Annual Report
For The Year Ended 31 December 2025
Contents Pages
Corporate Information 3
Report of the Directors 4
Statutory Audit Committee's Report 9
Statement of Directors' Responsibilities in Relation to the Consolidated and Separate Financial Statements 10
Statement of Corporate Responsibility for the Consolidated and Separate Financial Statements 11
Certification of Management Assessment's on Internal Control Over Financial Reporting 12
Management's Report on the Assessment of Internal Control Over Financial Reporting 13
Independent Auditor's Attestation Report on Management's Assessment of Internal Control Over Financial
Reporting 14
Independent Auditor's Report 17
Consolidated and Separate Statements of Profit or Loss and Other Comprehensive Income 22
Consolidated and Separate Statements of Financial Position 23
Consolidated and Separate Statement of Changes in Equity - Group 24
Separate Statement of Changes in Equity - Company 25
Consolidated and Separate Statements of Cash Flows 26
Notes to the Consolidated and Separate Financial Statements 27
Other National Disclosures:
Value Added Statements 103
Five Year Financial Summary - Group 104
Five Year Financial Summary - Company 105
Corporate Information
Company registration number
RC 1858
TIN- 01057508-0001
Directors
Mr. Gbenga Oyebode, MFR Chairman
Mr. Lolu Alade-Akinyemi Group Managing Director/CEO Mr. Xuanqian Wang (Chinese) (appointed w.e.f 30 August 2025) Executive Director
Mrs. Elenda Osima-Dokubo Non-Executive Director
Mrs. Adenike Ogunlesi Independent Non-Executive Director
Mrs. Oyinkansade Adewale (FCA) Independent Non-Executive Director
Mrs. Olusola Oworu Independent Non-Executive Director
Mr. Gang Xu (Chinese) (appointed w.e.f 30 August 2025) Non-Executive Director Mr. Jiajun Wang (Chinese) (appointed w.e.f 30 August 2025) Non-Executive Director Mr. Qian Chen (Chinese) (appointed w.e.f 30 August 2025) Non-Executive Director Mr. Lin Zhang (Chinese) (appointed w.e.f 30 August 2025) Non-Executive Director Mr. Khaled Abdel Aziz El Dokani (Egyptian) (resigned w.e.f 29 August 2025) Non-Executive Director Mr. Kaspar Theiler (Swiss) (resigned w.e.f 30 August 2025) Non-Executive Director Mr. Grant Earnshaw (British) (resigned w.e.f 29 August 2025) Non-Executive Director Mrs. Claudia Albertini (Italian) (resigned w.e.f 21 July 2025) Non-Executive Director Mr Taner Demir (Turkish) (resigned w.e.f 29 August 2025) Non-Executive Director Mr Rajesh Surana (Indian) (resigned w.e.f 29 August 2025) Non-Executive Director
Chief Financial Officer
Mr. Zhigang Ke (Chinese)
Company Secretary
Mrs. Adewunmi Alode
Company Registered Office
Lafarge Africa Plc 27B, Gerrard Road, Ikoyi,
Lagos
Registrar
Cardinal Stone (Registrars) Limited
[formerly City Securities (Registrars) Limited] 335/337, Herbert Macaulay Road,
Yaba, Lagos
Independent Auditor
Ernst & Young 10th & 13th Floor UBA House
57 Marina Street Lagos
Principal Bankers Access Bank Plc Citibank Nigeria Limited Citibank Europe Limited Ecobank Nigeria Plc
First Bank of Nigeria Limited Globus Bank Limited Guaranty Trust Bank Limited
Standard Chartered Bank Nigeria Limited Stanbic IBTC Bank Plc
Union Bank of Nigeria Plc United Bank for Africa Plc Wema Bank Plc
Zenith Bank Plc
The Directors are pleased to present the Annual Report of Lafarge Africa Plc ("the Company") and its subsidiaries (together, "the Group") for the year ended 31 December 2025.
Legal form
Lafarge Africa Plc, a public quoted company on The Nigerian Exchange Group (NGX), was incorporated in Nigeria under the Companies Act (now Companies and Allied Matters Act 2020) on the 24 February 1959. The Company became listed on the Nigerian Stock Exchange in 1979. The name of the Company was changed from Lafarge Cement WAPCO Nigeria Plc to Lafarge Africa Plc on the 9 July 2014.
Subsidiaries
The Company has full ownership of AshakaCem Limited and Wapsila Nigeria Limited. The principal activities of AshakaCem Limited are the manufacturing and marketing of cement. The principal activity of Wapsila Limited is the generation and sale of power to Lord's Mint Technologies Nigeria Limited and others.
Principal activities
During the year under review, the principal activities of the Group and the Company remained manufacturing and marketing of cement, concrete and aggregates products, the provision of building solutions and sale of power.
Results
The results of the Group and the Company for the year ended 31 December 2025 are set out on page 22. The summarised results are presented below.
The Group 31 Dec
31 Dec
The Company 31 Dec
31 Dec
2025 N'000 | 2024 N'000 | 2025 N'000 | 2024 N'000 | |
Revenue | 1,066,304,773 | 696,757,959 | 989,702,162 | 651,024,707 |
Profit before minimum tax | 411,316,628 | 152,518,954 | 393,889,399 | 151,575,260 |
Minimum tax expense | - | (254,069) | - | - |
Income tax expense | (138,196,316) | (52,119,604) | (132,183,196) | (51,887,449) |
Profit for the year | 273,120,312 | 100,145,282 | 261,706,204 | 99,687,811 |
Other comprehensive (loss)/income for the year | (4,766) | 48,323 | (4,766) | 48,323 |
Total comprehensive income for the year 273,115,546 100,193,604 261,701,438 99,736,134
The Board of Directors has proposed a gross dividend of 600k (2024: 120k) on every ordinary share in issue, amounting to ₦96,646,774,326 (2024: ₦19,329,354,315.78). The proposed dividend is subject to approval by the Shareholders at the Annual General Meeting.
Shareholding and substantial shareholders
The issued and fully paid-up Share Capital of the Company as at 31 December 2025 was 16,107,795,721 ordinary shares of 50kobo each (31 December 2024: 16,107,795,721 ordinary shares of 50 kobo each). The Register of Members shows that two companies: CariCement BV and Davis Peak Holdings Limited DPHL, each held more than 5% of the Company's Issued share capital.
Huaxin Building Materials Group Co., Ltd is an international investor holding its shares in the names of its subsidiaries: Caricement BV (56%) and Davis Peak (27.81%). Total shareholding of Huaxin Building Materials Group Co., Ltd. in the Company was 83.81% as at 31 December 2025. The remaining 16.19% of the issued shares were held by other individuals and institutions.
Aside the aforementioned two companies, no other shareholder held more than 5% of the issued share capital of the Company as at 31 December 2025.
Holcim announced on 1 December 2024 that it had signed an agreement to sell its entire 83.81% in Lafarge Africa Plc to Huaxin Building Materials Group Co., Ltd. The transaction was approved by the Federal Competition and Consumer Protection Commission (FCCPC) on 25 July 2025.
Shareholding analysis
The Registrars have advised that the range of shareholding as at 31 December 2025 was as follows:
Range | No of Holders | Percent | Unit | Percent |
1 - 500 | 48,752 | 39.34 | 12,028,172 | 0.07 |
501 - 5000 | 59,426 | 47.96 | 95,346,981 | 0.59 |
5001 - 50000 | 13,000 | 10.49 | 185,066,439 | 1.15 |
50001 - 500000 | 2,335 | 1.88 | 337,120,460 | 2.09 |
500001 - 5000000 | 351 | 0.28 | 490,940,123 | 3.05 |
5000001 - 50000000 | 48 | 0.04 | 656,280,713 | 4.07 |
50000001 - 500000000 | 5 | 0.00 | 830,602,241 | 5.16 |
500000001 - 5000000000 | 1 | 0.00 | 4,473,044,718 | 27.77 |
5000000001 - 16107795721 | 1 | 0.00 | 9,027,365,874 | 56.04 |
Grand Total | 123,919 | 100 | 16,107,795,721 | 100 |
The current year shareholding analysis is correct as this is same with that of 31 December 2024 audited financial statements.
