Our Bank. Our People.

Annual

Report

2023

ANNUAL REPORT 2023

In this Annual Report, a reference to 'BSP', 'BSP Group', 'the Bank', 'the Company', 'the Group', 'our', 'us', and 'we' is to BSP Financial Group Limited ARBN: 649704656 and its subsidiaries unless it clearly means just BSP Financial Group Limited. BSP's Corporate Governance Statement is available on the company's website: www.bsp.com.pg/investor-relations/corporate-governance/

APRA Disclaimer:

BSP is not authorised under the Banking Act 1959 (Commonwealth of Australia) and is not supervised by the Australian Prudential Regulation Authority (APRA). BSP's products are not covered by the depositor protection provisions in section 13A of the Banking Act 1959 and will not be covered by the financial claims scheme under Division 2AA of the Banking Act 1959.

OVERVIEW

PERFORMANCE REVIEW

CORPORATE GOVERNANCE

REMUNERATION REPORT

FINANCIAL

SHAREHOLDER

STATEMENT

STATEMENTS

INFORMATION

Contents

Overview

2023 Highlights

4

Message from the Chairman and CEO

6

Our Business

8

Our Vision, Mission and Core Values

9

Performance Review

Financial Performance

10

Our Community

20

Our People

22

Our Customers

24

Our Risk Management Framework

27

Corporate Governance Statement

Board of Directors

32

Executive Team

36

Corporate Governance Framework

38

Board Governance

39

Board Committees

44

Risk Management and Compliance

47

Assurance and Control

48

Culture and Conduct

50

Continuous Disclosure

52

Commitment to Shareholders

52

Compliance with ASX and PNGX Corporate Governance Recommendations

53

Remuneration Report

54

Financial Statements

64

Shareholder Information

132

Honouring the Legacy

142

Corporate Directory

143

2

3

ANNUAL REPORT 2023

OVERVIEW PERFORMANCE REVIEW

CORPORATE GOVERNANCE

REMUNERATION REPORT

FINANCIAL

SHAREHOLDER

STATEMENT

STATEMENTS

INFORMATION

2023 Highlights

FINANCIAL

OPERATIONAL

K890m 41%

Statutory NPAT

-18%

Women in Leadership 1

1  

2

3

4

K2.8b

Total Income 8%

K37.0b

Total Assets

10%

K16.7b

Gross Loans

12%

K1.43

FY23 Full Year Dividend

-18%

38.5%

Cost to Income Ratio

+50bps

24.4%

Capital Adequacy

-70bps

21.5%

Return on equity -610bps

Measures representation at Executive and Senior Management level. Staff count as at 31st December 2023.

Approved investments over three years to upgrade our operational and technological capabilities. Active branch count as at 31st December 2023.

4.6k

Employed Staff 2

3.3m

Customer Accounts

6.2k

Shareholders

K345m

Capital Investments 3

120+

Branch Network 4

300+

Agent Network

4

5

ANNUAL REPORT 2023

Message from

the Chairman & CEO

OVERVIEW PERFORMANCE REVIEW

CORPORATE GOVERNANCE

REMUNERATION REPORT

FINANCIAL

SHAREHOLDER

STATEMENT

STATEMENTS

INFORMATION

Earlier this year, we both commenced our new roles at BSP. Our reflections and highlights for 2023 are overall very positive. This can largely be attributed to the great support from our customers, shareholders and employees across all the countries in which we operate.

We inherited the leadership of a well- run institution that is the largest bank in the South Pacific. The team at BSP was well placed to deal with the impact in our region of global volatility, rising interest rates and inflation and, closer to home, the implementation of a new core banking system.

Against this backdrop we delivered a well-balanced result, with revenue growth across all key business lines of the Group totaling 8%. Our operating

efficiencies, an enhanced customer experience, and entrenching our already leading position in banking in the region across 2024 and beyond from this K500 million investment.

