The Budweiser Smooth Kings Remix Show launched The success of the show birthed
in March 2021 with the goal of building brand love the Budweiser Smooth Kings
by connecting with consumers through a mutual Remix album – The first branded
enjoyment of music. album in Nigeria on international
music stream platforms. The songs
The focus of the campaign was to connect the are available for streaming on
consumers to the classic Nigerian songs through platforms like Apple Music, Tidal,
the sound of the new artistes on the scene. Boomplay, etc.
We created Smooth Kings Remix, a digital The show reached millions of
music show, where 20 of the biggest Nigerian Nigerians.
Artistes, remixed 10 of the biggest Nigerian classics.
Together, they created a fusion of classic and
contemporary sounds, making 10 epic records for
music lovers across Nigeria.
International Breweries Plc. 52
The Budweiser Kings Of Football show, created 2in Fill with
019 to elevate the position of the brand as official captions
sponsors of the English Premier League and La Liga.
The show was the first branded football
entertainment platform on SuperSports, the biggest
football channel in Africa. Offering a mix of football
and lifestyle as the hosts tackled the latest on-and-
off-the-field football news, worldwide.
For season 2 and 3, we created a segment on the
show where consumers can show off their football
knowledge and get rewarded.
While other football shows kept fans on the side-
lines, we let fans play, with a prize money of 1.5
million Naira per episode.
To land the show, we signed fan favourite and
football enthusiast from Big Brother Naija – Ozo, as
co-host.
The show reached millions of football fans with
consistent growth across key brand measures.
Budweiser has become the global household name
for Football in Nigeria, trending on Twitter weekly.
53 International Breweries Plc.
The Budweiser Game of Kings Campaign was launched in
October 2021. The campaign enabled us build a stronger
emotional connection with our football-loving consumers
using our status as official sponsors of the Premier League
and La Liga.
Budweiser became the first brand to bring two
international greats from Premier League and La Liga for a
football match in Nigeria.
Budweiser brought in John Terry and Roberto Carlos
and matched them alongside players of the Nigerian
Professional Football League (NPFL), in a novelty game
that had the nation buzzing.
Dubbed “THE BATTLE OF THE GREATS”, we gave football
fans the opportunity to call the shots in a major football
match.As Managers, the fans oversaw the two (2) teams
made of up Roberto Carlos and John Terry, and the NPFL
players.
Budweiser was trending topic on Twitter for three days
consecutively with millions of impressions generated.
Fill with
captions
TROPHY LAGER
Na Who Stand By Me Be My Honourable
In 2020, most of the world was on lock down Trophy Lager -
from the ravaging Covid 19 pandemic. This a beer brewed
led to a precipitous decline in the economy, with Honour -
unemployment rate shot to an all time high decided to run a
and inflation rates rose to the highest in campaign with
almost a decade. the clear insight
that life was
In 2021 , emerging from the challenges of very tough for
the lockdown, Trophy Lager - a beer brewed many of these
with Honour - decided to run a campaign young men
with the clear insight that life was very tough today
for many of these young men today. Many
of them are constantly knocking on doors International Breweries Plc.
everyday looking for jobs but couldn’t find
any while resisting the urge to turn to crime
for survival. Men with Honour.
55
While a lot had to be done to get the economy Our Mystery
back on track, Trophy lager decided to play surprise rewards
its own small part by driving up the support team gifted true
for those that needed it most, creatives honourables.
that had become unemployed from several Those who stood
cancelled events, concerts and bars. by their brothers
even when they
The campaign is called: Na who stand by couldn’t afford
me be my honourable. Meaning, friends to.
with Honour will always have my back.
We decided to tackle some of the
unemployment by supporting creative minds
who have also had a tough time through this
period. We launched the #Trophystandbyme
challenge where creatives were asked to
interpret our slogan in their own way, and
we got thousands of entries. We selected
the top 100 posts that best depicted the
campaign and rewarded them with a
monthly allowance for 3 months to get them
back on their feet.
We also unveiled one of the most compelling
TVCs in Nigerian history, which went viral
within two days.
We also went to bars all over the country
to stand by our most loyal customers. Our
Mystery surprise rewards team gifted true
honourables. Those who stood by their
brothers even when they couldn’t afford to.
And of course those who understand that
International Breweries Plc. 56
some of the best times is with a cold bottle of
Trophy lager and some other honourables.
We gave everyone in these bars a free bottle
of Trophy lager, and those who already had
one, won an instant cash prize.
So here is to the Honourables who stand by
each other no matter what. Here’s to Trophy
Lager.
STproepchiayl EBxatnrda
Season 2
As Trophy Extra Special Stout continues to tap into reggae to hip hop, RnB and many more.
consumer’s passion point of music positioning itself
as the official sponsor of live music in Nigeria, In 2021 The show pillars were designed to reinforce the
Trophy Extra Special Stout took the execution of its message of Trophy stout as the truly extra special
fan favourite 1st ever live band music platform in stout as Consumers could not get enough of the
Nigeria named Trophy Extra Special Band to the next great Content generated with massive earned
level. media generated across several blogs and
influencers with overwhelming positive sentiments
Following a first season which was primarily streamed from Consumers.
online due to Covid 19 restrictions in 2020, For season
2 Trophy Stout took this platform to National TV with The bands that emerged from these competitions
additional elements like celebrity judges (Tubaba, have fast become fan favourites across the country
Cobhams and Timi Dakolo) and hosts (Veeiye and as our Consumer yearn for the magic Trophy Extra
Bolanle Olukanni), broadcast on Africa magic and special Band will create next.
MtvBase and premiered weekly on youtube
Now, that is truly extra special!
Trophy Extra Special Band Season 2 had over 500 live
band teams that applied via the online submission
platform. Eventually, only 10 live band teams
made it to the Live Shows after intense auditions
all aiming to be crowned the winning band , the
#TrophyExtraSpecialBand.
Bandhitz emerged winners of Trophy Extra Special
Band season 2 and took home the star prize of
N10m Naira as well as brand new set of musical
instruments. 1st runner up was Alien Tribe with a prize
money of N3m Naira, 2nd runner up Benedicts went
home with N2m Prize.
The show format was highly entertaining! Every week
the live band teams went head to head in live band
music battles, with varied music genres weekly. From
International Breweries Plc. 58
AHA GI EFULA. (MAY
YOUR NAME NEVER BE
FORGOTTEN)
Since its inception, Hero Lager has always identified engagement rate of over 10% increase on digital.
with the Igbo Man, and this was shown once again
through the Aha Gi Efula campaign, which celebrated During the course of this campaign, Hero Lager signed
the legacy of the Igbo man. Aha Gi Efula is a prayer Rudeboy as a new ambassador, and a new TVC was
and a wish that your name will never be forgotten. released showing the musician on his way to legacy.
The campaign ended at the end of Q1 2022.
The Igbo man’s name is of utmost importance to him
which he must ensure is not forgotten long after he is
gone. He is keen on the importance of leaving a long-
lasting legacy, especially for the ones who will come
after him. It was from this insight that the Aha Gi Efula
campaign was born.
To set the tone for what was coming, Hero’s social
media handles went… nameless. For 24 hours,
creating a frenzy and widespread conversations
about the brand and its nameless pages. When our
handles returned, it sparked up conversations around
the purpose of a name with the question “What is in
a name?”
The Hero team sought to position Hero as the beer
that supports the Igbo man’s dreams, ambition, and
it was on this premise that the Aha gi Efula campaign
ran.
The campaign results from Aha Gi Efula speak for
themselves,
Over 2,500 editorial mentions and the hashtag
#MyNameMyHero trended top 5 nationwide, sitting
at no.1, no.3, and no.5.
