2025 Ecobank Group Annual Report PDF 6.87 MB

BRIDGING AFRICA TODAY, BUILDING TOMORROW

ECOBANK GROUP ANNUAL REPORT 2025

CONTENTS

WHO WE ARE

4 Our Vision and Mission

6 Ecobank Awards in 2025

8 40 Years of Building a Pan-African Bank

10 Our Performance

12 We Are a Leading Pan-African Banking Group

14 Who We Are and What We Do

18 Our Strategy

GROUP CHAIRMAN AND MANAGEMENT

22 A Letter From the Group Chairman

28 A Letter From the Group CEO

34 Consumer and Commercial Banking Overview

40 Corporate and Investment Banking Overview

CORPORATE GOVERNANCE

48 The Board of Directors

56 Group Executive Committee

58 Directors' Report

62 Corporate Governance

73 Sustainability Report

74 Foundation Report

78 People and Culture Report

RISK MANAGEMENT

88 Risk Management

BUSINESS AND FINANCIAL REVIEW

118 Business and Finance Review

FINANCIAL STATEMENTS

138 Statement of Directors' Responsibilities

139 Management Report -

Internal Controls Over Financial Reporting

140 Auditors' Report

148 Consolidated Income Statement

CORPORATE INFORMATION

272 Executive Management Ecobank Group

274 Share Capital Overview

1. Share Capital History

2. Holding Company and Subsidiaries

3. Contact Information

   1.

   WHO WE ARE

Community Trust earned Lives supported

Businesses backed

Continent

Capital mobilised Markets connected Value retained

OUR VISION

To build a world-class pan-African bank and contribute to the economic development and financial integration of Africa.

OUR MISSION

To provide all of our customers with convenient and reliable financial products and services.

ECOBANK AWARDS IN 2025

GROUP LEVEL AFFILIATES LEVEL

Global Finance

BEST BANK IN AFRICA

BEST TRADE FINANCE BANK IN AFRICA

BEST BANK FOR CASH MANAGEMENT IN AFRICA

Euromoney Awards for Excellence 2025

BEST BANK FOR SMES IN AFRICA BEST DIGITAL BANK IN AFRICA

AFRICA'S BEST CASH MANAGEMENT BANK 2025 AFRICA'S TRANSACTION BANKER OF THE

YEAR 2025 - ISAAC KAMUTA

African Banker Awards

AFAWA BANK OF THE YEAR

(African Women in Finance Access to Finance · support for women-led enterprises) for Ellevate by Ecobank

Global Banking & Markets Africa Awards 2025

FINANCIAL INSTITUTIONS BOND DEAL

OF THE YEAR - $525M SENIOR BOND ISSUANCE

$525m

SENIOR BOND ISSUANCE

All Africa Business Leaders Awards (AABLA) with CNBC Africa

COMPANY OF THE YEAR 2025

The Banker:

Bank of the Year 2025

CAMEROON GAMBIA

EQUATORIAL GUINEA GUINEA

GABON TOGO

40 YEARS OF BUILDING A PAN-AFRICAN BANK

An ideal born into fragmentation and upheaval

In 1985, Africa had a fragmented financial landscape. National boundaries and colonial legacies constrained vision and opportunity across our continent. Ecobank was founded to change that by integrating the continent's markets and supporting economic development.

20 years of private ownership: connecting West and Central Africa

Two decades saw Ecobank grow to 18 countries, proving that a home-grown institution was capable of uniting markets and mobilising capital across borders.

In 2006, Ecobank opened for public ownership through a historic triple listing on exchanges in Nigeria, Ghana and Côte d'Ivoire. Ecobank became the first pan-African financial institution open for African shareholders.

20 years of public ownership: connecting our continent and beyond

Today, Ecobank connects more than 60% of the African continent through a single

pan-African banking network. Four international offices connect that network to markets in Asia, Europe and the Middle East, expanding opportunities and investment.

2006

2025

The challenges were immense, yet the dream was larger still. We aimed to demonstrate that Africa could create institutions for itself, independently.

Gervais K. Djondo

Co-founder and former chairman of Ecobank

A stronger Ecobank for a stronger Africa

Over four decades, Africa and Ecobank have changed dramatically. An ambition to build a pan-African financial institution has become a reality. Millions of people and businesses are connected across Africa and beyond.