Unclaimed dividend and share certificates
The Company has posted to shareholders a list of unclaimed dividend and share certificates. Shareholders are enjoined to review the list to claim their dividend(s) or share certificate(s). For further assistance in this regard, Shareholders should contact the Company Secretary or the Registrars, Cardinal Stone Registrars Limited.
The Company's Registrars have advised that the total amount of unclaimed dividend outstanding as at 31 December 2025 was ₦3,205,328,133 (31 December 2024: ₦2,950,292,097)
In line with the SEC directive issued on 25 June 2025, ninety percent of any unclaimed dividends for a period of six to less than twelve years as at 31 December 2020, as well as those aged six years and above accumulated from 1 January 2021 to 10 June 2025 previously returned by Registrars, are required to be transferred to the appointed Registrars.
Consequently, a total amount of N1,096,528,755 was ransferred to the Unclaimed Funds Trust Fund (UFTF) by the Registrar on behalf of the Group during the year.
Directors
The names of directors at the date of this report and those who held office during the period are as follows: Mr. Gbenga Oyebode, MFR Chairman
Mr. Lolu Alade-Akinyemi Group Managing Director/CEO
Mr. Xuanqian Wang (Chinese) (appointed w.e.f 30 August 2025) Executive Director
Mrs. Elenda Osima-Dokubo Non-Executive Director
Mrs. Adenike Ogunlesi Independent Non-Executive Director
Mrs. Oyinkansade Adewale (FCA) Independent Non-Executive Director
Mrs. Olusola Oworu Independent Non-Executive Director
Mr. Gang Xu (Chinese) (appointed w.e.f 30 August 2025) Non-Executive Director
Mr. Jiajun Wang (Chinese) (appointed w.e.f 30 August 2025) Non-Executive Director
Mr. Qian Chen (Chinese) (appointed w.e.f 30 August 2025) Non-Executive Director
Mr. Lin Zhang (Chinese) (appointed w.e.f 30 August 2025) Non-Executive Director Mr. Khaled Abdel Aziz El Dokani (Egyptian) (resigned w.e.f 29 August 2025) Non-Executive Director Mr. Kaspar Theiler (Swiss) (resigned w.e.f 30 August 2025) Non-Executive Director
Mrs. Claudia Albertini (Italian) (resigned w.e.f 21 July 2025) Non-Executive Director
Mr Taner Demir (Turkish) (resigned w.e.f 29 August 2025) Non-Executive Director
Mr Rajesh Surana (Indian) (resigned w.e.f 29 August 2025) Non-Executive Director
Mr. Grant Earnshaw (British) (resigned w.e.f 29 August 2025) Non-Executive Director
Directors' interests in shares
In accordance with Sections 301 and 385 of the Companies and Allied Matters Act 2020 and in compliance with the Listing Rules of the Nigerian Exchange Group, the interests of directors in the issued Share capital of the Company, as recorded in the Register of Members and/or notified by them are as follows:
No of shares 31.12.2025 | No of shares 31.12.2024 |
203,550 | 203,550 |
203,550 | 203,550 |
Directors
Mrs. Elenda Osima-Dokubo
Total
Except as disclosed above, none of the directors has notified the Company of any disclosable interests in the Company's share capital and none of the directors has an indirect shareholding in the Company.
Directors' interests in contracts
In compliance with the provisions of Section 303 of the Companies and Allied Matters Act 2020, the Company maintains a record of Director's interests in contracts. The Company also applies a conflict of interest policy, developed in accordance with Nigerian Code of Corporate Governance and the Investment and Securities Act, 2007. The law firm of Aluko & Oyebode, which has one of the Directors, Mr. Gbenga Oyebode, as a founder, is one of the law firms engaged by the Company to provide legal services. The Company maintains a lease agreement with Adegbola & Adenike Ogunlesi, which has one of the Directors, Mrs. Adenike Ogunlesi, as a co-owner of property located at Isaac John Street, GRA Ikeja.
The details of Directors' Interests in contracts as at 31 December 2025 is contained in Note 37.3.
Donations and charitable gifts
In 2025, the Group and the Company expended ₦1.9 billion (2024: ₦1.3 billion) on diverse social investment programs and initiatives in our communities in Nigeria, as contained in Note 9. The breakdown of the contributions is as follows:
31 Dec
2025
31 Dec
2024
N'000 N'000
Corporate Social Responsibility Interventions | 1,848,979 | 1,293,059 |
Donations & Sponsorships | 76,378 | 30,215 |
Total | 1,925,357 | 1,323,274 |
31 Dec
2025
31 Dec
2024
N'000 N'000
Community, housing and infrastructure Mfamosing, Cross Rivers State | 426,518 | 487,068 |
Housing and Infrastructure Ewekoro, Ogun State | 666,093 | 323,835 |
Skills acquisition program Sagamu, Ogun State | 301,890 | 173,267 |
World Hearing Day ENT Medical Outreach, Education and skills acquisition. Ashaka, Gombe State | 179,570 | 194,850 |
Environment, Cultural, Recreational and others | 274,907 | 114,039 |
Donations & sponsorships to organisations and professional institutes (See breakdown below) | 76,378 | 30,215 |
1,925,357 | 1,323,274 |
Breakdown of donations
Chartered Institute of Directors' Conference | 27,401 | 8,000 |
LAWMA | 16,000 | 5,000 |
Boycode Conference | 10,700 | 4,000 |
Eko Waste Summit | 7,927 | 3,715 |
Future Cities Summit | 5,350 | 2,500 |
Hilarious Tribe Conference | 5,000 | 5,000 |
Police Officers' Wives Association | 4,000 | 2,000 |
76,378 | 30,215 |
In accordance with the provisions of Section 43 (2) of Companies and Allied Matters Act 2020 and the Huaxin Building Materials Group Co., Ltd Donations Policy, the Company did not make any donation or gift to any political party, political association or for any political purpose during the year ended 31 December 2025 (2024: Nil).
Property, plant and equipment
Information relating to changes in property, plant & equipment is disclosed in Note 15 to the Consolidated and separate financial Statements. In the opinion of the directors, the recoverable amount of the Group's and the Company's property, plant and equipment are not less than the value shown in the audited consolidated and separate financial statements.
Whistle blowing
The Group and the Company are committed to conducting their affairs ethically and responsibly. Unethical behaviour costs the Group and the Company money, time and human resources and can negatively affect the Group's and the Company's reputations before their stakeholders. All ethical abuses and fraud are reported through the Group's and the Company's internal and external whistle blowing processes.
Health and Safety
In Lafarge Africa Plc, Health and Safety is our core value. In 2025, significant progress was made with the Visible Personal Commitment (VPC) and Boots on Ground (BOG) initiative, which started in 2016, to imbibe health and safety as a core value for every employee, contractor and stakeholders we interact with as a business.
Employment of physically challenged persons
Lafarge Africa Plc is an equal opportunity employer and does not discriminate on any grounds. Therefore, the Group and the Company provide employment opportunities to physically challenged persons, bearing in mind the respective abilities of the applicants concerned. In the event that an employee becomes physically challenged while in the employment of the Group, every effort is made to ensure that their employment with the Group and the Company continues and that appropriate training and support is given to them.
Employees' involvement and training
Management, professional and technical expertise are the Group's major assets. The Group and the Company continue to invest in developing such skills to enhance the productivity of their employees. The Group and the Company continuously organise training for their employees. This has broadened opportunities for career development within the Group and the Company.
Sustainability
The Group and the Company believe that as a responsible Group and Company, it must contribute to the society and play an active role in the development of the communities within which they operate; and that the implementation of proactive measures in favour of sustainability creates value not only for its shareholders, but also for its teams, its customers and all its stakeholders.