After some initial system challenges, we are pleased to note that our monthly digital and EFTPOS terminal transactions grew by double-digits in 2023. This is the result of our efforts to migrate customers to digital channels that best meet their needs. We continue to invest in our digital offerings, as well as new offerings that will provide our customers with banking services comparable to leading offerings in other competitive markets.

Strategy

via digital channels. We have also significantly reduced branch waiting times in the second half of 2023, and set up dedicated business banking centres in key urban locations to support our customers.

We have also partnered with the PNG government to leverage its business loan program, which it has made available on favourable terms to small businesses in the country to help stimulate economic growth.

One of our key strategic priorities also involves a substantial step up in activity to support the development of our people at BSP, including by investing in our new "BSP Academy".

Board renewal

Left to Right: Robert Bradshaw and Mark Robinson

expense grew 10% for the year, which was anticipated given the increased investment in technology. This increase in revenue and expenses delivered underlying profit growth of 8%, to K1.7 billion. Nevertheless, BSP's statutory net profit after tax (NPAT) declined by 18%, due largely to a K209m negative impact on NPAT from the increase in the Papua New Guinea company income tax rate from 2023.

Technology and digital uplift

Our customers and their banking needs remain the key focus for BSP. The Group's investment in our new core banking system in Papua New Guinea was a pivotal milestone for the bank. We not only replaced our legacy systems, but modernised our technology architecture, which has enabled us to more effectively cater to the needs of our customers. We thank our PNG customers for their patience during our 2023 implementation. We are committed to delivering operational

To maintain our market leading position in the South Pacific, we are investing now to lay the foundation for growth, with the following areas of focus:

  • Delivering an exceptional customer experience;
  • Significant investments in risk and compliance; and
  • Realising the ongoing benefits of our new core banking system.

In short, our ultimate objective is for our bank to offer "world class" services in our region. Consequently, we have embarked on a program to invest in key enablers of our strategy, including new investments to deepen customer relationships right across the Group.

Our investment in technology will enable us to use data more effectively to better understand customer needs and manage risks. Some of the actions we have taken have already resulted in positive outcomes, for example in our ability to pre-approve loans originated

We were pleased to announce the appointment of Ian Tarutia to the BSP Board in April 2023. Ian held senior executive roles within the superannuation industry, with more than 30 years at Nasfund Limited, most recently as its Chief Executive Officer.

Ian's appointment followed the retirement of the late Sir Kostas Constantinou, OBE as Chairman. Sir Kostas joined as a Director of BSP in 2009 and was appointed Chairman of the Board in 2011. During his tenure as Chairman, BSP achieved many significant milestones including the expansion of BSP's banking operations through acquisitions in several Pacific countries, as well as BSP's dual listing on the Australian Securities Exchange (ASX) in 2021. On behalf of the BSP Board and all shareholders, we recognise the late Sir Kostas for his significant contributions in this period.

The BSP Board will continue to uphold its high standard of governance to ensure the delivery of our strategic priorities.

Strong operating results, capital and dividends

The improvement in the Bank's 2023 operating performance noted earlier, was achieved with the cost to income ratio increasing marginally to 38.5% and the net interest margin remaining relatively stable. We continue to prudently grow our balance sheet, with total assets increasing by 9.5% to K37 billion, supported by a robust 12% growth in net lending. BSP has also grown significantly stronger, holding more than twice as much Tier 1 capital and total assets as we did a decade ago. This strength is a key source of competitive advantage for BSP, giving us the financial capacity and confidence to invest for our customers and our shareholders. It also gives us the ability to cushion the impact of economic challenges, which inevitably emerge from time to time in our markets. In light of the above financial results, we declared a final dividend of K1.06 for

2023, bringing our full year dividend to K1.43. The 18% dividend reduction is on account of the reduction in net profit resulting from the increase in the company tax rate in 2023.

