or counterparty on its contractual obligations; (ii) current exposures to the counterparty and its likely future development, from which the Bank derive the ‘exposure at default’ (EAD); and (iii) the likely recovery ratio on the defaulted obligations (the ‘loss given default’) (LGD). The models are reviewed regularly to monitor their robustness relative to actual performance and amended as necessary to optimise their effectiveness. 67 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 42 Financial risk management (i) Probability of default The Bank assesses the probability of default of individual counterparties using internal rating tools tailored to the various categories of counterparty. They have been developed internally and combine statistical analysis with credit officer judgement. They are validated, where appropriate, by comparison with externally available data. The Bank's rating method comprises 10 rating levels for loans. The rating methods are subject to an annual validation and recalibration so that they reflect the latest projection in the light of all actually observed defaults. The Bank’s internal ratings scale and mapping of external ratings as supplemented by the Bank's own assessment through the use of internal rating tools are as follows: The Bank utilizes an internal risk system rating based on a scale of 1 to 10. A risk rating of "1" identifies obligors or transactions of the highest quality or lowest risk. A risk rating of "10" is assigned to obligor's or transactions of lowest quality or highest risk. The table below provides a grid showing comparisons between the risk rating system of Ecobank and the rating scale used by Standard & Poor's Investment quality Ecobank S&P Definition Investment Grade 1 2 3 4 5 6 AAA AA A BBB BB B Largely risk free Exceptional credit / Minimal risk Excellent credit / very low risk Good credit quality / low risk Satisfactory credit quality Acceptable credit quality but less stable Non-Investment Grade 7 8 9 10 CCC CC C D Risk factors deteriorating Special mention Substandard credit quality Doubtful / Loss Obligors risk rated 1 to 4 are considered low risk ("investment grade"). Those risk rated 5 and 6 are considered as medium risk, while those risk rated 7 through 10 are considered high risk. Medium and high risk obligors are also commonly categorized as "non-investment grade". Risk rating is assigned to individual obligors (obligor risk ratings) and to individual credit facilities (facility risk rating). They are also assigned total facilities extended to an obligor (approval risk rating), to all the facilities extended to a group or related obligors (economic group rating), or to an entire portfolio (portfolio risk rating). (ii) Exposure at default (“EAD”) "EAD is based on the amounts the Bank expects to be owed at the time of default. For example, for a loan this is the face value. For a commitment, the Bank includes any amount already drawn plus the further amount that may have been drawn by the time of default, should it occur. (iii) Loss given default / Loss severity Loss given default or loss severity represents the Bank’s expectation of the extent of loss on a claim should default occur. It is expressed as a percentage loss per unit of exposure and typically varies by type of counterparty, type and seniority of claim and availability of collateral or other credit mitigation." The measurement of exposure at default and loss given default is based on the risk parameters standard under Basel II. (b) Debt securities and other bills For debt securities, external rating such as Standard & Poor’s rating or their equivalents are used by Bank Treasury for managing of the credit risk exposures as supplemented by the Bank's own assessment through the use of internal ratings tools. 68 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 42.1.2 Risk limit control and mitigation policies The Bank manages, limits and controls concentrations of credit risk wherever they are identified − in particular, to individual counterparties and Banks, and to industries and countries. The Bank structures the levels of credit risk it undertakes by placing limits on the amount of risk accepted in relation to one borrower, or Banks of borrowers, and to geographical and industry segments. Such risks are monitored on a revolving basis and subject to an annual or more frequent review, when considered necessary. Limits on the level of credit risk by product, industry sector and by country are approved quarterly by the Board of Directors. The exposure to any one borrower including banks and other non-bank financial institutions is further restricted by sub-limits covering on- and off-statement of financial position exposures and daily delivery risk limits in relation to trading items such as forward foreign exchange contracts. Actual exposures against limits are monitored daily. Lending limits are reviewed in the light of changing market and economic conditions and periodic credit reviews and assessments of probability of default. Some other specific control and mitigation measures are outlined below: Risk limit control and mitigation policies continued (a) Collateral The Bank takes in addition to the debtor’s covenant to repay, tangible assets and/or assurances as security for the loan. The qualities the Bank looks out for in a good collateral are: (i) It should have assurance of title and an ascertainable value which is stable and not subject to undesirable downward valuation. (ii) It should also be marketable, readily realizable without undue cost or difficulties as well as be devoid of all cases of encroachment or encumbrance and lastly, there should be a good margin between the value of the security provided and the amount of facility being sought. (iii) There should be a good margin between the value of the security provided and the amount of facility being sought. Exposure to credit risk is also managed through regular analysis of the ability of borrowers and potential borrowers to meet interest and capital repayment obligations and by changing these lending limits where appropriate. Some other specific control and mitigation measures are outlined below: The Bank employs a range of policies and practices to mitigate credit risk. The most traditional of these is the taking of security for funds advances, which is common practice. The Bank implements guidelines on the acceptability of specific classes of collateral or credit risk mitigation. The principal collateral types for loans and advances are: • Mortgages over residential properties. • Charges over business assets such as premises, inventory and accounts receivable. • Charges over financial instruments such as debt securities and equities. Collateral held as security for financial assets other than loans and advances depends on the nature of the instrument. Longer-term finance and lending to corporate entities are generally secured; revolving individual credit facilities are generally unsecured. In addition, in order to minimise the credit loss the Bank will seek additional collateral from the counterparty as soon as impairment indicators are identified for the relevant individual loans and advances." 69 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 (b) Lending limits (for derivative and loan books) The Bank maintains strict control limits on net open derivative positions (that is, the difference between purchase and sale contracts) by both amount and term. The amount subject to credit risk is limited to expected future net cash inflows of instruments, which in relation to derivatives are only a fraction of the contract, or notional values used to express the volume of instruments outstanding. This credit risk exposure is managed as part of the overall lending limits with customers, together with potential exposures from market movements. Collateral or other security is not always obtained for credit risk exposures on these instruments, except where the Bank requires margin deposits from counterparties. Settlement risk arises in any situation where a payment in cash, securities or equities is made in the expectation of a corresponding receipt in cash, securities or equities. Daily settlement limits are established for each counterparty to cover the aggregate of all settlement risk arising from the Bank’s market transactions on any single day. (c) Master netting arrangements The Bank further restricts its exposure to credit losses by entering into master netting arrangements with counterparties with which it undertakes a significant volume of transactions. Master netting arrangements do not generally result in an offset of assets and liabilities of the statement of financial position, as transactions are either usually settled on a gross basis or under most netting agreements the right of set off is triggered only on default. However, the credit risk associated with favourable contracts is reduced by a master netting arrangement to the extent that if a default occurs, all amounts with the counterparty are terminated and settled on a net basis. The Bank’s overall exposure to credit risk on derivative instruments subject to master netting arrangements can change substantially within a short period, as it is affected by each transaction subject to the arrangement. (d) Financial covenants (for credit related commitments and loan books) The primary purpose of these instruments is to ensure that funds are available to a customer as required. Guarantees and standby letters of credit carry the same credit risk as loans. Documentary and commercial letters of credit – which are written undertakings by the Bank on behalf of a customer authorising a third party to draw drafts on the Bank up to a stipulated amount under specific terms and conditions – are collateralised by the underlying shipments of goods to which they relate and therefore carry less risk than a direct loan. Commitments to extend credit represent unused portions of authorisations to extend credit in the form of loans, guarantees or letters of credit. With respect to credit risk on commitments to extend credit, the Bank is potentially exposed to loss in an amount equal to the total unused commitments. However, the likely amount of loss is less than the total unused commitments, as most commitments to extend credit are contingent upon customers maintaining specific credit standards (often referred to as financial covenants). The Bank monitors the term to maturity of credit commitments because longer-term commitments generally have a greater degree of credit risk than shorter-term commitments. 