Learning and development
As the organization continues to evolve, it continues to equip its employees with both technical and management skills to hone their competencies, to prepare them to cope with challenging environments and a sustainable future.
Statutory Audit Committee
In accordance with Section 404 (3) of the Companies and Allied Matters Act 2020, the Statutory Audit Committee of the Company was constituted at the 66th Annual General Meeting held in Lagos, Nigeria on the 25 April 2025, comprising of three (3) shareholders and two (2) Non-Executive Directors namely: i) Mr. Adebayo Adeleke; Mr. David Adekanmbi; and Mr. Timothy Adejuwon, (Shareholders' Representatives) and iv) Mrs. Oyinkansade Adewale; and v) Mr. Taner Demir (Directors). Following the resignation of Mr. Taner Demir, the Board appointed Mr. Lin Zhang to replace Mr. Taner Demir on the Board and a member of the Statutory Audit Committee.
Independent Auditor
Messrs Ernst & Young, having satisfied the relevant corporate governance rules on their tenure in office, have indicated their willingness to continue in office as Auditor of the Group and the Company. In accordance with Section 401(2) of Companies and Allied Matters Act 2020, the auditor was re-appointed at the last annual general meeting of the Company. A resolution was proposed, empowering the Directors to determine the remuneration of the Auditor.
BY ORDER OF THE BOARD
Adewunmi Alode (Mrs.) Company Secretary
FRC/2018/PRO/NBA/002/00000017796
Dated: 24 February 2026
Statutory Audit Committee's Report
In accordance with Section 404(7) of the Companies and Allied Matters Act, 2020, we, the members of the Statutory Audit Committee, have reviewed and considered the Auditor's Report required to be made in accordance with Section 404 (7) of Companies and Allied Matters Act, 2020 and report as follows:
The scope and planning of the internal audits for the year ended 31 December 2025 are satisfactory. The internal audit programs reinforce the Group's internal control system;The scope and planning of statutory audit for the year ended 31 December 2025 are satisfactory;
iii. Having reviewed the Independent Auditor's management letter on accounting procedures and internal controls, we are satisfied with management's responses thereto;
lV. The accounting and reporting policies for the year ended 31 December 2025 are in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board, the Companies and Allied Matters Act 2020, and the Financial Reporting Council of Nigeria (Amendment) Act 2023.
In our opinion, the scope and planning of the audit for the year ended 31 December 2025 were adequate and Management's responses to the Auditor's findings were satisfactory.
Mr. Adebayo Adeleke FRC/2013/PRO/IODN/002/00000002317
Chairman, Statutory Audit Committee Dated: 24 February 2026
Audit Committee members
Mr. Adebayo Adeleke Mr. David Adekanmbi Mr. Timothy Adejuwon
Mrs. Oyinkansade Adewale, FCA
Mr. Lin Zhang (appointed w.e.f 30 August 2025)
Shareholder Representative Shareholder Representative Shareholder Representative Independent Non-Executive Director Non-Executive Director
Statement of Directors' Responsibilities in Relation to the Consolidated and Separate Financial Statements
The Directors accept responsibility for the preparation of the annual consolidated and separate financial statements that give a true and fair view in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board and in the manner required by the Companies and Allied Matters Act, 2020 and the Financial Reporting Council of Nigeria (Amendment) Act, 2023.
The Directors further accept responsibility for maintaining adequate accounting records as required by the Companies and Allied Matters Act, 2020 and for such internal control as the Directors determine is necessary to enable the preparation of Consolidated and Separate financial statements that are free from material misstatement whether due to fraud or error.
The Directors have made an assessment of the ability of the Group and the Company to continue as a going concern and have no reason to believe that the Group and the Company will not remain a going concern in the year ahead.
Signed on behalf of the Board of Directors by:
Gbenga Oyebode, MFR
Lolu Alade-Akinyemi
Chairman Group Managing Director
FRC/2013/PRO/NBA/004/00000002546 FRC/2020/PRO/ANAN/002/00000020157
Dated: 24 February 2026 Dated: 24 February 2026
Statement of Corporate Responsibility for the Consolidated and Separate Financial Statements
Further to the provisions of Section 405 of the Companies and Allied Matters Act, 2020, we, the Group Managing Director and Chief Financial Officer, hereby certify the consolidated and separate financial statements of Lafarge Africa Plc for the year ended 31 December 2025 as follows:
That we have reviewed the audited consolidated and separate financial statements of the Group and the Company for the year ended 31 December 2025.
That the audited consolidated and separate financial statements do not contain any untrue statement of material fact or omit to state a material fact which would make the statements misleading, in the light of the circumstances under which such statement was made.
That the audited consolidated and separate financial statements and all other financial information included in the consolidated and separate financial statements fairly present, in all material respects, the financial condition and results of operation of the Group and the Company as of and for, the year ended 31 December 2025.
That we are responsible for establishing and maintaining internal controls and have designed such internal controls to ensure that material information relating to the Company and its subsidiaries is made known to the principal officer by other officers of the companies, during the year ended 31 December 2025.
That we have evaluated the effectiveness of the Group's and the Company's internal controls within 90 days prior to the date of the audited consolidated and separate financial statements, and certify that the Group's and the Company's internal controls are effective as of that date.
That there were no significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our evaluation, including any corrective action with regard to significant deficiencies and material weaknesses.
That we have disclosed the following information to the Group's and the Company's Independent Auditor and Statutory Audit Committee:
there are no significant deficiencies in the design or operation of internal control which could adversely affect the Group's and the Company's ability to record, process, summarise and report financial data, and
there is no fraud that involves management or other employees who have a significant role in the Group's and the Company's internal control.
Zhigang Ke
Lolu Alade-Akinyemi
Group Managing Director Chief Financial Officer
FRC/2020/PRO/ANAN/002/00000020157 FRC/2026/PRO/ANAN/001/096945
Dated: 24 February 2026 Dated: 24 February 2026
Certification of management's assessment on internal control over financial reporting
To comply with the provisions of Section 11 of SEC Guidance on implementation of Sections 60-63 of Investments and Securities Act 2007, we hereby make the following statements regarding the Internal Controls of Lafarge Africa Plc for the year ended 31 December 2025.
I Zhigang Ke, certify that:
I have reviewed this management assessment on Internal control over financial reporting of Lafarge Africa Plc:
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the Statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the entity as of, and for, the periods presented in this report;
The entity's other certifying officer and I:
are responsible for establishing and maintaining internal controls;
have designed such Internal controls and procedures, or caused such internal controls and procedures to be designed under our supervision, to ensure that material information relating to the entity, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
have designed such internal control system, or caused such internal control system to be designed under our supervision to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
have evaluated the effectiveness of the entity's internal controls and procedures as of a date within 90 days prior to the report and presented in this report our conclusions about the effectiveness of the internal controls and procedures as of the end of the period covered by this report based on such evaluation.
The entity's other certifying officer and I have disclosed, based on our most recent evaluation of internal control system, to the entity's auditors and the audit committee of the entity's board of directors;
All significant deficiencies and material weaknesses in the design or operation of the internal control system which are reasonably likely to adversely affect the entity's ability to record, process, summarize and report financial information: and
Any fraud, whether or not material, that involves management or other employees who have a significant role in the entity's internal control system.
The entity's other certifying officer and I have identified, in the report whether or not there were significant changes in internal controls or other facts that could significantly affect internal controls subsequent to the date of their evaluation including any corrective actions with regard to significant deficiencies and material weaknesses.
