RC: 640303

NOTORE CHEMICAL INDUSTRIES PLC

ANNUAL REPORT, CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

NOTORE CHEMICAL INDUSTRIES PLC

Annual report, consolidated and separate financial statements

For the year ended 31 December 2022

Table of Contents

Corporate information

i

Directors' report

ii

Corporate governance report

xii

Corporate social responsibility report

xviii

Statement of Directors' responsibilities

xx

Certification of financial statements

xxi

Report of audit committee

xxii

Independent Auditors' report

1

Consolidated and separate statements of profit or loss and other comprehensive income

6

Consolidated and separate statements of financial position

7

Consolidated and separate statements of changes in equity

8

Consolidated and separate statements of cash flows

10

Notes to the annual, consolidated and separate financial statements

11

Consolidated and separate statements of value added

79

Five-year financial summary - group

80

Five-year financial summary - company

81

NOTORE CHEMICAL INDUSTRIES PLC

Annual report, consolidated and separate financial statements

For the year ended 31 December 2022

Corporate information

Directors

Mr. Onajite P. Okoloko

Mr. Michael Osime

Engr. Mike Orugbo, JP

Mr. Ike Osakwe

Mr. Michael Jansa

Mr. Hassan Badrawi

Mr. Bashir Lebada

Mr. Femi Agbaje

Mr. Ohis Ohiwerei

Group Managing Director/CEO

Mr. Tseyi Hammond

Mr. Ovie Ukiri

Mr. Ebiaho Emafo

Deputy Managing Director

Mr. Yusufu Pam

(Appointed on 29th April, 2022)

Company Secretary

Mrs. Otivbo Saleh

6th Floor, Keystone Bank Building

1, Keystone Bank Crescent

off Adeyemo Alakija Street

Victoria Island

Lagos

Auditors

Deloitte & Touche

Chartered Accountants

Civic Towers

Plot GA1, Ozumba Nbadiwe Avenue

Victoria Island

Lagos

Registered Office

Notore Industrial Complex

Onne

Rivers State

Nigeria

Registration Number

640303

Principal Bankers

African Export-Import Bank

Ecobank Nigeria Plc

First City Monument Bank Plc

Polaris Bank Limited

Union Bank of Nigeria Plc

United Bank for Africa Plc

i

NOTORE CHEMICAL INDUSTRIES PLC

Annual report, consolidated and separate financial statements

For the year ended 31 December 2022

Directors' report

In accordance with the provisions of the Companies and Allied Matters Act, 2020, the Directors of Notore Chemical Industries Plc hereby present their Report together with the Audited Consolidated and Separate Financial Statements for the year ended 31st December 2022 to the members of the Company.

INCORPORATION AND ADDRESS

Notore Chemical Industries Plc was incorporated in Nigeria on 30th November 2005, as a private limited liability company, and is domiciled in Nigeria. Its registered office address is Notore Industrial Complex, Onne, River State, Nigeria. On 13th June 2014, the Company was re-registered as a public limited liability company and was quoted on the Main Board of The Nigerian Exchange Limited (Formerly known as the Nigerian Stock Exchange) on 2nd August 2018.

PRINCIPAL ACTIVITIES

The principal activities of the Company are to manufacture, treat, process, produce, supply and deal in nitrogenous fertilizer and all substances suited to improving the fertility of soil and water. The Company has a 500,000 Metric Tonne Urea Plant and a 600,000 Metric Tonne of NPK Blending Plant in Onne, Rivers State, Nigeria. The principal activities of the Company's subsidiaries are as disclosed in Note 8 to the Financial Statements.

RESULTS

The Group's results for the period ended 31 December 2022 are as stated on page 6. The net loss for the year ended 31 December 2022 is N7.2 billion (2021: N9.6 billion) and same has been transferred to Shareholders' equity.