42.1.3 Impairment and provisioning policies The internal and external rating systems described in Note 41.1.1 focus on expected credit losses – that is, taking into account the risk of future events giving rise to losses. In contrast, impairment allowances are recognised for financial reporting purposes only for losses that have been incurred at the reporting date based on objective evidence of impairment. Due to the different methodologies applied, the amount of incurred credit losses provided for in the financial statements is usually lower than the amount determined from the expected loss model that is used for internal operational management and banking regulation purposes. The impairment allowance shown in the statement of financial position at year-end is derived from each of the four internal rating grades. However, the largest component of the impairment allowance comes from the default grade. The table below shows the percentage of the Bank’s on- and off-balance sheet items, like financial guarantees, loan commitments and other credit related obligations, relating to loans and advances and the associated impairment allowance for each of the Bank’s internal rating categories. 70 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 2012 1. Current 1A. Watchlist II. Substandard III. Doubtful IV. Loss 1. Current 1A. Watchlist II. Substandard III. Doubtful IV. Loss 1. Current 1A. Watchlist II. Substandard III. Doubtful IV. Loss Loans and advances Amount % 490,309 86.0% 52,575 9.2% 3,026 0.5% 10,633 1.9% 12,702 2.2% 569,245 100% 2011 Loans and advances Amount % 397,246 92.9% 5,633 1.3% 8,860 2.1% 6,498 1.5% 9,531 2.2% 427,768 100% 2010 Loans and advances Amount % 188,187 69.4% 18,473 6.8% 3,916 1.4% 19,433 7.2% 41,336 15.2% 271,345 100% Amount 4,299 1,029 106 6,111 10,827 22,372 Impairment provision % 19.2% 4.6% 0.5% 27.3% 48.4% 100% Amount 4,002 1,016 672 2,904 9,025 17,618 Impairment provision % 22.7% 5.8% 3.8% 16.5% 51.2% 100% Amount 4,551 787 8,223 32,415 45,976 Impairment provision % 9.9% 0.0% 1.7% 17.9% 70.5% 100% 42.1.4 Maximum exposure to credit risk before collateral held or other credit enhancements Financial instruments whose carrying amounts do not represent the maximum exposure to credit risk without taking account of any collateral held or other credit enhancements are disclosed in Note 35(c). Concentration of risks of financial assets with credit risk exposure Maximum exposure 2012 2012 2011 Credit risk exposures relating to on-balance sheet assets are as follows: Loans and advances to banks 120,078 116,597 19,437 Loans and advances to customers: Corporate Bank − Overdrafts 47,451 35,122 24,594 − Term loans 223,014 116,992 56,436 − Others 5,244 6,023 Domestic Bank − Overdrafts 85,716 76,745 50,419 − Credit cards 759 667 6,195 − Term loans 181,670 171,105 83,967 − Mortgages 3,020 3,497 3,758 Trading assets − Debt securities 23,394 32,812 6,821 Investment securities − Debt securities 427,399 341,781 47,472 Other assets 27,010 23,889 22,041 Contingent liabilities and commitments are as follows: Loan commitments and other credit related liabilities At 31 December 71 166,411 201,152 82,267 1,311,163 1,126,381 403,407 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 42.1.5 Loans and advances Loans and advances are summarised as follows: 31 December 2012 Loans and Loans and advances advances to to banks customers Neither past due nor impaired Past due but not impaired Impaired Gross Less: allowance for impairment Net 31 December 2011 Loans and Loans and advances to advances to banks customers 31 December 2011 Loans and Loans and advances advances to to banks customers 120,078 490,309 116,597 397,246 19,437 188,187 120,078 52,575 26,361 569,245 116,597 5,633 24,889 427,768 19,437 18,473 64,685 271,345 120,078 (22,372) 546,873 116,597 (17,618) 410,150 19,437 (45,976) 225,369 (a) Loans and advances neither past due nor impaired The credit quality of the portfolio of loans and advances that were neither past due nor impaired can be assessed by reference to the internal rating system adopted by the Bank. The credit quality of the portfolio of loans and advances that were neither past due nor impaired can be assessed by reference to the internal rating system adopted by the Bank. 31 December 2012 Grades: 1. Current IA. Watchlist Loans and advances to customers Overdrafts 33,248 14,636 Corporate Bank Term loans Others 225,136 - 5,243 - Overdrafts Credit cards 45,640 37,390 425 303 Domestic Bank Term Loans Mortgages 177,768 76 2,850 170 Total 490,309 52,575 Total 47,884 225,136 5,243 83,030 728 177,844 3,020 542,884 Mortgage loans in the sub-standard class were considered not to be impaired after taking into consideration the recoverability from collateral. 31 December 2011 Loans and advances to customers Corporate Bank Overdrafts Term loans 1. Current IA. Watchlist 35,407 4,870 130,580 - Total 1 January 2011 40,277 130,580 Grades: Domestic Bank Others Over drafts Credit cards Term Loans Mortgages Total - 56,465 762 674 - 169,891 - 4,229 - 397,246 5,632 57,227 674 169,891 Loans and advances to customers 4,229 402,878 Corporate Bank Domestic Bank Over drafts Term loans Others Over drafts Credit cards Term Loans Mortgages Total 1. Current IA. Watchlist 5,167 507 52,959 5,199 - 38,785 3,807 5,062 497 82,772 8,125 3,442 338 188,187 18,473 Total 5,674 58,158 - 42,592 5,559 90,897 3,780 206,660 Grades: 72 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 Loans and advances continued (b) Loans and advances past due but not impaired Late processing and other administrative delays on the side of the borrower can lead to a financial asset being past due but not impaired. Therefore, loans and advances less than 90 days past due are not usually considered impaired, unless other information is available to indicate the contrary. Gross amount of loans and advances by class to customers that were past due but not impaired were as follows: Loans and advances less than 90 days past due are not considered impaired, unless other information is available to indicate the contrary. Gross amount of loans and advances by class to customers that were past due but not impaired were as follows: Loans and advances to customers Corporate Bank Term loans Others 31 December 2012 Overdrafts Past due up to 30 days Past due 30-60 days Past due 60-90 days Total Fair value of collateral Amount of undercollateralisation 31 December 2011 Past due up to 30 days Past due 30-60 days Past due 60-90 days Total Fair value of collateral Amount of undercollaterization Overdrafts Credit cards Term Loans Domestic Bank Mortgages Total 1,938 8,413 4,285 14,636 9,898 - - 3,139 3,784 30,467 37,390 13,578 303 303 - 76 76 - 31 139 170 - 5,077 12,228 35,270 52,575 23,476 4,738 - - 23,812 303 76 170 29,099 Others Overdrafts Corporate Bank Overdrafts Term loans Domestic Bank Credit cards Term Loans Mortgages Total 173 4,698 4,870 - - 536 113 114 762 - - - 709 113 4,812 5,634 - - - - - - - - 4,870 - - 762 - - - 5,633 73 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 Loans and advances continued 1 January 2011 Past due up to 30 days Past due 30-60 days Past due 60-90 days Total Fair value of collateral Amount of undercollaterization Over drafts 237 237 Corporate Bank Term loans Others Domestic Bank Credit cards Term Loans 114 3,312 40 1,434 120 66 274 4,812 - 1 1 Over drafts 10,219 2,380 137 12,736 - - - - - 237 - 1 12,736 274 Total Mortgages 88 126 199 413 13,971 3,980 522 18,473 - - - 4,812 413 18,473 (c) Loans and advances individually impaired (i) Loans and advances to customers The individually impaired loans and advances to customers before taking into consideration the cash flows from collateral held is N26.3 billion (2011: N24.8 billion). The breakdown of the gross amount of individually impaired loans and advances by class are as follows: 31 December 2012 Over drafts Individual impaired loans Impairment allowance Fair value of collateral Corporate Bank Term loans Others Over drafts Credit cards Domestic Bank Term Loans Mortgages Total 1 434 - 2,059 - 62 - 17,120 13,104 5,603 729 740 - 8,511 5,840 6,133 132 - 26,361 22,372 11,736 81 368 - 1,278 872 - 5 - 17,617 11,859 2,602 1,465 1,435 14 4,447 3,024 906 55 - 24,889 17,618 3,522 31 December 2011 Individual impaired loans Impairment allowance Fair value of collateral 74 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 Loans and advances continued 1 January 2011 Individual impaired loans Impairment allowance Fair value of collateral 9,356 2,412 - 1 3,263 - 120 - 40,683 30,390 5,076 6,018 4,884 273 7,935 4,514 51 (ii) Loans and advances to banks The total amount of individually impaired loans and advances to banks as at 31 December 2012 was N20.6 billion (2011: N24.8 billion). 75 692 393 148 64,685 45,976 5,548 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 42.1.6 Debt securities The tables below present an analysis of debt securities by rating agency designation at 31 December 2012 and at 31 December 2011, based on Standard & Poor’s ratings or their equivalent: 42.1.7 Repossessed collateral The Bank obtained assets by taking possession of collateral held as security. The nature and carrying amounts of such assets at the reporting date are as follows: Nature of assets Residential property 2012 2011 2012 Carrying amount Related Collateral Loan 180 113 Carrying amount Related Collateral Loan 597 5,257 Carrying amount Related Collateral Loan 427 1,009 Repossessed properties are sold as soon as practicable, with the proceeds used to reduce the outstanding indebtedness. Repossessed property is classified within ‘other assets’. 