INTERNATIONAL BREWERIES PLC International Breweries Plc
Annual report and financial statements for the year ended 31 December 2022
International Breweries Plc Annual report and financial statements for the year ended 31 December 2022 Contents
Corporate information | 2 |
Report of the directors | 3-9 |
Certification of the audited financial statements | 10 |
Statement of directors' responsibilities | 11 |
Audit committee's report | 12 |
Independent auditors' report | 13-16 |
Statement of profit or loss | 17 |
Statement of other comprehensive income | 18 |
Statement of financial position | 19 |
Statement of changes in equity | 20 |
Statement of cash flows | 21 |
Notes to the financial statements | 22-47 |
Other national disclosures: | |
Statement of value added | 48 |
Five-year financial summary | 49 |
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International Breweries Plc Annual report and financial statements for the year ended 31 December 2022 Corporate information
Company registration number
RC 9632
Chairman | |||
HRM Nnaemeka Alfred Achebe, CFR,MNI | Non-executive Director | ||
Directors | |||
Mr. Carlos Countino | Guatemalan | Managing Director | Appointed wef January 1, 2023 |
Mr. Andrew Whiting | American | Non-executive Director | |
Mr. Bruno Zambrano | Colombian | Non-executive Director | |
Mr. David Tomlinson | American | Executive Director | Appointed wef January 1, 2023 |
Mr. Michael Ajukwu | Nigerian | Non-executive Director | |
Mr. Olugbenga Awomolo | Nigerian | Non-executive Director | |
Mr. Richard Rivett-Carnac | British | Non-executive Director | |
Mr. Sunday Omole | Nigerian | Non-executive Director | |
Mrs. Tolulope Adedeji | Nigerian | Executive Director | |
Ms. Olutoyin Odulate | Nigerian | Independent Non-executive Director | |
Igwe Peter Anugwu | Nigerian | Non-executive Director | Resigned wef August 31, 2022 |
Abiye Tobin-West | Nigerian | Non-executive Director | Resigned wef August 31, 2022 |
Mr. Andrew Scott Murray | American | Executive Director | Resigned wef April 29, 2022 |
Mr.Eduardo Caceres | Guatemalan | Finance Director | Resigned wef December 31, 2022 |
Mr. Hugo Dias Rocha | Brazilian | Managing Director | Resigned wef December 31, 2022 |
Auditors
PricewaterhouseCoopers
Landmark Towers
5B, Water Corporation Road
Victoria Island,
Lagos, Nigeria.
Corporate office
Plot 5A Abuja Street,
Banana Island,
Ikoyi, Lagos.
Company Secretary/General Counsel
Mr. Ayokunle Ayoko
Plot 5A Abuja Street,
Banana Island,
Ikoyi, Lagos.
Bankers
Access Bank Plc.
CitiBank Limited
United Bank for Africa Plc.
First Bank of Nigeria Limited
Guaranty Trust Bank Plc.
Zenith Bank Plc.
Stanbic IBTC Plc.
Standard Chartered Bank Limited
Rand Merchant Bank Limited
Union Bank of Nigeria Plc
FSDH Merchant Bank Limited
2
International Breweries Plc Annual report and financial statements for the year ended 31 December 2022 Report of the directors
The directors submit their report together with the audited financial statements for the year ended 31 December 2022, to the members of International Breweries Plc ("the Company"). This report discloses the financial performance and state of affairs of the Company.
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Incorporation and address
International Breweries Plc was incorporated as a private limited liability Company on 22 December, 1971 and became a public limited liability Company on 26 April, 1995. The Company's head office is situated at Plot 5A Abuja Street, Banana Island, Ikoyi Lagos, Nigeria.
- Legal form
International Breweries Plc was incorporated as a private limited liability Company on 22 December 1971 and became a public limited liability Company on 26 April,1995. The Company is a part of the AB-InBev Group (The largest breweries in the world).
- Principal activities
The principal activities of the Company are brewing, packaging and marketing of alcoholic and non-alcoholic beverages.
