Quarter 5 financial statement for 2024

TRANS-NATIONWIDE EXPRESS PLC

REPORTS AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31ST DECEMBER, 2024

TRANS-NATIONWIDE EXPRESS PLC

Independent Auditors‟ Limited Assurance Report on Internal control over Financial Reporting 19

Report of the Audit Committee 22

Independent Auditors Report 23

Statement of Profit or Loss and Other Comprehensive Income 27

Statement of Financial Position 28

Statement of Change in Equity 29

Statement of Cash Flows 30

Notes to the Financial Statements 31

Other National Disclosure

Statement of Value Added 57

Five-year financial summary 58

CORPORATE INFORMATION

Directors:

Mr. Sulaiman Adedokun Mr. Eric C. Emecheta Mr. Kayode O. Ajakaiye Mr. Adebayo A. Adeleke Mrs. Daniella F. Suleman Mr. Adegoke J. Olasoko Mr. Oluwasegun I. Adeoye

-Chairman

-Managing Director/CEO

Registered office: Secretaries: Registrars: Registered number:

Plot 28, Oshodi Apapa Expressway. Oshodi,

Lagos, Nigeria.

Tel: 08123682573, 09095270137, 08025597917, 07046182356

Email:tranex@tranex-ng.com

Cautious Services Limited, Cautious House, 4

23 Road, G. Close, Festac Town, Lagos.

Tel: 08033052441, 08033372451

Email:cautiouscafeoziabor@yahoo.com

Cardinal Stone (Registrars) Limited 358, Herbert Macaulay Way,

Besides St. Dominic Catholic Church, Yaba,

P. O. Box 9117, Lagos.

RC. 61750

Independent Auditors:

Baker Tilly Nigeria, (Chartered Accountants), Kresta Laurel Complex (4th Floor),

376, Ikorodu Road, Maryland,Lagos

Email:btnlag@bakertillynigeria.com

Bankers:

Access Bank Plc, Fidelity Bank Plc,

First Bank of Nigeria Plc,

First City Monument Bank Plc, Keystone Bank Limited Zenith Bank Plc

-Page1-

FINANCIAL HIGHLIGHTS

N'000

2024

N'000

2023

Change %

Gross Earnings Gross (loss)/profit (Loss)/Profit before taxation (Loss)/Profit after taxation

301,915 ======

628,478 =======

(52) =====

(18,448)

116,653 (116)

(112,692)

37,669 (399)

(97,891) ======

16,026 (711)

=======

====== At year end: Capital expenditure Paid up share capital Shareholders‟ fund

1,220 249,075 215,067 =======

9,232 249,075 385,600 ========

(87)

-

(44) ===== Per share data (kobo (Loss)/earnings per share Net assets per share Share price at year end Proposed dividend

(19.7)

3.2 (716)

43 126

77 (44)

126

-

- =====

0.02 (100) =====

Number of employees

94 ======

119 (20) =====

REPORT OF THE DIRECTORS

The Directors have pleasure in submitting their report and the audited financial statements of the

• Company for the year ended 31st December, 2024.

• 1. Results

  The results for the year are summarized as follows:

  2024	2023
  N'000	N'000
  (Loss)/profit before taxation	(112,692)	37,669
  Taxation expenses	14,801	(21,643)
  (Loss)/profit after taxation	(97,891)	16,026
  ======	======

  Statements were prepared in accordance with the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board and the requirements of the Companies and Allied Matters Act, 2020 and The Financial Reporting Council of Nigeria Act, 2011.

• 2. Legal form

  The Company was incorporated as TNT SKYPAK NIGERIA LIMITED on 28th March, 1984 as a private limited liability company and on 6th September, 1992, the Company‟s name was changed to Trans-Nationwide Express PLC as a public limited liability company. The Company‟s shares are listed on the Nigerian Exchange Limited.

• 3. Principal business activities

  The Company provides courier services, freight services, logistics, mail room management, haulage and e-commerce from its headquarters in Lagos and thirty-eight branches nationwide.

• 4. Dividend

  Recommend dividend payment for the year ended 31 Dec 2023 (N0.02k -2023) per ordinary shares of N0.50k each, amounting to N9,963,001.54 was paid during the 2024 financial year.

