Plc
RC: 40590
Authorised and Regulated by NAICOM RIC 091
2016 IDEAS
ANNUAL AHEAD!
REPORT
This year’s theme reflects the
company’s fresh incursion into
the world of our customers armed
with fresh ideas and innovation.
We aim to maximize the gains made
possible through the deployment
of technology and fresh ideas that covers
a wider spectrum of customer needs
while increasing the efficiency of
service delivery.
PAGE
02
Contents
About SA 04-05
06-08
Introduction 09-11
Corporate Profile
Notice of Annual General Meeting 12
Result at a Glance
13-15
Corporate Information 16-18
Chairman’s Statement 19
Board Of Directors
Statement of Director’s Responsibilities 20-24
25
Director’s Report
26-34
Report of the Directors 35-38
Report of Audit Committee 39-41
Corporate Governance Report 42-46
Management’s Discussion & Analysis 47-50
CEO’s Report 51-74
Management Team
Independent Auditor’s Report 75
Summary of Significant Accounting Policies
76
Financial Summary 77-78
Consolidated and Separate Statement of Financial Position 79
80-104
Consolidated and Separate Statement of Profit or 105-125
Loss and other Comprehensive Income 126-131
Statement of Changes in Equity
132
Consolidated and Separate Statement of Cash Flows 133
Other Notes to the Financial Statements 134-153
154-155
- Risk Management Report 156-158
Appendix to the Financial Statements 159
Determination of Solvency Margin 160
Branch Network Report
Unclaimed Dividend
Consolidation of Account
Proxy Form
Share Capital History
E-Dividend Activation Form
2016 Standard Alliance Insurance Plc
and Its Subsidiary Company
ANNUAL
REPORT
About SA
2016
ANNUAL
REPORT
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04
Introduction
Standard Alliance Insurance Plc financial statements complies with the applicable legal requirements
of the Companies and Allied Matters Act CAP C20 LFN 2004, regarding financial statements and
comprise Consolidated and Separate Financial Statements for the year ended 31 December 2016.
The consolidated financial statements of the Company and its subsidiary have been prepared in
compliance with International Accounting Standard 1, 'Presentation of financial statements' issued by
the International Accounting Standards Board.
2016 Standard Alliance Insurance Plc
and Its Subsidiary Company
ANNUAL
REPORT
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05
Our Vision
To be the preferred insurance
and investment services provider
in Africa.
Our Mission
To become the best insurance
company through continuous
innovation and professionalism;
TO CUSTOMERS TO EMPLOYEES TO SHAREHOLDERS TO THE STATE
An exceptional A pride to own
experience A prestigious, A responsible
pleasant and corporate citizen
conducive work
environment that
rewards excellence.
2016 Standard Alliance Insurance Plc
and Its Subsidiary Company
ANNUAL
REPORT
Our Values PAGE
Service
06
Trust
Resilience Account
ability
Our corporate organizational
values derive from the letters Standard Alliance Insurance Plc
of the word ‘STAR and Its Subsidiary Company
2016
ANNUAL
REPORT
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07
Corporate Profile
Standard Alliance Insurance Plc (SA Insurance Plc) is a high profile, technology-driven and customer oriented
company ranking among the best and most respected insurance companies in Nigeria, both in terms of product
and service delivery. SA Insurance Plc, a frontline underwriting company licensed by the National Insurance
Commission (NAICOM) to transact general and special risk insurance businesses, emerged from the now
defunct Jubilee Insurance Limited which was acquired in August 1996 by keen Nigerian turn-around investors.
The Company commenced full operations as Standard Alliance Insurance Limited in 1996, went public and
became quoted on the Nigerian Stock Exchange in 2003. SA Insurance Plc which was recapitalized in 2008 when
it issued additional shares to the public has an authorised share capital of N7bn, a shareholders' funds of N4.6bn
and an asset base which is currently N11.7bn. The Company's gross premium written as at the end of 2015 is
N5.2bn.
Gemrock Management Co. ltd. In December 2014, acquired a strategic interest in Standard Alliance with a new
Board and Management put in place to implement a transformation programme that will see the Company
emerge as a dominant player in the insurance sector.
2016 Standard Alliance Insurance Plc
and Its Subsidiary Company
ANNUAL
REPORT
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08
Corporate Information
Country of Incorporation and domicile Company Registration Number
Nigeria RC: 40590
Nature of business and principal activities
The principal activity of the Company
and its subsidiary is general and special
risk insurance and life assurance and
annuity business
Directors Chairman (Appointed 31/03/2016)
Johnson Chukwu Chairman (Resigned 30/03/2016)
Brig. Gen. Dominic Oneya (Rtd) Chief Executive Officer
Bode Akinboye Executive Director Technical (Appointed 25/4/2017)
Bolaji Oladipo Executive Director (Resigned 29/11/2016)
Orerhime Emerhor-Iwuagwu Director
Omolola Oshiafi Director
Adetayo Akintunde Director
Etigwe Uwa, SAN Director
Austin Enajemo-Isire
Company Secretary Registered office Registrars
Uruemuesiri Oghen Plot 1 Block 94, Providence Street First Registrars and Investor
FRC/2016/NBA/00000014122 Lekki Scheme 1, Lekki Lagos Services Limited
Plot 2 Abebe Village Road,
Reinsurers Bankers Iganmu, Lagos
JLT Group Plc, London Access Bank Plc
African Reinsurance Corporation, Nigeria Ecobank Nigeria Limited Reinsurance Broker
Continental Reinsurance Plc, Nigeria Fidelity Bank Plc Feybil Insurance Brokers
Nigeria Reinsurance Plc, Nigeria First City Monument Bank Plc Auditors
WAICA Reinsurance Pool, Nigeria First Bank of Nigeria Limited BDO Professional Services
RKH Specialty Guaranty Trust Bank Plc (Chartered Accountants) ADOL House
Heritage Bank Limited Plot 15, Central Business District,
Keystone Bank Limited Alausa, Ikeja Lagos.
Skye Bank Plc
Sterling Bank Plc Actuaries
Union Bank of Nigeria Plc HR Nigeria Limited
United Bank for Africa Plc FRC/NAS/0000000738
Unity Bank Plc
Wema Bank Plc Standard Alliance Insurance Plc
Zenith Bank Plc and Its Subsidiary Company
2016
ANNUAL
REPORT
PAGE
09
Notice of The Twenty First Annual
General Meeting
NOTICE IS HEREBY GIVEN that the 21stAnnual General meeting of STANDARD ALLIANCE INSURANCE PLC will hold at the
Event Hall, Plot 1, Block 94, Providence Street, Lekki Phase 1, Lekki, Lagos State on 21st September, 2017at 11am prompt to
transact the following business:
ORDINARY BUSINESS
1. To receive the Audited Financial Statements for the year ended 31st December, 2016 together with the
Report of Directors, Auditors and Audit Committee thereon.
2. To re-elect the following Directors who in accordance with Article 83 of the Company’s Articles of Association, retire
by rotation, but are eligible and offer themselves for re-election:
?Mr. Johnson Chukwu as a Non-Executive Director
?Mrs. Adetayo Akintunde as a Non-Executive Director
3. To ratify the appointment of the following Director appointed to fill a casual vacancy:
?Mr. Bolaji Oladipo
4. To re-appoint BDO Professional Services as the Auditors of the Company and to authorize the Directors to fix their
remuneration.
5. To elect members of the Statutory Audit Committee.
SPECIAL BUSINESS:
To consider and if thought fit, pass the following resolutions as Ordinary Resolutions:
1. To fix the remuneration of the Directors.
2. “That subject to the post listing rules (Rules Governing Transactions with Related Parties or Interested Persons) of the
Nigerian Stock Exchange, a General Mandate be and is hereby given for the Company to enter into recurrent related
party or interested party transactions provided such transactions are of a revenue or trading nature or are necessary
for the Company’s day to day operations; and that the Directors be and are hereby authorized to complete and do
all such acts and things (including executing all such documents as may be required) to give effect to the
transactions as authorized by this Ordinary Resolution.”
3. “That the Directors be and are hereby authorized to take all steps they may deem appropriate to raise additional
capital for the Company by way of special placements or Public Offer with or without preferential allotment, rights
issue, bond issue, convertible loans, mezzanine finance or any combination of the foregoing, or in such other
manner as the Directors may, in their discretion approve and subject to the approval of the Regulatory Authorities.”
4. To consider and if thought fit, pass the following resolutions as Special Resolutionsfor the reduction of share
capital of the Company:
2016 Standard Alliance Insurance Plc
and Its Subsidiary Company
ANNUAL
REPORT
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10
“THAT following the merger of the then Standard Alliance Insurance Plc and Standard Alliance Life Assurance Limited, and
subject to the confirmation of the Court:
4.1. “The the post-Merger share premium of N7,529,796,430.00 (Seven Billion, Five Hundred and Twenty Nine Million,
Seven Hundred and Ninety Six Thousand, Four Hundred and Thirty Naira only) be reduced by the sum of
N7,529,796,430.00 (Seven Billion, Five Hundred and Twenty Nine Million, Seven Hundred and Ninety Six Thousand,
Four Hundred and Thirty Naira only) by creating a Special Reserve Account of N7,529,796,430.00 (Seven Billion, Five
Hundred and Twenty Nine Million, Seven Hundred and Ninety Six Thousand, Four Hundred and Thirty Naira only)
for the purpose of writing off the losses of the Company; and
4.2. “The post-Merger issued Share Capital of the Company be and is hereby reduced from N6,455,520,000.00 (Six
Billion, Four Hundred and Fifty Five Million, Five Hundred and Twenty Thousand Naira only to N2,151,840,000.00
[Two Billion, One Hundred and Fifty One Million, Eight Hundred and Forty Thousand Naira only)by cancelling and
extinguishing 8,607,360,000 (Eight Billion, Six Hundred and Seven Million, Three Hundred and Sixty Thousand) units
of the issued Ordinary Shares of N0.50 kobo each in the Company, each of which is fully paid up, and the amount by
which the Share Capital is so reduced be credited into the Special Reserve Account created above for the purpose of
writing off the losses of the Company.
4.3. That the share reduction in paragraph 4.2 above be applied pro –rata the existing issued shares of the Company,
such that following such reduction, each shareholder of the Company as at the last trading day before the Share
Reduction, will hold 1 (One) Ordinary Share of N0.50k each for every 3 (Three) Ordinary Shares held by them prior to
the reduction.
4.4. “That the Directors be and are hereby authorized to use the Special Reserve Account of N11,833,476,430.00 (Eleven
Billion, Eight Hundred and Thirty Three Million, Four Hundred and Seventy Six Thousand, Four Hundred and Thirty
Naira only) created pursuant to the above resolutions in writing off part of the losses of the Company”.
5. “That the Board of Directors be and is hereby authorized to do all such acts, deeds, matters and things as the Board
may deem necessary to give effect to the aforementioned resolutions of the Company.”
Dated this 18th day of August, 2017
BY ORDER OF THE BOARD
Uruemuesiri Oghen Uruemuesiri Oghen
Company Secretary Company Secretary
FRC/2016/NBA/00000014122
Standard Alliance Insurance Plc
2016 and Its Subsidiary Company
ANNUAL
REPORT
PAGE
11
Notes To The Notice Of Annual
General Meeting
PROXIES
A member of the company entitled to attend and vote at the Annual General Meeting is entitled to appoint a proxy to attend
and vote in his/her stead. A proxy need not be a member of the company. A detachable blank proxy form is attached to the
Annual Report. If it is to be valid for the purpose of the meeting, it must be duly completed and stamped at the Stamp Duties
Office and deposited with the Registrars, First Registrars & Investor Services Limited. at Plot 2, Abebe Village Road, Iganmu,
Lagos State not later than 48 hours before the time fixed for the meeting.