Lolu Alade-Akinyemi Zhigang Ke
Group Managing Director Chief Financial Officer
Dated: 24 February 2025
FRC/2020/PRO/ANAN/002/00000020157 FRC/2026/PRO/ANAN/001/096945
Dated: 24 February 2026
Management's Report on the Assessment of Internal Control Over Financial Reporting
To comply with the provisions of Section 1.3 of SEC Guidance on Implementation of Sections 60-63 of Investments and Securities Act 2007, we hereby make the following statements regarding the Internal Controls of Lafarge Africa Plc for the year ended 31 December 2025;
Lafarge Plc's management is responsible for establishing and maintaining a system of Internal control over financial reporting ('lCFR") that provides reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with International Financial Reporting Standards.
Lafarge Africa Plc's management used the Committee of Sponsoring Organization of the Treadway Commission (COSO) Internal Control-Integrated Framework to conduct the required evaluation of the effectiveness of the entity's ICFR.
Lafarge Africa Plc's management has assessed that the entity's ICFR as of the end of 31 December 2025 is effective.
Lafarge Africa Plc's external auditor Messrs. Ernst and Young that audited the financial statements, included in the annual report, has issued an attestation report on management's assessment of the entity's internal control over financial reporting.
The attestation report of Messrs. Ernst and Young that audited its financial statements will be filed as part of its annual report.
Gbenga Oyebode, MFR Lolu Alade-Akinyemi Chairman Group Managing Director FRC/2013/PRO/NBA/004/00000002546 FRC/2020/PRO/ANAN/002/00000020157 Dated: 24 February 2026 Dated: 24 February 2026Lagos Office
UBA House, 10th & 13th Floors 57, Marina Street
Lagos State, Nigeria
Tel: +234 201 631 4500
Email: services@ng.ey.com Web: https://www.ey.com
Abuja Office
TotalEnergies House, Tower 2, 2ndFloor
Plot 247, Herbert Macaulay Way, Central Business District Federal Capital Territory, Abuja, Nigeria
Tel: +234 903 151 6484
Email: services.abuja@ng.ey.com Web: https://www.ey.com
Port Harcourt Office Charis Plaza, Ground Floor 10, Olu-Obasanjo Road
Port Harcourt, Rivers State, Nigeria
Tel: +234 811 209 3248
Email: services@ng.ey.com Web: https://www.ey.com
Independent Auditor's Attestation Report on Management's Assessment of Internal Control over Financial Reporting
To the members of Lafarge Africa Plc
ScopeWe have been engaged by Lafarge Africa Plc to perform a 'limited assurance engagement', based on International Standards on Assurance Engagements Other Than Audits or Reviews of Historical Financial Information ('ISAE 3000 (Revised)') and FRC Guidance on Assurance Engagement Report on Internal Control over Financial Reporting, herein referred to as the engagement, to report on Lafarge Africa Plc Internal Control over Financial Reporting (ICFR) (the "Subject Matter") contained in Lafarge Africa Plc's (the "Company's") Management's Assessment on Internal Control over Financial Reporting as of 31 December 2025 (the "Report").
A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that:
pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company.
provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and
provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the consolidated and separate financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect all misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Criteria applied by Lafarge Africa PlcIn designing, establishing and operating the Internal Control over Financial Reporting (ICFR) and preparing the Management's assessment of the Internal Control over Financial Reporting (ICFR), Lafarge Africa Plc applied the requirements of Internal Control-Integrated Framework (2013) of the Committee of Sponsoring Organizations of the Treadway Commission (COSO) Framework and SEC Guidance on Management Report on Internal Control Over Financial Reporting (Criteria). Such Criteria were specifically designed to enable organizations effectively and efficiently develop systems of internal control that adapt to changing business and operating environments, mitigate risks to acceptable levels, and support sound decision making
and governance of the organization; As a result, the subject matter information may not be suitable for another purpose.
Lafarge Africa Plc's responsibilitiesLafarge Africa Plc's management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Lafarge Africa Plc's management's assessment of the Internal Control over Financial reporting as of 31 December 2025 in accordance with the criteria.
Our responsibilitiesOur responsibility is to express a conclusion on the design and operating effectiveness of the Internal Control over Financial Reporting based on our Assurance engagement.
We conducted our engagement in accordance with the International Standard for Assurance Engagements Other Than Audits or Reviews of Historical Financial Information ('ISAE 3000 (Revised)') and FRC Guidance on Assurance Engagement Report on Internal Control over Financial Reporting, those standards require that we plan and perform our engagement to obtain limited assurance on the entity's internal control over financial reporting based on our assurance engagement.
Our independence and quality managementWe have maintained our independence and confirm that we have met the requirements of the Code of Ethics for Professional Accountants issued by the International Ethics Standards Board for Accountants (IESBA code) and have the required competencies and experience to conduct this assurance engagement.
We also apply International Standard on Quality Management 1, Quality Management for Firms that Perform Audits or Reviews of Financial Statements, or Other Assurance or Related Services engagements, which requires that we design, implement, and operate a system of quality management including policies or procedures regarding compliance with ethical requirements, professional standards, and applicable legal and regulatory requirements.
Description of procedures performedThe procedures we performed included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk.
Our engagement also included performing such other procedures as we considered necessary in these circumstances. We believe the procedures performed provide a basis for our report on the internal control put in place by management over financial reporting.
ConclusionIn conclusion, nothing has come to our attention to indicate that the internal control over financial reporting put in place by management is not adequate as of 31 December 2025, based on the requirements of Committee of Sponsoring Organizations of the Treadway Commission (COSO) Framework and SEC Guidance on Management Report on Internal Control Over Financial Reporting.
Other MatterWe also have audited, in accordance with the International Standards on Auditing, the annual report for the year ended 31 December 2025 of Lafarge Africa Plc and our report dated 25 February 2026, which should be the same as the date of the report on the effectiveness of internal control over financial reporting and we expressed an unmodified opinion. Our conclusion is not modified in respect of this matter.
Funmi Ogunlowo, FCA
FRC/ 2013/ PRO/ ICAN/ 004/ 00000000681
For Ernst & Young Lagos, Nigeria
25 February 2026
Lagos Office
UBA House, 10th & 13th Floors 57, Marina Street
Lagos State, Nigeria
Tel: +234 201 631 4500
Email: services@ng.ey.com Web: https://www.ey.com
Independent Auditor's ReportTo the Shareholders of Lafarge Africa Plc
Abuja Office
TotalEnergies House, Tower 2, 2ndFloor
Plot 247, Herbert Macaulay Way, Central Business District Federal Capital Territory, Abuja, Nigeria
Tel: +234 903 151 6484
Email: services.abuja@ng.ey.com Web: https://www.ey.com
Port Harcourt Office Charis Plaza, Ground Floor 10, Olu-Obasanjo Road
Port Harcourt, Rivers State, Nigeria
Tel: +234 811 209 3248
Email: services@ng.ey.com Web: https://www.ey.com
Report on the Audit of the Consolidated and Separate Financial StatementsOpinion
We have audited the consolidated and separate financial statements of Lafarge Africa Plc ("the Company") and its subsidiaries (together "the Group''), which comprise the consolidated and separate statements of financial position as at 31 December 2025, and the consolidated and separate statements of profit or loss and other comprehensive income, the consolidated and separate statements of changes in equity and the consolidated and separate statements of cash flows for the period then ended, and notes to the consolidated and separate financial statements, including material accounting policy information.
In our opinion, the accompanying consolidated and separate financial statements give a true and fair view of the consolidated and separate financial position of the Group and the Company as at 31 December 2025, and its consolidated and separate financial performance and consolidated and separate cash flows for the period then ended in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board, the provisions of the Companies and Allied Matters Act, 2020 and in compliance with the Financial Reporting Council of Nigeria (Amendment) Act, 2023.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated and Separate Financial Statements section of our report. We are independent of the Group and the Company in accordance with the International Ethics Standards Board for Accountants' International Code of Ethics for Professional Accountants (including International Independence Standards) (IESBA Code) as applicable to audits of financial statements of public interest entities together with the ethical requirements that are relevant to our audit of the consolidated and separate financial statements in Nigeria, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the consolidated and separate financial statements of the current period. These matters were addressed in the context of our audit of the consolidated and separate financial statements as a whole, and in forming our opinion thereon, we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in that context.
