AFRICA PRUDENTIAL : QUARTER 5 - FINANCIAL STATEMENT FOR 2022

AFRICA PRUDENTIAL PLC

ANNUAL REPORT

FOR THE YEAR ENDED 31 DECEMBER 2022

LAGOS, NIGERIA

AFRICA PRUDENTIAL PLC

ANNUAL REPORT

FOR THE YEAR ENDED 31 DECEMBER 2022

CONTENTS	PAGE
Corporate information	1
Report of the directors	2
Corporate governance report	6
Sustainability and corporate social responsibility report	12
Statement of directors' responsibilities in relation to the preparation of the financial statements	14
Report of the statutory audit committee	15
Statement of corporate responsibility for the financial statements	16
Independent auditor's report	17
Statement of profit or loss and other comprehensive income	22
Statement of financial position	23
Statement of changes in equity	24
Statement of cash flows	25
Notes to the financial statements	26
Other National Disclosures:
Value added statements	56
Five-year financial summary	57

AFRICA PRUDENTIAL PLC

CORPORATE INFORMATION

FOR THE YEAR ENDED 31 DECEMBER 2022

Chairman	Chief (Mrs.) Eniola Fadayomi FIOD MFR
Directors	Mr. Obong Idiong	Managing Director
	Mr. Samuel Nwanze	Non-Executive Director
	Mr. Peter Elumelu	Non-Executive Director
	Mr. Peter Ashade	Non-Executive Director
	Mr. Emmanuel Nnorom	Non-Executive Director
	Mrs. Fumbi Chima	Independent Non-Executive Director
	Mrs. Zubaida Mahey Rasheed	Independent Non-Executive Director
Registered Office	220b, Ikorodu Road
	Palmgrove, Lagos
Company Secretary	Joseph Jibunoh
	Africa Prudential Plc
	220b, Ikorodu Road
	Palmgrove
	Lagos
Auditor	Ernst & Young
	UBA House, 10th and 13th Floors
	57 Marina, Lagos
Bankers	United Bank for Africa Plc
	UBA House; 57, Marina, Lagos Island, Lagos.
	JAIZ Bank Plc
	Kano House; 73, Ralph Shodeinde Street, Central Business District, Garki Abuja.
	Stanbic IBTC Plc
	220, Herbert Macaulay Way, Yaba, Lagos.
RC No.	649007

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AFRICA PRUDENTIAL PLC

REPORT OF THE DIRECTORS FOR THE YEAR ENDED 31 DECEMBER 2022

The Directors are pleased to present their report on the affairs of the Company, together with the Audited Financial Statements and auditor's report for the year ended December 31, 2022.

LEGAL FORM AND PRINCIPAL ACTIVITIES

Africa Prudential Plc was originally incorporated as UBA Registrars Ltd on March 23, 2006. The Company subsequently changed its name to Africa Prudential Registrars Plc on August 10, 2011, and was listed on the Nigerian Exchange (NGX) in January 2013. To expand its business portfolio, the Company acquired UAC Registrars Ltd in June 2013.

To enhance its market competitiveness and diversified business interests, the Company changed its name to Africa Prudential Plc, following a special resolution passed by the Members in General Meeting on March 28, 2017.

Africa Prudential Plc primarily carries on the business of registrar and investor relation service in accordance with its Memorandum and Articles of Association. As part of its business diversification strategy, it has expanded its business activities to provision of digital solutions for businesses. Its flagship digital solutions product known as EasyCoop is a unique software, which is aimed at aiding the administration of Cooperative Societies in Nigeria and other digital business solutions.

The Company's competency in digital technology covers advanced Agile and other Software Development Life Circle (SDLC) Methodologies, Biometrics management, Cyber Security, Cloud Computing, Design thinking / Product Development Labs, Blockchain technology, among others. The Company deploys Platform as a Service (PaaS) and Software as a Service (SaaS) which are scalable for various sizes of organizations.

