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2020-Annual-Report - Access Bank Financials

Access Bank Financials
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ACCESS BANK PLC

CONSOLIDATED AND

SEPARATE FINANCIAL

STATEMENTS FOR THE

YEAR ENDED 31

DECEMBER 2020

ACCESS BANK PLC 3 Property and equipment 73 Financial Institutions Act of Nigeria 3 Share capital and reserves 79 Other national disclosures:

  • Access Bank Plc Consolidated and separate financial statements For the year ended 31 December
  • For the year 31 December Index to the consolidated and separate financial statements - i Corporate information 3 13 Other operating income Note Page Note Page - ii Directors' report 5 14 Personnel expenses - iii Customer complaints and Feedback 12 15 Other operating expenses - iv Corporate Governance report 14 16 Income tax - v Statement of Directors' responsibilities 35 17 Earnings per share - vi Report of the Statutory Audit Committee 36 18 Cash and balances with banks - vii Statement of Corporate Responsibility 37 19 Investment under management - viii Risk management framework 38 20 Non pledged trading assets - ix Independent auditors report 43 21 Derivative financial instruments - x Consolidated statement of comprehensive income 49 22 Loans and advances to banks - xi Consolidated statement of financial position 50 23 Loans and advances to customers - xii Consolidated statement of changes in equity 51 24 Pledged assets - xiii Consolidated statement of cashflows 52 25 Investment securities - xiv Notes to the financial statements 53 26 Other assets - 1 General information 55 27 Investment in subsidiaries - 2 Statement of compliance with international financial 55 28 Property and equipment - reporting standards 29 Intangible assets - 3 Summary of significant accounting policies 55 30 Deferred tax assets and liabilities - 3 Basis of preparation 55 31a Investment properties - 3 Changes in accounting policy and disclosures 55 31b Assets classified as held for sale - 3 Basis of consolidation 57 32 Deposits from financial institutions - 3 Segment reporting 58 33 Deposits from customers - 3 Foreign currency translation 58 34 Other liabilities - 3 Operating income 58 35 Debt securities issued - 3 Income tax 59 36 Interest bearing borrowings - 3 Financial assets and liabilities 61 37 Retirement benefit obligations - 38 Capital and reserves - 39 Contingencies - 3 Impairment of financial assets 67 40 Cash and cash equivalents - 3 Investment properties 72 41 Contraventions of the Banks and Other - 3 Intangible assets 75 42 Events after the reporting date 3 Leases 73 and CBN circulars - 3 Impairment of non-financial assets 76 43 Related parties - 3 Discontinued operations 76 44 Business Combination - 3 Non-current assets (or disposal groups) held for sale 77 45 Director-related exposures - 3 Provisions 77 46 Restatement of prior year financial information - 3 Financial Guarantees - 3 Employee benefits 77 47 Non-audit services - 79 Other disclosures: Assessment of covid 3 Levies - impact on going concern - 3 Hedge Accounting 79 Value added statement - 4 Use of estimates and judgements 82 Five-year financial summary - 5 Credit risk management - 6 Capital management - 7 Operating segment - 8 Net interest income - 9 Net impairment charge on financial assets - 10a Fee and commission income - 10b Fee and commission expense - 11 Net gain/(loss) on investment securities - 12 Net foreign exchange (loss)/income

Access Bank Plc Consolidated and separate financial statements For the year ended 31 December 2020 Corporate Governance Consultant Ernst & Young 10th Floor UBA House 57, Marina, Lagos Telephone: +234 (01) 6314500 FRC Number: FRC/2012/ICAN Actuaries Alexander Forbes Consulting Actuaries Nig. Ltd Rio Plaza, 2nd Floor , Plot 235, Muri Okunola Street Victoria Island, Lagos Telephone: (01) 271 1081 FRC Number: FRC/2012/ Registrars Coronation Registrars Limited 9, Amodu Ojikutu Street, Off Saka Tinubu Victoria Island, Lagos Telephone: +234 01 2272570 Investor Relations Access Bank Plc has a dedicated investors’ portal on its corporate website which can be accessed via this link accessbankplc/pages/investor-relations.aspx For further information please contact: Access Bank Plc. Investor Relations Team investor@accessbankplc +234 (1) 236 4365

Access Bank Plc Consolidated and separate financial statements For the year ended 31 December 2020 *Restated *Restated Group Group Bank Bank December 2020 December 2019 December 2020 December 2019 In thousands of Naira Gross earnings 764,717,440 666,753,599 634,863,768 576,347, Profit before income tax 125,922,123 111,925,517 90,195,877 79,213, Income tax (19,912,433) (17,868,920) (10,156,549) (9,097,722) Profit for the year 106,009,690 94,056,597 80,039,328 70,115, Other comprehensive income/(loss) 62,716,852 1,809,662 58,477,698 6,815, Total comprehensive income for the year 168,726,542 95,866,259 138,517,026 76,931, Non-controlling interest (1,190,108) (658,474) - - 169,916,650 96,524,733 138,517,026 76,931, Group Group Bank Bank December 2020 December 2019 December 2020 December 2019 In thousands of Naira Earnings per share - Basic (k) 301 279 225 207 Earnings per share - Diluted (k) 295 275 225 207 *Restated *Restated Group Group Bank Bank In thousands of Naira December 2020 December 2019 December 2020 December 2019 751,041,242 606,739,833 653,895,661 539,488, Total impaired loans and advances 161,242,814 188,452,451 115,823,315 172,546, Total impaired loans and advances to gross risk assets (%) 4% 5% 3% 6%