We have fulfilled the responsibilities described in the Auditor's Responsibilities for the Audit of the Consolidated and Separate Financial Statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the consolidated and separate financial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying consolidated and separate financial statements.
The Key Audit Matter applies equally to the audit of the consolidated and separate financial statements.
Key Audit Matter | How the matter was addressed in the audit |
Determination of provision for expected credit losses on trade receivables. As at the reporting date of 31 December 2025, the Group and the Company had trade receivables of N9.585 billion (2024: N9.052 billion) and N9.126 billion (2024: N8.299 billion) respectively, which is very significant to the Group and the Company's consolidated and separate financial statements. Provision for expected credit losses for the Group and the Company were N1.558 billion (2024: N 934.210 million) and N1.357 billion (2024: N 721.300 million) respectively. In assessing the recoverability of trade receivable, management exercised significant judgements in evaluating the collectability of outstanding receivables from the Customers in terms of their creditworthiness, whether there are default in interest and loan repayments. An impairment assessment was performed on the Group and the Company's trade receivables using the expected credit loss approach to determine the recoverable amount. The determination of the expected credit loss involves management judgement on historical payment pattern, ageing analysis of the balance and any other information. Due to the materiality of the amounts involved and the level of management judgement, we considered this a key audit matter. Refer to Note 21 trade and other receivables to the Consolidated and Separate Financial Statements. | Our audit procedures in response to the key audit matter included, among others:
*Verified that forward looking information such as macro-economic factors used in the computation of impairment are unbiased and probability weighted put into consideration possible outcomes, time value of money and supportable information past, current and future conditions. Such factors included interest rate, GDP growth, inflation rate, foreign exchange rate etc. *Verified that the current year adjustment passed to recognize Expected Credit Losses on Trade receivable balances are appropriate. *We reviewed the qualitative and quantitative disclosures for reasonableness to ensure conformity with IFRS 7 - Financial Instruments Disclosures. |
Other Information
The Directors are responsible for the other information. The other information comprises the information included in the document titled "Lafarge Africa Plc Annual Report for the year ended 31 December 2025", which includes the Corporate Information, Report of the Directors, Audit Committee's Report, Statement of Directors' Responsibilities in Relation to the preparation of Consolidated and Separate Financial Statements, Statement of Corporate Responsibility for the Consolidated and Separate Financial Statements, Certification of Management Assessment's on Internal Control Over Financial Reporting, Management's Report on the Assessment of Internal Control Over Financial Reporting, and Other National Disclosures which we obtained prior to the date of this report. The other information does not include the consolidated and separate financial statements and our auditor's report thereon.
Our opinion on the consolidated and separate financial statements does not cover the other information and we do not express an audit opinion or any form of assurance conclusion thereon as part of this opinion. In connection with our audit of the consolidated and separate financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated and separate financial statements, or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Consolidated and Separate Financial Statements
The Directors are responsible for the preparation and fair presentation of the consolidated and separate financial statements in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board, the provisions of the Companies and Allied Matters Act, 2020 and in compliance with the Financial Reporting Council of Nigeria (Amendment) Act, 2023, and for such internal control as the Directors determine is necessary to enable the preparation of consolidated and separate financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated and separate financial statements, the Directors are responsible for assessing the Group's and the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Group and/or the Company or to cease operations, or have no realistic alternative but to do so.
Auditor's Responsibilities for the Audit of the Consolidated and Separate Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated and separate financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to
19
influence the economic decisions of users taken on the basis of these consolidated and separate financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the consolidated and separate financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's and the Company's internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Directors.
Conclude on the appropriateness of the Directors' use of the going concern basis of accounting and based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's and the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated and separate financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group and/or the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated and separate financial statements, including the disclosures, and whether the consolidated and separate financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the Group as a basis for forming an opinion on the consolidated financial statements. We are responsible for the direction, supervision and review of the audit work performed for purposes of the Group audit. We remain solely responsible for our audit opinion.
We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide the Directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other
20
matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.
From the matters communicated with the Directors, we determine those matters that were of most significance in the audit of the consolidated and separate financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
In accordance with the requirement of the Fifth Schedule of the Companies and Allied Matters Act, 2020, we confirm that:
We have obtained all the information and explanations which, to the best of our knowledge and belief, were necessary for the purpose of our audit;
In our opinion, proper books of account have been kept by the Group and the Company, in so far as it appears from our examination of those books;
The consolidated and separate statements of financial position and the consolidated and separate statements of profit or loss and other comprehensive income are in agreement with the books of account; and
In our opinion, the consolidated and separate financial statements have been prepared in accordance with the provisions of the Companies and Allied Matters Act, 2020 so as to give a true and fair view of the state of affairs and financial performance of the Company and its subsidiaries.
In accordance with the requirements of the Financial Reporting Council of Nigeria (FRC) Guidance on Assurance Engagement Report on Internal Control over Financial Reporting:
We performed a limited assurance engagement and reported on management's assessment of the Company's internal control over financial reporting as of 31 December 2025. The work performed was done in accordance with the International Standard for Assurance Engagements Other Than Audits or Reviews of Historical Financial Information ('ISAE 3000 (Revised)') and FRC Guidance on Assurance Engagement Report on Internal Control over Financial Reporting, and we have issued an unmodified conclusion in our report dated 25 February 2026.
Funmi Ogunlowo, FCA
FRC/ 2013/ PRO/ ICAN/ 004/ 00000000681
For Ernst & Young Lagos, Nigeria
25 February 2026.
21
Consolidated and Separate Statements of Profit or Loss and Other Comprehensive Income for the year ended 31 December 2025
The Group The Company
Notes | 31 Dec 2025 N'000 | 31 Dec 2024 N'000 | 31 Dec 2025 N'000 | 31 Dec 2024 N'000 | |
Revenue | 6 | 1,066,304,773 | 696,757,959 | 989,702,162 | 651,024,707 |
Cost of sales | 7 | (448,936,725) (350,047,400) (397,226,828) (313,201,231) | |||
Gross profit | 617,368,048 | 346,710,559 | 592,475,334 | 337,823,476 | |
Selling and distribution costs | 8 | (163,852,784) | (120,422,668) | (153,835,580) | (113,225,995) |
Administrative expenses | 9 | (65,654,149) | (40,146,780) | (62,817,776) | (38,523,214) |
Other income | 10 | 4,915,808 | 7,187,559 | 965,982 | 6,297,668 |
Impairment loss | 11 | (677,190) | (323,454) | (721,426) | (157,798) |
Operating profit | 392,099,733 | 193,005,216 | 376,066,534 | 192,214,137 | |
Finance income | 12.1 | 30,223,893 | 2,661,858 | 28,722,457 | 2,424,568 |
Finance costs | 12.2 | (11,006,998) | (43,148,119) | (10,899,592) | (43,063,445) |
Net finance costs | 19,216,895 | (40,486,262) | 17,822,865 | (40,638,877) | |
Profit before minimum tax | 14 | 411,316,628 | 152,518,954 | 393,889,399 | 151,575,260 |
Minimum tax expense | 13.1 | - | (254,069) | - | - |
Profit before tax | 411,316,628 | 152,264,885 | 393,889,399 | 151,575,260 | |
Income tax expense | 13.2 | (138,196,316) | (52,119,604) | (132,183,196) | (51,887,449) |
Profit for the year | 273,120,312 | 100,145,281 | 261,706,204 | 99,687,811 | |
Other comprehensive income: | |||||
Items that will not be reclassified to profit | |||||
or loss: | |||||
Remeasurements of defined benefit | 30.3 | (6,808) | 58,875 | (6,808) | 58,875 |
Related tax | 13.3 | 2,042 | (10,552) | 2,042 | (10,552) |
(4,766) | 48,323 | (4,766) | 48,323 | ||
Other comprehensive (loss)/income, net | (4,766) | 48,323 | (4,766) | 48,323 | |
Total comprehensive income for the year | 273,115,546 | 100,193,604 | 261,701,438 | 99,736,134 | |
Profit attributable to : | |||||
- Owners | 273,120,312 | 100,145,282 | 261,706,204 | 99,687,811 | |
273,120,312 | 100,145,282 | 261,706,204 | 99,687,811 | ||
Total comprehensive income for the year is attributable to: - Owners | 273,115,546 | 100,193,604 | 261,701,438 | 99,736,134 | |
273,115,546 | 100,193,604 | 261,701,438 | 99,736,134 | ||
Earnings per share attributable to the | |||||
ordinary equity holders of the Company: | |||||
Basic earnings per share (Kobo) | 25 | 1,696 | 622 | 1,625 | 619 |
Diluted earnings per share (Kobo) | 25 | 1,696 | 622 | 1,625 | 619 |
The accompanying notes form an integral part of these consolidated and separate financial statements.
