Quarter 1 - financial statement for 2026

Corporate Information

Board of Directors:

Abi Ayida

-

Chairman

Adekunle Olowokande

-

Non - Executive Director

Ogechi Iheanacho

-

Non - Executive Director

Erejuwa Gbadebo

-

Independent Non - Executive Director

Aisha Umar

-

Independent Non - Executive Director

Alaba Fagun

-

Group Managing Director

Company Secretary/Legal Adviser

Olajide Oyewole LLP (DLA Piper Africa, Nigeria)

Registered Office:

102, Oba Akran Avenue,

Ikeja, Industrial Estate

P.M.B. 21052, Ikeja, Lagos.

Contact Details

Mobile: +234 810 216 4586

Email: customercare@bergerpaintnig.com

Website: https://www.bergerpaintsnig.com

Social Media Accounts

Facebook: https://www.facebook.com/BergerPaintsNigeriaPlc

LinkedIn: https://www.linkedin.com/company/berger-

Twitter: https://www.twitter.com/BergerPaintsNg

Instagram:

You Tube: https://www.youtube.com/channel/UCD_T-Wid299NWbfHxA4rGXg

Investors Relation

Berger Paints Nigeria Plc. ha

s a de

dicated investors' portal on its corp

NSE Trading Information

Trading Name:

Berger Paints Nig. Plc. (Berger)

Ticker Symbol:

Berger

Sector:

Industrial Goods

Sub Sector:

Building Materials

Market Classification:

Main Board

Registration Number:

RC: 1837

TIN

01335257-0001

FRC Registration Number:

FRC/2012/0000000000295

Registrars:

Meristem Registrars Limited

213, Herbert Macaulay Way, Adekunle, Yaba, Lagos.

P.O. Box 51585, Falomo, Ikoyi, Lagos

Tel: 8920491, 8920492, 01-2809250-3

Email: info@meristemregistrars.com

Website: https://www.meristemregistrars.com

Independent Auditor:

PKF Professional Services

205A Ikorodu - Ososun Road

Obanikoro

Lagos

Tel: +234 903 000 1351

Bankers:

Access Bank Plc

Keystone Bank Limited

Ecobank Nigeria Limited

Polaris Bank Limited

Fidelity Bank Plc

Union Bank of Nigeria Plc

First Bank of Nigeria Limited

United Bank for Africa Plc

First City Monument Bank Limited

Wema Bank Plc

Guaranty Trust Bank Limited

Zenith Bank Plc

Sterling Bank Plc

Description

31 March 2026

31 December 2025

Unit

Percentage

Unit

Percentage

Issued Share Capital

289,823,447

100.00

289,823,447

100.00

Substantial Shareholdings (5% and above):

JUREWA INVESTMENTS LIMITED

17,670,573

6.10

17,670,573

6.10

HARMONY TRUST & INVT. CO LTD.

20,000,000

6.90

20,000,000

6.90

ALEMAJE AND COMPANY LIMITED

16,315,506

5.63

16,315,506

5.63

CAB (OVERSEAS HOLDINGS) LIMITED

16,315,506

5.63

16,315,506

5.63

MIKEADE INVESTMENTS LIMITED

19,196,095

6.62

19,196,095

6.62

Total Substantial Shareholdings

89,497,680

30.88

89,497,680

30.88

Directors Shareholdings (Direct & Indirect, excluding Directors with Substantial Interests

MR. ABI AYIDA

625,601

0.22

625,601

0.22

MR. RAJ MANGTANI

-

-

-

-

MR. ADEKUNLE OLUROTIMI OLOWOKANDE

197,965

0.07

197,965

0.07

MRS. OGECHI IHEANACHO

100,000

0.03

100,000

0.03

MRS. EREJUWA GBADEBO

-

-

-

-

MRS. ALABA FAGUN

-

-

-

-

MRS. AISHA UMAR

-

-

-

-

Total Directors' Shareholdings

923,566

0.32

923,566

0.32

FREE FLOAT IN UNITS & PERCENTAGE

199,402,201

68.80

199,402,201

68.80

FREE FLOAT IN VALUE (N)

3,988,044,020

3,988,044,020

Company Financial Highlights

In thousands of naira

GROUP

31-Mar-26

31-Mar-25

%

3,387,597

2,974,114

14

COMPANY

31-Mar-26

31-Mar-25

%

3,365,821

2,922,797

15

Gross profit

1,586,984

1,292,026

23

1,578,325

1,285,306

23

Operating profit

663,210

463,527

43

665,786

465,118

43

Profit before tax

693,111

469,738

48

695,687

471,329

48

Profit for the period

456,577

309,486

48

Share capital

144,912

144,912

-

459,153

311,077

48

144,912

144,912

-

Total equity

5,443,270

4,993,183

9

5,432,406

4,973,253

9

Data per 50k share

Basic earnings per share (kobo)

158

107

48

Net assets per share (Naira)

19

17

9

Market price per share as at period end (Naira)

76

20

280

Market capitalization as at period end

21,997,642

5,796,480

280

158

107

48

19

17

9

76

20

280

21,997,642

5,796,480

280

Unaudited Separate and Consolidated Statement of Financial Position

As at 31st March, 2026

In thousands of naira

GROUP

COMPANY

31-Mar-26

31-Dec-25 31-Mar-26 31-Dec-25

Assets

Notes

Property, plant and equipment

12(a)

2,637,959

2,673,521 2,629,986 2,665,021

Right of Use asset

234,048

251,173 234,048 251,173

Intangible assets

13

93,187

96,783 93,187 96,783

Investment property

14

304,578

309,961 304,578 309,961

Investment in Subsidiary

-

- 20,000 20,000

Total non-current assets

3,269,771

3,331,437 3,281,799 3,342,938

Inventories

Trade and other receivables

Prepayments and advances

Other financial assets

Cash and cash equivalents

Total current assets

15

16(a)

17

19

18

2,589,698

2,753,295

2,589,698

2,753,297

623,397

468,985

516,033

428,514

278,447

174,667

261,612

174,667

2,431,145

1,981,146

2,431,145

1,981,146

849,602

357,625

802,028

325,540

6,772,288

5,735,718

6,600,516

5,663,164

10,042,059

9,067,155 9,882,315 9,006,102

Equity

Share capital

Share premium

Retained earnings

Total equity

20(a)

20(b)

144,912

144,912

144,912

144,912

635,074

635,074

635,074

635,074

4,663,284

4,213,198

4,652,420

4,193,267

5,443,270

4,993,183

5,432,406

4,973,253

Liabilities

Loans and borrowings

Financial derivative

Deferred income

Deferred taxation

Total non-current liabilities

121,132

121,132

121,132

121,132

109,871

109,871

109,871

109,871

94,823

39,428

94,823

39,428

539,925

571,981

539,925

579,759

865,751

842,411

865,751

850,190

Loans and borrowings

Financial derivative

Current tax liabilities

Trade and other payables

Deferred income

Dividend payable

Total current liabilities

59,635

98,858

59,635

98,858

99,207

128,322

99,207

128,322

1,029,968

793,435

1,020,169

783,636

2,351,192

2,055,475

2,212,111

2,016,373

64,304

26,738

64,304

26,738

128,732

128,732

128,732

128,732

3,733,038

3,231,560

3,584,158

3,182,659

11(c)

21

22

25

4,598,789

4,073,971 4,449,909 4,032,849

10,042,059

9,067,155 9,882,315 9,006,102

Additionally certified by:

Adeleke Adeniyi (FRC/2019/PRO/00000019976)

Chief Finance Officer

Unaudited Consolidated and Separate Statement of Profit or Loss and Other Comprehensive Income

As at 31 March, 2026

GROUP

COMPANY

3 Mths to

3 Mths to

3 Mths to

3 Mths to

In thousands of naira

Notes

31-Mar-26

31-Mar-25

31-Mar-26

31-Mar-25

Revenue

5

3,387,597

2,974,114

3,365,821

2,922,797

Cost of sales

9(a)

(1,800,613)

(1,682,088) (1,787,496) (1,637,491)

Gross profit

1,586,984

1,292,026

1,578,325

1,285,306

Other income

6

23,937

12,580

23,937

12,580

Selling and distribution expenses

9(a)

(75,725)

(160,780)

(75,725)

(160,780)

Administrative expenses

9(a)

(871,986)

(680,299) (860,752) (671,988)

Operating profit before impairment charges

663,210

463,527 665,786 465,118

Impairment loss on trade receivables

8

-

-

-

-

Operating profit

663,210

463,527 665,786 465,118

Finance income

7

52,291

17,066

52,291

17,066

Finance costs

7

(22,390)

(10,855) (22,390) (10,855)

Net finance income

29,901

6,211 29,901 6,211

Profit before minimum tax

693,111

469,738

Minimum tax expense

12

-

Profit before income tax

8

693,111

469,738

Income tax expense

11(a)