• 5. Directors and their interests

  The names of the Directors at the date of this report and of those who have held office during the year are as stated on page 1 of the financial statements.

  In accordance with Section 285 of the Companies and Allied Matters Act, 2020 and in line with Article 81 of the Company‟s Articles of Association, one third of the Directors shall retire from office.

  Mr. Sulaiman Adedokun and Mr. Adebayo Adeleke are retiring by rotation at the forthcoming Annual General Meeting and being eligible, offer themselves for re-election.

  The profiles of the Directors to be re-elected are included in the Annual Report.

The interest of each director in the shares of the company is as stated below:

Details of Indirect Holdings

6.

Substantial shareholding

The company‟s register of members shows that apart from the directors, the underlisted shareholders hold above 5% of the issued and fully paid share capital of the company.

7.

The company made a donation of N100,000 during the year. N50,000 to the New Heartbeat Foundation- a non-governmental organization (NGO) and N50,000 to St Joseph Catholic Church during the year (2023: N50,000).

8.

Directors` interest in contracts

For the purpose of Section 303 of the Companies and Allied Matters Act, 2020, no Director has notified the Company of any declarable interest in contracts which the Company is involved in during the year.

9.

Record of directors' attendance

In accordance with Section 284 (2) of the Companies and Allied Matters Act, 2020, the record of Directors‟ attendance at board meetings during the year under review will be made available for inspection at the annual general meeting.

10.

Employment and employees

(i) Employment of disabled persons:

It is the policy of the company that there is no discrimination in considering applications for employment including those from physically challenged persons.

The policy ensures that as far as practicable, disabled persons have equal opportunities with able-bodied employees. There was no physically challenged person employed during the year.

(ii) Employees' involvement and training:

The Company is committed to keeping employees fully informed regarding its performance and progress. Opinions and suggestions of members of staff are sought and considered not only on matters affecting them as employees but also on the general business of the Company.

Sound management and professional expertise are considered to be the Company‟s major assets and investment in the future development of human resources continues to be a top priority. Each employee has a documented training and career development programme. To this end, short and long-term training programs are tailored to suit the requirements of both employees and the Company. Employees are adequately rewarded and motivated to achieve results.

(iii)Health, safety and welfare of employees:

The Company accords high priority to the health, safety and welfare of its employees both in and outside their place of work. The company provides for medical, housing, transportation etc.

In view of the ongoing COVID 19 pandemic, the Company‟s goal is to ensure the health and safety of our employees in line with government regulations and the measures and guidelines put in place by the NCDC.

• 11. Property, plant and equipment

  Movements in Property, plant and equipment during the year are shown in note 11 on page 46. In the opinion of the directors, the market value of the company‟s assets is not less than the value shown in the accounts.

• 12. Post balance sheet events

  There were no post balance sheet events which could have a material effect on the state of the company‟s affairs as at 31st December, 2024 and on the profit or loss account for the year ended on that date which had not been adequately provided for.

• 13. Securities trading

  The Company has adopted a code of conduct with regard to securities transactions and the Directors are aware of the restrictions imposed on them with regard to trading in the shares of theCompany during closed periods. The policy in place is obeyed by the Directors and other senior employees who by virtue of their position constantly come in contact with price sensitive information.

  Enquiries have been made and it is hereby stated that in respect of this financial statements and the interim accounts submitted in the course of the year under review none of the Directors violated the rules relating to securities trading.

• 14. Analysis of shareholding:

  The issued and fully paid-up share capital of the company is 498,150,077 ordinary shares of 50k each. The share capital is 100% owned by Nigerians.

The share capital of the Company currently stands at N249,075,038.50 divided into 498,150,077 ordinary shares of N0.50k each. The changes in the share capital of the Company since incorporation are summarized below:

16. Auditors

In accordance with Section 401(2) of the Companies and Allied Matters Act, 2020, Messrs. Baker Tilly Nigeria (Chartered Accountants) having expressed their willingness to continue in office as the Company‟s Auditors a resolution will be proposed at the Annual General Meeting to authorize the Directors to fix their remuneration.