42.2 Market risk The Bank takes on exposure to market risks, which is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risks arise from open positions in interest rate, currency and equity products, all of which are exposed to general and specific market movements and changes in the level of volatility of market rates or prices such as interest rates, foreign exchange rates and equity prices. The Bank separates exposures to market risk into either trading or non-trading portfolios. The market risks arising from trading and non-trading activities are concentrated in Bank Treasury and monitored by two teams separately. Regular reports are submitted to the Board of Directors and heads of each business unit. Trading portfolios include those positions arising from market-making transactions where the Bank acts as principal with clients or with the market. Non-trading portfolios primarily arise from the interest rate management of the entity’s retail and commercial banking assets and liabilities. Non-trading portfolios also consist of foreign exchange and equity risks arising from the Bank’s held-to-maturity and available-for-sale financial assets. 42.2.1 Market risk measurement techniques The objective of market risk measurement is to manage and control market risk exposures within acceptable limits while optimising the return on risk. The Bank Treasury is responsible for the development of detailed risk management policies and for day-to-day implementation of those policies. (a) Value at risk The Bank applies a ‘value at risk’ (VAR) methodology to its trading and non-trading portfolios to estimate the market risk of positions held and the maximum losses expected, based upon a number of assumptions for various changes in market conditions. The Board sets limits on the value of risk that may be accepted for the Bank, which are monitored on a daily basis by Bank market risk. Interest rate risk in the non-trading book is measured through the use of interest rate repricing gap analysis (Note 3.2.5). 76 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 (a) Value at risk continued VAR is a statistically based estimate of the potential loss on the current portfolio from adverse market movements. It expresses the ‘maximum’ amount the Bank might lose, but only to a certain level of confidence (95%). There is therefore a specified statistical probability (5%) that actual loss could be greater than the VAR estimate. The VAR model assumes a certain ‘holding period’ until positions can be closed (1 day). It also assumes that market moves occurring over this holding period will follow a similar pattern to those that have occurred over 1-day period in the past. The Bank’s assessment of past movements is based on data for the past five years. The Bank applies these historical changes in rates, prices, indices, etc. directly to its current positions − a method known as historical simulation. Actual outcomes are monitored regularly to test the validity of the assumptions and parameters/factors used in the VAR calculation. The use of this approach does not prevent losses outside of these limits in the event of more significant market movements. The quality of the VAR model is continuously monitored by back-testing the VAR results for trading books. All back-testing exceptions and any exceptional revenues on the profit side of the VAR distribution are investigated, and all back-testing results are reported to the Board of Directors. (b) Stress tests Stress tests provide an indication of the potential size of losses that could arise in extreme conditions. The stress tests carried out by Bank market risk include: risk factor stress testing, where stress movements are applied to each risk category; emerging market stress testing, where emerging market portfolios are subject to stress movements; and ad hoc stress testing, which includes applying possible stress events to specific positions or regions − for example, the stress outcome to a region following a currency peg break. The results of the stress tests are reviewed by senior management in each business unit and by the Board of Directors. The stress testing is tailored to the business and typically uses scenario analysis. 42.2.2 VAR summary for 2012 and 2011 (a) FX trading portfolio VAR The average FX VAR by historical simulation at a 95% confidence level over a 1-day holding period in 2012 was N5.2 million (2011: N2.5 million). 42.2.3 Foreign exchange risk The Bank takes on exposure to the effects of fluctuations in the prevailing foreign currency exchange rates on its financial position and cash flows. The Board sets limits on the level of exposure by currency and in aggregate for both overnight and intra-day positions, which are monitored daily. The table below summarises the Bank’s exposure to foreign exchange risk at 31 December 2012. Included in the table are the Bank’s financial instruments at carrying amounts, categorised by currency. 77 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 Concentrations of currency risk – on- and off-balance sheet financial instruments As at 31 December 2012 Assets Cash and balances with central banks Loans and advances to banks Loans and advances to customers Trading assets Investment securities - available-for-sale Pledged assets Other assets Dollar Euro CFA Naira Gh. Cedis Others Total 1,303 77,938 171,808 49,069 - 944 66 8,229 - 110,076 42,140 374,813 23,393 257,623 109,334 30,153 - 186 - 112,323 120,078 546,873 23,393 306,692 109,334 38,382 Total financial assets Liabilities Deposits from banks Due to customers Borrowed funds Other liabilities 300,118 9,239 - 947,534 - 186 1,257,077 21,372 217,064 12,504 7,722 13,421 1,059 - 117 812,728 46,380 36,462 - - 21,489 1,043,213 58,883 45,242 Total financial Liabilities 258,662 14,480 - 895,687 - - 1,168,827 41,456 (5,241) - 52,847 - 186 88,250 104,367 18,473 - 39,848 - 732 163,421 170,713 86,334 3,463 10,450 - 830,559 902,781 - 7,663 5,790 1,012,398 1,005,356 84,379 (6,987) - (72,222) - 1,873 7,042 110,906 18,473 - 76,748 - 7,567 213,694 90,714 89,744 11,598 11,584 - 317,689 274,547 - 1,653 1,707 421,653 377,582 970 13 - 43,142 - (54) 44,071 52,732 (6,744) - 41,292 - (34) 87,246 Net on-balance sheet financial position Credit commitments As at 31 December 2011 Total financial assets Total financial liabilities Net on-balance sheet financial position Credit commitments As at 1 January 2011 Total financial assets Total financial liabilities Net on-balance sheet financial position Credit commitments 78 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 42.2.4 Foreign exchange risk sensitive analysis The foreign currency risk sensitivity analysis reflects the expected financial impact in Naira equivalent resulting from a 1% shock to foreign currency risk exposure. The foreign exchange rate sensitivity analysis reflects a potential gain of N.211 billion and loss of N.15 billion for USD and Euro Aggregate Net open positions respectively. 42.2.5 Interest rate risk Cash flow interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Fair value interest rate risk is the risk that the value of a financial instrument will fluctuate because of changes in market interest rates. The Bank takes on exposure to the effects of fluctuations in the prevailing levels of market interest rates on both its fair value and cash flow risks. Interest margins may increase as a result of such changes but may reduce losses in the event that unexpected movements arise. The Board sets limits on the level of mismatch of interest rate repricing and value at risk that may be undertaken, which is monitored daily by Bank Treasury. The tables below summarise the Bank’s non-trading book fair value exposure to interest rate risks. It includes the Bank’s financial instruments at carrying amounts (nonderivatives), categorised by the earlier of contractual repricing (for example for floating rate notes). As at 31 December 2012 Assets Cash and balances with central banks Loans and advances to banks Loans and advances to customers Trading assets Investment securities - available-forsale Pledged assets Other assets Total financial assets Liabilities Deposits from banks Due to customers Borrowed funds Other liabilities Total financial liabilities Total interest repricing gap Up to 1 month 1-3 months 3-12 months 1-5 years Over 5 years Non-interest bearing Total 20,783 36,142 156,479 - 8,364 113,162 - 55,291 23,394 145,898 - 76,045 - 91,539 75,572 - 112,322 120,078 546,873 23,394 13,978 14,300 241,682 23,956 57,612 79 203,173 69,739 2,650 22,589 173,668 168,369 15,983 15,709 345,960 30,650 18,789 125,484 167,112 306,692 109,334 38,382 1,257,078 13,082 331,998 345,080 8,407 109,787 16,453 134,647 29,761 14,038 43,799 4,897 163 14,751 19,811 58,720 58,720 566,769 566,769 21,489 1,043,213 58,883 45,241 1,168,826 (103,398) 68,526 129,869 326,149 66,764 - - 79 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 As at 31 December 2011 Cash and balances with central banks Loans and advances to banks Loans and advances to customers Trading assets Investment securities-available-forsale Pledged assets Other assets Total financial assets Liabilities Deposits from banks Due to customers Borrowed funds Other liabilities Total financial liabilities Total interest repricing gap Up to 1 month 29,229 116,597 176,340 13,116 1-3 months 54,409 5,818 3-12 months 42,240 13,878 1-5 years 137,161 - Over 5 years - Non-interest bearing 57,690 - Total 86,919 116,597 410,150 32,812 11,879 95 1,600 358 12,344 783 328,087 18,600 692 10,081 342,031 18,600 23,888 347,161 60,322 58,076 150,288 334,349 67,771 1,030,997 5,687 769,777 3,219 3,105 94,036 15,244 1,324 24,894 8,830 - 1,718 21,943 44,579 - - 10,116 890,425 64,409 40,406 778,683 112,385 35,048 23,661 55,579 - 1,005,356 (431,522) (52,063) 23,028 126,627 291,800 Up to 1 month 17,035 100,514 107,093 4,929 1-3 months 39450 1,893 3-12 months 5,316 - 1-5 years 73,510 - Over 5 years - Non-interest bearing 2,402 - Total 19,437 100,514 225,370 6,822 20,113 95 11,928 358 12,344 783 5,712 17,487 692 - 29,984 17,487 22,041 249,684 41,438 17,602 86,637 23,891 2,402 421,654 As at 1 January 2011 Cash and balances with central banks Loans and advances to banks Loans and advances to customers Trading assets Investment securities-available-forsale Pledged assets Other assets Total financial assets 80 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 Liabilities Deposits from banks Due to customers Borrowed funds Other liabilities Total financial liabilities Total interest repricing gap 284,315 226 2,943 50,698 2,232 710 4,590 342 2,025 2,775 569 23,517 2,639 - - 710 342,379 3,776 30,717 287,484 52,930 7,668 26,861 2,639 - 377,582 (37,800) (11,492) 9,935 59,776 21,252 42.2.6 Interest rate sensitivity A parallel 100 basis points (1%) interest rate increase in all yield curves would increase net interest income by N4.5 billion, while a parallel decrease in all yield would decrease net interest income by N4.5 billion. 