Consolidated and Separate Statements of Financial Position as at 31 December 2025
The Group The Company
Notes | 31 Dec 2025 N'000 | 31 Dec 2024 N'000 | 31 Dec 2025 N'000 | 31 Dec 2024 N'000 | |
ASSETS | |||||
Non-current assets | |||||
Property, plant and equipment and | 15 | 448,580,376 | 409,761,374 | 372,102,617 | 337,473,977 |
right of use assets | |||||
Intangible assets | 16 | 1,625,889 | 1,666,681 | 23,741 | 33,237 |
Investments in subsidiaries | 17.1 | - | - | 63,906,867 | 63,906,867 |
Other assets | 19 | 198,315,151 | 165,078,654 | 190,676,440 | 156,922,107 |
Total non-current assets | 648,521,416 | 576,506,709 | 626,709,665 | 558,336,188 | |
Current assets | |||||
Inventories | 20 | 112,116,985 | 104,192,035 | 92,785,849 | 84,945,706 |
Trade and other receivables | 21 | 13,678,086 | 9,618,820 | 75,521,407 | 70,511,982 |
Other assets | 19 | 22,983,588 | 28,278,677 | 21,276,608 | 25,378,405 |
Other financial assets | 18 | 22,657,015 | 34,054,807 | 20,470,663 | 32,116,276 |
Cash and cash equivalents | 22 | 388,067,308 | 237,858,537 | 368,617,585 | 226,344,316 |
Total current assets | 559,502,982 | 414,002,876 | 578,672,112 | 439,296,685 | |
Total assets | 1,208,024,398 | 990,509,585 | 1,205,381,777 | 997,632,873 | |
LIABILITIES | |||||
Non-current liabilities | |||||
Lease liabilities | 27 | 367,591 | 529,641 | 367,590 | 529,588 |
Employee benefit obligations | 30.1 | 3,075,239 | 2,591,045 | 2,632,117 | 2,256,273 |
Provisions | 28.1 | 16,211,119 | 14,515,327 | 10,039,652 | 12,609,070 |
Deferred tax liabilities | 13.7 | 77,012,148 | 71,130,833 | 69,209,278 | 62,587,890 |
Total non-current liabilities | 96,666,097 | 88,766,846 | 82,248,637 | 77,982,821 | |
Current liabilities | |||||
Lease liabilities | 27 | 940,382 | 1,473,747 | 940,380 | 1,464,718 |
Loans and borrowings | 27.1 | - | 210,752 | 1,945,926 | 1,502,580 |
Deferred income | 29 | - | 5,653 | - | - |
Trade and other payables | 31 | 164,557,981 | 169,987,481 | 182,106,333 | 178,652,221 |
Contract liabilities | 32 | 115,946,653 | 212,455,200 | 112,775,586 | 206,542,172 |
Provisions | 28.2 | 3,604,655 | 1,536,298 | 2,612,588 | 1,238,787 |
Current tax liabilities | 13.5 | 132,312,960 | 11,432,946 | 125,559,768 | 10,997,916 |
Total current liabilities | 417,362,631 | 397,102,077 | 425,940,581 | 400,398,394 | |
Total liabilities | 514,028,728 | 485,868,924 | 508,189,218 | 478,381,215 | |
EQUITY | |||||
Share capital | 23 | 8,053,899 | 8,053,899 | 8,053,899 | 8,053,899 |
Share premium | 24 | 435,148,731 | 435,148,731 | 435,148,731 | 435,148,731 |
Retained earnings | 504,922,097 | 315,567,088 | 447,667,908 | 269,727,007 | |
Other reserves arising on business | |||||
combination and re-organisations | 26 | (254,129,057) | (254,129,057) | (193,677,979) | (193,677,979) |
Capital and reserves attributable to | |||||
owners | 693,995,670 | 504,640,661 | 697,192,559 | 519,251,658 | |
Total equity | 693,995,670 | 504,640,661 | 697,192,559 | 519,251,658 | |
Total equity and liabilities | 1,208,024,398 | 990,509,585 | 1,205,381,777 | 997,632,873 |
The accompanying notes form an integral part of these consolidated and separate financial statements.
These consolidated and separate financial statements were approved and authorised for issue by the board of directors on 24 February 2026 and were signed on its behalf by:
Gbenga Oyebode, MFR | Lolu Alade-Akinyemi | Zhigang Ke |
Chairman | Group Managing Director/CCEO | Chief Financial Officer |
FRC/2013/PRO/NBA/004/00000002546 | FRC/2020/PRO/ANAN/002/00000020157 | FRC/2026/PRO/ANAN/001/096945 |
Consolidated and Separate Statement of Changes in Equity for the year ended 31 December 2025
The Group
Attributable to equity holders of the parent
Other reserves arising on business
Share capital
Share premium
Retained earnings
combination and re-
organisations Total equity
Notes | N'000 | N'000 | N'000 | N'000 | N'000 | |
Balance at 1 January 2025 | 8,053,899 | 435,148,731 | 315,567,088 | (254,129,057) | 504,640,661 | |
Profit for the year | - | - | 273,120,312 | - | 273,120,312 | |
Other comprehensive income (Net of tax) | - | - | (4,766) | - | (4,766) | |
Total comprehensive income | - | - | 273,115,546 | - | 273,115,546 | |
Transactions with owners: | ||||||
Dividends declared | 31.3 | - | - | (83,760,538) | - | (83,760,538) |
Total transaction with owners | - | - | (83,760,538) | - | (83,760,538) | |
Balance at 31 December 2025 | 8,053,899 | 435,148,731 | 504,922,097 | (254,129,057) | 693,995,670 | |
Balance at 1 January 2024 | 8,053,899 | 435,148,731 | 245,978,295 | (254,129,057) | 435,051,868 | |
Profit for the year | 100,145,282 | 100,145,282 | ||||
Other comprehensive income (Net of tax) | 48,323 | 48,323 | ||||
Total comprehensive income | - | - | 100,193,605 | - | 100,193,605 | |
Transactions with owners: Dividends declared | 31.3 | - | - | (30,604,811) | - | (30,604,811) |
Total transaction with owners | - | - | (30,604,811) | - | (30,604,811) | |
Balance at 31 December 2024 | 8,053,899 | 435,148,731 | 315,567,088 | (254,129,057) | 504,640,662 |
The accompanying notes form an integral part of these consolidated and separate financial statements.
