TRANSNATIONAL CORPORATION PLC ANNUAL REPORT & FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2022

TRANSNATIONAL CORPORATION PLC

CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

Content

Page

Corporate Information

Directors' Report

Statement of Directors' Responsibilities

Certification of Financial Statements

3 4 10 11

Report of Statutor

y Audit C

ommittee

12

Consolidated and Separate Statements of Profit or Loss and Other Comprehensive Income

Consolidated and Separate Statements of Financial Position

13 17 18

Consolidated and

Separate

Statements of Changes in Equity

20

Consolidated and Separate Statements of Cash Flows

Notes to the Consolidated and Separate Financial Statements

Value Added Statement

22 23 105

Consolidated and

Separate

Five-Year Financial Summary

106

CORPORATE INFORMATION

Country of incorporation and domicile

Nigeria

Directors:

Mr. Tony O. Elumelu, CFR Mrs. Foluke Abdulrazaq Mrs. Owen Omogiafo

Mr. Emmanuel N. Nnorom Mr. Victor Famuyibo

Dr. Stanley Lawson Mr. Oliver Andrew Mallam Ahmadu Sambo Mrs. Toyin Sanni

Chairman

Vice Chairman / Independent Non-Executive Director President

Non-Executive Director Independent Non-Executive Director Non-Executive Director Independent Non-Executive Director Independent Non-Executive Director Non-Executive Director

Ag. Group Company Secretary:Mrs. Funmi OlofintuyiRegistered office:Registration number:

38 Glover Road Ikoyi

Lagos, Nigeria.

RC 611238

Registrars:

Africa Prudential Plc 220B Ikorodu Road Palmgrove, Lagos.

Principal bankers:

United Bank for Africa Plc First Bank of Nigeria LimitedAuditors:Investors Relations Manager:

Deloitte & Touche Chartered Accountants

Civic Towers, Plot GA 1 Ozumba Mbadiwe Avenue Victoria Island, Lagos

Nigeria.

Mr. Joseph Adegunwajoseph.adegunwa@transcorpgroup.com

Investors Relations Portal:

https://transcorpgroup.com/investor-relations/

TRANSNATIONAL CORPORATION PLC

CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2022

DIRECTORS' REPORT

The Directors have the pleasure of submitting their report on the consolidated and separate financial statements of Transnational Corporation Plcand the Group) for the year ended 31 December 2022.

1. PRINCIPAL ACTIVITIES

Thebusiness is the investment and operation of portfolio companies in the hospitality, power, oil and gas sectors. The Company has retained subsidiaries and affiliates providing services and sale of goods in these sectors.

2. REVIEW OF FINANCIAL RESULTS AND ACTIVITIES

Full details of the financial position, results of operations and cash flows of the Group and Company are set out on pages 17 to 22 of these consolidated and separate financial statements. The summarised results are presented below.

3.

Group

Company

2022

2021

2022

2021

N'000

N'000

N'000

N'000

Revenue

134,721,185

111,219,336

10,318,046

5,127,383

Gross profit

66,420,796

54,779,395

10,318,046

5,127,383

Profit before tax

30,276,333

27,998,554

8,439,745

4,022,153

Tax

(13,436,609)

(4,167,102)

(1,223,768)

(587,789)

Profit after tax

16,839,724

23,831,452

7,215,977

3,434,364

DIRECTORATE

4

The Directors in office at the date of this report are as follows:

Directors

Mr. Tony O. Elumelu, CFR Mrs. Foluke Abdulrazaq

Designation Chairman

Vice Chairman / Independent Non-Executive Director

Mrs. Owen Omogiafo

Mr. Emmanuel N. Nnorom Mr. Victor Famuyibo

Dr. Stanley Lawson Mr. Oliver Andrew Mallam Ahmadu Sambo Mrs. Toyin Sanni

President Non-Executive Director Independent Non-Executive Director Non-Executive Director Independent Non-Executive Director Independent Non-Executive Director Non-Executive Director

DIRECTORS' REPORT - Contd'

4. DIRECTORS INTERESTS IN SHARES

The interests of each Director in the issued share capital of the Company as recorded in the register of Directors' shareholding as at 31 December 2022 were as follows:

2022 Direct

2021 Direct

2022 Indirect

2021 IndirectDirectors

Designation

293,983,193 293,983,193

Mr. Tony O. Elumelu, CFR*

Chairman

273,104,041

273,104,041

273,545,722 273,545,722

Mrs. Foluke AbdulrazaqVice Chairman / Independent Non-Executive DirectorMrs. Owen Omogiafo

Mr. Emmanuel N. Nnorom**

Mr. Victor Famuyibo

Dr. Stanley Lawson Mr. Oliver Andrew

Mallam Ahmadu Sambo

Mrs. Toyin Sanni

President Non-Executive Director Independent Non-Executive Director Non-Executive Director Independent Non-Executive Director Independent Non-Executive Director Non-Executive Director

- 12,634,188

- 12,634,188

- --

-11,653,487

- - 11,653,487

300,000

-

-122,790,102

122,790,102

--

-

--

-

-31,506

31,506

-

- - - - -

*293,983,193 shares are held indirectly through HH Capital Limited and 273,545,722 shares are held indirectly through Heirs Holdings Limited.

**11,653,487 shares are held indirectly through Vine Foods Limited.

There have been no changes in beneficial interests that occurred between the end of the reporting year and the date of this report.

5.

None of the Directors notified the Company of any direct or indirect interest in contracts or proposed contracts with the Company during the year for the purpose of Section 303 of the Companies and Allied Matters Act, 2020.

6. ALTERNATE DIRECTORSHIP

There was no alternate directorship during the year under review.

7. DIVIDENDS

The Board of Directors have approved the payment of N2,032,399,514.65 (2021:N812,959,805.86), being 5 kobo per share on the outstanding ordinary shares of 40,647,990,293 shares of 50 kobo each for the year ended 31 December 2022. This is subject to shareholders declaration of same as dividend for the year at the next Annual General Meeting (AGM). WIthholding tax at the applicable rate will be deducted at the time of payment.

8. SHARE CAPITAL

As at 31 December 2022, only UBA Nominees Limited-Trading, held 5% or more of the issued and fully paid shares of 50 kobo of the Company.

UBA Nominees Limited - Trading

2022

2021

2022 2021

N'000

N'000

Percentage of shares

3,760,000

3,762,647

9.25%

9.26%

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Transnational Corporation of Nigeria plc published this content on 29 March 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 March 2023 20:07:32 UTC.