As Africa's economies continue to grow and integrate, Ecobank will continue to advance financial connectivity and access for everyone in Africa.

OUR PERFORMANCE

For the year ended 31 December

(in millions of US dollars, except per share and ratio data) Selected income statement data

Net revenue (operating income) Operating expenses

Pre-provision, pre-tax operating profit Impairment charges on financial assets

Operating profit after impairment charges on financial assets Profit before tax

Profit for the year

Profit after tax attributable to ETI shareholders

Profit attributable per share (US cents):

• Basic

• Diluted

  Selected statement of financial position data

  Net loans and advances to customers Total assets

  Risk-weighted assets Deposits from customers

  Equity attributable to ordinary shareholders Total equity

  Ordinary shares outstanding (in millions) Book value per ordinary share (US cents)1

  Tangible book value per ordinary share, TBVPS (US cents)

  ETI share price (US cent)2

• High

• Low

• Period-end

Selected ratios

Profit for the year to average total assets (ROA) Profit for the year to total equity (ROE)3

Profit for the year to tangible total equity (ROTE) Common equity Tier (CET) 1 capital ratio

Tier 1 capital ratio

Total capital adequacy ratio (CAR) Net interest margin

Net fee & commission income as a % of net revenue Non-interest revenue (NIR) as a % of net revenue Cost-to-income ratio

Non-performing loans (NPL) ratio Non-performing loans coverage ratio

*2024 figures have been re-presented to reflect Ecobank Mozambique as a discontinued operation as required by IFRS 5.

PROFIT BEFORE TAX

$801m

UP 21% FROM 2024

NET REVENUE

$2.45bn

UP 17% FROM 2024

CET1 RATIO

13.2%

IMPROVED FROM 11.4% IN 2024

SINCE 2021

$550m

SUSTAINABILITY-LINKED FINANCING RAISED

RETURN ON TANGIBLE EQUITY

27.8%

DOWN FROM 32.7% IN 2024

WOMEN IN MANAGEMENT & EXECUTIVE POSITIONS

32%

WE ARE A LEADING

PAN-AFRICAN BANKING GROUP

AFRICAN COVERAGE

TOTAL ASSETS

$13.1bn

$3.5bn

$8.1bn

$9.4bn

$1.6bn

Francophone West Africa (UEMOA) International

Nigeria Head office displayed on map Anglophone West Africa (AWA) Representative offices Central, Eastern and Southern Africa

(CESA)

Ecobank is a leading financial institution connecting 34 developing and expanding countries across Africa. Approximately 13,889 employees serve the financial needs of over 30 million businesses and individuals (19 million primary banking relationships and 12 million customers acquired through partnerships), representing 61% of the continent. As of 31 December 2025, our total assets were $34.5 billion and total equity of $2.9bn. Our single-payment platform enables real-time payments across Africa, leveraging our geographic reach to serve customers. Our parent company, ETI, is publicly traded on three stock markets: the Nigerian Exchange Group, the Bourse Régionale des Valeurs Mobilières (BRVM) in Abidjan, Côte d'Ivoire, and the Ghana Stock Exchange.

$34.5bn

TOTAL ASSETS

53

BANKING AND NON-BANKING SUBSIDIARIES

$25.3bn

DEPOSITS FROM CUSTOMERS

626

BRANCH OFFICES

13,889

EMPLOYEES

2,653

ATMs

INTERNATIONAL REACH

ECOBANK LONDON

ECOBANK PARIS

ECOBANK BEIJING

ECOBANK DUBAI

Ecobank has representative offices in London, Dubai, and Beijing, as well as a wholly owned banking subsidiary in Paris.

WHO WE ARE AND WHAT WE DO

OUR CUSTOMER-FACING BUSINESS SEGMENTS

CORPORATE AND INVESTMENT BANKING

Corporate and Investment Banking (CIB) provides a wide range of financial services, including FICC, cash management, trade, loans and liquidity and securities, wealth, and asset management to a diverse client base, including global, regional and public corporations and financial and international organisations.

Find out more on pages 40 to 45

$10.2bn $8.7bn

Customer Gross

deposits loans

$1.3bn $698m

Net revenue Profit before tax

CONSUMER AND COMMERCIAL BANKING

CONSUMER BANKING COMMERCIAL BANKING

We serve our individual clients -High Value (HV) (Premier) and Emerging Affluent (EA) & Mass segments with deposits, consumer loans, cards, payments, bancassurance, and wealth management products through bank branches, ATMs, digital (mobile and online), and agency banking networks.

