Unity Bank PlcNSENG: UNITYBNK

Quarter 5 financial statement for 2023

Feb 25, 2025 at 7:44 AM UTC · MarketScreener

UNITY BANK PLC

Annual Report

for the year ended 31 December 2023

UNITY BANK PLC

Content Page

	Pages
Corporate Information	3
Directors' Report	4-8
Statement of Corporate Responsibility for the Financial Statements	9
Corporate Governance Report	10 - 16
Statement of Directors' Responsibilities	17
Statutory Audit Committee Report	18
Independent Auditor's Report	19 - 23
Statement of Profit or loss and other comprehensive income	24
Statement of Financial Position	25
Statement of Changes in Equity	26
Statement of Cash Flows	27
Notes to the Financial Statements
OTHER NATIONAL DISCLOSURES
Statement of value added	100
Five year financial summary - Statement of financial position	101
Five year financial summary - Income statement	102

UNITY BANK PLC

CORPORATE INFORMATION

Directors

Hafiz Mohammed Bashir^	- Ag. Chairman
Tomi Somefun	- MD/CEO
Sam N. Okagbue FCArb	- Non Executive Director (Independent)
Yabawa Lawan Wabi, mni	- Non Executive Director
Prof. Iyabo Obasanjo*	- Non Executive Director
Halima Babangida*	- Non Executive Director
Temisan Tuedor	- Executive Director
Ebenezer Kolawole	- Executive Director
Usman Abdulqadir	- Executive Director

appointed acting chairman effective 27 April 2023 * appointed effective 27 April 2023

Company Secretary	Alaba Williams
	FRC/2020/002/00000020510
Registered Office	Unity Bank Plc
	Plot 42, Ahmed Onibudo Street
	Victoria Island
	Lagos
Independent Auditor	KPMG Professional Services
	KPMG Tower
	Bishop Aboyade Cole Street
	Victoria Island
	Lagos
	www.kpmg.com/ng
Tax Advisors	Ijewere & Co
	(Chartered Tax Advisory)
	Itoya House, 126 Lewis Street
	P. O Box 8713
	Lagos, Nigeria
	FRC/2015/ICAN/00000011189
Registrars office	Unity Registrars Limited
	25, Ogunlana Drive
	Surulere
	Lagos
	FRC/2014/CIBN/00000007827
Bank's Registered Number	94524
Bank's Tax Identification Number	00797699-0001

UNITY BANK PLC

DIRECTOR'S REPORT

For the year ended 31 December 2023

The Directors present their annual report on the affairs of Unity Bank Plc ("the Bank") together with the financial statements and Independent Auditor's report for the year ended 31 December 2023.

Representation

The Board of Directors represents all shareholders and acts in the best interest of the Bank. Each Director represents the Bank's shareholders regardless of the manner in which he/she was appointed. Each Director undertakes not to seek, nor to accept, any benefit liable to compromise his/her independence.

Legal form

The Bank was incorporated in Nigeria under the Companies and Allied Matters Act as a private limited company on 27th April, 1987 with the name Intercity Bank Limited. It was granted license on 28th October 1987 to carry on the business of commercial banking and commenced full banking business operation on 28th October, 1988. The Bank was converted into a Public Limited Liability Company on 8th September, 1992. Following the consolidation reforms introduced and driven by the Central Bank of Nigeria in 2004, the Bank after its merger with eight other Banks, changed its name to Unity Bank Plc on 30th December, 2005 and its shares are currently quoted on the Nigerian Stock Exchange.

Principal activity

The principal activity of the Bank is the provision of banking and other financial services to corporate and individual customers. Such services include but not limited to granting of Loans and Advances, Corporate Banking, Retail Banking, Consumer and Trade Finance, International Banking, Cash Management, Electronic Banking services and money market activities.

Business review and future development

The Bank carried out banking activities in accordance with its Memorandum and Articles of Association. A comprehensive review of the business for the year and the prospects for the ensuing year is contained in the Managing Director's report that will be presented in the annual report.

Property and equipment

Information relating to the changes in property and equipment of the Bank during the year is provided in note 21 of the financial statement. In the opinion of the Directors, the fair value of the Bank's property and equipment is not less than the value shown in the accounts and are in line with the related statement of accounting policy of the Bank.

