OANDO : QUARTER 5 - FINANCIAL STATEMENT FOR 2020

Annual reports

Consolidated and separate financial statements 31 December 2020

Annual reports and consolidated financial statements For the year ended 31 December 2020

TABLE OF CONTENTSDirectors and professional advisers Directors' report

Corporate responsibility for financial reports Statement of directors' responsibilities Report of the Audit Committee

Report of the independent auditorsConsolidated and separate financial statements: Statement of profit or loss

Statement of other comprehensive income Statement of financial position

Statement of changes in equity

Statement of cash flows

Note

• 1 General information

• 2 Basis of preparation

• 3 Changes in accounting policies and disclosures

• 4 Basis of consolidation

• 5 Other significant accounting policies

• (a) Segment reporting

• (b) Revenue from contracts with customers

• (c) Property, plant and equipment

• (d) Intangible assets

• (e) Impairment of non-financial assets

• (f) Financial instruments

• (g) Accounting for leases

• (h) Inventories

• (i) Share capital

• (j) Cash and cash equivalents

• (k) Employee benefits

• (l) Provisions

• (m) Current income and deferred tax

• (n) Dividend

• (o) Upstream activities

• (p) Impairment

• (q) Non-current a(rs)sPertosd(uocrtion underlift and overlift

• (s) Fair value

• (t) Offshore processing arrangements

• (u) Investment properties

• 6 Significant accounting judgements, estimates and

• 7 Financial risk management

• 8 Segment information

Page

Note

3

• 9 Other operating income/(expense)

  4

• 10 Expenses by nature of operating profit

  7

• 11 Employees benefit expenses

  8

• 12 Finance costs, net

  9

• 13 Income tax (credit)/expense

  10-15

• 14 Basic and diluted loss per share

• 15 Property, plant and equipment

• 16 Intangible assets

  16 17 18 20 22

• 17 Right-of-use assets

• 18 Investment properties

• 19 Investment in associates accounted for using the equity method

• 20 Deferred income tax liabilities and deferred income tax assets

• 21 Derivative financial assets

• 22 Finance lease receivables

• 23 Non-current receivables

  23 24

• 24 Inventories

• 25 Trade, other receivables and contract assets

  24 25

• 26 Deposit for shares

• 27 Prepayments

• 28 Financial assets at fair value through profit or loss

  28 28 30 30

• 29 Investment in subsidiaries

• 30 Short term investments

• 31 Cash and bank balances

• 32 Discontinued operations and disposal groups held for sale

  31

• 33 Share capital and share premium

  31

• 34 Other reserves

  33

• 35 Borrowings

  34

• 36 Decommissioning provisions

  34

• 37 Lease liabilities

  34

• 38 Retirement benefit obligations

  34

• 39 Trade and other payables

  35

• 40 Dividend payable

  35

• 41 Supplementary cash flows information

  36

• 42 Related party transactions

  36

• 43 Commitments

  37

• 44 Events after the reporting period

  37

• 45 Contingent liabilities

  37

• 46 Subsidiaries' information

  37

• 47 Financial instruments by category

  38

• 48 Upstream activities

  38

• 49 Going concern

  38

  Other National Disclosures:

  42

  • (i) Value Added Statement

    57

  • (ii) Five-Year Financial Summary (2016 -

  2020)