  • See Note 46 - Restatement of prior year financial information Proposed dividend The Board of Director has recommended a Final Dividend of 55 Kobo (FY2019: 40Kobo) per ordinary share of 50 kobo for the year payable to shareholders on the register of shareholding at the closure date. Withholding Tax will be deducted at the time of payment. The Bank's principal activities include the provision of money market products and services, retail banking, granting of loans and advances, equipment leasing, corporate finance and foreign exchange operations. The Bank has the following subsidiaries: Access Bank (Gambia) Limited, Access Bank (Sierra Leone) Limited, Access Bank (Zambia) Limited, The Access Bank (UK) Limited, Access Bank (Ghana) Plc, Access Bank (Rwanda), Access Pension Fund Custodian Ltd, Access Bank (D. Congo), Access Bank (Guinea), Access Bank (Mozambique) and Access Bank (Kenya). The Bank also has Diamond Finance B, an offshore Special Purpose Vehicle used for the issuance of the U.$50,000,000, 7 Per Cent participatory Notes which is due in 2021, guaranteed by Access Bank. The Bank also operates a Representative office in China, Lebanon and India. The Access Bank (UK) Limited operates a branch in United Arab Emirates (UAE). The financial results of all operating subsidiaries have been consolidated in these financial statements. Operating results Directors’ Report For the year ended 31 December, 2020 The Directors have pleasure in presenting their report on the affairs of Access Bank Plc (the “Bank”) together with its subsidiaries (the “Group”), the Group and the Bank's Audited Financial Statements with Auditor’s Report for the year ended 31 December 2020. Legal form and principal activities The Bank was incorporated as a private limited liability company on 8 February 1989 and commenced business on 11 May 1989. The Bank was converted to a public limited liability company on 24 March 1998 and its shares were listed on the Nigerian Stock Exchange on 18 November 1998. The Bank was issued a universal banking license by the Central Bank of Nigeria on 5 February 2001. Profit attributable to equity holders of the bank Total equity

Access Bank Plc Consolidated and separate financial statements For the year ended 31 December 2020 1,000,001 - 5,000,000 990 0% 1,993,177,862 6% 5,000,001 - 10,000,000 140 0% 996,430,270 3% 10,000,001 - 50,000,000 169 0% 3,851,517,805 11% 50,000,001 - 100,000,000 34 0% 2,395,557,150 7% 100,000,001 - 500,000,000 34 0% 6,563,248,187 18% 500,000,001 - 1,000,000,000 7 0% 4,450,933,103 13% 1,000,000,001 - 10,000,000,000 5 0% 6,722,347,582 19% 919,620 99% 33,078,227,727 93% Foreign Shareholders 1 - 1,000 346 0% 109,181 0% 1,001 - 5,000 343 0% 912,710 0% 5001 - 10,000 164 0% 1,219,454 0% 10,001 - 50,000 368 0% 8,582,886 0% 50,001- 100,000 63 0% 4,531,943 0% 100,001 - 500,000 43 0% 7,931,535 0% 500,001 - 1,000,000 8 0% 5,539,217 0% 1,000,001 - 5,000,000 8 0% 18,793,554 0% 5,000,001 - 10,000,000 1 0% 7,850,798 0% 10,000,001 - 50,000,000 7 0% 126,886,371 0% 50,000,001 - 100,000,000 3 0% 242,573,141 0% 100,000,001 - 500,000,000 2 0% 296,680,834 0% 500,000,001 - 1,000,000,000 1 0% 564,553,083 1% 1,000,000,001 - 10,000,000,000 1 0% 1,180,833,188 3% 1,358 0% 2,466,997,895 6% Total 920,978 100% 35,545,225,622 100% Shareholding Analysis as at 31 December 2020 Type of Shareholding Holdings Holding % Retail investors 9,439,462,713 26% Domestic institutional investors 23,556,628,495 66% Foreign institutional investors 2,466,997,895 6% Government related entities 82,136,519 0% 35,545,225,622 100%

