#1SEC NIGERIA SECURITIES AND EXCHANGE COMMISSION, NIGERIA ATA SEC GE COMMISSION SECURITIES & EXCHANG ANNUAL REPORT AND ACCOUNTS 2013 Annual Report and Accounts 2013 - Securities & Exchange Commission 1#2CONTENTS SECTION 1 Overview At A Glance Vision and Mission Statements Core Values Goals and Strategy Organisational Structure Chairman's Message Director-General's Statement Our People Board of the Commission Executive Management Heads of Department SECTION 2 Report on Operational Activities The Primary Market The Secondary Market Collective Investments Mergers, Acquisitions and Takeover Registration of Capital Market Operators Financial Standard and Corporate Governance Market Development Programmes SECTION 3 Report on Legal and Enforcement Activities Legal Opinions Litigation Rule Making Monitoring Investigations Enforcement SECTION 4 Annual Accounts Annual Report and Accounts 2013 - Securities & Exchange Commission 2#3SECTION 1 • OVERVIEW • CHAIRMAN'S MESSAGE • DIRECTOR GENERAL'S STATEMENT • OUR PEOPLE Annual Report and Accounts 2013 - Securities & Exchange Commission 3#4OVERVIEW At a Glance • Head Office: Abuja, Nigeria Seven Zonal Offices: Lagos, Kano, Port Harcourt, Kaduna, Ibadan, Onitsha & Maiduguri ● 16 Departments • 590 Employees Who We Are (The The Securities and Exchange Commission Commission) was established in 1979 as a government agency to regulate and develop the Nigerian capital market. It derives its mandate from the Investments and Securities Act (ISA), No. 29, 2007. The Commission is the apex regulatory body of the Nigerian Capital Market, responsible for the regulation and development of the market and seeks to protect the rights and benefits of investors with the purpose of ensuring an efficient and widespread participation by the public in the securities market. Its responsibilities include registration of securities offered to the public by corporate entities, collective investment schemes and the government i.e. public issue, private placement, rights issue, as well as the regulation of market intermediaries, mergers, acquisitions, takeovers and all forms of business combinations. Core Objectives The Commission's objectives include: . ensuring the existence of a stable, orderly, transparent, fair, efficient and viable market that protects investors and is internationally competitive; effectively enforce the ISA, 2007, Rules & Regulations and Codes made pursuant thereto as well as other relevant laws. • maintain zero tolerance for market abuses; . develop and deepen the market by promoting the introduction of new products and processes; contribute to the nation's economic growth and development. Vision Statement To be Africa's leading capital market regulator. Annual Report and Accounts 2013 - Securities & Exchange Commission 4#5Mission Statement To develop and regulate a capital market that is dynamic, fair, transparent and efficient to contribute to the nation's economic development. Our Brand Driver ...towards a world class market Core Values The Commission upholds the following core values: Transparency Integrity Proactiveness Fairness • • Excellence • Accountability • Teamwork Strategic Goals • • • • To be a world-class regulator by transforming our resources towards achieving international best practices in the securities markets. To achieve improved participation of both retail and institutional investors in the capital market through enhanced investor confidence. To effectively contribute to the Federal Government's Transformation Programmes through improved processes, procedures and organizational culture. To leverage innovative technology for improved operational efficiency and market transformation. and To achieve a diversified market with corresponding instruments through developmental projects programmes. To attract, enhance and retain requisite human capacity. Critical Success Factors The success of the Strategic Goals is dependent on the following critical factors: • ● • • • increased and effective capital market awareness of the populace recovery of the global economy a strong and viable infrastructural base for the market enhanced earnings capacity of the population to enable savings and investment the Government's commitment to implement the Vision 20:2020 Plan Document Annual Report and Accounts 2013 - Securities & Exchange Commission 5#6. • • . effective and objective political and legislative decisions integrated co-operation among regulatory agencies in the finance industry a strong and stable money market encouragement of socio-cultural and religious practices that promote investments in diverse sectors of the economy • the availability of funds • trust and teamwork among the Commission's staff. Functions and Powers Of The Commission The Commission derives its powers from Section 13 of the Investments and Securities Act (ISA) No. 29, 2007, which provides as follows The Commission shall be the apex regulatory organization for the Nigerian capital market and shall carry out the functions and exercise all the powers prescribed in this Act and, in particular, shall- (a) regulate investments and securities business in Nigeria as defined in this Act; (b) register and regulate securities exchanges, capital trade points, futures, options and derivatives exchanges, commodity exchanges and any other recognized investment exchange; (c) regulate all offers of securities by public companies and entities; (d) register securities of public companies; (e) render assistance as may be deemed necessary to promoters and investors wishing to establish securities exchanges and capital trade points; (f) prepare adequate guidelines and organize training programmes and disseminate information necessary for the establishment of securities exchanges and capital trade points; (g) register and regulate corporate and individual capital market operators as defined in this Act; (h) register and regulate the workings of venture capital funds and collective investments schemes in whatever form; (i) facilitate the establishment of a nationwide system for securities trading in the Nigerian capital market in order to protect investors and maintain fair and orderly markets; (j) facilitate the linking of all markets in securities with information and communication technology facilities; (k) act in the public interest having regard to the protection of investors and the maintenance of fair and orderly markets and to this end establish a nationwide trust scheme to compensate investors whose losses are not covered under the investors protection funds administered by securities exchanges and capital trade points; Annual Report and Accounts 2013 - Securities & Exchange Commission 6#7(1) keep and maintain a register of foreign portfolio investments; (m) register and regulate securities depository companies, clearing and settlement companies, custodians of assets and securities, credit rating agencies and such other agencies and intermediaries; (n) protect the integrity of the securities market against all forms of abuses including insider dealing; (o) promote and register self regulatory organisations including securities exchanges, capital trade points and capital market trade associations to which it may delegate its powers; (p) review, approve and regulate mergers, acquisitions, takeovers and all forms of business combinations and affected transactions of all companies as defined in this Act; (q) authorise and regulate cross-border securities transactions; (r) call for information from and inspect, conduct inquiries and audit of securities exchanges, capital market operators, collective investment schemes and all other regulated entities; (s) promote investors' education and the training of all categories of intermediaries in the securities industry; (t) call for, or furnish to any person, such information as may be considered necessary by it for the efficient discharge of its functions; (u) levy fees, penalties and administrative costs of proceedings or other charges on any person in relation to in Nigeria in investments and securities business accordance with the provisions of this Act; (v) intervene in the management and control of capital market operators which it considers has failed, is failing or in crisis including entering into the premises and doing whatsoever the Commission deems necessary for the protection of investors; (w) enter and seal up the premises of persons illegally carrying on capital market operations; (x) in furtherance of its role of protecting the integrity of the securities market, seek judicial order to freeze the assets (including bank accounts) of any person whose assets were derived from the violation of this Act, or any securities law or regulation in Nigeria or other jurisdictions; (y) relate effectively with domestic and foreign regulators and supervisors of other financial institutions including entering into co-operative agreement on matters of common interest; (z) conduct research into all or any aspect of the securities industry; (aa) prevent fraudulent and unfair trade practices relating to the securities industry; (bb) disqualify persons considered unfit from being employed in any arm of the securities industry; (cc) advise the Minister on all matters relating to the securities industry; and (dd) perform such other functions and exercise such other powers not inconsistent with this Act as are necessary or expedient for giving full effect to the provisions of this Act. Annual Report and Accounts 2013 - Securities & Exchange Commission 7#8Organizational Structure The Commission's structure consists of the Board, the office of the Director General and three Directorates headed by Executive Commissioners. The Board consists of the Chairman, Director General (Chief Executive Officer), three Executive Commissioners, two Non-executive Commissioners and a representative from the Central Bank of Nigeria and the Federal Ministry of Finance respectively. Board Director-General Exec. Commissioner Operations Exec. Commissioner Finance and Admin Exec. Commissioner Legal and Enforcement Fin Standards & Corp Governance Finance and Accounts Office of the Commission's Secretary Office of the Director Special Duties Legal Office of the S.A to the Director-General Collective Administration Investment Services Monitoring and Investment Internal Control Registration and Recognised Finance and Accounts Enforcement and Compliance Corporate Affairs Investment Exchange Securities Investment Services Coordinator, Zonal Offices Media nual Report and Accounts 2013 - Securities & Exchange Commission NCMI 00 8#9CHAIRMAN'S MESSAGE I hereby present to you the 2013 Annual Report and Accounts of the Commission. In keeping with the mandate of the newly inaugurated Board of the Commission to drive market growth through innovation, financial inclusion and effectiveness, 2013 proved to be a year of immense improvement and development in the Nigerian capital market. Domestic participation in the stock market improved favourably in 2013 due to on-going reforms and initiatives which affected market indices positively, as the All Share Index showed sustained growth throughout 2013. It experienced a major downside in June and August and declined by 4.31% and 4.39% respectively, owing partly to the remark of Ben Bernanke, Chairman of the US Federal Reserve Board about a potential beginning of the end of the Federal Reserve Board's quantitative easing. However, the All Share Index rallied and as at December 2013, stood at 39,562.75 points, indicating an appreciation of 40.90% year to date, exceeding the 35.45% appreciation recorded in 2012. In addition, total market capitalization closed at N18.60 trillion from N14.80 trillion in 2012, indicating an appreciation of 25.68% and an upsurge in market activity and market confidence. In contrast to the position in 2012, transactions on the Exchange also improved tremendously as turnover value stood at about N1.01 trillion from the sale of over 104.20 billion securities in about 1.40 million deals. The trading value, volume of securities traded and number of deals appreciated in 2013 by 53.61%, 16.85% and 39.98% respectively. with In pressing forward its Anti-Money Laundering/Combating Financial Terrorism agenda, the Commission inaugurated the Committee of Chief Compliance Officers of Capital Market Operators in Nigeria (CCCOCIN) to strengthen the AML/CFT regime and facilitate greater compliance by the market operators. The Commission's significant progress in improving its AML/CFT regime through enhanced supervision, established legal and regulatory framework and participation in AML/CFT compliance review sessions by regional group for Africa and the Middle East preceded the removal of Nigeria by the Financial Action Task Force from the list of high-risk jurisdictions. In addition, the Commission has amended and gazetted the “AML/CFT REGULATION FOR CAPITAL MARKET OPERATORS 2013" to conform with the amendments made by the National Assembly to the principal Acts (MONEY LAUNDERING PROHIBITION) ACT 2011 (as amended); AND TERRORISM (PREVENTION) ACT 2011 (as amended). The proliferation of wonder banks/ponzi schemes in our market has been a continuous challenge to the Commission as victims of this malfeasance have been the investing Annual Report and Accounts 2013 - Securities & Exchange Commission 9#10public. The Commission has periodically organized outreach programs and sensitizations on financial literacy to arm the investing public with sufficient knowledge to aid in combating these ills in the capital market. It is our belief that this would contribute immensely to sanitizing our market. Through its newly reconstituted Administrative Proceedings Committee and the creation of a Call Centre as part of its complaints management mechanism, the Commission is poised to dispense speedy resolution to market related disputes and effectively manage market complaints. The Commission has also improved its inter-agency collaboration in 2013 and has cultivated a stronger working relationship with law enforcement agencies, with the Commission hosting resident teams from both the Federal Ministry of Justice and the Nigerian Police who assist in investigation and enforcement functions of the Commission, all geared towards a renewed drive for ensuring investor protection, market confidence and maintaining a strong and healthy market. The Commission received one hundred and nine (109) applications in the course of the year for various capital market functions. Thirty seven (37) applicants were granted approval to operate in the capital market while three (3) applicants were denied approval for failure to meet the Commission's requirements. The other applications are still under process. In