CLOSURE OF REGISTER OF MEMBERS AND TRANSFER BOOKS
The Register of Members and Transfer Books of the Company will be closed from Monday 11th September, 2017 to Friday
15th September, 2017 (both dates inclusive) for the purpose of updating the Register and determining Shareholders who
are qualified to attend the meeting.
UNCLAIMED SHARE CERTIFICATES AND DIVIDEND WARRANTS
All Shareholders are hereby informed that the Registrars of the Company are holding Share Certificates and Dividend
Warrants which have been returned by the Post Office as “Unclaimed”. Some Dividend Warrants sent to Shareholders'
registered addresses or their bankers too are yet to be presented for payment or returned to the Registrars of the Company
for revalidation. The affected Shareholders should please contact the Registrars.
NOMINATION FOR THE STATUTORY AUDIT COMMITTEE
In accordance with Section 359 (5) of the Companies and Allied Matters Act CAP C20, Laws of the Federation of Nigeria
(LFN), 2004, any member may nominate a Shareholder for appointment to the Audit Committee. Such nomination should
be in writing and must reach the Company Secretary not less than 21 days before the Meeting. The National Insurance
Commission's code of Corporate Governance 2009, states that some of the members of the Audit Committee should have
requisite knowledge of accounting, financial analysis and financial reporting.
Also, the Securities and Exchange Commission's code of Corporate Governance 2011 provides that members of the Audit
Committee should have basic financial literacy and should be able to read financial statements. We would therefore request
that nominations be accompanied by a copy of the nominee's curriculum vitae.
SHAREHOLDERS' RIGHT TO ASK QUESTIONS
Shareholders of the Company's securities reserve the right to ask questions not only at the meeting but also in writing on any
matter, subject or issue contained in the Annual Report and Accounts. Such questions may be addressed to the Company
Secretary and submitted to the registered office of the Company or sent by electronic mail to [email protected] not
later than 7days before the Meeting.
BIOGRAPHICAL DETAILS OF DIRECTORS FOR ELECTION OR RE-ELECTION.
Biographical details of directors standing for election or re-election are provided in the Annual Report.
E-REPORT & UNCLAIMED DIVIDEND LIST
Shareholders who wish to receive electronic copies of the Annual Report & Accounts and Unclaimed Dividends List should
please send their names and e-mail addresses to [email protected] and [email protected]. In
addition, Annual Reports are available online for viewing and download from our website at www.sainsuranceng.com.
WEBSITE
A copy of this Notice and other information relating to the Meeting can be found at www.sainsuranceng.com.
2016 Standard Alliance Insurance Plc
and Its Subsidiary Company
ANNUAL
REPORT
PAGE
12
Results at a glance
Statement of Comprehensive Income Group Company Group Company Group Company
2016 2016 2015 2015 %%
N'000 N'000 N'000 N'000 (16) (15)
Gross premium written 4,378,185 2,511,965 5,235,571 2,956,271
Net premium income 3,648,407 2,008,180 4,572,789 2,467,540 (20) (19)
Claims expenses (1,436,046) (851,594) (2,077,752) (824,794) (31) 3
Underwriting results 1,224,482 (78)
Investment income 271,847 676,425 1,233,998 (45)
Management expenses 288,475 222,255 313,325 197,132 (8) 13
(1,515,525) (1,426,478) (1,405,420) 2 1
(Loss)/profit before tax (1,120,270) (1,484,138)
(1,214,604) 713,867 (248) (257)
819,040
Statement of Financial Position:
Cash and cash equivalents 485,013 347,097 1,317,866 730,785 (63) (53)
Investment in related Companies - 277,673 - 406,728 - (32)
Investment property 3,824,589 1,300,000 3,304,563 1,150,000 16 13
Insurance contract liabilities 5,022,163 2,443,530 4,404,741 2,226,847 14 10
Paid up share capital 5,996,587 5,996,587 5,996,587 5,996,587 - -
Shareholders' funds 4,651,923 4,596,798 4,348,780 4,176,469 10
Total Assets 13,020,020 9,636,834 11,787,369 8,435,622 7 14
10
Per share data (10) (9) 7 7 (237) (238)
Basic (loss)/profit per share (kobo) 41 38 36 35 14 9
Net assets per share (Adjusted)
Share price (kobo) 50 50 50 50 - 1
General
Number of Shareholders 70,443 70,443 70,991 70,991 - (1)
Number of Employees 239 120 246 118 (3) 2
Number of Branches 26 14 26 14 - -
2016 Standard Alliance Insurance Plc
and Its Subsidiary Company
ANNUAL
REPORT
PAGE Distinguished Shareholders, Directors, Ladies and
gentlemen. It is with great pleasure that I welcome you all
13 to the 21st Annual General Meeting of Standard Alliance
Insurance Plc.
Chairman’s
Statement This shall be the last AGM as a General Insurance
company, as we have obtained a License from National
MR. JOHNSON Insurance Commission (NAICOM) to operate as a
EGU CHUKWU composite Insurance Company with effect from 2017. This
is a fall out of your resolution at the last Annual General
Chairman Meeting.
Despite the Global Economy
challenges faced The recent trend of populism and anti-establishment
in 2016, I have no sentiment in developed nations has raised the ghoul for
doubt in my mind protectionism, with concerns for the future of global trade.
that economic
growth will return The global economic landscape in 2016 was one of the
in 2017... most uncertain in recent times, and was exacerbated by a
number of unexpected events. At the beginning of the
2016 year, the IMF had initially estimated 3.4% real global
growth for 2016; however, by the end of the year, actual
ANNUAL growth amounted to 3.1%, just short of the previous year's
REPORT 3.2%. The impact of policy uncertainty in the advanced
economies accounted for a decline in real growth to 1.6%,
from 2.1% in the previous year, while growth in emerging
and developing economies remained flat at 4.1%,
underpinned by higher commodity prices and growth in
China.
Brexit for instance, was a negative surprise for global
markets, particularly given the fact that it has emboldened
nationalist ideology across many countries. In the same
vein, the American presidential election threw up its own
now well-chronicled surprises which made Donald Trump
emerge the 45th President of the United States of America.
All these have raised questions over the future of
globalization.
Global growth persists to be driven by the advanced
economies and economy functions have been aided by
monetary policies targeted stimulating consumption,
output and employment. This is in contrast to emerging
Standard Alliance Insurance Plc
and Its Subsidiary Company
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14
and developing economies like ours, where economic growth has slowed and the impact of volatile commodity
prices has continued to be felt.
Nigeria Economy
Nigeria suffered particularly from the sharp drop in crude oil price to $27.88/bbl in January 2016 – the lowest
level since 2003, which manifested in the decline in external reserves to a 12-year low of $23.8 billion in October
2016. The situation was partly abated, at least on the global scene, due to concerted measures by major crude
oil producing nations as coordinated by OPEC to support crude oil prices by trimming supplies. This resulted in
a 104% rally in crude oil prices to a high of $57/bbl by December 2016. This brought a lot of optimisms.
However, the local situation was aggravated further by renewed attacks on oil facilities in the Niger Delta,
leading to production falling significantly short of capacity to lows of 1.3 million bbl per day. It was on this note
that the monetary authorities devalued the currency, while the fiscal authorities also removed subsidy on
petroleum products. This culminated in a rise in inflation to 18.6% by December 2016 – the highest level in over
10 years, and real GDP growth of -1.3% for the full year, further confirming Nigeria's first recession in 25 years.
During the year, foreign exchange management became increasingly challenging, with the authorities'
attempts at implementing a managed float system failing to address the fundamental causes of dollar illiquidity
and with significant depreciation of the local currency, Naira. The effect of the Central Bank of Nigeria (CBN)
policies pushed foreign exchange demand of business activities to the parallel market rates and driving cost
push inflation higher. The effectiveness of the CBN in managing this lingering issue will be the major
determinant of how our economy will evolve in the coming year(s).
Despite the challenges faced in 2016, I have no doubt in my mind that economic growth will return in 2017, as
the recent stability in oil price and increase in local production due to reduction in restiveness of the Niger Delta
militants, together with the execution of Federal Government's foreign borrowing initiative and efforts geared
towards economic diversification which has significantly strengthened our foreign currency reserves.
Highlights of 2016 Financial Performance
The year 2016 turned out to be very challenging amidst various economic indices with Nigerian economy in
recession, which was last witnessed 25 years ago. Therefore, the year was tense for most sectors but painfully
felt by insurance sector. Premium payments were low, low capacity utilization persisted leading to loss of
employment in various sectors, lack of confidence in government programmes, redundancy in various
industries and sectors of the economy. These and other factors negatively impacted on the year's financial
results as your company recorded a group premium of N4.3Billion (2015: 5.2Billion). An underwriting profit of
N271.8Million was posted as against N1.2Billion in 2015. Net loss was N1.3Billion as against a profit of
N887Million last year. Our balance sheet assets stood at N13.02Billion of which N4.65 Billion is being funded by
shareholders' equity.
Board Changes
During the year 2016, Mrs Orerhime Emerhor-Iwuagwu, resigned as a member of the Board effective 29
November 2016 . She joined the Board in 2007 and made contributions to the growth of the company. On
behalf of other Board members and shareholders, I hereby express sincere appreciation for her efforts and
excellent service to the company.
2016 Standard Alliance Insurance Plc
and Its Subsidiary Company
ANNUAL
REPORT
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Chairman’s Statement
Future Outlook
The Economy is on the path of recovery from all indices available to us and I am very optimistic that the
Company will return to the profit path in the coming year(s). The Executive and Management Staff have put in
efforts and commitments to put the Company on a stronger footing. Efficient and tenacious execution of our
strategic imperatives will be critical to our success as a Company. In addition, we shall take full advantage of all
opportunities and resources within our control to stimulate us from prolonged systemic issues.
As a result of all these, we have set out the following agenda for 2017;
?Develop new products to meet emerging coverage needs in a shared, connected economy.
?Expand digital distribution and virtual service to cut costs and gain competitive advantages.
?Enhance cyber risk management to stay ahead of evolving threats and comply with new
regulations.
?Treat technology modernization as a journey rather than a final destination.
?Deepen client engagement beyond renewals and claims while differentiating with ancillary services.
?Drive IoT (Internet of Things) strategies beyond auto insurance for personalized pricing and risk-
management incentives.
?Explore potential composite opportunities to deploy excess capital, create scale, and add capabilities.
Conclusion
Going into 2017, our mandate remains achieving strong financial results in what has become a challenging and
dynamic environment. We will continue to work and live by our values of execution, enterprise and excellence
towards optimal maximisation of opportunities that exist in our operating sectors.
I will like to appreciate our shareholders for their unfettered support to the Board and Management team of the
Company. Standard Alliance Insurance's people are its greatest assets; hence we acknowledge the dedication,
hard work and loyalty displayed by our people.
Finally, I thank the Board for its exemplary guidance and leadership in this very challenging time.
Distinguished shareholders, 2017 presents exciting opportunities for us and I am confident that with your
continued support, we shall be making significant strides in actualising a very successful year.
Thank you.
……………………………………….
Mr. Johnson Egu Chukwu
Chairman
2016 Standard Alliance Insurance Plc
and Its Subsidiary Company
ANNUAL
REPORT
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Board of Directors
MR. JOHNSON EGU CHUKWU MR. BODE AKINBOYE
CEO
Chairman
- Long standing experience in the Nigerian insurance sector.
- Initiator/Founder, Cowry Asset Management Limited. - Strategist in products packaging, marketing and corporate management.
- Facilitator, Institute of Chartered Accountants of Nigeria (ICAN). - Public speaker.