(236,533)

(160,252)

Profit for the period

Other comprehensive income

Other comprehensive income for the period

Total comprehensive income for the period

-

-

456,577 309,486 459,153

311,077

Earnings per share:

Basic and diluted earnings per share (kobo)

158

107 158 107

Consolidated Statement of Changes in Equity

As at 31 March, 2026

In thousands of naira

Note

Share

capital

Share

premium

Retained

earnings Total equity

GROUP

Balance at 1 January 2026

144,912

635,074

4,213,198 4,993,184

Comprehensive income for the period

Profit for the period

-

-

456,577 456,577

Other comprehensive income for the period

-

-

- -

Total comprehensive income for the period

-

-

456,577 456,577

Transactions with owners, recorded directly in equity

Dividend

Total transactions with owners

Balance at 31 March 2026

- - - -

- - - -

144,912 635,074 4,663,284 5,449,761

GROUP

Balance at 1 January 2025

Comprehensive income for the period

Profit for the period

Other comprehensive income for the period

Total comprehensive income for the period

-

-

1,570,624

1,570,624

-

-

-

-

-

-

1,570,624

1,570,624

Transactions with owners, recorded directly in equity

Dividend

Total transactions with owners

Balance at 31 December, 2025

-

-

(405,776)

(405,776)

-

-

(405,776)

(405,776)

144,912

635,074

4,213,198

4,993,184

COMPANY

Balance at 1 January 2026

144,912

635,074

4,193,267

4,973,253

Comprehensive income for the period

Profit for the period

-

-

459,153

459,153

Other comprehensive income for the period

-

-

-

-

Total comprehensive income for the period

-

-

459,153

459,153

Transactions with owners, recorded directly in equity

Dividend

25

-

-

-

-

Total transactions with owners

-

-

-

-

Balance at 31 March 2026

144,912

635,074

4,652,420

5,432,406

Balance at 1 January 2025

Comprehensive income for the period

Profit for the period

Other comprehensive income for the period

Total comprehensive income for the period

-

-

1,523,128

1,523,128

-

-

-

-

-

-

1,523,128

1,523,128

Transactions with owners, recorded directly in equity

Dividend

25

-

- (405,776)

(405,776)

Total transactions with owners

-

- (405,776)

(405,776)

Balance at 31 December 2025

144,912

635,074 4,193,267

4,973,253

Unaudited Consolidated and Separate Statement of Cash Flows

As at 31 March, 2026

In thousands of naira

GROUP

COMPANY

Note

31-Mar-26

31-Dec-25

31-Mar-26 31-Dec-25

Cash flows from operating activities

Profit for the period

456,577

1,570,624

459,153 1,523,128

Adjustments for:

- Depreciation

9(b)

88,198

449,633

80,468 446,869

- Depreciation of investment property

5,382

21,057

5,382 21,057

- Amortisation

13

7,311

38,433

7,311 38,433

- Finance income

7

(52,291)

(181,328)

(52,291) (181,328)

- Writeback/(impairment loss) on trade receivables

-

-

- -

- Finance cost

7

22,390

83,382

22,390 83,382

- Gain on sale of property, plant and equipment

6

(9,838)

- (8,060)

- Defeered tax expense

12

-

- Taxation

11(a)

236,533

872,471 236,533 870,364

764,101

2,844,434

758,947 2,793,845

Changes in:

- Inventories

163,599

548,842

163,599 548,842

- Trade and other receivables

16

(192,118)

(42,779)

(87,519) 28,115

- Prepayments and advances

17

(82,445)

(40,304)

(86,945) (40,304)

- Trade and other payables

21

184,924

203,966

155,903 178,984

- Dividend payable

-

(234,025)

- (234,025)

- Deferred income

92,961

(48,891) 92,961 (48,891)

Cash generated from operating activities

1,132,524

3,231,244

996,945 3,226,565

WHT credit notes utilised

11(c)

-

(50,179) - (50,179)

Tax paid

11(c)

-

(482,507) - (482,507)

Net cash generated from operating activities

1,132,524

2,698,557 996,945 2,693,878

Cash flows from investing activities

Purchase of property plant and equipment

12(a)

(28,307)

(520,631)

(28,307)

(520,631)

Additions to motor vehicle under lease

-

(274,007)

-

(274,007)

Acquisition of Intangible assets

(3,716)

(71,667)

(3,716)

(71,667)

Proceeds from sale of property, plant and equipment

-

9,838

-

8,060

Interest income on other financial assets

7

52,291

52,291

Additions to investment in financial assets

22

(450,000)

(1,534,049)

(450,000)

(1,534,166)

Finance income

-

181,328

-

181,328

Net cash used in investing activities

(549,820)

(2,209,188)

(429,733)

(2,211,083)

Cash flows from financing activities

Repayment of borrowings

23

(68,338)

(117,970)

(68,338)

120,223

Interest paid

(22,390)

(83,382)

(22,390)

(83,382)

Dividend paid

25

-

(405,776)

-

(405,776)

Net cash used in financing activities

(90,727)

(607,128)

(90,727)

(368,935)

Net decrease in cash and cash equivalents

491,977

120,436 476,488 113,860

Cash and cash equivalents at 1 January

357,625

237,189 325,540 211,680

Cash and cash equivalents at 31 December 2025

20

849,602

357,625 802,028 325,540

Notes to the Consolidated and Separate financial statements

As at 31 March, 2026

1

Reporting entity

9

17

Prepayments and advances

30

2

Basis of preparation

9

18

Cash and cash equivalents

30

3

Changes in Significant Accounting Policies

10

19

Other financial assets

30

4

Significant accounting policies

11

20

Capital and reserves

31

5

Revenue

22

21

Trade and other payables

31

6

Other income

22

22

Deferred income

31

7

Finance income and finance costs

22

23

Loans and borrowings

31

8

Profit before tax

23

24

Dividends

32

9

Expenses

23

25

Dividend payable

32

10

Personnel expenses

23

11

Taxation

24

12

Property, plant and equipment

25

13

Intangible assets

27

14

Investment property

29

15

Inventories

29

16

Trade and other receivables

30

Notes to the Consolidated and Separate financial statements

As at 31 March, 2026

1

Reporting Entity

Berger Paints Nigeria Plc ("the Company") was incorporated in Nigeria as a private limited liability company in 1959 and was converted to a public liability company in 1973. Its registered office address is at 102, Oba Akran Avenue, Ikeja Industrial Estate, Ikeja, Lagos. The Company is listed on the Nigerian Exchange.

The principal activities of the Company continues to be the manufacturing, sale and distribution of paints and allied products throughout the country and rent of investment property.

2

Basis of Preparation

(a)

Statement of compliance

The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) and in the manner required by the Companies and Allied Matters Act Cap C.20, Laws of the Federation of Nigeria, 2004 and the Financial Reporting Council of Nigeria Act, 2011. The Unaudited consolidated and seperate financial statements were authorised for issue by the Board of Directors on 21 April 2026.

(b)

Basis of measurement

The financial statements have been prepared on the historical cost basis except for the following:

-Non-derivative financial instruments initially measured at fair value and subsequently measured at amortised cost.

-Government grant (recognised as deferred income) measured at fair value.

- Inventories: Lower of cost and net realisable value.

The methods used to measure fair value are further disclosed in Note 2(e).

(c)

Functional and presentation currency

These financial statements are presented in Naira, which is the Company's functional currency. All financial information presented in Naira has been rounded to the nearest thousand except where otherwise indicated.

(d)

Use of estimates and judgment

In the preparation of these financial statements, management has made judgments, estimates and assumptions that affect the application of the Company's accounting policy and the reported amounts of assets, liabilities, income and expenses. Actual result may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected.

Information about critical judgments made in applying accounting policies that have the most significant effect on the amounts recognised in the financial statements are included in the following notes:

Note

4(Q) and 31

leases: whether an arrangement contains a lease

Note

4(D),(F),14 and 16

determination of the useful life of leasehold land

Note

4(L) and 5

revenue recognition and measurement of revenue from rendering of painting services

Information about assumptions and estimation uncertainties that have most significant effects on amounts recognised in the financial statements is included in the following notes;

Note

2(e) and 30(a)

determination of fair values

Note

4(G) and 30(b)

impairment of financial assets: Expected credit loss and forward looking information

Note

12

uncertainty over income taxes: transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business.

Note

26 (a)

determination of cashflows repayments in respect of the investment property development financing arrangement.

Note

33

recognition and measurement of provisions and contingencies: key assumptions about the likelihood and magnitude of an outflow of resources.

(e)

Measurement of fair values

A number of the Company's accounting policies and disclosures require the determination of fair values, for both financial and non-financial assets and liabilities.

When measuring the fair value of an asset or a liability, the Company uses market observable data as far as possible. Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows:

Level 1

-

quoted prices (unadjusted) in active markets for identical assets or liabilities

Level 2

-

inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. as derived from prices).