Over 15,000 name signatures were generated with an
IGBA BOI
Hero lager under the campaign umbrella of Aha “Reached
gi Efula brought to the forefront a major eastern millions of
issue, which was the dying tradition of Igba boi. The Nigerians and
Igba boi tradition has helped many Igbo men build generated
businesses and create legacies that would last for a massive positive
lifetime. sentiments
amongst the
CHALLENGES TO BE ADDRESSED. Igbo community”
The Igbo Apprenticeship System, IAS, is a large z Some lose motivation and drop out, and
business incubator for many consumers in the many who finish, have insufficient capital to
South East, but it still misses the widespread start up.
support needed for development. While a few
of the business owners still took on apprentices,
there were still certain issues that Hero Lager
Identified.
The pain points were: IDEA:
Once the pain point was established, Hero
z Apprentices get little recognition before Lager got to work, understanding that what
their 5-6 year training is complete. they needed was support to grow their
businesses. Hero lager then created the Igba
ANNUAL REPORT &
FINANCIAL STATEMENTS
Boi Hero. Hero designed a 3-step action plan Igba Boi Hero was a hit, we had: The results say
to improve the system through 50million Naira it all!. The Igba Boi Hero initiative gave hope to
seed funding, training, and mentorship. Once those who felt invisible and provided a sense of
we identified who we were looking for, we pride to apprentices and Igbos nationwide.
found the 6 biggest Apprenticeship hubs in
the country and called for every Igba boy in Hero Lager was crafted to inspire and reward
his final year. We invited them through Radio, them. Igba Boi Today, Business Hero tomorrow.
digital, and BTL events. We had over 4000 entries
received (Thirty percent higher than our target.)
300 apprentices were selected and trained
in business skills. (pop-ups - digital marketing,
customer relations, book-keeping).
N50 MILLION International Breweries Plc.
WORTH OF GRANTS
MENTORSHIP,TRA63INING, AND MORE
HERO’S WALK
DOCUMENTARY
Hero Lager became the first-ever brand to of 2020 had shaken Igbo businesses and in
sponsor the Igba Boi initiative because the 2021, Igbo businessmen needed this message
brand understood the journey that most Igbo more than ever, and much to the delight of all
men have to undertake. stakeholders, they loved it!
The documentary was a success and the results
CHALLENGES TO BE ADDRESSED. attest to this.
The Igbo people believe in a core proverb - We had over 1 Million Views on youtube
that says “Onye ahala nwanne ya” which with 100% positive sentiment.
translates to No brother must be left behind.
This system that has helped the Igbo people - Hero’s Walk has also been nominated for
grow and leave a lasting legacy has dwindled two awards.
in recent times, so Hero Lager decided to
swoop in and remind the Igbo people of the When it comes to Hero Lager’s mission for the
power of the Apprenticeship system. Hero’s Walk documentary, it is to celebrate and
encourage our consumers, some of which are
IDEA: currently on their journey by reminding them of
First came the TV commercial detailing the who they are and what they can do.
journey of every Igbo apprentice, a Nwa Aha, gi efula… may your name never be
boi, on his way to becoming a business forgotten.
powerhouse. As a perfectly-timed follow-
up to the TVC, we dropped the trailer for “Igbo
our documentary “The hero’s walk” which businessmen
immediately started racking up views from needed this
across Igboland. message more
The piece features Hero Lager Brand than ever, and
Ambassadors, the beloved veteran Igbo much to the
actor, Nkem Owoh, and the highly respected delight of all
Igbo rapper and icon, Ill Bliss in a perfect stakeholders,
representation of how the older pass down they loved it”
knowledge to the younger.
Hero Lager has always focused on speaking to
the heart of our consumers, so our mission for
the documentary was to spotlight them; their
determination, ambition, drive, innovation,
and love for the community. The disruptions
65 International Breweries Plc.
THE
BOARD
BOARD OF DIRECTORS
HRM NNAEMEKA A. ACHEBE MR. HUGO DIAS ROCHA MR. BRUNO ZAMBRANO
CFR, MNI Managing Director Executive Director Finance
Chairman Mr. Hugo Dias Rocha has worked with Mr. Zambrano comes with tremendous
the ABInBev group for over 24 years experience having worked extensively
His Majesty Nnaemeka A. Achebe, Obi in different leadership roles within in virtually all aspects of financial
of Onitsha, had a 30-year career with the Sales, Process Integration and management across ABInBev’s
the Royal Dutch Shell Petroleum Group Human Resources functions in various businesses in Latin America and East
of Companies in Nigeria and overseas. countries including Brazil, Dominican Africa.
Republic, China, Colombia, Argentina
He is the Chairman of the Anambra and South Africa. He holds a Masters in Business
State Traditional Rulers Council and Administration (MBA) from Mccombs
Chancellor of Ahmadu Bello University, He holds a Master’s degree in Business School of Business – Austin, Texas.
Zaria. He was educated at Stanford and Administration (MBA) from the Sao He holds a Bachelor of Science in
Columbia Universities in the U.S.A and Paulo Business School, Brazil and a Economics from University of Texas at
an alumnus of the National Institute for Degree in Mechanical Engineering Arlington – Arlington, Texas. He was
Policy and Strategic Studies, Kuru. He is from the Federal University, Paraiso, the Finance Director at Tanzanian
also the current Chairman of Unilever Brazil. He has exceptional career in Breweries prior to joining International
Nigeria Plc. sales as the AB Inbev Commercial Breweries Plc. in January 2020.
Vice-President for integration in China
His Royal Majesty Nnameka Achebe and a handful of Latin American Bruno Zambrano was appointed to the
was appointed to the board in May, Countries. board in January, 2020
2018
Hugo Rocha-Dias was appointed to
the board in January, 2020
69
THE BOARD
MR. SUNDAY AKINTOYE MR. OLUGBENGA AWOMOLO MISS. OLUTOYIN M. ODULATE
OMOLE
Non- Executive Director Non - Executive Director Independent
Non-Executive Director
Sunday Akintoye Omole, a graduate of Gbenga Awomolo is currently an
Sociology from the Premier University Executive Director (Operations) at Olutoyin is a seasoned Consumer
of Ibadan, an accountant, holds an MBA Alumaco Plc and sits on the Board of Goods and FMCG senior management
specialization in Human Resources several companies particularly in the professional with over 16 years of
from Everest University, United States manufacturing sector. multi-national corporate experience
of America. Mr. Omole has acquired in retail management & distribution,
wide working experience both locally He has worked in different capacities supply chain optimization, strategic
and internationally. The scope of as an Investment Executive at Newco development, operational planning,
his working life include accounting, Investment Limited, Nigeria, as an risk management, business
audit and tax practices, company Immigration Consultant at Midwest development, product development,
restructuring, commodities, futures Immigration Consultants, in the United branding and marketing across the
market analysis, financial services and States and as an Operations manager telecoms, management consulting
human resources management. at Midwest Staffing Group, USA. He & consumer goods /FMCG industries.
also holds a Law degree from the She has held past senior roles including
Mr. Omole is on the Board of Directors University of Wales, Cardiff. missions at L’Oreal, MTN Nigeria &
of other Companies in Nigeria and the Accenture and most recently as
United States. Olugbenga Awomolo was appointed as Regional Director Anglophone West
a Non-Executive director in December Africa at Danone ELN where she
Sunday Akintoye Omole was 2007 worked for the past 6 years. She is
appointed to the board in January, currently the Founder & CEO, Olori
2005 Beauty Enterprise LTD, an African multi-
brand cosmetics manufacturing start-
up, based out of Lagos, Nigeria.
Toyin is also a Non-Executive Director
at Afrinvest West Africa Limited.