We offer loans, trade finance, cash management, and payment products and services to our business clients - SMEs, Local Corporates (LOC), and Education, Faith & Social Services (EFS) segments through digital and physical channels.

Find out more on pages 34 to 39 Find out more on pages 34 to 39

$8.0bn

Customer deposits

$566m

Net revenue

$1.6bn

Gross loans

$205m

Profit before tax

$7.1bn

Customer deposits

$658m

Net revenue

$2.5bn

Gross loans

$275m

Profit before tax

OUR VALUES UNDERPIN EVERYTHING WE DO AS A BUSINESS.

OUR GEOGRAPHICAL FOOTPRINT

UEMOA NIGERIA

Deposits

$9.8bn

Net revenue

$788m

Profit before tax

$384m

Cost-to-income ratio

45.4%

Return on equity

26.8%

Deposits

$2.5bn

Net revenue

$155m

Profit before tax

-$31m

Cost-to-income ratio

67%

Return on equity

(13.8%)

AWA CESA

Deposits

$5.8bn

Net revenue

$737m

Profit before tax

$402m

Cost-to-income ratio

37.9%

Return on equity

29.7%

Deposits

$6.9bn

Net revenue

$849m

Profit before tax

$450m

Cost-to-income ratio

44.2%

Return on equity

36.1%

OUR STRATEGY IS TO GROW, TRANSFORM AND DELIVER RETURNS.

FIND OUT MORE ON PAGES 18 AND 19.

GROWTH TRANSFORMATION RETURNS

OUR STRONG PAYMENTS POSITION

TRADITIONAL PAYMENTS INCREASING VALUE WITH DECLINING VOLUMES

TRANSACTION COUNT (UNITS) TOTAL PAYMENT VOLUME ($bn)

97m

-19%

10.5m

-27%

$6.7bn

-10%

$11.8bn

+4%

22.2m

-15%

ATMs

Branches POS

XpressPoint agents

297.4m

-6%

$2.4bn

+17%

ATMs

Branches POS

XpressPoint agents

$100bn

+16%

DIGITAL PAYMENT INNOVATION DRIVING GROWTH

TOTAL PAYMENT VOLUME ($bn)

SME & CORPORATE

OMNILITE - COMMERCIAL BANKING

$15.3bn +88%

OMNIPLUS - CORPORATE BANKING

$96.7bn +31%

CONSUMER

DIGITAL BANKING

$3.6bn +94%

TOTAL PAYMENT VOLUME ($bn)

$37.6bn

+12%

$41.1bn

+40%

$10.1bn

+11%

AWA CESA NIGERIA UEMOA

$40.9bn

+51%

OUR STRATEGY TO GROW, TRANSFORM AND DELIVER RETURNS

GROWTH

Our business units are leveraging our strengths

OUR BUSINESS

• Corporate and Investment Banking.

• Consumer and Commercial Banking.

• Cross-Border Remittance, Payments and BaaS (Fintech).

CUSTOMERS

OUR STRENGTHS

• Pan-African network.

• Unified banking platform.

• Technology & payments platform.

• Diversified business model.

OUR ENABLERS

REVISED OPERATING MODEL

RISK MANAGEMENT FRAMEWORK

BRAND BUILDING

Our strategy puts our customers at the heart of everything we do. It is based on stakeholder insights, industry, regulatory and

commercial analysis and forecasts. It drives all our solutions, services and operations across our 34 African markets.

TRANSFORMATION RETURNS

Our focus accelerates our progress

OUR FOCUS

• Transform customer experience.

• Strengthen performance culture and reposition for agility.

• Reinvigorate Nigeria and subscale subsidiaries.

• Entrench our leadership positions.

  Grow shareholder value

  OUR RETURNS

• Sustainable ROE1 above COE2 through the cycle.

• Increase subsidiaries dividends to ETI.

• Dividends to ETI shareholders.

AT THE HEART

1. ROE - return on equity.

2. COE - cost of equity.

TECHNOLOGY PARTNERSHIPS SUSTAINABILITY

Consumer Payments made Savings built Credit accessed

Corporate

Trade financed Liquidity strengthened

Long-term relationships built

The turn that began a few years ago is now firmly established. We are not in transition, we are in execution.