42.3 Liquidity risk Liquidity risk is the risk that the Bank is unable to meet its obligations when they fall due as a result of customer deposits being withdrawn, cash requirements from contractual commitments, or other cash outflows, such as debt maturities or margin calls for derivatives. Such outflows would deplete available cash resources for client lending, trading activities and investments. In extreme circumstances, lack of liquidity could result in reductions in the statement of financial position and sales of assets, or potentially an inability to fulfill lending commitments. The risk that the Bank will be unable to do so is inherent in all banking operations and can be affected by a range of institution-specific and market-wide events including, but not limited to, credit events, merger and acquisition activity, systemic shocks and natural disasters. 81 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 42.3.1 Liquidity risk management process The Bank’s liquidity management process, as carried out within the Bank and monitored by a separate team in Bank Treasury, includes: • • • • Day-to-day funding, managed by monitoring future cash flows to ensure that requirements can be met. This includes replenishment of funds as they mature or are borrowed by customers. The Bank maintains an active presence in global money markets to enable this to happen; Maintaining a portfolio of highly marketable assets that can easily be liquidated as protection against any unforeseen interruption to cash flow; Monitoring the liquidity ratios of the statement of financial position against internal and regulatory requirements; and Managing the concentration and profile of debt maturities. Monitoring and reporting take the form of cash flow measurement and projections for the next day, week and month respectively, as these are key periods for liquidity management. The starting point for those projections is an analysis of the contractual maturity of the financial liabilities and the expected collection date of the financial assets (Notes 41.3.3 – 41.3.4). Bank Treasury also monitors unmatched medium-term assets, the level and type of undrawn lending commitments, the usage of overdraft facilities and the impact of contingent liabilities such as standby letters of credit and guarantees. 42.3.2 Funding approach Sources of liquidity are regularly reviewed by a separate team in Bank Treasury to maintain a wide diversification by currency, provider, product and term. 82 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 42.3.3 Non-derivative financial liabilities and assets held for managing liquidity risk The table below presents the cash flows payable by the Bank under non-derivative financial liabilities and assets held for managing liquidity risk by remaining contractual maturities at the reporting date. The amounts disclosed in the table are the contractual undiscounted cash flow, whereas the Bank manages the liquidity risk based on a different basis (see Note 41.3.1 for details), not resulting in a significantly different analysis. As at 31 December 2012 Liabilities Deposits from banks Due to customers Borrowed funds Other liabilities Provisions Current income tax liabilities Up to 1 month 1 -3 months 3 - 12 months 1 - 5 years 13,342 11,189 16,453 8,532 160,407 14,038 879,734 163 16,030 - - Total liabilities (contractual maturity) 40,985 Total assets Cash and balances with central banks Loans and advances to banks Loans and advances to customers Trading assets Investment securities - available-for-sale Pledged assets Other assets Total assets (expected maturity dates) Over 5 years Total - - 58,935 1,279 1,581 - 21,875 1,051,331 59,098 46,520 1,279 1,581 182,977 895,927 61,795 - 1,181,684 20,783 112,108 156,618 13,978 14,440 - 8,442 113,256 24,018 58,175 79 55,293 23,550 54,043 2,676 21,234 146,022 169,727 16,139 15,710 91,539 76,110 30,905 18,973 - 112,323 120,551 547,299 23,550 292,671 110,402 37,023 317,927 203,970 156,796 347,598 217,527 1,243,818 83 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 As at 31 December 2011 Up to 1 month 1 -3 months 3 - 12 months 1 - 5 years Over 5 years Total Liabilities Deposits from banks Due to customers Borrowed funds Other liabilities Provisions Current income tax liabilities Deferred income tax liabilities Retirement benefit obligations Total liabilities (contractual maturity) 5,729 773,487 3,433 - 3,105 94,036 15,244 - 1,324 24,894 8,830 - 1,718 21,943 1,290 1,548 533,642 - 55,579 1,502 10,158 894,135 64,409 40,620 1,290 1,548 533,642 1,502 782,649 112,385 35,048 26,499 57,081 1,013,662 Total assets Cash and balances with central banks Loans and advances to banks Loans and advances to customers Trading assets Investment securities - available-for-sale Pledged assets Other assets Total assets (expected maturity dates) 86,919 117,150 176,758 13,335 11,879 16,044 54,409 5,818 95 42,240 13,878 1,600 358 137,161 12,344 783 330,557 18,738 10,773 86,919 133,194 413,567 33,031 344,501 18,738 23,888 409,041 76,366 58,076 150,288 360,067 1,053,838 Up to 1 month 1 -3 months 3 - 12 months 1 - 5 years Over 5 years Total 285,742 239 2,943 - 50,698 2,232 - 713 4,590 342 2,025 - 2,775 569 23,517 18 329 502 2,639 - 713 343,806 3,789 30,717 18 329 502 288,924 52,930 7,670 27,710 2,639 379,873 As at 1 January 2011 Liabilities Deposits from banks Due to customers Borrowed funds Other liabilities Provisions Current income tax liabilities Retirement benefit obligations Total liabilities (contractual maturity) 84 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 Total assets Cash and balances with central banks Loans and advances to banks Loans and advances to customers Trading assets Investment securities - available-for-sale Pledged assets Other assets Total assets (expected maturity dates) 19,437 100,933 108,971 4,974 20,113 39,450 1,893 95 5,316 12,153 358 73,510 5,712 783 17,618 692 19,437 100,933 227,248 6,867 30,209 17,618 22,041 254,428 41,438 17,827 86,637 24,022 424,352 42.3.4 Assets held for managing liquidity risk The Bank holds a diversified portfolio of cash and high-quality highly-liquid securities to support payment obligations and contingent funding in a stressed market environment. The Bank’s assets held for managing liquidity risk comprise: • • • • Cash and balances with central banks; Certificates of deposit; Government bonds and other securities that are readily acceptable in repurchase agreements with central banks; and Secondary sources of liquidity in the form of highly liquid instruments in the Bank's trading portfolios." 85 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 42.3.5 Contingent liabilities and commitments (a) Loan commitments The dates of the contractual amounts of the Bank’s contingent liabilities that it commits to extend credit to customers and other facilities (Note 35) are summarised in the table below. (b) Other financial facilities Other financial facilities (Note 35) are also included in the table below, based on the earliest contractual maturity date. (c) Operating lease commitments Where the Bank is the lessee, the future minimum lease payments under non-cancellable operating leases, as disclosed in Note 35, are summarised in the table below. (d) Capital commitments Capital commitments for the acquisition of buildings and equipment (Note 35) are summarised in the table below: As at 31 December 2012 Guarantees, acceptances and other financial facilities Capital commitments Not later than 1 Year 120,550 3,151 Over one year 42,710 - Total 163,260 3,151 123,701 42,710 166,411 Not later than 1 Year 155,857 1,735 Over one year 43,560 - Total 199,417 1,735 157,592 43,560 201,152 Not later than 1 Year 77,515 190 Over one year 4,562 - Total 82,077 190 77,705 4,562 82,267 As at 31 December 2011 Guarantees, acceptances and other financial facilities Capital commitments As at 1 January 2011 Guarantees, acceptances and other financial facilities Capital commitments 86 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 43 Fair value of financial instruments (a) Financial instruments not measured at fair value The following table summarises the carrying amounts and fair values of those financial assets and liabilities not presented on the Bank’s statement of financial position at their fair value: Assets Loans and advances to banks Loans and advances to customers Liabilities Deposits from banks Due to customers Other deposits Borrowed funds Carrying value 2012 2011 LCY'000 LCY'000 2010 LCY'000 Fair Value 2012 2011 LCY'000 LCY'000 2010 LCY'000 120,078 116,597 100,514 120,898 119,191 100,770 546,873 410,150 225,369 543,954 406,457 229,726 21,489 1,043,213 58,883 10,116 890,425 64,409 710 342,379 18,598 1,047,527 59,098 7,047 892,302 64,312 710 338,430 3,941 3,776 (i) Loans and advances to bank Loans and advances to banks include inter-bank placements and items in the course of collection. "The carrying amount of floating rate placements and overnight deposits is a reasonable approximation of fair value. The estimated