Operating results

The table below summarises the financial performance of the Bank in the year under review:

		Dec-23	Dec-22
		N'000	N'000
	Gross earnings	59,364,269	57,149,854
	(Loss)/profit before minimum and income tax	(62,339,595)	1,386,125
	Minimum tax expense	(297,505)	(285,280)
	(Loss)/profit before tax	(62,637,100)	1,100,845
	Income tax expense	(25)	(159,470)
	(Loss)/profit after tax	(62,637,125)	941,375
	(Loss)/profit attributable to shareholders
	Earnings per share
	Basic and diluted (loss)/ earnings per share (Kobo)	(535.85)	8.05
g.	Dividends
The Bank did not declare any dividend during the year (2022: Nil)
h.	Directors
	Hafiz Mohammed Bashir^	Chairman
	Tomi Somefun	MD/CEO
	Prof. Iyabo Obasanjo	Non Executive Director
	Halima Babangida	Non Executive Director
	Sam N. Okagbue FCArb	Non Executive Director (Independent)
	Yabawa Lawan Wabi, mni	Non Executive Director
	Temisan Tuedor	Executive Director
	Ebenezer Kolawole	Executive Director
	Usman Abdulqadir	Executive Director

- appointed acting chairman effective 27 April 2023 * appointed effective 27 April 2023
Director's shareholding

The Directors who held office during the year, together with their direct and indirect interests in the issued share capital of the Bank as recorded in the register of directors' shareholding and/or as notified by the directors for the purposes of section 301 of the Companies and Allied Matters Act 2020 and the listing requirements of the Nigerian Stock Exchange are as stated below:

UNITY BANK PLC

DIRECTOR'S REPORT

For the year ended 31 December 2023

Directors holdings		31-Dec-2023			31-Dec-2022
Name Of Directors	Direct Holdings	Indirect Holdings	%	Direct Holdings	Indirect Holdings	%
Hafiz Mohammed	NIL	648,472,967	5.54%	NIL	648,472,967	5.54%
Bashir

Prof.	Iyabo	NIL	926,104,410	7.92%	NIL	926,104,410	7.92%
Obasanjo2

Halima Babangida1	38,191,947	NIL	0.33%	38,191,947	NIL	0.00
Sam N. Okagbue	NIL	NIL	-	NIL	NIL	-
Yabawa Lawan	NIL	4,001,130,848	34.22%	NIL	4,001,130,848	34.22%
Wabi3

Tomi Somefun	NIL	NIL	-	NIL	NIL	-
Temisan Tuedor	NIL	NIL	-	NIL	NIL	-
Ebenezer Kolawole	NIL	NIL	-	NIL	NIL	-
Usman Abdulqadir	NIL	NIL	-	NIL	NIL	-

El-AminNig. Limited. and B-Sha Limited

Tempo Food & Packing Limited, Obasanjo Holdings, Alarab Properties Limited, Agro Mixed Nigeria Limited, Ibad Limited

3 Asset Management Corporation of Nigeria (AMCON)

Directors interest in contracts
For the purpose of section 303 of the Companies and Allied Matters Act 2020, all contracts with related parties during the year were conducted at arm' length.
Information relating to related parties transactions are contained in Note 48 to the financial statements
Shareholding analysis
The shareholding pattern of the Bank as at 31 December 2023 is as stated below:

Range	No Of Shareholders	Unit
1 - 9999	56,425	55,398,904
10000 - 50000	4,697	102,278,130
50001 - 100000	1,021	76,749,664
100001 - 500000	987	211,094,738
500001 - 1000000	185	134,157,428
1000001 - 50000000	165	365,995,883
50000000 - 100000000	27	192,376,276
100000001 - 500000000	46	2,169,347,243
500000001 - 1000000000	3	1,870,339,397
1000000001 - 5000000000	3	6,511,600,279
TOTAL	63,559	11,689,337,942

The shareholding pattern of the Bank as at 31 December 2022 is as stated below:

Range	No Of Shareholders	Unit
1 - 9999	56,319	55,136,011
10000 - 50000	14,543	98,474,338
50001 - 100000	3,424	68,896,786
100001 - 500000	3,255	180,301,639
500001 - 1000000	1,181	90,129,045
1000001 - 50000000	105	219,812,958
50000000 - 100000000	19	145,334,387
100000001 - 500000000	49	2,449,313,102
500000001 - 1000000000	3	1,870,339,397
1000000001 - 5000000000	3	6,511,600,279
TOTAL	78,901	11,689,337,942

Substantial interest in shares

According to the register of members as at 31 December 2023, no shareholder held more than 5% of the issued share capital of the Bank except the following:

Shareholder	No of Shares held	Shareholding (%)
ASSET MANAGEMENT CORPORATION OF NIGERIA (AMCON)	4,000,130,848	34.22%
PANAFRICAN CAPITAL NOMINEE	1,480,614,483	12.67%
LIGHTHOUSE CAPITAL LIMITED	1,053,199,290	9.01%
IBAD LIMITED	717,722,190	6.14%
EL-AMIN (NIG.) LTD	615,889,636	5.27%
TOTAL	7,867,556,447	67.31%