RESULTS FOR THE YEAR

The following is the summary of the performance of the Company during the year under review as compared with the previous year:

in thousands of Nigerian Naira	2022	2021
Gross earnings	4,165,030	3,617,982
Operating expenses	(1,998,868)	(1,611,911)
Profit before income tax expense	2,166,162	2,006,071
Income tax expenses	(672,913)	(591,404)
Profit after tax	1,493,249	1,414,667
Proposed dividend	1,000,000	1,000,000
	2022	2021
Proposed dividend	1,000,000	1,000,000
Retained profit at the end of the year	493,249	414,667

DIRECTORS

Record of Directors' Attendance at Meetings

Pursuant to Section 284(2) of the Companies and Allied Matters Act, 2020, the records of Director's attendance at Board meetings during the year under review will be available for inspection at the Annual General Meeting.

Board Composition

As of 31 December, 2022, the Company had eight (8) Directors all of whom held office in the year under review. Their biographies are contained in the Annual Report and are incorporated into this Report by reference. The appointment, removal or re-appointment of Directors is governed by the Company's Articles of Association, the Companies and Allied Matters Act, 2020 as well as relevant Board and governance policies. Also, these documents set out the rights and obligations of the Directors.

Directors Interests in Contracts

None of the Directors has notified the Company, for the purpose of Section 303 of the Companies and Allied Matters Act, 2020, of any declarable interest in Contracts in which the Company is involved.

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AFRICA PRUDENTIAL PLC

REPORT OF THE DIRECTORS FOR THE YEAR ENDED 31 DECEMBER 2022- Continued

Directors and their Interests in the Shares of the Company

Directors' interests in the issued share capital of the Company as recorded in the Register of Members and/or as notified by the Directors in compliance with Sections 301 and 302 of the Companies and Allied Matters Act, 2020 and the Listing Requirements of the Nigerian Exchange were as follows:

NAME	31 December 2022	31 December 2021
	DIRECT	INDIRECT	DIRECT	INDIRECT
Chief (Mrs) Eniola Fadayomi	4,006,060	Nil	4,006,060		Nil
Mr. Peter Ashade	1,703,864	Nil	2,703,864		Nil
Mr. Samuel Nwanze	83,009	Nil	83,009		Nil
Mr. Peter Elumelu	13,891	Nil	13,891		Nil
Mr. Emmanuel Nnorom	Nil	10,558,865	Nil		10,558,865
Mrs. Zubaida Mahey Rasheed	Nil	Nil	Nil		Nil
Mrs. Funmibi Chima	Nil	Nil	Nil		Nil
Mr. Obong Idiong	4,275,876		3,796,848		Nil

The details of indirect shareholding of Directors in the issued share capital of the Company is as below:

S/N	NAME	COMPANY	INDIRECT HOLDINGS	TOTAL INDIRECT HOLDINGS
1	MR EMMANUEL NNOROM	VINES FOOD LTD	10,558,865	10,558,865

Alternate Directorship

There was no alternate directorship during the year under review.

SHAREHOLDING

The issued and fully paid up share capital of the Company is N1,000,000,000 (One Billion Naira) divided into 2,000,000,000 ordinary shares of N0.50k each.

In terms of significant shareholding (5% and above), the Register shows that International Equity Capital is the largest shareholder with 519,000,000 units of shares. The table below is instructive.

PARTICULARS OF SHAREHOLDER	NUMBER OF SHARES			%
INTERNATIONAL EQUITY CAPITAL			519,000,000			26%
SHAREHOLDING ANALYSIS
		2022		2021
S/N	Holder Type	Holder Count	Holdings	Holder Count	Holdings
1	CORPORATE	5,211		1,250,566,989	5,297		1,259,073,330
	FOREIGN	106		17,317,503	98		14,742,230
2	GOVERNMENT	18		2,241,273	18		2,241,273
3	INDIVIDUAL	252,220		710,216,367	253,087		710,390,052
4	INSTITUTION	165		1,607,851	167		1,634,791
5	JOINT	614		9,915,165	611		10,447,429
6	PENSION	10		8,134,852	10		1,470,895
TOTAL		258,344		2,000,000,000	259,288		2,000,000,000

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