Papa Madiaw Ndiaye

Chairman of the Board

A LETTER FROM THE CHAIRMAN OF THE BOARD

Dear Shareholders,

Forty Years and Still Moving Forward With Ambition

As Ecobank marks 40 years of serving customers, businesses and communities across Africa, this is a moment to look back with pride and ahead with purpose.

Over four decades, Ecobank has grown from a bold idea into a leading pan-African banking group, shaped by the belief that Africa deserves a bank built in Africa, for Africa, by Africans and today supported by a shareholder base and partners that span the globe. That combination of African purpose and international confidence is both our identity and our competitive advantage.

In 2025, that sense of purpose remained clear with disciplined progress and continued focus on long-term value creation. Last year, I spoke of legacy, responsibility and the need to translate Ecobank's pan-African strengths into more sustainable value with stronger and more resilient governance. Those priorities remained central to the work of the Board throughout 2025 and continue to guide our stewardship of the institution.

Throughout 2025, the Group anniversary celebration brought together Ecobankers, partners, customers, governments, regulators and shareholders from across Africa and beyond. We are deeply grateful to all who joined us in marking this occasion. Above all, we wish to recognise the staff across every corner of the continent whose dedication and professionalism make Ecobank what it is every single day. This anniversary belongs to every person who has built, served and sustained this institution at any time during the last four decades.

Chairman of the ETI Board with some of Ecobank's Founding Fathers during the Gala Dinner celebrating the 40th anniversary.

Lomé - December 4, 2025.

Our role as a Board is to provide oversight, to challenge management constructively, to ensure that risks are well understood, and to protect the interests of shareholders and the wider institution. It is equally to ensure that the Bank remains resilient, well-governed and strategically positioned to create sustainable long-term value. This remained an important responsibility in 2025.

A Demanding but Rewarding Year for the Continent

The external environment in 2025 remained complex. African economies continued to face currency pressures, elevated financing costs and, in some markets, uneven growth.

Geopolitical uncertainties and the residual effects of prior years' fiscal stress in certain countries created ongoing headwinds for businesses and households across our footprint. Against this backdrop, the Group's performance was not only strong in absolute terms but particularly meaningful in context, reflecting the resilience of our diversified model, the depth of the pan-African franchise, and the quality of execution across the Group. Our pan-African model was built to not only remain operational and relevant but also to succeed precisely when conditions become difficult, and 2025 tested that premise, meaningfully.

Strong Performance, Sustained Momentum

In 2025, Ecobank delivered strong growth in key earnings measures. Net revenue increased by 17% to $2.45 billion and profit before tax rose by 21% to $801 million. Profit attributable to ETI shareholders increased by 22% to $407 million. Return on tangible equity was 27.8%, while the

cost-to-income ratio improved on last year's record-setting pace to 48.3% in 2025. Earnings per share increased by 23% to 1.68 US cents ($0.017), while tangible book value per share rose by 82% to 7.65 US cents ($0.076).

For the Board, the main point is what these results say about the robustness of the Group and the progress being made in strengthening the institution. It is notable that 2025 is the third consecutive year in which Ecobank has delivered revenues above $2 billion, a threshold that was once aspirational and now reflects the durability of the Group's earnings platform. Beyond the headline numbers, the Board's focus remains on the sustainability and quality of earnings, capital resilience and the consistency of value creation over time.

The market has taken notice: In 2025, ETI's share price soared by 49.6% in naira terms (60.2% in dollar terms). And, over the last 24 months leading up to my letter in mid-May 2026, ETI's share price has impressively surged by 305.0% in naira terms (323.9% in US dollar terms). This remarkable growth is a powerful testament to investors' confidence in the Group's fundamentals and bright future.

ETI Share Performance vs. the NGX-All Share Index and NGX Banking Index

Share price and indices rebased (31 December 2022 = 100)

450

400

350

300

250

200

150

100

50

0

395.28

353.89

301.60

ETI NGN share price NGX All-share index NGX Banking index

2023 2024 2025

The Group's standing was further recognised externally when it was named Best Bank in Africa by Global Finance, among other significant recognitions during the year. The Board is also pleased to acknowledge the contribution of our top-performing affiliates. In terms of both revenue and profit before tax, Ecobank Ghana, Ecobank Côte d'Ivoire

and Ecobank Guinea were the strongest contributors to Group performance in 2025 reflecting disciplined management and the depth of our franchise in these markets. We extend our appreciation to the leadership and staff of each of these subsidiaries for their outstanding contribution to the Group's results.