Level 3

-

inputs for the asset or liability that are not based on observable market data

(unobservable inputs).

If the inputs used to measure the fair value of an asset or a liability might be categorised in different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.

The Company recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred.

Further information about the assumptions made in measuring fair values is included in Note 30 - Financial instruments- Fair values and financial risk management.

Notes to the Consolidated and Separate financial statements

As at 31 March, 2026

3

Changes in significant accounting policies

The Company has initially adopted IFRS 16 Leases and IFRIC 23 Uncertainty over Income Tax treatments from 1 January 2019. A number of other new standards are effective from 1 January 2019 but they do not have a material effect on the Company's financial statements.

A. IFRS 16 Leases

The Company applied IFRS 16 using the modified retrospective approach, under which the cumulative effect of initial application is recognized in retained earnings at 1 January 2019. Accordingly, the comparative information presented for 2018 is not restated -i.e. it is presented, as previously reported, under IAS 17 and related interpretations. The details of the changes in accounting policies are disclosed below. Additionally, the disclosure requirements in IFRS 16 have not generally been applied to comparative information.

(a)

Definition of a lease

Previously, the Company determined at contract inception whether an arrangement was or contained a lease under IFRIC 4 Determining whether an Arrangement contains a Lease . The Company now assesses whether a contract is or contains a lease based on the definition of a lease, as explained in Note (4Q).

On transition to IFRS 16, the Company elected to apply the practical expedient to grandfather the assessment of which transactions are leases. The Company applied IFRS 16 only to contracts that were previously identified as leases. Contracts that were not identified as leases under IAS 17 and IFRIC 4 were not reassessed for whether there is a leases under IFRS 16. Therefore, the definition of a lease under IFRS 16 was applied only to contracts entered into or changed on or after 1 January 2019.

(b)

As a Lessee

As a lessee, the Company leases land, motor vehicles and property rentals. The Company previously classified leases as operating or finance leases based on its assessment of whether the lease transferred significantly all of the risks and rewards incidental to ownership of the underlying asset to the Company. Under IFRS 16, the Company recognises right-of-use assets and lease liabilities for leases of land and motor vehicles- i.e. these leases are on-balance sheet.

Leases classified as finance leases under IAS 17

On transition to IFRS 16, the carrying amount of the right of use assets and the lease liability at 1 January 2019 is determined at the carrying amount of the leased asset and lease liability under IAS 17 immediately before that date. The right of use assets recognised from the leases are presented in investment property as well as property, plant and equipment and

measured at cost at that date.

Leases classified as operating leases under IAS 17

Previously, the Company classified property leases as operating leases under IAS 17.

The Company used a number of practical expedients when applying IFRS 16 to leases previously classified as operating leases under IAS17. The Company:

- did not recognize right-of-use assets and liabilities for leases for which the lease term ends within 12 months of the date of initial application.

- did not recognise right-of-use assets and liabilities for leases of low value asset;

- excluded initial direct costs from the measurement of the right-of-use asset at the date of initial application ; and

- used hindsight when determining the lease term.

In particular, the Company did not recognise right of use asset and liability for the property rentals as the lease terms end within 12 months of the date of initial application.

(c)

As a Lessor

The Company leases out its investment property, and an insignificant portion of the Company's building properties. The Company has classified these leases as operating leases.

The Company is not required to make any adjustments on transition to IFRS 16 for leases in which it acts as a lessor. Under IAS 17, the lease contracts were classified as operating leases.

B. IFRIC 23 Uncertainty over Income Tax treatments

The Company has adopted IFRIC 23 for the first time in the year 2019. The amendment clarifies how to determine the accounting tax position when there is uncertainty over income tax treatments. The interpretation requires an entity to:

- determine whether uncertain tax positions are assessed separately or as a group; and

- assess whether it is probable that a tax authority will accept an uncertain tax treatment used, or proposed to be used, by an

entity in its income tax filings:

- If yes, the entity should determine its accounting tax position consistently with the tax treatment used or planned to be used in its income tax filings.

- If no, the entity should reflect the effect of uncertainty in determining its accounting tax position using either the most likely amount or the expected value method.

Notes to the Consolidated and Separate financial statements

As at 31 March, 2026

4

Significant Accounting Policies

The accounting policies set out below have been applied consistently to all periods presented in these financial statements. Set out below is an index of the significant accounting policies, the details of which are available on the pages that follow.

A.

Foreign currency transactions

12

O

Taxation

20

B.

Financial instruments

12

P

Earnings per share

22

C.

Capital and other reserves

14

Q

Leases

22

D.

Property, plant and equipment

15

R.

Statement of cashflows

24

E.

Intangible assets

16

S.

Operating segment

24

F.

Investment property

16

T.

Dividends

24

G.

Impairment

17

U.

Prepayments and advances

24

H.

Contingent liabilities and contingent assets

18

V.

Deposit for imports

24

I.

Provisions

19

W.

Investment in subsidiary

24

J.

Employee benefits

19

X.

Related parties

25

K.

Inventories

19

Y.

New standards and interpretations

25

L.

Revenue by nature

20

not yet adopted

M.

Finance income and finance costs

20

Z.

New currently effective requirement

25

N.

Government grants

20

A.

Foreign currency transactions

Transactions denominated in foreign currencies are translated and recorded in Naira at the actual exchange rates at the dates of the transactions.

Monetary assets and liabilities denominated in foreign currencies are translated to naira at the exchange rate at the reporting date. Non-monetary assets and liabilities that are measured at fair value in a foreign currency are translated into functional currency at the exchange rate when the fair value was determined. Non-monetary items that are measured based on historical cost in a foreign currency are translated at the exchange rate at the date of the transaction. Foreign currency differences arising on retranslation are recognised in profit or loss.

B.

Financial instruments

i. Recognition and initial measurement

Trade receivables and debt securities issued are initially recognised when they are originated. All other financial assets and financial liabilities are initially recognised when the Company becomes a party to the contractual provisions of the instrument.

A financial asset (unless it is a trade receivable without a significant financing component) or financial liability is initially measured at fair value plus, for an item not at FVTPL, transaction costs that are directly attributable to its acquisition or issue. A trade receivable without a significant financing component is initially measured at the transaction price.

The Company's financial assets comprises trade and other receivables, cash and cash equivalents and other financial assets; and are classified as financial assets measured at amortised cost.

ii. Classification and subsequent measurement

Financial assets

On initial recognition, a financial asset is classified as measured at: amortised cost; FVOCI - debt investment; FVOCI - equity investment; or FVTPL

Financial assets are not reclassified subsequent to their initial recognition unless the Company changes its business model for managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.

A financial asset is measured at amortised cost if it meets both of the following conditions and is not designated as FVTPL

- it is held within a business model whose objective is to hold assets to collect contractual cash flows; and

- its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

A debt investment is measured at FVOCI if it meets both of the following conditions and is not designated as at FVTPL:

- it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets; and

- its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

On initial recognition of an equity investment that is not held for trading, the Company may irrevocably elect to present subsequent changes in the investment's fair value in OCI. This election is made on an investment-by-investment basis.

All financial assets not classified as measured at amortised cost or FVOCI as described above are measured at FVTPL. This includes all derivative financial assets. On initial recognition, the Company may irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortised cost or at FVOCI as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

Notes to the Consolidated and Separate financial statements

As at 31 March, 2026

Business model assessment:

The Company makes an assessment of the objective of the business model in which a financial asset is held at a portfolio level because this best reflects the way the business is managed and information is provided to management. The information considered includes:

• the stated policies and objectives for the portfolio and the operation of those policies in practice. These include whether management's strategy focuses on earning contractual interest income, maintaining a particular interest rate profile, matching the duration of the financial assets to the duration of any related liabilities or expected cash outflows or realising cash flows through the sale of the assets;

• how the performance of the portfolio is evaluated and reported to the Company's management;

• the risks that affect the performance of the business model (and the financial assets held within that business model) and how those risks are managed;

• how managers of the business are compensated - e.g. whether compensation is based on the fair value of the assets managed or the contractual cash flows collected; and

• the frequency, volume and timing of sales of financial assets in prior periods, the reasons for such sales and expectations about future sales activity.

Transfers of financial assets to third parties in transactions that do not qualify for derecognition are not considered sales for

this purpose, consistent with the Company's continuing recognition of the assets.

Financial Assets- Assessment whether contractual cash flows are solely payments of principal and interest:

For the purposes of this assessment, 'principal' is defined as the fair value of the financial asset on initial recognition. 'Interest' is defined as consideration for the time value of money and for the credit risk associated with the principal amount outstanding during a particular period of time and for other basic lending risks and costs (e.g. liquidity risk and administrative costs), as well as a profit margin.