Outlook

The fundamentals of our South Pacific economies are improving with strong growth in 2023 and this trend is expected to continue in 2024, right across the region.

Business investment in PNG is also increasing as PNG is entering an investment "super-cycle", with "mega- projects" of over K100 billion either being renewed, or in the pipeline.

Given this favourable economic setting, we are confident BSP has the talented people and financial strength to execute our strategy effectively. We have a robust investment programme underway, as we maintain a prudent balance sheet, and

disciplined risk management, to support development in our region and deliver on our goal to offer "world class" services.

Finally, on behalf of the Board and management, we would like to thank you for your ongoing support as shareholders. We also thank BSP's 4,600 employees for your hard work and commitment to serving our customers.

Mr Robert G. Bradshaw

Chairman

Mr Mark T. Robinson

Group Chief Executive Officer and

Managing Director

6

7

ANNUAL REPORT 2023

Our Business

OVERVIEW PERFORMANCE REVIEW

CORPORATE GOVERNANCE

REMUNERATION REPORT

FINANCIAL

SHAREHOLDER

STATEMENT

STATEMENTS

INFORMATION

Our Vision, Mission

and Core Values

BSP provides a range of financial services in PNG, Fiji, Solomon Islands, Samoa, Tonga, Cook Islands and Vanuatu. BSP serves both retail and corporate customers through its banking operations, and provides non-banking services, such as life insurance and

create the largest Bank in PNG, and listed on the PNGX a few years later in 2003. Other acquisitions followed, including CBA's Colonial Bank in Fiji and a number of Westpac businesses across the South Pacific. We listed on the ASX in 2021 and trade under the ticker "BFL".

advocate and partner for important economic developments in the South Pacific to the benefit of our communities, as well as our shareholders.

Collectively, the Group's 4,600 employees serve our over 3 million

Our vision

Our mission

To be the leading financial services provider in our chosen

To create value for our stakeholders, by delivering innovative

markets, helping customers, staff, shareholders and

and cost effective financial services.

communities prosper.

funds management.

Our bank was established in 1957 in Port Moresby, as a branch of National Australia Bank that was subsequently renamed to BSP upon its sale. In 2001, BSP purchased the state owned Papua New Guinea Banking Corporation to

We have grown to be the largest financial services company in the South Pacific. Consequently, we have the strength and size to cushion the impacts of the challenges we face from time to time, but our position also allows us to be a strong

customers from across the South Pacific. BSP remains the largest South Pacific bank, with the most extensive distribution network. Our branch network is complemented by a large electronic banking system that meets the banking needs of our customers.

Our Values

Integrity

We are honest, committed, trustworthy and reliable in our dealings with our customers and each other.

Leadership

We inspire, we change and we live our values, and lead by example.

Teamwork

We work with and for each other, we progress together.

Community

We respect, value and support the communities in which we operate.

Lending Market Share

Deposit Market Share

People

We respect and value our people and our customers.

Professionalism

We commit ourselves to continual self-development to achieve standards of excellence in our performance.

PNG

Solomon

Islands

Cook

Islands

Tonga

Samoa

Fiji

Vanuatu

65.6%

PNG

#1

Solomon

44.0%

#1

Islands

35.5%

Cook

#2

Islands

29.2%

Tonga

#1

Samoa

35.2%

#1

26.6%

Fiji

#1

Vanuatu

12.6%

#4

#1

64.9%

#155.0%

#150.6%

#144.5%

#139.9%

#123.8%

#4 14.7%

Quality

We are committed to excellence whilst striving for continuous improvement in our products and services.

