ETERNA : QUARTER 5 - FINANCIAL STATEMENT FOR 2022

Eterna Plc

Annual Report, Consolidated and Separate Financial Statements

For the year ended 31 December 2022

Eterna Plc

Annual Report, Consolidated and Separate Financial Statements

For the year ended 31 December 2022

Table of Contents
Directors, professional advisers, etc	i
Directors' report	ii
Statement of Directors' responsibilities	v
Certification of financial statements	vi
Report of the audit committee	vii
Independent Auditor's opinion	1
Consolidated and separate statement of profit or loss and other comprehensive income	4
Consolidated and separate statement of financial position	5
Consolidated and separate statement of changes in equity	6
Consolidated and separate statement of cash flows	7
Notes to the consolidated and separate financial statements	8
Consolidated and separate value-added statement	44
Consolidated five-year financial summary	45
Separate five-year financial summary	46

	Eterna Plc
	Annual Report, Consolidated and Separate Financial Statements
	For the year ended 31 December 2022
Directors, professional advisers, etc.
Directors:
Dr. Gabriel Ogbechie, OON	- Chairman - Appointed 20th October 2021
Mr. Nnamdi Obiagwu	- Managing Director/CEO - Appointed 1st September 2020. Resigned April 2022
Ms. Phoebean Ifeadi	- Executive Director -Appointed 20th October 2021
Mrs. Godrey Ogbechie	- Non-Executive Director - Appointed 20th October 2021
Mr. Anibor Kragha	- Independent Non-Executive Director - Appointed 20th October 2021
Mr. Emmanuel Omuojine	- Non-Executive Director - Appointed 20th October 2021
Barr. Okechukwu Omezi	- Independent Non-Executive Director - Appointed 20th October 2021
Dr. Akinwande Ademosu	- Independent Non-Executive Director - Appointed 1st March 2022
Mr. Benjamin Nwaezeigwe	- Executive Director - Appointed 1st March 2022.
	- Managing Director - Appointed 1st August 2022.

Company Secretary:

Mandella Golkus

Registered Office:

5a, Oba Adeyinka Oyekan Avenue

(formerly Second Avenue)

Ikoyi

Lagos, Nigeria

Company registrar:

Greenwich Registrars & Data Solutions Limited

274 Murtala Muhammed Road

Yaba

Lagos.

Auditors:

Deloitte & Touche

Civic Towers

Ozumba Mbadiwe Avenue

Victoria Island

Lagos

Nigeria.

Principal Solicitors:

1. Olaniwun Ajayi LP
2. Templars and Associates
3. Akabogu & Associates
4. Oluwakemi Balogun LP

Principal Bankers:

1. United Bank for Africa Plc
2. Nova Merchant Bank Ltd
3. Union Bank of Nigeria Plc
4. First Bank Nigeria Limited
5. Fidelity Bank Plc

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Eterna Plc

Annual Report, Consolidated and Separate Financial Statements

For the year ended 31 December 2022

Directors' report

The Directors submit their report together with the audited financial statements for the year ended 31 December 2022 which disclose the state of affairs of the Group and the company.

Legal form and address

Eterna Plc was incorporated in Nigeria as a private limited liability Company in 1989. In 1997, it became a public Company. The Company's shares which are currently quoted on the Nigerian Stock Exchange (NSE) were first listed in August 1998. The Company is domiciled in Nigeria. Its registered office address is:

5a Oba Adeyinka Oyekan Avenue (Formerly Second Avenue)

Ikoyi Lagos

Principal activities

Eterna Plc manufactures and sells lubricating oils and petrochemicals; the Company imports and sells bulk petroleum products including Premium Motor Spirit ("PMS"), Automotive Gas Oil ("AGO"), Low Pour Fuel Oil ("LPFO"), Base Oils and Bitumen. The Company's activities also include Bunkering, Gas Distribution and Marketing (Liquefied Petroleum Gas ("LPG") and Natural Gas ("NG"), Offshore and Onshore Oil Services, Gas Processing, Trading in Crude Oil and other refined petroleum products.