implementing the recommendations of the International Monetary Fund sponsored FSAP report, the Commission has commenced the process of strengthening staff capacity in core areas. A Commission-wide restructuring was approved by the Board in 2013 for immediate implementation. In addition, the Commission is committed to engaging the services of proven professionals to its core areas of operations. The restructuring and recruitment efforts of the Commission is being undertaken with a view to enhancing staff capacity and experience as well as maximizing the potentials of the organization towards positively impacting the capital market and the Nigerian economy. Distinguished ladies and gentlemen, with 2013 ending on an optimistic note for the market, the outlook of the capital market in 2014 remains positive. The Commission renews its commitment to excellence and will continue to sustain its improved regulatory and developmental roles. Mal. Suleyman .A. Ndanusa, OON Chairman Securities and Exchange Commission March 2014 Annual Report and Accounts 2013 - Securities & Exchange Commission 10#11DIRECTOR GENERAL'S STATEMENT I have the pleasure to present the Annual Report of the Securities and Exchange Commission for the year 2013. The 2013 was a year of tremendous strides in the market as a new Board was inaugurated for the Commission. Nigerian bond market witnessed the first supra-national bond worth N12.0 billion (US$76 million) floated by the International Finance Corporation (IFC) early in 2013 and the first Sukuk of N11.4 billion sponsored by the Osun State Government, while the equities market capitalization achieved a new historical record on the 11th of June 2013, when it closed at N12.85 trillion to surpass the record of N12.46 trillion (by NO.21 trillion) set in 2008 just before the financial meltdown. The indicator rallied to end at N12.66 trillion by December 20, 2013 from N8.97 trillion in 2012 to record an appreciation of 41.14% year-to-date, in contrast to 2012, where the equity capitalization appreciated by 37.36%. In validating the market's position as an infrastructure partner to Nigerians, two (2) State governments (Lagos and Niger) raised a combined bond sums of N99.50 billion during the year. The total number of new issues in 2013 stood at Fifty-eight (58) with total value of N1.16 trillion as against fifty (50) issues worth N1.06 trillion in 2012. In demonstration of its commitment to restoring investor confidence in the market, the Commission commenced the process of verifying the actual quantum of unclaimed dividend in the capital market in conjunction with the Nigerian Stock Exchange, Central Securities Clearing System and four (4) top rated Accounting firms in Nigeria. The verification of unclaimed dividend exercise is expected to be carried out alongside the reconciliation of materialised and dematerialised share certificates. The Commission took steps to strengthen its technological capacities to place it at par with global contemporaries, respond to the challenges of an increasingly technologically advanced market and phase out manual processing in a bid to evolve and fast track its processes. The Commission invested in an Enterprise Resource Planning System and automated its financial management processes to ultimately engender reduced overhead and improved efficiency. As an interim measure, while awaiting completion of the e-filing. Annual Report and Accounts 2013 - Securities & Exchange Commission 11#12process, the Commission introduced dedicated e-mail addresses to facilitate the on-line filing of applications by market intermediaries. Furthermore, the interconnectivity of all Zonal offices with the Head office has enhanced the Commission's internal operational efficiency and effectiveness in service delivery to the market place, while at the same time reducing cost of operation in areas of communication and travels. As part of the measures to ensure effective surveillance of the market, the Commission successfully interconnected its Head Office and Lagos Zonal Office with the trading floors of the Nigerian Stock Exchange (NSE) for on-line real time trade monitoring and has commenced full e-filing and e-review processes of transactions. A key achievement of the Commission in 2013, was the inauguration of three (3) 10-Year Master Plan Committees; the Capital Market Master Plan Committee, the Capital Market Literacy Master Plan Committee, and the Non- Interest Capital Market Products Master Plan Committee, to articulate modalities for moving the market forward, with the long-term in view. This is in keeping with the Commission's market development mandate. The Committees presented their interim reports during the 3rd Annual CMC Retreat in November 2013 and are expected to submit their final reports by March 2014. In a quest to deepen the market, the Commission registered the FMDQ and NASD OTC markets in December 2012 as platforms to trade on bonds and unlisted companies. The NASD commenced trading in July 2013 while the FMDQ was launched on the 7th of November 2013. Additionally, the Ondo State Government has applied to the SEC for the registration of a Cocoa Exchange. This is aimed at revolutionalizing cocoa production in Ondo State with attendant increase in employment capacity for the State. In the regulation and enforcement front, the Commission is single-minded in addressing and reducing market infractions, with a view of further strengthening the market. Year-to-date, the Commission has placed fifteen (15) market operators on full suspension while one (1) market operator was cautioned, in line with the Commission's policy on zero tolerance on non compliance with market rules and regulations. Also, the business premises of 12 illegal operators were sealed up while 4 operators were brought before the Administrative Proceedings Committee (APC) of the Commission to answer various infractions alleged against them. Five hundred and ninety seven (597) new cases were received in 2013, bringing the total number of cases before the Commission to 1,116. Three hundred and sixty one (361) have been resolved; seven hundred and forty seven (747) cases are still under investigation while the remaining eight (8) cases alongside twenty six (26) cases received from the Commission's Zonal offices have been earmarked for enforcement action. So far, the Commission has recovered N410, 741, 639 million in cash and 1.61 million units of shares of various companies for investors. Annual Report and Accounts 2013 - Securities & Exchange Commission 12#13The Commission also intensified its scrutiny of corporate governance compliance levels in 2013 in line with the provisions of the Corporate Governance Code of 2011. Of 198 publicly quoted companies, 152 submitted half yearly Corporate Governance returns and a compliance level of 85% was noted. Corporate Governance disclosures on annual reports were pegged at 70% while website disclosures are estimated at 35%. Identified areas of non- compliance have been communicated to affected companies while the Commission continues to monitor implementation of recommendations and general compliance levels. There is therefore no gainsaying the fact that the Commission took great strides in 2013. Its varying actions and innovations in the course of 2013 were for a singular and unifying purpose: to maintain investors' confidence in the market in the years to come. And it is with this futuristic outlook that we set the stage for continuing progress in 2014. Ms. Arunma Oteh Director-General Securities and Exchange Commission March, 2014 Annual Report and Accounts 2013 - Securities & Exchange Commission 13#14OUR PEOPLE Board of The Commission Inaugurated On January 15, 2013 & D & A Mal. Suleyman .A.Ndanusa, OON Ms Arunma Oteh, OON Director General Mr. Mounir H. Gwarzo Executive Commissioner, Operations Chairman Rt. Hon. Zakawanu I.Garuba Executive Commissioner, Finance & Administration Mrs Sa'adatu M. Bello Executive Commissioner, Legal & Enforcement Mrs Adefunke Abiodun Non- Executive Commissioner Mr. Ugochukwu Ikemba Non-Executive Commissioner Mr. Ifeanyi T. Nwaoha Rep. Central Bank of Nigeria Annual Report and Accounts 2013 - Securities & Exchange Commission 14#15Mr. Danladi I. Kifasi Rep. Federal Ministry of Finance Mr. Edosa Kennedy Aigbekaen Secretary to the Commission Executive Management Ms Arunma Oteh, OON Director General Mr. Mounir H. Gwarzo Executive Commissioner, Operations Rt. Hon. Zakawanu I.Garuba Executive Commissioner, Finance & Administration Mrs Sa'adatu M. Bello Executive Commissioner, Legal & Enforcement Annual Report and Accounts 2013 - Securities & Exchange Commission 15#16Heads Of Department 1 & 2 Mr. Edosa Kennedy Aigbekaen Secretary to the Commission & Director Legal Department Mr Moses Isiaku Director, Registration and Recognized & Investment Exchanges (RRIE) Mr Abdul Zubairu Director/Coordinator, Zonal Offices Mr Abatcha Bulama Director, Finance & Accounts Mr Omotayo Adeleke Director, Internal Control Mr Bala Usman Director, Monitoring & Mrs Louisa Eni-Umukoro Director, Securities & Investments Services Annual Report and Accounts 2013 - Securities & Exchange Commission Ms Mary Uduk Director, Collective Investment Services 16#17Investigation (Deceased December 2013) (SIS) (CIS) Mrs Maryam Sallau HOD, Human Resources Mr O. W. Akpan HOD, Research and Planning Mr O. E. M. Elujekor HOD, Enforcement & Compliance (E&C) Mr Henry Rowland HOD, Information Technology (IT) Mr Shaka Braimah HOD, Corporate Affairs Mr E. Okolo HOD, Financial Standard and Corporate Governance (FS&CG) Mr Andrew Tenmang HOD, Administration Annual Report and Accounts 2013 - Securities & Exchange Commission Mrs U. N. Molokwu Head, Lagos Zonal Office 17#18Mr Nestor Ikeagu Head, Ibadan Zonal Office Mr B. E. Archibong Head, Onitsha Zonal Office Mr Husseini Dauda Head, Kaduna Zonal Office Mr Adamu Sambo Head, Kano Zonal Office Mr Ismail Ville Head, Port Harcourt Zonal Office Mr. D. A. Ibrahim Head, Maiduguri Zonal Office Annual Report and Accounts 2013 - Securities & Exchange Commission 18#19STAFF SUMMARY The Commission had 590 staff as at December 31, 2013 as categorized below: Number of Staff according to cadre S/N Categories of Staff 1. Executive Management Staff 2. Management staff 3. Senior Staff 4. Junior staff Total 4 Number 247 196 143 590 Annual Report and Accounts 2013 - Securities & Exchange Commission 19#20SECTION 2 REPORT ON OPERATIONAL ACTIVITIES • Overview of the Market . Primary Market • Secondary Market • Collective Investment Mergers, Acquisitions and Takeover Registration of Capital Market Operators • Financial Standards and Corporate Governance Annual Report and Accounts 2013 - Securities & Exchange Commission 20 20#21• Market development Programmes OVERVIEW OF THE MARKET The global economy witnessed a weak growth in 2012 as the world GDP dropped by 3%. The poor performance was attributed to the persistent crisis within the Euro-zone economies, according to the Conference Board. Consequently, the International Monetary Fund (IMF) had to reduce the projected global economic growth rate from ..... to 3.5% for 2013 and 4.1% for 2014. However, most developing economies including Nigeria fared well. For instance Nigeria posted a GDP growth rate of 6.61% at the end of 2012 compared to the 7.43% in 2011. According to the World Federation of Exchanges (WFE), 2012 was a very challenging year for exchanges. The volume of all products traded on WFE members were significantly down (22.5%) for equity transactions and (20%) for derivatives. However, the WFE reported a positive growth in market capitalization and index performance. The Chart below showed that the Nigerian market competed favorably with the top 10 member exchanges of the WFE. Chart 2: Change in Broad Stock Index of Selected Exchanges Annual Report and Accounts 2013 - Securities & Exchange Commission 221 21#221.90% 1 50% 1.40% 1.30% 20% 10% 0% IMKB SE Thailand NSE. Nigeria Source: Extracted from the report of the World Federation of Exchanges (WFE) Philippine SE NSE Indio BSE India Warsaw SE THE PRIMARY MARKET Summary Of Approved Securities The Commission approved/cleared the following applications: 1. Ten (10) Private Placements of 42,995,590,815 Ordinary Shares Valued at #89,294,699,014.5 2. Two (2) Initial Public Offers (IPO) of 6,160,218,169 Ordinary Shares valued at #3,261,711,266.19 3. Nine (9) Right Issues of 32,242,126,681 Ordinary Shares valued at #34,813,543,836 4. Three (3) Corporate Bonds valued at #10,580,000,000 5. Five (5) Shelf Registration valued at #176,000,000,000 Annual Report and Accounts 2013 - Securities & Exchange Commission 22 22#236. One (1) Supra-National Bond (IFC) valued at #12,000,000,000 7. Six (6) Sub-National Bonds valued at #125,900,000,000 8. Ten (10) existing securities of 13,492,111,100 Ordinary Shares valued at #10,996,176,550 9. Eleven (11) Bonus Issues of 2,237,751,503 Ordinary Shares valued at #1,786,628,261 10. Twenty five (25) Allotments valued at #313,122,079,837.54 EQUITY PRIVATE PLACEMENT S/N Issuer Price (N:K) Value Volume 1 2.00 Property Gate Dev. & Investment Plc Purpose/ Use of Proceeds 25,000,000 Additional funds to finance on-going real estate projects 12,500,000 2 Wema Bank Plc 1.50 19,999,999,999 To meet recapitalization requirement 13,333,333,333 3 Wema Bank Plc 1.50 35,000,000,001 To finance working capital requirement, upgrade branches, purchase work tools, build disaster recovery site and automate risk management and lending. Annual Report and Accounts 2013 - Securities & Exchange Commission 23 23#2423,333,333,334 4 A.G Homes 0.60 1,260,000,000.00 Expansion of Branch Network, Enhancement of ICT Infrastructure, Increase in Working Capital and Assets. 2,100,000,000 5 Livestock Feeds Plc 1.13 904,000,000.00 To upgrade Technical Capacity (60%) and Working Capital (40%) 800,000,000 6 Rak Unity Petroleum Plc 7.90 340,104,156.10 To recapitalize the company by 67% and Working Capital 33% 43,051,157 7 0.50 Guinea Insurance Plc 370,000,000 Opening of new branches, Fixed Asset, Upgrading of information technology infrastructure of all branches and investments 740,000,000 8 (Trust Bond Mortgage Bank 1.00 Plc) infrastructure Bank Plc 500,000,000 500,000,000 9 Oando Plc 15.00 2,046,706,324 30,700,594,860 10 Food Concept Plc 86,666,667 194,999,998.5 2.25 Total 42,995,590,815 89,294,699,014.5 To recapitalize,, increase Shareholders Fund and improve IT For the execution of its strategic objectives through the acquisition of upstream/ mid-stream assets, and working capital Anti-dilution shares to IFC in connection with special placement Annual Report and Accounts 2013 - Securities & Exchange Commission 24#25INITIAL PUBLIC OFFER S/N Issuer Price (N:K) Volume Value 1 Resort Savings and Loans Plc 1,611,711,266.19 2 0:51 3,160,218,169 Omoluabi Savings & Loans Plc 0.55 Total RIGHTS ISSUE Purpose To meet capital requirement as a National Primary Mortgage Bank, ICT facility Upgrade and working capital Recapitalization, branch network expansion, upgrade IT, and 3,000,000,000 1,650,000,000 working capital 6,160,218,169 3,261,711,266.19 Annual Report and Accounts 2013 - Securities & Exchange Commission 25#26S/N Issuer Price (N:K) Volume Value 1 Property Gate Dev. Investment Plc & 1:00 Purpose 37,500,000.00 To finance on-going real estate projects 37,500,000 2 African Prudential Registrars Plc 1:20 1,200,000,000.00 Business growth and expansion, investment in infrastructure and working capital 1,000,000,000 3 Nexans Kebelmetal Nigeria Plc 2.20 459,946,660.80 Refinancing its existing debt and further enhance its working capital 209,066,664 4 Berger Paint Nigerian Plc 7.50 72,455,862 543,418,965.00 Purchase of new equipments. 