- Facilitator, Financial Institutions Training Centre (FITC). - Expert in capacity building and human resources development.
- Media commentator on the Capital Market, banking industry and general - Group Managing Director/ Chief Executive Officer,
economic issues. Standard Alliance Insurance Plc.
- Pioneer General Manager/Chief Executive Officer, Guardian Express Trust - Vice Chairman, Gemrock Management Company Limited.
Limited (now Spring Capital) – a subsidiary of Guardian Express Bank Plc (now - Former Group Managing Director, Standard Alliance Group.
Spring Bank Plc). - Championed the execution and success of the strategic plans of the Group.
- Former Deputy General Manager and Group Executive, Operations, Spring - Former Managing Director/CEO, Standard Alliance Insurance Plc.
Bank Plc. - Spearheaded the listing and quotation of the company on the
- Supervised at various times functions as Structured/Corporate Finance, Nigerian Stock Exchange.
Treasury, Risk Management, Operations, Human Capital Management, - Facilitated foreign direct investments of about USD $ 20m to the company.
Information technology and Facilities management at Guardian Express Bank - Former Chief Executive Officer, Standard Alliance Life Assurance Ltd.
Plc. - Former Financial Controller,
- Pioneer Chief Financial Officer, Guardian Express Bank Plc. - Former AGM (Oil/Energy, Financial Institution Marketing),
- Championed the setting up of Guardian Express Bank's Accounting systems, Standard Alliance Insurance Plc.
processes and Management/Financial reporting systems. - Former Management Accountant, Industrial and General Insurance Plc (IGI).
- Former Deputy Financial Controller, Diamond Bank Plc. - Fellow, Institute of Chartered Accountants of Nigeria (ICAN).
- Worked in Credit and Marketing (Trade Finance), Financial Control, Treasury - Member, Nigerian Institute of Management (NIM).
Operations and Branch Operations, Intercontinental Bank Plc (now Access - Member, Institute of Directors (IOD)
Bank Plc). - Alumnus, Lagos Business School (LBS), Pan African University.
- Alumnus, Lagos Business School (Pan African University). - Alumnus, Harvard Business School, Boston, USA.
- Attended courses at IESE Business School(University of Navarra) Barcelona, - Member, Governing Council of the Nigerian Insurers Association (NIA).
Spain; Wharton Business School (University of Pennsylvania) Philadelphia,
USA.
- Alumnus, University of Lagos.
- Fellow, Institute of Chartered Accountants of Nigeria.
- Fellow, Chartered Institute of Taxation.
2016 Standard Alliance Insurance Plc
and Its Subsidiary Company
ANNUAL
REPORT
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MR. BOLAJI OLADIPO MRS. ADETAYO AKINTUNDE MR. ETIGWE UWA, SAN
Executive Director, Technical Director Director
- Former Managing Director of Standard Alliance Life - Currently engaged in investment activities - Vast experience in insolvency practice, litigation
Assurance Limited before the recent merger of the covering and alternative dispute resolution.
company with its sister company Standard Alliance insurance, banking. - Asset to creditors and debtors for the resolution
Insurance Plc. - Former Managing Director/CEO, Springlife of proceedings in liquidation, winding-up and
Assurance Company where she championed the company restructuring.
- Former Executive Director, Business Development of company's return to profitability within six months. - Former Head, Litigation and Arbitration differently
Standard Alliance Life Assurance Limited. - Former Managing Director, ADIC Insurance at Sofunde, Osakwe, Ogundipe & Belgore and F. O.
Limited. Akinrele & Co Law firms.
- General Manager of Standard Alliance Life - Former Managing Director of African - Private practice at own Streamsowers & Co.
Assurance Limited company in charge of marketing General Insurance Brokers. - Dispute Resolution Partner, Streamsowers & Köhn
with extended functions in Research and - Former Senior Management Staff, Unic Insurance (after a merger).
Development. as well as Industrial and General Insurance. - Participated through Federal Government
- Alumnus, University of Ilorin. appointment in the winding-up of Nigerian Airways.
- Started his insurance career with Equity Indemnity - Fellow, Chartered Insurance Institute of Nigeria. - Acted in the restructuring of four of the then
Insurance Company (Now Equity Insurance Plc) in national carrier's subsidiaries.
August 1993 where he worked until year 2000. - Fellow, Chartered Institute of Arbitrators (UK).
- Senior Advocate of Nigeria (April, 2010).
- Bachelor of Science degree in Economics from the
Lagos State University in 1990 and received his
Master of Business Administration specializing in
marketing management from the same university in
2006.
- Qualified as an Associate of the Chartered
Insurance institute of Nigeria in 1999 and became a
fellow of the institute in 2013.
- Has attended several multi-disciplinary courses in
Insurance underwriting, claims and marketing. He
has also attended several trainings in leadership
and strategic management both locally and abroad.
2016 Standard Alliance Insurance Plc
and Its Subsidiary Company
ANNUAL
REPORT
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MRS. OMOLOLA OSHIAFI MR. AUSTIN ENAJEMO-ISIRE
Director Director
- Former Managing Director/CEO, Standard Alliance - Former Managing Director/CEO, Standard Alliance
Life Assurance Limited. Life Assurance Limited.
- Former Deputy General Manager, BAICO
- Former Deputy General Manager, BAICO Insurance Plc.
Insurance Plc. - Former Assistant General Manager, Standard Trust
Assurance Plc.
- Former Assistant General Manager, Standard Trust - Pioneer member of staff, Globe Reinsurance Plc.
Assurance Plc. - Alumnus, Lagos Business School.
- Alumnus, Robert Morrison University, Moon Town,
- Pioneer member of staff, Globe Reinsurance Plc. Pennsylvania, USA.
- Alumnus, Lagos Business School. - Alumnus, Delta State University, Abraka.
- Alumnus, Robert Morrison University, Moon Town, - Fellow, Institute of Directors.
- Fellow, Institute of Chartered Accountants of
Pennsylvania, USA. Nigeria (FCA).
- Alumnus, Delta State University, Abraka. - Member, Chartered Insurance Institute
- Fellow, Institute of Directors. of Nigeria (CIIN).
- Fellow, Institute of Chartered Accountants of - Associate Member, Chartered Institute of
Taxation of Nigeria (ACTI).
Nigeria (FCA). - Member, Ikoyi Club.
- Member, Chartered Insurance Institute of Nigeria
(CIIN).
- Associate Member, Chartered Institute of
Taxation of Nigeria (ACTI).
- Member, Ikoyi Club.
2016 Standard Alliance Insurance Plc
and Its Subsidiary Company
ANNUAL
REPORT
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19
Statement of Directors'
Responsibilities
Statement of Directors' Responsibilities in relation to the Financial Statements for the year ended 31
December 2016.
In accordance with the provisions of the Companies and Allied Matters Act, CAP C20 LFN 2004, the Insurance
Act CAP I17, LFN, 2004 and National Insurance Commission's operational guidelines 2011, the Directors are
responsible for the preparation of financial statements which give a true and fair view of the state of affairs of the
Group and Company and the profit or loss and other comprehensive income for the financial year.
The Directors responsibilities include ensuring that the Group:
i. Implements appropriate internal controls to secure the assets of the Group and Company, prevent and
detect fraud and other financial irregularities
ii. keeps accounting records which disclose with reasonable accuracy the financial position of the Group
and which ensure that the financial statements comply with the requirements of the Companies and
Allied Matters Act, CAP C20, LFN 2004, Insurance Act CAP I17, LFN 2004, and NAICOM Operational
Guidelines and Circulars.
iii. has used appropriate accounting policies, consistently applied and supported by reasonable and
prudent judgments and estimates, and that all applicable accounting standards have been followed.
The Directors accept responsibility for maintaining adequate accounting records as required by:
a. International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards
Board (IASB);
b. Companies and Allied Matters Act, CAP C20, LFN 2004;
c. Insurance Act, CAP I17, LFN 2004;
d. NAICOM Operational Guidelines and circulars.
The Directors are of the opinion that the financial statements give a true and fair view of the state of affairs of the
Group and subsidiary Company and of the profit or loss for the year. The Directors further accept responsibility
for the maintenance of accounting records that may be relied upon in the preparation of financial statements, as
well as adequate systems of internal control.
Nothing has come to the attention of the Directors to indicate that the Group and Company will not remain a
going concern for at least 12 (twelve) months from the date of approval of the financial statements.
2016 Standard Alliance Insurance Plc
and Its Subsidiary Company
ANNUAL
REPORT
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Report of the Directors
The Directors have the pleasure in presenting their annual report and the audited financial statements of
Standard Alliance Insurance Plc ("the Company) and Standard Alliance Life Assurance Limited ("its subsidiary")
together 'the Group' to the Shareholders along with the auditor’s report for the year ended 31 December 2016.
The Group financial statements were prepared in compliance with the International Financial Reporting
Standards (IFRS).
Principal activities and business review
The Group's principal activity is the provision of non-life and life underwriting (under separate licenses held by
the Company and its subsidiary)and special risk underwriting and related financial services. Such services
include provision of general insurance and life assurance services (through its subsidiary) to both individual and
corporate customers.
The following is the summary of the Group's operating results:
Gross premium income Group Company Group Company
Claims incurred 2016 2016 2015 2015
Underwriting expenses N'000 N'000 N'000 N'000
Underwriting results
4,340,422 2,503,967 5,426,185 3,070,114
Share of (loss)/profit of related (1,436,046) (851,594) (1,718,166) (777,410)
Companies (3,495,376) (1,369,095) (1,638,071) (517,692)
1,224,482
271,847 676,425 1,233,998
55,627
(129,055-) -
Directors - Chairman
- Chief Executive Officer
The Directors of the Company are as follows: - Executive Director
- Director
Mr. Johnson Egu Chukwu - Director
Mr. Bode Akinboye - Director
Mrs. Orerhime Emerhor-Iwuagwu - Director
Mrs. Omolola Oshiafi
Mrs. Adetayo Akintunde
Mr. Etigwe Uwa, SAN
Mr. Austin Enajemo-Isire
2016 Standard Alliance Insurance Plc
and Its Subsidiary Company
ANNUAL
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Report of the Directors (continued)
Retirement of Directors
Brig. Gen. Dominic Oneya, Chairman of the Board resigned effective March 30, 2016 in compliance with S. 5.04
of the NAICOM Code of Good Corporate Governance which provides that Non-Executive directors be
renominated and appointed for not more than three terms of 3 years each. Brig. Gen. D. Oneya spent over 11
years on the Board of the Company.
Mrs Orerhime Emerhor-Iwuagwu also resigned from the Board effective November 29, 2016.
Appointment of Directors
No new Director was appointed to the Board of the Group during the year.
Directors' interests
The Directors' direct interests in the issued share capital of the Company as recorded in the Register of members
as at 31 December 2016 is as follows:
Number of shares held at the end of:
Mr. Johnson Chukwu 2016 2015 %
Mr Bode Akinboye Units % Units -
Mrs. Orerhime Emerhor-Iwuagwu --
Mr. Austin Enajemo-Isire - 3.63 434,013,914 3.62
Mrs. Omolola Oshiafi 435,781,914 0.00 25,200,000 0.21
0.00 10,441,000 0.09
200,000 0.10 12,500,000 0.10
451,000
12,500,000
The Directors' indirect interests in the issued share capital of the Company as recorded in the Register of
members are as follows:
Bode Akinboye: 2016 % 2015 %
Units Units
Gemrock Management Company 2,594,060,738 21.63 382,013,914 3.19
Limited
Mrs. Orerhime Emerhor-Iwuagwu: 1,755,064,716 14.63 2,532,111,540 21.11
250,000,000 2.08 250,000,000 2.08
Standard Alliance Investments
Limited
Standard Alliance Capital Limited
Contracts
In accordance with Section 277 of the Companies and Allied Matters Act, CAP C20, LFN 2004, none of the
Directors has notified the Company of any declarable interest in contracts involving the Company during the year
under review.