Access Bank Plc Consolidated and separate financial statements For the year ended 31 December 2020 The shareholding pattern of the Bank as at 31 December 2019 is as stated below: December 2019 Range Number of Shareholders % of Shareholders Number of shares held % of Shareholders Domestic Shareholders 1 - 1,000 483,110 52% 92,187,759 0% 1,001 - 5,000 271,393 29% 604,186,062 1% 5001 - 10,000 68,870 7% 473,976,101 1% 10,001 - 50,000 74,687 8% 1,510,926,761 4% 50,001- 100,000 11,106 1% 803,091,167 2% 100,001 - 500,000 8,454 0% 1,702,332,414 4% 500,001 - 1,000,000 1,018 0% 735,081,095 2% 1,000,001 - 5,000,000 875 0% 1,745,587,871 4% 5,000,001 - 10,000,000 119 0% 867,656,944 2% 10,000,001 - 50,000,000 143 0% 3,310,512,009 9% 50,000,001 - 100,000,000 35 0% 2,499,101,362 7% 100,000,001 - 500,000,000 41 0% 9,578,283,038 26% 500,000,001 - 1,000,000,000 3 0% 2,191,617,277 6% 1,000,000,001 - 10,000,000,000 5 0% 7,085,032,376 19% 919,859 99% 33,199,572,236 93% Foreign Shareholders 1 - 1,000 312 0% 99,909 0% 1,001 - 5,000 325 0% 855,737 0% 5001 - 10,000 148 0% 1,090,478 0% 10,001 - 50,000 343 0% 7,895,134 0% 50,001- 100,000 58 0% 4,029,667 0% 100,001 - 500,000 33 0% 6,120,644 0% 500,001 - 1,000,000 5 0% 2,974,385 0% 1,000,001 - 5,000,000 4 0% 10,302,750 0% 5,000,001 - 10,000,000 3 0% 21,115,836 0% 10,000,001 - 50,000,000 7 0% 125,715,993 0% 50,000,001 - 100,000,000 2 0% 123,385,748 0% 100,000,001 - 500,000,000 2 0% 296,680,834 0% 500,000,001 - 1,000,000,000 1 0% 564,553,083 1% 1,000,000,001 - 10,000,000,000 1 0% 1,180,833,228 3% 1,244 0% 2,345,653,426 6% Total 921,103 100% 35,545,225,662 100% Shareholding Analysis as at 31 December 2019 Type of Shareholding Holdings Holding % Retail investors 9,098,514,008 25% Domestic institutional investors 24,024,801,093 67% Foreign institutional investors 2,345,653,386 6% Government related entities 76,257,135 0% 35,545,225,622 100% Substantial interest in shares Number of shares held % of shareholding Number of shares held % of shareholding Stanbic Nominees Nigeria Limited* 4,259,423,232 11% 5,276,579,505 14% Donations and charitable gifts S/N Beneficiaries Purpose Amount 1 COVID 19 Relief Fund Contribution towards the COVID 19 Relief Fund 1,000,000, 2 Contribution to states Contribution towards the fight against Covid 19 including supplies for the Isolation Center in Rivers 778,965, 3 Arise Play Ltd Sponsorship of the Arise Global Virtual Commemoration 161,000, 4 Ogun State Security Trust Fund (OGSTF) Supporting the Ogun State Security Trust Fund 100,000, 5 Maraban School Donation of funds towards the Maraban School building project 77,100, 6 Olusegun Obasanjo Presidential Library Contribution towards digitization of the Olusegun Obasanjo Presidential Library 50,000, 7 CSR - Lagos State Support the Establishment of the Fashion Shared Facility 50,000, 8 Art X Lagos Sponsorship of 2020 Art X Lagos Exhibition 50,000, 9 Thisday Newspaper Ltd Sponsorship of Nigeria 60 coffee book and documentary of 60 Nigerians who shaped a generation 50,000, 10 Central Bank of Nigeria (CBN) Sponsorship of the infrastructure summit held at CBN office 41,462, 11 The City of Knowledge Academy (CKA) Sponsorship of 12 Students at The City of Knowledge Academy 38,580, 12 Port Harcourt Polo Club Sponsorship of the 2021 Polo Tournament 20,000, 13 Central Bank of Nigeria (CBN) Contribution towards the financial literacy and public enlightment awareness campaign 18,779, 14 NYSC-SAED Lion's Den Initiative 18,150, 15 Ovie Brume Foundation Support for the Ovie Brume Foundation 15,000, 16 Movement Against Rape and Sexual Violence (MARContribution towards the Movement Against Rape and Sexual Violence Programme 10,000, 17 Lagos Business School (LBS) Sponsorship of the LBS Family Business Masterclass 10,000, 18 Supporting NIBUCAA and Hacey Health to Commemorate the 2020 World AIDS Day 10,000, NYSC Skills Acquisition & Enterpreneurship Development (SAED) Nigerian Business Coalition Against AIDS (NIBUCAA) & Hacey Health The Bank identifies with the aspirations of the community and the environment in which it operates. The Bank made contributions to charitable and non-charitable organisations amounting to N2,603,664,782 (December 2019: N363,911,848) during the year, as listed below: According to the register of members at 31 December 2020, the following shareholders held more than 5% of the issued share capital of the Bank as follows: December 2020 December 2019 *Stanbic Nominees held the shares as custodian for various investors. Stanbic Nominees does not exercise any right over the underlying shares. All the rights resides with the various investors on behalf of whom Stanbic Nominees carries out the custodian services.