5 Sterling Bank Plc 2.12 12,484,572,223.44 For infrastructure/IT upgrade, working capital requirement and branch expansion 5,888,949,162 6 WAPIC Insurance Plc 0:55 3,492,818,110.65 To shore-up its capital base, expansion, investment in subsidiaries, IT and Infrastructure Upgrade 6,350,578,383 7 Resort Savings Plc and Loans 0:50 1,888,288,734.00 To meet capital requirement as a National Primary Mortgage Bank,, ICT facility Upgrade and working capital 3,776,577,468 8 Transcorp Plc 1:00 12,906,999,142.00 12,906,999,142 9 UBA Capital Plc 0.90 1,800,000,000.00 2,000,000,000 To refinance the acquisition of Ughelli Power Plc, Development of 18 new Hotels/Hospitality Assets and Exploration & development of oil prospecting license 281 Regional Business expansion across Africa, Seed Funding for an African Equity Fund, Investment,, IT Infrastructure working capital upgrade and Annual Report and Accounts 2013 - Securities & Exchange Commission 26 26#27Total EXISTING SECURITIES 34,813,543,836.00 32,242,126,681 S/N ISSUER NOMINAL VALUE VOLUME (N:K) VALUE 1. Omoluabi Savings & Loans Plc 0:50 2,000,000,000 1,000,000,000.00 2. FSDH Funding SPV Plc 0:50 250,000 125,000.00 3. The La Casera Company Plc 0:50 800,000,000 400,000,000.00 4. Computer Warehouse Group Plc 0:50 2,524,826,359 1,262,412,179.50 5. Property gate Development & Investment Plc 1:50 244,000 244,000.00 6. Capital Bancorp Plc 50 766,345,021 383,172,510.50 7. NASD Plc 0:50 500,000,000 250,000,000.00 Bonus Issue 8. S/N Dala Building Society Plc ISSUER 0:50 1.480.000.000 NOMINAL PRICE (N:K) VOLUME (UNIT) VALUE (N) 740.000.000.00 BONUS RATIO 10. inity Trust Mortgagegration and 10.00 30234,742 4,170,472,420.02,085,222,860:00 Production 13,492,111,100 10,996,176,550.00 2. International Breweries Plc 50 31,722,850 15,861,425.00 1:85 3. Chemical & Allied Product Plc 50 140,000,000 70,000,000.00 1:4 4. UAC Nigeria Plc 50 320,144,000 160,072,000.00 1:5 5. First City Monument Bank Plc 50 761,643,920 761,643,920.00 1:25 6. Okomu Oil Palm Plc 50 476,955,000 238,478,000.00 1:1 7. Cutix Plc 50 352,264,406 176,132,203.00 2:3 8. BOC Gases Plc 50 23,124,706 11,562,353.00 1:17 Annual Report and Accounts 2013 - Securities & Exchange Commission 27 22#289. Poly Products Nig. Plc 50 10,000,000 5,000,000.00 1:24 10. Mobil Oil Production 11. Guinness Nig. Plc 55 50 60,699,210 30,049,605.00 1:5 50 30,962,669 15,481,335.00 1:33 Total 2,237,751,503 1,786,628,261.00 EQUITY ALLOTMENT CLEARED S/N ISSUER ISSUE PRICE N:K VOLUME VALUE(N) TYPE SUBSCRIPTIO N LEVEL (%) 1. African Prudential Registrars Plc Rights Issue 1.20 1,000,000,000 1,200,000,000, 100 2. Sterling Bank Plc Rights Issue 2.12 5,888,949,162 12,484,472,223.44 100 3. Property Gate Development & Investment Plc Rights Issue 1.00 37,500,000 37,500,000 100 4. Property Gate Development & Investment Plc Placement 1.00 12,500,000 12,500,000 100 5. Nexans Kebelmetal Nigeria Plc Rights Issue 2:20 209,066,664 459.946,660 100 6. Berger Paint Nigerian Plc Rights Issue 7.50 72,455,862 543,418,965 100 7. Aso Savings and Loans Plc Rights Issue 0:60 11,046,189,224 6,627,713,534 54.88 8. Wapic Insurance Plc Rights Issue 0:55 6,350,518,383 3,492,785,110 85.73 9. Wema Babk Plc Placement 1.50 23,333,333,333 34,999,999,999 57 Annual Report and Accounts 2013 - Securities & Exchange Commission 28#2910. Transcorp Plc Rights Issue 1.00 12,906,999,142 12,906,999,142 100 11. African Paint Plc Rights Issue 1.25 130,000,000 162,500,000 83.43 12. Infrastructure Bank Plc Rights Issue 1.00 1,551,500,000 1,551,500,000 54.85 13. Oando Plc Rights Issue 12:00 4,548,236,276 54,578,835,312 100 14. Livestock Feeds Plc Placement 1.13 800,000,000 904,000,000.00 100 15. Rak Unity Petroleum Plc Placement 7.90 43,051,157 340,104,156.10 100 16. Guinea Insurance Plc. Placement 0.50 740,000,000 370,000.000.00 100 17. Fanmilk Plc Right Issue 3.00 449,917,132 1,349,751,396.00 100 18. Wema Bank Plc Total Placement 1.50 13,333,333,333 19,999,999,999 100 82,453,549,668 151,192,079,836.54 BONDS Sub-National Bond For various developmental and Infrastructural projects of the state- Education Project ( Hostel expansion ) and Market Dev. Project (Complete Construction) To finance infrastructure projects i.e. water works, housing units, multi-lane carriage way, construction of hospitals, dev. of Kogi House in F.C.T, dev. of modern motor parks. e.t.c S/N ISSUER OFFER TYPE PRICE (N:K) VOLUME Nassarawa N5Billion fixed rate bond 1000 5,000,000 VALUE (N) Coupon Rate Purpose 5,000,000,000.00 1. State Govt. due 2020 under the N20Billion MTN Programme Kogi State 2. Govt. N5Billion fixed rate bond due 2020 under the N20 Billion Programme 1000 5,000,000 5,000,000,000.00 Debt Issuance Annual Report and Accounts 2013 - Securities & Exchange Commission 29 29#303. 4.1 S/N Ekiti State Govt. N5Billion fixed rate bond due 2020 under the N25 billion Debt Issuance Programme 1000 5,000,000 5,000,000,000.00 ISSUER OFFER TYPE Niger State Offer for Subscription of GortSDH Nate bond 1000 5,530,000 Funding SPV deries Boat N21 12,000,000 12,000,000,000.00 5,530,000,000.00 PRICE (N:K) VOLUME VALUE (N) 1000 COUPON RATE 14.25 Billion MTN programme 5. Lagos State Government N87.5Billion Series 2 Bond under the N167.5Billion Debt Issuance Programme 1000 87,500,000 87,500,000,000.00 6. Osun Sukuk Company Plc Total Corporate Bond N11.4Billion 14.75% Sukuk (bond) Al-ljara Tranche II under the N60billion Bond Issuance Programme of Osun State % For the Construction of Roads, Bridge, rehabilitation of Ire Burnt Bricks Limited and the construction of Ekiti-Kete Pavillion PURPOSE For the Construction of Roads, completion of Shiroro Bridge, Plament 39fabe se site &services Schemestructionanternational market and the completion of Three Arms Zone Infrastructure Developments (Roads, Rail, Buildings and Bridges etc), Health Facilities, Construction of Adiyan Water Project Phase II and Shoreline Protection Works For construction of schools. 1000 11,400,000 11,400,000,000.00 125,900,000 125,900,000,000 Annual Report and Accounts 2013 - Securities & Exchange Commission 30 30#312 3 Plc under a N100 billion Debt Issuance Programme FSDH Merchant Bank Ltd. The La Casera Company Plc Nig. Aviation Handing Co. (NAHCO)PIC N3billion Series | Bond Issuance under a N15 billion Debt Issuance Programme 1000 3,000,000 3,000,000,000.00 15.75 % N2,850,000,000 Series Il Bond Issuance under a N5,000,000,000 Bond Issuance Programme Repayment of bank loans, enhancement of distribution infrastructure and warehouse Inorganic expansion, 1000 2,050,000 2,050,000,000.00 15.25 % procurement of equipment and working capital TOTAL Supranational Bond 10,580,000 10,580,000,000.00 S/N ISSUER OFFER PRICE(N) VALUE (N'B) 12,000,000,000.00 1 International Finance Corporation (IFC) 1,000 COUPON RATE RATING OF BOND YEAR OF MATURIT PURPOSE Y 1020 . AAA (Sta ndar % d & Poor 's) Aaa (Moo dy's) - Raise local currency development financing for private sector - Promote Capital Markets development in the Nigerian economy 2018 Annual Report and Accounts 2013 - Securities & Exchange Commission Bond Allotment Cleared ( Corporate, Sub- National & Supra- National Bonds) 31#32S/N ISSUER TYPE OF ISSUE VOLUME PRICE (N) VALUE (N'B) LEVEL OF SUBSCRIPTION (%) 1. FSDH Funding SPV Plc Subscription through Book Building 100 5,530,000 1000 5,530,000,000.00 2. Osun Sukuk 11,400,000 1,000 11,400,000,000.00 100 Company Plc 3. The La Casera 3,000,000 1,000 3,000,000,000.00 100 Company Plc 4. Osun State Govt 30,000,000 1,000 30,000,000,000.00 100 5. International Finance 12,000,000 1,000 12,000,000,000.00 100 Corporation (IFC) 6. Gombe State Govt. 20,000,000 1,000 20,000,000,000.00 100 7. Lagos State Govt. 80,000,000 1,000 80,000,000,000.00 100 Total 161,930,000 National/Corporate Bond) 161,930,000,000 S/N ISSUER VALUE (N) 1 Nassarawa State Government 20,000,000,000.00 2 Kogi State Government 20,000,000,000.00 3 Niger State Government 21,000,000,000.00 4 FSDH Funding SPV Plc 100,000,000,000.00 5 The La Casera Company Plc 15,000,000,000.00 Total 176,000,000,000.00 Annual Report and Accounts 2013 - Securities & Exchange Commission 32 2 Shelf Registration (Sub-#33Other Issues Resort Savings and Loans Plc Rights Issue of 3,776,577,468 ordinary shares of 50 kobo and IPO of 3,160,218,169 ordinary shares of 50 kobo each at 50 kobo and 51 kobo respectively were aborted due to low level of Subscriptions. No Objections: The following companies were granted No Objection letters to issue Eurobonds: S/N NAME VALUE DATE GRANTED REMARKS 1. 2. Fidelity Bank Plc Diamond Bank Plc Up to $500 million 24/04/2013 To be listed on the Irish Stock Exchange up to US$750Million 18/07/2013 As above ☐ GTBank notified the Commission of the completion of GTB Finance B.V Issue of US$400 Million 5-year 6% Fixed Rate Senior Notes due 2018, under its revalidated US2Billion Global Medium Term Note Programme. The Notes are irrevocably and unconditionally guaranteed by GTBank and were admitted to trading on the London Stock Exchange. The proposed share reconstruction of International Energy Insurance (IEI) Plc from 6,420,427,449 Ordinary Shares of 50 kobo each to 1,284,085,489 ordinary shares of 50 kobo each was approved in March 2013. Annual Report and Accounts 2013 - Securities & Exchange Commission 33#34Secondary Market Report SECONDARY MARKET Market capitalization rose from N8.974 trillion as at December 2012 to close at N13.226 trillion on December 31, 2013, representing an increase of 47.4% while the All Share Index (ASI) rose from 28,078.81 points as at December 31, 2012 to close at 41,329.19 points representing an increase of 47.2%. A turnover of 105.99 billion shares worth N1.02 trillion was recorded for the year compared to 87.75 billion shares worth N651.17 billion recorded in 2012, representing an appreciation of 20 percent and 56 percent in volume and value respectively. Annual Report and Accounts 2013 - Securities & Exchange Commission 34 =4#3514 12 10 8 6 4 2 0 N VOLUME DATE (bn) VALUE (bn) NSE-INDEX (POINTS) N MKT-CAP (Trillion) January 11.19 53.24 31,853.19 10.19 February 12.52 25.74 33.075.14 10.58 March 8.11 75.93 33.536.25 10.3 April K.29 95.31 33.440.57 10.69 May 8.6 91.31 37.791.75 12.08 June 9.73 147.6 36.164.31 11.43 July 10.18 73.21 37914.33 12.01 August 5.58 60.02 36,243.38 11.5 September 5.39 34.09 36,585.08 11.65 October 7.01 71.61 37 622.71 12.02 November 951 95.40 38,920.85 12.45 Decembe 10.02 71.12 41,329.19 13.226 Total for 2013 105.99 1020.66 41,329.19 13.226 Total for 2012 87.75 651 17 28,078.81 8.974 Change 20.8% 56.7% 47.2% 47.4% Mkt. Cap. (N'trillions) January February March April May June July August September October November December Annual Report and Accounts 2013 - Securities & Exchange Commission 35#36160 140 120 100 80 60 40 20 0 45.000 40.000 NSE-INDEX (POINTS) 35.000 30.000 25,00 20.000 15.000 10.000 5.000 A January February Marth Api May January February March April May June July August Jute X August September October December November September October November December Annual Report and Accounts 2013 - Securities & Exchange Commission Volume (bn) Value (N'bn) NSF INDEX POINTS) 36#37Five-Year Trend Analysis 45,000.00 40,000.00 NSE Index 35,000.00 30,000.00 25,000.00 20,000.00 15,000.00 10,000.00 5,000.00 14 12 10 H 6 4 2 2009 2010 2011 2012 2013 Market Capitalization (N'tr) 2009 2010 2011 2012 2013 Market Capitalization and the All-Share Index both followed similar trends as shown above; the former starting at N4.98 trillion in 2009YE and finishing at N13.22 trillion in 2013, whilst the latter rose from 20,827.17 points in 2009 to 41,329.19 points in 2013. Annual Report and Accounts 2013 - Securities & Exchange Commission 37#381200 1000 800 600 400 200 2009 2010 2011 2012 2013 Volume (Share 'Bns) Value (N'bn) Market turnover stood at a total of 95.34 billion shares worth N657.14billion in 2009, and increased to a total of 105.09 billion shares traded in 2013, with a total value of N1.02trillion. LISTINGS/DELISTINGS In 2013, there were ten (10) new listings, twenty-six (26) supplementary listings and seven (7) delistings, compared to fifteen (15), sixteen (16) and five (5) in 2012, respectively. Annual Report and Accounts 2013 - Securities & Exchange Commission 38#39New Listings S/N Security No. of Shares Price (N) Date Listed 1. UBA Capital Plc 4, 000, 000, 000 1. 1.59 January 11, 2 January 11, 2013 2. Africa Prudential Registrars Plc 1, 000, 000, 000 3. FCMB Holding 19,802,710,754 June 24, 2013 Company 4. Lagos State of Nigeria 80,000,000,000 1,000 February 1, 2013 5. Gombe State of 20,000,000,000 1,000 February 11, 2013 Nigeria 6. C & I Leasing 940,000,000 1,000 April 15, 2013 7. Osun State of Nigeria 30,000,000,000 1,000 April 23, 2013 8. IFC Bond 12,000,000,000 1,000 March 26, 2013 9. UPDC Real Estate 2,668,269,500 10.00 Investment and Trust July 1, 2013 10. Computer Warehouse 2, 524, 826, 5.48 Group Plc November 15, 2013 359 11. Infinity Trust Bank Plc 4,170,455, 720 1.50 December 11, 2013 Supplementary Listings Annual Report and Accounts 2013 - Securities & Exchange Commission 39 39#40S/N Security No. of Shares Date Listed 1. Transnational Corporation of 12,906,999,142 August 27, 2013 Nigeria Plc 2. African Paints Nigeria Plc 108,461,038 August 28, 2013 3. Linkage Assurance Plc 2, 897, 207, 843 January 18, 2013 4. Wapic Insurance Plc 2,911, 954, January 28, 2013 418 5. Crusader Nigeria Plc 3,064, 686, February 15, 2013 154 6. Guinness Nigeria Plc 30,962, 669 February 8, 2013 7. Guinea Insurance Plc 740,000,000 March 28, 2013 8. First City Monument Bank Plc 329,197,001 March 28, 2013 9. Custodian and Allied Insurance 781,017,387 May 13, 2013 Plc and Crusader (Nigeria) Plc 10. BOC Gases Plc 23,124,706 May 14, 2013 11. Okomu Oil Plc 479,955,000 May 14, 2013 12. CAP PIC 140,000,000 May 27, 2013 13. UACN PIC 320,144,064 May 27, 2013 14. Flour Mills of Nigeria Plc 50,893,281 April 11, 2013 Annual Report and Accounts 2013 - Securities & Exchange Commission 40 40#4115. Rak Unity Petroleum Plc 43,051,159 16. Livestock Feeds Plc 800,000,000 April 25, 2013 17. First City Monument Bank Plc 761,642,721 June 5, 2013 18. Oando Plc 4,548,236,276 June 10, 2013 19. Courteville Business Solutions Plc 592,000,000 July 10, 2013 20. Transnational Corporation of 12,906,999,142 August 27, 2013 Nigeria Plc 21. African Paints Nigeria Plc 108,461,038 August 28, 2013 22. Ecobank Transnational 3,125,000,000 September 5, 2011 Incorporated (ETI) 23. Wapic Insurance Plc 5,444,590,269 September 18, 2013 24. Wema Bank Plc 26,227,123,333 October 21, 2013 25. Berger Paints Nigeria Plc 72,455,862 December 10, 2013 26. Cadbury Nigeria Plc 1,186,079 December 10, 2013. Delistings Annual Report and Accounts 2013 - Securities & Exchange Commission 41#42S/N Security Reason Date 1. Crusader (Nigeria) Plc Converted to equity May 13, 2013 2. FGN MAY 2013 bond Maturity May 30, 2013 Bag Manufacturing Merged with flourmills plc April 11, 2013. 