fair value of fixed interest bearing deposits is based on discounted cash flows using prevailing money-market interest rates for debts with similar credit risk and remaining maturity." (ii) Loans and advances to customers Loans and advances are net of charges for impairment. The estimated fair value of loans and advances represents the discounted amount of estimated future cash flows expected to be received. Expected cash flows are discounted at current market rates to determine fair value. (iii) Investment securities The fair value for loans and receivables and held-to-maturity financial assets is based on market prices or broker/dealer price quotations. Where this information is not available, fair value is estimated using quoted market prices for securities with similar credit, maturity and yield characteristics. Investment securities (available-for-sale) disclosed in the table above comprises only those equity securities held at cost less impairment. The fair value for these assets is based on estimations using market prices and earnings multiples of quoted securities with similar characteristics. All other available-for-sale financial assets are already measured and carried at fair value. (iv) Deposits from banks and customers The estimated fair value of deposits with no stated maturity, which includes non-interest-bearing deposits, is the amount repayable on demand. The estimated fair value of fixed interest-bearing deposits not quoted in an active market is based on discounted cash flows using interest rates for new debts with similar remaining maturity. (v) Off-balance sheet financial instruments The estimated fair values of the off-balance sheet financial instruments are based on markets prices for similar facilities. When this information is not available, fair value is estimated using discounted cash flow analysis. 87 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 Fair value of financial instruments continued (b) Fair value hierarchy IFRS 7 specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources; unobservable inputs reflect the group's market assumptions. These two types of inputs have created the following fail value hierarchy: • Level 1 – Level 1 - Quoted prices (adjusted) in active markets for identical assets or liabilities. This level includes listed equity securities and debt instruments on exchanges. • Level 2 – Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is as prices) or indirectly (that is derived from prices). • Level 3 – inputs for the asset or liability that are not based on observable market data (unobservable inputs). This level includes equity investments and debt instruments with significant unobservable component This hierarchy requires the use of observable market data when available. The group considers relevant and observable market prices in its valuations where possible. 43.1 Assets and liabilities measured at fair value Level 1 Trading assets Investment securities - available-for-sale Pledge assets Total financial assets - 174,525 109,334 77,446 - 283,859 31 December 2012 Level 2 Level 3 32,812 119,268 - - 130,004 18,600 152,080 - 148,604 Level 1 Trading assets Investment securities - available-for-sale Pledge assets Total financial assets Level 3 23,394 54,052 - Level 1 Trading assets Investment securities - available-for-sale Pledge assets Total financial assets 31 December 2012 Level 2 1 January 2011 Level 2 Level 3 6,821 17,110 - - 8,466 17,487 23,931 - 25,953 The following table shows the sensitivity of level 3 measurements to reasonably possible alternative assumptions: 44. Capital management "The Bank manages its capital base to achieve a prudent balance between maintaining capital ratios to support business growth and depositor confidence, and providing competitive returns to shareholders. The capital management process ensures that the Bank maintains sufficient capital levels for legal and regulatory compliance purposes. The Bank ensures that its actions do not compromise sound governance and appropriate business practices and it eliminates any negative effect on payment capacity, liquidity or profitability." Capital adequacy and the use of regulatory capital are monitored daily by the Bank’s management, employing techniques based on the guidelines developed by the Central Bank of Nigeria (CBN), for supervisory purposes. The required information is filed with the CBN on a monthly basis. Auditors to the Bank are also required to render an annual certificate to the Nigeria Deposit Insurance Corporation (NDIC) that includes the computed capital adequacy ratio of the Bank. 88 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 The CBN requires each bank to: (a) hold the minimum level of the regulatory capital of N25 billion and (b) maintain a ratio of total regulatory capital to the risk-weighted asset at or above the minimum of 10%. The capital adequacy ratio, which reflects the capital strength of an entity compared to the minimum regulatory requirement, is calculated by dividing the capital held by that entity by its risk weighted assets. The Bank’s regulatory capital as managed by its Financial Control and Treasury Unit is divided into two tiers:" • Tier I capital: (primary capital) represents permanent forms of capital such as share capital, retained earnings and reserves created by appropriations of retained earnings. The book value of goodwill is deducted in arriving at Tier 1 capital; and •Tier II capital: (secondary capital) includes preference shares, minority interests arising on consolidation, qualifying debt stock, fixed assets revaluation reserves, foreign currency revaluation reserves, general provisions subject to maximum of 1.25% of risk assets and hybrid instruments - convertible bonds. The risk-weighted assets are measured by means of a hierarchy of five risk weights classified according to the nature of credit/counterparty risk and reflecting an estimate of credit risks associated with each asset and counterparty. A similar treatment is adopted for off balance sheet exposures, with some adjustments to reflect the more contingent nature of the potential losses. The table below summarises the composition of regulatory capital and the ratios of the Bank for the years ended 31 December 2012 and 31 December, 2011. During those two years, the Bank complied with all of the externally imposed capital requirements. 31 December 1 January 31 December 2012 2011 2011 N'million N'million N'million Tier 1 capital Share capital 9,241 13,960 6,940 Share premium 115,961 84,799 54,119 Statutory reserves 6,135 6,135 6,135 Contingency reserve SMIEIS reserve 1,150 1,150 1,150 Capital reserve 7,218 26,018 7,218 Retained earnings (19,705) (64,532) (11,188) Other reserves 33,627 7,832 1,173 Deposit for shares Less: goodwill and intangible assets (6,005) (4,709) (2,729) Total qualifying Tier 1 capital 147,622 70,653 62,818 Tier 2 capital Long-term borrowing Minority interest Convertible bonds Revaluation reserve - fixed assets Revaluation reserve – investment securities Translation reserve General provision Total qualifying Tier 2 capital 5,328 9,632 4,321 6,471 5,328 13,953 6,471 Total regulatory capital 152,950 84,605 69,289 Risk-weighted assets: On-balance sheet Off-balance sheet 741,100 88,643 608,831 90,801 287,908 45,954 829,743 699,632 333,862 18% 12% 21% Total risk-weighted assets Risk weighted Capital Adequacy Ratio (CAR) 89 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 45. Critical accounting estimates and judgement The Bank makes estimates and assumptions that affect the reported amounts of assets and liabilities within the next financial year. All estimates and assumptions required in conformity with IFRS are best estimates undertaken in accordance with the applicable standard. Estimates and judgements are evaluated on a continuous basis, and are based on past experience and other factors, including expectations with regard to future events. Accounting policies and directors’ judgements for certain items are especially critical for the Bank’s results and financial situation due to their materiality. (a) Impairment losses on loans and advances The Bank reviews its loan portfolios to assess impairment at least on a quarterly basis. In determining whether an impairment loss should be recorded in profit or loss, the Bank makes judgements as to whether there is any observable data indicating an impairment trigger followed by measurable decrease in the estimated future cash flows from a portfolio of loans before the decrease can be identified with that portfolio. This evidence may include observable data indicating that there has been an adverse change in the payment status of borrowers in a bank, or national or local economic conditions that correlate with defaults on assets in the Bank. The directors use estimates based on historical loss experience for assets with credit risk characteristics and objective evidence of impairment similar to those in the portfolio when scheduling future cash flows. The methodology and assumptions used for estimating both the amount and timing of future cash flows are reviewed regularly to reduce any differences between loss estimates and actual loss experience. (b) Impairment of available-for-sale equity investments The Bank determines that available-for-sale equity investments are impaired when there has been a significant or prolonged decline in the fair value below its cost. This determination of what is significant or prolonged requires judgement. In making this judgement, the Bank evaluates among other factors, the volatility in share price. In addition, objective evidence of impairment may be deterioration in the financial health of the investee, industry and sector performance, changes in technology, and operational and financing cash flows. (c) Fair value of financial instruments The fair value of financial instruments where no active market exists or where quoted prices are not otherwise available are determined by using valuation techniques. In these cases, the fair values are estimated from observable data in respect of similar financial instruments or using models. Where market observable inputs are not available, they are estimated based on appropriate assumptions. Where valuation techniques (for example, models) are used to determine fair values, they are validated and periodically reviewed by qualified personnel independent of those that sourced them. All models are certified before they are used, and models are calibrated to ensure that outputs reflect actual data and comparative market prices. To the extent practical, models use only observable data; however, areas such as credit risk (both own credit risk and counterparty risk), volatilities and correlations require management to make estimates. 