Access Bank Plc Consolidated and separate financial statements For the year ended 31 December 2020 Property and equipment Human resources (i) Report on diversity in employment (a) Composition of employees by gender 2, 2, (b) Board Composition By Gender 6 11 ( c) Top Management (Executive Director To CEO) Composition By Gender 2 6 (d) Top Management (AGM To GM) Composition By Gender 18 50 (ii) Employment of disabled persons (iii) Health, safety and welfare of employees (iv) Employee involvement and training (v) Statement of commitment to maintain positive work environment Credit Ratings Long Term Local Credit Ratings Long Term Date Standard & Poor's BBB Oct- Fitch Ratings A+ May- Agusto & Co AA- Jun- Moody's A1 Dec- Long Term Counterparty Credit Ratings Long Term Standard & Poor's B- Oct- Fitch Ratings B May- Moody's B2 Dec- More information on the rating reports can be obtained at accessbankplc/credit-rating Audit committee 1 Mr. Henry Omatsola Aragho - Shareholder Chairman 2 Mr. Olutoyin Eleoramo - Shareholder Member 3 Mr. Idaere Gogo-Ogan - Shareholder Member 4 Mr. Adeniyi Adekoya - Director Member 5 Mr. Iboroma Akpana - Director Member 6 Dr. Okey Nwuke - Director Member BY ORDER OF THE BOARD No 14/15, Prince Alaba Oniru Road Oniru, Lagos. Sunday Ekwochi Company Secretary FRC/2013/NBA/ Below are the credit ratings that Access Bank has been assigned by the various credit rating agencies that have rated the Bank, in no particular order: Pursuant to Section 404(3) of the Companies and Allied Matters Act of Nigeria, the Bank has an Audit Committee comprising three directors and three shareholders as follows: The functions of the Audit Committee are as provided in Section 404(7) of the Companies and Allied Matters Act of Nigeria. The auditors, PricewaterhouseCoopers have indicated their interest to continue in office and will do so pursuant to section 401(2) of the Companies and Allied Matters Act Fire prevention and fire-fighting equipment are installed in strategic locations within the Bank’s premises. The Bank operates a Group Personal Accident and the Workmen’s Compensation Insurance covers for the benefit of its employees. It also operates a contributory pension plan in line with the Pension Reform Act 2014 as Amended and other benefit schemes for its employees. The Bank encourages participation of employees in arriving at decisions in respect of matters affecting their wellbeing. Towards this end, the Bank provides opportunities where employees deliberate on issues affecting the Bank and its employees' interests, with a view to making inputs to decisions thereon. The Bank places a high premium on the development of its manpower. Consequently, the Bank sponsors its employees for various training courses, both locally and overseas. The Bank shall strive to maintain a positive work environment that is consistent with best practice to ensure that business is conducted in a positive and professional manner and to ensure that equal opportunity is given to all qualified members of the Group's operating environment. The revised prudential guidelines, as released by the CBN, requires that banks should have themselves credit rated by a credit rating agency on a regular basis. It is also required that the credit rating be updated on a continuous basis from year to year. The Bank maintains business premises designed with a view to guaranteeing the safety and healthy living conditions of its employees and customers alike. Employees are adequately insured against occupational and other hazards. In addition, the Bank retains top-class hospitals where medical facilities are provided for its employees and their immediate families at Total number of male employees Total number of female on the Board Total number of men on the Board Total number of female in Executive Management position Total number of persons in Executive Management Total number of female in Top Management position Total number of men in Top Management position In the event of any employee becoming disabled in the course of employment, the Bank will endeavour to arrange appropriate training to ensure the continuous employment of such a person without subjecting the employee to any disadvantage in career development. Information relating to changes in property and equipment is given in Note 28 to the financial statements. In the Directors’ opinion, the fair value of the Group’s property and equipment is not less than the carrying value in the financial statements. The Bank operates a non-discriminatory policy in the consideration of applications for employment. The Bank’s policy is that the most qualified and experienced persons are recruited for appropriate job levels, irrespective of an applicant’s state of origin, ethnicity, religion, gender or physical condition. We believe diversity and inclusiveness are powerful drivers of competitive advantage in developing and understanding of our customers' needs and creatively addressing them. Total number of female employees 18 50 female male 6 11 female male 2 6 female male 2524 2910 female male

Access Bank Plc Consolidated and separate financial statements For the year ended 31 December 2020 Units Percentage (In relation to Issued Share Capital) Units Percentage (In relation to Issued Share Capital) Issued Share Capital 35,545,225,662 100% 35,545,225,662 100% Name(s) of Shareholders Stanbic Nominees Limited 4,259,423,232 11% 5,276,579,505 14% Total Substantial Shareholdings 4,259,423,232 11% 5,276,579,505 14% [Name(s) of Directors] M. Belo-Olusoga* 4,354,838 0% 4,354,838 0% H. O. Wigwe 1,517,850,729 4% 1,441,522,910 4% R. C. Ogbonna 39,209,328 0% 31,325,167 0% A. O. Ogunmefun 2,088,008 0% 2,075,928 0% V. Etuokwu 18,836,941 0% 16,851,125 0% P. Usoro 1,209,634 0% 1,209,634 0% E. Ndukwe** 4,740,630 0% 4,740,630 0% G. Jobome 12,862,963 0% 10,168,772 0% I. T Akpana 314,996 0% 314,996 0% H. Ambursa 12,910,471 0% 10,636,094 0% A. Bajomo 477,957 0% 477,957 0% C. Okoli 1,434,419 0% 656,322 0% O. Nwuke 1,739,293 0% 1,739,293 0% I. Osime 10,179 0% 10,179 0% O. Kumapayi*** 24,014,208 0% - 0% Total Directors' Shareholdings 1,642,054,594 4% 1,526,083,845 4% [Name(s) of Entities/Government] Restricted Share Performance Plan (RSPP) 614,553,629 1% 492,053,323 1% Ministry of Finance Incorporated 64,936,892 0% 54,890,258 0% Bauchi Local Government Council 2,204,991 0% 2,204,991 0% Abia State Government Council 2,143,241 0% 2,143,241 0% Toro Local Government Council 1,976,888 0% 1,976,888 0% Total of Other Influential Shareholdings 685,815,641 1% 553,268,701 1% Free Float in Unit and Percentage [Issued Share Capital (%) - (Total Substantial Shareholdings (%) + Total Directors' Shareholdings (%) + Total of Other Influential Shareholdings (%))] 28,957,932,196 81% 28,189,293,612 79% Share Price 8 10. Free Float in Value [Free Float Unit x Share Price]

  • Retired effective January 8, 2020 ** Resigned effective March 31, 2020 ***Appointed effective November 10, 2020 244,694,527,051 281,892,936,115. Description December 31, 2020 December 31, 2019 Details of Substantial Shareholdings (5% and above) Details of Directors Shareholdings (direct and indirect), excluding directors' holding substantial interests Details of Other Influential Shareholdings, if any (E Government, Promoters)