3. Nigerian Company Plc 4. West African Aluminum Plc (Waap) Regulatory Delisting and Nigerian Wire Industries Plc June 4, 2013 5. First City Monument Bank Plc CBN Directive on Divestment June 24, 2013 7. Poly Products Nigeria Plc Voluntary Dec 12, 2013 Technical Suspension Annual Report and Accounts 2013 - Securities & Exchange Commission 22 42#43S/N Security Period 1. International Energy Insurance Plc June 6 - July 19 2013 2. Crusader Plc April 8 May 13, 2013. - Reason To consolidate its outstanding shares from 6,420,427,449 shares to 1,284,085,489 shares i.e. 1 share for every 5 shares held from Thursday 6th to Thursday 20th June, 2013. Scheme of merger between Custodian and Allied Insurance Plc and Crusader Plc shares. Price Adjustments Annual Report and Accounts 2013 - Securities & Exchange Commission 43#44The prices of sixteen (16) equities were adjusted for dividend, as approved by the Board of Directors of the companies as shown below. S/N Company Dividend Per Share (N) 1 Vitafoam Nigeria Plc 2 Nigerian Breweries ABC Transport Plc 0.30 3.00 0.13 Aiico Plc 0.08 5 Conoil Plc 1.00 Red Star Express Plc 0.32 7 University Press 0.35 Guaranty Trust Bank Plc 0.25 Access Bank Plc 0.25 10 Roads Nigeria Plc 0.60 11 Honeywell Flour Mills Plc 0.16 12 Continental Reinsurance Plc 0.10 13 Chellarams Plc 0.05 14 PZ Cussons Nigeria Plc 0.56 Annual Report and Accounts 2013 - Securities & Exchange Commission 44#4515 Avoncrown Caps Plc 16 Mansard Insurance Plc 0.05 0.04 Over-The-Counter (OTC) Market- NASD Plc The OTC market reported thirty-four (34) deals from its inception in July 2013 to December 2013, with a volume of 239,165 shares and a total value of N76.57million. Five (5) securities are currently being traded on the platform. S/N 1 2 3 4 Security Friesland Campina Food Concepts Plc Industrial & General Ins. Plc Consolidated Breweries Plc 5 Niger Delta E&P Plc Deals 24 24 Code SDFCWAMCO SDFOODCPT 2 1 SDIGIPLC SDCILBREW 3 SDNDEP Annual Report and Accounts 2013 - Securities & Exchange Commission 45#46180 160 140 120 100 80 60 40 20 Friesland 13,312 1,000 20,000 35,000 Food Concepts Volume IGI Consolidated NDEP Friesland Food Concepts 169,853 -IGI Annual Report and Accounts 2013 - Securities & Exchange Commission Consolidated NDEP Volume (000's) I Value (N'm) 46 46#47COLLECTIVE INVESTMENT SCHEMES An Overview There were forty six (46) operational & registered Unit Trust Schemes, three (3) Real Estate Investment Trust Schemes (REITS), and one (1) Exchange Traded Fund (ETF). The Unit Trust Schemes and REITS had a combined total Net Asset Value (NAV) of N 152.2 billion in 2013 compared to 44 operational Unit Trust Schemes and two REITs with a combined total NAV of N104.6 billion as at December 2012. This represents an increase of 45.5% which is attributed to the general growth of the market, authorization of new Schemes as well as the growth of existing schemes. The Market Capitalization of the Exchange Traded Fund was № 277.8 million as at December 2013, a decrease from N 1.013 billion as at December 2012, this represents a decline of about 73%. The decrease was attributed to the fall in the price of Gold (the underlying asset of the ETF) as well as the substantial redemption of units of the ETF by the issuer among other factors. Private Equity, Infrastructure and Venture Capital Funds also had a combined NAV of N80, 534,009,109.93 for the period. Initiatives regarding Collective Investment Schemes for the year include: collaboration with the Fund Managers Association of Nigeria (FMAN) with respect to the adoption and implementation of the proposed CIS Roadmap/Strategy Document, modalities to provide guidance on the tax liability of OCIS (as a forerunner to engaging the Federal Inland Revenue Services (FIRS)), discussion with FMAN and other stakeholders on the proposed implementation of the Global Investment Performance Standards (GIPS). The transfer of the Nigeria International Growth Fund from Fidelity Bank Plc. to Investment One Financial Services Ltd was concluded in the year. Cashcraft Asset Management relinquished management of the Anchor and Bedrock Funds further to a directive of the Commission, while a 'no objection' was issued for the merger of the Nigerian Global Investment Fund and the Chapel Hill Denham Millennium Fund. The new developments recorded Investment Schemes include: under Collective Annual Report and Accounts 2013 - Securities & Exchange Commission 47#481. Two applications for the approval of foreign Schemes (Allan Gray Africa Equity Fund & IPRO); 2. The application for registration of the first Islamic Exchange Traded Fund (ETF), (Lotus Halal Equity Index ETF); 3. The approval and registration of the first indigenous ETF (Vetiva Griffin 30 ETF) and 4. The application for registration of two Infrastructure Funds (the Nigerian Infrastructure Investment Fund 1 & ARM Infrastructure Fund). Further to these developments, the draft Rules on Infrastructure Fund were reviewed and new Rules drafted for the approval and operation of Foreign Schemes and Investment Restrictions for Schemes as a risk management measure. Seven (7) new applications for registration of Collective Investment Schemes were reviewed and approved, while Seventeen (17) Trust Deeds of existing Schemes were reviewed and approved to ensure compliance with amended Rules and changes in the Schemes' structure. Annual Report and Accounts 2013 - Securities & Exchange Commission 48 48#49Snapshot Of Registered Collective Investment Schemes UNIT TRUST SCHEME Type of Fund (As at Dec 31st 2013) Equity Money Market Number Net Asset Value (N) 19 51,469,086,080.99 4 26,786,864,363.48 Bond REIT 9 15,510,725,267.24 3 43,378,980,601.45 Balanced 7 4,375,361,453.38 Ethical 5 7,127,160,979.89 Sector 1 1,038,823,918.89 Umbrella Fund 1 2,512,408,090.59 Total 49 152,199,410,755.91 NUMBER OF UNIT HOLDERS: 165,748 EXCHANGE TRADED FUND Funds (As at Dec 31st 2013) Market Capitalization (N) 277,800,000.00 ETFs New Gold PRIVATE EQUITY & INFRASTRUCTURE FUNDS (As at Dec 31st 2013) Private Equity & Infrastructure Funds with AUM of US$ 450 million (an equivalent of N70,200,000,000.00) VENTURE CAPITAL (As at Dec 31st 2013) Registered Companies Seven (7) AUM 10,334,099,109.93 Annual Report and Accounts 2013 - Securities & Exchange Commission 49 49#50Billion Naira 120 140 160 6 8 8 8 8 8 8 NET ASSET VALUE OF UNIT TRUST SCHEMES FROM 2009 - 2013 104.85 84.13 85.31 71.1 2009 2010 2011 2012 2013 152.19 NET ASSET VALUE OF REGISTERED UNIT TRUST SCHEMES BY CLASSIFICATION Net Asset Value (N) as at Dec 31, 2013) Equity Money Market Bond REIT Balanced Ethical Sector Umbrella Fund Annual Report and Accounts 2013 - Securities & Exchange Commission 50 50#51Growth In The Net Asset Value Of Registered Unit Trust Schemes By Classification Equity Based Funds There were nineteen (19) Funds in this sector with a NAV of N51,469,086,080.99 as at December 31, 2013 compared to same number of funds with a NAV of N42,933,789,031.32 in December 31, 2012; representing an increase of 20%. The breakdown is as follows: S/N NAME OF FUND FUND MANAGER 1 Stanbic IBTC Stanbic IBTC NAV AS AT 31ST DECEMBER 2012 (N) 14,247,322,214.46 NAV AS AT 31ST DECEMBER 2013 CHANGE % (N) 7 Nigerian Equity Asset Mgt. 15,265,821,620.89 Fund Limited 2 ARM Discovery Asset & Resource 5,576,134,674.00 Fund Mgt. Limited 6,044,367,401.00 3 Coral Growth FSDH Asset Mgt. 3,800,520,099.89 13 Fund Limited 4,299,747,155.59 4 Nig. Int'l Growth Fund Investment One Fin. Services Ltd. 2,655,390,425.77 (24) 2,008,645,265.83 5 Legacy Equity First City Asset 766,639,280.64 16 Fund Mgt. Limited 886,115,224.98 IMB Energy First City Asset 384,769,987.95 48 Master Fund Mgt. Limited 570,424,620.23 7 Frontier Fund Sterling Capital 154,379,490.58 175,343,670.10 14 Markets Limited Denham Mgt. Millennium Fund Paramount Equity Fund Chapel Hill 22,323,094.08 40 Denham Mgt. Limited 31,483,480.78 Chapel Hill 215,967,316.97 21 Denham Mgt. 259,979,631.03 Limited 10 UBA Equity UBA Asset Mgt. 1,670,444,298.95 7 Annual Report and Accounts 2013 - Securities & Exchange Commission 51#52Fund Limited 1,783,678,994.52 11 ARM Aggressive Asset & Resource 3,087,214,141.00 40 Growth Fund Mgt. Limited 4,310,016,735.00 12 ACAP Canary Alternative 1,276,943,502.23 Growth Fund Capital Partners Limited 1,371,965,601.13 13 Bedrock Fund Cashcraft Asset Mgt. Limited 110,330,960.57 On suspension N/A 14 Anchor Fund Cashcraft Asset Mgt. Limited 41,667,126.47 On suspension N/A 15 Zenith Equity Fund Zenith Capital Limited 3,913,309,453.31 13 4,393,715,523.06 16 Afrinvest Equity Fund Afrinvest West Africa Limited 456,297,983.72 22 555,110,253.69 17 SIM Capital SIM Capital 4,080,881,693.21 9 Alliance Value Alliance Limited 4,456,653,867.78 Fund 18 FBN Heritage FBN Capital 4,711,521,877.17 2 Asset Mgt. Limited 4,809,896,906.69 19 BGL Nubian BGL Asset Mgt. 185,101,485.63 33 Fund Limited 42,933,789,031.32 246,120,128.69 51,469,086,080.99 20 Total Annual Report and Accounts 2013 - Securities & Exchange Commission 52 52#53Money Market Funds There were four (4) Money Market Funds with a Net Asset Value of N26,786,864,363.48 as at December 31, 2013 compared to N14,227,677,913.64 in December 31, 2012, representing an increase of 88.7%. The growth in the NAV of the Money Market Funds was largely attributed to the registration of one new Money Market Fund as well as substantial growth in an existing fund. The breakdown is as follows: FUND MANAGER NAV AS AT 31ST DECEMBER 2012 (N) 188,508,831.36 S/N NAME OF FUND NAV AS AT 31ST DECEMBER 2013 % CHANGE (N) 1 UBA Money Market Fund UBA Asset Mgt. Limited (3) 183,433,851.31 2 FBN Money FBN Capital 1,625,122,673.29 188 Market Fund Asset Mgt. Limited 4,611,903,400.00 3 Stanbic IBTC Stanbic IBTC 12,414,046,408.99 56 Money Market Asset Mgt. 19,307,698,476.17 Fund Limited 4 ARM Money Asset & Not yet registered N/A Market Fund Resource Mgt. 2,683,828,636.00 Limited 14,227,677,913.64 26,786,864,363.48 88.7 Total Annual Report and Accounts 2013 - Securities & Exchange Commission 53#54Bond Funds There were nine (9) Bond Funds with a NAV of N15,510,725,267.24 as at December 31, 2013 compared to the same number of Funds with NAV of N13,236,083,547.40 in December 31, 2012; representing an increase of 17.4%. The breakdown is as follows: S/N NAME OF FUND FUND MANAGER NAV AS AT 31ST DECEMBER 2012 (N) 385,411,985.39 NAV AS AT 31ST DECEMBER 2013 (N) % CHANGE 5.8 1 UBA Bond Fund UBA Asset Mgt. Limited 407,639,061.10 Nig. Int'l Debt Fund Afrinvest West Africa Limited 2,117,573,180.86 0.015 2,117,887,342.65 3 Stanbic IBTC Stanbic IBTC 1,897,659,238.61 (45) Bond Fund Asset Mgt. Limited 1,053,154,178.00 FBN Fixed Income FBN Capital 1,758,340,075.29 99 Fund Asset Mgt. Limited 3,503,156,423.58 5 BGL Sapphire BGL Asset Mgt. 571,821,951.84 (0.7) Fund Ltd. 568,014,763.92 Zenith Income Fund Zenith Capital Limited 670,802,565.93 2.2 686,141,516.17 7 Kakawa Kakawa Asset 2,969,753,501.49 42 Guaranteed Mgt. Limited 4,226,679,145.48 Income Fund 8 6 Stanbic IBTC Guaranteed Investment Fund Coral Income Fund Total Stanbic IBTC 2,208,078,878.22 0.77 Asset Mgt. Limited 2,191,218,443.84 FSDH Asset Mgt. Limited 656,642,169.77 15 13,236,083,547.40 756,834,392.50 15,510,725,267.24 17.4 Annual Report and Accounts 2013 - Securities & Exchange Commission 54#55Real Estate Investment Trust Schemes (REITS) The sector has three (3) Funds with a total NAV of #43,378,980,601.45 as at December 31, 2013 compared to #16,000,229,599.81 as at December 31, 2012, representing an increase of 171%. The growth in the NAV of the REITS was attributed to the authorization of one new Real Estate Investment Trust Scheme. The breakdown is as follows: S/N NAME OF FUND FUND MANAGER Skye Shelter SFS Capital NAV AS AT 31ST DECEMBER 2012 (N) 2,335,469,455.12 NAV AS AT 31ST DECEMBER 2013 % CHANGE (N) (3.4) Fund Nigeria Limited 2,262,397,632.81 2 Union Homes REIT Union Homes Saving & Loan 13,664,760,144.69 0.95 Plc 13,834,847,980.99 3 UPDC REIT FSDH Asset Mgt. Limited Not yet registered N/A Total 16,000,229,599.81 27,281,734,987.65 43,378,980,601.45 171 Annual Report and Accounts 2013 - Securities & Exchange Commission 55#56Ethical Based Funds The sector had a total of five (5) funds with NAV of #7,127,160,979.89 as at December 31, 2013 compared to four (4) Funds with NAV of #6,258,422,450.69 as at December 31, 2012; representing an increase of 13.8%. The breakdown is as follows: S/N NAME OF FUND FUND MANAGER NAV AS AT DECEMBER 31 2012 NAV AS AT DECEMBER 31 2013 (N) % CHANGE Zenith Ethical Fund Zenith Capital Limited (N) 811,793,486.54 6 883,185,976.24 2 Lotus Halal Investment Lotus Capital Limited 1,907,760,746.96 9.9 Fund 2,109,748,799.06 Stanbic IBTC Ethical Fund Stanbic IBTC Asset Mgt. 3,306,410,167.19 12 3,702,174,474.12 Limited ARM Ethical Asset & 232,458,050.00 30 Fund Resource Mgt. 302,663,855.00 Limited 5 Stanbic IBTC Iman Fund Stanbic IBTC Asset Mgt. Limited Not registered at the time N/A 6,258,422,450.69 129,387,875.47 7,127,160,979.89 13.8 Total Annual Report and Accounts 2013 - Securities & Exchange Commission 56#57Balanced (Mixed) Funds There were seven (7) Funds in this sector with NAV of #4,375,361,453.38 as at December 31, 2013 compared to eight (8) funds with NAV of #4,329,940,982.91 as at December 31, 2012, representing a marginal increase of 1%. The breakdown is as follows: S/N NAME OF FUND FUND MANAGER 1 Women Chapel Hill NAV AS AT DECEMBER 31 2012 (N) 133,006,834.70 NAV AS AT DECEMBER 31 2013 (N) % CHANGE 15 Investment Fund Denham Mgt. Limited 153,336,753.55 2 UBA Balanced UBA Asset 1,430,713,742.59 19 Fund Mgt. Ltd 1,152,784,815.36 3 Union Trustees CDL Asset 1,735,459,455.52 2 Mixed Fund Mgt. Ltd 1,772,786,928.00 Nigerian Global Investment Fund 5 DVCF Oil & Chapel Hill Denham Mgt. Limited DVCF Oil & 