She holds a BSc degree in Civil &
Environmental Engineering from
Temple University in Philadelphia,
Pennsylvania and a MBA degree from
INSEAD (France & Singapore)
Olutoyin Odulate was appointed to
the board in April, 2019
International Breweries Plc. 70
THE BOARD
HRM IGWE MR. MICHAEL AJUKWU ABIYE TOBIN-WEST
PETER ANUGWU JP, OFR Non- Executive Director Non - Executive Director
Non-Executive Director
Igwe Anugwu is a private entrepreneur. Mr. Michael Ajukwu is an astute Abiye Tobin-West is a seasoned
He holds a Diploma in Agricultural professional with combined expertise Public Sector Administrator with
Engineering from the School of and contribution to Stakeholder several years of experience. As an
Agriculture, Umudike in Abia State. engagement, risk advisory, general astute Public Administrator, Tobin-
management, corporate finance West has cognate experience in
He is a Patron of Anambra State spanning over three decades. corporate governance and served
Traditional Rulers Council and Elder’s on several Boards of corporations
Council. He is the holder of various He is currently an Independent as a Government Representative,
congressional Honors, Proclamations Director on the board of Sterling Bank some of which include the Board of
and Keys from several cities in the Plc. He served as an Executive Director, Internal Revenue Service, Rivers State
United States of America and a director Corporate Banking with United Bank Tourism Development Authority,
of the board of directors of the World for Africa. Mr. Ajukwu has over 21 years Rivers Microfinance Agency, Nigeria
Conference of Mayors. of experience in the banking industry Engineering Works and RIVERSCOOP
with speciality in the Energy and Limited.
He is the Chairman of Zhongtian Multinational sector. He has extensive
Construction Nigeria Ltd. business experience in Africa and Abiye Tobin-West is a life member of
particularly in Nigeria. Economic Society of Nigeria, a fellow
HRH Peter Anugwu was appointed to of Chartered Institute of Taxation, and
the board in May, 2018 He has been an Independent Non- a member of Institute of Cost and
Executive Director at Tiger Brands Management Accountants.
Limited and Sterling Bank Plc
respectively. Mr. Ajukwu holds a B.Sc. Abiye Tobin-West was appointed to
in Finance from the University of Lagos the board in May, 2018
and MBA in Accounting and Finance
from New York University.
Michael Ajukwu was appointed to the
board in May, 2018
71
THE BOARD
MR. RICHARD MR. ANDREW WHITING MRS. TOLULOPE ADEDEJI
RIVETT-CARNAC
Non-Executive Director Marketing Director
Non-Executive Director
Mr. Whiting is a lawyer by training. He Tolulope Adedeji has extensive
Richard Rivett-Carnac is the Treasury holds a Bachelor of Laws and Bachelor experience in building Brands and
and M&A Director for AB InBev Africa of Business Science degrees from the businesses. She has built brands from
based in Johannesburg, South Africa. University of Cape Town. scratch to market leadership and has
transformed brands from challengers
Richard has previously worked within Mr. Whiting’s career began in to established brands. ‘Over the
the AB InBev Group in sales and global law firms LIKE Herbert Smith course of her 16 years career, she has
distribution as a District Manager in Freehills (London) and Bowmans built over 15 brands across Africa.
South Africa and in the SABMiller M&A (Johannesburg) where he practiced Before her current appointment as
team based in the United Kingdom corporate law, with a focus on mergers Marketing Director for International
focusing on global mergers and and acquisitions. Mr. Whiting joined Breweries Plc, she was Brand /
acquisitions. Prior to joining SABMiller, SABMiller plc (now ABInBev) in 2012. Commercial Associate Director of
Richard qualified as a Chartered Andrew has held a number of strategic Procter & Gamble Nigeria. She also
Accountant (SA) in Johannesburg and roles in the Company including Global navigated these brands through
worked in London as an Investment Legal Director – Mergers & Acquisitions, a challenging macro-economic
Banker. Legal and Corporate Affairs Director – recession in 2016.
UK & Ireland and currently, Corporate
Richard Rivett-Carnac was appointed Affairs Director – Africa and has a Tolu holds a BSc in Business
to the board in December, 2018 keen interest in developing markets, Administration from Babcock
particularly Africa. University, a MBA from Obafemi
Awolowo University and a MSC in
More recently Mr. Whiting led Brexit International Management from the
strategy and the corporate rebrand University of Liverpool, UK. She is a
for AB InBev’s UK and Ireland business member of the Chartered Institute of
and has developed and implemented Marketing , UK (MCIM) and several
regional Corporate Affairs strategies other marketing bodies.
for eight AB InBev businesses in Africa
(including Nigeria), focusing on Tolulope Adedeji was appointed to the
regulatory proactivity and corporate board in September, 2019
reputation.
He was appointed to the Board in
September, 2020
International Breweries Plc. 72
THE BOARD
MR. MUYIWA AYOJIMI
Company Secretary
/ General Counsel
Ayojimi is a Barrister and Solicitor of the
Supreme Court of Nigeria with almost
2 decades of Law practice with
considerable experience in providing
experiential advisory in Corporate
restructuring. He was legal adviser to a
handful of private companies and has
practiced extensively before superior
courts of record in Nigeria.
He is a member of the Institute
of Chartered Secretaries and
Administrators, Chartered Institute of
Arbitrators, International Corporate
Governance Network, Society for
Corporate Governance, Nigerian
Institute of Management and the
Nigerian Bar Association.
Muyiwa Ayojimi was appointed as
Company Seceratry in December,
2011
73
MANAGEMENT TEAM
Bruno Zambrano (ED Finance) | Marilyn Maduka (People Director) | Tony Agah (Business Operations Director)
Hugo Dias Rocha (MD) | Carlos Bernitt (Trade Marketing Director) | Tolulope Adedeji (Marketing Director)
Eduardo Caceres (Revenue Director) | Carlos Coutino (Sales Director) | Harry De Wet (Logistics Director)
Temitope Oguntokun (Legal & Corporate Affairs Director) | Charles Okorie (Procurement & Sustainability Director)
From left to right
AGM Meeting
FINANCIAL
STATEMENTS
REPORT
OF THE DIRECTORS
The directors submit their report together
with the audited financial statements for
the year ended 31 December 2021, to the
members of International Breweries Plc ("the
Company"). This report discloses the financial
performance and state of affairs of the
Company.
FY21 A proud part of the family
Results
Last year we delivered the best result we have ever had so far in this incredible journey. Thanks to transformattional
topline and bottom-line growth, we delivered double digit volume growth while growing gross profit by +51.9%.
We remain committed to creating more value for stakeholders as we grow consistently.
Looking forward, 2022 is a strong step towards that goal.
- Hugo Dias Rocha, CEO
BEER VOLUME REVENUE DRIVING BOTH VOLUME PROFITIBILITY INNNOVATION
& REVENUE GROWTH TURNAROUND GROWTH
Growth Ahead of +33.3% vs LY
Industry Revenue ahead of volume +51.9% vs LY +97% vs LY (doubled)
driven by pricing Gross Profit Core+ and High Ennd Volume
+310 bp vs LY
Gross Margin
HIGHLIGHTS International Breweries marks Multiple awards for our brands, leadership 2021 recordss an all-time-high Gross
50years of growht and Innovation and strong socio economic contributions. Sale Value and fastest growth rate in
in NNigeria. our category in Nigeria.
1. Incorporation and address
International Breweries Plc was incorporated as a private limited liability Company on 22 December, 1971
and became a public limited liability Company on 26 April, 1994. The Company's head office is situated at
Plot 5A Abuja Street, Banana Island, Ikoyi Lagos, Nigeria..
2. Legal form
International Breweries Plc was incorporated as a private limited liability Company on 22 December, 1971
and became a public limited liability Company on 26 April, 1994. The Company is a part of the AB InBev
Group (The largest brewer in the world).
3. Principal activities
The principal activities of the Company are brewing, packaging and marketing of alcoholic and non-
alcoholic beverages.