Consolidated and Separate Statement of Changes in Equity for the year ended 31 December 2025
The Company | ||||||
Other reserves arising on | ||||||
Share | Share | Retained | business combination and | |||
capital | premium | earnings | re-organisations | Total equity | ||
Notes | N'000 | N'000 | N'000 | N'000 | N'000 | |
` | ||||||
Balance at 1 January 2025 | 8,053,899 | 435,148,731 | 269,727,008 | (193,677,979) | 519,251,658 | |
Profit for the year | - | - | 261,706,204 | - | 261,706,204 | |
Other comprehensive income (Net of tax) | - | - | (4,766) | - | (4,766) | |
Total comprehensive income | - | - | 261,701,438 | - | 261,701,438 | |
Transaction with owners: Dividends declared | 31.3 | - | - | (83,760,538) | - | (83,760,538) |
Total transaction with owners | - | - | (83,760,538) | - | (83,760,538) | |
Balance at 31 December 2025 | 8,053,899 | 435,148,731 | 447,667,908 | (193,677,979) | 697,192,558 | |
Balance at 1 January 2024 | 8,053,899 | 435,148,731 | 200,595,685 | (193,677,979) | 450,120,336 | |
Profit for the year | - | - | 99,687,811 | - | 99,687,811 | |
Other comprehensive income (Net of tax) | - | - | 48,323 | - | 48,323 | |
Total comprehensive income | - | - | 99,736,134 | - | 99,736,134 | |
Transaction with owners: Dividends declared | 31.3 | - | - | (30,604,811) | - | (30,604,812) |
Total transaction with owners | - | - | (30,604,811) | - | (30,604,812) | |
Balance at 31 December 2024 | 8,053,899 | 435,148,731 | 269,727,008 | (193,677,979) | 519,251,658 | |
The accompanying notes form an integral part of these consolidated and separate financial statements.
Lafarge Africa PlcConsolidated and Separate Statements of Cash Flows for the year ended 31 December 2025
The Group The Company
Notes | 31 Dec 2025 N'000 | 31 Dec 2024 N'000 | 31 Dec 2025 N'000 | 31 Dec 2024 N'000 | |
Cash flows from operating activities: | |||||
Profit before taxation | 411,316,628 | 152,518,954 | 393,889,399 | 151,575,260 | |
Adjustments to reconcile Profit for the year to net | |||||
cash flows: | |||||
Depreciation of property, plant and equipment and | 34,784,416 | 29,299,768 | 31,581,102 | 27,552,966 | |
right of use assets | 15 | ||||
Impairment loss/(reversal) on property, plant and equipment | 15 | - | (4,671,207) | - | (4,671,207) |
Amortization of intangible assets | 16 | 40,793 | 76,641 | 9,496 | 9,496 |
Other non-cash items | 33.3 | 3,721,308 | (185,159) | 2,507,121 | 1,178,024 |
Net unrealized foreign exchange gain | 12.1 | - | (600,174) | - | (531,072) |
Net unrealized foreign exchange loss | 12.2 | 5,811,098 | - | 5,692,918 | - |
Finance costs | 12.2 | 5,195,900 | 18,276,770 | 5,206,674 | 18,396,141 |
Finance income | 12.1 | (30,223,893) | (2,061,684) | (28,722,457) | (1,893,496) |
Provisions and net movement on employee benefits | 33.1.6 | 2,104,021 | (578,896) | 1,358,550 | (595,363) |
Change in net working capital | 33.1 | (129,634,576) | 27,741,414 | (120,337,659) | 16,004,496 |
Cash flows generated from operations | 303,115,695 | 219,816,428 | 291,185,144 | 207,025,245 | |
Income taxes paid | 13.6 | (10,486,696) | (5,689,856) | (10,078,584) | (4,424,692) |
Net cash flows generated from operating activities | 292,628,999 | 214,126,572 | 281,106,560 | 202,600,553 | |
Cash flows from investing activities | |||||
Acquisition of property, plant and equipment and right of use asset | 15.1 | (74,609,703) | (74,667,895) | (66,927,710) | (65,247,319) |
Interest received | 12.3 | 25,079,530 | 2,061,684 | 24,195,974 | 1,893,496 |
Proceeds from disposal of property, plant and equipment | 33.2 | 229,941 | 1,233,759 | 70,925 | 117,912 |
Net cash flows used in investing activities | (49,300,232) | (71,372,452) | (42,660,811) | (63,235,911) | |
Cash flows from financing activities | |||||
Interest paid | 12.4 | (8,578,062) | (16,571,119) | (9,084,182) | (16,602,639) |
Dividend paid to equity holders of the company | 31.3.1 | (83,760,538) | (30,604,812) | (83,760,538) | (30,604,812) |
Additions to lease liabilities | 27.3 | - | 2,163,713 | - | 2,163,713 |
Repayment of lease liabilities | 27.3 | (715,394) | (1,509,801) | (710,682) | (1,509,801) |
Repayment of loans and borrowings | 27.3 | (210,752) | (28,341,029) | - | (25,891,998) |
Net cash used in financing activities | (93,264,746) | (74,863,048) | (93,555,402) | (72,445,537) | |
Net increase in cash and cash equivalents | 150,064,020 | 67,891,071 | 144,890,347 | 66,919,105 | |
Cash and cash equivalents at the beginning of the year | 235,230,231 | 165,844,333 | 224,508,490 | 156,410,557 | |
Effects of exchange rate changes on cash and cash equivalents held | (319,691) | 1,494,827 | (3,752,377) | 1,178,828 | |
Cash and cash equivalents at the end of the year | 22.2 | 384,974,560 | 235,230,231 | 365,646,460 | 224,508,490 |
The accompanying notes form an integral part of these consolidated and separate financial statements.
1 Reporting Entity
Lafarge Africa PLC (Lafarge Africa) was incorporated in Nigeria on 24 February 1959 and commenced business on 10 January 1961. The Company, formerly known as Lafarge Cement WAPCO Nigeria PLC changed its name after a special resolution was passed by the shareholders at an Annual General Meeting held on Wednesday 9 July 2014. The change of name became effective with the acquisition of shares in Lafarge South Africa Holdings (Proprietary) Limited (LSAH), United Cement Company of Nigeria Limited (UNICEM), AshakaCem PLC (AshakaCem) and Atlas Cement Company Limited (Atlas). The Company's corporate head office is situated at 27B Gerrard Road, Ikoyi, Lagos which is the same as the registered office.
Lafarge Africa is in the business of manufacturing and marketing of cement and other cementitious products such as Ready-Mix Concrete, Aggregates, Fly-Ash etc. On 15 July 2016, Lafarge S.A. France and Holcim Limited, Switzerland, two large global players, merged to form LafargeHolcim Group based in Zug, Switzerland. Following the completion of the divestment by Holcim, Lafarge Africa Plc is now a subsidiary of Huaxin Building Materials Group Co., Ltd.
The term 'Group' as used in this report refers to Lafarge Africa, and its subsidiaries. Lafarge Africa Group comprises of Lafarge Africa Plc and its subsidiaries below:
AshakaCem Limited was incorporated in Nigeria on 7 August 1974 as a private limited liability company and was converted to a public limited liability company in July 1990. In April 2017, the shareholders of AshakaCem, at an Extraordinary General Meeting (EGM), passed a resolution to delist the company from the official list of the Nigerian Stock Exchange (NSE). Subsequent to the delisting of the company, the shareholders of AshakaCem, held a Court-ordered EGM on 23 October 2017, at which a Scheme to re-organize the issued share capital of the company was passed. The resolution passed at the court ordered meeting was subsequently filed and sanctioned by the Federal High Court and the sanction officially gazetted. At the conclusion of the scheme, Lafarge Africa became 100% owner of the issued share capital of AshakaCem. AshakaCem's main business is the manufacturing and marketing of cementitious materials. AshakaCem has a production capacity of 1.0mtpa.
Wapsila Nigeria Limited was incorporated in Nigeria on 1 December 2014 as a wholly owned subsidiary of Lafarge Africa Plc. Its main business is the generation and sale of power. The Company commenced operations in 2023.
In November 2019, through a shareholder meeting ordered by the Federal High Court and the resolutions sanctioned by it, Lafarge Readymix Nig Ltd. was merged into Lafarge Africa effectively from 30 November, 2019. The Court Sanction was registered with the CAC (Corporate Affairs Commission) and published in the official Gazette of the Federal Government of Nigeria.