DIRECTORS

The Directors who held office during the period to the date of this report were:

Mr. Onajite P. Okoloko

Nigerian

Mr. Michael Osime

Nigerian

Engr. Mike Orugbo, JP

Nigerian

Mr. Ike Osakwe

Nigerian

Mr. Michael Jansa

American

Mr. Hassan Badrawi

Egyptian

Mr. Bashir Lebada

Canadian

Mr. Femi Agbaje

Nigerian

Mr. Ohis Ohiwerei

Nigerian (Group Managing Director/CEO)

Mr. Tseyi Hammond

Nigerian

Mr. Ovie Ukiri

Nigerian

Mr. Ebiaho Emafo

Nigerian (Deputy Managing Director)

Mr. Yusufu Pam

Nigerian

DIRECTORS' SHAREHOLDING

The shareholding interests of the 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, 2020 are as follows:

ii

NOTORE CHEMICAL INDUSTRIES PLC

Annual report, consolidated and separate financial statements

For the year ended 31 December 2022

Directors' report (cont'd)

Directors

Number of

Number of

shares held at

shares held at

31st December

31st December

2022

2021

Mr. Onajite P. Okoloko (Indirect - Notore Chemical Industries (Mauritius)

Ltd and Okmine Global Services Ltd)

1,238,274,438

1,238,274,438

Mr. Michael Osime (Indirect - Notore Chemical

Industries (Mauritius) Ltd)

1,234,055,768

1,234,055,768

Engr. Mike Orugbo, JP

34,333,330

34,333,330

Mr. Ike Osakwe

Nil

Nil

Mr. Michael Jansa

Nil

Nil

Mr. Hassan Badrawi

Nil

Nil

Mr. Bashir Lebada

Nil

Nil

Mr. Femi Agbaje

Nil

Nil

Mr. Ohis Ohiwerei

Nil

Nil

Mr. Tseyi Hammond

Nil

Nil

Mr. Ovie Ukiri

Nil

Nil

Mr. Ebiaho Emafo

Nil

Nil

During the year under review, in addition to Mr. Onajite P. Okoloko, Mr. Michael Osime and Mr. Ike Osakwe, the other Directors representing Notore Chemical Industries (Mauritius) Limited on the Board are Mr. Mike Jansa and Mr. Hassan Badrawi. Mr. Tseyi Hammond and Mr. Yusufu Pam represents TY Holdings Limited on the Board of Notore Chemical Industries Plc.

OUR EQUITY

The shares of Notore Chemical Industries Plc were admitted to trading on the Main Board of The Nigerian Exchange Limited on 2nd August, 2018. Given its market capitalization, Notore Chemical Industries Plc. currently ranks amongst the topmost companies on The Nigerian Exchange Limited with a share price of N62.50kobo per share. The Authorised Share Capital of the Company is N2,000,000,000, divided into four billion Ordinary Shares of 50kobo each with about 705 Shareholders as at 31 December 2021.

The Issued Share Capital as at 31 December 2022, stood at N806,033,100 divided into 1,612,066,200 Ordinary Shares of 50kobo each. As at 31 December, 2022, Notore Chemical Industries (Mauritius) Limited had a majority shareholding of approximately 76.55% with about 23.45% being held by other Nigerians and Foreign Investors.

SHAREHOLDING

According to the Register of Members, as at 31 December 2022, the spread of shareholding in the Company is as follows:

Share Range

Number Of

% of

Number Of

% Shareholding

Shareholders

Shareholder

Holdings

1

10,000

689

97.7305

121,205

0.01

10,001

50,000

4

0.5674

73,894

0.00

100,001

500,000

1

0.1418

123,778

0.01

500,001

1,000,000

2

0.2837

1,577,800

0.10

1,000,001

5,000,000

3

0.4255

12,101,170

0.75

10,000,001

50,000,000

2

0.2837

82,691,750

5.13

50,000,001

100,000,000

2

0.2837

151,691,205

9.41

100,000,001

500,000,000

1

0.1418

129,629,630

8.04

1,000,000,001

2,000,000,000

1

0.1418

1,234,055,768

76.55

TOTAL :-

705

100.00

1,612,066,200

100.00

iii

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Notore Chemical Industries plc published this content on 05 April 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 05 April 2023 19:40:06 UTC.