Annual reports

Consolidated and separate financial statements 31 December 2021

Oando PLC

Annual reports and consolidated financial statements

For the year ended 31 December 2021

TABLE OF CONTENTS

Page

Note

Page

Directors and professional advisers

3

9

Other operating income

60

Directors' report

4

10

Expenses by nature of operating profit

61

Corporate responsibility for financial reports

7

11

Employees benefit expenses

61

Statement of directors' responsibilities

8

12

Finance costs, net

62

Report of the Audit Committee

9

13

Income tax expense

62

Report of the independent auditors

10-15

14

Basic and diluted profit/(loss) per share

63

15

Property, plant and equipment

64

Consolidated and separate financial statements:

16

Intangible assets

65

Statement of profit or loss

16

17

Right-of-use assets

67

Statement of other comprehensive income

17

18

Investment properties

67

Statement of financial position

18

19

Investment in associates accounted for

68

using the equity method

Statement of changes in equity

20

20

Deferred income tax liabilities and

71

deferred income tax assets

Statement of cash flows

22

21

Derivative financial assets

72

Note

22

Finance lease receivables

73

23

Non-current receivables

74

1

General information

23

24

Inventories

75

2

Basis of preparation

24

25

Trade, other receivables and contract

assets

75

3

Changes in accounting policies and disclosures

24

26

Deposit for shares

4

Basis of consolidation

25

27

Prepayments

5

Other significant accounting policies

28

Financial assets at fair value through

profit or loss

75

76

76

(a) Segment reporting

28

29

Investment in subsidiaries

76

(b) Revenue from contracts with customers

28

30

Short term investments

77

(c) Property, plant and equipment

30

31

Cash and bank balances

77

(d) Intangible assets

30

32

Discontinued operations and disposal

77

groups held for sale

(e) Impairment of non-financial assets

31

33

Share capital and share premium

77

(f) Financial instruments

31

34

Other reserves

78

(g) Accounting for leases

33

35

Borrowings

78

(h) Inventories

34

36

Decommissioning provisions

80

(i) Share capital

34

37

Lease liabilities

80

(j) Cash and cash equivalents

34

38

Retirement benefit obligations

80

(k) Employee benefits

35

39

Trade and other payables

81

(l) Provisions

35

40

Dividend payable

82

(m) Current income and deferred tax

36

41

Supplementary cash flows information

83

(n) Dividend

36

42

Business acquisition

84

(o) Upstream activities

36

43

Related party transactions

84

(p) Impairment

37

44

Commitments

88

(q) Non-current

37

45

Events after the reporting period

88

(r) Production underlift and overlift

37

46

Contingent liabilities

90

(s) Fair value

37

47

Subsidiaries' information

92

(t) Offshore processing arrangements

38

48

Financial instruments by category

93

(u) Investment properties

38

49

Upstream activities

95

(v) Contingent liabilities

38

50

Going concern

96

(w) Contingent assets

39

Other National Disclosures:

6 Significant accounting judgements, estimates and

39

(i) Value Added Statement

98

7

Financial risk

42

(ii) Five-Year Financial Summary (2017 -

management

2021)

99-100

8

Segment information

57

Page 2 of 100

Oando PLC

Directors and Professional Advisers

For the year ended 31 December 2021

Directors

HRM. Oba Adedotun Gbadebo, CFR

(Chairman, Non-Executive Director)

Mr. Jubril Adewale Tinubu

(Group Chief Executive)

Mr. Omamofe Boyo

(Deputy Group Chief Executive)

Mr. Olufemi Adeyemo

(Group Chief Financial Officer; Executive Director, Resigned February 18, 2022)

Mr. Muntari Zubairu

(Group Chief Corporate Services & Operations Officer; Executive Director, Resigned December 23,

2021)

Dr. Ainojie Alex Irune

(Group Executive Director- Appointed August 9, 2019)

Mr. Tanimu Yakubu

(Non-Executive Director)

Mr. Ike Osakwe

(Non-Executive Director)

Mr. Ademola Akinrele, SAN

(Non-Executive Director)

Alhaji Bukar Goni Aji

(Non-Executive Director, Resigned December 23, 2021)

Mrs. Ronke Sokefun

(Non-Executive Director, Appointed December 23, 2021)

Mrs. Fatima Mede

(Non-Executive Director, Appointed December 23, 2021)

Company Secretary and

Ayotola Jagun (Ms)

Chief Compliance Officer

Registrars

First Registrars and Investor Services Limited

Registered Office

17a The Wings Complex, Ozumba Mbadiwe Avenue

Victoria Island, Lagos

Auditors

BDO Professional Services

(Chartered Accountants)

ADOL House

15, CIPM Avenue Central Business District,

Alausa, Ikeja

Lagos, Nigeria.

Bankers

Access Bank PLC

The Access Bank UK Limited

AfreximBank

Bank of Montreal Canada

Ecobank Nigeria PLC

Ecobank Sao Tome e Principe

Emirates NBD

Fidelity Bank Plc

First Bank Nigeria Limited

First City Monument Bank Plc (FCMB)

Globus Bank Limited

Guaranty Trust Bank Plc

Heritage Bank PLC

ING Bank

Investec Bank

Keystone Bank Limited

The Mauritius Commercial Bank Limited

National Bank of Fujairah (NBF)

Providus Bank Plc

Stanbic IBTC Holdings PLC

Standard Bank of South Africa Ltd

Sterling Bank Plc

Suntrust Bank Nigeria limited

Union Bank of Nigeria PLC

United Bank for Africa PLC

United Bank for Africa, New York

Zenith Bank PLC

Page 3 of 100

Oando PLC

Directors' report

For the year ended 31 December 2021

The directors submit their Report together with the audited consolidated and separate financial statements for the year ended 31 December 2021, which disclose the state of affairs of the Group and Company.