2016 Standard Alliance Insurance Plc
and Its Subsidiary Company
ANNUAL
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Report of the Directors (continued)
Property, plant and equipment
Information relating to changes in tangible assets is given in Note 16 to the financial statements.
The Directors are of the opinion that the market value of the Group and Company's assets is not lower than the
values shown in the financial statements.
Share capital information Number of Share %
Shareholders Units Total
a) Share range analysis 14,492,729
15,099 86,632,542 0.12
Range of shares 27,701 103,730,460 0.72
1 - 1,000 11,729 283,017,445 0.86
11,848 164,967,691 2.36
1,001 - 5,000 2,020 340,252,213 1.38
5,001 - 10,000 197,472,008 2.84
10,001 - 50,000 1,532 310,761,701 1.65
50,001 - 100,000 238 385,668,609 2.59
100,001 - 500,000 153 743,267,473 3.22
500,001 - 1,000,000 55 9,362,910,579 6.20
1,000,001 - 5,000,000 36 78.07
5,000,001 - 10,000,000 32 11,993,173,450
10,000,001 - 50,000,000 100
50,000,001 and above 70,443
Total
b) Substantial interests in shares
Apart from Gemrock Management Company Limited, Standard Alliance Investments Limited and FCMB Plc
which hold 2,594,060,738 units (21.63%), 1,755,064,716 units (14.63%) and 1,120,000,000 units (9.34%)
respectively, no other shareholder held more than 5% of the issued share capital of the Company as at 31
December 2016.
Corporate Social Responsibilies
The Company makes donations to charitable and non-profit organisations in appreciation of the society's
contributions toward the Company progress.
During the year, a total sum of N950,000 (December 2015: N1,150,000) was given out as donations and
charitable contributions during the year. Details of the donations and charitable gifts are as stated below:
i. Fair Life Africa Foundation Amount
N
950,000
2016 Standard Alliance Insurance Plc
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Report of the Directors (continued)
Human resources
a) Employment of disabled persons
The Group operates a non-discriminatory policy in the consideration of applications for employment, including
those received from disabled persons. The Group's policy is that the most qualified and experienced persons are
recruited for appropriate job levels irrespective of applicants state of origin, ethnicity, religion or physical
condition. In the event that any employee becomes disabled in the course of employment, the Company is in a
position to arrange appropriate training to ensure continuous employment of such person without being
subjected to any disadvantage in his/her career development.
b) Health, safety and welfare of Employees
The Company's business premises are designed with a view to guaranteeing the safety and healthy living
conditions of its employees and customers alike. Health, safety and fire drills are regularly organised to keep
employees alert at all times. Employees are adequately insured against occupational hazzards. In addition, the
Company provides medical facilities to its employees and their immediate families at its expense.
c) Employee involvement and training
The Company encourages participation of employees in arriving at decisions in respect of matters affecting
their well being. Towards this end, the Company provides opportunities for employees to deliberate on issues
affecting the Company and employees' interests, with a view to making inputs to decisions thereon. The
Company places a high premium on the development of its manpower. Consequently, the Company sponsored
its employees for various training courses both in Nigeria and abroad in the year under review.
Auditors
BDO Professional Services, have indicated their willingness to continue in office in accordance with Section
357(2) of the Companies and Allied Matters Act, CAP C20 LFN 2004.
A resolution will be proposed at the Annual General Meeting to authorize the directors to fix their
remuneration.
By order of the Board
Uruemuesiri Oghen 31 March 2017
Company Secretary
FRC/2016/NBA/00000014122 Standard Alliance Insurance Plc
and Its Subsidiary Company
2016
ANNUAL
REPORT
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24
Certification Pursuant To Section 60(2) Of
Investment And Securities Act No.29 Of 2007
We the undersigned hereby certify the following with regards to our audited report for the year ended 31
December 2016 that:
(a) We have reviewed the report;
(b) To the best of our knowledge, the report does not contain:
(i) Any untrue statement of a material fact, or
(ii) Omit to state a material fact, which would make the statements, misleading in the light of
circumstances under which such statements were made;
c) To the best of our knowledge, the financial statements and other financial information included in the
report fairly present in all material respects the financial condition and results of operations of the company
as of, and for the periods presented in the report;
(d) We:
(i) are responsible for establishing and maintaining internal controls;
(ii) have designed such internal controls to ensure that material information relating to the Group is
made known to such officers by others within the entity particularly during the period in which the
periodic reports are being prepared;
(iii) have evaluated the effectiveness of the Group’s internal controls as of date within 90 days prior to
the report;
(iv) have presented in the report our conclusions about the effectiveness of our internal controls based
on our evaluation as of that date;
(e) We have disclosed to the auditors of the Group and audit committee:
(i) all significant deficiencies in the design or operations of internal controls which would adversely
affect the Group’s ability to record, process, summarize and report financial data have been
identified.
(ii) any fraud, whether or not material, that involves management or other employees who have
significant roles in the Group’s internal controls;
(f ) 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.
2016 Standard Alliance Insurance Plc
and Its Subsidiary Company
ANNUAL
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REPORT OF AUDIT COMMITTEE
TO THE MEMBERS OF STANDARD ALLIANCE INSURANCE PLC
In accordance with the provisions of Section 359(6) of the Companies and Allied Matters Act, CAP C20 of the
Laws of the Federation of Nigeria, 2004, we the Members of the Audit Committee of Standard Alliance Insurance
Plc having carried out our statutory functions under the Act, hereby report as follows:
We have reviewed the scope and planning of the audit for the year ended 31 December, 2016 and we
confirm that they were adequate.
The Company’s reporting and accounting policies as well as internal control systems conform to legal
requirements and agreed ethical practices.
We are satisfied with the departmental responses to the External Auditors’ findings on management matters for
the year ended 31 December, 2016.
Finally, we acknowledge and appreciate the cooperation of Management and Staff in the conduct of these
duties.
Mr. Austin Enajemo-Isire - Chairman
FRC/2013/ICAN/00000002496 - Director
Chairman of the Audit Committee - Director
- Member
Date: 31 March 2017. - Member
- Member
Members of the Audit Committee
Standard Alliance Insurance Plc
Mr. Austin Enajemo-Isire and Its Subsidiary Company
Mr. Etigwe Uwa (SAN)
Mrs. Adetayo Akintunde
Mr. Matthew Esonanjor
Mr. Godwin Anono
Mr. Erinfolami Gafar
2016
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CORPORATE GOVERNANCE REPORT
Reporting entity
Standard Alliance Insurance Plc is a Company incorporated and domiciled in Nigeria. The address of the
Company’s registered office is Plot 1, Block 94, Providence Street, Lekki Scheme 1, Lekki – Epe Express way, Lekki,
Lagos. The Company underwrites life (through its subsidiary under seperate license) and non-life insurance risks.
The Company is listed on the Nigerian Stock Exchange.
These financial statements of the Group as at and for the year ended 31 December 2016 comprise that of the
Company and its subsidiary (together referred to as the 'the Group' and individually as 'Company). The Group
primarily operates in the insurance and other financial services sector but also in property development through
one of its associates.
Standard Alliance Insurance Plc has over the years built an enviable reputation and has consistently adopted,
implemented and applied international best practices in corporate governance, service delivery and value
creation for all its stakeholders.
The Group's corporate governance principles are embodied in its Code of Corporate Governance, which
represents the core values upon which the Group was founded. The code of Corporate Governance is designed to
ensure that the Group's business is conducted in a fair, honest and transparent manner that conforms to high
ethical standards. For the entity, good corporate governance goes beyond just adhering to rules and policies of
the Regulators; it is about consistently creating excellent value for our stakeholders using the best possible
principles within a sustainable and enduring system.
In order to remain a pace setter in the area of good corporate governance practice, the Company's corporate
governance practices are constantly under review in line with the dynamics of the business environment and
guidelines of the regulatory bodies.
Governance Structure
The Group is committed to high standards of corporate governance. Corporate governance practice in the Group
is drawn from various applicable codes of corporate governance issued by National Insurance Commission
(NAICOM) and Securities and Exchange Commission (SEC). This ensures compliance with regulatory requirement
as well as the core value which the Group upholds.
The provision of the codes is geared towards ensuring transparency and accountability of the Board and
Management to shareholders of the Company.
The Board of Directors
Presently, the Group has a seven man Board led by a Chairman who is a non-executive Director. There are two
Executive Directors, one of whom is the Chief Executive Officer, all other four directors are non-executive.
All the Directors bring various and varied competencies to bear on all Board deliberations. The Directors
individually have attained the highest pinnacle of their chosen professions. The Board meets quarterly and is
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responsible for effective control and monitoring of the Group’s strategy.
The ultimate responsibility for the governance of the Group resides with the Board of Directors, which is
accountable to the shareholders for creating and delivering sustainable value through the management of the
Group's business. The Board is also responsible for the management of the Group's relationship with its various
stakeholders. The day to day running of the Group is delegated to the Chief Executive Officer by the Board of
Directors assisted by the Management Committees.
Responsibilities of the Board
The responsibilities of the Board of Directors include:
I Review corporate strategy, major plans of actions, risk policies, business plans, setting performance
objectives, monitoring implementation and corporate performance and overseeing major capital
expenditures and acquisitions
ii. Select, compensate, monitor and when necessary, replace key executives and oversee succession
planning.
iii. Monitor the effectiveness of the governance practices under which it operates and make changes as may
be necessary.
iv. Ensure the integrity of the Company's accounting and financial reporting systems, including the
independent audit and that appropriate systems of control are in place, in particular, systems for
monitoring risk, financial control and compliance with the law.
v. Monitor and manage potential conflicts of interest of management, board members and
shareholders, including misuse of corporate assets and abuse in related party transactions.
vi. Supervise and monitor the execution of policies and providing direction for the management.
vii. Monitor potential risks within the company including recognising and encouraging honest whistle
blowing.
viii. Oversee the process of disclosure and communication in the company.
Roles of Chairman and Chief Executive Officer
The roles of Chairman and Chief Executive Officer are separate and no one individual combines the two positions.
The Chairman's main responsibility is to lead and manage the Board to ensure that it operates effectively and fully
discharges its legal and regulatory responsibilities. The Chairman is responsible for ensuring that Directors receive
accurate, timely and clear information to enable the Board take informed decisions, monitor effectively and
provide advice to promote the success of the Group. The Chairman also facilitates the contributions of Directors
and promotes effective relationships and open communications between Executive and non-Executive Directors,
both inside and outside the Boardroom.
The Board has delegated the responsibility for the day-to-day management of the Group to the Chief Executive
Officer, who is supported by Executive Management. The Chief Executive Officer executes the powers delegated
to him in accordance with guidelines approved by the Board of Directors. Executive management is accountable to
2016 Standard Alliance Insurance Plc
and Its Subsidiary Company
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CORPORATE GOVERNANCE REPORT
the Board for the development and implementation of strategies and policies. The Board regularly reviews group
performance, matters of strategic concern and any other matters it regards as material.