4. Operating summary
The company's results for the year ended 31 December 2021 are set out on page 21. The loss for the year
has been transferred to retained earnings. The summarised results are presented below:
Report of the directors
Revenue 2021 2020
N'000 N'000
Loss before tax
Tax credit 182,298,045 136,790,573
Loss for the Year
(19,836,278) (28,590,319)
2,179,768 12,507,983
(17,656,510) (18,505,610)
Total comprehensive loss for the year (16,429,956) (27,650,551)
5. Dividend declaration
The Board maintains a dividend policy which guides its decision on dividend declaration. The Directors
therefore resolved not to recommend the payment of a dividend for the year ended 31 December, 2021.
The board views this decision as appropriate in the short term and in the future interest of the Company
owing to the current gearing ratio.
6. D irectors
The names of the directors as at year end and date of this report are as set out in the corporate information
page. There were no changes to the board during the year under review.
Details of the interest in the shares during the year under review; as at the date of approval of this report
and as recorded in the register of members and or notified by the Directors for the purpose of Section 275 of
CAMA as well as the Listing Rules of the Nigerian Stock Exchange are set out below. Directors whose names
did not appear here do not have any direct/indirect shareholding in the Company.
Direct holding December December
HRM Igwe Nnaemeka Alfred Ugochukwu Achebe 2021 2020
Mr. Sunday Akintoye Omole
Michael Onochie Ajukwu Number Number
Peter Nwokiki Anugwu
Tolulope Adedeji 40,732,127 40,732,127
377,022 377,022
62,000,000 62,000,000
5,000,000 5,000,000
108,900 108,900
Indirect holding 334,075,394 334,075,394
968,087 968,087
Mr.Olugbenga Awomolo
(Through Newco Investment Company Limited)
Sunday Akintoye Omole
(Through Cardinal Investment Nigeria Limited)
International Breweries Plc. 80
Report of the directors
7. Directors’ interest in contracts
All directors with interest in contract have notified the Company for the purpose of Section 277 of the
Companies and Allied Matters Act, Cap.20 LFN 2020 of their direct or indirect interest in contracts or
proposed contract during the year.
The directors do not have any interest required to be disclosed in the year under review as required under
section 306 of the Companies and Allied Matters Act, 2020.
8.
Property, plant and equipment
Information relating to change in property, plant and equipment is given in note 13 to these financial
statements. A total of N27.9 billion (2020:N17.7 billion) was expended on property, plant and equipment
during the year.
9. Corporate Governance
This report describes the directors' approach to corporate governance and how the board applied the
Codes on corporate governance and other applicable regulations.
The directors are committed to maintaining the best standard which they believe is pivotal to the discharge
of their stewardship expectations. The Board is aware of the new National Code on Corporate Governance
and has began the application of the 28 principles as enshrined in the Code. The conviction is that
corporate governance practices should be accorded a more practical approach in enhancing Company
ideals and management performance. In fulfilment of the SEC Code and the National Code, the Company
has appointed an Independent non-executive director and the board will comply with the new CAMA
provision on three INEDs in due course.
(i) Leadership and effectiveness
Board of directors: Composition, Independence and Renewal
The board was composed of as at the date of this report, the chairman who is a non-executive director,
eight non-executive directors and three executive directors.
The board considers its directors as at year end and as at the time of this report as independent for the
purpose of their contributions of invaluable integrity, corporate wisdom and experience towards the board
and deliberations and decisions. The board is therefore satisfied with the performance and continued
independence of judgment of each of the directors.
(ii) The Board's Operations
Board meetings and attendance
The Board of directors met during the year under review. Individual attendance at these meetings is as set
out in the table below. In the few instances where a director was unable to attend a board or committee
meeting, his or her alternate attended in his stead and any comments which they had on matters set out
in the agenda for consideration at such meeting was given in advance to the chairman of the meeting.
81 International Breweries Plc.
Report of the directors
Analysis of attendance of meetings of Board members
Names of Directors Dates of meeting
HRM Igwe Nnaemeka Alfred 3/17/2021 4/28/2021 7/28/2021 10/27/2021 No. of Meetings Attended
Achebe (Chairman) 4/4
Mr. Akintoye Omole Y Y Y Y 4/4
Ms. Olutoyin Odulate Y Y Y Y 4/4
Igwe Peter Anugwu Y Y Y Y 4/4
Mr. Michael Ajukwu Y Y Y Y 4/4
Mr. Andrew Murray Y Y Y Y 0/4
X X X X 3/4
Mr. Richard Rivett-Carnac Y Y X Y 4/4
Y Y Y Y 4/4
Ms. Abiye Tobin-West Y Y Y Y 4/4
Mr. Olugbenga Awomolo Y Y Y Y 4/4
Mr Dias Rocha, Hugo Y Y Y Y 4/4
Mr. Bruno Zambrano Y Y Y Y 4/4
Mrs. Tolulope Adedeji Y Y Y Y
Mr. Andrew Whiting (ADY)
Y - Present
X - Absent
(ADY) - Appointed during the year
(RDY) – Resigned during the year
- Not a member of the Board as at that date
Operation of the board
The board sets the strategic objectives and delegates to management the detailed planning and implementation
of those policies. The board thereafter monitors compliance of the actualization of the set policies and objectives
through quarterly reports to the board and its committees, enabling directors to explore and interrogate specific
issues for feedback in greater detail.
The board and its committee meetings are held in an atmosphere of robust, constructive and intellectual debate of
issues with sincerity of purpose, integrity and mutual respect.
Matters of exclusive preserve
The board has a schedule of matters as contained in an approval grid which is dealt with exclusively by the board.
This includes but not limited to the approval of financial statements; annual expenditure/budget plan; material
investment or disposals and the Company’s business strategy.
The board governs through its established committees with reporting systems. Each committee or standing committee
has specific written terms of reference and committee charters. All committee chairmen or their representatives
International Breweries Plc. 82
Report of the directors
report to the board and their decision extracts are included in the board packs circularized to all the board members
two weeks before their meetings.
Risk and the Board of directors
The Company's Board of Directors is ultimately responsible for the risk management system and for reviewing its
effectiveness. The Company, through its training and management standards and procedures, aims to develop
a disciplined and constructive control environment in which all employees understand their roles and obligations.
The risk management system is designed to manage, rather than eliminate, the risk of failure to achieve business
objectives and there is an ongoing process in place for identifying, assessing, managing, monitoring and reporting
on the significant risks faced by the Company.
The Company's Audit Committee oversees how management monitors compliance with the risk management
policies and procedures and reviews the adequacy of the risk management framework in relation to the risks faced
by the Company. The Internal Audit function has been expanding in line with our global risk management structure.
The activities and capabilities of the new initiative are far more improved than the traditional internal audit functions.
The new structure will develop business insights, improve our operations and manage risks in a smart and proactive
way using analytical technics supported by a strong team.
This process has been established for the year under review up to the approval of the Annual Report and Accounts.
The principal risks and uncertainties facing the Company are set out in note 4
Conflict of interest
The directors are aware and advised to avoid situations where they have, or can have, a direct or indirect interest
that conflicts, or may possibly conflict with the Company’s interests and encouraged to make full disclosures.
In accordance with the Companies and Allied Matters Act 2020 as ammended and the Company’s articles of
association, the board can authorize potential conflicts of interest that may arise and to impose such limit or
conditions as it may deem fit. There were however, no actual or potential conflicts of interest which were required to
be authorized by the board during the year ended 31 December 2020.
The Roles of Executive and Non-Executive Directors
The executive directors are responsible for proposing strategy and for making and implementing operational
decisions. Non-executive directors complement the skills and experience of the executive directors, bringing
independent judgment and making inputs through their knowledge and experience of other businesses and sectors.
Information dissemination and training
The Company’s Secretary is responsible for advising the board, through the chairman, on issues of corporate
governance. The secretariat supplies the board and its committees with full and timely information through
meeting packs and other enough resources to enable directors to prepare adequately for their meetings
and take informed decisions.