UNITY BANK PLC

DIRECTOR'S REPORT

For the year ended 31 December 2023

According to the register of members as at 31 December 2022, no shareholder held more than 5% of the issued share capital of the Bank except the following:

Shareholder	No of Shares held	Shareholding (%)
ASSET MANAGEMENT CORPORATION OF NIGERIA (AMCON)	4,000,130,848	34.22%
PANAFRICAN CAPITAL NOMINEE	1,480,614,483	12.67%
LIGHTHOUSE CAPITAL LIMITED	1,053,199,290	9.01%
IBAD LIMITED	717,722,190	6.14%
EL-AMIN (NIG.) LTD	615,889,636	5.27%
TOTAL	7,867,556,447	67.31%

Acquisition of own shares

The Bank did not purchase its own shares during the year (2022: Nil).

Corporate Social Responsibility (CSR)

For the period ended 31 December 2023, the Bank expended the sum of 55.5 million, (December 2022 - 33.5 million) on various CSR Commitments. CSR commitments usually cover the fields of Education/Capacity Building, Trade Promotions, Value Reorientation, Professional Developments, Community Interventions, Sports and Health as follows:

The schedule of the CSR as at 31st December 2023 is as stated below:

SN	Details of expenditure	Category	Amount (N'000)
1	OSUN STATE MINISTRY OF LOCAL GOVT WORKERS	Training	20,000
2	CHARTERED INSTITUITE OF BANKERS (CIBN)	Professional Development	23,000
3	HOMELAND OPEN UNIVERSITY	Education	10,000
4	CHARTERED INSTITUTE OF TAXATION OF NIG	Professional Development	500
5	NYSCs 50th ANNIVERSARY CELEBRATION PROGRAM	Education	1,000
6	ISOKEN NWEBUNANKA FOUNDATION	Community Intervention	1,000

	TOTAL		55,500

The schedule of the CSR as at 31st December 2022 is as stated below:

SN	Details of expenditure	Category	Amount (N'000)
1	FINANCIAL INSTITUTION TRAINING CENTER (FITC)	Professional Development	15,000
2	CHARTERED INSTITUITE OF BANKERS (CIBN)	Professional Development	17,500
3	RESWAYE IRO EARTH DAY	Education	500
4	ALTSCHOOL AFRICA	Education	500
	TOTAL		33,500

Human Resources

Commitment to Equal Employment Opportunity

The Bank is committed to maintaining positive work environment and to conduct business in a positive professional manner by consistently ensuring equal employment opportunity to all irrespective of gender.

Directors and staff analysis by gender are given in the tables below:

Analysis of total employees

	31 DECEMBER 2023	31 DECEMBER 2022
Employees	Number	Percentage	Number Percentage
Male	797	63%	813	62%
Female	477	37%	488	38%
	1,274	100%	1,301	100%

(b) Analysis of Board and top management staff

Board members (Executive and Non-Executive Directors)

	31 DECEMBER 2023	31 DECEMBER 2022
	Number	Percentage	Number Percentage
Male	5	56%	6	67%
Female	4	44%	3	33%
	9	100%	9	100%
	31 DECEMBER 2023	31 DECEMBER 2022
ii Top Management staff (AGM-GM)
	Number	Percentage	Number Percentage
Male	14	82%	18	86%
Female	3	18%	3	14%
	17	100%	21	14%

UNITY BANK PLC

DIRECTOR'S REPORT

For the year ended 31 December 2023

(c ) Further analysis of Board and top management staff

				31 DECEMBER 2023
	Male			Female		Total
Assistant General Managers	3	100%	0	0%	3	100%
Deputy General Managers	8	80%	2	20%	10	100%
General Managers	3	75%	1	25%	4	100%
Board Members (NEDs))	2	40%	3	60%	5	100%
Board Members (EDs ex MD/CEO)	3	100%	0	0%	3	100%
Managing Director/CEO	0	0%	1	100%	1	100%
	19		7		26
	Male			Female		Total
Assistant General Managers	5	100%	0	0%	5	100%
Deputy General Managers	9	82%	2	18%	11	100%
General Managers	4	80%	1	20%	5	100%
Board Members (NEDs))	3	60%	2	40%	5	100%
Board Members (EDs ex MD/CEO)	3	100%	0	0%	3	100%
Managing Director/CEO	0	0%	1	100%	1	100%
	24		6		30

Employment of Disabled Persons

The Bank continues to maintain a policy of giving fair consideration to the application for employment made by disabled persons with due regard to their abilities and aptitudes. The Bank's policy prohibits discrimination of disabled persons in the recruitment, training and career development of its employees. In the event of members of staff becoming disabled, efforts are made to ensure that their employment with the Bank continues and appropriate training arranged to ensure that they fit into the Bank's working environment.

