FNB Botswana

Integrated Report 2023

Introduction to FNB Botswana

OUR

PURPOSE

is to be a trusted partner committed to

NAVIGATING OUR REPORT

This report has been designed for an enhanced digital experience and navigation to ease readability on computer screens and mobile devices for your convenience.

Welcome to our 2023 integrated report

This integrated report (IR or report) reviews achievements for the financial year 1 July 2022 to 30 June 2023. It outlines our performance, emphasising key factors for First National Bank of Botswana Limited's (FNB Botswana or the Bank) commercial success and attractiveness as a secure investment, a reliable place for deposits, a reliable provider of integrated financial services and a model corporate citizen.

Our integrated report, financial results, accounting policies and press releases are available online at www.fnbbotswana.co.bw. Please share your feedback and opinions on our report by emailing investor@fnbbotswana.co.bw.

building a shared future of prosperity

2020 -2025

FNB Botswana's 2025 strategy was launched in 2020 to deliver sustainable growth over five years. Our strategy responds to a dynamic operating environment and ensures that we continue to focus on those matters that enable us to create value. The successful implementation of our strategy will bring our purpose to life: to be a trusted partner committed to building a shared future of prosperity.

Our strategic objectives are underpinned by digital transformation

OUR REPORTING SUITE FOR FY2023

Our reporting suite provides us with an opportunity to share our achievements for the year ended 30 June 2023. This suite is supplemented by various online publications, stakeholder communications and engagements, and additional information available on our website

www.fnbbotswana.co.bw

Navigating icons

I

PG

Read more in this report

King IV

Website information

refers to the King Code on

Corporate Governance

In this report

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Previous page

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Our capital inputs

We recognise the interconnectivity between the capital we use, which informs our decision making and strategic choices. We adapt to changes in the availability, quality, and affordability of our inputs, to remain a successful and sustainable business.

Financial

Manufactured

Human

Intellectual

Social and

Natural

relationship

Stakeholders

Clients

Shareholders

Suppliers

Media

Regulators

Communities

Government

Organised labour

Employees

CONTENTS

1

Inside front cover/ introduction

ii

Navigating our report

ii

2

2023 Performance at a glance

2

3

About this report

4

4

About FNB Botswana

6

Who we are

6

What we do

7

Operating corporate structure

7

Where we operate

8

Why we exist

10

FNB Botswana's value proposition

Who we serve

11

How we serve our clients

12

Why invest in FNB Botswana?

13

5

What drives our business

18

Material matters

18

Material matters matrix

20

6

Leadership reports

30

Chairperson's review

30

Chief Executive Officer's review

34

7

How we create value

40

Our business model

40

Our strategy

42

Strategy development, approval and

monitoring

43

Strategic objectives and focus areas in

FY2023

44

Segment review

54

Our stakeholders

58

Risk and opportunity management

64

8

Financial Performance

68

Chief Financial Officer's review

68

9

Sustainability

74

Approach to sustainability

74

Enviromental stewardship

79

How we contribute to economic and social

development

85

10

Shared value

86

11

Governance and remuneration

106

Governance

106

Board committees

123

Remuneration

132

12

Annual Financial Statements

140

13

Glossary

246

Shareholder information

248

14

Notice of Annual General Meeting

250

Form of proxy

253

We provide a full glossary for the terms and abbreviations

PG

used in this report on page 246.

Feedback

Your feedback is important to us, and we welcome your input to enhance the quality of our reporting.

Please send your comments or suggestions to investor@fnbbotswana.co.bw

1

First National Bank of Botswana Limited 2023 Integrated Report

Introduction to FNB Botswana

2023 performance at a glance

FNB Botswana remains committed to delivering value to our stakeholders through innovation, service excellence and adherence to the highest standards of corporate governance and capital management.