In assessing whether the contractual cash flows are solely payments of principal and interest, the Company considers the contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual term that could change the timing or amount of contractual cash flows such that it would not meet this condition. In making this assessment, the Company considers:

• contingent events that would change the amount or timing of cash flows;

• terms that may adjust the contractual coupon rate, including variable-rate features;

• prepayment and extension features; and

• terms that limit the Company's claim to cash flows from specified assets (e.g. non-recourse features).

A prepayment feature is consistent with the solely payments of principal and interest criterion if the prepayment amount substantially represents unpaid amounts of principal and interest on the principal amount outstanding, which may include reasonable additional compensation for early termination of the contract. Additionally, for a financial asset acquired at a discount or premium to its contractual paramount, a feature that permits or requires prepayment at an amount that substantially represents the contractual par amount plus accrued (but unpaid) contractual interest (which may also include reasonable additional compensation for early termination) is treated as consistent with this criterion if the fair value of the prepayment feature is insignificant at initial recognition.

Financial assets- Subsequent measurement and gains and losses

Financial

assets at FVTPL

These assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognised in profit or loss.

Financial assets at amortised cost

These assets are subsequently measured at amortised cost using the effective interest method. The amortised cost is reduced by impairment losses. Interest income, foreign exchange gains and losses and impairment are recognised in profit or loss. Any gain or loss on derecognition is recognised in profit or loss.

Debt investments at FVOCI

These assets are subsequently measured at fair value. Interest income calculated using the effective interest method, foreign exchange gains and losses and impairment are recognised in profit or loss. Other net gains and losses are recognised in OCI. On derecognition, gains and losses accumulated in OCI are reclassified to profit or loss.

Equity investments at FVOCI

These assets are subsequently measured at fair value. Dividends are recognised as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognised in OCI and are never reclassified to profit or loss.

Financial liabilities- Classification, subsequent measurement and gains and losses

Financial liabilities are classified as measured at amortised cost or FVTPL. A financial liability is classified as at FVTPL if it is classified as held-for-trading, it is a derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognised in profit or loss. Other financial liabilities are subsequently measured at amortised cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognised in profit or loss. Any gain or loss on derecognition is also recognised in profit or loss

Notes to the Consolidated and Separate financial statements

As at 31 March, 2026

(iv)

Derecognition and offsetting

The Company derecognises a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Company neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.

The Company derecognises a financial liability when its contractual obligations are discharged or cancelled, or expire. The Company also derecognises a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognised at fair value.

On derecognition of a financial liability, the difference between the carrying amount extinguished and the consideration paid (including any non-cash assets transferred or liabilities assumed) is recognised in profit or loss.

Financial assets and financial liabilities are offset and the net amount presented in the statement of financial position when, and only when, the Company currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realise the asset and settle the liability simultaneously.

Capital and other reserves

i.

Share capital

The Company has only one class of shares, ordinary shares. Ordinary shares are classified as equity. When new shares are issued, they are recorded in share capital at their par value. The excess of the issue price over the par value is recorded as share premium. All ordinary shares rank equally with regard to the Company's residual assets. Holders of these shares are entitled to dividends as declared from time to time and are entitled to one vote per share at general meetings of the Company. Incremental costs directly attributable to the issue of ordinary shares are recognised as a deduction from equity, net of any tax effects.

ii.

Share premium

When the company issues shares at a premium, whether for cash or otherwise, a sum equal to the aggregate amount or value of the premium on those shares is transferred to the share premium account. Any transaction costs associated with the share issues are deducted from share premium account, net of any related income tax benefits. The use of the share premium account is governed by S.120 (3) of the Companies and Allied Matters Act, CAP C.20, Laws of the Federation of Nigeria, 2004,

iii.

Retained earnings

Retained earnings represents the Company's accumulated earnings since its inception, less any distributions to shareholders, and net of any prior period adjustments. A negative amount of retained earnings is reported as accumulated deficit.

iv.

Fair value reserve

Fair value reserve comprises the cumulative net change in available-for-sale financial assets until the assets are derecognised or impaired.

D.

Property, plant and equipment

i.

Recognition and measurement

The cost of an item of property, plant and equipment is recognised as an asset if it is probable that future economic benefits associated with the item will flow to the entity and the cost of the item can be measured reliably.

Items of property, plant and equipment are measured at cost less accumulated depreciation and impairment losses.

Cost includes expenditure that is directly attributable to the acquisition of the asset. The cost of construction recognised includes the cost of materials and direct labour, any other costs directly attributable to bringing the assets to a working condition for their intended use, the costs of dismantling and removing the items and restoring the site on which they are located, and borrowing costs on qualifying assets. Items of property, plant and equipment under construction are disclosed as capital work-in-progress.

If significant part of an item of property, plant and equipment have different useful lives, then they are accounted for as separate items (major components) of property, plant and equipment.

ii.

Subsequent cost

The cost of replacing a part of an item of property, plant and equipment is recognised in the carrying amount of the item if it is probable that the future economic benefits embodied within the part will flow to the Company and its cost can be measured reliably. The carrying amount of the replaced part is derecognised. The costs of the day-to-day servicing of property, plant and equipment are recognised in profit or loss as incurred.

iii.

Derecognition

The carrying amount of an item of property, plant and equipment is derecognised on disposal or when no future economic benefits are expected from its use or disposal.

Gains and losses on derecognition or disposal of an item of property, plant and equipment are determined by comparing the proceeds from disposal with the carrying amount of property, plant and equipment, and are recognised net in profit or loss in the statement of profit or loss and other comprehensive income.

iv.

Depreciation

Depreciation is calculated over the depreciable amount, which is the cost of an asset, or other amount substituted for cost, less its residual value.

Notes to the Consolidated and Separate financial statements

As at 31 March, 2026

Depreciation is recognised in profit or loss on a straight line basis over the estimated useful lives of each part of an item of property, plant and equipment which reflects the expected pattern of consumption of the future economic benefits embodied in the asset. Leased assets are depreciated over the shorter of the lease term and their useful lives unless it is reasonably certain that the Company will obtain ownership by the end of the lease term. Capital work-in-progress is not depreciated.

The estimated useful lives for the current and comparative periods are as follows:

• Leasehold land

-

Unlimited

• Buildings

-

20 years

• Plants and machinery

-

Fixed plant

-

12 -40 years

-

Movable plant

-

7 years

-

Generators

-

5 years

• Motor vehicles

-

Trucks

-

6 years

-

Cars

-

4 years

• Furniture and fittings

-

5 years

• Computer equipment

-

5 years

• Motor vehicles under lease

-

5 years

• Motor vehicles under lease

-

lease period

Depreciation methods, useful lives and residual values are reviewed at each financial year end and adjusted if appropriate. The attributable cost of each asset is transferred to the relevant asset category immediately the asset is available for use and depreciated accordingly.

E.

Intangible assets

Intangible assets acquired separately are measured on initial recognition at cost. Intangible assets with finite lives are amortised over the useful economic life and assessed for impairment whenever there is an indication that the intangible assets may be impaired. The amortisation period and the amortisation method for an intangible asset with finite useful life are reviewed at the end of each year, changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the assets are considered to modify the amortisation period or method, as appropriate, and are

treated as charges in accounting estimates.

The amortisation expense of tangible assets with finite lives is recognised in the profit or loss as the expense category that is consistent with the function of the intangible assets. Gains or losses arising from derecognition of an intangible assets are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognised in the

profit or loss when asset is derecognised.

Purchased software are recognised as assets if there is sufficient certainty that future economic benefits associated with the

item will flow to the entity. Amortisation is calculated using the straight-line method over three (3) years.

The carrying amount of an intangible asset is derecognised on disposal or when no future economic benefits are expected from its use or disposal.

Internally generated intangible assets

Expenditure on research activities is recognised as an expense in the period in which it is incurred. An internally generated intangible asset arising from development (or from the development phase of an internal project) is recognised if and only if

all of the following have been demonstrated:

- the technical feasibility of completing the intangible asset so that it will be available for use or sale;

- the intention to complete the intangible asset and use or sell it;

- the ability to use or sell the intangible asset;

- how the intangible asset will generate probable future economic benefits;

- the availability of adequate technical, financial and other resources to complete the development and to use or sell the intangible asset; and

- the ability to measure reliably the expenditure attributable to the intangible asset during its development.

Notes to the Consolidated and Separate financial statements

As at 31 March, 2026

F.

Investment property

i.

Recognition and measurement

An investment property is either land or a building or part of a building held by the Company to earn rentals or for capital appreciation or both.

Investment property is initially measured at cost, including transaction costs. Such cost does not include start-up costs, abnormal waste, or initial operating losses incurred before the investment property achieves the planned level of occupancy.

ii.