Net Operating Income

Net Profit After Income Tax

PNG Bank

PNG Bank

K2,822m

74%

K890m

61%

Pacific Markets

Pacific Markets

Total Group

22%

Group NPAT

31%

operating income

Non-Bank Entities

Non-Bank Entities

4%

8%

8

9

ANNUAL REPORT 2023

Financial Performance

Overview

OVERVIEW PERFORMANCE REVIEW

CORPORATE GOVERNANCE

REMUNERATION REPORT

FINANCIAL

SHAREHOLDER

STATEMENT

STATEMENTS

INFORMATION

BSP's excellent operating performance is underpinned by strong lending, deposit and payments fundamentals delivering revenue growth across all Group key business lines. At the same time, we continue to invest in growth enablers, such as technology and people, to maintain our competitive position and offer world class services.

NET PROFIT AFTER TAX

Statutory NPAT

K890m

-18% on FY22

Statutory profit fell 18% from FY22, owing to an increase in loan impairments, following the reversal of COVID-19 provisions in the prior two years, and the significantly higher company tax rate (45%).

LOAN IMPAIRMENT AND PROVISIONS

Impairment expenses

Provisions to loans

K182m

4.3%

+188m

on FY22

no change on FY22

An increase in loan impairments in 2023, following the reversal of provisions in the prior two years.

DIVIDEND

K1.43

-18% Per share, full year

The Board declared a final dividend of K1.06, bringing our full year dividend to K1.43. The 18% reduction is mainly on account of the increase in the company tax rate in 2023.

Underlying NPAT

K1,099m1

-4% on FY22

Underlying profit remained relatively stable, easing by 4%, after excluding all material changes to our tax obligations.

NET INTEREST MARGIN (NIM)

5.65%

-30bps on FY22

With the exception of reduced investment yields from government securities, Group NIM was largely stable.

CAPITAL ADEQUACY

24.4%

-70bps on FY22

Our capital measures are strong, with capital adequacy comfortably above 20%, which is much higher than the 12% regulatory requirement.

VOLUME GROWTH

+10%

K9to.8b

+12%

K2to.6b

+23%

K2to.2b

1 Underlying NPAT excludes tax expense of K209m, impacted by change in company income tax rate to 45%

Business loans

Retail mortgages

Unsecured personal loans

10

11

ANNUAL REPORT 2023

OVERVIEW PERFORMANCE REVIEW

CORPORATE GOVERNANCE

REMUNERATION REPORT

FINANCIAL

SHAREHOLDER

STATEMENT

STATEMENTS

INFORMATION

Delivering for Shareholders

BSP'S TOTAL SHAREHOLDER RETURN

We maintained our long dividend history and our policy of paying out between 70% and 75% of our statutory profit as dividends. Based on the BSP share price at the end of 2023, the dividend yield remained in double digits.

467m

Shares

6,165

Shareholders

97%

South Pacific ownership

232%

107%

160%

22%

12%

73%

34%

72%

10%

2023

5 Year

10 Year

Share price appreciation

Shareholder dividends paid

10- YEAR ANNUAL DIVIDEND AND PAYOUT RATIO

70%

75%

76%

76%

76%

70%

75%

75%

75%

75%

0.76

0.86

1.04

1.23

1.37

1.34

1.30

1.73

1.74

1.43

2014

2015

2016

2017

2018

2019

2020

2021

2022

2023

Dividend per share (K)

Dividend Payout ratio

RETURN ON EQUITY

-610bps

29.7%

27.6%

21.5%

Dec 21

Dec 22

Dec 23

Return on equity, has fallen from 27.6% in FY22, to 21.5% in FY23. Our reduced NPAT of K890m, coupled with our growth in capital, were the key drivers of the reduction. However, our returns remain significantly higher than regional peers.

RETURN ON ASSETS

-90bps

3.7%

3.4%

2.5%

Dec 21

Dec 22

Dec 23

Return on assets declined 90bps to 2.5% in FY23. Our strong growth in assets, along with the fall in NPAT, contributed to the decline.