- Operating summary
The results for the year ended 31 December 2022 are set out on page 17. The loss for the year has been transferred to retained earnings. The summarised results are presented below:
2022 | 2021 | |
N'000 | N'000 | |
Revenue | 218,650,267 | 182,298,045 |
Loss before tax | (26,844,464) | (19,836,278) |
Tax credit | 5,218,174 | 2,179,768 |
(21,626,290) | (17,656,510) | |
Total comprehensive loss for the year | (17,973,468) | (16,429,956) |
- Dividend declaration
The Board maintains a dividend policy which guides its decision on dividend declaration. At this time, given the results of the company, no dividend pay out is possible. The board views this decision as appropriate in the short term and in the future interest of the Company owing to the current gearing ratio.
- Board composition
The names of the directors as at year end and date of this report are as set out on the corporate information page. Within the period under review, Messers. Carlo Countino and David Tomlinson were appointed to the Board as Managing Director and Executive Director respectively, effective January 1, 2023. Additionally, Igwe Peter Anugwu and Abiye Tobin-West resigned effective 31 August 2022 while Mr. Eduardo Caceres resigned effective 31 December 2022.
3
International Breweries Plc Annual report and financial statements for the year ended 31 December 2022 Report of the directors
Details of the interest in the shares during the year under review as at the date of approval of this report and as recorded in the register of members and or notified by the Directors for the purpose of Section 275 of CAMA as well as the Listing Rules of the Nigerian Exchange Group are set out below. Directors whose names did not appear here do not have any direct/indirect shareholding in the Company.
December 2022 | December 2021 | |
Direct holding | ||
HRM Igwe Nnaemeka Alfred Ugochukwu Achebe | 40,732,127 | 40,732,127 |
Mr. Sunday Akintoye Omole | 377,022 | 377,022 |
Michael Onochie Ajukwu | 71,860,799 | 62,000,000 |
Peter Nwokiki Anugwu | - | 5,000,000 |
Tolulope Adedeji | 108,900 | 108,900 |
Indirect holding | ||
Mr.Olugbenga Awomolo (Through Newco Investment Company Limited) | 334,075,394 | 334,075,394 |
Sunday Akintoye Omole (Through Cardinal Investment Nigeria Limited) | 968,087 | 968,087 |
All directors with interest in contract are obligated to notify the company for the purpose of Section 277 of the Companies and Allied Matters Act, Cap.20 LFN 2020 of their direct or indirect interest in contracts or proposed contract during the year. The directors do not have any interest required to be disclosed in the year under review as required under section 306 of the Companies and Allied Matters Act, 2020.
- Property, plant and equipment
Information relating to change in property, plant and equipment is given in note 14 to these financial statements. A total of N58.6 billion (2021:N27.9 billion) was expended on property, plant and equipment during the year.
- Corporate governance
This report describes the directors' approach to corporate governance and how the Board applied the Codes on corporate governance and other applicable regulations.
The directors are committed to maintaining the best standard, which they believe is pivotal to the discharge of their stewardship expectations. The Board is aware of the National Code on Corporate Governance 2018 and has commenced the
application of the 28 principles as enshrined in the Code. The conviction is that good corporate governance practices should be accorded a more practical approach in enhancing company ideals and management performance. In fulfilment of the SEC Code and the National Codes on Corporate Governance, the Company has an Independent Non- executive director and the Board has initiated the process to appoint additional 2 INEDs in compliance with the new CAMA provision on three INEDs on publicly quoted Boards.
As at the time of this report, the Board was composed of the chairman who is a non-executive director, seven non-executive directors and three executive directors. The Non-Executive: Executive ratio was thus 8:3, which guarantees independence and supervision over Management in line with best practices.
The Board considers itself sufficiently independent for the purpose of their contributions to the invaluable integrity,
corporate wisdom and experience towards the Board and deliberations and decisions. The Board is therefore satisfied with the performance and continued independence of judgment of each of the directors.
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International Breweries plc published this content on 31 March 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 31 March 2023 18:38:02 UTC.