Strategic and shared value created

Value protection

Strong risk focus

Shared value

P3.8 billion

Financial value created

P17.3 billion

Gross loans and advances

(FY2022: P16.1 billion)

P24.2 billion

Client deposits

(FY2022: P22.2 billion)

P1.4 billion

Profit before tax

(FY2022: P1.2 billion)

32t

Ordinary dividend per share

(FY2022: 26t)

32%

Return on equity

(FY2022: 26%)

49%

Cost-to-income ratio

(FY2022: 51%)

Strategic and shared value created

Operational efficiencies

P14 million

Cost reduction through efficiencies

(FY2022: P14 million)

PGRead more about efficiencies realised on pages 46 to 47.

99%

Process mapping, documentation and governance

(FY2022: 98%)

56%

Business process optimisation

(FY2022: 55%)

2.7%

Process automation, digitalisation and robotics

(FY2022: 1.5%)

towards effective risk management

Further reading on pages 50 and 51.

PG

Solutionist people

80%

Culture Risk Assessment dipstick survey

(FY2022: 73%)

3.6%

Average organisational performance

rating

(FY2022: 3.8%)

P726 million

paid in employee benefits

(FY2022: P628 million)

PGFurther reading on pages 44 and 45.

transactional value through CashPlus

(FY2022: P2.0 billion)

P375 million

procurement through local companies

(FY2022: P336 million)

P304 million

taxes paid to Government

(FY2022: P272 million)

P9.3 million

total corporate social investment (CSI)

(FY2022: P6.8 million)

P7.5 million

invested in employee training and skills development

(FY2022: P4.7 million)

PGFurther reading on pages 52 and 53.

3

2

FNB Botswana Limited 2023 Integrated Report

About this report

About this report

We embrace integrated thinking to enhance decision making and deliver on our purpose to be a trusted partner committed to building a shared future of prosperity for all our stakeholders.

Scope and boundary

The report's content is derived from the regulatory universe listed below, the information needs of our financial capital providers, and matters considered significant for value creation. For further details on our materiality process, please refer to page 18.

Integrated

Annual

financial

Key reporting frameworks applied

report

statements

International Integrated Reporting Framework

King Report on Corporate Governance for South Africa, 2016 (King IV)1

International Financial Reporting Standards (IFRS)

Botswana Companies Act of 2007, as amended (Cap 42:01) (Companies Act) through the

Registrar of Companies

Non-Bank Financial Institutions Regulatory Authority Act of 2016 (Cap 46:08) through the

Non-Bank Financial Institutions Regulatory Authority

Banking Act of 1995 (Cap 46:04) (Banking Act) through the Bank of Botswana

Corporate Governance Principles for Banks through the Basel Committee on Banking

Supervision

Financial Reporting Act of 2020 through the Botswana Accountancy Oversight Authority

Botswana Stock Exchange Equity Listings Requirements, version 3.4, NBFIRA-approved with effect from 1 January 2019 (Botswana Stock Exchange Listing Requirements)

Board Governance Framework

Guidelines on Corporate Governance for Banks/ Financial Institutions Licensed and

Supervised by the Bank of Botswana on 22 November 2022

1 Copyright and trademarks are owned by the Institute of Directors in South Africa NPC and all of its rights are reserved.

The consolidated and separate annual financial statements (AFS) have been audited by the independent auditors, Deloitte and Touche PG(Botswana). See their report on page 140.

4

Materiality

Our material matters, detailed on pages 18 to 29 shape our strategy and guide the content of this report.

PG

The Board believes that the matters presented in this report provide a well-balanced mix of information, enabling readers to evaluate FNB Botswana's performance and prospects. This report concentrates on material issues, opportunities and challenges that significantly affect FNB Botswana's sustainability and our ability to provide consistent value to stakeholders.

Both the Board and management affirm that all reliable information has been disclosed to the best of their knowledge, and there are no legal barriers to disclosing material information.

Reporting time frames

We use the following general classifications when making timeframe references in this report:

Short term: Less than one year

Medium term: One to three years

Long term: Three to 10 years

Forward-looking statements

This report contains certain forward-looking statements about the Bank's anticipated performance, results, operations, and prospects. Although these statements represent our future expectations and judgements, the opinions are subject to known and unknown risks and uncertainties that could adversely impact our business and financial performance. Undue reliance should not be placed on such opinions, forecasts, or data. Forward-looking statements apply to the date on which they are made. The Bank does not undertake any obligation to publicly update or revise any of its opinions or forward-looking statements, whether to reflect new data, future events, or circumstances. The financial information on which the forward-looking statements are based has not been audited or reported on by FNB Botswana's independent external auditors.