1 Principal Activity

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

  2. Exploration and production (E & P) - Oando Energy Resources Inc., Canada, engaged in production operations and other E & P companies operating within the Gulf of Guinea; and
  3. Supply and trading of petroleum products - Oando Trading Dubai, Oando Trading Bermuda and Oando PLC.

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

2 Results

The Group's net profit for the year of N35.8 billion and Company's net loss of N28.1 billion attributable to owners of equity have been transferred to retained earnings.

Group

Company

31-Dec-21

31-Dec-20

31-Dec-21

31-Dec-20

N'000

N'000

N'000

N'000

Revenue

803,460,186

477,070,471

714,455,776

320,702,465

Profit/(loss) before income tax from operations

44,474,275

(134,282,770)

(26,282,712)

(44,507,463)

Income tax expense

(11,615,476)

(6,391,693)

(1,841,684)

(801,756)

Profit/(loss) for the year from operations

32,858,799

(140,674,463)

(28,124,396)

(45,309,219)

Profit/(loss) attributable to owners of the parent

35,817,370

(118,149,391)

(28,124,396)

(45,309,219)

  1. Dividend

  2. The directors do not propose dividend for the year ended 31 December 2021 (2020: nil).
  3. Directors
    1. The names of the present directors and those that served during the year are listed on page 3.
    2. According to the Register of Directors' Shareholding, the interests of directors in the issued share capital of the Company for the purposes of section 30 part 1 of schedule 5 of the Companies and Allied Matters Act, 2020, are as follows:

Direct

Indirect

HRM. Oba A. Gbadebo, CFR

437,500

Nil

Mr. Jubril Adewale Tinubu*

Nil

3,670,995

Mr. Omamofe Boyo*

Nil

2,354,713

Mr. O. Adeyemo

1,723,898

Nil

Mr. Muntari Zubairu**

1,000,000

Nil

Dr. Ainojie Alex Irune

Nil

Nil

Alhaji Bukar Goni Aji **

Nil

Nil

Mr. Ademola Akinrele

96,510

Nil

Mr. Ike Osakwe

139,343

Nil

Mr. Tanimu Yakubu

5,999,947

5,998,700

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

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

**Alhaji Bukar Goni Aji and Mr. Muntari Zubairu represented the interest of Alhaji Dahiru Bara'u Mangal. Alhaji Dahiru Bara'u Mangal owned 15.92% of Oando PLC before the investment was acquired by Leaf investment effective October 2021.

Page 4 of 100

Oando PLC

Directors' report (cont'd)

For the year ended 31 December 2021

  1. Contracts
    In accordance with section 303 of the Companies and Allied Matters Act, 2020 and Article 115 of the Company's Articles of Association, directors who had interest in contracts during the year had notified and declared their interest to the Company to the effect that they were members or held shareholding of companies which could be regarded as having an interest in the contract. Such directors' interests are noted in the respective minutes of board meetings.
  2. Directors' Responsibilities
    The directors are responsible for the preparation of annual consolidated financial statements, which have been prepared using appropriate accounting policies, supported by reasonable and prudent judgements and estimates, in conformity with International Financial Reporting Standards issued by the International Accounting Standards Board, Companies and Allied Matters Act, 2020 and the Financial Reporting Council of Nigeria Act No 6, 2011. In doing so, the directors have the responsibilities as described on page 8 of these consolidated financial statements.
  3. Shareholdings

As of 31 December 2021, the range of shareholdings of the Company was as follows:

No of

Range of Shareholding

Shareholders

% of

No of shares

% of

Within Range

Holders

Within Range

Shareholding

1

-

1,000

168,614

62.55

61,397,663

0.49

1,001

-

5,000

71,151

26.40

148,489,453

1.19

5,001

-

10,000

11,820

4.39

85,413,747

0.69

10,001

-

50,000

12,585

4.67

277,082,867

2.23

50,001

-

100,000

2,219

0.82

160,326,469

1.29

100,001

-

500,000

2,386

0.89

506,660,582

4.08

500,001

-

1,000,000

368

0.14

266,121,515

2.14

1,000,001

-

5,000,000

334

0.12

657,831,396

5.29

5,000,001

-

10,000,000

43

0.02

291,370,453

2.34

10,000,001

-

50,000,000

25

0.01

530,125,719

4.26

50,000,001

-

100,000,000

3

0.00

239,827,594

1.93

100,000,001

-

12,431,412,481

4

0.00

9,206,765,023

74.07

269,552

100.00

12,431,412,481

100.00

  1. Property, Plant and Equipment
    Changes in the value of property, plant and equipment (PPE) were mainly due to additions, depreciation, disposals and exchange differences as shown in Note 15 to these consolidated financial statements. In the opinion of the directors, the market value of the Group's property, plant and equipment is not lower than the value shown in these consolidated financial statements.
  2. Donations/charitable gifts
    The Company through its subsidiary, Oando Foundation, made most of the following donations during the year under review:

Description

Amount

N

I

Scholarship award for 195 pupils across 22 states and the FCT

8,410,000

II

Environmental & recycling education awareness project tagged 'Clean Our World' in 12 public primary schools

25,166,087

III

Distribution of food relief materials to 1,065 households across vulnerable communities in Lagos State

16,961,970

IV

Donation - PSAG Website Domain renewal

60,033

V

Sponsorship of Interpol Week Conference

3,500,000

VI

Sponsorship of the 15th Annual International Business Law Conference of the Nigerian Bar Association Section on

Business Law

1,000,000

55,098,090

Page 5 of 100

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Oando plc published this content on 18 September 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 18 September 2023 09:39:05 UTC.