Board Committees
The Board carries out some of its responsibilities through the Board sub-committees whose terms of reference set
out clearly their roles, responsibilities, scope of authority and procedures for reporting to the Board. Each
committee is chaired by a non-Executive Director in compliance with principles of good corporate governance
and the Audit Committee is chaired by a representative of the shareholders. These committees report to the
Board of Directors on their activities and decisions, which are ratified by the full Board. The Committees are as
follows:
1) The Finance, Investment and General purpose Committee
This is a standing Committee of the Board with the responsibility for investment. The terms of reference of the
Committee includes:
?Review of existing investments;
?Review of investment strategies;
?Review of company's investments by way of equities;
?Review of Budgets;
?Review and make recommendations on procedural manuals/policies;
?Make recommendation on recruitment/termination of General Managers and above to the Board;
?Strategy formulation;
?Review of Human Capital Management Operations and
?Review of Marketing activities
The Board Investment and Finance Committee has the following members during the period under
review:
Mrs. Omolola Oshiafi - Chairman
Mr. Bode Akinboye - Member
Mr. Etigwe Uwa (SAN) - Member
Mrs. Orerhime Emerhor-Iwuagwu - Member
Mr. Austin Enajemo-Isire - Member
Mrs. Adetayo Akintunde - Member
2) The Enterprise Risk Management and Governance Committee
The terms of reference of this Committee includes the following:
?Establish criteria for Board and Board Committee memberships, review candidate's qualifications and any
potential conflict of interest, assess the contribution of current directors in connection with their re-
nomination and make recommendations to the Board;
?Prepare job specification for the Chairman's position, including assessment of time commitment required
of the candidate;
?Periodic evaluation of skills, knowledge and experience required on the Board;
?Make recommendations on experience required by the Board Committee members, Committee
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appointments and removal, operating structure, reporting and other Committee operational matters;
?Make recommendations on compensation structure for Executive Directors;
?Provide input to the annual report of the Group in respect of Director's compensation;
?Ensure Succession Policy and Plan, subsists for positions of Chairman, CEO/MD, Executive Directors and
subsidiary MDs;
?Ensure Board conducts Board Evaluation on annual basis;
?Review performance and effectiveness of the subsidiary's Board on annual basis;
?Review and make recommendations to Board for approval of the Group's organisational structure and any
proposed amendments;
?Review of performance bonuses;
?Review of Staff Remuneration package.
?Review and approval of the Group's Enterprise Risk Management policy including risk appetite and risk
strategy;
?Review the adequacy and effectiveness of risk management and controls;
?Oversight of management's process for the identification of significant risks across the Group and the
adequacy of prevention, detection and reporting mechanisms;
?Review of the Group's compliance level with applicable laws and regulatory requirements which may
impact the Group's risk profile;
?Periodic review of changes in the economic and business environment, including emerging trends and
other factors relevant to the Group's risk profile;
?Review and recommend for approval of the Board risk management procedures and controls for new
products and services.
The Committee is made up of the following members: - Chairman
Mrs. Adetayo Akintunde - Member
Mr. Etigwe Uwa (SAN) - Member
Mrs. Omolola Oshiafi - Member
Mr. Austin Enajemo-Isire
3) The Audit and Compliance Committee
The Audit and Compliance Committee is made up of 6 (six) members, three representatives each of Shareholders
and Directors. Its members are elected at the Annual General Meeting.
In addition to its responsibility to review the scope, independence and objectivity of the audit, the Committee
carries out all such matters as are reserved to it by the Companies and Allied Matters Act, CAP C20 Laws of the
Federation of Nigeria, 2004. These functions include to:
?Meet at least thrice yearly and once with the External Auditors;
?Review Whistle blowing policy;
?Periodic Evaluation of the Committee's performance;
?Carrying out internal control checks on all company activities;
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?Make recommendations to the Board on sanctions in areas of default where necessary;
?Receive and review integrity of data of the audited financial statement of accounts of the company;
?Make recommendation on appointment and remuneration of external auditors;
?Review and make recommendations based on Management letters issued by external auditors;
?Monitor the quality of internal control procedures and compliance with regulatory policies.
The Committee is made up of the following members:
?Mr. Austin Enajemo-Isire - Chairman
Director
?Mr. Etigwe Uwa (SAN) - Director
Member
?Mrs. Adetayo Akintunde - Member
Member
?Mr. Matthew Esonanjor -
?Mr. Godwin Anono -
?Mr. Erinfolami Gafar -
Security Trading Policy
The Company ensures strict compliance with the Investment and Securities Act 2007, the Securities and
Exchange Commission Code of Corporate Governance for Companies in Nigeria 2011 and other laws that may
be applicable from time to time bordering on Insider Trading. To this end, the Company has put in place
mechanism to ensure that the categories of person and entities that may be classified as “Restricted Persons” for
the purpose of Insider Trading are clearly identified and in the know. In addition, there are stringent restrictions
on dealing with the Companies Securities. Directors and Key Managements also have to comply with rules in
relation to dealing with company securities particularly obtaining prior approval before dealing with company's
securities. There are also mechanisms in place to ensure that detailed reports are submitted to the Nigerian
Stock Exchange, the Securities and Exchange Commission on the extent of compliance with this rule, permitted
exception and any instances where same may have been breached. This Policy has become an essential
company document that has been brought to the notice, and will be brought to the notice of all concerned and
continuous efforts are made to ensure strict compliance and implementation.
Internal Control
It is the responsibility of the Board of Directors to ensure that all the records are accurate and correctly reflect the
financial position of the Group. The Board is mindful of the fact that as an insurance company, great relevance is
placed by policy holders and potential investors on the accuracy of information contained in its financial
statements.
In order to ensure the accuracy of its records, the Board sets standards that the Quality Assurance department
implements system of internal control comprising policies, standards and procedures to ensure that the safety of
assets and reduction of the risk of loss, error, fraud and other irregularities. Both the Quality Assurance (Internal
Auditors) and the External Auditors independently appraise the adequacy of the internal controls.
BDO Professional Services acted as external auditors to the Company for the 2016 financial year. Their report for
the year under review is contained on pages 47-50 of these financial statements.
2016 Standard Alliance Insurance Plc
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Attendance of Board and Committee Meetings
The table below shows the frequency of meetings of the Board of Directors and Board Committees, as well as
Members attendance for the financial year ended 31 December 2016.
Board Meetings 10/02/2016 30/03/2016 08/08/2016 29/11/2016 Total
Brig. Gen. Dominic Oneya (Rtd)(Chairman) 1 1 - -2
(Resigned 30/03/2016)
Mr. Johnson Chukwu (Chairman, appointed 1 1 1 14
31/03/2016) 1 1 1 14
Bode Akinboye (CEO) 1 - 1 13
Mrs. Orerhime Emerhor-Iwuagwu (Executive Director) 1 1 1 14
Mr. Austin Enajemo-Isire (Director) 1 1 1 14
Mr. Etigwe Uwa (SAN) (Director) - 1 1 -2
Mrs. Adetayo Akintunde (Director) 1 1 1 14
Mrs. Omolola Oshiafi (Director)
Audit Committee Meetings 04/02/16 24/03/16 28/09/16 Total
Mr. Johnson Chukwu (Chairman) exited committee 1 1 -2
31/03/2016 1 - 12
Mr. Austin Enajemo-Isire (Chairman, effective 28/09/2016) 1 1 13
Mr. Matthew Esonanjor 1 1 13
Mr. Godwin Anono 1 1 13
Mr. Erinfolami Gafar - - 11
Mr. Etigwe Uwa (SAN) (Joined committee 28/09/2016) - - 11
Mrs. Adetayo Akintunde (Joined committee 28/09/2016)
02/02/16 25/10/16 Total
Finance and Investment Committee Meetings 1 1 2
1 1 2
Mrs. Omolola Oshiafi (Chairman) 1 1 2
Mr. Bode Akinboye 1 1
Mrs. Orerhime Emerhor-Iwuagwu - 1 2
Mr. Etigwe Uwa (SAN)
Mr. Austin Enajemo-Isire 1
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Strategy and Establishment Committee Meetings 04/02/16 Total
1 1
Mr. Johnson Chukwu (Chairman) 1 1
Mrs. Omolola Oshiafi 1 1
Mr. Bode Akinboye - -
Mrs. Orerhime Emerhor-Iwuagwu
Mrs. Adetayo Akintunde - -
This committee ceased to exist from August 2016 as it was merged with the Finance & Investment committee to
form the Finance, Strategy & General Purpose Committee, in compliance with NAICOM's code of Good
Corporate Governance.
Enterprise Risk Management Committee
Mrs. Adetayo Akintunde (Chairman) 17/05/16 Total
Mr. Bode Akinboye 1 1
Mrs. Orerhime Emerhor-Iwuagwu 1 1
Mr. Austin Enajemo-Isire 1 1
- -
This committee ceased to exist from August 2016 as it was merged with the Governance & Remuneration
committee to form the Enterprise Risk Management & Governance Committee, in compliance with NAICOM's
code of Good Corporate Governance.
Governance & remuneration committee 08/02/16 30/08/16 Total
-
Mr. Etigwe Uwa (SAN) - 1 1
Mrs. Adetayo Akintunde 1 1
Mrs. Omolola Oshiafi 1 - 1
Mr. Johnson Chukwu (exited 30/08/16) 1 - 1
This committee ceased to exist from August 2016 as it was merged with the Enterprise Risk Management
Committee to form the Enterprise Risk Management & Governance Committee, in compliance with NAICOM's
code of Good Corporate Governance.
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SCHEDULE OF YEARLY BOARD/COMMITTEE MEETINGS & AGM
PERIOD TYPE OF MEETING PROPOSED AGENDA
Q1 • Finance, Investment & General Purpose Committee meeting • To consider and approve
1st & 2nd • Audit Committee meeting Audited Accounts for the
Week of February • Enterprise & Risk Management Committee meeting period ended 31st
• Strategy & Establishment Committee meeting December,of previous year
Q2 • Governance/Remuneration Committee meeting
1st & 2nd • Board meeting • To consider and approve
Week of April forecast for 2nd quarter and
general company’s brief
Q3
1st & 2nd • AGM deliberations
Week of July
• Finance, Investment & General Purpose Committee • To consider and approve Q1
Q4 meeting Accounts for the period
1st & 2nd ended 31st March.
Week of October • Enterprise & Risk Management Committee meeting
• Strategy & Establishment Committee meeting • To consider and approve
• Governance/Remuneration Committee meeting forecast for Q3 and
• Board meeting company’s brief
• Audit Committee meeting • To consider and approve 2nd
quarter Accounts for period
• Governance/Remuneration Committee meeting ended 30th June.
• Board meeting • To consider and approve
• Finance, Investment & General Purpose Committee forecast for Q4 and general
company’s brief
meeting
• Audit Committee meeting • AGM
• Enterprise & Risk Management Committee meeting
• Board Strategy & Establishment Committee meeting • To consider and approve 3rd
• Governance/Remuneration Committee meeting quarter accounts for period
• Board meeting ended 30th September.
• Consideration /approval of
coming year’s budget”
Complaints Management Policy Framework
The Company's Complaints Management Policy framework on how to resolve complaints arising from issues
covered under the Investment and Securities Act 2007 is being complied with and implemented as approved by
the Board of Directors. It can be accessed on the Company's website: -
www.sainsuranceng.com
Support Committees
1 Executive Management Committee
The Committee is responsible for strategic/up marketing activities, review of investment portfolio and approval
of establishment of new products/branches and membership includes:
i) Chief Executive Officer
ii) Executive Directors
iii) Chief Finance Officer
iv) Company Secretary
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2 Senior Management Committee
The Committee is responsible for strategic initiatives on business generation and membership includes:
i. Chief Executive Officer
ii. Executive Directors
iii. All Divisional Heads
iv. Group Head, Technical
v. Group Head, Corporate Services
vi. Chief Finance Officer
vii. Head, Internal Control/Quality Assurance
viii. Head, Information Technology (IT)
3 Weekly Activity Review Committee
This Committee meets weekly to review business development activities of the entire Company. The Committee
consists of:
i. Chief Executive Officer
ii. All Divisional Heads
iii. Group Head, Technical
iv. Head, Information Technology
v. Head, Corporate Services
vi. Head, Internal Audit/Quality Assurance
vii. Chief Finance Officer
viii. Head, Enterprise Risk Management
ix. All marketing staff
4 Group Management Committee
This Committee meets every month to review the Company's performance. The meetings are usually held first
Friday and Saturday following the end of each month. The Committee consists of:
i. Chief Executive Officer
ii. Executive Director
iii. All Divisional Heads
iv. All Regional Heads
v. All Branch Managers
vi. Group Head, Technical
vii. Head, Information Technology
viii. Chief Finance Officer
ix. Head, Corporate Services
x. Head, Internal Audit/Quality Assurance
xi. Head, Enterprise Risk Management
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MANAGEMENT'S DISCUSSION AND ANALYSIS
This ‘Management Discussion and Analysis’ as at 31
December 2016 has been prepared in line with the
regulatory requirements and also the need to foster
deeper understanding of our strategy, operating risk
and performance.