106,906,344.13 21 129,112,148.88 64,741,639.13 37,682,350.86 (41.80) Gas Fund Gas Plc Indo-Nigeria Sterling 35,683,937.37 33 Unit Trust Fund Capital 48,119,046.43 Markets Limited 7 Stanbic IBTC Balance Fund Stanbic IBTC Asset Mgt. Ltd. 823,429,029.47 31 4,329,940,982.91 1,081,539,410.30 4,375,361,453.38 1 Total Annual Report and Accounts 2013 - Securities & Exchange Commission 57 40#58Sector Fund The sector had one Fund with NAV of 1,038,823,918.89 as at December 31, 2013 compared to #923,773,794.34 as at December 31, 2012; representing an increase of 12%. S/N NAME OF FUND FUND MANAGER Nigeria Energy Sector Fund Sterling Capital Markets Limited NAV AS AT DECEMBER 31 2012 (N) 927,773,794.34 NAV AS AT % DECEMBER 31 CHANGE 2013 (N) 12 1,038,823,918.89 Umbrella Fund There was one Umbrella Fund with three (3) sub-funds namely: Conservative Fund; Aggressive Fund and Absolute Fund with a Net Asset Value of N2,512,408,090.59 as at December 31, 2013 compared to N2,222,494,965.85 at the end of December 2012, representing an increase of 13.6%. The breakdown is as follows: S/N NAME OF FUND Stanbic IBTC Umbrella Fund FUND MANAGER Stanbic IBTC Asset Mgt. Limited. NAV AS AT DECEMBER 31 2012 (N) 2,222,494,965.85 NAV AS AT DECEMBER 31 % CHANGE 2013 (N) 2,512,408,090.59 13.6 Annual Report and Accounts 2013 - Securities & Exchange Commission 58#59New Gold Exchange Traded Fund The Market Capitalization of the New Gold Exchange Traded Fund was N 277.8 million as at December 31, 2013 compared to N 1.013 billion as at December 31, 2012 representing a decrease of 72.57% as shown below: S/N NAME OF FUND FUND MANAGER MKT CAP AS AT MKT CAP AS AT % CHANGE 1 New Gold ETF New Gold Managers (Proprietary) DECEMBER 31 2012 (N) 1,012,800,000.00 DECEMBER 31 2013 (N) 277,800,000.00 (72.57) Ltd. APPROVED APPLICATIONS FOR UNIT TRUST SCHEMES IN 2013 Five (5) applications for registration of Unit Trust Schemes were approved in 2013 as shown in the table below. : S/N NAME OF FUND FUND MANAGER 1. ARM Money Market Fund Asset & Resource Management Limited 2. UPDC Real Estate Investment Trust FSDH Asset 3. Stanbic IBTC Iman Fund Management Limited Stanbic IBTC Asset Management Limited Managers Limited 4. Vetiva Exchange Griffin 30 Traded Vetiva Fund Fund 5. DV Balanced Fund Vetiva Fund Managers Limited INITIAL FLOTATION OF UNITS/ PRICE Offer for Subscription of 1,000,000,000 units of N 1.00 each at par. IPO of 3,000,000,000 units at N 10.00k per unit. Offer for Subscription of 2,500,000 units of N 1,000.00 per unit. Offer for Subscription of 100,000,000 units IPO of 20,000,000 units at N100 per unit. Annual Report and Accounts 2013 - Securities & Exchange Commission 59#60APPROVED REGISTRATION OF ADDITIONAL UNITS Two applications for registration of additional units were approved during the year as shown below. S/N NAME OF FUND FUND MANAGER 1. Stanbic IBTC Stanbic IBTC REGISTERED UNITS 100,000,000 Money Market Asset Fund Management Limited 2. ACAP Canary Growth Fund Alternative Capital 1,000,000,000 Partners Limited CLEARED DRAFT AUDITED ANNUAL ACCOUNTS & APPROVED AGM OF UNIT TRUST SCHEMES The Commission cleared and approved the following in 2013 S/N NAME OF FUND MANAGER FUND FINANCIAL YEAR END DATE OF AGM DIVIDEND DECLARED 1. UBA Equity Fund UBA Asset Management March 31, 2013 December 19, 2013 15k Limited 2. UBA Bond Fund UBA Asset Management March 31, 2013 December 19, 2013 10k Limited 3. UBA Money UBA Asset Market Fund Management Limited March 31, 2013 December 19, 2013 10k Annual Report and Accounts 2013 - Securities & Exchange Commission 60 60#61Management 4. UBA Balanced Fund UBA Asset March 31, 2013 December 19, 2013 15k Limited 5. Nigeria International Growth Fund Investment One financial services June 30, 2012 November 20, 2013 Nil 6. Union Homes REIT Union Homes Savings & Loans Plc December 31, 2012 Nil N2.37 7. Kakawa Kakawa Asset Guaranteed Management December 31, 2012 November 20, 2013 N 1.40 Income Fund Limited 8. Skye Shelter Fund SFS Capital Nigeria Limited December 31, 2012 September 27, 2013 N5.00 9. Lotus Halal Lotus Capital Investment Fund Limited December 31, 2012 October 24, 2013 Nil 10. Chapel Hill Denham Millennium Fund Chapel Hill Denham Management December 31, 2012 November 6, 2013 Nil 11. Nigeria Global Investment Fund Limited Chapel Hill Denham Management Limited December 31, 2011 &2012 Nil Nil 12. Paramount Equity Chapel Hill Denham Fund Management Limited December 31, 2012 November 6, 2013 Nil Annual Report and Accounts 2013 - Securities & Exchange Commission 61 53#6213. Women Investment Fund Chapel Hill Denham June 30, 2012 Management Limited November Nil 6, 2013 14. Coral income Fund FSDH Asset Management December 31, July 11, 2012 2013 N18.68 Limited 15. Coral Growth Fund FSDH Asset Management Limited December 31, July 11, 2012 N21.14 2013 16. ACAP Canary Growth Fund Alternative Capital Partners Limited March 31, 2012 September 25, 2013 NO.04 17. ARM Discovery Fund Asset & Resource Management Co. December 31, July 12, 2011 2013 N8.50 Ltd 18. ARM Aggressive Fund Asset & Resource Management Co. December 31, July 12, 2011 Nil 2013 Ltd 19. ARM Ethical Fund Asset & Resource Management Co. December 31, 2011 &2012 Nil Nil Ltd 20. Union Trustees Mixed Fund CDL Asset Mgt. Limited April 30, 2012 February 27 2013 NO.04 21. FBN Heritage Fund FBN Capital Asset Mgt. Limited March 31, 2013 December 10, 2013 N10 Annual Report and Accounts 2013 - Securities & Exchange Commission 62 62#6322. SIM Capital Alliance Value Fund SIM Capital Alliance Limited June 30, December N8.24 2013 17, 2013 23. Anchor Fund Cashcraft Asset Mgt. Limited March 31, Nil Nil 2010,2011 & 2012 24. Bedrock Fund Cashcraft Asset Mgt. Limited March 31, Nil Nil 2010,2011 & 2012 25. Nigeria Fund Afrinvest West December 31, Nil Nil International Debt Africa Limited 2011 & 2012 26. Afrinvest Equity Afrinvest West December 31, Nil Nil Fund Africa Limited 2011 & 2012 27. Stanbic IBTC Bond Fund Stanbic IBTC Asset December 31, Nil Nil Management Limited 2012 28. Stanbic IBTC Money Market Fund 29. Stanbic IBTC Ethical Fund Stanbic IBTC Asset Management December 31, 2012 Nil Nil Limited Stanbic IBTC Asset Management December 31, Nil 2012 NO.30 Limited 30. Stanbic IBTC Guaranteed Stanbic IBTC Asset Management December 31, Nil 2012 N1.50 Annual Report and Accounts 2013 - Securities & Exchange Commission 63 33#64Income Fund Limited 31. Stanbic IBTC Balanced Fund Stanbic IBTC Asset Management December 31, 2012 Nil N15.00 Limited 32. Stanbic IBTC Equity Fund Stanbic IBTC Asset December 31, Nil N100 Management 2012 Limited 33. Zenith Income Fund Zenith Capital Limited December 31, Nil Nil 2012 34. Zenith Ethical Fund Zenith Capital Limited December 31, Nil Nil 2012 35. Zenith Equity Fund Zenith Capital Limited December 31, 2012 Nil Nil 36. Legacy Equity Fund First City Asset Management Limited June 30, 2013 December 5, 2013 NO.08 37. Nigeria Energy Sector Fund Sterling Capital Market Limited March 31, Nil Nil 2012 & 2013 38. Frontier Fund Sterling Capital Market Limited June 30, 2012 Nil Nil 39. Indo-Nigeria Unit Trust Fund Sterling Capital Market Limited December 31, Nil 2011 & June Nil 30, 2012 Annual Report and Accounts 2013 - Securities & Exchange Commission 64#65APPROVED SUPPLEMENTAL /RESTATED TRUST DEEDS Seventeen (17) Supplementary Trust Deeds of registered Funds were reviewed and approved in 2013 as shown below: S/NO NAME OF FUND TRUST 585 1. Coral Income Fund 2. Coral Growth Fund 3. Afrinvest Equity Fund 4. Nigeria International Debt Fund 5. Legacy Equity Fund 6. Stanbic Balanced Fund 7. Stanbic Equity Fund 8. Stanbic Ethical Fund 9. Stanbic Bond Fund 10. Stanbic Money Market Fund 11. Fund 12. UBA Equity Fund 13. UBA Bond Fund 14. UBA Balanced Fund 15. UBA Money Market Fund 16. 17. SUPPLEMENTARY/RESTATED DEED APPROVED Fourth Supplemental Trust Deed Fifth Supplemental Trust Deed First Supplemental Trust Deed First Supplemental to Amended and Restated Trust Deed Third Supplemental Trust Deed First Supplemental Trust Deed Amended and Restated Supplemental Trust Deed Amended and Restated Supplemental Trust Deed Amended and Restated Supplemental Trust Deed Amended and Restated Supplemental Trust Deed Stanbic Guaranteed Investment Amended and Restated Supplemental Trust Lotus Halal Equity Fund Union Homes REIT Deed First Supplemental to Amended and Restated Trust Deed First Supplemental to Amended and Restated Trust Deed First Supplemental to Amended and Restated Trust Deed First Supplemental to Amended and Restated Trust Deed Third Supplemental Trust Deed First Supplemental Trust Deed Annual Report and Accounts 2013 - Securities & Exchange Commission 55 65#66UNIT TRUST SCHEMES IN THE PROCESS OF WINDING UP S/NO NAME OF FUND DATE OF COMMENCEMENT OPEN/ FUND MANAGER CLOSE ENDED Gloria Unit Trust Scheme Open Ended January 1, 1989 Gloria Asset Mgt. 2 DEVCOM Mutual Fund Open Ended June 29, 1992 Bank Ltd: 3 Centre Point Unit Trust Scheme Open Ended 1994 Limited: Devcom Merchant Centre Point Securities Ltd: (Assets moved to the Trustees, NIC Securities & Trust Limited 4. Continental Unit Open Ended Trust Scheme 5. MBA Mutual Trust Scheme Open Ended February 11, 1991 March 31, 1992 Global Asset Limited 6. Abacus Unit Trust Scheme Open Ended January 1, 1990 Management Limited Crossworld Securities Crossworld Securities Limited Annual Report and Accounts 2013 - Securities & Exchange Commission 66#67UNIT TRUST SCHEMES IN THE PROCESS OF MERGING S/N NAME OF FUND 1 Nigerian Global Investment Fund 2 Chapel Hill Denham Millennium Fund FUND MANAGER Chapel Hill Denham Management Limited Chapel Hill Denham Management Limited S/NO NAME OF FUND APPROVED APPLICATIONS FOR VENTURE CAPITAL/ PRIVATE EQUITY/INFRASTRUCTURE FUNDS IN 2013 Two (2) applications for registration of Infrastructure Funds were approved in 2013 as shown below: FUND SIZE ($) 1. Nigeria Infrastructure Investment Fund 1 (NIIF 1) 100 Million 2. ARM Infrastructure Investment Fund 250 Million Annual Report and Accounts 2013 - Securities & Exchange Commission 40 67#68REPORT ON CUSTODIANS AS AT DECEMBER 2013 There are three (3) registered custodians holding the assets of forty nine (49) Mutual Funds. The total asset value of the forty nine assets is as follows: S/N NAME OF CUSTODIAN NUMBER OF SCHEMES UNDER CUSTODY 1 UBA Global 25 Investors 2 CITI Bank Nigeria Limited 12 3 Stanbic IBTC Nominees 12 TOTAL ASSET VALUE 94,204,404,059.14 38,465,157,780.28 19,529,848,916.45 In addition to the above table, review of the reports filed by the custodians during the period being reported shows that there have been full compliance by fund managers with respect to transfer of funds asset to custodians as directed by the Commission. Annual Report and Accounts 2013 - Securities & Exchange Commission 68 88#69MERGER Application received MERGERS, ACQUISITIONS AND TAKEOVERS 7 47 • Application approved . Pending applications ACQUISITION • Application received . • Application approved Pending applications TAKEOVERS • Application received · . Applications approved Pending applications RESTRUCTURING • Application received . Applications approved Pending applications 10 2 8 8 2 5 222 25 19 12 Annual Report and Accounts 2013 - Securities & Exchange Commission 69 69#70MERGERS APPROVED MERGER TRANSACTIONS 1. Wapic Insurance Plc and Intercontinental Properties Limited. 2. Tiddo Securities Limited and Tiddo Investment Management Limited. 3. Flour Mills of Nigeria Plc, Nigeria Bag Manufacturing Company Plc, Northern Bag Manufacturing Limited and Bagco Morpack Nigeria Ltd. 4. Cadbury Nigeria Plc and Stanmark Cocoa Processing Company. 5. Flour Mills of Nigeria and Niger Mills Company Limited. 6. Consolidated Breweries, Dil/Maltex and Benue Brewery Ltd 7. Custodian & Allied Insurance and Crusader (Nig) Plc PENDING APPLICATIONS 1. Suntrust Savings & Loans Limited and Dala Building Society Plc 2. Afriland Properties Plc and Heirs Real Estate Limited 3. Universal Insurance Plc and African Alliance Insurance Plc. 4. 5. Planet Capital Limited, Emerging Capital Limited and Strategy & Arbitrage Limited Baker Hughes Company Limited and BJ Services Company Limited (two Nigerian subsidiaries of Baker Hughes Incorporated) Annual Report and Accounts 2013 - Securities & Exchange Commission 70 70#71ACQUISITIONS APPROVED ACQUISITIONS 1. Acquisition of 2,143,281,975 Ordinary Shares of N1 each (95% Equity) in Savannah Sugar Company Ltd. by Dangote Sugar Refinary 2. Acquisition of 91,000,000 Ordinary Shares (52% Equity) in Treasure Capital & Trust Limited by Gem Global Markets Limited 3. Acquisition of 100% equity in City Securities (Registrars) Limited by Cardinalstone Partners Limited 4. Acquisition of 65,551,785 Ordinary Shares in Ikoyi Hotels Limited By Southern Sun Africa. 5. Acquisition of 349,650,132 Ordinary Shares (100% Equity) in Thai Farms International Limited by Flour Mills of Nigeria Plc 6. Acquisition of 95,000,000 Ordinary Shares (95% Equity) in Oceanic Health Management Company (held by Cressida Nigeria Ltd for Ecobank Transnational Ltd.) by Alpha Partners Limited 7. Acquisition of 204,000,000 Ordinary Shares (51% Equity) in Portland Paints & Products Nigeria Plc. by UAC Nigeria Plc. 8. Acquisition of 46,873, 176 Ordinary Shares in Pivot Trust & Investment Company Limited by Crystal Global Assets Limited 9. Acquisition of 60,000,000 Ordinary Shares (60% Equity) in Femi Johnson & Co. Limited by MMC Group. 10. Acquisition of 250,000,000 Ordinary Shares (99.9% Equity) in Kakawa Assets Management Ltd by Investment One Financial Services Ltd 11. Acquisition of 50,000,000 Ordinary Shares (100% Equity) in UAC Registrars Limited by Africa Prudential Registrars Plc. 12. Acquisition of 1,236,000,000 Ordinary Shares (60% Equity) in Finbank Homes Limited by a group of Minority Shareholders. 13. Acquisition of 500,000,000 Ordinary Shares in First Registrars Limited by SRM Partners. 14. Acquisition of Zenith Bank Plc's interest (100% Equity) in Zenith Registrars Ltd by Paradox Limited, Discount Windows Ltd and Others 15. Acquisition of 513,000,000 Ordinary Shares (57% Equity) in Champion Breweries Plc by Raysun Nigeria Limited Annual Report and Accounts 2013 - Securities & Exchange Commission 71#7216. Acquisition of 7,120,000 Ordinary Shares (71.2% Equity) in Oasis Insurance Plc (from Oasis Group Limited and Metrowest Investment Limited) by FBN Life Assurance Ltd. 17. 18. 19. Acquisition of 2,500,000,000 Ordinary Shares (99.2% Equity) in Oceanic Homes Savings & Loans Ltd. (from Ecobank Plc) by Suntrust Savings & Loans Ltd. Acquisition of 2,141,459,764 Ordinary Shares of Enterprise Bank Limited in Spring Mortgage Plc by United Mortgage Limited Acquisition of 550,000,000 Ordinary Shares (100% Equity) in FUG Pension by Unity Kapital Plc PENDING ACQUISITIONS 1. Acquisition of 83.73% Shareholding in Fleet Technologies by Afriprice Investment 2. Acquisition of 100% shareholding in Alicorn Capital Limited by AIICO Insurance Plc 3. Acquisition of 96.11% Equity Shareholding in FIN Insurance by Capital Alliance Private Equity III Limited 4. 