The company is committed to the continuing development of directors in order that they can build on their
expertise and develop an ever more detailed understanding of the business and the ever changing legal
and regulatory environment.
Other Appointments
Non-executive directors may serve on the boards of other companies in order to widen their experience
and knowledge for the company’s benefit. Directors ensure that their effectiveness on the board is not
compromised by their external commitments. The board is pleased that the chairman and the non-executive
directors commit enough time to their duties and the non-executive directors have confirmed that they have
sufficient time to fulfil their respective obligations to the Company.
Board, Committees and Director’s performance evaluation
The Board subscribes to performance evaluation processes in line with best practice and as prescribed by the
National Code on Corporate Governance. An in house evaluation of the board’s performance was carried
out for the year ended 31 December 2021 (2019: Ernst & Young).The board considers its performance in the
year under review as satisfactory and largely in compliance with prescribed codes of corporate governance.
The board would be due for an independent assessment by the next financial year.
83 International Breweries Plc.
Report of the directors
The Company Secretary
The Company Secretary who acts as secretary to the board and its committees attended all the meetings
during the year under review.
(iii) The Board Committees
The Audit Committee
The audit committee chaired by Mr.Oladepo Adesina met during the period under review. The members
representing the shareholders are Mr. Moses Ijayekunle and Mr. Adetunji Ajani Babajide. Mr. Michael Ajukwu,
Abiye Tobin-West and Mr. Olugbenga Awomolo are representatives of the board.
The Global Risks Management Manager, Internal Control Manager and the Finance Director attended the
committee meetings by invitation while The External Auditors attended the meetings in January, March
and October 2021. The work of the committee during the period included Audit matters and internal audit
reviews.
The audit committee reports all activities and makes recommendations to the board. During the year under
review, the audit committee discharged its responsibilities as they are defined in the committee's terms of
reference and has ensured that applicable standards of governance and compliance are adhered to.
The Internal Control/Global Risks functions have direct access to the committee, primarily through its
chairman. The functions enjoy the benefit of adapting the workings and processes of approved International
and best practice templates for improved efficiency.
Analysis of attendance of meetings of Audit Committee members for the year
Name of Audit Committee Members Date Number of
meetings at-
Mr.Oladepo Adesina - (Chairman/Shareholder) 3/15/2021 4/27/2021 7/27/2021 10/26/2021 tended
Y Y Y Y
Mr. Moses Ijayekunle - ( Member/Shareholder) Y Y Y Y Total
Y Y Y Y
Mr. Adetunji Ajani Babajide - “ Y Y Y Y 4/4
Y Y - - 4/4
Mr. Michael Ajukwu - ( Member/Director) Y Y Y Y 4/4
4/4
Ms. Abiye Tobin-West - “ 2/4
4/4
Mr. Olugbenga Awomolo - “
- Not a member of the Committee as at that date.
X - Absent
International Breweries Plc. 84
Report of the directors
The Governance/Remuneration/Nomination Committee
The Committee is charged with the overall responsibility of ensuring that all governance reviews and strategic plans
on remuneration and nomination were complied with.
The committee consist of Mr. Michael Ajukwu, Mr. Akintoye Omole, Abiye Tobin-West, Ms. Olutoyin Odulate and Mr.
Richard Rivett-Carnac.
Analysis of attendance of meetings of Governance Committee members for the year
Name of governance/ remuneration/ nomination com- Date Number of meetings
mittee member 27-4-2021 attended
Mr. Michael Ajukwu (Chairman) Y 27-7-2021 26/10/2021 Total
Y Y 3/3
Mr. Akintoye Omole Y Y Y
Y Y 3/3
Abiye Tobin-West Y Y Y
Y Y 3/3
Ms. Olutoyin Odulate Y
3/3
Mr. Richard Rivett-Carnac Y
3/3
- Not a member of the Committee as at that date
X - Absent
Y - Present
The Risk Management/Sustainability Committee
The Committee provides focus on Risks and Sustainability, at all times, taking into cognizance
established best practices. The Committee in that wise assists the Board in its oversight of the risk
profile, risk management framework, risk strategy and the Sustainability framework for the Company.
The Risks Management/Remuneration Committee is composed of six members: Mr. Olugbenga Awomolo, Mr.
Akintoye Omole, Mr. Michael Ajukwu, Ms. Abiye Tobin-West and Mr. Andrew Murray. The Committee held three
meetings during the year.
Analysis of attendance of meetings of Risk Management/Remuneration Committee members
Name of governance/ remuneration / nomination Date 27-7-2021 26/10/2021 Number of meetings
committee member 27-4-2021 Y Y attended
Y Y Y Total
Mr. Olugbenga Awomolo - (Chairman) Y Y Y 3/3
Mr. Akintoye Omole Y Y Y
Mr. Michael Ajukwu Y - A 3/3
Ms. Abiye Tobin-West -
Mr. Andrew Murray 3/3
3/3
0/3
- Not a member of the Committee as at that date
X - Absent
Y - Present
10. Share capital
During the year, the number of the Company's issued ordinary share capital remained at 26,862,065,850
(2020: 26,862,065,850) ordinary shares. Details of share capital are shown in the report.
85 International Breweries Plc.
Report of the directors
Active shareholders range - summary position as at 31 December 2021
Range No of Holders % Holders Cum. Units Units % Units Cum.
shareholders
9,900,193 0.04% 9,900,193
1 - 1000 18,763 45.24% 18,763 36,529,349 0.14% 46,429,542
35.21% 33,368 39,327,333 0.15% 85,756,875
1001 - 5000 14,605 11.24% 38,030 57,118,937 0.21% 142,875,812
6.03% 40,533 28,072,879 0.10% 170,948,691
5001 - 10000 4,662 0.95% 40,925 84,745,912 0.32% 255,694,603
0.92% 41,308 46,267,295 0.17% 301,961,898
10001 - 50000 2,503 0.15% 41,369 26,560,103,952 98.88% 26,862,065,850
0.26% 41,475
50001 - 100000 392
100001 - 500000 383
500001 - 1000000 61
1000001 - 9999999999 106
Grand total 41,475 100% 295,771 26,862,065,850 100%
Substantial Shareholding
The particulars of the shareholders that held more than 5% of the issued and fully-paid share capital
of the Company as at 31 December, 2021 and at the date of this report are as follows:
Substantial shareholding details:
Name Holding %
AB Inbev Nigeria holdings BV 21,069,512,368 78.44
Brauhaase International Management GMBH
2,377,579,012 8.85
The Company as at year end had a free float of over N20 billion. This complied with the Nigerian
Stock Exchange free float registration for Companies listed on the main board.
Shareholding by category: No. of shareholder Number Of Shares Held Percentage holding (%)
4 0,729 853,059,352 3.18
Category of shareholder
6 31 2,021,063,130 7.52
Individuals 45 111,086,375 0.41
Institutional Investors 5 428,727,480 1.60
Corporate
Tax Free 2 23,447,091,381 87.29
State & Local Govt 63 1,038,132 0.00
Foreign Shareholder 41,475 100
Corporate 26,862,065,850
Portfolio investor
Total
International Breweries Plc. 86
Report of the directors
Purchase of own shares
The Company did not purchase any of its own shares during the period under review.