Access Bank Plc Consolidated and separate financial statements For the year ended 31 December 2020 4 Unresolved Complaints escalated to CBN for intervention - - - - - - 5 Unresolved complaints pending with the bank C/F 16 4 779,847 8,837 - - Solicited Customer Feedback Deliberate efforts are made to solicit feedback from customers and staff on the services and products of the bank through the following:

  • Questionnaires
  • Customer interviews
  • Customers forum
  • Quest for Excellence Sessions (for staff)
  • Voice of Customer Surveys The various feedback efforts are coordinated by our Service and innovation Group The feedback obtained from customers are reviewed and lessons learnt are used for staff training and service improvement across the bank. REPORTS TO THE CBN ON FRAUD AND FORGERIES S/N Category Frequency Actual Loss % Loss Frequency Actual Loss % Loss 1 ATM/Electronic Fraud 11,717 - 0% 5,715 - 0% 2 Cash Theft/ Suppression 40 55,933,180 40% 73 100,443,185 29% 3 Fraudulent Transfer/Withdrawals 27 82,237,064 59% 38 122,120,354 36% 4 Fraudulent Loan - - 0% - - 0% 5 Armed Robbery - - 0% 3 16,276,000 4% 6 Cyber Attack - - 0% 1 96,363,209 28% 7 Clearing - - 0% 1 - 0% 8 Presentation of Forged Instrument - - 0% 5 - 0% TOTAL 11,784 138,170,244 100% 5,836 335,202,748 100% December 2020 December 2019

Access Bank Plc Consolidated financial statements For the year ended 31 December 2020 CORPORATE GOVERNANCE REPORT FOR FULL YEAR ENDED DECEMBER 31, 2020 The Board of Access Bank Plc (‘the Bank’) is pleased to present the Corporate Governance Report for the 2020 Financial Year. The report provides insight into the operations of our governance framework and Board’s key activities during the reporting year. The Board recognizes that effective governance is imperative for sustainable performance and prosperity of the firm. It operates on the understanding that sound governance practices are fundamental to earning the trust of stakeholders, which is critical to sustainable growth. The Board is focused on implementing corporate best practices across the enterprise in order to protect stakeholders’ interests and enhance shareholders’ value. The Group’s corporate governance framework is designed to align management’s actions with the interest of shareholders while ensuring an appropriate balance with the interests of other stakeholders. Our corporate governance systems ensure on-going compliance with the Bank’s governance charter and relevant codes of corporate governance as well as the post listing requirements of the stock exchanges where our securities are listed. Our governance model is founded on key pillars of diversity, accountability, responsibility, transparency, independence, fairness and discipline. The Bank’s governance policies and structures are regularly reviewed to reflect changes in the operating environment, regulation and best practices. The Bank and its subsidiaries (‘the Group’) are governed under a framework that enables the Board to discharge its oversight functions, provide strategic direction to the Bank, take decisions and ensure regulatory compliance. The subsidiaries comply with the statutory and regulatory requirements of their host countries and align their governance framework with that of the Bank to the extent permissible by their local regulations. The Board The Board is led by the Group Chairman and sets the Group’s strategy and risk appetite. It also approves capital and operating plans for the attainment of the Group’s strategic objectives on the recommendation of Management. There were significant changes to the Board composition in 2020 as highlighted in the table below. Composition and Role As at December 31, 2020, the Board was made up of 17 members comprising 9 Non-Executive and 8 Executive Directors. Six of the Board members are female while five of them are Independent Non-Executive Directors. S/N NAME COMMENT 1 Mrs. Mosun Belo-Olusoga Retired as Chairman and Non-Executive Director effective January 8, 2020 following completion of maximum 12-year tenure allowed by the Central Bank of Nigeria’s Code of Corporate Governance for Bank in Nigeria. 2 Mr. Abba Habib Mr. Abba Habib, retired from the Board as a Non-Executive Director on March 30, 2020 following his decision not to seek renewal of his term due to personal engagements. 3 Dr. Ernest Ndukwe Dr. Ernest Ndukwe resigned from the Board as an Independent Non-Executive Director with effect from March 31, 2020 to pursue his personal endeavours. 4 Dr. (Mrs.)Ajoritsedere Awosika Appointed Chairman of the Board effective January 8, 2020 5 Mr. Hassan Tanimu Musa Usman Appointed as an Independent Non-Executive Director with effect from August 27, 2020. 6 Mr. Seyi Kumapayi Appointed as an Executive Director with effect from November 10, 2020 7 Mrs. Omosalewa Fajobi Appointed as a Non-Executive Director with effect from November 13, 2020.