Health, Safety and Welfare at Work

The Bank enforces strict health and safety rules and practices at the work environment, which are reviewed and tested regularly and employees are aware of existing regulations. The Bank provides subsidies to all levels of employees for transportations, housing, lunch and also medical expenses both for staff and their immediate families. Fire prevention and fire-fighting equipment are installed in strategic locations within the Bank's premises.

The Bank operates both a Group Personal Accident and the Workmen's Compensation Insurance covers for the benefit of its employees. It also operates a contributory pension plan in line with the amended Pension Reform Act 2014.

Employee Involvement and Training

The Bank is committed to keeping employees fully informed as much as possible regarding the Bank's performance and progress and seeking their opinion where practicable on matters which particularly affect them as employees. In accordance with the Bank's policy of continuous development, training is carried out at various levels and employees are nominated to attend both local and international courses. These are equally complemented by on-the-job Formal and informal channels are also employed in communicating with employees with an appropriate two-way feedback mechanism. Incentive schemes designed to encourage involvement of employees in the Bank's performance are implemented whenever appropriate.

Whistle Blowing

Pursuant to the requirements of the new code of corporate governance, the Bank has set up both electronic (On both its external website and internal portals) and manual (Visible whistle blowing boxes across all its locations) mechanisms to ensure its compliance.

Statutory Audit Committee

Pursuant to the requirements of the Companies and Allied Matters Act (CAMA) 2020, the Bank has in place a Statutory Audit Committee comprising two Non-Executive Directors and three representatives of Shareholders as follows:

1	Sunday Akinniyi (Shareholder's representative)	-	Member
2	Ahmed U Ndanusa (Shareholder's representative)	-	Member
3	Funke Titilayo Shodeinde (Shareholder's representative)	-	Member
4	Sam N. Okagbue (Independent Director)	-	Member
5	Yabawa Lawan Wabi mni (Non-Executive Director)	-	Member

Disclosure of customer complaints in financial statements for the year ended 31 December 2023.

	NUMBER		AMOUNT CLAIMED (N'000)	AMOUNT REFUNDED (N'000)
	31 DEC	31 DEC	31 DEC	31 DEC	31 DEC	31 DEC
	2023	2022	2023	2022	2023	2022
Pending complaints	24	7	4,866	2,724,660
brought forward

Received	106,035	95,958	1,621,270	7,431,216
complaints

Resolved	106,040	95,941	1,603,136	10,151,010	107,959	263,928
complaints

Complaints carried	19	24	23,000	4,866
forward

There were no complaints received and resolved by the Bank in other currencies for the year ended 31 December 2023 (2022: Nil).

UNITY BANK PLC

DIRECTOR'S REPORT

For the year ended 31 December 2023

Events after the reporting date

There are no other events after the reporting date, which could have had material effect on the financial position of the Bank as at 31 st December 2023 and the profit and other comprehensive income for the period ended at that date.

Auditors

Messers KPMG professional services have indicated their willingness to continue in office as auditors to the Bank in accordance with section 401 of the Companies and Allied Matters Act of Nigeria 2020. A resolution will be proposed at the Annual General Meeting to authorise the directors to determine their remuneration.

BY ORDER OF THE BOARD

FRC/2020/002/00000020510

Company Secretary

Unity Bank Tower

Plot 42, Ahmed Onibudo Street

Victoria Island, Lagos.

Dated this 24th day of May 2024

UNITY BANK PLC

Statement of Corporate Responsibility for the Financial Statements

For the year ended 31 December 2023

Further to the provisions of section 405 of the Companies and Allied Matters Act (CAMA), 2020, we, the Managing Director/CEO and Chief Financial Officer, hereby certify the financial statements of Unity Bank Plc for the year ended 31 December 2023 as follows:

That we have reviewed the audited financial statements of the Company for the year ended 31 December 2023.
That 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, in the light of the circumstances under which such statement was made.
That 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 and for, the year ended 31 December 2023.
That we are responsible for establishing and maintaining internal controls and have designed such internal controls to ensure that material information relating to Unity Bank Plc is made known to the officer by other officers of the companies, during the year ended 31 December 2023.
That we have evaluated the effectiveness of the internal controls within 90 days prior to the date of audited financial statements, and
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.
1. there are no significant deficiencies in the design or operation of internal controls which could adversely affect the ability to record,