By Order of the Board

…………………………………… ..

Cautious Services Limited

(Company Secretaries) FRC/2025/COY/773430 Lagos, Nigeria.

18 March, 2024

STATEMENT OF CORPORATE RESPONSIBILITY

In accordance with the provisions of Sections 405 of the Companies and Allied Matters Act (CAMA) 2020, we have reviewed the Audited financial statements for the year ended 31st December, 2024 and based on our knowledge confirm as follows:

• - The audited financial statements do not contain any untrue statement of material fact or omit to state a material fact, which would make the statements misleading.

• - The audited financial statements and all other financial information included in the statements fairly present in all material respects, the financial condition and results of operation of the Company as of the period ended 31 December, 2024;

• - The Company‟s internal controls have been designed to ensure that all material information relating to the Company is received and provided to the auditors in the course of the audit;

• - The Company‟s internal controls were evaluated within 90 days of the financial reporting date date and are effective as at 31 December, 2024;

• - That we have disclosed to the Company‟s Auditors and the Statutory Audit Committee the following information:

  a) That there are no significant deficiencies in the design or operation of the Company‟s internal control which could adversely affect the Company‟s ability to record, process, summarize and report financial data and have discussed with the auditors any weaknesses in internal controls observed in the course of the audit

b)

There is no fraud involving management which could have any significant effect on the Company‟s internal control.

We have identified in the report whether or not there were significant changes in internal controls or other factors that could significantly affect internal controls subsequent to the date of our evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

……………………………… ..

Mr. Vincent Ihemenwa FRC/2013/ICAN/00000003087 Ag Head of Finance

18 March, 2025

18 March, 2025

CORPORATE GOVERNANCE REPORT

Dear Shareholders,

Trans-Nationwide Express PLC (TRANEX PLC) remains committed to achieving and maintaining best practices in corporate governance and maintaining the highest standards of Corporate Governance in the Company.

Its business is conducted in compliance with relevant laws and regulations and in line with global best practices. Consequently, the Company regularly reappraises its processes to ensure that its business conforms to best practice always.

The Board of Directors of TRANEX Plc is pleased to report that during the year ended December 31, 2024, the Company complied with the principles and guidelines of its Corporate Governance Code and the Nigerian Code of Corporate Governance.

The Board recognizes that high corporate governance standards are a sine qua non for effective management and control of business. The transparency, which these bring to bear on our operations, is essential for optimizing the value and interests of the various stakeholders of our Company. It is also a major determinant of public and customer confidence in any Institution and our goal is that Trans-Nationwide Express Plc shall be the industry barometer in the area of good corporate governance.

In furtherance of this commitment to high ethical conduct, we institutionalize a process of regularly reviewing our processes and practices to align them with the legislative and best practicechanges in the global corporate governance environment. The Directors have participated in the Fiduciary Awareness Certification Test (FACT) of the Corporate Governance Rating System (CGRS) introduced by the Nigerian Exchange Limited and The Convention on Business Integrity (CBI).

Our efforts in this regard have been strengthened by key initiatives in the domestic regulatory environment. The launch in 2018 by the Financial Reporting Council of Nigeria (FRCN) of the "Nigerian Code of Corporate Governance" (The Code) provided a useful backdrop for evaluating our efforts thus far. We have taken additional decisions to enhance our corporate governance farin excess of the expectations of "The Code".

In keeping with the broad picture and specific requirements of "The Code" the board has always taken its responsibilities for the cultural, ethical, legislative and institutional norms, which govern our operations very seriously. Consequently, the Company‟s top-end is organized in such a way that Directors are able to maintain a close watch on activities of the Company. To facilitate and ensure process transparency, the Board has set up 2 (two) Board Committees to assist its oversight of the affairs of the Company in a lawful and efficient manner in such a way as to ensure that the Company is constantly improving its value creation as much as possible.

The Board and the various Committees meet regularly, and there is full and frank dialogue between Committee members and Management on all major issues.

In addition, the board has in place a performance evaluation process to ensure that Directors‟ contribution to the goals and strategic objectives of the Company are systematically measured based on pre-agreed and post evaluated criteria.