Access Bank Plc Consolidated financial statements For the year ended 31 December 2020 Mr. Iboroma Akpana Independent Non- Executive Director Mr. Akpana is the Managing Partner of Solola & Akpana, one of the leading commercial and oil and gas law firms in Nigeria. He is a consummate corporate and commercial lawyer with a career spanning over two decades. Mr. Akpana has a proven track record of academic excellence. He graduated as a top student in Law from the University of Jos and obtained a master’s degree from Harvard Law School. He is a Notary of the Federal Republic of Nigeria. Based on his work, he was recognised in the Chambers Global 2006, 2007, 2008 and 2009 editions as a ‘Leading Individual’ in Nigeria in its Corporate and Commercial section. Similarly, the International Financial Law Review 1000 ranked him as a ‘Leading Lawyer’ in Nigeria in its 2006, 2007, 2008 and 2009 editions while the Legal 500 Europe, Middle East and Africa profiled him as a ‘Recommended Individual’. Mr. Akpana is a member of the International Bar Association, American Bar Association, New York State Bar Association, Nigerian Bar Association and the Law Society of England and Wales. He joined the Board in March 2017 and currently chairs the Board Governance, Nomination and Remuneration Committee. He is also the Vice-Chairman of the Board Audit Committee and Board Credit and Finance Committee. He sits on the Boards of AMNI International Petroleum Development Company Limited and Contracting Plus Limited. He is 56 years old as at the date of this meeting. Mrs. Ifeyinwa Osime Independent Non-Executive Director Mrs. Osime is a versatile and result oriented professional with over 30 years’ experience in the insurance industry and comme rcial legal practice at management and board levels. She has deep knowledge and experience in the management of administrative, legal, and company secretarial functions in financial and other related institutions. She had championed and established a special needs programme which is actively involved in the management and care of children and young people with special needs. She is currently engaged in legal practice with Macpherson Legal Practitioners, a Lagos-based law firm. Mrs. Osime is an Independent Non-Executive Director of WAPIC Life Assurance Company Limited and a Non-Executive Director of Smartbase Services, Ebudo Trust Limited and AIP Global Limited. Mrs. Osime was the former Chairperson of PHB Healthcare Limited, a former Director, Bank PHB Plc (now Keystone Bank Limited) and a former Director of Insurance PHB Limited (now KBL Insurance). She was the Company Secretary/Legal Adviser of African Development Insurance Company Limited (now NSIA Insurance) between 1989 and 1997. She holds a Master’s Degree in Law from University of London (1989) with specialization in Corporate and Commercial Law and an LLB Degree from the University of Benin (1986). She joined the Board in November 2019 and is the Vice-Chairman of the Board Digital and Information Technology Committee. She is 53 years old as at the date of this meeting. Dr. Okey Nwuke, FCA Non-Executive Director Dr. Nwuke has over 28 years’ experience in finance and corporate governance working with top corporates and leading commercial banks in Nigeria. He is a Fellow of both the Institute of Chartered Accountants of Nigeria and Chartered Institute of Taxatio n of Nigeria, an honorary member of Chartered Institute of Bankers of Nigeria and a member of Business Recovery and Insolvency Practitioners. He has garnered considerable expertise in credit analysis and bank financial management through professional training as a Chartered Accountant, from relevant training programmes as well as on the job training. He was an Executive Director in Access Bank from 2004 to 2013 and served as the Chairman of the Board of Directors of the Bank’s subsidiaries in Rwanda and Burundi. Dr. Nwuke was a pioneer Non-Executive Director of Stanbic IBTC Pension Managers Limited representing Access Bank. Dr. Nwuke’s key competencies include finance, strategy development and execution, organizational restructuring and transformation, leadership and change management. He joined the Board of Coscharis Group in August 2014 and is currently responsible for the strategic drive to position it for sustainability. He currently chairs the Shareholders’ Audit Committee of NASCON Plc and sits on the Boards of Access Pension Fund Custodian Limited, First Ally Asset Management Limited, Claritus Limited Simply Gifts and Interiors Limited and Personal Trust Micro Finance Bank Limited. He holds a B. Degree in Accountancy from University of Nigeria, Nsukka and an MBA (Distinction) in International Banking and Finance from the Birmingham Business School, United Kingdom. Dr. Nwuke holds a Doctorate Degree in Business Administration (DBA) from Walden University, Minnesota, USA with a research focus on leadership transition challenges in family businesses. He has been exposed to several leadership and professional development programmes at renowned institutions including Harvard Business School, Boston (AMP 175), Wharton Business School, Pennsylvania (both in U.S), INSEAD and IMD. He joined the Board in November 2019 and currently chairs the Board Credit and Finance Committee. He is also the Vice-Chairman of the Board Technical Committee on Retail Expansion.