Page

60

61

61

62

62

63

64

65

67

67

68 71 72 72 73 75 75 75 76 76

76 77 77 77

77

78

78

80

80

80

81

82

83

84

87

87

91

92

93

95

96 97 98-99

Directors and Professional Advisers For the year ended 31 December 2020

DirectorsCompany Secretary and Chief Compliance Officer

Registrars

HRM. Oba Adedotun Gbadebo, CFR	(Chairman, Non-Executive Director)
Mr. Jubril Adewale Tinubu	(Group Chief Executive)
Mr. Omamofe Boyo	(Deputy Group Chief Executive)
Mr. Olufemi Adeyemo	(Group Chief Financial Officer; Executive Director, Resigned February 18 2022)
Mr. Muntari Zubairu	(Group Chief Corporate Services & Operations Officer; Executive Director, Resigned December 23
2021)
Dr. Ainojie Alex Irune	(Group Executive Director- Appointed August 9, 2019)
Mr. Tanimu Yakubu	(Non-Executive Director)
Mr. Ike Osakwe	(Non-Executive Director)
Mr. Ademola Akinrele, SAN	(Non-Executive Director)
Alhaji Bukar Goni Aji	(Non-Executive Director, Resigned December 23 2021)
Ayotola Jagun (Ms)

First Registrars and Investor Services Limited

Registered Office

17a The Wings Complex, Ozumba Mbadiwe Avenue Victoria Island, Lagos

Auditors

BDO Professional Services ADOL House

Chartered Accountants

15, CIPM Avenue Central Business District, Alausa, Ikeja

Lagos, Nigeria.

Bankers

Access Bank PLC Access Bank UK Afrexim

Bank of Montreal Canada BNP

Ecobank Nigeria Ltd Ecobank Sao Tome e Principe Emirates NBD

Fidelity Bank Plc First Bank (UK)

First Bank of Nigeria Limited

First City Monument Bank Limited (FCMB) Guaranty Trust Holding Company Heritage Bank PLC

ING Bank Investec Bank Keystone Bank Limited Mauritius Commercial Bank National Bank of Fujairah (NBF) Providus bank

Stanbic IBTC Holdings PLC Standard Bank of South Africa Ltd Standard Chartered Bank (Nig.) Ltd Suntrust Bank Nigeria Limited Union Bank of Nigeria PLC United Bank for Africa PLC United Bank for Africa, New York Zenith Bank PLC

Directors' report

For the year ended 31 December 2020

The directors submit their Report together with the audited consolidated and separate financial statements for the year ended 31 December 2020, which disclose the state of affairs of the Group and Company.

1

Principal Activity

The principal activity of Oando PLC ("the Company") locally and internationally is to have strategic investments in energy companies in addition to supply of oil and gas products to customers. The Company was involved in the following business activities during the year reviewed:

a) Exploration and production (E & P) - Oando Energy Resources Inc., Canada, engaged in production operations and other E & P companies operating within the Gulf of Guinea; and

b) Supply and trading of petroleum products - Oando Trading Dubai, Oando Trading Bermuda and Oando PLC.

The Company's registered address is 17a The Wings Office Complex, Ozumba Mbadiwe Avenue, Victoria Island, Lagos, Nigeria.

2

Results

The Group's net loss for the year of N118.1 billion and Company's net loss of N45.3 billion attributable to owners of equity have been transferred to retained earnings.

Group

Company

3

4

31-Dec-20	31-Dec-19	31-Dec-20	31-Dec-19
N'000	N'000	N'000	N'000
Revenue	477,070,471	576,571,857	320,702,465	424,734,190
Loss before income tax from operations	(134,282,770)	(377,414,971)	(44,507,463)	(62,090,219)
Income tax (expense)/credit	(6,391,693)	170,336,677	(801,756)	(1,061,835)
Loss for the year from operations and for the year	(140,674,463)	(207,078,294)	(45,309,219)	(63,152,054)
Loss attributable to owners of the parent	(118,149,391)	(171,821,040)	(45,309,219)	(63,152,054)
Dividend
The directors do not propose dividend for the year ended 31 December 2020 (2019: nil).
Directors

• i. The names of the present directors and those that served during the year are listed on page 3.