90 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 (d) Held-to-maturity investments In accordance with IAS 39 guidance, the Bank classifies some non-derivative financial assets with fixed or determinable payments and fixed maturity as held-to-maturity. This classification requires significant judgement. In making this judgement, the Bank evaluates its intention and ability to hold such investments to maturity. If the Bank were to fail to keep these investments to maturity other than for the specific circumstances – for example, selling an insignificant amount close to maturity – the Bank is required to reclassify the entire category as available-for-sale. Accordingly, the investments would be measured at fair value instead of amortised cost. (e) Retirement benefits The present value of the retirement benefit obligations depends on a number of factors that are determined on an actuarial basis using a number of assumptions. Any changes in these assumptions will impact the carrying amount of pension obligations. The assumptions used in determining the net cost (income) for pensions include the discount rate. The Bank determines the appropriate discount rate at the end of each year. This is the interest rate that should be used to determine the present value of estimated future cash outflows expected to be required to settle the pension obligations. In determining the appropriate discount rate, the Bank considers the interest rates of high-quality corporate bonds that are denominated in the currency in which the benefits will be paid and that have terms to maturity approximating the terms of the related pension liability. Other key assumptions for pension obligations are based in part on current market conditions. 91 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 46 Divisional analysis The Bank's operations by major business divisions during the year are summarised below: (i) (ii) (iii) Domestic banking - provides banking services to governments, small and medium scale enterprises and local companies including retail solutions to consumers. Corporate banking - provides a broad range of financial solutions to multinationals, regional companies, state-owned companies, non-governmental organisations, international and multinational organisations and financial institutions. Ecobank Capital comprises our treasury, investment banking, and asset management businesses which focus on financial markets and investors. December 2012 December 2011 Corporate Domestic Ecobank Banking N’million Banking N’million Capital N’million Total N’million Corporate Domestic Banking N’million Banking N’million Ecobank Capital N’million Total N’million Revenue : - Derived from external customers - Derived from other 33,752 57,096 68,009 158,857 19,585 35,037 13,533 68,155 149 50,362 (50,511) 0 1,382 11,767 (13,149) - 33,901 107,458 17,498 158,857 20,967 46,804 384 68,155 (10,253) (21,527) business divisions Total revenue Total cost - Interest expense (27,917) (7,033) (45,203) (6,502) (11,110) (3,915) - Risk and other asset provisions - Other operating expenses (698) (10,937) (707) (12,342) 15,260 (72,048) (12,056) (96,085) 3,702 (26,485) 34 (11,981) 11,524 (10,347) (7,033) (43,865) Total cost (22,932) (110,902) (19,796) (153,630) (5,325) (33,893) (10,914) (50,132) 10,969 (3,444) (2,298) 5,227 15,642 12,911 (10,530) 18,023 - - - 2,578 - - - 1,321 10,969 (3,444) (2,298) 7,805 15,642 12,911 (10,530) 19,344 Divisional asset 275,709 271,164 778,442 1,325,315 167,068 243,082 674,908 Divisional liabilities 256,026 787,187 128,473 1,171,687 184,907 705,518 119,271 1,085,05 8 1,009,69 Profit/(loss) before tax Tax Profit/(loss) after tax 6 Net asset 19,683 (516,023) 649,968 153,628 (17,839) (462,436) 555,387 75,362 All transactions between business units were conducted at an arm’s length basis. Internal charges and transfer pricing adjustments are reflected in the performance of each division. The Bank operates in a single geographical location, thus no divisional analysis based on geographical location is presented in this financial statement. 92 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 (All amounts in N' million Naira unless otherwise stated) 47 Transition to IFRS Reconciliation of Equity as at: (a) i ii iii iv v (b) ii iv v (c) i ii (d) i (f) 1 Jan. 2011 =N' mil = Shareholders' equity under NGAAP IFRS Adjustments Fair valuation of Financial Instruments Being reversal of adjustment to diminution of unquoted investment equities. Being adjustment for fair value of pledged financial assets Being adjustment for fair value of debt investments securities - AFS financial assets Being adjustment for fair value of equity investments - AFS financial assets Being adjustment to recognise permanent impairment of unquoted investment equities. Loan loss provision Recognition of Interest in Suspense in interest Income Specific and collective Impairment of loans and advances Recognition of reversal of impairment in TBPIC 31 Dec. 2011 =N' mil = 74,320 68,096 a, i 64 64 a,ii (550) 511 a,iii 73 (4,322) a,iv 1,650 41 a,v (210) (247) b,ii 7,828 1,306 b,iv b,v (19,176) - (3,424) 12,255 Employee Benefit - staff Loans Amortization of prepaid payroll cost over the life of the loan Increase in interest income due to application of Effective Interest Rate on staff loans c,i (30) (467) c,ii 38 516 Deferred Tax Income statement impact of deferred tax asset on Employee benefits and Loan loss provision d,ii 2,041 1,335 f,i (502) (8,774) (273) 7,265 65,546 75,362 Retirement Benefit Obligation IFRS adjustment to reflect additional provision for retirement benefits Total IFRS Adjustment Shareholders' equity under IFRS 93 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 47 Transition to IFRS continued Reconciliation of Statement of Financial Position Note Nigerian GAAP =N' mil= 01 January 2011 Adjustments =N' mil= IFRS =N' mil= Assets Cash and balances with central banks Treasury Bills Bills discounted Loans and advances to banks Loans and advances to customers Advances under finance leases Financial assets held for trading Investment securities -Available-for-sale investments -Loans and receivables Pledged Assets Property, plant and equipment Intangible Assets Deferred tax asset Other assets Liabilities Deposits from banks Deposits from customers Borrowings Retirement benefit obligations Provisions Current income tax liability Deferred tax liability Other liabilities 19,437 20,756 1,233 100,339 231,108 5,999 19,656 19,595 688 35,428 - (20,756) (1,233) 175 (5,739) (5,999) 6,821 (19,656) 26,036 3,949 17,487 (155) 155 2,041 (13,387) - 19,437 100,514 225,369 6,821 26,036 3,949 17,487 19,440 155 2,729 22,041 - 454,239 (10,261) 443,978 939 340,147 3,760 329 34,744 (229) 2,232 16 502 18 (4,027) 710 342,379 3,776 502 18 329 30,717 379,919 1,488 378,431 a,w a,x a,y 6,940 54,119 (1,242) (9,946) 6,940 54,119 (11,188) a,z b,a b,b b,c b,d 6,135 1,150 7,218 1,173 - 6,135 1,150 1,173 7,218 74,320 (8,773) 65,547 454,239 (10,261) 443,978 a,a a,b a,c a,d a,e a,f a,g a,h a,i a,j a,k a,l a,m a,n a,p a,q a,r a,s a,t a,u a,v Total liabilities Share capital Share premium Retained earnings Other reserves Statutory reserve SSI Reserve SMIES Reserve Fair value reserve Capital Reserves Total equity Total equity and liabilities 94 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 Reconciliation of Statement of Comprehensive Income Note Interest income Interest expense c,a For the year ended 31 December 2011 IFRS NGAAP Adjustments IFRS 49,700 (21,527) (6,044) - 43,656 (21,527) 28,173 (6,044) 22,129 (13,363) 28,623 15,260 14,810 22,579 37,389 16,390 - 16,390 2,448 5,277 (16,663) (12,533) (3,571) (10,407) (178) 178 (307) - 2,270 5,455 (16,970) (12,533) (3,571) (10,407) Operating profit (4,249) 22,272 18,023 Profit before tax Income tax expense (4,249) 1,958 22,272 (637) 18,023 1,321 PROFIT FOR THE YEAR Other comprehensive income: Revaluation of equity financial assets Tax effect of revaluation of equity financial assets Other comprehensive income for the year, net of tax (2,291) 21,635 19,344 - (5,597) (5,597) - - - - (5,597) (5,597) (2,291) 16,038 13,747 Net interest income Impairment charge for credit losses and investments c,b Net interest income after impairment charge for credit losses Net fee and commission income Net gains / (losses) from financial instruments at fair value Other operating income Employee benefit expense General and administrative expense Depreciation and amortisation Other operating expenses c,c c,d TOTAL COMPREHENSIVE INCOME FOR THE YEAR 95 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 Reconciliation of Statement of Financial Position 31 December 2011 Note Assets Cash and balances with central banks Treasury Bills Loans and advances to banks Loans and advances to customers Advances under finance leases Financial assets held for trading Investment securities -Available-for-sale investments -Held to maturity investments Pledged Assets Property, plant and equipment Intangible Assets Deferred tax asset Other assets a,a a,c a,d a,e a,f a,g a,h a,i a,j a,k a,l a,m a,n Liabilities Deposits from banks Deposits from customers Borrowings Retirement benefit obligations Provisions Current income tax liability Deferred tax liability Other liabilities a,o a,p a,q a,r a,s a,t a,u a,v Total liabilities Share capital Share premium