Subsequent expenditure

The cost of replacing a part of an item of investment property is recognised in the carrying amount of the item if it is probable that the future economic benefits embodied within the part will flow to the Company and its cost can be measured reliably. The carrying amount of the replaced part is derecognised. The costs of the day-to-day servicing of investment property are recognised in profit or loss as incurred.

iii.

Depreciation

Depreciation is calculated over the depreciable amount, which is the cost of an asset, or other amount substituted for cost, less its residual value.

Depreciation is recognised in profit or loss on a straight-line basis over the estimated useful lives of each part of the investment property which reflects the expected pattern of consumption of the future economic benefits embodied in the asset.

The estimated useful lives for the current and comparative periods are as follows:

• Buildings

-

20 years

• Leasehold land

-

Unlimited

Depreciation methods, useful lives and residual values are reviewed at each financial year end and adjusted if appropriate.

iv.

Transfers

Transfers to, or from, investment property are made when there is a change in use, evidenced by:

- commencement of owner-occupation, for a transfer from investment property to owner-occupied property;

- commencement of development with a view to sale, for a transfer from investment property to inventories;

- end of owner-occupation, for a transfer from owner-occupied property to investment property; or

- commencement of an operating lease to another party, for a transfer from inventories to investment property.

Transfers to, or from, investment property does not change the carrying amount of the property transferred, and they do not change the cost of the property for measurement or disclosure purposes.

G.

Impairment

Non-derivative financial assets

i.

Financial instrument

The Company's financial assets consist of cash and cash equivalent, trade receivables and other financial assets, The Company recognises loss allowances for expected credit loss (ECL) on financial assets measured at amortised cost. The Company measures loss allowances at an amount equal to lifetime ECLs.

When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECLs, the Company considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis, based on the Company's historical experience and informed credit assessment and including forward-looking information.

The Company assumes that the credit risk on a financial asset has increased significantly if it is more than 60 days past due. The Company considers a financial asset to be in default when:

• the borrower is unlikely to pay its credit obligations to the Company in full, without recourse by the Company to actions such as realising security (if any is held); or

• the financial asset is more than 60 days past due.

Notes to the Consolidated and Separate financial statements

As at 31 March, 2026

ii

Measurement of ECLs

ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e. the difference between the cash flows due to the entity in accordance with the contract and the cash flows that the Company expects to receive).

ECLs are discounted at the effective interest rate of the financial asset.

iii

Credit-impaired financial assets

At each reporting date, the Company assesses whether financial assets carried at amortised cost and debt securities at FVOCI are credit-impaired. A financial asset is 'credit-impaired' when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred.

Evidence that a financial asset is credit-impaired includes the following observable data:

• significant financial difficulty of the borrower or issuer;

• a breach of contract such as a default or being more than 60 days past due;

• the restructuring of a loan or advance by the Company on terms that the Company would not consider otherwise;

• it is probable that the borrower will enter bankruptcy or other financial reorganisation; or

• the disappearance of an active market for a security because of financial difficulties.

iv

Presentation of allowance for ECL in the statement of financial position

Loss allowances for financial assets measured at amortised cost are deducted from the gross carrying amount of the assets.

v

Write off

The gross carrying amount of a financial asset is written off when the Company has no reasonable expectations of recovering a financial asset in its entirety or a portion thereof.

H.

Contingent liabilities and contingent assets

A contingent liability is a possible obligation that arises from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the company, or a present obligation that arises from past events but is not recognised because it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation; or the amount of the obligation cannot be measured with sufficient reliability.

A contingent asset is a possible asset that arises from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the entity.

Contingent assets are not recognised in financial statements since this may result in the recognition of income that may never be realised. However, when the realisation of income is virtually certain, then the related asset is not a contingent asset and its recognition is appropriate.

A contingent asset is disclosed where an inflow of economic benefits is probable. Contingent assets are assessed continually to ensure that developments are appropriately reflected in the financial statements. If it has become virtually certain that an inflow of economic benefits will arise, the asset and the related income are recognised in the financial statements of the period in which the

change occurs. If an inflow of economic benefits has become probable, an entity discloses the contingent asset.

I.

Provisions

A provision is recognised, if, as a result of a past event, the Company has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognised as finance cost in profit or loss.

J.

Employee benefits

i.

Defined contribution plan

A defined contribution plan is a post-employment benefit plan (pension fund) under which the Company pays fixed contributions into a separate entity and will have no legal or constructive obligation to pay further amounts.

In line with the provisions of the Pension Reform Act 2014, the Company has instituted a defined contribution pension scheme for all employees. The Company and its employees contribute a minimum of 10% and 8% of the employees annual basic salary, housing and transport allowances respectively to the scheme. Employee contributions to the scheme are funded through payroll deductions while the Company's contributions are charged to profit and loss.

On 1 January 2016, the Company increased the employer contributions to the scheme to 15% of employee's annual basic salary, housing and transport allowances.

ii.

Short-term employee benefits

Short-term employee benefit obligations are measured on an undiscounted basis and are expensed as the related service is provided in profit or loss.

Notes to the Consolidated and Separate financial statements

As at 31 March, 2026

iii.

Termination benefits

Termination benefits are recognized as an expense when the Company is committed demonstrably, without realistic possibility of withdrawal, to a formal detailed plan to either terminate employment before the normal retirement date, or to provide termination benefits as a result of an offer made to encourage voluntary redundancy.

Termination benefits for voluntary redundancies are recognized as an expense if the Company has made an offer of voluntary

redundancy, it is probable that the offer will be accepted, and the number of acceptances can be estimated reliably. If benefits are payable more than 12 months after the reporting period, then they are discounted to their present value.

K.

Inventories

Inventories are measured at the lower of cost and net realisable value. The cost of inventory includes expenditure incurred in acquiring the inventory, production or conversion costs and other costs incurred in bringing them to their existing location and condition. The basis of costing is as follows:

Raw materials, non-returnable packaging materials and consumable spare parts

-

purchase cost on a weighted average basis including transportation and applicable clearing charges.

Finished products and products-in-process

-

weighted average cost of direct materials and labour plus a reasonable proportion of manufacturing overheads based on normal levels of activity.

Goods in transit

-

Purchase cost incurred to date

Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of conversion and selling expenses. Allowance is made for obsolete, slow moving or defective items where appropriate.

L.

Revenue by nature

(i) Revenue from contract with customers

a Sale of paints and allied products

Revenue from the sale of goods in the course of ordinary activities represents sale of paints and allied products and is measured at the fair value of the consideration received or receivable, net of value added tax, sales returns, trade discounts and volume rebates.

Revenue is recognised when the goods are delivered and have been accepted by customers. The Company allocates a portion of consideration received to loyalty points as applicable. The allocation is based on the relative stand alone selling prices. The amount allocated to the loyalty program is deferred, and is recognised as revenue when loyalty points are redeemed or the likelihood of the customer redeeming the loyalty points become remote. The deferred revenue is included in contract liabilities.

b Contract services - supply and apply services contract

Supply and apply services contract revenue results from rendering painting services to customers. These services are rendered based on specific negotiated contracts with the customers.

Contract revenue includes the initial amount agreed in the contract plus any variations in contract work, claims and incentive payments, to the extent that it is probable that they will result in revenue and can be measured reliably.

Revenue is recognized overtime on basis of the Company's cost incurred relative to the total expected cost for the satisfaction of the performance obligation. The related cost are recognised in profit or loss when they are incurred. Advances received are included in contract liabilities and presented as part of trade and other payables. Unbilled receivables for services rendered are included as contract assets and presented as part of trade and other receivables.

(ii) Investment property rental income

Rental income from investment property is recognised as revenue on a straight-line basis over the term of the lease. Lease incentives granted are recognised as an integral part of the total rental income, over the term of the lease. Rental income from other properties are recognised as other income.

M.

Finance income and finance costs

Finance income comprises interest income on funds invested, dividend income, gains on re-measurement o financial assets measured at amortised cost, and reclassification of net gains previously recognised in OCI. Interest income is recognised as it accrues in profit or loss, using the effective interest method. Dividend income is recognized in profit or loss on the date that the

Company's right to receive payment is established.

N.

Government grant

Government grants are not recognized until there is reasonable assurance that the Company will comply with the conditions attaching to them and that the grants will be received.

Notes to the Consolidated and Separate financial statements

As at 31 March, 2026

Government grants are recognized in profit or loss on a systematic basis over the periods in which the Company recognizes as expenses the related costs for which the grants are intended to compensate. Specifically, government grants whose primary condition is that the Company should purchase, construct or otherwise acquire non-current assets are recognized as deferred income in the statement of financial position and transferred to profit or loss on a systematic and rational basis over the useful lives of the related assets.

Government grants that are receivable as compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the Company with no future related costs are recognized in profit or loss in the period in which they become receivable.

O.