The financial information presented in this report of insurance among the wider public continue to
including the tabular amounts is in Naira and is remain the biggest hurdle for the industry.
prepared in accordance with the International Financial
Reporting Standards (‘IFRS’) Business Objective and Strategy
"Standard Alliance Insurance Plc is a public liability
To facilitate wholesome understanding of the position, company registered in Nigeria to provide a range of
it is advised that the content in this report be read in insurance services to individuals, corporate bodies
conjunction with the Group financial statements. and government. Its objective is to be an Insurer of
choice. "
The principal activities of the Company during the year
remained as general insurance and life assurance To achieve this, the Company is trying to lay down
(through its subsidiary) business. The management well-structured plans and corporate strategies as
commentary was as at 31 December 2016 and should well as digitalization to drive its growth. It is the
be read in conjunction with the financial statements as intention of management to continually churn out
at 31 December 2016. new products that will satisfy the quest of our
numerous customers while deepening the existing
During the year under review the activities of Boko ones.
Haram continued unabated in some states in the
North. To ensure that this goal is achieved, the Company's
strategy is to broaden and align service delivery
This has caused unprecedented loss of lives and channels along customer segment, taking
properties and gradually grounding the businesses of cognizance of the difference between policy
the affected states. Despite the initiatives by policy administration product support and customer care
makers to encourage low cost or micro insurance to adequately cater for peculiar needs for each
products and to expand policies to better reach low segment.
and medium income community, low level acceptance
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MANAGEMENT'S DISCUSSION AND ANALYSIS
Performance Indicators
Operating results and financial position
Consolidated Group Group Company Company Company Company
Budget Actual % Budget ACTUAL
Actual %
2016 2016 Achieved 2016 2015
2016 Achieved
Gross premium N’000 N’000 65 N’000 N’000 61 N’000
Net premium 6,746,335 4,378,185 60 4,079,365 2,503,967 53 3,070,114
Claims expenses (Net) 6,074,421 3,648,407 98 3,785,321 2,008,180 105 2,467,540
Investment income (1,465,387) (1,436,046) 53 (807,481) (851,594) 161 (777,410)
Profit/(loss) before tax (88) (91)
Taxation 546,644 288,475 (43) 137,696 222,255 (39) 197,132
Profit/(loss) after tax 1,387,641 (1,214,904) (125) 1,224,722 (1,120,270) (128) 713,867
Property, plant and equipment 215 230
Net assets 293,820 (126,765) 69 269,438 (104,214) 63 96,371
Ordinary share capital 1,069,326 (1,341,669) 80 955,283 (1,224,484) 80 810,238
Shareholders funds 2,914,425 66 2,681,568 63 2,770,510
Insurance funds 7,093,748 6,257,177 80 6,913,312 6,178,413 106 4,203,421
7,496,587 4,651,923 7,496,587 4,348,780 5,996,587
7,093,748 5,996,587 6,913,312 5,996,587 4,203,421
6,245,622 4,651,923 2,296,181 4,348,780 2,226,847
5,022,163 2,443,530
The business experienced some challenges resulting from the on-going business model restructuring and
transformation of the service channels. These imperatives along with other initiatives targeted at strengthening
our enterprise support capabilities have started yielding results.
Performance Review
Gross premium written by the group was N4.3 billion, representing 65% of budget. The company on the other
hand achieved 61% of the budgetted Gross premium of N4 billion. This decline was mainly attributable to poor
economic conditions and the general downturn in the economy.
Operating expenses
Group operating Expenses which includes underwriting expenses, claims expenses, reinsurance expenses and
management expenses totaled N5.7 billion for the year ended December 2016 as against N5.2 billion recorded
in 2015, an decrease of N0.32 billion which was due to the decrease in gross premium income during the year,
consequent upon which the underwriting expenses decreased.
Profit/(loss) before taxation
The Group recorded a loss before tax of N1.2 billion in 2016 as against a profit of N713 million in 2015.
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MANAGEMENT'S DISCUSSION AND ANALYSIS
Liquidity, Capital Resources and Risk Factors
The Company’s cash investment continues to be in accordance with its investment policy and complies with
regulatory requirements. The Company’s investment strategy is underpinned by a focus on highly liquid
financial instrument such as term deposit, equity and debt instrument. We expect our investment income to
grow considerably in the coming years as we are poised to take advantage of the investment opportunities in
the money market and capital markets.
Future Outlook
We expect to see a number of significant adjustments in the year 2017, especially to the realities of vastly
changed government revenue profile and the Naira exchange rates against foreign currencies. The private
sector may see intensification of existing and new export initiatives. There are signals that regulatory emphasis
will be placed on promoting GDP-enhancing and foreign exchange earning activities. Inflation is very likely to
commence an upswing and the need for cost control by both government at all levels and private sector
operators is imperative.
On our own part the merger of the operations of the Company with that of its Subsidiaries, Standard Alliance Life
Assurance Limited is being concluded to leverage on the synergies derivable therefrom. The emerging
composite company will take advantage of the huge potentials in both the General and Life segment of the
insurance market.
Government policies and economic reforms
We expect to see policy decisions and developments in the industry. The activities of States and Federal tiers of
government will continue to impact positively on the business environment.
NAICOM's Risk Based Supervision will commence. The company has put in place all necessary infrastructure
and has also commenced the training of staff to meet with the demands of this new supervision regime.
Performance Management
The Company will continue with its monthly and quarterly nationwide performance review as a means of
focusing and driving marketing activities. This will also aid in monitoring and matching actual performance with
budget.
IT Support
The Company will continue to accord IT investment the deserved priority not only for its traditional investment
status but also as a means of ensuring efficient and prompt service delivery.
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MANAGEMENT'S DISCUSSION AND ANALYSIS
Conclusion
Many factors and assumptions may affect the manifestation of the Company’s projections, including but
not limited to production rate, claims rate, employees turnover, relationships with Brokers, Agents and
Suppliers, economic and political conditions, non compliance with laws or regulations by the Company’s
employees, brokers, agents, suppliers and/or partners and other factors that are beyond its control.
Without prejudice to the Company, such forward looking-statement reflects Management’s current belief
and based on available information which are subject to risks and uncertainties as identified. Therefore,
the eventual action and/or outcome could differ materially from those expressed or implied in such
forward–looking statements, or could affect the extent to which a particular projection materializes.
The forward looking statements in this document reflect the Company’s expectation at the time
Company’s Board of Directors approved this document and are subject to change after this date. The
Company does not undertake any obligation to update publicly or revise any such forward-looking
statements, unless required by applicable legislation or regulation.
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CEO’s Report
I am glad to inform
you that our Executives and
Management Staff have put
in efforts and commitments
to put the Group on
a solid footing,...
MR. BODE AKINBOYE Dear esteemed shareholders, I hereby present to you our
CEO Company's performance for the year 2016. Let me start by
appreciating the confidence you have continued to repose in
2016 the Board and Management. The year 2016 undoubtedly was a
challenging one for the global economy. True to our
ANNUAL expectation, the conditions in the energy markets continued to
REPORT impact the fiscal side of the federal treasury with attendant
implications for foreign exchange, financial market liquidity and
the wider corporate business. Unfortunately, these conditions as
experienced were not particularly favorable. In fact the National
Bureau of Statistics official GDP report for the second quarter
confirmed that the Nigerian economy had slipped into recession
when GDP contracted by 2.06% after a 0.36% contraction in the
first quarter of 2016. The evidence of recession further
manifested in slowing output, growth, slumping purchasing
power, widening credit spread, declining corporate earnings,
rising inflation expectations, receding capital investments and
rising inventories. Essentially, the economic recession was
blamed on the decline in crude oil prices with the attendant
decline in the Federal Government's revenue.
.
Despite these hard realities of the economy, the so many
challenges facing the country and the inherent challenges the
business outfits therein have to face in the last 2 years, our
Company continued to show some signs of growth. Today, we
have repositioned our company to become more customer
focused and this is reflecting positively in the growth of our
market share in the industry despite the loss position of the
Company
We are now in a position to focus on our long-term aspiration of
being among the Country's Insurer of choice, as our service level
and product improvements are already delivering benefits for
both customers and other stakeholders.
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CEO’s Report
The continued growth witnessed in our Fire, Engineering and Retail businesses was as a result of our service led
business re-organization in the past year. Though 2016, was a difficult year for businesses particularly our
Company, there is good progress to report on our strategy to build a strong and sustainable company. We are
confident that coming years will be better, as we have put in place necessary measures to return the Company
to profits. Much work lies ahead of us in ensuring that we are well positioned for long-term value creation in our
remarkable journey to be a leader in this market.
We remain optimistic in growing our business. We will continue to place greater emphasis on expanding our
retail marketing business, proactively managing our risk, improving on our cost reduction strategies and
harnessing the potential of our employees.
Insurance Industry
Year 2016 was a particularly challenging one for Nigeria's insurance sector, which battled with low patronage,
non-payment of premiums, low compliance and enforcement of compulsory insurance, while grappling with
the challenges of economic recession.
Like other sectors of the economy – banking, manufacturing, aviation or agriculture, the insurance sector had its
share of the effects of the recession.
However, the sector plays a passive role in economic development despite its huge economic potential that
remains largely untapped.
As the largest economy in Africa, the Nigerian insurance industry remains largely underdeveloped. The industry
has huge and untapped potentials.
Evolving risks such as job losses, cyber risk, among others, offered prospects for the development of new
insurance products. It also stated that anticipated government spending in construction could support growth
in the industry through bonds, group life, and workers' compensation, among others. Micro and agriculture
insurance are also expected to gain traction on the back of a large populace which remains outside the
insurance coverage.
Company Performance
2016 was a very challenge one. The Company's Gross premium reduced by 16% from N5.235bn in 2015 to
N4.378bn in 2016 with Non-Life business contributing N2.511bn and Life business contributing N1.867bn.
Profit after tax was a loss of N1.2bn; this was a reduction in profit by 248%. The loss largely arose from foreign
exchange loss on loan provisions for outstanding legacy debts from Daewoo Securities Bond, Non-Life
underwriting margin and change in Life Fund estimates. Much as we are disappointed by the out-turn, we
consider these actions as necessary and prudent in the short term to sharpen our focus to build a more
sustainable and profitable Insurance franchise, for the benefit of all stakeholders.
Despite these challenges, your Company has remained resilient and demonstrated that its growth prospects
were largely on course as premium written capacity and others income sources saw growth. Some performance
growth highlights were:
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CEO’s Report
?Shareholders' Funds increased by 1% from N4.596bn to N4.651bn.
?Total Assets increased by 11% rising from N11.787bn in 2015 to N13.020bn in 2016.