On 20, January 2021, the Board of Directors of Lafarge Africa Plc approved the disposal of the Company's investment in Continental Blue Investment Ghana Ltd (CBI) a company involved in development, financing and operation of a cement grinding plant in Ghana via, a sale of the total equity interest held by the Company in CBI to a third party, F. Scott AG. The sale was concluded on 30 June 2021.
The Group's subsidiaries are as stated below;
31 December 2025 | 31 December 2024 |
AshakaCem Limited | AshakaCem Limited |
Wapsila Nigeria Limited | Wapsila Nigeria Limited |
During the year, Huaxin Building Materials Group Co., Ltd completed the acquisition of two companies - Caricement
B.V and Davis Peak Holdings Limited, which are shareholders of Lafarge Africa Plc.
Following the completion of this transaction, Lafarge Africa Plc has remained a publicly traded company on the NGX.
(a) Basis of accounting
Compliance with IFRS
These consolidated and separate financial statements of Lafarge Africa Plc have been prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board and in a manner required by the Companies and Allied Matters Act, 2020, the Financial Reporting Council of Nigeria (Amendment) Act, 2023. The consolidated and separate financial statements were authorised for issue by the Group and Company's Board of Directors on 24 February 2026. Details of the Group and the Company's material accounting policies, including changes thereto are included in Note 2.2.2.
(b) Functional and presentation currency
The financial information is presented in Naira, which is the Company's functional currency, and all values are rounded to the nearest thousand (₦'000), except where otherwise indicated. The accounting policies are applicable to both the Company and the Group.
Use of judgements and accounting estimates
In preparing these consolidated and separate financial statements, management has made judgements, estimates and assumptions that affect the application of the Group/Company's accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognised prospectively.
Judgements
Information about judgements made in applying accounting policies that have the most significant effects on the amounts recognised in the consolidated and separate financial statements is disclosed in Note 3.1
Assumptions and estimation uncertainties
Information about assumptions and estimation uncertainties at 31 December 2025 that have a significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities in the next financial year is disclosed in Note 3.2.
Measurement of Fair value
A number of the Group's and Company's accounting policies and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities.
The Group and Company has an established control framework with respect to the measurement of fair values. This includes a valuation team that has overall responsibility for overseeing all significant fair value measurements, including Level 3 fair values, and reports directly to the Chief financial officer. The valuation team regularly reviews significant unobservable inputs and valuation adjustments. If third party information, such as broker quotes or pricing services, is used to measure fair values, then the valuation team assesses.
the evidence obtained from the third parties to support the conclusion that these valuations meet the requirements of IFRS, including the level in the fair value hierarchy in which the valuations should be classified. Significant valuation issues are reported to the Group's and Company's audit committee.
When measuring the fair value of an asset or a liability, the Group and the Company uses observable market 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. derived from prices).
Level 3 - inputs for the asset or liability that are not based on observable market data (unobservable inputs).
Use of judgements and accounting estimates - Continued
If the inputs used to measure the fair value of an asset or a liability fall into 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 Group and 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 in Note 2.3.11 - Financial Instrument
Going concern
These consolidated and separate financial statements have been prepared on a going concern basis. Management believes that the going concern assumption is appropriate.
Changes in accounting policies and disclosures
New and amended standards and interpretations adopted by the Group and the Company
Below are the standards, amendments and interpretation which are effective 1 January 2025 together with the assessment of their impact on the Group's and the Company's consolidated and separate financial statements.
1 Amendments to IAS 21 - Lack of exchangeability
For annual reporting periods beginning on or after 1 January 2025, Lack of Exchangeability - Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates specifies how an entity should assess whether a currency is exchangeable and how it should determine a spot exchange rate when exchangeability is lacking. The amendments also require disclosure of information that enables users of its financial statements to understand how the currency not being exchangeable into the other currency affects, or is expected to affect, the entity's financial performance, financial position and cash flows.
The amendments did not have a material impact on the Group's financial statements.
Standards issued but not yet effective
The new and amended standards and interpretations that are issued, but not yet effective, up to the date of issuance of the Group's and the Company's consolidated and separate financial statements are disclosed below. The Group and the Company intends to adopt these new and amended standards and interpretations, if applicable, when they become effective. The Group and the Company will assess the impact of the adoption of these amendments on the consolidated and separate financial statements in their year of initial application
Contracts Referencing Nature-dependent Electricity - Amendments to IFRS 9 and IFRS 7
The amendments will take effect for annual reporting periods starting on or after 1 January 2026. Early
adoption is allowed, but it must be disclosed. The amendments apply only to contracts that reference nature-dependent electricity; the amendments:
Clarify the application of the 'own-use' requirements for in-scope contracts
Amend the designation requirements for a hedged item in a cash flow hedging relationship for in-scope contracts
Add new disclosure requirements to enable investors to understand the effect of these contracts on a company's financial performance and cash flows
The amendments concerning the own-use exception are to be applied retrospectively, while the hedge accounting amendments should be applied prospectively to new hedging relationships designated from the initial application date. Additionally, the IFRS 7 disclosure amendments must be implemented alongside the IFRS 9 amendments. If an entity does not restate comparative information, it cannot present comparative disclosures.
The Group does not expect that the amendments will have a material impact on its financial statements.
2.2.2 Changes in accounting policies and disclosures - Continued
Amendments to the Classification and Measurement of Financial Instruments - Amendments to IFRS 9 Financial Instruments and IFRS 7 Financial Instruments:
Disclosures
The Amendments apply for reporting periods beginning on or after 1 January 2026. Early adoption is permitted. The highlights of the Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7) are:
Derecognition of a financial liability settled through electronic transfer: The amendments to the application guidance of IFRS 9 permit an entity to deem a financial liability (or part of it) that will be settled in cash using an electronic payment system to be discharged before the settlement date if specified criteria are met. An entity that elects to apply the derecognition option would be required to apply it to all settlements made through the same electronic payment system. Classification of financial assets:
Contractual terms that are consistent with a basic lending arrangement. The amendments to the application guidance of IFRS 9 provide guidance on how an entity can assess whether contractual cash flows of a financial asset are consistent with a basic lending arrangement. To illustrate the changes to the application guidance, the amendments add examples of financial assets that have, or do not have, contractual cash flows that are solely payments of principal and interest on the principal amount outstanding. Assets with non-recourse features. The amendments enhance the description of the term 'non-recourse'. Under the amendments, a financial asset has non-recourse features if an entity's ultimate right to receive cash flows is contractually limited to the cash flows generated by specified assets. Contractually linked instruments. The amendments clarify the characteristics of contractually linked instruments that distinguish them from other transactions. The amendments also note that not all transactions with multiple debt instruments meet the criteria of transactions with multiple contractually linked instruments and provide an example. In addition, the amendments clarify that the reference to instruments in the underlying pool can include financial instruments that are not within the scope of the classification requirements.
Disclosures:
Investments in equity instruments designated at fair value through other comprehensive income. The requirements in IFRS 7 are amended for disclosures that an entity provides in respect of these investments. In particular, an entity would be required to disclose the fair value gain or loss presented in other comprehensive income during the period, showing separately the fair value gain or loss that relates to investments derecognised in the period and the fair value gain or loss that relates to investments held at the end of the period. Contractual terms that could change the timing or amount of contractual cash flows. The amendments require the disclosure of contractual terms that could change the timing or amount of contractual cash flows on the occurrence (or non-occurrence) of a contingent event that does not relate directly to changes in a basic lending risks and costs. The requirements apply to each class of financial asset measured at amortised cost or fair value through other comprehensive income and each class of financial liability measured at amortised cost.
The Group and the Company do not intend to early adopt the amendment to the standard prior to its effective date. Management will assess the potential impact of adopting the amendment on the Group's and the Company's financial statements when the amendment becomes effective.
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