Taxation

Income tax

Income tax expense comprises current tax (Company Income Tax, Tertiary Education Tax, Nigeria Police Trust Fund levy and Capital gains tax) and deferred tax. It is recognised in profit or loss except to the extent that it relates to a business combination, or items recognised directly in equity or in other comprehensive income. The Company had determined that interest and penalties relating to income taxes, including uncertain tax treatments, do not meet the definition of income taxes, and therefore are

accounted for under IAS 37 Provisions, Contingent Liabilities and Contingent Assets.

(a) Current tax

Current tax comprises the expected tax payable or receivable on the taxable income or loss for the year, and any adjustment to tax payable or receivable in respect of previous years. The amount of current tax payable or receivable is the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. It is measured using tax rates enacted or substantively enacted at the reporting date. Company Income Tax is computed on taxable profits; Tertiary Education Tax is computed on assessable profits while the Nigeria Police Trust Fund is computed on net profit (i.e. profit after deducting all expenses and taxes from revenue earned by the Company during the year). Income tax liabilities are presented in the statement of financial position net of withholding taxes.

(b)Deferred tax

Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax assets are recognised for unutilised tax losses, unutilised tax credits and deductible temporary differences to the extent that it is probable that future taxable profits will be

available against which they can be used. Future taxable profits are determined based on business plans.

Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised; such reductions are reversed when the probability of future taxable profits improves. Unrecognised deferred tax assets are reassessed at each reporting date and recognised to the extent that it has become probable that future taxable profits will be available against which they can be utilised.

Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, using tax rates enacted or substantively enacted at the reporting date, and reflects uncertainty related to income taxes, if any. The measurement of deferred tax reflects the tax consequences that would follow from the manner in which the Company expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.

Deferred tax assets and liabilities are offset if, and only if the Company:

(a)

has a legally enforceable right to set off current tax assets against current tax liabilities; and

(b)

the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on either:

• the same taxable entity; or

• different taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

In determining the amount of current and deferred tax, the Company takes into account the impact of uncertain tax positions and whether additional taxes and interest may be due. This assessment relies on estimates and assumptions and may involve a series of judgments about future events. New information may become available that causes the Company to change its judgment regarding the adequacy of existing tax liabilities; such changes to tax liabilities will impact tax expense in the period that such determination is made.

(c) Minimum tax expense

The Company is subject to the Finance Act, 2019 which amends the Company Income Tax Act (CITA). Total amount of tax payable under the Finance Act, 2019 is determined based on the higher of two components; Company Income Tax (based on taxable income (or loss) for the year); and Minimum tax (determined based on of 0.5% of qualifying Company's turnover less franked investment income). Taxes based on taxable profit for the period are treated as income tax in line with IAS 12; whereas Minimum tax which is based on a gross amount is outside the scope of IAS 12 and therefore, are not presented as part of income tax expense in the profit or loss. The liability is recognised under current tax liabilities in the statement of financial position.

Notes to the Consolidated and Separate financial statements

As at 31 March, 2026

P.

Earnings per share

The Company presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during the period, adjusted for own shares held (if any). Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding, adjusted for own shares

held (if any), for the effects of all dilutive potential ordinary shares.

Q.

Leases

The Company has applied IFRS 16 using the modified retrospective approach and therefore the comparative information has not been restated and continues to be reported under IAS17 and IFRIC4. The details of accounting policies under IAS17 and IFRIC4 are disclosed separately.

Policy applicable from 1 January 2019

At inception of a contract, the Company assess whether a contract is, or contains a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset , the Company uses the definition of a lease in IFRS 16.

This policy is applied to contracts entered into, on or after 1 January, 2019.

i.

As a lessee

The Company recognizes a right-of-use asset and lease liability at the lease commencement date. The right-of-use is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asses or to restore the underlying asset or the site on which it is located, less any lease incentives received.

The right-of-use is subsequent depreciated using the straight-line method from the commencement date to the end of the lease term, unless the lease transfers ownership of the underlying asset to the Company by the end of the lease term or the cost of right-of-use asset reflects that the Company will exercise a purchase option. In that case the right-of-use assets will be depreciated over the useful life of the underlying assets, which is determined on the same basis as those of property and equipment. In addition, the right-of-use asset is periodically reduced by impairment losses, if any and adjusted or certain re-measurements of the lease liability.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company's incremental borrowing rate. Generally, the Company uses interest rate implicit in the lease liability agreement as the discount rate.

Lease payments included in the measurement of the lease liability comprise the following:

- Fixed payments, including in-substance fixed payments;

- Variable lease payments that depend on an index or a rate initially measured using the index or rate as at the commence

date;

- Amounts expected to be payable under a residual value guarantee; and

- The exercise price under a purchase option that the Company is reasonably certain to exercise, lease payments in an optional renewal period if the Company is reasonably certain to exercise an extension option, and penalties for early termination of a lease the Company is reasonably certain not to terminate early.

The lease liability is measured at armotised cost using the effective interest method. It is remeasured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in the Company's estimate of the amount expected to be payable under a residual value guarantee, if the Company changes its assessment of wether it will exercise a purchase, extension or terminate option or if there is a revised in-substance fixed lease payment.

When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

The Company presents right-of-use assets that do not meet the definition of investment property in 'property, plant and equipment and lease liabilities in loans and borrowings in the statement of financial position. Right of use assets comprises motor vehicles under lease and leasehold land.

Short-term leases and leased of low-value assets.

The Company has elected not to recognize right-of-use assets and lease liabilities for leases of low-value assets and short-term leases. The Company recognizes the lease payments associated with these leases as an expenses on a straight-line basis over the lease term.

ii.

As a lessor

At inception or on modification of a contract that contains a lease component, the Company allocates the consideration in the contract to each lease component on the basis of their relative standalone prices.

When the Company acts as a lessor, it determines at lease inception whether each lease is a finance lease or an operating lease.

To classify each lease, the Company makes an overall assessment of whether the lease transfers substantially all of the risks and rewards incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; if not, then it is an operating lease. As part of this assessment, the Company considers certain indicators such as whether the lease is for the major part of the economic life of the asset.

Notes to the Consolidated and Separate financial statements

As at 31 March, 2026

When the Company is an intermediate lessor, it accountings for its interests in the head lease and the sub-lease separately. It assesses the classification of a sub-lease with reference to the right-of-use asset arising from the head lease, not with reference to the underlying asset. If a head lease is a short-term lease to which the Company applies the exemption described above, then it classified the sub-lease as an operating lease.

If an arrangement contains lease and non-lease components, then the Company applies IFRS 15 to allocate the consideration in the contract.

The Company applies the derecognition and impairment requirements in IFRS 9 to the net investment in the lease. The Company further regularly reviews estimated unguaranteed residual values used in calculating the gross investment in the lease.

The Company recognizes lease payments received under operating leases as income on a straight -line basis over the lease

term as part of 'other revenue'.

Generally, the accounting policies applicable to the Company as a lessor in the comparative period were not different from IFRS 16.

Policy applicable before 1 January 2019

i.

Determining whether an arrangement contains a lease

At inception of an arrangement, the Company determines whether the arrangement is or contains a lease.

At inception or on reassessment of an arrangement that contains a lease, the Company separates payments and other consideration required by the arrangement into those for the lease and those for other elements on the basis of their relative fair values. If the Company concludes for a finance lease that it is impracticable to separate the payments reliably, then an asset and a liability are recognised at an amount equal to the fair value of the underlying asset; subsequently, the liability is reduced as payments are made and an imputed finance cost on the liability is recognised using the Company's incremental borrowing rate.

ii.

Leased assets

Assets held by the Company under leases which transfer to the Company substantially all of the risks and rewards of ownership are classified as finance leases. On initial recognition, the leased asset is measured at an amount equal to the lower of its fair value and the present value of the minimum lease payments. Subsequent to initial recognition, the asset is accounted for in accordance with the accounting policy applicable to that asset. Assets held under other leases are classified as operating leases and are not recognised in the Company's statement of financial position.

iii.

Lease payments

Payments made under operating leases are recognised in profit or loss on a straight-line basis over the term of the lease. Lease incentives received are recognised as an integral part of the total lease expense, over the term of the lease. Minimum lease payments made under finance leases are apportioned between the finance expense and the reduction of the outstanding liability. The finance expense is allocated to each period during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability.

R.

Statement of cashflows

The statement of cash flows is prepared using the indirect method. Changes in statement of financial position items that have not resulted in cash flows such as translation differences, and other non-cash items, have been eliminated for the purpose of preparing the statement. Dividend paid to ordinary shareholders are included in financing activities while finance income received is included in investing activities.

S.

Operating Segment

An operating segment is a distinguishable component of the Company that earns revenue and incurs expenditure from providing related products or services (business segment), or providing products or services within a particular economic environment (geographical segment), and which is subject to risks and returns that are different from those of other segments.

The Company's primary format for segment reporting is based on business segments. The business segments are determined by

management based on the Company's internal reporting structure.