Access Bank Plc Consolidated financial statements For the year ended 31 December 2020 He is 54 years old as at the date of this meeting. Mr. Hassan M Usman, FCA Independent Non-Executive Director Mr. Usman is the Founder/Chief Executive Officer of New Frontier Development Limited, an investment company focused on financial advisory, hospitality, real estate and proprietary investments in start-ups and challenged companies in the SME space. He is also the Founder/Chairman of the Board of Trustees of the Al-Qalam (Pen) Foundation, a Not-for-Profit Organisation that provides educational opportunities to disadvantaged children. Prior to this, he was the Managing Director/Chief Executive Officer of Aso Savings and Loans Plc and an Executive Director at Abuja Investment and Property Development Company Limited. He was at various times the Deputy Director and Head of Petrochemicals and Gas Unit; Transport Sector Reform Team as well as the Deputy Director Telecoms Reform, Team Lead and Head NITEL Privatisation at the Bureau of Public Enterprises. He also worked with Central Bank of Nigeria, Arthur Andersen and CitiBank Nigeria. Mr. Usman sits on the Boards of Abuja Leasing Company Limited, Kairos Capital Limited and Sentinel Energy and Gas Limited. Mr. Usman holds a Bachelor of Arts Degree in Economics from University of Sussex and a Master of Philosophy in Development Economics from University of Cambridge. He is a Fellow of the Institute of Chartered Accountants of England and Wales. Mr. Usman is also an Eisenhower Fellow and Archbishop Desmond Tutu Fellow of the African Leadership Institute. Over the years, he has served as a member of the Board of Directors of the Nigeria Sovereign Investment Authority, Nigeria Mortgage Refinance Company and Council of the Nigeria Stock Exchange. Mr. Usman joined the Board in August 2020. He is 53 years old as at the date of this meeting. Mrs. Omosalewa Fajobi Non-Executive Director Mrs. Fajobi is an experienced legal counsel and governance professional with a demonstrated history of working in the financial, investment and legal services industry. She is currently an Operating Director at Tengen Family Office Ltd. She is a versatile solicitor with strong competencies in negotiation, business risk management and financial analysis who has provided support in setting up companies across different sectors, creating operational bases that have proved effective and efficient. Mrs. Fajobi worked with International Finance Corporation from May 2014 to June 2017 as Project Lead (Nigeria) Africa Corporate Governance Programme. She also had extensive corporate counsel experience working at Standard Chartered Bank, Access Bank and the defunct Ocean Bank Plc. She holds an LLM Degree (Merit) from University of London (2009) with specialization in Corporate and Commercial Law and Second-Class Upper Degree from University of Lagos (1999). She is a member of the Nigerian Bar Association. She sits on the Boards of Coronation Insurance Plc, Coronation Securities Limited, One Terminals Limited and Coronation GPS Limited. Mrs. Fajobi joined the Board in November 2020. She is 43 years old as at the date of this meeting. Mr. Herbert Wigwe, FCA Group Managing Director /Chief Executive Office Mr. Wigwe started his professional career with Coopers & Lybrand Associates, an international firm of Chartered Accountants. He spent over 10 years at Guaranty Trust Bank Plc where he managed several portfolios, including financial institutions, large corporates and multinationals. He left Guaranty Trust Bank as an Executive Director to co-lead the transformation of Access Bank Plc in March 2002 as Deputy Managing Director. He was appointed Group Managing Director/CEO effective January 1, 2014. Mr Wigwe is an alumnus of the Harvard Business School Executive Management Programme. He holds a master’s degree in Banking and International Finance from the University College of North Wales, a master’s degree in Financial Economics from the University of London and a B. degree in Accounting from the University of Nigeria, Nsukka. He is also a Fellow of the Institute of Chartered Accountants of Nigeria (ICAN). Mr Wigwe is the Chairman of The Access Bank (UK) Ltd and a Non-Executive Director of Nigerian Mortgage Refinance Company Plc; FMDQ OTC Securities Exchange; Shared Agents Network Expansion Facilities Ltd and Agri-Business/ SME Enterprises Investment Scheme. He also sits on the Boards of CACOVID-19 LTD/GTE, HIV Trust Fund of Nigeria and the Nigerian Business Coalition Against Aids.

Access Bank Plc Consolidated financial statements For the year ended 31 December 2020 Ms. Ambursa graduated with a Bachelor of Science degree in Political Science from University of Jos in 1991 and obtained a master’s degree in Law and Diplomacy in 1996 from the same university. She subsequently attended Massachusetts Institute of Technology (‘MIT’) where she obtained a Master’s in Business Administration in 2009. She has attended several Executive Management Development Programmes in leading institutions, including Harvard Business School and MIT. She sits on the Boards of Access Bank Ghana Plc and Bank Directors Association of Nigeria. She is 50 years old as at the date of this meeting. Mr. Adeolu Bajomo Executive Director Information Technology & Operations Mr. Bajomo is a globally focused financial services executive with achievements cutting across banking, insurance and capital market. Mr. Bajomo’s appointment as Executive Director, Information Technology and Operations was approved by the Central Bank of Nigeria in January 2018. Prior to joining the Bank, he was Executive Director, Market Operations and Technology at the Nigerian Stock Exchange. In that role, he delivered market-wide transformation initiatives that firmly established the Exchange as the second largest stock exchange in Africa by market capitalization with over 7 million investors. Mr. Bajomo worked as Regional Head of Transformation Programme at Barclays Bank Plc UK (2007-2011); Head of IT Strategy and Systems at Pearl Insurance Group, UK (2006-2007) and IT Director at Fortis Bank UK (1997-2006) amongst other leadership roles. He holds an MBA from CASS Business School; MSc Information Systems Engineering from South Bank University, London and a BSc in Civil Engineering from University of Ife. Mr. Bajomo is a chartered member of British Computer Society and a member of Institute of Directors, UK. He sits on the Boards of Nigerian Interbank Settlement Scheme (‘NIBSS’) Plc and Access Bank Kenya Plc. He is 55 years old as at the date of this meeting. Mrs. Chizoma Okoli, HCIB Executive Director Business Banking Division Mrs. Okoli commenced her banking career as an Executive Trainee in the Operations Unit of Diamond Bank Plc in April 1992 and served in various capacities in the bank until her appointment as an Executive Director in Diamond Bank in September 2016. She joined the Board of Access Bank Plc in March 2019 following the merger with the former Diamond Bank. She is a 1989 Law Graduate from the University of Benin and was called to the Nigerian Bar in December 1990. She holds an MBA from Warwick Business School, Coventry, UK. Mrs. Okoli has attended various courses in Nigeria and abroad including the Advanced Management Programme of Wharton Executive Education, University of Pennsylvania, and the Senior Management Programme of the Lagos Business School. She is also an Honorary Member of the Chartered Institute of Bankers of Nigeria. She represents the Bank on the Board of Aspire Nigeria Fund Trust. She is 52 years old as at the date of this meeting. Mr. Oluseyi Kumapayi, FCA Executive Director, African Subsidiaries Prior to his recent appointment, Mr. Kumapayi was the Group Chief Financial Officer of Access Bank Plc, a position he has held since 2008. He is a highly accomplished and result-driven professional. He has over 20 years of progressive banking experience spanning across Finance, Strategy, Risk Management, and Treasury. He joined Access Bank in 2002 as the Head of Financial Control and Credit Risk Management. Prior to joining Access Bank, he held controller and analyst positions with First City Monument Bank Limited and Guaranty Trust Bank Plc respectively. Since joining Access Bank, he has played a significant role in the creation of the largest retail bank in Nigeria and specific corporate actions that have supported the Bank’s growth objectives and enhanced its capacity to play in key local and international markets. Mr. Kumapayi is an alumnus of Harvard Business School. He holds a master’s degree in Mechanical Engineering from the Universi ty of Lagos, and a bachelor’s degree in Agricultural Engineering from the University of Ibadan, Nigeria. He has also attended several Executive Management Development programme in leading institutions including INSEAD, IMD and London Business School. He is a Fellow of the Institute of Chartered Accountants of Nigeria (ICAN), and a member of the Global Association of Risk Professionals (GARP), the Chartered Institute of Taxation of Nigeria (CITN) and the Chartered Institution of Bankers of Nigeria (CIBN). He is a board member of the Ogun State Security Trust Fund.