12

13

ANNUAL REPORT 2023

OVERVIEW PERFORMANCE REVIEW

CORPORATE GOVERNANCE

REMUNERATION REPORT

FINANCIAL

SHAREHOLDER

STATEMENT

STATEMENTS

INFORMATION

Profit and Loss Trends

Operating Income

Our profit has grown from K507m to K890m since 2014, we now hold substantially more capital against our assets than we did a decade ago.

Statutory NPAT

K890m

-18% on FY22

Operating income

K2,822m

120

+8.4%

2,603

100

2,822

Net interest income

Driven by strong

up 5.7%, loan

FX income growth

volume growth of

[26%]

12%

A$1,065m

Margin reduced by

A$1,185m

31bps

NPAT

+75%

890

507

Km A$213m A$374m

FY14 FY23

ROE

-820bps

29.7%

%21.5%

FY14 FY23

+8.4% on FY22

FY22

Net interest

income

Total income for the Group grew by 8.4% in 2023 to K2.8 billion, with a strong contribution from our Pacific markets.

Net interest income growth was primarily driven by a healthy 12% increase in lending volumes.

Other operating

FY23

income

positively, driven by a 26% growth in FX income, due to higher inflows.

Electronic banking income grew by 22%, a reflection of the double-digit growth in the use of our digital channels.

PGK [millions]

FY221

FY23

Change

Revenue

2,603

2,822

8%

Net interest income

1,745

1,845

6%

FX income

362

458

26%

Fee income

419

428

2%

Insurance / other income

77

91

18%

Operating expense

989

1,087

10%

Operating profit

1,614

1,735

8%

Impairment expense 2

-5

182

large

Profit before tax

1,619

1,553

-4%

Non- interest income also contributed

595

565

-6

-1

-24

NIM

5.65% Bps

FY22

Lending

Funding

Investments

FY23

Tax3

534

663

24%

NPAT

1,085

890

-18%

  1. Comparative for prior periods have been restated to reflect the modified retrospective transition to the new accounting standard IFRS 17 ( Insurance contracts ), which came into effect on 1 January 2023.
  2. 2022 negative impairment expense driven by COVID-19 provision releases.
  • FY22 tax expense includes Additional Company Tax, which is presented as an operating expense in the financial statement.

Volume growth in all core lines of our business, translated into revenue growth across the Group of 8%. Operating expenses were up by 10%, driven mainly by inflation, as well as our increased technology spend to support the delivery of our strategic priorities. Taken together, the Group delivered an 8% increase in operating profit.

-30bpson FY22

banks in more developed markets. This is

BSP's NIM is wider than what is seen in

mainly on account of the mix of our assets,

where only 15% of our loan book is invested

in lower risk residential mortgages.

The 30bps erosion of our NIM in 2023

was largely driven by a reduced yield on

investment securities, driven by strong

market liquidity.

Investment security yields have fallen since 2022, and 2023 saw most of the investment portfolio being repriced at these lower rates.

We managed our lending and funding mix to ensure margin erosion across our book was limited to a modest 7bps.

14

15

ANNUAL REPORT 2023

OVERVIEW PERFORMANCE REVIEW

CORPORATE GOVERNANCE

REMUNERATION REPORT

FINANCIAL

SHAREHOLDER

STATEMENT

STATEMENTS

INFORMATION

Operating Expenses

Operating expenses

K1,087m

+9.9% on FY22

Credit Quality and Provisions

Impairment expenses

IMPAIRMENT EXPENSE

182

K182m

Km

+K188m on FY22

-5

-43

FY21

FY22

FY23

Cost to income

Cost to income

38.0%

38.5%

+9.9%

18

19

21

1,087

16

24

989

Investments

in risk and

compliance

Delinquency Rates

FY21 and FY22 contained large impairment

4.1%

releases post COVID-19. FY23 did not

have any carry forward provisions available

for release, and provisions were aligned to

underlying customer risk grades.

FY23 includes a single specific provision

+90bps on FY22

of K28m for an exposure, which is fully

secured.