All operating segments' operating results are reviewed regularly by the Management Committee, which is considered to be the chief operating decision maker for the Company, to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete financial information is available.

Segment results that are reported to the Company's Management Committee include items directly attributable to a segment as well as those that can be allocated on a reasonable basis. Unallocated items comprise mainly corporate assets, head office expenses and tax assets and liabilities.

T.

Dividends

Dividend payable is recognised as a liability in the period in which they are declared and the shareholders right to receive payment

has been established.

Dividends which remained unclaimed for a period exceeding twelve (12) years from the date of declaration and which are no longer actionable by shareholders in accordance with section 385 of the Companies and Allied Matters Act of Nigeria are written back to retained earnings.

U.

Prepayments and advances

Prepayments and advances are non-financial assets which result when payments are made in advance of the receipt of goods or services. They are recognized when the Company expects to receive future economic benefits equivalent to the value of the prepayment. The receipt or consumption of the goods or services results in a reduction in the prepayment and a corresponding

increase in expenses (assets) for that reporting period.

Notes to the Consolidated and Separate financial statements

As at 31 March, 2026

V.

Deposit for imports

Deposit for imports are non-financial assets which result when letters of credit are opened with the bank for the importation of raw materials and plant and machinery. They are recognized when the Company expects to receive future economic benefits equivalent to the value of the deposit made.

W.

Investment in subsidiary

Subsidiaries are entities controlled by the Company. Investments in subsidiaries are carried at cost less accumulated impairment losses in the Company's statement of financial position. Where the recoverable amount of the investment is less than the carrying amount, an impairment is recognized in profit or loss. On disposal of investments in subsidiaries, the difference between disposal proceeds and the carrying amounts of the investments are recognized in profit or loss.

X.

Related parties

Related parties include the Company's shareholders, directors, their close family members and any employee who is able to exert a significant influence on the operating policies of the Company. Key management personnel are also regarded as related parties. Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of

the entity, directly or indirectly, including any director (whether executive or otherwise) of that entity.

Y.

New standards and interpretations not yet adopted

Standards issued but not yet effective

A number of new Standards, Amendments to Standards, and Interpretations are effective for annual periods beginning after 1 January 2019 and have not been adopted in preparing these financial statements. Those Standards, Amendments to Standards, and Interpretations which may be relevant to the Company are set out below. Earlier adoption is permitted; however, the Company has not early adopted the new or amended standard in preparing the financial statement.

-

Amendments to References to Conceptual Framework in IFRS Standards

-

Definition of a Business (Amendments to IFRS 3)

-

Definition of Material (Amendments to IAS 1 and IAS 8)

-

Interest Rate Benchmark Reform (Amendments to IFRS 9, IAS 39 and IFRS 7)

Z.

Standards, Interpretations effective from 1 January 2019

There are new issued accounting standards, ammendment to standards and interpretations that are effective first beginning 1 January 2019. Other than those disclosures in Note 3, the Directors have considered the following amended standards and interpretations and that they are not expected to have a significant impact on the Company's financial statements:

-

Prepayment features with negative compensation (Amendment to IFRS 9)

-

Long term interests in Associates and Joint Ventures (Amendment to IAS 8)

-

Plan Amendment, Curtailment or Settlement (Amendment to IAS 19)

-

Annual improvements to IFRS Standards 2015/17 Cycle Various Standards

(b)

Contract balances

The Company's contract balance comprises of trade receivables from contract with customers and is included in trade and other receivables (Note 18(a)). The balance is analysed as follows:

In thousands of naira

31-Mar-26

31-Mar-25

31-Mar-26

31-Mar-25

Billed receivables in respect of sales of paints and allied products

182,980

182,314

75,616

117,623

Unbilled receivables in respect of contract services

-

83,688

-

83,688

Trade receivables (Note 16(b))

182,980

266,002

75,616

201,311

6

Other income

Other income comprises:

In thousands of naira

Sale of Scrap

Income on property leases*

Insurance claims received

Income from new BBPs and other income

Sale of raw materials

59

3,468

59

3,468

9,955

2,012

9,955

2,012

4,651

4,651

-

7,500

7,100

7,500

7,100

1,772

- 1,772 -

23,937

12,580 23,937 12,580

*This represents income earned from leases of an insignificant portion of the Company's building properties to third parties.

**This represents a one-off gain from sale of "available for sale financial assets" in prior year.

GROUP

Mar-26

Mar-25

-

17,834

52,291

-

-

(768)

52,291

17,066

COMPANY

Mar-26

Mar-25

-

17,834

52,291

-

-

(768)

52,291

17,066

7

Finance income and finance cost

Recognised in profit or loss:

In thousands of naira

Interest income on other financial assets

Interest income on bank deposit

Foreign currency gain (loss)

Net gain on financial liabilities measured at amortised costs

Unwinding of discount on financial liabilities measured at amortised cost

Total finance income

Interest expense on borrowings

Foreign currency loss

Interest expense on lease liabilities

Total finance cost

Net finance income recognised in profit or loss

52,291

17,066

(6,385)

(10,855)

-

-

(16,005)

-

(22,390)

(10,855)

29,901

6,211

Notes to the Consolidated and Separate financial statements

As at 31 March, 2026

8

Profit before income tax

Profit before tax is stated after charging/(crediting):

Group

Company

In thousands of naira

Notes

Mar-26

Mar-25

Mar-26

Mar-25

Directors' emoluments

9(a)

55,651

37,639

51,561

33,549

Depreciation

9(b)

85,180

86,869

85,850

86,186

Amortisation

13

7,311

3,733

7,311

3,733

Personnel expenses

10

340,821

320,492

336,041

318,224

Auditors' remuneration

9(a)

-

11,875

46,112

11,250

Profit on disposal of property, plant and equipment

6

52,291

6,011

52,291

6,011

9

(a)

Expenses

(i)

Analysis of expenses by nature

In thousands of naira

Directors emoluments

Personnel expenses

Training expenses

Repairs and maintenance

Office and corporate expenses

License and permits

Utilities

Insurance

Travel, transport and accommodation

Rent, rate and levies

Subscriptions

Depreciation

Amortisation

Printing and stationery

Professional and Consultancy

Auditors' remuneration

Bank charges

Advertisement and publicity expenses

Distribution expenses

Raw materials and consumables

Foreign currency exchange loss

Impairment of Heritage Bank balance

Contract services expenses

Note Mar-26 Mar-25 Mar-26 Mar-25

55,651 37,639 51,561 33,549

10 340,821 320,492 336,041 318,224

13,350 200 13,350 200

88,038 71,001 87,658 71,001

74,262 32,210 74,262 32,210

29,211 13,067 29,211 13,067

15,908 49,867 15,908 49,867

20,621 25,434 20,621 25,434

129,772 165,840 129,701 165,840

6,141 13,135 6,141 13,135

7,947 5,162 7,947 5,162

9(b) 86,520 86,124 85,850 85,441

13 7,311 3,732 7,311 3,732

7,475

2,262

7,475

2,262

98,007

34,050

97,059

33,695

-

11,875

-

11,250

1,140

-

1,094

-

91,907

-

91,907

-

75,975

1,473

75,725

1,433

1,585,150

57,414

1,585,150

57,414

-

103,367

-

103,367

-

1,488,824

-

1,443,977

13,116

-

-

-

In thousands of naira

Summarised as follows:

Cost of sales

Selling and distribution expenses

Administrative expenses

Total cost

1,800,613

1,682,088 1,787,496 1,637,491

75,725

160,780 75,725 160,780

871,986

680,299 860,752 671,988

2,748,324

2,523,167 2,723,973 2,470,259

(b)

Depreciation

In thousands of naira

Depreciation charged for the perod comprises:

Depreciation of property, plant and equipment

Depreciation of investment property

Total depreciation

Note

Mar-26

Mar-25 Mar-26 Mar-25

12

87,109

81,778 87,779 81,095

14

5,382

5,091 5,382 5,091

92,491

86,869 93,161 86,186

10

Personnel expenses

Personnel expenses, excluding remuneration of the executive directors during the perod comprises:

Group

Company

In thousands of naira

Mar-26

Mar-25 Mar-26 Mar-25

Salaries, wages and allowances

311,064

298,480 295,894 296,212

Employer contribution to compulsory pension fund scheme

23,490

22,012 23,490 22,012

334,554

320,492 319,385 318,224

Notes to the Consolidated and Separate financial statements

As at 31 March, 2026

11

Taxation

(a)

The tax charge for the year has been computed after adjusting for certain items of expenditure and income which are not deductible or chargeable for tax purposes, and comprises:

In thousands of naira

Mar-26

Mar-25

Mar-26

Mar-25

Current tax expense:

Company income tax

236,533

146,112

236,533

146,112

WHT credit notes impaired

-

-

-

-

Nigeria Police Trust Fund Levy (NPTF)

-

-

-

-

Tertiary education tax

14,140

14,140

Development levy

-

-

-

-

236,533

160,252

236,533

160,252

Overprovision in prior year

-

-

-

-

Back duty assessment:

-

-

-

Company income tax

-

-

-

-

Education tax

-

-

-

(Credit)/charge for the year

236,533

160,252

236,533

160,252

Deferred Tax Expense

-

-

-

-

Income tax expense

236,533

160,252

236,533

160,252

(b)

Reconciliation of effective tax rate:

In thousands of naira

%

Profit for the period

Taxation

Profit before taxation

GROUP

COMPANY

Mar-26

Mar-25

Mar-26

Mar-25

456,577

309,486

459,153

1,523,128

236,533

160,252

236,533

870,364

693,111

469,738

695,687

2,393,492

Income tax using the Company's domestic rate of 30%

(c)

The movement in the tax payable during the year was as follows:

i.