5. 6. Acquisition of 100% Equity shareholding in FINBANK Insurance Brokers Limited by Oriental Capital Asset Management Limited Acquisition of FinBank Securities and Asset Management Limited by Quad Capital Ltd for a cash consideration of N70,000,000.00. Acquisition of 2,500,000,000 ordinary shares of N1 each in FinBank Capital by Quad Capital Ltd for the cash consideration of N500,557,754.00 7. Acquisition of Wema Assets Management by Butterpot Capital Limited. 8. Acquisition of ACEN Insurance Company Plc by Sovereign Trust Insurance Plc 9. Acquisition of Philips Oil Company Nigeria Ltd, Conoco Exploration & Production Nigeria Ltd and Philips Deepwater Exploration Nigeria Ltd by Oando Energy ResourceS Annual Report and Accounts 2013 - Securities & Exchange Commission 72#7310. Acquisition of Independent Securities Ltd by Butterpot Capital Limited. 11. Acquisition of 100% equity shares in Diamond Capital & Financial Market Limited and Diamond Securities Limited by Kaizen Partners Nigeria Limited. TAKEOVERS 1. PENDING TRANSACTIONS Takeover Bid by Asset & Resource Management Company Limited of up to 115,713,456Ordinary Shares of 50 kobo each (41.48% Equity) in Crystallife Assurance Plc. 2. Takeover of up to 332,500,000 Ordinary Shares of 50k each (6.6% Equity) in Dangote Flour Mill by Tiger Brand Ltd. RESTRUCTURING APPROVED RESTRUCTURING 1. Internal Restructuring of Honeywell Flour Mills Plc and Honeywell Superfine Foods Limited 2. Business Combination between Emerging Markets Telecommunication Services and Alheri Services Limited 3. Internal Restructuring of Food Concept Plc and Free Range Farms Ltd. 4. Restructuring of Ringadas Nigeria Limited, ASCA Bitumen Company Limited, Moraga Mortain Nigeria Limited and GNB Logistics Nigeria Limited. 5. Reorganisation of Share Capital between Forte Oil Plc and Holders of its fully paid Ordinary Shares of 50 Kobo Each 6. Scheme of Arrangement between IHS Nigeria Plc and the holders of its fully paid ordinary shares of 50K each Annual Report and Accounts 2013 - Securities & Exchange Commission 73#741. PENDING APPLICATIONS Scheme of arrangement between Marina Securities Limited and Marina Securities Stockbroking Services Ltd. 2. Restructuring of Japaul Oil Maritime Services Plc Annual Report and Accounts 2013 - Securities & Exchange Commission 74#75REGISTRATION OF CAPITAL MARKET OPERATORS Four registration meetings were held in 2013 in which ninety one (91) applications were received and thirty six (36) approved. APPROVED CAPITAL MARKET OPERATORS IN 2013 SN NAME OF COMPANY/FIRM 1. Profin Nigeria Ltd 2.. Excellex Solicitors 3. Olabisi Fayombo & Co 4 Pathian Partners Ltd 5. Rand Merchant Bank Nigeria Ltd 6. Kord Capital Ltd 7 Partnership Securities Ltd 8. Afrinvest Asset Management Ltd FUNCTION REGISTERED 2013 Corporate Investment Adviser Solicitors Reporting Accountant Inter-Dealer Broker Issuing House, Underwriter and Investment Adviser Corporate Investment Adviser Broker/Dealer Fund/Portfolio Manager Annual Report and Accounts 2013 - Securities & Exchange Commission 75#769. 10. 11. 12. 13. W.O Capital Ltd Fiducia Capital Investment Advisers Ltd Stanbic IBTC Capital Ltd Cordros Asset Management Ltd Crystal Trust Asset Management Ltd 14. Bahama Chambers Corporate Investment Adviser Fund/Portfolio Manager Issuing House and Underwriter Fund/Portfolio Manager Fund/Portfolio Manager Solicitors 15. 16. Jide Taiwo & Co Edgefield Capital Management Ltd 17. Ocean Securities & Stockbrokers Ltd 18. 19. 20. 21. Zenith Asset Management Ltd Obhielo Investment & Consultancy Ltd Iworld Financial Services Ltd H. Michael & Co Estate Surveyor Investment Advisory & Broker Dealer Broker/Dealer Fund/Portfolio Manager Investment Advisory Issuing House Solicitors 22 MBO Capital Management Ltd 23. 24 AIQ Venture Capital Fund Managers Ltd Oziko Capital and Securities Ltd Fund Manager-Private Equity Fund Manager-Private Equity Corporate Investment Adviser 25 Eczellon Capital Ltd 26 Ahmed Bawa & Co 27 Lotus Financial Services Ltd 28 DFC Capital Ltd 29 AEGIS Financial Services Link Ltd Issuing House Reporting Accountant Issuing House Corporate Investment Adviser Corporate Investment Adviser Annual Report and Accounts 2013 - Securities & Exchange Commission 76#7730 Akintunde Williams & Co 31 Mc-Finerco Investment Ltd 32 Jaiz Bank Plc 33 ARM Capital Partners 34 ROUQ & Company 35 Merit Securities Ltd 36 Boston Advisory Ltd Solicitor Broker/Dealer Receiving Banker Funder Manager-Private Equity Solicitors Broker/Dealer Issuing House Annual Report and Accounts 2013 - Securities & Exchange Commission 77#78FINANCIAL STANDARDS AND CORPORATE GOVERNANCE Corporate Governance Scorecard The Commission is partnering with the International Finance Corporation (IFC) to develop a "Scorecard" to improve Corporate Governance practices. The Scorecard is a tool for assessing the level of conformity with the Corporate Governance Code by Companies. This would help investors make informed investment decisions and improve market integrity. Quarterly Unaudited Financial Statements Three Hundred and Thirty (330) quarterly unaudited reports were received in 2013 and reviewed. Half Yearly Returns The Commission received and reviewed one hundred and fifty two (152) half yearly returns on Corporate Governance from Public quoted companies in 2013. Annual Reports and Accounts One Hundred and Eighty (180) 2012 Annual Reports and Accounts were received for review. International Financial Reporting Standards (IFRS) All public quoted companies with December, 2012 accounting year end, have complied with the International Financial Reporting Standards (IFRS). Staff of the Commission have completed the IFRS certification training with the Institute of Chartered Accountants in England and Wales (ICAEW). Annual Report and Accounts 2013 - Securities & Exchange Commission 78#79Capacity Building for Shareholder Associations As part of its effort to strengthen and enhance the role of the shareholders in the Capital Market t, the Commission organized workshops for the Executives of registered Shareholder's Associations. Investigation of Ecobank Transnational Incorporated Plc The Commission investigated allegations of corporate governance breaches in Ecobank Transnational Incorporated (ETI) Plc Initial findings revealed some corporate governance lapses. In the discharge of its statutory mandate to protect the shareholders, the Commission engaged KPMG Advisory Services to undertake an in-depth management and corporate governance audit of the company. Annual Report and Accounts 2013 - Securities & Exchange Commission 79#80MARKET DEVELOPMENT PROGRAMMES The Commission embarked on Enlightenment Campaigns targeted at deepening the market and fostering investor education. The highlights of the activities in 2013 are as follows: 1. The Commission on various occasions hosted students from twenty nine (29) institutions on excursions aimed at inculcating savings and investment culture in order to expose them to opportunities in the capital market. 2. Lectures were organized orientation on the theme “Opportunities in the Nigerian Capital Market". 3. The Commission embarked on two market enlightenment campaigns tagged "Health and Wealth" to educate market women in Abuja on financial inclusion and health enhancement initiatives. This was intended to attract market women and other potential investors to the capital market through collective investments and other related schemes. 4. The Commission organized the 4th National Quiz Competition, and prizes were awarded to the top three (3) schools. The following schools emerged as winners: i. College of Education Demonstration School, Ikere, Ekiti, ii. Marist Comp. College, Njete, Anambra, and iii. Divine Academy, Itakpe-Okene, Kogi. 5. The1st and 2nd quarter editions of the SEC Quarterly Publication were completed and published. The Publications were widely distributed among the investing public during the year. Also published were: Frequently Asked Questions About the Capital Market Fundamentals of Collective Investment Schemes . Translation of materials (SEC Publications) into Hausa Language (KNZO), Annual Report and Accounts 2013 - Securities & Exchange Commission 80 60#81Other activities embarked upon during the year include: Interactive meeting with the Shareholders Association, Ibadan Zone Establishment of Capital Market Clubs in 41 Schools within the Ibadan Zone Presentations on the underlisted topics at various fora i. Securities Lending and Borrowing ii. Questions & Answers on Securities Lending and Borrowing iii. Hedge Funds iv. Questions & Answers on Hedge Funds v. Mortgage -Backed Securities vi. Stock Options vii. Return of Merchant Banking in Nigeria and its expected impact on the capital market operations viii. Contemporary Political Issues in Nigeria ix. How to invest in the Capital Market CAPACITY BUILDING The Commission participated in programmes organized by the Securities Industry Development Corporation (SIDC), the African Development Bank (ADB) and the Metropolitan Skills Limited on Sukuk and other Shar'iah compliant products. Other trainings embarked upon by the Staff of the Commission include the International Financial Reporting Standards (IFRS) training conducted by the World Bank as well as other local and international trainings Annual Report and Accounts 2013 - Securities & Exchange Commission 81#82SECTION 3 LEGAL AND ENFORCEMENT • Legal Opinions • Litigation • Rule Making • Monitoring . Investigations • Enforcement Annual Report and Accounts 2013 - Securities & Exchange Commission 82 2#83Legal Opinions One Hundred and Twenty Four (124) legal opinions were given in 2013. The notable ones are listed below: 1. Citibank Nigeria: application for registration as Securities Lending Agent/Intermediary 2. 4. Request for payment of annual issuing house fees (from issuing houses) by the Nigerian Stock Exchange (NSE) in line with Article 61 of the NSE's Rules & Regulations 3. Request to remove damaging and libelous information against Brooke Chambers posted in the capital market operators' blacklist on the Commission's website Review of the contract between the Commission and SW Global Limited for the design, development and implementation of the electronic registration, return & analysis (erra) application 5. Request for letter of no objection to register Association of National Cashiers and Fund Managers of Nigeria 6. 8. Commendation of Minister of Finance's pronouncement on elimination of VAT, stamp duties, etc from transactions conducted on the floor of The Nigerian Stock Exchange 7. Letter of clarification from Sterling Capital Markets Limited with respect to a directive by The Nigerian Stock Exchange on the payment of Issuing House fees owed by the firm. Proposed global offering and dual listing of Seplat Exploration and Production Company Limited (the company) on the Nigerian Stock Exchange and the London Stock Exchange 9. Exemption of the Asset Management Corporation of Nigeria (AMCON) from the provisions of S.60 (c) of the ISA. 10. 11. 12. 14. 15. Request for waiver from the provisions of Rule 50 (2) by Greenwich Trust Limited on behalf of Resort Savings and Loans Plc Intervention on the refund of funds due to UACN Property Development Company with respect to the UPDC REITS Opinion on the rating of AIICO Capital Limited money market fund pursuant to SEC Rule 481. Legal opinion on the imposition of redemption fees by the Fund Managers of Allan Gray Equity Fund in line with SEC Rule 451 Request from Thomson Reuters to upload the Commission's Rules and Sundry information on its website. Annual Report and Accounts 2013 - Securities & Exchange Commission 83#84Litigation The Commission was involved in 132 cases in various courts/Tribunalas shown below: 1. Pending cases 105, 2. New cases - 3. Appeals - New Cases 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. - 20, 7 (6 of which were appeals to the Court of Appeal) Appeal in IST/OA/24/10 - SEC V. FIN Bank Plc & 8 Ors. CA/A/232/12 - FIN Bank Plc V. SEC & Dr. Timothy N. Menakaya FHC/ABJ/CS/514/13 SEC V. Union Bank Plc & Access Investment Ltd IST/EN/OA/03/13 - Boniface Onwubualili V. City Sec. Ltd & Anor. IST/LA/OA/06/13 - Mr. Jaja Adagogo Jonathan V. BGL Sec. Ltd & SEC LD/59/13 - Mr. Adim Jibunoh V. SEC & DG of SEC IST/EN/OA/01/13- Dr. Okam Kalu Uwgu V. SEC & Ors. FHC/BCS/62/2013- Momodu Victor Momoh V. Aims Asset Management FHC/ABJ/CS/7/2013- Mrs. Stella Babudoh Erhurho V. BGL & 2 Ors. FHC/L/CS/293/13 - Montgomery Ventures Incorp. & Anor. V. Compion Breweries Plc & 5 Ors. IST/EN/OA/02/13 - Chukwukadibia Noel Agwuocha V. Transnational Corporation of Nigeria Plc & Ors. CA/L/13/09 (Supreme Court) - SEC V. Christopher Okeke Concluded Cases Twenty five (25) cases were concluded within the same period as listed hereunder: CA/L/241/M/12 - Mtech Communications Plc & 4 Ors V. SEC & 5 Ors. FHC/ABJ/CS/176/09 - Ben Cyril Okere V. SEC i. ii. iii. IST/OA/03/2011 - Grace Onyemowo Alfa V. BGL, SEC & 2 Ors. iv. V. FHC/L/CS/228/10 - Seven Up Bottling Co. Plc V. SEC FHC/ABJ/CS/670/08 - Barr. Abdulwahab Moh'd & 3 Ors. V. Bank PHB & 3 Ors. Annual Report and Accounts 2013 - Securities & Exchange Commission 84 ==#85vi. vii. viii. ix. X. xi. xii. xiii. Appeal against the ruling of the IST in IST/OA/20/10- SEC V. Union Bank Plc & 20 Ors. IST/EN/OA/02/12 - Hon. (Prince) Sonny Edet Osom V. SEC, MRS Oil & 1 Ors. FHC/L/CS/01332/11 - Ebako & Company Ltd & 2 Ors. V. Longman Nig. Plc & 5 Ors. IST/APP/03/11 – SEC V. Estate of Chief Idowu IST/LA/APP/01/12 - De-canon Invest. Ltd V. SEC FHC/IKJ/CS/207/11 - Franna & Co. Ltd V. SEC, Negris Holdings Ltd, Meristem Sec. Ltd, Energy Co. Nig. Ltd & Meristem Registrars Ltd IST/EN/OA/03/12 - Eze A. Eze V. Fidelity Sec. Ltd & 3 Ors FHC/L/CS/295/13 - Mr. Noah Ochedi & 7 Ors. V. CBN & 9 Ors xiv. IST/KN/OA/01/13 - Saddiq Abubakar & 2 Ors. V. Circular Trust Ltd XV. xvi. FHC/L/CS/1462/12 - Petition for Winding Up of Nospetco Oil & Gas Plc FHC/ABJ/CS/49/09 - Staffords Nig. Ltd V. Investments & Securities Tribunal & 5 Ors. xvii. NIC/ABJ/93/11 - Abilo Uboboso V. SEC xviii. NIC/ABJ/94/11 - Umar Suleiman V. SEC xix. NIC/ABJ/95/11 - Sunday Imorua V. SEC NIC/ABJ/96/11 - Giwa Dejo V. SEC XX. XXI. XXII. NIC/ABJ/97/11 – Sunday Asuquo V. SEC NIC/ABJ/98/11 – Demakaa Samuel V. SEC xxiii. NIC/ABJ/99/11 - Grace Anoka V. SEC xxiv. NIC/ABJ/100/11 - Omare I. Ogunde V. SEC Annual Report and Accounts 2013 - Securities & Exchange Commission 85#86RULE MAKING The following rule making activities were undertaken in 2013: (A) FINALIZED NEW RULES 1. 2. 