?Investment Property and PPE witnessed a marginal growth
from N3.304 billion in 2015 to N3.824 billion in 2016 and N2.897 billion in 2015 and N6.257 billion in
2016 respectively.
We have set for ourselves ambitious targets to return to good profit in the years to come.
Future Outlook
The achievement of our strategic plans to rank amongst the top tier Insurance Companies in Nigeria is alive.
Despite the seeming challenges, we are now in a much better position to focus on delivering our objectives and
transforming the Company into a large retail Insurance company that guarantees exceptional service to its
customers.
We have stepped up our investments in improving service delivery across board by installing additional
customer feedback systems across the Company's business offices. This has been complemented with initiatives
to reduce waiting times for claims and other important services.
While we are aware of the challenges that lie ahead, the year ahead presents new opportunities for our
Company. Our focus will be on developing our competitive advantages to emerge as a sharper, safer and
stronger insurance company. We have made significant and steady progress in the ongoing transformation of
the company with the successful completion of the merger between Standard Alliance Insurance Plc and
Standard Alliance Life Assurance Company Limited and we are confident of concluding the remaining two
stages of Share Capital/Balance Sheet Restructuring and New Capital Raise subject to Shareholders and
Regulatory approvals within the next twelve months. As external forces continue to reshape our business, we are
optimistic about the Company's growth prospects in the years ahead.
Appreciation
I am grateful for the loyalty and determination that our employees have exhibited in serving our customers
every day, despite the many challenges. I would like to also thank all our stakeholders – Board, Shareholders,
Executive Management, Regulators and more importantly our Brokers, Customers and Professional Advisers
for helping us to sail through a difficult year.
I remain confident that together we can edge closer to achieving our vision and build an enduring Company
that we all so much desire.
Mr. Bode Akinboye
CEO
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Management Team
Bode Akinboye Bolaji Oladipo Uruemuesiri Oghen
Bode Akinboye is the Chief Executive Officer of the Bolaji Oladipo was the Managing Director of Standard Alliance Mrs. Uruemu-esiri Oghen is the Company Secretary of the
company. He has a verifiable and significant record of Life Assurance Limited before the recent merger of the company organization. She rejoined the Company in January 2015
performance in the Insurance Industry. with its sister company Standard Alliance Insurance Plc.Prior to from Minaj Holdings Limited where she was the Company
He is the Vice Chairman of Gemrock Management his appointment as Managing Director, he was the Executive Secretary & Head, Human Resources from April, 2012 till
Company Limited, the special purpose vehicle which Director, Business Development of the company. In this capacity, 2014 during which amongst other achievements she was
acquired strategic stake in Standard Alliance Insurance Plc he provided leadership and direction to both the corporate and responsible for the successful organization of the
in December 2014. retail business departments of the company. He was also Company's first Board of Directors meeting. A graduate of
He had an exemplary career spanning close to responsible for managing the company’s strategic plans aimed at the University of Liverpool, UK (2012) from where she
twenty years as Financial Controller, AGM Oil/ improving the company’s overall market share and also piloting obtained her MSc. in Global Human Resource
Energy, Financial Institution Marketing, Managing the business drive of the company for growth in revenue, scope Management. She obtained her B.L and LL.B degrees from
Director/Chief Executive and then Group Managing and spread. Under him, the company’s branch network rose and the Nigerian Law School, Lagos (2003) and Delta State
Director of Standard Alliance Group from where he left in new products were designed, launched and added to existing University (2002) respectively. Mrs. Oghen has over 10 years
2009 to set up the private equity company. product lines.He was at one time General Manager of the of managerial experience in the Legal Sphere, including
As the then Group Managing Director/Group Chief company in charge of marketing with extended functions in participation in company public offers, general corporate
Operating Officer of Standard Alliance Group, he was Research and Development. He started his insurance career with commercial matters, regulatory (NSE, SEC, CAC, NAICOM)
responsible for co-ordinating the strategic plans of the six Equity Indemnity Insurance Company (Now Equity insurance plc) relationship management and assignments. She has
member companies with focus on non-Life Insurance, Life in August 1993 where he worked until year 2000. versatile professional experience in Legal, Business Advisory
Assurance, Pension Funds In March 2000, leveraging on his sound knowledge of the and implementation of Contractual Objectives to deliver on
Administration, Asset Management, Mortgage insurance industry, he joined the team of Standard Alliance life Stakeholders expectations.
Banking, Property and other investments. Insurance as Head of Multi Clients Unit. Rising meritoriously due
Mr. Akinboye was responsible for driving the team that largely to his outstanding qualities as an astute marketer and a Mrs. Oghen had also served as Associate Legal
transformed Standard Alliance Group into one of the most team leader, it is to his credit and the team that the Business Practitioner at Sigmund & Martin (2004-2005) a Legal
formidable, innovative and profitable non-bank financial Development Group of the company witnessed a tremendous Services Firm based in Lagos, Nigeria and was an Associate
services group in Nigeria. During his tenure at Standard growth in gross written premium thus putting the company as Solicitor at F. K Idepefo & Co (Oasis Chambers) (2003-2004)
Alliance Insurance Plc, he led the team to achieve listing one of the leading life companies in Nigeria. His rise to the a Litigation and Legal Services firm based in Jalingo, Taraba
and quotation of the company on the Nigerian Stock position of Managing Director of the company is a confirmation State.
Exchange, grew the company's asset base to over N20bn of his proven leadership and managerial capabilities.
and facilitated foreign direct investments of about Currently coordinating “two SA (Standard Alliance) Teams”
USD$20m to the company. Bolaji has a Bachelor of Science degree in Economics from the in respect of the following Strategic Business Exercises-the
A former Management Accountant with Industrial and Lagos State University in 1990 and received his Master of Special Placement of over 2Billion units of Ordinary Shares
General Insurance Plc (IGI) before joining Standard Alliance, Business Administration specializing in marketing management and the Merger between Standard Alliance Life Assurance
Mr. Akinboye is a Fellow of the Institute of Chartered from the same university in 2006. Limited and
Accountants of Nigeria (ICAN); Member, Nigerian Institute Standard Alliance Insurance Plc
of Management (NIM); He qualified as an Associate of the Chartered Insurance institute
Member, Institute of Directors (IOD) and an Alumnus of of Nigeria in 1999 and became a fellow of the institute in 2013. Mrs. Oghen demonstrates strong Leadership and
Lagos Business School (LBS), Pan African Supervisory Skills, qualities which led to her recall by the
University. He is also a graduate of the Owner He has attended several multi disciplinary courses in Insurance new Management/Investors following her prior working
President Management Program (OPM) and an underwriting, claims and marketing. He has also attended several experience in Standard Alliance Group (SAG) from
Alumnus of Harvard Business School, Boston, USA. He has trainings in leadership and strategic management both locally November, 2005 to March 2012 during which time she was
attended various courses locally and internationally. Mr. and abroad. Officer, Company Secretariat/Legal/Human Resources
Akinboye served on the concurrently.
Governing Council of the Nigerian Insurers Bolaji possesses people and goal oriented skills with strong
Association and was the Treasurer of the Association for leadership and planning endowments.
four (4) years. He is a strategist in products packaging, His Key strength include: risk management, business and process
marketing and corporate management; public speaker and development.
an expert in capacity building and human resources An excellent team player, a self-motivated person with keen eye
development. for details and accuracy.
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Management Team
Oludare Sonde. Anietie Lawrence Udo Nkeiruka Uzoechi
Dare is the Chief Financial Officer of the Company. He holds Miss. Anietie Udo, a General Manager, leads the Miss. Nkeiruka Uzoechi is Divisional Head HCM/Legal,
a BSc (Hons) degree in Accounting from Olabisi Onabanjo company's Lagos Central Division. She holds a Bachelor of Human Capital Management of the company. She holds a
University, Ago-Iwoye. He is an Associate of the Institute of Science degree in Banking & Finance (1993) from Bachelor of Law degree (LLB) Hons from Nnamdi Azikiwe
Chartered Accountants of Nigeria (ICAN) and an alumnus the University of Uyo, Akwa Ibom State and Master's University, Awka and was called to the Nigerian Bar in 1991.
of Yaba College of Technology, Lagos. Until his appointment Degree in Business Administration (Marketing) from She also holds a Master's degree in Business Administration
as the Chief Finance Officer of Standard Alliance Insurance the University of Calabar. She is a member of (Management)
Company Plc, he served as the Chief Finance Officer of Chartered Insurance Institute of Nigeria (CIIN). from the Lagos State University.
Global Trust Savings And Loans Limited – a Mortgage Miss Udo began her career in insurance with
Financial Institution and subsidiary of Industrial And General Industrial and General Insurance Company Limited She has over 20 years of experience in Human
Insurance Company Plc (IGI). He had previously served in (IGI) in 1997 as a Field Officer and was promoted to a Resources Management, having worked at various
the Parent Company – IGI in various capacities in the Field Analyst in 1998. While with IGI, she won the organizations. She started her career as a Legal Officer with
Finance Division between 1993 and 2008 the last position Leadership/Best Marketer's award in 1999 and 2000. Sea Petroleum Ltd and rose to the level of Company
being the Head of Finance and Accounts of the Life Division In 2001, she joined Standard Alliance Life Assurance Secretary/Legal Adviser before her exit.
of the company. Limited as the Head, Oil & Energy Unit and then had She has also worked with Trust Bank of Nigeria,
a brief stint with African Development Insurance Standard Alliance Insurance Plc and Spring Life
He was also at a time the pioneer Head of Finance and Company Limited (ADIC) (2003) before joining Assurance Plc where she held positions as Head of Human
Accounts of Postal Life And General Insurance Company Standard Alliance Insurance Plc. Resources and served in several management committees.
Limited – another subsidiary of IGI which eventually merged
with the Parent Company. Dare took an adventure into She was part of the team that repositioned
banking and served as a Financial Analyst with United Bank Standard Alliance Insurance Plc from a limited liability
for Africa Plc - UBA Africa between 2008 and 2011. He has company to a leading insurance company listed on the
also had stints both in the Micro-finance sector and Audit Nigerian Stock Exchange.
Practice.
Nkeiruka was a partner at HR Support Company Limited, a
Human Resources Consulting firm which offers services
ranging from Consulting, Outsourcing, Training and
Development.
She has expertise in human resource administration and
human capital development. She has designed and
implemented human resources strategies for
various organizations spanning from performance
management systems, HR policies, structure and design as
well as compensation and reward structures.
She has attended various human resources,
leadership and strategic courses, has facilitated
in several training programmes and spoken at
various seminars.
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Management Team
Thompson Akhigbe Ife-olorun Ajayi Biodun Jegede
Thompson Akhigbe is Head, Internal Control of the Ife is the Divisional Head, E-Business. He joined Standard Mr. Jegede Biodun is the Divisional Head, Lagos East. He
company. He joined Standard Alliance Insurance Plc in Alliance in April , 2016 from Greenwich Trust Ltd, where he rejoined the company from Associated Insurance Brokers
January, 2015 from AIICO where he was Head, Budget and was the Group Chief Finance Officer. where he was General Manager. An expert in sales channel
Financial Reporting. development in insurance, Mr. Jegede holds a Post
He holds a Bachelors' Degree in Accounting from Ogun Graduate Diploma (PGD) in Marketing from Tafawa Balewa
Mr. Akhigbe who is bringing his over 21 years of experience State University (1992) and in 1997 qualified as an University, an HND in Finance and Banking, The
in the nation's insurance industry to the functions of the Associate of the Institute of Chartered Accountants of Polytechnic, Owerri and a National Diploma in Banking and
company began his insurance career in 1993 at The Lion of Nigeria. Finance from The Polytechnic, Ibadan.
Africa Insurance Company Limited.