Deposit for shares Retained earnings Other reserves Statutory reserve SMIES Reserve Fair value reserve Capital Reserves Regulatory risk reserve a,w a,x a,y a,z b,a b,d b,e Total equity Total equity and liabilities 96 Nigerian GAAP =N' mil= Adjustments =N' mil= IFRS =N' mil= 86,919 23,987 116,141 401,807 6,871 347,476 67,131 820 3,374 47,501 - (23,987) 456 8,343 (6,871) 32,812 (347,476) 248,136 75,294 18,600 1,335 (23,613) - 86,919 116,597 410,150 32,812 248,136 75,294 18,600 67,131 820 4,709 23,888 - 1,102,027 (16,969) 1,085,058 10,011 873,532 64,243 1,548 84,597 105 16,893 166 1,502 1,290 (44,191) 10,116 890,425 64,409 1,502 1,290 1,548 534 40,406 1,033,931 (24,235) 1,009,696 13,960 84,799 18,800 (23,666) (40,300) 6,135 1,150 7,218 - (18,800) (40,866) 13,960 84,799 (64,532) (4,423) 18,800 12,255 6,135 1,150 (4,423) 26,018 12,255 68,096 (33,034) 75,362 1,102,027 (57,269) 1,085,058 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 Notes to the reconciliation of equity (a) IAS 32, 39 and IFRS 7 Fair valuation of financial instruments Nigerian GAAP investment securities are either classified as short term or long term investments. Short-term investments are investments that management intends to hold for less than one year. These investments are measured at the lower of cost or net realisable value subsequent to initial recognition. Long term investments are investments other than short term investments and are carried at cost less impairment. Under IFRS, financial assets and liabilities are required to be classified as fair value through profit or loss (Held for Trading), fair value through other comprehensive income (Available for Sale), loans and receivables and held to maturity. Financial instruments are measured based on their classification. The application of fair value changes and its impact on the income statement or other comprehensive income resulted in a write-down in equity of N4.0 billion at 31 December 2011 (1 January 2011, N1.0 billion). (b) Loan Loss Provision "Under NGAAP, provision on loans is determined using the prudential guideline which prescribes the percentage to be written down as soon as loan is designated as impaired, depending on whether the status of impairment is doubtful, substandard or lost. A general provision is then calculated as 1% of all performing loans. Under IFRS, a loan is assessed for impairment if there is objective evidence that impairment has occurred after its initial recognition. The reporting entity is also required to perform a collective impairment evaluation on all its insignificant loans as well as on its significant but non-impaired loans. The reporting entity determines by available history the Probability of Defaults (PD) and Loss Giving Default (LGD) by sectors and applies these ratios on the performing loans at each reporting date. The Bank assesses for impairment all loans that are due or unpaid for 90 days or more. The estimated cash flows expected from the loans including the collateral realization and timing are determined and discounted to present value. Application of IFRS to specific impairment calculation decreased Retained Earnings by N3.4 bn as at 31 December 2011 (N19.1 bn; 1 January 2011). The application of collective impairment procedures on all its insignificant loans as well as on its significant but non-impaired loans gave rise to a negative adjustment of N4.1 bn as on 31, December 2011 ( N6.4 bn; 1 January 2011). Under NGAAP, interest is accrued on Non-performing loans and advances at a default or contractual rate, but such interest is usually suspended and included as part of specific provision on the loans. Under IFRS, interest is accrued and recognized on impaired loans using effective interest rate. The recognition of Interest on impaired loans was a positive adjustment in retained earnings at 31 December 2011 of N1.3bn, (1 January 2011, N7.8bn)." (c) Employee Benefit - staff Loans Employees were granted loans at a below market interest rate. Under IFRS, the difference between the rate granted and a market related rate is an employee benefit, which must be deferred and recognised as an employee expense over the life of the loan. Amortization of prepaid benefits gave rise to a net debit in equity of N19 m for the year ending 31 December 2011,(1 January 2011, N8 m) was adjusted in equity. (d) Deferred Tax Asset The impact of changes in deferred income tax resulted from timing differences on fair value gains on available for sale financial instruments recognized under IFRSs. Nominal tax rate of 30% was used in calculating the deferred tax adjustments which also increased the balance sheet carrying amount of deferred tax assets by same amounts. (e) Retirement Benefit Obligation An actuarial valuation of the defined benefit scheme, showed a deficit of N273 million as at 31 December 2011 (N502 m; 01 January 2011). The liability was not recognised in the Nigerian GAAP financial statements. Under IFRS, a defined benefit obligation must be recognised based on the projected unit credit method. Actuarial valuation was performed by Alexander Forbes Actuaries using the projected unit credit method of valuation. This gave rise to an obligation of N1.5 billion as at 31 December 2011 (N502 m; 01 January 2011), when the value of the assets as at the valuation date was compared to the liability of the scheme. 97 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 Notes to the reconciliation of Statement of Financial Position a,a "Under NGAAP, treasury bills (including the portion pledged to third parties), are reported as separate line from investments. Under IFRS, treasury bills qualify as financial assets and have been properly classified in line with IAS 39 at fair value through other comprehensive income (Available for Sale) and pledged assets. Treasury bill amounting to N15.3 bn (N12.1 bn; 01 January 2011) was reclassified to Investment securities at fair value through equity while pledged treasury bills of N7.2 bn ((N8.6bn; 01 January 2011) was reclassified to pledged assets." a,b Under NGAAP, bills discounted was reported as separate line from investments on the face of the financial statement. Under IFRS, bills discounted qualify as financial assets held at fair value through other comprehensive income (Available for Sale) and have been properly classified in line with IAS 39. a,c As at 1 January 2011, included in Investment Securities is a placement with other banks and discount houses of N175 million. This has been reclassified to Loans and Advances to Banks under IFRS. a,d Loan and Advances to Customers includes Loans and advances, Advances under Finance Leases and other facilities. Other Facilities include foreign currency denominated on-lending facilities. The difference of N5.7bn between the NGAAP and IFRS balances for loans to customers is a result of the reclassifications, the impact of additional impairment losses, and write-downs in respect of staff loans in order to reflect the correct amortized cost based on market rate. IFRS requires financial assets carried at amortised cost to be measured using the effective interest rate (EIR) method. The effective interest rate is the rate that exactly discounts estimated future cash payments or receipts through the expected life of the financial instrument, or where appropriate, a shorter period to the net carrying amount of the financial asset or financial liability. a,e Advances under finance lease are reported separately in the balance sheet under Nigerian GAAP. Given the size of this portfolio, management has reclassified the total balance of N6.8 billion as at 31 December 2011 (N5.9 billion at 1 January 2011) from Advances under finance lease to Loans and Advances to Customers. a,f "Under IFRS, IAS 39 has four clearly defined categories of financial assets, namely (1) Financial assets ‘at fair value through profit or loss’ [measured at fair value with fair value gain or loss recognised in profit or loss] (2) Heldto-maturity investments [measured at amortised cost] (3) Loans and receivables [measured at amortised cost]; and (4) Available-for-sale financial assets [measured at fair value with fair value gain or loss recognised in other comprehensive income]. Furthermore there are two defined categories of financial liabilities, namely: (1) Financial liabilities 'at fair value through profit or loss' and (2) Other liabilities (measured at amortised cost). Under Nigerian GAAP, investment securities are either classified as short term or long term investments. Short-term investments are investments that management intends to hold for less than one year. These investments are measured at the lower of cost or net realisable value subsequent to initial recognition. Long term investments are investments other than short term investments and are carried at cost less impairment. Based on the classification and measurement criteria under IFRS the following was performed: Fair value adjustments The application of IFRS classification and measurement gave rise to the following classification of investments. A fair value adjustment of (N209m) was recorded on AFS equity adjustments, (N14.3bn) on AFS debt investment adjustments and N511m from fair value adjustment to pledged assets. A fair value adjustment was recognised on HFT debt security investment of N0 m as at 31 December 2011 (N0 m; 01 January 2011). Reversal of previously recognised impairment charge Under IFRS, the fair value changes of available for sale financial instruments are recognized in other comprehensive income and transferred to fair value reserve in the equity section of the statement of financial position. To appropriately recognise the fair value adjustments, impairment on investment securities charged under NGAAP had to reverse through retained earnings. Reclassification adjustments To ensure that the underlying asset are reported at their carrying amount before applying the measurement criteria under IFRS, the respective interest receivables classified as a component of other asset under NGAAP were reclassified