Approval of the integrated report

Several internal stakeholders actively engaged in the development, review and approval process of this integrated report. The Audit Committee submitted both the annual financial statements and integrated report to the Board for approval.

After careful assessment, the Board verified that this integrated report offers a fair and balanced representation of the Bank's performance and prospects. The Board officially approved the report on 12 October 2023.

Balisi Mohumi Bonyongo

John Kienzley Macaskill

Michael William Ward

Chairperson

Non-Executive Director

Independent Non-Executive Director

Doreen Ncube

Ephraim Dichopase Letebele

Jabulani Richard Khethe

Independent Non-Executive Director

Independent Non-Executive Director

Independent Non-Executive Director

Naseem Banu Lahri

Massimo Marinelli

Asad Petkar

Independent Non-Executive Director

Independent Non-Executive Director

Independent Non-Executive Director

Louis Frans Jordaan

Steven Lefentse Bogatsu

Mbako Mbo

Non-Executive Director

Executive Director (Chief Executive Officer)

Executive Director (Chief Financial Officer)

5

First National Bank of Botswana Limited 2023 Integrated Report

About FNB Botswana

Who we are

FNB Botswana is one of nine licensed commercial banks in Botswana. The Bank provides individuals and businesses with a full range of integrated financial solutions. We operate in the retail, commercial and corporate segments. FNB Botswana is the largest company on the Botswana Stock Exchange (BSE) by market capitalisation and the largest bank in Botswana by balance sheet, profitability and client base.

Our Purpose

Our purpose is to be a trusted partner committed to building a shared future of prosperity.

Our Vision

We strive to be the world-class financial solutionist of choice, consistently delivering an unmatched

client experience.

Mission

Our empowered people provide vibrant spaces and use cutting-edge platforms to create sustainable shared value for all.

Creating shared value for our key stakeholders:

Clients

Employees

Shareholders

Regulators

Suppliers

Media

Communities

Organised labour

Government

Keeping our promises to our stakeholders

Deliver the best

Care for the

Build an

Create a culture

Speak your mind

Avoid intellectual

Fight for ethical

results for our

business as if it

environment

of sharing

and encourage

laziness and

conduct and

customers,

were your own

where everyone's

others to do the

question the

transparency

society and each

views are valued

same

status quo

other

6

What we do

We offer a diverse range of banking and related services accessible through our branches, automated teller machines (ATMs), automated deposit teller machines (ADTs), point-of-sale (POS) devices, CashPlus agency banking and digital banking, including Cellphone Banking, Online Banking and the FNB App, providing extensive and comprehensive banking options. The Bank has a toll-free24-hour Contact Centre and offers personalised banking services.

Our innovative CashPlus agency model expands our reach to underserved areas, enabling FNB Botswana clients to conveniently deposit, withdraw cash, purchase airtime and electricity at any FNB CashPlus agent within their community, thus reducing the necessity to visit a branch or ATM.

Operating corporate structure

FirstRand Limited

(SA)

FirstRand

FirstRand

FirstRand

FirstRand

FirstRand

International

Investment Holdings

Insurance Holdings

Bank Limited (SA)

EMA Holdings Limited

Limited(Gurnesey)

(Pty)Ltd (SA)

(Pty) Ltd (SA) 100%

100%

(SA) 100%

100%

100%

First National Bank

Holdings (Botswana)

Limited 100%

First National

First National Bank

FNB

Insurance Brokers

of Botswana Limited

Nominees (Pty)

100%

70%

Limited 100%

First Funding (Pty)

Financial Services

First National

Company (Pty)

Insurance Agency

Limited 100%

Limited 100%

(Pty) Limited 100%

7

First National Bank of Botswana Limited 2023 Integrated Report

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Disclaimer

First National Bank of Botswana Limited published this content on 12 October 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 13 October 2023 07:16:31 UTC.