• ii. According to the Register of Directors' shareholding, the interests of directors in the issued share capital of the Company for the purposes of section 30 part 1 of schedule 5 of the Companies and Allied Matters Act, 2020, are as follows:

Direct

Indirect

HRM. Oba A. Gbadebo, CFR	437,500	Nil
Mr. Jubril Adewale Tinubu*	Nil	3,670,995
Mr. Omamofe Boyo*	Nil	2,354,713
Mr. O. Adeyemo	1,723,898	Nil
Mr. Muntari Zubairu**	1,000,000	Nil
Dr. Ainojie Alex Irune	Nil	Nil
Alhaji Bukar Goni Aji **	Nil	Nil
Mr. Ademola Akinrele	96,510	Nil
Mr. Ike Osakwe	139,343	Nil
Mr. Tanimu Yakubu	5,999,947	5,998,700

*Additional shares: Ocean and Oil Investments Limited (OOIL) owns approximately 75,000,000 (0.61% of total number of shares) shares in the Company. Mr. Jubril Adewale Tinubu and Mr. Omamofe Boyo own 0.34% and 0.13% respectively in the Company through OOIL.

*Ocean and Oil Development Partners Limited (OODP) owns 7,131,736,673 shares (representing 57.37% of the total number of shares) in the Company. OODP is ultimately owned 66.67% by the Group Chief Executive and 33.33% by the Deputy Chief Executive of the Company at year end.

**Alhaji Bukar Goni Aji and Mr. Muntari Zubairu represented the interest of Alhaji Dahiru Bara'u Mangal. Alhaji Dahiru Bara'u Mangal owned 15.92% of Oando PLC during the year ended 31 December 2020.

Directors' report (cont'd)

• For the year ended 31 December 2020

• 5 Contracts

  In accordance with section 303 of the Companies and Allied Matters Act, 2020 and Article 115 of the Company's Articles of Association, directors who had interest in contracts during the year had notified and declared their interest to the Company to the effect that they were members or held shareholding of companies which could be regarded as having an interest in the contract. Such directors' interests are noted in the respective minutes of board meetings.

• 6 Directors' Responsibilities

  The directors are responsible for the preparation of annual consolidated financial statements, which have been prepared using appropriate accounting policies, supported by reasonable and prudent judgements and estimates, in conformity with International Financial Reporting Standards issued by the International Accounting Standards Board, Companies and Allied Matters Act, 2020 and the Financial Reporting Council of Nigeria Act No 6, 2011. In doing so, the directors have the responsibilities as described on page 8 of these consolidated financial statements.

• 7 Shareholdings

  As of 31 December 2020, the range of shareholdings of the Company was as follows:

  10,001	50,000
  50,001	100,000
  100,001	500,000
  500,001
  1,000,001
  5,000,001

  No of
  Shareholders	% of	No of shares	% of
  Within Range	Holders	Within Range	Shareholding
  168,374	62.34	61,427,608	0.49
  71,601	26.51	149,650,653	1.20
  11,958	4.43	86,334,638	0.69
  12,800	4.74	282,671,969	2.27
  2,232	0.83	160,970,748	1.29
  2,377	0.88	503,242,830	4.05
  1,000,000	345	0.13	251,681,488	2.02
  5,000,000	315	0.12	614,463,653	4.94
  10,000,000	37	0.01	252,336,969	2.03
  10,000,001	- 50,000,000	31	0.01	682,281,429	5.49
  50,000,001	- 100,000,000	5	0.00	370,952,473	2.98
  100,000,001	- 12,431,412,481	7	0.00	9,015,398,023	72.55
  270,082	100.00	12,431,412,481	100.00

  Range of Shareholding

  1 - 1,000

  1,001 - 5,000

  5,001 - 10,000

  -

  -

  -

  -

  -

  -

• 8 Property, Plant and Equipment

  Changes in the value of property, plant and equipment (PPE) were mainly due to additions, depreciation, disposals and exchange differences as shown in Note 15 to these consolidated financial statements. In the opinion of the directors, the market value of the Group's property, plant and equipment is not lower than the value shown in these consolidated financial statements.

• 9 Donations/Charitable gifts

  The Company through its subsidiary, Oando Foundation, made most of the following donations during the year under review:

Description	Amount
N
I	Scholarship award for 301 pupils across 22 states and the FCT	9,692,120
II	Scholarship award for beneficiary of the Ebola Education Support Fund	100,000
9,792,120