to the respective investment securities. The total of N10.2bn as at 31 December 2011 (N625 m, 01 January 2011) were reclassified to underlying assets. Also pledged assets under repurchase agreement amounting to N18.6bn as at 31 December 2011 (N17.5bn; 01 January 2011) made up of bonds and treasury bills, which were part of the components of Other assets under NGAAP, were reclassified as a separate line item as pledged assets on the primary statements. " 98 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 Notes to the reconciliation of Statement of Financial Position a,j "Under NGAAP, pledged assets (bills and bonds) are either reported as part of other assets or disclosed within the notes of the financial statement. Under IFRS, pledged assets have been reported as a separate line item on the primary financial statement. Due to the separate disclosure of the pledged items, a reclassification of N7.1 billion and N11.4 bn in 31 December 2011 (N8.6 bn, and N8.8 bn; 01 January 2011) relating to investment securities bonds and Treasury bills respectively was made." a,l Under NGAAP computer software was usually reported as part of property plant and equipment. The application of IFRS on 1 January 2011 required that this be separated. The total amount for computer software of N155m, has been reclassified to Intangible assets. Intangible assets represents the net book value of computer software being used in the Bank as there were no patents, trademarks or any other form of intangibles on this date. a,m The implications of application of IFRS to loan losses provisioning and employee benefits increased Retained earnings by N3.4 bn on 31 December 2011 (1 January 2011, N19.1 bn). Nominal tax rate of 30% was used in calculating the deferred tax adjustments which also increased the balance sheet carrying amount of deferred tax assets by same amounts. a,n The change in other assets on application of IFRS is accounted for by the reclassification of accrued interest receivable to the underlying assets in line with IAS 39 before measurement, as well as the recognition of additional staff benefit arising from restating staff loans carrying amount using the market rate. The recognized embedded prepaid staff benefits are carried in other asset, and amortized over the remaining expected life of the loans. In addition to this pledged debt equities previous reporting as a component under other assets under NGAAP has been classified under pledged bonds a separate financial statement line item on the primary statement for IFRS reporting purpose. a,p Included in other liabilities are Customer's cash collateral due to Banks amounting to N0 m as at 31 December 2011 (N710m; 01 January 2011). This was reclassified from other liabilities to deposit from Banks for proper presentation under IFRS. N16.8 billion as at 31 December 2011 (N2.2 billion; 01 January 2011) relating to customers' deposit for letters of credit which was reclassified to deposits from customers under IFRS. a,q "Under NGAAP, interest payable was mapped to other liabilities. In applying the effective interest method, IFRS requires a financial instrument carried at amortised cost to be measured at its net carrying amount. The application of the effective interest method resulted in a reclassification of N166m as at 31 December 2011 (N16m. 01 January 2011) from other liabilities to Borrowings." a,v The Bank accounted for interest payable and unearned income on its financial liabilities and assets as a separate component of other liabilities. IFRS requires a financial instrument carried at amortised cost to be measured at its net carrying amount and available for sale financial assets at fair value through equity. The change in other liabilities on application of IFRS is accounted for by the reclassification of unearned income on treasury bills and bonds to the underlying assets in line with IAS 39 of N24.2bn in 31 December 2011 (N1.9bn; 01 January 2011). Other liability balance of N16 m relating to interest payable on borrowings was reclassified to the underlying liability account in order to measure this at amortized cost. Also included in other liabilities are Customer cash collateral due to Banks amounting to N0 m as at 31 December 2011 (N710m; 01 January 2011). This was reclassified from other liabilities to deposit from Banks for proper presentation under IFRS. b,c Under IFRS, the fair value changes of available for sale financial instruments are recognized in other comprehensive income and transferred to fair value reserve in the equity section of the statement of financial position. This classification was not required under NGAAP. The changes in retained earnings under IFRS arose from the reversal of impairment charges on loans and advances to customers and on financial assets recognised under NGAAP. The respective financial assets have subsequently been measured in line with IAS 39 and appropriate adjustments passed. See explanations on differences arising from measurement above. 99 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 Notes to the financial statements For the year ended 31 December 2012 Notes to the reconciliation of Statement of comprehensive Income c,a The application of effective interest rate to loans and advances resulted in reclassification from fee income to interest income. In addition, additional interest raised on staff loans on application of market rate, as well as recognition of interest on impaired loans in line with IFRS gave rise to an increase in interest income. c,b Impairment charges on credit losses and investments decreased due to the application of the incurred loss model and the collective impairment on performing loans and reversal of impairment charge on TBPIC. c,c Employee benefit expense adjustments relate to amortization of staff benefits imbedded in staff loans granted at concessionary rates. The prepaid staff benefits are usually held as other assets in the statement of financial position, but amortized systematically to income as part of personnel expenses. c,d Under IFRS, the fair value changes of available for sale financial instruments are recognized in other comprehensive income and transferred to fair value reserve in the equity section of the statement of financial position. Notes to the Statement of cashflow (a) The cash flow statement has been prepared under IAS 7, using the indirect method. (b) Under Nigerian GAAP, the Bank classifies cash flows relating from the acquisition or sale (and redemption) of investment securities as investing cash flows. Under IFRS, the cash flows from trading are considered part of the principal revenue producing activities of the Bank, and are therefore classified as operating cash flows. Cash flows associated with non-trading debt and equity securities at fair value continue to be classified as investing activities. (c) Under IFRS, only call deposits and other short-term investments that are readily convertible to a known amount of cash and subject to insignificant risks of changes in value due to the short maturities thereof (three months or less from the date of acquisition) are classified as cash and cash equivalents. Under Nigerian GAAP, all treasury bills are classified as cash and cash equivalents. Under IFRS, only treasury bills with a maturity of three months or less are classified as cash and cash equivalents in the consolidated cash flow statements under IFRS. 100 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 STATEMENT OF VALUE ADDED 2012 N'million 2011 % N'million Gross income 158,764 68,155 Interest paid (45,110) (21,527) 113,654 46,628 Impairment charge for credit losses (12,342) 15,260 Bought-in materials and services (34,685) (20,682) Value added % 66,627 100 41,206 100 46,957 70 16,970 41 2,578 4 1,321 3 9,286 14 3,571 9 7,805 12 19,344 47 66,627 100 41,206 100 Distribution Employees - Salaries and benefits Government - Income tax Retained in the Bank - Asset replacement (depreciation & amortisation) - Expansion (transfers to reserves) 101 ECOBANK NIGERIA LIMITED Financial Statements 31 December 2012 FIVE YEAR FINANCIAL SUMMARY Assets: Cash and balances with the central bank Treasury bills and other eligible bills Loans and advances to banks Loans and advances to customers Advances under finance lease Financial assets held for trading Investment Securities: available-for-sale Investment Securities: loans and receivables Pledged assets Non-current assets held for sale Property and equipment Intangible assets Deferred income tax asset Other assets Financed by: Share capital Share premium Retained earnings Other reserves Deposits from customers Deposits from banks Deposit for shares Borrowings Retirement benefit obligations Provisions Current income tax Deferred income tax liabilities Other liabilities Acceptances and guarantees 2012 N'million 2011 N'million IFRS 2010 N'million 112,323 120,078 546,873 23,394 228,576 78,116 109,334 2,744 59,387 103 6,005 38,382 1,325,315 86,919 116,597 410,150 32,812 249,272 74,159 18,600 67,131 820 4,709 23,889 1,085,058 19,437 100,514 225,369 6,821 26,036 3,949 17,487 19,440 155 2,729 22,041 443,978 9,524 15,116 73,490 183,719 6,000 15,38721,382 1,073 29,971 355,662 18,768 21,247 162,467 144,917 8,902 22,155 18,818 35,192 432,466 9,241 115,961 (19,705) 48,131 1,043,213 21,489 58,883 1,279 1,581 45,242 13,960 84,799 (64,532) 41,135 890,425 10,116 64,409 1,502 1,290 1,548 40,406 6,940 54,119 (11,188) 15,676 342,379 710 3,776 502 18 329 30,717 3,609 11,917 (2,861) 14,503 243,831 17,147 46,366 4,576 213 16,361 3,609 11,917 1,727 14,503 310,714 23,913 45,070 3,269 752 283 16,709- 1,325,315 1,085,058 443,978 355,662 432,466 - - - 93,723 173,366 55,156 (898) 893 (5) IFRS 2009 2008 N'million N'million N-GAAP 158,764 5,227 2,578 7,805 68,155 18,023 1,321 19,344 58,313 2,120 (501) 1,619 N-GAAP 59,864 (5,944) 1,356 (4,588) Earnings/(Loss) per share (Basic) 42k 69k 12k (1k) (0k) Number of business offices 511 578 256 256 240 Gross earnings Profit /(Loss) before taxation Income tax Profit/(Loss) after taxation 102