International capital markets have continued to respond positively throughout the year, signalling sustained investor confidence in Ecobank. In May 2025, ETI returned to the market with a tap issuance to raise an additional $125 million at lower market prices on the existing $400 million Eurobond it issued in 2024, which was oversubscribed by investors from Africa, Europe, the UK, and beyond.

Visit by the Chairman of the ETI Board to Ecobank Guinea Head Office: The Chairman of the Ecobank Guinea Board, M. Mamady Youla, along with the Managing Director of Ecobank Guinea, M. Diawadou Bah, and members of the Ecobank Guinea staff, participated in the visit - November 2025.

Rewarding Patience: Restoring the Dividend

For the first time since 2023, the Board is recommending a dividend. Last year, I explained why the Board deemed that capital discipline had to come first and asked shareholders to trust that patience would be rewarded. I am pleased to report that it has. The Board has approved the recommendation of a dividend of $40 million, equivalent to

0.16 US cents per share ($0.0016), for shareholder approval at the Annual General Meeting. This reflects the Board's confidence in the Group's improving capital position and earnings trajectory, and builds on the progress made since the last dividend payment of $28 million for the 2022 financial year.

DIVIDEND RECOMMENDED

$40m

($0.0016 PER SHARE)

Our capital allocation approach remains clear: to preserve balance sheet strength, support priority investments and capital needs across the Group, and restore sustainable shareholder returns over time. Many of our more than 640,000 shareholders hold smaller positions and depend on dividends as an important part of their return, and the Board takes that responsibility seriously.

We are therefore committed to rebuilding a sustainable and disciplined pattern of distributions that serves all shareholders, large and small.

Consistent Growth in Subsidiary Dividend Payments to ETI

The cash dividends received in each year from dividend-paying subsidiaries pertains to their previous year's attributable profits to ETI

A Stronger Balance Sheet, a More Resilient Institution

Capital and balance sheet resilience continued to receive close Board attention throughout the year. As at year-end, the Group's estimated CET1 ratio stood at 13.2% and total capital adequacy ratio at 16.8%, above regulatory minimum requirements. Customer deposits increased by 24% to $25.3 billion, further strengthening the Group's liquidity and funding profile. At the same time, the Board has continued to approach capital allocation with discipline and a long-term perspective, recognising that stronger performance does not by itself settle questions around capital flexibility, upstream capacity or distributable value. These matters still require prudence and careful judgement.

Turnaround and Transformation Markets

UEMOA AWA

CESA Others(1)

350

2020-2025 CAGR(2) = 27.2%

$303m

300

250

200

150

100

$91m

# of subsidiaries paying dividends

Nigeria remained an important area of Board focus during the year, as it has been for some time. The Board is encouraged by the progress made in strengthening the business and addressing legacy matters, in order to better seize the opportunity of Nigeria's long-term potential as Africa's largest economy. Our approach continues to be disciplined and patient: we are focused on building a strong, well-governed franchise capable of generating consistent returns over time. This means ensuring the foundations are solid enough to enable acceleration, while we engage constructively with regulators, and continue to support local management as it navigates a complex but opportunity-rich environment. Nigeria is a market where Ecobank is proud to have developed deep roots.

We also kept close focus on subscale and transformation markets, where performance is improving but sustained discipline is still needed to build stronger and more consistently profitable businesses over time. Particularly encouraging progress was observed in certain turnaround markets within the CESA region, where profitability and efficiency metrics improved materially during the year.

During 2025, the Group completed the sale of its Mozambique subsidiary to FDH Bank Plc, a Malawian financial institution, marking our full exit from that market

1. Others include our International business (i.e., EBI SA Groupe Ecobank, our Paris-based subsidiary), EDC, our Investment Banking and Wealth and Asset Management businesses, and eProcess, our operations and technology business

2. CAGR = Compounded Annual Growth Rate

local regulators and the buyer to ensure continuity of service, the protection of employee contracts and conditions, and the preservation of the bank's role as a meaningful contributor to the local economy. The institution continues to serve its customers and communities under new ownership, proof that the transition has been managed responsibly and in the interests of all stakeholders.