Executive Director/Chief Financial Officer

FRC/2013/ICAN/00000001964

24th May 2024

Managing Director/CEO

FRC/2013/ICAN/00000002231

24th May 2024

UNITY BANK PLC

CORPORATE GOVERNANCE REPORT

For the year ended 31 December 2023

COMPLIANCE STATUS

In the opinion of the Board of Directors, during the year under review, the Bank complied with the following Codes of Corporate Governance: a. The Central Bank of Nigeria (CBN) issued Code of Corporate Governance for Banks and Discount Houses in Nigeria 2014.

b. The Securities and Exchange Commission (SEC) issued Code of Corporate Governance for public companies. c. The National Code of Corporate Governance for Public Companies which became effective in January 2019.

SHAREHOLDERS' MEETING

The shareholders remain the highest decision making body of Unity Bank Plc, subject however to the provisions of the Memorandum and Articles of Association of the Bank, and other applicable legislation. At the Annual General Meetings (AGM), decisions affecting the Management and strategic objectives of the Bank are taken through a fair and transparent process. Such AGMs are attended by the shareholders or their proxies and proceedings at such meetings are monitored by members of the press and representatives of the Nigerian Stock Exchange, Central Bank of Nigeria, Nigeria Deposit Insurance Commission, Corporate Affairs Commission, Securities and Exchange Commission and the Bank's statutory auditors.

OWNERSHIP STRUCTURE

At inception, the public sector ownership within the Bank was more than the regulatory threshold of 10%, the Bank had between 2006 to 2010 reduced the public sector from 70% to 30.40%.

The Bank through the 2014 Capital Raising exercise (vide Rights Issue and Private Placement) diluted the percentage of public sector shareholding in the Bank from 30.40% as at September 3, 2014 to 8.91% as at December 31, 2014. The public sector ownership currently stands at 8.27% as at 31 December 2023.

By so doing the Bank has complied fully with Clause 5:1:2 of the revised Central Bank of Nigeria (CBN) Code of Corporate Governance.

BOARD OF DIRECTORS

The Board of Directors consists of the Chairman, Managing Director/Chief Executive Officer (MD/CEO), Executive Directors (EDs), Non-Executive Directors (Non-EDs) and Independent Directors. The Directors have diverse background covering Economics, Agricultural Economics, Management, Accounting, Psychology, Information Technology, Public Administration, Law, Engineering, and Business Administration. These competences have impacted on the Bank's stability and growth.

The office of the Chairman of the Board is distinct and separate from that of the Managing Director/Chief Executive Officer and the Chairman does not participate in running the daily activities of the Bank. There are no family ties within the Board members.

We confirm that the Chairman of the Board is not a member of any Board Committee and appointment to the Board is made by the shareholders at the Annual General Meeting upon the recommendation of the Board of Directors.

MEMBERSHIP OF THE BOARD OF DIRECTORS

Memberships of the Board of Directors during the year ended 31 December 2023 were as follows:

S/N	Director's Name	Position Held within the Board
1	Hafiz Mohammed Bashir^	Board Ag. Chairman
2	Prof. Iyabo Obasanjo*	Non Executive Director
3	Sam N. Okagbue FCArb	Independent Director
4	Yabawa Lawan Wabi, mni	Non Executive Director
5	Halima Babangida*	Non Executive Director
6	Tomi Somefun	Managing Director/CEO
7	Temisan Tuedor	Executive Director
8	Ebenezer Kolawole	Executive Director
9	Usman Abdulqadir	Executive Director
	^ appointed acting chairman effective 27 April 2023

* appointed effective 27 April 2023

STANDING BOARD COMMITTEES

The Board carried out its oversight responsibilities through five (5) standing Committees whose terms of reference it reviews regularly. All the Committees have clearly defined terms of reference, which set out their roles, responsibilities and functions, scope of authority and procedures for reporting to the Board. In Compliance with Code No. 6 on industry transparency, due process, data integrity and disclosure requirement, the Board had in place the following Committees and reporting structures through which its oversight functions were performed:

Board Risk Management & Audit Committee;

Board Credit Committee;

Board Finance and General Purpose Committee;

Board Governance & Nominations Committee.

Statutory Audit Committee

BOARD RISK MANAGEMENT AND AUDIT COMMITTEE

The Board Risk Management & Audit committee has over sight functions over the Bank's internal control systems, financial reporting, disclosure policies and practices and insulating the Bank from operational and lending risks. The Committee is responsible for overseeing on behalf of the Board and shareholders.

The integrity of financial reporting
The soundness and adequacy of the Bank's internal control systems
The independence, qualification and performance of internal and external auditors
Entrenching a culture of good corporate governance

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