Mr. Ajayi has a rich background in internal and He commenced his working career as an Assistant Credit
He moved later to Equity Assurance Plc in 2006 where he external audit, capital market operations and Officer with the AfriBank Nigeria Plc in 1987. He joined
became Head, Credit Control. He left Equity Assurance for financial control. He started his working carrier at Ernst and Equity Indemnity Insurance Company Ltd in 1998 as Senior
Cornerstone Insurance Plc in February 2008 and served as Young, Osindero Oni and Lasebikan(Chartered Marketing Executive after his NYSC year as Accounts
Internal Auditor before joining AIICO in September 2008. Accountants)in 1993 as an audit staff . Officer at Dehinde Odusanya & Co.
While at AIICO, he functioned severally as Senior Manager, In 2003, he moved to SA Insurance Plc and was
Credit Control/Strategy; Head, General Accounts and Head, In 1997, he moved on to WAPCO Plc (Now Lafarge) as an Principal Manager/Group Head, Brokers Marketing Group
Budget and Financial Reporting. Internal Audit Supervisor and by January 2000, he was in 2010 when he moved to Associated Insurance Brokers.
already the pioneer accountant of Securities Solutions
He holds HND in Marketing from the Lagos State Ltd(Stockbroking Firm and Subsidiary of FSB International Mr. Jegede is an Associate, Chartered Institute of Bankers of
Polytechnic. He is an Associate Member of the following Bank), a position he held till February 2004, when he Nigeria. He has attended several relevant training
professional bodies: the Institute of Chartered Accountants moved on to the Investment Banking Group of FCMB Plc, programmes.
of Nigeria (ICAN), Chartered Insurance Institute of Nigeria as the Deputy Head Of Operations and within the space of
(CIIN) and the Chartered Institute of Taxation of Nigeria nine and a half years rose to become the Financial
(CITN). Controller after heading the Operations unit before joining
Greenwich Trust Ltd in September 2013 as the Group CFO.
Mr. Akhigbe who has attended several strategic trainings,
both locally and internationally, is a member of The Apapa He is a Fellow of both Institute of Chartered
Club. Accountants of Nigeria and The Certified Pension Institute
41 of Nigeria, attending various professional, leadership and
senior management courses.
Prior to his appointment as Divisional Head E-Business, he
was the Chief Financial Officer.
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Management Team
Benny Okolieocha Oladele Kadiri Ijeremhe Emmanuel Kadiri
Mrs. Benny Okolieocha is the Divisional Head, Lagos West/ Mr. Oladele Kadiri is the Divisional Head, Technical. Mr. Ijeremhe Emmanuel Kadiri is the Senior Manager
South East. She holds a Bachelor of Science degree (B.Sc) He is an Associate Member of the Chartered Finance. He is a graduate of Banking and Finance from the
in Accounting from the University of Lagos, 1997 and a Insurance Institute of Nigeria (ACIIN), 2001 and a University of Calabar, Calabar, Cross River State. He also
Master’s Degree in Business Administration (MBA) holder of MBA, MARKETING from Lagos State holds a Master's degree in Business Administration (MBA)
majoring in MARKETING in 2003 from Lagos State University (LASU), 2007. from Ambrose Alli University, Ekpoma, Edo State and a
University. She is also a holder of Insurance Proficiency Master of Science (M.Sc.)
Course Certificate and a Member of Chartered Insurance He began his insurance career with Chartered in Finance from the University of Lagos. Kadiri is an
Institute of Nigeria (CIIN). Insurance Institute of Nigeria as Insurance Officer Associate Member of the Institute of Chartered
in 1990 and later in 1998, he joined the services of Accountants of Nigeria (ICAN).
Prior to joining SA Life , she worked with Capital Express Prestige Assurance Brokers. In September, 2001,
Insurance Company in 2000, where her outstanding he moved to Standard Alliance Life Assurance Limited He has an enormous experience in financial
marketing prowess saw her rise through the ranks to where he was the AGM/Group Head, Technical accounting, analysis and modeling backed with
become the Co-ordinator of Agency Operations. Operations. an uncanny ability to solve complex financial
She later Secured appointment with Standard Alliance Mr. Kadiri is an experienced Insurance underwriter with problems. He is an expert at providing strategic decision
Insurance Plc as Group Head, Financial Institutions and special skill in product designing, risk analysis and support to business operations, budgeting techniques and
later Group Head, Retail & Consumer Marketing Division valuation designing financial strategy.
in SA Life.
Before he began his insurance career with the company in
2001, he had worked with S.S. Afemikhe & Co (Chartered
Accountants) as Audit Senior from 1996 to 2001. Prior to
this, Mr. Kadiri was the Accountant at Gemini Trust Limited,
an investment and financial advisory services outfit. He also
had a brief stint with Canon Mortgage Finance Ltd
(Mortgage Bankers).
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Management Team
Olayinka Popoola Blessing Iyaji Ana
Mr. Olayinka Popoola is the Divisional Head, Lagos Mrs. Blessing Iyaji Ana is the Divisional Head, Lagos West.
East Retail/ South West. He holds a Bachelor of She joined the company from FBN
Science degree (Bsc.) in Political Science from Ondo Insurance Limited. She started her insurance career
State University (now University of Ado-Ekiti) and a with the company as Business Development
Master ’s degree in Public Administration from Executive and was later promoted as Acting Group
Obafemi Awolowo University, Ile-Ife. Head, Financial Institution, from 2002 to 2006. She
moved over to Staco Insurance Plc in 2007 and took
Prior to joining Standard Alliance Insurance Plc, he up the same position at its Lagos Control office. She,
worked for over eight years with Amicable Assurance thereafter, joined Equity Assurance Plc as Group
Plc where he gained experience in the life assurance Head, Financial Institution, Commercial Division. In
marketing and agency operations and rose to the 2014, she took up a job at FBN Insurance Limited as
position of Unit Head. He is a holder of the Insurance Corporate Business Development Manager. In March
Proficiency Certificate and a Member, Chartered 2015, she rejoined the Standard Alliance Insurance
Insurance Institute of Nigeria (CIIN). Plc team as a Senior Manager.
Mrs. Ana holds a Higher National Diploma in
Accountacy from the Institute of Management
and Technology, Enugu State (2000), an Executive
Master's Certificate from British School of
Management (2007) and a Diploma (2013) from
the Chartered Insurance Institute of Nigeria.
She is a Member of both the Chartered Insurance
Institute of Nigeria and the Institute of Chartered
Accountants of Nigeria (ICAN).
2016 Standard Alliance Insurance Plc
and Its Subsidiary Company
ANNUAL
REPORT
PAGE
47
INDEPENDENT AUDITORS REPORT
To the Shareholders Of Standard Alliance Insurance Plc
and its Subsidiary Company
REPORT ON THE AUDIT OF THE FINANCIALS STATEMENTS
Opinion
We have audited the financial statements of Standard Alliance Insurance Plc ("the Company") and its Subsidiary
Company (together the group), which comprise, the consolidated and separate statement of financial position
as at 31 December 2016, consolidated and separate statement of profit or loss and other comprehensive
income, consolidated and separate statement of changes in equity, and consolidated and separate statement
of cash flows for the year then ended; and notes to the financial statements, including a summary of significant
accounting policies and other explanatory notes.
In our opinion the accompanying financial statements give a true and fair view of the financial position of the
Company and its subsidiary as at 31 December 2016 and of its financial performance and cash flows for the year
then ended in accordance with International Financial Reporting Standards, issued by the International
Accounting and Assurance Standards Board and in compliance with the relevant provisions of the Financial
Reporting Council of Nigeria, Act No 6, 2011, and the Companies and Allied Matters Act, CAP C20, LFN 2004.
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 Financial
Statements attached as an appendix to our report. We are independent of the Company and its subsidiary in
accordance with the International Ethics Standards Board for Accountants’ Code of Ethics for Professional
Accountants together with the ethical requirements that are relevant to our audit of the financial statements in
Nigeria, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the
International Ethics Standards Board 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 financial statements of the current period. These matters were addressed in the context of our audit of the
financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion
on these matters.
BDO Professional Services, a firm of Chartered Accounts registered in Nigeria, is a member of BDO International Limited,a UK Company Limited by guarantee, and forms
part of the international BDO network of independent member firms.
Partners: Sanni A. Dosunmu, E. Olabisi, Olugbemiga A. Akibayo, Kamar Salami, Tokunbo L. Oluyemi, Henry B. Omodigbo
2016 BN: 170585
ANNUAL Standard Alliance Insurance Plc
REPORT and Its Subsidiary Company
PAGE
48
INDEPENDENT AUDITOR’S REPORT (Cont’d)
Revenue recognition
Due to the large number of policies underwritten by the Group there is a risk that the revenue recorded in the
financial statements and the flow of premium information from the underwriting systems to the financial
reporting ledger may not be completely accounted for.
Response
We have tested the design and implementation of the key controls over revenue recognition, focusing on the
flow of information from the underwriting systems to the financial reporting ledger. In addition, we performed
substantive analytical testing procedures on the gross and unearned premium balances amongst others.
Understatement of reported claims
Risk
Valid claims reported by the insured may not have been completely recorded in the books in the year under
review as some claims paid subsequent to the year end were not included in the claims register.
Response
Verified the completeness of claims incurred during the year
?Obtained and reviewed claims register to ensure that all claims made during the year have been
included by agreeing the claims paid and outstanding claims schedule to the claims register.
?Confirmed that claim relates to policy in force as at the time claim was made.
?Reviewed Loss Adjusters Report for adequacy of provisions for outstanding claims.
?Reviewed payments after year end and adjusted for claims paid subsequent to year end but not
recorded.
?Carried out an age analysis of outstanding claims to ensure compliance with NAICOM regulations of 90 days
payment of claims notified.
Other Information
Management is responsible for the other information. The other information comprises the information
included in the Chairman's and Directors' statements, but does not include the financial statements and our
auditors report thereon. Our opinion on the financial statements does not cover the other information and we
do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and in
doing so, consider whether the other information is materially inconsistent with the financial statements or our
knowledge obtained during 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 information, we are required to report
that fact. We have nothing to report in this regard.
2016 Standard Alliance Insurance Plc
and Its Subsidiary Company
ANNUAL
REPORT
PAGE
49
INDEPENDENT AUDITOR’S REPORT (Cont’d)
Responsibilities of Management and Those Charged with Governance for the Financial Statements
The directors are responsible for the preparation and fair presentation of the financial statements in accordance
with International Financial Reporting Standards issued by the International Accounting and Assurance
Standards Board, and in compliance with the relevant provisions of the Financial Reporting Council of Nigeria
Act, No 6, 2011, and the Companies and Allied Matters Act, CAP C20 LFN 2004 and for such internal control as
Management determines is necessary to enable the preparation of financial statements that are free from
material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the Company and its
subsidiary'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 Company
and its subsidiary or to cease operations, or has no realistic alternative but to do so.
Auditor's responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free
from material misstatement, whether due to fraud or error, and to issue a 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 International Standards on Auditing 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 influence the economic decisions of users taken on the basis of these financial
statements.
Report on other legal requirements
The Companies and Allied Matters Act, CAP C20, LFN, 2004 requires that in carrying out our audit we consider
and report to you on the following matters. We confirm that:
i) 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
ii) in our opinion, proper books of account have been kept by the Group and the Company, and
iii) the Group's and the Company's statement of financial position, and its statement of profit or loss and
other comprehensive income are in agreement with the books of account.
Lagos, Nigeria Olugbemiga A. Akibayo
31 March 2017 FRC/2013/ICAN/00000001076
For: BDO Professional Services
2016 Chartered Accountants
ANNUAL Standard Alliance Insurance Plc
REPORT and Its Subsidiary Company
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