Share capital history
Date Issued No. of Shares Nominal Value Issue Type Remark
(N)
1971 9,000,000 - Private Placement Cash
1980 2,000,000 0.50 Private Placement Cash
1981 2,600,000 0.50 Reserves
1981 2,200,000 0.50 Bonus Cash
1982 0.50 Private Placement Reserves
1982 200,000 0.50 Reserves
1983 2,000,000 0.50 Bonus Reserves
1985 2,000,000 0.50 Bonus Reserves
1986 4,000,000 0.50 Bonus Reserves
1988 6,000,000 0.50 Bonus Reserves
1989 6,000,000 0.50 Bonus Reserves
1991 4,000,000 0.50 Bonus Reserves
1992 10,000,000 0.50 Bonus Cash
1993 31,683,540 0.50 Bonus Cash
1995 5,419,692 0.50 Private Placement Cash
1995 4,992,000 0.50 Private Placement Cash
1996 103,734,000 0.50 Private Placement Cash
1998 0.50 Public Offer Cash
1999 408,000 0.50 Public Offer Cash
2001 426,000 0.50 Public Offer Cash
2002 103,216,000 0.50 Public Offer Cash
2008 120,768 0.50 Rights Issue Cash
2012 212,914,682 0.50 Rights Issue Cash
2014 1,600,000,000 0.50 Public Offer Reserves
2017 1,149,611,748 0.50 Rights Issue Consolidation
2018 31,722,850 0.50 Bonus Cash
2020 5,301,612,656 0.50 Merger Cash
8,595,861,936 Rights Issue
26,862,065,850 Rights Issue
87 International Breweries Plc.
Report of the directors
11. Corporate Social Responsibility
During the period under review, the corporate social responsibility towards its immediate and surrounding
communities, especially in respect of community development, health and education, the environment
and other social welfare, was again demonstrated in the various projects executed during the year and
other donations both in cash and in the products to various institutions and community centres. In response
to the rising unemployment population among the youths in Nigeria, one of the major projects carried
out by the Company during the year is the continuation of the Youth Enterprise Development Initiative
tagged initiated in 2016. The Kick Start program is aimed at creating a culture of entrepreneurship among
young people by promoting business awareness and material support through the development of business
skills by training; providing grants as start-up capital for new businesses or grants to support expansion of
existing businesses; and providing post investment support through mentoring and coaching. The amount
expended on the program for the year ended 31 December, 2021 was N130.2 million (2020: N145.9 million).
Other beneficiaries of the corporate social responsibility program of the Company are as listed below. This
excludes gifts in Company products during the year.
Community projects and donations during the year included the following:
Description/projects N’000
KICKSTART youth entrepreneurship initiative (National CSR programme pan Nigeria) 130,180
Smart Drinking Campaign and Ember road safety campaigns with FRSC
Sustainability Report project 8,467
Post-consumer waste management initiative (under the Food and Beverage Recycling Alliance 34,784
(FBRA)
Other Sponsorships 7,500
6,189
187,120
It remains the policy not to make donations to political organisations in the country and in
compliance with section 43(2) of the Companies and Allied Matters Act Cap C 20, Laws
of the Federation of Nigeria 2020, the Company did not make any donation or gift to any
charitable organisation, political party, political association or for any political purpose
during the year under review (2020: Nil).
12. Ethical business conduct
The International Breweries Code of Business Conduct and Ethics as adopted from AB InBev, sets out high
ethical standards with which all Company's employees are expected to comply, and forms part of the
wider programme of policies and procedures throughout the Company. The Company's personnel are
committed to conducting business in a way that is fair, ethical and within the framework of applicable
laws and regulations. During the course of the year, the policies and procedures were reviewed in light
of related guidance, and developing corporate best practice, and made a number of enhancements,
including the roll out of a new Company-wide anti-bribery policy. Key aspects covered by the programme
include, amongst other matters, our anti-bribery policy, due diligence and other forms of compliances in
relation to business partners, training of employees and monitoring and reporting mechanisms. Independent
confidential whistle blower hotlines have been re-introduced into the operations so that employees and
third parties can report any breach. The Company maintains a whistle blowing Procedure to address issues
that can negatively affects the Company's reputation before it's stakeholders.
13. Employment, environmental and health safety policies
The people team designed and continually reviewed employment policies which attract, retain and
motivate the highest quality of staff. Management is committed to an active equal opportunities policy,
from recruitment and selection, through training and development, appraisal and promotion to retirement.
International Breweries Plc. 88
Report of the directors
It is the policy to ensure that everyone is treated equally, regardless of gender, colour, nationality, ethnic
origin, race, disability, marital status, religion or trade union affiliation.
The Company is committed to its new policy on diversity as it understands that the benefit of employing the
right balance in people of different races, genders, creeds and backgrounds.
The Company is ever committed to sustaining its policies and programmes on occupational health and
safety to ensure a safe working environment for all its employees, suppliers, consumers and visitors to our
sites. We have revised our policies on health and safety to enshrine world class manufacturing practices.
14. Employment of disabled persons
The Company has two disabled persons in its employment. Applicable infrastructure and work tools for
the disabled persons are always fully considered, bearing in mind the respective aptitudes and abilities of
the applicants concerned. Also, in the event of members of staff becoming physically challenged, every
effort is made to ensure that their employment with the Company continues and that appropriate training
is arranged.
It is the policy of the Company that the training, career development and promotion of physically
challenged persons should, as far as possible, be identical with those of other employees.
15. Diversity and Inclusion
This top priority for the business was further strengthened in the year under review. Equity, fairness and
transparency were some of the underlying principles of our ways of working.
The Company celebrated the International Day as part of the drive to increase female representation in
the workplace. We celebrated on this day, our women who cut-across roles and functions as forklift drivers
way up to Executive Management. The Company has a LEAN-IN CIRCLE program for female employees.
This is a platform for cross-fertilization of ideas on women focus engagements.
16. Research and development
To ensure improved overall operational effectiveness, considerable emphasis is placed on research and
development in the technical activities, through the AB InBev Group. This enables the Company to develop
new products, packaging, processes and new manufacturing capabilities.
17. Going concern
The financial statements have been prepared on a going concern basis. The directors have no doubt that
the Company will be in existence after 12 months from the reporting date. The directors do not intend to
cease operations or stop any of the production lines and are confident that the business will continue as a
going concern.
While continually delivering strong revenue growth, inability to source adequate foreign exchange (due to
general illiquidity in the market) to pay off foreign denominated debt and liabilities has impacted profitability
in recent years. The company has entered into strategic arrangements with key relationship banks for
sourcing of FX in order to address and mitigate this risk. The effort has yielded progress in 2021 which led to
some settlement and reduction of the foreign denominated liabilities. We will continue to explore available
options to settle foreign denominated liabilities and hedging instruments to mitigate foreign currency risks.
The Company continues to generate positive operating cash flows 2021: N67.3 billion (2020: N50.6 billion) to
cover its short-term obligations. The Company is strategically positioned for success in the future.
18. Employee consultation and training
The Company places considerable value on the involvement of its employees in its affairs and has
continued with its practice of keeping them informed on matters affecting them as employees and on
89 International Breweries Plc.
Report of the directors
various factors affecting the performance of the Company. Employees are consulted regularly on a wide
range of matters affecting their current and future interest. Employees receive both internal and external
training as necessary.
19. Donations and gifts
In accordance with Section 43(2) of the Companies and Allied Matters Act, 2020, the Company did not
make any donations or gifts to any charitable organisation, political party, political association or for any
political purpose during the year under review (2020: Nil).
20. Financial risk
Information on the company's financial/risk management objectives and policies and details of its exposure
to price risk, credit risk, liquidity risk and cash flow risk are contained in note 4 to the financial statements.
The directors are responsible for the management of the business of the Company and may exercise all the
powers vested on them by the Company subject to the articles of association and relevant statutes
21. Events after the reporting period
The directors are of the opinion that there were no post statement of financial position events that could
have material effect on the state of affairs of the Company at December 31, 2021 and on the profit for the
year ended on the date that have not been taken into accounts in these financial statements.
22. Impact of COVID-19
In view of the COVID-19 pandemic, we have strengthened our health and safety practices within our
operations and with stakeholders. We are supporting efforts at ensuring the pandemic is combated in
partnership with government at State and Federal levels and also, in the communities where we operate.