Results and dividend

The Group's results for the year are set out on page 4. The profit after tax for the year of N1.01billion (2021: N1.1billion loss) has been transferred to retained earnings.

The Board of Directors has proposed dividend of 15k per ordinary share of 50k each. The dividend is subject to deduction of withholding tax at the rate applicable at the time of payment. The Group achieved consolidated revenue of N116 billion representing overall percentage increase of 42% compared with N82 billion revenue in 2021.

The gross profit increased by 111% in 2022 to N8.99 billion compared to gross profit of N4.26 billion achieved in 2021.

Directors

The Directors who held office during the reporting year were:

Name
Mr. Nnamdi Obiagwu (Managing Director/CEO)	Appointed as MD/CEO 1st September 2020
	Resigned 1st April 2022
Mr. Benjamin Nwaezeigwe	Appointed Executive Director 1st March 2022
	Appointed as MD/CEO 1st August 2022
Mrs. Phoebean Ifeadi	Appointed as Executive Director 20th October 2021
Dr. Gabriel Ogbechie, OON	Appointed as Chairman on 20th October 2021
Mrs. Godrey Ogbechie	Appointed as Non-Executive Director 20th October 2021
Mr. Anibor Kragha	Appointed as Non-Executive Director 20th October 2021
Mr. Emmanuel Omuojine	Appointed as Non-Executive Director 20th October 2021
Barr. Okechukwu Omezi	Appointed as Non-Executive Director 20th October 2021
Dr. Akinwande Ademosu	Appointed as Non-Executive Director 1st March 2022

Directors' interest in contracts

None of the Directors has notified the Company for the purpose of section 303 of the Companies and Allied Matters Act of their direct or indirect interest in contracts or proposed contracts with the Company during the year.

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Eterna Plc

Annual Report, Consolidated and Separate Financial Statements

For the year ended 31 December 2022

Directors' report (cont'd)

Directors' shareholding

The direct and indirect interests of Directors in the issued share capital of the Company as recorded in the register of Directors' shareholdings and/or as notified by the Directors for the purposes of sections 301 and 302 of the Companies and Allied Matters Act and the listing requirements of the Nigerian Stock Exchange are as follows:

Director	No of shares	No of shares
	held	held
	31 Dec 2022	31 Dec 2021
Mr. Nnamdi Obiagwu	-	331,103
Mr. Emmanuel Omuojine	20,186	-
Mrs. Godrey Ogbechie	150,000	-

Indirect Shareholding	Represented By:
Preline Limited	Dr. Gabriel Ogbechie, OON, Mrs. Godrey
	Ogbechie	819,319,923	805,213,517
Norsworthy Investment	Dr. Gabriel Ogbechie, OON, Mrs. Godrey
Limited	Ogbechie	34,062,967	34,062,967

Shareholding structure

Range		No of shareholders		No of shares	Percentage
1 - 1,000				8,868		4,759,073	0.36%
1,001 - 5,000				10,398		24,990,388	1.92%
5,001 - 10,000				2,812		20,596,134	1.58%
10,001 - 50,000				3,222		67,414,517	5.17%
50,001 - 100,000				446		32,300,855	2.48%
100,001 - 500,000				389		79,325,672	6.08%
500,001 - 1,000,000				43		31,560,068	2.42%
1,000,001 - 5,000,000				42		92,506,840	7.09%
5,000,001 - 100,000,000				11		131,371,177	10.07%
100,000,001 and above		1		819,319,923	62.82%
Total			26,232		1,304,144,647	100%

According to the register of members as at 31 December 2022, the following shareholders of the Company held more than 5% of the issued share capital of Eterna Plc.

	2022		2021
Shareholder	No of shares held	Percentage	No of shares held	Percentage
Preline Limited	819,319,923	62.82%	805,213,517	61.74%

Research and development

The Group, in its continuous efforts to ensure that its products are the best available in the market using modern and efficient manufacturing processes, continues to invest in research and development.

Employment of disabled persons

The Group has a policy of fair consideration of job applications by disabled persons having regard for their abilities and aptitude. The Company's policy prohibits discrimination of disabled persons in the recruitment, training and career development of its employees.

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