123 3. Rules on Sukuk Issuance in Nigeria. Rules on Private Equity Funds Rule on the use of Nominee Accounts (B) (C) AMENDMENTS TO THE NSE RULES AND NEW RULES ON NASD AND FMDQ 1. NSE Rules on the Investor Protection Fund 2. Amendments to NSE Rules on Pricing Methodology (Article 100) 3. Rules on NASD OTC 4. NASD Schedule of Fees 5. Financial Market Dealers Quotations (FMDQ) Rules 6. CBN/SEC Guidelines on Securities Settlement in Nigeria 7. Amendments to the NSE Rules and Regulations governing Dealing Members (Trading) 8. NSE Rules governing the use of the Issuer's portal 9. Guidelines for registration as a Dealing Member of the NSE. AMENDMENTS TO EXISTING SEC RULES The following rules were amended and approved by the Commission: 1. 2. 4. Real Estate Investment Schemes (Rule 250 was re-numbered as 250(1) while new Rule 250(2) and (3) were created). Filling of Registration Statement (Rule 50(1) (a), and a new Rule 50(1)(b) was created). Mandate to purchase shares -Rule 94. Annual Report and Accounts 2013 - Securities & Exchange Commission 98 86#87Rating Agency - Rule 143(2) Rule on registration of securities of Public Companies - Schedule 1, Part C Heading amended - Schedule IV 7. 8. Regulation of Public Companies -(Part B) 9. Profit Forecast - Rule 206 (4)(b) 10. Rule on Securities Lending and Borrowing. 11. The new minimum capital requirements for Capital Market Operators - Schedule I, Part B 12. Rule on Shelf Registration -Rule 279 (5) 13. 5. ف في (D) (E) Amendments to the Anti-Money Laundering/Combating Financing of Terrorism (AML/CFT) Regulations for Capital Market Operators 2013 EXPUNGED RULE Issue Proceeds Rule 64(3) (b) EXPOSED RULES 1. Infrastructure Funds. 2. Foreign Collective Investment Schemes. 123456 3. 4. 5. 6. 7. 8. 9. 10. Registration Requirements for Capital Market Trade Groups. Registration of Capital market Operators. Amendment to Rule on Fidelity Bond. Transfer of function(s) from a parent company to its subsidiary. Sponsored Individuals to attend capital market training before and after registration. . Amendment to Rule relating to Registration Requirements of Capital Market Experts or Professionals. Time limit for filing documents and transfer of sponsored individuals. New Rule on Filing of notice by Directors and other insiders upon sale or purchase of their shares in the Company. Annual Report and Accounts 2013 - Securities & Exchange Commission 80 87#8815. 16. 11. 12. 13. -23 15 14. Amendment to Rule on Securities Lending and Borrowing. Tenure of Audit Committee Members. Amendment to the SEC Administrative Proceedings Committee (APC) procedure. Earning Forecast pursuant to Section 64 of the ISA. Take-over bids pursuant to Section 131 of the ISA. Amendment to the Code of Corporate Governance for Public Companies. 17. Amendment to Rule on Shelf Registration. 18. Amendment to Rule on Basis of Allotment. 19. Amendment to Rules on Acquisition. 20. Amendment to Rule on functions of Broker/Dealers. 21. Amendment to Registration/Transfer fees for Sponsored Individuals. Annual Report and Accounts 2013 - Securities & Exchange Commission 88 88#89MONITORING The Commission assesses the financial health of registered Capital Market Operators (CMOS) through supervision and review on a quarterly and annual basis. Post public offerings are also monitored to verify utilization of issue proceeds. In the same vein, Anti-Money Laundering & Countering Financing of Terrorism (AML/CFT) measures were deployed to ensure compliance with Nigeria's AML/CFT regime. Monitoring activities were carried out using both off-site and on-site supervisory tools. Off-Site Analysis The Off-Site inspection focused mainly on reviewing returns, identifying deficiencies and compiling key data on operations of CMOs. One Thousand Nine Hundred and Sixty Four (1,964) returns were received and reviewed as stated below: S/N Category 1. Audited Annual Returns from all CMOS 2. Broker-Dealers 3. Fund/Portfolio Managers 4. Issuing Houses* 5. Underwriters 6. Trustees Number of returns reviewed 313 688 246 356 52 78 Annual Report and Accounts 2013 - Securities & Exchange Commission 89 68#907. Registrars 61 8. Rating Agencies 12 9. Investment Adviser 152 Total 1964 *Returns from Issuing Houses were inclusive of 132 returns on utilization of issue proceeds. Summary of CMOs Audited Annual Accounts Three hundred and thirteen (313) Audited Annual Accounts were received and reviewed in 2013. Total assets value stood at N1.475 trillion showing an increase of 13.20% compared to N1.303 trillion recorded in 2011. Shareholders' Funds Aggregate liabilities also increased by 14.68% from NO.988 trillion in 2011 to N1.133 trillion in 2012. increased by 9.29% from N 0.312 trillion in 2011 to N 0.341 trillion in 2012 while the Net Income also increased by 5.29% from N 0.170 trillion in 2011 to N 0.179 trillion in 2012, as shown below: 2012 2011 No. of Audited Accounts Received 313 291 N trillion N trillion Annual Report and Accounts 2013 - Securities & Exchange Commission % Change 7.56% 13.20% 90 90#91Total Asset 1.475 1.303 Total Liability 1.133 0.988 (14.68%) Shareholders Fund 0.341 0.312 9.29% Net Income 0.179 0.170 5.29% Operating Expenses 0.133 0.150 11.33% Profit After Tax 0.450 0.196 129.59% Overall Net-Worth to Total Asset 23% 24% (4.17%) Aggregate Total Liabilities to Total Asset 77% 76% Aggregate Net-worth to Total Liabilities 30% 32% 1.32% (6.25%) Graphical Representation of the Audited Accounts Annual Report and Accounts 2013 - Securities & Exchange Commission 91 13#921,600.00 1,400.00 1,200.00 1,000.00 800.00 600.00 400.00 200.00 TA TL SHE GL OPEX PAT TA=Total Assets, TL=Total Liabilities, SHF=Shareholders' Funds, Gl=Gross Income, OPEX=Operating Expenses and Other Charges and PAT=Profit After Tax and Interest. 2012 2011 Broker/Dealers Six hundred and eighty eight (688) returns were received and reviewed in the first to third quarter of 2013. The performances Annual Report and Accounts 2013 - Securities & Exchange Commission 92 92#93S/N INDICES 1ST QTR 2013 2ND QTR 2013 3RD QTR 2013 1 Aggregate Shareholders' Funds N' bn N' bn N' bn 84.67 102.69 102.90 2 Aggregate Indebtedness to Banks 27.37 16.43 13.83 3 Aggregate Investment in Quoted Securities 52.08 61.65 59.55 4 Aggregate Loans to Clients 27.21 7.06 6.90 5 Level of Profitability (Net) 1.68 4.12 2.02 Year on Year Comparison (2012-2013) Annual Report and Accounts 2013 - Securities & Exchange Commission 93#94120 Broker/Dealer Performance (N'Bn) 100 80 60 40 20 0 ASHF AIB AIQS ALC LP 3RD QTR 2013 3RD QTR 2012 ASHF= Aggregate Shareholders' Funds, AIB= Aggregate Indebtedness to Banks, AIQS = Aggregate Investment in Quoted Securities, ALC = Aggregate Loans to Clients, and LP = Level of Profitability (Net) Annual Report and Accounts 2013 - Securities & Exchange Commission 94 54#95Broker/Dealer Firms' Compliance With Minimum Capital Requirements 2% 5% Operators with SHF above N70m Operators with Capital Below N70m 93% Operators with eroded capital The value of Shareholders' Funds increased from N84.67b in the first quarter to N102.69b in the second quarter, representing a 21% increase. In the third quarter, the value increased marginally to N102.90b. However, when compared with the 2012 performance, the figure represents an increase of 134.13%. Indebtedness to Banks The level of Indebtedness to Banks/AMCON decreased from #52.19b in the third quarter of 2012 to #13.83b in the third quarter of 2013 representing a 73.50% decline. Out of the outstanding indebtedness, 18 (eighteen) firms accounted for 80% as at September 30, 2013. Annual Report and Accounts 2013 - Securities & Exchange Commission 95 55#9630 25 20 15 10 5 Indebtedness to Banks (N' Bn) 0 1st Qtr 2013 2nd Qtr 2013 3rd Qtr 2013 Annual Report and Accounts 2013 - Securities & Exchange Commission 96 96#97Fund/Portfolio Managers: Two hundred and forty six (246) quarterly returns were filed in 2013 from 86 registered Fund/Portfolio Managers. Details of their activities are summarized below: QUARTER 1ST, 2013 2ND, 2013 3RD, 2013 (N'Bn) (N'Bn) (N'Bn) Total shareholders' funds Total fund under management 97.5 124.1 100.7 146.4 189.8 211.3 Investment in the capital market 45.1 50.4 109.6 Investment in other asset classes 100.8 138.6 98.5 Uninvested funds 0.52 .081 3.1 % of Investment in the capital market to Total fund under management 30.8% 26.6% 51.9% % of Investment in other asset classes to Total fund under 68.9% management 73% 46.6% % of Uninvested funds to Total fund under management 0.4% 0.4% 1.5% The aggregate shareholders funds of registered Fund/Portfolio Managers declined by 23%. Total Portfolio under management increased from N207.8 billion in the 3rd quarter 2012 to N211.3 billion in the 3rd quarter 2013, indicating an increase of 1.7%. 51.9% of these funds were invested in the Capital Market, 46.6% was invested in other markets while 1.5% represented uninvested funds. Annual Report and Accounts 2013 - Securities & Exchange Commission 97 40#98Year-to-Year Analysis of the Performance of Funds/Portfolio Managers 250 200 150 100 50 0 Shareholders' Total Portfolio Funds under Funds invested in management Capital Funds invested in other Markets Uninvested Funds Market Sept.12 Sept.13 ANALYSIS OF THE QUARTERLY PERFORMANCE OF FUNDS/PORFOLIO MANAGERS 250 200 150 100 50 0 Total SHF Total Portfolio Investment in Investment in un-invested under Mgt Cap Mkt Other Mkt funds 1st Qtr 2nd Qtr 3rd Qtr Annual Report and Accounts 2013 - Securities & Exchange Commission 98 88#99Registrars Eighty four (84) returns were received from Registrars. Analysis of the returns revealed that the quantum of unclaimed dividends has decreased by 12.7% from N84.40bn as at December 31, 2012 to N73.71bn as at December 31, 2013 respectively. Surplus /return monies stood at N1.57bn showing an increase of 22.7% as against N1.28bn in 2012, unclaimed certificates from Registrars also increased to 781,571 certificates as against 650,173 certificates in 2012, representing 20%. The performance of Registrars is shown in the following table and charts: Unclaimed Dividend* Surplus/Returned Monies N'B N'B 2013 2012 % Change 73.71 84.40 12.7% 1.57 1.28 22.7% Unclaimed Share Certificates 781,571 650,173 20.2% *Unclaimed Dividend Figures are based strictly on dividend declared which remain unclaimed after 6months of dispatching the dividend warrants by the Registrar. Annual Report and Accounts 2013 - Securities & Exchange Commission 99 99#100Unclaimed Dividend Unclaimed Dividend (N'B) 86 84 82 80 78 76 74 72 70 68 Dec. 2013 Dec. 2012 Dec. 2013 Dec. 2012 The Commission in collaboration with The Nigerian Stock Exchange (NSE) and the Central Securities Clearing Systems (CSCS) Plc is working with four (4) firms of chartered Accountants to carry out a verification exercise on unclaimed dividends. The verification of unclaimed dividend is expected to be carried out alongside the reconciliation of materialized and dematerialized share certificates. Annual Report and Accounts 2013 - Securities & Exchange Commission 100#101Surplus/Return Monies Surplus/Returned Monies N'B 1.8 1.6 1.4 1.2 1 0.8 0.6 0.4 0.2 0 Dec. 2013 Dec. 2012 Unclaimed Share Certificates 1,000,000 800,000 600,000 400,000 200,000 Unclaimed Share Certificates 0 Dec. 2013 Dec. 2012 Dec. 2013 Dec. 2012 Dec. 2013 Dec. 2012 Annual Report and Accounts 2013 - Securities & Exchange Commission 101#102Issuing Houses Two hundred and twenty four (224) returns were received from seventy two (72) Issuing Houses as at the end of the third quarter 2013. Analysis showed that only eighteen (18) participated in Offers in 2013. Underwriters Fifty two (52) returns were received from Underwriters as at September, 2013.. Review of the returns revealed that only six (6) firms participated in underwriting Offers in 2013. Investment Adviser One hundred and fifty eight (158) Investment Advisers' returns were received and analyzed in 2013. On-site Inspections The breakdown of the on-site inspections conducted in 2013 is shown below: Target Inspections Target Inspections were carried out on three (3)) that were found to have committed various market infractions. Annual Report and Accounts 2013 - Securities & Exchange Commission 102#103Utilization of issue proceeds Verification inspection on utilization of issue proceeds were carried out in respect of: S/N Issuer Offer Type Year Issued 1 First Bank Nigeria Plc of Hybrid offer of N250 Billion 2007 2 Unity Bank Plc Rights Issue of 2010 23,928,142,026 ordinary shares of 50k each at N1per share 3 Wema Bank Plc Special Placement of 3,096,186,286 ordinary shares of 50k each at N3 per share 2010 4 Food Concept Plc Special Placement of 2011 780,000,000 ordinary shares of 50k each at N2.5 per share 5 Gombe Government State N20 billion 15.5% Fixed Rate Bond 2012 Annual Report and Accounts 2013 - Securities & Exchange Commission 103#104AML/CFT Activities The Commission extended its Risk-Based onsite supervision to Funds and Portfolio Managers in 2013. To this end, sixty five (65) Funds and Portfolio Managers with significant funds/assets under management were inspected to identify firms that have possible high AML/CFT risk exposures. This was to ascertain whether adequate control measures commensurate to their risk exposure had been put in place. Analysis of findings revealed that 24 firms had very good risk management system, 28 had acceptable system while 13 had deficient system in place. 1. Onsite visit of the representatives of the Financial Action Task Force (FATF) Regional Review Group on Nigeria's AML/CFT regime which led to Nigeria's removal from the list of high-risk Jurisdictions by the FATF in 2013. 