While the economic impact of this pandemic on the Nigerian and global economy can not be fully assessed
at this stage, our Board and Management have initiated our business continuity plans to ensure that the
Company remains a going concern, these included safety of our employees, managing non-essential costs
and protecting our cash flow.
23. Stakeholder’s Engagement
We are a Company of owners and the continuing need for engagement is key to our success. The
Company knows its stakeholders and proactively engage with them regularly and manage the change
communications at required times to ensuring shared value for all.
The effective engagement of a broad spectrum of shareholders was reflective of the cooperation enjoyed
on the timely and successful completion of the capital raising of the Company. The year under review
witnessed a presentation of the Facts Behind the Results (Q3) to the Nigerian Exchange. This was well
attended thereby fostering investor relations engagement.
Furthermore, the Company established periodic engagements with stakeholders/shareholders to close
the gap of the once a year gathering of shareholders at the Annual General Meetings. This has enabled
closer understanding of the business operations and created an open-door communication between the
Company and shareholders.
24. Complaints Management Policy
Complying with the rules of the Securities and Exchange Commission on framework for complaints
management, the Company and its Registrars provide responses within its framework to shareholder issues
and concerns.
This framework also provides the opportunity for shareholder feedbacks on matters that can affect its
International Breweries Plc. 90
corporate existence through engagement with stakeholders and investor calls.
25. Auditors
In accordance with Section 401(2) of the Companies and Allied Matters Act, 2020, Messrs.
PricewaterhouseCoopers have indicated their willingness to continue as auditors to the Company. A
resolution will be proposed at the Annual General Meeting to authorise the directors to fix their remuneration.
26. Dealing Policy
International Breweries Plc has a Securities Trading Policy (The Policy) which guides the Board and
Employees when attempting effecting transactions in the shares. The Policy provides for periods for dealing
in shares and other securities; established communication protocols on periods when transactions are not
permitted to be effected on the shares (Close Period) as well as disclosure requirements when effecting
such transactions.
The Company complied with the Nigerian Stock Exchange Rules regarding this Policy in the year under
review.
By Order of the Board:
Muyiwa Ayojimi
Company Secretary/General Counsel
Lagos-Nigeria.
FRC/2013/NBA/00000002667
30 March, 2022
91 International Breweries Plc.
Certification of the Audited Financial Statements
Further to the provisions of section 405 of the Companies and Allied Matters Act, 2020, we the Managing
Director/CEO, Finance Director and Country Finance Manager of International Breweries Plc ("the
Company") respectively hereby certify as follows:
a. That we have reviewed the Audited financial statements (AFS) of the Company for the year ended
31st December 2021.
b. That the AFS represents the true and correct financial position of our Company as at the said date of
31st December 2021.
c. That the AFS does not contain any untrue statement of material fact or omit to state a material fact,
which would make the statement misleading.
d. That the AFS fairly presents, in all material respects, the financial condition and results of operation of
the Company as of and for the year ended 31st December, 2021.
e. That we are responsible for establishing and maintaining internal controls and affirm that the
Company's internal controls were effective as of 31st December, 2021.
f. That all significant deficiencies in the design or operation of internal controls which could adversely
affect the Company's ability to record, process, summarise and report financial data have been
disclosed to the independent Auditor and the Audit Committee.
Signed 30th March, 2022
Mr. Hugo, Dias Rocha Mr. Bruno Zambrano Ms. Chinyere Ezeugwu
Managing Director Finance Director Country Finance Manager
FRC/2021/003/00000022841 FRC/2020/003/00000020628 FRC/2013/ICAN/00000000781
International Breweries Plc. 92
Statement of Directors’ Responsibilities
The Directors of International Breweries Plc accept responsibility for the preparation of the financial statements
that give a true and fair view of the financial position of the Company as at 31 December 2021, and the results
of its operations, cash flows and changes in equity for the year then ended, in compliance with International
Financial Reporting Standards ("IFRS") and in the manner required by the Companies and Allied Matters Act of
Nigeria, and the Financial Reporting Council of Nigeria Act, 2011.
In preparing the financial statements, the Directors are responsible for:
a. properly selecting and applying accounting policies;
b. presenting information, including accounting policies, in a manner that provides relevant, reliable,
comparable and understandable information;
c. providing additional disclosures when compliance with the specific requirements in IFRSs are insufficient
to enable users to understand the impact of particular transactions, other events and conditions on the
Company's financial position and financial performance.
We state that management and directors:
a. has evaluated the effectiveness of the Company's internal control within 90 days prior to the date audited
financial statement, and
b. certify that the company’s internal controls are effective as of that date;
We have disclosed:
a. all significant deficiencies in the design or operation of internal controls which could adversely affect the
company’s ability to record, process, summarise and report financial data, and have identified for the
company’s auditors any material weaknesses in internal controls, and
b. whether or not, there is any fraud that involves management or other employees who have a significant
role in the company’s internal control;
c. as indicated in the report, whether or not, there were significant changes in internal controls or in other
factors that could significantly affect internal controls subsequent to the date of their evaluation, including
any corrective actions with regard to significant deficiencies and material weaknesses.
The financial statements of the Company for the year ended 31 December 2021 were approved by the
directors on 30 March, 2022.
HRM Nnaemeka Alfred Achebe, Mr. Bruno Zambrano Mr. Hugo, Dias Rocha
CFR,MNI Finance Director Managing Director
Chairman
FRC/2020/003/00000020628 FRC/2021/003/000000228
FRC/2013/NIM/00000001568 30 March, 2022 30 March, 2022
30 March, 2022
93 International Breweries Plc.
Audit Committee Report
To: The Members of International Breweries Plc
In accordance with the provisions of Section 404(7) of the Companies and Allied Matters Act, Cap. C20 LFN 2020, we the
members of the Audit Committee of International Breweries Plc having carried out our statutory functions under the Act,
hereby report as follows: -
(a) That the accounting and reporting policies of the Company are in accordance with legal requirements and acceptable
ethical practices.
(b) That the scope and planning of both the external and internal audit for the year ended 31 December, 2021 are
satisfactory and reinforce the Company's internal control systems.
(c) That having reviewed the External Auditors' findings and recommendations on management matters, we are satisfied
with management responses thereon.
Finally, we acknowledge the co-operation of management and staff in the conduct of our duties.
Dated this 30 March, 2022
Mr. Oladepo Adesina
FRC/2013/NIM/00000003678
Members of the Audit Committee for the year under review were:
1. Mr. Oladepo Adesina Shareholder’s Representative (Chairman)
Member
2. Mr. Moses Ijayekunle Shareholder’s Representative Member
Member
3. Mr. Adetunji Ajani Babajide Shareholder’s Representative Member
4. Mr. Michael Ajukwu Director’s Representative
5. Mr. Olugbenga Awomolo Director’s Representative
International Breweries Plc. 94
Independent Auditor’s Report
To the Members of International Breweries Plc
Report on the audit of the financial statements
Our opinion
In our opinion, International Breweries Plc’s (“the company’s”) financial statements give a true and fair view of the
financial position of the company as at 31 December 2021, and of its financial performance and its cash flows for
the year then ended in accordance with International Financial Reporting Standards and the requirements of the
Companies and Allied Matters Act and the Financial Reporting Council of Nigeria Act.
What we have audited
International Breweries Plc’s financial statements comprise:
the statement of financial position as at 31 December 2021;
the statement of profit or loss for the year then ended;
the statement of other comprehensive income for the year then ended;
the statement of changes in equity for the year then ended;
the statement of cash flows for the year then ended; and
the notes to the financial statements, which include a summary of significant accounting policies.