Current tax liabilities

In thousands of naira

Balance as at 1 January

Current period charge

Cash payments

WHT credit notes utilised

Balance as at period end (A)

ii.

WHT credit notes

Balance as at 1 January

WHT Credit Utilised

Additions

Balance as at period end (B)

Total current tax liabilities as at period end (A+B)

215,663

146,112

215,663

718,048

Mar-26

Dec-25

Mar-26

Dec-25

793,435

485,792

783,636

485,792

236,533

840,415

236,533

830,530

-

(482,593)

-

(482,507)

-

(50,179)

-

(50,179)

1,029,968

793,435

1,020,169

783,636

-

-

-

-

-

(57,757)

-

(57,757)

134,333

57,757

134,333

57,757

134,333

-

134,333

-

(895,635)

793,435

(885,836)

(783,636)

Notes to the Consolidated and Separate financial statements

As at 31 March, 2026

12

Property Plant and equipment

GROUP

(a)

The movement on these accounts was as follows:

In thousands of naira

Note

Leasehold Land

Buildings

Plants and Machinery

Furniture and fittings

Motor Vehicles

Computer Equipment

Right of Use Asset

Capital workin progress

TOTAL

N'000

N'000

N'000

N'000

N'000

N'000

N'000

N'000

N'000

Cost

Balance at 1 January 2025

390,000

1,472,629

1,731,497

206,994

151,895

231,897

182,405

-

4,367,317

Additions

-

54,742

206,608

45,653

-

21,416

274,007

-

602,426

Transfer

(182,405)

(182,405)

Reclasification to intangible assets

-

-

-

-

182,405

-

182,405

Disposals/write-off

-

-

(240)

(183)

-

(5,441)

(5,864)

Balance at 31 December 2025

390,000

1,527,371

1,937,866

252,464

334,300

247,872

274,007

-

4,963,880

Balance at 1 January 2026

Additions

Swift Painting

Transfer

Reclasification to intangible assets

Disposals

Balance at 31 March 2026

390,000

1,527,371

1,937,866

252,464

334,300

247,872

274,007

-

-

-

27,613

675

(0)

20

-

-

-

-

-

-

-

-

-

- -

-

-

-

-

-

-

-

-

-

-

-

-

-

-

- -

390,000

1,527,371

1,965,478

253,139

334,300

247,892

274,007

- 4,992,187

Accumulated depreciation

Balance at 1 January 2025

78,081

574,240

544,192

87,128

144,412

162,692

164,003

-

1,754,748

Charge for the year

9(b)

-

87,781

108,031

34,789

20,964

23,394

22,834

-

297,793

Transfer

164,003

(164,003)

0.00

Disposals

-

-

-

(183)

-

(5,441)

-

-

(5,624)

Balance at 31 December 2025

78,081

662,021

652,223

121,734

329,379

180,645

22,834

-

2,046,917

Balance at 1 January 2026

78,081

662,021

652,223

121,734

329,379

180,645

22,834

-

2,046,917

Charge for the period

9(b)

-

22,482

23,697

9,478

1,477

6,210

17,125

-

80,470

Disposals

-

-

-

-

-

-

-

-

Balance at 31 March 2026

78,081

684,503

675,920

131,213

330,857

186,854

39,959

-

2,127,387

Carrying amounts

At 31st March 2026

311,919

842,868

1,289,558

121,926

3,443

61,038

234,048

-

2,864,761

Notes to the Consolidated and Separate financial statements

As at 31 March, 2026

COMPANY

The movement on these accounts was as follows:

In thousands of naira

Note

Leasehold Land

Buildings

N'000

N'000

Cost

Balance at 1 January 2025

390,000

1,472,629

Additions

-

54,742

Transfer

-

-

Reclasification to intangible assets

Disposals/write-off

-

-

Balance at 31 December 2025

390,000

1,527,371

Balance at 1 January 2026

390,000

1,527,371

Additions

0

0

Transfer

-

-

Reclasification to intangible assets

-

-

Disposals

-

-

Balance at 31 March, 2026

390,000

1,527,370

Accumulated depreciation

Balance at 1 January 2025

78,081

573,165

Charge for the year

9(b)

-

87,781

Transfer (a)1)

-

-

Disposals

-

-

Balance at 31 December 2025

78,081

660,946

Plants and

Machinery

N'000

Furniture

and fittings

N'000

Motor

Vehicles

N'000

Computer

Equipment

N'000

Right of use

Asset

N'000

Capital work-

in progress

N'000

TOTAL

N'000

1,716,452

206,608

-

206,994

45,653

0

143,870

0

182,405

231,014

182,405

21,416

274,007

-

(182,405)

-

326,275

326,275

(0)

-

-

-

-

-

-

-

1,923,060

1,923,060

27,613

-

-

-

1,950,673

(183)

252,464

252,464

675

-

-

-

253,139

(5,441)

246,989

246,989

20

-

-

-

247,010

274,007

274,007

-

-

-

-

274,007

533,772

87,112

143,870

162,295

164,003

104,001

34,789

15,001

22,891

22,834

-

-

164,003

-

(164,003)

-

(183)

-

(5,441)

-

637,773

121,718

322,874

179,745

22,834

660,946

22,482

-

683,428

Balance at 1 January 2026

78,081

Charge for the period

9(b)

(0)

Disposals

-

Balance at 31 March, 2026

78,081

Carrying amounts

At 31st December 2025

311,919

4,343,364

602,426

0

-

(5,624)

4,940,166

4,940,166

28,307

-

-

-

4,968,473

-

-

1,742,301

287,299

0.00

(5,624)

2,023,976

-

-

637,773

121,718

322,874

179,745

22,834

-

2,023,971

23,697

9,478

1,477

6,210

17,125

-

80,469

-

-

-

-

-

-

661,470

131,195

324,350

185,955

39,959

-

2,104,439

251,173

-

At 31 March 2026

311,919

843,942

1,289,202

121,943

(b)

Assets pledged as security

No asset of the Company was pledged as security for loan as at 31 March, 2026 (December 2025: Nil)

(c)

Impairment of property, plant and equipment

No impairment loss was recognised for the period (December 2025: Nil).

Notes to the Consolidated and Separate financial statements

As at 31 March, 2026

13

Intangible assets

In thousands of naira

GROUP

Cost

Balance at 1 January 2025

Additions

Reclassification from property, plant & equipment

Disposals

Balance at 31 December 2025

Balance at 1 January 2026

Additions

Reclassification from property, plant & equipment

Balance at 31 March 2026

Accumulated amortisation

Balance at 1 January 2025

Charge for the year

Transfers

Disposals

Balance at 31 December 2025

Balance at 1 January 2026

Charge for the period

Balance at 31 March 2026

Carrying amounts

At 31 December 2025

At 31 March, 2026

143,462

71,667

-

-

-

215,129

- 215,129

215,129

- 215,129

3,716

- 3,716

-

- -

218,845

- 218,845

102,747

15,599

-

-

118,346

-

-

118,346

7,311

-

7,311

125,658

-

125,658

143,462

71,667

-

-

-

-

-

-

Notes to the Consolidated and Separate financial statements

As at 31 March, 2026

COMPANY

Cost

Balance at 1 January 2025

Additions

Reclassification from property, plant & equipment

Disposals

Balance at 31 December 2025

Balance at 1 January 2026

Additions

Reclassification from property, plant & equipment

Balance at 31 March 2026

Accumulated amortisation

Balance at 1 January 2025

Charge for the year

Transfers

Disposals

Balance at 31 December 2025

Balance at 1 January 2026

Charge for the period

Balance at 31 March 2026

Carrying amounts

At 31 December 2025

At 31 March 2026

143,462

71,667

-

-

215,129

215,129

3,716

-

218,845

215,129

215,129

3,716

-

218,845

-

-

102,747

15,599

-

-

118,346

118,346

7,311

125,658

102,747

15,599

118,346

118,346

7,311

125,658