Governance, Accountability and Shareholder Matters

Governance remained a priority in 2025. The Board continued to strengthen its oversight of risk governance, capital allocation, succession planning, executive accountability, remuneration alignment with performance, and regulatory engagement. Governance is not simply a matter of compliance for the Board; it is a strategic enabler of performance, confidence and institutional resilience.

The year also served as a reminder that strong institutions are tested as much in moments of scrutiny as in periods of growth. During 2025, the Board had to manage a challenging governance matter. Independent processes were activated promptly, proper procedures were followed in full, and the matter was handled in accordance with the highest standards of governance. The Board is satisfied that its response reflected the maturity that strong institutions must demonstrate when tested.

What the episode also demonstrated, and what the Board wishes to recognise unreservedly, was the conduct of Ecobank's staff throughout. Despite the uncertainty that such situations inevitably create, Ecobankers across the Group did not lose focus. They continued to serve our customers, execute on strategy and deliver results, meeting and in many cases exceeding the ambitious targets set by the Board through management. That combination of professional integrity and commercial focus, maintained under pressure, speaks to the character of this institution and its people.

The Board also gave close attention to Ecobank's sustainability agenda during the year. As a pan-African institution operating across 34 African countries, Ecobank has both the opportunity and the responsibility to contribute meaningfully to the continent's sustainable development

- through responsible financing, financial inclusion, sound environmental practices and positive community impact.

Shareholder matters also required dedicated attention during the year. Nedbank publicly announced the divestment of its 21.22% shareholding in ETI. This remains subject to the necessary regulatory process, including the required approvals from the relevant authorities. The Board's focus has been on maintaining stability, ensuring continuity and protecting the interests of the institution and all shareholders.

The Power of Pan-African Scale

Ecobank's geographic scale remains one of the Group's clearest strengths. The Board continues to see real value in the way our network brings together customers, markets and capital across Africa through payments, trade,

remittances and broader client activity. In 2025, payment revenues increased by 14% to $305 million, underlining the growing strategic relevance of this platform to the Group's long-term growth ambitions. The Group also made meaningful headway in fintech partnerships and in cross-border remittances - areas where our pan-African footprint gives us a genuine and distinctive advantage. The Group Chief Executive Officer's letter sets out these developments in greater detail. The task now is to make sure that this scale delivers even more clearly in the form of stronger execution, deeper client relevance and more consistent value for shareholders. How do we turn this scale and reach into stronger and more sustainable value for shareholders? In our view, that means staying disciplined in how capital is allocated, maintaining strong governance, holding leadership to clear account and delivering returns more consistently over time. That is the Board's agenda, and it remains unchanged.

Firmly in Execution, Confidently Moving Forward The turn that began a few years ago is now firmly established. We are not in transition, we are in execution.

The institution is better governed, better capitalised and

better positioned than it has been in many years. There is still work to do, particularly in markets where performance has not yet matched potential. But the direction is clear and the foundation is strong. We move forward with confidence in what Ecobank can deliver for its shareholders, its customers and the continent it was built to serve.

I thank my fellow directors for their commitment during an exacting year that made significant demands on the Board. I wish once more to recognise the professionalism and dedication of Ecobankers across the Group, whose commitment to serving our customers and supporting one another remained evident throughout the year. I also thank our shareholders, regulators and customers for their continued trust and support.

Our agenda remains clear: to provide steady stewardship, maintain discipline in capital allocation, and support management through constructive challenge and sound judgement, while helping to ensure that Ecobank continues to grow stronger and create greater long-term value for shareholders.

Yours sincerely,

Papa Madiaw Ndiaye

Chairman of the Board

TO SEIZE AFRICA'S OPPORTUNITIES

Trade and invest across Africa and beyond with confidence.

Leverage our continental expertise, global presence, and seamless cross-border payment solutions to elevate your business and drive your success.

Discover a better way to prosper.

Visit ecobank.com/corporate

These results refiected the resilience of our pan-African platform, disciplined execution of our Growth, Transformation and Returns strategy and the value of our geographically diversified business model.

Jeremy Awori

Group Chief Executive Officer