Delinquency rates and gross impaired assets also lifted sharply in 2023. However, excluding the single fully secured loan that has transferred to non-accrual status, the normalised delinquency rate reduces to 3.2%, which is in line with prior year trends.

Increased

Higher

Salary inflation

To optimise

Infrastructure

system cost

volumes in

operational

maintenance

and additional

Pacific markets

processing

staff to support

post

and

Operational

the new core

COVID-19

strengthen

losses

banking

recovery

competitive

Legal

system

positioning

provision

Km

A$415m

releases

A$457m

FY22

Technology

Cards

Inflation

Modernisation

Others

FY23

Strategy

  • FY23 also contains a K40m uplift in

impairments connected with our unsecured

DELINQUENCY RATE

personal loan portfolio, which is partially

attributed to a larger asset book, but

90+ days, as a percentage of total loans

does reflect some level of deterioration in

credit quality in a challenging economic

4.1%

environment.

The Group experienced a relatively large K188m

3.1%

3.2%

movement in impairment expenses from FY22 to

FY23 and we note the following:

Operating expense lifted 9.9% for FY23, an anticipated increase given the higher investment in technology, including higher amortisation costs following capitalisation of our new core banking system.

Higher card costs were also incurred, owing to higher volumes, particularly in our wider Pacific Markets businesses, as international visitor numbers rebounded, with corresponding increase in card income.

Wages growth was also a key driver of our expense increase, as we continued to invest heavily in our people.

Despite this expenditure growth, our cost-to-income ratio was relatively steady, at 38.5% for the year.

%

Dec 21

Dec 22

Dec 23

Provisions to Loans

PROVISIONS TO LOANS

4.3%

5.1%

4.3%

4.3%

%

Dec 21

Dec 22

Dec 23

No Change on FY22

16

17

ANNUAL REPORT 2023

Balance Sheet Strength

Gross Loans

FY21

FY22

FY23

K16.7b

+12.3

Kb 14.4

14.9

16.7

+12.3%on FY22

OVERVIEW PERFORMANCE REVIEW

CORPORATE GOVERNANCE

REMUNERATION REPORT

FINANCIAL

SHAREHOLDER

STATEMENT

STATEMENTS

INFORMATION

Loan Book Mix

Retail

Mortgages, 15%

Unsecured

Personal, Loans

Business

Business

13%

Segment

Loans, 59%

~66%

Others,

Deposits

K29.8b

+10.8% on FY22

+10.8%

23.9

26.9

29.8

Kb

Dec 21

Dec 22

Dec 23

6%

Business

Overdrafts,

7%

All our key loan product categories experienced strong growth in 2023. Our

Unsecured personal loans constitute 13% of the loan book and saw a

business loan segments represents ~ 66% of our loan book. Retail mortgages

strong growth of 23% during the year.

make up around 15% and provides significant opportunity for growth.

Total Assets

K37.0b

+9.5% on FY22

+9.5%

30.4

33.8

37.0

Kb

Dec 21

Dec 22

Dec 23

+10%

A$3.9b

Capital Adequacy

24.4%

-70bps

25.4%

25.1%

24.4%

%

12%

Dec 21

Dec 22

Dec 23

-70bpson FY22

Our capital measures are strong, with capital adequacy

Total assets grew by 9.5% to K37b, with a strong 12% growth

in lending. This was funded by a corresponding 11% increase

comfortably above the 12% regulatory requirement.

in deposits, which is predominantly domestic funding.

A feature of our balance sheet remains the high levels of deposit funding, with a corresponding low loan to deposit ratio of 56%, reflecting our capacity to increase lending.

9.8

8.9

+12%

A$1.0b

+23%

A$0.9b

2.6

2.3

2.2

Kb

1.8

Business Loans

Retail Mortgages

Unsecured Personal Loans

18

19

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Disclaimer

BSP Financial Group Ltd. published this content on 17 April 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 17 April 2024 06:53:03 UTC.