2. Inauguration of Chief Compliance Officers' of Capital Market in Nigeria (CCOCIN) on August 6, 2013 to strengthen compliance by CMOs. 3. Commencement of AML/CFT Sectoral Risk assessment to identify inherent risk in the Capital market activities necessary for the conduct of Nigeria's National Risk Assessment. Annual Report and Accounts 2013 - Securities & Exchange Commission 104#105INVESTIGATIONS During the year under review, a total of 3,269 complaints were handled; 1,879 were new complaints and 1,390 were complaints brought forward from year 2012. A total of 1,147 complaints were resolved, while 30 complaints were transferred to the Enforcement & Compliance Department, leaving 2,092 complaints outstanding as at December 31, 2013. SUMMARY OF COMPLAINTS HANDLED: Head Lagos Onitsha Port Ibadan Kaduna Kano Harcourt Office Zonal Zonal Zonal Zonal Office/ Zonal Zonal Items Office Office Office Office Maiduguri Office Zonal Office Total Brought forward 519 334 11 78 27 27 58 363 1,390 New 604 220 200 213 38 88 Complaints 170 434 1,879 Annual Report and Accounts 2013 - Securities & Exchange Commission 105#106Resolved 415 65 55 cases/ Complaints Cases transferred for enforcement action 130 112 32 114 279 1,147 30 30 30 Pending as at Dec 31, 2013 678 489 81 179 33 114 518 2,092 Annual Report and Accounts 2013 - Securities & Exchange Commission 106#107ENFORCEMENT Thirty four (34) new cases were referred for enforcement action in 2013. These cases include the underlisted infractions: • Unauthorized sale of clients shares Mismanagement of clients portfolio accounts • . Non execution of Mandates . . Non-allotment of shares Non-remittance of proceeds of sale Non-rendition of periodic returns and annual audited accounts • Illegal operation of Fund Managers/Wonder Banks, etc The enforcement arm of the Commission participated in the activities of the Inter Agency Committee on Illegal Operators/Wonder Banks to investigate their activities and seal up their offices in the country. In 2013, the Order of the Federal High Court was obtained SEC v ALLGREEN INVESTMENT LIMITED & 30 Ors (IST/OA/17/07) to liquidate 26 out of 30 illegal Fund Managers/Wonder Banks which constituted 98% of the total claims of N104 billion. The Commission, pursuant to the MMou entered into by members of the IOSCO, assisted the Hong Kong Securities and Futures Commission to carry out some investigations in Nigeria 1ST QUARTER 2ND QUARTER 3RD QUARTER 4TH QUARTER Thirty one (31) cases were referred to the Nigerian Police Force for criminal investigation and prosecution. These cases bordered on: Operating in the capital market without registration Misappropriation of funds • Conversion • Forgery and other suspected crimes Annual Report and Accounts 2013 - Securities & Exchange Commission 107#108SNAPSHOT OF ENFORCEMENT ACTIVITIES IN 2013 Suspended Operators Matters referred to the Police New cases received Resolved cases Pending Cases Illegal Operators Closed down 17 31 34 58 70 21 COMPANIES SEALED UP BY THE COMMISSION AND THE INTER AGENCY COMMITTEE ON ILLEGAL FUND MANAGERS/WONDER BANKS IN 2013 Area(s) of Operation Rivers, Sokoto and Kaduna States Lagos State / Port-Harcourt (Rivers State) S/N Name of Companies 1 New Nation/Women in Oil 2 Rosabon Financial Services Ltd 3 Gift from Above 4 Baresi Capital Ltd 5 Joy Apple Investment Ltd Lagos State 6 Divine Settlement Investment and Lagos State Onitsha (Anambra State) Lagos State Annual Report and Accounts 2013 - Securities & Exchange Commission 108#109Resources Company Ltd 7 Obichi Investment & Management Nig. Ltd Onitsha (Anambra State) 9 Fidex shares Resources Ltd Onitsha (Anambra State) 10 Future Trust & Integrated Services Ltd Onitsha (Anambra State) 11 Royal Benchmark Limited Ibadan (Oyo State) 12 DMC Management Ltd Lagos State 13 Valuation Trust Finance & Investment Ltd Kaduna State 14 Helplzibar Nig. Ltd Kaduna State 15 Flourish Dynamic Services Kaduna State 16 Ayomefy Fudel Global Resources Nig.Ltd Kaduna State 17 Tinamic Inv. Nig. Ltd Kaduna State 18 Alhassan Gidado Finance & Inv. Ltd Kaduna State 19 Skymark Integrated Inv. Ltd Kaduna State 20 20 Sabon-gari Inv & Trust Ltd Kaduna State 221 21 Cashflowabi Inv. Ltd Kaduna State Annual Report and Accounts 2013 - Securities & Exchange Commission 109#110Entities Suspended in 2013 SN Name of Company Nature of Enforcement action Reason 1 Ecobank Plc Suspension/fine Date of Suspension Remarks Failure to carry out the Commission's directives February 5, 2013 lifted 2 Gosord Suspension Securities Ltd Breach of the ISA 2007 and SEC Rules and Regulations March 6, 2013 In force 3 Aims Asset Suspension Management Non refund of sum invested April 16, 2013 lifted Limited 4 Vision Trust and Suspension Investment Unauthorised disposal of shares April 17, 2013 In force Limited 5 Falcon Suspension Securities Limited Non rendition of quarterly June 3, 2013 reports In force 6 Wizetrade Suspension Capital and Unauthorised sale of shares June 5, 2013 In force Asset Management Ltd 7 Monument Suspension Securities & Finance Limited Unauthorised sale of shares. March 4,2011 lifted Annual Report and Accounts 2013 - Securities & Exchange Commission 110#1118 Apel Asset & Trust Limited Suspension/Fine Special report on trading activities Suspended by the NSE Ongoing 9 EDC Securities Ltd Suspension/Fine Market Manipulation 10 Calyx Securities Limited Suspension for One week/Fine Allegation of market manipulation 11 Supra Not specified Unauthorised sale of Commercial shares Trust Limited 12 Securities Not specified Market Infraction Solutions Limited 66 13 LMB Suspension Stockbrokers failure to submit divestment time table etc October 30,2013 In force Limited 14 Adamawa Suspension unauthorised sale of June 5,2012 lifted Securities Ltd shares, non execution of sales mandate, non remittance of sale Annual Report and Accounts 2013 - Securities & Exchange Commission 66 66 111#112proceeds 15 Forte Financial Caution placed on stock account of CMO, its Non remittance of returned money September 5,2013 Lifted Ltd directors and sponsored individuals. 16 Cashcraft Asset suspension Violation of section 155 Management of the ISA September 18,2013 still in force Ltd 17 Summa suspended Guarantee and Filing of false / Misleading information November 20,2013 still in force Trust Company Plc CASES/ENTITIES REFERRED TO THE POLICE (NPF) FOR FURTHER INVESTIGATION 1 Pa Olajide Akinkugbe V. Eagle Stockbrokers Limited 2 Complaint against Autrus Limited 3 Gloria Ehimamiegho V. Riverside Trust Securities Limited 4 AVM Al-Hassan Vs Riverside Trust Securities Limited 5 Chibuzo Eronini Vs Irving Assets & Management Company Limited 6 Falana Augustine Fashina V. Epic Investment Trust Limited 7 Simon Emmanuel Onome V. Standard Life Investment Network 8 Complaints against G. Akomas & Partners Limited 9 Nwachukwu Nonso V. Fidex Shares Annual Report and Accounts 2013 - Securities & Exchange Commission 112#11310 BGL Securities (Apochi Oyemowo) V. Fidelity Union Securities & Anor 11 Olayinka Salimat Kareem V. Prudential Securities Limited 12 Peter Adamu Usman V. Badmus Integrated Investment Limited 13 Kasumu Kehinde V. Genesis Securities Limited 14 Ikenga Emeghe V. Consolidated Investments Limited 15 Agbawin Josiah V. Isaba Consultant Limited 16 Jacob Adedapo Ajibabi V. Royal Benchmark Limited (Illegal Operator) 17 Viva Securities Limited 18 Arian Capital Management Ltd 19 Core functions and Asset Ltd 20 New Nation Limited/ Women in Oil 21 Mrs Opral Benson Vs WT Securities Ltd 22 Rosabon Financial Services Ltd 23 Rigg Securities Ltd 24 DMC Management Services Ltd 25 Mr. Joel Emeka Okafor of Securities Solution Ltd 26 Obichi Investment Management Ltd 27 27 Future Trust Integrated Services Ltd Annual Report and Accounts 2013 - Securities & Exchange Commission 113#11428 Fidex shares Ltd 29 Eagle Stockbrokers Ltd 30 Crown Fortune Securities Ltd 31 Isaba Consult Ltd MATTERS REFERRED TO THE ADMINISTRATIVE PROCEEDINGS COMMITTEE (APC) FOR DETERMINATION 1 SEC V. Mega Asset Managers Limited 2 SEC V. Vicad Securities Limited & 16 Ors 3 SEC V. Sterling Registrars Limited Ltd & 6 Ors 5 SEC V. DVCF Oil & Gas Plc & 15 Ors Complaints against Deap Capital Management & Trust Plc & 13 Ors RECONSTITUTION OF SEC APC The Securities & Exchange Commission's Administrative Proceedings Committee (SEC APC) is an administrative committee of the Commission. The Committee was reconstituted by the Board of the Commission at its 69th meeting of February 6 and 7, 2013 and inaugurated on May 15th, 2013. The Committee was reconstituted to ensure better transparency, fairness and participation of all the stake holders as well as the efficiency in the decision process. Annual Report and Accounts 2013 - Securities & Exchange Commission 114#115SITTING OF THE COMMITTEE In 2013, the SEC APC sat in respect of the following matters: 1. APC/2/2013: SEC V. VICAD SECURITIES LTD & 16 ORS 2. APC/1/2013: SEC V. STERLING REGISTRARS LTD & 6 ORS 3. APC/4/2013: SEC V. DVCF OIL & GAS PLC & 15 ORS 4. APC/5/2013: COMPLAINTS AGAINST DEAP CAPITAL MANAGEMENT & TRUST PLC & 13 ORS MATTERS DECIDED ON BY THE APC AND CONFIRMED BY THR BOARD- The decisions on the matters listed below have been confirmed by the Board: 1. APC/2/2013: SEC V. VICAD SECURITIES LTD & 16 ORS 2. APC/1/2013: SEC V. STERLING REGISTRARS LTD & 6 ORS MATTERS AWAITING DECISION OF THE APC 1. APC/4/2013: SEC V DVCF OIL & GAS PLC & 15 ORS 2. APC/5/2013: COMPLAINTS AGAINST DEAP CAPITAL MANAGEMENT & TRUST PLC & 13 ORS Annual Report and Accounts 2013 - Securities & Exchange Commission 115#116SECTION 4 ANNUAL ACCOUNTS Annual Report and Accounts 2013 - Securities & Exchange Commission 116#117Annual Report and Accounts 2013 - Securities & Exchange Commission 117#118pwc REPORT OF THE INDEPENDENT AUDITOR TO THE MEMBERS OF THE SECURITIES AND EXCHANGE COMMISSION Report on the financial statements We have audited the accompanying financial statements of the Securities and Exchange Commission ("the Commission") and its subsidiaries (together, "the Group"). These financial statements comprise the statement of financial position as at 31 December 2013 and the statements of comprehensive income, changes in equity and cash flows for the year then ended, and a summary of significant accounting policies and other explanatory notes. Directors' responsibility for the financial statements The directors are responsible for the preparation and fair presentation of these financial statements in accordance with International Financial Reporting Standards and with the requirements of the Investment and Securities Act 2007 and for such internal control, as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor's responsibility Our responsibility is to express an opinion on the financial statements based on our audit. We conducted our audit in accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform our audit to obtain reasonable assurance that the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Opinion In our opinion the accompanying financial statements give a true and fair view of the state of the#119Annual Report and Accounts 2013 - Securities & Exchange Commission 119#120Securities and Exchange Commission Statement of Board members' responsibility In accordance with the provisions of the Investments and Securities Act 2007, the Board of Commissioners is responsible for the preparation of the financial statements which give a fair presentation of the state of affairs of the Commission at the end of the year and its income and expenditure in accordance with International Financial Reporting Standards (IFRS) and in the manner required by the Financial Reporting Council of Nigeria Act. The responsibilities include ensuring that: i. the Commission keeps proper accounting records that disclose, with reasonable accuracy, the financial position of the Commission and comply with the requirements of the Investments and Securities Act 2007 ii. appropriate and adequate internal controls are established to safeguard its assets and to prevent and detect fraud and other irregularities; iii. the Commission prepares its financial statements using suitable accounting policies supported by reasonable and prudent judgments and estimates that are consistently applied; and iv. it is appropriate for the financial statements to be prepared on a going concern basis. The Commissioners accept responsibility for the annual financial statements, which have been prepared using appropriate accounting policies supported by reasonable and prudent judgments and estimates in conformity with the Investments and Securities Act 2007. The Commissioners are of the opinion that the financial statements give a fair presentation of the state of the financial affairs of the Commission and of its income and expenditure and cash flows. The Commissioners further accept responsibility for the maintenance of accounting records that may be relied upon in the preparation of financial statements, as well as adequate systems of internal financial control. Nothing has come to the attention of the Commissioners to indicate that the Commission will not remain a going concern for at least twelve months from the date of this statement. Signed on behalf of the Board of Commissioners by: Dr. Suleyman Abdul Ndanusa, OON Chairman Ms. Arunma Oteh, OON Director-General#121Annual Report and Accounts 2013 - Securities & Exchange Commission 121#122Securities and Exchange Commission Report of the members of the Commission for the year ended 31 December 2013 (Cont'd) 6 Financial commitments The Commission is of the opinion that all known abilities and commitments have been taken into consideration in the preparation of these financial statements. 7 Auditors The auditors, Messrs PricewaterhouseCoopers having indicated their willingness, will continue in office as auditors of the Commission. By order of the Commission Eao tumba-Payme (Ag. Shcretary to the Commission) Abuja, Nigeria 28 March 2013#123Securities and Exchange Commission Statement of financial position as at 31 December 2013 Assets Group Note 31 December 2013 N'ooo 31 December 2013 N'000 The Commission 31 December 2012 N'000 1 January 2012 N'ooo Non-current assets Property and equipment Intangible assets 10 11 3.724.910 60,154 Interest in structured entities 12 3.724.910 60.154 15,000,000 3.858,468 89.325 Staff loans and other receivables 13. 804,035 Held to maturity financial assets 14 7.583,606 Prepayments 15 2,166,018 Retirement benefit assets 19 Total non-current assets 203,501 14,842,224 804.035 7.583.606 2,466,018 203.501 29,842,224 149,577 7,635.990 1.007.472 47.817 12,788,649 4,057,633 37.303 886,685 9,072,470 1,883,114 15.937,205 Current assets Staff loans and other receivables 13 162,054 Held to maturity financial assets 14 1,462,992 Cash and bank balances 16 17.935.509 Total current assets 19,560.555 168,202 1,462,992 5.759.473 7.390,667 82,122 1,409,928 20,843,964 22,336,014 166,824 2,086,046 19,231,676 21.484.546 Total assets 34.402,779 37,232,891 35,124,663 37.421.751 Equity and liabilities Equity Capital grant 20 Capital reserve fund 21 Accumulated reserve fund 228 496,858 447,676 31.291,371 496,858 447.676 30.765-449 Other reserves 22b Total equity 32,235,905 31,709,983 496,858 447,676 22,887,417 10,000,000 33,831,951 496,858 447,676 23,016,782 10,000,000 33,961,316 Liabilities Non current liabilities Retirement benefit obligations 19 Total non-current liabilities 585.476 585.476 Current liabilities Sundry and other creditors 17 Provision for accrued charges 18 Total current liabilities 683.531 1.483.343 2,166,874 4.039.565 1,483.343 234.337 1,058.375 5,522,908 1,292,712 277.327 2.597.632 2,874.959 Total Habilities 2,166,874 5,522,908 1,292,712 3.460,435 Total equity and liabilities 34.402.779 37,232,891 35,124,663 37-421,751 These financial statements were approved and authorised for issue by the Board of Directors on 28 March 2014 and signed on its behalf bor