Access Bank Plc Consolidated financial statements For the year ended 31 December 2020 He joined the Board in November 2020. He is 49 years old as at the date of this meeting. Sunday Ekwochi, HCIB Company Secretary Mr. Ekwochi was appointed the Company Secretary of the Bank in March 2010. He graduated as a top student in Law from the University of Jos with a second-class upper degree in 1996 and from the Nigerian Law School in February 1998 with a second-class upper degree. He has over 19 years’ banking experience from the then African Express Bank, Fidelity Bank and Access Bank Plc. Mr. Ekwochi qualified as a Chartered Secretary with the Institute of Chartered Secretaries and Administrators, London in 2003. He has attended Management Development Programmes at London Business School, Euromoney, Wharton Business School and IMD. He is an Honorary Senior Member of the Chartered Institute of Bankers of Nigeria. Mr. Ekwochi serves as the Vice-Chair of the Association of Banks Legal Advisers and Company Secretaries. Performance Monitoring and Evaluation The Board, in the discharge of its oversight function, continues to engage management in the planning, definition and execution of the Bank’s strategy. Management’s report on the execution of defined strategic objectives is a regular feature of the Board’s agenda, thus providing the Board with the opportunity to evaluate and constructively challenge management in the execution of strategy. The Board usually holds an annual Board retreat, where the strategy for the coming year is rigorously debated and agreed between Management and the Board. The Board held its 12th Annual Retreat at Eko Hotel and Suites, Victoria Island, Lagos, Nigeria on February 21-22, 2020. Management provides the Board with quarterly update on implementation of the strategy, affording the Board the opportunity to critique the Management’s performance and access significant risk issues as well as mitigating controls implemented. Management’s report on the Group’s actual financial performance is presented relative to the planned budget to enable the Board assess performance. Peer comparison is also a regular feature of Management reporting to the Board to benchmark performance against that of our competitors. The Bank’s performance on Corporate Governance is continuously being monitored and reported. We carry out extensive reviews of the Bank’s compliance with the CBN, SEC and FRC Codes of Corporate Governance and with appropriate reports rendered to the regulators. Board assessment, when done effectively provides the Board the opportunity to identify and remove obstacles to better performance and to strengthen what works well. The Board has established a system of independent annual evaluation of its performance, that of its committees and individual Directors. The evaluation is done by an independent consultant approved by the Board. Ernst and Young was engaged to conduct the Board performance evaluation for the Financial Year Ended December 31, 2020. The Consultants also conducted an evaluation of the Bank’s corporate governance practices by reviewing the Bank’s corporate governance framework as well as all relevant policies and procedures. Ernst and Young was appointed as the Bank’s Corporate Governance Consultants in 2018 and has held office for 3 years. The Board believes that the use of an independent consultant promotes the objectivity and transparency of the evaluation process. Our Board and corporate governance assessment transcends box ticking and involves a rigorous process of on-line self-evaluation and 360° feedback with a heavy focus on qualitative considerations. It includes the assessment of the Bank’s corporate governance frameworks and polices, evaluation of the Board and the Committees as well as the effectiveness of the Independent Directors. In compliance with the CBN Code, the 2019 Annual Board Performance Evaluation Report was presented to shareholders at the Bank’s 31 st Annual General Meeting held on April 30, 2020 by a representative of Ernst and Young while the result of the 2019 Board Performance was presented at the Board meeting held on February 10, 2020. The summary of the 2020 report is contained herein. The result confirmed that the individual Directors and the Board continue to operate at a very high level of effectiveness and efficiency. The Board confirms that the Bank has complied with the applicable Codes of Corporate Governance following the corporate governance evaluation and Board performance evaluation conducted for the 2020 Financial Year. Board Composition- Guiding Principles The Group’s Fit and Proper Person Policy is designed to ensure that the Bank and its subsidiary entities are managed and over seen by competent, capable and trustworthy individuals. The Board Governance, Nomination and Remuneration Committee is responsible for Executive Directors’ succession planning and recommends new appointments to the Board. The Committee takes cognisance of the existing range of skills, experience, background and diversity on the Board in the context of the Bank’s strategic direction before articulating the specifications for the candidate sought. The Committee also considers the need for appropriate demographic and gender balance in recommending candidates for Board appointments. Candidates who meet the criteria set by the Committee are subjected to enhanced due diligence enquiries. We are comfortable that the Board is sufficiently diversified to optimise its performance and deliver sustainable value to stakeholders.

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2020-Annual-Report - Access Bank Financials

Course: Economics (ecn421)

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ACCESS BANK PLCCONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS FOR THEYEAR ENDED 31 DECEMBER 2020