Guaranty Trust Holding Company Plc.

Audited Consolidated and Separate Financial Statements Together with Directors' and Auditor's Reports

December 2021

Introduction

Introduction

Guaranty Trust Holding Company and Subsidiary Companies

Guaranty Trust Holding Co pany Plc ( the Parent or the Co pany and its Su sidiaries (hereafter referred to as 'the Group') Consolidated Financial Statements complies with the applicable legal Requirements of the Nigerian Securities and Exchange Commission regarding Annual Financial Statements and comprises Separate and Consolidated Financial Statements of the Group for the year ended 31 December 2021. The consolidated and separate financial statements have been prepared in accordance with International Financial Reporting Standards issued by the International Accounting Standards Board and adopted by the Financial Reporting Council of Nigeria. For better understanding, certain disclosures and some prior year figures have been presented in line with current year figures. Due to rounding, numbers presented throughout this document may not add up precisely to the totals provided and percentages may not precisely reflect the absolute figures.

i

Introduction

Guaranty Trust Holding Company and Subsidiary Companies

Table of contents

Page

Corporate governance

1-19

Subsidiary governance

20-23

Sustainability report

24-33

Complaints and feedback

34-36

Anti-money laundering and combating terrorist financing framework

37-41

Internal control and risk management systems

41-44

Directors' report

45-53

Statement of directors' responsibilities

54

Report of the audit committee

55

Corporate responsibility for financial statements

56

Independent Auditor's report

57-62

Financial statements

63

Consolidated and separate statements of financial position

64-65

Consolidated and separate income statements

66

Consolidated and separate statements of other comprehensive income

67

Consolidated statement of changes in equity

68-69

Statement of changes in equity company

70

Consolidated and separate statements of cash flows

71-72

Notes to the consolidated and separate financial statements:

Reporting entity

73

Basis of preparation

73

Significant accounting policies

73-105

Financial risk management

106-192

Capital management and other risks

193-198

Use of estimates and judgements

198-208

Operating segments

209-216

Financial assets and liabilities

217-219

Other notes to the financial statements

220-284

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Introduction

Guaranty Trust Holding Company and Subsidiary Companies

Contingencies

284-285

Group entities

286-287

Unconsolidated interests in structured entities

288

Related parties

289-294

Contraventions

294

Subsequent events

294

Other national disclosures/other information:

295

Regulatory requirements under the IFRS regime

296-301

Statement of prudential adjustment

302-303

Operational risk management

304-308

Agents and agent's location

309-323

Activities of cards operations

324-327

Other notes

328

Value-added statements

329

Five-year financial summary

330-331

Share capitalisation and dividend history

332-333

Corporate social responsibility

334-337

iii

Corporate Governance

Corporate Governance

Introduction

Guaranty Trust Holding Company and Subsidiary Companies

Aiming to strengthen its long-term competitiveness, earnings base, growth prospects, deliver greater

shareholder value and to take advantage of new business opportunities in the emerging competitive landscape, Guaranty Trust Bank plc ( the Bank/GTBank adjusted its operating model and was restructured

by way of a scheme of arrangement between the Bank and its shareholders pursuant to the Companies and Allied Matters Act 2020, into a holding company structure. Under the terms of the re-organisation, a financial holding company structure was established with the corporate name, Guaranty Trust Holding Company Plc (GTCO/the Company). Guaranty Trust Bank plc thereafter re-registered as a private limited liability company named Guaranty Trust Bank Limited and became the flagship subsidiary of GTCO.

The Board of Directors of the Bank made the decision to embark on the Restructuring following a comprehensive strategic evaluation of the operating and competitive environment of the Nigerian banking sector in the near term. The Board of the Bank believed that a Holding Company Structure would allow the Bank take advantage of new business opportunities in the emerging competitive landscape and strengthen earnings base. The Holding Company is expected to drive growth by making end-to-end financial services easily accessible by leveraging Technology and Strategic Partnerships in order to meet every customer's need in this new world of digital technologies and unprecedented possibilities.

The following are expected to be the benefits of the Holding Company Structure: (i) Greater strategic flexibility and opportunity for diversification of the Group's revenues; (ii Better positioning to deal with emerging

competition, for example, fintechs and payment service banks; (iii) More focused regulatory oversight of the various arms of the Group; (iv) More efficient management structure with the Holdco having the responsibility of assessing strategic initiatives for the overall benefit of the Group; (v) Preservation of senior management team, culture and business model; and (vi) Preservation of shareholder value.

GTCO just like its ancestor GTBank remains committed to its founding values which endeared the brand to millions of people across Africa and beyond, and which continues to drive financial success. As a Proudly African and Truly International brand, the Company will continue to live by these values-of excellence, hard work and integrity, even as we create faster, cheaper, safer and more diverse products for people and businesses of varied types and sizes.

As a Company, we will continue to subject our operations to the highest standards of corporate governance, which is an essential foundation for sustainable corporate success. In view of globalization, digitalization and increased penetration of artificial intelligence in the World and specifically in the financial industry, the resolve to maintain good corporate governance principles is important to us. We are committed to upholding the creed and principles of good Corporate Governance in all our operations and implementing initiatives that will improve corporate governance for the benefit of all stakeholders.

The Company is publicly quoted on The Nigerian Exchange Limited with Global Depositary Receipts (GDRs) listed on the London Stock Exchange and we remain dedicated to our duties and pledge to safeguard and increase investor value through transparent corporate governance practices. Our Code of Corporate Governance provides a robust framework for the governance of the Board and the Company. The Company ensures compliance with the Code of Corporate Governance for Public Companies issued by the Securities and

Exchange Co

ission ( the SEC Code , the revised Code of Corporate Governance for Banks and Discount

Houses in Nigeria issued y the Central Bank of Nigeria ( the CBN Code

in May 0 , the Financial Reporting

Council's National Code of Corporate Governance, 0 8 ( the FRC Code

, as well as disclosure re uire ents

under the Disclosure and Transparency Rules of the Financial Conduct Authority (FCA), United Kingdom, which are applicable to non-United Kingdom companies with Global Depositary Receipts (GDRs) listed on the London Stock Exchange.

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Guaranty Trust Holding Company plc published this content on 04 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 04 March 2022 14:25:02 UTC.