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 section
of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Independence
We are independent of the Company in accordance with the International Code of Ethics for Professional
Accountants (including International Independence Standards), i.e. the IESBA Code issued by the International
Ethics Standards Board for Accountants. We have fulfilled our other ethical responsibilities in accordance with the
IESBA Code.
PricewaterhouseCoopers Chartered Accountants,
Landmark Towers,
5B Water Corporation Road,
Victoria Island,
Lagos, Nigeria
95 International Breweries Plc.
Independent Auditor’s Report
Key audit matters
Key audit matters are those matters that, in our professional judgment, 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.
Key audit matters How our audit addressed the key audit matter
Fair Value measurement of Derivative We adopted a substantive approach to test the
Financial Instrument and Hedge Accounting valuation of the derivative financial instrument.
(Notes 2.10, 4.2, 4.4(b), 4.5 (i), 4.7, and 19) Specifically, we:
z inspected management’s hedge
As at 31 December 2021, derivative financial
instruments gave rise to net derivative financial documentation and contracts.
liabilities at fair value of N2.6 billion and net derivative z evaluated management’s accounting policy
financial assets of N433 million. These instruments
are designated in a cashflow hedge relationship for the hedge instruments;
such that gains and losses arising from the hedging z checked the credit risk for the company and
relationship are recognised in the statements of profit
or loss and/or statement of other comprehensive the counter parties;
income as appropriate z checked the rates used in management’s
We focused on this because the valuation of hedging valuation to appropriate official rate source;
instruments and consideration of hedge effectiveness z re-performed the year-end valuation of the
involves a significant degree of complexity and are subject
to an inherent risk of error. derivative financial instruments and calculation
of hedge effectiveness;
z checked the initial and subsequent
measurement of fair value of the derivative
financial instruments;
z obtained confirmation of year end derivative
financial instrument from the counter
parties; and checked the presentation and
disclosure of hedge instruments in the financial
statements.
Other information
The directors are responsible for the other information. The other information comprises Corporate information,
Report of the directors, Certification of the audited financial statements, Statement of directors’ responsibilities,
Audit committee report, Statement of value added, Five-year financial summary (but does not include the financial
statements and our auditor’s report thereon), which we obtained prior to the date of this auditor’s report, and the
other sections of the International Breweries Plc 2021 Annual Report, which are expected to be made available to
us after that date.
Our opinion on the financial statements does not cover the other information and we do not and will not express an
audit opinion or any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information identified
International Breweries Plc. 96
Independent Auditor’s Report
above and, in doing so, consider whether the other information is materially inconsistent with the financial statements
or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
If, based on the work we have performed on the other information that we obtained prior to the date of this auditor’s
report, we conclude that there is a material misstatement of this other information, we are required to report that
fact. We have nothing to report in this regard.
When we read the other sections of the International Breweries Plc 2021 Annual Report, if we conclude that there is
a material misstatement therein, we are required to communicate the matter to those charged with governance.
Responsibilities of the directors and those charged with governance for the financial statements
The directors are responsible for the preparation of the financial statements that give a true and fair view in
accordance with International Financial Reporting Standards and the requirements of the Companies and Allied
Matters Act, the Financial Reporting Council of Nigeria Act, and for such internal control as the directors determine
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’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 or to cease operations, or have no realistic
alternative but to do so.
Those charged with governance are responsible for overseeing the company’s financial reporting process.
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 an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and
are considered material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional scepticism
throughout the audit. We also:
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design
and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate
to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than
for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by the directors.
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based
on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may
cast significant doubt on the company’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial
statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit
97 International Breweries Plc.
Independent Auditor’s Report
evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the
company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and
whether the financial statements represent the underlying transactions and events in a manner that achieves fair
presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were
of most significance in the audit of the financial statements of the current period and are therefore the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about
the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in
our report because the adverse consequences of doing so would reasonably be expected to outweigh the public
interest benefits of such communication.
Report on other legal and regulatory requirements
The Companies and Allied Matters Act requires that in carrying out our audit we consider and report to you on the
following matters. We confirm that:
we have obtained all the information and explanations which to the best of our knowledge and belief were
necessary for the purposes of our audit;
the company has kept proper books of account, so far as appears from our examination of those books and returns
adequate for our audit have been received from branches not visited by us;
the company’s statement of financial position, statement of profit or loss and statement of other comprehensive
income are in agreement with the books of account and returns.
For : PricewaterhouseCoopers
Chartered Accountants
Lagos, Nigeria
Engagement Partner: Udochi Muogilim
FRC/2013/ICAN / 00000003209
31 March 2022
International Breweries Plc. 98
Ernst & Young UBA House, Tel: (234 -1) 4630479, 4630480
10th Floor 57 Marina, Lagos Fax: (234 -1) 4630481
E-mail: [email protected]
Report of External Consultants on the Board Performance Evaluation of International Breweries Plc
We have performed the evaluation of the Board of International Breweries Plc (IB Plc) for the year ended
31st December 2021 in accordance with the guidelines of Section 15.1 Securities and Exchange
Commission (SEC) Code of Corporate Governance (CCG) for Public Companies in Nigeria and Section
14.1 of the FRC Nigerian Code of Corporate Governance (NCCG).
Both guidelines mandate the Board of Public Companies to undergo an annual evaluation of the Board
and individual Directors of Organizations with a specific focus on the Board structure and composition,
responsibilities, processes, relationships, individual director’s competencies and respective roles in the
performance of the Board. Subsection 15.2 of the code requires the appraisal system “include the criteria
and key performance indicators and targets for the Board, its committees, the Chairman and each
individual Board member” while subsection 15.6 states that the services of external consultants may be
engaged to facilitate the appraisal process.
Our approach included the review of International Breweries Plc’s Corporate Governance framework,
and all relevant Board policies and procedures. We obtained written representation through online
questionnaires administered to the Board members and conducted one on one interviews with the
Directors and key personnel of the Company. The evaluation is limited in nature, and as such may not
necessarily disclose all significant matters about the Company or reveal irregularities, in the underlying
information.
On the basis of our work, the Board of International Breweries Plc has complied with the requirements of
the Securities and Exchange Commission (SEC) Code of Corporate Governance for Public Companies in
Nigeria and the FRC Nigerian Code of Corporate Governance (NCCG) 2018 during the year ended 31st
December 2021. Specific recommendations for the further improvement of International Breweries Plc’s
Corporate Governance practices have been articulated and included in our detailed report to the
Board. This report should be read in conjunction with the Corporate Governance section of the
Company’s Annual Report.
For: Ernst & Young
Benson Uwheru
Corporate Governance West Africa Lead
FRC/2013/CIBN/00000001554
99 International Breweries Plc.
Statement of profit or loss
Revenue Note 31 December 31 December
Cost of sales 5 2021 2020
Gross profit 6
N’000 *Restated
Administrative expenses 7 182,298,045 N’000
Marketing, promotion and distribution expenses 8 (135,993,402)
Other (Expense) /income 9 136,790,573
Other losses 10 46,304,643 (106,315,842)
18.5
Impairment charge on financial assets 11 (35,893,018) 30,474,731
11 (17,674,071)
Finance income (27,919,210)
Finance cost 12 (576,662) (12,655,326)
Net finance costs (9,961,994)
29 2,708,444
Loss before tax (241,568) (18,075,927)
(18,042,670)
Income tax credit (1,446,175)
Loss for the year 3,006,125 (26,913,463)
(4,799,733)
Basic and diluted loss per share (Naira) (1,793,608) 1,502,103
(3,178,959)
(19,836,278) (1,676,856)
2,179,768 (28,590,319)
(17,656,510)
12,507,983
(0.66) (16,082,336)
(27,790,666)
The notes on pages 26-51 are an integral part of these financial statements.
*Certain amounts shown here do not correspond to 2020 financial statements and reflect adjustments made, refer
to note 30.
International Breweries Plc. 100
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